It was just another day for the Power Ponies, fighting the good fight in the service of Maretropolis against the evil Pharaoh Phetlock.

“Take that!” Zapp announced, firing a bolt of lightning at a bandage-enshrouded minion. “I sphinx you're not getting away today!”

The other Power Ponies stared at her. So did most of the mummies.

“Seriously?” Mare-velous asked. “You're goin' with that?”

“What?” Zapp replied defensively, shrugging her shoulders. “It's good banter!”

“You could at least say something more sophisticated,” the Masked Matter-Horn lectured, firing a beam of custard at another mummy as they realized they should be fighting. “Like… your master won't pharaoh very well?”

“I think that's worse,” Radiance judged.

Saddle Rager made her opinion on the matter very clear by bucking a mummy minion hard enough to knock it into the wall.

“Fili Second!” Matter-Horn called. “How many are there left?”

“Twelve!” Fili replied, appearing next to her teammate. “No, wait, ten… eight… I should really stop beating them up while I'm counting, it's making it hard to keep track!”

“Where's the giant diamond Pharaoh Phetlock was trying to steal?” Matter-Horn added. “It should be around here somewhere… though I'm not sure why he wants it.”

"Why wouldn't you want a giant diamond?" Radiance raised an eyebrow, then blushed and turned her attention back to the mummy she was tying up in her magic. "I mean, not that I'd try to steal it of course. But if I were a villain, what reason would I have not to steal something like that?"

"I, uhm... I think he said something about it amplifying his powers so he could control minions all over the country..." Saddle Rager mumbled, ducking a swing from another mummy and tripping it up.

"You're asking what I want this diamond for?" Phetlock's booming laughter sounded from the roof of the museum, where he was holding up the gem in question. "You're too late, Power Ponies! With the mystical energies inside this diamond amplifying my own powers, I will be able to control mummies all over the country!"

"That's what I...” Saddle Rager sighed. “Nevermind."

"That's cool and all, but I gotta ask… How many mummies do you expect to find? I mean, seriously, what's up with that?" Zapp raised an eyebrow, holding up the diamond to look through it.

"That's of no concern to... what the-?” Phetlock sputtered to a halt, looking around, and spotted Zapp. “Give that back, you flying menace!"

“Zapp, keep it away from him!” Matter-Horn called. “We can't let him do whatever it is he wants to do with it… with it!”

“Wasn't it something about everyone getting a mummy?” Fili asked. “That's what you said, right?”

“Not really,” Saddle Rager protested. “It was more-”

Phetlock lunged for the diamond, but Zapp dodged out of the way. She hadn't properly accounted for the weight of the diamond, however, and it slipped out of her grasp.

“Aha!” Phetlock laughed, before realizing the diamond was headed for the museum floor instead of going back to him. “No, wait!”

“I've got it!” Radiance called, summoning her hard-light constructs to slow the fall of the diamond.

Which began to glow.

“How come it's glowin'?” Mare-velous asked, lassoing a mummy and pulling it down some stairs.

“It looks like it's activating,” Matter-Horn judged, and tried firing an antimagic beam to suppress the magic of the gem. All that did, however, was to dispel Radiance's hard-light constructs, and the gem fell the rest of the way to the floor to hit with a loud crunch.

A crack spread up through the gem, and Phetlock (and Radiance) groaned.

“You win this time, Power Ponies!” the Equyptian-themed villain announced, and made a run for it.

“I don't call that a win,” Radiance volunteered, looking at the splintered gemstone.

“Hey, does this mean it won't summon a mummy?” Fili asked. “Or was the magic inside it and now it's out?”

Almost as if in response to her words, a strange smoke began to seep out of the crack in the gem.

"Did I hear a little filly call for her mommy?"

A chuckle came from the smoke as it spread, whirling around the Power Ponies and circling them in.

"Actually, I said mummy, Miss dark and foreboding smoke monster." Fillisecond prattled on, spinning in a circle to keep track of the smoke. "You know, wrapped up in lots of bandages, walking kinda slow and awkward, don't really talk much... trust me, I tried to have a conversation with them but it's EEEP!"

Her rant was cut short as the smoke grabbed her tail, lifting her up into the air and wrapping tighter around her body until only her head was free. The other five ponies and one dragon didn't fare much better, already rising a foot into the air.

"Nnngh... Let us... go!" Zapp struggled and squirmed, trying to find her pendant in the smoke.

Masked Matterhorn shot an ice beam at their captor, but had to watch helplessly as the smoke simply moved out of the way before reforming. Marevelous and Radiance didn't even get that much of a reaction, their attacks simply passing right through.

"Uhm... Show yourself, villain! I mean, if that's okay with you..." Saddle Rager trailed off, looking around nervously.

The smoke coalesced into the head of a large, dark gray serpent with small purple dots, the parts holding them up turning into half-formed coils of its body. It took them a moment to realize, but instead of scales the beast had a shiny, slightly rubbery skin that crinkled at the slightest movement, held together along the whole length with what looked like light purple tapes. "Look at that, it seems I caught me some little foals playing dress-up~"

"Who are you!?" Masked Matterhorn demanded, looking the apparently female serpent over and memorizing any detail she could, looking for any weakness.

"Oh, where are my manners. I am Occamommy, but you may simply call me 'Mommy'." She chuckled and leaned a bit closer, body swaying left and right in front of them as she hummed softly.

"Why are you here?! What's yer plan for us?!" Mistress Marevelous demanded.

"Why, I only came here at your request. You did want a mommy, didn't your friend say so?"

"T-that's not what she meant!" Zapp shouted, shaking her head to try and clear it, but immediately falling back into the motion of swaying her head along with the serpent. "Spike, what kind of weird story is this?"

Humdrum blinked a few times, humming along before his addled mind registered the question. "I-I don't know. It was supposed to be about Phetlock, but I think we changed something and... I mean, I can't exactly read ahead in an enchanted comic..."

"What silly little foals you are." Occa chuckled, then abruptly stopped her swaying, causing seven pairs of eyes to snap wide open as they focused on her.

Matterhorn tried to move, or even blink, but it was so hard to think of how to do that or a reason to do that. Just staying here seemed so much nicer and more comfortable. She vaguely noticed the serpent's mouth opening wide as it came closer and then a lot of crinkling and darkness all around her and…

Twilight woke up with a start, looking around the unfamiliar bedroom. It took her a moment to recognize it as the room of the Masked Matterhorn at the Power Ponies HQ, and another few seconds to notice that she was still wearing the hero's costume. She shook her head, trying to remember what had happened last... Until a vaguely familiar crinkling sound from under the covers made her freeze.

Throwing back the covers, Twilight stared at exactly what she'd been afraid there would be – a thick, crinkly diaper, with a slightly purple tint to the material.

Horn lighting up, Twilight tried to remove the padded undergarment. It crinkled loudly as she did, but her magic seemed to slip off the diaper and not actually affect it in the normal way. No matter how hard she tried, the tapes – adorned with little squiggle symbols that looked vaguely like winged serpents – didn't give so much as a tenth of an inch.

Giving it up as a bad idea, Twilight groaned loudly – then got up, wincing at the sound from the material as it crinkled with every motion.

“What the hay!?” Dash shouted, somewhere else in the HQ, and Twilight felt like facehoofing. Of course she wouldn't be the only one affected by… whatever this was.

Something about a serpent, interrupting the middle of a fight with the Pharaoh… Phailure?… and then swaying back and forth…

Twilight blinked, realizing she'd zoned out for a moment, and heard a muted conversation outside in the main area of the HQ.

Deciding there was no point trying to hide the diaper, if everyone else had one, she opened the door and stepped out.

The common room of the first floor was already full of ponies and one dragon, all of them wearing their masks but not the rest of their costumes… and each of them wearing a unique diaper.

Rainbow Dash was flapping in the air, doing some rather impressive acrobatics as she tried to push the diaper off, pushing, pulling and occasionally biting at the tapes of a white diaper with smaller white frills all over.

Fluttershy was whimpering a bit, trying not to look at the more and more excessive assortment of glowing purple tools that were trying and failing to cut the big plaid diaper off her rump.

The tools were naturally controlled by Rarity, the unicorn's tongue sticking out in concentration whenever she wasn't loudly complaining about "the horror" and how tacky these diapers and Fluttershy's in particular were looking. She didn't seem to notice that the tapes of her own white diaper were glowing faintly, nor the soft black and white fabric that was slowly pushing out from under the edges to cover two or three inches of her fur and tail in each direction.

Pinkie Pie was running around the room, only just flopping onto a couch as Twilight entered, the pink mare muttering something about running too fast and getting dizzy, unaware of the tapes on her diaper pulsing softly as the clean white padding grew and a bit of pink, thick fabric pushed out across her fur.

Applejack was cursing up a storm, in a similar position on the floor as Rainbow was in the air as she fought with the white diaper with black splotches.

Only Spike seemed to take it in stride, sitting on the main couch and watching cartoons, balancing a bowl of cereal on the white padding with black and white frills between his legs.

“Hey, Twi,” the dragon waved, making the rest of them stop what they were doing. Dash landed on the sofa with a crash and a crinkle, looking woozy for a moment before turning to look at Twilight.

“Spike, how come y'all are so dang calm about this?” Applejack demanded.

“Well… isn't it obvious?” Spike asked. “Twilight can just bring us out of the book.”

“Then what are we waitin' for?” Applejack asked, rolling onto her hooves and blushing as the splotched diaper crinkled loudly with her movement. “Get us outta this dang situation, Twilight!”

“I'll try,” Twilight agreed, lighting up her horn.

As she gathered her energy, however, the serpent-tapes on her diaper glowed faintly.

Twilight was just about to cast the spell when something flashed into her mind. A memory of a pair of eyes, and a soothing voice, and swaying-

-and the spell collapsed, uncast.

“What happened?” Rainbow demanded. “How come we're still here?”

She poked her frilly white diaper. “Still in these… things?”

“I don't know,” Twilight replied, twisting to inspect her own diaper. Was it her imagination, or was it a bit larger than it had been before? “The spell just failed, I don't know why.”

“Well… darn,” Applejack sighed.

“You mean we're stuck here?” Rarity asked, jaw slack. “Stuck in this terrible, bizarre world?”

“It's not the world that's the problem,” Fluttershy said softly. “It's these diapers...”

“Okay, don't panic,” Twilight reminded them, beginning to pace back and forth – producing the odd crinkly sound, which made her flush slightly. “We know you can also get out of these by finishing the storyline, so that's what we'll have to do.”

She grimaced. “Unfortunately.”

"Hey now, don't be all grumpy." Pinkie pulled Twilight into half a hug, bumping her rump against the alicorn's with a loud crinkle. "It might not be what we expected, but this is still an adventure. And these diapers are even softer and comfier than the ones you'd get back home."

She looked at the varying stares suddenly focused on her. "...what? You didn't think I'd put the twins into anything without first making sure that it meets the Pinkie Pie standard of quality, did you? I'll have you know that only the very best and- oooh, couch candy!" She zipped over to the couch, pulling a piece of hard candy from between the cushions and popping it into her mouth before anyone could react.

"Uhm... moving on from that... whatever it was." Rainbow shook her head, then lifted herself into the air again. "As much as I want to beat up that Occa-mumbo-jumbo, I'm not going out like this. Come on, Twi, you're like the smartest pony I know. You gotta have some sort of spell that can get rid of these, right? Go on, hit me with your best!" She turned in the air, pushing her padded rump out towards Twilight.

Twilight blinked slightly from the proximity of pegasus padding, then shook her head. “I've already tried on mine, Dash. No luck.”

“Come on, Twi, you can't have been inventive enough!” Dash invited. “At least give it a go!”

“Well, all right,” Twilight decided.

She thought through her collection of spells, discarding some of the useless ones (a moustache spell? Why had she learned that one again?) and considering others, before finally deciding on one to use. A matter disintegration spell, which she carefully tuned to not affect ponies before firing it off.

The beam of light hit the frilly diaper, and surrounded it in ghostly white energy… which then faded away, having had almost no effect at all.

“Oh, come on!” Rainbow groaned. “Did nothing happen?”

“Um… I think it's a bit thicker,” Fluttershy volunteered.

“Great,” Rainbow sighed. “Was that really your best shot, Twilight?”

In reply, Twilight fired the same spell at the bin – which vanished in a puff of smoke.

“That's what should have happened,” she explained. “These things are really hard to deal with...”

The leader of the Power Ponies shook her head. “All right, we need a plan. Spike, you're the comic book expert – what usually happens now?”

“Well, usually, the villain gloats,” Spike supplied. “And then if we need to find out what to do, there's the occasional kind of obvious clue.”

"Come on out, Power Ponies! The Enchantress knows you're there!"

"Aaaand right on cue." Spike stood up, putting his empty bowl aside and waddling over to the door. "Come on, let's see who it is."

"Go out like this?!" Rarity and Rainbow cried in unison. They glanced at each other, then quickly looked away and at Spike again.

Spike looked back at them. "Well, yeah... I mean, unless you've got a better idea."

Trixie tapped her hoof impatiently, sitting on the ground in front of the tower that made up the not-so-secret headquarters of the Power Ponies. She'd been listening to muffled grunting and cursing for several minutes now, waiting for them to come out.

Finally the door opened, and seven figures tried to make a dynamic entrance with various degrees of enthusiasm. Everyone save for Humdrum had squeezed themselves into their costume again in a misguided attempt to hide their predicament. Instead, six diapers were hugged by very formtight spandex, crinkling even when their wearer didn't seem to move and making them waddle even more than before.

"Alright, the Power Ponies are- Trixie?! What the hay are you wearing?!" Zapp stared at the mare in shock, trying to take in her outfit without actually seeing it. The mare was completely covered by a thick, crinkly likeness of the greatest unicorn to ever live (herself), with the letters "WIZZARD" across her large pointed hat in awkward, foalish writing. Her cape seemed to be a foal's blanket, a patchwork of colorful squares showing cars, cartoonish animals, hearts and big single letters. She was brandishing ~~her magic wand of phenomenal power~~ a big rattle with a pink heart on it that was covered in drool and bite marks from whenever she was bored or distracted enough to start sucking and chewing on it. And of course she too was wearing a diaper over her crinkly suit, one with lots of stars, moons and sparkles all over it.

“What?” Trixie asked, tilting her head. “What's so odd about it?”

“You… but… diaper… thing?” Zapp said, waving her hoof. “Why?”

“The Enchantress would not expect her foes to understand,” Trixie replied loftily, crinkling a little in place. “She is only a messenger, anyway, sent to tell the Power Ponies an important message.”

“Zapp has a point,” Matter-Horn said awkwardly. “That's really not the sort of thing I'd have expected you to be wearing. It looks too… foalish seems an inadequate word.”

Trixie shrugged, producing more crinkles. “Mommy says it looks good on me. Er, her.”

While the Power Ponies were absorbing that, The Enchantress pointed her rattle. “The Enchantress will deliver her message to the Power Foals! Your Mommy tells you that she is waiting for you to come and challenge her!”

“Power foals?” Radiance demanded.

“Would you prefer Power Poofbutts?”

“All right, that's it!” Zapp announced, lunging forwards with her amulet crackling.

Trixie flipped her rattle around, flicking it at Zapp, and producing a puff of pink-tinted white smoke. A flicker of energy shot forwards and hit Zapp, encasing her hooves in thick white mittens, and her amulet suddenly shut down as Zapp was no longer able to control it.

Stepping to one side as Zapp crashed in a cloud of sweet-smelling powder and curses, The Enchantress finished up by clonking the pegasus hero on the head with the ball of the rattle.

“Why aren't the rest of you throwing tantrums as well?” she asked the Power Ponies.

“...honestly, she did kind of ask for that,” Matter-Horn mumbled. “Anyway, uh… you mean that serpent creature, right?”

Trixie nodded, and Matter-Horn went on. “So... where is her lair, then?”

“The corner of seventeenth and Eponymous,” the crinkle-suited unicorn answered promptly.

Fili Second gasped. “Not the Happy Foals Amusement Park! Who would ever have expected a villain to set up there?”

“Honestly, ah'm surprised we didn't already work that out,” Mare-velous said under her breath.

"And with that the message has been delivered! Let it be known that The Enchantress has been a good foal and there is no reason to put her in the time-out corner again!" Trixie posed dramatically, then brought down her rattle to disappear in another burst of pinkish-white foal powder.

"So... that happened." Mistress Marevelous scratched her head, then shrugged and started to waddle ahead. "Well, ya heard Trixie. No sense in just standing around."

Matterhorn shook her head and began waddling as well, soon followed by the rest of their team. "Do you think Trixie actually got sucked into this, or was that just a character made to look like someone we know?"

"Don't know, don't care," Rainbow grumbled, trying to pull off the mittens. "Now can one of you help me get these things off?"

"Aww, but they just look so adorable on you. You have got to be the cutest little-" Pinkie squeaked and shrunk back from Rainbow's glare, blushing lightly. "Heheh, sorry, that must be the foalsitter instincts coming through…"

Her hooves turned into a blur, pulling the mittens off in a split second. "There we go, no need to be a fussy foal." She giggled and sat back, not noticing that her own rump had grown another inch under the spandex.

“Are we sure this is safe?” Saddle Rager asked. “I – I mean, sure, we've not been hurt so far, but… we're going right to where the monster has as her base...”

Humdrum shrugged, stumbling a little from the thick bulk of his diapers, but regaining his balance. “Yeah, but in the comics, when the heroes go into the villain's base they win. It's how it works.”

Saddle Rager nodded, apparently mollified, but the dragon kept talking. “Of course, going into their lair could also mean that they can spring traps on all of us, and now I think about it sometimes the heroes do lose… especially if the fighting happens in either the heroes' HQ or the villains' base...”

“Ah think you should stop talkin' now,” Mare-velous recommended, glancing over at Saddle Rager who now looked as worried as she had when they started the conversation. “It ain't helpin'.”

“Girls, we need a battle plan,” Matter-Horn suggested. “And, you know, to not be wearing these things… but we need a battle plan. What normally causes heroes trouble in a villain's lair?”

“Being split up,” Humdrum replied promptly. “Unexpected traps. Minor villains who get a lot of page time because they're going to have their own spinoff soon.”

“That doesn't sound especially helpful,” Radiance critiqued. “But needs must…”

“Okay, so we want to go in there, find that monster, and give it a proper Power Ponies sendoff,” Zapp summarized. “And then we can get out of these things?”

“Or we can get out of the book, at least,” Matter-Horn hedged. “And then we should be able to get these off, yes.”

"Very well. Then all we need now is to get to that park and..." Radiance paused, looking up at the entrance to the amusement park. "Huh... That's convenient."

There was a loud gasp and everyone turned to look at Fillisecond, who was holding up a poster she'd ripped from a nearby wall. "Girls, look! Today's free rides and snacks in the whole park for heroes and padded foals!"

Matterhorn stared at her, then groaned and facehoofed. "Pinkie! We're here to defeat a villain, not to try out the rides. Most of them are probably trapped!"

"But... What if they're not?" Pinkie looked up at her with huge teary puppy dog eyes. "It's free rides, Twilight. And free snacks. And free rides!"

Twilight flinched back, then sighed. "I can't believe this... Okay, Pinkie. You can try out one of the rides, one where we can keep an eye on you, and..." Her stomach growled and she blushed. "Well, I suppose it can't hurt to try some of the snacks before we face that serpent."

The park was, at first glance, surprisingly normal. In a way it made sense that the lair of a villain wouldn't be immediately obvious, but then again the friends had certainly run into plenty of villain lairs in the past that had been too obvious for words.

Instead, this one just looked like… a theme park. Admittedly, there weren't many ponies actually attending, but it was perfectly normal to have costumed mascots running the stands.

Twilight tried to ignore that the costumes were suspiciously crinkly.

“Okay, what does everyone want?” she asked. “I think we can get a drink each and a main meal, and anything else if you really want it.”

As she looked around, though, she saw that Filli Second was already missing.

“I can't decide!” came her voice from some way off, as a blur of speed looked over a roller-coaster and then a drop tower before turning to examine some bumper carts.

Twilight groaned. "Rainbow, go make sure that she doesn't run off to who-knows-where." She waited for the pegasus to salute and fly off, then turned to the rest of the group. "Alright, where should we..."

The others waited to her to continue, sharing worried looks as she didn't. Applejack moved forward, carefully poking her shoulder. "Twi, what's wrong?"

"Huh?" Twilight jerked, then shook her head. "I'm sorry, I think I got distracted for a moment. Anyway, where do you want to eat? That place over there looks kinda nice."

The group turned to look where she was pointing, looking at the front of a shop. The sign over the door labeled it as "The Milk Bar", with a bottle of milk slowly spinning in front of a black and white spiral.

"Twilight, you can't be..." Radiance blinked, eyes stuck on the slowly turning bottle. "W-well, it does have a rustic charm to it..."

"Some milk sounds nice..." Fluttershy nodded slowly, eyes fixed on the sign.

"You think they have something with crushed sapphires?" Spike wondered absentmindedly.

"Mooooo..." Applejack agreed, shifting a bit and making the diaper crinkle under her suit.

None of the padded Power Ponies had any good reason not to go to the Milk Bar, and waddled over in a group to enter the shop.

Inside, they found a room arranged much like a typical bar, with a counter and several tables – except that, in place of high stools, there were high chairs. The bottles of drinks behind the counter were milk bottles, and the few drinks not in bottles were in sippy cups.

Behind the counter was a pleasant-looking cow, her body as soft and shiny-crinkly looking as the rest of the workers at the theme park, and she looked up upon hearing them come in.

“Well, hello to you all,” she said, smiling disarmingly. “You're all new faces! I'm guessing you're thirsty?”

“Well… yes,” Twilight agreed, swallowing – her throat feeling a little dry. “Is… is there a menu?”

“Don't see much need for one,” the cow replied. “You can all call me Moo, everybody does. Now, we've got the basic milk bottles, or there's a few flavours you can have – chocolate, banana, cinnamon… just ask, and I'll see if we got it.”

“Wait, hold on,” Applejack said, shaking her head a little. “Your name is Moo?”

“Yep,” Moo agreed. “Sounds nice to say, don't it? Can you say it again for me?”

“Moo,” Applejack repeated.

“That's right. Now, take a seat, and I'll take your orders,” Moo instructed. “Up you get, now!”

Twilight and friends nodded, moving to file into the benches at a corner table and blushing a bit as even the fabric of the bench crinkled loudly. Spike pulled himself one of the high chairs over to be on the same height as them, climbing up and strapping himself in without a second thought.

The ponies and dragon waited, looking around absentmindedly as they squirmed a bit to the music. A calm, upbeat tune was playing over the speakers, underscored by cowbell sounds and the occasional mooing that lulled them into a comfortable daze.

"Did you decide on your orders, dearies?"

Twilight squeaked and jumped a little, only now noticing Moo standing right next to her holding a rack of milk bottles. "Ah! Oh, uhm... I think so?" She looked around the table. For a moment she wondered what she was supposed to order before the answer seemed to slip smoothly into her mind. "Uhm... I'll just have some milk with honey, please."

Moo smiled and pulled out a warm bottle, testing the milk on her hand before handing it to the unicorn. "There you go~"

Twilight took the bottle, looking at it with a blush. She tried to think about how she could drink it without looking foalish, but the dry feeling in her throat quickly got the better of her and she started to suckle on the nub awkwardly.

Her eyes widened a bit as sweet, creamy milk flowed into her mouth, heated up just right. She smiled and leaned back, listening to the music and looking around as she suckled.

Rarity was nursing a strawberry flavored bottle and Fluttershy had gotten another normal milk with honey. Spike had actually gotten a bottle of milk with sapphire dust, the bottle sparkling and swirling as he drank from it, and Twilight found herself drawn in by the shiny sparkles, staring at them as she suckled slowly.

Meanwhile, it was Applejack's turn to order. She shook her head, trying to focus around the catchy music. "Uhh... Moo you have some cider?"

Moo smiled softly. "I'm sorry, but that would be a bit upsetting for the little foals' stomachs, don't you think?"

Applejack frowned, but couldn't really argue with that logic. "Uhm... You got something else with apples, then?"

"We have apple-cinnamon milk." Moo gave a thoughtful moo, smiling at Applejack. "I don't think we have any of it bottled right now, though, so you would have to drink it from the source. You don't mind, moo you?"

"Moo?" Applejack blinked in confusion, then yelped as the cow picked her up with surprising strength. Before she knew it she was lying across the bench, her head in Moo's lap and one of the four nipples of the cow's udder pushed into her mouth.

"Mmmh!? Mmmh..." She froze as a creamy, fruity taste filled her mouth, her eyelids drooping as she began to instinctively suckle.

None of the heroes had any complaints at all about their drinks.

Every last gulp tasted wonderful, soothing and warm, and their concerns seemed to melt away as they drank the thick, creamy milk.

Time slipped past, as the music and the rhythm of suckling lulled them into a dreamy trance…

“Pink – I mean, Fili!” Zapp called, remembering they were in public, then shook her head as she realized Twilight had used her name in public already. “Slow down!”

“But why would I do that?” Pinkie asked. “I'm the fastest pony there is! Whee! Oh, I still can't decide what ride to go on – do you have any ideas?”

Dash looked around, trying to spot something that would actually be exciting – and smarting a little over the 'fastest pony' remark. “Let's make sure it's something cool, at least...”

“Like the chilly filly ice-coaster?” Pinkie suggested, pointing it out.

“...no, not that kind of cool,” Zapp groaned, then spotted something. “Spoopy haunted house?”

After a sigh over the name, Rainbow did consider it. It looked like it was a roller-coaster, and surely something meant to be scary couldn't be too cutesy.

Right?

"Ooooh, what'd you find there, Dashie?" Pinkie was beside her in a rush of air, looking over the attraction. "A haunted ride? Oh Dashie Dashie Dashie... is this about your complex with trying to prove how tough you are again?"

"I... what?" Rainbow stared at her, then shook her head and stepped back. "I'm not trying to prove anything! I am tough!"

"Oh reeeeaaaally?" Pinkie grinned, leaning in. "Then I'm sure you have no problem going on the ride with me. Or are you... chicken?"

Rainbow bristled, fluffing her wings in indignation and shaking her padded rump. "What?! I'm not chicken, you are!" She sped over to the entrance of the ride, Pinkie right behind her.

A mare in a thick, crinkly skeleton suit walked up to them. "Two for the ride?"

Rainbow nodded, pushing her chest out a bit... then frowned in confusion as the mare slipped something over her head, looking down at the pacifier now dangling from her neck. "What the...?"

"Oh, that's just to help calm you down if you get too scared. You don't have to use it if you don't want to." The mare gave them a disarming smile and Rainbow shrugged off her first instinct to take the pacifier off again. She could still give it back or toss it away after the ride.

The mare led them into the first room of the ride, stopping them in front of another doorway. "Now, the carts will be there in a minute. Please wait here for a moment until they've come to a full stop and everypony from the last ride has filed out."

Rainbow and Pinkie looked after her as she went into a side room, then jumped slightly at a peal of deep laughter coming from above. Looking up they spotted a cheap animatronic plastic skull over the doorway, giving off canned evil laughter as it looked down at them with red glowing, flickering lights from its eye sockets. They lights seemed to stare right at them, the shadows around them getting deeper as Rainbow and Pinkie found themselves staring up at them, the flickering drawing them deeper...

"And there's the carts. You can go in, now." Rainbow and Pinkie both jumped at the sudden appearance of the mare. Rainbow whipped around to complain about sneaking up at them, but found herself shrinking back at the sight of a skeleton costume that suddenly seemed a great deal more intimidating, as well as towering notably taller than before. She gulped and looked around, wings twitching as she took stock of her surroundings. The shadows seemed a lot deeper and darker suddenly, and had the room always been so big? She scooted closer to Pinkie trying to stand tall and find some of her bravado as the two ~~mares~~ foals shuffled into the next room, towards the carts.

Blinking rapidly, trying to shake herself out of her fuzzy feelings, Dash took her seat in the first cart.

The seats made her diaper spread out and crinkle, evoking a blush, but that blush only lasted a moment before fading.

Why was she feeling all scaredy? She was Rainbow 'Danger' Dash! She could handle some silly haunted ride!

Pinkie slipped into the seat next to her, her own diaper crinkling noticeably as well, and she shut the door.

A moment later, the carts started moving.

“Hey!” Dash called, looking around. “Isn't anyone else going to get in? Anyone?”

She tried to see if there was an attendant, seeing nopony present. “Anyone? Uh… who started this?”

“Maybe it started itself?” Pinkie suggested.

“Thanks for that idea...” Dash groaned.

The track turned a corner, going through a curtain, and they discovered it was a curtain made of silky web-like material too late to put their hooves up.

“Gah!” Dash yelped. “Okay, that was not cool…”

Pinkie waved her hooves through the material, getting some of it wrapped around them, then shook it off again. “It's just cotton, silly!”

Then there was a musical sting, a flash of light, and a brightly-glowing sheet-draped ghost was in front of them.

Both ponies yelped in surprise, hugging one another in fright as the ghost leered at them – then vanished in another flash.

Dash blushed and pulled away from Pinkie, chuckling nervously. "T-that wasn't so bad... Just some cheap effects, see? Nothing to be scared about, I was j-just surprised." She looked around into the darkness.

"Are you sure? Because it sure sounded like you were scared." Pinkie tilted her head, her bouncy nature helping her past the shock more easily... though she still couldn't shake the shiver running down her spine.

"Y-yeah! I'm Rainbow 'Danger' Dash, I don't get scared." Rainbow nodded, straightening up a bit.

Pinkie straightened as well, not about to be outdone. "W-well, I'm not scared either. I know exactly how to deal with creepies like these." She smiled, humming to a chipper tune. "Juuuuust~ giggle at the EEEEEP!"

"AHHHHH!"

Both mares screamed and hugged each other tight, closing their eyes and trying to hide from the cheap plastic skeleton on ropes that had dropped from the ceiling, accompanied by canned evil laughter and some strobe lights flashing through the bones from somewhere behind it. It hung there for a moment before disappearing in another flash of light.

"I-is it gone?" Pinkie whimpered, still hugging her friend.

"I'm not scared, I'm not scared, I'm not scared..." Dash shivered, burying her face in Pinkie's chest.

The cart kept moving along afterwards, leaving a long gap where nothing happened, and Dash slowly untensed – letting go of Pinkie, and exhaling to try and relax.

“It's okay...” she said, mostly to herself, and fluffed her wings a little to calm down.

“Y-yeah,” Pinkie agreed. “It's just a ride… rides are meant to be fun...”

The earth pony glanced into the shaded interior of the ride. “Right?”

The cart creaked as it turned a corner, then stopped suddenly – it hadn't been moving fast, but the halt still jolted them both a little.

“Do rides normally do that?” Rainbow asked Pinkie, looking across at her. “You're the expert.”

“I… don't think they do,” Pinkie replied, frowning, and tapped the floor of the cart experimentally. It failed to resume moving, and she shrugged. “Well, I'm out of ideas!”

“Pinkie, this is serious!” Rainbow complained. “We could be stuck here for… for however long it takes them to fix this!”

Pinkie shook her head. “Silly, we don't have to think of it as stuck! It's just a break! A rest! A-”

A howl sounded in the distance, seeming to come from far away, and Pinkie stopped mid-sentence.

“...wolf?” she continued, sounding much less enthusiastic.

There was a thump-thump-THUMP of something heavy moving around them, almost invisible in the dim light, along with a faint creaking sound that was oddly familiar.

“Dashie?” Pinkie said, quietly. “I'm… scared...”

“Don't worry!” Dash replied, more loudly. “I'll protect-”

A snout sniffed at the back of her neck, and she nearly jumped out of the cart.

“Aaaah!” the pegasus yelped, hiding below the sides of the cart and huddling against Pinkie – making their diapers crinkle loudly as they were both compressed, though neither mare cared by this point.

The howl came again, much closer this time and echoing through the darkness around them. Whenever they dared to look up, a flash of glowing golden eyes in the darkness would send them back down again, hiding against each other. Finally the sounds disappeared again, letting the two foals slowly sit up again.

Pinkie gulped and looked around. "I-I think it's gone, whatever that was."

"Y-yeah. Yeah!" Rainbow grinned nervously, eyes flitting around to look for any sign of the monster. "It probably realized that it doesn't stand a chance against-"

She cut off, freezing at the same time as Pinkie, both of them staring into the eyes of a ~~griffon in a thick wolf crinklesuit~~ big ferocious wolf right in front of their faces. The wolf grinned at them, then slowly spoke. "Boo."

Their screams echoed through the whole ride, both of them clinging to each other in panic and not noticing as the cart began to move again, nor how their diapers were getting warm and soggy.

“Is it after us?” Dash asked, after more than a minute.

“I don't know!” Pinkie replied, in the same quiet but urgent voice. “My eyes are shut!”

“My eyes are shut!” Dash said back. “Why are your eyes shut too?”

“So I don't see the scary things, so they can't get me!” Pinkie told her.

“But it might be right here!” Dash said. “And… and we need to know...”

She winced, then slowly opened her eyes.

They were in a dimly lit room, but one which seemed to be without any wolves – and one through which the cart was slowly moving, bouncing slightly every so often.

The bounces drew her attention to her diaper, which squished slightly as she moved – making her blush, feeling embarrassed about how her frilly white diaper was wet.

Was it her imagination, or was it bigger than she remembered it last? Pinkie's one looked bigger, too, but it was harder to tell with her as it was the same colour as her coat.

“Is there a monster, Dashie?” Pinkie asked.

“I don't see one,” Dash told her, relaxing a little and shifting away from Pinkie – blushing again as she was reminded of the wet diaper. “But maybe there's one hiding?”

“But that would be scary!” Pinkie complained, opening her own eyes. “Why would a monster hide?”

“To scare us?” Dash suggested.

“But that's not fair!”

“This is supposed to scare us, I guess?”

“Not this scary!”

“Tasty ponies...”

“Maybe… wait,” Dash stopped. “Who said that?”

There was a deep chuckle, and a little flicker of orange light revealed where the cart was going. The track they were on led a little further along, then went down… down towards the huge, plush-looking yawning maw of an enormous dragon.

Pinkie and Dash screamed and hugged each other tightly again, staring down into the maw as the cart picked up speed, rolling down into the maw and the plushy darkness of the dragon.

Twilight and the rest of her friends waddled out of the milk bar, still slightly dizzy from all the warm milk in their bellies and each clutching a bottle to go. Applejack's suit had expanded a fair bit, covering her barrel and rump with a pink bump over her tummy.

Twilight shook her head and let out a small burp, then looked around. "Alright, back to work everypony. Can any of you see Pinkie and Rainbow... I mean Filli-Second and Zapp?"

"Can't say Ah moooo..." Applejack shook her head, swishing her tail lazily.

Spike and Fluttershy shook their heads as well. "Knowing them they probably went on one of the rides. I guess we'll have to wait for them to come out again."

"Well, while we wait for them we could find out where this, mmmh..." Rarity raised her head, sniffing the air before turning in one direction. "...this wonderful aroma is coming from. I believe it's one of the stalls over there…"

“Rarity, don't get sidetracked!” Twilight called. “When we're here we can see most of the ride exits, this is the most efficient...”

She trailed off.

“Rarity stopped listening pretty much as soon as she left, didn't she?” she asked.

“Pretty much,” Spike agreed.

Not really paying enough attention to hear the calls of her friends, Rarity sniffed again – following her nose, making sure she was headed for the right stall.

It had a riot of different smells to it, some of them warm and tasty and others fragrant and flowery, and she closed her eyes to focus better.

It was almost a surprise when she bumped into the stall itself.

“Oh!” said a voice, making her look up – eyes open again, of course.

There was what appeared to be a large, soft-plush-looking bloodhound smiling at her.

“Excuse me, but… what...” Rarity began, then recognized what that meant. “Are you a Diamond Dog, my good sir?”

The puffy pooch didn't really answer the question. “Welcome to my stall, The Nose Knows! It's a trivia test, where you get to keep the right answers. Care to play?”

"Oh, uhm... I suppose I could try a round?" Rarity looked at the hound for a moment longer before inspecting the stall. Dark boxes were set up all around the circumference, with holes at the top that didn't seem to let in any light. "So... How exactly does this work?"

"It's quite simple." The pooch grinned at her. "There's a different scent in each of the boxes. If you can guess correctly what a scent is, you get it as a prize. Your first try is free."

"Very well... I think I'd like to try it, yes." Rarity headed over to the box with the number one on it, smiling. Of course she was still a little dubious on the park as a whole, but so far she hadn't noticed anything odd or dangerous, and she just couldn't see a way a game like this could be a trap. Besides, she had a bit of pride in her fine nose for perfumes.

Pushing her nose into the hole of the first box she took a deep breath... then coughed and stumbled back a bit, the sweet aroma clogging her head for a moment and making her dizzy. "W-whoa... That's..."

The hound chuckled. "Yes, the smells can be quite strong, so that everyone has a chance. Do you have a guess what it is yet?"

"I think, uhm... think... One moment." Rarity pushed her nose into the box again and sniffed deeply, moaning softly at the strong smell. "I think it's... some kind of flower? A rose, or tulip maybe..." She blinked, smiling and swaying in place again.

"Flower is exactly right." The hound grinned and pulled out a light blue flower from his stall, leaning over to tuck it behind Rarity's ear, the flower's scent immediately starting to waft around her muzzle.

"You seem to have a talent for this game. Would you like to continue?"

Rarity nodded, blinking a little as the strong scent of the flower made her mind wander, then focused.

This game was very interesting! She leaned down to the next one, pushing her muzzle into the box, and sniffed.

It smelled strongly of warmth and baking, and a little less strongly of a fruit… no, more than one fruit?

There was a faint smell of apples, but a stronger smell of peaches…

Rarity realized her mouth was watering, and blushed slightly as she hoped it wasn't quite so obvious as all that. She sniffed again, to confirm her impression, then stepped back.

“Is it an apple and peach pastry?” she asked. “With… cinnamon?”

“Very well done!” the hound running the stall congratulated her, removing it from the box and revealing it was so fresh there were faint wisps of steam coming off it. “Would you care for a bite?”

Rarity cared for the whole pastry, and promptly ate it up, taking a few sips of milk to wet her throat as well. The combination tasted divine, and she sighed a little as she finished before moving on to the next box.

She didn't notice as her diaper got a little larger, a little thicker and plumper – and spread a little more, up her body and down her legs.

It was nearly to the point of encasing her tail…

"You seem to be a natural." The hound moved over to another box, a bit down the line. "Would you like to try a harder difficulty for a better prize?"

"It does seem like I am on a roll, doesn't it?" Rarity giggled and walked over, pushing her nose into the box and sniffing. The smell was dry, slightly sweet and familiar.

"I just can't put my hoof on... on... achu!" The unicorn gave a dainty sneeze, a cloud of white bursting out of the box and obscuring her face for a moment before settling down. When it left, Rarity was grinning with slightly unfocused eyes. "I knew it! It's foal powder!"

"And another win for the young lady!" The hound rang a little bell excitedly before pulling a large bottle of foal powder from the box, showing off the silk ribbon attached to it before looping that ribbon around Rarity's head, letting the bottle hang around the mare's neck like a pendant.

Rarity grinned at her prize, taking a few steps and giggling as each movement caused the bottle to puff another small cloud of powder into her face. She wiggled her rump a bit, her suit now completely covering her old tail in a large, stiff black and white plush skunk tail.

As Rarity moved onto the next part of her challenge, Twilight and the others looked around to see if there was any sign of their missing friends.

“I wonder what ride they might have gone on,” Spike pondered.

“I… um… well, I hope it's a safe ride,” Fluttershy said. “This is technically a lair, after all...”

“Well, it ain't no dangerous lair, moo sir-ee,” Applejack shrugged. She sat down on her crinkly rump, seeming prepared to stay there for a while, and took a quick sip from her bottle.

“I don't understand why you keep saying it like-” Twilight began, then interrupted herself. “Look! It's Trixie!”

Spike followed her gaze, and nodded. “It is!”

“All right, after her!” Twilight said. “Hey, Trixie!”

The padded-up unicorn glanced back over her crinkly shoulder, laughed, then waddled off. Twilight led the others in waddling after her, despite the complaints of Fluttershy and the reluctant moo from Applejack, and wasn't far behind when Trixie rounded a corner.

“Where are our friends!” Twilight called, turning the corner about ten seconds behind Trixie, and just in time to see her vanish into one of the rides.

“Hey, uh, Twi, can we slow down?” Spike asked. “Fluttershy's kind of going a bit slow… and so is AJ, actually...”

Twilight glanced back, and had to admit that she'd have to slow up a bit. She waited impatiently, crinkling coming from her diaper, then started going again as soon as the others were with her.

They climbed the steps into the ride, keeping a lookout for a blue unicorn, and were surprised when a pair of plushy orca-ponies came up to them.

Twilight blinked, refocusing, and realized they were actually ponies wearing some kind of orca-themed suit. Thick, plushy, shiny on the outside, and… diapered?

“Welcome to the mountain!” one of them said happily. “Are you here for a ride?”

“No, we're after Trixie!” Spike explained.

“Oh, she just went down,” the other orca said. “You'll have to chase her, hurry!”

Twilight was about to complain about how that didn't make much sense, but she couldn't really find how to put it.

The identification badges the orca-ponies were wearing were oddly shiny…

Twilight blinked, not sure what she'd been trying to remember, and a few seconds later they were all being seated into a four-passenger carriage.

“Why is this log shaped?” she asked.

“How else would you go down splash mountain?” the orca asked, and pulled the starting lever.

Twilight yelped when the log jerked forward just as she was trying to stand up again, making her drop back into her seat with a soft poomf. The safety bracket dropped down and locked with a click, pushing her into the seat and keeping her from getting up again.

She frowned lightly and crossed her arms over the thickly padded metal bar, trying to look out for Trixie instead as the log began to slowly move up a steep incline towards the top of the mountain. The air seemed to get thinner unnaturally quick, making her feel lightheaded and a little dizzy the more she tried to focus on her search. Signs with safety instructions set up evenly spaced along the side of the track also distracted her, though she couldn't remember what exactly they'd said. Not that she really needed them anyway, feeling perfectly safe in her thick soft padding.

Twilight shook her head, glancing back at where the others were sitting behind her. Spike was obviously and predictably excited for the ride, Fluttershy was hugging her suit and trying to sink deeper into her padding for safety and Applejack was only half paying attention, still sucking on her bottle and the most squeezed by the safety bar due to her small plush udder.

Twilight blinked, something about that seeming not quite right, but before she could think further on it a small but sudden lurch drew her attention forward again. The log had evened out, and looking over the front of it Twilight could see the tracks leading down into a long pool of water faintly shimmering as the waves reflected the sunlight.

“Uh...” Twilight began, worried about what was about to happen, then spotted a fshoom of water kicked up by the next log ahead.

Squinting, she noticed a smudge of blue in it – Trixie! The unicorn had taken the ride ahead of them after all, so now they just needed to get to the other end and make sure they got off quickly!

“Okay, everyone,” she said. “Let's make sure we-”

The log jolted forwards as it reached the slope, sliding down towards the shimmering pool. She lost track of what she'd been about to say, and Spike whooped behind her as they got faster and faster.

More signs whipped past, in a blur that Twilight couldn't really read, except for a warning about how they were about to wet.

That seemed to make sense, and Twilight ignored the missing word from the normal warning – then they hit the water with a mighty splash, sending water pluming up in the air to rain back down on them.

It took quite a long way for the ride to shed all the momentum it had picked up, water spraying up and raining down all the way, and Twilight felt her suit swell up as the water seeped into it from the air, the seats, the bar…

The whole situation made her giggle a bit, though the giggle turned to a gulp as she realized her diaper was a lot warmer and wetter than even the ride should have made it.

Blushing, and trying to ignore it, Twilight waited for them to come to a halt and then hurried after the blue shape of Trixie.

“Come on, everyone!” she called, looking back over her shoulder as the others disembarked. They seemed to be having a lot more trouble than before, with Applejack's plush udder bigger than it had been even at the start of the ride, and Fluttershy's plaid diaper covering her tail.

Spike's diaper just seemed to be thicker, and Twilight noticed her own one was expanding down her legs and up her barrel, but as she began to frown one of the attendants spoke up.

“We hope you come again soon!” she said, her Orca-suit tail waving and her badge flashing, and suddenly Twilight forgot about her suit problems.

“Um… thanks?” she tried, then turned to see where Trixie was going.

Author's Note

Well, this seems like quite a lot of poofy peril.