Meanwhile, back at Zecora's Hut...

"Is it done yet?" asked Rarity, pacing back and forth, her heart racing as she was nervous.

"Don't worry, Rarity," said Rainbow Dash, "I covered up the sky with clouds, so we'll have some extra time"

"I do hope you're right".

CREAAAAAK...

"Mmmmm!" said Pinkie Pie, opening the door as she smelled the air, "Wow! I can smell those yummy, hot, baked, frosted goodies from here!"

"Pinkie, this is no time for Pastry Night," said Twilight, her horn glowing as she shut the door, "Right now, we need..."

"Of course!" said Pinkie Pie, putting her helmet back on, "We need to help our friend, sir! I mean, Ma'am!"

"THERE!" said Applejack, "Not too tight".

Fluttershy was still tied up, panting next to the window.

"Oh," said Fluttershy, "You should have tied it tighter, Applejack... if you wanted to".

"Now, calm down, Sugarcube. The potion will be done and ye'all be back to normal".

"Applejack's right, darling," Rarity said, approaching her, "As soon as its done, we'll be... be..." She began to shiver a bit as her whole body began to ache.

"What's wrong?" asked Applejack, but also noticed Fluttershy began to shake, her eyes closed as her shaking moved the chair. "Oh, Nelly!"

"Oh no!" Twilight looked out to see the full moon shining in the sky.

"What happened to MY clouds?!" shouted Rainbow Dash, confused.

"Zecora! We need it now!"

"The brew is now done!" Zecora scooped up a ladle full, "But I fear the transformations have begun!"

Twilight looks as Rarity and Fluttershy began to pant, growl, and grow. Quickly, Twilight gets the ladle from Zecora as she gets to Rarity first. She stepped back as Rarity's coat grew shaggy.

"Rarity, open your mouth!" shouted Twilight.

Aching from the pains inside, Rarity opened her mouth, her teeth beginning to sharpen to fangs. The second her mouth was open, something went inside, releasing something thick and gooey flowed down her throat while some splashed in her mouth.

"GRAAAAAHHH!" roared Rarity, sending Twilight back, coughing.

"Did it work?" hoped Twilight. Rarity was growling, but stopped growing. She then began to grow down, her fur trimmed down, and her size normal again, but she was still coughing. "Rarity?"

"ECK!" shouted Rarity, shaking her muzzle, "Darling! That was the most BITTER drink I ever had!"

"It worked!" said Twilight, getting another ladle full, "Now for Flu-"

CRACK!

SNAAAAPP!

AWOOOOOOOOO!

"Oh no!"

Fluttershy has gone her transformation once again as she became the beast. She was snarling at them, drooling at the mouth. Twilight gulped as she walked up to her.

"Twilight!" said Rainbow Dash, grabbing her tail, "Are you crazy?!"

"She maybe a Were- or Wolf-Pony," said Twilight, getting Dash to let her go, "But she is STILL our friend". Twilight approached the big grey Fluttershy. "Fluttershy? Remember... friend?"

Fluttershy growled a little as she looked at Twilight with her beaming, yellow eyes. The growl soon became a whimper as she muttered, "F-f-fren..."

"Yes, friend. I want to help you, so here". Twilight lifts up the ladle to Fluttershy, who was sniffing it. "Just drink this and you'll be all be-"

SMACK!

Fluttershy snarled as she slapped the ladle away. Twilight gasped as Fluttershy roared, lifting her paw to swipe at Twilight. Twilight's horn glowed as she teleported away in time, Fluttershy clawing the floor. Next thing she knew, a rope landed on her paw, then a second one on her other one.

"Yee-Haw!" shouted Applejack, "Come on, Rainbow! We better hogtie her!"

"On it!"

Fluttershy roared as the two Ponies ran around her. Before they knew it, Fluttershy was bounded again, but was struggling hard to get free.

"That won't hold her down fer long!" said Applejack, "Hurry, Twi!"

Twilight went to get another ladle full of the brew, but Fluttershy stopped, sniffing the air. She looks towards the direction of the delicious smell. Drooling, she struggled as she snapped her bindings.

CRASH!

Fluttershy breaks free as she crashes through Zecora's door and flew off into the night sky.

"Is it just me or is Fluttershy getting...stronger?" asked Rainbow Dash.

"Its the curse!" said Twilight, corking three flasks full of the brew. "If she's not cured by the end of tonight, she'll be a monster forever!"

"How come she smacked the potion away?"

"Must be because of that bittery taste!" said Rarity, drinking some water, "Ugh!"

"She must've smelled it," said Twilight, "That's why she smacked it away".

"I don't blame her," said Pinkie Pie, sniffing the brew and making a gag reflex. "I would too".

"Then we've no time to lose!" said Rainbow Dash.

"Yeah, those pastries need to be protected!" said Pinkie Pie, lifting up her C.S. Cannon.

"Don'tcha worry, Twi," said Applejack, gathering up another lasso, "We'll do our darnest to help Fluttershy"

"Thank you girls," said Twilight, putting the flasks into her pack, "COme on!"

"Wait!" said Rarity, smacking her lips, to Zecora, "Do you happen to have anything to get this bitterness out?"

"Ugh!"

"What? My mouth will be tasting this for a week!"