The Pony Guard (Season 4)

by MXCDarkHorse2020

Rating: teen
Tags: Adventure, Violence, Princess Celestia, Crossover, Main 6, My Little Pony: Friendship is Magic, Dark, Death, Alternate Universe, Other, Princess Luna, Drama, Spike
Length: 411073

The Lion and Pony Guard all seek to protect Ponyville all while learning more the ways of friendship as the threat of Scar grows.

Ever since Nightmare Moon's defeat, the Lion and Pony Guard have become a great team together in protecting both the Pride Lands and Equestria along with dealing with the daily threats to the Circle of Life along with the peace and harmony to the world of magic.

As time went by, their efforts to keep the peace and maintain balance have grown tougher and tougher, and by the time Scar came into the picture, their efforts in dealing with him have come at a price.

Following the shocking turn of events that led to the fall of the Pride Lands along with the devastating betrayal of Twilight Sparkle which no one saw coming, the Lion and Pony Guard have to relocate for the time being, along with many of the Pride Landers forced out of their homes by Scar.

In order to defeat Scar and seek their fallen friend's forgiveness and reformation, they must figure out the magical chest containing the elements locked inside and how to unlock it. But in order to do that they need to stay true to their elements and prove that friendship is indeed magic. And that's going to be tough when Scar has eyes watching over them every second of the way as he nears total victory with said eyes set on taking Equestria too.

Will the Magic of Friendship along with the combined teamwork of the Lion and Pony Guard prevail to save the day, purge Twilight Sparkle of her inner dark side coming out in full force, stop Scar from taking over, and take back the Pride Lands? Or will the growing power and surge of dark magic be too much for the Guard to handle and save Twilight before it is too late?

Published 2021-11-27 06:40:01 UTC
Last updated 2022-07-31 00:00:02 UTC

Episode 1: Castle Maneia Part One

Episode 1:

Castle Maneia Part One

Shortly after the Canterlot Wedding, Twilight Sparkle was admitted into the hospital after Scar inflicted a permanent mark right across her left eye which mirrors the scar he has on his face. After a day of bed rest to ensure the pain she incurred was subdued, she was discharged and free to go under the condition she keeps her eye patch on until she gets home.

She did what she was told and kept it until the next morning to when she was certain that the pain had stopped throbbing really hard. She removed her eye patch while looking at herself in the mirror. The good news that had her relieved was that she was able to see through her left eye completely clear. But the bad news is that she now has a scar over her left eye just like Scar’s.

And that had previous words from what happened the day she got ring and flow through her head from the previous night in her sleep. More specifically, the events of the wedding that led up to this moment…

“And you can forget about being my best mare.” Her brother angrily told her before storming out of the room on her. “In fact, if I were you, I wouldn't show up to the wedding at all.”

“C'mon, y'all. Let's go check on the princess.” Applejack told everyone before leading the rest of the Mane Five out of the room while giving Twilight a dirty look for her outburst.

“You have a lot to think about.” Princess Celestia coldly told her without even looking at her which had her tearing up and her mouth agape as their words and actions left her shunned and alone with only Simba, Spike, and the Lion Guard for company.

“I’m sorry.” Twilight cried to fake Cadance before she finds herself being teleported underground to the caverns.

“You will be.” Fake Cadance ominously said before turning away with a look of satisfaction in her eyes for managing to take care of her.

“And the funny part about all of this was the fact you were suspicious of Chrysalis’s behavior and the fact that you were right all along.” Scar told Twilight herself before turning to her friends and mentor. “Too bad the rest of you were so caught up in your wedding plans to realize the unicorn’s suspicions were correct! Some friends you are. Guess friendship really is a sham.”

“I don’t know why Twilight is even friends with you ponies, being that you never take her seriously, mock her for reading books all the time and you nearly abandoned her because you all were too naïve once again.” He later said just a minute before his first defeat at the paws and hoofs of the Lion and Pony Guard along Princess Luna, Princess Cadance, and Shining Armor.

Initially, Twilight felt that Scar was wrong about his views of friendship and initially was against joining him when he made his offer. But throughout the day, she then began to feel Scar was right. Even after all they all been through together, the ponies she came to see as the best friends a pony could ask her were still willing to abandon her when it benefited them. Her mentor even rebuked her with seven very ice cold and cruel words that made her cry. And worse of all, her brother’s harsh words left her seeing that they truly have grown apart, too far apart to be considered brother and sister anymore.

Even though she and the others were able to defeat Scar (albeit barely) it was one of the two worst days of her life. And after Scar came to personally visit her at the Crystal Empire, she began to listen to him and started following in his paw prints.

And even with the Pride Lands under her new master’s control, she is still determined and hungry for revenge against the Lion and Pony Guard for the way they treated her back when saving the kids along with when the Mane Five decided to send her away when venturing into the Everfree Forest to save Ponyville.

“All of you feel this way.” Twilight tearfully asked her friends after barely escaping a cragadile’s attack. “Feel like I shouldn’t be here?”

“It is for the best.” Fluttershy bluntly yet regretfully said despite Fuli’s stating otherwise.

That along with the Guard’s response when Twilight told them that about what Scar and his former Lion Guard is no different in regards to how they handled dealing with him when he brought a valid case against the lion who scarred him with his snake friend killing his mother. Like Scar, he too was right to be suspicious of the strange lion, yet was rebuked for his efforts to save everyone’s lives from something that could have been avoided from the start.

But because they didn’t, Scar then descended down the path of darkness which led to all the trouble that has happened with those who crossed paths with him and is now presiding over Pride Rock looking over his recently reclaimed kingdom.

He currently looks on the mostly lush terrain with a handful animals that had left the Pride Lands scattered across the kingdom. Not only those sittings just below Pride Rock are another handful of deceased animals from being caught in the crossfires from his lava-fueled attack on the Pride Lands with an evil and satisfied smirk.

A meal for fit for his pride and followers to celebrate after a job well done. Twilight unlike the army of lions and changelings, stuck to food from Ponyville consisting of multiple hayburgers, fries, and soda from a fast food joint in town. A meal that she preferred to eat in the cave at Pride Rock alone.

“Is this a good time to talk, my princess?” Scar called to her from the cave entrance before walking inside.

“Mmm-hmm.” Twilight nodded with her mouth full before gulping down her most recent bite. “Excuse me…” She said apologetically while wiping the ketchup off of her face with another hayburger while feigning a look of slight embarrassment. “…didn’t realize how hungry I was until now.”

Even after turning evil, her eating habits when really hungry haven’t change one bit, and it was pretty amusing for Scar.

“It’s okay.” He chuckled before continuing. “So now that the Pride Lands are under our control, we just need to figure how were going to take Equestria.”

“Well for starters, we have the most powerful ponies and lions...” Twilight began while sipping from her soda. “…we’ll need to take them down along with the Lion and Pony Guard.”

“And there’s also Kyoga along with her brother and sister.” Scar reminded. “We can’t overlook them.”

“No we cannot.” Twilight responded without much thought. “Because that lioness sure thinks she’s so special just because she too is capable of magic worthy of a princess.” She added with a mocking expression of disgust. “Like that is going to happen.”

“You’re right about that, like you have been before.” Scar agreed understanding her disdain. “And I have a plan that’ll take care of her and her magic not to mention Kion’s Roar.”

“That’s good.” Twilight responded sounding pleased to hear with her stoic expression still staying intact. “And I too already have a plan, in regards to the Lion and Pony Guard.”

“Oh do you…” Scar returned with intrigue as she pulls out a book about the Elements of Harmony and shows him the contents of said book while her princess explains to him in his ear of what she is thinking of how to go on about it. “…very interesting…” He then in whispered his plan into her ear likewise.

She nodded intently with every word in his proposal before sporting a dark smile with what’s to come for them in due time. “…I think we can make this work to our advantage perfectly.” She then turns backwards and heads towards the hidden passageway that leads to the portal leading to the Tree of Harmony while Scar watches after her with an a approving smile in her direction.

She bypasses the Tree of Harmony without even looking at it before making her way up out of the cave and towards a castle up ahead. A castle that looks old and abandoned like no pony has ever set foot in there for nearly a thousand years.

Once she gets inside, she sees a massive room filled with her greatest desires and treasures…books! Lots, and lots of books.

Twilight grinned like she was standing in a place she couldn’t have wished for a better discovery before making her way forward for a long day of research that’ll prove invaluable towards her and Scar’s plan to take over Equestria…

Elsewhere in the morning, both Kion and Simba are both consulting with Mufusa’s spirit to where they have told him to what has happened the other day from Scar’s takeover and Twilight’s turning to the dark side.

“So Scar has taken over again.” He asked with a solemn expression

“I’m afraid so father.” Simba admitted finding it very painful to admit the truth here. “Along with corrupting our dearest friend Twilight Sparkle.”

“And it’s my fault grandfather too Mufusa.” Kion confessed his part of the kingdom's downfall. “…The Roar…”

“The Roar has the ability to do good and evil.”

“I know.”

“But now that Scar has both the Pride Lands and Twilight wrapped under his paws, how do we reverse the damage he has done?” Mufusa’s son asked hoping he might have wisdom to share to help them out.

“The appearance of an evil lion from the past is beyond my experience, my son.“ The wise king of the past answered. “But you have saved the Pride Lands from Scar before.” He then reminded which had both son and grandson enlightened with smiles with this encouragement. “Trust that the wisdom to defeat Scar lies within the Pride Lands and Equestria, and within the two of you. Together, you two will be able to find a way to even help your friend come to see the light in the dark.”

With what was needed to be said done, Mufusa’s spirit disappeared back into the heavenly clouds in the blue sky.

“"The wisdom is within the Pride Lands and Equestria."” He repeated before turning to his father. “Dad? Do you think Grandfather means a wise animal or a wise pony like Celestia, Luna, and Cadance?”

“Perhaps…” Simba returned feeling confident about that before heading back towards the entrance towards Diamond Valley. “And that means we know just who talk to.”

“Hopefully they know what to do.” Kion voiced with hope just silently pleading that it isn’t too late to save Twilight while still looking saddened by what had happened.

It’s been a few weeks since the loss of the Pride Lands and everyone’s relocation to Kyoga, Karabi and Lite’s old home in the Diamond Valley.

The herds have settled in quite easily despite the new species of antelope and predators around.

However, The Lion Guard and the Mane Five were still bummed about losing Twilight Sparkle to Scar’s dark magic and her ultimate betrayal. Simba and Nala attempted to lift their sprints but the royal couple didn’t know what they could say. It was truly the Guard’s darkest hour, having lost their friend and their home to Scar, feeling like they failed big time.

Thorax, Kiara, Tifu, Zuri and Kovu stayed with Kyoga, Karabi and Lite’s in the fields near the prides temporary cave home with Kovu and Kiara comforting the trio when they would experience flashbacks to their youth.

Princess Cadence and Shining Armor have both heard about the loss of the Pride Lands and Twilight’s turn to the dark side and they along with both Princess Celestia and Princess Luna arrived in the Diamond Valley to offer what support they could.

Kyoga along with Kion have been trying to find any information regarding the mysterious chest the former’s mentor created, but so far there wasn’t anything being there was little information about the Tree of Harmony since it was unknown to pony kind until the incident.

“So it’s true…” Princess Cadance spoke with her voice sounding pale from what had happened back at the Pride Lands while personally speaking to the two sisters with her husband by her side. “…Twilight is now against us, and helped take over the Pride Lands for Scar?”

“Oh, Twily…” Shining voiced like he had suffered painful heartbreak from hearing of her betrayal. “…How could this have happened?!”

“I’m afraid it’s true.” Luna confirmed even though it pained her to say it. “Not to mention I have the strong feeling that she might have been against us ever since Scar infected her with dark magic that’s making her think and act this way. It would seem the pain she felt from the day of the wedding is still fresh in her raw and hurting mind.”

“And it’s all because of me…” Shining said with his voice cracking as he sobs to himself with his finance quick to place her hooves onto the remorse filled colt. “…oh Twily, what have I done to you? What have I done?”

“If anything it’s my fault too…” Celestia somberly voiced with regret. “…she needed my comfort and advice back then and I did not provide it. It paved way for the darkness growing inside of her for which I should have seen coming and prevented it. And now everyone here is now paying for my mistakes again.”

“If only there was some way to purge that dark magic out of Twilight and get her open up her heart back up.” Cadance expressed with hope to see that happen.

“Unless any of us want to risk her further alienating us, I’d strongly advise against it even if one of us did.” Luna cautioned with a shake of her head. “Dark magic is very dangerous and should not be trifled with and it will only increase her anger even further towards us.”

“I just hope the Pride Landers aren’t taking this loss really hard…or the news of my faithful’s student turning evil.” Celestia wished knowing of what’s to come since everyone in the Pride Lands saw and knows the truth about her allegiance to Scar now by witnessing the dark alicorn floating alongside Scar's side when he unleashed fire and flame from the volcano towards them and judging from their horrified and aghast reactions to seeing Twilight like this, nobody saw it coming with their thoughts on the whole mess yet to come.

Later that evening, The Pride Landers were all gathered with Simba and his pride for an important meeting in trying to come up with a way to defeat Scar and take back the Pride Lands.

“What can we possibly do?” Ma Tembo questioned.

“We hit them head on!” Bunga exclaimed.

“Against more than 40 lions! No way! We’d get creamed!” Fuli pointed out.

“Can’t his majesty and his pride handle them?” Thurston questioned.

“My dad’s pride is only 25. Zira and Scar’s pride has numbers on their side along with Twilight’s dark magic.” Kion reasoned.

“So then…. Will we ever go back home?” Matoto asked.

“We will we….. Just need another plan, anything that can help us.” Kion tried to stay positive but with so many odds stacked against them, it was looking hopeless of ever reclaiming the Pride Lands.

“What about Kyoga’s Magic? She’s still training with the Tree of Harmony, right?” Besthe pointed out.

“She is but, putting her, Karabi and Lite through another war against Scar. That may be too much for them.” Ono replied.

“Too much? Please. They’re tough as they come. They survived the last encounter with Scar.” Bunga brushed off.

“At the risk of dying, Bunga. Remember.” Fuli pointed out. “Kyoga’s still meant to rule here.”

“But that might be out the window considering she didn’t want to return here, given her past.” Besthe added.

“Yeah…” Kion commented.

With that in mind, Bupu expressed his thoughts on the manner. “So what do you suggest, Kion? Because unless we know for sure we will be able to return home without the risk of us dying, we’re not going back to the Pride Lands.”

“Yeah, what he said.” Laini spoke fearfully. “How are we supposed to go back when Scar is there and in control?”

“He’ll destroy us on the spot!” Muhangus pointed out.

“There are too many of them!” Twiga voiced with a sense of safety first.

“Returning there would be suicide.” Basi added seriously.

“I know, I know…” Simba spoke up to get everyone to calm down. “…we just need to think of how we can do that without risking anyone’s lives.”

“How?!” Bupu demanded not feeling at ease with the king’s attempted encouragement. “No offense your majesty, but seem to have lost your edge against Scar the last time you faced off against him.”

“And it’s not looking good now that the mighty leader of the Pony Guard has now become the fearless and dreaded follower of said lion that took over.” Makuu added bluntly. “And to think me and my float we were just getting settled into sleeping through the dry season.”

Celestia quickly stepped forward to apologize since she and her sister had to since Scar was attacking the Pride Lands. “I know and we’re sorry we had to wake you, but if you stayed you and your float would have been killed.”

“It is also would have been fatal to stay in the Pride Lands least you wanted to make this seasonal slumber your last.” Luna added to back her sister up since her ability to wake others up with her ability to visit their dreams was the reason they were all awake now.

“Consider yourselves lucky that we have bigger fish on the horizon.” Makuu reluctantly backed off on his stance a little. “But speaking of leaders, if neither of all of you could take down Scar himself who by the way is also capable of great feats of magic and able to set Pride Rock on fire, what chance do we have against him?”

“Along with Twilight Sparkle?” Bupu added with his eyes narrowed at the Guard specifically. “She knows everyone and everything that goes on about us and is helping the bad guys and it’ll prove vital against us?”

“Yeah, we’re all sitting zebras with her on their side!” Thurston spoke up.

“How could she really turn on us and help Scar like that?” Laini asked on the verge of tears at the very thought that it really happened.

“How is that even possible?” Muhungus also liked to know why she turned to the dark side too.

“Well…” Kion spoke up rather hesitantly to bring up the truth of how it all came to this. “…it’s kind of hard to explain.”

“Kind of impossible.” Bunga said unable to throw the girls, the sun monarch, and the crystal prince under the bus in this situation even if it benefits him and his friends.

“What’ll we do without the Pride Lands?”

“What if Diamond Valley is next?”

Both Muhunga and Thurston brought up to the speechless Lion Guard leader who is too ashamed of himself to even speak of how this happened.

“Kion, most importantly…” Basi questioned the young lion next. “…did you know that Twilight was against us?”

“No, I didn’t…” Kion honestly answered the hippo leader’s question with his composure cracked. “…none of us knew. None of us even saw it coming.”

“If she was against us this whole time assuming she had a hoof in this…” Twiga then said with another thought on her mind trying to piece together how it happened. “…did any of you do anything recently that might have caused her to harbor resentment towards all of us?”

"But she wasn't." Kion desperately insisted refusing to believe that's the case. "It all happened just a month ago. She was with us on patrol the entire time."

Feeling that Kion has received enough harsh criticism Rainbow quickly flew up to say a few words in his defense instead of answering the question with her emotions flying high in the heat of the moment. “Hey, hey, come on! Can we please focus on actually taking her along that tyrant of a lion down?! He’s the one who scarred and infected Twilight with his dark magic to get her to think that way! Not us!”

“Rainbow Dash!” Applejack scolded while dragging her down to the ground by the tail with her teeth. “That’s no way to answer a fellow Pride Lander’s question!”

“Considering we are to blame for this too.” Fluttershy added while frowning at her Pegasus for nearly getting in the giraffe’s face.

“What do you mean?” Twiga inquired with everyone’s eyes and ears ready to hear what they did that might have caused Twilight to switch sides.

It was a hard-hitting question that none of those that served as the catalyst for her dark descent were willing to easily confess to, not even her brother or former mentor were ready to speak up since it was largely their fault this is all happening.

“Because…” Shining Armor began with a deep sigh knowing what’s going to happen next. “I said a bunch of horrible things to her I shouldn’t have and kicked her out of my wedding when she was only trying to protect me from the changeling queen disguised as my future wife. That’s why.”

The Pride Landers gasped with this confession in light.

“You yelled and her and kicked her out of your own wedding?” Laini quietly asked disheartened.

“I’m afraid I did.” He admitted with his head bowed in shame.

“He’s not the only one…” Applejack stepped forward to confess their part in the matter. “…because after he yelled at her, instead of giving her the benefit of the doubt, we walked out on her to comfort the fake princess.”

“Instead of generously giving her the comfort she needed.” Rarity regretfully said.

“She was the only one who saw through the changeling’s disguise and tried to warn us…” Fluttershy added with her lips trembling. “…but we instead were cruel to her in a time of need.”

“No kidding.” Bupu bluntly commented which earned him an irritated look from the blue Pegasus.

“Not helping.” Rainbow snipped back.

“But what I don’t understand is why…” Ma Tembo then asked turning to the white alicorn. “…if she was the only one who knew something was going, then why didn’t you do anything about it?”

“Because I didn’t know that said princess pretending to be my niece was really the changeling queen herself.” Celestia solemnly admitted with closed eyes. “And like the others I too walked out on her while telling her she had a lot to think about. I like the others thought she was making bold and false accusations against my own niece instead of seeing that she was onto something.”

“Didn’t know, huh?” Makuu responded unimpressed. “Are you sure there weren’t any signs that should have told you otherwise?” He pressed of her and the others with the Lion and Pony Guard awkwardly looked aside rather uneasy to answer that question knowing that he is spot on before they all confessed one by one.

“Her mean attitude towards us and the others.” Beshte answered.

“Her horn glowing green instead of blue.” Ono added.

“Made the bridesmaids disappear.” Rarity said.

“And casted a spell on me and put me under her trance.” Shining finished.

The Pride Landers had no words to say with the crocodile leader shaking his head in disgust with their treatment of her. “So you all just didn’t care about what was going on with her to even acknowledge Twilight’s attempts to warn you all? Makes perfect sense.”

“Now come on!” Rainbow complained. “Isn’t it bad enough that we feel bad that abandoning her caused her betray us on top of conquering the Pride Lands in Scar’s name?!”

“Apparently to her, not enough.” Makuu quipped indifferently and unsympathetically to them. “And here I thought not being given a chance at the Savannah Summit was bad enough but now I see that you all took the dumb flank cake with what happened at the wedding.”

Normally Pinkie and Bunga would make a random moment about cake when mentioned, but since they are facing the consequences for their inaction in dealing with Chrysalis they had common sense for once not to.

Ma Tembo then spoke her mind with a firm tone of voice like a mother dealing with her children when they did something wrong. “Well I’m not going to lie, but we are very disappointed in you all. In all my years, I have never seen ponies put themselves before the rest of their kingdom.”

“What?” Rarity gasped in disbelief with her mouth agape with that statement.

“The point being that you knew of a threat being made against Canterlot and none of you really did anything about it to prevent it. And as a result we lost the Pony Guard leader and the Pride Lands to Scar.” Ma Tembo further reprimanded the Guard along with the rulers.

“It was only because she we thought she was being immature when she made her case with little evidence to back herself up with!” Rainbow protested defensively.

“And it didn’t occur to you that she might have been onto something?!” Bupu retorted to the hot-headed Pegasus’s retort.

Princess Cadance who had been silent up to this point throughout the meeting then broke it before flying up to the accused party’s defense. “Now hold on just a second!” She pleaded with them to back off. “I know what they did was wrong and hurtful, but they all have proven they are sorry for what they did back then so please, let’s all not be too hard on them.”

“How could we not?!” Bupu asked incredulously by the pink alicorn’s insistence.

“Because Queen Chrysalis even with her obviously glaring flaws had fooled everyone at the wedding…” She explained. “…and considering they had just met me, they couldn’t have known any better.”

“That’s encouraging.” Makuu sarcastically remarked unconvinced by her claim.

Cadance responded by making her point across to him and the other Pride Land leaders. “Point being, all flaws aside, we should at least try to forgive them and work together if we want to save Twilight from Scar because the longer she’s falling under his influence the more she’ll be likely to do anything to get her way even if it means resorting to murdering one of us.”

Her future soon to be husband emitted a gulp to himself while knowing of how Mufusa met his end before speaking nervously. “Yeah, I’d sure hate to be that guy. And I guess the question now is, how do we figure out how to get her away from him? That is of course, if any of you are willing to listen to us.”

“I don’t know…” Bupu voiced his reluctance to trust them after what happened.

“…depends on how we can get back there and reclaim the Pride Lands without becoming dead meat.” Basi added seriously. “For better or worse, because as leader of the hippos it is my duty to protect my pod whether that’s in the Pride Lands or somewhere else.”

“Somewhere else?” His son wondered what he meant by that.

Simba understood what Basi meant, given what has happened since Scar’s return, not even denying that he should have voiced his concerns about the wedding plans the second something was amiss. “You’re right Basi, I never want to lose a Pride Lander. But I will always respect your decision. Including the decision to not want to come back.” He then spoke to every one of the Pride Landers that were evicted from their homes with a voice of acceptance. “This is something every herd must decide for themselves. And you'll need time. Come back here tomorrow morning where we’ll discuss our plan to combat Scar and his followers. You can tell me your decision then before we proceed with anything else.”

He then turned away with the meeting adjourned while the other herds split up so they can discuss whether they want to stay, return to the Pride Lands, or find somewhere else to live.

“There's nothing to discuss.” The antelope leader told his herd.

“I want to hear from each of you.” The elephant leader told her herd with open ears.

“Who thinks we should stay?” The hippo leader asked his pod.

“What do you think they're talkin' about?” Bunga asked the others.

“Probably voiced their thoughts of not wanting to return to the Pride Lands.” Applejack answered just when Pinkie dons a cat suit and dons a hay bale for a disguise. “And at least ditch the glasses.” She added while eyeing the pink pony who quickly did so before hopping over to try to eavesdrop on their conversations.

“What should we do, Kion?” Fuli asked the Lion Guard’s Fiercest.

“Nothing else we can do. It's up to the herds now.” Kion could only answer.

“Ooh…” Fluttershy then said sadly knowing what they are going to say then. “…I’m really going to miss them.”

“Me too darling, me too.” Rarity said while handling herself along with Fluttershy tissues since they are about to cry even softly and quietly.

Beshte sighed knowing that they are facing rough patch here. “Think maybe we should try to reach out to Twilight again? See if we can try to get her to come back to our side?”

“What’s the point?!” Rainbow turned away in a pout. “She’s already in so deep that even if we do say we’re sorry she still won’t forgive us.”

“But come on Rainbow…” Beshte still persisted on wanting to save her. “…I know she made a bad choice in helping the bad guys take over, but that doesn’t mean we have to. She’s probably still just heartbroken over what happened back then and that our apology wasn’t enough to make it up to her.”

“Maybe…” Rainbow then said still not mindset on trying to reach out to her. “But still…”

“…she’s still our friend who’s just lost her way.” Fluttershy added to back the hippo up. “...if anything we just need to remind her that she is one of us.”

“And that something I truly think you should do.” Simba having approached them and heard their conversation encouraged. “I know this might seem questionable coming from me, but from all the time I’ve known Twilight, I know deep down she is not like Scar and she just needs the proper guidance back on the right path.”

The Guard thought about for a moment with some still neutral on whether to help her or not given what she has done. If she was truly against them the whole time and clearly she has been using her time as Celestia’s protégé and bonding time with the other’s keeping tabs on everyone and working herself up into becoming an alicorn princess while attempting to off them a number of times along the way.

“I don’t know, Dad…” Kion spoke up with uncertainty. “…even if we find a way to defeat her, how will we know she will come around in open arms?”

“And considering she has dark magic making her emotionally unstable and is need of medical care, I don’t know if she’d be willing to accept our help.” Ono added.

“I know she will because I know so.” Simba gently asserted while nuzzling his son before singing an uplifting and heartwarming tune to lift their spirits while touring Diamond Valley during which they watch a mother bird feed her babies with one of the babies trying to fly out of its nest.

We Are One

Music starts at 0:35

“Aww.” Both Fluttershy and Beshte said together upon seeing it.

“The cute little bird is trying to fly.” Rarity said in a babyish tone.

But it was short-lived when the mother bird quickly herds the baby back into the nest to which both Fluttershy and Rarity both frowned sadly at the sight before Simba leads them towards a nearby ridge that overlooks Diamond Valley where they see a mother wildebeest trying to help her baby stand.

Both Fluttershy and Rarity smiled once more upon seeing the baby wildebeest is actually managing to stand and even start running on its own while kicking his legs up joyfully. Although over course the mother wildebeest had to quickly run alongside him so she can steer it back towards the herd. From there Simba sang before jumping off the ledge while bypassing various animals with parents taking care of their children.

During which while the Guard strides by a nearby log with Beshte swimming across the stream of water, Kion ponders his father’s wisdom in song while looking at his reflection while asking his father in song who likewise turned his head towards the sky with the forming stars and rising moon courtesy of Princess Luna.

After singing another verse, he turned to hiss son while bending down to his eye level before straightening up and looking boldly ahead before racing off ahead with the others following after him as they make their way across the valley with Kion, Fuli, and Rainbow right behind him.

Simba led the way over while splashing a puddle he came across with the others following after him before making their way up a series of small ledges with Simba pausing on one of the ledges above them before gesuting everyone to their closest allies, the other princesses along with Shining Armor, Kiara, Kovu, Thorax, Kyoga, Karabi, and Lite waiting for them.

“As long as you stay by our side and stay true to yourself…” Simba said to his son while nuzzling him. “…it's who you are. You'll understand someday.”

“I suppose I will…” Kion said back before thinking. “…I guess the question is, with whoever from the Pride Lands is willing to help us after what happened, and how are we going to take back our home?”

“I have an idea.” Celestia spoke up with a proposal before explaining. “In Ponyville there is an ancient castle that I once shared with Princess Luna lies mostly in ruins, deep in the Everfree Forest. Inside there’s a library filled with books. You might want to check that out and see if there’s a book that could prove helpful for the answers you seek. It might give us a clue to how can we uncover that magical chest containing the Elements of Harmony.”

Hearing this had Kion smiling upon finding they may have something to work with here. “And with that, we can work that magic to cleanse Twilight of that dark magic from her scar.”

Celestia nodded. “And be able to remind her of what great friends she truly has.”

“We might have hope after all.” Spike spoke finding it something very valuable to their cause. “But wait…?” He then remembered. “How are we going to get to Ponyville? The only portal we have is in the Pride Lands right nearby Pride Rock and with Scar, Twilight, Chrysalis, and Zira watching over. So the second they see us we’re dead.”

“If they catch us we’ll wish we were.” Kion corrected.

“Not a problem.” Celestia assured them while focusing on the golden aura from her magic. “If I can create a portal, I can do it again.”

She focused her magic towards the opposite direction with great concentration before unleashing a beam of magic that created a ripple into the barrier between the two worlds. The magic used was so powerful it shook the ground around them with the nearby sounds making it sound like an earthquake is happening nearby.

From afar all the way to Pride Rock, Twilight sensed a magical vibration from the rip of fabric into space just when she was arriving back at Pride Rock.

She quickly moved towards the edge of Pride Rock towards the direction of where the portal is being created far away from here. By squinting her eyes while flying up into the sky to get a better look and spotted a new portal was being created with narrowed eyes.

A new way to travel from here to Equestria has been created before her very eyes from afar. And from the looks of it, it is something that Scar will want to know about. And right on cue, Scar approaches the edge of Pride Rock just when her second-in-command flies down towards the stone ground.

“You feel that?”

“Yes. I do.” He replied. “And from the sounds of it, it looks like they have just created a new way to get around coming here to cross over to the other world.”

“How do you want to handle this?” She asked.

“I think maybe a little walk up call is in order.” He answered while getting a better look at the source of the magical disturbance from his magic that can keep tabs on everything around him. “To a place I haven’t been to in years…” He said when he magic shows them a visual of the most powerful ponies and lions gathered together to witness this remarkable creation. “…Diamond Valley.”

“The place where Kyoga and her siblings came from?” Twilight recalled while getting a good look at the place herself. “And for a place that took quite some serious damage, it sure has made some recovery since then.”

“It has…” Scar noted upon seeing the growing life there. “…Which fits in perfectly with the message I want to deliver them.”

Twilight getting his ultimatum nods after getting the idea before glancing at him with a question to ask. “So how do you want to deliver your message to them. Is this something you want to do yourself?”

“Actually, Twilight…” Scar responded thinking otherwise. “…I think this is something that I would like for you to deliver yourself.”

Twilight was surprised at this decision from him. “Really?”

“Of course.” He stated. “Because I want them to make sure they don’t get any ideas of even trying to come back here. And since they care for you so much, I think it would be fitting to show them of what will happen if they don’t cooperate and try something that would put you in harm’s way again.”

“You’re talking about the wedding?” She asked with a raised eyebrow if that’s just it or more like she is suspecting, knowing Scar.

And true to her suspicions, there is more to that. “Not just that, your battle against Nightmare Moon and later Discord…”

“What do you mean?” She inquired of the lion now prodding her to be thinking of what he is thinking.

“I mean think about it, has it ever occurred to you that Celestia could have actually taken care of those problems if she wanted to and why she never did?” He said to her who starting thinking back to the other two days to when Equestria’s balance was threatened.

“Well, I mean she could have, but she wouldn’t have done it if she didn’t have faith in us.” Twilight replied with mixed feelings upon remembering that she knew they would pull through against them. “And we ended up doing just that.”

“True, but it was because she pulled some strings in order for that to happen so she didn’t have to come down and do the job herself.” Scar then reminded before showing him a replay of the past events that landed in the princess’s favor. “Back with Nightmare Moon, she sent you to Ponyville to get you to make new friends in order to re-activate the Elements of Harmony, something that she couldn’t do herself. She knew about the prophecy yet she still sent you on a mission you never wanted to take part of in the first place.”

“Well yes, but…” She tried to counter-argue. “…the elements worked and Equestria was saved because of it.”

“Yes, no thanks to her…” Scar countered back still firm on his stance. “…because she also knew that Discord would someday return due to the fact the elements have new bearers and that he would have the power to break free from it.” He said while recalling what happened that day. “Because of that, your friends turned on you and left you behind and all alone at a very low point…” He recalled while showing her the moment she turned grey with a personal rain cloud of chocolate rain depression pouring on her before the color returned the moment she started reading her letters again. “And least until your princess sent you back all of your letters to her came into play.”

To Twilight, the pain back then was really a lot to take in, and they did go their separate ways for the time being. By then she was reconsidering her stance on the good she has done when she remembered the heart-shaped tear then fell from her eye back then.

“And let’s also not forget about the day you didn’t have a friendship lesson to report.” He added while showing her the day she nearly jumped off the deep end to further prove his point. “You practically came to them for help with something, and yet they treated it as something that’s easy to brush off. Sure things worked out, and that there was nothing to worry about, but imagine if that had been an actual emergency like the wedding and something bad would have happened if you weren’t there to stop it.”

With that said, there was not much that Twilight could say in her defense considering the way she walked out on her back then with all of the painful memories to when she was at her lowest point with no one to turn to. Not even her family.

“Even when they say they’ll make good on their promise, they never did. And look where that got you. You came to value friendship and were there for them when they needed you, but when the roles reverse they left you high and dry.” Scar said while presenting a mirror to look at herself in along with the memories of the Canterlot Wedding being re-shown to her face. “They ended up hurting you really bad, didn’t they?”

“Look, I learned my lesson, okay.” Twilight responded while trying her hardest not to cry. “And if I have to give them that message then so be it.” She declared to which Scar smiled in approval of her decision.

“And I have no doubt in you that you will succeed in telling them what I want them to hear.” Scar placed faith in the young alicorn who felt touched to hear that compliment coming from him before pulling her in so he can reply his message to everyone through her. “Now listen closely, to the message I want you to instill in everyone of your former friend’s minds…”

Author's Note

Picking up from the shocking turn of events in the Rise of Scar, the heroes have now relocated in Diamond Valley where they are now getting a lot of heat for what happened back there with their growing troubles never ending.

From being called out for their mistakes handled at the wedding once the truth came out and unaware that Twilight was against them ever since then, the Pride Landers have lost a lot of faith in the most powerful lions and ponies in both Equestria and their former home. In fact, many leaders from the Pride Lands are now seriously considering finding a new home to live in knowing that returning back home is suicide.

Even with Princess Cadance's attempts to ease things us didn't help much since the damage is already done and the thoughts of leaving are very serious on the Pride Lander's minds with nothing anybody can do to convince them.

But Princess Celestia not giving up on her most faithful student, has a proposed idea for a little trip to the library in an attempt to gain some critical research that'll help them figure out how to deal with the source of Twilight's dark magic for both Kion and Kyoga. A trip that'll take them to their former castle to where it all began one thousand years ago.

And of course due to the only portal nearby Pride Rock, a new portal is created in order to get around this with a spark of hope flying in the air...

...at least until Scar crushes that spark when he plans on sending Twilight there to deliver a message they'll never forget knowing that their victory wouldn't be complete unless they ensure that their rule is cemented by taking over Equestria along with the Pride Lands along with the most powerful protectors of the realm.

If Scar is planning on all of this, that should tell you that he is really learning from his mistakes that led to his first defeat and death and is very determined not to let that happen again.

For those who know this reference from a wise villain. "Never make the same mistake twice."

P.S.

Due to some readers deciding to play officer in being so serious on certain site policies, the full song with lyrics will be here. :ajbemused:

“As you go through life, you'll see there is so much that we don’t understand.”

Simba sang while they watch a mother bird feed her babies with one of the babies trying to fly out of its nest.

“Aww.” Both Fluttershy and Beshte said together.

“The cute little bird is trying to fly.” Rarity said in a babyish tone.

But it was short-lived when the mother bird quickly herds the baby back into the nest.

“And the only thing we know is things don't always go the way we planned.”

Fluttershy and Rarity both frowned sadly at the sight before Simba leads them towards a nearby ridge that overlooks Diamond Valley where they see a mother wildebeest trying to help her baby stand.

“But you'll see every day that we'll never turn away when it seems all your dreams come undone.

Both Fluttershy and Rarity smiled once more upon seeing the baby wildebeest is actually managing to stand and even start running on its own while kicking his legs up joyfully. Although over course the mother wildebeest had to quickly run alongside him so she can steer it back towards the herd.

“We will stand by your side, filled with hope and filled with pride.

We are more than we are.

We are one!“

Simba sang before jumping off the ledge while bypassing various animals with parents taking care of their children.

“Family. Family. We are one!

Family. Family. We are one!“

While the Guard strides by a nearby log with Beshte swimming across the stream of water, Kion ponders his father’s wisdom in song while looking at his reflection.

“If there's so much I must be, can I still just be me, the way I am?

Can I trust in my own heart? Or am I just one part of some big plan?”

He asked his father who turned his head towards the sky with the forming stars and rising moon courtesy of Princess Luna.

“Even those who are gone are with us as we go on. Your journey has only begun.”

Simba sang before turning to his son while bending down to his eye level before straightening up and looking boldly ahead.

“Tears of pain, tears of joy. One thing nothing can destroy is our pride, deep inside. We are one!”

Simba then raced ahead with the others following after him as they make their way across the valley with Kion, Fuli, and Rainbow right behind him.

“Family. Family. We are one!

”Family. Family. We are one!”

“We are one, you and I.

We are like the earth and sky.”

Simba sang while splashing a puddle he came across with the others following after him before making their way up a series of small ledges with Simba pausing on one of the ledges above them.

“One family under the sun.

All the wisdom to lead, all the courage that you need,

You will find when you see we are one!”

He sang while gesturing everyone to their closest allies, the other princesses along with Shining Armor, Kiara, Kovu, Thorax, Kyoga, Karabi, and Lite waiting for them.

Anyways moving on, onto Part Two wondering where this spark of home leads to and how this all plays out.

Episode 2: Castle Maneia Part Two

Episode 2:

Caste Maneia Part Two

The next day, Kion accompanied with Spike and Kyoga made their way over to the abandoned castle in the Everfree Forest. With help from Celestia’s newly created portal that allows them to instantly go to Canterlot and Ponyville at any time without having to go to Pride Rock, they were able to avoid being detected by Scar and his army.

In the meantime the remaining Lion and Pony Guard members have split up to carry on their lives in Ponyville, before planning to return the following day so they can tell the Pride Landers (who needed more time to discuss their future plans) of what plan they have in order to be able to combat and take down Scar and his followers.

One of the parties involves Applejack and Rainbow Dash spending their time engaging in another one of their little competitions to see who’s the better pony between the two of them at Sweet Apple Acres. To them it was something to which they have spent their time together engaging in ever since the Running of the Leaves event. And the event of the day, is daring each other to see who can go longer in being covered with a swarm of bees on their bodies with getting cracking or getting stung. And so far neither pony has the edge while both Pinkie and Bunga both watch from the sidelines.

"I'm not gonna move. You move."

"Uh-uh. There is no way I'm movin'."

The two traded with only their eyes not covered with bees while their judges, watch from the table on the sidelines along with the pink pony’s pet alligator Gummy.

"This is the most daring dare anypony ever dared dare another pony to dare!"

“I know right!”

"Huh?" Both ponies asked in confusion.

"It's exciting!"

“It’s Un-Bunga-veilable! I mean it look at you both! You’re practically eye to eye with each other!”

Just then a male pony wearing a bee’s keeper outfit approached them. “Uh, whatcha doing?"

"Rainbow Dash and Applejack are competing for the title of "Most Daring Pony"! This is the final test: the Bee Stare! Last pony to blink wins!"

“And it’s a close one so far!”

Both Pinkie and Bunga explained to the pony who needless to say wasn’t impressed with their antics. "… I'm gonna need my bees back."

"But then we'll never find out who the Most Daring Pony is!" Rainbow protested.

"Eh, sorry about that." He apologized before whistling and trotting away with all of the bees following suit and left Rainbow and Applejack's bodies, revealing that they were wearing bees keepers outfits the whole time.

"Well, what do we do now?" Applejack asked her friendly rival while removing her bee-keeper hat.

"Don't worry, ladies.” Pinkie said to them in assurance. "I've been keeping excellent score all day!" she then looked over at her notebook for some quick re-calculations. "Hmm, move the decimal, carry the 2, and... Congratulations! You're tied!"

But both ponies weren’t satisfied with the results.

"Tied?"

"You can't be tied for the Most Daring Pony!"

“Sorry.” Bunga apologized before showing them Pinkie’s calculations, but then showed a confused and slightly disturbed expression before quickly grabbing a pencil and keeping separate notes of the proper calculations since Pinkie’s was just notes with doodles. “Numbers don't lie!"

Even so, both ponies were still dismayed by the results just when Pinkie decides to head out.

"I'd love to stay and keep keeping score, but I promised to help test the new school bell. I get to ring it all week, nonstop!" Pinkie she told them while wiggling her poofy tail like a bell, to which Gummy was biting on, "And I don't even have to take turns, because no one else volunteered!"

“See ya!” Bunga waved her off before turning back to the two daring ponies with Rainbow removing her bee keeper outfit.

Even with the score tied, Rainbow remained certain they can find another way to break it. "Okay, no problem. We just have to come up with another daring dare.”

The three thought before the honey badger suddenly turned to the direction of the Everfree Forest. “Ooh, ooh! How about the Everfree Forest! There’s tons of scary and interesting ways for you two to settle the score!”

“You know…” Applejack returned with a confident grin towards her friendly rival before they all made their way towards the forest’s direction towards the castle. “…I think that might just work out perfectly for us.”

Meanwhile, two more ponies along with the remaining members of the Guard were also on their way towards the old castle. Rarity and Fluttershy, along with Beshte, Fuli, Ono, and Angel Bunny, were making their way across the Everfree Forest. True to their nature, Fluttershy along with Ono were trembling with the latter hiding behind her long mane. Rarity boldly made her way through the forest with her head up high, with both Fuli and Beshte both in between both making sure that neither pony gets far ahead or left too far behind.

Normally, neither Fuli nor Beshte would be into whatever fashion idea Rarity has in mind considering it’s usually for a fitting or assisting her in putting a new dress together. But since Ono has a case of forest frights and that Rarity kindly asked of them for their help, they were more than happy to help them out.

“Um, Rarity? Don't you think it's a little late in the day to be walking through the forest?" Ono asked while still having the chills going down his spine. "I get that want whatever ancient tapestries this castle might have assuming the rumors are true? But it is star-spider season after all. Common knowledge really.” Said spider just happened to land on its beck. “Ah! Hapana!”

He quickly shook his beck to shake it off to which he managed to do so with Fluttershy being quick to calm the little thing before it could hit the ground. Fuli had to rein in her mean snickering to the point the egret didn’t catch her making fun of her.

“There you go. He didn’t mean it.” She gently said to the spider who made it’s way into the deep darkness of the forest before turning back to her unicorn friend. “Anyways, I'm sure you have a very good reason.”

"Simply the most important reason I've ever had in my entire life!" Rarity assertively returned.

“Well whatever it is, we are happy to help.” Beshte happily placed his friend’s faith in her requested help. “What is it?"

Rarity turned to her friend just as they make it to the wooden bridge leading to the castle. “Well, as Ono as said there are rumors that the Castle of the Two Sisters is filled with the most gorgeous of ancient tapestries in all of pony history! It pains me to think of those magnificent creations rotting away in those old ruins, totally unappreciated."

"I see…" Fluttershy said rather dryly.

“…Makes sense…” Ono added with sarcasm.

"I require your help in borrowing one or two to bring back to the boutique where I can restore them." Rarity said while making her way across the old wooden bridge that led to the castle. "Maybe I'll even use the patterns as the inspiration for a new line!" She then stated with a bright smile.

“Well, does sound like good inspiration.” Beshte said while getting her vibe.

"That does sound... very important." Fluttershy came to agree with her friends although not exactly enthusiastic as her.

"Yes, well, maybe not the most important thing in my entire life…” She then said upon catching her vibe. “…, but retro-ancient classical will be all the rage next season, so it's nothing to sneeze at." Just then, Rarity sneezed when Angel passed by her, with hisr ears and tail tickling her nose. "Ah-cho!"

“Um, girls? A little help please?” Beshte called from the other side just when Fluttershy and Ono both make it across.

“Oh, of course. So sorry about that darling.” Rarity quickly moved to use her magic to help strength and stabilize it to the point the Guard’s Strongest can make it across safely with Fuli using her teeth and tail to hold on to the ropes securing it in place.

“Thanks.”

“No problem, Beshte…” Fuli returned with a smile before pressing forward with what’s in front of them. “And now for the castle.”

With the whole group together, all five friends approached the castle in front of them.

"Um, are you sure you need those tapestries, Rarity? Because I really don’t like the look of this place." Ono nervously asked while gawking at the inside of the building covered in shadows to which Fluttershy found frightening as well.

"But, of course." Rarity firmly replied. "Although, I must admit these ruins are a fright….” She then said before suddenly seeing the dirt that suddenly got on her hooves. “Just look at all the dirt everywhere! Ugh…" She briefly expressed her disgust before she shook it off of her hooves.

Angel Bunny wanting to explore the place quickly hopped inside and up the steps while worrying her Pegasus friend in the process. “Angel!” She gasped.

“Hapana!” Ono gasped before flying in after him with Fluttershy tagging along with Rarity, Fuli, and Beshte all following behind them. But what they aren’t aware of is that a mysterious cloaked figure followed them.

Once inside, the five friends all look to their surroundings to where they see old banners of both alicorn sisters from a thousand years ago hanging from the ceiling. Not only that, there are many steps and paths that lead to many rooms in the large castle and broken crystal windows from the faithful battle that led to Luna’s banishment.

“Poa!”

“Hapana!”

Beshte and Ono expressed with the latter dropping his jaw in shocked awe at the sight of their surroundings before quickly shaking his head to shake it off.

"It's practically an artistic treasure trove of ancient good taste!" Rarity expressed in delight just when Angel appears in the foyer, thumping his foot to get Fluttershy’s attention.

"Angel!” Fluttershy expressed her relief before running up to him. “Oh, you really shouldn't have run off like that. Ancient ruins are filled with all sorts of things that can hurt you!”

Angel immediately getting annoyed hops off ahead, followed by Rarity and Beshte who both venture the castle together just when Fluttershy goes a little into over-protective mother mode when listing off how. ”You could stub your toe, or, or trip on a loose stone... You have to be careful!"

"Fluttershy." Ono spoke up to get her attention while gesturing to where the others have gone with a flat and dull expression.

"Oh."

The two friends quickly regrouped with the others down the hallway with Ono silently pleading to himself that this will be over quickly and efficiently.

Just after they disappeared, Twilight appeared with a set of candles in her tow before heading back to the library. But when she went inside she heard familiar voices from behind.

"I don't think I'll need all these candles, guys." Spike said to both lions with Kyoga holding the candle set with her tail. "I was only scared for a second."

"Oh, these aren't for you, Spike. They’re for us." The lioness corrected. “Since we’re most likely going to be here for the night, we're gonna need all the light we can get.”

"Oh, great." Spike sighed in dismay.

“Don’t worry.” Kion assured him with a smile. “You have both the Lion Guard’s Fiercest and Wisest on your side and you’ll be okay as long as you stay by our side. Come on!”

Twilight having caught a glimpse of them making their way towards the library expressed silent surprise to see them here before suddenly smirking upon getting an idea in her head before quickly making her way back to where she was reading.

Once they all disappeared in the library’s direction, Bunga, Applejack, and Rainbow Dash have all arrived.

"Well, here we are!" Applejack said to her two companions while gesturing to the grand throne room in front of their very eyes.

“Huh?” Bunga voiced with a look of confusion and disinterest. “The Castle of the Two Sisters…not what I was expecting.”

"What's so daring about this place?" Rainbow asked taking the honey badger’s side on this, "This is where we got the Elements of Harmony."

To explain why they’re here, Applejack went up the nearby plight of stairs and stood before them, before telling them an ancient tale in an eerily tone of voice. "When I was just a filly, Granny Smith told me of an ancient legend. When Nightmare Moon was banished, not every last bit of her dark magic went with her. Granny used to say, when night falls on the castle, that magic takes the form of... the Pony of Shadows!"

Bunga scoffed at the idea, “Puh-lease! Like that ever happened! And if you’re trying to scare me, it’s going take a lot more than that to do it.”

“Me too!” Rainbow again agreed with the same tone in not buying the Pony of Shadows theory.

The two don’t see eye to eye with Applejack here, but they didn’t come all the way out here for nothing. Both Applejack and Rainbow have a score to settle and they plan to do with whatever the place throws at them.

Elsewhere in the castle, Rarity gasped happily upon finding something she is looking for that’s standing in front of her very eyes. An old and torn tapestry depicting Princess Luna.

"This one is perfect!"

Ono flew over and examined the tapestry. “Hmm, a little rustic, though to be fair it has been here for a thousand years, but nothing a little bright color and shine won’t fix.”

“It could use some restoration." Fluttershy added while approaching her friend seeking to take it home with her.

"Fluttershy, Ono, both of you be dears and fly up there and lift it off that hook?" Both the Pegasus and egret moved to fly up to the top to try and lift it, but both weren’t exactly strong enough to do the job. "Maybe from below?" Rarity suggested from down below, earning annoyed looks from the two flyers before moving to do so.

They flew onto behind the tapestry where they tried to take it down once more when suddenly, the wall started to move and flip over, causing both the tapestry and both Fluttershy and Ono to disappear and surprising her friends.

“Did both Fluttershy and Ono disappear behind that wall?” Beshte questioned the cheetah standing beside him.

“Eeyep!” Fuli answered blankly before moving to try to trigger whatever they touched on the wall to get the wall to flip over again so they can follow after them.

Right on the other side of the wall…

"I don't see what's so daring about an old legend," Rainbow questioned her partner. “I don't believe in ghosts."

“Me neither.” Bunga commented. “They’re just myths much like the legend of Zimwi.”

“Right...and that’s coming from someone who thought it was real for a second like all of us.” Applejack commented unimpressed. “Says someone who actually believed the legend of Zimwi was real and everyone including the Guard’s Bravest ran around in a panic.”

“Eh…” Bunga shrugged it off. “…I knew it was fake all along.”

“Sure you did.” Rainbow returned while shaking her head at the smugness Bunga was showing.

But while the two were talking, Applejack noticed the blue tapestry on the wall moving. "You might wanna rethink your position on that." she quickly warned her friends.

Both Rainbow and Bunga looked up and saw the fabric moving, followed by a muffled scream from behind it courtesy of both Fluttershy and Ono. From there the superior sense Bunga was feeling suddenly vanished upon seeing this.

The three run off together before thunder rumbled, followed by lightning, and a shadowy emerging from behind them.

Seeing this sparked fright in everyone’s hearts before they all ran off together deeper into the castle.

“You saw that right?!” Applejack asked her friends.

“Right, and now a special message from Bunga the Wise….” The honey badger nervously announced before turning to run off ahead.

“Run!” Rainbow screamed before she and Applejack follow after Bunga together.

Back on the other side, the wall revolved once more with both Fluttershy and Ono along with the tapestry reappearing. Both fliers dropped to the floor upon returning back to the side where their friends are.

“Ow.” Ono flatly said in pain.

"I think I hurt my wing." Fluttershy expressed while lifting up her right one with one of the feathers from the top being lifted upwards.

“Can you move it?” Beshte asked hopeful she didn’t do any internal damage to the bones of her wings.

“Well…” She moved it and she didn’t feel any pain just a little sore spot but that’s it. “…yes.” She then looked around. “What happened?”

"Yeah…” Ono spoke with his eyes still spinning until Fuli quickly rushed over and slapped on the back of the head to get him stop. “Brr…” He said after it stopped. “What she said.”

“You both ended up discovering a secret door that leads to another part of the castle.” Fuli answered.

“We did? How?” Ono again asked before turning back to the wall with the tapestry on it.

“Someway, somehow, by pushing a certain spot on that wall.” Beshte answered before moving forward to press his weight against the wall to see if he can trigger it again. “How did she do it?”

“Here…let me try.” Fuli offered before leaping up onto his back trying to seeing if she can push the wall to trigger it. “Almost…” It took a few bounces and a few grunts from Fuli’s part just to get the right feel for how both Fluttershy and Ono got it to work but she managed to hit the right tile. “Got it…”

“Whoa!” Beshte exclaimed upon before revolved into the other room while Fuli hung onto the trigger title.

She ended hanging her paw onto it longer than she planned with the two now spinning circles around the wall until the two were spent flying backwards towards Rarity’s direction.

She yelped before she suddenly finds both Fuli and Beshte crashing into her.

“Hapana!” Ono exclaimed before rushing over to where his Lion Guard comrades have landed halfway across the hallway.

“Are you okay?!” Fluttershy asked in concern while approaching her friends.

“Yep. Just went flying is all.” Fuli groaned with her eyes briefly spinning before shaking it off.

“Yep.” Beshte nodded before hearing some muffling from under him. “Oops!”

He immediately sat up and moved from where he accidentally pinned Rarity.

She quickly peeled herself off of the hippo’s rear end before gasping and shuddering in disgust with what had just happened. “Oh my stars! Oooh….eww! Eww! Eww! Eww! Eww! Eww! So gross!” She screamed before quickly pulling out her mane conditioner along with a bucket of water so she can freshen her mane and give her fur coat a fresh scent with a perfume bottle she had with her. “Phew.” She said relieved while still feeling disgust up in her spine after cleaning herself up. “How mortifying.”

“Sorry.” Beshte sheepishly apologized while Fuli snickered behind her back with Ono giving the unicorn a sympathetic look that tells her he understands what she just went through.

“You okay?” Fluttershy asked her friend who is now brushing her mane to make sure it’s curly and lady-like.

“I’m fine darling, I just suffered a rather un-lady-like incident is all…” She assured before looking back up at the wall. “That tapestry is far too heavy. We'll just have to find a smaller one." She then turned around to lead the way I search of she once again took the lead while the others followed. "I suppose these ruins are chock full of secret passages."

“Hold on Rarity…” Beshte spoke up before approaching the tapestry once more. “…maybe I can get it down.”

“Oh no, Beshte, I couldn’t possibly ask you to do that.” She tried to politely insist against it.

“No worries, it’s no trouble.” He returned before moving towards the tapestry and then used his teeth to pull it down to the ground. “Twende Kiboko!”

It took quite a grip, but he was actually able to use his strength to do the job by ripping the top of the tapestry off from the ceiling. His super strength was enough to get it down to the ground. “Voila.”

“Wow, Beshte!” Rarity voiced looking very amazed that he actually managed to get it down. “Remarkable strength!”

“Aww, thanks.” Beshte blushed before moving to wrap it up into a blanket so he can carry it on his back. “Just takes a little muscle is all.”

“Quite some muscle.” Rarity admired while feeling Beshte’s hard legs to feel how strong they are before moving forward leading the pack. “Anyways. We must use the utmost care as we—"

Suddenly she, Flutttershy, and Beshte all screamed when the floor underneath them suddenly opened. It was another secret passageway revealing to another secret door leading towards another room downstairs. The three all screamed as they fell downwards.

Turns out Angel had accidentally stepped on the floor’s trigger tile.

“Angel.” Ono said to him rather annoyed who in return quickly hopped off ahead before following after him when he started to hop away. “Wait up!”

Fuli rolled her eyes before following after the two while silently praying to herself that the others are okay.

Elsewhere in the hallways, Bunga, Rainbow, and Applejack continued to run down the halls still filled with fright in their hearts.

“I don’t get it!” Bunga expressed while still running alongside his friends. “How did that happen? And why are we running?”

“Because I didn’t like what I saw back there and that maybe the legend is true.” Rainbow answered while still running ahead.

“That's why you brought me here?” Applejack answered before returning a smug grin towards the cocky Pegasus. “I guess only the most daring pony of all could stay in this castle all night without being scared."

Rainbow immediately skidded to a grinding stop right in front of a wall with a few portraits in front of them taking offense to that remark. “I’m not scared.” She denied while turning aside.

“Well me neither!” Applejack stated too with Bunga firmly doing the same.

“Me three.”

"Then it's settled!” Rainbow declared. “Whoever stays in the castle the longest is the Most Daring Pony."

"Deal."

Bunga was intrigued by their little competition of bravery so he decided to get in on this. “Count me in.”

“Done.”

The three shared first-bumps to cement their deal before heading off forward.

"But it's gonna take a lot more than some shadowy ghost story to get me," Bunga then boasted while the other girls kept their pride up high.

"Me too! Humph!" Applejack firmly said back.

Yet behind their backs unnoticed, one of the portraits' eyes was watching them.

Back in the castle library, Kion, Kyoga, and Spike all got to work reading while sitting at the table, with candles, and various books all placed there.

Even though Kion is not a bookworm like Twilight and Ono, he has been finding himself keeping busy with books on Equestrian magic and history, heavily focusing on the subject of dark magic that’ll clue them in how they’ll be able treat Twilight’s dark magic infected scar. The longer she has it in her, the more she’ll feel encouraged to fall under its influence, just like Scar.

Kyoga while having been there in that regards is concerned whether or not they’ll be able to beat her alone. Her time under Princess Celestia’s tutelage was invaluable and she has greatly improved herself to the point she can match and have the edge over the lioness’s own. She is currently looking at books about magic along with Equestrian history. She silently wishes they can find a way before it is too late to save Twilight from the point of no return to where by then they’ll have to say goodbye to her for good.

"Find anything?" Kion asked, while peeking his head from the book he was reading.

Kyoga taking a seat in between Kion and Spike, poked her head out of hers before answering. “Sorry, Kion. I’ve so far searched through quite a few books…” She said while gesturing to said three books she read. “…but so far I’ve found nothing useful so far.”

“How about you, Spike?" Kion asked turning to Spike sitting on the opposite side of the table from him.

"Uh, nope. Nothing yet."

Kion then took another book he pulled aside and quickly skimmed through it with the key words “dark magic” and “cure” the only thing on his mind. “Not in this one either.” He added with a pained groan before doing the same to the other books he pulled aside right in front of him. “Or any of these.”

“Are you sure you didn’t skip over all of the pages.” Kyoga questioned with a hint of sarcasm.

“I’m sure.” Kion remarked with a look of seriousness back not in the mood to hear it. “I’m trying to look for something that’ll clue us in on how we get the answers we need and we need them now.”

Kyoga instead of continuing being a snarky cat decided to take a more level-headed approach with her next choice words. “I know and I’m sorry. That wasn’t what I was trying to do.” She then sighed before continuing. “What I meant to say was that if you read every word from every book, the answers might come across more clearly instead of skipping over them. That’s all.”

Kion sighed while immediately regretting snapping at her. “Yes I know and I’m sorry too. I just really want to be able to get Twilight back before she does something she’ll regret and do what Scar did take over the Pride Lands.”

“Well, if anything it’s not us or any of our friends we should worry about.” Kyoga pointed out. “And if you know what I mean I don’t need to say anymore.”

“Uh-huh. Enough said.” Kion said knowing full well of what he did to do it.

“Who knows.” Spike said while speaking up. “Maybe it wouldn’t come down to that.”

Kion still had doubts about that considering of how she was perfectly willing to have him thrown in lava. “If only I could believe it as easy as you say it.”

Before Spike could try to say something to help ease his friend’s worries, he spotted a book suddenly move in front of him because Angel just happened to have carried it while hopping inside the room. The little dragon was startled and alarmed to the point he leaned back in fright, causing the chair to nearly fall over, only to suddenly stop due to a metallic piece attached to the ground.

"Angel? What are you doing here?"

“Shouldn’t you be home with Fluttershy?”

Both lions asked before the walls suddenly began to shake causing the flames from the candles to blow out with two of the bookshelves in front of them moved aside to reveal a dark and secret room. All four friends all turned their attention to the opening wondering what’s inside.

There it’s a hidden chamber with more bookshelves with sitting pillows on the floor, a sofa, and two glass windows depicting night and sun, both the two sister’s cutie marks.

"Whoa!"

“Hevi Kabisa!”

Both lions expressed awe at the sight of the room as they all walked in while Spike tried to understand it more with every second of being inside this area. “What is this place?”

“It’s the private study of both Princesses Celestia and Luna.” Twilight’s voice spoke to them. “Or at least what it used to be.”

“Oh, right of course, Twilight.” Spike said not realizing who he had just addressed before suddenly realizing a second later and turning to the face the dark mare looking down at him with an affable yet evil looking grin gently stroking Angel on the head. “Twilight!”

“Hello, Spike, Angel…” She pleasantly greeted them before turning to the lions accompanying him with a colder tone and matching frown when greeting them. “Kion. Kyoga.”

She then used her magic to shut the passageway closed, leaving the three at the alicorn’s mercy…

Meanwhile, Rainbow Dash, Bunga, and Applejack made their way towards and down a spiral staircase that lead down somewhere a few stories below.

"I sure hope you're not afraid of the dark, Applejack!" Rainbow taunted the cowgirl as she hovered over her and Bunga who both walked down the stairs.

"I can't say that I am!" Applejack returned as he and Bunga made their way down. "But even if I was, I'd be at least fifty percent less scared of it than you, Rainbow Dash."

"I dunno how all that math works because I'm not scared at all!"

"Me neither!"

"How about you, Mr. I’m the Bravest…” Rainbow asked turning to the honey badger who hadn’t said anything during the walk down the steps. “Feeling scared yet?"

“Nope.” Bunga answered full of confidence. “It’s going to take more than a set of stairs to get my blood pumping. And besides, you’ll need the Lion Guard’s Bravest to back you up in case you two get scared first.“

“Hah!” Rainbow scoffed. “In your dreams, honey badger.”

“Oh yeah!” Bunga dared before running down the steps to race her down to the bottom with Rainbow in flight and Applejack on foot following after him.

Once they reached the bottom of the stairs, they once again found themselves in another dark alley. All of their previous cockiness and brave facades faded into expressions of concern and a little bit of fear in the mix.

"What's the matter?" Rainbow timidly asked the others before covering the sight in front of them barely with her wings. "It's just a dark hallway full of... disembodied pony legs."

The walls in front of them had plates that held the legs of ponies, which held on to spears and other various weapons.

Applejack lowered her hat at the sight. "Yeah. Nothin'... creepy about that."

“Nope.” Bunga added with an unsettled gulp finding it rather creepy for his taste. “Shall we?” He gestured the others to head on through to which they all did so together with no rush in wanting to make this quick as possible.

After landing on the ground, Rarity opened her eyes, finding her, Fluttershy and Beshte trapped in a dark room.

"I'm starting to wonder if maybe this castle doesn't want my expertise!" She grumbled while making her horn glow, creating a bright light, illuminating the room, which appeared to be some kind of dungeon chamber.

Just when the three see where they are trapped in, Fluttershy suddenly sees that her pet bunny isn’t with them.

"Oh, dear. Angel?"

“Fuli? Ono? Where are you?” Beshte called for them upon seeing they are not with them.

"I'm not sure they made the trip down with us, dear." Rarity said.

Fluttershy was already getting worried for them, "Oh, goodness! We have to find him. An ancient castle is no place for a bunny or an egret and a cheetah. They could get hit by falling debris, or the floor could give out under them! Oh! They could be trapped in a dark place with no way out!"

"I can only imagine how that might feel." Rarity flatly remarked.

Beshte was quick to come over to ease his friend’s worries. “It’ll be okay. I’m sure they’re all safe from harm.”

“And we’re also talking Fuli and Ono here.” Rarity added in the same tone. “When aren’t they safe from danger?”

“Well…” Beshte hesitantly tried to bring up the times they were.

“Don’t answer that.” Rarity quickly said before noticing something in the wall behind her at peeped her eye at the hole. "Hmm…"

At the same time, Rainbow Dash, Applejack, and Bunga continued their way down the hallway.

Then, Bunga suddenly felt something grab his leg, "You know Applejack, Rainbow, if you're both scared, you can just admit it. You don't need to put your hooves around me."

"Uh, I'm over here."

“Me too.“

“What?!” Bunga responded in confused shock before turning his head to see that the two ponies were standing behind him and neither one of them had were touching them. He turned to the direction of what’s on his back to see the white arm around the back of his neck.

"AH!"

"AHH!" The two ponies screamed before making a mad dash down the hallway, along with Bunga.

Rarity gasped from what she felt not knowing it was Bunga she touched, removed her hoof from the hole.

"Rarity! What is it?" Fluttershy asked with concern.

"I felt something... alive!" Rarity answered with a shudder.

“Was it Fuli and Ono?” Beshte curiously asked.

“No!”

Fluttershy gasped with a hopeful smile, "Angel!"

She then stuck her hoof out into the hole but felt nothing. Then, she did feel something. What she didn’t realize was that she had touched one of the disembodies pony legs on the wall, which caused the wall to spin rapidly, allowing the three to re-appear on the other side of the wall, into the hallways where Bunga, Applejack, and Rainbow Dash were previously. Fluttershy then took her hoof out of the hole once she saw it was still in it while Rarity frowned in annoyance.

“Well, at least we still got the tapestry.” Beshte said while folding and placing the tapestry that fell with them down the hatchet on his back again.

But Rarity was fed up with what she experienced just to get it. "Well, tapestries or no, I have had just about enough of secret passages, mysterious presences, and unappreciative castles!" She voiced rather irritably with her voice echoing across the hallway before she took the lead wanting to lead everyone out of here.

But Fluttershy was quick to intercept her. "But we can't leave now, not with Angel, Fuli, and Ono lost somewhere in this dangerous old castle!" She pleaded with the unicorn still pressing forward. “They could be trapped under a crumbling statue, or stuck high in a tower without food or water or any friends at all!"

“I’m sorry, but like I said before, I’m done with this place.” She repeated while ignoring the butter cream colored Pegasus pleading and tearful look on her face.

“Come on, Rarity…” Beshte pleaded. “…we have the tapestry. I think it’s the least you could do for her and our friends.”

Rarity sighed and groaned before relenting, as much as she doesn’t want to, it would be against her element not to be generous in return. “All right.” She said before leading the way with eyes and ears open for their friends, hoping that they didn’t get into any fatal trouble along the way.

Elsewhere, Fuli and Ono have both searched around the hallways on the floor level they were on just when their friends disappeared. In order to cover more ground they split up and searched in opposite directions before regrouping in the foyer.

“Ono, did you find them, because I couldn’t find them on this side of the castle?”

“I’m afraid not Fuli, I searched all around my side of the castle and didn’t find them either. Think maybe they are still downstairs?”

Fuli then thought for a moment while thinking of where else they could be. “Most likely, but’s let cover the upstairs floors just to be sure.”

“Good idea.” Ono agreed. “You take the upstairs floor, and I’ll…” He nervously gulps before continuing. “…take the dark downstairs floor.”

“Sounds like a plan.” Fuli stated before rushing off ahead up the stairs in search of their friends.

Ono groaned to himself immediately regretting this decision before flying down the stairs in hopes of finding them.

Back in the two sister’s former and private study in their old castle, Twilight is calmly reading the journal of the Two Sisters while her captives are standing by still anxious of what she is going to do to them. All expect for Angel who was treated to carrots to snack on.

Spike was also gifted a bag of gems to snack on to which he accepted but couldn’t find it in him to snack on them fearful of what she is going to do to them. For a young dragon who he sees as his mother turned evil and in cahoots with and looks just like the Pride Lands and Equestria’s worst adversary, it was a frightening and saddening sight to see.

“What do you want from us?!”

“And why are you doing this?!”

The two lions demanded of her.

“Doing what?” Twilight calmly replied not even batting an eye towards them like she is doing nothing wrong.

“Keeping us hostage like this!”

“We’re you’re friends!”

“For starters…” Twilight responded by taking her eyes of the book she was reading to look at them trying to act friendly to them. “…I couldn’t have you running off and I thought a chat might be nice. And second and most importantly, I believe I’ve made it perfectly clear of what I think of you and friendship.” She then added seriously.

Kion felt stung by that retort before stopping himself from tearing up that she is not acting the mare he befriended. “But…Twilight…this isn’t you. You’re supposed to be a good pony and a faithful leader just like me.”

“I was...” Twilight returned without a smile. “…Until I saw the truth about friendship and what it really is, a sham.”

“It’s not a sham, Twilight.” Kion asserted pleading for her not to continue saying stuff like that. “It’s like you would have said. Friendship is Magic.”

Twilight simply delivered a dark chuckle in response. “Oh, that’s precious. And the fact that you thought you could just say that to me and get me to come back to your side and fix everything you, your father, and Celestia hold dear and care about.”

“Because that’s what Scar wants you to think.” Kyoga responded more straightforward and seriously to try to get through to her. “Don’t you see? This is exactly what he wants from you.”

“Of course.” Twilight said without even trying to deny it. “I’ve been aware ever since the wedding that never really happened in light of his attack on Canterlot. He even came by to try to convince me otherwise back at the Crystal Empire.” She then pulled back up the journal before reading and sharing something of interest. “Anyway, check this out…” She told them before showing the three the current page she is on. “…I love to duck behind the paintings, and through the Halls of Hooves still give her a bit of fright, the trap door slide is Luna’s favorite.”

“Uh-huh.” Spike returned not sharing the same unflappable demeanor like Twilight.

“And that’s not all…” She added while showing him the drawn designs of the castle’s trap doors along with an organ. “…Soon the Organ to the Outside will be finished. I can hardly wait.”

"What's the Organ to the Outside?" Spike asked.

“No idea…” Twilight answered with a dark smile before saying. “…at least not yet.”

“But why are you doing this? Blindly following Scar’s paw prints and helping him take over the Pride Lands.” Kion asked wanting to get more into her reasons for turning against them like that back in the Outlands.

“Because he is the rightful king who had to deal with the fact that his friends blindly listened to someone who obviously was out for the throne and in the end because of it, he lost his mother because of it.” Twilight answered. “Just goes to show of how gullible even the nicest of lions and ponies can be. And for your information…” She added with something that no one expected to hear. “…If I was blind, then why would have I agreed to join him with him without even needing to hear what happened back to him.”

“Huh?” Spike gasped while dropping his jewel sack with his heart dropping with that sentence.

“What?” Kion spoke aghast. “You mean…”

“Yes, Kion!” Twilight bluntly broke the news to him without any remorse towards their heartbroken reactions. “I was on his side ever since King Sombra attempted to take over the Crystal Empire.”

It was then the realization truly dawned on them that their fellow princess turned evil has been against them this whole time, and that she was out scheming and assisting Scar all along with the flashbacks of Twilight's actions from the day she helped save the Crystal Empire from King Sombra to the day she helped Scar take over the Pride Lands being replayed in their heads.

Just after Princess Celestia was hugged by her faithful student. Twilight ran off ahead very excited ready to tell the others. While she was running off ahead and later when comfortably riding in the train, she emitted a couple of satisfied and evil looking smirks seeing that her gambit of having Spike deliver the Crystal Heart to Princess Cadance along with her act to look downhearted over her "failure." to save the empire along a look that begged for forgiveness in order for Celestia to continue taking her under her wing until she became an alicorn princess.

While watching her ride home back to Ponyville on the train, Scar smirked knowing that she has decided to listen to him going forward and she would later make it clear to him face to face when she managed to sneak out of Ponyville at night and managed to make her way to the Everfree Forest where he was expecting her to show up.

"So, have you thought about what I asked?" He inquired knowing the answer he expects at this point with a raised paw ready to shake on it.

"I'm in." She assertively answered while moving to shake hoofs and paws on it.

Scar smiled very pleased to hear and see that she now has a new right hand pony he can trust and rely on in his plan to take over the Pride Lands. With her on his side, he'll be able to conquer both kingdoms and be back in power to the days he likes to call the glory days known as King Scar's reign of terror.

When it came to Pinkie's encounter with the Mirror Pond it took just the right words to convince her to go there and to get Kion to go with the paint watching test in order to single out the real Pinkie with a shot of "accidentally" offing the real Pinkie along with getting everyone minus Kyoga into going on a balloon ride to Cloudsdale.

The night before Trixie returned to town, Scar appeared to Twilight in her house so he personally tell her of his plan in regards to her, the alicorn amulet, and how to angle Kyoga's handling of the situation along with relying her the knowledge.

With a poof of black smoke, Scar appeared inside the Golden Oaks Library right behind where Twilight is at her desk just finishing up reading her final book for the night.

"Hello, Twilight."

"Hi, Scar! What brings you here?"

"Remember that unicorn you briefly crossed paths?" He asked pulling a magical image of Trixie. "The blue coated one with a superior inflated ego and magician cape?"

"Trixie? Yes, what about her?" She replied wondering where he is going with this.

"She's back nearby town seeking to challenge you to a magic duel."

"Okay..." Twilight briefly shrugged it off while asking feeling suspicious. "...and you know this how?"

"I came across her obtaining a special amulet. I believe it's called the alicorn amulet." He recalled his previous encounter with her.

"Really...?" Twilight spoke sounding annoyed knowing the very dangers that artifact possesses. "...how is unleashing a power-mad unicorn fit into your plan exactly?"

"Not to worry, Twilight." Scar assured before pulling up a visual of Kyoga. "That's where she comes in for I believe she has a strong connection of unity buried deep down that'll make the amulet a part of the Elements and I want you to help me find out whether she does or not."

"A bearer of unity huh, hmmm...." Twilight considered the idea of how she can do it before deciding. "...all right, I'll see what I can do about that."

"Excellent." Scar said very satisfied before speaking up with something else he wants to her. "Oh and before I forget, one more thing in regards to Kyoga...." He continued while pulling an image of an upcoming comet. "...here's what I have planned going into that day and what I want you do to...."

Said plan involving Twilight's help is to keep everyone's mind occupied so they don't see Zira and the changelings preparing to create the rock slide while fanning the flames of their team dispute to keep them distracted from finding out what really happened back there.

Following the comet, Twilight had arranged for Spike's near encounter with the timber-wolves using reverse psychology similar to when Scar himself tricked Simba into going to the forbidden elephant graveyard where the hyenas would be expecting them there. Followed by having her keep tabs on Discord, seeing to it that the reformation plan goes well so the Elements of Harmony can be placed in Twilight's care and ensuring that she personally cements that the Crystal Empire hosts the Equestrian Games before the day she becomes an alicorn princess.

Shortly after she returned to Ponyville, Scar paid her another visit so he can rely her of his multi-day laid plan to take over the Pride Lands where she would be able to enact her revenge on her now former friends and family.

All this time she’s been secretly aiding him in his takeover. From the number of attempts she was in on Scar's attempts to off the Lion and Pony Guard by staging “accidents.”, to personally being quick to keeping the Outsiders out of the Pride Lands, Twilight has been his hidden mole while becoming her second-in-command of his army in secret. At least until her reveal to the Guard along with the royal family and the whole population of the Pride Lands that fled thanks to help from the alicorn princesses when Scar sent hot burning lava their way.

…meanwhile in the darkest room in the castle, on the floor below them, a cloaked figure played on a large organ. The sound echoed throughout the place, causing Applejack to slide to a halt.

"You hear that?"

"You mean, the creepy sound of a haunted pipe organ?" Rainbow asked.

"Uh… maybe?"

“What do you mean?” Bunga asked attempted to be cool yet deep down is startled.

”I don't know what you're talking about!" Rainbow added worriedly….when the organ played once more. The two ponies and honey badger held onto to each other for a moment before they all ran down the halls in fright.

"Uh, Twilight? Kyoga? Kion? Did you hear something?" Spike asked having heard it from above.

“Oh, Spike. Quit being such a scaredy dragon." Twilight quickly dismissed that it’s nothing to worry about. "This castle is thousands of years old, and half of it was destroyed by Nightmare Moon. Of course, it makes strange sounds. It's practically falling apart!"

Just then, small bits from the roof fell down, startling Spike into clenching onto a pillow to which Angel giggled at him for that.

"Oh... kay."

Kion and Kyoga both were just defeated and speechless with what Twilight had told them in regards to her allegiance to Scar. From everything from her studies up to this point she was actually helping Scar in his conquest to take over the Pride Lands.

“I just can’t believe it.” Kion spoke in a devastated tone. “If that’s true, then you knew all along about the danger Scar was putting us through. From King Sombra, to the Mirror Pond, Trixie, the Wonderbolts, Chrysalis, the timberwolves…”

“…all while being under the Princess’s tutelage so that you could grow stronger and more powerful than ever.” Kyoga finished. “It was like it was right there in front of us, yet we had no idea until now.”

“Correct.” Twilight calmly answered while turning the page from the journal she is currently reading. “Pretty smart considering you were able to put the pieces of the puzzle together very well.” She then glanced upwards towards them. “Too bad, by the time you came to realize that it was already too late and that the game has already been played in my favor.”

Both lions and dragon had no comeback upon seeing how much their former friend has been playing them all along.

In the meantime…

"Angel! Angel!"

"Fuli! Ono! Where are you?"

Fluttershy and Beshte called out for them.

"I'm sure we'll find them." Rarity assured without turning to them. But then, she stopped on her tracks, when she spotted something around the corner.

"Angel?" Fluttershy hoped while looking under one of the stone rocks on the ground just when she and Beshte hear the sound of Rarity screaming hysterically.

Fluttershy and Bolin were interrupted from their search when they heard hysterical yelling coming from Rarity which promoted them to quickly turn down the same corner Rarity went down.

“You okay, Rarity?”

"Did you find Angel?"

The two asked just before they see what Rarity was really gasping at, two tapestries that hovered over Celestia and Luna’s former throne room.

"They are perfect!” She remarked. “No castle in its right mind could possibly object to my restoring such exquisite works of art."

“Oh! They're lovely, Rarity, but... I have to keep looking for Angel." Fluttershy complimented before turning away to continue her search for him. "Oh, I hope Angel doesn't think I've given up on him."

Just when Fluttershy turns away, Beshte looks towards Rarity to see she is going forward with trying to take down on her own. “You sure you don’t need some help?” He asked.

"I'm right behind you!" She instead answered this time, Rarity started using her horn's magic to start levitating the first tapestry that stood above Luna's old throne, "Won't…” grunt “be…“ grunt “…a moment!"”

Elsewhere, Rainbow, Applejack and Bunga peeked their heads from the wall, looking around for anything creepy to emerge. And they did when they spotted something down the hallway, a long line of pony-metal armor dummies.

"Do you think there's a single room in this castle that isn't filled with terrifying things?" Applejack asked the others upon seeing the statues.

“Nope." The honey badger returned with attempted composure. “Just a bunch of dummies in suits.”

Rainbow Dash approached the lifeless statues, with curious looking eyes directed at them. She tapped one of them with her hoof, which shook and tilted slightly, "Whoa!" She gasped and quickly cringed and moved away from it towards the others. She then laughed nervously when she realized she just showed fear and came to her friends for safety to which earned smug smirks from them. “It’s just old pony armor. What's the big deal?"

"Yeah!” Applejack agreed before walking ahead. “It's not like it's gonna come to life or anything. Right?" She then asked fearfully and hoping that’s it’s not true.

“Heck no!” Bunga stated in agreement. "Since when do statues come to life?"

No sooner than he said that, another organ sound was heard, and the wall around the pony armor Applejack was standing suddenly spun causing her to disappear and she disappeared. In its place is a pony statue with armor that both Bunga and Rainbow were now face to face with, and they both screamed in terror.

The organ sounded again, this time causing the wall in front of Rarity to also spin, sending her into another room with a shocked scream.

“Whoa!” Beshte suddenly said when he saw this just when Fluttershy turns her back and screams at the sight of it. “Fluttershy, wait!” He called after her before following after the frightened Pegasus.

The organ sounded again, this time causing another bowl of carrots to appear for Angel.

The organ sounded once more with a few more notes, with Applejack finding herself at the edge of the castle roof, near the large gargoyle statues, overlooking the Everfree Forest. She looked to her side, just when lighting struck and she saw a dark and scary looking dragon statue beside her before screaming in terror.

Rarity was tossed out to the back of the castle, her mane and coat was now covered in mud, twigs and leaves from the ride she took in. In her hooves was a torn portion of Luna’s old tapestry. She screamed in terror at what she saw.

Back inside the library, Spike having heard the sounds more and more is growing more frightened as he continued to hear them, but his two companions were still occupied in dealing with Twilight who likewise was more interested in reading the castle’s abandoned collection of books.

“What was that?” Kion wondered after hearing it.

“What did you do?!” Kyoga demanded of Twilight who simply shrugs it off.

“Nothing.” She stated with innocence. “As you can tell my hooves and magic are right here all in one place.” She demonstrated by conjuring a dark purple and black magic disc with her left open hoof before back tossing it out the window.

Said magic disc split in two flew all the way across Ponyville through the recently created portal which struck Princess Celestia and Shining Armor in the flank.

“Oh!”

“Ow!”

They both looked around wondering where that magic came from before turning to Luna who shook her head innocently and then seriously as if they thought she would actually play a mean trick on them like that.

Back outside, Rarity spit the mud from her mouth and tried to shake the twigs and levees off of her body before looking up, fuming at what she has been put through today. "Now, you look here, castle! You are very old and very scary! But your wall art is in an atrocious state!" The wind whistled once more, blowing against her messy mane. "And there is nothing you can do to keep me from my sacred task of restoration!" She declared before levitating the piece of fabric she had and entered the castle once more.

Back in the hallway of the pony armored statues, Rainbow Dash and Bunga are both looking around for Applejack.

“Beshte! Rarity! Fluttershy!”

They heard a voice from behind approaching them to which had them startled and their hair spiked up in fright before quickly taking up fighting stances ready to pounce on who they think is going to attack them…

…at least before the owner’s voice appeared to them. “Are you in here…?” He asked before getting surprised to see it is instead Rainbow and Bunga. “…Oh, Bunga, Rainbow Dash. Hello.”

“Hi!”

“What’s up?”

“What are you doing here?” He asked them,

“We along with Applejack are here competing against each other for the title of the most daring Guard pony.” Bunga began with a tone feeling like he was brave the whole time. “And so far I’m winning.”

“Quit exaggerating, Bunga!” Rainbow quickly shut him down. “That is so far going to me!”

“You got scared just as easily ever since we got here!” Bunga retorted while getting in her face.

“So did you!”

“Did not!”

“Did too!”

“Did not!”

“Did too!”

“Is there more you’d like to add aside from your little important competition here? Because I am more inclined to just fly away right now.” He moved to do so until Bunga quickly caught him by the legs to drag him back down to earth.

“Yes, yes…” He quickly pleaded with him not to go. “…we were just looking at these statues when Applejack suddenly disappeared behind one of them there!” He finished by pointing towards the statue where Applejack was last standing on.

“Hmm….” Ono wondered before flying over to examine it. “If she really disappeared behind it like you said, then I think she might have discovered a secret passageway.”

“A secret passageway? Cool!” Bunga remarked before immediately running over to behind the statue touching the wall behind it to try to find that trigger that sent Applejack to another part of the castle. He managed to find it out of clueless luck before being sent out of the room. “Whoa!”

“Bunga!” Ono screamed.

Bunga like Applejack slide towards the edge of the castle roof. “Whoa!” He screamed while losing his balance for a moment until Applejack quickly pulled him away from the edge and towards safer ground. “Phew!”

“You okay, partner?”

“Yep.” He thanked before eyeing their surroundings. “Hey! I can see the portals from here!”

Applejack, however was more concerned with getting back inside where it’s safer. “Well that’s nice, but any idea of how we can get off of here? It’s mighty dangerous to standing on top of a castle roof.”

“I think so.” Bunga responded before trying to tap on the wall behind them. “Just gotta find the right button to push get us back inside.”

“Oh, great. Now we’re stuck here.” Applejack face-hoofed upon seeing no matter what area he pushed, it wasn’t triggering the doorway that got them out here in the first place.

At the same time, one of the pony dummies dropped to the floor, thus startling both Rainbow and Ono into flying away at top speed leaving rainbow and orange colored trails behind them.

Back in the throne room, both Beshte along with his frightened Pegasus approached the area where their unicorn friend was last seen.

"Rarity? You back there?” Beshte called out for her.

“I know hiding isn't really your sense of humor, but please let this be a joke!" Fluttershy added while trembling just when Beshte gently places his front leg on Luna’s former throne chair.

Just then the sound of the organ played again, causing Fluttershy to fly off screaming in a panic.

Upstairs, Fuli was looking around the rooms while sniffing out Kion’s scent. After walking across the floor level left and right, she finally sniffed it out along with Kyoga’s, Spike’s, and of course, a whiff of dark magic nearby the library’s direction. “Twilight.” She whispered to herself gravely before sniffing out their location. “She must have them held up in there. I got to warn the other’s…”

“Go…” Came the voice of the dark alicorn who teleported right in front of her with an equally matching smirk before she could run off. “…but you’ve only just arrived.”

Fuli left with no choice but to defend herself, quickly attempted to escape by charging at her, so she can knock her off of her feet. Even though she managed to trip her up, she quickly recovered before doing a back flip and then ensnared the cheetah in her magical grasp just before she could vanish via the nearby turn.

“That was pretty good…” She complimented while slowly approaching the struggling cheetah trying to get away from her. “…but I’m afraid that’s not enough to escape from me.”

Fuli could only float helplessly at the alicorn’s mercy just when she moves to take her away…

Back in the hall of armored ponies, both Applejack and Bunga made their way back after another spin. “See? I told you I would find the right spot to touch.” Bunga proudly stated with Applejack’s attention to an opening she spotted across the room with a set of stairs headed downwards.

"Rainbow? Bunga? I guess if I don't find you, I win by default, right?" She called downwards thinking they’re down there. With no answer from either of them she pressed forward and made her way down into the dark stairs.

Back in the foyer, Rarity had literally stumbled her way in front of the main entrance to the castle. She grunted as she tried to remove the twigs from her mane.

"Of all the castles in Equestria, this is by far the most ungrateful!--Oof!" She complained when a rock landed on her head. The wind from outside started to blow in the evening sky, as seen above the absent roof from above. Suddenly feeling a chill in her spin, the unicorn started to back up now with great worry.

At the same time, Fluttershy is also walking backwards, wondering where her friends are, "Angel! Rarity!" Fluttershy silently whisper shouted. "Oh… I hope you two are together."

The wall slid open just when Applejack peaked her head to find herself back in the hallway of pony armor statues. Seeing this had her jumping away with a yelp and backing away.

Outside, Rainbow Dash has flown out reaching her wit’s end with what she’s come across. “Haunted statues, creepy armor... Come on, castle! Is that all you got?" With fate tempted thunder roared from the skies, getting the Pegasus to back off in fright.

With nothing but eerie silence inside the castle, everyone was already on edge, backing up nervously and anxiously. Applejack and Bunga came out from one hallway, Rarity came out from another, along with Fluttershy from another, and both Rainbow and Ono came back inside through the broken rooftop. And it happened that all of them backed up to the center of the foyer where they all backed into each other. Just when…

“Hi!” Beshte greeted everyone to which had Applejack, Bunga, Fluttershy, Ono Rainbow Dash, and Rarity, all screaming in terror before galloping, running and flying all around the place in a complete scare filled frenzy.

Bunga was running around waving his arms screaming. “Run for it!”

Rainbow Dash was flying around in a fast panic that she ended up colliding with the tapestry that Rarity was trying to obtain early leaving the unicorn to slide to a halt when it landed right on top of her.

"I was only trying to restore ancient art!” She cried while running around with the tapestry covering her face. Just when she ran two leaves from her mane fell on a rock.

Combined with a flash of lightning produced a silhouette of the rock and leaves gave off the image of a bunny, which had Fluttershy mistaking it for her pet. She gasped and smiled.

"Angel?" She gasped with a relived smile…

…only for that relief to be short-lived when Applejack, in her running around in a frenzy, accidentally knocked down a pedestal right on the rock bunny, much to Fluttershy's complete and devastasted horror with tears in her eyes.

"AAANGEEEEEL!!!"

Back in the library, Twilight has arrived with Fuli in tow before letting her go. “You got company.” She told everyone just when she hears the sounds of the rest of the Guard’s screams too much she took a moment to take pleasure in hearing.

“Please, Twilight. What do you want from us?” Said the cheetah trying to understand her reasons for doing what she is doing with a worried expression.

“I’ll explain in a moment…” She replied before preparing to teleport away with Spike in a flash. “…Right after, I gather the rest of the Lion and Pony Guard together.”

“What in the world is that?!” Fuli questioned upon hearing their screams.

“Sounds like our friends came over.” She answered with listening ears.

“But why?”

“I don’t know.” She replied while ditching the sarcasm for once. “But since Twilight’s going after them, we’ll soon find out.”

Just outside of the room, Twilight teleports herself, Spike, and Angel to the railing overseeing the commotion from the Guard.

“What got into them?“ Spike wondered out loud upon seeing everyone screaming and running around in a frenzy.

“It's okay, Angel! You're okay! You're okay!” Fluttershy said to what she thinks is under the pillar with self-assurance just when Applejack and Bunga come by running and screaming.

“Yaaaaah! Shadows everywhere!”

“Run for it!”

Rainbow and Ono were also flying around screaming with Rarity sobbing under the tapestry that’s covering her.

“Aaangeeeeel!” Fluttershy sobbed just when Twilight looks on with stoic annoyance before flying down the steps.

“Alright, everypony, stop!” She commanded with her horn glowing and emitting a spell that automatically froze everyone from the Guard in place with her magical aura circling around their bodies.

“Twilight?” Applejack spoke upon seeing and recognizing her voice.

“Hapana!” Ono yelped upon seeing her yet unable to break free.

“Must... save... Angel” Fluttershy spoke in desperation before the alicorn entrapping her presented her the unharmed bunny happy to see her. “...Oh.” She blushed lightly

“Fluttershy? What are you doing here?” Rainbow asked from mid-air.

“She's with me...” Rarity answered while still under the tapestry.

“Along with me, Beshte, and Fuli…” Ono added.

“And I was with both Applejack and Rainbow Dash.” Bunga added just when Twilight moves to remove the tapestry off of the unicorn’s eyes.

“Thank you.” She expressed in relieved gratitude with her relief immediately turning into fright upon seeing her former friend. “…on second thought, can I please have that tapestry back over my eyes?! Please?! Please?! PLEASE?!”

“Have you all spent the whole night running around, scaring each other?” Twilight asked everyone without a change of expression while taking the time to hand Angel over to Flutttershy.

“Well, that depends.” Applejack said back.

“On what?” Twilight asked back with a raised eyebrow like she is accusing her of something.

“On whether or not you're the Pony of Shadows.” Rainbow finished with a hoof pointed in the princess’s direction.

“What's... the Pony of Shadows?” Spike asked while quivering.

“Oh, that's just an old ponies' tale.” Twilight gently assured him before re-assuming her serious persona. “To which for the record I am clearly not.” She said to Rainbow not humored by her bold accusation before doing a body count. “One, two, three, four, five, six, seven… where’s Beshte?” She looked around before spotting the hippo watching the commotion from the hallway corner.

“Right here, Twilight.” He said before moving forward to join the others in the center of the room without any resistance. “So if you’re not playing…then who is?”

“We're going to find out.” Twilight declared before whisking everyone minus Beshte who followed after them to the source of the organ music with Spike and Angel clinging onto the alicorn in fright. During the walk over, she had the others trapped inside the library teleported to her to the same room as them.

Before anyone could speak Twilight hushed them. “Shh…” before sneaking up on the mysterious cloaked figure playing the piano.

No one dared to say a word or utter a sound as Twilight sneaks up closer and closer behind the figure, and then swiftly removed it to reveal a pink mare with a poofy mane underneath.

“Hey, you guys! Did you know I can totally play the organ? Because I didn't!”

“Pinkie?!” Everyone minus Twilight exclaimed in surprise.

”Check it out!” She demonstrated by playing the sports "Charge!" theme on it.

“It was you all along?”

“You're the Pony of Shadows?”

Both Rainbow and Bunga asked.

“The pony of what?” Pinkie responded before smiling and playing light melody on the organ.

“See? What'd I tell ya?” Twilight said to the others eyeing Rainbow for having the nerve to accuse her like that.

“I thought you went to ring the school bell all week!” Applejack questioned her pink-colored friend.

“Oh, yeah! I only had to ring it for, like, five minutes! They said that was good enough! Eh, can't imagine why...” She answered to which Twilight, Rainbow, Kyoga, and Fuli all rolled their eyes towards each other.

“I can think of a pretty good reason.” Fuli whispered to herself before Pinkie continued.

“So then, I decided to throw a "finish ringing the school bell" party! But I didn't have any bluebells, and you can't throw a "finish ringing the school bell" party without bluebells, so I went to Everfree Forest to pick some, but it started to get so chilly.” She then played the organ in a happy and light tune before briefly shuddering with Applejack and Rarity sharing confused looks of what to make of this while Kion and Ono are left speechless at her rambling. “I had to wrap myself up in the tarp I was gonna use to gather flowers, and then I saw Fluttershy, Beshte, Ono, Fuli, and Rarity. But they went into the castle before I could invite them to my party. Luckily, I followed them inside so I could help you all with your party!”

“Please don’t ask.” Ono implored.

“What party is that?” Rarity asked much to Ono’s dismay.

“Uh, the "everypony come to the scary old castle and hide from each other while I play the organ" party?” Pinkie answered before playing one more note on the keyboard. “Duh!”

“Why did you have to ask?” Ono questioned the unicorn while face-palming himself with his wings.

“Oh hi, Twilight!” Pinkie then happily greeted while bouncing ahead not realizing who she had just spoke to until three seconds later and then quickly turned around and stopped bouncing and froze in mid-air. “Twilight!”

“That was our reactions too.” Kyoga said with an understanding tone before Pinkie immediately got ensnared in her magical aura along with Beshte, Spike, and Angel with everyone’s attention on the evil lion’s right hand pony.

With everything all together now, Twilight prepared to teleport everyone out of here. “And now that we got all of the confusion and humorously screams all cleared up, I would like to get back to Diamond Vallery because I got a message I want to deliver to rest of the Royal Family. Something that Scar is expecting you all to hear too.”

Without another word, nor anyone daring to cross her could only hang on to the ride before being teleported on over to Diamond Valley…

There, the Pride Landers have gathered together before the Royal Family to express their wishes in whether they want to go back, or stay, or move somewhere else.

“I trust you've all made your decisions?” Simba began which is met with neighs and grunts of agreement from the others.

“The hippos have reached a decision.” Basi spoke up. “It looks like...”

“… you need to reconsider your options for now…“ Twilight’s voice spoke to everyone before she appeared before everyone further surprising them.

“AH!” Kovu yelped upon seeing her and quickly backed away just when everyone else gets a good look at her new darken appearance and glory.

Most of the Pride Landers who hardly seen the new and evil alicorn were very unsettled and speechless upon seeing like this. No longer did they see the mare that served as the leader of the Pony Guard, but the mare who looks and resembles their worst enemy, Scar. Not helped that her slicked back black mane and tail is literally a long black continuous burning flame.

But no one was more horrified than her brother and soon to be sister-in-law, Shining Armor and Princess Cadance upon meeting her like this for the first time. And there’s the fact that they both know why she is like this that doesn’t help at all either.

“Twilight.” Her brother spoke breathlessly while others slowly back away, terrified of her.

“In the very fur and flesh, big brother.” Twilight said with an evil-looking smirk before floating over face to face with him to which had very clearly uncomfortable with her approach. “So tell me, how’s watching over the Crystal Empire been? Bump into and snap at a few fillies along the way over here?“ She darkly chuckled.

“No, no, of course not! Why you even think that?!” Shining said hurt and somewhat defensively.

“Oh, no reason.” She replied nonchalantly. “Just a hunch for whenever someone…peeves you off.” Cadance gasped with her hooves up to her mouth for her use of language while the chills and reality of her soon-to-be husband’s mistake are felt right down his spine. “I mean I would hate to see that happen to another pony because of a simple…misunderstanding.” She further said while circling around the white stallion. “I mean think of the pain and suffering said pony would feel? All sad and heartbroken without no one to give that pony comfort, left alone, unloved and unwanted, just waiting for someone to capture and cart that poor helpless and defenseless victim off to the gates of Tartarus for endless suffering and torture.”

Knowing full well of what she is talking about, Shining Armor deep down had little to no words to how to reach out to the scarred mare. “Twily…I…I…never meant to hurt you like that. I had no idea that was really a changeling.”

“Oh, Shining…” Cadance groaned and face-hoofed herself at his poor choice words towards his little sister.

“Well of course you didn’t.” Twilight returned rather bitterly and unimpressed with his attempted apology. “Even when someone is obviously and clearly not acting like the pony you know dear to, it’s beyond you. It’s like it doesn’t take too much for something to slip by you.” She demonstrated by scratching the unicorn’s back with a sharp razor blade shaped bit of dark magic to which Shining quickly turned around in alarm towards the dark purple and black colored magic shaped to look like a knife. “And I can tell quite clearly, you haven’t changed one bit, not even dying to see her little sister who’s ascended to up high to the top of the power ladder.”

“That’s not true…” Her brother insisted in pleas even though it was doing little to convince her otherwise. “…I have been wanting to see you each and every day ever since you moved to Ponyville. It’s just I’d never been able to manage to time to come see you is why.”

“Uh-huh.” Twilight returned without a change of expression or smile on her face. “Sure you were.”

“Twilight, please…” Cadance spoke up in an attempt to reason with her. “…why are you doing this? What have the Pride Landers done to you to deserve this?”

“Cadance…” Twilight returned softly like she is trying to be as gentle about as possible. “…I understand this is hard to take in and the Pride Landers had done nothing to warrant any of this.” The Pride Landers fear still failed to fade having a hard time wondering if she is being sincere or just saying it to appease them. “But what I am doing is restoring someone who should have been in ruling over the Pride Lands years ago. And I’m afraid that means having do some things that not everyone is going to be happy about.”

“But why do you think Scar deserves to rule the Pride Lands?” Cadance asked. “Twilight, you know of what’s he done when he was king. Everyone knows that.”

“It’s because he wasn’t really trained to be a proper king and back then he didn’t know how to properly manage all of that…” She explained. “..And maybe if he had been shown the kindness and generosity of what it takes to be a great and powerful ruler then prepares things would have turned out differently. But of course, the past is the past, and we must tend to the future and that’s what I’ll help Scar do.”

The princess of love was left crestfallen by her stance, clearly dark magic has taken its toll on her to the point she’s embittered and won’t be easily swayed by reaching out to her. As much as she wants to try to work her love magic on her, she deep down can’t find it in her heart to do that to her. It would only be forcing her into doing something she doesn’t want to.

So Simba decided to step in to try to reason with her. “Twilight please, listen to us. You are better than this. Seeking revenge and plotting to overthrow rulers from the throne to take power isn’t you. Don’t be like Scar.” He implored of her.

“Simba’s right.” Nala backed her husband up. “This isn’t you, Twilight. Please don’t go down this route. Even if you did help Scar become a great king, he’s still not going to have everyone’s best interests at heart even if he says he’s going to.”

“Nor will giving into your darker instincts and negative emotions, Twilight Sparkle.” Luna added empathic to her plight yet serious and firm in trying to reach out to her. “And for someone who knows how what it is like to be in that position, it will no doubt pave way for unhappiness and loneliness for your future if you continue down this dark path.”

Twilight acknowledged what they are saying, but smoke from her stinging scar refused to let her come to her senses. “Ugh.” She groaned while rubbing her sore eye much to the pitying looks from the fully grown lions along with her refusal to change her ways. “As much as I like to continue this soul searching session, I have orders from Scar to be here.” She continued before using her magic in presenting the captured Guard trapped in separate magic bubbles for each member with Spike and Angel Bunny both now appearing on the ground alongside everyone else.

“Kion!” His parents along with Kiara cried with futile arms reached out to him.

“Kyoga!” Both Karabi and Lite did the same for their sister.

“Beshte!” Basi cried out to his son as well.

“Twilight, what is the meaning of this?!” Princess Celestia demanded.

“Them being in my captivity is the meaning of this.” Her former pupil returned with a gesturing hoof in their direction. “I seized them in your and Luna’s former castle in the Everfree Forest. They were after this valuable information on how to defeat me.” She presented said collection of book in another magic bubble which left her shocked upon realizing her plan failed.

“No.” She quietly uttered in defeat.

“Yep.” Twilight said with a smirk to confirm it. “It would seem the student has become the master, all thanks to you, Celestia.” Celestia’s mane stopped flowing as she can only look on at the unbeatable fore she has created before her very eyes. "In fact..." She added before pulling out a purple journal with the images of the gems for the Elements of Harmony on it. "...feel free to write this experience down if you want."

She tossed the journal down to the ground and towards her former mentor's hooves before continuing to address everyone else all fearfully wondering what she is going to do them.

“So consider this a warning to everyone here before you all decide to leave whether it’s back to the Pride Lands or somewhere else…” She then announced ominously before eyeing specific ponies and animals with sharp killer glares. “…because no matter where you go…” She eyed Kyoga. “…no matter how fast you run or fly…” She eyed Rainbow and Fuli. “…no matter where you hide…” She eyed Ono and Fluttershy. “…I will catch you…!” She then eyed the defeated Lion Guard leader in her grasp before turning back to her mentor. “And I will take you down. And whether you could come out dead or alive…” She then eyed her brother with a blood-chilling look that has the power to kill him on the spot if looks could really kill someone. “…is up to the Lions and Ponies of the Past’s judgement whether or not to grant mercy on any of you. Having said that, Shining Armor…if you’re fully aware of past history between Scar and Mufusa, then you know what’s coming for you in due time.” The white stallion emitted a big gulp upon knowing that his end is inevitable no matter how much time it takes. “So everyone better hope you are all prepared for the future because it is only a matter of time before all of Equestria joins the Pride Lands, is back in the rightful paws and heir to the throne.”

She then evilly laughs with her voice echoing across Diamond Valley before her horrified witnesses before being enveloped by a dark wisp of magic that swirled around before disappearing in a flash of dark magic.

With her gone, everyone held in her captivity all fell to the ground with rough landing involved. Kion, Kyoga, and Beshte’s family were quick to rush over and embrace them. Angel quickly embraced Fluttershy while Rarity quickly embraced Spike. The Lion Guard Fiercest taking this the hardest had streams of tears falling from his face.

With his eyes filled with pain upon seeing what has happened to the pony who was his best friend, all his parents could do was hug and silently assure him that they are safe now.

Alas, the challenge to reforming Twilight has just gotten harder since the mare serves as Scar’s eyes and ears from the skies overseeing the two worlds. Especially, since lives are at risk the second they even try to attempt anything in trying to get the edge in their favor. The big question of how are they going to ultimately be able save Twilight from becoming the next Scar before it is too late is an answer that time will only be able to tell with only the greatest wisdom as their greatest hope for anything to turn this around in their favor.

Author's Note

In Part Two of the Season 4 opener, things start off with the casual events of Castle Mane-ia with not much needed to be said on their adventures there other than the pairings of Kion, Kyoga, and Spike on the research team, Bunga on the judge table for Applejack and Rainbow Dash's competitive rivalry, Fuli, Ono, and Beshte with Rarity and Fluttershy to assist the fashionista with retrieving tapestries for her latest project.

So far everything is fine...

...at least until the tone of this episode significantly darken when Twilight took center stage and captured them all on the spot during the chaos.

It was there the truth of her involvement with Scar's schemes finally comes to light to them and it was a hard truth that left the Guard (especially Kion) devastated before being brought forward back to Diamond Valley with Scar's message.

Said message is an ultimatum where unless they remain where they are, they will all be wiped out on the spot leaving poor Kion in tears.

Wow!

Just when you think there's hope, it gets crushed with things going from bad to worse.

And I can tell you right now that things are going to get worse from there before things can get any better especially since Twilight is fully committed to following in Scar's paw prints in his conquest for all of Equestria for this season.

Even Cadance, Shining Armor, Celestia, Luna, Simba, and Nala's attempts to reason with her ended up falling short due to her scar and dark thoughts clouding her judgement.

Anyways with the exception of Equestria Girls, that's it for 2021, with the first half of Season 4 slated to start rolling out shortly after the new year.

And when we get back from the holidays, we will kick off Season 4 with the episode "Daring Don't." where Rainbow's excitement for her new favorite idol reaches new levels upon learning of her secret identity so until then stay tuned.

Episode 3: Daring Don't

Episode 3:

Daring Don’t

It had only been a few days since the Lion and Pony Guard saw Twilight after her trip to Canterlot High, and even so she remains their enemy after she made it clear in a venomous tone of the consequences of trying to return or flee further from the Pride Lands.

The cold and calm tone, dark appearance, very powerful dark magic from the villainous alicorn princess was all effective to the point everyone residing at Diamond Valley that they have nowhere to go and nowhere to hide. She and Scar will know what they are up to with their every movement tracked and neither of them have any qualms about using lethal threats should they not comply with their ultimatum.

For the Lion and Pony Guard, it further cements the very tough predicament they are in, and the fact that they are facing the most difficult task to date. Not only do they have to see to it that Scar is defeated, they also have to see to it that Twilight is defeated if they ever want to get her to reform and make things right again.

Needless to say, the Guard has taking this very hard, especially Kion since her former friend’s appearance here left them terrified beyond his mind. For once in his life, he felt so helpless unable to do anything about it. And the more and more he learns the truth about her ties to Scar, the more devastated he is feeling due to how she fooled everyone into thinking she was on their side up until taking over the Pride Lands.

After recovering from the shock of the whole ordeal, everyone at Diamond Valley continued carrying on life there for the time being. Since they are in neutral standing in terms of moving, the only thing everyone can do prepare in case Scar ever returns by taking this time to be ready to defend themselves so that when the inevitable comes, they’ll be ready.

With King Simba along with Princess Celestia, Princess Luna, and Twilight’s brother Shining Armor’s overseeing and taking charge of their training, not one Pride Lander has backed out in the opportunity of learning self-defense and how to prepare for battle when the war decides it is time for them to take action when needed. And that gave everyone hope that they’ll be able to pull through and emerge on top in the end.

In the meantime, the Lion and Pony Guard have continued their lives in Ponyville, trying to carry it out like everything is fine and that there is nothing to be worried about.

During which Fluttershy and Ono are both now taking the time to tend to a couple of baby birds wanting to learn how to fly while their parents are away. Having prepared for this, the animal expert duo had created a small chart consisting of pictures of birds flapping their wings in order to show them of how to do it.

As a demonstration, both Ono and Fluttershy gently flapped their wings with the necessary flapping needed to maintain flight with the latter holding out a hoof for them to fly towards.

“So you just got to flap them like this…” Ono said while doing so. “…looks easy doesn’t it.”

The two baby birds shared a brief confused glace before giving it a try. And much to their surprise, they managed to perform it flawlessly.

“There you go!”

Although their successful lesson didn’t have any time to stick since their fast flying friend just happened to fly by. And judging by the way she is flying, she definitely has excitement in her blood. "Four more months, four more months, just four more months!" She exclaimed before scooping up Fluttershy and Ono away from the bird’s they were watching just lift themselves off of the ground from. "I bet you're excited, huh? Tell me you're excited!"

"Oh, my. I, uh, I could be excited. I don't really know. I wasn't really think—" Fluttershy commented in return, yet at a loss of words for whatever is on their friend’s mind.

“That depends.” Ono spoke up clearly yet annoyed for her sudden interruption. “How much apple cider have you drunk this morning?”

“Only two bottles…” Rainbow laughed while scratching the back of her head like she is being put on the spot by Ono shooting him with an unconvinced stare. “…okay, okay, six. But that’s not important.”

“If watching and teaching baby birds how to fly isn’t, then what is?”

“Oh, come on Ono, you know.” Rainbow begged of him to guess to which he still maintains the same expression. “Okay fine…” He groaned before smiling. “…I’m excited because the next Daring Do book is coming out exactly four months from today! That's how exciting it is! So what amazing, incredible, awesome adventure do you think Daring Do will have in her next book, huh, Ono?”

“Other than whatever exciting adventure Daring Do tackles, not much.” Ono answered still maintaining his dry voice and emotionless expression.

“Fluttershy?"

"I don't know, I don't really follow exciting stuff like that. But I'm glad you're excited about it." She said simply just to appease her friend who went on to further express her excitement.

"Oh, just thinking about Daring Do's adventures has me all warm and tingly inside! Will Daring Do at long last stalk the Fortress of Talacon? Only to be forced to contend with its dreaded and impenetrable arrow defense? And if so, could her skill, quick wits, and courage possibly carry the day against such odds?" She paused briefly in her thinking. "Ooh, or will her next adventure bring her face to face with the vast and horrible Ahuizotl himself?! Her arch nemesis?!" Rainbow wondered outloud with her imagination with said things happening running and flying wild, literally. “Would she cower, turn tail and run? Or would she fly at him, full bore, knowing full well against all odds that the greatest challenge she ever faced was still surely no match for—"

“Look out!” Fluttershy interrupted with a shout.

But her warning came too late, because she didn’t watch where she was flying she ended up crashing right into the bird's nest. Luckily, no one was hurt. Aside from Rainbow taking a hard hit and nothing else, the baby birds emerged unharmed while flying circles around her spinning head.

"Oh, I'm not so sure she's gonna last another four months..." Fluttershy expressed with concern.

“I’m not sure she’s going to even last four days…” Ono expressed with a resigned expression knowing that she won’t stop talking about until the day it’s finally published. “And I’m sure going to be in for a hay load of non-stop Pinkie Pie-like talking until then whenever we’re in the library together…” He groaned while rubbing his small temples upon seeing that this is only the beginning of his growing frustrations.

And true to the Guard's Keenest of Sight's analysis and prediction, Rainbow’s excitement still remained strong throughout the following four days non-stop, (well, with the sole exception of her getting much needed sleep, of course.) from taking up daily patrols in Diamond Valley and Ponyville, along with overseeing the training progress of the Pride Landers, and whenever they hang out in the Equestrian world.

"Three months and twenty-six days, three months and twenty-six days, three months and twenty-six days!" Rainbow happily bounced her way over to Sugarcube Corner where her friend are all already there. “Hey Ono! Aren't you excited that—" Rainbow began as she entered the bakery before being suddenly greeted by her friend Pinkie Pie blowing a party horn in her face, accompanied by party music playing from the record player along with her friends gathered together all wearing party hats of different shapes and forms.

Pinkie Pie wore a purple fez with gold-colored balloon shapes on them, Fluttershy a purple top-hat with light blue flowers, Kion had on a red party hat, while Ono had an orange colored part hat on. Rarity wore a pink tiara while Kyoga wore one that’s colored ice blue, with Beshte, Fuli, all wearing party hats grey and yellow colored party hats respectively, Bunga wore a white-colored fez, and Applejack wore a big red hat with white apples imprinted on it.

Kion smiled before moving to greet Rainbow Dash. "Welcome, Rainbow Dash, good. So glad you've finally made it! I was wondering when you'd show up."

"Uh, what's everypony doing here? Did I miss something?" Rainbow asked everyone.

"Nope." Pinkie Pie happily replied. "We're having a holiday party!"

"And what holiday would today be, exactly?"

"National Random Holiday Party Day! Woo-hoo! Come on, join the fun!"

Needless to say, Rainbow was clearly confused just when Rarity trotted over with a glass of punch held in her magic before expressing her thoughts about it. "Don't worry, Rainbow Dash. I've never heard of it either, but the punch is simply divine."

"Yeah…" Pinkie added. "You might even say the secret ingredient is," She whispered loudly in her friend’s ear. "A secret!" Then she squeed much to her friend’s confusion since this is new to her.

"And why am I the last pony to find out about this? Did nopony think to invite me?"

“Actually, we did come over to invite you…” Beshte spoke up. “…but you seemed very busy when we tried to talk to you.”

“From reading the last Daring Do book again, for the twelfth time." Applejack finished with a frown to show of her annoyance of the Pegasus’s over-excitement.

“Well…” Fuli spoke up in her defense to an extent. “…she is very impressive. I don’t think I’ve ever heard and read about a pony manage all of that with a broken wing before.”

“Along with being able to think on her feet.” Kion added showing some intrigue in her adventures after having read them while at the library. “She does have quite some interesting adventures to share.”

And it is for those reasons, why both Kion and Fuli have gained an interest in her adventures thanks to Ono recommending it to them.

"Yeah, well that's because in only three months and twenty six more days, I'll be able to read the next one. I wanna be all caught up by then." Rainbow responded before moving to help herself to a cup of punch from the tray being held on Beshte’s steady back.

“Might want to hold in your excitement, Rainbow Dash…” Ono cautioned to her having heard what was being said while talking to Rarity at the time. “Because the release of the next book got pushed back another two months." Rainbow immediately spat out her punch in shock right in the egret’s face. “Ugh!”

"What?! Two more months?! Are you kidding me?! I've been waiting so long already! I don't think I can take another two months! I'll never make it!" Rainbow ranted before planting her head into the floor.

"Yeah, I can vouch for that." Fluttershy said while Bunga places a party hat on the down Pegasus’s head.

“Cupcake?” He offered a tray of sweets to which Pinkie was quick and happy to help herself to one.

"Uh, did they give a reason?" Rainbow asked Ono hoping there is more to it.

"The publisher just said author A.K. Yearling won't be able to finish the book for another two months." He simply answered with nothing else to add on to.

"I can't believe it, you knew something like that before I did!" Rainbow growled. "I'm the series' biggest fan!"

“Well, Twilight’s a big a fan as you!” Ono retorted in the face of her overinflated ego. “In fact, she was the one who first introduced you to the books, remember?" Rainbow looked aside in shame in realization with the very mention of her name casting a grey clouded feel in the party’s atmosphere along with the other’s smiles. "And if she were here and from my time reading alongside her, I remember her saying that A.K. Yearling is her favorite author of all time. She would know everything about her. Where she grew up, where she studied literature, where she wrote the first Daring Do book..." He then stops mid-rant upon realizing what he has been saying. “…but she’s not here, and it’ll be a while until we’ll ever see her again.”

“I wouldn’t count on that, Ono…” Said mare’s voice spoke appearing at the doorway much to the egret’s sudden shock along with the other’s being surprised with her sudden appearance.

“Hapana!” Ono screamed. “She’s come to finish the job!”

Ono attempted to dash out of the bakery through the window before being suddenly grabbed by the alicorn’s magic just before he could fly through. “…easy, easy.” She calmly assured with a smile. “No need to feel frightened. I have no reason to hurt you.”

“Then why are you here?” Ono asked still not feeling safe being in the same room as her even when she lets him go from her magical grasp while everyone else watches on while on guard trying to be ready for whatever she does to any of them. “Trying to crash the party?”

“Actually, I just came by to give you and Rainbow something…” She casually replied.

“…like what?” Rainbow asked still wary of whatever tricks she has in her mind yet is wise not to try to engage in a fight with her.

"Just this…” She presented a blank diary from the Castle of the Two Sisters before handing it to the egret who had to flap harder in order to maintain flight. “…and this.” She added while handing Rainbow a separate page with writing on it. “The answers to what are you seeking for in regards to Daring Do who by the way is my favorite author are all on this piece of paper.” Rainbow hesitantly takes the paper in her hooves before reading it to make sure she is telling the truth to which to her surprise she is. “From where she grew up, where she studied literature, where she wrote the first Daring Do book and yes...” She paused noting of Rainbow’s wide eyed expression upon reading the information she gave her. “…even where she lives.” She said with a sly smile before turning to make her leave but not without helping herself to a plate of cupcakes and a cup of punch to go. “I hope that helps and who knows…” She turned back just halfway through the doorway. “…you might be able to learn a pretty valuable lesson out of all of this, something that’ll help you going forward. And for your sake, I hope it’s worth dying for.” She then left but not without finishing by saying. “Good day, Lion and Pony Guard and as always it’s nice to see you all again.”

Once Twilight had left, there was awkward silence amongst the Guard still feeling unsettled by her sudden appearance and trying to make sense of her motive for doing so.

“Phew.” Ono said while wiping the sweat from his forehead. “Thank goodness merciful mare of magic.”

Rainbow who recovered from her shock continued reading from the provided paper her former friend gave her and there she began thinking of an idea that would benefit her. “Hmm….”

“Rainbow…?” Ono inquired with a skeptical and curious eye in her direction. “…what are you thinking?”

“Don't you get it?” She questioned back in reply. “The new book is obviously delayed because she needs help dealing with whatever everyday nonsense is distracting her from spending her every living breathing second writing! So I…” She quickly corrected herself upon realizing what she just said. “…I mean, fans like me, can get to read the new book ASAP! Think about it! We could help her with her laundry, buy her groceries, cooking her meals, whatever! Now, who wouldn't appreciate that?"

“Probably not A.K Yearling.” Fuli answered with a tone of disagreement to her proposal. “Because I’m pretty sure she wouldn’t appreciate that. And this is coming from someone who actually prefers to be alone.”

“And from me.” Kyoga chimed in. “And this is coming from someone who you met months ago.”

"She can always say no." Rainbow countered to which most of the others nodded in agreement.

“That’s true…” Kion somewhat agreed. “…but still, we really shouldn’t be doing this. If anything we could be creating enemies instead of friends.”

“Yeah, we don’t one more enemy for Scar to recruit after giving her reason to hate us.” Fuli added as a reminder that he is always looking out for any opportunity given.

“But come on…” Rainbow whined in protest. “…this is a once in a lifetime opportunity to see to it the next Daring Do book comes out sooner.”

“Rainbow…” Ono once more insisted it’s not worth it.

“…and whether any of you want to help or not, I’m going on over there!” She declared before zooming on out of the library ready to set her plan in motion leaving the rest of the Guard inside the bakery.

“Should we….?” Fuli began.

“Yep.” Kion nodded.

“All of us…?” She asked.

“Yep.” Kion nodded again.

“Ugh.” She groaned. “Why does everyone always want to do it the hard way?”

“I don’t know.” Kion replied. “But we’ve got another adventure on our paws and hooves since this has got Scar’s paw prints written all over this.”

"Yep.” Applejack agreed even though she and the other ponies aren’t exactly thrilled in participating what they see is a potential wild-goose chase that someway somehow benefits the mastermind who watching the scene with his ominious green eyes lurking at the partying group from the back of the room.

But nevertheless, the Lion and Pony Guard venture on to the address and map Twilight provided them. And said address led them to a jungle forest where Pinkie Pie along with Bunga literally marked their trail from start to finish with red paint.

“Any reason why?” Kyoga asked the two.

“It’s so we can find our way back.” Pinkie happily answered.

“We’re marking the trail.” Bunga happily added. “And it helps keep us distracted from wondering if we’ve arrived yet.”

Kyoga wanted to argue a reason against the idea but come with a counter response since knowing them it really does beat having them chanting “Are we there yet?” over and over. “No denying that. At least police aren’t pursuing and throwing you two in jail for stealing balloons.”

“What? On Free Balloon Day?” Come on? There weren’t many takers for free balloons.”

“Yeah, otherwise, we wouldn’t have been able to celebrate a party for National Savings Day. And it’s not our fault the police wrongly assumed we were stealing.”

The two quickly responded in their defense.

“Maybe if you both weren’t like…” Kyoga said before whistling then quickly rushing off ahead before rushing back. “…they probably would haven’t thought that way.”

“Eh, Hakuna Matata.” Bunga casually shrugged.

Kyoga rolled her eyes before pressing forward through the forest with eyes locked on the overly-excited Pegasus pony flying ahead along with their surroundings and that they are walking into an isolated area. "You see what I mean?" The lioness said in the Pegasus’s direction. "Why would she live in this remote part of Equestria except to keep folks from intruding on her privacy? We should respect—"

"I think I spotted the house!" Rainbow excitably interrupted, "We're super close! This way!"

Everyone followed after Rainbow right towards the direction of the house of A.K. Yearling where they found a startling surprise.

“Hevi Kabisa! What happened?" Kion said in shock upon stopping in front of the sight in front of everyone.

The house itself is a small cottage with a hay roof, with a lot of damage. Pieces of the door and windows had been yanked right off, along books, furniture, and pieces of wood were scattered outside. Clearly someone trashed her home.

"Apparently somepony has intruded on her privacy pretty hard already…" Rainbow said equally shocked before moving to knock on the door which fell off due to the busted hinges.

Everyone popped their heads inside looking around to assess the damage.

“Whoa!” Fuli gasped. “What happened in here?”

"Hoo-wee, somepony really trashed this place," Applejack said .

"Hmm… Maybe...” Pinkie thought as she examined the damage. “…or maybe A.K. Yearling's just a terrible, horrible, unbelievable slob!" She deduced by placing a frying pan on her head, sliding down the stairs wearing a carpet behind her like a cape and tossing more books into the air.

"I hope A.K. Yearling's alright!" Rarity expressed with sincere concern while examining a cracked mirror in front of her.

“Unless…” Bunga voiced fearing the worst then gasped. “…something already horrible has happened!”

“I know!” Rainbow expressed while appearing from the rummage. “There might be no more books!" That comment alone earned her some looks from Kion, Fuli, Kyoga, and Ono. "Uh… But, of course, I'd be worried about her, too. Heh."

“Well, whatever happened here, we need to make sure there isn’t anything else that happened here.” Kion stated.

“Right!” Ono stated before doing a quick fly around for any bodies inside while Kion, Fuli and Kyoga sniff around the living room.

“Find anything?” Kion asked.

“Nope, I even checked outside of the cottage.” Ono reported.

“And we’re not picking up anyone’s scent either so…” Fuli also reported before catching a whiff. “Wait! I think I got something?”

“What is it?” Rainbow asked.

But before she could answer they heard a voice from the doorway. “What are you all doing here?" Said the mare with a tan brown fur coat and grayish black mane and rose-colored eyes. She was currently wearing a grey hat with a white ribbon and bow, along with a long dark purple cap and large red glasses. In fact, her appearance looks very similar to Daring Do.

"Uh… A... K-K... Yearling…?" Rainbow squeed with delight upon seeing her after being beforehand speechless upon seeing her for the first time.

“Wow!” Fuli gasped in amazement at the sight of the author before moving to quickly clarify their innocence. “Oh hi, and for the record, it was like this when we first walked in.”

“Yeah we didn't do this! We swear!" Bunga exclaimed frantically while waving his arms around.

“We were just wondering the same question as you.” Kion calmly said to the mare as she glanced at them with a raised eyebrow before inspecting the damage.

"And I believe you, but I don’t have time for questions." She responded before looking around and looking under the carpet without paying much attention to her visitors even pulling a carpet from under Applejack’s hooves without a word.

"We're awfully glad to see you're alright," Ono said to the mare who simply bypassed him.

“Good to hear.” She said without looking at him.

“Okay, fine. I’ll guess we’ll talk later.” He said slightly put out by that response.

She then moved to her messed up desk where Rainbow Dash was looking through some papers on the floor. Upon seeing that Yearling was approaching her, she whistled and tried to act casual while tossing aside the books in search for something.

"Okay, clearly this isn't the best time…" Rainbow began trying to ease any ill feelings she may or may not have for her. "…But I've just gotta say how much we all love your books…" Suddenly, she spotted something she was looking for. A book with golden edges on it under Rainbow’s hooves to which she snatched up from the ground while sending Rainbow flying backwards.

“AAH!” Ono yelped when she nearly landed right in front of her before finding good luck that she didn’t crash into him and into the back wall instead another pile of books instead. “Phew!”

She smiled in delight before quickly turning the three golden corners of the book, almost like she was unlocking a secret safe. She placed her hoof on the circle with a golden horseshoe when it shined and turned it like a door knob. The three gold rings unlocked and the book opened, revealing it was actually a secret box containing a gold ring inside. Once she saw that, Yearling sighed in relief before stashing it in her cloak.

"It's safe."

During the time the ring was presented, Ono and Kyoga both managed to get a good look at it and it was there they began connecting the dots, because it looked very much like something they have seen before…

There Rainbow thought now would be a good time to ask her favorite author her question. "Great! Maybe now would be a good time for me to ask you how we can help move the new book along a little faster. Chop, chop!" She implored of her while pushing the typewriter towards her, which earned her a scowl from the mare…and being levitated by Kyoga’s magic from her right paw.

"Rainbow Dash, a minute please!" Kyoga said to her in a chastising manner while dragging the impatient pony outside for a private word leaving the rest of the Guard in the house with Yearling.

“I’m so sorry we came here uninvited.” Kion apologized. “It’s just our friend Rainbow Dash is very eager in anticipation of the next book of Daring Do and really wanted to know why it was being delayed is all. She didn’t mean any harm and neither did any of us."

“We honestly found this place in this state when we got here.” Ono added. “And that’s all there is to it. We had nothing to with the damage here.”

"And I believe you." She firmly stated before gesturing to the door. “Now please leave.”

“Of course.” He replied before she and the others followed suit without another word. “Well…” He commented with an annoyed glare in Yearling’s direction before flying out. “That sure wasn’t very friendly…”

“Well, considering we did come in her home without permission, you can’t really blame her for being annoyed.” Beshte commented in her defense.

“I know, but it doesn’t kill you to be nice.” Ono grumbled. “But still…” He then pondered. “…there is something very familiar about that pony.”

“Yeah, like we have seen her before.” Kion added while getting the same idea. “Because her coat and mane looks very much like her.”

"I know.” Ono returned. “Plus there’s that ring she came here for. Could it be possible that A.K. Yearling and Daring Do are one and the same pony?”

“Maybe.”

“Or maybe A.K. Yearling has a special desire in wanting to be left alone.” Fuli replied while glaring at Rainbow for her behavior. “Like what we should have done when we first met Kyoga or when some of you thought it was a good idea to invade my privacy when I want to get something to eat.” She irritably reminded Rainbow.

“Fuli’s right.” Kyoga spoke up agreeing while letting Rainbow go. “If we want to be her friend we need to respect her wishes.”

"You should tell that to those guys." Pinkie Pie responded while pointing towards the window roof of the cottage, where they saw a mysterious trio of male ponies enter Yearling's home with obviously bad intentions.

“Hevi Kabisa!” Kion exclaimed.

“Bandits!” Fuli deduced with the lion cub quick to climb up to the roof after them with Ono and Rainbow flying after him.

“Hey, Beshte…” Fuli turned to him. “Could you give me a boost up?”

“Yeah, sure.” He happily obliged offering his back for the cheetah to climb onto to right after she made sure her claws weren’t bared before doing so.

“Huwezi!” She stated upon leaping up to the rooftop before being joined by her flying companions in eyeing the potential predators approaching A.K. Yearling like cornering their prey inside.

Said pony was adjusting the broken mirror when the three ponies appeared in the reflection. The pony turns around to face them. One of had a white coat of fur, a black mane and tail, with matching sunglasses. The other had a brown coat of fur, with a matching mane and tail, wearing a red scarf and a black hat, with a slightly stubbly chin from a recent shave. The third was an older and bulkier pony with a dark grey coat, orange mane and tail with sideburns of the same color, wearing a tan vest, and sported a scar over his eye similar to Scar’s.

But before any of them could attack her, Yearling reacted quickly by tossing her cloak at the brown colored pony, her hat at the dark gray pony, and her glasses at the white pony. With the cloak, hat, and sunglasses, removed, there stood the mare wearing her green explorer's shirt and hat. Kion, Rainbow, Ono, and Fuli, gasped at the discovery right in front of them, and exclaimed together.

"A.K. Yearling is Daring Do!"

“Hapana! So it’s true.”

A.K Yearling and Daring Do are one and the same, and her stories are based off true stories.

Kion himself honestly didn’t know what to think, while surprised and amazed, he also could not believe that the author and adventurer, two separate characters are both the same pony deep down. If he hadn’t his friend flip between being good and evil, he would have been more pleasantly surprised.

Fuli while not sure of what to say or think about this like Ono, both were amazed by this revelation. Beforehand, they thought her stories were based off an adventurer she’s been following. Now that it’s based off of a true story and a first-person perspective, it makes her stories even more interesting.

Rainbow Dash out of the four of them, was the most giddy and fangirling in excitement over the sight right in front of them.

"A.K. Yearling and Daring Do are one and the same!" Fuli said, with an excited and impressed smile. "Okay, now my mind is officially blown!"

"Mine too.” Ono said with the same tone and expression. “Who would have known that would have been possible?”

"I did.” Rainbow smugly remarked. “I knew it all along." Her three closest friends responded with eye rolls.

“Sure you did.” Fuli replied not buying it before watching Daring Do in action.

The dark gray one jumped at her, trying to take the ring away with his jaws, but Daring Do kicked him away, causing him to be tossed back.

“Amazing!"

“Un-Bunga-veilable!”

“Poa!”

“Incredible!”

Applejack, Bunga, Beshte, and Rarity all expressed upon seeing this just when Daring Do kicks the pony pulling on her tail away.

She stood her ground when two ponies jumped at her, easily bucking them off of her back before the four engaged in an all out brawl with all of the hoofs laying out the punches. During the brawl, the ring emerged from Daring's grasp, tossed up towards the ceiling lamp, spun around, and then fell into the fireplace.

“Whew-wee that is hot!” Bunga commented on the ring in flames.

The three ponies approached the fire, hesitant to take it from the flames without burning themselves. Daring quickly seized the opportunity by using her mouth to rope her lasso onto it and tossed it away from them. The red hot ring, cooled down when it made contact with a vase of purple liquid which fell on it.

"Wow! So much action! Whee!" Pinkie commented with glee just when Daring retrieves the ring and starts flying to the other side of the room, using a chair to keep the other ponies at bay.

“What is she doing?” Ono questioned her approach.

"Daring Do!" Rainbow shouted in worry which accidentally distracted Daring Do and gave the ponies cornering her an opportunity to jump on her, causing her to lose her grip on the ring. It fell to the floor and rolled right into the hooves of another pony who entered the house.

He had a brownish-gray fur coat, light green eyes, a recently shaved stubbly chin, and a sleek combed back black mane and tail, wearing a white tan shirt and had a golden skull with red ruby eyes for a cutie mark.

"Many thanks, Daring Do.” He sarcastically said to his foe. “As you've probably surmised, our earlier search for this treasure was... unsuccessful. So kind of you to find it for us."

Daring grunted while trying to get up to her hooves, only to be currently suffering a wounded leg from the fight she had just endured and stumbled back to the ground. "Give it back, Caballeron!"

"That's Doctor Caballeron to you." He corrected.

"He's from book four: Daring Do and the Razor of Dreams." Rainbow whispered to Ono.

“I know," He acknowledged. "He wanted to partner with Daring Do on her adventures, but she refused."

"I still can't believe it!" Fuli said now starting to get a little giddy inside, matching Rainbow’s enthusiasm. "The real Daring Do and the real Caballeron! Here comes the next part about Ahuizoti!"

Her friends were taken aback by this to which she quickly regained her composure and continued watching the scene in front of them unfold.

"So let me guess…” Daring spoke while trying her hardest to get back up. “…Ahuizotl has put you up to this?"

“Nailed it.” Fuli remarked with a proud smile.

"You're stealing the ring to give to him so his hold on the Fortress of Talicon will be good for eight centuries as foretold by prophecy!"

"Close, but... no." Caballeron replied. "I'm going to sell this to him, make a bundle, and retire from archaeology in splendor."

Daring Do tried to take the ring back, but was held back by his henchponies. "Caballeron, you fool! You're dooming the valley to eight centuries of unrelenting heat!"

"To market, henchponies!" He ignored her warnings while speaking to his lackeys who released the Pegasus before following after him.

“I don’t think so!” Fuli declared before quickly running after them to intercept them “Huwezi!”

She quickly leaped off of the roof ready to pounce on Caballeron and to retrieve the ring back.

“What?” Cabaleron questioned with little time before being pounced on by the cheetah who quickly snatched the ring and quickly sped off ahead and disappeared.

He quickly got up to his hooves looking around for Fuli before leading his men after them. “This way!”

“Ono, fly ahead! Make sure Fuli is okay!” Kion ordered of him seeing that they are all after the cheetah.

“On it!” Ono saluted before quickly doing so.

Kion along with the remaining ponies and Guard members quickly went back inside to make sure Daring Do is okay.

“You okay?” He asked the mare bandaging her hoof.

“I’m fine.” She responded without a smile. “No thanks to your Pegasus friend.” She added in Rainbow’s direction quite unhappy for accidentally tripping her up like that.

“Um, she was just trying to help, Ms. Do.” Fluttershy gently defended her friend.

“Daring Do doesn't need help. She handles her business herself.” The mare asserted before flying off ahead ignoring the others.

“Okay.” Bunga commented while taken aback by her adamant refusal to accept help. “What just happened?”

“And why were they after that ring?” Beshte wondered.

“So Ahuizoti can seek control of the Tenochtitlan Basin.” Kyoga answered.

“Huh?”

"Ever since book 3 Ahuizotl sought control of the Tenochtitlan Basin." She explained.

“But in book four, she defeated Ahuizotl and secured control of the Amulet of Atonement, dispelling the dark magic of the Ketztwctl Empress, and thus protecting the basin with the Radiant Shield of Razdon." Kion added.

“But the Radiant Shield of Razdon is vulnerable to the dark enchantment of the Rings of Scorchero!" Rainbow said next.

"But the Rings were scattered to the four corners of Tenochtitlan, thus rendering the dark enchantment powerless." Kion continued next.

“Only if you assume that the Rings have yet to be retrieved, and the ring Caballeron tried to steal isn't the last to completely restore the dark tower and its cruel hold on Tenochtitlan! Did you ever think of that?!" Rainbow countered while the others watch the back and forth sparing over their knowledge of Daring Do’s adventures.

“Anyways…” Kyoga spoke up. “…with all four rings together, the valley will be suffering eight centuries of extreme heat.”

“Which means we need to stop them!” Rainbow stated wanting to take action.

“Are you sure Kion?” Beshte questioned. “Because she made it clear she doesn’t want help.”

“I know,” Kion acknowledged. “…but Fuli and Ono are being pursued by Caballeron and his ponies right now. We have to make sure they are okay!”

Rainbow immediately agreed with that statement “Yeah! How can we just stand by and do nothing? You know what's at stake here!"

"You gotta admit, Rainbow Dash makes a pretty good point." Pinkie Pie said.

“Well, I guess that’s true.” Beshte relented. “...As long as you have a plan in dealing with them.”

“As always.” Kion confidently replied. “Having said that here’s…”

"I'm coming, Daring Do!" Rainbow Dash immediately rushed off ahead without letting the leader of the Lion Guard finish.

"Rainbow Dash! That’s not a plan! Wait for us!" Kion attempted to shout after her to no avail.

The brash and brazen Pegasus flew off ahead, looking for any trace of either Doctor Caballeron, Daring Do, along with Fuli and Ono. She searched quite so time until she was able to find Daring by herself stealthily making her way through the forest.

“Bingo!” Rainbow said before flying down to join the adventurer "Here I come, Daring Do! Ready to join an adventure with the greatest, bravest, coolest, most incredible hero I could ever–" But then she suddenly stopped herself mid-sentence and mid-air. “Maybe she needed to compose herself and focus on what’s really important here.” she thought in her mind. "Okay, maybe I just need a sec... Just another adventure. No big deal. I can handle this," After coolly walking through the forest on hoof she then she smacked herself. "Come on, get a grip! Play it cool! You can do this.“ She tried to get serious but then… “Although... the idea of doing it alongside Daring Do... Wow! Maybe I could get my picture taken with her afterward, or maybe an autograph, or-" She smacked herself again. "There you go again, letting your thoughts get the better of you. She's just a pony like any other pony. A pony who stops entire armies of bad guys with nothing more than her bare hooves, and an attitude, and—!" Another smack stopped herself from her own train of thought. "Ow... That's starting to hurt. Gotta stop doing that."

Just then, she was suddenly ambushed by Daring Do who tackled her down to the ground with her hat.

“Stop!”

"Oh, it's just you.” Daring Do quickly backed off and placed her hat back on. “What do you want?"

“Listen I know you’re more of a solo hero, but can I please help you out?” Rainbow pleaded. “I am suuuuuch a huge fan." She added with a nervous laugh after gushing over her again.

Daring sighed in annoyance before pressing forward. "No thanks, now please leave me alone because I. Work. Alone.”

“Why not?” She further pressed of her.

“My work always involves secrets.” She answered while moving ahead. ”And since you never know who you can trust, it's best never to trust anypony.”

“But just because you can't trust some, doesn't mean nopony can be trusted!” Rainbow protested.

“Look, I don't have time to argue—“ Daring Do once more insisted on wanting to do this herself.

But Rainbow wasn’t having any of it. “Neither do I. Let's go!”

She then fly off ahead leaving the solo adventurer no choice in the matter. “Can't believe I'm even talking to her...” She sighed under her breath before moving forward.

The search with the two Pegasus ponies looking out for the cheetah and egret went on for hours, but so far they found nothing. All Rainbow who was growing increasingly concerned could hope for is that they’re both okay and that they haven’t been captured.

If anything, Fuli knows how to conserve her energy and keep herself from over-exerting herself and that’s exactly what she is doing.

Just after running off ahead while obtaining the ring from Caballeron and his minions, she decided the best course of action once she was sure she lost them, was to hide and lay low. Hopefully, she would be able to make it back and find the others without getting caught.

At that moment Ono who was flying after Fuli, spotted her approaching a deep chasm up ahead. “Hapana! Fuli!”

Having spotted the chasm, she quickly leap up over the edge, and found herself clinging onto the vines. During the jump she accidentally flung the ring up in the air but she quickly caught it with her tail after swinging over in that direction. She proceeded to spin the ring around her tail and moved it up towards her waist before moving from vine to vine on over to the other side while swinging side to side.

Once she made it to the other side, she stopped swinging her body and moved the ring into her front paws.

“Phew!”

Ono was relieved yet amazed with the amazing swing trick she had just pulled, just like Daring Do did in one of her previous books.

“Thanks for the heads up, Ono!”

“I was just glad I was able to find you in time.”

Fuli was now taking the time to catch her breath after running for a good few minutes of running and sprinting before quickly ducking in the nearby bushes. “Can spot them and tell how far back there are?”

“Let me check.” He did as he was told. He examined the skies to look for any signs of any pony or anyone nearby before flying back down to join the cheetah down below. “Very far back.” He reported. “But for now, we probably need to lay low and sneak are away in that direction.” He added while pointing to his left side while emitted a loud gulp when he noticed something up ahead. “Because we don’t want to get caught by…Ahuizotl…!” He then shuddered and trembled when said figure appears right behind Fuli who is looking confused by what he is trying to say.

“That’s right.” He sinisterly said while alarming the cheetah by his sudden appearance.

Both Fuli and Ono tried to make a run for it only to be stopped by an aura of magic before being brought back face to face with the guy seeking the ring itself which is levitated away from the cheetah’s grasp.

“But how?!” Fuli demanded to know why this is happening.

“Because thanks to an ally of mine. We’ve been expecting you.” Ahuizotl responded with a smirk before turning to his attention to said captor.

“That’s right.” A voice of a familiar mare spoke to them while emerging from the bushes with an evil chuckle while levitating the ring towards her. “And I can tell you now that you both arrived in time for the party preparations.”

“Oh, no! Twilight!” Ono gulped hard upon seeing her.

“Let us go!” Fuli demanded trying not to show fear in the face of her former friend.

“Oh I will…” She assured. “…right after I finish helping set up the party with Daring Do’s name on it. And you two are the perfect volunteers for the job of luring the guest of honor over.”

“Volunteering for what?” Fuli asked feeling her composure slightly cracked.

"Guest of honor?" Ono asked in the same manner while sweating nervously.

While her face didn’t show it, she clearly and was visibly feeling anxious of what Twilight is going to do them… “You’ll find out…”

Elsewhere later that night, the two Pegasus ponies have walked on foot before finally finding Caballeron and his henchponies settling down for the night having hay for dinner.

As they spy on the crew, Rainbow has a deep concern in her mind. “Where are you, Fuli? Ono?” She hoped since it has been hours since they were last spotted before spotting the ring that is currently spotted right in the four ponies possession. “Huh? But how?”

“I don’t know.” Daring responded before quickly moving towards it with a plan to re-obtain it. “But we’re not going to find out and risk losing that ring to them.”

"Oh, right," Rainbow said after getting her point. "But what are you gonna do?" Daring moved to place mud on her chin along with some leafs from the ground, forming it into a beard before she put back on her A.K. Yearling hat and head band. "Oh, I see.” Rainbow seems to get the idea now. “You're gonna ambush them like in book four at the Horavian caves! Or maybe, that neat trick you did in book three, where you swoop in and knock three guys down with one swing! Or maybe- "

“Shh.” Daring hushed her before producing a sack of bits before trotting forward in her disguise, plopping them down in front of Caballeron and his minions who immediately eyed the bag with great interest. She spoke in an exaggerated voice. "I have been led to believe that you have in your possession an item of significant importance that might be... for sale.” She said to them in a disguised male voice. “I don't suppose you'd be willing to part with it? I can meet any price."

Caballeron eyed the sack of bits finding it very tempting. In fact, a little too tempting to pass down. "W-well...I... did have another potential buyer lined up, but... he's not here at the moment. And I always say 'My policy is: First come, first serve."

But all of a sudden the ground began to shake and the trees started to get knocked down in a raging stampede when Ahuizotl himself immediately arrived on the scene. "Caballeronl!" He growled at him for his idiocy in falling for her disguise.

“Ahuizoti!” Daring quietly voiced with locked eyes when the giant reaches out his hand from his tail in a demanding fashion.

“The ring!”

Caballeron cowered before him before quickly fleeing from him leaving Daring Do face to face with Ahuizotl himself. During his hasty retreat, he ended up dropping the ring leaving it open for the explorer to quickly retrieve it before her arch-enemy could.

"For the last time, Ahuizotl! You're never getting your paws on the ring!" Daring Do vowed as she grit her teeth.

"The ring, Daring Do! Give it to me, now!" Ahuizotl demanded of her while advancing on the mare with an attempted swipe at her to which she quickly and gracefully dodged.

"Now Ahuizotl, you know I love you. But I'm afraid I can't give you the ring until I've properly proposed." She responded with a teasing smirk while wearing the ring around her body.

“Very funny…” Ahuizotl remarked while Rainbow snickers while watching the scene from the bushes. “…because my friends here have a proposal of their own." He snapped his paw like tail, and his several cats minions appeared from behind, all hissing and growling.

Seeing what’s in store for her if she doesn’t surrender the ring, she still sees the odds in her favor before bravely declaring. “Bring it!"

The black panther charged first with Daring Do quick to respond with an uppercut to the jaw, sending it flying back towards the others.

The tiger charged and lunged at her next with Daring likewise leaping up and dodging the attack before leaping on and off his head when he fell. With a charging kick she moved to kick away the cheetah before getting into a scuffle with the lynx.

"Come on, Daring, you've got this!" Rainbow Dash nervously pleaded while observing the scene from a safe distance.

So far, Daring Do had the advantage over her attackers, so Rainbow’s nerves slowly but surely eased down…

…at least until she was tapped on the shoulder and immediately levitated in the air by a certain alicorn appearing right behind her.

“AAH---!”

After Daring got done defeating the felines all attempting to attack her, Ahuizotl approached her while sarcastically applauding her. “Bravo, Daring Do. Bravo, a marvelous performance.” He mockingly laughed at her before giving her a sinister grin. “Too bad for you I have one more trick up my paws.”

“Oh, really, like what?” Daring scoffed.

Ahuizoti snapped his fingers once more and in a flash, Rainbow appeared in his grasp, greatly surprising her foe along with the appearance of Fuli and Ono also held captive by the alicorn’s magic.

She gasped upon seeing her and that Ahuizotl now has the advantage to force her into submitting. Rainbow tried to speak out to her but the magic restraining her was literally muffling her mouth. Upon seeing she has no choice since she values pony life, she drops the ring and looks down without further resistance.

Ahuizotl smiled and then snapped his fingers once more for Rainbow to be released and Daring to be tied up by his cat minions before seeing to it that she is taken away while he himself takes the ring for himself.

"Don’t worry Daring Do! I'll come and help you!" She still declared even when she is tossed away by Ahuizotl along with Fuli and Ono once their help was no longer needed.

“Don't bother. I’ve already say you’ve helped plenty!" She bitterly returned as she is dragged away by Ahuizotl and his minions in the temple’s direction.

Devastated at what happened, Rainbow Dash looked down in shame. "What have I done?!" She thought out loud just when Twilight briefly appears before her.

“Managed to help Daring Do get captured is what happened.” She answered while floating right over her head which further increased the Pegasus’s guilt. “I guess it wasn’t really worth coming here after all was it?”

Rainbow had no answer or comeback just when Twilight teleports away just when Fuli and Ono approach her along with the rest of the Guard who all finally regroup with them.

“Thank goodness you're alright!” Rarity is the first to express their relief. “We’re terribly sorry we couldn’t get here sooner but it seems we were given a detour that took us longer to navigate our way here.”

“Quick, where does it hurt?”

“Any injuries?”

Both Bunga and Beshte seriously asked.

“In here.” Rainbow sadly expressed towards where her heart is.

“What in your heart is hurting?” Bunga asked thinking something is literally wrong with her heart which earned him a dope slap from Applejack. “Ow! What?”

“Daring Do and the ring have been captured by the dreaded Ahuizotl, and it's all my fault.” She explained to which had the rest of the crew gasping.

“No! Not Daring Do!” Bunga gasped in horror.

“Dash, I'm sure whatever you did was an honest mistake.” Kion attempted to assure.

“Especially, since Twilight had a hoof in this.” Fuli reminded.

“Huh?”

“What?”

The others uttered hearing this.

“Yeah, she managed to capture us in order to force Daring Do to surrender to Ahuizotl.” Ono explained while trying to wonder why she did it. “Though the question I wonder is why she didn’t see to it that we were captured or worse…”

“I don’t know.” Fuli quickly answered while cutting the egret off. “And I’d rather we not go there.“

Either way Rainbow was too depressed to care. “Whatever. Let's just go home.”

“What?” Bunga questioned with complete shock before quickly moving to intercept. “Whoa, whoa, whoa, whoa! Time out there! You can’t really mean it!”

“Yeah! What he said!” Applejack agreed with him for once. “We can't go back now! Looks a mite like she needs our help more than ever!”

“Trying to help is how I got in this mess in the first place.” Rainbow asserted with her back still turned and head hung in a downcast manner. “You were right, Kion, Kyoga. We should've stayed out of this.”

Kion, Kyoga, Fuli, and Ono exchanged looks with each other before turning back to Rainbow Dash. Sure, they did say they were better off from the beginning, but with all things considered now, she sure could use it whether she wants it or not.

Kion stepped forward to try to cheer up her and convince her otherwise. “Look, there is more going on here than meets the eye. In every Daring Do book, there always is! We can't turn our backs on her!”

Rainbow’s mood still failed to change. “She doesn't want my help, Kion.”

“Perhaps. But she might need it anyway.” She further pressed gently.

“No. My hero's way better off without me.”

“This don't sound like you.” Applejack attempted to nudge her in the right direction.

“Where's the Rainbow Dash who would help anypony at the drop of a hat?” Pinkie added while happily hugging her around the neck.

“Or pith helmet, as the case may be.” Rarity also added in encouragement.

But no matter what it still failed to lift her spirits while gently forcing Pinkie off of her. “She's here where she's got no business being. She should be at home.”

So with all else failed, Fuli decided it was time to say something herself. “Come on Rainbow, it's fine to look up to Daring Do, but it seems to me you've put her so high up on a pedestal, you can't even see your own worth anymore! I get that you’re finding it really difficult to be patient but truth is even though I have taken lessons I still find myself having trouble with it time from time. Point being, I know that you are loyal to those in need of help when it really counts and if anytime is the chance to do it, it’s now.”

“She's in the fortress, and we're here, and we wouldn't be who we are if we didn't go in after her!” Kyoga added. “And neither would you! So, are you with us, or not?”

Rainbow looked back still uncertain whether or not if she should but after some thinking and some reconsideration she made her decision. “Ono…” She began firmly before smiling. “…show me the way!”

The Lion and Pony Guard smiled grandly at her decision and seeing that the Rainbow Dash they know is ready to help save the day once more.

Inside the temple, the captive Daring Do is currently chained up to a stone wall just above a pool of rising water filled with piranhas.

"Surrender now, Ahuizotl, or I'll be forced to take you down!" Daring grunted as she tried to break free of her restraints.

Ahuizotl appeared from an opening on the wall from the side of the room and laughed at her expense. "Oh, Daring Do, I will so miss your amusing laughter-jokes. Now, I must leave to commence the ring-placing ceremony to unleash eight hundred years of unrelenting, sweltering heat!"

He pulled on a cord which made more water came in through a large pipe hole, causing the waters in the pit of the room to rise up and with the piranhas down below she didn’t have much time to free herself. With time running out, Daring pulled with all of her might and finally managed to removed her left back before managing to free her other leg with the stone and metal shackles still attached to her. She then managed to free her front hooves, and her last one, but the water was already so close and the weight from the metal and stone was a little too much for her to be able to keep her body above water. Once she was free, she tried to flap her wings, but was struggling to stay afloat. Luckily for her, help came for her this time around.

"Gotcha!" Rainbow Dash declared while lifting her higher from the rising pool much to her astonishment. You can flap too, y'know!" She reminded to which she did until they managed to rise to the entrance on the wall. Once they were both safe for the moment, Daring broke the stone and her shackles.

"I was just about to save myself, y'know." she said while breaking herself free.

"Of course. I just thought you might need this." Rainbow acknowledged before tossing Daring her signature hat.

"Have I mentioned yet that I work alone?"

"Have I mentioned yet that you're lucky I don't?"

The two traded with the former sighing at the latter’s undying loyalty

Daring sighed before finally giving her a friendly smile before deciding to work together with Rainbow Dash in racing out of the temple.

In another part of the temple, Ahuizotl laughed as he stood on top of his throne within the temple. There a group of native ponies rose up their spears and tapped on the floor with an accompanying tune to match the occasion. The ponies were all male ponies, wearing ancient headsets, necklaces and face paint all watching on as Ahuizotl prepares to stack the final ring in place. But just before he could do so, Applejack called out to him.

"Drop the ring, Ahui...

“Ahuizotl.” Ono quietly corrected though there wasn’t much time or room for error here.

“…whatever your name is!" Applejack then finished before the Lion and Pony Guard immediately sprang into action.

"Place the ring, quickly!" Ahuizotl commanded his minions.

But Bunga quickly leapt up and snatched up the ring from their hooves. “Zuka Zama!” He shouted before tossing the ring over and around Pinkie who swung it around her body like a hula hoop before tossing it over to Kion.

"Get it!"

At their leader’s command, the ponies lunged at Kion, who quickly tossed the ring over to Applejack, who leaped up to retrieve it. But another pony using a spear tripped her up causing her to drop the ring. He took the ring in his mouth until Beshte body-slammed him away and obtained the ring with his teeth.

“Heads up Fluttershy!” He called out to her before tossing the ring over to her who quickly caught it with Ahuizotl giving the Pegasus pony a chase.

Fluttershy tossed the ring over to Kyoga who quickly tossed it over to Ono upon seeing two more ponies coming at her before performing a spinning kick and moving forward in helping play keep away with the Guard. While this was happening distracted, Rainbow Dash and Daring rushed to where all of the rings are stacked up.

"Help me get all these rings off!" Daring instructed of her.

Rainbow was quick to aid her in the task at hoof. They started off by managing to lift up three rings in one lift, but it wasn’t easy since they were very heavy. While they did this, the Lion and Pony Guard kept on trying to keep the ring away from Ahuizotl’s henchponies. When one of the ponies attempted to obtain the ring, Fuli quickly rushed back and snatched it before it could slide into the pony’s spear before tossing it back to Kion. The leader of the Lion Guard quickly bared his claws and slapped the pony approaching him and then unleashed his restrained roar to force the many ponies advancing on him backwards into the ground. Even with the power of the Roar, these ponies still kept fighting.

Daring and Rainbow continued removing the rings, but there were just too many of them and very little time to remove them all.

"If we can remove the giant ring at the bottom, the whole fortress will collapse!" Daring said before they quickly moved to lift it.

"W-Was this your plan all along?"

"I had to find a way to get into the fortress."

"You did it on purpose?! But– but I thought—"

"I didn't count on how heavy this ring would be, along with your friends being of great help... Guess having a little help can be handy sometimes."

Rainbow smiled in response to her hero’s token of appreciation.

The keep away game continued on, until Ahuizotl finally managed to obtain it to put an end to it himself. But his victory was cut short for the two winged ponies were near the removal of the ring needed to foil his plot. The fortress began to shake and crumble once Rainbow and Daring both managed to make progress.

"Stop her!" He commanded while pointing in their direction.

The ponies were quick to try to attack the two with their spears with Daring trying her hardest in kicking them away.

"You can flap too, y'know!" Daring reminded.

Rainbow Dash quickly as she was told and flapped them as hard as she can. "Everyone! Everypony! Run! This place is goin' down!"

“This way everyone!” Ono shouted while flying ahead so the others can see where he is guiding them.

The team wasted no time doing as they were told before they all ran out of the temple just when the two Pegasus ponies fully lift the ring was fully out of the pedestal, which began to crack and tumble along with the fortress. Daring and Rainbow quickly flew out from the ceiling while just barely avoided an attempted grab by Ahuizotl just when the whole building collapses on top of him.

Everyone else made it out of the fortress unharmed while Daring and Rainbow joined them with the final ring in tow.

“We did it!” Kion smiled while taking the lead in the group fleeing the destroyed temple which is now in shambles with the ponies were dazed from the impact while Ahuizotl rose up from the wreckage having survived the impact of the crumbling building.

"Daring Do! I will have my revenge!" He shouted towards the pony flying away in the distance furiously.

Once they have retreated far away from the temple they all stopped to catch their breath just when Rainbow Dash and Daring Do regrouped with them after dropping the final ring, which broke into pieces when it hit the ground. Daring Do was proud of her success just when she turned to lower herself towards the ground towards the Lion and Pony Guard with something she would like to say to them.

“Thank you for your help.” She gratefully said to them before sincerely adding. “And I’m sorry for not accepting it when I should have.”

“It’s okay.” Kion was quick to accept her apology while stepping forward. “Just glad we were able to help.”

“It’s usually our thing.” Bunga proudly boasted while dusting himself off like it was another stroll through the Pride Lands.

“I can definitely tell you all have had your fair share of adventures and I greatly appreciate it.” Daring said pretty impressed before turning to the mare who helped her out the most. “And I especially want to thank you for all of the trouble you went through it getting me to see it doesn’t hurt to have someone helping you out when the situation calls for it, Rainbow Dash. I couldn't have done this without you."

Rainbow so filled with giddy excitement lunged forward to embrace her hero in a hug. While slightly taken aback by the gesture at first, she hugged Rainbow in return before breaking it up.

"And now that this adventure has been concluded, I've got a book to finish!" Daring declared before waving goodbye to the team and flew off ahead into the sunset like the hero she was portrayed in her own books, with everyone else waving goodbye after her.

Just when Rainbow regrouped down towards the others they heard clapping of the hooves from nearby which earned everyone’s attention. The clapping came from of course the one and only alicorn just about their size who appeared on the scene.

“Bravo, Rainbow Dash! Another day saved by the Lion and Pony Guard.” She commended them. “You all never cease to amaze me.”

“What are you talking about, Twilight?” Rainbow snarled with her hooves up ready for a fight. “Here to endanger us some more?! You up for a challenge?!”

Twilight simply responded to her threat with a simple “Tsk, tsk, tsk.” while shaking her head. “Good to see the rainbow-maned hot head is back. I knew you would come through, and all it took was encouragement from your friends at a low point in life.” She said briefly in the Guard’s direction before turning back to the blue Pegasus who attempted to charge at her with a super speed sprint.

“Talk to the fist, egghead!”

She was able to catch up mere inches from her face with her right forehoof before sending electric magic from her horn to shock her with her left forehoof behind her back.

“YAAAHHH!”

“Oh, please, Rainbow must I actually defeat you with one hoof behind my back before you realize you’re outmatched. Although I will admit shocking you back down to earth is pretty hard. For you.” When she was done shocking her, the Pegasus was very drained but not nearly enough to pass out since the alicorn demonstrated restraint with her magic. “Ah, ah, ah. We can’t have you pass out and forgetting all about what you’ve learned today now can we?”

“Why are you doing this?!” Kion questioned the alicorn of her motives just when she lets go of the rainbow-maned pony who dropped to the ground as a result.

“Let’s call that one more puzzle to put together, maybe for when the time comes you'll have managed to put them all together by then.” Twilight simply replied before preparing to teleport away once more. “See you next time!”

With another flash of magic, Twilight was instantly gone for now. But even so Rainbow was still determined not to let her words get to her while focused on wanting to bring her down even if she has use brute force to do so.

Once the Guard returned back to Ponyville, Rainbow Dash took the time to write down her experience with Daring Do in the journal Twilight provided her.

"Just had the coolest adventure with the coolest pony ever. Came this close to blowing it because I got so wrapped up in how awesome she was, I almost forgot about how awesome I was. Good thing I didn't, 'cause it gave me a chance to show her how important it is to put your trust in somepony else. And in animals outside from the Equestrian world too."

Just when she was writing it down she heard a knock on her door where a messenger Pegasus pony handed her a package.

"Package from A.K. Yearling."

"Sweet! The new book a week before anypony else gets it!" She brightly exclaimed before snatching the package and quickly tearing it open and with what had happened, she was definitely expecting something big.

"Ohmygoshohmygoshohmygoshohmygosh!"

On the cover of the book was Daring Do, with Rainbow Dash appearing and fighting alongside her. Surely she will remember this adventure for years to come.

Meanwhile at the Pride Lands, Twilight has just approached her boss with a satisfactory news report as he watches Rainbow take the lesson she learned today to heart. “The package has just been delivered and the lesson from that day has been learned.”

“Excellent.” Scar voiced pleasure to hear this while grinning at the journal Twilight had provided them.

Author's Note

Okay, before I get started on this recap I just wanted to get this off my chest. Mainly, everyone's concerns towards Twilight Sparkle in this season so far.

I get that many of you are not a fan of her villainous actions lately, I get it, but it's still early in the season and there's still a lot of layers to the whole story to yet be uncovered, so it'd be greatly appreciated if you all calm down with the hate towards her.

Honestly, because all of this is making Scar look like a saint compared to her.

Moving forward, is essentially, Rainbow Dash leading the Guard into the discovery of Daring Do's true identity (A.K.A. A.K. Yearling) leading to a string of adventures where they only come across ancient treasures and a day of adventure but also Ahuizotl himself in this little action-packed adventure to serve as the slight breather episode after the events of the Season 3 finale and Season 4 premiere.

It took quite some obstacles for them to overcome before Rainbow was finally able to get in Daring Do's good books with a very well-earned parting gift from her.

A day of excitement that Twilight herself counted on happening exactly like she wanted to as part of her mysterious plan...

...but in the meantime is another Breather Episode with "Flight to the Finish" next on the calendar set to be published later this week so stay tuned and Happy New Year with the hopes of a great 2022...

Episode 4: Flight to the Finish

Episode 4:

Flight to the Finish

With the upcoming Equestrian Games on the horizon, today was a very special day in class. The reason for this is because Cheerlie and Rafiki will be gifting kids an opportunity to do something special at the games, and that is the honor of carrying the Ponyville and Pride Lands flags. It’ll give said nominees standing ovation and wide recognition for being given said honor.

“Ha, ha, I know you are all very excited and I am very pleased to inform you that today, we have three special guests with a very special announcement!” Rafiki began to their class of students.

“So first up everyone and everypony, welcome the head of the Equestria Games, Ms. Harshwhinny!” Cheerlie then introduced said mare walking inside the classroom although given her personality she wasn’t expecting a standing ovation herself.

Ms. Harshwhinny then trotted to the center of the class room with a dignified expression before addressing the class. “Thank you. Now, I'm sure you all know about the Equestria Games, where ponies from all over the land compete for glory in various athletic pursuits.” She then smiled when the kids eyed in anticipation of what they are being offered before them. “Well, now you littlest ones will have the chance to compete for a weighty responsibility of your very own.”

“Oh, come on! Tell 'em the fun part!” Rainbow’s voice shouted just when she flies in the classroom through the window just when Fuli arrives through the classroom door just an a flash so fast that if you blink you miss it.

“Wow! Aah!”

The kids all cheered for the Guard’s Fastest members grand entrances.

“Wait how did Fuli get here already?” One of the ponies who blinked and missed questioned.

“Well you know what they say, blink it and you miss it.” She said with a smile before Rainbow’s growing excitement does the talking next.

“That's right! All you gotta do is show Ms. Harshwhinny the coolest, most spectacular, most rocking routine and you're going to the Games! So who's going to be the lucky ponies and Pride Landers?!”

“It's gotta be me!” Diamond smugly replied.

“Maybe it's me!” A pony with a light blue-colored mane replied in response to her comment.

“Maybe it's us!” Scootaloo said to her friends.

“Or us!” Mtoto excitably said to their friends.

“Maybe it's us!” Snips and Snails shouted with the former lifting the latter while standing on a desk before falling backwards and over due to the lack of balance he had.

“Hey! It could happen!” Snips said to every staring at them in the classroom rather unimpressed with their antics.

“Maybe if you’re both lucky.” Fuli gently yet honestly broke the news to them. With that out of the way, the three speaking to the students continued with their big announcement. “So anyways class, Rainbow has said it and then some, two lucky group of friends will have the chance to win the honor of performing at the Equestrian Games. Both Equestria and the Pride Lands.”

“And I can tell you all oh,” Rainbow expressed while flapping her wings with mind-blowing excitement. “…you are gonna love this!”

Ms. Harshwhinny was quick to bring her down to earth. “Ms. Dash, will you please curb your over-enthusiastic outbursts?” She quietly chided before politely addressing the class to which Fuli smirked at the Pegasus’s direction for what had just happened. “Now then, let me be clear on the rules.” She pointed towards the chalk board to which she drew on in advance. “You ponies will form teams. Each team will create their own flag carrying routine. Everypony will be judged on grace, style and originality. There's a most complicated scoring system, which I will elaborate upon now. Firstly—“ She then was about to pull out a video presentation when Rainbow once more interrupted her.

“Aw, get to the nitty-gritty later. Tell 'em the important stuff! Like who's the coaches!” She quickly pulled out blue and red coaching hats for herself and Fuli along with red and blue whistles before blowing into her own much to the mare and cheetah’s annoyance. “That's right! Me and my pal Fuli! And you know why I'm qualified to coach you? Guess who carried the Cloudsdale flag in the Games when she was a little filly? Me!” She recalled the memory before flying over everyone’s heads once more all while Scootaloo’s eye-widening and jaw dropping admiration increases with every passing second. “I'll never forget it—I burst into the stadium, spreading my wings, the flag flapping in the breeze. I did tricks with that flag the likes of which nopony saw before and nopony's seen since!”

She was wildly waving her flag around before being brought down to earth once more.

“Professionalism, Ms. Dash. I must insist.” She chided. “If you want to keep your job as coach of these ponies, you must maintain a professional attitude and keep your emotions in check! Am I making myself absolutely, one hundred percent crystal clear?” She added while not being afraid to get up right into her face with her quietly voiced threat.

Fuli could only watch feeling entertained by this already when Rainbow quickly adopts a professional pose. “Yes, Ms. Harshwhinny. Y'know, "professionalism" is my middle name. Rainbow Professionalism Dash.”

The mare wasn’t completely convinced but knew that she gets her point quite clearly, especially when she gets in your face eye to eye to make it crystal clear. “Well, in three days time, Ms. Dash and Ms. Fuli will accompany anypony and anybody competing to the Crystal Empire, where you will demonstrate your routines for me and the other judges, who will judge you very professionally.”

“Yep.” Fuli nodded before taking her turn to speak to the class. “So in the meantime, get ready to train, and train hard, because I know this opening ceremony is the single most important thing that will ever happen in your young lives! But, I know you're up for the challenge. For those who are interested, meet us after school tomorrow afternoon at 3:00 sharp. And show us your flag carrying skills. We look forward to seeing you there.” She then quickly motioned Rainbow to follow after her before she gets herself into trouble. “Come on, Rainbow!”

And that just leaves Ms. Harshwhinny with one final statement before leaving “Your routine needs to show what your town means to you. So, do Ponyville proud. Work hard, be bold, wow me. That is all!”

Shortly after their announcement, the school bell rang which signaled the end of school and the kids were all dismissed from class with an opportunity to represent Equestria and the Pride Lands right in front of them.

“Wow!” Mtoto happily expressed. “Being able to carry the flag of our home nation!”

“That would such a great honor.” Kwato happily added before seeing the Crusaders emerge from the building.

Scootaloo is the first of the fillies ready for pounce on this, especially if it means wowing her idols and big sisters. “So what do you say we come up with the perfect routine and win this thing?” She asked her fellow Crusaders.

“I'd say that's rootin'-tootin' terrific!” Apple Bloom voiced her matching enthusiasm.

Although, Sweetie Belle shared quite the opposite thoughts. “But there's one problem! I bet everypony in class is planning to compete!”

Scootaloo seeing her friend’s nervousness was quick to insist otherwise. “Listen. Somepony in our class is gonna carry that flag, so it might as well be us! Crusaders, are you in or are you in? 'Cause I'm in!”

With that declaration, Scootaloo ran off ahead to start working on a performance pleasing rountine.

“Me too!

“Me three!”

The other Crusaders voiced while following after her.

“Wait for us!” Kambuni shouted while she and her friends follow after them.

“Alright, the winning routine needs to show what's important about Ponyville, right?” Scootaloo asked the Crusaders.

“Right!”

“And, the winning routine also has to show what’s important about the Pride Lands, too right…” Scootaloo continued.

“Uh…” Mtoto uttered weakly.

“Right?” Scootaloo repeated.

“Right!” The fan club stated.

Even though everyone in the Pride Lands knows about what happened, only the Pony Guard along with the Royal Family in Ponyville know the truth, including the Cutie Mark Crusaders. And that is a promise that Mtoto had to make in under to keep the threat of Scar under wraps, even though having to keep his victory in the Pride Lands a secret.

Nevertheless, Scootaloo began thinking of ideas for their routine. “So... what's special about Ponyville? It's... it's... I got it! It's a place where different kinds of ponies live together as friends!”

It took some deep thought but the three fillies were able to figure out ideas.

“Earth ponies like me!”

“Unicorns like me!”

“And Pegasi like me! So somehow we got to figure out a way to show that in our act.”

The kids liked the idea when they all smiled in agreement and at the same time gave them ideas for their routine to represent the Pride Lands.

“We're gonna need a plan.” Sweetie thought.

“And a lot of hard work!” Apple Bloom added.

“And a whole bunch of practice!” Scootaloo added. “But take it from me; we may just be little ponies, but we have hearts as strong as horses!”

With a plan set in stone, the Cutie Mark Crusaders marched forward together while singing a tune.

“We're the toughest little ponies in town

Got the moves, got the mojo, no harder working ponies around

We are a trio, work as a team

We'll be the first ponies out on the flag-waving scene.”

The girls sang together while their friends watch them rotate and walk around like a team before engaging in several physical activities together while marching and running off into the sunet.

“We get going when the going gets tough

We know our very best is just never enough

We're kinda short, but so what? We don't get defeated

We could take a little break, but we don't need it.

We've got hearts as strong as horses

We've got hearts as strong as horses

We've got hearts as strong as horses

We've got hea-a-a-arts, hearts strong as horses

When we put our minds together, we can achieve

We're the Cutie Mark Crusaders, and you should believe

We've got determination to represent the nation

For the win

We've got hearts as strong as horses

We've got hearts as strong as horses

We've got hearts as strong as horses

And we're playing to win as we gallop to glory

We can conquer any challenge we're in

We've got hea-a-a-arts, hearts strong as horses

Hearts strong as horses.”

Just when the three finished, they were suddenly interrupted by the sound of clapping. Clapping that came from two familiar and obnoxious ponies having walked by and watched their performance.

“If that's the best you've got, we're going to win for sure.” The pink filly remarked with a mean grin.

“We already have the most divine routine planned.” Her partner added before they circled the three with the five Pride Landers frowning at the two for their behavior.

“It's absolutely sure to crush everyone else – and I mean crush.”

“Oh really…” Shaukku remarked while pretending his heart’s been crushed. “…oh. I am so utterly mortified…” The two fillies smirked feeling they succeeded. “…that you two are showing us how pathetic you both really are.”

His friends all laughed to when the rich fillies smug faces while wiped off clean when he said that. “What did you think we’d listen to couple of ponies like you just because you’re rich?”

“Of course.” Diamond replied with her head up high.

The mongoose winked at his baboon partner who quickly moved to stretch a leg in the ponies direction to trip them up and have them both fall into mud.

“Whoa!”

*SPLAT!*

“Oops.” Gumba feigned fake innocence. “Sorry, I couldn’t help it because…you’re rich in mud.”

Everyone laughed further more at the humiliated duo who both angrily shake the mud off to try to regain their composure.

“And besides…” Scootaloo then said not letting them get to them again while singing. “…we’re winners, we have hearts…”

“Sure. But you know what you don't have?” Silver Spoon retorted.

“Your cutie marks! Blank flanks, blank flanks, blank flanks!” The two taunted circles around them.

“What does that have to do with flag carryin'?” Apple Bloom questioned them not seeing any problem with it.

“Having cutie mark-less ponies represent Ponyville would be unthinkable.” Silver told them.

“And we, of course, already have our cutie marks. So we know who's gonna be in the winner's circle.” Diamond added with a tone of arrogance while briefly bumping flanks with her partner.

At this point Scootaloo has had just about enough of their constant heckling before getting up in their faces over it. “Listen, you two! Cutie marks or no cutie marks, you'll see! The Crusaders are gonna carry that flag at the Games.” The three shared a hoof-bump over it to state their confidence.

“And that goes the same to us for the Pride Lands flag!” Mtoto declared to the two slightly nervous pair in the face of a baby elephant that’s just right about their size, yet capable of tearing them apart if he wanted to.

“May the best ponies win!” Silver stated before locking eyes with the Crusaders specifically Apple Bloom and Sweetie Belle.

“Game on!” Scootaloo returned with humbled confident in the face of the smug smirking pink filly.

The next day, the three fillies have set up a stage in preparation in showing the coaches their routine. The fan group club were standing right behind both coaches wanting to see up front of what their friends have in store.

“Okay, Cutie Mark Crusaders, you ready?” Fuli asked Scootaloo once they had everything all set up.

“Ready!”

“Show me what you got, Cutie Mark Crusaders, and make it good!” Rainbow told her.

“Don't worry, we will!” She replied before ducking behind the curtain.

“Now, this is just a little something we threw together. It's not perfect yet, not even close...” Sweetie Belle began.

While this was going on both Diamond Tiara and Silver Spoon watching from the bushes across the yard in anticipation to see an opportunity for the trio to potentially humiliate themselves.

“Let's watch the Cutie Mark "Goof-saders" do their saddle routine.”

“They're gonna be a hot mess!”

The two shared with a mean giggle while the Crusaders continue their introduction.

“Since the dawn of recorded time, in one town of amazing amazingness, three types of ponies coexist!” Scootaloo voiced while the curtains open to reveal cardboard creations of mountains, the apple farm, and clouds before they all emerge with streamers on their hooves.

“We are Earth ponies!”

“We are unicorns!”

“We are Pegasi!”

The three said one by one with the orange filly continuing with her friends holding up a hoop with a paper covering over it.

“And the town where friendship reigns is our home. Now, welcome to the stadium, the flag of the place we love best...”

Scootaloo burst through the hoop on her scooter and rode to the center of the stage before leaping off of it. When she got down on her knees, she stood up while lifting both Apple Bloom and Sweetie Belle up to form a pony pyramid.

“Ponyville forever! Yay!” They cheered while the Pegasus pony’s scooter wheeled by with streamers appearing from the floor.

Rainbow Dash, Fuli, the fan club, Diamond Tiara, and Silver Spoon were jaw dropped and speechless at what they just saw. An amazing routine that is a sure winning performance if they audition like that.

“It's kind of a work in progress. So? What did you think?” Scootaloo then said while approaching the two coaches still stunned.

Rainbow was about start by gushing over it but then remembered what Ms. Harshwhinny told her about maintaining professionalism and composure in order to remain coach before responding. “To give a calm, clear analysis— wait. You whipped that act together just yesterday?! Overall, it was... kinda, sorta...“

Fuli quickly stopped Rainbow from continuing to fumble with her words by placing a paw on her chest before turning to the kids. “What she means to say is you three did very well.”

“Really?” The kids gleamed with bright smiles.

“Yep.” Fuli nodded. “And I can see potential to win if you audition like that.”

“Really?!” The girls repeated with bigger and brighter smiles.

“Yep.” Rainbow also nodded being quick not wanting them to get too sure about their chances. “Keep working hard. Who knows? You might have a shot. Gotta go!” She quickly rushed away not wanting to get in the way of their drive and bursting their bubble with Fuli following after the Pegasus so they can regroup and proceed with the next audition in line.

Just after both parties left the scene, both Diamond and Silver were still stunned and now left wondering how to respond to this.

“Did you see that?! I can't believe I'm saying this. They could win!”

“How are we going to be able to top a performance by a trio of blank flanks!”

“By finding a new way to get under their skin.” Diamond replied trying to think of a new dirty method while eyeing Scootaloo’s wings.”…by getting under their wings.”

“Really…?” Silver eyed her friend looking a little uncomfortable about the angle she is proposing. “…as opposed to actually working on something to outshine their act?”

“You want to win? Then follow my lead.” Diamond returned with a tone of certainty that this is the best approach before moving to approach the three with her reluctant friend following after her.

“Great job, girls!” Mtoto began with the others following after his compliment to their friends.

“That was amazing!”

“It was mind-blowing!”

“It was in the Lion Guard’s Bravest words…”

“…Un-Bunga-veilable.”

“Thanks.”

“It sure was…” Diamond voiced while approaching the suddenly surprised kids with the fan club immediately frowning in their direction.

“What now, Diamond?!” Shauku demanded wanting to know her new approach to get under their skin. “Are we to assume you’re just flattering them to boost your ego in some way.”

“Oh no, silly mongoose. Nothing like that.” Diamond shrugged it off while pitching his cheeks before moving towards the fillies. “We just wanted to say your act is quite impressive!”

“Wait... what?”

“Um... thanks?”

Both Apple Bloom and Sweetie Belle responded while taken aback by the rare compliment.

But knowing them Shaukku and Gumba were suspicious of why they are doing this.

“Diamond…?”

“…what are you doing?”

“Nothing.” Diamond said with attempted innocence while nudging at her friend to back her up. “Right, Silver Spoon…”

“Oh, but of course. As a matter of fact, we think you're very brave.” She said somewhat forced.

“Brave? Why?” Scootaloo asked when they were eyeing her in particular.

“Isn't it obvious?” Diamond asked before continuing. “It is to us. In fact, it's obvious to everypony. You're showing all three types of Ponyville ponies, yet you have a Pegasus pony...who can't even fly!”

“And that’s what you’re up too!”

“And that’s where we draw the line…”

Both the mongoose and baboon stated with the latter quickly confronting them ready to get physical with them if they keep this up.

“…and where it is time for you two to go.”

“Come on, get a move on, show’s over.”

Their friends were quick to restrain them to keep them from getting themselves into trouble.

“Easy…”

“…don’t take the jump into something you can’t swim in.”

Kwato and Kambuni pleaded with them while the other Crusaders step in Scootaloo‘s defense.

“What in tarnation does that have to do with anything?” Apple Bloom demanded.

“I'd say not even being able to fly has everything to do with everything. Doesn't it?”

Diamond continued taunting as she explains what she meant. “I mean, a Pegasus pony at your age? You should've been flying long ago.”

“So what if my wings can't get me off the ground?” Scootaloo questioned while trying to not let her words get to her.

“Your career as a flag carrier isn't getting off the ground either.” Diamond answered with a tone of insistence. “Ms. Harshwhinny will never pick a Pegasus pony who can't fly to represent Ponyville in front of all of Equestria.”

“Ms. Harshwhinny never said anything about that!” Sweetie Belle shouted in her friend’s defense.

“That’s right!” Mtoto added in fierce agreement. “It’s all about representing the true spirit of Ponyville which is what the Cutie Mark Crusaders have just shown!”

“And may I ask do you have a routine that matches up to what they just performed?” The young mongoose inquired expecting them to put up a comeback in response.

“Because if you don’t….” The baboon added with the same tone. “…I’m afraid you two should make like vultures in the Seaequestria triangle and get lost!”

Both fillies were unsettled at the two friend’s nonsense attitude towards their insults before they heed their warning’s to walk away, but not without Diamond wanting to get the last word. “Well, have fun practicing anyway, even if your routine will never, how shall I say…”

“Get out of here!” Both Shauku and Gumba shouted at them to which had them running off and away before anything else can happen.

“Un-Bunga-veilable.” Gumba grumbled before turning back to their now distraught friend.

“Don't listen to them, Scootaloo.” Sweetie Belle asserted her friend who unfortunately was already deep in thought and feeling hurt by their remarks while watching Rainbow and Fuli coach some fillies flying loops in front of them. “Scootaloo? You okay?”

But the emotional damage has already been done. “This routine isn't working how it is. We've gotta rethink my part in the whole thing.” She stated.

“What?”

“Why?”

Her pony friends inquired of her new approach with the former hoping she didn’t mean it and the latter trying to wonder what’s wrong with their routine.

“You heard Fuli and Rainbow…” Kwato added.

“…they liked it the way it is.” Kambuni finished.

“If we wanna win, I'm gonna have to fly!” She replied with a tone that it has to be done not paying attention to the reminders of her friends.

“Is that even possible?”

“And by tomorrow?”

“Please reconsider?”

Her pony friends along with Mtoto all urged her against this idea.

“Maybe I can win if I work twice as hard.” She moved to try flapping her wings. “See?” After a few seconds she fell back to the ground. “Oof! Maybe... three times as hard.”

“Golly, I don't know, Scootaloo, I don't think that's the problem.” Apple Bloom repeated once more.

“Yeah, those girls don’t know what they’re talking about.” Shauku added in agreement.

"They’re just trying to get into your head.” Gumba backed his partner while trying to the pony to avert her concerned gaze towards her small wings.

But nothing was changing her mind before saying what she thinks is the best course of action before running off ahead. “Well, I know this for sure – flying is the only way we're gonna win, so it's back to practice!”

“Is this a good idea?” Sweetie Belle whispered to her friends just as Scootaloo ends up crashing after another failed attempt.

“I'll just work four times as hard!” Scootaloo declared.

“I’m going to have to say no.” Gumba bluntly answered.

“Probably not.” Apple Bloom agreed knowing of what’s in store for them this time since Scootaloo is now fixated in wanting to be able to fly.

So with that the girls continued to rehearse their routine over and over throughout the rest of the day, even though her friends were starting to get tired from constantly re-performing the routine over and over again.

“Guys, guys, guys! Try it again!” Scootaloo insisted once more.

“But we've been rehearsin' all the livelong day! We're gettin' tired!” Apple Bloom protested with a yawn.

“Fine! We'll skip to my big impressive flying entrance.” Scootaloo said while her tired friends share a tired glance towards each other. “So you've done the do-si-do to the left, then to the right, and then there's the hoop.” She motions her friends to hold it up. “Then I come in—“ She moves to fly through it, only to fall down short of it. “Not quite what I had in mind. We'll just... try that part again.” She continued straining and struggling to flap her wings to get herself flying with little to no success while her friends watch on in dismay.

“I liked the routine the way it was!”

“Me too! But all she cares about now is flying!”

Her fellow Crusaders shared with each other.

“Don't worry, I'll be flying high tomorrow on our final run-through for Rainbow Dash and Fuli. I'm gonna get this, you'll see.” Scootaloo reassured her friends even with evidence opposite to the contrary.

At this point, their friends who have been watching tirelessly have decided to call it a night only hoping they can see to it that this gets resolved the next day.

“Okay, Cutie Mark Crusaders, this is your final run before you show it at the stadium tomorrow.” Rainbow told them before getting excited once more. “I know you're gonna absolutely, positively…” She quickly recomposed herself once she caught herself. “…have a lot of fun, heheh.”

Fuli just rolled her eyes in amusement before focusing back on the Crusaders o once more. “Okay, go!” She told them before blowing her whistle so they can show the routine again.

And of course, what has happened in the last twenty-four hours have proven that things have gone south as evidenced by the Crusaders tired expressions and disorganized showing due to full focus on the whole futile flying part in Scootaloo’s mind.

“Ponyville! Home of the, um...” Scootaloo began while forgetting what to say.

“Friendship!” Her friends whispered before their friend continued.

“Ah, friendship, right! Uh, there are four— no, three kinds of ponies.”

During this Apple Bloom started to trail off to the side with her earth pony friend there to correct her. “Left, left!”

“I'm sorry! I'm just tired!” She apologized before trying to perform her part in the act only to accidentally bump into her. “And then I dip, and then we turn, and— Sorry!”

Both Rainbow and Fuli watch on very shocked with what they are seeing. Clearly, they expected the same and improved routine but instead they are seeing a fumbled execution with Scootaloo too tired to burst through the hoop her equally tired friends struggled to put up.

“Ta-da! Oof!” Scootaloo stated while trying to fly, yet crashes to the ground again. “So? What'cha think?” She asked hoping for their approval.

Rainbow was the first to respond still at a loss for words in trying to be professional about it. “That's... y'know... good and all, heheh... I just thought... maybe possibly you might wanna go back to, say, the first version of the act, which was, I dunno, what's the word, better? Just do the routine as it was! Don't mess with success, right?“ She then excused herself to avoid upsetting them. “Now I need to... go coach these other ponies! And don't forget, we've got to catch the early train for the Crystal Empire. See you in the morning!”

While Rainbow quickly flew off, Fuli this time around stuck around before approaching the fillies with something on her mind. “Girls? Could I talk to three for a minute?” She gestured them to follow her to a more private area nearby the school before continuing. “Okay, I will start off by saying the routine you did yesterday was great.” The girls briefly smiled in acknowledgement. “So may I ask what happened to that performance?” The girls shifted eyes with each other uneasy to answer the question before trying to hint an answer from them. “Did someone say something to have you try and alter the routine, to one’s liking, such as one desiring to fly?” Hmm?”

“How did you know?!” Scootaloo exclaimed in surprise.

“Just from first glance, your desire to fly during the most recent routine, and how Diamond Tiara and Silver Spoon have been known to give you trouble from time to time.” She said like its little to no surprise to her. “Also, your friends were quick to inform me of what happened while you three were constantly practicing.” She added while gesturing to the fan club group standing behind her.

“Sorry.” Mtoto apologized on behalf of the group to the distraught filly who is now already panicking.

“What are we gonna do?! We're competing tomorrow, and I still can't fly! Unless...” She then thought to herself much to the dismay of her companions.

“I'm just too tired! I can't keep going!”

“Me too! I'm tired, I'm hungry, and now I hate this routine! It feels like it's all about you now!”

They complained which Fuli had to say something to stop it from escalating.

“Now girls.”

“She's right. It's like you don't even need us anymore!” Sweetie continued not even listening to Fuli for a second there.

“Girls.” Fuli repeated.

“Of course I need you!” Scootaloo said otherwise with both Sweetie Belle and Apple Bloom smiling when she said that until she said. “Without you two, who's gonna hold up the hoop?”

“Rrgh!” Apple Bloom growled. “You don't listen to yourself! Forget it. I'm goin' home to get some sleep.”

She then stormed off ahead ready to leave until Fuli quickly moved to intercept her. “Easy, Apple Bloom.” She then turned back to the other Crusaders. “And you since you’ve all been working nonstop recently, I suggest you three go on home and get some rest. We’ll talk about this in the morning.”

“Fine.” Apple Bloom stated before leaving in a huff with Sweetie Belle moving to the same in the opposite direction.

“See you in the morning, Scootaloo.” Sweetie returned before leaving.

“Fuli…” Mtoto hesitantly asked her friend still worried about the infighting the Crusaders are showing.

“Don’t worry.” She quickly assured. “They were just being cranky with each other, that’s all. They just need a little time to rest.”

“I sure hope you are right.” Shauku muttered still feeling they more tension in the knots that what they are really showing right now before they all moved ready to show her and Rainbow of what they have in store for their routine.

“In the meantime…” Fuli continued moving on from that topic. “…you ready for your audition?”

“Yep.” The kids all nodded just when Fuli leads them away while moving to find Rainbow Dash.

During the time she spent alone, instead of taking to heart that she doesn’t need to improve her will to fly to properly execute the routine that both Fuli and Rainbow liked and were sure game winner’s and instead focusing on continuing her attempts at trying to fly. But after twenty to thirty to forty times all throughout the afternoon, into the evening and night, and into the morning she is left with the hard realization that she has to face.

“I can't fly. I just... can't.” She admitted to herself with a sigh before moving to regroup with her friends waiting for her.

“Crystal Empire! All aboard!” The train conductor announced to everyone with all of the young ones all ready to board their ride with their luggage in tow. All while Apple Bloom and Sweetie Belle look around for their other friend.

“Scootaloo? Where is she?”

“She'd better get here soon! This here train is about to leave!”

The two shared before they spotted the filly they were looking for approaching them looking rather downcast.

“Here I am...”

“We were scared you were gonna miss the train!” Apple Bloom expressed in relief before turning back to the train ready to board it.

But Scootaloo judging from her reluctant expression and tone said opposite to what they were anticipating. “I... I'm not going.“

“What?!” Both girls once more exclaimed in shock.

“I'm the weak link. If I go, and fall, flop, or do anything but fly, I'm gonna blow it for you two.” She fearfully explained.

“I can't believe you're quitting on us!” Sweetie expressed her disbelief.

“But you're better off without me!” Scootaloo retorted.

“But that's not true, Scootaloo!” Sweetie insisted her against thinking that way.

Apple Bloom already having enough of her decided they were better off this way. “You know what, Sweetie Belle? Forget it. If she's gonna quit, we don't want her, and we don't need her!”

“Fine!”

“Fine!”

Both Scoootaloo and Apple Bloom angrily stated even against Sweetie Belle’s silent disagreements.

“Fine...”

“All aboard!” The train conductor called out as a final signal before the train departs for the Crystal Empire with everyone but Scootaloo getting on the train before it departed from the station.

Scootaloo watched on with a look of regret and sorrow knowing that she made her decision and that there is no going back before turning away to head back home.

On the way over to the Crystal Empire, both Apple Bloom and Sweetie Belle both immediately regret their decision to leave her behind but like Scootaloo, they knew there was no going back once the decision was made.

And no sooner the realization hits them, both Rainbow and Fuli came by to greet them.

“How's my favorite routine going today?” Rainbow asked the Crusaders with great encouragement lined up for them wanting them to win it. “Oh, I just can't keep it in! I want you to win so bad!” She happily expressed to them much more than the other day to the beat. “Bom, bom, bom, bom...and then Scootaloo does that…” She made the sound of a whistling sound while flying a loop-de-loop. “…through the hoop!”

“Speaking of which…” Fuli spoke up noticing said filly isn’t on the train with them. “…where is the filly that’s supposed to be here with you two?” She asked with slightly interrogating tone and expression like she is checking to make sure they did their homework.

And since the glare was so powerful even if it’s not Fluttershy’s Stare, neither of them had the will to lie to her. That had it tell the truth.

“She’s not coming.”

“She's staying home.”

“She's what?!” Rainbow questioned in shock.

“She got it in her head that the only way to represent Ponyville was by flyin' in our routine! When she couldn't do it, she told us that she was quittin'.” Apple Bloom explained.

“And then you tried to stop her from doing that, right?” Rainbow Dash asked.

“Well, actually, we kinda told her...” Sweetie nervously began knowing what reaction to expect.

“...uh, that we didn't want a quitter.” Apple Bloom finished expecting the worst.

“So in other words, no.” Fuli voiced with a tone that doesn’t express surprise.

“No.”

“Hang on. Are you nuts?!” Rainbow quickly chastised them. “You're a team, and a team never leaves a friend behind!” She quickly pulled the train’s emergency brake cord causing the train to immediately skid to a halt before flying out of the cart with Fuli and the two Crusaders quickly exiting the cart. “Come on!”

Just when the three get out of the cart, Diamond takes this moment to savor this moment. “Sorry you can't make it! We'll take a picture for you from the winner's circle!”

She started to laugh only to quickly shut up when she sees the cheetah locking eyes with her along with Silver Spoon. “Don’t think I’ve forgotten about you girls. And count on expecting a serious talk for your behavior when we get back.”

“Yes, ma’am.” Silver voiced not even denying that’s going to happen to which sparked slight surprise in the cheetah’s eyes while Diamond is shocked into silence while slinking her heads back in their seats just when the train resumes heading on out to the Crystal Empire.

“Put on some speed, girls!” Rainbow called after them to which Fuli quickly does so by placing both girls on her back before taking off after her back on over to Ponyville.

“Hang on! Huwezi!”

“Whoa!”

Scootaloo had made it back to her home where she is tearing down all of her Wonderbolt posters before tossing it along with her scooter into the nearby trash bin all while tearing up at the very reminder of her soul-crushing handicap.

“Throwing away your scooter?!” Rainbow called out to her from the doorway with Fuli standing just below the floating mare.

“That’s not like you at all.” Fuli added finding it a far cry from someone who admires the fastest of the fast.

“Rainbow Dash? Fuli?”

“Yup, but not just me.” Fuli said while creaking the door open behind her to reveal both Apple Bloom and Sweetie Belle are with them who both can only offer apologetic smiles with the hopes of cheering their friend up.

Scootaloo briefly smiled before frowning at turned away from them. “I don't wanna see them. And what are they doing here, anyway? They're supposed to be on the train.”

“We're not goin'.”

“Not without you, Scootaloo.”

Both fillies asserted with the stance that a good friend never leaves one behind.

“What's gotten into you, Scootaloo?” Rainbow asked of her. “Staying up all night in the park, not joining your friends on the train ride, and this after I hear from Fuli what’s been happening beforehand. I mean, why did you do it?”

Scootaloo still didn’t want to turn back and show weakness but didn’t really want to push them away and destroy her friendship with them over this so she confessed. “I didn't want to ruin their chance to win just because I couldn't fly.”

“And who said you had to?” Rainbow asked.

“Diamond Tiara and Silver Spoon?” Fuli added to which the Pegasus filly nodded while turning to face her big sister idols. “Well, if there’s one thing I can tell you now is that you shouldn’t listen to them because they’re just trying to put you down and get under your fur.”

“But flying's what Pegasus ponies are supposed to do!” Scootaloo responded while feeling the remarks are spot on. “You flew when you carried the flag in the games!”

“But that was me! You're you!” Rainbow responded back. “And it just doesn't matter if you can fly or not.”

“And let’s not forget that even though I can’t fly…” Fuli added. “…I am more than capable of matching her speed and being able to go up against enemies that can fly.”

“Really?” She asked feeling surprised.

“Yes, really?” She answered with a proud smirk.

“Point being…” Rainbow continued. “…Your routine was amazing 'cause it represented exactly what makes Ponyville special. You do still know what that is, right?”

“Friendship.” Sweetie said.

“Three kinds of ponies livin' together as friends. Just like us. Earth ponies...” Apple Bloom added.

“...unicorns...” Sweetie added once more.

“...and Pegasi.” Scootaloo finished feeling better already but still has that nagging concern in her head. “But Rainbow Dash... what if... what if my wings never grow? What if I never fly?”

Rainbow’s response was to quickly assure her with a hug and arm wrapped around the filly. “Listen, Scootaloo. Maybe you'll fly someday, or maybe you won't. You're all kinds of awesome anyway. Who's the toughest little pony in town?” She asked while ruffling her mane affectionately alogn with Fuli giving her a playful punch on the shoulder before Sweetie Belle started singing something to cheer her up.

“Got the moves, got the mojo...”

“No harder working pony around.”

Apple Bloom chimed in.

“We are a trio, work as a team.”

Scootaloo then sang before they all sang together.

“We'll be the first ponies out on the flag-waving scene.“

With that, Scootaloo now had the motivation and confidence to carry out the routine they performed and actually loved.

“So let's get to the Crystal Empire and let's do the routine as it was! And let's win this thing!” Scootaloo declared while donning her helmet and retrieving her scooter from the trash bin.

“Welcome back, Scootaloo!” Fuli congratulated her quick turnaround before she and Rainbow lead the way on over to the Crystal Empire as fast as the wheels on Scootaloo’s scooter can carry her friends.

Thanks to some outside help, the judges were patient enough to wait for them before seeing their routine in person.

“We've got hearts as strong as horses

We've got hearts as strong as horses

We've got hearts as strong as horses

And we're playing to win as we gallop to glory

We can conquer any challenge we're in

We've got hea-a-a-arts, hearts strong as horses

Hearts strong as horses.”

The girls sang on the way over before they performed their routine together just like they did and rehearsed the first time.

“Ponyville forever! Yay!”

Everyone cheered and applauded them grandly for their performance, since it captures what represents Ponyville to the core. And so did the Lion Guard fan club group with their performance happening right at that moment. Even Silver Spoon cheered and applauded them for their performance.

“In a land where danger is lurking from the horizon of the rising sun…” Mtoto began. “…a place where everything the light touches lays it’s very kingdom. A place where five brave animals venture the Pride Lands to defend it from the Outsiders...” Just when he said that he and his friends appear in the following order.

The Guard’s Fiercest played by Shauku, The Guard’s Bravest played by Gumba, The Guard’s Fastest played by Kwato, The Guard’s Strongest played by Mtoto, and the Guard’s Keenest of Sight played by Kambuni. They all appeared in that order running and braving through props of the Guard’s adversary's they’ve had to deal with on a daily basis before being joined by the Cutie Mark Crusaders in action.

“To the Pride Land and Equestria’s end…” Apple Bloom began.

“Lion and Pony Guard defend!” The others finished while the props and background depicting a peaceful and balanced Pride Lands kingdom behind them.

The crowd roared a thunderous applause once more with what they have seen because not only does it represent the Pride Lands at its most peaceful, it also represents that the Lion and Pony Guard will stand strong and tall in the face of their Darkest Hour even when thinks looks bleak and will always protect both realms no matter what.

After every team has performed and the judges evaluated from the sidelines with their decisions, Ms. Harshwhinny stepped forward with the big announcement at the podium while tapping the microphone to make sure it’s working before speaking through it. “In the Equestria Games, the Ponyville flag will be carried by...” She paused before declaring. “'Cutie Mark Crusaders'!” Everyone including the three fillies themselves cheered in celebration while Diamond Tiara walks off with a groaning huff but didn’t leave since Fuli made it quite clear that she is going to get the talk for her behavior towards Scootaloo. “And in addition, the Pride Lands flag will be carried by…” She paused once more before announcing. “…The Lion Guard fan club.”

The kids all cheered and high-fived each other with the crowd cheering them on for their accomplishment before stepping forward along with the Cutie Mark Crusaders in accepting their prizes in addition to having the honor of carrying the flag at the Games to have wreaths of flowers placed around their necks.

During which both Rainbow and Fuli stepped forward to personally congratulate once more.

“Congratulations to you all.” Fuli started with proud composure.

“Indeed.” Rainbow agreed in the same tone. “What you eight did was... acceptable.”

During this, Ms. Harshwhinny said something that no one expected to hear come out of her mouth. “Acceptable? Acceptable?! Why, it was totally stupendously the single most amazing thing I've ever seen!” She expressed like a giddy schoolgirl.

“Contain your excitement, Ms. Harshwhinny. Remember – professionalism.” Rainbow playfully reminded her.

“Ahem. Y-Yes, well, I-“ Ms. Harshwhinny nervously laughed before quickly recomposing herself before stepping aside to avoid further embarrassing herself.

Once she was gone, Rainbow Dash, Fuli, and the kids all laughed together very amused with what they just saw.

“Wow!” Fuli remarked. “The more I get to know her, the more I get to really like her even more.”

Author's Note

For starters, it's safe that say is a definite Breather Episode with all the high-stakes drama going on since late Season 3 heading into Season 4, with this little episode focused on the Cutie Mark Crusaders and their little Pride Lander friends.

Here they are both setting out to have stellar routine performances to represent their countries in the upcoming Equestrian Games and both the Cutie Mark Crusaders and their fellow Lion Guard fan club friends are vying to represent their respective nations flags.

Of course as usual for the Cutie Mark Crusaders, Diamond Tiara's around to stir up trouble again, this time going for the low blow in regards to Scootaloo's wings leading to the filly to make near disastrous changes to the already perfect routine. In the process there were some frictions in the girl's friendship.

Fortunately, thanks to both Coaches Rainbow Dash and Fuli, along with their Pride Lander friends, the friendship managed stay strong and allowed them to perform the winning performance alongside their friends which earned them the coveted national honor.

Next up is "Power Ponies." where the Lion and Pony Guard will be experiencing a little comic book adventure where they get to play superheroes battling supervillains in this upcoming episode set to be published sometime during the weekend.

Episode 5: Power Ponies

Episode 5:

Power Ponies

Even though Twilight Sparkle’s true nature is known to her friends and family along with everyone in the Pride Lands, she still has her place in the Golden Oaks Library as much as Pride Rock. She was sound asleep in her comfortable bed while wearing a black night hat with white colored crescent moons on it before being awakened by the sound of a faint voice in her head saying. "Spike, Bunga, you two really need to go to sleep!"

She rubbed her eyes before opening them up and decided to motion her magic and hooves to show her a current visual of Spike along with Bunga trying to read the former’s comic book with a lit lamp with Kion sleeping in the same room as him in the Canterlot Castle. He was there spending the night there along with the Royal Family after another meeting along with giving them a little change of scenery from the slowly recovering Diamond Valley.

"Aw, two more minutes, Kion!”

“We’re just getting to the really good part!”

The two pleaded of their friend.

The Mane-iac is about to—" Spike added before Kion suddenly interrupted.

"The Mane-iac?" Kion asked now wondering out of curiosity of what’s getting them all hyped up about.

"The Power Ponies' most evil nemesis!" Spike explained while jumping onto the bed and showed Kion the pictures of the comic book of how the Mane-iac came to be with the mare having the original appearance of a pink mare with a cotton blue mane.

"She was the power-mad owner of a hair-care product company.” Bunga added while showing him said pictures of her accidentally falling into a pool of chemicals. “But then a tragic accident at her shampoo factory in Maretropolis not only gave her mane strange new powers but also caused her to go completely insane!" He said the last part dramatically when showing the picture of Mane-iac emerging from the pool with crazy eyes and a long green mane.

"She and her henchponies are planning to break into the Maretropolis Museum and steal the Electro-Orb, so she can use it to power up her doomsday device!” Spike continued before saying rather annoyed with the next part. “Of course, the Mane-iac wouldn't have even known if Hum Drum hadn't slipped up and told her all about it."

"Hum Drum?" Kion questioned once more.

"Nah, the guy in the blue boots and pointless red cape. The Power Ponies' bumbling and useless sidekick.” Spike answered like it’s no big deal. “The Power Ponies have to stop the Mane-iac or Maretropolis is doo-hoo-hoo-hoomed!" He said dramatically like Bunga.

Kion could only smile while seeing that Spike along with Bunga know what’s like to get caught up in a really good book like Twilight but had to insist they need to go to sleep "Look, I get that you’re both excited in this comic book, but if we're going to make any progress fixing up Luna and Celestia's old castle tomorrow, we all have to do our part. We don't want to be too tired to lend a hoof... or claw…or paw in order to see to it we get it done."

"Okay, okay, I'm going to bed. Goodnight." Spike reluctantly obliged to his wishes while turning off the light and tucking himself under his blanket with Bunga moving to do the same with a pout.

Just when Kion was trying to get back to sleep, he noticed Spike trying to grab his comic book for another sneak peek. Kion rolled his eyes before turning on his lamp after seeing the baby dragon’s adorable begging eyes.

"Two more minutes."

"Yes!" Both stated very pleased before Spike quickly turned on the light and continued reading his book with Bunga quickly joining him.

Deep down, Spike really wishes he could be a hero like the Power Ponies yet what he doesn’t realize was that her mother-like figure seems to be considering granting his wish. All while smiling to herself while cancelling the magic viewing them so she too can get some much needed sleep with a new idea in her mind.

The next day, The Lion and Pony Guard gathered at the old castle they visited the other day, while it was still daylight, and got started on cleaning the place.

"Looking good, everyone!" Kion told everyone while overseeing their progress in the center of the room, "And everybody. Let's keep this magical makeover moving!"

"You got it!" Rainbow Dash said before she and Fluttershy worked together to lift fabric on the walls by carrying the handles with their mouths with Ono already over to where they are to set it.

“That’s right, over here!” The egret instructed of them as they flew up.

Spike walked up to Kion having just arrived. "Good old Spike is here, ready to do his part!" But when he was ready to receive his assignment, he saw that everything so far was being taken care of.

Beshte was helping Applejack with the heavy-lifting while the latter was adjusting a painting. Pinkie Pie and Bunga were both scrubbing soap the floors with wash brushes strapped to their hooves and feet.

Pinkie Pie skated by Applejack, who was currently adjusting a painting of apples.

"A little more to the left!" Pinkie said to her to which her friend moved it accordingly.

"No, the other left!" Bunga corrected while he skated by with the orange earth pony moving to adjust it without question.

"Awesome! That's perfect right where it is! On to the next painting!" Pinkie told her while skating by once more.

"You sure you don't need any help?" Spike asked Applejack.

"Nah, that's okay."

Pinkie skated right by on the walls with Bunga scrubbing the walls above her head while she skates by. "We have everything under control!"

“Nothing to worry about here.” Bunga added.

Spike turned to the rainbow Pegasus along with the white egret "Dash? Ono?"

"We’re good!" Rainbow replied.

“Affirmative on that!” Ono added before quickly focusing his attention back on the Pegasus ponies lifting the fabric. “Just a little bit more to the left.”

"Beshte?" He asked the hippo currently carrying the portraits.

“It’s okay, I got this.” He said, leaving the little dragon starting to feel upset with nothing to do before turning to Kion who is seeing Fuli and Rarity work together in laying out the tarp so they can properly repaint the bottom half of the walls.

"Isn't there anything I can help you with, Kion?"

Pinkie Pie and Bunga passed by while soaping the floors and speaking quickly at the same time

"Don't worry about it, Spike!”

“It's all good!"

“I think they’re right." Kion agreed. "It looks like we've got it, Spike. Looking great, everybody!"

“How about you Fuli? Kyoga?” Spike turned to the cheetah assisting the unicorn with the paint setup.

“All taken care of!” She quickly replied ready for a magical lift from the unicorn and lioness (to the best of her ability) so she can reach the high hard to reach spots.

“Sorry, Spike.” Kion apologized. “But we’d rather have you stick by our side while my mom, dad, and the princesses have their meeting in the castle than leaving you unsupervised.”

“But why?” Spike protested. “I could have taken notes for them in how they plan to deal with the threat of Scar and you could have helped proposed ideas too.”

“Yes, but…” Kion acknowledged but hesitated with his next words. “…it’s in our best interests that we are sit out on these meetings since you know…”

“…Right. Twilight.” Spike sadly sighed while Kion briefly sports a solemn expression at the memory of his friend’s betrayal and turn to the dark side. “Anyways…” He then said wanting to press forward with a smile while pulling out the comic book from his backpack. “…Why don't you find a quiet spot and finish reading your comic? Aren't you right at the part where Hum Drum was about to stop the villain?"

Spike frowned at the thought and mention. "Hum Drum never stops the villain. He's just there for comic relief." He then suddenly stepped in something, a water bucket, much to his annoyance.

“Here let me help you.” Spike offered while quickly stopping him before he could tumble around the floor in vain to get it off.

“Thanks.” He said to the prince with a mixed feeling of gratitude yet unhappiness at being unable to help out before moving to walk up the steps to read his comic in private.

Kion could only watch on feeling sorry for him along with the fact he too is dealing with the pain and grief over Twilight’s mental state and villainous status before moving to help Rarity and Fuli out with the repainting of the castle.

Spike then retreated to the room where he, Kion, and Kyoga first found the Princesses' journal along where Twilight held them captive briefly. He placed his back on a pillow on the floor before beginning to read out loud right where he left off from.

"Mane-iac breaks into the museum... Okay, here we go. …" He began before eyeing the next part of the story with utter dismay. "Ugh, what a surprise! Hum Drum is in the way again while the Power Ponies do all the work! I guess I know what that feels like…" He sighed before flipping to the next page before gasping because said page is blank. “Wait. What? How can that be the end?!" He flipped through the pages once more to make sure he wasn’t having any mind tricks before seeing it’s real. "What's… that?" He wondered when he spotted some writing at the lower corner of the white page. "You can... retr-" What? "You can... return..." Urgh!" He tried to read it but the words were too small to read before getting up from his pillow. "I know I saw a magnifying glass laying around the last time I was here…"

At that moment, the Lion and Pony Guard were walking down the hallway, searching for him.

"Spike! Where are ya, Spike?" Applejack called out.

"We're breaking for tea and biscuits!" Rarity added in his direction.

“Your favorite!” Bunga called out encouragingly.

At the same moment, Spike managed to find the magnifying glass and read the words while his friends continued to call out his name. "Okay, let's see." he read the words out loud. "You can return to the place you started when the Mane-iac is... defeated." Huh?"

The Guard were close to finding where Spike was with Ono flying ahead to see if he is in the library.

“Wow!” He voiced upon seeing what’s around him. “How come I never got to really enjoy this place?” He wondered before quickly focusing his attention back on finding Spike inside.

"Take a closer look to join the adventure in this book"? What does that even mean?" Spike again asked out loud just when the comic book suddenly started to glow. "Whoa! Cool!"

It was just when Ono followed by the rest of the Guard arrived.

"Spike! What are you—" Kion asked before he suddenly felt a powerful force dragging him into the book.

"Heeeeeelp!"

"Spike!"

Kion quickly rushed to pull Spike away from the book, but the force was too strong for him to do so before getting pulled in as well. Rainbow quickly rushed over and tried to pull Kion back. Fluttershy followed after her, with Rarity, Applejack, Fuli, Kyoga, Beshte, and Ono following suit. But no matter how hard they tried, it was far too powerful for them to fight it. The Lion and Pony Guard found themselves all forcibly sucked into the comic book with Pinkie Pie and Bunga hopping along and cannon balled into it.

"Weehee!"

“Germano!”

As soon as everyone got sucked into the comic, Twilight popped her head from the nearby window before transforming into a magical dark purple and black colored mist before following in after them without being forcibly sucked in.

Inside the comic world, Spike groaned as he woke up and got up to his feet. He moved to look down from the ceiling he was standing on to look over to his surroundings. He was currently standing on a tall building overseeing a nighttime sky along with skyscrapers nearby in a metropolis like city.

"Somepony wanna tell me what the hay is goin' on?" Applejack's voice spoke up.

“Yeah, what she said!” Bunga added when Spike spun round, gasping at what he was seeing.

"Holy new personas!"

Each of the Mane Five along with the Lion Guard were standing on the same ceiling as him with new appearances.

Kyoga was wearing a bright peach magenta full body suit with a light red plated collar, royal blue boots with bright blue crystal heart symbol that match her cutie mark on them with dark blue straps, and peach magenta goggles with yellow outlines over her eyes. She also had a light blue plating around the top of head where a unicorn horn is in place on her forehead.

"You're the... Masked Matter-Horn!"

Pinkie Pie wore a full white body suit with purple arrow shaped stripes on them. Her hair was styled back with a bit of it sticking out of her suit with her tail a mix between being a little puffy and lightning shaped.

"Fili-Second!"

Rainbow Dash wore a black suit, with white boots, styled with white colored lightning bolts on the top. Her mane was Mohawk styled and bore a yellow lightning bolt necklace around her neck similar to the Wonderbolts.

"Zapp!"

While Kyoga and Rainbow were adjusting to their new suits, Rarity on the other hoof admired her’s, which was dark blue with a light blue collar and matching diamond prints, a yellow broach necklace with a pink diamond on it with matching diamond braclets around the front ankles of her suit. She also had a matching dark blue mask and had her mane was styled into a curled bun with the same diamonds from her bracelet and chest.

"R-Radiance!"

Applejack wore a red body suit with black bands with gold colored apple prints on them on her hooves and a matching ski mask on her suit, her mane and tail wrapped up in green ribbons and a saddle with a robe was on her back.

"Mistress Mare-velous!

Fluttershy walked out from behind Applejack looking very uncomfortable while wearing an aqua green suit with a purple bandana around her neck and a matching mask over her eyes, along with a purple and pink flower and butterfly bracelets. In addition her hair was styled back to resemble Celestia and Luna’s without the magic to keep it afloat.

"Saddle Rager! You're the... Power Ponies!" he then turned his attention to the Lion Guard who all were wearing super hero styled suits. “And like them you look…uh…interesting!”

Kion wore a red body suit with gold colored lightning bolts, nine on his right side, five on his left side, with a black colored outline all around it with his tail covered up in a black ribbon, wearing matching boots and a mask around the eyes of his face. On the center of his chest was a orange-yellow big “K” on it.

Bunga wore a light blue body suit, with white boots and gloves. His suit extended to the back of his head which covered the upper half of his face accompanied with a pair of white strapped glasses.

Beshte was wearing a green body suit with a big black-colored “B” on it along with black outlines on his boots while turning himself around trying to understand why he is wearing it along with the mask that covers only his eyes.

Fuli was wearing a golden tiara with a red star on her head, with a matching gold metal plate on her chest with a big red colored “F” on it, over a red sleeveless tank top with matching knee-length boots, and a blue skirt with white stars on it.

Ono was wearing red bodysuit with yellow and green colored fabric on his wings and around his waist. His feathers and mask were colored black.

“What is this?” The egret commented on his suit finding it rather odd.

“I wish I knew.” Fuli answered just as lost as him while trying to understand her outfit, personally finding herself not quite a fan of skirts.

Before Spike could explain what was going on, an explosion was heard from down below. Everyone rushed over to the edge of the building to see what was going on down there. Someone was robbing the museum and had blown out the front entrance with smoke coming out from within. The criminal responsible for this mess was a purple coated mare with a very long green tentacle-like mane and matching eyes with red irises in the center of them. In addition, she wore a purple body suit and black and yellow boots on all four hooves.

"Power Ponies! How kind of you to join us!" She greeted with a maniacal laugh.

From first glance it is very clear that is mare is insane and very dangerous. Especially since she’s got a mane as long and as big as an octopus and an electric orb in her hooves to which she managed to obtain from her most recent theft.

“Hevi Kabisa!” Kion exclaimed in shock and horror upon seeing this mare.

“No kidding.” Bunga agreed before asking. “Who’s the crazy pony down there because she clearly lost her marbles?”

"And did she call us...Power Ponies?" Applejack asked not sure of who she was really referring to.

“My comic book...It somehow zapped us all in here!" Spike suddenly realized when he picks up that the mare is referring to them.

“Of all the books I could have gotten sucked into, it had to be this one.” Ono grumbled.

"Somebody zap us back out!" Rainbow Dash complained.

“We can’t!” Spike exclaimed because of the tiny print he read earlier. “My comic book! It said the way to get back to where we started was to defeat the Mane-iac! Your arch-nemesis!"

“Her…” Kion started.

“…our arch-nemesis?” Fuli finished.

“Apparently.” Kyoga remarked still not understanding this either.

From down below, the Mane-iac looked upon the crew from the top of the building before declaring. "Time for the mane event!"

“Ugh, seriously…” Ono remarked in a deadpan tone at that lame pun.

“…I know that was lame.” Bunga agreed not finding it funny before seeing that the mare has used one of her tentacles from her mane to hurl a pretzel truck their way. “Whoa!” He screamed before extending his arms out bracing for the impact before Fuli quickly charged over to pull him out of harm’s way.

But what happened caught everyone around them off-guard and it was something that amazed Bunga himself. A pretzel truck that is now hurled back to the ground after she managed to grab her friend and quickly performed a spin kick after seeing that it was dangerously close to crushing her friend. The truck instead nearly struck the Mane-iac after she quickly dodged it yet visibly surprised that even happened.

“Un-Bunga-veilable!”

“Poa!”

“Did that really just happen?”

Bunga followed by Beshte and Fuli all commented at the sight of this new found power the honey badger has been gifted.

The Mane-iac after getting over her shock of having her attack redirected, continued hurling objects at them, using one of its hairy tentacles taking on a metal mailbox and hurled it at the building in Pinkie Pie’s direction. After dropping Bunga to safety she quickly moved to charge at the object and amazingly makes a strong punch towards that sent it right back to the pony attacking them again. When she turned back she suddenly saw that Pinkie Pie was already gone.

"Pinkie! Where'd she go?!" Rainbow shouted upon seeing she’s nowhere around until...

"Wheeeeeeee!"

Everyone turned to the direction of their friend's voice as she, literally, ran at super speed all around the buildings, leaving behind a neon pink streak.

“Huh?” Bunga asked with widen eyed while trying to process what she just saw. “How is she doing this? Even when she is trying to keep up with Rainbow Dash I have never seen her be able to do this.”

“And that’s usually her and my job to be the Fastest of the Guard.” Fuli added in agreement while still adjusting to her superhero skirt which is long to the point it just covers part of her upper legs. “Along with not having to be a little fashionable about it.”

“Well I don’t know about that…” Rarity naturally voiced to disagree while admiring the patriotic colors of the cheetah’s outfit. “…because personally I think that outfit fits you quite nicely, darling, especially that skirt of yours.”

“Really…” Fuli was still skeptical. “...even if it’s a little revealing?”

“Well maybe but still, there’s no shame in wearing a skirt to battle.” Rarity reasoned.

“Anyways…” Spike spoke up trying to get back on track here. “…The magic turned you girls into the Power Ponies! Pinkie Pie is now Fili-Second, the fastest pony in all of Maretropolis!"

Applejack wanting to take action, quickly took out the rope that was on her saddle and used it to attempt tie up the Mane-iac, unaware the rope glowed when she did so. The Mane-iac effortlessly dodged out of the way and the lasso ended up wrapping itself around a lamp post instead. Applejack tugged to get it back but ended up being pulled by her mouth from the building and got tied up hanging upside down against the lamp post. The Mane-iac took delight in seeing this much to her victim’s dismay.

Seeing they need to stop her, Spike turned to the lioness next to her. "Kyoga! Freeze her mane!"

"Do what?" Kyoga asked.

"You're the Masked Matter-Horn! You can shoot all kinds of crazy power beams from your horn!“

“Okay.” Even though Kyoga doesn’t understand why she has a horn on her head, it seems that because she is capable of magic. But regardless, she focused her magic through her blue horn to give it a try with a bright blue aura of magic…

…which fizzled down into nothing after a second of glowing.

“Okay…that wasn’t supposed to happen.” She commented rather flustered feeling she should have had much more control over an easy spell.

"You know, I'm beginning to enjoy this." The Mane-iac remarked while wrapping one of her hairy tentacles around the orb she stole.

“Oh, come on, Kyoga…” Bunga urged her to give it another try. “…like this.” He demonstrated by thursting both of his arms right in the Mane-iac’s direction and ended up actually conjuring snow and ice from his palms which ended up striking the sudden shocked mare right in the face when her whole body gets encased in ice. “Whaaa….?!”

“Poa!” Beshte exclaimed.

“Hevi Kabisa! When did you gain ice powers?” Kion asked in astonishment.

“I don’t know…” Bunga gasped. “…I just found out.”

"Rainbow Dash!" Spike turned to the Pegasus hoping to build on Bunga’s accidental heroism. "You're Zapp, and your superpower is controlling the mighty forces of nature! Unholster the lightning bolt!"

The cyan Pegasus looked at her lightning bolt necklace around her neck before flying up to give her super powers a try. Using the necklace’s powers she summoned the storm clouds and managed to get lightning to appear in the sky. But instead of lightning, she instead accidentally created a tornado which began to pull everyone towards it while they all tried to hold on to the building to avoid being sucked in it.

"Lightning, not a tornado!" Spike shouted while trying to stay grounded to the ceiling.

“Hevi Kabisa! Not again!” Kion screamed while getting suck in it.

At that moment, Pinkie Pie was running back towards the group still running around the place, now wearing bunny ears, a scarf, large M shaped glasses, a flag with the letter M on it, and carrying a plate of cupcakes in one of her hooves. She quickly tried to stop herself when she saw the tornado but it was too late and she ended up getting sucked in along with the rest of her team.

"Whoa!"

One of Pinkie's cupcakes landed on Rainbow's face just when she too was sucked inside her own created tornado.

The Mane-iac after freeing herself from her ice encasing, she then used her hair as a hammock to watch the mayhem and her arch-enemies fail miserably at trying to stop her.

“Whoa!” Fuli screamed while flying around uncontrollably while her superhero skirt stays in place while flapping around.

“Hapana!” Ono screamed when he suddenly turned green in the face again. “Oh no…” He then felt it coming up from his throat before letting it loose out of his mouth.

“Eww! Ono!” Kyoga complained.

“Sorry!” Ono apologized rather hazy and nauseous.

With Rainbow still not properly adjusted to her superpowers, Spike turned to the yellow Pegasus hoping she could do something to stop it, "Fluttershy! You're Saddle Rager! Lose your temper, and you'll turn into a huge, super-strong monster!"

"Oh, gosh!” She gasped at the very thought. “That wouldn't... be very... polite!"

“Ugh!” Spike face palmed himself seeing that Fluttershy is kind to do that before turning to the unicorn hoping she can do something to stop this. “Rarity! Use your jewelry to create attack constructs!"

"What's an attack construct?!" She asked clearly confused by what he meant by that.

"Just think of something, anything, and your bracelet makes it appear!"

The unicorn tried her best to concentrate by focusing on her magical bracelets, and managed to create something. A tea set, complete with a tea cup and teapot, all colored in a neon pink which all flew and shattered when they crashed into Spike.

"Something useful! Kion, Beshte, Ono, see if you can figure out your powers so we can get out of this!"

Beshte struggled and grunted while trying in vain to see if he can force his body weight to the ground in an attempt to plant himself down on the ground.

Kion tried running around the tornado suction yet finds nothing useful. At least until he found himself being able to run circles around the tornado like a super speedy race car on the track.

Ono trying to keep eye to eye with his friends looked at his utility belt before fiddling with it to try to see if there is something that’ll help them get out of this twister. He pressed a feather on one of the buttons that had a bird beak on it which resulted in a robin shaped wing attached to a strong wire popping out and attached itself to the lamppost Applejack is still trapped on.

“Whoa!” He screamed until he emerged safely from the twister and found himself flapping his own wings freely without a powerful force restraining him.

The tornado increased in speed and then hurled Spike out of it and against the wall of the museum. Once free from it’s grasp he noticed the object the Mane-iac now possessed.

"The Electro-Orb!"

"Well, this has been quite the mane-raising experience." The Mane-iac said while rolling her eyes. "But I really must be going."

While she wasn't looking, Spike reached out and took the orb, but didn’t get very far in escaping with it due to tripping over his cape and dropping it. The Mane-iac seeing this quickly regained control of it once more in her tentacle mane.

"Why, thank you, Hum Drum!" She said before turning away to leave…

…just before Ono snatched the orb up and quickly darted away before she could spot where she flew ahead to. “What?!” She growled before swinging around the lampposts in search for the egret dressed like Robin. “Where did he go?”

Once they left, Spike looked at himself, taking notice of his suit which consisted of blue boots, gloves, belt, mask and red cape. "I'm Hum Drum…?!" He sadly expressed but hardly had any time to dwell on it since the tornado sucked him back up along with Ono who got flung into the tornado by the crazy villain who managed to retrieve the orb back.

“Applejack! You gotta... help stop the... tornado from destroying.. the city!" He called out to the trapped earth pony.

"But every time I move, this darn lasso gets tighter!" She complained.

"You're psychically connected to it! Will it to where you want it to go, and it'll obey you!" He quickly shouted out to get her to have a better idea of how it works.

Applejack then did exactly that and just like that the lasso listened to her thoughts and she was free. Using her newly controlled powers, Applejack tied up the tip of the tornado causing it to inflated like a overinflated balloon. The winds inside backed up before it imploded, thus freeing everyone else.

The Lion and Pony Guard had managed to escape unharmed and Rarity managed to create an pink glass dome-shaped force field around herself so she would land safely.

Pinkie Pie jumped and giggled before running, "That was spin-tastic!"

“I’ll say.” Bunga said feeling excited from the wild ride while dusting himself off.

Although Ono still was still feeling airsick from the experience. “Oh, finally.” He barked before flying off to empty out what’s about to come out of his mouth.

“Everyone okay?” Kion asked everyone after getting back up to his paws.

“Yep.”

“We’re okay.”

Both Applejack and Fuli replied while standing up with the former approaching Spike wanting to know more about what they are all in right now.

“So lemme get this straight, we've been sucked into some kind of comic-book world?"

"Technically, it's called Maretropolis." Spike corrected. "And if we wanna get back to Ponyville, I think we have to stop the Mane-iac from using her doomsday device to destroy it!"

“Well, that shouldn’t be too hard.” Kion commented. “Question is if you all got superpowers then what superpowers did we get and what happened back there?”

“I don’t know!” Bunga commented while extending his arms at a nearby soda machine from inside the museum. “But boy, am I thirsty.”

He reached out towards the machine while moving towards it, all while creating an uphill ice ride up there before freezing the soda machine in the process. He moved to break the glass before moving to obtain the soda can of his choice and drinking from the can itself. “Mmm. Nothing like an ice cold Pepsi from Maretropolois to get my mojo going.”

“Feeling peppy already?” Kyoga asked with a blank expression.

“Very.” Bunga nonchalantly replied while downing his first can already before moving to help himself to another drink.

“Well at least we know what your superpower is.” Ono remarked while trying to fiddle with his utility belt some more. While doing so, he found a small arsenal of weapons at his disposal such as, the grappling hook he used to escape the tornado with, pepper spray, a Taser, and small balls that really smoke bombs for whether he needs to make a quick escape. “And I wonder what these do.” He pulled out a smoke bomb and tossed one at a building before it rebounded and redirected itself right at Bunga who had just noticed it after downing another drink. “Oops! Bunga watch out!”

Kion acting quick, ran off at super-fast speed pace to pull his friend out of harm’s way to the point he managed to do so by saving him with a just a split-second to spare.

“Sorry!”

Ono tried to get better control of his belt but ended up firing off the weapons he had at them by accident. All to which Kion had barely dodged by just a fraction of a second to avoid injury.

During the accidental chain trigger of explosions and destruction, Ono accidentally made a lamppost fall over right in Beshte’s direction.

“Watch out!” Fuli shouted before quickly sprinting over to leap up onto his back and manage to stop it from by hoisting her upper body to catch it. She struggled a little to keep it up, but she managed to do it and then hopped off of Beshte before discarding it into the streets. “Phew! That was close!”

“I’ll say…” Applejack agreed looking pretty amazed yet shocked to see this strong display from the cheetah. “…and that was a pretty great throw there.”

“Well thanks.” Fuli thought nothing of it even she is amazed and wondering how she was gifted with this special super power. “And what about you Beshte? Have any special powers under your suit.”

“I don’t know.” Beshte replied when he tried moving around hoping he’d figure it out himself.

He tried concentrating his mind on what he knows and what he can do such as trying to lift up the damaged hot dog cart before moving to try to punt it across the street, albeit the same results when on patrol outside of the comic world.

He then tried focusing his mind seeing if he has psychic powers but is not heating anybody’s voices. He then rubbed his head in slight pain after giving himself a small headache from that which briefly turned his body orange as a result before turning back to normal color.

“Ow.”

“Okay…” Kyoga spoke still puzzled on Beshte’s hidden superpowers. “…so I am Masked Matter Horn, Kion’s super speedy, Bunga’s Ice Man, Fuli’s Wonder Woman, Ono’s a dressed up Robin who carries special gadgets in his belt, and Beshte…well…I guess has something that we’ll find out in time. This is interesting.”

“I’ll say.” Kion agreed before speaking of something they need to tend to. “And since we are here, we need to stop that crazy pony before she does any more damage.”

“No kidding.” Fuli remarked wanting to do so right away. “The sooner we take care of her, the sooner we can get out of here.”

Both Rarity and Bunga share a smirk together in the cheetah’s direction.

“Are you sure it’s because it’s the right thing…” Bunga began teasingly.

“…Or is it because you don’t like being in that girly girl outfit?” Rarity added in the same manner while gesturing to said outfit around her body.

“Both.” Fuli bluntly answered while not even eyeing her outfit in discomfort. “It’s one thing being dressed up willing compared to being forced into an outfit against your will.”

“Okay…” Bunga chuckled before quickly shutting up when the cheetah gives him the stink eye. “…I will stop talking now.”

"No biggie." Rainbow Dash said feeling they can stop her no problem. "I was already awesome. And now we've all got superpowers!"

"Almost all of us have superpowers…" Spike said sadly.

“Well, considering…” Bunga started before being glared at by Fuli. “…what I was just going to say we still don’t know whether Beshte has superpowers or not.” He then quickly turned to his friend. “No offense.”

“None taken, Little B.”

"Surely you must have them too, Spikey-boo." Rarity said, in an effort to comfort him while creating a cane-like object with her magic bracelets to lift up his cape. "Your character is wearing a cape!"

But this failed to cheer him up slightly. “Yeah, for absolutely no reason. He's pretty much useless…"

Deciding that the little dragon need some comfort, Fuli was quick to quick to place a hoof on his shoulders with Kion moving to do the same. "Good thing you're not really Hum Drum, then." She said to him.

“That’s true.” Kion agreed. “And considering we’ve seen you in action before, how could any of us think you’re useless.”

Spike felt very touched by his words giving the two a very pleased and cute buttoned up face for thinking otherwise.

Rainbow Dash landed alongside the others before speaking up what should be short, sweet, and straight to the point. "So the six of us Power Ponies and five superheroes will take care of Mane-iac, and get us back to Ponyville!"

"Spike, where is the Mane-iac building her doomsday device?" Twilight asked so they can make pinpointing her location easier.

"Her top-secret headquarters!” He answered with a sense of urgency. “But you'd better get there quick. That glowing orb she just stole is what she's going to use to power it up!"

"Lead the way, Spike!" Kion told him since he knows this story very well then he knows where to find her.

"Then leave the rest to us!" Rainbow Dash added.

So with that, the Lion and Pony Guard are on their way over to where the Mane-iac is currently hiding…

…all while Twilight’s sinister looking eyes watch them from the shadows lurking over one of the tall skyscraper buildings from up high before teleporting away in a flash.

“There it is.” Spike directed their attention to the building where a neon sign of a bottle of shampoo pouring on a mare’s head.

"So, the Mane-iac's top secret headquarters is….a shampoo factory?" Applejack asked.

“Well, considering the mare has a specialty in caring for her powerful mane, it makes sense to me.” Ono commented finding it no surprise.

And in order to defeat the Mane-iac, Kion stepped forward and spoke up ready to lead the team into action. “Alright, Power Ponies, and Superheros, here's the plan. Rarity, you, me and—"

But Rainbow Dash being quick to jump the gun already took action. “Come on out, Mane-iac! Or the Power Ponies are comin' in!" And with the power of her necklace, she created lightning storms which caused the neon sign on the building to lose its power.

“Rainbow!” Kion scolded while groaning and face-pawing himself in exasperation.

"So much for "element of surprise." Fuli remarked rather annoyed before walking ahead with the others while Spike stuck behind still feeling useless to help in battle.

"Guess I'll just hang back here doing nothing." He sadly said.

As the team of superheroes approaches the building, Fluttershy expressed nervousness at the thought of confronting her. “Oh, I don't think she's home. Maybe we should just come back later."

No sooner that she said that, said mare’s maniacal laughter was heard from inside.

"She's home." Rarity confirmed with quiet fear to her timid friend just when the large door of the building slid open, to reveal a group of male ponies, the Mane-iac’s henchponies all wearing stylish clothing and styled manes with a lot of hair product in them similar to their boss’s, and all ready to take down the heroes trying to stop them.

"Time to Power Pony up!" Applejack declared ready for battle.

"Ooh! Nice catchphrase!" Pinkie complimented while rapidly galloping in place before charging into battle.

The first group of ponies aimed to attack with Kyoga moving to try to use her powers again. By focusing on her horn, she tried to freeze them in place. But since she was still adjusting to the horn she ended up hitting the pony with a snowball instead.

The pony shook it off before advancing on her again, but this time he was frozen in place and then punched out with a stream of snow, curtesy of Bunga.

“That’s how you do it!” Bunga trumiphantly said to his defeated foe while the lioness looks on very impressed yet embarrassed.

“Touche.”

“It’s an improvement, no worries.” Bunga quickly assured so there’s no hard feelings before pressing forward.

Another pony with his eyes locked on Applejack before charging at him. In response in order to defend herself, Applejack used her horse shoe boomerangs to clasp the pony's hooves together, causing him to slip and fall.

At the same time, Ono tapped his ulitly belt and unleashed a few spinning ropes right at the mooks trying to take him and Applejack down onto for them to trip up and fall over when they tied up their legs together.

Looking over their defeated foes, the two shared a high-five with their hoof and wing respectively with satisfied smiles.

Pinkie Pie ate a pastry when another henchpony came at her. She quickly ran off ahead when he confronted her and reappeared behind him and tapped his back. He turned in her direction but she was already gone.

She continued tapping his shoulder while reappearing and disappearing over and over again until he suddenly found himself punched in the face by Kion who charged at him while he was distracted. Pinkie then reappeared and followed it up with a pie to the pony’s face.

Pinkie giggled while Kion smiled before they moved to do it again to another henchpony with the latter playing the game this time around before the former tackles him down while giving Kion a pie to smack the goon in the face with.

Rarity used her bracelets to wrap one of the ponies on the floor just when another henchpony from the top of the building kicked the damaged neon sign in her direction. Fuli quickly countered the attack by leaping up from the giant umbrella the unicorn created and performed a spin kick to propel the sign right back at him, causing the henchpony to flee.

"Ooh, I do so love a functional accessory!" Rarity remarked at her bracelets.

“And I sure love a good fight.” Fuli added before they pressed forward in battle together.

Fluttershy whimpered when a pony came charging at her, only to be stopped by a hard charging hippo.

“Twende Kiboko!” He shouted while plowing straight into him with Rainbow following it up by shooting lightning in his mane.

"My hair!" He cried at his singed mane and face before running off and away.

“You okay, Fluttershy?” Beshte quickly asked out of concern.

Fluttershy meekly nodded wit Rainbow lowering down to her level. “Seriously? You aren't even just a little angry right now?"

Fluttershy simply shook her head in 'no' before spotting Beshte’s face turn orange briefly. “Oh my goodness.” She gasped. “Your face!”

“What about it?” Beshte asked not seeing why until Rarity quickly handed him a mirror. “Oh.” He realized just when his face returns to normal color. “How did that happen?”

“I don’t know, darling.” Rarity replied while highly surprised herself. “Perhaps, there is some kind of superpower we have yet to figure out.”

“Maybe for another time.” Kion kindly and gently put down the idea since they have already defeated the Mane-iac’s henchponies. “Other than that, great work, Power Ponies, and Power Friends.” He then commended everyone. “Now let's take care of the Mane-iac and get ourselves home!"

"I don't think so!" Said mare called out to them before appearing in a purple and black smoke with the Mane-iac appearing alongside the mysterious sorcerer wearing purple and black robes.

The sorcerer quickly took action against the super powered crew while charging up the magic from her fore-hooves and launched it straight up against the group to split them up.

“You never thought you’d get this far without a challenge? Did you?” The sorcerer’s voice questioned them to which sparked small gasps from everyone.

“Twilight?!” Both Kion and Spike softly voiced in horror.

“Correct.” She confirmed while ditching the cloak to unveil her purple and black jumpsuit which had a small “M” on the chest of her suit with large black horns on top of her helmet.

She quickly charged her horns once again to quickly tase Kion who screamed in pain before dropping to the group having lost consciousness.

“KION!” Everyone exclaimed while the Mane-iac chuckled sinisterly at this sight before gloating.

"As much as I like to savor this moment, I have a city to destroy, and I'm not about to let the Power Ponies and their friends from the Guard stop me! Not this time!"

"Just watch us!" Rainbow exclaimed in fury with her eyes locked on Twilight with her powers aimed directly at her.

But the calm and collected mare was expecting her to charge like that so she simply focused her horns at her before freezing her in place with her magic just inches away from her face. With a large can of hair spray provided by the Mane-iac, the Pegasus was left frozen in place. Once she was immobilized, Rainbow was dropped to the ground unable to move a muscle by the mare all without a single change of her expression.

“The Hairspray Ray of Doom!” Spike recognized. “It stops you in your tracks and renders your powers useless!"

Seeing their friends neutralized, the others narrowed their eyes at their enemies.

"We'll just see about that!" Rarity vowed before leading the charge against them.

The Power Ponies and the Lion Guard charged to attack her, ready to use their powers. But the mare simply leapt up and performed a split punch and kick to knock out both Fuli and Pinkie Pie in one move. She then grabs ahold of Applejack’s lasso before pulling the latter off of her hooves slamming her against the wall of one of the buildings behind her while knocking down both Bunga and Ono by using the farm pony’s weight against them.

Kyoga tried to work her magic against Twilight before she quickly turned and traded a few magical beams at each other before the latter moved to unleash a powerful freeze spell to stop her in her tracks. After freezing her, the lioness is then greeted to a punch to the face while knocking her into Beshte who fell backwards from the impact of the collision. With a simple spray from the Mane-iac’s can, they were all rendered powerless and useless, and at the villain’s mercy.

The Mane-iac laughed in triumph as her henchponies moved to capture them on the spot.

The only ones not yet captured are Fluttershy currently hiding behind a mailbox while Spike peaked out from inside the metal container.

"Fluttershy, please! Just a little anger?" Spike implored of her so they can stop them from capturing their friends.

"Well, I'm not so much angry as I am concerned, bordering on terrified!" She quivered still unable to tap into her inner strength.

And she would have no time for that when suddenly a patch of smoke consumed her and froze her in place courtesy of the Mane-iac herself. She took her captive before aiming her spray can at Spike.

"Don't spray!" He pleaded.

Mane-iac cackled like he was joking when he said it. "Oh, Hum Drum, why in all of Maretropolis would I use the Hairspray Ray of Doom on you? Rather pointless, don't you think?"

The Power Ponies and Lion Guard all cried out to their friend for help, all now powerless to save themselves due to being frozen in place, while being dragged away by the hench ponies into the factory with the door closing after them.

Spike got out of the mailbox but, and as luck would have it there happened to be a bucket in place to where he set foot in. Spike sighed in defeated dismay, and at a loss of what to do to save them now.

Nevertheless he moved towards the factory while sneaking inside the air ducts so he can get inside. Even so, he was determined to get his friends back.

Inside the building, the captured team of heroes are all locked inside a cage while still frozen. Kion and Fuli both struggled to try to move their limbs so they can move to get themselves out of this but it was really hard due to the effects of the freeze spray. And every time one of them manages to get even so much as a slight move from the wrist, a henchpony, who was reading a newspaper, having been alerted by the timer going off sprayed the heroes repeatedly, thus keeping them to remain frozen in place.

“Seriously?!” Fuli remarked in annoyance. “Every time!”

The Mane-iac having heard that laughed in a taunting manner. “That’s right, Wonder Woman, every time.” She cackled at the cheetah narrowing her eyes at her direction. “No matter how hard you try and no matter how hard you struggle, my hair spray ray of doom will always stop you in your tracks.” The cheetah growled in response with her teeth gritted at her words. “Aww, don’t get all mad, little kitty. Even when you play dress up you still look cute when you’re mad.”

During her taunting, one of her long tentacles curled inside the cage while brushing Fuli’s fur. When she was just taking it outside of the cage…

“YEEOOOW!”

She retracted her tentacle in pain while eyeing the defiant superhero who bit her.

“Wanna try doing and saying that again?” She challenged. The Mane-iac simply scoffed before turning away while secretly crying while tending to the bite wound Fuli left on one of her tentacles. “I didn’t think so.” Fuli said with a smug smirk while friends smile in approval of her actions.

“But small problem…” Bunga pointed out while retracting a finger. “…we’re still here…” Then gets sprayed once more. “…and the villain is still out there.”

“No worries.” Kion quickly assured. “Not for long.” Bunga quirked a brow at him until he added. ”Spike.”

“Oooh, right…” He realized. “…they didn’t capture him…at least not yet.”

“Considering his character is based off an incompetent sidekick, I would say they wouldn’t even bother trying to capture him.” Ono remarked thinking he is still free. “I just hope he hasn’t given up on us.”

“Of course he hasn’t.” Beshte quickly assured. “He’s probably making his inside trying to figure out how to get us out of this.”

“I’m sure he is…” Twilight said to them while suddenly appearing before them. “…especially with all things considered.”

“Twilight!” Kion exclaimed in shock. “What are you doing here?!”

“And why are you doing this?!” Fuli added feeling her vengeance is going another level here.

“Well let’s see…” Twilight began while crossing her arms and tapping her chin. “…we’re enemies, there’s seeing to it that you are all captured…you do the math and you’ll know why I’m here. And back onto the subject of Spike, you all should be thankful he has the heart to press forward to come to your rescue even when he has the nagging feeling of useless.”

“Useless…”

“…when did we ever say anything like that?”

Both Bunga and Beshte both questioned before being shown a visual of said little dragon making his way into the factory through an air duct, but with opposite thoughts on his mind.

"What am I supposed to do? I'm useless. No wonder my friends never need me to do anything important. They're the ones with superpowers. They've probably already figured out how to escape."

Twilight quickly ended the magical visual before looking on towards the frozen group with a look that says “Does that answer your question, along with not trying to get him to join in on the cleaning.”

“But we had everything under control.” Ono innocently insisted. “We didn’t need his help.”

“But did you ever consider his feelings of whether he actually wanted to help?” Twilight pressed of them unconvinced.

“No.” The egret admitted while the others lower their eyes in shame the more they think about it and how they were paying little attention to him earlier along with the past memories of what happened before Spike continued to read his comic book in the room where they would find him.

“I may not be perfect, but at least I try my hardest to treat him like an equal and take his feelings into consideration.” Twilight said to them while circling their cage. “Maybe you all should start following my example. Start by treating him as an equal friend a little more.” She advised before working the magic from her horns before teleporting her way out of the comic. Before leaving she gave these parting words. “Good luck getting out. You’re all gonna need it.”

Spike still in the air ducts then felt the weight of the duct give way due to stepping on a grate that opened up causing him to fall to the ground and onto the catwalk of the factory. He leaned against the railing and spotted his friends in the cage.

"Or not!"

He proceeded to crawl on the catwalk, to avoid getting spotted while looking down to witness the hench ponies gathered together just when the Mane-iac arrives back inside the room to deliver her grand speech of her evil plan to the imprisoned superheroes.

"Congratulations, Power Ponies! You shall live just long enough to see me fire... the instrument of your destruction!"

Mid-speech, a hench pony removed the large red blanket to reveal a large hair dryer-like cannon aimed at an open window of the factory that serves as her doomsday devise. She then placed the electric orb into the generator of the machine before continuing.

"Once the Electro-Orb has powered it up completely, this cannon will amplify the power of my mane one million times, expelling an energy blast that will cause everypony in Maretropolis's mane to grow wild! Ha, ha, ha, ha, ha, ha, ha, ha! You will be my weapon's first victims, and there is nopony who can save you from this fate! Ha, ha, ha, ha, ha, ha, ha!"

She then moved her cannon, aimed directly at the heroes. But Fluttershy cleared her throat to get her attention with something to say.

"Ahem. I don't mean to interrupt, but aren't you forgetting about somepony?"

"Hum Drum? Little guy?” She immediately scoffed. “No superpowers whatsoever? Ha, ha, ha, ha! He's utterly useless!"

“Oh no he’s not!” Kion stated which caught her and Spike’s attention. “He’s more than that. He might not have superpowers but he has what it takes to stop you.”

The Mane-iac rolled her eyes dismissively in response. "Puh-lease. Everypony knows you just keep him around because you feel sowwy for him. Wah. Wah."

"Maybe in your world." Kion continued still firm on what he said. "But in our world, he's our hero!"

The others all cheered in agreement which left Spike with tears of joy in his eyes even whenever he makes mistakes. And that gave Spike the confidence he needs to push forward in coming to their rescue.

"I'm not like Hum Drum! When my friends really need me, I do come through! And they need me now!"

He then eyed the doomsday device, more specifically the energy orb. It was there he had a plan forming in his mind.

"I see dementia must be a side-effect of prolonged exposure to the Hairspray Ray of Doom." The Mane-iac said to the heroes before turning to her henchponies, "Tonight, we stand upon the brink of immortality, for we collectively – though, mostly me – have finally defeated our most hated nemeses!"

As she continued her rant, Ono spotted Spike sneaking by and then turned to Kion who then smiled upon spotting him and proceeded to keep quiet ready to be free from the freezing spray effects.

Spike took the red curtain that was over the cannon, before attaching one of the hole punctures onto a hook, connecting it to a chain hanging from the catwalk. He then repeated the process after sneaking across the room to get the other corner hooked up to the hook while Mane-aic continued with her dramatic villain speech.

"We have hurled the brush of badness into the now fearful face of, ha, ha, ha, goodness, and have struck a blow for freedom in the name of oppression! And nothing will stop us!"

And right on cue, Spike pushed the large wooden box, which it’s long chains were connected to the curtain over the catwalk. The chains pulled on the red curtain, entrapping the ponies on the ground who were now all hung in midair as a result.

The henchpony who was guarding the heroes barely had any time to react when Spike swung at him on a chain and kicked him, causing him to collide and knock over the large hair spray can to spill it’s spray on the remaining henchponies. And with that, the freeze spray effects were finally able to wear off.

“Un-Bnga-veilable!” Bunga remarked very impressed with what he just did.

"Way to go, Spike!" Kion commended just when everyone is regaining mobility and getting ready for action once again.

Rarity used her bracelets to create a giant nail filler to cut the metal down, much to the Mane-iac's shock that this even happened.

“That’s what you get when you mess with the Lion Guard and Power Ponies.” Bunga called out to the surprised mare confidently.

"Get mad!" Rainbow once more implored of Fluttershy.

"I'm trying!" Fluttershy voiced with timid might.

Now that they are all free, the team all leaped into action. Rainbow and Ono flew out, Bunga created and ice bridge so he can slide down on, Rarity created a pair of stairs for herself, Fluttershy, and Beshte to walk down on, Pinkie Pie and Kion speeded away, Kyoga leaped down with Applejack.

“Let’s go.” Beshte encouraged the pegasus who is the last to come out of the cage. “I’m right behind you.”

Both Kion and Pinkie Pie teamed up to take down the group of henchponies in front them.

"Tag you're it! Tag you're it! Tag you're it! Tag you're it!" Pinkie happily said to everyone while tapping them with Kion quickly following it up by using his claws to knock them all down to the ground.

"Over there!" the Mane-iac desperately ordered of them to regain control of the situation, "There! There! Idiots!"

Kyoga after managing to get the hang of her ice powers created a floor of slippery ice for the henchponies to slip and slide just when Bunga was skating ahead of them in a taunting manner.

“That’s right! Come right at me!” He mocked before performing a back-flip to avoid crashing into the wall in front of them while the others weren’t so lucky. “Ice try!”

Kyoga just shook her head while trying hard to resist laughing at that joke before pressing forward. Admittedly, she can’t resist cracking a smile that looks like it’s ready to burst into laughter towards what she feels is a pretty lame pun.

Rainbow Dash's eyes glowed white, while using her thunder bolt necklace, to summon another thunder storm and formed a tornado, entrapping the henchponies in it.

"Need a place to put these guys!" Rainbow called out to Rarity who was quick to create three gigantic bird cages for her to lock the defeated goons up with.

Some of the cowardly ponies who didn’t want to fight tried to escape through the door, but they quickly found the door was already locked courtesy of Ono sending robin sized wedges right at the hinges to bolt it shut. With no way out they were are left desperately pleading for the door to open while being relentlessly pecked at by the gadget-carrying egret.

"Hold it right there, partner!" Applejack declared while used her lasso to tie the ponies up and then hung them the ceiling. Both Applejack and Ono high-five each other before pressing forward together.

Fuli is currently finding herself cornered by a group of henchponies. But deep down she wasn’t worried, because she was right where she wanted them to be. She quickly snatched the large metal pole right next to her with her tail before pole-vaulting herself to the other side. Once she literally flipped over and had them cornered she twirled the pole before whacking every mook that tried to charge and grab her. After defeating them she pole-vaulting herself up onto the cat walk before moving to find another group of ponies to take down.

While this was going on Spike currently watching this from the balcony noticed that Fluttershy is the only one not taking part in the fight with Beshte by her side constantly charging and plowing into ponies that try to target her.

"Fluttershy, where are you going?" He asked upon spotting her.

"You seem to have everything under control." She answered.

Spike was not about to let her walk out on her friends. "Fluttershy, we need you! You have to power up!"

The Mane-iac having heard him from her doomsday device proceeded to aim her cannon at Fluttershy.

"I'm sorry, it's just that nothing is making me mad." She apologized unaware that she is about to be shot.

Before she could fire, Ono having spotted what she was about to do, quickly pecked at her right in the face.

“Hey!”

“OW! Why you little…”

The Mane-iac cried in pain before using her mane to flick the egret away and slamming backwards into the wall very, very hard.

“Ouch! Oof! Ooh!” Ono groaned in pain to which Fluttershy and Beshte quickly rushed over to him.

“Ono!”

"Oh, goodness! Are you okay?"

“Affirmative…” Ono weakly responded before dropping down hard into the ground still banged up from the hit.

And that was what ticked her along with Beshte off, hurting a great friend and a living creature.

“Hey! That was not okay!” Beshte shouted towards the Mane-iac.

“Are you kidding me?" Fluttershy added Mane-iac enraged. "I mean, I know you're evil and everything, but you'd harm and toss aside my friend, up against the wall?! Really?!"

The more the two spoke, the Pegasus’s eyes started turning red, and the hippo’s skin turned orange.

“And that lady, was very, very, mean!” Beshte roared.

"A great, big, meanie!” Flutteershy shouted with their voices started to change into a deeper and intimidating voice. “There! I said it! What makes you think you're so special?! Like the rules of common courtesy don't apply to you?!”

“So pick on someone your own size because no one does that to my friend!”

Both Fluttershy and Beshte's bodies grew along with their anger, their green jumpsuits tore to pieces, their legs became bulky and large. They both had transformed into a gigantic monsters, who both roared loudly in pure anger.

The others watched on awe, even Kion and Fuli who came to Ono's aid with the latter unable to believe what she was seeing.

The Mane-iac, now struck with fear, began pressing the buttons of the doomsdays device in quick desperation to take them down. She managed to fire a large blue beam at the two. The beam struck both Fluttershy and Beshte, but it did little wonders for her since they managed to repel it with just the power of their super strength and mighty roars. The result lead to the beam flying back at her, causing the mare to be knocked back right off of the chair she was stationed in.

Both Fluttershy and Beshte jumped onto the cannon and began smashing and ripping it to bits without second thought. The entire Team gathered together, while watching wide shock at the sight their friends doing this.

In their rampage, Fluttershy then noticed the looks she received from her friends. She spit out a piece of the machine out of her mouth and twiddled her front hooves in embarrassment. Beshte having spotted their friends quickly stopped and then looked aside personally wishing they didn’t have to see them like this.

“Un-Bunga-veiable!”

“Hapana!”

“Hevi Kabisa!”

"So that's what his powers are like."

"Cool."

Their five Lion Guard friends expressed in stunned amazement.

“Good thing we’re friends with them.” Fuli remarked at the sight very impressed.

Just then, they all saw the Mane-iac, who’s mane has tied her up from the blast and is nowl laughing like crazy.

"My mane! My maaaaaane!"

Suddenly, she is encased in ice and snow courtesy of both Bunga and Kyoga’s powers.

Bunga blew the steam from his fingers like it was nothing to him with a proud smile. “Oh, chill it, crazy lady. Oh wait…” He said with mock realization. “…I already did it for you. Ice knowing you.” He turns to his friends. “See what I did there. It was pretty cold of me to say it.” They all stared in confusion at him. “But it was also a breezy team effort.”

“It sure was.” Kion agreed with a forced laugh at his jokes. “Classic Bunga.”

“I do what I do.” Bunga proudly remarked with Spike feeling the same way.

"Once again, the day is saved by—" He declared before he and his friends were all sucked through the light that appeared over them.

The Lion Guard and the now former Power Ponies where transferred out of the comic book and were now back in the castle. Once they all stood up and recovered, everyone all noticed their were all out of their superhero outfits and the powers that came with it. But still, they had a lot of fun today.

"Awesome!" Rainbow cheered with the others following suit.

But Bunga was one of those who is already missing the superhero world already. “Already back and already I’m missing my icy powers." he said with a disappointed and sad expression.

Fuli looked around her body to see that her Wonder Woman costume was now gone. “Maybe it was for the best.” She gently advised with a smirk. “Because to be honest, cold-blooded is not your style.”

“Says the cheetah who was wearing a skirt to battle.” Bunga teasingly remarked back.

Fuli rolled her eyes in response before returning a comeback. “Well at least I looked good kicking butt out there.”

“You sure did, Fuli.” Beshte agreed. “I don’t think I have either seen that kind of display of strength since Big Mac was in love with Cheerlie.”

“You mean the time she was placed under a love poison spell.” Fuli corrected with her friend nodding in response. “Me neither.”

“Well it was definitely more weight than what I can say I have could have done.” Applejack commented finding her superpowers back there pretty admirable herself.

"No kidding.” Rainbow joined in. “Did you see how I was raining down a storm of justice at the end there?!"

"You catch how I was wieldin' that lasso?" Applejack shared with her friend.

"Or how I was working my special superhero gadgets!" Ono added getting in on the excited sharing as the others. "They were not prepared for what I had in store for them."

“Considering they were expecting you had superpowers in tow.” Kion commented.

“Of course.”

"Cupcakes?" Pinkie Pie suddenly presented a plate of colorful cupcakes with the others.

"How did you—" Rarity immediately questioned.

"Eh, we had a good half second before we got sucked back out of the comic, and the Maretropolis bakery was only sixty-five blocks away!" She explained like it was no biggie.

Spike at that moment, laid back on the pillow on the floor feeling relieved from the exciting adventure. "I'm just glad to be back.

"I knew you'd come through for us Spike!" Kion said while approaching him with a compliment and an apology. “And I hope you realize that just because we don't always need your help, it doesn't mean that we don't think you're helpful."

Spike smiled in return to his apology on behalf of the team before responding with this bit. "And that you don't have to have superpowers to be a super friend."

Everyone said yes in agreement, with Kyoga placing a paw on his back. “You did good, Spike. And we’ll always appreciate it.”

"But I do have one question." Kion then said with his curiously stirring once more. "Where exactly did you get that comic book?"

"Twilight got it in Canterlot at the House of Enchanted Comics." He casually answered to which sparked surprised looks from his friends. "Well, I didn't know it meant they were literally enchanted! I thought it just meant, like, the comics they sold there had really enchanting storylines! And for the record this was before she turned evil." He quickly added unaware of the alicorn’s motives for purposely getting him that comic book.

“Well…that’s true.” Bunga was the first to acknowledge that. “…I mean I probably would have thought the same too.”

"And that was pretty fun getting to have the cool powers that came with our costumes." Fuli added in agreement.

“Even if some had outfits they didn’t like.” Rarity once again gave a teasing hint.

“Yes.” She quickly answered before thinking of something crossing her mind from earlier. “Although I do wonder what was Twilight’s angle in her role in our little adventure?”

“Obviously, she had to have some ulterior motive in helping the Mane-iac getting us captured like that.” Kion added in agreement.

“But why would she help her and Spike.” Beshte curiously wondered. “Knowing her if her intent was to trap us here, she would have succeeded.”

“Maybe it wasn’t what she really wanted…” Kion pondered. “…maybe it was about something else while we were trapped here.”

“But what?” Ono inquired the puzzled lion cub.

“That’s what I need to know.” He answered before they all pressed forward to resume the cleanup in the castle while ignoring the smirk the fashionista was giving her from behind. “Anyways, let’s get back to work.”

“Probably for the best.” Spike agreed before following after the other’s.

Once they were all gone, the comic book suddenly disappeared in a flash of white light…

…at the same time, familiar dark mists of magic were forming around Twilight who is currently creating a brief solar eclipse in order to further increase her power. Thanks to the distraction, she was able to complete the process before disappearing with another flash of dark magic once the magical process was complete, now more powerful than ever and ready to move forward.

"Psst..." Twilight's voice said to the Mane-iac who suddenly looked around in the voice's direction. "...over here."

"Show yourself!" She demanded while pulling out said mare hiding in the shadows.

"You found me. Good." She coolly replied in the mare's coils.

"What do you want?!" She demanded ready to shock her with the Electric Orb she stole.

"Actually, I'm here with an offer to give you something you want." She calmly answered much to the crazed mare's confusion and raised eyebrows. "What would you say if I handed you the Power Ponies."

"I'd say what's in it for you." The mare replied back still skeptical of whether to trust her because an offer like that is just to good to be true.

"I'll just sleep better knowing they are off the streets and at the mercy inside a locked cage."

Even when she has no strings attached presented, the mare was still unsure whether to believe her, but at the same time she really wanted badly to finally take down the Power Ponies.

"Surely you realize that if you've heard about my past encounters with them that the Power Ponies cannot be caught. What miracle do you possess?"

"The knowledge of knowing them very well to the point I can take them all on my own." She answered confidently while looking at the Mane-iac directly into the eyes. "So how about it?" She once again asked. "So how about it? You let me go in exchange for the Power Ponies along with their super-powered friends? It's a once in a lifetime opportunity." She tempted to which had the mare now convinced that she will take them down.

"How can I pass it down." The Mane-iac accepted before letting her go and then shook hooves on it to cement the deal before they both headed on over to the former's lair to lay out their trap for the heroes with the latter having a devious smirk with other plans in mind from this deal.

“Thank you, Lion and Pony Guard!” She said to herself while watching the mixed reactions of her former comrades with a sinister grin before disappearing...

Author's Note

In this superhero themed episode, well I'll start off by saying it took quite some looking into to find the perfect outfits for the Lion Guard crew but I managed to fit them in nice and fitting suits.

Kion much like Pinkie Pie is the speedy Dash Parr from the Incredibles while Bunga is the slick and cool Frozone. Beshte, much like Fluttershy's is Jimmy Neutron's super-powered form when extremely angered in "The N-Men." because it is super rare for the friendly hippo to get angry. Fuli is Wonder Woman because she's a very strong Action Girl like self in battle and Ono is Robin (and amusingly fitting since he is an egret after all) complete with a suit with special gadgets and tools to use to his advantage.

And as for Kyoga and Twilight, well, the former is Twilight's Power Pony self, and Twilight herself, I gifted her the abilities and appearance of Maleficent she is currently an antagonist at this time.

Moving on to the plot, what start's off as a simple cleaning the castle turned into a superhero themed episode when everyone gets all sucked into the comic book Spike was reading thanks to some teeny tiny print on the last page.

Now as superheroes, the Lion and Pony Guard have to work together in order to defeat the Mane-iac while adjusting to their newly gifted superpowers in this world in order to do so along with having to deal with Twilight who's lurking around and working some the events of these series of actions to her advantage to which we find out by the very end of this episode. And judging from the looks of things and knowing what's in store later in this season, it's not looking good for our heroes right now.

Next up later this week is "Bats!" where Sweet Apple Acres finds itself in a compromising situation when vampire bats threaten the apple stocks of the family farm. And by that I mean literally so stay tuned...

Episode 7: Rarity Takes Manehattan

Episode 7:

Rarity Takes Manehattan

In Ponyville, the Lion and Pony Guard have all gathered together at the train station in preparation for a ride on over to Manehattan City which is said to be the inspiration of fashion in Rarity’s words. Since they were all going out for the week they all had suitcases and bags in tow with what they need for the long trip.

While everyone each had one to two suitcases and bags in tow, Rarity however being someone who needed a lot of stuff to bring wherever she goes had quite a lot of luggage in tow. Luckily for her, she had kind assistance courtesy of both Spike and Beshte.

"There you are, Rarity!" Spike presented her luggage on a trolley. "That's the last of your bags."

"Actually, boys, I've got one last pile of bags, over there." Rarity directed their attention to another large pile of bags right behind them to which had Spike widening his eyes in shock at the sight.

"Won't you be a dear? After all, helping 'fair damsels' is what you're good at right?" She gently asked of them while batting her eyes.

“Of course.” Beshte replied being kind enough not to say no that, even considering that first pile of luggage was pretty heavy.

"Sure… I'll be a dear…" Spike agreed with smitten eyes before joining his hippo friend trying to pull on the luggage.

“Here…” Beshte offered while taking control of the lifting. “…let me handle this. This pile is pretty heavy for you.”

“Thanks.”

While Beshte proceeded to move and lift Rarity’s second pile of luggage without any problems, Fuli couldn’t help but find it rather excessive of their unicorn friend to be bringing along this many belongings. “And this is all necessary how?”

“Because I not only need my essentials, I also need my sewing equipment so that I can be prepared to create my latest designs for the upcoming fashion show that’s happening there.” Rarity answered.

“And judging from how hard it is for your friends to carry it, she had to bring… a lot.” Ono said feeling weary from having to help sort it out in the first place.

“Sorry, Ono. I couldn’t help it.” Rarity apologized before further expressing her excitement for the trip. “Fashion Week. An entire week in the fabulous city of Manehattan. Plus, an entire week with not only my best keen sighted assistant..." Ono shrugged humbly in response trying not to get all too worked up about it now. "...but all of my very best friends there with me!"

"Of course we'd all come along to support you during Fashion Week, Rarity!" Kion said in support.

“Whatever makes you happy along with wishing you luck.” Kyoga added.

"Not that you'll need it." Fluttershy added. "We're sure you'll win."

“No question about that.” Bunga wholeheartedly agreed with that statement. “You’re the best dresser maker in all of Equestria. If anything no one knows better about fashion than you.”

Rarity squealed with delight from hearing this kind of support. "I can't begin to tell you how excited I am that you'll all be there with me! However... Perhaps I can show you…" She opened her purse with her magic and levitated out eleven tickets."

"What's that?" Kion asked curiously.

Pinkie Pie rose her hoof like she is in school trying to guess what it is. "Ooh, ooh, ooh, I know! A paper fan!"

"No, it's—"

But Bunga interrupted wanting to get in on the guessing game too. "A magic trick! You know, where I pick a card and remember what it is and then you put it back in the deck so you can't look at it and—"

Rarity moved towards the others while moving aside from Bunga. "These are tickets to the hottest musical on Bridleway!" Rarity answered excitedly with her pony friends smiling in excitement.

"You couldn't mean Hinny of the Hills," Rainbow expressed while trying to reign in her excitement "Because that show's been sold out for months! Or could you?!"

"I could. I do."

Rainbow unable to hold it in anymore flew up and did loop-de-loops in the sky in excitement while the other ponies all galloped and cheered with joy. But the Lion Guard was still confused on what they are so excited about.

“Um…” Kion stuttered.

“What’s so special about this Hinny of the Hills musical?" Fuli finished and asked.

“It’s known to be one of the best musical groups in Equestria.” Ono answered much to the cheetah’s surprise. “Yes, I did my research on them while helping Rarity book tickets for us.”

“And judging from the look on your face, this looks like something we have to see for ourselves to see why it is so amazing.” Kyoga said.

“Oh I’m sure you’ll all find it quite very fun to watch, much like this trip we’re about to go on.” Rarity assured.

"This trip is fun already!" Pinkie Pie said repeatedly hopping around. "I love jumping up and down! Whee-hee!"

While everyone all made their way inside their train expressing how much of a good time they are all going to have together while there, what they don’t realize is that they have another passenger already on the train in the same cart of them. Said mare was reading her book with her face obscured while she was reading and had recognizable purple eyes. And those eyes of calculating intent from the dark mare makes it clear she is going to be keeping a close keen eye on them.

“And once more something we agree on.” Twilight said to herself with a dark smile. "That this trip is definitely already fun…for me.”

The train then made its way across the long bridge of the city, across a silver colored bridge just when they are all arriving in the big city itself. Not here for more than a minute and the place is already building up excitement. The buildings were as tall skyscrapers to the point you could see them a mile away, along with taxi cabs being hand-carted by ponies and ponies wearing fashionable clothing to match the city’s taste.

"Wow!" The Lion Guard said in unison.

“Un-Bunga-veilable!”

“Poa!”

“Amazing!”

The group arrived at the grand central train station, with Spike and Beshte both equally carrying Rarity's bags with Kyoga behind them to give a little magical assistance.

"Come along, everyone! I found us a place to stay only a block from the train station in the very heart of this glorious metropolis!" Rarity told everyone while they made their way to the sidewalk before walking together and admiring the scenery.

“Wow!” Bunga once again said as he breathed. “Un-Bunga-veilable!”

“Bunga…” Fuli spoke up. “…you said that twice!”

“I know.” Bunga said while still awe-struck. “It’s because it is.”

"And he’s not wrong.” Ono added while getting a look at the skyscrapers. “These buildings are so tall you can barely see the very top from down here. He then flew up and eyed one skyscraper where the very top of an antenna from one is about nearly a half-mile upwards. “In fact, so tall that it takes a little extra flight to see things from up high.”

“That’s a first.” Fuli smirked to which had Ono frowning back at her for that remark. Even still, Fuli did not back down keeping her smile up considering his moments of knowing everything and his being right nearly all the time.

"Hey, look!" Applejack directed everyone’s attention towards the nearby theater, decorated with lights and an image of a singing pony overhead a building where there is a long queue of ponies in line for the show. "That's the theater where Hinny of the Hills is plain'!"

The ponies all said “Ooh.” in amazement before they continued walking.

"Wow, Rarity! How'd you manage to get us seats for tomorrow night?" Kion asked.

"Oh, I gave some designs to the costume designer, so he pulled a few strings." She simply answered.

"Cool!" the Mane Six said approvingly.

“Pretty slick.” Kyoga complimented.

“Thanks.” Rarity returned before continuing. “That is what makes Manehattan so splendid and amazing. You do something nice for somepony, and then you never know when they'll do something nice for you!"

"So then you can do something nice for us!" Applejack figured.

"Like get us in to see Hinny of the Hills!" Fluttershy happily added.

"Which is only the best musical in all of Equestria!” Rainbow Dash eagerly added.

"It must be good if Rainbow Dash is impressed." Fuli commented finding it rather amusing to the point she ribbed a teasing smile in her direction. "Normally she doesn't even like musicals."

"I know.“ Rainbow remarked in reply. “Ponies just bursting into song in random places at the drop of a hat? Who does that?"

“Um, actually considering we are in two worlds that spread the magic of music…” Kyoga started just when music started up with Rarity bursting into song rather cheerfully.

“Oh, Manehattan, what you do to me

Such a huge bustling community

And there's always opportunity

To do the friendly thing.”

“…we do that almost every day.” Kyoga finished while Beshte and Spike continue carrying Rarity’s bags.

“If some are grouchy, pay no mind

Surprise instead with something kind.”

Rarity sang while purchasing two carrots on hot dog buns from a nearby stand and handed them to the two. With his mouth-watering, Spike prepared to eat his, until a bird swooped in and took his right out of his claws along with Beshte's, much to their annoyance. Luckily for them, Kyoga froze the bird in place with her magic before handing the boys back their food to which they greatly appreciated.

“Look and behold, you may just find

A smile is what you bring.”

The Guard made their way to the hotel where they would be staying at, where the bellhop having expecting her to show up, a young grey colored stallion, came out with a trolly for her massive load of luggage.

"Welcome to the Mane Fair Hotel! Please allow me to take those bags to your room for you!” He greeted.

"Only if you'll accept this gratuity first." Rarity said while pulling out a magenta jewel from her purse.

"Oh-ho-ho! I'll get your change!"

"Do keep it all. I insist!"

Ono reacted with a jaw drop at the sight of this. To him that’s something you don’t do until after the service is done and it was a very valuable gem with money worth saving.

"It’s okay." Kyoga kindly assured while closing his jaw for him.

Rarity then took her friends to a boat ride across the bay since they now have free time. From there, the unicorn continued to sing her heart while wearing her pink scarf while her friends were enjoying the view. During this Kion and Bunga both helped themselves to some ice cream.

“Generosity, I'm here to show all that I can give.”

Their ride stopped in front of an island where a statue presides over the middle of the river. Everyone all walked off so they can all witness said statue in front of them before making their way to the top. Said statue was a pony wearing a dress and a crown while carrying a torch in her right hoof and a clipboard in her left.

“Generosity, I'm here to set the bar

Just sit back and watch how I live.”

At the top where there are telescopes some other’s can use to look around the glorious scenery of the city from above, Rarity was about to use the telescope at the same time when another pony was about to use it. Rarity being true to her element, allowed him to go first.

"After you."

"Why, thank you." He gratefully said.

Rarity spotted another pony, who was shivering from the cold wind and gave him her scarf. "Please, take mine." She insisted.

"Wow, okay."

Kion smiled very pleased at seeing Rarity's kindness, and Ono felt very touched seeing with how well generosity works in this city. Inspired by this, Ono saw one pony having trouble seeing through one of the, so Ono guided him through it so he’ll get a good look at the city..

At the same time, Kion spotted a sad filly who didn’t get enough to eat, so he generously gave him his ice cream. The filly then smiled and hugged him as thanks for his kind act to which the lion cub returned in kind.

Following that the whole group walked on to see the rest of the city.

“Some may say, "Rarity,

Don't be so big-hearted and bold

Treating strangers like they're friends

This town's too big and cold."

During the walk over, Rarity accidental bumped into a pony reading the paper, who in return gave her a grumpy and irritated look. Staying calm and happy, she bought a yellow flower from a nearby stand and placed it on his hat, to which his frown turned into a happy smile.

“But this is how I play my cards

I'm not about to fold

Where I see a frown, I go to town

Call me the smile patrol.”

During the walk the others got into the singing.

“Oh, Manehattan, what you do to us.”

Rainbow sang.

“What if you find a Gloomy Gus?”

Fluttershy sang while pointing in the direction of a taxi driver dealing with an angry pony due to one of the wheels on her ride being broken. Immediately, Kion, Kyoga, and Beshte assisted in lifting the carriage up.

“It's no intimidating thing.”

Kion sang while she and Beshte lift the carriage up.

“Just be kind without a fuss.”

Pinkie Pie sang while giving the ragged taxi driver a warm hug.

“Generosity, I'm here to show all that I can do.”

Rarity sang while fixing the wheel so the taxi can get going, but not without a well-deserved thank you from the two ponies.

“Generosity, you are the key

Manehattan, I'm here just for you

Just for you.”

Rarity concluded her song while moving to stand and hold onto one of the nearby lampposts before joining her friends on the walk towards town before catching sight of a dress on display on a window.

"To think my dresses could soon be displayed on the most glamorous shopping thoroughfare of the most glamorous city in Equestria! Oh, it would be my dream come true!" She then turned to the Guard's Keenest of Sight. "And I can say I couldn't have gotten this far without you, Ono."

"Oh, Rarity, please..." Ono was failing to avoid sporting pink cheeks at the subject of how he helped guide and sparkle Rarity's inspiration. "...you don't have to say that, any dresser with keen eyesight come have come up with that."

"Oh, darling, it's all right!" Rarity patted him on the back before raising her hoof up in a proud manner. "There's nothing to be embarrassed of. It's like creating art with the drive and sight to seek perfection!"

"Is there anything left to do we can help you with?" Kion offered.

"Hm, nothing I can think of.” She honestly answered with a hoof to her chin. “The dresses are all completely finished, all made from a fabulous new fabric I've been developing for months in advance. Stretchy, but not clingy. Shimmery, but not showy. Of course, I have Ono to thank in helping find the right touch for them."

Ono looked aside still rather embarrassed with his cheeks now stinging red to which he vainly tried to cover with his wings.

"It sounds amazing." Fluttershy complimented.

"There's nothing left for me to do but check in at the runway with my dresses by two this afternoon." Rarity then said with a cool attitude about the whole thing.

"Oh, that's funny." Pinkie Pie suddenly said while pointing to a nearby clock. "Because that clock over there makes it seem like that's only ten minutes from now!" As if that wasn’t bad enough, thunder rumbled and it began to rain.

"Hapana!" Ono gasped upon realizing what this now means.

"Oh, my ribbons and ice burgs.” Rarity gasped in horror. “And the runway ballroom is all the way across town! If I don't get there, I'm disqualified!" She quickly galloped ahead, raising her hooves. "Taaaaxiii!"

"Oh, no! We've gotta help her find a cab, now!" Fluttershy said to the others.

"I'm on it!" Rainbow Dash flew up and landed on the nearest cab she could find "Hey, buddy! Is this cab taken?"

The pony inside the taxi spoke up to assert otherwise. "The line ends back there, "buddy"!"

"Huh? What?" She said before looking behind her, seeing the long line of ponies waiting. "Does everypony in this town want a cab?"

"I'm afraid getting a taxi at this time could prove almost impossible!" Rarity said like her life’s on the line here.

Kion stepped forward in an attempt to implore of them to let her have this. “Come on, please won't you let her have this taxi? She has somewhere very important to be right away!"

"Not likely! Not even for the prince of the Pride Lands." He rudely refused before getting onto the next cab available. "She can get in line like the rest of us!"

Kion growled in response with Fuli quick to get in his face not liking the pony’s attitude. “Excuse me?! All my friend just did was ask a favor of you, and you just turn your head up high like a big time jerk like it would kill you! Shame on you!” She chastised before turning away and leaving him along in disgust.

"It's no use Fuli!" Kion said no feeling it’s worth arguing with the other ponies about it when they started complaining. "The cab drivers just drive right past to get to the next pony in line!"

Suddenly as luck would have it, a certain pony from before came galloping ahead and stopped right in front of them. It was the cab driver who previously had a broken wheel.

"New wheel works like a charm! So now which of you nice folks are hoppin' in?"

Everyone turned their heads towards Rarity and Ono with the former quickly hopping on her rainbow colored ride.

Despite the looks from the others, Ono got feeling compelled into going with her after exchanging looks, Ono rolled his eyes before turning his head ready to fly alongside the cab and help guide the driver there.

"Fashion runway plaza in seven minutes. Can you make it?"

"Hang on!" The pony galloped his front hooves before dashing off at top speed with Ono keeping pace from above with Rarity waving at her friends before her ride took off.

"Here we go!"

"Ta-ta!"

Spike sighed in relief, "Whew, that was close."

"I'll say." Kion agreed.

But Bunga felt something is still wrong here. "Uh…is it just me or did anybody else feel like we forgot something?"

Everyone then realized what it was. "The dresses!"

Twilight while currently wearing a black and purple rain coat and hat, tilted her dark shades while watching her former friends rush over back to their hotel in order to retrieve them. All while, smiling from watching her observations from the nearby corner while carrying her black and purple umbrella.

“The unicorn is on the run.” She commented before a conveniently dark colored taxi cab appearing alongside her.

Said driver currently has a black coat and matching hat along with having a long suspiciously green-blue mane and matching eyes. “And so are her friends from the Guard.” She replied before the alicorn moved to hop on her ride before the disguised changeling moved to rush on over so she can catch up to Rarity’s ride (albeit a far enough distance so she won’t realize she’s being following.)

Rarity and Ono both came rushing into the plaza, nearly out of breath and stopped in front of the receptionist.

"Good afternoon, I'm here for Fashion Week!" The former stated.

"Everypony's gathered in front of the runway and about to start, so you'll just have to bring your dresses along with you and store them backstage later."

"Hapana!" Ono realized they both completely forgot in their haste to get here.

Rarity's eyes widened in horror once more when she realized she forgot them before dramatically crying face first onto the floor. "My– My dresses! How could I possibly forget them?! I'm dooooomed!"

Once again as luck would have it, the bellhop from earlier walked in with a trolley that holds every one of her dresses.

"Got 'em right here, ma'am! Your friends told me you need these in a hurry, so I offered to race 'em over myself. "Anything for that nice mare," I told 'em!"

Rarity quickly took the dresses and ran off with Ono following after her, but not without handing him another gem as thanks for his services to which he greatly appreciated once more even though he was surprised when she suddenly disappeared. "You're a lifesaver!"

Rarity and Ono quickly made their way into the runway with the former's line of dresses and stopped right beside a line of other ponies before sighing in relief.

"I made it! And with seconds to spare! Hello, everypony. Pleased to meet you all."

"Rarity, I presume." The mare with a dark gray coat and a pink mane and tail greeted. She was currently wearing a pale pink jacket, gold earrings and had a cutie mark consisting of a spool and scissors.

"You must be Prim Hemline, the host of this grand event. How do you—?" Rarity happily greeted before Prim interrupted her.

"Miss Rarity, how is it that all your competitors are here half an hour early, and yet you arrive seconds before we begin?" She sternly questioned her tardiness that is unbecoming of fashionistas to do in this kind of buisness.

"Oops." Rarity started rather embarrassed with herself for loosing track of time like that before answering, "I deeply apologize. I…ended up hitting some really bad traffic on the way over here."

Prim still frowned at her but it was enough not to disqualify her on the spot before continuing to address everyone. “Once we're done here, you're to finish setting up backstage, so you'll be ready for your run-through appointment." She then turned to Rarity again. "You show your designs last. We keep to a precise schedule, so let's try to be more than a few seconds early, hmm?"

“Of course. That’s a promise.” Rarity assured still apologetic for getting off to a bumpy start. “Absolutely guaranteed.”

“I should hope so and it better not happen again.” Prim sternly replied before turning back to the others. “Tomorrow is the contest to see which one of you gets to stay to meet top designers all across the city. The rest of you must go home early. So sad. Dismissed!"

"Phew! Thank Simba and Celestia that worked out wonders!" Ono stated in relief before falling backwards and crashing down to the ground after fainting.

She then left the runway with everyone else all doing the same to get their designs ready while one pony approached the unicorn. Said pony’s coat was bright pink and her purple mane and tail were curled up similar to Rarity's mane style. She wore a bright blue scarf around her neck and had a cutie mark consisting of three differently colored buttons for a cutie mark.

"I'm so glad you made it, Rarity!" She greeted the mare placing the nerve shot egret off of the floor and onto her back.

"Me too, but everything just seems to keep working out!" Rarity further expressed her relief on her recent streak of good luck.

"Don't you remember me?" She asked of her expecting her to know in a friendly manner with the mare still not recognizing her. ”Suri Polomare from the Ponyville Knitters League?"

With that, Rarity was quick to remember her. “Oh, yes, of course, of course! I– I thought you looked familiar, but I couldn't place it. You haven't been back in years!"

"Because I moved here to make it in the big city. Ha, ha, ha, okay?" She explained with a laugh.

"Oh, good for you, Sur—" Rarity complimented before being interrupted when the mare suddenly hugged her accidentally causing Ono to drop face first onto the floor and waking up from his shock.

"OW!"

"Ooh, it's so good to see you! And now here we are, competing! Ha, ha, ha, okay?" Suri then sees Ono trying to pick himself back up. "Oh dear, I'm so sorry." She quickly helped him back on his legs. "I don't know you were there!"

"Ugh, how could you not see me?!" Ono rather really irritated. "I mean I was just right behind her." She gestured to the unicorn next to her.

"Easy Ono. I'm sure she didn't mean it." Rarity gestured with a hoof on his back before turning back to Suri with a smile. "Yes, yes. Well, good luck!" She said before turning back to her line of dresses to cart them off.

"Oh, I don't need luck.” She kindly returned before offering. “Would you like a hoof with your things?"

"Why, thank you so much!" She gratefully expressed in response to her offer before they both walked backstage to get everything set.

During the preparations, Suri took notice of the set of dresses she made, more particularly the brightly purple colored fabric.

"My, your collection is gorgeous!"

"Oh now, I'm sure your collection is equally lovely, if not more so!" Rarity modestly thought nothing of it.

"It's alright, but nothing like this!” Suri remarked while continuing to marvel at her work. “Surely it must have taken someone with a keen eye for the right colors to make them work together so well in order to create this.”

“It sure did.” Rarity happily replied before explaining more about him while the egret just hides where the two ponies can't see him. “In fact, ever since I met him he’s been a great help in overseeing the right touches I need to create perfection in my work.”

"Interesting." Suri commented before gasping when she thought of something while further admiring her fabric. "Your friend must be something if she inspired this! You're so lucky, my culottes are simply crying out for just the right accent, but I haven't the slightest notion where I—" Suri gasped as an idea came to mind to which sparked suspicion from the egret perking his eyes and head from his hiding spot, "Actually… just a touch of this fabric could be perfect with it. W– Oh, hey, would you mind terribly if I took a swatch?"

"Oh, not at all!” Rarity kindly said before levitating a large roll of fabric over to Suri’s hooves. “Here, I have loads extra."

"You're sure?" Suri hesitantly asked to which Ono fells is off.

"Positive!” Rarity nodded it’s no biggie. “Oh, well, it's been wonderful getting caught up, and I don't wish to be rude, but I must finish my preparations and I am a bit late as it... is?" She then sees that Suri had quickly rushed out of the room. "Hmm, must be in a rush too."

"I sure hope so." Ono thought to himself still feeling sick to his stomach of how she acted just now.

And true to the egret's gut and what Rarity didn’t realize was that the mare didn’t have good intentions when she asked that favor of her and that’s something Twilight having watched the scene with her magic from outside is fully aware of what’s about to happen.

“Let’s go!” She told Chrysalis before riding off away and towards the direction of the hotel to where her former friends are staying at. Clearly, she has seen enough not to warrant sticking around any longer and will await.

The next morning, Rarity got up early this time and proceeded to make her way back over to the reception area with a half-hour to spare although Ono didn't join her this time around due to feeling still queasy from yesterday afternoon. “Hello!” She happily greeted the receptionist. “I'm here half an hour early for my run-through appointment, just the way Prim likes!"

"Get in line over there." The receptionist directed her attention to the line of ponies waiting for their turn. She then suddenly smiled when she took notice of Rarity's clothes. "Oh my, that fabric's gorgeous, did you make that yourself?"

"Oh, why, yes. It's stretchy, but not clingy. Shimmery—"

"Shimmery, but not showy." Another voice finished with those exact words.

Curious, Rarity looked into the theater before seeing an unbelievable sight in front of her.

Suri’s presentation consisted of Rarity's unique fabric in ALL of her designs. An exact copy of everything she did and presented it like it was all her idea.

"And the entire line is in the same adorable pattern. It works on everything from skirts to tops to shoes…" She finished when Prim Hemline applauded her.

"Oh, bravo! I've never seen anything like it!"

Suri proudly turned to walk away, but not without being angrily confronted by the white unicorn when she literally got nose to nose with her.

"You stole my fabric!"

Suri laughed like she did nothing wrong while gently pushing her out of her face. "I didn't steal it, okay? You gave it to me, 'member?"

"I gave you the fabric for accents! Not for your whole line! And how could you possibly make all of those outfits out of it so fast?!" She corrected.

"Fast? Hah! Coco Pommel here took practically forever. Nearly got me completely disqualified." Suri scoffed before pointing her hoof to her assistant, Coco currently carting her presented work.

Said mare had a coat mixed of white and yellow and a bright blue mane and tail along with matching bright blue eyes. She wore a purple collar with a small red tie and a matching flower in her short hair and had a cutie mark consisting of a stylish purple hat with a red feather on it.

"Well, I wanted to make sure you'd win, so I took the extra time to—" She tried to explain before being harshly cut off.

"Quiet! I pay an assistant to sew and get coffee, not talk. 'Kay?"

"How could this happen?” Rarity expressed unable to understand any of this. “This doesn't make any sense."

"Aw, sweetie, don't blame yourself.” Suri said with faux assurance. “It takes some small-town fillies a while to learn it's everypony for herself in the big city, m'kay?"

With nothing she can do to prove that she is the rightful creator of those already presented designs, Rarity ran out crying with Coco watching her run off feeling sorry for her.

"Hope you realize how fortunate you are to have me as a mentor.” Suri smugly said to her before snapping once more. “Now get me some coffee!"

Coco quickly obeyed her command before running off while her boss smiles in satisfaction with what she just did before moving the line of dresses backstage.

She then spotted Twilight appearing there giving her an approving smile.

“Thanks for the tip, Princess.” She said with a mean smirk. “Who would have known that knowing your friend back there would have inspired my new line that is sure to make me win this competition.”

“Oh, the pleasure’s all mine.” Twilight thought nothing of it. “It’s more like ensuring the pony who’s the best fashion designer really wins.”

“You know I gotta say. You’re a smart pony and I like the way you think.” Suri further complimented the alicorn.

“Thanks.” She responded with a humble nod. “I just want to be on the winning side.”

“You will be.” Suri assured before Twilight teleports away leaving the mare feeling further self-assured she has this competition all locked up.

Back at the hotel, the Mane Five and the Lion Guard had arrived after a wonderful day of fun along with Ono who was now feeling better at this point. Bunga was still filled with excitement in his heart while wearing a soda drinking hat. "Best day of my life!"

“I’ll say.” Kion agreed. “And the best part was Fuli getting the hang of ice skating. I never would have thought that using claws would actually make great skates.”

The cheetah shrugged like it’s nothing new to her. “Eh, the skates weren’t exactly my style.”

Kion chuckled at her response. “I’m sorry, are you Fuli or Rarity right now?”

“Fuli, of course, darling. Why would even think such a thing?” Fuli returned with a quirked brow and a tone to mimic Rarity while trying to understand the teasing grin her friend’s giving her but then the realization struck her when she widen her eyes before having a flabbergasted expression. “Oh, very funny, Kion.”

Her friends shared a laugh over the moment before Rainbow began to list off their schedule while they enter their room one by one. “Better pace yourself, 'cause the rest of the day is jam-packed!"

"First there's the salon appointment to get our manes and hair done." Applejack listed.

“While the rest of us go bowling.” Bunga added still feeling pumped to give it try along with doing something with one of best buddies, Beshte.

"Then our fancy dinner at the Far-Afield Tavern!" Pinkie Pie added.

"And after that…" Fluttershy began with the biggest thing they’ve been waiting for ever since they got here.

"Hinny of the Hills!" The ponies all finished happily while jumping up in excitement before landing and laughing together.

The door opened once more with a very distraught and heartbroken Rarity entering the room. Kion was the first to spot and see her like this. "Whoa, Rarity…” He began really shocked to see her like this. “…is everything okay?"

"You got the dresses the bellhop brought you and everything, right?" Pinkie asked.

“Of course she did!” Bunga was quick to point out. “Otherwise we’d see her crying sooner.” His friends glared at him. “What? It’s true. He said he brought them.”

Rarity ignored that comment before approaching her bed and then cried her heart out face first into the pillows.

Ono feeling that his suspicions are now true spoke his mind of what happened. "And then Suri stole them!" He growled slightly. "I knew there was something I didn't like about her.

“What do you mean?” Kyoga inquired with full attention before hearing her out.

"I let her use one of the other contestants of my one-of-a-kind fabric" She briefly stopped for some fast breathing before continuing. "And then she turned it into a wardrobe just like mine." She rapidly breathed once more. "Only now it looks like I'm the one copying her! My generosity has ruined me, I tell you! Ruined!"

“Not for long!” Ono stated while moving towards the door on her way to take care of her personally. "Just tell me where she is and I’ll take care of the rest!”

“Ono…” Kion warned him against doing something rash.

“Relax, Kion. I’m not going to hurt her, just tell her off along with a few words for good measure.” Ono firmly assured before being halted halfway out the door by the unicorn’s magic. “Rarity?”

“It’s not worth it. Even if you do it’s her word against mine.” She cried before letting the egret go leaving him unable to carry through with it even when he now has free will to do so.

Kion then moved onto her bed before moving his paw to gently get her to look at him. “It’ll be okay, Rarity. Be remember we’re here for you and we’ll do whatever we can to help you through it. Right guys?"

The others all immediately agreed and said yes in support of their friend.

“We’ve got your back, Rarity.” Beshte was the first to offer encouragement.

“Yeah, we’ll help you outshine that backstabbing copycat!” Bunga added in agreement.

“And I’ll help keep a keen eye on your work every second of the way.” Ono also added in assurance.

"Come on, Rarity, buck up!" Applejack added. "All we need is some fabric and you'll be back in business!"

After being done crying, Rarity looked around the room, for some quick ideas of inspiration. Then, she started getting it when she got a good look at the curtains, walls, sheets, and the carpets. And after some quick thinking, she had a new line ready to make and was quick to snap out of her depression.

"This new line is going to be marvelous! Perhaps even better than the last! It's daring, it's bold! Perhaps I still have a chance after all!"

“Whatever you need we’ll gladly help out however we can.” Beshte said once more in a supporting manner.

“Yeah, I mean how bad can it be…?” Bunga added with a happy smile.

Sometime later…

“…me and my big mouth.” He said with a now tired expression personally regretting his choice of words.

In the following hours, everyone was increasingly hard at work, going non-stop in order to ensure Rarity doesn’t miss her deadline in the following morning.

Rainbow Dash and Fuli both worked on the spinning wheel while Kyoga and Fluttershy worked on the sewing machines, and Applejack folded the fabrics with the help of the Kion, Bunga, and Spike, since they have least experience with sewing. The past experience from helping Rarity the time she was getting ready for her proper presentation with a fashion critic back before their first Grand Galloping Gala had paid off for the girls and it really helped in making progress all under Rarity’s supervision and Ono’s observation.

While Ono was calm and patient, Rarity on the other hoof had a much harsher glance prepared for her friends should she catch them doing something time-consuming and she wasn’t letting up ever since everyone starting working.

She gave it to Fluttershy when she spotted her nearly jamming her sewing machine before the latter quickly corrected herself with a forced innocent smile. She then gave it to Pinkie Pie, when she caught her playing will a ball of yarn. Once Pinkie saw Rarity catching her in the act she quickly got back to work while tossing aside the yarn.

The ball ended up landing on Fuli’s tail who likewise coiled it with her tail but still kept her eyes on the spinning machine along with Rainbow Dash. Even with the tempting urge to play with it, she was not a cat ready to play games and risk being given the stink eye from her friend because of it.

Rarity then levitated more swats for Applejack, Kion, Bunga, and Beshte to fold and arrange. She levitated the already arranged fabrics and handed them to Kyoga.

"Kyoga! Sew these pieces together according to that pattern there!" She ordered.

“You said if we skipped dinner at the Far-Afield Tavern, you'd order a meal for us while we keep working." Kyoga reminded.

"Don't fret. It'll be here in an hour." Rarity said while brushing her off before turning to everyone else with a stern question. “That’s not going to be a problem is it?”

"Well, we're supposed to be watching Hinny of the Hills by then…" Rainbow reminded her while tapping her hooves trying to implore of her to allow them a little break.

“And we have been working for six hours straight.” Kion added trying to be reasonable as possible in dealing with her attitude.

“So maybe we should take a little breather.” Ono suggested.

But even so, Rarity was quick to overreact to that mere suggestion. "Oh! I see! I go out of my way to get you tickets for a show, and this is how you repay me? By abandoning me in my hour of need?"

The ponies had nothing to say in response, while both Kion and Ono both knew that their unicorn friend is being too harsh on them.

“No, that’s not what I meant!” Ono quickly said defensively. “All we’re asking for is a little break so we can rest and recover from having us work non-stop for the last six hours.”

"Oh, oh, oh! Fine! Go and see Hinny of the Hills tonight!" Rarity angrily remarked. "And then tomorrow morning when you come to see my fashion show without any fashion to show, you can have more entertainment!" She then got in between Rainbow and Pinkie Pie while continuing her dramatic rant. “"Oh, why look, there's our friend Rarity going down in flames! Isn't friendship magic?!""

“Not with that approach.” Kyoga bluntly remarked.

“What?!” Rarity shouted in the lioness’s face. “What did you say?”

“You heard me.” Kyoga bluntly answered with no fear.

“Girls.” Kion spoke up trying to ease the tension. “Let’s all calm down and take this time to cool-down before we say anything we’ll regret.”

“Or what!” Rarity then shouted in Kion’s face. “You’ll order the Guard to leave!” She then moved to open the door. “Well go ahead, any volunteers?” She asked of them, actually daring them to go through with it.

“You know what…” Ono calmly spoke up deciding he’s had enough. “…I’ll go. Since it’s pretty clear my keen sight is no longer welcome here and that this is going to get even more ugly than it already has been.”

With that, Ono quickly flew out of the room without another word and only a stern expression of disappointment in the unicorn’s direction.

"Ono?” Kion called after him with a raised paw to no avail before turning back to Rarity with his patience being tested now. ”Rarity! What's gotten into you?!”

“What’s gotten into you!” Rarity retorted. “Oh, go ahead! See your little show and have your precious date! Congratu-pony-lations, fillies! Sounds like you've all figured out already it's everypony for herself in this town!"

The unicorn angrily ran out the door, leaving the others alone.

“Kion…” Kyoga asked what the best course of action is.

“Let’s just get back to work.” Kion sighed before moving to exit the room.

“Where are you going?”

“I’m going to see if I can get her to listen to me one more time before leaving her to cool down because clearly what Suri did is really changing her.”

Kion quickly ran out of the room before spotting her. “Rarity!” He called after her.

“What do you want?” Rarity hissed in his direction.

“Nothing…” Kion insisted before speaking honestly when Rarity was giving her the unbelieving look. “…Other than asking of you to please reconsider with what you are doing.”

"And why would I do that?!"

“Because this isn’t like you.” Kion answered. “Pushing around your friends and taking your anger out on us. You’re becoming an entirely new pony.”

“So?”

“So, the Rarity everyone knows and loves would never act like this.” Kion further spoke from his heart trying not to cry. “You’re acting like a pony who’s lost her way after getting back-stabbed by someone who’s fanning the flames.” He then turned to head back to their room but not without looking back and adding. “All I’m asking of you is no matter what, don’t become some pony or somebody nobody wants to see. I’ve already seen that happen with a friend we used to know.”

Kion then moved back towards their room, leaving the unicorn deep in thought of what he said before moving along in a huff.

Meanwhile, Ono was flying across Manehattan still fuming over his friend’s recent behavior. “Why the nerve of that pony? I oughta to…” He suddenly spots Suri in her hotel room across from the hotel he and his friends are staying at. “…see this.”

Ono flew over to her window before getting a close look at Rarity’s copied designs along with Suri being smug and abrasive to her poor assistant working non-stop for her. And judging from her appearance she’s been working as long as he and his friends have.

“Oh, poor kid.” Ono said with pity for Coco before eyeing Suri doing nothing more but overseeing her progress. “If only there was some way to prove that this way all Rarity’s designs. “ He looked on with full focus at the dresses before spotting something with a rainbow shimmer sparkling in his eyes when it happened. “And I think I have an idea of how I can.” He said with a sneaky smile before flying off to carry out his plan. “Oh, you’re in trouble now Suri.”

The next morning, the dresses Rarity wanted to see to it created, were finally created with Kion, Applejack, and Bunga all putting on the finishing touches on the last item of business.

"There. That's the last of them." Kion said with slightly purple shadows under his eyes.

“At last!” Bunga said before collapsing on the bed in exhaustion.

"Finally!" Rarity stated while rushing out of the room with her wardrobe in tow.

"You're welcome!" Kion shouted after her in annoyance. But deep down, he hoped his friend would come around and that history wouldn’t repeat so soon.

At the same time, Twilight who is already up having witnessed the scene with her magic is currently reading her book in her cab just when Rarity rushes out of the hotel and towards the cab she requested to give her a ride at this hour. After seeing the white unicorn ride off, she turned to Chrysalis after closing her book.

“Let’s go!”

“Hang on tight!”

Chrysalis took off at a fast pace before stopping at the theater where Rarity’s fashion show is taking place. Once they have arrived, Twilight would get out of her ride and made her way inside while making sure her shades were on in order to avoid being recognized by the other ponies for her princess status.

Inside the theater, Suri was currently showing her new (stolen, really) line. Everyone was amazed by the creation being currently worn by the pony models while pictures were taken.

"Let's have another round of applause for Suri Polomare's amazing collection. That fabric! So original!" Prim announced to everyone with Suri standing beside her while everyone cheered with Suri waving to everyone in return.

Rarity narrowed and rolled her eyes in disgust when Suri approached her.

"Well look who's here.” She said mockingly while walking by her with Coco following after her. “Here to show off your copycat collection, mm? Heh."

"And now, Rarity from Ponyville with her brand new line – and I mean "brand new" – Hotel Chic." Prim announced with the curtain opening up to unveil the models wearing the fashionista’s new line, inspired by the surroundings from her hotel room. Everypony really liked what they were seeing so far when the models made walked across the runway. Even moreso, that the line Suri copied off of her.

Rarity gasped with delight upon seeing that her last-minute improvising actually is topping her previous line.

"Oh! They're liking it! I think I may have just won this thing! Oh, I can't wait to celebrate with…" She suddenly realized that her friends who were assigned seats in the show weren’t occupying them. "My friends. They didn't come. What have I done?"

The impact of her awful behavior landed hardly on her when she her eyes shimmered a rainbow glitter on the silver metal around the reserved section of seats and when she spotted a familiar mare sitting there with a scar on her face tilting her shades off with an approving smile.

“Drove away your friends after treating them like trash. Just like you did to me, Rarity.” Twilight’s voice spoke to her through her mind. “Congratulations! You’re finally seeing things my way.”

The very words had left Rarity guilt-ridden just when Prim Hemline approached her. "Rarity, they all adore you! Aren't you going to tell them about your fabulous pieces?"

But Rarity didn’t answer when another familiar voice spoke in her mind accompanied with evil laughter.

“Sisi Ni Sawa, Rarity!”

Rarity backed up in horror of how she had acted before galloping off from the stage and out of the room. “I have to go."

Needless to say, everyone including Prim was shocked seeing this from her.

"Come back at once!" Prim called out after her. "This is unheard of!"

While this was going on, Ono arrived on the scene before tapping Prim on the shoulder to get her attention.

“Excuse me, miss?”

“What is it?” She demanded.

“My apologies, ma’am but I believe I have something you have to see…” He said before showing her some of Rarity’s fabric to which Suri presented.

Prim’s eyes widen in shock before turning to the mare who quickly realizes she’s in hot water once Ono had uncovered the truth of the fabric’s origins when she starts sweating in fear.

Rarity galloped outside and encountered the Bellhop pony again, carrying an luggage. "How do you do, ma'am? Contest going well?" He asked.

"No time to talk. I have to find my friends!"

"Oh, uh, they're gone already.” He regretfully answered. “I saw them headed out this morning."

"Oh, no! Back to Ponyville and Diamond Valley, I imagine. Oh, they worked so hard on my behalf! And I repaid them with unkindness. Even Kion, who tried his hardest to reach out to me! What have I done?!" She then ran off but briefly stopped and gave the bellhop some jewels in gratitude before running off. "Oh… here you are."

"But miss, I– I didn't do anything!" He tried to insist it wasn’t necessary this time around but she was already gone finding the value of her friendship more important than a few gems given away without second thought.

Once it another thunderstorm was going on in the streets of Manehattan, the rain coming down was so heavy that it soaked Rarity's mane into its unkempt and straight state trying hard and vain in finding her friends. But with every passing minute and corner she searched there was no sign of them. And it was all her fault. And because of it, she ended up becoming just like Twilight at her worst and worse than that, she realized she ended up acting just like Scar whose reflection showed in one of the puddles instead of her own.

Seeing this had her sadly walking forward while singing to a sad and somber tone upon seeing what her actions have resulted in.

“Oh, Manehattan, what have I done?

The thought of Fashion Week was fun.”

She looked on a window display of a dress, where she envisioned all of her friends (including Twilight) selflessly helping her the night before.

“But I went way too far

My friends gave to me in ways so kind

And I gave them nothing but a hard time

And now alone I stand

And now alone I stand.”

As she finished singing, she was left a saddened and down spirited mare feeling she has lost everything with no one to turn to now.

Back at the hotel, Rarity returned with her mane restored to its curly and kempt style by the time she walked up to the receptionist’s desk.

"I need a moment with Prim Hemline.” She requested of her. “I have to rush back to Ponyville, but I just wanted to thank her first for the opportunity."

“I’ll try.” She obliged. “But I can’t guarantee anything.”

Just then the doors opened once more and Rarity's heart leaped for joy and relief when she saw the Mane Five, Spike, and the Lion Guard (minus Ono), all smiling in her direction.

"There you all are!” Rarity expressed in happy relief. “I can't believe it, I thought you went back home!"

"We missed the show because we overslept." Kion said with regret for not being able to come. ”We’re really sorry we couldn’t make it."

“No.” Rarity insisted his apology wasn’t necessary. “I’m the one who should apologize for treating you all so horribly. Taking advantage of your friendship the way I did and even yelling at you, Kyoga, and Ono. And worst of all, acting like some pony I’m not. How could you ever see past it?"

Her friends smiled holding nothing against her with Applejack commenting. "Yeah, you were pretty rotten."

“Whoa!” Bunga gasped. “I get that you’re all about honesty, but seriously, that was just harsh.

Kion then moved towards Rarity with words to share. “I know we all said things we regret and last night we may not have seen you at your best, but we know you. And we would never let one thing like that change how we feel about you."

Pinkie hopped over and hugged Rarity first, followed by the rest of the Mane Five, Spike, and the Lion Guard.

Just when they are hugging they noticed that someone was missing.

“Wait…” Bunga spoke up. “…has anyone seen Ono?”

Kion opened his eyes and looked around. “Not since this morning.”

“Where is he?” Fuli wondered just when said egret appears with Coco standing by his side.

“Right here.” Ono replied while grunting and holding up a trophy before handing it to Rarity after some strenuous flying and lifting. “Sorry I’m late, I was just picking up something that belongs to you.”

Rarity held the trophy Ono was carrying before reading the plaque down below it.

"This is the first place trophy.” She recognized with sudden surprise. “With my name on it! But I thought I lost!"

“You didn’t! You won!”

“But how?!”

“Well it all started when I was out flying to cool off after what happened last night…” Ono recalled what he did the previous night up. “I happened to come across Suri getting ready for Fashion Week across the street from our hotel. It was there I noticed something in your fabric that really stands out from what she came with and proved that it was really your work.” He then recalled sneaking in to Suri’s apartment before snatching up the fabric before flying on over to where Fashion Week was happening. “After sneaking into her apartment and uncovering the evidence of Suri’s plagiarism, well…” He thought slyly before recalling the memory of him reporting it to Prim Headline. “…I decided I had enough evidence to expose her fraud.”

Back where, Ono just presents the proof written on the tag of the fabric she used.

“As you can tell, this fabric was not designed by Suri Polomare. It was in fact truly created by Rarity.” He told her with the audience gasping at the accusations.

“Hmm…” Suri scoffed trying to keep her cool. “Whatever, m’kay. Thinking you can frame me for something I didn’t do, little birdie.”

“Little birdie, huh…” Ono returned feeling challenged by that remark. “Okay…” He then eyes her assistant. “…Then maybe your assistant wouldn’t mind me asking her of where she got this from.”

“Oh, quit wasting your time…” Suri tried to tell him it’s futile but Ono just flew by and towards Coco.

“Ms. Coco.” Ono presented said fabric. “You’ve worked as her assistant, did she really come up with the designs she presented herself alone?”

“Well…” She shyly started before spotting her boss’s harsh glare non-verbally warning her against saying anything. But she looked on at all eyes from Prim to Ono to the audience, along with Twilight watching from the stands. “No, she didn’t.” She bravely confessed much to the audience’s gasping. “When she got the fabric, she had me create the same unique style Rarity originally came up with for her presentation overnight. Once I managed to finally complete it, she even thanked by rushing off ahead without a hint of gratitude.”

The audience gasped once more with every revealing word coming out of her mouth, and Suri now exposed growled in anger for ratting her out.

“Why you little…” She prepared to advance on her before Prim cut her off along with two security guards.

“That is enough Ms. Suri!” She scolded. “And for engaging in the very criminal act of stealing another pony’s idea you are disqualified!”

“What?! Disqualified?!”

“That’s right! Cheating of any kind will not be tolerated! Even from one of the best of the best!” She firmly stood by her ruling before turning to the guards behind her. “Guards, remove this fraud from the building at once because she is banned from competing in Fashion Week forever!”

On her command the two guards both gently urged and ushered her out of the room with the dishonored mare returning a scowl in Ono’s direction for exposing her.

“Sorry not sorry, m’kay.” Ono smugly remarked in her direction who likewise growled before being led out of the room.

While watching this, Twilight smiled finding Ono’s bravery impressive, while detecting another rainbow shimmer when Prim places a gold medal around his neck for his courage and bravery in proving the truth from his keen eye sight.

Back in the present, Coco explains to the group of her role in exposing Suri as a fraud to the Guard.

"Suri was hoping that if you didn't claim your prize, the judges would consider it a forfeit and first place would go to her. So she lied to make you and your friends go away, and, well, I lied too. I've worked for Suri for so long, I started to believe that it really is everypony for herself in this town. Until I saw how generous you were with your friends and how generous they were with you. It made me start believing there was something better for me out there. So, I– I quit. I brought you something to say thank you." She then pulled out a box from her saddle and gave it to Rarity, who smiled.

“Having said that…” Ono then presented everyone the medal he earned around his neck. “…I was awarded this for my keen sight successfully exposing Suri as the fraud she was.”

“Wow!”

“Poa!”

“Nice!”

“Zuka Zama!”

“Great work!”

His Lion Guard friends complimented.

“Aww…” Rarity was reduced to happy tears for what he did in order to ensure Rarity truly wins the competition she rightfully deserved to win. “…you did all of that even after I yelled at you.”

“Well, it was pretty harsh of you.” Ono bluntly commented.

“Phew.” Bunga reacted while turning to Applejack. “And here I thought brutal honesty only lies in your hooves.”

Applejack responded with a smirk given that they have spent quite some considerable time together when he’s not at the library, or the cottage, Cloudsdale, or Rariity’s boutique shop.

“I know.” Rarity didn’t even deny it while looking aside before turning back to her friend. “And I truly sorry for the way I reacted back there.”

“I’m sorry too for storming out on you.” Ono also apologized. “I shouldn’t have done that.” He then quickly turns to Applejack knowing what she’s going to say. “Enough said.” He then turned back to Rarity. “Anyway, point being, the Guard’s Keenest of Sight’s got your back and I will never turn away from you.”

Rarity's eyes continued to water up at these kind words before sharing another group hug with her friends. "Oh, thank you! You really are the most wonderful friends a pony could have! You know, I already arranged to make it up to you this afternoon! Hope you're all available for an exclusive performance of Hinny of the Hills!"

Everyone all cheered in excitement before they all made their way out towards the theater. Just when they were heading out Ono and Rarity both noticed, Coco sadly looking on the pony who now has no job now that Suri is gone. And that had them stop in their tracks and both decided to show a new more generosity together.

“You know…” Ono began while flying back over to her. “We do have room for one more friend to come along for the ride.

“Really?” She smiled.

“Yes, Coco.” Rarity nodded. “Anything for a friend who’s gone through great lengths to help me out.”

“Wow, thanks.” She turned aside feeling a little red on the cheeks from the compliment before moving to join her and Ono.

While the three move to catch up with the others, Twilight having popped her head from the building moved to act casual while secretly following them from behind.

At the theater, in the audience was only the Lion and Pony Guard plus one since it was a private show just for them. And for everyone, including those like Fuli, Kyoga, and Ono who aren’t really all in for musicals, it was admittedly amazing.

“And I’m a dancing pony!”

The titular character sang the last verse before the show ended with the cast taking a bow before the curtains closed on them.

The ponies all clapped and cheered in excitement. Clearly, this was really worth going to.

“Wow! That was even better than I imagined!" Applejack happily expressed.

“So beautiful…” Bunga said while getting all teary-eyed.

"Now I see why Rainbow is really into them.” Fuli remarked when Rainbow flew up into the air and did a flip.

"I loved it!" She then realized her reaction and quickly tried to downplay her love for it. "Uh, I mean, it was ai-right."

“Sure it was.” Fuli commented in a snarky manner to which had Rainbow blushing in response with a pout.

Applejack and Pinkie Pie laughed jokingly in response to the two before Kion turns to Rarity with a question on his mind.

"How did you ever get them to agree to do an extra performance just for us?" Kion asked.

"Remember my costume designer friend who got me the tickets? Well, I offered to make all the costumes for his next show!"

"Um, here in Manehattan?" Fluttershy asked now feeling sad knowing what this will mean for her.

Rarity then saw the others were also adopting sad expressions too. "Well, um... yes... it will keep me away from Ponyville for a while. But I so wanted you to see this show! And working for this designer is such a great opportunity!"

"We know." Applejack acknowledged. "We're happy for you, Rarity. We're just sad for us."

“I know.” Rarity sighed knowing that her role in the Guard is very important, especially when they still have to be on their toes for whatever Scar has planned for them and be ready in order to save Twilight from her inner darkness. “If only there was another way…” She said before turning to Coco and remembering from her sad expression that she is now without a job and getting an idea while smiling. “Coco…” She began. “Since you'll need a job now that you're no longer with Suri. How would you like to work for my friend making all the costumes for his next show?"

Coco smiled in response before quickly saying yes.

The following morning, the group waved goodbye to Coco as they took the train back home. Just when they were about to enter the train station, Twilight happened to “accidentally” bump into both Spike and Beshte when she was “distracted” from reading her book leading to all of their belongings to come tumbling down the steps.

“Oh my gosh…” Twilight said with a sophisticated tone of voice to avoid being recognized. “I’m so sorry, I didn’t see you there.” She moved to quickly levitate all of their luggage back on Spike and Beshte’s shoulders.

“It’s all right.” Beshte assured with a smile.

“Yeah! Hakuna Matata!” Bunga cheerfully added.

During the quick cleanup, Twilight moved to secretly and stealthily obtain Rarity’s gift box before replacing it with another similar substitute and did the same with Ono’s box that contained his medal.

“Here you go.” Twilight said to them while making sure that she didn’t miss anything before moving ahead inside the train station to get inside her seat in the back of their train cart.

“Okay…” Kion remarked finding this stranger’s behavior odd, yet somehow it rings familiar bells.

“…Was it me or was there something suspiciously similar to that mare in the black trench coat?”

“Like the way she acts clumsy cute yet dresses and acts rather sinister and dark.” Fuli guessed before connecting the dots. “That’s definitely, Twilight there.”

“Oh…” Kion said before shaking his head upon realizing. “Twilight!”

Everyone all blinked when they all realized who really bumped into them before running into the station to try to find her, but when they all got inside, they all see that she has vanished.

“Where’d she go!” Spike exclaimed looking in all directions.

“I don’t know!” Ono answered before flying up and using his keen sight to try to find her, but unsuccessfully. Not even the train cart, she walked inside to. “She’s gone now.”

“Grr…” Kion growled at another failed opportunity to try to reason with his former friend.

“Don’t worry, Kion.” Fuli quickly assured with a calming paw. “We’ll get her back.”

“I know…” Kion said with a calming sigh. “I just wish I know what her motive for bumping into us like that.”

“Probably trying to take time to screw around with us for petty reasons.” Kyoga guessed.

“No…” Kion dismissed it. “She had to have another ulterior motive. Something we had that she was after.”

“But what?” Beshte asked while Kion eyes their luggage.

“That’s what I need to know.” He said before they pressed forward to getting on their ride home.

During the train ride back, Rarity and Ono both took the time to write her friendship lesson learned during their stay.

"Manehattan was simply grand. It was in this magnificent metropolis that I learned that, while there are ponies who will take advantage of your generosity, you should never, ever let that cause you to abandon your generous spirit. Nothing feels worse than taking advantage of the giving nature of your friends."

"Having a Keen Sight is both a blessing and a curse. I come to see that when it came to helping make dresses for my friend along with performing my duties while on patrol. But regardless I've come to see that of how very useful it can be when it comes helping the friends that need you the most. Mainly, that it allows one to see a designer's work like a fingerprint. A very crucial and special detail that only said designer could have come up with. The lining. And when I saw very small thread in there, the rest was history. And I am very proud of that defining ability in me."

Once Rarity was done writing her own entry in the journal, she opened the box Coco had given her earlier. She smiled when she saw it was a little spool of shiny rainbow-colored thread…

…which Twilight on the other hoof has an exact copy of it along with Ono’s medal to which both gave a shimmering glittery rainbow glow having watched the friendship bonding from another cart while casting her invisibility spell. She then cancelled it once she was sure she can ride this out without being spotted before resuming her reading of her book along with eyeing the rainbow-threaded spool and red-ribbon gold medal.

“Two keys down, nine to go.” She said to herself before conjuring a small pixie dust of magic before teleporting it all the way over to the Pride Lands. Said message contained made its way to Pride Rock where Scar grabs ahold of it before smiling in satisfaction with her success.

Slowly but surely, the plan was working, with two more rainbow-glimmering keys on the horizon, coming from just outside of Ponyville with Scar focusing his magic on the next two Guard members next to live up to their elements and roles. Pinkie Pie and Bunga.

Author's Note

Here the Lion and Pony Guard are all on a trip in Manehattan to support Rarity when she participates in the upcoming fashion show there. Manehattan's a place where generosity is greatly encouraged and can lead to good things to come around kind of like the good side of Laser-Guided Karma coming to play here.

Well, at least until Rarity finds there are few ponies like Suri Polomare who took advantage of her generosity to steal her line right at the beginning of the competition leaving the poor unicorn distraught. At the same time Ono isn't much a guy who wants to be credited and known for helping use his keen sight to guide his friend towards creating fashion-inspired lines yet is there along side her friend for support.

Thanks to getting a cold taste of whiplash from Suri's deception, Rarity turned into a completely different mare in putting together her last minute ideas and designs for the show which drove the friend who's Keen Sight helped her make this all possible storm out on her. It wasn't until he came across something to back his case up while Rarity comes to see the consequences of her recent mean and selfish actions do things come around in their favor in the end.

While Rarity comes to learn the errors of her ways, Ono on the other hand managed to use his Keen Sight to great use when he spotted a special finger-print in Rarity's design that helped ensure that Suri doesn't get off scot-free like she did in cannon.

But of course, this is exactly how Twilight wanted the events that had just happened to play out, and now she has the first two of twelve keys needed to unlock the very magic in the chest containing the Elements of Harmony.

Next up set to come later next week is a road trip episode where the Apples along with Beshte, Bunga, Timon, and Pumbaa all go on an adventure on uncovering more of the Apple Family history to see if their friend Pinkie Pie is related to Applejack upon her most genealogical research.

Episode 8: Pinkie Apple Pie

Episode 8:

Pinkie Apple Pie

At the Golden Oaks Library, the alicorn princess that is currently residing there is doing some research. With books stacked up by her side in her bedroom while she rests stomach first on her bed, she is fully committed to it. During her research, she came across a random scroll when taking a break from what she was really looking for and read it.

The more she read it, the more her eyes took interest in this discovery. So when an idea formed in her head she decided to roll it back up and placed it back downstairs with the rest of the scrolls in the main floor before fetching herself another book and made her way outside so she can take a little breather on her little walk through Ponyville.

When her back was turned from the library, both Pinkie and Bunga saw this as their chance to do some research of their own. While they normally wait for her to be around before moving to check out a book, they both have a strong feeling that Twilight would never want to see them unless she is out for their blood. So now’s their best chance to find something to read before she uses it as an opportunity to kill them.

"Whatcha doin'?" A certain pink pony asked, the honey badger while peeking her head through the hole where Bunga had had just taken a book out of.

“Whoa!” Bunga yelped.

"Whoa!" yourself! But that doesn't answer my question, silly." Pinkie giggled.

“I was just looking for a book about a nice cooking recipe so we could make more of those crisp honey squares.” He answered just when they saw another friend enter the library, their lion friend along with a baby dragon in tow.

“Pinkie? Bunga? What are you both doing here?”

"Getting a cooking book for honey crisp squares.”

“Finding a new cook book for new creative ideas for new bakery treats at the Sugarcube Corner.”

They both answered while moving to take a look around through the shelves.

“How about you?” Bunga asked. “What brings you here while the alicorn’s back is turned?”

"Well….” Kion began hesitantly before confessing since he is now drawing a moot point thinking about chastising them for risking being caught in a place they aren’t welcome in for the time being. “…I'm just here to do some genealogical research on the Pride Lands history.”

"Ohhh." Pinkie commented from the shelf she was on before moving to get out of there and fell flat on her face before getting back up. Spike walked on by to assist Kion, by picking up a few scrolls and books needed for his research with Pinkie whispering in his ear. "I don't know what that is."

"Genealogy is the study of family history." Spike said as he placed the scrolls onto a pile, "Y'know, where ponies or lion in his case come from and who they're related to."

"Ooh, fascinating." Bunga commented while thinking of something before looking around . “I wonder who else I’m related too.” He wondered before looking at another book before making his way back over to Sugarcube Corner with it. “Hmm, hmm, interesting, cool…” He read before finding something very interesting. “Ooh...” He then rushed off ahead to the bakery. “I got to make those honey crisp squares and tell uncle Timon and Pumbaa about this!”

Just after Bunga left, Pinkie was left fascinated by the thought to the point she decided to look into her family origins. So she moved to pull a scroll from the near bottom of a stack disregarding what could happen if she did so without being careful sparking nervous reactions from the others. Especially should Twilight come back and see it all tumbled on the ground all together.

"Maybe you should pick one from the... top?" Kion tried to warn his friend, only to stop once he saw that the stack was still standing, despite what she just did. “Okay, never mind.” He exchanged confused looks with the others wondering how that was even possible.

The pink pony unfolded the scroll and started to read what it said. "Uh-huh… Interesting... I see... Hmm, that makes sense... Not much of a surprise there…" She said while continuing to unroll it while making her way down the stairs to the front door, and all the way out of the room, and all the way outside the library while both Kion and Spike watch.

"WHAT?!?"

Kion quickly opened the window where he and Spike turn to see Pinkie Pie standing outside of the library, having read the very end of the extremely long scroll. Apparently, this has gotten Pinkie extremely super-duper excited upon what she discovered.

"This is the most amazing thing ever! Why didn't you tell me how amazing this is?! Genealogy is better than cotton candy on top of a fountain of chocolate!"

Suddenly, Bunga quickly rushed back over with the already baked honey crisps in tow to find out what had Pinkie extremely happy after hearing her shout all the way across town. “What’s super amazing?”

"You'll never believe who it says I'm related to!"

Bunga quickly looked at the scroll to see for himself what she found out and who she’s related to and he too was already very happy and excited for her friend.

“Un-Bunga-veilable!"

Shortly afterwards there was a knock on the door was heard where Pinkie eagerly smiles at her long lost relative answering the door.

"Hey, cousin!" She greeted before giving her relative a big warm hug.

Applejack.

The farm pony was left at a loss for words of how to take this in. The very thought of them being relatives in some way still stirred her mind.

Sometime later, after Pinkie explained it to the whole family and Beshte who happened to be doing chores for them once more, the thought of at being true was now getting exciting for them too.

"This is just so excitin', I can hardly believe it!" Applejack happily expressed.

"I know! Isn't it the best?" Pinkie said in the same tone while sitting on a sofa in the living room, with Bunga lounging his back on the couch.

“Poa!” Beshte remarked feeling very happy for them both.

“I am just wow!” Bunga said with a smile. “A bigger family than before. And it just keep’s growing and melting my heart.”

“What’s that?” Beshte asked Bunga something actually melting on his chest.

“Huh?” He saw before pulling it off. “Oh. My honey crisp squares…” He saw that they all melted into the shape of his heart with honey sticking on his fur. “…oh well.” He proceeded to quickly eat them and licked the honey off of his fur which had the Apples cringing in disgust by what they just saw. “…oh yeah!”

Putting that aside, Apple Bloom jumped up and down on the couch like a little filly right next to her new relative. ”I have another sister! I have another sister!"

"Well, you actually have a fourth cousin twice removed by a fifth cousin, but that's like exactly like a sister!" Pinkie Pie corrected, while still smiling.

"I'd try to tone it down a little around non-family members because I don't want to make them jealous, but...” Applejack said while nudging her big brother on the shoulder.

"This is the best family ever!" Apple Bloom stated while jumping up and down on the couch. She ended up jumping so hard a spring from the sofa popped out, sending her flying up into the air, with Beshte quickly catching her on his back.

"It really is." Applejack agreed before approaching Pinkie. "You are gonna love bein' an Apple. “I mean, you've got the playful one…" She said directing her attention to his little sister balancing and bouncing on a beach ball to which Pinkie clapped her hooves seeing this.

"The strong one…" Applejack gestured to Big Mac, lifting the kitchen cabinet with one hoof but ended up having a pie splatter into his face when it happened to be on the cabinet he was lifting.

"Eeyup."

"And of course, there's Granny Smith, who knows everythin' about everythin'!" Applejack added.

"A Ponyville snail can hibernate for up to forty-eight moons!" The elderly pony said to back up that claim while sitting on her rocking chair.

"Who knew?" Pinkie said in response finding this very interesting.

“I didn’t.” Bunga answered while moving to remove and eat the pie that fell on the big red stallion’s face.

"And then there's me." Applejack finished while walking up to the window, taking a good whiff of fresh air from the farm, "Do you smell that sweet apple air, Pinkie Pie?" She took a whiff of the air just like Applejack did and opened her mouth to answer, only to have a hoof silencing her before she could get a word in. "That was rhetorical. Of course you smell it. You're an Apple now!"

Applejack opened the gate just when Apple Bloom galloped outside.

"And Applejack is the one responsible for it!" Apple Bloom stated.

"Aw, Apple Bloom, that is sweet, but--" Her big sister tried to downplay it before she said otherwise.

"It's true! I mean she keeps us all organized and on schedule and does her own part on top of it all!"

“Uh-huh.” Both Big Mac and Granny Smith nodded in agreement to which had the orange pony blushing.

"I was already super happy as a Pie!" Pinkie said with a hop around. "And now I get to be a part of this amazing family too!"

“And so do you two.” Applejack said to both Bunga and Beshte.

“What?”

“Really?”

“Of course.” Applejack confirmed while placing wrapping her hoof around the hippo. “Considering I invited you and Kion to the most recent Apple Family Reunion, and that any friend of the family is treated like family here.” Applejack added while wrapping her other hoof around Bunga. “So it a way much like the Royal Family it does make us brothers.”

"We're family, we're family, you an' me are family!" Apple Bloom sang while dancing in rhythm and sync with Pinkie.

The little filly twirled Pinkie to conclude the song and dance bit, but ended up twirling her a bit too hard and fast to the point she spun like a twister crashing into a stack of hay.

"Best family twirl everrrrrrr!"

Applejack then took a look at the scroll Pinkie brought with her so she could learn more about this discovery herself. "Huh, I just can't believe we've never heard anythin' about this before!" She then proceeded to examine the scroll trying to figure how this is possible. "Hmm…"

"What's wrong, sis?" Apple Bloom asked.

“Everything okay?” Beshte also asked when spotting the perplexed expressions she was giving.

"I'm not seein' where exactly it says we're family." She answered.

Pinkie Pie quickly unrolled the long scroll to the very end in order to confirm it while walking inside and outside of the barn as the scroll unrolled. ”It's riiiiiiiii-" she briefly inhaled. "-iiiiiight here!" she pointed her hoof to the very last part at the end.

"It… is?" Applejack asked with wide eyes like she is dreaming.

"Uh-huh.” Pinkie nodded again before they leaned their heads down to the last bit of writing. “Applesauce of the Apple family lineage is a fourth cousin twice removed of the Pie family!"

Applejack along with Beshte both took a close look at that. While it’s a nice thought, the former really wants to make sure this is really all true.

"I see the part about our great, great auntie Applesauce and fourth cousin twice removed part, but that last bit's awful smudged. Are you sure it says 'Pie'?"

Pinkie reexamined the last part, before spotting out that little bit. "I guess it is a little smudged, but I see most of it there, and when I read it, I knew in my heart it was true!"

"Well, ain't that just the sweetest thing!" Granny Smith said just when Pinkie came over along with Big Mac and Apple Bloom for a group hug.

"It is, it is." Applejack said, but is still puzzled on the scroll’s actual writing. "I'd just hate for us to get all excited before we found out for sure."

“Understandable.” Beshte agreed while still supportive of the idea of Pinkie Pie being a part of the Apple Family.

"So how are we supposed to find out for sure?" Apple Bloom asked while drawing a hoof into the dirt.

“Eeh…” Granny Smith was speechless until she suddenly thought of something. "Oh! Cousin Goldie Delicious!"

"Huh!" Bunga blinked confused.

"Her cabin's practically an Apple family history museum! If anypony has the records to back up Pinkie's theory, it's her!" The elderly pony explained.

Though Applejack is still trying to process the idea of going on this road trip.

"Huh, I suppose we could always...” Applejack started before seeing the wide smiles from everyone in the Apple Family along with Pinkie and even Bunga. “…I mean, Goldie Delicious doesn't live that far away, and we haven't been on one as a family in a real long time…"

“Please? Oh, pretty please…” Bunga pleaded on his knees with his hands clasped together. “I really would like to see if this is really true.”

Applejack then turned to Beshte for any thoughts about it. “Beshte?”

“I don’t see the harm in it.” He said. “It would be nice and fun to travel together. And even if it turns out Pinkie isn’t your fifth cousin removed twice, I’d say she’s still family who got to spend quality time with the Apple Family.”

“I suppose…” Applejack began to agree smiling at the idea of a road trip more and more along with the thought of one of her friends being actually related to her. It was just too good to pass up now. “Are y'all thinkin' what I'm thinkin'?"

The whole Apple Family all nodded before they all answered together, "Family road trip!"

“Oh yeah!” Bunga cheered before turning to the orange pony. “Does this mean I can come?”

“Of course! You and Beshte both can!”

“Sweet!” Bunga was very pleased and then thought. "Oh, oh, and I'll think I invite my uncles Timon and Pumbaa! They'll love the trip too!"

"Well..." Applejack gave it some thought before giving in for the name of family. "...feel free to invite them!"

"Awesome!" Bunga exclaimed before rushing out the door to do so.

“And since you’re coming…” Applejack continued with something on her mind, a favor of the Guard’s Strongest. “…I suppose you won’t mind a little heavy-lifting for the ride over would you?”

“Of course not.” Beshte obliged without hesitation. “A little extra weight on my back won’t hurt.”

"Great!” Applejack said very pleased to her it before turning to Bunga who immediately leaped into her hooves for another hug to which the former accepted with a hoof on the honey badgers back in return.

Pretty soon, they are about to embark on another new adventure together, yet unaware of what’s to come since not everything goes according to plan at times.

Later in the week, Big Mac had started loaded the cart with their luggage and he sure is packing a lot of it into their wooden ride.

“Come on, Big B!” Bunga encouraged his friend to pick up the pace.

“I’m coming! I’m coming!”Beshte called back.

Even though Bunga means well, he sometimes has to remind himself that he can’t keep up with him so he quickly stopped before he allowed himself to get too far ahead.

“Sorry.” He apologized before continuing. “I’m just so super excited for this trip!”

“Right you said that quite a few times on the way over. And by that I mean a lot.”

“That’s how much I’m looking forward to this trip.” He said while wrapping his arm around his friend. “You, me, Pinkie, Applejack, and the whole Apple Family on a journey to see if Apples and Pies are truly bonded together as family.”

They arrived just in time to see everyone has gotten everything together.

"Has anypony seen my travelin' bonnet?" Granny Smith asked while walking outside…while wearing a red bonnet on her, imprinted with orange and yellow flower shapes, and a blue ribbon, tied around her head.

"Isn't that it on your head? The red one with flowers on it?" Apple Bloom asked, raising an eyebrow to direct her attention to the bonnet already on her head.

"No!" She denied.

"It looks an awful lot like--" Apple Bloom tried to point out considering she’s seen it before.

"Well, it ain't, and that's final!" Granny Smith stated while interrupting her granddaughter.

Bunga and Beshte both having witnessed this shared confused looks with Apple Bloom before shrugging considering it’s expected of the matriarch of the Apple Family to be forgettable at times.

Applejack walked out of the barn and greeted the two Lion Guard friends. "Big B, Bunga. You both made it."

“Heck ya!” Bunga cheered. “Like you were going to go on ahead without us!”

“I know.” Beshte happily said. “It’s too bad Kion couldn’t come with us too. He said he needed to do some family research and talk to his dad and grandfather.” His smile faded briefly when he thought of something when he mentioned it. “Something about wondering if there’s some kind of connection between lions and alicorns in the very past that’ll help him figure out where the source of Scar and Kyoga’s magic came from.”

“Hopefully, he’ll find what he is looking for.” Applejack still smiled in good faith for her friend before turning back to the other Apples with something else she wants to say to them. “Can y'all gather round for a moment? I just wanted to say somethin' real quick."

"I've had somethin' in my teeth this whole time, haven't I?" Granny Smith asked figuring it was for that reason. "Gadsnickety, what a way to welcome a family member!"

"Er, no, Granny, your teeth are fine.” Her granddaughter corrected before moving forward. “I just wanted to be sure that we're all on the same page about showin' Pinkie Pie how awesome a family we really are. We want her to get to know the family she's been born into, but, like, the best version of it, y'know?"

“Really? Like how?” Bunga asked while scratching the top of his head.

"Well, I just don't want Pinkie to feel so excited about being a part of our family only to find out we're not all that great to begin with."

“What?” Bunga scoffed finding it humorous. “Do you have any idea who we are talking about? Pinkie Pie, the pony who always finds something funny no matter what? Of course it’ll all work out!”

“He’s got a point.” Beshte agreed. “If Pinkie is happy that you’re all happy then that’s all that matters.”

“Well said.” Granny Smith agreed thinking they can do this no problem.

"I'll bet my future cutie mark's gonna be a picture of me bein' the best behaved pony ever!" Apple Bloom said while turning around and resting her flank on the side of wagon before leaping out. "That's how good I'm gonna be! Big Mac?"

"Eeyup." He supportively agreed while lifting a basket of apples into the cart.

“I’m sure whatever cutie mark you get it’ll be something you’re very special at.” Beshte kindly said while nuzzling her cheek.

Just after this heartwarming moment, Pinkie Pie had arrived ready to go. She was all packed with her saddle bag filled with confetti and streamers. "Are y'all ready to go? Because I'm ready to go-go-go!" Pinkie asked everyone before tossing her bag into the large wagon when the large stallion gestured her to place it along with the rest of their stuff.

"Wait!" Timon's voice cried out.

Said meerkat was riding on his warthog companion's back as he ran up to them as fast as he can. "Don't leave without us!"

Bunga was very ecstatic to see them finally arrive. "Uncle Timon! Uncle Pumbaa! You've made it!"

"Of course we did! You didn't think you were going without us!" Timon stated while hugging his favorite honey badger.

"Family sticks together!" Pumbaa added just when they all got saddled in their ride.

When Applejack got a look at the large and tall pile in the wagon, she had a look of uncertainty and uneasy with how much they are bringing along for the ride. "Er, Big Mac? Are you sure we really need all that stuff?” She asked trying to make sure if that’s a good idea.

"Eeyup." He confidently replied even with evidence that the old wooden wagon might break at any time.

"Are you sure you're strong enough to really pull all that stuff?" Applejack asked.

"Eeyup." Big Mac replied once more with firm and annoyed eyes at her younger sister’s questioning.

"Are you sure the wagon's strong enough to hold it all?" Applejack asked while examining the wheels that are slightly wobbly.

"Eeyup!" Big Mac replied irritably and assertively before moving to prepare hoisting the reigns.

“Guess he doesn’t need my help.” Beshte thought to himself after seeing the stallion looking like he was going to give Applejack an earful much like he did to the Cutie Mark Crusaders a while back. Even though he had good reasons to be mad there, it was undeniably harsh and he wasn’t about to start with Pinkie Pie around.

And Applejack got the same idea that it was wise to keep up the good impressions upon seeing Pinkie Pie smile in her direction. After all she didn’t want to give her any reason to see and think otherwise. "Then let’s get this show on the road!"

“Finally! We’re off!” Bunga happily cheered before leaping onto the wagon while Beshte moved to walk alongside Big Macintosh and the wagon so he can ready to assist him when needed along with being able to chat with the rest of the Apple Family while he’s at it.

With the journey beginning, Bunga was still keeping up the same level of enthusiasm he had ever since they made plans to go, just waiting to strike a conversation with the other Apples or even better, an opportunity to break out into song.

And that opportunity came when the sound of two frying pans clanging together was heard, creating a tune that’s catchy to dance to the beat, and the sound of squeaky wheels, and Big Mac’s galloping to add to the mix.

Bunga already feeling the urge quickly pulled out a guitar while tapping his feet alongside Timon with Pumbaa shaking his body around while dancing to the beat onto the wagon and started creating music to the tune and beat of the sounds created from the wagon along with the pans hanging from the back of their ride.

"C'mon, Apples, y'all know this one!" Applejack said to everyone ready to start singing.

"Hot-diggity!" Granny Smith cheered while clapping hooves with her granddaughter.

"Yee-haw!"

"Eeyup."

“Let’s.”

“Ready?” Bunga asked everyone who all nodded before Applejack started their family musical number.

"Okay..."

"Hit it!"

“We travel the road of generations

Joined by a common bond

We sing our song 'cross the pony nation

From Equestria and beyond.”

Applejack sang as she leaped from the wagon alongside her little sister so they can continuing singing and dancing alongside Big Mac and Beshte, while Granny Smith remained seated beside them, and Bunga still playing music from the banjo with Pinkie Pie was jumping up and down from their ride.

“We're Apples forever, Apples together

We're family, but so much more

No matter what comes, we will face the weather

We're Apples to the core.”

Applejack and Apple Bloom sang together in perfect sync.

"Eeyup."

And on cue, a small dark gray storm cloud appeared above them, where the two Apple sisters shielded Pinkie Pie with two umbrellas before the cloud disappeared after a very brief shower.

“There's no place that I'd rather be

Than travelin' with my family

Friends all around come to join and see

As we sing out across the land.”

Apple Bloom sang as she leaped onto her big brother’s back briefly before she and her elder siblings sang in unison.

“We're Apples forever, Apples together

We're family, but so much more

No matter what comes, we will face the weather

We're Apples to the core.”

"Eeyup."

While they were singing, a strong gust of wind blew by nearly blowing Pinkie Pie away, but was brought back when Applejack lassoed her and reeled her back onto the wagon.

“We're peas in a pod, we're thick as thieves

Any cliché you can throw at me.”

Granny Smith sang as she and the Apples dressed up like pirates, with Applejack and Timon both holding apple and pirate themed flags and Pinkie Pie was dressed as a burglar, complete with a black mask and zebra-striped colored shirt with Bunga, Pumbaa and Beshte both wearing the same black and white striped shirts and black masks as part of the dress up part of the routine.

“We're here for each other, through thick and thin

You're always welcome with your Apple kin

Wheeeeee!”

Pinkie was already liking the way their trip already getting off to a great start to the point she was in a happy and cheerful mood to want to join in on the family musical number too while hugging her family along with flying around with a set of balloons and danced around their ride.

“You're more fun than the color pink

Or balloons flying over your favorite drink

The love I feel here is swim, not sink

As we party across this land.”

“All right!" The Apples cheered together in family spirit before they all finished singing in unison together while dancing along to the beat Bunga’s playing on the family banjo.

“We're Apples forever, Apples together

We're family, but so much more

No matter what comes, we will face the weather

We're Apples to the core!”

"Eeyup!" Big Mac, Pumbaa, and Beshte all stated together when their song came to a close.

But as soon as their song ended, their wagon suddenly broke down with the wooden wheels have completely broken off. Everyone ended up dropping to the ground when it happened with their belongings scattering around the pathway around them.

It had seemed that Big Macintosh overestimated how much weight the wagon could handle and all he can think to himself was “Oops.” for his personal mistake.

"Pumbaa!" Timon loudly accused with a glare.

"What?!" Pumbaa defended in the face of his bickering friend. "Don't look at me!"

"Now boys...!" Applejack lightly warned the two who both quickly shut it and adopt forced smiles since they are trying really hard to make a good impression towards the pink pony accompanying them before turning to her brother with chastising words to say. "Big Mac! I thought you said– " Her younger sister angrily began before stopping herself upon seeing Pinkie Pie right behind her. She was quick to correct herself to avoid upsetting her friend while ushering him aside for a moment. "Uh, I thought– I mean, not that I'm blamin' you, because we don't blame in this family, but I thought you said all this stuff wasn't gonna be too heavy."

All Applejack could do was sport a nervous grin when Big Mac glared at her, touching foreheads, eye to eye very close, touching nose to nose, hoping he doesn’t do anything else. His near-killer glare made it perfectly clear the weight of the luggage wasn’t the problem, it was just the old wooden wagon gave out.

"How're we supposed to get to Goldie Delicious now?" Apple Bloom asked with her ears lowered with Beshte quick to have the filly hop onto his back.

“Or back.” Bunga asked while he and Beshte examine their cart. “Because I don’t see how we can fix this.“

“I don’t think we can or get back from here.” Beshte replied finding they’re too far into their journey to turn back.

“We're closer to cousin Goldie's that we are to home." Granny Smith added.

“Then I guess we know where we’re going now.” Bunga said seeing what direction they are going forward in. “No going back now.”

"It's too far to walk either way!" Timon complained before dropping his butt onto the ground while placing his hands on his chin. "Anyone have any ideas of how to make it easily on our legs?"

Just then, Pinkie Pie gasped with a solution in mind. "I have the best... idea... ever! Family river trip!"

"Just one problem." Applejack gently responded. "We haven’t got a raft." She then muttered under her breath. "'Bout the only thing that didn't get packed." Her brother ended up hearing that and shot another glare in her direction. If Pinkie wasn’t around she would be getting an earful for that.

Granny Smith still remained positive and calm about it as she speaks of an idea. "Well, back in the old days, we used to use the sap from a sugar pine tree to glue things together." She walked over to a tree, which had sticky sap on the trunk, and a squirrel stuck to it.

“Zuka Zama!” Seeing another poor critter in help, Bunga moved to free him by using his claws to pry him off of the sap. “There you go!” He then tasted the sap for himself wanting to know it’s flavor. “Mmm, maple syrup.”

Disregarding Bunga antic’s, Applejack was left at a loss of how to respond of what Granny Smith is proposing. "That is, uh, fascinatin'…Don't know that it's helpful, but it is fascinatin'…"

"Pfft! 'Not helpful', my patootie!" Granny Smith asserts it is helpful while using her old lady strength in lifting up one of the wagon's wheel with her head. "We're gonna build ourselves a raft out of these here jalopy parts and keep it held together with sugar pine sap!"

Even if it’s not perfect, it’s not like they have a lot of options at this point. They’re not around any magic to rely on a helpful unicorn or alicorn and are already too far ahead to call it quits. So, this was their next best bet.

"Hm, worth a shot!"

"Woo-hoo!" Pinkie Pie cheered seeing they are all going on the white water raft together as a family.

With Bunga and Beshte’s help, Applejack and Big Mac tightened the vines around the raft, with strong and sturdy wood to use. And as luck would have for the Apple Family they all had life jackets on from the luggage, along with rubber fins and floats for Big Mac. Both Beshte and Bunga didn’t since they’ve had plenty of experience and adventures on water without them, and considering they weren’t a thing back in their home so they both decided to float alongside the Apple family raft. Timon and Pumbaa also having that same experience back home decided to join their friends on the water too.

“Urgh.” Beshte grunted while tying up the last vine tight to the last portion of wood. “There we go. All tied up and ready to go. Hopefully, this will hold for the ride over.”

“I sure hope so.” Applejack agreed before turning to everyone with something important she wants to share with her family. "Now remember, this time we're only packin' the necessities."

“Done and done.” Bunga happily stated while looking upon the belongings Big Mac has packed for the water ride.

"Wait a second!" Pinkie’s voice spoke up with a flash nearly blinding the group due to having very little time to prepare for it. When they regained their eye sight, they saw the flash came from Pinkie’s camera. "This one is for the scrapbook!" She giggled before pulling out a book from her saddle bag, opening it to reveal all of the pictures she took of them, including Bunga and Beshte throughout their road trip together one with Beshte walking alongside Big Mac and Bunga, Timon and Pumbaa both getting in on the fun with their dancing along with the sightseeing alongside Apple Bloom on the top of the pile of luggage where they all played pirates together.

"Pinkie Pie, when did you have time to make this?" Applejack asked caught off-guard by what she just showed her before placing it back in her saddle bag.

Pinkie Pie looked at her friend in the eyes with a deadpan and serious expression. "Applejack, when you're family, you make the time."

With a push into the water with his hoof, Big Mac pushed the raft forward so they can ride into the flowing current of the river. Applejack took the wheel, cheering in triumph. "Woo-hoo! We did it!" Applejack cheered triumphantly before taking control of the steering wheel.

And of course, this means it’s photo time for Pinkie who had her camera ready again.

"Say 'soaked'!" Pinkie Pie said with a smile leaving the others looking at her, confused of why they would say that...

…just when Bunga, Beshte, Timon, and Pumbaa all come riding on a small wave that splashed the Apple Family with water.

Pinkie smiled while taking the picture just after the group got soaked and drenched. In this picture, Applejack, Timon, and Big Mac frowned in annoyance while Granny Smith, Beshte, Pumbaa, and Apple Bloom both looked surprised. Bunga however was the only one who smiled and cheered finding that very fun.

“Woohoo! Un-Bunga-veilable!”

“Sorry.” Beshte sheepishly apologized to everyone before hopping off and accidentally splashed the Apple Family once more. “Sorry!”

Afterwards, the journey turned into smooth sailing going forward. Applejack took the wheel, Beshte is floating alongside the raft with Bunga resting on his back with Timon doing the same on his friend Pumbaa, and Granny Smith and Apple Bloom are both playing checkers.

"Ahh, now this is a relaxing ride!" Timon said feeling at ease right now.

"You've said it!" Pumbaa agreed while bubbles appear from right behind him. When the bubbles stopped a fish emerged from the water belly up due to the stinky gas he left behind. "Oops." He blushed.

"All right! Lunch!" Bunga cheered before pulling it out from the water and started munching on it. "Mmm!" But then his happy smile dropped before spitting it out and tossing it aside on the edge of the riverbank. "Ugh! That reeked! Why did I even eat that?!"

"Sorry." Pumbaa sheepishly apologized.

Ever since the Lion and Pony Guard was formed, they’ve hardly had any time to relax completely due to always being on patrol and needed whenever there is an emergency that the King and Queen along with the princesses can’t attend to. Even though it sucks not being able to patrol the Pride Lands, they definitely have been able to make good use of their now free time.

"So what you're saying is, if I have the courage to jump, the parachute will open." Both Beshte and Bunga perked their ears up when they heard her talking to Big Mac who just stood there and usually doesn’t talk much unless it’s something serious.

"Eeyup."

"Whoa! That is deep!" Pinkie said with her mind and eyes wide in fascination.

"Eeyup."

“Interesting.” Bunga commented while getting their attention. “I’ve always wondered why my parachutes didn’t open when I jumped.”

“Me too.” Pinkie added before the two share a good laugh over their mistake.

“Welcome to the family because I had that happen the day we tried to earn cutie marks in skydiving.” Apple Bloom giggled while blushing for a moment while recalling some of the crazy antics she and her friends have gotten into. “Obviously it didn’t work.”

“Eh, Hakuna Matata.” Bunga happily shrugged like it’s no big deal. “Just keep trying new ideas and you’ll be seeing them right on your flanks in no time!”

"That's the spirit!" Pumbaa encouraged.

"Never hurts to keep trying!" Timon added.

“Aw, thanks!” Apple Bloom said feeling more encouraged to keep trying before leaping over to hug the honey badger then briefly leaping onto the floating warthog to do the same to him and then Timon before leaping back onto the boat.

"Sure thing kid." Timon replied after catching his breath when the filly ended up accidentally hugging him a little too tight.

“Just…” Beshte spoke trying to get the filly not to get her hopes up too much. “…try not to try too hard.”

“Of course.” Apple Bloom quickly assured even with all of the past mishaps she and her friends have gotten herself into in the past. “Have we ever gotten ourselves into trouble just for the sake of our cutie marks?”

“Well…?”

“Never mind, don’t answer it!”

“All right then.” Bunga said.

At the front of the raft, Applejack looked ahead at the river ahead of her, before seeing something troubling up ahead. “Uh-oh… “ She turned back to her family. “All right, y'all. Please tell me that the map didn' get wet. 'Cuz it looks like I'm gonna need it right about now."Up ahead is a fork with three different paths, one that goes straight ahead, one that goes left, and one that goes right.

The Apples all looked around until Apple Bloom spotted a yellow parchment paper on the top of the luggage pile.

"Found it!" She said as she moved to get it, at the same time Bunga moved to do the same.

“Oh, I can take it down.”

“No, no, I can, I got it.”

"No, no, I insist."

“No really, I got this.”

The two argued until they both ended up tumbling down the luggage pile and ended up losing the map which flew ended up flying away.

It flew into the river where a fish leaped out of the water and grabbed it before diving back down…along with being captured by an duck and taken away. Pinkie Pie took a photo of the whole thing.

"You both okay, Apple Bloom, Bunga?" Beshte asked the two after having caught them with his back.

“Uh-huh.”

“Never better.”

With that out of the way, Applejack moved to chastise her little sister and friend for their careless mistake with great restraint.

“All you two had to do was bring it over to me. No singing, no dancing, and no games. Just walk it over.” She scolded with gritted teeth.

“Eeyup.” Big Mac crossly added.

"Say 'best siblings ever'!" PInkie Pie told the five with her camera at the ready once more for another picture. The three Apple siblings along with their Lion Guard friends all huddled together with forced smiles before she took the picture. "Ooh, that's another keeper!" She said before turning her back to find more happy memories to take or think she’s taking when the Apple siblings all glare at each other while the hippo and honey badger both look aside feeling uncomfortable being in the middle of the whole brewing internal conflict.

"It's okay, y'all!" Granny Smith assured when Applejack moves back towards the wheel. "I traveled down this river as a filly and I know it like the back of my hoof!"

"Are you sure you know which way to go?" Applejack asked as they move closer to the three paths ahead of them.

"Does a June bug like to hide in a tree?"

“Maybe.”

“I think so.”

“I don’t know.”

Beshte, Bunga, Applejack all answered with Bunga’s memory on them still vague since he’s hardly seen them around.

"Well, I do know! And I also know we wanna head southeast! Now step aside, young'un!" Granny stated before pushing Applejack aside to take control of the wheel, to which she didn’t quite like her approach before she steered the raft right on the fork.

Unbeknownst to them, Timon and Pumbaa who have both ended up falling asleep ended up going straight down the middle of the river away from the rest of their friends.

"Ahh, nothing but smooth sailing from here." Timon declared while resting his hands behind his head on Pumbaa's stomach.

"Yep!" He agreed with close eyes before having a thought occur in his head. "Say Timon...do you think we're heading down the right direction?"

"Why certainly my warthog friend." He assured without much thought. "I'm as sure as I am honest."

"Well in that case, then we're definitely on the right path." He said before yawning and closing his eyes to take a nap for the rest of the ride over.

"Yep! I'm sure we're definitely not encountering trouble along with our family right now." Timon said before settling down for his nap too.

On the contrary, Applejack had silent disagreements with her grandmother's choice in taking control and going down that direction. Especially when she saw something very concerning.

"Um, Granny?"

"Myuh-huh?"

"Are we supposed to go through a cave?"

Both Beshte and Bunga shifted eyes towards each other, beginning to already have a bad feeling about this and that they are truly going down the wrong direction now with the latter having a growing curiosity of what’s in that cave.

"Ah, don't worry, child! The scariest cave in Equestria was down that other way!" Granny Smith assured despite evidence to the contrary in front of them and her youngest granddaughter clinging onto her big brother in fright.

“Really?” Bunga commented feeling her sense of direction isn’t quite tip top. “Because it looks like the scariest cave in Equestria is right in front of us.”

“The scariest cave in all of Equestria.” Apple Bloom said frighten already.

"Oh, it's a fright all right!” Granny Smith replied while still oblivious to the cave they are approaching. “Filled with creatures that'll eat ya soon as look at ya!"

"Ooh, sounds scary.” Pinkie remarked with her body slightly shivering before her face turned into an expression of eagerness along with Bunga.

“Tell us more!” Bunga eagerly asked.

"Ponies go in... but they never come out!"

"And you're sure it's not that cave?" Applejack asked once more, with increasing fright and trembling. "The one we're headin' straight for?"

"Now, Applejack, I taught you better than to question your elder ponies!" said Granny Smith said sternly at her granddaughter in response, who narrowed her eyes in annoyance. The two suddenly noticed Pinkie is now standing right beside them with a smile while reminding themselves that they need to continue being on their best behavior.

"Heh… you sure did." Applejack said with a forced laugh before obliging for the sake of not upsetting the pink pony really seeking a good time with her family.

"Alrighty then. Now everypony just sit on back an' leave the steerin' to your old Granny Smith."

“Eh.” Bunga shrugged finding this not too much of a problem with his intrigue of what’s so scary about really getting him excited deep down. “Maybe this might be fun!”

“I sure hope so.” Beshte said for his sake just when their ride enters the shadows of the dark cave before entering inside of it.

Next thing everything knows is that once completely inside the very darkness, they were surrounded by terrorizing growls which had the group screaming in terror likewise…

…Followed by a camera flash from Pinkie’s camera once more to capture the moment. "Got it!" Pinkie said before the growling and screams continued followed by more pictures being taken. "Best scary unidentifiable creature ever! Say 'terrified'!" The group continued screaming until their ride finally made it out of the cave.

The good news, the raft along with everyone all made it out in one piece. Granny Smith and Beshte were both wide eyed and jaw dropped, frozen in place, while the Apple siblings were all huddled together, with the same frightened eyes with one of the scariest things they have ever still fresh in their minds.

Bunga spoke first with his hair standing backwards while still frozen in shock. “Un-Bunga-veilable! That was so terrifyingly awesome!”

"Good to know.” Beshte said while still shaking his legs from going through the whole ordeal.

Pinkie Pie, like Bunga, didn’t find anything scary about the cave, and was actually humming happily even after what happened.

"Guess that was the scariest cave in Equestria." Granny Smith realized after recovering from her shock while receiving annoyed looks from her grandchildren. "Uh, of course I meant to take us through it!" the elder pony then said, trying to act like it was planned from the start. "Unexpected adventure is good for the soul!"

"Best granny wisdom ever!" Pinkie Pie complimented.

“No kidding!” Bunga agreed with a wide smile after pushing his hair back to normal.

"Uh-huh.” Applejack said after recovering from her shock before moving to firmly take back control of the wheel. “Why don't you just scooch on over there, Granny? Think I'll take it from here on out."

Granny Smith scoffed at that suggestion before moving to forcibly take control of the wheel. “Huh! Is that how I taught you to treat your elder ponies?"

"Ooh! Ooh! Is it?" Pinkie asked with a smile.

"You taught me to trust my common sense. And my common sense says we should get to Goldie Delicious's cabin in one piece." Applejack calmly argued while trying to take back the wheel from Granny Smith.

"And that is exactly what I'm gonna do!" Granny angrily asserted while taking the wheel back.

"That is mighty generous of you, but I think you've done enough for one day." Applejack voiced with a forced smile and tone of politeness while trying to assert that she wants to be in control with the wheel.

"And how exactly are you gonna know which way to go?" the elder pony asked with a smug smile.

“Okay, okay. Let’s all calm down here.” Beshte moved to quickly intervene. “I’m sure everyone one is just frustrated and lost since it’s pretty clear we have no idea where we’re going.” Then he realized someone's missing. "And where's Timon and Pumbaa!"

"Uh-oh!" Bunga gasped and realized. "They must have strayed away from us back at the fork!"

"Well, we wouldn't be lost if the map hadn't gone overboard!" Applejack argued while glaring at her little sister.

"Hey!” Apple Bloom angrily stomped her hoof in protest. “There wouldn't have been an overboard if Big Mac hadn't over-packed the jalopy!"

"Eeyu-“ He happily started before realizing. “…hey!"

"Exactly! So I think we can all agree that from here on out, I should be in charge of everything'." Applejack proudly declared, which only earned her collective glares from her family before they all moved to try to take control of the wheel by force.

Seeing this, had both Lion Guard members stepping away from the arguing family seeing that nothing is going to get them to stop arguing with each other.

Then Beshte noticed something up ahead, and widen his eyes in horror. “Uh-oh!”

“What?” Bunga curiously asked before seeing what’s in front of them. “Oh boy!” He then shouted and jumped in to try to alert everyone of what’s about to happen. “Everyone stop!”

Unfortunately, that proved to be a mistake since it led to Applejack accidentally breaking off the wheel and out of her hooves and flying into the water...which ended up picked up by the claws of another eagle.

“Oops.” Bunga sheepishly said upon being angrily glared at by the whole Apple Family. “That was not what I meant to do.”

But before he could get back on track, Pinkie popped up with a smile. "I just wanna say... that I think you're all super-duper, and I can't wait to make a page in my scrapbook about the amazing waterfall we went down!"

“And that’s something I meant to tell you.” Bunga added still sheepish and nervously chuckling.

“Hang on!” Beshte yelled while shifting his body weight in front of their raft ready to take on the fall for the Apple Family before their raft fell down the huge waterfall with everyone screaming for their lives.

Well, all but Pinkie and Bunga who both cheered “Wee!” and “Zuka Zama!”as they both fell down with the former taking more pictures with her camera rapidly.

One of her with a screaming Apple Bloom, another while hugging Granny Smith screaming, ruffling Big Mac's mane, one where she puckered her lips together next to Applejack shielding her eyes from the fall, and one of her and Bunga both cheering together while hugging onto each other just while they all fall together.

After several seconds of falling and screaming, the raft reached the bottom before submerging into the white foam created from all of the pouring water down below. And after a few seconds, the raft resurfaced one piece, and everyone survived while soaking wet thanks to Beshte keeping the raft afloat and absorbing most of the impact.

“Wow!” Bunga spoke amazed. “That was amazing!”

Beshte suddenly emerged from underwater while gasping for air after spending a minute holding his breath. “Glad to hear it.” He said before moving to the side of the river so he can rest and catch his breath.

“Big B!” Bunga cried in his direction before swimming after him.

Granny Smith smiled upon seeing everyone has made it out without any injuries while proud that their raft managed to stay in one piece too. "Huh! Told you that sugar pine sap would hold this thing together."

No sooner than she said that, Pinkie came floating down, holding onto colorful balloons she had with her before safely landing on the raft…which then broke into pieces causing the group and their belongings to drop into the water. Pinkie's balloons popped causing her to drop into the water too.

Shortly after Beshte recovered from the fall with Bunga’s assistance in getting him out of the water (which wasn’t easy due to his friend’s heavy weight), the group all emerged from the river with the few belongings they were able to salvage with the remains of their wagon. While many walked, Granny Smith rode in the wagon having done enough walking for the day, along with everyone else.

The only ones not tired were Pinkie and Bunga with the latter riding on the former’s back as she leaped ahead of the group towards a wooden house in front of them.

"We're here! We're here! We made it to Goldie Delicious's's's's's!"

“About time.” Bunga said very pleased that they have finally arrived with his partner noticing a small piece of paper on the front door.

"You guys! There's a note!" Pinkie said before pulling said note from the door. She scanned it before giggling with Bunga getting in on the giggling too after reading it.

"Uh, Pinkie Pie? Maybe you could read that one out loud?" Applejack asked with forced politeness.

"Oh, right, sorry! I haven't even read it yet. I was just looking at how pretty the paper is." Pinkie said before actually reading it. "Okay, it says that she ran off to run some errands but will be home soon! Oh, that's perfect!"

"Why is that perfect?" Apple Bloom asked confused of why she would still be cheerful about that.

"Because it'll give me enough time to get more scrapbook paper!” She answered before hopping off ahead. “See ya!"

After she left, Apple Bloom sat down and sighed. "Worst family road trip. Ever."

"Eeyup." Big Mac sadly agreed.

"I can't believe she witnessed our family fallin' apart like this." Applejack said with disappointment in her voice.

“Aw, come on.” Bunga smiled trying to lighten the mood. “You didn’t fall completely apart.”

“But we still argued and didn’t act like a family back there. Applejack pointed out unconvinced with the honey badger looking down feeling regretful for his role in the family feud.

“All because I helped tore the wheel right off the raft.” He said upon realizing what his attempt to warn everyone ended up further making things worse.

“No, Bunga.” Applejack responded with a raised hoof. “It wasn’t just you considering you were just trying to warn us of the waterfall we went over.” Even with what Applejack said, Bunga still can’t help but feel he still fractured the family’s dynamic relationship. “And the fact that I was arguing with Granny Smith…” She added with an apologetic look in her grandmother’s direction. “…It was like I wasn't myself at all."

"Aw, that wasn't your fault." She quickly assured while regretful for her role in their earlier dispute. "My stubborn streak got a hold of me somethin' fierce. Should've let you take the wheel long a'fore that and we never would have lost our friends back there."

"It was my fault the map got all wet…" Apple Bloom admitted.

"Me too..." Bunga admitted again even though he didn't have to at this point.

"I was the pony who—" Big Mac began before being interrupted when Granny covered his mouth.

"Now, now, Big Mac, you gotta know we forgive you for packin' the jalopy so much that it collapsed. You was just as eager to please Pinkie Pie like the rest of us."

“And you were willing to risk your life to protect ours.” Apple Bloom said while hugging their hippo companion yet remorseful of what he endured to save everyone. “And we’re sorry we put you up to it.”

“It’s okay.” Beshte accepted their apology.

“But if we hadn’t been bickering along the way you wouldn’t have nearly got hurt there.” Applejack pointed out still filled with guilt.

“But I chose to take on that fall.” Beshte said with slight assertion that they are not to blame for this. “I brought this on myself in my efforts to protect everyone. Therefore, I’m responsible for my own actions.”

Applejack sighed once more knowing that he’s right. “That is so very true. In fact, the same can be said for us.” He then faced both Beshte and Bunga once more. “I just hope that you both know that we both value you as part of the family, even if you’re not technically Apples. Both of you along with Timon and Pumbaa.”

“And we both like that you are both here with us all the same.” Apple Bloom added while wrapping her hooves around the two.

“You’re both as much as apples as the next.” Granny Smith warmly added in an kind elderly like manner.

“Wouldn’t think any less of you all any other way.” Bunga returned in kind.

“Me neither.” Beshte said in agreement with Applejack having something to say in regards to their other friend.

"I think we have to let Pinkie Pie know that even if she does discover that she's an Apple, she does not have to feel obliged to consider herself one."

“Sure as applesauce.” Granny Smith gloomily agreed.

"Are you kidding me?! You guys are the best family ever!" Pinkie Pie stated while stomping her hoof in the ground upon returning with her scrapbook supplies.

"How can you say that?" Applejack asked unable to comprehend why. "We started out as one big unit, and now look at us."

But Pinkie still insisted saying otherwise before pointing out... "Yeah! Now look at you! You're all here still in one big unit, loving each other and owning up to what went wrong! You never gave up, even when things got tough!"

“That is so true.” Bunga agreed.

“She does have a point.” Apple Bloom added.

"You aren't just family, you're best friends!" Pinkie added while leaping up and down before tackling Applejack to the ground. "And I wanna be an Apple more than ever!"

"And we want you to be one too!" Apple Bloom returned which had the pony as excited as ever by that statement.

"Yippee!"

"Now that's how you run an errand." Another voice from nearby spoke to them. The group turned and saw a female elderly pony walking towards them, with kittens placed in shopping bags on her back. Her coat was an aged shade of orange, emerald green eyes similar to Kovu’s, and a white mane. She also wore a pink collar around her neck with an silver colored broach keeping it together. Like her granddaughter they both have the same white freckles on their cheeks.

Applejack was quick to happily greet her. "You must be Goldie Delicious. So nice to meet you."

"Uh-huh. And who exactly are you?"

Pinkie Pie answered while hugging her entire family together. "We're Apples!"

"And how about these two huh?” Goldie asked with a hoof directed at both Beshte and Bunga. “Friends of yours?”

“Close friends.” Beshte replied with a smile.

“Yet close enough to be considered family.” Bunga added.

"And we think we're all Apples." Applejack said while getting to the reason why they’re here. "But we need your help finding out if Pinkie Pie here is our fourth cousin twice removed."

"Well why didn't you say so? If anypony can help solve this genealogy mystery, it's me!" Goldie moved to walk over to her front door, which creaked as she struggled to open it. "Oh, I am sorry about this. I wasn't exactly expectin' company. Lemme try to squeeze in here…oh!"

“Here…” Beshte was quick to offer assistance along with Bunga.

“…allow us.” Bunga finished while placing oil on the rusty hinges with Beshte finishing by gently opening the door for her to which she was very grateful for them doing so before moving inside.

“Lemme just tidy up the place a bit." She said before moving and tossing out a lot of stuff she had inside while her relatives and friends watch on in surprise with how much cleaning she just did.

“This pony sure has a lot of stuff she’s been holding onto.” Beshte whispered to Bunga.

“No kidding.”

And amazingly, her cleanup job didn’t take long at all before peeking her head outside.

"Come on in! Sorry about the mess!" She told everyone before everyone moved to walk inside.

Inside there was still a lot of clutter inside consisting of books and cats. And by cats, so many cats that they are all practically spread out all around the house, including a cheetah sleeping inside.

“Phew.” Bunga quietly remarked. “At least she’s not crazy.” Bunga quietly said to himself while he and the others entered her cottage with Beshte having trouble getting inside due to his wide size before resorting to sucking his weight in so he could squeeze his way in.

While walking inside Applejack accidentally stepped on a few of horseshoes on the floor.

"Oh, careful now. Those belonged to your great-great-great-great uncle Apple Tart!" She kindly cautioned.

"Well, whose was this?" Apple Bloom asked while pointing to a gingerbread house on the table.

"Well, that was my lunch. A couple of weeks ago." Goldie replied.

“Ooh…” Bunga’s mouth watered at the sight of it before remembering his manners and asked of her. “…if I may…” He began while gesturing to the gingerbread house. “…can I have it?”

“Go for it.” She replied with Bunga moving to pick it up and starting munching into it.

“Thanks. Mmm….” He said as he ate the two to three week old treat. “…still sweet.”

Goldie moved towards to a stack of books where two cats were sitting on the desk right in front of them. The two quickly moved out of the way before she blew the dust that was cat-shaped before picking a single book from the bottom of the pile. Amazingly, like with Pinkie earlier, it didn't cause the pile to fall to the ground.

"This here is a complete record of, of our family tree!" Goldie said while opening the book and began flipping the pages. During this, Pinkie Pie quickly moved back to the others just after drawing comedic shaped glasses and a mustache on a mirror.

"It's not here, or here, or, or here, or it certainly isn't here, is, is it...?” Goldie skimmed through the pages before finding the one she is looking for. “Oh, here it is!" She read the page closely but then… "…Oh, dear."

"'Oh, dear'? What is it?" Granny asked seeing that’s not a good sign.

Pinkie Pie got a close look at the words on the page, but couldn’t get a clear reading on it. "Am I not an Apple after all?" She asked hoping that the answer isn’t “No.”

"Well, that's just it. I don't know. The page is all smudged." She replied empty-hooved before Pinkie and Bunga both examined the page closely.

“What?” Bunga commented trying to understand how. How is that possible? Like in the library the same page, the same smudge. “Un-Bunga-veilable. How?!”

Pinkie sure was a little down hearing that. They had come all this way only to run into the same results. Now they’ll never know for curtain if she truly is an Apple or not.

"I sure am sorry, but I don't think I can help you out after all." Goldie apologetically said to her.

Pinkie Pie after a moment of frowning quickly sported a brief smile before turning to face her. "Don't be sorry, it's okay. I'm just a little disappointed that I'll never know for sure if I'm a part of this family."

It sure was disappointing to the point that not even her Lion Guard friends could know what to say to make her feel better.

But Applejack did. "Well, I know for sure!"

"What do you mean? You can't know!" Pinkie inquired with her back still turned from her.

"I can know for sure that it doesn't matter what the book says or doesn't say. After all you've been through with us and all you've put up with, it's obvious you're an Apple to the core!" Applejack answered with heartfelt words to strongly cement that she is family to them

"Darn tooting'!" Granny Smith stated.

"Yes siree!" Apple Bloom added in agreement.

“Eeyup.” Big Mac also added with a nod. “You’re one of us, Pinkie Pie and we sure don’t need a clear indication to confirm that.”

“Wow!” Bunga remarked feeling very touched by the rare encouraging words from the unusually quiet pony. “Truer words have never been spoken.”

“Just like your adoptive uncles Timon and Pumbaa.” Beshte agreed. “And they both sure would feel the same way if they were here.”

“We sure are.” Timon’s voice spoke to them before walking inside the cottage.

“So very so!” Pumbaa added.

“Uncle Timon! Uncle Pumbaa!” Bunga addressed them in happy surprise. “You're both okay!”

“Of course we're okay. Especially since we were both able to find you all.” Timon assured with a chuckle before thinking back to when they were straying down the path in the middle of the fork. “In fact, we didn't even know…until we were awaken when a certain map that led us here came flying right onto our faces.” Said map was presented by his warthog friend leaving the Apple family had just lost which had them left bewildered by this revelation.

“Well I’ll be…” Applejack remarked feeling amazed they happened to come across it.

“I know.” Pumbaa agreed before opening it up and recalling the memory further while looking around and wondering where the others went. “Once we came to and realized you went a different direction, we noticed that you ended up going in the direction of the scariest cave in all of Equestria here. Of course we thought to ourselves. "I don't think going back is such a great idea?" then Timon said. "No question about that, maybe we'll just meet up with them once we reach the end of the river.""

"Of course, we found some tasty grubs flowing along the way, but of course thanks to a bunch of fish immediately taking them right out of our hands..." Timon said while recalling said memory. "...we never got a chance to really experience the taste of them. Not to mention smell the reeking stench of one that someone bit into." Bunga nervously scratched the back of his head upon hearing it.

"You don't say."

"Oh yes, Bunga." Timon said. "And it sure was a good thing we took that path because there were rumors that the scariest cave in Equestria was down on the other two paths we didn’t take.” Timon recalled while the others had their eyes shifted towards each other before looking ahead in bewilderment of the journey. “Can any of you, imagine actually wondering what danger was lurking in that cave?”

“I can imagine it.” Bunga answered.

“Me too!”

“Eeyup.”

“No kidding.”

“Same here.”

“It sure was terrifying to think about.”

The others said in agreement.

“Well anyways…” Timon continued not even bothering to ask any of them whether they actually did go through that cave. "Once we saw of how things went south during our journey we ended sharing a few words arguing who was at fault for getting us lost and separated back there...“

"This is your fault!"

"Your fault!"

"Your fault!"

"My fault?!" Pumbaa questioned with one of his hooves pointed in his direction.

"My..." Timon quickly realized to which Pumbaa grinned at. "...your fault!"

"I tricked you!" Pumbaa said in teasing delight.

"When we reached the shore we ended up coming across some apples that were left behind and had worms in them. Apparently somebody lost them after going over the waterfall.”

“Really?” Applejack chuckled awkwardly. “How about that?”

"Yep." Timon nodded before recalling he and his friend slurping up the worms. "And it was there we ended up realizing of how silly we were to be fighting and that we are both best friends and family to the end after reminding ourselves of how the Apple Family always comes through."

“Yep.” Timon nodded before he and Pumbaa moved to join the Apple Family for a group hug. “And we sure are glad that you all see each other as family no matter wherever you’re directly related to them or not.”

“It’s like giving love to someone who you feel shares the same bond with you in return.” Pumbaa happily added.

“Well, well…” Timon thought about correcting before deciding against it. “Exactly.” He then muttered to himself. “Close enough.”

Pinkie Pie lifted up the camera with her tail ready for another family photo. "Say 'best family hug ever'!"

"Best family hug ever!" everyone said in unison happily right before the flash of the camera was taken.

With this picture taken, it ended up being the crowning and most special picture in her scrapbook, now filled with decorations. Buttons and stickers framed just around every photo she has taken on their journey from the moment they travelled away from Ponyville. Once she was done handling it with delicate care. She placed it into her mane before hopping in the wagon to which Goldie generously gifted them for the ride home.

"Thanks again for the wagon, Goldie!" Applejack thanked. “We'll see you soon!"

“The sooner the better.” Beshte added while ready to pull the reins alongside Big Mac who was generous enough to allow how to share control of the carriage for the ride back.

"Y'all sure you don't want to take any of these Apple family heirlooms home with you?" Goldie asked… just when a clutter of her heirlooms dropped down onto the ground.

Everyone turned to Big Mac, to see whether he’ll say yes or no, and whether they have to worry about it breaking down again due to it being overloaded.

"Nnope." He replied while shaking his head politely.

“See ya, Goldie-oldie!” Bunga said to her with a wave just when their wagon moved on towards the direction of Ponyville.

Once they were all back out on the road once more, Bunga pulled out the guitar again for a little song to pass the time faster with the whole group singing together like one big happy family.

“We're Apples forever, Apples together

We're family, but so much more

No matter what comes, we will face the weather

We're Apples to the core!”

"Eeyup!" Both Big Mac and Beshte both happily stated.

Back on the farm, everyone was all resting from their long journey where Applejack pulls out the purple friendship journal where their most recent friendship lessons have been recorded with the most recent one about to be added to their collection.

“Surprisingly, even if Twilight was just taunting us, this was definitely an experience worth puttin' in the journal." Applejack said before opening the book up to a blank page. "Think I'll write about how bein' a good family isn't about bein' perfect as much as it is about bein' able to get through the rough patches together."

“Along with being able to forgive each other for mistakes." Beshte added in a friendly reminding way to which the country pony winked back at him to assure that she will just when Apple Bloom walks inside with a bucket of apples.

"Don't forget to mention how really good friends can also feel like your family." Apple Bloom further reminded while hugging Pinkie, Bunga, and Beshte.

"Eeyup." Big Mac agreed while walking into the room.

Applejack then moved to obtain the quill, only for her little sister to quickly intercept her. "You know what? Maybe I should write it. I'm good at makin' things sound excitin'."

"I have a history of excellent storytelling'." Granny Smith proudly stated. "I should probably do it— Hey! Where in the haystack do you think you're goin' with that there pen?!" She exclaimed when she saw Big Mac taking control of the quill in his mouth and once again the Apple Family was arguing.

"Look at me! I'm part of the Apple family too!" Pinkie said to her Lion Guard friends before rushing over to the Apple ponies to join in. "I'm arguing! Argue, argue, argue! Bicker, bicker!"

Both Beshte and Bunga both shook their heads in amusement while continuing to watch them all argue amongst each other knowing they’ll work it out…

…all while Twilight watches the scene from her magical orb back in her library.

“Glad to see it, Pinkie Pie.” Twilight commented with a calm smile before pulling out the scroll she previously pulled from her stack and then gently placed it back in its original spot at the bottom of the pile. “Glad that you’re all managing to find new lessons to learn every day.” She then moved her magic to zoom in closer on Pinkie Pie joking around during the Apple Family’s argument. “Because now it is your turn to help me find the key I’ve been searching for.” She said while a rainbow shimmer has been detected in the western parts of Equestria by a pony wearing a cowboy style hat and clothes. “And Bunga’s too.” She added while focusing on the honey badger relaxing and enjoying the show while eating an apple from the bucket Apple Bloom brought in. “Time for the Pony Guard’s most laughable the Lion Guard’s Bravest of the bunch to be tested on their elements.” She said with a sinister grin directed at them ready to see to it that they succeed in doing what both Rarity and Ono both did back when they were in Manehattan.

Author's Note

In this episode, we have another breather where Beshte and Bunga along with Timon and Pumbaa accompany Applejack and Pinkie Pie on a Apple family road trip where they try to discover if Pinkie is a true Apple cousin thanks to a parchment paper of family history while at the library.

Of course even good family members whether it's brothers, sisters, parents, grandparents, there's always bound to be disagreement's every now and then which the Apple Family tries really hard in reigning it in with Pinkie Pie accompanying them with little to no success. Leading to a complicated method of traveling, some fumbling, lost navigation, crossing through the scariest cave, and of course going over a huge waterfall.

But thanks to Pinkie Pie, they learn as long as they are all a happy family through and through it truthfully doesn't matter whether a few squabbles come here and there and thanks to the family bonding experience, Pinkie Pie (and by extension the whole Guard to an extend) is a true Apple Family cousin to Applejack.

Speaking of which, said mare along with her best friend Bunga will have their elements tested when the former has a new party challenger coming to town which I will try to see to it it's ready by the weekend so stay tuned.

Episode 9: Pinkie Pride

Episode 9:

Pinkie Pride

In Appleloosa, the buffalo herd is currently celebrating a party with their new pony friends in town. And they were all laughing and dancing along with having a good time with each other in a town decorated with bright and colorful balloons, fireworks, and cake for them all to enjoy.

All while being overseen by an orange pony with brown hair, bright green eyes, wearing a black cowboy outfit.

“Well, Boneless," He spoke in a low and serious tone to the rubber chicken on his back. "Looks like our work here is done.”

Of course because Boneless is a rubber chicken, it didn’t say a word in return before he moved to turn away from town.

"Yup, those ponies never partied so hard in all their life. And those buffalo too for that matter. All thanks to me, Cheese! Cheese Sandwich!"

Suddenly, Cheese Sandwich's entire body began to wiggle and shake, his cutie mark, a cheese sandwich, moving and made sounds of an accordion when it happened. He leaped into the air and happily exclaimed in excitement.

"Hoo hoo hoo hoo! Now that was a doozy"

He quickly recollected himself before readopting his serious persona while putting back on his cowboy hat before speaking to his rubber chicken. "Well, Boneless, looks like our next's party gonna be in..." He then looked on with narrowed eyes. "Ponyville!"

With Cheese Sandwich set off, in the direction to Ponyville where he anticipates to show himself to be the best party planner everyone in Equestria has ever saw all while Twilight and Scar both watch from the latter’s magic.

“And I look forward to your visit.” Scar commented with a pleased yet sinister smile knowing that this will help them obtain the keys they need for victory before turning to his second-in-command.

Twilight nodded upon seeing that he is on his way to Ponyville before proceeding to make her way back over to Ponyville through the portal just nearby Pride Rock. “Especially since you have something that we are looking for too.” She said with a dark smile ready to oversee and ensure that the keys are in their hooves and paws.

Later that week, the town of Ponyville was filled with balloons and confetti decorations. The town was filled with happy smiles all thanks to the best party pony in Equestria Pinkie Pie, who is currently assisted by her good friends, Bunga, along with his adoptive uncles, Timon and Pumbaa. They all carried bags of streamers and inflated balloons, with Pinkie carrying hers on her back with her saddle bag that had confetti coming out on its own.

“Are you ready, best friend?” Bunga happily asked his party-loving companion ready to assist her when needed.

“Ready as always!” Pinkie said with a cheerful smile.

“Then let’s get this party started!” Timon happily declared.

“Let’s.” Pumbaa agreed before Pinkie took the lead and then broke out into song as the party throwing committee walking across the bridge.

“Every single day there's something new you can plan for

Every single day there's something wonderful to do.”

Pinkie sang as she somersaulted, while sending streamers onto the roof of the nearby houses.

“But nothing makes me happy like a day that I can say

"Today I planned a party, and it's just for you!"

Pinkie sang just when she and her friends stop in front of a stand where streamers are sold.

"How's it going today, Pinkie?" The pony running the stand asked.

"Great, thanks! Got any streamers today?"

"You betcha!” The vendor happily answered before placing a roll of streamers into her bag. “Big party planned?"

"Don't you know it!" Pinkie said once the roll of streamers rolled onto her bag.

“Are we ready to go?”

“And are we ready to have fun?”

Both Timon and Pumbaa happily asked.

“We are ready for takeoff!” Pinkie stated just as happily before trotting of in the lead by singing and jumping roof to roof through the nearby buildings and shops in the market area.

“Don't have much time to gather all the things I need

If I'm really gonna make this party fly

Pinkie Pie leaped from roof to roof as she sang.

For today's another day that all of Ponyville will say…”

“There goes the super party pony Pinkie Pie!”

The crowd sang together while watching her hop along.

“She planned our first foal shower where we played all sorts of games

Having so much fun as we chose Pound and Pumpkin's names.”

Mr. and Mrs. Cake sang together while Pinkie Pie and her friends walk on by.

Bunga during the walk, took the time to shake Pound Cake’s hoof. ”Up hiiiiiggh…” only to get thrown ahead and landed on Pinkie’s back just when she is passing by the café where Diamond Tiara and Silver Spoon watched and had ice cream and milkshakes together.

“She planned my cute-ceañera my dad made me, I won't lie

I demanded all the best, I suppose she passed the test

Sure it was pretty good all thanks to Pinkie Pie.”

Diamond Tiara sang rather un-appreciative.

"Thanks, I guess?" Pinkie returned.

“Of course she did!” Bunga asserted to the filly having caught onto to her backhanded gesture with a frown directed at the filly known for her bullying ways towards the Cutie Mark Crusaders.

"What color paints do you need?" A vendor pony with a French accent asked while offering a painting pallete with an assortment of colors and a paintbrush on it.

"I'm gonna need the full rainbow!" Pinkie cheerfully answered with all of the colors of paint from the rainbow are all poured into her bag.

"A paintbrush too?"

"Yes, if you please!"

"And what from me?" A female unicorn vendor selling banners offered.

"Your biggest banner! This party's gonna be the best!" She answered with another wide smile.

"Haha I don't doubt it!" the unicorn voiced with faith when Pinkie placed a party hat over her head before continuing on with her business.

“Of course you won’t because when it comes to parties she does a bang up job. She’s a super-duper…”

“…extra-fun…”

“…party planning pony in all of Equestria.”

Bunga, Timon, and Pumbaa all sang together.

“Every single day there's something new we can plan for

Every single day there's something wonderful to try

But nothing makes us happy like a day that we can say

Today there'll be a party planned by Pinkie Pie!"

The crowd sang together while following after her to right around the corner where Sugarcube Corner stands. There, Pinkie Pie was already working on the banner while the Mane Five, the Lion Guard, along with Timon and Pumbaa all watched as she painted her latest party creative banner.

"I don't know how she does it."

“Poa! That is really beautiful!”

"Wow, look at her go!"

"Oh, boy! This is gonna be good!"

"Go, Pinkie, go!"

Rarity, Beshte, Kion, Applejack, and Fluttershy all voiced in amazement.

“There's no other pony like her, no pony that could be

As great! (As great!) As fun! (As fun!)

As our super party pony Pinkie!”

The crowd all sang together just when Kyoga and Rarity levitated the banner onto the roof of the bakery and Pinkie Pie released balloons and confetti everywhere.

Pinkie Pie happily expressed while ruffling Rarity's mane, "Ooh, I am so, so, SO excited because today I'm planning the birthday bash of...Rainbow Dash!"

She turned everyone’s attention to the banner of her surrounded by hearts and stars with Rainbow Dash happily flying by.

"Yeah!" the rainbow Pegasus said while moving out of the position she was drawn on the banner before flying down over to her friend to high five her.

“Perfect pose!” Bunga complimented. “And perfect colors!”

“Thanks!” Both Rainbow and Pinkie returned before the latter pulled in the former so she can speak to her seriously.

"Rainbow Dash."

"Yes, Pinkie?"

"You realize that, by enlisting me as your party planner, I guarantee that this is going to be the funnest, most fantabulous, superbial party in Ponyville?" She said while literally having Rainbow Dash shrinking to the ground due to being taken aback by the sudden 180 flip from silly and happy to stern and serious.

"Uh…yeah? I guess."

"No guesses! Parties are no picnic."

“Are you sure?” Fuli questioned arching her eyebrow.

"I like a nice picnic party." Fluttershy commented before backing away when Pinkie started growling with her ears lowered and eyes narrowed. "Oh…" she quickly lowered her head in fright with Fuli quick to place a protective paw on her friend.

Pinkie turned back to Rainbow Dash before making her point. "Parties. Are. Serious! And you have my certified Pinkie Party Promise…" she literally placed a cupcake in her eye. "…that you will have the best birthday party ever!""

"Okay." Rainbow agreed for the sake of appeasing her friend.

"Great!" Pinkie said while flipping back to her happy and cheerful self with Fuli lowering her guard once it happened.

“It’s okay, she’s back.” Fuli whispered to Fluttershy who stood up and felt more calm and relaxed now that Pinkie is happily bouncing around like she always does.

“Now, who's ready to join this super-duper party pony to plan this super-duper part-y?"

"I am." The voice belonging to mystical looking Cheese Sandwich said from the corner of the nearby alley blowing on his party horn with everyone gasping in his direction.

"Who are you, stranger?" Pinkie Pie asked with everyone interested in meeting this new pony form out of town.

The pony spit out the party horn before speaking. "Name's Cheese Sandwich. I plan parties."

“Ooh, another party pony in the house.” Bunga remarked with a joking tone.

"What an amazing coincidence!” Pinkie said in delight. “I'm Pinkie Pie, and I'm planning a party!"

“The best of the best so far!” Timon added while stepping forward.

"Oh, it's no coincidence, my little pony." Cheese returned before tilting up his hat. "My cheesy sense was a-tingling, telling me a party was in the works."

“A cheesy sense?" Pinkie asked, already liking this new pony already like they have a lot in common. "Ah! Double amazing! I have a Pinkie Sense!"

“What a double coincidence!” Bunga remarked feeling excited already. “And Pinkie’s has the unforeseeable sense of knowing what’s about to happen before it happens like…” Pinkie’s tail twitched when a flower pot fell on Ono’s head. “…that! Right Ono?”

“Yep!” He responded with an irritated tone of voice.

"Yes. I sensed you did." the stallion said seriously before turning to the banner of Rainbow Dash up ahead. "And I happen to be the premiere party planner in all of Equestria. If there's a party in need, there I'll be. Be it wingding, hoedown, hootenanny, or shindig, I'm your pony."

“Really….well okay!" Bunga commented finding the two pony’s so very much alike in every way, from being party planners, having a super special sense, and a love of fun. It was almost like they were perfect for each other.

Pinkie Pie hoped along towards him, excited to meet another party planning pony, "A pair of party pony planners in Ponyville?! What can be more perfect?!"

"I'll tell you what" Rainbow Dash replied while floating over their shoulders. "…making this party epic! 'Cause this isn't just any birthday. It's also the anniversary of when I moved to Ponyville!"

“Really?” Kion commented finding it interesting. “That must have been quite some birthday.”

“It sure was. All thanks to Pinkie Pie.” Rainbow said with a thankful wink in her friend’s direction.

"Good heavens, Rainbow Dash." Rarity said with a smile at this revelation. "It's your "birth-iversary"!"

"Exactly!” Rainbow stated with her hooves up in the air before lowering down to the two ponies with her hooves placed on the back of their necks. “So what do you say, party planners? Think you're up for the challenge."

“Do you know who you’re asking?” Bunga asked as if she was joking. “This is Pinkie Pie we’re talking about here. The best party pony in Ponyville.”

"Oh, I think we can do it!" Pinkie said happily while hopping around at the idea while agreeing with her honey badger friend.

But Cheese Sandwich shook his head in disagreement. "Oh, I don't think so."

Rainbow Dash and Pinkie Pie gasped at this statement until he then said...

"I know so!" With a now hyper and energetic voice like Pinkie’s while removing his poncho and hat, revealing his curly brown mane and yellow shirt underneath, and his cheese sandwich cutie mark moving around like an accordion.

“Whoa.” Fuli commented finding this another surprisingly good revelation. “It’s like Sisi Ni Sawa between these two.” She whispered to Kion.

“I know.” Kion nodded.

"After all…" Cheese Sandwich said before breaking out into a song.

“The super-duper party pony–that pony is me

I always knew that was the kind of pony I would be.”

"Me too!"

“That’s her!”

Both Pinkie and Bunga stated.

“No kidding.” Kyoga quietly muttered to herself.

“Come on, ponies! Who here likes to party?" He asked everyone before moving to hug an elderly pony. "Ha-ha! You do! I can tell!"

“When I was but a little colt, I just wanted to play.”

"Like me!"

“But everypony told me, "Cheese, that fun just wastes the day"

“As if!"

“But when I threw a party and I busted out some moves.”

"Uh-huh!"

“The ponies finally saw the light and got into the groove.”

"You know it!"

Cheese then started to play an accordion, dressed in the country’s matching attire.

“The super-duper party pony–that pony is me.”

"And me!"

“You'll never meet another party pony quite like Cheese!”

“’Uh, Pinkie?" She voiced rather questioning towards that last line before he continued with his song.

“Hey, good-lookin', want some mayonnaise?

My parties are all off the hook

I never plan them by the book

I start out fun, then whoopsie-daisy

Everybody just gets crazy!

Bored of snacks made by your mom?

How about a giant party bomb?

Huge piñatas filled with cake

Or dive into my fruit punch lake!

The super-duper party pony–that pony is me

You'll never meet another party pony quite like Cheese.”

As he sang along, every pony in town was really dancing already liking this pony. Even Timon and Pumbaa both danced to the pony’s dance number. But in the process, it was starting to have Pinkie feeling left out which started having her a little down to which both Kion and Bunga took notice of with their previous enthusiasm dying down to concern.

“Oh, when I throw a Cheese party, be sure to not be lame

And miss my pie fights, wacky kites, and streamers in your mane

Fizzy drinks, Hawaiian shirts, and brie fondue delight

You know that with Cheese Sandwich, you'll be partying all night!”

"C'mon, everypony! Let's party down with Cheese!" Rainbow cheered for everyone to follow suit, unintentionally causing the crowd to trample over and ignore Pinkie. While the rest of the ponies joined in, Kion, Fuli, Bunga, Kyoga, and Ono, and Beshte stayed behind in a hurt Pinkie’s direction.

“You're really a certified party pony?" Fluttershy asked.

“That's right! That's my guarantee!

The super-duper party pony–that pony is me-e-e-e-e!”

He sang before being carried off by the crowd leaving Pinkie very disheartened by what is transpiring before her very eyes.

“But what about the super party pony named Pinkie...?”

She sadly sang while sitting on her haunches now depressed, with Kion quick to place a comforting paw on her shoulder along with Bunga with the rest of the Lion Guard still standing by her side.

"Yeah!” Rainbow cheered with an air flip before flying in towards their new town guest. “Hah, now that's what I'm talking about! I'm so stoked you're here, Cheese Sandwich!"

"Yeah. You sure did come on the right day." Applejack said in agreement.

“Your party sounds simply divine." Rarity added.

“Will there be lots of grubs at the party?” Pumbaa eagerly asked.

“Lots and lots, big guy.” He answered with a nod.

"Wow! We're so lucky to have you here." Pumbaa then said very pleased.

“No kidding!” Timon stated.

"Just doing my job, little fillies." He said with sincerity.

Pinkie Pie managed to catch up with the rest, with the Lion Guard following after her, and Rainbow flying beside Cheese.

"I mean, Pinkie Pie's parties are fun and sweet and all, but now this party's gonna be--"

"Epic?"

"You said it! Oh, yeah!" The two high hoofed each other while Pinkie Pie sadly watched from behind.

“Rainbow…?!” Fuli spoke up so Rainbow would realize that she is hurting her friend’s feelings without realizing it.

"Uh, heh, no offense, Pinkie." She quickly apologized.

"Uh, n-none taken." She responded with a forced smile while licking the forming tears from her eyes before straying away from the crowd in the opposite direction with her ears lowered and mane deflated in dejection.

“Ooh…” Bunga said in pity before moving to continue being with one of his best friend’s. “…Pinkie!”

“Poor Pinkie…” Beshte said feeling really bad for her already.

“I don’t get it.” Kion said in disbelief. “How could everyone just turn their backs on her like that.”

“I’m sure they didn’t mean to.” Beshte tried to say in their defense. “They probably just got swept up into the attention.”

“Well it doesn’t seem that they realize that.” Kyoga remarked in slight disgust. “Along with her pony friends.”

“Well whoever this Cheese Sandwich guy is he’s already hurting Pinkie’s feelings.” Ono stated with a drive wanting to take action. “And we need to fix this!”

“I agree, Ono.” Kion said before giving instructions for the group. “Beshte, you catch up with Bunga and Pinkie and try to help make her feel better while the rest of us try to talk to Cheese Sandwich and get him to least share the party planning goes to our friend.”

“On it Kion!” Beshte seriously stated before marching off in his friend’s direction while the other’s catch up with the others.

Meanwhile, Cheese Sandwich was already getting to work on Rainbow's party. With help from everyone gathered, they made a stage with a flashy banner with Rainbow's face on it , and hangers with rainbow lightning bolts attached to white clouds.

"My birth-iversary's already looking way cooler!" Rainbow said very pleased with the progress Cheese was making before flying over to him looking at his clipboard. "You are my kind of party pony, Cheese Sandwich."

"You got that right, Rainbow Dash." He responded with a playful head bump before turning to the others working hard in their parts of helping put this all together. "All right, party ponies, I've got some planning to do!"

Everyone cheered, including Timon and Pumbaa just when the Lion Guard arrived with serious expressions.

“Hey, Kion!” Rainbow happily greeted. “What’s up?”

“We need to talk!”

“About what?” She inquired while blinking at the unhappy and concerned looks of his friend’s faces. “And where’s Pinkie, Bunga, and Beshte?”

“Out and around Sugarcube Corner.” Fuli answered. “Apparently, Pinkie is already feeling left out because of this new party pony coming into town and taking over like it’s his responsibility now.”

“What are you talking about?” Rainbow questioned. “Ever since Cheese Sandwich showed up, the party preparations are going off amazingly well!” She showed everyone the decorations that have already been set up. “And not to mention this has happened since he came to town just when Pinkie Pie was already making the preparations and…” Her smile dropped as she stopped talking when the realization hit him. “…accidentally had her feeling left out…” She suddenly groaned upon realizing her mistake. “…aww, no!”

“Mmm-hmm.” Kyoga nodded. “Doesn’t feel so good does it?”

“No, it’s not.” She answered knowing the answer. “I better go apologize.”

“Good idea.”

With that, both Kion and Rainbow both rushed off ahead to try to find her and help make things right.

Back at Sugarcube Corner, Bunga and Beshte have managed to catch up Pinkie who is currently sitting down in the front of the bakery. Fittingly for the mood of the atmosphere, the banner she made feel down, further deflating her poofy mane.

"Pinkie!" Bunga called after her upon catching up.

“Hi.” She said not even batting an eye towards her friends.

“What are you doing?” Her friend asked. “This is the party you’re supposed to be running!”

“Not anymore.”

Bunga was left baffled by what she was saying but was still not giving up on her. “Come on. Listen to yourself. You’ve been doing this ever since you were a little filly! You’re always the number one pony everyone goes to when it comes to throwing a party!"

“Not today.” She glumly remarked while still looking down on the ground.

“Aww, Pinkie…” Beshte said trying his luck in cheering her up. “…I’m sure he didn’t mean to make you feel you’re being replaced.”

“Try telling him that.” She said with refusal to think otherwise.

Just then another voice called out to her. “Pinkie!"

She quickly took out a watering can and watered her plants to mask her true feelings when the leader of the Lion Guard arrived. "There you are."

"Hey, Kion. Hey, Rainbow Dash."

"Aren't you gonna help Cheese Sandwich plan the party?" Kion questioned.

"You know the super-duper one you've always wanted to be a part of." Rainbow added.

"That's okay." She said, trying her best to sound she’s fine with it despite pouring water onto the ground without realizing it. "He obviously has what it takes to do it all by himself. Heh."

"Really?" Both Kion and Rainbow asked unconvinced.

"Yes, indeedy!" Pinkie asserted with a nervous chuckle.

“Pinkie…” Kion said with a sigh having to gently break it to her. “…I know you’re feeling down ever since this pony came and took over the party planning. But that shouldn’t stop you from at least trying to work alongside him or even getting you to feel like he is getting in your way.”

“But he’s not…” She still voiced not giving in to the actual truth. “…if Cheese really is the super duperiest partying-est pony of them all, maybe that means... I'm... not."

"That's not true." Rainbow tried to insist otherwise from having her think that. "You've always been the super duperiest partying-est pony in Ponyville, and nothing's going to change it. Not even Cheese Sandwich."

“Look…” Kion further insisted upon seeing that a word from Rainbow Dash isn't helping. “…you might be giving up on yourself…” Bunga hands him the photo of her and her friends. “…but your friends especially the ones here right now haven’t given up on you.” Pinkie glanced at the photo before turning away from it. “So this is it? You’re just going to just give up, or are you going to get out there and show Cheese Sandwich that you deserve to help with those party preparations.”

Pinkie still sighed with her spirit still broken. “Why bother?” She admitted. “Everyone’s made it clear they want him around more than me.”

“But everyone has made it clear that you are always the pony they turn to whenever there’s a party that need’s planning. That’s why they all look up to you.” Kion further explained while Pinkie still had her head lowered before moving to walk away. “Pinkie…please." But she didn’t listen, and as a good friend, he had to give him alone time as much as she gives him his but knowing giving this bit of advice. “At least no matter what stay true to who you are.”

Pinkie briefly stopped for a moment for when those words registered through her head before continuing forward with her friends looking on hoping that she’ll come around.

Pinkie walked across town still feeling upset what has happened. When it comes to parties it is usually her specialty… at least until Cheese Sandwich showed up. Now, she is only left to reflect on who she truly is when she makes her way to the nearby foot bridge where she released a single tear into the river creating a colorful ripple. In addition, a brief appearance of Twilight’s current and darken reflection instead of her own when her back was turned away from the water.

“For all my life, all I've wanted to do

Was make my friends want to smile true

But maybe I was wrong

And Pinkie Pie shouldn't plan parties at all.”

So with that she decided trying something else.

Trying to being a surgeon, didn’t work due to the fact that cupcakes are frowned upon during an operation (literally). Being a mail pony didn’t go any better due to the fact getting blasted with confetti is not something every pony enjoys when getting their mail. And being a construction worker means that she can’t use balloons as construction material due to it being dangerous to others around her. So with her efforts to find something else in life having failed, she dejectedly returned home where she took down her party belongings.

“I'll try to get up on my hooves

And try a different task

I'll find something new to do

There's gotta be more to me than planning a party or two

At home, she started getting rid of all the fun party things she owned.

I put away my party cannon, I deflated all my balloons

The bubbles all burst, now what is next for you?

For you...”

After putting away some of her belongings in the closet, she looked at her wall, noticing all of the pictures, each one containing special occasions where she made ponies smile with her parties.

"Oh, I remember this one: my first party ever. My whole family was there." She recalled the first photo before moving onto the next one. “And that's Twilight and Kion's welcome-to-Ponyville party. They didn't even expect that one." She then sees herself celebrating for her pet in front of a slice of cake in the next one while starting to smile herself. “Oh, look at Gummy! He just looks so excited for this birthday party!" She then sees a blank photo area to what was supposed to for Shining Armor and Princess Cadance’s wedding but didn’t happen due to Scar’s actions that day before having come across a photo of the crew dancing and celebrating just after their heroics in the Crystal Empire. “Too bad, the wedding couldn’t help…yet.” She focused on a picture of her friend Twilight with her now scarred eye holding a cupcake while being hugged by Pinkie Pie. Upon seeing what has happened to her friend, now had her briefly down before quickly moving to sing in a more cheerful and upbeat manner, to remind herself to what Twilight truly needs, someone to cheer her up and open up her heart again. She then moved to retrieve her party belongings from her room.

“Oh, look at those happy faces

All the parties that I had thrown

I made them laugh, had such a blast

A smile that's all their own

They loved seeing me, the real Pinkie.”

She moved toward her balcony where she sees Ponyville in a bright light.

“Show them the time of their life like they've never known

Like they've never kno-o-own.”

It was there, Pinkie realized that she had to prove herself much like Kion’s determination in wanting to make thing right while donning a gift box costume, sunglasses, and party balloons on her head.

“I've got to get back out there, have to show them that I've tried

For there's only one great party pony -- that is Pinkie Pie

Won't let Cheese Sandwich beat me, won't let him get me down

For I am Pinkie, the bestest party pony around!”

As Pinkie heads off ahead to prove herself, Twilight having watched the whole scene with her magic from the corner teleports away upon seeing the plan is in motion. "Perfect."

Back in town, Cheese Sandwich was just going over the final touches on his ideas for Rainbow’s party and so far it was everything Rainbow could have wanted with the sole exception of Pinkie’s ideas combined with his. So far he has also added a huge dazzling spotlight with Rainbow’s cutie mark on it along with an ice sculpture of Rainbow’s cutie mark on it.

"I must say I marvel at Cheese Sandwich's superior party planning expertise." Rarity said to Applejack.

"Well, they don't call him the super-duper party planner for nothin'." Applejack returned with Pinkie Pie having arrived from the nearby corner with great determination to prove that she is best party pony Ponyville has to offer.

"That's it! This pony has gotta get her title back! And I know just what to do!"

As Cheese Sandwich moves to make the last touches on his ice scultupure he noticed Kion approaching him.

"Hey, Kion!" He happily called out to him who was still looking concerned and clearly had something to say to him. “Does this scream amazing or what?”

“It sure does.” Kion reluctantly complimented for the sake of it while looking aside to which Cheese took notice of.

“Something on your mind, kid?” He inquired after leaping down to see eye to eye with him.

“Not much…”

“Expect…”

“Expect…that Pinkie has been feeling a little left out ever since you arrived and kinda took over the party planning.” He confessed.

“What?” Cheese blinked in surprise before adopting an expression of remorse upon realizing that his accidental mistake. “Gosh. That wasn’t what I meant to do.”

“Really?” Kion asked now surprised hearing this. “You never meant to try to take Pinkie’s place?”

“No! I mean sure I can throw a pretty swinging party but I was only trying to throw in my ideas.” He admitted before looking around for the pony he accidentally outshined without realizing it. “I only wanted to be able to work alongside my favorite party pony friend here. But it seems I only managed to succeed in making her feel bad."

“It’s not your fault.” Kion gently insisted. “It was just a misunderstanding and I’m sure we can work this out if we just go find and talk to her.”

“Okay.” Cheese smiled. “I think I’ll do that…”

"Freeze, Cheese!"

Kion and Cheese Sandwich turned to the direction of the angry pony standing right behind Rarity, Fluttershy, and Ono.

"I challenge you... to a goof off!"

All of the Mane Five, Spike, and the Lion Guard gasped in horror.

"Oh, no! Not a goof off!" Fluttershy cried out while hiding underneath Applejack.

"What's a goof off?" Applejack asked.

"I have no idea, hehe."

“Me neither.” Bunga shrugged.

Kion quickly rushed over to her. “Pinkie, what are doing?!”

"What you taught me to do. Standing my ground and staying true to who I am!"

“But Pinkie…” Kion tried to say to her on deaf ears.

Seeing the seriousness of this challenge, Cheese donned his fez and readopted his serious tone.

"This Cheese has stood alone a long time, Pinkie Pie. You think you can out-goof me?" He challenged.

"Oh, I don't think so. I know so!” She asserted with great confidence. “And the stakes are high, Cheese Sandwich. Whoever wins will be dubbed the ultimate super-duper party pony and headline the Rainbow Dash birth-iversary bash!"

"And the loser?" Kion asked.

"Doesn't!"

Everyone but Kion and Kyoga with the latter who was as usual unfazed, all gasped. Kion however, was seeing that her challenge is not what he was counting on when he offered advice. To him, this is a completely competitive and different mare willing to sink to extreme measures in order to get what she wants.

“Pinkie! Don’t you think you’re taking this too far?” Kion attempted to implore of her to reconsider.

"Not to worry, Kion! I know what I’m doing!" Pinkie stated with no intention of backing off before turning back to her rival. "There can only be one party pony, and that pony is Pinkie Pie! So, are you in, Cheese? Or are you... boneless?"

Cheese Sandwich narrowed his eyes in response to her remark, "Nopony calls me boneless. Right, Boneless?" he said to his rubber chicken who didn’t even move a muscle.

“Ugh.” Ono just shook his head in dismay. “Does he realize that rubber chickens can’t talk?” He whisper asked Fuli.

“Nope.” Fuli shook her head looking on with a deadpan expression. “Nor are they alive.”

"Then the goof off is on for high noon!” Pinkie declared.

“Pinkie…” Ono called out to her pointing to the clock nearby. “It's already 3 o'clock."

"Oh. Oh, well then. Make it 3:10 to goof off!" She then corrected herself before staring down with Cheese before splitting off to prepare for the last minute preparations for their little showdown.

“Cheese…” Kion quickly rushed over to try to reason with him. “…I thought you said you were going to resolve this!”

“Not to worry, Kion, I will!” He assured before running off to prepare himself for his epic showdown with Pinkie Pie.

Hopefully by giving her exactly want she wants, maybe she'll come to her senses this way and maybe call for a tie so they'll both be able to host Rainbow Dash's party.

All while Kion looks on in dismay seeing that the goof off is still happening and that there is nothing else he can do about it.

If only the two could just talk it out instead of resorting to all of this extreme methods for resolving these sorts of things. If only.

Ten minutes later, the clock strikes 3:10, a whole crowd was waiting for this upcoming duel wondering what’s going to happen next. All while Kion is silently hoping that this doesn’t get out of hand just like with Rarity before back in Manehattan.

“Doing okay? Kion?” Fuli asked with the others standing behind her.

“Doing fine. Just hoping that both Pinkie and Cheese both know what they’re doing.” He replied while glancing at the cheetah standing beside her.

“Surely, it’ll just be a silly competition.” Beshte said in an effort to assure his friend.

“Yeah!” Bunga was quick to agree. “I know Pinkie Pie very well and know that deep down she would never do something that harm anybody.”

“I hope you’re right.”

“Come on…” Bunga smugly remarked. “Have I ever been wrong?”

“Well…”

“Never mind, don’t answer that.” He then noticed something. “Shh, it’s starting.“

Just then, the two ponies finally arrived, walking in from opposite directions from town. Pinkie wore blue cowgirl boots and a cowboy hat with an arrow sticking through it. Cheese wore fuzzy elephant slippers, one pink and one green, on his front hooves with two socks, one blue and one bright green, on his back hooves. He wore a fuzzy winter hat with a fish on it. Once they were facing one another, Twilight appeared and stood between them and took out a book acting as the official in this competition.

"All right, everypony. According to my official goof off rule-book…" She began.

"She actually has a goof off rule-book?" Ono asked in surprise.

"Are you kidding?" Spike returned. "Twilight can find a rule-book for everything!"

“Makes me wonder what else she has in store.” Ono muttered having little else to say about her right now.

Twilight continued to read while opening the book, "The two competitors have free range to goof about -- be it by singing, dancing, playing, prancing, joking, or performing -- to make the judge chortle, chuckle, giggle, guffaw, hoot and holler, whoop it up, and party down."

As she spoke, Pinkie and Cheese made funny faces at one another, trying to be funnier than the other. Cheese then opened his mouth, to reveal a white mouse playing a tuba.

"The funnier, sillier, wilder, and goofier, the better.” She finished before closing her book and turning to the birthday pony. “Rainbow Dash, since the winner will be headlining your party, you are the judge."

"Heh. Big tense competition on my birth-iversary. What could be better?" She replied with a forced smile. Not only because she’s standing in front the most feared pony who can take them down anytime she wants but also the fact she can expose the truth anytime she wants and they are powerless to do anything about it. That, and the fact she is put in a position where two ponies compete over her birthday party planning rights. Like Kion, this isn’t what she wanted to happen.

Twilight turned back and addressed to the two ponies. "Cheese Sandwich, Pinkie Pie, are you ready?"

"I was born ready!" Pinkie declared while stomping her hoof.

"I was ready before I was born!" Cheese seriously stated with narrowed eyes.

"Then… Let the goofing begin!" Twilight declared before spreading her wings and flew away to commence their comedic duel has already begun.

Cheese walked forward while Pinkie hopped on over. Bunga was watching anxiously wondering what’s going to happen next. Kion could only grimace at the scene too, knowing that is boiling down to a sight of nasty competition thanks to a darkness taking over their minds. Both Beshte and Fuli were quick to try to ease their friend’s growing anxiety with a silent look that says “It’ll be okay.” while still showing concern over their pink pony friend going so far to prove her worth and if it is really worth it.

But nevertheless, their minds were made up with the goof-off battle beginning.

Cheese started off by playing his accordion while moving his back legs at a rapid dancing like pace. Pinkie, started off by wearing a fake mustache and colorful propeller hat, before performing a sing and dance routine while juggling cupcakes.

“It's your birthday party, a very special day

I've got a song, it won't take long, I just wanted to say."

She sang while tossing the cupcakes into Rainbow s mouth, who chewed and ate them happily.

"Happy, happy, happy, happy

Happy, happy, happy, happy

Happy, happy, happy, happy birthday to you!”

Cheese Sandwich danced on a large rolling cheese wheel while playing the accordion before leaping off to take her turn at singing to the birthday pony. Pinkie narrowed her eyes when he managed to impress Rainbow Dash.

“If you wanna be the life of the party

But you're feeling just a little uptight

Call the doctor, beg and plead

"Doctor, tell me what I need"

Try to put a little cheese in your knees!”

He sang and then danced with two cheese shoes on his back hooves. Rainbow Dash was pretty amused by this silliness, until she was picked up from the ground by a large hook. Said hook was from Pinkie Pie flying on a basket hoisted by full-helium party balloons and using her fishing poll. Once she was hoisted up into the air, Rainbow flapped her wings while Pinkie sang and danced for her turn while bubbles came out from a machine she had in the basket.

“Bubbles and balloons, bubbles and balloons

What's a birthday party without bubbles and balloons?

She formed balloons in various shapes and forms.

Star-shaped or trapezoid, look what I can do

Only Pinkie Pie can make a bubble shaped like you!”

She blew into the bubbles, creating one that’s pony shaped in Rainbow’s size, much to her amazement before being pulled aside by Cheese, for his turn.

“Just let yourself go floppy, for now this is your chance

Pretend you have no bones and do the rubber chicken dance!

"Hit it, Boneless!"

He sang while getting Rainbow to join in on the dance before turning to his rubber chicken who somehow managed to come to life briefly to do a little dance.

Pinkie jumped from a trampoline to get Rainbow’s attention once it was her turn again.

“Cooler than a rubber chicken and tastier than cake

Come on, you, let's party down and do the Gummy shake!

"Hit it, Gummy! Uh-huh! You know it! Shake it!"

Rainbow was smiling once more when Cheese once again took his turn by placing a cheese hat on the Pegasus’s head and placed her on a float made of cheese. Rainbow smiled while Cheese took his turn singing once more.

But Cheese was not done yet. He placed a cheese hat on Rainbow's head and placed her on a cheese themed float. She sat on the throne smiling while Cheese sang.

“'Cause I like to make you smile, smile, smile

Yes I do

It fills my heart with sunshine all the while

Yes it does

'Cause all I really need's a smile, smile, smile

From these happy friends of mine.”

"That's my song!" Pinkie complained.

"What do you mean? I have no idea what you're talking about." He jokingly shrugged it off.

“THAT'S IT!" Pinkie angrily voiced before pulling out her party cannon.

“Uh oh.” Kion voiced seeing where this is going now.

“Bringing out the guns.” Bunga commented upon seeing this.

“Big ones.” Twilight muttered from the skies while watching what’s about to happen.

“Roll out the party cannon

When you hear the party cannon song

Ka-BOOM!”

Cheese, however had a large party cannon tank to counter hers leaving Rainbow no time to prepare finding herself looking inside the cannon just before he could set it off.

“Why should you compromise? Try this one on for size

'Cause nothing quite says cheer like the ringing in your ear

Of the cheese supreme cannonball surprise!”

He shot his cannon, sending Rainbow flying back. Once she got back to her hooves, her eyes were turned to a forklift carrying the largest piñata Rainbow has ever seen. A very large cake-shaped piñata carrying by Pinkie Pie who now sang in Spanish.

“¡Dale, dale, dale

No pierdas el tino!

Porque si lo pierdes

¡Pierdes el camino!”

The piñata was too much for the crane to handle and it ended up giving way to which had rainbow shimmers in Bunga's eyes when he realized what was going to happen.

“WATCH OUT!” Bunga quickly rushed over and pushed Rainbow out of the way just when the piñata landed right on top of him, sending confetti and streamers everywhere. It mood-fittingly the music stopped along with Pinkie Pie. The Lion Guard was shocked by this. A comedic goof off turned into an grudge match that had led to Bunga getting injured.

“Bunga!” Kion shouted while he and Beshte rushed over to his aid. The former moved to drag his best friend out from under the piñata with the latter lifting it up long off so Kion could free him. "Are you okay?"

"Yep." He answered while brushing the dust off of his fur.

Upon seeing this snapped Pinkie out of what’s been driving her and experienced a rainbow shimmer in her eyes when she had a realization strike her in her heart along with Kion’s previous words.

“No matter what stay true to who you are.”

“Oh my gosh…” Pinkie gasped now ashamed with what she has done. “Rainbow's not having the best party ever! I... I broke the Pinkie Party Promise!" This had to end. “Stop! The goof off is off!"

The ponies all murmured in surprise with Cheese Sandwich visibly stunned by this decision while Twilight watches on with a pleased smile with how it turned out.

"But I haven't named a winner." Rainbow Dash pointed out.

"You don't have to." Pinkie Pie said hanging her head in defeat. "I forfeit. Which means... Cheese Sandwich wins."

Cheese smiled and cheered...before realizing what that meant. "…I do?"

“Seriously?” Fuli and Kyoga spoke in unison looking highly surprised themselves.

"Yes. You get to headline Rainbow Dash's party." Pinkie confirmed.

"But, Pinkie…” Kion tried to say something to get her to reconsider. “…that will mean you don’t get to host her party.”

“That is true.” Pinkie didn’t hesitate to say while now crying. “I… I don't." before quickly running away in shame.

“Well that was unexpected!”

“Didn’t see that coming! The classic moment where friends realize they went too far and now have no one but themselves to blame.”

“No kidding. We better go after them.”

“Oh, good idea, Pumbaa. Let’s go!”

Timon and Pumbaa remarked while munching on popcorn while joining their friends in racing off after the Guard.

Pinkie had managed to gather all of her belongings and was now ready to leave. Since it was clear that Cheese Sandwich was the better party pony, it’s only fitting that she leaves, especially after what she accidentally did to both Rainbow and Bunga.

"Pinkie, wait!" Rainbow called after her while quickly flying in front of her before she could leave town. “I'm sorry I got all swept away by Cheese Sandwich."

"We all are." Fuli said on behalf of their pony friends, and Timon and Pumbaa looked on apologetically at the upset pony before they all voiced their apologies and regret of unintentionally hurting her feelings too.

"Well…” Bunga started before correcting himself upon seeing Fuli and Applejack’s glare. “...never mind. But if anything you had some friends who were by your side the whole time.” He then gestured to his lion friend. “Especially Kion. He was the one who was quick to try to help you through it.”

Pinkie however shook her head insisting they stop. “None of this was your fault." She asserted before turning to Rainbow. "I was the one who let my pride get in the way you having the best birth-iversary ever. Cheese Sandwich really is a super duper party planner, and he'll be a terrific headliner. I should've been a big enough pony to admit that and let you have your day."

Rainbow quickly flew up and down facing Pinkie upside down and nose to nose trying to get through to her more. "But don't you get it? You're both super-duper party ponies. Sure, Cheese Sandwich is a great guest party pony, but you're Ponyville's permanent party pony." Pinkie smiled when Rainbow hugged her. "Nopony could ever take your place, and we could never have a party without you."

"Rainbow's right." Kion said with a smile. "None of us would ever want a party without you hosting it. And for the record, Cheese Sandwich never meant to hurt or try to take your place as our party pony."

“He’s right.” Cheese’s voice spoke to them upon arriving on the scene. Once he had everyone’s attention, he approached her with his cowboy hat placed over his chest. “I never meant to take your place in Ponyville. I just wanted to show you what a great party pony I am, Pinkie."

"But why me?" Pinkie asked.

“Well…” Cheese began while rolling his eyes before explaining through song and heart about the truth.

"I fear I told a little fib about my pony past

I hope that when you hear the truth, you will not be aghast

I wasn't quite the super party pony like I claim

The fact is that I was so shy, nopony knew my name.”

He sang while recalling his past self wearing glasses leaving his hometown with a bundle on his back.

Just after leaving he stumbled on a party hat before finding he has wandered into area where there’s a party going on. He was immediately greeted with a party hat and a cheese sandwich before being tossed up into the air by a group of ponies ready to welcome him to the party.

Upon being gifted this warm reception, a young Cheese smiled before looking on at the ponies all playing musical instruments before being gifted a rubber chicken.

“I stumbled into Ponyville one afternoon by chance

And found the biggest ever celebration party dance

Everything was perfect, cheer was filling up the place

And I saw that everypony had a smile upon their face

I vowed that day to change my life, the past I did set free

For now Cheese Sandwich was a party pony full of glee

A super-duper party pony -- that's what I became

I traveled all Equestria, and all did know my name

But that never would have happened on my own, I'll tell you why...

For the one who threw that party, it was you.

Pinkie Pie.”

He sang while recalling seeing her when she was young balancing herself on a ball while juggling rubber chickens.

“Me?"

"Yes!"

"Hah, really?!" Pinkie asked now delighted by this revelation.

"Really!"

“Whoa.”

“How about that?”

“Poa!”

“Wow.”

“How about that?”

The Lion Guard all expressed surprise too.

"So I was the pony that threw the awesomely spectacular party that inspired you to become an awesome spectacular party thrower?" Pinkie happily asked and bounced around upon the inspired pony following in her example.

"Swear on Camembert!"

"Enough with the warm fuzzy stuff, you two.” Rainbow immediately got in between them to interrupt them. “It's my birth-iversary, and you gotta throw me a bash!"

"Yeah!"

"Let's go!"

The two ponies declared before getting right to work on giving Rainbow Dash that super-duper birthday bash.

“Super duper party ponies -- that is me and you

A party thrown by one is good, but not as great as two

Come on and let's join forces, have twice the expertise

Now let's all go to the party planned by Pinkie Pie and Cheese!”

By the time the sun had set, the party was all put together and better than ever with both Pinkie and Cheese working together to ensure that this is a very super-duper great party Rainbow Dash will never forget. With the power of the two best party ponies combined, it was a party no pony ever dared to miss.

On the stage spotlight shined on the stage just when Cheese Sandwich walked out from behind the curtain, wearing a hat and bow tie.

"ll right, everypony! We are here to celebrate the birthday…"

"…and anniversary…" Pinkie added, also wearing a hat and bow-tie and joining her friend on stage.

"…of Rainbow Dash!"

They shouted together and Rainbow emerged from a giant birthday gift box, wearing a party hat, and floating over the crowd.

"Hey, everypony! Who's ready to get their party on?! Hit it!"

The music played and everybody got into the dancing while Pinkie Pie danced and sang.

“Get your hooves up, party's starting out right now

Everypony, everypony get down

Time to make a wish, better make it right now

It's been a year and today is your birthday party.”

While this was going on, Cheese Sandwich balanced himself on his cheese wheel, riding by the dancing ponies along with their Pride Lander friends.

During this, Rainbow was having a great time. She got to blow out the candles on her large birthday cake, slammed her cutie mark shaped piñata, ate through a large pizza with her friends and swam in the large punch bowl pool while riding on a giant doughnut.

While Pinkie singing Applejack, Rarity, Bunga, and Kion danced on stage, along with Timon and Pumbaa.

“Make a wish, it's your birthday

Make a wish, it's your birthday party

Make a wish, it's your birthday

Make a wish, it's your birthday party.”

The party was a huge success with so many guests enjoying the fun it had to offer. Even Twilight herself, found it in her heart to join in on the fun by dancing amongst the crowd before teleporting on stage to dance alongside Kion.

Upon seeing this had Kion slightly and silently startled before dancing along for the sake of the party. In fact, seeing this side of Twilight had some given hope that her good side is still inside of her and it’s just a matter of getting her to open her eyes to get her to reform deep down.

Sometime when the party was nearing an end, Cheese took the time to himself to enjoy a cupcake.

Just then, Rainbow appeared to compliment him for a job well done. "Cheese Sandwich! Oh, I gotta tell ya, you and Pinkie have totally made this the best birthday/anniversary super combo ever! Hah, it's totally--"

"Epic?" He guessed with a playful nudge.

"Yeah, it is!" She nodded.

"That's all I needed to hear, little filly." Cheese said before donning his cowboy hat once more.

At the same time, Pinkie Pie was currently writing down on what she had learned today. Once she was done, she smiled at her lion friend, sitting next to her.

"Thank you, for everything today, Kion, even after I ended up doing the opposite of what you said. Honestly, I didn’t even know what got into me back there. It was like I was a different pony."

“Well you’re here and you’ve learned your lesson and that’s all that matters.” Kion happily replied before the two share a happy hug together.

Just then Cheese Sandwich had slid a wooden case in front of the two.

"Just a little memento of my visit." He said just when the case opened revealing his rubber chicken, Boneless.

"You're giving me your special rubber chicken friend?" She asked just when it gave out a rainbow-like glow.

"Oh, he's not the only one." Cheese assured while placing another rubber chicken onto his back, with a red number two painted on its chest. He then donned his black western attire now that his job here was done but not without turning back to the honey badger who saved Rainbow's life with a golden badge that also gave a rainbow shimmer when presented. "Well, Boneless Two, another job well done. But it's time we mosey along. Another town, another party." He said before heading on out of here into the sunset just when the rest of the Guard watched on alongside Pinkie Pie in seeing him leave.

"I never did get that pony's name." Pinkie commented.

"Cheese Sandwich!" Everybody exclaimed in annoyance.

"Oh, yeah!" Pinkie giggled upon remembering.

“Oh, brother.” Ono grumbled.

“Technically sister.” Bunga corrected which did little to improve the egret’s mood.

While the Guard was seeing Cheese Sandwich off, Twilight took this opportunity to swap out the rubber chickens before walking off with some leftovers in tow back in the portal’s direction. In addition, secretly had a wisp of magic swap out Bunga's badge with a different sheriff's badge while his eyes were closed and his mind was out of focus.

“Four down, seven to go!” She stated with a satisfied smile with plans in mind that she is seeking out. Mainly, her eyes sighted on the pony having the birthday party of her life...

Author's Note

In this musical episode, we have our titular character preparing for a super-duper birthday bash in celebrating the birthday of everyone's favorite Pegasus pony, Rainbow Dash! What makes it memorable is that it's also the same day she moved to Ponyville!

Unfortunately, a visiting pony who's known for throwing parties himself has arrived to want to do his part in helping out in setting up the festivities and the whole crowd is quick to get swept in giving him that attention thus putting the usually cheerful party pony in a funk. A funk so hard that not even her best friend who's always been by her side the most could snap her out of. At least until she figured out of how to resolve this...

A goof off! The comedic duo for silly ponies!

The two were both evenly matched though of course, competition in regards to party planning has been known for rearing the competitive and ugly side out of them that culminated with them nearly endangering Rainbow Dash. And it sure would have resulted in a casualty had Bunga not been there to save her.

And it was after the damage had been done where both ponies finally talk it out before Pinkie who had previously forfeited could prepare herself to leave Ponyville and learn Cheese Sandwich was inspired into becoming a party pony thanks to Pinkie Pie herself when she was a young filly.

With a new understanding and friendship blossoming here, the two work together to make Rainbow Dash the birthday bash she'll never forget along with two more key's from the Guard's most Laughable pony and Bravest honey badger to obtain...

...well at least have what they think they have courtesy of Twilight Sparkle pulling the ole switcheroo out to obtain the only things that can unlock the powerful Elements of Harmony buried inside the chest near the Tree of Harmony.

Before I get to where Rainbow Dash earns her key to living up to her Element there will be an episode focused on Diamond Valley where Scar is planning an attack there as part of the next phase of his total takeover with new characters and elements coming their way. So be on the lookout for that sometime next week.

Episode 11: Rainbow Falls

Episode 11:

Rainbow Falls

In the outskirts of Ponyville, both Rainbow Dash and Fuli were both standing tall and firm before pacing around their recruits. For Rainbow, she had enlisted the services of Fluttershy and Bulk Biceps. For Fuli, she had enlisted the services of Kion and Kyoga.

Angel Bunny was also there for moral support for Fluttershy with Rainbow being the first to address her team like a military commander giving orders.

"Alright, ponies, listen up!"

"We're all ears." Fluttershy said while standing up straight, "Right, Bulk Biceps?"

Said pony was kissing his biceps just when he turned and saw the others eyeing him rather disturbed by what he was just doing.

"Nuh-uh! I'm all muscles! Yeah!" He loudly answered before showing off his strong, muscular body and displayed a quick set of pushups with his forelegs along while shouting “Yeah!” in Fluttershy’s face.

"I like your attitude, Bulk Biceps," Rainbow Dash said while still speaking firmly. "But it's gonna take more than muscles and “Yeah’s!” to get us to the Equestria Games! We are the Aerial Relay team, and it's up to the three of us to make sure that we qualify at the tryouts. And do I need to remind you how much I…” She quickly corrected herself upon realizing she was dipping into me instead we mindset mentality. “I mean, Ponyville, heh – wants to qualify and make it to the Games?"

"I remember." Fluttershy said while briefly hugging her mane. "I really, really, really want to qualify for you and Ponyville."

"Bring it on!" Bulk Biceps shouted in the yellow Pegasus’s ear once more.

“And since Rainbow has already explained what we are competing for…” Fuli took her turn in addressing her teammates. “…it’s going to take speed and pacing in order for our team to qualify as well so better come prepared and ready to run! Is that clear?”

“Yes, sir, ma’am, sir!” Both Kion and Kyoga stated while saluting.

Bunga’s voice was bursting out into laughter after hearing what they said together.

“Something funny about this, Bunga?” Fuli inquired while turning her head in his direction behind her back.

“Oh, nothing, it’s just…” Bunga spoke while tearing up and trying to contain his chuckling. “…both Kion and Kyoga both said “Yes, sir, ma’am, sir!”” He repeated the saluting motions before rolling onto his back unable to resist holding it in anymore.

Fuli groaned and rolled her eyes before looking down straightly at Bunga in the eyes so she can explain why it’s necessary. “For your information Bunga, I’m training these two in preparation for the upcoming tryouts at Rainbow Falls. And it’s important that we do in order to qualify for the Equestrian Games if we want a shot at winning gold in the running relay event.

The honey badger sat right up. “Yes, sir, ma’am sir!” He saluted once more before continuing to laugh on his back leaving the irritated cheetah turning back to her teammates.

“Unbelievable.” She huffed. “At least he never dared to laugh like that to Twilight.”

Just then, Pinkie Pie, suddenly appeared, wearing a own cheerleader's uniform, consisting of a yellow tank top and a purple skirt and yellow pom poms on her hooves and a megaphone around her neck, "Gimme a 'P' for 'Ponyville'!"

Fluttershy yelped and squatted down when Pinkie shouted and waved her pomp oms in the former’s face before pulling out her megaphone from around her neck. “P for, Ponyville!"

"P!" Bulk Biceps shouted back which blew Pinkie backwards.

"Oh, thanks, Pinkie Pie.” Fluttershy complimented. That was a scary…” She quickly corrected herself. “…I mean, great cheer." She finished with a slightly nervous laugh.

"Just make sure you have one ready for when we qualify for the Aerial Relay." Rainbow said to their friend.

"And after that, for when we win gold medals in the Equestria Games!" Bulk Biceps shouted confidently.

"Not so fast!" A voice stated to them. Said voice belonged to Applejack carrying a cart filled with apple treats behind him, accompanied by Beshte. “If you're gonna be good, you're gonna be better with some of my apple brown bettys in ya." Applejack smiled proudly, "They're perfect."

Just when Fluttershy was about to pick one, Pinkie Pie popped out from inside the cart cheering once more.

"'P' is for 'perfect'!"

“Whoa!” Beshte stepped back in surprise by that cheer while Bunga was still laughing. Rainbow on the other hoof, was face palming in response to Pinkie’s miss-timed cheer.

“Phew!” Bunga said after calming down while patting his ribs and wiping the tears from his eyes. “Man have I been laughing so hard!”

“No kidding.” Fuli deadpanned in his direction before turning to face Beshte giving a supportive smile while the others help themselves to muffins Applejack provided them. “But either way, I am really looking for to this.”

“Glad to hear it.” Kyoga said while they all ate together.

“I can tell by how you’ve wanted the fastest of the fast to be qualify for the upcoming Equestrian Games and how much you really want to win gold.” Kion added.

“True, true.” Fuli nodded. “It would be nice…Very.”

“Well, I’m sure we’ll have fun doing our best.” Kion said content with whatever happens next. “Because that’s what really matters.”

“And that I do get to do it with some of my best friends on my team.” Fuli said knowing that’s true too.

“No question about that.” Kyoga agreed before the cheetah turned back to the others finishing their treats before resuming training along with Rainbow who was already ready for that.

"Alright, team! Show me what you got! Put some bend into those knees!" Rainbow commanded both ponies who both did as they were ordered.

“You too! Let’s see some bending in those legs!” Fuli commanded to the two lions who both obeyed likewise.

"Flap those wings!" Rainbow said to her wing ponies. “And I want to see all four hooves off the ground on the count of three!”

“Ready? Towards that tree in the distance from here and back!” Fuli turned to both Kion and Kyoga now ready to rush over to said tree just within sight.

She smiled along with Rainbow before they both gave the next command together.

“One two three!"

While both Kion and Kyoga both sprinted from where they were standing, Bulk Biceps grunted as he and Fluttershy flew up into the sky while Bunga and Beshte watched. The honey badger watched with a wide and eager smile while the hippo was watching with silent encouragement for his friends.

"Don't forget to breathe while you're up there!" Rainbow said to the flexing pony now wheezing.

Unfortunately, that tad of advice came a little too late before he ended up losing control of his flight before dropping to the ground while dragging Fluttershy along with him by the tail. And by doing so they both ended up crashing on top of their cyan colored friend.

“Ouch.”

“So close.”

Both Beshte and Bunga commented just when both Kion and Kyoga both arrive back at the same time.

"'P' is for, uhh... 'pain'?" Pinkie cheered in delight.

Rainbow Dash groaned before being helped up by her friends.

“It’ll be okay, Rainbow.” Kion assured them. “They’ll get it, they just need more practice.”

“Easy for you to say.” Rainbow muttered under her breath to the point her pony friends didn’t hear what she just said.

Deep down she sees potential in them, yet wonders if she truly has better luck with teammates a little more up to her speed.

“Don’t worry, Rainbow Dash.” Scar commented while watching the scene from his magic alongside Twilight and Lightning Dust. “We can help you out there.” He then turns to both the alicorn and Pegasus ponies watching from Pride Rock.

“Absolutely.” Twilight nodded.

“Leave it to me.” Lightning voiced with vicious joy.

Lightning was very eager for the day she can exact revenge on her new rival Rainbow Dash and now she has a new opportunity in front of her.

“Remember, I need her alive…for now.” He cautioned.

“Fine.” She begrudgingly said in the face of the two eyeing her that they really mean it and she is not allowed to kill her rival. Otherwise, her allegiance and her life will be put into question.

Lightning moves towards the direction of the portal while Twilight sticks behind with Scar so the latter can add an extra instruction for his second-in-command.

“Make sure she keeps a cool head, Twilight.”

“I will, Scar. I’ll make sure of that because she and the rest of her friends from the Lion and Pony Guard are mine.” She vowed before turning to join Lightning Dust towards their next destination right where the next key is, Rainbow Falls.

Sometime later in the week, the Mane Five, Bulk Biceps, and the Lion Guard are all in the train on their way to Rainbow Falls where the big day for the two teams of friends awaits them.

“Oh, boy!” Bunga said very excited himself. “We’re almost there!”

"Yep, Rainbow Falls." Rainbow Dash said. “So if you think you’ve been amazed already well, think again because there’s more to come.”

While they were talking, two Pegasus ponies approached the two. One was a mare named Helia who had a light blue coat, blue eyes, and yellow mane and tail.

"Good luck, Rainbow Dash!" said Helia, "Sorry we couldn't fly with you on the Aerial Relay, but the air sprinters needed us too."

"Too bad we can only compete in one event." The male pony Thunderlane added with a sigh. "But, rules are rules." He then moved to leave but not without noticing the leader of the Lion Guard. “Good luck in the track relay run.”

“Thanks, you too.“ Kion returned to the two ponies walking off before turning back to both Rainbow and Fuli. "It was nice of you to be part of the team that doesn't have... uh…" He paused before eyeing Bulk Biceps's tiny wings before choosing his next words carefully. "The strongest flyers."

"Nothing nice about it." Rainbow Dash said with great confident in her choice.

“You sure?” Fuli questioned while eyeing Bulk’s wings and Fluttershy sitting in the back of their cart. “It’s not too late to pick other Pegasus ponies who are more up to speed with you.”

“It’s all right, Fuli.” Rainbow reassured her speedy friend with her hoof raised up. “I know that I can pick up the slack for anypony. With me on the team, we'll qualify. I'm sure of it."

“Very well.” Fuli said knowing that her mind has been set and she has no intent on changing it. “Do it the hard way.”

“And that’s the way I like it.” Rainbow stated still feeling proud of her choice.

"Ponyville is very lucky to have you." Kion complimented with a smile.

"Yeah, I'm pretty awesome."

Fluttershy, struggled and was currently getting squashed by Bulk Biceps's enormous size after he unknowingly sat in her seat before moving to free her head and a hoof holding the Ponyville flag.

"I am so proud to be representing Ponyville." She said while still struggling to herself.

“Here, let me help you…” Beshte offered before moving to give Bulk Biceps a little nudge on the back. “Sorry to have to do this, but your teammate needs to get out of there.”

“Sorry!” He shouted when the two ended up flying backwards and onto the floor.

“You okay?” Beshte asked while helping up Fluttershy.

“Yes, I’m okay.” She replied. “And it’s a real honor to even try out for the Games. And I just hope I don’t let any pony down.”

“I’m sure you’ll do great, Fluttershy.” Beshte gently encouraged.

"We'll make them proud!" Bulk Biceps added while shouting once more with a gentle smile. Just then, he was suddenly flying out of his seat when Pinkie Pie came out cheering and waving her pom poms once again.

"'P' is for 'proud'! We're gonna be the best fans anypony has ever seen!"

In addition, Rarity popped her head up from behind. “Ooh. Can't wait to see what everypony else is wearing, even though I am absolutely sure they won't be better than the Ponyville uniforms I'm designing for the Equestria Games."

"And we will make it to the Games once everypony carbo-loads on my apple brown betties." Applejack added.

"I can't wait!" Pinkie Pie exclaimed once more when their ride neared their destination.

“Well hold you excitement because we are already here!” Ono announced upon seeing their stop just ahead.

“Whoa.”

“Poa!”

“Hevi Kabisa!”

“Un-Bunga-veilable! So that’s why they call it Rainbow Falls.”

The Lion Guard all expressed upon seeing the amazing bright colors the streams of water there produced in the town from the top of the highest mountain in Equestria. It was a beautiful little area where there are houses and buildings all with rainbow bolt colored decorations, every area of the town was surrounded by rainbow-colored water.

Once their train came to a complete stop at its station, the Guard all got out and immediately headed on over to where the tryouts are being held where they wasted no time in getting started in preparing for their qualifying performances.

There were ponies, griffons, and a handful of Pride Landers (elephants, rhinos, antelope, and even the crocodiles) all training, from stretching, lifting weights, sprinting, and flying in preparation for the opportunity in the biggest event in Equestrian history.

“Huh?” Bunga remarked looking confused upon seeing the griffons there while looking around the training grounds. “I don’t see that griffon Gilda around here. I wonder if she bothered to show up.”

“Probably not.” Rainbow frowned at the mention of her former childhood friend before moving forward not wanting to dwell over it. “And I’d greatly appreciate it if you don’t mention her name again.”

“Why?” Bunga pressed for a reason oblivious to his friends shaking their heads, paws, and hooves against it. “What’s wrong with mentioning the name of the griffon that came to Ponyville and acted like a big jerk to me, Pinkie, Fluttershy, and…” He then stopped in his tracks. “…Ooh, right. Oops.” He then scratched the back of his head upon realizing his mistake. “Never mind.”

Moving aside from the moment of awkwardness, the Lion and Pony Guard all made their way just when two ponies turned their full attention to them.

“That’s Fuli!”

“That’s Rainbow Dash!”

Two ponies, a male Pegasus with a grayish-brown coat, brown hair, blue eyes and a crescentic moon cutie mark. And a female Pegasus with a cream orange colored coat and a purplish-pink mane and tail with swirled candy as her cutie mark.

“She’s an awesome flyer!”

“And she’s an awesome runner!”

The two shared.

“I heard that they’re flying and running the last third of the relay." The female Pegasus said. "Which means everypony and everyone else is gonna have to be way ahead to beat them!"

Kion having heard the recognition and praise his fastest friends are getting smiled in response.

Just then the sound of ponies flying by at a very fast speed on par with jet planes hovering nearby, and of course since there are no runway’s nearby that meant only one thing…

"Oh, the Wonderbolts!" The male Pegasus happily announced upon their fly in and as Rainbow had said about them like before they fast, agile, and of course, 120%, so, so, very, awesome.

“Wow!” Fuli voiced with her jaw dropped with awe and smiling excitement.

“Un-Bunga-veilable!” Bunga voiced sharing the same jaw-dropped excitement. “They’re so awesome!” He moved backwards and fainted.

“Oh, brother.” Ono grumbled with a roll of his eyes before returning his attention to them with full focus on them. “And yet, a very impressive entrance. They usually fly in with the synchronized low altitude descent with a side tilt descent in a synchronized descent.”

The two Pegasus ponies blankly stare at him having not understood a word he said until he then explained. “Their standard fly-in entrance for when they land on the ground.”

“Ooh!” They both said upon realizing it. “That makes sense!”

Ono frowned while understanding how Twilight felt when she tried to explain it to some of the ponies when it came to wing anemometer yet they didn’t get the idea after she made it clear to them.

“Glad that helps.” Ono sarcastically returned to them before turning his attention back to the Wonderbolts making their landing. “And I suppose they are flying for Cloudsdale?”

“Of course!” The female Pegasus answered. “Cloudsdale will definitely qualify. They're the best flyers ever."

Even though Ono was clearly irritated by them missing his sarcasm he shrugged it aside in favor of focusing on the three ponies landing in front of him and Rainbow before they approached the trio.

"And the game is on!" Spitfire, the leader of the team declared before eyeing her two cadets from training camp. “And it’s good to see you two again."

“I can definitely say the same likewise.” Ono responded with a salute.

“At ease, Ono.” Spitfire assured with a friendly smile. “That won’t be necessary when you’re not training with us.”

“Oh, right, sorry.” Ono blushed with a nervous chuckle to which Soarin chuckled lightly finding the egret’s greeting entertaining.

"Hah, nice to see there's some real competition here!" Soarin said before seeing the Lion Guard’s Fastest approaching them. “Along with seeing some additional speed on the ground provided you qualify later this week.” He added.

“Oh, you better count on it Soarin, because we definitely have the speed for the job.” Fuli confidently returned while turning to her teammates who both share the same supporting and confident smiles.

"Two more days of practice, then we'll see you in the air, Rainbow Dash! If you're lucky." Fleetfoot said to her Pegasus friend with a hoof on her shoulder before walking off with the others so they can continue with their training.

After seeing them leave, Rainbow sighed with satisfaction just when Kion approaches him. "The Wonderbolts know a winner when they see one, and we'll be winners just as soon as we practice! Right team?"

"Right." Fluttershy soft said.

"Yeah!" Bulk Biceps exclaimed loudly in contrast to her teammate.

"Hooray!" Pinkie Pie exclaimed while blowing on her party hooter and tossed confetti in the air.

“Go Ponyville!” Bunga shouted while wearing a cheerleader outfit too.

Kion quirked his brow at the two especially his honey badger friend for his outfit of choice.

“Bunga…?” Kion began just when Fuli eyes at him weirdly.

“That’s a girl’s outfit.” Fuli finished.

“I know.” Bunga said not caring about his feminine choice of clothing. “Go Pride Lands!”

“But…” Kyoga tried to say in order to argue of why he shouldn’t before remembering who he was talking to. “Never mind.”

Kion still didn’t smile until Rainbow looked at her, leaving him to be reminded that he’s a friend who’s got to show support for her. “And, I'm with them! Hooray!"

“Hooray!”

“Oh, boy!”

Fuli cheered with Kyoga slightly forced than the former.

Before Rainbow could say anything, they turned their attention to the Cloudsdale team practicing a cheer for when their flying relay team takes their turn in qualifying.

"Give us some clouds! Give us some dale! And what do you get? Cloudsdale! Woo-hoo!"

Pinkie Pie gasped upon seeing them with her eyes sparkling with joy. "Where can I get pompoms like those?!"

While Pinkie moved to question the three cheerleaders, both Twilight and Lightning arrived while both watching from a distance just outside of the training campsite, where they both see all three relay teams preparing for their qualifying trail runs.

Twilight looked on with in the Wonderbolts with a calculated expression while Lightning looked on at Rainbow Dash with eyes of pure hatred.

“There she is!” Lightning spoke up with her eyes burning with fury at the Pegasus. “Let’s get her!”

She moved to advance on her before being quickly frozen in place by the alicorn’s magic. “Not so fast, Lightning McQueen. With an attitude like that you’re bound to blow your wings out before you can even get to the finish line first.” She sternly addressed the rash and hot-headed pony.

“But come on!” Lightning angrily protested with her arms directed at the serious pony at work. “She’s right there! Just grab the key and get on out of here!”

“Not happening because if we do that, then the Wonderbolts and every pony in Equestria will be after us. By arising suspicion they’ll clue in onto the plan sooner than we are ready to enact our endgame.” Twilight sharply explained. “And if that were to happen…” She looked at Lightning in the eyes. “…then the royal family along with the Lion and Pony Guard will be provided means with a way to defeat us. So if you want to be able to keep your suit and your desire to get your revenge, then you straighten up and fly right because Scar has no tolerance for those who don’t play things his way!”

Lightning wanted to further speak her mind, but deep down knew that she and Scar have provided her this opportunity in life. The suit, her pursuit towards being the best, and not to mention Twilight was the one who spoke up in her defense in order to get her keep her position in the Wonderbolts, even if it meant she was under close scrutiny and suspended from competing in the games for her reckless attitude. Since the two gave her this gift, they can take it away in an instant the second she strays against them. So she had no choice but to swallow her pride for the moment and obey her.

After seeing that Lightning visibly gets the memo, Twilight releases her before turning back to the ponies in front of them. “For now, we keep an eye on them while we wait for the perfect opportunity to set up Rainbow’s test. And when we do, be ready to act, because this is where we find out where her true loyalties lie. Ponyville or Cloudsdale?”

“Yes sir.” She grumbled with her eyes looked towards the side and a lack of respect.

“What was that?!” Twilight barked back due to the tone she addressed her in.

“Yes, sir, ma’am, sir!” Lightning repeated once more with an obedient salute looking at the crossly looking mare in the eyes.

“Good! Now get to it!”

With Lightning quickly dashing out to monitor from high in the sky, Twilight moved to monitor from down on the ground for a more closer observation of the Lion and Pony Guard watching over their friends training specifically Rainbow Dash pacing in front of the two ponies waiting for his command. “For a pony with a strong impulse of charging ahead into battle without thinking, you sure have that burning drive to succeed.” She then pondered while eyeing Fuli pacing in front of both Kion and Kyoga while doing running drills. “Question is, do you like Fuli have what it takes to stay up to speed with the current events around you in making the right choice in life?”

With her eyes locked towards both the fastest members of the Guard, she can tell Fuli has it deep down in regards to her choice in teammates, but as for Rainbow Dash, well, that’s what she really wants to know for certain especially in regards to his choices. Does she? Does she really?

While this is going on, Ono is watching the trainees in action with Rainbow continuing to give instructions to her flyers. "So, do I need to remind you of what our goal is here?"

"Uh, maybe?" Bulk Biceps replied with a tone of uncertainty.

"We want to qualify!” She corrected. “We need to be one of the first four teams to cross the finish line! Bulk Biceps, you're the first flyer, so let me see you flap it!"

Bulk Biceps did as he was told, although of course, not without a struggle which was put to an end when one of Applejack's brown betties struck him in the face.

"What the?" Rainbow Dash questioned before looking down and saw that it was Applejack who kicked it up, by accident.

"Sorry! Got the idea from them, but…"

She turned her head towards two Pegasus ponies, wearing chefs hats, and launching cupcakes from a catapult.

"Hooves down! Cakes up!"

Both Fleetfoot and Spitfire flew down from the sky and managed to catch the two cupcakes into their mouths before resuming their flight.

"…It looks like they got better aim."

Rainbow Dash shrugged it off before turning back to her team, with a horseshoe in her right forehoof, "Okay, the passing of the baton needs to be seamless. You shouldn't miss a wing beat or drop a hair in altitude! And whatever you do, don't let go of it!" She reminded her muscular friend while placing the horseshoe in his hoof to remind him of how crucial it is to carry this out flawlessly since they have strict rules in regards to that before Fluttershy flies up ready for the transfer.

"Are you really, really, really sure you're ready? I mean, I don't want to take it if you're not super sure." She said trying to make this as easy as possible while Rainbow watches closely.

"Ready!" Biceps shouted before handing Fluttershy the baton successfully…

…before the latter suddenly lost control of her hooves before accidentally dropping it to the ground, to which Rarity was quick to pick up and took with her while walking by.

"Ponyville could do so much better. I'll be back with a freshly painted one in no time!"

"We were using that!" Rainbow angrily exclaimed, "And it's not like anypony else has color-coordinated horseshoes or anything!"

And yet she suddenly finds herself proved wrong when she saw Spitfire hand to her teammate Fleetfoot a color coordinated horseshoe baton before flying off.

She then turned her head over to the track where the lions and cheetah are all practicing their hand-offs. Between Kion and Kyoga the two were able to make the pass successfully without much difficulty and were able to run really fast. And when it came to Fuli’s turn, the two had to be with a raised hoof and a timed launch because when she goes, she goes super quick to the point she easily covers the track in less than ten seconds.

With a sigh, she knows that Fuli had the right idea, sure they are all friends, but Fuli knew deep down they had the speed and skills to pull it off in near-perfect sync together and that’s why she picked them for her team.

"I guess some ponies do." She said in saddened dismay before floating down just when the Pride Lander trio walk by to check up on her team.

"Some ponies do what?" Kion asked.

"Have a better chance of qualifying and going to the Equestria Games than others." She answered feeling she made a mistake in her choice.

“Well…” Fuli spoke up trying to find the right words to say it in an encouraging tone. “…it depends of what team we’re talking about. I mean, it might not help coming from me given how well we work together…” She said before quickly getting to the point. “…but that’s not to say the same can’t be said for you and your teammates.” She eyed both the shy Pegasus and the tiny winged muscle pony. “You picked them because you saw potential in them. Remember how Fluttershy managed to catch up to you when you were Discorded and how she helped you provide your team enough wingpower to meet the quota to carry water from Ponyville to Clousdale?”

“Yeah. It was pretty awesome of her.”

“And as I recall from what Ono told me, Bulk Biceps can get going once he can properly balance himself and get himself up off of the ground during the training at the Wonderbolts Academy.” She added.

“That’s true, I did.” Ono nodded while eyeing his tiny wings. “He does have that speed in him, which is considerably impressive when you look at the size of his wings.”

“He did do a really great job, even though he wasn’t the fastest of the other flyers when I was there.” Rainbow said in smiling agreement while facing her best friend. “But he does have what it takes to keep up with me and Fluttershy.”

“He does.” Fuli said liking her newly restored confidence. “So I think together you three have a solid chance at making the top four.”

“You really this I can do this?”

“No kidding.” She asserted in a friendly tone. “All you need is to give your team the proper motivation.” She advised while turning her attention to the Wonderbolts where Spitfire was receiving a massage and resting while Soarin was practicing his aerial movements in the sky. “Perhaps a little close observation from your future dream team might be in order.” She suggested.

“Good idea!” Rainbow immediately liked the idea before guiding both Fluttershy and Bulk Biceps on over there with something she’d like them to see. “Watch and learn. The Cloudsdales are Wonderbolts, and Wonderbolts are the best flyers there are. And my personal heroes. So, maybe you can learn something."

Taking Fuli’s advice, Rainbow already felt motivated. If only Fluttershy and Bulk Biceps could do the same since their eyes were shifted downwards due to their thoughts of not being able to measure up to their speed flowing through their heads.

So in order for them to get the message, Rainbow Dash lifted their chins up to make them watch and observe.

"Please learn something?"

While Soarin was practicing in the air, both Twilight and Lightning eyed each other with a knowing look before splitting up.

"C'mon, Soarin, pick up the pace! You can do better than that!" Fleetfoot called from down on the ground just when the two appear on parallel sides of the skies.

"I sure hope so." Spitfire voiced in agreement. Sure, he has the speed, but deep down they feel he could do more than want he was giving, and considering their reputation of having the best of the best at their disposal, they have to have it for when it counts.

The Cloudsdale cheerleaders danced and cheered to help motivate said Wonderbolt. "Practice, practice, yay, practice!"

Soarin briefly turned back to smile at the encouragement…

…before realizing too late that he was flying in too close to the hoop and ended up clipping his wing while flying through the ring thanks to a bright flash of white blinding light that got in his face.

"Whoa!"

Both Spitfire and Fleetfoot watched in horror upon seeing their teammate plummeting to the ground. Kion and Fuli both turned their heads towards the source and gasped when they witnessed Soarin falling down.

"Aaaaah! Help!"

“Hevi Kabisa!”

Acting quick, Fuli sprinted ahead while Rainbow follows suit in flight, where the former leaps up and catches the Pegasus on her back with Rainbow following up by and catches the two with her front hooves before Soarin can hit the ground.

“Huwezi!”

"Gotcha!"

Rainbow flew down and landed both Fuli and Soarin safely on the ground.

"Thanks. You saved me." Soarin gratefully said to her rescuers.

"It was nothing."

“More like a team effort.”

The two humbly returned just when everypony along with the Lion and Pony Guard, applauded the two for their heroic act.

"Awe-some!" Fleetfoot strongly commended.

"As good as any Wonderbolt! Both of you!" Spitfire added with a proud smile directed at both Rainbow and Fuli.

“Way to go, Fuli!” Kion said proudly with a friendly jab on the shoulder to which she returned back with a teasing smile.

"Oh, Rainbow Dash, Fuli I am just so proud of you botj." Fluttershy complimented. "You leaped up and caught Soarin and you scooped both Soarin and Fuli out of the sky and brought him down to the ground and now, now he's okay. At least, I hope he's okay. Are you okay?" She asked the Pegasus just to make sure.

Soarin lifted his sprained wing and ended struggling to move it. "Uh, my wing hurts, but I-I'm sure it'll be okay by the competition."

“Hmm…” Ono voiced while flying over to inspect it before gently holding it up much to the pony’s discomfort. “…sorry Soarin, but you’re not okay. Doesn’t take much keen sight to tell you that it’s a mild sprain. “

Immediately, the sound of a siren wailing was heard with a pony medic arriving with a gurney for Soarin to get on.

“Here let me help.” Beshte quickly assisted him by scooping him up and placing him on the gurney using his snout to do so.

The pony nodded to thank the hippo before turning to his savior once more. "You're the best, Rainbow Dash. You too, Fuli."

"Ah, it was nothin'.” Fuli returned while trying hard to sound too flattered. “I’m sure you would have done the same thing if you were in my paws.”

“And just so you know…if you like talking about how great I am, don't let me stop you!" Rainbow added before the pony medic took Soarin away to get his injuries treated.

"'P' is for Rainbow Dash!" Bulk Biceps shouted while suddenly surprising everyone close by.

"Um, 'Rainbow Dash' actually starts with an 'R'." Fluttershy flew up corrected her friend in a whisper to his ear.

"Never mind!" He shouted while visibly embarrassed by his mistake.

"Tough break to lose a teammate right before the tryouts." Fuli apologetically said to the Wonderbolts, "Unless you have another Wonderbolt ready to go or if Soarin can get better in time you’re pretty much down a flyer."

The two instead of thinking of who else they can get from the Wonderbolts, they both grinned and came up with an immediate solution eyeing the cyan colored pony.

“You know, you grew up in Cloudsdale." Fleetfoot started.

"So that means you could fly with us." Spitfire added.

"Fly?"

“What do you mean?”

Both asked wondering where they are going with this.

"Uh, we mean practice." Fleetfoot quickly corrected in clarification. "You could practice with us until Soarin's better."

"What do you say? Wanna be our third?" Spitfire offered.

“What?” Fuli questioned while highly surprised of what they are doing. “But what about Soarin? Or any other Wonderbolt you have?”

“Relax, he’ll be fine.” The captain assured. “We’re just playing it safe with him and keeping him from further injuring himself. Nothing personal, and all we’re asking of Rainbow is a third member on our team so we can qualify for the games.”

“Well, true…” Fuli nodded while tilting her head understanding of her reasons. “But still, Rainbow’s already got a team. A team that needs her help more in order to qualify.”

“That’s true.” Rainbow agreed. “Don't wanna be too worn out by the time the race comes around."

"We put you through some pretty intense workouts at the Wonderbolt Academy and you handled those just fine." Spitfire pointed out.

"Heh, I did kick some major tail at the Academy." Rainbow chuckled upon the memory before being nudged by the cheetah to remind her of where her true loyalties lie, her Ponyville team.

“Mmm-hmm.” Fuli cleared her throat while glaring at her to get her to choose wisely.

“But I don’t know how my teammates are going to feel about me practicing with the other team.” Rainbow brought up while still hesitating to completely decline the offer.

“Who says you have to know.” Fleetfoot insisted otherwise while grabbing and pressing her cheeks together. “Think about it, Rainbow Dash…” She gestured her to the finish line on a rainbow ring from above. “…this is your chance to fly with the winners.”

It was a tense few seconds of pondering between looking at that, Fuli’s glare, along with Fluttershy and Bulk Biceps, the former playing with a butterfly, and the latter flexing his pecs, before Rainbow made her decision.

"Alright, I'll do it."

"Wise decision, Rainbow Dash." Spitfire smiled before leading her to their campsite while Fuli watches on looking with disappointment directed at the Pegasus’s direction to which she fully noticed and lowered her ears knowing why she is giving it to her.

In her head, she can only hope that she’ll come around when it truly counts…

“Very wise.” Twilight quietly agreed while watching the scene unnoticed from the skies just when Lightning Dust flies by her side. “And well done.”

“Thanks.” Lightning said with arrogant pride. “Blinding that slow flying Soarin into crashing out was really nothing. About time somepony gave a wing in helping her get grounded.” She added with a mean chuckle while Twilight looks on unamused. “Oh, come on! You have to admit that was funny!” She implored of her.

“Maybe to you.” Twilight blankly returned still not cracking a smile leading to the light blue coated flyer to press forward with the next step to the alicorn’s plan.

“Anyways, Soarin is injured, so now what?”

“Now, we keep watching over them and find out where exactly do Rainbow Dash’s true loyalties lie deep down.” She replied before turning to see Rainbow get starting with training with her idols. “And if I’m right and the plan works, then the next key will be ours.”

“And if the plan doesn’t work?” Lightning felt the need to ask.

“Well, then we can just say that’s one key still out and about and keep the Elements from ever be a threat to us.” She calmly explained before turning back to her. “But knowing her, I’m counting on what I know will happen.” She then finished with a strong sense of confidence it’ll work out in her favor. “Because I know of what she’ll do now.”

“So do I.” Scar secretly commented from watching the conversation back at Pride Rock while overseeing Chrysalis, Zira, Janja, and Reirei training the Outsiders in preparation for the upcoming battles ahead of them. “Because like me, I can read others minds very well.” He said while observing his follower’s progress from up high.

While both Zira and Chrysalis were ruthlessly vicious and effective in training their subordinates and followers, Janja and Reirei well were quite the opposite, mainly because of Cheezi, Chunga, and Goigoi’s usual bumbling antics.

“Ready boys…”

“Ready!”

“Ready Goigoi!”

“Ready when you are!”

“Attack!” Both leaders yelled before sparing each other.

At the same time both Cheezi and Chungu charged at Goigoi who likewise charged too…

…before getting distracted by a butterfly fluttering nearby which led to the hyenas ended up colliding into him by accident.

“Oooh…hot wings.” Goigoi murmured before passing out.

“Really…because I see stars.” Cheezi stupidly questioned and gazed before passing out to.

“Really, really, big stars.” Chungu added before dropping to the ground after blacking out to which had Scar rubbing his temples with his fingers after finding this rather frustrating incompetence embarrassing.

“I’m surrounded by idiots!” He muttered to himself quietly.

“Ugh, furbrains!” Janja grumbled before moving to defend himself against Reirei’s attacks who likewise pressed forward yet embarrassed by her husband’s behavior. “And you married him, why?”

“I don’t have to explain things to you hyena!” Reirei responded still steadfast on trying to take her rival down. “Now let’s dance and get this over with!”

“Bring it!” The hyena boldly challenged before duking it out with their claws.

“And that’s what I like to see.” Scar commented up observed with an approving and sinister smile upon seeing their work in progress. Well at between the semi-competent leaders.

In the following days leading up to qualifying, Rainbow Dash had been training with both teams with the hopes she can keep this under wraps. Even though Fuli is fully aware of what she is doing, she finds it’s best to let her learn it the hard way just like Kyoga would do in this situation.

It was frustrating for sure but it’s not her call to decide who’s team she should be on so she’s not going to get involved and managed to keep her cool and thoughts to herself while overseeing both Kion and Kyoga running through an obstacle course together in opposite sides of the field.

At the same time, Rainbow managed to fly through the moving rings with ease and handed Fleetfoot the baton.

"Awesome!" She complimented while taking off just when the Cloudsdale cheerleaders came flying around Rainbow Dash with another cheer.

"Whinny, ponies, whinny! Fly on, fly on, fly on!"

Rainbow quickly flew away, right by Twilight who still was watching her every movement closely, while eyeing the double-timing pony moving to train her Ponyville team the same routine.

"Come on, Bulk Biceps, you can do it!" Rainbow encouraged the large pony trying to make his way through the hoop.

Unfortunately like last time, he got stuck again because of his size.

"Um... I'm ready to take the horseshoe, if you want me to." Fluttershy offered while flying up to him.

Bulk did so, but due to his weight, he ended up bending the ring back and sent the both of them flying backwards like a slingshot, screaming. They flew by Ono who narrowly dodged them.

“Whoa!” He exclaimed before covering his wings when the two crashed into a nearby rock behind them. “Ouch! That’s gotta hurt!” Bulk Biceps emerged fine, and Fluttershy was wedged onto his back. Rainbow Dash groaned while face-palming herself at this display.

Back with Spitfire and Fleetfoot, Rainbow Dash they all did some wing ups together …with each having a pony on their back while doing them. Rainbow attempted to get her team to do wing ups, but of course wing strength isn’t in their favor since Fluttershy can’t get herself to one on her soft wings while Bulk is unable to due to his tiny wings.

"You, uh, keep doing your wing-ups. I'm just gonna get some, uh, water." Rainbow instructed of them before flying away once again with Twilight still watching back and forth between the three teams.

Kion having taken notice of Rainbow’s flying back and forth along with Fuli scoff of disgust in her direction started to wonder what’s going on and why her fast friend is acting like this towards her.

“Everything okay?” He tried to ask of her.

“Yep.” She quickly and sharply replied. “Just keep up with the push-ups.”

Kion obliged without another word but could tell something was wrong here. So he felt the need to ask once more. “Are you sure?” He said with a raised eyebrow because it doesn’t take much to know that you’re upset with someone.”

“Kion…?” She attempted to protest against talking about it. “…I’m fine, really.” But then she sees Kion’s look on his face is practically imploring of her for a good reason. “Ugh…” She face palmed before relenting. “All right! Rainbow is splitting her time between practicing with her team and the Wonderbolts and is now considering joining them for their upcoming qualifying run.”

"Huh? Really?”

“Yes, really?”

Kion had to take this in for a second before responding. “Well, that does explain a lot.”

“Yep, and you can tell why I’m frustrated.” Fuli said with her anger still felt in her voice.

“Understandably, yes, but…” Kion honestly answered “…didn’t you try to talk to her about it.”

“I did, but clearly she’s too caught up in pursuing her own dream rather than her own team.” Fuli argued. “And truthfully, I feel this is something she needs to understand on her own because she clearly listening to reason isn’t enough to get through to her.”

“Then maybe we should try again.” Kion suggested. “Because I think she just needs to be reminded of what she is doing and who she should be sticking up for. Her true friends.”

Fuli sighed before relenting. “Very well, if you really want to, then feel free to give it a try.” She replied before she and Kion moved to confront Rainbow Dash for her conflicting loyalty.

Elsewhere, Rainbow Dash has once more snuck away from both teams so she can take a drink of water from the nearby stream.

"It's not easy practicing with two teams, is it?" A voice told her to which had Rainbow spitting out her water in shock before turning to the one addressing her, Twilight Sparkle looking at her unimpressed and not fooled with whatever lie she tries to give her.

“What the…Twilight?! You know?!” Rainbow questioned in frightened and baffled shock. “What are you doing here?! What’s with you interrogating me all the time?! Who told you?!”

“For starters, yes. Second, being able to watch over other ponies gives me that ability. Third, I came to see the athletes training for the upcoming qualifying rounds for the Games. Fourth and most importantly, you did. Just now. And if this was an interrogation then why I am not threatening you?” She answered every asked question in detailed fashion.

With all of those questions answered in the face of the still stunned mare, Rainbow had only one thing left to say. "Does anypony else know?" Rainbow asked once more.

"No. They're too busy practicing to wonder why you keep disappearing." She replied just when Fuli and Kion appear behind her while startled once more by her appearance. “Oh, and for the record, I didn’t find out from neither Fuli or Kion.” She added while gesturing to them while making it clear she knows they are right behind her leaving Rainbow further stunned upon seeing that she’s not the only one who knows.

Seeing that the cat is out of the bag, Rainbow had no choice but to explain herself. “Well…I've seen the other team practicing and we're still gonna qualify. I can fly fast enough to make up the distance."

"Well, it just seems like one of the teams you're practicing with needs a little more help than the other one." Twilight countered without a hint of hostility in her tone while both Kion and Fuli watch very wary of what her approach is.

"But it's so much more fun working out with the winners than... um...” She hesitated to say the right words next. “…the non-winners. Besides, Ponyville will still qualify."

“Are you sure about that?” Twilight inquired while eyeing her to look at both Kion and Fuli who both have nothing to say at the moment due to the validness of her argument just when Spitfire and Fleetfoot find her.

"Rainbow Dash, you got a minute?" Spitfire asked of Rainbow.

"Uh, sure." Rainbow obliged before flying over to the two.

"You could really be an asset to our team, so...” Fleetfoot began before laying it down. “…we want you to join the Cloudsdale team. Permanently."

Rainbow Dash gasped in excitement hearing this, ignoring both Kion’s shocked gasp and Fuli’s groan of disgust as she rolls her eyes.

"It looks like Soarin's wing won't heal in time for the trials." Spitfire explained while wrapping her hoof around Rainbow Dash’s back. "We want you to fly with us."

"Of course, this means you won't be able to fly for Ponyville," Fleetfoot added in a reminding tone. "But let's face it. Even with you on their team, their chances of qualifying for the Games are pretty slim."

At that moment, they saw Fluttershy attempting to hand Bulk the horseshoe, only to accidentally hit his cheek with the latter running off crying to which had Kion feeling silent sympathy for them before narrowing his eyes at the Wonderbolts.

"So, what's it gonna be?" Spitfire asked with a smile.

"Well, I…" Rainbow hesitated.

"Take some time to think about it." Spitfire said to give her some allowance before she and Fleetfoot flew off leaving Rainbow excited with the opportunity she has been presented.

"They want me to fly with them! It's like a dream come true!" She happily exclaimed while flying around before landing on her back, resting on the grass with her hooves behind the back of her head.

“Expect, at the expense of your own team representing Ponyville.” Kion spoke up with a serious expression. “If you do this, Ponyville won’t qualify and they can’t fly without a third pony.”

“Especially since we know which two ponies are already on the team you’re supposed be leading to do the job.” Fuli added.

“And the fact that if you fly for Cloudsdale, Pinkie Pie won't have anypony to cheer for. Rarity's uniforms will never be seen. And Applejack will have slaved over those apple brown bettys for nothing." Twilight added.

“But I really want to fly with the fast team!” Rainbow protested before floating over to the cheetah. “Like the team you have, Fuli.”

“Understandable, but shallow.” Fuli firmly responded. As much as she wanted to feel sympathy for her and her desires, but what she is doing is ultimately putting herself before the rest of her friends. “I might have a fast team and fast friends on it. But even I don’t toss away all my hard work and loyalty in leading my team for the sake of something that was in my interest, no matter what.”

“But…” Rainbow’s self-esteem was now shot down. Sure she has the offer to fly with her dream team, but she could not deny that Kion, Fuli, and Twilight all have a point. She’s not thinking about her friends and by doing so she is letting them down and rendering all of their hard work for nothing. So she ends up flying over to the three. “What should I do?"

Just before Kion could say anything, Twilight placed a hoof on his chest while shaking her head to silence him before turning back to answer her question. “I think this is a decision you have to make on your own.” She said before flying off in the opposite direction while looking back at Rainbow. "The race is tomorrow, so you'd better make it soon."

Rainbow lowered down onto the ground in defeat with the only thing she can muster is a pleading look towards Kion and an apologetic look to Fuli.

“As much I hate saying this, but I’m afraid Twilight’s right. You’re going to have choose. Your friends, or yourself.” Was all Fuli could say with nothing but sympathy and disappointment in her before turning and walking away.

“Sorry, Rainbow.” Kion also apologized with the same sympathetic tone and disappointment in her friend. “But there are some things than even the leader of the Lion Guard can’t help with.” And with that, Kion followed suit leaving Rainbow torn with what to do now.

The next day, both Kion and Fuli were both silently hoping that Rainbow would make the right decision just when Kyoga approaches them taking note of their visible concern.

“Do you think maybe Rainbow has come to her senses by now?” Fuli asked the prince while having slight regret for not doing more to help her get her through her internal struggle.

“I hope so.” Was all Kion could answer in response before sighing. “But then again, for all we know is Twilight could be convincing her otherwise.”

Kyoga just by looking at Kion’s expression could tell that he is really begging in vain that Rainbow would come through. Much like, the growing pain that he feels every day in regards to wanting to get Twilight back is getting more painful with each and every passing day. And it was starting to become an increasingly hard sight to see knowing that their chances of saving their friend from giving in to her own anger and hatred.

“It’ll be okay.” Kyoga said in a comforting tone. “We’ll get her back, and Rainbow will make the right decision.”

"Woe is me! Oooh!" Rainbow cried out loud.

"Of course, I could be wrong." She said before looking on with a “Are you kidding me?” expression written on her face with what she is seeing just when Twilight was arriving in flight.

Rainbow Dash, on a wheelchair, covered in bandages, all over her body, all while moaning and crying dramatically.

“What has she been doing? Taking up Rarity’s drama classes?” Fuli asked in exasperation with what she is seeing.

“What's happened?" Fluttershy asked while approaching her along with everyone else.

"Urgh, I've hurt my hoof…"

Pinkie Pie, Bunga, and Rarity gasped, while Twilight, Kion, Fuli, and Kyoga looked on very unimpressed, not buying her “injuries.” for a second.

"All of them?" Spitfire asked while inspecting all of her bandaged hooves.

"I, uh, tripped on a-a foam hoof and landed on a…pokey stick coming out of the ground." She explained before speaking the last part bordering on unintelligible and hard to make out as a clear indicator to those who know the truth that she is lying about her injuries.

"If I get my hooves on that 'pokey stick coming out of the ground' Pinkie angrily growled while repeating the gibberish Rainbow had just said. "It'll be in big trouble!"

“Yeah!” Bunga angrily declared before eyeing everyone around him. ”So I better not find out it was one of you or you’re in big trouble!”

"There is no way I can fly now." Rainbow said in fake sorrow.

"Do you think you'll be better by tryouts?" Fluttershy hopefully asked and Rainbow groaned in exaggeration while leaning against the chair, placing her hoof on her forehead like a drama queen.

"I'll be lucky if I ever fly again!"

“You’ve got to be kidding me.” Fuli growled while Kyoga face-palmed herself finding it embarrassing.

Both Kion and Twilight rolled their eyes in annoyance, knowing that she is being phony in faking her injuries.

“I just need a little rest." Rainbow said with a sigh.

"Oh, don't worry, Rainbow Dash. We'll take care of you... or, at least, somepony will. Like, a medic or-or a doctor, or a nurse." Fluttershy assured before wheeling her chair on over to the medic.

At the hospital, the heart rate monitor beeped while hooked up to Rainbow Dash who had all four of her hooves elevated as she laid down on a hospital bed, surrounded by her concerned friends. Twilight having walked inside, examined the machine, before speaking to the ‘injured’ pony in question.

"So, the medic pony isn't sure what's wrong with you."

“Anything specific that’s hurting?” Beshte asked.

"Everything! Absolutely everything!" Rainbow exclaimed dramatically.

“Yep! That pony has definitely been taking up Rarity’s drama lessons.” Kyoga whispered to Fuli who nodded.

Applejack moved to place one of her Apple Betties into Rainbow's mouth. "This'll cure everythin' that ails ya!"

"Thank you. I couldn't have done that on my own." Rainbow expressed gratitude while Fuli sighed in annoyance.

“Seriously?”

Rarity was next to offer something for her friend to help make her feel better, a lovely sparkling purple fabric she levitated out of her bag.

"Nothing says 'get better' like a little medical pizazz! Silk slings and a glitter bandage?"

"That might help." Rainbow said as Rarity gently wrapped the fabric around the pony’s hoof. Bunga was next by appearing behind her bed and gave her a massage.

“Nothing like a massage to help ease that tension you’re feeling.”

"Thanks, Bunga. AAAHHH…"

Rainbow cringed a little when Bunga unknowingly hit a sore spot in her lower back that really needed healing.

“Oops. Sorry. Guess you should look into a massage expert to get that checked out.”

“Good idea.”

The doors opened once again when Fluttershy and Bulk Biceps entered the room. "And how is our patient doing?" Fluttershy asked as Bulk had a brief struggle entering the room due to his size, but managed after a little squeezing.

"I've been better."

"We just wanted to let you know that we're so sorry you're hurt, but you shouldn't worry a bit about not being able to be in the tryouts. We'll be alright. We even have a replacement." Fluttershy assured when said pony appeared in the room waving the Ponyville flag.

“Derpy?!” Fuli exclaimed upon seeing her. “Of all ponies it had to be her.” She muttered to herself.

"We're so, so sorry that you can't compete." Fluttershy said with sympathy. "We all know how much you love to fly. And we promise-"

"Cross our hearts!" Bulk added mid-sentence.

"…That if we qualify and make it to the Equestria Games and all win gold medals, you can have ours, because we know how much a gold medal means to you."

Rainbow was left touched by her kindness. Even though their flying skills are up to her and the Wonderbolts level, they all have a common factor with each other, Loyalty.

"Thanks…" She said felt very touched just when Twilight clears her throat.

“Okay everyone, I think Rainbow Dash might need to rest some more. And not to worry…" She was quick to assure everyone wary of her in the room. “…I’m not out to kill anyone you right now, so can trust me for once.”

“Okay…” Kion accepted while still very hesitant to take her word for it before the rest of the Guard proceeded to exit the room, with Kion the only one who remained, along with Twilight. Rainbow didn't need to say anything to know that they know the truth. But even so, neither of them were mad at her. Instead they both each had one thing to say.

“You know, choosing not to choose isn't really a decision.”

“And by doing so, you’re showing to everyone that you’re on nobody’s side. So where exactly do your loyalties lie, Rainbow Dash? Loyalty or fame?”

The two exited the room, leaving Rainbow alone, or at least she thought until…

"You sure have nice friends." Soarin’s voice spoke to her to catch her attention when he removed the curtain which hid him from view before. His wing was now wrapped in a bandage and on a bed next to her. "Nopony's been by to visit me. They’re too busy practicing, I guess."

"Well, hopefully your wing will be better soon." Rainbow assured.

"Oh, it's fine. I-I'm just keeping it warm in case my team wants me back."

"What do you mean, 'wants you back'?" Rainbow asked finding something off here. "Spitfire and Fleetfoot told me that you were still too injured to fly!"

"And they told me that they were worried I wouldn't be one hundred percent by the tryouts, so they were going with the pony who's been practicing with them lately!” Soarin answered in realization.

"That pony else was me!" Rainbow also realized the truth. "Until, uh, well, until I got hurt, that is."

Soarin sighed sadly while lying his back onto his bed. "So, I guess we're all out of luck. Cloudsdale won't qualify without three fliers, and Ponyville won't qualify without you. Too bad…"

The blue Pegasus turned his head to the side while wrapping his body in a blanket in defeat. It was there Rainbow realized the consequences of her actions. She wanted to win so badly that she ended up forgetting where her true loyalties lie deep down. And by doing so, she ended up alienating herself from Kion and Fuli, and worse of all, lied to her friends and lied to everyone.

Even though Twilight is currently her enemy, she was right, and she ended up making things worse when she choose not to decide which team she was going to commit to.

Just then, a ray of sunshine entered the room, hitting a jug of water, creating a reflection of rainbow colors that hit the Ponyville flag on the floor. The very flag that represented her home team, the team of where her friends lived.

"Choosing not to choose isn't really a decision."

“And by doing so, you’re showing to everyone that you’re on nobody’s side. So where exactly do your loyalties lie, Rainbow Dash? Loyalty or fame?”

Both Kion and Twilight’s last words to her echoed through her mind along with another voice she never expected to hear from.

“So very true, Rainbow Dash…” Scar’s voice spoke to her with his head appearing to her in a fiery cloud of smoke with the blue Pegasus gasping in fear of him. “…and if you keep this up, you’re going to end up just like me. Someone’s who’s only out for herself and saving his own fur, or at least what I used to be for a while when I was without the Roar.” Rainbow didn’t know what to say while eyeing the villain that corrupted her friend in his fiery-colored glory, mainly out of terror. “If you really want to prove yourself as a better mare, then it’s time to accept your destiny. There is no other choice.”

“But…no…you’re wrong, Scar!” She stammered back.

“Am I?” Scar meant what he said with a smirk. “Sisi Ni Sawa, Rainbow Dash!”

With an evil cackling laugh, he disappeared in a puff of smoke while clearing up the nearby window and rainbow glow shimmering on the Ponyville flag.

As her eyes shinned with a Rainbow glow while processing every past word of wisdom, Rainbow Dash knew what she had to do now before getting herself out of bed.

Outside, the group of Ponyville friends and Pride Landers were all down on their butts without the will to feel motivated into preparing for the upcoming qualifiers. Without Rainbow Dash, Ponyville doesn’t have a shot at it.

"Even with Rainbow Dash's replacement, I don't think we're gonna qualify. " Ono said before quickly turning to Derpy, "No offense." He quickly added.

Thankfully, she just shrugged it off as she is used to it by now.

"Gah!” Pinkie angrily said while throwing down the wig before turning to her pile of colorful pom poms. “What am I gonna do with all these now?!"

"Uh, what were you gonna do with them before?" Applejack asked.

“To cheer on Ponyville and the Pride Lands, of course!” Bunga answered while tossing aside his cheerleader uniform. “But it’ll just the Pride Lands, since Rainbow has injured herself.”

Rarity sighed before tossing aside the sky blue dress she made earlier. "Maybe my Equestria Games uniforms will still be in style next year. I mean, I am pretty fashion-forward."

“What in the Pride Lands?!” Kion gasped upon seeing something that caught his eye.

"Is that Rainbow Dash… walking?" Ono questioned while being highly surprised to see this.

“Apparently.” Kyoga answered before smiling along with Kion and Fuli upon seeing the pony own up to her mistakes with Soarin accompanying her.

The two approached Spitfire and Fleetfoot, who both dropped their bottles of water from their mouths upon seeing them.

"Does… this mean you're feeling better?" Fleetfoot asked, unsure of how to respond with what she and Spitfire are seeing.

"I-I feel great, because... I was never hurt in the first place." Rainbow confessed while ripping off the bandages from her body leaving everyone stunned upon this revelation.

“He was faking?!” Bunga gasped.

“What?!” Ono gasped with his jaw dropping before having it closed by Kyoga so Rainbow can explain why she did it in the first place.

"I faked my injury so that I wouldn't have to choose between flying for Ponyville or Cloudsdale. At first I was only training with the Wonderbolts so I could get inspired and help out my own team, but I got so wrapped up in the winner circle that I lost track of what I was really working for. In the end, I wanted to fly with you both, but the decision was too hard! And worse, I made my friend keep a secret that wasn't hers to keep."

Fuli proudly smiled in the Pegasus’s direction for what she did, especially considering doing so is not an easy thing to do.

"Oh, Rainbow Dash, you don't have to choose us." Fluttershy assured. "I know you love to win, and you should go with the team that surely will."

Rainbow Dash smiled in return before responding. "I know now who I should've been loyal to."

"Good choice." Spitfire smiled thinking she chose to fly with Cloudsdale. "Always stick with the winners."

"Ponyville." Rainbow answered much to their surprise.

“Huh?” The two reacted with wide eyes in response to which Fuli sports a smug grin right at them that says in her mind “That’s right, Ponyville!”

"Because it's not just where I live, but it's where my friends are. The ponies who really care about me, whether I can help them win a race or not." Rainbow continued while walking over to her true team.

Everyone of her close friends were proud of her, especially Kion and Fuli before they all happily cheered for her making the right decision.

"Are you sure that's the right decision?" Spitfire asked before finding herself looked in the eyes crossly by Rainbow Dash.

"You lied to me about Soarin's wing just so you could get a better flyer!" Soarin crossed his hooves while frowning at the two for doing so "You may be a winning team, but you're still not the kind of team I wanna be a part of."

“Got that right!” Fuli couldn’t resist but indulge in a little gloating before quickly turning her head and whistling to herself while still smiling even her friends giving her the knowing eye her knowing she said that.

Spitfire removed her shades, and was actually humbled by what Rainbow Dash had said. "Huh. Rainbow Dash, you are something. Saw it at the Academy, seeing it again here. We could learn a lot from a competitor like you."

"Think we already have." Fleetfoot agreed with Spitfire approached Soarin with much needed words to say to him.

"And we’ll start by giving you an apology, Soarin.” Spitfire said to him with an apologetic look. “We never should have lied to you and to tried to replace you to begin with. Much like Rainbow Dash, we too ended up having ambition that had us overlooking of what was really important, our friendship with you. So…wanna fly with us again?" She offered with a smile.

Initially, Soarin wasn’t sure, but thought to herself. “Oh, I can’t stay mad at you.” before answering. “Of course! Go, Cloudsdale!" He cheered while flying upwards with his teammates following after him.

"Come on, Ponyville relay team! We've got a race to get ready for!" Rainbow confidently declared to her team before racing ahead.

"Yeah!" Bulk Biceps cheered as he and Fluttershy flew after her.

“So do we!” Fuli added before running off ahead.

“Fuli!”

“Wait for us!”

Both Kyoga and Kion smiled while quickly following after.

A scene that Twilight watched on from the skies feeling very pleased with the great display of loyalty shown between friends, yet still has one matter of business to take care of here…

…watching over the two teams qualifying runs along with fetching Rainbow’s special key of Loyalty.

Later that day, it was time of the qualifying trails.

The Wonderbolts, had all three of its fliers flying up to the rainbow circle in the sky. A unicorn pony official hit the timer when Fleetfoot crossed the finish line last before nodding to the group to let them know they qualified for the games.

At the same time on the ground, the Pride Landers relay team was running their qualifying run. Much like the flying relay course, it’s on an oval track with obstacles the runners must clear at a fast pace.

A steeplechase event where there are hurdles along with puddles of water on the track laid out throughout the track with the sole exception of one straightaway where it is obstacle free for it’s runners. Each runner was responsible for covering 3,000 meters, and every runner had to clear every hurdle on the track.

Kyoga went first, where she managed to jump over the hurdles and barriers without too much trouble, and she did touch the water a bit a few times, but was able to keep up the momentum before handing her horseshoe to Kion who went next.

Kion, managed very well on his turn, he managed to clear through the hurdles no problem aside from touching the water a few times too while keeping the momentum going at a slightly faster pace before handing the reigns to his friend Fuli who ran last.

And with her running, she managed to cover the distance much faster than both of them combined. Aside from a few close calls on some of the jumping hurdles, she managed to clear and avoid touching the water every time she had to jump over it. After all, she wasn’t getting her paws wet no matter what even during a trail run while managing to cross the finish line with one fast sprint that everyone had only a few seconds to mentally prepare for her to cover whenever she hit the clear straightaways.

Thanks to Fuli, the Pride Lander team was able to qualify like it was an easy feat, even though everyone was left panting and catching their breath from having to cover such a long distance along with clearing so many leaps over hurdles and water puddles.

"Come on, Ponyville! You can do it!" Soarin cheered for the pony team down below ready to make bring their A-game to the course, especially Rainbow Dash as they all take their positions.

Bulk Biceps went first and managed to fly thought the rings without getting stuck. He then handed the horseshoe to Fluttershy who like Bulk with the rings earlier managed to grab it without having it fall to the ground before taking off.

Twilight, appearing in a cheerleader outfit and rainbow wig much like Pinkie’s, waved her front hooves that had pom poms on them while cheering the team on.

"Go, Fluttershy! Woo-hoo!"

“Interesting…” Fuli whispered to Kion who both found it amusingly adorable yet still puzzled of why she would get in on the cheering action.

The yellow Pegasus, now flying with confidence, managed to fly though the rings with speed in them. She flapped her wings as fast as she can before handing Rainbow Dash the horseshoe.

Bunga wearing his cheerleader outfit while having the pom poms and rainbow wig too, joinied in when the Cloudsdale cheerleaders cheered their support for Ponyville. He climbed up on top of the pyramid formation with Pinkie to lift him up there while tossing up confetti.

"Qualify, Ponyville! Qualify, Ponyville!"

“Yeah!”

"Woo-hoo! Go, Rainbow Dash!"

With it all down to her run, Rainbow Dash was giving everything she had to ensure that they make the mark on time by flying at top speed.

“Oh my…Oh my…” Ono nervously sweated by biting his feathers. “Please make it on time…please make it on time…”

“Come on you got it.” Beshte quietly and calmly said with his legs firm on the ground certain they’ll make it on time. If he had fingers he would have them crossed right now.

“Let’s go, Rainbow Dash! Fly as fast you as can!” Fuli shouted after her hoping her coaching on in this situation has helped her out big time here just when Applejack chewed on one of her Apple Bettys greatly hoping Rainbow has the speed to pull this off.

She cleared through all of the hoops with ease with her incredible speed even with the clock ticking, and she ended up crossing the finish line with one final sprint.

"Ponyville qualifies.” The official proudly declared.

With that announcement, every one of their friends cheered for them for managing to beat out the clock by just a fraction of a second.

“Woohoo! They did it! They did it!”

“All right, Ponyville!”

“Way to go, Rainbow Dash!”

“Way to go, Fluttershy!”

“Way to go, team!”

The Lion Guard all congratulated the three Pegasus ponies for their achievement while they all smiled and absorbed the applause and praise they were getting from the crowd.

The qualifying teams lined up as the official levitated medals for each of the teams. Just when Rainbow was accepting her’s, Spitfire walked up to her and gave her friend her gold Wonderbolts badge, and placed it on her medal to commend her for her loyalty to her friends.

The rest of the Guard all gathered around the two victorious teams, Twilight wrapped her hoof around Rainbow’s shoulder while giving her a smile to let her know that she is very happy for her.

With all things considered, Rainbow felt a slight chill in her spine, yet like Kion and Fuli who both noticed it, came to a silent realization that maybe, just maybe, there’s some redeeming qualities deep down Twilight’s darken heart before everyone all smiled for the camera.

"Equestria Games, here we come!" Twilight declared while the camera pony takes their photo.

When Rainbow was fully focused on the camera, Twilight stealthily swapped Rainbow’s new badge with a near identical one she hid in her rainbow wig which was quickly whisked away in a flash with Lightning flying by at a super-fast pace so no pony could make her out and spot her out. Lightning quickly dashed over to the distant bushes while making out hoof signals to inform Twilight that Rainbow’s key is secure in their hooves leaving Twilight having a very pleased smile for the group photo.

With their business done at Rainbow Falls, the two teams all went home feeling proud with what they accomplished today. And the lessons learned proved invaluable to everyone these last few days.

“Hey Fuli, Kion…” Rainbow said as she flew up to her who was sitting next to Kion on the train ride home.

“Yes, Rainbow?”

“What is it?”

“I just wanted to say I’m sorry for the way I acted back there.” Rainbow apologized. “Like I said before, I ended up putting my own ambition of wanting to fly with the best flyers so much I ended up losing sight of what was really important. My friendship with them, and especially you and Kion.”

"It's okay, Rainbow.” Fuli was quick to forgive her. “The desire of winning sure can drive us into doing something that we eventually regret." But she wasn’t done there while her smile turned into an apologetic look having regretted her past behavior. “And having said I owe you an apology too…” Rainbow looked on attentively wondering what for. “…for being too hard on you when I should tried to advise you into doing the right thing.”

“Aww, shucks.” Rainbow playfully shrugged it off. “You didn’t need to apologize. You were right. Having to make a difficult decision like that is something I needed to make on my own and I shouldn’t have let my desire in wanting to do both cloud my judgement.”

“It is hard making decisions like that.” Kion agreed. “But one thing that’s important to remember is that when it comes to that, is doing of what you think is best for everyone and what you think is right.”

“That’s true.” Fuli nodded in reply. “Although…” She then thought of something concerning, specifically when Twilight was around them at Rainbow Falls. “…I do wonder what Twilight’s motive for being here was. Why did she show up to get Rainbow into learning her lesson about loyalty?”

“I don’t know.” Kion replied while shifting his eyes downward still trying to process it. “But it was strange of the fact that she could have exposed Rainbow at any time and she could have made another attempt on her life if she wanted to but didn’t.”

“That’s right…” Rainbow agreed the more she thought about it. “…She could have but didn’t. That was weird that she actually wanted me to learn my lesson back there.”

“But what did she have to gain from that?” Fuli asked Kion if he had an idea of what her angle is.

Although, Kion didn’t have a clear answer for what she is planning. “I don’t know. But it seems like whatever she’s planning, it’s something very big. Something that will throw us off guard for whatever empire she and Scar have their sights on.”

Said empire in sights is the Crystal Empire, where Princess Cadance is currently on her throne reading her mail before setting her eyes on a specific letter from someone she knows. “Twilight…” She gasped at the sight of her own sister-in-law taking the time to write to her of something important. And judging from the contents of her letter, it must be something worth coming over to see her in person over.

At the same time, both Twilight and Lightning have both arrived back at Ponyville with Spitfire’s gift to Rainbow Dash accompanied with the same rainbow glimmering glow in the alicorn’s hooves for Scar to see himself when he calls them with his magic in order to make sure that the mission was succuessful.

“Thank you, Rainbow Dash.” Scar said with satisfaction upon seeing Twilight hold up Rainbow's Wonderbolt badge before the two mares went their separate ways after ending the brief magical transmission signalling that their work for the day has been finished.

Once Twilight returned to her library she pulled out the other four keys she has secretly stowed away behind her wall safe. With Rainbow’s key now in her hooves, she has almost half of the keys to the very powerful magic contained from within the magical chest containing the power of the Elements of Harmony.

Author's Note

In this episode I'll start off by answering one question on some of your minds right now, the reason I didn't have Fuli earn her key in this episode was because I have something else in mind for her to live up to her speed sometime later on in this season. Something a little more on the lines of using it at a very crucial moment.

Anyways moving on is the main plot where the Equestrian Game tryouts are taking place where the Pride Landers will be joining the Equestrian's in their upcoming trial runs to see if they'll qualify for the upcoming games.

Fuli has her team for the running relay set, though Rainbow's choosing a team that may prove difficult given her choice.

On top of that, her loyalty is put to the test when Soarin is injured during practice and both his teammates seek to find an equally fast replacement leading her to split her energy practicing with the two teams. A split decision that draws the ire of her closet friends along with one floating around overseeing her actions throughout the course of the episode.

It took a friend's words, a former friend's word's, along with an enemy's words for her to make the right decision. A decision one of them was really counting on since it lead to the Element of Loyalty being lived up to along with a new key uncovered.

As for Twilight herself well, for those who still have a hard time seeing the good inside of her well, as if the last episode hadn't properly showed it (to the best of my abilities). Simply put it's very buried deep down in the pit of darkness fueled by misguidance planted in there which I probably explain later on in this season but it's in there without question.

Next up later this week is "Four's a Crowd." Main reason is because not only with Cadance and Twilight get some quality time together, but they'll have another special someone joining them for a surely chaotic bonding experience.

Episode 12: Four's A Crowd

Episode 12:

Four's a Crowd

On another fine morning in the kingdom where there is only some life in Diamond Valley aside from the Pride Landers taking up residence there, Kiara has woken up and has made her way to the watering hole not too far from a cave where she and her family are sleeping.

For her, other than watching over the Pride Landers trying to train for battle against Scar, along with going out to walk and talk with her friends and family, there really isn’t much for her to do here in a kingdom that’s barely scraping by and slowly recovering.

“Sometimes deep down.” She thought to herself while drinking from the watering hole. “I just really wish for some excitement every now and then.”

At that moment, Spike came up to her with a letter and judging from the way he approached her it sure looked urgent.

“Kiara!”

“What is it?” Kiara whipped her head to turn towards him as he approached her.

“Got a letter for you, from Princess Cadance.” He answered while handing the envelope in his claw.

“Princess Cadance?” Kiara questioned in surprise to hear that she is writing her a letter. “Why?”

“I don’t know.” Spike replied while waving it slightly so she can take it and read it. “But it’s something you might want to read yourself to find out why.”

After a moment of hesitation, Kiara moved to take the envelope before pulling out the letter inside. She read it with her eyes moving from side to side as she reads every word the Princess of Love has written for her eyes only. Once she reached the bottom of the letter her slowly opening eyes have fully widen by the time she was done reading.

“Wow!” Kiara expressed really stunned with what she had just read.

“What she say?”

“She said she’s going to be in Ponyville for the weekend here to spend some time with Twilight. And she wants me to join them.”

“What?!” Spike couldn’t help but snatch the letter and read it himself to make sure she isn’t making this up. After reading every word Cadance had just said via letter his still stunned expression makes it clear that the lion princess didn’t make it up. “Sweet cherry jewels, it does say that!”

“Yep.” She nodded while thinking of how to approach this, knowing this will mean having to face Twilight.

Last time they saw each other, she took part in her evil grand uncle’s scheme in taking over the Pride Lands and nearly throw her little brother to his demise had her father not saved him in the nick of time. And shortly afterwards, she came by Diamond Valley to issue a warning that they will be killed should they set foot back in the Pride Lands and that included trying to leave Diamond Valley. That time, left her younger brother to suffer a mental breakdown when she utterly and verbally destroyed him to the core.

It would be a very tough and risky thing to be doing if she were to join in on Twilight and Cadance’s quality time together considering with how far dangerous and deceptive Twilight is. Especially if she can take down the Guard in a straight up fight no problem, and induce and strike fear in other’s heart to the point they are all left crumbling and crying with her words alone after she is done with them. Not to mention is also capable of making lying as easy as telling the truth to the point it's hard to tell whether or not she is truthful and sincere or not.

“So what are thinking?” Spike asked. “You going?”

She gave it some thought for a minute before making a decision. Deep down she knows that if word were to get out that Twilight’s around her, her father will crack down hard by monitoring her every day movements going forward. But really, the more she thinks about it. Twilight hasn’t done anything to her, since she doesn’t harbor any resentment towards her whatsoever even after she’s turned evil. And of course, the old saying, “What they don’t know won’t hurt you.”

So she sees that she doesn’t have to worry about herself around Twilight and that’s what factored in her decision.

“I’m thinking I’m going to go.” She calmly responded.

“Are you sure?” Spike asked feeling uneasy and uncertain that doing so is really a good idea. “Remember when the last time she was here?”

“I know.” Kiara voiced that the memory is still there. “But from it seems from what she wrote to me, she only wants to able to spend quality time with me and Cadance and nothing more.”

“Don’t be too sure, Kiara.” Spike cautioned. “She could be tricking you in some way to help Scar gain some kind of advantage over us.”

“I’m sure.” She repeated once more to assert she is serious about going through with it while Spike still eyes her very mind-boggled here. “I know of what she did when I last saw her but I think Cadance is onto something here.”

“What are you getting at other than risking hurting yourself?”

“I’m getting at that since Twilight still has that dark magic infecting her mind that this is an opportunity for us to try to get through to her and convince her to change sides.” Spike was still confused with what she is proposing. “That way, we can take away Scar’s advantage over us and be able to defeat him.”

Spike was starting to understand what she was putting down but brought up a very crucial obstacle. “That would be great. Expect, Kion and the others have already tried reaching out to her back then. She’s not going to listen to reason.”

“True…” Kiara voiced awareness to that too. “…maybe the Lion and Pony Guard, along with her brother and mentor can’t reach out to her. But maybe she’s willing to listen to reason to those who hadn’t given her any reason to harbor resentment towards. Like me and Cadance for example.”

“Well…” Spike tried to further speak of more reasons why she shouldn’t be pursing this before thinking. “…actually, she might. And last I remember when we were last in the Outlands, she did save me from a fatal fall.” The memory of Twilight’s good side showing back then did give Spike that she might just truly be blinded by her darker emotions and that the dark magic is really getting her to act upon them. “And in a way, she was trying to help me see how much value I have to the team when I pull through and help save the day during our little comic book world adventure.”

“Exactly!” Kiara smiled. “And since Twilight was willing to talk to me after getting her scar, she might be willing to listen to me.”

“She might.” Spike came to agree with her point made before pulling out a quill and paper. “So should I tell Cadance that you can make it?”

“I think you know the answer.” Kiara answered with a teasing grin while affectionately rubbing his scales.

So with the decision made, Spike quickly got writing…

…but not without being secretly observed by Scar himself on the edge of Pride Rock with his magic.

“Aww, how lovely.” Scar remarked while acting touched to the heart himself. “Three princesses and three future sisters-in-law bonding. Oh, how I just love these kinds of reunions.” He then turned to an anonymous figure inside the Pride Rock cave with only a pair of eyes visible. “And can I count on you to ensure that nothing goes right?”

“Of course, your majesty.” He replied with a bow before sinisterly yet laughably chuckling to himself before disappearing in the shadows.

The following weekend, Kiara would meet the Lion and Pony Guard at the trains station where they are also seeing off Fluttershy and Beshte before they head on out for their trip to meet the Breezies, the most rare, tinest, and adorable creatures in Equestria. And judging from the grin on the animal lover’s face, she is very excited to finally get a chance to witness and see them up close especially, after the Equestrian Society for the Preservation of Rare Creatures gave them written permission to do so.

In preparation for the trip, her friends have chipped in with their belongings they are taking for the trip.

“Here's a couple of wraps, in case it gets cold.” Rarity said while levitating said items into their saddle bags.

“And I packed you two baskets of nice fresh apples in case you two get hungry.” Applejack added while presenting said baskets.

“Thanks!” Beshte smiled in return just when Ono gives Fluttershy a map to place in her saddle-bag.

“And make sure to take this with you too.” Ono reminded. “Just so you remember of how and where to find them along around the place.”

“Thanks.” Fluttershy sweetly returned.

“Have a great time!” Kion said to them just when their train arrives.

“Oh, we will.” She replied before turning to Kiara. “And I hope you have fun with Cadance.”

“I’m sure we will.” She said with certainity before they hear the sound of the train whistle blowing.

“All aboard!” The conductor called out signaling to the two it’s time to leave.

And as soon as they boarded their ride, the train departed from the station.

“Goodbye! Goodbye, everypony!”

“We’ll tell you all more about it when we get back!”

The two waved back from the caboose before entering their cart.

“Have fun!” Fuli shouted after them with best hopes they’ll have a great time there.

“Fluttershy!” Pinkie cried out in a way after now missing them already before pursing the train for a few hundred yards. “I'll never forget youuuuuuu!” She shouted before giving up her chase. And she ends up finding something else to get her mind off of Fluttershy. A shiny red balloon floating in the direction back towards the train station. “Ooh, something floaty! La-la-la-la-la!”

“Well that didn’t take too long.” Fuli sarcastically remarked to the baffled egret’s silent response to Pinkie’s overly-dramatic gesture of affection.

Once Fluttershy and Beshte have left, the Guard’s eyes are on Kiara with her younger brother having a worrying concern for her.

“I really hope Cadance's visit goes well.” He nervously expressed.

“What could you be nervous about, Kion?” Bunga asked. “Cadance loves you and Kiara to pieces! Just like with Twilight and….” He suddenly stops mid-sentence upon realizing what he just said. “…oooh, right. Because of Twilight wanting to spend time with them.”

“Eeyup. That could do it.” Fuli replied understanding of her friend’s concerns.

“Yeah…” Kion replied. “…that’s why.”

“The fate of Equestria has hung in the balance during most of your visits with her.” Rarity added knowing of those specific times with Cadance and later Twilight following her ascension to becoming an alicorn.

“Exactly.” Kion continued. “It’s just even if Twilight has shown she might have a heart deep down, I just can’t help feel she is up to something. What’s her plan? What’s her ulterior motive for wanting to try to spend quality time with Cadance and my sister?”

“If only I can read minds.” Kyoga commented. “But then again what kind of a friend would that make me? Not a very good friend since spying on others is frowned upon here.”

“Right…” Ono agreed. “…plus considering that Twilight could turn any or all of us into dead meat if she were catch us doing that. And I mean literally.”

Kiara knowing that this would happen spoke up to assure everyone. “Yes, I know you’re all anxious over this, but I’m certain that Twilight is plotting anything bad to happen to me or Cadance.”

“And you know how?” Fuli asked.

“Like I told Spike, because she has no reason to hurt us.” Kiara explained. “Since her anger is more directed at all you, her brother, and Princess Celestia, and she still genuinely seems to value me and Cadance as friends.“

“Well, that’s true.”

“She was willing to talk to you after what happened at the wedding.”

“And she happily greeted Cadance during that time we first went to the Crystal Empire.”

Ono, Kion, and Beshte all recalled.

“Exactly, and as long as we keep it that way, then we have nothing to worry about.” Kiara then said with her point made.

“I'm guessin' you've got a plan that'll keep it that way.” Applejack inquired with a knowing smirk.

“Oh, I do Applejack.” She replied returning the same smirk before turning their attention to a nearby poster featuring Star Swirled the Bearded. “For Twilight, the timing couldn't be more perfect. For one day only, right here in Ponyville, the Star Swirl the Bearded Traveling Museum! Cadance, Twilight, and I can spend the whole day looking at Star Swirl the Bearded artifacts!”

“Sounds like a perfect drama-free way to spend the day with Cadance.”

“That’ll definitely create some excitement for Twilight. And knowing her, she won’t want to miss a single second of that place.”

Both Rarity and Ono both liked the idea finding it very interesting themselves.

“She sure wouldn’t.” Said mare said them having just arrived at the train station which earned her a crowd of gasps from her sudden appearance with Kiara being the only one not following suit. “Hello, everyone. Good to see you all again.” The Guard were momentary stunned by her polite greeting yet were unnerved upon seeing her again before expressing her eager excitement of the museum herself. “Not counting the drama surrounding which of the bells from his cloak they've chosen to put on display. Spoiler alert: it's this one!"

Rainbow Dash couldn’t help but make hacking and gagging noises at the whole museum visit idea. “Uh, sorry. Something in my throat... like a big ball of 'lame'!”

“Say what you want, but that’s the first part of the plan for today.” Twilight replied not caring of what Rainbow thinks knowing she’s not into this kind of stuff.

“What do you mean by that?” Kion asked still feeling and eyeing her former friend suspiciously.

Twilight still remained unfazed by this reaction before calmly looking at him in the eyes in answer to his question. “Nothing other than giving your sister a choice of what she would like to do after visiting the museum since it’s only fair since I’ve made the choice of wanting all three of us to go to the museum today.”

“Really?” Kiara questioned in surprise thinking the mare wouldn’t have ever considered giving her that choice before. “Well…I have been thinking about trying out that spa Ponyville has. I’ve heard of how great it is and have been meaning to want to try it out.”

“Well, today you’ll have the chance to experience it Kiara, because it really is a great place to relax and spend some real quality time together.” The alicorn sincerely responded while approaching her to place a hoof on her shoulder. “A nice way to spend just some quiet time together.” She added with a warm smile while placing something in the lioness’s ears.

Of course, Kiara felt a little uncomfortable by this gesture even knowing that she is telling the truth this time, but for her sake she had to accept it with a forced smile, even though Kion had the natural instinct to want to get in between them to protect her sister.

But before he could decide to act upon that, a certain train whistle that everyone is expecting. The crystal train that serves as Princess Cadance’s ride that created a very loud screeching sound when it came to a complete stop causing everyone (sans Twilight and Kiara who had on ear-plugs on) to cover their ears.

Once the train had stopped and Twilight had removed her and Kiara’s earplugs, fanfare played out with two crystal ponies emerged from the side door with a red carpet rolling out just when the Princess of Love herself emerges with her wings spread out.

It was a sight that sparkled delight in Twilight’s eyes upon being able to see her future sister-in-law once again and in addition, she ended up eyeing a pony that really had her heart melting in awe. A dashing orange Pegasus pony standing on the left of the side of the carpet.

“Wow…” Twilight whispered to herself in brief love-struck awe before quickly recomposing herself and turned her attention back to the alicorn here to greet them who bowed before them.

“Your Highness.”

“Your Highness.” Twilight returned while following suit with the rest of the Lion and Pony Guard minus Kyoga and Kiara follow suit before the lavender alicorn rises to her hooves shaking her head just when Cadance rises her head at the same time.

“I'm teasing.” She quickly told the Guard. “We don't have to be so formal.” She turned back to her guards to nod at them to let them know that their services are no longer needed for now.

Both guards complied before heading back inside the cart so the train could head on out of the station. But not without the orange Pegasus giving Twilight a knowing wink and slight blush after picking up the fact that she has a bit of a crush on him.

With the company of three princesses all together, they all set out and walked away from the train station.

“Knowing you, you've made some plans.” Cadance said to Twilight.

“Boy, have I.” Twilight replied just when Kiara excuses herself briefly.

“Hang on just one second. I’ll be right back.” Kiara turned to the others knowing that Kion still isn’t feeling comfortable with leaving her and Cadance alone with Twilight.

“Kiara…” Kion tried to speak before Rarity intervened with a hoof on his chest.

“Now, now, don't you worry about a thing, Kion!” She quickly assured. “If your sister is certain that nothing but nothing will happen to her and Cadance. Then we should take her word for it.” She then whispered in Kion’s ear while shifting her eyes around. “Plus it might help in getting Twilight back.”

“Go on…” Applejack encouraged. “…let her have a hootenanny with her kinfolk.”

Kion could only look on at his sister hopeful that everything will turn out like she says it would.

“It’ll be okay, Kion.”

“Just please be careful.” Kion cautioned out of sibling love.

“I will.” She heeded his advice with a hug before turning back to catch up to the two alicorns. “Coming, Cadance! Coming, Twilight!”

Kion looked on very proud of the bravery both Kiara and Cadance were showing, but yet can only hope that he’ll be given no reason to regret trusting their judgement.

Pinkie happily sighed at the sight while her own hooves pressed up her cheeks. “Three future sisters-in-law bonding. Well, I for one am gonna make sure that nothing spoils their day!” She then seriously vowed.

“Me too!” Bunga agreed.

Just then something large and spinning is coming right at their direction. Something looking a little out of the blue...

“What is that thing?” Applejack wondered just when Ono flies up using his keen sight to try to make it out.

“Whatever it is...” Rarity started.

“…duuuck!!!” Both she and Ono screamed together before everyone all wisely did so.

“Rarity, that doesn't look anything like a duck!”

“Yeah, that looks more like a…”

Both Pinkie and Bunga pointed out before being dragged to the ground by Rarity and Ono respectively before they could lose their heads in the process.

“Get down!” Ono shouted at the honey badger just when it flies overhead and crashes into a tree.

Once everyone got up to their paws and hooves, they all walked towards to the tree where they saw come in for a crash landing.

“What is that?” Rainbow questioned when Ono once more tries to take another close look at what crashed into the tree.

“It looks like…”

“No, not a "what", but a "who", dear.” A voice from the tree corrected them sounding rather sick.

“Oh, no...” Ono groaned knowing who that is after recognizing that voice.

“That sounds like...” Rainbow added with a hoof directed in the tree’s direction just when a sneeze accompanied with blue flames burns all the leaves from the tree off.

“Discord!” Everyone exclaimed upon seeing him.

“What in tarnation are you doin' here?” Applejack demanded. “And why the jumpin' June bugs are you blue?”

“More like a shade of cerulean, to be precise.” Rarity whispered corrected.

“Which is technically correct.” Ono vouched for her in a whisper much to his own and the country pony’s annoyed expressions. “And me of all birds to be a smart mouth.”

“Whatever color you are is the color of trouble!” Rainbow then shouted while flying up to him with narrowed eyes.

“Big, big, trouble!” Bunga added for emphasis while riding on the cyan-colored pony’s back while pounding his fists together.

“Oh, Rainbow Dash, Bunga, I've changed, surely you both remember?” Discord reminded them while trying to act innocent even though nobody was buying it. “I was reformed by lovely little…” He slithered down to the ground before itching up another sneeze that sent him flying backwards. “F-F-Fluttershy and B-B-Beshte-“

“What are you, sick or something?” Bunga questioned rather skeptically.

“Well, of course I'm sick.” The Lord of Chaos asserted. “The blue skin? These sneezes? Could somebody find me a fainting couch?” He added while dramtically placing a palm on his forehead in a dramatic manner

Everyone all eyed to the one pony that actually has one.

“What?” She asked everyone finding it a really incredulous question.

“You’re the only pony we know that has a fainting couch.” Fuli brought up. “So don’t you have one?”

“Well…not…not for him.” Rarity stammered not wanting to give the Lord of Chaos anything, especially since it is clear that he is being phony.

Pinkie, the only one of the group actually being friendly to Discord, goes out of her way and move his luggage that magically appeared right over to him.

“How charming, thank you.” Discord gratefully spoke to her before continuing to express his woes. “I can't stop sneezing and wheezing. In short... I need help.”

“If you're so 'sick', why have you come here?” Kion asked while cautiously approaching him with suspicious eyes.

“Instead of, y'know, staying home in bed and getting over your weird illness?” Rainbow added sharing the lion cub’s attitude.

Discord sneezed to which both Rainbow and Kion dodged before the former blew his nose. “Because this condition has left me helpless, simply helpless!” Both Applejack and Ono raised an eyebrow at him still unconvinced. “Why, I can barely lift a spoon.” He demonstrated by trying to lift up a spoon and ended up falling to the ground as a result.

“Oh, come on!” Fuli rolled her eyes along with Ono, Rainbow, and Kion while the others exchange dismayed looks that he actually thinks they are going to buy his ‘blue flu‘ excuse. “That is a load of horse manure coming from someone who actually managed to fly all the way over here!” She then has actual horse manure landing on her courtesy of Discord. “Should have seen that coming.”

“Anyways…” Discord continued just when Kyoga kindly uses her magic to make the manure and it’s scent disappear. “I came to find the one pony and her hippo friend who truly understands me and could nurse me back to health. Where is that dear, sweet Fluttershy along with her handsome friend Beshte? I need attention! I need some care! I need-“ He questioned while lifting Pinkie and then the tree rooted next to him.

“You need to chill. Fluttershy's out.” Rainbow quickly interrupted by placing a hoof on his mouth.

“Oh, of course, her trip to see the Breezies. Ah, yes, I had forgotten that was today.” He then casually said like he just remembered it.

“What?” Kion was surprised to hear this.

“How do you know about their trip?” Applejack inquired while she, Kion, and Rarity shoot interrogating looks at him.

“Well, Fluttershy told me about it in her last letter.” He nonchalantly responded while showing everyone the proof on the paper with both Kion and Pinkie both reading the fine print.

“You and Fluttershy write each other letters?” Pinkie asked looking surprised like this is news to her.

“Well, of course we do! We're friends!” He replied before appearing now taking in fluids from a water pouch attached to a hanger on wheels while wearing a hospital gown. “It's just such a shame that today of all days is when I really need her. Oh, well, I know what to do.”

“Good thinking.” Rainbow immediately pushed him back over to the train station with a hat and a suitcase. “Head on home, put your feet up. I'm sure eventually you'll have the strength to make yourself soup or something...”

But when she turned back to where her friends are still standing he finds that Discord is magically back over there. “Oh, no-no-no-no-no-no! I mean, while she's gone, you ponies can take care of me! Isn't that what friends are for, taking care of each other?” He asked with a silly smile and chuckle while pulling everyone into an unwanted group hug. “Let the healing begin!”

“One, two, three…” Fuli began counting while eyeing both Rainbow and Ono.

“Not it!” Rainbow, Fuli, and Ono all stated together before immediately flying and running off together going in three separate directions.

“Well, that's some way to treat a suffering friend.” Discord remarked feeling offended by that before letting loose another sneeze with the nearby lamppost tipping its top off as a way to say “bless you.” before leaving.

“Don't you worry, Discord!” Bunga quickly assured before Pinkie gave him a big hug. “We’ll take care of you!

”Totally, in fact, I'll give you cuddles, and read you stories, and tell you all about me! I was born on a Tuesday-“

But Discord politely used his magic to separate himself from the generous pink pony before placing her and Bunga on the nearby tree branch. “Oh, you're so sweet to offer, but Rarity, Kion, Kyoga, and Applejack already volunteered to be my own personal nursemaids.”

“We did?” The four exclaimed despite having never said anything like that.

“None of us ever said that!” Kion argued.

Discord ignored him before turning back to the two who had both climbed down from the tree. “I so hope you don't mind, Pinkie Pie and Bunga.”

“Well, as a matter of fact, I most certainly-“ Pinkie started to protest until Discord presented and let loose a red balloon. “Hey! Who keeps throwing away these perfectly good balloons?”

“I’m on to you!” Bunga stated with an accusing finger pointed in his direction. “I wasn’t born yesterday…” Discord calmly presents him a pile of grubs glazed together in ball form before rolling it away from the train station. “Oooh! A day’s worth of food!”

“So much for the Guard’s Bravest’s help.” Kyoga sarcastically remarked at him and Pinkie being so quick to being distracted into leaving before turning back to the others who haven’t left yet.

“That joker's up to something, and whatever it is, we're gonna keep it as far away from Twilight, Kiara, and Princess Cadance as possible.” Applejack whisper vowed to the others.

“Agreed.” Kyoga stated before turning to their ‘patient.’ lying down looking like he is on his deathbed. “We can’t afford to give Twilight any more reasons not to trust us.”

“Along with further endangering my sister.” Kion added. “I’m not about to let him put her into harm’s way just so he can pull another one of his mean pranks on her.”

“You're right. We promised we wouldn't let anything ruin their visit...” Rarity vowed but not without expressing her dislike at the idea of watching over Discord. “…although I do so wish that "anything" had turned out to be something else!”

Just then, Discord materialized right in front of them. “Did I hear you four talking about Princess Cadance's visit with Princess Twilight and Princess Kiara?”

“No.”

“Maybe.”

Both Kion and Applejack answered.

“Fluttershy had mentioned that those three were getting together today. Mm-hm. How wonderful for them all. It is so rare that those three get to see one another especially with Twilight and Cadance having their princess obligations on hoof to deal with. I don't know about you, but I sometimes wonder how close they could actually be. All those years apart before being reunited with one of them turning towards the dark side after an unfortunate tragedy?” He added with mock pity towards the pony he is talking about.

“Even so….” Kyoga started wanting to move on from talking about Twilight’s new allegiance to avoid further upsetting Kion. “They're still plenty close.”

“And if they're not, this rare opportunity to focus on their friendship will certainly bring them closer. Unless...” Discord then thought before being interrupted by Rarity and Kion.

“Don't even think about it! They mustn't be disturbed!” Rarity politely stated.

“And don’t even think about coming near my sister, because if me or my dad hear of what you have done, you’re going to be in serious trouble!” Kion aggressively added with a growl.

“Disturb them? Me? My, my, temper, temper, I wouldn't dream of it.” Discord replied while petting Kion’s head who in return growled and bared his teeth at him to get him knock it off. “Not when I have four such dear friends of my own who have already offered to take care of me.” He said while briefly picking them up before dropping them to the ground. “And at such peril! This flu of mine is highly-“ He works up another sneeze in their faces. “…contagious.”

The four end up all turning blue, just like Discord, before sneezing and crashing into a nearby tree, which knocked them all out upon impact.

“Oh no, I've gotten you all sick. Whomever shall I turn to now in my time of need?” Discord said with faux remorse before sinisterly chuckling to himself knowing of the three princesses who he feels can do the job.

And said princesses are all at the museum all taking a look at the many Star Swirl the Bearded themed accessories and artifacts where there a crowd of ponies wearing costumes that the old sorcerer of magic wore in his days. From the blue robes, long white beard and, the long blue hats with gold colored bells and stars on them, although not quite exact to what Twilight’s costume had since she knows him more than any pony here in the crowd and is never a pony to not wear her costume on an occasion like this.

“A whole day to celebrate Star Swirl the Bearded. What could be better?” Twilight happily expressed to her two companions.

“Absolutely nothing.” Cadance warmly responded before gasping upon seeing something that caught her attention before trotting on over there. “Is that the candlestick he used to light the way when he was exploring the caverns of Maretania?”

“It sure is!”

“Oh, I can't believe I'm getting to see it in real life!” She expressed her excitement equal to Twilight’s in regards to this special and historic item.

“Wow.” Kiara giggled while admiring the candle herself. “Who would have thought that you of all ponies would be interested in Star Swirl the Bearded.”

“Well I did pass it on to her when I was foal-sitting her.” Cadance brought up to which Twilight couldn’t help but blush with a light smile. “Along with some of her other adorable traits we all know her for.”

Twilight was left flustered and blushing madly by her flattery. “Oh, stop it…” She tried to play it off and downplay it with a sheepish grin. “…I’m not all that adorable.”

“Are you listening to yourself?” Kiara teased the alicorn knowing she can’t hide it from them.

Deep down, the Twilight they know and love is showing perfectly clear in plain sight in their eyes deep down iand that there is still good inside of her.

But just that, the candle in front of them shook, transforming into a familiar creature now miniature sized which had both Kiara and Cadance shrieking.

“What the…?” Twilight commented upon seeing who that is when the creature emerged from the glass container after sneezing once more and appearing in full size. “Discord! What are you doing here?!” She angrily demanded upon him literally putting his head on and from the angry looks of both Cadance and Kiara, they weren’t too pleased with him showing up to crowd their quality time together.

“Oh, dear, dear Princesses, I'm sorry to say that I'm sick.” He announced before hacking once more which had the three turning their heads away from him uncomfortably. “Blue flu.”

“Blue flu?” Cadance questioned.

“You’ve got to be kidding me.” Kiara remarked rather exasperated with his so called sick excuse.

“Ah, I fear I've already given it to poor Applejack, Rarity, along with their friends Kion and Kyoga.” He added trying to sound honest about it.

“What?!” Kiara asked in angered shock. “You made Kion sick?!”

“I’m afraid so….so…so…” Discord admitted before letting loose another sneeze to which Cadance quickly used her magic to form a protective dome around her and the other princesses.

“Magic health bubble.” She explained to the two.

“Good thinking.”

“Impressive.”

The two thankfully complimented.

“Indeed.” Discord agreed while pressing his face against the bubble. “How would Twilight nurse me back to health if she were sick too? You will be letting me stay at your place until I'm all better, won't you?” He asked while dragging a claw against the barrier.

“Stay? With me?!” Twilight exclaimed in shock while glancing at both Cadance and Kiara. “Uh, now is not really the best time, though I'm sure you already knew that...” She tried to politely decline though heavily annoyed and irritated in her tone of voice.

“But taking in the sick and the desperate - isn't that what Fluttershy would do? Isn't 'helping' something that friends do for friends?” Discord attempted to reason with her trying to sound and look pitiful. “Unless, of course, you're really saying that you're not my friend.” He added with crossed arms trying to look hurt when Twilight didn’t show concern for him.

Twilight angrily replied while gritting her teeth seeing that he is putting her in an impossible position here. “No, that is not what I'm saying.”

“Oh, how elated I am to hear that.” Discord then said back to his mischievous and goofy self. “Shall the four of us head back to your place? I don't want to get anypony else sick.”

“Guess we don't have much choice.” Twilight replied with an irritable sigh before leading the way back to the library.

“Riddle me this, Discord.” Kiara spoke up wanting to challenge the truth his ‘ailment’. “If you’re so sick, then how are able to perform magic no problem? Not to mention coming all the way out here while knowing you were sick?”

“Just a lucky blessing.” Discord merely passed it off before slumping to the ground. “Carry me?” He pathetically asked of them with his wings literally breaking off.

“It isn't far. I think you can manage.” Cadance replied not wanting to jump up on the offer to which both Twilight and Kiara smirked in his direction upon seeing that he is not getting help this time around.

“Oh, poo.” He muttered before slithering after the three princesses back to Twilight’s place.

Once they have all arrived at the library, Discord wasted no time in making himself comfortable on Twilight’s bed with Cadance fluffing his pillow letting him rest while tucking him into bed.

“Need anything else?” Twilight asked feeling very grouchy due to having to miss on quality bonding time and the museum because of him while pondering to herself of how this could have happened.

“Just knowing that I have a good friend like you to take care of me has made me feel better already.” Discord replied while rummaging through Twilight’s nightstand and messily handling her scrolls. “I'll be fine here on my own.”

“Okay, good.” Twilight said while levitating the scrolls and everything he just touched away from him. “And I think the least you could do for me now is to quit going through my stuff without permission.” She then levitated it out of the room and placed it in a nearby closet while placing a magical lock on it. “Thank you.”

The three caretakers moved to try to leave the room but not without Discord speaking up to them just before they could leave.

“Oh, just before you go, just a little small request.” He asked of them with his fingers placed closely together as a statement that it is as small as he says it’ll be.

Twilight sighed heavily, finding this a great pain in her flank.

“It's going to be fine.” Cadance kindly assured with a hoof on her back. “We'll just get him what he wants and be back to the exhibit in no time.”

“Surely, whatever it is, it won’t take long.” Kiara added while sharing her frustration of having to put up with him.

Twilight in response smiled but had this to say. “Hopefully. Though you never know considering this is Discord we are talking about here.”

“What was it that you needed?” Cadance asked while trying to be nice about it with a forced smile.

Discord in response presented an empty glass while beginning to sing while he makes his request.

“A little glass of water please

A fresh pressed hanky if I sneeze

Some tea with honey from the bees

Whenever you can brew it.”

He sang while pulling a hankey from Twilight’s ear and magically had a tea cup with bees flying out of it.

“See what I mean.” Twilight whispered to Kiara with her point made leading to the lioness’s hopeful smile fading.

“I'll get your tea.” Cadance moved to do so with a forced grin.

“And while I get a little rest

A teeny tiny small request

Some codfish oil for my chest

Poured from a crystal cruet.”

Discord continued to sing while returning to his bed, had smaller duplicates make their way towards Twilight with oil presented in his paws that had a giant fish emerge wearing a bow tie and carrying a cane in his fins.

“A crystal cruet?” Twilight questioned just when Cadance returned with the tea in tow.

“And isn’t that a fish?” Kiara also questioned still clearly confused and skeptical of Discord’s supposed illness.

With that said, Discord proceeded to sing at a much faster pace.

“My goodness, I'm a nincompoop

Because I fear I've got the croup

I need a vat of pumpkin soup

And scarves made out of zinnias.”

He sang while the alicorns stir up a batch of the requested soup before Discord had the flowers inside of it dumped on them and Kiara before transforming them into silk and using it to spin the three around.

“Did I say zinnias? I meant silk

Or something shiny of that ilk

And then I'll need some nice warm milk

And pastries from Abyssinia.”

He sang before having his face appear on his stomach to which had the princesses visibly disgusted.

Cadance used her wings to shield her eyes, while Twilight used her left wing to shield Kiara’s while placing her right front hoof up to obscure the sighting. Just then they are all covered in noodles thanks to Discord.

“And since my stomach's feeling crummy

Why not give my aching tummy

Something soothing, something yummy

Piled up with noodles?”

Next thing Discord does is placing Twilight and Kiara in blue waitress outfits accompanied with red glasses while the patron at the table (Discord) has a sandwich with multiple slices of cheese piled high on it.

“Add a slice of homemade rye

With stacks of Swiss way up high

Served with sides of sweet mince pie

More basil; I need oodles!“

“Anything else?” Twilight asked while rolling her eyes before finding herself in doing the tango with him under the spotlight.

“I'll be grateful for your charity

Until the bitter end

Because I've heard that tenderness

Is what you lend an ailing friend

“Tenderness, isn't that right, friend?”

He sang slowly with the last part giving the alicorn a very suggestive look and tenderly placing a hoof on her cheek.

“Right, but—“

“So, who's ready for my big reprise?” Discord asked before cutting her off and singing at a very fast pace once more.

“I'd like that glass of water please

Some magic spell to cure disease

A firm "gesundhoof" when I sneeze

A fresh bouquet of roses.”

He sang while pulling Twilight’s horn off to use as a flower bouquet with the alicorn shooting him a killer look had the damage been permanent.

“Some lozenges will soon appease

My wheezing when I start to sneeze

A wig to keep me from the breeze

And blankets for my toes-es.”

He sang while swapping the alicorn’s mane’s and presented his blanket covered toes to Kiara who is still not following a word he is saying before finding herself massaging his hooves alongside Twilight and Cadance who both look away while doing so finding it so uncomfortable and cringe worthy before preparing a bowl of peas with shredded and grated cheese.

“Take tweezers out of my valise

And then massage my knobby knees

A bowl of peas, some extra cheese

A cuddle with a Pekingese

A singing harp who's named Louise

A goat on skis, a new trapeze

And more and more and more and more of these

And just because I oughta...

Make sure I'm drinking in the right

Amount of fluids day and night

I wish I may, I wish I might

Have just one little thing

Oh, would you please finally bring

Me that tiny glass

Of water?!!”

He concluded his song while flooding the tree house with water and soaked the three princesses all together.

Just when Discord coughs before getting back into bed after most of the water goes down the drain, Cadance managed to fill the empty glass with the water he had summoned.

He accepted the glass and moved to drink out of it…before ‘accidentally’ dropping it to the floor thus shattering the glass. “Oops. Sorry.”

“Are you kidding me?!” Kiara asked in disbelief that Discord went through all of that trouble for nothing with the latter merely smiling before sneezing and turning into a hundred bubbles.

“Alright, this is ridiculous!” Twilight stated before turning and walking away after putting up with his antics long enough.

“How did you even catch this flu?” Cadance curiously asked.

“Inadequate hoof and claw washing?” Discord replied while spraying clean Cadance’s magic health bubble with anti-germ spray.

“Really?” Kiara asked still very suspicious. “Are you sure you’re not just faking it, specifically to intervene with our time together considering of how well you performed your magical number?!”

“Of course I’m not!” Discord defensively stated while still keeping up his innocent act. “Why would you even think that of me?!”

“Because you have been known to pull this stuff on my brother and his friends from time to time.” Kiara boldly returned.

“Well it’s not like I mean Kion and the others any harm well maybe expect the first time.” Discord tried to downplay the trouble he caused back then. “But now I’m only doing so out of fun and I would never even dream of going as far as to faking an illness because I can assure you it is all real.”

“Uh-huh.” Kiara returned unconvinced with the Princess of Love sharing the same skepticism.

“There must be some way to just cure you!” Twilight voiced while flipping through the pages of several books in her magic. “There has to be a spell or remedy in one of my books!”

“There is one way...” Discord casually mentioned.

“And you didn't think to mention it earlier?” Cadance questioned looking quite annoyed herself.

“Slipped my mind.” He merely replied.

“Sure it did.” Kiara said in a tone to make it clear she is not buying it for one second before Discord used his magic create a visual of a hill with a pink flower on the very top of it.

“On a hill at the very edge of Equestria, there grows an exquisite magic flower. Pick the flower as it drops its petals at sunset. Then you can make a magical soothing elixir to cure the blue flu.” He explained before snapping his fingers to make the visual disappear.

“I suppose you have a good reason you didn't bother to get this flower as soon as you realized you were sick?” Twilight angrily questioned while expecting a good reason out of this.

“Well, I couldn't travel that far in my condition. By the time I got there, I'd be too weak to even attempt to retrieve the flower.” He said while trembling and shivering under his blanket.

“Yet you were able to travel all the way here no problem.” Kiara commented while further pegging the Lord of Chaos for his fabled excuses.

But nevertheless, Twilight had this question in mind. “So where exactly are Cadance, Kiara, and I headed?”

“Well…” Discord cleared his throat before appearing beside them wearing a tourist outfit with sunglasses and a lollipop along with a map before explaining once more. “…you'll want to head north, turn left, th— Oh...” He paused after twisting the map around. “You know, it'd be much easier if I took you there myself.” He then folded the map into a paper hat and placed it onto Twilight’s head.

“I thought you were in no condition to travel.” Cadance recalled voicing her skepticism towards him arising once more.

“I'm not.” He replied while placing his arms around the three. “We'll need to make some arrangements.” He then chuckled with another agonizing idea in mind for them.

“Not a problem.” Twilight quickly shot down whatever idea he had in mind before lighting her horn and having everyone disappear from her house in a flash and teleported everyone to the place where Discord said the flower would be located. “Because we’re already here.”

“Oh, poo.” Discord once again said in disappointment that he wasn’t able to get them to carry him on his large golden chariot before telling of where to look for this flower that’ll help make him feel better. “It's just at the top of that hill.“ He then instructed pointing towards the tall hill in from them with the very top covered by the gray clouds.

And the three wasted no time in making their way uphill so they can retrieve it along with taking their time while walking upwards.

“I'm really sorry about this.” Twilight apologized to both Kiara and Cadance. “All I wanted was to have some peaceful quality time together.”

“I know, I was looking forward to it too.” Cadance returned understanding that she had not planned for any of this.

“Me three.” Kiara shared the same understanding tone. “And I don’t understand how Discord expects us to watch after us like we’re his servants like that.”

“Because apparently that’s his preference towards everyone alike.” Twilight replied. “It’s in his nature and his past self still doing the talking waiting for the perfect opportunity to laugh in our faces when whatever trick he has up to his sleeve comes to full fruition.”

“And it’s not hard to see why you and the others don’t exactly see him as a friend.” Kiara shared.

“Well the sooner we get this flower, the sooner we can look forward to whatever time we can spend together.” Cadance hopefully expressed just as they made their way to the top of the hill.

“All right.” Kiara sighed just when they all started searching around for the flower Discord needed for his ‘healing.’ tea.

“This is the top.” Twilight stated while looking over the nearby edge of the cliff. “But where is that flower?” She then had a petal fall on her to which Cadance was quick to remove off of her.

“Up there?” Kiara asked pointing to the very tall plant just over their heads.

“Yep.” Twilight replied upon realizing it and wasted no time in flapping her wings ready for some magical rooting. “Come on, if we hurry, we can still have some time together.”

Kiara started off by digging around the roots to the point she created a burrow around the flower and once that was done both Twilight and Cadance both used their magic to remove the flower from its roots. In order for the two alicorns to do so it required full concentration since it was a very large flower they were dealing with. But nevertheless it was doable and the flower started to come out of the ground.

“Come on, you got it!” Kiara shouted in encouragement.

“One... last... pull!” Cadance voiced before they both finally managed to yank the flower out of the ground.

“Phew!” Twilight expressed relief upon succeeding. “Let's get Discord and this flower back home, then all our problems are solved-“

“What in Equestria?!” Cadance suddenly interrupted in alarm when the ground below Kiara shook.

Kiara stumbling in her footing a little before Twilight caught her with her magic when out of the giant hole came a giant wormlike creature.

“What is that?!” Kiara asked very alarmed and frightened when the creature had its head facing the three.

“A Tatzlwurm!” Twilight answered when the creature opened its enormous mouth and roared loudly to unveil its tentacles.

Both Cadance and Kiara screamed in fright while Twilight showed no fear in the giant creature’s face when it lunged to attack them.

The two alicorns were able dodge the creature’s first attacks before flying upwards to get out of it’s reach. But the Tatzlwurm was able to pop its head back in the head before launching itself up at a great speed before managing to ensnare Cadance with its tentacles.

“Twilight! Help!” Cadance cried out to her.

If this was a pony she didn’t care about, she wouldn’t have bothered to try to rescue her. But since this is her future sister-in-law and one of the few friendships she values deep inside, her good side took over and came to her rescue.

“Get your coils off my sister-in-law!” She shouted after the worm before firing a powerful beam of magic to make it let go of Cadance.

Once the Tatzlwurm landed back on the ground, it shot it’s tentacles back up to ensnare Twilight instead causing Kiara to leap up and on the worm’s head.

Cadance gasped at the sight of her future sister-in-law struggling against the giant’s grasp before flying down to it’s rescue along with Kiara dug her claws into the worm’s head at the same time Cadance fired two beams to force it to yowl in pain before releasing its grip on Twilight.

“Let go of my sister-in-law!”

“And my friend!”

Both Cadance and Kiara fiercely stated in Twilight’s defense to which had the dark alicorn greatly astonished by this gesture as she really did not expect them to come to her aid even after what happened. But nevertheless, Twilight was very grateful for what they did.

Just when the three tried to catch their breath, the Tatzlwurm leaped up once more and snapped its jaws and caught the three in its mouth. But both Twilight and Cadance were quick to counter attack that by teleporting out of its mouth when it dropped down to the ground back in its hole.

By working together, with a series of magical beams to the face and a series of claws sinking right into the worm’s head, all three princesses were able to force it to back down into the hole it emerged from.

“Just... a little... more!” Twilight announced just as they all finally manage force it inside the hole.

“And for good measure...!” Cadance fiercely stated once more before using the nearby boulders to seal the hole to keep the giant creature from attacking them again and to put an end to this fight and allowing the princesses to safely land and catch their breath.

“Are you okay?” Twilight asked while looking at both Cadance and Kiara.

“Yes. Better than okay actually.”

“Never better.”

The two positively replied while panting.

“Then let's get Discord back to Ponyville, make that elixir, and finally get a chance to spend some quality time together.” She happily expressed really eager to finally put an end to this chaotic episode. Something, that both Cadance and Kiara both eagerly grinned too in agreement.

With Kiara riding on Twilight’s back once more, both alicorns proceeded to use their magic to carefully levitate the giant flower back on over where they left Discord. Then they saw next it comes off as no surprise to those who have paid attention to the obvious signs given beforehand.

Discord was dancing and was no longer colored blue and clearly not sick the whole time while celebrating in joy.

“To the ends of Equestria! To face such great danger! And she did it for me! She did it all for me, for me, for me!” He danced with lifting up a hat before appearing and sliding wearing sunglasses, a sleeved shirt, socks, and underwear just when the three girls appear before them.

Once he noticed them, he tilted his sunglasses up to see the three princesses all looking very unimpressed and angry at him and for a good reason.

“Are you kidding me?!” Kiara angrily growled before Twilight levitated her up to his face while joining her in getting in the lying prankster's face nose to nose.

“You... were... faking?!” The alicorn angrily snapped.

“I was!” Discord bravely admitted. “But I had a very good reason.” He added before gently pushing both Twilight and Kiara down to the ground.

“We're listening.” Twilight said expecting one in return.

“I’d sure like to hear it!” Kiara said in agreement.

“Well…” Discord began while having a growing tree grow from the ground and himself being given a lift. “I was in my thinking tree – that's where I do most of my really deep thinking…” He then made the tree disappear before appearing back on the ground. “…I was there, and I said to myself, I said, "Discord, your friend Twilight says that she's your pal, but she never writes and she never pops in for a visit."

“I don't even know where you li-“ Twilight attempted to clarify before being pinched on the lips by Discord so he could continue speaking.

"Now that she's a princess, maybe she's decided that she's too good for you."

“I have never considered myself t-“

“But how was I supposed to know for sure that I'm truly still friends with one of the most important ponies around?” He interrupted again.

“I'm not more-“ She tried speak once more before being interrupted again when Discord picked her up with his tail.

“By seeing if you would go to the ends of Equestria for me, of course. Which you did, literally.” He gave the alicorn a hoofshake. “Congratulations, Twilight, you passed my friendship test!” He then places a medallion around her neck which depicted him giving a thumbs up obscuring Twilight’s right eye covered on one half of the medallion when Discord placed it together with the other half.

Even so, Twilight’s mood failed to change along with Kiara’s since he resorted to deceiving them about a fake illness and literally sent them on a wild goose nearly getting eaten by a pony and lion eating worm to retrieve a giant flower he didn’t really need.

“Why the angry eyes?” Discord inquired after noticing the look on her face while waving a yellow sports flag. “You love passing tests. It's not because my little exam put a damper on your visit with Princess Cadance and Princess Kiara, is it? Made it so that there was no time for you three to focus on your friendship?” He said with mean delight in the glaring girls eyes.

Before either Twilight or Kiara could both open their mouths so they can tell him off, Cadance spoke up feeling glad with no hostility towards him.

“You didn't put a damper on our visit at all.”

“He didn't?!” Twilight and Kiara exclaimed in surprise to hear that.

“I didn't?!” Discord exclaimed equally surprised too at the exact same time of both Twilight and Kiara's equally stunned response.

“Spending the day at the Star Swirl the Bearded exhibit would've been more relaxing, but to be honest, relaxation is the last thing I need.” She explained when both Twilight and Kiara moved towards her.

“Really?”

“It is?”

The two asked in further surprise with Twilight more pleased to hear it.

“Don't get me wrong. Life in the Crystal Empire is wonderful, but it's become a little... predictable.” She honestly replied. “I enjoy a little excitement now and then. Getting to face all these challenges today was just what I needed. And facing them with you just made me realize even more how lucky I am to have somepony and some lion like you two as friends.” The three shared a warm hug together to which Discord pouted in response seeing this. When the three break up the hug, Cadance had this to share with Twilight. “We may not see each other very often and you might be seeing things a little differently, but I know you'll always be there when I need you. Just like she was there for you, Discord.”

“Yes, she's a real sweetheart deep down. We're all so lucky to have her in our lives.” He grumbled seeing that this was not the result he seeking out of all of this.

“Especially lucky, considering she is smart enough to know that you were faking it.” Kiara said in her defense. “Because unlike Scar she still has everyone’s best interests in heart and is ten times the ruler he could ever hope to be!”

Discord was left further angered by the bravery Kiara was showing in the face of him, but before he could respond the ground shook just when the Tatzlwurm managed to emerge from the ground. The four all backed away when it eyed its tentacles straight at them.

“What in the world?!” Discord exclaimed fearfully before the creature let loose a sneeze in his direction before sickly sinking back into the hole for good.

Thanks to Cadance’s magic health bubble, Twilight, Cadance, and Kiara all were protected from its sneeze. But Discord who didn’t manage to get his magic working in time, ended up getting sick for real from it. And that was a satisfying sight for the three princess’s eyes to see.

Sometime after Fluttershy got back home and Cadance returned back to the Crystal Empire, Discord was placed in the Pegasus’s care who had him lying down on the floor with a blanket over his body and placed in one of her bed’s and inside a quarantine bubble so no one else would get sick.

There, the Lion and Pony Guard were there to oversee the karmic results Discord received for his antics the other day along with Kiara’s visit with Twilight. And nobody was more pleased than Kion to see that his older sister managed to prove everyone that she got what she wanted out of it and without incurring any harm her way.

“Wow! I got to say Kiara, that was very impressive!” He complimented.

“Thanks, Kion.” Kiara humbly replied. “And at least we know that even though Twilight may not see eye to eye with you along with the rest of the Guard, she does have everyone’s best interests at heart unlike Scar.”

“He sure doesn’t.” Kion agreed. “And I sure hope that experience proves vital in turning things around for whenever Scar is ready to enact his endgame.”

“I think we’ll definitely look forward to it because even though my visit with her and Cadance didn't go quite the way I expected. But in the end, when you're with a good friend, even the most chaotic day can end up being a great experience that brings you closer.” She then turned to Fluttershy’s patient. “Wouldn't you agree, Discord?”

“Yes, Kiara.” Discord replied with a sickly snort.

“I don't wanna go sayin' you got what you deserved...” Applejack began.

“Well, I have no trouble saying it.” Rarity stated.

“Me too!” Kyoga added before the two finished together with Applejack and Kion both smiling in response because he definitely had it coming big time.

“You got what you deserved!” They both stated at the same time as each other.

“Now, now…” Fluttershy kindly intervened before scratching his back while wearing a protective glove. “…he's learned his lesson. Isn't that right, my little patient?”

“I'm so glad that you're back from your trip, Fluttershy.” Discord expressed happy relief. "You too, Beshte." He added when the hippo gave Fluttershy a tray of food along with a drink for their patient to enjoy. “Just your presence here is making me feel so much better.” Kiara rolled her eyes in annoyance in response. “I was just wondering, could I trouble you for just one more thing?”

“No!” Kiara quickly answered having none of it this time around.

“What? I was simply going to ask for a teeny, tiny glass of water.” He finished but that wasn’t changing her mind.

“Not from me!” She assertively stated before turning her back before telling the Guard. “Trust me, you don’t want to give it to him. It’s like giving a mouse a cookie here.”

“A very addictive cookie.” Ono commented knowing where he is going with this.

“Yep.” Fuli nodded getting the same idea.

Nevertheless, Fluttershy was quick to get him the requested idea with the others awaiting to see Discord’s musical number he performed the other day without the magic due to his illness.

A sight that an amused Twilight watched from the nearby window out of the Guard’s sight feeling pleased that she was able to get what she wanted out of it along with no longer having the burden to care for Discord anymore. A day of fun that gave her a closer bond to Cadance and Kiara even after turning to the dark side.

.

Later that night, after everyone has retired for the night with Fluttershy asleep in her bed, a mist of green and black magic came inside the cottage creeping near Discord’s quarantined resting area.

“Huh?” Discord spoke upon waking up. “What? Oh no.” He said to himself before said smoke cleared up to reveal Scar himself had made appeared inside and stood before him. “Oh hey, Scar.” He then lowered his head into a bow. “You’re Highness! How are we doing this fine evening?”

But Scar wasn’t in the mood for pleasantries tonight before harshly glaring at him in the eyes. “I think you know why I'm here...” He coolly replied in the suddenly worried draconequus’s face. “...In regards to this…” He demonstrated a past visual of Twilight, Cadance, Kiara all managing to spend time with one another like good friends at the spa, now closer than before as a result of Discord’s meddling.

The three at the time were relaxing in the pool, all sitting on the edges with their shoulders placed out of the water with cucumbers and mud masks on their faces, where Twilight at that moment had something on her mind to tell them.

“Now I know you said relaxing isn’t your thing…” Twilight said to her former foalsitter. “…but this is exactly what we needed after today.”

“It sure is.” Cadance agreed feeling it was a much needed bonding activity they could do.

“No kidding.” Kiara also agreed while sitting back at the edge of the pool. “It is definitely worth the first time experience.”

“Oh and before I forget…” She said while speaking from her heart as sincerely as possible which sparked the girl’s attention when she removes the cucumbers from her mud mask. “…thank you both for saving my life.”

Both Cadance and Kiara were both stunned to hear this come out of her mouth to the point their cucumbers fell off when she said it.

“Did she just…” The two thought in their minds while eyeing each other with widen eyes unsure if she really meant it deep down before responding what they usually say in an equally sincere tone likewise.

“Of course, Twilight.”

“You’re welcome.”

Scar canceled the visual before eyeing Discord once more. “When I sent you out there to intervene with Twilight’s quality time with both Cadance and Kiara I wanted you to get her to further forgo her friendship and free her from its curse, but instead you only managed to succeed in bringing them closer than before and therefore leashed herself towards it again.”

“Well…” Discord struggled with how to explain himself. “…it was not like I intended that to happen. It seemed to be working until Cadance said otherwise. I mean what else could I have done?”

“Maybe trying something else that doesn’t involve faking an illness or at least putting actual effort into making it convincing.” He coldly replied while showing him of all of his antics while he was colored blue before further chastising him. “In case you haven’t noticed, Twilight, nor Kiara, or even Cadance, are stupid enough to believe a made up disease.”

Discord was left speechless since nothing was going to appeal to his good graces at the moment just when Scar continues giving him the death glare for his failure to further corrupt Twilight and managing to do the opposite of what he wanted. “I mean come on Scar. It was just bad luck, really.” He implored of him.

Scar still looked on unconvinced before turning his back before preparing to leave before Fluttershy wakes up and sees him. “Just be ready for when the time comes.”

“Of course, you got it Scar.” Discord quickly replied.

“And Discord…” Scar spoke up sharply with one last thing to say. “…Don’t disappoint me, again?” He coldly and darkly warned him in an ominous and calm tone.

Discord nervously gulped before muttering an “I won’t.” before the lion himself moved to disappear with his magic.

When Scar managed to get back to Pride Rock, he had a visitor waiting for him just inside the cave.

“So…?” The mysterious voice said to him. “How did it go with Discord?”

“He didn’t give me the results I wanted.” He said with a frown before approaching this visitor wearing his black cloak. The one he broke out of Tartarus a while back, a figure that had blood red skin, a white beard with gray-black horns, and small yellow eyes. And judging from his muscular physique, he’s been given some magic to help him regain his former strength. "We offered her freedom and she chose to leash herself again."

“So what does this mean in regard to that alicorn princess you have wrapped around your paws?” He inquired. “Will she be a problem?”

Scar pondered the thought for a moment before responded feeling certain with his best course of action. “She won’t be a problem, Tirek.” He voiced with confidence. “I’ll make sure of that because it is time to move forward…”

The visitor managed to sport a vicious and excited grin knowing that when his master’s endgame is enacted that’s when he’ll make the scene and get what he wants out of his deal with Scar and it’s soon to happen as long as they stick to his strategy since their time to rise over Equestria was about to come…

Author's Note

Here in this episode is a day of quality bonding time between future sister-in-laws along with the future Queen of the Pride Lands who likewise shares that same sister-like bond with the two.

Without saying much since I've already been through this quite a few times, it took quite a chaotic experience along with an encounter of a giant worm-like creature before the three could finally earn a day of relaxation and quality sister-like bonding time together...

...which is something that Scar himself isn't pleased with Discord for who made it perfectly clear in his tone of voice when meeting up with in the end. With the message perfectly clear of what must be done, it is time for him to move forward.

But before we get into that, we have one more episode left to cover and that is "Simple Ways." where Rarity's crush on a visiting pony conflicts with her true self when said pony has a crush on Applejack instead. So be on the lookout for that sometime by the weekend because more changes are coming this way.

Episode 13: Simple Ways

Episode 13:

Simple Ways

On another bright and sunny day in Ponyville, Rarity happily made her way into town with her many good friends from the Guard by her side with Rainbow Dash flying in to join them just as they are all crossing the bridge together.

“Wow! I can't believe how many ponies showed up!” She expressed in awe at the many ponies who have gathered for the upcoming celebration.

“I can!” Pinkie expressed. “I mean, finding out who the Ponyville Days pony of ceremonies is is a pretty big deal!”

Just when everyone has gathered at City Hall, the Mayor approached the podium with a microphone in front of her just when the three elderly judges take their seats at the nearby table with one of them being Applejack’s grandmother Granny Smith.

“Hey isn’t that your grandmother?” Bunga asked the country pony after spotting her at the table along with the other judges.

“Eeyep.”

“I didn't know Granny Smith was on the selection committee.” Kion commented.

“Of course she is.” She confirmed just when Granny Smith affectionately brushes a filly approaching her while carrying a balloon in her mouth. “Ponyville Days celebrates the founding of Ponyville, and she was right there.”

“I'm glad the committee didn't automatically pick me so everypony gets a chance to see how great being me actually is!” Pinkie happily expressed before running her mouth off. “Even though the festival's basically a party and the pony of ceremonies gets to organize the whole thing! So it'd totally make sense if they did pick me.”

Suddenly due to everyone in the crowd getting irritated with her big mouth this time around she is met with the whole crowd going “Shhh!” to get her to stop just when the Mayor begins her announcement.

“Citizens of Ponyville, this year's applicants were all exceptional, but there can only be one Ponyville Days pony of ceremonies. And that pony is...” She turned to the judges for a quick final decision with Pinkie breathing so hard she inflated her head into a large balloon and floated upwards.

“Whoa!” Bunga exclaimed while quickly grabbing onto her tail to keep her grounded.

Granny Smith approaches the mayor with the piece of paper to let them know of their decision.

“Rarity!”

Everyone all cheered and applauded with this annoucment just when the unicorn herself was over swarmed with delight inside.

“Whoo-ee! All right, Rarity!”

“Way to show them!”

Both Applejack and Bunga congratulated just when a few ponies shake hooves with her and gave her a bouquet of flowers.

“Yeah! Whoo-oo-oo!”

“Way to score, Rarity!”

Rainbow and Fuli also cheered for her just when Kion approaches her to congratulate her for being chosen for this honor.

“Congratulations, Rarity! Do you know what you're gonna do?”

Just then, Beshte arrives with a large diagram of Ponyville being supported on wheels that the fashionista had created beforehand with the ideas she already had in mind should she be chosen for the job.

“Oh, I might have a few ideas.” She replied just when she and Kion look over her diagram and model to which Kion chuckled at the sight of what ‘few’ ideas she has mind.

“And by few do you mean a lot?” He asked while lifting an eyebrow.

“Yes, Kion. Yes, indeed.” She confirmed without even denying it.

The following day, The Lion Guard and the Mane Five gathered at Rarity's boutique, where she had already prepared a runway inside to show her ideas of fashion for the festival.

Pinkie Pie and Bunga were both excited to the point they were standing at the tips of her front hooves and legs.

"I'm so excited for the festival, I can hardly stand up straight!"

“Me too!”

The two both feel first into the floor, with both Rainbow and Ono turning aside in annoyance with their antics.

"Me too." Kion agreed. "I'm glad Rarity was picked. I know she'll add a touch of elegance to the whole thing!"

“And knowing her, she’ll probably means a lot of elegance.” Fuli said while snickering to herself.

“Along with a lot of overly-dramatic fainting should it not be finished to perfection.” Ono added with a roll of his eyes.

The lights turned off with, only the lights on the runway now on, with Spike stepping out wearing a tuxedo and played a phonograph while adjusting his bow tie, before clearing his throat and preparing himself to the crowd. A spotlight shined over him, just when he pulls out flash cards while standing next to a blank canvass.

"This year's Ponyville Days festival, designed by Rarity, will feature various high-class events such as…" He began before lifting up the blank cover sheet, to reveal a detailed drawing of ponies in elegant clothing drinking from classy cider cups. "…a silent cider auction and tasting."

The Mane Five, along with Beshte and Bunga all said 'Ooooh!' at the sight, while the others watched in silence, but still listening. Spike lifted the drawing to reveal another drawing that features ponies ball room dancing.

"A Ponyville gala in town square."

The Mane Five, Beshte, and Bunga minus Kion, Ono, Fuli, and Kyoga all said. "Ahhhh!"

Spike lifted the image again to reveal drawing featuring ponies down a runway, "And, of course, a Ponyville fashion show."

"Ooooh!"

"This year's Ponyville Days festival pony of ceremonies creates shimmering couture of her own design."

The curtain behind him opened up to reveal Rarity wearing a shimmering blue and purple gown accompanied with matching jewels and earrings along with a purple jewel on her horn.

"And the theme is... "Small. Town. Chic"!" Rarity said with pizzaz with her dazzling blue eyes sparkling.

Upon seeing the dress she is modelling in, Fuli couldn’t help but compliment the unicorn for the hard work she put into her dress. “Wow, Rarity. You really have put a lot of effort into this."

"I'll say." Beshte agreed.

"Oh, I think it's going to be a magical evening." Fluttershy said very supportively and sounding dreamily too.

Rarity gasped feeling pleased although a tad nervous. "Do you really think so?"

"Are you kidding?" Pinkie Pie asked, "I can't wait!"

“If your friends love them, then I’m sure everyone will.” Kyoga assured the fashionista.

"Oh, that's such a relief." Rarity said while Spike rolled up a small plight of stairs for her to walk down off of the runway just when the lights turned on. "But of course, I couldn't possibly do it all on my own. The festival is in three days!" She expressed the last part nervously once more.

"Pinkie Pie and I can hang lights and decorations in the town square!" Rainbow Dash volunteered.

"And I can get Sweet Apple Acres all ready for the cider tasting'." Applejack added.

"And I can make sure I’m as stink free as possible by then.” Bunga offered to which earned him looks from Ono and Fuli. “What? I said as possible as I can by then. At least I’m making an effort for a friend.”

Rarity smiled in relief hearing this from her friends. "Oh, that's just perfect! And now, Kyoga, if you, Fuli, and Fluttershy wouldn't mind helping with the fashion show…"

"Of course!"

“I’d more than happy to.”

“I'd be honored."

The three generously offered their support.

"Wonderful! I can focus on the thing I'm worried about most of all."

“And that is…” Kyoga asked.

"Creating a Ponyville Days festival fantastic enough to impress... Trenderhoof!" Rarity answered with her eyes bulging out with a look that screams a guy she has a crush on even though the others have no idea who he is.

"Uh, who's Trenderhoof?" Applejack asked.

"What?!” Rarity exclaimed in shock. “How can you not know who Trenderhoof is?" She expected out of them before moving towards another curtain, which she levitated open with her magic, to reveal a shrine of the pony of her dreams, filled with head-shots and photographs featuring a brown coated male pony with white glasses and a blonde yellow mane wearing a grey sweater and an orange shirt underneath. His eyes were violet and there were heart decoratives all around the pictures.

"Trenderhoof is only the most amazing, handsomest travel writer to have ever traveled or written! He's an old friend of mine from when I was just a filly!" She explained before picking up and hugging a poster of him while filled with giddy excitement inside.

Fuli smiled and couldn’t help but tease her. “Sounds like somepony has a little bit of a crush."

Rarity literally swooned and fell into the cheetah’s paws. "Oh, Fuli, "crush" doesn't even begin to describe it.” She stated before getting up and squeezed her cheeks together. “He's practically divine. I can't believe he's coming!" She excitedly said before moving to continue giggling in excitement before admiring her shrine with her friends looking on and at each other with no words to describe this

“Well she better believe it since he is coming within these next few days.” Kyoga said while smirking at the sight of the love-struck unicorn.

Later that day, Rarity, Kyoga, and Fuli all stood at the train station to welcome Trenderhoof to Ponyville. Rarity was in frantic in waiting to see her crush. It was bad to the point she was fanning herself with a fan to wipe away any sweat forming on her forehead.

"Thank you ever so much for joining me. I don't think I could have met Trenderhoof on my own!"

"It's no problem, but you shouldn't be nervous about meeting him." Fuli replied and assured.

“Yeah. If he’s that much into fashion then I’m sure it’ll go off without a hitch.” Kyoga added.

"You really think so?" She asked once more.

"Of course.” Kyoga nodded. “How could he not?"

“Maybe if he finds another pony of interest.” A familiar voice belonging to the alicorn with the slicked back black mane with reddish pink highlights as she approached them.

“Oh no.” Fuli muttered upon seeing potential trouble right in front of them again.

“What now, Twilight?” Kyoga pegged the question. “Here to gloat and crush Rarity’s dreams.”

“Wow! Once again jumping to conclusions and leaping to confusion. Tsk, tsk, tsk.” Twilight calmly chided. “These lessons truly never stick do they? For your information, I'm preparing for a little weekend trip to Canterlot for some royal business.” She explained now used to this kind of behavior while addressing them in her usual stoic and cold tone. “At least princesses have quite a lot on their plate to keep themselves busy. So you won’t have to worry about me crashing your special party. And speaking of crushes, I do have a word of advice before I go, Rarity." She said while turning to the unicorn in question. "Before you meet your crush Trenderhoof keep in mind not to get your hopes up too high if it doesn’t work out because sometimes some ponies don’t always share the same common ground with one another.”

“Like with Rarity and Trenderhoof?” Kyoga figured.

“Yes.” She replied before adding to keep herself from completely discouraging the unicorn. “Now I’m not saying that it won’t work out, but just try not to get too excited if it doesn’t work out and Trenderhoof doesn’t share the same feelings for you.”

The three girls silently pondered her words just when the incoming train pulls up to the station re-sparking Rarity’s excitement at her crush upon knowing that he has arrived.

Once the train arrived, many ponies who have arrived in Ponyville all walked out and Rarity wasted no time in trying to find and spot out Trenderhoof which is so far going nowhere at first.

"Is that him? Is he here? Fuli, Kyoga, is he there?" Rarity frantically asked.

"Uhh… I'm not sure." The cheetah said.

“Not yet.” The lioness reported.

"You don't suppose he's decided not to come? I don't see him! What if he doesn't arrive? The whole festival will be a disaster! Fuli, Kyoga, where is he?!" She suddenly saw the many eyes looking at her upon her sudden outburst. "Sorry." She quickly said with slightly regained composure.

"Easy Rarity, you have to get a hold of yourself." Kyoga insisted. "I mean, you haven't even met him yet!"

“Not until now…” Twilight spoke up directing her attention to the last pony emerging from the train. The tall and handsome unicorn of her dreams had finally appeared and arrived in Ponyville leaving Rarity once more awestruck before hiding behind the girls. “…and now getting cold hooves.”

"Shh! It's him, it's him, is it him? Is it him? It's him, he's here, he's here!" Rarity hushed while hiding behind the girls going as far as hide behind and underneath Twilight’s tail.

"Well, go up and talk to him!" She advised.

But Rarity still crushing hard is refusing to budge or even proper speak until she squeaked. "I--I can't!"

Twilight shared a look with both Fuli and Kyoga before forcibly levitating the unicorn on over in front of the male unicorn. In order to strike up the conversation Twilight whistled in his direction so he’ll notice and look at Rarity.

Needless to say it took a few seconds to get Rarity herself to calm her nerves to the point she can talk full sentences around him before properly greeting him.

"Uh, hi– Hello, Mr. Trenderhoof."

“Hello.” The male unicorn politely returned. “And you must be…”

“Uh, oh, yes!” Rarity blushed once more before continuing. “My name’s Rarity, and I have been chosen as pony of ceremonies for the Ponyville Days festival. So, I really look forward to you witnessing what I've arranged, Mr. Trenderhoof." She added with a nervous laugh.

"Please, call me 'Trend'." He kindly insisted with a bright smile, to which Rarity was now further blushing to the point she ended up passing out in a love struck daze.

Twilight, Fuli, and Kyoga all face/hoof palmed themselves upon seeing this.

"So much for first impressions." Kyoga commented.

"I’ll say." Fuli agreed. “She’s got it bad.”

“Yep.” Twilight nodded before moving towards the train to hop on her ride while levitating Rarity back on her hooves with one last thing to say to her for now. “Anyways…Good luck because you’re going to need it.” She advised before boarding her train.

After regaining her composure, Rarity began showing Trenderhoof all around Ponyville.

“And here in the square is where the Ponyville Days gala will be. Music, dancing! And of course a locally sourced menu of delicious treats." She explained as they walk by that area.

"Reminds me of the "Spring Fling meets Manehattan Wedding" I wrote about in Gallop & Prance." Trenderhoof said in reply.

"Exactly! I, I can't even describe how much your work has influenced me!" Rarity shared.

“Oh…” Trenderhoof returned feeling interested upon hearing that. “…How so?”

"Oh, nothing other than now running my very own fashion business." Rarity proudly said. “And by following by dreams I’m now the pony who defines fashion here in Ponyville.”

“Impressive.” Trenderhoof remarked with a grin. “That sure is saying something.”

Rarity had to look aside to avoid looking at her crush while slightly blushing again before continuing. “It is.”

“And if I may ask…” Trenderhoof then said. “…who were those lion and cheetah friends of yours back at the train station?”

“Fuli and Kyoga? Oh, just dear friends of mine from the Lion and Pony Guard.” She calmly answered. “Having said that they and we are part of a team that protects all of Equestria and the Pride Lands from any danger evil throws upon us.” She added with dramatic flair to which Trenderhoof chuckled at. “And truthfully they are pretty nice girls to meet once you get to know them especially when one has wisdom beyond her years and the other has speed to be able face danger head on.”

“Wise with quick thinking together.” Trenderhoof commented feeling impressed of their talents. “Sounds like two friends I want to be able to have by my side when I really need them even though I don’t have a clue to where the Pride Lands is.”

“Oh, that…” Rarity giggled before explaining it more. “…The Pride Lands is a Savannah where many animals live together in peace in harmony. You’ve never even heard about because it is located in another world.”

“That would make sense considering I have never even visited that place.” He replied. “Although if I may…” Rarity was listening. “…how did you come across this land you speak of?”

“Oh, long story short, a lion cub friend of mine, Kion, along with his honey badger friend ended up coming across here through a magical portal followed by their friends before learning to work together in defeating Nightmare Moon while forming the first ever Lion and Pony Guard team in Guard history.”

“So a fashion designer, business owner, and the Pony Guard’s most generous pony.” Trenderhoof further commented feeling flattered by her accomplishments. “You sure got quite a story to tell.”

“Oh, I sure do…” Rarity said trying really hard to keep her cool and not to faint from being overly love-struck again before pressing forward with the tour while she was at it.

So far, Rarity was getting more and more comfortable with Trenderhoof and so far, he really liked her the more she talked about what she has done through the most recent years.

After doing so, the two ponies then made their way to Sweet Apple Acres to where Applejack, Kion, Bunga, and Beshte are currently working at.

"And finally, Sweet Apple Acres. Ponyville's core, heh-heh, so to speak, where our quaint little hamlet began."

Trenderhoof was really amazed at the sight he was seeing. "Oh, breathtaking! I've heard about it of course, but to see it in vérité, to stand on the soil of a working farm... You can really feel the authenticity." He said before squatting down and dug his hooves into the soil.

"Oh, yes, uh, they, they really do grow apples here." Rarity quickly said.

"Thank you, Rarity. Thank you for bringing me here.” Trenderhoof thanked while placing a hoof on her shoulder to which gave the unicorn a lovely sense of warmth on her shoulder when he did that. “This farm is truly something special."

"Oh, I had planned to transform it into an elegant country inn for the festival... but now I see just how special it is au naturel." Rarity expressed looking having her heartwarming gaze locked into Trenderhoof’s eyes once again.

"Au naturel indeed." He returned when Rarity’s heart had her continuing her gaze feeling this is the spark needed to share their mutual bond together…

…at least before seeing that’s quickly not the case when Trenderhoof locks eyes with someone other than Rarity herself.

"Who… is... that?" He asked upon spotting the orange earth pony bucking apples and wiping the sweat off of her forehead while doing so.

"Who? Applejack?" Rarity returned now confused of why Trend would be interested her, what does he see in her?

Trenderhoof while more focused on her pushed Rarity aside to get a better look at the mare as she moved her mane around while the apples fell around her yet was more fully focused on her work to notice that the visitor was giving her those lovey-dovey eyes of affection.

"Ahem!” Rarity cleared her throat to try to get his attention. “Why are you staring at her like that?"

"I've seen a lot in my travels, but I've never beheld such beauty. Applejack... The pony of my dreams…" Trenderhoof said while staring at the pony now eating an apple while watching on with love struck awe unknowingly hurting Rarity’s feelings when her ears lowered in sadden dismay.

Sometime later, Kion and Fuli have both arrived at the boutique and came inside, looking for her friend so they can report to her of their progress.

"Rarity?”

“You home?"

Just then, they saw Spike also trying to find her looking very worried while carrying a cup of tea.

“Hey Spike!” Fuli greeted.

“Everything okay?” Kion asked upon seeing the worried look Spike was having just when Fuli stepped on the wet floor.

“And why is the floor all wet?” She asked while shaking it off of her paws just when they hear the sound of Rarity crying from where her Trenderhoof shrine is.

“That’s why?” He answered before the three friends all approached to where the heartbroken unicorn is.

“Rarity? What happened?”

“What’s wrong?”

The lion and cheetah both asked.

"He--e-e d--d--do li--ike eh!" She incoherently said in between sobs.

Both Spike and Kion were confused.

"Huh?"

“What?”

“She said “He doesn’t like me.”” Fuli translated. “And judging from when I last saw you it’s because Trenderhoof locked eyes with another pony is it?”

“Ye-ee-ss-ss!” Rarity cried out before moving to cease her sobbing so she can speak clearly. “He doesn't like me because he has a crush on Applejack, even though I've had a crush on him ever since the beginning of time, and it's not fai--i--ir!"

“Really?” Kion said very surprised to hear it. “How?”

“Apparently, Trenderhoof sees something in the country pony in contrast to the fashionista pony.” Fuli summed it up with the thought of Twilight’s words of caution beforehand coming to mind.

"Trenderhoof doesn't like you?" Spike commented. "That's ridiculous!"

Rarity resuming sobbing while gazing at the pictures of her dream stallion. "Oh, Spike, how could you ever know what it's like to be totally obsessed with a pony only to find out they're obsessed with somepony else?"

Both Fuli and Spike glanced at her with the same “Really?” looks and that was especially considering the latter went through what the unicorn is going through now.

Kion on the other hand moved to try to console her. "Rarity, I really sorry to hear that but you really shouldn’t be beating yourself up over this."

"Easy for you to say!” Rarity shouted back unconvinced. “You’ve never experienced having someone you love in the arms of someone else she is in love with someone else!”

“No…” Kion stuttered a little due to having not experienced true love beforehand before continuing. “…but I can tell you this…” Rarity was listening. “…just try to talk to him and tell him how you feel.” He suggested.

“You really think that’ll get me anywhere?” She asked while drying her eyes before thinking of a new idea of how she can try to get through to him.

“No promises, but…” He tried to insist that she doesn’t get her hopes up suddenly the unicorn bolted out of the boutique before he could finish what he was going to say. “…try not to get your hopes up if it doesn’t work out.”

“Wow.” Fuli remarked feeling amazed yet didn’t want her expression to show it due to how common it is for this to happen whenever they have the right motivation. “Who knew that a pony like Rarity crushing on a guy can give you super speed?”

“Apparently, no one until now.” Spike shared the same sentiment knowing that Rarity’s pursuit in her crush isn’t going to end well.

Meanwhile, Applejack is currently walking through town with a couple baskets filled with apples along with her strong partner Beshte just when Trenderhoof came over trying to begin a conversation with her, much to the country pony’s surprise upon seeing the dreamy gaze he was giving her.

“Oh, hi, and you are…” Beshte greeted yet surprised by his sudden appearance. “Um, hello?”

"You know, I have such respect for the work ethic of Earth ponies." He complimented paying no attention to the question the Guard’s Strongest asked.

"Uh, gee, thanks.” Applejack politely yet awkwardly returned. “Granny Smith always said, "Pick an apple a day and keep trouble away"."

"How many varieties of apples do you think there are?" He asked while following her tail.

"Uh, on the farm or in all of Equestria? 'Cause—" Applejack asked before being interrupted when Trenderhoof spoke up while levitating an apple with his magic.

"I once had an apple so rare, they thought it was extinct. I ate four of them." He recalled while biting on the apple so hard he accidentally made a few bits along with the juice to splatter all over Applejack’s face.

"Is that a fact?" She asked while wiping the juice and bits off of her face while Beshte watched on finding his coming onto her a little creepy.

"That's my thing. I take the mundane, the simple, the unappreciated, and I make it relatable." Trenderhoof continued while pointing hooves at nearby and unsuspecting ponies who eyed him in confusion when he said all of that.

"Well, I hope you can relate to Ponyville." Applejack responded while walking out ahead with Beshte following after her, clearly showing no romantic interest in him.

“Nice meeting you.” Beshte said in his direction before turning back and finding the unicorn has reappeared right in front of them while walking backwards.

Apparently, this unicorn doesn’t seem to fully grasp that the cow girl is seeing this as unwanted affection by the pony who is crushing hard on her. "Me too. But enough about me. I wanna know about you! What do apples mean to Applejack?" He asked still trying to flirt with her.

Applejack, however asserted that she is not interested in his attempts to come on to her. “Look, I'm glad you're interested in Ponyville 'n' all, but I'm kinda busy with my chores. And if I can't get 'em done, there won't be a Ponyville Days festival for you to write about."

"Well, that will never do!" Rarity’s voice spoke up, while appearing wearing a decorated stray hat, pink country and glittery boots, and carrying a matching basket around her neck, a very fitting country version outfit for Rarity.

“Rarity?” Beshte asked highly surprised, finding wearing country outfits is usually not in her taste.

"What are you wearing'?" Applejack asked in the same tone finding it rather odd for her to want to spend her time doing something like this.

"What, this old thing?" Rarity smiled while thinking nothing of her outfit with the hopes that Trenderhoof will , although it was still in vain due to the pony still seeing Applejack with love-struck hearts in his eyes.

"Looks lovely, Rarity.” Beshte kindly complimented. “But shouldn’t you be busy planning for the festival?”

"I am.” She asserted before approaching the three. “But the thought of hauling apples inspired me, and I just couldn't stop myself!"

Applejack didn’t really buy it feeling there is something off with her sudden approach to farm-like activites. "Really? You?"

"If there's one thing I love, it's hauling apples!" She insisted while flipping her mane curls.

Applejack rolled her eyes in response while Beshte didn’t have much to say.

"I'm growing fond of it myself." Trenderhoof commented with a lovely gaze in the earth pony’s direction right in front of Beshte’s face.

"Maybe you two should try it sometime." She muttered under her breath trying to wonder what has gotten into them and ignoring the male pony’s affection once more.

"I'm feeling a tad inspired." Trend continued before speaking then began to speak in poem form, leaving Rarity feeling very touched at first especially when he moved to place a hoof on her chin. "Without farm life, there'd be such disparity. These thoughts I think with great clarity. Apples high to the sky. She's the one of my eye. That fruit-hauling pony named...” Then he suddenly turns and places a hoof on other pony’s chin. “…Applejack!"

Rarity's jaw dropped and felt her heart shatter once more and then felt a sense of green-eyed jealousy and rage boiling inside of her something to which Beshte took notice of.

“Rarity, you okay?” Beshte asked out of concern.

Rarity however, wasn’t in the mood to talk about. “Just peachy keen. Thanks for asking.” Was all she said in response before walking off ahead in a huff.

“Okay.” Beshte accepted without question before eyeing Applejack. “What was that all about?”

“To tell you the truth, I have no idea.” Applejack honestly replied before moving forward continuing to ignore Trenderhoof’s constant gazing her in the eyes. “But I get a pretty good feeling I’m going to be finding out why sooner or later.”

And true to form, her concerns were further increased when Rarity joined them at the farm, ready to try her hoof at field plowing, even though she has no experience or any idea of how to do it.

"Rarity, why do you want to plow a field?" Spike who was there to witness this asked.

The unicorn however was more focused on the task itself to pay attention to his question. “Is it me, or could this use a splash of color? And maybe a wash!"

"Don't we need to check on the gala decorations?" Spike reminded. "Otherwise we’re leaving the Lion Guard with more work."

"Yes, yes, of course, but Trend obviously has a thing for farm life.” Rarity brushed it out without glancing at the purple dragon. “If I can't convince him that I'm just as much of a farm hoof as Applejack, I'll never get him interested in the festival."

"The festival. Right." Spike commented with an uninterested glance away from the self-obsessed unicorn…at least until she gave him an affectionate hoof on his cheek before hugging him.

"And I do appreciate your help ever so much. I couldn't do a thing without you, Spikey-poo.'” Rarity gratefully said to which had Spike’s cheeks turning pink.

"Well, that's what friends are for!" He replied while tapping his index fingers together while trying to mask his slight blushing moment.

"Right, so." Rarity moved to jump onto the plow and then pulled and whipped the reins like she is riding and commandeering a horse. “Come on! Farm... thing!" She whipped again before quickly sighing in dismay, "Oh, how does Applejack do it?"

"Well, it would help if the harness was on right!" Applejack pointed out while appearing with Beshte and Trenderhoof walking by her side while looking very puzzled at the sight of Rarity’s attempt at plowing. "What are you doin'?"

"I am simply lending a hoof with the chores, which I love doing ever so much." She claimed with a bright smile even though Applejack was eyeing her unimpressed and Beshte was still confused with what she was really hoping to accomplish.

"Well if you're still interested after the festival I can teach you all about it." Applejack said before taking control of the reins herself. "But right now, I need to get the plowin' done, if you don't mind." She then galloped away to carry out her task, with the plow in tow, causing Rarity to fall right off right into Trenderhoof's hooves.

"Not at all." She commented to herself dreamingly before being dropped when Trend moved to watch Applejack doing her job.

"She makes it look so easy." Spike commented feeling very impressed upon seeing Applejack work in progress.

“Well she has been doing it for quite a while.” Beshte added. “And having as much strength as me certainly does help.”

"I know. Isn't she fantastic?" Trend commented while looking on at the hardworking pony with dreamy eyes with his crush for her increasing even more leaving Rarity further discouraged.

Later after finishing up her plowing work, Applejack began bucking the apples while Trend continues watching over her by clapping for her while she works enthusiastically as he observed her work further annoying the farm pony even more.

While Beshte was assisting Applejack with his portion of the trees, he noticed Rarity watching nearby from where he was standing and using his back to knock the apples from the trees.

"I really don't see what the fuss is all about." Rarity commented before attempting to buck a nearby tree Beshte was about to buck with her back hooves.

"Hold on Rarity, I wouldn’t do that if I were you.” Beshte quickly warned before she could.

“What do you mean?”

“He means that if you don't get the buckin' just right, you could sprain a hoof or worse break your back." Applejack answered while approaching them.

Rarity scoffed her warning in response. "I am perfectly familiar with the apple-bucking process, thank you very much. But while you seem to rely on raw power, I believe a certain amount of style is required." She then locked eyes with Trend with the affection that she wants him to return in kind. "It's really more of a dance, if you ask me."

Beshte turned to the farm pony if he should stop her or not before standing down when she shrugs in response, considering that she is smart enough not to injure herself.

The unicorn demonstrated her point by twirling and humming before kicking the tree with her back hoof, with only one apple falling perfectly into the basket.

"Et voilà!"

“Okay.” Was all Beshte had to say yet slightly impressed that she even managed to get one apple off of the tree with her bucking.

Applejack on the other hoof, was not impressed before rolling her eyes. "Well, your way is definitely long on style, I'll give ya that much."

"Thank you." Rarity returned oblivious to what she really meant when she said that.

"Now, if you'll all excuse me, I have some more chores to do." Applejack began before walking off with Trend following after her. She quickly stopped and turned back with a glare to get him to stop following her. "Inside!" She asserted before walking inside the nearby chicken coop to get eggs, or more accurately to get away from Trend.

After she went inside the coop, Trend turned to Rarity with a question in mind for her. “Rarity, can I ask you something?"

Rarity felt delighted, feeling that he is finally going to say what she thinks he is going to say. "Oh, why, Trend, you can ask me anything."

"I've been meaning to ask for a while, and frankly I'm sort of embarrassed…" He began while the unicorn looks on grinning waiting for those magical and long awaited words… “Rarity… do you think…”

But instead came…

"... Applejack would be my date for the festival?"

And that was the last straw that sent her over the hedge. “Why don't you go ask her yourself?! Hmph!" She angrily snapped before walking off in a huff, leaving Trend behind trying to wonder what had just happened before turning to the hippo hoping for an answer.

Beshte simply shrugged in response since he too was lost on why this was happening.

A little while later, Applejack came out of the coop before moving to tiptoe by Trend, who trying his hoof at bucking apples himself, only to have one land on his horn leading to Beshte to approach him so he can correct his form.

By sneaking by, tree to tree, bush to bush, she was able to make a run for it to the barn unnoticed. Once she was inside and closed the doors behind her, she sighed in relief. She doesn’t like this pony constantly following her with love-filled eyes but truthfully, she can’t push herself into being cold-hearted in refusing his advances without risking hurting his feelings yet unsure of how to do it.

"Whew! Well, that was close." She said to herself finally able to get rid of her stalker for now.

Alas, dealing with a pony that she has no romantic interest in constantly swooning over him was only half of her current problems since she now has to deal with the other half, and that is the unicorn inside the barn along with her big brother at work and lion cub friend who had just arrived to check up on the Apple Family’s preparations.

"If you've come to apologize, there's really no need." Rarity said while her head turned away from her friend.

"What are you talkin' about?" She inquired while Kion eyed the unicorn wanting to know what this was all about.

"Let's dispense with the charade, shall we?" She replied in a tone to assert that she knows full well of what she is talking about.

Applejack now figuring what it is spoke up to try to explain herself and offer a helping hoof. "Listen, I know you really want Trend to like you…"

"And he does! Despite somepony's best efforts!" Rarity immediately cut her off before facing her friend right in her face with contempt.

"I swear I don't know why he's so interested me." Applejack honestly explained while Big Macintosh loads the cart Rarity prepares to walk off with. "I don't know anypony who's that interested in farmin'. Not even me! Besides, I don't even like him that way."

"And you shouldn't! I saw him first!" Rarity responded with a refusal to hear her out.

“Shouldn’t focus more on the festival you're preparin' for. Or should I say, our friends are?" Applejack suggested not wanting to fight with her about it.

Rarity still kept her head up high and proceeded to move forward with what she wants to do. “Well, I have a new vision for the festival…" She said, now speaking to a more country accent. "…and it's gonna be more country than the whole Apple family put together!"

After she left, Applejack, Kion, and Big Mac all shared concerned looks.

“What just happened?” Kion asked eyeing Applejack.

“It’s a long story.” She sighed in response before moving to explain it to him.

The following day, The Mane Five and the Lion Guard were all gathered at Rarity's boutique once again. Only this time, they all found that the fashion runway was decorated differently. The curtains looked like created with patch ups and around the sides of the runaway

"Um, isn't it a little late to be changing the theme of the festival?" Fluttershy asked.

“Especially when the festival is now to soon to have anything change at the last second?” Ono added while baffled at what he was seeing. “From formal elegance themed to country farm like themed? I mean what the hay is this?”

“That’s real hay, Ono.” Bunga reminded to which the egret frowned at him in response. “And uh, language.”

“Bunga…!” Ono growled.

"Sorry…” Bunga quickly said seeing that he pushed his luck there.

Just then, Applejack came galloping in.

"Applejack, any idea what's going on?" Fuli asked.

“And why Rarity has taken a sudden interest in farm-like fashion?” Kyoga added.

"I'm too scared to guess." She answered unsure of what’s going through the unicorn’s mind.

At that moment, the lights dimmed and the lights on the runway lit up, where Rarity still speaking in her country tone spoke up. Something that Kion immediately picked up that something was very wrong here and saw that she isn’t acting the pony he knows her for.

"Firstly, I just want to thank you all for comin', and second, I know y'all will all adore my new festival theme!"

Spike emerged from the curtain wearing a straw hat while playing the banjo.

“Huh?” Bunga uttered with a slack-jawed expression.

The curtain opened to reveal Rarity, with her previously curly mane messy and straight, wearing a stray hat with her horn sticking out, and dirty blue jean overalls. Behind her were farm animals, pigs and chickens, along with a few bales of hay, a wagon, pitch forks and horse shoes on the wall.

"Simple Ways!"

For a moment, everyone was silent unable to express of how they all truly felt about Rarity’s 180 in fashion and inspiration since country theme fashion isn’t really her style.

The brief silence broke when Applejack, Bunga, and Fuli all started laughing hysterically at the scene. While laughing, Applejack leaned onto Fluttershy while Fuli and Bunga placed their paws on each other for support.

"Well? What's so funny?" Rarity inquired, still speaking in her bad country accent.

"Rarity, that is the silliest getup I have ever seen!" Applejack answered while still laughing.

"It is a little funny." Fluttershy commented in agreement.

"Fun-nay?" Rarity asked in confusion with an arched eyebrow.

“Of course! How could it not!” Fuli asked in between laughs before dropping onto her back while Bunga placed his hands on his knees.

“It’s hilarious!” Bunga remarked still laughing uncontrollably. "You sure crack me up lady!"

Kion couldn't help but stiffle some laughter before calming himself down so he could get serious with her friend. "Rarity, you aren't serious, are you?"

“This isn’t like you!“ Ono voiced Kion’s thoughts when he examined her outfit. “Not to mention not your style.”

Rarity responded while glaring hard into his eyes to which had him startled when she did it so suddenly. “Well of course I'm serious–" She quickly realized she spoke in her normal voice, before clearing her throat and reverted back to her country accent. “Why wouldn't I be?"

“Because like Ono said, you would never dress like that." Applejack pointed out.

“Yeah Rarity.” Kion chimed in. “You like fashion and high society and fancy things."

"And I can like plowin' fields and haulin' apples just as much." Rarity insisted rather condescendingly.

"But you don't!" Kion stated.

"How do you know what I like?" Rarity huffed in response

"Because we know you." Applejack said while defending her friend when she nearly got into his face for it.

Rarity shoved the two aside, "Wail, maybe you don't know me as well as you thank."

"Oh, really? And I suppose it's just a coincidence that Trenderhoof seemed so interested in country life, too?" Applejack fired back at the stubborn unicorn.

“So that’s what this is all about?!” Fuli asked now feeling baffled with this in light. “Seriously?!”

“Apparently, since it’s not Opposite Day.” Kyoga muttered.

“Nope, definitely not!” Pinkie having heard that pointed out while showing her the calendar she had in her mane. “At least until a few months from now and that’s when I make pies for everyone that holiday.”

Behind the pink pony’s back was Rainbow visibly cringing at the thought before focusing her attention back to Rarity where Kion once more tries to reason with her with country-like approach with both the festival and herself.

“Please, Rarity. I know that it’s frustrating to have to put up with a guy that doesn’t share the same feeling with you, but I really think you’re really trying way too hard of enforcing something that’s not meant to be.” He implored of her.

"I don't know what you're gittin' at!" Rarity ignored him before moving to leave the boutique shop.

Seeing him getting brushed aside like that sparked fury in the cheetah’s eyes leading to her to shoot one last remark in response while looking on sternly at the mare.

"Well then, I guess I'll just have to show you!"

"Be my guest! Now, if you all will excuse me, I have a hootenanny of a festival to put on." The unicorn returned before leaving the store, leaving Fuli growling back in her direction as soon as she left.

“So…” Bunga then brought up. “…what does this mean in regards to the festival? Are we redoing everything to fit with this new country style?”

“There’s no time!” Fuli asserted. “Besides that’ll ensure her own self-destruction in her own career by doing so.”

“Fuli’s right!” Kion agreed. “We’re still going forward with Rarity’s more fashionable plan. The plan that actually earned her the privilege of putting together this festival in the first place.”

“Okay, but question is how to do we get Rarity or Simple Rarity to snap out of it?” Ono asked. “Because it doesn’t seem that she’s willing to listen to reason anytime soon.”

"Oh, don’t you worry about that.” Fuli quickly assured him. “I’ll deal with her.”

The Guard all looked at each other and with her, very curious of what exactly she is thinking.

“Are you sure?” Kion asked.

“Kion…” She gently insisted. “…it’s okay. I know exactly what to do…” She turned to Applejack. “…and I know just the pony to help me out on that.”

“Count me in.” She said all ears with what she has in mind…

At Sweet Apple Acres, Spike is writing on his clipboard while Rarity was speaking to the fillies she has gathered for her fashion show.

"Now, to be a model in the Simple Ways fashion show, you might think "simple" means "less is more". Well, that just ain't so. If you want to be real simple, more is more."

She then levitated in her magic a stray hat, a patch of dirt, a dead flowers, a pair of worn out overalls, and two green farm boots. She demonstrated by eying and placing them onto Apple Bloom, much to her and the other fillies' silent horror since it was a really badly designed outfit.

"Now, y'all go off and make yourselves look just like that." She quickly dismissed them who all left the barn with her younger sister eyeing her wondering what happened to the pony she grew up with while her friend struggled to even move in her new getup before moving to remove it from her as soon as they were out of Rarity’s sight. The unicorn turned back to Spike for the next item of business. "Who's our next model for the fashion show?"

Spike read the next name on the clipboard, while eyeing and squinting at the written name in question very closely, "Um… Apple... Jewel…and…Fuli…Formal…?"

"Who the hay is that?" She wondered in confusion when the lights dimmed with tango music playing when a spotlight shined on the models on stage.

One model, Applejack, was a pony wearing in a stunning pink and aqua blue dress, her golden yellow mane styled upwards, tied up by a decorative apple-shaped jewel with a pink and aqua stone.

The other model on the stage following after her, a familiar cheetah, Fuli, now wearing an equally stunning fiery orange and golden yellow dress, and a similarly colored jeweled necklace around her neck and on the top of her head.

Rarity could not believe what she was seeing, finding it really out of character for both Applejack and Fuli to be doing this sort of thing.

Regardless, Applejack and Fuli both gave a really good show, walking across the runway with elegance that Rarity would normally approve of. Even the sassy look that they both gave upon turning their backs towards her.

"Is this some kind of joke?" Rarity asked thinking this is actually a prank someway somehow.

"Why, Rarity…” Applejack spoke in an upper-class accent similar to what Rarity usually speaks in. “…whatever would make you think we were joking?"

"Because you two would never wear ensembles like that. You like plowing fields and hauling apples. And you Fuli, you prefer to hunt and run around at top speed—"

"And we can like fashion just as much." Fuli countered in the same upper class accent while tilting the unicorn’s straw hat, who quickly readjusted it back properly after she did so.

"But you two don't!"

Applejack held her head up high and turned away in response. "Well, maybe you do not know us as well as you think."

“Surely, you of all ponies, would understand that.” Fuli added looking on while sounding like she is looking down on her.

"Fine. But I got a whole festival to plan, so if you're goin' to start modelin', just get on with it!" Rarity said now back in country-like voice.

Applejack and Fuli both smiled at each other before moving forward with their plan by continuing to speak in their upper-class voices.

"Life is a festival, and you should celebrate it by looking just like me! Because I'm a trend-setting fashionista!" Applejack said first while posing for a few photos.

"You're a trend-setting fashionista?!” Rarity asked in incensed shock in her normal voice. “Why, that is the most ridiculous thing I've ever– I mean…" She quickly corrected herself before resorting to scratch her ear like a dog, "Good for you. I, on the other hoof, couldn't care less how I look, long as I get the chores done." She then tapped her nose, while giving a stupid look and braying like a mule.

“Oh, is that so?” Fuli questioned with a mischievous smile with Applejack following suit.

"Yes, indeedy-doodle!" Rarity stated in the face of the two models circling around her.

"Not me! My mane needs to be perfectly coiffed at all times." Applejack said while admiring herself in the mirror.

“And my fur needs to smooth and slick no matter what.” Fuli added.

"Well, my mane is full of dust and split ends." Rarity fired back while removing her hat now starting to get a little testy with her temper now.

"My hooves are so polished, you can see your reflection in them." Applejack remarked while admiring her clean hooves.

“And so are the claws on my paws.” Fuli added while briefly retracting her nice clean and sharp claws.

"My hooves are cracked and dry from working in the fields!" Rarity said while showing her dirty hooves.

"I'm so fashion-forward."

"And I walk in a regal matter."

"I wear droopy drawers!"

"I smell like rosebuds."

"And my dress is so on fire!"

"I love being covered in mud!"

The three traded culminating with the unicorn snapping and leaping into a large pile of mud in the pig pen causing mud splatter everyone with a big drop landing on Applejack’s dress. Once Rarity saw what she did, she suddenly looked on in shock and had an immediate change in attitude.

"Goodness! Your couture!" Rarity exclaimed no longer speaking in her former country accent before rushing over to clean off the stain with her hooves only to place more mud onto it due to having mud on her own hooves. "Ooh, it's bad. Will somepony bring me a towel to wipe this repulsive filth from my hooves?!"

Fuli was quick to hand her a towel for her to do so while moving to pull another towel to wipe most of the mud from Applejack’s gown.

Applejack's voice changed back to normal as she hugged her friend. "There's the Rarity I know!"

“Looks like Apple Jewel and Fuli Formal tops Simple Rarity.” Fuli remarked smugly.

“All thanks to your plan.” Applejack commended.

“Really?” Rarity was astonished. “This was your idea?“

“What?” Fuli asked teasingly. “I can come with plans as well as Kion. I might not be a genius and I might like speed and taking action, but I’m not stupid.”

“Well come on now…” Rarity giggled a little in response trying to voice otherwise before immediately dropping the smile with much needed words to say to her two friends. "Oh, Applejack, Fuli, I'm sorry I said all those things. You're both true friends who probably knows me better than I know myself. I don't know what I was thinking wearing this ridiculous outfit."

"I kinda know how you feel." Applejack said in response speaking from past experience.

“And sometimes we all get carried away with our pride taking over while caught up in the moment.” Fuli added.

"Oh, but you were just trying to help me see how silly I was being.” Rarity countered.

“True.” Fuli nodded while pulling no punches there to which Applejack smiled at. “But, like I said it’s bound to happen when we’re not thinking clearly. I mean you’re looking at someone who nearly gotten eaten up by vultures after one too many sprints across the Pride Lands.”

“Coming to someone’s rescue isn’t hard to forget.” Rarity giggled slightly at the memory. “And like what you did today, you went through the trouble of coming to my rescue.” She then eyed the dresses the two tomboyish girls were wearing. “Besides, those gowns look just gorgeous on you both. I wish I hadn't ruined yours Applejack."

“Thanks!”

“It's nice, ain't it?"

The two replied taking the compliments in stride liking the dresses themselves.

"They’re magnificent! Wherever did you get them?"

Applejack winced before honestly telling her… "Oh um, they’re actually, yours including this one."

Fuli winced too given Rarity quickly widen her eyes in horror before urgently grabbing and shaking Spike. "I'll need three gallons of boiling water and one ounce of detergent, stat!"

Spike ran off to fetch the urgently requested items just when Trenderhoof walked in, now wearing overalls and a stray hat just like Rarity.

"I'm moving to Ponyville!" he announced, much to the girls' surprise. "Being the most interesting pony in Equestria is exhausting. I want to leave my exotic, exciting life behind and live on a farm!"

"What?!" the three girls exclaimed in response to his declaration with Applejack now worried by his statement.

"Well, that's real nice, but I sure hope you weren't thinkin' of Sweet Apple Acres."

"Oh." Trenderhoof voiced in disappointment seeing that she is not board with this.

"Uh, look, you're a fine pony…” Applejack began trying to put him down gently. “… but, uh, I'm, well uh…"

Before she could fumble in her awkward attempt to explain herself before her friend Rarity stepped in. “I think what Applejack is trying to say is that there's something unappealing about a pony who'd change themselves so much just to impress somepony else. If somepony doesn't like you for who you are, it's their loss."

Fuli nodded in approval with her nicely thought words personally thinking she couldn’t have done it better herself.

"Well, this is awkward." Trenderhoof voiced when her words of wisdom finally kicked in and had him realizing what he had been doing ever since he met Applejack.

"Not at all." Rarity smiled in assurance. "In fact, I think I know just how you feel."

“Couldn’t have said it any better, Rarity.” Kion complimented upon arriving at the barn with a proud smile for the unicorn just having learned her lesson.

"So I take it everything’s all set?” Fuli asked knowing why he’s here.

“Yep.” He nodded. “We’re all good.”

“Good for what?” Rarity asked confused by what they meant by that before realizing. “Oh my stars, the festival!”

“Easy, Rarity.” Kion was quick to place his paws on her chest to get her to calm down before she could fly of the handle in freaking out again. “Even with your little love filled distraction we still managed to take care of what needs to be done, so consider the only things you need to get done is dressing up for the festival.”

Rarity quickly sighed in relief before embracing all four friends into a group hug. “Oh, thank you all so much!”

When it was now nighttime in Ponyville, the festival began and took place with the formal theme as originally planned by Rarity herself. Everyone was all dressed in formal attire with the Lion Guard crew in tuxedos just like the Grand Galloping Gala with the only change being the color in their tuxedos and bow ties.

Kion wore an orange colored tuxedo with a yellow bow tie to match the dress Fuli was wearing. During the celebration the two shared a friendly dance together with Kion smiling very pleased with her successful effort in getting one of their friends back to normal.

Beshte wore a bright blue tuxedo with a matching bow tie while Bunga wore a dark blue one to match his fur along with his matching bow tie and they were both snacking on classy food together along with helping themselves to apple cider too.

Even though Bunga might not be the best example of displaying proper etiquette, he did however surprisingly, show proper manners for the party which showed to Rarity of how much he respects her and values his friendship with her.

“Ah-hmm.” A girly voice spoke in Beshte’s attention. It was one of the lady hippos that previously flirted with him the other day wearing an equally colored sky blue dress with bright blue crystals on her necklace. She was hoping he would spare some time for a dance with her.

“Wish me luck.” Beshte whispered to the honey badger before joining her on the dance floor along with Kion and Fuli.

“Good luck!” Bunga shouted after him just when tango music started to play.

When the music started to play, Trenderhoof now dressed in formal attire too, approached Applejack and Granny Smith hoping for dance. And much to Applejack’s relief, he instead was seeking a dance from her grandmother, after finally understanding that the farm pony doesn’t share the same feelings for her.

“Phew! About time!” Ono wearing an orange tuxedo with a bright blue blow tie remarked.

“No kidding.” Applejack commented in agreement while they watch the ponies dance to the tango along with Rainbow Dash, Pinkie, and Fluttershy who likewise joined their pony friends on the dance floor.

Rainbow choose to dance with Fluttershy, Pinkie choose to dance with Bunga, and Ono danced with both Applejack and Kyoga mainly because they didn’t want to be left out of the dance since all of their friends were dancing the tango too.

Following the dance, Rarity appeared on the runway for the fashion show showered with pictures and praise for her wonderful blue dress to which Trenderhoof appeared with a red rose for her as an apology for the way he previously acted. And true to character, Rarity gladly accepted them both.

Even though they understand that they both don’t feel equally in love with each other, they’ll always still be friends deep down and that was enough for the two to hug it out to which the crowd awed at the heartwarming friendly sight.

During the celebration, Rarity took this time to write the lesson she learned on the friendship journal.

"Organizing the Ponyville Day celebration was one of the hardest things I've ever done. But I learned an important lesson. Real friends will like you for who you are, and changing yourself to impress them is no way to make new ones. And when you're as fabulous as I am, it's practically a crime!"

“Truer words have never been spoken…” Twilight’s voice commented upon observing the scene from the Canterlot Castle before making her down the hallway towards the direction of the observation tower before using the telescope to get a close look at the formal party going on in Ponyville. “… But question is Rarity…” She eyed the unicorn with Trenderhoof on the runway specifically just when the rest of her friends got together for another one of their group hugs “…are they real friends to you...?”

“Guess we’ll have to find out.” Scar commented upon appearing alongside her, once again wearing his black cloak with only his head appearing. “Because if they really do care for her, then they’ll really have to dream of it, if they ever hope to save her…” His sinister neon green eyes glowing with flames appearing in them. “…otherwise, Equestria might be ours for the taking.” He then chuckled to himself while Twilight continues looking on the Guard with locked eyes of determination for another opportunity of revenge against them right around the horizon…

Author's Note

In this episode we have Rarity meeting her idol who she has a crush on in preparation for the upcoming Ponyville Days Festival. Unfortunately for her she finds the hard way that crushes can be one-sided to when said pony falls hard for Applejack instead who on the contrary does love him back.

A pony not good with rejection drives the fashionista into acting like a country pony and even going as far as trying to change up the theme briefly even though her fashion-filled elegant them fits it way more perfectly.

Long story short, it took two friends of hers who knew her very well, two tomboyish friends of her to act and dress exactly like her to get her to snap out of it and resolve to being herself even if she doesn't get a pony of her dreams and put forward the elegant night to honor the founding of Ponyville.

Now that we've made it this far, it is now time for the long-awaited mid-season finale of this season which consists of a 4-parter featuring the Lion and Pony Guard along with their family and friends going up against the forces of nature that involve the Princess of Night's past evil self, along with two titular characters leading the charge of finishing off what Nightmare Moon started during the thousand years from when she was banished to the moon.

Midnight Sparkle and Nightmare Rarity. (AKA IDW Issues 5-8)

Without saying much, all I can say about this upcoming special is that more big changes are coming this way and what you might what wonder what they are well, something that awaits for everyone a week from now, Sunday the 13th (AKA Super Bowl Sunday) so stay tuned...

Episode 14: Midnight Sparkle and Nightmare Rarity Part One

Episode 14:

Midnight Sparkle and Nightmare Rarity

Part One

Sometime after her trip from Canterlot High, Twilight made her way back over to Pride Rock where Scar has requested an audience with her. Deep down, she plans on keeping her trip there under wraps with the personal expectation that not a single word is spoken about it. Yet what she doesn’t realize is that Scar’s 24/7 monitoring applies to her too since it proves that her true loyalties are in question. Later on and further confirmed and especially after her bonding time with Cadance and Kiara.

She flew over and landed on the edge of Pride Rock where her master is expecting her while both have calm and collected demeanor's upon greeting each other. Behind him are Chrysalis and Ushari who have also been asked to attend his latest meeting.

“Hello.” She said. “You wanted to see me?”

“Oh yes.” Scar replied with a sinister smile. “It’s time to start planning for an attack on Equestria.”

“So soon?” Twilight was surprised to hear that. Given that they haven’t found any of the keys to the Elements of Harmony, she personally expected it to come later on when they have actually obtained them all first. “I mean, not trying to question your approach, but why so soon are we planning your endgame?”

“Because the Lion and Pony Guard are starting to have hope in planning an attack on the Pride Lands.” Ushari answered with sharp eyes towards the alicorn. “Hope that might prove crucial in providing them a way to triumph over us.”

Twilight turned to the resentful changeling queen before turning back over to the lion standing up front looking for a translation of what kind of hope they have that might give them an edge over them.

“Like what kind of hope? A new magical spell that can take away someone’s magic?”

“Correct, Twilight!” Scar confirmed. “And I suppose you’re wondering how I got my powers?”

“Like with all mysteries I’ve encountered including you surviving the fire at Pride Rock, yes, yes I do.”

“Well…years ago back to the day I was overthrown as King of Pride Rock…” Scar recalled back to the very battle to where he had lost everything.

After making the mistake of indulging in some evil gloating, he’s publicly outed as Mufusa’s killer, and after pinning the blame of his crimes on his loyal hyena henchman, he lost all of his followers, and the throne after Simba defeated him in battle and sent him tumbling down Pride Rock to the ground from a fall that briefly knocked the wind out of him.

Once Scar managed to recover and sit himself up from the ground, he opened his eyes to see his now former minions approaching him, all with angry eyes directed at him.

“Ah, my friends!” He said to them in relief as he rises to his paws, unaware of why they are truly upset with him.

“Friends?” Shenzi laughed it off while turning to Banzai. “I thought he said we were the enemy.”

“Yeah. That's what I heard.” Banzai agreed with a grin to which had Scar widen his eyes in horror upon realizing they overheard him saying that in his moment of cowardly weakness.

“Ed?” Both Shenzi and Banzai asked for their thoughts.

Ed’s response in contrast to the previous times he’s laughed in a rather silly manner, is much more deviously serious and maniacal this time around along with licking his chops directed at the treacherous lion. Which means that Scar is very much in deep trouble and is facing a death sentence for his treachery just when the other hyenas slowly and menacingly approach him with vicious grins.

Upon realizing his fatal mistake, he tried really in to clear it up along with begging for mercy while finding himself backing up. “No. Let... No. L-L-Let me explain. No, you don't understand! No, I didn't mean...” He desperately begged while flinched as they corner him. “No! No! Look, I'm sorry I called you... No! No!”

But it was no use, the hyeans have all charged and leaped down towards him to maul and devour him just when the flames rise up and obscure Simba’s view on them from above.

Seeing that he is on his own this time around, Scar moved to swipe his claws at the incoming hyenas that try to attack while carrying the hyenas biting their teeth on his mane and skin. He roared in pain before spinning himself around in an desperate attempt to get all of the hyenas clinging and biting him off of him before swiping Shenzi, Banzai, and Ed near the rising flames before making a mad dash through the only opening away from the hyenas and the growing flames around them.

“He’s getting away!”

“After him!”

Both Banzai and Shenzi both shouted upon seeing him make a run for it.

Scar ran away from Pride Rock, yet had the entire hyena clan furiously eyeing him with their teeth and ambition to kill him for attempting to betray them right behind them. To him it would be suicide to attempt to stop and try to fight them all, after all, he’s injured and weak from the previous mauling and fall he took in after Simba literally over-threw him. But how can he go up against them in his current state.

He thought about while moving to climb up a nearby tree for safety, and after some quick thinking, he already had an idea. By sinking his claws into the nearby flames he mentally prepared himself for that last stand since he can feel that he is now on the verge of dying either way with what had just happened.

With a ferocious roar and leap from above, he leaped down to lunge at the hyena clan with fiery paws striking fatal hits on each hyena that he came across. By swiftly swiping and killing off every hyena that sunk their teeth into his skin, he was able to stand his ground.

Shenzi, Banzai, and Ed were all left stunned at what they were seeing more lunging over him just when he leaped over the many hyenas that tried to corner him once again while sending fire right at them.

With three hyenas making another charge at him, Scar scoops up nearby coal and hot ambers and swipes it right at them. The burning pain in their eyes ended up causing them to drop to the ground and blinded them from seeing their target already leaping over right at them for the kill. With three simple bites to the necks, they all ceased to live.

By then half of the pack was already dead, and the remaining hyenas were left stunned and filled with rage and fear at the sight of what Scar just did to their leaders before they all growled and lunged at him in a roaring vengeful charge at him. But Scar was ready for them this time, for he carried the three bodies with his teeth while charging right at them, swinging and nailing every hyena with every hit into the nearby flames.

At that moment, the very few hyenas that remained alive, all realized that they are now on the losing end of this battle and have all decided to run away in the direction of the borders of the Pride Lands never to be seen again while Scar watches on with his fierce expression not changing even after surviving the hyenas.

His victory didn’t last due to succumbing to his injuries as he collapsed to the ground with his vision fading as he takes in his final moments of living.

When his eyes opened up, he awakens to see that only his spirit is moving around the Pride Lands just when the rains begin to fall and extinguish the flames that nearly consumed Pride Rock. He looked down on his now lifeless body before eyeing all of Simba’s friends and family roaring and watching him accept his place as the rightful king of the Pride Lands.

He is now sulking that he has lost, but yet is curious to how he is still alive, like someone has provided him magical means of his spirit still lingering around and that question on his mind would be answered when he sees a sinister pair of blue eyes from above high on the moon.

Curious, his summoned spirit floated upwards towards the moon to where he is met with a very peculiar face he’d never thought he’d ever see in his life, or his case afterlife.

A tall black coated alicorn, decked with bright royal blue armor, and a long ethereal blue mane that floated upwards like magic.

“So….” The mare spoke with a malicious grin. “…overthrown by family, huh? Such a shame to see to your now former kingdom go up in smoke.” She chuckled.

“Tell me about it.” Scar huffed feeling agitated already. “…like lurking over my shadow wasn’t bad enough.”

The mare chuckled once more in response to the lion’s equally dry wits. “Well played, my friend. Someone who gets my sense of humor. I sure can tell that you and I are alike.”

“How so?” Scar questioned expecting a good answer out of it.

“Well, you see, I too ruled over a land alongside my sister, until my adoring subjects decided to worship her more.” She explained with hints of bitter resentment directed at her sister just when Scar’s ears perk up at the mention of sibling tension coming to play here while she shows him the flashbacks of her at certain moments before becoming the villainous mare she is now of her watching her overly adored older sister receiving praise for her heroism. “It got to the point I was left feeling second best and overshadowed by her, until I couldn’t take it anymore. So one night, I refused to lower the moon when it was time for night to befall on everyone and transformed myself into becoming the mare everyone now knows as Nightmare Moon.” She also showed him the flashback of the fateful night she became the mare he is seeing now. “We both fought ferociously over the dark skies, alas thanks to my sister unleashing the powers of the Elements of Harmony on me, I am trapped here on this place for a thousand years.”

“Sure must be quite a long time to be isolated like this.” Scar remarked feeling slight sympathy for her plight.

“No kidding.” Nightmare Moon hissed in reply while showing him magical flashbacks of the day he obtained his scar and his desire to overthrow his older brother. “I can tell that you’ve been through quite a lot yourself, haven’t you?”

“More than you could ever imagine.” Scar said feeling there’s not much to be said given this mare knows everything about him. “Guess we’re stuck on the same boat or moon in this case here.”

“We sure are.” Nightmare Moon agreed with a proposal on her mind for him. “And since you’re here, I have this to ask you.” Scar’s eyes locked on intently just as she is about to ask her question to him. “What would say if I gave a second chance in life to reclaim your kingdom?”

“I’d say what’s in it for you?” Scar asked in return feeling suspicious knowing a deal that good always involves a catch.

“I’ll be able to reclaim my kingdom too along with destroying my sister in the process.” The villainous mare replied. “Along with that I’ll just sleep better knowing that’s she off the throne and onto the moon for the next thousand years as payback for banishing there in the first place.”

“Oh, really?” Scar’s suspicion did not lower in the slightest since one way or another these kinds of deals tend to backfire when something doesn’t go right and that this was all too good to be true. “Everyone knows that I’m no longer a threat to them now that I’m dead. What miracle do you possess?”

“The ability to give you life and new powers for you to conquer your own kingdom back.” Nightmare Moon firmly answered while demonstrating it by holding up a ball of magic as proof. “And in return, all I ask you is one small thing. Just one small thing before allowing you to roam your world alive and freely…” She leaned in while clasped one of her hooves together. “…the location to where the Elements of Harmony, the very power used to defeat me before, are located.”

Scar thought long and hard about this, and with his hunger and thirst for power and revenge stewing on his mind, he came to make a decision.

“All right. You’ve twisted my paws, deal!”

“Excellent!” Nightmare Moon said with an evil smile of satisfication before working her magic on his spirit.

With powerful surges of magic flowing inside of him, he finds himself roaring with the sensation of life building right inside of him, until a bright light consumed him to the point it created a bright flash at the same time lightning striked far away from the Pride Lands. The sound it produced was long enough to be heard from there.

On the moon where Nightmare Moon is standing is the lion himself now standing before her in his own physical body that is now free of scratches and bruises he previously carried from his previous fights just hours ago. Thanks to her, he is now reawakened and refueled with pure evil that he is ready to unleash back on those who previously overthrew him as he looks down below with locked eyes of ambition and deviousness planted inside of him.

Back in the present day, where Scar just finishes telling her of this story, Twilight herself was mildly impressed with what she had just heard.

“Wow! So that’s how it happened.”

“Oh, yes…” Scar remarked to confirm once more it’s true. “And so you see Twilight, with the time now upon us, it is time to make our move on Equestria. Time to take down Simba, Celestia, and the Royal Family once and for all, but…” He added with the alicorn’s attention expected with this next part. “…I’ll need you to lead the attack along with Nightmare Moon’s friends on the moon for the plan to work.”

“Really?” Twilight asked feeling very surprised that she is being entrusted to lead the charge in conquering Equestria all by herself.

“That’s right, Twilight.” Scar nodded. “You have the honor of carrying out my latest plan. With special allies she had back on the moon during her time as Nightmare Moon, you’ll have the power and acquaintances needed to bring them along with the Lion and Pony Guard down to their knees. Think you can take things from there while we prepare to mount an attack when they’re least expecting it?”

This was all too good to be true for her, but seeing that he trusts her well enough she accepted it. “I think I can do that.”

“Excellent!” Scar responded feeling pleased with her response. “I’ll rendezvous with you during your visit at Canterlot late at night to tell you of the plan then.”

“Got it!” Twilight bowed and nodded before flapping her wings ready to fly on over there.

As soon as Twilight flies on over to the portal, Scar turned to Chrysalis with instructions he wants her to carry out. “In the meantime Chrysalis, fetch me Janja, Zira, Reirei, Tirek, and Mzingo. We will need their help as well.”

“Yes, Scar.” Chrysalis obeyed with a bow before flying across the currently lush plains in search for them.

As soon as both ladies have left, Scar would then turn to the direction of the portal where Twilight flew off to.

“I won’t let you down, Scar!” She vowed before flying through it.

“Oh, well that.” Scar spoke in the regards to the evil alicorn. “You can be sure. Either way, you’ll help me quite a lot with what’s about to happen.”

“And that is…” Ushari inquired with a raised eyebrow wondering about the attempt to takeover Equestria with Twilight in charge of leading the attack.

“That my friend, Ushari…” Scar said while turning to him. “…is a whole another plan in place that’ll bring us one step closer to ultimate victory.”

While looking on in the direction of the moon where hidden evil is lurking, Scar evilly laughs in mental preparation with his next big move in cementing his hold on the kingdom he now rules over.

One night, Kion is sleeping in his room in Canterlot while having a very tough time sleeping as evidenced by his moaning and groaning.

During his dream, Kion is currently running around the devastated state of the Pride Lands along with Ponyville apparently running from someone or something in this case. A mist of dark magic trying to consume and engulf him while he tries to outrun it.

“Stop! Leave us alone! Noo! Stay away!” He screamed in vain just when the mist utterly moves to consume him as his vision faded to pitch black darkness.

At the same time in a separate room, Simba was grunting and panting like he is running in his dream to which he is and likewise he too isn’t haven’t a happy dream as evidenced by his twitching restless.

“Simba! Simba!” The voice of his father cried out to him from the bottom of the cliff to where a wildebeest stampede is happening just above him. “Help me!”

“Father!” His son cried out to him from the edge of the cliff before lowering down in an effort to help him.

But while Mufusa tries to climbs his way up to him he heard evil cackling from above. He turned his head upwards to see it is coming from Scar appearing from the shadows on top of the ledge who is moving to slink towards with a reached paw in his direction.

“No!” Simba gasped in horror before turning back and further stretched his open paw towards Mufusa. “Dad!” Both Mufasa and Simba move to do everything in their power to try to reach each other's paws. “Just a little farther!” The two nearly manage to touch and reach other until…

“Gotcha!”

Simba cries out in pain before turning back and seeing that Scar is gripping him with unsheathed claws.

“Trust me.” He maliciously grinned.

“Simba!” His father cried out to him while slipping down from the cliff unable to hold on much longer.

“No!” Simba screamed in his direction when he ended up falling into the stampede to his death with a very small tear forming around his left eye before quickly and angrily turning to his treacherous uncle who caused this to happen. “Scar...”

Scar evilly cackled once more just when he morphed in Twilight with the scar on her left eye remaining in place.

“Twilight?” He gasped upon seeing what happened before his very eyes before being heaved into the stampede.

“Ha!”

“No!” He screamed as he falls down to his doom where a mist of dark magic awaits him...

It was at that moment, Simba jerked himself awake while panting and looking around the room in a panic. He turned to the window and turned to his peacefully sleeping wife before trying to calm himself down to go back to sleep at the same time Kion tries to do the same.

The next morning, Spike awoke from his bed after having peacefully slept through the night before moving from his bed to greet his friends sleeping at Canterlot for the night along with him. “Morning, Kion. Morning, Bunga. How’d you two…” He suddenly sees both standing with slightly disheveled hair and dark circles under their eyes.

“Please don’t ask.”

“Uh, you said it.”

The two both implored of the greatly troubled baby dragon.

“Not another nightmare! That’s every day this week!” Spike gasped while placing his claws onto his mouth.

“I’m afraid so, Spike, and believe me I know.” Simba said with a yawn while emerging from his room with his equally concerned wife appearing by his side. “Every night this week it’s happened.”

“Even when he tries to get to sleep he too is having them.” Nala shared while Simba tries to watch his footing. “It’s really concerning.”

“I wonder if Princess Luna can help us find out what’s going on this last week?” Spike proposed. “Surely there’s has to be a way to get rid of these nightmares so you three can all be able to go to sleep at night without waking up in the middle of the night every night.”

“I wonder if…” Bunga yawned. “…if anyone else is having these same nightmares too?”

“Only one way to find out.” Kion replied while moving in the direction of Ponyville. “Come on.” He stated with a yawn before setting out.

“Please be careful, Kion.” His mother implored of him.

“Will do.” He replied back before heading out while his mother tends to her husband by guiding him to the royal throne room where the royal sisters would be in with the hopes they have the answers they need.

Kion, Bunga, and Spike all make it to Ponyville via train with the hopes of finding their friends to see if they are experiencing the same problems.

While both Kion and Bunga look around wearing black sunglasses while Spike rides on the former’s back, they had barely anytime to react when they saw two familiar faces about to crash into them.

“Look out!” Spike having just spotted them screamed just when both Fuli and Rainbow Dash both crashed into them while Spike himself had just barely dodged them.

“Whoa, Kion, Bunga! I’m so sorry, I didn’t see you either of you!”

“I’m sorry too to the both of you, Kion and Bunga!”

“It’s okay, Fuli, you too, Rainbow Dash…” Kion accepted their apologies while dusting himself off while Rainbow moves to do the same to herself and the lion and honey badger she had just bumped into. “…we should have been paying attention.

“Sorry, we’re a little off course today…neither of us have been sleeping that great. All week we’ve had...” Fuli shared before she along with the others minus Spike sipping on his coffee all came to the same realization together.

“NIGHTMARES!”

“Not to be a pest…” Applejack said having heard it not too far away with Rarity and Fluttershy walking beside her. She notably wasn’t wearing her trademark hat today. “…but would ya mind keeping it down a bit Pinkie Pue, er, Fluttershy,” She quickly corrected herself. “I mean Kion.”

“Yes, some of us haven’t had our beauty rest.” Rarity added while wearing a pink bandana and sunglasses to cover her frazzled mane and tired eyes.

Fluttershy herself wasn’t looking too good either, still carrying the baggage over her eyes as well.

“Have you had nightmares, too? Kion quickly and urgently questioned them.

“Whenever I close my eyes, I’m struck with those ghastly images!” Rarity confirmed while placing a hoof over her face.

“Every single night, I reckon, Rarity, er, Twilight.” Applejack confirmed with after a brief misnaming again.

“The baddest dreams ever!” Fluttershy cried loudly. “Sorry!” She quickly apologized upon realizing how loud she said it. “I didn’t mean to be so negative! I think I’m a bit grouchy!”

“A bit?!” Ono inquired while swerving over in flight. “Whoops!” He ends up falling flat on his face. “Ow!”

“You okay, Ono?” Beshte asked with a yawn.

“Affirmative.” He confirmed before picking himself back up so he can speak to Fluttershy. “But seriously though, I know that was definitely grouchy, no offense.”

“None taken.”

“It’s okay to say that.” Beshte assured. “It…” *yawns* “…bound to happen to all of us.” *yawns* “Even me.”

“You guys too?” Kion asked while groaning upon seeing they aren’t the only ones plagued with these persistently bad dreams.

“Fraid so.”

“Affirmative.”

“Yep.”

“Uh-huh.”

The other members of the Guard wearily confirmed as evidenced by the dark circles under their eyes.

“But how?” Bunga wondered while letting loose another yawn. “How can we all be having nightmare’s all week! Unless…” He gasped.

“Please don’t say it!” Fuli implored of him with a shake of her head and paw on his mouth.

“What? I was going to say either that Nightmare Moon’s spirit or Scar is behind all of this. It’s not like I was going to say Twilight is having us suffer nightmares as part of some sinister plot to take over Equestria. I mean am I right?”

“Even though I just asked you not to say it, it’s admittedly quite possible.” She said feeling resigned now that the word is out and about.

“Now hold on…” Spike now wearing Kion’s shades spoke up. “…surely it can’t be all of you right? Where’s Pinkie Pie?”

“Knowing her, there’s only one place she would be…” Kyoga answered feeling a sense of dread inside of her. “…and that would mean she is probably setting up a…”

“Welcome to my slumber party!” Pinkie cheerfully greeted everyone later that night.

“…slumber party.” Kyoga moaned upon seeing the party pony having already arranged for the group of eleven friends to sleep in sleeping bags before moving to settle into her sleeping bag face-first. “Wake me up, when it’s morning.”

“No worries, Kyoga.” Pinkie was quick to give her a comforting pat on the back while kissing Gummy on the cheeks. “If anything can chase away those heebie-jeebie dreams, it’s a night with boys around to make it extra fun!”

“Just keep in mind, we’re not really getting that kind of fun right?” Fuli asked feeling a little weirded out by her choice wording.

“Of course, not silly!” Pinkie ruffled her head with a giggle.

“Good to know.” Fuli remarked before stretching her legs before trying to sleep in.

“Ooh, I’m so excited, we’re going to have so much girly fun! Right, Rainbow Dash!” Pinkie expressed while turning to said mare getting forcibly treated by the fashionista having her mane tied up in curls.

“Super duper fun.” She remarked in a deadpan manner while Rarity hums in delight as she files her nails.

Pinkie along with Bunga had the mischievous idea in their heads while sharing a devious look together with the latter tossing a pillow right at her with the former following it up with another pillow.

“Pillow fight!” Bunga shouted.

“Oh, this means war, Pinkie Pie! You too, Bunga!” Rainbow declared while shedding the cucumber’s off of her eyes before flying after the two with her pillow in tow.

The two comedians laughed while Rainbow charges after the both of them with Rarity face-palming at the childish sight.

Meanwhile, Ono along with Kion is deep into his research trying to figure the source of their nightmare’s. “There’s got to be some kind of connection between our dreams…”

“Sounds like a old-coinky dink to me.” Applejack theorized while fluffing her pillow.

“Maybe we’ll find the answer…” Ono yawned and suggested. “…later in the night, or morning. Whichever comes first.”

Knowing that his smart friend is right, he obliged himself into putting the book away before getting comfortable in his sleeping bag while Ono gets himself comfortable in Fluttershy’s hooves.

Fluttershy now wearing bow’s on her long pink mane storked the egret’s back affectionately like he is one of the many bird’s residing outside her cottage. “After such a fun party, I’m sure we’ll all sleep like baby dragons tonight.”

Said baby dragon was already sound asleep while snoring loudly.

“That would be nice.” Beshte expressed gently before moving to flip the switch to turn off the lights to the room before laying down on the floor so he can get some sleep.

“Let’s hope so…” Kion said with crossed claws. “Good night!”

“Sleep tight!”

“Let’s hope for the best!”

“See you in the morning!”

Don’t let the bed bugs bite! If so, wake me up and I’ll get them!”

Rarity, Fuli, Fluttershy, and Bunga all expressed.

“Night, Bunga! And Rarity! And Kion! And Ono! And Fluttershy!” Pinkie expressed some…

…and some more. “And Spike! And Applejack! And Beshte! And Kyoga! And Gummy! And…”

“Pinkie!” Fuli abruptly cut her off. “Please, stop.”

“Oh, of course, sorry. Goodnight everyone from the Pride Lands and every single pony in all of Equestria! And Rainbow Dash! And Fuli!”

Fuli groaned while sneaking some of Rarity’s ear plugs so she can try to cancel out any noise from the sound of her voice along with Bunga’s hoping that this slumber party is the cure for their sleepless nights.

Yet what nobody is aware is a dark alicorn accompanied with dark purple and black smoke is watching over them at that moment from the window in the shadows.

With magic seeming from her horn a few hours later…her magic worked wonders in giving them nightmares.

For Kion, he is seeing the Pride Lands now a destroyed and barren wasteland with both Scar and Twilight watching over them with a hint of remorse of care for the lifeless terrain and deceased bodies around them. All while his father gives him the ice-cold glare of disappointment.

“Your time as leader of the Lion Guard is done Kion…forever!” He stated to him who turned away with tears in his eyes.

“But Dad…I…” Kion cried just before gasping upon seeing his reflection in the pond of tears. On his face is now a scar, just like Scar’s and Twilight’s.

“You have the mark of evil, just like me and Twilight, Kion!” Scar said to him while he and the alicorn both fly over to him. “Accept your destiny! There is no other choice!”

“No!” Kion tried to assert otherwise. “You’re wrong Scar!”

“Sisi Ni Sawa, Kion!” Scar remarked while cackling once more just when Twilight works her magic into blasting him into oblivion.

For Applejack, she is faced with a barren apple farm and an angry family blaming her for the land’s decline in health.

“But…I….I did everything I could.” She pleaded with everyone to no avail.

For Fluttershy, every one of her critter friends is all running away from her with fear in their eyes.

“No, please come back!” She desperately pleaded of them.

For Bunga, his adoptive family turning away from him in disappointment.

“Oh, Bunga, we are so disappointed in you!” Pumbaa cried.

“I know! No grubs means no honey badger is our boy!” Timon said with a tone of clear disownment as he crossed his arms and turned away from him before walking away from him for good.

“But…but…I told you I tried. It’s not my fault the tree broke just before I could get them.”

For Ono, it is the sight of him looking around yet unable to see anything.

“Kion! Twilight! Guys! Girls!” Ono called out to him with his poor eyesight. “Where are you all?!”

He wanders aimlessly before coming across his friends inducting a new member for their team. A big purple-feathered eagle with a stoic expression perched on a rock where the leader of the Lion Guard approaches her with a paw on her left shoulder.

“For proving yourself in the face of danger, something that not even Ono himself could do, I hereby declare you, the Lion Guard’s newest Keenest of Sight.” With the magic touch, the eagle now sports the Mark of the Guard at the same time Ono’s fades away.

“But, but, Kion…” Ono flew over nerve-wracked over being replaced. “…it’s not my fault I breathed in a lot of smoke and ash from the volcano! One of our friends wouldn’t have survived had I not did it!”

For Rainbow Dash, being left behind by the Wonderbolts after suffering a grounding wing injury.

“Hold on…I can fly too!” Rainbow cried out to her former comrades in vain.

For Pinkie Pie, failing to entertain a crowd.

“Heh. Tough room!” Pinkie said with a forced and nervous grin.

For Beshte, facing his father giving him a look of disapproval for failing to create a proper hippo lane, straight and true.

For Fuli, being beaten by someone she feels she should have outrun in a race. A pretty cocky looking male cheetah which somehow looks very familiar to her, especially with this bit he said to her after winning.

“Mibinamet!” He said in the defeated cheetah’s face before running off for good.

For Kyoga, the sight of her family now lying dead after Scar’s attack with the most painful memory being replayed right in front of her.

“Promise me you’ll take care of her…” Her mother told both Karabi and Lite while lightly placing a paw on the both of them.

“But mom…”

“No…”

The two cried and pleaded while nuzzling their mother’s paw.

“Take care of her…” She repeated faintly before passing away with her paw dropping after her heart stopped beating.

The two siblings were left bursting out into tears while hugging their lifeless mother’s body goodbye before turning to the badly scarred sister now on the verge of death.

Kyoga was left tearing up while sleeping upon being seen that awful memory.

And finally for Rarity, is having one of her most generous gifts being casted aside in disgust.

“Yeesh! No thanks, Rarity!” Twilight said with a tone of refusal while turning away from the saddle bag she had just created for her.

“But I made it just for you…” She pleaded on deaf ears before later seeing that she has accepted a pink saddlebag from a purple coated pony with a brown mane, had braces on her teeth while wearing a pink sweater.

“Maybelle, you’re so generous…I don’t know what we’d do without you!” Twilight complimented while the others marvel at the saddlebag she was just given.

“Un- Bunga-veilable!”

“Poa!”

“That’s 200% cooler!”

Bunga, Beshte, and Rainbow all remarked while Pinkie and Ono watched on with stars in her eyes at the gift all while ignoring poor Rarity crying at being rejected.

“…She didn’t even spell your name right…” Rarity mumbled in her sleep with the dreaded thoughts of being cast aside by her friends plaguing her mind.

“We don’t need anything from you, Rarity!”

“And we never will!”

“Yeah!”

“Who needs your so called generosity?!”

“Nobody, that’s who!”

“That’s right!”

Pinkie, Applejack, Fluttershy, Ono, Bunga, and Fuli all remarked while leaving her in the dust while the others give her cold looks before turning away from her.

“Please…let me help…” Rarity called out to everyone with a futile hoof reach. “Don’t forget about me.”

Just while she cries in her sleep, she is suddenly awoken along with everyone else when a large mist of dark purple and black smoke swoops inside with it’s powerful eyes locked on the unicorn.

“AHH!”

“What’s happening?” Kion asked in alarm just when he and everyone else awakens at the exact same time.

“Hapana!” Ono yelped upon seeing Twilight herself appearing in the form of Nightmare Moon’s appearance ensnaring Rarity with her magic.

“Help me!” Rarity cried out to everyone just when Twilight whisks her away upwards out the window in a sudden burst of speed.

“Rarity, NO!” Spike cried back while just barely missing getting a claw on one of her hooves.

“Hevi Kabisa!” Kion shouted upon seeing her get abducted before her very eyes before leading everyone outside just in time to see Twilight fly away in the moon’s direction.

“Are they going to the moon?” Applejack questioned upon seeing the direction the dark alicorn is headed.

“Looks like it!” Beshte replied upon observation.

“Ono, Rainbow Dash, Fluttershy, fly after her!” Kion immediately commanded of them.

“Affirmative!”

“On it!”

“Me too!”

They all vowed before flying off as fast as they could after their friend and nemesis.

“We’re coming, Rarity!”

“Hang on, Rarity!”

Both Rainbow and Ono called after her while closing in on Twilight who catches them gaining up on them.

Undeterred, by their sudden burst of speed, she quickly turns back and sends a whip of magic right at Ono to knock him down to the ground leaving Fluttershy to fly after him to ensure he doesn’t hit his head on the ground. In addition, she also sent a magic whip that knocked and tripped Rainbow Dash up in her flight.

“Ugh!” She groaned in pain before quickly recovering and resorting to using her Sonic Rainboom to erase the time gap she gained out of it with Ono managing to hang onto the Pegasus just before she took off.

“Go, Rainbow Dash! Go!”

“Rainbow Dash!”

“I’ll be right there!”

The two exchanged just when the former closes the gap on Twilight once again.

“Hang on…” Rainbow called out to her while the two reach out to each other…

The mare holding the unicorn hostage smirked back at the two before unleashing a super powerful sprint straight off towards the moon leaving Rainbow Dash stunned and without any trace of where she disappeared too.

“Hapana!”

“Whaaa?”

The two zipped around looking futilely in trying to find them.

“No fair!”

“Aww, man!”

The two complained just when Rainbow huffs and snorts in defeat.

“Talk about bad sportsmanship…” Ono remarked.

“Now’s not the time for that, Ono!” Rainbow fired back feeling already stung that their former friend managed to stay a step ahead of them once again and actually baited them into thinking they actually had there for a second.

“Which way did they go?” Fluttershy asked upon catching up with them before being whisked away by the hoof courtesy of her childhood friend.

“Come on, speedy!” Rainbow grunted before leading her back to the library knowing that Twilight won’t be there at the time if she’s holding Rarity hostage there and stationed on the moon while reporting to Kion of their failure.

Inside the library, Applejack, Fluttershy, and Beshte are all comforting a crying and hyperventilating Spike who is taking Rarity’s abduction the hardest. “Oh my gosh! Oh my gosh! Oh my gosh! Rarity! She…She…! VOOM! Gone! Twilight?! How?”

“I don’t know, Spike.” Beshte said unsure of what to make of it either. “Whatever Scar has put her up to is a mystery.”

“Don’t worry, Spike.” Kion quickly assured while writing on a parchment of paper with Kyoga holding up a clipboard for him to write on. “I’m writing a message to Princess Celestia right now. Surely she’ll know what to do…I hope.”

“That icky stuff looked really familiar!” Pinkie pondered upon thinking about the magic accompanying her abductor just when Kyoga works her magic into sending it to the princess upon seeing that Spike is too upset to send mail her way.

“Pinkie’s right…it was in my nightmare!” Applejack recalled.

“I saw it in mine!” Fluttershy spoke up upon being mentioned of it.

“Me too!”

“It was in my dream too!”

Both Bunga and Fuli remembered seeing it too while the others share nods of agreement.

“So, there has to be a link between this…stuff, and our bad dreams. It makes sense.” Kion commented upon seeing the connection.

“Let me get this straight…” Rainbow spoke up trying to make sense of it. “…You’re telling me that somehow Twilight now has magic that somehow got into our brains?”

“Brains?”

“Zombies?”

Both Pinkie and Bunga gasped dramatically

“Yep.” Kyoga nodded. “Which means there’s only one other pony who would know how that happened.”

“Princess Luna! Of course!” Kion realized. “She’s the protector of dreams. And she was taken over by Nightmare Moon! She can help us interpret our nightmares and find Rarity!” He quickly moved to pick up another piece of paper. “Kyoga! Hold this for me again please.” Kyoga however doesn’t do so. “Kyoga?”

“That wouldn’t be necessary.”

“Why?”

Kyoga points to her who has her older sister along with Kion’s parents by her side.

“Because you can ask her in pony.” Pinkie pointed out with a smile.

“Princess Celestia and Luna!”

“King Simba and Queen Nala!”

“Mom! Dad!”

They all happily greeted with expressions to show they have never been happier before in their lives.

“Greetings everyone…” The white alicorn returned fondly. “…and not to worry for I believe a dark energy that Twilight somehow has been able to obtain has been allowing her to infiltrate your dreams. My sister may be able to help.”

And Applejack, Bunga, Rainbow Dash all wasted no time in asking the protector of the dream realm for answers.

“What in tarnation is going on here?”

“What’s Scar making Twilight do?”

“And more importantly, how do we get Rarity back?!”

“Honestly, I don’t have a clear answer for you.” She however replied while looking aside in shame like something she did in the past had something to do with it.

“But you’re the protector of dreams!” Kion pointed out while Kyoga and Fuli place calming hooves on the boy. “You must know something! Anything?!”

“Only that evil, dark forces have taken your friend to the nightmare dreamscape.” Luna merely replied. “Along with our former friend.”

Many members of the Guard gasped upon hearing this.

“But why?” Kion asked with wide eyes. “What evil could still exist after you’re freed…aside from the evil from Scar and his army?”

“Surely if Twilight knows something about all this, Scar wouldn’t have by any chance had anything to do with this? Would he?” Kyoga also asked while connecting the dots together some more.

“Let’s just blast on up there and get Rarity back! We’re wasting time!” Rainbow impatiently shouted with a raised hoof with a burning desire to take action.

“It isn’t that simple. You don’t know what they are planning…” Luna said to her while shaking her head against the idea of jumping the gun this time around before turning her head away with deep remorse once more.

“Everything okay, Princess Luna?” Kyoga asked upon taking notice of this at the same time Fluttershy sees the princess’s expression too.

“I don’t mean to be rude, but, um, is there something you need to tell us?” She also asked.

The night monarch still didn’t feel comfortable sharing the truth. “It’s…it’s troubling.”

“They all can be trusted, Luna. Tell us.” Her sister encouraged her to share whatever is bugging her deep down.

“Princess Luna, there’s nothing to be scared when you’re surrounded by friends!” Fluttershy backed her up while giving her a gentle smile to cement that they won’t think any less of her with whatever she explains to them.

Luan turned to both Simba and Nala who both share calm looks to assure that won’t turn their backs on her should it turn out to be that way.

“It’s okay.”

“We won’t judge you.”

They both said to her who reluctantly sighs before confessing of her dark secret. “Thank you, Fluttershy…” She made her gratitude towards them along with Fluttershy known before continuing. “Something is happening. Something I had hoped would never come to pass.”

And that’s where both Pinkie and Bunga both took turns bombarding Luna with multiple questions.

“Did you eat too much broccoli?”

“No.”

“Sleep through your alarm?”

“No.”

“Use salt instead of sugar?”

“No.”

“Accidentally wear your shirt backwards all day?”

“No.”

“Realize your mom was right about everything?!”

“No.”

Kyoga quickly moved to levitate them away from the princess so she can continue with her explanation uninterrupted.

“When I was trapped as Nightmare Moon, I thought I could show everypony how special I was by making them fear me. The Nightmare Forces somehow knew exactly what to say to convince me…to give me their energy and hate. After my curse was broken by the Elements of Harmony, I believed the forces of darkness would wither and die…but I was wrong.”

“Legend says that if the Nightmare Forces can harness enough strength through the cycle of the new moon, they are granted one more chance…”

“One more chance to what?” Kion inquired.

“To claim what Nightmare Moon promised…an all-powerful kingdom of their own!” She answered while speaking in her bombastic Royal Canterlot voice while startling everyone from the Guard in the process.

“It’s time for action, not shuffling our hooves!” Rainbow declared while pounding her hooves together.

“Yeah!” Bunga agreed while adopting the same pose as the cyan-eyed pony

“Like what?” Kion asked the two of them.

“Anything! Everything! We could…dress up like ninjas and be the darkness itself!” Rainbow replied while swinging her arms around.

“Heck, we can even perform a sneak attack on them.” Bunga also proposed earning himself confused glances from everyone. “What? I’m not thinking big enough, am I?”

“Not if you’re thinking over the top of your head.” Kyoga quipped just when the ready to tussle Pegasus pony and honey badger had two flower pots fall on their heads. “News flash, we already have an enemy who is the princess of darkness in case you haven’t noticed the mare taking away our friend.”

“Ow!” Bunga complained while rubbing his head looking around for where that came from.

“But how in tarnation do Twilight and Scar know about the Nightmare Forces? Surely, if this is their plan, how would they know about something that only you would know?” Applejack inquired while placing a comforting hoof on the baby dragon sucking his thumb and cuddling his blanket.

Princess Luna sighed with another confession in light that she is clearly going to hate having to tell. “Because…I told him about him all about it.”

Everyone was deadly silent upon hearing those words.

“What do you mean?” Simba asked while wondering where she is going with this.

Luna lowered her head in shame as she further continues. “…some time before returning from my thousand year banishment to the moon, I ended up crossing over to your kingdom just after you defeated Scar.” She recalled the memory of the Battle for Pride Rock. “…Back when I was under the dark influence, I summoned his spirit just after he perished from his injuries against the hyenas he betrayed. From there, I learned all about him after we talked together. After talking with him and sharing a common ground in regards to our siblings in our past that led us to where we are, we ended up making a deal together that would benefit us both.”

“What kind of deal?” Fuli inquired feeling more and more worried deep down with where this is leading just when Luna turns away from everyone.

“A deal where in exchange to leading me to the Elements of Harmony…I would gift him life and magic of his own…”

“WHAT?!” The Lion and Pony Guard all exclaimed with Ono fainting and falling onto his back on the ground.

“Luna!” Celestia exclaimed with this revelation in light.

Simba himself was very shocked as evident by his wide eyed expression. “You did what?!” He gasped.

Luna moved to face him and the others. “…I brought him back…” She repeated and choked out before explaining herself more of why that happened. “…and that was before really learning more about him and what he actually did to obtain his illegitimate power. I was so blinded by anger and resentment in wanting to defeat my sister that I never stopped to think of the consequences that had befallen upon all of us.” She said while filled with pain and regret upon seeing the damage this mistake had caused for both worlds.

It was there nobody knew what to say or how to react to all of this. On one paw, it was shocking and baffling that she made a deal with the devil during her time as Nightmare Moon. On the other paw, it was pretty clear that she wasn’t fully in her mind when interacting with him at the time and was clearly remorseful upon realizing now of what her actions had led to.

To Kyoga, it all made sense to how she is still alive to this very day. A revelation that explains how it all happened to her too. Only question left to ask her later is, what did the former villainous mare see in her to grant her this opportunity and being allowed to live her life to her fullest extent after Scar’s attack on her.

Luna knowing of what they might say should she try to apologize for her mistake, instead moved to focus on what’s really important while turning back to them. “And as members of the Lion Guard who share a special connection to the Elements of Harmony, which have defeated the dark forces before. Now they will come after all of you…the only ones who can defeat them…and destroy your home…”

“PONYVILLE!” Everyone exclaimed off the top of their lungs with Ono who had just regained consciousness passed out once more.

“Holy feathers!”

“We need to go get Rarity back home in a jiffy before Scar inflicts the same fate on Twilight!” Applejack declared before moving towards the exit.

“Hello? Everypony?! Everyone?! That’s what I’ve been saying this whole time!” Rainbow yelled while flying alongside her and Bunga.

“About time somebody came to see things our way!” Bunga added while tossing his arms up feeling like he and Rainbow are the only ones who truly get it.

Princess Luna however firmly voiced against this. “No! I will go investigate. Alone. The nightmare dreamscape is filled with your worst fears. Its denzins will not hesitate to use them against you. Neither will Scar nor Twilight show any of you any mercy. It’s no place for regular ponies and Pride Landers.”

Both Rainbow and Bunga took offense to that.

“”Regular” ponies and Pride Landers?”

“Excuse us?”

“Young Bunga and Rainbow Dash, this isn’t personal. It’s about trying to find the true way to defeat Scar and Twilight without risking any of your lives in the process for as I recall we don’t know how to defeat them. In fact, we’d be lucky if we can defeat either one of them alone.” Luna clarified to ease their tension before it could grow to remind them of how dangerous they are.

Kion acknowledged to what she meant to say and what kind of danger they are facing should they try to face either one of them. Even if they were able to defeat the Nightmare Forces and Scar’s army, they don’t know how to defeat Scar or Twilight themselves.

“I’d hate to say it, but I’d have to agree.” Kion spoke up earning him surprise from two of his friends.

“WHAT?! WHY?!” They exclaimed in unison before eyeing each other and actually slapping each other for actually gaining the habit of doing this kind of thing.

“I’m serious!” He repeated. “We don’t know how to defeat Scar himself or even Twilight herself. I mean, how exactly can we go against either of them and come out alive?”

“Well…” Kyoga thought of an idea. “…we do have a lioness who has been gifted with these magical abilities by the Princess of Night herself back when she was Nightmare Moon herself, so should we encounter either of them and recruit some extra help outside of Equestria, we might be able to stand a chance against them.” She then placed a paw on her chest with a vow that this is something they can handle. “If we have to face our fears to get Rarity back, and if we’re lucky make even Twilight back, then that’s what we’ll do.”

“Yeah!” Pinkie cheered in agreement in contrast to the frightened Pegasus and egret both cringing at the idea of going up against them.

Both Simba and Celestia exchanged a look with each other pondering about this more before leaning on supporting Kyoga this time around. If this might be endgame for them, this might be their last opportunity to save Twilight before succumbs to complete darkness inside of her along with beating Scar, so it’s in their best interest to capitalize on this situation.

“I must agree with them, sister. The Elements of Harmony are very powerful…”

“…along with my son and his Guard. And since they managed to save you from the darkness inside of you at the time, together they might have a chance.”

“But what about Ponyville?” Luna wondered.

Celestia gestured to both Simba and Luna and herself in answer to her question. “We will help Ponyville prepare. We’ll try to get some of the Pride Landers to help defend us from Scar’s powers along with Princess Cadance and Shining Armor.” She then turned to the others. “You all must save Rarity and if you can Twilight and stop the attack.”

“But, how do five ponies, two lions, cheetah, egret, hippo, and a honey badger get to the moon?” Fluttershy asked.

“Yeah, because breathing’s impossible up there without the proper breathing equipment needed.” Ono added. “Common knowledge, really.”

And once again, Rainbow Dash spoke her mind with another irrational thought. “Okay, hear me out…we get an enlarging ray, and shoot me with it. Then I’ll carry you all to the moon and…surprise… a million ponies and Pride Landers will jump out and stomp those moonies to bits!”

Bunga snickered while trying to hold back laughter. “Moonies!”

“Grow up!” Fuli sharply barked at him not in the mood for dirty humor right now.

In answer to Ono’s realistic concerns the sun monarch winked in response. “I know a way…”

“I hope your friend is brave. The Nightmare Dreamscape is not for the faint of heart.” Luna expressed hoping she is not making a mistake in entrusting them with helping handle her mistake while specifically eyeing Pinkie Pie donning a cheerleader outfit for a cheer.

“Rarity is strong as an ox, riding a fox, trapped in a steel box, using her teeth for locks!”

“Hey that rhymes!” Bunga smiled

“Thanks. Just thought of it in my head.” Pinkie giggled.

“Pinkie Pie’s right…” Applejack agreed with the point she just made. “…I think…” to an extent. “…Rarity would never back down if she didn’t want to do something!”

“And she did manage to handle herself pretty well when captured by the Diamond Dogs.” Ono recalled.

Once more, Rainbow was making her annoyance that they are still here clear again. “But she wouldn’t have to do anything if we were there saving her! Wait, idea!” She then sarcastically remarked in agitation. “Two words: Time machine! Is this thing on?” She screamed.

“I know…” Pinkie commented to her friend with an annoyed glance herself. “It’s like we’re speaking cowhili!”

Spike himself readied his claws for that fight. If it means a shot on getting two friends he hold dear to heart back, he’ll take it.

“We’ll all have to be strong for Rarity and Twilight. More than ever.” Kion vowed with the mindset and goal to prevent that battle before it can occur.

“We must move fast.” Luna said to everyone in the Guard while the thought of her old castle throne room dreading in her mind at the moment. “We don’t know how long Rarity’s bravery will protect her from both Scar and Twilight.”

After everyone else has exited the library, she turned her back from the direction of the door with a solemn expression of regret seeing of how some of her actions on the moon has created so much trouble for everyone in both Equestria and in the Pride Lands all while recalling the memories where she's been faced with the cold reception from her first appearance in Ponyville on Nightmare Night after a thousand years to warming up to friendship thanks to both Twilight and Kyoga. Upon recalling the happy memories thanks to both Twilight and Kyoga she began to have her faith somewhat restored thinking things will be okay in the end.

At the same time, Twilight looks down on everyone down on Earth from the moon with a similar look of regret like she is internally questioning herself before shrugging it off so she can continue carrying out of what she believes is necessary for the good of the two worlds.

Tell Me Lies

After she was done singing she privately smiled to herself until she heard her sister's voice call after her seeing that she hasn't followed after them for the last few minutes.

"Luna!"

"Coming, sister!" She called back before composing herself and flying out of the library after the others who are all waiting for her.

Said pony in distress is already screaming in fright and starting to lose it as she finds herself completely restrained by the dark magic holding her hostage to Luna’s former throne on the moon.

“Seriously? I’ve had bad hair days more intimidating than this. Show yourself, Twilight Sparkle…” She barked. “…then take me home, immediately…” The magical chains tying her down just when said mare herself appears before her. “…if you can of course…” She nervously gulped just when the winds accompanying her and the Nightmare Forces around her while Twilight approaches her with a menacing grin.

“Of course, Rarity… Of course...” Twilight calmly replied still sporting a dark smile towards the frightened unicorn with the sinister eyes of the Nightmare Forces appearing behind her.

“Oh, dear. That is definitely a step up…” Rarity remarked while watching on with one open eye. “…and good show from your wooshie buddies…”

With Rarity held captive, Twilight locks her with her ready to enact the next part of her plan in her bid to take over Equestria...

Author's Note

Here in the beginning of this mid-season finale we have the nightmares plaguing the Lion and Pony Guard which unquestionably drive them to carrying baggage under their eyes calling for a slumber party to ease these troubling dreams.

Alas, as part of the plan, Twilight now in her new form has now abducted Rarity and has taken her hostage onto the moon with her attack on Ponyville inevitable and literally on the horizon.

Upon Princess Luna meeting up with the Lion and Pony Guard, it was there a Dark Secret from the princess has been unveiled as revealed in the opening flashback. And for those who have been probably wondering of how Scar came to life with magical powers in tow there lies the answer of how this all began.

Nightmare Moon's influence has created the Nightmare Forces and was there to bare witness to Scar's final scene at Pride Rock. And because of her a deal with the devil has been created. A decision that the Princess of Night has now come to regret when she regained her senses and realized what this deal has caused for both worlds.

On the bright side, it does reveal of how Kyoga managed to survive Scar's attack on her years ago.

Nevertheless, with Scar knocking on Ponyville's doorstep, the Lion and Pony Guard must work together in order to save not only one friend but two friends in order to defeat him, but the question is, How will they get up onto the moon in order to save her?

Also in order to give some musical vibes here, I have decided to add this song near the end of Part One for Princess Luna to sing to reflect on her repentance for what has happened since the start of the series. With the following altered lyrics down below.

I never believed that there was a rainbow

With a pot of gold at the end

I'm much too smart for fairy tales like that

Yet here I am again

I thought this time, this time we're gonna make it

I thought we were going to pull it off

Why I thought so I really don't know

Maybe something in her eyes just told me so

Something in her eyes...

Tell me lies

And I'll come running and flying

I must have lost my mind!

I could close me eyes

And tell you just exactly what's comin'

Life's gonna turn just a little unkind

Seems like everyone's sailin'

Way out on the sea

And I'm stuck here on the ground

Sun's always shinin'

But it's never on me

Why should I try anymore?

Tell me lies

Tell me lies

I'll just keep right on comin'

This time I've got to believe in the dream

This time I've got to believe in his dream

Next up is Part Two where the rescue begins hoping they can stop the attack before it even begins...

Episode 15: Midnight Sparkle and Nightmare Rarity Part Two

Episode 15:

Midnight Sparkle and Nightmare Rarity

Part Two

Back on Earth, Kyoga and Spike both have just managed to send out urgent messages to any Pride Lander that’s willing to help them out in the battle against Scar and Twilight along with both Princess Cadance and Shining Armor. Knowing them and what’s at stake especially since Twilight’s heavily involved in this upcoming attack, they’ll definitely show up ready to do whatever it takes to stop her from doing something she’ll regret. And with time at the essence, everyone is trying to get everything ready for what’s to come while the main group is all grouping up at the tallest hill on the outskirts of Ponyville.

“I sure hope Rarity is okay!” Fluttershy is the first to express her concerns while sitting on the hilltop alongside Kion and Spike. “I can’t imagine anything scarier than being kidnapped and taken to a nightmare dreamscape by a former friend turned evil and mean as Scar.”

“I know.” Kion acknowledged before placing a paw of assurance on his friend. “And don’t worry, I’m sure Dad and Princess Celestia have a plan.”

Part of said plan involves having Applejack fetch a lasso as requested by the sun monarch herself.

“Y’all know that’s just a regular lasso right? It ain’t nothin’ special.” She spoke not getting of how they plan to get to the moon with this alone.

“And just how are we supposed to get to the moon with only this?” Ono asked not understanding the princess’s approach here.

“Just watch.” Kyoga replied. “For what you are about to see is something that’ll make air travel very easy.”

“This along with Luna’s power over the moon, we will be able to shorten the trip fir all of you.” The white alicorn proceeded to levitate the lasso while placing special golden magic on it.

“Oooh!”

“Poa!”

“We’re jump-roping to the moon?!”

“As of now my mind is officially blown!”

Fluttershy, Beshte, Pinkie, and Bunga all expressed in awe with the latter pair watching with 3-D movie glasses while munching on popcorn while the sun princess works her magic.

Everyone is left in stunned amazement as the lasso grows in length all the way to the moon with it’s golden glow. Once the lasso was fully secured, Luna worked her magic in doing her part in helping ensure that this is all doable.

“Careful…” Luna instructed everyone as they all grab hold of the lasso while Kyoga works her magic to help further secure it in place. “Using my powers to bring the moon closer to the Earth is harder than I imagined!”

“We’re right there with ya, sister!” Rainbow grunted while using all of her muscles in tugging on the rope.

“Twende Kiboko!” Beshte also grunted from the tail end. “This is one strong hold!”

“Everyone concentrate.” Celestia instructed while she and her sister work in bringing the moon and lasso closer and closer to them. Before anyone knew it, the moon was nearly right in front of them just a mile away and it was not an easy exercise.

“I could sure use a few enchanted apple carts during harvest season, whaddya think, Princess Celestia?” Applejack commented while breaking sweat over this difficult task.

“Well, if we don’t move this moon, we’ll have heavier problems than apple carts!” Rainbow remarked pulling alongside the country pony.

“Almost there.” Simba commented while moving to secure the end of the rope along with Beshte to the nearby tree stump.

“Then let’s put our cutie booties into high gear and pull!” Pinkie ordered of everyone while ironically sitting on the true stump and doing nothing but barking.

Fuli gave Pinkie the stink eye since the others are actually doing the work in contrast to her before nudging her off of the stump so she can help both Simba and Beshte fully loop the end of the rope to the tree stump. And with that, their job was complete. They did it. They actually managed to bring the moon right to them.

“Poa!”

“Hevi Kabisa!”

“Holy guacamole!”

“Whoa!”

“Double Whoa!”

“Triple Whoa!”

Beshte, Kion, Ono, Rainbow, Applejack, and Bunga all expressed with what they are all seeing now and what they have just accomplished together.

“If there was a time where I never thought the impossible would be possible is now of all times.” Fuli remarked finding this really hard to believe even when it’s before her very eyes.

“Well you better believe it because the evidence is right in front of you.” Kyoga said to the cheetah just when Princess Celestia smiles at what they have all done together.

“That’s it! Well done, my ponies, Lion Guard, and everyone. I along with Simba and Nala will begin to prepare Ponyville. Good luck!” She stated while placing a hoof on the stump. “For those going , I do have to warn you all that the wingless ponies and those without wings will have to use sure footing to make it up therre…”

Her younger sister flew up right for the flight upwards. “This is your last chance to change your minds. Remember, the dark forces that took Rarity will use all of their power to scare you. They will unravel you with your greatest fears.” She warned everyone. “Hopefully it’s not too late…” She whispered to herself.

With one last look of confidence shared amongst the group of twelve friends, they all returned a look that confirms that they will face those fears and whatever challenges awaits them up there.

“Let’s do this!” Kion stated ready to lead everyone through it. “When we’re together, we can overcome anything, even Scar himself.” She declared while sharing a hoof-fist bump with Applejack.

“As long as we get Rarity and Twilight back, it’ll all turn out just dandy.” Applejack agreed sharing the Lion Guard’s determination in wanting to succeed this time around.

“Let’s do this!” Fuli declared while Pinkie and Bunga each don a pair of shades as they all look on in the moon’s direction where their biggest challenge yet awaits them there.

With everyone that didn’t have wings to fly themselves up there all carefully walking their way up the tight rope climb, they were all on the way in their rescue mission on towards the moon while the alicorn sisters share a heartwarming nuzzle with each other before Princess Luna joins the Lion and Pony Guard at the same time Kion embraces his parents before embarking on this dangerous journey.

“All right everyone…” Kion told everyone. “…it’s just one small step for ponies and Pride Landers, and one giant leap for pony…lion…and other Pride Lander’s kind.”

Both Pinkie and Bunga both casually walk upwards like it’s no big deal while Fuli along with Applejack make careful steps not wanting to lose their balance.

“Just keep your eyes forward, Applejack. Do not think about that gosh-darn-deep-darkness down below.”

“That’s right, don’t look down. Don’t look down.”

The two expressed with full concentration in making this journey up safely to start it off.

Those who can fly specifically Rainbow Dash however…

“Are you kidding? This is awesome!” Rainbow cheered while flying up backwards.

“Said the pony with wings.” Applejack huffed finding it pretty annoying.

“Just keep walking.” Fuli advised while keeping her head forward even ignoring Pinkie and Bunga’s antics upwards.

“Now this is like it, on our way to rescue our friends and defeat some bad guy butt in style!”

“In space, no one can hear you SQUEE!”

Both Fluttershy and Ono, even though they can fly, are both unsettled and finding it uncomfortable due to their trademark nervousness and shying at the face of dangerous things they’ve never done before.

“Really?”

“You’re not helping.”

A remark that Kyoga can even detest to since she is splitting her energy in keeping her balance and levitating Beshte since the lasso can’t support his weight along with Rarity and Twilight’s knight in shining armor appearing right in behind Applejack with medieval gear and weapons.

“Uh, Spike…” Applejack took notice of it. “Are you sure all of that is really necessary?”

“We need to be prepared for anything! This is Rarity’s safety we’re talking about!” He asserted.

“But the weight…” She gestured to the hippo floating beside them. “Are you sure all of that is really necessary?”

“Nonsense!” He dismissed the very thought while bouncing up and down on it to prove his point. “This knot is as solid as…”

His lucked ended up being pushed when the excessive weight due to his jumping up and down caused the rope to break and have everyone attempting to walk on it fall downwards.

“Squee!” Fluttershy let loose in a moment of horrified shock upon seeing everyone plummet towards the ground.

“They were wrong! I totally heard that!” Pinkie loudly exclaimed having heard that from down below.

Luckily for them, Rainbow Dash, Fluttershy, Ono, and Princess Luna were all able to catch everyone before they could fall down to the ground.

Both Pegasus ponies caught Pinkie Pie who Bunga hanging onto her tail with Kyoga hanging onto her leg with Kion, Fuli, and Applejack all hanging onto each other’s legs like a human chain with Princess Luna hoisting up the cow girl’s while doubling down her efforts to keep hold of her magic allowing them to approach the moon.

“Just a little longer, then my magic can guide you down…” Luna told everyone while grunting from the slight strain of keeping everyone from suffering a potential fatal or injury-filled fall.

“Spike, grab onto my hoof, I can’t hold you with my magic!” Kyoga called out to the dragon holding onto her by the tail and losing his grip on one of his special jewels and working her magic and straining from holding Beshte up in the air.

But Spike was not about to let it go and leave it. “But the ruby! It’s for Rarity!“

“Spike! Leave it! Trust me when I tell you it’s for your own good!”

Spike couldn’t hang on anymore as the ruby slipped out of his fingers. “NOOOO!”

Luckily for him, Kyoga worked up an extra burst of magic to grab onto him just before his grip could slip along with his ruby. By then, Luna was able to safely descend everyone down towards the moon with her magic.

“Aw, Kyoga, thanks!”

“Don’t mention it!” She said with a warm smile as they all landed on the moon in the pitch black surrondings.

“Whoa Ho oh! Yeah baby we’re on the moon!” Bunga happily exclaimed upon landing on the ground.

“Oh, sure, here we are, and finding our friend Rarity in the pitch black? No problem at all!” Rainbow sarcastically remarked

“Yeah, we’ll just walk around bump into each other and even accidentally hit each other.” Fuli added in the same sarcastic manner before slapping Bunga upside the head.

“OW!”

“Oops! Sorry! I couldn’t see!”

“Not to worry, we can take care of that!” Kyoga quickly assured everyone as she and Luna worked their magic in having their pink and blue aura’s respectively light up the area around them.

“Now we must hurry, they’ll know we’re here!” Luna cautioned everyone upon looking around at their surrondings.

“And who is “they” exactly?” Kion inquired.

“When the nightmare energy came back to life, it needed a form to take.” Luna explained.

“So dark.”

“I still can’t see.”

Both Pinkie and Bunga remarked while still wearing their sunglasses.

“Then take off the sunglasses, Pinkie! You too Bunga!” Rainbow chided just when Fuli rolls her eyes and removes them with her tail along with dope slapping them on the back of the head to which the brash Pegasus pony snickered at their misfortune along with the cheetah standing next to her.

“Unfortunately, the peaceful inhabitants of the moon became its victims and are now trapped under its spell.” Luna continued to which Fluttershy and Beshte naturally gasped at the very thought.

“No way!”

“How could they do that to sweet little animals?”

“They aren’t sweet anymore…” Luna solemnly shared while the two Pegasus ponies share a look of worry and dread of else Scar and Twilight have in store for her.

“Well…” Bunga gulped and turned to his best friend. “…I hope Twilight isn’t evil enough to the point she is encouraging all of this.”

“I wish I could believe that.” Kion shared feeling uneasy in whatever good’s left in the alicorn’s heart with the endgame she is carrying out here.

Elsewhere…said alicorn is floating over the hostage while undoing the restraints holding her to the throne.

“We’ve made our offer very clear…” One of the Nightmare Forces spoke to her.

“Clear? You know what’s crystal clear? The fact that a new set of drapes would do wonders for this place.” Rarity retorted. “Bad decorating aside, I would never and will never stay here. Ponyville is my home.”

Twilight moved to magically restrain her followers on the moon before moving to speak to her trying to get her to at least understand things from her point of view but not without glaring at them for their approach.

“Anyways…” Twilight said before speaking to her former friend as gentle and sympathetic as possible. “…Rarity, it’s nothing personal, it’s just truthfully I’m really only thinking for the good of every pony. I just think they need a new princess looking after them and who better than the most generous pony to help guide me into leading Equestria for a better future.” Rarity pondered of whether she was being sincere in offering her a share in controlling Equestria with her or just trying to manipulate her for her own benefit. “Think about it, your generosity would save everyone. You’d be a princess, just like me.”

“Listen, Twilight…” Rarity tried to decline as politely as she can. “…while I appreciate the offer, I must firmly put my hoof down and say no! Even if you don’t see it that way, they are all my friends! They need me!”

Twilight shrugged in response. “That’s fair.” She then shows her an image of the Lion and Pony Guard leaving her behind in an open field. “But I think the real question is do they? Or will they reject your gift once somepony new comes along? Somepony with a bit less attitude and more generosity, I might add?”

“But…They wouldn’t forget me, would they…” Rarity insisted otherwise while fearing the alicorn circling around her still determined on getting her on her side.

“Under the right circumstances they might…” She replied while working her magic on her. “…if you stay by my side however, I can assure you that your kindness and generosity will never be taken for granted. You will never be forgotten…”

"Twilight..." Rarity pleaded once more before speaking her heart out in a desperate effort to reach out to her once more.

Crossing the Line

The two traded when the former was being untied allowing her to reach out to the alicorn only for her to push it aside before ensnaring her with her magic and prepared to engulf her in a dark purple and black glow. Before approaching her Twilight sings her heart out on her overall views of the situation before proceeding on with the next part of her plan towards taking over Ponyville.

“I just want to help you…” Rarity spoke in a faint whisper just when dark magic enters her own horn causing her eyes to glow ice cold blue as a result. “I really do...”

“And you will definitely help me very well…more than you could ever dream of doing.” Twilight assured while the very dark magic consumes her into a transformation that she’ll find is fitting for her taste while darkly chuckling while it’s happening before turning towards the direction of the Lion and Pony Guard. “And while you get in form with yourself, I got some guests to greet and entertain, for they are about to once again face their worst nightmare.” She said the last part with her scar emitting black smoke with her eyes glowing a mixture of dark shades of purple and green surrounded by black colored dark magic.

Meanwhile, the others are all looking around for their friend while also on the lookout for both Twilight and Scar since they know that they are all here and why. Even with Luna and Kyoga’s magic, they have so far found nothing but dark shadows and clouds around them to which greatly worried both Fluttershy and Ono.

“Ugh. Creepy.” Ono shuddered while perched on Fluttershy’s shoulder.

“You said it.” Fluttershy agreed.

“Don’t worry, Fluttershy, Ono, we’ll be okay!” Pinkie quickly reassured.

“Hey!” Bunga thought of an idea. “I know what we can do! We’ll play a game!”

Pinkie went first. “I spy, with my little eye, something…black!”

“Really?” Ono asked exasperated. “Too easy and scary! There are lot’s of things that are black here aside from Princess Luna’s crown, necklace, and cutie mark! No offense!” He quickly added apologetically to said princess behind her.

“None taken.” She calmly replied without emotion.

“Fluttershy?” Bunga turned to her expecting a good guess from her taking Ono’s rant as his answer.

“Oh!” Fluttershy was still nervous as she responded. “Is it that thing that looks like a shadow of a shadow?”

“I know! I know!” Spike eagerly raised his claw up wanting to get in on this game. ”How about…”

“Every single that surrounds us?” Rainbow irritably interrupted.

“Hey! Rainbow girl! Let the dragon have a chance to answer!” Bunga chastised the pony just about ready to lose her patience before turning back to Spike. “Sorry, you were saying?”

…that extra dark patch of something right below that grayish blobby thing?” Spike pointed to said forming mist appearing in front of them.

“Ding-ding-ding! You are correct, sir!” Pinkie congratulated much to both Ono and Rainbow Dash’s dismay.

“I was so close.” Fluttershy quietly said to herself while tugging on her long hair curls. While she was looking aside she spotted something on the side of the path which caught her attention to which she strayed away from the others so she can get a better look at it.

Kyoga having spotted her straying away into the pitch black was quick to screech to a halt before turning back while drawing attention from the others. "Fluttershy? What are you doing? We're supposed to be..." She trailed off when she saw what the Pegasus is looking at. "...oh my Faust."

"Sticking together..." Kion finished while wondering what the two are staring at. "...and why are you staring into something you can't see...." His eyes widen when he too sees it.

"...when it's pitch bla.....whoa!" Ono added while finding himself following suit mid-sentence.

"Poa!"

"Whoa! What in tarnation are those things there?"

"Are those lions?" Kion asked while trying to make them out with his night vision.

"I don't know..." Ono replied while trying to get a look at them before feeling his heart jump. "...but they're coming right at US!" He screamed when he managed to make out the two figures charging in their direction. "RUN!"

Seeing that everyone else had no time to mentally move themselves into doing so, Luna quickly worked her magic in forming a protection dome to surround the group while repelling it's attackers away with Ono slamming into it by accident in his frenzied state.

"Ono!" Kion cried upon seeing up get knocked out before leaping up to catch him on his back. "I got you!" Thankfully this only knocked the egret out for a few seconds before moving to open up his eyes. "Are you okay?"

"Hevi Kabisa!" He muttered. "What the hay tried to kill us?"

"It looked like a couple of lions that live here on the moon." His friend answered while gesturing him to remember Cadance's deep breathing exercise to which he proceeded to do for the next minute or two. "But the question is how are here and living on the moon?"

"Good question." Kyoga said for she too had never seen them before while turning to the dark blue alicorn standing behind them. "Would you, Princess?"

"I do." She answered while everyone including Ono is all ears for what she has to say. "They're moon creatures known as Nundu's."

"So those two lions were both a couple?" Bunga inquired.

"Yes."

"Oooh..." Pinkie stated seeing that it makes sense. "That would explain why they were getting...you know..."

"Yes we get the idea, Pinkie..." Fuli interrupted. "...you too Bunga..." She was quick to add so they can stop talking about it. "...and how we already know love at this age, I'll never know."

"Was it because of what happened to you and Kion in the past?" Pinkie recalled.

"Yeah, remember that time..." Bunga started.

"No and neither do you!" Fuli cut him off and glared at him and the pink pony to get them to stop talking about a memory that is meant to remain behind closed doors. They both immediately shut up before they all turn back to the Princess of Night for more about these moon lions. "Anyways..." She motioned her paw towards Luna wishing for her to continue. "...Nundu's if I remember right is what they are called?"

"Yes, dear cheetah." She nodded. "Like the Nightmare Forces they're a creation of past lion's souls with my magic to give them life for thou to breathe on. They may look like lions but they really covered up in small sharp spikes and their manes puff up like those puffer fishes back on Earth each time it roars. Sadly, it was a time when I wasn't in the best state in mind when my dark forsaken powers gave them the fire and darkness to follow me and do my bidding no matter what they have to do to earn my loyalty and respect." She shows them the two lions slowly making their way back towards them. "And because they don't have my sister's light to guide them on the right path they are now insane and feral beasts of nature with the will to kill those who stand in their way. And if they were send they dastardly breath toward us they could kill us right on the spot along with everyone within a nearby village."

"Whoa..."

"No kidding!"

"I know! Who would have thought of that..." Bunga suddenly sees a nearby nest of eggs. "...along with these things here!"

"Bunga!" Luna chastised the honey badger while levitating him away from it while mentally and correcting feeling that the moon is full tonight. "Do not go anywhere near it!"

"Why? They're just eggs!"

No sooner than he said that, the eggs hatched with a slew of cobra-sized snakes emerging from them and leaping towards him with their fangs and razor sharp teeth aimed at the group. Luckily for them Princess Luna was able to easily deflect them away with her magic and knocked them all out.

"Never mind! I take that back!"

"Oh my!" Fluttershy gasped. "Were those moon snakes?"

"Close. They're Basilisks! The most dangerous and feared snakes filled with venom more deadly that the scariest scorpion to ever set foot in the Pride Lands. Just looking at one of those new born in the sacred eyes could kill you in an instant. In other words, if looks could kill they will. And much like those cockatrices back on earth a single touch could turn you into stone."

"Hevi Kabisa!"

"Oh...goodness! That is dangerous!"

"Yes dear Fluttershy and Kion. If a Basilisk new born is bad enough then a full-grown one will surely spell trouble for any it crosses path with. All of those poor and fateful creatures such as spiders and morning hen's would cower before it's very might before being eaten on the spot."

Fluttershy gasped and then fainted from shock with Kion quick to catch her from behind.

"Phew. Talk about scary hybrids out in space. No wonder they've remained all the way out here." Rainbow commented.

"No kidding." Ono couldn't agree more with the brash Pegasus's statement about them.

“Not to toot my own horn, but I am pretty darn good at “I Spy.”” Spike then bragged while holding up the ruby he is wearing around his necklace like a medal he won for his most recent achievement.

“Speaking of horns tooting, I think they do know we’re here.” Fuli said to everyone upon spotting the returning space creatures along with mysterious and ominous shadows approaching them.

“How can ya tell?” Applejack inquired before spotting the Nightmare Forces circling around her just when Twilight appears over them.

“You can call it a hunch.” She said to them with a devious smirk frightening the group briefly upon seeing her again only as Midnight Sparkle this time around. “And hello, Applejack.” She then turned to Fluttershy. “Say Fluttershy, what do you call all of these fellow critters with dark magic under their skin?”

“Possible inherent evil?” She guessed while terrified.

"Oh close, but technically correct with the right influence." She replied while floating over and stroking her mane. “You sure a very smart girl, aren’t you?” Kion was quick to come to Fluttershy’s defense treating her caressing as a threat before swiping Twilight’s hoof off of her. “Filled with very kind and pleasing manners unlike one of your friends.” She added with frown in the lion’s direction for striking her hoof like that. “You know its bad manners to strike someone’s hooves when said mare wasn’t even trying to hurt her at that particular moment.” She chided.

“Like you’re one to preach about manners, Twilight!” He defiantly retorted. “Considering you have plans to hurt all of us!”

“My, my, my…” Twilight chuckled like it’s a joke. “…such temper. I would never dream of doing such a thing, unless I have no other choice of course.”

“Enough!” Luna assertively stated. “What have you done with Rarity? And where is Scar?!”

“Oh, he’ll be here soon. In the meantime, Rarity is helping me out with a little task I wanted her to carry out and is unharmed.” She answered while slightly annoyed with her tone.

“What kind of task have you cursed upon her?” She inquired with a raised brow while impatiently tapping her front hoof on the ground.

“I’ll be glad to answer that question…” She replied before working her dark magic around her horn. “…but first you’ll have to conquer this very important challenge before anything else.” Before Luna could try to get another answer out of her the nightmare mist started to cloud over to where they are all standing. “Good luck.”

“Run! I have no power over this nightmare mist!” Luna commanded.

“You heard her, move them hooves!” Applejack backed her up before leading everyone away from the advancing mist.

But despite their fastest efforts, no one was able to outrun or out fly before being all covered by the black shadows consuming them.

Kion suddenly found himself back in the Pride Lands much to his sudden shock. “What the heck?!”

He looked around before spotting his stern father glaring at him. “Dad! You’re not going to believe this but…”

“But you, Kion…” He suddenly interrupted. “…have no respect for the power you have…or the Circle of Life! You’re careless and dangerous! You are dismissed from your duties as leader of the Lion Guard!”

“What?! No!” He cried just when the Mark of the Guard disappears from his left shoulder with a horizontal pink gash appearing on his left eye.

“Sisi Ni Sawa Kion!” Scar’s voice spoke to him while evilly cackling.

“Kion! It’s just a nightmare!” Spike called out to him. “Remember why we’re here!”

“You must fight it, Kion. Use your heart to see what these nightmare’s are!”

“But my dad said…” His voice spoke while his body lays unconscious.

“Then why would be here?” Spike asked to try to get through to him. “It’s not true, Kion!”

“It’s all a façade to keep you trapped in your fear.” Luna added while levitating her body.

With this advice being taken to heart, Kion turned and rised in his dream to assert to both Simba and Scar that they are wrong.

“Friendship is not dead…and nightmare’s aren’t real!” He shouted while standing up and facing his father with that same look before swiping Scar’s reflection away just when his Mark of the Guard reappears on his left shoulder.

Just when he does so, the dark magic was expelled from his body much to both Spike and Luna’s delighted relief.

“We must save the others from their nightmares before they are trapped in them forever!” The dark blue mare declared with her wings spread out ready to find the others.

Next up is Rainbow Dash now standing on a rooftop over the town now flooded with water due to a massive rainstorm.

“Rainbow Dash! Help us save Ponyville! We need you!” The Wonderbolts captain called out to her.

“I’m coming!” Rainbow leaped to take action only… “Oh no! I can’t fly!” She screamed before plopping down into the water.

Luckily for her, Kion and Spike riding by on a hot air balloon with Luna flying by, all came to her rescue by lifting her out of the water and in the basket.

“I know, I know! The clouds, I can’t move them. My…my wings are clipped…”

“No they aren’t, Rainbow Dash!” Kion insisted otherwise.

But she refused to believe it. “No! Look at me! I’ll never fly again.”

“This isn’t a nightmare. Look…” The princess of night showed her that this is an illusion.

“My fear is making this real?!” She realized before leading the Wonderbolts away with a now confident smile. “I am not afraid!” She managed to escape the mist that was previously ensnaring her. “Ha-ha! Nice try, slow smoke!”

In Pinkie’s dream, it took seeing both Kion and Luna with the former cheering for her while holding up a sign that says “Yay Pinkie Pie! Please wake up now!” to give the pony the confidence she needs to stand up to all of the ponies booing at her.

“So you can’t partay?!” She asked while wearing a fake white beard and brow courtesy of whipped cream earning herself a few tomatoes thrown at her. “Are you not amused?! Guess what nightmare…schmitemare?!” She glared with burning and growing resistance. “I am the most laughter-giving, fun-having, friend-making pony ever!” She shouted. “You have no power over me!”

Just when the show ended, she proudly dropped the microphone while Kion applauds her and Luna whistles looking very impressed as the pink mare’s dream came to an end.

In order to cover some more ground quickly, Kion and Luna moved to take on Kyoga’s next while having Rainbow Dash and Pinkie Pie come to Fluttershy’s aid.

“Kyoga…” Kion called out to the devastated lioness before finding himself witnessing the carnage she suffered when was a young cub at Scar’s paws. “Hevi Kabisa!” He softly exclaimed in horror before quickly shaking it off. “Kyoga! Listen to me! This a dream! Don’t let it get to you!”

“But’s it all real…” She cried in protest. “…Based on something that actually happened!”

“Maybe so…” Luna didn’t deny based on memory that actually happened before showing her the time she actually granted her a second opportunity in life. “…but remember the day I gave you your life back.”

During the one of the few moments in the past, where Luna’s good side emerged during her time on the moon while baring witness to the carnage Scar had incurred on everyone in Diamond Valley, the banished princess actually revived the lioness before she could succumb to her injuries.

“Kyoga…”

“…you’re alive?”

Her siblings asked speechless upon witnessing this before further crying in relief and embracing her in a warm hug.

Once the trio all broke apart from their group hug, they all set out to walk forward together into the sunset in front of them to which both Kion and Luna both smiled proudly at her for remembering that heartwarming memory.

In Fluttershy’s dream…

“I’m sorry! I must have snuggled you all too hard! All of you…” She cried in the face of her growling critter friends ganging up on her just when Pinkie and Rainbow burst inside wearing officer style hats.

“Paws up bunnies!”

“These guy are fakers!”

Angel who was biting on Fluttershy’s tail, actually rose his paws up in surrender.

“No, not my friends! I accidentally hurt them…they’re scared.” Fluttershy insisted otherwise.

“Scared or scary? Look at this!” Rainbow moved to hold one of her hooves and show them the Nightmare Forces surrounding her.

Fluttershy now realized that she was being tricked. “How could they?! I’m so mad I could yell! Almost.”

“Sing it, sister!” Pinkie encouraged.

“Oh, why not?” She gave in and shouted…in her loudest and softest tone. “Fakers!”

For that Rainbow held up a score card that reads 3.2 out of 10 for her disappointing effort along with Fuli who gave her a score of 3.8 out of 10 mainly because it worked well enough that the dark mists of magic were expelled from her mind.

“Not bad, for a pony with your tone of voice.” Fuli commented with a half-impressed tone.

“Thanks.” She slightly blushed in response. “But how did you escape your nightmare?”

“Easy.” She recalled going up against the cheetah that beat her in a previous dream. “Upon remembering why I lost last time…” Her dream opponent tripped her with a quick shortcut that lead to him gaining the edge over her when he managed to emerge back on the main path catching her by surprise. “…I made sure he didn’t get to capitalize on that again.” She moved to double down her speed just barely edging out her opponent just when he emerged back on the main path.

“Huwezi!” She shouted upon crossing the finish line.

“Anyways…“ She said wanting to focus on their friends in danger. “…we better keep moving! We still got rescue Applejack, Beshte, Ono, and Bunga!”

“That’s right, and we’ll need to split up if we want to cover more ground faster!” Kion stated before turning to the cheetah ready to split the group up once more. “Fuli, you and Rainbow Dash go rescue Ono while Pinkie and I rescue Applejack. Fluttershy you go with Kyoga and Princess Luna to help Beshte. And once we get back together we’ll find Rarity and Twilight.”

“Sounds like a plan.” Fuli nodded before each of the three groups split up.

Both Fuli and Rainbow Dash ran and flew over to find the egret floating in mid-air with the pain of being a visually impaired bird really hurting him deep down.

“Guys, come on! Please! No….” He cried begging of his friends not to leave him just because of his injuries.

“Ono!” Fuli called out to him.

“Fuli?” Ono called back looking around for the sound of her voice. “Where are you? I can’t see you!”

“That’s because it’s a dream!” She called out to him while being hoisted by Rainbow Dash. “It’s not real! Look!” She showed him the Nightmare mist surrounding him.

“Fight it, bird-brain! Prove that you are still the Guard’s Keenest of Sight!” Rainbow challenged which sparked bravery in the bird’s heart.

Turning this dream into his advantage he quickly rushed over to the Lion Guard just when one of the vengeful vultures swoop in for a madden attempt to kill Bunga while his eyesight is magically repaired.

“Bunga, watch out!” He shouted before flying in as fast as he can to shove the honey badger out of the way thus saving his life while the vulture ended up spiraling out of control and ended up plopping to the nearby stream of lava down below.

“Poa! Way to go Ono!” Beshte congratulated.

“Great job is right!” Kion agreed just when he placed a paw on his shoulder. “No matter what, you are always a part of the Lion Guard!”

Ono smiled with pride just when his dream ends with the black mist being expelled from his body.

At the same time, Beshte with Fluttershy’s kind and supporting nature to back him up he gained the courage to stand up to his father while creating a hippo lane straight and true thus earning his respect.

“Now it’s down to Bunga, Ono, and Applejack!" Kion stated before leading the team alongside Luna in finding them.

For Bunga, his adoptive family turning away from him in disappointment.

“Oh, Bunga, we are so disappointed in you!” Pumbaa cried.

“I know! No grubs means no honey badger is our boy!” Timon said with a tone of clear disownment as he crossed his arms and turned away from him before walking away from him for good.

“But…but…I told you I tried. It’s not my fault the tree broke just before I could get them.”

For Ono, it is the sight of him looking around yet unable to see anything.

“Kion! Twilight! Guys! Girls!” Ono called out to him with his poor eyesight. “Where are you all?!”

He wanders aimlessly before coming across his friends inducting a new member for their team. A big purple-feathered eagle with a stoic expression perched on a rock where the leader of the Lion Guard approaches her with a paw on her left shoulder.

“For proving yourself in the face of danger, something that not even Ono himself could do, I hereby declare you, the Lion Guard’s newest Keenest of Sight.” With the magic touch, the eagle now sports the Mark of the Guard at the same time Ono’s fades away.

“But, but, Kion…” Ono flew over nerve-wracked over being replaced. “…it’s not my fault I breathed in a lot of smoke and ash from the volcano! One of our friends wouldn’t have survived had I not did it!”

For Beshte, facing his father giving him a look of disapproval for failing to create a proper hippo lane, straight and true.

“And now just one more to go…” Bunga remarked before they all turned to Kion and Pinkie coming to Applejack’s aid in her worst nightmare with Rainbow and Spike coming over to assist them since Luna had rework her magic in ensuring their moon visit goes off without any further problems.

“I’m so sorry, everyone. If I had just done a better job…“

Sadly her pleas were ignored in the face of her angry siblings and grandmother.

“I’m so hungry, Applejack. Why couldn’t you grow the apples right?”

“Without our apples, all of your friends and family in Ponyville will starve!”

“Yeeup!”

“What are y’all doing here…” Applejack called out to her approaching friends upon turning her back and seeing them. “…Ya gotta get out…there’s no more food left.”

“No, Applejack, all of this is just a nightmare!” Kion asserted while running up to her.

Applejack honestly didn’t know what to believe with her face still filled with pain. “I don’t understand. Can’t ya see…all the trees are dead! My kin are starving!”

“Applejack, listen to me!” The young lion implored of her. “This is a nightmare, and that’s all it will ever be. You are an amazing farmer! You know that if there was even the slightest sign of trouble, we’d be there to help out.”

“It just seems so real…” Applejack still thinks with her hoofs pressed on her cheeks.

“Don’t you see? This is Twilight’s game here…” Spike said taking a turn in getting him to see the truth while Rainbow tries to keep the mist at bay. “…these nightmare guys want to trap all of you here so you can’t work the courage to defeat them!”

“And it will take all of us to get her and Rarity back assuming we can defeat Twilight. We need you!” Kion added just when Rainbow shakes the terrified to tears country pony to knock sense into her and to get a grip on what’s really going on around here before the smoke surrounding them utterly consumes her.

“So don’t be scared! Starting right now!”

And that was enough to knock sense into her. “You’re right. I would never let this happen!” She moves to shake it all out of her head. “If you say this is a nightmare, I believe you!”

With that declaration, the dark magic is expelled from her mind, allowing her to regroup with Princess Luna and the rest of the Guard. Just in time for the Nightmare Forces to circle around them.

“Well, this is creepy…” Bunga remarked feeling sweating falling from his forehead upon being gained up on.

“…Way creepy!” Pinkie agreed.

“No kidding.” Ono fearfully gulped on the verge of passing out.

“Um…” Applejack turned to Fluttershy since the Guard’s Bravest and Keenest of Sight are both paralyzed right now. “…a little critter help here, Fluttershy?”

“Sorry, I’m out of bravery for the day…” She regretfully replied with her legs shaking and bending inward feeling like she is going to have an immediate accient right about now.

Rainbow however along with Kyoga, Kion, Beshte, Spike, Fuli, and Luna all stood their ground just when they heard the sound of clapping hooves courtesy of Twilight Sparkle floating over everyone’s heads.

“Well done, everyone and everypony! Fierce, brave, keen-sighted, fast, and strong in the face of your worst fears! I do have say I am impressed!” She complimented.

“You want some more?” Rainbow tried to put up a brave face though still sweating in terror of her. “Well, we aren’t afraid of you!”

Unimpressed, Twilight looks at her, and then charges full throttle right at her with a menacing growl. Rainbow flinched and dropped to the ground while covering her head. Flying back up she got a good laugh out of it. “Are you really? Because from the looks of it, you still seem scared. Anyways…” She then turns her attention to the princess accompanying her trying to communicate with her heart to heart. “…Princess Luna. You know it doesn’t have to be this way. Just a simple negotiation is all it takes and you won’t have to have a battle to worry about at all.”

“What kind of negotiation are you suggesting, dear Twilight Sparkle…” Luna cautiously asked of the mare as she floats down to her eye level while circling around her again.

“Nothing other than you get your sister to stand down peacefully and if you’re willing to follow my lead, I might consider letting you keep your title as princess so you can be the pony you wished everyone to see. And I’m sure you know what I’m implying, right Nightmare Moon?”

From there she saw what she is trying to persuade her into doing. “That is my name, my past as Nightmare Moon is long gone.” She said not wanting to dwell on the past anymore.

“True, but her legacy…” She continues while floating in front of her. “…still lives on in you. From everything you went through during Nightmare Night, to trying her hardest in being the pony who is now working to be her sister’s equal. Surely, you would remember sharing that during your time meeting with Scar of why you became Nightmare Moon in the first place.” Luna’s on-guard expression turned into a more crestfallen expression as the painful memories she endured since her return sparked up in her mind along with the knowledge of Scar’s return being brought back up to surface. “And after all you have done for them, this is how they repay you?” She shook her head in pity and disappointment before offering her hoof to the Princess of Night. “…but of course, that can all change starting now and if you do, everyone including Rarity will all walk out of this situation unharmed and you can still be adored by ponies and Pride Landers all around and get to experience of what you wanted all those years while you were trapped here…”

As much as she doesn’t want to relive her villainous past, she couldn’t bring it in her heart for everyone to suffer because of her. “No! You can’t. These ponies and their friends saved me. Rarity saved me. You saved me. I will go…”

Kion once again got in between them before she could accept Twilight’s hoof to shake on it with Applejack, Fuli, and Rainbow Dash rushing over to her side to back her up. “You’re not going anywhere, Princess Luna! And she will never join you, Twilight, or Scar! Not while we're around”

“Yeah!” Rainbow stated. “Like we’re gonna let some goth-loving bunny and some tyrant excuse of a leader take another one of our friends?”

“Darn tootin’!” Applejack nodded.

Princess Luna was stunned by that special word they referred to her as. “I’m your friend?”

“Well, duh!”

“Of course you’re our friend!”

Both Pinkie and Bunga both asserted with friendly nudges around the side of her necklace.

“We all trust you!” Beshte added with a warm and inviting smile.

“After all, we know you would never lie to us.” Fluttershy sweetly added while placing a hoof on her chest.

But instead of feeling endeared by those heartfelt words, she felt guilty and torn because deep down she has lied to them and she truthfully doesn’t feel like she truly earned their friendship.

“Well…” Twilight said still undeterred by this minor setback from the Guard coming to Luna’s defense. “…I stand corrected seeing you have the Lion and Pony Guard’s hoofs and paws in friendship who would all do anything for you.” She suddenly jerks her head towards one of the ghosts laughing at Spike who is protectively hoisting his ruby away from him. “Yes, Larry? What is it?”

“Just look at this dragon!” He laughed before being slapped in the face with a powerful gust of wind from the power of one of her wings along with being given a glare. “Sorry, Princess Midnight…”

“Anyways…” She then turned back trying to be reasonable with the dark blue mare. “…since it’s clear we can’t make an arrangement with you and that your friends won’t be dissuaded…”

“You’re darn right we won’t!” Bunga barked at her before reeling a step backwards upon being given the killer look again. “Sorry!” He said with raised arms of surrender with his body turned to the side.

“…I guess I have to make do with what I got right now, and having expecting this to happen, I already have a new plan and ally in place seeing that I just managed to keep you all busy just long enough...” She continued with the group of heroes all being greeted with a powerful burst of magic that caused a massive dust cloud to form right in front of them forcing Princess Luna to spread her wings out to shield the Guard from this implosion.

When the dust cleared up, they all looked on to see a very familiar pair of diamond blue eyes along with a familiar set of pretty eye lashes leaving the Lion Guard in horror when they see the face of said figure standing right before them.

“Hapana…?”

“Oh my….”

“Oh, no…”

“Is that…?”

“It can’t be…”

“It’s..”

Ono, Bunga, Beshte, Kyoga, Fuli, and Kion all gasped when they all saw…

“…Ladies and gentlemen, if you would be so kind in giving a warm Equestria welcome to my newest soon to be co-princess…Nightmare Rarity!”

Said mare was now about Nightmare Moon’s height while standing on par to Twilight in her Midnight form. Her coat was now black in contrast to her heavenly pure white coat and her indigo purple mane was now a darker ethereal shade of purple, just as long as her master Midnight Sparkle’s along with Princess Celestia’s.

As if things hadn’t gotten bad enough now that Twilight Sparkle has now become Midnight Sparkle, things have just gotten worse now that Rarity has been corrupted into following their fallen friend’s hoof steps with the battle of their lives just on the verge of happening now…

Author's Note

In this part, the rescue mission is underway at the same time Rarity meets Twilight face to face as her captive.

With magical assistance, the Lion and Pony Guard were able to accompany Spike and Princess Luna up on to the moon at a much quicker pace and be able to navigate around the place. But by the time they were able to encounter Princess Twilight now Midnight Sparkle, it was too late. She had already laid out her trap to have every face their worst nightmares once more and even when they have conquered them, it still worked out in her favor since she was able to keep Luna and the Lion and Pony Guard busy long enough to recruit one more ally to help with her cause...

Nightmare Rarity

Next up is Part Three wondering what will help next now that Rarity has assumed Nightmare Moon's form alongside Midnight Sparkle with her plan to takeover Equestria just one step away...

One more thing before I forget, in an effort to give Twilight a Villian Song I decided to add "Crossing the Line." where she and Rarity duet together and here are the lyrics for said song.

This has to stop now
Whatever it is that you're going through
We'll fix it together, me and you
Just like we've always done

No! This has to stop now
This thing where you think that you've been my friend
And don't even hear how you condescend
The way you've always done

Twilight, listen (I'm listening)
I know it isn't true (Isn't it?)
Just look into my eyes now (Well?)
I know you feel it too (Perhaps I do)
Twilight, listen (I'm listening)
I swear it's not too late
So before another line gets crossed
And everything we've had is lost

Just... wait
Wait?

No, I won't wait
There's a line between the winners and the losers
There's a line between the chosen and the rest
And I've done the best I could
But I've always known just where we stood
Me here with the luckless
You there with the blessed
And that line between the beggars and the choosers
Is a line you've never let me quite ignore
How I've tried to jump that great divide
But I've never got the chances you were given
You don't know how much I've been denied
Well, I'm not being patient anymore
I'm crossing the line!
And I'm done holding back
So look out, clear the track
It's my turn!
I'm taking what's mine!
Every drop, every smidge
If I'm burning a bridge
Let it burn
But I'm crossing the line!
And for us, if we're over
That's fine
I'm crossing the line

Episode 16: Midnight Sparkle and Nightmare Rarity Part Three

Episode 16:

Midnight Sparkle and Nightmare Rarity

Part Three

Back on Earth, Princess Celestia along with King Simba and Queen Nala are going over the final preparations they need in order to prepare for the biggest battle of their lives against Scar and Midnight Sparkle. While some ponies evacuated and took shelter under the mayor’s instruction while locking up their shops, others along with the entire royal guard have all gathered at the center of town ready to join the royals on the frontlines where the white alicorn along with the golden furred lion, and his mate all sporting golden armor along with the guards for the occasion.

“The preparations are almost complete.” The white alicorn told everyone while her nervous assistant hurries to properly write down everything that is needed on the long piece of parchment paper she is writing on. “Whatever nightmare may be coming for Ponyville, we’ll be ready.”

“Princess Celestia is right…” Simba spoke up in agreement. “…no matter what attack Scar has in store for us, we will be ready to defend Ponyville, and stop him from claiming Equestria!“ He then looked up to the moon. “Hopefully…” He whispered just when his wife places a comforting paw on his armor protected shoulder.

“I hope so too…”

“Me too…”

The other royals shared with each other just when a trio of fillies along with another pair of ponies all arrived on the scene. Said pair were both visiting ponies wearing purple and pink crystal armor of their own respectively, and here to help for a very personal matter.

“We’re here!” Princess Cadance stated.

“Cutie Mark Crusaders reporting for duty!” Apple Bloom declared.

“How can I help rescue my sister?” Sweetie Belle asked.

“A “saves Ponyville from certain doom.” Cutie mark would be so cool.” Scootaloo eagerly whispered to the farm filly.

“Not now, Scootaloo…” She whispered back. “…but it would be awesome!”

Shining Armor having heard that, rolled his eyes before turning to the others mentally asking if they should really be allowing them to help them fight. Especially since one of the main foes is his own sister who will unquestionably be out for his blood upon arrival.

“Should we….?“

“Yes, Shining Armor. Even the smallest ponies can make the difference…” She nodded. “…and thank you and Princess Cadance for coming on such short notice.”

“No problem.” He thought nothing of it. “If it means being able to try to save my sister and seek out her forgiveness before…well you know…”

“…we’ll gladly fight alongside you, your sister, and the Lion and Pony Guard in order to defeat Scar and rescue Twilight before she does something she’ll really regret later on in life.” Cadance finished for her future husband with a hoof on her chest to say something the kids will be left scarred for life by.

“Princess Cadance…” Sweetie Belle spoke up with a worried look. “…nothing’s going to happen to my sister, right…?”

“Of course, Sweetie…” She responded with a comforting smile. “…everything’s going to turn out find in the end.”

“I really hope so…” Sweetie expressed while looking up at the moon before turning back to her with another thought occurring to her. “Can I ask you a question?”

“Of course! What is it?”

“Does Twilight hate you?”

Cadance was caught off-guard by that question while her husband retracted a hoof back upon hearing that. “What do you mean?” She asked with a forced smile.

“Well, from what I heard from my big sister is that you are to be Twilight’s future sister-in-law…” Sweetie said while having a troubling concern whether it’s true or not. “You wouldn’t have done anything to cause Twilight to harbor any resentment towards us? Would you?”

“Of course not. Where’s you get an idea like that?” She asked back wondering what got her into thinking that.

“Well…it’s just…” Sweetie had a take a deep breath before explaining. “…I heard my sister talking to herself in her room about her worries about her, along with hearing that the Pride Lands have been taken over by that lion with the scar over his face and that Twilight had a hoof in helping him…”

She recalled eavesdropping her sister in her room crying dramatically to herself and saying all of this to herself word for word the night after returning home after helping the Pride Landers settle in Diamond Valley.

“Oh, what have I done?! The poor darling, having now turned against us and helped that big bad awful lion Scar conquer the Pride Lands!”

“…and during school a couple weeks later, I asked my teacher Rafiki about it…” She recalled the elderly mandrill explaining to him in a private history lesson of the Pride Lands where she got to learn more about the dreaded lion himself. “…where he told me of how Scar took over the Pride Lands before and how he did it after having a strained relationship with his brother, King Mufusa and resorted to having him…thrown away.” She further hesitated for obvious reasons. “…and after hearing this from some of the kids from the Lion Guard fan club, I couldn’t help but worry that you and Twilight don’t see each other as sisters anymore.”

“Oh…” Cadance uttered while slightly speechless at her own discovery. “…well actually, me and Twilight still get along great together even after what she has done recently.” She admitted. “I’m afraid her issues are more directed at her own brother than me.”

“Like what? Was it because he did something stupid like the evil lion’s brother?”

“Well…” She too hesitated with her choice words for obvious reasons too due to the stallion cringing with his eyes shifted to the side with clear remorse before turning towards Celestia in regards to their plan in dealing with his estranged sister. “…what he did was admittedly not very bright of him and pretty disappointing. But it was also something he eventually regretted because he ended up getting caught up and giving into the heat of the moment. Unfortunately, Twilight didn’t see it that way due to having spent so much time apart from him over the years. And thanks to Scar leaving his mark on her, it ended causing her to get consumed by her own anger, bitterness, and hatred towards those who hurt her.”

“Really…” Sweetie voiced with the confirmation in light and realized the wedding fiasco after connecting the dots some more. “…and also because of the changeling queen, of course. It definitely makes sense now.” She then looks aside feeling relieved that she made up with Rarity when she did the last time they had a big dispute to the point she disowned her up until she actually participated in the Sisterhooves Social alongside her. “Good thing I made up Rarity when I did.”

“If I may, made up with Rarity over what?”

Seeing that Cadance opened up to her about relationship with her future sister-in-law, Sweetie decided it was fair to return the favor and share her story. “Back when my parents were going away on vacation together, I stayed with my big sister at her place. Throughout my visit, I tried to be able to spend time with Rarity and even tried to help out with her chores only that it ended up upsetting her than pleasing her. I admit back then some of those things were done without thinking things through but all I was just wanted to do was spend time with her.”

“Yes, that can be quite upsetting.” She said sympathetically the more and more she hears about her past experience.

“Anyways, it ended up coming to a head when I suggested she participate with me in the upcoming Sisterhooves Social together and we both ended up agreeing that we would be better off without seeing each other as sisters and never try to spend time with each other anymore. So after spending time with Applejack, I decided to look up to her more as a big sister to the point I actually wanted her to be my new big sister and run the Sisterhooves Social race alongside her. But what I didn’t realize until after the race was that Rarity went through the trouble of pretending to be Applejack so that she could race alongside me throughout the whole race. She even went as far as coating herself in mud just to be able to spend time with me. It was there I actually came to forgive her and see that she truly does love me as a sister.”

“That’s…certainly quite a story you just went through.” The Princess of Love said after taking that all in.

“I know.” She breathed in deeply after explaining herself for so long. “I mean sure I was mad at my sister for a while, but deep down I never really did stop loving her as one. I just needed some friends to remind me of that.”

Shining Armor while speaking with the princess ended up having his ears perked upon hearing that the part of her reconciliation with her big sister. Hearing that last bit had the white-coated stallion remembrance his biggest regret back at the wedding rehearsal. To him it was the first and only time he ever actually fought and yelled at her over a huge misunderstanding to the point he actually disowned her as a sister for the moment.

Back then, he wasn’t thinking clearly due to Chrysalis’s magic messing with his head, and was upset with her for her bold and rash accusations, but he truthfully didn’t have an excuse for the way he handled it back there. If only he had taken the time to listen and hear her out, then none of this would have happened and they wouldn’t be preparing to face off against her in the Nightmare Battle for Equestria alongside the Pride Land’s worst adversary.

“I’m sure you know Twilight’s going to be coming after us, Princess?” The stallion asked hoping that he is not the only one thinking that’s the most likely fight scenario when she arrives in Ponyville.

“I know.” She solemnly whispered with a sense of grim darkness looming over their shoulders. “And there’s nothing we can do but face off against her when she inevitably comes over.”

It’s an inevitable fate that is on the horizon, ever since her betrayal when she helped Scar conquer the Pride Lands, and since they were the ones who hurt Twilight the most in a moment of weakness they both clearly regret, she’ll no doubt be the first ponies she’ll be seeking to take down.

“I just wish there was another way to defeat Twilight other than destroying her or even banishing her to moon.” He voiced with hope not wanting this feud to come down to the battle to the death. “I don’t want lose her to that evil lion that corrupted her into turning against us.”

“Me too.” Celestia agreed as she looked up at the darken moon. “I banished my sister to the moon back then, and I still regret it to this very day.”

“You’re not the only one with a day of his or her biggest regrets…” Shining shared voicing what was going through his mind when he told his little sister off. “…I was just upset and partially weary from all of the wedding preparations while casting my protection spell all over Canterlot when Twilight came in on accusing the fake princess. Yet up until both Scar and Chrysalis revealed themselves I never thought once that my little sister was onto something and that the Cadance I saw wasn’t the mare I came to fall in love with.”

“Neither did I.” Celestia shared in the same tone. “Nor did I move to properly investigate the source of the threat made against us before the wedding or give what I thought was my niece a proper second glance. And because of it I just ensured that Nightmare Moon’s legacy lives on and ended up playing right into Scar’s paws.”

“This is all my fault.” Shining said with deep regret for how he treated her back then wishing he can take back what he said to her before getting scarred. “I had no excuse for saying what I said back then, brainwashing magic or no Brainwashing magic. She now has every right to be upset with me.”

“You can’t blame yourself, Shining Armor.” Celestia refused to let him feel all of the burden. “We all share blame for what happened at the wedding along with everything that happened. Not to mention everything that has happened is Scar’s doing.”

“What will we do when she comes to launch her attack against us?” The worried unicorn asked the princess knowing that nothing they say will convince her into standing down.

“We’ll just have to stand our ground and keep trying to get through to her.” She voiced of the only thing they can do if they want to be able save Twilight along with all of Equestria. “No matter what happens, I’m not about to make the biggest mistake of my life again here today.”

And that is something that the Captain of the Royal Guard took in with the only thing they can do when their inevitable showdown occurs. All he can do now is hope that they will prevail, and that he won’t end up sharing Mufusa’s fate at the hooves on his own younger sister.

Just then, the night time sky loomed all over town catching the sun princess’s attention when she sees the shadows of a familiar enemy lurking from the moon.

“There she is…” Shining gravely said with small tears in his eyes. “…my own little sister now the new Nightmare Moon.”

“Along with my sister, forced to be Nightmare Moon once again…” Celestia spoke in the same solemn tone.

“Nightmare Moon is back?!” Cheerlie questioned very stunned upon seeing her shadow from afar. “But how are there two of the same pony?

Upon closing inspection, there was another pony floating beside her, one that shared some noticeable differences that Princess Celestia was able to highlight with her close and keen eyesight. “…but that doesn’t look like, Luna.”

“Good to know.” Shining voiced to share his immediate thoughts. “…but who is the pony beside her…?”

The answer to that question is something that not even Princess Celestia herself could answer, with the only answer to that was that time would tell them who the mare beside Twilight is.

At that moment, on the moon the Lion and Pony Guard along with the night princess were all still speechless with their discover of what the Nightmare Forces and their leader have done to her.

“Nightmare Rarity is the new name.” Midnight explained to the still stunned group of heroes. “Now in her new darken glory.”

“It’s true.” The corrupted mare agreed before speaking to the others. “Your powers defeated me before, little ponies and animals, but what will you do now that I’ve taken another one of you? Even if you did get either one of us back the Elements of Harmony and the Roar are powerless. Bit of a pickle isn’t it?”

Rainbow was now provoked with her fists raised up ready for another fight. “You think you’re so cool and spooky? Well, a storm is comin’ for you! A Rainbow storm!”

““A storm’s coming?” Ha!” She scoffed. “What do you think this is? A sigh stallion film?”

“More like a western action and animation film.” Twilight corrected in a whisper.

“Right, of course, how silly of me!” She laughed.

Instead of trying to be angry at the both of them, Kion once again tried to speak from the heart to them.“Rarity? Twilight? Can you both hear us? You have to fight it!”

“I can hear you all just fine.” Midnight remarked in a tone of assertiveness to show that she has control over herself and her actions. “And I must warn you all that begging will get you nowhere.”

“You ponies are dense, aren’t you?” Rarity spoke with the Nightmare Forces speaking her mind. “Remember those nightmare forces you all “destroyed” with your little Elements of Harmony and Roar when Luna was around? Well , guess what? You didn’t do such a super job after all…they now control your friend…me, I suppose.”

“Good one, boss.” One of the nightmare forces snickered.

“What?!” Bunga tilted his head in response. “How is that even funny?!”

That’s where Applejack stepped forward to try to get through to them. “I don’t believe you both! Rarity and Twilight are still in there. I’m sure of it!”

“Yeah, she just needs a little joggin’ to her noggin! Like, something only she would remember!” She moved to get right up in the tall mare’s face looking straight at her in the eyes. “Liiiike, Rarity, remember that time we were at the spa and the hot tub’s bubbles stopped working? And I told you that joke about the aardvark marrying the pipe cleaner then *poof!* Suddenly there were bubbles?! You were so embarrassed you made me hoofie swear to never ever, ever, tell?!” But then she covered her mouth and realized. ”I’m sorry!” She gasped. “I totally just told!”

Midnight while watching and hearing this just face-hoofed herself as she groaned in dismay and disgust of personal secrets being told. Of all things to be told while running the clock out it had to be another silly incident she didn’t need to know about. But just then she heard another voice speak up to them.

“Rarity…Twilight…?” Came from the voice of a baby dragon they both love to heart even with everything that has happened… “It’s Spike, you know, your little Spikey-Wikey and #1 assistant and the best son a mother could ask for? We…I…you’re both the best. We’re really miss you. Please come back.” He pleaded to near tears to them.

Amazingly, that actually sparked some light in both of their hearts.

“Spike…”

“I…”

Then smoke emitted from Midnight’s scar and she immediately shook it off before she could get emotional and shouted. “ENOUGH!” with her horn flaring while quickly recomposing herself and soften her voice back to her normal tone. “…Because I’m starting to get tired of listening to all of these past memories. If you truly do care for everyone, why don’t you all just listen to reason for once in your life?! Now…” She once more turned to Princess Luna looking at her with a defiant glare. “…since you declined my previous offer, how about an offer you can’t refuse like, go on back to Earth and tell Celestia, Simba, Nala, Shining Armor, and Cadance that I won’t attack and will call off the troops if you all agree to surrender Equestria to me?”

“No!” She softly yet firmly asserted. “I am not moving from this spot!”

“Okay…” She calmly accepted that response before adding. “…want to do this the hard way huh…” She turned and saw that the Lion and Pony Guard is adopting fighting stances ready for that fight. “…very well.” She turned to the Nightmare Forces along with the Nundu and Basalisk creatures. “Take ‘em down!”

The Nightmare Forces, Nundu, and Basalisk creatures all moved to attack the Lion and Pony Guard forcing them all to split up in separate directions to allow no more for anyone to help the other.

“Come get me, fly boy!” Rainbow barked at her slithering pursers leaving them an opening for them to try to tackle her…

…only to quick swoop up and cause them to crash into the wall right in front of him.

At the same time, Fuli got the same idea. “Huwezi!” she sprinted ahead before moving to make a quick turn. “Sorry not sorry!” She smirked.

“And that, my friend, is what we call “Skillz.” Rainbow smugly remarked with crossed arms and looking at her right hoof like that was nothing.

The battle raged on with Kion using his claws to swipe at the spirits and Nundu creatures while Ono moved to fly, avoid, and evade the Nightmare Forces alongside the timid Pegasus who likewise got the same idea. Both Luna and Kyoga both worked their magic in taking pot shots at each and every one of the Nightmare Forces along with that comes their way including knocking away every Basilisk snake that comes their way while Pinkie and Bunga both shake their arms around at the spirits like they are both in a wimpy slap fight together.

“Bring it!”

“Take that you creeps!”

While watching this Spike, noticed that one of the larger spirits and Basilisk snakes were moving to make a sneak attack on Kyoga, and quickly took action to stop him.

“Oh no, you don’t!” He declared while grabbing him by the tail and knocking the snake away just inches away from the off-guard lioness's face and face first into one of the nearby rocks.

“Let go!”

“Not until you give up! You took two of my friends, I’m not letting you take any more!”

The ghost moved to fly up and swing him around to make him let go, which was starting to work for him.

But even still, Spike was not giving up. “Surrender now, and I’ll take it easy on yoooou!” He defiantly shouted.

“How kind of you, lil’ dragon!” The beast merely responded before throwing him halfway across the moon.

“Spike!” Kion gasped in horror with his former friend widening her eyes in horror at what one of her minions did to him while Rarity takes slight amusement to the scene.

Wasting no time in ensuring he’s okay, Midnight quickly sped away from the fight at full speed after him.

“That’s it!” Kion growled before wrestling himself free briefly while slashing his claws right at the spirit who did that while Kyoga works her magic in sending hot magic right at the ghost’s spirit thus frying him.

“Ow!” He screamed before disappearing.

“Take that, you mean bean!”

“Yeah, dragon tosser!”

Both Pinkie and Bunga screamed before being hoisted upside down.

At that point, it was now a losing fight that no one of the heroes could win. Every member of the Guard was completely pinned down and restrained with their ability to use magic neutralized.

As for Kyoga well, it took four of the Nightmare Forces to bring her down while one of them forces her to look up just when another holds a restrianed Basiliki snake in the eyes to force her in a trace. After a few seconds, the lioness's body started to turn into solid and lifeless and before she realized it she was already and forcibly turned to stone and had barely any time to react before the transformation was completed much to the group's horror.

“Luna, you must go back to Ponyville and help them! Before Twilight unleashes her attack! Go!” Kion shouted with only one free paw.

“I can’t leave you!” She protested already feeling bad about Kyoga's petrification.

“Run, now! Or Ponyville won’t stand a chance!” Rainbow shouted before being hoisted upside down.

“Yer their only hope!” Applejack added while being pulled back by the ankles. “Besides we can take care of these varmints!”

“We’ll be fine!” Fuli shouted in agreement.

“Just go get help if you can!” Ono added while multiple spirits had to double down in restraining Beshte.

Seeing that she has no other choice, she quickly flew away when she had the opening before working her magic in flying straight back there at full speed. “I’ll save your friends! I swear to you!”

With the battle over, Rarity motioned the Nightmare Forces to ensure that they are completely neutralized. “Take them to the dungeon…they’re boring me.”

Just when they all moved to escort them in defeat, Pinkie and Bunga both had something to say to them.

“But, ah-ha! We shall elude you with our masterful escape skills!” Pinkie spoke first while wiggling her rump around.

“Uh, Pinkie…” Fuli spoke. “…I don’t think it works if you tell them you’re going to escape.”

“Ah, but some ponies don’t like surprises…” Bunga spoke up saying otherwise.

“Common knowledge really.” Ono said in annoyed agreement.

“And these look like ponies that don’t like surprises, if ya know what I mean.” Pinkie added while winking.

“But they aren’t ponies.” Rainbow reminded clearly annoyed too.

“Try it…it’s fun!”

“Yeah, maybe then you wouldn’t be such a grumpy grouse!”

The two said to their captors while shaking their rumps around much to their confusion and quick entertained enjoyment.

“Stop that incessant wiggling!” One of the nightmare forces ordered of them.

“I can’t!”

“It’s too much fun!”

If either Rainbow or Ono had a free wing that face-palm themselves at this annoying sight that continued to manage throughout their escort into their cells.

“You almost have it!”

“That’s right, shake those cobwebs loose!”

“Gah! Stop it!” The same annoyed spirit shouted to no avail.

“Well that was fun!”

“Yeah, thanks for the wiggles!”

The two happily shared just when they were both placed in their cells.

“No problem…”

“Anytime…”

They kindly waved with a smile before seeing their leader glaring at them.

“…I mean, shut your hole!”

“…yeah, shut up!”

“You shut up!” Bunga retorted while he and Pinkie both blow raspberries at them.

At that the same time, Rainbow is struggling to break free and resist being shoved into her cell. “You can’t lock us up! I can find, like, eighty-two ways outta this dump! Easy!”

“Well, we could do away with you now, mouthy pony, if you’re sure you can escape.” The nightmare force holding her captive merely replied before effortlessly tossed her in and locked her up in her cell before moving to lock the stone frozen lioness in a cell today.

"Is that even necessary?" Ono asked one of the goons feeling just being turned to stone is bad enough.

"Yes it is!" He stated before slamming the cell door shut for added measure.

“You know later is better for me. This place looks… sturdy. Quite sturdy actually.” Rainbow voiced with second thoughts about trying her luck when she can’t escape.

“Eighty-two ways, Rainbow Dash?” Applejack sarcastically questioned the bold and cocky mare.

“Really?” Fuli asked very deadpan.

“What? I was trying to be like Daring Do. You know, intimidate them!” She defended.

“And you sure did a great job doing that!” Fuli quipped.

“Too bad that didn’t work wonders!” Kyoga added blankly giving the mare a much needed reality check.

“The one time we really could use Daring Do’s help right about now.” Ono grumbled feeling dismayed that it had to be here of all places.

“Aw, man!” Rainbow groaned while recalling a previous story. “Daring Do would, like, make a crazy explosion out of, like, duck-tape and Applejack’s hair and BOOM! We’d be free!”

“Well I don’t know exactly how explosive my hair is, but what can we do?” Applejack questioned before pointing out. “Our magic isn’t strong enough without Rarity. And even if we do get her back we still can’t use the Elements of Harmony since we don’t have Twilight on our side.”

“I’m afraid, Applejack’s right.” Fuli had to agree with her there. “Without Twilight and Rarity, we can’t use the Elements of Harmony to save Ponyville along with Kion’s Roar.” She said while struggling to move the bars with her arms while seeing some of Twilight's dark magic sparkle on them and all around the room. “And I don't want to get ahead of myslef here, but it seems that our alicorn foe has already put a spell on this castle to ensure that none of whatever magic we have will free us.”

“Oh wait a second! Wait a second!” Bunga remembered. “Kion use the…oh, wait!” He realized that applied to the Roar too. “…Never mind!” Then thought “Ono…” He saw and realized they had arranged for a cell small enough that even he can’t fly through the bars. “…Never mind.” He repeated quietly realizing they are truly doomed right now.

“And for once you have a brain.” Kyoga muttered under her breath.

“I hope Luna does check in on Angel, and all of my other little friends…I wish I could cuddle a sweet, fuzzy, baby animal right now…” Fluttershy expressed just when she spots a pair of eyes in the shadows. “Oh my goodness! Little friend, come into the light so I can love you up!” The shadowed figure moved to do so. “It’s okay, your new friends are excited to meet your beiautufl, widdle face!” She assured with a raised hoof just when the figure emerged from the shadows with her friends all sharing looks of disgust and shuddering horror at the sight. A bunny with red eyes, matching reddish colored skin and large yellow buck teeth. “Hello, you cutie!” She warmly welcomed just when the bunny leaped into her arms. “And you can come and live with me in Ponyville! You’ll love it there, miss buffy!”

“Are we sure Fluttershy didn’t get hit on the head?” Rainbow asked the others while still cringing.

“Oh, that’s perfectly normal for her…” Ono assured while still cramped in his very small cell. “…considering Fluttershy is a friend to all critters no matter how…” He barely raised his wing to avoid upchucking. “…unappealing they look.”

Fluttershy moved to pet his fragile ears. “There are so many great friends to meet! We even have a baby dragon…”

The word Spike only ended up bringing a more somber tone to the atmosphere around them.

“Who’s now probably…” Bunga spoke once more before gulping and shutting up again. “…I really got to stop talking right now.”

“Good idea.” Fuli remarked. “And hopefully he’s okay.”

“Little guy took a big fall.” Applejack added.

“He would have done anything for Rarity…and Twilight.” Rainbow also added.

“And us.” Kion added as he finally spoke up for the first time since getting captured by the Nightmare Forces while turning aside with a lone tear coming from his eye.

“Kion…” Beshte said feeling concerned with what’s on his mind trying to comfort him. “…it’ll be okay. I’m sure he survived and is now helping figure a way to get us all out of this.”

“I wish I could believe that but…Twilight was after her...” Kion couldn’t help but cry once more. “…probably destroying our last chance of saving her and Rarity.”

“But, Kion…” Bunga tried to dissuade him from thinking that. “…Twilight’s still his friend, even after turning evil.“

But it did little to calm the tears of despair from his eyes. “Maybe to him, but that doesn’t mean she’s willing to hold back any punches should it interfere with her goals. Maybe I was wrong about having faith in her the whole time…the magic of friendship can’t save everything… it couldn’t save her…or Rarity…or Spike!”

He moved to weep to himself with his back turned in his cell leaving his friends all to turn their attention to him with sorrow seeing this is truly the lowest he’s ever felt in his life. Nobody, not even the kindest souls of the bunch could figure out the best words to say to make him feel better.

On the other side of the moon, Spike was just screaming and about to hit the ground when he found himself stopped and suspended over the air just inches from the ground before being dropped to the ground courtesy of Twilight saving him.

Just when Spike landed on his feet, he was suddenly hoisted up in the air by the alicorn, who moved to escort him on over to the castle where she met up with Nightmare Rarity looking over the cold and dark atmosphere with her billowing mane and tail floating alongside the accompanying winds.

While keeping Spike hoisted with his magic she moved to make a magical phone call with Scar who is just gathering his troops ready to lead them away into battle.

“The Lion and Pony Guard are all neutralized! Equestria is now ready for your attack, Scar!” She reported.

“Excellent.” Scar nodded before ending the call and moving back towards the others ready to head out leading his army in the opposite direction of Ponyville.

“Um, Scar…” Ushari questioned his master once more. “…you really think everything will work out in our favor?”

“Oh of course it will because regardless with what happens…” Scar answered with a smirk having other plans in mind. “…because either way Princess Twilight Sparkle has helped us out enough to the point we can take things from here.”

“All right.” Ushari accepted that response without further question. “But I still don’t understand how we going to claim Equestria if we’re not going to Ponyville right away.”

“Oh, that’s because Twilight already has the help she needs in dealing with everyone over there.” He replied without much thought of the outcome before eyeing his sights on another kingdom. “And what she doesn’t know is that there are some things…” He fired open a rip in literal fabric leading them to said kingdom he wants to conquer. “…that you just can’t plan for.” He added with a sinister chuckle before leading everyone through it before sealing it up after being the last to follow after them…

Back on the moon, Midnight now sporting royal black helmet and armor with pink jewels on them with a big pink star on her chest plate, turned her attention back to the Nightmare Forces before her.

“There will be no mistakes! We must strike while the Lion and Pony Guard are locked away.” She instructed of them.

“But my queen…” One of them spoke up. “…aren’t those meddling ponies along with their animal friends still a threat?”

“In a way Larry…” She honestly answered. “…but since they don’t have me bearing my Element in the Elements of Harmony along with Rarity, they’ll never have the hope needed to achieve victory over us. The Elements are essentially rendered powerless without the both of us helping them out.”

“Supreme one, may I ask why you chose this pony in particular to help with our conquest? That yellow one, seemed like an, um, easier option.” Larry popped this question while it was fresh in his mind.

“It was her mane, right?” The ghost floating beside his partner guessed. “That pony Rarity had great hair.”

Larry clearly annoyed moved to wrap its tail around the guy’s mouth. “Don’t we all?” He remarked before letting his master explain her reasons for choosing to corrupt Rarity.

“I chose Rarity specifically because deep down she has, to put it appropriately, has self-esteem issues. And given Rarity was so eager to help, I saw that she would be the most…Pliable to our cause. So generous with her gifts, yet has a deep, dark secret inside of her, she needed reason to cave in.”

“She was a bit stronger than we had hoped.” Larry commented giving the resistance she showed back there.

“Well, sometimes a little force is necessary.” Midnight remarked to say it wasn’t exactly easy but still doable.

“And what will we do with the prisoners once they’re victorious?” Larry asked.

“For now, leave them in the dungeon…” She answered before turning towards the Earth alongside Rarity. “…and keep them locked up.” She then moved to levitate Spike in another room in the dark corridors of the castle. “And as for you Spike…well, I have a special surprise for you…”

“What kind of surprise…” Spike fearfully gulped.

“…oh, you’ll find out!” She said with a dark smile before using dark mists of magic to teleport him away. “…besides if I told you it won’t be a surprise now would it.”

"Twilight please...!" Spike cried before speaking from his heart with a song.

Nothing Left to Lose

However, the word "villain." sparked and rubbed the alicorn the wrong way and she turned to sing in retort to assert that she knows what she is doing even while following a dark path leading to the two to duet each other into a stand still.

"I'm sorry Spike. But my decision is made." Twilight apolgetically stated before working her magic in teleporting him away.

“Wait…!” He screamed in vain before being teleported away and inside one of the chambers.

“Rarity…” Twilight turned to the transformed unicorn. “…make sure he stays there and if he happens to refuse to give in to the surprise inside that chamber bring him back to me immediately. I don’t want him to interfere with our plans.”

“Of course, your majesty.” She majestically bowed before setting off after to where Spike was teleported towards before setting out towards Earth ready to begin her takeover of Ponyville along with all of Equestria.

In the dark room to where he was just teleported into, he suddenly found himself walking inside a majestic and wonderfully colored throne room in front of him was a red velvet carpet leading up massive bowls of gems and two throne chairs with purple fabric sporting blue big letters sewn on the back. The one on the left was a big “R” and the other on the right is a big “S” with an exquisite crown with red rubies sitting on top of that throne and with his name on it.

“M-M-Me? King?” Spike gasped as he drooled with his stomach growling at the tasty sight of gems right in front of him just when the pony of his dreams appears from right behind the throne.

“Why, of course, my little Spikey-wikey…” She greeted while wearing a majestic purple dress and a golden tiara with purple, pink, crystal blue gems on it, on her forehead with matching color sequences on her mane.

“Rarity! You’re…you’re okay!” Spike expressed happy relief upon seeing her again thinking this is all real.

“And why wouldn’t I be?” She nonchalantly asked while returning the embrace he gave her. “I’m a queen now! Isn’t it glorious?”

“It’s amazing!” Spike returned. “But about the other po…”

He suddenly is interrupted mid-sentence when she tapped her nose who likewise blushed when she did that. “Oh, hush! You are far too cute to be thinking so much! Besides, I have a question for you…” She moved to levitate the sash that says “King Spike.” Along with a royal golden scepter towards him. “will you, Spike…” She started while placing the sash around his body and placed the scepter in his claws. “…forget the past…”

Spike was left filled with hearts inside his eyes. “Hummina…Hummina!”

“…And be my…”

Suddenly Spike snapped out of his daze. “Wait a minute! Did you say “Forget the past”?”

“Why, yes, I did.” She said still smiling.

But it didn’t stop Spike from fighting this off and trying to reason with her. “But I don’t want to forget my past. What about our friends, Rarity? I know you don’t want to forget about them.”

“But Spike…” Rarity gently and sweetly implored of her while stroking his chin with her hoof. “…Don’t you want to be my king? Forever…”

“Yes…” He said with his love-struck hearts reappearing in his eyes, feeling inclined not to want to turn her down with the thought of them having their wedding flowing through his mind.

“Then you will serve me and only me.” She finished trying to get Spike to agree while levitating the crown on his forehead.

Initially he did for a second, only a thought occurred to him when he felt something wasn’t right here. “Wait a minute…” He suspiciously eyed her while placing aside the crown. “Rarity…what do you think of my necklace?” He asked while holding up his red ruby.

“It’s cute.” She replied without much of a second glance which further tipped him off that something was wrong here.

“Cute? Just cute? It doesn’t look familiar?”

“Not my color, really?”

And that’s where it hit him when he realized. “That’s the first time I’ve ever hated you saying the word cute, Rarity?” He softly spoke while looking down at his prized jewel…before ripping off the sash and pointed a finger in her direction while shouting. “But you’re not Rarity! Not my Rarity!”

Seeing the ruse has been unraveled, Nightmare Rarity cancelled the magic causing him to view his surroundings as a dream which meant all of the jewels were revealed to be nothing but smoke.

“NO!” He screamed when the reality unveiled around him.

“Seems like you’ve discovered my little secret…not only can I create your nightmares, but your dreams, too!” She declared while levitating the ruby away from him.

“But…But…” Spike spoke devastated with tears in his eyes. “I..lo…lov…”

“Oh, p-p-poor Spike. Can’t get the words out?” The dark unicorn scoffed while levitating him. “Don’t worry. It’s too late for Rarity anyway, let alone your friends.”

“I will never help you! Ever!” Spike shouted with his tone aimed more at the spirits controlling her. “Throw me in a dungeon for a bajillon years…I don’t care!”

“Help?! What could a silly, deluded little dragon possibly help with? Besides…This nightmare has only begun…” She said with her horn flaring up just when she is preparing to levitate herself up in the air and in the Earth’s direction to prepare to assist her fellow alicorn in her quest to take over Ponyville and all of Equestria.

At that moment, Twilight as Midnight Sparkle has just arrived on Earth with her eyes on the prize down below her…

…just when Luna has floated down to the ground still feeling regretful of leaving her friends behind as evidenced by her downcast expression. “How could you leave the ponies and Pride Landers? Your weakness made you nightmare Moon once, and now you’re weak again…” She said to herself before landing. “…you’ll never be strong, Luna.”

Throughout this time, the guilt of having brought back Scar when she was Nightmare Moon along with the whole domino effect on everyone. To what happened to Twilight’s life after she got her scar courtesy of the lion himself, the Pride Lands downfall, Rarity’s corruption, and the Lion and Pony Guard being held captive on the moon. Everything that followed after Scar’s return, all of the havoc, pain, and suffering he caused for everyone after his initial death. All of it, she felt was all her fault, all because of her desire to make a deal with someone she hardly knew in her pursuit of conquering Equestria and seeking revenge on her sister. At that point, it was too much for her to bear right now.

When she landed in front of her sister, the Cutie Mark Crusaders, the lion king and queen, and the Crystal Prince and Princess, they could all immediately tell from her hanging her head in shame that something went wrong up there.

“Where are the ponies?”

“Along with my son and his friends?”

Both the sun princess and lion king both inquired.

“They were all captured by Twilight.” She said in a defeated tone with her billowing floating magic mane dropping to the ground still filled with pain with what happened back there. “She’s taken them all to be held captive at my old castle when I was Nightmare Moon. I’m…I’m so sorry. I couldn’t stop her!” She apologized with great remorse for her failure.

Hearing this sparked uneasy looks between both Shining Armor and Princess Celestia seeing that the moon trip was all a trap for the Guard on the moon and was part of her plan to takeover Equestria. Not only that their chances against Twilight were slowly slipping away with every passing minute along with the blackening moon. And by the time Scar gets here, it’ll be all over.

“But what about Rarity?” Sweetie asked hoping for the best of her older sister. “Was she okay?”

Upon seeing that Luna could not give a good answer, she could only gasp fearing for the worst.

Seeing this had Celestia turn to Apple Bloom in an attempt to discourage her and her friends from engaging against Equestria’s greatest hero-turned-enemy. “We know you mean well, but please stay out of harm’s way.”

“Celestia’s right!” Simba was quick to agree. “Neither Scar nor Twilight is someone you want to go up against whether you think you can stand up to either one of them alone or together.”

But Apple Bloom even with everything that has happened was not about to give up on Twilight just yet, or Sweetie Belle’s sister, or heck even her own sister. “I’m sorry, princesses, and your majesties, but I’m afraid we can’t do that. This time our sisters need our help!“

“And we will stop both Twilight and Scar from conquering Equestria together!” Scootaloo declared in agreement while turning to the white alicorn. “You said it yourself, if we want to defeat two all-powerful bad guys and an army you’re going to need all the help you can get.”

Luna, still clouded with the desire and desperation of preventing Scar from doing any more damage was strongly against the idea. “No! I will not allow any more ponies to risk their lives!”

“Lives, what happened?” Scootaloo asked.

The answer to that question would be answered when she moved to talk to the other leaders. “Twilight Sparkle a.k.a. Midnight Sparkle along with the Nightmare Forces are on their way here. They will attack Ponyville.”

The Cutie Mark Crusaders all exchanged tearful looks with each other seeing that the mare that used to be everypony’s friend is now finally entering her endgame and is now ready to do bring down anyone that tries to fight her.

“Don’t worry, sister…” Celestia was quick walk by her side to assure her that they will be ready for when the time comes. “…We’ll be ready for them.”

“Aunt Celestia is right…” Cadance spoke up to further encourage her. “…we all know for sure of how bad Scar is and what he has done, but I know for a fact deep down that Twilight is not like him. She might be against us at the time, and she might look like him, but she’ll never become like him!” She boldly stated with a strong feeling deep down she sees the light in her heart and just knows she just needs a little reminder and push in the right direction. “We just need to get convince and remind her of who she truly is because I’m not giving up on her!”

“And I’m with you dear…” Her future husband agreed upon taking her determination to heart. “…as long as we can do that together and stand our ground, we can save all of Equestria from her and save herself from the darkness Scar has plagued on her!”

“Oh, really…” Said mare giggled while floating above every pony and everyone down on the ground with her fore arms crossed. “…how very flattering to see such bravery in the face of danger, Shining Armor. Sure is fitting to your name.”

“Twilight!” Her brother exclaimed in surprise of her sudden appearance along with everyone else.

“Hello, big brother…” She greeted like anyone else while releasing Spike from her magical grip allowing him to walk around Ponyville while making his way to safety towards the other royals direction. “…and goodbye!” She quickly fired up dark magic and sent it right at him sending him flying backwards and crashing into a nearby building behind him.

“Twilight!” Cadance gasped upon seeing her attack him like that.

“Hello, Cadance!” The mare politely greeted in return. “And hello, Luna. “ She also greeted in her direction who likewise couldn’t bare to make eye contact with her. “And everyone else here in Ponyville.” She moved to greet everyone who has joined in on the Battle for Ponyville with wary fear in their eyes. “Good to see all of your brave faces here today and it certainly shows the sheer valiant bravery you all have in your hearts. But here's the thing, I’m sure you all know that many of you don’t want to fight me so I'm going to make this easy for you all, just hand all of Equestria over to me nice and smoothly, while you still can and there won't be any blood shed tonight.” She proposed one last chance for them to stand down before their fateful fight can even start.

“No.” Princess Celestia firmly asserted by putting her hoof down on the matter. “We will never surrender to you, or Scar, Twilight Sparkle!”

“Very well, Celestia…” Twilight calmly accepted that stern response without feeling hurt or frightened by her words while lighting up her horn to charge up her magic at the same time Celestia locked her eyes back at her former student ready to defend herself just when the mare floats over in her direction. “…if that is how it’s going to be, then so be it.”

With her horn fully charged, she unleashes a powerful surge of magic right at her just when her brother picked himself from the earlier attack and was able watch as Celestia works her magic in producing a counter surge of magic to combat Twilight’s magic while floating up to her eye level. The two alicorns were both evenly matched in their beam of war battle in the skies so far. But then, when Celestia started to try to move to push her magic towards Twilight’s horn, she thought back to when she was in this position against Luna a thousand years ago.

Relieving the pain she went through in banishing her own sister, had her thinking “How could she banish her own faithful student she came to see as her own daughter?” She couldn’t bring it in her heart to banish her to the moon for a thousand years.

Sensing this moment of weakness inside of her, had the younger alicorn moving to give a sudden burst of magic to push the beam of war battle in her favor before following it up with another blast of magic to send her flying backwards into the sky.

With her eyes locked on at her own brother ready to charge his magic along with the sun princess ready to rebound and keep trying to bring her down. Twilight moved to glare at both of her fighters along with Simba, Nala, and Cadance who all adopted defensive stances ready to protect themselves from the dark alicorn’s wrath when needed.

“This time…” She mentally vowed to herself. “…I won’t the same mistake Nightmare Moon made when she returned.” Before flying on over to her brother at the same time he moves to charge his horn to form a protection spell while Celestia flies over to his aid before trading magical beams with him against the mare they have to fight and take down in order to ensure that they don’t lose their home to the lion that caused this whole fateful battle to ensue…

Author's Note

Back on Earth, the final preparations are being made and by then both Shining Armor and Princess Cadanace have both arrived ready to lend their hooves in this upcoming and faithful battle along with the Cutie Mark Crusaders.

During which both Shining Armor and Princess Celestia along with Sweetie Belle and Princesss Cadance have some heartfelt talks with each other while Midnight Sparkle's shadow looms over everyone.

Back on the Moon, the Lion and Pony Guard have engaged in battle with the Nightmare Forces since they refused to give into Midnight's negotiations to avoid said battle with the end result being the Lion and Pony Guard are all captured while Princess Luna is forced to flee. On top of that Spike has been captured too and sent back to Earth when he saw through an attempted dream to get him into giving into his heart's desires.

In short this was all part of her plan to take care of the Lion and Pony Guard so they won't interfere with her takeover of Equestria

On the bright side, Twilight did ensure no harm came to Spike along with trying to negotiate with him and Luna with options to avoid any possible fights brewing even when they did refuse to give in to her demands before preparing her attack on Ponyville ready with Scar's arrival.

But it seems that Scar has different plans given the direction he is leading his army towards too...

Now that Midnight Sparkle has arrived on Earth ready to take on the two ponies that have hurt her the most, Princess Celestia and Shining Armor, the faithful battle for Equestria has truly begun...

Along the way I have managed to find one more song for this part, "Nothing Left to Lose." where Spike takes a turn in reaching out to Twilight in a musical number himself along with the lyrics

Twilight, please, I know you're angry, I get it
Believe me I know what it's like
But you are making a mistake
The path of hate is a dangerous track
You take one step and it's hard to turn back
It pulls you along
And though it seems wrong it feels right
Don't you see this path you're on leaves a permanent mark
It feels good at first, then it slowly turns dark
With each passing day
You're further astray from the light
Suddenly, you lose your way and lose the thread
Lose your cool, then lose your head
Every loss is harder to excuse
Then you'll see you'll lose your faith and lose your soul
'Til you lose complete control
And realize there's nothing left to lose
Nothing left to lose
Twilight, trust me
Becoming the villain isn't the answer...

Is that what you think I am?
The path I'm on is a path paved in black
I'm taking that road and I'm not looking back
Each twist and each turn
Leads straight where I'm yearning to go
Yes, it's true, my path is dark but I see where it ends
My rivals will fall as my power ascends
Despise me, that's fine
I'm taking what's mine even so
Not like you
You lost your nerve, you lost the game
But you and I, we're not the same
I'm not lost, this fate was mine to choose
So I chose to lose my doubts and lose my chains
Lose each weakness that remains
Now that I have nothing left to lose
Nothing left to lose
You have so much to hold onto
I only want my rightful dues

Listen please, you've lost your grip
And lost your mind (I'm not gonna lose)
All's not lost, don't be so blind (I refuse)
Cut your losses, drop the IOUs (I refuse)
Oh-oh, choose
I lose no tears and lose no sleep
What I want I'll take and keep (It's time for you to choose)
You can't stop the turning on the screws
You'll stay in that cage until this is done
And just in case you think of escaping
Now I have nothing left to lose

Episode 17: Midnight Sparkle and Nightmare Rarity Part Four

Episode 17:

Midnight Sparkle and Nightmare Rarity Part Four

On Earth, Midnight has wasted no time in engaging against both her brother and her former mentor in battle. Ever since their fight started, both ponies were equally skilled and were able to go toe to toe with the dark alicorn. They were each able to trade blasts at her yet were not able to land hits on her due to her immense skill and strength.

Clearly, whatever training she went through since the wedding sure has paid off for her in a big way. But also very, very, bad, for those trying to go up against her since she is fighting on the side of evil.

“Sister!” Her younger sister cried out while watching this unfold not wanting her to fend for herself upon seeing that Twilight is forcing her on the defense.

“Just go get ready for when the Nightmare Forces come! Protect Ponyville!” Celestia commanded of her. “We’ll hold her off as long as we can!”

“But…”

“Go now Sister!”

Before Luna could protest even further, Midnight moved to force Celestia away with another powerful blast forcing her to produce a protective shield and resist succumbing to her powers when she unleashed another beam at her horn.

Seeing that she has no choice, she moved to quickly don some armor before moving to the other leaders who are all watching as Celestia and Twilight duke it out in the skies while Shining Armor keeps even footing with them from the nearby roof tops.

“What should we do, Luna?” Simba asked the night monarch while watching the fight from the ground.

“For now we stand by and prepare of the Nightmare Forces arrival along with Rarity since she’ll too be coming here to fight against us.” She stated.

“But what the Lion and Pony Guard?” Spike asked looking up in the direction of the moon where they are all being held captive at. “How are we going to rescue them?”

“We are going to fly our way up there!” Cadance declared while spreading her wings out and stretched her back. “Climb on, Spike!” She then turned to Simba and Nala. “You keep watch on the Nightmare Forces alongside Luna, we’ll help the Lion and Pony Guard!”

“Wait!”

“Cadance!”

The two shouted after her before she can take off.

“Please bring our son back to us alive.”

“And be careful.”

They gently implored of her with pleading looks.

“We will!” Cadance nodded before adopting a serious expression before flying up in the direction of the moon just when the Nightmare Forces and Nightmare Rarity all prepare to make their way down to invade Ponyville.

Meanwhile in the prison cells, everyone was all moping around in defeat with no way to escape along with being able to save Equestria.

While Kion was still in a deep state of depression, Rainbow on the other was already starting to lose it while screaming and shouting in vain.

“AHHH! Let us out you…you dingus! Dingus! Dingus! Dingus!”

“Please, Rainbow Dash!” Applejack implored of her really annoyed. “Enough of the dingus…es”! Dingusi? Whatever it is in the plural.”

“Dinki!” Pinkie answered.

“Thanks.” Fuli said sarcastically.

“No problem!” She cheerfully replied to which the cheetah rolled her eyes in response to that feeling she could have sufficed without the answer to that question.

“Then what are we gonna do, huh?” Rainbow questioned the farm pony expecting an answer to how they can escape.

“Hey believe me, I’d love to help by flying out…” Ono remarked very agitated. “…but as you can or can’t see I am cramped inside this bucking tiny hole!”

“And also apparently, over react in a completely unhelpful way! Like you always do!” Applejack scoffed in response.

“What?!” Rainbow snapped. “That’s insane! Applejack! Completely insane! You’re the one who is all “Howdy, pardner” about everything!”

“What does that even mean!” Applejack retorted just when Kyoga and Fuli were both getting annoyed out of their wits by their arguing.

“Seriously, you guys!”

“That’s enough!”

The two shouted.

“Dinki Pinkie Do!”

“Dinki Bunga Do!”

“Stop being…” Ono shouted with the following words hard to make out to the others loud arguing.

The bunny felt visibly uncomfortable with all of this fighting to which Fluttershy was quick to pet and comfort the poor critter in assurance. “It’s okay, Miss Buffy…they don’t actually mean it. We are all best friends.”

“Your crazy, wonderful, selves…” Fuli said with her tone softly at the same time Kyoga had the same epiphany with her magic glowing around her and Fuli’s bodies.

“Whoa!”

“Un-Bunga-veilable!”

Both Rainbow and Bunga gasped.

“What the hay is that?“

“Yeah, what he said?”

“I don’t know!” Ono answered at a loss for words yet unable to move a muscle due to his restraints.

“I was just thinking about how glad I am that we’re all friends!” Fuli admitted. “…and about what we would’ve missed out on if we hadn’t ever met with each other!”

“I remember when we all met you and your friends when you first arrived in Ponyville!” Pinkie recalled while her hoof emits a pink glow.

“From the way we worked together in the Everfree Forest, I just knew we were going to best friends forever!” Bunga added just when he found his claws emitting a dark blue glow.

“Ooh, shiny!” Pinkie remarked on the pink glittering glow from her hooves.

“Wow-eee! Look at me!”

The two shared just when the others see their bodies glowing once they all started thinking of their happy times together from the first day they meet to today. And they weren’t the only ones seeing and feeling it…

“Oh, my! That feels…like home.”

“Poa!”

Both Fluttershy and Beshte awed at the dazzling sight around them.

“What is happening?” Ono asked unsure of what to make of this while his body glows a bright white light.

“I don’t know. But I know we should celebrate when this is all over.” Beshte replied with a proposal while his body produced a shiny silver glow.

“I agree partner.” Applejack agreed with that suggestion while her body glowed bright orange. “Let’s all have a big party for Rairty when we get her home.”

“And maybe Spike will finally tell her how he feels!” Rainbow also proposed while her coat glows bright sky blue.

“Yeah, right!” Bunga scoffed. “He’d be lucky if he can work up the courage to say “Hi” to her after this is all over.”

“Bunga…” Fuli chided while her body glowed a golden shade of yellow. “…like you’re one to talk about going after someone tongue tied like you’re Cupid’s cousin.”

“But I am…” He protested. “…am I?”

“Nope.” Fuli bluntly shook her head while admiring the golden shine on her fur. “But I must say this is very enlightening.”

“Ha, ha, ha, ha!” Pinkie laughed. “A Twilight pun!”

Suddenly she stopped laughing upon realizing what she said and turned to see the still downcast lion and the only one not glowing with his head turned away. “Oops.”

“Now come on, Kion.” Bunga attempted to cheer his best buddy up. “There may still be some hope. I mean both Princess Celestia and Shining Armor could be down there right now taking her on.”

At that moment, the two ponies are taking are on in battle but are slowly losing their energy with every passing magical attack she throws at them. It has gotten to the point that the Crystal Empire Prince can’t keep pace on the roof tops anymore and had to retreat to lower ground to try to reserve his energy so he can try to figure out how to help the sun princess who is likewise slowly but surely growing weaker in her fight against her former protégé.

“We are so not taking her on!” Shining Armor otherwise cried out in pain as he tripped in his footing after taking another blast from his sister before crashing face first into the ground from the roof he was standing on in an ill attempt to try to give himself a boost to try to launch another attack at her.

He had no time to waste before ducking out of sight when Midnight moved in to try to spot the unicorn out before ducking undercover so she can get a better look at where her former mentor is hiding.

She was currently catching her breath after stopping for a moment after seeing that she has lost sight of her…

“LOOK OUT!” Shining Armor shouted after her just when she turned her head and…

*ZAP!*

“AAAHHH!” The princess screamed before blasting her with an electricity filled spell attack before plummeting to the ground.

Luckily for her, Shining Armor was quick to catch and break her fall. “Gotcha!”

Only for a few seconds were the two able to catch their breath while looking on at the mare who is patiently bidding her time watching on at them at her mercy while continuing to glare daggers at them with her icy cold stare.

“I see you’re having as much fun as I am.” Shining remarked while panting just when Midnight charges her horn with a mixture of dark colors on her horn.

“Run!” Celestia seriously ordered of her brother before quickly taking cover in the nearby dark alleys so Midnight can’t get another shot in.

“You both got nowhere to go!” Midnight shouted in their direction while they both run through the shadows trying to think of a new approach to countering her dark magic. “And you both know you can’t hide from me forever!”

It there was no denying in their minds that she is right, at the rate this fight was going they can’t stop the inevitable from happening and they will end up falling on their knees in front of her and soon, Scar himself. All they can do now, is bid their time and have hope that their backup will save them in time.

At that moment, Kion barely turns to Bunga unconvinced. “Okay…” He scratched the back of his head upon remembering who exactly he’s talking about. “…Maybe not. But point being we still can’t give up on her. Even if she says she doesn’t want our help.”

“How?!” He expected an answer just about ready to lose his patience with him.

“…well…she could just an expendable pawn for Scar who is just waiting for the right moment to betray her.” He quickly came up before sticking with it. “Yeah! Considering he’s a well-known liar he’s probably waiting until after she takes over Ponyville!”

“Yeah!” Pinkie leaped up before rapidly speaking her mind. “Much like whatever backstory he told her about why he turned on his big brother Mufusa. And when Scar does betray her she’ll probably be all…” Made herself cry. “…but I thought we were in this together?” She shakes off the tears. “…and he’ll be all…” mimics Scar’s voice. “…Sorry not sorry Twilight, but it’s every pony or lion for himself out there.” Returns to her normal voice. “…and she’ll be all sad and leave town never wanting to come back after the guilt and pain of betraying us all!”

Everyone but Bunga was left wide-eyed at what she just rambled until Kion spoke up of his thoughts.

“That…would…actually be...spot on.” He admitted recalling of how Scar met his initial end in the Battle for Pride Rock while sitting back up and thinking more about what Scar would do to her knowing that he would be more than willing to betray anyone in an instant. “We got a figure a way out of here!”

“Well, look who’s got a sudden burst of courage and heart for his former friend.” Fuli complimented with a pleased smile. “Guess that did the trick?”

“Yep, I know.” Bunga remarked feeling proud he actually thought of that when he did. “I do what I do best being Bunga the Wise!”

“For once, yes…” Kyoga admitted but then warned. “…but don’t let it go to your head!”

Beshte spoke up seeing upon seeing that Kion’s body is now glowing red just when he has stood up filled with confidence and determination. “Poa! Kion! You’re glowing just like the rest of us!”

“Because I remember I first stepped into Ponyville I was just feeling down when my dad didn’t have faith in my team. Twilight was the first pony I talked to about this and after learning of her isolated background we both knew that we were going to best friends and do you know why? Because we work well together even as enemies. Which means as leader of the Lion Guard it is now my mission to help her realize who she truly is and who she was meant to be.”

“That’s the spirit, Kion!” Beshte complimented with a grand smile.

“Not trying to be a spirit breaker but…” Ono spoke up while barely moving a wing due to his restrains. “…how are we going to get out of here? We’re still trapped here!”

Kion examined the metal bars in front of him before retracting his claws and quickly got to work into scratching his claws onto them.

“Kion?! What are you doing?! Now’s not the time to be scratching metal?! Unless…?” He realized. “Ooh...of course!” But then had another concern. “But are you sure your claws can cut through all of that metal? It’s pretty dense stuff!”

“Well…” He spoke undeterred and still set on going through with it. “…only one way to find out because I don’t plan on stopping until I get us all out of here!”

“Now that’s what I like to hear from the Lion Guard’s Fiercest!” Fuli nodded with an approving smile seeing that their fearless leader is back in business ready to do his part in helping defeat Scar and his forces just when a rainbow shimmer shines throughout the dungeon even through Kyoga's stone encased body. “The spark that makes him happy along with our friendship that’s lighting up this room.”

“Amazing!” Kion remarked while taking notice of it himself.

“Beautiful!” Bunga remarked with sparkling eyes.

Upon having the realization in his mind to push him into trying harder than ever into cutting himself out of his cell had Kion singing in an upbeat manner. All while his friends watch him work his way cutting through the bars with determination.

I See the Light

Meanwhile just outside of the castle balcony, Nightmare Rarity looks on witnessing both the white alicorn and white unicorn both being drawn away from the others courtesy of Midnight’s battle plan in order to ensure that their takeover will be effective. While she takes care of Celestia and Shining Armor, Rarity on the other hoof will take care of Luna and the others with the Nightmare Forces by her side.

Princess Cadance with Spike riding on her back has managed to arrive on the moon at that moment, but moved to duck for cover upon arriving to avoid being spotted by the Nightmare Forces when she landed right in front of the castle.

“Shh…” The Princess of Love whispered to the baby dragon. “We need to get that castle without being spotted.”

“Got it!” He nodded before leaping off of her back before moving to walk alongside her. “Okay, Spike-boy…” He personally vowed to come to his friend’s rescue. “…sure you’re in the land of nightmares, but your friends need you. This is the time to show everypony what a tough dragon you can be.”

The two make their way uphill before coming across a fork in the road.

“Hmm…” Spike scratched his head at the sight of which path they should take. “…And I shall take the road less travelled!” He declared while setting out in that direction…

…but the pink alicorn quickly whisked him away from that direction upon seeing the eerie darkness down that route. “Huh?” He then looks down and sees the creepy eyes in dark magic mists creeping there. “Actually, if we want to find anypony, we should probably take the road more traveled!”

“Good idea.”

While walking down the right path Spike found himself the time to sing feeling brave and mighty to lift his own spirits.

“Who is the mightiest dragon ever?

Who will bring joy to all forever?”

But then he started feeling tired and drowsy when green mists of magic and smoke seeped nearby.

“That little dragon who saved the day…

and made all of the ponies call out… neigh?

The most famous dragon you ever liked

His name is…

Spike…Spike…Spike…”

He ended up dropping to the ground while resting his head on a nearby rock just when Cadance coughed and used her magic to create a dome of air around her head before moving to do the same with Spike.

“But poor Spike…

…he ran all day…

…He ran so long, he lost his way…”

At the same time some nearby slugs have taken notice of this and moved to crawl on top of him with one of them pinching his nose to get him to stop unknowingly breath in the magic that’ll put him to sleep.

“Until Spike the mighty saved the day!”

“Spike! Wake up!” Cadance urged him to his feet while using her magic to make sure he can safely breath with her magic protecting him. “What in Equestria?” She yelped in alarm upon seeing the slugs crawling onto him.

“It’s okay, Cadance, it’s okay…” He quickly waved his arms around to make sure she didn’t scream and nearly give their position away. “…they actually helped me from falling asleep.” He then sees that they their color changed into one that matches his skin and even the matching dark blue mist accompanying the Nightmare Forces.

“Chameleon slugs!” She recognized upon seeing their rapid color change they demonstrated just when Spike turned her attention back to the castle nearing on the horizon. “I remember Twilight telling me of how they blend into the environment when avoiding Luna’s presence during her banishment here when she did her research of them.” She recalled her doing just that during her visit in Ponyville.

“Yep! I remember that!” Spike recalled the memory of her sharing this information when looking up information on the parasprites when they invaded Ponyville before setting his eyes back on their mission. “And since we’re here that mean’s Rarity has to be in there along with the others! Now it is time to get stealthy and these camoflauge slugs will be perfect in helping us!” He then turns to all of the slugs that have appeared before him. “Are you ready to join us on a epic quest to save a couple of damsels in distress?!” The slugs all just eye him but are all open ears to what help he seeks from them. “I’ll take that as a yes.”

The slugs all moved to cover him up while more appear to do the same to Cadance who visibly expressed slight discomfort with them crawling up on her body before accepting it along with casting some of her magic to help make herself look more invisible since her armor gives away a shining glow that would blow their cover if seen.

By blending into the environment they were sneak their way up their way towards the castle and just managed to reach the stairs leading to the balcony where Nightmare Rarity is now dressed in golden armor ready to lead the troops towards Earth seeing that Ponyville is now vulnerable enough to make their move.

“Are my ears burning? Because with how hot I look, I should be on fire!” She remarked on her décor while motioning one of her minions to float over and kiss one of her front hooves as a show of respect for royalty to which both the alicorn and dragon both take this opportunity to sneak by them.

“Come on, little guys!” Spike whispered to his camouflage buddies while making their way inside the building.

“Now it is time for Nightmare rule by decree of Princess Midnight Sparkle!” The unicorn declared while charging her horn and leading her followers on towards Earth.

Before taking off, Cadance’s armor briefly shined which shot a blinding glare in their direction to which they quickly shook off before following after their unicorn commander. During the glaring distraction, the slugs all leaped onto Rarity’s chariot just before it could take off while Spike ducks off in the nearby corner.

“What is it?” One of the forces questioned the other rubbing his eyes.

“Don’t know…” He groaned. “…must have caught her armor at a bad angle.” He ended up recovering from it. “…no matter whether the love of her life is giving us the silent treatment for when get down to Earth because even with that little dragon’s cleverness, his silence won’t save Rarity once his life is gone.”

“Joke’s on you…” Spike remarked in their direction after they took off for Earth. “…I’m not the only one who loves Rarity, and you’re about to find out the hard way! I guess that’s what you get when you don’t know what true love and friendship are! …that and a couple of slugs in your chariot!”

With all of the remaining Nightmare Forces gone, Spike proudly turns back in the castle’s direction while proudly continuing to sing with one obstacle left for him and Cadance to overcome.

“No dungeon too dank, dark, or dirty for Spike, Spike, the mighty!”

Turning his attention back in their quest to rescue their friends he began looking through the nearby doorways one by one. “The dungeon shouldn’t be this hard to find…”

“Spike! Over here!” Cadance called out to him while gesturing to the bright light coming from one of the rooms in a loudly yet hushed tone. “If anypony can make beautiful light like that, it’s definitely our boys and girls in here!”

Spike quickly and eagerly moved to run over to where the Lion and Pony Guard are being held captive just when Cadance quickly whisked him away before gesturing to what’s guarding the doorway. “Of course they left those two guys behind…sheesh. Twilight would have never made it this easy.”

But Cadance already having an idea of how to deal with them, felt it won’t be a problem. “Not to worry, Spike! I got this!” She whistled to get the guards to wake up before appearing to wave at them while batting her eyelashes at them. “Oh, boys!” Just before any of them could react, she already charged up her magic to fire a massive blast at them to knock them both out. “Whoopsy Daisy!” She said trying to act innocent about it while fluttering her eyelashes.

“All right, way to go Princess!” Spike cheered gaining the attention of the prisoners who are all ecstatic to see them here to rescue them.

“Spike! You’re okay!” Kion exclaimed feeling pleased while continuing to saw the metal away with his now thinning claws.

“You are one tough tiny dude!” Rainbow complimented with her jaw dropped upon seeing him again.

“Aw, thanks! It was nothing!” Spike said while wiping the sweat away from his forehead. “Just a dragon doing his mighty dragonly duty!”

“And Princess Cadance!” Fuli gasped with joy. “And are we glad to see you both!”

“Oh, the pleasure’s all mine!” She replied with a grin to match the cheetah’s before turning to Fluttershy who is petting her new pet bunny. “Uhh…Are you okay there?” She asked while wincing a little at what the Pegasus pony is cuddling.

“We’re totally awesome!” She positively replied much to her slightly baffled look not knowing what creature she is cuddling before deciding it was best to drop it for now.

Jusr when she turned back she suddenly expressed startled shock upon finding herself face to face with Kyoga in her frozen stone cold state. "Ooh! Kyoga! What happened?!"

"She turned to stone due to being forced to look at one of the moon snakes in the eyes." Fluttershy fearfully explained. "Princess Luna said they were named Basilisk snakes that have the stare as dangerous as a cockatrice much like when Kion and Twilight faced one a while back."

"Expect while carrying deadly fangs." Bunga added with raised arms for emphasis.

"And don't even get us started on how dangerous their venom is." Ono added just when the pink alicorn approaches the petrified lioness while placing her hooves on it.

"Hmm...." She processed this before lighting up her crystal blue aura. "...let's give this a try."

She moved her horn towards where her heart is and placed her glowing horn right in the very center of it while concentrating her magic on Kyoga's body. She did uttered some small grunts of pain while working really hard with her magic as it encases the lioness's body with a bright blue glow but she was able to produce a very bright and powerful glow to the point it completely engulfed her body leading to everyone covering their eyes from the glare it produced...

"MY EYES!" Ono screamed upon to do the same due to his imprisoned state before shutting them.

When the light dispersed, Cadance's horn's dimmed down with smoke appearing in the center of the room with everyone covering their mouths (expect for Ono who held in his breath) to avoid breathing it in. Just seconds later, the smoke cleared up to reveal Kyoga now alive and well currently stretching her muscles after she is now no longer a statue.

"Phew! Talk about stone cold punishments." She wittily remarked to herself. "Almost makes nearly getting turned to stone by a cockatrice pale in comparison."

"KYOGA!" Everyone all exclaimed in delighted relief.

"Yep, I'm okay now." She smiled before turning to the alicorn that made all of this possible. "Thanks to you."

"You're must very welcome." Cadance kindly returned before adopting a more serious tone when she got back to buisness.

“Anyways…” Cadance quickly got down to business. “We need to get you all out of here fast! Twilight’s already down there taking on Shining Armor and Celestia!”

“Hapana!” Ono gasped. “If Twilight’s already down there, then that meets we don’t have long until Scar shows up with his army!”

“Then we better get moving!” Kion declared just as he managed to cut through the metal trapping him in his cell. “YAH! Ah ha!” He growled while leaping down onto the ground. “I’m free!”

“Poa! Way to go Kion!” Beshte commented feeling amazed that he actually managed to cut through all that metal.

“Excellent!” Ono also complimented albeit forced a smile due to his tight predicament. “Now…how about moving to unlock me next?

Kion while catching his breath apologetically shook his head. “Sorry, Ono.“ He showed everyone his now extremely thin claws. “It took all that I had just to get myself out.”

“Agh!” Ono groaned while banging his head on the bars.

Spike tried to tug on the bars right in front of Fluttershy’s cell but had no strength to remove that metal. “Ugh! They’re locked!”

Upon seeing this had Rainbow wasting no time in getting exasperated at him. “You came without a key?!”

“Well, it got kind of busy…trying to avoid the Nightmare Goons…along with Nightmare Rarity…”

“Oh, come on!” She complained.

“Rainbow Dash! Please!” Kion quickly scolded. “Considering that nobody and nopony can touch Twilight who’s definitely got ahold of the keys by now.”

“Ugh!” Ono again moaned in pained annoyance.

“Don’t worry!” Kion reassured everyone that he’s not going anywhere without them. “We’ll find a way to get you all out of here! As long as we’re together! Right, Ono, Rainbow Dash?”

“Right.”

Both said together with Rainbow’s response feeling more forced and annoyed.

“Okay…” Kyoga thought while tapping her chin. “…we’re dealing with anti-magic locks with no key, claws are only good for one cell each, and of course our biggest and smallest of the bunch can’t fit through these bars, anyone else got any ideas of how we can get out of here?”

Before Applejack could suggest she try to buck the bars down Pinkie spoke up upon remembering something. “Oh yeah! I totally forgot! No sweat, my pegasisters, Pride Lander brothers, and dragon boyz.”

She moves to wiggle around like she did with the two spirits and Bunga just when they were all escorted on over here.

“No offense Pinkie, but how is dancing and wiggling around going to help us out?” Ono questioned without a change in expression.

Applejack also failed to see where she is going with this. “Darlin’, that’s sweet and all, but dancin’ ain’t gonna set us free.”

“Ye of little faith!” Bunga told her just when the party pony continues wiggling her mane around until a key appeared out of it and landed right in front of the three who along with everyone else are stunned that she actually managed to obtain it before Twilight could get it.

“What?!” Ono exclaimed upon seeing the very key before their eyes while his face turning red in anger. “You had the key this whole time?!”

“Of course!” Bunga answered for her. “The dingus wiggled right into Pinkie while I was shaking around some of moves to swipe the key from the other dingus’s pocket while he wasn’t looking. I mean, we didn’t want to risk losing it and what better time than when help actually came to us? I mean, am I right?”

“Right!” Pinkie giggled. “What’s a filly supposed to do?” She added with a smile and a wink.

“Ono!” Cadance called out to him before he could lose it while demonstrating her deep breathing technique. “Breathe!” Ono reluctantly did exactly that with what little body movement he could do in his cell. “Better?”

“Affirmative!”

As much as Ono wanted to scream right now he quickly reigned himself in before he could blow his top off, deciding that they now have a way out of here and that’s all that matters.

“Great job, you two!” Kion complimented before helping unlock everyone out of their cells allowing those who can move and breath to do exactly that. “Now we have to get back to Ponyville and stop both Twilight and Scar from taking over!”

“I heard those Nightmare guys say that some of Rarity was still alive inside that nasty nogoodnick. We can still save her and maybe Twilight too!” Spike added while unlocking Rainbow from her cell who wasted no time in getting out of there while stretching her wings.

“We’ll definitely save Twilight!” Kion vowed assertively. “No matter what happens she’ll still be our friend who just needs guidance on being the princess we know she should be! Our guidance!”

“Not so fast!” One of the spirits appeared from having recovered from the magical blast he took in along with his partner.

However instead of feeling scared and worried both Rainbow and Bunga glanced at each other and laughed.

“Have a nice nap there?”

“And feeling well rested?”

The sole Nightmare Force ignored them and tried to act serious and tough. “You can’t escape from me! I’ll stop you and finally get the attention I deserve!”

“What do you mean?” Beshte asked out of curiosity.

“Why do you say that?” Ono also inquired just when Pinkie moved to fiddle with the ghost’s hand.

“Do you really want to be friends with them?” Applejack finding it rather odd of his alliance with them. “They’re kinda mean to you.”

“Friends?” He scoffed. “We don’t care about friends! Friends are unimportant.”

Pinkie was quick to counter his beliefs feeling he’s got it all backwards. “Are you loco? Friends are everything that is wonderful and nice! And Fluffy!”

“Not to mention happy and less villainous.” Bunga cheerfully added.

“I bet those boogers don’t even know your name, do they?” Applejack figured what it’s like for him judging from his taken aback expression.

“Well…no…I mean aside from that alicorn, the one who offered us freedom from the moon…”

“Twilight?” Cadance piped up knowing who he’s talking about. “But other than her do the rest do the same?”

“No they don’t.” He ashamedly admitted. “I mean...Shadowfright says names are the most important element for being scary, but he doesn’t even know mine.”

“Really?” Kion asked highly surprised to hear that. “We’re so sorry to hear that!”

Fluttershy also took pity on him and placed a comforting hoof on his shoulder while sitting beside him. “How inconsiderate. What about your feelings?”

“I know…” He tried to correct himself again. “…I mean, No! Friendship means nothing! It has no power!” Everyone from the Guard all smile at each other with knowing looks just when their bodies glowed their respective colors ready to show him the light.

“Might want to rethink that statement because you’re looking at a group of friends who know all about friendship.” Cadance teased just when he and his partner (who had just woken up) are both consumed by a big bright rainbow shimmering light.

Meanwhile in Ponyville…

Midnight is continuing to hunt down her two targets while flying from the skies keeping a sharp eye on them knowing that they trying to avoid and evade her to buy time for help to come their way. So now she sees it is time to start putting an end to this fight before they could luck it out. She locked her eyes on the buildings very carefully looking deep into the darkness seeing that’s their strategy until she spotted a shadow moving in between two of the buildings.

ZAP!

“Yeouch!” Shining Armor’s voice shouted upon being stricken like that before quickly running the hay out of his hiding spots and out in the open.

Midnight charged and floated down after him where she charged up her magic for an enhances strike to the chest to knock him further back across the field and slamming his back against the nearby tree which split and fell backwards upon impact.

When Shining stood up and shook it off while groaning he had barely any time to react when her little sister tackled him down and wrestled him to the ground. With one of her opponents at her mercy, Midnight had her horn charged up ready to deliver the final blow while her older brother gulped at the sight. With no other choice, before looking on with a brave face before he quickly producing a counter wave of magic and force field to force Midnight off of her.

Midnight was very caught off-guard by that sudden burst of magic before shaking it off while recharging her horn again ready to swoop in and try again before he could completely recover.

Shining however was ready for her this time as he magically levitated his sword at the same time Midnight brandished hers with her magic. The two clashed with their swords while looking on at each other with eyes that will see this play out to the end with both ponies thinking it will turn out the way they separately think it’ll turn out in their favor.

While Shining Armor proved himself by having better technique at actual sword handling, Midnight being a fast learner and stronger magic user of the two found herself holding her ground fairly well. She was barely sweating every time they swords clashed with each other while her brother was grunting in trying to keep his energy up against her.

“Gotta keep this up!” He strained slightly to himself while starting to struggle while barely avoiding a blade to the head while countering with a kick to the alicorn’s stomach to force her to tumble backwards. She quickly recovered and leaped forward to attack him again. “Gotta keep Twily from letting history…” He narrowly dodges another blade to his arm. “…repeat!”

But it is was still a battle that was slowly slipping away from his hooves since the unicorn is really sweating in fear and fatigue of his dreaded sister giving him the fight of his life. It was a duel to the death that Twilight is wasting no time engaging in.

If she was in the mood for joking around and toying with her opponents much like Chrysalis and Discord, she’d be talking a lot more than what she is doing right not. But since she is so dead serious and focused on not giving into that common mistake others before her make.

And that is unfortunate luck Shining Armor has right now since his opponent has increased the intensity of her magic with swifter and faster attacks on him with the former now getting tired and weary before dropping to his haunches.

“Twily, please…” He panted at her mercy.

But she still wasn’t backing off and showing him it while grasping the unicorn with her magic with a magical sword aimed at his chest where his heart his. “Sorry Shining Armor, but it’s time we put an end to this!”

She raised her sword ready to try to finish him off but just when the blade was inches away from his throat…

“Twilight Sparkle!” Princess Celestia shouted while deflecting the fatal blast away from her brother from above looking down sternly and her former student in the same angered manner she did back when she caused the town to go crazy over her Want It Need It Spell.

“Celestia!” Twilight returned while locking eyes with her while keeping her magical grasp on her defeated brother. “About time you came out of hiding!”

“Enough!” She spoke with a tone of authority. “Because this ends now!”

She shoots another beam of magic right at her horn to which Midnight quickly countered with a protection dome. The younger alicorn’s magic quickly repelled her magic right back in her face which created a huge explosion in the sky and threw the white alicorn away mid-air.

With her coat and face covered in black soot she barely had time to blow off the smoke from her horn before having to barely dodge an incoming retaliation attack from the purple alicorn with a hot blast of dark magic accompanied in her right forehoof.

Now it was Celestia’s time to have to deal with the dangerous villain Scar has created as she finds herself up against her back in dealing with her relentlessly throw beam after beam of magic right at her while she tries her hardest to fly as fast as she can go and avoid getting struck down again.

Even though she’s only been an alicorn just recently, her raw power with now focused discipline and control is enough to match an alicorn who ruled Equestria for thousands of years. And as evident by every blast she moves to dodge and evade, the gap has pretty been closed up to an even battle much like her past duels against Nightmare Moon.

During their aerial duel Celestia had managed to pull off some graceful flight maneuvers into the nearby trees from the Everfree Forest for some quick cover while swiftly dodging a series of magical blasts from her opponent before cutting a hard turn to narrowly dodge the last blast. Once she was able to emerge from the Everfree Forest, she made a mad dash towards Luna who is looking on upon seeing Nightmare Rarity’s arrival.

Unfortunately with Midnight picking up her trail she had to make her words of wisdom quick before she could seize an opportunity to take her down while she’s distracted. “Sister? What’s wrong?” She asked upon sensing the great troubled look on her face. “We need to focus. To lead them.”

Luna quickly recomposed herself while looking on determined to put an end to all of this while charging her horn at the incoming unicorn while Celestia quickly flew off upon seeing that Twilight spotted her. “Nothing is wrong. I will save these ponies…no matter what!”

She fired her magic right at the unicorn who easily deflected it with her golden boot covered front hoof. “Really?” She rolled her eyes unimpressed. “Must we go through all of this again? Bor-ring.” Mayor Mare reacted with shock upon having the blast narrowly hit with a crater forming just inches away from her hooves. “Still trying to fight back your fear and anger, Luna? Tsk-Tsk. Give into the darkness! Join the party like your two friends?”

“I will defeat you! Alone!” Luna retorted with her wings spread out demanding her to bring it.

“Have fun!” The mare mocked before siccing the Nightmare Forces on towards everyone in Ponyville.

At the same time Simba led everyone else willing to fight into battle with a big mighty roar before charging ahead with his claws bared slashing away the clouds of one Nightmare goon headed right towards him before moving to quickly do the same to the others ganging up on him in rapid fashion.

Just when one tried to pull a sneak attack on the lion king, his wife quickly leaped up and slashed at the spirit with her claws before quickly turning around slashing her claws at another spirit that tried to charge right at her and then another. She bared her teeth at some nearby that frightened them into quickly fleeing from her. Simba smiled at his wife with an approving yet dorky grin who likewise returned a slight smirk in return before they continued fighting for their lives alongside the other lionesses.

Other residents of Ponyville got in on the action with Mr. Cake slapping the hay out of the ones approaching him with a cutting board while his wife throws pies at them. All while carrying their babies on the backs.

If these creeps were going to lay a hoof on their babies, they were sadly mistaken.

Trixie who was there also helped in by using her magic to blast the ones trying to attack her away. She accepted Simba asking for her help earlier in the battle for Ponyville in exchange for her banishment coming to an end today if they win.

Granny Smith amazingly, for an elderly pony, was able to use karate to take one of the Nightmare Forces. “I call this move “The Kamikazi Karate Clop of Elderly Respect!”

Her eldest grandson was clearly stunned by her impressive display. “By the mane of miyagi!”

Zecora managed to tie up one of the goons no problem before moving to casually drag it with by the tail carried by a string attached to a bottle containing another goon with the cork sealing it inside.

“Owwl gwet wuu!” He cursed at the zebra who simply smiles and treated it like it’s no stranger in the park.

Angel Bunny found himself cornered by one of them who smugly smiled at his predicament. “Awww, poor widdle bunny. Ha!”

But Angel however, squealed a cry for others to emerge from their hiding places. The Cutie Mark Crusaders, Cheerlie, the Mane Six’s pets, and most of the fillies and kids from school.

Intimidated, upon noticing the bunny crossing his arms that he planned for this, he quickly whooshed away from causing Tank to accidentally bonk his shell onto Diamond Tiara’s head to which the three fillies were quick to share a laugh over upon seeing it. At the same time, Cheerlie and the others all smiled triumphantly over being able to stand their ground against them.

Upon seeing one Nightmare Forces trying another sneak attack on the lion king, Rafiki quickly yelled at charged right at the goon swatting him away with his staff. Some of the nearby minions all decided to gang up on him upon being quick to think of him as an old frail monkey easy to take down. But the moment they tried attacking him, was the moment they thought wrong since he easily took each and every one of them that tried to advance on him.

Back in the skies, Luna and Nightmare Rarity are both flying high trying to aim magical blasts at each other with neither pony gaining the upper hoof…

…right up until the villainous unicorn taunted her foe with this jab. “I can feel your bitterness, Luna! You can’t deny it! It’s part of you…give in!”

Luna ended up stung inside by that which left her wide open for the dark unicorn to get in a blast of magic to the chest. “AHH!”

“What a disappointment. That was so easy!” She smugly commented just when another cry of pain was heard from in front of her.

From her elder sister was tossed down to the ground after Midnight managed to finally strike her down with an electric-enhanced blast of magic, along with her brother.

“Luna, no!” Celestia cried upon seeing her crash down hard into the ground alongside her.

Apple Bloom covered her mouth in horror while the other ponies all gathered around their defeated leaders.

“Oh, no!“ Nala gasped upon seeing both the white alicorn and unicorn all battered and worn down completely after a long and grueling duel with the dark alicorn.

“Yep, they thought they could overpower and outsmart me!” Midnight shared while shaking her head at the two before turning the lion king tending to the defeated unicorn. “So how about now, Simba? On behalf of the other princesses, is it time for you to start waving a white flag? Might be time to pack in the towel before somepony really gets hurt.”

“Oh, wait…” Her unicorn accomplice spoke with a hoof to her cheek. “…Luna already did. Along with Celestia and Shining Armor.” She cackled. “Ha! How quaint! You’re still going to protect them? Luna, after she betrayed you and let your town be destroyed and Celestia and Shining Armor after they failed to protect everypony from her majesty Queen Chrysalis of the changelings?”

The ponies all stood bravely at the two ponies still standing by their side when Simba steps forward to give her response in the face of the alicorn. “Yes, we are!”

“Forever!” Sweetie Belle exclaimed in face of her possessed sister.

“My bitterness and anger transformed me into Nightmare Moon before and it’s that bitterness and anger that allowed me to pave way for Scar’s return. I fear it could happen again to anyone else and it already has.” She eyes both Midnight and Rarity. “It’s my burden.” Luna weakly admitted feeling ashamed of herself that everyone is really suffering from her mistakes.

Her sister however placed a hoof on her chin to say a few words otherwise. “It isn’t your burden to bear alone. Believe me.”

“Celestia’s right.” Nala agreed. “When Simba defeated Scar he had his friends and family backing him up in facing him together and it was that great faith that gave him the confidence to stand up to him.”

“But…but…” Luna weakly protested just when Scootaloo places a hoof on her long ethereal blue mane.

“Like we’d let that happen?! You’re one of us now!”

Luna turned her head towards the filly feeling touched by that. “One of you?”

“Well, sure!” Apple Bloom agreed while sitting down so she can see eye to eye with her. “Much like what the Lion and Pony Guard said before, Sisi Ni Sawa. You are as much part of Ponyville as Mr. and Mrs. Cake, or Joe Twist…”

“Hiya!” Said filly cheerfully shouted.

“We’ve got your back, Luna. And we always will.” Simba gently assured.

Luna there came to realize that there’s no shame in having others help her in regards to facing her fear as she slowly rose to her hooves. “With all of you beside me, maybe I don’t need to fear my past… or future.”

“Whatever comes, we face it together…like a big ‘ol family.”

Upon seeing the many ponies and Pride Landers giving her support with encouraging smiles, she moved to make her speech to everyone.

“My dear friends, if we are to fight together, then I must be honest with you. I’ve been hiding my fear and my past from you, but now there is no hiding. It lies in front of us, and I cannot face it alone.” Once she rose to her hooves she pointed towards the army of Nightmare Forces waiting for their leaders command to attack to finish them off. “If you can forgive me, I swear I will never abandon you as I abandoned the denizens of the moon. I will never let my fear of becoming Nightmare Moon stop me from defending you.”

“Everypony deserves a second chance…even a third chance.” Trixie assured talking from experience. “…even ponies like Twilight.”

“Trust in yourself, and in your friends.” Celestia further advised in a big sisterly tone. “You’re Princess Luna and forever.”

With a surge of magic to charge herself, the night monarch now felt rejuvenated enough and rise strongly and declare. “Together we will defeat the Nightmare Energy, along with Nightmare Rarity, Midnight Sparkle, and Scar! And they will never hurt anypony ever again!”

“Hmm…” Midnight scoffed while charging her horn ready to face her off herself. “We’ll just see about that…”

“You are all fools!” Nightmare Rarity further chided at the very concept. “Love! Trust! Friendship! Bleh! Try power! Fear! Darkness!”

Her brave little sister bravely stepped forward in response. “You can’t be Rarity. She would never say such an awful thing! And neither would Twilight! …but why do you feel like them?”

“Sweetie Belle?” Rarity’s voice spoke through along from her corrupted body.

Midnight however, spoke up to keep the unicorn from having her good side emerging. “Enough stalling!” She shouted with her eyes locked on Luna while slowly floating over to her. “And since you still shown you got fight left in you, then you left me no choice but to take you down myself!” She quickly charged swooped in and fired her magic right at the alicorn who also fired her magic right back at her.

This distraction snapped Nightmare Rarity out of it before she moved to continue speaking to the defiant pony citizens. “Can’t you see? You have nothing left! We’ve even taken your dragon!”

While huddling her granddaughter and unicorn friend she spotted something in the sky while squinting due to the very bright glare it produced. “Then who’s that young whippersnapper flying through the air?”

Said someone is that baby dragon being carried down by the reformed Nightmare Force.

Judging from the unicorn and alicorn’s surprised expressions, they clearly did not see that coming. “W-what?” How did he?”

“That dingus.” Larry grumbled just when Midnight briefly flashed a glare right at him for failing to give her the key before Pinkie managed to snag it from him and his partner.

“No matter…our man…what’s-his-face…”

“Jerome!” Midnight shouted at her while trying to force Luna on the defense on their beam of war.

“…Jerome has him. Or should we be shaking in our horseshoes.” Nightmare Rarity continued.

Spike still looked on confidently thinking otherwise. “Actually, you probably should. Take it away, Jerome!”

Jerome let him go just when he twirls into a twister shaped form. “That’s right, Larry! My name is Jerome!” When the smoke cleared he appeared in a new form completely free of darkness corrupting him. “And that’s not all!”

The Lion and Pony Guard along with Princess Cadance all emerged back onto Earth all while shining the colors the rainbow around their bodies that released a rainbow wave that purified the remaining Nightmare Forces into their normal un-corrupted selves when Princess Luna briefly broke away from her duel with Midnight to give the magic they need for the transformation to be completed properly.

"What I'm..." Larry cried just when he got hit by the wave which stripped him of his dark colors in favor for more brighter colors. He now has the appearance of an indigo colored eagle with an orange colored dragon underbelly with accompanying feet, tail, and scales.

“Silly scary lady, friendship is stronger than fear will be!” Pinkie said while floating upside down alongside Bunga.

“And so is teamwork, baby!” He also declared proudly.

Seeing that they have all escaped and are all safe sparked smiles from the Royal Family, especially Simba and Nala upon seeing their young prince safe and sound.

“Kion!”

“Oh thank goodness you’re okay!”

“Me too.” Kion shared likewise feeling just as glad while smiling at Cadance for being the princess in shining armor to help Spike rescue them.

“Are you kidding?” Bunga shrugged it off while chiming in. “It was nothing.”

“Who could possibly stop us?” Rainbow dared to tempt fate when said alicorn charges up her horn and send her beam of magic right at the night princess which sent her tumbling down towards the ground alongside Shining Armor who is still too battered and weak to move.

“Do you really have to ask?” The dark mare questioned in response while blowing the smoke off of her horn.

Rainbow nervously giggled in the face of the unamused mare who moves to plop down to the ground to create a crater on the ground which forced everyone to retreat to avoid falling into it.

While Luna was able to quickly recover and fly out of harm’s way, Shining Armor wasn’t so lucky to when he couldn’t get himself moving in time before tumbling down into the sinkhole while barely managing to hang onto the ledge he just managed to grab onto.

“AAH!” He screamed when this happened.

“Shining Armor!” The pink alicorn cried out in horror just when the dark purple alicorn floated over towards the unicorn ready to what Scar did years ago to his brother Mufusa.

“Twilight…” He cried out in a desperate plea to reach out to her with his life flashing before his eyes between her and the very dark abyss down below while struggling to hang on to the edge of the cliff he was grabbing onto. “…Please…L.S.B.F.F. I know you’re still mad at me and I don’t blame you but please don’t do this!”

Midnight sighed seeing this. “Brave on the outside yet vulnerable on the inside. Such a shame coming from the Royal Captain of the Guard.” Her purple-black aura surrounded the terrified unicorn with nothing he can do about while his vengeful sister floats over to her in front of him. “Then I guess there’s nothing left for me to do other than having this to say…Good night my sweet prince!”

She charges her horn right at her older brother’s heart ready to fatally strike him while sending him down towards the very deep bottom of the trench below him…

…but she before she could do so. Kion moved to charge towards the trench where he moves to leap over it earning looks of horror from his parents and friends.

“Kion!”

“What are you doing?!”

“NO!”

Simba, Fuli, and Nala reacted in horror while the others gasped when they see him leap over and right onto the ledge where Shining is holding onto to stand in between the two siblings. Just when she was firing her blast, Kion moved to swat her horn upwards sending the blast of magic right up into the sky causing the angered mare to look down on the one who dared to interfere with her magic.

“Twilight! Don’t do it!” Kion shouted with his eyes narrowed.

“Why not?!” Twilight likewise shouted back. “Give me one good reason why I shouldn’t put an end to him once and for all!”

“Because this isn’t you and you can’t do this! Don’t you see what you’re about to do? Everyone who knows how it all when down has heard and seen where this leads! If you do this you’ll be no better than Scar!”

“Oh, really…” Midnight scoffed. “…even when I am actually trying to be a good leader…?” Kion’s eyes froze when recalling saying something similar not to long ago. “…Because it seems to me I not the one driving the Pride Lands into starvation and decline.” She showed everyone a current visual of the Pride Lands still in its current state thanks to Twilight’s care and magic which had sparks of rainbow glimmer shine from inside the alicorn’s dark heart leaving the other’s speechless. “Still think I’m like him?” She asked the momentarily stunned lion cub.

It took another second for Kion to shake it off before returning his serious look at the mare floating over him and holding her brother hostage with her magic. “Yes! Because even with whatever good intentions you have Twilight, you’re still more than willing to resort to scheming, conspiring, and abusing your powers in order to get what you want!”

“But I’m not like him and I never will!” Midnight retorted.

“Then prove it!” Kion dared her. “Don’t go through with this!”

“Come on Twi…” Applejack spoke from the edge of the canyon while she and the others move to circle around the sinkhole. “…we’re gonna ask nicely…give up…come back to yer senses…and give her back.”

“No.” Midnight defiantly hissed.

All five mares along with the six Lion Guard members all had their bodies glowing the rainbow color while Celestia, Luna, and Cadance all join in on unleashing their magic towards her along with Nightmare Rarity trying to overwhelm and transform the two from their corrupted states. While Midnight was able to resist their efforts, Rarity was struggling.

“Your darkness cannot survive in the light. Loosen your grip on generous Rarity’s and compassionate Twilight’s heart’s and let them speak.” Luna commanded of the darkness plaguing both mare’s while flying in close to them.

After a few seconds it seemed to be working for the distressed unicorn. “My friends!” She realized. “You came for me! You didn’t forget about me!”

“Of course, why wouldn’t we?” Fuli prompted.

“Geeze…” Rainbow couldn’t believe it. “…those things really sucked on your brain, didn’t they?”

Rarity’s true face emerged from the darkness trapping her. “You mean, you didn’t replace me with an ill-fashioned pony with braces?!” She asked with a lone tear falling from her eye.

“Of course not!” Ono returned.

“Why would we do that?” Fluttershy also asked with the kindest smile she can give.

“I thought that you’d stopped being fabulous…” Rarity further confessed. “…I want to help…always!”

“Rarity! Hang on!” Kyoga called out to her while working her magic on her and Twilight.

While it seemed they were initially succeeding, Midnight quickly countered with a repelling shield that forced everyone’s magic off of her with a grunt.

“ENOUGH!” She shouted once more now furious than before with her mane and tail bursting into black flames.

The force and wave created from her sudden outburst caused Kion to stumble on his footing before finding himself falling over the edge of the cliff.

“Whoa! Hevi Kabisa!” He shouted before falling and quickly grabbing onto one of the free hooves of the desperately clinging unicorn on the cliff before he could fall in.

Everyone once more gasped upon seeing him in danger of falling to his doom again all looking anxiously with half of the group all having their hearts racing greatly worried and having their nerves shot at seeing him face a fatal fall from up high.

“I got you, Kion!” The older stallion assured while keeping a firm grip on him.

“This is your last chance everybody and every pony!” Midnight shouted to everyone. “If you want these two to make it out alive, you’ll surrender to me! There is no other choice because I am done playing games with you all!” To everyone this is the first time since she became an alicorn that Twilight has ever gotten emotional. “So what’s your answer?!” She demanded while levitating both Kion and Shining Armor over the dark hole ready to carry out her threat if no one complied.

It was there no one could respond without risking getting the both of them killed on the spot…

…at least until Kion chose to do something differently in contrast to the other antagonists he’s faced before as he called up to the mare sporting a magical shaped dagger towards him and her brother.

“Yes.” He calmly replied much to the surprised satisfaction of the alicorn and confused mutters from the others. “We give up, Twilight.”

“Huh?”

“What?”

“Kion?”

“What is he doing?”

“I don’t know.”

His Lion Guard friends questioned feeling really baffled by what he is saying to her.

“You really mean that?” Midnight inquired to ensure he is not trying to pull any tricks on her to bait her into a trap to turn the tide in his favor.

“Of course.” He sincerely said while climbing his up onto the ledge with assistance from her brother who helped him up so he can get up to higher ground. “Every word even when I tell you right now that I’ve never stopped reaching my paw out for you even when you didn’t want to accept it.” He briefly reflected on his own faults in how a rift got in between them ever since the wedding. “Truthfully when I think back to that day we met Scar, I think about not only how I regret not seeing something was wrong with the fake princess we saw back there but also not moving to take action to see what you were becoming because of him. I should have tried to help you overcome your inner darkness and helped steer you away from all of this. But I didn’t.” He then remorsefully said to the alicorn who looked so far unimpressed until he concluded with this. “I’m sorry.”

Midnight’s eyes widen in astonishment hearing this, and she could tell that he was truly being sincere and apologetic for everything that happened between since Scar crossed paths with them. It was a feeling that not even the surge of dark magic can get her into brushing it off since it moved her into looking around at all of the faces around her. Half of them look on terrified of what she has become, and the other half all pleading for forgiveness. To her, it was practically one of the last things she'd ever expect to hear from someone who she had hurt badly before.

Now was torn whether or not to go through with, but before she could speak, Nightmare Rarity spoke malevolently while taking over control of the pony and lion she was about to toss over the cliff. “Bwah-Ha-Ha!” She cackled. “Fools! Did you honestly think that a mere apology would be enough to turn Midnight Sparkle against us? Her and Rarity’s bodies are our’s! You two will be remembered forever Rarity and Twilight, as the darkest and cruelest rulers ever known!”

However just before she move to toss them over the gorge, she suddenly found her magic taken over and then suddenly restrained by Midnight who delivers a sharp glare at her to keep her in line. “Excuse me?! Darkest and cruelest rulers?! Trying to take over something that you have no power over me?!” She incredulously questioned the force actively trying to corrupt Rarity into doing.

But just when she was scolding, the cliff Shining Armor was crumpling and he could barely hang on anymore.

“AAAHHH!” He screamed as he helplessly fell into the abyss.

“SHINING ARMOR! NO!” Cadance screamed in horror with tears coming out of eyes while the others gasp and watch on from the edge with the same sheer horror and terror in their expressions.

Simba himself having and feeling the trauma of seeing this before, nearly passed out while looking away as the memory of him screaming while watching his father fall to his death replays in his mind.

Midnight having seen this and came to realize what she was doing and what was about to happen, quickly took action and flew as fast as her wings could carry her after trapping Nightmare Rarity in a magic bubble that she can’t escape from.

All everyone could do was watch down below as brother and sister disappear in the gorge’s darkness.

Inside the deep dark abyss, Twilight activated an illumination spell on her horn as she races downwards at top speed after the screaming unicorn. Finally, they reached flew down so deep, they finally saw the very bottom of the pit after a mile of downward descent. But just when the screaming stallion was about to crash and die right then and there…

…he found himself swiftly scooped up underneath and moving upwards back up towards the opening by her little sister herself. Upon seeing that he’s been saved had the stallion breathing a sigh in relief while clinging onto her feeling greatly relieved that she ultimately ended up chose not to go through with it.

Twilight, however, could not bare to look at him after what she just nearly did to him as she floated over to a nearby ledge just over the bottom of the trench where she would gently and safely place her brother on the ground while looking aside with a look of silent horror of what she's become and what she's done.

“Thank you, Twily!” He gratefully started even though she wasn’t in the mood to recognize her own last-second heroism.

“Well, better late than never and letting history repeat itself.” She returned still with her back turned feeling ashamed of herself.

Upon sensing that the deep guilt in her tone of voice had the stallion moving to try to comfort her with a hoof on her shoulder. “Well, what matters is you chose do the right thing in the end.”

“Yes…but…” She nearly choked with her slightly wavering voice still not looking back. “…it doesn’t change the fact that everything that has happened since the wedding was my fault!” She then placed a hoof on her cheeks while futilely wiping away the tears forming from her eyes as she sat down. “This isn’t what I even envisioned of happening! I mean yes, I was mad at you, and wanted payback along with the Lion and Pony Guard and Princess Celestia, but I was too blind to realize how wrong all of this! Too blind to see that I was going too far for the sake of power and respect!” She then rubbed her sore scar. “I just never took the time to come to see what I was turning myself into.”

While not denying that she’s responsible for everything she’s done since turning to Scar, he also saw with how much pain she is in after coming to see the errors of her ways. He then moved to place his hooves onto the stunned girl having small tears come out of her eyes before pulling her into an embrace allowing her to continue weeping in her chest.

“There, there, Twilight. It’ll be okay. We’ll figure this out together. And no matter what happens you’ll still be my L.S.B.F.F.” He assured just when the tearful alicorn looks at him in the eyes.

“I’m sorry.” She once more choked before burying her face back into his chest while her brother keeps holding onto her.

While the two were rekindling their relationship, their shared words did not go unheard by everyone looking down at the gorge. Their initial worry of whether they survived or not turned into great relief upon hearing their voices and it turned into a mix of sympathetic yet uncertain of how to handle a mare that committed a series of crimes on Scar’s level.

It was there, Luna decided to fly down and check up on the two along with Cadance.

“Let’s go!” She told her before leading them down the trench.

“Wait!” Kion called out before either one of them could fly down. “Can I come down too please?”

“As long as you stay by one of the princess’s side?” His father asked while still uncomfortable of the idea.

“Promise.” He said before moving to hop on Cadance’s back.

“And be careful.” His mother added.

“I will.”

The two princesses with the leader of the Lion Guard in tow all move to fly towards the two siblings while Celestia keeps watch over the imprisoned unicorn. And by the time the three made their way down to where both Twilight and Shining Armor are they all come across the two finally breaking apart from their hug.

“Shining Armor!” Cadance said very relieved before flying over to hug him.

“Cadance!” He happily returned the embrace while Twilight just watches while still looking aside feeling very downcast for her actions.

“Twilight.” Kion said to the alicorn while leaping over to her. “Are you okay?”

“Well…” Twilight flatly began. “…I just helped Scar take over the Pride Lands, terrorized the Pride Landers that fled, along with throwing a long string of lies to keep you from figuring out my allegiance to him, how do think I’m feeling right now?”

“Right…” Kion said not denying he walked right into that. “…but are you actually okay.”

“Other than feeling greatly upset with myself right now, I’m okay.” She admitted. “Honestly, there is nothing I can say other than I’m sorry for everything I did to you, Kion. I thought was helping restore Scar into becoming king, before I came to realize that Scar is only conquering it for his benefit alone.”

“And what made you realize that?” Kion inquired.

“Ever noticed that Scar and his followers have never shown up at all here today?” She brought up.

“No. Come to think of it…” He then thought back to earlier today. “…I thought he would have been here by now.”

“Well, that’s what I thought too after you and the others were locked up back on the moon. But even after overpowering Celestia, I thought to myself something I didn’t quite understand. I told Scar that Ponyville was ready for his arrival after arriving back here but yet he didn’t show and then’s where it hit me…”

“It’s not Ponyville he’s after!” Luna realized. “You’re the distraction for his actual target!”

“But what is it?” Cadance wondered when their heard familiar cackling from above.

“Why Diamond Valley of course…” Scar's voice said to them from above.

The five all shared sudden alarmed looks at each other before they all raced their way back up the trench with Shining Armor riding on Twilight’s back before they all reached the top to where Scar is floating at the alicorn’s eye level with the Pride Landers and residents of Diamond Valley held hostage in his magic along with the rest of the Ponyville residents and the remaining royal family along with the Lion and Pony Guard.

“Scar…what is the meaning of this?!” Twilight demanded clearly caught off-guard by his true objective.

“Why isn’t it obvious?” Scar brushed it off like it’s a joke with a slight sinister chuckle. “The Pride Landers and all of the beloved residents at Diamond Valley in my grasp along with your precious so called friends.”

“Let them go, Scar!” Luna threatened with her horn ready to charge at them. “Or else face the consequences of your horrible atrocities!”

“Oh, gladly…” He sneered in response before motioning his claws to quickly swoop up the remaining cast in his grasp. “But first, I have a matter of business to attend to…” He eyed the betrayed mare who is unable to believe the way he is double-crossing her. “…and I’m sure you know of what I want from you.”

“And…” Twilight returned with narrowed eyebrows. “…what’s that?”

“All of your dark magic and Rarity’s.”

“So that’s your proposal?”

“Uh-huh…” He confirmed. “...in exchange for them not being killed on the spot.” Twilight glared at him in response while he moves to float over to her. “I mean really, did you honestly think I’m bucking stupid.” He dryly asked.

“What?” Twilight returned trying to understand what he is implying.

“Thinking I would allow the Pride Lands, a place where every animal there has moved to treat me as a joke ever since I got my scar, to remain in your care without my consent?”

“But…” Twilight was taken aback by this “me.” attitude of his. “…that’s what being a good ruler is about, caring and compassion towards others.”

“Oh how precious…” He once more scoffed. “…yet you thought I wouldn’t look the other way if you showed second thoughts about my approach to taking over. I mean hello…” He showed her the past memories of her doing so even when crossing over to his side including her little trip to the other world. “…being able to know every little detail around me even when I’m not here doesn’t keep from knowing that one day your good side might emerge and ruin everything I’ve worked to accomplish.” He then moved to circle around the on-guard alicorn. “I’ve known it would come someday, so I had make to some readjustments to my plans of further conquest, in order for things to work in my favor. Once everyone else was distracted, I could after one of the few remaining hiding places where everyone in the Pride Lands is currently living in order to corner everyone here. And now in order to take things from here, it looks like I couldn’t have picked a better flawed alicorn and unicorn to help me uncover another source of powerful magic.” He added while jabbing his right upper claw right into Rarity’s heart to pull and rip out every bit of dark magic plaguing her soul.

While this was happening, Rarity let out a scream of pain from having that much magic torn out of her.

After allowing Nightmare Rarity’s dark magic to flow through his veins, he then turned to Twilight with a raised right claw expecting her to give him her dark magic. “So Twilight Sparkle, what will it be? Turn over your dark magic…” He motioned his left claw while having dark magic encircle Rarity. “…or lose everyone and especially young Rarity’s soul here forever because of your own selfishness? Either way you are no longer of use to me since I now have the means I can take over all of Equestria to my liking.”

Twilight looked on with small tears in her eyes seeing what he is doing while eyeing everyone around her that she has hurt during her time as Scar’s protégé. Seeing that she has done more harm than good, and is now forcing her into an offer she can’t refuse, she realized she has no choice. She moved to reach out to the evil lion’s claw and granted him her dark magic.

Scar maliciously grinned as every single bit of dark magic is transferred from her body into his with nothing but a hoof-paw-shake. Twilight grunted in pain from having the feel of the drain felt within her felt cleansed yet drained while her for sucks out every last drop out her to the point she only has the alicorn magic and strength she had with before being infected by him.

Once the process was complete, Twilight now back in her previous size had to move her wings really hard to slow down her descent while quickly maneuvering herself to catch Rarity on her back once he let go of her. Above her all she could to do was watch helplessly on her haunches, Scar undergo a monstrous transform where his body turns into a Celestia-sized alicorn expect with the appearance of a lion. His fur is now blood red, has his black mane now having an ethereal flow similar to the alicorn sisters accompanied with large black alicorn wings, and has a mixture of purplish-green smoke coming from his neon green eyes. Which needlessly to say had everyone looking on in horror with the expectation of the glaring alicorn lying on ground looking in his direction with seething fury.

After getting what he happened he proceeded to let everyone else in his magical grip go now that he got what he truly wanted out of all of that before turning to fly away towards the portal leading back to the Pride Lands but not without having this to say to his former second-in-command while floating down to his eye level. “See what happens when you make a deal with the devil, Twilight? No matter what it always backfires on the one making the proposal. Such a shame I had to do this to you. Surely, you of all ponies would understand.”

Twilight’s response to that was a simple spiteful spit right into his face while still seething with pure hatred for the lion.

Scar simply huffed in response before turning away in leaving feeling no stranger to receiving this kind of treatment from former friends and allies alike and feeling that the alicorn now drained of her dark magic is worth his time here any longer before flying away. Once Scar was gone, Twilight continued to lay down on the ground in defeat, feeling severely hurt by Scar’s betrayal.

Rarity having woken up from her corrupted state placed a hoof on her throbbing head before asking everyone. “What happened?” But her main question would have to wait for the meantime before turning to see the mare she’s sitting on top of, just lying down in defeat with heartbroken tears in her eyes while lowering her head in shameful guilt with what had just happened.

As if the heartbreak of the fallout of the wedding, along with getting scarred, following Scar’s paw prints in his conquest with the sole belief that he can change for the better with the right guidance, and the pain and guilt of her sins wasn’t bad enough. Was the one thing she never expected from Scar, betraying her and draining her of her dark magic, ready to continue destroying the Pride Lands like before, just when she was trying really hard to keep it at it’s former glory. And that really hurts her to the core. Poor Twilight just can’t get a break from betrayal no matter who she places her trust in.

Seeing that she really needs comfort now, more than ever, had every one from the Lion and Pony Guard, along with the Royal Family all huddling around her with the three other alicorns quick to pull her into a much-needed embrace.

All while comforting her, all of them had no words to say of what to do now that the Pride Landers are cornered into Ponyville. And now that Scar has gained demonic powers thanks to the thrust of nightmare energy from Luna, Twilight, and Rarity’s corrupted forms, the answer to that question was still a mystery with Scar now closer to ultimate victory more than ever.

Author's Note

In the fourth and final part of this mid-season finale, the faithful battle is underway with Princess Midnight Sparkle now assuming the role as the special's main antagonist is currently engaging in combat against her brother and former mentor to which goes predictably in the dark alicorn's favor.

Luckily thanks to Princess Cadance along with Spike making their way to the moon along with the many ponies and the lion king and queen fighting alongside Princess Luna they were all able to hold their own against the Nightmare Forces long enough for the Lion and Pony Guard to arrive just when Midnight manages to defeat Celestia, Luna, and Shining Armor in one fellow swoop.

Which leads to a near history repeat when Shining Armor is at Twilight's mercy finding himself in the same position Mufusa was in before he died, and he sure would have been dead had Kion not came to his rescue and reached out to her heart-to-heart speech that has finally sparked some sense into the alicorn's mind. And it couldn't have come at a better time since it proved to be the push Twilight needed into crossing the same line Scar did all those years ago.

It was there Twilight finally comes to have a Heel Realization with what she has done ever since siding with Scar. By then it was already too late since Scar's actual plan came to fruition and is now the living alicorn hybrid embodiment of the devil himself.

Though villainous credit is due for her for being an effective and competent villain having arranged everything and staying a step ahead of the heroes so that it work out in her favor with the only thing keeping her from achieving victory is her conscience kicking in right before she could make the most regrettable mistake of her life.

Sadly for her, Scar had already arranged everything to play right into his paws who proceeds to drain every ounce of dark magic from her, Rarity, and Luna and has now effectively cemented himself as the Big Bad for the remainder of the season with things looker grimmer than before even with Twilight now no longer on his side anymore.

There lies one huge question. Can Scar truly be defeated and how?

The answer to that question will be answered when the second half of Season 4 rolls around once I production of this season completed and announce a publishing date. Until then stay tuned...

Episode 18: Fili Vanili

Episode 18:

Fili Vanilli

On a nice and bright morning at Fluttershy’s cottage, the birds have come over chirping and singing. Once Fluttershy heard them she smiled and opened her bedroom window to greet them.

"Oh, good morning, little friends. Your singing is oh-so pretty." the birds chirped in response. "Yes, it is a very beautiful day today. Certainly something worth singing about."

And considering that everyone went through a lot in saving their friend Rarity and having deal with both Scar and Twilight the other day, a little warm and friendly breather is exactly what she needed.

And right away, Fluttershy got started on her morning chores while singing all along. Caring and feeding her little animal friends is in her nature and being able to treat them well with kindness is what she does best. It was her life's calling after all and nothing made her happier. She started off by feeding the birds, then the rabbits, and then chickens while singing a nice warm and beautiful voice.

“There's music in the treetops

And there's music in the vale

And all around the music fills the sky.”

She sang while feeding the ducks on the pond and the chipmunks in the trees.

“There's music by the river

And there's music in the grass

And the music makes your heart soar in reply

Ah, ah, ah, ah, ah, ah

Ah, ah

Ah, ah, ah, ah.”

She sang and vocalized while continuing to feed the animals by giving honey to her bear friend, Harry, and handed cheese to the little mice. She was suddenly alarmed when she heard another voice singing to the tune. Amazingly, her voice fits in with her harmony. Slightly deeper but still feminine with a warming and inviting tone on par with Fluttershy’s.

“Ah, ah, ah, ah, ah, ah

Ah, ah

Ah, ah, ah, ah.”

Fluttershy smiled in surprise when she spotted her cheetah friend arriving with a friendly smile.

When it comes to singing like the time she sang to herself when voicing of her preference to be alone, she sings quite gracefully. In fact, that’s what they both like about singing, better when they’re either alone or together.

She would never really share this with her friends because she is doesn’t like showing her softer side more than she wants to and after coming across Fluttershy doing this on one of her visits that’s when a spark of common ground together and they have both got together almost every chance they can get in the very early mornings.

Both the Pegasus and cheetah both sang together with the former elegantly walking forward while the latter flew around in an equally gracefully maneuver over her. While they were doing this, birds placed flowers on their hair when they both concluded their harmonious singing together.

“Ah, ah, ah

Ah, ah, ah

Ah, ah, ah, ah

Ah, ah, aaaahhhh

Ah, ah, ah

Ah, ah, ah

Ah, ah, ah, ah

Ah, ah, aaaahhhh.”

The animals cheered and applauded for them to which both girls returned humble smiles.

“Oh, thank you so much." Fluttershy said with a giggle and slightly pink cheeks, "You're too kind."

“Nice job, Fluttershy.” Fuli complimented. “And as always, great singing.”

"Thanks.” Fluttershy returned sweetly. “And you did a great job too, Fuli. Your voice sounds just like an angel and to think I wouldn’t have known if we hadn’t crossed paths a while back.”

While singing these words she thought back to a time just when she decided to go out for a morning run right by Fluttershy’s cottage where she made a brief stop with the hopes that her friend could offer her some water and that’s when she ended up coming across a lovely sight she didn’t expect to see, Fluttershy singing.

“Ah, ah, ah

Ah, ah, ah

Ah, ah, ah, ah

Ah, ah, aaaahhhh

Ah, ah, ah

Ah, ah, ah

Ah, ah, ah, ah

Ah, ah, aaaahhhh.”

Fluttershy sang before turning her head and saw Fuli watching her in awe she froze her wings shut and nearly fell into the ground when the latter quick swooped in and caught her on her back.

Even after being saved, the Pegasus couldn’t help but blush with flushed cheeks upon being seen in her private hobby.

“It’s okay.” Fuli gently assured. “No need to be embarrassed.”

“But…” Fluttershy stammered still flustered. “…I…I…didn’t even know you were there.”

“I really loved your singing.”

“You…you did?!”

“Of course!” Fuli then saw her critter friends awaiting to be feed. “Would like an extra paw in your chores?” She offered while moving to feed the birds and the rabbits with the food Fluttershy planned to give them.

“Tujiinue

Is all you've gotta say

Tujiinue

We'll lift ourselves up today.”

The animal critters were all stunned and speechless at first at her singing. It was like the next best thing they heard compared to Fluttershy’s. They all cheered and applauded her while Fluttershy was still jaw-dropped in awe with what and how she sang.

Fuli turned to her with the look questioning her if she is going to join her before the latter decided to fly over to do so all while repeating the same song the former had just sang while feeding honey to the Pegasus’s bear friend.

“Tujiinue

Is all you've gotta say

Tujiinue

We'll lift ourselves up today.”

Just after the two finished singing while feeding the chickens the two moved to dance around on the ground with formal grace and elegance they would repeat together to the present day.

“Wow!” Both Fuli and Fluttershy were both alarmed when they turned and saw their Lion and Pony Guard friends, all jaw-dropped, having just heard every word they just sang together.

“What the…?” Fuli exclaimed with her cheeks turning red while Fluttershy slumps her flank to the ground now feeling shy once more.

“Oh… You... um... you didn't hear me... um…" Fluttershy stammered.

"Singing in the most beautiful voice ever?!?" Pinkie finished excitedly.

"Uh, yeah, we did!" Rainbow Dash said while flying up to the two, making Fluttershy gasp and whimper while ducking behind Fuli for safety.

"Wow, I've never heard you sing a solo like that before!" Kion complimented.

“It was amazing!” Bunga added.

“It was beautiful!” Beshte said.

“I’ve never seen anything like it.” Ono added.

“Very impressive.” Kyoga also complimented.

"It was like a little slice of heaven." Applejack included.

"With ice cream on top!" Pinkie added while her honey badger started drooling at the very mention of it.

“Oh yeah!”

Rarity moved Fuli aside so she can look at Fluttershy in the eyes. "Fluttershy, I cannot believe your spectacular voice isn't part of the Pony Tones quintet!"

"Um, well, I—"

“Pony Tones?” Fuli inquired with an arched eyebrow. To answer her friends question she pulled out a poster from her saddle bag featuring herself, Big Macintosh, and two other ponies on it and levitated towards her. “Wow! Big Mac is part of the quintet?”

It was like she is meeting more friends that actually like singing to themselves just by hearing this.

“He sure is!” Rarity confirmed before continuing. “And he along with me and two other friends are gathering together to perform at Fluttershy's Ponyville Pet Center fundraiser tomorrow night! Oh, Fluttershy you simply must perform with us!"

“Yeah, ponies would love to hear you out!” Bunga stated in agreement.

Fluttershy was still shaken to the bone upon the thought. “Well, well, you see, I—"

"This simply must be rectified." Rarity stated. "You must share that stunning voice at the event!"

“Um, Rarity, I think what she is trying to say is…” Fuli tried to speak in Fluttershy’s defense before being interrupted by Pinkie Pie.

"Yeah! It'll be so amazing! You'll be there on stage, basking in the hooflights! The center of attention! A shining star! Everypony staring at you, judging you, jealously noting how they could be way better than you? Why wasn't it them? Why wasn't it them?" She rapidly spoke further increasing Fluttershy’s nervousness, yet oblivious to what effect this is having on her friend.

Then, Bunga getting the same idea jumped in. "And then, when you choke, they'll turn on you, becoming a seething, angry mob, and you'll be horribly humiliated, never able to show your face in Ponyville again!"

“Pinkie Pie! Bunga!” Fuli scolded before hardly whacking the two with the rolled up poster to which Kyoga smiled in amused approval of her decision.

“Ow! What was that for!” Fuli whacked him again. “Ow!”

“Two reasons. One, for scaring her. And two, asking a stupid question.” She answered before whacking him again.

“Ow! What’d I do that time?!”

“Because I think it’s funny.” Fuli returned while simply smirking in satisfaction before handing the poster back to Rarity.

“Anyways…” Rarity said before turning to scold Pinkie Pie. "Don't be ridiculous!"

"Aw, but I'm so good at it!"

Rarity sighed before turning away leading the way away from the cottage. "Come, Fluttershy, you will join the group, no doubt your voice must be known!"

"No." Fluttershy assertively responded, shocking her friend in the process.

"Pardon me?"

"I love the Pony Tones, I'm one of their biggest fans, but I do not want to perform with them."

"Why not, Fluttershy?" Beshte asked.

"Well, you see... I... I have... um... I... I have…" Fluttershy stuttered until she saw Fuli silently encouraging her to say it with a gentle smile. "I have... stage fright."

Pinkie and Bunga both gasped and hid behind the bushes.

"Is it contagious?!"

“Is it dangerous?!”

They both asked with the latter wearing a face mask.

“No! Stage fright isn’t a disease!” Fuli stated incredulous by the two’s antics. “It just means that Fluttershy is scared to perform in front of everybody." She then quickly glared at the two while borrowing the poster once more ready to whack them again until the two quickly ducked back into the bushes if they dared to question why.

"I'm very thankful the Pony Tones are singing at the Pet Center fundraiser…" Fluttershy expressed in gratitude. “…And I'm really looking forward to the performance, but I'll be watching safely from the audience."

Rarity sighed in disappointment while deciding it was best to respect her wishes. "Well… I think it's a terrible waste of an exquisite talent, but I understand that you're not comfortable."

"Thank you.” Fluttershy said in response with Fuli pondering to herself about the idea of singing alongside the Pony Tones..

“And how about you, Fuli…” Rarity turned to her. “…I don’t suppose you would want to sing with the Pony Tones either?”

“Actually…” Fuli said in a way that surprised her. “… I think I can help you out there.”

“Really?” Rarity voiced in delighted surprise to make sure she isn’t joking or being snarky.

“Of course!” Fuli asserted with a grin. “What did you think I was joking when I said that?”

“Well, considering the other times you have been snarky with us, I must quite honestly say, yes.”

“Well aside from right now…” She said while ribbing the unicorn in the shoulder playfully. “…I am more than happy to offer to sing with the Pony Tones.”

“Well then…” Rarity was very pleased to hear this before dragging her off by her paws. “…then let’s get you all fitted for your upcoming performance.”

Fuli simply smiled while rolling her eyes knowing this was typical for Rarity when it comes to this sort of thing.

Fluttershy then noticed her pet bunny gesture to remind her of what time it is. "Oh! Angel's right. We'd better get going. There's a lot of work to do before tomorrow's event."

At the park, preparations for the fundraiser are going along very effectively with many ponies with a handful of Pride Landers joining in on helping set everything up including Timon, Pumbaa, Bupu, Lanini, Twiga.

With help from Ono’s keen sight and Twiga’s height being a tall order of assistance, along with Bunga climbing up and down, putting up flowers was a cinch.

Timon and Pumbaa both bounced around shooting streamers around the trees with the party pony’s cannon. And because they didn’t know how it works they accidentally covered themselves with streamers once. But regardless the three all had a good laugh over it because to them it was admittedly funny.

Lanini joined in with the Cutie Mark Crusaders along with Rainbow and Kyoga in helping decorate the bridge along with the gazebo to where the Pony Tones will be playing while the others walked around to oversee their progress.

Elsewhere at the gazebo on the wooden stage, is the said Pony Tones, consisting of Rarity, Bic Mac, Fuli and two more ponies with them.

One is a skinny and tall blue-coated earth pony named Top-Tapper, with dark blue hair, yellowish-brown eyes, and a silver colored five-point musical star-shaped cutie mark. And the other, named Torch Song, is a plump cream-yellow coated earth pony with a multi-colored mane and tail consisting of purple, red, orange, mane all tied up in large buns with decorative beads placed all over it, with a hat with a card for her cutie mark.

Every member of the singing group, all wore green dress jackets, with yellow undershirts, and white and blue-stripped bow ties, and each had ensemble roles in their group. Rarity is the group’s soprano, Big Mac is the group’s bass, Toe-Tapper is the group’s tenor, and Torch Song’s the group’s alto. Fuli also is now wearing the Pony Tone’s jacket since she is now performing with them and is the group’s soprano/alto alongside Rarity and Torch Song provided generously by the unicorn leader of the singing group.

“Alright, Pony Tones, let's run through that again!" Rarity declared before blowing into a pitch to commence their group singing.

Big Macintosh kicked off the singing first.

“Bum, bum, bum-ba-da, ba-da

Bum, bum, bum-ba-da ah…”

As soon as he did, the others joined in.

While the group sang, a small group of ponies watched them rehearse while moving their heads to the beat. Kion was amongst the crowd so he can see the rehearsal along with giving friendly support to Fuli.

“Bum, bum, bum-ba-da, ba-da (Oh, ah-ah-ah-ah)

Bum, bum, bum-ba-da ah (Oh, ah-ah-ah-ah)”

Next up for their song, Fuli stepped forward to sing.

“Everypony's sayin' you should learn to express your voice

But if talk doesn't seem like it's the answer.”

Then the Pony Tones sang together.

“Luckily you have a choice.”

While the group was singing, Fluttershy was arranging a stand for bird houses. When Fuli was singing her part of the song, the pony found herself singing along. But she suddenly stopped when she spotted a few ponies walk on by who didn't hear her since she was singing a low and quiet tone, but it didn't stop her from shying away before returning to listening on the group’s singing with Rarity singing every other verse.

“When you find you've got the music…”

“Fiiiiiiiiiiiiiiind the music.”

“Got the music in you.”

“Oh, you.”

“Find you've got the music.”

“Fiiiiiiiiiiiiiiiiind the music.”

“Got the music in you.”

Then Fuli finished it off for the group as their song came to a close.

“Got the music in you

Oh, oh, oh, oh, Yeah!”

“Splendid!” Rarity commended finding it very fitting. “Bravo, Fuli!”

“Thanks!” Fuli returned with a hint of modesty and confidence.

Initially, she wasn’t much for singing in public much like Fluttershy, which is why they bonded more other than teaching each other of how to balance their kindness and assertiveness together. But after hearing of how much Fluttershy’s pet fundraiser means to her, she didn’t have the heart to say no and step forward with a brave attitude in showcasing her singing.

Having said that, Fluttershy at that moment has been listening to the singing group the whole time, all while shaking her flank to the beat. She sighed dreamily and silently amazed at her cheetah friend while leaning on the side of the bridge.

“If only I had that I kind of confidence.” She silently thought in her head.

Spike, who was watching from the back of the stage the whole time, cheered and loudly applauded the group, "Woo-hoo, yeah! Rarity, Fuli, you guys were awesome!"

The other ponies glanced at the dragon at his singling out focus on his close friends.

"Uh, thank you, Spike," Rarity kindly returned before reminding him. "…but this is an ensemble."

The other three smiled at him, awaiting for the same equal treatment. But, he instead shrugged it off. "Eh, the rest of you were pretty good too." the three ponies shot glares in his direction in response to that.

“Spike!” Fuli sternly voiced while tilting her head towards the three urging him to give them due respects for their musical talents.

“Okay, okay.” He relented before sincerely speaking from his heart. “You all really rocked out of the park there!” He turns to Big Mac. “Loved that deep voice!”

“Eeyup!”

“And you two both got flair!” He added with thumbs up along with a click of his tongue with complimentary fingers directed at them to which they both smiled in appreciation in return.

Kion got on stage to commend the group. "Well, I’d say you all did a great job singing. In fact, you all were amazing. Especially you, Fuli. Who would have thought you be someone into singing like that?"

“Aw, stop it.” Fuli shrugged it off with a sheepish grin. “It’s all for a good cause and in the name of helping a good friend of mine.”

"Thanks." Fluttershy returned as she approached them to offer her congratulations. "You five were all amazing together, Pony Tones."

"Thanks, Fluttershy!" Torch Song replied.

“And I really loved your singing, Fuli.” Fluttershy once more complimented. “And the fact of how much it will mean to all of the pets who receive the help they need after this fundraiser.”

“No problem, Fluttershy.” Fuli smiled in return. “It’s the least I could do for you.”

Rarity then turned to address to the other singers in the group. "Now, Pony Tones, I want you all to rest your voices for the remainder of the day. We'll do a final run-through tomorrow before the big event, alright?"

"Eeyup." Big Mac said with an understanding nod.

"Sounds great!" Torch Song agreed before leaving while turning to Fuli again. "And great job, Fuli. The Fastest instant expert singer of the Guard."

"Thanks again." Fuli returned trying really hard not to think much of it while finding the exceptional praise hard to shrug off just when the other ponies leave.

Fluttershy flew over to both Rarity and Fuli with , standing between her and Rarity unable to resist repeating how much this fundraiser means to her. "Oh, the Pony Tones are really gonna make the Ponyville Pet Center fundraiser so special. Thank you so much for helping me help the animals."

"And of course yet again, we’re just glad to help." Fuli gracefully returned.

"Oh, yes." Rarity agreed. "It is wonderful when a plan comes together without any sort of drama, isn't it?"

“At least when it’s not one of those days when we have to deal with an evil mastermind.” Fluttershy brought up with a shiver shuddering down her spine. “Especially when one of our friends was working with him.”

“True, true…” Rarity remarked feeling the chills of her most recent actions as Nightmare Rarity still fresh in her mind. “Anyways…let’s just focus on preparing for the upcoming performance, okay?” She suggested in order to keep the conversation in a more upbeat manner.

“Probably is for the best.” Fluttershy agreed before she and Rarity nuzzled each other’s heads together in a friendly manner.

“Good idea!”

“Couldn’t have said it any better!”

Both Kion and Fuli agreed before moving to call it a day for now.

The following morning, the rooster crowed during the sunrise where both Fuli and Fluttershy walked by the fundraiser, which looked all ready for the big day with Angel walking in between them. Angel Bunny normally would hop on other friend’s heads, but didn’t do so on Fuli because he knew better than to do that, especially since she is an assertive girl who doesn’t like strangers touching and hugging her fur. Truthfully it was something that Angel actually respected Fuli for.

"Morning, Fluttershy. Morning Fluttershy!" Torch Song greeted.

"Good morning, Pony Tones!" Fluttershy greeted back.

“Are we all here and ready to perform?” Fuli eagerly asked.

Rarity then appeared from behind the stage curtain to correct them. "Actually, we're the Pony Tones minus one tone. Big Mac is inconveniently late."

“That sure is inconvenient of him.” Fuli remarked just when the wheezing and huffing stallion had just arrived.

"Well, there you are! Haven't I told you about punctuality?" Rarity chastised hi, before using her magic to fix his undone bow-tie, "Nah-ah! I don't want to hear it! It's time to rehearse." she levitated a pitch pipe and blew on it.

The Pony Tones all danced expecting Big Mac to start singing since he start’s off first, but for some strange reason, nothing came out of his mouth.

“Big Mac? We’re ready.” Fuli piped up to the unusually quiet stallion not even saying his signature “Eeyups.” and “No’s.” but nothing came out of his mouth since he instead gulped in response clearly with a reason to why he can’t speak even one word today.

"Big Mac? Can you please start the song?" Rarity asked politely of him while trying to be patient with him.

“Big Mac?” Fuli spoke up having a quickly thought theory what’s going on. “Did you somehow lose your voice?"

“Nope and Eeyup." He admitted in response to both questions with a croaked up voice.

The Pony Tones and Fluttershy all gasped in horror. They’re now down a member!

"What happened?" Fuli asked with concern.

“Yeah, what ever did you do to cause this?” Rarity asked wanting to know as well expecting a good reason for this.

"Well…"

Big Mac recalled the memory from yesterday back on the farm where his sister Applejack stood on stage, speaking through the microphone to the audience.

"Howdy, everypony, and welcome to the twelfth annual Ponyville turkey call! Who will take the title this year? Will it be somepony new? Or will the turkey call champion of six years defend his title to make it lucky number seven?"

Big Mac stood proudly on the stage with all six medals he won from the past turkey call contests around his neck at the same time a very familar pink pony along with her honey badger friend smiled mischievously just in front of the stage, ready to be those new competition winners.

"We'll find out if you stop your gabbin' and get on with the goblin'!" Granny Smith hollered from the audience.

"Alright, everypony! Let's talk turkey! Big Mac, you're up!"

The stallion took center stage and inhaled deeply….

“So that’s what happened?” Fuli calmly asked having figured out the rest from there, just when a furious Rarity used her magic to pull on Big Mac's bow-tie, so she can reprimand him eye to eye for that.

"A…a…a turkey call? You lost your voice doing a... a turkey call?!"

"Lost his voice and the title!" Pinkie Pie said as she hopped on by, wearing her new medal and doing an authentic turkey gobble while Fuli looks on at her with a “Seriously?!” look for further rubbing salt into the wound.

"Now we can't perform tonight!" Rarity then said in dismay.

”Wait, what! No!” Fluttershy gasped. “You have to perform! Otherwise, the fundraiser will be a disaster!"

"Well, we cannot perform tonight with only four voices." Rarity explained otherwise.

"Why not?" She asked.

"It would take rearranging all the music, and we just don't have time.” Rarity explained. “Plus even with Fuli us, they’ll be expecting all four of us to sing together like we have done for every performance we’ve ever done together. I'm sorry, Fluttershy, but I have no remedy for this situation."

Fluttershy while feeling a little down at first then gasped in realization when she got an idea before running off ahead. “Of course! A remedy! Follow me!"

The Pony Tones crew looked at each other in confusion before Fuli, Rarity, and Big Mac all followed after her towards the Everfree’s Forest’s direction where Zecora the zebra resided. There, she inspected Big Mac’s sore throat by having him open up his mouth wide. After she was done inspecting it she closed his mouth before giving her assessment for the best course of action.

"Hmmm. I can cure this pony that is hoarse, but it will take a longer course."

"Uh, come again?" Rarity asked, still having trouble understanding the zebra's rhyming speech pattern.

“I think she means she has a cure to help cure Big Mac’s voice.” Fuli translated which was met with a surprised look from Rarity. “I picked it up when she said can cure and it’ll take a longer course.”

“Oh.” Rarity nodded before sighing in relief. “Oh, thank goodness!"

"And by that I mean he won’t be able to perform tonight." Fuli added with the necessary bad news.

"Oh.” Rarity lowered her ears in disappointment.

"Oh, no!" Fluttershy exclaimed seeing things are looking bleak. "Ah! Where are we ever going to find a deep voice to replace Big Mac's?"

“Don’t suppose anyone else from the Guard can do it?” Rarity asked the cheetah expecting the answer to be no.

“Afraid not.” Fuli confirmed with a shake of her head. “Ono would get really nervous in an instant, Beshte and Kion don't have deep voices yet, Kyoga isn’t very cheerful enough to get into the rhythm, and of course Bunga would get swept up in and bask in all the attention.”

Zecora chuckled to which Rarity didn’t find funny as evident by her narrowed expression. “Pardon me, Zecora, but this is no laughing matter! We need a bass voice for the harmonies to work! Without it, the performance will be ruined!"

"Please, forgive my strange elation, but I was not laughing at your situation." Zecora clarified.

"Then what?" She asked.

"Remember when you pony folk stumbled into poison joke? Miss Fluttershy had an unusual change, deepening her vocal range." She recalled.

“Of course!” Fuli cried out with a smile upon realizing what she is talking about. “Her voice became very low…”

“It did…” Rarity realized while smiling too. “…in fact, low to the point of making it sound like…"

"Flutterguy!" The Pegasus finished remembering the nickname Spike gave her.

Zecora then moved to pull out a bowl of the leaves from the magical blue plant. "With these leaves I can mix a brew, creating the same effect on you."

"Zecora, that's fantastic!" Rarity gratefully thanked their zebra friend now they have a new solution to resolve this.

"Yes! I'll do it! I'd do anything for the animals!" Fluttershy declared on board with the plan.

“Even appearing on stage?” Fuli asked skeptically to make sure she knows what she is getting herself into.

Fluttershy’s confidence dropped upon realizing what she meant. “Oh. Except that."

“Figures.” Fuli responded with an expression that she figured she would say that.

"I just can't bring myself to sing on stage in front of everypony." Fluttershy expressed with Angel turning away from her with crossed arms even giving her the “Talk to the paw.” gesture.

Rarity tapped her chin before thinking of an idea. “What if you sang not in front of everypony?"

"Huh?"

"What if Big Mac was on stage, moving his lips while you're behind the curtains singing his part? It'll be just like singing in your house! Nopony will know it's you!"

“That could work!” Fuli liked the idea while turning to Fluttershy. “And yes I know this sounds deceptive and dishonest, but in times like these, we need the quick solution for this no matter what.”

"Even still, I just don't think I could sing in front of…"

"You must! For the animals!" Rarity quickly insisted while levitating a weeping Angel bunny in front of her pony friend knowing she can’t resist saying no to a very sad face.

Then Fuli joined in on the pouting while holding up her very cat friend. “Please Fuli? For the cutsy whittle animals?” She implored of them with in a babyish-like tone.

And that was enough to get her on board with their plan.

“Oh… Okay then... Mix it up!"

Later that night, ponies are all having a good time with the animals there. One pony was playing with a seal lion, while some admired the cute bunnies, birds, puppies and kittens (minus Fuli’s special kitten friend, of course.) that were there. Applejack and Apple Bloom’s relative they met a while back, Golden Delicious, has adopted a saddle-bag full of kittens much to the Apple siblings dismay since she already has more than she really needs.

Meanwhile, behind the curtain, Rarity was giving the Pony Tones one last brief through in order for their plan to work. "Alright, this is it everypony. Remember, do it just like we practiced!"

Fluttershy inhaled deeply, ready for it even though she is still very nervous.

“You’ll be okay.” Fuli reassured softly while wiggling her tail and briefly retracting her claws while lightly scratching the wood. “Just remember to act on my cues.”

“Got it.” Fluttershy spoke confidently yet quietly.

Rarity, Fuli, and the Pony Tones walked onto the stage, the ponies stomped their hooves to clap. Spike was amongst the front of the audience, at least until an adult Pegasus pony and his little filly daughter seated themselves in front of him. Beshte quickly fixed this by lifting him up on his back so he could get a better view of the performance, especially the pony of his dreams.

"Good evening, citizens of Ponyville!" said the unicorn to the public, looking as dazzling as always and just as confident, "I want to thank you all for coming out tonight and generously supporting the Ponyville Pet Center! Thanks to your kindness, pets are finding loving homes, and we're sure to meet our fundraising goal!"

At the front of the crowd, Kion who was previously smiling in anticipation for Fuli’s performance suddenly noticed that one of their other friends isn’t with them. “Where’s Fluttershy?!” He asked while looking around for the Pegasus pony.

"Probably hidden'." Applejack remarked while rolling her eyes. "You know how much that pony hates the spotlight."

“Yeah, but wouldn’t she have nothing to worry about if she isn’t performing them.” Kion pointed out.

“Don’t worry, Kion, I’ll take a quick look around.” Ono vowed before flying off, while knowing he’ll be watching the show from above.

"So, with no further ado, please welcome the Pony Tones!" Rarity concluded her intro before the rest of the group all walked out, ready to sing. Well, minus one, due to the aforementioned reasons.

Fluttershy gulped, still on the edge whether to press forward or not. And now she had no time to go back now since she already committed herself to this due to her dedication of animals.

Rarity blew on the pitch pipe which was her friend’s cue to start singing. But of course, she ended up getting cold hooves.

Fuli acting quickly in order to avoid suspicion tilted her head to the side while scratching the wooden platform in the curtain’s direction and loud enough for Fluttershy to hear in order to give her the cue that she needs in order to start singing.

Fluttershy quickly mustered the courage she needed before inhaling, with Big Mac doing so upon seeing the cheetah nodding that she is now officially getting started before the pony with the disguised voice opened her mouth to begin singing.

“Bum, bum, bum-ba-da, ba-da

Bum, bum, bum-ba-da ah.”

As Fluttershy sings to the tune as Flutterguy, Big Mac moved his lips while making it look like he is singing. So far they were off to a great start, nobody and nopony suspects a thing and the plan was working.

“Bum, bum, bum-ba-da, ba-da (Oh, ah-ah-ah-ah)

Bum, bum, bum-ba-da ah (Oh, ah-ah-ah-ah)

Bum, bum, bum-ba-da, ba-da (Oh, ah-ah-ah-ah)

Bum, bum, bum-ba-da ah (Oh, ah-ah-ah-ah).”

The Pony Tones sang together while Fluttershy was starting to really enjoy it before singing more of her solo lines in Big Macintosh’s place.

“Trot outside and you see the sunshine

Something's in the air today

Sky is clear and you're feelin' so fine

Everything's gonna be a-okay.”

Then came Toe-Tapper and Torch Song’s turn.

“If you listen carefully

On every corner there's a rhythm playing.”

Then Fuli and Rarity started trading lyrics like before.

“Then it happens suddenly

The music takes you over and you'll…”

“Find you've got the music.”

“Fiiiiiiiiiiiiiiind the music.”

“Got the music in you.”

“Oh, you.”

“Find you've got the music.”

“Fiiiiiiiiiiiiiiiiind the music.”

“Got the music in you.”

“Oh, o-o-oh.”

The entire crowd was amazed while applauding the Pony Tones for their performance, especially the performance from the deep voice for Big Mac to the point Cheerlie nearly fainted with happiness upon hearing his lovely and handsome voice.

The Lion and Pony Guard were clapping to the rhythm along with everyone else. While Fuli was singing she briefly eyed the pony now having a good time singing her passion even though it was in the shadows. But still, it was a start.

“Luckily you have a choice

When you find you've got the music.”

“Fiiiiiiiiiiiiiiind the music.”

“Got the music in you.”

“Oh, you.”

“Find you've got the music.”

“Fiiiiiiiiiiiiiiiiind the music.”

The Pony Tones all sang together when Fuli stepped forward for her big finish at the same time Fluttershy sang louder to sing alongside her friend.

“Got the music in you

Got the music, got the music in you!

“In you!”

“Oh, oh, oh!”

The crowd cheered for the Pony Tones, who waved in gratitude as they chanted their group name.

"Pony Tones! Pony Tones!"

Fluttershy had never felt like this before. She really enjoyed the applause, yet they don’t know the truth about her role as Big Mac’s voice. But it didn’t matter, what’s done is done, and thanks to Fuli, the show was a massive success and the crowd was very pleased with their performance. In fact, the crowd was so excited they ended up clearing out all of the remaining adoptions available from the nearby pet pen.

"Wow! Talk about a hot-selling performance!" Bunga remarked upon seeing so many adoptions so soon.

The Lion and Pony Guard along with Spike all approached the stage once the crowd dispersed so they can congratulate their friends for their performance.

"Pony Tones! That was truly amazing!" Kion praised.

“Especially you, Fuli!” Beshte complimented. “You were really Poa out there!”

“It was Un-Bunga-veilable!” Bunga added.

"And you sounded better than ever, big brother!" Applejack proudly praised her brother, who blushed and smiled sheepishly in response.

Fluttershy, poked her head from behind the stage, before trying to sneak away before anyone could spot her. At least until Ono quickly spotted her, flew in, and spoke up to get everyone’s attention. “Found her! Fluttershy, there you are! I’ve been looking everyone for you!”

“Yeah! You totally missed the show!" Bunga added.

Both Rarity and Fuli silently reacted in surprise before the two quickly approach them to explain their cover story for her.

"Uh, just like a true professional, Fluttershy was backstage making sure everything ran smoothly!" Rarity said to their friends.

“And she did an amazing job at it!” Fuli added while winking at her to let her that she did great tonight leaving the Pegasus greatly pleased from their great support.

Just then the male Pegasus pony with a black shirt, glasses, and had a black beard that had briefly obscured Spike’s view approached them. Beside him was his filly daughter who had brown hair and light white-brown coat with paw prints for a cutie mark and wearing a silver plastic tiara.

"That was fantastic, Pony Tones!" The Pegasus father congratulated when his daughter flew around them at an impressively fast speed, while caring her new puppy.

“You were all super-duper crazy good.” His daughter added while flying around Rarity, Fluttershy, and Fuli.

"Why, thank you!" said Rarity.

“I try not to brag about it.” Fuli said with pride earning herself some snickering from her friends behind her back.

The little filly moved to tap her father's nose to get him to ask the Pony Tones the question she has in mind. "And we were wondering if you would consider performing at my daughter Zipporwhill's cute-ceañera."

"Will you? Will you?" Zipporwhill eagerly asked while flapping her wings.

Of course, there was no saying no to a filly like that. "We'd love to! When is it? Next week? Next month?"

"Tomorrow!" Zipporwhill and her father said in unison.

Rarity, Big Mac, Fluttershy and Fuli all turned their heads up and in shock. They couldn’t possibly force Fluttershy into this position again and Big Mac wouldn’t be ready by then. So Rarity moved forward to both father and daughter with deep regret of having to say this. "Oh, gracious, I'm terribly sorry, but that's much too last minute."

Zipporwhill dropped to the ground in sadness feeling greatly disappointed. "Oh, no…"

"Well… I understand." Her father said in the same tone before they both walked off and away together.

As the two walked away sadly, Fluttershy felt the urge to say otherwise. “Oh, Rarity, we can't disappoint that sweet little filly." She implored of her.

“Really?” Fuli asked her in a hushed voice as she and Rarity are both surprised that she would be up for it even if she didn’t have it in her heart to say no to a cute and eager filly.

“You sure you're up for it?" Rarity asked.

Fluttershy smiled and nodded in reply.

“Okay.” Fuli voiced accepting her decision before calling out to both the father and daughter before they got too far ahead. “Wait up!” She shouted after them while quickly springing after them so she can personally tell them they will gladly perform after much reconsideration.

The following day, the Pony Tones sang for Zipporwhill's party. Like last night, Fluttershy sang from behind the scenes while the Pony Tones all sang on stage singing their signature song.

Truthfully, it really all works out since Fluttershy can sing comfortably without any pony watching her and others can enjoy hearing her voice. Like last night, no one was the wiser only knowing that it was her, but really the voice of the big red stallion she is covering for.

“When you find you've got the music

Got the music in you

Find you've got the music

Got the music in you

Got the music, got the music in you!”

Once the song had ended, all of the foals cheered for their spectacular performance. Especially, Zipporwhill since she flapped her little wings and flew around in joy around and above the stage.

"Whoo, yeah, alright! We got the Pony Tones, we got the Pony Tones!" She cheered along with all of the other fillies just when the Pony Tones turned and headed backstage.

There, Rarity and Fuli both smiled at her feeling very impressed with her improvement backstage.

"Once again, great job, Fluttershy!" Fuli praised.

Just then, the mayor herself approached the group with Fluttershy quickly flying up to the ceiling to avoid being seen by her.

"Amazing, Pony Tones!" She commended them. "And it would be even more amazing if you could perform at my ribbon-cutting ceremony tomorrow!"

The ponies along with Fuli all looked at each other unsure of whether to accept the offer knowing Fluttershy isn’t the kind of pony who would allow herself to agree to this without being given a choice in the matter. Having her suffer a mental breakdown is the last thing they want her to experience.

Rarity politely tried to decline the offer, "Oh, Mayor, we would love to, but…" She stopped when Fluttershy briefly popped her head from above wanting a say in this. So she quickly replied “Would you excuse us for a second, Mayor?"

“Certainly!” She nodded before walking aside.

Once she was out of sight, Fluttershy flew down to her friends, who spoke to her quietly.

“You sure you want to do this, again?” Fuli asked. “We really don’t want to put you up to it if you don’t want to do it.”

"Yes darling, you don't have to perform again." Rarity backed her up.

"But we wouldn't want to disappoint the Mayor." Fluttershy said in her still deep male voice still insisting that she is up for it.

"Really?"

“Are you sure?”

The two asked still slightly surprised.

Fluttershy nodded her head yes in response, with her friends smiling before the unicorn turned to address the mayor.

“Very well, Mayor.” Fuli spoke to get her attention.

“The Pony Tones will happily perform at your ceremony!" Rarity confirmed.

A confirmation that had everyone in the room smiling, especially the smile from Fluttershy’s face since she was really enjoying this to the point she almost didn’t want to stop.

The next day, Fluttershy hid inside a barrel while Big Mc lip-sang in public with the Pony Tones in front of a huge crowd. A crowd that was really into Fluttershy’s voice that they think belongs to Big Mac.

“Trot outside and see the sunshine

Something's in the air today

Sky is clear and you're feelin' so fine

Everything's gonna be a-okay.”

Two mares who worked at the Ponyville spa galloped in place with Fluttershy having spotted this from the hole in the barrel, clearly enjoying their performance.

In fact, they were so thrilled with their performance, they both came to Rarity, asking if they could perform at the spa the next day. Once again Rarity along with Fuli both tried to decline the offer not wanting to push Fluttershy any further. But once again she tapped her friend’s shoulder to voice otherwise. “We wouldn't want to disappoint the spa patrons."

Like the other times she that, Rarity couldn’t say no once again, and neither could Fuli since she is seeing that this pony is really enjoying this singing passion yet is unable to come out into the spotlight due to a potential anxiety attack for the Pegasus pony.

The group did as the ponies asked and sang for the ponies relaxing at the spa while Fluttershy sang and hid from the pool. With help from an underwater helmet with a long tube extending from above the top of her head she was able to sing her crowd-attracting voice to the spa patrons.

Next came Miss Cheerilee and Rafiki requesting the Pony Tones to sing for the school ponies and Pride Landers, and of course, Rarity, out of respect for her friend, tried to decline it again, at least until accepting it for when Fluttershy voiced otherwise.

"We wouldn't want to disappoint them on their special day."

Following that, they moved to accept many performance offers from across Ponyville along for many groups of Pride Landers residing at Diamond Valley who found it as a great spirit lifter which gave them hope that things will get better in due time. All while Fluttershy, uses clever methods of hiding to avoid being seen by the public, and loving every second of it.

“If you listen carefully

On every corner there's a rhythm playing

Then it happens suddenly

The music takes you over and you'll

Find you've got the music.”

But, it was starting to get to the point that Fluttershy was getting more and more into it. From singing more lines to singing at a faster pace to the point Big Mac is starting to have trouble keeping his lips in sync with the pony’s singing without her realizing it. He could only hope that no one would be able to spot the threads out and start investigating into this a little more while moving his lips the best he can while sweating.

“Find the music

Deep down in your heart

You can find it, oh yeah!

You got the music in you now

Got the music, got the music in you!”

Once their most recent performance has finally finished, Big Mac sighed in deep relief. Fuli being quick to spot this out with her eyes alone, knew that she needed to reign herself in a little more, because one slip-up could be costly and have messy consequences should the truth about Big Mac’s singing be uncovered even if the pony is singing her heart’s desire and dreams.

She would later get some free time with Fluttershy later on in the week during her visit at her cottage.

“So…” Fuli began. “…you really getting into this singing business are you?”

“Oh my, yes!” She happily replied. “All while making every pony happy!”

“That sure is a great feeling isn’t it.” Fuli inquired to which the Pegasus nodded. “I can tell. Too bad that nobody knows that it’s really you that’s singing the Pony Tones main attraction.”

“It’s okay.” Fuli assured still not wanting to step into the spotlight. “Just being able to bring smiles to everyone is enough for me to be happy.”

“Fair.” Fuli accepted that response before trying to press her thoughts in regards to her singing. “Although, considering the rate your picking up the pace in your singing from our most recent performances, I’d say you’d do very well on stage. You know, so that way the ponies and Pride Landers could see the true talent you have deep down.”

“Oh, no.” Fluttershy quickly dropped her smiled and hid behind her mane and tail. “I couldn’t possibly show my face around all of those ponies!”

“Understandable…” Fuli said trying hard to be patient and balance this out. “…but something to really consider since it is getting to the point Big Mac is having trouble matching your lips and with the increasing rate you’re going.”

Fluttershy gasped in fright. “You’re not saying…”

“No, no, no, no, no….” Fuli quickly shook her head to dissuade her from losing control of herself. “…I’m not saying you should emerge out into the spotlight. All I’m suggesting is that you slow it down and keep yourself in sync with Big Mac since you’re really getting ahead of yourself here. I mean sooner or later someone is going to find out. So you might want reconsider your approach if you want to keep this up.”

Fluttershy looked aside and lowered her ears feeling downcast by what she said like she is pressuring her into taking up the spotlight even though she made it perfectly clear she is not comfortable doing so. Seeing this had Fuli looking forlorn and guilty before continuing so she can patch things up.

“Fluttershy…I hope you know that I’m not trying to force something onto you against your will…” Fuli gently said with a paw on her shoulder. “…it’s just I don’t want to see you get into trouble over this.”

“I know.” Fluttershy quietly replied while turning to look at her friend. “It’s okay. I just wish I could be able to work the courage to do so like you, Fuli.”

“Someday you will, Fluttershy. Someday you will.” Fuli smiled and assured before sitting down and spreading out her upper paws offering a rare free hug for her to enjoy to which she gladly accepted while throwing herself into the cheetah’s arms. “And no matter what you decide, I will always be proud of you.”

“Thank you.” Fluttershy said feeling very enlightened by this support from the cheetah she sees as an older sister.

The following night, many ponies gathered at Sugar Cube Corner for another performance by the Pony Tones. Spike handled security, along with Timon and Pumbaa. The three were wearing sunglasses and each holding a clipboard all wearing black tuxedos with white undershirts and black bow-ties.

“Hold it!” Timon stopped one pony from entering the bakery before he and Pumbaa eyed the invite list. “We need to make sure you’re on the list.”

The sharp-dressed warthog looked at his list for her name before nodding. “She’s good! Let her through.” Spike gave the pony a heads before allowing her to enter.

Inside, Fluttershy peeked from the window before turning to the gathering audience to where the whole Lion and Pony Guard are all standing and conversing with one another. Once she saw them, she felt very excited knowing they’ll get to hear her voice once again.

"Fluttershy, we must talk to you." Rarity suddenly spoke up to get her attention just when she, Fuli, and Big Mac approached her with good news. "Big Mac's voice is all better!"

"Eeyup." He nodded to which had Fluttershy’s smile fading.

"Now you can bathe in the poison joke antidote and sound like your lovely self again." Rarity happily added before catching the girl’s sadly hanging her head.

“Fluttershy?” Fuli asked correctly seeing what she’s suddenly disappointed in.

"It's just... I didn't know that last performance was my last performance." She sadly explained before turning the opposite direction to walk away.

Fuli nodded at Rarity feeling that should let her this one more time rather than see her feeling miserable, especially with how much fun she was having.

"Fluttershy, stop!" Rarity called out to her just when she about to reach the doorway.

"Ohhh…" Rarity turned to Big Mac. "Would it be okay if Fluttershy sang for you one last time?"

“Does that sound fair?” Fuli asked.

Fluttershy looked up at him buttoning up her shimmering aqua blue eyes at him. If there is one thing Big Mac can’t resist is whenever her sisters and her friends give him that adorable look which lets him know they really want it.

"Hmm. Eeyup." He answered with a touched smile.

Fluttershy smiled with a wide grin and sparkling star-filled eyes before flying over to hug the two ponies and cheetah very thankful for being given that one last chance to which she’ll make sure she’ll capitalize on.

Just before the show started, Ono looked around, still seeing that Fluttershy isn’t with them.

“Ono?” Kion asked having caught sight of him looking concerned.

“Sorry.” Ono snapped to attention. “I just can’t help but wonder where Fluttershy is.”

“Relax, Ono.” Bunga quickly assured to dissuade him from making a big deal about it. “They told you, Fluttershy’s just helping them out with what they need and getting a very front row seat out of it!”

“Yeah, but something doesn’t add up here.” Ono voiced still wondering what was really going on before using his keen sight to examine the curtain with a more concentrated effort to take a closer look.

“I’m sure she’s just back there to make sure their performance goes well like before.” Beshte reasoned.

“True, but I wonder…” Ono replied with full concentration and eyes the ponies and cheetah emerging into the spotlight on stage with one standing from behind the curtains.

Fluttershy sang like she is giving her best and passion performance yet. But at the same time was making it difficult to properly match his lips in sync with her singing.

“Hey, find it, oh why, you can find it

In your heart, yeah, find the music, yeah

It's in you right now! Oh, yeah!

You can find the music!”

Fuli quickly noticed and decided to back up slightly so she can bump Fluttershy in order to get her to control herself while still singing with the other’s.

But Fluttershy didn’t take the hint as she continued to dance and spin from behind the curtain. She shoved Big Mac forward to sing front and center. He quickly had to make himself look like he was singing.

“Odd…” Ono voiced having closely watched their performance so far. “Wait is that…?” He exclaimed upon seeing something that might connect the dots.

“Oh, no.” Fuli muttered under her breath upon seeing that she is going to expose herself by accident.

And as she correctly predicted, Fluttershy ended up getting so into her singing she accidentally kicked the rails that were holding the curtains up. They fell all over the Pony Tones and stopped their singing with Fluttershy the only one still singing unaware at all eyes along with the spotlight are on her now.

“You can find the music!

Yeah, yeah, I love the music, ye—“

The pony stopped once she opened her eyes and realized what she has done and that everyone is now seeing her in plain sight. A sight that highly surprised everyone with the reveal.

"Fluttershy?!" Her friends exclaimed in unison.

“Hevi Kabisa!”

“How about that?!”

Both Kion and Bunga expressed finding

“But how…?” Ono questioned upon learning that the deep disguised male voice was really Fluttershy’s. “Unless…” He thought remembering Flutterguy from a while back. “…Flutterguy! Of course.”

The poor pony slinked down to the ground hiding behind her mane and tail while shaking in fear with the spotlight shining directly on her.

She was now frozen in fear feeling mortified that everyone now knows the truth is out and feeling her worse nightmare come true and she highly expects the laughing and taunting much like the many times she was bullied before to come to surface.

Luckily for her, Fuli was quick to come to her rescue by resuming where the Pony Tones left off. She was not about to let her best friend throw all she has worked for out of fear. Turning and nodding at both Rarity and Big Mac who both quickly nodded too, she resumed the song by singing the song herself

“Find the music in you

Bum, bum, bum-ba-da, ba-da

Bum, bum, bum-ba-da ah.”

She was able to slowly approach Fluttershy with a look to reassure her that everything is okay and that she is here for her while smiling and singing without fear.

And amazingly, Fuli’s inner gentleness caused Fluttershy’s paralyzing fear to fade before joining in.

“Bum, bum, bum-ba-da, ba-da

Bum, bum, bum-ba-da ah.”

While the two were singing together, the rest of the Pony Tones emerged from under the curtain and moved to join them too while both Fuli and Fluttershy trade lyrics.

“Bum, bum, bum-ba-da, ba-da”

“Oh, ah-ah-ah-ah”

“Bum, bum, bum-ba-da ah”

“Oh, ah-ah-ah-ah”

“Bum, bum, bum-ba-da, ba-da”

“Oh, ah-ah-ah-ah”

“Bum, bum, bum-ba-da ah”

“Oh, ah-ah-ah-ah”

Once they were all together, they all commenced the group singing once again.

“Everypony's sayin' you should learn to express your voice

But if talk doesn't seem like it's the answer

Luckily you have a choice.”

The Pony Tones sang with Rarity making her voice heard each other verse from the group.

“Find you've got the music.”

“Fiiiiiiiiiiiiiiind the music.”

“Got the music in you.”

“Oh, you”

“Find you've got the music”

“Fiiiiiiiiiiiiiiiiind the music”

“Got the music in you.”

Then came Fluttershy’s turn to sing solo.

“Trot outside and you see the sunshine

Something's in the air today

Sky is clear and you're feelin' so fine

Everything's gonna be a-okay.”

The came Toe-Tapper and Torch Song’s turn.

“If you listen carefully

On every corner there's a rhythm playing.”

Next up is Toe-Tapper and Rarity with the latter standing out every other verse like before.

“Then it happens suddenly

The music takes you over and you'll.”

“Find you've got the music”

“Fiiiiiiiiiiiiiiind the music”

“Got the music in you”

“Oh, you.”

“Find you've got the music.”

“Fiiiiiiiiiiiiiiiiind the music.”

“Got the music.”

Now for Fluttershy and Fuli’s big finish like before.

“Got the music, got the music

Got the music in you!”

Fluttershy sang feeling very enlightened while excitedly flapping her wings like she really has performed the best performance she has never done before. And it was a song that everybody loved and cheered for them especially Fluttershy. While initially surprised they really loved her singing, even if she was disguised and sounded like a guy.

Unfortunately, even with Fuli backing her up, Fluttershy’s nerves immediately shot up with her happiness turning into trembling fear. To her it was too much for her before galloping away off of the stage crying much to everyone’s surprise.

“Huh? What was that all about?” Timon whispered to Pumbaa.

“I don’t know?” Pumbaa shrugged along with Spike. “Everyone loved Fluttershy’s performance.”

The question Fluttershy’s friends all are now wondering is something that Applejack was quick to find out as she approached her older brother, narrowing her eyes while Rarity backed away slowly not wanting to caught in the middle of this.

"Big Mac, you got some 'splainin' to do!" She said expecting answers making it look like it is going to be an unpleasant interrogation until she started calmly asking him questions.

"Turkey call?"

"Eeyup."

"Trash your voice?"

"Eeyup."

"Zecora remedy?"

"Eeyup."

"Not quick enough?"

"Nnope."

"Needed a deep voice?"

"Eeyup."

"Poison joke?"

"Eeyup."

"Flutterguy?"

"Eeyup."

"Better now?"

"Eeyup."

Applejack then turned over to Fuli since she had something to do with this. "You were in on this too?"

"Eeyup." Fuli replied stoically, expecting to be questioned as well.

"Went along with it?"

"Eeyup."

"Didn’t want to see her get into trouble?"

"Nope."

"And that shy filly was livin' her dream in the shadows because she couldn't bring herself to come into the spotlight?"

Both Fuli and Big Mac replied at the same time. "Eeyup."

"Well, for corn's sake! Let's go!" Applejack declared before leading the crew in finding their upset friend.

The Lion and Pony Guard all hurried their way to Fluttershy's cottage where they all entered one by one with Beshte having to suck his weight in order to squeeze his way inside.

If only Ponyville would actually manage to make these pony-sized doors a little wider for some of the larger animals from the Pride Lands.

"Fluttershy, are you in here? Can please come out and spare us the trouble of having us all look around the whole cottage worried sick?” Fuli kindly asked of her.

"Yes…I'm here." Fluttershy complied in her now normal and sweet voice now appearing in front of the railing on the upper floor. Fluttershy wore a towel over her head, having already bathed in the poison joke antidote.

"That was totally unbelievable!" Pinkie Pie exclaimed before proceeded to climb up the walls reaching up to Fluttershy.

"I mean, the curtain came up and there you were, singing in front of everypony! And you know, I don't think anypony was jealous, 'cause there certainly wasn't an angry mob! But it must have been horrible standing there on stage, all eyes glued directly on you! It's like you were living your own personal worst nightmare!" She insensitively rambled and got in her face further frightening the poor pony.

"Pinkie!!" Everyone scolded with Fluttershy sobbing even harder due to that rant.

"It was. It was!" Fluttershy quickly flew out of the cottage leaving everybody glaring at Pinkie Pie for further upsetting her.

"What? Too much?"

"Way too much!” Fuli sharply stated before sprinting after their stage fright friend with the others following after her.

"What Pinkie meant to say is that you were really great!" Beshte called out to her.

"Wait! Didn't I say that?" Pinkie questioned with her head popping out of the door frame.

"Hardly!" Rarity stated otherwise as she galloped by her.

"Whoops." Pinkie Pie said before following after her friends, after Fluttershy, while shouting at the top of her lungs, "You were great!"

Fluttershy continued to run away while crying and trying to keep breathing through it all when Rainbow Dash flew beside her. "You totally blew my mind!"

Fluttershy still ran ahead, only to stop when Bunga and Applejack intercepted her.

"It was incredible!"

“Un-Bunga-veilable!”

But it wasn’t enough to convince her since she flew up and covered her face while lying on a nearby rooftop.

Pinkie Pie climbed up to her at that moment. "Though, no offense... you kind of sounded like a dude."

Fluttershy flew off crying again and Pinkie received two “What the Heck?!” glares from Ono and Rainbow Dash.

“Yeah, no offense, but you’re not helping things, Pinkie.” Ono scolded.

"Uh, a great-sounding dude!" Pinkie tried to correct herself.

Finally, Fluttershy stopped running away and wiped away her tears before addressing them in a serious tone.

"Well, thank you all. I'm glad you enjoyed it.”

“We really did!” Kion happily stated thinking she is now listening to them until...

“Because I'm never going to sing in front of anypony ever again."

She resumed galloping away yet again, with her friends gasping in shock before following after her again.

"Are you kidding me?!" Pinkie exclaimed while she jumped off of the roof and followed after her.

By using her super speed Fuli quickly sprinted across the footbridge right past Fluttershy and then planted her paws right into the ground in front of her to force her stop. She had to hit the brakes on her rear legs before skidding across the grass before managing to stop her right in front of the cheetah just managing a little nose touch. There they all managed to reach the front of the stage in the park.

“Cute.” Fuli complimented before getting serious with the blushing Pegasus pony. “But seriously, stop running from us when we’re trying to help you.”

"I just don't understand why, Fluttershy." Rarity said once they all caught up to them. "After all, you're the one that wanted the Pony Tones to sing for every silly thing that was requested of us."

Fluttershy removed the stray hairs that fell into her face back into place before turning to face the unicorn. "You mean, you knew I really wanted to perform?"

"Of course I knew!" Rarity confirmed with a comforting smile.

“So did I.” Fuli added with the same expression. “And, for all her babbling, Pinkie Pie was right about one thing."

"Only one?!" Pinkie remarked feeling offended there.

“Yes, only one!” Fuli assertively repeated to which the pink mare pouted in response.

Bunga them jumped onto the stage, while waving his left arm out into the air. "When that curtain fell, and everypony saw you singing, you lived your worst nightmare!” He said rather authentically before asking. “Was it really that bad?"

Fluttershy covered her face in response while crying again. "Yes!"

"Well, what was so bad about it?" Kion asked.

"The thunderous applause?" Rainbow asked.

"The praise for your fantastic singing'?" Applejack asked.

"Stepping out into the spotlight?" Beshte asked.

"Facing all of those ponies in the audience?" Ono asked.

"The screaming fans?!" Pinkie Pie asked loudly, scaring Fluttershy into jumping up backwards onto the stage.

Kyoga then used her magic to tape Pinkie’s mouth shut, leaving the pony making muffled noises while waving her arms at her before struggling to remove the tape. After struggling for a few seconds, Kyoga ripped it right off of her.

“YEEEEEEOOOOOWWWW!” She screamed so loud that it could be heard all the way to Pride Rock while awakening the lion with the black mane resting in his cave who likewise raised a paw to use his magic to get a look at what disturbed him at this hour.

“What was that for?!” The pony exclaimed while rubbing her mouth in pain.

“For everything you’ve done throughout the last few weeks that led up to this.” She answered without any sympathy. “From beating Big Mac’s turkey call, trashing his voice, rubbing it in his face, and of course making Fluttershy cry even harder with every passing comment. Any more questions or do I need to keep your mouth shut literally until you get the memo or do I need to see to it that you are deprived of your specially favorite strawberry chocolate cupcakes to which you've been having one too many through this entire time?!”

Frightened at never eating another one of those cupcakes ever again, Pinkie immediately shook her head no in response upon seeing the killer look in the lioness’s eyes while levitating the piece of tape right in front of her lips ready to slap it on again if she didn’t get the answer she wanted.

“Ugh…” Scar groaned before cancelling the magical visual before slumping his head down to the ground so he can go back to sleep. “…you wake me in the middle of the night for this?” He grumbled before closing his eyes and resuming his rest. “Stupid pony.”

With the constant annoyance of Pinkie Pie now settled, Fuli leaped onto the stage so she can talk to Fluttershy heart-to-heart.

“Remember when I told you of how I never sang to anyone up until now?” She recalled to which Fluttershy meekly nodded in response. “Well, have you ever wondered why and how I gained the courage to step out into the spotlight?”

“No. Why?”

“Because of you.” She replied to the Pegasus’s surprise.

“I enlightened you into singing to everypony? How?” She thought in her head.

“Whenever I sing, it was meant to be just a private hobby for me, whenever I felt like it, much like the time I’ve enjoyed being alone. When I first came across you singing, I was amazed with how much you like your personal hobby and with how much passion you put into it. It was like I was seeing myself when I was a young cub.”

“Really?”

“Yes, Sisi Ni Sawa, Fluttershy. Because the reason I agreed to sing alongside the Pony Tones and to sing in public was because of your desire to make everyone, everypony, and every animal happy had me thinking that if my friends loved my singing then surely everyone else would love it too. You’ve inspired the courage for me to step out into the spotlight, Fluttershy.”

Fluttershy smiled while blushing over what her friend was telling her, the fact that even though their opposites in regards to kindness and bravery, it was because of the common ground they share whenever they are alone along with the Pegasus pony’s big heart that inspired Fuli to work the courage into singing in public.

"Gosh.” She gasped breathlessly before mustering the courage to face the smiling cheetah in the eyes. “I never would have guessed any of that.”

“Neither would I.” She responded similarity before moving to ask her this question. "So, do you think I can help return the favor and get you to work up the courage into following in my paw prints?” She offered while gesturing to the wooden floor they are standing on.

Fluttershy looked down on the floor while looking at each and everyone of her friends before smiling with the inclination to accept the offer from the Lion Guard’s Fastest. “Yes.”

The next morning, Fluttershy performed on stage with the Pony Tones. Her first debut as an official Pony Tone wearing the official Pony Tones jacket. This time, Fuli stood beside the other ponies while letting Fluttershy take the lead in singing.

“There's music in the treetops

And there's music in the vale

And all around the music fills the sky

There's music by the river

And there's music in the grass

And the music makes your heart soar in reply.”

“When you find you've got the music.”

The Pony Tones and Fuli all sang together before trading verses with Fluttershy.

“You've got to look inside and find…”

“Find you've got the music.”

“The music deep inside you.”

“Find you've got the music.”

“'Cause when you look inside, you'll see it.”

“Find you've got the music.”

“You're gonna find it, gonna find”

“You've got the music.”

“Got the music, got the music.”

“Got the music in you!”

The Lion and Pony Guard all cheered for her along with the rest of the audience… Fluttershy's animal friends. The stage they were performing at was set up in front of Fluttershy's cottage for a private performance just for her closest friends.

"You did it, Fluttershy!" Rainbow congratulated her with a hug.

“See that wasn’t so bad.” Applejack added.

“You really nailed it!” Bunga also complimented while affectionately ruffling her long pink mane.

"I never doubted that you had in you." Kyoga said with a sincere smile.

Pinkie was about to say something that could potential shatter her confidence in one fellow swoop until Kyoga quickly froze her in place leaving her unable to move and speak before turning back to her friend.

“So, how do you feel?" Kion asked.

"Surprisingly… okay!" She positively replied.

“Fantastic!” Rarity exclaimed with a smile. “Because the Pony Tones have been booked for the Apple Family Zap Apple Jam Extraordinaire!"

“You up for it?” Fuli asked to make sure it is something she feels comfortable with.

"Oh, no... I couldn't do that!" Fluttershy quickly replied while retreating behind the curtain, much to the surprise of her friends. "I'll get there someday. But for now... baby steps, everypony. Baby steps."

“And that we understand.” Fuli accepted her decision without second thought along with everyone else since things like this usually require patience which is something that she can have a little difficultly with, but not to Rainbow’s extent.

Fluttershy smiled in return when Fuli places a paw on her back with the silent assurance that she’ll always be there for her to help her out every step in that direction.

Brave and fast cheetah, Shy and kind Pegasus, both have common ground in regards to their hobby of singing and being able to teach other a thing or two about kindness and assertiveness deep down.

Sisi Ni Sawa, they are same.

Sometime later, both Fluttershy and Fuli wrote the lesson they recently learned today.

“Sometimes, being afraid can stop you from doing something that you love, but hiding behind these fears means you're only hiding from your true self. It's much better to face those fears so you can shine and be the best pony you can possibly be.”

"And sometimes like before, being assertive can help you stand up for yourself, but at the same time can cause a little more trouble than it's worth. Sometimes it pays to actually show a little kindness here and there to build on a good friendship."

A lesson that, Twilight herself secretly observed from the shadows with a solemn and sadden expression from the nearby bushes unnoticed. Truthfully with a sad sigh, she wished she could do the same with her own feelings before slinking back and away from the cottage while using the nearby trees and bushes for cover to avoid being spotted.

Author's Note

After what happened in the mid-season finale, it was now time to start off the second half of this season with a Breather Episode featuring both Fluttershy and Fuli taking the center stage for this episode.

A nice and heartwarming tale of how Fuli, a cheetah who shares more similarities with Rainbow Dash can have common ground with a pony who serves as her Foil through the power of singing. Such a bond that has Fuli going as far as having her back every step of the way while the two teach each other a thing or two of how to be more assertive and more kind vice versa.

It's amazing and heartwarming of how much one's friendship to the other can inspire in another when put together.

Well almost heartwarming with some tearjerkers involved mainly judging from the very last scene of this episode involving the one character watching from the shadows looking on at the ones in the sunshine silently wishing she was there to enjoy it but can't.

What happened since that faithful battle that changed everything is a wonder to what was once the most friendliest mare after warming up to it. Something that'll be answered in the upcoming three parter which I plan to have up on Easter Sunday so stay tuned...

Episode 19: Twilight Alone Part One

Episode 19:

Twilight Alone Part One

After teleporting away from the cottage, she managed to teleport herself just on the hill overseeing Ponyville before walking away with a downcast expression.

Deep down while walking towards the distance in the direction of the late afternoon sun, she actually wished she could be as kind as Fluttershy along with being as honest as Applejack, but really, she just can’t find it in her heart to laugh about the past like Pinkie Pie. The reality in her mind is that she isn’t ready to face anyone from the Lion and Pony Guard or anyone in the royal family again right now.

“Why?” She thought if anyone asked.

“Because…” She said to herself while eyeing the messy strains of hair in her face. Not even she that even cared about how her mane looks now. “…they’ll never want to forgive me. Not after everything I’ve done.”

She pressed forward with her saddlebag of supplies in tow with the hopes of keeping to her word that she wouldn’t be seen or discovered anymore towards north where she has some work to do as part of atoning for some of her mistakes. Her depressed expression turned into a narrowed one with the mindset on taking down the lion that really kick-started the whole mess to begin with.

Just after Scar who had betrayed Twilight and forcibly had her give up her and Princess Luna and Rarity’s dark magic to him, he became a demonic entity with all of their former dark powers combined with an appearance of half alicorn and half lion. With all of these new powers combined he became more powerful and dangerous than ever leaving the situation of dealing with him more grim and bleak than before.

To Twilight it is now a huge blow with what had just happened because she never saw this coming nor had any knowledge of what Scar was truly planning. Just days ago, Scar told her to launch an attack here in Ponyville. He never told her he was planning on taking over Diamond Valley along with blackmailing and coercing her into giving up all the dark magic she obtained during her time of servitude towards him.

After all of that bonding over common ground they shared together in regards to their roles as leaders of the Guard, being the younger sibling, how their older brother’s hurt them in the past thus sharing the same scar’s together, and how other’s used to look up to them up until they decided to walk down the dark path of vengeance and ambitious conquest of wanting to take down those who hurt them in the past was all down the drain when the lion double crossed her after everything she did for him.

She went along with most of plans, did most of the heavy lifting for him, helped conquer the Pride Lands alongside him, even played peace maker in the petty disputes in his army. But apparently it was never enough to keep him from turning his back on her and unlike before it stung harder than before.

“He could he…?” She wept to herself before teleporting herself out of the group huddle and towards the horizon towards the outskirts of town.

“Twilight…”

“…what are you doing?”

Both Celestia and Kion asked the alicorn still with her head forward.

“It’s okay. I understand.” Twilight couldn’t bear to look at anyone behind her with tears streaming from her eyes.

“Understand what?” Cadance asked.

“That I need to go…away from here.”

“What?! But Twily…” Her brother protested.

“…I’ve already done enough! I’ve become just as bad as Scar and ensured that Equestria is doomed.” She snapped while briefly turning her head back towards him before spreading her wings and turning her head forward. “It’s best that you don’t have me around to further ruin your lives anymore.”

She flew up and away from Ponyville with the intent never to come back despite the calls from behind all trying to get her not to.

“Twilight!”

“Wait! Come back!”

Both Shining Armor and Princess Cadance called after her but it was no use. She made up her mind and dedicated herself to self-exile from Equestria.

The sight of Twilight disappearing in the distance was enough to see a single tear fall from the sun monarch’s face as it brings back memories of Luna’s banishment in a different yet similar way and leaving the rest of the Guard feeling disheartened of seeing her leave so voluntarily.

To them they were just left at a loss for words, to them it wasn’t surprising that Scar would eventually turn his back on her no matter how much hard work she put in knowing that she might turn herself around someday, but it was pretty clear from how hard she took it that she never saw it coming. And truthfully, they didn’t really feel that she really had to leave and isolate herself like the time most of them left her along back at the wedding.

The remorseful alicorn flew away from Equestria for hours beyond the borders through a scorching hot dessert until she finally arrived at a town nearby in front of her. Since she had been flying for so long and endured so much heat along the way she could really use something to eat and drink right about now. When she got there however, she finds one major obstacle in front of her.

A town filled with thugs, bandits, and shady creatures scattered all over the place with pawn shops of caged animals and loose horns all around the area that would unnerve ponies like Rarity and Fluttershy no doubt. In addition, she had no money with her and none of them would be willing to loan her any of it even if she were to ask.

So with the Equestrian ways no use to her in this situation, she had to do what she did back when she the hidden mole for Scar’s army. She had to steal a bag of coins from the nearest thug nearby.

She moved towards a nearby blue fish-like monster carrying a wagon of barrels in tow. With a little use of whatever magic she had left after she was drained of her dark magic she managed to loosen one of the ropes holding them in the wagon so they would fall over.

“Hey, What the…?!”

While he was gathering the barrels, the dark alicorn proceeded to sneak up to him towards the bag of silver coins hanging on the back of his belt and managed to touch a hoof on it…

“Hey!” He turned around and quickly caught onto what she is trying to do. “What are you think you’re doing?!”

With no other options, all she had to say was. “This.”

POW!

The fish is suddenly punched with an upper-cut to the jaw allowing her to obtain his bag of silver. After he recovered from the impact he growled at the alicorn ready to punch her out back in retaliation.

The disheveled pony had accounted for this and charged back, proceeding to slide right under his feet, did a backflip, whipped around to kick him right in the face, causing him to stumble backwards. Before he could move to regain his footing, he found himself being charged at by the lavender pony who charged her head right into his flappy gut which knocked the wind right out of him before falling onto his back and just when he opened his eyes once more…

BAM!

He finds himself knocked out cold by the alicorn with her right forehoof and rear hoof strength combined.

“Phew!” Twilight sighed with her formerly slicked back black mane now messy with some strands of her hair in her face. Not that she cared of how she looked in the slightest before moving forward into town all while glaring at the nearby witnessing bystanders watching in shock and awe of what she just did. With that hard earned money in tow, she moved towards a stand that sold steak-shaped meat along with fruit. “What you got to sell here?” She inquired the owner of the stand still looking on bugged eyed at her.

After purchasing her food and drinks to last her for the next few days she moved forward still not batting a glance at the many creatures exchanging fearful looks right at her due to the scar on her face along with her messy mane and her most recent introduction here in town. Like that even matters to her since they won’t know friendship even if someone slapped them silly with it.

While she was walking ahead, there was one figure amongst the crowd than took a keen interest in her. One that had blue eyes, a violet red mane, a dark purple coat, and black armor, along with a small stub in place of her horn and a similar looking scar right across her right eye. With one look at her appearance, she could tell she was from Equestria and must have just had a recent falling out with those who she had trusted before.

To get her attention she whistled right at her. “Hey! You!”

Twilight froze in her tracks while turning around to face the unicorn looking right at her. “What?” She flatly asked.

“I want to talk to you!”

“About…” She expects more details while keeping her guard up while adopting a defensive stance should she try to attack and capture her.

“…your past life.” She answered while approaching her until they were a few feet apart.

“Why would you want to know about my personal life?” Twilight inquired with a suspicious look. “And why should I trust you?”

The taller mare chuckled in response. “Oh you are such a naïve filly.” She then placed a hoof on her chin. “Consider it payment in exchange for telling you of my past life because from the looks of it…” She eyes the scar on her left eye. “…along with helping you toughen it out so you have the means to survive this world.”

“Hmm…” She thought before speaking of her decision. “…I don’t know.”

“Fair. But if I were you I’d probably consider it especially since it’s clear you don’t have enough supplies to last more than a few days. Surely, there’s someone you know that you really want to get your revenge on. Someone who really hurt you just recently like someone you once greatly trusted.”

The temptation of the unicorn’s words got to her since the stinging pain of Scar’s betrayal is still raw in her mind and nearly had tears come out of her eyes. She quickly shook it off without any influence affecting her. “Actually, there is.”

Tempest smiled knowing she is going to accept her offer to come with her so she can train her into becoming a ruthless fighter strong enough so she can take her revenge against the one who betrayed her.

With her acceptance of her offer, the two mares made their way towards an area where she trains those with the sole desire to improve their skills all while Twilight looks on with sad and betrayed eyes on her face. And to her it wasn’t the first time this has happened.

The first time came from a time where she actually got into friendship, back when she was starting out as a student at Princess Celestia’s School for Gifted Unicorns.

Back when she was a unicorn filly, she was bright and cheerful like she was before she got her scar.

She came to class prepared with all of her school supplies and everything. She was ready for this ever since the day she got her cutie mark. She managed to answer every question correctly and in the following months she was acing every class assignment, quiz, and test throughout preschool.

Throughout it all, Twilight was the most happiest in her life, as happy when she discovered the magical wonders of friendship when meeting with the Lion and Pony Guard, especially when her classmates were all really intrigued and awe-inspired by her intelligence. Well…

…all but one particular filly with envy in his eyes. Little did any pony know is that this guy is about to be the catalyst for what’s to come.

Meanwhile back at Ponyville where both Princesses Celestia and Luna work to repair the damage done during their duel with the fallen princess, the others were all settling everyone into home’s since Diamond Valley is occupied by Scar’s army.

Even though it was still a victory in saving Twilight and Rarity from their inner darkness along with everyone else is all safe and unharmed, none of them were celebrating due to the fact that Diamond Valley is now under Scar’s control along with the fact that Twilight is so distraught from being double-crossed that she ended up running away into self-exile in shame. She was once more feeling alone like before.

“Oh…” Fluttershy was the first to comment after helping settle her share of Pride Landers into Ponyville which include the galogos and hydraxes. “…Poor Twilight.” By then the others had just finished up for the night. “…all alone and lost all the way out to who knows where.”

“I know.” Kion agreed just after handling Ma Tembo and her herd find a nice open area just outside of Ponyville for them to reside for the time being.

“It’s like one of the worst parties I’ve ever thrown.” Pinkie cried with her mane now deflated and straight with the orange earth pony wrapping a hoof around her neck to help comfort her. “And that’s not before finding out it was the day of my birthday!”

Applejack sighed before speaking up. “I ain’t gonna lie, but I actually feel sorry for her.”

“How so?” Rainbow asked still harboring resentment towards the alicorn for her betrayal. “After everything she did right from the start?! She had it coming big time!”

“Rainbow Dash!” Beshte scolded. “How could you say that?!”

“Uh, hello…” Rainbow sarcastically remarked. “…were you not there when she revealed her true colors back in the Outlands and later back when we crossed paths with her at the old abandoned castle?!”

“Yes, Rainbow…we were all there!” Fuli assertively stated. “And I think you need to start choosing your words more carefully because there’s more to this story that meets the eye!”

Rainbow Dash was now left baffled in response. “What?! Fuli! Who’s side are you on?!”

“The right side.” She replied still standing her ground when she dared to get face to face with her. “And if I were you I won’t go there.” She warned.

“Enough!” Kion stated while separating the two before they could fight again. “Now isn’t the time to be fighting with each other! Now we need to figure out how we can find Twilight!”

“But how?” Ono inquired. “We have no idea where she’s gone…” Then realizes upon everyone giving him the look. “…I’ll be right back once I scan every inch of Equestria.”

Ono proceeded to fly off ahead to do so and even after he did the talks still resumed about the one pony they still want to treat as a friend.

“Anyways…” Rainbow resumed her argument. “…I really don’t see why we should bother?! That’s her problem! She chose to be alone!”

“Yes she did!” Kion acknowledged. “We know she’s been against us ever since the wedding, she was trying to kill us, and she was even willing to conspire against us, but that doesn’t mean we should continue treating her like a criminal.”

“Oh, really…” The hot-headed Pegasus refused to think that way. “…and why should we?”

“Do you really want to know why?” The white stallion asked while approaching the group alongside his wife leaving the Pegasus frightened.

“Shining Armor…!” Rainbow frantically tried to explain when he was giving her the stern look. “…I was just…”

“…hearing you mouth off my sister who needs help!” Rainbow was left stunned into utter silence upon seeing the unicorn’s harden glare finding any insulting remarks and threats to his family greatly unappreciated. “And you might want to listen if you want to understand why she really needs it.”

All Rainbow could do was float back down on the ground dropping her bottom down in submitted shame after emitting a small gulp in response.

“So what did happen that led to Twilight having such a rather…uh…” Bunga asked before hesitating to find the right words to say it.

“Cold, distant, and quite a loner who doesn’t want to have anything to do with friendship.” Applejack bluntly finished.

“I was going to say skewed approach towards friendship but okay.”

“Anyways…” Cadance continued taking no offense to that brutal display of honestly describing it. “…I know Twilight isn’t the best pony to be willing to welcome a friend in open arms. But truthfully, she wasn’t always like that. Aside from me, Shining Armor, Celestia, Spike, and her parents, she’s been known to get along with most of the ponies back in Canterlot and there actually was a time where she actually valued friendship.”

“Really?”

“No way!”

Both Kion and Bunga reacted with the latter being very surprised and intrigued.

“…but that was before…”

“Before what?” Beshte asked.

“Before magic kindergarten!” Shining Armor finished.

“Magic Kindergarten?!” Kion asked to make sure it was really that case.

“I’m afraid so, Kion.” Shining Armor sighed. “And truthfully thinking back on it, it’s not a time I’d like to remember for her sake.”

“Why is that?”

“Was it because of mean bullies?”

Both Fuli and Fluttershy asked curious to where he is going with this.

“Well…” He began before recalling back to when he was still living with his little sister during her first days during school as Celestia’s protégé. “It wasn’t like that at first, back when she was starting off as Celestia’s student she was the talk of the school after her explosive acing of her entrance exam.” He recalled seeing her exit the school building while bonding with some of the students there. “Outside of her family, they were the first friends she ever had in her life...”

At the same time, Twilight is explaining her story to the unicorn she just met at an open field over a sparring session.

“So…you got enrolled in Princess Celestia’s School of Magic after one of your fellow ponies created this “Sonic Rainboom”?” The taller mare asked while managing to catch every one of her attempted strikes.

“Yep. As brash and cocky as she can be I really do owe her otherwise I would never have gotten in.”

“Lucky you.” The unicorn dryly replied in a deadpan manner feeling slight jealousy for her.

“Yeah…well…” Twilight shrugged before continuing to try to land a punch on her sparring partner. “…anyways, my first year was great. It was basically something that every achieving pony could ever hope to achieve…”

“But…” She raised an eyebrow while catching her latest punch before pushing her backwards a little.

“My second year there was where my view on friendship really got soured. Back when I was starting out in magic kindergarten…” She began thinking back to the day she met the pony that started it all.

A filly with a magenta pink coat and a matching mane and tail with white streaks and underbelly, and brown eyes who looks on with a friendly smile yet deep down looks on with hidden envy for the talented filly.

“When I first started kindergarten, I treated it like the previous year, so when I met this filly Fanso, it was no stranger to me making new friends…” She recalled the day she met him. “…after we talked and bonded over our expertise in magic we became best friends to the point he was my lab partner. Only little did I know until later on is that he was playing me just so he could win my trust and set me up for the first worst experience of my life.” When she said that last part she managed to deliver a punch so hard she managed to force the unicorn back several feet backwards. “Oops. Sorry.”

“Don’t be.” The unicorn shrugged it off with a proud smile before reapporaching the alicorn to resume their sparring session. “That was impressive. About time you started landing some hits, especially the ones that hurt your enemy’s right in the core. You’ll need that when you take down the guy that ruined your life.”

“Oh, he’s not the only one.” Twilight assured with a vengeful grunt with each punch she throws at her sparring partner. “I have another enemy I’m after. One that personally gave me the scar on my face.”

“Really?!” The mare was now intrigued to hear this new enemy in light. “Do tell.”

Twilight moved to increase the intensity of her punches as she begins to tell the story.

But before she did the scarred unicorn had this to ask the scarred alicorn while blocking each other’s punches. “And before I let you start, I never did catch your name.”

“Twilight Sparkle. And yours?”

“Tempest Shadow.”

Elsewhere, Shining Armor is taking a turn in recalling the terrible experience Twilight went through to the rest of the Lion and Pony Guard.

“After Twilight had made friends with this pony Fancso, the two were spending time like best friends who had a special connection together, B.B.F.’s (Best Friends Forever). Only until the day she came home in tears did I find out it was all run a massive lie to set her up to be humiliated big time.”

Shining shook his head in dismay while remembering her coming home that day covered in paint, glitter, with a stuffed donkey toy attached to her sobbing her heart out as she retreats to the bathroom to get cleaned up.

Back then he was completely dumbstruck since knowing she would expecting his little sister to be galloping with glee over another aced test and seeing this had him left unable to process what had just happened.

“Shining Armor! What’s going on?! Did I just hear your sister come home crying?!” His mother asked having heard the commotion from upstairs.

“Yes…but whatever happened I really don’t know! Honest!” Shining Armor stuttered to assure he didn’t go too far with some his previous competitiveness with his little sister. “She just came bursting through the door crying covered in paint, glitter, and I believe a stuffed animal attached to her.”

“WHAT?!” She screamed before rushing over inside after the paint trail her daughter left behind to attend to her to find more of what happened that led to her appearing like this. “Twilight!” She gasped upon seeing her in such a state of humiliation just when the white unicorn rushes into the room. “Are you okay?! What happened to you?!”

“I don’t know!” She cried while sitting down on the ground still traumatized.

The mother was quick to stroke her messy mane while moving to get the bath tub filled with warm water and soap. “Shh, shh. It’s okay, you can talk it over while I get you cleaned up.” She wasted no time in placing her inside the tub before fetching a sponge and towels in order to scrub the paint and glitter off of her by tossing the donkey stuffed animal to the side.

Shining Armor took notice of the donkey and looked it very closely with curiosity of where it came from before frowning at it since it is such an insult to ponies.

“Feeling better now?”

“Mmm-hmm.” Poor Twilight still couldn’t stop crying.

“Don’t worry, once we’re done you’ll be looking as clean and shiny as your brother.” She assured while gesturing to the stallion’s white coat who likewise blushed and looked aside in response.

“Mom.” He whined before pressing forward with the main issue. “So what exactly happened that led you to be pranked like this Twilight?”

“Well…” She hesitated with tears still threatening to come out of her now red eyes. “…it all started just after class…” She thought back to that moment when the school bell rang and class with was dismissed.

She was as cheerful as always with another 100% on her test mark on her graded paper.

“We did!” She exclaimed to her friend who likewise shared the same mark on his paper too.

“We sure did!” The strawberry-colored unicorn stated in agreement with a big friendly smile. “And I owe it to do you for helping me every step of the way.”

“Oh, stop it.” She giggled. “After all you did learn from the best.”

“I sure did.” He chuckled. “And before I forget I have a special surprise for you at your party.”

“Really?”

He nodded before replying. “Yep, meet you there! I just have to get everything ready for you.”

“What kind of surprise?” She eagerly asked wondering what he has in store for her.

He slyly smiled before turning away. “Let’s just say it’s something you’ll never forget.”

“Ooh.” Twilight said before heading out while making sure she is ready for whatever gift he has for her to show his gratitude for helping him study and prepare for this test.

What she didn’t know behind her back was the pony’s friendly smile warping into a more devious smile with the intent of humiliating in a way she never would have seen it coming.

Just inside of the classrooms where she was expecting a party to celebrate their academic success with cake, balloons, and book-filled gifts like she was told. And it was, when all of the students from class have been gathered all cheering for her. It was there Fanso, had arrived to give his congratulations speech on her behalf.

“Here she is everyone, Princess Celestia’s star student herself…” He presented to everyone with the spotlight shined on her leaving the humble filly waving in response to praise she was getting near and far. “Now I gotta admit, originally I thought you were a know-it-all striving for perfection…” Twilight rolled her eyes in response feeling he is jokingly jabbing her in a teasing manner. “…but boy was I wrong. Let’s hear it for Twilight…”

Suddenly without warning, the purple unicorn is splattered with pink paint courtesy of a purple pony with a darker purple mane and tail sneaking up behind her.

“What?” Twilight was not understanding what was happening even when the magenta colored pony was still smiling with sadistic delight.

“…The most adorable and gullible filly in school.” Fanso finished just when two more ponies, one with a green coat and a yellow mane with green streaks and the other had a blue coat with a dark red mane and tail, both dumped confetti and flowers onto her leading to half of the audience laughing in response to what they are seeing.

“Release the stuffed animals!” Fanso ordered of the brown coated pony to pull on the rope, connected to a net full of stuffed animals before pulling out a camera to take a picture of her.

Twilight was left stunned and in shock at the many ponies laughed at her for taking the bait. She clearly did not see it coming and had no way of knowing that he was setting her up for a trap.

“Fanco? Why?!” She cried of him unable to comprehend why he is doing this to her and what she did to deserve this.

“Oh Twilight, do lighten up.” Fanco callously dismissed her while tossing a slice of cake right in her face. “It’s just a prank, you should learn to laugh at yourself every now and then.”

“But how is this funny?!” She cried with tears falling from her eyes. “Why are you doing this to me?!”

“Because…” He simply snaps a photo of her and slaps her right in the face with it a few times. “…I don’t need your friendship anymore to get what I want. Now that I also have aced this test I am now the best magical prodigy that Princess Celestia will now be looking up towards.”

Twilight could not believe what he is saying right to her face. Everything they went through in the last six months was a lie?

“So all of this was a lie?”

“Well…yeah…” He said with no remorse. “…guess I should have told you that before huh?” He scornfully mocked and laughed in her face once more. “Guess you got a long ways to go before someday becoming the Princess of Friendship since you have no friends here.”

Feeling humiliated and losing control of her emotions her horn lit up with a pink glow before blasting the pony who humiliated and deceived her right into the table of party refreshments where he landed face first inside the cake that spelled “Congratulations, Twilight. Top student in class.” She then furiously glared at the ponies who participated at the prank along with those who laughed at her who likewise all recoiled in fear before ensnaring the prank participates with her magic. She encircled them with her magic before tossing them aside into the tables where all of the remaining goodies and presents were placed.

Unable to look at any pony right now she stormed out of the room feeling severely hurt with her faith in friendship shattered like glass from a window.

“Hevi Kabisa.” Kion uttered after taking this all in. “I can’t believe they did that to her.”

“The confetti and paint job covered with stuffed animals.” Rainbow chimed in being no stranger to pranks, even the cruel ones with appalled shock that this particular pony actually did that to her. “Here I’ve done my fair share of pranks, but never went as far as relentlessly traumatizing and tormenting anypony.”

“That’s right.” Shining nodded.

“Oh, my.” Fluttershy gasped feeling the same stings of pain from what she endured. “That’s awful!”

“It was.” Cadance sighed heavily while recalling when Shining Armor told her of what the class did to the poor filly before moving to see her up in her room. The poor filly was crying her heart out after what happened. Thankfully, she was joined by her favorite foalsitter who sat up by her bed to offer her wing to cry into to which she quickly accepted by burying her face into her left fore arm.“That after just when she helped pass a test that allowed him to move on to 1st grade. What was supposed to be one of the greatest days of her life was instead a horrible day when they were so cruel to her.”

“Ugh.” Fuli narrowed her eyebrows in disgust with what she is hearing. “That is crossing a line.”

“No kidding.” Applejack agreed. “The nerve of that no good double-crosser varmint hurting poor Twilight the way he did.”

“Believe me when I tell you that it was something that no pony should ever have to experience.” Shining shared while recalling the aftermath of that incident. “The following day after what happened to Twilight, Princess Celestia would get word of what Fanco did to her. Back then, he expected to be recognized for his magical talents and to be her new protégé. But of course, she refused to associate with him for what he did to her and instead punished her for his actions deeming by deceiving and playing with her emotions, a disgrace to her school and friendship. As punishment, he was expelled from her school and those who participated in his prank were given detention for the next month.”

“Serves them right!” Rainbow furiously exclaimed. “Did you ever come across him and punch him out because I would have loved to see it?!”

“Yes and no.” He replied while remembering that day. “I did confront him and tell him off for hurting her but that’s all I did before leaving.”

Rainbow was disappointed and groaned. “Why?!”

“Even if he deserved it, I was a cadet in training at the time. Officers and higher ups whether they like it or not and held to a higher standard and that was I had to do because if I attacked him then I would have been dishonorably discharged from the Royal Guard.” Before Rainbow could get another protesting word in. “And if I were you, I’d take it heart should you want to keep your dream of becoming a Wonderbolt because once that black mark is placed on your permanent record there’s no removing it.” Rainbow had nothing else to say with that said.

“So that’s why she took what happened at the wedding rehearsal so personally…” Beshte said in realization. “…because it recreated that bad memory all over again.”

“I’m afraid so.“ Shining said upon thinking back to that fateful day she got her scar. “And by doing what I did back then I ended up reopening that wound for her because after what happened I promised I would always be there for her and listen to her to when she needs it but back then I did not uphold that promise.”

“And judging from the looks of it, I’m not sure when she might be back for you to hear you say that...” Bunga shared while looking on towards the nighttime sky. “…because it looks like she’s not coming back anytime soon.”

“Then we’ll have to find her.” Kion declared.

“But Kion…” Fuli pointed out. “…we have no idea where she’s gone.”

“Well wherever she went…” Ono said while flying back over. “…it’s not here in Equestria.”

“Huh?!”

“What?!”

They both exclaimed upon hearing this.

“I just scanned the entire kingdom.” He explained to further confirm it. “Twilight’s no longer anywhere here.”

“Great.” The white unicorn cringed with guilt. “Now she’s long gone just when after we got her back.”

“It’s not entirely your fault.” His wife lovingly assured with a hoof on the back of his shoulder. “Don’t forget that Scar has been convincing her to turn against us ever since the day we met him.”

“I know but what are the odds that she still would have done it had she not had her mind messed with?” He asked with his voice filled with doubt feeling that any reasonably forgiving pony would instantly forgive the other for what happened back then.

“Well…” Bunga started to answer before coming out with a good argument. “…considering how deep she was hurt when you walked out on her…” He hesitated to continue before admitting while scratching the back of his head. “…not likely.”

“Nice response. And smooth.” Fuli sarcastically remarked to which the honey badger had no response back for her.

“Shining Armor…” Kion approached the alicorn’s brother with a determined tone. “We can fix this.”

“How?!” He asked. “She just flew away and out of Equestria just a few hours ago and we have no idea where she’s gone!”

“Then we’ll just have to go out there and find her!”

“No!” Luna’s voice assertively stated against the idea while appearing and landing in the center of the group circle. “It’s too dangerous for you all to go after her!”

“But why?!” Rainbow asked expecting a good reason.

“Yeah, what she said!” Bunga stated while pointing towards the cyan colored Pegasus.

“Because Bunga and Rainbow Dash, even though it’s important to find Twilight, we also we need to hold on to Equestria since Scar will be coming for it.” Luna explained. “Even though he has conquered the Pride Lands, he won’t stop until he’s ensured that he is cemented his very reign he holds on the kingdom and if we were to leave now then we’ll leave Equestria defenseless for him to takeover.”

“But how will we find Twilight?” Fluttershy asked hopeful that there’s still a way to get her back.

“I will take care of that.” She vowed. “And truthfully, I think it is for the best that she is the first pony she sees since I know exactly what it’s like to be walking along with regret.”

“Like when you were Nightmare Moon?” Kion figured.

“Yes.” She nodded before turning to the direction where Twilight was last seen flying away in the distance towards the moon. “Thanks to her I’ve been able to rekindle the love and admiration of every pony here in Equestria. Now I can do the same for her in return.”

“Can I come too?” Kyoga asked the dark blue alicorn. “Because I too know what it’s like to be all alone with no friends to help her feel better, well…” She quickly added. “…minus turning evil and helping the lion who caused my pain and suffering only to be backstabbed.”

“Hmmm….” She pondered for a second before deciding. “…I suppose I can let one friend accompany me since you and Twilight share some similarities together.”

The night princess stretched out her back and spread out her wings to allow the lioness to climb aboard. “I promise you all, I will bring her back so you may all rekindle your friendship with the fallen alicorn who is nearly fallen in my evil counterpart’s hoofsteps along with the evil lion that has betrayed her trust!” She vowed before flying off ahead while the others wave after them to wish them luck.

“Goodbye!”

“See ya!”

“Come back soon!”

“Hope you find her!”

“Take care now you here!”

Fluttershy, Bunga, Beshte, Fuli, Applejack all called after them.

“DON’T FORGET TO WRITE!” Pinkie shouted off the top of her lungs so hard her thundering voice boomed a worldwide shake that shook both universes together. A shake that once again woke Scar from his evening slumber again.

“Ugh!” Scar growled before marching out of Pride Rock before raising an open paw so he can send a electrical burst of magic right after her from the portal standing before the kingdom’s landmark.

“YEOW!” She screamed before hightailing it away from the group.

“I swear! If I wanted screaming so bad I should have went back in time to deal with my father.” He grumbled before walking back inside so he can resume resting inside the cave. “That is of course when I’m not a good mood to deal with him.”

“Be safe.” Both Shining and Kion both quietly wished of both Luna and Kyoga very hopeful they can find and make things right with the alicorn in need of a more stable mental balance.

But true to their concerns, said alicorn is in need of the right encouragement since she is currently hard at work in her training with Tempest Shadow. She’s doing it in mentally preparing herself to fight back against the very lion who betrayed her with a much deeper and personal vengeance than with the pony who backstabbed her all those years ago. During which does Tempest gets done finishing telling Twilight of her backstory of how she got her scar and why she has joined an opposing army.

“So you actually confronted an Ursa Major when you were young?” The alicorn asked while she running, punching and kicking down every guard that comes their way, alongside the unicorn in a training exercise that involves taking the down the approaching guards approaching them with a light blue satyr symbol encarved on the pedestal on the other side of the beach. All of the furry creatures wear all wearing black magic proof armor so using magic would do either one of them any good of they tried.

“I did.” She stated while knocking four guards with all four hooves at the exact same time. “Broke my horn and left me with the scar you’re looking at right now. All because I trusted the wrong ponies in life.”

“Wow. Sorry to hear that.” Twilight said to her while performing the same feat her trainer just performed. Even though she personally felt there was a little more to it than she was told feeling that Tempest’s friends back then weren’t as self-serving as she portrayed them. But even still since she is providing her the training she needs in order to take down Scar and she was not about to risk tossing it all away by getting in too deep about her past.

“Sad as it is, it’s bound to happen when it takes something like that to open up my eyes to see the truth.” She replied just when they cleared the last guards standing their way in perfect sync with the two closing out their performance with a front and back flip up to the pedestal facing each other in with the exact same posture and position as each other. “Looks like I’m not only the only one.” The two stand face to face with each other still in perfect sync. “Face it princess, friendship has failed you too.” She then runs off back to the other side of the beach. “Let’s do it again!”

Before following after her, Twilight’s serious expression soften when she thought of something she said.

While in regards to both her former childhood friend along with the evil lion that manipulated her, it is correct, deep down, Twilight truthfully feels that wasn’t the case as evidenced by the secret forlorn expression she had when Tempest’s back was turned she feels that wasn’t the case in regards to her Lion and Pony Guard friends as well as her family including the lion king, queen, along with the alicorn princesses.

It was the painful moment she realized of how awful she truly was in the way she treated them from every insult she threw at them, to every threat she made, along with going against every element she originally stood for. While she did have sympathetic reasons given her past, she ended up taking things too far when she descended down the dark path both Tempest and Scar took.

Upon briefly looking at herself at the nearby wave of water from the beach, she didn’t see her own reflection or Tempest’s. Instead, she saw Scar’s reflection (his lion form) in place of her own. In reality, when she saw the vision in her reflection, she came to see him as a lion with many similarities yet had a terrible feeling in her gut when she strayed away from it to take a look at herself in the water with an equally terrible look from all of the bruises all over her body along with her disheveled black mane and the identical scar on her left eye.

The most painful part about it she thought in her head is how they truthfully look and acted alike together when put together. Not only did she end up going through something similar to what Scar experienced back then, but she is also treating and hurting the ones who truly opened up her heart to friendship by turning her back on them with her previously mad vendetta against them.

“Friendship didn’t fail me, I failed friendship.” She quietly said to herself upon gazing at both hers and Scar's faces in the water.

“Twilight!” Tempest’s voice called out to her from a good hundred yards away upon noticing she is really lagging behind.

“Coming!” She shouted immediately while readopting her serious and stoic expression before splashing Scar’s reflection away and running off after her to catch up with her so she can resume focusing on seeking revenge on her new target along with reclaiming the Pride Lands to the one true king and from the looks of it, she won’t stop until she brings Scar down and makes him pay for everything he’s done to her and everyone around them.

Author's Note

Hello and Happy Easter faithful followers...

Before I start, I would like to say much like "The Mystic Wonders of Diamond Valley." these three episodes weren't initially planned but ultimately became a necessity with what I have managed to put together here and another reason why I had to hold off publishing more episodes of this season to this month. It was truthfully a lot of creative thinking and words to go through in order to put this together but I'm sure after reading this, many of you will find the wait very worthwhile.

Anyways moving ahead is Part One of this special featuring the titular character's life while everything seemed peaceful and tranquil in Ponyville. Without saying much, you'll find that everyone's favorite mare has not been mentally faring well since the mid-season finale after finally realizing of what she has done ever since receiving her scar.

After deciding to run and fly away to never return, she finds herself in uncharted territory that will yet to be explored yet familiar if you've watched the movie, with no money for food, water, and supplies to fend for herself and all on her own.

That is until she meets a mare who convinced her to accept her offer in wanting to toughen her up with the means to survive these parts of town. An offer that leads to the two bonding over common ground and similarities and that's not just talking about scar's. And as the two bonded and trained together it leads to Twilight really looking at herself at a literal mirror with every passing second they spend together.

Also while all this was going on, we also get see of how and why the whole wedding fiasco ended up becoming a more triggering factor in her Face-Heel Turn and yes of course right down to the name, design, and color, this character is the catalyst for how it all happened for those who get the reference.

Deep friendship, trust, and honesty are all blessings at their core, but it can also be a curse when guys like this pony use this to their advantage to set their unsuspecting victims up for a cruel and humiliating prank that caused psychological damage to the poor girl. And even years later when near-familiar events happen in the future can show of how deep mental wounds can run.

Now it is up to two figures who can relate to her on the same emotional page to set out beyond the borders of Equestria to find her...but can they convince her to return...

Episode 20: Twilight Alone Part Two

Episode 20:

Twilight Alone Part Two

Throughout the rest of the night while the Lion and Pony Guard continued carrying out the task of making the proper arrangements for the Pride Lander’s for their current residence in Ponyville, Luna and Kyoga continued their search for the self-exiled alicorn beyond the borders of Equestria.

Because it was currently nighttime, they had no problem flying through the warm desert without feeling fatigued or showing signs or dehydrated weariness. By the time they made it to Klugetown, the two wasted no time in flying overhead in search for Twilight.

Alas after a little floating around while avoiding even small talk with the untrustworthy townsfolk they come to have reached their limit for the time-being due to now being already tired from their long journey so they had to settle on seeking shelter at the nearby docks. With floating in the ocean water out of the question since it’s basically asking for any random enemy to ambush them on the spot, they had to seek refuge on one of the old ships at the dock.

“Are you sure that we should even be sneaking into here?” The lioness asked the alicorn with exhausted eye bags.

Luna insisted as she pressed forward towards the docked ship with equally tired eye bags. “It’s either that or risk getting captured trying to sleep in the middle of the ocean or risking suffering dehydration by flying too close to the sun.”

“But I still don’t know if this is such a good idea.” Kyoga replied while understanding her reasons. “This clearly belongs to somebody and I doubt they’ll look kindly upon two stowaways sneaking around for a nap in their own ship.”

“Yes I know.” She acknowledged in return while still proceeding to approach the ship in question. “But with all things considered around us, we have very little choice in the matter.” She leads them inside the ship before leading her to the very bottom cellar floor their ride has to offer. “If we do it right and lay low here until night we can sneak out without any of them noticing.”

“All right. Better than nothing.” She relented before following her lead to sneak to the basement of the ship before moving to get comfortable sleeping so they can recharge their mental batteries in order to resume their search.

Of course little do they realize is that the ship belongs to pirates with a similar light blue satyr symbol on their uniforms who are all currently boarding their ships after having lunch and if they were caught at the wrong time, they would both be in a lot of trouble knowing how their boss reacts towards those not part of the army.

While this was going on, both Tempest and Twilight have just arrived back in town both feeling well-rested and ready for more training. But not without of course heading into town to get some brunch since they just woke up after a late night sleep with their blood pumping with vengeance.

The two were working well together when performing the combat exercises with the alicorn herself feeling more capable of handling her own without magic. If these two worked together like they did yesterday, they’d be able to conquer a kingdom with no effort. But because her boss won’t give the order to advance on Equestria right now, it’ll be a solo effort by Twilight herself since she has the power to be able to go off by herself to take down Scar to put an end to his reign should she really want to go after him right now.

One problem with that is that Twilight herself will need an army of her own since Scar has an army backing him up and it truthfully would be unwise to engage against him alone, leaving the alicorn herself to wonder who is she is going to turn to so she can have the forces to back her up. There is of course the ponies of Equestria along with the Lion and Pony Guard, but she is quick to reject the idea of going back and facing them.

“What are the odds of them being willing to forgive me after everything I’ve done?” She thought to herself. “What have I done just recently to deserve it?”

Her thoughts were interrupted when Tempest called out to her to get her attention once more. “Twilight!”

“Yes?”

“Come on…” She gestured to the ship in front of them. “…we need to obtain something from here as well as check up on some of the Storm King’s new recruits.”

“And by obtaining something, you mean obtaining something from whoever is on this ship?”

“Yes Twilight. From this very ship because they have something I want from them?”

Just as the taller mare proceeded to move to board the ship, Twilight eyed her seeing what she is planning on doing. “Kind of a little excessive just to get a few essentials, don’t you think?”

“Nope.” She shook her head while still boarding the ship. “Not if it’s considered payment for their services.”

“Okay.” She just said deciding it’s not worth to question her decisions before tailing her on board. After all, she isn’t in Equestria and it’s not her brigade to delegate.

The two mares after getting on the ship both drew the attention of the ship’s captain.

Said captain is a tall white-feathered parrot with green feathers on the back of her head and tail and she is currently wearing a dark gray jumpsuit with the light blue satyr symbol on the chest that matches the armor the guards were wearing. The official uniform of the Storm King’s army for her crew who are all wearing the same suits along with her.

“Tempest Shadow.” The captain greeted with a tall and firm standing position. “What do I owe the pleasure of you boarding my ship today?”

“I believe you know why?” Tempest gestured with her open left front hoof. “Your weekly dues?”

“Of course.” She replied expecting that from her as always before proceeding to hand her a bag of gold coins they’ve managed to obtain through their pirating while hauling army equipment. “Anything else while you’re at it?” She asked rather annoyed with her finding having to work for her psychotic boss bad enough.

“Nope. That’s it.” She shook her head before having her horn spark erratically while speaking in a now ominous tone. “Is there a problem with that?”

“Nope.” She immediately replied with slight fear in her tone. “Just wondering, that’s all!”

“Good.” She said with her horn now fizzling down before turning away to leave. “Just make sure to be more careful with the way you talk going forward. You know how dangerous it is to be talking if you can’t back it up. Others tend to walk their mouths in trouble that way.”

“Absolutely guaranteed!” She saluted out of respect for her superior as she moved to depart the ship while passing by Twilight silently watching the scene from behind.

All she could do before leaving with the unicorn she’s meeting up with is to give her an apologetic look for her predicament and to assure she had nothing to with whatever happened between them who likewise nodded back to acknowledge she knows.

“If only I could help them.” She secretly wished to herself. But if she did she’d risk getting the whole crew killed.

From observing Tempest, she finds that they both share more and more similarities than Tempest would think they’d have.

When she observed of how Tempest interrogated the captain who clearly along with her crew detest this enforced lifestyle, she ended up reflecting back to the time she berated Kion for his impulsive decision to confront Makku at the Savanah Summit along with the times she called out the rest of the Guard for questioning her decisions just after getting scarred.

To her thinking back on those moments when she was upset and let her anger consume her back then due to the dark magic influencing her mind, she came to further realize of how hurt he was when she lashed out at him much like the heavy verbal beat down she received from her brother and how unsettled and fearful the rest of the Guard were when she showed this new side of her.

Now that her scar is no longer bugging her, all she can do is lower her ears in regret with the way she’s acted back then. Even though she was right to call him out on not trusting her, admittedly she didn’t help her own case being quick to confront him or take the time to properly explain to him why he had nothing to worry about keeping solo watch over the new crocodile leader. And it was because she didn’t trust her friends well enough to make it clear enough for them.

When getting back onto the docks, Tempest turned around and noticed the sullen look on the alicorn’s face. “Everything good?”

“Yes.” She quickly replied in a moment of recomposing herself. “Everything’s good. Just got a little distracted.”

“About what?” She inquired with a listening facial expression along with a matching eye and brow.

Twilight sighed knowing this mare is expecting the truth out of her. Unable to lie given that she already caught on to the fact that she was reflecting on her regrettable behavior, she came forward. “With a past memory of one of my former friends.”

“Oh…” She replied sounding interested in hearing more about him. “Who is he and what is he like?”

“His name is Kion and he is the Fiercest and the Leader of the team known for protecting his homeland and maintaining balance and harmony there. The Lion Guard.” She honestly answered with confidence.

“And let me guess…after coming to rescue the day alongside him you became the leader of the Pony Guard and formed a close bond with them along with your former pony friends?” Tempest correctly deduced.

“Yes.” She said without denying it. “And since you’re a very smart pony…” Tempest proudly smiled in response to that compliment. “…then you can tell that I have or at least had a close bond with him.”

“Evidently yes, since you still speak so highly of him.”

“Anyways…” She said. “…what was on my mind was a time where animals from the Pride Lands specifically their leaders get together for a meeting where they discuss negotiations and build trust amongst one another. When this happened, we had one particular leader who was I asked to keep an eye on, their crocodile leader, Makku.”

“Sounds like a pretty sharp task to me.”

Twilight smirked at her quip before continuing. “It is, and the reason for that being is because he’s made himself a pretty good guy to receive scorn and distrust from the others due to his previous actions when first becoming leader. First day after taking over he had his float take over the flood plains. Sometime later, he tried it again twice more even resorting to taking down both Kion’s mother and Beshte’s father, a.k.a. one of his friends names, while doing so.”

“Did he have some special reason for being this bold and brave for doing so?”

“The first time was because Kion wasn’t willing to fight him and the other time was because the hippo’s father was injured.”

“Figures.” She shook her head in response to the croc’s cowardly approach.

“Moving on to the Savannah Summit and by then he finally had a change of heart and wanted to prove that he is a new leader ready to change his ways and move to be more responsible going forward which goes as one would expect and I was tasked to watch over to make sure he was being sincere with his wishes.”

“Was he?”

“He was and of course given with how personal and deep his previous crimes went it did not go unnoticed by Kion himself who felt that he was going to secretly sabotage the summit someway somehow. Granted, he had every reason to suspect him only that he truly had no intent on doing so, meaning that he was truly innocent.” She further explained while heavily sighing on going through with telling the hard part. “But he didn’t know that and he ended up getting chewed out for it when he charged in and blatantly accused him without proof. And truthfully I blame myself for that since I joined in on that.”

“Why is that if he had it coming?”

“Because I didn’t try to calmly explain to him that he had nothing to worry about mainly because I let my anger get the best of me…” She answered while rubbing her sore left eye. “…along with not properly treating my mental wounds at the time.” She pulled out a tub of crystal cream from her mane and placed it over where her scar and rubbed it all around the affected area before placing it back inside her hair. “He didn’t fully trust me and I didn’t trust him either.”

“Why should you?” She asked unsympathetic to what he endured back then. “After all it’s like you said friendship failed you and when the roles were reversed they all left you high and dry like you deserved it.”

Twilight still didn’t ease off on the guilt she is now having for her ill-mannered moments when her scar was bugging her at the time. “Maybe so…but I ended up making the same mistake my brother when the roles were reversed and I didn’t act any better them him back then.”

Tempest sighed herself trying to be sympathetic to the pony she sees as her equal. “…listen I know it’s tough thinking back on what could have been but there are just some things in life you can’t plan for. For what it’s worth, it was bound to happen sooner or later, because what happened at your brother’s wedding shows that even if they did have regrets for what they did, they still would have done it had you done something similar whether it’s here on this very beach after attempting to make off with the queen’s pearl and diamonds, or whether it’s another misunderstanding, or even if this lion friend of yours ended up losing control of his anger and roared right at you.” Tempest shifted her eyes aside briefly trying not to dwell on her past any longer than she wants to. “It just wasn’t meant to be, and you shouldn’t try giving something that won’t work out in the end.” She then moves back towards where the army is setting up camp but not without getting what they need from town. “We’d better get going.”

Twilight just lowered her head in shame feeling she has already done irreparable damage to her friendship with the Lion and Pony Guard along with her family and is left wondering if Tempest is right. Given of what her pony friends have done in the past that led up to this.

What if their friendship truly wasn’t meant to be after one more major screw-up?

What if any of the above scenarios actually happen later on in life?

Only time will tell if it really does happen but it did little in helping the alicorn herself feel better about rekindling her friendship with everyone back home.

She knows what she did was wrong due to her crimes nearly piling up on Scar’s level of villainy and she is finding herself walking down the same path he took when it all happened for him and she knows that she crossed a line to the point of no return. Even when she has the drive to want to defeat Scar and get back at him for his treachery, she doesn’t have the drive to return home and face everyone she’s hurt while following in the lion’s paw prints.

Right now she was all alone with her thoughts and actions on what to do once she is ready to take back Equestria but with no plans on staying once it has happened.

Unbeknownst to her, both Kyoga and Luna have managed to have heard the entire conversation from the bottom of the ship while half-asleep with the lingering thought now is how they’re going to convince to come back home with them and get her to show them that she is truly sorry for everything she’s done along with restoring her faith in friendship.

But for now, all they have to do is worry about getting sleep so they can be mentally prepared to talk to her later tonight and that’s what they both did when they both closed their eyes and tuned out the ocean music from above.

If only stowing away on a ship is more peaceful than it looks…

…at least until the two were suddenly awaken by a group of yells and shouts and the next thing they know is that their alarmed faces were seeing sharp brandished swords right in front of them aimed at their throats.

“Huh?!”

“What?!”

The crew had them surrounded and there was nowhere for them to go.

“All right you two stowaways! State your names and business!” The captain demanded of their intruders.

“And who dares shall try to striken us with these sharp things you call weapons?!” Luna likewise demanded back.

Some of the crew members chuckled and giggled in response to her old pony-ism.

“Listen to this pony!”

“I know right it sounds like she went back a thousand years or something!”

The muscular birds both laughed in response before shutting up due to the fierce glare the alicorn was giving them.

“Find something funny with the way I speak?!”

The bird with his eyes spinning around aimlessly laughed up a storm. He briefly stopped to take a glance at the lioness standing in front of him before resuming his laughter.

“What’s the matter you disabled lioness?” The chef parrot foolishly remarked. “Walking around with little support?”

Kyoga’s eyes glowed white with fury over that insult as she growled and menacingly glared at the crew. “Who are you calling disabled?!” She yelled. “Kooky Eyes! Captain Hook! One-eyed John! Granma Stuffun! And what about your name huh?” She then eyed the captain while gesturing to the muscular bird with the eyepatch. “You hijack control over this ship here from your matey here, bucko!” The crew was rendered speechless and horrified by this frightening display of anger. “Figures!”

“None of the less…!“ The captain bravely declared with her sword still pointed in her and Luna’s direction after quickly regaining her composure and never one to back down with her fear showing. “…We still have to take you both down and turn you both over to Tempest who likewise turn you both to the Storm King since you two both have powerful magic he is after!”

“Not if we both have something to say about it because…” Luna defiantly roared back with her eyes now glowing white alongside Kyoga now speaking in her Royal Canterlot Voice. “…all of you have made the foolish mistake in engaging against the very powerful might of dangerous forces not meant to be reckon with as far as thou lives are concerned!”

“Bring it!” The most muscular bird challenged while he and the rest of the crew rose their swords once more ready for that fight.

With fierce yells of battle cry they all charged at each other at the exact same time with swords, claws, and magic all ready for both sides to duke it in the battle for freedom and capture on the line.

Said commotion was loud enough to attract the attention of both Twilight and Tempest along with the nearby Storm Guards who were all alerted to the sound of magical blasts, sword clashing, and roaring from the distance. It was only a hundred miles away from where they were standing and they could still hear it from here and feel the ground rumbling.

Clearly this was something that both the unicorn and alicorn had to rush over to find out what exactly is going on.

And the fight that had erupted at the ship in the middle of the ocean was one evenly matched brawl that broke out when both parties made their way to the upper deck.

Kyoga was trading her claws against both the strongest members of the crew both Boyle and Mullet who likewise used their hook and sword to keep even footing with her.

At the same time Luna used her magic to engage against Captain Celaeno in a swordfight with an actual sword she managed to obtain from easily defeating the cook and the wall-eyed parrots on her way up the steps by tossing them backwards against the wall to take them both out of the fight.

With the sword in the blue aura of her magic, the princess of night wasted no time going on the offense while swinging her sword at the ship captain where the two were equally matched in terms of skill. Neither one allowed the other to land one of their blades on them at any point during their duel to the point their duel lasted for quite some-time.

At the same time Kyoga was forced to back off when both Mullet and Boyle managed to briefly restrain with the latter grabbing her and the former backhanding her right in the face with his left hand. The impact of the hit sent her tumbling across the deck and briefly knocked the wind out of her. Fortunately, she was able to recover in time so she can flip over Mullet and kick away Boyle in a surprise attack by pretending she was completely knocked for a few more seconds to catch them off-guard.

The pirate captain moved to try force Luna on the defense by getting her to back up towards the plank behind her. The princess seeing what she is trying to do kept full focus on ensuring that her opponent doesn’t lay her sword right on her face, chest, or magical mane.

Little did Celaeno realize as she was forcing Luna back was that she was really finding herself going overboard instead. It wasn’t until she stepped off the plank and saw that Luna wasn’t plummeting to the water did she realize that her tactic backfired on her.

“YAAARRRGGHHH!” She screamed upon dropping into the water at the same time Kyoga slammed both her opponents down into the ground leaving them both moaning and groaning in defeat.

Just when both the alicorn and lioness regrouped to sigh in relief, it was short-lived when Tempest Shadow along with the Storm Guards arrived on the scene.

“What’s going on here?!” The second-in-command of the army demanded just when the guards immediately boarded the ship and surrounded.

It was there Twilight flew on board to see who was being attacked on the ship and who they were fighting. “And why did this fight…” She suddenly sees these two familiar faces she’d never expected to see. “…happen.”

“Twilight?”

“Luna? Kyoga?”

There was some awkward silence between everyone with this exchange uttered.

“Well…” Tempest said with a small smile eager to see more of this putting two and two together that the two ship intruders know the alicorn facing them just speechless upon crossing paths like this. “…this should be interesting.”

After the moment of tense awkwardness passed over Twilight finally regained her composure to ask the question she was originally going to ask. “What happened here that to whatever fight that occurred here.” She looked around to see the crew all getting up on their feet while recovering from the beat down they took. “And from the looks of it, these guys sure took a beating.”

“Because we attacked them.” The captain answered while boarding the ship and shaking herself dry from sea water. “For catching them stowing away and sleeping in our bottom cellar.”

“Is this true?” Tempest asked of them.

“Only because we really needed to catch up on sleep and it was the only place we could do it without overheating or risk being attacked out in the open.” Kyoga explained defensively.

“And you both didn’t think to ask for permission?” Tempest inquired in a chastising manner. “It’s not polite to trespass on someone’s property.”

“Would you have said yes if we asked?” Kyoga replied while eyeing the crew feeling they truthfully would have said no if they did.

“Maybe not…” Celaeno replied still feeling beat up on giving a direct answer due to the presence of the pony in charge glaring down at them eyeing every word and eye motion that goes on around her. “…yes.”

Both Luna and Kyoga both anxiously keep their guard while wondering what’s going to happen to them and if Tempest is going to show any mercy towards them.

“Then I think we all the appropriate punishment for this…” Tempest spoke while pacing around the two magical powerhouses. “…by order of the Storm King, you are both under arrest.”

Luna calmly sighed in response as the guards close in on them with handcuffs before shouting loudly in her Royal Canterlot Voice. “EVERYPONY AND CREATURE FREEZE!”

When she screamed those words everyone around them froze into place with a bright flash of hot blue and white blinding light that shined the whole dock area. After it had cleared up and the spell had worn off, both Luna and Kyoga have vanished along with one more pony…

Tempest upon seeing what had transpired just groaned in irritation feeling she should have seen that coming.

Just when the two reappear on the other side of the Mount Aris beach, the alicorn princess blew the smoke off of her horn just having completed that long-range teleportation.

“Phew! My apologies dearest Kyoga.” Luna apologized. “It’s not every day you’re forced to teleport away when completely surrounded by enemies you know very little of.”

“Nor is getting attacked by pirates for catching us sleeping in their quarters and cornered by a similar looking unicorn.” Kyoga added in an understanding tone. “I mean did you see her broken horn along with the scar on her face?”

“Yes I did.” Luna said. “Along with seeing our dear friend Twilight there.”

“I know. What was she doing there and on that unicorn’s side?” Kyoga wondered.

“Do you want to know why?” Twilight said to them appearing right behind them having listened to their entire conversation after escaping.

“Twilight?” Kyoga said rather startled by this discovery.

“Yes and hi.” She greeted without any hostility. “And I have to admit I too wasn’t expecting to actually crossing paths with you two all the way out here.”

“The same could be said for us, Twilight.” Luna shared the same sentiment likewise. “But the question is, why were you with that unicorn attempting to capture us back there?”

“Long story short, I was out in this nearby town in the middle of the desert, where I was trying to get figure out what to do with my life.” She explained while turning her head briefly towards the docks on the other side of the ocean. “After beating down a thug for quick money for supplies I came across that unicorn where she offered me a chance to train me so I took it and that’s what I have been doing since.”

“But why?” Luna asked still puzzled of her sudden acceptance to this lifestyle Tempest is guiding her with.

“Initially I was hesitant to accept it at first at least until she tempted me to do so. The reason being is because of something I truly want. To get back at someone for what he has done to me. To all of us.”

“Scar?”

“Yes.”

“Twilight…” Luna calmly said before speaking her opinion on the matter. “While we greatly appreciate that you’re taking steps to mentally prepare yourself against him, we are not certain that this is the best way to cope with all of this.”

“It’s not like having Tempest bring in the whole army back to Equestria…” Twilight tried to say.

“I mean your approach.” Luna interrupted. “…because this is clearly not good for your mental well-being…”

“Luna, of course it is. I know what I’m doing.” She asserted back. “After I train with her then I’ll come back so can defeat Scar and his followers once and for all.”

“And then what…” She sternly questioned the young mare. “…you’ll continue wreaking havoc on everyone else in your wake?!”

“No!” She snapped back feeling offended by that accusatory question. “Just Scar himself then I’ll go and start a new life. One that doesn’t involve anywhere in Equestria…” She then said while looking away with her previous anger fading into sadness. “…because I truly think they’re all better off without a friend like me in their lives.”

At the same time Luna’s hardened expression soften up into a sullen and regret filled look clearly showing that she truly didn’t mean to break her down like that. “Twilight…I’m sorry. Please forgive me for that remark.”

But the apologetic words still further hit Twilight where it hurt, her heart since it was those very words Kion used to get her to finally come to her senses. The very moment where she realized what she was truly doing ever since siding with Scar where she thought back to all of those terrified faces looking on in her direction as Midnight Sparkle along with the terrible memory of nearly doing what Scar did to his older brother Mufusa.

“It’s okay.” She slightly choked and sniffled with her composure now cracked again. “I deserved it because I acted like the guy nopony wants to see.”

“But you came to realize your wrong-doings.” Kyoga pointed out in an effort to try to help her feel better. “You didn’t go through with Scar did to Mufusa. You saved your brother.”

“No thanks to me.” She bitterly replied in a moment of self-loathing. “All because I gave into my anger and agreed to help Scar takeover the Pride Lands.”

“But you weren’t thinking straight at the time.” She countered. “Your scar was just really bothering your mind into making that decision.”

“But I still had control over my actions.” She countered back still not feeling better in the slightest. “I had the power to stop myself from doing all these bad things behind everyone’s back including the decision not to betray everyone who came to befriend me.”

“But…”

“No, Kyoga.” Twilight refused to hear any more of it. “I had no excuse for what did back there, everyone there has every right not to want have anything to do with me for what I did. And since I acted just as bad as Scar, they’ll never want to forgive me ever.” She once again sighed with a heavy heart with a mindset of returning back to Tempest Shadow. “Meet me back here in a month.” She instructed. “Then we’ll talk about a proper strategy to taking down Scar and his army, then after that I’m going away for good this time.”

“Please Twilight…”

…don’t leave…”

Both Luna and Kyoga gently implored of her to reconsider but the disheartened alicorn’s mind was resolute on the matter.

“I wish I could say that, but I don’t think anyone is going to agree on that.”

All the two could do was sadly watch on as Twilight proceeds to fly away and back to where Tempest Shadow is now currently watching over the progress of the cleanup process on Captain Celaeno ship. Once she was out of their sight once more, Luna heavily sighed having failed to reconnect and reconcile with her.

By the time they were finishing up, Twilight had just arrived before landing on the ground so she can stand before Tempest. “My apologies Tempest but the two intruders have escaped.” She reported in an apologetic manner. “I searched long and hard and far and high for them all around the ocean and the beach. They’re gone.”

Tempest was clearly disappointed but refrained from being hard on her due to the sole focus of wanting her to focus on her sole goal in life. “It’s okay, Twilight. You are forgiven.” Twilight’s eyes widen in response to that. “I’m sure we’ll see them again at some point. But now is time to put this little incident with your former friends behind us and continue resuming your training.”

“Thank you.” She bowed out of respect for her before retreating back to camp so she can settle down for the night.

After settling into sleeping, she began to have a dream, one that was really a flashback to when she first agreed to help Scar take over the Pride Lands just after saving the Crystal Empire.

Back then she was just currently reading one of her books late at night. By the time Spike had went to sleep in his bed, Scar had made a magical appearance right behind her while she was deep into her reading.

“Reading something really good tonight?” He curiously inquired the mare who yelped upon suddenly sensing his presence.

“AAAHHH!”

She quickly turned around and teleported behind him with her book still in the aura of her magic and adopted an offensive stance ready to attack him should she try to make a move on her.

Scar simply chuckled in response before teleporting her just outside of Ponyville and inside the Everfree Forest so they can continue their private discussion.

“Twilight?” Spike wearily asked while slowly walking down the steps and rubbing his still tired eyes. “Are you okay?”

“Yes, Spike.” Twilight quickly said to him while reappearing inside the room before he could begin to greatly worry about her. “I’m good just a classic case of accidentally dropping my book on my hooves.” She added while shrugging the pain from her hooves.

“Okay.” Spike shrugged before moving to walk back up the steps and back into bed. “Just try to come up and join me when you’re done reading, okay. It’s really late right now.”

“Will do.” She nodded before teleporting right back to where Scar is still standing tall and unconcerned with the unicorn shooting daggers from her eyes and magic right at his face. “And will you please try to explain to me why you choose now of all times to try to pick a fight with me?!”

Scar once more found it humorous before continuing with what he wants to say to her. “My dear Twilight Sparkle, if I was trying to take you I would have done it right now when you were least expecting.” Twilight still wasn’t convinced while producing a magical dome to prevent Scar from having another quick opportunity to attack her face again. “Okay, fair enough. “ He said in an accepting manner. “But I can assure you that I’m not here to attack or capture you.”

“Then why you really here?”

“Because I want to hear of what you thought about in regards to my previous offer back at the Crystal Empire.” He answered while walking circles around her. “I did give you a fair amount of time to think about it.”

“As tempting as it is, I think we both know that’s not going to happen. I’ve heard about how you drove the Pride Lands into ruining decay and I don’t intend to help you destroy it.”

“I know.” Scar acknowledged. “It was horrible the way I treated everyone there during my reign as king. It was just I don’t know what came over me when I decided not to listen to anyone when they tried pointing it out. I was just so jealous of my brother that I couldn’t stand hearing his name and how much better he is in life that I didn’t want to admit it. I ended up forgetting of why I really wanted to be king in the first place.”

“Okay…” She said with her guard and force field still kept up. “…and exactly how do to propose this is going to get me to change my mind?”

“Ah, a smart pony I see…” Scar smiled with admiration at her intelligence. “…you’re not Princess Celestia’s prized protégé for nothing with you being so smart and figuring out what I’m trying to do here. Very well, then maybe I should be trying a more honest approach her.” He then stopped pacing around the unicorn before speaking with a little more emotion than he usually shows. “I know that when you and anyone else look and think about me is that I’m the most evil lion that has ever roamed across the two worlds who resorted to murdering his brother in order to achieve power. But you know beneath the eye of beholder lies the truth of how it all happened for you see I didn’t always grow up with this scar along with a desire for vengeance.”

“Oh really…” Twilight said feeling slightly amused that he is going to try to enlighten him to do it. “…what were you like when you were the leader and the Fiercest of your Lion Guard, huh?”

“Actually yes…” He admitted. “…back when I was leader of my Lion Guard...” He complimented yet again while the unicorn rolled her eyes in response. “...and believe it or not, I was like you back then.”

“Like me?”

“Yes.”

Twilight scoffed. “I highly doubt that we’re that alike.”

“You might not think that but it is in fact true…” As he explains it more he presents a magical visual of him in action when he was an adolescent leading his brigade into action. “…like past leaders of the Guard I had fierce determination in protecting the Pride Lands no matter what the danger was.” Adolescent Scar was seen leading the charge against an invading army of hyenas. “…Along with a passion to maintain the peace there...” Twilight still wasn’t impressed.

“Wow, impressive.” She dryly remarked to show that she’s not buying it.

“And actually coming to value friendship…” He added while showing a visual of him and Mufusa actually getting along. “…back when me and Mufusa were B.B.B.F.F.’s.”

“Cute…really cute.” She kept making it clear to Scar that she is still not impressed. “Now I’d hate to cute this little attempted bonding session short but I would like to get back to sleep right about now. So…” She moved aside and made her way towards the pathway leading to the exit of the Everfree Forest so she can head back to Ponyville.

“Very well…” He said feeling he is accepting her decision. “…but don’t forget that as much as I hurt you by giving you your scar, I’m not the one who left you alone at Chrysalis’s mercy.” He said to which the lavender mare paused from where she was standing before pressing forward without looking back. “Don’t you remember all the horrible things your brother and your mother-like mentor said to you while walking out on you?”

“And you can forget about being my best mare. In fact, if I were you, I wouldn't show up to the wedding at all.”

“C'mon, y'all. Let's go check on the princess.”

“You have a lot to think about.”

Those very stinging words said back then had Twilight stop dead in her tracks as black smoke emits from her scar to which had the mare rubbing her eye in pain when it happened.

Scar smirking seeing he has her in a very vulnerable position he approached the mare while continuing. “You’ve always been there for them when they needed but when the roles reverse this is how help you by breaking your heart and refusing to listen to whatever you had to say, something that could have saved everyone here the trouble of what happened at the wedding.” He moved to place a gentle grip on Twilight’s back who is left unable to move aside from the hoof she is using to rub her infected eye in pain. “If only they had promised to take your concerns more seriously as they should have back from the whole Smarty-Pants incident none of this would have happened and you wouldn’t gotten hurt because of it.”

“But my brother is my B.B.B.F.F.!” Twilight protested while struggling to move under Scar’s grip and with her back still turned from Scar. “The girls just thought it was a misunderstanding and Princess Celestia knows me as a wonderful student she’s never had before!”

“Are they? Or are they just special somebodies in your life that are more than willing to kick you out of their lives over something that is an actual valid concern for everybody involved.” Scar pressed of her as Twilight’s mind is further tainted with dark magic while still maintaining his grip on her to get her to understand his mindset in regards to friendship. “If it weren’t for you then Equestria would not have nearly been taken over and you would have spared from the heartache of nearly losing all of your friends.” Twilight’s struggle slowly ceased as his words slowly sink in more.

“But…” Twilight started to cry with her emotions overwhelming her. “…they truly didn’t mean it. They just thought I was being irrational and I didn’t make myself properly heard out. I didn’t even have proper proof to back myself up. I never meant to nearly ruin anything for them.”

“Of course, of course you didn’t…” Scar said with feigned pity while loosening up his grip while drawing Twilight against his leg before gently stroking her mane. “…no one ever means for these things to happen. But the princess and the Royal Captain of the Guard did abandon you along with your so-called friends and Equestria was nearly taken over by the changeling army.” Twilight looks up at Scar who presents her a mirror to look at her scarred face once more. “And if it weren’t for them you’d still be as happy as were before and nopony would feel threaten and worried more than ever.” She didn’t want to believe it, but the heartbreak resurfacing was just too much for her to the fact it was all too true to ignore. “Ooh, what if the Lion Guard along with Simba think should they come to eventually turn on you.” He then further said leaving the unicorn now uncertain of what she should do now while still crying.

“They’ll won’t!” Twilight attempted to insist otherwise.

“Really? How long will it last, Twilight? Do you really think you’ll all stay true friends thick and water and even through and through? It’s all in the past and it will happen again and again and there’s nothing you can do about it.”

“What are you saying I should do?” She asked desperately asked while looking at him.

“I’m saying you should do the right thing, Twilight. “ He replied while sitting down to her eye level. “Decide who you think really deserves to be the rightful rulers of Equestria and the Pride Lands. Simba and Celestia? Or me and you?” Twilight had nothing to say at the moment. “If you help me you’ll be saving lives and yourself from further heartbreak at failing friendship. You’ll be adored and admired by everyone around you for generations but again it’s your choice, one that’ll decide the fate of the two worlds.”

It took quite a few seconds for Twilight to sit down and contemplate his words before deciding with this question. “What’ll I have to do?”

Scar smirked sinisterly seeing that he’s got the answer he’s wanted out of her. “Listen carefully and listen closely because what I have in mind will decide the future of both the Pride Lands and Equestria. Something that’ll benefit us both. And as long as you stick me with to the end you’ll never experience that kind of heartbreak…again…”

Back to reality, while Twilight is currently sleeping on this painful memory of being forced to see the world’s harsh truth’s in life with slight grunts and heavy breathing until she calmed down to fell into a state of quite sadness as a single tear falls from her eyes due to the broken promise Scar made back then. Thanks to him, she is now once again feeling alone and heartbroken with no friends like before.

From above inside her own dream, Luna was floating overhead both Twilight and Scar watching over the scene of how Scar managed to manipulate Twilight into helping him take over the Pride Lands by playing on her weakness sub stained from the whole wedding incident.

Seeing this had the Princess of Night look on feeling very remorseful seeing what has happened to her back there. With this flashback scene in light, it all makes sense of why Twilight had been justifying and insisting that she is not a villain and leaving the elder alicorn feeling even more remorseful for resurrecting Scar.

“If only…” Luna thought to herself. “…I hadn’t played into his desires for a second chance of life just to locate the Elements of Harmony, none of this would have happened to you.” She faintly whispered in Twilight’s direction looking away feeling guilty herself for what had transpired in her wake…

Author's Note

In Part Two, both Luna and Kyoga set out to find Twilight though the journey unsurprisingly becomes quite an adventure for them seeing they barely managed to get through the desert without enduring any sun and then had to retire for the rest of the day in a ship. One that belongs to a group of pirates turned slaves for the army of the Storm King which caused both parties to clash when they were caught stowing away in the cellar during the day.

Meanwhile, we have more interactions with both Twilight and Tempest where the former really undergoes a major Heel Realization as a result. That said it really ends up opening up her eyes into seeing of how awful she's become since following Scar's paw prints and how much suffering everyone has felt because of it.

Also what was interesting was that since Twilight is a pony who is Tempest's equal she does try her hardest in being sympathetic towards her yet is firm and still certain that friendship she once held to dear was doomed from the start and just wasn't meant to be and she shouldn't dwell upon it anymore.

And with Kyoga and Luna's duel on the ship attracting their attention, there is where Twilight managed to reunite with the two of them, although sadly once again due to poorly chosen words causing a slight clash led to Twilight further staying firm that she wouldn't be coming back to the Lion and Pony Guard nor returning home once the whole war with Scar is over.

It was very heart-wrenching to see this unfold since Luna was just concerned with the lone alicorn's mental state and her struggling and wrestling with her dark and wrathful side given her still growing fueled ambition of vengeance, and Twilight herself likewise was really thinking straight all the way, and both of them ended up saying something to each other they didn't really mean to say but of course true to the plot what's done is done and so is the damage.

Even more so, when we learn why and how Scar managed to convince her to help him through the influence and power of dark magic and manipulation where this scene alone further demonstrates of how and why Scar is just that much a very talented Manipulative Bastard because he knew the right words to say to play and prey on her weakness along with broken promises.

With part Three yet to come and Twilight still in a very dark place, is there hope for her to at least come back and rekindle her friendship? Well surely, one way or another, shouldn't be a problem yet still a bit of challenge. Just the question who and what is the perfect voice of reason for the job?

Episode 21: Twilight Alone Part Three

Episode 21:

Twilight Alone Part Three

Back at the Canterlot Throne Room later that night, both Luna and Kyoga have arrived where Princess Celestia along with King Simba, Queen Nala, and the rest of the Guard were expecting them hoping they managed to least have some success in finding their fallen friend.

“Well, sister…” Celestia asked her who likewise returned an apologetic look in return to indicate that it didn’t go as well as they hoped. “…any sign of her?”

“The good news is we found her.” Luna began.

“That’s great!” Bunga excitedly pumped his fists up in response before seeing the others eyeing him given that the princess wasn’t finished yet. “And the bad news…”

“She’s not coming back to Equestria.” Luna finished earning her surprised and saddened looks from the team.

“But why?” Kion was the first to ask trying to understand that.

“Because she feels undeserving of it after everything she did under Scar’s wing. And even knowing she’ll be back to want to defeat Scar and get her revenge, she has no plans of staying full-time here in Equestria or the Pride Lands.” Kyoga explained.

“You mean…?”

“Yes, dear Kion.“ Luna nodded. “…after Scar has been dealt with, she’ll be running and flying away from here. Running, Flying, running and flying away to never return.”

“But we need her…” Bunga further insisted on wanting her back feeling like he is going to cry if that's going to really happen. “…without her the Lion and Pony Guard is nothing.”

“I’m sorry, Bunga.” The dark blue alicorn sincerely apologized. “But I highly doubt that Twilight is going to change her mind even we were to apologize and forgive due to her sense of friendship undergoing more heartache and pain that she truly deserves.”

“So you’re just going to leave all the way out there?” Spike worryingly asked.

“All alone in the dark with nopony to help her!” Fluttershy added in the same tone.

“I’m afraid so.” Kyoga replied feeling there is no other choice here if they want any chance of getting her back. “We’ll be able to meet with her a month from now ready for the proper approach in helping us defeating Scar and his army but after that, that’s it.”

Spike unable to take it anymore ran out of the room crying at the thought of never seeing the pony he sees as a mother again.

“Why not?!” Rainbow pressed them for another way other. “You’re seriously just going to let this happen?!”

“Rainbow Dash!” Simba barked leaving the brash pony snapping to his attention at his stern glare. “Of course we are, otherwise then we’ll just be forcing it upon her.”

“Simba’s right.” Nala spoke up in agreement. “If we ever want Twilight to change her mind and want to come back to us then we need to be patient with her. It’ll take time for her to accept what has happened.”

“But we still got to do something!” Rainbow further protested with tears threatening to come out of her eyes. “Who’s going to be there for her when she needs flying lessons or a pony to lead us when we need it?!”

“And we will when Kyoga and I meet up with her one month from now.” Luna assured. “But for now we just need to focus on giving her time until she is ready to come to us in open arms since anything might potentially further devastate her very fragile mental state if not allowed to properly balance itself.” Rainbow Dash still didn’t like the idea. “I know that it’ll mean the world to her if she can give herself time to properly reflect upon it.”

“I just hope that Twilight will be ready to want to talk to us by then.” Kion hoped while respecting her wishes.

“Hopefully…” Fuli said hoping she could wish for the same too. “But what can they do?” She secretly thought in her head since it’s not easy to warm up a friendship gone cold.

It would have to take something huge, something bold that’ll brighten the rainbow in Twilight’s mind into restoring her faith in friendship, something that’ll help her put the past behind her and that something is what Kion's father is thinking about right now.

Right now he is secretly torn inside because on one hoof she did lie to everyone and committed treason against both Equestria and the Pride Lands, but on the other hoof he felt there was something inside of her that she had that truly doesn't want to see to it that Twilight should remained in exile. He ended up thinking back to when Scar convinced him that he was responsible for his father's death and thought that approach his evil uncle had used might have been how he managed to convince Twilight to do his bidding when she was feeling at a true low point in her life after verbally biting into her skin to where her pain truly hurts.

Even though it turned out he was innocent this whole time, he still felt like he was responsible for it and even then he hadn't completely gotten over it as evidenced by the having that nightmare all over again almost every other night.

"Maybe she needs to hear from someone who's been down that road once before..." He thought to himself as he set out to find Princess Luna to talk to her.

In the following weeks, Twilight has been continuing her training with Tempest Shadow in combat training and mentally preparing herself for the biggest fight of her life. She’s been practicing hard brushing off tears and sweat throughout all of this time.

During this time, she has been secretly making trips to Canterlot and Ponyville where she’s been spying on the Lion and Pony Guard along with the other alicorn princesses to make sure they’re okay and holding up the fort so far. All while no bearing to muster the courage to come out of the shadows and meet face to face with them because she truly can’t look them in the eye and expect a warm welcome in return. All while regretting every word she’s said and everything she did to them while following Scar’s paw prints.

After everything she’s been through, she is now determined to serve justice to the lion who manipulated him into helping him take over the Pride Lands and then proceeded to turn it into his own liking at the expense of everyone else. Especially since she’s the one who managed to maintain the Pride Lands the way both Simba and Mufusa have managed to keep it in its beautiful state in an effort to actually help Scar be a better leader.

After listening to his backstory of how he got his scar and his desire to overthrow Mufusa and become king, she came to see they truly are all that similar deep down. And that had her thinking that maybe after they’ve succeeded in achieving total victory she might help him share both his brother and nephew’s wisdom at what it means to be a true king. What it truly means to be a true leader just like Celestia taught her.

Little did she realize up until it was too late that Scar has secretly known that she is still retaining her good side and viewed it as a threat to his reign and had arranged to distract everyone so he can conquer Diamond Valley along with forcing her into a position where she gives up all of her dark magic in exchange for everyone’s lives.

The worst part about it, she never saw it coming and had never foreseen that he would actually betray her like this after everything she has done for him and did nothing to get on his bad side throughout it all. She had no intention of backstabbing when it was all over and this is the thanks she gives for living up to the Elements after all they’ve been through.

To her, he now has made this personal between him and her and she is not about to let him get away with it and after this is all over she will go and live out the rest of her life outside of Equestria and the Pride Lands. Whether her new purpose in life is to search for a life of adventure, or crusading the open world, or protecting life around her as a solo protector who always has everyone’s back in ensuring they’ll be safe under her wing, she’ll decide how to live life on her own.

Regardless, she has no plans on returning to resume living in Equestria or go back to resuming her Pony Guard duties on account of the treachery she committed there along with the Pride Lands.

Even if she was given forgiveness from her closet friends and family what will that prove to her? Just a traitor who’s getting off easy for stooping as low to what Scar has done in the past and she can’t change it even if she wanted to.

While motivated to doing her part in defeating Scar she deep down truly isn’t happy and is truly heartbroken and devoid of emotion due to the pain she suffered along the way. Deep down she is just a mare with nothing to lose who can only blame herself for helping the wrong guy take over the Pride Lands and is now on the verge of conquering Equestria with new dark and demonic powers at his disposal. It was bad to the point she sometimes cries herself to sleep almost every other day.

A month after a surprise rendezvous with both Luna and Kyoga which didn’t go very well mostly on both Luna and Twilight with the former calling the latter on her desire for vengeance on Scar due to her phrasing it in a way that Luna herself regretted with how she came across.

Sure she was concerned and Twilight didn’t even deny and refuse to accept blame for her actions, but truthfully neither one of them meant to get a little heated with each other back there.

Now that she is agreeing to meet with them so they can discuss the best approach in dealing with Scar, both Luna and Kyoga are hoping they can try to reach out to her and get her to come back and rekindle her friendship with everyone there.

But the question is how?

How else can they properly reach out to her along with Twilight coming to listen to them into really wanting to come back to Equestria?

The question itself is something that the two personally discussed before flying on over to the beach where they’ll be meeting with Twilight with Luna’s moon yet to rise to the sky as Celestia’s sun is set to be set.

“So…” Kyoga started. “…any ideas of how we’ll be able to talk to Twilight?”

“Other than what battle strategy to agree on, not much…” Luna admitted she’s got nothing. “…other than trying a different approach to reaching out to her.”

“Right.” Kyoga realized. “That approach. Sure she’ll like comparing herself to Scar along with admitting to it?”

“No.” She shook her head. “Me and her since like with Midnight Sparkle, Nightmare Moon is a very similar pony who succumbed to her inner darkness. Up until Nightmare Night I never bothered to show my face to everypony in Ponyville and it is thanks to you and Twilight that I was able to finally feel accepted and forgiven by everyone there. Maybe now it is time for me to return the favor.”

“Perhaps you’re right.” Kyoga agreed after giving it some thought. “Thanks to her and the others I was able to warm up to friendship. Not only that she respected my wishes from the start, we both managed to see eye to eye in regards to each other’s privacy.”

“Maybe that’s what we need to tell her.” Luna suggested before thinking of something else. “And maybe one more voice is in order. Someone who knows what it’s like to be in her hoof steps or paw prints in his case back when he was outcast from his home…”

Coincidentally, both Simba along with Spike both just happened to walk into the room to where both Luna and Kyoga are standing with the former feeling he has something to say that can help them out with that.

Later that night, Twilight had flew back over to the same spot on the beach where she last saw both Princess Luna and Kyoga. Since her training with Tempest was complete for the day, she was free to fly around without worry.

Upon landing, she decided to pass her time pacing around the ground deep in thought. Half of it was focused on how to combat Scar, and the other half was wondering if Luna and Kyoga don’t have any ill will towards her for what she said the last time they met. Back then, they were just trying to help her properly cope with her wanting to defeat the lion who double-crossed her and were concerned with her mental well-being.

From the day she got her scar, dark magic has influenced her into becoming the opposite of what she normally is. A kind and compassionate pony who embodies friendship to a bitter and vengeful pony who embodies both Scar and Nightmare Moon put together. Now she is just an empty and lonely pony who just wants this whole nightmare she helped out with come to an end.

While she was reflecting of what had transpired to herself she once again took a look at herself in her reflection from the flowing water washing up and down at the shore of the beach. All she saw in herself was the pony who has nothing but a strong drive to fight for what she believes is right, only that she now truly knows what the true approach is yet deep down is really is unhappy and sad that she allowed this all to happen.

“Must be painful coming to realize of how far you’ve become…” Luna’s voice said to her while standing behind her yet in view for Twilight to see her reflection. “…and knowing that it’s very hard to atone for said sins that have been committed.”

“Luna…about what happened a month ago…” Twilight tried to say before being gently interrupted with a raised hoof.

“…I haven’t forgotten about it and to be fair what I said back then came out wrong.” Luna walked up beside her and placed a gentle hoof around her back. “And for that I owe you an apology, Twilight Sparkle.”

“Really?” Twilight spoke feeling like her heart is getting further shattered as she retracted her back from Luna’s hoof. “You didn’t have to…?” She wiped away a lone tear that escaped from her eye. “…I don’t deserve it! If anything I should be apologizing to you and Kyoga! For hurting you both!”

“But Twilight…” Luna tried to speak but the younger alicorn wasn’t done ranting there.

“But what?!” She cried rather exasperated trying to resist crying yet her voice still waivered as she speaks. “You’re not the pony who helped Scar take over the Pride Lands, nor were you he one who helped orchestrate the plan to help him do so along with carrying out most of his heavy lifting up until he took over Diamond Valley and turned against me as soon as I longer in his interests to have on his side.”

“Twilight…”

“Compared to me Midnight Sparkle has done worse than Nightmare Moon ever did and that was all done in less than a few months not to mention even had the choice to not to go through with it all!” She further screamed leaving Luna and even Kyoga slightly surprised by her outburst. Thankfully it didn’t last longer as her anger flashed into immediate regret for losing control like that. “I’m sorry for that I just…that came out wrong too.” She buried a hoof into her face unable to look at the alicorn she just screamed at in the eye.

“It’s actually quite all right, Twilight…” Luna calmly assured that there is no hard feelings before moving to once more retain her gentle grip on her so she can finally get more than a word in. “…best to let any bottled up feelings you’re holding in out before they wreak havoc on everyone else.” Twilight’s mood failed to improve. “And if it’s any comfort, you’re not the only pony who ended up having a role in all of this.”

“Let me guess…” The lavender mare figured what she is going to say next. “…it has something to do with Scar’s return doesn’t it?”

“Yes…” She said knowing that she already knows the truth about her role in Scar’s resurrection. “…I’m the pony who brought him back to life and the one who granted him his new powers thus setting off the unfortunate catastrophe we are now facing.” She then shut her eyes solemnly. “I’m the pony that ended up unleashing havoc on everyone by bringing back the Pride Land’s worst enemy here in Equestria and of course being the main reason why you now have that scar on your face and why you felt motivated to turn against us.” She opened her eyes at the same time Twilight gained the courage to look at her in the eyes. “Even though I may not have committed crimes on your scale as Nightmare Moon, you’re not the only pony feeling this very burden. If only I hadn’t gave into my anger towards my sister, you never would have gotten hurt because of it and you never would have betrayed us.”

“But…” Twilight now unable to keep herself from crying. “…I did have the choice even when I had this scar bugging and tempting me into doing what I did, I still had control over my actions! I still had the choice not to go through with all of it and betray everyone in taking control of the Pride Lands in Scar’s name!” She further sobbed uncontrollably before turning away and placed a hoof on her face to futilely wipe away all of the tears falling out of her face.

“Twilight, it’ll be okay…” Kyoga tried to say.

“No it’s not! I ruined everything! Because of me, Scar is now more powerful than ever, there’s no hope of taking back Equestria and the Pride Lands, and there’s no hope of saving everyone else there! And it’s all my fault!”

Kyoga for once had a rare moment of speechlessness unsure of what and how she can help her overcome her depression. Normally whatever comes to mind just comes out naturally. But since it’s usually blunt and curt to borderline brutal honesty like Applejack, she couldn’t quite say it this time.

“Twilight…” She said after much thought. “…I know how you feel.”

But this inadvertently triggered her anger once more. “Oh, really…?!” She sharply glared at her back leaving the lioness to stumble backwards in response. “…compared to a pony who betrayed an entire country and worked alongside an evil mastermind after getting scarred by him, what do you have that says that we are the same?!”

“These scars along with one lost leg and living a lonely life up until I met you, Kion and the rest of the Guard.” She calmly replied while presenting said marks around her body.

Twilight’s face froze before her anger simmered down into shame. “Right…right…” She then said after calming down before pulling out her hidden crystal cream from her mane before treating her scar once more.

“Twilight…” Kyoga spoke to her just as she was putting it away.

“What? Want to berate me for snapping at you?”

“No, no…” She shook her head before saying. “…what was that you just put on your face?”

“What? The cream…” She realized as she pulled it out from her mane to show it to both her and Luna. “oh,oh, this…Crystal lotion back from the Crystal Empire. It helps calm me down whenever my scar has been bugging me. Ever since I lost my dark magic I’ve hadn’t had the need to use it as much, at least not when I’m upset.”

“Really?” Luna asked to make sure she is hearing her right as she turned away and sat down on the ground. “As in every day?”

“Yes.” She calmly answered to confirm yes she did have control over her actions and that whenever she was actually nice it was genuine. “I mean compared to Scar, I’m not that heartless, just went about doing what I thought was right in the wrong way.”

“How come you never told any of us that?” Luna asked with this revelation in light.

“Considering I was lying to all of you most of the time since the wedding along with following in Scar’s paw prints, would you have believed me if I told you back then?” She replied as she turned to face her.

“Honestly, no.” She admitted unable to say otherwise given the circumstances at the time. “Fair point.”

“But it doesn’t matter.” Twilight said as she turned her head back towards the ocean water to gaze at her scar. “What’s done is done and there is no way I’m going to welcomed back the next time I set foot in Equestria and the Pride Lands even if were to go back and apologize for what I did.”

“But Twilight…” Kyoga tried to speak before being interrupted.

“Kyoga, please don’t…” Twilight won’t hear any more of it. “…like I said before, I had no excuse for what I did and have nothing to justify being as cruel and cold-hearted as Scar in our efforts to achieve our own goals in life.” As she gazed at her reflection just when Scar’s reflection appears beside her own. “I too ended up pursuing revenge on those who had hurt me in the past after a falling out with those who befriended me and let it turn me into the mare you’re seeing now all the way out here and all alone.”

Both Luna and Kyoga silently nodded at each other before the former used her magic to conjure a portal where two figures emerged and have had every word she had just said.

One of them was a familiar muscular lion with gold-colored fur and a bright red mane, and the other was a familiar purple baby dragon with green scales.

The former has a strong urge to express his utter disappointment in Twilight for her actions, couldn’t help but feel empathy for her and the latter was practically begging to try to say whatever it’ll take to get the pony who raised him to come on back and rekindle the friendship she once had before.

“You sure about that?” Simba first spoke up gaining the alicorn’s attention yet she still didn’t turn back to face him. “Not even the two that came all the way out here to find you?”

“Simba…” She spoke breathlessly and dryly.

“Along with your favorite dragon!” Spike added trying to sound encouraging with the hopes of a happy reunion.

“Spike…” She said still in the same tone as she addressed the lion king. “Congrats. You both found me too. So now that you’re both here, go ahead.” She motioned her right hoof to give them permission to do whatever is on their minds. “Tell me off, I wouldn’t hold against either of you.”

Simba sighed as he first approaches her and walks up beside her sitting on the edge of the beach. He knew from Luna to expect this given everything that she has done and is more than ready to accept not being forgiven or being welcomed back. So he decided a more reasonable approach.

“Well…” He started a little hesitantly before continuing. “…it’s true I am disappointed in you, but that’s not really what’s on my mind.”

“If so, then why are you really trying to talk to me about?” Twilight curiously asked with her eyes slightly turned towards Simba yet still not looking at him.

“About why? Why did you do it?”

Now it was Twilight’s turn to take a deep breath to retain her steely composure before answering this question no matter how hard the truth is for her to admit it. “Initially I didn’t want to but Scar wasn’t taking no for an answer and convinced me to by playing on when I was vulnerable back at the wedding.” She recalled the very memory it happened just after protecting the Crystal Empire. “He just knew where to hit me where it hurt and he knew that it would work. And I let him fool me into doing his dirty work and thinking that he was the true king of the Pride Lands.”

“And what made you think that?” He curiously asked.

“Because he told me himself.” She replied while thinking back to the day Scar shared this with her. “He told me of how he went underwent a similar falling out with his friends due to them over-trusting a stranger they just met trying to act all friendly and polite and how because of it, it lead to him getting scarred, losing his mother, and turning on his friends and brother in return.”

“Really?” Simba said feeling surprised himself about his early suspicion being correct along with the others with this revelation in light. “Are you sure that’s true?” He asked to make sure she’s telling the truth. “He could have been lying to further manipulate you.”

“I’m sure…” She gently replied finding it a fair question. “…I mean I could be wrong but I really have a strong feeling he was being honest with me when he told me all of that.” To further back up her claim she showed them a flashback of a young Scar in tears just after losing his mother and gaining his scar after the fight in the Pride Lands cave. “…and this is how I have that feeling he was telling me the truth back then.” She then quickly added. “And why didn’t say that before you might ask is because I wasn’t in my right mind at the time and you wouldn’t have believed me if I told you back then.”

Simba was left processing all of this while thinking there may some kernels of lies somewhere in that but at the same time she could tell that Twilight was being honest with every word she was told back then and that was enough for him to continue trying to be gentle in getting through to her when he recalled a time where he was at his lowest point.

“Understandable.” Simba spoke before sitting beside her. “But that doesn’t mean that…”

“I know.” She gently interrupted knowing what he is going to say. “And I don’t plan on using it justify my actions. I take full responsibility for my part for further accelerating all of this.”

“…yes. But keep in mind I’m only telling you this is because your actions led to some subjects of mine being killed the day Scar took over the Pride Lands and mainly because I care about you.” He places a paw on her shoulder and nuzzled her head to head. “I don’t want to lose you.” The further touch of heart strings had Twilight finally look at Simba eye to eye seeing that he still values her as family.

“Even after what I did you and Kion?” She asked feeling astonished and hopeful she isn’t being baited into a verbal trap.

“Of course, Twilight.” He nodded. “It was unquestionably heartbreaking the day that it happened when you helped Scar conquer the Pride Lands. For a while you actually seemed to be embracing with everything he had ever taught and told you and it seemed like we never lost you the last time we saw you at Diamond Valley.”

“You don’t have to tell me twice.” She replied in a resigned manner expecting to hear that statement. “And what had you deciding that I was a pony worth reaching out for as opposed to Scar when he did the same thing?”

“Because of the one thing that Scar didn’t have when he destroyed his Lion Guard and you had.” He answered while looking in the direction of Twilight’s heart. “Your compassion towards others, the ones who you never sought to hurt.” He said with emphasis by placing a gentle paw on her chest. “Even when you were bad, you still held on to it and treated everyone outside your inner circle like you were still the same pony we know and loved, especially your future sister-in-law and my daughter.”

“I’m assuming Kion told you about that?”

“He and both Kiara did.” Simba calmly replied.

Twilight felt relieved somewhat with this talk but even still wasn’t really up to wanting to go back to living in Ponyville like nothing had ever happened. “Glad to hear and everything between them worked out.” But some of her lingering doubt still surfaced. “But even with your forgiveness, I still can’t find it in my heart to return and continue living in Ponyville and the Pride Lands.” She then looked back at the water to see her reflection with her scar and messy and disheveled mane in her face. “Especially when I still resemble your worst enemy.”

Simba smiled before passing on some wisdom he was once given back when he was in self-exile himself. “Maybe so…” He then gestured her to look at the water once more. “…but if you look harder and really look into your heart…” The reflection that was once hers and Scar’s rippled and warped into two new reflections. Two that resembled Princess Celestia along with herself appearing much like the pony who truly mentored her. “…you’ll see who you are truly meant to be and what pony you truly are. A pony destined to do great things under the right guidance.”

“Truer words have never been spoken Simba…” His father’s voice praised from up high earning the crowd’s attention when clouds formed in the sky with his head appearing for all eyes to see.

“Mufusa…” Twilight whispered in his direction just when the majestic directed his attention towards the youngest alicorn down on the edge of the beach.

“Yes, Twilight Sparkle, and it’s been a long time since we last spoke to each other.” He warmly greeted.

“I know.” The mare said with a slight shrug. “And I suppose you know why?”

“Yes I do.” He nodded as the alicorn looks down in shame as he addresses her in a stern manner. “And I’m glad you turned yourself around when you did because when you turned against everyone else you came to have forgotten who you are and by doing so you have forgotten me.” Twilight had no words to counter argue with that statement. “You are more than what you have become. You must take your place in the Circle of Life and in the Elements of Harmony.”

“But Mufusa…” Twilight said still having a strong sense against doing so. “…to actually go back and have to answer to everything I’ve done since the Canterlot Wedding is truthfully so much so soon. How can I go back and resume being a princess and the bearer of the element of magic after all of that? I’m not the pony I used to be when I was properly introduced to friendship.”

“True.” He nodded in agreement. “But true friends always forgive each other no matter what and so will everyone else you have hurt if you show them you are truly repentant of what happened back there. Just take this advice going forward. Remember who you are. You are Twilight Sparkle, the Pony Guard’s first fiercest leader and the one true princess.” Twilight was left watching on in awe as she takes in this heavenly wisdom. “Remember who you are…” He repeated before disappearing back into the clouds. “Remember…remember…remember…”

After Mufusa’s voice quieted down, so did the clouds in the sky returning it to it’s clear and cool dark blue sky with Luna’s moon in the sky shining over Twilight’s body.

“Wow.” Spike said once more amazed with what he saw. “What was that?” He chuckled. “The weather. Very peculiar, don’t you think?” He asked Twilight as he walked up beside her before adding in Simba’s direction after remembering what he just said. “Sorry.” Simba didn’t take offense, preferring to focus on the alicorn deep in her thoughts with what his father had told him.

“Yeah.” Twilight replied thoughtfully like she is getting a push in the right direction. “Looks like the winds are changing.”

“Change is good.” Simba commented in agreement.

“Yes, but it’s not easy.” Twilight replied. “I mean I know what I have to do but…going back means I’ll have to face the music. I don’t even know how they’ll react once they see me again.” In response to that Simba playfully nudged Twilight face-first into the wave. “AAH! WHOA!” She found herself standing up before coming face to face with a small wave coming right at her that sent her riding back to shore. The waves pushed her right up to the lion king himself who playfully grinned at the now soaking mare. “Simba! I get that I had that coming but why?”

“It doesn’t matter.” Simba shrugged in response. “It’s all in the past now.”

“I know.” Twilight acknowledged while still having water drip from her body. “But you could have hurt me had that been a much larger wave.”

“Yes, the past can hurt.” Simba said in a consoling manner. “But a wise mentor you know once said you can either run from it or learn from it.” Acting on instinct Twilight quickly flew up in the air leaving behind a dust cloud to dodge the attempted push into the water by Spike who was just right behind him. “See what I did there? So now Twilight, what are you going to do now?”

“First…I’m going to meet up with someone nearby who’s been training me during this time while I was away…” She answered while flying off in the opposite direction from Equestria sparking uncertainty amongst the group until she added. “…then, I’m coming back!”

The group smiled hearing this knowing that they got her to reconsider to the point she is going to move to rekindle her friendship with the others back home and least consider resuming her role as leader of the Pony Guard.

Simba was the most proudest of them all seeing that Rafiki’s past advice proved useful when he shared it with Twilight. “For once in my life, I owe it to that crazy monkey knocking sense into me when he did.” He said to himself just when he was suddenly greeted with a whack to the head courtesy of Rafiki standing right behind him. “Ow!” He turned to see the mandrill who laughed and before disappearing back the portal Luna had briefly summoned all while shifting her eyes to the side taking some slight amusement to the sight. “Ugh. I mean good old Rafiki.” He said with a smile while rubbing the bump on his head.

A few minutes later, Twilight managed to meet up with Tempest Shadow who is currently expecting her with a bag of equipment in tow. “Twilight Sparkle, welcome.”

Twilight saluted in response “Thank you, ma’am.”

The taller mare gently handed her said equipment she has packed for her. “Here is everything you need in order to complete your mission since your training is now complete. Do you think you can use this to your advantage?”

“Of course.” Twilight nodded. “I’ll definitely treasure this gift…” She then pulls out her bottle of crystal cream so she can give it to her in return. “…as much as I hope you’ll treasure this as my way of saying thank you for helping put me on the right path.”

“What is it?” Tempest inquired while inspecting said gel she squeezed onto her hoof.

“Crystal cream from the Crystal Empire created to help soothe tension in cuts and marks that really get under your skin.” The alicorn explained while gently administering it on her scar and horn stubble.

What started with an initial expression of confusion and discomfort turned into one with a much more relaxed one as its crystal wonders did its magic on her. During these few brief seconds of feeling much calmer and being less tense than usual she actually gave Twilight a genuine smile in return for her act of kindness.

“Thank you, Twilight. I will definitely treasure this.”

The two shared a firm and friendly handshake before accidentally pulling themselves into a hug together when they accidentally didn’t let go of each other’s hooves in time.

“Oh…um…excuse me…if you could just…uh…watch it…” The two said to each other at the same time while stumbling in their footing a little and accidentally found themselves sharing a kiss together, lip to lip. “Oh!” The two blushed at each other before finally breaking apart from each other. Once they were properly separated and recomposed themselves from this awkward moment they accidentally shared together, the two shared one last salute together before turning and going their separate ways.

Deep down while flying off ahead back in Equestria’s direction, Twilight was very thankful of everything the unicorn has done as it really helped her look at herself in a mirror more and was hopefully that they’ll meet again soon with the strong hope that they can be friends together. More so, should she come to Equestria.

Throughout the rest of the night and through the very early morning, Twilight flew as fast as her wings could fly her, all while sporting a confident and determined expression to return and make things right.

Busa

From 0:58 to 1:18

By the time Celestia raised her sun up into the sky shining all over Equestria she spotted the lavender mare making her way towards the castle entrance. Seeing this had the white alicorn smiling in relief and delight to see her coming back as she flies inside.

Twilight flew her way through the hallways and up to the doors where the throne room is. Knowing that Princess Celestia is already in there having expected her to show up she took a moment to take a deep breath much like Cadance instructed her to do before preparing to face the music with whatever the eldest alicorn princess has in store for her.

After composing herself she opened the double doors where she finds herself meeting face to face with the pony who taught and raised her like any good mother would.

At first the two were seeing eye to eye when Twilight was making her towards the throne where Celestia stood tall on the top of her throne although the former was still visibly nervous of what would happen now that’s she back especially when she was currently sporting a serious expression directed at her. But none of the less, she still pressed forward with it, with the single goal of at least seeing eye to eye with their current crisis on hoof.

“Princess Celestia…” She began. “…long time to see, although you of course know why...” She internally groaned at her awkward introduction before continuing. “Anyways, I know that ever since the Canterlot Wedding that I was not the pony you’ve known me well for and I won’t hold anything against you for whatever you think of me now. What was going through my head was just being unable to forget about the memory of when I was at my lowest and Scar used that to his advantage to convince me to side with him and for that I blame myself for giving into that. I shouldn’t have given into it no matter how much that very moment hurt me and I shouldn’t have hurt everyone else around me because of it. I was cold, cruel, bitter, and very wrathful.” She then looked aside briefly as she cringed and said that part. “All I want now is to able to put an end to all of this and ensure that everyone from the Pride Lands and Equestria don’t suffer because of my mistakes.” She turned her back up to Celestia with regained composure. “And I accept whatever punishment you have in store for me for betraying you and everyone else all while hoping that I can regain your trust and forgiveness in time. If not, once this is all over I’ll just go and you’ll never have to see me again.”

Just when Twilight turned her head ready to turn around and walk out as an unwanted outcast she was stopped when Celestia floated right in front of her and gently placed a hoof on her chin to get her to continue looking at her with an intent and firm expression leaving the former uncertain of what’s going to happen next. At least until she warmly smiled and had this to say…

“I’ve missed you, Twilight.”

Twilight was relieved yet still very remorseful. “I’m…I’m so sorry.”

The two shared a warm embrace together with great assurance that all is forgiven between the two of them.

“And you can be sure that you’ll always be my faithful student now that you are back.” She further assured.

“Good to hear even after betraying you, the whole kingdom and family…” She sighed as she once more dwells on her most recent regrets. “…after hearing and learning more about Scar I began to see more and more similarities in the guy. I even placed my servitude and loyalty into him and after all of that, I get rewarded for it by being stripped of my magic. How could he do that?”

“I don’t know, Twilight.” Celestia replied unsure of how to answer that question given of how tricky he can be in that regard. “Scar is just a complicated guy who just doesn’t value and comprehend friendship like you and I do.”

“I just don’t know of how everyone is going to forgive me after what I did. The Pride Landers, every pony in Equestria, and my once closet friends in the Lion and Pony Guard.” She said still uncertain if she’ll be able to redeem herself in their eyes.

“It’ll take some time but I’m sure as long as you stay true to who you are and prove to everyone that you truly are a changed pony they’ll come around. They always do.” She said still certain that things will work out in the end. Upon seeing that Twilight still has yet to smile and feel the same way she had this to add. “And you can make a good start with your now closet friends and family…” She moved to gesture Twilight to turn around to see the Mane Five, the Lion Guard, along with her brother and sister standing right at the doorway, having all just arrived ready for that reunion.

“Girls, guys, Cadance, Shining Armor…” Twilight spoke with sudden surprise upon seeing them all. “…what are all…I mean…how long have you all been standing there?!”

“Long enough to hear every word you just said and of course…” Fuli replied while approaching her with a teasing grin before deliver a hard punch on her right arm. Twilight didn’t flinch when it happened due to her recent training but still accepted it regardless having expected that from her. “…that’s for not being very nice.”

“I know…”

She is then interrupted with when the cheetah wrapped her arm around her back and neck to hug her.

“And this is for turning yourself around.”

“Thanks.” She smiled while straining slightly from her tight embrace. “I couldn’t have asked for a better welcome from someone as tough as you.”

“Aww, thanks.” Fuli said feeling flattered by the compliment. “Oh, and welcome back, Twilight.”

Next up is Fluttershy who is the most hopeful that she truly is in better spirits after being alone for nearly the last month.

“Um…like what Fuli said…welcome back Twilight…and I hope you’re done being so mean to us.” Fluttershy expressed somewhat meekly and timid to her.

“Yes I am, Fluttershy, and thanks.” Twilight said while understanding of the Pegasus’s nervousness. “Also…” She moved her right arm towards her. “…feel free to take your best shot.”

“Oh…um…” Fluttershy moved to do so after a few moments of hesitation before giving her a little tab on her arm. “Ow. I think I was better off not taking that shot.” She said while rubbing her hoof.

“It’s okay.” Twilight gently assured while gently patting her on back before pulling her in for a hug to which she greatly returned.

Next up was Rainbow Dash who was quick for an opportunity to take her best shot at the alicorn to which she was quick to freeze her just inches away from her face.

“Aww, come on, Twilight. You said I could take my best shot!” She complained.

“I said to Fluttershy. I didn’t give you permission and you wasted your chance by jumping the gun again.”

“Not even a little Fluttershy-like punch…?”

Fluttershy frowned. “Hey!”

“Nope.”

Rainbow groaned before Twilight released her.

The blue Pegasus turned away while slumping and floating in defeat before quickly darting right back at her. But Twilight expected that and had already conjured a magical shield that Rainbow flew face first into.

“Gotcha…” She said with stars circling around her before dropping face first into the floor while passing out.

Twilight shook her head before turning to the next reconciliation in line who is also shaking her head looking pretty amused herself.

“Good ole Rainbow Dash! Always charging head first without thinking ahead…”

But Bunga is suddenly frozen mid-swing when he tried to get a sneak punch onto her chest.

Realizing that he is caught, all he could do was give a nervous grin and accompanying laugh before being pulled in close with her magic while the mare looks directly at him with a devious smirk.

“Okay Twilight…whatever you do, don’t…”

He is interrupted when instead of getting the worst, he is instead receiving a hug from her by wrapping a single hoof around him.

“Oh…um…” He didn’t know what to say since she never hugged him before.

“Good ole Bunga! Always there trying to be sneaky, funny, and brave at the same time.” She teasingly returned before speaking in a more sincere and heartfelt tone. “And I’m sorry for the way I acted towards you after getting scarred.”

“Eh, Hakuna Matata.” Bunga smiled and shrugged when the alicorn placed her back down on the ground. “I’ve seen worse like the mean tough green scales of a crocodile when I was young.”

“A croc like Makku?” She inquired with a raised eyebrow.

Bunga was stunned of how accurate her guess was to the point he just chuckled nervously while his cheeks had slight tints of pink of them.

“Anyways…” She said before moving on towards Applejack. “…Applejack…”

But Applejack raised a hoof to silence her. “I know what ya gonna say, Twi, but there’s really no need to apologize…we all know that Scar fella has been really pulling your strings into turning hard on us like a black snake hiding in the desert.”

“No…” She said before floating over her to offer an open hoof for her to punch. “…actually I was going to offer you a free punch. I’m ready.”

“Okay…” Applejack was unsure whether she should but went along with it for her sake. “…if ya’ll serious…” She whipped around and bucked her hardest kick right at her arm. But instead of a normal punch, she ended wincing in slight surprised pain when reeling her hooves back when she felt like she kicked the strongest tree in Equestria accompanied by a small wave of vibrations felt on the floor when it happened. “Hoo-wee…that’s quite an arm you got there.”

“Sorry.” She apologized while the farm pony shakes the pain off. “Part of a long painful ordeal I went through while I was away.” She said while flexing her arm. “The other part was actually getting to see myself in the mirror after running away. The most truly painful part.”

“How so?”

“Just coming to see of how awful I was in treating you the way I did. Honestly, I can’t find any other better words than I’m sorry and how wrong I was to…”

She is suddenly interrupted when Pinkie zipped over and hugged her.

“I’m sorry too.” Twilight returned the hug. “Friends mess up sometimes but we should never let it ruin our friendship because if we do then it’s just rotten chocolate milk with sour and bitter strawberry sizzle straws.”

“Right, anyways…” Beshte said before moving forward with his turn to speak to the purple alicorn. “…we know that it wasn’t you talking back then, it was your scar bugging you into bringing out your bad side.”

“Along with Scar taking advantage of you when you were very vulnerable.” Ono added.

“I know but please…” Twilight felt the need to protest and stop him there with a raised hoof. “…I get it. But I still committed a lot of evil actions and let my bad side turn me into a pony that’s not worthy of forgiveness. I mean I just got back after nearly conquering Ponyville and endangering everyone over a month ago and here I’m already being showered with praise I don’t even deserve yet.” She then turns to both Rarity and Kion. “Especially after what I did to you two.”

“Twilight, darling…” Rarity first spoke while approaching her while speaking in a kind and understanding tone. “…it’s all right. I’m still the same pony as I was before the whole Nightmare Rarity incident and I’m perfectly normal...” Both Applejack and Rainbow Dash along with Bunga snickered in response before finding themselves glared at by the fashionista. Turning back to Twilight she continued still soft-spoken. “…Anyways, we’ve all said and did things we regret and I’m sure you really weren’t in your right mind when did and said all of those things.”

“No, but I did have control and the choice not to do all of those things which I didn’t do. And there’s nothing than not even an apology can make all of that be forgotten.”

“True…” Rarity agreed. “…although if anything when I was looking you in the eyes underneath all of that dark and creepy exterior when we last saw each other I saw one thing that stands out and shows your true inner Twilight.”

“And what would that be?” She asked expecting a random answer in return.

Rarity approached Twilight and placed a hoof on her chest. “Right here?” Twilight blinked in confusion. “Your heart?”

“My heart?”

“Yes, darling…” Rarity nodded while recalling her at Rainbow’s party dancing happily along with cheering for her and Fuli’s racing relay teams, trying to keep the changelings from getting themselves killed when learning a forbidden secret, and her quality time with both Princesses Cadance and Kiara. With help from Luna’s magic the past flashbacks were there for all eyes to see. “…and if you do recall, you were actually having fun back there, even when being the princess of darkness.”

“Maybe…” She said half-truthfully. It took her a second to realize that Luna and Kyoga both figured those parts out and had relayed this to them beforehand. “…although princess of darkness is a thing of the past. A terrible thing of the past I never want to relive.”

Realizing her mistake she had backpedal a little bit. “Oh, um, what I meant to say is when you were…” She moved her hoof around in the air trying to say a more appropriate word until she thought of something else. “…not being our friend at the time…yes…that’s more fitting, don’t you think.”

“Rarity…” Twilight eyed her with a raised brow. “…you don’t have to hold back on how terrible I was. We all know that I was not the pony you knew and befriended back there.”

“Well you were a big b…” Rainbow Dash began before finding that Twilight along with everyone else is heatedly glaring at her knowing what word she was going to say. “…I mean…” Rainbow laughed nervously before giving up in defeat. “Sorry, too far.”

“Anyways…” Twilight said with her attention back towards Rarity. “…I really appreciate what you’re trying to say but I think we all know that for all anyone can know is that it could have just been me using it as a cover of some scheme I did in the past. I think I real question I should ask you all here is if I truly was being genuine in still valuing friendship what key thing did I truly keep that proves that I still do?”

“Your compassion towards others is why.” Kion answered right off the bat. “Your compassion still showed during your interactions with those who had never crossed you before along with that there was that one time where you showed to someone who assisted Scar with one of his schemes back when we were all at Diamond Valley.”

“Spike and later Chrysalis?” She asked knowing exactly who he’s talking about.

“Yes, Twilight.” Spike spoke up in agreement with the leader of the Lion Guard. “Nopony else would have done the same and that goes to show that you’re not as mean and nasty as the lion who tricked you into doing his bidding. And we’re sorry he broke your heart.”

Now Twilight was starting to get a little touched inside more than usual. “Spike, Kion…”

The latter said still assuring her that things will be okay in the end. “I know you feel like you’re not worthy of it, but you still have friends, Twilight. Friends who are willing to help you through this every step of the way no matter what. You may think you’re alone, Twilight, but you’re not.”

"Kion's right, Twilight." Cadance said in encouragement. "You have us all here to help you out." She moved to approach her and placed a hoof on her chest. "And no matter what happens I will still love you as a friend."

"And the same can be said for me too, Twily." Her brother added while wrapping his hoof around his little sister. "No matter what happens you'll still be my L.S.B.F.F."

Now Twilight was left very touched and very remorseful over these heartfelt words, more so when it was coming from the friend who she had severely hurt more than once before. So she moved to wrapped her hooves around Kion to hug him (along with pulling Spike in for good measure) before hugging her brother and her future sister-in-law while she was at it.

“Aww…” Pinkie remarked feeling overwhelmed by the heartwarming reunion to the point she cried and had gushers of tears coming out of her eyes.

When the five break apart from their hug, Twilight moves ahead towards the balcony on the side of the room where the portal towards the Pride Lands lies with a sadden yet determined expression to at least make things right. “I know we have a very tough fight in front of us but I will promise you all, no matter what happens, we will defeat Scar!” She vowed to everyone behind her with Kion walking up to stand beside her.

“And I can promise you that we all have your back on this, no matter how bad things get, Twilight.” Kion also promised to Twilight just when the rest of royal family and the Guard all walk up to join them.

"And can you promise we fix up your mane when we get back to Ponyville and right on over to Carousal Boutique, Twilight? Pretty Please?" Rarity gently implored of her while batting her eye lashes and giving her a pleading pout and buttoning up her blue eyes with a heavily great desire of not wanting to have her continue walking around town with that messy appearance.

"Of course." She gently responded immediately knowing that she wouldn't take no for an answer like she did when they first met. If she has to push and drag her every step of the way, she will do it.

At the same time, Scar is looking on at the same portal from the other side at the edge from Pride Rock, still confident that he will cement his victory for the years to come with no one to ever stop him ever again, not even the mare he just betrayed a little while back.

“So Scar…” Tirek’s voice said to him while approaching him along with Ushari. “…with the pony princess now back with all of those ponies in Equestria along with the Lion Guard, what does that mean for us since she’ll definitely be coming back for you?”

“She still won’t be problem even if she were to come back here right now.” Scar replied still looking ahead.

“But what about those keys to the Elements of Harmony?” The muscular demon pointed out still uncertain. “We don’t even have those, Princess Twilight does. How are we supposed to find them before she does?”

“We don’t.” Scar asserted while turning around to face him and Ushari. “She will find them herself as long as she knows that I’m looking for them and will do everything in her power to keep me from getting them. But not to worry…” He moved towards the centaur that towers over him. “…with the way things are all going according to plan, we will have them along with all of Equestria under my control in no time.”

“Your’s?” He glared at the lion face to face

“Yes, mine.” He glared back with no fear. “Do you have a problem with that?”

Tirek wanted to protest this but after reminding himself of how he got his freedom in the first place, he had nothing worth arguing with him for.

“No.”

“Good.” Scar gestured towards the cave behind him. “Now get some rest, you’ll need it for the coming weeks in order to build yourself back up to full strength.”

“Of course, Scar.” Tirek said in resignation to the lion-alicorn hybrid. “I won’t forget.”

As soon as Tirek retired inside the cave for the night with Ushari slithering inside to join him, he turned back to the edge of the slanted slab where the moonlight is shining on him thinking back to a time when he and Twilight were standing there together just after taking over the Pride Lands.

Out There (Scar's version)

Scar sang while caressing the alicorn while carefully placing one of his claws on her fuming scar to pull out some of that dark magic messing with her mind before forming it into an electric ball of sparking lightning while guiding her inside of the caves to further assure her that everything will work out as long as he remains loyal to her to the end. A vow that Twilight planned to uphold.

At the same time back on the balcony, Twilight was reflecting back to that moment and was finding herself opening her eyes more and more to the lies Scar told her back then since he still went through with betraying her when he longer needed her to further his conquest of Equestria.

Out There (Twilight's Verison)

To him she ended up turning out to be an expendable pawn rather than his equal and apprentice as originally planned. So she moved to fly out and up and around the castle along with flying overhead the skies of Ponyville to oversee how everyone is doing, specifically the Pride Landers with most of them predictably giving her a mixed set of both fearful and frightened reactions upon seeing while others gave her scornful frowns and even turned their backs on her. All but the kindest souls along with Makku feeling deep down she’s not a totally irredeemable pony, just someone who really needed to be reminded of who she truly is.

As Twilight continued singing while making her way back towards the castle balcony she expressed in a solemn yet hopeful tone that she will be able to redeem herself for her sins while smiling once her song and flight ended.

Unbeknownst to her from the nearby hallway was Kion, her brother, and the remaining alicorn princesses were all secretly watching her arrival with an expression that agrees with her hopes and dreams, now that she is no longer alone and back home…for now.

Author's Note

So as you can tell, Twilight's been out and alone from Equestria during the last month, training and checking up on Equestria while she was gone with no intent of wanting to fully commit to returning in the event of Scar's defeat. With all things considered, how could she?

At this point Twilight is just a pony who has nothing to lose and can only seek to atone for her mistakes before leaving for good.

So here I thought this would be a good opportunity for Simba to pass along some wisdom Rafiki once gave him when he was self-exiled from the Pride Lands, that along with Mufusa's heavenly wisdom guided her into driving herself into the right push in life.

And for those yes, he is moving to reach out to her, and no he is not giving her the very harsh earful, mainly because even with all things considered, he did it because he saw one thing in her that Scar didn't have when he turned against his Guard and that is to be explained in the conclusion of this episode when she finally returns to reconcile with her family and friends awaiting to reunite with her back in Canterlot.

As for the reconciliation scene I tried really hard to it right since said scene was a bit difficult to capture but I think I managed to get in right in a cast that encourages forgiveness in those who still have redeeming qualities deep inside. And said qualities reside in her heart that still shows that she is a good pony deep down and not completely irredeemable like Scar since he had no regrets in committing his sins after his Start of Darkness.

Of course there will still be hurdles along the way until the whole thing is resolved but the bridge will be crossed when we come to it going into the second half of this season starting with "Twilight Time." next week.

Also, yes if you've spotted the Ship Tease, and for those thinking of my thoughts about them? Depends on what I'm thinking for the story's future. Only time will tell.

And last but not least a little song "Out There" for both Scar and Twilight to reflect their thoughts on the world in front of them.

Scar's version.

"The world is cruel
The world is wicked
It's I alone whom you can trust in this whole kingdom
I am your only friend
I who keep you, teach you, feed you, train you
I who look upon you without fear
How can I protect you unless you
Always stay in here
Away in here
You are alone
(I am alone)
And you are mean
(And I am mean)
And these are crimes
For which the world
Shows little pity
You do not comprehend
(You are my one defender)
Out there they'll revile you
As untrustworthy
(I am trustworthy)
Out there they will hate
And scorn and jeer
(Not me)
Why invite their calumny
And consternation
Stay in here
Be faithful to me
(I'm faithful)
Grateful to me
(I'm grateful)
Do as I say
Obey
And stay
In here

Twilight's version.

Safe behind these stone cold rocks and these dark shadows
Gazing at the ponies and animals down below me
All my life I watch them as I hide up here alone
Hungry for the histories they show me
All my life I memorize their faces
Knowing them as they will never know me
All my life I wonder how it feels to pass a day
Not above them
But part of them
And out there
Living in the sun
Give me one day out there
All I ask is one
To hold forever
Out there
Where they all live unaware
What I'd give
What I'd dare
Just to live one day out there
Out there among the elephants, zebras, and hippos and their wives
Through the roofs and gables I can see them along with all the crocs, baboons, and gazelles

Ev'ry day going forward they'll shout and scold and go about their lives
Heedless of the gift it is to be them
If I was in their skin
I'd treasure ev'ry instant
Out there
Strolling by the grazing grounds
Taste a morning out there
Like ordinary ponies like before
Who freely walk about there
Just one day and then
I swear I'll be content
With my share
Won't resent
Won't despair
Old and bent
I won't care
I'll have spent
One day
Out there

Oh and Happy Easter again!

Episode 22: Twilight Time

Episode 22:

Twilight Time

Inside the Golden Oak Library, Twilight was watching over the Cutie Mark Crusaders. There are all practicing and learning to improve on their new skills. A time where the three kids like to call these sessions “Twilight Time" something that they all agreed to have together so the kids could help Twilight feel better about herself and help put aside her past in favor of contributing to a greater future.

Even with all things considered about Twilight, deep down she does have a heart for almost everyone in Ponyville and the Pride Lands and that includes the Cutie Mark Crusaders for whom share the big sister and younger sister relationship much like the other members of the Guard.

Throughout the sessions, Twilight has still been affable, kind, and caring towards them wanting what’s best for them with her mane now restyled her mane to its normal state, but still colored black while still keeping the pink streaks.

Sweetie Belle wanted to go first with her lesson, something Twilight had to caution to the young unicorn before proceeding with her attempted task at hoof. "Uh, Sweetie Belle, maybe we should run through the steps another few times before you try it on your own. Levitation isn’t as easy as it looks."

Sweetie Belle simply shook her head in response. "Nope. I'm ready to give it a shot, Twilight!"

"Okay then!" Twilight reluctantly allowed. "Just don’t strain yourself.”

Sweetie nodded in reply before focusing her horn on a broom that was placed nearby the library door. She enveloped the broom in her magic with her horn glowing a green aura while doing so, after her horn sparked for a few seconds. Since she is still very new to getting accustomed to using her magic, Sweetie found herself straining just to maintain a grip on it. "Can't... seem... to...!" She groaned while sweating in her struggle, before her magical grasp gave out having experiencing a crick in her neck, and once she did, the broom fell over. "Ugh! I think I threw my neck out..." She groaned while rubbing her now stiff neck.

"Aw, you're okay. Not every pony gets it right away." Scootaloo assured while walking up to her side.

"Yeah, ya just need a little more practice and then liftin' brooms'll be a cinch!" Apple Bloom added in encouragement while joining her.

"I doubt it. That thing weighs a ton." Sweetie remarked saying otherwise.

But even so, Sweetie still dropped on her flank feeling disappointed with herself. "I'll never get my cutie mark for this, and anyone without magic can pick it up without even trying."

“Now I wouldn’t say that.” Twilight gently encouraged her from getting down over it. "So maybe magic isn’t your special talent, but as long as you keep trying you’ll get it. It just takes practice. And I’m happy to keep helping you learn just for the fun of it as long as you like. Plus, it also might help you three stay out of trouble for the sake of searching for your cutie marks." The three fillies nervously giggled at the thought of their past shenanigans before moving forward when Twilight turns to Scootaloo and the disassembled pieces of a unicycle. “So, Scootaloo?"

“Are you sure you can’t show me how?” The orange filly pleaded with a wide eyes and huge grin accompanied with a squee.

But Twilight wasn’t taking the bait. “Scootaloo, I already told you I won't show you how, but I'll help you find the instructions so you can figure it out yourself." And besides, it’d be too easy if I just showed you how."

Scootaloo groaned before moving towards the bookshelves to find the information she needs to do so. "Ugh, I hate research!"

Twilight smirked to herself seeing another thing both she and Rainbow Dash have in common before guiding her of where to look. “To your left, third shelf from the bottom. You'll find it in no time."

"Thanks again for helpin' us learn all these new skills, Twilight," Apple Bloom spoke up feeling grateful for what she is doing for them.

Twilight smiled at Apple Bloom in return. "Always glad to pass on my love of learning for learning's sake. Plus it’s a pleasure teaching you three."

“It is…” Apple Bloom returned while walking over towards her chemistry set where she has a set up of potions, chemicals, along with a potted plant she plans to use for her experiment. “…although I’m a little afraid I'll never get the hang of this potion-makin'."

"Did you follow the magic plant-growing formula I gave you last time?" Twilight asked.

"Well... uh... more or less." Apple Bloom answered rather nervously and honestly without giving a direct answer that gives away yes but it didn’t go the way she thought.

But nevertheless it was still a learning experience for the farm filly and that was enough for Twilight to give some encouragement. "Well, let's give this a try on this apple seedling and see how we do. Shall we?"

Apple Bloom moved to do so while still very nervous with the results that will come out of this. "Oh... I hope this works."

She flipped a switch, and a drop of the formula landed in her potted plant, creating a cloud of green colored dust. Twilight coughed, as she fanned the dust away with a hoof. When the dust cleared, the seeding looked like it was starting to sprout for a second, before it hunched over and starting coughing like crazy.

Both Scootaloo and Sweetie Belle giggled with Twilight unable to resist a slight giggle too since it was admittedly funny.

Apple Bloom just had this to say to her plant. "Layin' it on a little bit thick there, aren't we, pal?"

The next day, at school, all three crusaders were playing with Pipsqueak, with all four ponies all in separate squares created by white paint each passing a blue toy ball towards each other while taking turns. The rest of their classmates were occupied with having fun such as playing on the playground, talking to each other, playing tag, and of course relaxing in the shade.

But the fun didn’t last all recess when a familiar pony approached everyone with her voice speaking up loud and clear.

"Yoo-hoo! Gather 'round! It's time!" Everyone rushed over to the direction of the voice provided by Diamond Tiara herself with Silver Spoon walking beside her. "You all know that I promised to show off an amazing, first-time-ever acrobatic display for you all today!" The pink coated addressed everyone with all of her classmates all cheering in excitement.

Well all expect the Lion Guard fan club, due to knowing the real her underneath that sweet and seemingly friend face and for a good reason.

“Five…”

“Four…”

“Three…”

“Two…”

“One…”

All five kids counted down with deflated expressions.

"I know, it's so exciting. But I'm tired." Diamond said with a pretend pout which earned her disappointed “Aww’s.” from the crowd along with a disapproving look from her partner.

“What a surprise.”

“No kidding.”

Both Shaukku and Gumba dully remarked.

“But...” Diamond continued not done there. "I did not wish to disappoint you all, so I brought my butler Randolph to do them for me.”

Said butler is an elderly male earth pony wearing a black butler jacket with a white undershirt and a blue bowtie. He was also sporting a blueberry colored coat, light gray hair, blue eyes, and had a feather duster cutie mark on his flank.

Even with his old age, he managed to perform a series of acrobatics that most ponies his age don’t have.

Everypony was amazed with his magnificent and graceful displayed, even the fan club was impressed yet disappointed when Diamond rudely shoved her family butler aside to basking in the applause and praise near and far from most of her classmates.

The kids along with Silver Spoon moved to help the poor pony up to his hooves before moving to help him up to his hooves.

"That was amazing, Diamond Tiara.” One of the fillies complimented.

"I know.” She smugly replied. “I don’t know how I do it.”

“By being a mean jerk face to a pony hired to assist you.” Shauku remarked with a tone of disgust while turning back to the butler still spinning his eyes in his daze.

“I know she is a smug c…” Gumba remarked back before realizing what he was about to say in front of every kid in school and in front of Silver Spoon now giving him the eye. “…contagious and disgusting in every way.”

“I’ll say.” Mtoto agreed sharing his friend’s disgust. “And nice save, by the way.”

“Thanks.”

“Where exactly did you learn that word?” Silver inquired of Gumba with an arched eyebrow.

“I may have accidentally picked it up from some of the grown up elephants when one of them accidentally dropped a true trunk on his feet.” He sheepishly confessed. “I’m sorry, you know I didn’t mean to nearly say that.”

“That’s fine.” Silver Spoon accepted it before sternly advising. “Just be careful and watch your mouth while you’re here unless you want to get the whole class getting an earful from our teachers and parents about that.”

She moved to join her friend while the other kids move to assist the butler back towards the crowd

"Can you believe her?" Apple Bloom groaned, also disgusted with Diamond’s behavior yet again. "She can treat butlers like trash yet is still getting so much attention without even doing anything."

“I know.” Scootaloo commented. "She's using somepony else to build herself up, and without even putting any effort into learn her own skills like we do!"

“Yep, she takes the credit and he takes the fall.” Sweetie summed up. “But you know…” She then thought. “If we get really good at the stuff Twilight's teaching us, we could be the big shots around here for a change!”

The three fillies all thought long and hard with their idealistic visions of how talented they could become with the skills they are learning before demonstrating it to their classmates.

"Check this out!" Scootaloo exclaimed, as she easily put together a unicycle in less than five seconds.

"And check this out!" Apple Bloom shouted, as she poured a potion into the ground and created a giant apple all supported on a tree when it sprouted up from the ground. Everyone was amazed by the sight of it, very much so since it was like the impossible became possible.

"And now, check this out!" Sweetie Belle shouted while using her magic to levitate Diamond Tiara while spinning and tossing her around like a rag doll.

"Whoa, whoa, Hey, put me down!" Diamond pleaded unsuccessfully with everyone all laughing at her humiliation.

Sweetie continued to giggle like she would in her fantasy until Diamond Tiara came over to tap her head in order to get her attention.

"Hey, can you hear me?”

"Huh? Huh? What? What?" Sweetie remarked while shaking her head around as if she briefly forgot what was happening around her before apologizing to the mare in front of her. “Oh, Diamond. I’m sorry, were you saying something to me. I wasn’t quite listening.”

Diamond groaned before moving to repeat the question she tried to ask her. “Ugh, I guess even younger sisters of famous ponies need to reminded every now and then. I was asking if your sister Rarity will be taking you to Manehattan anytime soon."

"Because if she is, maybe you can meet up with us while we hang out with a bunch of famous celebrities. Maybe even Countess Coloratura, the greatest singing sensation since Sapphire Shores." Silver Spoon offered finding the idea pretty interesting herself.

"Cool!" Scootaloo remarked liking the idea too as evidenced by her eager flipping of her little wings.

“Well that’s…” Apple Bloom replied feeling a little offended before thinking. “...actually pretty nice of you to offer."

But Sweetie had this to say in response . "Actually, my sister hasn't offered to take me to Manehattan anytime soon."

"Yeah, we figured. Too bad, so sad," Diamond taunted before doing her signature secret hoofshake with her friend Silver Spoon. “Bump, bump, sugar lump rump!" They both laughed, taking pleasure in rubbing it in the Crusaders' faces.

Furious at the two over the fact that was all just a set up for another putdown, Sweetie snapped and retorted! "Oh, yeah?! Well, I don't have to go all the way to Manehattan just to hang out with the famous and super-cool ponies from the Pony Guard! Me and my friends hang out with Princess Twilight all the time! So if you both excuse us, we must be going” She concluded by stamping her hoof into the ground before leading the Crusaders away from them. “Girls.“

Diamond and Silver Spoon were both left into stunned silence hearing this and is now following after them in response. "Wait, d-did you say Princess Twilight?! As in the Princess Twilight?! You hang out with her all the time? For real?" Diamond asked trying to make sure they are telling the truth this time around.

"More like once a week or so is more like it." Apple Bloom explained while still walking ahead of her.

"She helps us learn cool new stuff to do! That we actually do ourselves!" Scootaloo added with emphasis on the last part with a glare while directing her attention back to her poor butler balancing himself on a ball while juggling in front of their classmates while the fan club watch over him to make sure he doesn’t get injured.

“You must bring me along the next time you go.” Diamond eagerly implored of the trio.

“Bring us along.” Silver Spoon added.

“I mean we used to see her all the time and I thought whatever.” Diamond then said.

"But now she's a princess, which makes her totally awesome!" Tiara added with newfound respect for her.

"Plus she has wings!” Silver added

“And she's an alicorn!" Diamond continued before popping the question. "So can I– "

"We!" Silver Spoon corrected.

"-go?" Diamond finished asking the Crusaders with she and her friend sporting the most pleading and eager smiles they can muster.

Both Scootaloo and Apple Bloom shook their heads not wanting to invite them especially after all the trouble they put them through.

Apple Bloom turned back to break it to her while still feeling nervous about her approach. "Uh, I don't think we should–"

But Sweetie Belle quickly spoke up and interrupted before escorting her friend aside. "- Would you two excuse us for a moment? Crusaders talk and all that."

She got both Apple Bloom and Scootaloo to get together in a huddle before explaining what she’s thinking. “We should totally say yes! This is a golden opportunity!" Sweetie suggested in a whisper.

Apple Bloom was understandably incredulous at the idea. “Are you kiddin'? I don't want them laughing at us while I'm mixin' potions and accidentally sendin' plants into chokin' fits! Not to mention she managed to get my cousin to briefly turn against us."

"But don't you get the idea? They’ll have to learn something too.” Her unicorn friend explained before briefly turning their heads back at the smiling duo.

"And they won't be able to laugh at us when they're so busy trying to learn stuff of their own. Which means I'll finally get some payback." Scootaloo added in realization.

“And I suppose it wouldn't hurt to get on their good side for a change.” Apple Bloom then considered another possibility out of all of this. And after exchanging some bright smiles the three came to decide to give both the rich fillies the invitation with the only hope that doing so won’t bite them in the flanks.

Yet they are unaware that Twilight with her observational magic has been spying on their conversation now formulating a plan to deal with this seeking to teach the girls a lesson out of all of this.

After school was over, Diamond and Silver followed the Cutie Mark Crusaders to Twilight’s current residence, the Golden Oak Library. And it didn’t take long for either filly to start gushing over meeting her.

"Oh, my gosh! A princess lives in there! And I'm about to go inside and see her! I can't even tell you how excited I am!" Diamond expressed out of sheer eagerness of a fangirl.

"I can't either!" Silver exclaimed in the same fangirl excitement while bouncing up and down repeatedly.

Just as Scootaloo knocked on the front door, Sweetie Belle turned to the fillies with much needed words of caution to say to them. "Now remember, Twilight takes this time out with us so we can learn stuff. So please try to be on your best behavior.”

But at that moment, Twilight opened the door to greet them. “Hey there, girls! Come on in!”

But due to Sweetie’s words flying through their ears the two both rushed over to Twilight while squealing with sheer fanpony excitement. “Princess Twilight!" They both shouted in unison while bouncing up and down in front of her.

"Oh, it's really her! This is like a dream come true!"

"Oh, my gosh, I don't believe it! Please tell me I'm not dreaming!"

Twilight while expecting this, was still a bit uneasy by the overenthusiastic guests. "Oh, and, uh, you brought guests. Great!" She added with a forced smile leaving the girls to have to assure her it’s a one-time thing.

“Just this once.” Scootaloo stated.

If only if things were easier said than done due to Diamond getting off to a bad start with her non-stop gushing over the alicorn princess. “Princess Twilight, it is such a thrill and honor to be here! You have no idea how long I've been waiting," She then spots the pink skunk stripe in the alicorn's black tail. "Oh my gosh, who dyes your tail?"

"Actually, it's not dyed at all. I've always been this way," Twilight corrected her before leading everyone inside not without stopping the Cutie Mark Crusaders in their tracks for a quick word. "Listen, I'm all for helping as many ponies as I can, but maybe we should keep these weekly visits just between us, hm?” She kindly asked of them who all sport honest smiles in reply to assure that they will. Once that was settled, they all walked inside to get started with Twilight Time. “All right, which one of you wants to practice first?"

None one of the girls were quick to step up.

"Shouldn't they be going first? After all, they could afford to learn a new skill right here." Sweetie protested with a pointing hoof at the two fillies looking at new books to read.

Twilight smirked in response. "No, silly! I have yet to get them set up with their lessons. Besides these sessions were made and just meant for the three of you.” The girls shifted eyes towards each other feeling a little worried they may have made a mistake here. “And since none of you have decided to step up…" She added before turning to Apple Bloom "Apple Bloom, go ahead. Let's see how your plant potions are coming along."

Seeing that she has no choice lest she wants to put an end to Twilight Time, the farm filly moved to do so while their guests watch with mean grins, something that the alicorn was quick to get them to stop with a sharp scolding glare of her own directed at them.

The next day the three fillies were walking together feeling down that their plan didn’t go well. And it was something that Apple Bloom wasted no time in telling off her unicorn friend for suggesting the idea in the first place.

“I can't believe I let you talk us into bringin' guests yesterday and making ourselves look bad in front Twilight."

"Well, I didn't actually hear them laugh at us even once, Apple Bloom," Scootaloo argued. "And at least Twilight kept the two in line even though for some reason Diamond really, really, wanted to spend some time with her."

Apple Bloom quickly voiced against any further thoughts. “It's 'cause they laughed on the inside and we’re not about to cost ourselves a friendship with Twilight because of it."

"Don't worry. We won't make that same mistake again, I swear it." Sweetie firmly assured and promised her fellow Crusaders.

But no sooner than she said it, they found themselves being approached by both Diamond Tiara and Silver Spoon, who were accompanied by a huge crowd of fillies behind them.

"Aw, great!" Apple Bloom groaned upon seeing what Diamond Tiara has done. "Look who showed up to make fun of us. No surprise that she would tell everyone in school about our special private time with Twilight."

"So much for learning skills to be big shots," Scootaloo remarked. "Along with our dignity."

"Hey, guess what!" Diamond asked them while smiling. "I told everyone about special Twilight Time."

"Oh no, here it comes..." Sweetie groaned while looking away expecting the usual worst, the inevitable humiliation.

“And they all want in!" Tiara proudly declared.

All the colts and fillies that had gathered behind Diamond and Silver all chanted. "Twilight Time! Twilight Time! Twilight Time! Twilight Time!"

“Thanks to me, you’re the hottest thing around. You’re welcome!” Diamond added feeling very proud with what she has done even though it’s really making things worse for the Crusaders and she knows it.

"Uh-oh..." Sweetie Belle whispered to her friends upon seeing how things just got worse thanks their longtime rival.

The trio of fillies were all left at a loss of how to react to all of this while the crowd continues chanting.

"Twilight Time! Twilight Time! Twilight Time!"

“Wow! All these ponies really wanna meet Twilight that badly?" Sweetie was the first to speak up and ask the crowd.

"We love you forever, Cutie Mark Crusaders!" Pipsqueak shouted with the crows behind cheering loudly in response before Diamond moved forward with the heart and decency (even if there some secret motive behind this) to calm the crowd down.

"Now, now, everypony! Settle down. Demanding time with the princess as an unruly mob simply won't do, not at all," She commented. "Might I suggest that you perhaps get organized through us, the Cutie Mark Crusaders' nearest and dearest friends?" She told everyone while placing her hoof around Scootaloo.

Silver Spoon rolled out a clipboard and managed to organize the foals into an orderly line. "Everypony get in line! Single file please! No pushing, no pushing!"

Just then, their friends from the fan club came by wondering what the commotion is all about. And of course knowing them, along with Diamond Tiara, the latter has managed to stir about trouble for the trio of fillies yet again.

“Girls!” Mtoto called out. “What’s going on?”

“And why are there so many ponies lining up in front of those two for?”

“What’s Twilight Time?”

Both Kwato and Kambuni both asked.

"A huge mess. That’s what’s going on right now." Apple Bloom replied upon seeing the long line of foals gathered in front of Diamond Tiara and Silver Spoon.

“A time meant for private sessions with Princess Twilight turned into a disaster thanks to Sweetie Belle’s brilliant idea of inviting them to one of our little get together’s.” Scootaloo added with some angered sarcasm directed at the little unicorn.

"And it still is!” Sweetie quickly defended. “Not to mention actually an awesome idea!" Sweetie Belle added upon realizing and thinking this is actually a good thing, and quickly explained. "They all think we're the greatest thing ever, because we're their one ticket to get time with Ponyville's newest and biggest celebrity, Princess Twilight! We're really and truly and certifiably the biggest of the big shots in school right now!”

“Huh?” Their friends all were still lost of how it is still a good thing.

“I thought you all said that inviting ponies to your special Twilight Time was a bad idea?” Mtoto brought up. “What’s changing your mind all of a sudden now?”

“It is!” Apple Bloom asserted. “And there’s no way we’re just going to bring the whole class over!”

"Yeah!” Scootaloo agreed. “There's absolutely no way we can just 'convince' Twilight to let us bring our whole class over, she’ll quickly turn us all away in an instant!"

After a moment of thinking, Sweetie looked at her friends calmly while smiling with a plan in mind to keep both parties from finding out the truth. “Relax. I got this. Just leave everything to me."

“Then I guess that means you got a plan?” Shaukku figured upon seeing the unicorn’s calm demeanor and approach.

“Yep.” She nodded.

“And what about us? Anything we can do to help you three out in case, Pink Prissy Pants gets any ideas of tormenting you all?” Gumba asked while giving the filly the stink eye from afar.

“Yes.” She nodded again. “Just keep watch over them and give us signals in case something arises.”

“Okay.” Mtoto reluctantly obliged before turning back to his equally uneasy friends still getting a bad feeling in their bones that someway somehow this won’t end well for them especially since knowing of what happened to the mare herself from the other Pride Landers. And given the scars she still carries from that day, it’s quite likely Twilight’s not the forgiving mare who will look the other way towards those who deceive her.

With that said, none of the kids ever forgot the day they caught a glimpse of her in her darken glory when flying by Scar’s side when he unleashed lava that forced everyone out of their homes.

The sheer heartbroken looks in their ears really pulled their heartstrings of seeing the once beloved protector of the realms resembling and siding with the lion that caused pain and suffering during his previous reign over the Pride Lands. The only thing they could do while running and dodging the fatal splatters of hot lava is wonder what got into her into turning on them like this. And from eavesdropping from on the important meeting with the Royal Family and the Guard with help from Mtoto’s ears, they had to learn that they all hand a hoof and paw for inadvertently playing a role in her decision to support Scar’s conquest.

There were no words for any of the five kids that described their thoughts and expressions of how this happened. Kambuni was left weeping to herself before walking off feeling very upset. Both Shauku and Gumba were both in angered disbelief before storming off together. Kwato was left devastated before walking off staring at the Guard’s direction with a severely disappointed glare. But the worst of all was the upset look Mtoto had with tears streaming from his eyes before walking off ahead and away from the Guard and the Royal Family as they all take in the massive earful from the other Pride Lander leaders for their poorly executed handling of the wedding.

Aside from putting up a positive smile and face in front of the crowd at the qualifying try-outs for the flag carrying for the Games, the kids haven’t really talked to any of the Guard since then due to their respect for them having been completely shattered. Not even Mtoto would talk to Beshte, the friend he idolized from the start. And that really left Beshte very hurt and saddened with how much their failure in protecting the Pride Lands has done especially since it lead to the loss of one their dearly beloved friends.

All the kids could now hope for was that their pony friends knew what they were doing and that they won’t give her further reason to further alienate them and everyone she used to care for.

Later that day, after school was let out, the Crusaders made arrangements to get Twilight to come down to the Hay Burger and hang out with them as a way of saying thank you for all of their Twilight Time sessions with her. During which, the Crusaders made sure to let all their classmates know what was happening expecting just a few fillies to take along for the spying from the bushes. Unfortunately, all the colts and fillies were absolutely thrilled with the idea to the point they all decided to hide behind the bushes together.

But nevertheless, since they have their friends to count on to keep them under control, and from creating a scene with Twilight being the wiser to what was really going on. Even so, the Crusaders knew what they were getting themselves into with this scheme they were preparing for.

"I don't know about this, Sweetie Belle," Apple Bloom voiced still feeling unsure about going through with it.

“You said not to invite them to Twilight Time and I didn't.” Sweetie replied. “So what's the problem?”

"This feels like a trick." Scootaloo answered. "A trick that’ll get our hooves tied up if caught red-hoofed.”

“What's tricky about inviting Twilight over for a meal to thank her for all the nice things she's done for us? Seems like the least we can do for the princess. Plus, we have our friends to help keep them from her from finding out." Sweetie reasoned still thinking they can pull this off no problem

"Did someone say 'princess'?" Pipsqueak questioned loudly while popping his head up from behind a bush.

Both Kwato and Kambuni were quick to have him duck back down out of sight to avoid stirring up trouble, at least for now. “Not yet!” The former scolded.

“Sorry.”

“If this is to work all of you need to stay down.” The zebra ordered. “And once this is all over, none of you all are to ever speak of this again.”

“Okay, okay, sheesh.” Diamond Tiara grumbled in response though didn’t not have that coming due to the times she has given his friends a hard time.

“Here she comes!” Kambuni reported upon spotting Twilight approaching the place from atop the nearby hill.

“Lavender mare at 2:00!” Gumba added.

“Good.” Sweetie nodded upon seeing that everyone is cooperating for now and everything is falling into place.

Once the four were all seated together, they all ordered food together with Twilight ending up having quite an appetite ready for this visit. It’s like she had a light breakfast this morning. But she was able to reign in her messy manners to the point she was lick her lips clean from the ketchup stains on her face before continuing to chow down on the hay burgers and horseshoe fries she was eating.

"Wow! I didn't realize just how hungry I was! Excuse me" She said after gulping down her first hay burger and side of hay fries before downing another burger in one bite. "I'm so glad you girls asked me to join you here today. In fact, I'm so honored!

"Really? You're honored to be here with us?" Sweetie asked, really surprised of what Twilight was telling them.

“Mmm-hmm.” Twilight replied before stopping herself from eating for a second to take the time to explain why. “When I first started working with you to help learn new skills. I remember thinking 'Working with young students so devoted to the joy of learning purely for its own sake? What could be better?'" She paused for a moment to eat some of her fries, before continuing. "And I really admire and appreciate the fact that you all came to value this special time together and the fact that I know three special ponies I can really come to trust.”

“Really?” Sweetie Belle returned taken by further surprise. “Well…” She and the other Crusaders were left at a loss of words for what she just told them. “Wow! Well…we feel the same way.” The other two girls quickly nodded in agreement.

“It’s why we invited you here.” Apple Bloom added with a forced smile.

“Couldn’t have said it any better.” Scootaloo added adopting the same expression as Apple Bloom and Sweetie Belle. Yet deep down all three ponies were feeling guilty with the fact this is coming at the same time they aren’t quite being honest with her for the sake of their own benefit.

Just when Twilight was sipping on her soda she spotted Pinkie and Bunga both walking by with milkshakes in tow. “Oh hey Pinkie Pie, Bunga, what’s up?!” She cheerfully greeted the surprised duo since they never expected a cheerful response from the mare who normally wouldn't be in the mood for greeting them so soon since her return.

“Oh hi, Twilight!” Bunga quickly and happily greeted.

“Wow! Haven't seen you here at the Hay Burger in, like, forever and a half!" Pinkie added equally happily and pleased to see her smiling and greeting them.

“I know," Twilight smiled as she replied. "I've been so busy, I forgot how delicious everything is here!”

"Totally!" Pinkie agreed while turning her head. As she did, she saw what seemed to be an crowd of oogling colts and fillies pressed up against the window with the Lion Guard fan club struggling to keep them at bay.

"Hey, what's going on out there?" Bunga asked causing Twilight turned to look back just when the school ponies disappeared out of sight. "Oh, never mind, they're gone."

But as soon as Twilight turned her back the ponies reappeared. "They're back!" But when she turned to look again, the ponies disappeared again. "Never mind, they're gone again."

The two then walked off somewhere with the honey badger muttering to Pinkie. “I thought I could have sworn I saw the Pride Landers from our fan club just seconds ago.”

But once Twilight turned her back for the third time and well-timed, the crowd all pulled out their cameras and started taking pictures of the mare eating her hay burgers and fries. All while the kids trying to help the Crusaders were all struggling in vain to keep their heads down. With all of those cameras clicking and snapping photos, Scootaloo moved to make poses for the camera while pulling Sweetie Belle into one.

"Knock it off, will ya?!" Apple Bloom whispered to her Pegasus friend with gritted teeth.

But Twilight having fully heard that turned back to the window forcing the fan club to retreat before she could spot them. “What in the world is going on out–" She spots the group of picture takers in the act. “Well, this should be interesting.” She said while getting up from her seat to have a quick word with all kids spying and taking pictures on her.

Once Twilight went outside, Apple Bloom took the time to question Scootaloo for her choice to make poses for the cameras which allowed Twilight to spot them. ”Seriously?! What was all this? And this?" She chided while mimicking the poses Scootaloo had made.

“I couldn't help it." Scootaloo responded in slight defense. "When I don't smile in a picture, I look sad."

"Oh, we're gonna look sad all right..." Sweetie groaned, placing her head face first into the table. "Once Twilight learns the truth and once all of those kids learn the truth, we are done."

“Who knows?” Scootaloo tried to get her friend to think otherwise. “Maybe she won’t find out about our involvement.”

"Of course she is going to find out!" Sweetie retorted. “Do you honestly think Twilight is that gullible?”

“No.” Apple Bloom honestly answered.

And truthfully, Scootaloo agreed with her there. “Me neither.” She then motioned the other Crusaders towards the door. “What do you say we split before she gets ticked at us?”

“Let’s.”

“Good idea.”

Apple Bloom and Sweetie Belle quickly agreed before moving to make the super sneaky maneuver in order to get the hay out of dodge.

At the same time, Twilight had gone outside and was currently confronting the massive crowd of ponies who were all standing and staring at her all waiting for her to come on. "Uh, can I... help you?" She asked upon seeing the silent and wide eyed look from the group of fillies.

After a few seconds of staring, the group burst out into cheering and screaming while surrounding the princess like crazy fanponies. Some of them even went as far as wanting autographs, and even posing for pictures.

"You seriously all want my autograph?" Twilight asked the crowd, before deciding it was the least she could do for some of the kids. "Okay, I guess I'll sign a couple for you, but then I really must get back to my little friends." Just then she spotted the three trying to sneak away from the restaurant unnoticed. “Oh, there you are!"

"To think I've been to the Hay Burger so many times, never knowing it's a regular hangout for a princess!" Pipsqueak remarked feeling amazed with what he is learning about her.

“This isn't my regular hangout.” Twilight kindly yet quickly clarified while gesturing a hoof in the Crusaders direction. “I'm only here to be with them.”

“You mean, Princess Twilight decides where it's cool to go based on where they go?” The brown spotted filly then voiced with surprised disappointment.

“Well I wouldn’t say that.” Twilight replied before turning to the Crusaders without a hint of anger towards them. “Anyways, thanks girls. This was very fun.” She added while wrapping her hooves around them as a grand gesture of great trust for the fillies before flying off leaving the surprised fillies silently astonished further by her compliments as she flies off and away. “See ya around!”

After Twilight had left the fillies gathered around the Cutie Mark Crusaders with excited chattering with their friendship with the princess feeling very amazed with what they saw.

"Hey, Crusaders," Pipsqueak spoke up. "I'm opening up a new lemonade stand! Won't you come to the grand opening next week?" The three fillies all exchange quizzical looks towards each other whether or not to accept this offer. “I'll give you free lemonade for a week!" Pip further offered.

Still unsure of what to do, Sweetie hushed to her friends with another quick fix she thinks is doable. “Relax, I got this.” She then moved to answer their friend’s question. “Of course we’ll come, Pipsqueak.”

“Yay! Everpony is invited!” He cheered with joy with their decision just before the crowd dispersed all planning on being there too.

As soon as the crowd left the Crusaders alone with the smug smirking Diamond Tiara glancing back at the Crusaders feeling this is going to be a pride before fall situation where they'll crumble and lose everything should things inevitably go wrong.

“Sorry girls.” Mtoto began feeling responsible for not doing more than what he could. “We tried to stop them.”

“But all of them apparently don’t understand the fine line of privacy.” Shauku grumbled.

“Or respect for others.” Gumba grumbled. “Because it seems to me all of these ponies care more for Twilight being a princess rather than being a friend who wants to be valued for her friendship and learning. If she truly does have a heart.” He said with the last part under his breath.

“It’s okay.” Sweetie holds no hard feelings towards them. “You all tried your best.”

“I just hope you’re not letting this special bond with the princess get to your heads along with allowing things to get out of hoof, again.” Kwato expressed hopefully.

“Like the other times we’ve tagged along for some of your adventures.” Shauku added that the past memories aren’t lost on them.

“I’m sure of it.” Sweetie once more insisted. “As long as we keep both sides from knowing either way, it’ll all work out. Right girls?”

Her fellow Crusaders didn’t exactly agree with her there as evidenced by their disagreeing and uncomfortable expressions.

“Sure?”

“Uh-huh.”

They both reluctantly replied for the sake of her friend.

“Okay.” Kambuni relented along with the others not wanting to further argue with them while deciding for the best they she and her friends leave them to it. “Whatever makes you happy even though I don’t think of what you’re doing is a good idea.”

“Yeah.”

“Uh-huh.”

“Me neither.”

Shauku, Gumba, and Kwato all agreed all not into sticking around to the end for the inevitable to happen before they move to leave.

“Good luck, girls.” Mtoto wished them the best while joining his friends. “You’re sure going to need it.”

Sure enough, they were right when their connections to Princess Twilight lead to them getting pampered at the hangout where Pipsqueak is holding his lemonade stand where all three fillies were getting the special treatment of their lives from it.

There, Scootaloo got her hooves shined so bright that you could see your reflection in them, something that Rarity would admire herself. Sweetie Belle was treated to complimentary lemonade, and Apple Bloom got pretty bright diamonds on her pink bow ribbon.

Then, Diamond Tiara invited her to her pool party as part of her trap to lure a massive mob of colts and fillies to her who are all currently waiting for them at the front gate. All of them chanting…

"Twilight Time! Twilight Time! Twilight Time! Twilight Time! Twilight Time! Twilight Time! Twilight Time!"

"Okay, I know exactly how to handle this." Sweetie quickly suggested in a calm tone.

"And that would be?" Apple Bloom asked.

"Run!" Sweetie shouted without any traces of her cool in her tone before leading the Crusaders away as fast as they could run. And they weren’t trailing too far behind since they are able keep pace on hoof along with some who are able to ride on scooters.

The girls personally wish they had the fan club friends along with the Lion and Pony Guard around to help them out in a time like this. It was there they came to see the consequences their friends tried to warn them about, yet too late.

After finally managing to run all the way across town to get to Twilight’s house, the kids were all able to quick surround them before they could knock on the door. The chase wore the Crusaders down and were left helpless when the ponies riding on scooter’s knocked on the door under Diamond’s instruction.

A second later, Twilight answered the door, looking surprised at the many ponies showing up at her doorstep.

“Well this should be interesting.” Twilight thought to herself before addressing the Cutie Mark Crusaders seeking an explanation for this. "Care to explain?" She asked with a raised eyebrow.

“Look, we know you said we should keep Twilight Time to us…” Apple Bloom frantically began.

"We didn't mean for so many ponies to be here! Honest!" Scootaloo added just as frantically as her farm filly friend imploring of her to believe them.

Twilight looked at them with a calculating look before responding to their pleas. “Okay. Let’s do this.” She said with a positive smile.

“Huh?” Apple Bloom was confused along with the other Crusaders.

“So you're not mad?” Scootaloo felt the need to ask even though it is generally not a good idea to push her luck in these kinds of situations.

“Oh, no. It’s the perfect opportunity for you girls to learn a very special lesson I have in mind today.” She shook her head still treating it like it’s no big deal before leading everyone inside. “Come on in, everypony!”

Once every pony was inside, the Cutie Mark Crusaders took a moment to sigh in relief thinking things were going to play out just fine, yet unaware of what the princess was setting everything up for when she separated the fillies into three separate groups. Earth ponies in one section of the library, Unicorns in another section, and Pegasai in remaining section in the library. And the Cutie Mark Crusaders themselves are in the remaining section where Twilight turns them with the intention of wanting them to prove their skills first.

“Okay, now that everything is now organized, let’s begin shall we?” Twilight announced to everyone while standing on top on the center tree stump used as a book stand for ponies to read with every pony all eyes and ears for what’s going to happen first. “Starting with the Cutie Mark Crusaders.” She gestured to the three now surprised fillies.

“Oh boy," Sweetie gulped now feeling the pressure and heat has already has turned up on them, and nervously she said to Twilight. "Us first?”

“Of course!” She replied still smiling. “Who better than the first and most loyal students I’ve taught in my time here in Ponyville? The ponies who aren’t the kind of ponies who wouldn’t use our time together to their advantage just because I’m a princess.”

The girls exchanged scared looks towards each other seeing they are now cornered when she approaches them both ways.

“Of course we wouldn’t!” Sweetie quickly protested their innocence. “We wanted our time together just as a way to be with you and learn new things. Really and truly!"

"Prove it." The alicorn told them.

"Huh?!"

"If what you said is true, then I'm sure you've all been practicing your skills over the past week. Show me how much better you gotten," Twilight instructed and explained. "So I’ll know for sure that you really mean it."

The three girls looked at each other awkwardly and trying to figure out a quick solution to saving face in front of everyone present. From the eager ponies to the smug and arrogant Diamond Tiara awaiting to see their inevitable humiliation.

"Uh, well, uh... we... can't." Apple Bloom stammered in response.

"We kinda rushed over and forgot to bring our stuff. Sorry." Scootaloo added apologetically.

"I see." Twilight remarked in a tone of disappointment before turning her back from them.

Seeing they have no choice in order to keep their lies from being uncovered, Sweetie was quick to respond. “No, wait!" She called out to Twilight, before turning to all the ponies gathered while dragging her friends into the inner circle of the treehouse. "Hey, everypony, you're in luck! You came to learn, but instead you're getting dinner and a show! Get ready, 'cause we, the Cutie Mark Crusaders, are about to lay on you the amazing skills that we've learned in Twilight Time!" With that announcement made, the colts and all smiled ready to see how talented they all are. "Unfortunately, since we don't have Scootaloo's unicycle parts, she'll just take apart and put back together one of the scooters from outside."

Scootaloo quickly pulled out the first scooter she could find outside and began disassembling it catching Pipsqueak’s eye.

“Hey! That's my scooter!"

"Sorry but you got us into this mess, kid. Might wanna roll with us here." Scootaloo simply replied before continuing with her personal setup.

"Now, since Apple Bloom doesn't have her apple seed with her to try her plant growth formula on, she'll just grab a fresh apple from the kitchen," Sweetie continued while Apple Bloom is doing exactly that at that moment while she moves towards the broom she plans to use to conclude her announcement to everyone. "And I will begin the show by using my magic to lift this here broom! Now watch and prepare to be amazed!"

So far the Crusaders were making a good first impression. Scootaloo managed to put Pip's scooter back together like it was no big deal. Sweetie managed to lift the broom without too much trouble. Apple Bloom poured as much of her plant growth formula onto the apple as she could as she instructed.

But then, things literally fell apart when Pip’s scooter fell apart seconds after Scootaloo started riding it along with Sweetie finding herself unable to lift the broom up any higher than her the tip of her hooves. Along with the biggest blunder with Apple’s Bloom formula growth working on the apple too well to the point it grew to the size of Applejack’s prize winning apple before exploding and covering everyone in applesauce.

"That didn't turn out quite how I had hoped," Sweetie was all she could bring herself to say in response to their initial success blowing up in their faces.

Twilight sighed while casually shaking the applesauce of her coat before telling everyone while removing the applesauce from their bodies one at a time. "Looks like Twilight Time is over since it’s pretty clear you’re all only here just for the sake of meeting a princess." She then quickly eyes Diamond Tiara with a look that’ll tell her that she is going to get a stern talking to for her behavior if she doesn’t leave now. “And that includes you too, Diamond Tiara.”

Diamond Tiara walked off in a huff with all the foals whined before making their way out the door with Twilight following after them.

Once every pony was cleaned up and out the door, she turned her back to the Cutie Mark Crusaders with clear disappointment and disapproval in her tone of voice. "So…” She gestured them to explain themselves. “…care to explain why things got to this point? Taking advantage of our friendship for popularity and inviting me over to the Hay Burger for all of those fillies to be taking pictures of me." She sternly added while levitating the photos she confiscated from them which consisted of some of her slightly messy eating moments.

“You knew!” Sweetie exclaimed in shock upon this revelation.

“Yep.” She nodded before silently recalling her earlier spying on the kids just before she arrived at the restaurant with her magic along with the Crusaders time with the other fillies during their short-lived popularity. “I knew all along of what was really going on around me and quite honestly and frankly, I do not like being taken advantage of by those who I’ve come to trust after taking them in under my own wing.” She further scolded. “And I’m afraid I can’t work with ponies who are only out for themselves.”

“Can’t say we didn’t deserve it.” Scootaloo didn’t even try to deny it.

"We're really sorry, Twilight." Sweetie Belle apologized on behalf of the Crusaders with great remorse. “We know we made a huge mistake and we really never meant for things to come to this and start off huge, it just grew that way.”

“And we really and truly did enjoy learning new skills with you.” Apple Bloom with great sincerity even knowing that Twilight won’t be giving them another chance anytime soon. ”Guess we'll have to just keep on doing it without you now. “ She sadly said while properly fixing up Pipsqueak’s scooter and handing it to her. Thanks, Twilight.”

Apple Bloom moved to recreate her potion again on a flower this time and created a small purple flower with it with Sweetie Belle following it up with by magically levitating it onto the alicorn’s black and pink mane.

“Thanks…”

“Thanks…”

The other two Crusaders followed up before they and Scootaloo all proceed to walk out of the library for the last time…

But during that time frame, upon seeing of how sincere and remorseful the three fillies, along with how much she sees herself in them while thinking back to a time where she had it worst when she was a filly in school.

A time where she thought to herself to when she was just taken advantage of by other fillies the following semester since her biggest embarrassing scene in magic kindergarten for her connections to her mentor. By the time it was all said and done and she was left alone, Twilight was left a sobbing wreck with her feelings against friendship further strengthen because of it…

…it was there Princess Celestia back then approached the poor girl by gently moving her wing to bring the filly in for a much needed hug. An act of kindness that really helped her feel so much better giving Twilight the feeling that she at least has one loyal, generous, and honest pony she can turn to in a time of need.

And just thinking back sparked a light inside Twilight’s still darken heart to where she actually was left very moved and touched inside to where she acted right before the girl’s could set hoof outside of the library.

“Sweetie Belle…Girls…” Twilight called after them who all turned back just when she magically removes the applesauce from their coats. “Remember a moment ago when you asked me to give you a chance?” She said with a warm smile.

The girls all smiled in return seeing that she is really giving this opportunity to redeem themselves.

“Really?!” The girls asked in unison making sure this was really happening.

“Under the condition that it never happens again.” She seriously added while briefly dropping her smile when she said that.

“Of course not!”

“That’s a promise!”

“Absolutely guaranteed! You won’t hear another peep or see another uninvited guest with us.”

Scootaloo, Sweetie Belle, and Apple Bloom all quickly vowed in that order.

“Good.” Twilight nodded in approval before handing them all towels, buckets, and wet rags. “Might want to get started on making a good start to that promise.” She added while gesturing to the applesauce splattered in her library.

“Of course.”

“Will do.”

“Whatever makes you happy.”

The three obliged to her request because they didn’t even deny they expected that they have to own up to the mess they created. After all, she is offering her something she rarely does for anyone anymore. But because of a spark of light from inside, she gives in and gives them that second chance.

Sometime later after the whole fiasco, Twilight Time sessions have resumed. And ever since the girls learned their lesson their skills have greatly improved since them.

Apple Bloom managed to successfully create potion that made a really big and tall flower bloom. The flower itself had large blue, pink, and purple petals supported on a purple steam.

Scootaloo managed to successfully reassemble a unicycle that managed to stay together in one piece while she rides around on it. And Sweetie Belle managed to improve her magic to the point she is able to levitate the broom around the room effortlessly. A skill that Twilight was capable of doing when she was a filly.

During one of their most recent sessions, Twilight had managed to obtain the friendship journal feeling this is worth writing about. And said entry that Sweetie Belle wrote herself from being the one who learned the lesson the most went like this.

“I guess Twilight must not be so super-upset anymore, 'cause she's letting us do a diary entry like our sisters do. Boy, did we ever get our priorities messed up. We started acting special just because we were friends with someone special. And we almost forgot the real reason she's special – because she's our friend. But she forgave us, and, like magic, things are good as new! Now that's the kind of magic I really want to get good at, now that I'm getting so good at the other kind."

"Wow, all three of you have made so much progress! I'm really proud of you. See you next time!" Twilight greatly commended them before seeing that they head out.

During which Sweetie added one more bit to her journal entry before leaving.

“We're just glad that Twilight Time is back to normal. Well... almost back to normal.”

Once that was written down, the three fillies adopted elaborate coats, hats, and sunglasses before exiting in order to keep things under wraps.

"I just hope no one sees us like this." Sweetie whispered to her friends.

“Why? Is it 'cause we're tryin' to keep Twilight Time a secret now?" Apple Bloom whisper asked.

"Or is it because we look completely ridiculous?" Scootaloo also asked.

“Well, a little of both, actually." Sweetie responded.

Twilight giggled at the sight before turning around back inside and closed the door after her.

Once she was inside she moved to sit at her desk to take a look at the blue-prints to the magical chest containing the Elements of Harmony just when her warm and friendly smile turned into a more concerned and worried look with her previous smile instantly fading in an instant. With Twilight Time over for now, she is ready to get back to work in ensuring and trying to stay at least a a step ahead of Scar’s plan on securing the keys he needs in order to keep the Lion and Pony Guard from accessing the one thing capable of defeating them. Just when a rainbow shimmer shines a light directly in the direction of Fluttershy’s cottage where she and Beshte are both having fun, giggling and laughing, and tending to a tea party with the former’s critter friends.

All while Scar observing this from the Pride Lands, with narrowed eyes yet still smiling and feeling prepared for when he enacts his endgame.

Like he said to Tirek before, he doesn't have to worry about finding and securing them right away because little does she know is that she is still doing his job for him and right now he is thinking that he needs to do whatever it takes to bring her down if necessary, he’ll do it if it all comes down to it before conjuring a fiery ball of magic and hurled it right towards the volcano in the Outlands which caused a hot boiling eruption that lead to lava leaking out from the very top.

Scar smirked at the sight of it from afar feeling content that he will not let anyone get the better of him ever again and will be able to stay on top through it all and destroy anyone who stands in his way.

Author's Note

After the heartfelt trilogy in regard's to Twilight's isolation she is now back home where she has taken the Cutie Mark Crusaders under her wing for private lessons to which each of the fillies try to improve their skills. Of course, from having to deal with Diamond Tiara on a daily basis ends up putting that to the test. Something that Twilight herself was ready to enact since she too is someone who knows what's going on around her.

Even with their friends help to try to keep their relentless fans off of their tail, it all ends with everything falling apart for the Cutie Mark Crusaders and predictably losing their short-lived popularity.

Even though she knew the whole time and let it play out she ended up taking another big step in coming to forgiving the fillies after having a heartfelt flashback pop up in her head thus allowing Twilight Time sessions to continue in secret.

Next up coming by the end of April is where another pair of keys is on the horizon with "It Ain't Easy Being Breezies." up next so stay tuned...

Episode 23: It Ain't Easy Being Breezies

Episode 23:

It Ain’t Easy Being Breezies

One day, Fluttershy had all of her friends from the Guard, gathered together in the park on a large grassy field.

"Okay, everybody. And everybody. As you know, the adorable fairy creatures known as Breezies are about to come through Ponyville." She addressed everyone present.

“And this is a big deal why?” Bunga asked.

“Because they’re the most extremely rare and most adorable creatures you’ll ever meet." She replied. “A once in a while opportunity to see them fly by on their way take the pollen they've collected on their travels."

"Yes! Ooh, it's so exciting!" Pinkie Pie said with grand excitement while hanging upside-down by her tail, swinging herself on a branch and briefly stood vertically on the tree as she galloped in place. "Ah! I can't wait for Rainbow Dash and Ono to make the breeze for them so I can see how cute they are up close!"

And that’s something Rainbow is ready to voice her support and excitement. "I've never done it before, not that I won't be totally awesome at it, because I totally will!” She then turned to the egret flapping beside her. “And Ono, you know what I’m talking about right?"

“Yes Rainbow Dash for the nineteenth time.” He answered with utmost patience since he already did his research on the Breezies beforehand.

"And that breeze is very important." Fluttershy briefly emphasized while flying up. "But so is cheering on those teeny-tiny little things, so they have the confidence to ride that breeze to their native land. Did I mention how tiny they are?" She eyed a nearby ladybug. “So tiny.”

“Yes you did, Fluttershy.” Ono replied with a controlled tone. “For the fortieth time.” He muttered under his breath.

"I was thinking we could do a special Breezie cheer!" Fluttershy proposed.

"I love cheers!" Pinkie exclaimed loudly.

“Me too!” Bunga also yelled instantly, making Fluttershy flinch when they both shouted in her ear.

"But these cheers should be quiet cheers. We don’t want to startle them.” Fluttershy reminded them.

“Or accidentally send them flying away because that would be bad.” Ono added. “Especially if they get into an accident.”

“Why don't we try it?” Fluttershy said to everyone as she walked ahead to lead the cheer. “You can do it, Breezies."

"You can do it, Breezies!" All of the ponies plus Bunga shouted in unison while accidentally and nearly blowing Fluttershy’s ears off.

"Oh, my."

"Heh, sorry, Fluttershy.” Applejack apologized. “I had no idea how hard it was to do a cheer quietly."

“I know.” Bunga said. “I never heard it was such a thing.”

“Maybe because quiet doesn’t come naturally to you.” Kyoga blankly quipped.

“That’s okay.” Fluttershy assured. “Quiet doesn't come naturally for everypony. Let's try it again."

Everyone minus Beshte and Ono cheered this time, with slightly quieter voices but still loud. “You can do it, Breezies!"

"Perhaps just a little bit quieter."

"You can do it, Breezies!" they cheered with quieter than before with slight improvement over the last one.

"Just a little quieter."

"You can do it, Breezies!" They cheered again with Beshte, Ono, and Kyoga joining in this time, quieter than before to the point lowering their voices came out as letting out whispers, which was exactly what Fluttershy was looking for.

She flew up, shouting happily and loudly like her friends first attempt. “Perfect!” But then realized what she just did. “Oh, um, I mean... yay." She said in her now usual tone of voice.

"Perfect." Fuli complimented when they heard another loud voice call out to them nearby.

"Twilight!" Spike called to her as he approached the group while running up to her with a letter in tow. "It's time."

"Of course..." She figured while casually lifting the letter and briefly scanned it before breaking away from the pack.

"Going somewhere, Twilight?" Fuli curiously asked.

"Yes..." She answered while briefly turning back to the face her friends. "...downtown."

"Oh, right." Fuli realized what she means when she said that. "Of course." She mentally said to herself after realizing she is scheduled to go to court in order to determine an appropriate punishment for her actions as Scar's right-hand pony as Midnight Sparkle.

"Yep." She said as she briefly stopped to allow Spike to hop on her back for a flight on over to the courthouse. "This should be fun." She sarcastically remarked mainly to herself before heading out. She knew upon setting foot back in Equestria that she would have to cross this bridge when she came to it and that if she wanted to get herself back in everyone's good graces she would have to do it the hard way.

All she could personally hope for is that the jury is at least fair and reasonable and handing out a proper punishment for her past actions while looking on towards her destination.

When the time for the expected time of the Breezies fly by came, everyone was all gathered together getting everything ready for this special occasion. With the first time of actually seeing them on the horizon, they are also informed that quietness is expected out of all of them. While the preparations were getting set up, Ono and Rainbow Dash were both practicing the breezes they would create for the Breezies to fly on while both inspecting their team’s current progress at hoof. They have also enlisted the help of Hadithi and a flock of birds he’s gathered to help out for this occasion.

"That's too strong! We gotta slow this breeze down or we're gonna blow those Breezies apart!" Rainbow chided two of the nearby ponies.

“Our apologies, Ono and Rainbow Dash.” Hadithi said on their behalf with a bow to them.

“It’s okay, just flap like I do.” Ono assured him and the other ponies as they both correct their flapping form for the correct breeze.

“Like this?” He asked the egret who nodded in response that’s he got the correct measure of wingpower installed in his form.

“Looking good up there!” Bunga called out from down on the ground while helping himself to some cupcakes the Cakes have prepared and provided for everyone today while Fluttershy and Beshte both watched from down below.

"What I don't understand is why they need somebody to make a breeze for them." Mr. Cake questioned the animal expert.

"Well, you see, it's the breeze that activates the Breezies' magic, and that magic protects the pollen they're carrying from being destroyed." She explained.

"So, no breeze means no magic means the pollen goes bad?" Mr.Cake then figured it out from there.

"That's right!"

“All the more reason to ensure that we help them make their way through Ponyville safely." Beshte happily added.

“No kidding.” Bunga happily agreed and advised. “So better use the time we have now to talk because for the next few minutes is nothing but complete silence and whispers when they’re around. Otherwise we might scare and divert them from their path.” He moved to help himself to a couple of cupcakes before walking off.

"Now you understand." Fluttershy complimented him and the Cakes for getting the idea behind it.

“We sure do, Fluttershy.” Beshte said with his little ears perking up eager to see them excitement. “And we can thank our previous trip in Western Equestria for letting us know what to expect for their visit so we can take the time to get everything ready for their visit.”

Just when Fluttershy looked aside briefly with a smile in anticipation, she along with Beshte suddenly had to squint her eyes when their eyes were hit with a sudden blinding white light with some of the zebras and baboons who have gathered here today all shouting and screaming “Bright!“ over and over with half of the group shielding their eyes just like every pony

“My eyes!” Thurston screamed with smoke literally coming out of them.

“Poa! What the’s krubble?” He wondered while keeping himself from blinding himself what the source is.

Both Beshte and Fluttershy turned their heads and saw that it was coming from the dress Rarity had decided to wear for the event. A dazzling cape made entirely out of magenta sequins that produced a very intense shiny light that requires sunglasses just so others could see it. The cape was indeed dazzling…so dazzling the ponies needed sunglasses just so they could see it. Fluttershy along with her hippo friend approached their fashion-loving friend, while each wearing a pair of sunglasses to cancel out the blinding glare it produced.

"Um, Rarity? I, uh, hate to weigh in with you when it comes to fashion, but…"

"Oh, there's too much purple on this, isn't there? I knew it! But Twilight refused to admit it." She voiced missing the point her kind friends are trying to make.

Said alicorn princess, who was organizing her flash cards, turned her head and casted a stern look and raised eyebrow at her before moving towards the podium.

“No it’s not that.” Beshte assured that’s not the issue. “It's the perfect amount of purple. It's just that there's an awful lot of sequins on your jacket."

Rarity chuckled in response. "Oh, darling, please! One can never have too many sequins!"

"You can if they reflect the sun, and the light catches a group of Breezies right in their eyes, and blinds them long enough to get them off their course so they never get home!" Fluttershy nervously countered.

Hearing this had Rarity see her point. “I stand corrected! I suppose there is the rare instance where one can have too many sequins. I'll just take off my jacket."

But once she did, it revealed that she was also wearing a pearly white dress, which was so white it was literally a blinding beam of light. And once again the zebras and baboons were all screaming and shouting. “Bright!” over and over again.

“My eyes!” Thurston screamed again leaving the unicorn embarrassed of how much trouble her outfit has caused for the crowd nearby.

"I suppose this won't do either?"

“Afraid not.” Beshte replied while shaking his head along with Fluttershy.

Rainbow Dash turned her attention to the outskirts of town looking out for the Breezies and she ended up spotted them just appearing of the horizon. And since they were tiny looking creatures with wings they’re here and moved to inform Twilight overseeing the gathering while taking one last look at her notes in a whisper.

With this relayed to her, she gets everyone’s attention in a whisper. "Everypony, it's time. Please welcome... the Breezies!"

With the right and gentle flapping of their wings, both Rainbow Dash and Ono creating the perfect breeze for the Breezies to fly by on with the latter taking a keen eye on making sure that every bird is flapping at the right pace.

Every pony and every Pride Lander gathered there were all amazed at the breath-taking sight from above.

“Wow! Amazing!” Lanini marveled at the sight with her paws clasped together.

“Aww! They’re adorable!” Mtoto added with his bright blue eyes gushing over them along with Bunga who had his hands on his cheeks while watching alongside him and Beshte.

“I know, just like from when I visited them with both of my friends that day.” Beshte whispered back to him very pleased he was able to come here today.

“And were very glad you invited us over here.” Ma Tembo whispered to him along with Kion who was smiling at the sight of the wonderful creatures flying by. “Thank you, Kion.”

“My pleasure.” He nodded in a whisper.

They had the appearance of a pony yet butterfly sized with matching wings, tall and thin builds with antennas on their foreheads along with long manes and tails.

“Wow!” Fuli softly spoke in awe even finding the Breezies beautiful herself.

"They're as cute as Apple Bloom on the day she was born." Applejack whispered to the cheetah next to her.

"And would you look at those adorable little packs they carry their pollen in?" Rarity said while gushing over them.

One of the breezies, their leader, a blue one wearing a black coat with white lining on the sleeves, long and billowy pink mane and tail, led the group across town with a serious expression in contrast to the other’s who smiled while flying by.

"Lun! Arshen aifo!" The breezie directed everyone in the direction of where he is pointing his hoof.

Pinkie Pie known for being loud, naturally is having the toughest time to keep herself quiet. “So… cute! Can't... take... it!" She placed a hoof on her mouth while trying to resist the urge of doing something that’ll scare the Breezies.

Spike himself tried to get a better view of the Breezies but the other ponies and Pride Landers kept constantly got in his way without realizing it.

“Excuse me!” He implored of the stubborn zebra to be a little generous here. “A little room so I can see please?!”

“Um, do you mind, I’m trying to watch the show here.” He refused while turning his back on him leaving the little dragon fuming.

“No wonder no one likes you.” He grumbled before walking over to the pink pony nearby, trying to keep herself from opening her mouth loudly. "Pinkie Pie, can I hop on you so I can see the Breezies?"

"May explode!" She exclaimed and declined in a hush tone before closing her mouth again leaving the dragon to wisely back away from her.

“Spike, Psst!” Kion whispered to him while gesturing to the nearby tree before Ma Tembo moved to kindly give him a lift up there.

“Thanks.”

“No problem kid.”

Once Spike was on that tree branch, he was able to see the Breezies perfectly clear now and once he did he could barely contain his excitement like Pinkie Pie to the point he couldn’t stand still. Because of it, a leaf broke off from the tree branch and flew off leaving the little dragon filled with panic upon seeing this immediately.

"Oh, no!"

The breezies' leader saw the leaf coming towards them, albeit too late before it managed to split the group in half throwing them off course. The crowd gasped upon seeing the poor breezies starting to scatter.

“Hapana! We have a problem!” Ono declared.

Rainbow called out to Ono and Hadithi, "Slow down the breeze for the other group to catch up!"

"They're too far back! We can't connect the breeze to both sets of Breezies!" Ono reported with a shake of his head.

"What if we speed it up?"

"Then the first group will be going too fast, and they'll get separated from each other!" Hadithi replied with a shake of his head likewise.

The Breezie leader called out to the others, "Tanagretu nik mir! Maisegu de piripa!" he ordered of the others yet futility unable to regain their ground and regroup with the others that didn’t get separated and forced off of their path.

Fluttershy along with Beshte and Ono all gasped and were quick to come to their rescue. Fluttershy flew up and managed to catch one of the breezies that flew away while Ono moved to do the same. Beshte quickly moved right under the breezies so he can be able to catch all should they fall to the ground earning them their thanks.

The breezie leader spoke again with instructions to everyone for the best course of action. "Mekenar stuff!"

"He's right!" Fluttershy told everyone. "You must all gather as close as you possibly can!"

The breezies managed to fly down slowly before landing on the hippo’s back with Fluttershy and Ono’s guidance and wings to ensure they all make a safe landing together. The crowd cheered for the three of them for their successful efforts in saving them. They then moved to gently place the breezies onto a rock. Thankfully, not one Breezie was hurt.

The leader spoke to Fluttershy amazed that she understood them, "Mugudi saikendus?"

"Oh, I understand the language of all kinds of creatures!"

He then rolled his eyes and responded with something close to speaking their language. "You must be so proud."

“And you can speak our language true.” Ono blinked in surprise.

“Aww, that’s cool.” Beshte complimented before realizing and chuckling. “Wait, hang on, did you really mean or were you being sarcastic?”

"Of course I can.” He replied in a still sarcastic manner. “This lot can only understand you. Clearly, they're not the brightest bunch around." The other breezes all shouted taking offense to their leader’s remarks.

"That was amazing!" Pinkie exclaimed while hopping up and down briefly just when the others gathered around them and the breezies.

"I'm sorry we couldn't get a breeze going that would get them back to the others." Rainbow apologized.

"Me too." Ono added.

“My apologies too, dear Fluttershy.” Hadithi likewise added.

"Oh, it's not your fault." Fluttershy smiled not holding anyone accountable for what happened.

“Very impressive, Fluttershy.” Fuli commended her while wrapping a paw around her back. “Because I, for one, am very proud of you, Fluttershy. Leaping into action like that."

“And quick thinking!” Kion added while approaching her leaving the girl blushing and shyly looking aside in response to his praise.

"I feel like I should design you a special hero's gown!" Rarity said before contemplating. "Heh… Or a sash. At least a sash."

“Good thing you came to their rescue.” Bunga congratulated while eyeing the creatures up close before placing a claw on the tree stump. “These creatures are as big as my hand.” The leader swatted his paw away in irritation to which the honey badger took it as a high-five. “Yep, they sure like me already.”

Just then Spike came running up to the group begging and crying for forgiveness for causing the whole domino effect. "Okay, okay, okay! I know what you're all thinking! Why don't you just say it?! I'm sorry! This is all my fault! I'm so, so sorry!"

Fluttershy simply caressed his scales in response with no ill regards towards the remorseful dragon. “Oh, Spike, it's okay! It could have happened to any one of us."

“And as long as no one got hurt, that’s all that matters.” Kyoga added in a one of a rare moments of kindness.

“Thanks girls.” Spike said in relief before wiping the tears from his eyes before hugging both Fluttershy and Kyoga. Both girls were both caught off-guard when it caused them to accidentally bump into the Breezies who all complained angrily at him in response. “Oops. Uh… I'm... just... gonna stay over here."

“Probably for the best for now.” Kyoga nodded finding it a good idea herself before turning back to the others. "So, Fluttershy, you want get Rainbow, Ono, and the others to get the breeze going again so these little guys can get a move on?" She then asked. The Breezies however flew up and moved to land on Fluttershy’s head, Beshte’s face, and Ono’s face.

“Huh?”

“What the…? Oh, no we can’t possibly afford for you all to stay. You all got to get back home.”

“Aww…” The Breezies minus their leader all complained in disappointment.

“Actually…” Fluttershy spoke up insisting otherwise. “I think maybe we should wait just a moment or so. They've been through so much…"

“But…” Ono tried to protest until Beshte calmed him down.

“Relax, Ono. It’s just for a little bit. Then they’ll be on their way in no time.” He happily assured his irritated friend who just groaned in response like their leader while the other Breezies cuddled around their saviors.

“I hope you’re right.” Ono grumbled while sharing the Breezie leader’s frustration.

"Just give the word when you think they're ready." Rainbow Dash told them finding a little time to recover won’t hurt them.

While the Breezies were quick to follow Fluttershy, Beshte, and Ono back to the former’s cottage, Twilight moved away from her friends so she can think to talk to herself from a safe distance.

“Oh, I think they might need a little convincing before they are actually ready.” Twilight quietly commented the scene before eyeing the kindest friends of the bunch of friends. “Especially these two, because knowing where to draw the line is where this plan counts on the most.” She said as she locked her eyes on them preparing to teach them that very fine line since they are all on a time frame here especially since Scar really wants those keys as soon as possible.

Said lion peering his head from the top of the tree he was hiding in from above so he can personally observe the Lion and Pony Guard from the shadows quietly before disappearing unnoticed.

“Better make sure of that.” Scar thought to himself before teleporting away in a flash with a sense of anxiousness in regards to dealing with the element of kindness.

Once Scar was gone, Twilight sighed in relief after correctly sensing that Scar was watching her with a perked up ear and could sense a silent brewing anger from within the black-hearted lion from when he was nearby. Sure she has seen Scar angry before, but that was directed at his mooks who’s always managed to screw up their training sessions, or start bickering amongst each other, and some missions that they should have been able to accomplish. So to her that is a telling sign that Scar really sees kindness as a really sore spot, something that'll have him shouting at someone on a personal level should it really get under his blood-colored fur.

"I heard that, Twilight." Scar's voice spoke to her causing her to flinch upon hearing that sparking an unnerved gulp from the alicorn who quickly hurriedly away from her current standing position and on over to Fluttershy's cottage to avoid a potential scene she is not prepared for, especially since facing him right now could really affect any advantage she has over him.

At the cottage, the breezies have managed to make themselves comfortable there. They managed to rest themselves in open bird houses and even Angel’s bed much to the bunny’s annoyance to which he made clear with crossed arms and a frown.

Both Beshte and Ono were there since they all wanted their company throughout their visit to which they both complied with their wishes.

During which, they both decided to recall one of their past patrols.

“It was then, after I managed to finally manage a path straight and true like my dad always instructed which allowed the whole antelope herd to safely walk across without getting lost. And let me tell you it sure took a while for me to realize of how many accidental twists and turns I made when trying to make it beforehand because back there was a mess.”

“Wow!” The breezies all awed in response.

Just when Fluttershy was walking inside the living room to check up on them all, e she noticed that one of the breezies was shivering. "Oh, little cold there, Twirly?" she took a tissue paper from a nearby table and handed it to her, who wrapped the paper around him like a blanket.

"Sanken" He thanked as he got settled into it.

"No problem."

Just when Ono turned his head he noticed a breezie holding up a small empty cup. “Malenki?"

"Oh, did you need some more water? Sure, I’ll get you some." Ono moved using his beak to hold a baster so he can squirt it into his cup so the breezie can drink from it.

"Now, who else needed a hoof-knitted sweater?" Fluttershy asked the Breezies while holding up a sweater their size for one of them to wear with the one who requested it accepting it.

The breezies all cheered being so grateful for their big friends comfort and kindness just when Ono eyes Seabreeze sitting all by himself. Just by looking at his posture he could tell what’s bugging him. He wants to go home and really thinks the others are getting to comfortable and constantly delaying their flight back.

“Hmmm….” Ono thought to himself thinking that now’s probably the best time to say they should get going.

And sure enough, a knock on the door courtesy of Applejack alogn with both Twilight and Kion all at the door seeking to check up on them.

“Hey there! Can we come in?" The farm pony asked while peeking her head from the doorway.

"Oh, of course!" Fluttershy happily replied just when she is the first to walk inside. "But watch your step!" She cautioned just when the pony stopped in her tracks.

She looked down and noticed a breezie shaking in fright right above her hoof. "Oop, sorry about that, little one."

"We just wanted to see if you thought the Breezies were ready to give it another try." Kion said while walking inside.

“Has it been an hour already?” Fluttershy asked in surprise while turning to Ono who nodded in response.

"Yep, it's that time already, Fluttershy." Twilight confirmed with a gentle smile.

“Oh, my goodness! Time flies when you're making sure little creatures don't feel that you're abandoning them to the cruel world."

“But they're not going to a cruel world, They're going home remember." Beshte gently reminded.

“Right! Of course!”

“What do you say, little friends?” Beshte then asked. “You all ready to go home?”

But the breezies all complained while flying up and onto the Pegasus pony and the hippo.

“Huh?” Ono felt baffled by this sudden refusal even after having plenty of time to recover.

Fluttershy never one to turn them away stood by their side in their defense. “On second thought, I don't think they're quite ready."

“What?!” Ono exclaimed loudly before quickly correcting his tone upon seeing that frightened the breezies. “Sorry.” He cleared his throat. “What? But they’ve been here an hour, they’ve had plenty of time to recuperate.”

“I guess they feel they need more time before they’re actually ready.” Beshte explained feeling sympathy for them before they all turned their heads toward Seabreeze delivering an angry rant in his language.

"Supa laipas data kurpa! Mise neku ersken laika maur! Siripat sulat!"

Fluttershy's jaw dropped in shock along with Ono’s, while the other's eye him in confusion with raised eyebrows.

"Uh... what did he say?" Applejack asked.

"I'd… rather not say." Fluttershy said while blushing.

“Trust me…” Ono whispered to her while a raised wing. “…you don’t want to know.”

"Okay, well, I'm sure you know what you're doin'." Applejack said in response before Kion opened the door and walked out together deciding it was best to give them some more time. "No one knows rare magical creatures like you do."

"We'll just wait for your word." Twilight said to her as she and the others walked away.

"Thank you. I'll be in touch very soon." Fluttershy said after them before closing the door and smiled back at the happy breezes in her hooves.

Well, all but one breezie who’s not happy with what he is seeing.

Just outside of the cottage, Twilight teleported away from the scene before reappearing right beside the cottage's front window unnoticed so she can keep a close eye on what's going on inside and managed to catch sight of the frustrated breezie leader's voice.

"We need to go now, or we will never get home! I wish we did not need that stupid breeze to activate our magic, or I would just force you all to fly home right now!" He complained.

"Hey! Keep in mind, I hand a wing in the making the breeze manner!" Ono retorted in offense to that remark.

"Why do we have to need magic to keep our pollen safe?" The Breezie leader further vented.

“Now, now, Seabreeze-" Beshte tried to speak in his friend’s defense but Seabreeze wasn’t done there.

"Why are you giving in to these wimps?! If they had not been so scared in the first place, this never would have happened!"

“Now that is just not true, Seabreeze." Fluttershy scolded firmly yet calmly. "It was because of a leaf, and you know that!"

Even still, Seabreeze was not backing off from his stance when he moved to float into her face. "Oh, please! They have no idea what they're doing out there! Like you said, we need as much time as we can get because they are so incompetent!"

"Well, I didn't say that exactly now, did I?"

“Me neither.”

Both Fluttershy and Beshte said before Ono flew over in their defense. “Okay, granted we should be getting a move on very soon, but yelling at two friends trying to be kind to you, isn’t helping anything.”

"And you’re supposed to be the smart one, huh? Some keen eyesight you got there!" Seabreeze bitterly remarked back.

“Well at least I don’t go berating my teammates no matter how infuriating they can be at times constantly for any foul-ups they may have made along the way.” Ono said defensively.

“Like you’re any better?!” Seabreeze snapped. “I’ve heard about some of your trips to the market in Ponyville.”

Ono widen his eyes feeling ticked at the memory resurfacing while furrowing his eyebrows at the challenging breezie’s attitude.

“Okay, okay, let’s just calm down here.” Beshte attempted to play peacemaker here to avoid an ugly scene between the two.

“Beshte’s right.” Fluttershy agreed. “Maybe a snack will lighten the mood." She offered to which the other breezies cheered liking the idea while Ono and Seabreeze still scowl at each other before giving each other “I got my eye on you.” gestures.

Both Fluttershy and Beshte moved to get snacks for the Breezies to which they all greatly enjoyed. They all enjoyed a large cookie, grapes, and a bunch of other fruits, together. And once they all had their fills most of them all rested on their backs with some resting on Fluttershy by snugging with her and taking a nap in her hooves and mane.

One little breezie burped. "Mi fargen."

"You're excused." Fluttershy kindly said to the Breezie.

After taking a breather to calm himself, Ono flew over to Seabreeze in an attempt to apologize to him. After all, what kind of a friend would it make him if he didn’t even if Seabreeze was responsible for half of the argument.

“Hey listen…” He began somewhat awkwardly before continuing. “…I just wanted to say I’m sorry for getting a little testy with you.” Seabreeze’s mood failed to change. “Look I know you’re still upset, but can you at least accept my apology.”

“What difference does it make? It’s not like anybody would listen to me if I did.”

“Look I get apologizing and admitting that you’re wrong is not easy but it really helps mend up friendship and keeps whatever tension one may have for another.” Ono explained trying to get through to him firmly yet calmly like Fluttershy before him.

"I mean how does that get the other breezies to under the severity of the situation?”

“What do you mean?”

“I mean, these…” He corrected himself before he could think of using another curse word. “…breezies are all so comfortable living here that they do not understand that we are running out of time to get home. We don’t have much time before the portal there closes for the thirty moons or so whenever that is.”

“I see….” Ono said after processing his words and really grasping of what’s at stake here. “We really don’t have a lot of time.”

“Exactly!” Seabreeze threw his arms up in frustration towards the others. “The longer we stay here soaking up your friend’s kindness and hospitality the longer we increase our chances of never getting home which I really want to do right now. Surely you know what’s it like to be away from home.”

“I do.” Ono admitted while recalling the day he had to move on from his parent’s nest.

From preparing to fly away from the nest, to waving goodbye and hugging his parents, to flying away to find a new tree to call home, every second of it was painful. It was hard for both the parents and the child, but he’s a grown bird who needs to move on with his life and be his own bird.

“Maybe not away from the homeland I grew up in but I do know what’s it like to move on from the nest I grew up in.”

“So you now see my point?” Seabreeze said while gesturing to the other’s lazing on pillows acting like they are not in a hurry to leave. “We are running out of time.”

So with what must be done, Ono flew over to the other breezies so he can get their attention and get them moving out the door.

"Okay Breezies, you all got your food in your bellies and you are all now energized for the trip home, so let’s get ready to go."

“Are you sure that’s a good idea, Ono?” Beshte questioned his friend.

“I’m sure.” He nodded in response.

“Okay.” Beshte said albeit with slight reluctance before sharing a look with Fluttershy to join in seeing that Ono feels they are ready to get going now.

Fluttershy knowing that it’s time, proceeded to lower her head down to their eye level with a warm smile. "I've loved having you here, and I hope I've made you all feel loved and special. But you have to go. Nopony here will deny that-"

"There is nothing special about these losers!" Seabreeze interrupted and yelled yet again while pushing his way through the group and up to Fluttershy’s eyes. "They cannot handle a simple breeze home! If they could just stick with the program and listen to me, we would be safe! At home!" He added with tears forming from his eyes. "Home, where every Breezie is like us!"

Seabreeze hung his head feeling upset while floating over to the peephole of the front door, sighing as he looked outside really wanting to get out of here.

“Don’t worry.” Ono reassured while flying over to him. “We’re going to get there.”

Yet Beshte and Fluttershy were still a little confused by why Seabreeze was feeling really down and in a real hurry.

“Okay…” Beshte spoke up feeling quite unsure of what they don’t know compared to Ono and Seabreeze.

“A confusing pep-talk, but nonetheless. I do know that if you don't leave soon, you may never make it back, and that would be terrible!" Fluttershy said to everyone else.

“You heard the girl, let’s get a move on, Breezies.” Ono ushered them towards the direction of the front door. Yet despite knowing they had to go, they refused to budge. “Right now as in let’s get going right this second.” Ono added while keeping his smile in order to keep his patience with them. “Come on, let’s not resort to doing this the hard way.”

One of the breezies sneezed, "Merte marshken farde." he elbowed another breezie wanting him to play along to really sell it their hosts before joining in along with the others.

”Merki marshken plumatu."

“Oh my.” Beshte gasped.

"I had no idea you all have colds!" Fluttershy said as she and the hippo buy their act.

Ono however saw right through it. “Seriously? You all suddenly have a cold now?”

Fluttershy grew concerned, "Oh, dear. I can't let you go out there sick! What kind of a friend would I be if I made you go now?"

Ono was quick to dissuade her from thinking that way. “Fluttershy, Beshte, I’d hate to break it to you two, but they're faking it. They’re just pretending so they don’t have to leave and get pampered so more."

Fluttershy gasped. “Ono, don’t say that, they would never do something like that.”

“Yeah, besides, what if they are really having cold?” Beshte said in agreement.

“Right and Twilight could be right around here spying on us to ensure things are going her way.” Ono sarcastically remarked before focusing back to his point. “Anyways, point being if they really were sick then how come it all happened to them so suddenly?”

“Well…” Beshte struggled with what to say next before saying. “…it could have taken some time for it to kick in after nearly getting blown away.”

“True, but it’s all just too suspicious. And I’m sorry but I’m not buying it and they are all feeling really well and all they really need is a push out the door. Gentle of course.” He quickly added to avoid making it sound like he is going to be rough with them.

Fluttershy, however, was still refusing to believe the real truth and instead told him. "I think maybe you should go if that’s the way you’re going to treat them."

“What?!” Ono gasped really baffled by what she is telling him. “I should be leaving?! What about the Breezies who have to be back before they all lose the chance to go back home?! They should be the ones leaving not me!”

“My decision is final! And I think you should leave.” Fluttershy firmly stated without second thought.

“But…?! I…?! They…?!” Ono stuttered in shock with what his friend told him. “Fine!” He growled before turning towards the exit. “I’ll be around Ponyville just so you know where to find when they’re ready. Assuming they’ll ever leave at all. And good day.” He briefly looked back at the apologetic looking hippo before flying off in a huff.

Now Beshte was feeling torn feeling that Ono really was telling the truth in regards to the breezies and that they really didn’t want to leave.

“What could I do?” He silently pondered while watching the breezies embrace Fluttershy while Seabreeze flies inside the nearby birdhouse to curse up another storm in frustration.

“I’m going to make sure Ono is okay.” Beshte said to Fluttershy so he can politely excuse himself out the door and after one of their friends leaving the Pegasus pony wondering what got into him too and feeling maybe she was too hard on her friend there.

All while Twilight continues to watch while peering through the window unnoticed, while waiting for the right moment to speed up the process so everyone can get on their way.

Back in Ponyville, Ono was flying off ahead still fuming over Fluttershy and the Breezies just nearly clipping Rainbow Dash playing baobab together with Kion and Bunga. Rainbow was in control of the fruit until nearly dodging the egret flying off in a flash allowing Bunga to obtain it when she dropped it.

“Got it!”

“What the…?”

“Whoa! Hey!”

Rainbow quickly flew off after him in order to intercept him. “In a hurry?”

“Huh?” Ono was stopped in his tracks wondering where she came from. “Rainbow Dash? How’d you get here already?”

“I was already here passing the time while waiting to see if Fluttershy and Beshte are ready to lead the Breezies back home.” Rainbow replied otherwise leaving the egret feeling apologetic and regretful for what he nearly did blindly. “And guessing from your furious flying, they aren’t ready to go yet, are they?”

“Sorry.” He started before forgetting. And, no, they aren’t even close to leaving just yet.” He added while shaking his head just when Kion, Bunga, and Beshte all reach the two fliers in the sky talking it out.

“Well they better be ready soon. Clock's kinda ticking for them to make it back before the door closes on their home." Rainbow reminded before focusing back to Ono’s sulking expression. “Something about that really getting under your feathers, Ono?”

“That’s just it!” Ono angrily replied in frustration. “The breezies don’t want to leave! They’re doing everything in their power so they can stay and get pampered 24/7."

"No. They're still at her house but they don't want to leave. They keep making up excuses to stay."

“They are?” Kion questioned finding it really surprising. “How come they’d rather do that than go home?”

“Yeah, they should be excited and eager to wanting to get back.” Bunga added in agreement while scratching the back of his head.

"Mainly, because they have a sweet loving Pegasus pony tending to their every need every second of the day. Something that they have never experienced before coming here." Ono explained still feeling upset. "At this rate we’ll have to force them home in a way that they won’t be able to handle it without suffering any potential injuries."

“That wouldn’t be great.” Bunga commented while cringing at the thought of that happening to the fragile group of flyers.

“No it wouldn’t.” Beshte agreed catching Ono’s attention.

“Beshte?” Ono reacted in surprise upon seeing him here. “What are you doing here? Shouldn’t you be watching over the Breezies right now?”

“I was until I decided to check up on you after seeing you fly off feeling very upset.” Beshte replied. “And I managed to hear everything you said.” He added leaving the white egret sighing feeling bad for having his friend come to him instead of tending to the Breezies.

“Then I guess you know why I flew off like that.” Ono sighed feeling ashamed for blowing his top like that. “Sorry you had to see that.”

“Yeah…” Beshte said in an understanding tone. “…I do, and I’m sorry too.” Ono eyed his friend confused from hearing an apology from him.

“For what?”

“For not taking the time to ask of your opinion on the matter along with not doing more to diffuse things back there.” Beshte answered.

“Beshte…” Ono spoke insisting otherwise. “…nobody said you had leave taking care of the Breezies because of me. Besides, I shouldn’t have lost my temper back there.”

Beshte however insisted otherwise refusing to let him take the full blame for something that wasn’t entirely his fault. “And yet I was so caught up in being so kind to them I didn’t realize I was really spoiling them along with Fluttershy.”

“You were just trying to help make them feel more welcome.” Ono assured. “Just as much as I was just trying to get them feel better and on their feet or wings in this case to get them going so they can get back in time.”

“Well…” Kion spoke up with a sense of urgency before that happens. “No better time than to start now.” He then set outs and runs in the opposite direction. “I’ll go get the others. The rest of you meet up outside of the cottage.”

“You got it, Kion.”

“Affirmative.”

“Right away.

“Let’s do this!”

Back at the cottage, the Breezies were all having fun by dancing, playing music, and having drinks together. Fluttershy took the time to make them a water slide for them to play on with everyone enjoying themselves.

All but one, Seabreeze who blew loudly into the Breezie sized saxophone to get everyone’s attention before smashing it to the ground, much to the disappointed groans from the other Breezies.

"Why are you spending your time on this?! I will never get home!" He complained once more which finally got Fluttershy to start seeing things from his point of view.

"Breezies, I must say, Seabreeze has a point. I think it's time for me to get Rainbow Dash and Ono so they can create the breeze for you to get home."

But the Breezies still complained still not wanting to leave, going as far as pulling on her tail, begging her to not to make them go. "Ooh… You're all awfully anxious... Oh, I don't want you to feel abandoned, or that I wasn't the most kind host I could possibly be…"

"Adoshen papan gorn." One of the breezies said.

"Oh, yes, that does make sense...” She agreed before turning back to their leader. “…Seabreeze, do you think you could wait just a couple more hou-" But she suddenly saw that he was no longer there.” "Seabreeze? Seabreeze? Has anypony seen Seabreeze?"

The others were silent, shrugged, and shook their heads. Fluttershy continued to look around the cottage for him, until she managed to catch him flying off away from the cottage having made his escape through the open window and peephole on the front door.

"Where's he going? There's no way he can handle being out there on his own!"

Wasting no time to avoid any harm coming his way, Fluttershy flew off after him.

While she was flying ahead she began to think to herself thinking back to Ono’s words from before. “All they really need is a push out the door.”

"Maybe I haven’t been showing them the right kind of kindness?!" She thought.

As Fluttershy flew off ahead after Seabreeze, Twilight who was the one who opened the window so Seabreeze could escape, watched after them personally not liking what she just set into motion, but with time at the essence here felt she had no choice in the matter and could only hope for forgiveness should this come up at some point later on.

Just outside of the cottage, Seabreeze had one goal in mind, getting back home. Even if he was on his own in this regard. He was not about to let anything stop him from doing that although the powerful gusty winds had a say in it since they were too strong for his small size. It was like trying and failing to steer an airplane through stormy weather.

"Ah! Ah! Ah! Blusken! Ah! Ah! Arge nusen!"

He flew by a couple ponies unnoticed while struggling to gain back control of his flying. He ended up having the bad luck of nearly dodging acorns that nearly fell on him. To Breezies the impact of one of those acorns would fatally crush their fragile bodies and he sure was lucky that he managed to dodge them all.

"Uf! Osemi! Ah! Narsken! Noi serenda! Ah!"

Unfortunately for him, the very dangerous near mission of the last acorn caused him to completely lose control and wind up flying into a beehive right into their hive entrance. Using his antennas to light up the dark hive he accidentally crashed into, he suddenly finds himself face to face with a swarm of angry bees staring at him. He screamed before managing to pull his head out of the hive but at the same time he was cornered at the end of the branch he was standing. With no where to go when backed up to the end, all he could do was hang on for dear life preparing himself for a lot of stinging.

"Excuse me, bees?" Fluttershy called out to them after just having managed to catch up to Seabreeze before anything else could happen. "Can you please back off my Breezie friend? He didn't mean any harm. It was just an accident." She kindly asked of them.

The bees didn’t back off still aiming their stingers at Seabreeze.

"I'm working on a bee-type dance and was hoping you could help me?" Fluttershy continued her kind efforts by now wearing a bee costume to try to persuade them in humor. "Does this bring to mind any images for you? Perhaps a bee?"

But the bees found no humor nor did they back off still aiming their stingers at poor Seabreeze. And that is where Fluttershy drew the line.

"Excuse me!" Fluttershy's now assertively and aggressively addressed them. "I have done nothing but be kind, but I guess that is not working! You bees know better than to hurt a helpless Breezie! I demand that you go away now, or you'll have to answer to me!"

The bees quickly complied and flew back inside their hive already intimidated by her glare and words and left Seabreeze alone. Seabeeze sighed in relief before turning to his savior very grateful for what she did for him.

"Menkyulen. Thank you! Thank you so much! Thank you for coming after me!"

"Of course. You could've gotten seriously hurt out there. Ponyville is much too dangerous for you. One tiny acorn is a threat!"

"Yeah, I know! That is one reason why I have been trying to get us to go from the beginning!"

"Oh, my goodness. I was just trying not to hurt any creature's feelings, but my displays of kindness may have cost you everything. Time is running out, and you may never make it home!"

"That is what your friend Ono was trying to tell you! What I’ve been trying to tell everyone!" Seabreeze exclaimed while turning his head away feeling upset. “But they do not listen to me! Nobreezie ever listens to me!"

"Seabreeze, I understand your feelings are hurt, but it's hard for them to hear you when you're shouting and being mean. The message doesn't get across."

"But what about those bees? You were not nice to them, and that was the only way they listened!"

"Yes, but they had to go, and they wouldn't listen to me any other way."

“Sometimes you have be assertive yet firm when dealing with this sort of thing.” Ono said while flying up to him and Fluttershy with Beshte and Bunga arriving too. “Just try not to be hard on them.”

“Ono. You’re back.” Fluttershy said very pleased and delightfully surprised to see him. “I was beginning to wonder where you flew off too.”

“I just had to fly around and let out some steam, that’s all...” Ono explained. “…having said, that I would like to apologize for how I acted back there. I was getting frustrated with the Breezies overstaying their welcome and after talking with Seabreeze I too ended up acting like him in the heat of the moment.”

“Well, you didn’t really call anybody names or use swear words.” Seabreeze pointed out.

“True, but I still flew away in anger, and that wasn’t kind of me to do that to them.” Ono said still firm on his stance before turning back to Fluttershy. “Or you, Fluttershy.”

“I’m afraid I’m as guilty as you there.” Fluttershy admitted. “For being so kind and loving to the Breezies I was oblivious to the fact that I wasn’t living up to my element either by not having them leave to when I should have.” She then flew over face to face with the white bird while stroking his bright orange feathers. “Can you ever forgive me for not seeing that sooner?”

Ono shrugged before wrapping her wings around the Pegasus’s neck. “Does this answer your question?”

“Oh, thank you.” Fluttershy smiled sweetly before returning the hug.

“Well, you know the moto, Hakuna Matata.”

“Truer words have never been spoken.” Bunga commented in agreement.

Just when the two fliers were hugging it out, the yellow Peagsus along with Beshte looked at Seabreeze's direction just when his eyes along with her own eyes both glowed and shimmered with rainbow colors. They all now know what must be done in order to show true kindness to the Breezies.

"We need to go, now!" Fluttershy declared.

“Let’s!”

“Right behind you both!”

Her two friends stated in agreement.

Seabreeze hopped onto Fluttershy's head and she flew as fast as she could back to the cottage…

…well, at the fastest speed a breezie can handle for the ride, of course, after seeing that he was about to flying away again.

Back at the cottage, Fluttershy stood before the breezies, with what must be done.

"My dear Breezies, I had to rescue Seabreeze from serious harm, and now I know more than ever that you must leave before it's too late! You would never survive in Ponyville."

Standing by her side is Beshte from behind with Seabreeze floating on her right side and Ono floating on her left side. Seabreeze shook his head at them with crossed arms making it clear they have all run out of excuses and he doesn’t want to hear it and neither do anyone else.

The breezies approached her begging on their knees and had their tiny hooves on Fluttershy to get her to let them stay, but Fluttershy was looking the other way this time. Not even Beshte was willing to do the same when the Breezies pleaded with him to back them up.

“Sorry, Breezies.” He told them with the same stance as Fluttershy and Ono. “We can’t help you anymore. We’ve given you all the generosity we can give you and that’s it.”

“But…” One of the breezies attempted in plea.

“No buts.” Ono assertively shook his head. “Our decision is final, and nothing you can say or do can or will change it.”

"They’re right.” Fluttershy stated. “I can't help you anymore. In fact, I wasn't helping you at all by being nice. Oh... But the truth of the matter is that I must be firm!" She opened the door, using her hoof to point towards the direction of the outside before stating with a tone of firm finality. "You must go, now!"

It was there it was over for them, Fluttershy wasn’t playing around or being the very nice girl anymore. They all had no choice now but to leave now. So they all flew up and out the door. Seabreeze the last to follow after them, bowed to her as thanks and with respect for doing what had to be done before leaving

But after they left, Fluttershy started to cry. Even though it had to be done and it was for their own good, it still hurt.

“There, there, Fluttershy…” Ono assured while patting her on the back with his wing. “I know this was very hard, but it was the right thing to do.”

“I didn’t like doing that either but if we didn’t they won’t have had enough time to get back home before it’s too late.” Beshte added while nuzzling her head to which the poor pony accepted while the three embrace each other in a much needed comforting moment.

After everything was all settled, Ono and Rainbow Dash worked together to try to create the perfect breeze for the creatures while both try to do the best their wing power can do along with Hadithi and two other ponies by their side.

"It's too strong!" The female pony exclaimed once the breeze caused more leaves from a tree to fall.

"I'm sorry, but I can't do it any lighter!" Hadithi added apologetically.

"Stand back for a second!" Rainbow said to the others minus Ono with a raised hoof. "I'm gonna try and see if I can slow it down."

Both the egret and Pegasus both tried to soften the breeze by lightening up on the wing power, but it was too much than what they really needed. "Now it's too light! Oh, this will never get them home!"

Seeing that they can’t manage the right level of wing power for the breeze, Ono moved to join the others who are all standing with Fluttershy and the breezies.

“I’m afraid we can’t get the right wing power Fluttershy.” Ono regretfully informed her. “There's too few of them. When they started their journey, there was more of them to face the breeze together."

“What are we going to do now?” Bunga asked trying really hard not to lose it in front of the sensitive tiny creatures. “Anyone have any good ideas, or maybe even a bad one?”

"Not to worry, Bunga..." Twilight quickly assured as everyone all eyed her with what she has to say. "...because I've been studying an old spell book from the Castle of the Two Sisters. There's a spell that I think could help us!"

“Really?” Kion voiced feeling surprised wondering what she has in mind. “What kind of spell?”

“Are you sure?” Ono asked feeling weary of the idea after realizing what she kind of spell she is proposing. “It’s a pretty complex spell.”

Twilight still stood confident and calm that it'll work. "I'm sure." With that said everyone all huddled together. "Now this may probably feel a little funny at first, but you're gonna have to trust me on this."

“Well… I love new ideas that make me feel funny at first…” Pinkie Pie said as she contemplated the thought along with her favorite honey badger friend.

“…I love feeling funny…” Bunga excitedly shared.

“…Okay! Let’s do this!” They both agreed simultaneously even though both Kion and Fuli both were a little anixous of what's going to happen to them when Twilight casts her spell on everyone.

Her magneta aura glowed around everyone’s bodies at the same time another beam hit the breezies before the spell began to take effect with the intent to transform themselves into breezies.

The ponies felt their bodies shrink with their legs growing longer and slender. Their manes grew long as well while antennas appeared on their heads and long, beautiful transparent wings grew from their backs.

Kion, Bunga, Beshe, Fuli, Ono, and Kyoga felt the same changes the Mane Six went through. Their bodies shrunk down to the breezies size, had pointy ears, long hair, along with a pair of antennas grew on their heads and a pair of wings on their backs.

Once the spell was complete, the Mane Six had been transformed into breezies, and the Lion Guard were now animal versions of breezies.

Fuli and Kyoga both had long hair thanks to the spell and both were like in high squeaky pitched voices.

“Wow!”

“Interesting!”

To Fuli, having these wings was no surprise to her since she did have them briefly during her first visit to Cloudsdale.

“Girls?!” Kion addressed them speaking in the same high-pitch voice. “What happened to your voices…” He suddenly realized he’s doing it too to which the two girls smirked at him. “Hevi Kabisa! What happened to us?!”

“We were all transformed into breezies, Kion.” Ono answered. “And yes, this might seem quite a lot to take in but I’m sure we’re not going to be like this for long.”

“Poa!” Beshte exclaimed finding it really cool himself.

“Un-Bunga-veilable! I‘m having a breeze talking like this! And I’m enjoying talking really fast too.”

“Me too!” Pinkie chimed in cheerfully.

“Especially when we have two clowns backing us up every step of the way.” Ono added while eyeing the motor mouths of the bunch feeling like he is going to get another migraine all over again because of them.

Thankfully, Twilight’s killer cold eyes got the two to shut their mouths before they can engage in a motor mouth contest. The two quickly comply knowing that now is not the time to be playing with Pinkie literally zipping their lips up and putting the zippers inside her mane before Twilight turned to Fluttershy with a smiling nod.

“Go ahead, Fluttershy.”

Fluttershy feeling confident, turned to address the Breezies while speaking in their language. “Maifo flai batendud!" And since nobody else could translate Breezie language she did it herself. "Um, I mean, let's go!"

With Hadithi, Cloud Chaser, and Flitter leading some of the Pegasai ponies and Pride Lander birds in creating the right level of wing power for the right breeze, everyone managed to fly on out of town smoothly.

“Good luck, Lion and Pony Guard!” Hadithi called out to the breezies in a normal quiet tone of voice so they wouldn’t be scared by his talking.

Fluttershy, Seabreeze, and Ono all led the swarm all across the land, passing through cold snowy mountains, dark forests, and sunny deserts along the way. During the flight, some of the breezies started to feel exhausted. One nearly flew off course until his friend helped him.

Ono briefly turning back quickly spotted this, “Hapana! Two breezies are starting to lag behind and they’er not looking good.”

Seeing this, Seabreeze quickly rushed over to help them. “You can do this!" he encouraged with a tone of compassion this time around. "I am sorry for how I treated you before! It was not right that I called you names! I did not even really believe those things I said! I was worried we would never get back to our home, and I lashed out…" He looked back at Fluttershy and Beshte, who both smiled at his new approach finding it very encouraging, "I know you can do this! I believe in you!" He moved to wrap his arms around the two breezies. "Hold on to me, let us join the group!"

After helping them regroup, Beshte smiled proudly at him. “Well said, Seabreeze!”

“Thanks!”

With everyone once again regrouped, the group all pressed forward until they all finally reached the Breezies home. A large hole just under the canyon nearby a flowing body of water leading down a tall waterfall straight ahead.

“Here are we!” Ono announced.

"We've made it!" Fluttershy added. "The Breezies' home!"

“Is it really?” Bunga curiously asked while placing a foreleg over his eyes while trying to make sure he is seeing it right. “It looks more like a hole no one’s been around in years.”

“Just watch and learn, Bunga.” Ono replied back before he, Seabreeze, and Fluttershy lead the way through the hole inside.

Once they all got through the dark tunnel leading up to their home, a bright light shined over everyone’s shoulders once they saw what was in front of them before their very eyes.

The breezies home-world, a land filled with breezies where there are tree made houses, mushroom trees with flowers in them, a small waterfall leading to a pond, all nearby a village There was light and color, small houses made out of trees and flowers with colorful breezies all around.

"Holy mini-sized paradise!" Rainbow exclaimed in wonder.

“It’s gorgeous!” Fuli voiced breathlessly at the stunning sight.

“Amazing!” Kion voiced in agreement just as breathless as the cheetah breezie.

“Simply beautiful!" Rarity remarked at the beauty of the place. "So much inspiration. Where's my sketchpad when I need it?"

“I’m sure we can take notes about all of this in a little bit.” Ono assured before catching both Pinkie and Bunga bursting and gushing in excitement.

"So…stinkin'…cute!"

“Un-Bunga-veiably adorable!”

The rest of the Breezies all cheered with joy when they all saw the rest of their friends and family had returned. While most breezies reunited with their siblings, Seabreeze managed to finally reunite with his family.

The sight had Ono’s eyes buttoned up and unable to resist smiling. “Aww!”

“Wow!” Beshte exclaimed with a smile upon seeing this. “No wonder he wanted to get home so soon!”

The sight of this heartwarming scene had Fluttershy tearing up.

"You okay, Fluttershy?" Applejack asked upon noticing it.

"I'm just so very happy they got to be reunited with their family!" She happily responded.

Twilight while watching this turned and saw that the opening was slowly closing so she turned to Rarity with a serious glance to let her and the others know that they need to wrap it up.

"We'd better get going before the entrance- well, exit for us, closes." The unicorn breezie told everyone.

“Good idea!” Kion agreed before leading everyone back on over. “Let’s go, everyone!”

While everyone hurried to the portal before they remained trapped here as breezies until the next time the portal reopens, Fluttershy, Ono, and Beshte all turned back with one last farewell to the Breezies before going while Kion and Twilight watch from the exit.

“Well, it’s been nice knowing you all.”

“Hope we will see you all again soon.”

"Goodbye, Breezies. I must go now."

They all said before preparing to turn back just when Seabreeze held up three flowers for their farewell gifts and showing gratitude over everything they have done for them.

"To remember us by." Seabreeze said to them while placing a flower on and over Fluttershy's head and buried a pebble in Beshte's front legs like they are giving and entrusting him a very special relic.

Fluttershy once more had tears of joy streaming from her face before moving to hug him goodbye while Beshte and Ono both nod to pay their respect for them before turning to head out of here.

Fluttershy wiped away her tears and hugged him goodbye, "Thank you! I'll miss you. I'll miss all of you!"

Seeing this with a great urgency of wanting everyone out of here before it’s too late, Twilight quickly flew over with her fore hoofs her shoulder. “It’s time.” She gently and firmly said to her while turning to Seabreeze and the other breezies with a friendly wave while holding Fluttersh’s left hoof. “Nice you meeting you all!”

Seabreeze and all of the breezies all returned the goodbye wave while all saying.

“Goodbye!”

“Hope to see you again soon.”

“We’ll miss you!”

Both Twilight and Fluttershy both waved back at the breezies while both hoof and hoof with the former leading the urgent yet gentle pull and run for the portal just managing to catch up to the others just when crossing through the closing opening.

Just in the nick of time, everyone all made back outside just before the portal closed.

“Phew!” Bunga exclaimed in relief. “That was a close one!"

“No kidding!” Rainbow said in agreement.

“Not something we’d want to spend an indefinite period of time trapped in.” Kion added even though the place itself was nice and essentially a new world to behold.

“Especially with what’s at stake.” Rainbow said in agreement.

"Okay everyone, gather round." Twilight then instructed everyone before working her magic again to undo the spell. With her magic reversed all of the ponies and animals were returned to their normal forms. Bunga opened his mouth, hoping to hear his squeaky voice again.

“So super sweet…” He realizes he’s speaking normally again. “…Aww, man!”

“Too bad.” Fuli giggled. “Like all things all good things come to an end at some point in life.”

“So true.” Kyoga nodded.

During this moment, Twilight managed to create copies of the flower and pebble the breezies gave Fluttershy and Beshte unnoticed with her magic while tucking them all deep inside her black mane.

“So very true as sad as it might be.” Twilight spoke up to acknowledge said fact in life before finding that both Bunga and Rainbow eagerly eyeing her with something in mind.

“So….” Bunga started with a huge hopeful grin. “I’ve always kinda wondered what it would be like to be a fire breathing dragon."

"Along with a griffion!" Rainbow added while smiling too.

The purple alicorn smirked back at them before turning to walk away. “Not a chance."

“Aww, come on!” Bunga implored of her.

"You sure?" Rainbow asked while sharing the same eagerness to want to transformed into something. "What about a dragon? No?"

“It doesn't even have to breathe fire!" Bunga further protested pratically begging her in vain to transform them into one.

"Now, Bunga..." Twilight playfully remarked while shaking her head. "...If I did that, what kind of friend would that make me?"

"A pretty good friend!" Bunga stated with his hands raised up at the pony moving ahead not giving into their pleas.

The others behind them shook their heads finding it very amusing before pressing forward back home in the direction of the sunset over the horizon.

On the way back home, Fluttershy managed to think of what to write down for her latest friendship lesson along with Beshte and Ono's in their journal which she managed to do when she got back home and wrote it herself at night before going to bed.

"Mine and Beshte's experiences with the breezies have helped me to see that kindness can take many forms, and sometimes being too kind can actually keep a friend from doing what they need to do. Pushing them away may seem cruel, but it's sometimes the kindest thing you can do."

"Especially if it means preserving a good friendship by balancing it out because if you don't hear everyone out and hear both sides of the matter, then you'd realize you'd be sinking deep in really thick mud too late."

"And truth be told, there is of course knowing where to draw the line from being cruel in order to be kind otherwise others might not want to listen to you anymore. Had I not figured that out as soon as I did, I defintely would have lost a friend by then. Common knowledge, really."

Ono giggled in response knowing that's exactly what he would say while finding the experience very endearing and another teaching themselves again of how to be properly kind and assertive with both balacing out perfectly.

At night, Twilight arrived at the Golden Oaks Library with her eyes scanning every inch of her surrondings before moving to safely lock away the most recent keys to the Elements she just managed to obtain.

"Almost there." She whispered to herself in a breezie tone of voice to ensure Scar can't hear her yet still alert should he try to give her another surprise visit if it suits him.

All while Scar secretly watches the scene with his magic from Pride Rock still calm, cool, and collected as ususal seeing that every piece of the puzzle is coming together as planned.

Author's Note

Here we have the Breezies flying by for a rare fly-by to town which of course doesn't go exactly as planned when an unexpected obstacle separates a group from the others while flying by.

Luckily for them, they have Fluttershy, Beshte, and Ono looking out for them by giving them some downtime in order to recuperate. Unfortunately, for them, it turned into something that the Breezies got a little too comfortable with and of course stirred a little tension between Fluttershy and Ono when the latter caught onto to their little scheme.

For them it was another reminder of knowing how to balance out kindness and assertiveness while still striving for great friendship.

As for Twilight on the other hoof, well it's quite an anxious experience knowing that Scar wants the keys to the chest and is watching her every move and whatever plan the latter has up his paws, well, only time will tell what it is other than locking them away.

Next up is "Somepony to Watch Over Me." where Apple Bloom is having a tough time getting to have some freedom in being alone and responsible for watching over the house thanks to her over-protective big sister Applejack, aimed to come sometime next week so stay tuned...

Episode 24: Somepony to Watch Over Me

Episode 24:

Somepony to Watch Over Me

The sun is rising once more at Sweet Apple Acres, where Apple Bloom is anxiously waiting outside of the room where her older siblings and grandmother are conversing alongside her fellow Crusaders. The little farm filly is currently awaiting whether the rest of her family trusts her with a very important decision to which she is practically dying to hear their answer, and the answer she hopes she will be granted with.

“Whatever they decide, Apple Bloom, we'll be here for you.”

“Totally. Even though it could change everything for you, forever and ever!”

Her friends both assured even though Sweetie’s attempt further worried her friend more so than intended.

Just then the door opened where the three grown-ups have all slowly marched their way out of the door and walked towards the trio all sitting on their rumps in a straight line where they give out the decision they came down with after much discussing.

“So, we here have decided...” The matriarch of the family began while the fillies all sweat trying to keep themselves from losing it at least until she suddenly smiled and then said. “…that you're old enough to stay home alone and take care of the chores yourself for the afternoon!”

The three suddenly gasped with sudden delight just before Apple Bloom quickly recomposed herself and her friends, choosing for a more serious expression.

“I accept your decision.” She calmly said to them before leading the other Cruasders away and towards the nearby corner. Then…

…came cheers of excitement from them to which the three grown-ups have all shared amused smiles with each other, acknowledging it’s expected for being entrusted with this responsibility.

After all, Apple Bloom has never given this kind of trust before and it was the first step into becoming a grown mare in life. The day she is finally entrusted to handle things at the farm on her own is the day her siblings and grandmother go out to take care of some important apple pie deliveries to customers they promised they’d deliver today.

Come the day she will be left home alone is when both Kion and Beshte have swung by to help load their mobile pie carts before moving to accompany them on their journey.

“Steady…steady…”

With Beshte carrying multiple pies on his back, he was able to take care of loading Big Macintosh’s cart in nearly one trip which means all the latter had to was just carefully load them one by one and row by row.

Even though Kion and Apple Bloom don’t have that big back to perform the same feat, they were all still able to carry them on over in two trips quickly and efficiently together since Beshte had to be a lot more careful and slow in walking most of the pies on his back to do so.

During the loading, Apple Bloom was now practically continuing her overloaded excitement of what she had been bestowed. “Stayin' home alone, by myself, on my own!”

However, during her little episode of excitement she accidentally crashed into her big sister and sent the three pies she was carrying flying in the air.

“Whoa!”

Luckily for her, Kion was quick to turn around landing flat on his back while sliding backwards, before catching the pies with all of his paws.

“Phew!”

“Are you okay there, Kion?” Applejack asked as she helped him up and safely transferred the pies on her wagon.

“Yeah, I’m okay.” He quickly assured while dusting the dirt off of his shoulders before the orange earth pony turned to glare at his little sister for her slight carelessness.

“I can't believe I'm really doin' it!” She happily continued to express her excitement though Applejack was quick to remind her of the reality of running the farm while she’s alone.

“Now, hey there, filly. I know you're excited, but bein' the only pony here to take care of the day's chores is a big responsibility.”

“I know it!” She saluted while her older siblings secure the harnesses to their carts. “And it means everythin' to me that y'all think I'm grown up enough to handle it. I won't let you down.”

Just then Granny Smith came walking by to see her grandchildren and their friends off. “Well, if'n I'm gonna make my train, I best to be off.” Everyone nodded in response. “When Great Aunt Pine Apple says a pony's gots to ride by a certain time, you better be there!” She turned to the youngest of the bunch and affectionately patted her head. “You be sure and take care now, Apple Bloom.” She then turned to both Applejack and Big Macintosh along with their two friendly helpers while handing her grandchildren separate maps. The former’s had a blue highlighted marking on it, while the latter’s had was highlighted in red. “Y'all take care as well. I don't know which of your delivery routes is tougher. you're each headed to a mighty hard-to-reach town.”

“Eeyup.” Big Mac nodded in reply.

“We know, Granny.” Applejack acknowledged before adding. “That's the only reason I agreed to let Apple Bloom stay behind alone.”

This statement had her little sister lowering her ears and arching an eyebrow in response. “It is?” Because that’s not quite what she heard when making the decision alongside the others.

“Applejack?” Kion also looked a little perplexed by what she said.

“Oh, I didn't mean it like that, sugarcube.” She quickly said while placing a reassuring hoof on her chin in order to smooth things over. “It's just, I take my job as your big sister real serious, which is why I spent all night makin' this.”

She pulled out a list from her large saddle-bag and presented it to the filly. “What is it?”

“Just a little list of helpful reminders.”

Apple Bloom went ahead and started reading it while the others share confused looks with each other.

“Did something get into her?” Kion thought to himself.

"There's some soup for you in the 'frigerator. Be sure not to heat it up too much. If it's hot, blow on it to cool it off. And take little sips—if you gulp, you could get hiccups." She quickly set aside the list to once more assert that she has nothing to worry about. “You don't have to worry about me. I can take care of myself and the chores! I'm ready for this.”

Applejack sighed seemingly accepting it. “I guess you are. I'm just not so sure I am.”

“Well if Granny Smith and Big Mac have faith in her, I think it’s fair to say she can handle things from here.” Kion vouched for the young filly to which she smiled in appreciation for his support.

“It’s just looking after things for the afternoon to which she knows how to do at this point.” Beshte added. “I’ve even seen her do well at some the chores I help out with without my assistance.”

“And you trust me and believe I'm grown up enough to handle this, right?” Apple Bloom added while placing her little hooves on her big sister’s chest and sported a big smile expecting her to continue giving her that trust.

Seeing that she is right after seeing that her brother and grandmother are nodding in agreement, Applejack relented with a sigh. “Right. Okay then. Good luck, little sis— whoa!”

She found her cart suddenly pushed off ahead by the eager filly wanting her to leave. “Okaygreatseeyousoonbye!” She quickly rushed waving her family and friends off who likewise shared the same words before heading out along with Big Macintosh saying his famous phrase.

“Eyuu-up!”

The smiling filly waited patiently until everyone was all out of sight and hearing range of home until she finally celebrated. “Woo-hoo! I'm alone! At home! I'm home alone! This is gonna be so awesome!”

Meanwhile, on route on their deliveries her two siblings and accompanying friends all made their way down the path with Applejack taking the lead.

However during the walk forward, the thought of leaving Apple Bloom home alone despite having come to agree with the rest of her family is leaving her nerve-wracked to the point she is sweating and biting the nails off of her hoofs.

“Everything okay, Applejack?” Beshte asked upon seeing something’s troubling her when she came to a stop unintentionally causing Big Mac to bump head-first into her wagon to which he glared at her sister for the unexpected halt in their journey.

“Eheheh... Sorry, Big Mac, Beshte.” She apologized with a nervous laugh. “I was just frettin' a bit about Apple Bloom.”

“Again?” Kion asked finding it quite surprising that she is still on edge about it at this point.

“Eeyup.” She nodded before turning to her big brother who walked up beside her. “You think she's gonna be okay on her own?”

“Eeyup.” He nodded with full faith before pressing forward.

“Why wouldn’t she?” Beshte asked trying to understand why the blonde mare is still all anxious about. “You said you trusted her alongside your family that she can handle being on her own while we handle these deliveries.”

“I know but I just keep on thinkin' of things I forgot to put on her list.” She further explained. “Like, I didn't write down that if she wants to get a spoon out of the drawer, she needs to open the drawer first.” She sighed after hearing herself ramble a little while Big Mac rolled his eyes in response. “I know, I'm probably just bein' silly.”

“Eeyup.” Her brother bluntly remarked fully confident that she’ll be fine on her own.

“Applejack…” Kion spoke up in attempt to urge her not to worry about it. “…you all agreed she was capable of handling things on her own. We’ve all seen her do it. So I think we should just focus on making this delivery and navigating our way there without anymore interruptions.”

“Yeah…you’re probably right.” She relented but still couldn’t shake it off. “But I know I'd feel a heap better if I could just check on Apple Bloom one last time.” She moved to quickly turn around and head back home much to the other’s surprise. “You go on ahead and make your delivery. I'm just gonna take a quick peek, and then I'll make mine.”

Big Mac could only shake his head at her sister correctly feeling that this isn’t going to wonders in the end.

“This is not going to end well is it?” Kion asked him expecting the answer at this point.

“Nope!”

Kion finding it really unnecessary couldn’t help but ask. “Why Applejack is so worried that something is going to happen if we were to just turn our backs for just one second?”

“Oh, it’s because it’s her way of saying that she loves her…” Big Mac replied in one of the rare times he speaks while both Kion and Beshte listen intently. “…she usually means well but usually tends to go overboard at times in regards to looking after her. It usually takes one near accident to traumatize a pony.”

“Why is that?”

“Something happen?”

Both the Guard’s Fiercest and Bravest asked of what incident in the past sparked it.

“Eeyup.” In answer to the latter’s question. “About a few years ago before she started attending school, she was out playing with Applejack’s Winona with her favorite game.” He recalled a slighter younger and shorter Apple Bloom doing just that. “While they were playing, one of the sheep managed to stray away from the farm and Apple Bloom ran after her…”

Young Apple Bloom gasped when she spotted it run away. She briefly looked around wondering where the rest of her family went before making the rash action to pursue it herself while ignoring the barking protests of the family dog. She quickly ran off to find Applejack and Big Mac who are both out fetching paint, wood, and nails for fixing the sheep fence.

The three all group up once the two siblings both emerged with said supplies when Winona barked towards the woods up ahead. When they all turn their heads towards the sheep’s pen they discover that part of the fence is busted open leading to both Applejack and Big Mac to realize that one of the sheep has escaped and ran off.

“Lands sake!” Applejack exclaimed just when Winona came running up barking urgently. “What is it?” She barked some more. “Apple Bloom went after the loose sheep? Holly apple pies!”

She completely gasped thinking the worst as a sense of parental urgency kicked in the mare before she quickly fetched some supplies she’ll need in order to protect her baby sister from danger alongside her big brother. Once she quickly returned with two long black rubber boots, they both slipped them on and quickly ran off into the woods after them.

“Come on, Big Mac, we got us a pony and sheep to rescue!”

“Eeyup!”

“…leading to the first time she ever wandered away from home without any one from her family knowing. And needless to say it was a very horrifying scene witness and would have been had we not arrived and found them in the nick of time.” Big Mac recalled when the two run off ahead going as fast as they can in order to find their little sister until they spotted her backing up petrified in the face of a scary creature, one that seemed to have multiple heads.

Applejack thinking quick just when the creature got face to face with Apple Bloom with the escaping sheep cowering behind her, charged up and delivered a punch and kick using three out of four of her hooves. Big Mac who had been following after her sister followed it up by charging headfirst into the creature to force it backwards.

The creature snarled while shaking its heads for a bit before growling and lunging at the red stallion who quickly moved to charge right back. He successfully managed to tackle the beast with Applejack following it up by bucking two heads with her hind legs, followed by another punch from her right forearm to knock out the third head.

Once they were all shaking their heads in a daze, Big Mac lifted the creature with his back before hoisting it up in the air before allowing her sister to buck it away from them down the nearby tall cliff down below to ensure that the creature is as far away from his little sister as possible.

“It was a day that Applejack will never forget to when the thought of nearly losing her nearly came to pass.” Big Mac narrated just when Applejack hugged his little sister to death while crying after turning her attention to her who is left in a catatonic state of fear and tears throughout the whole experience. “And it’s pretty clear she hasn’t since.”

“Hevi Kabisa!”

“Whoa!”

Both Kion and Beshte expressed after a moment of stunned silence over a nearly horrifying story on par to when Kion’s father nearly got himself and Nala killed by Scar’s hyenas and when his sister and best friend Kovu nearly got killed by crocodiles.

“Eeyup.” He repeated while shaking his head in dismay at Applejack’s direction now.

“Well considering of what nearly happened, it’s pretty hard not to blame her.” Beshte sympathized with the farm pony’s motives.

“True…” Kion agreed. “…but considering Apple Bloom is now being entrusted with staying home alone and can be trusted not to going running off with her head at this point in life, she should have at least moved on from it. If only trying to tell that to my dad would easier.” He added the last part while looking aside at that moment.

“Maybe you should go and tell her that yourself.” Beshte suggested.

“Really? But what about the deliver?”

“Not a problem, Kion!” Beshte assured while pulling out his map from his backpack. ”Me and Big Mac know where to go from here!”

“Eeyup!” Big Mac nodded with a smile.

“Very well!” Kion smiled seeing that by doing so he is now showing the lesson that he just learned and now needs to teach Applejack. “I’ll try to catch up with you both as soon as I can!”

“Hakuna Matata!” Beshte called after the lion moving to run back to the farm while he turns back alongside Big Mac so they can continue their journey together.

Hopefully, a little wake up call is in order for the cow girl who greatly fears the worst for whenever her back is turned. She and the other Apples have agreed that Apple Bloom can be entrusted to take care of herself and not do anything irresponsible, so they should be able to keep that promise and give her that space because she’s a growing mare right now.

Back at the farm, Apple Bloom is cruising through her chores no problem and no worries going on like a young response adult taking charge of the place.

“Okay, number one seventy two: "Make sure to pump the bellows to keep the stove warm." She did exactly that by pumping the bellows before checking it off her list. “Check!" She looks at the next item on the list. “Make sure the hats and bows closet is fully stocked." She briefly opens said closet before quickly shutting it to avoid the extra work of having to clean that up. “Check!” She spits out the pencil once that was the last item of business needed to be taken care of. “That's everything on Applejack's list! And now that my chores are done, since there's no one else here, I get to make all the decisions!” She declared with a sense of freedom. “If I wanna listen to music, I can! If I wanna read a book, I can! If I wanna just stand here in the kitchen talkin' to myself, I can!” She said while doing all of those things briefly before moving to stand on the table.

“Apple Bloom!” Her older sister called for her after barging inside the house causing the startled filly to fall over.

“Whoa!” She ended up crashing into and spilling food onto her in the process. “Ugh... Applejack?”

“I came back to check on you, and I'm so glad I did!” She explained as she surveyed the mess around her. “I never thought about how dangerous things are around here!”

“Thanks, but I'm really gonna be okay.” Apple Bloom once more insisted she has nothing to worry about as she shook the spaghetti off of her head.

But Applejack still persisted while tightly hugging her. “You are now! Because I'm here and I'm stayin'! No way am I leavin' my little baby sister home alone all by herself!”

“I'm not a baby! I can take care of myself!” Apple Bloom protested in annoyance. “And what about those pies you're supposed to deliver?”

“Pies? Ha! Family's way more important than pies!”

“But I'm fine!” She repeated while her oblivious sister fetches a broom to clean up the mess. “And actually... this was kind of your fault.”

“I know. I should never have left you alone.” Applejack remarked clueless of what she really meant by that.

“But I don't need you lookin' after me.” Apple Bloom repeated. “I'm perfectly capable of stayin' home alone. Really!” She quickly retrieved her list. “Just look! "There's some soup for you in the 'frigerator."”

Applejack however had her back turned when she was trying to speak with her. “What was that?”

“Watch me!” She attempted to prove herself by retrieving said item from the fridge. But when she moved to leap onto one of the shelves grape jelly spilled on her head causing her to slip and end up spilling more food onto herself by the time her big sister finally turned her back towards her. “Whoa! Ugh!”

“Oh, no! This is worse than I thought!” Applejack quickly and wrongly assumed before rushing to hug her. “Well, don't worry, Apple Bloom, I'm here now and I'm not leavin' you home alone ever again. I'm stickin' right by your side, always!”

This is clearly, not the afternoon she expected nor wanted to have. Her big sister promised to leave her be and is once more treating her like a baby.

Once Applejack let go of her and moved to fetch some more cleaning supplies, the little filly quickly retreated outside in an attempt to get away from her.

“Apple Bloom? Apple Bloom!” Applejack called after her after taking notice she disappeared.

Said filly was hiding in the nearby corner of the barn. “Applejack's just overreactin' a bit. I'm sure she'll snap out of it.” But just when she turned her back, she was right there in front of her. “Whoa!”

“Since when did she gain Pinkie’s ability to do that?” She thought in her head.

“You need somethin'? I'm right here!” She eagerly asked.

“I know you mean well, but I don't need you watchin' over me! I can take care of things myself!” Apple Bloom once more tried to politely decline her going overboard. Applejack laughed it off just when she moved to fetch a rake in the nearby grass so she can start raking leaves. “Look!” Suddenly she sees a pillow tied to it. “Huh? Hey! Who put pillows on this rake?”

Applejack chuckled in response as she once more walks up towards her. “Oh, I don't know. Maybe someone who really loves her little sister and doesn't want her to get an owie?”

Apple Bloom growled in annoyance when she moved to pinch her cheeks and place a helmet on her head, clearly seeing this as too much already for her to tolerate.

It was just at that moment Kion arrived on the scene to witness the overprotective sister is already taking charge of things.

“Applejack! There you are!” He called out to her as he skidded to a stop inside the house but not without seeing the mess in the kitchen. “Whoa! What happened in here?”

“Nothing a little cleaning and watching after Apple Bloom won’t cure.” Applejack replied while paying no attention the lion cub standing at the doorway. “After what happened, I‘m never leaving her out of my sight.”

“But what did happen?” Kion asked for the truth while turning to Apple Bloom feeling that she would be more honest with Applejack running her head due to her obliviousness.

“I was just standing on the table getting very excited once I finished my chores when Applejack startled me with her sudden appearance back here.” She explained before glaring at said pony still sweeping and mopping the place up.

“Applejack…” Kion tried to speak with her to get her out the door on towards their delivery but she still refused to pay attention to him.

“It’s all right, I got some things I need to do here anyways. Can’t afford to waste another second protecting her.” She ignored while nuzzling the filly who moved to push herself free and huffed before storming outside at what was supposed to be a relaxing afternoon to herself.

Applejack still naïve to his little sister’s feelings followed after her with a bright smile still ready to protect her every step of the way, even though she clearly doesn’t want it.

Now determined to prove to her to Applejack that she can do the chores on her own she moved to try her hooves at applebucking only that Applejack went ahead and had nets placed on all of the trees so that all apples that fell out of the trees landed in the nets instead. And then when she tried to wheelbarrow the apples, Applejack placed training wheels on it to make it steady.

Both times she forced a helmet on her head which further increased her agitation and her older sister.

And she didn’t stop there because when she moved to go inside and found the place was covered in bubble wrap. “Oh, for the love of...! You've gone and baby-proofed everythin'!”

“Heh, yup!” Applejack eagerly nodded once more. “Your big sister let you down once, but I promise it won't ever happen again.”

“But really, I'm fine! I can take care of myself. I don't need you watchin' over me!” Apple Bloom once more insisted on deaf ears.

“Aw, that's sweet. I appreciate you tryin' to make me feel better, but don't worry. I'll always be here for you. Always!” She ignored while embracing her and placing another helmet over the helmet she kept placing on her much to the filly’s growling displeasure.

Kion seeing that this has gone far enough decided to try to take matters into his own paws. “Applejack, could I talk to you for a second?”

“Sure thing Kion!” She agreed while letting go of her sister who quickly retreated to her room.

After Apple Bloom had left, Kion decided to voice his opinion on the matter. “Now Applejack, I know that you are working really hard in protecting Apple Bloom and don’t take this the wrong way but truthfully, I think you’re taking this a little too far.”

“What do you mean?” Applejack asked as clueless as the next short-sighted pony. “How could what I’m doing be a tad bit much?”

“Well, for starters you baby-proofed the entire farm…” He showed her, said wrappings around the whole area around them. “…and secondly, you’re not giving your sister any breathing room either.”

“But I love her to pieces!” Applejack defended. “How could I bring it to ma self to leave her alone like that?”

Kion had carefully chose his next words to avoid misinterpreting his attempted message. “Not leaving her alone when she really needs it, but not “leaving”…” He emphasized on that word. “…her alone to when she doesn’t need help like right now.”

“But she does need me!” She asserted still smiling. “She ended up falling over the table when I came inside!”

“Because you startled her!” Kion nearly raised his voice and shouted. He quickly took a breath before continuing. “Because I know that she has great balance when not distracted by something along with the fact she is capable of handling the chores and herself around here on her own. And what happened to promising you’d let her handle things on her own today?”

“Hold up.” Applejack interrupted with a raised hoof before calling out while Kion slightly growled in irritation due to seeing the similarities of his dad in her in regards to his sister. “Hey, Apple Bloom! You need anything? A snack? A hoof massage? Maybe a snack while havin' a hoof massage?”

Sweetie Belle who was recruited alongside Scootaloo nearly spoke up interested until Apple Bloom quickly hushed her. “No thank you!” She replied with gritted teeth and forced politeness.

“O-kay, well you can count on me bein' close by if'n you need anythin'!”

Turning back to her friends in her covered crib she further felt her point was made with that question. “You see what I mean? If this keeps up, I'm never gonna be able to do anythin' without Applejack hoverin' over me!”

“Mm-hm.” Both her friends nodded.

“So what can we do? Hmm.” Scootaloo asked hoping they can try to figure something out to help their friend while she looks out her window feeling at a loss of how to handle this unbearable affection.

“Uh...” Sweetie was lost for suggestions.

“Um...” And so was Scootaloo.

“Hang on a sec! I got it!” Apple Bloom smiled with something on her mind when she spots her sister’s cart.

“What?” Sweetie asked as she and Scootaloo ran up to her.

“The pies! I'll sneak out and deliver them! Granny said that they were goin' to some incredibly hard-to-reach town. If I can do it alone, that'll show Applejack I don't need somepony watchin' over me!”

“Just one problem.” Scootaloo raised her hoof as she spoke up. “Your sister's gonna come back and check on you any minute!”

“Which means you need an escape plan.” Sweetie added as Scootaloo placed a hoof on her chin before thinking of an idea.

“Ooh, and I got an idea for one!” She eagerly flapped her little wings before rushing over to her closet where she has a stock load of pink bows before placing one on herself and Sweetie before tucking herself in the covers of Apple Bloom’s baby crib while mimicking Apple Bloom’s snoring to the best of her ability.
“See? It'll look just like you're sleeping in bed. Sweetie and I can take turns! That way, when one of us gets tired, the other can take over. Brilliant, huh?”

“Mmm-hmm!” Sweetie nodded.

Both of her friends smiled really liking the idea.

“This could work!” They thought.

“You know what? It is! I got a feelin' this just might work!” Apple Bloom came to agree before starting to get an upbeat feeling inside of her.

“We're gonna make my sister see

I don't need her watchin' over me—“

“Stop!” Scootaloo quickly interrupted while shoving her hoof into her hoof after hearing the sound of hoofsteps. “No time for a song! Applejack's coming!”

“If you're gonna go, we've gotta get you out of here now!” Sweetie urgently added before getting together with her friends for their group creed.

“Cutie Mark Crusaders, let's do it!”

Apple Bloom quickly made her way out through the window though ended up slipping and falling onto the tall piles of hay Applejack had previously stacked up leading down to the cart. “Whoa!”

“Guess that’s one good thing that came out of Applejack’s babyproofing the house.” She thought before saluting to her fellow Crusaders before making her way down to the cart and making her way out and away from the farm while they both wave after her.

“Everythin' okay in there, sugarcube?” Applejack asked once more thinking her little sister is in there.

“Quick, get in while I hide!” Scootaloo urgently instructed before moving to hide herself in the closet while Sweetie Belle moved to tuck herself under the covers while Scootaloo hid herself in the closet. But just when she did she saw something she didn’t like. “Sweetie, no! You gotta sleep like Apple Bloom!”

“How does she sleep?” Sweetie asked unsure of how to do it.

“Like she does everything! With sass!” She quickly replied just before they both assumed their positions when Applejack came inside and took a view of her surroundings.

“Huh. I guess you must've been so tuckered out, you sent your friends home and went to bed. Then again, you are a delicate flower. Sleep tight, Apple Bloom. I'll check on you again in a bit.”

She then turned around and left the room leaving the two fillies to sigh in relief seeing that their plan is working…just barely before quickly turning their heads back in position when Applejack came back inside no sooner than a few seconds.

“Just checkin' in on you again!”

She closed the door again and then reopened it again after another few seconds.

“Need anythin' now?”

And again.

“How 'bout now?”

And again.

“Need another blanket?”

And again.

“Did I hear a cough?”

And again.

“Want a glass of water?”

And again.

Fifteen minutes later, Kion faced the mare with an expression hoping that she is done worrying silly over Apple Bloom. “You about done yet?”

“Maybe after one more time.” She honestly replied after a brief pause and pondering before moving to do so. “Just... checkin' in on you again.” She sighed once more thinking that Kion’s right while he appears right behind her. “Look at you, dozin' so peaceful-like. Here I am, checkin' up on you every five seconds, and you're totally fine. Maybe you don't need me frettin' over you all the time.”

But just before Kion could smile in relief seeing that it’s about time they can get going, he noticed something a little off with “Apple Bloom.” when he managed to take a look at the color of “Apple Bloom’s” mane. Along with…

“Wow, Apple Bloom will be so glad to hear that!” Scootaloo’s eager and thoughtless moment of blurting.

“Huh? Scootaloo?”

“Uh, um, n-no.” She hastily replied back to no avail which had Applejack checking the covers while the leader of the Lion Guard moved to open the closet door to uncover the hiding filly.

“Scootaloo?”

“Sweetie Belle? But... where's Apple Bloom? She's not here!” The orange earth pony wondered and realized with fear and fretting overcoming her again. “She could be anywhere! She could be lost, cold, hungry, itchy, stuffed up, needin' to go to the bathroom!”

“Girls? Where is she?” Kion tuned and asked in a somewhat stern tone and raised eyebrow at the two girls expecting a good answer out of it.

“Don't worry, we know exactly where she is.” Sweetie quickly assured. “Yeah, she's making your pie delivery.” Scootaloo added.

“What?! No! Didn't she hear how difficult and dangerous it was?!” Applejack gasped still fearing for the worst with this information in light. “I may never see my little sister again!”

And just like that, Applejack’s greatest fears are reignited, only this time for a very darn good reason with the flashbacks all playing back in her mind.

“Applejack…” Kion once more asserted feeling that shouldn’t be punished for their deception (at least not overly) considering of what led to this. “…we’ll deal with them later.”

“I hear ya, Kion!” Applejack replied acknowledging that argument but has a bigger priority on her hooves while glaring at the two fillies still feeling they have to face some consequences for their actions. “But they at least need somepony to watch over!”

And she made good on her promise by getting in contact with another adult to watch over the two while she and Kion go out and rescue Apple Bloom before returning to the kitchen to where both Sweetie and Scootaloo are sitting and facing the mare giving them a cross look for their behavior.

“Okay, Rarity's on her way here to look after you two.” She began before moving forward with her primary concern. “Now tell me, did Apple Bloom at least bring flameproof boots?” Both girls had no idea what she is talking about and neither did Kion while looking at each other further growing the farm pony’s concerns. “A lion tamer's chair?” Neither of them replied while looking aside regretfully with Applejack’s ears lowered that it was getting more and more clear of how much trouble she is in. “A snake charmin' flute?!” She asked with a hoof to her teeth while the two fillies while looking aside with the unicorn biting her lips in response. “A hunk of ricotta?!” She asked with her hooves to her cheeks now horrified with Scootaloo lowering her head to the ground while Sweetie buries her face into her hooves in response. It was now all clear of how deep her little sister is in when she started biting her nails again. Hoping for the better, she takes a moment to calm herself down before speaking her thoughts again. “Okay, maybe there's still time to catch her before she gets there.” She then asked the Crusaders one last question. “When did she leave?”

“It must've been hours ago.” Sweetie honestly admitted.

Now Kion was starting to get a little worried himself. “Are you sure?” He asked while looking at the clock which shows that it’s been a half hour since they arrived back here. “Because we both got here at around 6:00.”

“Yes, right around there.” Scootaloo didn’t deny that they weren’t thinking straight in regards to the time and the consequences Apple Bloom would be facing going on the path she is now on.

“Oh, no!”

“Hevi Kabisa!”

“Put these on and carry these…” Applejack handed him boots big enough for his paws “…and follow me because we have no time to waste!” She declared before rushing out the door just as Rarity arrived in front of the front door.

“Hey! Sorry! No time to waste! Go to rescue someone!” Kion shouted after the confused fashionista while playing catch up to Applejack in protective big sister mode right now.

The mare turned to both her sister and her friend who both sheepishly grinned feeling ashamed for further setting the domino effect in place knowing she is going to hear the full story too.

Meanwhile, Apple Bloom herself has arrived at the swamp herself, and is already having growing second thoughts coming here all by herself due to the eerie surroundings and orange smoky geysers. The place itself was literally a place only the hyena would enjoy if they ever visited this place along with anyone who deserves a place in Tartarus or liked visiting the volcano in the Outlands.

Apple Bloom feeling something is wrong with this path tried to figure out the true course of direction. “I can't see a darn thing in this swamp.” And for added measure of bad luck one of the fiery geysers shot up and burned her map before she could figure it out. And then for scary good measure she sees an equally scary looking creature approaching her. “Well, now at least I can see.”

A chimera with a creepy bloodthirsty grin approaching their prey. A creature consisting of a black furred goat, and a green python snake both attached to a tiger and goat’s body with the former’s body upfront and the latter’s body in the rear. In addition the snake served as the creature’s tail.

When said creature emerged from the shadows, Apple Bloom was quick to try to make a run for it. But nearby geysers right around her blocked her path to the point when she tried to run. Then she finds herself face to face with the tiger’s face.

“I'd stay where you are. This is the only safe spot around here.” The tiger sinisterly advised which did little to at ease the nervous whimpering from the frightened filly.

“It don't look so safe to me.”

“Oh, we just mean from the flames.” The tiger’s head corrected.

“Yeah, not from us.” The goat’s head added.

“What was that?” The snake head asked not quite catching that. “Ah, can you guysss ssspeak up?”

“I was about to tell our guest how we haven't eaten in days.” The tiger head replied to the intimidated foal in front of them.

“My sisters and I can never agree on what to eat.” The goat head said.

“Excccept... pie.” The snake head added while eyeing the pie cart behind Apple Bloom who both looked back at the cart attached to her before turning back with a sheepish grin.

“Well, unfortunately, I gotta get these pies to a town on the other side of the swamp, so, uh...” Apple Bloom tried to be polite and excuse herself but the chimera wasn’t going to let her get away that easy.

“Oh, you don't have to worry about that.”

“Yeah, you don't have to worry about anything anymore.”

“Because we're going to have our apple pie with a ssside of filly filet.”

“You don't say.” Apple Bloom returned while slowly backing away from the fierce some beast approaching her menacingly.

“Now, sisters, on three!” The tiger head stated. “One!”

“Two!” The goat said next while Apple Bloom is backed up against a tree behind her.

“Three!” A voice cried out before the snake could say it.

And just when all three heads are all wondering who said they were all knocked off their feet and ended up falling flat on their back by a blast of pink and red colored magic.

Apple Bloom turned and smiled when she saw a very familiar face appear and run up to confront the chimera while flapping her wings and charging up her horn. She was currently wearing black flame-proof boots and was carrying her light blue saddle-bag on her back.

“Run!” Twilight ordered of her with her eyes locked on the chimera getting right back up ready to try to fight her.

“Well, well, well, if it isn’t the leader of the Pony Guard who served that monstrous lion Scar.” The tiger head smugly remarked in an effort to try to play mind games on her.

“Sure seems fitting that you of all ponies would be wandering around here.” The goat added.

“Especially seeing that you had it coming for betraying those you held close and dear to heart.” The snake further said. “Must be feeling ashamed of yourself for nearly resorting to killing your own brother.”

“Enough talk!” Twilight growled not about to be talked down from saving those who need it before firing another blast of magic right at the beat’s chest with the tiger letting loose a howl of pain in response before doubling over in pain.

Both the goat and snake hissed venomously right at Twilight for striking their companion with the latter lunging at the alicorn trying to bite her while carrying their weight. Twilight having prepared for this, pulled out a pie from her saddle-bag before slamming it right in its face while kicking the goat’s head when she tried to catch her by surprise.

During the distraction, Apple Bloom quickly made a run for it while wheeling the cart away from the scene. She managed to avoid more geysers along the way but ended up losing the cart when it managed to detach from her after hitting a rock she didn’t see.

“No!” She screamed after realizing it happened just seconds later before quickly retreating to retrieve it.

Before she could reach she was intercepted by the chimera who growled once more at her while dodging another magical blast from their attacker.

“Where do you think you're going?” The tiger demanded ready to pounce on her once more before being knocked aside from another blast of magic from Twilight and singed from a beaming geyser right in front of her.

The snake moved to try to bite Apple Bloom who quickly ran as fast as she can to avoid being bitten around the creature causing her to accidentally tie up the other’s paws and hooves together. The chimera ended up falling to the ground after being tripped up.

While Twilight continued to ensnare the chimera with her magic, Apple Bloom quickly moved to get the cart out of harm’s way.

She struggled to do so due to pushing it up the nearby hill in front of her, before successfully managing to do so along with rolling it down towards the nearby bushes before the creature could spot it.

“Where are the pies?!” The tiger demanded while struggling in vain to break free from Twilight’s grasp.

“They're not back here.” The snake returned in a bickering tone.

“This is your fault!” The goat accused towards the tiger head. “You think you've always got to be in charge!”

The tiger sighed before turning back to the two ponies in front of them. “You're both lucky, you know? You've got no idea what it's like to have a sister constantly looking over your shoulder!”

“Uh, actually...” Apple Bloom tried to speak before being interrupted.

“Let's try listening to me for a change!” The goat protested. “And I say, if there are no pies, let's settle for the filly filet along with the alicorn steak!”

“I don’t think so!” Twilight roared while doubling down her magic before charging her horn to send electricity down their spines.

The attack left the creature burned up with smoke emerging from their fur. All they could do was groan and moan while choking up in horrible pain. But the chimera was slowly able to pick herself up while growling at both ponies with the alicorn standing in front of the filly with her horn charged again and wings spread out ready to defend themselves.

“Any lassst wordsss?” The snake hissed in the duo’s direction ready to lunge at them once more.

“I really wish my sister were here!” Apple Bloom prayed even with Twilight’s protection.

And her prayers have been answered when she heard her voice call out to her. “Hang on, Apple Bloom! I'm a-comin'!”

Said mare along with Kion appeared both leaping over the flames while both wearing the same flame-proof boots with the former having her saddle-bag in tow.

“Get her!” Both the tiger and the goat commanded but not with the latter bickering once more.

“Hey! I thought I was in charge now!”

The tiger growled in response before charging right at both Applejack and Kion who likewise both charged back.

Applejack was able swiftly duck under the chimera while Kion leaping up and slashed his claws on the tiger’s cheeks while barely avoiding being swiped by her. Just when she was recovering from the attack, Kion quickly sprinted under the chimera while Applejack plays a specifically specific flute towards the snake.

A snake flute to which had the snake itself feeling drowsy and ended up falling asleep because of the soothing music she played.

The tiger growled before lunging right at her, but Applejack was once more prepared when she held up a wooden chair just when she opened her jaws at her. She ended up struggling to move her jaws and shook her head for a good ten seconds before finally snapping them and breaking the chair in the process.

“Howdy!” Applejack called out to the creature while waving her hoof.

“Over here!” Kion challenged ready for another charge from them.

The tiger enraged from the lion’s earlier attack lunged towards him at the same time Kion lunged back. But this time, Kion did something smarter. He leaped under the chimera used his precise version of the roar while sliding under to send the tiger crashing face first into the tree Applejack was standing in front of.

The tiger ended up getting his teeth sunk in so deep she couldn’t break herself free. Not helped that the snake head is still deep in her sleep to the point her head got stuck on the opposite tree behind them.

The goat who couldn’t free the others or herself faced off as both Kion and Applejack approached her. She growled threateningly in response but they both responded by simply handing her two globs of cheese for her to happily munch on before walking away.

“Mm, ricotta!”

While the chimera was now neutralized, both Applejack and Kion moved to run out of the forest while leaping around and dodging the geysers they’ve encountered along the way. Once they managed to get out of there, they both managed to regroup with Apple Bloom and Twilight with the former riding on the latter’s back.

“Are you okay?” Applejack asked her little sister.

“Thanks to all three of you.” Apple Bloom expressed her relief.

And with that out of the way Applejack was quick to scold her for doing so in the first place. “I told you you need your big sister lookin' after you! I'm just glad this wasn't a whole lot worse.” Apple Bloom along with Kion and Twilight frowned in response. “I mean, sure we lost the cart and all the pies, but at least you're—“ She stopped mid-rant after seeing her uncover the pie cart from the nearby bushes. “…huh, the cart! And all the pies!” She said now delighted to see it. “You actually got them all the way up here? In the dark? Through the Flame Geyser Swamp? Past that monster? ...By yourself?” She asked now astonished that she actually managed all of that before being rescued.

“Well... yeah.” She answered honestly.

“Huh, wow.” Applejack said now very amazed that she actually did all of that. “That's mighty impressive! Anypony who can do that on her own, well, she don't need somepony like me babyin' her.”

“About time!” Apple Bloom exclaimed in frustration startling her big sister in the process. “And to think that it took a trip back baby-proofing the barn to push me into proving myself.”

“Huh?”

“I even managed to handle doing the chores on my own before you came back and it was only you appearing by surprise did I fall over that table.” She further voiced her complaining.

“But I…” Applejack tried to argue back before realizing the sincerity in her tone along with remembering Kion trying to talk to her earlier. “…was just trying to protect you much like what happened years ago.” She admitted remorsefully. “Acting like it was really going to happen if I actually left you alone at the barn.” She sighed heavily with her ears lowering along with her head in shame. “But I ended up nearly re-creating that there scene back there by driving you away.” Now did Applejack realize how over-protective she’s been acting and what Kion has been trying to tell her. All of that worry and fretting was all for nothing and actually created more harm than good. A feeling that Twilight herself can relate to to when she was a filly herself too.

“Oh, Apple Bloom…” She spoke very regretful now. “I’m so sorry! I didn’t mean to make you feel inferior. In fact, none of this would have happened had I trusted you in the first place.”

“Well, true…” Her sister didn’t deny of how true it is. “…but I will admit going after the sheep by myself back then was pretty crazy too.”

“But you were young and didn’t know any better.” Applejack insisted she is not at fault here. “Any filly your age would have done the same thing you did.”

“Really?”

“Of course.” Twilight vouched for her. “Even ponies who try to be perfect all the time.”

“Like you?”

“Yep.” She nodded while looking aside trying not to laugh at some of her follies while the others tried their hardest not to laugh nor question what kind of funny situations she got herself into when she was young before the mare continued to voice her thoughts on the subject. "And with all joking aside and point being, coming from a pony who knows what it's like to have an older sibling who constantly loves and watches over your shoulder to when you're young, I know what it's like, Apple Bloom. With Shining Armor, it can be pretty frustrating at times but he did it because he loved me and just didn't want to see me get hurt...again." She then turned to Applejack. "It eventually took a little talk with Shining Armor to get him to understand that I do not need him watching over me 24/7 once I got to a point I could handle certain things on my own and that I can count on him to be there for me when I really need it and I think you two can do same."

Applejack pondered her words yet curious of what happened to Twilight that had her experiencing something similar but decided it was worth finding on another time before turning back to Apple Bloom so they can smooth things over.

“Well I know one thing’s for sure out of all of this is that if Big Mac, Granny Smith 'n I ever have to be away for the day again...” Applejack began sounding somewhat stern at first much to the other’s worries until she added in a much entrusting tone. “…I would totally trust you to stay home and take care of things on your own.”

“Yes!” Apple Bloom smiled with glee hearing that she really means it this time around. ”Now that is the kind of 'looking after me' that I can definitely appreciate!” She then asked to make sure they have buried the hatchet here. “So... we're good?”

“Little sister, we're always good.” Applejack assured while placing her front left hoof around her back to hug her and nuzzle her forehead while her little sister reciprocates it in return.

Just after embracing her sister Applejack turned to Twilight with a curious question lingering in her mind. “Speaking of which, what were you doing all the way out here all by yourself?”

“Oh, I was just taking a walk through here.” Twilight replied while looking aside. “Felt a little more interested in doing a little exploring.”

“Are you sure?” Kion asked feeling her excuse is off here and looking at her very concerned of what's really bugging her. “Because it’s really not like you to wander into places you know have dangerous creatures inside of.”

“Yeah…” Applejack agreed sharing the young lion's concerned and inquiring look. “…you sure it’s not something else?”

“I’m sure.” Twilight insisted but after seeing the imploring looks of the others did she sigh and give in. “Better than walking around a town of ponies and Pride Landers who want nothing do with me.”

“What do you mean?” Apple Bloom inquired.

“I mean I just can’t feel comfortable being around them.” Twilight answered before turning to the little filly to clarify the reason. “And if you’ve heard from both Applejack and Kion you would know why.”

“Right. The whole working alongside that evil demon Scar.” Apple Bloom acknowledged since she was there when it happened.

“Exactly.”

“Have you ever apologized to everyone?” She asked still filled with questions.

“Apple Bloom…” Applejack tried to get her from feeling pressured into answering a question she doesn’t want to answer.

“I did to my brother, but not everyone else since it wouldn’t matter if I apologized or not.” She answered feeling the need to assert why it won’t just work. “You don’t just go around committing treachery and coming back saying “Hey, I’m sorry, I acted like an evil jerk and sided with the Pride Land’s worst enemy trying to take control of the world after a traumatic experience in my life.”” She sighed to calm her tone down before turning away from them to avoid the urge to scoff at them. “It just doesn’t work that way and go away overnight like anyone would read from one of those classic fairy tales you’ve probably read in life.”

“Well I’m not going to lie I wouldn’t blame them for not wanting to trust you after what you did.” Applejack bluntly remarked.

“Thanks.” She sarcastically responded still having her back turned. “There’s no denying that. Along with having to perform community service to help repay Ponyville for the damages just after getting double-crossed by Scar himself.” She then looked back at the three with the farm pony now regretting saying that last bit feeling that moment of honesty was a little too much. “And I don’t blame you if none of you want to have anything to do with me after all of that.”

“Oh, come on, Twi.” Apple Bloom attempted to encourage her from thinking otherwise. “Just confront that big bad kitty yourself! Fight him, defeat him, and reconquer the Pride Lands in your name. Then everyone will forgive and forget the whole thing ever happened!”

Twilight shook her head. “Maybe if Scar wasn’t an evil entity crossover of a lion and alicorn that I by the way ended up creating myself.”

“But you did it to save everyone!” Apple Bloom shook her head and pointed out. “You had no choice!”

“I know but even if I did, others are still going to remember me as the pony who turned her backs on those who cared about her and helped Scar conquer the Pride Lands in the first place.” Twilight countered while shaking her head. “As of now when I walk by them all I get is others reacting in fear of me before running away along with others who give me looks of scorn in return. Only unlike Luna it’s not Nightmare Night.”

“True.” Kion said. “But if it’s any constellation, everyone’s just scared of what’s been going on is all. And I’m sure you know the rest of the Guard along with the other princesses know that too.”

“And you can always be honest and come to us whenever you need comfort and all.” Applejack added. “And I’m also sure that compared to Scar, they hate him even more because of the one thing he doesn’t have.”

“And that is?”

“Like what we said the other day, a true heart.” Kion answered. “You proved that when you chose to save everyone from Scar when he held everyone captive by giving up your dark magic. And now because of it you’re now free from his influence with your scar no longer bugging into making these decisions in his name.”

Twilight’s mood failed to change at least until Apple Bloom hugged her tightly and had this to say. “And even with your scar, I still see another friend I can trust and count on to have my back when I need it just like you did back there.” She gestured her eyes towards the swamp to where the chimera is still struggling to break free. “Speaking of which, before our creepy friend breaks free, I’m thinking maybe we should get going.”

“Good idea, Apple Bloom. Let’s go!” Applejack agreed while quickly scooping up her little sister before remembering and actually placing her back down on the ground after realizing that she didn’t ask if she wanted it before moving towards the cart. “Sorry, sis. I don’t suppose you um, want me to carry you do you?”

“For once, I would actually love that.”Apple Bloom accepted the offer before moving to hop back on her big sister’s back before turning back to the cart so they could carry the cart on over to their destination.

But when she did they saw that Twilight had already moved to hook the cart to her back before moving to carry the pies on over to their destination. Considering she is now used to performing these chores at this point in life, she had no qualms of doing the heavy-lifting this time around.

“Are you sure you got it, Twilight?” Kion asked recalling that strength isn’t her biggest feat compared to magic.

“Not a problem, Kion.” Twilight happily replied while moving forward and carrying the cart like it’s no biggie. “And in case you’re wondering, I have been working out a little more lately, and it also helps that I’m an alicorn now.”

“You don’t say?” Applejack asked now mighty impressed compared to her first Winter Wrap Up. “I would have never been able to do the math on that even if takes one to put two and two together.”

Twilight giggled in response. “You do realize you just made a math pun do you?”

Applejack widens her eyes and then shook her head now amused. “Well not until now I did." She chuckled at herself. "How about that?”

While the four all managed to share some smiles over the whole thing, they all pressed forward together with their journey together and it all when through no problem and every pony who was at the town they arrived in were all very happy as they all carried out with their celebration together.

Author's Note

In this episode, Apple Bloom has now reached a coming of age where she can take care of herself on her own and she sure is excited...

...at least until her overly-protective big sister Applejack decided to keep a close eye on her even after giving her word.

For this version, as you have already read at this point I decided to add in a couple of things here such as giving a past encounter with the chimera to give Applejack a sympathetic reasons for being over-protective of Apple Bloom. Another was adding Twilight into this episode near the end to back her up in not only against the chimera but also being there to vouch that Apple Bloom can look out for herself without someone constantly watching over her.

And for those wondering, considering that Twilight is the younger sibling of the family, she can definitely relate to her plight very well along with her current lifestyle of self-isolation from a town that fears and or hates her.

Next up is the Lion and Pony Guard going to a trader event at Rainbow Falls where ponies get to trade their items for something they want in return, a place where friendship comes into play of how and what is it worth trading for so stay tuned until then...

Episode 25: Trade Ya!

Episode 25:

Trade Ya!

If there was one thing worse that one or two friends rambling his or her mouth in Pinkie and Bunga’s case, it was four friends rambling courtesy of Timon and Pumbaa. It was so irritating that Kyoga had to borrow some of Twilight’s ear plugs in order to channel out their incessant chattering. Twilight didn’t mind, since she is trying to be a better friend in hearing her friends out a little more, at least to show that she still cares.

“Yes!” Pinkie squealed in delight. “Best day ever!”

“I know right!” Bunga exclaimed just when their train arrives at its destination allowing the Lion and Pony Guard to safely get off their ride. “We're all going to the Rainbow Falls Traders Exchange!”

“I wonder if they have cool grubs to trade there!” Timon expressed his eagerness before catching his warthog snacking on them. “Pumbaa!” He scolded.

“What?”

“We’re supposed to wait until we find rare and exotic grubs here to trade for the grubs from Pride Lands without you eating them all!” Timon reminded.

“Oops! Sorry!” He gulped the last bite of food he already bit into.

“Ugh!” The meerkat face-palmed in response. “Just let me handle the grubs from this point forward, okay?”

Pumbaa sheepishly moved to do so before they both set out towards where the big event is set to take place.

“Oh, brother.” Ono rolled his eyes to side at the sight before floating down on Beshte’s back to continue talking with his friends. “Anyways…” He continued. “…I’m really looking forward to this event. It’d be interesting to see if there are any interesting new books to read out there.” He moved towards his bag of books that he brought to trade. “I just hope what I have is enough to trade for something that really catches my eye.”

“I’m sure you will, Ono.” Beshte assured.

“And I’m sure everyone will love seeing the Lion and Pony Guard here today!” Bunga stated already getting excited of their stay here.

“And that’s not the only thing that’s exciting…” Pinkie added before walking over to their prince and princess friends.

“That’s right!” Bunga remembered while wrapping his arm around his favorite friend’s neck. “We’re accompanying a prince and princesses on an official royal duty!”

While Kion shrugged, Twilight on the other hoof tried not show any interest in it. To her, it’s nothing but another mandated chore for her to handle to atone for her actions as Midnight Sparkle.

Pinkie taking notice of it still remained positive and certain that her fragile feelings will be spared this time around.

“Bunga, it’s not that big of a deal.” Kion said.

“No big deal! No big deal!” Bunga said very flabbergasted with what his friend voiced. “You’re a prince and she’s a princess for pony’s sake!”

“Maybe so…” Twilight said still not interested nor looking back while levitating her pile of books with her magic. “…but it’s a necessity and formality in order to ensure the trade goes on as fairly as possible…” She said while leading everyone on over to the cave tunnel leading up to Rainbow Falls. “…there always has to be a princess at the Exchange. Last year was Princess Cadance, this year it's me. And since this is the first year Pride Lands royalty is introduced it was most fitting to have Kion join me by my side since I'm going to be presiding over this event. And for that I thank you for being more than willing to accept my offer, Kion.”

"Of course." He smiled in return. "Anything to help you out when you need it, Twilight."

Despite smiling in response to his reassurance, Twilight still couldn't help but feel it's a burden to have to ask of him to assist her in this since she did to avoid taking up the role alone in front of a group of faces that have potential to give her disgusted and dirty looks from some ponies that she noticed when she was walking by throughout town ever since she returned to Ponyville.

None of them told her straight up out of fear that she'll retaliate but the message is clear to the mare who can only just press forward and continue on with her day without inciting a pointless argument and scene over it.

"At least the fillies from school weren't afraid of me..." She muttered to herself to which Bunga was close by enough to hear.

“Ah, come on, Twilight…” Bunga tried to attempt encourage her to be more enlightened about it. “…surely ponies would be excited to see you now that you’re…” Suddenly is glared at by everyone knowing exactly what he is going to say by bringing past regrets. “…a pony that everyone can trust to be here. Yeah!”

Twilight still turned ahead still not feeling very excited nor expecting a big welcome out of it while making their way through the tunnel. “Like I said, it's just a formality and I'm sure none of the other ponies will even notice I'm here.”

Just as said as they made it to the other side of the cave, she suddenly found herself greeted by a crowd of cheering ponies all gasping in excitement spreading confetti all over their surroundings. Two Pegasi ponies unveiled a banner showing an image of the alicorn princess just before the events that led to the Pride Lands being taken over supported by wooden poles, along with another banner showing an image of the lion prince himself.

“Wow, look over there, a princess!”

“And a prince!”

“Oh, this is amazing!”

Three of the ponies excitably expressed in front of the surprised duo with the alicorn being more stunned at the greeting she received while confetti rains down on them and their friends to which Ono blew off of his beak before he could sneeze.

Fuli took this moment to lean over to her pony friend with this to say while looking pretty amused. “Could be wrong, but I think they might've noticed.”

All Twilight could do for the moment was smile and laugh nervously in response. Clearly, she expected they would just shrug it off and carry on with their business feeling they still haven’t warmed up to her yet. But it sure wasn’t that case, today it was a full jam packed crowd and everyone was excited to see her and Kion today.

Twilight moved to walk ahead and press forward while avoiding eye contact with a forced smile and the others follow her. Bunga took the time to throw kisses and waves to the crowd thinking that they are praising the whole Guard near and far.

“Bunga!” Fuli scolded to which snapped the honey badger out of his fantasy before moving to catch up with the others.

“Doing okay, Twilight?” Kion asked after running up to her side after noticing of how uncomfortable she was back there.

“Uh-huh!” She nodded without glancing back. “Nice to see that ponies here actually are excited to see me.”

“Really?” He asked unsure whether she’s being sarcastic or not.

“No.” She said quietly while turning back briefly to make it clear she’s not excited about it.

“Right…” Kion acknowledged after remembering why. “…because you don’t feel you’ve done anything to deserve it.”

“Exactly! I don’t understand why ponies are cheering for me when I have done nothing to deserve any of this!” She voiced unable to comprehend this warm reception at all compared to the frightened or disdainful reactions back home.

“Maybe they’re just really trying to help you feel better about yourself with the hopes that you can come around and be the hero that saved all of Equestria from the threat of that mean lion who scarred and corrupted you into turning on us!” Pinkie rapidly suggested while rushing over to her.

While it makes sense, she remained unconvinced. “I don’t know about that but…”

Pinkie suddenly hugged her to try to get her to try to lighten up for the sake of everyone here. “Come on Twilight! Quit being a Miss Grumpy Pants and try showing us more of that smile of yours!” She encouraged while attempting force her lips to smile.

“But…”

“Pretty please with sugar on top?” She pleaded with buttoned up eyes and the biggest grin she could muster.

“I’ll try.” She sighed as she relented to which Pinkie hugged her in response to her reply while Twilight had to resist the urge to throw her off as tempting as it is since she is still not warmed up to hugs from Pinkie Pie yet.

Just on one of the nearby booths, Fluttershy and Beshte both spotted a very unique antique glass bunny depicted playing with Cupid’s bow and arrow along with another glass antique featuring two birds touching beak to beak behind a heart on a pedestal.

“Oh, my goodness!”

“Poa!”

“You said it.” Rarity returned while looking at herself in a mirror trying on a rose-colored hat. “The Rainbow Falls Traders Exchange is simply divine. You can get anything you want here!”

“If'n you got the goods to trade for it.” Applejack added as she pulled her wagon forward.

“You said it!” Beshte agreed while carrying a large boulder from the cart he was carrying with the high hopes of being able to get something out of it. “I just hope they something big enough to replace this.”

“For what?” Ono curiously asked before realizing. “Oh, no.” He covered his eyes with one of his wings. “Don’t tell you backed into the one of the ponies’ houses again.” Beshte looked aside in shame. “Hapana!” He groaned.

“How did that happen?” Kyoga curiously asked.

“He got distracted while helping me cart off some apples to somepony while we were in town.” Applejack explained on his friend’s behalf recalling the moment he backed into said pony’s house while he was trying to get a good look at something from afar...again.”

“It’s not my fault that there’s always a squirrel or bunny coming up on the middle of the road when it happened.” The hippo defended. “I was just giving him space...and a little admiration.”

“And you sure did…while getting right into another ponies home’s space.” Applejack recalled when Beshte got startled then looked back feeling mortified upon seeing that he wasn’t watching where he was going while backing up to admire the squirrel and bunny.

Beshte while trying not to think much about nearly backed into Spike who moved to dodge him before accidentally letting go of his mint-condition comic book.

“Wha? Nooo!” He screamed just when it was about to land in a pile of mud.

Thankfully, Twilight was quick to rescue it with her magic before that could happen.

“Phew!”

“Oops! Sorry, Spike!”

“Thanks, Twilight. Whew. One ding, nick or dent, and this Power Ponies comic book wouldn't be in perfect mint condition anymore. And if you want to trade for a mint comic, you gotta have a mint comic.” Spike said in relief before walking ahead with his prized possession in his claws.

Just then a crowd of ponies gathered around Twilight, along with Kion, murmuring in delight and fascinated upon seeing the princess and prince standing before them. One of them handed Kion a hand-made crown along with a red royal robe for him to wear, much to his confusion since he didn’t feel it was necessary to be treated as royalty over. Twilight, however, was flustered and sporting pink cheeks that she hid her face with her wings and galloped ahead. It was borderline too much for her at the time, since she clearly wasn’t expecting this kind of treatment beforehand. To her, she felt more unwanted praise being showered on her for something she has yet to earn herself.

“Oh, dear.” Kyoga said with pity for the alicorn just when Kion moves to catch up with them after accepting one of the ponies generous gift to him. “I guess a pony who's here on official princess business has to expect a little fussin'.”

“But all I'm supposed to do is settle disagreements over whether a trade is fair or not.” Twilight counter replied. “And since the rule is that a trade is fair as long as both ponies get what they want, there's never been a disagreement. So there's really no reason for anypony to treat me as anything special.”

“I don’t know.” Kion said. “From the looks of it they’re giving us quite a warm reception.”

His point was made pretty quickly when a white Pegasus filly with a light blue mane approached the alicorn princess. Unable to refuse a greeting when the pony is waggling her tail excitably, Twilight happily returned it. “Hi! Can I help you?” The filly pulled out a picture of the princess highly hoping for an autograph from her.

“How did she…?” Kion whispered.

“I don’t know.” Twilight whispered back before relenting towards the filly’s request with a sigh still unhappy just when another filly, one with a gray coat and a yellow mane similar to Derpy, approached Kion expecting the same signature Twilight’s giving her on a picture of him. Even if he found it slightly disturbing, Kion moved to do the same unable to say no to a cute face like hers.

Once the two fillies got their autographs, they both happily ran off with their autographed pictures in their grasp but not without catching Fuli snickering behind their backs.

“Sorry.” She apologized between giggles. “I couldn’t help it.”

Twilight rolled her eyes in response before moving to set up her table for the trade.

"Anyways..." Rainbow Dash said while floating over and flapping her wings very excited over something. "There's a pony here who's got a signed first edition of Daring Do and the Quest for the Sapphire Statue, and I'm gonna get it! I've been able to get first editions of all of the Daring Do books, except this one! Nopony's ever put together a whole set, and I'm gonna be the first!" Her ears lowered when a sad thought occurred. "If it hasn't been traded yet... It's the only one in all of Equestria!"

"Oh no! I'd really hate to see you disappointed." Fluttershy voiced worry and pulled out a whistle from underneath her wing, with a wooden bear head on the front of it. "I did want to trade this bear call I've got for a bird whistle, but getting that book seems so important to you, so if you need me to help you first…"

"Normally I'd say I don't need any help, but you're right. This is really important. I've gotta get that book!"

“Can I come!” Bunga eagerly asked while jumping up and down.

“And since when are you a fan of books?!” Fuli inquired.

“I’m not. But I do like Daring Do and spending time with Rainbow Dash!”

“Oh, stop…” Rainbow playfully brushed off the flattery before grabbing both Bunga and Fluttershy and flying away in her pursuit of that prized book while the others wave goodbye.

“I think I’m going to go after them to make sure they don’t do anything they’ll regret.” Fuli declared.

“Knowing them, probably for the best.” Kyoga agreed just when the cheetah sprints off after the three. “Good luck!”

“Won’t need it!” She called back while running off ahead and without glancing back.

At the same time Applejack pulled her large brown bag from her wagon before setting off. “Well, I'm off to take a gander at some of the vintage stalls."

"Did you say vintage?" Rarity asked with a perked up smile while placing her saddle bag on her back before quickly galloping after Applejack with a keen interest in joining her and seeing what she too is looking at.

“Count me in!” Ono called after them with Beshte carrying his large boulder along with him.

“And me!”

"Why, old and rare items are so in style right now!" Rarity expressed before looking back at her saddle bag with a slightly worrying look. "I'm hoping to get a vintage item as well. I just hope I brought enough to trade."

"I know what you mean, Rarity." Applejack said knowing where she’s coming from.

“Question is what can we afford with what we have?” Ono wondered while eyeing his bag of books.

“Hmm…” Applejack tapped her chin in thought before thinking. “…maybe if we pool our trade stashes.”

“Huh?”

"Pool?"

Both Ono and Rarity asked curiously.

“Yeah!” Beshte got what she is proposing. “Combine our belongings so that we can all find something that we all like together!”

"That way, if one of us finds somethin' real valuable she or he can’t live without…"

Rarity gasped in realization, "She and he'll definitely be able to get it! Who could say no to exchanging a single object for such a huge assortment of items? Oh, yes! That is absolutely brilliant!"

“Well…” Ono gave it some quick thought. “…as long as we are all happy with it, I’m in.”

"Sounds like a deal to me!” Applejack declared.

Rarity was already liking this proposal. “I'm so glad to have friends like you guys!" She excitably expressed while tilting and leaning her head on Applejack.

"I feel the same way, Rarity." Applejack returned in kind with the same excited expression.

“Okay, okay…” Ono waved his wings around to get in between and separate them. “We have an idea of what to do with our belongings, how about we at least save the lovey-dovey stuff till after this is all over, or at least when I’m not around, okay?!” He then flew off ahead to scan for potential items worth getting. “Geesh! Lovebirds!”

“Well what are we waiting for?” Applejack turned to the unicorn paying no attention to the annoyed egret's comment before running ahead.

"Then let's go shopping!" Rarity declared before following after the others while Beshte tries to keep pace with his heavy-lifting.

With Kion and Kyoga’s help, Twilight organized the books on the table just when Pinkie Pie came by.

"Um, shouldn't your princessness be headed to the royal box seats?" Pinkie Pie asked Twilight, pointing her hoof towards where her designated royal chair is before turning to the lion with the red mane. “You too, Kion?”

Twilight was quick to assert it’s not necessary right now. "I may be the princess on duty, but I don't think that means I have to sit up there all alone doing nothing." Twilight replied as she placed the last book on the table. "Ever since I became a princess, Celestia's been sending me more books to read than ever. The library's overflowing."

“And that’s not even counting the one’s me, Kion, and Ono all have at home.” Kyoga said. “So no better time than now to do some spring cleaning.”

“Exactly!” Twilight agreed. “So I figured while we're here, I might as well trade away some books I don't need anymore."

“Mmm-hmm.” Pinkie nodded before spotting a stand selling tasty food. “Ooh! Cinnamon Buns!” She nearly drooled at the sight before turning back to her alicorn friend. “Come on Twilight! Let’s go!”

“Um…okay…” Twilight reluctantly agreed while finding herself being literally dragged along on over there. “…WHOA!”

“Don’t worry, Twilight.” Kion assured loud enough so she can hear. “We’ll watch over here until you get back!”

“Thanks!”

Meanwhile Rainbow Dash has finally tracked the book she had been looking for. “There it is!” She gasped with joy. “The first edition of Daring Do and the Sapphire Statue! It hasn't been traded yet!" She said while flapping her wings in a very excited manner. After seeing that she still has time, she was quick to make her proposal trade for the book in question with the vendor of the stand.

Said mare had a light yellow coat, a tangerine mane with light streaks on her tail. She was also wearing a safari outfit and hat and had three teddy bears as her cutie mark. The stand was filled with an assortment of adventure themed merchandise, such as safari clothing, old replicas of ancient legendary treasures and even a few hiking supplies.

Rainbow Dash got the mare’s attention as she spoke to the pony herself, "Lucky for you, because I've brought my most valuable possession to trade for it…" Rainbow Dash pulled out a rusty old item and placed it onto the table expecting a locked sale out of it. "My lucky horseshoe!"

The safari pony looked down at the object, before frowning at it. "I don't want it." she bluntly replied while pushing the horeshoe back on the other side of the table much to the rainbow haired Pegasus’s disappointed shock.

"What?!"

"It's just a rusty old horseshoe. That's not worth anything to me."

“Really?” Bunga questioned in a slightly challenging manner trying to wonder what could be more valuable than an aged horseshoe. “Then what would be more valuable enough to get you trade that book to us?”

“Nothing!” The mare stated to which Fuli tried to take the time to whisper to the honey badger warning him against doing something he’ll regret.

“Bunga…!”

“Relax, Fuli, I got this!” He assured before turning back to the mare he was attempting to negotiate with. “So seriously, what’s it going to take for you to trade us that book? Are you sure there’s nothing you want in return?”

“Nothing!” She repeated to which Rainbow sighed and passed out by falling onto her back. “Unless…” Rainbow Dash sat back up upon hearing that with a smile of hope sparked inside of her. "If, you can get me that."

The pony pointed her hoof to another stand nearby, run by a pony with a beard and had a gray colored coat with a red marking on his right eye, wearing chains and belts around his body. He was currently tightening his teeth trying to pull on a chain with his mouth in his efforts to tame said beast. The beast had brown fur and had two barking heads, looking like two different types of dogs. One head resembled a Saint Bernard while the other resembled a generic mutt. The Saint Bernard was taller than the other head, and both heads wore collars head was the tallest out of the two. Both heads wore collars and were snarling and drooling at the mouth. The tallest head broke a bone in two with its jaws.

Bunga, Fuli, and Rainbow Dash were left at a loss for words by the creature as evidenced by their jaw-dropped expressions at the sight of the dangerous creature in front of them.

"Aww, an Orthros! How cute!" Fluttershy remarked being the only one not afraid of the beast itself.

“Cute?!" Fuli turned to her like she is joking when she saw the taller head of the two snap a bone in half while the other head bares its teeth at them. “I’ve seen baboons and hydraxes cuter than that! Even the ones that don’t respect my personal space!”

"The pony running the ancient beasts stall doesn't want anything I've got." The safari pony explained. "But if you can get me the Orthros, I'll trade you the book for it."

Rainbow turned her eyes back on the Daring Do book, and all of her previous worries went away. She was determined to get it no matter what. "You got it!" She confidently stated.

“Are you sure there isn’t something else that’ll suffice?” Fuli attempted to reason with the safari pony still not fond of the idea of having to deal with someone that could tear her apart.

“Sorry lady, but that’s the terms of my offer. No Orthos, no deal!” She then teasingly said. “Unless you’re all too scared…”

“Of course not!” Bunga chimed in with his sense of bravery taking over. “We can get that no problem!”

Just when Rainbow ushers Bunga away from the stand while using his wing to wave goodbye to the safari pony the latter has this question to ask. "So how are we going to get that giant beast-like creature that she wants!”

"I don't know." Rainbow admitted but still wasn’t deterred. "But, somehow, we're gonna get that Orthros."

"Oh, boy." Fuli muttered to herself having a strong feeling that this wouldn’t end well.

Meanwhile, Rarity, Applejack, Ono, and Beshte were all looking around for something that sparked their interest. Yet Beshte was unsure of what any pony would be willing to trade for in exchange for the boulder. Normally, he’d ask for the girls for help but they are both very eager in wanting whatever vintage item that they deeply desire, he didn’t feel it was worth the trouble along with all of their tradable belongings.

“Oh, boy.” Ono remarked from up high while eyeing his bag of books. “If only there was something I could do.” As much as he wanted to get some vintage item out of all of this, he can’t help but feel his conscience is catching up here before flying over to his friend. “Need some help finding something?” He offered.

“Oh no, Ono, I’m fine really. I’m just trying to find something that’ll be able to fix the damage I did to that last pony’s house I accidentally broke in exchange for this huge rock I have.” He tried to insist otherwise.

“I think that can be arranged if you had some help.” Ono said still offering his book stash to compensate whatever the cost is.

“Oh no, Ono, I couldn’t possibly…”

But Ono wasn’t taking no for an answer here. “I insist. No way I’m letting a friend in mine live a life owing debt to somepony.”

“Well, okay…” He replied just when the egret flies over his shoulders.

From afar their two pony friends have heard their conversation. The two then felt sympathetic for their friend’s plight.

"Oh, dear." Rarity said with pity. "He just has no idea whether he’ll be able to get a valuable replacement for the damage he caused."

“He sure doesn’t and doesn’t want to feel like asking me for help feeling it would be me cleaning up his there mess. I mean I really wouldn’t mind helping him out.” He then pondered and then smiled. “Hey, maybe we can!” Rarity raised an eyebrow wondering what she’s thinking. “By pooling our trade stash together, we might be able to find a nice new vintage item to replacement the busted wall back in Ponyville."

Rarity liked the idea. “Ooh! I like the way you think.” But then thought. “But I thought we were going to let Beshte find what he needs on his own?”

“We are!” She replied before bringing her in for a whisper. “But to him we won’t be “helping” him out.”

“Oh, of course!” She now understood. “Who could say no to exchanging a single object for such a huge assortment of items? Oh, yes! That is absolutely brilliant! Let’s go shopping!” She then declared with the two ponies setting out to find the perfect replacement house for Beshte to be able to make it up to the pony who’s home he accidentally backed into.

Elsewhere, Twilight is currently having her lunch while walking through the snack area. A nice drink and a side of fries to go with her burger is fitting for lunch, or brunch since she is also helping herself to a cinnamon bun that Pinkie heavily insisted she try out and it was a good thing she did because it was really great. A warm pastry with warm cinnamon and icing fresh out of the oven is just the right thing needed to start off on a high note.

“See…” Pinkie said to her friend with a wink in an “I told you so manner.”“…I told you that you would love it.”

“Mmm…” Twilight agreed mid-bite. “…no kidding and like you said! This really tastes great!”

“Now you see why I love them so much!” Pinkie stated while hopping around with a tray of pastries on her head. “In fact….” She hands the tray to her alicorn friend. “…take these back to the stand with you so you and Kion can enjoy them together.”

“Oh, Pinkie, you really don’t have to do that…” Twilight tried to raise her hoof against taking the treats.

“I insist!” Pinkie shook her head refusing to take no for an answer. “Especially since you two will eventually have prince and princess duties to look forward to.”

“True…” She acknowledged. “…another task, another punishment.” She sighed obviously looking not thrilled of doing it.

Pinkie hopped over to her side after seeing this. “What’s the matter, Twilight! You’re not worried that more ponies are going to continue with the fussing are you?”

“No.”

“Then what is it?”

“It’s just…” She hesitated. “…I honestly don’t deserve any of this. I mean back in Ponyville, I expected to be welcomed with scorn and fear that would make me just wishing to just get through another day of fulfilling my punishment for my sins as Midnight Sparkle. But here, I being showered with praise near and far like I’m a hero that’s done something to actually deserve it.”

“Oooohhh…that…” Pinkie understood what her friend is talking about. “…well that’s probably because they felt really bad for you.”

“What do you mean?” Twilight failed to see how.

“I mean sure you were evil and have reason to be upset with your little Midnight Sparkle stunt and all, but they also had heard of how Scar betrayed you and casted you aside like you meant nothing to him.” Pinkie explained to which had the alicorn’s ears drooping in response. “So they thought instead of treating you like they hate you, they should try to throw her a warm welcome to help cheer her up.” Twilight’s ears perked up slightly. “Of course, I called them ahead to help them set things up for your arrival so they would have time to prepare to welcome you with the openest arms in Equestria.” She added to which had left the alicorn speechless by this gesture.

“Did you say openest?” Twilight asked after recovering from her brief moment of being stunned yet confused. “Because that’s not even a word.”

“Really?” Pinkie replied equally confused herself before randomly pulling out a dictionary Twilight had with her. “Huh? Oh well. Anyways Twilight…” She continued. "...they’re all just trying to help cheer you up like I would any day.” She then wrapped a hoof around the princess and showed her to the many faces giving her encouraging smiles. “Just look around, they are giving you big smiles because they know that you are not evil. They see you are a pony who is destined for greatness and that’s why you are still a princess in their books.”

Just then a random Pegasus filly came walking over to Twilight with a plush Twilight doll and an especially hand-crafted crown for her to wear today. Twilight was touched to see that she is gesturing to the book in her hand and had a quill pen hoping that she’ll trade her the dictionary in exchange for the crown she made her and sign her plush Twilight toy. Twilight gave the filly a genuine smile before signing the plush toy and handed her the book itself. In return the filly placed gently used her little hooves to place the crown on her head while moving to hug her around the neck to which Twilight returned by wrapping her hoof around her back in response while letting loose a few happy tears in the process.

And just like that Pinkie along with a filly for greatly believing in her both made her morning and gave her the encouragement needed to feel more comfortable when the ponies all started aweing and murmuring praise around her with the former seeing this as another job well done.

Meanwhile, Beshte is taking a look at some of the vintage stalls and is so far finding nothing that a large boulder will cover an interesting replacement. Even Ono’s keen sight without Rarity and Applejack’s searching around in their own hunt to secretly help out the Lion Guard’s Strongest with the solution.

After some searching around Rarity galloped towards her farm girl friend with some good news to share. "Oh, Applejack, I am so glad I found you."

"Me too!” Applejack expressed. “You're not gonna believe it!"

The two friends then spoke at the exact same time. "I found the absolutely perfect vintage item for Beshte, and all it's gonna cost is all our stuff!" The two ponies both widen their eyes in shock afer realizing what they both just said together. "Uh-oh."

"So, where is this absolutely perfect gift you want to trade everything we have for?" Rarity asked expecting a good answer out of it. Applejack led the unicorn to a nearby stand, where one item the country pony set her sights on. A nice refurbished wooden house with the pieces required to put it together easy to disassemble and reassemble with careful care and without nailing and cementing everything down.

"There!" Applejack pointed to said house with her hoof.

"Where?" Rarity asked still not having her eyes locked on to what her friend is talking about.

"Right there!" Applejack got her friend to see what she is looking at to which Rarity looked on pretty puzzled.

"But…that's an old wooden house."

"An old vintage wooden house!" Applejack corrected. "This here house is made of wood that’ll keep the ponies it’s housed in five degrees warmer than any normal house in Ponyville. They don't make em like they used to."

"I'm so glad you showed that to me, darling…" Rarity replied while levitating the toy back on the table leaving her friend surprised by the gesture finding it slightly off putting. "...because once you see what I've found, you won't want to waste our trade goods on that." Rarity said while leading Applejack to another stand nearby and showcased what she had found.

Like Applejack’s house proposal, it was a house made out of crystal with diamonds decorated on it. It was beautiful, elegant, and gorgeous fit for a very wealthy pony seeking a house of stylish perfection.

"Just look at this gorgeous vintage house! It’s one of a kind and made of very rich and endurable material and much more that than rustic old house over there."

Applejack examined the house and then glared at Rarity, as if the house has some familiar elements even though it was in better condition. “It looks exactly like the one you helped make when we were in Ponyville right down to the same fire ruby jewel Spike gave you on his birthday. Coming from the same house you helped construct when we were visiting the Crystal Empire for that Princess Summit."

“Correction, dear Applejack…” Rarity raised a hoof before pulling out her fire red ruby from her saddlebag. “…this is the one Spike gave me.” Applejack raised an eyebrow at her. “They may look the same, but I know that this is the one Spike gave me, and that’s what makes it so much more divine. That way said pony will now be living a more luxurious life under steel hard crystal."

“But wouldn’t it be more practical for a pony to be living in a home that’s more modest and fitting for a pony living a more simple life? Heck, if I switched those two rubies up, you wouldn't even know the difference!"

"Oh, don't be silly, of course I would." She interjected.

Applejack looked on unconvinced before moving back to their main issue. “Point being there ain’t no way we’re trading all of our stash on a house that’ll make a pony uncomfortable. Besides crystal material would make that poor pony an easy target of thieves just wanting to loot that home free of all of its valuables.”

“I'd say it's at least far more comfortable than that old bark of wood that is highly flammable.” Rarity retorted.

"It's not old, it's old-fashioned! Not to mention less likely to be vulnerable to thieves. Also crystal is flammable too, because it’ll melt in that there fire." Applejack argued back.

"But crystal will last longer than wood."

“Correction, Rarity. And wood happens to hold ponies inside five degrees warmer.”

The two ponies growled angrily at one another while getting into each other's faces. They both wanted to get Beshte house material that’ll settle his debt to society. Applejack's choice was rustic and more fitting in Ponyville, while Rarity's was made out of finer housing material and made of durable metal. Even when their friendship has improves since Twilight’s first sleepover, they still couldn't agree on everything.

Elsewhere, the Orthros was able to break apart the chain with their two mouths, while still tied up. Rainbow Dash, Fuli, and Bunga all gulped as they approached the beast. Even though Bunga himself is the bravest of the bunch, he was still pretty petrified of the idea of messing around with what they are about to face.

Fluttershy, on the other hand, was the only one who remained calm about it before approaching it. Even when it barked, ferociously at her, she didn’t flinch. She placed her hoof underneath the chin of the Saint Bernard, with both heads now feeling relaxed when Fluttershy rubbed underneath their chins. The former head was scratching the back of his fur while the other head had his tongue sticking out.

All while her friends watched very amazed with her. "Yes, such a good two-headed boy. Yes, you are!" She cooed when the creature waggled his tail.

“Once again she continues to impress me.” Fuli commented.

"No kidding.” Bunga agreed just when its current owner approached them.

"Okay, I can see you're busy, so I'll give it to you straight." Rainbow began as she pulled out her horseshoe with the high hopes he’ll hand it to them. "I need to trade this horseshoe for…that." she said, pointing to the Orthros.

"Nope." He answered with a shake of his head.

“Okay…” Fuli calmly said still trying to offer up room for negotiations. “…and what may I ask might it take for you to consider otherwise?”

“Well…Hey! Hey!” He began just when he noticed the Orthros snapping it’s jaws and chewing and shaking a tall lamp with both mouths. “Watch out for the lamp!" But the command came a little too late since the lamp that was attached to the pole flew and then broke and shattered when it hit the ground. "Well, I could use another lamp."

“Of course!” Bunga eagerly replied. “Just give us a few minutes, and we’ll be back with a new lamp even better than the old one.”

“Highly doubt it.” Fuli sarcastically quipped under her breath which did not go unheard by the honey badger standing next to her.

“Oh, relax, Fuli…” He waved it off. “…Surely there’s another lamp out there that can fit the bill.”

“Oh, yeah, like the lamps over there?”Fuli blankly gestured to a nearby lamp stand up ahead.

Said stall where they sold lamps…well…all greatly resembled the spirit of chaos himself.

“Whoa!” Bunga said very surprised to see that’s a thing now. “Guess Discord’s got a hot item right now.”

"Seriously?!" Rainbow Dash exclaimed upon seeing them.

"They really do have everything at the Traders Exchange." Fluttershy commented.

Both Bunga and Rainbow both approached the pony running the stand. Said pony was a brown coated Pegasus pony with a black mane and tail with purple streaks and matching colored eyes, along with a sun-shaped cutie markh a cutie mark of a sun symbol, consisting of a pink circle surrounded by either triangles; four large, purple ones, and four small, light pink ones. His back were were on walking wheels, since he couldn't walk on them. The young airbender immediately got his attention.

"Can you trade a lamp for my friend's horseshoe so we can trade it for an Orthros and get a book?" The honey badger asked on behalf of his friend.

"No." He shook his head, making Bunga groan in an exaseperated manner while Rainbow dropped her jaw in response. "But I'd trade it for an antique chicken." He then offered.

“Okay…” Fuli said just going along with it before asking. “And where can we find this antique chicken you’re looking for?"

"Oh, I got all kinds of antique chicken statues." the owner of the antique chicken stall said to the group. "I got your blue hens, speckled grays, your-"

"Okay, cool!" Rainbow interrupted, having just about enough hearing it. "So will you trade one for a horseshoe so I can trade it for a lamp and then trade it for an Orthros so I can get my book?"

The tall pony with glasses pondered. "Well, lemme think... Uh, no."

Fluttershy, Rainbow Dash, Bunga, and Fuli all groaned in disappointment. "Aww…"

"But I'd gladly trade one of my chickens for a crystal chalice." He offered.

Both Rainbow Dash and Bunga quickly made their way towards the crystal chalice stall, owned by a mare with bright blue eyes, pale yellow coat and light blue hair with white streaks. Fluttershy landed beside them a few moments latter alongside Fuli both as calm as the next pony in line.

Bunga placed his claws on his knees, trying to catch his breath, while Rainbow Dash spoke. "Hang on a sec." She took a deep breath before speaking, "We need a crystal chalice to trade for a chicken to trade for a lamp to trade for an Orthros. So what are you willing to trade for it?"

“Let me guess, something out of the ordinary?” Fuli asked seeing that there is always an unexpected catch to the deals here at this trade.

“Is there anything you’d be willing to trade for it?” Bunga asked like he doesn’t know what it’ll take to get this ongoing chain of deals to end.

"Actually, I could use a slightly rusty old horseshoe." the owner replied.

"Yeah, like where am I gonna find…” Rainbow remarked just when she realized. “…wait, I've got one of those!" Rainbow Dash pulled out the horseshoe and gave it to the pony, who in turn gave her the chalice.

“How about that?” Fuli said while nodding. “For once somepony’s willing to trade for it.”

“All right!” Bunga cheered as he leaped onto the table. “Now that’s what I’m talking about and now that we've got the chalice, this will be smooth sailing from here on in.”

"Do you really think so?" Fluttershy asked while Fuli looked on uneasy with Bunga being so close to the chalice.

"Of course!” Bunga was absolutely sure. “All we gotta do is bring this thing to the chicken stand and we are–" But the moment Bunga touched the crystal chalice…it began to fracture and broke into a million pieces right before their eyes. “Oops.” He meekly said after seeing what he just did.

“Well done Bunga…as always.” Fuli said while sitting down and then face-palmed herself with her front paws while both Rainbow Dash and Fluttershy screamed in horror.

Back at the book stand, Twilight had just arrived back at the stand after having eaten. One of the generous vendors handed her a half dozen cinnamon buns as thanks for being here to oversee the whole Exchange. Even though she really wouldn’t have mind just enjoying and paying for her meal all together, that vendor wasn’t going to take no for an answer and she couldn’t break his heart in refusing his offer.

“Okay, now that that’s settled, I’m ready to get back to business.” Twilight said while carrying the piping hot treats in one of her front hooves. “Anything happen while I was gone.”

"Not much.”

“It was like nothing ever happened when your back was turned.”

“Okay.” Twilight accepted even though it would have been nice to be able to get some books traded out of all of that. Luck would have it a little gray-coated Pegasus filly came over to the stall with a broken quill in her mouth, made out of a red feather gesturing to all of the books she has at her stand. "You want me to trade all my books for a broken pen?" Twilight asked finding it surprising. The filly nodded her head in repsonse. Twilight, Kion, and Kyoga all exchanged looks for a second before looking on ready to accept that deal. They already more than enough books, the library really needs the free space, plus the library is on the verge of overflowing

“A bit dingy, but not a little strong glue won’t fix.” Kyoga said as she examined the broken quill pen.

“Very well…” Kion then said just when Twilight moved to accept her offering. "You got yourself a–"

"Stop! What are you doing?!" Pinkie Pie quickly arrived, coming in between them.

"I was trying to get rid of all the books I don't need anymore." Twilight answered like the mare is seeing this as a big deal.

Pinkie Pie looked at the broken pin in the filly's mouth. "For that? Do you reaaaaally want that?"

"Well, not really, but I'm running out of library space, so–" Twilight tried to explain that she really doesn’t care for anything she’s traded in return.

"Ohmygosh, ohmygosh, ohmygosh!" Pinkie Pie exclaimed while jumping around frantically before clinging onto Kion’s body. "I can't believe that almost happened! But luckily, it didn't happen, thanks to me."

"What are you talking about?" Kion asked as he gently got the pony off of him.

“Everything was running just fine until you showed up.” Kyoga dryly remarked just when the pink pony pulled out a long scroll from above that underlined all the rules of the Exchange. “And where did you get that?” She expressed now looking baffled as she looks up to where that scroll came from.

"According to the rules of the Exchange, a trade is only fair if both ponies end up with something they want." She stated before senting the scroll back up, making it disappear just when Kyoga tilted her head upwards still trying to understand and make sense of the logic of what Pinkie just did. Twilight rolled her eyes in response to Pinkie’s rule statement just when she found her cheeks clapped together by the pony herself. "You can't break the rules!" She rushed off just when Twilight rubbed her cheek, trying to understand why she is making a big fuss over something so little.

"Did anypony see you do it? I don't think anypony saw!" Pinkie's eyes landed on the filly, who smiled and raised her hoof up in response. Pinkie gained up on the poor child, their noses touching. "But you're not gonna say anything, are you?!" Pinkie asked in an intimidating tone, which made the filly reel back in fear until the older pony started laughing. Switching from happy to angry in a matter of seconds. "Haha, I'm just kidding! Or am I?! Sometimes I can't even tell!"

“Pinkie!” Kion scolded while getting in between the two before turning back to the frightened filly while handing her a book while accepting her quill pen. “Here you go. You deserve at least one book out this.” He said with a smile.

“And we deeply apologize for Pinkie’s behavior.” Kyoga finished while smiling and handing her one of the cinnamon buns that Twilight had received from earlier today. The filly smiled in delight before munching on the pastry before walking away while starting to read her new book.

"Y'know, if you want to go check out the rest of the Exchange and trade whatever you brought…" Kion tried to say to her to try to get her to move along...

But Pinkie wasn’t about to let them be for now. "Nope, I just came to pony-watch! I'm not going anywhere. I won't let you make a mistake like that again!" Pinkie Pie zipped away and back, now sporting a carnie hat and bow tie, along with a fake mustache and a wooden podium, that had a hand-drawn image of Twilight on it. When Pinkie started speaking carnie style, a crowd of ponies were already attracted.

"Hey, everypony, step right up! Do not walk! Gallop over here for your chance to trade for authentic, one-of-a-kind, official princess merchandise!"

Twilight groaned as Kion and Kyoga both looked on in pity for the alicorn. Aall she just wants to do is just be able to clear some space in her library, but thanks to Pinkie Pie taking control, it seems it might not happen anymore.

Back at the chalice stand with very gentle hooves, Rainbow placed the last piece of the crystal chalice together. The group had their hair, fur, and wings all covered in tape and glue in their efforts to fix it. The lines of the cracks were still visible, with traces of glue still visible along with tape like it was a minimal effort in fixing it.

"Well, that took forever." Rainbow Dash commented feeling exhausted now.

"I just hope it looks okay." Fluttershy hopefully voiced.

“Well…” Bunga moved to pick up the chalice only to be stopped when Fuli placed a paw on his chest and sternly looked at him in the eyes while shaking her head to get him to refrain from doing so.

“I think I’ll handle it from here.” Fuli assertively stated before gently carrying it with her tail. “You’ve done enough for one day.”

She moved to carry it all the way back to the antique chicken stall, and placed it in front of the pony, who was currently polishing the statues. The group of four friends all anxiously looked on while the pony examines the chalice.

"This is perfect!" The pony said with an eager smile…right before he smashed the already pieced back together chalice with a hammer, much to the shock of the others.

“Seriously?” Fuli expressed with mild annoyance like she is going to snap. “We just worked her fur and tails off just to fix that and you’re still saying that’s perfect?!”

"Exactly! Perfect for the broken chalice mosaic I'm making!" The pony explained while gesturing them towards a painting of a mosaic of a chicken laying on a sofa, modeling.

“Whaaaaatttt……?” Bunga expressed very confused while tilting his head to the side.

As much as Fuli was clearly annoyed and agitated that all of that repair work was rendered unnecessary, she managed to just take some deep breaths in just like Cadance taught to Twilight before focusing on the big picture. Mainly, the antique chicken the pony has in store, so with that said and done the trade is complete and fair.

"Alright, so what kind of antique chicken do you want? I got speckled, brown, gray…"

"Oh no!” Rainbow realized with worry. “The pony we're supposed to trade the chicken statue to didn't tell us what kind he wanted!"

"It’s okay.” Fuli calmly reassured and gestured her to fly ahead to find . “Just fly back there and find out what he’s looking for.”

“Yeah! We’ll make sure no chicken get’s traded!” Bunga proudly declared before immediately giving one pony approaching the stand the stink-eye. “What are you looking at?!” The frightened pony quickly ran away feeling intimidated by the honey badger. “Yeah, that’s right!” He stated while pounding his fists together. “Nobody but nobody get’s past the Lion Guard’s Bravest!”

“Oh, boy.” Fuli muttered to herself while Fluttershy watched in concern as they waited for Rainbow Dash.

Back with Beshte and Ono, the former kept looking at housing material and houses and is still unsure of what he can do with what he has.

“So…” Ono spoke expecting an answer. “…anything affordable?”

“Uh, well…not really…” He answered while looking at areas where there’s plenty of valuable wood, bricks, stone, and crystal. “…I mean they have what I need, but I honestly don’t think this is going to cover it.”

“But of course it will!” Ono attempted to reason with his indecisive friend before admitting. “At least for one item.”

“I know.” Beshte said feeling guilty at his sole tradable item. “I just wish I had more to get a house.”

“Well we know these books can get some cement or nails, or other tools needed for whatever you need for said material you’d like to work with.” Ono brought up while eyeing his bag of goods. “But I’m afraid I can only help out with one with the proper item to work with.”

“Right.” Now Beshte is still unsure of what get. Wood and nails. Bricks and cement. Crystal and a welder. There were just so many choices he has for a pony he hardy knows and little way of knowing how he would feel the most comfortable in. If only if he wasn’t too ashamed to ask when he accidentally backed into it.

His friend however was there when it happened and from memory he remembered he had a brick house with cement plastered on every brick. And judging from the frustrated pony’s angry rant to Beshte he felt that the pony was already having it tough and would probably feel better if he had a new house sooner than later. So he decided it would be best to go back and ask for more books from Twilight’s stand so he can help him out some more.

“Surely Twilight wouldn’t mind since she really needs more space in her library.” He thought to himself before flying off. “Well keep thinking and I’ll be back.” He said to his friends before flying in the direction of the princess’s stand. But while on his way over he came across both Applejack and Rarity both crossing their arms and sitting away from each other and their tradeable goods and their ensuing argument got his attention.

"Since we can't get both, I will gladly allow you to make the trade to get Beshte the house you want. The old wooden one." She offered while pushing their belongings towards her.

"I don’t think so!" Applejack refused while pushing their stuff back towards Rarity, "You wanted to get him a house too so therefore you should be the one getting the house you think is best for the homeless pony."

“Please I insist.” Rarity returned in a passive aggressive tone. “I’d rather be the better friend here that not be one at all.”

"I'm an amazin' friend!" Applejack retorted. "And even if it’s something that has potential in melting away, you take our stash and so you can get Beshte the house."

"How dare you be so giving one. What kind of friend do you think I am? You are going to be the giving one!"

"No, you are!"

"No, you are!"

Back and forth, the two ponies constantly pushed the two stashes with their hooves as Ono watched from the skies.

“Oh, boy.” Ono rolled his eyes watching this. It was like Fuli said about their first sleepover all over again expect this time it was dealing with trying to get their friend a better gift to relieve him of the burden of making the house from scratch. Then a light bulb turned on in his head when he got an idea…

…an actual light bulb appeared from over his head courtesy of Derpy shining it over his head before flying away after seeing it work wonders when screwed into his new lamp.

"Hello!" Rainbow Dash cried out to the vendor, tapping her hoof impatiently while placing the requested statue on the table ready to trade. "We got the kind of chicken you asked for! Hello? Where's the pony running this joint?"

“On break." Fuli answered after noticing a nearby sign hanging off one of the polls holding the tent up.

"What?!" Rainbow Dash groaned before leading her group of friends on over to find the pony in question. No way, she was going to let more and more obstacles get in her of getting that book.

Back with Twilight, Kion, and Kyoga, Pinkie Pie had turned the alicorn’s stall into a auction session, with ponies all around eager to get their hooves on one of the princess's books.

“One would think that a simple trade session should be easy…” Kyoga began while they watch Pinkie draw a crowd.

“…but it’s not.” Twilight finished looking on unimpressed and uneasy with Pinkie feeling this is all absolutely necessary. “But what can you do?”

"These books made Twilight the princess she is. Before that, she was nothing – a big, fat zero!" Pinkie announced to everyone.

"Hey!" Twilight exclaimed feeling insulted by that remark.

"Then she read these books, and voila! Princess!" Pinkie continued as she removed her carnie hat, to reveal a golden crown underneath.

“Pretty sure you got your facts mixed up, Pinkie.” Kyoga commented.

“Nope.” She shook her head insisting otherwise. “It’s more like telling the ponies of why they should get them.” She then turned back to the crowd. “So who wants to start the bidding?"

The entire crowd of ponies all began calling out while offering their trading goods for the pony running the stand all while shouting out. "Me! Me! Me!"

Twilight however, didn’t want any of this before moving to walk up to the podium, raising her hoof towards to the crowd. "Uh, just a moment, please!" She said before pulling her friend aside. "Pinkie, I appreciate your help and all, but I'm not sure I'm comfortable with this. Nopony should trade for my books just because I'm a princess. I'm not better than anypony else!"

The crowd all stopped talking when they heard her say that. Even though Twilight is not the pony who’s all about expecting praise near and far, high on a pedestal, the ponies were only more interested in what Pinkie tells them in the name of advertising and commercialism.

Her words were enough to silence the crowd to which Pinkie turned to speak with the princess in a hushed tone into the princess's ear. "I know you're not better than everypony! Just leave this to me!" she shoved Twilight aside and went back to the bidding. "Did I mention that Princess Twilight got these books from Princess Celestia?"

"Whoa, wait, you don't mean–" A crystal pony eagerly asked.

"Oh, that's right! Double princess!" Pinkie Pie stated while placing on another crown on that resembled Celestia's right above the one she was already wearing. The crowd cheered and resumed their equally excited bidding as a result to which Twilight face and hoof palmed herself in response to all of this.

Kion moved to groan and mutter “Hevi Kabisa.” while Kyoga just slumped to the ground while burying her left front pow in her face at the pink pony’s antics.

“Good grief, it’s Flim and Flam all over again, only this time it’s a party pony advertising and running the show.”

“At least we know that it’s not run by a con-pony.” Kion commented back.

“True, true…” The lioness acknowledged. “…but still…”

“I know. I know.”

Meanwhile, Rainbow Dash and Fluttershy landed on the ground, just when Fuli arrived on the scene with her super speed with Bunga in tow. The cheetah took the time to clutch her stomach when it growled. "I don’t know what’s worse, running from a crazy crowd of ponies over tickets to a gala or running around all over this place for a never-ending string of deals?” She commented to the honey badger stepping off of her back.

“I’d say dealing with hunger!” Bunga stated with his stomach growling too. “And boy could I go for something to eat right now!”

But it looks like, it’ll have to wait since Rainbow has her eyes locked on trying to find the wheelchair bound pony.

"No time!" Rainbow exclaimed, her eyes still looking around for the wheelchair bound Pegasus pony until she finally saw him in the line, waiting to buy some food from the stand.

"There he is!" Rainbow stated while pointing in his direction before rushing off ahead to meet with him so he can try to resume negotiations with him. "Look, I know it's your break and all, but you've gotta open your stand so we can trade you for a lamp!"

The pony’s stomach rumbled. "Sorry, guys. Been trading all day. My belly's tellin' me it's time to eat an oatburger."

"Oh come on, please?"

"Pretty pretty please?" Fluttershy joined in on the pleading.

“Come on!” Bunga added with a friendly nudge before joining in on the same puppy-dog eyed pouting, complete with quivering lips and buttoned up eyes.

"Sorry, belly says 'no'." the pony still standing by his decision.

"But the Exchange ends at sundown!" Rainbow reminded him, pointing towards the sun that is starting to set.

"No!"

Seeing that he won’t open up until he’s gotten his food, she decided it was time to speed up the process after eyeing the long line of ponies at the stand waiting for their food in order to ensure that she can get what she wants in time.

"I've got an idea." Rainbow Dash said before leading the group away once again.

“I’m guessing this involves speedy service?” Fuli figured after seeing the long line of customers in front of them.

“Yep!” She replied without second thought before being the first to rush after her into the kitchen after catching onto her plan.

Once inside, Rainbow handed Fluttershy a spatula, Bunga the frying pan, and Fuli the buns, so they can help pick the pace up.

While surprised to see this, it turned into delight after seeing how much help they proved to be when more freshly made bags of oatburgers were efficiently produced in the process, especially when more ponies got to walk away with food they can enjoy.

"Next!" Rainbow called out to each and every pony in line while tossing Fluttershy more oatburger patties, which she cooked with the spatula, while Bunga helped cooked another batch. Once the patties were done cooking they both tossed the patties over to Rainbow and Fuli, who both took caught them when they landed on the buns, followed by it’s toppings before tossing them into the bags, which went into every customer’s hooves and then mouths, with every pony all smiling in delight upon receiving their food.

With the meal business taken care of, the four were finally able to give the Pegasus his chicken, then the Discord lamp to the owner of the Orthos, who smiled already liking his new lamp, allowing them to have the two-headed creature.

During the process, both Bunga and Fuli managed to get themselves oatburgers. Normally, Fuli wouldn’t consider the idea of eating food meant for ponies alone, but because they were both nearly starved to death out of all of this exchanging chaos throughout the day, she didn’t mind.

“Mmm, these are pretty good, wouldn’t you say so, Fuli?” Bunga said.

“Eh, food is food.” Fuli shrugged personally wishing that it remains unspoken. “Just try not to talk about, okay?”

“We're home free!" Rainbow Dash was declared just when getting pushed to the ground by the orthros, who slobbered all over her, drenching her mane and coat in drool. "As long as this thing doesn't drown us in slobber."

"Oh, he's just an affectionate little two-headed fellow. Aren't you, little boy?" Fluttershy said with affectionate and scratched the chins of the lovable two-headed creature.

“Uh-huh.” Fuli said still weary of the creature even when warm and friendly to her and the others. “Ugh!” She groaned when heavily licked by the creature.

Back with the two ponies at the vintage area stalls.

"No, I insist. You get him the house, 'cause that's the kind of tried and true friend I am." Applejack told her friend while pushing the stash back at her.

"Well! I am way too generous to let you out-friend me like that!” Rarity fired back just when Ono came flying by.

“Girls!”

“Ono?!”

“What are you doing?!"

"Trying to find Beshte the right house so he doesn't have to continue walking and worrying about it anymore."

"You are?!”

They all said speaking over each other’s mouths when speaking together.

“Okay, wait!” Ono quickly interrupted before this could continue. “Before anything else, I have an idea that might be able to solve all of our problems.”

“How?” Both the earth pony and unicorn asked in unison again. “Oops.” They giggled when they realized this.

“Oh, aren’t you two so cute when you’re together.” Ono teased to which had both ponies cheeks turning red in response to his snarky comment before listening into Ono’s idea to settle the matter once and for all.

Elsewhere, the group leading the orthros through the crowd, found themselves dealing with a tight time-framed situation. The safari pony is already packing her things and on the opposite side of the area of where they are all standing.

"We gotta hurry!" Rainbow urgently said as she tried to lead everyone through the crows, but with many ponies ready to head out, there was tough traffic to get by, making it impossible for them to navigate through it. Unable to fly ahead without the orthros required for said deal to happen, she now had to think of another way to get by this crowd. "We're never gonna get to the Daring Do stand through this crowd in time!" She face-hoofed herself upon seeing that the deal is now on the verge of making everything they went through all for nothing.

Fluttershy herself didn’t know what to do, but was still not about to see her friend have disappointment written all over her. After some quick thinking, she remembered the bear call whistle she had brought to trade. When she blew into it, it created the sound of a ferocious bear. Suddenly spooked, the ponies all hurried to duck for cover, including the safari pony hiding behind her stand.

Now that the path was clear, Rainbow Dash once again led the way over there while pulling it on the leash. But while doing so, Fluttershy dropped her bear call whistle, and was unable to retrieve it due to her hoof being tied to the end the leash in order to ensure the beast was tame.

"My bear call!" Fluttershy cried after it.

“We gotta go!" Rainbow said, not paying attention to what happened as she pulled the beast on over to the stand with Bunga’s help.

“Hang on!” Fuli replied with her eyes on the whistle. “Huwezi!”

“What?”

“Fuli?”

The two pulling the Orthoros up front expressed very confused before spotting the cheetah suddenly pull up right beside Fluttershy with her briefly lost whistle.

“Here you go!”

“Oh, goodness! Thanks!” Fluttershy said after looking on very surprised that she actually managed to retrieve it and so quickly to the point she was back in a blink of an eye. “Though you didn’t really have to do that. It was just a bear call. There's nothing I could have traded it for that's more valuable to me than Rainbow's happiness."

“It’s all right!” She shrugged it off with a proud smile for pulling it off. “Definitely worth it for a friend!”

“Aww.” Fluttershy was touched by this kind gesture.

“Aww…” Bunga repeated and gushed albeit somewhat mockingly before quickly turning his head back when Fuli caught him in the act and glared at him for it. “…Ehh…hee…hee…”

By then, Rainbow had finally managed to get the orthros in front of the stall. "Okay, the Exchange is almost over, but we did it. We traded a crystal chalice for an antique chicken…"

"And the chicken for a lamp…" Fluttershy added.

"And the lamp for an Orthros, just like you asked." Bunga finished just when he found himself licked by both heads. “Oh, stop it!” He playfully said to them.

"So there you go! Now where's my book?" Rainbow asked, now feeling that everything should be settled now.

At least until the mare who was visibly astonished that they actually did all of that. "Yeah, you know, the thing is... I don't really want an Orthros anymore." She said.

Rainbow's wings stopped flapping, yet her smile remained though frozen in shock. Bunga was jaw dropped and Fuli was left at a mix between being just shocked and mildly annoyed and agitated by that statement.

“What….?” Fuli said with a low growl just when Rainbow Dash groaned and fainted just after snapping out of her frozen shock. The orthro’s slobber was quick to wake her up. “…and you just decide now you don’t want it…” She calmly yet furiously spoke. “…after we went through all of that trade business…just to get you that BUCKING thing?!” She shouted the last two words while her face turned red with anger like she is about to burst into flames. Bunga frightened for once by his cheetah friend quickly moved backwards not wanting to get in the middle of this while Rainbow, Fluttershy, and the Orthros were all speechless by her outburst with the latter covering his eyes and whimpering in fear while dropping to the ground.

"Why…yes….” The safari pony said after regaining her composure to assert her decision on the matter. “…I've been watching that thing over at the ancient beast booth! It's crazy! I don't want one in my house!"

The Orthros didn’t take too kindly at that remark but put herself at ease when Fluttershy rubbed his chin to calm him down. "There, there, that's a good Orthros.” She kindly said to the now tame pet before turning back to the vendor. “You just have to know how to train them. With a little patient training and a big slobber mop, they can be a wonderful household pet."

The orthros proved the pony’s point by approaching the pony, who reeled back in still uneasy and feeling she’ll be attacked, but instead found herself licked by the two heads like a happy tame puppy. Upon seeing this display of affection had her previous fears fading away when she started to laugh from the ticklish licks. "Ha, ha, ha! All right, all right. I'll trade you."

"Yes!" Rainbow exclaimed now drooling just like the orthros when the safari pony pulled out her Daring Do book.

“And all it took was a little puppy dog affection from an actual dog.” Fuli whispered to Bunga who smiled eagerly as much as Rainbow Dash panting and drooling like them. “Bunga…”

“Yeah, Fuli!” He asked oblivious to the disgusted and deadpan expression from his friend.

“You can stop now.”

“Ookey-dookey!”

But the safari pony had a catch to the deal. "If she comes and stays with us in Manehattan until it's trained!" She said while pointing her hoof towards Fluttershy.

“What?!” Both Fuli and Bunga exclaimed in shock while Fluttershy was just stunned.

“Whoa, whoa, whoa, lady!” Bunga quickly approached the pony while waving his arms. “Surely there’s gotta be another way because there’s no way she’s leaving us.”

“Can you think of another pony who can train an orthros?” The pony questioned while still eying the pony getting the most affection from the creature licking her yet still stunned to budge at the moment.

"Gosh, training an Orthros takes a long time. I'll probably be gone from Ponyville for... I don't even know how many moons!" Fluttershy expressed her concerns before turning to Rainbow Dash, the mare she spent the whole exchange with trying her hardest to help her get that book. To her one little word is all it takes to decide whether or not the whole string of events was all worth it or all for nothing and deep down she can’t bear to see her childhood friend unhappy in the end.

Before she could give her answer, Fuli quickly grabbed her on the shoulders in an effort to get her understand what this means for her. “Fluttershy, listen to me when I tell you that you are in no obligation to agree to this.” She then turns to Rainbow Dash still mind-drawn on the book she’s obsessed about. “Rainbow Dash?! Rainbow Dash?! Seriously?!”

"I really don’t mind, Fuli. Really." Fluttershy insisted otherwise to which had even Bunga react in shock to that statement. "If it means Rainbow Dash is happy and gets what she wants then I’m happy."

"Fluttershy..."

"So we got a fair deal?" The safari pony asked like this is now or never for the deal to happen all while Bunga is waving his arms practically begging Rainbow Dash not to go through with it.

“No! No!” He pleaded on deaf ears.

"Of course it's a deal!" Rainbow Dash accepted and snatched the book without second thought much to Fuli’s jaw dropping horror while Bunga literally passes out in shock as she flew up into the air, laughing and flying fast to the point she left a rainbow trail behind while doing so. "Yeah-eah, whoo! I did it, I did it! Fluttershy, can you believe it?" She then sees Bunga has passed out. “Bunga?” She turns to Fuli. “Did he eat more of those knock out slugs again?”

“No he didn’t…” Fuli answered with a piercing glare while gesturing to the safari pony and Fluttershy leading the Orthros away. “…but if you take a fly up and see her, you’ll find out why.”

Rainbow was momentarily confused as she flew up, until she saw her walking alongside the mare due to the deal she made without thinking. It was there her confusion turned into saddened shame when she realized what she had just done.

"Oh, no! What did I do?!" Rainbow asked herself as she held the book close. Only now does she realize that some deals weren’t worth pursuing, especially since it meant she had just traded a friend away without even thinking of the consequences.

“Easy. You traded her away." Fuli remarked bluntly and harshly to show her clear disappointment towards the rainbow-maned Pegasus for her implusive decision.

"You traitor! How could you?!” Bunga yelled while standing up on his feet before placing his paws into his eyes to cry.

“Oooh….” Rainbow groaned at herself for making such a huge mistake without even thinking about it in her obsession over obtaining the book she spent the whole day desiring.

"Who's got something valuable enough to trade for Princess Twilight's princess books that she got from Princess Celestia? Did I say "princess"?" Pinkie Pie addressed the crowd still resuming her auction that she has set up. Yet through all of her efforts to sell them, it failed to sell one book in the process. Mainly, because of her approach made getting ponies to purchase them impossible.

"Over here, over here!" One unicorn called out while levitating a large ruby with his horn.

"Oh, come on!” Pinkie shook her head refusing it. “These are the books the princess would sit up with all night, with nothing to read by but the light of her own horn!" She said while briefly leaping onto the unamused alicorn. One pony rose up a green pony toy in an attempt to offer something to Pinkie’s liking. "Ooh, now that looks fun– but not fun enough! These are the books that made Twilight the princess she is!"

Twilight rolled her eyes in response while taking the time to along with both Kion and Kyoga had now took the time to read some of the books while Pinkie talks and runs her mouth like a salespony. During which they ended up coming across some pretty interesting stories while reading.

"So who's got what it takes to trade for them?" Pinkie Pie asked everyone, even though she had previously rejected every pony’s offering beforehoof.

"Well, when you put it like that…" One pony said before seeing that this is going nowhere before everypony decides to take their leave away from the stand.

"Wait, stop, come back! Uh, these books aren't that great…" She desperately pleaded with slight giggles even though none of them would hear her out anymore.

"Oh, yes, they are." Twilight said while rejoining her friend.

“No kidding!” Kion agreed.

Now Pinkie was confused. “But I thought you wanted to get rid of them!"

"None of those ponies had anything valuable enough to trade for my books. Not because these books belong to a princess, but because they helped make me who I am. Just like you said." She made her point by levitating one book from the table, with a special memory in mind from it. "This was the one I was reading the day Spike decided he owed Applejack and Ono a life debt."

Kion pulled another book from the table too. “And this one reminds me of the day when Twilight first introduced me into reading and that was after the first patrol when went through as a team."

Kyoga also pulled out another book from the table too. “And this reminds of the time when Twilight introduced me and Rainbow Dash to reading when I ended up in the hospital.”

Twilight held the book up to her chest. "I may not ever need to read these again, but that doesn't mean they don't have value."

"And amazingly despite your over the top methods of attempting to sell these books it actually worked wonders." Kyoga added.

“Because without it I would never have realized that by now.” Twilight finished

"I told you I'd take care of everything!" Pinkie proudly stated just when Twilight pulls her in for a hug for about the first time in a while.

But unfortunately the moment was cut short when Rainbow Dash quickly came flying down and landed right on the alicorn princess.

"Twilight! Kion! I need you two to say a trade wasn't fair! Fast!"

In just a few minutes, Twilight Sparkle and Kion both sat at the royal box seats while they were both wearing their crowns. Fuli and Bunga stood amongst the crowd of ponies that have gathered beside them as they watch as their royal friends settle the dispute. Rainbow Dash, the safari pony, Fluttershy and the orthros all stood before the princess. After discussing the trade itself, both Kion and Twilight gave everypony her final statement in the matter.

"We've heard what you both have to say, and I'm sorry, Rainbow Dash, but our hooves and paws are tied.”

“After all, you said it was a fair trade."

Rainbow briefly bowed her head in guilt before speaking up. “Yeah I said it, but I was wrong! I did want that book, a lot. I said I wanted it more than anything in all of Equestria. But there's no thing that's worth as much to me as a friend." Fluttershy smiled at her in response, who likewise smiled back. Throughout the whole day Fluttershy was always by her side ready to help her no matter what. It wasn’t until after today did she realize she overlooked her thoughts on the matter and nearly sold her out as a result of it. "I might have forgotten that for a little bit, but it's true. Which means there's no way this trade can be fair!"

"Oh, come on, that's…" The safari pony started to protest before smiling and tearing up feeling very touched inside. “…the sweetest thing I've ever heard. Okay, the trade's off!"

Everyone cheered happily as Rainbow Dash returned the book and moved to tackle hug her Pegasus friend to the ground, just when the orthros jumped on top of the both of them with both heads licked their faces.

Both Kion and Twilight nodded at each other with the latter holding up a gavel with her magic. “And with that, I declare this trial, and this year's Rainbow Falls Traders Exchange…”

“WAIT?” Both Timon and Pumbaa shouted while rushing over towards the two on their thrones. “We need you both to say a trade is unfair!” They both spoke in unison.

“About what?” Twilight asked with a weary expression knowing full well where this is headed.

“About what grubs here taste better.” Pumbaa explained. “Because you can't tell from the outside which are the really slimy ones!”

“Oh, no…” Kion muttered to Twilight who shared the same sentiment likewise.

“Slimy? Pumbaa, my corpulent compadre.” Timon corrected while holding up a grub and squeezed much to the other ponies cringing disgust, especially when he tossed it into his mouth. “It's the crunchy ones that make the meal!”

“Slimy!” Pumbaa argued.

“Crunchy!” Timon argued back.

“Slimy!”

“Crunchy!”

“Slimy!”

“Crunchy!”

“Slimy!”

“Crunchy!”

“Slimy!”

“Crunchy!”

“Slimy!”

“Crunchy!”

“Less filling!“

“Tastes good!”

“Less filling!”

“Tastes good!”

“Less filling!”

“Tastes good!“

“Less filling!“

“Tastes good!“

“Low fat!”

Both Kion and Twilight shifted their eyes towards each other just about done with this petty dispute with the latter banging her gavel to get them to stop bickering.

“Enough!” Kion called out to them who both stopped arguing. “Petty disputes over taste of bugs don’t count. Especially when you ate all the ones who never really traded.”

“Not to mention spit all over after taking a bite.” Kyoga whispered to the other friends standing by with even Bunga finding it a bit nasty himself.

“So with that…” Twilight then announced. “…this trail and exchange is now officially…over!” She banged her gavel to signal the end of the debate and the end of the Exchange where everyone cheers once more.

Bunga leaped in to embrace both Fluttershy and Rainbow Dash in a group hug feeling very relieved and excited that Fluttershy doesn’t have to go away after all. All and all, a nice resolution to the end of the day.

With the whole traders exchange over, it was finally nighttime in pony with everyone all happy with what they got out of it. Spike got a brand new mint edition comic, Bunga got a full bag of stuff, Fuli got a nice set out sweat bands for all four wrists, and Twilight still had her stash of books that she, Kion, Kyoga, and Ono all read together finding wonderful past memorites out of re-reading and reliving those past times together.

All and all, everyone (well expect for two grumpy friends refusing to see eye to eye with each other in the back of the train cart still bickering over what’s better tasting bugs and grubs.) was happy.

“Thanks again you guys.” Beshte said to Ono, Rarity, and Applejack.

“Oh it was nothing darling.” Rarity shrugged her hoof like it was no big deal.

“I’m serious.” Beshte insisted otherwise. “It sure takes guts to pool everything you had just to ensure that a new house will be made and delivered to that grumpy pony in the corner of Ponyville.”

“Well it sure wasn’t easy…” Applejack noted while looking aside feeling guilty over her and Rarity’s dispute episode from earlier. “…since we squabbled a little of what would actually be the best course of action for your little problem.”

“And for that we are really sorry you had to hear that, darling.” Rarity added.

“It’s okay. You were just trying to help.” Beshte accepted without much thought. “It can happen to anyone.”

“Speaking of helping…” Ono spoke up with two gift wrapped presents in tow. “…thanks to the two of you pitching in, I managed to use the books for the supplies I was going to trade to get you both these.”

Ono handed the two their presents who both quickly unwrapped them and unveiled two wonderful gifts that left them both star-struck in astonishment.

“Whoa!”

“Oh my…!”

“Yep!” Ono nodded. “A rusty pie tin great for fast cooking home famous apple pies and a new broach for you to wear around town.”

Needless to say both were left very touched by this gesture when they both admired their gifts

“Aww, shucks…”

“Aww, Ono…”

The unicorn and country pony could only smile and cry tears of heartfelt joy as they marveled at the gifts.

“I'll let you two lovebirds take your time to admire them.” Ono then teasingly said.

“WE’RE NOT LOVEBIRDS!” Both ponies shouted while flushing in embrassment with deeply red cheeks.

“Uh-huh.” Ono smirked at the flustered ponies who could barely look at each other without looking like they do love each other instead of viewing each other as really good friends.

“Well at least that proves who's the better friend." Applejack said feeling very humbled by the Guard’s Keenest of Sight.

Rainbow Dash interjected after having heard that from behind. "Oh, come on. You both gave up what you wanted to get something for someone who really needed it and Ono did something so that you both have something for each other as thanks! That's the coolest thing a friend can do. Trust me, I know." Rainbow added while winking at Fluttershy, Fuli, and Bunga as thanks for reminding her of that. Fuli and Bunga smirked back at her with the latter proudly and smugly crossing his arms in response to say "I told ya so."

"Hey, where's your double-doggie?" Pinkie Pie asked.

"I traded it for something way better." Rainbow replied with Fluttershy presenting everyone a new bird call whistle.

She blew into it and the sound of it summoned a little bird inside the open train window.

“It sure was a shame that we had to let it go.” Bunga commented. “It would have gotten along well with Fluttershy’s friends at home.”

“Maybe, although I doubt that everyone would be comfortable around someone that can rip other’s heads off without someone to keep it in check.” Fuli countered gently.

“True…true…” Bunga accepted that knowing that it would have been inevitable without Fluttershy around to tame it.

During her rummaging around her stash, Twilight had something to share with her friend Rainbow Dash. “Well, what do you know? My copy of Daring Do and the Sapphire Statue.” She presented said book that’s been around her library for quite some time. “It's just a beat up old paperback, not a one-of-a-kind first edition."

Rainbow Dash gasped with delight when the alicorn levitated towards her so she can read it. Even if it’s not what she was looking for, she’ll still take it anyday. "Even better, because I can read this one with all my friends!" She hugged Fluttershy when said that last part just when everyone all gathered around her with laughs and giggles when Rainbow opened up to start reading from the very beginning.

Even though things didn’t work out like they wanted to, they all learned very valuable lessons that proved to worth more than any fancy house, book, gem, or expensive accessory combined together. The golden lesson of important friendship reminders that’ll be treasured deep within their hearts.

Author's Note

Here we have the Rainbow Trader's Exchange where fair trades are made for each pony's interests.

While Beshte and Ono join Applejack and Rarity in looking around the vintage trade stands, Fuli and Bunga join Rainbow Dash and Fluttershy in the pursuit of a one of a kind book. All while this is going on Kion and Kyoga are with Twilight who is currently dealing with unexpected praise near and far during her one of her first royal duties and obligations.

For those wondering why she hasn't had the onscreen cold shoulder yet, that's because I have yet to find the proper plot setting for it to be shown so please bear with me here.

Anyways, it was surely a day filled with shenanigans filled with compromises along with friendship lessons for separate parties to learn along the way , and a happy ending for the Lion and Pony Guard.

Next up for the Lion and Pony Guard is them meeting with Pinkie Pie's sister Maud Pie, and knowing her, it'll mean a really tough and hard exterior case to crack to earn her friendship so stay tuned.

Episode 26: Maud Pie

Episode 26:

Maud Pie

It was a bright and early morning in Ponyville for the Lion and Pony Guard. The reason for it is because Pinkie Pie had summoned them for something important or at least they think it is. With Pinkie Pie, you never know what she finds is important to her. Although it didn’t stop her friends from meeting her right outside of her bakery with much put in effort from the Lion Guard since they were all not used to waking up in the early morning.

While Fuli stretched her back, Beshte let loose a big yawn, Bunga let loose a smaller one while lying on the former’s back, Kyoga looked on very weary, Ono looked like he can barely fly straight compared to the week he was having never ending nightmares, and Kion also just yawned, pushed his slightly messy mane back into place.

"Has anypony heard from Pinkie Pie since yesterday?" Applejack asked everyone wondering what’s going on with her finding it a tad odd herself when she asked them to meet her here. Everyone all shook their heads in response

“I don’t know, but I did hear her tell us it was so important we all had to be here at this hour.” Ono yawned while feeling a tad grumpy himself not wanting to wake up or take part on whatever pointless task she is asking them to do.

Rainbow yawned and stretched like Fuli yet found herself agreeing with the cranky bird. “I don't see what's so important we had to meet her here this early. Celestia hasn't even raised the sun yet!" She gestured to a nearby rooster snoring in front of the purple and slightly pinkish skies on the horizon.

“I wish I knew.” Fuli shrugged. “Hopefully it is for a good reason.”

“Like what? Pecking up new candy? Like that’ll happen.” Ono scoffed but then face-palmed himself. “Hapana! Why did I just do a beak pun.”

“Maybe because you were “beaking.” at the right time.”

Most of the Guard were struggling not to laugh with stifling giggles in response while Ono was just looking on unamused.

“Ha, ha, laugh it up, very funny.” He sarcastically remarked.

“Now, now…” Bunga raised his arms up leaping down in between both Fuli and Ono. “…let’s all calm down before you do something you’ll “egret.”” He laughed his butt while everyone else expect Ono are all just cracking some laughter (even Twilight and Kyoga joined in on the giggling) for a few seconds before calming themselves down. “I honestly have no idea what the hay she’s doing right now.”

“I hope everything's okay." Twilight said feeling concerned herself finding it’s not like her to urgently have them meet with her before the crack of dawn. But nevertheless, she knocked on the door hoping that nothing bad has happened yet. "Pinkie Pie?" she asked. Just seconds later, they heard the sound of a muffled crash inside before Pinkie moved to answer the door, wearing safety googles, and a chef's hat.

"Thank goodness you're all here! There's no time to lose!" Pinkie Pie quickly shoved each of her pony friends inside whileTwilight, Kyoga, and Kion all walked inside, before leading everyone to her important business she wanted to show them.

Ono unfortunately along with Rainbow both had the misfortune of having the door slammed right in their faces much to their growing irritation before they made their way inside.

“Okay, Pinkie…ow…” Ono said while twitching his bruised beak. “…what’s so important that you wanted to see us at…” looks at the nearby clock. “…five o’clock in the morning for?”

Just then, Twilight and Kion found themselves stepping on something hard.

“Careful!" Pinkie Pie told them as they both looked down and saw colorful pieces of rock candy that got on their hooves and paws. When everything looked up they saw that the pink pony has already prepared a few tons of rock candy that are all packed in barrels all around the shop.

“Poa!” Beshte commented in awe at the sight of the candy all around them.

“Colorful rocks?” Fuli asked looking on surprised at the sight herself. "Pinkie, what is all this?" while Pinkie Pie was strung a bunch of the brightly colorful rocks in a bowl with an eggbeater she held with her mouth. She dropped it in order to speak.

"My sister Maud's gonna be here soon, and I need your help taste-testing my rock candy recipes!" She explained after mixing more rock candy with an eggbeater she previously held with her mouth.

"Uh, we're happy to help you, Pinkie Pie, but this seems like an awful lot of candy." Applejack said feeling hesitant to do so.

"Even for you." Rarity added in agreement.

"I may have gone a teensy bit overboard." Pinkie acknowledged with a sheepish smile.

"Oh, you think?" Ono asked sarcastically still feeling annoyed that this is her super special urgent emergency. But then he remembered her saying of why she made all of this. “All for your sister?"

“Of course! She really loves this kind of candy!”

“Well I guess that makes sense.” Ono now started to understand why she made all of this.

“I know!” She said before handing them each bowls of rock candy for them to taste. “Well, come on! Dig in!”

“Okay.” Twilight shrugged and started tasting without hesitation.

“We will gladly help out the best we can.” Kion vowed on behalf of the Lion Guard who all nodded and uttered “yes.” in agreement.

“Well…” Ono tried to speak to get himself out of this until being glared at by both Fuli and Kyoga into compliance. “…I mean, okay.” He then grumbled to himself. “Even though I probably wouldn’t like it.” And sure enough he was right about that when he found himself gulping down the last bits of rock candy in his mouth. “And sure didn’t now.”

After some taste testing, everyone was left groaning from after enduring all of that sampling of rock candy. And by that, enough sampling to last for hours and that their stomachs were now bloated. Rock candy isn’t easy to chew like any other candy. While Twilight, Beshte, Bunga, and Applejack all had teeth capable of enduring the hard to chew part, other’s had difficultly just trying to bite into them without chipping or cracking their teeth in the process. And even still, all of the candy consuming had their stomachs filled to their limits to the point nobody could eat another bite.

"Everypony ready for more?" Pinkie asked everyone while pushing forward another cart of assorted colorful rock candy.

"Ugh. My teeth hurt." Rainbow Dash groaned, rubbing her bulging belly.

“Mine too!” Bunga also groaned while rubbing his cheeks. “And here I thought it would be easy.”

“No thanks.” Kion raised a paw while shaking his head and wiping his mouth clean of the little bits on his teeth. “I think we had enough.”

“I'm sure your sister will like them." Twilight added after standing up and finishing off her last piece of rock candy.

"Speaking of which, shouldn't you be on your way to pick up Maud from the train station?" Beshte asked while standing up and shaking the sticking traces of rock candy from his body.

"Oh, but you've only tried half of the flavors, and we have to choose the perfect ones before she gets here so I have time to make more!" Pinkie insisted feeling otherwise while trying to shove as many candies in her mouth as she can from her mouth and then all of the candies from the bin she just carted over all in a matter of seconds. Needless to say the others were quite disturbed when they all saw her do that.

So Twilight stepped forward to offer some advice to calm her down. "Maud is your sister. I'm sure she'll love your rock candy. And I'm pretty sure you've made enough. She's only staying for the week."

"Aw, it's not just for Maud, silly. I'm making candy for all of us!" Pinkie corrected, though it only had the others groaning in response since they are all already full.

"It's part of a very important, super-duper special tradition that only the closest and bestest of friends can share." Pinkie continued. "We're going to make rock candy necklaces together!" She screamed in an excited manner while holding up one of said necklaces. "It all started when Maud and I were fillies on the rock farm. She taught me the Pie family rock candy recipe! It adds a secret ingredient…” She looked around her surroundings before whispering. "It's rocks!"

“No kidding.” Ono remarked in a deadpan manner.

Pinkie having not heard that then carried on in her normal tone of voice. "And she showed me how to string the pieces to make them into a necklace! And once we were done, we'd trade! Maud and I have been trading necklaces back and forth since I moved to Ponyville. They're a sign that we'll always be best friends!"

"Aw, what a great tradition." Applejack complimented with a touched smile.

“And a sure way to make great friends.” Beshte added with the same smile as his strong pony friend.

“Okay wait a second?” Ono spoke up in disbelief. “The secret ingredient is rocks? How exactly is that a secret?!”

"Yeah. But these are a special kind of rock that Maud discovered." Pinkie explained.

"Oh, what kind of a rock are they?" Fluttershy asked wondering what makes the rocks she is using so special.

"Can't tell ya that, silly! It's a secret!" She replied while whispering the last word before tapping Fluttershy's head.

“Should have seen that coming.” Kyoga whispered to the Pegasus who still blinked in confusion.

"Now that Maud is heading out to get her rocktorate in rock science and helping oversee some rock handiwork in Ponyville, this may be our last chance to trade them for a really long time. I can't wait for you all to meet her. I just know that my best Ponyville and Pride Lander friends and my best sister friend are gonna become bestest friends! We can make bestest-est friend rock candy necklaces together!"

As she continued she hugged each and every one of her friends one by one. "She expresses herself through fashion just like Rarity, and she's really smart and loves reading just like Twilight and Ono!" she embraced the two ponies with and horns and egret in before pulling in the others. "And she's honest, and loves forest things, and is good at games, is super athletic, has an eye for detail and... Well, oh, she's awesome!"

"She sounds amazing," Rarity responded with a sense of tightness due to be squished from the hug. "But won't she start worrying if you aren't at the train station when she gets here?"

"She sure will…" Two seconds later the realization finally struck her when she gasped. "I gotta get out of here!" She quickly dashed out of the building while sending everyone she was hugging along with goggles and chef's hat into the nearby piles of rock candy in the process.

“So do I…away from all of this candy.” Ono commented and flew out as fast as Pinkie when hopped up on sugar as soon as she was gone.

Sometime later and by the lake outside of Ponyville, the group had set up their picnic where Pinkie and her sister would meet them in a short bit.

While they were all arranging everything, Tank's gyrocopter flew the turtle across while racing alongside Applejack's dog Winona across the grassy fields.

Kyoga assisted Twilight with arranging the plates and cups while Ono and Applejack handled placing out the food.

Bunga was currently watching from one of the nearby hilltops as the two pets race each other cheering them on.

“Woohoo! Go Tank! Go Winona!” He shouted while seeing the two neck and neck nose and nose while trading the lead with each other.

“Bunga…” Fuli’s voice called out to him having approached him from behind. “Who’s side are you on?”

“On the winner’s side.”

Fuli rolled her eyes in response before continuing to watch and see the two pets race it out just when she left something fluffy and soft appear right beside her…

…Her pet cat nuzzling and wrapping it’s arms around her left front forepaw to which Fuli could not find it in her heart to turn away. She was so cute from her eyes down to her smile it had the cheetah sporting tinted pink blushes when she looked at the kitten in the eye.

Fluttershy who was walking by happened to notice it, yet smiled at the endearing scene before she moved to speak her mind in regards to their setup for their special guest. “Everything's ready!” She said as Twilight and Ono ensured that the place settings were all properly arranged. "I sure hope Maud has an appetite."

"Never met a pony or critter who didn't love Granny Smith's apple spiced muffins!" Applejack said as she placed down a basket with said muffins in them.

“Ooh-hoo—ooh!” Bunga’s mouth watered to the point she drooled over the sight over and forged seeing the very end of the race the two pets were just finishing in favor of attempting to nap one. But just when his claws were inches away from one, it was slapped away by Applejack who caught him in the act! “Aah!”

“Hold it right there you sneaky critter! Those are for when we have our picnic, and that means waiting until both Pie’s get her!”

“Okay, okay, sheesh…” Bunga relented with a slight grumble and raised arms before walking away. “I only wanted one.” He muttered to himself feeling disgruntled over that feeling it shouldn’t have been too much to ask for.

Aside from that…

"Oh, it's no use!" Everyone turned their attention towards Rarity, who walked over to them looking pretty upset… while wearing a big purple hat with diamond shaped rocks attacked to it and a ribbon tied underneath her chin. "I simply cannot find anything suitable to wear!" She complained just when one of the rocks on her hat broke off from her hat and rolled down into the basket of muffins.

Both Bunga and Ono nearly burst out laughing when they saw it finding as one of her most strangest fashion choices left to the point they had to excuse themselves so can express their thoughts about it.

“Oh my goodness! What was that?”

“I know right it looks just like the hat one of those ponies in Canterlot was wearing and it was pretty ridiculous!”

True they know that the fashionista is trying to please their guest but they can’t help she has once again gone overboard in her efforts again.

Ignoring the two who had run off, Rainbow wasn’t very impressed with her friend’s hat. "I doubt she'll notice what anypony's wearing, so what's the big deal?"

"The big deal is that it will be very difficult to show Maud what a strong fashion presence we have in Ponyville if the most fashion-forward pony here can't keep her hat from falling apart!" Rarity argued as more rocks fell from her hat.

“I’m sure Maud will still know that even without the hat.” Kion commented. “But even still, it’s a pretty inspiring effort you put forward.”

“Why thank you darling, because that’s exactly the aim of what I was trying for.” Rarity kindly returned feeling pleased that someone get’s it.

"I think we're all a little nervous about Maud's visit." Twilight said in response to the unicorn’s slight anxiety. "She's Pinkie Pie's sister, and it's obvious Pinkie really wants us to hit it off. Being able to make those rock candy necklaces together is really important to her. I'm sure everything will be fine–"

"We're heeeere!" Said pony’s voice called out from nearby. Pinkie Pie waved happily to her friends from the top of the hill before hopping on over to them.

Kion looked up the hill, while seeing that she is the only pony arriving at the moment. “Where's Maud?" He asked.

"She's coming!" Pinkie exclaimed as she turned around with brighten eyes and a big smile in direction of where she’ expected to appear. The others turned their heads in that direction but saw no pony appearing on the horizon. Not even the top of a pony’s head.

"Uh… you sure?" Kion asked feeling unsure for a second.

“Because I don’t see any pony appearing over that hilltop.” Rainbow added just when Ono takes a fly up for a higher look.

"She's not quite as fast as me." Pinkie explained. "I asked Gummy to stay with her in case she got lost!"

“Found her!” Ono shouted from up high. “She’s on her way and sure is…quite the sight!” He added feeling slightly confused at what he is seeing before flying back over with the others.

Hearing that had the group patiently awaiting for her arrival just when they see somepony slowly making her way on over and finally appearing at the top of the hill. Said pony is her sister all right, but not what everyone expected. She was a pony with turquoise-colored eyes, a gray coat, purple eye shadows with a matching purple mane styled a little similarly to Twilight’s but not as long, dark, and multi-colored as hers yet compared to the other’s bright colors, and was wearing a dark blue dress.

Everyone eyed each other while seeing this pony taking her time with her very slow pace of walking all while Gummy is hanging onto her tail by biting his toothless jaws on it.

Rainbow Dash flew beside Rarity and Fuli to lean in for a whisper. “Is she even moving?"

“She is…” Fuli answered. “…although admittedly pretty slow compared to an average every day pony.”

"We're over here, Maud!" Pinkie shouted from the bottom of the hill as her sister makes her way downhill.

After a good thirty seconds, she finally approached the whole group just a standard distance apart from each other. Said mare was not like Pinkie Pie due to her darker colors in her appearance along with her stoic expression to the point she isn’t smiling. It was dealing with the exact opposite of Pinkie Pie.

When facing the whole group no one said a word at first while the gray-coated pony simply blinks at them with a blank expression before looking down and paid her attention to a rock on the ground. She bended herself down to the ground to sniff at it.

"Hm. Sedimentary."

"Huh?"

“What?”

"This is a sedimentary rock." Maud clarified, speaking rather emotionlessly.

“Of course!” Ono realized upon analyzing a rock. “Sedimentary rocks are formed by the accumulation of sediments...chert, some dolomites, flint, iron ore, limestones, and rock salt. Also, organic sedimentary rocks form from the accumulation of plant or animal debris.”

“Really?” Maud stoically asked.

“Oh yeah!” He nodded.

“Interesting.” Twilight genuinely remarked with intrigue while the others looked disturbed by both the knowledge the egret had shared.

“What?!” Ono asked the others sans Twilight. “It’s true!”

If there’s one member of the Guard besides Twilight to delve into something a little too deep into, it’s Ono. But nevertheless, nobody and nopony was going to base their opinions of her from that alone. After all, this pony clearly has a heart of gold deep inside, regardless of the emotionless exterior and Pinkie clearly loves her like any other sister would and it’s something that Kyoga herself can relate too.

"That's really fascinating." Twilight said with smile as she approached her. "Isn't it, guys?” She asked before turning back to Maud. “We're just so thrilled you could come for a visit before your big trip. Pinkie Pie has told us so much about you. I'm Twilight, and this is Applejack, Fluttershy, Rainbow Dash, and Rarity. And these are our friends from the Pride Lands. That's Beshte, Bunga, Fuli, Kyoga, Ono, and Kion."

“Hi!”

“Hello!”

“Great to meet you!”

“Hey!”

“How’s it going?”

“What’s up!”

“So…” Kion moved to say a few introduce words himself. “…you know a lot about rocks do you?”

"Yes, I do." She replied. “And I hear you can and your hippo friend can move rocks with special powers of strength you both have."

“That’s right.”

“We sure can.”

“Can you show me how?”

Both members of the Guard eyed each other before nodding and smiling.

“Sure.”

“Gladly.”

Beshte demonstrated his strength by walking over to the largest boulder he could find and then nudged it with his snout. From there he was to slowly and carefully slide it up onto his back. And to further show his impressive prowess he lunged it all the way to the top of the hill.

“Twende Kiboko!”

As for Kion, he made sure no pony and nobody was within range before locking eyes with the boulder on the hilltop with winds and clouds forming behind him. Once he was ready, he unleashed the power of the Roar on it to crack it in half. If one looks carefully at the cracks, they could see a faint MP formed in them.

“Wow! Very impressive!” She remarked without changing her tone.

“Uh…Thanks!”

“Glad you enjoyed it!”

Both Kion and Beshte responded with smiles just for the sake of it yet feeling unsure if she really was impressed.

"I sure did."

"We're ever so glad to meet you." Fluttershy said ready to give it a shot.

"We're just gonna have the best time!" Applejack added, but even still it didn’t trigger a reaction from Maud since all she did was show her trademark blank expression.

After exchanging looks with Twilight, Pinkie, and Bunga who all shrugged in response Rarity took a turn while approaching her. “Pinkie Pie tells me you share my love for fashion."

"I'm really into expressing myself through my wardrobe." Maud replied.

"A-and what is the delightful frock you're wearing now saying?"

"…It doesn't talk. It's a dress."

“Awkward…” Ono whisper muttered to the honey badger.

“No kidding.” Bunga returned in the same whisper tone.

Rarity now felt silly for what she said before quickly trying to save face from further embarrassment. "Oh, yes, of course, I, I just meant, the frock is, just…" She fumbled a bit before walking backwards and stopped talking.

“Nice recovery. Very smooth.” Kyoga quipped feeling she did the right thing there much to the unicorn’s indignant huff.

Just then Winona came barking at and happily running around the visiting pony while the other’s pets all appeared to introduce themselves to Maud.

"Uh, so this here's Winona." Applejack introduced the pets one by one, "That's Owlowiscious, Tank, Opal, Angel, and uh..." Then saw the fluffy kitten purring and affectionately nuzzling her head on Maud’s front hooves. Fuli quickly leaned in to whisper in the farm pony’s ear. “Aww! That’s a cute name.” He teasingly remarked before turning back around when Fuli stared at her with a frown. “Oh right! Fiona!” When Fuli looked aside her cheeks turned red as she blushed feeling very embarrassed herself now. “And Pinkie Pie told us you have a pet, too."

"He's in my pocket." Maud replied.

Fluttershy's eyes widened with interest. "Oh, you have a pocket pet? Like a tiny mouse? Or a baby bird? Or a trained butterfly?" She excitably asked while her pet bunny turned away and crossed his arms in annoyance to the attention she was giving.

Maud Pie reached into her pocket and pulled out her 'pet' before placing him onto the ground. "It's a rock. His name is Boulder."

Fluttershy’s smile dropped much like the rock that landed in front of her because clearly she didn’t expect this.

A rock itself doesn’t exactly qualify as a pet. It’s not alive, but nevertheless, everyone kept quiet even Bunga who is looking on dumbfounded at what he is seeing. For all of his antics, having a rock for a pet is clearly the strangest thing he ever seen.

Ono also was speechless yet simply kept flapping his wings like nothing had happened to distract him while Beshte looked on curiously to try to understand the ‘emotions.’ of her ‘pet’.

“Poa!” Beshte commented while looking pretty confused as he titled his head to the side. “That’s neat!”

“Are you kidding….” Bunga couldn’t help but blurt before Kyoga quickly placed a paw over his mouth to cut him off mid-sentence.

“Well…that’s pretty interesting. I never would have thought of that.” Kion commented trying to sound like it’s no big deal and not strange like the others think.

“With a good reason…” Fuli muttered to herself while looking aside unheard by anybody finding it really off here.

"This is going to be the best, most awesome, funnest week ever!” Pinkie exclaimed with a smile unaware of the others disturbed reactions. “I can't wait for us all to become bestest friends!"

“And we sure look for to it.” Twilight shared happily before turning to Kion. “Right!”

“Right!” He immediately stated while the others (sans Kyoga) share a slight and awkward laugh.

Truthfully, they are all having a hard time connecting to her, but at the same time they don’t want hurt their pink pony friend’s feelings. Maybe if they all give it some more time, maybe things will improve from there. Hopefully…

…at least Twilight and Kyoga who see the similarities minus the weirdness in her.

With the introductions aside, everyone moved to the picnic table to have their lunch together where everyone enjoyed their sandwiches, fruits, and vegetables together.

During this, Bunga decided to take this opportunity to try to be a good friend and offer her something, so after setting a muffin aside for himself, he moved to walk over to the pony offering her ‘pet’ a bite of her sandwich. “Hey Maud! Would you like a muffin? It’s Applejack’s granny’s famous apple spiced muffins.”

Maud Pie sniffed the basket, which still had one of the rocks that fell off of Rarity's hat. She opened her mouth to take a bite, taking the rock instead of the muffin.

“Oh, wait! That's not…" Bunga tried to tell her albeit a little too little since she already delved her teeth into it. “…a muffin.”

But fortunately and quite strangely, Maud actually liked the taste of rock and managed to chew on it no problem much to everyone’s surprise.

“Did she just…?”

“…bite and eat that rock…?”

Ono and Fuli asked with stunned expressions.

“Like my dad always said, live long enough and you’ll see everything.” Beshte returned while sharing the same feelings they’re thinking right now.

"It's crunchy." Maud said while still chewing.

Pinkie Pie took a bite from one of the actual muffins and found it quite tasty. "Maud's right! They are crunchy! Yum!" She said with her mouth full.

Just looking at the two sisters sitting next to each other makes the mirroring personalities quite clear in plain sight. Yet at the same time, most of them had trouble understanding whether or not this is good or bad. It was especially hard to tell when compared to Pinkie’s cheerful, bubbly, and energetic personality, Maud’s was quite the opposite of hers given her rarely showing emotion.

So Rainbow Dash in an attempt to try to keep the positive momentum going, tried to try for something a little more exciting. “So, uh, Pinkie Pie tells us you like games."

"Boulder and I sometimes play a game called 'Camouflage'. It's kind of like hide and seek but way more intense."

Everyone was stunned into silence once more until Rainbow awkwardly remarked. “Awesome?"

“How intense?” Fuli inquired hoping it might be worth exploring…

“Okay…” She then said while looking and sniffing around the area of rocks around them to where Boulder was hidden along with the others. If only she had taken the time to pick up the specific rocks scent it would have been a lot easier for her, Kion, and Kyoga.

Twilight had levitated many rocks she came across yet still hasn’t found the rock she saw just minutes ago. "Any luck?" She asked the others, who were already looking lost and somewhat uninterested.

"I truly wish I'd spent more time with Boulder, because I'm having a very hard time remembering what he looks like." Fluttershy expressed before tossing aside a rock she was currently holding.

"It's like looking for a pebble in a haystack." Applejack also commented while scattering around some of said pebbles in front of her.

"More like in a pile of pebbles." Ono commented feeling wearily while landing on Beshte’s back having given up the search for this rock of Maud’s already feeling exasperated and frustrated enough with this game while tossing aside the pebbles he scooped up.

"Well, you don't have to make it even harder." Applejack remarked at the egret.

“Oh I’m sorry…” Ono took offense to that. “…did I make hard on you by throwing those rocks into the mix of one’s you’ve already checked?!”

"As a matter of fact, yes!" She returned rather heatedly to which had Kion getting in between the two when they started to get into another glaring showdown.

“Ono! Applejack! Please!” Kion sharply demanded of them.

Both reluctantly backed off after deciding it was for the best it doesn't come down to this so they both turned away from each other yet still heavily peeved at each other.

Rarity grunted in frustration when another rock from her hat fell. "Ugh! I give up! this is impossible!"

"It'll hurt Maud's feelings if we all stop playing." Twilight reminded. "Besides, look how much fun Pinkie Pie's having."

Said mare is looking all over the place going as far as showing her sister all of the rocks she found of all sizes. All while constantly asking. “Is this him? Is this him? Is this him? Is this him?"

“I think we can all survive a little longer, wouldn’t you all agree?” Kyoga gently implored of the others.

“I think we can.” Beshte agreed before turning to the grumpy bird on his back. “Wouldn’t you agree too, Ono?”

"Okay.” Ono relented after a second of thinking.

The rest of the group all complied and continued searching for Maud's pet rock even if it wasn’t to their liking.

During this the only two that were both really giving it a chance were Twilight and Kyoga who both know what it’s like to be a hard to come out of your shell girl’s given the latter’s tragic upbringing and the former’s brief turn to darkness. And they were both looking really hard for said rock with their magic.

“Nothing over here.” Twilight reported before turning back to the lioness next to her. “How about you?”

“Not much luck here, either.” Kyoga likewise returned with similar results. “But I’m sure we’ll find it soon.”

“The sooner the better.” Twilight returned without second thought. “Although it would be a lot easier had we both really got to see the rock itself a little more to know what we’re supposed to be looking for.”

“I know what you mean.” Kyoga replied. “It’s like trying to find a very special one in a group that all look the same much like that time we had spot out Thurston from the whole herd.”

“Only smaller and more distinctive searching.” Twilight recalled from having to point her hoof to the zebra standing in the twelfth row and the two-hundred and third from the left side of the pack. “All it takes for that zebra is to indulge in a little “Panic and Run! Panic and Run! to start a frenzy scene.” She mimicked said zebra while wildly raising her own hooves up similarity to how he and his herd did many, many, many times in the past.

Kyoga stifled a giggle and playful smirk in response. “Geez Twilight, I didn’t know you’re that capable of mimicking others.”

“Eeh.” She shrugged humbly. “I just happen to be a pony with many talents. Yet, rock finding’s not one of them.”

“Sure isn’t.” Kyoga agreed before they continued their search for that particular rock. Up until…

"Found him." Maud suddenly said, causing all heads to turn upwards and look at the dull colored pony holding Boulder in her hoof.

"Oh! Where was he?" Pinkie asked eagerly.

"He was hiding in my pocket."

Ono’s eye twitched before dropping to the ground face-first while Fuli face-palms herself before collapsing to the ground in frustration.

"Oh, come on!" Rainbow exclaimed in response to what she just said and how she played them.

Just then Fiona came crawling up to her master while purring and meowing to get her attention. Fuli looked down towards her direction to see her begging in need of something. She also turned back towards the direction of all of the other’s pets all together and laying on the ground feeling very worn out from today.

“Aww, it’s okay.” Fuli affectionately said to her before scooping her up and placing her on her back to allow her to enjoy the comforts of her soft fur. “Well it’s been a nice afternoon but…” She yawned and stretched her back. “…I think’s it’s time we get going.”

“Fuli’s right.” Fluttershy politely added. “It's getting awfully late, and they've had a very busy day."

"Maud and I had better get going too." Pinkie Pie happily returned just when Gummy climbed up on Maud’s head. "I want her to taste the rock candy we're gonna use for our best friends necklaces! Aw, yeah!"

The two Pie sisters walked away from the group, leaving the others alone and safe to express their thoughts about Maud Pie. And they were all quite perplexed and at a neutral standpoint with each other.

"Well, Maud sure is quite a character." Kion remarked feeling awkward about saying it even if it was the nicest words he could say at the moment.

“No kidding!” Bunga agreed. “And I thought I was the weird one of the group.”

“You are and still are.” Ono bluntly remarked to which Bunga laughed it off.

“Good one, Ono!”

Ono groaned in response before sharing his thoughts. “Thanks but I’m serious though.”

"Exactly! We spent all day digging in the dirt, and he was in her pocket the whole time?!" Rainbow added feeling very irritated of what they just spent their quality bonding time over.

"On the bright side, Boulder seemed really sweet." Fluttershy said looking on the bright side of it.

"He's a rock!" The hot headed Pegasus angrily shouted in response.

"Come on, everyone. I'm sure Maud was just nervous about meeting all of us." Twilight said, trying to calm her agitated friends down and to keep everyone from assuming the worst in her.

"Maybe she was just acting a little 'off' because she was shy or somethin'." Applejack theorized.

"Exactly. It must be awfully intimidating to meet all of us at once, especially since we're already such good friends."

“Probably.” Kion felt the need to agree with her before pondering and thinking of another idea. “Maybe we should try meeting with her one-on-one instead.”

“Hmm….” Kyoga thought about it. “That could work.”

“Of course!” Twilight agreed. “And that way she’ll bond with us even more that before."

“Yeah!” Bunga really like the proposal. “I can show her of how I bravely collect honey from the tallest trees in Ponyville! She’ll love that! Hopefully.”

“That’s a start.” Twilight nodded in response. “And if we do so, I'm sure we'll be making those best friend rock candy necklaces in no time."

“I certainly hope so.” Ono muttered to himself still feeling very doubtful about all of that.

The next day, the Lion and Pony Guard all went forward with their decision to spend one-on-one time with Maud Pie.

First up was Rarity who had Ono for company who both work together in showcasing their talents in the former’s sense of fashion and the latter’s keen sight in finding a nice outfit for the pony.

"Where shall we start?" Rarity said as she showed the two sisters her multiple fabric choices. "I've chosen a few fabrics that I think will be stunning with y–" the unicorn stopped on her tracks when Maud had her eyes set on something else other than what she was about to propose to her.

"Choices, choices, choices!" Pinkie happily commented while hopping on over to her sister’s side.

“See something else you like?” Ono inquired while he and Rarity try their hardest to be accommodating as possible to her when Rarity walks over to add her input on the matter.

"…Of course, if you don't see anything that speaks to you, I would be happy to suggest–"

"I like this one." Maud held up a gray colored towel she was just looking at which had brown spots on them.

“That?” Ono asked as he moved in to further inspect it. “Oh, of course. Whatever makes you happy.”

Rarity however, laughed in response to Maud’s choice. "Pinkie Pie didn't tell us you were so funny!"

"What do you mean?" Maud asked after blinking once.

Rarity was left slightly mortified when along with Ono waving his wings around wishing for her to stop right there had her realize that this is Maud’s ideal choice. "Oh, well, it's just... I believe that is a dishtowel." she said as she levitated the said dish towel with her magic. Maud remained unfazed as before, but upon seeing Pinkie Pie's smiling, the unicorn attempted to smooth things over before anything else could happen. "B-b-but it does go very well with your complexion. I'm sure I could work my magic and turn it into something fabulous."

"Rarity, Ono, and my sister working together to design something amazing! This is the best day ever!" Pinkie exclaimed happily as she hugged her stoic sister just when Ono takes a look and presents Rarity some fabric ideas that will work.

Rarity levitated the similar options aside from the dish towel that Ono had keenly picked up. She picked up a few other pieces of fabric that had the same dark colors as the dishtowel of Maud’s intrigue yet set aside the brown stains. While the two agreed they accept her choice in fashion and color, they truthfully didn’t want her to go walking around looking dirty. It just wouldn’t be clean, nor would it look or sound right no matter how one would say or look at it.

"Perhaps I could sew all of these together and make you something you'd like." The unicorn offered.

"No thanks. One is enough." Maud declined before moving to take the dish towel and placed it around her neck like a scarf.

"Doesn't Maud make the coolest scarves?" Pinkie asked looking very pleased as ever. Even though it wasn’t helping her friends at the moment who all they could do was watch on and accept it with disappointment.

"Quite…"

“Affirmative…”

So with both Rarity and Ono having no luck in being able to connect with her, Fluttershy and Beshte both took a turn by inviting the Pie sisters on a nature walk through the woods with Angel Bunny accompanying them.

During the walk, a green colored hummingbird flew both Fluttershy and Beshte both leading the way, twittering happily.

“Hi there, little guy.”

"Hello there, Hummingway. I'm ever so happy to see you."

The two happily greeted.

"What's he saying?" Pinkie asked as she quickly rushed up to them.

"He says hello, and he's happy to see us too." Fluttershy answered.

"I wish I could speak hummingbird.” Pinkie eagerly expressed before hopping away. “Humm! Hum-m-m-m-m, hum!"

“Just takes some practice before you get the hang of it.” Beshte assured before turning back towards Fluttershy who in turn saw Maud looking down at a nearby rock, from which a spider with red eyes and long dark gray fangs was crawling on top of. Both the kindest members of the Guard both approached the pony with the sweetest smiles with the hopes they can get through to her. They both looked down at the spider, showing no fear despite it’s creepy look given their long expertise in dealing with animals.

"These spiders only live in Ponyville, and even though they may look a teeny bit scary, they're actually very sweet and help keep other, more dangerous insects away!" Fluttershy explained just when the spider gave her a small flower along with one for Beshte who take a turn in sharing some words of wisdom himself.

“Goes to show that there’s more than meets the eye, wouldn’t you say so, Maud. Maud?”

"I was looking at the rock." Maud corrected, leaving Fluttershy blushing in embarrassment.

"Oh."

“Okay.”

After the hike, Pinkie Pie happily waved goodbye as she and Maud left the cottage. "Thanks again, Fluttershy, Beshte! Start thinking about which flavors you want to put on your best friend rock candy necklace!"

“Oh we will.” Beshte happily returned before dropping the smile once the two were truly out of sight. “Hopefully it’ll work out.”

"Oh gosh. I'm not sure we're even friends yet." Fluttershy expressed feeling worried since even being nothing but kindness had the pony showing any clear emotion that indicates that they are now good friends.

“Maybe she just has a different way of showing it.” Beshte suggested.

"Yes, maybe." She reluctantly agreed even though the uncertainty still remains.

Next up, is Twilight’s turn who she along with Kyoga show her the many books at the Golden Oaks Library, hoping to find a special reading connection they share together.

"Maud is a total bookworm. She loves poetry!" Pinkie happily expressed while riding around on the book ladder.

"I've got lots of poetry." Twilight offered as she levitated said books. "Do you read anything by Quilland Ink? Or Flourish Prose?"

“Who’s this in the picture?” Maud asked upon spotting something on the center table. It is a newspaper featuring two pictures on the front page of it, one with a picture of Scar in his lion form, and another in his new lion / alicorn hybrid form.

“Who?” Twilight asked felling confused until she was presented the image itself. “Oh!” She was now left feeling uncomfortable with the subject already. “That’s a major enemy of the Pride Lands and Equestria. He’s someone that the most powerful ponies and lions have to be full alert on considering how dangerous he is.”

“Do you have a history with him?”

“Just a brief one.” She replied wanting to keep it short and brief yet the awkwardness she showed from shifting her eyes to the side and her immediate response showed to Maud that there is more that meets the eye to the story.

“Anyway…” Kyoga spoke up deciding to change the subject. “What kind of poetry do you like?”

"I prefer to read my own poetry." Maud replied.

“Really?”

"Oh, I'd love to hear some of it!" Twilight said feeling interested herself.

Maud cleared throat before she began reciting it. And like before her voice remained monotonous.

"Rock.

You are a rock.

Gray.

You are gray.

Like a rock.

Which you are.

Rock."

Twilight blinked left speechless along with Kyoga. To them it was interesting, yet deep down they felt it was mostly flat in regards to her dull love of rocks.

“Well that’s quite a poem.”

“I never would thought of that.”

The two replied more accepting of it than previous friends.

"I've written thousands." Maud said just when Pinkie continued to slide back and forth on the ladder.

"She's so prolific!"

"This next one is about rocks. They're all about rocks."

“Of course.”

“Why wouldn’t it be?”

The two girls replied before they both sat down ready to hear it with genuine smiles even if it’s going to mean listening to her deadpan tone recite it.

"Rocks; these are my rocks.

Sediments: make me sedimental.

Smooth and round, asleep in the ground.

Shades of brown and gray…"

Following their visit to the library, the two sisters made their way to Sweet Apple Acres where Applejack and Kion are. Just outside the barn, Pinkie Pie speed around the nearest apple tree on the nearest hilltop to get an apple. Once she got, she immediately sped right back and placed it onto the table along with the other red and green apples.

While Kion was helping peel them, Applejack was stirring the pot on the stove with the spoon in her mouth. The latter moved to place the spoon down on the side so she can approach and check up on Maud.

"You 'bout done peelin' them apples for the cider, Maud?" Applejack asked just when Kion turned his head towards her to see her progress.

"I think this one is done." Maud replied. She moved aside and revealed to Applejack to what she’s done. The country pony cringed at the sight of an apple completely splattered on the table, right under a large rock. It was pretty clear Maud didn't even use the peeler for the apple, for she instead crushed it with a rock. To Applejack, it was a sight that had left her horrified to see such an apple wasted with such brutality.

“I don’t know, Applejack.” Kion said just as shocked.

However, Applejack forced herself to smile before replying. "Oh, uh, yep. That's a very interestin' method you got there." While she backed up she nearly tripped over the pressure cooker from behind in front of the stove.

"Should I peel another?" Maud asked ready to use her rock to do the same to another apple.

Before Applejack could quickly protest against it, Kion quickly moved to intervene first. “No, we’re good.” He assured before handing Applejack the apples that he already peeled. “We’ve got enough apples for the job.”

Just then, Pinkie Pie came in and sniffed the steaming cider Applejack was making. "Can we taste it now?"

"Sure, why not?"

“Let’s do it!” Kion also agreed ready to have some cider himself.

Using a ladle, Applejack poured the cider into wooden mugs. Pinkie Pie wasted no time in chugging the whole drink down her throat while Kion took a smaller sip, and Maud just stared at her drink. When Pinkie was done, she dropped the mug back on the counter with her mouth.

"Wow! That's the best apple cider I've ever had!"

“It’s really great!”

"What do you think, Maud?" Applejack asked the pony who had yet to take a taste. Surely, the family famous apple cider is something that even the most stoic fellows like herself, Twilight, and Kyoga could give the pony a warm feeling inside.

No not that warm feeling….

Maud took a sip, yet her usual expression still remains as it was.

"It tastes like apples." She assessed.

"Told you she was super honest, just like you!" Pinkie Pie said while hugging her contry pony friend, nuzzling cheek to cheek.

"Yeah. We're practically twins, heh." Applejack hesitantly said.

“Like juice in apples.” Kion metaphorically added while sharing the farm pony’s equal discomfort of having to lie about their true thoughts about Maud’s honesty and handling things around here.

Back at the lake from the other day, Rainbow Dash and Fuli were both there where the Pie sisters have joined them in a friendly game of rock tossing. In this game, Rainbow Dash was clearly having the time of her life since she managed to toss it just over the pond just right in front of Fuli’s.

"Yeah!”

“Congrats!” Fuli stated while looking aside briefly personally wishing that she still had her super-strength superpowers back when they were in fighting crime in the Power Ponies world. Even though she wasn’t a fan of the outfit itself and not someone who would want to wear a skirt, she really loved the power’s she was gifted when there.

Maud was next. “Let's see you beat that!" Rainbow said to her before having to quickly duck when a rock came flying past her. "Whooaa!" The rock Maud threw flew not only over the lake, but all the way towards the far off mountains beyond from the rock Beshte had thrown the other day and Kion had cracked using the Roar. When the rock landed, the force it created cause an explosion so huge it created large mushroom cloud, along with a powerful gust of wind, and a tsunami when the whole body of water from the lake was pushed and sent right at them.

“Oh, no.” Fuli muttered before quickly sprinting away from the scene before she could get soaked along with the other girls.

After that had happened, Pinkie emerged with her mane now flatten while riding on a log she landed on, before she proceeded to roll with her hooves across the lake.

"That was amazing!" Pinkie exclaimed very excited as always.

Rainbow Dash popped her head out of the water, spitting some of the water just when Fuli quickly arrives back on the scene where the former turns to Maud, who is wet like the others, yet still as quiet and stoic as before.

"Whoa.” Fuli said with widen eyes that actually happened.

“How'd you do that?" Rainbow asked.

"I threw it." Maud simply answered.

“I guess you won this one, Maud." Rainbow added admittedly, yet had bruised pride deep down from saying it.

"I'm not really into... 'winning'." Maud returned.

Rainbow Dash gasped in shock while Fuli was left speechless at the very thought would ever cross into anyone’s mind.

“Then what are you into?” Fuli wondered in her mind, feeling it was better to keep it to herself than say it outright before remembering. “Oh, right. Rocks.”

Then when it came to Bunga’s turn since most of the Lion Guard were already paired up with other’s when the two sisters came by their respective places as he moved to climb the tallest tree in Ponyville to get the highest grubs to live on a tree.

Thankfully this tree is just in the middle of a field in the nearby forest and was nowhere near any water and the roots and bark of said tree were healthy and strong.

“Okay! Now that this tree is strong and sturdy. Getting those bugs up there will be easy!”

Bunga clasped and rubbed his claws together before moving to climb his way all the towards the very top.

“You got it Bunga! Woo-hoo!” Pinkie loudly cheered through one of her mega-phones.

Thankfully, it wasn’t the mega-phone she used to shout after Rainbow Dash and Ono when they went away to the Wonderbolts Academy but it was still loud to the point the tree got shaken up from the impact of the energetic pony’s voice.

“Whoa! Whoa!” Bunga nearly lost his grip before managing to regain control of himself before inching his way closer and closer to the very top. When he reached the very top he carefully leaned over the bending portion of the top. “Almost…Almost there…” He said while stretching his claws towards the biggest chunk of clustered bugs on the nearby leafs until he managed to snag them on over to him. “Got them!”

“YIPPPPIEEEE!” Pinkie shouted through her megaphone causing the startled honey badger to slip and end up falling down towards the ground with his collected grub falling after him.

“WWWHOOOOAAAAA!”

Luckily he was able to catch the last tree branch hanging over from the ground along with the leaf full of grubs. “Phew! That was close!”

*SNAP!*

“Whoa! Ouch!” Bunga exclaimed when he ended up falling onto his back while still managing to catch all of the grubs. “So….Maud…” He groaned while moving to stand up while leaning over in pain. “…was that impressive or what? Maud?”

Said pony, was however preoccupied with a pile of nearby rocks while holding up her ‘pet’ Boudler.

“What’s going on Maud?”

“Boulder’s out on his playdate.” She replied without a change in tone.

“Okay…nice…” Bunga remarked as is before he heard a small creak up his spine. “Ow! My back!”

Sometime when meeting up with the others, Bunga was able to recover from his injury no problem. After all, a magical land, means magical healing involved, and that did the trick for him.

“Phew! That’s better! I tell you there’s nothing like a magical spa treatment to vanquish those pains up from behind.”

“Yep! And you’re welcome for recommending it to you.” Ono commented feeling a sense of gratitude is in order.

“Thanks, Ono. For everything while there.” Bunga nonchalantly replied, surprising the egret with what he viewed was unexpected considering that he is the kind of guy who just simply brush it aside like it was literally nothing.

“Oh…well…no problem….” He stuttered in reply before refocusing his attention to why they are all here. “Anyways…” He cleared his throat before continuing. “…compared to dealing with Pinkie’s dull as ever sister that’s probably now the highlight of my week.”

“Yeah…what is her deal anyway?” Bunga asked trying to understand why Maud is so hard to get to. “She’s practically nothing but me during a bad and boring day.”

“I don’t know.” Kion answered unable to provide a reason himself. “I mean all I know is that she really love rocks and rocks by itself.”

“She is admittedly a strange pony.” Fuli confessed. “Yet impressively strong enough to actually toss a rock far and hard enough to cause a massive tidal wave to rain down on us, for which I was lucky enough to avoid.”

“Did she really?” Beshte curiously asked.

“I know. Hard to believe and it’s something you’ll have to see it to believe it, but it’s so very true. But still I haven’t seen much of a reaction out of her out all of that.”

“I know.” Ono agreed. “And here I thought Kyoga and Twilight were like the emo-teens of the bunch.” But then he saw and noticed they weren’t around. “Speaking of which, where are those two anyway? I thought they’d be joining us by now?”

“Twilight’s out performing some more of her community service at the nearby rock mines and Kyoga decided to join her for comfort.” Kion answered with a sympathetic sigh for his best friend. “They’re really having her work hard in wanting to redeem herself.”

“I know.” Ono said with sympathy for the alicorn now hard at work in heaving the carts of gems with Kyoga backing her up in ensuring that the cart wheeling goes smoothly, unaware that in just a little bit they'll soon be meeting up with Maud who also happened to be there for research purposes. “I mean I get she’s done quite a few things that put her on par some of Scar’s actions but isn’t it bad enough that she’s already feeling depressed inside and has already accepted enough punishment as it is?”

“Sometimes you really have to prove yourself that you really want to redeem yourself in order to regain everyone’s trust here.” Kion explained feeling it’s somewhat fair even if it is tough to accept.

“Mmm…” Ono just said still not quite agreeing with how Twilight’s been treated but really didn’t have much to say to counter-argue when Pinkie quickly opened the door to greet them.

"Great, you're all here! Maud is out looking for rocks, so this is the perfect time for us to set up everything we'll need to make our best friend rock candy necklaces!" Pinkie happily told everyone while twiddling her hooves together.

The Lion and Pony Guard however couldn’t find it in themselves to smile and share her excitement due to their true feelings about her sister surfacing over the thoughts.

Pinkie's smile faded and stopped twiddling her hooves upon seeing this.

"What's wrong?" She asked in concern before turning to Kion hoping he can tell her what’s bugging them. "Kion?"

Kion had to be pushed forward by Applejack and receive glances from the other’s in order to push forward into giving the bad news to her straight. Truthfully, he didn’t want to be the one break it to her, but everyone else wouldn’t speak up for him this time around.

"Uh, Pinkie, I'm not sure now is the best time to make best friend rock candy necklaces."

"Why not?"

"Well…"

“Well, darling, you see…" Rarity began, but then she too hesitated, before letting Fluttershy take over the explaining from here.

"You're ever so thoughtful to share your special bonding ritual with us, but, uh…"

"But what?" Pinkie asked with a smile.

“Oh for Nala’s sake. That’s it!” Ono spoke up having enough of this. “The truth is we’re not seeing eye to eye with Maud, okay!”

Pinkie widen her eyes in surprise at the egret’s brave yet brutal display of honesty yet couldn’t help but wonder why they aren’t striking a friendship with her so Applejack stepped forward to smooth things over to ensure her feelings.

“What Ono meant to say is, we've all been tryin' real hard to get closer to Maud, but, well... maybe some ponies just don't click the way others do."

The others said “Uh-huh.” while nodding their heads together in agreement.

“I’m sorry Pinkie…” Kion continued. “…we really are and we actually did try to be her friend too, but…” He sighed before pressing forward. …we just wouldn't feel right making something that means we're best friends if, well, we aren't."

Pinkie's poofy mane deflated upon hearing this, which means she is now deeply hurt from what she is hearing from her bestest friend. And seeing this had Kion looking aside with regret telling her this along with hurting her by telling her this. She then forced herself to smile to mask the hurt she is feeling before backing her way inside.

“Oh. Okay. If anypony needs me, I'll be in here trying to figure out what to do with two hundred pounds of rock candy." She moved to close the door with her teeth before stepping inside to do exactly while feeling depressed deep inside.

Kion’s ears flatten in shame, mentally berating himself for doing that to her before walking away from Sugarcube Corner with nothing else that can be said to make the situation better. If he hadn’t experienced the heartbreak of his past experience with Twilight, this would have been the worst thing he’s ever said and done. Even when he was trying his hardest to be honest about his feelings.

“What did I just do?!” Kion shouted before slumped down to sit on the floor of the Golden Oaks Library. “I can’t believe I made one of my friends cry like that.”

“Me too.” Fuli said in solemn agreement. “We just trying to have us become friends with her and we didn’t really explore her well enough to give it chance.”

"I feel awful! Just awful…" Rarity said while pacing around the room.

“Yep! We all were pretty much jerks.” Ono bluntly remarked.

“Thanks, Ono.” Fuli sarcastically fired back with her mood failing to improve with that comment. “Along with having courage in telling the harsh truth for once.”

“Don’t mention it!” Ono said without second thought. “I learned from the best.”

Applejack glared at the egret in response briefly before turning back to the others.

"Maybe we should have just pretended we were friends with Maud." Fluttershy suggested.

Kion shook his head at that idea. "If we didn't tell Pinkie Pie that we hadn't all become the best of friends, I think Maud would have."

"Maybe, but who really knows?” Rainbow returned while sitting on a high bookshelf fiddling with a rock. “That pony is a riddle wrapped in a mystery inside an igneous."

"Don't you mean "inside an enigma"?" Ono corrected with a quirked brow.

"Nope. I mean igneous. It's a kind of rock. Ask me how I know that."

“Maybe Twilight would…” Kion thought. “…but then again who really knows about really reading other ponies minds without playing them like keys on a piano.”

“Well actually she does play piano.” Bunga brought up.

“Bunga, he meant that as an expression.” Fuli irritably returned.

“No really…” Bunga insisted while turning their attention to the source of a nearby piano playing. “Look!”

Everyone turned their direction towards Twilight just arriving back at the library while riding a piano on towards her home in Ponyville accompanied by two ponies beside her both wearing harnesses to help pull the piano forward together.

Fletcher's Song from the Club

One is a white coated pony with a blue mane and sky blue streaks in them wearing a pair of headphones over her ears and a purple-tinted pair of shades. She was playing and wheeling a music keyboard that had electronic beats in the music she played accompanying with it. She was able to play to the light beats of a drum-set yet more on the downbeat side of things.

The other is a silver coated pony with purple eyes, black mane, wearing a pink bow tie similar to what Twilight wore when she was visiting Canterlot High in the other world, playing a cello using a bow to play a deep tone to accompany the music Twilight was playing.

“Poa!”

Everyone watched in silent awe as she plays a gently soft, subtle, and exquisite manner on the keyboard just when she leads them inside the library while settling the piano she acquired into the side of the room all while playing the song up until the very end.

Her hooves were gentle on each keystroke and moving precisely and elegantly like the way she wanted them to in order to create a melodic tune. It was like she knew the right touches and movements in order to make the song she was playing work like magic.

Truthfully none of the others knew how she was able to do all of this, she just happened to be a natural at it somehow all while transporting it all the way from the store to her home.

By the time she finished playing her song, the piano was placed right where she wanted it to be. Right, exactly beside her desk and right in front of the window.

Taking a deep breath after backing away from her piano, she turned towards both ponies who helped play alongside her and unhooked the harnesses that helped them safely transport it here.

“Thank you both.” She gently and kindly expressed her gratitude before handing them each a bag of bits for their services before leading them outside of the library. After they left she closed the door and prepared to mentally return to the comforts of the many books inside the library. Well…at least before finding that most of her friends are already here. “…Ooh!”

“Wow!” Bunga was the first speak his astonishment of her new hobby. “You’re amazing!”

“So simply elegant and divine!” Rarity added.

“Where did you learn to play like that?” Beshte curiously asked.

“And when?” Ono added.

Twilight was left stunned for a few seconds after realizing that they all just saw her new talent. Truthfully, she wanted it to be a private hobby and she really wasn’t counting on any of them actually being here when she came back. But then again, it is a public library so everyone’s welcome of course.

“You plan on answering these questions, sugarcube?” Applejack asked.

“That is if you feel comfortable in wanting to talk to us about it.” Fluttershy added to get the others to cut her some slack.

Twilight sighed before replying. “Of course. Thanks. And in answer to your questions, this is just something I’ve taken up when I was meeting up with both Octavia and DJ at the music store downtown, a personal and private hobby of mine…or at least it was.” She said while looking aside from the others briefly. “Something that I decided to do with myself whenever I feel down ever since…you know.”

“Right…” Kion said knowing exactly why. “…that.”

“Anyways…” Twilight said seeking to change the uncomfortable subject. “….how did it go with Maud?”

“Not so great.” Kion confessed while resisting the urge to cry. “I just hurt Pinkie’s feelings and made her cry because none of us could be able to become good friends with her sister.”

“Ooh…sorry I asked.” She replied with a slight cringing regret. “…yet, not a very good feeling I can relate to.”

“How so?”

“If all of the horrible things I’ve said in the past before are any evidence.” Twilight explained while pulling up past memories of said incidents with her magic. “Many moments of my past self that I’ve come to regret myself with many apologies I owe all of you for even saying all of that to all of you.”

“Yes, who could forget all of that?” Fuli asked.

“Ponies who are capable of holding a grudge for some time.” Twilight answered. “Or in your case, lions like Scar.”

“Uh-huh.”

“Yep.”

“Eeyup.”

“No kidding.”

“Totally.”

“Quite an unforgiving guy right there.”

“Definitely up there.”

“No question there.”

The rest of the Guard uttered in agreement. Ono, Applejack, Bunga, Fuli, Rainbow Dash, Rarity, Fluttershy, and Beshte all said in that order.

Before the conversation could continue, a knock on the door was heard and Twilight used her magic to open it. It was Pinkie Pie hopping on all four legs, all while smiling and happy as before.

"I've come up with just the thing to bring everybody closer together!"

Just after Pinkie had left, Kyoga had just arrived looking just as confused as everyone else. "What did I miss?"

Wondering what she means by that, everyone followed her towards where Maud was waiting for them courtesy of her sister’s request. When they met up with her, they all find themselves standing in front of something that is left them all puzzling in thought.

Said sights had them seeing that seems to be an obstacle course that none of them have ever seen before. There was a large pile of rocks with one huge boulder balancing on the very top. A hoop in between a large green tube with tightropes connected to a tower with a large pink dome and a purple tube connected to it. In between the two slides were three tall piles of books

Curious to what it was she was talking about, the group followed their now more excitable friend to a clearing near the forest, where Maud Pie was waiting patiently. Once they arrived, the entire group were both intrigued and confused as to what they were seeing. It appeared to be some form of obstacle course complete with hoops, tightropes tied to the end of a long sliding tube that was sustained by a wooden ladder. At the very beginning there is a slide made out of an orange tube leading to an assortment of colors forming some kind of soft fabric in a small pit with a wooden wheel standing beside it.

"I call it "Pinkie-Rainbow-Rari-Twi-Apple-Flutter-Kion-Kyoga-Bunga-Ono-Beshte-Fuli-Maud Fun Time"!" Pinkie proudly presented her handy-work to them all.

"Huh?" Rainbow asked reading everyone’s mind’s at the moment.

Followed by Kion asking the question on everyone’s mind as well. “Pinkie, What exactly is all of this?”

"It combines everybody's interests into one giant activity that we can all enjoy together and that will totally bring all of my bestest friends together as bestestest friends!" Pinkie explained before moving to stand beside several mannequins, each wearing a variety of helmets, hats, glasses, bubble rap, pillows, and buckets for some to use as helmets. "You'll need these."

“Huh?” Bunga repeated. “For whatever this fun thing you have created here?”

Pinkie nodded while putting on a snorkel over her helmet, and knee pads on her legs before demonstrating her obstacle course by going into the first two tubes, filled with a splattered substance inside of it. "Probably better for me to show you. Watch this! Applesauce tunnel for Applejack…along with a mud tunnel for both Beshte and Bunga." She slid down the tubes, tunneling through the apple sauce and mud until landing in the crater filled with the all of the fabric she gathered. "Pretty shiny stuff for Rarity…" She leaped out of it and ran ahead towards the pile of books in front of her. "Reading material for Twilight and Ono…" Next, she moved towards a track-like portion of the course as part of the next activity. “A quick sprint around for Fuli…" she then sat on a table player poker with a few animals before placing her cards down to let them know she wins much to their dismay. "Critter time for Fluttershy…" Next, she then moved towards the center of the course where two punching bags was placed with an image of Scar on it, “A quick tackle and brawl down for both Kion and Kyoga…” She next went into the pink dome, pressed a button to start the inside fan, which caused a few cupcakes to appear and float around her. "Cupcakes for yours truly…" she said while eating one of the cupcakes, and then moved to walk on the tightrope, "And it's a race for Rainbow Dash!"

"Pinkie Pie, what is that?!" Twilight asked while pointing to the unstable rock hill that looked like it was going to topple over anytime soon.

"A rock slide, of course! For Maud! First you climb, then you slide!" Pinkie answered before moving to hop her way towards the top.

“I don’t know why but I got a bad feeling about this.” Bunga whispered to the others.

“Me too!” Applejack agreed.

“For once, Bunga thinks this is a very bad idea.” Ono added while watching Pinkie make her way up the rock tower. “And it is! That’s not even safe!”

“Pinkie, that’s dangerous! Get away from there!” Kion shouted after her friend out of fear for her safety much like his father would say if he caught him or Kiara doing that.

“Relax, Kion” The pink pony assured as she made her way up. “Everything’s perfectly under control…Huh!”

In all of her excitement, Pinkie Pie's front hoof hit against a rock, causing one just above her to fall and land on one of her front hooves, trapping herself in the process. When she tried and struggled to free herself, the un-sturdy hill began to shake leading to more rocks falling out of place and right towards Pinkie to further trap her in her place.

“Oh no.”

"Oh, goodness!" Fluttershy exclaimed as the hill continued to shake and more and more rocks began to fall, the hill itself lost its balance and began to crumble. The gigantic boulder at the top began to slide down…directly at Pinkie Pie, who still couldn't break free due to her hooves deeply stuck in the rocks.

"Help!"

Acting fast, Fuli and Twilight moved towards the avalanche in order to save their friend. At the same time Maud Pie moved right by them at a super-fast speed. She quickly donned a biker’s helmet before moving to the run the entire obstacle course at record time with both Fuli and Twilight while visibly amazed of what she has just displayed. All while showing a look of determination in contrast to her deadpan demeanor something that even the rest of the Guard was amazed themselves to the point they were all dropping their rocks at the very sight.

Maud came over to her sister’s aid quicker than Rainbow Dash could ever imagine of happening by jumping in front of the giant boulder, and then rapidly punched it like a drill making it’s way through to crush it into tiny pieces. She then quickly punched the rocks trapping Pinkie thus freeing her when they were punched to pieces.

Knowing that the two sisters were still in danger, Beshte and Kyoga quickly rushed over to stabilize the tower long enough for his friends to escape, while Fuli and Twilight made their way up the tower.

With quick speed and precision, Fuli was able to scoop Pinkie up off of her hooves before making a speedy descent down the rock hill, while Twilight flew over to do the same to Maud. Once the two were able to fly down with the two sisters, Beshte quickly released his hold on the tower while Kyoga doubles down to push the leaning weight of the rock pile backwards in order to give her friend the time to get to safety.

After Beshte had fled, Kyoga along with Rarity and Twilight all worked their magic and rearranging the rocks in a proper formation to ensure that it is stabilized to keep anymore rocks from falling over them before the latter along with cheetah moved the Pie sisters to safety.

The rest of the group sighed in relief. Everyone was safe and that’s all that matters. However, both Ono and Rainbow Dash were still shocked by what Maud had just displayed in order to rescue Pinkie.

"What– how– what?!"

“How did she…?! How could she possibly…?!”

They both exclaimed at the exact same time speaking over each other.

Once both Fuli and Twilight returned to the ground they both gently placed the two earth ponies onto the ground. And immediately Maud wrapped her hoof around her sister, hugging her with a sense of relief written on her face. Relief that she was still alive.

"Pinkie Pie, what were you thinking?" Maud chastised, her voice sounding incredibly concerned and worried in contrast to her usual stoic demeanor that she had shown up until this point.

“Yeah, Pinkie, why did you do that? You could have been killed today!” Kion joined in sharing the same concerned relief as Maud.

Pinkie Pie hung her head in shame before answering. "I guess I wasn't."

“Well hopefully you’ve learned not to put yourself in danger like that again and that I am only telling you this because I care about you.” Kion further expressed while hugging her tightly. “I don’t want lose you or anyone else here.”

Maud then turned to both Twilight and Fuli for what they did up there. “Thank you.”

“Of course.”

“No problem. You’re not the only one who knows how to be quick in the face of danger.”

They both replied while nodding in the same emotion as Maud at the moment.

“We’re just glad we were able to save you before anything else can happen.”

“And that sure was very impressive strength you showed us there.”

“Thanks.” Maud returned genuinely. “I truly care for my sister.”

Both Beshte and Kyoga smiled in response hearing this from her. She might be a pony who very rarely expressed it but that alone tells them their love and care for Pinkie Pie is there deep down and helped that have common ground together.

She then turned back to her sister just when Kion moves to remove the helmet and snorkel from Pinkie’s face so she can place a hoof on her younger sister’s chin.

"I know how important it is to you that your friends become my friends, but I just don't think it's going to happen. I think it would be best if I just go back to the rock farm and spend the rest of the week there."

“But…but…” Bunga stammered in pleading protest. “…you just got here!”

Sadly, it wasn’t enough to change her mind.

"It was nice to meet you all. Makes me happy knowing Pinkie Pie has such good friends." Maud said to them very gratefully before walking away.

"But… we never even got to make our rock candy necklaces... Wait, Maud! I'll come with you!" Pinkie Pie shouted and pleaded after her. Even though things didn’t quite work out like she hoped, she still didn’t feel quite whole without that one very special sister bonding activity having never been tackled.

"I can't believe Maud cut her trip short." Kion sadly lamented.

"I can't believe we nearly lost Pinkie Pie to that ridiculous obstacle course." Rarity said still mentally recovering from the experience.

"Thank goodness Maud was able to reach her in time." Fluttershy added in relief.

"Did you see how fast Maud moved?" Rainbow asked sporting an amazed smile.

“I did.” Fuli shared feeling amazed herself. “And I wouldn’t have believed it had I not saw.”

"And the way she smashed that huge rock into dust?” Ono added sharing his astonished thoughts. “I mean, how in the Pride Lands did she do that?"

"Pinkie Pie was in trouble." Kyoga explained. "Maud would move mountains for her if she had to. I would do the same for you girls."

"And I would have done the same for you Twilight." Kion shared to which the alicorn smiled in response to.

“And I know exactly what we all have in common with Maud.” Twilight returned having already figured out what they need to do now. “Something that just might be worthy of a very important super-duper special tradition that only the closest and bestest of friends can share!"

“Like what?” Kion asked curiously.

“That is something I’ll explain on the way…” She replied before leading everyone on over to where both Pinkie and Maud are headed.

Sometime later, the Pie sisters have managed to hitch the next train ride back over to where the Pie family rock farm is, although Pinkie was left downcast with the inevitable of having say goodbye to her sister when they get off of this train. Sure, she knows that the heart of gold is in there, but deep down she just wished she could have stayed the whole week. It was there she realized what her foolish attempt of trying to get everyone to bond together had cost herself and that got her usual smile to drop.

"Thank you for coming with me." Maud said, her voice now back to its stoic tone as she petted Boulder. "I don't know how long I'll be gone on my rock research trip. I'm glad I still get to spend some time with you before I go."

"Me too. I'm sorry I put so much pressure on everybody to bond. I only wanted my friends to get to know my amazing older sister." Pinkie returned before hugging Maud. "Besides, who knows how angry they must be with me for scarring them like that.

"Don't feel bad." Maud assured. "Your friends love you just as much as I do."

"I know."

Eventually, their train ride came to its destination, allowing the two sisters to arrive at their family’s rock farm, which of course is filled with rocks. The place itself was almost completely bare of life and color, much like the Pride Lands when Scar took over. It would be hard to believe that Pinkie Pie managed to grow up into being a silly and energetic pony in this kind of environment.

Suddenly, Maud stopped herself and Pinkie before pointing her hoof forward at something in front of them. The rest of the Lion and Pony Guard already here with smiles and several bags of rock candy in tow.

"What are you all doing here?" Pinkie asked very surprised to see them all here.

Kion started off while approaching them. "Pinkie Pie, we're so sorry we hurt your feelings by not bonding with Maud right away. And Maud, we're sorry that you felt the only way to spare Pinkie Pie's feelings was to leave Ponyville early."

The others nodded in agreement.

“Yeah, even though you are kind of like an emo-teen.” Bunga suddenly was greeted when Applejack raised a hoof ready to dope slap him upside the head until he quickly raised his claws up in surrender before doing it to himself while falling on his back.

"But we've seen how much you care about Pinkie Pie first hoof." Applejack continued.

“Pinkie Pie's happiness means as much to us as it does to you, and we're sorry we couldn't see it sooner.” Kion continued his apology on behalf of the Guard. “The thing that makes us click and creates a special bond between us is how much we all love Pinkie Pie!"

"Aw, shucks!" Pinkie responded while gushing at these very heartfelt words.

"That's a pretty great thing to have in common, if you ask me." Twilight remarked with a smile, "What do you think, Maud?"

Maud was silent and stoic like before until she then said. "Sure."

Once again, the rest of the group (sans Twilight and Kyoga) felt uneasy like before when they were trying to bond with Maud in Ponyville.

"What's wrong?" Pinkie asked.

"Sorry, darling. I think we all just thought she'd be a bit more excited about this." Rarity explained.

"Are you kidding me? I've never seen her more excited in my entire life!" Pinkie said with one of the biggest smiles she’s ever done in her life.

"I don't know if you've noticed, but I don't show my enthusiasm for things quite in the same way my sister does." Maud explained while watching her sister do somersaults and cartwheels around them.

“She does have a point.” Twilight brought up.

“Take it from lions and ponies who’ve been through that phase before.” Kyoga added leaving the others to understand and make sense out of it.

"Uh, we noticed." Rainbow Dash replied. "And we're totally cool with it."

“Uh-huh!” The others all stated in agreement whole Pinkie does a victory dance complete with spreading confetti all around them.

“Now how about making those rock candy necklaces you all were talking about huh? Because I am dying to try it.” Bunga eagerly exclaimed before moving to fetch himself some of the rock candy Beshte was carrying over on his back.

After spending the rest of the week they had planned to spend in Ponyville on the rock farm creating rock candy necklaces they all moved back towards the train station so they can all head back home.

Admittedly, it was more fun that they actually expected it to be and they all actually got to taste the rock candy in full glory. Even if it was hard to chew and swallow it was all worth the bonding experience and it was something that Bunga who did more eating than necklace making during most of the visit would do again if he had the chance.

By the time they arrived, the train had pulled up to the station and each and every friend had their own self-made necklaces ready to give to their new friend.

"Maud, we'd like to give you something to take on your trip, so that you remember all your new friends." Twilight said on behalf of the Guard as she levitated her necklace and placed it around Maud's neck. One by one, the ponies and Pride Landers all placed their necklaces around their new friend's neck, with the Pride Landers going last. Applejack's was designed in the shape of an apple, Fluttershy's was shaped like flowers, Rarity’s was shaped like an elegant princess necklace, Rainbow Dash’s was a lightning bolt, Beshte’s compromised of a few blue rocks along with Ono’s orange necklace given that they had the most difficultly in putting them together since they lacked the other’s claws. Fuli’s was compromised of mostly yellow, green, and orange rocks, while Kyoga’s was made of red and pink rocks, and Kion’s was made of yellow and red rocks, true to their natural colors of fur, hair, and eyes.

"Thank you." Maud sincerely said even when being stoic as always.

"Try not to eat all the candy before you leave!" Pinkie advised as she and her sister exchanged the necklaces they made for each another. When Pinkie received hers she wasted no time in tasting the wonderful flavors they held deep inside the stone exterior which mirrored of how much she loves her sister.

Maud then pulled out a box from her saddle bag and placed her the necklace Pinkie had given her into it. Inside were more rock candy necklaces that her sister had given to her through the many times they made necklaces together over the years, something that Twilight, Kion, and Kyoga were all astonished to see this.

"Are those all the necklaces Pinkie Pie sent you?" Twilight asked to which Maud nodded in response.

"Mm-hm."

"You mean you haven't eaten any of them?" Kion asked equally surprised.

"I don't really like candy." Maud explained before smiling rather sweetly and turning her attention along with the others towards Pinkie happily devouring the last rock on her necklace. "But I do love Pinkie Pie."

Maud along with Kion, Twilight, and Kyoga all smiled as they watched the adorable scene.

In the end, most of the Guard learned another valuable lesson. Even if those like her, and even Kyoga and (to an extent) Twilight hardly show emotion at times, they all still truly care for those who they value as friends. And that was something that further warmed the alicorn’s heart deep down having a sense of warm happiness reignited inside of her. A feeling that she hadn’t experienced in quite a while. And that was something she had Maud to thank after happening to come across her in the rock mines along with Kyoga back there.

Author's Note

Here in this adventure the Lion and Pony Guard meet some of Pinkie Pie's family specifically, her sister Maud Pie. And I'm sure as anyone, well it proves to be a little difficult when said pony is the exact Foil of Pinkie Pie.

With a pony who hardly shows any emotion, more so than both Kyoga and Twilight (during her brief Face-Heel Turn), it sure presents quite a challenge for them. In fact, after a brief moment of giving up on it, it ended up driving Pinkie into creating a dangerously impossible obstacle course in an attempt to get both parties to bond.

And ironically, the great care for her sister actually got her to show emotion, despite of how reckless and dangerous it was to do, and with Twilight's help they were all able to find common ground that allowed them to bond more with the stoic pony.

So that being said there's really not much else for me to explain here more other than what's coming next time later on in the week.

An episode focused on Sweetie Belle who is facing the burden of creating dire consequences for herself and her sister as a result of giving into her anger, resentment, and jealousy much like similar to a few Cain and Abel match ups that had caused some inner turmoil between said siblings so be on the lookout for that episode for the time-being.

Episode 27: For Whom the Sweetie Tolls

Episode 27:

For Whom the Sweetie Belle Tolls

“I have to leave for dress rehearsal soon, Rarity! Is it finished yet?” Sweetie Belle urgently implored of her sister who is currently examining the costume in question with Ono watching over her work in progress.

“Uh, not quite.” She replied while trying to figure out what it truly needs to feel fitting for her taste. “I still feel it needs a certain je ne sais quoi. Perhaps it needs...” She then smiled. “…appliqués.”

“Appliqués?” She smiled before rushing over and back with said item in her hooves.

“Or sequins.”

Sweetie Belle rushed back and forth with said item.

“Sequins!”

“Careful, Sweetie Belle!” Ono cautioned, although it was a little too late.

In the process she ended up tripping and crashing due to the spilled Applique’s on the ground, getting some sequins on her tongue by accident to which the egret winced at the accidental sight.

Rarity’s relationship with her little sister improved to the point she is able to smile and keep her cool no problem in the face of the little filly’s accidental blundering, so when she moved talk her increasingly anxious sister down, she did so as nicely as she can.

“Sweetie Belle, I adore having you help me, truly I do, but...”

“Guess I got a little carried away.” Sweetie realized what her older sister is trying to say after already getting the message. “It's just that I know how important it is for you and Ono to finish this wardrobe in time for Sapphire Shores and her backup dancers.”

“This is without a doubt my most prestigious order ever. After all, Sapphire Shores is the pony of pop, and her Equestria-wide tour launches in Canterlot next week! Which means she must have these outfits by day after tomorrow at the latest!”

“And also, the very need for perfection and ensuring that everything is all fully sewn together and then set right on schedule for when this deliver is expected out of us.” Ono added with slight emphasis on perfection. Clearly, this is also another big indicator for how much his keen sight has helped Rarity with her inspiration through his time as her assistant. Leading to the kind of praise that would have his keen sight fully acknowledged by every pony more and more with every passing day.

“But is there time?” She hopefully asked to ensure that she is not putting too much pressure on her by asking her of this.

“Barely.” She replied while moving to her sewing table just when Ono pulls up her schedule to make sure. “But I work well under pressure. Hmm, as long as I stay calm, I'll be fine.”

“Oh, good!” Sweetie now felt a little relieved feeling comfortable now with her personal requests for her sister. “Then maybe you could check the stitching and finish the buttons on the dresses I made for me, Apple Bloom, and Scootaloo? I really want them to look perfect, and... I think I need your expertise.”

“My, you've been so much help to me. How could I possibly say no?” She replied without second thought while working her magic on her fabric. “When do you need them?”

“Tomorrow night. For the opening night of our show!” She answered to which caught the fashionista completely off-guard and ended up dropping all of her levitated stuff upon hearing it while Ono snapped out of his concerned focus.

“Hapana! Tomorrow night!”

Rarity quickly placed a hoof on his chest and cleared her throat to keep him from spiraling out of control. “I’ll handle this.” She said to him before turning back to her sister. “But, Sweetie Belle, darling! I, I'm behind as it is!” She gently declined.

Sweetie’s ears lowered seeing that she get her hopes up for nothing. “I understand.”

Now Rarity unable to live with the guilt of seeing her little sister sad decided to have some second thoughts, albeit with some much needed compromises.

“I suppose... if I got a few more ponies to help me, then maybe...”

Hearing this sparked her little sister into hugging her around the neck. “Oh, thank you thank you thank you thank you! You're the best sister ever! The dresses are right over there!” She pointed towards said dresses which all look very worn and hoof-made like they are more suited for maid outfits.

As Sweetie giggled while burying her face into her older sister’s neck, Rarity is now visibly struggling with how she is going to manage all of this on a very tight deadline.

“You know we’re going to working up to our eyeballs up until tomorrow for all of this, right?” Ono asked while trying to keep calm under pressure.

“Uh-huh.” She nodded with a forced smile knowing full well at what’s at stake here.

The following night, everypony was gathered in the Ponyville Theater where the school play is set to take place. All of the fillies from school are ready to put on their performance, with all of their costumes on and ready to go. Well…expect for one certain group of fillies…

“My goodness, girls, it's time! And the audience is almost fully seated! Costumes!” Cheerlie told the girls just when Rafiki is overseeing the seating of their guests along with the other students ready to perform.

“I can't believe Rarity still isn't here with the costumes.” Scootaloo anxiously expressed.

“She's been very busy lately!” Sweetie defended.

“But how can she still not be here?” Apple Bloom questioned. “She's known about this for weeks!” Sweetie looked aside at that statement which sparked frowns from her fellow Crusaders. “Uh... she has known about this for weeks, right?”

Sweetie had no choice but to confess. “I kept meaning to ask her, I really did, but I worked so hard on this play. I wrote it especially for the three of us! I directed it, I'm in it, I made the costumes... It's just that this is really my time to shine doing something completely myself, and I really wanted to keep it that way!”

“But we wanted everything to be perfect! All our friends came out to see it tonight!” Apple Bloom stated.

Just then their teachers came in for the final reminder that the three need to be dressed and ready. “Places!”

And just then came the unicorn the fillies have been expecting. “Oh, I'm here, I'm here!“

Seeing this had her little sister gasping in delighted relief. “You made it!”

“Oh, I beg your pardon for cutting it so close…” She began with an apology before levitating the costumes she just redesigned. “…but I made some improvements to your original design, and I had a terrible time with these froofy sleeves.” Sweetie frowned upon getting a close look at them. “It is for the first play you ever wrote, after all, so I made quite certain it came out just so.”

“Places! Hello?” Cheerlie urgently said to the girls one last and final time.

Even though she did what she was asked and Apple Bloom and Scootaloo both liked their costumes, Sweetie Belle however had felt overshadowed with what Rarity had done to her costumes. But since it is time for the show to begin and the show must go on, they all proceeded to get dressed so they can all perform with their fellow classmates.

The play went on as planned with the girls ready to perform their part in the play just when the fanfare plays through the theater. When the current opened and the spotlight shined on the stage, everyone was able to marvel at the stunning costumes that Rarity had designed for them.

With the crowd very impressed with what they had saw, Sweetie moved to perform her role.

“Forsooth and anon, I cometh forthwith and posthaste with glad tidings, miladies.”

And after their performance, the crowd was all applauding and cheering for them loudly like it is the best performance they ever saw.

“Wow! A standin' ovation!” Apple Bloom shared as they all exited the stage and made it back to their dressing rooms.

“I still have goosebumps!” Scootaloo exclaimed.

“This must be like a dream come true for you, huh, Sweetie Belle?” Apple Bloom said to her equally pleased friend.

“Ooh, can you imagine if this show was how you got your cutie mark?” Scootaloo could already see the very idea coming true on the spot.

“Which do you think you'd get it for? Writing, directing, or acting?” Apple Bloom asked.

As tempting as it is, Sweetie instead took a deep breath before speaking. “Let's not get carried away. We've got a whole lobby full of friends waiting to shower us with adoration and praise. Try to be gracious.”

“Modest.”

“Classy.”

The girls shared just when some of their Pride Lander friends came in.

Mtoto was the first to commend the pony who made this all happen. “Cutie Mark Crusaders! That was amazing!”

“Great play, Sweetie Belle!”

“And great costumes!”

Both Kwato and Kambuni added.

“Aww, thanks! Although I do have to give my sister Rarity credit for actually making these…” She then mimicked her sister’s pose. “…quite inspiring!”

“Well it was still a great play you put up regardless!”

“You’re not the sister of the Guard’s most generous pony for nothing!”

Both Shaukku and Gumba remarked continuing to shower the unicorn with compliments she greatly deserves.

“Speaking of which…” the mongoose remembered. “…we got a party to attend to! Let’s go and enjoy the refreshments!”

“Right behind you!”

“Ooh wait for me!”

The other guys followed after them hoping to really enjoy the good stuff before they run out of it since they now the Cakes along with Pinkie and Bunga have helped lay it all out for them after their play. And knowing how well they make their savory treats it sure is something they don’t want to miss out on.

At the after party, many ponies and Pride Landers were there conversing amongst one another while the parents of the kids of the Lion Guard fan club got congratulate their children on their performance tonight. Just then the Cutie Mark Crusaders came in wearing stylish movie-star sunglasses.

“Here we are, the stars of the show!”

“You may tell us how much you loved it now.”

“Line forms here!”

Although the crowd looked a little more confused and disinterested with their greeting like they’re trying to understand why their acting like big Hollywood stars.

“Wow, you guys! I think your sisters would have loved it!” Spike complimented with a slightly forced smile.

“Would have?” Apple Bloom inquired while tilting up her shades. Their sister’s actually didn’t see them perform tonight?

“They're sorry, but they had to go help Rarity get Sapphire Shores' wardrobe ready to take to Canterlot in the morning.” Spike explained while apologizing on their behalf.

“Even Rainbow Dash?” Scootaloo asked as she approached him.

“Yeah. Rarity fell way behind.”

“Aww.” The fillies were now disappointed.

“Aw, cheer up…” Spike encouraged before walking over to where they are serving the refreshments. “…the show was great! I'll get you some punch.”

“At least everypony else who was able to stay loved it.” Sweetie remarked before turning to the many members of the audience eager for some of that glowering compliments she’s been expecting to hear ever since she spent every day building up to this day. “What did you all like best? The writing, the directing, or the acting?”

“Oh my, I- I loved the dresses.” One unicorn with a yellow coat and a ocean blue mane commented to which everyone nodded in agreement.

“I liked some of those lines you said.” Another pony, one with gold eyes and a blue coat and mane commented just for the sake of appeasing her.

Sweetie was very eager to hear more about it quickly catching the pony off-guard when she got up close to him. “Oh, really? Which ones?”

“Uh, I don't really remember…” He admitted while placing a hoof on her to gently assert his personal space to which the filly then frowned in response. “…but you were wearing a pink taffeta dress with lots of chiffon when you said them! Whoo-ee, that outfit was a dazzler!”

“I liked that one almost as much as the one with the lacy trim and all the embroidered cuffs!” The yellow mare remarked while approaching him.

“That was a nice one too!” Thurston the zebra chimed in while joining him and the yellow pony.

Sweetie Belle growled now infuriated to hear that was the only highlight of her hard work. The very highlight to which her older sister did the dazzling touches on.

“Isn't there anypony here who remembers anything about the play besides the dresses?!” She angrily questioned everyone.

Everyone (aside from a few who remained silent out of awkwardness) all responded with flimsy excuses to which proved to be the final nail in the coffin for her who once more growled in frustration before storming off.

“Sweetie Belle…”

“Wait! Come back!”

Ma Tembo and Muhimu called out for her to come back. Sadly, the little unicorn filly was already frustrated enough with what most of the crowd said that she wasn’t in the mood to listen.

“Oh, dear…” Twiga spoke feeling bad for her. “…guess we really should have been paying more attention to the play itself and how Sweetie worked to make this all possible.”

“There, there…” Ma Tembo assured. “…we’ll make sure she understands that.”

“Should we go after her?” Mtoto asked his mom standing right beside him.

“Let’s not.” She advised against it. “We just need to give her some time to cool down and wait until Monday before we can try to talk to her.”

“Okay.”

Meanwhile at Rarity’s shop, the fashionista is hard at work in ensuring everything is ready and right on schedule for her important order to be completed and as Spike said she currently has the entire Guard’s help in assisting her with that task at hoof. It was definitely something that Ono was very grateful for because like Twilight he does not do well under stress and it was a major burden released from his shoulders.

With him and Twilight going over the former’s checklist, Applejack and Beshte wheeling over the finished dresses, Fuli and Fluttershy helping Rarity ensure that the final fitting is perfect, along with Pinkie, Rainbow, Kion, Kyoga, and Bunga all helping however they can, everything she now under control.

For the final fitting to be done, Rarity had Fuli wear a golden headpiece with Egyptian blue eye on the very head center part accompanied with blue and purple gems on the sides, so she can make the final and necessary touches before packaging it.

While it’s not normally in Fuli’s interests to be wearing dresses (although not to the point of disliking them to Applejack and Rainbow Dash’s extent), she has no problem fitting herself in them if it means helping her friend out with an important deadline. Thankfully, after a long night of doing this, wearing this headpiece will be the last thing she’ll have to try out.

“So, All of this is one headpiece?” Fuli asked Rarity while eyeing said item placed on her head.

“Indeed.“ She confirmed while putting on the stitch-work for it. “This marvelous extravagance is the crème de la crème of the entire wardrobe!” She then eyes the very delicate threading around the eye in the very center. “But alas, without this key hidden stitch, it's just a...”

“Fragile piece of fabric just waiting to fall apart?” Fuli asked to which the unicorn shook her head in response. “No?”

“I'm trying to think of a nicer way to say 'big bummer'.” Regardless, nothing went wrong and she was able to levitate it into its package without incident allowing the unicorn to sigh and wipe the sweat off of her forehead in relief while ditching her sewing glasses. “Now perhaps we can all at last take a moment to relax!” Unfortunately for her, that hopeful relief never got a chance to happen due to the door slamming open by her furious little sister throwing down the costumes she previously re-designed. “Whatever's the matter, Sweetie Belle? Didn't the play go all right?”

“Not even close.” She bitterly replied.

“Oh, dear. Was something amiss with the dresses I made you?”

“No, they were perfect, and that was the whole problem!”

Applejack, Fluttershy, Pinkie Pie, and Rainbow Dash all reacted with. “Huh?”

While Beshte, Fuli, and Ono all reacted with. “What?”

“Yeah what they said!” Bunga added.

Seeing the tension between the two siblings, Fluttershy was the first to speak up. “Oh, um, I think maybe I'll go take that moment to relax now.”

Followed by Rainbow Dash. “Heh, sure do feel like relaxing!”

“Right behind ya!” Applejack followed suit after her followed by the rest of the Guard.

“Good idea!”

“Let’s go!”

Along with Beshte and Fuli.

“Better now than never! Besides, I got to get up early so I can join Rarity for her trip to Canterlot.”

“But it’s…”

“Bunga!”

“Sorry! Going!”

Ono and Bunga traded before following after them.

After they left Pinkie happily made her way out without a hint of worry or forced smiling unlike the others leaving Twilight, Kion, and Kyoga the last to follow suit too.

“Should we…?” Kion whisper asked the other two uncertain if they should try to help smooth things over.

“…I think they’ll be fine.” Kyoga shook her head against it, certain it’s just a little squabble before the two move to leave the room.

“Okay.”

Twilight however has a really bad feeling about this even though she moved to be the last pony to leave the room. So instead of leaving the building she gently and quietly close the door after her and kept a single ear up closely against the wall so she can eavesdrop on their conversation.

“How could you?! "Oh, what amazing dresses! Oh, how I love the dresses! Ooh, dresses, dresses, dresses, dresses!" The little filly further and furiously ranted.

Rarity was taken back but confused of what she meant by that until she realized it after a second. “Oh, so they did like them.” She chuckled thinking she was just joking around while moving to neatly place the costumes on their hangers. “You had me worried, you silly filly.”

But she was quickly greeted with the filly getting into her face briefly. “There! I knew it! You did this on purpose! Stealing the spotlight like you always do! It's my fifth birthday party all over again!”

Now Rarity was really confused on caught off-guard by what she is talking about. “The... the what now?”

That comment gave the alicorn outside a clue-in to keying in what she means by that.

“Don't act like you don't remember. Or are you trying to prove you're a better actress than me too?!”

Rarity honestly had no idea what her little sister is so upset over but still moved to try to help make her feel better. “Sweetie Belle, if I did anything to upset you, then—“

“Admit you made those dresses too good on purpose!” She angrily accused instead.

“I thought they were supposed to be good.”

“Yes, good. Not jaw-dropping amazing!”

“I only tried to do what I thought you wanted.”

Sweetie Belle still refused to hear before storming out of the room and slamming the door after her.

Just before Sweetie stormed out to go to her room, Twilight quickly turned herself invisible and flew up to the ceiling leaving nothing but the sound of flapping wings around to which was quickly dismissed as the sound of a nearby bird flying by.

Once she was out of sight, she quickly flew out of the house before making herself visible again. And already, she is already feeling that Sweetie’s going to do something drastic to get back at her for it even when it wasn’t her intent to upstage her at all.

“But what can I do?” Twilight thought to herself of how she can help the filly from potentially falling down the same dark path that she did. “With her mind clouded by anger she won’t listen to a word whether it’s coming from me or any our friend’s because then she’ll think we’re siding with Rarity. It’ll be Mufusa and Scar along with me and Shining Armor, and Celestia and Luna all over again.” But while she thought of her options out loud she ended up having an idea of what the best course of action is before flying away up towards the moon.

Back inside the boutique inside her own room, Sweetie is still fuming over what happened earlier. “Ugh, I don't believe it. After everything I put up with all week long!” She then imitated her own sister’s voice. “Sweetie Belle, get me some red ribbon! No, that's not red, that's cherry! No, that's not red, that's cinnamon!" She then returned to her normal voice before resuming her own self-rant. “For Pete's sake, it's all red!”

Just outside, Rarity has been hearing every word out of her mouth alongside her pet cat. “I should probably go talk to her, hm?”

She moved to do so until she heard her further rant… “At least Sapphire Shores won't be all like "Ooh, who fetched you that red ribbon? Because I don't care about anything else you made. All I care about is that amazing red ribbon!"

“Perhaps waiting would be best.”

And it probably was for the best for her, although it did little to ease her frustrations since Sweetie’s anger is strong to the point she can’t even sleep peacefully into the night.

“Ughhh! Hgh, hgh, hgh! Nnngh!” She further growled while struggling and failing to get comfortable in her own bed. “Now I can't even sleep! Happy now, big sis?”

Unable to sleep, she moved to go herself some water to drink. Even after drinking it did little cool her anger.

“I wish there was a way I could take back all the work I did!”

Just then she remembered the very delicate headpiece Rarity had just finished hours ago, so that’s where she got her idea of payback. “Even better.“ She giggled sinisterly before sneaking over to open the box so she can pull the single thread holding the headpiece together before closing the box and then snuck away with a sense of satisfaction in her heart.

Hopefully now she can go sleep and be at peace finally, but what she doesn’t know is that the consequences of her sabotage are bigger than she initially thought and she is about to be taught a lesson she’ll never forget.

While Sweetie was trying to get some much needed sleep she couldn’t help but awakening to the sound of ponies chattering outside along with flash photography.

“Now what?” She growled before getting out of her bed and moved towards the bright light coming from her bedroom window.

It was an awards ceremony where there are benches set up for ponies to sit while two handsomely and beautifully dressed ponies approach the podium at the end of the walkway from a stage. Behind them is a large golden statue shaped to look just like Sweetie Belle’s figure.

“Huh?” She thought to herself just when the mare wearing a dark blue and white dress came forward with an announcement to make in regards to a special winner for an upcoming award.

“And the winner of the "Best Writer, Director, Actor in an Awesome Play Put on by a Pony and Her Awesome Best Friends" goes to...”

“Sweetie Belle!” The male pony standing her side finished leading to an uproar of cheers and applause from the crowd.

Sweetie now wearing a fashionable dark purple dress watched on in surprise seeing herself actually win the award before making her way on stage to accept it. It was like a dream come true with all of the praise and flash photography she was getting…

At least until the sound thunder and lightning came followed by a downpour rainstorm forcing everyone to flee the scene to avoid getting wet and melted away Sweetie’s well-earned trophy.

“Don't go!” She pleaded to everyone to no avail. Like her night along with her trophy all got washed up by an unexpected rainstorm accompanied by the evil laughter of Rarity’s face from up high in the clouds. “Stop! Why do you have to ruin everything?!” She angrily shouted in the face of her older sister once more unlike the time she saw her as Nightmare Rarity a while back.

Rarity’s head likewise growled back in her direction shooting a gold flash of lightning right at her sister from her eyes, causing her to hold a hoof up to her face in a futile attempt to shield herself from the fatal blast. Luckily for her, she was protected by a blue and purple shield of magic.

“Enough!” The Princess of Night voiced causing the head of the rainstorm to dissipate into a clear nighttime sky.

When the sky cleared up, all there was left was two ponies who’s shadows were illuminated by the moonlight and their own glowing white eyes. When they emerged as their eyes stopped glowing, Sweetie recognized them when they approached her.

“Princess Luna! Princess Twilight! It's really you! Or am I dreaming?”

“What do you think?” The dark blue coated alicorn asked thinking the answer should be obvious at this point.

“Let me see.” She then thought it over. “You and Twilight just rescued me from a maniacal laughing Rarity-cloud. Yeah, probably dreaming.” Upon seeing Twilight is here alongside Princess Luna she had a question for her too. “Speaking of which, what are you doing here, Twilight? Shouldn’t you be asleep by now?”

“Yes, but I’m here for a special reason, Sweetie Belle.” The younger alicorn explained leaving the filly curious of why. “Because I couldn’t help but overhear your frustrations with your older sister from earlier yesterday.” Before Sweetie could get a word, Twilight continued with a raised hoof because she wasn’t done speaking while she approached her and knelled to her eye level. “And believe me when I tell you we understand what you’re going through, Sweetie Belle.”

“Indeed.” Luna nodded in response before moving to do the same while placing a gentle hoof on her chin. “For I too have a sister who often shines more brightly than me, and with this, I have struggled.”

Sweetie smiled before the two alicorns move to fly backwards fading into the moon behind them. “Wait, come back!” She cried and ran after them. “Luna? Twilight? Can you both hear me? Thank you for what you two did!” She then realized from her running across the stage she ended up walking over mid-air above them causing her to tumble down an endless flight of them. “Help, Luna! Twilight! Luuuna! Twiiilllight!”

After tumbling down a seemingly endless flight of stairs, she finally came to a stop when she crashed into a wall of a very familiar place upon looking down the stairs to see a group of fillies all cheering in excitement while gathering in front of Rarity inside the fully decorated living room.

Upon seeing the sight just when both princesses fade into the scene right behind Sweetie Belle was she able to recognize what was going on, or what had happened back then.

“I remember this. This is my fifth birthday party!” She ran up to where her past self is getting herself pampered up for her big day. “I decided to make a grand entrance. I made myself all beautiful, just like my big sister.” She was dressed up in a long blue dress with a pink collar and skirt hanging from the end while wearing pink slippers to go with it. While walking out of her room she ended up falling face-first into the floor before resuming her walk outside of her room. “Finally, I was perfect, and then went to the stairs to enter like the belle of the ball. When I finally came out of my room, I found the party going on without me. And I kept posing at the top of the stairs, waiting to be noticed, but all I heard was...” Her past self moved to pose like she did back then only hear and see instead.

“These party favors are the coolest!” One filly remarked while blowing into a party blower.

“Awesome! Where did you get these?” Another filly added in inquiry.

“Made them myself.” She replied while holding up a slice of cake. “And of course, you'll all want cake, won't you?”

All of the foals cheered hearing this.

“You're the greatest, Rarity!”

“Who needs a birthday girl when you've got the birthday girl's amazing big sister?”

Sadly, Sweetie was left tearing up before retreating to her room so she can cry on her bed.

“That's when I learned 'never try to shine with my big sister around'.” Sweetie shared with the two alicorns standing beside her watching the flashback itself.

“But perhaps you didn't have the whole story.” Luna advised.

“I thought you said you understood?”

“We do but there are some things that have to seen before jumping to conclusions.” Twilight added.

“Like what?”

“Just wait and see?” Twilight turned to Luna who nodded before the latter stomped her hoof on the ground.

“Twilight? Luna?”

Before she knows it she finds herself facing the living room just a minute ago to where the fillies are all bored instead of excited. Since the birthday girl isn’t around, they were instead all resting their hooves and bodies on the table and couch while trying to be patient about it.

“Where's Sweetie Belle?” One the fillies asked.

“I'm sure she'll be along in any moment.” Her older sister assured.

“I'm tired of waiting.” Another pony yawned before leaping off of the couch. “I say we get out of here before we all keel over from boredom. Who's with me?” The others nodded before following suit. “Poor Sweetie Belle. Nopony's gonna come to another one of her parties after this fiasco.”

Rarity seeing this couldn’t see to it that her little sister’s fifth birthday party goes up in smoke so she quickly intercepted them by blocking the front door.

“Don't go! You'll miss out on the, uh, party favors!” She presented said box of items she had already prepared. “I was going to save them 'til the end, but...” She hands them the favors anyways, and it actually perked their interests up a notch by the time Sweetie’s past self approaches the top of the steps.

“These party favors are the coolest!” The first filly remarked.

“Awesome? Where did you get these?” The second filly added.

“Made them myself.” Rarity replied before holding up a slice of cake. “And of course, you'll all want cake, won't you?”

The foals all cheered just when Sweetie’s past self sees what was going on albeit of what she saw.

“Who needs a birthday girl when you've got the birthday girl's amazing big sister?” The third filly commented unknowingly driving Sweetie back to her room in tears.

“Oh, no-no-no.” Rarity quickly corrected. “All of these things were Sweetie Belle's idea. I just assisted with the execution.”

Seeing this had Sweetie realize what was really going on and now feeling pretty regretful with how she handled that back then. “I guess Rarity wasn't trying to steal the spotlight. She was trying to save my party.” She turned to her dream-walking companions but saw they weren’t standing by her side. “Luna? Twilight? Luna! Twilight!” The two had already moved to phase through into the dream realm through the wall.

Sweetie Belle followed after them through a pathway of stars then led them to the edge of a cliff. While both alicorns flew their way down, Sweetie ended up descending into a pool of water. There were dolphins were swimming by along with ponyequins with modeled dresses on them floating upwards.

Clearly, they’re trying to tell her something but what?

The answer to that question was nearing when she descended down to the area of Rarity’s sewing room where the unicorn was hard at work eyeing three familiar dresses.

“Should I hem the cloaks now or wait until I'm there? I could hem them now, but I might have to redo them...” She pondered while going over said dresses in question.

“When was this?” Sweetie asked the two.

They instead remained silent so she can fully find out the answer herself.

“But if I wait until I'm in Canterlot to hem them, Sapphire Shores might not get the best first impression...”

“Wait.” Sweetie realized. “This must've happened earlier tonight!” Twilight nodded in response to confirm she is correct.

“Ooh... Sapphire Shores is such a big star and such a stickler for details. What if everything's not perfect enough?” Past Rarity furthered expressed while Sweetie watches on at the past memory.

“Funny, I thought I was the only one who got worried about stuff like that.” The filly herself commented.

“You’re not the only one.” Twilight whispered to the filly while keeping her eyes on the past memory still playing.

“Oh, buck up, Rarity, stop this foolishness.” Past Rarity resolved. “You've done your best and left nothing to chance! All that's needed now is a good night's rest.”

She moved to settle herself in her bed and placed her sleeping mask before turning out the lights and going to sleep.

Seeing this had her younger sister sighing with sympathy for what she went through just for everything to happen as planned. “I hope everything goes alright for her tomorrow.” She expressed towards both Luna and Twilight.

“Hm. How curious you should say that.” Luna voiced giving her the vibe that should everything go on as is, that it may not. Furthermore, when the door to another vision opening up for the filly to see with Twilight gesturing her head towards the door’s direction ushering her to go through it. “Go. Go see what the future holds if you fail to rein in your worst instincts, as Twilight and I once did.”

Next thing she knows she is shown a visual of the future where Rarity’s greatest work thus far is presented to Sapphire Shores alongside his keen sighted assistant. Yet about to discover the potential consequences of a particular action she took against her while she was asleep.

“And here it is! The crème de la crème--“ Rarity began to which had Sweetie remembering the unstitching job she did just earlier.

“Noooo!” She screamed in vain while stuck to the floor by dream magic along with this memory is something that will happen as it stands.

“The piéce de resistance...”

“Don't!”

All of the backup dancers all awed at the completed work as it is saddled on Sapphire’s head but because of Sweetie’s sabotage it instantly fell apart.

“Hapana!” Ono exclaimed.

“The headdress!” Rarity gasped as Sapphire frowned when even the gold headpieces fell off of her head.

“Looks like I made a mistake here.”

“But, but this is impossible!” Rarity expressed while on her knees holding parts of the fallen apart fabric and unable to comprehend how it happened. “I, I, I checked and rechecked everything! This couldn't have happened!”

Sapphire wasn’t convinced or sympathetic towards her thinking she is really playing a joke on her. “You sure about that, honey?”

“Yes!” Ono desperately exclaimed while eyeing that the stitching that was supposed to hold it together somehow wasn’t done even though he had saw that Rarity did indeed do it the night before.

“Please, you must believe me!” Rarity added.

“Listen to my sister!” Sweetie further voiced even though nopony can hear her.

Alas their pleas fell on deaf ears with the unicorn now met with laughter of ridicule alongside the egret who has now fainted in shock feeling overwhelmed by the sheer embarrassment of what happened and Rarity herself crying in humiliation.

“I don't wanna see any more!” Sweetie screamed before running away from the scene in horror before finding herself running up and sliding down and off of Rarity’s curly mane, just overhead of Ono’s equally large head and into another Rarity’s mouth. Once inside, she ended up grabbing onto the uvula before slipping and falling into the mess of future visions as a result of Rarity and Ono’s fallout.

Next thing she knows she is finding herself seeing more future visions as a result of the consequences of her thread-pulling sabotage.

“Always check and recheck!” Rarity frantically said to herself while driving herself into sewing non-stop with tired eyes and slightly disheveled hair.

“Who all wants to hear a funny story about my ex-costume designer and her partner who is by the way the former Lion Guard’s Keenest of Sight?” Sapphire Shores told the crowd who all laughed when she recalls the memory of the delicate headpiece falling apart that day accompanied with images of the two appearing on the big screen overhead.

“Check, recheck, recheck, then recheck!”

At this point Sweetie can’t take seeing this bad future that is in store for her anymore. “Make it stop! Princess Luna, Princess Twilight, can you hear me?!”

“Make me a dress, Rarity, please?” Future Fluttershy kindly asked of her while knocking on her door.

Rarity answered the door but with only this to say in response to her request. “Go away! You know I don't do that anymore!” She slammed the door before holing herself up back in her frantic spiraling despair leaving Fluttershy shielding herself and curled up out of fear of retribution of her now unstable friend looking on inside the dark room of her out of business shop that now has cobwebs and spiders as she has now given up her life passion.

Along with that Beshte is trying his best efforts in helping Ono through his similar funk. “Ono! Ono! Come on buddy, it was just a bit of bad luck, really!”

“Are you kidding me?!” Ono exclaimed right in his face with tired, twitchy, and frustrated eyes similar to Rarity’s. “You call nearly driving a herd of rhino’s off the cliff without their tickbird’s to guide and being unable to think straight after one bit of bad luck, okay?!”

“No!” Beshte innocently stated to assure that wasn’t his intent when he said it like that to no avail when the egret flew away in a huff. “Ono!”

“Wake me up, Princess Luna, wake me up, wake me uuuup!” Sweetie screamed before finally being able to wake up from what she had just experienced.

She was left deeply gasping and sweating from the nightmare before quickly rushing over to her sister’s room in an attempt to stop this bad future before it happens.

“Rarity?” She gasped when she saw she wasn’t there along with all of her costumes including the headdress. “Oh no! The box is... gone?” All that remained on the floor was leftover pieces from last night’s sewing work. “I'm too late! She left for Canterlot!”

So without second thought she quickly made her way to the train station and then boarded the next train to Canterlot accompanied by her Crusader friends and Lion Guard fan club friends. There, she explained her plan to them all.

“The key is for you two to distract Rarity long enough for me to put the stitch back in without her noticing and the five of you to watch over our progress while keeping Rarity away from me as long as you can.”

“Hopefully we’ll be able to get this done before it’s too late.” Kwato expressed feeling the pressure already.

“If we're not too late already.” Scootaloo corrected.

“Right if we’re not too late.” The zebra then repeated with this correction in light.

“I’d sure hate to say the look on Rarity and Ono’s faces should that happen.” Kambuni expressed already dreading the idea of their friends and idols falling into such despair.

Apple Bloom however had a different mindset heading into Canterlot. Particularly… “Oh, my gosh! I can't believe we're goin' to see Sapphire Shores! I'm such a huge fan! I know all her songs!”

“'Get Your Pony On'!” Scootaloo cited.

“Ooh, that's one of my favorites!” Apple Bloom expressed with glee.

“Mine too.”

“Mine three.”

Both the mongoose and baboon shared likewise.

“Guys!”

“Girls!”

Both Mtoto and Sweetie Belle scolded with the latter having remind them what’s at stake here.

“This isn't a trip to see Sapphire Shores! It's a trip to save my sister from a horrible future!”

“'Serves Her Right'!” Scootaloo stated without second thought leading to Sweetie Belle and Kambuni gasping in horror that she would say that.

“How can you say that?!”

“Rarity doesn't deserve that at all!” Kambuni chastised her friend with equal shock in her tone of voice.

“No, 'Serves Her Right' is another one of Sapphire Shores' songs!” Scootaloo corrected.

“You seriously didn't know that? Don't you listen to her music?!” The farm filly questioned her unicorn friend.

“...I prefer show tunes.” Sweetie sheepishly admitted.

“Ugh.” Both Crusaders groaned in response.

Clearly, they’re going to have to get her more accustomed to her music one day.

Elsewhere, Sapphire Shores and crew are all performing their rehearsal routine in front of both Rarity and Ono with all of their new costumes right beside them.

“Five, six, seven eight, ba-bam!” Sapphire sang just when the routine came to an end.

“Oh, bravo! Fabulous! Magnifique!” Rarity clapped thoroughly impressed.

“Yeah!” Ono agreed. “Incroyable! Etonnant! Epoustouflante!”

Feeling very pleased with their compliments and praise turned to her backup dancers ready to give them another showing of their performance.

“One more time, from the top.” She then gently implored of that. “Let's not embarrass me in front of my favorite designer this time?” She turns back to the two with a wink. “And a-one, two, three, four!”

Just outside of the building is a large gray-coated stallion guarding the front entrance. He has a blue mustache, currently wearing a formal bouncer outfit, a white shirt with a blue tie, black jacket, along with black sunglasses and a single earbud in his right ear so he can listen music from.

“But you have to let us in! I'm Sapphire Shores' designer's sister! You have to believe us!” The little unicorn pleaded.

As much as he hears her out, he still is obliged to do his job. “Kid, the only thing I have to do is make sure Sapphire Shores doesn't get interrupted all day by fans like you.”

“But I'm not a fan!” Sweetie innocently protested.

“Neither are any of us!” Mtoto added while he, Kwato, and Kambuni shake their heads alongside him.

The others however blindly stated.

“I am!”

“Me too!”

“Me three!”

“Me four!”

“Not helping!” Sweetie scolded with gritted teeth along with the guard’s heavy glare.

By then, the performance inside had came to an end leaving the backup dancers panting from exhaustion of their hard work in pleasing Sapphire who likewise is indeed very pleased with their execution this time around.

“Now, that's how I like it! You rocked it, girls!” She complimented. “Get some water and be back in ten.” They all move to do so while still panting before turning back to their guests. “Rar-i-ty, O-n-o, come on up here and show me what you brought me. Sapphire wants to see it and to love it!”

Back outside, the kids have all moved to try to get in through the side window by forming a tower to get themselves up there. With the Pride Lander’s help they were able to manage to get most of the crew inside. All expect for the Cutie Mark Crusaders with Scootaloo just barely reaching the open window just ahead of him.

“Almost...”

She tried flapping her little wings to try to reach the window with no luck causing the three fillies and elephant holding them up to come down crashing on top of each other.

“We've gotta get in there, now!” Sweetie stated urgently while the kids already inside quickly move to create a distraction to keep Ono away from Sapphire Shores and Rarity.

“How?” Mtoto asked. “The window’s too high for us to reach it with us alone!”

“Maybe so…” Sweetie agreed before eyeing the rope of banners with flags just above them before smiling back at her friends. “…but there is another way just within our reach.”

Back inside, Ono heard something from the nearby windows but before he could get a closer look, Gumba quickly tapped him on the forehead to get his attention. He turned and was left surprised with his sudden appearance before he jumped onto him to force down to the ground where Shauku caught and hoisted him away from the scene without another sound.

With no one else in the room wise to what had just happened, Sapphire Shores continued seeing and admiring Rarity and Ono’s presented work for her backup singers.

“Okay then. Liking what I see so far. So is this the whole shebang?”

“Actually, I saved the best for last!” Rarity shared.

“And it is set to be the most stunning piece of work so far!” Ono added just when the fashionista moved to retrieve the fragile headpiece.

Just outside, both Apple Bloom and Mtoto worked together to form one big body while hanging onto the rope by using their trunk and tail planning to perform a zip-line ride inside.

“Hang on!” Mtoto warned the girls as they both climbed onto his body just when Rarity opens the box inside.

“And here it is!”

At that moment the four zip-lined their way towards the window while screaming. In the process they all hit the window with Mtoto’s weight accidentally cracking the glass upon impact and luckily managing to force Sweetie Belle inside allowing her to intercept the boxed headpiece away from her sister before she could even touch it.

“You gotta see this with the cinnamon ribbon! You'll love it!” Sweetie exclaimed while running off ahead.

“Sweetie Belle?!” Rarity exclaimed in surprise upon seeing her here.

“You know her?” Sapphire asked.

“Uh...” She laughed nervously in response before politely excusing herself to save face. “Ahem. Just a moment!”

By the time she turned the corner and found her sister, she had just let the rest of her friends inside the back door and left with no time to chat before they all sprinted away with the grown up unicorn in pursuit of the headdress.

Upon seeing that she is gaining them, Sweetie tossed the box to Scootaloo who likewise tossed it to Mtoto who quickly slid his way down the nearby set of stairs before bouncing the box to Apple Bloom while he crashed into the nearby wall. Apple Bloom moved to run as long as she can before tossing back down to Sweetie Belle just before Rarity could reach the box. At this point Rarity was now increasingly agitated with this keep away game against with her career on the line before moving to try to pursue her and get that headpiece back.

By then, Sweetie Belle found an open room for her to retreat to while closing the door after her to ensure that her older sister didn’t spot her running in there and at least long enough so she can do the re-stitching job. But to her surprise she wasn’t alone since she found herself face to face with both Princess Luna and Princess Twilight standing before both smiling very proudly at taking the right course of action.

“Oh, good! This is just a dream!” Sweetie expressed out loud thinking this is the case.

Twilight giggled in response. “Oh Sweetie Belle, you sure are a silly filly.” She then adopted a slightly more serious expression when she added. “But all joking aside, you are actually not dreaming this.”

“This is very much real.” Luna added.

Sweetie sighed heavily at the emotional pain she has caused herself and her sister. “Oh, Luna, Twilight... I wish none of this ever happened...What am I gonna do?”

“Believe me when I tell you from my time following Scar’s paw prints that I too wish the same thing.” Twilight sympathized with the distraught filly. “But aside from that, all we can do now is move forward and be the better ponies inside by beginning with this.” She then levitated a needle and a spool of pink thread for her to work with.

“And I think I know how you can even improve it.” Luna added while she used her magic to open the box and carefully levitate the headpiece in place so Sweetie can make the necessary stitching to ensure that it won’t fall apart.

Once the job was done, the headdress was placed back inside it’s box with the unicorn moving to exit the room. At that moment, a now irritated Rarity managed to spot her just as she turned the corner and is now expecting a very good explanation for her behavior.

“I would like to know what in the wide, wide realm of Equestria this stunt of yours is all about, and I want to know now!” She sternly demanded. “Do you have any idea how important this job is to me?”

She sure is expecting a good explanation for this, and Sweetie wasted no time in giving her exactly that. “Actually, I do.” Rarity was surprised to hear that come out of her mouth. “I was upset at you for stealing the spotlight from me at the play, so I pulled out the center stitch to the headpiece so it would fall apart.”

Rarity could not believe her ears. “What?!”

“But then I realized I didn't want your future to be ruined forever and ever, so I came back to change it before it was too late!” She further explained when Rarity glares at her once more. “So... here it is. It's all fixed.” She moved to bump the box off of her back and onto the ground in front of her older sister. “Please forgive me.” She pleaded with a nervous grin and lowered ears.

Rarity moved to examine the headdress before noticing one outstanding feature on it that caught her attention. “Wait... what is this?”

“Trust me. Sapphire Shores is gonna love it.“ Sweetie assured her sister who placed it back inside the box clearly trusting her judgement before making their way back over to said pony who is now frowning on the chaos that had just transpired along with Ono’s who stink eye is directed the Lion Guard fan club for literally bird-napping him and keeping him away from Sapphire Shores.

Once this is all over, he’ll make sure to give the kids a good chewing out for their behavior.

“Rarity, this isn't going to work out. You don't get to my level of success without learning to read the signs, and this situation has bad luck written all over it.” Sapphire expressed her displeasure of the distraction her sister had created.

“I promise you'll absolutely adore the headdress as soon as you see it.” Rarity quickly reassured before levitating her crowning work of art onto her head along with levitating a mirror in front of her so she can see her own reflection.

After a few seconds, Sapphire started to change her tone. “My, it is attractive, but...”

“Look at the stitching, real close.” Sweetie pointed her in the direction of where the designated sapphire blue eye is. In its place was a pink-outlined dolphin shape.

“What the…” Ono began before being cut off by the sound of a dolphin making noise which was really Shauku and Gumba accidentally turning on the radio uttering that noise at that moment.

“Sorry!” They both stated before he turned his attention back to the changed detail Sweetie made while fixing the headdress.

“Well, I'll be. It's a dolphin! That's my lucky animal! They swim with me in my dreams.” Sapphire expressed now mildly impressed.

“Wherever did you come up with the idea for a dolphin?” Rarity curiously asked her younger sister.

“Oh, it just came to me... in a dream.” Sweetie said with a slight shrug before glancing at both Twilight and Luna watching on just outside of the room. During that brief moment the three exchange small nods before the young filly turned back to her sister in shame for what almost happened because of her blind moment of anger. “I'm sorry I got jealous about those dresses. I know now that you were only trying to help.”

With everything all working out in the end, Rarity accepted her apology. “Oh, Sweetie, I forgive you! But I never did get to see your play. Any chance I could catch an encore performance?”

“Uh, I don't think the play went all that good.” Sweetie admitted with a slight blush. “To be honest, the costumes were the best part.”

Rarity was very touched before the two sisters share a heartwarming hug together. “Awww!”

All while both Twilight and Luna watch on from just outside where they both feel satisfied with ensuring a stable sibling bond with small smiles feeling very proud of the filly for having just learned a very valuable lesson.

“Glad to hear…” Twilight whispered in the two sister’s direction before she and Luna moved to walk out through the back door and on back towards the Canterlot Castle on hoof.

“And a good thing you came to me about this right away.” Luna commended the younger alicorn while walking side by side through the town’s streets.

“Well, it was the least I could do.” She replied trying not to think too much about it. “Better that seeing that she goes through the same experience I did.”

“I know this is hard for you, Twilight Sparkle but rest assure you that will rise stronger than before and emerge as a better pony in the end.” The night monarch assured. “And together we will end this nightmare we both created and ensure that Scar is forever condemned for his crimes against us.”

“But how?” Twilight felt tempted to ask still unsure if that’s even possible.

“Soon you will find the answer you are deeply searching for as much as I am. Soon.” She gently advised as they continued their walk back over to the castle unaware that Scar himself is secretly monitoring them while at the same time doing the same for the other princesses. The two princesses were both meeting with delegates in separate kingdoms. With his eyes locked on more on the Princess of Love’s kingdom, he is set to ensure that more of his enemies are further cornered in the heart of Equestria. All he needs now is one more thing which requires all four alicorns to unknowingly play along with one more plan before he enacts it…

Author's Note

Here in this episode we have Sweetie Belle taking center stage again as her sister issues with Rarity re-surface again, this time her feeling that she is overshadowing her after her costumes (designed and created at the last-minute while dealing with an important client at the same time) are widely praised as the best part about the play Sweetie worked hard in preparing for.

In an act of anger and jealousy, Sweetie sabotaged the very fragile crème de la crème that'll cause it to fall apart for the big day. Though little did she know that said act proved to have dire consequences for both sisters upon learning that it'll ruin both Rarity along with Ono's lives forever.

Luckily, two very good friends (Princess Luna and Princess Twilight) were there to quickly correct this before it was too late and Sweetie Belle was able to ensure that Rarity and Ono's big day goes on smoothly.

As you can probably tell with very little to change in this episode aside from an extra character given the story's current path, these episode recaps are the best I can do for now, and for the record Twilight's involvement is fitting given what she went through in the past.

Anyways, next week is "A Leap of Faith." where both Applejack and Fuli get another run-in with a couple of con-ponies cooking up another get rich quick scheme up their hooves so stay tuned...

Episode 28: Leap of Faith

Episode 28:

A Leap of Faith

On a nice sunny day in Equestria, the Apple Family is out enjoying a day off at the lake outside of Ponyville. After spending most of the time at the farm recently, they really could use it. They earned it after fulfilling all of those apple orders and ensuring that everything is running smoothly at the farm.

Both Applejack and Big Mac, with the later wearing blue floaties on his front legs, were happily splashing each other in the water along with their good friend and leader of the Lion Guard, Kion here to spend more quality time with the Apple Family. Considering he’s helped the Apple Family out plenty, he’s earned it as much as Beshte who is preparing to make a leap of his own into the pond.

“Here I come!” He declared while marching on over towards the pond and then leaped just at the edge of the shoreline before flying for a few feet and then landed in the water. He managed to land right in front of the two ponies and lion cub, drenching them all in water.

“Beshte!” Kion jokingly chided before splashing him back with water from his paws.

“Come on, Kion! You know me!” Beshte teasingly replied before submerging underwater so he can get under the lion before bouncing him onto his back and then up high into the air before letting him fall and splash back into the water.

The four all laughed all clearly having a good time out here as they all splash each other in a playful and friendly manner.

Joining them from the edge of the lake was Apple Bloom, wearing a pair of orange floaties around her front legs, looking to be able to get another leap and splash in. "Just one more time? Please?" She pleaded with a cute smile that nobody can say no to.

"Alright, but this is the last one." Applejack kindly relented.

With an eager grin, Apple Bloom galloped ahead and jumped on a rock, leaped onto her brother’s back, summersaulted onto Applejack’s hind legs, who launched her upwards into Kion’s arms who launched her onto Beshte’s back. Once she landed there, Beshte launched her up as high as his back will allow her to go up. Apple Bloom yelled out a cheer before finding herself flying back down towards the lake and ends up making a pretty big splash into the water.

"Woo-hoo-hoo-hoo-hoo! Woooo!"

The splash she created was so big it was enough to wake both Granny Smith and Fuli from their naps with the former on her rocking chair and the latter resting on the warm sand right next to a bucket of apples they brought from the farm. The wave of water soaked both of them completely with the two each having a fish on their heads from the splash the others had created from the water before they leaped back into the water.

“Aah!” She screamed before growling. “All right, which one of you splashed us?!”

“Yeah! What she said! Who done that?!" Granny asked just when Apple Bloom's head emerged and she spitted out the water that landed in her mouth.

“Oops.” Apple Bloom uttered upon realizing she accidentally splashed her feline friend who especially hates water. “Sorry.”

Fuli sighed unable to find it in her heart to be mad at her since she truly didn’t mean to do it on purpose. She was just trying to have along with the others. “Apology accepted, Apple Bloom. Just try not to let it happen again.”

“I’ll try.” She assured before turning to both Kion and Beshte while continuing to talk to Fuli too. “And it sure was nice that the three of you could come join us today!”

“Of course, Apple Bloom!”

“No problem!”

“Glad you all invited us!”

“Oh the pleasure is all ours.” Applejack smiled. “Just thought it would be nice for us all to get away from it all for the day.”

“It sure is.” Beshte returned appreciating the gesture. “Although, it’s too bad Twilight couldn’t join us. She sure would have loved it.”

“Yes, she would.” Kion sighed while trying to be positive about. “But she said she had something very important to take care of that she couldn’t come and didn’t want to be feel pressured into coming.”

“Well, truthfully we have been a little over-insistent on getting her to warm back up to us.” Applejack admitted and recalled. “Back when she was overwhelmed at the Trader’s Exchange at Rainbow Falls and when we were meeting with Maud.”

“Technically that was all Pinkie but… I get what you’re saying.” Fuli commented. “And I don’t blame her. She just isn’t feeling like she deserves any of it after what happened with her time with Scar.”

“We weren’t trying to force it upon her.” Kion lightly insisted. “Were we?”

“Kion…” Applejack placed her hat to her chest, a sign that she isn’t going to sugarcoat it here true to her nature. “…I know honesty isn’t always the best answer but there are just some things I can’t lie about. We truly have been trying too hard much like when we first met Kyoga. I mean even though the ponies at Rainbow Falls along with Maud were able to bring smiles to her heart, she still isn’t feeling completely comfortable being around us out of the guilt she holds due to her actions.”

“But it wasn’t all her fault.” Apple Bloom responded with her input. “Scar encouraged her into doing all of that stuff against us.”

“Maybe so little sis...” Applejack acknowledged while trying to explain it fairly to her little sister. “…but she still had the choice not to do it and she still holds herself responsible for what she did.” Apple Bloom’s looked aside still feeling mighty bad for her feeling what she went through is punishment enough. “I know it is tough, but there are times we must all be held accountable for our actions no matter what happened in the past.”

“I guess.”

“Enough said…” Kion said seeing that it is best that they change the uncomfortable subject for now. “…but I’m sure she just needs more time and space to feel comfortable being around us and it’ll get better eventually.”

“Of course it will!” Granny Smith asserted. “Even after all the hardships she put you all through, Twilight’s still a good pony at heart! Right Big Mac.”

“Eeyup.”

“Thanks.” Kion smiled in reply to her encouragement before having this question in mind. “Anyways, you sure you don't want to come swimming with us?"

Fuli was quick to reply. “No thanks.”

Granny Smith’s reply however was more out of slight fear from something that happened a while back. "Uh, sorry, dear. I just can't bring myself anywhere near that there swimmin' hole."

"How come?" Apple Bloom asked wondering the same question as everyone else.

“Afraid of water?” Fuli asked.

"No, young girl. It’s more like, well, I wasn't always this way…" She began while recalling that very memory playing out like it is happening right now.

“Granny Smith…” Fuli spoke a little weirded out thinking she’s now spaced out now before turning to the three apple siblings. “…is this normal for her?”

“Uh-huh.”

“Eeyup.”

“I’m afraid so.”

They replied like it’s no surprise as Granny Smith recalls a time where she is climbing up the ladder towards the diving board over a huge fall towards a small body of water down below.

“Time was, I was an aquapony all-star! In fact, I was the only Apple to ever come close to breaking the Equestria high-diving record! Falling six stories into a deep dish pie pan takes a toll on the hindquarters. Oh, I was so sore, took years before I could even look at the water again! Just the idea of swimmin' makes my whole body ache!" Granny's body shivered before moving out of her chair and walked forward. "Besides, these old legs can't even paddle fast enough to stay afloat." She added, just when she stepped on a small puddle in front of her, and ended up nearly slipping from it. Luckily for her, she her balance was saved when Fuli leaped over to steady herself in place. “Phew, thank you, Fuli.”

“No problem.” Fuli replied while shrugging the water she stepped on. “For someone who had a near-death experience in dealing with water, I can understand where you’re coming from. I may not have not had it as lucky as you but it’s definitely pretty hard to overcome something like that.”

“Sure is.” Kion agreed knowing full well of the cheetah’s waterfall incident when she was young.

"Boy, I sure would hate to be afraid of swimmin'." Apple Bloom commented. "You think I'll ever be scared of the water?" She asked…before widening her eyes when she spotted what appeared to be a shark approaching. The little filly shrieked and moved to leap onto Beshte’s back for safety. Just then the "shark" revealed himself to be just her big brother pulling a prank on her by wearing a fake dorsal fin on his head.

"Nope."

Everyone all laughed finding it pretty amusing just when Beshte slides the filly back into the water who is now pouting at her brother for playing that prank on her. “Aw, come on Apple Bloom. It was just a joke.” The hippo encouraged her to let it slide.

To which Apple Bloom did upon seeing that smile of his since it is natural for siblings to engage in these kinds of moments every now and then before playing engaging another splash war amongst the group swimming in the water.

After their day of relaxation, the Apple Family along with half of the Lion Guard that accompanied them, all made their way back to Ponyville on foot where Big Mac pulled a large wagon that carried most of the Apple Family belongings they took with them that day. Applejack who brought her saddle-bag with her, carried hers on her back.

“Wow, Granny. I still can't believe you were a high diver!" Kion happily expressed as they all walked side by side together.

"The best one in Ponyville!" She proudly stated once more.

"Do you think I could be a high diver?" Apple Bloom asked, to which her older siblings were quick to respond with this...

"Nope."

"Absolutely not."

Apple Bloom then looked towards Kion, Beshte, and Fuli, hoping that’ll say “Yes.” instead but...

“Sorry Apple Bloom, but I wouldn’t get your hopes up on that dream.”

“Not happening.”

“Out of the question.”

They all replied while shaking their heads against the idea.

"But–"

"Now you hold your horse-feathers, little seed!" Granny Smith quickly interjected to keep her granddaughter’s hopes on that idea. "I never said bein' a high diver was a smart decision! It's incredibly dangerous!"

"I know, but–"

“I’m afraid she has a point, Apple Bloom.” Beshte gently interjected. “It takes incredible skill to be able to make a leap from as high as a waterfall. Otherwise you could get hurt or worse.”

“Beshte’s right.” Kion added. “Just because water is soft doesn’t mean you’ll survive if you land it from hundreds of feet from the ground.”

"It is the riskiest, scariest, darn-fool thing I ever did do!" Granny further explained to discourage Apple Bloom from further entertaining herself with the idea. "That's not to say I didn't wish I was still young and spry and confident, but let's leave the flyin' through the air to the Pegasi."

"Wow, when you put it that way, it doesn't sound so fun."

Just then Fuli noticed a large crowd of ponies came walking and conversing by them. “Not to try to change the subject but is it normal to come across multiple ponies that are all battered and bruised?”

Everyone turned their attention to the crowd of ponies who are all (well most of them) battered, bruised, and injured just like the cheetah described. Some hand bandages, some had casts, eye-patches, or supported on wheelchair.

"Wow. I wonder where everypony's headed." Applejack wondered the same question. The answer to that question is in the direction of the crowd of ponies heading off together in one direction, all towards the sound of fairground music nearby yet distant from here. Hearing the music attracted Apple Bloom and Granny Smith’s attention towards the source.

"Now where in Ponyville do you two think you're goin'?" Applejack sternly asked them feeling this isn’t someplace they should be wandering too.

"Aw, quit bein' such a worry-worm and follow your ears!" Granny replied back while pointing at her self-lifted up pony ear, before moving forward.

"Come on, Applejack, aren't you curious?" Apple Bloom added before moving to walk alongside her grandmother.

Applejack, Big Mac, Kion, Fuli and Beshte all shared concerned looks with each other.

“Should we?” Fuli piped up first.

“I guess.” He reluctantly replied. “It’s not like there’s any danger there.”

“Doesn’t look like it.” Beshte added.

“All right.” Fuli relented before joining the others in the direction of the music in front of them. “Although I got a funny feeling that we’ve seen this before.”

“But what?” Beshte asked.

“Only one way to find out.” Applejack stated before moving ahead.

Upon arriving at the source, they arrived at a carnival tent with white and red stripes and three yellow flags hanging from the top. The opening of the tent was decorated with a blue curtain, to which Applejack, Big Mac, Kion, Fuli, and Beshte moved past so they could get in. By the time they arrived Granny Smith and Apple Bloom were already inside and seated with the audience and the music stopped.

Clearly the five have seen this before, but what is it? Who’s attracting everyone’s attention here?

Fireflies in place of lanterns instead of lit light-bulbs, a strange-looking device on the stage with an electric device on the side of it powered by a crank handle. This is no stranger to both the lion and cheetah’s eyes even without their Keenest of Sight around.

Once everyone quieted down a green aura of magic turned the crank to power it up with smoke puffing out of the chimney pipe, a banner of two ponies appeared on it, and the spotlight shined on those two ponies appearing exactly like on the banner with their silhouettes appearing to the audience.

“Is that…?”

“Could it be...?”

“Oh no…”

Both Kion, Beshte, and Fuli shared just when the ponies wearing hats and bow ties greeted everyone with this.

"Thank you, one and all, for your attendance, and we guarantee that your time here will not be spent in vain!"

"The Flim Flam Brothers!" Applejack stated with a disapproving frown and an disgusted tone towards them. “This should be interestin'."

"Eeyup." Big Mac replied, sharing the same sentiment as his sister upon seeing them again.

“I wonder what scheme they have cooked up this time?” Fuli wondered while narrowing her eyes at their new machine anticipating the mystery behind it.

“Whatever it is, can’t be good.” Kion remarked looking on cautiously at the two even when they trying to be friendly and charming. After all, they did nearly force the Apple Family to leave Ponyville after nearly taking over their business.

"Welcome, one and all, to the demonstration of a lifetime!" Flim began.

"A demonstration of a better life!" Flam added.

"A demonstration of a better time! And if we haven't captured your interest just yet, by the time we've finished, an unfortunate phenomenon practically guarantees that we will!"

"A phenomenon? What's that?"

"It's a circumstance perceptible by the senses, but in this case, it's the simple fact that:"

When Flim pulls up a slideshow of germs and bacteria with sad and angry faces drawn on them they both broke out into a song together.

“There's ailments all around us in everything we touch and see…”

“A sickness that lies waiting there in every breath you breathe…”

“Disease will up and grab you as it crawls from land and sea.”

“It's amazing how infected that the natural world and all its things can be!”

While singing, more images of bacteria and germs are shown to make their point across, although what they are building up to is the real question on everyone’s minds.

"Now I understand that some of you don't think you're sick."

"But twisted hooves and aching joints don't heal all that quick.”

Flim sang.

"Consider just how dangerous this world is! You might…"

“Slip and fall, break or sprain something here tonight.”

As Flam sang that part, he slightly pushed one of the ponies back causing him to stumble and topple onto three nearby ponies with Flim catching an elderly pony that ended up losing his balance.

Upon returning to the stage so they could both sing together…

“But luckily for you, we've got the thing you need

And it's easier when all you need's the cure

The Flim Flam Miracle Curative Tonic

Is just what the doctor ordered, I'm sure.”

The mention of “miracle tonic", sparked a scoffing chuckle from the cheetah in the audience just when an image of the brother's silhouette of their heads appeared on the machine.

“Not what my doctor ordered.” She muttered under her breath seeing this as a new scam with their dung-eating grins written all over it.

"Now I know our claims seem fantastical." Flim told everyone.

"Impractical." Flam added.

"Improbable."

"Impossible."

“You got that right!” Fuli called out amongst the crowd having the courage to call their bluff from afar. “So prove it!”

The two brothers turned their full attention to the cheetah in the audience looking on seriously and not buying their act for one second along with most of the crowd all murmuring “Huh?” and “Ooh!”

“Well, well, well, if it isn’t the Lion Guard Fastest, Fuli.” Flim said upon recognizing still as charming as before. “I see you’re up to speed on what we have in store for everyone.”

“And I see you’re up to speed that I not convinced with whatever you’re trying to sell us.” Fuli quipped back. “And if this “Miracle Tonic” of yours really does work, then prove it actually does work!”

“And smarter than you look, impressive.” Flim added still certain that she won’t be a major obstacle at all. “And we’ll gladly show you so you can see it for yourself.” He then turns back to everyone else. "We welcome every suffering pony to make their way up to the stage."

"Now don't crowd."

"And we'll prove our tonic's effectiveness before your very eyes."

Flam looked around until he spotted one pony with light blue and grey coat and a matching mane, walking on crutches and wearing big black-framed glasses, brown hat and blue overalls. "You there! Come up here, good sir."

The spotlight shined down on that pony, who struggled his way on stage due to his crutches. "I'll wager you're tired of those crutches, my friend." Flim said as his brother levitated a bottle of their miracle tonic.

"Try taking a sip of this!" His brother gestured while pulling the cork off of the bottle and levitated the contents of the bottle into the pony’s mouth.

While a little unsure at first, he opened his mouth allowing Flam to pour the tonic down his throat. As he gulped it down everyone watches on to see the effects with Fuli’s unconvinced expression remains yet still certain that it’s still a fake.

After a few seconds, the pony began to shake before removing his crutches, now having the ability to stand straight without any support.

“What in the Pride Lands?” Kion remarked feeling baffled by what he just saw before his very eyes.

The audience gasped in delight upon seeing him now standing on all four hooves. The pony then smiled looking on very happy with what had just happened. Granny Smith watching this was now was fascinated by this discovery in contrast to the baffled reactions from the rest of the Apple Family.

“How could he possibly…?”

“I wish I knew.”

The cheetah and lion shared still puzzled that what they are seeing is actually happening before their eyes wondering if they actually did creating a miracle tonic or they both really convincing. If only they hadn’t tried to swindle the Apple Family out of their business they’d be a lot more trusting of them and actually buy their act for a second.

“That's why you're so lucky we've got the thing for you

Just come on up, we've always got some more

Of the Flim Flam Miracle Curative Tonic.”

With the sensation of being cured now streaming through his veins, the injured pony ditched his crutches and moved to dance alongside the Flim Flam brothers before dancing his way out.

“I won't need these crutches to dance out the door.”

"Now how do ya like that?" Granny Smith said looking on very impressed.

"I don't." Applejack replied still frowning. "There's somethin' funny about this whole thing."

“You said it!” Fuli agreed with that statement without hesitation believing this is all an act somehow while Kion looks on feeling the same way.

If there is one thing he knew about those two ponies is that there are some things that are too good to be true to believe when it comes to their claims because there is always a hidden lie beneath it all.

Just then the curtain behind them opened up to unveil an entire assortment of Miracle Tonic bottles behind him.

“Now some of you may suffer from feelings of despair

You're old, you're tired, your legs won't work, there's graying in your hair.”

Flim sang while wearing a bonnet over his head while examining one of the elderly ponies.

“Just listen and I'll tell you that you don't need to fear

Your ears will work, your muscles tone, your eyes will see so clear!”

Flam sung in assurance while stretching his eyelids while doing so.

Now the crowd is in on the upbeat performance.

“Luckily for us, you've got the thing we need

The answer to our problems in a jar

The Flim Flam Miracle Curative Tonic

Is the greatest ever miracle by far!”

Then the two brothers traded in song themselves…

"It cures the reins, the spurs, and the Clydesdale fur blight."

"Hooferia and horsentery cured in just a night."

"You've got swollen hooves and hindquarters or terrible bridle-bit cleft."

"Saunter sitz and gallop plop will give your tail some heft."

"Mane loss, hay fever, or terrible tonsillitis."

"You heard it here, folks -- this is the only place in all of Equestria you'll find it!"

“It can make you shorter, taller, or even grow old

“But who'd want that?”

“When with one drink”

“You can be young again—“

"SOLD!" Granny Smith called out, raising her hoof up right with three bits ready to purchase their product already.

And without hesitation the two ponies levitated away the bits and levitated the bottle towards her.

“Congratulations, Granny Smith! You just made the purchase of a lifetime!” Flim announced to the delighted elderly pony.

“What?” The Lion Guard trio exclaimed upon her decision but it was too late. All sales were final at that point.

“You can’t be serious, Granny?!” Applejack exclaimed at her.

“Sorry, but this pony’s got some aching that needs curing!” She stated and then cheered before leaving the tent feeling very pleased that she has what she thinks is a once in a life time chance to cure her aching body.

Seeing this prompted the others to get in line to purchase Flim and Flam’s tonic and all crowded the two sales ponies like cleaning out the shelves of a store on a busy day. All while everyone but Applejack, Kion, Beshte, and Big Mac who all looked on with varying reactions of worry. The only one not worried however, is Fuli since she is instead glaring at the two for managing to dodge the bullet with a strong sense that this whole scene was really an act to buy everyone into falling for their latest scam.

"Are you five as worried as I am?" Applejack asked the others.

"Eeyup." Big Mac, Kion, and Beshte all stated in unison.

“Nope.” Fuli replied still not taking her eyes off of the con ponies still mustering every ounce of dislike towards them to let them know that even if they might be able to fool everypony, she however is not going to let them fool herself.

If anything past experience has taught her, that there is something wrong when one has the gut feeling.

While this was going on Twilight who managed to swing by to see the commotion unnoticed eyed the crowd buying Flim and Flim’s ‘Miracle Tonic’ with a calculated expression before moving her eyes forward and snuck away without saying anything and being spotted.

The next day, the Apple siblings sat together alongside Kion, Fuli, and Beshte at the lake again, here for fishing. Big Mac was currently holding the rod with apple bait on it while the others conversed over what happened yesterday.

"Boy, I still can't believe all the things that Flim Flam Tonic can do!" Apple Bloom expressed still amazed at what she saw back there. The others however did little to spark intriguing talk amongst the others.

Applejack was the first to explain why she’s not excited about as her. “When somepony says somethin's too good to be true, it usually is."

Her sister tossed the pebble she was holding down into the lake hearing this. "You mean Granny wasted her money?"

“Well…” Kion began trying to lay it down nicely to her. “I'm still not sure. Actually, I'm not even sure there's a tonic in Equestria that can make an old pony young again."

“Maybe because there isn’t and it was all staged.” Fuli bluntly remarked.

“But could it really?” Beshte asked feeling doubtful about that. “We were all there when it happened.”

“Trust me, Beshte. Doesn’t take the Guard’s Keenest of Sight or the Guard’s Wisest to put two and two together.” She replied somewhat assertively.

“If that’s true, how?” Apple Bloom wondered.

Before Fuli could further speak her thoughts she was interrupted when a familiar voice catch their attention.

"Howdy!" Granny Smith called out while doing something that none of her grandchildren and friends expected to see down there…

Granny Smith swimming!

She was actually doing it, swimwear, swimming backstroke, all while looking comfortable and confident while doing so. Not a single ounce of pain crippled her aging body.

"Granny?!" Apple Bloom exclaimed.

"Hang on now! We'll get ya!" Applejack called out to her while sshe and Big Mac ran ahead to catch up to her.

Big Mac quickly removed his yoke from around his neck and tossed it into the water for her to grab, but she calmly swam past it.

Applejack then ran past her and readied to kick a large tree into the lake for her to grab. But like before, Granny Smith casually swam by. The group then slid down the nearby hill just when their grandmother got out of the water..

"Granny, I thought you were too afraid of the water to swim!" Apple Bloom asked as she approached her. "And, and what about your hip?!"

"Well, I reckon it might have been a problem before I had myself a dose of that there Flim Flam Tonic!" Granny replied while pulling out the tonic from her back pocket.

"I'm not so sure that tonic really does anything'." Applejack said.

"Doesn't do anythin'?! What d'you call this?" Granny returned before taking another drink from the bottle and then did some break dancing like she was young to prove it.

While impressed, Applejack still stood by her stance on the matter. "I'm glad you're feeling good, but how do you know it's from the tonic?"

"I looked out at the water this mornin' and I felt the same terrifyin' aches and pains I always do. But one sip of that magic elixir and it all went away!” She answered. “Told ya them Flim Flams made quality merchandise. Why, I might even get a head start on my chores! What do you say, Big Mac-a-doo? Up for a little afternoon applebuckin'?" She then asked Big Mac while kicking up her back legs.

"Uh, no." Big Mac shook his head looking aside rather awkward at the idea thinking it is still out of her skill range even with a newfound mindset.

"Oh, quit your bellyaching'!" Granny Smith insisted while wrapping her hooves around her grandson and led him back to the farm leaving the still unsure pony having the feeling he is going to have to stop her from getting to buck one apple tree.

"Gee, it looks like that tonic works after all! I wonder what's in it." Apple Bloom commented with a smile.

Applejack adopted a serious expression before stating. “I think maybe it's time we found out."

“Agreed.” Fuli stated with the same stance ready to find how they pulled it off this time.

Later that night, Apple Bloom, Applejack, Kion, and Fuli all headed back to the Flim Flam Brother's tent, where the same music is playing inside.

"So you're just gonna walk up and ask them how it works?" Fuli asked Applejack.

"I guess." Applejack replied. "Though if it's a genuine cure, I don't suppose they'll be too keen on sharin' the recipe."

“Why wouldn’t they? Is it some kind of secret recipe or something?” Apple Bloom asked.

“Probably…” Applejack answered while still pondering the thought.

“If they had a secret that’s worth protecting.” Fuli added.

“Like what?”

“Probably that guy we met the other day…” Fuli replied pointing a paw towards the tent.

“Who…?”

They all turned they attention when the same pony came singing and dancing out the tent. He wiped the sweat from his brow and removed his hat, smiling with another selling performance he put up.

“…Wait a second!” Apple Bloom recognized. “That's that same pony from before!"

Upon being glared at by Applejack and Fuli knowing that the jig is up, the pony darted away from the scene in an attempt to get away from them.

“Stop!” Kion shouted after him before leading the Apple Sisters into pursing him.

Fuli merely shook her head in response as the others run off ahead before getting into a running starting stance. “And by attempting to outrun me, you've now made an even bigger mistake.”

The pony ended up running down an alley knocking aside a couple of barrels along the way with the Apple Sisters and lion prince right on his tail repeating the same notion while giving chase. Suddenly a speedy flash of wind blew right by them and ended up tackling the pony just when he reached the dead end of the alley.

“Oof!”

The pony is now literally pinned down by the cheetah right on top of him with the others peering their heads over him just when the former got off of the guy.

“Never try to outrun the Lion Guard’s Fastest!”

The guy looked around for an opening but saw it was pointless seeing that the present members Lion and Pony Guard have him cornered by all of the carnival attractions behind him.

"Now hold it right there, Mister…?" Applejack started.

"Shill." The male pony finished while trembling in fright. "Silver Shill. Ooh, what do you four want?"

“To know what kind of game you’re really playing!” Kion stated.

”And by that we mean knowing whatever is the secret recipe for whatever scheme Flim and Flam are cooking this time!” Fuli added.

"Our Granny took some of your so called "magical" tonic and we want to know how it works." Applejack further pressed for the terrified pony to crack and confess.

"Granny couldn't swim before, and now she can." Apple Bloom further added while looking suspiciously at him. "Just like you couldn't walk and now you can. But what are you doin' back here? I mean, if the tonic cured you and all…"

Silver Shill gulped in fear, unable to speak up. Just then Applejack looked around the area, seeing an assortment of wigs, costumes, makeup and props. It was there Applejack realized what’s really going on and put the pieces together.

"…Because he's part of the act!" Applejack pieced together feeling correct that there was funny business going on around here. "It's time for you to tell the truth! You never needed crutches at all, did you?"

"I, uh…" Silver Shill tried to reach for the nearby machine to create a smoke screen so he could escape but was quickly pounced on by Fuli again who shook her head against trying anymore tricks on them. “Okay.” He said in defeat.

Inside the tent after everypony has purchased their fair shares of the Flim Flam brother’s tonic, Applejack walked inside alongside Fuli and Kion ready with words they’d like to share with them.

"Well, if it isn't our most favorite Apple!" Flim greeted.

"What brings you back to our humble abode?" Flam further greeted next, while putting aside the recently earned bag of bits further to his right side just when when Silver Shill cowered over to the unicorn brother’s side.

"You two charlatans sold my Granny a face tonic, and now she's off actin' like a filly again." Applejack crossly addressed them, although it did little to unnerve them even with the Lion Guard’s Fiercest and Fastest right behind him.

"What's so bad about that?" Flim asked acting like he is trying to understand the point he is trying to make.

"If she keeps gallavantin' around like a yearlin', she's apt to drop from exhaustion or worse! What's more, I know for a fact that your friend here is dressin' up as a different pony every night so he can pretend to be cured!" Applejack further said while gesturing to Silver Shill hiding from her, Kion, and Fuli.

"Well, well, well, that's quite an accusation." Flam shrugged it off like it’s no surprise.

“Because it is, so admit it!” Fuli sharply retorted ready with bared claws like she is going to do more than pounce on them.

But the two sales ponies weren’t done there.

"But let's say that it's true…" Flim said.

"Hypothetically." Flam added.

"Theoretically…" Flim further added as he and his brother placed aside the accumulated bits on a nearby table to replace it with a juicer press.

"As I understand, your Granny was a famous aquapony." Flam recalled causing Fuli to raise an eyebrow at them for somehow knowing that.

"The star of the show, once upon a time." Flim further explained while finishing his brother’s sentence.

"But hasn't set so much as a hoof in the water since." Flam continued while dumping a bag full of apples onto the table.

"Until today, that's right." Applejack replied, still uncertain as to where these two were going with this.

“And how exactly would you two know of what Granny Smith did in the past?” Fuli asked somewhat in an interrogative tone.

“And what’s up with the blender?” Kion also asked while the two continue on without even glancing at them.

"Well, then even if our tonic were nothing more than a mixture of apple juice and beet leaves…" Flim further continued

"Hypothetically…" Flam added as he tossed his brother and apple with beet leaves attached to the steam on the top.

"Theoretically…" Flim added as he tossed the ingredients into the juicer.

"The fact is that Granny is happier now than before she tried it." Flam finished as he juiced the apple and beet leaves, turning them into the green liquid before pouring into into their specially labeled bottle.

“For now!” Kion stated still unconvinced with narrowed eyes. “But sooner or later and she gets encouraged into doing something more and more dangerous she’ll get hurt from doing all those stunts!"

"Has she?" Flim asked, smirking like he is able to peg his surprised reaction to figure out that she truly hasn’t.

“Not yet, but she will!” Fuli answered for her friend when he was left speechless in response. "And before we do, what makes you think Applejack won’t want to tell her Granny Smith, huh? Or more accurately on the real question is, what happens to your business when the truth comes out?”

“I think the real question for you all is to ask yourself this…” Flim countered while levitating the bottle towards Applejack’s right front hoof. “Do you really want to be the pony who takes all that happiness away from your dear old Granny?"

“I…” Applejack hesitated when faced with the hard-hitting question seeing that she is backed into a corner here before replying. “Honestly…as long as it works, I... don't suppose it really matters.”

Both Kion and Fuli looked at him wide-eyed in disbelief as she conceded in defeat.

“What?!”

“Are you kidding me?!”

“It’s okay!” Applejack quickly asserted to assure them. “Let’s go!”

“That's the spirit!”

“Come back anytime!”

Flim and Flam waved her off as she made her leave.

Both Kion and Fuli looked at each other like they are not believing what they are seeing. Applejack is actually refusing now to tell her own grandmother the truth about the tonic that she thinks is making her feel better. But nevertheless, they both followed after him but not without Fuli having some last words to say.

“This is going to end very badly, miracle workers, because even if you are able to fool Granny Smith and silence Applejack it’s not going to last because sooner or later the truth will come out and when it does, I will have four sweet, sweet, words for you both.”

“Oh, really?”

“Are they Flim and Flim Win?”

“No.” Fuli shook her head. “I told you so!”

Both of the con ponies laughed together in response.

“Yeah right!”

“We’ll see about that little girl!”

Fuli frowned and growled in response towards them before moving to leave the tent in a huff. As much as she wanted to teach them a lesson right here and there, it was not worth getting in trouble for. Besides, like she said, it’s only a matter of time until they pay the consequences for scamming everyone around them once again.

But the more important issue in mind is when Kion had Applejack hang back from Apple Bloom for a quick word.

“Applejack…what happened back there?” Kion eyed the country pony expecting a good reason for folding in the face of the scammers.

“What do you mean?” She asked like she is trying to dodge the question just when Fuli catches up with them.

“Deciding to go against exposing Flim and Flam’s fake tonic?” She clarified walking opposite of Kion.

“Look believe me I really wanted to, but how could I?” She responded feeling torn and guilty right now. “How can I bring it to ma self to tell Granny Smith just when she is feeling young for the first time in years.”

“Applejack…” Kion tried to say.

“What?!” She snapped causing him to flinch. “You got a better plan?!”

“Um, no.” He replied while still taken aback by her outburst.

Applejack’s flash of anger faded before burying her face into her hat. “I’m mighty sorry. I didn’t mean to yell at you like that it’s just I really would like to tell her but I really don’t know how without hurting her feelings.”

“By breaking it to her as gently as possible.” Kion replied after a few seconds of trying to find the right words to say it. “I mean don’t just tell her outright, just let her know as nicely as possible that this tonic she is taking down isn’t as um…” He stumbled a little in his wording before continuing. “…magical as she thinks it is.” Even with this note-worthy advice, Applejack was still unsure about the whole idea. “I know this is tough, but it’s better than her finding out herself. Otherwise, she’ll feel hurt wondering why would didn’t tell her sooner rather than later or never.”

“I’ll…I’ll…try…as soon as I can.” She uttered still uncomfortable with bringing forth the tough matter at hoof.

“Just make sure it’s very soon because it’s only a matter of time before your Granny’s encouraged into doing something reckless and stupid like Apple Bloom and her friends attempting to zip-line all the from their clubhouse to school.” Fuli sternly advised.

“Hey!” Apple Bloom exclaimed in a pout having heard that. “It’s not our fault that our line didn’t hold. How were we supposed to know that the rope we used won’t be strong enough to hold the three of us together and that there would be a muddy and stinky pile nearby the elephants making their way to class?”

Fuli cringed before replying. “Well for starters some ropes aren’t known for being strong holders and second that pile of mud well…” She motioned the filly to come over so she can whisper it into her ear.

“We fell in what?! Eww!” She screamed in shock. “No wonder everyone around ran away from us that day! That’s disgusting!”

“Takes one who’s been there to know that.” Fuli said sharing sympathy for her horrified reaction before walking alongside her. Even still, Applejack still had her reservations on telling her grandmother the truth even with the consequences of what will happen if she doesn’t sooner or later.

While Applejack and Kion moved to follow after Fuli and Apple Bloom, Twilight flew overhead up high in the skies having watched and listened to the whole discussion unnoticed with a pained expression on the subject of truth before shaking it off with a look of resolve before flying away.

“Truer words have never been spoken.” She said with a sigh sharing the country pony’s pain with this obligation while flying towards the direction of the moon.

The next day, the Apple Family enjoyed another day off at the lake only this time Applejack is swinging on a swing while watching Granny Smith play with the others in the water.

She was still watching on still unable to come forward with the truth. She wanted too, but even though Kion is right she still can’t shake off with how happy Granny Smith has been recently. She was feeling more youthful than she has been in years and was able to have the time of her life with her grandchildren, yet she knew that if she doesn’t it’ll come back to bite her in the flank.

Just when she is thinking of how to break it to her, Apple Bloom had an eager request for her grandmother. “Hey, Granny! Think you can buck me over the water?"

"I don't see why not! Come on, Big Mac, toss her this way!"

Hearing this had Applejack rise from the swing and rushed over to the edge with great worry. "Granny, wait!" She called out, only to see that Granny was handle it perfectly well, able to move her back legs like she is backpedaling while sending her granddaughter around in circular motions while Big Mac smiled and laughed.

"Uh, what were you sayin', dear?" Granny asked Applejack as she sat back down on the swing with mixed feelings of concern.

"Granny, don't you think you should take it kinda easy?" She tried to advise her too-sure of herself elder.

"I've been takin' it easy for too long!” She predictably dismissed it. “And now, thanks to that Flim Flam Tonic, I don't have to!"

Apple Bloom splashed back into the water after leaping off of her grandmother. "Granny, you think I could be an aquapony like you?" She asked while swimming up to her with her front hooves.

"Of course you can, sapling. There's nothin' to it but to do it!"

"Well, the Ponyville swim meet is comin' up." Apple Bloom brought up as she and Granny Smith got out of the water, while soaked. "We could enter together! A legendary water pony like you? We'd be a cinch to win!"

There Granny seemed to have some common sense when she hesitated there for a moment. “Mm, ee, uh, I don't know... Bein' back in the water is one thing, but a competition is a pony of a different color."

Apple Bloom's predictably was disappointed but accepted it none of the less. "Oh. Okay."

Witnessing this had Applejack briefly holding up the bottle of tonic while thinking of how much she’s improved since she started taking it. And after recalling of how she was able apple buck without injury along with being able to swim in the water without fear, she decided to act on ensuring that her grandmother was happy.

“I don't know, Granny. A swim meet sounds pretty safe." Applejack piped up as she got up from the swing. "And after all, if that tonic lets you swim in a river and a swimmin' hole, a pool should be no problem at all."

Hearing this from the most honest pony she knows had Granny smile and reconsider her initial stance right away. “Well, I'll be a tart turnover, you are right! All we need now is more tonic!"

She drank down the remaining tonic she had in store while Applejack forced herself to grin over having to go against her very element by continuing not to tell the whole truth.

To her, nothing bad has happened so far, so it shouldn’t be a problem for her to see her grandmother work up the energy and strength to participate in this. All while Fuli who had arrived along with Kion having both witnessed this shook her head in disapproval with her continuing dishonesty because the clock has started ticking.

"Welcome, friends, and step right up! The next show starts in five minutes!" Came the voice of Flam currently sitting at a table alongside his brother in front of a line of ponies eagerly awaiting to buy their special tonic.

"But why not buy your tonic now and avoid the rush?" Flim added as he lifted up another bottle. Among the crowd, Silver Shill, chimed in on the sales while wearing a different disguise so he can secretly buy another bottle without being recognized.

"We'll take the whole case!" Granny Smith called out with a large bag of bits in tow. The Flim Flam brothers both smiled see this. With Applejack conceding for the sake of her grandmother, they know that they can score big with their current ongoing scam.

"Are you saying this stuff actually works?" One bandaged up pony supported on a wheeled wagon asked.

"Ya better believe it!" Granny happily stated. "Right, Applejack?"

Applejack was taken aback before reluctantly speaking for the sake of happiness once more. “Well, it…does seem to work for you, Granny." She said with half-truthful words that are emotionally killing herself from the inside and further fueling the two brother’s con.

"You heard it here first, folks!" Flim stated quick to take advantage of this. "Flim Flam Miracle Curative Tonic is Granny Smith-tested and Applejack-approved!"

Applejack’s eyes widen upon realizing the mistake of her choice of words.

"If Applejack says it works, that's good enough for me!" The injured pony declared instigating the increased profit and sales for the Flim Flam brothers further increasing Applejack’s complex feelings of her honesty.

The more and more this keep’s going on, the more things will get worse for her thus leading to more and more snowball effects rolling downhill against her and with one big question going through Fuli’s mind as she continues watching this spiral and descend into insanity.

“How much longer will it take for you to finally live up to your element of honesty and tell her the truth?”

Sometime later, ponies have gathered at the swimming pool where the competition is set to take place. Three ponies serve as judges at the booth over the stands and there is a tall tower hosting an equally tall diving platform and a dunk tank down below.

One pony competed in a high diving competition and managed to score a 18 out of 30 with one pony giving him a 3 because there was something about his entrance she didn’t like compared to the other two judges.

While other’s jumped into the water to swim while warming up, the two competing Apples both did some warmup exercising in perfect sync ready to do their best in this competition.

"Hoo-ha, hee-hee, ha-hoo-ha!" They both chanted when Applejack approached them to wish them luck and check up on them before they take a dip into the water.

"Just remember, you two. The most important thing is to be safe and have fun, right?"

"Fiddlesticks!" Granny Smith shrugged it off like there is nothing to worry about. "With the routine we've been workin' on, I'll be a plum puddin' if we don't win this thing!"

Applejack still kept smiling while still hoping while was getting over her head here. "Uh… good luck, then!"

"Luck?” Her grandmother scoffed. “Pfft, who needs luck? We got tonic on our side!"

And as that wasn’t bad enough…

"Flim Flam's Magical Curative Tonic!" Flim announced to the crowd from the stand they have set up nearby. "Get your Applejack-approved tonic! Granny Smith drinks it – why shouldn't you?"

Along with that there are two posters of Applejack smiling while holding up the tonic right next to a #1 mark on the upper right side to further cement the deal to get more and more ponies to further purchase their product.

“Right.” Applejack sighed somewhat more annoyed with the brother’s further rubbing salt into the wound.

"Now, if'n you'll excuse us, we got some swimmin' to do!" Granny stated before she and Apple Bloom took their positions as the music played for their turn to perform. Applejack moved towards the stands to sit amongst the crowd where both Fuli and Kion who still disapproving as ever for stretching the truth out here but still being as patient as they can be about it.

The two swimmers both performed a series of elegant synchronized swimming, which there was no damage to the eldery pony so far. Even in her age Granny was happy and in perfect sync with the water and her granddaughter. Applejack while watching this could not believe her eyes that they are actually doing so well together and everyone watching was very impressed like it is the best performance they have seen all day.

Fuli and Kion despite their reservations couldn’t help but look on amazed by the two ponies perfect synchronized performance together as they performed with such elegance together that they had to win this. To cap it all off, Granny lifted on her shoulders, then twirled and spun around together like ballerinas, with the latter elegantly spitting water out of her mouth like a running fountain. The audience cheered and all three judges each gave her all 10s, a perfect score (though the same judge who previously gave the previous pony a bad score had her 10 held upside down, earning her a glare from the pony on her right).

"Well, I'll be…" Applejack said amazed with what she saw and so were both Kion and Fuli.

“Hevi Kabisa! She actually did it!”

“They won with a perfect score!”

Granny actually managed to pull it off and she and Apple Bloom were both gifted with a golden first place trophy when they both returned to the edge of the pool. As soon as they got out of the water, three pony news reporters took pictures with one of them levitating a notebook and quill to ask some questions of their amazing performance.

The purple pony with a grayish-brown cap began with this set of questions. "That was some of the most amazing aquabatics I've ever seen! How in Equestria did you do it? Hard work? Lots of practice?"

"Yeah, but mostly it's the tonic!" Granny answered just when Flim and Flam came up to join both Granny and Apple Bloom.

"That's Flim Flam Miracle Curative Tonic, to be precise." Flim said to the reporters.

"Buy it now while supplies last." Flam added.

While many ponies gathered around them for more pictures and tonic, Applejack could only watch with the knowing feels that this is still gradually getting worse and even more so when further reminded by her two Lion Guard friends approaching him yet again.

“Still having trouble telling her, huh?” Fuli said in a figurative tone.

“Yes.” She admitted while tilted her hat downward while glancing back at her. “It’s just so hard.”

“Understandable.” She said with sympathy for her. “But of course you also see…” She gestured Flim and Flam with Apple Bloom and Granny Smith being interviewed and having their pictures taken. “…by putting off it, not only are those two profiting off of your ‘honest’ opinion, but the more and more your grandmother is getting encouraged it pushing her limits and the more and more ponies are actually encouraged into falling into their scam.”

“I know, but how?!” She asked back. “Do either of you two have any idea of hard it is to tell somepony something that’ll make them feel disappointed in you just when she along with everyone else is actually feeling happy because of it?”

“Pretty hard.” She replied when Kion stepped forward feeling it’s best that he handled the proper honesty advice here.

“I agree.” He said. “And as leader of the Lion Guard I can definitely tell from experience.” Applejack turned to face Kion wondering just how she can relate to him in that regard. “Remember when we first met Reirei and her pack of jackals?”

“Uh-huh, I remember those deceptive varmits.”

“Well, much like Flim and Flam most of us initially ended up fooled by her and because of it the Kuptana Celebration nearly got ruined. Just when the jackals attacked the Pride Landers my dad inquired of me of how this happened and it was there I knew I had to admit the truth that it was fault they were welcomed in the Pride Lands in the first place. I could have told them I had no idea how they got there but since he really trusts me in protecting the Pride Lands I didn’t.”

“Because he’s your father and you can’t afford to break it.” Applejack said understanding why even though he could have lied about how it happened. “He’s your father you always want to be honest with.”

“Exactly, with family and friends along with allies to kingdom’s, relationships are nothing without honesty. My dad had to know it was mine along with Twilight’s fault for inviting the jackals into the Pride Lands in the first place. Even if she might be upset at first, she’ll definitely appreciate that you were honest with her about the truth of Flim and Flam’s tonic.”

It was there Applejack started to understand the importance of telling her the truth but her thoughts were distracted when she turned her head towards the sound of bits nearby coming from Silver Shill selling one of the nearby ponies a bottle of tonic. Said pony was currently wearing a referee outfit with a baseball cap and ended up startled when he found himself face to face with the country pony again.

"What are you doin' here?"

"Oh, things are going so well, Flim and Flam gave me a promotion!” He explained while showing her the bit he had just earned. “Just made my first bit as a salespony. No more costumes for this pony." Applejack still glanced at him eyeing said uniform on him right now. "This is more of a uniform."

"If you say so."

"I used to wonder if I was doing the right thing. You know, pretending to be cured, basically lying to folks about this tonic. But thanks to you, I realized that sometimes honesty isn't the best policy." He further explained his thoughts to which had Applejack taken aback by what he said.

"Thanks to... me?" Applejack placed a hoof on her heart in response. It was she realized how much more consequences her decision not to be honest had than she realized. And even more so, when she heard and saw her little sister further helping promote the tonic to the crowds.

"With Flim Flam's magical Curative Tonic, my Granny can do anything! Just ask Applejack!" Apple Bloom announced while pointing to her sister, who was left unprepared for the flash photography she received.

At that point she decided she had to draw the line there. “No! This has gotta stop! If ponies keep believin' that tonic can do things it can't, who knows what'll happen?" At that moment she felt Silver Shill tap a hoof on her shoulder, directing her attention towards the diving tower.

"Maybe something like that?"

Applejack along with Kion and Fuli all gasped when they saw Granny Smith climbing up the diving tower who’s not going for just the high dive, but the high-high dive.

“Hevi Kabisa!” Kion exclaimed at what she is about to do to herself.

"Granny!" Applejack called out from down below and rushed over towards the tower, where Apple Bloom pushed a small little tin filled with water to where her grandmother plans it land. Said tin itself was small to the point it serve as a dog’s drinking bowl. "What in blazes does she think she's doin'?!"

"Granny's gonna break the Equestria high divin' record!" Apple Bloom said excitedly, further shocking both Kion and Fuli.

“Is she crazy?!” Fuli exclaimed in horror. “She’ll kill herself!”

"Land sakes!" Applejack exclaimed as she ran up to climb the tower herself. Fuli quickly sprinted a good hundred to two hundred yards away from the diving platform so she can be ready to save her in case Applejack failed to stop her in time.

“Granny Smith! That’s dangerous! Get down from there!” Kion shouted out to the elderly pony in an effort to stop her from going through with it.

“Relax, Kion! I got this!” Granny dismissed his valid concerns while preparing to go through with it.

"Don't you worry about a thing, dearie!" Granny called out from down below as she prepared to leap down after reaching the edge of the diving board. After drinking down one more gulp of the tonic she bent her legs and leaped down towards the small tin towards the ground.

Applejack made it just in time when Granny jumped off but was too late to stop her from jumping off and can only gasp in horror as she leaps to what amounts to falling to her death.

As Granny dove down, Fuli who was in a ready running position locks eyes with her just when a rainbow shimmer shined through her eyes when the sun at it’s peak for the day glimmered. At that moment she sprinted towards her running as fast as she can in order to catch her before it’s too late.

Upon seeing the pool right in front of her projected path, she quickly thought fast by running towards the nearby diving board leading towards the pool. Upon seeing a pony emerging from underwater she positioned herself so that the pony would unintentionally give her a flying boost when his hooves emerged from the water. With that momentum she was able to leap up into the air and managed to catch Granny Smith mid-air. After catching her she was able to land safely on the grass while skidding to a halt leaving her sliding claw markings on the ground much like a racecar’s tires burning a little rubber on the track.

There, Fuli took a moment to catch her breath while Applejack and Kion both wiped the formed sweat from their foreheads when it seemed like they were going to lose her.

Granny moved to get off of the cheetah’s back before turning to demand an explanation for her (in her mind unnecessary) intervention. "Now what in tarnation did you do that for?!"

“To save your life!” Fuli blankly stated before turning to a sharply and stern scolding tone. “Because that was the most dangerous and most reckless thing I have ever seen anypony do in all my life! And this is coming from a cheetah who accidentally fell over a waterfall when she was the age of a filly!"

“So very true!” Applejack agreed as she slid downwards on the side of the tower to join the others down on the ground. "You can't do a dive like that!"

"Oh, quit your fussin'!” Granny once more dismissed and then countered. “I had enough tonic to do a dive ten times as high!"

"Twenty times, by my count." Flim further countered and tried to back up that claim.

"Thirty, with a favorable breeze." Flam further added.

“Oh, sure. If you both like burying bodies for a living!” Fuli snapped at the two since this is the near result of their scam because of their constant encouraging of the elderly pony with what could have happened had she not to react accordingly.

Applejack narrowed her eyes at the two in silent agreement while watching her Granny gulp down another bottle of the tonic down. When that happened, the rays of the sun shined on the glass, causing it to emit the same shimmering rainbow color Fuli just saw a minute ago in her eyes.

It was there, Kion’s previous words rang through her head.

“I know this is tough, but it’s better than her finding out herself. Otherwise, she’ll feel hurt wondering why would didn’t tell her sooner rather than later or never.”

“With family and friends along with allies to kingdom’s, relationships are nothing without honesty."

With her eyes shimmering as the realization struck her, she realized of what must be done in order to set things right, even if it means telling everyone the hard and harsh truth. Sure it’ll be hard and she is going to be met with frowns, but it is the right thing to do and she needs to do it now.

"I hate to disappoint everypony, but there's no way Granny could have made that dive, because this tonic is a fake!" She stated with the entire audience, minus Kion, Fuli, and the Flim Flam brothers gasping in shock hearing this.

"But you gave it your stamp of approval!" One pony pointed out. "Are you saying you lied?"

Applejack took off her hat in shame and placed over her heart before admitting to what she had to say.

"…I am."

She earned more gasps with this confession in light leaving the question of why did she lied to everyone if she knew the tonic was a fake in the first place.

"I didn't mean to!” She somewhat defensively stated before explaining. “But Granny seemed so much happier, I couldn't bring myself to tell her when I found out the tonic wasn't real. Then I saw everypony else buying into the lie but I still stayed quiet because I wanted everypony to be happy. I know it was wrong. I just hope with time, I can win back everypony's trust."

"But if the tonic is a fake, then how come Granny can swim again, and what about all that aquabatics stuff we just did?" Apple Bloom asked.

"I reckon sometimes you can forget what you're capable of, and it just takes a little extra confidence to remember that it was inside of you all along." Applejack further explained as she walked on over to her grandmother. “I just wish I had the courage to tell you that from the start and for that I’m sorry.”

“Awww, it’s okay.” She assured all is forgiven with a hug. “Things like this can happen to anypony and I’m glad you told me now. After all, better late than never I always say.”

With this heartwarming reconciliation taking place, both Kion and Fuli turned their attention to the Flim Flam brothers with words to say to them for setting the domino effect throughout the course of the most recent events around everyone present here today.

“But the same can’t be said for you two!” Fuli stated to the fear-stricken duo with a smug smirk.

"Exactly!” Kion stated in agreement. "Telling ponies your tonic can do things it can't is just wrong!"

"But Applejack just said it boosts confidence!" Flim said, attempting to save face.

"And that's not all it does, folks–" Flam began to add before being interrupted when Silver Shill spoke up.

"Yes, it is!" He removed his hat and glasses when he now decided to confess his role in their scheme going up against his bosses while standing before everypony in the crowd. "In fact, it's not a tonic at all! I know, 'cause I helped make it!" The Flim Flam brothers began to sweat nervously upon realizing the jig is up now. "Watching Fuli save Granny and Applejack admit to lying, well, that made me realize I was making ponies believe in a thing that just wasn't so!"

"Believin' in somethin' can help you do amazin' things." Applejack further said, "But if that belief is based on a lie, eventually it's gonna lead to real trouble."

The two brothers attempted to sneak and run away from the crowd, only to be stopped when Fuli quickly sprinted over to pounce on them and then tackled and pinned them both to the ground.

"I don’t think so.” Fuli shook her head for their feeble attempt. “Not with the Lion Guard’s Fastest in town and unless you want me to do more than just tackle you, you’re both going to pay the consequences for scheming everypony out of their money. And by that, I mean every single bit you scammed out of every one of them.”

Flim nervously laughed while Flam nervously gulped in response to the piercing daggers coming from the cheetah’s eyes. It was there they know that she is not playing around here and that they are literally facing defeat.

“Of course!”

“Whatever you say!”

“Good.” She smiled before having to this to say to them before letting them both go. “Oh and before I forget, I told you so!”

Ponies quickly lined up at their stand so they can all receive their refunds to which the two brothers were left hanging their heads in shame upon being foiled yet again by the Lion and Pony Guard.

During this Silver Shill approached the orange earth pony with something on his mind. “Thank you, Applejack." He started while reaching into his pocket and pulled out the gold bit he had made in selling the fake tonic and placed in on her hoof. "I got this through dishonest means. That was a mistake I won't be making again! I'd like you to have it, as a reminder of how you helped me finally see the truth."

Applejack naturally is hesitant on taking it. “I don't know…"

"Oh, don't worry. I'll track down the pony I sold that worthless tonic to and give him another bit to replace this one! Honest." He assured to which had Applejack smiling in return and accepting his gift to her before turning to Fuli with another gift. “And as for you Fuli, I got something for you too…”

“Really?” Fuli was touched by this generous gesture. “Oh, you really shouldn’t.”

“I do and I insist.” He stated while pulling out another gold bit along with a brown cowboy hat with a black stripe and a rainbow colored feather on it. “My way of saying thank you for coming to Granny Smith’s rescue and saving me the burden of guilt from seeing a pony losing her life because of my mistake. You’ve earned it.”

“Aww, shucks! It was nothing!” Fuli replied and shrugged it off like how Applejack would respond if she was in the same position.

Applejack chuckled in response seeing this before turning back to her grandmother still feeling the need to apologize once more. “I'm sorry, Granny. I hope this doesn't mean you'll stop swimmin'."

"Why in tarnation would I do that?” She replied like her granddaughter said something preposterous. “I just can't believe those two salesponies had me believin' I could near fly!"

“Well I’m sure by now, they’ll take this lesson to heart and maybe never try coming around these parts of Equestria anytime soon.” Kion said while watching on as the two brothers are continuing to return all of their ill-gotten gains with Fuli watching over them in a ready to pounce position to make sure they don’t try any quick getaway tricks on her.

After that was all said and done, the Apple Family returned home where Big Mac would continue his job in hauling freshly harvested apples for the farm while both Apple Bloom and Granny Smith spend quality swimming time together in the pool they set up in the family orchard. During this, Applejack took the time to write about the lesson she learned that day alongside Fuli.

"Bein' honest sure gets hard when it seems like the truth might hurt somepony you care about. But I think believin' a lie can end up hurtin' even more. Maybe some ponies don't care about that – but I sure ain't one of them."

“As far as speed goes, when it comes to being the Fastest of the Fast there’s always room for improvement. When it comes to using it when other’s need it the most, it takes great timing and patience in aiming for just the right moment to perfectly execute it. It’s amazing of how using your head every now and then can come to play, especially when those who depend on you need it the most.”

Once Applejack and Fuli were both done writing in the journal while sitting on the grass on a small hilltop beside each other under the tree the former turned to the latter still wearing her new cowboy hat moving to stretch her back before settling to take a nap.

“Thank you, Fuli...” Applejack said to the cheetah just about to start napping. “…for saving my Granny’s life.”

Fuli froze from the position she was standing in before shaking it off and replying with this response. “You’re welcome. And like I said it was nothing. I’m sure you would have done the same thing if you were in my position just like Beshte was for me for when I was a young cub.”

“And I can honestly say that there is no question about that.” Applejack agreed with a nod while tipping her head towards her who likewise returned the same gesture. She then turned back to the two swimmers where Granny is preparing to leap down into the pool from a diving board. A small more reasonable jump for a pony her age. "Now you take it easy there, Granny!" She called out to her.

"Oh, I plan to! Hoo, ha, ha-whee!" The elderly pony respectfully replied before leaping into the pool and splashed Apple Bloom while doing so who likewise splashed back at her in a playful family friendly manner.

As Applejack walked on over to the two, Fuli moved to settle down into the grass so she can take a well-earned nap. While Fuli was now sleeping with a smile and closed restful eyes, the bit that Silver Shill gave to Applejack currently resting on the side of the journal along with the rainbow colored feather from the hat Silver Shill also gave her, gave out a shiny rainbow glimmer.

During which Twilight had appeared from behind and tiptoed her way towards the hill. There she moved to secretly swap the feather and bit with identical ones before tiptoeing away before she could be spotted.

From the uncomfortable look she had on her face, she clearly didn’t like having to do this, but in order to ensure that they don’t wind up falling into Scar’s paws, it was necessary in order to save Equestria.

“Hopefully…” She said to herself. “…they’ll understand someday.”

With Applejack and Fuli’s keys now in her possession, that just leaves three more to go, Kion, Kyoga, and herself with one big question on her mind now.

Where and how will they live up to their elements and earn their key’s in order to access the very magical rainbow power contained in the Elements of Harmony?

Author's Note

Here in this episode, I'm sure you know by now that our certain con-artists have returned in this episode just in time for another quick rich scheme. This time it's a proclaimed tonic that can magically cure ailments and enhance physical performance.

Of course the main cast know from the start that it's a scam from the start, but the only problem is that Granny Smith has seen remarkable improvement ever since she started taking it, getting Applejack to keep quiet for the sake of making her happy, even though it isn't living up to her element.

Because of her choosing that over being true to herself it winds leading to Granny trying riskier stunts with every passing day up until she nearly tries to make the impossible possible by attempting a world record high dive. If it weren't for Fuli's quick thinking and being fast on her paws when she did, Granny Smith would have kicked the bucket because of their shenanigans.

It was there Applejack finally came clean and exposed Flim and Flam when she confessed the truth to her grandmother, who true to her nature is forgiving of her since it's bound to happen to everyone every now and then. Plus, both Flim and Flam are literally forced to pay the consequences for their scam thanks to another quick cutoff by the Lion Guard's Fastest.

Two more valuable life lessons leads to the keys to the Element of Honesty and Speed being uncovered leaving three more to go.

But since there are since are a few more chapters left until that happen's our next episode will focus on both Rainbow Dash and Ono as they prepare for their upcoming Wonderbolts Entrance Exam, one of them is taking the right course of action, the other is not. Until then, one has to guess how this plays out so stay tuned...

Episode 29: Testing 1, 2, 3

Episode 29:

Testing, Testing, 1, 2, 3

Twilight's eyes examined the papers she is holding in her magic, while Ono floated in front of her. He was currently holding a book with his legs to which he is showing slight struggle in holding up while flying with Kion reading a book and watching.

“After Luna was banished to the moon, Celestia needed protective forces, so Earth, unicorn, and Pegasi formed the E.U.P. Guard of the Protective Pony Platoons. And, at the celebration of the first Celestial year of peace, an elite flying squadron performed, headed by General Firefly, who later named the group the Wonderbolts. Commander Easyglider established flight choreography that is still used by the Wonderbolts today.”

Ono said all with sweat on his forehead before letting go of the book he was holding unable to hold on anymore. He then gasped so he can catch his breath before asking the alicorn who is currently scanning the papers along with hoisting a red pen.

“How did I do?”

Twilight was currently making the final markings all while uttering “Mmm-hmm.” and “hmm.” along the way before looking up at Ono who anxiously hopes for the best results and Kion watches on hoping he at least did well.

“Well…a few near second-guessing along with some deep thinking along the way…” She began calmly while looking at the anxious bird in the eyes still sweating nervously as he awaits for the final verdict. “…and all I can say is…” She presents a paper showing all check marks along with a marking that had Ono delighted yet still shocked to the core. “…you’ve done well, Ono.” She said with a smile.

“Done well? Done well?” Ono exclaimed when the alicorn hands her the paper that shows that he got a 100%. “I’ve done awesome!”

“You know the mark of a true hero is humility…” She eyed him seriously. “But yes, you did…” She then said while smirking playfully. “…Awesome!” Ono playfully nudged his wing into her shoulder in response before they both shared a friendly laugh together.

Another thing in life that’s good to see between both Twilight and Ono since the former is really lightening up to humor and smiling more and more with every passing day.

“Congratulations, Ono!” Kion happily said to the Guard’s Keenest of Sight. “You come in to that test with that mind set, I guarantee you’ll become a Wonderbolt!”

Just then a blur of blue and rainbow came speeding by and ended up sending Ono backwards into the nearby bushes and sending the papers flying around the front of the treehouse.

“Unlike some ponies.” Twilight stated looking on very annoyed at the Pegasus while Ono does the same after emerging from the bushes before using her magic to gather up the papers while grunting in frustration. "How in Equestria does that pony expect to pass her history of the Wonderbolts exam tomorrow if she's wasting time flying?!"

“I have no idea! But considering she’s been doing this ever since her exam date has been announced that’s going to prove getting passing her entrance exam a problem.” Kion answered trying to understand the speedy pony’s approach.

Ono then looked on and got and idea at the same time Twilght smirked and flapped her wings. “Well, I'm just gonna fly right up to her and tell her what I think about her lackadaisical approach to studying!" He said as he flew up towards her direction. "Won't she be surprised!"

"Surprise!"

Ono squawked when Rainbow Dash appeared right in front of her "Hapana! What the…? How did you—"

"Puh-lease, Ono." Rainbow scoffed as she rested her back on a nearby cloud, for which Ono moved to float over her head. "That was the worst sneak attack ever."

"Wha? But—"

"I saw you giving me the stink-eye from the ground and heard you flying towards me and muttering from a mile away."

Just then Twilight appeared right behind her and startled her in return. "Well, if you heard me "muttering", then you must know what I was "muttering" about."

“Huh, what?!” She exclaimed and ended up jumping from the clouds before regaining her composure. “Yeah, yeah, the Wonderbolts history test. No big deal." she then leaned backwards and fell from the cloud, falling gently with her front legs behind her head. Twilight and Ono narrowed their eyes and flew down after her as the two headed back towards the ground where Kion is standing.

"No. Big deal. Really big deal. It's a test! A test that will determine if you can join the newly-formed Wonderbolts Reserves, and being part of the Wonderbolts Reserves means you'll have the opportunity to live your dream as a Wonderbolt! This is the most important test of your life!" Twilight seriously stated.

“And mine too!” Ono added in the same tone. “You’re not the only one who has to prepare for this test and don’t expect me to hand you the cheat codes just so you can get in easily!”

“I’m afraid they’re right.” Kion agreed. “If you want to become a Wonderbolt, you’re going to have apply seriously as much as Ono who’s been working alongside Twilight in preparing for this exam.”

Even still, the blue Pegasus rolled her eyes dismissing their valid concerns. "Come on you guys, not everybody gets all freaked out when things don’t go their way like you do." The three all give him questioning and somewhat offended looks in response to that remark. "I mean Twilight's freakouts are so epic, you sing whole freakout arias about freaking out. When Ono gets freaked out he goes all "Panic and Run! Panic and Run!" and Kion, you go baring your teeth and claws at anyone that really presses your buttons."

The three were left speechless in response and unable to come up with a good retort in response.

“Well, in my defense they worked my every nerves.”

“And I wouldn’t say “Panic and Run! But…”

Twilight narrowed her eyes before saying. "Fine, I may tend to take my tests a little seriously, but that doesn't mean you shouldn't be studying for yours!" It was there an idea sprung in her mine when the alicorn's eyes and she smiled excitedly, "Oooh! And I know just the pony who can help you: me!"

“I like that!“ Ono approved with a nod. “She managed to help me out so surely she can do the same for you.” He then smiled when he thought of something. “In fact, I can help out too!”

“Me three!” Kion added. “I can help give some ideas of how I study for my tests!”

Just then the alicorn placed her hooves onto Rainbow before teleporting her inside the library ready to get started. All while an unamused and unexcited Rainbow Dash sits at her desk not sharing the same excitement as her alicorn friend.

“Sure. Fun."

During the first attempt of the studying session, Rainbow proceeded to snooze through it while wearing a pair of dark shades in an attempt to hide that from her. It took a large book landing right in front of her to wake her up and knock the shades off of her forehead.

"Wha– huh?"

"This is the most complete—" Twilight explained.

"And ginormous!" Rainbow added while eyeing said book in front of her.

"—book on the history of the Wonderbolts."

"Okay, but how am I supposed to get what's in there into here?" she pointed at the book and then at her head.

"With my handy-dandy study checklist, of course!" Twilight happily replied while levitating said list up to which had Rainbow groaning in response.

"Of course."

“With her and Kion’s help, we will try to help ensure that you pass this test!” The egret himself stated while flying beside her. “If I can lift an encyclopedia while taking the test and do well, I’m sure you can too.”

“Great.” She replied with the most unenthusiastic expression and tone she can muster.

"First up, reading and highlighting." Twilight stated just while handing Rainbow a yellow highlighter so she can mark the words that’ll help her single out the parts that’ll be crucial towards learning of what will be on the upcoming entrance exam.

Ono moved to pull out his clipboard of highlighted material so he can look at his highlighted notes before comparing his to Rainbow’s to see if she understands the concept too. Being a keen sighted bird means that he too can spot out crucial pointers that will asked of him when tested on it.

"Reading and highlighting is the foundation of any good study method. It allows the student to hone in and boil down on what's really important, separating the good from the bad, the wheat from the chaff, getting to the crux of things."

While he talked, Rainbow marked the words she thinks must be highlighted. After his brief explanation he briefly glanced over Rainbow’s shoulder to see her progress.

"Okay, Let's see what you've got so far!" He opened the book and had to turn aside to avoid blinding himself by all of the yellow highlighted words on the book. Every...single…one of them on the pages. "Well, by highlighting everything, you don't really separate the wheat from the chaff…" He said as he flipped through the pages, seeing more highlights and even a drawing of Rainbow herself. "Or the good from the bad." He then found a pretty bad drawing of himself along with Twilight, both stretching out through the entire page, "Hey, I am not that tall!"

Rainbow giggled just when Twilight and Kion move over to take a look at Rainbow's drawing to which had the latter nearly cracked up at both drawings before being glared at by both the alicorn and egret.

“Sorry.” Kion apologized with a slight chuckle.

Twilight sighed before pulling out her clipboard again. "Okay, Rainbow, clearly reading and highlighting is not your style of studying, so let's move on to the tried and true: History lecture!"

She moved towards her blackboard with a symbol drawing of the Wonderbolts emblem. Both Kion and Ono watched on intently where the former pulls out a notebook so he can some notes himself.

“Maybe if there’s something in there that I can help Rainbow out with…” He thought to himself as he prepared to write down what Twilight is about to show Rainbow Dash just when said pony raised up her hoof so she can ask a question.

"Yes, Rainbow?"

"Is it snack time?" she asked holding and opening up a lunch box she just had on her.

"No."

"Recess?" She asked now appearing outside the window with a soccer ball.

"No."

Rainbow groaned as she crawled towards her chair. "Can't we just watch the history of the Wonderbolts movie?!"

"No! Now, just get comfortable, and experience the magic of learning."

While Kion took the notes and Ono watched on, they both ignored the Pegasus pony’s attempt to get her out of this while Twilight begins writing on the chalkboard.

"Ahem. Prior to the great Celestia/Luna rift, there was no need for the Earth, Unicorn, Pegasi, or E.U.P., Guard."

Rainbow sighed and shook briefly tilted her stool. Noticing the squeaky sound it made, Rainbow saw this as an opportunity to distract herself from the lecture and started to tip back and forth on her chair to make, a good musical beat out of it.

"But after Luna's banishment, the Protective Pony Platoons were formed. On the anniversary of the first Celestial year of peace, a celebration was held."

While everyone else was focused on the lecture, Rainbow kept making noises with Owlowiscious hooting along to the sound and Spike playing along with a drum set while smiling unable to resist finding it funny himself.

"Headed by General Firefly, an elite team of aerial performers were chosen to help celebrate this auspicious occasion. The first performance was so full of energy, so highly charged, that magical lightning showered down on the crowd. Everypony was so filled with amazement and wonder that General Firefly dubbed them "the Wonderbolts"!"

Just when she made her magic create the Wonderbolts insignia and turned her back towards the others, she dropped her chalk when she saw what was happening behind her back. Kion once again couldn’t help but find it a bit amusing before moving to stop himself when Twilight glared at him again with a matching frown. At the same time both the dragon and owl both quickly darted out of the room when they saw that Twilight is now seeing what they are doing.

"Rainbow Dash!" Rainbow immediately stopped dead in her tracks upon being scolded on the spot. "Can you repeat any of my lesson?"

Rainbow made her stool creak while replying “No.” with a smile. In response, Twilight teleported the stool away from Rainbow.

So with both previous methods having failed to make sense to her, Kion approached the blue Pegasus with an idea of his own. "Okay, since highlighting and history lectures is getting nowhere, how about an idea that helps me learn pretty well? He offered.

Said method involves turning the fields outside of Ponyville to their surrounding into an obstacle course similar to the one the Lion and Pony Guard ran when they were training.

“An obstacle course?”

“Yep.” Kion nodded while lining up beside the blue Pegasus in front of a straight line that marks the starting line. “My dad taught me this when training me to work up to the role of Leader of the Lion Guard.”

“By running up and down a few boulders along the way?”

“In addition to a few magical bumps along the way to help get you thinking.” Kion added while nodding at the alicorn who used her magic to cause the boulder to constantly rise up and down. “Also, in order to keep things evenly-matched, no flying.”

“Okay…” Rainbow grumbled with crossed arms given that she is a pony who doesn’t like to be tethered down to the earth.

“Ready, Twilight?” Kion asked the alicorn who presented flashcards in tow along with Ono.

“Flashcards at the ready, Kion!” She said with a smile.

“Affirmative.” Ono stated with a salute.

“Ready, Rainbow?”

“Ready as I’ll ever be!” Rainbow confidently stated thinking he’ll be able to tackle his and Twilight’s challenge no problem like she always does.

By the time the two started their away across, Rainbow was quick to wish she had been dealing with the obstacle course back in the Pride Lands since she had to work every ounce in strength just to climb up and leap over every rock that slides up and down from the ground.

Kion having much practice with this was able to time his leaps and jumps perfectly to the point he finds himself leaping on a rock that’s rising to the ground

While they made their way across the field, Twilight read the words from the flashcards, "Colonel Purple Dart, the leader of the Wonderbolts in the Fourth Celestial Era, was known for his– what?"

"Uh. Mustache?" Rainbow guessed while barely grabbing onto the next rock she jumped onto.

“Nope.” Kion shook his head while leaping onto another rising rock.

"After becoming the official flying squadron for Princess Celestia, she honored them with–"

Rainbow had to barely stop herself from falling over the rock she was about to fall off of before properly leaping onto the next rock. While she is able to keep moving and stay on Kion’s tail throughout this exercise, it was just barely since she is clearly falling behind.

“Whoa, whoa…!”

“Come on Rainbow, pick it up!” Kion called after her.

“I’m trying!”

“Better try harder because I’m almost there!” He said before hopping on over to the next rock just when it was rising from the ground while Rainbow had to barely cling onto the next rising rock just to try to keep pace with the Lion Guard’s Fiercest.

"The original Wonderbolts lightning bolt insignia was–" Twilight read before seeing that Rainbow Dash had ended up losing her balance and fell face first into the ground before being catapulted into the air by a rock that emerged from the ground.

“WHOA!” She screamed while flying uncontrollably up into the air just when Kion finished completing the course himself.

The three all look up in the sky to where Rainbow was sent flying towards wondering if she’s okay since she’s been up there for several seconds.

“Don’t suppose I should fly up there and make sure she didn’t…you know…?” Twilight asked.

“I think all you have to worry about is catching her…” Ono answered while focusing his vision on her from very up high. “…because she should be coming down right about…”

“AAAAHHHHH!”

“Now.”

Just when Rainbow was about to hit the ground face first she was caught by the tail courtesy of Twilight’s magic and is now hanging upside down just above the ground.

“So, Kion…” She spoke looking on in the lion’s direction. “…how exactly would say this would help me? And would you happen to learn anything from all of that?”

“Yes.” He replied before saying what he’s learned so far. “Colonel Purple Dart, the leader of the Wonderbolts in the Fourth Celestial Era, was known for his impeccable timing, high speed flight and ability to calculate the altitude of any Pegasus while in mid flight. After becoming the official flying squadron for Princess Celestia, she honored them with their official Wonderbolts uniforms, which were originally grey at the time before changing to blue over the years, adding the lightning bolts. The original Wonderbolts lightning bolt insignia was only a fair of wings with a star to represent their dazzling performance. I was changed in the following two years to a lightning bolt to best represent their determination and speed of flight."

Rainbow was left baffled and jaw dropped that he actually managed learn it all with this exercise alone.

“Impressive!” Ono said with a stunned open beak along with Twilight.

“So that just leaves one way to see how much you learned so far…” Twilight then said while floating over to the upside down pony. “By taking a pop quiz!”

"Bring it!" Rainbow said ready to take just when Twilight teleported everyone back into the library.

"The initials E.U.P. stand for what?" Twilight asked.

"Ernie's undercooked pancakes." Rainbow answered.

"The original aerial team performed for…?" Kion asked.

"Celestia's cereal celebration."

"The Wonderbolts were given their name by this famous Pegasus. Who is she?" Ono asked while secretly pleading to himself, "For Simba’s saker, please don't say Colonel Waffle…"

"Hello? General Blazing Donut Glaze!" Rainbow scoffed, "So, did I ace it or what?"

Kion, Twilight and Ono all face / hoof palmed themselves in response.

"Or what." Twilight replied. "You didn't get one answer correct."

"What? But– but how?"

"I don't know. I've never heard answers so wrong! And so breakfast-related!"

Rainbow's stomach growled at that moment.

"If you had taken the official test today…"

Rainbow Dash gasped while flying around the room. "My dreams of being in the Wonderbolts Reserve would have been totally crushed!"

“Took you long enough to figure that out.” Ono remarked.

Rainbow began flying around the room in a frenzy before flying out of the library now feeling her life is on the line. "What am I gonna do? I'm running out of time! I don't know any of this history! I'm gonna fail! I'm gonna fail, I'm gonna fail, I'm gonna fail! And it's all your fault!"

“What?! Our fault?!” Ono took offense to that statement.

"We're the ones helping you!" Twilight pointed out while equally offended.

"Maybe your famous study methods aren't all they're cracked up to be, eh, teachers?!" She retorted leaving the three on the ground jaw dropped. Here they are trying to help her and this is the thanks they get for their efforts.

Both Ono and Twilight narrowed their eyes while Kion looked seeking to avoid a fight.

"Excuse me, I've used them to study for many a test and passed!" Twilight returned.

"Yeah, right." Rainbow scoffed as she turned her back with Twilight flying up behind her.

"Do you know the name of the premiere Wonderbolts choreographer?"

"Uh, well—"

"Commander Easyglider."

"Do you know how many Pegasi flew in the original squad?" Ono asked joining up in flight right beside Twilight to face the pony unable to give a good answer in return.

"Um—"

"Seven!"

Do you know Princess Celestia's favorite flight pattern?!" Twilight asked, "The Icaranian Sun Salutation!"

"And you’re looking at someone who is looking to join the Wonderbolts alongside you and is actually capable of passing this test. An egret who’s the Guard’s Keenest of Sight.”

"Fine!” Rainbow pouted while dropping down to the ground. “Rub it in, why don't ya? Besides, I don't see why I have to take this lousy test anyway. I've proven I'm one of the best flyers around."

"Knowing their origin and being able to properly represent them for all of Equestria is just as important." Twilight replied.

Just then and what the other’s are aware is that Fluttershy is standing a small distance away with Beshte standing beside her.

"Yeah, right. Some history buff like you must have made that up to bring us flyers down."

"Knowing history actually is beneficial, Rainbow."

Rainbow blew a raspberry in response. "Beneficial for eggheads!"

"Girls."

“Guys.”

Fluttershy and Beshte softly spoke.

There Kion decided to get in between the two ponies. “That's enough, Rainbow! I get you're having a hard time learning, but all Twilight was only trying to do is help you. In fact, all of us are trying to help you succeed."

“Says the lion who’s obstacle course had me smacked around like a pinball.” Rainbow retorted back the lion.

“Says the Pegasus who caan’t even pay attention during class!” Ono retorted.

“Ono!” Kion chided.

“What?!” Ono said back defensively. “It’s not my fault she’s been playing around when we’re trying to help her learn.”

“Girls!”

“Guys!"

Both Fluttershy and Beshte both spoke a little louder.

"And you’re saying I’m wrong to tell her that?!"

“No, I’m just saying you don’t need to stoop down to her insults.”

"Even if said pony had it coming!"

"Yes!"

"Why I’d never…!”

“Girls!”

“Guys!”

Both Fluttershy and Beshte both spoke louder still not getting their attention.

“See what happens when you enlist other’s to help me!” Rainbow then turned to Twilight. “You make things worse than before!”

“How?!” Twilight took offense to that. “At least they’re trying to help you and compared to you this pony knows history and can fly. Maybe I should become a Wonderbolt."

"Just 'cause you've got wings, doesn't mean you can fly! You're barely able to just get off the ground, Scarface!"

Twilight gasped in response and both Kion and Ono cringed when the two ponies nearly getting into each other’s faces when Fluttershy quickly moved and came in between them, shouting this time around.

"Girls! Guys! Stop!"

Everyone immediately ceased their arguement with her words alone snapping them to her attention.

"Now, is that any way to talk to a friend?"

The four of them looked at each other feeling sincerely regret with what they said to each in frustration.

"Sorry." Twilight said.

"Yeah, sorry. Especially that last insult." Rainbow turned to both Kion and Ono. “And I’m sorry to you both, I didn’t mean to get so personal.”

"It's okay and we’re sorry too." Kion shared with a calming sigh.

Ono looked aside in shame. "Me three."

"Don't you have more important things to do? Like prepare Rainbow for her big test?" Beshte asked.

"We've tried everything, Beshte." Twilight answered. "But none of our study methods work for her."

Fluttershy smiled ready to offer a solution. "Well, no offense to your teaching methods, but I think I may have a way to help Rainbow."

The group sat in front of a wooden stage, decorated with a day and night setting, with Spike sitting in a director's chair, complete with a director's hat and a script, while Angel Bunny and Rarity's cat Opal wore Celestia and Luna style wigs.

"Oh, who's that, who's that?" Rainbow asked.

"Celestia and Luna, back when they were happy." Fluttershy answered while Opal and Bunny danced with one another.

“Okay…” Ono remarked while arching an eyebrow.

“I can make sense of it.” Kion shrugged able to see what is going on while Twilight blinked in response.

The two animals stopped their dancing and Bunny moved his arms towards her with Opal collapsing in response to resemble Nightmare Moon’s defeat at the hooves of Celestia. Owlowisious took Opal up and placed her on a wooden moon prop to represent Luna’s banishment to the moon. There more of the pets arrived onto the stage. Applejack's dog wore an antenna with a unicorn horn on her forehead, Rainbow's pet tortoise, flying on his engine pack, wore a orange flyer’s helmet with light orange-colored wings on them, and Spike pushed Gummy onto the stage where all three pets stand before the Celestia actor.

"Uh… now what?" Rainbow asked, still feeling lost on this play.

"Gummy's an Earth pony, Winona's a unicorn, and Tank is a Pegasus."

"They're the E.U.P., helping to protect the Princess." Twilight explained once more already tired of having to say it once more.

“As if she hadn’t already said it.” Ono mentioned feeling weary himself.

Even still Rainbow still had trouble following. "Uh, how are you getting all this?"

The owl took Angel and placed him on the sun prop, and upon seeing Spike’s gestures from his director’s chair, moved the way Celestia did back then. Tank flew around, only to accidentally crash into the wooden sun, causing Angel to fall.

"Oh, no!" Fluttershy exclaimed in worry.

Luckily, the owl managed to swoop in to save him, but in the process accidentally crashed into the moon prop causing Opal to fall over along with the prop itself. Spike managed to run up and catch Opal as the moon landed and rolled over after the two. At that point Rainbow Dash had seen enough of this attempted reenactment.

"Stop, stop, stop! That was aw—"

"Awesome! I give it three woohoo's! Woohoo, woohoo, woohoo!”

“And an extra three "woos" for good measure! Woo! Woo! Woo!"

“Pinkie? Bunga?” Ono exclaimed upon seeing their sudden appearance. “How long have you two been standing there?”

“Long enough to see the show.” Bunga casually replied. “And it sure was whoa, whoa, un-Bunga-veilable!”

"Well, I give it a "whoa, whoa, what?"" Rainbow said otherwise, "I'm totally confused and I just wanna go home…" She started to fly away until she was pulled down back to the ground by Pinkie Pie. "Whoa– hey!"

"Whoa your woes there, woeful. Some ponies learn through theatrical presentation, but other ponies learn through musical intervention."

“Oh, brother.” Ono groaned before placing a wing over his eyes.

Pinkie Pie started performing like a rapper with the background changing to one depicting graffiti painted walls with Bunga, Timon, and Pumbaa dressed in rapper clothes. Timon and Pumbaa were both scratching the records while Pinkie Pie and Bunga in hip-hop getups, beatboxed.

“Well, back in ancient times, there were the Wonderbolts of old

A general named Firefly, amazing and so...

All four stated all together.

“Bold!”

“She brought them all together, spreading unity...

All four stated all together.

“In flight!”

“Performing at their very best with wonder...”

Pinkie, Bunga, Timon, and Pumbaa.

“And with might!”

“There's Admiral Fairweather and the Colonel Purple...’

Pinkie, Bunga, Timon, and Pumbaa.

“Dart!

“Gave Wonderbolts a bit of steel along with...”

Pinkie, Bunga, Timon, and Pumbaa.

“Lots of heart!”

“An admiral named Fairy Flight and general called...”

Pinkie, Bunga, Timon, and Pumbaa.

“Flash!

“Helped the 'bolts fly super high...”

Pinkie, Bunga, Timon, and Pumbaa.

“With style and panache!“

“Commander Easyglider was the real cream of...

Pinkie, Bunga, Timon, and Pumbaa.

“The crop!”

“For with her wicked moves, the Wonderbolts...

Pinkie, Bunga, Timon, and Pumbaa.

“Soared to the top!”

“Wonderbolts, yeah! Wonderbolts...”

Pinkie, Bunga, Timon, and Pumbaa.

“Huh!”

“Wonderbolts, yeah! Wonderbolts...”

“Unh!”

“That is my rappin' history of the Wonderbolts!”

The scene changed back to reality with Pinkie now out of her getup. Though the other three still kept on it.

"So, d'you get it?"

Rainbow Dash smiled in response. "Yes, Pinkie Pie!" She then poorly imitated the previously done rapping. "General This and Colonel That, they're the Wonderbolts, something that rhymes with that! Word!"

The others remained silent while Pinkie had this to say. "That… was pretty terrible."

“Not cool, man. Not cool.”

“Horrible.”

“Terrible.”

The others added unimpressed.

"What?!” Rainbow exclaimed in response now more worried than ever. “No... really? But I've gotta learn this stuff! Now!" She started to gallop away, only to be intercepted by Rarity, wearing a general's uniform.

"And I am just the pony to help!" She stated.

Bunga chuckled in response along with Ono upon seeing the outfit in question.

“No way.”

“What the buck is that?”

Rarity shrugged it off like she didn’t hear it. “I am going to ignore that comment along with that filthy language of yours…” She briefly pointed a hoof in Ono’s direction. “…out of my desire to help Rainbow Dash."

Rainbow looked towards her smiling friends still offering their support before turning back towards Rarity. "Good luck."

With a generous gesture of her hoof, Rarity directed Rainbow’s attention to what she has in store for her at her boutique shop.

"Get ready, Rainbow Dash, for I am going to take you on an historical adventure in fashion!"

Rarity led Rainbow Dash inside, where a spotlight shined on top of them. Rainbow noticed the mannequin figures in the shadows.

"I am now modeling the rather unattractive, and frankly itchy, original Wonderbolts flying costume. Fortunately, thanks to the vision of Flaire De Mare, the Wonderbolts ensemble became more streamlined in a wonderfully breathable fabric. Of course, there were fashion hits... and misses."

Rarity then spotted something that caught her disturbed eye by having the spotlight shine over Pinkie Pie, currently wearing a blue flying admiral jacket with a matching hat and gray pants.

"Just look at those dreadful bell-bottoms. What were ponies thinking?"

"I dunno. I bet General Flash rocked these thangs!" Pinkie cheerfully replied.

Rainbow Dash screamed in shock upon seeing this. "Pinkie, you're real!"

"Of course I'm real! I mean I'm not the real General Flash, the tenth leader of the Wonderbolts, but I, Pinkie, am really real." She assured that she is real and not a fake life-like copy.

"And I'm Admiral Fairy Flight, from the seventh squadron." Fluttershy added while wearing a light blue uniform and matching cap.

Next up was Twilight wearing a grey jacket with matching hat and black shades, "And of course you recognize Commander Easyglider."

Followed by Applejack. "And I'm sportin' some sort of getup worn by Colonel Purple Dart."

But even with all of these names and everyone posing as these important figures, Rainbow still couldn't remember and intake any past history. She was still feeling completely anxious and pressured.

"Just look at us." Rarity told her.

“Look at us." Twilight repeated.

“Look at me!" Pinkie chimed in.

“Yeah, look at her!” Bunga popped up.

"It's too much for my eyes!" Rainbow exclaimed while backing away from them while covering her eyes.

Seeing the distress on her friend’s face, Applejack approached her with advice to try to give her. "Now, don't you fret, Rainbow. This fashion show nonsense wouldn't help me learn nothin', either."

As she removed her hat, Rarity looked on feeling like it defeated it’s attempted purpose.

"Really? Well, what special study trick do you have, AJ?" Rainbow asked as they walked outside together.

"Who, me? Oh, I got nothing. Why, I could tell you every little thing there is to know about the history of apples, but I picked all that up over years in the field as a labor of love. How much time you got?"

"Twelve hours."

"Oh, then you are up a creek."

Twilight then levitated the flash cards around her. "Oh, I think we should just go back to old-fashioned studying." She happily suggested prompting the pony to duck under the ring only to find herself face to face with Fluttershy.

"What about our play?" Fluttershy asked, while having both Angel Bunny and Opal on her back both still wearing their wigs.

"Just look at these costumes!" Rarity added while joining in the fray. "Surely something resonates with your inner Wonderbolt!"

Applejack came in while pushing Rarity aside much to her annoyance with her ill-mannered gesture. "And Granny Smith discovered the first granny smith in Fillydelphia, when she was just a filly!"

Pinkie Pie put her black hat back on and started rapping again, "Commander Easyglider was the real cream of the crop—"

"Pinkie! Please stop!" Ono expressed rather exasperated. “That isn’t going to help Rainbow prepare for her test!”

"Well, I suggest you put down your silly cards of flash, For I know that they cannot help our good friend Rainbow Dash!" Bunga then said while rapping much to the eye-rolling annoyance of the Guard’s Keenest of Sight.

“Hapana.”

"Maybe we could try the obstacle course again." Kion suggested, "I’ll go easy on you."

“Are you sure that’s a good idea?” Ono questioned knowing that Rainbow is never one to want to not take a challenge thrown right at her.

Sure enough it spiraled into an argument of who they think has the best method of studying for Rainbow Dash. But sadly the only help it managed to do was further stress the poor pony out until she snapped.

"Enough! No rapping, no cards, no costumes, no obstacle courses, no play…" Spike pouted like he is going to cry. "…and no apples! I am never gonna pass this test, ever! Just forget it!"

Rainbow quickly flew fast and far away from the group as possible all with the simple motive of wanting to do nothing but despair feeling this is now a hopeless cause. As soon as she fled everyone was left feeling regret for putting this much pressure on her since they clearly didn’t mean to overwhelm her.

“I’ll be back.” Twilight said to Kion before flying off after her.

“Wait for me! I’m coming too!” Ono shouted in her direction while following after her.

Meanwhile, Rainbow was flying away from Ponyville in her haste to get away from it all. Her biggest dream on the horizon yet is woefully and mentally unprepared to actually prove it by showing that she understands the very history and foundation of how the Wonderbolts came to be.

Both Twilight and Ono were quickly able to catch up to her while the pony flying ahead was looking downcast and feeling incompetent.

“Rainbow, we're sorry about all that!" Twilight apologized.

“We didn’t mean to overwhelm you!” Ono added. “It was never our intent!”

"It's okay. You were just trying to help. It's just too bad I'm too dumb to learn anything."

"You are not dumb!" Twilight insisted otherwise from thinking that. "You just learn differently!"

"If by "differently" you mean "not at all", then you're totally right."

"No, that's totally wrong." Ono corrected.

Rainbow still wasn’t convinced before changing course. "See? Wrong again."

Both the flyers followed after her regardless.

“Oh, come on Rainbow! I don't know anypony that's read more Daring Do books than you, heck that’s more books then I’ve ever read in a single day." Ono tried to convince her from thinking that way.

"Well, that's not going to get me into the Wonderbolts."

"And your knowledge of jokes and pranks is only rivaled by Pinkie and Bunga." Twilight added.

"Great. My years of being a class clown prevented me from actually learning how to learn!" While the three were talking, Rainbow scanned Ponyville from up high while looking around for signs of trouble.

"That's not what I meant. You're smart, creative, inventive, and–" Twilight was interrupted when Rainbow Dash suddenly flew ahead while finding herself dragged along forcibly. "Hey!”

Ono did his best once more to follow after them. “What are you doing?! I know you’re upset but could you at least tell us why…Hapana!”

As soon as the two saw it, they both took action alongside Rainbow Dash in intercepting Janja and Reirei who were both ganging up on Ma Tembo and the herd.

“My, my…” Reirei remarked with a sinister chuckle. “You all got nowhere to go.”

“Any last words?” Janja tauntingly asked the terrified group.

“Yes!” Rainbow’s voice called out to them when Twilight flies on down towards them by her side. “Surprise!”

“Uh-oh.”

“Oh no.”

“Not the face!”

Both Cheezi and Chungu muttered along with Doigoi just when they were all swept off their paws and punched in the face by the speedy blue Pegasus hurling right at them followed by Twilight using her magic to blast and force both Janja and Reirei away. Before Nne and Tano could both manage to lay a tooth or claw on their prey, Ono swooped in and relentlessly pecked at them to the point they were forced to back up.

Before the hyena leader knew it along with Reirei they along with the rest of their clan were all hoisted and in the alicorn’s mercy.

Instead of flinging towards the portal with her magic like she did before, she smirked and had a different idea in mind.

“What are you going to do us, Twilight…?”

“No! Not the boot!

Reirei and Janja both fearfully asked now panicked when she is giving them the devious smile.

“Oh no worries…” She assured. “…I won’t give you the boot this time…”

Both leaders sighed in relief for a moment before the princess moved her head towards Rainbow Dash for a new idea to have them sent back to the other world.

“Rainbow, remember how Trixie sent Fuli out of Ponyville…?” She addressed her who returns the mischievous smile when she got the idea causing the two to wince knowing what’s going to happen next.

“Uh-oh.” Janja spoke sparking curiosity from his fellow pack members.

“Speedy wheels?” Cheezi asked figured where this is heading.

“Eeyep.”

“Flying on out of here?” Chungu also asked.

“Eeyep.”

“Crashing face right into Pride Rock…?”

“…where our boss is going to be waiting for us after we crash into some hard rocks?”

“Eeyep.”

“Dearie…” Doigoi spoke fearfully.

“Just prepare for a lot of pain and bruises.” Reirei honestly advised before being hoisted downwards where their ride towards a lot of pain awaiting for them.

The blue Pegasus pony quickly flew over and performed running and flying circles around the group to form moving wheels on the ground with Twilight moving to place them each in them causing and forcing every single hyena and jackal to hightail out of Equestria on foot.

“Thank you, Rainbow, Twilight, Ono.” The elephant leader gratefully expressed to their saviors.

“Our pleasure.” Twilight simply said on behalf of the trio before the herd moved to settle somewhere a little safer just in case they decide to come back again.

After they left both Twilight and Ono turn were quick to react their amazement that Rainbow actually managed to spot it out first.

“I can’t believe it.”

“I know! I’m usually the first guy that actually spots when trouble is nearby!”

The two expressed still stunned.

"I know." Rainbow replied like it’s no biggie for her. "That's because you were both jabbering on so much."

"But how did you notice?" Twilight asked, "You were listening and talking to me the whole time!"

"Ha-hah, you're such a rookie. An experienced flyer like me knows how to multitask."

"While you fly?" Ono asked while admittedly impressed himself. Sure he knows that she is capable of having keen sight like him but it never occurred to him until now that she actually has it to the point she can be just as quick to spot out and alert the others on par with him

"It's essential! Yes, I was paying attention to you, but was also scanning the sky and the ground for any problems."

"Really?" Twilight asked.

"Flying's not just flying! In order to stay safe in the sky, I've got to hear and see everything down to the littlest details.” She then recalls previous events she saw while flying. “For instance, I saw Mtoto and his friends come out of Sugarcube Corner along with the Cutie Mark Crusaders, and from the looks of it, one of them obviously indulged in a lot of peanut butter chocolate ice cream. And I'm thinking Mr. Chung sold a huge order of his phonographs. I also noticed that both Janja and Reirei from afar with the elephant herd at an equal distance form here. Once I saw they were cornering them, I knew we had to get on over there fast before they try to make dinner of them. I always make note of everything when I fly. No biggie."

"Everything?" Ono asked just when he and Twilight both smiled towards each other when bulbs lit up in their minds at the exact same time.

"Oh my gosh!" Twilight exclaimed.

"What?" Rainbow curiously asked.

"Gotta go!”

“We’ll catch you later!”

In an instant, Twilight quickly flew off ahead while Ono moves to follow after her trying to keep pace with the high-energized alicorn while heavily panting in the process.

"Yeah, I get it. I wouldn't want to hang out with a loser like me either." Rainbow assumed sadly before flying away to rest on a cloud that turned grey, fitting her for her current mood.

Back at the Golden Oak Library, Twilight and Ono had everyone from the Guard gathered together, along with Timon and Pumbaa.

"Thanks for meeting us, everybody and everypony."

"What is it, Twilight?" Kion asked.

"We finally found a way to help Rainbow Dash." Ono said while Twilight looks through her telescope to see the pony in question currently moping on her darken cloud.

"But how?" Fluttershy asked.

"We've tried every kind of studying." Rarity pointed out. "My way, your way…"

“His way, her way…” Bunga added while gesturing to Kion and then Applejack before Twilight raised her right front hoof to motion him to stop.

"Yes, but we haven't tried Rainbow Dash's way." Twilight counter replied.

“Her way?” Bunga asked now confused.

"Hmm, I'm intrigued." Pinkie Pie said while placing her rapper hat on her head.

“Ooh! You mean whatever is Rainbow’s way, I get it.” Bunga realized.

"Okay. Listen up everyone and everypony, here's the plan" Twilight said to the whole group as they all huddled together.

Rainbow Dash was still laying on her cloud still feeling downcast still with no hope of ever passing for this upcoming test. With her inability to show interest she was feeling there was nothing she can to avert the end of her dream and failure. She was distracted from her thoughts when Twilight and Ono appeared.

"Hey, Rainbow. Wanna go for a fly?" Twilight asked.

“Sure. Got nothing better to do." She replied with a sigh before flying beside her and Ono. "Didn't we just do this?"

"Yes, but like you said, I'm such a newbie, I need all the practice I can get."

"Yeah, well, I'm sure you'll become a great flyer in no time. After all, you're good at everything." Rainbow flew on ahead with Twilight and Ono both looking down at the ground for brief moment before sharing a nod together before resuming their flight with the despairing flyer.

"So… what's going on?" Ono pegged.

"Oh, nothing. Just getting my dreams crushed." Rainbow sadly replied.

"Uh… read any good books lately?" Twilight asked.

"Just history books. I'd tell you what they were about, but my brain is as dry as a rock."

"Speaking of rocks, did you know Pinkie Pie grew up on a rock farm?"

“But didn’t we just…” Ono began until Twilight cleared her throat to remind him he can't speak any further on that matter now. “…never mind, just thinking out-loud.”

Rainbow still didn’t heed to that near slip up. "Maybe I'll go work there as I have no other plans for the rest of my life."

"Oh, come on now, Rainbow. You can't give up on your dream!" Twilight tried to encourage otherwise.

"Seems my dream has given up on me. Maybe I'll learn to shine shoes, sell hats, dig ditches…"

"Or maybe you'll be a Wonderbolt." Twilight countered again while performing a happy flip through the cloud in front of her.

“Like me.” Ono added.

It still failed to improve Rainbow’s mood. "Twilight, Ono, give it up! I have." She flew ahead with both her flyer friends still smiling and following after her.

"So, what do you remember about that flight?" Twilight asked upon landing with Ono landing on her back since unlike alicorn’s or Pegasus ponies he can’t stand on clouds.

"Nothing important. Except after Luna was banished to the moon, Celestia needed protective forces, so Earth, unicorn, and Pegasi formed the E.U.P. Guard of the Protective Pony Platoons."

Rainbow's eyes widened upon realizing what she just said.

“Yes…?"

“Go on…”

Rainbow smiled while she did so. "And, at the celebration of the first Celestial year of peace, an elite flying squadron performed, headed by General Firefly, who later named the group the Wonderbolts!"

"Uh-huh…?"

“Continue…”

"Commander Easyglider established flight choreography that is still used by the Wonderbolts today!" Rainbow finished while performing a happy flip.

"Yes!"

“Correct!”

"I… I know the history! I know it all!” Rainbow said with happy astonishment but now couldn’t help but wonder. “But how in Equestria did that happen?"

"You learned it!" Twilight replied while wrapping her right front hoof around her.

"Yeah, I got that! But how?"

Twilight then flew ahead leading her and Ono back to the ground where their friends along most of the Pride Landers all carrying around and wearing Wonderbolt themed items, posters and costumes.

“You see…” Ono started. “We discovered that you catalog everything that happens all around you when you're flying, without even thinking about it! So, we made use of your special skills by enlisting everybody to help you learn the history of the Wonderbolts!"

The more she thought about the more it started to make sense to Rainbow.

The first thing she noticed was Fluttershy, dressed as Princess Celestia, and Rarity, dressed as Princess Luna.

"I, Princess Celestia, banish you, Princess Luna, to the moon."

"Noooooo!" Rarity said in a dramatic manner.

Next up was the Cutie Mark Crusaders along with the young fan club group.

Apple Bloom and Mtoto shouted, "Earth!"

Sweetie Belle and Kwato shouted, "Unicorn!"

Scootaloo and Kambuni shouted, "Pegasus!"

In that order, the Cutie Mark Crusaders jumped onto Big Macintosh’s back while Kwato and Kambuni hoped onto Mtoto’s back.

"E!"

"U!"

"P!"

"Eeyup!"

Fluttershy flew by still resuming her role as Celestia. "Let us celebrate our first Celestial year of peace!"

"Yeah, let's party!" Pinkie Pie shouted in her costume with Bunga standing beside her while wearing his uniform. "I'm General Firefly! Gee, my costume is itchy and unattractive, but I'm gonna assemble an awesome flying team!" She pulled the cord on her cannon, unleashing paper stickers in the shape of Wonderbolts symbol. "'ll call them... the Wonderbolts!"

Rarity then appeared behind her in her general uniform. "Streamlined style by Flaire De Mare!"

With Hadithi and two other Pride Land flyers help in dressing up in costumes they were able to perform the remaining roles no problem.

Jinora, Ikki and Meelo flew on their gilders, dressed as various Wonderbolt flyers.

"Admiral Fairweather!" Hadithi shouted while flying by.

"Colonel Purple Dart!" Mwenzi shouted.

"Admiral Fairy Flight!" The purple hawk with blue eyes shouted.

One of the egrets that took attention to Ono’s previous loss of feathers from the other day then shouted while wearing his costume. “General Flash!”

Amongst the crowds most of the Lion Guard wear all holding up posters and pictures of the wonderbolts logo on them.

Kulinda shouted while wearing a costume too along with her baby girl. "Commander Easyglider!"

All throughout the flight, more and more Ponyville residents also chimed in by holding out posters and pictures of the Wonderbolts with more and more facts from history being spoken with every passing figure. To cap it all off Hadithi and a group of fellow loyal flyers he assembled flew by carrying a banner with the Wonderbolts logo on it while Fluttershy flew beside it.

"The history of the Wonderbolts!" Fluttershy as the sun princess declared just when fireworks went off.

"Oh my gosh, oh my gosh, oh my gosh! Thank you! Thank you all so much!" Rainbow happily expressed to the whole team gathered right in front of her.

"You're welcome, but it all came from you." Twilight thought nothing of it.

“That’s true.” Ono agreed. “After all, you learned without knowing you're learning. Your main focus is flying, but then your brain is also absorbing lots of other information! It's actually really brilliant!"

Rainbow Dash couldn’t help but respond with a smug smirk. "Ha, I always knew I was brilliant!"

The rest couldn't help but laugh along with Rainbow Dash along with her well-earned accomplishment.

“Well at least you now know the Wonderbolts history…” Ono proudly said before turning on to rush over to the library in flight. “Speaking of which, I better get back to studying for my Wonderbolts exam too! See ya!”

Sometime later, the big day came for both Rainbow Dash and Ono to take their Wonderbolt entrance exams in a classroom supervised by a Wonderbolt official reading his newspaper from his front desk. Since the two were both mentally prepared in their own way leading up to this in the last twenty-four hours they both knew all of the answers to the questions they were given.

Meanwhile, Kion met up with Twilight who is currently taking the time to write down a friendship lesson she learned herself that day at the library.

“Rainbow Dash finally learned the history of the Wonderbolts, but she's not the only pony that needed a lesson; I needed to learn something just as important. One way of learning isn't better than another. After all, every pony is unique and individual.”

“First time for everything huh, Twilight?” Kion said to the alicorn who was surprised to see him here but still was very warm and welcoming.

“Yep.” She nodded while flipping through the pages of the various friendship lessons learned throughout the team recently including some of the lessons she learned since her reformation. “Friendship lessons can happen one way or another whether it’s the student or the teacher.”

“And you’re smiling more.” Kion noted. “Don’t think I have seen that in a while.”

“Well, yes.” Twilight still smiled not even denying it. “Guess that comes from friendship warming my heart again.”

“Not that’s a bad thing.” Kion said. “It’s actually an improvement considering I just got done talking to Ma Tembo who told me of what a wonderful pony you were saving her herd from Janja and Reirei the other day and how she count on you to come to their aid when needed.”

“Oh did she…?” Twilight asked feeling surprised and slightly touched. “…well I couldn’t just stand by and let that happen.”

“And it’s a very good thing you did, and she is very grateful that you and the other’s saved her and her herd.”

“Well, don’t thank me, thank Rainbow, for once she had the keen sight to spot them out in danger.”

“Really?” Kion spoke feeling very impressed. “About as good as Ono’s?”

“Right up there.” She nodded.

“I’ll make sure she knows that the next time I see her.”

Said mare barged inside right through the front door. “Woohoo! 100%”

“Sounds like somepony aced her entrance exam.” Twilight said just when Ono appears after her.

“And not only that…” Ono added. “…the first egret to do the same with his entrance exam along with making another step towards being the first Pride Lander to join the Wonderbolts!”

“Congratulations!” Kion proudly complimented. “You both keep this up you’ll both be climbing up the ranks in no time!”

"And we look forward to it!" Rainbow happily stated while high fiving each other wings.

While Twilight proudly watches on towards the two celebrating alongside Kion they are unaware that Scar’s green eyes are sinisterly and ominously looking on at them with a narrowed look from behind before it fades away. With his plan of completing his takeover getting closer and closer by the day, he knows he needs to watch those two closely in order to ensure it fully comes to fruition. And by that, no mistakes can be made this time around…

Author's Note

In this chapter of friendship lessons we now have the responsible student studying and of course the uninterested student not wanting to follow the same method of studying as the other.

With friends by her side, the Lion and Pony Guard is determined to find the best approach for Rainbow Dash to be ready to take an important history test that'll determine if she and Ono will get to join the Wonderbolts.

But as some learn that not all and other methods are always compatible with one another and that sometimes their very own works wonders very well, and that's what proved crucial when some Pride Landers found themselves in danger and proved to be the method Rainbow Dash needed to not only learn and pass her test but ace it alongside her future Wonderbolt partner.

In short, it was a friendship lesson that both Rainbow Dash and Twilight along with Ono who butted heads throughout most of the episode came to learn in the end.

Next up is "Insipiration Manifestation." where the titular book and it's dangerous magic come into play into here with predictable results but unforeseen and dire consequences to come with it so stay tuned...

Episode 30: Inspiration Manifestation

Episode 30:

Inspiration Manifestation

Both Beshte and Bunga are both best buds who both like hanging out together whenever they are not dealing with their Lion and Pony Guard responsibilities. Before the team’s formation, they both would spend time relaxing in the mud almost all the time. Afterwards, the two managed to have some fun together with both Applejack and Pinkie Pie when it came going on an Apple Family road trip together.

Today was another one of those days when they decided to go to the Ponyville Foal and Filly Fair together. There are both meeting up with Spike, Ono, and Rarity with the latter seeking to create a puppet theater for her latest client.

The former of course was there for his best pony friend Pinkie currently helping the Cakes provide the catering for the festival and with his work already done, he was free to be able to join his favorite hippo friend for a pass to enjoy the festivities alongside him.

“Hear ye, hear ye!" Pinkie Pie called out as she happily made way away through with balloons in tow. "The Ponyville Foal and Filly Fair is almost ready to begin!"

“Good ole Pinkie!” Bunga remarked with a chuckle to the hippo walking beside him.

“You said it. And it sure is great that Ponyville is able to put this together all for the young ones.” While they were walking they came across parents of the kids from the Pride Lands all getting in on the fun. “Along with having it so that everyone can have fun.”

“I’m sure Rarity is excited as well.” Bunga then said. “I heard she’s been working hard on her new puppet theater lately.”

“I wonder what she came up with?”

“Don’t know. Guess we’ll find out.”

By then the two have reached Carousel Boutique where they got an immediate look at the unicorn’s creation just while walking inside.

“Poa!”

“Un-Bunga-veilable!”

Said puppet stage was a golden stage extravagant jewels and diamonds all around with flower vases with pink and white rose decorations, pink silk curtains displayed on the front, purple curtains displayed inside the theater frame, and the sides were decorated with a nighttime colored sky with a yellow sun and purple diamonds design.

“Oh welcome boys! I see you managed to get a look at my finest work!” She greeted.

“We see!” Bunga happily returned. “It look’s great!”

“It sure is.” Beshte agreed although he couldn’t help but eye at the stage she is finishing up. “And...Um…it’s very gold and expensive…”

“And…?” She asked hoping to be showered with more compliments.

“Sparkling and dazzling.” Bunga added.

“Well...” Beshte struggled trying to find the right words to describe it. Truthfully it’s great, although admittedly it’s a bit flashy and a little out of place for a children’s fair. “…very stunning and rich in taste.”

“Oh, thanks.” She said while batting her eyelashes and patting her mane curls.

“Just curious though…” Beshte spoke up trying to speak his thoughts lightly. “…what inspired you to create this theater the way you designed it?”

“Oh, it’s something that came from my expertise knowledge of fashion.” She replied. “I mean just because the attendees are young, doesn't mean they don't deserve my very best creative work." said the unicorn, adding her finishing touches to her creation. "Why, this puppet theater is going to be the talk of the Foal and Filly Fair!"

Of course accompanying her in the same room with more boa’s she requested for the puppet theater was her most favorite admirer Spike who is looking on at her all while helping her out however he can. “How could it not be? You're the one making it…" He said lovingly.

Bunga snickered behind his back before hearing a clearing of the throat from the Guard’s Keenest of Sight.

“Done, Bunga.” Ono raised an eyebrow at him. Bunga nodded before the egret proceeded to continue. “Anyways, thank you both for coming and you have both arrived just in time for Rarity to put the final touches on it.” He then muttered to the two so that Rarity wouldn’t hear him. “Personally a little much if you ask me.”

“Well why didn’t…” Bunga began before Ono cleared his throat again while gesturing to the girl at work. “…why didn’t you tell her if it’s overly expensive?”

“I tried, but she insisted that she put her finest work into this no matter what tiny little features it could use as opposed to making the most expensive puppet show that the ponies in Canterlot would feel is more fitting.”

“It must be pretty hard to be honest at times, huh?” Beshte asked knowing what he is trying to say.

“Although even though I’m no keen expert here...” Bunga said as he examined the cart. “…but how exactly can you be honest about making the perfect theater for children?”

“Oh, I’m sure children wouldn’t mine a little extra razzle dazzle and I appreciate your opinion on the matter.” Rarity once more assured. “Having said that I should thank you Spike…” She said in his direction while placing one more boa around the dragon’s neck. “…after all, Spike, you are my favorite dragon."

Spike was very touched and gushing as always. "Your favorite dragon? Aw, gee…"

With her work now complete she is ready to move her latest creation to the fair.

"The hours have been long, the work taxing beyond compare, but it will all be worth it when we hear those three little words!"

However when she presented it to her client…

"This is awful!"

"Awful?!" Rarity was not expecting to come out of the male unicorn puppeteer’s mouth.

"And completely unusable." He added while inspecting it. He spun its golden wheels which did not touch the ground since they were just decorations for the stage itself. "Hmmm… Ugh! It doesn't travel!" He stuck his head into the stage itself, which was crowded thanks to the vases of flowers that Rarity had placed there. "Oh, there's no room for my puppets! It appears I won't have a traveling puppet theater to use after all."

"But--but I--"

“Now, now, come on, there’s no need for that…” Ono suddenly spoke out in her defense. “...listen I understand it’s not what you were expecting but she was just trying to create something that is inspiring for ponies who have such a fine sense of fashion and fillies who dream of being rich and successful someday. So I think you could at least do her a favor in at least trying not to be too hard on her.”

“Tell it to the hoof, bird-brain.” He scoffed before turning away while levitating his puppets away with his magic who likewise give the two the disgusted glare leaving Ono offended and Rarity severely hurt.

“Well…” Ono said in his direction while shrugging it off having heard worse before.

“Sorry, Rarity.” Beshte said in an effort to comfort the unicorn who is now tearing up still feeling the sting of the overly harsh criticism.

“I don't know what that guy was talking about." Bunga said still trying to say otherwise.

“Exactly!” Spike agreed. "This thing is perfect!"

Alas, it did little to make Rarity feel better since she had already galloped away while crying.

“Or maybe he did, somehow…” Bunga then said feeling like his efforts to try to make Rarity feel better only made her feel worse.

“It’s not your fault, Bunga.” Beshte said to him. “I mean yes it wasn’t exactly what he was looking for but he still didn’t have to hurt her feelings over it.”

“He truly didn’t.” Ono shook his head in agreement before flying after her with the hopes of trying to help her out of her latest depression. “And now I got a unicorn to go comfort.”

“Wait up, Ono!” Beshte called after him with Bunga riding on his back. “We’re coming too!”

Back at her boutique, Rarity was sobbing in her infamous fainting couch in her usual dramatic manner. "This is terrible, simply terrible!" She whined while the others watched on.

"So that puppeteer didn't like your exquisitely crafted best puppet theater in the history of puppet theaters puppet theater." Spike said in an effort to help her out of her funk. "You can just contribute something else to the Foal and Filly Fair."

“Yeah like what I’ve been doing for Pinkie by helping out with the catering or maybe something like creating costumes for the kids. I’m sure they’ll love whether you have to offer them.” Bunga added.

"See, Rarity! There are other things you can do to help out!” Beshte further encouraged.

Rarity calmed down for a bit when she turned to face her friends. "I suppose I could... Oh, forget it!” She then stated still unable to work up the courage to try again. “I'd never have something finished in time!” She then continued weeping and levitated a spoon along with a tub of ice cream so she can sink her teeth into her depression all while saying. “Nom! Nom! Nom!” While drowing her sorrows into it.

"I wanted to leave my creative mark on the fair, and I failed –" She helped herself to another spoonful of ice cream before chewing and swallowing it down before continuing. "…miserably! And that makes me miserable!" She continued to cry and eat ice cream while she was at it.

“Aww!” Bunga said pitying her. “If only there was something we could do to help her out.”

“Maybe there is…” Spike said while thinking of something to help his friend out, and he has an idea of where to start.

“Like what?” Bunga asked intrigued with what he has in mind before Spike ushers him out of the boutique so they can go out to find the source…

…all while Ushari accompanied by two skinks, a red female one named Shupavu, and a yellow one with a blue tongue and legs watch the scene from the nearby window.

“Skinks! With me!” He commanded of them before leading the way after them.

“Yes, Ushari!”

“You got it!”

They both complied while following his lead where they follow both Spike and Bunga to the abandoned castle of the two sisters.

The castle of course still had that creepy vibe as before even when visiting it under broad daylight. Once inside both the dragon and honey badger searched the library with Twilight's pet owl, Owlowiscious, accompanying them.

"Argh, there's gotta be something in here somewhere." Spike said as he looked through the books.

“Should be. We just searched through a new record of books in one sitting trying to look for what we need here and I don’t mean Twilight’s record.” Bunga said while skimming through every book he comes across.

While searching, Bunga couldn’t help but think back to when Beshte insisted on wanting to stay by Rarity’s side. I mean sure it was just to be a good friend in his words, but the way he really wanted to stay is something that he couldn’t help but shake off. It was like to him, he saw something that really got to the hippo with his personal investment in his efforts in trying to comfort her, like he’s seen this before and it reminded him of something deep.

The more he thinks about it, he thinks back to a time where he was young and essentially had him living alone before finding Timon and Pumbaa. Back then, he was already brave and smiling, yet deep down, had something deep down that was truly bugging him about living alone with his family much like Fuli and Ono.

“Bunga!” Spike called out to him which snapped the honey badger out of his brief solemn flashback. “Did you find anything?”

“Not yet!” Bunga quickly said while still snapping back to reality. “How about you?”

“No luck here!” Spike returned before pressing forward. “There’s got to be something that will help Rarity make something in time for the fair? She really, really, really wants to make a creative contribution." He said while turning to the honey badger standing on the opposite side of the room. "She said I'm her favorite dragon, so it's up to me to come through for her in her time of need."

“Of course! I mean she’s perfectly aware that you have a crush on her and you’re the only dragon she knows! Duh!”

“Seriously?!” Spike turned around and arched an eyebrow at him. “Have you learned anything from our time trapped in the sinkhole and caves with the king and princesses?”

“I have.” He retorted. “I’m just saying it’s pretty obvious at this point that Rarity really likes you. She just has a different way of showing it like how Beshte wanted to stay by Beshte’s side in comforting her.”

“And I’m sure that he knows that too.” Spike rolled his eyes back at the honey badger before focusing his attention back on the books in front of him. “There's gotta be some kind of spell that'll do the trick." Spike jumped onto the nearby rolling ladder to look at another shelf while Owlowiscious proceeds to constantly hoot at him. “Come on, help a dragon out!" He removed another and saw Owlowiscious hooting at him right in front of him.

Now annoyed, Spike placed the book back in its place, to obscure his view of the owl, before sliding off to another bookshelf, only to find the owl already there hooting at him once again.

“Not trying to change the subject here, but think maybe we should just actually go back to the Carousel and actually try and help make her feel better. I really could have helped her out with her ice cream problem.”

“I think not because I‘d like to think of this is actually about helping inspire a new creative streak for the pony that’s been so generous in designing us all of those outfits for us since the Grand Galloping Gala.” Spike replied before scowling at the owl still hooting at him.

“All right, all right.” Bunga relented just when Ushari peers his head from behind one of the nearby books before slipping his head out of view. Behind those books he secretly used his tail to pull on one from its shelf, only this one was attached to a metallic arc. Suddenly, the room started to shake while Spike was still talking to both Bunga and Owlowiscious.

“You don't think we should use magic–" Spike started until he noticing the ground below them shaking. “What is that?!”

"I don't know! And whatever it was it wasn’t me!" Bunga quickly said defensively.

The wall in front of them shifted and slided to the side, revealing a dark and mysterious passageway blocked off by a black fence with a silver keyhole. Inside the passageway was a staircase leading up to a mystical object on a pedestal with a glowing green light shining over it.

"What is that?" Spike asked amazed by this discovery.

"I don't know." Bunga replied in the same tone before moving towards the locked gate. "And unless you happen to have a key handy to open this I doubt we’re going to find out."

Spike smirked in response before using his fire breath to melt the lock away in just a few seconds. “Not a problem."

“Of course.”

Spike wasted no time in walking in while Owlowiscious hooted after his direction more frequently trying to warn him that this is a bad idea considering that the showering glow has an eerie vibe that matches the color of Scar’s eyes along with his lingering felt presence inside.

Strangely, Bunga had the gut feeling that this isn’t something they should be messing around with given that of all of the enemies they have faced so far, Scar is one enemy he does not want to cross paths with because he along with Sombra are those who don’t play around when the chips are down.

“Uh, Spike. Maybe we should try somewhere else.” Bunga advised still wary of being near the area.

Spike ignored his concerns and continued walking up the steps towards the pedestal. He managed to reach the top, where lies a stone plated book with spikes on the cover. He then effortlessly and pulled it up from it’s stand so he can get a close look at the cover.

“Spike! Get away from that!” Bunga called out from the gateway.

“What? If I wasn't supposed to have it, it wouldn't be so easy to get. And it's covered in spikes, like me."

As he continued blowing off his concerns the walls around him began to shake and fall apart around him

As he spoke, the walls around him began to crumble, all while both Bunga and Owlowiscious watch on nervously as the little dragon casually made his way down. For a moment, he fell down and Bunga was left looking on horrified, until he landed onto the very edge of the entrance and walked safely out of danger, completely oblivious to what happened behind him as he got a good look at the title of the book.

"Inspiration Manifestation: Instantly brings ideas to life."

Once he was out of harm’s way, both Bunga and Owlowiscious wiped the sweat from their foreheads formed due to their brief anxiety building up that Spike was actually going to fall into the deep abyss for a minute.

"I'm likin' the looks of this one. And what did I tell you Bunga, nothing to worry…” He suddenly sees his friend still looking on frozen in shock just when the doorway behind them closed. Thinking he just saw a ghost he shrugged it off. "Hmmm." He then thought.

Behind the group of visitors, Ushari and his two accompanying skinks both watched on as the three make their leave.

“Excellent.” Ushari said to himself.

“Yep, they’re in for it now.” Njano laughed.

“Especially since said they have no idea of what they are toying with.” Shupavu sinisterly added.

“Yes.” Ushari hissed pleasantly. “Scar will be very pleased with our success here.”

“I can’t wait to tell him.” Njano eagerly expressed before the three make their way out of the castle so they can head back to the Pride Lands where Scar is currently watching over their progress from the palm of his magic-enhanced paws.

Back at Carousel Boutique, Beshte and Ono both continued to console the despairing Rarity, who couldn't stop crying and eating ice cream. Both Beshte and Ono, both had nothing they could say to her at the time to help her feel better since in their own ways they understood what it was like. Maybe not in a dramatic fashion, but still…

“Rarity.” Beshte started just when Ono moves to lift the tub of ice cream away from her. “I think maybe you’ve had enough ice cream for one day.”

“I’m afraid Beshte’s right.” Ono agreed. “At this rate, you’re going to let yourself go.”

“I’m sorry…” She wept. “…but it’s just too good to stay from while my dreams have been shattered.”

“I know. All I’m just try to say is I think now is time to pick yourself up and move on. You know, try to find a new inspiration for your new fashion line.” Beshte advised when Ono moves to gently remove the half-eaten tub of ice cream along with all of the other empty tubs she has already consumed during her depression.

“Like what?” She asked still sobbing while trying to wipe away the tears.

“Oh, I think I can help you out with that…” said Spike as he walked inside the shop with a confident smile on his face alongside Bunga. “…because I brought you something.”

It did little to pique the unicorn’s interest. "Unless it's another carton of vanilla oat swirl or word that the festival has been cancelled, I don't think I'm interested."

"It's magic!" The dragon said still smiling and certain this is something he knows that’ll work.

Rarity managed to clean up her previously messy mane before eating up a few Hearth’s Warming chocolates while she was at it. “Spike, precious scales, I already have magic."

"But not the kind that can help you create something in time for the fair." He presented and pulled the book out from behind his back to Rarity. "This can!"

“Spike, where did you get that because that looks like something that came from the Castle of the Two Sisters?” Ono asked feeling the most weary of the book itself.

“Well there’s a good reason for that.” Spike replied. “It is a book that came from the Castle of the Two Sisters.”

“Wait…?” Ono could not believe his ears. “…you took that book?!”

“Took? No. Borrow? Yes.”

“Without asking Twilight?”

“Oh, relax. I mean would have asked but she wasn’t around. And if she was, I’m sure she would have given us permission to let us borrow it. Point is, either way we got it and it’ll help Rarity. Am I right or am I right?”

Ono still wasn’t approving of what he did even if it was for a good cause. “Spike, that’s not the point. I mean look at the book itself, it’s got evil written all over it!”

“Yeah, maybe we shouldn’t.” Bunga added in agreement much to the other’s minus Spike's surprise. “What? I just saying considering we found it showered over a sickly green glow of a secret chamber that maybe this is something we should steer clear from.”

“Oh come on!” Spike once more brushed off their concerns. “This book’s really got Rarity’s name written all over it, just look at the title, Rarity.”

Rarity proceeded to do so despite her previous concerns. “Inspiration Manifestation. Hmmm, it does sound promising."

“But at what cost?” Ono asked.

“Probably something minor.” Spike replied. “And whatever it is, I’m sure it can be dealt with immediately. You along with the rest of the Guard always do.”

“That’s true. We do.” Bunga acknowledged feeling it’s worth a try.

“I guess.” Beshte said going along with it as long as it makes his friend happy.

“Okay.” Ono said in defeat still having the gut feeling that something is going to go wrong out of all of this.

By opening the book she began reciting it’s first words out loud. “From in the head to out in the world, every thought to action. Hold close this book and through its spell, you'll start a chain reaction. Projecting forth whatever beauty you see. Only when true words are spoken will you finally be set free."

As she read, the mysterious green mist matching the glow back in the book’s resting chamber emerged from the book and settled itself into Rarity's horn, causing it to glow in that same green color, instead of her natural blue aura. Once she was done, Rarity's eyes blinked with a slight flash of green inside of her.

"Did it work?" Bunga asked.

"Hm, there's only one way to find out." She said before levitating the stone book in front of her, Rarity's horn glowed green to match the color of Scar’s neon green eyes while focusing on the book in front of her. With a smile of confidence, she worked her new magic into transforming the book into something better than it’s previous appearance. The stone book itself was now a stunning purple and pink colored book with gold trimmings on the side along with the edges and the very center with a gold star in the very middle of the book.

"Oh, my!” Rarity gasped in delight. “I thought about making this a much more beautiful spell book, and I have!" She closed her eyes for a moment before opening them up with her eye’s glowing green once more. With another flash of light she managed to transform the sofa she was sitting on into a jewel encrusted golden silk couch fit for a princess, queen, and king. Rarity could not believe what she just managed to do. "Dear, dear Spike! Here I was about to give up, but like a true friend, you've come through with flying colors!" Spike blushed in response just when the pony of his dreams rised from her sofa. "Come! We must find the puppeteer right away, so that I may provide him with the most fabulous theater he's ever imagined!" She proceeded to walk out the door before glancing back at the group. "Or, should I say, that I've ever imagined." She added while her eyes glowed green once more shining the same color as Scar’s once more transferring an uncomfortable vibe down both Ono and Bunga before leaving with Spike following after her without question.

“So…” Bunga started after the awkward silence between the three. “…think maybe we should get rid of that book before anything else happens?”

“I think…” Ono spoke up. “…that it’s something that you have to do since you too went along with it.”

“What?”

“Ono?”

“Nope.” The egret refused to change his mind in getting involved with this one. “I tried to tell you that this is going to lead to trouble even after you knew that it was clearly bad news from the start but you wouldn’t listen.” He moved to fly away. “You’re on your own.”

“Ono!” Beshte called after him in vain. “Come back!” But it was no use, Ono is still sticking with his decision and that’s final.

“Beshte…”

“It’ll be fine.” He quickly assured. “We’ll just get her to give up the book at the end of the day and we’ll bring it back before Twilight will ever know it was gone.”

“Okay.” Bunga felt better now. “At least Rarity isn’t drowning her sorrows in ice cream anymore.” He then eyed the frozen sugary treat. “Speaking of which…” He proceeds to grab the half-eaten container by dumping the remains into his stomach.

“Uh..Bunga…?”

“What?” He asked after gulping it down in one sitting. “AAAHHH!” He screamed while literally turning an ice shade of blue. “BRAIN FREEZE!”

After Bunga recovered from it, the two friends managed to quickly catch up with both Rarity and Spike with the former placing the book into her saddle bag where they were making their way towards Sugarcube Corner where the puppeteer is making use of the front entrance is his new puppet theater.

"Ah, Miss Rarity, come to see the show, I presume? You'll notice I had to make do in light of your recent failure to produce a functioning theater." He greeted in a somewhat condescending manner while having his puppets cross their arms in response to seeing her again.

Rarity remained undeterred while smiling somewhat smugly back at the unicorn. "Oh, but I think you'll find the new one I've created will be much more to your liking!" She said while pointing forward to her new theater right where Spike is standing next to. One that had nothing but a simple and colorful design consisting of purple, blue, yellow colors on the theater itself, yellow and green flags on the top, with black and red wheels, poles to able to pull and carry it around, and big enough to able to host a puppet theater.

Upon seeing this, the puppeteer took an instant liking to what he is seeing to what is a mass improvement from before. "Oh, well, this one does seem to travel. Plenty of room for my puppets... I say, Miss Rarity, I don't know how you managed to do so in such a short amount of time, but you seem to have redeemed yourself. How did you manage to do so in such a short time?"

"As a matter of fact, she used a s–" Before Spike could answer, Rarity quickly interrupted him.

“A good designer never reveals her tricks." She replied still smiling.

"But, Rarity…” Bunga tried to say, only to be silenced by Rarity too.

“Bunga.” Rarity smiled in his direction to remind him it’s not polite to interrupt.

The puppeteer was satisfied none of the less before proceeding to make good use of his new theater.

"Thank you again, Spike, for being such a dear friend and finding this book for me!" Rarity gratefully expressed to him who likewise enjoyed every second of it.

"My pleasure." He replied when Bunga spoke up.

“And me too.” He added before moving to try to sneak the book away from the unicorn’s saddlebag. “And now that we got that little puppet theater debacle settled, I think it’s safe to say we can return it back to the library, huh?”

"Oh, yes, of course. I've made my creative contribution as I'd hoped to do, and all is well!" Rarity nodded in agreement. But then she suddenly grasped it with her green-colored aura magic not wanting to let go of it just yet. "Uh, then again, perhaps I should keep it just a skotch longer... You don't mind, do you?"

“But, Rarity…” Beshte spoke up surprised. “…the fair is over. You already made your creative contribution to the fair.”

“Yeah, what he said. You even said it yourself.”

"True, but maybe it wouldn't hurt to use the spell for a few of my designs? I have such a huge to do list piled up, and this would help me greatly."

“Yes but considering there was a pretty good reason why that book was locked away in the first place means I think maybe this is better off being a one-time thing.” Bunga insisted while trying to snatch the book away from Rarity’s grasp who still held it out of his reach.

“Please, Bunga…” She gave the honey badger the biggest eager smile a pleading kid could.

“Rarity…” She then started to give him the pouty face. “No…come on please…no…don’t give me the pouty pony face.” Seeing that she is not giving him a choice in the matter he then said. “…all right, fine. Just a few more spells.”

Satisfied with joyful glee she swooped the honey badger in hug that nearly crushed him.

"So Spike, you still don't mind me keeping the book for a bit longer?" She then asked Spike.

"Of course not!” He answered while waving her off as she walked off ahead. “See you tomorrow.”

After Rarity had left, Beshte already had a question to ask him. “So, what happened back there because she still has that strange book in possession?”

“So what?” Spike shrugged. “She'll keep it for a few more hours, no harm in that."

“Uh…” Bunga said still feeling otherwise.

“Right?”

“Right.”

“If you say so…” Beshte said feeling there’s no winning this argument even though he like Bunga has a really bad feeling that there will be consequences. All while the owl lurching from the nearby tree watches on in agreement.

The next day, Spike went to visit Rarity at her boutique, there he saw flashes of green light coming from the windows and distant magical zap sounds from inside. Curious to what’s going on in there, Spike knocked on the door for an answer.

"Rarity?" Suddenly an explosion occurred and blew the door off with a wave of new clothes piling down on him with Rarity herself appearing with her horn and eyes still glowing green.

"Spike, I'm so glad you're here!" She greeted before levitating him inside to show him all of the clothes she had recently created with her new magic.

"Whoa!" Before he could get into her latest creations he noticed that his unicorn friend’s mane was messy and had twitchy eyes. "Are… you okay?"

"Oh, I've never been better! This book you've given me is amazing!" She explained while her eyes flashed between blue and green while levitating all of the outfits aside. "Why, I, I, I, I've been up all night just creating and creating and creating and creating! I've completed my fall line for the next fifteen seasons!"

"Wow!"

"But then I started thinking, 'why stop there'? Oh, Spike, I've always thought this town of ours could use a few beautifying upgrades, and with this book, I can not only make that happen but I can also make my way to the Pride Lands and restore it to it’s former glory once again with such ease! You will support me in this endeavor by letting me keep the book just a little longer?"

Spike gave it some thought before deciding in the name of being a good friend. “Of course I will!" All while Owlowiscious observed from the window outside, hooting nervously along with Ushari and his two skink companions from the highest tree branch nearby the boutique.

Meanwhile both Beshte and Bunga were both making their way across town looking for Rarity hoping they’ll have better luck in getting her to give up that book she’s been madly possessing recently. The two managed to find her who trotting ahead and right by them with Spike trying his hardest to keep up with her.

“Hey!”

“Hello!”

“Hi, Bye!” Rarity said while passing by.

“Hey?!”

“Wait!”

“No time for waiting!”

"What do you say we get a little breakfast before we get started?" Spike suggested.

"No time for breakfast! I want to get started right away!"

“Are you kidding?! No breakfast?!” Bunga was baffled to hear such a thing come out of her mouth.

"Technically, we do have time, because with that book held close, you can just make things– Rarity?" Spike saw that Rarity had already gone ahead while bypassing him.

“Spike…” Bunga then said to the guilty looking dragon. “…do you have something you want to tell us?”

“Just come on.” Spike instead ushered them to follow him to where Rarity is now standing. There she is looking forward in an alley where she spots both Applejack and Granny Smith were trying to sell apples from their wooden cart.

"Now, this is exactly what I'm talking about! Why, that cart hasn't an ounce of stylish flair!" By glowing her now green eyes and green colored horn, in a flash, the wooden cart had transformed into a golden, jewel encrusted cart. Applejack and Granny Smith were both stunned of what just happened like it was completely out of the blue.

“My eyes playin' tricks on me again?"

"What in rhubarb pie just happened?"

The two reacted with wide eyed surprise.

"Isn't it gorgeous?" Rarity remarked to the three standing by her side.

"It's amazing!" Spike replied. "You should ask Applejack if she wants you to give all the Apple family carts a makeover!"

"Oh, I don't really think I need to ask permission, darling. Everyone loves surprises, especially when they're gorgeous ones!"

"You're right! Everypony does love surprises."

“Are you sure...?” Beshte asked while watching the two ponies in front of them. “...because I’m not sure if they look really pleased that happened without expecting it.”

"Yeah!" Bunga agreed. “It’s one thing if Pinkie was planning us a surprise party but I think maybe that was a little much, don’t you think?”

“Oh, I don't really think I need to ask permission, darling. Everyone loves surprises, especially when they're gorgeous ones!” She returned thinking otherwise. "In fact we shouldn't even tell anypony that it's me who's behind all the fabulous changes I'll be making! Won't that be a fun little secret for the five of us to share?"

Spike, Beshte, and Bunga all shared concerned looks, "The… five of us?"

"You, me, Bunga, Beshte, and the book, of course." She explained while levitating the book once more before hugging it. "My marvelous, marvelous book!"

It was there Spike began to realize what both Beshte and Bunga were trying to say to them before and that she was now starting to act a little too possessive towards the book and it’s magical properties more than ever.

"…Of course."

“But…”

“I think maybe you should…”

"Promise me you won't say a word to anypony?" Rarity implored of them.

Spike 'zipped his mouth' and muffled, "You got it!"

“Yeah…”

“I guess…”

Both Beshte and Bunga replied but before they could try once more to implore her in return to quit playing around with this new and possibly forbidden magic she had already went off ahead to make Ponyville beautiful in her eyes alone.

As soon as Rarity dashed off ahead, Bunga groaned. “Why is it so hard to tell her not to play around with this anymore?!”

“We’ll just have to make her way.” Beshte stated with a resolute tone before the three follow after her.

Elsewhere, Rainbow Dash was working on removing some of the unnecessary clouds from the sky by kicking them away with her rear hoofs.

"Take that! And that!" She giggled while doing it with ease. It was her passion. Just then her fun-filled delight was interrupted when she found herself dressed in a gorgeously designed ball gown much to her shock. "What in the... Get... it... off... me!" She moved and struggled to remove the gown unfitting for cloud busting since it was a heavy hindrance to her job.

Back on the ground, the others minus Rarity who was feeling satisfied were feeling worried for their struggling friend. “I've always thought Rainbow Dash could use a little more glamor, and now look at her! Cloud-busting with style! Moving on!"

Both Beshte and Bunga turned to face each other wondering if they should do something about it while turning to Spike.

“Should we…?”

“You know…?”

They asked while gesturing to the pony having a hard time staying afloat and keep control of her own flying.

"She'll be fine. It's just a dress." He assured before moving to pursue Rarity. "Uh, wait for your favorite dragon!"

Just after Spike had left, both Beshte and Bunga witnessed Rainbow Dash fly and crash onto a roof of a nearby house.

“Oooh…”

“She’s going to feel that in the morning.”

The two winced before they moved to keep up with both Spike and Rarity.

Meanwhile, Fluttershy was currently filling the bird house on one of her trees bird food for one of her robin friends. All while singing… "La la-la la-la la-la la la... There you go, Mr. Robin!"

Said robin emerged from his new house before moving to snack on the food Fluttershy had provided him. "Don't you look so content in your little house–" Suddenly a magical zap appeared right in front of her, and the next thing she sees is her bird house turned into a mansion.

"Oh, my goodness!" Fluttershy gasped and the robin chirped now looking lost, She then peeked inside to try to spot out her friend inside to try to help him navigate. "You're lost? No, not that way, that looks like it's the door to a... bedroom. Try that one over there. No, no, that leads to a...Shoe closet? Oh, dear. Maybe try the staircase? Oh, no-no-no, the other staircase."

From afar, Rarity was once more marveling at her latest creation. "Isn't it gorgeous?"

"It's probably the most beautiful birdhouse ever created." Spike admitted though he was more concerned about the bird inside.

"Go on." Rarity pressed for more compliments.

“If said bird is really happy with his new home.” Bunga said.

“Which I’m pretty sure the bird isn’t.” Beshte added.

Rarity scoffed in response to their concerns, "Pfft, what does a bird know about architectural design? What matters is what you all think. And you love it. Don't you?"

The three were slightly intimidated by the smile she gave them into answering.

“Of course I do."

“Same here.”

“Nothing wrong with a little extra beauty here and there.”

"It is, isn't it?" The unicorn smiled in response before hearing the sound of nearby foals laughing. "Ooh!" She galloped ahead with the boys following after her. Before they set off again, Spike got hit on the head by an acorn, courtesy of Owlowisious, glaring down at him from a tree branch.

“You know what he is thinking, don’t you?” Bunga said to the dragon.

Spike nervously gulped in response before leading the others into following after her.

Nearby, a group of young foals were having a birthday party, one that has cake, candy, games, a mariachi band and a funny clown for entertainment.

"Oh, adorable!" Rarity remarked. "But it could use a touch of class, don't you think?"

"Oh yeah, definitely." Spike replied.

But both the Guard’s Strongest and Bravest replied.

“I don’t think that’s necessary.”

“Me neither.”

“Oh, nonsense.” Rarity once more dismissed it before having her horn and eyes glow green once more.

In a flash, the gelatin which the ponies were eating transformed into a stunning swan shaped ice sculpture causing the filly who was trying to get a bite looking on feeling upset. The table of delicious desserts was replaced by fancy party food. The clown had transformed into a fancy waiter, holding a tray of sandwiches. The poor fillies were both confused and upset by this sudden change, but Rarity was far too caught up in seeing of what she views as stunning in her eyes to pay attention that her attempts of doing good were causing more harm than intended.

"This party doesn't even seem to have a proper theme. Let's do something about that, shall we?"

"You've already made things look really really great." Spike quickly said. "Maybe you should stop while you're ahead?"

“Yeah, surely there’s something else you can somewhere else.” Bunga added nervously.

"You're right, Spike! Bunga! There's so much to do elsewhere!"

"Right! Elsewhere…"

“…but maybe you cannot you know…”

"Just one more little thing before we go…" In another green flash of magic, the mariachi band was transformed and replaced into a classy musical orchestra with a violin, a harp and a cello much to the unicorn’s satisfaction. "Why, this party is certain to make the society page now. Won't Pinkie Pie be pleased?"

No sooner than she said it, Pinkie Pie arrived with a birthday cake in tow. “Happy, happy day to– huh?!" She then is left shocked and speechless with what happened while she was away.

Seeing this was enough for Bunga to make his voice and tone clear to Spike. “Hold it!” He barked while grabbing the dragon by the tail to stop him in his tracks.

“What?”

“Let’s take a look at this.” Bunga gestured to the sad faces at the once happy party. “Does that look like everything is fine to you?”

“Well…it’s pretty good now.”

“Pretty good okay…” Bunga sarcastically remarked. “…never mind she just managed to turn a little filly’s party upside down by making it fancy shmancy for unhappy kids.”

“Okay…” Spike said upon getting a look at Pinkie doing her best to do damage control. “…but on the bright side she’s happy.”

“At least until she tries setting foot in the Pride Lands. Then she’ll really be in trouble when Scar gets her hooves on that creepy magic she’s been using.”

“…okay. I stand corrected. We gotta find a way to fix this.”

“The sooner we get that book away from her, the better.” Beshte said in agreement.

Just after catching up to her again, the unicorn herself was running off her crazed beautification fantasy while walking across Ponyville. “I am simply buzzing with ideas. Simply buzzing!"

Spike looked up to see the owl, still following them and still giving him specifically the death glare from above. He knew he needed to get that book away from Rarity before she does something even more insane even by her standards. "That's great! But, uh, you've been at this for a while now. How 'bout you take a break? Give that brilliant mind of yours a rest?"

"Don't be silly! I'm not going to stop now! Why, I won't stop until every inch of Ponyville and the Pride Lands has benefited from my creative vision!" Just then she madly directed her glowing green eyes at the three boys following her. "Starting with you, Spike along with you two Beshte and Bunga!" Before any one of them could try to protest they find themselves dressed up to her liking.

In a flash, Spike was now dressed in blue jewel encrusted armor, while both Bunga and Beshte were each covered in white and silver jewel encrusted armor themselves. The armor was heavy than even the Guard’s Strongest had difficultly moving in it. But even with her friends discomfort with their armor, Rarity was thr only one further pleased with her own work.

"You all look fabulous!"

"All because of you, heh…" He replied just for her sake because truthfully the armor was just too much for him.

“On the contrary, Rarity, no we do not!” Bunga however stated.

“We don’t really need this armor, Rarity!”

“The only thing that needs help is you!”

"Oh…pfft…” Rarity scoffed once more. “…Anything for my favorite dragon, hippo, and honey badger, my most supportive friends. Come, there's so much more to do!"

Rarity went ahead again, with both Spike and Bunga tumbling and falling on their faces.

“Whoa! Oof!”

“Whoa! Ow!”

“Hold on…” Beshte moved and struggled with his heavy armor before moving to fall on his side so hard that it would shatter upon impact. “Phew! That’s a relief. Like my dad always said live long enough and you’ll see everything and I never thought there would be a day where I’d actually have too much weigh on my shoulders.”

“From what…?” A familiar voice called out to him. “Beshte?”

“Kion!” Bunga exclaimed in surprised fear upon seeing his best friend. If he knew of what was truly going on he would be as mad as Twilight when he called her Scarface along with saying the phrase “Just a test.” to her face.

And speaking of which.

“Twilight!” Spike exclaimed in the same fear as the usually brave honey badger. If she found out there’s no question he would be getting an earful for his adoptive mother like figure for his involvement in all of this.

“Ono!” Beshte exclaimed upon seeing him fly above the two leaders of the Guard who is unquestionably investigating the strange spread of magic alongside them but what he saw from the egret was a careful look at both Kion and Twilight’s watchful eyes like he is hiding something from them.

"Oh no, not you too!" Twilight worryingly exclaimed while helping Spike up.

“Kion!” Bunga greeted with a forced smile. “What a surprise seeing you here at this hour! What brings you all here?”

“First of all, Spike…” Twilight began. “…Spike, are you okay?"

"Of course I'm okay. Why wouldn't I be?"

"Oh. Well, judging by that outfit, I thought for sure you'd–"

"What? This? I just wanted to try out a new look." He said before losing his balance again. Luckily for him, Twilight was there to catch him before he could fall. "You like?"

Both Kion and Twilight looked at him suspiciously but decided against pressing the issue.

“Well, in that case, have you guys seen anybody suspicious around?" Twilight asked.

“Because we’ve been getting word of strange magic appearing all over Ponyville just recently.” Kion further explained. “You know streets, trees, carts, buildings, getting turned to gold and silver, and even a kid’s party getting turned into a fancy party meant for adult ponies.”

“You wouldn’t have any idea of what or who’s causing them, huh?” Ono implored of them.

The three shifted eyes towards each other before they all replied.

“Nope.”

“Got nothing.”

“Afraid not.”

Kion wasn’t convinced and neither was Twilight.

“Are you sure because I think you’re hiding something?” The latter suspiciously asked.

Before any of them could further insist of their insistence the mayor came trotting up to them urgently. “Princess Twilight, Prince Kion, the gazebo has been turned into solid crystal, and two ponies are now trapped inside its walls!”

“We’re on it!” Kion stated before he, Ono, and the alicorn ran and flew off ahead to deal with it immediately.

After they left Bunga turned to Spike, "Okay, any reason why we didn’t tell them the truth back there?!"

“I thought you were going to tell them." Spike defended.

"Me?! You were the one who that found the book in the first place.”

"But you went along with it!"

"You were the one who willingly ventured through the very dangers to get it! Not me this time!”

“Well you could have talked me out of it!”

"I did try to, but did you listen? No you didn’t! All in the name of impressing the love of your life!"

“What are you talking about?!”

“Don’t try to deny it! Everything even Rarity knows it’s true.”

At this point Beshte didn’t want to see them arguing anymore. “Guys!”

“I do not have a crush on her!”

“Yes you do!”

“Do not!”

“Do too!”

“Guys!” Beshte shouted which got them to stop arguing upon getting surprised by him of all friends to actually yell at them to break up an argument. “Now is not the time for arguing! Now is the time to get that book that’s causing our friend to go crazy before she ends making the same mistake Twilight did!”

“Whoa!”

“Un-Bunga-veilable!”

Aside from that, both Bunga and Spike were shocked into silence since they never heard Beshte speak to anyone like that before.

“Sorry guys, I shouldn’t have snapped like that.”

“No, no, no, that’s fair…” Bunga then said under his breath briefly. “…somewhat. Regardless if there’s a chance that Twilight and Kion will kill us for this.”

“No!" Spike however tried to insist against. "I made a promise to Rarity to keep this to myself!" The hippo, honey badger, and owl gave him the look in response forcing Spike to admit of what must be done. "But you are right, Owlowiscious. We have to tell. And once we do, I can forget Rarity thinking of me as her most supportive friend... I can forget Rarity thinking of me as a friend at all…"

“…I’m sure it’ll be okay in the end.” Beshte assured otherwise. “I mean sure she and maybe Kion might be a little upset with you but it’s better than her finding out without you telling her the truth. It’s like Applejack and our friends said relationships whether it’s friend’s, girlfriends, and family are nothing without honesty. Rarity needs to know that book is bad for her mental well-being.”

“Yeah!” Bunga agreed. “All we just need to do is get it away from her so she won’t be able to use its magic anymore!" Owlowisious rolled his eyes in response to that “simple” plan.

”Oh, come on, it's the perfect plan!” Spike argued in response to that eye-roll. “We… just have to figure out which way she went."

"I can't see!" A nearby pony complained who along with other nearby ponies were instantly blinded and stunned by the now shimmering gold sidewalks.

"I'm thinking she's headed this way." Bunga said, looking on in that direction while putting on sunglasses so he can properly see the gold before moving to help every pony away from the blinding light obscuring their vision.

Elsewhere, Rarity was giggling manically accompanied with twitchy eyes and a constantly glowing green horn. She stood on the roof of a tall hill, overlooking of what she has done throughout all of Ponyville at the expense of the ponies screaming and crying at the horrendous sight down below.

With her work in this town complete, she prepared to make her way on over to the portal that leads her to Pride Rock so she can do the same there regardless of what Scar will do should she set a hoof in that world.

At the same time, Spike, Bunga, and Beshte made their way slowly towards the unicorn with the former two moving to sneak up on her since they had better stealth due to their size. The two teens kept quiet while Spike tiptoed towards his friend to sneak the book away from her bag. But then…

"What do you think you're doing?!"

Spike retracted his claw when Rarity sharply turned her head towards him. “Uh, me? I was just, uh... basking in your creative radiance."

Rarity calmed down and smiled in response while Bunga tiptoed to the side while she wasn’t looking. "Oh, Spike, you do say the nicest things." Bunga ushered Spike to have him keep flattering her while he takes it out of her saddlebag. “Now where was I? Oh yes! A new golden kingdom for everyone in the Pride Lands that not even Scar himself can stop me from achieving.”

By then Bunga had enough time to snatch the book away from the insane unicorn’s grasp before tossing it to Spike.

“Hey! Give that back!”

Acting quick, Spike breathed fire on it thus disintegrating it into ashes.

“The book!” Rarity screamed upon seeing what he did before moving to glare at the little dragon in front of her. “I need my book, Spike! What have you done with my book?!" She threaten and growled.

"I…I…I…"

“Sorry Rarity but it’s for your own good.” Bunga shouted before leaping onto her back while pulling on her mane so he can ride her like a horse. “Zuka Zama!”

“Ow! Not my mane! Get off!” She screamed while shaking her head trying to get the honey badger literally out of her mane. So far Bunga’s attempts at riding her were successful until another green flash appeared with the honey badger now finding himself wrapped up in a gold and diamond encrusted straight-jacket.

“What the…? But how?! The book is gone!"

Rarity’s anger vanished when she realized this.. "But, wait... I don't seem to need it anymore, do I? Yes… yes...! I can feel its magic flowing within me now! I'm so excited! I'm so excited!"

“I’m so scared.” Spike commented at the sight of Rarity working her new magic causing her horn to glow green yet again.

Still relishing in her work she proceeded to head on towards the Pride Lands she moved on towards the portal on the horizon. “My work here in nearly complete. And soon, the rest of the world--nay--both the Pride Lands and Equestria will be touched by my creative brilliance! Ooh, I'm thinking we go by chariot! Or, as everyone will soon be calling them, "Rariot"!" She proceeded to work her magic in summoning said chariot in an instant. "Oh, the places we'll go! Manehattan, Fillydelphia, Canterlot! Big Springs, Mizimu Grove, Kilio Valley, heck even the Outlands will benefit from my new creative touches I have to offer! And there you'll be by my side, just as you've always been, your constant praise and adoration driving me to even greater heights, until there isn't an inch of both worlds that hasn't been utterly transformed by my creative genius!"

Just then she worked her magic in giving both Beshte and Bunga styling diamond outfits that are literally weighing them down to the ground leaving to Spike himself to take action. Upon seeing the damage and harm she was doing and unable to see another friend descend into madness had him decide he needed to act while he still can.

"…No."

"What did you say?" Rarity hissed back threateningly.

"I said 'no'." Spike asserted. "You've been changing things, but you haven't been making them better. I should have told you the truth at the very beginning, but I didn't because I was trying to be a supportive friend."

“Me too!” Beshte added as he confessed. “I went along with it because I too felt like it didn’t matter as long as you were happy. I didn’t think you would go even more insane than before.”

“And I was only trying to help you out of your depression too.” Bunga added. “And here I too let things get out of control even though I had the feeling that it was bad news when you started getting too attached to that spell book.”

“And instead, we let you become something awful." Spike added.

“And for that we’re sorry.” Bunga finished.

"Awful?" Rarity's eyes widen when she heard those words.

Her eyes turned green completely before finding her body rising from the ground. When that happened the green glow was expelled from her eyes and went away and vanished into thin air and after that she found herself floating back down to the ground now free from the spell. The influence she was under went away but not without leaving the unicorn feeling woozy from the experience.

"Ugh… what happened?"

"Rarity! You're okay?" Spike asked to make sure she’s really okay.

"I… I think so…" She turned her attention to what happened around her along with what she did to her friends. “…though by the looks of it, something quite terrifying has happened to Ponyville."

"You happened." Bunga explained while falling to his side due to the jewel outfit he is stuck in.

"Me?"

It was there Spike realized something. "The last part of the spell! Only when true words are spoken will you finally be set free."

"The spell took over you, and you wanted to change everything in Equestria and later the Pride Lands." Beshte explained.

“I tried to give the Pride Lands a dreadful makeover?!”

“Not really!” Bunga shook his head. “We managed to stop you before you could even head over there. Although…none of this would have happened had we been more honest about it right from the start.”

“Yeah…” Spike scratched the side of his arm. “…Truthfully, I was afraid to tell you how I really felt about it, but then I... I told you the truth."

“Sorry we didn’t speak up sooner, Rarity?” Beshte added.

"Oh, Spike, Bunga, Beshte, you should never be afraid to tell me the truth. We're friends, remember?" Rarity embraced her friends in response to assure that all is forgiven and that they are all still friends like peas in a pod.

“Great!” Bunga happily said. “Although…” He shifted his eyes towards the surrounding jewels around their bodies.

“Oh, yes of course!” Rarity proceeded to focus hard on what kind of magic she used so she can figure out how to reverse it though of course when she does this means that Kion and Twilight are going to find out and be sure to give the boys an earful for not saying something from the being too.

With the true source of magic, dark magic uncovered being responsible for all the changes to Ponyville, Twilight with Princess Luna, Princess Cadance, and Kyoga's help they all worked to remove all of the dark magic Rarity had unleashed all throughout town. The unicorn herself helped out too since she felt the need to atone for causing the mess in the first place taking the alicorn’s example in owning up to her past actions. Kion and Ono assisted them with the strong Pride Landers willing to help out with the heavy lifting in regards to the trash pickup leftover from all of the dark magic left behind.

Meanwhile, Spike took the time to write this lesson learned down in the group friendship journal with Beshte and Bunga looking over his shoulder.

"Today I learned how important it is to be honest with your friends when they're doing something that you don't think is right. A true friend knows that you're speaking up because you care about them."

“Nicely said.”

“Truer words have never been spoken.”

The two complimented.

“Thanks.”

The three were currently located at the lake just outside of Ponyville where they are all just sitting back and letting the storm clear up before they set foot back in town.

“So…uh…” Bunga started while twiddling his fingers. “…how much longer until it’s safe to go back to Ponyville?”

“Oh, probably best to wait it out for the rest of the day.” Spike advised. “I figure once Twilight and Kion take the time to calm down and move on from it we should be safe by the morning.”

“But you know we are going to see them sooner or later and they will talk about the next time we see them.” Beshte pointed out.

“Of course. I just felt it was best to play it safe for now. Especially since Twilight’s still getting used to no longer having her scar bug her into screaming at us for pressing her buttons."

“I know.” Bunga laughed. “She’s just like Kion! Both fierce, determined to succeed, sometimes without thinking things through, along with having a fiery attitude towards those who wronged them.”

“Bunga!” Spike laughed back. “Don’t joke like that! Even though they both can pretty scary when angry! If either one of them being mad was bad enough, imagine the two of them mad at us at the same time looking right at us.”

At that moment Beshte who was finding it pretty amusing stopped before speaking up to try to tell them something upon spotting something right behind them.

“Uh, Spike...Bunga...”

But the two were too caught to what their friend was trying to say to them.

“I know! But then again what do we have to be afraid of?” Bunga further said already entertaining himself to even fully notice what's going on around him. “They’re both busy cleaning up our mess and by the time they’re done they’re probably going to want to sleep for the rest of the day instead of going all…”

”Spike! Bunga!”

“Yeah like that Spike! Thank you! Perfect Twilight voice!”

Both blinked and widen their eyes in shock knowing that she along with Kion and Ono are all standing right behind them with messy hair and angry exhausted expressions having heard every word they just said. And needless to say, none of them were very happy right now with all of them looking very cross with them.

“Uh-oh.”

“Hold on…hold on…” Bunga spoke up with raised arms before raising an arm for a better feel of who’s behind them with his back turned. “Let’s see here…” He feels Kion’s paws and Twilight’s hooves who both blinked in confusion for a second. “…yellow fur…lavender coat…red mane, black mane…Yep that’s them!” Bunga tried to make a mad dash for it only to be frozen in place by Twilight’s magic and levitated and forced to face her along with Kion and Ono.

Spike moved to turn around where both he and Bunga both sheepishly grinned at the three to try to lighten the mood to no avail since they were all still giving them the look.

"Never, ever, ever, ever take another book out of the library at the castle without asking!” Twilight scolded the two with a glare. “Princess Cadance and Princess Luna have much better things to do than help me clean up Ponyville! Do you have any idea how hard it was to reverse that much dark magic?!"

“Very.” Ono replied while rapidly blinking. “Ugh. So much staring into bright light. I can barely see now.”

“At least you didn’t have to go picking up jewels everywhere around.” Kion remarked while shaking his claws to remove the remaining bits out of them. “Ugh, I can’t believe we had to clean up all of that."

“I know and I’m so sorry I did all of that.” Rarity approaching from behind apologized with a messy mane too. “I really don’t know what got into me when I did all of that.”

“Considering all of that dark magic running through your mind, it sure was overwhelming you into not thinking straight.” Kion noted.

“More so then she could control.” Twilight said sensing that her unicorn friend truly didn’t have control with it.

“Well what’s important is that you’re all right.” Kion assured with a smile with the unicorn likewise smiling back at him along with Twilight.

Their smiles turned to frowns when they directed their attention back towards the three friends in front of them specifically Spike and Bunga. "But as for you two…”

“Now Twilight…” Spike nervously backed away slightly back towards the edge of the lake. “…I know you’re mad but please there’s no need to kill us.”

Twilight giggled in response. “Oh, Spike. What makes you think I’m going to kill you?”

“Then what are you going to do?” Bunga asked still suspicious of whatever tricks she has up her hooves.

Twilight turned to Kion who likewise shared the same devious smile before the former levitated a giant mud ball with her magic.

“Oh no.”

“Uh oh.”

“Brace yourselves.”

Suddenly they find themselves completely splattered with mud along with Ono who had no time to fly away in time.

The only ones not covered in mud are both leaders of the Guard along with Beshte and Rarity courtesy of Twilight’s magic dome levitated over the four with the lion cub riding on her back.

“And for the record Ono…” Twilight said in his direction. “…you should always feel free to tell us should you know the first sign of trouble.”

“You mean…”

“Yes, Ono. We know.”

“Aw, man.” He grumbled seeing that his attempt to keep quiet backfired on him spectacularly.

"You look terrible." Spike said, making the egret glare at him, "What? I'm just being honest! It's what good friends do!"

Ono rolled his eyes in response while he, Bunga, Ono, and Spike all move to get themselves cleaned up in the lake while both Twilight and Kion watch on satisfied that they all learned their lesson…

…at the same time Scar watches over them with locked eyes and a sinister grin with Ushari and the two skinks standing before him. “Indeed they do…” He moves to turn towards another dark figure in the shadows hiding inside Pride Rock. “…and you will help us big time for the next part of our plan…”

“…Yes…” He said with his glowing green and purple eyes focused when Scar presents an image of the Crystal Empire where the Equestrian Games are set to be held.

“And I thank all three of you for your success these last two days.” Scar congratulated towards the three reptiles.

“Certainly our pleasure, Scar.” Ushari bowed on behalf of him and his allies.

“And we sure look forward to what’s to come for the next few days.”

“Especially since they don’t know what’s coming their way thanks to our gullible little book borrowers.”

“Indeed they don’t…” Scar nodded as he looks on at the Crystal Empire from the direction towards the portal from afar. “…because what they didn’t realize throughout all of that chaos going on while the princesses were distracted is that I managed to have the means of recruiting another ally that’ll help power us to victory…” He turns back towards the cave. “…isn’t that right, Sombra…”

“Yes…crystal clear…” He said while emerging his head from the shadows before joining Scar’s side at the edge of Pride Rock looking on the horizon eagerly waiting for the games to come so they can further accelerate their endgame together.

Author's Note

In this episode, both Spike and Bunga are going above and beyond when Rarity has sunk into another one of her depression episodes after rough criticism on her most latest client for the upcoming Ponyville Foal and Filly Fair. By that they were willing to obtain a mysterious book surrounded with an eerie green glow that should have raised some red flags at this point.

Needless to say, there were foreseeable consequences that followed afterwards in the following two days with more friendship lessons that Spike, Bunga, Beshte, and Rairty all learned themselves, and of course the unforeseeable consequences which paves way for something even worse to come.

With the Equestrian Games on the horizon, the heroes are about to get the surprise of their life and some more while they're at it and none of them even know it.

Something they'll come in the upcoming penultimate episode of this season later on in the month so stay tuned...

Episode 31: Equestrian Games

Episode 31:

Equestria Games

It is that time of the year that has been long coming, The Equestria Games. A day that has got everyone all hyped and ready to attend even the Pride Landers who all had just lost their homes not too long ago. To everyone it was enough to get everyone’s minds off of what has happened lately.

On the big day, most of the Lion and Pony Guard are all riding on over to the Crystal Empire via the train and with the site of the Equestrian Games in sight, there was not a single soul on that ride that wasn’t ready to show everyone of what they can do, especially Rainbow Dash and Fuli, the running relay team captain’s.

As for today, the train was nearing the empire and Rainbow Dash was the first to see the siting of the castle where they will all get to compete. "This just got real!"

“I know right!” Bunga stated while pounding and cracking his knuckles together. “I can’t wait to see the Games in action!”

“Me too, Little B!” Beshte happily agreed. “I can’t wait to see Kion, Fuli, and Kyoga outrun the competition as much as I want to see Rainbow Dash, Fluttershy, and Bulk Biceps to do the same!”

“We’ll see…” Rainbow replied even though out flying her toughest competition is admittedly out of reach given that it’s the Wonderbolts she and her team will be up against. “…we’ll see…”

Ono considered speaking up to voice his statistic thoughts on the matter but decided against to avoid destroying their morale heading into the big day before speaking up with something else. “We’re almost there so it won’t be long now.”

Bunga clenched his fists trying so hard to keep calm for a few more minutes but to him it was so hard for him to do given of how big a day it is for everyone here today.

Everyone else was already occupied in preparing for the games with many of them doing pushups, lifting weights, wing-ups, and pull ups while others like the CMC try to remain mentally focused and keeping themselves too excited since they’ll going first along with their Pride Lander friends in carrying their nation’s flags at the start of the games. In addition, Spike was on board going over and keeping track of everyone’s luggage on the train.

“Everything all right, little buddy?” Beshte asked the little elephant holding the flag while trying not to be nervous about it.

“Yeah…just can’t believe the day is finally here.” He honestly admitted.

“It’s okay…” He assured. “…just remember it’s just you and your friends when out there. Don’t listen to anyone out there. Just go out there and show them what the Guard’s Strongest can do.”

“But isn’t that you, Beshte?”

Beshte chuckled a little. “You know what I mean. Your Guard, you’re the strongest.” Mtoto smiled feeling better from that much needed pep talk from his idol.

“Thanks!”

“No problem!”

Elsewhere Fuli is pacing around the cart while Kion and Kyoga both do some stretches to loosen their leg up. After all, if they have a shot at winning gold they’ll need to be at their peak performance.

So far she was smiling at what she was seeing since they have all trained hard for this day and are all ready to show them that they have earned the rights to that coveted honor.

“Feeling ready, Fuli?” Kion took the time to ask.

“As always, Kion.” Fuli returned as confident as ever.

“Always good to hear.” Kyoga replied with a smile. “The Lion Guard’s Fastest taking the charge in leading her team to victory.”

“Ah, ah, ah...” Fuli gently and playfully chastised. “…save the victory part until after should and when we win.”

“Oh, right. Of course. How silly of me.” Kyoga said with a grin. “For once I’m getting ahead of myself aren’t I?”

“Yep.”

At that moment she joined Rainbow Dash in giving everyone competing words of encouragement.

"Listen up, gang! We're almost there, so I've got a few things to say. First off, who here besides me thinks this is the best Equestria Games delegation in Ponyville history?"

The ponies cheered, while Bunga shouted "Oh Yeah!" alongside the much louder Bulk Biceps who likewise shouted his famous, "Yeah!" while lifting weights.

“And how many of you think of this being a distinct honor in competing in the Games for the first time in both Equestrian and Pride Lander history?” Fuli asked everyone.

“We do!” Everyone shouted.

"And no matter what your sport is, we gotta give it our best, because we've all got a genuine shot at Ponyville gold!" Rainbow added in declaration as she floated a few feet up in the air, with everyone cheering louder than before, especially Spike and Bunga.

"…With the possible exception of Bulk Biceps, Fluttershy, and me." Rainbow added humbly once she lowered down, and the two ponies she mentioned looked at her wondering why. "I mean, we're good and all, but we're up against the Wonderbolts in the aerial relay, so gold's kind of a stretch. Let's not kid ourselves."

"Don't feel bad, Rainbow Dash!" Scootaloo assured. "We have absolutely no shot at getting gold either!"

"Uh, that's because you're carrying the flag for Ponyville in the opening ceremony. There are no winners." Rainbow pointed out.

"Winners or not, we still have the chance to be awesome!”

“Yeah!” Mtoto agreed. “And like what Beshte said, don’t worry about them, and don’t worry about anyone else. You just go out there and show them what the awesome Rainbow Dash can do.”

“Aww!” Rainbow brought the young elephant in for an affectionate nuzzle while wrapping her hoof around him. “Thank you for the valuable advice from your idol.” She thanked before turning her attention back to everyone else while floating back up into the air. "You hear that, everypony? Winners or not, we all still have the chance to be awesome!" Everyone cheered once more.

"But seriously though, let's still try to win our events, okay?" Fuli added, which prompted everyone to get back exercising…

…All while Scar continues to monitor the events on the train.

“Oh, you don’t have to worry about that…” Scar said as he eyed the Crystal Empire castle where the Games are set to be held. “…in regards to me and my team, you can be sure we’ll win our events in the games. Surely, you all won’t object to a few uninvited guests and very…special guest.” He evilly cackled with King Sombra himself grinning in anticipation of what’s about to happen.

When the train reached its station in the Crystal Empire, the bell rang allowing the group of passengers to exit the train. When Beshte tried to step out he ended up getting stuck halfway out.

“Uh, guys, some help please?”

“Coming.” Ono groaned before he, Bunga, Kion, Kyoga, and Fuli all moved to squeeze him out of the tight situation he was in and it sure took a team effort on their part as much as Beshte’s in order to get him out of that one. “Why these trains have yet to make some wider doors, I’ll never know.” He grumbled to himself before making their way off of the train.

Of course like the last three times, the Crystal Empire in its full glory is always a wonderful sight to walk into. A sight that could outshine the shimmer in Ono’s eyes.

“Wow!” The kids all exclaimed at the wondrous sight.

“It’s about as great as…” Gumba began to speak until he quickly remembered that most of the Guard were standing right behind them. “…as the day we earned our marks.”

“What? I thought it was the day…” Shauku asked confused until his partner nudged him in the arm to gesture to said group they managed to duck out of sight the first time they were here. “…oh, yeah, right! Of course! Who could forget that?”

The other kids laughed nervously with forced smiles much to the group’s confusion before shrugging it aside.

Ono however correctly suspected that the kids managed to sneak a trip here without them knowing and decided to act on them. “Are you sure that’s it, or maybe just maybe you managed to somehow sneak a ride here before behind our back’s?” He interrogated the two leaving them a little unnerved by this sudden eye to eye confrontation.

“Holly applesauce!” Apple Bloom exclaimed with her back turned away from the group.

Luckily before he could coax the truth out of them they heard Spike straining and struggling to carry their luggage.

“Spike!” Kion exclaimed upon seeing this while rushing over to help steady the pile of luggage alongside his team.

Some of the luggage from the top began to tip over to the side and nearly land right on Spike’s head before Beshte pushed him out of the way so he can catch it with his back.

“WHOA!”

“Easy Spike, I got you.” Beshte gently assured before placing the suitcase down on the ground.

“Thanks.” He said before making sure one last time they have everything. “Okay…” He said to himself while recounting the enormous pile.

“Everything good, Spike?” Kion asked.

"Yep! I double, tripled and quadruple checked!” He confirmed. “Leave it to Spike, champion gear-carrier for all your gear-carrying needs."

"And the Ponyville flag?" Apple Bloom asked anxiously. "You sure? And what about the flagpole?"

"In with the portable ramp!" Spike pointed towards said case while leaning against the pile causing the wheels of the cart to push back a bit and the dragon himself to fall to his side. “Whoa!” Beshte helped him up to his feet once more. “Thanks again.”

"Give it a rest, Apple Bloom." Scootaloo said to her.

"Aw, she's just nervous, that's all." Spike said as he dusted himself off. "Perfectly understandable."

"I know, I know." Apple Bloom said, "I just can't help it."

“It’ll be okay.” Fuli said as she leaned down to her. “Just try not to think too much of it and it’ll go by fast.”

"Exactly!” Spike agreed. “Don't worry. Whenever I'm afraid I'll forget something or start to panic, I have a simple trick. I count to ten, and by the time I'm done, I've calmed myself enough to get the job done right every time. Easy-peasy, cider-squeezy!"

Suddenly, the group was caught off guard when four crystal pony stallions wearing royal guard armor appeared, both pairs carrying two chairs on their backs. Before anyone can react they swooped down and scooped up the dragon and lion, placing them onto the chairs and galloped away.

"Hey!”

“Put me down!"

They exclaimed upon being whisked away without warning and consent.

"What's going on?!" Kambuni questioned in alarm.

“And why are you taking them?!” Fuli called out to the guards before racing after them. “Wait!”

“Okay…” Bunga shrugged his arms seeing they have to watch over the kids with Ono flying after them. “…guess we’ll meet you there.”

Fuli continued racing after the guards who managed to keep ahead for the most apart at least until she managed to run up just when they both arrived at their destination right in front of the castle. When she finally was able to run up beside them she quickly found herself skidding and sliding to a complete stop when she found herself about to crash into both Princess Cadance and Princess Twilight Sparkle waiting for them.

She just managed to stop herself just when came nose to nose with the purple alicorn princess leaving the former embarrassed when it happened while guards bowed before the two princesses.

“Nice touch.”

“Thanks.”

The two casually shared before the former refocused her attention back to Spike who fell out of his chair when they came to an abrupt halt.

"Spike! Are you all right?" Twilight asked with concern when seeing the dragon frightened by the sudden abduction.

"A thousand pardons, O Great and Honorable Spike the Brave and Glorious." One of the Crystal Guard ponies apologized.

“And the same thousand pardons go to you too, Prince Kion.” The other Guard said to the Lion Guard’s Fiercest.

"Huh? Who the what now?" Spike asked as he got up on his feet, clearly confused.

“Any reason for the sudden abduction of us?” Kion asked trying to understand it too.

“Sorry, I probably should have warned you…” Twilight apologized with a slight sheepish smile. “These guards were asked by us to bring us to you right away once you both arrived.”

“They sure both did a very fast and effective job at it.” Fuli remarked still amazed that they were able to keep pace with her while glancing at Ono still heavily breathing from all of the hard flying he just did trying to keep up with them.

“They sure do.” Cadance replied with a smile before turning her attention to the guards. “Thanks for bringing Spike to us." The guards bowed again before leaving. Upon seeing that Spike is still worried about his luggage responsibility, the pink alicorn was quick to wrap a hoof around her to assure him he doesn’t have to worry about it. “It's okay, Spike. We'll have the hoofponies go back and assist Beshte in carrying your bags."

"Uh, can they hang back a second and tell me what's going on first?" Spike asked as he and Kion were being both led inside with both Fuli and Ono confused if they have permission to follow after them.

“Come on.” Twilight gestured them they do have permission to take along before they both followed after them inside.

The two shrugged before complying. They have time before the games. So they have no need to rush especially since it means having a better understanding of any important information in regards to the security measures and whatever plans she has that will require the teams efforts in preparing themselves for whatever Scar has in store for them.

"So Scar’s planning a full-scale invasion of the Crystal Empire here?” Ono asked after Twilight explained to them of everything she knows from when serving as his right-hand pony while Spike was being treated with gentle royal-like fanning from a palm leaf and being fed a colorful assortment of gemstones while resting on the couch. But he was attentive enough to pay attention to the group meeting due to the impending threat on the horizon.

By then the rest of the Guard had arrived so they could be informed too along with both Princesses Celestia and Luna.

“I’m afraid so.” Twilight confirmed while pacing around the room. “He wants to further close in on Ponyville knowing that the Crystal Empire has the means and magic to assist us in going up against him.”

“So if he conquers this kingdom then we’re left without further options to defend ourselves.” Fuli asked.

“Yes.” She answered with a sigh. “If he pulls off this move we’ll be up our backs and without anyone and anything else to turn to. Check.”

“Luckily…” Her brother spoke while taking a turn in giving everyone around them a briefing. “…we have arranged that all ponies and of course anyone gifted with magical abilities will have to go through a disabling spell before entering the arena. This way it will also to prevent any attempted cheating during the games. And furthermore, Kyoga’s siblings will conjure their force field like before in order to keep Scar and his followers out with Kyoga herself joining them after her event in the games, of course.”

“But what about the Crystal Heart?” Kyoga asked. “It’s outside of the arena and there’s no way we can watch over it if we’re all watching the games.”

“You’re right.” Twilight nodded in agreement. “Not all of us but some of us.”

“You mean…?” Ono figured where she is going with this.

“Yes, Ono.” She nodded. “You’ll be our eyes and ears on the lookout for Scar and his army while the rest of the Guard alongside King Simba and his family help keep guard outside of the arena.”

“We’ll still be able to compete in the Games right?” Rainbow hopefully asked.

“Along with being able to watch them?” Pinkie also asked equally hopeful for that too.

“Absolutely. Yes.” Twilight again nodded. “And since the Games are almost ready to start you two along with Kion, Kyoga, and Fluttershy may go and get ready.”

“Yes!” Both the Guard’s Fastest stated feeling pleased with that by high-fiving each other before rushing out of the room along with their teammates so they can get ready for their events.

After they left, Twilight turned her attention back to the others with final instructions. “We’ll take turns guarding the outside of the arena so we can do both. Applejack, Beshte, Rarity, Ono, can I count on the four of you to take the first shift after the opening ceremony?”

“You got it, Twilight!”

“Of course!”

“Affirmative!”

“Your darn tootin we you count on us!”

“Good!” Twilight stated in approval before allowing them to go on ahead inside the arena along with Celestia, Luna, and Shining Armor so they can prepare to watch over the Games leaving just her and Cadance along with Spike remaining with the latter himself now feeling he can go back to relaxing now.

As soon as they left Twilight’s serious expression turned into one of worry hoping to stay on top of whatever Scar has in store for them.

“It’ll be okay, Twilight.” Her former foal-sitter assured with a gentle hoof on her shoulder. “Things always work out in the end.”

“I sure hope you’re right.” Twilight replied still dwelling on the fact that she is the reason Scar is setting up his next attack here today.

"That's right!" Spike agreed, after snacking on his latest gem. "More of the green ones, please? I like the green ones." He asked of the pony feeding him, who gladly obliged to his request.

“So anyways Spike, back to the special reason you’re here…” Twilight then said moving past her worries for the moment while smiling.

“Oh yeah! What is it…?”

“For starters, you’re the one that brought the Crystal Heart to Princess Cadance in time to save this empire from destruction.”

“Right of course! Who could forget that?”

"You are known throughout my empire as "Great and Honorable Spike the Brave and Glorious"." Cadance explained to him while Spike sucked on a green gemstone.

"Isn't that awesome? You're a big shot here, Spike!" Twilight said as she him onto the balcony and pointed downwards to a statue nearby the castle. "See that? That's you!"

Spike was fascinated to see that said statue is a statue of him, holding a replica of the Crystal Heart, while nearby crystal ponies took pictures with their cameras.

"Hello, gawgeous!" Spike said while admiring at the glimmering display as he leaned up against the railing in front of him.

"This is why we all hope you do us the honor of lighting the torch at the opening ceremony." Cadance added as she walked out onto the balcony while the pony who was fanning Spike with a leaf came out to continue fanning him. "You'd be the very first dragon in the history of the Equestria Games to do so."

Spike was quick to agree. "Of course I'll do it! And -- bonus -- I can do it with my fire breath!" Spike demonstrated by breathing fire…which incinerated the palm leaf the pony was using to fan the dragon. Spike laughed nervously upon realizing his mistake. “Oops.”

While Spike moved to apologize for that, Twilight on the other hoof looked out on the balcony to see if their enemies are nearby. Thankfully, they’re not here yet.

“Should any of them get inside, they’ll be without magic…” She thought to herself. “It should be a good counter-measure to neutralize Scar’s powers…” But she also thought still troubled. “…but is it enough to stop him along with his army?”

The alicorn’s secret concerns were interrupted when Cadance appeared by her side to check up on her. “Everything okay, Twilight?”

“Yes.” She quickly said which did little from getting her favorite foal-sitter in wanting to know what’s really upsetting her.

“Expect…?”

Realizing that she is not getting out of telling the truth here, she reluctantly confessed. “Expect, I still not sure it’ll be enough to stop Scar’s army. I mean it’ll greatly help neutralize Scar’s powers but the rest of his army don’t have magical powers that can do the same to them.”

“Twilight, half of our security will be out watching from outside of the stadium and we will all be taking turns keeping watch over them in case they show up. Plus Kyoga has her magic along with her siblings powering the dome around the whole Crystal Empire to ensure that they’ll be kept out ” The pink alicorn once more reassured with a hoof wrapped around her back while leading her back inside so they can get seated for the opening ceremony. “If that’s not enough to stop them then what is?”

“If I were able to put my hoof on whatever trick Scar has to mislead us, I’d wish I knew what it is.” Twilight replied unable to give a good answer in response. “And I’d also wish I never had planted the idea into his head in the first place.”

Cadance now understood why she is still feeling uneasy, with everything that happened along with the weight of the empire also falling onto her shoulders, she feels incredible pressure and a heavy responsibility in doing whatever it takes to prevent that from happening.

“I understand.” Cadance said to acknowledge her concerns. “And if I may, can I say just one thing?”

“What?” Twilight was unsure of what she was going to say whether it’s words of encouragement or words of well-deserved reprimand.

“Just try not to be too hard on yourself?” She asked. “No matter what happens as long as you have faith in both love and friendship, the answer to your biggest question will be figured out in time. It always works out in the end, and you always come out bigger and stronger than before.”

“Well…” Twilight blushed at the remark. “…that’s true. I do.”

“Exactly.” Cadance smiled once more. “Now let’s get ready! We got a big event ahead of us today!”

Shortly afterwards, the stadium was all set up and ready for the opening ceremony with so many ponies and Pride Landers all gathered here today for the upcoming Equestrian Games set to kick off shortly. In the areana was a diamond shaped arena where every single event of the games were all set up accordingly. In the center of the arena is the balcony where the tall torch that Spike will light shortly.

Bunga was already getting ready in enjoying the show joining in on cheering alongside Pinkie. Both Beshte and Applejack shared the same excitement with the same mindset of really looking forward to watching these games. And of course Rarity and Ono were both ready have their eyes set on the colorful beauty of the torch lighting ready to see it in action as much as the rest of their friends ready to see the relay events Kion, Kyoga, Fuli, Rainbow Dash, and Fluttershy will be competing in later on.

Speaking of Kion, he has a special seat for him alongside his family, Mayor Mare, the alicorn princesses, and the visiting dignitaries, dukes, and duchesses. The four royal princesses, all sat at the highest of the seats all on their respected thrones, each with a symbol of their cutie mark on the head of their chairs. Simba, Nala, Kion, and Kiara all had chairs with the images of their faces on them. He’ll join them after his event so that Twilight who’s sitting there won’t be alone and won't have to feel uncomfortable in the face of the resentful Pride Landers leaders in attendance in their booth both Bupu and the Baboon Leader.

"Can you believe what we are seeing?"

"Of all nerve of her to even be showing her face on one of the most important event's of the year."

Both the baboon leader and Bupu loudly whispered so Twilight can hear that to make their disgust towards her perfectly clear.

Speaking of said princess, it took her a few minutes for her to ease into her seat and crown upon arriving. Luckily upon bowing, Celestia smiled and gestured her to sit down at her designated seat right next to Kion’s and Kiara and Cadance waved enthusiastically in her direction to help her feel more comfortable so she'll won't be drawn to the two scowling leaders frowning upon her appereance from down below.

“Good to see you up here, Kiara.”

“Good to see you too, Twilight.”

The two shared with friendly smiles.

“Almost makes you wish you’d want to sit with the others down there doesn’t it?” The alicorn asked getting a good feeling of her preferences.

“Yes, but at least I’ve got you and Cadance and Kion will be joining us shortly.” Kiara shared optimistically.

“Can’t wait to see it!” Twilight shared back with a smile ready to see him along with the others compete. “I’m sure your brother will do great today!”

“I’m sure he will.” She said as they both look down to see the rest of the Mane Six and the Lion Guard, happily cheering on, awaiting for the procession to begin.

"Places for the procession, everypony! Two minutes!" Shining Armor announced to the ponies, each with their own flag, awaiting their cue while wearing his royal captain armor. The CMC along with the young Pride Landers were all excited and all ready to perform their flag routines.

Elsewhere, Ms. Harshwhinny led Spike down a corridor, reciting the instructions he’ll need in order to carry out this task.

"And you're quite certain you also understand exactly what you're supposed to do?" She asked, still speaking and living up to her name.

Spike remained confident. "I stand where you tell me until you give me the signal, and then I walk over and light the torch."

"Mm. Couldn't be simpler."

As the two headed towards the open doors where the arena and the crowd awaits, the lights shined across the area, leaving the dragon with sudden nerves once he stepped out onto the balcony.

He expected a large crowd but not large as in everyone from both worlds here in attendance and that really froze him dead in his tracks.

Ms. Harshwhinny stopped when she noticed that Spike was no longer walking beside her, but instead stuck right at the end of the corridor inside. "Mr. the Dragon, are you coming?" She asked sternly, but the dragon was still stunned in place with lowered ears, shrunk pupils, and nervous sweating falling from his forehead. "Honestly.” She muttered before calling out to some nearby guards. “Would somepony help him walk?" She asked of them feeling impatient already.

The two crystal guards that escorted here earlier came from behind and quickly tended to him by shoving the dragon ahead towards the torch. Even then, the dragon’s heels were still dragging across the floor unable to unfreeze his stunned nerves.

From down below, Shining Armor stood tall like royalty should, as he announced the next ponies introduction. "Now, please welcome the delegation from Ponyville!"

At the entrance, Apple Bloom and Sweetie Belle held up a hoop with a piece of sheet with the insignia of Ponyville on it. "Ponyville forever! Yay!" they cheered and Scootaloo came shooting right out, riding her scooter right through the paper and carrying the Ponyville flag with the many competitors flying and hopping through it.

First came Rainbow Dash flying out, shouting. "Awesome!"

Next was Fluttershy cheering softly. "Yay."

Bulk Biceps flew out next, stretching his muscles while shouting. "Yeah!"

Applejack, Pinkie Pie and Rarity cheered on, along with Bunga, Beshte, and Ono all very excited to see them appear.

Both Twilight Sparkle and Kiara were both cheering, though in a very un-princess-like way and more like a couple of excited tomboy fangirls watching a wrestling match. Upon seeing the other royal family members and princesses being more composed, both girls toned it down a bit while slightly blushing.

And last but not least one more team had to be introduced.

"And now for the final team competing today…” Shining announced. “…please welcome the delegation from the Pride Lands!"

“In a land where danger is lurking from the horizon of the rising sun…” Mtoto’s voice for all ears in the stadium to hear. “…a place where everything the light touches lays it’s very kingdom. A place where five brave animals venture the Pride Lands to defend it from the Outsiders...”

Cue the kids playing the Lion Guard’s core members like the team charging into battle where the Cutie Mark Crusaders join in alongside them.

“To the Pride Land and Equestria’s end…” Apple Bloom began.

“Lion and Pony Guard defend!” The others finished while the props and background depicting a peaceful and balanced Pride Lands kingdom behind them just when those playing for the Pride Landers team all emerged onto the field. First Kion, then Fuli, along with the elephants, crocodiles, antelopes, zebras, and many other animals representing the Pride Lands.

The huge crowd cheered once more with very supportive and encouraging cheers from their the Lion and Pony Guard along with both Simba and Nala prompting both Twilight and Kiara to join in on the cheering no matter how un-princess like it is.

Both Scootaloo and Kambuni both placed the Ponyville and Pride Lands flags alongside the other flags placed firmly into the ground before riding and running over to join the others standing tall before the torch that is about to be lighten accordingly.

All of said cheering and applauding further increased Spike’s ever-growing anxiety noise appeared to have increased according to Spike's ears. By then he still was frozen with fear, his teeth was clenched along with his fists to the point he didn’t hear Ms. Harshwhinny stomping her hoof. When he didn’t react, she stomped her hoof again.

"This is the signal!" she said while impatiently stomping her hoof. "I'm giving you the signal now!" Spike continued shaking and sweating in place. "Mr. the Dragon!" she exclaimed while appearing right beside him to get him to snap out of standing still.

Spike proceeded to begin climbing up the stairs that lead to the top of the torch for which he would light up with his fire. "Don't mess this up. Don't mess this up. Don't mess this up." He repeated to himself in a desperate attempt to calm himself down. He managed to make his way up to the top of the stairs and right up where the torch is. But when he moved to release his fire breath…nothing came out of his mouth other than a small puff of smoke when he coughed.

"Come on, Spike! Calm yourself!" He said to himself with his eyes widening at the uncomfortable sight around him. "Count to ten. One... two... three... thousand... fourteen thousand... Twenty thousand...! Thirty thousand…!"

But even when counting to a hundred thousand, he was still unable to calm himself down so he can properly breathe fire with the mindset of becoming a failure and laughing stock now surfacing and overwhelming him.

From their seats, The Lion Guard watched on wondering what’s going on.

"What’s going on up there?” Bunga wondered in confusion.

“Is Spike okay?" Beshte asked thinking the same thing.

“I don’t know.” Ono replied wishing that he could fly over to get a better look.

The rest of the princesses and the Royal family also watched feeling concerned with Spike’s sudden stage fright.

"What's wrong?" Cadance asked worryingly.

Spike tried again, inhaling deeply only to release another weak breath accompanied with another puff of smoke.

"Tell me this isn't happening…" He said to himself unable to do anything but shake his body, grind his teeth, and sweat from the tip of his scales to his toes.

Both Twilight and Kiara looked on seeing the distress the little dragon was facing.

"Equestria, we have a problem." Kiara said to the alicorn beside her, who is seeing said problem in front of her.

Spike was just working his nerves out there all while inhaling and exhaling, and coughing. Ms. Harshwhinny was growing increasingly impatient with what she is seeing. "Mr. the Dragon! Would you light the torch already?!"

"I don't know what it is, but I just don't have the stuff today! Did you bring a match?" Spike nervously explained.

"You're a fire-breathing dragon." She countered making his previously asked question pointless.

Spike coughed once more, "Then some cough drops, maybe?" He pleaded to which earned him a disapproving look from the mare. "Never mind. I'll keep trying." Spike inhaled and exhaled constantly with the same results.

Seeing that he needs help, Princess Cadance turned to one of the guards standing by her side. “Somepony go down and help him!" She ordered of him who bowed and galloped away to do so.

Spike opened and closed his mouth multiple times, clicking his head like a match desperately trying to get some fire going to no avail no matter how hard he tried. "Light! Light!" he pleaded to himself in vain.

Seeing that he needs help, Twilight decided to act upon it. After shifting her eyes around to make sure no one was looking at her she tapped her horn to activate her magic and casted a spell to light the torch herself.

"Light already!" Spike cried just when a ring of fire emerged from the torch like his prayers have been answered. He nearly lost his balance before quickly regaining it with his face having scorch stains on it as a result of the sudden flames appearing right in front of him.

The crowd cheered with the torch lit while Twilight sighed feeling relieved.

"Phew!" She quietly said to herself personally feeling it’s a good thing she didn’t have to have her magic neutralized when she walked inside the arena thanks to her own hidden secrets of getting around the place without being detected.

Spike slid down from the ladder, to find both the stunned royal guard, and an equally stunned Ms. Harshwhinny.

"Oh! How did you do that?" she asked.

"I'm… not sure." Spike replied unsure of how to answer it himself.

"Oh, well. Better late than never." Ms. Harshwhinny shrugged.

"Let the games begin!" Shining Armor proclaimed now that the torch is lit.

As the crowd cheered with this announcement, Spike looked on at the torch with his curiosity stirred wondering where and how the torch truly got lit.

After the first game was over, Rarity, Applejack, Rainbow Dash, Pinkie Pie, Beshte, Bunga, Fuli, and Ono who were on patrol were all waiting outside so they could also and most importantly greet the Cutie Mark Crusaders along the Lion Guard fan club.

"Oh! There are our little superstars!" Rarity said as she embraced her little sister when she ran up to her, while Pinkie Pie happily jumped up and down with and held a flag in her mouth. "You were fabulous!"

"Made me sit up proud like a cornstalk in August!" Applejack praised her little sister when she ran up and embraced her too.

"Ya done good, squirt!" Rainbow praised Scootaloo while affectionately ruffling her mane.

“Way to go, Mtoto!” Beshte proudly complimented his little elephant friend while they both shared a friendly hug together.

“You all nailed it out there!” Bunga further praised while hugging both the little mongoose and baboon in his arms.

“Very impressive and dynamic introduction!” Fuli also complimented feeling very impressed with their performance while high-fiving both the ostrich and zebra. “Once again you all captured the team spirit.”

“You all sure did.” Kion’s voice complimented them.

“You all were wonderful out there…” Twilight further complimented the kids while flying on over to greet them with Kion walking over to join them with the kids all eagerly jumping up and down repeatedly expecting the same praise too. “…but does anybody know what was going on with Spike?"

“I don’t know! But from the looks of it he sure must have caught a bad case of Fluttershy-itis if you ask me.” Bunga replied.

“Fluttershy-itis?” Fuli shot a confused glance at him. “You mean stage fright?”

“Yes, exactly!”

“Got it. Though might want to work on your terminology a little more so that Fluttershy doesn’t feel offended, okay?”

“My termo wha…?”

“Ugh! Just work on your choice of words for next time.”

“Ooh! Okay! Got it!” Bunga gave a grin and a thumbs up in response much to the eye-rolling dismay of the cheetah trying to gently correct him.

“Anyways…” Fuli said deciding to move forward with the more important manner. “…he sure had some trouble getting his fire going.”

"But he put things right in time, though." Rarity pointed out leaving the princess feeling uncomfortable.

“Yeah…he sure did.” Twilight said with a nervous laugh.

“…expect…” Kion asked of her while eyeing her for the truth.

"Expect…Actually, it was me." Twilight confessed looking pretty guilty herself. “I didn't want him to be embarrassed, so I cast a secret spell to light it for him."

“Really…” Ono said now able to make sense of it. “…that explains how I couldn’t make out any fire coming out of his mouth. Have you told him?”

"No, but he might have figured it out on his own." Twilight replied.

"You gotta tell him, just in case." Applejack advised.

“Or you could just not.” Bunga advised otherwise before earning glares from the others. “Never mind. Scratch that.”

"I know. I'm just afraid of how he'll take it.” Twilight voiced knowing she doesn’t have much of a choice in the matter. “I know what pride he takes in a job well done."

Just then Rainbow spotted Spike coming towards them. "Psst, here he comes now! Act casual!"

While everyone else moved to greet him normally, Bunga placed his hands back his back and looked aside trying to act all innocent and such while donning a pair of sunglasses along with Rainbow Dash.

"'Sup?" Both she and Bunga said both acting all cool and such.

Kion was the first to speak to him. "Spike! Is everything okay?"

"I guess. I don't know." the little dragon said with his head hanging. "The weirdest thing happened down there."

“How so?” Twilight asked wondering what he is thinking.

"I mean, there I was, trying to light the torch, with all of Equestria watching, and feeling like the hugest failure ever, and then the thing just lit! It was amazing!"

Twilight was relieved to see that he is taking it pretty well. "Oh, phew! I was afraid you'd be upset."

"Upset? Are you kidding? Why would I be upset to discover I can light fire... with my mind?"

"What?!" The entire group exclaimed in shock with what he said instead of realizing the truth.

“But how?” Ono felt the need to ask feeling baffled in response.

But before that question could be answered a couple of crystal ponies both approached Spike both very eager to see him right now.

"Look, look, it's the Great and Honorable Spike the Brave and Glorious!" The male crystal pony said.

"Can we get your autograph?" The female pony asked.

"Sure!" Spike happily obliged to their request leading to the male pony handing him a photo of him along with a pencil for him to sign.

"How you saved our Empire last time you were here was really amazing!" The male complimented.

"Aw. You know what else is amazing?” Spike returned the photo after signing it. “Watch this!" He moved to focus his brain on said piece of paper. He truly believed he did it with his mind and wanted to impress them with it. But after a few seconds of concertation nothing happened. The two ponies looked at each other wondering what he is truly doing.

Spike tried to light the picture on fire with his mind, but of course nothing happened. "Don't worry. Once it bursts into flames through brainpower, I'll sign another one for ya. Promise."

“Okay, Spike…” Twilight said with a forced smile while handing the two ponies their signed autograph before she moved to pull him aside. “…I’m sure you’ll get it in time.” She then whispered. “Um, about that could I have a word with you for a moment?"

"Hey, you'd better be careful with that! It might burst into flames later! Delayed reaction." Spike called out to the two confused ponies before turning his attention back to the mare wanting to speak with him. "Hey, Twi, what is it? Hold on, hold on, give me a second…" He rubbed his forehead still trying to futilely to light fire with his mind. "If I can set fire to stuff with my mind, mind-reading must be just around the corner! And I predict that you are about to ask me... to set fire to something with my mind!"

“No…” Twilight shook her head to get him to stop. “…because you can’t.”

"Oh, really? So how do you explain what happened down there in front of thousands and thousands of–"

"I did it, Spike." Twilight interrupted with a confession. "I cast a spell to do it for you."

"In front of... thousands and... thousands…?" Hearing this had Spike’s confidence turn to a downcast expression as he hung his head.

"I'm sorry, Spike.” Twilight apologized. “I just couldn't stand to see you stuck like that! You understand, don't you?"

But the hard truth was enough to have tears forming in the little dragon’s eyes. “I… I... I need to be alone right now."

“Spike!” Twilight tried to call out to him not to walk away but he wouldn’t listen since his head is still hung in shame and his tail was dragging across the ground. “Oh, great…” She groaned to herself even though it was for the best that she told him when she did while the others watch on feeling pity for them.

As Spike walked away, another crystal pony approached him. "O Great and Honorable Spike the Brave and Glorious, can I get your autograph?" He asked but it wasn’t even acknowledged when Spike didn’t turn back to him.

"You should probably ask somebody special instead." He replied as he continued walking away.

After the break and patrol, most of the Lion and Pony Guard all walked back inside the arena. So far so good and no signs of evil lurking around and outside the empire just yet.

“Poor Spike. I hope he’s okay now.” Beshte expressed.

“Hopefully.” Ono said feeling that’s the case. “I mean it beats embarrassing himself in front of the entire crowd of ponies and Pride Landers just for the sake of trying to prove his worth to everyone.”

“You really think he’ll try to do something like that?” Applejack asked.

“No, at least I don’t think so.”

“Well at least Twilight will be there for him when he needs it much like when we’re there for her.” Applejack returned understanding that Twilight had a bit of a tough time admitting to Spike of what really happened.

“True, true.” Ono acknowledged just when they all heard Shining Armor’s voice from inside.

"Our next event ...the aerial relay and the running relay!"

"That's Dash and Fluttershy!" Applejack said knowing exactly who is competing in that event.

“Which means Kion, Fuli, and Kyoga will all be competing in the following event!” Ono added in realization.

"Oh, no! We can't be late for that!" Pinkie Pie galloped ahead with the others close behind.

On their way, one of the security guards at the entrance stopped Rarity in her tracks.

"Miss? Step right over here." The pony pointed his hoof to one of the gold-colored magic detectors when one unicorn walked through it with her horn covered with a shiny glow. "Unicorns will no longer be admitted without a disabling spell, to prevent cheating. And make sure you don't even try casting a spell, or we'll know it."

Rarity frowned in response finding the disabling spell idea flawed yet effective and evening the playing fields should Scar show his face in the arena, but still complied. She walked through the detector and when she did a light blue aura of magic en-wrapped her horn so her magic would be disabled during her time in the arena.

"Hmph!" The unicorn huffed with her nose and head up high as she walked forward to meet up with her friends.

The aerial and the running relay had begun. Much like the qualifying session back at Rainbow Falls, three teammates from each team take turns running (flying in the Pegasus ponies case) laps while carrying horseshoe batons in their arms, hooves, and even teeth and tail.

And much like the trail session the running order was first Bulk Biceps, then Fluttershy, and finally Rainbow Dash for Team Ponyville.

As for the Pride Landers, there is Kyoga going first, then Kion, and last but not least the Lion Guard’s Fastest, Fuli, going up against three fast and talented antelope, zebras, and gazelles. Admittedly, all of that “Panicing and Running” sure is paying off for the zebras since they managed to qualify for the Games with their frightened display at Rainbow Falls.

Bulk Biceps had just finished his part of the flight and handed the horseshoe to Fluttershy who flew as fast as she could once the exchange was completed, this time without any incident with the latter faster than their last practice session.

“Come on! You got this!”

“Go, Fluttershy!”

Both Bunga and Beshte cheered for her when the exchange happened before they both focused their attention on Kyoga making her exchange with Kion during the end of the first third of the event.

“Come on Kion! Run for it!” Nala loudly shouted as her son got off to a great start by running off ahead of the other competitors just when they were exchanging the golden horseshoe batons. She then turns and sees the others giving her surprised looks upon seeing her cheer like that. “Excuse me.” She cleared her throat feeling slightly sheepish for what she just did.

Both Kiara and Twilight smirked at her before giving cheers of their own to the Lion Guard’s Fiercest.

“Yeah! You got this Kion!”

“Woohoo!”

They both fiercely shouted while both Celestia and Simba smile and roll their eyes clearly amused by the two sisters cheering on their siblings from the stands regardless of their royalty status.

Back down below, the others are all watching on as both races progress into the second leg where Fluttershy keeps pace with the pack in flight while Kion maintains a slim lead over the pack down on the ground.

“Oh yeah! Kion’s got the lead!”

“But can he hold on to it”

“Of course he can! He’s Kion!”

Both Bunga and Ono shared.

"If Ponyville medals here, we'll have eight medals so far, putting us tied for the lead with Cloudsdale!" Pinkie Pie stated while tossing the popcorn bag upwards, having it land on Ono’s head much to his irritation. Pinkie’s excited smile turned into a worried expression when another thought occurred to her. "Unless Cloudsdale medals here too…!"

“That’s of course depending on what both Rainbow and Fuli do when it’s their turn. And if the Pride Lands medals here then we’ll finally have something on the medal count.” Ono pointed just when both are given the horseshoes needed to continue the relay race when both Fluttershy and Kion handed them the batons. Once they both got the batons they had the entire pack right behind them both in the air and on the ground and both of them sprinted away and cleared as much distance as they can both cover in little to no time flat. While Rainbow was making quick ground on Spitfire, Fuli was leaving the rest of the competition in the dust.

Meanwhile, Spike was still down on his anxiety attack back at the opening ceremony. To him it was his one chance to do something special at the games and he ended freezing right on the spot. Now he just had to find another opportunity to overcome it, so he went straight to Ms. Harshwhinny hoping for something else he can do during the games.

"Ms. Harshwhinny? I know you're really busy, but…"

"What is it?" the pony asked rather annoyed and in her usually harsh tone after she was done signing a paper on a clipboard a security guard was presenting her.

"Maybe there's something else I can do for the Games. Y'know, something really worthy of the Crystal Empire's admiration?" He hopefully asked.

"What are you talking about? You lit the torch for the whole thing!" She replied rather incredulously at his request.

Spike looked down on his feet briefly and kicked the dirt below him. "Uh, well, actually, that wasn't really–"

"That wasn't worthy enough for you?” She rolled her eyes with disinterest. “Ugh, for pony's sake! Next thing you know, you'll be asking to put on a rock concert." She rolled her eyes and scoffed once more. "Celebrities…"

And that’s where Spike got another idea. “Wait, that's it!"

“This is it.” Ono anxiously looked on the race back in the stands.

The egret was now covered his eyes and barely looking when the aerial relay race is now under the final lap while the rest of his friends watch on with eager anticipation.

Rainbow has managed to pull even with Spitfire leaving the two ponies neck and neck, nose to nose with the finish line on the horizon. They both traded the lead into the final stretch until…

Spitfire emerged a good few feet ahead of Rainbow Dash in a photo finish!

At the same time, Fuli has managed to cross the finish line first unopposed after lapping the entire field during her quick running leaving the entire crowd roaring in excitement. Their friends cheered them on, regardless of the outcome

"We got silver!" Applejack cheered, which was just as good as gold.

“And we also got gold!” Bunga also cheered while high-fiving the farm pony.

Ono ended up passing out due to the high anxiety he felt due to how close the race was.

“Oh….”

Rainbow with all things considered acted like a good sport and congratulated Spitfire on a good race, who likewise returned it in kind. Both Kiara and Twilight cheered for them as well both high-fiving together in victory along with the former’s parents knowing that their son has also earned gold for his efforts in leading the team to victory.

The top three relay teams from both events stood on three pedestals in a straight line, with the Wonder Bolts from Cloudsdale as the winners with their gold medals, the Ponyville team as second with their silver medals, and the Griffonstone team as third with brines metals.

As for the other relay event, the Pride Lander team are given the gold medals sinc they won the event, while a team from Ponyville both ended winning silver and the zebra team ended up taking the bronze medals.

"Congratulations to all our medalists." Shining Armor announced as he stood in front the top three performing teams from both events. "And now, the anthem of–"

"And I shall do the honor of singing!" Spike declared while jumping out onto the middle of the field without second thought.

While the crowd cheered him on, his friends were looked on very confused and and worried with what he was doing.

"What is Spike doing?" Ono asked unable to comprehend this sudden decision on his part.

“I have no idea, partner.” Applejack replied still on the same boat in that regard.

“Oh, no.” Twilight said seeing what is about to happen while face hoofing herself seeing that this won’t end well for him.

“He’s dug up a ditch already hasn’t he?” Kiara figured as she spoke to her sister-like figure.

“Oh you think?” She replied in a deadpan manner in answer to her question.

Shining Armor forced himself to smile before approaching the young dragon trying to understand why he’s putting himself up to this. "Spike, what are you doing?!" He asked in a whisper.

"You know how they always just play the music?" Spike asked before speaking directly to the crowd so they can hear him. "Well, I know all the words to our anthem, and will sing them for you now, loud and proud, to the enjoyment of all!"

“Huh?” Both Beshte and Bunga spoke together

“What?”

Kion, Fuli, Bunga, and Ono all said highly surprised with that statement.

But it was no use since the spotlight was already shining on Spike and he really wanted to do this so figuring that he knows what he is doing even though he wasn’t actually given the honor himself, Shining Armor then announced with further ado…

"And now... um... the Cloudsdale anthem, as sung by... Spike!"

The spotlight shined on Spike, who was now completely caught off guard by the announcement as he expected he would be singing Ponyville’s anthem instead. "Wait! The Cloudsdale anthem?"

"They only play the anthem for the winner, Spike!" Shining explained in a hushed tone. "The Wonderbolts are from Cloudsdale!"

"But… But I don't know the words to the Cloudsdale anthem! I've never even heard it!" He quickly tried to say to no avail, he had already committed to this so now he has to honor it.

Once more, Spike suffered a sudden anxiety attack with all eyes on him, especially since he truly doesn’t know the lyrics to the national anthem of Cloudsdale.

"Sing for us, O Great and Honorable Spike the Brave and Glorious!" One pony called out from the audience.

Spike cleared his throat once the music started before preparing to sing it the best he could even though he had no idea what the proper words to the national anthem were.

“Oh, we're the Wonderbolts and we're super fast

And we're from Cloudsdale which-is-a-part-of-Equestria

That we like best and we're proud and we're fast and we like it because it really has nice trees.”

Spike laughed nervously as the audience watched on with covered ears along with horrified expressions along with wincing at the terrible performance.

“Yeah, we love the town because it's so cool and, and we like to fly really fast and everything like that.”

While this was happening his friends from the Lion and Pony Guard in the stands were all watching in horror at what they were seeing Spike doing. Ono closed his eyes while still flying while Fuli and Beshte looked on just mind-boggled alongside with Applejack and Rarity with what he is doing. Pinkie Pie and Bunga were the only ones who were actually enjoying the song, with the former bobbing her head to the music with a wide smile on her face and latter was dancing along with the beat.

"Must be a remix!" she said.

“Probably.” Bunga agreed.

Kiara and Twilight face-hoof / face-palmed themselves, feeling very embarrassed for Spike putting himself up to this as he continued singing very badly. Rainbow, Kion, Kyoga, and Fuli's eyes were both wide in shock, not knowing exactly what to say about this, while Fluttershy shielded her eyes not wanting to watch this mortifying display of singing anymore.

“I kinda wish this was over 'cause it is... n't... yet... over... now.

Oh, we're the Wonderbolts and we're super fast and we're cloud– from Cloudsdale

We like it there 'cause it's really nice and the trees are cool and I hope it is over now

And... it keeps going on, la la la

And we really love the town

So I wish that this... song... was over now.

Over... now.

Over... now.”

The lights turned back on when the music finally stopped. All that was heard was the sound of a baby crying in the arena filled with stunned silence along with both Pinkie Pie and Bunga happily shouting out.

"Nailed it!"

Poor Spike. Once again, he managed to find a way to further embarrass himself instead of making himself look good.

“Probably should have waited until after the aerial relay before deciding to do our national anthem instead…” Kyoga muttered under her breath. If she had known, that Spike wanted to sing beforehand, she probably would have been able to talk Spike out of it. But regardless, the damage had been done, and Spike was left rushing off the field feeling very embarrassed of what he had just did in front of everyone from both worlds again.

After the disastrous performance Spike retreated to his room unable to face anybody after what happened back there.

The Cutie Mark Crusaders along with Lion Guard fan club were the first to peek into the little dragon’s room to try to check up on him. There they saw that he is already moving to gathering his belongings so he could leave.

"Spike, you comin'?" Apple Bloom asked once they spotted him.

"Nah, I got this stuff to pack up." Spike sadly declined.

"But you've been moping in here for almost the entire Games." Kwato pointed out.

"And tonight's the closing ceremony!" Sweetie Belle added to try to persuade him into coming back.

“And I’m sure this is something you don’t want to miss out on.” Mtoto further pleaded for him to reconsider.

"And I’m sure that means we leave tomorrow. Ergo, the packing." Spike replied still not interested and mortified of what he did out there.

“But come on Spike…” Bunga said to him while walking inside alongside Beshte. “…we’re talking about something that only happens every four Equestrian years. Surely you don’t want to leave just yet.”

“I really do.” He replied without second thought and glance.

Beshte stepped forward to take a crack at it. “Come on Spike, if anything nobody is making fun of you or feeling offended with your performance just earlier. I think everyone is more than willing to put it aside and forget it even happened.”

But even that said did little to improve his mindset. “Yeah, right. Either everyone remembers what you did and won’t let you live it down or everyone will just act like what happened never even happened even though it did. There’s no denying that I was a joke back there. Twice. I still am a loser no matter how you look at it.”

“But that’s not what I was trying to say.” Beshte tried to say otherwise.

But Spike still wasn’t having it. “I know but there’s no point in trying to say anything otherwise. What’s done is done and you can’t change the past.”

“But that doesn’t mean you should isolate yourself from everyone over it.” Bunga tried to insist otherwise.

“And everyone makes mistakes every now and then.” Beshte added. But their words still did little in bringing a smile on his face. “Please come back with us.”

“Look I appreciate your concern but no thanks. Now if you’ll excuse me I got to finish packing.”

With nothing else that can be said, the Lion Guard’s Strongest and Bravest both left the room so he can continue packing his things. They both tried to be kind and sympathetic about it but it wasn’t enough to get him to reconsider and put it behind him.

Inside the arena, Shining Armor made another announcement to the crowd.

“And so the Games conclude as they always do, with the ice archery finals!" While he said this he gestured towards said area where there are four targets with snowflake images on the center of each one along with ice-made bow and arrows on the opposite end of the field. Essentially its archery yet everything is made out of ice and ponies would use their mouths since they don’t have hands. “Ice archers, take your places!”

"Too bad Ponyville doesn't have any ice archers competin'." Applejack commented. "We don't have anyone to root for."

Pinkie Pie smiled not bothered by the fact as she wrapped her hoof around her friend. "That's okay. Ponyville has thirty seven medals, and Cloudsdale thirty six, not to mention that the Pride Lands now have thirty-five so looks like we'll be medal champs of the Games anyway! Woo-hoo!"

"But Cloudsdale has two ice archery finalists down there now!" Rainbow Dash pointed out with her eyes focused on the two Pegasus ponies competing alongside the others. “If they both place, Cloudsale wins the medal count!"

“And the same could be said for the two teams competing for the Pride Lands should they place.” Ono added while eyeing the egret and the elephant archer’s competing alongside the ponies.

"So you're saying that it all comes down to this one event?!" Pinkie asked now shock upon realizing what’s truly at stake here.

"Pretty much." Ono said flatly.

Pinkie Pie was now jumping up and down from their seat shouting. "Omigoshomigoshomigoshomigosh!"

By then both Kion and Twilight had walked down the stairs right by the rows their friends were sitting in and found themselves with a sudden greeting from Pinkie Pie appearing right in front of them, standing on the head of a random crystal pony.

"Twilight! Kion! Come take these extra seats next to me and freak out over the medal count! I'll show you how: Omigoshomigoshomigoshomigosh!"

"Actually, we were looking for Spike." Twilight replied while politely decling her offer, "Have you seen him?"

"He wouldn't come." Beshte replied while shaking his head sadly.

"Even after we tried to tell him that he would be missing out on an experience that happens ever four years." Bunga added still baffled that he would still refuse to come out of his shell after something that he finds is easily forgettable.

"You can have his extra seat, though." Pinkie offered only to realize that the two had suddenly disappeared. "Uh… Ki…Twi?"

After packing his belongings, Spike proceeded to lay back on the sofa in his room, blowing on a single pillow feather and watching it float up and down. It was the best he could do for the remainder of the games since he didn’t wish to return and was bored, not that cared in the slightest. He could just picture the humiliation from his performance at the games happening in his mind. He would be laughed at from here to Saddle Arabia and Cloudsdale. Nobody would ever want to do business with him or want to be his friend. A black mark on his record that would remain no matter how much redemption he sought.

"Spike?" the voice of the alicorn princess calling his name causing Spike to sit upwards in surprise, accidentally swallowing the feather in the process.

"You in here?" The Lion Guard’s Fiercest called out further startling him even more. He quickly reached for an already packed suitcase and opened it up in a hurry, causing everything inside of it to burst out and land on top of him and then popped his head out of it.

"Uh, yeah! I'm super-busy!" Spike replied just when the two walked into the room. Unlike the kids along with the honey badger and hippo both the prince and princess were both already annoyed and had enough of this. "Look at all this packing left to do, heh. Crazy, right?"

Twilight wasn’t buying his excuse. "No more hiding out! You're coming with us. Now." She firmly stated.

“Kion…” Spike pleaded with him to back him up here but he too wasn’t taking no for an answer.

“Sorry Spike but enough is enough!” He firmly stated.

Spike knew there was no negotiating with these two when they were being firm. If he didn't comply they would just drag him out of the room.

"Okay, fine. I'll come. Can I at least wear these?" He asked as he took out a pair of black sunglasses and a tan brown fedora hat.

The two complied with his wishes since it still means getting the little dragon out of the room and not cooped up inside in shame.

Back at the games, the team were watching the ponies shoot arrows at their targets. Ono was particularly curious of how this version of archery works since the ice spreads onto the target upon impact.

“So how exactly does this kind of archery work out if the ice sticks to the target upon impact?” He asked.

Rainbow was more than happy to explain it the Guard’s Keenest of Sight. “Compared to regular archery this kind of archery counts on the ice sticking as the first person to cover theirs with ice wins this competition and if you’re looking for favorites, keep your eye on number seven from Cloudsdale – he's the favorite."

“Of course.” Ono nodded. “I think I get it now.”

Back down below the stands, both Kion and Twilight walked ahead with Spike behind them still in his disguise. Although, a little dragon is still easy to spot even wih the coat, fedora, and sunglasses.

"Honestly, Spike, I don't see why you're being so hard on yourself." Twilight said trying to understand his self-imposed burden of feeling ashamed of himself.

"I let everypony down. Twice. You two never let anypony down, so you don't have any idea what that's like." Spike explained to which got the two Guard leaders to stop in their tracks.

“Are you kidding? I’ve totally let others down." Twilight said in response to that greatly feeling she can beg to differ on that.

“Me too!” Kion also stated in agreement with the alicorn princess. “I mean I may not have turned evil but I still have my share of times of where I’ve made huge mistakes. Like when I didn’t take my sister being temporary queen for a few days very well, when Reirei and her family duped us into letting them stay in the Pride Lands, or when I nearly killed my mom and Twilight by accident, or when I let my past grudge with Makku get the better of me, and got tricked into using the Roar on the volcano in the Outlands.”

“And some of those were my fault as well.” Twilight added while apologetically looking in the young lion cub's direction. “If I had taken the time to properly explain myself that I truly felt Makku truly had nothing sinister floating during the Savannah Summit and hadn’t given into Scar’s manipulations then both of those messes would never have happened and I wouldn’t have been the one to trick you into using the Roar in anger.”

“But everything still worked out in the end.” Spike pointed out. “Well almost everything.”

“Point being, we’re not above messing up.” Twilight then said to get him understand what they’re trying to say. “The torch got lit, the aerial relay teams got their medals -- no harm, no foul."

"No. You lit the torch. I had only one job to do and I blew it." Spike corrected hung his head and tipped his hat lower, covering his face. "Can we at least watch from inside there? I'm not sure I'm ready to face crowds in the stands just yet." He then turned away to walk back into inside to avoid being seen.

Just then Twilight’s true understanding of Spike’s situation hit her. “Of course.”

“What, Twilight?”

Acting quick, the purple alicorn quickly teleported right in front of Spike to get him so she can continue talking to him. “I think I get it now.”

“What, Twilight?” He asked not bothering to look up until she had him do so by lifting his chin up.

“When you froze back at the opening ceremonies you felt like you let everyone down but everyone says you didn’t. Yet you got a sole drive of wanting to redeem yourself and make it up to everyone.”

“So?”

“I know what it’s like…from every day I’ve been back here I’ve had to deal with ponies giving me a warm welcome and to others giving me the cold shoulder. Even though I have been showing that I am no longer the mare that nearly destroyed Ponyville I still have this burning desire to want to make it up to everyone. To redeem myself for helping everyone’s worst nightmare resurface. And yes I even did that literally.” She quickly added.

“Of course.” Kion understood what she is saying. “Because even with the given kindness you are feeling like it isn’t enough and the only way to feel like you can truly feel like you’ve earned keeping your crown and reason to stay here is by undoing what happened in the past.”

“Believe me when I tell you that I would put my life on the line just to get the Pride Lands back but of course like I said there’s no going back to the past.” Twilight said in response when she turned towards him as he walked up beside her.

The more and more Spike listens to this and seeing how much Twilight can really relate to him had him reconsider going back into hiding as he continues taking it all in while understanding that there was no harm no foul in what happened earlier aside from his self-imposed disappointment.

As the archers continued shooting arrows at the targets, one of the ponies lost his balance, and ended up stumbling into the bucket of arrows and accidentally shot it upwards into the sky. The arrow hit a cloud, and caused ice to form on the cloud overhead of the arena. Before everybody's eyes, the ice began to take shape, encrusting the cloud in its icy spell. The ice began to weigh the cloud down, at first slowly but then it began to pick up speed, with chunks of ice falling down, the chunks hitting the ground like meteorites plummeting to earth. Ponies all around galloped for their lives, screaming in terror as the ice came falling down, hitting the bleachers and the arena.

"No!" Shining Armor exclaimed in horror.

“Hapana! All of that ice is going to all land right on top of us!”

“We’ll be crushed!”

Both Ono and Bunga exclaimed with equally horrified expressions as everyone else.

Spike removed his glasses, also horrified to see what was happening now while both Twilight and Kion also both shared the same horrified expression along with the royal sisters, who immediately flew upwards to protect their subjects by pushing their weight up against the massive ice in an effort to slow it’s descent off for as long as they can.

Kion immediately took action, sending out commands to his comrades. "Rainbow Dash, Fluttershy, you and all of the pegasi ponies steer it towards the field away from the crowd! Fuli, Kyoga, Bunga, Ono, and Beshte, get everyone out of here now!”

“Come on everyone, let’s go!” Simba barked to everyone from the stands while helping in leading everyone to safety.

They all obeyed without question. While the stadium is being evacuated, Twilight joined in with the royal sisters in helping in keeping the crowd safe from the ice before being joined by Rainbow, Fluttershy flew up, along with many pegasus ponies they were all willing to help them out. With the power and strength of their muscles every winged pony tried their hardest to try to keep it from falling to the ground, but unfortunately it was too heavy to lift upwards.

"It's no use!" One pony exclaimed, "The ice is magic, it'll take a huge amount of magical fire to melt this!"

"Somepony cut the disabling spell!" Shinning Armor called out to the security team.

"There isn't time!" One of the guards called back.

“Sorry to have to do this but…” Kion thought before speaking out loud. “Everyone hang on quick!”

“Brace yourselves!” Twilight yelled out to everyone knowing that he is planning on using the Roar on the ice.

“Ready, Kion!” Spike said as Kion prepared his stance as the clouds above him began to form seriously.

“Now!” Kion shouted while on the same page and locking eyes with the large descending ice heading downwards.

By releasing his mighty Roar of the Elders at the same time Spike jumped he leaped up off of Shining Armor’s back and leaped his way into the Roar’s path so he can breathe his fire right at the ice to melt it.

But before doing so he had time to shout a warning.

"Fluttershy! Move!"

Fluttershy and the other Pegasus ponies flew out of the way when the command was unleashed to where Spike unleashed his fire breath right at the ice which quickly melted thanks to Kion’s assistance. When Kion finished roaring, Spike landed back on the ground and managed to pull out an umbrella in time to shield himself the brief downpour of rain, from the melted ice.

Once everyone was safe, the entire crowd cheered and applauded where the whole Guard and Royal Family came over to personally congratulate him for what he just did out there with Kion high-fiving Spike for providing his well-timed assistance.

“Way to go, Spike!” Beshte proudly said to them.

"That was awesome!" Rainbow Dash happily said as she did a flip.

“Couldn’t have done it better myself!” Fuli complimented with a grin.

"I just wanted to thank you personally for saving those ponies and the Games, O Great and Honorable Spike the Brave and Glorious." Cadance gratefully said to him while bowing before him.

“You must be very proud.” Kyoga said to Spike while placing a paw on his shoulder with a smile.

"I guess." Spike however shrugged sparking shock amongst the others.

"You guess?!" Everyone asked completely stunned by his response.

"I just saw what needed to be done and reacted. Nothing special. if anyone else could do that, they'd have done the same."

"Forgive me for bein' blunt, Spike, but you're not makin' a lick of sense." Applejack said in response.

“Yeah, if it weren’t for you we’d all be grounded by all of that ice by now.” Bunga added to which earned him frowns and glares from the others from his attempted joke. “Right, too soon.” He apologetically said while fiddling with his claws.

"Well, it's just how I feel."

Twilight approached him as she spoke. "Spike, I'm sorry for what happened earlier but you know what? You keep saying you let everypony down, but we all keep saying you didn't. You know who's really disappointed in you, Spike?...You. And only you can make it right with you again. What would that take, Spike?"

"Meh, I don't know. Can you turn back time? 'Cause I'd sure like a do-over on that opening ceremony."

"We can't turn back time…” Cadance said but then asked of him. “…but, would you do me the great honor of lighting fireworks in my place at the closing ceremonies tonight?”

Twilight squatted down to Spike’s eye level to encourage him into accepting the offer. “Come on, Spike. You saved the Crystal Empire twice! I think you can light some fireworks."

Spike gave it little thought before answering. "Mm, I guess I have to at least give it a shot."

“And we have no doubt that you’ll do well at it.” Twilight assured while smiling and hugging him by wrapping her left hoof around his body affectionately.

As the games came to a close, each flag of each town and city was risen up on each flag pole to congratulate all of the participating teams.

Pinkie Pie jumped up and hugged her friends. "We did it! Ponyville won the medal count, and only by one medal!"

"Hmm, wonder which medal that was?" Rainbow said with a grin before she and Fluttershy showcased their silver medals. "Bam!"

“Not bad, not bad.” Fuli returned the same grin. “Considering the Pride Lands managed to make a race near the end by taking third in the medal count.” She said while she and Kyoga showcased their gold medals.

Applejack wrapped her hoof around her little sister and ruffled her mane. "How does it feel to have opened the best Equestria Games in Ponyville history, squirt?"

"Probably as good as it feels to close them!" Apple Bloom replied.

“And you, Mtoto?” Beshte asked his little brother like figure. “Was it pretty good too?”

“Good?” Mtoto asked back like he was confused. “It was awesome!” He smiled just when Kion was finally able to walk down and join the others in the stands while still wearing his crown and medal.

“Glad to hear.” Kion smiled before thinking of a little something in mind. “Almost as great as before?”

“Well…I wouldn’t say that…” Mtoto replied without realizing it causing the other kids to turn their heads towards him shocked and uneasy with what he is about to say unintentionally. “…between now and from how you described it back then makes it hard to say…” He then realized what he just said while the others cringed while the Cutie Mark Crusaders cringed with their big sisters right behind them. “…I mean, uh oh.”

“Nothing to worry about.” Twilight gently assured while floating over their heads. “Besides…I know that you did visit here before.”

“You do?!” Both Shauku and Gumba exclaimed without thinking now seeing that the cat is out of the bag. “Oops!” They both said while covering their mouths upon realizing their mistake too late.

“Ah ha!” Ono exclaimed while flapping his wings upon this tricked confession coming out. “I knew it!”

“Easy Ono.” Kion said with a calming paw on his chest before turning his attention back to the kids. “But of course we’ve managed to figure it out beforehand.”

“Really?” Kwato asked.

“Yes.” Twilight nodded while being gentle about it. “When we were first meeting you at the train station from when we last visited the Crystal Empire, I picked up on the fact that you a little nervous when talking about the snow globes from here.” She then recalled to when she was awaiting for Princess Cadance on the day she visited Ponyville. “Then when I was at the train station the other day I had a little chat with the train conductor who told me that he thought he saw a group of kids stowing away when we were away and that’s where I connected the dots and figured it out from there.”

“Then why didn’t you say anything up to this point?” Kambuni asked.

“Because we felt it was only fair that you come to confess it yourselves rather than force it out of you.” Twilight replied softly with Kion joining her by her side when she landed in the stands. “While it’s true there’s no harm no foul here, we’re telling you this because we want you to be more careful going forward because you could wind up getting yourselves in a predicament without realizing it.”

“That’s true I mean you could wind up captured or mugged or…” Ono tried to speak until he heard Kion clear his throat.

“Ahem!”

“Right…” He nodded before finishing with. “…along with other things that no child their age should have to experience.”

“Anyways…” Kion said with that out of the way before taking a turn talking to them. “…consider this a friendly warning for next time because we strongly discourage the idea of sneaking away outside of the Pride Lands and Ponyville unsupervised."

“Got it.”

“Understood.”

“Yes, Twilight, Kion.”

“Won’t happen again.”

“No more secrets going forward.”

“You three get that…?” Applejack asked her little sister and her friends alongside Rarity and Rainbow Dash.

“…that there will be no more secret trips behind our backs…?” Rarity added.

“…along with risking having to worry your older sisters?” Rainbow finished with Fuli standing beside them.

“Uh-huh.” The three fillies all replied and nodded with their heads hanging in defeated shame.

“And don’t worry, we won’t tell your parents about it…” Fuli assured before sternly adding. “…this time that is.” She then smiled. “But for now let’s watch the closing ceremonies, okay.”

“Okay!” The kids all cheerfully replied ready to see it just as it was beginning.

The crystal guard ponies marched across the arena, while Cadance and Shining Armor stood in the center of the field before them, with Ms. Harshwhinny and Spike standing beside them.

The orange pony, for once, actually smiled at the little dragon. "Okay, it's time!" Ms. Harshwhinny said to Spike gently for once along with smiling while addressing this time around.

Spike walked up to the line of fireworks ready to be lit. Like before a little nervous at first, but then he remembered what he had done today so he had nothing to fear and worry about. Not to mention, he knows someone who has veered into the dark side as a result of her mistakes in the past who can relate fully well to his plight. With a deep breath, Spike released a great green breath of fire, which lit up the fuses on each of the rockets, sending them flying and going off into the night sky, illuminating the stadium with a wonderful and sparkling display for fireworks.

"You know, it's kinda weird. No matter how many times others tell you you're great, all the praise in the world means nothing if you don't feel it inside. Sometimes to feel good about yourself, you gotta let go of the past. That way, when the time comes to let your greatness fly, you'll be able to light up the whole sky."

After the fireworks were set off, Spike smiled with pride with his accomplishment and the fact he can sleep well tonight after another job well done while everyone watches and enjoys the dazzling display of fireworks in the sky…

…well, almost everyone since Twilight who really enjoyed the show had her thoughts about Scar and his army resurfacing once more and had her secretly sneaking out of the arena once the show came to a close.

They had the entire perimeter surrounded with a protective spell keeping anyone going through and under the force field, guards at every inch inside and outside of the arena. Each member from the Guard along with the royal family took turns patrolling and scouting outside of it on the lookout for them but not one sighting of them. Not even Kyoga and her sibling’s magic detected from the dome while they were out on patrol in the last hour.

Thinking back to the last time of how Scar and his army got in, had Twilight think and wonder. “If they were able to get in even with magic and eyes guarding the kingdom then that would mean…”

Twilight gasped when the realization hit her. “They would have snuck in through an underground tunnel!” But then she thought. “But if they managed to get in that way even with the protection spell then where would they have…” She looked around the area with a strange eerie sense of danger lurking around that a well-experienced prey can detect.

At first after a good few seconds of looking around she felt and detected nothing at first which seemed to calm down the alicorn princess slightly once she ran a quick fly and scan around the empire back to the arena along with double-checking her surroundings twice.

“Huh? After all of that, you’re a no show.” She thought through the calm and quiet silence of night surrounding her and in the shadows with nearby light from the stadium just in front of her. She then smiled in relief while shrugging before turning around and moving to head back inside the stadium…

“Am I?” Scar asked.

…causing the young alicorn princess to open her eyes and found herself freezing just an inch away from his chest and evilly smirking with the Outsiders all surrounding the stadium all while making their way inside with their leader standing in the lavender mare’s way from protecting them.

“Scar!” Twilight exclaimed in frightened shock for being caught off-guard once more when she least expected it who bared his claws as he prepares to duel her for the rights of claiming the Crystal Empire.

“Yes Twilight and Surprise!” He playfully and returned in a sadistic manner while locking eyes with her and spreading out his black demonic wings and having his black devil horns appear on the top of his head sparking with fiery dark magic. “So…shall we begin?”

Twilight found herself emitting a small and scared gulp before sporting a brave look of determination ready for that fight and to try to stop him from hurting more ponies in his wake while warming up her magic and spreading her wings.

“Bring it!”

And so begins the fateful duel for the Crystal Empire as the Outsiders close in on everyone inside the arena while Twilight finds herself locked in a duel with their all-powerful leader...

Inside the arena, the head security guard spotted the Outsiders making their way towards the entrance and up the stairs.

“Alert the princesses immediately! We’ll hold them off as long as we can!”

One of the guards proceeded to do so before being quickly intercepted by the changeling queen smugly smirking as she cuts him off.

“I don’t think that’ll be necessary.” She said while flaring her horn to charge her magic to paralyze him right on the spot.

The guard released a loud agonizing scream before collapsing and passing out onto the ground.

Fortunately, his scream was heard by everyone heard inside who all turned their heads in worry and shock knowing full well what this means…

“He’s here.” Simba grimly spoke knowing that if security has already been taken out then by his Scar and his army then they are already facing off against them now.

“No question about that, Simba…” Zira sinisterly said to him while she and her two children appear on the east side of the bleachers with her eyes locked on the king himself.

“He’s here and around!” Janja added with an evil cackle while he and his boys block off the west side of the bleachers.

“And here to take over this Empire! My Empire!” Came the voice of the dark master of magic causing the crowd of crystal ponies to start panicking when they saw him returning in his former glory over the south end of the bleachers.

“Hevi Kabisa!”

“How can this be?!”

“King Sombra!”

Kion, Princess Cadance, and Shining Armor all exclaimed just completely caught off-guard by what was happening right now.

“Where does Scar keep finding the time to recruit and bring new allies to fight for him?!” Rainbow exasperatedly questioned out loud while trying not to show fear at the massive army the lion-alicorn hybrid had at his disposal as the jackals make their way inside the stadium from the north, and Lightning Dust leading the vultures into the stadium through the open-roof top from above.

“Probably while you were wasting your time kissing up to those Wonderbolts you lost to!” Her old rival taunted while floating over her head.

Rainbow had to quickly sprint away in flight to avoid being sucker punched by her and then moved to whack her opponent in the eye with her silver medal before flipping around and bucking her right in the face to send her crashing onto the playing field on her back. Lightning after seeing that her nose is bleeding from the kick, growled in response before charging right back at her to resume their duel together by duking it out in the sky hoof to hoof, fist to fist.

While this was happening, Zira made her charge against Simba once more trying to swipe his face with her claws. Simba having faster reflexes was quick to block each attack she threw at him before backhanding her a good few feet across the field before charging to pounce on her with Celestia flying in to assist him with Nala running alongside her to join in on the fray while the other lionesses leap into action against her pride.

Rarity deciding to get serious flipping her curly mane as she took her charge against the jackal leader by firing the hottest beam she could fire at her. The attack had her yelping and tumbling down the stairs as a result. Rarity had to groan and rub her head for a moment before moving to give her a good whiplash from her long curly tail and karate kick.

“Okay, pretty girl…” Reirei sneered back. “…you asked for it!” She roared and moved to tackle the unicorn by pinning her to the ground.

She tried to take a bite at her throat but was kicked in the stomach and held by the throat as she performed a head-butt right at her so she can free herself. Because of the impact, Rarity had to rub her head once more before preparing to work her magic in fending off of the furious jackal.

“You shouldn’t have come here, Janja!” Kion shouted at his foe with Applejack standing by his side.

“Y’all have some nerve launching an attack like this on this here day!”

“Sorry but not really…” Janja said mockingly. “…besides it wasn’t really my idea.”

“Hee-yah!” Applejack proceeded to buck Janja right in the face to send him tumbling into the stands before charging in with her lasso ready to use it against him and his boys who have come to back him up.

“Hapana! Incoming changelings!” Ono alerted everyone.

“Not for long!” Bunga shouted before turning to Pinkie who grinned and prepared her party cannon. “Cause your about to get your just desserts! Hit it Pinkie!”

“Fire in the hole!” She shouted before launching multiple pies right at them knocking each and every one of them down on every shot. Just when the changelings tried to get up to recover they find themselves swept off of their feet and bowled over by both the Guard’s Fastest and Strongest.

“Huwezi!”

“Twende Kiboko!”

At the same time both Shining Armor and Princess Cadance find themselves facing off against King Sombra himself in the fight for the Crystal Empire and needless to say, neither one of them were prepared to face off against the resurrected tyrant. In fact, even with the two of them going up against him, King Sombra still had raw power from his dark magic at his disposal, fueled with more fiery determination than the two ponies combined in wanting to win this fight.

When faced with a beam of war, Cadance found herself struggling to resist and keep the rivaling unicorn’s magic away from making contact with her own forcing her finance to leap up into action by plowing right into his chest with his head. With this interference, Sombra was left any time to grunt before being blasted backwards and slamming his back against the opposite side of the stands.

With a loud yell, Shining Armor charged his way up the stands and fired another beam of magic right at him earning a snarling roar from him when struck by it forcing Sombra backwards more upwards towards the top of the stairs. By trading horns the two were both dodging blows until Sombra ducked down and bucked Shining Armor right in the gut to send him tumbling back down the steps and back onto the field.

Grinning victoriously with a vicious grin, King Sombra prepared to finish him off with his horn glowing dark purple, black, and green until he was suddenly shot aside by the Princess of Love with an ice blue beam of magic and a fierce look of determination to save her future husband.

“Get away from him!” She angrily threatened while floating over him with her horn still glowing. “You can’t win, Sombra!”

“Not a chance, lady!” He defiantly retorted in response before firing another beam of magic right back at her to which she was quick to protect herself with a magic bubble to reflect it right back at him. “For this is my kingdom! My destiny!” He moved to focus his attention on her trying to bring her down by throwing down with everything he’s got at her while Shining Armor recovers.

Amongst the chaos, Luna floated up and high and noticed two important faces were not inside the stadium which meant only one thing.

“I’m coming, Twilight!” She quietly vowed before flying outside to find them.

While all of this was going on inside the arena, Scar himself was dueling against Twilight by baring his magically powered claws right at her with the latter conjuring a magical shield to protect herself from every one of his attempted attacks.

When Scar was finally managing to find an opening, Twilight was quick to counter with a hot beam of magic right at his face to knock backwards towards the edge of the steps. He was quick to fly up when Twilight tried to land another successful beam at him causing her to singe the bottom of the stair case instead.

“Impressive.” He commended while floating over her before flying downwards towards her to pounce on her to try to pin her down. “But it still wouldn’t do you any good.” He managed to slam her head down onto the ground. “For even you princess, don’t stand a chance against the one true king.”

Twilight grunted in response while struggling to free herself. “When I get up I’ll bow to you…” She used both of her back hooves to kick him in the guy before following it up with another punch to the jaw to force him off of her. “…right after I get done putting you in your place!” She fires another hot surge of magic right at Scar’s chest to slam him right up against the stairs.

If Scar hadn’t tumbled down from the top of Pride Rock once before then that attack would have injured him with or without magic so it was good fortune for himself that he managed to recover quickly from that hard blow to the right side of his ribs and smiled evilly back at the furious mare standing before him.

“You know it’s such a pity things turned out like this, Twilight…” He said trying to taunt her and exploit her weakness yet with shards of sincerity inside. “…I mean if you had only been a little more evil, you could have been ruling the world by my side by now.” Twilight was having none of yet by going on the offensive against Scar by slowly approaching him and attempting to strike him down with her magic only for the lion to conjure up a green magically shape mirror to block off her attempted attacks. “You could have gotten revenge against your so-called friends and family. You could have become more than what you are. I could have helped make you a better pony. I still could you know.”

“You can take your offer and blow it out your…” She snarled back while intensifying the heated power of her magic to start forcing Scar backwards.

“…ah, ah, ah…” He interrupted with a raised claw. “…careful young mare…” He gestured to the crowd trying to flee the stadium. “…there are children present…” He uses his free paw to form a barrier around them to keep them from leaving. “…who along with everyone else aren’t going anywhere until our business here is finished.”

“You leave them out of this!” She angrily demanded. “They had nothing do with how you got your scar and how you lost your mother!”

“Yes they did!” He retorted still standing by his stance while standing his ground. “They could have helped stop it but they didn’t!”

“Them?!” Twilight quirked her eyes to the Pride Landers he’s holding hostage again while visibly astonished by his reasons. “None of them were around when it all happened so they should not be punished and deprived of food and water like you did before.”

Scar still refused to back off while fighting Twilight to a standstill on the top of the stairs with the latter taking flight to stay on his eye level. “But they still sided with both Mufusa and Simba even after they learned the truth of how it all happened!”

“Maybe that’s because of something you brought on yourself!” Twilight retorted back while forcing him to continue backing up. “Maybe they did take pity on you after what happened but instead of moving on you instead chose to be a bitter loner who only cares about himself. It’s no wonder why you lost the Roar when your former team refused to back you up in your plot against Mufusa because for all his faults at least he still has the decency to put others before himself and knew that you would only be half the king compared to him!”

Scar growled in response with his anger now intensified by that hard-hitting remark before releasing a mighty roar of his own to which Twilight quickly conjured a magical dome to protect herself from the massive powerful force it produced. In the process of the massive vibrations it produced inside the arena that briefly interrupted the ongoing fights that were occurring inside with everyone turning their attention to the lion himself unleashing this roar of his that would have sent everyone in its path flying if it weren’t for the dome he had conjured and allowed Luna to find them.

“I’M TEN TIMES THE KING MUFUSA WAS!” He angrily roared before charging right at the alicorn who managed to barely dodge his attempt when he moved to fly right at her. “And I will prove it once I resume my reign after I finish taking down anyone and everyone who stands in my way, starting with you!” Scar then managed to viciously strike Twilight right in the face with his claws and then yanked her on the arm to slam her down onto the ground.

“AAAHHH!”

Before she could have the chance to recover, Scar used his magic to slam her head down into the ground repeatedly and threw her down the stairs, causing her to endure a lot of bruises from each and every impact she made while tumbling down them.

While charging right at her, Luna quickly flew in and body-slammed herself right into Scar causing him to crash into the nearby buckets of arrows while she had to float down onto the ground in slight pain from the bruise that had just formed on the side of her ribs.

Scar was able to shake it off like it was nothing before suddenly being blasted backwards by Luna again, determined to protect Twilight from the brutal beat-down he is currently imposing on her. The impact created a cloud of dust to which Scar was quick to turn into his advantage by leaping forward and slapping Luna across the face hard and then backhanded her against the opposite walls of the arena thus taking her out of the fight.

“SISTER!” Celestia cried out in horror.

“TWILIGHT!” Kion cried equally horrified while managing to see the severe beat-down himself.

The others managing to catch a glimpse of what Scar was doing, unfortunately were left with no wiggle room to be able to run over to assist them due to having to deal with their ongoing fights that are still going down.

With Luna out of the way and his focus now back on Twilight who never managed to buy herself to recover from his earlier attacks, he then followed it up by backhanding her right into one of the ice targets with the back of her head smacking right into it before flying over to hoist her up and toss her back down into the ground right into another ice target and then into another in the same brutal fashion. After destroying all of the ice targets he grabs her by the throat with his magic before hoisting her back up into the air and then proceeded to repeatedly punch and claw her in the face so hard that her nose started to bleed and ended up with a black eye on her scarred eye.

“I mean really…” Scar shook his head with his voice now calmer than just before. “…did you honestly think that was going to end well for you? And now everyone is suffering because your mistakes.” Twilight despite being badly beaten refused to cower before him and give into his words. “It’s your fault that this is all happening. Do you deny it?”

Twilight glared daggers at him as Scar increased the magical intensity of his attacks on her as she finds herself grunting and screaming in pain and agony because of the lion’s tighten grip on her body.

“No.”

“Then you’re guilty!”

“NO!” Twilight managed to break free from his grasp to try to fire a magical blast of her own, along with a punch back at him only to be effortlessly restrained when he instantly grabbed again by the arm.

Twilight growled and strained in response as she finds her mane has now grown to waist-length measures due to the magical surge Scar is implementing on her as her flies up high overhead every building in the Crystal Empire. With a strong powerful shock-wave spread from the tips of his claws from his right paw, he was able to perform something that only a very all-powerful alicorn could perform the power of stopping time.

Everyone and everything around froze right on the spot all in the midst of their current fighting.

“What?!” Twilight could not believe what she is seeing. Scar actually managing to stop time with his advanced powers. “But how…how are you doing this?!”

“Put the powers of my brain after doing a ton of magical research and combine them with the powers Nightmare Moon, Nightmare Rarity, and Midnight Sparkle together and you do the math from there.” He simply replied while forcing her to look on at Equestria as a whole. “And behold the glorious future that awaits you.” He gestured to the dark clouds surrounding Canterlot now currently colored gray in color around them, from the skies, to the town buildings, and the many ponies walking around feeling depressed and hopeless inside. Canterlot isn’t the only area that’s colored in gray since the same can be said for everyone in Ponyville.

Twilight looked around yet unable to free herself from Scar’s grip due to him maintaining his firm grasp on her and saw the colorless devastation along with the various skeletons straying across the area. Dead pony and animal skeletons to be exact along with the colors of everything around them are de-saturated in contrast to the bright and colorful prosperity that Equestria usually is. Worse of all amongst the bleak future, none of the many faces that are her friends and family are within her sight. No one not even the girls, Kion, Celestia, Shining Armor, are all around with no trace or word of their last sighting.

“No!”

“Yes. Look at it. Drink it in.” Scar said as they look on and float over the ravaged country while floating her to what was once her library now blown into smithereens along with the fiery landscape surrounding the outskirts of town. “Behold, the world you are destined to create as the newly proclaimed Princess of Darkness.” Said princess is now floating around monstrously roaring along with firing magic at the mountains ahead of her causing them all to explode upon the fiery magic crashing into them in a blind rage.

“No!” Twilight tried closing her eyes at the horrifying sight of her evil self resurfacing. “I would never! This is just a vision. This can't be real!”

“Oh Twilight, there’s no denying that this is the future and what you are destined to do because clearly you’re in trouble again…” He asserted while hoisting her on over to the Crystal Empire where King Sombra is currently residing and overlooking the very slavery he used to impose on all of the crystal ponies with no sign of her brother or future sister-in-law around. “…only this time, mommy, daddy, along with your big brothers and sisters, aren’t here to save you. It began the day you agreed to help me conquer the Pride Lands and Equestria, and even with all things considered this will still come to pass. It's written all over your face and I'll make sure it comes to pass. Now, it is time for me to conquer the Crystal Empire and to put an end to all of this to every last inch of goodwill you once had with everyone here. And now everyone knows WHY!"

“NOOOOOOOOOO!!” She screamed in vain with her eyes glowing blazing white with the agonizing vision flashing during her scream of desperation with Scar releasing another magical shock wave that returned everything back to the present day with the apocalyptic vision now over.

All of the colors were returned to normal and the whole fight scene at the arena ended with everyone all shaken up by the shock wave and all now recovering from the powerful surge Scar had just unleashed on everyone.

Upon shaking it off, Scar had hoisted the Lion and Pony Guard along with the royal family outside of the arena and on towards the very border where the now unconscious Karabi and Lite are lying with his free arm and hoisted them all on over there.

The most powerful beings in the Pride Lands and Equestria all had barely any time to react upon being literally thrown out of the Crystal Empire before finding themselves cut off from the empire with the train station behind them and the kingdom just in front of them now surrounded by a large green dome. And then the next thing they know before any of them could try to go back is Scar himself floating over them with the badly bruised, beaten, and spent alicorn in his grasp.

“Unless you want any more harm to come to her, you know what where to turn from here.” He warned with locked eyes on the group who could only glare at him in response to his ultimatum before turning his attention back to Twilight. “And as for you…we’ll be in touch…oh…” He then added before he forgot with a satisfied smirk. “…and thanks for the heads up so here...I'll give one here.”

He then casually tosses her aside, sending her crashing headfirst through the window of an empty train cart before teleporting away from the scene in a flash causing the crew to briefly look on at Scar in disgust with his callous disregard towards pony life before turning their attention back to Twilight who is now badly in need of medical attention.

Wasting no time in reacting both Celestia and Shining Armor both wasted no time in rushing inside the train cart in order to find the unconscious pony thrown inside to make sure she’s okay. They both managed to find her and were both left horrified and in wide-eyed shock upon seeing the physical damage Scar did to her from the deep scratches he inflicted on her, the heavy and dark bruises and scorch marks all over her body, and her now long messy mane, all just looking like he killed her.

“Twily…” He softly spoke with his liquid pride forming on the corner of his eyes just when the others rush inside to see the results of the beat-down she just took in. “…please wake up!”

“Hevi Kabisa….!” Kion quietly spoke horrified at the sight looking like he is about to cry again just when Cadance flies over to see if there is any healing powers she can utilize on her while she still can to ensure they don’t lose her.

After giving herself a calming deep breath like she taught the pony she loved to foalsit the most before working the magic from her horn hoping that the power of love is enough to keep her from joining the heavens too soon. All while all everyone can is look on deathly and sickly worried for their friend.

With Scar now having conquered the Crystal Empire and most of the ponies attending the games along with many Pride Landers trapped there, who can stop him now?

The only answer is preying upon the very pony on the verge of death with a spark of magic that may be the ultimate key to finally achieving victory against him...

Author's Note

At last the Equestrian Games have finally arrived and the Pride Landers and Equestrian ponies are all competing with the Crystal Empire Ponies to earn and show their Olympic-level competitiveness and talent on the field.

For athletes like Rainbow Dash and Fuli it's a golden opportunity for them to show everyone that they are the Fastest with all eyes and ears to see them in action and they both led their teams to victory in true fashion.

For those seeking to prove their worth like Spike, well simply put it led to quite an embarrassing sequence of events such as botching the torch and fumbling the national anthem for Cloudsdale before finally managing to save the Empire single-handily again along with setting off the fireworks for him to prove it.

For those seeking to do more than conquer the Equestrian Games like Scar, that's exactly what he did to set up an intense showdown that resulted in another kingdom conquered along the Royal Family and the Lion and Pony Guard further cornered as Scar draws closer to his endgame with Ponyville and Canterlot the capital of Equestria left to conquer.

While many heroes fared well against Scar's army, Twilight on the other hoof had the misfortune of suffering a very brutal and vicious No-Holds-Barred Beat-down at the claws of Scar himself after winding up pressing his Berserk Button. And phew, even without his powers he's capable of holding his own in a fight and pave way for one of the most intense and nightmarish scenes in this series so far and that's putting it lightly.

And for those who felt a level of satisfaction when Scar stripped Twilight of her dark magic back in the mid-season finale (I'm laying this out since before following events of this season rolled out this is debatable whether it's unnecessarily cruel backstabbing or fitting karma considering what she's done as Midnight Sparkle), then you're probably going to have a hard time rooting for Scar very nearly killing her and showing her that she is soon to be destined to be the Princess of Darkness, who's main goal in life is destroy both Equestria and the Pride Lands.

But that being said with the penultimate episode resulting in Scar's victory once more, all that remains is the Season Finale to determine both world's fate as Scar further presses forward with his endgame to conquer both worlds.

*Note:* The season finale date will be determined once I made sure everything is all set up and put together so until further notice stay tuned as Season 4 is about to come to an end...

Episode 33: The Kingdom Part Two

Episode 33:

The Kingdom Part Two:

After recovering from the shock, Twilight was able to compose herself into speaking clearly. "We must rid ourselves of our magic?! But how?!"

“Like what you are suggesting?” Kion asked trying to understand the sun princesses new approach. “Like actually giving up all of your magic?”

“Not exactly, Kion.” Luna corrected. “Since magic cannot just disappear, somepony must keep it safe.”

“Somepony like you?” Kyoga asked looking at the white alicorn along with the dark blue alicorn. “Or how about you? Surely with the right amount of magic you could stand a chance against both Tirek and Discord.”

“We could, but the very unlimited power it possesses could cause damage so massive it could destroy Equestria and even rip the fabric of the two worlds."

"Well, I'm prepared to do my part no matter what," Twilight stated will a sheer willingness to stay ahead of Scar’s game no matter what. "So what do you need me to do?"

“We have decided that the somepony to hold our magic is you, Twilight.” Cadance answered.

“Why me?”

“Because you represent the element of magic.” Cadance answered. “If there is anypony who can do this, it’s you. By inheriting our magic you have the knowledge to master it so you can be prepared to take on Tirek should he come to you.”

“So I assume you’ll want her to go into hiding until she is ready?” Kyoga figured.

“Yes.” Celestia nodded while moving to lean in towards her faithful student to place a hoof on her chin. “Do you understand what we're asking of you?”

“Yes I do.” She answered firmly. “Taking on this task will be one of the most difficult things I'll ever do, but I’m ready to fight for everypony’s lives for this kingdom and do whatever it takes to stop Scar from taking over, even if I have to put an end to him myself.” She said the last part with a cold tone and dark intent unnerving her best friend in the process.

“Twilight…” Kion voiced with concern hoping that she isn’t thinking of outright murdering him, Tirek, or Discord. “…are you sure that’s the best way to deal with him?”

“Absolutely!” Twilight stated without second thought as she calmly voices her anger towards the tyrant well-known. “He has already entered his endgame and is already hurting more and more ponies with every passing second even with every second we spend standing here. He must be stopped or else nobody will survive.”

“But…” Kion tried to speak before being interrupted by Celestia spreading her wing out to silence him.

“I’m sorry, Prince Kion. But Princess Twilight is right, we need to do everything in our power to keep Scar from winning and destroying everything our ancestors before us stood for.”

At this point Celestia was not taking any more chances with the guy and how far he has fallen and from the looks of Luna and even Cadance they’re clearly on her side on the matter. Scar is not seeking redemption anytime soon and he never will, so all bets are off the table here.

So with that said, Kion turned to his dad hoping that he’d at least say something to her out of fear that’ll she become the very villain that murdered his father.

“Dad…?”

Knowing from past experience that he is right but knowing his uncle very well and the current situation, he is clearly at a neutral standpoint in the matter. “I’m sorry, son. But there are some things that even the Magic of Friendship can’t make happen.”

“Sorry, Kion.” Kyoga said with sincere sympathy seeing how hard it is to accept that the enemy’s lives may have to be taken in order to ensure victory with what’s at stake. “But that being said…” She added with something to say on the matter. “…I’m willing to give up my magic so you can be able to face off against them alongside Twilight and she won’t have to face them alone.”

“Kyoga?” Kion was now looking at her like she is crazy for actually putting forth her own magic on the table while the others turn to her all looking surprised and impressed with putting her paw forward with this sacrifice. “You realize that your life thrives on having that magic inside of you. You’ll be left very weak if you do this.”

“I know.”

“But…”

“I’m willing to do the same if it means giving you a fighting chance.” She asserted. “If anyone can work with her the best in defeating great evil, it’s you!”

Now Kion was confused more than understanding of his and Twilight’s successful track record against the bad guys they’ve went up against before. “Really? But why me over you? You clearly have the magic and much more experience with it than me.”

“True, but so is Twilight.” Kyoga reminded. “If anypony can mentor you into becoming an instant expert at it, it’s her.”

“Well…” Twilight thought about the idea but with options very limited on the matter. “…that’s true, considering I have picked up on great feats of magic very quickly.”

“Then it’s settled.” Luna stated with this decision in light before facing the two leaders of the Guard. “You two shall wield our powers and prepare yourselves for battle while we stay behind and buy you both time to do so.”

“Do you both think you can take on this responsibility?” Celestia asked of them.

Twilight was the first to give her answer. “This is the role that I'm meant to play in Equestria. I will not fail to do my duty!"

“Kion?” His father asked of him the same question.

While initially hesitant of the idea, at the same time he is also looking at an expert of magic and they do work well and efficiently together. Much like the time they worked together against Sunset Shimmer in the other world even while enemies, they could triumph over their adversary’s as long as they cooperate with each other and successfully work together. This could work after all.

“Of course.” He finally answered after much deep thought. “If you all think we’re the best to go leaders for the job, then we’ll do it.”

“Then we must begin at once.” The sun monarch stated with time at the essence knowing that both Tirek and Discord are on their way here right now.

The other three alicorns along with the magical lioness all circled around both Twilight and Kion before working their magic to transfer it to them. After the three alicorns worked their horns into conjuring up their magic while Kyoga stood on her hind leg so she can make circular motions with her upper paws into working hers, their eyes all glowed white as all four streams of magic formed together as one great ball of growing magic. Once that magic was combined and charged, it streamed straight into both Kion and Twilight’s bodies with massive magic surging through their bodies as a result.

At that moment, Discord’s body wiggled around due to being able to sense it right away, and because of how powerful that magic transfer was, he knew what this meant. “Huh? That can’t be right.” He muttered to himself

“What can’t be right?” Tirek asked after draining the magic of two more innocent ponies they just came across. By then he had just managed to achieve enough magic to have his black horns grow back.

The draconequus quickly answered. "Nothing. Carry on." But in his mind he was thinking and trying to comprehend their decision to give it to both Twilight and Kion of all ponies and lions.

Tirek pressed forward without further questions but not without his suspicions that he is truly withholding important information from him thanks to picking up on Scar’s teaching on how to tell if someone is lying or not.

When the blinding light faded and the transfer was completed the now four former bearers of magic all dropped to the floor. When both the young lion and alicorn both noticed this they both saw that Celestia and Luna's manes and tails had stopped flowing and their along with Cadance and Kyoga’s cutie marks had faded away completely. Kyoga still weaken from the magic transfer had trouble standing up on her own.

“It is done.” Celestia weakly declared. “Now go.”

Internally, Kion still could still not believe that Kyoga was actually willing to make this sacrifice but came to understand why she did it and how much faith she has in him in his and Twilight’s greatest challenge to come.

Twilight wasted no time in hugging both Princess Celestia and Luna while crying a few tears, feeling greatly overwhelmed with emotion with the very thought that this may be the last time they’ll see each other flowing through her head while Kion moved to hug his parents and sister with a pained expression feeling the same way as Twilight.

“Be safe, Kion.” Simba softly said to his son.

“And bring him home, Twilight…and Kiara” Nala softly said to Twilight while hugging her boy.

“…you mean…”

“Yes, Kiara. Go with them to Ponyville, and once there find somewhere safe to hide.”

“Okay, mom, okay dad.”

“I will.” They both said to them at the exact same time before departing the castle so they can quickly master their recently bestowed powers before their showdown against Scar, Tirek, and Discord.

Though little do they know is that Scar is watching both parties from the top of the Canterlot castle and can see that both Tirek and Discord are on their way here while both Twilight and Kion with the later riding on his back. So far, he is seeing that the pieces are all making their moves and that Ponyville is now within striking distance.

With these new turns of events in light, Scar made his way on over to where both Tirek and Discord are, ready to inform them of the next part of the plan. “Feeling better, Tirek?”

“Much more than just recently...” He replied with a satisfied smile. “…and it became much easier after draining the magic from every magical creature trapped in the Crystal Empire.”

“It takes hard work and training without magic to regain some of those muscles before being rewarded with a tasty dish in return. And now that you’re starting to regain your full form, it is now time to make our move on the capital of Equestria.” He turned his attention towards the castle in plain sight. “And after that, there is a much bigger reward for your services that awaits you.”

“You mean…?” He eagerly smiled.

“Yes, Tirek.” He confirmed with an equally evil smile. “All of the alicorn magic in Equestria along with magical powers of two very powerful lions that are up for grabs provided you earn them fair and square.”

“Not a problem, master.” Tirek bowed before maliciously chuckling and marching his way towards the castle while Scar and Discord hang back for a moment.

“You ready?”

Discord visibly looked uncomfortable before giving him the answer he wanted. “Ready!”

“Then let’s conquer a kingdom in my name!”

“Let’s.”

By the time Twilight, Kion, and Kiara made it back to Ponyville, due to the former two trying to law low and to keep their dangerous powers under control, it was already dark out. Sure it took quite some time to get back but it was necessary to take the extra per-caution to avoid being seen. After all, they can’t afford to do raise sudden alarm and draw Tirek’s attention to them too soon.

Thanks to past experience of sneaking around and spying on the Guard, Twilight knew the right route back to the library to avoid detection.

“Wow…who knew that all of the sneaking around and spying on us around town would actually come in handy.” Kion said to her friend as they approached the front door.

“Well…” Twilight simply shrugged it off. “…when you get a lot of practice and learn all of the tricks and trades to the bad guy’s stealth game, you’ll pick up a thing or two.” She then turned her attention towards the front door of the library. “Something to discuss more for another time…maybe…” She wasn’t too sure if she would be sticking around after Scar’s threat has been dealt with. “…but for now…shhh….” Kion nodded in response before following her lead in quietly and slowly making their way inside to avoid disturbing Spike currently sleeping.

But by then, Spike had yawned as he woke up at that moment.

Eventually, a sleepy Spike happened to open an eye and he yawned. "Twilight? Kion? Kiara? You all weren't gone very long. Is everything okay, including the threat of Scar?"

“Yep.” She quickly and calmly assured with a motherly smile. “Everything’s all good.” She had to tap her horn attempting to spark up with erratic magic to avoid her adopted son from giving any clues of suspicion.

The baby dragon none of the wiser just stretched before tucking himself back in his crib. "In that case, I'm going back to bed. Sun's not up... and neither am I."

“Really?” Kion was highly surprised to hear that. “That's strange. The sun should've been up by now." He turned to Twilight to see if she knew why and judging from her sudden realization just she figured out for herself.

“That’s because the sun should be up by now.” Twilight calmly replied before making her to the nearby window so she can quickly do so. But not without gesturing him with a “Shh…” before he could react in sudden alarm.

Focusing deeply on the moon in the sky, she had let the electric and erratic sparks of magic from her horn flow so it can be forced to move so she can raise the sun. Although it ended up being a little more difficult than the way both the alicorn sisters make it since the moon was resisting going down due to her unrefined control over it.

“Come on, work with me, dang it…” She mutter whispered with slight struggle in fighting for control until she finally managed to ensure that the sun was up and stay up until it was it’s time to set. “…there we go.” She wiped the sweat off of her forehead. “…phew, that takes care of that.”

Although the unusual sunrise and timing caught the attention of Shining Armor and the royal guards patrolling Canterlot in preparation for Scar’s impending attack.

Deep down, the captain of the royal guard is deeply worried for his sister knowing that the two are about to face off once more with the kingdom at stake. It’s inevitable, but he really hopes that it won’t end up like the last time she tried to fight him or worse.

“Doing okay?” The lion king having joined him on patrol asked.

“Yeah…just thinking is all.” He replied still his mind deep at the very worrisome thought.

“Is this about your sister?” He figured just by telling from the way he is pacing around and looking on at the horizon in front of them.

“Yes…I’m really worried about her…” He admitted as he turned to face him. “…Worried that I’ll never see her again. I mean just recently saw her for the first time since she moved to Ponyville only for her get literally scarred for life because of the lion trying to morph her into following his legacy, had to nearly lose my life in said fight between us because of him, and had to see her become an emotional wreck because of his betrayal, all while I could have been rekindling with her and making up for lost time instead.”

“I know.” Simba sighed. “I feel the same way about Kion at least the first part.”

“So why aren’t we the ones fighting Scar and his followers ourselves in order to defend Equestria and reclaiming the Pride Lands and the Crystal Empire?”

“Because I trusted my son and your sister into being the ones to take them down.” He answered. “And as much as I don’t like having to see my son putting himself in danger, a talk with the princesses just earlier had me believe that he has the power and skill to take on a magic-stealing centaur, the Lord of Chaos, and an all-powerful lion-alicorn. And do you know why? Because he won’t be facing off against him alone, he has Twilight who we both have faith in. We’ve seen what they’re capable of, especially when they work together.” He then turned to the white unicorn to further assure him that both the leaders of the Guard will prevail against their toughest challenge yet. “This is their fight now and the best we can do is buy them time for them to fully prepare for that fight.”

Just then they heard a familiar voice float over their heads…literally. “…oh, I couldn’t have said it any better…” came from the draconequus who while sinisterly smiling was visibly on edge. “…hello, Shining Armor, Simba, how are you both today?”

Both the unicorn and lion growled in response as the former readied his horn while the latter bared his claws.

“Back off traitor!”

“And don’t even think about challenging us! It’ll only end badly!”

“Okay, okay…” Discord hoisted his paw and claws up in surrender and backing down from further taunting them. “…just please try to understand this isn’t how I wanted this to play out, this whole takeover wasn’t my idea…”

“Oh, really…” Simba was unconvinced. “…and I suppose Scar told you that taking pleasure in those suffering because of you is fun?”

“Suffering? No? Having fun while ensuring proper management is stepping up is the proper term I’d like to call it.” To make his point he donned a retail manager’s uniform with a gold name tag on the upper right side of his chest. “Wouldn’t you agree when you put it that way?”

Simba simply ripped off the uniform from his body and back-handed him against the wall in response. “What could he have possibly said to convince you that selling everyone out was worth betraying everyone in Equestria? Did offer you chaotic freedom? Shared control of the kingdom? Or did he play you just so he can get what he wanted for himself?” Discord had nothing to say in response to the furious lion menacingly approached him. “Did he tell you that you are on borrowed time and services?”

“Did I promise Discord what, Simba?” Scar’s voice asked of him just when he floated over right behind his nephew staring down the guy he is cornering.

“Scar!” He snarled in response to seeing his treacherous uncle in the flesh and full glory again.

Even still, Scar still took the time to politely greet his nephew. “Nice to see you again too, but that doesn’t answer my question. And what was it? Oh yes, what could have I said to convince him that it was all worth it? Easy. I simply gave him what he desired the most and gave him very ‘special’ accommodations in order to get each to see to work eye to eye on a mutual stand-point.”

“What kind of ‘special’ accommodations are you talking about?” Simba inquired while heavily glaring at him for more answers yet still keeping his grip on his enemy in question.

Scar simply chuckled in response. “Oh Simba, you’re a smart lion, clearly you should know by now what the answer really is.”

“Well if there is anything I should know by now Scar, is it I know you’re only using him just to conquer Equestria for your own benefit and that you’re just waiting for the perfect moment to properly dispose of Discord when it no longer benefits you.” He retorted with his eyes locked on him. “Just like you did to Twilight after everything’s she done for you.”

Scar scoffed in response “Why should I? She clearly had it coming since she was going to betray me first.”

Simba wasn’t having any of it. “No she wasn’t. She was nothing but loyal, honest, and very talented with magic like no other ‘friend’ or whatever you truly think of allies to you. She clearly trusted and stuck for you even after you managed to manipulate her into serving you and in return you broke her heart and sold her out like she meant nothing to you.” He then shouted in the last part. “You should be ashamed of yourself! And so should you Discord for doing the same for everyone in Equestria by betraying every single friend you ever had!”

While Discord already feels the heavy impact and shame from Simba chewing him out, Scar simply shrugged it off. And that’s when Tirek arrived on the scene draining the magic of one of the guards he had just defeated. "The only one that Discord ever betrayed was himself. Abandoning his true nature in order to make friends with pathetic and weak minded equines, who offered him nothing.”

With that said, Scar’s point was further made when he responded to his nephew trying to call him out big time. “Sorry but, we both know that’s not going to happen.” He returned unsympathetically. “I mean don’t get me wrong I did like her, I really did want her to become my protégé and successor to carry on my legacy, but like I said, her kindness and generosity was really showing more and more after I had her send my message to you all at Diamond Valley to the point she was showing more good humor and faith towards friendship and of course I couldn’t have that since to me that is a liability of all of the hard work I strived towards in trying to become the leader the kingdom deserves.” He then charged the magic on his paws ready to duel both his nephew and Twilight’s brother. “And in just a little bit, this kingdom will have its one true king ruling over this land with nobody and nopony to stop me again.” He narrowed his eyes while locking his sights on the unicorn in charge ready for that fight.

Shining Armor kicked off the fight by unleashing one of his most powerful attacks right at the lion’s face. Scar quickly countered by firing a beam of magic from one of his paws causing the two beams to collide and engage in a beam of war with each other.

The two beams were evenly matched with neither one gaining the edge over one another. Even after a good long minute both sides weren’t letting up and allowing either beam to come closer to them.

Scar seeing and sensing this is highly surprised yet impressed by the unicorn’s power. Clearly it runs in the family. So now he decided to take a different approach to get the fight going so he used his free paw to charge a blast right at the unicorn to force him to back off. Once Shining realized what was happened he barely managed to dodge the first attack while jumping to the side to avoid being blasted and slammed against the wall.

To get himself up to his flying foe, he used his magic to give himself a flying boost up towards Scar and punches him right in the jaw followed by a few swift punches and kicks to his body. He punched him right under the chin, kicked him square in the gut, and then head-butts right under in jaw with his horn grazing his skin combined with a kick to send him slamming against the wall.

Immediately, upon dropping to the ground at the same time Shining Armor landed on his hooves, Scar glared at him before charging and roaring right at him so he can retaliate himself. He proceeded to tackle him before trying to maul him on the neck with his teeth. The muscular unicorn was hold him off long enough so he send a blast right at his face again to force him off followed by a thrusting kick to send him flying off of him…

…right in Simba’s direction who used Discord’s body as a baseball bat to send him flying away from the castle wall’s.

“Uh….” Discord uttered with his eyes literally spinning like a jackpot machine in a casino with both slots showing two baseballs in both of his eyes along with a third baseball appearing right over his head before dropping to the ground having lost consciousness.

Of course, since Scar had wings, he was able to regain his ground quickly and managed to fly back up so fast that he was able to pin both Simba and Shining Armor to the ground so he can quickly put an end to this. “Lord Tirek, care to do the honors?”

“With pleasure.” He said with a eagerly malicious smile as he grabbed the unicorn by the horn so he could drain his magic.

Shining tried his hardest to resist it the best he could, his hooves wobbling before collapsing to the ground with his eyes losing color as a result of the magic drain. "How could you do this?"

Discord had nothing to say due to Simba’s earlier scolding words cutting deep down.

"You seem a bit troubled, my friend." Scar said to him after noticing his expression. “Tell you what, why don't you go and have a little fun? You’ve earned it and I won't stand in your way. Come on Tirek, we’ve got princesses to greet.”

“Right behind you, Scar.”

After the two had pressed forwards towards the throne room, Discord was left still reeling from the lion king’s speech knowing that his services are running on limited time and how accurate he just summed it up. So now maybe he could do something to prepare himself should it come down to it.

Meanwhile, in the throne room, all three princesses all sat on the throne feeling weakened and exhausted with no one both Nala and Kyoga to watch over them waiting for their enemies to arrive. Just then the throne room doors were broken down as both Scar and Tirek came literally knocking their doors down.

“Hello, princesses, Nala, Kyoga…” Scar greeted with a smirk. “…nice to see you all again…” They all just looked on defiantly and cross at him. “…I see the silent treatment, I get it. That being said, shall we go ahead and do this the easy way or the hard way…?” They still don’t budge from their standing and sitting positions. “…no? Okay, easy way it is…” He turns to the large red centaur. “…Tirek, they’re all yours.”

Tirek clasped his paws together before levitating Princess Celestia on over to her so he can drain her magic. But when he did so, not a drop of magic came out of her horn. “What have you done?! He demanded as Celestia smirked before turning to the other princesses only to achieve the same results. He then turned to Kyoga feeling certain that she would have to hold onto her magic, but when he tried, she had nothing but the very little magic keeping her alive. "WHERE IS YOUR MAGIC?!" He bellowed off the top of his lungs.

“That’s a question for you to find out yourself, you oversized beast!” Kyoga replied while slowly approaching him ready for a fight while baring her claws before lunging at him.

With the sun having risen, Twilight was now aware of what kind of powers they possess with all of that alicorn magic flowing through her was. And as for Kion, he could feel the surge of Kyoga’s magic but wasn’t quite sure of how it really works unlike his alicorn friend.

“So how exactly are we going to be able to practice and get our powers under control?” He asked.

“Well for starters…” Twilight said as she accidentally blew the library door off its hinges when she tried to open it. "…Oops! We certainly can’t do it here unless we want to take this library along with it. Come on!" She stated while trotting right outside as fast as she could with Kion following after her.

"Twilight? Kion?" Spike called out in confusion upon seeing them take off right away without warning so he ran after them. “Where are we going?”

“Oh hi, Spike.” Twilight greeted as calmly as earlier. “Didn’t see you there, and in answer to your question, Kion and I are just going out for a run, we’ll be back.” She then tried to fly off but she ended up losing control again and taking to the skies as a result.

Because she was carrying the power of four alicorn’s, she ended up flying faster than she could ever hope to imagine, and what was worse for herself it ended leaving a very noticeable streak of dark purple behind her thus attracting unwanted attention from her friends.

Rainbow Dash and Ono were the first ones to take notice of this when Twilight zoomed right past her.

"Whoa!”

“Hapana!”

They remarked, both feeling very stunned upon seeing the dark purple streak she left behind.

“Was that…?”

“Twilight?”

After some wild flying, the quick-learning alicorn was able to bring herself back down to the ground near the edge of Ponyville. But by then she found herself crowded around by Kiara, Spike, and the rest of the Lion and Pony Guard seeking an explanation for what they'd just seen.

"Twilight, what in the name of Simba was that?!" Ono exclaimed upon flying towards her

“Yeah!” Bunga commented in agreement. “How did you learn to fly with that kind of speed?"

“Nothing.” She quickly replied trying to be calm in avoiding telling the truth to her friends. “Just some quick sprints that requires a whole lot of concentration.”

Fuli however wasn’t convinced. “Are you sure about that? Because from what we saw up in the skies, you seemed to be carrying a lot more magic than you normally would? You sure there aren’t any more secrets you’re hiding from us, Twilight?”

Twilight looked at each and every one of her friends along with Spike all curiously waiting for her response. As much as she would want to keep them from knowing it out of fear of them getting hurt much like Celestia would think if she were here, she came to decide it was best that she confesses to them of what that was really all about, especially after she and Kion exchanged looks to confirm that they need to be honest with them about this.

“No…not anymore.” She admitted. “That meeting we had in Canterlot was about Tirek. He’s still on a magic-hunting rampage now after alicorn magic.”

“But what does that have to do with you and Kion?” Beshte asked still not quite understanding her point.

“Because now that I have the princesses magic to keep safe from him.” She answered.

“Really?” Ono asked feeling greatly surprised. “So you have Princess Celestia, Luna, and Cadance’s magic inside of you all together?”

“Yes.”

“Now hold up…” Applejack interjected with something in mind to ask. “…what about Kion here? How does he come into play with this whole magic business aside from the Roar? And where is Kyoga?”

“She’s in Canterlot to buy us both time since she gave most of her magic to me so I can be able to fight Tirek alongside Twilight.” Kion explained.

“Wait! Wait! Whoa!” Ono was just left stunned by what he just said along with the rest of the team who all looked on in disbelief.

“She did WHAT?!” Bunga screamed right in the egret’s ear. Ono was left hearing echoes of the honey badger’s shouted words vibrating in his mind before glaring at him for doing that. “Oh, you heard me, huh?” He said sheepishly after realizing what he did.

“How could you tell?” He grumbled before refocusing his attention back on the Lion and Pony Guard leaders. “Anyways…what was she thinking?!”

“Yeah, I mean, giving up on what her life depends on?” Applejack added in agreement.

“Believe me when I too was shocked that she would willing give it up to give me magic to be able to combat Tirek, but she really insisted on it since me and Twilight work best together in the face of danger.”

“But without her magic, both Tirek and Scar will kill her, or worse sent to Tartarus with all of those other horrible beasts who have threatened Equestria long ago.” Rarity commented feeling greatly worried for her. “Are you sure she’ll be okay back in Canterlot?”

“I’d like to say that she’ll live and be sent to Tartarus along with the other princesses but I can’t say for certain.” Twilight said with regret for not having a full picture on how Scar decides on how to treat his current victims which only made the rest of their friends feel saddened hoping that she makes it out of it alive. “So anyways, Kion and I are going go out so we can get better control of our magic so that when both Scar and Tirek come here, we’ll be ready for them.”

“But what about us?” Fuli asked. “If we can’t accompany you then what can we do?”

“The best thing you all can do is stay here and encourage everypony to remain inside.” Kion answered. “Hopefully if all works out then we can have peace in Equestria.”

Before the two leaders could leave in the direction of the Everfree Forest, Fluttershy had this question on her mind she had to ask. “Wait.” She called out to them. “What about Discord?”

Kion was about to answer that question honestly until Twilight quickly intervened. “I’m afraid Discord is having trouble hunting him down due to Tirek gaining enough power to avoid being caught by him. We’re just going to have to hope that too is okay. I’m sorry to have to tell you this, Fluttershy.” She turned to Kion while stretching her wings out. “Come on Kion, we better get going.”

Kion was about to look at Twilight incredulously for leaving out the fact that Discord had betrayed them but she gestured her towards Fluttershy to remind him that she’ll take this revelation very badly and she can’t find it in her heart to tell her that. Plus, with time running thin given that Scar has already conquered the capital of Equestria, it would mean a huge delay in their preparations to duel the two evil entities roaming across Equestria. All while Spike teared up knowing that there is no guarantee

“Please be safe.“ The poor baby dragon cried out in faint and on his knees dreading the worst to happen to the pony he sees as a mother to him.

Speaking of said evil entities, the two are both still in Canterlot with Scar sitting on the royal throne looking down on the defeated alicorns and lionesses with the latter two defeated with some slight bruises in their attempt to take them on. There they both have deduced what Kyoga along with the princesses have done with their magic.

"Getting rid of your own magic so that I cannot take away from you? That was your plan?" Tirek questioned in a rather taunting manner while standing on Scar’s right side.

All five sitting before them still refuse to say in anything in defiance towards them.

“I mean it was pretty smart plan with all things considered otherwise…” Scar spoke to give them credit while speaking directly to Tirek before turning back to their victims. “…it’s too bad that takes away any advantage you might have had towards us, well…” He recalls the last time they fought. “…not that it mattered anyways.” Focusing his magic on displaying three orbs showcasing the three different ponies in each orb, he moved to further speak to the five sitting before them. “So ladies, tell me, how does it feel, knowing that soon every last unicorn, Pegasus, and earth pony in addition to every Pride Lander will bow to my will, and that there is nothing you can do to stop it?!”

Tirek then further prodded them to get a reaction from them. “Come on! Tell us! You’ve known that this day was coming and it is already here despite your best efforts to prevent it. Doesn't that just burn you up, knowing that your subjects will suffer and grovel at my very hooves?!"

Princess Celestia was the first to speak her mind about them with a firm glare and boldly stated. "You will not prevail, Tirek. And neither will you, Scar. Even if you have control of Equestria now, it will never last long and you will never succeed in ruling over here for years to come."

"There will always be someone out there to stop you.” Luna defiantly added.

Scar laughed in response. “Oh, really, then who? Both Twilight Sparkle, the little Leader of the Pony Guard, and Kion, the little Leader of the Lion Guard? They’re both talented and strong but even with the two of them combined it still won’t make any difference to me.” He floats over right to their faces with his shadow looming over them. “They will meet the same fate as all five of you…”

“No they won’t!” Kyoga boldly fired back.

Scar ignored her as he continued. “…and so will every pony in that town.” He turns to Tirek while gesturing his paw in their direction to give him the honor of disposing of them.

The centaur gladly took pleasure in the deed before lifting them with his magic while opening a portal leading to his former cell. “Give my regards to Cerberus.” Swiftly and quickly he hurled them all through the portal Scar conquered before slamming it shut.

"Uh, you meant our will didn’t you?" Discord pointed out while manipulating the stained glass window display of himself so that it was again making said princesses and queen dangle around like stringed puppets.

"Of course." Tirek appeared to correct himself before moved to approach Discord while taking off a gold triangular medallion around his neck. "Here I want you to have something. This was given to me long ago by someone very close to me, I give it to you as a sign of my gratitude and loyalty." He placed it around Discord’s neck as he spoke.

“And in addition…” Scar added as he presented Discord two gifts, one in each of the palms of his claws. “…a couple tokens of my gratitude for your services.” Said gifts are also medallions yet in the shape and image of the Mark of the Guard. “For showing fierceness in the face of danger and being wise to what’s really going on around you and moving to do the right thing.”

When the medallions were placed around Discord's neck he felt something odd about them. Never the less, he still greatly appreciated them. "Oh my, I do love some good accessories." He then stroked his goatee beard. "Hmm, I suppose that must be Rarity's influence." Yet at the same time he still felt uncomfortable with going through it all knowing of how this will affect the ones who befriended him since his previous reformation and let this happen. Things may never be the same again if he came back to them and maybe not at all given how deep his betrayal shook all of Equestria.

“Ah, yes…” Scar acknowledged the conflicted ally’s thoughts. “…the element of generosity can sure be quite an influence on life’s choices and they’re never easy, let me tell you. Generosity along with Kindness, Honesty, Loyalty, Laughter, and Magic, can all be a blessing or a curse. Sometimes such an act inspired by one or more of these elements can make every brain scream “Wow!” with wondrous things gifted to you from it. Other times it can lead to pain and suffering when others take advantage of you.”

“Well…either way it’s true.” Discord reluctantly commented unsure whether it’s a heart-to-heart talk or emotional manipulation he’s playing here. “I’m taking that at some point in your life you had the unfortunate route happen to you?”

“It’s not easy for me to admit, but yes it did.” He sincerely answered as he recalled the fateful day of how he got his scar and his desire to overthrow his brother, Mufusa with a magical flashback for both his followers eyes to see. “The day I got this scar along with the day I lost my mother to the guy who took advantage of me being generous to give him the benefit of a doubt was where things all started to go wrong for me. I don’t think I have ever felt lower when I lost the only lion I loved, like she was the only friend I ever had after the whole incident.” As he speaks, he do so in a solemn manner as the pain he felt that day is still fresh in his mind. “And it all happened because the ones I used to value as friends were quick to turn on me in an instant and assumed I was being a jealous, pathetic, and selfish monster trying to ruin the summit back then for no reason.” He then took a deep breath and regained his composure himself as he continues. “So yeah, life is always not fair, and I’m not the only one who sees it that way.” Tirek silently agrees without any telling hints.

“My goodness.” Discord said feeling sympathetic for the guy for once. “I never knew.”

“Not many do given that this is something I usually don’t like talking about much but I’ve moved on and became the lion I am destined to be…” He looked on a glass portrait of himself looming of Pride Rock and the Pride Lands with both the castle and Pride Rock standing tall with the half lion and half alicorn floated over a field of fire and flame over his defeated foes with his black horns and wings sparking up dark magic as he looks on his success with sadistic delight. “…and so have you and Tirek…” He moved towards the stained glass window of Tirek himself brandishing a sword while Discord held up a slice of bread fitting for a comedic villain like himself with the sword designed to be cutting the bread. “Quite fitting wouldn’t you say?” He asked with an amused smile.

"Amusing." Tirek agreed with an equally satisfying smirk.

“Of course it is.” Discord also agreed likewise.

“Enough said…” Scar then said now wanting to get serious and avoid any premature celebrations. “…we don’t have time to relish in our victory just yet, since of course we still have two more members of the Royal Family to take down with magic that you, Tirek, are personally looking for.”

“Of course.” He said with a determined tone to get his greedy hands on it. “And where can we find this Prince Kion and Princess Twilight you speak of? And where is their castle?”

“Actually Tirek, the correct place you’re referring to is more of a library, one that is located in the heart of Ponyville.” Scar corrected while eyeing both Discord and Tirek. “Can I trust that the two of you can handle this task?”

“Absolutely!” Tirek was quick to answer while cracking his knuckles.

“Discord?”

After emitting a small gulp he gave his response quickly feeling somewhat forced. “Of course, your excellency!”

“Excellent!” Scar stated with satisfaction. “Now go! Off to Ponyville!”

“You got it, Scar!” Discord declared while being the first to leave the room leaving both Scar and Tirek behind.

Before letting Tirek cut loose he had this to whisper to him. “You know what to do what the time is right?”

“Yes! Yes, I do!” Tirek darkly replied while pounding his fists together as the magic from his horns sparked up ready to do this knife-pulling task at hand.

With both of their leader’s absence, the only thing they could do was what they instructed them to. They went around Ponyville and alerted everyone to the threat of Scar and Tirek (while unaware that Discord is on their side) and ordered them to lock themselves inside their homes until further notice. Everyone all did so without hesitation knowing full well of how dangerous they are.

The Pony Guard (along with Spike) met back up in the center of town where the Lion Guard met up with them once they had succeeded in doing so.

“All right, y'all. I think we've warned everypony to stay inside." Applejack declared to everyone.

“Yep! From every pony here to the opposite side of town everyone is safe and sound inside.” Ono agreed as he scanned the town from the skies one last time to be sure.

"I just hope it all turns out to be unnecessary," Fluttershy commented as her thoughts turned to Discord. "I still believe that Discord's going to track down Tirek and send him back to Tartarus, and this will be just a memory very soon."

“I'm sure Discord will catch Tirek and this will all be over soon.” Fluttershy optimistically shared.

"I’d think he’d rather be taking his sweet time to do so." Rainbow remarked feeling otherwise.

“Wouldn’t surprise me.” Fuli also remarked in agreement with the blue Pegasus.

"Or perhaps these things just take time." Discord’s voice remarked before appearing before them.

Fluttershy was quick to hug Discord feeling overjoyed and happy to see him again. "Discord! You're back! Did you bring the cucumber sandwiches?”

Discord after a brief moment of hesitation quickly replied while displaying said finger-cut sandwiches. “Of course I did!” Fuli and Ono were quick to suspect that something is wrong from the way he is talking before nodding at each other so they can start slowly backing away and escape before anything else can happen. “And I imagine they'll be your last decent meal for quite some time.” Before anyone else had realized it along with both Fuli and Ono escaping, came a huge cage came down from the sky and imprisoned all five mares alongside Spike and the rest of the Guard who were all left exclaiming in shock, anger, and confused at what was happening just when Lord Tirek arrived on the scene. “Ta-da!”

“You've gathered up all of them?” He inquired while inspecting the captives inside. “Hold on…” He noticed that both Fuli and Ono are not inside the cage. “…there’s two missing.”

“Oh, really?” Discord asked while literally eyeing everyone inside before seeing that himself. Never the less he shrugged it off as no big deal. “Oh, not a problem, we’ll find them. It won’t take long.”

Fluttershy taking his betrayal really hard sobbed and buried her face in Applejack’s arms. “Why are you doing this?! I thought we were friends!"

“We were, really!” Discord insisted while whispering. “But I can’t explain it here.” He added feeling pretty lousy himself when it only further increased the poor pony’s sobbing.

“Then what can you explain, huh?” Bunga interrogated expecting a very good answer while getting in his face about it. “That Scar blackmailed you into doing this?! IS that what this is all about?! All so you can save your own hide and relish at the very thought of being able to relish in whatever promise he has made with you but is never going to uphold his end of the bargain? Huh?” Discord has no response and only lowered his head in shame. “Of course…” He did not let up on his berating. “…all for one or in this case all for you and this giant large red beast that is…” He suddenly finds their cage is being risen from the ground. “…now lifting this cage with his magic to…” Tirek’s mouth opened as he sucked the magic out of the ponies along with whatever magic is allowing the Lion Guard’s Marks to appear on their left shoulders. “…suck ours....” He then said now feeling weary and drained as a result. “ …ooh, I feel dizzy.” He passes out as a result.

Normally Applejack would remark feeling that was unnecessary given that he and Beshte don’t have magical powers but she was still stunned by what was happening from being drained of whatever magic she had along with Discord betraying them. Between the two, she didn’t know what’s worse.

“And now it’s your turn…” Tirek ominously said in Discord’s direction while levitating him from the ground.

This caught Discord completely off-guard. “Wait, what?! What do you mean? What happened to us?”

“Us? Who said anything about us?” Tirek scoffed in response.

“You did. Remember.” Discord said still not understanding his sudden turning against him all of a sudden.

“You've helped me grow strong, you provided me with the means by which I can obtain Princess Twilight and Prince Kion’s magic, and now you are no longer of any use to me."

And without any further warning Discord found himself being stripped of his magic with a mouth to mouth transfer which further increased Tirek’s height and strength as a result. After the transfer was complete Discord was dropped to the ground like he is a broken toy of no value to him before stomping away.

“But Tirek…” Discord weakly pleaded to him while holding the medallions Tirek and Scar had given him earlier and held it close to his chest. "…But you said this was a sign of your gratitude and loyalty. A gift from someone close to you. Scar never said anything about cutting me loose to soon with nothing in return."

Tirek once more scoffed before coldly replying. “From my brother who betrayed me, much like the case with Scar and his brother. It along with whatever Scar gave you is as worthless as he is along with his brother Mufusa.” He continued on without second thought.

After Tirek had left, Applejack looked towards Discord with this to say with what had just transpired. “Surely you saw this comin'?"

“I didn’t…” He sadly admitted as he pulled up the medallions he was given with the realization that Scar had double-crossed him hitting hard in his heart. “…I truly didn’t.”

Elsewhere both in the hidden darkness of the Everfree Forest, both Fuli and Ono were in hiding to avoid Tirek along with keeping their eyes opening in case Scar himself decides to show himself. It didn’t take even a second for them to decide that they need to quickly find and warn Kion and Twilight. With the Guard now held captive, their clock is really ticking now.

All while Scar continues to secretly float over and monitor their every action in order to ensure that everything goes as planned. Mentally, he thought about intercepting and capturing them right away, but knowing that of what it’ll mean should Twilight be informed of this, let them go to find them. After all, he still needs hers along with Kion and Kyoga’s keys in order to obtain the complete set that he managed to obtain from the safe Twilight hidden in her library.

Shortly afterwards, both Kion and Twilight managed to find an area far away from Ponyville, the Everfree Forest, and civilization so that no one can be accidentally harmed by their magic. They both had to figure out how to get a better grip on it or else there will be devastating consequences for both worlds involved. While Twilight still struggled with maintaining control over some of the basics, Kion still had trouble even sparking some magic from his paws. They needed all of the time they can get before Tirek and Scar both find and challenge them for what they’ve came for.

“Okay, Kion…” Twilight said to her partner as she floated over him. “…we tried finding your concentration, we tried focusing on your magic, and we tried getting a feel for your magic…” Twilight thought of what else they can try to give him a much needed spark to get him to finally unlock his magic. She came up with an idea but is reluctant to try it. “We could…uh…”

“We could what?”

“…well I’ve been thinking that your powers require strong emotion for you to channel yours, so I’ve been I’d try getting a reaction out of you by doing something that triggers it, like an intense reaction to something.”

“Okay, how?”

“By getting you angry over something. So that means having to push your buttons until you get really peeved.”

“Twilight?!” Kion expressed shock for using that word.

Mentally Twilight thought to herself hoping that Kion can forgive her for what’s she about to do since his reaction to the swear word gave her that idea.

“What? What’s wrong?”

“What you said! That’s a very bad word! You shouldn’t say that!”

“What’s a bad word?” Twilight pretended to act otherwise. “Peeved! Like how you’re peeved when I said it or when I was talking smack about your father?”

“Twilight…!” He growled just barely able to keep it together.

“Hey…” She shrugged. “…At least I’m not talking smack about your grandfather. Oh wait, I already did.”

Twilight barely had time to dodge an uncontrolled spark of fiery magic from Kion after feeling enough emotion to finally unlock his powers. The magic itself was just inches away from her face when he unleashed that blast of magic and it ended up hitting a tree in front of him, thus incinerating it.

Kion gasped with his flash of anger immediately fading after realizing what had just happened as Twilight stood up feeling proud yet apologetic for pushing him into doing it.

“Hevi Kabisa! Did I just do that?!”

“Yes, you did! Congratulations! You now know how to use magic.”

“Sure took me long enough.”

“Yeah...and I hope you know that I didn’t mean what I just said and just said it so I could get you to feel the emotion you needed to fell in order to unlock your powers.”

“It’s okay.” Kion was quick to forgive her, understanding her reasons. “And with all things considered, I needed that push. Although, I would greatly appreciate if you didn’t go for the low blows.”

“Sorry, but I’m afraid those we’re the only times you ever get that angry that I could come with on such short notice. We had to move things along so I had to dig deep.”

Kion didn’t have a response there since the rare times his buttons were pushed were the only times he ever showed strong anger before and she couldn’t have known what else really triggers him at the time.

“Fair enough.” Kion accepted that and left it there for the sake of their current mission. “And I’m sure Grandfather Mufusa and my dad would understand if they were both here.”

“I do, Kion…” Mufusa’s voice spoke to them as he appeared from the clouds in the sky, thus surprising both his grandson and his alicorn friend with his sudden appearance. “…I do.”

“Grandfather!”

“Yes, Kion, I am here for you and you too Twilight.” He warmly greeted the two. “And I can tell you’re preparing for a really tough fight ahead of you.”

“We are.” Twilight admitted. “Scar is enacting his endgame and he along with Tirek are on their way trying to find us after all of the lion and alicorn magic they can get their claws on.”

“I see…” Mufusa said very understanding of the situation. “…and from the looks of how you’re handling your magic, it’s looking grim with very little time until they eventually find you.”

“It is.” Kion sighed feeling that with all of this stress into trying to gain control of their powers is really starting to eat away into him. “I mean just figured out how to access Kyoga’s powers but I have yet to master it much like with the Roar and here I’m trying to go up against a magic-stealing centaur and a magic-possessing lion who also has experience and age on his side. How am I supposed to fight them on equal footing?!”

“I could ask myself the same question.” Twilight replied as she pondered it in a deep-processed thinking procedure. “When the time comes, be ready for that fight. Be ready to defend yourself when necessary. Do not be afraid to fight back and do whatever you have to in order to defeat your enemy, but do not hold back.”

“And above all…” Mufusa added. “…always think outside the box when faced with something you can’t handle directly.”

“Like using your head instead of your magic and muscle in very specific cases?” Twilight asked as she is starting to get what the wise lion is advising them. Mufusa nodded in response as Twilight smiles getting a better understanding of the idea while Kion is still a little confused. “I’ll keep that in mind.”

None of the less, Kion did have one big question on his mind. “Grandfather…if I may…” Both Twilight and Mufusa are listening. “…how did things get so bad between you and Scar that lead to him...um…” He hesitated for obvious reasons. "....putting an end to you?”

Mufusa looked on pretty seriously yet soften up since said question is a very serious one, but in order to further cement his trust in his grandson along with his best friend felt it was best to explain it in full of what happened back then.

“Well…I’m afraid that’s something I’m to blame for…” He admitted as he recalled what Twilight had been told by his brother. “…since I had a paw in him turning against me. Back when Scar was leader of the Lion Guard and I was just crowned prince and soon to be heir to the throne, we actually had a much closer relationship. Back then Scar was known as Askari.”

He recalled the times they playfully wrestled where they each take turns in pinning each other down with the elder brother winning a few more sparring matches over his brother along with the times they went out hunting together where Scar was much quicker on the attack when dealing with their prey. “A competitive yet family friendly relationship where we were like best friends from the day he was born.” Said cub knocks a punch on him when he wasn’t expecting it. He winced and wiggled his nose in slight pain before laughing it off.

While the mother lion smiled and shrugged it off knowing it was just innocent fun, the father lion frowned at the cub disapproving of it.

During the present, Twilight was able to use her magic to properly show Mufusa’s flashbacks from memory while she and Kion watch as he continues explaining it to them.

“When growing up, we were both there for each other when we needed and we’re always proud of each other’s accomplishments…”

Said flashback of a young Scar racing his brother across the Pride Lands only to nearly slip and fall over the edge towards the Pride Lands and Outlands border and the time Mufusa nearly slipped and fell over Pride Rock when he wasn’t watching over his step when he tried to get a good look at Pride Rock at sunrise. Acting quick on brotherly instinct, Askari managed to gently grab onto his paws to help pull back up to safety. After that was done they hugged it out of relief that the worst case scenario didn’t happen.

“…including the day when I was told that I was destined to become the next king of Pride Rock at the same time, Scar, back then known as Askari, had just discovered he had been gifted the Roar of the Elders and became the new Leader of the Lion Guard.”

As his father was talking to his son at the edge of Pride Rock, they suddenly both turn their attention to where Askari was roaring loudly. Both father and son could not believe what has happened with the former knowing exactly what this means for the Pride Lands with an expression of happiness yet deep down worried of him being bestowed of said power.

“At first we were amazed by this sudden turn of events that would forever change our lives, but little did I realize that this would bring out a different side of my father.”

“Now remember, that the Roar is to be used for good and good only!” He sternly reminded his younger son who flinched and left taken aback by the tone he had just used towards him like it was the first time he had ever spoken to him like that.

“Of course!” Askari innocently responded. “Why wouldn’t I?”

His father not taking the hint that he knows it’s a both a blessing and a curse still acts hard on him. “It’s necessary in order to know that the Roar is very dangerous as it is powerful and to keep it from falling into the wrong paws and mouth. I’d think you of all lions would know.”

Askari feeling hurt by the lack of trust on his father, growled in response before drawing his claws ready to fight him for his somewhat abrasive attitude. “I do know and I don’t like your tone, Ahadi. Why do feel the need to act against me even after I haven’t even committed one crime against the Pride Lands in my life?! Afraid I might turn into a monster like you think I would?!”

Said king was now furious likewise. “Don’t ever talk back to me like that, son, ever!” He sharply ordered of him who likewise refused to back down.

“Is that a challenge?!” He furiously barked back at his father.

Seeing that this was about to get ugly, Mufusa leaped in between them and quickly played peacemaker. “Okay, okay, let’s both calm down here. Dad, I’m sure my brother already understands of what the Roar can do and how he can use it, so I don’t think it’s fair for you to be so tough on him.” Mufusa then turned to his brother. “Askari, I’m sure your father is just being very concerned for you and he didn’t mean it. So please don’t.” He implored of his brother not to fight their father.

Askari wisely backed off from challenging the lion king, but not without turning his back on him and scowling back at the lion who treated him unfairly before storming off.

Mufusa in the present sighed recalling the painful father and son memory. “…considering that this has happened to the last leader of the Lion Guard, my father was just overly-worried and concerned for him to the point he had high expectations for him compared to me, and he would later come to regret the way he came across.” Said brother in the past is still fuming and very upset with the way he was treated back then. “But his words felt my brother very embittered with a darken heart to the point he saw being king as much easier than being leader of the Lion Guard and he never sought to discuss it further.”

Through the years from the two siblings being young cubs growing up to young adults with their mane’s nearly fully grown and bodies growing to near peak height, all while carrying out their responsibilities to the kingdom, all without further incident.

While Mufusa was warm and gentle towards everyone always offering a heartfelt smile, Askari while still caring towards their subjects, was devoid of emotion aside from his confident, devious, and prideful smirk, and his bitter, resentful, and disdain filled frown that he would later be known for in life.

“I didn’t realize at that time but that moment created a rift between us. Throughout the years, I would go on to see the good in fulfilling my duties to the throne almost everyone while my brother would go on to carry out his duties as leader of the Lion Guard with a sharp eye for anyone untrustworthy. When it comes to everyone I’ve usually try to look for the good in everyone including enemies to the point I try to seek peace with them. Sadly, not everyone that lives outside of the kingdom were willing to give it a chance and I nearby lost my life trying to do so.”

The next flashback shows a young Askari charging into the face of danger to save his brother from the pack of hyenas who have chased and cornered him inside a cave that Simba and Nala would later find themselves in years later. While pleased with the eventual praise he received for his heroism the bitterness towards his father still remained as evidenced by the secretive glare he shot in his direction to non-verbally blame him for putting Mufusa into that situation in the first place by trying to make peace with the predators that nearly killed his brother. Furthermore so when he secretly witnessed him show no hard scolding towards him for putting himself in danger like that. Mufusa took notice of this when he still looked forward and witnessed the little satisfaction on his brother's face before readopting his proud smile towards the fellow Pride Landers continuing to congratulate him for his most recent accomplishments.

“Even though my brother was praised near and far for his heroism, his resentment stills remains since my father’s gentle concern towards me further fueling Askari’s anger to the point he felt he was playing favorites and every time I tried to talk to him about it, he refused to even stick around to hear me about. It was clear by then, that my father’s words changed Askari when he spent less time with me throughout the years. The loving brother I once knew became cold, ruthless, and detached.”

The next flashback focuses on Mufusa meeting with the strange lion who pushed his brother into becoming motivated to trying to seize the throne at whatever costs.

“While his good heart remained the well-being of our subjects was his only concern to the point there would be times he would take up patrols on his own, with his Guard only accompanying him on busy days, at least until the day this strange lion crossed our paths.”

“You might as well give up, Hatari! The jig is up!” He declared to the strangle lion who got up after being tackled by him much to the confused murmurs from his fellow teammates.

“Askari?! What is the meaning of this?!” Ahadi demanded.

“He is the meaning of this!” His bold and brave son assertively stated with an accusing claw pointed at his direction. “He’s up to no good and wants you and Mufusa dead!”

“Now come on, Askari…” Hatari tried to play it off like it’s no big idea but his accuser wasn’t letting up.

“Save it!” He firmly shut him up with a raised hoof. “I know what you’re doing! You’re buttering up everyone here so you could try to take over the Pride Lands!”

Hatari nervously chuckled at his hardening expression. “You don’t think I would honestly do anything like that…do you?”

“Yes I do! Now leave!”

Seeing he is not winning this argument, relents. “Fine! Since it’s pretty clear I’m not welcome here.”

“I’m not sorry!” Askari called out to the departing lion before taking a deep calming breath.

He smiled to himself feeling pleased that he just stopped and drove away a treacherous enemy that was going to end his father and brother’s life’s…

…But when he turned around he was suddenly met face to face with his angry brother.

“What?!” He asked wondering why he is looking at him this way.

“What is your problem?!” Mufusa angrily demanded. “Chasing away someone under false accusations?!”

“Because said accusations are true!” His brother defended just as angrily. “Don’t you see?! He wants you dead!”

“He would never do anything like that!” He crossly fired before slamming his paw on the ground. “He was only seeking refuge from the Outlands because he didn’t have enough food and water to make it through the dry season and it was going well…until you stepped in and chased him away!”

“Mufusa, you don’t understand…” Askari fired back with his temper rising in the face of his short-sighted brother. “…Hatari is not the lion you think he is…!”

Mufusa instantly raised a paw to get him to stop talking. “Oh, I understand fully well of who he is…and all I see is a jealous, pathetic, and selfish green-eyed monster who doesn’t trust his family and friends to give those who are misunderstood a chance to even see the good in others!”

Scar dropped his jaw in horror of what he just called him and is just left visibly hurt that he would have the nerve to say that to him even when he’s done nothing to him.

“That’s not true…” He defended while still stung by that harsh remark.

“Then find a way to fix it if you care!” Mufusa unsympathetically returned before storming off away from him. “I have to get back to Mzimu Grove at salvage what I can of the summit.”

Askari could not believe what had just happened and even more so when the rest of his Guard follow after him including his own father with looks of severe disappointment and disgust at the lion thinking he is flying off the handle and chasing away and insulting others for no good reason without second thought.

“Father…” He tried to explain himself.

“You have a lot to think about because I am very disappointed in you, son!” He coldly said to him without even looking at him or even letting him explain himself.

“And I learned the hard way after our mother who Askari had a close relationship to was killed after the strange lion tried to use his invitation to attempt to assassinate us in our sleep to which Askari was quick to alert us before he could do anything about it but by then the damage had been done.”

Next came the faithful near ambush that left the queen of the Pride Lands to lose her life and the once noble leader of the Lion Guard to be permanently scarred on top of being further mentally scarred by what happened that night.

Uovu made his way and slithered his way inside of the cave right towards where the king and queen are sleeping together with the strange lion following after him unaware that Askari was watching him from behind. Just before the two could carry out their secret murder attempt they were met with a low dangerous growl from the leader of the Lion Guard who slowly made his way towards them.

Seeing that he is caught red-clawed here, Hatari quickly attempted to go through with trying to take his parent’s lives only for to be quickly pounced on and tackled to the ground away from them.

Uovu quickly rushed over to try to bite Askari only to be quickly smacked aside into the nearby wall knocking him unconscious from the impact leaving his partner to fend for himself.

Askari then snarled while biting Hatari on his mane before slamming him hard into the ground and up against the back wall while trying to bit his neck to knock him out cold until to be forced off aside by his opponent.

The strange lion managed to retaliate by managing to slash Askari’s left eye after forcing him back when he attempted to finish him off when he likewise tried to use his claws to slash him and knock him out cold. Askari then growled in slight pain from having gained a new scar from the attack before regaining his ground and tripped his opponent up with his back paws before he could try to knock him aside.

Said commotion, immediately woke everyone up and drew their attention to the two lions brawling it out with paw swipes and attempted charges at each other with neither lion able to gain the upper hand on each other due to their surroundings.

“Get him!” Ahadi roared to which the Lion Guard’s Fastest and Strongest were quick to charge over and knock the strange lion back against the wall followed by a quick punch to the forehead by the Lion Guard’s Bravest to knock him out cold.

Askari then looks on with at the defeated lion with a hardened glare when he starts to wake him while groaning in pain from the hard hits he took in while his snake friend begins to slither around after recovering from the previous attack.

“AAH!” Uro screamed in pain to when she ended dropping to the ground because of Uovu biting her on the chest when everyone’s attention was focused on the strange lion.

Ahadi gasped in horror at what happened before quickly lunging over along with Mufusa to quickly corner the venomous snake with the former quick to grasp the snake by the throat before carrying him out of Pride Rock and towards the edge.

Uovu choked and gasped for air until the King of the Pride Lands released him once he was neutralized with the Lion Guard’s Strongest and Mufusa both carrying and tossing Hatari right over to where his defeated friend is lying helplessly in front of the Royal Family.

“Hatari…” Ahadi sternly began. “For the crime of attempted assassination of me and my wife you and your friend are banished from the Pride Lands. Leave now and never come back.”

“But…” Hatari weakly spoke in protest.

“He said now!” Mufusa gravely stated before his younger brother approached the two with his father and brother backing away from him knowing of what he is going to do.

Then, Askari used the Roar of the Elders to send them flying all the way back to the Outlands. But by then the damage had already been done since the snake bite was fatal and the queen of the Pride Lands had died shortly after being biten.

“Dear…?” Ahadi spoke devastated at what had happened.

“Mom? Mom! Mom?!” Askari desperately called out to her only for his expression to turn into devastation once it is clear that they have truly lost her.

“Mother…” Mufusa softly voiced before hanging his head in sorrow along with the rest of the Lion Guard with a single tear escaping from his right eye.

While Ahadi held his deceased wife in his paws placing his nuzzle around his wife’s own, his second-born son turned away from the heartbreaking scene and retreated to the Lair of the Lion Guard where he would sit himself on a stone pedestal before crying himself to sleep.

After the ensuing fight in the cave, the royal family and the Lion Guard mourned the loss of their queen, especially Askari the following day.

“Scar needed his friends for comfort, I along with the rest of his friends from the Guard did not provide it along with saying the worst thing I could ever say to him out of frustration. After that faithful day, Askari became Scar, he stopped trying to spend time with me all together, and he refused to talk to his father and his friends ever since. And only now do I realize that it drove my brother into killing his Guard and me in pursuit of the throne and how much of what I did led to all of this happening.”

Back in the present, Mufusa had just finished telling the story with a look of deep regret for not doing more than he did in preventing his brother becoming the monster everyone sees and knows him full well for today, Kion was just felt feeling awful for both brothers while Twilight felt sympathy for them due to how similar her fallout with Shining Armor, Princess Celestia, and her friends was compared to Scar’s.

“Hevi Kabisa!”

“I know.” Twilight said while wiping away a lone tear that fell from her left eye. “And Scar never told me the part in regards to his father.”

“Considering of how irritated the very topic makes him feel it’s pretty understandable.” Kion replied having a pretty good idea of why he never brought it up.

“True…true…and to think this is all happening all because his father gave into the heat of the moment and created a snowball effect in trying to avert a horrible future.” Twilight analyzed.

Kion was confused again. “Huh?”

“What I mean is that for his efforts in stressing the importance of the dangers of the Roar, he ended up driving Scar’s anger in that direction. At the same time though, Scar didn’t and wouldn’t see it that way believing that he is playing favorites. He clearly took what was said to him back then pretty hard”

“Oh…” Kion realized as Mufusa nodded in agreement.

“He did indeed…” He said not even denying it. “…even after we all tried to explain ourselves better to him to try to apologize for he we acted back then, he still wasn’t having it. He wouldn’t listen and would instead give us the cold and silent treatment while asserting that he is done with us along with threatening looks for trying to further press him into talking about it. It was like he already made his mind the second that argument happened much like Twilight did just after the wedding. No matter what, he has no intent of going back to living that life. All that mattered to him now was becoming the king he thinks the Pride Lands truly deserves...”

“…Even if that means showing no concern towards other’s lives if means getting what he wants.” Twilight finished after figuring out he was going to finish it there.

“So like I said…” Mufusa then said sensing it was about time he let them continue preparing for their inevitable fight ahead of them. “…no matter what, do whatever you have to, but stay true to who you are, for the good of both the Pride Lands and all of Equestria.” He advised before disappearing back into the clouds.

After Mufusa was gone for now, both leaders of the Guard now came out of it with more confidence in their abilities and it sure came at a perfect time when two of their friends immediately arrived while heavily panting to catch their breaths.

“Kion!”

“Twilight!”

“Fuli!”

“Ono!”

“What happened?!” They both asked in unison.

“Tirek and Discord happened…” The cheetah answered. “…they took the rest of our friends captive after draining whatever magic they had, including Kiara and even Discord himself.”

“Even Kiara?” Kion asked once more to make sure he is hearing her correctly.

“Even Kiara.” Fuli confirmed to make sure it is the truth.

“And now Tirek is on his way trying to find you both. He’s after all of the magic you two have.” The latter added.

“How much time do we have?” Twilight asked as she seems to have an idea of what part of Scar’s plan is with this information in light.

Before either one of them could answer, said answer to the question came when they heard a loud booming voice roaring out to them. "Princess Twilight and Prince Kion! You two have something that belongs to me!”

“Never mind!” Twilight quickly spoke in alarm. “He’s here!“

“Quick! Go!” Kion nudged his head towards the forest for their friends to take cover while Twilight teleports them away. Once they were safe (for now) both Twilight and Kion found themselves face to face with the large centaur himself who stood as big as ten elephants and roughly five giraffes combined.

“At last we meet, claw to claw…” Tirek greeted with a grin. “…leader to leader.” He drops the smile while getting serious. “That being said you’re both going to give me what I want and if you do so, neither one of you will get hurt!”

“Sorry to disappoint you but we all know that’s not going to happen!”

“And we’re still not surrendering to Scar no matter what you say!”

Both leaders stated as they stood their ground.

Tirek was flattered by their defiance. “Aww, I sure like ponies and lions with fighting spirit.” He then works the magic on his horns ready to try to drain them of their magic. “Suit yourself!” Twilight managed to teleport herself and Kion away from Tirek and onto the balcony of the Golden Oaks Library before that can happen.

“Did we lose him?” Kion asked as the alicorn looked through her telescope. HE then suddenly sees that Tirek has already spotted them quickly. “Never mind!”

“Hang on!” Twilight quickly wrapped one of her arms around her friend while lighting up her horn so they could teleport inside just when Tirek fired a fireball at their current location.

Said fireball struck the tree just when Twilight teleported herself, Kion, and Owlowiscous, back out when said fireball connected with the tree causing a massive explosion to occur, leading to the three being thrown forward by its impact.

When the three landed on the ground, Twilight turned her head around to see a very horrible sight that she was not prepared for that had her gasping.

“What is it…?” Kion asked before turning to see what exactly it is…

…The Golden Oak Library was completely destroyed! The tree was now reduced to a charred and burned stump, and the books that were all inside were all incinerated.

“…Hevi Kabisa!” Kion said sadly as another lone tear fell from Twilight’s eye at the devastating sight as she let Owlowiscious fly away to safety.

Her home, her very sanctuary Twilight came to be accustomed to when she first came to Ponvyille, her beloved and favorite hobby of everything she came to hold to dear, all gone. Seeing Twilight on the verge of tears had Kion realize that Tirek had to be stopped, even if it meant killing him.

Exchanging knowing looks as the purple alicorn spread her wings out with her ears lowered, they both share a nod as the young lion bared his claws while they both gritted their teeth in anger, ready to fight and go all-in to defeat him together and after Kion hoped onto her back, Twilight teleported them up and into the sky where Tirek was standing below them.

Once Twilight flew in at a very fast speed, Kion got and launched himself in the air where he worked his paws into unleashing the hottest and largest blast of magic fueled by his intense rage, at the same time Twilight unleashed the largest blast her horn can create.

Tirek had just managed to use his magic to shield himself from the combined attack as he found himself pushed backwards by the impact of both the all-powerful lion and alicorn’s combined attack together until the created a massive explosion that left a crater created. He managed to get himself back up to his feet when both Twilight and Kion landed in the recently created crater and furiously glared at him with burning anger in their eyes.

“Now I see what your fellow princesses have done." Tirek smirked as he realized where all of the magic has truly gone. “And now I get the pleasure of taking down the Lion Guard’s Fiercest alongside the Pony Guard’s Fiercest for the fate of both the Pride Lands and Equestria. This sure will be fun!”

Kion snarled in response before having all four of his legs produce fire to propel him right on towards him at the same time, Twilight leaps up from the air to fly right towards Tirek’s face.

Seeing two figures coming right at him at the same time had him use his horns to conjure magic to force the alicorn back while he uses his left hand to unleash a fiery beam of magic right at Kion who was knocked to the side as a result of the attack and slammed into one of the nearby boulders which cracked in half upon impact. Twilight mustered up a look of pure anger and hatred towards Tirek for doing so, before teleporting away from her current position to right in front of her enemy to fire a massive beam right at her face.

Tirek despite being caught off-guard was able to push the beam off of his face before levitating her and Kion up off of their hooves and paws. He then hurled the two directly into a mountainside which sent them flying and screaming as they both crashed into the mountain. Luckily for them the force field spell Twilight had casted was able to protect them from any harm happening to them. But they had no time to quickly recover when they saw Tirek plowing right at them. Next thing they know they are both finding themselves plowed right through the mountain when Tirek forced his way through it.

The two were hanging onto his shoulders until they both teleported above Tirek’s head so they can unleash a combined attack to slam him into the ground. Said combined attack was so strong, Tirek ended up feeling pain because of it. And for good measure, they unleashed another combo attack that forced Tirek deeper into the ground in further pain.

As the smoke cleared, they both landed but came to see orange beams cutting upwards from the ground, creating a circle, given that Tirek is literally lifting and digging himself up off of the ground and lifting the ground the two leaders of the Guard are standing on. Once he emerged, he chucked the massive slab right at the nearby mountainside.

Both the lion and alicorn managed to fly off in time just as the rock landed and smashed against the ground with the former propelling himself with fire once more in an attempt to land another heavy blow against the centaur once more alongside his friend.

Tirek ready to try to counter their attempt once more slammed his fists into the ground to create tall pillars for them to fly into, but the two were easily able to zap each and every one of them that comes their way. Once they both had cleared all of the hurdles they both countered another one of Tirek’s large dark magic fueled beams hurling right at them. Both Twilight and Tirek’s beams upon impact caused an explosion which also caused a magenta ring to form and spread across the land with Kion’s slamming right into Tirek’s slamming him backwards into one of the nearby mountains with the broken off top crashing right down on top of him.

All of that caused everything around them to be covered in smoke, crumpled rocks scattered across the land. Tirek having managed to quickly recover from the attack managed to emerge from the ground after pounding some of the unbroken rocks that had landed on top of him. After tearing apart the rock that covered him underground, he stood before both Kion and Twilight Sparkle, still both glaring angrily him, still ready to continue bringing him down even if they are currently at a standstill.

“It appears we’re at an impasse.” Tirek stated. “I have say though I am impressed that the prized protégé of Princess Celestia along with the Lion King’s son is able to fight it up to this point. Speaking of which…” He then sadistically smirked as he snapped his fingers. “…how about a trade, prince and princess?” He presented several bubbles that held their friends and family outside of those imprisoned in Tartarus. Every bubble had each of the remaining members of the Lion and Pony Guard including Simba, Discord, Shining Armor, Kiara, and Spike. All with weakened and tired appearances, pale eyes, with the ponies all lacking their cutie marks. “Their release in exchange for all of the alicorn magic in Equestria…”

“…along with control of Equestria to me…” Scar’s voice added as he appeared with both the now captive Fuli and Ono in his magical grasp.

Both Twilight and Kion gasped in horror upon seeing the terms laid out in front of them and forced with a very difficult decision. Keeping their magic or giving up that along with the entire kingdom in exchange for their friends and family to the enemy no one would ever even dream of giving up without a fight.

Scar smirked at the two sinisterly knowing that he holds all of the cards now and is just one simple deal away from securing victory. “So…what’s it going to be, prince and princess? Your magic and the kingdom…or lose your friends and those who you hold dearest to heart forever!”

Both leaders of the Guard don’t know the answer of how to properly approach this. Clearly given how good their hearts are it would be clear that they have no choice, but it would also still mean that Scar would win.

"Don't do it, Twilight, Kion!" Beshte implored of them hoping to persuade their friend against submitting to their worst enemy.

“We aren't worth it!" Fluttershy added in insistence.

Inside of his own bubble nearby, Discord could only aside in shame feeling very glum and guilty for the role he played in all of this to happen. "I’m not worth it, but I disagree in regards to the rest of you, especially you two, Fluttershy and Beshte. You’re the pony and hippo who taught me that friendship is magic." Looking down at himself he added. "I had magic and friendship, and now I don't have either, all because I made the wrong choice in life.”

“Truer words have never been spoken Discord…” Scar bluntly commented before turning back to both the alicorn and young lion before Tirek could get impatient. “…but enough said, do we have a deal, Princess Twilight, Prince Kion?”

As both Twilight and Kion looked up at the bubbles again, something sparked their heads when the streaks of rainbow light reflected off of each of them and of course in their own eyes.

“Stay true to who you are, for the good of both the Pride Lands and all of Equestria.” Mufusa’s voice echoed through their minds.

With one more look at their surroundings, the two figured out of what to do before looking straight at Scar with their answer.

"We will give you our magic…in exchange for our friends."

Everyone gasped in horror at their decision knowing that this means Scar wins.

“Wise decision!” Scar replied with a smirk before turning to nod at Tirek who snapped his fingers to make the bubbles disappear allowing them all to be freed and drop to the ground. All but one bubble one that contains Discord inside.

“All of our friends!" Kion demanded.

“After the way he has betrayed you, you still call him a 'friend'?" Tirek remarked in disbelief.

“Release him…!”

“…or else you won’t get any magic from us!”

Both the princess and prince ordered.

Tirek turned to Scar for his opinion on the matter with the lion non-verbally making his decision by nodding at him to do it.

“Very well…if that’s what you want…” Tirek relented before snapping his fingers once more for Discord’s release.

“Thank you.” Discord weakly expressed his gratitude before saying the only thing he could to the two closet friends that really showed him kindness. “I'm sorry."

“I know.” Fluttershy weakly replied with tears in her eyes while understanding from past experience of how much Scar’s manipulative influence can get others to look in his favor.

Now that, their side of the bargain has been fulfilled, now it is time for Twilight and Kion to return the favor.

“Okay, Kion and Twilight. Now’s it’s your turn.” Scar said to the two as he flashed over to them in an instant to restrain them so Tirek can suck out every last drop of magic from them.

It took a firm grip and slight motioning of his claws to counter the magical grip Kyoga has placed on her magic to ensure that Tirek won't be able to get ahold of their magic. Once he had them forced to hold still, Tirek opened his mouth as he proceeded to suck up every ounce of magic out of them. All while the two winced in pain from the whole procedure. If Twilight hadn’t had magic ripped out of her before than then the experience this time around would have been a lot more painful.

After the transfer had been completed, both Twilight and Kion were left stumbling and nearly falling over due to feeling very drained before dropped down to the ground once Scar let them both go. Both had pale eyes and neither one of them had their marks on their bodies. Kion lost his Mark of the Guard, while Twilight lost her cutie mark because of it.

“Yes!” Tirek relished in his victory as he grew to enormous heights. “The power! It’s mine!” He declared stating his victory in achieving what he wants is complete. But just when it seemed like he had everything he wanted, suddenly he felt a sensation that was starting to overwhelm him to which both leaders of the Guard smirked at the sight of what’s about to happen. “Wait…?” He said when he felt uncomfortable with his heart racing uncontrollably. “…No! It’s too much! It’s too much!” He screamed as he found his body and his eyes glow a hot blinding blood red color accompanied by an equally blinding hot white color. “NO! NO!” Before anyone (expect for Kion and Twilight who both turned their heads away with closed eyes and Scar who casually donned a pair of sunglasses) could figure out what was happening, a huge bright glow consumed the centaur leading to a huge implosion in the form a huge white magical wave spreading across all of Equestria. “NOOOOOO!” He last screamed before his physical body passed on never to be seen again.

With Tirek gone, all of the magic he once held was all released spread all across the land to its rightful owners. All the Pegasus ponies got their ability to fly again restored. All of the Earth ponies regained their strength. All unicorns regained their magic from every magically gifted alicorn to every magically gifted lion. But there was still one problem though…

…everyone expect the main cast who attended the Equestrian Games is still trapped inside the stadium. Not only that, the princesses, Nala, and Kyoga, are all still in Tartarus, and Equestria is still under Scar’s control leaving the main cast still standing in the rubble and crater wreckage from the most recent fight that had occurred.

“Are you both okay?” Beshte worryingly asked both the alicorn and lion as they were both weakly getting up on their hooves and paws with both his and Simba’s help. Even after having her magic restored Twilight still had trouble standing at first compared to Kion who just lost Kyoga's magic back to it's orginal owner.

“Yeah…”

“…we’re okay.”

With that question out of the way, Applejack had this to ask them. “What were you two thinking? I mean giving up Equestria to that varmit rather that to keep fighting for it?”

“We had no choice.”

“It was the only way.”

“And they took out a powerful threat while doing so.” Simba added in their defense while sitting beside both his son and friend. “They both saved everyone and they were willing to lay down their own lives in order to protect ours…” He looks down and places both paws on their back in a fatherly manner. “…something that a true prince and princess would do when things look very tough and for that I’m proud of you both as always.”

“So very true…” Discord solemnly spoke with his voice filled with regret before confessing of his involvement of how it got to this point. “…no thanks to me…as you could probably tell Scar too tricked me into believing that he could offer me something more valuable than friendship. But there is nothing worth more. I see that now.”

“Then why did you continue helping him?!” Kion asked like he is expecting a good answer out of him with a somewhat hostile tone directed towards him.

“Because once he managed to persuade me into doing whatever he asked of me he also made it clear that he would hurt the ones I cared about the most if I didn’t fall in line no matter what it was, even if it meant hurting those who you came to care about…” He answered while eyeing both Fluttershy and Beshte on the last bit with great regret on his vain efforts at playing both sides in the conflict.

“He blackmailed you into helping him.” Twilight deduced from past experience. “Because he saw your abilities invaluable to his cause and had to keep you working for him long enough for his plan to come together. All while hoping that he wouldn’t double-cross if he did his best in helping him.”

“Too bad Scar wasn’t compassionate enough not to betray you.” Ono remarked bluntly. “Guess the feeling isn’t mutual, huh?”

“No it wasn’t” Discord didn’t even take offense to the egret’s remark feeling he truly deserved before holding up the medallions Scar and Tirek gave him earlier. “He and Tirek lied when he said that this medallion was given as a sign of gratitude and loyalty. But when I say that it is a sign of our true friendship, I am telling the truth."

After saying what needed to be said, he bestowed the medallions upon both Kion and Twilight, tying it around their necks which gave off two rainbow colored shimmers that had them feeling strong surges of energy flowing through their bodies. In addition, Kion's medallion produced a rainbow glimmering heart that turned gold as another seperate medallion which means that this is also Kyoga's gift for living up to her element for bestowing her powers to Kion knowing what would happen next.

“Poa!” Beshte remarked upon seeing the rainbow glimmer shine on their recently acquired gifts.

“You think that maybe the last ones we need?!” Applejack hopefully asked.

“Only one way to find out!” Twilight stated before leading everyone on over to where the Tree of Harmony is standing.

Once there they all rushed on over to where the chest was standing, but when they all got there, they found that all of the nine previously found keys have all disappeared.

“What?! But how?!” Kion gasped along with the others upon seeing this.

But before anyone else can question and figure what, the three medallions were suddenly summoned and snatched away by the half-lion and half-alicorn floating over them while smirking. “In answer to your question Kion, that’s something that I had help with. And having said…” He then turns to the purple alicorn as he presents all twelve keys in his possession. “…thank you Twilight, I couldn’t have done it without you.”

“No…” Twilight faintly whispered upon seeing what this means for all of Equestria.

“Yes.” He turns to see everyone eyeing them looking very confused while glaring at him very wary of his presence. “Oops. Have we let the little kitty out of the bag here?” He then teasingly asked while briefly covering his mouth pretending it to be a slip of the tongue.

“What are you talking about?” Simba demanded while looking a bit troubled while wondering what other secrets Twilight has been keeping from them.

“Ahh…” Scar said to the alicorn as he circled around her feeling delightfully surprised. “…so you haven’t told them your little secret. Well Twilight, now’s your chance to tell them. Tell them, exactly what I have in store now that I have what I need to enact my endgame for all of Equestria.”

Everyone all turned to Twilight who can only glare at Scar seeing that he backed her into another corner wondering what exactly does having everyone live up to their elements play into his true goals. Rather than tell them the truth, she had this to say instead. “Like I would lead everyone into going through with whatever you’re planning.”

“Well that’s tough since you have to be willing to do whatever it takes to get what you want in life.” Scar remarked callously brushing off the alicorn’s regrets. “As far as studies go, it is our job as great learners to whatever we can to pursue it, wherever it leads.”

“Like you would know!” Rainbow retorted. “You couldn’t discover a pink pony if it happened to be snatching the keys right out of your claws.”

To prove her point, Scar finds that Pinkie managed to snag the keys with her big and poofy tail. “Heh, heh.” She giggled before Scar quickly seized back control over them and backhanded her hard into the ground.

Both Rarity and Rainbow Dash shot Scar a dirty look back towards her attacker in response to their friend briefly seeing cakes and pies over her head.

“Moving on…” Scar said showing no remorse for what he did to Pinkie. “…now that everyone knows the truth. All twelve of you will turn those keys and use their power to destroy Equestria!”

“Now wait a minute!” Applejack spoke up firmly. “You got your math all miscalculated. There’s eleven of us here, not twelve.” Scar simply snapping his fingers to bring the restrained lioness over here with his magic.

“You were saying?” He asked with a smug smirk.

“Never mind.” She conceded with a slight growl in his direction.

“Regardless, you all know what to do from here, and if I were all of you, I’d suggest you all work your magic on this thing or else…” He teleports on over to hold Simba hostage by holding a magical dagger to his head along with doing the same with both Discord and Shining Armor. “I will be giving your former king, prince, and traitor their regards.”

Before Kion could literally burst into flames when he growled at the sight of his father being threatened, he found Twilight placing a calming hoof on his chest. “Oh, we will work our magic, Scar. We will.”

“Good. Now get to work!”

Twilight quickly huddled the others for a quick debriefing. “Follow our lead.” She whispered to them before leading them on over to the chest. Both their leaders nodded at each other as the others watch on anxiously even the rest of the Lion and Pony Guard crew hoped that both the alicorn and lion cub know what they are doing and not just giving in to the tyrant’s demands.

Twilight gave each and every one of her friends the keys they earned once Scar handed them to her. They were all placed in their respective key holes at the same time.

“Ready?” She asked the others who all expect for Kion nervously nodded. “On three. One...” They all looked at their keys with intense focus. “…Two…” They placed their hooves and paws on them. “…Three!”

They all turned the keys at the exact same time with each key clicking simultaneously as the chest opened up and bathed the whole surrounding area in the same blinding white light that destroyed Tirek not too long ago.

Scar once more donned his sunglasses in preparation for this moment he’s spent the day since the Elements were locked away for this moment. But when he managed to get a good look at what Twilight’s working her magic on, he was suddenly struck in the eyes with a hot blast of violet red magic that slammed him against the wall backwards forcing him to release his grip on his captives. Once the three were all free they quickly rushed on over to the blinding source of magic before disappearing into the light.

After Scar had quickly recovered from the impact of the surprise attack Twilight had inflicted on him, the white light had diminished, to reveal that the chest is unlocked but everyone was just in the same place as him had all escaped.

Scar mentally berated himself for not acting quicker than he should have but none of the less kept his composure and had only this to say in response. “Well played, Twilight. Game on!”

Scar then looked on over to the twelve keys that were left behind in the heroes quick getaway maneuver and levitated them on over to him before using them to lock the chest back up.

Even though they have managed to escape and evade using the Elements of Harmony to destroy Equestria, he still managed to obtain control over the situation since he holds the keys and the cards in maintaining control over both the Pride Lands and Equestria but he has another plan in place knowing that there are two concurrent battles to take place in short time. One at the Crystal Empire where all of his hostages and his army are, and the other is at the now barren wasteland where the Pride Lands still stands, where the heroes are most likely planning their last moves in an effort to stop his reign of terror once and for all.

Author's Note

Here in Part Two, as Tirek's rampage is ongoing, the best course of action is entrusting magic to only Twilight but also Kion in order to combat both Scar and Tirek. With Kion's newfound magic being given by Kyoga placing faith into him since he and Twilight work very well together in battle.

While Twilight is willing to do whatever it takes to defeat her enemies, her dark side has still been showing throughout this special, given of how Kion is uncomfortable with the idea of murder and the very thing that defines Scar's character. Given of how Kion truly does not want to see her or himself to ever become him, it's understandable why he is uncomfortable with her.

At the same time all gloves are off given with how dire the situation has become, there are times like this where it's the only way to go since it's a life or death situation.

Also, for those who are wondering why didn't Twilight and Kion tell the others about Discord's deception? Well, considering how heartbreaking it would make her at a bad time, it makes sense.

After that, that leads to another big fight scene between Scar going up against Shining Armor and Simba who both put up a great fight against him. Too bad for them, Scar's alicorn magic gives him the edge over them and of course Tirek's fight against a powerless lioness way smaller than him goes as one would expect.

Here we get another scene between Scar and Discord where he manages to convince Discord into feeling more comfortable with his choice with some elements of truth in his lies (just long enough until the time is right) before sending him and Tirek on over to Ponyville. And boy, Discord sure wasn't expecting it all.

Here while both Twilight and Kion are training for battle, they get to talk to Mufusa who gives them more insight of another driving factor that further drove Scar down the dark path he is now on. And as it turns out, the other huge factor his him having daddy issues himself. Something that I've hinted before in previous episodes.

Moving on, it all began the day Scar first discovered his newly bestowed gift of the Roar, where the lion king back then gave him a harsh lecture about it leading to a heated confrontation between the two. Even though Mufusa smoothed things over before it could get ugly, the damage was already done.

Ouch.

I mean Ahadi was just overly concerned about his son given what happened to the previous leader of the Lion Guard before him and truthfully he didn't mean to be too hard on him. But nevertheless, his words really hurt him just before he wasn't even given the chance to lead his brigade and he could never find it in his heart to forgive his father for what's said and done. And by the time the whole incident with the strange lion and his cobra companion ended up being the breaking point into him destroying his Guard, losing the Roar, and then latter killing his own brother which he is infamously known for.

Goes to show that doing the wrong thing for the right reasons have consequences later on in life. I mean for me having a father prone to saying harsh, hurtful, and discouraging words in the heat of the moment every now and then it would still hurt to this day.

Moving forward with Mufusa imparting his wisdom and advice to both leaders of the Guard, comes their showdown with Tirek and much like Twilight after being recently bestowed the power of magic where thankfully Kion has learned enough to be able to at least hold his own and even get a few good shots in alongside his friend to force a draw between them.

Of course at that point, both Scar and Tirek laid down their cards in order to conquer Equestria. If they granted Tirek their magic and Scar control of Equestria, they'll release their family and friends. With no other choice, they chose the most obvious course of action, granting him their magic.

But since Kyoga does not like having her magic trifled with, she decided beforehand that it would allow Tirek to live with it. At all.

With Tirek defeated, everyone had their magic returned and Discord's repent bestowed them the two keys both Twilight and Kion have been looking for. Unfortunately for them, when they got to the tree, Scar having expected them immediately seized control along with all of the other keys including Kyoga's forcing them into a position where they'll have to destroy both realms with the Elements. Luckily some quick thinking from Twilight allowed the whole party to escape without giving into him.

With our free heroes catching their breaths after a narrow escape from their worst adversary, now they have to regroup and figure out their next course of action with Equestria now under Scar's control along with the Crystal Empire's as everyone's lives there depends on their rescue.

And as for the question, "How can the Elements be used to destroy Equestria and the Pride Lands?", that'll be answered in the next part, so keep both eyes open and attentive for all details.

Episode 34: The Kingdom Part Three

Episode 34:

The Kingdom Part Three

Just outside of the gates to Tartarus, the whole cast had magically appeared right outside the gates where they all took a minute to catch their breaths of narrowly escaping total defeat at the claws of Scar. Once they had all recovered from what had just happened, there were words that had to be exchanged.

“Phew! Close call!” Bunga expressed his relief while wiping the sweat from his forehead.

“No kidding.” Fuli agreed before turning to Twilight. “And slick move back there. Gave him the slip.”

“For now.” She said thinking not much about it before looking on towards the gates towards Tartarus. “At the very least it’ll buy some time to regroup and figure our next move.” She moved forward so she can use her magic to unlock the door so they can free the other princesses along with Simba’s wife and Kion’s mother as well.

While Twilight proceeded to do so, everyone else behind her still had a big question on their mind all while noticing of how more focused and avoidant she is in regards to facing them at the moment while trying to work to free those locked inside.

“So Twilight…” Kion stepped forward as he spoke up with something that he found peculiar just earlier back with Scar. “…what exactly was Scar talking about back there?”

“What do you mean?” Twilight asked with her back still turned and still focused on working her magic on the lock.

Kion walked up beside her to which had the alicorn turn her head slightly unnerved. “What he said about his true endgame, involving the Elements, all twelve keys needed to access the chest containing its power? What he meant by your little secret?”

“You know quite honestly, I am not quite sure…” Twilight said still not looking back as she briefly laid eyes on him for a second. “…it’s a mystery.”

“Expect to you.” Applejack commented correctly sensing that she is withholding a dark secret from them. “It doesn’t take an honest pony to sense when somepony is not telling the truth. You know something about what’s going to happen don’t you?”

Twilight still moved to keep her cool and avoid breaking as she works harder in unlocking the tumblers to the locks with progressing success. “Why would I? Even Scar doesn’t tell me everything he has planned for everyone.”

She managed to move to work the tumblers more and more until she managed to unlock to the final tumblers needed to allow her to open the doors successfully. But after she managed to unlock the last one she found herself held back by the paw from the lion king himself.

“Twilight…” He calmly said to her to get her to stop what she is doing. “…we all know you’ve been working alongside him long enough to know all of his battle strategies and plans…” The alicorn still with her back turned felt uncomfortable sensing that they are not backing off until she confesses. “…which means you know of what he is planning now.”

“Simba…” Twilight tried to be reasonable in not wanting to talk now. “…can we at least talk about this later? Princess Celestia, Luna, Cadance, and Nala are all in there waiting to be rescued?”

“I know and we’ll get them out of there.” The king assured with a gentle paw on his back while gesturing him to finally look at him in the eyes. “But if we want to be able to defeat Scar, we need to know what you know of what he has in store for this kingdom along with mine.”

“But…”

“Twi…” Applejack raised a hoof before she can even protest. “…take a deep breath.” She does so without hesitation. “…and let it out slow like.” She does so without resistance. “I know this is hard for you, but if you want us to trust you more, you’re going to have to be honest with us with here and that includes what you know. Okay?”

Twilight sighed in defeat. “Okay.”

“Good.” The country pony smiled. “Now, what does Scar have in store for Equestria?”

Reluctantly while feeling ashamed deep inside for keeping it a secret from them, she stepped forward and told them.

“He wants us to destroy Equestria with the Elements.”

Everyone all either blinked in shock and horror at this confession as Kion approached her friend thinking this is just another impossible feat.

“Huh?”

“What?”

“Twily?!”

Applejack, Kion, and Shining Armor all expressed their shock.

“But there’s no way!” Kion shook his head at the very idea. “The Elements can only be used for good, to spread harmony. There’s no way they’ll work against the greater good!”

Twilight’s face paled in response as she had to say otherwise. “Not if the right counter-spell is used to reverse it.”

“What?! Twilight?!”

“Did you know all along?” Fuli asked feeling stunned yet unable to feel angry at her.

“Considering it was my idea, I’m afraid it was.” She admitted while looking aside unable to look at anyone in the eyes. “My idea to neutralize you all in order to ensure the Elements of Harmony could never be used against me and Scar.”

“But how?” Fluttershy softly uttered at the very idea being possible. “How could you possibly…?”

“Remember how they always say there are some ways that the impossible is possible?”

“Yes.”

As Twilight continued she thought back to when she was doing her research before Spike, Kion, Kyoga came across her in the room she was in. “Well, back when I was first at the Castle of the Two Sisters, I managed to find a way while researching new spells and how to counter them. I found one that can actually manage to make spells do the opposite of what they were originally created for. Once I managed to learn it, I could use to my advantage towards any source of magic I could encounter. Only that have I never intended to want to destroy Equestria.”

“Too bad Scar doesn’t have the same moral compass as you.” Ono remarked rather bluntly.

“Nope.” She shook her head as she feels while they’re at it now is a good time to confess to another secret she’s kept from them. “And you’re probably wondering if I had any regrets going through with it all, aren’t you?”

“Did you, darling?” Rarity asked feeling unsure herself whether she did or not. “Like at any point since the wedding up until the whole Midnight Sparkle and Nightmare Rarity debacle?”

“Yes.”

“Then what got you to keep going through with it all despite knowing full well what he was doing was wrong?” Rarity further questioned.

“Oh, oh, was it mind control on your scar?” Bunga randomly asked while raising his right arm up.

“Or the mean big bad kitty’s army threatening to hurt you if you didn’t?” Pinkie added joining in holding up her left forearm.

“What about pie?” Bunga thought of to which Applejack face-hoofed herself in response to that comment and left Rarity baffled beyond belief to their wild responses.

“Pie isn’t dangerous…” Pinkie shook her head but then remembered. “…unless it is poisonous. Never mind.”

At this point, Twilight was mildly annoyed considering that was a rhetorical question. “No!” She snapped before freezing and stopping right there after catching herself after saying that. “No. None of the above.” She instead took a calming breath before she hurls a regrettable insult at them before answering her own question herself. “Possible but not possible with all things considered. But really the answer really can only be summed up simply like this. Sisi Ni Sawa.”

“Sisi Ni What?” Her brother spoke feeling very confused not very familiar with the Pride Lands terminology.

“Sisi Ni Sawa.” She clarified. “Swahili for we are the same.”

“Between you and Scar?”

“Yes.”

Kion quickly shook her head at the very idea. “Come on, Twilight. You and Scar are not the same. There’s no way that’s the way!”

The alicorn still stood by her response sensing that the young cub is getting a little tense with what she just said. “Like it or not, it’s the truth, Kion. We’re both leaders of the Guard, fierce and determined to succeed, or at least were who both succumbed to her anger and bitterness after experiencing heartbreak that led to us getting our scars.” She briefly points to her scarred eye. “It was like the more I knew more about him the more I was literally looking at myself in the mirror lately.” She then thinks back to when Scar emotionally manipulated her fears of being left alone over a misunderstanding. “Ever since the wedding and even after agreeing to help him I still had doubts of going through with it all.”

“If that’s true, then what really led to you to believe that he was right no matter what?” The lion king asked.

“You remember the time when Scar attempted to attack me back when Ponyville was overrun by the Everfree Forest?”

“The one where Discord planted the seeds all those years ago, yes I remember.” He replied with an irritated scowl directed at Discord who likewise just slinked back feeling bad enough already for making things worse than before.

“Well before he attacked me he correctly sensed that I was having reservations going through with his plan so that’s where he told me of what happened that led to his fall from grace.” She explained while moving to fully unlock and open the doors to Tartarus. “He wanted me to fully commit to joining his side and what happened just prior to meeting with him there was all he needed to convince me.”

“Hook line and sinker.” Bunga remarked leaving the girl stunned in response.

“Uh Bunga…” Fuli spoke up while eyeing both him and the alicorn. “…are you referring to the door or Twilight?”

“The door!” He answered obliviously while pointing out to the opening doubles door to the gates containing the worst enemies of Equestria inside. But then he realized that he unintentionally referred to Twilight taking the bait at the same time. “Oops. Did I refer to you too? My bad.”

“No, no, it’s all right. It’s actually spot on.” She replied after shaking off her brief shock. “He knew my weak spot and preyed upon it so that I would end up playing his game and I ended up taking the bait all too well.”

While Twilight was busy talking, Kyoga proceeded to walk on inside after seeing that she’s deeply reflecting herself just to spare her the trouble of having to do everything.

“For what it’s worth…” The lion king spoke up. “…it could have happened to anybody, I mean, I spent most of my life outside of the Pride Lands with the guilt feeling responsible for my father’s death and it wasn’t until I finally returned did I learn it wasn’t really me and that Scar tricked me into thinking that big time along with going into that elephant graveyard knowing that the hyenas would kill me and Nala.”

The confused alicorn was unsure whether that was help her feel better or not. “And?”

“Point being it’s not something worth beating yourself up over. I mean yes, we know what you’ve done, but it’s all in the past and you’ve learned from it.” Simba replied as wisely as any good father-like figure would. “I too have been tricked by Scar into playing his game too, everyone has. He fooled everyone and everypony here even Princess Celestia.”

“True.” She smiled and accepted it now feeling a bit better. “I just hope she still thinks so after being exposed to the terrible and blinding evil inside Tartarus while we were fighting Tirek and Scar.”

“I sure she will be, silly filly.” Pinkie giggled while ruffling her mane.

“Yeah!” Bunga agreed while unaware that Kyoga has returned with the other three alicorns and lioness approaching the front doors. “I mean what are so worried about Twilight? That she might appear looking all black and scaly like Chrysalis? Ooh-hoo I can just picture her oozing with that slimy green and sickly blue mane of hers that looks like it’s been soaked in the swamp like a snake. Just ready to sneak up and pounce on it’s love sucking prey with her fangs.”

“Bunga…” Fuli tried to point and warn him.

“Shhh….” Twilight hushed while smiling and wanting him to dig himself deeper as the alicorns all catch what the honey badger is saying about them.

“No, no, no, Fuli, let me finish, since we all what Cadance looks like when she was evil all she needs is to try to glare at her boyfriend with those vicious and mean green eyes, and as for Luna she could probably puncture a few holes in her hooves. Man, would that look ugly or what?”

“Excuse us?!” Luna’s voice spoke up thus alarming the Lion Guard’s Bravest looking and sounding pretty offended.

“Are you saying that we are all already ugly?!” Celestia said equally offended.

Bunga’s playful smile turned into a nervous smile still with his back turned to them. “Oh! Um! No, I was just um…” He was really struggling with what to say to avoid digging himself deeper. Cadance in response just giggled rather oddly as she snuck up right behind him and had her magic surround Bunga in flames thus scaring him thinking he is about to be dragged down to the underworld. It didn’t help that she was a fiery pair of pink eyes glaring down on him.

“YYYYYYYYYYYYAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHH!”

The Lion Guard’s Bravest wound up fainting in shock after letting loose that long and lengthy scream and ended up lying on the grass on his back when he fell.

After a minute he came too and found the princesses all getting a good laugh out of pulling that prank on him.

“Wah! You all….?”

“Yep! They got you!” Fuli answered while moving to help up on his feet and slapping him on the back before resuming her delighted amusement alongside Twilight.

“Did you know?” Bunga asked the alicorn in a slightly accusing manner.

“Maybe. Maybe not.” She simply replied with a teasing grin. When Bunga pouted, the alicorn ruffled his hair. “Come on, where’s that sense of humor of yours you always carry around?”

“You got to admit she’s got you there!” Rainbow added with a friendly nudge to encourage him to let it slide.

“Okay, okay, you got me, and you’re all free.” He then said with his arms spread out in the direction towards the now former prisoners of war who all embraced their closest loved ones.

While Princess Celestia hugged Twilight, Luna shared a hug with Kyoga, Cadance embraced her future husband, while Nala hugged Simba with all pairs all greatly relieved to see everyone is all okay and unharmed.

“Nala! Thank goodness you’re okay.”

“I’ve missed you so much, Cadance.”

“Oh, Celestia…” Twilight expressed while nuzzling her head to enjoy the warmth of her mentor’s hug. “…I’ve missed you so much!”

“I missed you too, Twilight.” Celestia warmly returned.

Just when Luna broke apart from her hug with Kyoga she adopted her stern and serious expression to address everyone. “Now, I’d hate to get back to business so soon, but there is still the fate of the two worlds we still need to tend to.”

Kion along with Twilight both shared uneasy looks along with the rest of the others knowing of what they had to give up to save their friends lives but the latter more determined than ever to put an end to this whole war campaign Scar has unleashed on both worlds.

“Right.” Twilight agreed without second thought as she stepped forward ready with an idea of how they can approach this while flying up to see the portal to the Pride Lands on the far horizon along with the Crystal Empire. “With everyone still held hostage at the Crystal Empire and with the others still holed up in their homes, it’s down to us now.”

“But how are we supposed to fight an evil entity along his entire army of Outsiders, the changelings, and King Sombra himself?!” Ono asked not even making an effort into being subtle of how impossible the odds are stacked against them.

“Simple.” Twilight replied unfazed as she looks on at where the enemy and his army are currently located. “We’re just going to have to take the fight with Scar back to him.”

“You mean…?” Applejack curiously asked seeing what she is thinking.

“Yes, Applejack!” She asserted. “Two final battles to decide the fate of Equestria and the Pride Lands! All or nothing!”

Both Princess Cadance and Shining Armor gasped at the bold idea she is thinking for the best course of action while the other Lion and Pony Guard members vocally expressed their astonishment.

“Huh?”

“What?”

“Hapana.”

“Really, darling?”

“No way.”

“Seriously?”

“Oh my.”

Others like Pinkie, Bunga, and Rainbow Dash however expressed to the contrary.

“Oh yeah!”

“’Bout time if you ask me.”

“No kidding!”

“It is time! Time to put an end to his reign of terror once and for all!” Twilight stated.

“Are you sure about that, Twilight?” Kion asked unsure about the idea himself. “What if that’s what Scar wants us to do just he can toy with us before deciding to finally finish us right then and there?”

“Not if we put up a better fight than before.” Twilight said still resolute in wanting to carry that plan out but not without turning to her friend to reason with him that this is their only option at this point. “I know this a long shot but it’s the only chance we have and if we don’t, when will we ever get another chance to take him down.”

Kion tried to speak of a response to counter her argument but truthfully couldn’t come up with anything because there really are no other options. “Dad?” He asked hoping for his opinion on the matter. “What do you think the best course of action is?”

“I’d say we do it!” Simba stated in agreement as he stood by the floating alicorn’s side. “If we don’t now, then we’ll never be able to stop him ever again. He’ll proceed to drive both Equestria and the Pride Lands till there is nothing left to save. Pretty soon we’ll be living in a world where there is no food, water, and magic to help get us by.”

“I too agree!” Celestia also voiced her approval. “I’m not about to let Scar to turn our kingdom into ruin and despair like he did to the Pride Lands!”

“Me neither!” Luna also expressed in the same tone as her sister. “If he succeeds then I’ll be living with the undeniable guilt and prolonging pain knowing that helped a demonic monster rise to power! He must be stopped now!”

“We will, sister…” The taller sibling quickly assured to get her to calm down since she was taking it a bit more personally here. “…we will.”

“But how?” Kion inquired. “We’re talking both the Crystal Empire and the Pride Land at the same time?”

“With the right team-ups that shouldn’t be a problem.” Twilight replied confidently before turning to her brother and future sister-in-law. “Since the Crystal Empire is mostly guarded by Scar’s army, you two will want to return there so that when Scar falls you can reassume the throne and since King Sombra will be there waiting.”

They both agreed heavily on that decision.

“Absolutely!”

“Of course!”

“While you two lead the charge into reclaiming the Crystal Empire and free the prisoners, I’ll be heading back to reconquer the Pride Lands.”

“Are you sure?” Cadance asked uneasy about the idea.

“I’m sure.” The younger princess asserted.

“But Twily…” Her brother had to voice his concerns in the matter. “…the last time you fought Scar…”

“I know. He almost destroyed me.” She acknowledged while looking back on towards the Pride Lands direction with a more positive focus heading into this upcoming duel. “Not this time.”

“…I know but…” Shining struggled to say the right words. “…I don’t think he’s someone you want to handle alone.”

“She won’t be!” Kion assured as he walked over to stand by Twilight’s side. “I’m going with her!”

“You don’t have to do that.” Twilight gently insisted wanting to take care of this herself. “I don’t want to risk you getting hurt because of me.”

“I do.” Kion said with his paw down on the matter. “If we can take on Tirek then we should have more success fighting Scar together.”

“And not just us…” Luna spoke up as she flew over to them. “…I’m coming with you too because I too want to be able to settle the score with him.”

“Same here.” Celestia also voiced while flying over to join them. “This way I can assure that no harm way comes to you again.“ She said with her wing draped over Twilight’s shoulder.

Seeing that they along with Simba and Nala will also want to come to, she sees that the team going back to the Pride Lands is all set. “Okay, then I guess that decides who’s going back to the Pride Lands.” She then turned to the others. “Which means the rest of you will join both Shining Armor and Cadance in their team in retaking the Crystal Empire.”

“Of course.”

“You got it, Kion!”

Both Ono and Fuli both stated in compliance with the young prince’s wishes.

“Are you sure you and Kion are going to be okay without us, Twilight?” Beshte asked the two Guard leaders.

“I’m sure, Beshte.” Kion smiled to assure his friend. “Not only do we have my mom and dad along with both Princess Celestia and Princess Luna having our backs the whole way, but me and Twilight both have the teamwork capable of taking on even the biggest threat the Pride Lands and Equestria has ever faced. I’m sure Tirek knows that for a fact.”

“He sure will in the afterlife.” Kyoga agreed wholeheartedly before approaching the Lion Guard’s Fiercest with her recently restored magic on paw. “That being said, you should take half of my magic with you before facing Scar. You’ll definitely need it.”

Before Kion could even protest her decision, he finds himself gaining a sudden surge through his body when she transferred part of her magic inside of him. While this was happening he couldn’t help but feel that something was trying to burst out of his shoulders but couldn’t quite make it out. He briefly grunted in pain before managing to shake it off.

“Thanks.”

“Anything for a friend.”

Both shared a genuine smile with each other with Twilight turning her attention back to everyone as they all huddled together in a group circle. “If all goes well, then everything will be back under our control.”

“Not only that…” The lion king added to uplift everyone’s fighting spirits. “…Scar and his forces will be defeated once and for all and there will be peace in the Pride Lands. Good luck everyone and everypony.”

Naturally, with no way of knowing what will happen, everyone took this opportunity to embrace one another one last time with their parting words before setting off for their upcoming fights that decide the very balance of the two worlds.

But before setting off, Twilight suddenly noticed Discord who was standing to the side the whole time without saying anything had decided to teleport over to him for a quick word.

"Go with them, Discord." She encouraged while gesturing to said group moving on towards the Crystal Empire.

"Are you sure?"

"If it means showing them that you do regret what you did and that your heart is in the right place, then you might want do it." She gently insisted.

While deep down wants to say "No." he ended up thinking otherwise for the sake of trying to show to his dearest friends Fluttershy and Beshte that he wants to help make things right. "Okay...and good luck."

He moved to follow after them while Twilight uses quick nods and aside glances to assure the group that Discord will definitely cooperate with them in this mission and that he is truly deep down and solemnly repentant with what has happened just earlier before moving to regroup with her team on their way to Pride Rock.

Sometime just after his argument with his father just after discovering the Roar of the Elders for the first time, his older brother Mufusa caught up to him just before he could leave Pride Rock on his own.

“Askari, please wait…” He implored of the sulking lion storming off. “…can we at least talk?”

“I’m afraid I have nothing to say, Mufusa.” The dejected lion coldly replied before continuing to walk off.

Seeing that he is not stopping, the older sibling moved to sprint up so he can intercept him before he can get far. “Askari, please…” He repeated once more albeit firmly yet gently. “…father didn’t mean to hurt your feelings back there, he was just really worried about you is all. Worried that you might go down the same route as the previous leader of the Lion Guard.”

“Why would he be worried I would become the guy who would end using the Roar for the evil? And what gives him any justification to essentially say that I am worthless and mean nothing like I’m only second best.”

Mufusa was taken aback by his brother’s outburst before moving to respond to continue trying to reason with him. “You’re right, he didn’t have any right to say those terrible things about you and he shouldn’t have snapped at you like that. But you shouldn’t turn your back on him when he clearly wasn’t thinking about what he was saying back there. It’s bound to happen to anyone giving into the heat of the moment, even me.” Askari’s mood and expression failed to change in the slightest. “Please, just come on back, and you and father can talk things out and make amends and then we can focus on a bright future ahead of us.” His brother finally turned to face him with a soften expression like he is ready to hear him out and give it a try. “I know it’ll mean the world to our mother for her to see us together as a happy family.”

“Mother…” Askari whispered in his breath with his previous anger fading at the thought of the closet lion he could share his most personal and private feelings with other than his big brother. “…okay. I’ll try.”

“That’s all I ask of you, little brother.” Mufusa warmly replied before pulling him in for a great big brotherly hug. “Come here you.”

“Brother, please stop…” He playfully tried to resist as his brother ruffled his mane before finally managing to escape his grasp and proceeded to chase after him. “Come here you.”

The two brothers laughed as they tackled each other for a good minute like they always do before the two headed back up towards Pride Rock in order to settle down the brewing rift between father and son. But just when Askari was about to enter the cave where his father was inside talking with his mother…

“Do you honestly think we want our youngest son going around and terrorizing every animal here in this kingdom?!”

Askari then froze in his tracks along with his brother standing right behind looking just as aghast by what is coming out of the king’s mouth.

“Ahadi, Askari would never do such a thing!” The queen stated in protest while looking on equally shocked that her husband would say such cruel words about him. “He’s loyal, kind, entertaining, and the most caring lion we know. With him as leader of the Lion Guard, animals will be praise him near and far for always having their backs when they need them.”

“Will he? He doesn’t understand how dangerous the Roar is…” Ahadi still argued back. “…and if he were to let the power go to his head then who knows where it could lead?!”

“But that’ll never happen. He’ll learn.”

“How can you be so sure?”

“Because I have faith in him and he is never going to become a great leader if you’re not going to give him a chance to prove of what he is truly capable of.”

“I would like to.” He retorted defensively. “I just wish I could be sure that he won’t turn out to be a monster.”

“Ahadi!”

“At this rate he might as well be because he with the way he is acting he is nothing compared to Mufusa.”

Askari gasped while looking on very hurt with his left eye twitching in response and trying really hard to reign in the tears threatening to come out of his eyes before running off in a distraught huff just when the two parents turned their backs in time to witness this.

As the young soon to be leader of the Lion Guard ran off disheartened by his own father’s disparaging remarks, his older brother stayed behind to turn back to give his father a disappointed frown before walking off to leave him to contemplate his poor choice words for his younger brother, but not without saying in a sarcastic manner…

“At this rate you might as well have doomed us all by creating the very someone you tried very hard in trying to prevent. Nice choice of words by the way.”

After Mufusa had left, Uru also chose to leave right away, clearly disgusted and disappointed with what her husband said about him within earshot.

Initially unable to comprehend what he did and said that was wrong, he ended up understanding why his youngest son was feeling hurt. He wasn’t placing his faith in him and was quick to misjudge him right off the bat thus acted too hard on him. Unfortunately for him he would could to learn the hard way throughout the years up until his death that the damage had already been done.

“Askari…” He pleaded while on death’s doorstep due to the heartbreak of losing his wife and seeing his now scarred son being as bitter and cruel as ever.

“My name’s Scar!” He coldly corrected while looking on at the lion he thinks is insulting him once more.

“…please don’t do this. I’m sorry. I’m not just saying I’m sorry, I’m really truly sorry.”

“For everything you just said and did to me?” Young Scar asked if this is a joke. “Telling me that I am not worthy of being a great leader of the Lion Guard not more than one day before even assembling my team who for the record has never failed me up until they turned their backs on me along with you and Mufusa when I all I ever did was try to earn your love and respect?”

“Yes.” He admitted with a sharp pained exhale looking up at the lion still looking down on him so far unimpressed. “For everything I said and did when I was truly proud of you from the day you discovered the Roar.”

“If that’s so then why did you say it?”

“I was just worried that you would become like the last leader of the Lion Guard who ended up losing the Roar because of his own selfish actions that I didn’t think that you wouldn’t upon first discovering it. I didn’t think through my words carefully when I said all of that and how it would really affect you of what I ended up actually turning you into. I never meant for any of this to happen. Please forgive me, Askari.”

Scar looked on and saw the sincere and tearful look his father was giving him along with the long-deserved love and affection that he should have gave throughout the years. If this happened the day he insulted him back when he first discovered the Roar then he would have been moved. But sadly, the damage was still done to the point that he growled and continued glaring at his dying father with pure hatred.

“Maybe next time if whether it’s the next life or another life elsewhere, you’ll think about what you’re going to say instead of taking it out on those close to you.”

“But…” Ahadi gasped.

Scar raised his right paw up having none of his desperate pleas. “…nope! Not hearing it. You asked for this and now you have to deal it.”

“Askari…”

“…Sorry, Ahadi. Guess it’s now your cross to bear.” He coldly rebuffed his devastated and heartbroken looking face as he desperately and futilely tried to reach out to him. “But since you’re already in pain beyond repair, let me help make this less 'painful' for you…”

The dying monarch was left confused but had no time to process it when he finds his youngest son stabbing him in the heart with his claws and wound up gasping for air in vain as he finds the very little time he had bleeding himself out to death and then collapsed to the ground with his dying breath.

With the king dead, Mufusa would move to become the Pride Land’s next king and can only hope he could carry on his father’s noble legacy yet unaware of what his brother did during their father’s last moments in life.

Back in the present, the once noble leader of the Lion Guard of his day was now stewing on those nasty words. Even up to this day, he’s never forgotten, nor forgiven him for what he did back then, and stopped caring about seeking his love and affection ever since. Even when he tried to talk with him to try to apologize to his son for his initial overreacting, he refused to hear him out after deciding he is done with him. A decision he cemented even more so when he too walked out on him when his brother and the Guard walked out on him for chasing away the lion that gave him his scar which lead to everyone losing their queen later that night.

His heart and his mood darken from the day he assembled his team together, to the day he destroyed them when they refused to carry out his plan to overthrow his brother Mufusa after the events that led to the queen’s fatal tragedy happening and lost the Roar when he used it to kill them for their refusal to side with him.

“You want us to what?!” The Lion Guard’s Fastest questioned in shock.

“Take down Mufusa…?” The Lion Guard’s Strongest added equally shocked as well.

“…by killing him?!” The Lion Guard’s Keenest of Sight added in the same tone alongside the others.

“That’s right.” Scar asserted without second thought.

“But he’s your brother, he doesn’t deserve this.” The Lion Guard’s Bravest said in an attempt to reason with his boss.

“Yes he does! For telling me I am pathetic, bitter, and selfish when all I was trying to do was save his life and he actually thinks I going to let that slide?!”

“He was just upset and thought you were chasing away an innocent lion.”

But the word innocent further embittered his boss’s scorn towards them since they were all gullible in the face of the obviously evil lion himself. “A strange lion who just happens to show up unannounced trying to offer his regards thinking he’ll be welcomed in with open arms yet not once bothering to look unsuspicious and untrustworthy from first glance who you all believed over me?!”

“But…” The Lion Guard’s Bravest had barely any time to counter his response before being cut off.

“…don’t you even dare try to justify turning your backs on me when you all know full well that the queen died because of all of you! All because you were all too optimistically naiveté in trying to see the good in every lion to know any better!”

“Askari…” The Guard’s Bravest tried to speak once again futilely.

“…my name’s Scar! The one and only true king of the Pride Lands they deserve and you all are going to help me take down Mufusa!”

It didn’t take more than a second to see that Scar is not taking no for an answer and to likewise try to stand their ground against their now soon to be usurper wanting to do whatever it takes even murder to get his way.

“No!”

“We will never betray Mufusa!”

“And we will never help you kill him, Scar!”

“As long as we stand together against you, you will never succeed!”

“Very well…” Scar calmly replied before locking his eyes against them. “…if this is the only way…” He then furiously growled with gritted teeth. “…so be it!”

With dark clouds forming around them in the Outlands, Scar would then use the Roar in anger to send his Lion Guard comrades flying away over into the trench behind them thus sending them crashing down to their death’s when they slammed into the ground and broke every one of their bones after suffering internal bleeding along with creating Broken Rock when the giant boulder split in half when he used the Roar.

After doing the horrendous deed, the young lion looked on seeing they got what they deserved for betraying him. But his victory didn’t last long when the Mark of the Guard on his left shoulder disappeared signifying that he just lost the Roar forever for using it for evil.

All Scar could do now seeing that his first plot for vengeance was spoiled now that he no longer has the Roar was seethe in rage before marching his way back to Pride Rock with a calm and deathly killer frown on his face.

Said frown with brewing fury would carry on into his adulthood as he makes his way to the throne room where King Sombra and the rest of his army are all awaiting for his instructions and all took notice of his visible distressed expression.

“Everything all right, your majesty?” The unicorn king himself questioned while some of the mooks cringed at the sight of him looking like he is going to kill someone.

“Yes…” He replied after relaxing his anger for the time-being as he focused back to what’s in front of him right now. “…everything’s fine. Just thinking back to a time where things could have been better had they went out differently.”

“Right.” The crystal tyrant nodded very understanding with a pretty good idea of what he is thinking about. “I hear you.”

“Anyways…” He relaxed himself and readopted a smile on his face as he prepared to give his announcement to his army. “…in just a short amount of time, the Royal Family along with the Lion and Pony Guard will be back here to try to retake the Crystal Empire.” He moved to pace around everyone in line. “There are good outcomes and there are bad outcomes. Surely for those who had been taking their training seriously up to this point, they can see to it that their involvement ends with a good one and for those who didn’t well...as long as you all are fighting on the right side, I will greatly respect your efforts regardless of whatever happens. That being said it is time for the final battle against for Equestria’s last stand which means today is the day that Twilight Sparkle, Kion, Simba, along with the remaining princesses are all going down and will all forever bow to me for the rest of their lives as their one and only king. A king that has been looking out for everyone since the day I decided to pursue this position and that only a true king can uphold for many, many, years.” Turning his head back to his subordinates... “…and for you all standing here today I just want to let you all know that you have my thanks for standing by my side ever since you joined by my side because good help can so hard to find these days and no other words can ever thank you all enough for that.” Many of them felt greatly appreciated to hear those words coming from him himself before he then focused on the upcoming battle ahead of them. “Moving forward, hyenas, jackals, vultures, all of you will remain in the Crystal Empire to help King Sombra protect the Crystal Empire, and as for the skinks, lionesses, and changelings, you all are with me as we head back to Pride Rock to completely cover all of our bases since it is now time for the final battle to decide the fate of both the Pride Lands and Equestria.” He moves to fly up into the air as he continues giving his speech. “Time to finally put an end to any remaining resistance that stands in our way to victory and we shall succeed no what matter! Are you with me?”

Everyone all cheered in support of their leader who has been treating them well (when on good competent behavior of course) before his army split into two groups upon Scar’s instructions.

As Scar led the lionesses and changelings back to Pride Rock, the very place of where it all started for him, he looked on with eyes that show that he is ready to lay down the final pieces of his endgame at the very place of where he expects his greatest rivals both past and present to come and try to take him down once and for all. Only this time unlike when his nephew reclaimed Pride Rock, he will be prepared this time around.

After wishing each other luck, the two parties split up so they can take down their respective enemies and reconquer their respective kingdoms.

On the Pride Lands side, through a teleportation spell were the alicorn princesses along with the lion king and queen, and Lion and Pony Guard leaders able to arrive just outside the border of the Pride Lands where they are all greeted with a sight that nobody ever wants to see in a kingdom, a kingdom driven to a desolate ruin, with skeletons lying everywhere.

For both alicorn sisters, it is a sight to show what had happened and what every Pride Lander had to suffer under Scar’s rule along with what could have been had Chrysalis, Sombra, and Tirek could have done to Equestria had they succeeded.

For Simba and Nala it’s a sight they all know too well from past experience of what damage the tyrant in charge can do through carelessness and self-serving views in life. But no one other than Twilight was greatly saddened and heartbroken of what has happened since the last time she was here.

Back then, even when being as Scar’s right hand pony, she managed to ensure that the Pride Lands were well-maintained with enough food and water for those who couldn’t leave the Pride Lands along with the changelings that have taken up residence there. So for her she ended up stopping in her tracks when she looked to the side and recognized those very skeletons was just a heart wrenching for her to bear. The guilt of not doing anything to stop Scar from engaging in his excessively cruel punishment towards other animals and remorse of those who were lost was really shown in the devastated sadness in her eyes and lowered ears.

“Twilight…” Kion having noticed Twilight staring at those skeletons could only approach her to try to read what she is processing right now. “…this isn’t what it was like when you were last here was it?”

“No…” She quietly replied with her voice as solemn to match the guilt in her tone. “…I really never thought he would stoop this low. I thought I could change him and get him to actually see things my way so this wouldn’t happen again. I really tried.”

“It’s the thought that counts, Twilight…” Celestia said with an understanding sigh. “…though sadly it seems that Scar is someone who just can’t be reasoned with unlike my sister when she was Nightmare Moon.”

“And that somepony was the one who brought him back that led to this all happening.” Luna added with her voice filled grave and despair thinking about all of those lives lost under the evil lion’s tyranny. “All because of me I have caused the very enemy that has ruined so many lives to emerge even worse than before.“

“Believe me when I tell you how much pain and suffering happened because I wasn’t there to stop Scar from doing all this when he first took over.” Simba shared with sympathy for the two before glaring at the lion most likely at Pride Rock already in the far distance. “And much like last time this is now the chance for you both to make things right and doing what I did then, fighting back and regaining control over this kingdom. The kingdom that I grew up and was destined to rule from birth.”

“And much like last time, you have me to help you fight for it.” Nala supportively said to her husband who likewise smiled before focusing back on the kingdom in front of them with just when the dark clouds start approaching the direction of Pride Rock. “And we’ll get it back no matter how hard we have to fight for it.”

“You’re right.” Twilight acknowledged with a nod before she moves to join them and the royal sisters. “And if we want to do it, we need to focus on getting on over there and putting a stop to this nightmare before it can get even worse.”

“Indeed.” Luna agreed with the same resolve as the younger princess. “For it is time to put a stop to this never-ending dream that nobody and nopony should ever have to suffer even for a thousand years. It is time.” But before any of them could move ahead inside enemy territory...

“Wait!” Kion’s voice spoke up. “What about the changelings along with Zira and her pride? If they’re already there, then how are we going to get to Scar from here.”

“Good point.” Twilight acknowledged as she thought of a quick solution before replying. “Live bait.”

“What?” Kion asked like she is thinking of wanting him to be chased away from the Pride Lands.

“Not you.” She quickly corrected. “Someone else.” Kion still looked at her like she is crazy. “Someone who’s crazy enough to create and survive a diversion…”

Simba getting the same idea also smiled. “And I think I know someone from the Guard very similar to two friends that I once lived in the Savannah far from home…”

Suddenly, the changelings are all startled when they all turned abruptly towards the direction of sudden appearance of two silly characters they’ve seen before.

“Hello everyone…” Pinkie cheerfully greeted them.

“What’s up…?” Bunga also greeted in the same tone as the pink energetic pony as they prepared to give a little sing and dance routine wearing similar clothes they wore back when they were out in Appleloosa... “…who’s ready for a Lula?”

“We may be divided

But of you all, I beg

To remember we're all hoofed.”

Pinkie sang before Bunga took his turn with a different song.

“So if you’re truly hungry for a hunk of fat and juicy meat…”

Bunga then darts onto Pinkie’s head with gummy candy in the shape of a pig to the point that it actually looks like a Pumbaa from first glance.”

“…eat my buddy Pumbaa here because he is a treat.

Come on down and dine on this tasty swine.

All you have to do is get in line.”

The changelings all hang their tongues and bare their teeth in a hungrily manner with vicious smiles as they menacingly approach them.

“But first…” Pinkie interrupted before singing.

“No matter what the issue

Come from wherever you please

All this fighting gets you nothing

But hoof-and-mouth disease

Arguing's not the way.

Hey, come out and play!

It's a shiny, new day

So, what do you say?

Are you achin... “

“Yep, yep, yep. “ Bunga nodded with a wink.

“For some bacon?”

“Yep, yep, yep. “ Bunga repeated once more.

While this was happening as the changelings continue to stalk toward Pinkie and Bunga, Simba, Nala, Luna, Twilight, Celestia, and Kion all slowly sneak past them from behind.

“He's a big pig.”

“Yep, yep.

You could be a big pig too.”

Then Pinkie sang next.

“But first you gotta learn to share

You gotta care

It's the right thing to do

You gotta share

You gotta care

And there'll always be a way through.”

Bunga then sang in front of the changelings as they both sang together.

“Both our diets, I should mention

Are completely vegetarian

We all eat hay and oats

Why be at each other's throat?

Because you gotta share

You gotta care

It's the right thing to do

And there'll always be a way

Throoooough!”

“Oi!”

Both Pinkie and Bunga posed in front of the changelings all cornering them before they quickly moved to run away.

“Well that’s all folks!”

“See ya!”

The two happily waived before they both ran off screaming with the changelings in hot pursuit.

With the distraction buying them the opening they need to get to Pride Rock, Kion still had one question on his mind for the lavender alicorn. “Are you sure they’re going to be fine?”

“Of course.” She replied with a sincere smile just when the two retreated and running towards the inside of a dark dead end cave with their screams in range. “If my prediction is correct…”

“We gotcha now!” One of the changelings maliciously told them before speaking in a rather confused manner. “What the…”

Suddenly a burst of confetti along with an explosion of green-colored gas came out of the cave leading to the changelings flying the heck out of dodge screaming and gagging from the honey badger’s stinky smell.

“Aw man!”

“Pee-yoo!”

“That stinks!”

“…both Pinkie and Bunga should be fine and back on their way towards the Crystal Empire by now.” She confidently finished just when the two zip over to the group in hiding.

“All clear!”

“And good luck!”

The two shared with happy whispers before they darted on over to the portal just outside of Pride Rock so they can quickly transport on over to the Crystal Empire borders where the others are out ready to enter the Crystal Empire borders in order to confront King Sombra and the other half of Scar’s army stationed there.

“All right…” Twilight then whispered to the others before they make their next move. “…now that that’s taken care of, we split up. Celestia, Luna, you two keep the changelings at bay while Simba and Nala help keep the lionesses at bay, in the meantime Kion and I will look for Scar.”

With everyone understanding their tasks at hand without protest and nods of agreement to her call, they all shared quiet farewell hugs with both alicorn sisters hugging Twilight while Kion shared one last hug with his parents before going into battle. “Just be careful, Twilight Sparkle.”

“The same goes for you too Kion.” Simba shared likewise to his son.

“And that we are only telling you this because we love you.” Nala shared in the same tone.

“And we don’t want to lose you.” Celestia added while embracing her faithful student.

“I love you too, Mom, Dad.”

“I love you too, Princess Celestia, Princess Luna.”

The two both returned before they all broke apart and set out with their missions with the strong hopes that they’ll succeed and finally defeat Scar after months of struggle in his awake.

Back at the Crystal Empire where Shining Armor and Princess Cadance have lead the rest of the remaining Lion and Pony Guard at are all standing at the dome Scar had created to keep them out of there.

“Okay, everyone, we’re here.” Shining Armor told the group as they looked on at the dome surrounding the empire. “Now how do we get in?”

“Hmm…” Fuli pondered before speaking of her analysis. “…if they didn’t get in through the dome or over it…then they probably must have found to go under it…”

“…like they did during the wedding.” Kyoga finished as she came to the same conclusion as the cheetah as she looked around for where they could have possibly went while looking around the ground for an already dug up tunnel that Scar used to sneak his army inside the Crystal Empire during the games. “Which should be right around…” She manages to use her paws to sense where exactly that hidden tunnel the enemies created. “…here!” She managed to rip open the opening towards said tunnel only to find it was completely blocked off with caved in dirt, logs, and rocks. Kyoga seeing this growled in response after deducing that they knew they would have tried to come in the same way they did if they managed to uncover it. “They knew.”

“What?” Bunga asked looking really shocked. “They knew.”

“They knew.” Shining Armor repeated not surprised. “Scar anticipated that we would back to try to take back the Crystal Empire and ensured that we can’t use the same route they took to get in.”

“So what we can’t get in and save everyone!” Pinkie asked looking like she is going to pout and have her mane and tail deflate itself. “Oh, no!”

“No we will save everyone. We’re just going to have to do it the hard way.” Kyoga stated otherwise as she turned to Applejack and Beshte. “And I know two strong members of the Guard who are perfect for creating that opening.”

Getting the idea immediately, the two both smiled in response.

“You’re darn tootin about that, Kyoga!” She stated before approaching the rock barriers where she got her best back kicking legs ready to tackle the obstacles barricading their way inside. “Hee-yaw!” She declared before bucking and cracking the large slab in front of her. “That’s how you do it!”

“Way to go, Applejack!” Beshte complimented.

“Think nothing of it, partner.” She replied honestly and modestly. “Now it’s your turn.”

“Okay, here goes…” He said while preparing to use the slide down to take a charge, yet a careful approach to avoid bruising his bones. “…Twendke Kiboko!” With a powerfully controlled slide into the next rock slab he managed to land on the slab so hard it managed to crack upon impact.

“Not bad! Not bad!” Rainbow complimented before deciding to want to try to help out. “Now how about letting me to take a crack at it?” She proceeded to fly up and high before using her super speed to create a super strong punch to shatter the next barrier in front of them and amazing her friends in the process.

“Wow!”

“Un-Bunga-veilable!”

“Poa!”

“Well, well, Rainbow Dash!”

Pinkie, Bunga, Beshte, and Applejack all voiced with impressed smiles.

“They don’t call me fast and strong for nothing!” Rainbow proudly boasted before spotting another rock wall in front of her. “Hold that thought.”

“Rainbow Dash! Wait...Don’t…” Rarity’s attempted warning fell on deaf ears when her speedy friend barged right through the next barrier with everyone else wincing at what had to be painful for her to endure. “…smash through that right away.”

“What are you talking about, curly tails…” Rainbow fumbled as she stumbled around the now open tunnel. “…we’re making our way through already…”

“Easy Rainbow Dash…” Cadance gently said while guiding her aside. “…just let your friends take it from here.”

“Sure…thing…Pinkie…” She said without thinking.

“Um, I didn’t say anything.” Said mare popped up.

“I’m Cadance…” She corrected leaving the dizzy mare to double take.

“Huh…Whoops….”

“Not to worry, silly filly, can happen to anypony even silly fillies like me.” Pinkie giggled before donning her hard hat and handed out more of them to everyone else present before leading the tunnel tour inside the Crystal Empire leading to the stadium where all their friends are being held by the tyrant’s army. “But now is the time to buckle down and rescue all those poor innocent souls trapped there because we got a mean, bad, and ugly unicorn to take down!” As Pinkie charged on ahead, the others had to adjust their hard hats with the unicorns having to poke their horns through the tops in order to be able to put them on as she shouted back. “COME ON LET’S GET THIS PARTY STARTED!”

Everyone all immediately proceeded to follow after her eager and loud voice since they don’t know for sure what kind of torture King Sombra is forcing upon them all.

Back at Pride Rock, both Kion and Twilight were stealthily approaching their way up towards the steps all while looking over every inch of their surroundings on high alert for Scar since he’ll definitely want to try to catch them off guard where it’s from inside or on the edge of Pride Rock itself.

They both slowly looked around for anything ominous and eerie as they made their way up Pride Rock with their eyes looking around their surroundings. But all they saw so far was just the decaying plants and trees in the dried up kingdom as thunder started rumbling in the sky with dark clouds forming in the sun setting sky. Lightning was heard from the distance as the upcoming storm was brewing around them.

“So far…” They thought as they looked around and turned around every part from where they are standing. “…he’s not here…”

Just then Twilight sensed something with her magic to which Kion didn’t with their surroundings being quiet for the moment. “What?” He whispered to his friend.

“If my hunch is correct if he isn’t standing right here then he’s probably somewhere else in the kingdom. And if he is somewhere around here, he is probably standing right behind us.”

“Are you sure about that?” Kion voiced with skepticism that would be his approach to surprise greet them.

“Oh, I’m pretty sure she’s right about that, Kion…” A voice said to them while the lion’s back was still turned all while grinning maliciously. Kion startled quickly turned around and saw no one.

“What but where…?” He stuttered before turning around facing forward the edge of Pride Rock just when the sound of magical teleporting and a heavy thud landed right in front of him. “Hevi Kabisa!”

“Surprise!” His grand-uncle greeted with an amused chuckle just when the younger lion ended up stumbling backwards upon his sudden appearance into Twilight’s magical grasp who likewise looked on without flinching.

“Oh, wow, terrifying. I don’t know how I’m going to sleep now?” Twilight remarked with a deadpan tone.

“There is one way…” Scar proposed while brandishing his sharp claws once more. “…and maybe if you both comply with my wishes, I might see to it that is quick and painless like I did to my father as opposed to slow and horrible like others I had to dealt with in the past such as my brother for starters.”

“What?!” Both Lion and Pony Guard leaders exclaimed upon hearing this casual confession brought up into the open.

“I’m sorry is there something about that you don’t understand?" He asked with faux concern. "Is the part about grandfather Mufusa because I’m sure that’s full public knowledge by now?”

“No, the part about your father!” Kion corrected wanting to know what got into him into committing that treacherous deed from the past. “You killed him?!”

“Did I?” Scar asked as if it were a trick question before answering without remorse and second thought. “Yes I did.”

“Why?” Twilight gasped at the sheer coldness Scar was showing when he admitted it. “Why would you do that?!”

“If you two have been doing your homework and have even talked to Mufusa recently then I’m sure you both know the answer.” He merely replied while indifferent about it. “He treated me like I was the bad guy before even letting me prove my worth as leader of my Lion Guard while Mufusa on the other hand was always praised no matter what. He even was willing to turn my back on me along with my brother and Guard when I attempted to save him from attempted murder after I spent my life dedicated to protecting animals all over the Pride Lands and proving my worth. And because of it…” He refrained from showing sadness at the next part. “…I lost the only friend I ever had.”

“And that justifies being evil and hurting innocent lives?!” Kion retorted still not convinced.

“You know…if they hadn’t been so quick to judge me before coming to full conclusions then maybe I would have considered letting them go unharmed.” Scar said somewhat mercifully. “But since they were quick to side with Mufusa over me in the matter, that’s what they get for picking and supporting the wrong lion.”

“Do you even listen to yourself?!” Kion voiced with a tone of disgust for how very little empathy he has for others. “Every single Pride Lander and pony here had nothing to do with what happened to you back then. They should not have to suffer for what grandfather Mufusa, great-grandfather Ahadi, and your Lion Guard team back then said and did! If anything you’re being as bad as the lion who scarred you!”

“Are you about done?” Scar asked still looking bored with his grand-nephew’s attempt to call him out on something he feels he’s done nothing wrong.

“Excuse me?!”

Before the Lion Guard’s Fiercest realized it is that a sudden strike of lightning hit one of the nearby dead tree’s thus setting it on fire and Scar had used the flash of lightning to suddenly appear right in front of him to backhand across towards the edge of Pride Rock. The force of the hit was so strong he ended up sending Kion nearly falling and slipping over the edge of the cliff.

“WHOA!” He screamed as he felt his claws barely hang on to the edge that allowed him little traction.

“Kion!” Twilight shouted in horror just when his parents and the other alicorns managed to also share the same wide-eyed horror from afar along with shouting out their shock as well.

“No!”

“Son!”

“We have to help them, Luna!”

“Let’s go!”

Unfortunately for them, both pairs found themselves intercepted by the enemies they were looking for just when they only managed to run a few yards from where they were standing.

“Going somewhere, Simba?” The lioness leader asked while grinning menacingly with the many lionesses along with her two children Nuka and Vitani appearing to surround and circle them.

“Zira!” Simba angrily hissed back.

“How to nice to see you too, but that doesn’t answer my question.” She replied while taking pleasure in buying Scar sweet, sweet, time in instilling sadistic torture on the king’s son. “Trying to find us? Or trying and failing to save your son who’s now oh so helplessly dangling for his life?”

Simba and Nala both growled in response as they all prepared themselves to pounce on them with nothing else to say to avoid giving them any wiggle room to further taunt them.

At the same time, both Celestia and Luna find themselves surrounded by a horde of changelings all hissing in their direction like the snakes and skinks fangs as Ushari and said skinks are all riding up on the backs of some of the changelings with their venomous eyes looking down on them.

"Well, well, well, if it isn't my two favorite princesses. It's so good to see you both." Chrysalis mockingly greeted her stunned foes. "Too bad the one I really want isn't here right now and isn't here to save you both."

“What’s the matter, Celestia, Luna?” Ushari questioned them like their deer in headlights as another changeling disguises himself like him. “You both look like you’re seeing double.”

“Or triple.”

“Or quadruple.”

Both Shupavu and Njano shared just when copies of them along with Ushari appeared changeling-size along with the other skinks

“Or Quintuple.”

“Or Septuple.”

“Or Octuple.”

The two skinks traded then Njano then realized something after passing octuple.

“Wait! Wait! Wait! We forget sextuple.” He then snickered and ended up cracking up in laughter at what he just said causing the red skink to roll her eyes in response. “Oh, that’s classic.”

“Ugh, and that’s why I told you to skip that one but you still just had to say it, didn’t you.” Shupavu groaned before focusing back on the alicorns the changelings have at their mercy. “Anyways, dirty jokes aside, we have you all surrounded…”

“…and nowhere to fly.” Ushari finished sinisterly as he hissed with venomous delight as everyone all bared their teeth and ambitions ready to take on both Princess Celestia and Princess Luna right then and there. “Hope you both like being grounded for the rest of your lives.”

"Attack!" Chrysalis commanded of the changelings leaving little time for the two alicorns to light their horns up to prepare themselves to create a double barrier least they get bitten and poisoned by their opponents before flying fast and far when the large number of changelings proceed to keep their advantage over them by pursuing after them.

At the edge of Pride Rock, Kion’s heart is racing as he struggles to maintain his grip with his powers no use with a more skillfully advantaged full grown lion looming over his shoulder. The alicorn princess who is equally skilled to his raw magical power can only watch on unsure of how to approach this without risking the prince’s life and causing him to suffer a potentially fiery fall down below as the flames start spreading into creating a wildfire to spread all around Pride Rock.

Scar smiled relishing in furthering cornering his prey. “So princess…would you care to join him or would you rather for me to make this quick…” He displayed his claws for the alicorn to see with her eyes to further hammer down the point of how very limited her options are and best course of action is with what she is seeing.

Elsewhere inside the tunnels with Pinkie leading the way by drilling the many rocks with her hard hat having a drill, they were all able to clear through it like it’s just navigating the crystal caves back in Ponyville. A place that Pinkie’s sister Maud enjoys visiting during her stays in Ponyville.

Before Pinkie could drill her way through another slab…

“Pinkie!” Applejack called out to her just when the others were just catching up to her again. “Hold on there, partner!”

“Why? We’re just a few more rock barriers away from reaching the stadium.” Pinkie cheerfully dismissed.

Thinking quick Shining Armor used his magic to stop Pinkie to keep herself from drilling that next barrier. “And a few barriers away from a place guarded by Scar’s army up there…” He turns his attention up towards the faint worries from the captives along with the snarling and growling from the hyenas and jackals accompanied with the loud screeches from Mzingo and his flock.

“So?! Big deal!” Rainbow casually remarked.

“…led by King Sombra!” Shining finished leaving the previously confidence the brash Pegasus had to vanish.

“Oh.”

To back up the unicorn’s point they could hear his ominous laughter and from up high. Thankfully, he has yet to realize that the heroes are down below deep underground and have yet to make their entrance.

“That being said we need to be smart about this.”

“Okay, then what’s the game plan, team captain?” Bunga asked.

The white unicorn looked up and pondered while looking around at those standing by his side today along with his surroundings and what’s likely up from above before proposing… “I think I might have an idea…once we get to the basement…“ He remembered overseeing the security at the games and saw there was one secretly hidden tunnel that leads directly to it. “…and we reach that door, I need you and Bunga to be ready for the first part.”

Rainbow Dash was quick to jump on the opportunity as she and the honey badger pounded their fists together. “Just name it!”

“When we get the door, there will be at least two guards watching over from just outside that room, so be ready to take down them when they show up at the door on my signal. But as we get there…” He turned to the fashionista. “…I need you to take over busting our way down there so we don’t blow the element of surprise.”

“Of course.”

After taking lead, Rarity took her time breaking them down much to Rainbow, Applejack, and Bunga’s dismay since she has a sense of girly protocol with working in conditions that are not to her liking. But luckily since she understands the urgency of the situation she did it in a timely manner but in a way that doesn’t draw the guards (Mzingo and Mwoga) attention.

Although given that they expected them to show up they just happened to be watching over the door just waiting for someone from the Guard and the Royal Family to show up. Both had locked eyes just waiting for the sounds of rocks and footsteps to come their way so they can be ready to pounce with the rest of their flock ready to leap into the fray.

A knock was heard on the door. “Telegram!” Pinkie’s voice called out to them.

Mzingo wasn’t buying it. “Yeah, right. Like we’re going to fall for that trick.”

“It’s a special “We Surrender.” Cake!”

“What kind of cake?!” The vulture leader inquired suspiciously while his partner licked his lips at the mention of it.

“Your favorite!” Pinkie replied with a slight high-pitch tone to sell it to them on the other side of the door.

Mwoga turned to his partner imploringly who reluctantly nodded before still kept a serious face to keep high alert in case it’s a trap before opening the door. Standing before them is a chocolate-furred cake with fur trimming on the icing and one by one every single vulture came flying over upon investigating the distraction outside.

The vultures all wasted no time in helping themselves to the tall dessert Pinkie had left for them, all but their leader who is looking around for the pink mare and her friends. “Show yourself, Pinkie Pie!”

In an instant Pinkie literally met face-to-face with him using her tail as a helicopter propeller so she can do so. “Sure thing!”

Mzingo was left startled in response before recomposing himself and asking the question on his mind. “Where are the others?!”

“Right here!” Pinkie replied still cheerfully as usual when…

SPLAT!

POW!”

…Came from both Rainbow and Bunga bashing him with coconut cream pies to the face and beak to knock him out.

And shortly after the other vultures each ingested a good serving of cake, they all started to look and feel sleepy all of a sound before dropping to the ground to crash. Some of them even tried to resist and stay awake for a few seconds before succumbing to the sudden drowsiness.

After all of the vultures were all dropped and sound asleep everyone all emerged from hiding before making their way inside all while making sure they don’t step on them to avoid accidentally injuring and killing them and none of them spoke one word until the door was closed behind them and they were sure no one else was lurking upstairs.

“Great job, Pinkie!”

“Way to knock them dead, Rainbow, Little B!”

Both Ono and Beshte commended who both smiled proudly of getting to kick bad guy butt out of it.

“Oh, thanks…” Pinkie giggled in response. “…nothing a little extra sugar and sleeping powder to put down those birds, and by that I mean put them to sleep for the rest of the day. Good thing I had instant supplies for the victory cake on me the whole time.” She smiled just when Ono looked at her weirdly before turning his eyes back on the bigger picture at hand.

“At least some bad guys will be getting a good night’s sleep.” Ono remarked sarcastically before focusing on the Captain of the Guard’s attention. “Since we’re all here and in, what’s next?”

“Next, we split up.” He replied before giving instructions for everyone. “Rainbow Dash, you and Ono scout the area but do not fly high and engage. Fluttershy you and Beshte find the hostages and guide them to safety through the tunnel, while Applejack, Fuli, Rarity, Pinkie, and Bunga take care of the hyenas and jackals. While all of you do that, Cadance, Kyoga, and I will look for and confront King Sombra.”

“Are you sure that’s a good idea…?” Fuli asked. “…Because if you ask me it seems you could use another teammate in dealing with this unicorn king watching over here since we’re splitting in parties of two. I mean don’t get me wrong that’s a good strategy, but wouldn’t Ono and Rainbow get spotted easily in the open?”

“I mean not if we don’t fly too far out and too high.” Ono counter responded. “And the more I like about it, maybe it’s probably for the best not to fly too close to the sun.”

“Now wait a minute, silly.” Pinkie piped up. “The stadium doesn’t reach as high as the sun.”

“You know what I mean!” He retorted irritably before turning back to the unicorn in charge to implore an improvised team-up.

“Okay, okay, fair point.” Shining admitted after realizing this. “So how about this, do quick scans, stay in the shadows, then you two can split up being our eyes in the sky and helping the others fight off the hyenas and jackals along with rescuing our friends trapped here. And Fuli…” He turned to the cheetah who brought up the glaring flaw in time. “…how about you help me, Kyoga, and Cadance fight Sombra? We could really use some really fast assistance in taking him down.”

“Hmm….” She pondered at the idea before answering. “…sure.” Truthfully she wondered how she was going to be able to land attacks on a dangerous dark magic warrior until she looked upon the lioness who had magical powers of her own that can assist her in that regard. “Think you can help me out here, Kyoga?”

Kyoga smirked in response. “What do you think?” Fuli smirked back likewise.

“I think yes.”

Shining Armor smiled now satisfied along with everyone else in attendance. “All right then, if we’re all good then let’s spread out. If all goes well then we will have successfully taken back the Crystal Empire about the same time Twilight, Kion and the rest of the royal family have have taken back the Pride Lands. Hopefully in the end, Scar and his forces will be defeated in the end and we can finally restore the peace we once had here.”

“I’m sure we all prevail.” Kyoga assured before focusing at the task at hand on everyone’s behalf. “But for, let’s go!”

Everyone all proceeded to split up with their assignments in their pursuit of ensuring victory over the tyrant that once ruled and caused the empire to be isolated for many, many years with great focus of what’s at stake. All while Discord watching from the shadows transforms himself into a gray bat before following after Rainbow Dash and Ono to ensure that they don't blow their cover.

As the flames from the burning tree begin to ravage the dry grass around Pride Rock with the darken skies showing a more blood red color from above, Twilight was glaring down Scar as he has her best friend Kion at his mercy at the very edge of the cliff he was desperately struggling to maintain his grip on.

“So Twilight...” Scar spoke up to implore of the alicorn once more along with the frightened lion cub hanging on for his life. “…what’s it going to be? Use your counter-spell on the Elements or lose your friend to the fire down below?”

“Don’t do it, Twilight!” Kion called out for her as one of his claws started to slip from the edge. “It’s not worth it!”

“But, Kion, there’s got to be another way!” Twilight called back trying really hard to maintain her composure in front the unfettered lion threatening his life.

“I’m afraid there is no other choice in the matter since I didn’t ask a question when I laid down that ultimatum.” Scar said as he put himself between them and gripped one of his claws onto Kion’s paws who winced in pain due to the immense pain from his sharp retracted claws. “And since it’s pretty clear you won’t give in, I won’t give you that choice anymore.” He then turns Kion taking sadistic pleasure of repeating history again. “So that being said Kion, since you’re already on edge, I’ll loosen that feeling for you.”

Twilight was quick to react to prevent Scar from doing so by leaping up from behind to tackle and wrap her hooves around his neck and used her magic to try to actively restrain him to lure him away from the edge of the cliff. “Oh, no you don’t!” She moved to place the lion in a headlock leaving him to struggle to breathe and shake the alicorn off of her back with little success at least until Kion managed to regain his grip and climb his way back up.

But when he did he ended up slipping off once more and ended up plummeting back down towards the fire on the ground. Reacting quickly, Twilight mentally exerted herself in working her magic in levitating the lion right back up before he could fall into the fire before finally letting go of Scar when she saw Kion was finally able to magically propel himself with fire to fly back up to the edge of Price Rock.

After Scar saw what was happening he rushed over to stop Kion only to be greeted when his grand-nephew propelled himself back up to the edge and sent a massive fireball right at him. Kion’s attack forced Scar to conjure a magical shield to keep himself from getting burned while being forced back by the attempted attack.

“I see you’re a fast learner.” Scar replied with an impressed smile. “Impressive.” His eyes locked on with Kion who returned the favor. “Let’s see what you got!” Scar conjured fiery flames from his paws at the same time Twilight spread out her wings with her horn lit up ready for a rematch herself as the former launches a few fireballs right in her direction.

She quickly and swiftly neutralized them with her horn before sending a couple of blasts of magic right back at him. Because she managed to send both of them in two quick mill-seconds, Scar found himself able to block off the first shot but because of how well-hidden the second shot was, it blew up right in his face and had him stumbling quite a bit.

Kion seeing another opportunity tried to fire another blast from his paws right him, only for Scar to quickly dodge the attack in time before sending a powerful punch to the gut right back at him leaving the younger lion to barely have time to defend himself from the attack before being knocked backwards. He growled in response but didn’t have to retaliate when he sent a massive wave of fire right at him to send him into the back of Pride Rock. The amount of fire was enough for Kion to barely get up propel himself up in time to barely avoid getting burned to death from the attack but he none of the less still dropped to the ground in pain.

That’s where Twilight quickly came in to make a move of her own by sending a beam of her magic to create cover so she can catch him off-guard in order to land a punch to the face. He rubbed his jaws in pain for a minute just when Kion was able to get back on his paws.

He eyed both his foes as they both try to corner him but even with an evenly matched fight in front of him he deep down feels confident that he still had this. Even with his grand-nephew showing strong skill and quick adaptation to his new powers, he’s clearly showing signs of fatigue from the hits he is enduring combined with the mental exertion he is utilizing into creating his spells. Then again, it doesn’t surprise him since he is only a child and is still not properly adjusted to his new powers. So with that in mind, he proceeds to continue fighting and attacking both leaders of the Guard, fully content with taking his time to take them both down with calm and cool efficiency.

Inside the Crystal Empire stadium where the Equestrian Games were recently held, both Rainbow Dash and Ono took their time in carefully scanning the area so they can spot out their enemies. Rainbow investigated the west side of the stadium and managed to spot out the hyenas on patrol there. On the east side was Ono investigating and observing said area and managed to find the jackals on patrol there. But both noticed one particular hyena and jackal weren’t there when they both met up near the south side of the stadium.

“Hey Rainbow…!”

“Hey Ono….!”

“…I found the hyenas….”

“…I found the jackals…”

“…but Janja wasn’t there…”

“…but ReiRei wasn’t there…”

They both said while speaking over each other in unison.

“Okay….”

“…let’s take this one at a time.”

They both said together after catching themselves again.

“So neither Janja and ReiRei were with their fellow packs?” Rainbow first asked.

“No.” Ono replied. As they ducked out of sight to avoid the unicorn king catching sight of them when he emerged from the northern bleachers to see if anyone of his enemies is lurking around he continued to whisper his findings. “But at least now we know where Sombra is.”

“Which means everyone else is located right nearby here…” Rainbow deduced as they are both drawn to the attention of the sound of nearly cries of help.

“Help!”

“Help!”

“Somebody!”

“Anybody!”

“I don’t care who!”

The kids all shouted desperately much to both the jackal and hyena’s amusement while the Pride Lander’s parents held them back along with the Cutie Mark Crusaders to avoid the sharp teeth and claws of the two enemies.

The two Guard members both darted ahead in the direction of the nearby screams only to have quickly pull back to avoid being spotted by both Janja and Reirei who were both guarding the area where everyone was being held hostage.

“Hapana!” Ono yelped upon experiencing the close call. “Right where both Janja and Reirei are!” He suddenly finds his beak being clamped by Rainbow’s front hooves.

But it was too late. Both of their voices were picked up when the two guard’s ear’s perked up upon hearing their voices. They both immediately knew that both Rainbow and Ono are here and are trying to free the captive Equestrians and Pride Landers and wasted no time in turning to where their voices came from.

By using their noses, the two correctly were able to sniff them down, thus further alarming the two fliers knowing that they’re dead once they turn the corner and spot them.

“Oh no! They see us we’re dead!” Rainbow expressed fearfully.

“If they catch us we’ll wish we were, especially knowing that Sombra we be on over in no time flat. They’re heading this way!” Ono didn’t even turn the corner just knowing that’ll just confirm and ensure quicker trouble with them. “Got any quick ideas, team captain?”

“Only one when the chips are down and the cat is cornered.” Rainbow replied as she took up a starting position.

“Huh?” Ono questioned before realizing what she is preparing herself to do. “But…” He began before clamping up after getting the idea when Rainbow nudged her head in her direction to get him to follow her lead. “…never mind!” He moved to join by her side ready to follow through with the Pegasus’s direction in facing off against a fight coming their way just when Discord appeared and clasped his paws over their mouths before disappearing with a better idea in mind. "Hey...?"

"What the...Discord? What are you do...?"

“All right Rainbow Dash, Ono! I know you’re both out there so come on up and fight!” Janja barked as he prepared to turn the corner.

“Yeah! Might as well give up cause there is nowhere to run and nowhere to fly!” Reirei cackled as they both turned the corner. “Now here comes trouble heading your way, intruders!”

"Okay...okay..." Discord appeared from around the corner in surrender with both their bodies in tow. "...You got us! Here's Rainbow, here's Ono, and here's me, we'll cooperate..." He briefly winks at the both of them who sees what he is truly doing. "...but before you take us away...I have one thing to say..." He pulls out two pieces of laffy taffy like candy and flings it right at their faces. "Catch!"

"Eww!"

"Gross! What is this?!"

By the time they managed to get the taffy off of their faces...

POW!

POW!

Instantly, they were both immediately knocked out by two powerful punches with her super speed. Once the rainbow stream she left behind cleared up the hyena and jackal were both appearing knocked out with zero idea of what really hit them.

“What do you think you’re doing, furbrains?”

“Goigoi, no! I told you not to look directly at that skunk! Aww! Great! Now you stink!”

They both said with their eyes and voice looking and sounding very dizzy before passing out from the hard hit they took just when Discord snapped his talons once more to disappear before they can act once more.

“Nice work Discord! Come on Ono, let’s amscray!” Rainbow commanded while sprinting away while allowing the latter to hang onto her tail for good measure of avoiding leaving him behind to avoid being caught and detected by King Sombra who just heard and nearly spotted them from afar.

Upon hearing the commotion he teleported on over to the scene where he finds both Janja and Reirei knocked out and can barely get their thoughts together. They were both still reeling from the knockout punches they just registered on their foreheads.

Examining the two very closely, he focused intensely to read their minds so he can play through their heads what truly hit them. By tapping into his dark magic he was able to get a visual of what just happened a minute ago. The previous memory of Rainbow Dash zooming by to deliver her knockout punches to them before flying away with Ono in tow. After seeing what he needed to see, he pondered of how to properly approach this before grinning to himself after thinking of an idea of how to go on about it.

The two moved to fly on over to where the rest of the Guard are taking their slow approach to the enemy lurking ahead of them trying to make sure they are stealthily enough not to give themselves away. It was really hard just knowing they could be finding themselves facing off against hyenas and jackals any second now. By the time Ono had found the captive’s soon to be rescuers, Rainbow Dash had found the rest of the fighting team.

“Ono?!”

“What happened?!”

Both Fluttershy and Beshte asked the Keenest of Sight feeling something went wrong during their scout of the stadium.

“Everything okay, sugarcube?” Applejack asked the blue pony catching her breath after finding them.

“Janja…” The egret gasped.

“Reirei…” The Pegasus gasped. “Sombra…”

“Whoa, whoa, whoa!” Fluttershy stopped them by placing her hooves over their mouthes. “Both of you take a deep breath.” They both quickly did so. “Good. Now…what happened? Did you find where all those Pride Landers and ponies are all being held?”

“Oh, we did.” Ono replied. “Along with Janja and Reirei.”

“We had to get the heck out of dodge to avoid being captured by Sombra before he could catch us in the act!” Rainbow added.

“And any reason why you both engaged against Janja and Reirei when you two weren’t supposed to be doing so in the first place?” Applejack suspiciously asked knowing just how reckless and impulsive her speedy friend can be.

“It wasn’t like that!” Rainbow retorted defensively. “We just came across them and they immediately came right for us!” She realized that Ono standing beside is feeling offended. “Oh, and for the record Applejack, that was my idea alone, Ono just followed my lead on that. Also, Discord managed to help us out of the rabbit hole on this one too.”

"Really..." Applejack was mighty surprised to hear this as Discord thinks nothing of it. "...okay. Well then....good job, Discord." Discord humbly shrugged more focused on the task at hand.

“Anyways…” Rarity spoke up wanting to move from a potentially childish debate from sparking along with further questions in regards to Discord behaving out of the sorts throughout this mission. “…in other words, Sombra already knows we’re coming.”

“But why would he?” Bunga asked feeling confused.

“Because since Scar seems to know everything going on around him, he would have expected some of us to come to our friends rescue and most likely would have tipped that mean unicorn watching over this empire in order to keep us from saving them.”

“Ooh!” He said much to Applejack, Ono, Rainbow, and Rarity’s dismay who all rolled their eyes and shook their heads at the honey badger’s everlasting cluelessness while Pinkie giggled finding it pretty amusing herself.

“So, point being, Sombra knows for sure we’re on our way trying to rescue and is probably setting up a trap for us to use as leverage against Shining Armor and Princess Cadance!” Ono deduced.

“Oh my.” Fluttershy whimpered for a moment before speaking out. “But we still got to help them!”

“Um, Fluttershy?” Rainbow spoke up feeling she needs to instill common sense into her. “Not trying to be harsh but HOW?!” She shouted the last word somewhat harshly before calming herself down. “I mean…” She quickly regretted frightening her childhood friend there just when Discord moves to gently stroke her mane to comfort her. “…sorry Fluttershy, but how are we supposed to fight off hyenas, jackals, and rescue our friends and family without setting the trap an evil unicorn has set up for us in advance?”

She then turned to the others who all couldn’t speak of an immediate solution until the rainbow-maned Pegasus and the blonde-maned farm girl had light bulbs turning on in their heads when they remembered just how Twilight and the others got by the changelings at Pride Rock.

“Pinkie! Bunga!”

They all turned to them, hopeful that they know how to use their unpredictability to be able to dodge the trap laid out for them.

“Yes?”

“What’s up?”

“Think maybe you can use that Pinkie Sense of yours to get around whatever Sombra has lurking around waiting for us?” Applejack kindly asked of her.

“What?!” Even with all of her general silly and goofy demeanor, even she and Bunga know like Scar, Sombra is not someone they can fool around with.

“Do you even realize what you’re asking us? I mean it was one thing to deal with bad guys like Janja, Reirei, Mzingo, and even Makku, but Sombra along with Scar? Come on! Even I’m not stupid enough to mess with the likes of them!” Bunga added with his input on the manner.

“Please Bunga, Pinkie!” Rainbow implored sounding desperate on behalf of the team. “I know that this King Sombra is too dangerous even for us to handle, but many ponies and Pride Landers are depending on us to rescue them. We need that opening to get them out of harm’s way.”

“Please?” Fluttershy gently pleaded while giving them the eyes.

Bunga was still very reluctant about it. “No, come on please, Fluttershy! Not the eyes!” Now he can’t take it anymore. “All right! Fine! We’ll do it!” Fluttershy smiled with delight before scooping up and hugging the honey badger for his courage to be willing to step forward here. “So, Pinkie…” Bunga began while hopeful that she knows just the trick to getting around a dangerous enemy that has laid down all the cars ready for their arrival. “…how do you propose we handle the prince of darkness?”

“Hmm…” She pondered the very tough question herself before smiling upon thinking of something at the same time Discord widely smiles for the first time since being betrayed. “…Got it!” They both replied in a sing-song tone.

"You're thinking what I'm thinking?" Both Pinkie and Discord asked each other in unison delightfully surprised at what they are both saying. "Great!"

“Okay, what…? WHOA!” Bunga was suddenly whisked away. “Pinkie! What are we doing? And what does Discord know that I don't?”

“I’ll explain on the way!”

What crazy and ingenious scheme this unpredictable has up her hooves, surely something everyone will find out soon with high hopes that this will work out in their favor against all odds with all things considered.

At the same time, the others lead by the prince and princess of the Crystal Empire were making their way closer to where King Sombra’s throne room is held right where the royal seating for the Games were. The four challengers were getting close to the evil king in charge and ready to take him down. Shining Armor nodding at the others before they all split up so they can be ready to face off against him with all of their bases covered. Although little do they know though is that, Sombra himself seems to have prepared for their arrival as evidenced from the sinister smirk he secretly sported in their direction as they covered all of the exits leading to the royal booth where he’d be expected at.

The four all covered every exit and entrance yet found no unicorn king lurking around like they thought. It was eerily quiet around them, too quiet. Their hearts were racing, they didn’t show it but they were alert and attentive to their surroundings with no way of expecting of when and where he might show up.

At least until…

“Hello, future subjects…” He greeted with his eyes appeared in front of the stands as he appears in full flesh.

“Sombra!” Shining Armor growled with pure hatred.

“…long time no see only it hasn’t been so long since you were all last here.” Sombra remarked as continues maintaining higher ground over his foes with a stone slab levitating him. “Although I do have to say there has been quite some great changes around here since you all left here.” He said while scratching his chin feeling convinced they don’t know what he is planning.

“There’s no way we’re letting you stay in power here, Sombra!” The white unicorn defiantly retorted.

Sombra merely chuckled in response. “Says the knight in shining armor, fitting to your name thinking I’m just some common usurper to the throne.” He motioned his hoof to say otherwise. “Oh no, my unicorn friend, now that you and your friends are here…” He charged his horn with dark magic. “…I wouldn’t have to worry about finding and taking care of the one pony standing between me and the Crystal Empire.”

“He’s not alone, Sombra…!” Cadance stated defiantly while joining by her husband’s side with fierce determination to take him down. “…Because if you want the Crystal Empire you’re going to have to take me down too!”

Sombra continued expressing his amusement as both Fuli and Kyoga moved to join them with the same furious glares ready to fight and take him down as he chuckled for a moment before getting serious as his horn glowed dark purple and green.

“Well, all joking aside, all I can say right now is that I’m sorry that it has to end to this way, prince and princess!”

“No you’re not!” Shining Armor shot back unconvinced since his tone of voice lacked sincerity and was clearly bordering on sarcasm when he said that.

Once Sombra’s horn was properly charged he fired a sudden blast at the unicorn and alicorn who both quickly countered the attempted attack with a double-powered shield to repel the attack. With the two of their power’s combined they were able repel his attack and sent it hurled right back towards him forcing him to cease his attempted attack to avoid being blasted backwards.

Growling, he charged down towards the ground as dark crystal towers started forming on the ground beneath him as he increased the intensity of his attacks so he can try continuing to force the two ponies on the defense. But when he tried to get close enough to land a blow on either one of them, Fuli quickly sprinted by and rammed right into his ribs to send him crashing into the field instead. He ended up flying and sliding across the turf before quickly regaining his ground when Kyoga advanced on him to try to attack him.

Since the unicorn king had already managed to recover from Fuli side-blinding him, he was able easily deflect Kyoga’s magical attack before effortlessly smacking her aside into the nearby sand pit landing just on the very end of the long pit which would have been a record-breaking toss had he participated in the games as a legitimate competitor.

Another few inches and Kyoga would have been knocked out cold with a hard hit to the head. But she was able to recover and rejoin the others who are all circling around him ready to try to continue taking him down.

“Smart…” Sombra thought to himself at the sight of the cheetah and lioness helping both Shining Armor and Cadance to take him down. “…but is it enough?” He internally added before charging his magic as he propelled himself upwards with dark crystal platforms as he slid his way down and attempted to land quick blows to try to take them down while maintain having the higher ground over them.

Back in the Pride Lands, both Celestia and Luna are having the fight of their lives while facing off against a horde of changelings along with having to avoid being bitten by Ushari who is riding on one of them and is clearly out for their blood. Much like the hyenas back when fighting for Pride Rock when fire was ravaging the kingdom’s capital they along with Simba and Nala were on edge and barely keeping themselves on their toes and hooves to avoid giving them the upper hand.

On the aerial side of the fight, the two sisters were trading blast with one another all while barely avoiding getting bitten. Whenever one of the changelings tried to attack one of the sisters whenever they weren’t looking the other sister is always there to block off the attempted attack. But even still, not one of them were able to get the upper hand on the changelings due to the huge number gaining up on them.

That being said, things weren’t any easier for the true king and queen of the Pride Lands who are both literally getting mauled by their enemies left and right. Every lioness was literally digging their teeth into their skin and making it very painful and difficult for them to overcome even when they freed their paws into trying to knock them off of their bodies.

All while this dog-piling was going on, both son and mother were both circling around the two seeking a good opportunity to land the fatal blow on the two resisting death at the jaws and claws of their followers.

“You go for the queen, Nuka! The king himself is mine!” She declared with vicious intent as they split apart and snuck behind the two so they can carry out this deadly task.

“You got it, mother!” Nuka agreed with the same malice as the head of lionesses before moving to try to get a good attacking angle on the queen herself.

The two circled around the ongoing fight seeking to find an opening until they both managed to find good attacking spots from right behind. They both grinned with murderous malice ready to carry it out.

Luna having caught this from afar, along with seeing herself and Celestia about to be overwhelmed by the changelings, cleared her throat and shouted with her Royal Canterlot Voice. “BE STILL!”

The sound of the voice repelled the changelings and the lionesses that were about land on them and provided both Simba and Nala the alarm to alert them of both Zira and Nuka’s attempted sneak attack on them just when they were both making their attempted pounce.

When they attempted to leap with their teeth and ambitions bared, both Simba and Nala were easily able to slap them both away with ease. While Zira was knocked to the side and was able to get back on her paws, Nuka wound up crashing head first into a nearby dead tree that further spread the flames around the dry grass that they are all fighting on.

Seeing that they need to start playing were there’s more oxygen when the smoke started brewing over where they are all standing, Simba led the retreat away from Pride Rock to draw Zira along with her pride away from Pride Rock where both Kion and Twilight are still duking it out with Scar.

At this point of the fight, both leaders of the Guard have managed to figure their teamwork out in being able to fight the tyrant on equal footing. Kion was managing to get the hang of his new powers when he was able to control his fiery magic to the point he could release more controlled blasts of fire right at his opponent to the same degree as Twilight fires off her magic at Scar. At this point he was no longer showing signs of tiredness he had shown just ten minutes ago when they were first starting to fight.

At this point of the fight, Scar was now on the defense as he moved to dodge and deflect the attempted shots thrown right at his face yet he still wasn’t breaking any sweat over it. But now that the two were working sync with one another, he needed to start breaking it up before they start getting the advantage here. He focused his eyes which showed fire inside before propelling himself with it as he charged towards Kion first.

The younger lion was forced to back up when his granduncle attempted to backhand him along with attempting to swipe his claws at him in swift motion. While he was able to dodge the first two attempted attacks he found himself knocked backwards when Scar punched him in the face on the third attempted attack before backhanding him and then sent a hot fire blast to knock him down hard into the ground.

Seeing this had spurred his alicorn friend quickly come to his defense by using her magic to lasso Scar’s raised paw away from Kion before he could deliver the final blow. She once more had to really exert her magic in order to keep him from resisting her control long enough to lure him away.

Scar now locking eyes with his former protégé moved to use his other free forepaw to launch a blast of fire right at her to force her to let go before flying up towards her at great speed to yank her back down to the ground. Twilight grunted in pain as she slammed into the stone hard concrete leaving a hard crack right near the edge of Pride Rock.

Twilight had to fly backwards fast when she saw Scar attempting to fly down to sock her hard in the face and then dodge a series of attempted fire blasts and claw swipes from the latter to avoid enduring another severe beat down from him. At this point in the battle against Scar, Twilight could not afford to lose this battle along with going through the near-death experience at the claws of him again. She was determined not to let Scar defeat her in this fateful battle so she still kept being fueled with fierce energy to keep fighting. She moved to deflect and defend herself from every attack Scar threw at her while finding herself backing up.

Scar moved to continue launching attacks from the offense as he moved to back her up to the entrance of Pride Rock feeling he’s now got this battle under his control. Or at least until Twilight smirked and moved instantly teleported away leaving the surprised lion launched backwards when Kion suddenly appeared and unleashed a powerful attack fueled with fire right at him.

This was his chance to take him down so Kion moved to make a charge right at him, while Twilight floated over their heads and sent another blast right at Scar’s face to disorient him. The attack itself caused Scar to fall and land on his back right on the edge of Pride Rock. The same exact position he had Simba in back when Simba first returned to Pride Rock after spending years in self-exile. He managed to regain his eyesight just in time to see Kion leap up with his fiery claws raised ready to deliver the knockout blow.

Scar then smirked and then tumbled backwards before propelling himself upwards with a fiery blast of magic from his claws while using his wings to propel him back up to the sky causing the younger lion to slam his claws right into the ground instead. If it weren’t for the magical protection Kion had used to protect his paws from burning then he would have broken his paws from punching into a rock hard surface like that.

“What?” Kion thought to himself just when he found himself standing face-first right at the edge of Pride Rock.

But he had no time to prepare himself when Scar floated up to his eye level while having his eyes glow blood red with his front paws conjuring up an equally and deadly red colored glow from the aura of his magic. Wasting no time he fired one dangerously hot blast of fiery magic right at chest causing him to scream in pain and collapse before the former launched another attack right where he created the crack when slamming Twilight down onto the ground. Before doing so he gave his final regards to his grand-nephew.

“Say hello to the former lion king, my brother Mufusa, for me!”

All Kion could do was scream as he wound up plummeting in the wildfire down below him as the ground he was standing on crumbled.

“KION!” Twilight screamed with tears in her eyes as she desperately reached a futile hoof out in his direction.

As if that wasn’t bad enough, she wasn’t the only one who managed to witness this since the alicorn sisters along with the boy’s parents managed to catch a glimpse of what Scar did from afar.

Simba could only widen his eyes in horror along with his wife. “No! NO! KION!”

Nala along with her husband felt their hearts shattered upon seeing what no parent should ever have to see their child experience and it was more than she could bare before breaking down in tears.

While completely shocked beyond belief with what Scar had just did, both Celestia and Luna had to combine their magic to create another wave of magic to force the Outsiders and changeling army away from the grieving couple long enough for them to emotionally press forward with the battle in front of them, especially with Queen Chrysalis ready to make her attack on them.

After carrying out a highly wicked deed for all eyes in the Pride Lands to see, Scar grinned with great satisfaction with what he just did before turning his full attention back to Twilight, ready to finish her off as well, along with taking the final step in securing total victory once and for all as he moved to charge the magic from his paws ready to unleash his magic on her.

At the same time, Twilight had managed to wipe away the tears from her eyes, with only the small tears forming around her eyes as she furiously glares back at the lion who killed her best friend right in front of her with her magic from her horn likewise charged up ready to avenge him.

After locking eyes once more, both flew towards each other and top speed with the most intense and hottest surges of magic from their horns, hooves, and paws creating a massive magical explosion that released a massive wave of magic across the Pride Lands and even stretched into the other world where the Crystal Empire is still standing.

Something everyone else fighting there correctly sensed that intense firepower between Twilight and Scar is going down now and it’s about to all go down as the true battle for the fate of the two worlds has just begun...

Author's Note

After a narrow miss at Scar's paws, the free heroes are now making their way to Tatarus to free the others so they regroup and re-strategize in order to figure how to properly take on Scar and his army along with retaking back the Pride Lands and Equestria. Along the way, we learn of what Scar had tried to get the Lion and Pony Guard to do just earlier.

If there is a will there is a way? Sometimes the impossible is possible. If the Elements have a counter-spell to reverse restoring harmony and create even more damage it can happen. And that's a dark secret that was uncovered unbeknownst to anyone up until now.

For those wondering what everyone grouped together along with others reading this are wondering where did it all click for Twilight into turning against her friends somewhere along Season 3?

Well, we all saw how Scar manipulated her into working for him in the flashback just after the season opener but even still had her reservations and along with her good heart through the season even with all of her agitated moments in light. And for those paying close attention to her behavior throughout that season you would know now that she wasn't fully committed to it. But what really drove her into going through with the plan to take over the Pride Lands is the moment Twilight was sent away back at the Everfree Forest just when it's vines captured both Princesses Celestia and Luna. That along with Scar being able to read her mind used his backstory (half of it) to sympathize with her into giving into her dark side up until the day he betrayed her.

So no Retcon involved.

Moving forward, after some joking around a little along with some happy reunions, it was now back to business for everyone in regards to the Big Bad's control over the two realms. With no other options left, the best course of action is to take the fight to him. The Lion and Pony Guard along with Spike, Shining Armor, Princess Cadance, Kyoga, and Discord all head to the Crystal Empire to take on King Sombra, Janja, Reirei, and their respective clans along with rescuing the prisoners while Twilight, Kion, Celestia, Luna, Simba, and Nala face on Scar, Zira, Chrysalis, along with the Outsiders and Changelings. Thankfully, once again Kyoga gave Kion half of her magic so he'll be able to take on Scar when they get to Pride Rock so the latter will be able to hold his own like before and Discord is given permission to join the Crystal Empire team in helping take on Sombra.

After another flashback scene for both Scar and Mufusa with more bad father and son tension along with the day Scar destroyed his Lion Guard with the Roar before losing it forever, he gave one big speech to his followers before splitting into two parties to combat the remaining heroes standing between him and victory.

Said confrontation between him and the Leaders of the Lion and Pony Guard is a locked dead set match between them while the others are locked in battle against the Outsiders and changelings. One that involves changelings ganging up on two alicorn sisters, another that involves skinny lions ganging up on the lion king and queen, and of course a fearless leader ganging up on the leaders of the Lion and Pony Guard, with one unfortunate casualty happening in the crossfire, literally.

At the same time as the true rulers face off against King Sombra with Fuli and Kyoga's help, the other's are praying to Celestia and Simba that Pinkie, Bunga, and Discord's plan to draw Sombra into playing into their hooves and paws actually succeeds given with how crazy prepared the unicorn in charge is.

What happens next all comes down to the burner with one part to go...

Episode 35: The Kingdom Part Four

Episode 35:

The Kingdom Part Four:

Both Twilight and Scar were locked in battle where they had both created a massive dust cloud resulting from an equally large explosion when their largest blasts of magic made contact with each other. When the dust settled the two were still looking at each other with their eyes fueled with intense emotions.

For Twilight, intense anger and determination to take him down, especially after Kion found himself defeated and killed by Scar in battle, further and greatly increased to the point she is now giving her all in terms of concentrating her power against the murderer with wings.

For Scar, intense confidence and blood-thirsty ambition seeing her as one last obstacle to take down before securing ultimate victory, knowing that her defeat in this battle will mean he will rule Equestria and the Pride Lands unchallenged. Should that happen, nothing will ever stop him ever again, not even the great kings of the past in that matter. He has this, he’s managed to learn from his past mistakes that led to his first defeat at the claws of Simba and he’s not about to let opportunity of a lifetime get squandered on the spot.

“Give up, Twilight! Your time serving Simba and Celestia is over!” Scar demanded as he shot another hot flaming burst of magic right at her forcing the young alicorn to use her horn to resist and stop the magic from coming right at her. Once she managed to get his magic under control she managed to mentally thrust the blast back towards him and upon seeing this Scar got himself into a firm stance before using his forepaws to deflect the fire blast with ease.

“Never you murderer!” She defiantly refused while mustering every once of hatred towards him with fire in her eyes as she spoke this with a controlled and venomous tone. “You killed Kion! My best friend! Simba and Nala’s son! Your own grand-nephew! How could you?!”

“Like I said…” Scar returned without any regrets doing so. “…it comes with the price of fighting for the wrong side which your ‘friend’ just did.” Twilight still scowled at this unjustified act of violence he has long resorted to. All because he couldn’t move on and forgive his friends and family for their past regrets. “And soon, the total price will be paid in total with your own coin, too!” He focused his eyes on Twilight once more as they glowed a dangerously blood shade of red just earlier before shooting fire out of them right at her.

Much like her previous battle with Tirek, Twilight conjured a shield to protect herself from the attempted attack before teleporting away from her current spot. After a split second since her disappearance, Twilight appeared right in front of Scar and socked him with a very hot pink beam of magic that sent Scar flying backwards. The strong blast knocked him aside so hard, he wound up tumbling across the ground before finally slamming super hard into a nearby rock barrier from just on the side of Pride Rock. Said attack, cracked and shattered the stone behind him into a million pieces as the villainous lion dropped to the ground feeling great pain before getting up on his paws being able to shake it off in just a few seconds.

From there, Scar had to fly up as Twilight moved to charge right at him at top speed, growling with righteous fury with everything he has done since the day they first met, knowing that she is giving her all in this battle.

The sight of this aerial and fiery fight did not go unnoticed as Simba, Nala, Celestia, and Luna were all able to watch from afar.

“What should we do? Should we help her?” Nala asked the others unsure if they should leap into the fray or not.

Luna was quick to reply to that as she observed the two duking it out from the skies with the younger combatant clearly holding her own. “Tempting but, I think it’s safe to say that Twilight has this fight. Besides…” She used her magic to freeze Chrysalis before she could attack her just when she was an inch from her face before tossing her aside from behind her back into the army of changelings who all tumbled and got knocked away like bowling pins. “…we got company.”

They all turned around and saw the Outsiders and changelings along with Zira, Nuka, Vitani, and Chrysalis all ganging up on them with furious looks seeking retaliation for what the dark blue alicorn did to them just recently.

“Well done, Luna.” Zira falsely complimented since she is clearly peeved right now. “You’ve just earned yourself a well-deserved demise right alongside Simba.”

“So better say goodbye alongside your so called big sister.” Chrysalis added while feeling very agitated herself.

“I don’t think so!” Celestia boldly declared with her wings spread out and horn lit up ready for that battle. “You are never laying so much as a single claw or hoof on my sister unless you want to face the consequences!”

“Oh, yeah?!” Nuka smugly remarked. “You and what army?”

Celestia and Luna both spread their wings and the aura from their horns glow with both Simba and Nala baring their teeth and claws ready for that fight as the latter two lead the charge both taking on Zira and Vitani respectively. Just while this was happening the other alicorn sisters used their magic to take flight and repel the changelings and Outsiders that tried to attack them all at once with another magic shield to repel them shocking and terrifying Nuka greatly into releasing a girlish scream in fright.

“You just had to ask, didn’t you?” Vitani asked rather annoyed at her brother while Zira fiercely glared at him in agreement with her daughter.

“Attack!” Chrysalis commanded the troops as they resumed their fight against the remaining royals here in the Pride Lands as many of them proceeded to all gang up on the most powerful alicorns standing before them.

At the same time in the Crystal Empire, Shining Armor who is currently locked in battle with King Sombra for the Crystal Empire is very much wondering what happened in the Pride Lands that created a hard enough vibration to have shaken up and reach their current location. “What was that?”

“Sounds like it came from Pride Rock?” Fuli deduced while swiftly dodging black crystals the unicorn king is hurling in her direction. “And from the sound of it, something’s really going between Twilight and Scar.”

Kyoga attempted to land a good shot on Sombra by focusing her magic on him while Cadance draws his attention towards her more to distract him, but before she could take it, she ended up gasping and clutching her heart as if a part inside of her just died.

“Kyoga!” Fuli exclaimed in great worry upon seeing her collapse before moving to rush her out of harm’s way and into the stands for safety much to the prince and princesses sudden concern.

As much as they both wanted to know what exactly happened that led to a normally precise shooter in good health to suddenly collapse, they both had to keep their guard up to avoid giving Sombra the upper hand along with control over the Crystal Empire so the two had to continue attacking him together to keep him at bay.

“Kyoga, you okay? You had Sombra back there. What happened?” Fuli asked as she helped him up to a proper laying position so she could rest and try to talk to her about what she just felt.

“Kion…” She struggled between words. “…is dead!”

“What?!” Fuli wasn’t sure whether to believe it or not. “How can you tell?”

“I can feel it.”

“Are you sure?” Fuli had to calm herself before she could panic and dismiss it as a lie.

“Never more so in my life.”

Just then she quickly noticed King Sombra get himself into a position he could land a fatal attack right towards the Princess of Love’s heart with a very malevolent grin on his face.

“Huwezi!” She stated as she sprinted down the steps and leaped over on towards him by using the nearby railings leading up to the booth as a ramp to give her a flying boost towards the unicorn.

The unicorn himself managed to turn around in time to witness what was about to happen but that was it before finding himself kicked in the face by the cheetah thus giving Princess Cadance the opening she needs to follow it up with a beam of magic to knock him off of his pedestal. Said attack that created a small light blue colored shock-wave felt across the kingdom, left Sombra disoriented as he fell to the ground only able to support himself on his fore-hooves.

Luckily for himself, Sombra was able to work his magic into creating a dome around himself while he recovered right in time before Shining Armor could take advantage of it. He ended up finding himself repelled when he was suddenly cut off when the barrier suddenly appeared right in front of him. After that had happened, Sombra managed to teleport back on the dark crystal platforms before canceling his barrier spell ready to resume fighting.

With speed and power at his side, Sombra was riding and sliding up and high while swiftly defending himself against Princess Cadance’s attempts to strike him with her magic while taking flight. At one point the pink alicorn was able to ensnare the unicorn by using her magic to actively restraint his horn in an attempt to take him down with her future husband coming in to deliver the defeating blow.

“Give it up Sombra! I will not let you continue ruling over this kingdom along with further terrorizing innocent lives!”

“Why not?” Sombra asked back feeling he did nothing wrong during the dark times where he was in charge. “They were asking for it back then and none of them would see it my way!”

“Do you even listen to yourself?!” The white unicorn questioned with great disgust. “How much time has Scar been talking to you into thinking this way?!”

“Just recently…” He nonchalantly replied while breaking himself free and knocking off the unicorn to the side. “…right after he brought me from the dead after having your two idiot friends toy around with a certain book I created long ago.”

“Wait what?!” Spike exclaimed upon hearing it from afar along with the others.

“That was his book?!” Bunga also asked just as shocked before he and the dragon quickly realized their mistake of giving themselves away.

“It sure was.” He replied with an evil grin while moving to deflect blasts from both the prince and princess treating it with casual dialogue while moving to advance right towards the two while the others quickly darted away before getting caught. “Right after your fellow princesses defeated me long ago they had my book of dark magic spells locked away deep in their old castle. What you didn’t realize was there was one spell at the very end which allows one to resurrect my body should one be loyal enough to bring me back from the dead. Or more accurately at least having a boss who was more than generous to help restore me back into power here.” He then levitates the two towards him just as Kyoga sees it from afar now having mustered up her strength into getting herself back up on her paws. “And all it took was two fools to do an errand’s run to distract your friends while Scar helped me return.” Both Bunga and Spike were frightened when Sombra worked his magic ready to terminate them on the spot.

Luckily for them, Sombra was suddenly shot aside and slammed into the other side of the stadium by a large white beam from the opposite side forcing him to let go of his grip on the honey badger and baby dragon and allowing them to quickly dart away so they can help their friends rescue the others. He ended up crashing into the stands before seeing the recovered Kyoga floating her way over to him with the unicorn, alicorn, and cheetah following after her.

“And it takes one more fighter to skip the fight against you.” She stated as the unicorn growled in her direction before levitating himself back up on a platform he created from the rubble he is currently standing on.

With seething fury at being outnumbered and unable to gain the upper hand at any point in this battle, he roared before charging right at the lioness ready to put an end to this once and for all.

Back at Pride Rock, fire was beginning to engulf Pride Rock by the time both Twilight and Scar got really heated with each other as they unleash their firepower against each other.

Scar lunged at the latter tackling her down as they landed on the very top of Pride Rock with Twilight landing hard on her back when it happened. But even still Twilight was not showing any signs of slowing down as she endured the lion tackling and wrestling her to the ground. When he attempted to sink his teeth into her neck she managed to punch him in the jaw and blasted one of her strongest blasts of magic right at him to force him off and away towards the edge.

She moved to charge at him with another beam of magic aimed right at his heart with gritted teeth to showcase her anger towards him not holding back anymore like she did with Tirek. By the time she managed to get close, Scar managed to counter the attack by hitting her horn so it’ll redirect and shoot upwards into the sky instead. After doing so, he immediately landed an energy blast right at chest and then smacked her back down hard onto the ground. The alicorn had no time to avoid being pinned down to the ground as the lion moved to choke her into submission.

Just when he bared his retracted claws with fire ready to give the girl a nasty kill, she ended up punching him square hard in the gut and knocked him off of her with another precise beam of magic. The attack itself, sent Scar flying off of Pride Rock, and ended up tumbling across the rocky hill down below and right down towards the space where he ended up falling into during his defeat after the Battle of Pride Rock.

Unlike last time, Scar had endurance that allowed him to quickly recover and thrust himself upwards with his wings while using firepower from all four paws to give him a speed boost back up towards higher ground.

Seeing this had Twilight decide to take the fight away from Pride Rock while proceeding to give herself a fiery sprint herself to avoid Scar’s claws and powers once more.

Upon taking their fight across the plains of the ravaged Savannah now being burned to the ground by the wildfire Scar had started, the two were still in a deadlock battle from flying around and trading magical blasts with one another, yet at no point there was a clear sign of either one of them gaining the upper hand against each other no matter how many blows and hits they send and deliver towards each other. Whenever either one of them have a clear shot at one another, the other always is ready to deflect and dodge the shot in time before getting hit.

By the time the two get near the Outlands territory to where the whole takeover coupe all went down shortly after Twilight became an alicorn Scar had managed to catch up to her and managed unleash another fiery blast of magic from his paws in another attempt to take her down. Twilight being able to quickly sense it was able to counter the attack by using her magic to deflect the flames away yet again.

“Hopefully if I can keep him drawn away from the Pride Lands, he wouldn’t cause any more damage here.” The purple pony thought to herself. Although what she is unaware is that Scar is actually pleased that they are taking the fight into the Outlands as he eyes the volcano up ahead as evidenced by the smirk on his face apparently have read what she just said to herself just now.

“Is that what you think?” Scar asked as he used the latter’s brief moment of being off-guard into striking her on the side causing her to scream in pain and crash into one of the tall pillars in front of them. “…Because from what I see is that the damage is already done.” He gestured to the kingdom now set ablaze by the current and ongoing fighting around them along with the rest of the royals holding their own against the Outsiders and changelings. Despite knowing what he says is true to an extent, she also knows that he is trying to taunt and get under her skin yet again so he’ll trick her into completely destroying the kingdom or trick her into catching her off guard again like he did just now. “Your fellow princesses, the king, the queen, all of them all trying to fix the mess you helped create." Twilight still defiantly looked in his direction as he circled around her seeking for that moment of vulnerability. “I mean really it’s too bad things have to end like this, Twilight. I mean really did like you. I really did want to take you in as an apprentice and my future successor but I really couldn’t take the chance that would turn on me and ruin everything that I seeked to accomplish.”

“By accomplish you mean destroying everything Simba and his father stood for?” Twilight scoffed. “This coming from the pony who actually was willing to stand by your side even after manipulating me into doing your following? You know what’s ironic is the fact this fight wouldn’t be happening and would have already won had you not unnecessarily stabbed me in the back which by the way I was least expecting it.” Scar simply continues smirking with an indifferent and callous mindset at the memory. “And now you expect me to get tricked into completely destroying the Pride Lands? Well, good luck trying to get a rise out of me this time because you’re all out cards to play here.”

Scar still remained certain otherwise. “Am I?” He asked with a raised eyebrow of confidence. “Says the pony who thought she could take me on knowing full well of what happened last time back at the Crystal Empire? A mare who’s walked her mouth into trouble more than once and is just really lucky enough to survive against me? Longer than my father did? Longer than my former Lion Guard crew? Longer than my brother did? Longer than Kion? The lion who plummeted to his doom because of you?” He smirked ready for Twilight to blow her top upon throwing that at her.

With avenging her best friend’s death on her mind right now in front of her, she knows that with the volcano nearby. But given of how she tricked Kion into causing an massive eruption with the Roar that led to Scar taking over the Pride Lands, she was not about to let history repeat with her being the one to further destroy the Pride Lands into nothing. She could not afford to give Scar the victory by playing into another one of his mind games again. She retained her glare towards Scar to make clear she is not giving into him again with her horn still charged ready to attack him when ready.

She then thought to herself knowing that no matter what attack she threw at him. So she had to think deep of how to turn the tables on him without giving into her anger yet again unless she wants to risk destroying her loved ones, who she looks up to as her parent like figures in life.

She thought of Princess Celestia, the pony who has been nothing but impressed of her from the day she met her and is guided her into becoming a well-respected alicorn princess. If she were here she would tell her to stay true to herself and have faith in being able to handle this to the good of her ability.

She then thought of Princess Luna, the pony who she helped overcome her insecurities when faced with ponies still terrified of her after her return to Earth. She returned the favor when she helped her regain the courage to return to the kingdom she ended up betraying when at her lowest point. If she were here she’d tell her not to give in to her anger without repeating the cycle and creating new villains to continue her former villainous legacy that led to Scar’s return.

She then thought of Queen Nala, the lion who was there by her side when she was injured after saving her life the first time Kion lost control of the Roar. If she were here she’d tell her to trust herself much like she told Kion when he nearly didn’t want to use the Roar ever again after that incident.

And last but not least, King Simba, the lion who placed just as much faith in her and was the first to emphasize with her plight when she went into self-exile after Scar had betrayed her. If he were here he would remind her to look into her heart, look into her own inner compassion towards other, and remind herself why she is the bigger and stronger pony / lion than Scar but still do whatever it takes to defeat him.

The nearby winds and gusts from Mufusa’s spirit also further gave Twilight the calming influence she needs to figure out the true way to defeat Scar, but the latter was quick to keep her eyes open and defensive stance up as a necessary precaution against the lion waiting for her to make her next move. And judging from the fire conjured up in his palms he was ready to make the first strike since Twilight wasn’t moving to try to attack him again and just about ready to do it now.

But judging from the look of resolve on Twilight’s face, she seemed she knew how and what her next move should be…

At the same time in the Pride Lands not too far away, most of the royal family were still locked in battle against their opponents. Simba and Zira were evenly matched in regards to trading claws with one another, Nala and Vitani were also still it, and the alicorn sisters were still surrounded by the remaining changelings and Outsiders.

Right up in the skies the two princesses were finding themselves surrounded and forced on the defense by a swarm of relentless and vicious group of predators looking at them like prey. All of them were eagerly waiting to be able to sink their teeth into their skin and be able to feed off of their love and blood at the same time the two sisters are fighting with their lives to keep them all at bay. At the same time Ushari readied his fangs so he can unleash his venom on the two sisters.

Nala who was just wrestling Vitani down on the ground after pinning her, managed to witness this and saw that they really needed help in order to take away their advantage away from them. But the question she thought as she looked around is how? How is she going to draw them away from them.

She looked for Simba who is setting trading blows with Zira as the latter is unafraid to go for low blows such as attempting to scratch his eyes, breaking his jaw, and striking his chest all to no avail. Even while managed to get a few grunts of pain from the larger lion and she now finds herself on the losing side of this fight just like when she went berserk against him years ago.

“Simba…!” His wife called out to him. “…I need you to get a shot up there quick!”

It took Simba a second to understand why she wants her to do it before getting an idea of how to finish off Zira too. He moved to run to the side to further anger the insane lioness.

“Get back here and fight, Simba! I’m not finished with you yet! I’ve still got more for you!” Simba paid no attention to her angry words as he led right into the position he wanted her to run towards just when the cobra was sinisterly grinning as he is seconds away from his perfect moment of slaying somepony.

He locked himself into position just when Zira snarls and leaps towards him ready to attack him once more just when Nala sees Nuka attempting to jump into the fray in his sister’s defense.

“Now!” Nala shouted just when Nuka attempted to lung at her only to miss when she instinctively dodged the leap just when Ushari leaped at the flying alicorn sisters still unaware of what he is about to do to them.

Simba attacking on instinct too managed to slap Zira away and off of her paws when she got within arm’s reach of him. The attack sent Zira flying away and into a small pack of changelings at the same time Nuka found himself colliding into another pack of changelings. The attack also knocked Ushari away just when he was right in front of the two face to face.

"AH!" Ushari exclaimed upon being knocked aside in pain.

“Oof!” The changelings grunted in pain.

“Ow!” Nuka however screamed in pain as the changelings glared at him for his usual clumsiness in battle.

Nevertheless, that move gave both Celestia and Luna the breathing room they need to turn this fight around. Both sisters nodded at each other before rushing towards the remaining Outsiders and changelings with great confidence.

“Luna, I get the Outsiders, you take down the changelings.”

“Got it, Sister.”

Luna wasted no time in being quick with her attacks, picking, punching, kicking, and blasting each and every one of them one by one and lot allowing any of them touch her in any way. At one point where she was faced when the remaining changelings ganged up on her at the same time, she quickly used her magic to cast a spell while shouting. “EVERYPONY FREEZE!” Every changeling all froze just inches away from landing their teeth and claws on her. She smiled as she casually stepped aside from her frozen enemies eyeing her before sending a beam of magic right at them causing them all to literally butt heads together and collapsing to the ground in pain.

Celestia while taking a more graceful and divine to her opponents took them on by nailing the Outsiders by taking down one with her magic and then swiftly dodges the next one before using her magic again to knock them out. At one point when they all gained up on her, she calmly used her magic to create a bright golden yellow light similar to the sun.

The Outsiders were all blinded from it before being all blasted away when she focused her magic to creating a wave to send them flying away and scattered across the Pride Lands in front of Pride Rock. By now, they were all too weak and bruised from the hits they’ve endured to keep fighting.

At least now, the lions and alicorns could take a brief breather knowing that they have won their part in this battle. But of course, none of them felt like celebrating yet, due to their victory coming at a cost of losing one of own, prompting them to rush over to the fire with the strong hopes that there is some way Kion survived the fire and there is still a chance they can save him.

Hopefully…

On the flip side of things, Scar had finally decided to make the first move after a minute of patient circling along with subtly creating electricity with his paws before firing a large bolt of lightning right at her without warning.

But what he didn’t see coming was that Twilight had managed to catch the attack and used her magic to redirect the attack right back at him, causing an explosion that blew off the pillar tops and sent flying and crashing into Flat Ridge Rock leaving him right on the border of the Pride Lands and Outlands.

Upon recovering from the attack, Scar looked up to the mare who’s eyes were now glowing white upon floating over to him much to his surprise, mainly to the fact that split second he would caught anybody off guard.

“How…” Scar gasped in utter shock. That should have been impossible to perform, no one has ever been able to redirect an attack that quickly.

Twilight said nothing before fixating her intense glare on the lion she’s looking down on, non-verbally daring him to try it again.

Scar managed to shake off his shock before glaring back at the pony’s intimidating stance as he quickly shot a beam of fire at him along with a handful burning coal right at her. She managed to use her quick reflexes to redirect the attacks away from her just when Scar flew up to tackle her.

He attempted to maul her once more upon maintaining a firm grip on her only for her to focus her strength on flipping him over and then sent a beam right at his stomach to force him off and slamming into one of the nearby pillars.

Scar then leaped up in flight with firepower to avoid falling to the ground but had no time to recover as Twilight focused her magic in having the pillars release chipped rocks in his direction. The rocks came at him as fast as bullets in a machine gun to which Scar had to fly around at top speed to avoid getting nicked by the smallest and single pebble in the ammunition that was being aimed at him.

When the dust cleared, Scar appeared flying upwards right towards the top of the volcano in the Outlands where he seeks to exploit this more powerful side of hers in order to get her into creating that powerful eruption like he had her do to Kion before.

Twilight seeing through his strategy moved to pursue him in case he winds up deciding to do it himself with his powerful roar all without a change in expression and saying a word and uttering a grunt in the process. Just nothing but deadly silence and eerily calmness to showcase her anger towards him as she went after him with her glowing white eyes locked on her target.

Inside the stadium were the Pride Landers and Equestrian ponies all forced and trapped inside the corridors leading towards the field and the exits.

"Help us!"

"Let us out of here!"

"Somebody! Please!"

Mbeya, Laini, Muhimu all screamed in vain while the kids were more frantically banging the barrier in desperation.

"Come on! Somebody! Anybody! I don't care who!"

"Yeah! What the kids said! You can't keep us locked up like this! Let me go! You're supposed to say I have the right to remain silent! You never read me my Pride Lander rights!" Thurston screamed in a one-sided panic.

The others stopped screaming before all glaring at him like he is seriously and only thinking about himself.

"Thurston..." Makuu began looking really insulted and annoyed. "...you have the right to remain silent! What you lack is the brains to completely understand that everyone here is in danger."

At the same time, both Janja and Reirei are taking amused delight at seeing this right in front of them.

"Not that it matters..." Reirei menacingly said to them. "...since no matter what none of you are getting out of here."

"Yeah!" Janja stated in agreement. "Besides, the only one who can free you all is the pony who imprisoned you all, so get used to it until it's dinner time for us..."

The kids all whimpered and cowered behind their mother's seeing they he is planning on targeting them as soon as Sombra gives them permission to dig in to the buffet awaiting them.

Their lackeys voiced their eager anticipation while peering their heads to the sounds of their pack leader's voices.

"Mmm-mmm! I can taste them in my mouth already!" Cheezi remarked upon licking his chomps.

"Me too!" Chungu was already drooling starting to think about what's soon to come for them.

"Me three! Oops...." Goigoi added as he wound up slipping and nearly broke his paw from the dimwitted hyena's drool. Thankfully for him, nothing broke, but he ended up falling face-first into the puddle Chungu created. "Ow!"

"Oops. My bad." Chungu said upon realizing his mistake as he stopped slobbering before backing away from the jackal as he stood up then fell to the ground again.

That’s when the Lion and Pony Guard sprang to action as they confronted both Janja and Reirei’s packs.

“Hello, boys!” Applejack voiced to startle them. “Ya’ll ready to tussle!”

“Because we sure are!” Rainbow Dash added leaving them no time to be prepared when she charges right at them at her rainbow-powered speed to bowl them down.

Then just when some were all picking themselves up…

“Twende Kiboko!”

Then they were knocked down to the ground leaving both Janja and Reirei having to fight for their lives while trying to obtain backup from the others trying to come to only to be knocked down by Spike's green fire breath when he leaped into the fray.

At that moment, Pinkie along with Bunga and Discord were ready to counter whatever trap King Sombra has placed in front of them.

“Ready?”

“Let’s!”

The two then made their voices clear to the prisoners.

"Go time!" Discord placed his racing helmet and goggles on for the occasion as the others called out to both Pinkie and Bunga for help.

“Hey everybody!”

“It’s us!”

“Pinkie Pie?”

“Bunga?”

Both Ma Tembo and Muhimu called out to them upon recognizing their voices before approaching the magical guarded entrance to where they are all only greeted to the sight of a rolling cake being carted their way…

…right across the floor where Sombra’s dark magic alarm system activates.

Sensing this gained the unicorn king’s attention as he disappeared from his fight with the crystal couple and the two felines to examine the source of his alarm being triggered. Seeing that the plan is in motion, Discord followed suit by secretly tailing him.

When he arrived, all he saw was the cake Pinkie and Bunga had left out in the open, all trapped in crystal.

He then thought and correctly deduced. “This cake is just a decoy! They’re trying to distract me!” He quickly worked his magic in conquering them and forced to look at him in the eyes.

“Hello!”

“What’s up!”

They greeted like they’re not in any trouble.

“Did you really think that was going trick me into slipping up?” He gravely asked them while having his horn flare up ready to kill them right away. “Like I was born yesterday?”

Bunga dared to respond to that. “Well technically you were born he day Scar brought up back so…” Sombra’s magic ensnares him by the throat. “…UGH!” He choked. “…in a way, yes!”

“Then I guess I know who to finish off first…” Sombra said as he prepared to shoot the honey badger defiantly looked back showing no signs of fear even with his life flashing before his eyes.

"Who me?" Discord's voice spoke to up with no telling signs of where he truly is...

... until he suddenly appeared right in front of him and threw off the unicorn’s aim just when he fired off his shot by snapping his talons. When the click sound was made, just like that the beam of dark magic was redirected and sent right towards the captive’s direction. Said shot, wound up deactivating the spell keeping them imprisoned.

Sombra gasped at what had happened before growling in his direction as he focused his anger into shooting hot and powerful eye beams right at him.

"Oopsie....Sorry..." He mockingly taunted just when he simply snapped his talons again to make the dark magic infused attack vanish into thin air before snapping his talons again to create a sparked explosion that sent the unicorn king flying across the stadium grounds as a result leaving him completely enraged of how the Lord of Chaos is making a mockery out of him on his big day.

He quickly flew over with murderous intent in his eyes as he furiously approaches her ready to unleash fatal magic on him who simply smirked and crossed his arms in response to the charging pony in front of him. But when he charged his horn once more, Shining Armor and Princess Cadance were already on him when the latter disoriented him with her magic and the latter bucked him hard in the gut. The impact caused Sombra to crash into the stands allowing Kyoga time to recover to rejoin the fight against him.

Upon getting on his hooves, Sombra snarled up realizing he got tricked big time into releasing the prisoners and is now starting to lose control of the situation upon seeing the Lion and Pony Guard take down the hyenas and jackals along with guiding every pony and Pride Lander to safety.

Acting fast, he teleported to the opposite side of the stadium, used his magic to seal off all entrances and exits to the stadium, and then teleported to another part of the stadium, all while dodging whatever beam of magic the white unicorn and pink alicorn throw at him.

He proceeded to swiftly teleport rapidly and dodge every shot before throwing up a magical shield to specifically to have its properties redirect the magic back at Shining Armor when he attempted to charge at him. The beam ended up sending the unicorn aside with an “Oof!” while his favorite mare had to work up a magic shield specifically to protect herself from the tyrant’s powerful blast.

She sweated and grunted in order to keep the latter’s magic from reaching her horn until she focused her strong willpower into pushing his magic back so it’ll explode right in his face. After forcing him back, Cadance felt the need to catch her breath from the mental exertion she used from using her magic like that. However much to her luck, that moment of catching her own breath is exactly what Sombra was counting on as he used the smoke for cover before blindsiding her with a dark beam to the chest.

“AAAHHH!“ She screamed before dropping to the ground and blacking out upon landing.

As the two were struggling, now that Sombra is fighting more vigorously and intensely, both Fuli and Kyoga knew they needed to act in order to tip the scale back in their favor.

So Kyoga quickly sprang in Cadance’s defense by standing on her hind legs and unleashed magic right at Sombra’s beam just when he was unleashing another one aimed the latter.

The unicorn king simply grinned since the lioness’s power at only half capacity is still not making him sweat at all as he keeps even footing before pushing his dark magic right back at Kyoga causing her to skid backwards and sweat as she struggles to resist being hit.

Luckily for her, that’s where her cheetah friend sprung to the rescue when she sprinted all the across the field and leaped up as high as she can go like she is flying over the gorge. Only this time, she not only managed to make the leap right on toward’s her target but she also managed to pierce her claws right into his skin causing him to howl in pain due to how deep she managed to sink them into her skin. He tried his hardest into shaking her and the pain off but the cheetah wouldn’t let go of her grip on him and still finding himself screaming in pain when she managed to bite him right on the shoulder.

Furious, he finally managed to force Fuli off of him by teleporting away and then sent a pillar aimed right in her direction. But Fuli was able to use it into landing safely onto the ground before joining to stand by Kyoga’s side.

Sombra upon landing to the ground could not believe as he briefly stared at the flesh wounds the Lion Guard’s Fastest inflicted upon him before turning his hate filled gaze back towards the two for distracting him. From dealing with both the true rulers of the Crystal Empire where they both landed payback blows upon striking Sombra the first chance they got.

Said distraction was long enough for the both of them to get back into the fight where Sombra is now finding himself completely overwhelmed with all angles covered. Every single attack they threw at him connected and Sombra was left no room to defend himself. From Fuli landing quick tackles on him, to the other’s relentlessly using their magic to keep from getting him and even retaliating. After a solid minute of enduring it, Sombra was left barely standing even with his futile efforts to fight back this one-sided matchup and could only grunt and breath heavily with a defiant glare on his face.

“Give it up, Sombra. It’s over.” Shining firmly stated.

“As long as I am still breathing, it’s not over.” Sombra quietly yet loud enough for them to hear declared as he attempted to shoot another beam right at the unicorn’s face. His opponent effortlessly dodged and used his magic to force him back.

Even while facing defeat, Sombra is still not backing down from breathing heavily while facing off against the equally glaring unicorn who prepares to finish him off along with the others as they prepare to finish him off once and for all by continuing to barrage him with their attacks until he collapsed in exhaustion after his energy finally gave out leaving a smoke cloud to obscure him from being seen fully. But by then, the remaining forces have been defeated by the rest of the Lion and Pony Guard. The damage had been done, they had lost. Upon realizing this, all Sombra can do now is to cut his losses before using his magic to fade away from the scene with his dark magic like a ghost before anyone could capture and imprison him, but not without swearing to his enemies before the smoke could clear up... “This isn’t over. I’ll be back.”

Even though King Sombra got away, everyone all could now sigh in relief now that the Crystal Empire is now back in the right hooves, the remainder of Scar’s army has been defeated, and everyone else is safe. But then they realize that they need to check up on the others, especially that troubling sense that had Kyoga’s blood drained for a minute before mentally recovering enough to join right back in the fight since she gave Kion partial control of her powers.

They needed to make sure Twilight and the others have succeeded in retaking the Pride Lands with the same results in regards to Scar, Chrysalis, Zira, and the changelings and Outsiders assisting them over there. All while hoping no casualties have happened while their backs were turned.

But just as they were leaving they remembered something. "Discord...?" Fluttershy called out to him.

"Go!" He urged her and the others to go ahead to Pride Rock. "I'll make sure the opposing army stays put." He maliciously grins before using his chaotic magic to imprison Janja, Reirei, along with their clans in the same area where every single pony and Pride Lander were all held hostage against their will. "On top of that, I'll make sure they have some fun together."

Before any of the defeated prisoners could take a guess of what to expect, they suddenly found themselves in a chaotic looking area similar to what he did to Celestia, Luna, along with the Lion and Pony Guard back when he was an enemy to them, along with all of his crazy shenanigans.

"Oh no..." Janja muttered to himself.

"Janja...?" Both Cheezi and Chungu fearfully asked their leader.

"Dearie...?" Goigoi pleaded with his wife to understand what he is going to do to them.

"...just prepare yourselves for a torturous circus-like experience, Goigoi..." She just ordered while groaning upon seeing Discord dressed and face-painted like an actual clown that appeared straight out of a horror film. "...and for a lot of running!" She screamed the last part as everyone all hightailed running around their confined area like a group of panicked zebras running in circles around the Lion and Pony Guard.

"Oh I am so going to enjoy this..." Discord said with mischievous delight before menacingly approaching the frantic captives for the time of their lives playing the ringleader of the circus performance.

Back in the Pride Lands, Scar was racing his way up towards the volcano all while using the nearby pillars to pull the twist and turns to keep his distance from her since she is still close behind.

From behind Twilight witnessed that Scar was nearing the volcano before using her magic to have two pillars crash into each other in an attempt to crush him. The suddenly startled lion narrowly missed the collision before flying to the side in order to catch his breath and maintain control of his flight having nearly stumbled for a second. Said recovery gave the alicorn the chance to use her magic to create a wave of water to splash Scar to the ground after extinguishing the fire allowing him to fly.

Upon standing up and moving his soaking wet black mane out of his face he looked up and saw the purple mare flying down and closing in on him. The half lion-alicorn hybrid had to shoot another stream of fire right at her for to deflect and then fly away to avoid getting knocked hard into the ground.

“What is going on?!” Scar thought to himself seeing that he is facing a one-sided battle going against him as he flew around the nearby pillars before landing on one just he can regain his ground and unleash magic from his horn to try to force the alicorn pursing her to back off. Said attack was super powerful and created another nuclear sized explosion after Twilight used a magic sphere shield to protect herself from the attempted blast much like Tirek did in their previous battle.

When the dust cleared up and his advantage created, Scar was able to quickly punch Twilight square in the face and then backhanded her down hard into the ground. He then flew in quickly to pounce on her again but Twilight was able to teleport away just when Scar was about to touch her. The next he knows Twilight was already floating right behind her and had nailed him in the back with her magic shot by the hot white beams from her glowing eyes. The attack ended up sent the hybrid flying away and crashing his back against the Outlands volcano which left a noticeable crack on it.

Scar then had to fly and flee when Twilight sent five blasts of fire magic right at him, each which had him forced him away from the volcano he had just managed to arrive at. After dodging the fifth blast he uses his horn and his two front paws in charging his hottest and most powerful beams of magic just to be able to stop her. The attempt itself even with more power exerted into it then before, it still wasn’t enough to stop her since she managed to form a blue magical shield made of water than transformed the fire into steam and gave Twilight cover to slam Scar away and back against the stone rock walls again.

Now with the volcano right in front of him, Scar made his way up towards the volcano up the hill on his paws to avoid Twilight seeing her and still be able to lure him to his trap. He used this time to his advantage so he can fully recharge his magic by the time he got to the top of the volcano just above the caldera.

From there he was able to get to the core of the volcano from high ground, but by then Twilight was already there to intercept and found himself suddenly electrocuted from magic sent from her horn and sent crashing into one of the pillars down below. From there, Twilight had him right where she wanted him up floating over to the half lion / alicorn who is barely managing to get himself up on his paws. Upon looking at the mare in the eyes, she is still looking back with the same glaring expression and same glowing white eyes which had internally terrified Scar upon looking into them deeply as he finds all of his paws tethered to the ground by the former’s magic.

“Scar! You and the lions before you have devastated the balance of this world and not only that you alone have devastated the balance of Equestria! And now you shall pay the ultimate price!” She spoke threateningly before harnessing her power into creating a very large blade shaped dagger fueled with fire and metal aimed right at the hybrid’s heart. Said blade hurled right at Scar’s direction who simply closes his eyes upon realizing he’s been beaten and had met his end…

…but then he was instead greeted to a splash of water on his body. Feeling this had him open his eyes to see what was really happening.

Said alicorn stopped herself from going through with it. Her eyes stopped glowing as she gently floated down to the pillar but she still looked on at Scar with punishment for his sins still on her mind. Now that she has defeated him, how does she ensure he’ll never be a threat to everyone ever again? But one thing’s for sure on her mind, she couldn’t go through with killing him as much as she had reason to.

“What are you doing?” Scar asked trying to read her mind yet still unable to free himself.

“The right thing.” She simply said in response as she slowly approached him. “As tempting as it is, I’m not going to end it like this. I'm not going to be a killer like you.”

“Okay…” Scar eyed her weirdly as she walked up until they were face to face once more. “…then how do you plan on ending it if you’re not going to kill me?”

To answer his curious and wary question, he finds that she is placing her hooves onto his heart and forehead as she focuses her mind deeply as she mentally prepares to properly defeat him on her terms, something that a princess herself would do in this kind of situation instead of killing said foe on the spot.

She thought back to when she first formed the Lion and Pony Guard when Nightmare Moon returned. After defeating Luna’s dark side, Twilight had regained her trust and love for friendship once more which blossomed more so through the following patrols and missions they went on together since then. From helping the Pride Lands royal family bond more and grow stronger together, to the time the Lion Guard along with Simba and Spike comforted him at her lowest point, and especially being welcomed back in open arms after her previous betrayal and attempted takeover of Ponyville in Scar’s name. All with one common thing shared throughout each and every one of those cherish moments.

With that on her mind she turned her head up with her eyes glowing white energy with its beams shining up in the sky. Seconds later, Scar’s eyes glowed black energy and had its beams shining up in the sky too. The ground shook as the Outlands around them was consumed by white and black energy.

Scar’s energy begins to make its way to Twilight’s body, consuming her white energy and replacing it with his black energy. It reached her face as Scar’s energy reaches her face and nearly consumed her to the point that she has only one white eye left.

But at the last second it blasts out of her eyes, overwhelming the villain energy in the process and instantly took over his body. As Twilight’s energy takes control over Scar’s body a bright white beam of energy erupts into the sky catching the royal family’s attention. After several seconds, the beam disappeared and Scar falls to the ground as Twilight releases him. While slightly fatigued from having performed that level of magic like she never has before, she fully stands triumphantly knowing that this battle is over.

When the light completely cleared up, Scar appeared still a lion / alicorn hybrid but when he attempted to get back up and attack, but he ended up falling back exhausted and unable to use his dark magical powers. Not even a spark from his horn appeared when he tried to use it.

“No…” He quietly whispered to himself knowing and realizing what she has done to her. “…You didn’t.” He quietly said in defeat.

“Yes.” She confirmed still looking on at him with a firm expression. “I took away your dark magic along with your special Roar. You can’t use it to hurt or threaten anyone else ever again."

Turning her attention towards the Pride Lands ablaze as a result of the lightning and their subsequent battle over the savannah, she had eyes glow white once more as she prepares to give the kingdom the first step towards much needed healing. With strong and bright violet red magic, she sent a beam up towards the sky with a soft and gentle blow. Said blow had the gray clouds darken all over the area before releasing a brief heavy rain to extinguish the fire.

It didn’t take long until the fire was turned to steam with both Celestia and Luna smiling knowing that Twilight had finally managed to defeat Scar after a long and enduring battle with him. By then, the others specifically Kyoga, Shining Armor, Spike, and Cadance all had arrived just in time to see the others witnessing Twilight flying on over to Pride Rock with the rest of the crew arriving seconds later. Little did she realize as she was flying away, the heavy downpour from the rain had caused the black hair dye on her long Rarity length mane to wash away thus returning it to her original lavender shade of purple.

Upon arriving just when the rains stopped and the bright blue sky and sun appeared, Shining Armor quickly tackled her little sister with a great big hug with Cadance joining in with a more gentle hug and Spike leaping in the middle. Twilight kindly returned although the happy moment didn’t last long as they both turned their attention back to the others.

By then Simba and Nala had managed to find their son still in one piece thanks to Kyoga's magic but severely injured from getting major burns all over his body. One look at him is enough to put tears in anyone’s eyes and know that there is very little life in him that there is little to no chance he’ll wake up again.

Twilight approached the lion cub on death’s door step with nothing she can say to offer her condolences to both the king and queen for what happened just earlier. All she could do was give the lion who fought beside and was the first to reach out and reason with her when she turned to the lion who killed him a solemn and sorrowful look. A look that has her feeling responsible and very remorseful for all that she put him through during that time when she ended up following Scar’s paw prints.

Just one look from his grieving parents caressing him, was enough for the young princess to actually seek to see if there is some way to save him. She placed her hooves on his forehead and heart to see if it was still warm and beating.

“Maybe…” She thought. “…if I could apply that healing technique Cadance once showed me in an attempt to heal my scar on Kion, I could probably save him.”

Cadance quickly sensing of what she is seeing along with Luna and Celestia were quick to rush over to be able give a hoof in trying to revive him and once the four all circled around him they were all ready to perform the spell together.

Twilight started it off by working her magic onto Kion’s body with her magic making her way into his heart. Cadance was next to follow suit by adding her magic into Twilight’s in order to ensure that this goes through smoothly. The spell itself is something that must be handled with such preciseness and delicately that one wrong move could make the spell go wrong.

The magic lifted Kion’s body up as bright violet red and sky blue magic circle around it like a following DNA strand. Said colors mixed to a purple and pink coloring that matches both the alicorn’s coat’s as slow helpings of magic surged into his body to heal the burns he had suffered. Once that was going through both Celestia and Luna infused their golden yellow and dark blue colored magic into the mix to give the gift of life to the fearless Leader of the Lion Guard which led to all four colors forming together to create a black-colored beam of magic that completely consumes his body.

After a few seconds of his parents worrying that they may have overdone it, it turned into hope when gold magic appeared and had his body and eyes glowing and illuminating a bright yellow light that matches his father’s fur color that had everyone shielding their eyes when he was lifted into the air.

When the magic cleared up, the rest of the Lion and Pony Guard who witnessed the whole thing had all made their way on over just when Kion’s body was gently placed onto the ground.

“Kion…” Simba’s voice gently spoke to him in a fatherly way as a single eye brow twitched indicating life.

“…are you all right?” Nala finished in the same gentle motherly tone.

Kion slowly opened his eyes to indicate that he is now alive much to their relief. But then, when he stood up and rubbed his eyes, something appeared a great big white flash as he pulled his head upwards…

…a pair of majestic wings similar to the four princesses standing before him along with a horn on the top of his head matching his fur color. On top of that, he has a special cutie mark of his own on his right shoulder. Said cutie mark, is a bright yellow sun with red fiery flaming hair similar to Sunset’s fiery sun cutie mark but more shaped like a lion with said facial expression on said lion.

“Kion?!”

“Poa!”

Both Twilight and Beshte gasped in sudden surprise.

“Oh…!”

“…my…”

“…goodness!”

Fuli, Rarity, and Fluttershy all added in astonishment.

“Wow!”

“Un-Bunga-veilable!”

Rainbow and Bunga then said completely amazed at seeing what has become of the Lion Guard’s Fiercest.

“Once again the universe continues to amaze me.” Kyoga remarked feeling very impressed of what has transpired in front of her.

“You’re darn tootin!” Applejack remarked in agreement likewise as she was the first to approach the lion now half alicorn as he looks on his new wings. “I’ve heard wild stories about a unicorn turning into an alicorn along with a lion turning into a half alicorn and half lion. But one brought after being brought back from the dead. They sure don’t call you one tough lion for nothing!”

“It’s Kion we're talking about here!” Bunga added while hugging his best friend. “And with a massive upgrade! I mean look at these wings!” He added while touching them.

“I know right!” Rainbow remarked excitably while hugging him. “And another flying buddy!”

“And another somebody that we can race together!” Fuli added feeling equally proud as she winked in his direction. “Looking forward to it!”

Next up is both Rarity and Ono with the latter still trying to process the very sight in front of him.

“You’ve become an alicorn, or more accurately half lion, half-alicorn!” Ono deduced while examining his new wings while Rarity marvels at the sight before her. “Just how is this possible?”

“I wish I knew, but still very exciting nevertheless.“ Rarity stated while being happy for her friend.

“Another Alicorn party!” Pinkie Pie screamed out loud, while wearing a party hat and blowing into a party kazoo much like she did when Twilight became an alicorn.

“It would seem that whatever magic Kyoga had transferred into her along with all of the magic me, Celestia, Luna, and Cadance all used to revive you must have triggered that transformation.” Twilight figured as she took a look at Kion’s new form. “We really put in a lot of power into wanting to bring you back.”

“Yeah…” Kion agreed still very stunned that this is all happening. One minute he was fighting Scar alongside Twilight and now he’s become an alicorn prince just like Twilight. “…who would have ever guessed this would happen.”

“Nobody did.” She replied as the two shared a heartwarming hug together. “And we’re glad we were able to bring you back whether you’re an alicorn or a lion, no matter what you are now.”

“Thank you, Twilight.” Kion returned while turning to the other princesses who brought him back to life. “Thank you all.”

“I think we should be thanking you.” Celestia warmly returned with motherly pride. “None of this would be happening if it weren’t for you.”

Kion smiled in return knowing that his sheer bravery in getting through to Twilight when he did ended up being the key factor in saving Twilight from succumbing to her own inner darkness along with preventing Scar from completely taking over both worlds today.

Just then, they heard groaning from nearby, as said lion was moaning in pain and making his way up the pathway leading up to Pride Rock. Scar, who had managed to regain his energy and strength into being able to fly his way over, but upon landing he had struggled in managing enough strength to be able to support himself.

His sudden appearance was met with wary glares and scowls from everyone as Shining Armor was ready to march over and pound him for all of the trauma he put his sister and his adoptive brother through.

But his sister was quick to place a hoof on his chest to stop him before approaching him while he and everyone else kept their guard up in case he tried to pull any tricks to try to turn this around in his favor.

Upon meeting face to face with him as he struggles to stay standing with nothing but his claws and wings with his dark magic now gone, Twilight looked on with something on her mind, something that is rare for villains gone too far to be worth the trouble.

“It’s over, Scar. You and your followers have been beaten, and you will all have to pay the consequences for your reign of terror here in both the Pride Lands and Equestria.” Scar still defiantly looked on even when he had no fight power inside of him left. “But you know…” She added as she had something else on her mind. “…it doesn’t exactly have to be this way if you’re willing to listen and hear me out.” Scar raised an unconvinced eyebrow in response as she continued now speaking heart to heart with him now. “After what happened at the Canterlot Wedding, I too was heartbroken and feeling like friendship meant nothing after all we have been through together. I too was left scarred from what happened that day. Since then, I too worked up my anger into wanting to seek revenge against my family and friends and after losing my dark magic back when I was Midnight Sparkle I choose to run away after regretting with everything I did when I was evil. But you know what? Even after all of that I ended up coming back after opening my eyes back up to friendship and being reminded of all of the good times I had with my friends and family. That being said you don’t have to live the rest of your life seeking revenge and trying to take down those who once hurt you before.” She then kneeled down to his eye level when he ended up slumping due to the weakness in his legs. “You can change yourself for the better by letting go of your anger and hatred over what happened back then and open your heart back up to friendship again.” She then offered her hoof. “By doing so you’ll be able to make steps into becoming the leader you were meant to be. A great one. One that your subjects truly deserve. So please…” She reached out her arm so Scar can take it if he choose to do so. “…let me help show you the way to a better life like you once tried to do for me. Sisi Ni Sawa.”

Scar looked at Twilight and then to the ground along with his defeated followers still doubling over in pain from their most recent battle before looking around at the friends and family standing behind her and by her side ready to come to her defense. He thought for a fair few seconds before returning his eyes back towards Twilight still extending her offering hoof towards redemption. He lifted his paw up towards her hoof seemingly moved by her compassion towards him even after everything that had happened…

…but then growled and instead firmly planted his paw down on the ground and then released a spiteful spit onto her face as payback for doing so to him not too long ago.

“I was already a great leader before you came along, Twilight.” He spoke in a low and grave tone as he stood up and snarled in her face as she wiped the spit off. “I had already taken steps into working into becoming the one my subjects deserve. I even was willing to take you on as my protégé under the right guidance. And what do I get as thanks for recruiting you? You betrayed and destroyed everything that I stood for and all of the hard work I had to go through to get it. Like I would ever let you help me and after what you did, you backstabbing murder. One of these days you will eventually see that you’re ultimately wrong about friendship.”

Twilight simply and calmly turned her back from him seeing that he is not worth the trouble anymore. But not without sensing he is attempting to attack from behind before quickly turning around and punching him hard in the jaw and quickly knocking him out but not without him uttering this before passing out. “Sisi Ni Sawa.”

Everyone else all watched looking on very surprised and impressed upon seeing that with those like Applejack and Rainbow Dash both laughing out loud, Shining Armor, Kyoga and Simba were all smiling and internally laughing inside at the sight just barely keeping themselves from bursting out like their two pony friends.

“Poa!” Beshte spoke up feeling very impressed with that punch before whispering to the stunned orange earth pony standing next to her. “Good thing I didn’t say anything to get on her bad side.”

“You said it partner.” Applejack commented in agreement.

With no other choice, Twilight worked her magic in trapping Scar along with the rest of his army here in the Pride Lands in separate bubbles before preparing to send them away.

“Luna…” Twilight called. “…care to do the honors?”

“Absolutely.” She nodded before taking control of the prisoners just when Twilight exerts herself into opening up a portal to Tartarus for her to fly them inside of thus giving herself some closure by seeing to it they are properly locked away from both worlds for good.

There in Tartarus, the place for the most evil and irredeemable villains can rot away for the rest of their lives. After the night princess flew inside Twilight turned to the side from the portal’s direction.

Deep down, she really hoped that if she could get Scar to listen to reason for once he would actually move to turn himself around like she did. But sadly, the guy was just too consumed with anger and vengeance to even listen. His heart was just too dark and was really too far gone to be worth saving.

The tallest alicorn sensing and understanding why her faithful student did what she did was the first to comfort her by placing her right wing onto her back. “I really thought I could change him. I just had to try.” She explained herself still feeling disappointed at the lion’s absolute refusal to change his ways.

“It was a commendable effort, Twilight.” She assured she did her best. “Unfortunately not everyone can see things like you and I can, and Scar just isn’t one of those lions and ponies who’s willing to realize the errors of his ways.”

“I know.”

The tender moment shared between the two alicorns lasted about a minute and by the time it passed, Luna had just arrived back in the Pride Lands in an instant. After she returned the portal, the purple alicorn created had closed. “It’s done.” She reported to everyone. “Scar and his followers are locked away to spend the rest of their lives behind the gates of Tartarus.”

“But what about Janja, Reirei, and the other Outsiders?” Kion asked wondering if sending them to Tartarus is truly the best call.

“Janja, Reirei, along with their followers shall be released back into the Outlands, once we get to the Crystal Empire and release them. But not without making it directly clear that they are never to set foot in the Pride Lands again.” She sternly stated to the fairest of her ability. While it’s true, they didn’t commit any crimes on Scar’s level, they still partook in his war campaign and still had warranted punishment to be issued.

“All right.” Kion accepted without protest. “It’s not like they’re going to want to change for the better anytime soon.”

“You can say that again.” Twilight replied acknowledging that the cub turned alicorn still doesn’t find it fair. “It’s going to take a while for them settle down and accept what has happened. Maybe someday, but we’re going to have to be patient with them and let up open up their minds to what they really want what is best for themselves, that is if they truly know what it is.”

With the two at an understanding in that regard, Bunga spoke up with a curious question. “So…” He awkwardly began before finishing with. “…what now?”

Twilight smiled in response as she spotted the dropped keys Scar left behind while lowering down to his eye level with a warm smile. “Now we fix everything.” She replied as she led everyone back on over to the Tree of Harmony through the portal inside the Pride Rock cave.

Once they got to the Tree of Harmony, Twilight levitated the keys back into their slots just the way before Scar intervened.

“Well what are we waiting for?” Bunga asked when she didn’t move to turn the keys right away. “Open it!”

“No!” She firmly shook her head before smiling. “This is something we have to do together!” The others smiled seeing her approach before moving to be ready to turn the keys on her command. “Ready?” Everyone nodded. “On three. One…” Everyone turned to face their keys. “…Two…” Everyone all grabbed their keys ready to turn them. “…Three!”

All twelve keys from all of the key members of the Lion and Pony Guard all turned their keys at the exact same time Kion unleashes the power of the Roar inside it. As soon as they did so the top of the chest opened. A strong light, a rainbow bursts from the chest sending it to both Twilight and Kion’s cutie marks which produces a bright light to all the other elements as they together produce a combined shining light from the tree covering everyone in the bright yellow and white beam it.

When the magic cleared up so that they were all visible for all eyes to see, everyone had magical enhanced appearances from the rainbow power. The ponies all had long and magically flowing multi-color manes and tails similar to Celestia and Luna’s while the Lion Guard crew all had colorful tattoos and markings.

The back of Bunga’s white hair had grew longer and had bright blue honey badger markings on his chest, while Fuli had the orange cheetah shaped marking on her back and sides. Beshte had a big bright blue hippo shaped tattoo painted on his sides and back too, while Ono had an orange egret shaped tattoo painted on his head. Kyoga had her cutie mark shining brightly on her cheek and right shoulder while Kion had sported a large red flowing mane similar to his father’s along having the same tattoos on his sides and back.

With the rainbow power activated, it’s magic quickly spread all over the two worlds as everyone all spread out to cover more ground faster and undo all of the damage Scar had done during his brief reign of terror.

Twilight, Rarity, and Kyoga all worked to restore the magic of all of the unicorns in Canterlot with the latter even getting all of the magic she loaned to Kion restored back within her own body. After having their magic restored, all of the unicorns along with the ponies from the Royal Guard smiled with gratitude towards the three for restoring their magic.

Rainbow Dash, Fluttershy, and Ono all worked to restore the magic of all of the Pegasus ponies in Cloudsdale with many ponies especially the Wonderbolts very grateful for having their ability to be able to fly restored.

Applejack, Pinkie Pie, Beshte, and Bunga all worked to restore the magic of all of the earth ponies in Appleloosa with many ponies as happy to be able to regain the strength they once lost because of Tirek.

And last but not least, Kion and Fuli moved to spread magic across the Pride Lands with Twilight, Rarity, and Kyoga arriving to assist them. Together they were able to restore the Pride Lands to it’s former glory to the way it was before Scar turned the place into a wasteland including the broken parts of Pride Rock done during Twilight and Kion's fight with him.

Once everyone all returned to the Tree of Harmony, everyone was all smiling knowing that peace and order has been restored once more. Just when they arrived the mysterious bright colored chest buried itself deep into the ground.

Sadly, two things that the power of the rainbow could not do was restore the Golden Oak Library, and make the scar on Twilight’s face fade away, something that the latter would have to come to accept as she looked at herself in her reflection in the nearby puddle of water with a solemn expression.

“Sorry, Twilight.” Spike apologized upon seeing this.

“Guess you’re going to have that scar forever huh?” Bunga added while hoping that he wasn’t coming across as insensitive this time around then quickly said. “Along with needing a new home?”

“I’m afraid so.” Twilight calmly replied in an accepting tone to the fact that she’ll always have the mark on her face as a reminder of her mistakes that led to a catastrophe to occur for both worlds with disastrous results. But yet in a way, a positive reminder of how she became a stronger pony because of it. One that ended up defeating the world's ultimate enemy that nearly took over both worlds just when it seemed all was lost. A stronger and brighter pony ready to continue starting anew.

“Enough said…” Bunga then attempted to backspace from what he just said. “…have any ideas of where you’ll want to live?”

Twilight truthfully hadn’t given it any thought due to having been so busy in putting effort into defeating Scar and had initially planned on leaving both the Pride Lands and Equestria once her redemption mission here was over. But before she could give a good honest answer her train of thought was interrupted when the ground suddenly started to shake.

When the ground shook, a rainbow appeared and sent a stream to another part of Ponyville, right into the center of Ponyville, where the chest’s magic would create a powerful earth shake that led to a huge crystal castle appearing from the ground.

A large shiny crystal purple castle placed on top of a blue and purple crystal tree with a bright blue and purple star on the top of the tree, a golden colored balcony, and a matching color set of double doors and set of steps leading up to the castle entrance itself.

Upon arriving at the newly created castle, the magical transformations wore off thus returning them to their original appearances, but not without them looking on in awe at what’s in front of them.

"Sweet Celestia!" Rarity gasped as she was the first to speak her thoughts upon seeing the majestic building. "Are you all seeing what I'm seeing?!"

“I know!” Bunga remarked feeling surprised as everyone well. “Someone pinch me I must be dreaming!” Suddenly feels a pinch on cue. “Ow!” Fuli being the one who pinched him smirked in his direction. “Nope I am not dreaming.”

“Definitely.” She replied right away before turning her attention back to the main focus of attention. “But seriously, who’s castle is it?”

“I believe it is Princess Twilight’s castle.” Came the voice of Princess Celestia who happened to arrive on the scene with Luna, Simba, Nala, Cadance, Shining Armor, and Discord all appearing by her side. “I understand that is all so sudden, but I think it is very fitting after what you have done here today." Twilight turned to her to make sure she isn’t imagining any of this just when Bunga pinched her from behind.

“Ow.” She winds up accidentally whacking the honey badger with her tail. “Bunga!”

“Sorry.” He apologized as he stood up and brushed himself off. “Just making sure you weren’t dreaming it.”

“Not really.” She replied rather annoyed before focusing her attention back to her mother-like mentor. “Anyways…truthfully and honestly, I really don’t know what to say. I mean it wasn’t too long ago that I came back with the sole intent of staying around long enough to defeat Scar and atone for my mistakes, and now…I’m the pony who managed to defeat him along with helped restore harmony to both the Pride Lands and Equestria. The very thought had never come across my mind since I thought doing what did here today was I least I could do before leaving.”

The others gasped with saddened shock feeling the thought of Twilight leaving is actually becoming a reality now she succeeded in what she set out to do upon returning from her brief self-exile not too long ago.

“But…but…Twilight…” Fluttershy desperately stammered on the verge of tears. “…surely you don’t that mean, right? It wouldn’t be the same without you.”

Twilight could now only fight back tears trying to form in her eyes upon seeing the look on her face. “Oh no, Fluttershy…please don’t…” She pleaded back when faced with the sad look and cute looking eyes that a foal would give to their parents begging for them not to leave her. “…not the eyes, not the face.” She turned to the others pleading to be backed up here. “…somebody, somepony, please tell her.” But she wasn’t even getting that since they all really want her to stay.

“Everything will be okay, darling.” Rarity assured her alicorn friend. “If it’s about seeing everyone else again, I’m sure they’ll put the past behind them and see you as their savior. The one who defeated the very monstrous lion who nearly conquered and terrorized all of those innocent ponies and Pride Landers once held captive at the Crystal Empire.” She then said with a somewhat dramatic flair before ceasing it in getting back to her point. “That being said, Twilight…” She cleared her throat before continuing. “…you still have a place here and we still need our friend and our fearless leader of the Pony Guard to lead us in protecting us from danger.”

“But…”

“Please Twilight…” She once more gently implored with a pleading look. “…don’t leave.”

Twilight looked around from every face around her present and saw that every single one of them was practically begging her internally for her not to go. Not one to break everyone’s hearts in seeking a life of adventure where she would be all alone and only around when truly needed, Twilight could tell from the look on their faces that they won’t get by without her and the more she thought about she realized she would be all alone all over again. The same mare everyone once knew just before the Lion and Pony Guard was formed.

“All right.” She relented for their sake. “I suppose I could claim this castle as my own. It won’t replace the home I just lost but it looks very promising.” Everyone smiled hearing this as Twilight made her inside get a good look at the place.

“That’s all we ask from you.” Rarity said feeling delighted that she was able to get through to her.

As everyone walked through the hallways filled with beautifully decorated hallways, lush red carpeting, similar to the ones in Canterlot, they made their way towards a throne room where twelve separate thrones laid out next to each other, and each had separate markings that resemble each friend’s cutie marks and special Marks of the Guard, including ones that had the special tattoos from the Lion Guard crew when empowered by the magic rainbow from the Elements of Harmony. Most of the crew were eagerly quick to sit in their seats, upon finding they were made and written with their names on it.

Upon turning to her mentor, Celestia gave a warm smile before explaining what this means for her. “I’m sure you’re probably wondering what your role in Equestria was meant to be. It would seem today has given you that answer. Do you know now?”

“I do.” She answered while recalling how she defeated Scar. “As princess, I believe I have the power to spread the magic of friendship across Equestria. That is the role I am meant to have in our world! The role I choose to have! Even though I defeated Scar on my own, it took all of us to unlock the chest and finally reverse all of the damage he did during his brief reign of terror.”

With that said, the sun monarch smiled as she made her newest declaration. “Then I hereby declare you Twilight Sparkle, the Princess of Friendship!" Said princess smiled humbly in return. “And I can say for sure is that you will not be undertaking your new royal duties alone. For what is the Princess of Friendship without her friends…?” She then turned to Kion. “…along with her fellow prince?”

“You mean, me as Prince of Friendship?” Kion figured where she is going with this now that he is part alicorn.

“Of course.” She confirmed. “If you ask me I think it also suits you since your role in spreading friendship proved to be crucial during our darkest hour.”

“Fair enough...” He accepted once more acknowledging that they won’t be here today if it weren’t for what he did just recently. “…though I’m still going to have to get used to these wings and this new title.”

“I’m sure it’ll grow in time.” Celestia assured with the cub’s parents expressing silent looks of encouragement yet clearly still not fully adjusted to the life changing experience their son is now going through.

“And no matter what…” Twilight added as she approached him. “…you’ll have our friends all by your side.” She gestured to the dragon she sees as a son along with the Lion and Pony Guard as a whole. “All of them.”

Kion smiled feeling much better hearing that from his best friend as the purple alicorn turns to see Discord poking his head out from the doorway before slinking back in shame for his recent betrayal of Equestria even though he contributed to the victory in the Crystal Empire.

Twilight took pity for him mainly since he was forced into serving Scar and along with knowing the sting of betrayal and fighting for the wrong side. So much that she used her magic to levitate him over to him to bring him in for a group hug. “It’s okay.” She gently assured. “You are forgiven.”

“Really?” Discord was genuinely touched. “Well, thanks, I guess…”

“Though I do have to ask…” Ono spoke up still suspiciously curious. “…how did Scar really convince you into helping him out anyway?”

With a heavy sigh he reluctantly confessed. "Nothing other than appealing to what I truly wanted, the ability to have some chaotic fun whether I go. In order for him to give me what I wanted I had to follow along with whatever he says. Initially I found the idea intriguing, but then I thought I have a friend who wouldn’t take it very well if I did. But then he somehow managed to read my mind and changed his offer into a threat. If I didn’t do what he said, he would kill my best friend, Fluttershy.” Hearing that earned a sympathetic awe from Fluttershy as he hung his head in shame. “And if I were to confess to any of you of what Scar was planning then he would have taken away my magic. But none of the less, even after all of that, he still betrayed and took away my magic as punishment like he knew that I would eventually turn on him when given the chance and no longer served his purpose.”

Princess Celestia, however, understood his reasons as he reassured him. "I wouldn’t stew over it anymore. You did what you had to. You were saving your friend’s life and Scar was just that good at manipulating everything around him in his favor. He knew what buttons to push, what strings to pull. Plus..." She added with a proud smile. "...you also have helped reclaim the Crystal Empire."

"Still, I don’t feel great for allowing all of this to happen." Discord further said as he looked back at Twilight. "If only I had taken the risk when I had the chance I could have helped stop Scar from taking over the Crystal Empire along with all of Equestria, you never would have gotten hurt, you never would have lost your library, and we never would have nearly lost you and your friend." He added the last part with an equally apolgetic look towards Kion.

“But everything worked out in the end.” Twilight again assured with an upbeat attitude. “And yes believe me from past experience, it’ll take some time to get readjusted back into everyone’s good graces, but they’ll eventually come on. They always do.”

“Couldn’t have said any better myself.” Luna added in agreement having been there before too.

“So…” Bunga then said before shouting excitably. “Who’s ready for a party?”

“I am!” Pinkie excitedly shouted. “And we sure got a lot of parties and special celebrations to celebrate!”

Shortly afterwards, the party was put together, and ponies, non-ponies, along with the good-hearted Pride Land natives came over to get a look at the castle both inside and out. Twilight was the first to welcome them in alongside Kion as a happy tune between commenced.

“Each one of us has something special.”

Twilight sang first.

“It makes us different, it makes us rare.”

Kion then sang.

“We have a light that shines within us.”

Fluttershy then sang alongside Fuli.

“One we were always meant to share.”

Fuli then chimed in.

Then the rest of the Lion and Pony Guard joined in on the song as they posed in the throne room in the center of the castle:

“And when we all come together,

Combine the light that shines within!

There is nothing that we can't do.

There is no battle that we can't win!”

Just then a powerful rainbow colored light swept across all of Equestria, passing by Coco Pommel working hard in her apartment, the Wonderbolts as they soared overhead near Ponyville, Cheese Sandwich and Boneless Two while they were strolling across the land, the breezies (including Sea Breeze) in their home, and Silver Shill who was now trying to make an honest living for himself.

“For when we come together,

There'll be a star to guide the way.

It's inside of us every day.

See it now! See it now!

Let the rainbow remind you,

That together we will always shine!

Let the rainbow remind you,

That forever this will be our time!”

The rainbow beam of light then finally returned to the castle, though not without passing through Discord was rather surprised and delight to have it’s warmth flow right through him along with having his chaotic powers fully restored. He even pulled out a bouquet of flowers from seemingly nowhere and offered them to Princess Celestia and Queen Nala who both kindly accepted them.

Then all thirteen friends all gathered together for a group photo to be taken. And as everyone came together as both Kion and Twilight happily sang together.

“Let the rainbow remind you,

That together we will always shine!”

The photo was taken and the party inside the castle continued through the rest of the day well into the night.

Even though her old home in the Golden Oak Library was gone for good and she will still carry the scar across her left eye for the rest of her life, she now had a castle all to herself and knew for sure what her role as princess was meant to be. Plus, even while looking her scar from her own mirror she now just sees it as a symbol of how she grew into becoming an even better and stronger pony inside, one that further embraces friendship and learns to let go of the past to move on to focus on a brighter future, something that makes her better and stronger than Scar himself.

As for what their new mission in spreading friendship is, that’s another story…

…A story that Scar along with his imprisoned cronies all witnessed from inside of their cells.

One week later, everyone from both worlds have gathered together in front of Pride Rock to commemorate Kion's coronation as the newly proclaimed alicorn prince to officially join the long line of Alicorn royalty. Much like Twilight's coronation The Lion and Pony Guard are all standing on the edge of Pride Rock alongside the other princesses, and the rest of the Pride Lands Royal Family while everyone else who have gathered stand in front of them row by row. All of them were wearing formal clothing for the memorable occasion.

Simba was wearing a fancy red tuxedo with a white undercoat and black bowtie, Nala was wearing an aqua-blue crystal dress much like Princess Cadance, and Kiara was wearing a golden yellow dress similar to Fuli's during the formal event Rarity had put together a while back.

Once everyone was all eyes and ears towards the edge of Pride Rock, King Simba began his speech.

“We are gathered here today in celebration of a momentous occasion. My second-born son, the Lion Guard's Fiercest, Kion, has done many extraordinary things since he's become the leader of the Lion Guard. He proved to be fearless in the face danger when things were at it's darkest hour. When it seemed that the fate of Equestria and the Pride Lands was threatened and it seemed that Princess Twilight had succumbed to her own inner darkness, Kion was there to help snap her out of it and help give us a fighting chance. Even with everything that has happened, Kion never gave up hope, and it proved to be a very crucial moment in preventing Scar from achieving total victory in claiming control of both realms. And today, Kion continued proving to be that same brave lion who fought alongside Twilight in defeating Lord Tirek and even going up against Scar for the fate of the Pride Lands. We wouldn't be here today if it weren't for his bravery and he was even willing to lay down his own life in order to protect ours and that is why he is without a doubt ready to be crowned Equestria's newest prince. Ladies and gentleman, Fillies and gentlecolts, may I present for the very first time, Prince Kion!”

The half alicorn / lion emegred from the shadows of the caves inside Pride Rock to fully emerge and show everyone the new proudly walking forward in the flesh while spreading his wings out with lionesses and ponies carrying a banner with her cutie mark on it from behind began to sing.

“The Princes Kion cometh

Behold, behold

A Princes here before us

Behold, behold, behold.”

The choir sang when he proudly made his way up towards the edge while everyone looks on proudly at him. Rafiki then approached the young cub with his crown on a pillow before gently placing it on top of his head.

Kion then looks back at the others where Applejack, Beshte, Fluttershy, Kyoga, and Rarity all give her proud looks just like they did before with Twilight, Rainbow Dash, Ono, and Fuli all wink at her, Bunga and Pinkie Pie happily wave before looking on to everyone proudly watching on. The young alicorn princess herself much like Kion himself before was exceptionally proud of him and very thankful for what he did that led to everything that is currently going on to happen. Kion smiling back moved to give her a great big hug as thanks likewise before turning to face the audience down below with what his father done had when he was crowned being the true King of the Pride Lands.

“Behold, behold (behold, behold)

The Prince Kion cometh

Behold, behold (behold, behold)

The Prince is

The Prince is here!”

When the choir finishes, Kion gave a mighty roar to the sky as the Great Kings of the Past roar alongside with him and the other lions down below with the alicorn's having the magic in their horn's glowing to show said Great Lions of the Past in their full color and glory proudly looking down on their recently crowned lion who helped the recently crowned princess overcome her own inner darkness and defeat the lion who caused so much pain and suffering.

Busa and Circle of Life 0:52 to 2:27

Said lion is currently watching the scene unfold before his very eyes thanks to hidden magic in the prison's dark depths.

“Ugh! I can’t believe this is all happening!” Zira complained.

“I know right!” Chrysalis agreed. “Just when everything was working in our favor!”

“To think that purple pony along with that yellow lion became our undoing.” Zira then added.

“Defeated by children, how embarrassing!”

“How would you know?! You never even faced off against her!”

“Neither have you!”

“Oh, shut up, you deranged lunatic!”

“Don’t tell me to shut up!”

Suddenly they found their argument interrupted when Scar roared loudly in their direction to get them to stop. It wasn’t quite as powerful as before when he had his powers but still powerful enough to frighten his accomplices into submission. Upon seeing the glaring lion looking down on them, they both gulped and shut up right then and there.

With the dispute personally settled he focused his attention back on the Prince and Princess of Friendship still looking on defiantly in their direction. “Well played, Twilight Sparkle and Kion, young leaders of the Lion and Pony Guard.” He then smiled. “But no matter, I still will come back for you both and I will take back what is mine.” He said as he felt little sparks of magic inside of him from the exposure of the other prisoner’s magic. “Even if I have to resort to other means to get it.” He added with locked and narrowed eyes before evilly laughing to himself with a new plan to start all over in mind…

Author's Note

In the fourth and final part to Season 4, the battle between Scar and Twilight gets even more intense as both sides are all in with their emotions at their peak trying really hard to win this fight while the king and queen of the Pride Lands and the alicorn princesses are locked in battle with the Outsiders and Changelings.

Thanks to some quick thinking outside the box both Nala and Simba were able to tip the scales in the princesses favor when the changelings were overpowering them in sheer numbers while after much more even footing. And it seems Twilight is finally figuring out how to counter every one of Scar's attacks when she starts focusing of Mufusa's advice from Part Two as she taps into her inner peace and had her eyes glowing white.

Meanwhile at the Crystal Empire, thanks to our goofy tricksters the Pride Landers and Equestrians held captive were set free while Sombra finds himself overpowered by both Princess Cadance and Shining Armor with both Kyoga and Fuli's assistance and forced to make his escape while everyone else is held at Discord's mercy.

After a long and hard struggle, Twilight finally defeats Scar and strips him of his dark magic leaving him as a half lion / alicorn with only wings and his life subject to a Fate Worse than Death in the dark depths of Tartarus. The same move that Kyoga used to defeat Zira. Even after a heartfelt speech to reach out to him with redemption offered to him, he ended choosing to reject it.

Also, thanks to Kyoga's magic along with the four alicorn princesses working their magic on Kion, he was brought back from the dead...

...along with a new alicorn physique and powers of his own, horn and wings which with all things considered is well earned. Everyone at Pride Rock won't be here and still standing if he hadn't taken that leap of faith in confronting Midnight Sparkle back when things were really looking bleak. Had that not happened, both Scar and Midnight would have won there.

After all of the Elements are reassembled the healing needed to start returning everything to normal began, starting with the magical healing process for the two realms, and on top of that a new home for the newly bestowed Princess of Friendship who has Kion standing by her side as the Prince of Friendship.

If Season 4 finale was the Grand Finale, then things would have been capped off well. Kion becomes an Alicorn Prince after being brought back from the dead, The Crystal Empire along with the Pride Lands have been reclaimed, Scar is finally defeated, Zira, Chrysalis along with the other changelings and Outsiders have been imprionsed, the remaining supporters were banished, and Twilight and Kion become Princess and Prince of Friendship ready to lead both worlds into a new beginning together.

But since there are still five MLP seasons along with the rest of TLG left to cover and the fact that Sombra is out at large after having got away from being captured, there's still a ways to go plus even with Scar imprisoned he is still not out of the picture yet.

Episode 6: Bats!

Episode 6:

Bats!

It’s about time for the sun to rise, over the horizon of in Ponyville. And one pony who is presiding over the hills at Sweet Apple Acres is awaiting for the dark blue night sky to turn into a bright and beautiful orange and pink. And from the look on her face, she is eagerly ready for that sun to rise.

"Any minute now…" She said like she is preparing for the start of the Running of the Leaves race. And just seconds following the bright orange and pink sky coming up was Celestia’s sun rising from the sky from behind the hilltops. The rooster let out a crow, just when the once dark orchard was now brighten up from the first rays of sunlight of the new day. "Yee-haw! It's officially Apple Bucking Day!" She cheered.

It was that time of the year once again, Apple bucking season. A perfect opportunity to buck fresh apples from the trees to make her family’s famous apple pies, apple juice, apple sauce, apple cider, along with all of their other apple related treats and drinks. The happy country pony made her way through the orchard, while looking on at the bright and delicious looking red and green apples on their trees.

"Look at all those apples! Ripe and juicy, perfect for bucking'!"

She did not waste any time in bucking down the very first tree, happily anticipating the apples in full glory coming in her direction just waiting for them to fall to the ground.

But suddenly her excitement was suddenly soured with what landed on her hooves, a small pile of yellow mush as a result from the apple itself having its juice sucked dry up. The same is already said for the rest of the apples that landed on the ground around her and are all dried and drained of their fresh juice.

"What the heck is goin' on?" She wondered just when she heard the sound of flapping wings and screeching noises. Her eyes widened and she gasped in shock once she realized what happened. "They're back!"

Elsewhere, Fluttershy, Beshte, and Ono are all currently at Fluttershy’s home helping tend to the former’s animal friends with the egret giving an injury analysis to Fluttershy who immediately decides what the best course of recovery is for said critter.

One of the critter’s Ono was scanning his eyes with is a bunny (not Angel) that had accidentally tripped over a log and had hurt its leg as a result. “Hmmm…” He eyed the bunny’s leg. “…good news, nothing too serious, just a small sprain. So that means all you really need is some light bandaging and avoid hopping around too much for a few days.”

The bunny nodded in compliance before Fluttershy moved to bandage up his injured leg. “Just stay still, I promise you this won’t hurt a bit. There you go.” She then said with the critter’s wounds properly covered before moving to tend to a baby duckling with a hurting wing from a failed attempt to fly.

“Poa!” Beshte remarked very pleased at the sight of this heartwarming display by the two. “Great job.”

“Well, thanks.” Ono nodded in response while scanning for injuries on the next patient in line. “Just another great use of my keen sight.”

“It sure is.” Fluttershy agreed while applying the proper healing tools for the baby duck’s injured wing. “And I really appreciate your help, Ono.”

“No problem, Fluttershy.” Ono thought nothing of it. “I’m just glad I could help.” Just then one a couple of blue hummingbirds chirped something to him while nuzzling him on the cheeks. “Aww, you’re welcome.” He said to them while blushing madly in embarrassment. Even though he is not shy of showing some kindness to them, their affection in return is admittedly embarrassing to endure at times.

Just then they heard the sound of a bell ringing and from the sounds of it, it was coming from Sweet Apple Acres.

“Huh?” Ono said with a quizzical expression in the farm’s direction. “I wonder what Applejack is calling us over for?”

“I don’t know.” Beshte replied looking curious himself. “But it sounds like something in her apple bucking harvest went wrong.”

“Oh, right. Of course.” Ono realized. “Apple bucking season. Applejack’s favorite time of the year.”

Sure enough, they weren’t the only ones who heard the bell, since it was also heard by the rest of the Lion and Pony Guard halfway across town. Bunga was helping Kion and Pinkie bake some treats to sell at the bakery shop. At the same time Rainbow and Fuli were practicing their flying and running on a personally made trail they made just below Cloudsdale while Kyoga monitors their progress from the sidelines.

Once they heard their friend ring the bell from her barn, they all stopped what they were doing and rushed over to see what crisis Applejack is dealing with now.

At the same time, the sound of the bell was loud enough it could be heard from the Pride Lands to which caught both Scar and Twilight’s ears while they were conversing at Pride Rock. Upon hearing this with their super senses, the latter worked her magic to conjure a current visual of the event’s that are transpiring at Sweet Apple Acres so they can both watch what’s going on over there.

The bell of the Apple Acres barn rang loudly. The rest of the Mane Five, along with the Lion Guard arrived at the barn.

"Attention! This is a Sweet Apple Acres code red! I need all hooves, hands – and claws – on deck!" Applejack called to every arriving Guard member on duty.

"Calm down, Applejack," Rarity kindly implored of her which is met with the farm pony getting right in her face in response.

"Calm down?! How can I calm down at a time like this?! Vampire fruit bats are attackin' Sweet Apple Acres!"

"Fruit bats?" Bunga questioned clearly confused.

“I thought the fruit bats usually stayed put in the west orchard," Kion added.

"The fruit bats do, but not the vampire bats.” Ono corrected upon remembering them.

“Ono’s right.” Applejack chimed in. ”These aren't just your everyday ordinary fruit bats. They're vampire fruit bats! And I'll be darned if they think they're gonna sink their fangs into my blue ribbon apple." Applejack continued before moving to remove a white blanket that was covering a very large, red apple attached to a tree bending over due to its very heavy weight.

The group seeing all expressed “Wow.” At the sight of her greatest and biggest prize of the bunch.

“Un-Bunga-veilable!”

“Poa!”

“Whoa!”

“That is one huge apple.”

“Talk about the impossible becoming possible.”

The Lion Guard all expressed at the marvelous thing of beauty in the farm.

"This here's our entry into the Appleloosa State Fair's produce competition." Applejack explained before she exhaled her breath onto the apple and then used her tall to polish it. "You know how much TLC goes into getting an apple to grow like this?"

“No, how many?” Ono asked.

“A whole lot.” Applejack replied with a tone of pride.

“I see. I never would guessed nor did been able to do the math on that.”

Rarity approached the shiny apple while admiring it, mainly because she could see her reflection in it. "Applejack! When you go big, you really go big!"

"Them vampire bats want to shrivel it up like a raisin!" Applejack then said to the others.

“Not if the Lion and Pony Guard can help!” Bunga declared confidently just when Fluttershy had differing thoughts..

"Oh, I'm sure if we just let them know how special that particular apple is to you, they'll leave it alone."

"Yeah, right. Be my guest." Applejack sarcastically remarked.

“Hmm…” Ono thought with a neutral expression while turning to Beshte. “…If only I can say it’d be easy.”

“Well, who knows.” Beshte returned optimistically. “Maybe it’s doable.”

“I hope you’re right.”

Making her way towards the orchard where the vampire bats are in trees with dried up apples on the ground and a cover of darkness there, Fluttershy then flew up towards a tree to try to reason with them.

"Um, excuse me, Mr. Vampire Bat--" She started with a rotten apple tossed her way. "We were just wondering if maybe you wouldn't mind leaving that really big apple alone?" She kindly asked of her with a meek grin.

Sadly for her their response to that was to relentlessly spit seeds in her direction to which had her moving away from their tree.

“Of course.” Ono voiced figuring this would happen just when their Pegasus friend walked up to Applejack while removing the seeds from her mane with her wing.

"Well? What'd he say?" She asked.

"Um… yes." She replied to which Applejack smiled at. “But it could've been a no." Applejack then frowned hearing this.

“Definitely a no since they spit seeds right at you.” Ono commented while heavily leaning on that.

“This is the first vampire fruit bat I've ever met and, well, it might take some time for me to really understand their language." Fluttershy then explained.

“I suppose that’s true.” Ono commented feeling the same likewise.

“And that’s something I can agree on.” Beshte added.

Applejack however was not convinced. "Uh-huh. And in the meantime, this pest and his vermin friends are gonna go after my prized apple and, while they're at it, every other apple in the orchard! These vampire bats are nothin' but a bunch of monsters!"

Fluttershy gasped at that remark. "Monsters?!"

“Aw, come on Applejack…” Beshte voiced feeling a little aghast by that statement. “…don’t you think monsters is a bit of a stretch?”

"No, I do not." She stubbornly asserted with her stance. “I call them as I see them. Just like Scar.”

Scar watching this shrugs it off with a humorous scoff like it’s something he’s used to hearing at this point, while Twilight widens her eyes in offense to remark, given her devotion to her master who shares a lot of similarities to her.

As the bats flew out of the tree, both Applejack and Fluttershy break out into song on their stances on the vampire bats.

“Those vampire bats will give you a fright

Eating apples both day and night

They rest for a minute, maybe three

Then there eatin' every apple in your apple tree.”

Applejack sang while more fruit bats bit into the apples, sucking them dry as the remains landed in front of her hooves before getting in Pinkie and Rarity’s face to make her point while Ono dodges the many bats flying in his direction.

“They don't care about nada, not zilch, no, nothin'

'Cept bringin' about an orchard's destruction.”

Fluttershy then took her turn singing on her stance.

“Now wait just a minute, there's another side to this

And if I did not defend them, then I would be remiss

These bats are mamas and papas too

They care for their young just like we ponies do.”

She sang while flying towards a family of three , a mother, father, and baby, resting peacefully on a branch with blue innocent eyes.

The baby bat flew around Fluttershy, nuzzling her face before flying down and moving to do the same with Beshte and Ono. Beshte smiled in response with Ono accepting it even if he didn’t really show the smile Even so, it goes to show that Ono doesn’t see all vampire bats bad.

If only Applejack could see the same way.

“Oh, give me a break, you're bein' too kind

These creatures have a one-track mind

The orchard is not their restaurant

But do they ever think what others may want?

No! They don't! And that is just a fact

These bats, they simply don't know how to act.”

She sang while angrily shooing away two bats fighting over an apple.

“That's where I have to disagree

They're loyal to their family

Spreading seeds both far and wide.”

Fluttershy argued back while spotting two good bats eating an apple together.

“You see one comin', you'd better run and hide!”

Applejack sang back in argument while wrapping herself around a blanket, giving herself the brief appearance of a bat, before continuing the next part of her song while demonstrating the devastating state her trees were now in due to the creatures.

“They're big and ugly and mean as sin

Will ya look at the state my trees are in?”

“They’ll help your trees, they'll grow stronger faster."

“They've turned my life to a total disaster!”

By this point it seems that only the Lion Guard disagrees with Applejack since the rest of the Mane Six agree with her.

“Well, I for one don't have a doubt

These vermin must be stamped right out.”

Rarity sang while marching around Fluttershy and the Lion Guard.

“I second that, they've got to go

These bats, they've got to hit the road.”

Rainbow sang while flying near her.

“It comes down to just one simple fact

They've crossed the line, it's time to fight them back!”

Applejack sang with a firm statement before she and the other ponies all galloped around Fluttershy, chanting and singing in unison.

“Stop the bats! Stop the bats!

Make them go and not come back!

Stop the bats! Stop the bats!

Make them go and not come back!

Stop the bats! Stop the bats!

Make them go and not come back!”

“Yes, it comes down to just one simple fact

They've crossed the line, it's time that we attack!”

Applejack sang once more before finishing her song.

Once the song came to a close, Beshte stepped forward to comfort the trembling pony on her haunches. “It’s okay, Fluttershy.”

“Listen…” Ono began feeling the need to counter argue in Fluttershy’s defense. “…I get your point and I’ve read about how devastating they can be if they aren’t kept under control, but I don’t think this is the right way to go on about this.”

Applejack was surprised to hear this, considering that he has never disagreed with his past decisions before.

"I'm sorry, Ono, Beshte, Fluttershy…” Rarity voiced to disagree while helping the Pegasus up on her hooves while apologizing especially to the latter. “…but I believe Applejack has made the better argument. These vampire fruit bats sound downright dreadful."

"Exactly. So let's get to roundin' them bats up so they don't destroy the rest of my orchard." Applejack stated before leading the team on over to do the job with Pinkie hopping and singing to the tune of Winter Wrap Up.

"Fruit bat round-up, fruit bat round-up!"

Fluttershy then spoke up still pressing on her ideas against Applejack’s plan once more. "Um, excuse me, but, um, what if instead of rounding them up, we... let them have part of the orchard?"

"Have you lost your pest-lovin' mind?!" Applejack voiced in an incredulous tone at that proposal.

“No she hasn’t.” Ono answered in her defense much to the farm pony’s surprise.

“If you think about it, it makes sense. It’s just like the bats at Mekundu Cliffs.” He explained while recalling the time where they dealt with them helping a family of them out in finding food. “Just before the dry season, the trees they were living in were starting to get dry due to the last rain storm passing by a month ago at the time…”

Back then, Bunga leaped inside the tree that’s just about to collapse in order to get the bats out of there. “Wake up! Wake up! Wake up! Wake up! Wake up!”

The bats all screeched while they all were suddenly flying up and away, but not without Fluttershy, Ono, and Rainbow all having dodge and duck to avoid getting him by them.

“Oh, no!”

“Eek!”

“Whoa!”

The bats in their blind fly by ended up accidentally knocking Ono backwards and towards the ground. Luckily for him, Fluttershy was quick to catch him.

“Are they gone?”

“They’re gone.”

The two exchange before the tree finally gave way and collapsed.

“Bunga…”

“…Look out!”

Both leaders shouted before the latter quickly worked her magic in teleported him out of there and safely on the ground.

“Whew! Thanks, Twilight!”

“No problem.”

The Guard then examined the tree that collapsed while trying to understand how it happened.

“Upon examining the tree and its surroundings, it became clear that the land around Mekundu Cliffs had already been depleted of their food and resources. It was like they were very hungry and ended up cleaning out the area.” Ono’s voice from the present spoke before turning back to the present day.

“No question that happened.” Applejack remarked still firm on her stance. “They practically ate up everything within days of arriving there just before flying away to avoid the dry season in the Pride Lands.”

“True, but point being even if we don’t like them, they were just trying to eat what they need in order to survive.” Ono pointed out.

"Ono’s right.” Fluttershy agreed. “And if we build a sanctuary for them, they could have their apples to enjoy. After a while, they could even help the rest of your orchard. The vampire bats don't eat the seeds of the apples, and when they spit them out, they grow into even more productive apple trees!"

But even still Applejack is still too stubborn to listen to reason. “Listen, guys. That sounds real nice 'n' all, but every second we spend buildin' this so-called 'sanctuary' is a second they'll spend destroyin' orchards! You don't know what it was like the last time there was an infestation, but Granny Smith has told me enough stories about it that just the thought of it gives me nightmares!" She cringed while recalling when Sweet Apple Acres had only a small amount of apples to give to some customers when Granny Smith was about Applejack’s age at the time. "Granny says we lost a huge section of the orchard that year. They had to ration out apples all winter!"

"What about the cider?" Rainbow asked hopefully, "There was still cider, right?"

"Not…a…drop." She answered with emphasis on every word.

Bunga gasped in jaw dropped horror at the very mention of it. “No cider?! No cider?!” He exclaimed in a panic. “We need to round up these monsters, and we need to do it now!"

"If Granny Smith wasn't with Apple Bloom an' Big Mac checkin' out our produce competition in Appleloosa, she'd be here tellin' us to do just that!" Applejack said to everyone.

Fluttershy on the other hood could only look on sadly seeing that it's no use trying to talk to her just when Kion moves to give her sympathy for her plight. “I'm sorry, Fluttershy, if only there were some way make wishes like this come true."

And when Kion said that it sparked an idea in Bunga’s head. “Maybe there is…” He said with immediate delight before turning his attention towards Kyoga who eyes at him and Applejack in confusion. “What?” She asked flatly while realizing what he means by that. “It involves using my magic doesn’t it?”

“Yep! You’re just the magical lion to do it.” The honey badger happily answered while tapping her nose with his pinkie while the Guard looks at each other pretty befuddled at the idea of magically making them forget about the apples.

While watching this from Pride Rock, both Twilight and Scar turn to each other before smiling deviously just when an idea comes to mind like their bright bulbs suddenly flashed which was really a green spark of flames from Chrysalis’s magic that just flew over their heads along with some arguing from her and Zira from down below.

“Watch where you’re shooting that ugly horn at me, you beast!” Zira snarled at the changeling queen.

“Excuse me?! Like you’re one to call me, ugly you threatening skinny red-eyed demon!” Chrysalis fired back just when Zira attempts to lunge her before being frozen in place by the former’s magic before stepping aside and unfreezing her. The end result from this move had Zira crashing head-first into solid rock.

Thankfully, Zira was able to pick herself up on her paws after a few seconds of being knocked down onto the ground. But even after what she endured she bared her claws ready to try again. Both the changeling and lioness charged at each other with murderous intent to kill each other.

And that’s where Scar immediately leaped down and fired a beam of magic to force them back when it created an explosion and scorch mark onto the ground. “ENOUGH!”

The both of them immediately backed down upon the black-maned lion’s command and scowl at the two of them for engaging in whether petty and childish argument they were having. “Were you two fighting over who’s in charge again?!”

Unable to lie to their master due to Scar’s past experience with the hyenas lying to him in the past they both admitted. “Yes.”

“Uh-huh.” Scar figured before immediately adding before they can try to argue once more. “And I don’t want hear another word about it or who started it because I have no time for these ridiculous arguments.” He added seriously. “If we want to take over Equestria we’re going to have to work together, and by that I mean you two need to start cooperating with each other and start coming to an understanding with each other.”

“But Scar…” Chrysalis tried to plead of her master.

But Scar wasn’t having it. “Chrysalis!”

“As you wish…your majesty.” She relented without further protest, in a more defeated and pride swallowing tone while Zira complies without another word by lowering her head in shame towards her most devoted lion.

“I assure we will try our hardest to ensure that it won’t happen again.”

“Good.” Scar said before turning their attention to Twilight who looks down at the two in disappointment. “Because going forward your current teamwork progress will be monitored by Twilight who will inform me should this happen again. Is that clear?”

“Crystal.”

“Yes.”

With a new understanding set in stone, Scar then continued with some important business in mind. “Moving on…” He said before directing everyone’s attention the the Lion and Pony Guard gathered at Sweet Apple Acres where Ono speaks of his knowledge of the vampire fruit bats. “…I would like to direct your attention to why I’ve summoned you both here.”

“There's good news and bad news." Ono began with his knowledge on magical spells, "The good news is that there’s a spell that can get the vampire fruit bats to stop wanting to suck the juice from the apples.”

“Okay…” Kion said with full focus.

“But for the spell to work, we need the bats' complete attention." Ono added while turning his attention to Fluttershy.

"Oh no." She realized what that means.

“Yes, Fluttershy. I’m afraid that requires you to do your Stare on the bats." He said with no pleasure in breaking it to her.

Unsurprisingly, Fluttershy is not comfortable with this. "Oh, gosh, I don't know."

“You can’t be serious?!” Fuli questioned that suggestion with a strong sensethat’s going too far.

Hearing this had Rainbow quickly getting in the Pegasus’s face to question this hesitant attitude of hers. “What's the problem? You've used the Stare plenty of times before!”

“Yeah!” Bunga spoke up to back her up. “You took down a crazy stone turning chicken with those killer eyes.”

"Yes, but it's not something I take lightly. I've made a vow not to use it except in dire circumstances."

"This circumstance is plenty dire to me!" Applejack asserted.

"Me too!" Rainbow agreed with Applejack once more before despairing on the ground of the consequences of what will happen without a good apple supply. "Think of the cider! Won't somepony please think of the cider?!"

Bunga dramatically placed a claw on his forehead before dramatically fainting to which had Rarity rolling her eyes and shaking her head in dismay in response to their cider cravings doing the talking. “My, my, such a fuss over cider.”

"I'm sorry.” Fluttershy apologized. “I just don't like the idea of taking away the thing that makes the vampire fruit bats Vampire fruit bats! It just feels wrong!"

“Isn’t there another way?” Beshte implored of his friends. “If Fluttershy doesn’t want to do it, we really shouldn’t make her.”

“And we shouldn’t!” Fuli firmly agreed against making Fluttershy do something against her will.

"But if we don't do this, there won't be any apples left for anypony here in Ponyville." Applejack counter argued. "Doesn't that feel wrong, too?"

“Yes, but two wrongs don’t make a right!” Fuli stated.

“Kion…” Fluttershy stammered while turning to him, hoping he can back her up here. But even Kion was stuck in a bind here. He too didn’t want to go through with this plan out of respect for the Circle of Life, but a potential apple shortage had to be stopped before it could begin and their friends were really counting on wanting to enjoy the benefits the fruit from Sweet Apple Acres provides.

“As much as I hate saying this…” Kion began with regret but knows it must be done for now. “…I think this is our best course of action…” Fluttershy lowered her ears in saddened dismay and Fuli shook her head in dismay. “…but only until we take of the apple harvesting.” He added with an adopted neutral resolution proposal in the ponies direction. “After that, we can work how to deal the best course of action going forward.”

“…well… I guess…” Fluttershy spoke feeling Kion is really trying hard to play both sides here.

“I suppose that’s doable.” Fuli reluctantly spoke still having a bad taste at the idea itself.

"So what's it gonna be, Fluttershy?" Applejack asked wanting her answer. "Will you do your Stare on the bats or not?"

So out of sheer reluctance she gave her answer with her head hung down sadly. “Um… Um... Okay, I'll do it."

"Agreed." Rarity commended. "I knew you wouldn't side with those icky bats!" She added with a disgusted expression in regards to them.

“They're not icky," Fluttershy protested with her eyes to the side.

“Sorry, Fluttershy.” Kion apologized. “I only wish I could know how to please both sides at the same time more.” Fluttershy looked towards her friend with a look that tells him he knows he is trying. “But I can promise you that after this we’ll go straight with this.”

“Okay.”

“Yep.” Scar commented on the scene. “Straight into our paws and hooves since this is a perfect opportunity to capitalize on to bring suffering to Sweet Apple Acres and leave the Lion and Pony Guard begging to surrender.”

“So what’s the plan?” Twilight asked.

“The plan is for you to head on over there and intervene with their attempted spell.” Scar explained. “Once that is done, wait for the cover of darkness then you along with Chrysalis and Zira will shake up the Guard and have them on the run from the farm.”

“Got it. Tamper the spell, and shake their bells.” Twilight nodded before motioning her head towards Chrysalis and Zira to follow after her to the portal to Ponyville. “Alright ladies, let’s go!”

“And remember…” Scar added to the two sternly. “…best behavior.”

Both the lioness and the changeling both wordlessly nodded before following after the alicorn in charge towards the portal’s direction.

Once inside Ponyville, Twilight teleported herself, Chrysalis, and Zira on over to Sweet Apple Acres on the semi-distant hills from the orchard to where the vampire bats are occupied.

“Shh.” Twilight said with a raised hoof to her mouth before making her way closer to the Guard without being seen by sneaking tree to tree and bush to bush without using her magic while both Chrysalis and Zira watch from afar.

In order to get the bats rounded up, Applejack tied several apples on Pinkie Pie and Bunga’s head, looking like a fruit hat from a fiesta. With the apples on her head the pink pony hopped along the bat filled orchards, grabbing their attention in the process.

“Here, batty, bats.” Bunga said while walking along the way.

Rarity and Fuli, while both wearing contamination suits, carried butterfly nets to try and capture a couple of bats hanging from a tree. With Rarity giving her a lift, Fuli was able to reach it. But she also accidentally knocked an apple off which landed on the unicorn’s mask leaving behind a splatter on it. The bat having smelled it’s scent moved to land on the unicorn's mask and needless to say Rarity was left in frightened disgust upon seeing the bat face to face.

"Ew, ew, ew, Ewwww!"

Luckily for her, Fuli was able to swat it away and bought Rarity time to flee before anymore bats can follow suit before quickly speeding off to sweep her off of her hooves in order to shake them off of their tails.

Another group of bats was eating some apples and spitted out it’s seeds were quickly swooped up by Rainbow Dash with Kyoga quick to grab the ones that the former didn’t catch.

"Gotcha!"

The two with the bats they grabbed in tow took them to the tree where the others have gathered enough apples to keep them there long enough so Kyoga can do her magic on them.

Once all of the bats arrived at the tree they were all munching on apples.

"Good work, everybody!" Applejack complimented. "I think we got 'em all!"

“As of now!” Fuli shouted while zooming by in a flash while tossing Rarity’s apple splattered mask alongside the tree. “Phew.”

“Thanks, darling.”

“Don’t mention it.”

With that settled, Applejack then turned to Fluttershy. "Now all we need is for you do to your Stare."

"Oh, um, are you sure I need--" Fluttershy once more asked with the others nodding in response.

“It’s okay.” Kion again assured with a paw on her wing. “It’s not forever.”

“Okay.”

As Fluttershy moves to fly up to prepare her stare on the bats, Kion turns to Kyoga. “You ready?”

“As always.” She answered with a resigned tone.

Just when Kyoga moves to work her magic, Twilight secretly moves towards the closet tree behind the Guard’s backs before the open in the center of the orchard.

"Okay, I really, really, really hate to do this to you... I just hope you can forgive me…" She said to them with closed eyes and sincerity before opening them to give the bats the Stare. The creatures hissed at her first, but then they stopped, upon being frozen in place by her harsh glare.

"Good… Now you go, Kyoga!" Applejack then told her who moved towards the tree to work her magic.

Before she could do her spell, Kyoga gave a sigh. "Sorry to have to do this, but here goes."

Deep down she like Fluttershy really hates of what she is about to do but of course they have other matters to worry and a farm on the verge of losing valuable apples is one of them and it’s only temporary. Yet she can’t help but feel someway somehow this will end badly. But nevertheless she moved to do so.

While Fluttershy continued doing her Stare, Kyoga activated the spell. By standing on her back legs she worked her front paws with magic glowed a bright peachy pink color along with the bats, under the trance. She then closed her eyes and continued motioning her paws so the spell could be properly done.

During the event, Twilight then tapped into her horn and sent a small stream of dark magic into the mix in order to tamper with the spell to her liking without anyone noticing. And once the spell was done, both Kyoga’s paws and the bats stopped glowing.

"You can stop staring, Fluttershy." Kyoga said to her who ended her glare and looked down at her friends once she longer had to do something she hated.

"Did it work?" Spike asked.

"Only one way to find out for sure." Applejack said before turning to nodding at Rainbow Dash before she tries to test it out by offering one of them an apple to eat.

One of the bats that was previously rubbing his eyes, like he was just trying to remember what had just happened, sniffed it twice before turning away in disinterest and flew off.

Upon seeing this Rainbow cheered seeing the plan worked. "Ye-he-heah, whoo!"

“Oh, yeah! No more bats chewing on apples!” Bunga also cheered.

“My crop is saved! Yee-haw!" Applejack cheered the most

"We'll be drinking cider all winter long!" Rainbow Dash continued before Applejack continued with much needed gratitude for her friends.

"I wanna thank you for your help." Applejack said with satisfaction of a job well done. "I couldn't have done it without you. Now all we gotta do is sweep up these cores so I can start buckin' fresh tomorrow morning'!"

But even still, Fluttershy still had something on her mind, and oddly enough it was something rather distracting. She was staring at something with full attention, one of the fallen apples on the ground. For some reason it looked very appealing to her. Something about that red shiny and juicy apple had the saliva in her mouth rising from her tongue like she really wanted to enjoy it.

“Fluttershy?” Ono’s voice called to her.

“Huh?” She said while snapping to attention. “Oh, yes, Ono?”

“Doing okay?” He asked with an arched eyebrow.

“Uh-huh.” She replied still trailing her eyes to the side in the apples direction. “Just got a little distracted is all.”

“Okay…” He accepted it without another word yet can’t put his wing on what’s really wrong inside.

With the Guard getting to work cleaning up the eaten apples on the ground of the orchard, Twilight, along with Queen Chrysalis and Zira move away from the orchard, bush to bush, and tree to tree to avoid being spotted.

Once they were a safe and unnoticeable distance away, Twilight then turned back to the two with a plan in place.

“Now that the spell is in place, I want you two to keep watching over Fluttershy throughout the rest of the day into the morning. And if you two can cooperate with each other till then, we’ll discuss the next part. That clear?”

“Yes.” Both ladies grimaced in reply.

“Good.”

With her orders set, both parties set out to keep tabs on the Lion and Pony Guard with Twilight herself taking watch over the Guard while Fluttershy heads on home to give her time to fully adjust to what had her friends had her do.

Even though Kion assured her, it was only temporary, she still feels something deep down isn’t right. She can’t put her hoof or wing on it but it is definitely deep down her growling gut and it is hungry for apples for some reason as she stared with locked hungry and thirsty eyes at the fruit around her. The more her tummy grumbled the more she really wanted it.

As for both Chrysalis and Zira, it was a really tough pill to swallow for them. Not only do they have to learn how to work together along with the fact that Scar has Twilight not only watch over their progress but also the fact that she is his second-in-command of his army and is in charge when Scar isn’t around to give orders.

But still, since they do both want to aim to please Scar while getting what they want in return, they both pressed forward with their task at paws and hooves while trying their hardest to be on their best behavior.

“This is humiliating.” Chrysalis started.

“No kidding.” Zira agreed.

“First, Twilight kicks our flanks during the Comet, then helps Scar the most in taking over the Pride Lands, and now we are taking orders from her.”

“I know. If only she was still pretending to be on their side we’d still be his go-to girls giving orders to the others.”

“But…” Chrysalis sighed with slight humility. “…even so, she is still the one we need in order to achieve victory and our revenge on those who had beaten us before and Scar’s right. If we want to be able to succeed we’re going to have to work together.”

“Yes…” Zira gritted her teeth while retracting her claws in order to show restraint. “…we do. And I really need to prove to Scar that I am someone he can count on just in case Twilight slips up somehow.”

“Me too, me too.”

“Glad to hear that.” Twilight’s voice spoke to them. “And remember eyes on the target.” She reminded them to keep watch on Fluttershy who had just arrived in her cottage, saving the two from being spotted by her in time by the alicorn’s magic. “And nothing personal, watch the sky going forward.”

The two both blushed and looked aside rather embarrassed that Twilight like Scar is capable of hearing and listening to every word that goes on whenever she’s not here before moving to sneak their way towards the Pegasus’s cottage in order to keep a close eye on her every movement.

The next day at the same time just when it is time for the sun to rise yet again, Applejack prepares to try it again.

"Apple Bucking Day, take two!"

The rooster crowed just when the sun rose up over the hills. Just like yesterday before, she galloped happily.

"Yee-haw!"

With the bats gone, she could finally buck the apples once again. "Time to collect those juicy, sweet apples!" She moved to buck the first tree and happily watched as the first apple fell…

…sadly for her, it was quickly soured with what she saw land on the ground and that led to her calling the Guard on over here.

"The spell didn't work!" Kyoga spoke with disbelief once she examined the apple mush all with the other apples sucked up dry just like yesterday.

"You're darn tootin' the spell didn't work!" Applejack angrily exclaimed.

“But it had to." Kyoga argued to assert herself in order to keep the country pony from pointing hooves at her. “How could it not?!”

"Maybe you worked the spell wrong?" Bunga suggested.

“I didn’t…” Kyoga returned rather aggravated while trying to keep her cool. “…someone or something must have tampered with it while I was doing it.”

“Okay, okay, sorry…” Bunga quickly apologized with raised arms. “…I was just suggesting. Not saying that you’re wrong but just suggesting.”

Kyoga placed a paw on her forehead, visibly regretting her near-outburst towards Bunga.

“It’s okay, Kyoga.” Kion quickly assured. “Whatever happened we’ll figure it out.”

“Okay.” She said with a calming sigh before turning to the honey badger with a solemn expression. “Sorry, Bunga.”

“It’s okay.” Bunga quickly accepted the apology.

"Now that that’s settled…” Applejack then said focusing on the more important issue. “…I think we're gonna have to take more extreme measures!"

"I hear ya, Applejack!" Rainbow Dash immediately agreed before leading the team on over towards where the bats are. "C'mon, everybody! Let's track down those vampire bats!"

The team rushed towards the trees where the bats were on the branches, all completely calm doing nothing but sitting and flying, with some even reading.

“Hmm, odd…” Ono spoke with a curious and perplexed expression. “…they’re all there but not even eating them.”

In order to test this, Rainbow offered the vampire bat reading an apple, but he quickly swatted it away without even looking at it even when it landed on Rarity's horn.

“Can I…” Bunga asked while slipping the apple off of the unicorn’s horn before moving to eat it earning looks from the others. “What’s with the looks?” He casually asked while munching on it. “Beats letting this fresh one go to waste.”

"Wait a minute...” Applejack realized. “I don't think these bats are the ones that sucked my apples dry."

“Nope.” Ono stated upon examining their eyes which earned him weird looks from the bats. “Kyoga’s spell worked fine, they are all still anti-apple vampire bats.”

"But if the vampire bats aren't eating your apples…?" Rarity began.

“…who is…” Beshte finished before turning to the yellow Pegasus. “Fluttershy? You’re our animal expert. Do you know of any other creature that might be capable of this?"

"I'm sorry. I don't." Fluttershy replied.

“Neither do I.” Ono joined in. “Not even knowing every animal in both the Pride Lands and Equestria will tell us who.”

“So how do we find out?” Fuli asked hoping someone has some ideas.

"There's only one way to find out." Kion answered. “We'll have to catch whoever it is in the act."

"And how do you propose we do that?" Rarity asked.

"A stakeout!" Kion again answered with a confident smile.

"The witching hour…" Rainbow said in a spooky voice as she and the others walked around the orchard at night.

“Ooooh….” Bunga joined in with an ominous tone. “…scary.”

“Can we please just focus on this mission?” Fuli seriously asked them in a tone wondering if they’re done goofing around.

“Yes.”

“Of course.”

The two immediately replied without protest just when they heard a owl hooting.

“Freeze!”

“Show yourself!”

“Bunga, Rainbow….” Fuli then said with a deadpan expression. “…that’s an owl.”

Both were immediately embarrassed by their sudden overreaction.

“Right.”

“Oops.”

"Maybe we should just call this off." Fluttershy suggested in plea not wanting to be out here for another second. "Not sure about the rest of you guys, but I'm really hungry…" She then said while gazing up at an apple hanging from one of the tree branches with hungry eyes to match. In fact it was so mouth-watering for her that drool dripped from her mouth before she gulped and snapped herself out of it.

“Fluttershy…?” Ono having noticed her moment of distraction asked sounding concerned.

“Yes.”

“Still doing okay?” He hesitantly asked trying to wonder what’s different with her overall tone and demeanor.

“Yes. Everything’s fine.” She quickly answered to which Ono still felt something was up.

"Oh, Fluttershy, it'll be okay." Rarity added in encouragement, "Don't forget, darling, we're all in this together."

“That’s right.” Beshte backed her up. “Nobody and nopony leaves this orchard until we solve this mystery. Agreed.” He asked everyone.

“Agreed.”

"Does everybody have their signals?" Applejack then asked. While both Rarity and Kyoga used their magic from their horn and eyes respectively to create light with their cutie mark symbols on them, Pinkie had a flashlight that shined a symbol with her cutie mark on it. And the others carried flashlights that had the Lion Guard symbols on them whenever the light on theirs flashed.

"Now remember, only use the signal if you see somethin' suspicious." Kion told everyone to remind them this is serious business.

“Understood.”

“Got it!"

“Only if we see danger lurking around.”

Kyoga, Pinkie, and Bunga all said seriously while Pinkie swings hers around and accidentally temporary blinds Applejack by flashing hers into her eyes.

"Something suspicious…" Pinkie Pie repeated before shifting her eyes around while holding her flashlight with her mane while both she and Bunga eye the orchard around them. The two got started right away in spotting anything suspicious at all before spotting Fluttershy sniffing an apple.

“Freeze!” Bunga shouted in the startled Pegasus’s direction.

"Whatcha doin'?!" Pinkie also shouted while her friend shook her head before galloping ahead.

“Susipcious!” Bunga stated while Pinkie placed her flashlight back into her mane, before they both continued eyeing Fluttershy suspiciously.

"Alright, now everybody split up.” Applejack then instructed everyone. “We'll each patrol our own row of the orchard. Whoever or whatever's destroyin' my apples has gotta be here somewhere."

Without another word, the Guard members all split up so they can all cover more ground in pursuit of the mysterious apple-eating thief.

The ponies, teens and dragon each split apart from one another to search for the mysterious creature where Ono continued to act on his suspicions by following after Fluttershy with Beshte following suit upon seeing the look the egret was giving her.

“Ono…?”

“Shh….”

Fluttershy continued down her path across the orchard while still having a terrible pit in her stomach.

"I have a bad feeling about this. A really bad feeling about this…" She then caught sight of another bright apple hanging from a tree. The sight of it had her eyes turning from her normal teal green to a blood red while continuing her gaze on the fruit. "That apple... It looks...so juicy... and sweet…" While she looks on, her teeth start sporting fangs when they started to grow out…

“Poa!”

“Hapana!”

Both Beshte and Ono exclaimed upon having witnessed this from a safe distance.

Meanwhile, both Pinkie Pie and Bunga suddenly heard the sound of apple crunching from the shadows within the nearby trees.

"What was that?!" Pinkie Pie asked.

“Over there!” Bunga reported while pointing towards a rotten apple, splattered on the ground. “Another bad apple!”

Pinkie Pie inspected it up close before speaking. "Suspicious!" She giggled in delight. "It's pony signal time!"

But before she could do so, the same mysterious individual that rushed back knocked it out of her mane.

“What the…?” Bunga tried to turn to the direction of where the figure who ran by while dropping his flashlight when he was stunned.

Elsewhere, Rarity is making her way down her path of the orchard on full alert due to walking in the orchard at night. She suddenly saw a shadow fly over her head. "Who's there?" She stammered when the figure flew over again and missed her head again. “Oh, well, there's obviously no need to worry about that shadowy figure overhead..." The same figure swooped over her again. “Maybe there is!” She then said in fright before picking up the pace of her walking.

At the same time, Rainbow along with Fuli were both focused for anything around them with the former hovering over the air and the latter sniffing for anything suspicious.

“I got something!” Fuli whispered while managing to pick up someone’s scent.

“Who?”

She sniffed again and then expressed like she it’s something she’d least expect it.

Just then the same shadowy figure flies right by over their heads.

“What?” Fuli said out loud upon examining what’s from above while squinting.

‘Who?!” Rainbow repeated just before feeling the same breeze again. “Uh… who's there?" She questioned slightly intimidated herself before spotting something else in the shadows. “Answer me or you'll regret it!"

“Rainbow…” Fuli tried to tell her but the Pegasus was already eyeing her target.

“Fine, have it your own way!" Rainbow didn’t listen and immediately charged towards it to attack. "Take that, you, you, you... scarecrow…?" She quickly realized when Fuli walks up by her side.

“Eeyep.”

“Oops.”

Elsewhere, Kion and Kyoga are both searching their portion of the orchard when they see Applejack’s cutie mark signal shining through her flashlight in the sky.

Seeing that she had spotted something worth their attention, they both quickly rushed over in her direction to where they find her looking on with her mouth and eyes wide open in baffled shock at something from above with her flashlight standing on the ground.

“Hevi Kabisa!”

“What?”

The two were both stunned at what they saw at the same time the others have gathered together with Beshte and Ono both catching their breath from their attempts to keep up with the figure eating apples and sucking them dry.

"Everyone...” Ono spoke in between breaths. “…oh…I…see…you…see…what…we see…Hapana.” He gasped before passing out.

“What’s going on here…?” Fuli spoke before cutting herself off once she saw what everyone’s seeing with agape eyes before following suit.

Said figure that’s been lurking around the orchard is now hanging from a tree branch, wrapped up like a cocoon. Pinkie Pie and Bunga both hung onto the branch, upside down, shining their flashlights at the creatures.

"Suspicious!"

“Show yourself!”

“Huh?”

“What?”

The two then gasped once they saw the creature opening its wings to reveal itself as someone they didn’t expect the culprit to be….Fluttershy. As it turns out, she is the one who has been sucking the apples dry with her fangs whenever she transformed into a bat-pony. Said form has her appearing with her coat now darker shade of yellow, her eyes were red and her mane was messy like she just got her hair done for a horror movie. In addition her cutie mark was now three pink bats and had bat wings.

Fluttershy's tongue stuck out and she sucked the juice out of another apple.

"Fluttershy?”

“Yoo-hoo!"

She hissed at both Bunga and Pinkie, causing them to fall from the branch and land on their heads.

“Whoa!”

“Ow!”

"That's not Fluttershy…" Rarity gasped. "That's Flutterbat!"

“Well…” Ono tried to correct her before being faced with the deadly eye stare from the bat-like pony. “…never mind!”

"We've gotta get her down from there!" Kion stated.

Beshte given that he shares the same affinity of kindness on her level tried to talk to her first, but not without emitting a small gulp before pressing forward. “Uh…Fluttershy, hello…” He started albeit nervously. “…think make you could you come down please?"

"As well as stop being a vampire bat." Rarity added.

She simply hissed in response before sucking up more apples.

Rainbow Dash flew up to her to try a more snap out of it approach. “Fluttershy! It's me, Rainbow Dash! Why don't you cut the bat act and come on down?!"

Naturally, Fluttershy hissed in response before spreading her wings to slap Rainbow Dash away. She yelped while spinning and flying backwards in midair before stopping, looking surprised at how Fluttershy is stronger than she looks before retreating back to the ground.

"Whoa! Maybe we should just let them come down when they're ready."

Suddenly, Fluttershy swooped down to their level again nearly cutting Rainbow’s head off in the process. Luckily for her, Fuli quickly tackled Fluttershy before that could happen, but in the process got bitten while doing so.

“YEOW!” She screamed before finding herself knocked aside by the pony with fangs.

Kion growled at the sight of this before charging to tackle Fluttershy himself. The Pegasus pony struggled under the lion cub’s gripping his claws onto her throat while pinning her down to the ground until she tapped into her inner pony strength by moving her body around to shake Kion before slapping him away with her pony-bat sized wing.

Kion ended up knocked backwards to the nearby tree before crashing down onto the ground. “Aah!”

"Giant bats on the loose!”

“Run for your lives!"

Both the terrified pony and honey badger screamed before they began digging a tunnel when Kyoga quickly walked up to them.

"Pinkie Pie, Bunga, both of you, calm down!" She told them before directing their attention to the pony bat now hanging upside down in another tree. "See? She’s back on the… branch."

Neither one of them were fully convinced.

"She’s just biding their time! Waiting for the right moment to pounce!"

“And then…YEOW! Like Fuli!”

“Exactly...Thanks Pinkie.”

"Pinkie Pie, bats don't eat ponies. Not even vampire bats." Applejack reminded them to no avail.

"But, maybe vampire ponies eat other ponies!"

“And maybe vampire ponies eat other creatures!”

Both Bunga and Pinkie blinked at each other before turning and seeing something startling in Kion’s direction.

Fuli is struggling and moaning to get up on her paws while Kion watches over trying to help her up.

“Fuli? Are you okay…?” Kion asked with concern before suddenly and barely dodging a claw to the face. “Whoa! What in the Pride Lands?!” He exclaimed in alarmed shock with the others gasping at what has happened.

As if Flutterbat wasn’t bad enough, they now have Fulibat on the fly when she faces the group with a snarling hiss while baring her fangs and glaring at them with her now blood red eyes. She got up on her paws and sprouted black bat-like wings on her body while grunting in pain while baring her long black claws ready to attack her prey.

Both Pinkie and Bunga screamed in terror.

“That’s it! I'm not taking any chances! Let’s go!" Bunga shouted before moving to hang onto to Pinkie’s mane while she drills her way down the tunnel she is creating.

“Whoa! Cheetapire!” Ono shouted before ducking said cheetapire aiming directing her eyes at his head.

Luckily he was able to get out of the way in time before Fuli moved to eat up a nearby tree of apples while hanging upside down by her tail.

“Fuli?” Beshte called out to her trying to wonder what happened. “Fuli?!” Fuli simply hissed back at her friend who wisely decided he was better off not trying to risk getting bitten too. “Never mind.”

“Well that’s just great…” Ono voiced now feeling like he wants to fly away too. “…First Fluttershy has become Flutterbat, and now Fuli has become Fulibat! What’s next?”

"I don’t know.” Rarity replied before wondering. “How did all of this happen? I get that a vampire-like bat turned Fuli into one but how did Fluttershy become Flutterbat?"

“Me neither, that’s the part that I don’t understand either.” Kion added while coming to a regretful realization. “And I think somehow this was actually our fault."

"Our fault?" Rainbow asked like he is serious there while Kyoga glances at her with something to cement that claim.

“Yes, it is.” Kyoga firmly replied while raising her left paw. “And I know why.”

"And how'd you figure that?" Applejack asked.

In answer to her question, Kyoga then used her magic to create a hologram for a visual demonstration with shaped images of her, Fluttershy, and the bats.

"Okay, so this is me, these are the bats, and this is Fluttershy doing her Stare." She explained while the images showed said past events playing out. "The spell was supposed to go right onto the bats like this, but somehow the spell must have backfired." The image then showed the Kyoga figure casting her spell and the bats glowed, which then reflected onto Fluttershy, turning her into a bat pony. "It took the vampire fruit bats' desire to be vampire fruit bats and transferred that desire into Fluttershy." She then cancels the magic showing the visual graphics. “And not only that what ended up causing that is a sudden disturbance in my magic which altered it so it could happen the way it did.”

“But how?” Ono inquired before sudden realizing. “Oh, no. Twilight.”

“Yep.” She nodded.

"We’ll deal with her later!” Kion immediately stated before leading the team on over in the vampire friends direction. "We got to reverse the spell and make it right!"

Just then, the ground opened up and both Bunga and Pinkie popped out.

"Then what are we waiting for?"

“Lets go and save Fluttershy and Fulira before those things eat us all!"

They stated just when said bats hovered over them and advanced on them in flight.

"Hit the deck!" Rainbow Dash screamed before everyone quickly did so.

"Follow those bats!" Bunga shouted before all they moved to quickly pursue them in the direction they were both flying towards.

As the group ran off to seek their friends, they didn’t realize that the two hybrid bats have both had landed on a tree branch in the distance behind them. They both groaned and hissed in pain as their ears began to turn sharp and bat-like ones. The two both licked her lips with their hunger still growing before flying off.

As soon as they both flew off, Twilight along with Chrysalis and Zira emerged from their hiding spots.

“Come on, ladies!” Twilight ushered the two to follow her lead before moving to fly after the Lion and Pony Guard together which lasted for quite a few hours into the night.

"I can't believe we lost them!" Rarity expressed.

“I can’t believe we lost Fluttershy of all ponies!” Ono expressed feeling frustrated himself. “It’s one thing that we would lose Fuli, but Fluttershy?! Just how is a vampire bat able to make that possible?!”

“Considering she was able to keep up with Rainbow Dash with the motive of stopping Discord came to mind, it would make sense how.” Kion answered and deduced. “Fluttershy! Fuli!”

Kyoga having spent the time sniffing into the ground, picked up of what they are looking for straight ahead. “Found them!" But likewise, they both quickly turned around and hissed at them before they both flew up in opposite directions.

First Fluttershy came by and swooped down while giving Kion a chase, while Fuli pursed Applejack. Kion tried to run as fast as he can but finds the formerly sweet and meek pony bat is gaining on him. So with her fangs drawing close to his fur and skin, he moved to quickly duck and move his body to the side while tumbling across the dirt to avoid being bitten.

Fluttershy then flew back up and then back down to try to attack Kion when he has no time to get back up and running again. Having no choice but to fight her, he quickly leaped up and swiped his claws at her which had her knocked aside from the impact. She quickly recovered and flew off but not before slurping up another apple and spitting seeds right back at him as payback for that attack.

Applejack didn’t have any better against Fuli since super speed is in her energy and she used her wings to her full advantage by swooping and knocking the country pony off of her hooves and into the mud. Just when she emerged from her face from the ground, she found herself knocked back hard with a paw to the face, followed by a series of rapid punches, before finishing off with a strong kick that had the earth pony falling on her back. Once she was dealt with, the cheetapire that scooped up another apple with her fangs before sucking it dry of juice before spitting the seeds right at her before flying off.

Kion having recovered with his heart racing after having to fight for his life against someone that’s always been by his side from the day they met. “You okay, Applejack.”

“Eeyup.” Applejack replied before letting him help him up. “How about you?”

“Fine…” He answered while still trying to catch his breath. “…it’s just not easy having to fight your friends.”

“I know.” Applejack sighed knowing that having one of their friends against them is bad enough.

"If they keep this up, your whole crop will be gone in no time!" Rainbow Dash pointed out.

"That's the least of my worries." Applejack commented as she watched the two bat creatures fly around. "I just want my friends back."

"At the speed both Fluttershy and Fuli are both flying at, we can't get them back unless we corner them so I can reverse the spell!" Kyoga pointed out.

“But how?” Applejack asked. ”Even if we can lure them close enough for you to do it, how are we gonna get them to stay still long enough for you to do your reverse spell?"

“I don’t know!” Kyoga expressed rather frustrated and without anything useful in her mind. “I don’t know.” She repeated softly while quickly regretting her outburst.

"If only we had Fluttershy to do her Stare on the Flutterbat and Fulibat then we could do it." Bunga said.

Having said those words had an idea bulb lighting up in the lion’s head. “Maybe we can!”

“We can?” Bunga double-taked when he said that. “You mean getting Fluttershy to actually do her own Stare to herself?”

“Yes, Bunga! Because that’s exactly what we’re going to do!” He stated confidently before moving to explain it to everyone.

With full determination, Kion vowed to ensure that they wouldn’t lose anymore friends to the side of darkness before having everyone bring what they need in order to save them.

"Okay, let's get our friends back." Kion told everyone while Kyoga and Beshte lifted a large object covered with a long blanket.

Once they all arrived in the empty area of the orchard once more, Beshte had gently placed the object down on the ground with Kyoga assisting him in handling it delicately before Rainbow moved to remove the cloth to reveal the object was in fact Applejack's prize winning apple.

“Lion and Pony Guard! Split up!”

Everyone did exactly that while Applejack took a knife in her mouth ready to slit it.

"So much for having the winning apple in the Appleloosa State Fair, huh?" Rainbow said apologetically that she is giving this up.

Applejack acknowledged her sympathy before carrying through with it. As she said it herself, the apples are the least of her worries and saving both Fluttershy and Fuli was more important than ever.

Once she sliced the side of the apple, a sweet smelling juice came pouring out with Rainbow flapping her wings to spread the sweet aroma scent into the sky.

In no time, Fluttershy and Fuli both immediately caught it’s scent and quickly rushed towards the juicy fruit while hissing and flapping their wings.

"They're coming!" Rainbow alerted everyone.

Acting quick, both Kion and Kyoga leaped from their trees at the same time Rainbow flew up and tackled Fuli to the ground and pinned her down with her hooves locked around her waist. Both Kion and Kyoga quickly assisted Rainbow with keeping her down by pinning down her legs so she can’t move or break free.

While Fuli was heavily restrained, Applejack kicked the giant apple away when Fluttershy approached it to show her a mirror placed right behind it, held up by Spike catching her own reflection in the process.

She quickly turned and tried to fly away but was stopped by another mirror, held by Pinkie Pie cutting off her escape. She tried to turn away to try to escape the third and only remaining route, but Rarity was quick to stop her with a third mirror. From there, Fluttershy was cornered with nowhere to go and avoid seeing herself entranced by her own Stare, the Korra bat slowly stopped as well, almost as if she too was under the same spell.

Kyoga quickly activated her magic and a peach colored glow circled around Fluttershy and Fuli.

Once the magic processed through their bodies and the transformation took place. Their ears returned to normal, along with their teeth once the fangs were transformed back into normal teeth. Fuli lost her wings and her claws were returned to normal length. Once the spell was complete, the magic dissipated with both the now former vampire bats now gently placed back onto the ground.

Kion quickly rushed over to help Fuli up while Applejack rushed over to help Fluttershy up to her hooves with the latter opening her eyes first.

"Oh… where am I?" She asked like she just woke from a bad dream at the same time Fuli came too.

“Yeah…” She groaned. “And what happened?”

“Thank goodness you're both okay!” Applejack happily said in relief.

"Yeah, but the question is why are we okay now?” Fuli asked.

"I can't remember anything." said Fluttershy.

Pinkie Pie and Bunga both literally jumped in between Kion and Applejack and explained everything.

"You turned into a vampire pony!“

“And Fuli was a vampire cheetah!"

"I tried to eat ponies?!"

"I tried to eat animals?!"

Both girls asked in shock.

"Of course not!" Pinkie Pie happily answered.

"So we weren't vampires?" Fluttershy asked.

"Yes!" Pinkie replied.

"You mean yes we were, or yes we weren't?" Fuli asked.

"Yes, you were!" Bunga replied.

"But we didn't try and eat anyone?" Fluttershy asked.

"Yes!" Pinkie replied.

"We did?!" Fuli asked looking confused and horrified.

"No!" Bunga replied while shaking his head.

"I'm confused…" Fluttershy replied.

“Me too, I’m lost.” Fuli added still feeling confused and groaned while hearing her stomach growl. “And hungry.” She then licks her lips. “It’s like I had nothing but apples all day.”

“Oh, it’s because you did.” Ono said in confirmation. “And briefly grew wings in the process.”

“I grew what…?” Fuli shook her head while widening her eyes at what her egret friend had just said.

“We’ll explain later.” Kion said in response so they can move to treat her to a much-needed dinner.

While the Guard moves to the farm so they can have a late night dinner after a job well done in saving their friends, Twilight, Chrysalis, and Zira move to sneak their way towards the apple with a small sliced opening in it. By working together both the alicorn and changeling queen moved to work their magic in levitating the apple away from the orchard while Zira moves ahead to keep an eye on the Guard in case they turn their backs and spot them.

“All clear?” Twilight asked the lioness on full alert.

“Almost there…” Zira softly spoke while spotting the Guard still moving towards the farm for the next ten seconds before finally making their way inside the house. “…now we’re good!”

“Great!”

With the all clear, Twilight and Chrysalis proceeded to carry the giant apple away from the farm while Zira follows from behind while looking back to make sure they haven’t and aren’t spotted yet.

Along the way, Zira had something on her mind with a feeling of restrained vengeance boiling up in her heart. “If I may ask…?” Zira began with a question for Twilight. “…why did we go through all of that trouble for that giant apple? The Lion and Pony Guard are all still alive and not dead?!”

“Two reasons. One…” Twilight began with her eyes still focused on carefully handling the giant fruit. “…this giant apple is a golden source of food that the changelings will greatly enjoy considering all of the apple treats that can be baked with this alone.” She then eyed the frustrated lioness on the second part. “And two, it is not in Scar’s interests for the Lion and Pony Guard to die…at this time.”

“Why?!”

“Because we need to ensure that his rule over Equestria along with the Pride Lands is permanent. And with the Elements of Harmony still accessible with the keys needed to access that chest containing the only thing powerful enough to defeat him still out there, we need to ensure they don’t access that.” As Twilight continues to explain her reasons, Zira starts to slowly understand the necessity of it. “So that means we still need them in order to gain those keys and need them around just a little longer if we want this plan to work.”

“I suppose.”

“We’re here.” Chrysalis directed the two’s attention to the nearby portal to the Pride Lands straight ahead.

“Believe me when I tell you this will work out better in the long run.” Twilight promised before she and Chrysalis moved to cross the portal together with the apple in tow. “We just need to be patient.”

The next morning, the vampire bats were moving and settling into their new home in their part of the Apple orchard. Applejack after what happened throughout the last few days had decided to comply with Fluttershy's previous advice and build a sanctuary for the creatures. After creating the sign, Bunga finished hammering the sign that showed an image of a black colored vampire bat on it to finish the job.

“By the power invested in me on behalf of the Lion and Pony Guard, I hereby proclaim this part of the Apple orchard, the vampire bat orchard!” Bunga announced with a proud look on his face while the others smile in agreement while letting him have this moment.

"Looks nice." Beshte complimented just when one of the friendly bats rested on his shoulder. "With this new orchard for them, you’re sure to have more apples when the new trees start growing in.”

“It sure will.” Applejack agreed before turning to Fluttershy with sincere remorse for what her previous stance on the bats had caused her. “I’m real sorry I didn't take your suggestion in the first place Fluttershy."

"It's okay.” Fluttershy quickly accepted her apology. “And don’t forgot, that now that the seeds are planted in the grow, you’ll get even bigger and better apple trees."

Rainbow Dash came in between the two, while wrapping her hooves around the both of them with a very hopeful and eager question along with Bunga. "Does that mean what I think it means?"

"Yup! More cider too." Applejack happily confirmed.

"Yea-he-heah, whoo!"

“Oh yeah!

Both Rainbow and Bunga cheered while the former flew around the sky happily leaving behind a rainbow trail in excitement.

Later at Fluttershy's cottage, Spike wrote down their latest story into the journal while laying on the floor. "Okay, got the part about the spell, Fuli and Fluttershy turning into bats, building a sanctuary…"

"Be sure to put in there that I came to see that my short-term solution was a little short-sighted." Applejack reminded while kneeling to his eye level.

"And that you shouldn't let anypony pressure you into doing something that you don't think is right." Fluttershy added to which the country girl blushed in response to that. "Sometimes you have to tell even your closest friends 'no'."

Everyone nodded in agreement with that statement.

“Well said.” Fuli voiced her thoughts.

“No kidding.” Kion agreed.

"Now, how about we celebrate our stronger than ever friendship with a nice, ripe, juicy apple?" Applejack offered to which had Fuli’s smile turn into a face of disgust.

“Ugh. No thanks.”

Just then Pinkie and Bunga immediately got in between them again while wearing fake vampire fangs

"Stand back!”

“I vant to suck its juuuice!"

Pinkie bit into the apple, only to have her fake fangs get stuck in it instead. Everyone laughed happily at the joke, with everyone finding it funny with Fuli quick to remind Applejack with something else.

“Seriously, though, no more apples, please.”

“Whatever you say.” She respectfully complied to her wishes by offering the apple to someone else to which Beshte gladly accepted himself.

Meanwhile at Pride Rock, the changelings are currently enjoying the various apple treats provided by Twilight after having baked them herself. All that time in the kitchen with Pinkie did pay off as it turns out.

“Who would have of that? All the time in the kitchen really does help you pick up a thing or two.” She thought to herself rather pleased with how they turned out.

She then moved to exit Pride Rock before approaching Scar who is having a word with both Zira and Chrysalis to ensure that they have buried the hatchet going forward. “And I trust that you both can work together going forward?”

“Yes, Scar!”

The two obeyed with a bow to their king.

“Good, just remember that I’m still watching and it had better not happen again.” He sternly reminded them.

“Of course your majesty, that’s a promise.” Zira vowed.

“Absolutely guaranteed.” Chrysalis said. “You’ll won’t see another squabble from us.”

“Good. Now carry on.” He replied feeling satisfied before dismissing them to carry out training their troops. Once they had left he turned to Twilight standing behind her with a pleased expression. “Well done, Twilight.”

“Thank you, Scar.”

“And now that that’s settled, we can start focusing on our plan to get those keys.”

“Of course.” Twilight nodded before scanning her magic and sensing a rainbow wave of magic from somewhere far from Ponyville. “And I know just where the first one is…” She said with her magic pulling up the detection coming from somewhere that is familiar to those who grew up with an elegant and graceful style and taste of clothing and manners. “…Manehattan.”

“Excellent.” Scar said very pleased with an evil smile knowing that the search for the keys to victory is just beginning with successful results.

Author's Note

In this episode, we have the Apple Family's worst nightmare come to light when vampire bats come to the farm. Alas there's disputes of the best approach with Applejack wanting to be rid of them while Fluttershy wanting to build them a sanctuary. Furthermore, the Pony Guard is on Applejack's side while the Lion Guard is on Fluttershy's yet are reluctantly in a position to where they have to compromise for Applejack's sake.

Meanwhile, Scar has tasked Twilight in watching over both Zira and Chrysalis when the two butt heads together who proceeds to task them in watching over the apple orchard while remaining stationed there as part of her plan to score some food for the changelings.

With a little spell tampering and two members of the Guard turning into vampire bats the plan was successful while another very valuable lesson is learned out of all of this.

Next up is "Rarity Takes Manehattan." where she and her friends head to the titular place when the fashionista puts her taste of fashion and her element to the test when a rival pony employs dirty tactics against her with the hopes it will be out by the weekend.

Episode 10: The Mystic Wonders of Diamond Valley

Episode 10:

The Mystic Wonders of Diamond Valley

It’s been a few weeks ever since Twilight last came to Diamond Valley. The only time she was here was to deliver a message from Scar in order to ensure they remained stationed here. Ever since that day, the Pride Landers having been working with their Equestrian allies in trying to see if they can set up a counter-attack in an attempt to combat Scar and his army.

While many of the leaders were willing to give them a chance to help them, some of them still have their reservations knowing of how dangerous Scar himself is. Not only that, he has their former alicorn friend on his side backing him up and ever since she’s sided with him. With her around taking an active watch over everyone, nothing gets past her. Not even confidential information from the royal sisters.

It’s a major obstacle and a very difficult one to manage that not even Ono’s Keen Sight can stay on top of.

One morning, The Pride Landers were all gathered with Simba and his pride trying to come up with a way to defeat Scar and take back the Pride Lands with the other alicorn princesses and Shining Armor in attendance.

“What can we possibly do?” Ma Tembo questioned.

“Will we ever go back home?” Mtoto asked.

“We will we….. Just need another plan, anything that can help us.” Kion tried to stay positive and assure the sad little eyes of his little elephant buddy but with so many odds stacked against them, it was looking hopeless of ever reclaiming the Pride Lands.

“What about Kyoga’s Magic? She’s still training with the Tree of Harmony, right?” Besthe pointed out.

“She is but, putting her, Karabi and Lite through another war against Scar. That may be too much for them.” Ono replied while shaking his head against the idea.

“Too much? Please. They’re tough as they come. They survived the last encounter with Scar.” Bunga scoffed and brushed it off.

“At the risk of dying, Bunga. Remember.” Fuli pointed out. “Kyoga’s still meant to rule here and Scar wants to take over her home again, we can’t just let Scar do that after everything she, Lite and Karabi have been through.”

But that might be out the window considering she didn’t want to return here, given her past.” Besthe added. “Where is Kyoga anyway? I haven’t seen her lately.”

“Or Karabi and Lite.”

“They said they were going to visit some… friends of their parents.” Kion replied. “They didn’t really say much about the location or what these friends were.”

“Do you think they’re keeping that a secret?” Kiara asked.

“Why would they do that?” Tifu added.

“Maybe they’re so powerful and dangerous they shouldn’t be spoken of or exposed?” Thorax suggested.

“Oh please, how dangerous could these friends be?” Bunga replied.

“Should we try to discover who her friends are. If they can help us against Scar, we should at least try.” Ma Tembo suggested.

“Matembo has a point. If these could be potential allies we should take the chance.” Basi stated.

“Agreed.” Simba added before turning to his son, “Kion, do you remember anything at all about where Kyoga and the others said they were heading?”

“They said they were heading to the Mountains, but that was all.” Kion replied.

“So that’s where we’ll start.” Nala added. Before long all of the Pridelanders, headed to the Mountains to find Kyoga, Karabi and Lite. When they got there, they saw the base of the Mountain. Kion and Kiara went closer to the base and there was a small button with the symbol of a lions’ paw print.

“A button?” Kiara questioned before she gently pressed the button. The button glowed and a large section of the mountain was outlined in a white glow before it vanished before everyones’ eyes.

“Woah…”

“Poa…” Kion and Besthe gasped. The Pridelanders carefully walked into the dimly lit cave until they came out into a gigantic area with many plant species, from the green lichen that cling to the basaltic rock, to the ferns that have established a foothold in the relatively flat plateaus, rocks, steps, and cliffs, but what shocked everyone was that there were thousands and thousands of creatures!

But these creatures a series of specially hybrids of Griffins, Hippogriffs, Horned Serpents, Kelpie, Hippocampus, Sea Serpents, Occamies, Phoenixs, Nundus, Thunderbirds, Nifflers, Graphorns, Zouwus and so many more! Even Dragons, but these species weren’t of Equestria Origin.

Their species included Antipodean Opaleye, Chinese Fireball, Common Welsh Green, Hebridean Black, Hungarian Horntail, Norwegian Ridgeback, Peruvian Vipertooth, Ukrainian Ironbelly and more.

Some were relaxing in the plains while others were splashing in the water below. It was like an entire Kingdom of Mythical creatures!

“Woah….”

“What is this place?”

“It’s beautiful…”

“It’s like another Kingdom.”

“Awesome.” The Lion Guard gasped in awe seeing the beautiful creatures.

“I see you’ve finally discovered my kingdoms’ secret.” a familiar voice came and the group looked up and gasped, seeing Kyoga sitting on a small cliff beside two Zouwu - gigantic elephant-sized felines. Both of them were monstrous in size with striped bodies, scraggly manes, four fangs for each of them curling out of each of their mouths, long, sharp claws, and disproportionately long, ruffled multi-colored tails

“Uh….. Kyoga… whose that….?” Kion asked.

“This is Aisha and Adanna, some of my Zouwu friends. They are very fast and powerful Magical creature from China, able to travel 1,000 miles in a single day!” Kyoga explained.

“1,000 Miles?!” Everyone gawked.

“Hevi Kabisa!” Kion added.

“So….this has been a secret in your kingdom, Kyoga?” Simba asked.

“Yes, My mother and father discovered this place many years ago, even before Karabi, Lite and I were born. They cared for all these Magical creatures, protecting and watching over them, making them a part of their kingdom, becoming the Guardians of Magical Creatures in addition to ruling the land. However, knowing they could easily be used for evil, they kept this place a secret to outsiders. Not even Scar and his forces know of this place or its inhabitants and it must stay that way.” Kyoga replied seriously, not wanting to put her subjects at risk. “Mother and Father kept them safe as their Guardians, now that responsibility has passed onto us.”

“We can help you too, Kyoga!” Bunga smiled. “We’ll help you keep the secret and keep them safe!”

“Sorry Bunga, but being around you guys long enough kinda showed that some of you are blabbermouths when it comes to secrets.” Kyoga frowned.

“Pfft. Who’s a blabber mouth?” Bunga asked.

“You.” Kyoga frowned. “And anyone else who Scar and his army will intimidate to get information out of.”

“Oh come on Kyoga, you can trust us with something like this.” Beshte reassured.

Kyoga sighed, “Sorry Beshte, I’m just not sure how this will go. With Scar gaining more and more power by the day, if he learns of this, it’ll only strength his desire to take my home again. I just can’t take the risk. Mother and Father made us promise to protect them and their kingdom at all costs from danger. Now that I’m the reluctant Princess… I have to take that burden.”

“We all do..” Lite added as he and Karabi came over with two Graphorns - large, hump-backed creatures whom walked on four large-thumbed feet. Covered in grayish-purple skin tougher than that of dragons, having two golden horns and having a mouth made of tentacle-like appendages.

“We all have to keep this kingdom and the creatures a secret and safe from threats; domestic and foreign. So….” Karabi sighed, “Which means having extreme hesitation on those whom may reveal the secret.”

“We won’t say anything, honest, Karabi.” Kion spoke up. “We won’t tell Scar or his forces.”

Kyoga sighed, “I want to believe you, but with Chrysalis having that Mind Control magic, she can easily force you under her control and force you to reveal it.”

Kion winced, “That’s….true.”

“So what do we do?” Ono asked. “Did your parents add any extra security to his place?”

“Yes. Mother and Father placed a very powerful spell on them for their own protection, knowing they might be used for warfare and other nefarious purposes, to make them impervious to magic so they won’t fall under any mind control spells and such.” Lite replied.

“That’s great, so if we can cast that spell on all of the Pride Landers, including us, then Chrysalis won't be able to mind control us!” Fuli smiled.

“Can you three cast the spell?” Bunga questioned.

Lite and his sisters looked at each other, “Yes we can. Mother and Father showed us the ritual to activating the spell when we were younger.”

“That’s great! So start the ritual already!” Bunga smiled.

“Bunga, a ritual like this can’t be rushed. We have to gather a few things before we can cast the spell on everyone, especially a group this large and diverse.” Kyoga replied.

“How long will it take?” Nala asked.

“We should have the ritual ready by tonight.” Kyoga replied. “Until then, please keep the secret.”

“We will Kyoga.” Simba nodded.

While most allies in this pride can be trusted with this information, even so it didn’t help much since unbeknownst to them Twilight was secretly spying on them from afar while invisible with visible narrowed eyes at the lock mechanisms used to keep these special and rare creatures safely locked away. Much like the Roar of the Elders, they’re magical use is meant to be used for good and good only. And that required some extra knowledge in order to find out what she is really going up against should she really engage them and with that Twilight flew away knowing this calls for another meeting to discuss this.

At Pride Rock, Scar is currently overseeing his army’s current training exercises. Said training involves the usual sparring matches along with obstacle courses consisting of pits, trenches and slaps of rocks and craters over the fiery cracks into the depths of Tartarus from down below, and specially made trees for those to use as clawing practice to sharpen their claws and practice their agility when dealing with their opponents.

Chrysalis and her changelings were all performing the obstacle course alongside Zira and her pride where even when the lions didn’t have any wings and near close calls with the fiery calling from down below (mostly Nuka), they were all able to keep pace with them and they all finished together in near sync pace through a series of competitive snarls and growls all baring their teeth and fangs.

“It seems were are at a draw here…again, Zira.”

“It seems we are, Chrysalis.”

The two coolly shared before racing back over to the starting line to try it again with the hopes they can try to at least gain some kind of edge over each other without fighting and drawing Scar’s ire since he is monitoring them from afar.

Reirei and the jackals were all sparring with Lightning Dust who gave each and every one of one of them a fight of their lives. With Lightning’s super speedy reflexes she was able to dodge, slide, fly, punch, and kick every jackal that tried to land on her.

And through it all Lightning was able to sport a cocky smirk that would make Rainbow proud if she was here and using those skills for the right reasons.

“Ha! Looks like I win again, Jackie!” She boasted with a pointed hoof in their defeated leader’s direction.

“You are one lucky pony, hotshot! One lucky pony!” Reirei grumbled while her husband moves and tumbles himself off of her back. “And get out of me!” She quickly kicked him off.

“Oof! Sorry dear! That winged horse over that tossed me onto you!”

“Of course she did.” She seethed before rising on her paws ready for a rematch by locking eyes with Lightning Dust once again. “And she is going to pay.”

“Bring it, old dog!”

Lightning’s smirk failed to fade as she raised her hooves ready to continue her winning streak just when the two charge at each other once again.

“Well this old dog’s got new tricks miss one-pony show!”

Just then Twilight had flew over to the edge of Pride Rock before approaching the lion with her most recent discovery to him.

“Hello Princess, what news do you have?” Twilight had him lean over so she can whisper it to him. “Really?” His expression turns to calculated interest the more she informs of him. “Interesting? I see?” With this in light, he proceeded to shout out to everyone training down below for an important meeting. “Everyone, come here quick!”

“Uh-oh…” Janja muttered to himself just when his boys gathered behind him in fear. “What did we do now?”

“I don’t know?” Cheezi honestly replied.

“Think this is about the time we fought against those giant bugs with wings.” Chungu added being clueless as ever.

“I hope not.” Janja quivered before getting serious for a second as he turns back at his dim-witted companion. “And they’re changelings, furbrain!”

“Changelings? Who are they?” He once again asked stupidly.

Janja growled in response but dropped it for now seeing they don’t have time to play twenty questions over this since Scar is expecting them over right in front of Pride Rock.

There everyone has gathered in front of Pride Rock where Scar looms over from the edge of Pride Rock with Twilight standing by his side.

“All right everyone, listen up and listen good…” Scar began. “…because this is important.”

“Like what?” Cheezi fearfully asked just when Janja’s clamped his fore paws over both of his companions mouths.

“Boys….” He whispered warned them with gritted teeth.

“Rumors that may be magical creatures that have been locked away for many, many, years.” Twilight answered from up high while flying over to them with a stone-cold look having the three hyenas trembling in fear of her. “Ugghhh….” She groaned at this ridiculous display before using her magic to freeze them in place.

“Janja! What is happening?!”

“I don’t know!”

“Is she going to kill us?!”

She moved towards them and unfroze them before leaning down towards them. “It’s okay.” She assured in a gentle friendly voice. “None of you are in any trouble.”

“We’re not?” Their leader asked feeling surprised yet still scared.

“No.” She asserted in the same tone. “We just want you all to listen so just keep your eyes and ears on what we’re talking about, okay?”

“Okay.” They replied in unison with slight hints of nervousness inside even when the alicorn floats upwards to continue addressing the crowd.

“As Scar had said, there is another source of great magical power in the nearly ruined kingdom of Diamond Valley and it’s been hiding an ancient secret deep beneath the caves that no visitor has ever explored.”

“Like what?” Zira asked.

“Ooh, ooh, I know.” Chungu called out with a raised hoof. “It’s a scary snake who has lethal venom in his fangs.”

“Excuse me?” Ushari jerked his head towards him feeling offended. “The correct answer is are magical creatures that have potential to go toe to toe with us should we ever face them in combat.”

“No, no, no, no, no!” Cheezi shook his head. “It’s hyena eating lions that are inside that dark and scary cave! Those lions are evil!”

Scar looks on annoyed since they are in the audience of the most evil lion they know.

“What about diamond-stealing dogs? Dogs are evil!” Doigoi called out.

As everyone argues of what hidden secret could be hidden in the caves, Twilight looks on with an annoyed frown.

“First of all that was a rhetorical question.” She tried to tell everyone but they won’t listen.

“Termites!” Nuka complained.

“Everyone if you would…”

“Creepy crawlers under by bed.” Nuka once again shouted.

Twilight sighed and then turned to Scar who nodded at her before moving to get behind him. Once she did, Scar released a very loud and powerful roar that created a crack in the middle of the ground in front of Pride Rock. The very powerful earthquake like force had everyone narrowing leaping out of the way while yelping in shock.

After getting everyone to shut up and stop talking, the crack in the ground quickly closed up as everyone looks on towards the lion who created that very crack clearly having enough of this bickering.

“That is enough out of all of you!” He sternly warned. “Aside from one of you…” Ushari smiled hearing this when he gestured a paw in his direction. “…You’re all wrong!”

“And since you all need a little visual, perhaps it’s best that I show you of my discovery first hoof…” Twilight worked her magic in showing them the very deep buried secrets of Diamond Valley inside the most secluded caves in the nearby mountains.

With that, everyone all got to gawk and awe at all of the magical creatures the secret kingdom has held throughout so many years beyond every outsider’s knowledge.

“It’s amazing!” Chrysalis remarked feeling a sudden hunger and thirst of love flowing through her lean gut and veins.

“It’s wonderful!” Zira commented.

“It’s delicious looking…” Nuka added before being glared and growled out for speaking out of line. “…I mean so life-like!”

Seeing that had Reirei kick her husband in the jaws before they face a potential chew out for their behavior. “Focus, Doigoi!”

“Yes, dear!”

While Reirei continues to marvel at the wonderful discovery, Janja and his clan had to keep themselves from saying anything for the sake of keeping themselves from getting over-excited along with thinking this will work out the many times they’ve tried hunting only for the Guard to be there to stop them.

“Janja…” Cheezi started.

“Should we…” Chungu started to ask Janja.

“No! No! No!” He shook his head.

“Huh?”

“Why not?”

“Because furbrains, if they’re magical then they’ll most likely have magical powers they can use to attack us should we even try laying a claw on them.” He explained and true to past experience, he for once is displaying a brain here. “It’s not worth it!”

“True…Janja…True…” Scar’s voice spoke to him having levitated himself over on a rock slab.

“I am?” Janja was left surprised to hear this from someone who he least expected to hear from.

“Yes…” He confirmed still smiling to show his respect for brief moment of intelligence before continuing. “…but your past experience in dealing with the Lion and Pony Guard can actually prove useful if you put the right mindset to it.”

“What are you suggesting?” Janja wondered where he is going with this.

“And what’s the plan?” Zira added while wondering the same thing.

“In order to understand your enemy’s weakness we need to find out what it is so that when we do take over Diamond Valley, we’ll be ready by then, which means it’s time for our first attack there!”

Janja didn’t like the idea of getting into a fight where he’ll be inevitably and swiftly beaten, but since it is a one-time thing, he felt it will be worth the trouble in the end. “Okay, Scar.”

“And exactly, how are you thinking we do that?” Reirei asked hoping there’s something that’ll help cushion their upcoming loss.

“By setting up a three-sided attack.” As he continued laying down his strategic approach, he provided a magic visual of the target kingdom’s map. “That being said Reirei, you and Janja both lead the jackals and hyenas from the left to keep the Lion and Pony Guard distracted…” Janja and Reirei glared and growled at each other. “While on best behavior...“ He sternly added as a reminder that teamwork is a must whether they like it or not.

“Yes, Scar.”

“Will do, Scar.”

They both voiced with sheer reluctance in their response.

“Zira, you get to take on Simba along with his pride and the princesses from the right.”

“With pleasure.” She viciously smiled in response.

“And what about us, sir?” The vulture’s leader asked.

“You all will be providing them cover while taking to the skies. Be ready to assist when needed.”

“Of course.”

“And that being said Chrysalis…” Said changeling queen eagerly smiles knowing what this means. “…you and the changelings have the honor of taking the middle right in the heart of the darkest caves of Diamond Valley where no doubt Kyoga and her siblings will be there waiting for you all.”

“Not a problem, Scar.” Chrysalis assured. “…that pesky lioness along with her precious siblings won’t even know what hit them like last time. She’s not the only one who knows magic.”

“So very true.” He nodded before turning back to address everyone. “So now is the time to rest up because tomorrow night, we attack” Scar then turned and levitated back up to Pride Rock where Twilight is waiting for him. “If the plan works, we’ll have what we’ll need in order to take over Diamond Valley, take down the royal family, and the Lion and Pony Guard, and recruit a few potential allies to our cause.”

“And I assume we just stand by and watch the scenes unfold from here.” Twilight figured their roles in this.

“Correct, dear Twilight.” He replied. “Because even if they do fail we’ll still benefit from it with the means of having a new successful strategy to take over Diamond Valley in place.”

Scar then evilly laughed knowing that he has already set things up to further corner his competition for the throne with the guarantee that is rule will be permanent dawning on the horizon similar to when Celestia’s sun sets over Pride Rock.

After he left to retire inside Pride Rock for the time being, Twilight decided to prepare to head home…at least until she remembered something she said just before when she was sneaking away from the Guard and Royal Family.

“The ritual will take place in the middle of their kingdom later tonight. We need just need to gather these three items; Phoenix Feather, Thunderbird Feather and Occamy Feather. Together with an ancient spell it’ll all ensure that this secret remains a secret and so that if anyone who knows dares to reveal it they would instantly pass away.”

Twilight’s eyes widen in horror with this new information in light once this spell is activated. Should that happen she’ll die right then and there since she already knows and has already told everyone about them and so will everyone else.

“Everyone will all die because me.” She gasped. “I can’t let that happen!” She quickly flew back over to the outsiders while casting her invisibility spell over herself.

While flying overhead she ignited the glow on her horn so she can cast a spell on them to wipe their memories of whatever rumors in Diamond Valley they have already heard. With one bright pink flash of blinding light spread all across the Pride Lands that reached to all of the Outsiders around them and when it cleared up everyone was left disoriented with what just happened.

“Janja…?”

“What just happened…?”

“I don’t know! And to tell you the truth…” He tried to recall what came over him. “…aside from meeting with Scar, I…can’t…remember.”

“Huh that’s odd.” Chrysalis remarked.

“What is it?” Zira asked.

“I could have sworn I heard something about a rumor in Diamond Valley but now it’s more a blur to me.”

“Me too.” She groaned while blinking. “But…I don’t remember what it was.“

“Me neither.” Reirei added not too far from behind. “Do you?” She turned to her husband.

“Not a clue as ever, dear!”

“Okay…good…” The alicorn sighed in relief from up high and unheard before making her way over to Pride Rock just when Scar is stretching his back before moving to fall asleep. “And now that just leaves one more left to take care of.” She makes sure her invisibility cloak is still up before tip-toeing her way over to the lion so she can cast her memory erasing spell on him. “Please forgive me for this.” She whispered to which had Scar’s eyes opening up feeling like he heard someone just when the alicorn quickly cast her spell and teleported out of there as soon as she completed it.

“What the heck…” Scar muttered while feeling disoriented himself from the bright pink flash. Once he recovered from the blur he stood up and looked around making sure there wasn’t anyone nearby around but found no one. Initially, he got suspicious and suspected someone came and messed with his memories but then he felt a sudden spike on the back of his neck resulting in him falling back on side before resuming his nightly slumber.

When he turned over a magical aura managed to nap what hit the evil lion, a tranquillizer dart. Said dart was levitated away from him and on over to the alicorn hiding from the ceiling before flying away through the secret portal inside the caves back into Ponyville.

With their memories of the hidden secrets of Diamond Valley erased from every mind from Scar and his followers, she silently hopes that this won’t come back to bite her in the flank.

“Hopefully…” She voiced with slight hints of worry and hoping that it’ll stay that way.

Later that night, every one of the most important figures of the Pride Lands and Equestria at Diamond Valley has gathered in front of the very heart of the hidden kingdom where the spell is to take place. By then Kyoga and her siblings have managed to gather the three crucial feathers needed in order to proceed with the ritual.

“Is everyone ready?” Kyoga asked everyone in attendance.

“Uh-huh.”

“Eeyep.”

“Affirmative.”

“Yes sir, ma’am sir!”

“Of course!”

“We’re ready!”

Bunga, Applejack, Ono, Pinkie, Rarity, and Fuli all answered.

“And do we all understand what’ll help once we cast this spell.” Karabi added.

“Yes we do.” Kion nodded with great understanding of what’s expected out of all of them.

“We promise.” Fluttershy vowed.

“Absolutely guaranteed. Not even a peep from me!” Rainbow added.

“Proceed, Kyoga.” Simba nodded giving her his royal permission.

“Okay.”

With his royal blessing on behalf of the others, Karabi and Lite all clasped paws together after placing the special feathers down on the very center of the kingdom itself. With the three lions are circled around the feathers that all started to glow. Then the trio of siblings reached their paws out towards them causing them to emit golden glows with nearby blossom petals circling around the feathers and around all of those gathered at the very center.

While this was going on Twilight was watching from one of mountain tops and proceeded to cast a spell on herself to counter this ancient spell in order to keep the spell’s curse from affecting her.

With the golden glow glowing brighter and brighter, everyone all bravely closed their eyes accepting what’s to come just when a golden beam of light sparks all the way to the very top of the sky as big and powerful as the portals leading to Equestria.

Once the beam had disappeared with the glow dimming out, the spell had been cast on everyone gathered around.

“It is done.” Kyoga stated with everyone all turning around and calling it a night unaware of what’s to come the next day.

Twilight watching them all leave one by one proceeded to sigh in relief before teleporting away back to the library.

But when she got there she ended up having a secret brewing feeling inside that this end badly even though it’ll provide them means to victory next time around. This inevitable loss for Scar’s army will cause more fatal casualties than it’s really worth even knowing they’ll have the means to truly prepare for the actual takeover of Diamond Valley and that had her thinking whether more and more whether Scar’s approach is the best course of action.

It was there she realized what had to be done when the time comes…

…she must go in and ensure the potential carnage never happens as much as possible…

The next night came the day Scar would enact his plan against those at Diamond Valley.

With a teleportation of magic, Scar’s army arrived at the very cave entrance to their kingdom and without wasting anytime they all proceeded to slowly make their way inside towards where the mystical land of life awaits them. By carrying out their master’s directives, all three groups moved to carry out their three-sided attack on the place. Hyenas and Jackals on the left, Lionesses on the right, Vultures and the sole wing pony take position in the skies, and Changelings in the middle and heart of the valley towards whatever the mysterious source is along with its hidden secrets deep down.

All while this is going on, Twilight even though it was against Scar’s orders, moved to cast an invisibility spell on herself so she can remain unseen and undiscovered. And for good measure to keep Scar from uncovering her true role in all of this, arranged for a duplicate of herself to take her place by the lion’s side watching the fight unfold from Pride Rock.

“No matter what…” She personally said to herself before flying off invisible. “…most of them make it all out of here alive.”

On the east side of Diamond Valley, Simba, Nala, Celestia, Cadance, and Shining Armor were meeting up once more to discuss their approach in regard’s to going forward with the kingdom’s biggest secret.

“And are you sure that was a good idea? I mean what if someone actually says something?” The Prince of the Crystal Empire questioned.

“Absolutely!” Cadance asserted. “Everyone who was there…” She looked aside knowing very few others who would. “…has sworn their lives never to tell anyone. Otherwise they can count on their lives…ending should they do it.”

The handsome stallion still shuddered with the thought they actually agreed to this. “I know, but it seems kind of horrible and undeserving to sign away your lives in the name of keeping a secret. Not even Pinkie Pie from what I heard would actually warrant it over when making others do her special promise.”

“Indeed.” Luna agreed. “But a promise is a promise and we have thou forsaken and upheld our vow’s to ensure that it stays that way no matter what curse has been forsaken on all of our lives.”

“That is true.” Nala couldn’t say anything else. “And I’m sure we’ll be fine as long as we can keep a secret here.”

“I guess.” Simba reluctantly agreed while accepting it nevertheless. “At least it’s good to know that’s one thing Scar and his followers will never be able to unveil even if they did know whatever Diamond Valley has.”

“Like what, Simba?” Zira asked while she and her lionesses appear in front of them.

“Zira!” Simba growled back. “What are you doing here!”

“Oh just stopping by in the name of Scar in conquering this magical kingdom of yours, or more accurately, the pesky lioness who stole my dark magic from me.” She answered while she and the others circled around the grown up ponies and lions. “You know it’s shame she isn’t here right now because I sure would love to get my revenge on that over-powered brat for what she did to me.”

“Not on our watch!” Celestia asserted with her wings spread out and horn glowing ready to use her magic on the psychotic lion and her pride when needed. “Because we will never let you hurt her or Kion! Not when we are around!”

“Have it your way!” She grinned maliciously in response before shouting her command to her followers. “Attack!” The other lions all roared while approaching the surrounded targets.

The ponies and lions however weren’t deterred by this with Princess Celestia herself preventing them from attacking them all at once by creating a wave of magic that repelled and blinded them with the golden color she normally uses followed by Shining Armor charging towards them.

He moved to tackle down Nuka while kicking away Vitani and three lionesses away before glaring down at the nervously chucking lion before being greeted to a magical levitation and boot to the rump that sent him flying all the way across near the entrance of the cave.

Zira and Vitani snarled at the others before Princess Cadance moved to take action by working her magic in blasting Zira aside before finding herself tackled by Vitani. The two proceeded to tumble across the ground until the lioness moved to pin her down. The Princess of Love responded by sending a hot sky blue beam of magic and kick to force her off of her and send her crashing head first into a nearby boulder.

The head lioness was now further enraged before locking eyes on the lion king himself and settling to duel him herself. The two proceeded to trade swipes from their claws with the larger lion managing more hits in the process forcing Zira to retreat.

Both the royal sisters teamed up and proceeded to use their magic in firing blasts towards every lioness that tries to come at them, nailing each hit while even managing to shake of a few lionesses that manage to climb onto them to try to maul them. The two managed to work in sync together in ensuring they each other’s backs, even nailing those that tried to maul them when their back’s were turned.

“Luna! Behind you!”

“Right back at you, sister!”

The two traded before flapping their wings and taking their fight to the skies.

Just then the Lion and Pony Guard heard the commotion from the opposite side of the kingdom.

“Hevi Kabisa! What’s going on!”

“Yeah! What in tarnation is all of that there roaring and snarling over there?!”

Ono and Rainbow both knowing the drill move to fly over towards there to get a good look on what’s going on the east side of the kingdom before spotting the big brawl between the royals and Zira’s pride still raging on.

“Oh, no.”

“Hapana!”

“Zira and her pride!”

“They’re here and attacking the king, queen, and the princesses!”

“Oh my!” Fluttershy gasped.

“We gotta go!” Bunga stated.

But before any of them and even the Fastest of the bunch could do anything about it, they immediately find themselves surrounded by two groups of familiar foes

“Trying to leave so soon, Lion and Pony Guard?” Janja mockingly asked accompanied with hyena laughter. “Why you’re all just in time to witness the takeover of this kingdom!”

“Along with all of wonderful creatures we can sink our teeth into!” Reirei evilly added while cackling.

“Not a chance, Janja! You too Reirei!”

“And if you even lay one claw on one of them you will have to answer to me!”

Both Kion and Kyoga furiously stated with the latter showing a little more emotion that she normally would and for a personal good reason.

Everyone who resides here at Diamond Valley is all she has left of this place. She can’t afford to lose anything more to the lion that caused her life of misery.

“Oh, yeah…” Janja eyed one of the nearby Roan antelopes. “…why don’t you actually try to stop me?” He moved to charge towards who quickly panicked and ran (and in a non-comedic manner)

The poor prey was terrified and fearing for life. “Help! Help!”

At the same time the jackal leader spotted a Steenbok antelope within sight. “Ready for some family hunting dear?”

“You bet!”

“Then let’s go!”

The two jackals moved to charge towards the other antelope who too was panicking in fear upon seeing them with hungry and murderous eyes.

“Not happening sister!”

“Huwezi!”

Both the Lion and Pony Guard’s Fastest moved to take action by cutting them off so that they trip up and fall face first into the dirt.

Before the five could recover they had two more Guard members coming their way.

“Twende Kiboko!”

“Yee-haw!”

Before any of them knew it, the three hyenas and two jackals were all sent hurling into the sky towards the entrance of Diamond Valley courtesy of full hippo weight and back bucking from the Lion and Pony Guard’s Strongest members. After seeing them fly away and fall far away, both the hippo and farm pony both high-hoofed each other in satisfaction for a job well done.

The remaining jackals and hyenas who haven’t tried their luck already, decided to high heel away from the glaring daggers everyone was shooting at them before finding themselves hoisted into the air and drawn back towards Kyoga who levitated them towards her.

Kyoga having a more vengeful mindset on the two predator parties hurled them around with her magic over their heads before hurling them away and towards where the others who have already been defeated have landed.

While this was going on, Twilight still invisible from above, eyed the scene carefully seeing that her interference isn’t necessary after seeing the Guard and the Royal Family hold their own against their enemies fairly well as expected. With that, she moved towards the hidden caves in the mountains where Queen Chrysalis and her changelings are headed. Hopefully she can still catch and stop them from toying around with dangerous secrets and magic not meant to be trifled with.

Said changeling was leading her army towards the entrance of where the hidden and rare beauty of creatures were awaiting behind the fortress like doors. She looked around for the secret door opener searching high and low around the area until Phrynax spotted the button that opens the doors to the hidden and forbidden area.

“Over here!”

“Excellent, great work Phrynax!”

She moved to push the button to get the gateway to open up until she finds her hoof restrained by a certain and familiar violet colored aura of magic.

“Don’t!”

“Twilight! What are you doing here?! Shouldn’t you be sticking by Scar’s side back at Pride Rock?!”

“I should but that’s not important right now because right now you need to understand what you’re getting yourself into here!” Twilight retorted not concerned about any of that given the severity of the situation courtesy of one push of a button.

Chrysalis scoffed her warnings in response due to her animosity as Scar’s favorite. “I know exactly what I’m getting myself into! A source of great power and a bigger place as Scar’s favorite right hand pony.”

Twilight rolled her eyes at the changeling queen’s retort. While it’s true that she is Scar’s most favorite follower and right hand pony she never moved to be smug and rubbing it in her face about it. “Listen I understand that you’re unhappy with being treated as the un-favorite and I’m sorry for that. But you need to understand that what you’re about to do is putting you and every changeling’s life here in danger!” She gestures to the metal door in front of them along with the button that’ll open them while moving to use careful words with her attempted warning. “Whatever is behind those doors is something that you don’t even know anything about and could have the power to kill you all on the spot if you’re not careful!”

Chrysalis still refused to hear her out and tried to resist her magic in order to push the button that’ll open the doors. “Oh please, alicorn. Why should I listen to you?”

“Because that power is not meant to be trifled with much like the Roar. If it is locked away then it means it’s not meant to used for evil warfare and sinister purposes.”

The changeling queen still refused to change her stance while inching closer to the button. “Uh-huh, sure, keep telling me.”

“Open that door and try whatever you’re thinking of in there they’ll unleash on you and your hive ten-fold. Your army and yourself would all be decimated in a matter of seconds so please don’t do it!”

“While I appreciate your ‘concerns’ I have orders and much more important things to worry about than listening to something that is within our grasps.” She moved to yank herself free. “So now…”

“No!”

It was too late! The button had been pushed, and the doors have opened.

Acting quick Twilight whisked as many changelings (including Phyrnax) as she can away from the area with her magic and teleported away from there while Chrysalis and the changelings that stood by her side entered the forbidden area.

“So much love and it’s ours for the taking…” Chrysalis happily and proudly declared… “…huh? What?” Suddenly her delight turns to surprise and shock and then. “…oh no. No! No! NOOO!”

Suddenly a large burst of fire emerged from the cave stretching as far as halfway across the kingdom with only the screams of Chrysalis and the changelings being heard from afar drawing everyone’s attention towards the mountains.

By then the Lion and Pony Guard along with the Royal Family had taken down their opponents and wasted no time rushing over there to see what happened. Much to their astonishment they saw a pretty horrifying sight. Many changelings that accompanied Queen Chrysalis lying on the ground all looking completely scorched and burnt.

The changeling queen herself managed to open her eyes while managing to get up to her hooves and groaning the whole way. But when she did she had the horrible realization upon discovering her surroundings and seeing that the changelings who stood by her side are all not moving and not responding when she moved to nudge them to get up.

“My faithful subjects…” She cried devastated at seeing the lives she just lost on her watch in her vain efforts to wake them up. “…all gone! No! Please! No!” She then whispered when it was clear what had really happened after a few seconds of not getting any response or signs of life from them. “No…” Then shouted a scream so hard it could be heard all the way to Pride Rock. “NOOOOO!”

It was there Scar heard the commotion and had sparked curiosity of what happened over there but is sure he’ll be informed when they all get back here even though he was able to pull up the scenery of what happened behind those gates that led to what happened to Chrysalis and her now deceased group of changelings.

“This isn’t over, Celestia and Simba! I’ll get you both for this! Along with your precious lioness and alicorn princess too!” She vengefully swore before flying away from the scene in grief and misery.

As much as they know that she did have it coming, they could never have expected nor seen what the very dire consequences to have befallen on her along with a significant portion of her subjects. And that sure left a bitter after-taste in their victory in this battle since everyone already started to feel sorry for the changeling queen for what had just happened.

Kyoga could only sigh just when both a large lion with a spikey hairdo along with a large and vicious looking snake appeared with a small group of Zouwu and Graphorn creatures appear behind them with some of them having changeling blood all over their mouths from their constant chewing on their lifeless bodies

“Well done, all of you.” She commended after mustering up the strength to do so before turning back towards the edge of the hill where the other Outsiders are all retreating where they are all regrouped to where their beaten allies are just when Twilight appears to magically teleport them away from the scene.

Just before teleporting away both Twilight and Kyoga shared solemn looks with each other before the former disappeared and had everyone teleported right in front of Pride Rock.

Scar after hearing everyone arrive before them, approached the edge of Pride Rock just as Twilight stands by his right side. “So…” He turned to Chrysalis and Zira. “…did you uncover the hidden secrets of Diamond Valley?”

“I did.” Chrysalis admitted with a heavy heart. “But I also lost a lot of my subjects because of it.”

“And what did you discover while there?” He asked to which Twilight was quick to pull him aside by placing a hoof on his shoulder. “What is it, Twilight?”

“All I can say in regards to that is that this source of magic we’ve uncovered is something that requires a lot more strategy and power in order to take them down since they just managed to wipe out a large number of changelings in our awake.” She reasoned. “And I think Chrysalis needs some time to recover from what happened over there before we can discuss this any further.”

Scar looked at her feeling a bit puzzled at her suggestion, but knowing he needs his army at full strength and given their word and expressions clueing him in of how dangerous and powerful with what they are dealing with is, he relented. “Very well, Twilight. We’ll discuss this in the morning. Chrysalis, you may go for now.”

“Thank you.” She cried before flying away still clearly and visibly devastated by the traumatizing experience she and her hive have suffered.

“Chrysalis! Wait!” Twilight called after her as she made her way after her in an attempt to help console her even if she might not be in the mood for it.

Scar watched after them before turning his head back to working up a magical visual of the fight scene that happened in the secret chambers hidden inside the mountains. Said fight involved Chrysalis and her changelings utterly getting mauled and bitten by a large lion-like creature with a spiky mane and tail and a large and agile venomous snake with really large razor-sharp fangs.

Scar himself wasn’t fazed out at all because he’s used to this sort of thing. In fact a time that recalls back to when he last visited Diamond Valley and viciously mauled Kyoga’s parents to death when he moved to relentlessly attack them with his claws.

He fought with fierce valor and viciousness to the point neither of the two rulers could lay a paw on him and were both left laying down on their side and at his mercy. Once they were both neutralized and since Scar was not a lion to show any mercy to his victims, wasted no time in laying down killer claws down to their chests.

After the horrendous deed has been done, Scar shook the blood off of his paws before moving to help his followers in battle that ended with them retreating from the place when the remaining pride helped drive them off. Even after being forced to leave, Scar had the satisfaction of victory since he managed to cripple the kingdom into a land that there’s barely any life there and with no leader since their destined heir is too young and mentally scarred from the experience to assume the throne.

The smirk he had back then carried on to the present as the memory has not been forgotten for him nor did he show any remorse for the pain and suffering he caused back then. And now thanks to his magical surveillance on the secrets of Diamond Valley along with all of the new magical creatures hidden in the secret chambers beneath the mountains, he now has the means in order to conquer the kingdom next time around.

He then pulled up a visual of Twilight managing to comfort Chrysalis on what happened with her word of advice while she is curled up on the very top of Pride Rock.

“Chrysalis, it’ll be okay.” She assured even when the changeling's back is turned from her. “You’re going to get stronger from all of this! You just got to recover, put the past behind you, and bounce back.”

“Okay…” She weakly responded still horrified by the carnage that had happened back there and still feeling like a failure in Scar’s eyes even though it was still a win-win situation for him.

“Things will get better for you and the others and believe me when I tell you that I know so.” She further encouraged to which had the changeling feeling touched upon receiving this from the princess herself like she is actually helping her out here even though she didn’t have to. She didn't smile in response but she did turn to face her briefly with something to say in response to her uplifting words.

"Thanks."

"You're welcome."

Even though it was good to see her bring team moral up with what she just did, Scar still can’t help that she had something to do with not being able to remember the hidden secrets of the magical creatures hidden from everyone. And just seconds of thinking about it had him remembering that she is capable of erasing and restoring memories with her magic, the truth was clear to him with what happened last night now fully restored.

She erased part of his memories in regards to Diamond Valley's hidden chambers last night along with disorienting and tranquilizing him while he was asleep inside Pride Rock. But the true question he's really wondering is, why? Why would she wipe out part of his own memories and avoid talking about the mystic kingdom when he asked her about it earlier?

Nevertheless, It was there he decided he needed to test the alicorn’s loyalty to see where exactly it lies in, on his side, or Celestia and Simba’s. But the question he is currently wondering, what would be the perfect opportunity for her to show her true stance towards friendship?

He pulled up magical visuals of various faces of his enemies before eyeing two certain individuals that would be perfect in determining the best course of action in regards with his current right hand pony, a test that in his mind that’ll decide whether she is worth keeping in his army or disposing of when the time comes.

“Perfect!” He sinsterly grinned while locking eyes with those faces feeling certain that it’ll all work out in the end…for him…

Author's Note

Originally I didn't have plans for this but with the upcoming mid-season finale on the horizon along with a mostly Ponyville setting, it was fitting for the kingdom to get a episode before then. But after some brain-storming and some deep thinking along with taking in some ideas from Zipp Storm, I was able to put this together for a plot-worthy episode indulging in the titular kingdom's magical secrets.

Hidden secrets and new magical creatures, along with new sources of powers beyond belief that no one can imagine...

...but it doesn't stop Scar from taking a keen interest in seeking it's wonders before launching an attack on the kingdom so he can learn more about it's strengths and weaknesses leading to another battle between the Royal Family along with the Lion and Pony Guard going up against Scar's army.

With a saying that while Xanotos Gambit's proves effective regardless of the outcome, it's not without a price to pay and that's what a portion of Chrysalis's changeling army faced when she decided to try to mess with power that should not be messed with. Something that even Twilight tried to warn her against trifling said forces of nature leaving the changeling queen herself traumatized and shaken up from the experience.

Even when Twilight (even though she had no reason to along with personally watching over to ensure that there's little carnage in battle as possible) tried her hardest to help her through it, the message is quite clear that more tactical strategy is in order if Scar wants to claim Diamond Valley.

And because of Twilight's actions throughout this episode, Scar has further growing suspicion of his most competent follower which goes to show and remind everyone of why he's a major threat when he was able to shortly uncover her secrecy against him at the end of this episode.

Nevertheless, Scar has one more plan in his paws in an attempt to test her true loyalties and how much she truly values friendship before carrying out his next major plan in furthering his conquest of the two kingdoms and two world's.

In the meantime, when the weekend comes around we will be seeing some tryouts for the upcoming Equestrian Games along with another element and key to be uncovered when the Mane Cast heads to Rainbow Falls.

Episode 32: The Kingdom Part One

Episode 32:

The Kingdom Part One

The day after taking over the Pride Lands, Scar stepped forward and made his way from the shadows of the cave inside and up towards the edge so he can make his announcement to those who survived yesterday’s volcano eruption and couldn’t escape the kingdom now being overtaken.

For years, he’s managed to uphold this position up until Simba returned and defeated him. And for another few years, from the day Simba reclaimed his birthright to the day the Lion and Pony Guard was formed he’s spent awaiting his freedom with fresh blood to seek to reclaim the Pride Lands back after upholding his part of the bargain with Nightmare Moon in leading her to the Elements of Harmony so she can finally reclaim Equestria from her older sister Princess Celestia.

And as luck would have it, the Lion and Pony Guard prevailed and defeated her restoring her to purified self as Princess Luna, the Princess of Night allowing him to plot and plan his next move in not only reclaiming the Pride Lands but also Equestria as well to ensure that another uprising from within or out there will never happen again.

To this end he observed and watched over the Lion and Pony Guard for months to analyze his new master plan to go on about his takeover, and he decided that he needed to obtain an apprentice who is willing to assist him every step of the way in order to achieve this. Someone who can really relate and share a lot of similarities with one another, like a son or daughter he never had before. After witnessing the sibling squabble between Kion and Kiara along with eavesdropping on Twilight’s feelings towards her brother, he decided to take an interest in Twilight Sparkle, after admiring her strength, power, and determination never one to give up. To him, she showed natural leadership skills and a good heart, and that’s what he was looking for.

After gauging the girl’s growth, he proceeded to arrange the upcoming Canterlot Wedding as the starting point of his plan to corrupt her into following in his paw prints and arranged the following events so that Twilight would indeed do so by praying on her insecurities and feeding a little dark magic in her mind to get her to do so. It worked wonders up to this point and he had her wrapped around his claws and serve as her second-in-command up to this point.

It was a day that Scar had long desired after being given a second opportunity in life thanks to Nightmare Moon reviving him and gifting him with this pure and powerful dark magic and after months of being patient was able to slowly and carefully plan a solid approach to it all. To him it was something that had him smirking in satisfaction with what he has done up to this point and couldn’t be any prouder of his most faithful and competent follower Twilight who is standing alongside the other army leaders behind the lion in charge awaiting to see him give his speech to those fearfully looking up at him.

“Fear me, fear not, my fellow subjects…” He calmly began. “…because as tough as it is it is something to get used to in the light of not only Simba’s failure to protect the Pride Lands but also the two alicorn princesses Celestia and Luna, and the Lion and Pony Guard for their failure to able to stop it all from happening. Those who had lost their lives during the attack yesterday was a terrible tragedy and even more so just when the Lion Guard was beginning to make a comeback in life along with the Pony Guard who had all barely begun to make their legacy here. For everyone it is certainly is a deep and personal loss. So it is with a heavy heart that I once more assume the throne.” As Scar speaks the changelings emerge from behind Pride Rock with an eerily green glow emerging from behind thus frightening said audience. “Yet out of the ashes we shall rise once more to greet the dawning of a new era, in which lion, pony, and changelings, come together in a great and glorious future.”

As Scar overlooks the kingdom where the remaining animals all flee at the sight of changelings swarming around Pride Rock, Rafiki watches the coronation from afar with a depressed sigh. As he buried his face into his palm, he knows that evil has returned and took back control over the once peaceful kingdom and it has claimed the once recently crowned alicorn princess.

During the changeling’s appearance, Scar took the time to float on over to where his terrified subjects are all fleeing from Pride Rock.

“It's time you were all introduced

To your ruler's executive staff

Perhaps not the kind you've been used to

But certainly game for a laugh.”

As he sings the changelings are appear beside him to join in on his familiar tune.

“We'd like to assure you no fooling

Red meat is no longer our scene

And if now and then we're seen drooling

It's only an ancestor's gene!”

The animals were further spooked before sprinting far and away from the enemies.

“So prepare for a glorious future!

Be prepared for the pride's golden age!”

Scar sang as he floated his way across the kingdom on the stone slab he is standing on.

“It's like any other

Who murdered a broth….”

One changeling began to sang until being cut-off by a sudden ribbing from another changeling.

“If we don't spread rumors

He'll feed us and room us!”

The two stopped singing briefly for this exchange.

“But everyone knows!”

“True but still…”

“With friends in high places,

We hold all the aces!”

“So don't try and rattle my cage” Scar cautioned those still running for their lives in his presence.

“Oh, imagine if anyone dared!”

The changelings then sang before they along with Scar all sang together.

“Be prepared!”

“Oh, imagine if anyone dared!”

“Be prepared!”

While Scar flies up high to relish in the familiar surroundings that have hardly changed since his absence from power he managed to catch a glimpse of Twilight looking aside feeling a little uncomfortable and uncertain with his approach to ruling the kingdom he now has control over.

To her she worked really hard and maintaining the Pride Lands even everything that has just happened and truthfully she wishes to keep it that away and hoped that she can get Scar to see things her way in exchange for him showing her things his way.

In the aftermath of Scar’s coronation, Rafiki later retreated to his baobab tree where he sheds a depressed tear from what had transpired recently. When he turned his head he turned to the painting of Twilight he quickly turned back away unable to look at it anymore out of fear that they have truly lost her to her inner demons taking over.

Back in the present day, Twilight groaned as she found her eyes opening up slowly as she finds herself trying to figure where she is. When she opened her eyes she slowly tilted her head up from the pillow her head was resting on while supporting herself up on her right hoof and rubbing her left hoof on her forehead in pain.

“Ouch, ouch, ouch…” She muttered out loud due to the pain from the previous beating she just took in still fresh.

“Twilight!” Her brother’s voice greeted as he immediately wrapped her hooves around her. “Oh, thank goodness you’re alive!”

“Yes…”She replied while enduring a painful hug due to her injuries. “…unless I’m somehow dreaming this…” She looked around to see the rest of her friends and family are all here all looking greatly relieved that she’s okay. “…Luna?”

“Rest assure, dear Twilight, that this is not a dream. It is indeed all real.” Luna assured as she gestured to the room around her. “And as you can see now, you’re in the Canterlot hospital near the castle.”

“Huh…” She looked around her surroundings and recognized this as the same room she was placed in when she first placed here when she first got her scar. “…same room and everything?”

Pinkie was quick to answer that question and then some. “Yep the very one where you first placed inside when you got your scar after the whole wedding incident where Scar nearly took over Equestrian and…” A record needle scratch was heard when she immediately froze after realizing what she just said accompanied with the others glancing at her for that. “…oops. Sorry, too much, but yes, same room and everything.” She nervously giggled before pulling out a cake from her mane that says “Twilight Survived.” With the image of her face on the very center of it. “Would now be too soon to offer you your get well party cake?”

“Fraid so, Pinkie.” Applejack replied honestly leading to the pink pony putting it aside for the time being.

When the two siblings broke apart from the hug, the purple alicorn slumped down trying to support herself on her front hooves while groaning in pain.

“Easy, Twilight…” Her brother advised while gently catching her before she can fall over. “…just lay back down, you took a really bad beating back there.”

“A real big number all around.” Applejack added. “He mauled you faster than a tiger hunting down a deer in the middle of the jungle.”

“Of course he did…” She said while lying back on her pillow. “…after telling him off for capturing everyone there even though they had nothing do with why he became the lion he is today.” She groaned to herself with her hooves buried in her face after realizing that Scar had out-smarted her.

“But why?” Simba asked trying to understand what got into his evil uncle into being so vicious in his attacks against her. “What did you say to get him to be so brutal towards you?”

“The only thing I said that apparently offended him was when I told him that he was nothing compared to Mufusa or you when it came to being king.” She said after sighing and removed her hooves from her face. “Who would have known that?”

“That would probably do it.“ Simba said while nodding to understand that while personally regretting not warning her about that beforehand. “He does not like that at all.”

“No kidding.” She couldn’t agree more after finding that out too late. “And now the Crystal Empire is one more kingdom wrapped around his paws since apparently the guy managed to get around everything meant to keep him out in the first place.” She further voiced her frustration with herself. “Underground tunnel, I should have known he’d have help to get around that.”

“Twilight…” Her future sister-in-law said trying to assure to her she holds nothing against her. “…it’ll be okay. We’ll figure something out and get the Crystal Empire back.”

“Really?” Twilight wasn’t convinced. “Even after what I just endured back there?”

“Of course.” Cadance herself still smiled still unsure of what point she is trying to make.

“How about the rest of you?” She asked everyone else who looked a little unsettled by her sudden sharp tone. “Can any of you tell me that there is a way to actually defeat Scar himself, who is by the way fueled and empowered by the magic of three dark and all-powerful alicorns, not to mention has a dangerously cunning mind that’s managed to outsmart all of us no matter what counter plan we’ve come with it, and actually manage to turn the tables on him?!” No one knew how to respond to that. “Well? Anyone? No?” She turned to a few faces. “Kion? Nala? Simba? Luna? Celestia?” None of them truly had a good answer knowing of how true her argument is. “Can’t come with a good answer huh? That’s what I thought. And since it’s pretty clear that no one can come with a good reason of why any of us should believe it’s possible, why should I?”

“Because you never give you, Twilight!” Kion quickly responded in a desperate attempt to reason with her by leaping up onto her bed and getting face to face with her. Despite of how threatening it looked, Twilight still didn’t flinch. “Even when all odds were against you never gave up! From Nightmare Moon, to Discord, Chrysalis, and every other bad guy we came across, you were always the one to come up with a solution to take them down.” Twilight’s mood failed to change. “Come on! Please understand that someway somehow that no matter what that we still will defeat Scar no matter what it takes. You said it yourself, you even vowed it yourself. You even promised us that you would try to make things right no matter what, Twilight.”

“I did.” She replied still not smiling. “But that doesn’t answer my question how and unless you and anyone else here have a good idea of how to, then we might as well turn in our crowns before he has the chance to bury our graves.” She moved to struggle and get herself up and off of her bed and moved to limb her way out of the room, bypassing the many shocked and stunned faces from everyone in the room with what she just said.

The fact that she actually voiced that the situation is hopeless is definitely telling that Twilight is still not the mare who’s completely recovered from the whole Midnight Sparkle ordeal and has given up hope that Scar could now be defeated and is now plotting to conquer Equestria now with all other obstacles removed. Deep down she is feeling like a failure who can’t even protect anyone just like any other princess is capable of doing.

She walked from the hospital and towards the Canterlot Castle where the one last kingdom still stands all while singing in a sad and somber tone.

“It's not like I haven't been grateful for all the things that I've earned.

Or for all the journeys I've taken, or all the things that I've learned.

But I can't help but wonder where I'm going now, what is my role supposed to be?

I don't know how to travel to a future that I can't see.

I have still my wings, I still wear the crown. I'm still a princess, that much is true.

But it's still unclear to me just what it is I'm meant to do.

I wanna have a purpose, do all that I can.

I want to make my own contributions, and be a part of a plan.

I want to step up and make things right and continue turning myself around.

But how?

How can I step up and prove to everyone that I’ve changed?

How can I step up and prove that all I want to do is help?

How can I step up and prove that truly deserve to be a princess destined to rule here?”

She flew her way to the castle balcony and ended up turning around and staring off onto the open horizon in the Crystal Empire and the Pride Land’s portal’s direction all now under Scar’s control along with all of those ponies and Pride Landers all trapped there. And it’s all because of her.

She thought she had everything all set to counter Scar’s attempted full-scale invasion yet somehow the possibility of the underground tunnel network allowing them to get under it no problem never registered in her mind. All she could do upon remembering that’s how they got in during the wedding is look down feeling upset with herself for not accounting for that.

Deep down she truly wishes she knew how to defeat him, but how? All odds were stacked against her and he’s managing to outsmart and overpower no matter what she has up her hooves. And of course, even so she further feels that even if she does, she doesn’t feel like she is going to stay here in Equestria and the Pride Lands due to the fact that everyone there is going to never let her live it down since her assistance in his scheme started the whole mess in the first place.

“Well, guess I better start packing before I head out of here…” She lamented before walking on over to her room. But she immediately found herself halted in her tracks just before she can reach the balcony she finds herself right under the gentle wing grip of her former mentor, Princess Celestia. “Huh?”

“Please, Twilight…” She implored of her. “…don’t go.”

“We need you.” Cadance added with a pleading look.

“For what?” Twilight asked still unmoved. “To get us in more trouble?”

“No, of course not.” Cadance quickly shook her head. “Because like you said when you came back in order to put an end to all of this, you need us as much as we need you. You still belong here.”

“Indeed.” Luna said in agreement. “In order to defeat that nefarious lion and his army we need to rely on all of the help we can get and that means relying on each other. And you still belong here even when things are at its darkest, Twilight.”

“But…how…” Twilight was left at a loss of how to answer of what resolve there is to counter the very threat leaving them cornered here in this very kingdom. “…I mean I understand what you’re trying to say…but…Scar…is so powerful…and fierce in combat…” She was clearly struggling not to cry due to the heartbreak he inflicted on her. “…I…I don’t know how he can be beat.” She then repeated and whispered. “I really don’t know.”

And that was enough to tell the other alicorns that deep down she is truly scared of him and that their previous battle really placed some severe doubt in her mind that it’s possible to take him down.

“Twilight…” Celestia began carefully. “…I’m sure there will be a way to defeat him because one way or another good always triumphs over evil.”

“Can say for certain that you know what’s it like for everyone depending on you to come to their aid in a time of need only for your worst enemy to badly beat you fair and square?”

“Yes.” She confirmed much to the young alicorn’s surprise. “All of us can for a fact like my failure to save my sister from the darkness that allowed her to become Nightmare Moon and being unable to protect my subjects against Chrysalis during the wedding.”

“And given that this whole mess is my fault in the first place, I too am responsible for this ever-growing burden on our shoulders.” Luna added.

“And considering Chrysalis managed to trap me in the caverns for days and of course lost the empire to King Sombra, I can relate full well of what you are going through.” Cadance further added. “None of us are as perfect as you think we are and we all make mistakes from time to time. And we know for a fact that whatever your destiny is it’ll be right here in both Equestria and the Pride Lands.”

“Cadance is right, Twilight, you are still one of us.” Celestia further assured with a wing draped around her back before beginning to sing herself.

“Your destiny looks to be uncertain, and sometimes that's hard to take.

But it will become much clearer with every choice that you make.”

Luna was next to sing.

“Patience is never easy. I understand wanting to do more.

I know how hard it must be, wanting to spread your wings and soar.”

And then Cadence sang next.

“But you are here for a reason. You're gifted and quite strong.

That crown rests upon your head because you belong!”

And then all three sang together.

"Know that your time is coming soon.

As the sun rises, so does the moon.

And as love finds a place in almost every heart,

You are a princess, and you'll play your part!”

After the song ended, Twilight was once more heartfelt to the point of tearing up by their undying loyalty and encouragement. Clearly even with all of the heartbreaking trouble she had given them earlier they still are giving them their full support and forgiveness.

“Thank you all.” She said softly with a matching smile before looking on at the horizon towards the portal’s direction along with the far north where the Crystal Empire lies. “You all have been very good to me even after everything and I really want to wish that we will overcome this. It’s just I really wish we knew how to.”

“And we can assure you that in time we will find it, Twilight.” Celestia reassured as she and the other princesses joined by her side. “As long you continue having faith in your friendship with everyone here.”

“Of course.” She acknowledged with a nod while still looking forward to where Scar is in control. “But how?”

Said question is answered elsewhere, where Scar is currently meeting with the other team leaders in attendance in the Crystal Empire’s throne room.

“Well done everyone…” He said to each and every one of them. “…the Crystal Empire is now ours to lay claim to.”

“Which means the Crystal Empire is now mine to conquer!” The crystal king proclaimed.

“Yes it will your majesty...” Scar replied in the face of the other uneasy onlookers given of how much he holds the cards here and the main reason they have control of the Empire now was mainly because of Scar forcing everyone to surrender. “Under one condition…”

“And what that might be…“ He inquired.

“There is no question that the Lion and Pony Guard along with the royal family will be back to try to come back and reclaim this empire along with the Pride Lands and that means we need every ally up and ready to defend our territory in order to keep them from reclaiming it. So that means we will remain here until further notice and I still need you to hold the frontlines here with the castle as is for now.” King Sombra frowned in response as his boss turned to his other followers. “Everyone else, get some rest! We got a big day of training to look forward to!”

An announcement that sparked intrigue in half of the army such as Zira, Chrysalis, ReiRei and their respective packs, and the others such as Janja and his pack had to reign in the cringe they were feeling at that moment since this is the closest they have ever achieved victory under the lion’s leadership. None of the less, everyone all proceeded to do so with Tirek the last to follow.

“Not you, Tirek.” Scar said before he could leave with everyone else sparking confusion from him. “I have a special task for you…”

“Like what?” He inquired wondering what he specifically has in mind for him. “And this had better be worth my time.”

“Oh, don’t you worry, Tirek. It will definitely be worth your while, especially since there is all of the magic from every pony in the Crystal Empire here right now…” He assured to which got Tirek’s hunger growing and eager to hear more about the task he has in mind for him.

“Keep talking…” He said all ears for whatever he has in store for him to do.

“Listen carefully…” Scar said with a sinister smirk as he began explaining it to him with locked eyes on him.

Late that night, after everyone had retired for the night, a unicorn stallion in another part of Equestria was trotting through a dark alley. He was carrying a crate of oranges with his magic, keeping an eye hoping he doesn’t run into any scary strangers along the way.

Unfortunately his luck ran short when he turned a corner and heard a noise nearby courtesy of a purple and green flash of magic right in front of him. Yet as the unicorn rounded a corner he thought he heard a noise. He flinched briefly, before convincing himself he was just seeing and hearing things. Breathing a sigh of relief he resumed his journey only to come face to face right into a cloaked figure that was breathing heavily.

"Oops... very sorry…" The stallion apologized as he carefully set his crate of oranges down. "You... came out of nowhere. I almost didn’t see you there."

The black-cloaked figure continued to heavily breathe before speaking his mind. "'Is he friend or is he foe?' The pony wonders. Well I can assure you that I am no friend. I am Lord Tirek!" He then said while briefly emerging his head out of his cloak to show his glowing yellow eyes, and red muscular arms. "And I will take what should've been rightfully mine long ago!" He opened his mouth, thus draining the unicorn of all his magic. The stallion's eyes dulled and his cutie mark vanished as he dropped the crate with the oranges inside of it spilling out as a result.

The magic that flowed into Tirek caused his body grow larger and stronger as a result. Once the transfer was complete he sinisterly chuckled in delight knowing that this is only the beginning of his rewarding conquest.

And it happened to be the last thing Princess Celestia saw before she woke up from her bed, still wearing crown and horseshoes. The princess gasped for air upon doing so.

Just then, the bedroom doors flung open when the night princess barged into the room very concerned. "Sister, are you alright?!"

"I just had the most terrible nightmare."

But Luna said otherwise in response to what she just said. "Why do you think I'm here, dear sister? You know as well as I do that this was not a dream but a vision."

Celestia rose from her bed after realizing what this truly means as they move to look out in the nearby bedroom window. "Then we haven’t much time. The stronger he becomes, the more we are in danger.”

“Indeed.” Luna nodded before rushing off out of the room. “I’ll notify Twilight, Cadance, along with Simba, Nala, Kion, Kiara, immediately!”

Luna quickly proceeded to do so in an instant before they all quickly met up in the castle for an emergency meeting at Princess Celestia’s urgent request. Once everyone was gathered and in the loop on the matter, she quickly explained the reasons as the four alicorns were seated around a table and a book was floated over.

“Thank you all for meeting us on such notice.” Celestia told everyone and made this especially clear to both Kion and Kiara since they were both clearly still waking up from being interrupted from their sleep. “The reason why I’ve called this meeting is because I’ve just had a vision. Another enemy has returned. Lord Tirek.” She opened the book while continuing to narrate the story while showing a picture depicting two strange looking creatures, one was a hulking centaur, and the other was more a gargoyle. “Tirek came to Equestria from a distant land with his brother Scorpan over a thousand years ago. Their intention was to steal the magic in Equestria for themselves and take over.” The page flipped to the gargoyle smiling amongst the many ponies surrounding him. "But Scorpan soon came to appreciate the ponies and how welcoming they were. He even met and befriended a young wizard.”

“Star Swirl the Bearded.” Twilight recognized upon seeing the very recognizable blue robe and white beard on the gray coated pony.

“Correct.” Luna said before continuing the story featuring the gargoyle trying to reason with the centaur to no avail. “Scorpan urged his brother to abandon their plans of conquest." The next page showed Scorpan meeting and informing Celestia and Luna. "When Tirek refused, Scorpan alerted us of his intentions, back when we were just assuming the throne."

Celestia then turned to the next page with this one showing the centaur being pulled down into a dark abyss as chains appeared on his arms. "After doing so, Scorpan returned to his own land, and Tirek was sent to Tartarus for his crimes.”

“But it seems that Tirek managed to find a way to escape from Tartarus, sometime to when Cerberus left his post at the gates." Luna then said grimly.

“But that shouldn’t be possible!” Twilight expressed in disbelief. “I mean there was no way he could have escaped if it was heavy-guarded…” But then the realization hit her as she gasped in shock. “Oh, no!”

“What is it, Twilight?” Simba was the first to ask the suddenly horrified princess. “Something you know about while you working for Scar?”

“Not something while working with him, but something I realized to how Tirek managed to get out of Tartarus while Cerberus was distracted.” She answered.

“How?” Kion asked wondering what she is about to say.

Twilight looked aside due another heavy truth saddled in this very secret she’s about to share.

“Back when I was bringing Cerberus back to Tartarus, he nearly got sidetracked when he ended catching a whiff of someone’s scent on the way over there.” She recalled when the beast ended up getting sidetracked and started sniffing instead of following her.

“Hey, come on, Cerberus…” Twilight barked out to him to try to get him to focus on the ball that she had in her magical possession but he didn’t pay attention to her. “…Cerberus? Cereberus…?” Now Twilight was getting curious of what’s biting him when he started growling. As much as she wanted him to focus on getting back on guard, she remembered that she needed to play it nice like Fluttershy would. So, if the creature is growling upon sniffing something up, that means someone threatening is nearby. “Cereberus!” She had her horn flaring up in the direction the three-headed creature is barking at. In that direction is a weak and skinny creature trying to make a run for it upon being spotted leading to the purple unicorn giving him a chase. “Stop!” She yelled out to him just when she was just managing to catch up to him. By the time she managed to catch up to him, the guy was still obscured in the shadows yet breathing heavily due to the heavy fatigue from that short sprinting of running he just did, and Twilight was fueled with fiery determination to recapture him and unveil who he truly is.

“In the name of the princess, you are under arrest for attempting to escape!” She shouted before moving to advance on him to take him down before finding herself intercepted by a black-cloaked figure appearing right in front of her and nearly slashing her right across the face to which she narrowly dodged by a fraction of an inch. “Whoa! What?!”

“On the contrary, dear Twilight Sparkle…” He said with his deep voice dripping with a sense of politeness yet still not letting his guard down. “…I’m afraid you’re wrong about that since this prisoner is coming with me.” To further back up his talk he lunged and growled by charging and swung his right front paw right at her face again, forcing the mare to back away again to avoid getting struck again only just managing a very small paper-cut like scratch out of it.

Now Twilight was forced to defend herself as she finds that this mysterious villain is literally trying to claw right at her face to bring her down. She dodged a few more attempted swings before getting back-handed right in the chest which knocked her down to the ground. She managed to recover from the attack quickly enough to dodge another attempted clawing at the face before charging her magic right at the guy to force him back for a change.

With a brave face she marched on towards her attacker who looked back to see that the centaur escapade has truly escaped during the distracting fight. After seeing that his job here is done he locked eyes with the mare before smiling feeling very impressed with how she fended herself just now.

“Well done, Twilight. We will meet again soon. But until then take in my advice, be careful who you befriend and who you trust because sometimes they may not always have your back when times are tough and at our darkest hour.”

After saying what needed to be said cryptically his eyes glowed completely green as he is surrounded by a fiery green flash of magic that had him disappearing when a big ball of green fire puffed from the ground, leaving behind scorch marks from the area he was just standing in along with a burnt mark on the ground that resembles a scarred eye.

She grunted in frustration upon seeing that he got away along with the prisoner that had just escaped and can only look on at the mark the magical stranger left behind while eying the mark he left behind. An eye with a narrowed eyebrow and a crescent shaped scar over it.

She looked and examined it and couldn’t help but find the mark very familiar like she seen it before but since it was all done, all she could do now was cut her losses for the day and finish getting Cerberus back on guard at his post before anyone else can try to escape.

She walked on and away from the torched forest area with a confused yet frustrated look that turns into a more understandably frustrated look in the present day when the realization dawned upon her along with his latest and current plan.

“It wasn’t until now that I realized who I was really up against at the time and what his new objective now is.” Twilight said to everyone while still feeling ashamed for now recognizing him right off of the bat when they first met back there in answer to the surprised looks from the others. “And it seems that he is now just getting started.”

“And the fact that Tirek is now just regained the ability to steal unicorn magic is very disturbing news.” Luna voiced grimly upon this revelation seeing what Scar’s now planning. “For Scar is now becoming emboldened. First the Pride Lands, then Diamond Valley, then the Crystal Empire, and with the Equestria now in a corner it would now seem that he is now enacting his endgame.”

“And at the rate this guy is now stealing unicorn magic, he’ll soon be draining the magic out of every pony in Equestria.” Simba correctly deduced. “Once that is accomplished he’ll come for us.”

“But why?” Kion questioned. “Why is it now that he is now deciding to act?”

"Tirek's time in Tartarus left him very weak and even with whatever magic Scar has provided him it’s very likely that he wanted things to play out like this.” Celestia explained.

Luna ominously concluded. "Yet with each passing minute he grows stronger still. He will not be satisfied with just unicorns. He will eventually seek out Pegasi and earth ponies as well."

Princess Cadence then smiled along with Kiara as they looked to Twilight and Kion. "And I think I know just the princess who can stop him.” The former proposed.

“And I think I know just the prince for the job. One that is also fierce in the face of danger.” Kiara added with a supporting smile in her brother’s direction.

Both the Lion and Pony Guard leaders looked at each other knowing that they are being suggested for the job at hoof and paw, a job that Twilight was quick to take up.

“And that’s something I agree on…” She said with her wings spread out. “…and something I think we can definitely take on together.” She added with a confident smile towards Kion ready to work with him on this task.

Kion also smiled and agreed. “You’re right, Twilight. Just leave it to us and we’ll find…”

“No!” Princess Celestia firmly put her hoof down on the idea.

“What?” Twilight was shocked.

“But why?!” Kion asked while highly surprised that she would say no considering of the previous times they’ve been assigned and successful with dealing with prior bad guys.

“Tirek has already gained the power of magic from everyone trapped at the Crystal Empire, and since Scar has been carefully monitoring his and our progress that could just very well what he wants.” She explained while turning to the others. “I'm afraid I must turn to another to capture Tirek, Discord!"

Both Luna and Cadance along with Twilight and Kion all looked at her like she is not thinking straight here.

“Discord?!”

“Why him?”

They both asked.

“Because Discord can sense imbalances to when another pony’s magic is transferred to another right away and be there in an instant, so this way it’ll be over quickly.”

Twilight however was quick to voice her objections about the idea. “Celestia, forgive me for saying this, but I don’t think that’s a good idea either.” Her former mentor looked at her quite surprised at her sudden protest as her student had to catch herself before it could get out of hoof. “I mean…I understand why Discord is more suited for the task but is that really a good idea?”

“What do you mean?”

“I mean and don’t take this the wrong way but think maybe sending Discord is sending another pawn Scar’s way. As far as any of us know we could be sending him on his way over to temptation to give into.”

“Twilight, given of how much we’ve given you a chance to prove yourself even if we didn’t have to, I have to say I’m certain that it wouldn’t end up like this.” She firmly replied. “Especially since he’s got somepony to influence him into making the right decision.”

Seeing that Celestia is still standing by her decision, Kion turned to his parents for their thoughts on the matter. “Mom, Dad, you don’t think this is the best course of action, do you?”

“Actually…” Simba spoke somewhat reluctantly. “…I agree with her because I don’t want you going up against him. If Tirek is as dangerous as he is said to be, then you shouldn’t be engaging at him at all.”

“But Dad, I’ve faced off and defeated Nightmare Moon, Discord, Chrysalis, and Midnight Sparkle since I became leader of the Lion Guard.”

“That’s because you weren’t facing off against them alone…” He said trying to properly handle his son’s protest. “…and the last one is more of said bad guy at the time having a change of heart.” Hearing that statement had Twilight feeling defeated inside seeing that there is nothing else that can be said to counter the lion king’s argument. “…no offense, Twilight.” He quickly added.

“None taken.” She said accepting their reasons. “My apologies for nearly speaking out of turn just earlier. I was just concerned knowing Discord and how much he loves chaos even if he has to resort to mischievous means.”

“It’s all right, Twilight…” Nala said understanding her concerns. “…we’re all just trying to find the right approach to all of this and trying to look out for each other.”

“I know.”

With that said, Twilight made her leave without another word while everyone else watched on.

When it was fully explained, the decision to have Discord go after Tirek makes sense, but still was a tough pill for Twilight to swallow, not out of pride, but a sense of wanting to be able to put an end to Scar’s plans of conquest and vengeance once and for all. And since Scar is so unpredictable and manages to come out on top no matter what they’re planning she had to accept it.

Later back at Ponyville, Twilight, Kion, and Kiara have arrived where they would tell their friends of Princess Celestia’s decision on dealing with the incoming threat of Tirek.

"You mean as in 'Discord' Discord?!" Applejack was the first to question.

“Yes!" Twilight confirmed.

“But why him?!” Bunga asked finding it very baffling. “Shouldn’t that be you and Kion’s job?”

“I wish it was, but it isn’t.” Kion replied feeling disappointed too but still accepted it.

“He can sense when there’s a magical imbalance so the next time Tirek steals magic, he be there…" Uses her magic to create a finger-snapping sound. “…just like that.”

“So…” Bunga repeated the same gesture with his claws. “…like that?”

“Yes exactly. Way to sum it up.” Twilight remarked sarcastically since she isn’t in the mood to find humor in it.

“I’m sure they’re just looking out for you both.” Beshte suggested trying to find reason for their decision.

“They are. That’s why my mom and dad agreed with her since Tirek is too dangerous for us to handle by ourselves.” Kion replied.

“But, we’ve handled guys like him before and still came out on top!” Bunga protested still upset by the call. “It’s not fair!”

“Well, life isn’t fair.” Twilight returned with a look to assert that there is nothing that can be said and done. “For me being a princess isn’t for long with Scar reaching his endgame and is on the verge of claiming victory, which means no one will ever forgive and forget what I did since his return.”

“Twilight, don’t say that.” Fuli tried to insist that she still has a place here and in the Pride Lands once this is all over. “Everyone will eventually.”

“And what about your talk with grandfather Mufusa?” Kion brought up. “Didn’t he tell you not to forget who you truly are what you are meant to be?”

“Yes, but he didn’t say that applies should I fail to protect Equestria, and I already did half of that job when I helped Scar take over the Pride Lands.” She countered. “And since Equestria is soon to fall it might as well be complete now.”

“Please Twilight…” Beshte tried to implore. “…don’t let Scar get to you.”

“And technically he hasn’t won yet.” Ono added to which Twilight shot an unimpressed glance at him. “But it’s true!”

Yet even still nothing was improving the alicorn’s distraught mood. “Try telling every Pride Lander that gives me the cold shoulder or runs away at the very sight of me that because they know that it’s all set to happen thanks to me.” She then looked at every single of her friends to make it clear to them that her stance on things looking bleak still stands. “And before anyone else tries to say anything else, please don’t because even if you can get me to say there is a way to stop it all, Scar will just figure out from there of how adjust to it and yes…” She points a hoof to the sky to further illustrate her point of how he always knows of what they’re planning no matter what they come up with. “…he also serves as the eyes and ears all around both kingdoms.”

"Can you at least tell us what you’re going to do now?" Spike asked hopeful that she’ll at least answer that question for them.

Twilight sighed in response before answering. “Nothing, unless, of course, one of you needs me to smile and wave since that’s the only saving grace I have to anyone willing to see me right now.” She then turns and walks away from the group with her head now hung in sorrow. “So that said, I’m going to the Castle of the Two Sisters to catch up on some reading and do some packing seeing that no needs me anymore.”

“Can we at least come with you, darling?” Rarity asked in a slightly imploring manner as she intercepted her. “Seeing that you’re just about ready to leave and all so we can say goodbye.”

“Yeah, at least let us throw you a farewell party before your lone life of adventure.” Pinkie hopped over with insistence.

“Please…?” Bunga implored while trying to be cute with his attempted eye buttoning up and clasped claws.

“Sure.” Twilight replied without an argument yet still kept her head forward. “Might as well make my last days here count while I still I can with my friends.”

All everyone else could do was watch with pity seeing how much her past actions have really affected her and everyone around her.

“Boy, she is really taking the whole Scar thing really hard, isn’t she?” Bunga asked the others.

“Hard not to for having a hoof in it.” Kyoga said unsure of how to get her to stay. “And I think we should at least let the whole thing play out before trying again since it’s pretty clear that she’s not in the mood for justifications of why she should stay here.”

“Probably for the best.” Kiara agreed while being the first to follow after her. “For someone who knows what it’s like to have high expectations out of you I can relate to what she’s going through.”

The Lion and Pony Guard plus Kiara all made to the Everfree Forest and after some venturing through it they all arrived towards the hill and stairway where the Tree of Harmony stood. There stood the tree still alive with magic flowing to keep the forest from re-growing its vine uncontrollably along with the chest where the twelve keyholes that unlock it still stood where it first appeared.

"I still can’t believe we had to give back the Elements.“ Rainbow was the first to express her dismay.

“It had to be or else the Tree of Harmony wouldn’t have survived.” Rarity reasoned with her friend the necessity of it.

“And Equestria would have been taken over by Scar.” Ono added while noticing Twilight looking aside feeling deep shame for her role in that. “Wouldn’t it?”

“Yes it would.” She said not even turning to look at him or anyone else. “But it didn’t matter, Scar still managed to get what he wanted out of the whole ordeal.”

“What do you mean, Twilight?” Kiara curiously asked. “That either outcome of the whole forest infestation would go in his favor?”

“Yes.” She replied without holding back any trace of truth in her confession. “Either the forest successfully overtakes Ponyville thanks to a spark of dark magic Scar planted inside the seeds Discord placed since his first defeat or we give up the Elements to pave way for his true takeover plan in the Pride Lands.”

“You knew that this would happen didn’t you?” Kion said to her friend after connecting the dots. “When you said and acted accordingly in that time of crisis you knew that we would do what you wanted us to.”

“Yes I did.” Twilight heavily sighed with another harsh reminder of why they’re on the verge of losing everything they held to dear. “And if you’ve managed to put everything together you know of who helped Scar come with those plans ever since his public return, don’t you, Kion?”

“I do.”

“Congrats.” She said in a flat and deadpan manner. “You’re a smart cub.”

Seeing that this isn’t helping Twilight’s mood, Applejack was quick to get their previous conversation on track. “Well, hopefully a certain 'friend' of ours won't make us regret that we had to give up the elements in the first place." She then expressed.

“Along with giving us reason to wipe that insufferable grin on his smug face.” Fuli growled already agitated just from thinking about it.

Just then, from out of the sky came a familiar goofy voice called. "Oh, talking about me, I presume?" Said draconequus appeared while floating down from an umbrella in his right paw, a purse in his left paw, pink scarf, and a black bowler hat. After he landed he ditched the attire.

“How’d you guess?” Ono asked in a deadpan manner. “You hear us from a mile away?”

“Mmm, close. But no because as you can tell it’s because my ears were burning.” He said while showing his ears literally burning before splashing water in his face to extinguish the flames.

“Obviously.” He quipped looking unimpressed with his antics before firing back. “And I assume you’re here to gloat about whatever big news you have to share with us today?”

“Mmm, close.” He returned half-truthfully while pulling out the friendship journal and a pair of read glasses. “Just doing a bit of light reading before I head out on my mission.” Twilight quickly snatched the journal away from him just when Discord dawned a green general's outfit and a bubble pipe he explained. "I suppose you know that I’ve been tasked to capture a certain escapade.” He said while pulling down a picture of the two alicorn sisters circling around nighttime stars and the daytime sun.

"So you get to capture a giant mean power-hungry centaur, big deal!” Spike scoffed in response.

But Discord had this to say in response. "You're right, Spike. It is a big deal.” He blew bubbles in his face leading to the baby dragon lifted inside one of them. The bubble popped after floating upwards a hundred yards. Thankfully, Twilight flew up and caught him while scowling at Discord for putting him in that position. “Seems I possess magic that gives me quite an important role in Equestria. Maybe they should make me an alicorn princess.” In a flash he dawned a fake crown and a fake pair of large pink wings and matching horn before pretending to blow kisses to the crowd.

No one was impressed, especially Twilight, Kion, Rainbow Dash, Kyoga, and Kiara.

"In your dreams!" Rainbow dismissed the very idea while knocking the crown off of his head.

“And for the record, technically it wouldn’t even make you a princess since you are a guy.” Ono added.

“Oh I would never dream of it. Just ask Princess Luna.” Discord simply said looking annoyed back at the two.

“Don’t you have a magic-stealing criminal to catch because every second you waste means the more stronger this guy gets?” Fuli asked already feeling irritated by him already.

Instead of answering that, Discord teleported the whole group down to right in front to where the Tree of Harmony is currently standing. "Well, it's just... I couldn’t help but notice Twilight hasn't yet opened up this chest of hers.” He gestured to said chest leaving the others turning to her wondering where he is going with this. “It got me thinking, What if whatever's inside of it is something that could help her prove her royal worth? I only bring it up because she said that she's been feeling like her role as a princess doesn't equate to much."

“Is there a point to it all other than revealing that you’ve been spying on me?” Twilight asked looking on very unamused and feeling like he is digging in a little deep and personal there.

“Oh, my.” Discord said with fake remorse. “Is that or whatever others call it eavesdropping not the way you're supposed to find out what your best pals are up to? Woe is me.”

“Discord.” Kion spoke having enough of his antics. “You should leave.” He firmly ordered.

“Oh, well, of course…” He obliged without hesitation before pulling up his motorcycle and helmet before riding off.

“Good riddance.” Kyoga uttered…just when Discord reappeared right behind her. “…and I spoke too soon.”

“Oopsie-doopsie…” He spoke up while pulling up the friendship journal to show some highlighted pages on it. “I almost forgot…while I was reading I’ve bookmarked a few of the more interesting passages. You really should take a look!” Twilight kindly took the book back for the sake of being polite for the moment while still glaring at him. “Oh I’m sorry, did you have a question for me Twilight?”

“As a matter of fact, I do.” She said with her expression not changing and the others curiously seeing her approach. “Did Scar put you up to this? You know, made you an offer you can’t refuse to convince everyone that you’re chaotically good only to pull a magical knife to everypony’s heart when they least expected it?” She flies up to his eye level to get face to face with him to which her friends looked on pretty unnerved by the dark look and tone she used to address him. “Did he clue you in of how to find the special keys to that chest?” She asked in a demanding whisper.

Discord was taken aback by her bold questions. “My, my…” He said while laughing nervously. “…that’s indeed a fair question…but…” He looks at his watch on his left arm while having a magical sensation flowing through his body. “…would you look at the time, gotta go!” He immediately hops on his scooter but then remembers. “Oh, before I forget…” She then whispers to the two friends that encouraged his reformation. “We’re still on for tea and cookies later, aren’t we Fluttershy, Beshte?”

“I wouldn’t miss it.”

“Of course.”

The two replied leaving the happy spirit to hear their response. “And I’ll bring the cucumber sandwiches.”

After that, he finally he made his leave through the magical door through his ride but not without having others have a few comments about it after he was gone for good.

"Sometimes I think the “reformed” Discord was more obnoxious and the before he was “reformed” Discord."

“Indeed.” Rarity agreed.

“Clearly.” Ono also agreed.

“No question about that. And I thought was my job.” Bunga remarked.

“It is...” Ono said to him. “…you are just more tolerable than him.”

“Really?!” Bunga took it as a compliment until he then realized. “Hey!”

“But he could be right.” Fluttershy protested in his defense. “What if there is something important in that chest?”

“Good question, Fluttershy?” Kion agreed while turning to the purple alicorn who still felt uncomfortable even after Discord knowing that he struck a chord deep inside. “Do you know, Twilight?”

“Why did you ask?” She questioned back still feeling on edge right now.

“Nothing personal…” He quickly clarified trying his hardest not to turn this into another argument. “…it’s just you seemed pretty tense just earlier like he knows something you know...” He found his heart racing a little as he cautiously approaches the alicorn with careful words hoping not to accidentally set her off after seeing of how tense she is looking. “…and I was just wondering if your time with Scar clued you in on what’s really inside that chest. That’s all I was asking.”

Twilight calmed herself down after seeing that she is striking fear into her friends hearts. “I know.” She apologetically said with a heavy regretful sigh while softening her own expression knowing it is now time for her to tell them the truth. “And I think I may know now of how to look for more clear answers in regards to those keys.” She then said with her eyes turned towards the Castle of the Two Sisters before leading everyone over there. “Come on!” With that said, the others followed after her without question hoping there is success from this upcoming research inside.

In another part of Equestria, Tirek was draining more unicorns from their magic whenever he happened to come across them. He was regaining some of his power but doing it very carefully since he was acting on his boss’s orders.

Just then, he noticed a gray unicorn stallion with a short black mane, carrying his belongings with a blue-colored aura of magic and wasted no time in approaching him. Just when he did, the stallion’s face turned into one that was not something he expected. “Tirek, I presume?"

"Discord! You're... free?"

"As a bird, thank you for noticing." Discord then emphasized his point by literally turning himself into a bird with a long and colorful beak.

Despite knowing what’s in store for him, he moved to show his respect for him. "I commend you on your escape!"

The draconequus dropped his smile in response. "Well I'm afraid the feeling isn't mutual.” With a frown and a snap of his talons he had the centaur all cuffed up ready to be taken prisoner. Tirek attempted to hit him with a blast of magic, but Discord split his face apart and effortlessly dodged it.

The centaur groaned in defeat unable to break free from the chains placed onto him just when his captor dons a blue police uniform, complete with a matching hat and tie, gold badge, and a night stick in possession. "Oh, I should've known! Of course you'd want Equestria all to yourself again."

While twirling the nightstick like a baton Discord had this to say in response. "Oh no, it's not for me. I’m just doing this for my friends.” Then he leaned in for a whisper. "And just between the two of us, it's mostly for Fluttershy and Beshte.”

"Fluttershy? Beshte?" Tirek blinked in surprise of who he values the most. "You're not actually saying you're friends with these ponies, and animals, are you?"

Discord then appeared while emerging from a giant cake. "Surprise!"

“I am surprised that someone with your great intellect doesn't see that this 'friendship' is but a new form of imprisonment." He then said as he rattled his chains upon saying that last part. “Clearly you've had to abandon your true nature to stay in their good graces.”

Discord at that moment was playing a harp in response to remark while wearing a halo over his head. After he was done, he quickly ditched the harp and halo in an instant. “I have done nothing of the sort.”

Tirek saw through it and moved to further to continue talking his mindset to him. "Oh, I've seen this all before. My brother was always weak-minded, but you are Discord. You are an all-powerful legend! You cannot fall into the same trap that fell into." He said while placing a hand on the draconequus’s chest. “Help me grow strong and be rewarded with something far greater than 'friendship' freedom!" He emphasized with the last word to which had Discord eyeing him very suspiciously.

“Oh, really? Freedom from what?” He really expected a good answer out of him.

"Well, once I've stripped these ponies of their magic, nothing would delight me more than to see their very world turned upside down. Who better to do so than the very master of chaos himself?" He explained before making his proposal. "Join me, Discord, and reclaim your greatness. Unless of course 'pony errand boy' is the role you've always wanted to play." As Tirek finished, Discord looked over to a portrait of himself and Fluttershy floating nearby (alongside such things as that lamp of himself Discord had made upon 'accidentally' breaking Fluttershy's during his initial stay with her after being freed from stone). “So…what will it be?” He tempted once more.

After thinking about for a fair bit of time, he moved to give his answer. "Well, I must say your offer is very tempting.”

“It is.” He chuckled in response.

“But truthfully I prefer my takeover of Equestria to be more of a solo and reliable effort. So that said I’m afraid you’re still going back to Tartarus whether you like it or not.”

But before he could do so just when he moved to approach the growling centaur he was suddenly taken aback when a small roar accompanied by a burst of green magic appeared right before him.

“And I’m afraid you’re wrong about that, Discord...” Scar countered while floating over him. “…Because truthfully you really have no choice in the matter.” To further back up his threat, he pulls out separate photos of Fluttershy and Beshte, along with the very town where they live in. “And since your friendship with your very special best friends is so great you were willing to side with them, I suggest you really reconsider your options…” He further made his point by snapping his claws to have the images ripped in half. “…that is if you want them to make it out of this alive.”

“You wouldn’t dare!” Discord defiantly shouted now sounding desperate to stop him.

“Oh, yes I would.” Scar replied as he still stood his ground while getting eye to eye with him. “I think I made my terms perfectly clear when I first asked for your help in trying to offer Twilight freedom from friendship along with trying to give you what you really wanted in life.” He then pulls out the magical contract with his signature on it. “And now you have your end of the bargain to uphold or else…” He said with his eyes and tone darkening in order to force Discord’s compliance in the matter. “…there will be consequences for them…and you!”

Discord gulped and was left cornered by the half lion and half alicorn looking right at him knowing that this one of those guys that don’t bluff when he makes threats and truly does have no choice in the matter now.

“Okay.” He said in defeat with his head hanging in shame with what this means towards those who came to see him as friends.

And that was what Scar wanted to hear. “Excellent...” He sadistically praised with a sinister smile.

Meanwhile, at the Castle of the Two Sisters, Twilight having her suspicions about Discord managed to secretly tap into an orb of magic to witness this scene the two baddies and ex-baddie shared together for her eyes alone to see. From there, she saw that Discord too has been baited with something in the past to get his compliance and is now blackmailed into helping serve him.

“That’s what you get for making a deal with a devil.” She whispered under her breath before moving forward with her reading by focusing on the specific bookmarks Discord had left in the friendship journal.

Deep down she understands where Discord’s plight but past experience shows that giving in and choosing to make bad decisions is not the way to go on about it and of course inevitably, there will be dire consequences for both parties involved.

While reading and skimming over the bookmarked entries, she made her discovery to the rest of the team know. “I think I found something.” She told everyone who all gathered around the table she was sitting at.

“What is it?”

“What did you find?”

Both Kion and Ono inquired hoping that it’s something useful.

"I've been looking through our friendship journal again, and I've noticed that there's something interesting about each of the sections Discord bookmarked."

“Like what?” Bunga eagerly asked.

“Something that has one common thing in each and every friendship lesson from those particular days. She first turned to Applejack who is currently standing next to Fuli. "Applejack, do you remember when you had to tell everypony that the tonic Granny bought from the Flim Flam brothers didn't really work?"

“How could I forget?” Applejack replied with the memory still fresh in her mind. "It was one of the hardest things I ever had to do.” She recalled the very memory flashing in her mind when the rainbow shimmer shined in her eyes.

“I hate to disappoint everypony, but there's no way Granny could have made that dive, because this tonic is a fake!”

“But in that moment I just knew I had to be honest. I just knew it."

“And I also recall being there to save your Granny with a fast and timely rescue on my part.” Fuli also recalled the memory. “Much like Applejack I just knew I had to take quick action if I wanted to save her in time. I just had to.”

Applejack not quite understanding the pattern here had this question to ask. “But what does that got to do with opening the chest?”

“I've found that each of you has had to face a situation where living up to the Element of Harmony you represent wasn't easy.” She replied before next turning to Fluttershy and Beshte. "Fluttershy, Beshte, when you two realized had a similar moment to Applejack and Fuli's when you realized that the way to show kindness to the Breezies was by forcing them to leave your home."

Fluttershy gasped at the memory as she the heartache and tears from that moment welled up inside of her. “Oh, the look on their poor faces…but I knew that as difficult as it was, pushing them away was the kindest thing I could do.“

“Yeah, it was definitely hard but it is also the best thing a strong pony and hippo could do there.” Beshte said in agreement while allowing the Pegasus to cry in her arm for a minute.

Then Twilight turned her attention to both Rarity and Ono. "Rarity, even after Suri Polomare took advantage of your generosity at Fashion Week in Manehattan, you didn’t let it cause you to abandon your generous spirit. And Ono, it was your keen sight that allowed the truth of Rarity’s stolen designs to be exposed to the public thus exposing Suri as the fraud she was."

“I simply couldn't have lived with myself if I didn't do something special for the friends who have always been so generous to me!” The fashionista said in response to recalling that very memory.

“And I couldn’t have lived with myself had I let Suri get away with what she did to you back there.” Ono shared. “And it was a good thing my keen sight picked up on your particular lining to show to everyone that those designs Suri stole were really yours.”

The two shared a hug when the unicorn pulled the egret in allowing them to nuzzle each other’s noses together.

Next up was Rainbow Dash. "Rainbow Dash you had the chance to fly with the Wonderbolts at the Equestria Games, but instead you chose to compete with your friends."

The speedster pony just had this to say. “Sure! But being loyal to my friends was way better than leaving them high and dry. I just couldn’t abandon them and leave them experiencing of what could have been had I not competed alongside them.”

Pinkie Pie then bounced up alongside Bunga, very quick to recall their special moments together.

"Ooh, my turn, my turn!"

“And me too!”

“Easy, Pinkie and Bunga…” Twilight said with a smile urging them to reign in their over-growing excitement as she prepares to explain to them. “Pinkie Pie, you realized that seeing your friend laugh was more important than proving you were a better party planner than Cheese Sandwich. And Bunga, the moment you dove and saved Rainbow Dash from that piñata about to fall down on her was the bravest thing a honey badger can do.”

“No kidding.” Bunga proudly recalled while hugging Rainbow Dash who returned the hug and pulled Pinkie into one too.

“Best party I ever had.”

Spike then commented to Twilight. "But what do all of those events have to do with Discord's hint?"

“It's clear we've all had our moments to shine…” Rarity recalled before asking. “… but like what Applejack said earlier. What does any of this have to do with the opening of the chest?”

“All of you had tough choices to make. But when you made the right one and embraced your element, it helped somepony else make the right choice too. Each of you received something from the pony whose life you helped change. A special thread, badges, a medal, a rubber chicken, a flower, a rock, and a couple coins…" She then realized. "…that’s what Discord’s been trying to tell me earlier when he realized the connection.I’ll be right back!” She stated before teleporting away from the castle so she can retrieve the items that serve as the keys to the chest. Once she retrieved them she ran off ahead back towards the Tree of Harmony. “Let’s go!”

After returning to the tree, Twilight opened the case containing said keys and placed them right in front of the tree itself where everyone got another good look at the objects they earned throughout those friendship lessons.

“So Twilight…” Kion said looking at the objects with uncertainty. “how exactly do these things give us a clue as to where the keys might be because to many of us they're just... ordinary, everyday objects.”

Both Pinkie and Bunga shook the rubber chicken and badge around trying to uncover the answer by force.

“Come on, Boneless! Give us that key!”

“Yeah, what she said!”

Twilight was quick to freeze the two with her magic to calmly explain to them it’s futile to try it like that. “I don't think that's going to work, Pinkie, Bunga." She then smiled and took control of their keys. “Watch and learn.” She said before providing everyone the answer they are looking for by simply tossing them towards the chest.

And when she did that the rubber chicken and sheriff’s badge turned into keys, keys, that turned into the shape and style of Pinkie’s cutie mark and Bunga’s face and Mark of the Guard that inserted themselves into two of the twelve locks.

Getting the same idea, the other four mares, along with three members of the Lion Guard that earned their keys all brought their objects close to the locks and watched as they all turned into keys: A key with three diamonds on the handle to represent Rarity’s, a lightning bolt shaped key with a cloud on the handle to represent Rainbow Dash’s, a key with three butterflies on the handle to represent Fluttershy’s, a key with an apple on the handle to represent Applejack’s, and the other three keys, Fuli’s, Ono’s, and Beshte’s were all similar to Bunga’s. Soon, nine of the keys had been inserted into nine of the locks.

“There’s still three key’s left.” Kion analyzed.

“The key that represents the Lion Guard’s Fiercest, Lion Guard’s Wisest, and of course…” Kyoga said after realizing it too.

“…my element. The Element of Magic.” Twilight finished. "But... neither one of us have them."

“You sure about that?” Beshte kindly asked. “Maybe there was something you three did recently that allowed you to earn yours.”

“Think Twilight, Kion, Kyoga, you two as well.” Rarity implored of her to dig deep. “Surely that has to be something that you did like us that can count. I mean, when have you completed a difficult magical task, and in doing so encouraged another pony to do the same?"

“Not recently.” Twilight quickly replied with a shake of her head knowing that those involve her dark times not too long ago. “If I had I would've written about it in the journal and Discord would've noticed it."

“Hate to say it but I can’t argue with that.” Kyoga shared.

“Me neither.” Kion admitted. “But how? How are we supposed to live up to our elements?”

“I don’t know.” His sister replied unsure of how to properly answer that question but gave him an encouraging smile. “But I’m sure it’ll involve being fierce in the face of danger, one way or another.”

“And I’m sure that the same can be said for the two of you.” Spike then said to both Twilight and Kyoga before suddenly belching up a scroll with the Canterlot royal seal on it. “What in the name of Canterlot?” Twilight quickly took control of it knowing it’s for her. “What’s it say?!”

“That me, Kion, Kiara, and Kyoga are needed in Canterlot right away for an emergency meeting with the princesses!”

“Hevi Kabisa!”

“That can’t be good!”

Both Kion and Kyoga shared just when Kiara hopes onto Twilight back when she spread out her wings.

“We better get on over there!” Kiara declared while Twilight hoists both Kion and Kyoga with her magic to hoist them on over there in flight.

Wasting no time, she flew as fast as she could right inside the throne room where the other three alicorn princesses along with the lion king and queen were all waiting for her and looking very filled with dread.

“We can as fast as we could!”

“Is there something wrong?!”

“What happened?!”

“Is it Tirek?”

Twilight, Kion, Kyoga, and Kiara all asked in that order.

Princess Celestia was the first to answer looking very regretful of her previous approach. "I'm afraid I put too much trust in Discord and the effect that friendship would have upon him."

To further demonstrate it she displayed a current visual with a orb of magic showing said image of Tirek stealing magic from every unicorn he comes across with Discord helping him every step of the way. By then, Tirek was growing more in size as he absorbed more magic. The centaur sporting black horns on the top of his head, and his reddish-brown fur was now turning into a more blood red color.

“What?!” Kion was left in baffled disbelief that this is actually happening.

“I knew it!” Twilight muttered to herself.

"Discord has, for reasons unknown, betrayed the ponies of Equestria and now allied himself with Tirek. And it's no longer just unicorns who are in danger." Luna explained.

The shock Kion was feeling was still reeling in his head. “But I don’t understand! How could he do such a thing?! I thought our friendships meant something to him! I thought he'd changed!"

“I wish I knew.” Twilight expressed trying to reign in her disgust towards Discord’s betrayal.

“Maybe because he too has fallen into the same temptation Scar gave him in order to give into his conquest.” Kiara gave her best guess while trying to comfort her brother.

“Nevertheless, Tirek is now growing stronger with every passing minute.” Cadance said. “At this point he has now gained the ability to steal flight as well.” All while following visuals on the orb showed images showed Tirek doing just that.

"Without Pegasi to control the weather, there will be no rain in Equestria. There is word he has gone after Earth ponies as well. Without their strength, they will not be able to tend the land." Celestia further explained the severity of the increasingly dire crisis at hoof.

And then Princess Luna added. “Ponies will no longer be in control of their world. That power will belong solely to Tirek. In fact, there is no doubt that he on his way here to steal alicorn magic. If he does, then there is no stopping him and Scar from there and all hope will be lost, especially with Discord by his side."

“But there is one solution.” Celestia proposed as she and the other princesses approached both Twilight and Kion. “It is only by making this sacrifice that Equestria and the lands beyond it might be saved.” She then stated. “We must rid ourselves of our magic before Tirek has the chance to steal it from us.”

“What?!” Was all Kion could say in response at the very idea while Twilight could only gasp and stare wide eyed in response to what she just said. Is this the scale tipping factor into turning this all around?

The answer to that question is something that Scar is eager to find out as he sees that everything is going according to plan from the very top of the roof from the very castle they’re all inside of. And on top of that, he sees that Kyoga’s eyes are shining a rainbow glimmer when she sees it reflect on Kion’s shiny red mane.

Author's Note

Hello everyone, before I began I'd like to thank you all for your patience and I'm sorry for the wait but as you can see, it was all of creativity, words, plot setting, and proper characterization to go through but hopefully after reading this you'll understand why it took so long to put together.

Anyways, enough said...

Twilight thankfully recovers from the injuries she suffered at Scar's paws, though mentally she's still down and wanting to leave Equestria after this is all over after what had happened the other day. It took the other princesses to encourage into lifting her spirits for the time being.

Meanwhile Tirek has begun his magic hunting rampage all over Equestria and is regaining his previous strength yet again alarming every important lion and pony for an emergency meeting. There we get a flashback scene of Tirek's escape back in "It's About Time."

Little did Twilight realize until now that on her way to bringing Cerebus back to Tartarus was the moment Tirek was set free from his prison by Scar. If Scar wasn't there she would have succeeded in capturing him. The only thing she ever got out of it was a very familiar mark that she didn't recognize until the day of the wedding.

With a direct confrontation with Tirek deemed too risky, the best course of action was send to Discord after him because of his ability to pick up on magical imbalances instantly even though to Twilight it's a missed opportunity to redeem herself and has a troubling sense Discord is in on whatever Scar is planning.

While the reasons there still stand and understandably why Simba and Nala agreed to it for the sake of their son's well-being, it was still a tough pill for Twilight to swallow. I mean if any of you were in her hooves, you surely would want to take the first opportunity you can get after losing a big battle with the Big Bad, even if said villain and some of his associates are major bad guys not to taken lightly.

And sure enough it's confirmed when he coerces Discord to help Tirek grow stronger with the threat of his friends lives if he doesn't just when Tirek tried to convince him into joining him.

While Discord has been known for his chaotically odd ways of showing that he is reformed, he never thought of giving in to helping Scar and Tirek conquer Equestria. And since Scar has roped Discord into his conquering campaign he would surely have reason to be able to back as opposed to when Tirek simply tempted him with his greatest desires by the time he blackmailed into going along with his scheme.

With his new plan now in motion, the princesses prepare to resort to one last measure in an effort to combat both Scar and Tirek. But how will it play out? Only one way to find out...