Last we left off, the Mane Six have been captured by a shadow. Princesses Celestia and Luna send the Noble Six (Flare Gun, Red Engineer, Crystal Iceblast, Blaze Goldheart, Psyche, and Aquatic Armor), along with Spike the dragon to go rescue them. They're at Chaos Mountain, Discord's nest, until he's been 'stoned'. They journeyed over the the mountains, but they all abandoned Flare and left him for dead, or so he thinks. Flare also found the Mane Six, and they talked smack about him. It broke Flare's heart. Discord has returned, but not fully, as a hologram. He's still in his statue, but some 'doctor' put a hologram device on the statue so Discord's spirit can be free from the statue, but he can't use his powers. Discord brainwashes Flare. And here's where we left off...

"Hello? HELLO?! WHOEVER'S IN CHARGE HERE, LET US OUT!" Rainbow Dash yelled inside of a prison cell, along with her friends. Rainbow Dash tried pulling the bars, kicking them, and knocking into them, but they didn't even budge.

"Forget it, Rainbow. We're trapped in here like pigs." said AppleJack.

"How could this happen? I was flying with Blaze, and next thing I knew, I woke up here!" said Rainbow Dash. "This is so not cool!"

"Oh my hair! Whoever captured us ruined my hair!" Rarity whinned.

"Oh can you forget about yer hair for one second, Rarity? We're trapped in some sort of prison!" said AppleJack.

"No, you think?" Rarity said sarcasticly. "But this place is so filthy!"

"What if we did something bad?" Pinkie cried. "What if making a cake is against the law now?"

"Making a cake, against the law?" asked AppleJack.

"Yeah, I was making a cake, something knocked me out, and then we woke up in this prison!" cried Pinkie. "It lacks color though. Could use a couple of balloons, and some pink and white paint."

"Twilight, try it break us free with your magic!" cried AppleJack.

Twilight tries to break the bars with her magic, but her horn doesn't even spark. And there's a medal ring on it, preventing any magic to work. "I can't! My magic isn't working!" cried Twilight.

"Must be that medal ring on your horn that's not making it work. Rarity's got one too." said Rainbow Dash. Rainbow Dash tries to open her wings, but couldn't. "And it looks like my wings have been super glued to my body. So I can't fly."

"I-I-I'm scared." Fluttershy said, shivering in the corner. "I... don't like this place."

Rarity walks over to her and pats her back. "Don't be scared, darling. As long as we're all here together. We'll figure something out." said Rarity.

"W-what do you think they want with us?" asked Fluttershy.

"Maybe they want a party!" Pinkie cried in excitment.

"Ah don't think they want a party, Pinkie. Ah think there's a plot goin on." said AppleJack.

"What kind of prison is this anyway? Did the princesses capture us?" asked Rainbow Dash.

"No, the Princesses would never do such a thing." said Twilight. "And this isn't the castle dungeon."

"How would you know? Have you been there?" asked Pinkie.

"Yes, but not as a prisoner." said Twilight.

"Why would you go into an awful place like this, and not get arrested? It doesn't make sense." said Rarity.

"What do you think the plot is?" asked Fluttershy.

"Your behind, duh! What do you think a plot is?" Pinkie said, and giggled.

"I meant, what could they be planning? If we're captured, then... then..." Fluttershy said, but she covered her eyes before she could finish.

"If we're all captured, that means some plegue is gonna happen to Equestria. And only the Elements of Harmony can defeat them." said Twilight. "Without the Elements of Harmony to stop them, they can be unstoppable!"

"Could it be Discord?" asked Pinkie. "I hope so. It would start raining chocolate again!"

"I dunno. If it was Discord, then there would be chaos. This place seems kinda damp." said Rainbow Dash.

"Don't get me started on the looks of this place, Rainbow Dash." said Rarity.

"Could it be Nightmare Moon?" asked Fluttershy.

"We already stopped Nightmare Moon. And ah don't think Luna would ever be goin to cross that path again." said AppleJack.

"Queen Chrysalis? I think it's Chrysalis." said Rainbow Dash.

"Yeah, maybe. It should explain the darkness, and the dungeon-like prison." said Twilight.

"But wait, Changelings usually have that awful gross sticky stuff. And I don't think I see that around. Phew! Thank Celestia, for that." said Rarity.

"Yeah, that's true. Who could it be then?" asked Twilight.

"Hello, my friends! It has been a while hasn't it?" Discord said, walking to their cell.

"DISCORD!" they all cried.

"Ooo, ooo! Make it chocolate rain! Make it chocolate rain!" Pinkie cried.

Discord chuckled. "I wish I could, Pinkie Pie. But my powers have been trapped, along with my body." he said.

"Your body?" asked Rainbow Dash. "But you're right there."

"50% correct. My spirit is here. I am still trapped in a prison. But thanks to a special friend of mine, he put a hologram device on my statue. So technically, I'm a hologram." said Discord.

"Oh that's good." said Twilight in relief.

"No that's bad!" said Discord. "I can't wonder around like this! But luckily, the Doctor said a certain power can help break me free. But first we need to get rid of you for good, so nothing will stop me!" He laughed evilly.

"Who's this Doctor you speak of?" asked Twilight.

"Doctor Whooves, duh!" said Pinkie.

"No, not Doctor Whooves. A different doctor." said Discord. "Once my new apprentice breaks me free, together we will rule Equestria, and create Chaos for all! But first, he needs to release his hate. GUARDS! Bring in my apprentice!" The Royal Guards walk inside, along with Shining Armor. They all had yellow and red eyes, with a scar near one of their eyes that's shaped like an 'S'.

"SHINING ARMOR?!" Twilight cried.

"Hello, Twiley." said Shining, with an evil smile.

"What has he done to you?" Twilight asked in tears.

"Discord has made me general of his new army. And I am honored to work along side him." said Shining.

"So you're his new apprentice?" asked Twilight.

"As much as would love to be, I'm not, sadly. But there is a certain pony you might know that is." said Shining.

"Shining Armor, Celestia's guards, Luna's guards, and Cadance's guards are all a part of my new army to take over Equestria. I can't do it all myself." said Discord.

"Who's the apprentice? Can he do chocolate rain like you?" asked Pinkie.

"No, but he does have the power to break me free." said Discord. "Come, my loyal apprentice!" The Mane Six look towards the door, and they see a black suited pony, with a remote necklice around his neck, and a black gas mask on his face. Discord's apprentice walked to Discord and bowed to him.

"Greetings, my master." said Discord's apprentice. "What is it that you need?" Then the apprentice looks at the Mane Six. "YOU!" he yelled. "YOU TRAIDERS! TRAIDERS OF FRIENDSHIP! Looks like you've finally been ended up in a cage. Trapped like pigs in a pen."

"Yeah, ah said that already." said AppleJack.

"You all sicken me." said Discord's apprentice.

"He doesn't seem so friendly." said Pinkie.

"W-who is that?" asked Fluttershy.

"Mane Six, meet my new apprentice. Dark Flare!" said Discord. The Mane Six gasped.

"FLARE?!" they all cried.

"Discord... Discord, no, no." said Flare. Then he took off his black gas mask, and revealed his face. His eyes were yellow and red, and there was a scar on his face shaped like an 'S'. "We've been over this, it's 'Darth' Flare, not 'Dark' Flare."

"How am I suppose to know the difference? They sound so similar!" said Discord.

"F-Flare? No!" cried Fluttershy. She started sobbing on Rarity's shoudler.

"Careful with the hair, dear." said Rarity.

"Flare, what did he do to you?" Rainbow Dash asked in worry.

"You've asked me the same question already, you're gonna get the same answer." said Shining.

"Yeah, what he said." said Flare.

"Well, I'd love to stay, but I have some planning to do. Dark Flare?" said Discord.

"'DARTH' Flare, brah. Say it right!" said Flare.

"Whatever. Please look after the Mane Six, while I plan our next phrase of action." said Discord.

"Me? Stay with them? The ones who betrayed me? No thank you. Shining can handle that." said Flare.

"But if you stay, your anger will grow, and your hate, then you'll become all powerful, and be able to break me free!" said Discord.

"But Discord, I don't wanna stay with them! They broke my heart! Sad face." Flare whinned.

"You will stay with the Mane Six." Discord ordered Flare, while staring at Flare, hipnatizing him.

"Kay kay. I will stay with the Mane Six, brah." Flare said, with a vortex in his eyes.

"Good boy. You all play nice now." said Discord. Then he disappeared.

"Flare what are you talking about?" asked Twilight.

"YOU KNOW DARN WELL OF WHAT I'M TALKING ABOUT!" Flare said to them angerly.

"We don't, we swear! What's gotten you like this, dear?" asked Rarity.

"I don't want to relive the moment again. But... Discord said I had to boost my anger. Kay then. Listen good, because I'm going to say this once!" said Flare. "You listenining? Kay, here it comes. DISCORD DIDN'T LET ME GO TO THE BATHROOM AFTER MY TRANSFORMATION! Now I have to go real bad! Thanks alot!"

"That's why you're grouchy?" asked AppleJack.

"Yeah that, but mostly YOU!" cried Flare.

"Me?" asked AppleJack.

"Not just you, AppleJack. Fluttershy, Pinkie, Rainbow, Rarity, and Twilight too!" said Flare.

"We didn't do anything to offend you! We would never!" said Fluttershy.

"Oh, but you did Flutters. You showed me your true colors before this friendship could go any farther." said Flare. "You're betrayed the good friendship name! You call yourselves the Elements of Harmony, when you can't even accept a true friendship is ponies that actually need them most! I was very depressed when I lived in Mareami. I had a great life in Ponyville, and YOU threw it away!"

"Flare, Discord's messing with your mind. We would never put you down! You're a great friend, Flare!" said Twilight.

"Enough of your lies, sista. You all knew what you said to me back in that lounge! Said that I deserve to disappear off the face of the Earth! Saying my pizza, and my cooking is terrible! Saying it's pathetic to love your fish like family! Well guess what, sista? My fish mean everything to me." said Flare.

"But I love your fish, Flare! I come and see them all the time. I think of them as friends!" said Fluttershy.

"And your pizza? Sugarcube, ya'll make the best darn-good pizza in the whole kingdom! Why would we put down a work of art like that?" asked AppleJack.

"I adore your pizza, darling! I'd get my hooves dirty anytime for your fine cusine!" said Rarity.

"Yeah, yeah, you're just saying that." said Flare.

"Why are you doing this to us, Flare?" asked Fluttershy.

"The tables have turned. It's time for you to feel that pain you all gave me! First you, then the Noble Six, then the entire kingdom! I'm gonna get the respect I deserve! Even if it means I have to hurt somepony to get it!" Flare swored. "EVIL LOLOLOLOLOLOLOLOLOL!" The Mane Six all were scared.

Meanwhile, outside the mountain, the Cutie Mark Crusaders just landed their glider, and were walking around the wasteland. "This place looks scary!" said Sweetie Belle.

"Oh and ah thought Scootaloo was suppose to be the chicken?" teased Apple Bloom.

"Apple Bloom, you gotta stop with that!" said Scootaloo. "That joke is really starting to get old!"

"Ah know, but it just makes ya'll mad." teased Apple Bloom.

"Well we've made it to Chaos Mountain. But no sign of Flare, and the others." said Sweetie Belle.

"That mountain sure looks kinda creepy." said Apple Bloom.

"Looks pretty cool to me!" said Scootaloo. "Let's go in!"

"You sure that's a good idea, Scoots?" asked Sweetie Belle.

"No, I don't. You got any better ideas?" asked Scootaloo.

"No." said Sweetie Belle.

"Then the only way we're going to catch up with them, is inside." said Scootaloo.

"Wait! Somepony's comin!" said Apple Bloom. The Crusaders all hid behind some rocks. Crystal Iceblast, and Aquatic Armor walked to the middle of the wasteland, ahead of the Crusaders, not knowing they're there.

"It's Crystal Iceblast, and Aquatic Armor. They were with Flare!" said Sweetie Belle.

"Wait, they're doing something." said Scootaloo. Crystal and Aqua pressed a button on their watches, and they changed into Royal Guards.

"No, it's the missin Royal Guards!" said Apple Bloom.

"The boss said the plan was a success. Flare Gun has been brainwashed, and is now his loyal apprentice." said a guard.

"What are they talking about?" asked Scootaloo.

"Yep! These changing devices that the Doctor made work like a charm!" said the other guard. "Changing into the Noble Six, thinking Flare's friends have been betrayed him was a genius plan!"

"What?!" Scootaloo cried.

"Shhhh!" Sweetie Belle, and Apple Bloom said while putting their hooves on Scootaloo's mouth. Then they release their hooves quickly, and wipped them on their CMC capes. "Eww!" they both cried.

"Hoof licker." said Sweetie Belle.

"Now that the Mane Six has been captured, and Discord's key to freedom is there, We just have to wait until he gets angry enough to be powerful enough to set him free!" said the first guard.

"Nothing can stop him now! Now let's celebrate! Where do you and the guy's wanna go for dinner?" asked the second guard. They both started walking away.

"I was actually in the mood for some Bar-B-Q lately." said the first guard.

"Girls, Flare and the others have been captured!" said Apple Bloom.

"You think?" Scootaloo asked sarcastcily.

"This is not good." said Sweetie Belle.

"You think?" Scootaloo asked sarcasticly.

"We have to go find help!" said Apple Bloom.

"You thin..." Scootaloo was about to say again, but got interupted.

"Shut up!" they both said to Scootaloo.

"If Discord's returning, and Twilight, Rarity, and the others who hold the Elements of Harmony were captured, Equestria will be doomed!" cried Sweetie Belle.

"We have to go back to the castle." said Apple Bloom.

"How? Our glider broke." said Scootaloo. "We'll never get there fast enough!"

"Hey, what's that?" Sweetie Belle asked while pointing to Flare's crashed ROFLCOPTER.

"It's Flare's flyin machine." said Apple Bloom. The three of them ran over to the ROFLCOPTER and looked at it.

"ROFLCOPTER, huh? Can't think of a better name?" asked Scootaloo.

"I wonder if this still works." said Sweetie Belle. She kept pressing random buttons. She started the wind-shield whipers, the automatic coffee maker, the automatic refueler (it was out of gas in the last part), and the radio.

"Move over." Apple Bloom said, pushing Sweetie Belle over, and turning the key. The propellers on top of the copter started spinning.

"Listen to the sound it makes. Sounds like it's going SOI SOI SOI SOI SOI." said Scootaloo.

"Buckle up, girls! Time for the Cutie Mark Crusaders to save the day!" said Sweetie Belle.

"Maybe we'll even get our cutie marks!" said Apple Bloom.

"I hope you know how to fly this thing, Apple Bloom." said Scootaloo. The ROFLCOPTER started flying in the air, but it was spinning and tilting.

"Ah hope so too." said Apple Bloom. They flyed the copter out of the wastelands, and started flying back to Canterlot.

Back at the prison, Flare was sitting on the table, eating some garlic rolls. Shining Armor and the Royal Guards were standing against the wall, and of course the Mane Six was still in prison. "EVIL LOLOLOLOLOL EVIL LOLOLOLOLOL!" Flare said.

"How many times you gonna do that?" asked Rainbow Dash.

"Until you insult me some more, so I can be more powerful. Evil LOLOLOLOL!" said Flare.

"Flare, this has gone far enough!" said Twilight. "Discord brainwashed you, and my brother! He's just using you so he can break free! We're your friends, Flare. We trust you, and you trust us. We've been there for you ever since you moved to Ponyville! We've supported you, and you've supported us! Just think it..."

"WORDS WORDS WORDS! Hi I'm Twilight Sparkle, I say alot of WORDS WORDS WORDS WORDS! I'm just trying to say alot of words to Darth Flare so I can get free, and just abandon him in this terrible place again. WORDS WORDS WORDS WORDS WORDS WORDS!" said Flare.

"Wow, that was rude." said Twilight.

"Flare, we promise we won't ever abandon you! You're our best friend! You're one of the ponies outside of the group we can trust! Psyche, Blaze, Aqua, Crystal, and Engie too!" said Rainbow Dash.

"And of course, you guys are forgetting Spike again. That's one of the reasons why you girls are terrible. You left Spike out of alot of adventures." said Flare. "Like Twilight, he wasn't at your birthday party when you went to visit Rarity in Canterlot. Spike wasn't around when you took that cake to Canterlot for a contest. Spike wasn't around when Rainbow Dash auditioned for that stunt show in Cloudsdale, where she did that Sonic Rainboom and pleased the Wonderbolts."

"That was the best day ever!" said Rainbow Dash.

"You even left him out at last year's Gala. Not the one we just had, the one before." said Flare.

"He came with us to the gala." said AppleJack.

"But after your obsession with the stuff you all wanted to do. He was stuck at Donut Joe's shop all night." said Flare.

"Okay. Flare we promise we won't leave Spike out of our adventures again." said Fluttershy.

"I actually wanted Spike to come with us." said Pinkie.

"And let's not forget, you guys didn't let Spike sing any of the songs you guys were singing with you." said Flare.

"He didn't want to sing. I didn't get that." said Rarity.

"He told me you didn't give him a chance to sing." said Flare.

"Well, we'll give Spikey a chance to sing. Just please, don't hate us!" said Rarity.

"Who said anything about me hating you?" asked Flare.

"Oh that's fantastic!" cried Pinkie.

"I despise you." said Flare.

Pinkie froze while she was jumping in the air. She just floated there, smiling, then her smile turned into a frown, then her mane deflated. "You... despise us?" Pinkie asked sadly.

"Shining, I think Pinkie Pie's gone missing. Because I see her twin sister, Pinkamenia Diane Pie in here now." said Flare.

"Ha ha, very funny, Darth." Shining said and laughed. The guards joined along.

"See? Even Shining and the guards think I'm funny!" said Flare. Then the Mane Six all laughed.

"That was a great joke, Flare!" said AppleJack.

"Yeah, so funny, my sides are hurting!" said Rarity.

"SHUT UP!" Flare yelled and slammed on the table. The Mane Six all froze. "You're just faking it, I know that for a fact. Tongue face."

"What happened to the Flare I used to know?" Pinkie asked, then she started to sob softly. Rarity pat her on the back.

"There there, dear. Somewhere inside that evil lord is that Flare we know and love. He could've attacked us with something. He never did that." said Rarity.

Then Flare threw a garlic roll at Rarity. "EVIL LOLOLOLOL!" said Flare. Then Pinkie started crying loudly. Tears bursted out of her eyes like a water fountain.

"GAH! My hair! He threw a garlic roll at my hair, now it's gonna get all stinky!" cried Rarity.

"Sugarcube, that was harsh." said AppleJack. Then Flare threw a garlic roll at AppleJack.

"LOL that was fun! Maybe I should throw garlic rolls around more often. It's so fun!" said Flare.

"Flare! This has gotten far enough! Stop being such a jerk!" said Rainbow Dash. Then Flare threw a garlic roll in Rainbow Dash's mouth,

"BULLS EYE! ROFLMAO!" cried Flare.

"Flare this is not funny. You're being very rude to us." said Twilight.

"Shut up! You deserve a garlic roll too!" said Flare. He put his hoof in his garlic roll bag, but put it back out, and put the bag upside down, shaking it. "Sad face. All out of garlic rolls. Sigh. Let's see what else in my satchel I have to throw at you meanies." Flare went through his satchel.

"But... I'm not a meanie." said Fluttershy.

"We know, Fluttershy. We know." said Rainbow Dash.

Flare takes out a can of pringles out of his satchel. "Ah, pringles! Leet! This should be perfect to throw at you!" said Flare.

"You gonna be taking out some chips and throwing them at us?" asked Twilight.

"Negetive." said Flare. He throws the entire pringles can at Twilight, and it hits your nose.

"OW!" cried Twilight.

"If you want ketchup to go with those chips, some should come out of your nose any second now." said Flare. Twilight growled at Flare. "You mad, sis?"

"What do you want from us, Flare? What do you want in your life? Do you want this?" asked Rarity.

"You wanna know what I want? I'll tell you want I want!" said Flare. "Guards, let's show them what we want!"

"Yes, Lord Flare." said Shining.

"That's Lord Darth Flare. Winkey face." said Flare. The Royal Guards started playing their drums, and played 'I Wanna Rule The World' by 10cc The guards and Shining Armor marched in front of the Mane Six's cell, and started singining.

"I wanna be a boss, I wanna be a big boss, I wanna boss the world around, I wanna be the biggest boss, that ever bossed the around!" sang Shining and the guards. "I wanna do it right, I wanna do it right away, I wanna do it right now, I wanna do it right away, I wanna do it now!" The guards stood in place, saluting to Flare as he dances by, carrying a top hat and cane.

"Don't wanna be a dancer, in a Bolshoi Ballet. Don't want to work for Daddy. In Daddy's shop, O.K. I get confused, soooooo confused." sang Flare rolling his eyes around. The Mane Six all looked at eachother, concerned as Flare danced with his top hat and cane. "I get a pain, I get pain up here, in the Shirley Temples."

"Whatcha gonna do? How you gonna do it? Whatcha gonna do? How you gonna do it?" the Mane Six sang.

"Little by little." sang Flare.

"Ooh ooh." sang Shining and the guards.

"Little by little." sang Flare.

"Bit by bit." sang Shining and the guards.

The floor below the Mane Six opened, then they all started falling down, and landed in some city streets. There were three screens on buildings, one to the right of the Mane Six, one to the left, and one in front. Flare appeared on one screen at a time as he sang the next part.

"Shhh! Not too loud, don't tell everypony, don't give away the game!" sang Flare. Then Flare appeared on all the screens and sings. "Oooh, oooh!" Then the screen in front of them sang, "I ain't quite ready to reveal my campaign" Then Flare and the Mane Six appeared at an eat-in theater. The Mane Six were sitting in the audience, while Flare was singing the next part of the song on stage, with some guards using the insturments. "This is not the time. My hero's alive, and well in a cave. I'm keeping them on ice, in the suspended animation, till the very right occasion comes along." Then a building started rising off the stage floor, and grew 60 flights, and a flag with a red dot and a black 'S' appeared on top, as the royal guards and shining sang the next part.

"To our rally come along, come along, to our rally, come along, to our rally, come along. To our rally come along, come along, to our rally, come along, to our rally, come along." they sang. Flare was in front of the tall building, on a stand, about to speak. The Mane Six and a larger group of ponies were in the crowd.

"A BRAVE NEW WORLD WILL RISE FROM THE ASHES! And there upon a rock titanic, I'll cast a giant shadow, on the face of the deep! And never again will they dare to call me: A freckled, spotty, specky, four eyed, weedy, little, CREEEEEEEEEEP!" Flare cried out. While he said that, the Twilight, Fluttershy, Rarity, and AppleJack were scared. Rainbow Dash just glared at Flare, and Pinkie smiled like she was crazy. Next thing, the Mane Six and Flare were at a torture chamber. Twilight was about to get hit by a laser, Rainbow Dash was tied over a shark tank, Fluttershy was under a large blade, AppleJack was surrounded by pears, and a bag of dirt was near Rarity. "No tremblin and quakin' in the gym. No more come on fellas, let's get him." sang Flare.

"Whatcha gonna do? How you gonna do it? Whatcha gonna do? How you gonna do it?" the Mane Six sang.

"Little by little." sang Flare.

"Ooh, ooh." sang Shining and the guards.

"Little by little." sang Flare.

"Bit by bit." sang Shining and the guards.

"Little by little." sang Flare.

"Ooh, ooh." sang Shining and the guards.

"Little by little." sang Flare.

"Bit by bit. Bit by bit. Bit... by... bit." sang Shining and the guards.

Flare dressed as a little girl, started dancing like a little girl, and sang like a little girl in front of a schoolhouse. "Everypony's going to be free. But they'll have to agree to be free. They'll have to agree to be less free than me, 'cos I rule the world you see." Flare sang. "So wait for the army of kiddy-winkies, and terrible tiny tots, in armoured school buses, firin poison pea-shooters. And sinking their milk teeth into your thighs... delapsus resurgam! When I fall, I shall rise!" The Mane Six started singing in their faces while they were running in the darkness.

"I wanna be a boss, I wanna be a big boss, I wanna boss the world around, I wanna be the biggest boss that ever bossed the world around!" Shining and guards kept singing 7 times, until Rainbow Dash interupted them.

"Alright, we get it!" she cried. The Mane Six reappeared in their prison cell, along with Flare, Shining, and the guards just ouside it.

"For Wizard of Hope's sake, Dash. Do you have to spoil the moment? Angry face!" asked Flare.

"What kind of song was that?" asked AppleJack.

"Wasn't it possum grade awesome?" asked Flare.

"No." Pinkie said angerly, with a deflated mane still.

"Well who asked you all anyway?" Flare asked rudely.

Meanwhile at Canterlot castle, the Crusaders were flying Flare's ROFLCOPTER towards the castle. "Whoa, whoa! Mayday! Mayday! We're out of control!" cried Sweetie Belle. They crashed the copter in the castle throne room. Princesses Celestia, Luna, and Cadance were startled by the crash.

"Why hello there, Apple Bloom, Sweetie Belle, Scootaloo! Plessure of you to drop in!" Celestia said and giggled. The Crusaders walked out of the crashed copter, rolling their eyes, with stars on their head, and moving funny.

"Aren't you all a little young to be driving one of those flying machines?" asked Cadance. The Crusaders eventually came back to their senses and ran towards the princesses.

"Princess Celestia!" cried Apple Bloom. "Princess Luna! We need your help!"

"You went with the Noble Six without their permission, didn't you?" asked Celestia.

"NO!" Scootaloo yelled.

"Yes we did." said Sweetie Belle.

"Sweetie Belle?" Scootaloo whinned at her.

"We can't lie to the princesses." said Sweetie Belle.

""What seems to be the problem young ones?" asked Luna.

"We were following Flare and the others, and we were just outside Chaos Mountain. We saw Crystal Iceblast and Aquatic Armor, but it wasn't them!" said Sweetie Belle.

"It was brainwashed Royal Guards! Your missing Royal Guards were captured, and brainwashed!" said Scootaloo.

"And they said they brainwashed Flare, captured the Noble Six, and there's a Doctor that's tryin to free Discord!" said Apple Bloom.

"Oh my. This is troubling." said Celestia.

"I agree, but it appears Discord isn't free yet, since there's no chaos." said Luna.

"What about my Shining Armor?" asked Cadance.

"You own some shining armor? Can we see?" teased Apple Bloom. She giggled.

"If the royal guards are there, and they're brainwashed, that must mean Shining Armor must be there and brainwashed too!" said Sweetie Belle.

"SHINING!" cried Cadance. Then she started to sob.

"There there, Princess Cadance." Luns said while comfirting her. "Cutie Mark Crusaders, you've done the right thing. It appears Flare Gun and the Noble Six was wrong about you."

"I agree. Without you three to warn us what happened, we would never know, and Discord might be free without us knowing." said Celestia.

"What are we going to do, sister?" asked Luna.

"We're going on a rescue mission. But not just us... we're going to need some help from a few friends of their's!" Celestia said mischievious.

Meanwhile back with Flare and the Mane Six, Flare kept showing the Mane Six his new Armor Lock ability. "EVIL LOLOLOLOL!" he said. "Go ahead Twilight, try firing your horn at me. Oh wait, your horn has that little thing on it to prevent it from working! LOL! Oh, and I also have armor lock now! Mischievious face!" Flare activated his armor lock spell.

"Alright we get it, Flare! Stop!" ordered Pinkie.

"Yeah, even though Pinkie's depressed right now, I kinda agree with her." said Rainbow Dash.

"Kinda?" asked Pinkie.

Flare deactivated the spell. "But Armor Lock is so awesome! Awesome possum!" he cried. "I'm invulnerable with Armor Lock! Oh, and Luna also taught me this Rail-blast spell! Watch!" Flare fired his rail-blast spell at the Mane Six, and it force pushed them against the wall. "EVIL LOLOLOLOL! I less then three these new spells! It's too bad you never learned any of my spells, Twilight. Check this out!" Flare fires a flare out of his horn, and it fired towards Twilight. "They don't call me Darth 'Flare' for nothin. Mischievious lion face." Fluttershy started to cry.

"Flare, you're going to far with this!" cried Twilight.

"DARTH FLARE! My name is Darth Flare now, sista." said Flare.

"Whatever, Darth Flare. You just made Fluttershy cry! Nopony ever makes Fluttershy cry!" said Twilight.

"Discord really messed with yer mind, Flare. He's turned ya'll into a big jerk!" said AppleJack.

"Hey, you started it." said Flare.

"No we didn't. Discord messed with your mind!" said Rainbow Dash.

"You idiots are starting to get on my last nerve! Very angry face!" said Flare. "I'm gonna have to settle with you all, right here, right now!" The Mane Six all held eachother tight. Then Flare's horn started glowing, and Flare growled at them. Discord appeared behind him.

"Dark Flare." said Discord.

Flare grunted, and deactivated his horn. "Why can't you say my name right? DARTH! Not Dark!" said Flare.

"The time has come, my apprentice. Time to bring an end to the Elements of Harmony once and for all!" said Discord.

"You're gonna regreat this, Discord! You messed with the wrong ponies!" Rainbow Dash yelled.

"Whoa nelly, calm down, sugarcube." said AppleJack.

"The show starts in an hour. Get them ready." said Discord.

"Yes, master." Flare said, bowing. Discord then disappeared. Flare turned to the Mane Six. "Mischievious face! Now it's time to meet your destiny, sistas! Let's bring an end to this friendship betrayal!"

"I got a bad feeling about this." said Fluttershy.

"This isn't Star Wars, Fluttershy." said Pinkie.

An hour went by. Flare took the Mane Six to the Mountain battle arena. The Mane Six were all hanging on chains on colums. All around the arena were Changelings, and other evil species, all cheering. There was a Changeling selling food, and T-Shirts and hats of the Mane Six with X's on them. And there were even a couple of Changelings with letters written on their stomaches, in order: 'M-A-N-E-6-X'. The audience was like a football crowd. Eventually, they all did the wave.

"Well... this is the end of us. The end of the fabulous Rarity, and her good looks, and fashion!" Rarity said with tears.

"I never thought it would end this way." Rainbow Dash said with tears on her eyes.

"Don't give up, girls. We can still get outta this! There is hope for us, and even Flare yet!" said AppleJack.

"AppleJack is right. Somepony is bound to rescue us." said Twilight. Then she looked up at mind-controlled Shining Armor, then teared up. "Why? Shining, get back to your senses. You're my B-B-B-F-F! You can fight it!"

"Just face it girls. We're doomed." said Pinkie.

"AppleJack... I'm scared!" Fluttershy squeaked.

"Don't be scared, Fluttershy, we'll be fine. Ah know it!" said AppleJack. "We'll be... fine. Yeah."

Discord appeared on the bolcany, along side Flare, and some Royal Guards. "Mares and gentlecolts! Welcome to the Chaos Arena!" said Discord. The audience started cheering. "Now we're going to have a great show tonight, because we're gonna give the Mane Six the mentle pain they gave to my loyal apprentice!"

"PRAISE THE WIZARDS!" cried Flare.

"PRAISE THE WIZARDS!" the audience yelled. The Mane Six all looked at eachother, scared.

"Now our contract says we can't give any physical pain, injuries, or death. So we're just gonna hurt their feelings until they'll beg for us to end their suffering!" said Discord. The audience cheered. "Now let's meet our stars! Our first star is a unicorn pony that's great and powerful, knows great magic tricks, but got put down and kicked out of many towns after her poor preformances. Time for her to regain her dignity! Please welcome, the Great and Powerful Trixie!" Trixie appears in the middle of the stadium, blowing kisses at the audience, waving, and smile at them. "Our next star is a griffin, not Peter Griffin, not Griffindore, but a mean scary machine! Put your hooves together for Gilda!" Gilda jumps out in the middle of the stadium, posing for the audiene, and gives out loud roars.

"Gilda? I knew she was a bully, but not like this!" said Rainbow Dash.

"Next we have a buffilo from the Equestrian desert. He's a leader of a group of buffilos, and almost destroyed a town because they grew apple trees on their trails! Please give it up for the Chief Thunderhooves!" said Discord. Thunderhooves charges out, and knocks a pile of crates, and the crates break, and T-Shirts start flying out into the crowd.

"Ah shoot. Ah thought we were friends with him now? This is gonna be a problem." said AppleJack.

"Next is a dragon that loves to pick on smaller dragons, and steal pheonix eggs. He's red, he breathes fire, and he's Grable!" said Discord. Garble flies out into the arena, breathing fire out, juggling some gems, and then throwing them in his mouth.

"Wow. All that we had a conflict with in the passed seems to be in this arena, and they're going to be hurting our feelings, real bad." said Fluttershy.

"Our next lucky visitor was a former Ponyville hero, until her secret identity was revealed. But now a mysterious pony has taken her place, and is going to insult the the happyness right outta them! Put your hooves in the air for the Mysterious Mare Do Well!" said Discord. Mare Do Well swings outside, and poses for everypony.

"What? The Mysterious Mare Do Well? But... how?" asked Rainbow Dash.

"We were the Mysterious Mare Do Well!" said Twilight. "H-how is that possible?"

"Next we have a certain somepony that crashed a wedding by disguising herself as a bride. She got defeated by the power of love." said Discord. Then he started laughing. "The power of love, and I thought being defeated by the power of friendship was embarrassing!" Discord continued laughing.

"Dude, brah. Just continue." said Flare.

"Right, right. Put your hooves together for Queen Chrysalis!" said Discord. One of the Royal Guards in the arena changes to Chrysalis, and she starts waving at the audience. There was a couple of Changelings in the audience holding up signs that say 'Go Chrysalis!', 'Chrysalis is best queen!' "And finally... umm... you do this one my loyal apprentice."

"Happy face!" said Flare. "Alright finally, we have a very special guest, from a very special friend of mine! He was one of the few that did not betray me! Although he disappeared on the way here, I found out that he did not leave, he changed into something powerful! He's not so little anymore. He's my video game partner, he's my bro, he's... Spike!"

"SPIKE?!" the Mane Six said at the same time. They all heard a roar coming from the sky. A dragon was flying in circles, then he crashed down into the arena. Spike has grown to an adult dragon. He gave out a big roar, and breathed smoke on the Mane Six.

"Spikey-Wikey? What have they done to you?" Rarity asked in worry.

"Did you bring your ruby with you, Rarity? That's what stopped him before." asked Fluttershy.

"Nope, I left it home. We're goners." said Rarity.

"Now, let the insulting begin!" said Discord.

"Spike, my bro for life, I have a cave full of gems just for you, if you just do what we say. Capieesh?" asked Flare. Spike nodded, and roared at the Mane Six again.

"Ew! Say it, don't spray it. My hair is already ruined." said Rarity. Trixie, Gilda, Thunderhooves, Grable, Mare Do Well, and Chrysalis kept throwing insults at the Mane Six.

"Hey Twilight, I burned all your books!" said Trixie. "All your books mean nothing. Princess Celestia is a terrible teacher."

"Hey Pinkie, your parties stink. Your cupcakes are terrible! You have no friends!" said Gilda.

"Hey Rainbow Dash? The Wonderbolts will never let you join them. The Sonic Rainboom is a weak trick. Blaze wants to break up with you." said Grable.

"Hey AppleJack? Pears are best fruit ever-no, oranges are. You make the worst cider ever, the Film Flam brothers should've took over your farm." said Thunderhooves.

"Hey Fluttershy? You're the worst animal taker ever. I bet they'd look good on my dining room table!" said Mare Do Well.

"WHAT?!" Fluttershy cried.

"Yes, they'll gain lots of weight by eating all that food I serve for them on my dining room table! They'll get fat, and all dirty!" said Mare Do Well.

"Hey Rarity? What's purple and white, and full of dirt?" asked Chrysalis.

"Don't you dare!" Rarity yelled.

"YOU!" said Chrysalis with a chuckle. She dumps buckets of dirt all over Rarity.

They ignored the insults at first, saying it's not true, but eventually they all begged them to stop. They all cried, and screamed. Discord laughed.

"This is so fun!" said Discord. "Hey Darth, how about passing me some popcorn?" Flare passes Discord the popcorn, but the popcorn bag just falls through his hand, since he's a hologram. "Oh, right."

"MAKE THIS STOP!" cried Pinkie. From the bolcany, behind Discord, a pony started walking towards them. It was Big Macintosh, and he put an apple right in front of Flare.

"Eeeyup." he said. Discord turned around.

"Who are you?" asked Discord.

"Just a pony, partner. Just a pony... that's here to rescue his friends!" said Big Mac. He back flipped over Discord and jumped into the arena, holding out apples.

"Big Macintosh?!" AppleJack gasped, wiping the tears out of her eyes, with her bottom hooves.

"Eeeyup!" said Big Mac. The Wonderbolts fly in the sky, and they start dropping bags of apples down at the arena. Trixie, Gilda, and the other antagonists all jump out of the way and take cover.

"The Wonderbolts!" cried Rainbow Dash. Some Changelings in the arena uncloak themselves, and they are revealed to be ponies from Ponyville. Bon Bon, Lyra, Derpy, Octavia, Berry Cherry, Doctor Whooves, Cheerilee, Wonderbolts fly down at the Mane Six, and unchain them. They also remove Twilight and Rartiy's medal ring from their horns so they can use their magic again. They also unstrap Rainbow Dash's and Fluttershy's wings so they can fly again.

"WHAT?! What's going on?" asked Discord.

"Looks like it's time for an epic battle!" said Flare. "Now this is what the audience wants to see! They should see the Mane Six get defeated fair and square in competition! That's what I want to see!"

"Hmm... Interesting." said Discord. Pinkie sits there near the colum, but then Spitfire goes down, and shoves a cupcake in her mouth.

"Here, this should help, kid." said Spitfire. Pinkie eats the cupcake, then she smiles and her mane goes back to normal. She jumps around in joy.

"I'm back to my old self again!" cried Pinkie. "HIT IT VINYL!" Vinyl Scratch, activates her DJ system, and plays Barracuda by Heart.

"Oh yeah, baby! This is gonna get good!" said Vinyl.

"The Great and Powerful Trixie does not fight." said Trixie.

"Well, we have no choice at this point! Let do this!" said Gilda. The Mane Six and the antagonists all charged at eachother. Twilight turned to Flare.

"So this ain't the end, I saw you again! Today, had to turn my heart away." Twilight sang.

"You smiled like the sun, kisses for every...!" sang Pinkie.

"...One. And tales, it never fails." sang Fluttershy.

""You lying so low in the weeds, bet you gonna ambush me." sang Rarity.

"You had me down down down down on my knees..." sang Rainbow Dash.

"Now wouldn't ya, Barracuda?" sang AppleJack. "Ooh yeah!"

"This is getting out of control! RELEASE THE GUARDS!" cried Discord. The gates in the stadium opened, and a motherload of Royal Guards started charging for the Mane Six, but the other ponies from Ponyville bursted out and fought them.

"Back over time, when we were all trying..." sang Trixie.

"... for free. Me up with porpoise and me." sang Chrysalis. "Ah ha!"

"No right no wrong your spelling a song!" sang Gilda.

"A naaaaame whisper game!" sang Garbel.

"And if the real thing don't do the trick, you better make up something quick." sang Thunderhooves.

"You gonna burn burn burn burn burn out to the wick. Ooooooo..." sang Mare Do Well.

"Barracuda." sang Spike. "Oooooh yeah!"

"Sell me sell you the purpoise said, dive down deep to save my head, you..." sang the Mane Six.

"I think you got the blues too." sang Twilight.

"All that night and all the next swam without looking back. Made for the western pools." sang the antagonists.

"Silly silly fools." sang Spike.

"The Mane Six is winning the battle! Dark Flare, do something!" cried Discord.

"DARTH Flare!" Flare corrected him.

"ATTACK!" cried Discord. Flare jumped off the bolcany, but fell on his stomach and hurt himself. He shook his head got up, and ran in the middle the arena.

"IMMA FIRIN MAH SHOOP DA WHOO-WO-WO-WO-WO-WO-WOOP!" cried Flare. He charged his horn and fired his laser at a colum. The colum start tipping over.

"BRAISE FOR IMPACT!" cried Spitfire. Everypony charged out of the way of the colum as it fell down, and the arena got all dusty. Flare walked towards the Mane Six as they were laying down, and the dust cleared off.

"And if the real thing don't do the trick. No, you better make up something quick." sang Flare. "You gonna burn burn burn burn burn out to the the wick! Aaaah barra-barracuda! Yeah!"

After a few more moments of everypony fighting, Twilight was fighting Trixie. Trixie squirted a ton of water on her. "Sweet Celestia, Trixie! What's with you and water?" asked Twilight.

"The Great and Poweful Trixie loves water. Just as much as the Great and Powerful Trixie loves the all mighty Discord!" said Trixie. "Oh, and I must say. Your spells are stupid." She laughs.

"Alright that's it! I HAD IT WITH YOUR INSULTS!" cried Twilight. Twilight fired a punch spell on Trixie, and Trixie got knocked into the wall. "HA! Like that?!" Trixie's form started getting staticy after she got knocked out. Then she turned into Aquatic Armor. "Wait a minute? AQUATIC ARMOR?!" Twilight rushed towards Aqua, who was knocked out, and saw a broken form changing device on his wrist, and a scar on his eye that looked the same as what Flare and the guards had. "A form changing device? A scar? Oh no! GIRLS?!" The Mane Six were too busy fighting, and didn't hear her. "Everypony stop! It's the Noble Six!"

"You're dead, squirt!" said Gilda.

"Oh, but I don't think you were well aquainted with my party cannon yet, Gilda!" said Pinkie. She took out her party cannon and blasted it on Gilda. Gilda knocked into a colum and passed out. "Yippie! I win!" Gilda's form got all staticy, and she turned into Psyche. "What the? PSYCHE?!" Pinkie and Twilight ran to Psyche and saw a changing device, and a scar on him too.

"Pinkie, these aren't really Trixie, Gilda, Mare Do Well, and the others. It's the Noble Six! Discord brainwashed them!" said Twilight.

"Oh no! We gotta warn the others!" cried Pinkie. Twilight ran off. Then Pinkie put a party hat on his head, and a cupcake on his hoof. She giggled, and hopped off. Rainbow Dash was fighting dragon.

"You wouldn't hit an awesome dragon!" said Garble. Then Rainbow Dash tried to punch him, put she missed. "You couldn't hit an awesome dragon!" he said. Rainbow Dash tried to punch him again, but missed again. "In fact you couldn't hit a barn door!" Garble breathed fire on Rainbow Dash, and the tip of her tail was on fire. Rainbow Dash growled and gave him a big kick in the face. Garble flew right into the wall.

"That'll teach you!" Rainbow Dash taunted. Garble's form got all staticy, then he turned into Blaze. "BLAZE?! OH NO!" Rainbow Dash ran to Blaze and saw a changing device and a scar on him. "This was all a set up! All this time I was fighting my own husband!" She started to sob on him.

"Okay, there's Blaze, Psyche, and Aqua. All we're missing is Engineer, and Crystal." said Twilight.

Thunderhooves charged at AppleJack, and AppleJack charged at him. AppleJack head-butt Thunderhooves and he flew up in the air, and down to the ground.

"Yee haw! Take that!" cried AppleJack. Thunderhoove's body got staicy and he turned into Engineer. "Huh? What? Engineer?! What the?!" AppleJack ran to Engineer and saw a changing device and a scar on him. "What sort of trickery is this?!"

Fluttershy was covering her face in the ground as Mare Do Well was kicking her. Fluttershy was crying. Mare Do Well just kept kicking and laughing. Rarity saw what happened and she was very mad. "NOPONY BEATS UP FLUTTERSHY! IT IS ON!" cried Rarity. She charged to Mare Do Well, and knocked her with her head. She flew across the arena, and hit the wall. Her body got staticy, and she turned into Crystal Iceblast.

"CRYSTAL?! How could she?!" cried Rarity.

"She was mind controlled, Rarity! They all were!" said Twilight.

"Discord... that big dumb MEANIE!" cried Fluttershy.

"Wait, there's Engineer, Crystal, Psyche, Blaze, and Aqua, there they all are! Who's Chrysalis then?" asked Pinkie.

"I'm actually her." said Chrysalis.

"YOU MEANIE!" cried Fluttershy. Fluttershy flew up to her and screamed in her face. Chrysalis was shocked after the shout.

"Forget this!" she cried. "RETREAT!" Chrysalis and the entire Changeling audience all flew away.

"NOOOOO! My entertainment!" cried Discord. "My plan! It's all up to Dark Flare now!"

"DARTH FLARE!" cried Flare.

"Loyal apprentice! We can't take anymore chances! Set me free! Recapture the Mane Six! Do something!" cried Discord.

"Don't worry, master. I got a plan." said Flare. Then he took out his walkie talkie. "All units, capture the Mane Six!"

"Now there's one thing left to do. We gotta find Discord's statue and destroy that hologram device!" said Twilight.

"Well why we hangin around here fer? Let's go!" said AppleJack. The Mane Six all ran through one of the stadium gates, but the gate closed before Twilight could go through.

"TWILIGHT?!" the Mane Six cried.

"I can't get this opened!" cried Twilight

"Heeeeey ladies!" said Flare. Twilight turned around and saw Flare, and adult Spike behind him. "What's the rush? The show's not over yet!"

Twilight turned back to her friends. "Go on without me. I'll take care of him." she said.

"Be careful darling!" said Rarity.

"We'll take care of Discord." said AppleJack. The Mane Six ran off, then Twilight turned back to Flare.

"You should've never betrayed me, Twilight. We would've been home by now, safe and sound. But you decided to put me down. LOL I rhymed! Did you hear me?" said Flare.

"Flare, Discord tricked you. We would never put you down like that!" said Twilight.

"But you did. I saw it with my own eyes, heard it with my own ears." said Flare.

"No." said Twilight.

"Surrender, Twilight Sparkle! Mischievious face! We already won! Come along quietly." said Flare.

"Never!" said Twilight.

"Never say never. Kay, if you're gonna be that way. SPIKE ATTACK!" cried Flare. Spike roared. Twilight was scared, but then Spike was hit in the head by an anvil. Above him was the Cutie Mark Crusaders in Flare's ROFLCOPTER.

"Oh I don't think so!" said Sweetie Belle.

"Why does Flare keep an anvil in here anyway?" asked Scootaloo.

"HEY! That's my ROFLCOPTER!" cried Flare. "YOU STOLE MY ROFLCOPTER!"

"Look out below!" Sweetie Belle said, while dropping a slice of pizza in Spike's mouth.

"HEY! THOSE ARE MY PIZZAS! YOU BETTER HAVE PAID FOR THAT!" cried Flare. Spike started to smile, then he started shrinking back to his regular self.

"Hmm hmm! That was so good! I'm back to normal! Woo hoo!" cried Spike.

"NOOOOO! This isn't suppose to happen!" cried Flare. "We can't lose!"

"No, Flare. Discord lost. You won. You were in our side all along!" said Twilight.

"NOOOOOO YOU!" Flare cried, then activated his hornsaber.

"Flare, I don't want to fight you." said Twilight.

"IT'S DARTH FLARE! DAAAAAARRRRTH!" cried Flare.

"Fine, you wanna do this retro? Fine, let's do this retro." said Twilight. "I never done this before. I hope it works." Twilight starts grunting, and her horn starts glowing.

"What are you doing?" asked Flare.

"Facing you with your own magic!" said Twilight. Then Twilight's horn lit up, and she activated a spell that looked like Flare's hornsaber.

"I see you have constructed a new hornsaber." said Flare. "Mine's bigger than yours though, LOL! And you never even trained. This is gonna be easy-cheesy!"

"Twilight? Flare? What's going on?" asked Spike.

"Spike, go on. Save yourself." said Twilight.

"But Twlight!" cried Spike.

"I'll catch up with you later. Just go! NOW!" ordered Twilight.

"Be careful! You too Flare!" said Spike. Then he ran off. But then he got stopped by the Noble Six.

"Where are you going little dragon?" asked Blaze.

"The Great and Powerful Trixie will never let you through!" said Aqua.

"Uhh... you guys alright?" asked Spike. Psyche roared in Spike's face like Gilda. "Okay, this is awkward." Spike then ran passed them.

"Hey, he's getting away! The great Mare Do Well will never let him get away!" cried Crystal. They all started chasing him.

"Let's do this thang, sister!" said Flare. Then Twilight charged at Flare, and started having a hornsaber battle. Meanwhile, inside the mountain, the Mane Six were running across through the corridors, trying to find Discord's statue.

"You girls find anything yet?" asked Fluttershy.

"Not yet, dear." said Rarity. "Seriously, this place needs to get cleaned up."

"AAAAAH!" cried Spike as he ran across the halls and up on Rainbow Dash's face.

"Spike, please get off my face." said Rainbow Dash.

"Guys, the Noble Six! They've gone crazy!" cried Spike.

"That's ridiculous. They've changed back to their regular selves!" said AppleJack.

"No you don't understand!" said Spike. "They're minds are still programed to what Discord made them!"

"Don't be silly, Spike! The Noble Six are our friends! They would never hurt us!" said Pinkie.

Psyche lunged at Pinkie and put her in a head-lock. "Got you now, shrimp!" he said.

"Psyche? What are you doing?" asked Pinkie.

"Psyche? Who's Psyche? I'm Gilda, remember? Idiot!" asked Psyche.

"Seriously, what's going on here?" asked Fluttershy. Then Crystal jumped on top of her.

"For great justice!" cried Crystal.

"None of you can outmatch the power of the Great and Powerful Trixie!" said Aqua, putting his horn towards Rarity.

"Aqua, darling. Aim that thing somewhere else!" said Rarity. Engineer head-butted AppleJack and held her towards the wall.

"Ya'll will think twice before putting apples in mah path!" said Engineer.

"I never put apples anywhere near your path, Engie!" said AppleJack.

"No, but yer cousin did. After you, he's next!" said Engineer.

Rainbow Dash started walking backwards, but then Blaze popped up behind her. "How's it going, squirt?" asked Blaze.

"Blaze! It's me, your wife! Rainbow Dash!" she cried.

"Wife? I'm not married. And even if I was, I wouldn't be married to a pony. I mean, a dragon and a pony? That would be totally an awkward couple." said Blaze.

"Oh real sweet, Blaze. Is it gonna be awkward for me to date Rarity?" asked Spike.

Blaze breathed fire towards Rainbow Dash, but she flinged out of the way. "Blaze! This isn't you! You're not that type of dragon! You're Blaze Goldheart! Member of the Wonderbolts! And there's not one pony that would ever replace you!" she cried.

"You're talking jibberish. Now prepare to be burned at the steak!" Blaze said, and chuckled.

Meanwhile, back with Twilight and Flare, they were still having a hornsaber duel.

"Princess Eeestia has taught you well!" said Flare.

"Her name is Celestia!" cried Twilight. They continued dueling.

"I can feel it. I can feel your anger, sista! How does it feel?" asked Flare. "You should join me. And together, with our combined powers, we can free Discord! And rule Equestria! Together! We'll forget about our little disagreement before, and you can make up for what you've done to me, if you join us!"

"I'LL NEVER JOIN YOU!" cried Twilight. They continued dueling.

Meanwhile the Noble Six has the Mane Six surrounded.

"Stop struggling, you little twirp!" said Psyche.

"Psyche, snap out of it! You're not Gilda!" said Pinkie.

"Careful with my hair darling!" said Rarity.

"Nopony tells the Great and Powerful Trixie what to do!" said Aqua.

"There's gotta be something we can do to snap them outta this spell!" cried AppleJack.

"Shut it, Apple! Yer an apple!" said Engineer.

"Ya think callin me an apple is insulting?" asked AppleJack.

"Ah'll smash ya like an apple!" said Engineer.

"Wait a minute!" cried Spike. He reaches inside one of the Noble Six's satchels and takes out some pizza. "Each of you took one of Flare's pizzas with you! The pizza cured me from my curse! So why not you? Hey, Blaze?" Blaze didn't answer him. "I mean... dragon!"

"What is it twerp?" asked Blaze.

"Order up!" said Spike. He threw a pizza in Blaze's mouth, and he ate it. "Hmm, this is actually pretty good, twerp. Wait a minute..." Blaze started holding his head, and grunting.

"Yes! It's working!" cried Rainbow Dash. Blaze's scar disappears and his eyes turned back to it's regular color.

"Ugh! What happend? Rainbow? Honey you alright?" asked Blaze.

"BLAZE!" Rainbow Dash cried in happyness. Rainbow tackles her and starts kissing him. "I'm so glad you're back!"

"I was gone? What happened?" asked Blaze.

"Seriously, what's goin on?" asked Engineer. AppleJack reaches inside Engineer's satchel, takes out a pizza, and puts it in his mouth. Engineer ate it, then his scar disappeared. "What the? What happened? Where am ah?" Engineer looked down at AppleJack. "Oh, please tell me we didn't."

"Nope, but yet back to normal, sugarcube!" said AppleJack.

"Ah seriously don't know what yer talkin about." said Engineer.

Pinkie reaches through Psyche's satchel, takes out a pizza, and she eats it. "Hmm hmm! Best pizza ever!" said Pinkie.

"PINKIE! That's suppose to be for Psyche!" cried Rainbow Dash.

"Oh." she said. She takes the pizza out of her mouth, and puts it in his mouth. Psyche eats it and his scar disappeared.

"Huh? What happened? FLARE?! Don't worry I'll shut down those lasers... uhh, what's going on?" asked Psyche.

"YAY! Psyche's back!" Pinkie cried, and gave him a big hug.

"Why do I taste saliva?" asked Psyche.

Rarity starts reaching into Aqua's satchel for a pizza. "Hey if you think you're gonna do the same thing to the Great and Powerful Trixie, then you're highly..." before Aqua can finish that sentence, she already put the pizza in his mouth. Aqua's scar disappears.

"WAH! I got hit by a dart, and... wait, what's going on?" asked Aqua. "Rarity? What happened?"

"I'll explain later dear. Just get your hoof off me, please?" asked Rarity.

"Go, Fluttershy! Your turn!" cried AppleJack.

"I... I can't, I'm too scared!" said Fluttershy.

"Of course you can't!" said Crystal. "You can't do anything! You're weak, and a coward! And your animals think so too!"

Fluttershy started to get angry. "Don't... you... DARE... TALK... ABOUT... MY... ANIMALS THAT WAY!" Fluttershy shouted into her face.

"OW! That hurt my ears!" said Crystal. Fluttershy tackled Crystal, took out a pizza and shoved it in her mouth. Crystal's scar disappeared.

"AAAH ROCKS! Wait... Fluttershy what's going on?" asked Crystal. "Why are you on top of me?"

"Oh, I'm sorry. I was just trying to save your life." said Fluttershy.

"Looks like I missed a bunch, huh?" asked Crystal.

"Yep!" said Fluttershy, she gave her a hug.

"Seriously, girls. What's going on here?" asked Aqua.

"Discord! We gotta find the Discord statue!" cried Rainbow Dash.

"But we already saw a bunch of Discord statues in the laser room." said Psyche.

"Those must have not been the real statues. We gotta find the real statue." said AppleJack.

"Flare did say something about a lounge before." said Rarity.

"Let's check there first." said Crystal.

"It's so good to have you guys back!" said Spike.

"Seriously what happened?" asked Engineer.

"We'll explain along the way." said Rainbow Dash.

Back with Twilight and Flare, they were still dueling, but very violently. "FLARE! STOP THIS! STOP IT NOW!" cried Twilight.

"No you!" said Flare.

"This isn't helping! This isn't you!" cried Twilight.

"No you!" said Flare.

"Will you stop with this, Flare?! YOU'RE BEING ANNOYING!" Twilight yelled.

"I KNEW YOU THOUGHT OF ME LIKE THAT!" cried Flare.

"No... wait, Flare! I didn't mean it!" cried Twilight.

"ANGRY FACE!" cried Flare. His hornsaber glew very bright, and very powerful. Then he swung it on Twilight's horn, and her horn falls off. "WHOA! That was epic! I didn't know my hornsaber could do that! Leet!"

"NOO! My horn!" cried Twilight.

"EVIL LOLOLOLOL! Now what were you saying about winning and losing? Oh yeah, I win, and you lose! Mischievious face!" said Flare. Twilight backs away from Flare slowly, and Flare walks towards her. "You can't beat me, Twilight. I'm Flare Gun! The awesomeist of all possums! The leetest of the leet! The best of the best! Now feel dat Mareami heat! All I wanted was friends, Twilight. Friends. You and your friends really hurt me bad, real bad! Your betrayal will never be forgived, unless you joined me, and we will free Discord!"

"I'LL NEVER JOIN YOU!" cried Twilight.

"Discord never told you what happened to your friend Flare." said Flare.

"He killed him! He killed my friend Flare! And replaced him with an evil version of him!" said Twilight.

"No, Twilight... I... AM YOUR FRIEND!" said Flare.

"NOOOOOOOOO!" cried Twilight, but then she stopped and smiled. "Wait, really?"

"No, wait. That didn't come out right." said Flare. "Now where was I? Ah yes. Join me, and together we'll rule Equestria as friends! EVIL ROFLMAO!" Twilight just stood there against the wall, she looked down, and thought.

Meanwhile, the Mane Six and the Noble Six run to the lounge. Waiting for them was Discord and Shining Armor.

"Hold it right there! You are not going anywhere near that statue! Once my apprentice comes, he'll set me free! And there's nothing you can do to stop me!" said Discord. "Shining Armor, finish them!"

"With plessure!" said Shining. "GUARDS!" He guards the statue along with his royal guards.

"Do we have anymore of those pizzas?" asked Crystal.

"No, we used them all up." said Blaze.

"We're doomed!" cried Rarity.

"Guys, if evil Flare taught me something... IT'S THIS!" Pinkie cried. She took out a garlic roll and threw it at Shining Armor's mouth. "BULLS EYE!" she cried.

Shining Armor's scar disappeared. But as Shining turned back to normal, his guards all turned back to normal. "Huh? Where am I?" asked Shining.

"SHINING'S BACK!" cried Aqua.

"Was my memory hijacked, again?" asked Shining.

"Ah'm afraid so, partner." said Engineer.

"Now we have to destroy that hologram device on Discord's statue!" said Psyche. As they ran towards the statue, the statue goes inside a a glass box, and a crane takes it away.

"NO! Where is it going?" asked Crystal.

"To the escape pod room. You don't have much time before the statue gets launched to the bottom of the sea! If I can't escape that prison, then at least my spirit can wonder around! And none of you can stop me!" Discord said, and did an evil laugh, then disappeared.

"Do ya'll have any idea where the escape pod room is?" asked Engineer.

"We never passed an escape pod room!" said Aqua.

"I think I might know where it is." said Shining. "I kinda remember some stuff that was going on when I was brainwashed. I think the escape pod room is this way! Follow me!" Shining ran out of the room, and everypony else followed.

Meanwhile with Twilight and Flare, Twilight was leaning towards the wall, defenseless. "It is your destiny, sista! Join us, or feel the wrath of my hornsaber!" said Flare. Twilight sat on the ground, tearing up.

"I'll never join Discord! Flare, you maybe a big jerk on the outside, but on the inside is that sweet, funny, old Flare Gun that I've used to know. And there's nothing anypony can do to take that away from you! You are what you are. And I respect your personality. No matter what you say, no matter what Discord does. You're still my friend!" said Twilight.

"That's very sweet, Twilight. I'm touched. I'll never forget that. Smiley face." said Flare. Twilight smiled. "But I'm still gonna beat you with this thing, TROLOLOLOL!" Flare started beating Twilight with his hornsaber, but like a baseball bat, or a nightstick.

"OW! OW! I don't care! OW! OW! You're still my-OW-friend!" said Twilight. The Cutie Mark Crusaders dropped a pizza out of the sky and it landed in Flare's mouth.

"Order up!" said Sweetie Belle.

He stopped beating Twilight and ate it. "Hmm. That's my pizza! It's so good! Best pizza in Equestrria, brah! But wait... I'm starting to feel... something." Flare covered his head with his hooves, then he started grunting and yelling. His scar disappeared and his eyes turned back to normal. "Uhhh... Twilight?"

"Yeah?" asked Twilight.

"I got the Baracuda song stuck in my head from before! Why did we have to sing that? Lion face." said Flare.

"FLARE! YOU'RE BACK!" cried Twilight. She gave Flare a big hug.

"I know... and sad thing is... I remember everything I did." said Flare.

Meanwhile, the Mane Six and Noble Six made it to the escape pod room and saw many escape pods. "Uhh, which one is the escape pod that Discord's in?" asked Crystal.

"Oh great, I don't know!" said Shining.

"Search them all!" cried Blaze. They all searched throug the escape pods, they found nothing. But Fluttershy saw a liger in one of them, Shining saw Chrysalis in one as it launched out, and Psyche saw that thing that looked like the alien that Flare used to scare Psyche on the Moon Chips chapter. Eventually, Spike found the pod.

"I found him!" cried Spike. Then Discord appeared in front of Flare.

"Peek-a-boo!" he said. Spike got startled and fell down. "Face it, you only have 30 seconds! There's no way you'll be able to destroy the device in time! You'll never the code to open the pod.

"Access granted." said the keypad, and the escape pod opened.

"WHAT?! But how?" Discord gasped.

"Ah just hacked the device. They don't call meh Engineer for nothin." said Engineer.

"You'll never be able to destroy the device before the pod launches!" said Discord.

"No, but we can just ride the pod outta here." said Blaze.

"Then you'll be trapped in the bottom of the ocean and drown." said Discord.

"You guys go, I'll take care of this!" said Shining. He hops into the pod.

"Shining, no!" cried Blaze.

"Guys... tell Cadance one thing for me." said Shining. "Tell her... to stay away from my slice of pie in the fridge!" Shining cloes the pod door, and the pod gets launched.

"That is one brave pony." said Spike.

"Well... this is a disappointment. I guess this is goodbye... for now." said Discord. "But mark my works, you haven't seen the last of..." Discord disappears before he could finish.

"Yeah he was starting to get annoying anyway." said Crystal.

"I should've been the one to go! I like water." said Aqua.

An alarm started going off in the mountain. "WARNING! Self-destruct sequence as activated. Detnation in 30... 29..." said the intercom.

"We gotta get outta here!" cried Blaze. Engineer unlocks another escape pod, and the Mane Six, Noble Six, and Spike all get inside the escape pod.

"WAIT! What about that cave full of gems?" asked Spike. But the pod already gets launched. Meanwhile with Twilight and Flare, they hear the self-destruction sequence activate. Flare and Twilight were the only ones in the arena. All the guards and ponies from Ponyville have already escaped the mountain.

"How we gonna get outta here?" asked Twilight.

"HEY CRUSADERS! DOWN HERE!" cried Flare.

"We're comin, Flare!" said Apple Bloom. She lowers the ROFLCOPTER down to them. Flare pushes Twilight inside with his Rail-blast spell. There was 10 seconds left in the clock.

"I can't make it! Go on without me!" cried Flare.

"FLARE! WE'RE NOT LEAVING YOU!" cried Twilight.

"Don't worry, I'll be fine! I'll just my Rail-blast spell to shoot you to a safe distance! GO!" cried Flare. The Crusaders fly the ROFLCOPTER in the sky, with Twilight inside and Flare fires his Rail-blast spell at the copter, and the copter gets pushed away from the mountain. As they got pushed, the mountain explodes. The escape pod lands in the Mane Six, Noble Six, and Spike were in landed middle of the Everfree Forest.

"We did it! We made it!" cried Crystal.

"I hope the others made it out okay." said Blaze. The Crusaders land the ROFLCOPTER next to their pod, and they hop out.

"Twilight! Crusaders! You made it!" cried Pinkie.

"But where's Flare?" asked Fluttershy. Twilight and the Crusaders had tears in their eyes, and didn't say a thing. "Oh no!"

"Jeez Twilight, what happened to your horn?" asked Crystal.

"Wait... Flare's not with ya?" asked Engineer.

"NOOOOO!" cried Spike. "He was my bro! How could this happen?"

"Spike, he did what was best for all of us. He was certainly the most awesome friend, Equestria has ever known." said Blaze.

Aqua sniffled. "It's almost like I can hear his screaming right now." said Aqua. Then a scream gets heard in the background. "Wait, I do hear some screaming."

"LOOK OUT!" cried Crystal. A fireball was falling from the sky, all the ponies jumped out of the way, and it landed in between them. The dust cleared, and it was actually Flare covered in a plasma field.

"FLAREY!" cried Pinkie.

"Is that his Armor Lock spell?" asked Engineer.

"Looks like it. Looks like his Armor Lock actually saved his life." said Blaze.

"Well Flare, I take back all I said about Armor Lock being an annoying spell. I apologize." said Psyche. Flare turned off his Armor Lock spell, stood up, and didn't say a word.

"Great to have ya back, sugarcube!" said AppleJack.

"Crying face." said Flare. Tears fell out of his eyes, and he ran away.

"Wait! Flare where you going?" asked Rainbow Dash. They all followed Flare, and they found him sitting near a lake, looking down, with tears falling from his eyes, and landing in the water.

"Flare? Are you okay, buddy?" asked Spike. Flare didn't say anything.

"Flare, you're a hero! Thank you for saving us." said Twilight.

"Sniff. I'm no hero." said Flare. "All this time I was brainwashed by Discord. Then I... insulted you all, threatened to end you, and... and even... threw garlic rolls at you."

"Flare, it's okay." said Rainbow Dash, putting her hoof on Flare's shoulder. "You didn't mean it. You were tricked."

"I... I'm sorry!" cried Flare. He held his hooves on his eyes. The Mane Six, and the Noble Six comfirted him.

"There there, sugarcube. It's alright. We accept your apology." said AppleJack.

"Darling, you risked your life to save ours. And if that's not true friendship, I don't know what is." said Rarity.

"We'll never forget it, Flare." said Fluttershy.

"You are the funnest, funniest, sweetiest pony we know! We can never dis you!" said Pinkie.

"Sniff. You mean that?" asked Flare.

"Of course we do, darling!" said Rarity.

"Great having you around, Flare!" said Rainbow Dash.

"Smiley face." Flare said with a smile. "GROUP HUG!" The Mane Six, Noble Six, Spike, and the CMCs all hugged eachother. "B-T-W. This outfit I'm wearing looks pretty leet! I think I might keep it!"

"Why?" asked Crystal.

"Because it looks epic! Maybe I might be Darth Flare again for Nightmare Night!" said Flare.

"Only you, brah. You only." Psyche said to him and laughed.

"Hmmm..." Flare said to himself.

"What's wrong?" asked Fluttershy.

"Something's still puzzling me. Discord said he was working for some sort of Doctor." said Flare.

"Doctor Who?" asked Engineer.

"No, not Doctor Who, but some sort of Doctor. Discord wasn't working alone. This Doctor must have been the one that planned this. And that S logo I keep seeing looks so familar to me." said Flare.

"Well, that's a mystery we'll have to solve another day, Flare. Whoever this Doctor is, he must be out of reach by now." said Twilight.

"That Doctor must have been the one who activated the Self-destruct sequence in the mountain too." said Aqua.

"What about your horn, Twilight?" asked Rarity.

"Oh don't worry. Princess Celestia knows a spell that can make it as good as new! My horn will be back in no time!" said Twilight.

"Well I had enough here. Who's ready to go back home?" asked Blaze. Spike held his stomach, and burped up a scroll.

"What's that?" asked Aqua.

"It's a scroll from the princess." said Twilight.

"You don't say?" Flare said sarcasticly.

Spike opened the scoll and read it. "Dear Noble Six, We heard your mission was a success. We are throwing a heroic party at the castle for your efforts."

"Princess Celestia is awarding us?" asked Psyche.

"No, this is from Princess Luna." said Spike.

"PRAISE THE WIZARDS!" cried Flare. "Good ol Luna! Let's head to the castle then! To the ROFLCOPTER! I'm driving."

Meanwhile, at the castle throne room the Guards blow on their horns (playing the Throne Room song from Star Wars: Episode 4). A crowd of ponies were in the room, including the Mane Six, the Princesses (Celestia, Luna, and Cadance), the CMCs, Big Mac, Cheeerilee, Granny Smith, the Cakes, Lyra, Bon Bon, Derpy, Octavia, Vinyl Scratch, Doctor Whooves, the Wonderbolts, even the Nashorse racers, and all the ponies from past chapters of this story. The doors to the throne room open. The Noble Six, and Spike all walk towards the Princesses. Everypony smiles at them. The Noble Six walked up to the princesses and bowed to them. Celestia gives them all medals, but before she could give Flare his metal, Flare clears his throat and gives her a face. Then Celestia rolls her eyes, and gives the medal to Luna, and Luna puts the medal on him. The Noble Six turn around, and in the background Derpy started shaking around and beeping like R2-D2. Everypony started cheering, then Spike roared, similar to Chewbacca's roar.

"Why didn't I get a medal?" Spike asked himself.

"Thanks to the bravery of these ponies, Equestria has been saved from any plots. And thanks to them, the Elements of Harmony are safe." said Celestia.

"If the Mane Six ever get themselves into trouble, the Noble Six will be the ones to be their backup!" said Luna. "Red Engineer with his heavy heart, Crystal Iceblast with her will to kick plot, Aquatic Armor with his hope, Psyche with his smarts, Blaze Goldheart with his loyality, and Flare Gun... for spreading the lulz." Everypony cheered again.

"Ah can't believe this is happin to us!" said Engineer.

"You better believe it, Engie!" said Crystal.

"We're heroes!" cried Aqua.

"I never thought being a part of this clan would give me this much popularity." said Psyche.

"And if Equestria ever needs us, we'll be there!" said Blaze.

"Well... every story needs an ending. And every ending... needs a song!" said Flare.

"NO!" cried Psyche. "I'm not singing again!"

"You said you had to sing?" asked Flare. "I'm gonna do all the singing this time. You guys are going to be humming and saying 'Do do do' in the background when the time is right."

"Alright... I guess I could live with that." said Psyche.

"HIT IT!" cried Flare. 'We Are the People Our Parents Warned Us About' by Jimmy Buffet plays in the background, but Flare sings it in his own words. "Was suppose to have been an installer at my dad's work, down at sunny-side Mareami. That was the way my family sees me, that was the plan that they see. But I was put down, and LOL'd at by bullies, and funny how it all turned out. I guess we are the ponies, your princesses warned you about." Flare sang. "You know I could have been a stand up comedian, or even a vest shop employee. And when they tried to draft me, I earned a college degree, and opened a resturaunt you see. But then I moved to that town and been getting around, and made lots of friends like you! Tell me where is that money, that Spike owes me from buyin Fable 2."

"Oh yeah, real nice bro." said Spike.

"We are the ponies." the Noble Six sang. "

You couldn't figure out." sang Flare.

"We are the ponies." the Noble Six sang.

"Princesses warned you about." Flare sang. "Hey, hey C-M Crusades! Take us to the ROFLCOPTER with you. Pizzas, SOI SOI SOI, and play some Crysis 2." The Noble Six started humming in the background. "Sooo true. Now got the Wizards of Hope, Strength, and Feelings, to watch my back you know. But I never told you who they really are, but they are from some YouTube show. By living in Ponyville, I can surely tell, that my future is bright with them. Because the Noble Six are rising, and of course... Discord-Never-Let-Me-Go-To-The-Bathroom-After-My-Transformation-Because-He's-a-big-meanie-and-made-me-evil-and-I-also-learned-that-the-CMCs-are-actually-capiable-enough-to-go-on-dangerous-missions-as-backup-because-without-them-we'd-still-be-in-troubllllllllle!" Flare sang fast.

"We are the ponies." the Noble Six sang.

"There isn't any doubt." sang Flare.

"We are the ponies." the Noble Six sang.

"That all the mares will ask out. Winkey face." sang Flare.

"We are the ponies." the Noble Six.

"That will scream and shout." Flare sang. "SHAKE IT UP, BABY!" he yelled in Psyche's face.

Psyche held his ears. "Ow!" he said.

"We are the ponies." the Noble Six sang.

"You shall all chat it about." sang Flare. Then the Noble Six started humming again. "Isn't any doublt. Hey, hey, hey. Stay outta my shed."

"Stay outta my shed." the Noble Six sang.

"I wanna LOL away today." Flare sang. The song faded away, then everypony cheered for them. The orchestra threw out their classic insturments, and took out electric guitars and drums and played the ending insturmental to Peace of Mind by Boston. The Noble Six jumped out of stage, then everypony started dancing, and hugging eachother. After a while with partying, the throne door opened, and Shining Armor bursted in.

"Sweet Celestia!" he said. "You will not believe how hard it took to get back here!"

"SHINING!" cried Cadnace. She ran to him and gave him a hug. Then everypony continued partying. But then after a while, everypony heard a big crash.

"What was that?" asked Blaze.

"Greetings, my little ponies! I've returned for my revenge!" said a voice.

"Who are you? Reveal yourself!" Luna shouted.

"It is I! Discord!" he cried. A giant Discord head came out from beside the door. "And I am here to eat your faces! OM NOM NOM NOM!" Everypony started screaming and running around. "TROLOLOLOL!" Flare walked inside the room carrying a big stick with the Discord head on the other side. "You ponies are so gulliable! THINK FAST!" Flare starts throwing garlic rolls and they landed in the mouths of Psyche, Spike, Twilight, Rainbow Dash, and Blaze. "Told you I was gonna throw garlic rolls at ponies more often! Remember? LOL remember everypony? Feel dat Mareami heat, baby! LOLOLOLOLOLOLOLOL!"

THE END! Thank you for reading My Big Flare: Friendship is Epic (Book 1). It was an interesting story, wasn't it? Yes the grammar could've used some work, but you couldn't say it wasn't a fantastic story though! This marks the end of Book 1. Book 2 will be in development once MLP: FIM Season 3 comes out. There will be a few changes in Book 2. New characters, new stories, new locations, but lots of LULZ! Special thanks to Hasbro and Lauren Faust for MLP. Special thanks of Arby n the Chief series on YouTube, because some of my jokes were actually from there. And the OCs that made appearances on this story: Blaze Goldheart, Red Engineer, Crystal Iceblast, Psyche, Aquatic Armor, Shy Blaze, Cloud Dasher, and Keith. Thanks again for reading, and stay tuned for Friendship is Epic: Book 2!