It was a beautiful morning in Ponyville. In their shared, Octavia was talking to her roommate and friend, Vinyl Scratch.

“Oh come on, Vinyl.” She begged. “I know you’re working on your new beats, but how can you stay inside on such a lovely day when we can play tennis?”

Vinyl responded by holding up her sheet music.

“I know, I know. You have a deadline.” Octavia rolled her eyes. “I won’t stop you, but you if you change your mind, I’ll be at the tennis courts.”

After Octavia left the room, Vinyl looked over her sheets. Behind her a purple mist appeared causing little blue flowers to grow all around the room. Vinyl looked up to see the flowers. Raising her sunglasses, she looked closely at the flower before pollen sprays on her causing her to fall over sleeping.

“Last chance to come along!” Octavia called in the next room, unaware the purple mist was seeping through the door. “It wouldn’t hurt for a little yes or….” She then saw a shadow looming over her and cautiously turned around. “No?” What she saw caused her to scream.

At Twilight’s castle, Everyone sat down to breakfast made by Spike after training. As they ate pancakes, they saw Davis walking up wearing a robe still half asleep.

“Well, well, well.” Raph teased. “Nice of you to join us, Davis.”

Davis grunted as he sat down. He then moaned like a zombie.

“What he say?” Donnie asked Yolei.

“I think he said ‘coffee’, maybe even be ‘cookie’.”

Davis responded to Yolei’s translation by scoffing.

“What was that?” Gamer asked.

“His usual ‘Back off Yolei or feel my wrath’ scoff.” Yolei grinned.

“Rough night, huh Davis?” asked Shine Boy as Spike placed pancakes near Davis.

Davis yawned. “Kept having this dream of this weirdo in a cloak looked a blackish or onyx short trunked animal.”

“You mean a tapir?” Ken guessed.

“That’s what they’re called? Why did I think it was an aardvark?”

“Didn’t Princess Luna talk to you?” Applejack wondered. “She usually visits you in your sleep should you be discouraged or upset.”

Serenity placed her hoof on Davis’. “My Aunt Krystal once told me just keep telling yourself it’s just a dream and you can control the dream.”

“I don’t know.” Davis sighed. “It felt more like a warning.”

Twilight then cleared her throat. “Speaking of Princess Luna, She’s coming today with Mistmane of the Six Pillars. Starswirl the Bearded asked her to come here as he tried to learn about these monsters we’ve been fighting lately.”

“I hope he’s found anything we haven’t.” Willis hoped.

“Agreed.” Izzy nodded. “We need to find this threat and stop it.”

Just then, Pinkie bounced in. “They’re here! They’re here!”

As everyone hurried to the next room, Cody turned to Davis who was still sitting at the table. “Aren’t you coming, Davis?”

“I ain’t going anywhere until I had my breakfast.” Davis muttered. He took a couple bites of his pancakes before Veemon ate his last pancake. Glaring, Davis could only sigh. “Okay. You win.”

And he got up and hurried to join the others.

Soon, the group met in the Friendship Map where Princess Luna and the Pillar known as Mistmane awaited.

“Good morning, my friends.” Luna greeted.

“It is good to see you all again.” Mistmane smiled. “And a pleasure to meet your new friends as well.”

After introductions, Mistmane then went down to business. “Starswirl and Stygian are looking into the situation of these monsters that have been attacking throughout Equestria. If he finds anything, he’ll let us know.”

“We’ll do the same on our end.” Promised Twilight.

Mimi then spoke up. “Now that we got that business taken care of, Let’s talk more about you, Mistmane. Like how you gave your beauty away?”

“That is correct, Mimi.” Mistmane smiled. “I just couldn’t stand by and watch my dear friend Sable Spirit rule the throne being miserable for the rest of her life. So I did what I believed was right.”

“I think it was great what you did.” Kari complimented.

“Thank you, Kari.”

Mikey then walked up. “I got a question. Are you still capable of transferring somepony’s youth into you?”

Mistmane chuckled. “My goodness. I believe I do, but it’s been years since I did it last. Why do you ask, Michelangelo?”

“I want to give you my youth.”

“WHAT?” Everyone gasped.

“Why do you want to do that?” Raph raised a brow.

“I was just curious to how I’d look in the future is all.” Mikey shrugged. “Besides, aren’t you guys telling me to grow up all the time?”

“Is this another Cozy Glow reminder?” Donnie asked.

“No! Not at all! I was remembering when Josh told us when he fought Timemon who stole everyone’s youth and have been curious is all.” Mikey assured.

Pondering a bit, Mistmane smiled. “I’ll tell you what, Michelangelo. I’ll take your youth for the day and when you’re ready, I’ll give it back to you.”

“Deal.” Mikey shook her hoof.

“You sure you want to do this, Mikey?” Sunset asked worried.

“Relax. It’ll be fine!” Mikey assured.

“Okay. Here we go.” Mistmane closed her eyes and concentrated. Her horn began to glow brightly as everyone watched in amazement, including Davis. Then, an orange aura began to leave Mikey through his eyes and mouth and went into Mistmane in a blinding light. When the light stopped, Everyone looked to see Mikey standing up.

“Well, how do I look?” he asked in a raspy voice. To everyone’s surprise, his green was more greyish and wrinklier. His arms and legs were skinnier and his mane had mint green streaks in his now burnt orange color.

“You look like my grandpa if he was a turtle.” Davis blinked.

“Michelangelo?” Shine Boy jawdropped.

“Mikey, you’re…. old!” Raph pointed.

“I can’t believe it.” Yolei added.

“Where’s a mirror? I gotta see!” Rarity levitated her pack mirror to Mikey who looked at himself and chuckled. “Still got the freckles.”

“You look… great, Michelangelo.” Shini smiled though still unsure about him being old.

“How are you, Mistmane?” Ken turned to Mistmane who stood up now as young as she was centuries ago.

“I’m quite alright, Ken. Thank you for asking.” She looked at a nearby mirror to see herself. “I had almost forgotten how I used to look before helping Sable Spirit.”

"Wow! You look really pretty!" Mimi said in astonishment.

"I'll say." Palmon agreed.

“Just as I had envisioned from your legend!” wowed Rarity.

“Cmon! Let’s show how I look in Ponyville!” Mikey started running towards the door when he felt a pain in his leg.

“We better go with him.” Leo suggested.

“Oh joy.” Groaned Davis, still tired.

“Cmon, let’s go.” Twilight said as they all headed out of the castle.

As the heroes walked around Ponyville, they began to see residents fast asleep.

“Do the residents of Ponyville always live like this?” Kari asked.

“Not really.” Rainbow answered. “Everypony’s usually up and around by now.”

“How odd.” Fluttershy looked around.

“Maybe they were out partying all night.” Casey figured.

“And I didn’t know about it? I don’t think so.” Pinkie stated.

“It’s almost a quiet as a mouse.” Sunset observed, unaware the two giant mice ran behind her pulling a sled.

“I sense dark magic around here.” Luna breathed.

“Hey guys! Take a look at this!” Everyone hurried to Love Shine who looked in a house to see giant music notes dancing around while Vinyl and Octavia were asleep.

“Okay! What are those and how can those two sleep from that?” Raph remarked.

“I don’t how, but it’s like they’re connected to those two somehow.” April pointed to her head.

“They almost feel like…. Dreams.” Luna pondered.

“Dreams?” Everyone gasped.

“Is it possible for dreams to come to life?” Izzy asked the princess.

“Not likely. It is possible but can cause confusion. Trust me. I tried once as a filly, but never again.”

“Look guys! It’s not just here!” Everyone looked to where Mimi pointed and to their surprise, every pony’s dreams came to life as they still continued to sleep.

“Holy chalupa.” Mikey rattled.

“It’s beginning to feel like Alice in Wonderland.” Yolei griped as a small airplane flew past her as the ponies wondered about her reference.

As everyone looked around, they saw Bulk Biceps snoring as knitting needles knitted on their own, Trixie was asleep under a spotlight, Diamond Tiara surrounded by gems, and so many others.

Starlight nudged Cheerlie as blackboard were writing by themselves. But she stayed fast asleep. “Whatever caused this, they won’t wake up.”

“The question is who or what caused all this?” Willis pondered.

Suddenly, the ground shook. Everyone looked up to see a certain centaur storming around.

“It’s Tirek!” Twilight gasped.

“That’s Tirek?” gasped Shine Boy.

“How’d he get out of Tartarus?” Applejack asked.

“And got so buff?” Mikey added.

“Well, if he’s behind this eternal sleep business, then let’s stop him!” Davis declared. “Get’em, Veemon!”

Veemon jumped in front of Tirek, who roared at the blue Digimon. “VEE HEADBUTT!”

When Veemon headbutted Tirek, Tirek suddenly vanished into a puff of smoke.

“Huh. Easy victory.” Davis shrugged.

“Uh, Davis? I don’t think that was Tirek.” Spike raised a brow.

“I think you’re right, Spike.” Mistmane pointed to Snips and Snails who had an action figure of Tirek as they slept.

"A Tirek action figure?" Raph asked in confusion.

“Okay. That is just wrong.” Rainbow pointed.

“Which part?” Casey asked.

“Hey, Everypony! Look at these!” Everyone looked to see Pinkie looking at what appeared to be an indigo-colored flower.

“I’ve never seen flowers like those before.” Fluttershy wondered.

“They look pretty.” Mimi added.

Gamer levitated an analyzer from his belt and scanned the flower with Fugitoid and Donnie helping. “Well the good news is they’re not toxic.”

“Except that it’s pollen is able to cause deep slumber when inhaled.” Fugitoid analyzed.

“In other words, they’ll put you to sleep.” Donnie concluded.

“That’s silly! How can a pretty flower-” Suddenly, Pinkie dropped down snoring.

“Pinkie? Pinkie!” Rainbow shook her.

“These flowers must be the cause of every pony sleeping!” Shine Boy confirmed.

Just then, cupcakes appeared and danced around Pinkie as she slept.

“Only Pinkie would dream of cupcakes.” Sunset sighed.

“I’m beginning to understand what might be going on here.” Luna pondered. “Follow me.”

As they headed out, Yolei pointed to Pinkie. “Stay right there, Pinkie. Good girl!”

As they hurried to a corner, Luna began to explain. “I’m afraid we might be dealing with a Baku.”

“Bless you.” Casey, Davis, Veemon, and Mikey said.

“I did not sneeze.” Luna raised a brow before continuing. “Generations ago, before I received my princess title along with Celestia, I have heard of mythical creatures that are said to be protectors of dreams. They were known as Baku. Whenever they are near, those flowers called Siesta Blossoms bloom to help ponies to sleep. But ever since I have received my cutie mark and observe ponies’ dreams, I have never seen a Baku myself, so I had believed they were only legend.”

“Figures they’d pick now to not be a legend.” Huffed Raph.

“But if they’re guardians of dreams, why are they putting ponies to sleep?” Yolei wondered.

Just then, they heard a female voice. “That’s right, my friends. We are many. Many.”

“Guys! Up there!” Everyone looked at where April pointed. There up on city hall’s roof was a mystical violet mist as the voice continued.

“Hundreds of us, my friend. Taking care of Equestria’s need for sleep. But who is taking care of Equestria’s need for harmony? I ask you! NO ONE!” Merging from the mist was an onyx-colored tapir. “Let them call me renegade. I don’t care. What matters is that Equestria will sleep for hundreds of years. No wars. No fighting. Just peace and only dreams. Isn’t it lovely? ISN”T IT?”

Mikey snapped out of his train of thought. “Huh? I’m sorry. Were we supposed to say something?”

“No response. You are laughing at me!” The tapir hissed.

“Is that…?” Cody pointed.

“Yes.” Luna glared. “A Baku. Just like the illustrations.”

Shine Boy cleared his throat. “Ms. Baku? We did not know you were talking to us. For that we apologize. But we do not appreciate you putting our friends here to sleep for hundreds of years, so if you would please return everyone into their wake selves, we can sit down, talk, maybe even have lunch together.”

“Yeah, that’ll work. Thanks, Shine Boy.” Raph said sarcastically as Serenity glares at him for his insult.

The Baku did not look enthused either. “A pony lectures me? ME? THE BAKU? I’ve never been insulted!”

“I said please.” Shine Boy deadpanned.

Raph started to get all peeved and begins to walk up to the tapir. "All right, look, lady! I've had just about enough of-" he was interrupted when the Baku grabbed Raph by the throat where the Adam's apple is at.

“Hmph. I don’t appreciate your tone that you’re giving me.”

Raph struggled to get free and begged her to let go. "I'm sorry! I'm sorry! I didn't mean to offend you or anything! Just please let go of my throat-!"

“Didn’t your parents teach you not to get mad all the time? If you continue to act like this, one day you’ll grow up to be nothing but a bad boy someday.” she began to twist his throat to the right. "You need to have some respect."

"Ok! I'll be respectful to others!" Raph grunted before the tapir had other ideas.

"I don't believe you." She said before kicking him to where the house is at and it came to life to attack Raph for bumping into it.

“Okay! Talking won’t work! Let’s take her down!” Davis stated as he and Ken held up their Digivices.

DIGI ARMOR ENERGIZE!

VEEMON ARMOR DIGIVOLVE TO…. FLAMEDRAMON! THE FIRE OF COURAGE!

WORMMON ARMOR DIGIVOLVE TO… BUCCHIEMON! THE HEALER OF KINDNESS!

“Amazing!” Mistmane wowed as Davis and Ken were their armored Digimon forms again.

The rest of the group drew their weapons as Leo cried. “Take her down!”

Everyone jumped after the Baku and Dream House unaware that Mikey was far behind wheezing and sweating. “Wait up! Oh boy, I got a shell wedgie.”

Every time the group tried to attack the Baku, the being just vanished before trying to appear behind someone to try to put them asleep. She then appear behind Keno.

“Keno! Look out!” warned April. But it was too late. The Baku blew smoke at the martial artist putting him to sleep like Pinkie.

“Okay! That’s it!” Casey tried to whack the Baku from behind it before she disappeared again. Just then, a pizza land on him without warning. “Where’d this come from?”

“That must be Keno’s dream!” Mimi guessed.

“He is a pizza delivery boy.” Palmon added.

Josh then pulled out his Digivice. “Okay buddy! Let’s kick I up a notch!”

“Right!” But as Keramon prepared to digivolve, Shine Boy saw a Siesta Blossom pop up behind Josh.

“JOSH! BEHIND YOU!”

But it was too late. The flower shot pollen at Josh causing him to fall over and sleep.

“Keramon! Digi-” Keramon began to act drowsy. “Digi-digi-volve….to…” and then he fell asleep too.

“How did Keramon fall asleep?” Karai asked.

Gamer analyzed with his goggles. “There seems to be some sort of link between Josh and Keramon. My guess is that if a Digidestined is affected by those flowers, the Digimon is affected too and vice versa!”

“I wonder what Josh’s dreaming of?” TK then saw a big shadow above him and dodge a giant bowl of Ramen. “Ramen, huh?”

Willis was about to pull out his Digivice when a Siesta Blossom appeared next to him and dusted him.

"Willis!" everyone cried as he fell asleep with Terriermon and Lopmon. Just then, a whole bed of flowers appeared around him.

"Those look like the flowers from where we fought Kokomon in Colarado!" Yolei noticed.

Love Shine almost tackled the Baku just before she disappeared. “She keeps poofing! Every time we corner her, she just vanishes!”

“Well, she can’t keep it up all day!” Rarity looked around trying to shoot the Baku.

“And neither can you.” The Baku said before another Siesta Blossom blasted pollen on the fashionist.

“RARITY!” Everyone cried.

Just then, a coatrack full of beautiful dresses roll up.

“Now that’s definitely fitting for Rarity.” Applejack grinned.

The Baku then appeared behind Twilight who was trying to blast her.

“Twilight! Look out!” Leo warned.

“Twilight!” At the last minute, Starlight pushed Twilight out of the way. Unfortunately, she ended up getting put to sleep.

“STARLIGHT!” Karai and Bucchiemon cried.

As she slept, a big kite flew above her.

“We’re losing more ponies from this thing!” Karai called as she looked around for the Baku.

Shine Girl held her baton looking around when a Siesta Blossom bloomed by her hoof and before she could react, it blasted her with pollen.

“SHINE GIRL!” everyone gasped as she fell over to sleep.

“Wonder what she’s dreaming about.” TK wondered when suddenly a couple dolphins jumped out like the ground was water.

“She likes dolphins.” Shine Boy explained to the others. “It’s her favorite animal. She’s got a binder with them on it.”

“Okay! Who’s all hit and who’s left?” Yolei asked they all regrouped.

“I believe Pinkie Pie, Keno, Josh and Keramon, Rarity, Starlight Glimmer, and Shine Girl are the ones asleep.” Luna recalled.

“So that just leaves me, Donnie, Raph, Leo, Mikey, Karai, Shini, Casey, Shine Boy, Gamer, Love Shine, Davis, TK, Kari, Yolei, Cody, Ken, Mimi, Izzy, Marie, Willis, your Digimon partners.” April started as Rainbow continued for her.

“Twilight, Princess Luna, Mistmane, Me, AJ, Sunset, The Professor, and….” Rainbow then noticed some pony missing. “Wait! Where’s Fluttershy?”

Suddenly, they heard a huge scream nearby.

“Over there!” Cody declared as they hurried to her.

“Fluttershy!” Everyone cried as they turned the corner to see Fluttershy sleeping as bunny rabbits danced around her.

“Bunnies. I should’ve known!” Rainbow rolled her eyes.

“Oh man! The Baku got her too!” Flamedramon muttered.

“Cmon! We’ve got to stop her!” Leo declared as they hurried to find the Baku while Mikey wheezed behind which Sunset noticed.

“You okay, Mikey?” she worried.

“Yeah, Sunset, just more tired than I’m usually am.” Mikey nodded as he caught his breath.

Mistmane walked up. “I can give you back your youth if you want.”

Mikey held his hand up. “Let’s stop the Baku first. Then we can talk about that.”

“Mikey, we can’t wait for you all day!” Raph chived.

“Baku first! Then youth!” Mikey stated. “Never question your elders, Raph!”

Raph growled before Marie stood between the two. “He’s right. We have to stop that Baku so we’ll have to argue later!”

“We should have eyes in the sky to track the Baku.” Fugitoid suggested.

“I’ll go.” Kari volunteered. “Let’s go, Gatomon.”

“Let’s show this Baku not to tell us when to nap!” Gatomon added.

But as Kari grabbed her Digivice, April noticed a familiar mist behind her. “Kari! Behind you!”

April ran to help her but got blasted by the Baku’s magic along with Kari.

“APRIL!” gasped Donnie, Gamer, and Casey.

“Digi… digi….armor…ener…” Kari then fell asleep too with Gatomon as well.

“KARI!” Cried TK and Davis.

As April slept, a couple kittens appeared and cuddled with her. Everyone looked at Donnie who shrugged. “What? She likes kittens.”

Over to Kari, little baby Digimon jumped around her.

“Right. Baby Digimon.” Yolei smiled.

“We’re running out of time!” Luna declared.

“And bodies.” Mikey added.

“Yes, Michelangelo. And bodies. At this rate, All of Ponyville will be put to sleep!”

“But no matter what we do, the Baku puts one of us to sleep before we can stop her.” Gamer griped.

“It’s gotta tire out soon, right?” Casey asked.

“Never know with these creatures from legend, Casey.” Izzy pointed out.

“We have to stop it somehow.” Willis stated.

Just then, Yolei passed the school and heard a creak. It was enough for her walk to the door which Hawkmon noticed.

“Yolei, what are you doing?”

“I think I heard something.” Yolei creaked the door open a bit and took a peak. “Oh no!”

What she saw was the Baku who quickly blasted her with her mist.

“Yolei!” Mimi ran over with the others as Yolei fell asleep with Hawkmon beside her.

“It got her!” Everyone gasped.

“Wonder what she’s dreaming about?” Karai wondered.

Mikey grinned. “Probably about Ken floating above her and probably undoing her-“

“THATS IT! WE SO NEED TO CHOOSE BETTER MOVIES FOR MOVIE NIGHT!” Snapped Raph.

Suddenly, pastries fell from the sky around the sky.

“Desserts. Of course.” Armadillomon rolled his eyes.

A note shot out of Bucchiemon as he read it. “Ken says she always did have a sweet tooth.”

“And now it’s personal!” Mimi glared as she drew her tanto blades.

Leo spoke up. “Let’s split into groups of two. We can cover more ground that way. Have your T-Phones on and weapons out. You see the Baku, warn the others!”

Cody and TK held up their Digivices and cried. “DIGI ARMOR ENERGIZE!”

ARMADILLOMON ARMOR DIGIVOLVE TO…. DIGMON! THE DRILL OF KNOWLEDGE!

PATAMON ARMOR DIGIVOLVE TO…. PEGASUSMON! FLYING HOPE!

After everyone paired up, they looked around Ponyville for the Baku. As they searched, Raph and Casey passed by city hall as Raph noticed the doors were ajar.

“Ponyville City Hall. Door’s ajar. Casey and I are gonna check it out.” Raph whispered in his T-Phone.

Raph and Casey crept up to the door and stood by the door. Raph then counted with his fingers and when he reached three, the two kicked the door opened and charged in.

“Goon!” Casey then turned just to get dusted to sleep. “gala….”

“Casey!” Raph cried before growling at the Baku and tried to charge at it but got dusted too.

Shine Boy, Leo, Karai, and Serenity rendezvous at city hall when they heard a thud.

“Was that a thud?” asked Serenity.

“Definitely a thud.” Shine Boy nodded.

“Something tells me the Baku got Raph and Casey.” Karai figured.

They peaked in city hall to see Raph and Casey snoozing. By Raph was a drum set playing while a spotlight shone on Casey as he hugged his hockey stick and an announcer called.

“NOW PLAYING DEFENSE! CASEY JONES! PLAYING RIGHT OFFENSE! CASEY JONES!”

“Yep. The Baku got them.” Leo nodded as they shut the door.

“What’s going on?” Gamer asked as he, Donnie, Rainbow, Izzy, Tentomon, Pegasusmon, Digmon, Marie, Clawmon, Luna, Mistmane, and Shini walked up.

“The Baku got Raph and Casey.” Karai reported.

“Great.” Gamer mumbled.

“FIRE ROCKET!”

“TALON ARROW!”

“Sounds like Flamedramon and Bucchiemon found her!” Luna cried.

“Come on!” Leo led the group as they were joined by Twilight, Sunset, and Spike.

“It sounds like they’re near the gazebo!” Twilight said as they ran.

They arrived to see Flamedramon and Bucchiemon fighting the Baku. Flamedramon lunged towards the Baku before the Baku ended up dusting him.

“Flamedramon, NO!” Bucchiemon gasped.

As Flamedramon dropped to the ground, he separated back into Davis and Veemon. The Baku then turned towards Bucchiemon.

“Oh no you don’t!” Serenity tackled the Baku to stop her from dusting Bucchiemon. Unfortunately, after a little struggle, she ended up getting dusted.

“Serenity!” Shine Boy ran to her as the Baku vanished. As she slept, a boutique of pink flowers appeared next to her.

“Lotus Blossoms?” Izzy raised a brow.

“They’re her favorite flowers.” Shine Boy shrugged. “What about Davis?”

“Soccer.” Shini pointed to Davis as a soccer ball bounced on its own.

“Figures.” The remaining Digidestined sighed as Applejack and Mikey hurried over.

“What happened?” Applejack asked.

“The Baku got Davis and Serenity.” Bucchiemon sighed as he got up.

“As well as Raph and Casey.” Marie added.

“I fear the Baku is getting stronger with every victim.” Luna worried.

Izzy then noticed they were one pony short. “Where’s Mimi?”

“I knew I forgot something!” Mikey wheezed as he ran to the Sugarcube Corner with everyone following. Unfortunately, they were too late. Mimi was looking around with Palmon in the Sugarcube Corner only for the Baku to dust her causing her and Palmon to fall fast asleep. The ponies ran in the Sugarcube Corner to find her sleeping.

“We’re too late!” cried Sunset.

As Mimi slept, there was a crown on her head as some Geckomon bowed to her.

“All hail Princess Mimi!” they chanted. “The lovliest and sincerest princess of all time!”

Later, the rest of the group regrouped in the streets of Ponyville. They watched the things ponies dreamt about were frolicking in the town.

“Man! We haven’t even come close to stopping this thing and we’ve lost about half our group!” Spike griped.

“At this rate, All of Ponyville will be sound asleep by the end of the day.” Twilight calculated.

“And then what?” Karai asked.

“In days, Canterlot. Weeks, The Crystal Empire. Dragon lands. Griffonstone, All of Equestria. I’d rather not think about it.”

“You know something has been bugging me about this.” Everyone looked at Marie. “On second thought, you guys are the experts.”

“No. Go ahead, Marie.” Izzy insisted.

“I was just thinking about what Serenity said earlier this morning. About controlling the dream.”

“That could be our key to stopping a Baku!” Sunset concluded.

“Well now, sounds like someone has a little wisdom in them.” Karai smiled.

“If I was smart, why did I believe Oikawa and got that spore?” Marie sighed.

Shine Boy walked up to her. “Let me tell you a little secret, Marie. Most wise folk gain wisdom by mistakes they’ve made growing up. They then use the experience to see that no one goes through the same thing. Many of our group here have wised up after a little trial and error so to speak so they understand your experience. If folks don’t take your advice when you warn them, it means they must learn it the hard way. Just remember to do your best and learn from mistakes you’ll definitely make in the future and you’ll be wise in time.”

“Thanks.” Marie smiled under her mask.

Everyone heard something and peaked out of the corner to see the Baku walking around the dreams.

“No arguments. No wars. No busy ponies.” She chimed. “The master will be pleased!”

“Master?” Twilight blinked.

“Master THIS!” Rainbow lunged towards the Baku.

“Wait Rainbow!” Leo cried.

Unfortunately for Rainbow, the Baku saw her and dusted her, causing the cyan pony to crash to the ground fast asleep. As she slept, another Rainbow Dash appeared next to her also asleep.

“She dreams…. About sleeping herself?” Shini pieced together.

“Makes about enough sense.” Applejack shrugged.

“GET HER!” Leo cried as everyone charged at the Baku.

Like before, the Baku was tricky to disappear. The group tried to counter when she reappeared behind someone. Donnie tried to tackle the Baku before she disappeared. As he landed, Gamer noticed something.

“Donnie look out! There’s a Siesta flower by your….” The flower sprayed Donnie causing him to fall asleep. “Hoof. Wonder what he’s dreaming about.”

“Probably about April.” But to Mikey’s surprise, equations floated around Donnie. “Or maybe about equations instead.”

“TALON ARROW!”

“SUPER SHOCKER!”

Bucchiemon and Tentomon tried to double team but the Baku dusted Bucchiemon next. As he fell to sleep, he reverted to Ken and Wormmon. As Ken slept, bubbles floated around him.

“Bubbles?” Luna noticed.

“It’s personal, Princess.” Karai mentioned, remembering Ken told her how he used to blow bubbles with his brother Sam.

As Izzy looked around for the Baku, he didn’t see a Siesta Blossom behind him before getting sprayed by pollen and fast asleep, which caused Tentomon to fall asleep too.

“It got Izzy!” Pegasusmon noticed as giant books appeared around Izzy.

“Control the dream.” Shine Boy pondered. “That’s it! Marie just told us what we need to do!”

“Look out!” Shini tackled Shine Boy as the Baku dusted both of them.

“Shini!” Karai cried.

“Shine Boy!” Leo gasped.

Jack o lanterns danced around Shini as she slept with Shine Boy was surrounded by stacks of chocolate bars.

“Jack o lanterns?” Fugitoid raised a brow.

“Maybe to represent Halloween.” Mikey figured. “It’s her favorite holiday.”

“Though I’m surprised Shine Boy’s not dreaming about Serenity.” Digmon shrugged.

“Nobody’s been dreaming about their boyfriends or girlfriends since this whole thing started. Probably trying keep it PG around here.” Gamer double took what he just said. “Did I just-? Anyway, Besides Serenity and pizza, Bro always had a thing for chocolate bars.”

“He also figured something about what Marie mentioned earlier.” Karai said.

Leo then snapped his fingers. “That’s it! Serenity had the answer all along! I know what Shine Boy was trying to do! All we have to do is-!”

“Leo!” gasped Karai.

The Baku dusted Leo from behind. Karai charged at her, but got got dusted too.

“Karai!” everyone else gasped.

“Aw man!” Mikey whimpered as he held Leo’s hand. “What could you be dreaming about?”

He was then slapped by a figure who was none other than Captain Ryan from Leo’s favorite TV show Space Heroes. “No one should give up that easily!”

"Ok. Who is that and what dream is that from?" Princess Luna wondered.

“Captain Ryan from the TV show. I should’ve guessed.” Twilight rolled her eyes.

"What is this 'tv'?" Mistmane asked in confusion.

"It stands for television and we watch it back at our home for entertainment." Gamer explained. "Long story short, it's like a crystal ball."

“And what about Karai?” Love Shine asked.

“I just wished we knew what they figured out.” Gamer pondered.

“I believe we do know.” The group turned to see Master Splinter and a certain woman walk up them.

“Sensei!” Sunset gasped.

“And you must be Teng Shen, Yoshi’s wife and Karai’s daughter.” Twilight smiled.

“I am.” The woman nodded. “Thank you for helping Yoshi and our family, Princess Twilight.”

“Papa!” Mikey walked up before Splinter held his hand up.

“You might be a bit old for that, Michelangelo.”

“Yeah. I was just curious to see how I’d look if I was old. I didn’t expect all this to happen.”

“Something's are just beyond our control, my son.” Splinter reminded.

“I just wish I knew what Bro and Leo figured out.” Gamer sighed.

“I believe you do, Gamer.” Splinter knelt to him. “Calm your mind and you can use it to take advantage of the Baku. I believe Sunset knows what to do.”

Hearing that made Sunset realize something. “Control the dream…. That’s it! There’s no time to explain! We’ve got to get back to Twilight’s castle!”

As they hurried, Luna bowed to Splinter and Shen. “Thank you both for your help.”

“Good luck.” Splinter smiled as Shen hugged the sleeping Karai.

Back at Twilight’s castle, the surviving group prepared for the approaching Baku. After describing their plan, Twilight turned to the group. “Okay. Every pony knows what to do?”

“Yes. All we have to do is get it that the Baku to put at least Sunset to sleep.” Luna recalled.

Mistmane turned to Mikey. “Are you sure you don’t want your youth back, Michelangelo?”

Before Mikey could answer, Spike ran in. “The Baku’s almost here!”

“Guess that answers that.” Mikey shrugged.

Fugitoid turned to Sunset. “Are you ready, Sunset Shimmer?”

“Ready as I’ll ever be.” Sunset nodded.

“Time we join this fight.” Marie held up her Digivice.

“Right.” Clawmon agreed.

CLAWMON DIGIVOLVE TO….. PLAGUEMON!

Plaguemon hurried next to the others as they stood ready as Baku busted the doors open.

“ATTACK!” Luna declared.

“STAR SHOWER!”

“GOLD RUSH!”

“VIAL THROW!”

“Booyakasha!” Mikey ran before grabbing his back. “Oh! My back!”

Twilight, Love Shine, Gamer, Luna, and Mistmane joined the attacks by firing blasts from their horns. Spike fired fireballs while Fugitoid fired lasers. The Baku took a couple blows while managing to still dodge the others.

“Careful! Don’t let her sneak up behind any pony.” Sunset turned to see the Baku appear behind her. “Uh oh.”

“Nighty night.” The Baku said as she dusted Sunset.

“Sunset!” Everyone cried.

The Baku walked past the now asleep Sunset to the group. “you are the only ones still awake. Why do you still continue to resist?”

“Because the only reason ponies dream is so they can make their dreams come true!” Twilight pleaded. “How can they if they’re asleep for hundreds of years?”

“I only do what I am commanded. And I was commanded to put all of Equestria to sleep.” The Baku stated.

“Well, I’m not going to give up!” Marie stepped up. “My friends taught me to never give up on my dreams! And I ain’t wasting hundreds of years to make them happen, you pig!”

“I’m a TAPIR!” The Baku blasted a huge lot of dust at her as Plaguemon shielded her.

“MARIE!” Everyone cried.

Sunset mumbled in her sleep. “I’m……I’m……. dreaming…”

Suddenly, a bright light radiated from the cloud of dust.

PLAGUEMON DIGIVOLVE TO….. HAZMATMON!

Suddenly, a huge figure merged from the dispersing dust. He was a muscular figure wearing a black hazardsuit with grey gloves and boots and a skull shaped breathing mask. He opened his hand and set Marie down to the others as she saw in shock at her partner’s new look.

“Plaguemon! You-you digivolved into Ultimate!” she gasped.

“Wait. Was Plaguemon digivolving part of the plan? Or did I fall asleep again?” asked Mikey.

“Somehow I knew she’d get this far.” Pegasusmon nodded.

“I am Hazmatmon. I am the Ultimate form of Plaguemon. I quarantine my foes with my Noxious Compound attack before smashing them with my Chemical Pummel and Stomp of Acid.”

“Impossible!” The Baku cried before taken by surprise by a colorful spray. As it turned out, Sunset dreamt of herself dressed as a street punk with spray paint cans and despite being asleep concentrated her dream on the Baku.

“It’s working!” Twilight cheered.

The Baku tried to attack Sunset, but Mikey showed up to defend her. The Baku fought back, but Mikey dodges her attack precisely before counter attacking her and sending her into the air with his nunchucks. Then Sunset used her magic to teleport to catch up to the Baku and attack her multiple times in the air using the cans of spray paint while teleporting before sending her down to the ground with a finishing move.

"You forgot one thing about graffiti artist, Baku: Don't mess with Flanksy." Sunset said to the monster with a pose while tipping her hat.

“Now! While she’s distracted!” Luna declared.

“SHINE POWER!” Love Shine and Gamer shouted as they joined Twilight, Mistmane, Luna, and Fugitoid to blasting the Baku. The Baku tried to escape when she was lassoed by Applejack and chained by Mikey.

“Still got it.” He smirked.

“Oh no you don’t!” the cow pony glared as Spike fired fire at the Baku before the Digimon fired their attacks.

“STAR SHOWER!”

“GOLD RUSH!”

“NOXCIOUS COMPOUND!”

The Baku tried to resist the red mist Hazmatmon sprayed at her. “YOU… WILL NOT… DEFEAT ME! I… AM THE… BAKUUUU!”

Hazmatmon loomed over her. “Yeah? Well I got two words for you. CHEMICAL PUMMEL!”

Hazmatmon’s fists radiated green before punching the Baku causing a small shockwave as the Baku was blown to the wall. As she twitched, the black wisp of magic left her eyes and mouth before she turned into a pile of sand. As they gathered around it, Pegasusmon and Digmon separated back into TK and Cody with Armadillomon and Patamon while Hazmatmon reverted to Clawmon who land in the arms of Marie.

“You did it!” she cheered.

“Booyakasha.” Clawmon smiled.

Mikey patted the two. “Nice work you two.”

Marie heard a beep and pulled out her digivice. On the screen was an illustration of an eye with a swirl.

Spike analyzed the sand to be safe. “It’s just sand.”

“Now that’s a dream come true.” Everyone smiled at Gamer’s jester before they saw the street Sunset poof away as the real Sunset woke up.

“Did we win?” she yawned.

Throughout all of Ponyville, all the ponies were waking up as their dreams poofed away, including the others. As she woke up, Yolei groaned.

“Aw! And it was such a nice dream! Me and Ken diving into all that whipped cream and I had my best swimsuit!”

“Take care, Miwa.” Shen whispered.

“Remember we love you.” Splinter added before the two kissed Karai on the cheek before poofing away as she woke up.

“Thank you, Mother. Father.” She whispered as she saw her friends wake up.

“They did it.” Shine Boy smiled.

“They won!” Leo thumbed up.

Later, everyone regrouped in Twilight’s castle with pizza to celebrate their victory. As they did, Izzy analyzed the symbol on Marie’s Digivice on his laptop. After looking up for a bit, Izzy pointed to the symbol. “That’s no ordinary symbol. It’s a crest! Your very own crest. According to my research, it’s the Crest of Wisdom!”

“So it’s built in your Digivice like Josh’s Crest of Imagination.” Kari pointed out.

“You showed great wisdom today, Marie.” Twilight complimented.

"You could even rival some of my old collegues." Fugitoid smiled.

“Indeed. You’ve definitely earned it.” Luna agreed.

Marie awed at her new crest before noticing something. “Wait! Isn’t Wisdom your crest, Izzy?”

“No. Mine is the Crest of Knowledge. You see, Knowledge is information or awareness about a subject, while Wisdom is the application of knowledge with judgment, insight, and experience.”

“You’re definitely earning your place on the team, Marie.” April smiled.

“You did well today, Marie.” Leo patted her shoulder.

“Thank you.” Marie blushed as Clawmon hugged her.

Mimi then turned to Sunset. “So, Sunset. How did you turn your dream on the Baku?”

“It was a technique Master Splinter taught me in our last visit before… Super Shredder. It’s called Ninja Focus. You focus your mind while your body is tired. I dreamt about my spray-painting art and after concentrating in my sleep, I was able to strike at the Baku with her back turned.”

“So the Baku got careless when she thought you weren’t a threat anymore.” Serenity pieced together.

“Yep. Of course, Clawmon reaching Ultimate wasn’t part of the plan, but it was a good plus.”

“Sounds about like what I thought before the Baku got me.” Shine Boy smiled.

“Same as me.” Leo agreed.

“Unfortunately, we didn’t learn anything about who sent the Baku in the first place.” Twilight pointed out.

“No doubt the same one behind those other monsters.” Raph huffed.

“Don’t worry. Eventually, we’ll find out who.” Keno stated.

“Maybe Starswirl learned something by now.” Mistmane figured.

“Right, we probably should back to Canterlot soon.” Luna agreed.

“Well, what’s good a celebration when the heroes of the hour are in the other room. C'mon guys!” Pinkie cheered before turning the corner. “Uh oh.”

“Uh oh?” Everyone hurried over and smiled to see Mikey, TK, Patamon, Cody, Armadillomon, Spike, Gamer, Love Shine, and Applejack all fast asleep.

"Oh dear. Well they did have a productive day." Fugitoid shrugged.

“Well, I guess they deserve it.” Fluttershy smiled.

“Yeah they’ve earned it.” Davis agreed.

“They didn’t get any sleep after all.” Yolei shrugged.

“And I think this is the perfect time to give Michelangelo his youth back.” Mistmane walked up to Mikey and casted a spell and all the youth in her body returned to Mikey. Mikey was a teenager while Mistmane was her old self.

“He’ll probably think it was all a dream.” Donnie figured.

“Probably better that way.” Shine Girl shrugged.

As the group headed out to see Luna and Mistmane off, Raph whispered to himself. “You did good, little bro. You did good.”

Shine Boy and Serenity pulled up a pillow and blanket for Gamer. Shine Boy rustled his hair while Serenity pecked his cheek before they left. After making sure everyone left, Kari snuck up to TK and kissed him in the cheek.

“Thank you.” She whispered before hurrying out. TK blushed as he smiled in his sleep.

To Be Continued

Author's Note

Will our heroes be rested up enough to find the one responsible? Find out Next time!

Fun Facts-

• The chapter is based on an episode of The Real Ghostbusters 'Mr Sandman, Dream me a Dream.'

-Speaking of Ghostbusters, Mikey slightly mentions the imfamous 'Dream Ghost' scene from the 84 movie. Just keeping it PG here. That's why I had the dreams as personal likes.

• For older Mikey, just imagine his look from 'Mutant Apocalypse' pony style.

-Thanks to an anonymous user who helped me with the dialogue in this chapter. we also came up with the Baku. Also, Thanks to Ezio1-3 for the art and helping me with Marie's crest.

Next Time: Foggy Fears!