~ Prologue ~

"I still don't understand,"a dark figure paced around in her already darkened room. "I had everything planned out! My plan was flawless!"One of her servants

entered the room, looking worried and slightly scared. The figure whom was pacing around, turned to look back at him.

"We have some more news on the Princess -"

"I want to hear no more of the Princess!"The figure spat back. The slave flinched, carefully backing away from the angered pony. "I had the perfect plan... it

was brilliant! How could it possibly fail..?"She started to figure out again. The worker quietly left the room, getting the hint that his master wished to be left alone.

"I can't just simply try the plan again... nor could I try to kidnap her because there would be no point..."She thought deeply at the events that had occurred. Then,

something blinked awake in the thinking pony's mind. "Yes," She said darkly. "Yes, that's exactly who ruined my plans!"She smiled at herself as she looked in the

cracked and dirty mirror.

"I now know what I must do. Morph! MORPH!"She screamed at her servant, came dashing in the room. She walked up closer to her servant, who was shaking

like crazy. She looked down upon him with her shocking green eyes.

"Get me my spellbook,"She said, leaning into his face,

"we've got work to do."

Pet Weirdness

Applejack tossed a stick for Winona to fetch. The small dog eagerly chased after it, just dodging Rarity's cat Opal, who hissed fiercely at her. Spike and Twilight Sparkle were setting up the picnic just by the apple tree. Just last week, the ponies all agreed to have a picnic in the Sweet Apple Acres field of apple trees, with all of their pets.

"I'm so glad I could finally come with you guys on a picnic for once!" Spike said cheerfully. Twilight watched Owloysius fly into one of the apple trees then replied to her assistant,

"It sure is! You have been a hard-working assistant, and you deserve a little treat. And what better treat than a picnic?" Twilight continued organizing the food with her levitation, Spike muttered to himself, "A sapphire would've been nice..."

Rarity watched Opal as she snoozed by the tree were the set up was, then asked Applejack,

"Uh, Applejack? Are you sure it is quite alright if the pets climb or fly up into your trees?" Applejack nodded.

"Yup, that's fine by me. As long as they don't have any accidents on the fruit..."Pinkie Pie squealed as soon as she arrived with Gummy.

"Yay! This is going to be so much fun!"She hopped to Twilight, who gingerly got out of the way.

"Hi, Pinkie Pie,"She greeted her hyper friend.

"Hiya, Twilight!"She looked at the food. Naturally, her tongue stuck out and was drooling on the ground. "Wow! The food looks delish!"Completely expectantly, Pinkie Pie stuck her entire face in the chocolate cake that had been placed on the edge of the blanket. Two pegasi flew from the clouds then landed right on the picnic spot.

"Hey, guys!" Rainbow Dash said, placing Tank on the ground. Fluttershy nodded.

"Hello,"Her bunny Angel hopped off her back then ran over to the food.

"Sorry we were late,"Rainbow Dash apologized, "Tank's contraption broke, so I had to carry him."

"Really?!"Pinkie Pie stopped eating the cake. Chocolate icing covered her face, which she quickly licked off. She said, "But I made that! That thing was supposed to be indestructible!"

"Not when you accidentally crash it into a rock,"Rainbow Dash replied.

"Gosh, is Tank alright?" Applejack said, Winona coming over to her master's side.

"Yeah, he's fine, but he's grounded for a few days is all."

"Okay, this get together thing is great, but now can we eat?"Spike said impatiently, "Pinkie Pie and Angel are already half full!"

"Am not!"Pinkie Pie shoved some apples in her mouth. She swallowed them down in one gulp. "Okay, now I am."

Rarity trotted over to the picnic area,

"Sweetie, you really mustn't stuff your face like that,"She tried to teach Pinkie some more lessons on manners, "it's-"The unicorn watched the pink earth pony stuff her face with some more food. She sighed. "Never mind."

"Okay, everypony, let's eat!" Applejack bucked on one of the trees, several apples came crashing to the ground.

"Finally!"Spike snatched an apple then bit into it. He tasted it, then shrugged. "Gems are better, but eh, I'll give it a four."All the ponies laughed (they always laugh at Spike) then continued their meal, unaware of something lurking in the apple trees. However, the ponies' pets almost instantly sensed its presence.

Winona was the first to notice. She barked viciously at seemingly nothing. She barked loudly and uncontrollably.

"Applejack, would you be a dear and quiet your dog down? She's giving me a headache." Applejack gave Rarity a look, but tried to quiet her dog.

"Winona, it's okay, girl, nothing's there."Winona didn't stop barking.

"Winona -"That was when the other pets started reacting as well. Angel looked in Winona's direction then nearly spit the piece of celery he had out. He thumped his foot on Fluttershy's hoof, as he always does to get her attention.

"Oh, are you out of food, Angel?"Angel shook his head viciously.

"Do you want to play?"He shook his head again, then pointed at Winona.

"Is Winona bothering you?" Fluttershy asked. Angel facepalmed himself. He took Fluttershy's neck and pointed as hard as he could at what Winona was barking at. She stared in the direction. Then looked at the other pets. They noticed as well. Tank slowly walked over in the direction, Rainbow Dash not paying attention. Owloysius hooted loudly, flapping his wings. Opal hissed. And all Gummy did was thump his tail on the ground. Fluttershy frowned. Now Rarity and Applejack were having an argument, Twilight was trying to calm her owl down, Rainbow Dash actually didn't pay much attention to the commotion, Spike got sick of the noise, then went over to a different tree. Fluttershy got Angel's hint that there was something bad. She tried to tell the others,

"Um, excuse me, but-"nopony paid attention to her. Fluttershy tried again, "Uh, I'm sorry, but I think that -" Nopony heard her. Just as Fluttershy was about to use her louder voice, another voice rang out.

"STOP!"

Everypony went quiet. No pet made a sound. Pinkie Pie was on her hind legs, panting. She came back down on all fours.

"My Pinkie senses are twitch'en."Everypony's eyes opened wide. Applejack took cover under a tree.
"What is it, Pinkie? Is something going to fall?"The earth pony looked up in the sky nervously.

"No, it's not like any of the other senses I've had."

"What are you talking about, Pinkie?"Twilight asked, "You've memorized every single twitch movement you have. How could this one be different?"Pinkie replied,

"I had a twitch from inside my guts,"she said, pointing at her belly, "a twitch I've never had before. It kinda felt weird, actually -"

"So, can you predict what's gonna happen?"Applejack asked. Pinkie looked around.

"I dunno." Twilight looked at Fluttershy.

"Maybe the animals felt that something was wrong, too. Which was why they all started reacting. Fluttershy, do you know what's wrong?" Fluttershy shook her head.

"No, but I do know that whatever was causing it, came over there."She pointed in the direction where Applejack's dog was barking.

"Well, what are we waiting for? Come on, everypony! Let's go check it out!" Applejack walked over to Winona, then told her,

"Okay, Winona, I need you to go find whatever made you bark."Winona nodded, then tore off into the direction, Applejack running after her.

"Wait, where are we going?"Spike jumped onto Twilight's back, Twilight explaining what happened. Rainbow Dash looked around.

"Tank?"

The rainbow-maned pony looked under a rock. "Tank!"She called. The tortoise came out from behind a tree, slowly making his way to Rainbow.

"Come here, buddy."She lifted her pet onto her back, then ran to catch up with the others. Applejack was ahead of the heard of ponies, but Winona was in front of her. Running very fast, the dog disappeared out of sight.

"Winona! Wait up!"She called for her dog, but she was too far away.

"Owloysius, I need you to go catch up Winona," Twilight asked her owl. He hooted, then flew faster. "Rarity, I need you to -"Twilight blinked.

"Where's Opal?"

"Oh, she's back at the picnic,"Rarity said, "she doesn't like it when I run with her on my back,"
"Okay, then, Fluttershy, where's Angel?"

"Same place as Opal. I think he'd be more safer there."

"Fine. Rainbow Dash!"

"What's up?"Rainbow Dash flew above Twilight's head.

"Check to make sure Owloysius and Winona are alright. Oh, and are you sure it's a good thing to bring Tank?"

"Why not? He's not miss'en any action!"With that, the blue-furred Pegasus flew faster, a trail of rainbow from her mane and tail trailed behind her.

With Tank strapped securely to her back, Rainbow Dash felt that both she and her pet were safe. She paused in her thoughts.

That's weird, she thought, Tank felt a lot lighter last time I carried him...

Suddenly, she spotted both Winona and Owloysius. She called to the others, "I found them!"

She landed gracefully, yet awesome on the ground, walking over to the pets. Owloysius sat on the ground, blinked once, then hooted. Nothing more. Winona also sat upright and still on the ground, wagging her tail.

Applejack came in first, then gasped to her dog,

"Did you find it, girl?"Winona only yapped. Applejack looked puzzled.

"Owloysius, did you find Winona alright?"Twilight got out from behind all the trees, then looked at Owloysius, who immediately flew to her, then hooted. Twilight smiled.

"I'm glad to hear that you did."Spike made room for Owloysius on Twilight's back. However, Owloysius took a little more space than what Spike had given him. Applejack and Rainbow Dash looked around, trying to find the source of the disruption. No luck.

"I don't know about you folks, but I just can't find anything here that would be something worth bark'en at," Applejack said, looking at Winona.

"Me neither,"Rainbow Dash agreed. Twilight sighed.

"Well, I guess we'd better head back to the picnic sight,"

"Hey,"Rainbow Dash took a step closer to Twilight, "where's Fluttershy, Pinkie Pie and Rarity?"

"Pinkie Pie is actually right there,"Twilight pointed up in the tree.

"Hi, there!"Pinkie said, jumping down from the tree.

"Gummy disappeared, so I climbed up in a tree to see if I could spot him from there. But he was in my mane all along!"To prove it, Gummy popped out of Pinkie Pie's curly mane.

"Rarity went to go check Opal after she realized that if she left her pet alone when there is danger, something bad would happen. Fluttershy went with her."Twilight explained the rest.

Applejack looked up at the sky.

"I'd say we'd head back," She said, tightening her cowboy hat that she was wearing.

"Yeah, it's getting pretty dark. I have to get Spike home before something else happens."Twilight said.

"Are you kidding? It's not even seven yet!"Spike complained.

"No, but it will be. It's a long walk from Sweet Apple Acres to Ponyville."Twilight pointed out.

"But we barely got to have a picnic! And why did you want to have the picnic at four?!"Twilight sighed.

"So many questions that will never be revealed to you, Spike. So many questions..."

When the ponies got back to the picnic site, Fluttershy examined Angel completely. Rarity put Opal back in her carrying bag, worried. Twilight asked them,

"Is everything alright?"

"Oh, yes, everything is alright, Twilight. I'm just worried that thing might come back is all."Rarity assured them.

"Thing? You mean something attacked you?"Twilight's eyes widened.

"Well, not us, but we saw it grab Angel," Fluttershy said.

"Did you get a clear view of what attacked Angel?" Twilight asked.

Both Rarity and Fluttershy shook their heads.

"No, but it looked really dark,"Rarity said.

"And scary."Fluttershy added.

"Well, I don't know what to tell y'all, but I think it's best for ya just to get on home now."Spike grunted, crossing his arms. Twilight quickly gathered everything up with her magical horn, Applejack watching carefully.

"Well, we're ready to go,"Twilight said to the hovering earth pony. "Remember to keep an eye out, A.J.,"Twilight walked out of the fields, then said behind her, "Bye, girls! Keep your guard up still. I don't know what still could be lurking in Equestria."The ponies waved good-bye to Twilight, going their different routes. Applejack watched all her friends go, waving to them. She glanced at Winona. Usually at this time, her dog would be chasing after them. She frowned.

"Someth'en's not right here..."

Spike eyed Owloysius suspiciously. They had arrived at the library about half an hour ago, and it was getting dark out. The owl that Spike had once despised was acting very strange. He was hopping on Twilight's desk, scattering papers, tossing things away in his mouth.

"Uh, Twilight..?"The little wingless dragon turned to his caretaker,

"Does Owloysius seem, kinda, well, weird?"Twilight looked at Spike, then at Owloysius, who was still scattering papers.

"Well, Owloysius doesn't normally scatter papers..."When Owloysius heard her suspicions, he quickly flapped over to her, then rubbed his feathery head against Twilight. She smiled, then nuzzled him back. "But I'm sure there's nothing to worry about, Spike."Owloysius then flew over to his perch, ruffling his feathers, falling asleep. Twilight walked over to her messy desk, then started to clean things up.

"I'm tellen you, Twilight, there's something wrong here. I -"

"Spike. Remember the time when we first got Owloysius? You were very jealous. Then, you were saved by him. Owloysius is just the same as he was then."Twilight reasoned with him.

"Yeah, I was upset and all, but now I really think we should keep an eye on Owloysius. Something bad could happen -"

"Spike, your overreacting. Nothing bad is going to happen."Spike grunted.

"That's what you said when you first heard of Pinkie Pie's senses..."

That night -

Spike snored softly as he slept peacefully in his bed. Twilight lied curled up in her own bed, her breathing clear and soft. Spike rolled over from his belly to his back, tightening his grip on his blanket. Everything in the library/house was silent and asleep.

Well, almost everything.

Something fluttered inside the home. It flew over to Twilight's bed, then stared at her. The moon shined on its appearance. Owloysius smiled darkly at his master. Spike suddenly opened his eyes slightly, spying the long shadow the owl was casting. At first, Spike thought it was nothing, then went back to sleep. However, his green dragon eyes shot open when he heard something crack. He turned to look in the direction of the owl. But there was no owl. Only a dark, haunting figure, right next to Twilight's bed.

"AAAHHH!"Spike screamed. Twilight shot upright, hearing Spike's loud alarm.

"What?! What is it?!"Twilight looked at her right side, then screamed as well.

"Hello, Twilight Sparkle."The dark figure said in a hissing tone, pleasant, yet ugly. "It's been a while. Haven't seen you around since -"She shrugged, "Oh, about since YOU DESTROYED MY CHANCES OF TAKING OVER EQUESTRIA!"

"What?! I didn't do ANYTHING to you..!"Twilight shouted. The figure chuckled.

"Oh, that's right. You can barely see what's in the dark. Well then, let me step into the light."As the tall pony stepped into the moonlight, Twilight's purple eyes grew wide.

"Q-queen Chrysalis?! But how..? We blasted you out of Equestria!"The queen of the Changelings chuckled.

"Indeed you did, but I have returned!"Twilight came up on her legs, her horn ready to shoot a lazar.

"Why? There's no royal marriage, there's nopony to impersonate, and you're weak on power!"Chrysalis laughed.

"Twilight, I'm not here to take over anything. Nor am I going to impersonate anypony, and no, I'm not THAT weak on power." She leaned in Twilight's face. "I'm here for REVENGE!"The changeling's horn glowed green, ready to fire.

"TWILIGHT!"Spike blew feeble green fire at Chrysalis, who didn't pay much attention to the dragon. So instead, Spike jumped on Chrysalis, distracting her concentration to blast Twilight. "NOW, TWILIGHT, NOW!"Spike shouted at her.

"But I can't shoot her with you on!"Twilight pleaded.

"Don't worry about me, I'll be fine, just FIRE ALREADY!"

"ENOUGH OF THIS!"Chrysalis shook Spike off, Spike crashing into the wall. He tried to get back up, but everything blacked out.

Rainbow Dash -

(This is the time when Owloysius flew over to Twilight's bed, only this is what Rainbow Dash was doing, same with everypony)

Rainbow Dash snored slightly, as she slept on her cloud-like bed. Tank watched her carefully. He stepped out of the specially made container, then, surprisingly, walked on the clouds. He walked slowly to Rainbow Dash. When he finally got there, he changed into a changeling. It was Queen Chrysalis's main minion, Morph. Remembering what Chrysalis wanted to do, he commanded his horn to change Rainbow Dash as well. He concentrated long and hard, making green flames evolve around Rainbow Dash. Luckily, she woke up, feeling the heat of the flames.

"Woah, what the -?"Seeing the Changeling, she spread her wings and got right up on her feet. "You! You're supposed to be with your creepy leader, Chrysalis! Hey, what are you doing?!"

The Changeling paid no attention to Rainbow Dash's talking. Instead, he concentrated even harder to get what he was trying to do done. Rainbow Dash stepped back, avoiding getting any fire on her hooves. The Changeling muttered some ancient words, then his eyes went bright green. Rainbow Dash felt a horrible pain all across her body.

"AAAAAAAHHHHHHHH!"

Applejack -

Applejack was looking out the window, binoculars on her face. She was trying to see if whatever was causing the animals to go whack came out at night. Her door creaked open. Applejack sighed.

"Applebloom, I'm fine. Just go back to -"Only when the earth pony turned around, her lights flickered out. Her dog wagged her tail, looking mysteriously friendly. Applejack frowned.

"Winona, you're not supposed to be in my room. You're supposed to be downstairs -"However, Applejack was able to witness Winona turn into a changeling. Shocked and confused, Applejack shouted,

"What the-?! You're supposed to be out of Equestria!"

"We know, but our Queen had other plans than to stay banished."With that, the changeling summoned his dark spell, and encased Applejack in a bright green flame (just like Rainbow Dash). Applejack stayed away from the fire, only to accidentally singe the tip of her tail.

"Look, I don't know what you want from me, but -"

"It's not what I want, it's what YOU DESERVE!"Then the Changeling cast the last step of the spell. Applejack was filled with a pain like no other. She hurt everywhere, especially her head.

"AAAAAAHHHHHHH!"She screamed with pain, clutching her head. The Changeling continued to give Applejack pain, until the pony's door burst open.

"What in tarnation is going on here?!" Granny Smith, Big Macintosh and Applebloom were in the room. Applebloom gasped.

"It's that thing we saw at the wedding! It's that Changeling!"She pushed the Changeling over. "Stay away from mah sister!" Applebloom snarled. The Changeling grunted.

"No matter, the transformation is done anyway."He smirked. "Just wait and see what is left of your sister now -"The Changeling was suddenly kicked in the face by Big Macintosh. He crashed outside the window, landing just outside of their house.

He got up, winced a bit on his neck, then flew off. Applebloom walked tenderly towards her aching sister, who was sprawled on the floor.

"...Applejack?"

Rarity -

With her sleep mask over her face, and her covers all thrown over her, Rarity slept like a dream. Opal watched her with a look that could slice through flesh. Rarity rolled onto one side, then to another. She then heard a pop/crack. Rarity awakened to see the Changeling in her face.

She screamed hysterically.

"What do you want from me, you hideous creature?!"The Changeling did not say anything, only began the spell. Rarity, like the others, was surrounded by a green flame, she screamed again. Doing the last part of the transformation, the Changeling's eyes became a bright green, then Rarity felt stabbing swords. She screamed of pain this time, not of fear.

"STOP IT! AHH! AAAAAAAHHHH!"When it was all over, Rarity lay dazed and hurt on the floor.

Fluttershy -

An animal had awakened Fluttershy. Fluttershy had gotten up to feed her hungry bat (the same bat that competed in Rainbow Dash's contest).

"Okay, my little friend, I will give you something to eat." Fluttershy trotted drowsily over to the kitchen. The bat that she constantly fed never actually learned how to hunt on its own, which bothered Fluttershy a lot. However, she continued to feed him anyway. "Well, we've got some fruit, flies and some water."Fluttershy frowned. "On second thought, we've just got fruit and water."Fluttershy took the flies and put them somewhere else. As the bat ate some watermelon, Angel entered the room.

"Oh, hello, Angel!" Fluttershy greeted her bunny. "Oh, did we wake you up? I'm sorry..."Angel looked tired and starving, so Fluttershy asked,

"Um, Angel? Did you come to eat some food? You look... hungry."Unexpectantly, Angel turned into the dreaded Changeling. It was a big Changeling, buff and tough around the edges. Fluttershy's blue eyes widened. The bat screeched and flew in its face, only to be smacked out of the way.

"Hey!"Fluttershy said, her wings spreading, "You do NOT hurt my friends! I repeat, DO NOT hurt my-"But the Changeling was ignoring the Pegasus. He was casting the spell, like his Queen demanded him to.

"W-what are you doing?" Fluttershy said as soon as green fire circled around her. Her wings lowered back onto her shaking body, and her ears fell flat against her head. Like the other ponies, the dark changeling summoned his spell, and Fluttershy felt true pain. Hearing her scream made the animals wake up with the surprise, and they dashed over into the kitchen, to find the Changeling gone, and Fluttershy lying painfully on the floor.

Pinkie Pie -

Pinkie Pie snored as she was fast asleep. But she jumped right up and dashed to the window.

"Pinkie Senses are tingling! Pinkie Senses are tingling!"She said as she stared out the window. "I know SOMETHING'S happening out there! I just KNOW IT!"She headed towards her door to the outside, only Gummy stood in her way.

"Oh, hi Gummy! Say - I thought I left you in your bed -"Gummy changed into the changeling before Pinkie could finish her sentence.

"HOLY BALONEY! GUMMY'S A CHANGELING!"

"I am not Gummy!" The Changeling hissed. "I've been impersonating him this entire time!"

"You have?"

"Yes!"

"Why?"

"Because!"

"Because why?"

"Because I can't tell you!"

"Why not?"

"Because I don't want to!"

"Why don't you?"

"Because -"The changeling stomped his hooves in frustration.

"SHUT UP!"He quickly cast his spell, and to his joy, the fire swirled around the happy-go-lucky earth pony.
"Oooh! Are we having a camp in?"Pinkie Pie asked.

"No! I'm changing you... NOW!"As the other changelings did with the other ponies, his eyes turned bright green and dangerous. Pinkie Pie was filled with a pain that she never felt before. Only,

She wasn't feeling any pain.

"Ahahaha! That tickles!"She said with joy.

"What?!"The Changeling was shocked. Pinkie Pie snorted with laughter. "No! It's supposed to give you pain!"He insisted. Pinkie Pie giggled.

"Weeell, it's not! This is fun!"

"No! It's NOT fun! It's madness!"The Changeling shouted, still keeping his concentration (surprisingly). Pinkie Pie snorted with laughter again, her rolling on the floor.

"MADNESS!"She shouted with joy. The Changeling growled with frustration. When the transformation was done, Pinkie Pie paused, then went to sleep on the floor.

"What a weird pony..." Was the Changeling's last thoughts before taking off.

– –

Now that all the ponies had their, uh, experiences, they all slept soundly and painfully (except Pinkie Pie) until the dawn had arisen. That, it was then when they realized what happened.

~ 2~

Change

Spike opened his green eyes, dazed. He was in a hospital room, Miss Cheeriliee stood in the room, looking a bit worried.

"Miss Cheeriliee? Wha-? What are you doing here?"Spike asked the teacher. Miss Cheeriliee answered,

"Queen Chrysalis woke all of Ponyville up with all your yelling and shouting. When we got there, you were knocked out, Twilight looked hurt and damaged on the floor. We called in Princess Celestia, who came immediately, then we saw the Queen. She was about to kidnap Twilight, but Celestia stopped her. She put her in the dungeon in Canterlot, just in case she would do more harm to other ponies."

"Where's Twilight?"Spike asked with a slight desperation in his voice. Miss Cheeriliee helped him out of his bed, Spike noticed that his forearm was broken and in a cast, he shrugged it off, hurrying to Twilight's room. He practically burst inside the room, immediately seeing Twilight still resting. He wiped away the oncoming tears that were appearing. The doctor moved out of the way, letting Spike pass.

Spike looked helplessly at Twilight's injured condition. Her mane was messed up, scratches and burns were all over her, and what mostly shocked Spike was that...

her horn was gone.

He turned to the doctor. "Is she gonna be alright?"The dragon asked.

"Yes,"he said, nodding. "she'll be just fine, but..."

"But what?"

"Well..."

"What's the problem?"Spike said with slight anger in his tone.

"It's just that I have no idea how to get her horn back. She's... an earth pony."Spike's eyes widened.

"So, her horn is truly gone? As in, vanished?"

"We guessed that Chrysalis did it, but we're not sure how to make it reappear."Miss Cheeriliee explained. Spike turned back at Twilight.

"Twi... I'm sorry..." He whispered to the former unicorn.

"Doctor!" A nurse broke into the room. "We've got five more patients that need your attention!"

"Who are they?" The doctor demanded.

"They're names are Applejack, Pinkie Pie, Rarity, Fluttershy and Rainbow Dash especially needs fixing." Spike gasped.

"Those are all Twilight's friends!" The doctor nodded.

"I'm on it," he quickly exited the room, leaving Spike shocked and worried.

"I gotta make sure-"

"No, Spike." Miss Cheeriliee held him back. "The doctors have to do their job before you can see them." Spike clutched onto his tail with his free right hand. Miss Cheeriliee tried to comfort him. Then, they heard voices coming down the hall.

"You can see Twilight, though."

"What?! She's in here, too?!"

"Yes, she's in here." Another nurse pony opened up the door to Twilight's room. Applebloom looked scared and worried in front of the door. The little filly walked in gingerly, then seeing Spike and Miss Cheeriliee, she felt more relaxed. Her eyes rested on Twilight's weak form. Her pink bow drooped. She walked over to Twilight, then turned to Spike.

"What happened?" Spike explained what had happened in Ponyville that night, then Miss Cheeriliee explained again what happened after Spike was knocked out.

"Gosh, that sounds terrible!" Applebloom then repeated what happened in her night. When everyone had told their version of the story, they were all silent. Again, the door opened up. Sweetie Belle walked in the room, looking solum and sad.

"Sweetie Belle?" Applebloom watched her unicorn friend walk in the room. "What are you doing here?"

"I came here to see Rarity, but they said that visiting hours weren't available at the moment." Sweetie Belle said, her ears down. "So they said I could come in here."Sweetie Belle's ears came upright.

"Wait... why are you in here, anyway?" She asked Applebloom.

"Mah sister's is in here as well as yours," Applebloom went through her story again. Spike didn't need to explain what happened to him, though. Sweetie Belle already knew.

"My parents and I went to Rarity's house to tell her that Twilight and Spike are damaged and are going to the hospital, but we found her on the floor, badly hurt." Sweetie Belle tried to hold back tears that were coming in her eyes, "We didn't know what caused it at first, but now... after your story, Applebloom... I think it was a Changeling as well."

"I don't get it!" Applebloom suddenly burst with frustration and anger.

"Why our sisters? Why their friends? Why?!" Spike sighed.

"I told you already. Queen Chrysalis wanted revenge."

"Yeah, I can understand her hatred of Twilight, but why the rest of her friends, too?"Sweetie Belle asked. Spike gave her a "take a lucky guess" look.

"Because it would cause even more pain to Twilight if she saw her friends were in bad condition as well."Spike reasoned. As understanding came into the room, everypony (and dragon) was quiet. They waited. Spike glanced at Twilight for some time, a flicker of hope inside him, wishing that she could come awake. Wishing that she could jump off the bed and do her magic studies.

Only...

She was an earth pony now. She wouldn't be doing the magic that Spike loved to watch her do.

"Hey..." Sweetie Belle looked at Twilight. "How come Twilight's an earth pony? I could've sworn she was a unicorn..."

"She's a WHAT?"Applebloom dashed over to Twilight's bed. Checking for her horn, Applebloom just noticed that Twilight was an earth pony now.

"It's probably Queen Chrysalis's fault," Miss Cheeriliee said bitterly.

"Took away her magic so that she would pay, or some nonsense like that," Sweetie Belle sniffed.

"I hope Rarity's fine..."

Three more hours passed. Twilight stirred, lifting Spike's spirits up, but didn't get up. Spike dimmed again. Forty five minutes and counting.

Finally, a nurse came in then said,

"Alright, ponies, and, er, dragon, you've had more than enough visiting time."

"Is Applejack gonna be alright?" Applebloom said, her big eyes looking sadder than ever.

"I don't know, dearie. They're not done with her yet."

"And my sister, Rarity? Is she fine?" Sweetie Belle tried her puppy eyes.

"Like I said, I don't know. She's still getting fixed up after what happened. Now, all of you! Shoo! Shoo! This young mare needs to be left alone for a while."Applebloom, Spike, Miss Cheeriliee and Sweetie Belle all left the room with spirits broken (not so much Miss Cheeriliee, but she felt incredibly sorry for the fillies and baby dragon).

Miss Cheeriliee took the fillies home, and dropped off Spike at his place (he didn't need to stay a night). Miss Cheeriliee asked if he needed something, but he insisted that he didn't.

"Well, alright, then. If you need anything, feel free to drop by. I'll be happy to help." Miss Cheeriliee continued to walk along with the fillies. Spike sighed then closed the door. The house was a mess. Books were out of every bookshelf, and there were singes of past fire in some places. Twilight's bed was half flipped over, and Spike's basket/bed had been thrown downstairs.

"Looks like I got my work cut out for me," Spike said, looking at his one available arm.

Twilight's purple eyes blinked open, her head aching, and her body feeling numb and torn. She was in the hospital, bandages on her arms and legs, and she felt strangely... empty. Not as in hungry, but as in, vunrable empty. She sat up in her bed, stretching her back. She looked outside the window. Then her memory came back to her.

She immediately thought of Spike. She jumped out of bed, then ran to the door. Only to run into the doctor who was coming in.

"Ah, Twilight Sparkle. You're awake at last."As Twilight just stared at him with a puzzled face, the doctor continued,

"You don't have to worry about Queen Chrysalis anymore. Princess Celestia took care of her."

"Princess Celestia was here? In Ponyville?"

"Indeed so. She demanded that you see to a doctor immediately once she saw you in your present condition."She looked around the doctor.

"Where's Spike?"

"Don't worry, he's fine. He just has a broken forearm is all."

"Well, where is he? Can I see him?"

"He is back in your home, safe and sound. Fortunately, you can go home today, now that your wounds have almost healed. Except..."

"Except what?" Twilight asked.

"Except that we weren't able to bring your horn back."

"My WHAT?!" Twilight dashed to a mirror. She saw her bruised self, in a hospital gown, her messy mane. But when she touched her head, she felt her horn was gone. "AAHH!"She scrambled away from the mirror.

"Please, Miss Sparkle, could you keep it down?" The doctor pleaded. "There are other patients trying to rest."Twilight froze.

"Like who?"

"Well, we believe all of your friends."

"Can I go see them?"

"Well..." The doctor thought as Twilight gave him a puppy look. He sighed. "Fine. Right this way. Just try not to make too much noise." Twilight followed the doctor to her friends' rooms.

"We figured that they all knew each other very well, so we put them in the same room together. So that they would be more comfortable." The doctor explained to her.

"Why didn't you put me in there, too?" Twilight asked.

"Because you were first to come in, then we put you in a room, but that was then when they came in as well. You've been asleep this entire time." Twilight paused.

"How long have I been asleep?"

"Two days." Twilight silenced her panic. She was worried about Spike, and pretty much everypony. She wasn't entirely convinced that Princess Celestia "took care" of Chrysalis and she felt sick thinking about Spike alone in the house.

But all her thoughts were silenced when the doctor opened the door to her friends' room. They were all there, but not all of them were awake.

"Twilight!" Is what half of them all shouted.

"Oh, thank goodness you're alright." Fluttershy sighed of relief.

"Heavens, darling, you look terrible! Are you alright?" Rarity said to Twilight.

"I'm alright, everypony, but what happened to you?"

"I'll leave you ponies to your conversations, then." The doctor exited the room. Twilight saw that Applejack, Rarity, Fluttershy and Pinkie Pie were all awake, but Rainbow Dash was still sleeping.

"Well, we were all attacked by Changelings," Applejack said. Twilight's eyes widened.

"Applejack... you... you have a HORN?!"Applejack nodded. "Yeah, I apparently am a unicorn now, so, uh, I see that you don't have a horn anymore. We, like, uh, switched places or something."

"And I lost my-" Rarity sobbed a bit - "- horn as well!" As Twilight could see, Rarity's horn was definitely gone. Rarity sat up a bit in her bed, "And I got THESE horrible things as a replacement!"Rarity showed them her pegasus wings. Twilight looked at Pinkie.

"And what about you, Pinkie?" Pinkie Pie, who was being surprisingly quiet, sat up in her bed as well.

"That meanie gave me wings! WINGS!" She chuckled as she flapped her new wings. "But they tickle!" She giggled again, flapping her wings a bit more, letting the pink feathers tickle her face. Twilight glanced at Fluttershy, who now had a horn as well.

"Personally, I'd rather be an earth pony than a unicorn," Fluttershy said, slightly irritated. She realized her comment, then hid half her face under the covers. "No offense, Twilight."Twilight shook her head.

"None taken, Fluttershy."Twilight saw Rainbow Dash, who was still sleeping, and took a lucky guess. "And Rainbow Dash..?"Applejack sighed.

"She lost her wings. She's an earth pony now."Twilight lowered her ears.

"Does she know about it yet?"

"Actually, no!" Pinkie Pie looked at Rainbow. "She's been asleep this whole time. After what we think a Changeling attacked her, she wasn't a pegasus anymore, and she fell through her house."

"She landed on her side, though. Twisted an ankle, and cracked some of her back," Applejack added. "Most of us are just burned, but Rainbow Dash had the worst..." The former earth pony sighed. "She ain't gonna like it when she wakes up..."

"Oh, I'm going to get my hooves on those Changelings! Changing me into a pegasi, ha! The nerve!"Everypony was silent for a moment. Then Twilight spoke up,

"Uh, the doctor said I'm supposed to go home today. Are you ponies going to be alright?" They all nodded (except for Rainbow Dash and Rarity).

"We'll all be fine, sugarcube." Applejack assured her.

"Well..." Rarity lowered her head.

"Well, what?" Applejack questioned her.

"It's just that I can't take one more HOUR of wearing this horrible thing!" She gestured to her hospital gown. "It's just so UGLY! And mine has STAINS on it!" She whined. Twilight smiled.

"It's good to know that your personality hasn't changed,"She then exited the room, saying good-bye to them as she left.

"Bye, everypony! Get well soon!"

"Bye, Twilight! See you tomorrow!" Pinkie waved at her. Twilight smiled, then left. As she trotted down the hallway, she met a nurse halfway, the nurse noticed that she still had her gown on, then helped her take it off. Twilight thanked her, then finally left the hospital, signing off. When she walked out of the doors, she saw that somepony was waiting for her.

"Twilie!" Her heart skipped a beat, knowing that nickname very well. Shining Armor quickly ran to his sister, nuzzling her, as Twilight nuzzled back. "I'm real sorry I didn't make it here sooner," he apologized. "Once I heard that Chrysalis attacked you, I tried to get here as soon as I can-" That was when Twilight's brother noticed that something was missing. "Twilie... your horn! It's-"

"Gone, I know." Twilight's head lowered. "Chrysalis took it during our fight back at my house." Shining Armor's concerned look turned into a stern, yet fierce look.

"Don't worry, kid," he said to his little sister, "we'll make Chrysalis give back your horn. I promise." He started walking with her, talking with her.

"Hey, Shining Armor, where's Cadance?" Twilight asked about her sister-in-law.

"She's back in Canterlot in our home. She told me to say 'hi' to you when I got here. We were both really worried about you," He said. "But she wasn't able to come because she, uh, had some business to take care of."

Finally, they came to Twilight's home, where Shining Armor said good-bye. Twilight asked him why, which he had replied,

"I'm the Royal Guard, remember? I was lucky enough to get to see you in Ponyville, but I can't stay long. I personally wanted to keep Chrysalis locked up, considering that she kidnaped Cadance, used me, and now stole your horn."Twilight watched him go, then opened the door to her house.

"TWILIGHT!" Spike immediately ran over to her, hugging her like crazy. "I've missed you," he said, squeezing her. Twilight nuzzled the dragon she'd been taking care of since he was a hatchling.

"I've missed you, too, Spike."Twilight looked up.

The house/library looked completely spotless, and the books were all organized. "Wow," She said, walking into the house, "I thought this place was a lot messier when I left it,"

"It was," Spike said, "but I cleaned it up so that you don't have to!" Twilight smiled.

"Oh, Spike, you're too kind. And I can't believe it only took you one day... with your broken arm and all..."Spike shrugged, hiding his pleasure with modesty.

"It took me a while to get those burns off the wood, though. Good thing this place is a library, otherwise I'd still be trying to scrub it off."Twilight just beamed at him.

"You truly are the greatest assistant ever," Spike smiled back at her.

"Oh, and I also was trying to find Owloysius the other day," he added,

"the REAL Owloysius." Twilight frowned.

"Hmm... you're right, Spike. I wonder..." Twilight hovered around the room, looking around at the books.

"Uh, Twilight? What are you doing?" Spike asked.

"I'm looking for a book that could give me some information on Changelings. I have a feeling that Chrysalis kidnaped all of our pets..."

"Speaking of all of us," Spike interrupted, "are the rest of the ponies okay, too?"

"Yes, they're fine. But, like me, they've changed." Twilight replied.

"Changed? Changed how?"

"Well, for starters," Twilight turned to the purple dragon, "Pinkie Pie is now a pegasus, Applejack's a unicorn, Rainbow Dash is an earth pony, Rarity's a pegasus, Fluttershy became a unicorn and I'm suddenly starved." Twilight glanced at the kitchen, then trotted over. She saw some pancakes, and strangely wanted some.

Twilight closed her eyes, and imagined the food floating to her. When she opened her eyes again, the pancakes did not move. Puzzled, she tried again, this time keeping her eyes fixed on the food. Still, they did not move. Spike showed up at her side, watching her try to levitate the pancakes.

"Uh, Twilight? Not that I want to burst your bubble, but you're an earth pony now, remember?"

"Huh?"

"Earth ponies can't levitate stuff."

"Oh, yeah. Spike, can you get those pancakes up there for me?"Spike sighed, then grabbed the pancake platter.

"Thanks!" Twilight grabbed a pancake, then used her hooves to stuff it in her mouth.

"So... you're not going to be depressed that you lost your horn?" Spike asked suspiciously. Twilight shook her head.

"Nope. I'm not THAT upset about it. It's happened before, after all." Spike froze.

"It has? When?"

"Remember when Discord escaped from his prison and the Elements of Harmony were missing?"

"Yeah."

"Well, I assumed first that they'd be in the maze, and Discord played a game with us, turning us all into earth ponies. He didn't do anything to Applejack or Pinkie Pie, though..."

"Well, I was just kinda expecting you to be all sad over it is all." Spike walked over to the window, then turned to Twilight.

"Were any of the other ponies upset?"

"Well, of course. Rainbow Dash doesn't know about it yet -"

"You mean that Rainbow Dash hasn't noticed yet?!"

"Well, she's still asleep. Every other pony was awake."

Spike winced. He knew Rainbow was SO not going to be happy when she finds out...

Twilight trotted over to her bed. She turned to Spike.

"Spike, I need my spells book."

"Why?"

"Because I'm going to try to fix us."

"For the last time, Twi, you're an EARTH PONY! You can't fix ANYPONY!"

"Who said I was going to try to change us? No, Spike, once the girls are ready to come out of the hospital, I'm going to try to teach Applejack and Fluttershy magic." Spike frowned.

"I don't think that's going to work..."

"Why not?"

"Because their talents are animals and, well, working at farms. Not magic, because neither of them had any experience with it." Twilight thought for a moment.

"That is true, but they've got to try."

"And if they can't?"

"I'm going to ask for the Princess's help." Spike rolled his eyes.

"Since when is Princess Celestia was going to help? Where was she when Luna was going to turn the world into eternal darkness?"

"She was kidnapped."

"Oh, sure she was." Spike said in his sarcastic tone. "And where was she when Discord ruled Equestria?" Twilight thought for a moment.

"Um..."

"And her horn just SO HAPPENED to not work after she was blasted when Queen Chrysalis showed her true form." Spike went on.

"Are you trying to tell me that you suspect the Princess, Spike?" Twilight questioned her dragon.

"Look, it's not that I don't like the Princess, but I just doubt she'll help you now." Twilight looked at the purple dragon again.

"You may doubt her, but I don't." Twilight paused.

"If my friends can't fix us, then I'm sure either one of the Princesses will. Now go get my book." Spike sighed, then went to go get it. Twilight looked out the window. She said to herself,

"But I don't think we'll need the Princesses help. I know my friends can help us."

Twilight trotted over to the hospital the next day, expecting to see her friends. She paused when she got there, looking up on it. The newly earth pony trotted inside.

"Hello, Nurse Redheart," Twilight greeted the other earth pony. "Am I allowed to see my friends?" The pony nodded, looking down the hall to the room that they were in.

"Of course, Twilight. Visiting hours are open." Twilight nodded, then trotted down to Room 16, the room that the ponies were in.

"Hi, girls!" She greeted them with a cheerful smile when she entered.

"Hey, Twilight!"

"Hi, Twilight!" The ponies welcomed her. Twilight glanced at Rainbow Dash. Still asleep.

"Did she wake up since I left?" Twilight asked. The ponies shook her head.

"Nope, sleepy head still sleeping," Pinkie said, looking glum and slightly annoyed.

"So, how did you do? Ya know, with, without yur horn, an' all," Applejack asked, looking at Twilight.

"Not too bad, actually. I'm going to have to get used it it, though. That is, until I get my horn back."

"Get your horn back? But how? I highly doubt the spell the Changelings put on us are temporary," Rarity looked at her wings as she spoke.

"Um, no offence, Twilight, but I don't think you can break the spell on us," Fluttershy said quietly.

"No, you're right, Fluttershy. I can't break the spell. I would if I could, but I can't. Which is why YOU are going to do it."

"What?!" Fluttershy's pupils got slightly smaller. Twilight nodded.

"Yup. You and Applejack are going to try to break the spell."

"Twilight, you can't really expect us to break the spell," Applejack complained, "we've had no experience whatsoever." Applejack silently added to herself, "And personally, I'd rather not use my horn at all."

"Aww, come on, girls!" Twilight pleaded. "You don't really want to stay unicorns, do you?" The ponies shook their heads.

"Well, no, but I really don't think-" Applejack started,

"Oh, come now, Applejack! Of course you can!" Rarity looked at her with her blue eyes. "I'm no magician myself, but I bet I would try to turn us back to normal. Just give it a try," Rarity persuaded them. Applejack looked at Fluttershy, who was right across from her. Fluttershy looked back at her. The orange unicorn sighed, then said,

"Well, alright, then. We'll give it a shot." Twilight smiled.

"Great! Now, I'm gonna have to teach a little bit to you both first, of course, then we can-" Suddenly, a groan sounded from Rainbow Dash. Twilight turned to look, as did the rest of the ponies. The rainbow-colored main pony shuttered, then sat up slightly. Her eyes slowly blinked open, seeing all of the ponies looking at her.

"Wha- what happened?" She shook her head, seeing more clearly. "I feel like I just dropped out of the sky."

"You did, actually!" Pinkie said happily. Rainbow Dash looked at her.

"Pinkie?! You're in the hospital -" Rainbow's eyes looked at her pink wings. "What the -?! YOU HAVE WINGS?!" Pinkie Pie smiled.

"Yup! Sure do!" Rainbow Dash looked around.

"Applejack, you have a HORN?!" Applejack nodded slightly. Rainbow's head shot right to look at Rarity. "Rarity DOESN'T have a horn, and now she has WINGS, FLUTTERSHY has no wings, AND a horn, and Twilight is an EARTH PONY?!" The ponies nodded.

"Those Changeling things all switched us around!" Pinkie Pie explained to the shocked pony.

"Except for me," Twilight said, "Queen Chrysalis changed me personally."

"Wait," Rainbow looked at the other ponies, "I saw Tank change into a Changeling. And he did something to me, and he did something to you, too... then..." Her gaze came slowly to her back. Her pupils grew small, and her face twisted into pure shock and dread.

"MY WINGS! THEY'RE GONE!" Twilight winced at the powerful voice Rainbow Dash has. "N-no! That can't be right! This is all just a dream! A really, REALLY freaky dream!" Rainbow Dash tried to convince herself. Applejack sighed.

"As tempt'en as it sounds, this is no dream, sugarcube. This is real." The new earth pony shivered with fear. "I-it can't be-!"

"I'm sorry, Rainbow Dash, but it is real." Rainbow Dash gulped as she listened to Twilight's words. "You just have to accept it."

"But I CAN'T just accept it! These are my WINGS! My glory! My speed! My pride! The thing that makes me ME!" Rainbow Dash said through oncoming tears.

"And my horn is how I got my cutie mark. My horn is the reason why I'm the Element of Magic. My horn is what makes me me, too." Twilight said. "Don't worry. We may have lost our special traits about us for now, but we'll get them back. I promise." Pinkie Pie smiled.

"Pinkie Promise?" Twilight nodded, then turned to Rainbow Dash. " I Pinkie Promise." Rainbow Dash smiled through her dribbling tears. She quickly wiped them away with her hoof.

"Thanks, Twi." She paused. "But how are you going to get them back if you don't have your horn?"

"That's just it. Applejack and Fluttershy are going to try to get us to normal." Rainbow Dash looked at the country pony and her second-made friend. She almost broke into laugher. Almost.

"Those guys? But they can't use magic!"

"Not now they can't, but I'm going to do my best to teach them." Rainbow Dash rolled her eyes.

"Twilight, you can't honestly expect them to-"

"Alright, my little ponies!" A nurse at the door said cheerfully. "Lunchtime!" She pushed a tray inside the room, and nopony looked to thrilled about what's on it. She passed out trays to everypony, except Twilight, then she glanced at Rainbow Dash. "Ah! You're awake! How wonderful!" She turned to the rest of the ponies. "You are all expected to leave later today, and now that Miss Dash is awake, she may leave, too." She grabbed the tray. "I'm going to go get one of the doctors to check up on you." She left the room, and the ponies were talking excitedly to one another.

"Oh, thank goodness!"Fluttershy said with her quiet voice, "I did not really like it here."

"I can't wait to get back to Sweet Apple Acres and see mah family!" Applejack said with joy.

Twilight beamed at them all.

"I'm so happy for you all!" She looked at the clock. "Well, I'd better get going. I have to try to find the easiest spell for Applejack and Fluttershy to practice on." Twilight trotted out of the room, the ponies saying good-bye to her. Rarity looked at the food with disgust.

"How could you possibly EAT this horrible food?! If you even call it food..." Rarity complained.

"Well, it can't be THAT bad..." Applejack said, however eyeing it with uncertainty.

"Applejack. I've had this food before, and it IS that bad," Rainbow Dash pushed her tray away. "where's a Daring Doo book when you need one?" She said, crossing her arms.

"I know!" Pinkie Pie said, "We can tell jokes!" She cleared her throat, "Why did the chicken cross the road?"

"To get to the other side," Rainbow Dash said indifferently.

"To get to the other- oh, yeah." Pinkie Pie squeed. "You already know that one. Um, how about-"

"Listen, Pinkie Pie, none of us are too interested in jokes right now." Applejack explained to her. The pegasus thought for a moment.

"Well, we could-"

"Hello, Rainbow Dash! I see you're awake and doing just fine," The doctor walked in the room and greeted her. "Your friends are leaving today," He explained, "and you might be able to depart as well," The tan-furred unicorn walked over to Rainbow Dash. "I apologize about your wings..."

"Nah, it's okay, doc." Rainbow dismissed the apology. He nodded, then examined the earth pony. He murmured as he went along, checking her neck, her legs and arms. Then, he checked her back. He nodded.

"You cracked your back, and twisted an ankle, and have some burns, but since we got that all healed, your crack filled in, and your ankle back to normal, I'd say that you could go today." He paused, looking at Rainbow, "You are one tough pony. You fell about twenty feet from your home, and all you got was a twisted ankle and a cracked back." Rainbow shrugged.

"I guess I got lucky."

"You certainty did." He double-checked her again, to make sure he didn't miss anything. He nodded to her. "It is official. You are ready to go home today."

~ 3 ~

The Art of Practicing

"Okay, girls, let's start again from the top," Twilight said again, for the hundredth time in a row. Applejack and Fluttershy panted of exhaustion. When the girls finally came home yesterday, Applejack's family were extremely exited that she had come home at last, Fluttershy's animal friends were relieved that she was alright, Sweetie Belle and her parents thanked Celestia that their daughter/her sister had come home alright, and Pinkie Pie was welcomed home, and Rainbow Dash had the accomplishment of walking back home. Only...

She could no longer stay in her house.

So she spent a night at Fluttershy's, who allowed her with welcoming arms. And now Twilight gathered Fluttershy and Applejack (with the others just watching them try) then tried to teach some magic to them.

At first, Twilight just wanted them to practice levitation rather than attempting to automatically do the transformation spell. "It's easy!" Twilgiht said, pushing the apple at the center of the room. "Now, just concentrate on the apple. Imagine it's floating towards you," Twilight watched them try. Nopony's horn was glowing just yet, but the ponies were making screwy faces of how hard they were trying. After several hours of watching them struggle, Rainbow walked over to the kitchen to grab something to eat. Pinkie Pie bounced over with her, her wings flapping, but not flying. Rarity blinked slowly at them, then looked at the book she was reading on the floor. Fluttershy finally gave the apple "her stare", since she was running out of concentration ideas. Still, her horn did not glow, and there was no magic coming from it. The pink-maned pony sighed, then stopped struggling. She looked at the apple with sheer concentration, however, she was also relaxed. Applejack took her concentration off the apple, turning to Twilight.

"Twilight, how do you even know we have magic in us?" The country-accented pony asked Twilight. "We were only giv'en horns, and how do you know if there's any magic in 'em?"

"Well, if you were given horns, then you both should be able to practice magic. Every unicorn knows at least a little magic."

"But I'M no unicorn!" Applejack plopped down on her hind quarters. "I'm an earth pony, and I always will be!" Twilight sighed.

"Look, Applejack, I know that magic was never your thing, but could you just give it a chance?" She looked at Applejack with her pupils huge. "For us?" Applejack looked at Twilight, then sighed in defeat.

"Well, alright, Twi, but I'm tell'en you, we've got no magic-"

"LOOK! LOOK, I'M DOING IT!" Everypony turned to the overjoyed Fluttershy. Rainbow and Pinkie poked their heads out of the kitchen, Rarity stopped reading her book. Sure enough, there was a pale blue glow around Fluttershy's horn. The apple also had a blue glow around it, same as Fluttershy's horn, she stomped her hoof from her concentrating so hard, and the apple lifted off the ground. Everypony stared in awe as Fluttershy began levitating the apple towards her. It was only just a few centimeters off the ground, but still, impressive for a beginner.

"Well done, Fluttershy! You did it!" Twilight congratulated her friend. Fluttershy smiled modestly, which broke her concentration, therefore the blue glow ended. The apple rolled around on the ground, making Fluttershy disappointed. "Does that prove my point?" Twilight said to Applejack, who was completely stunned.

The purple earth pony trotted over to Fluttershy, delighted that Fluttershy had gotten it. Rainbowdash trotted over as well, the rest of the ponies did, too, congratulating the shy pony on what a great job she has done. Fluttershy modestly dipped her head.

"Oh, well, I'm still not that good..."

"Aw, Fluttershy, you're still just a beginner. It takes loads of practice to levitate." Twilight explained to her friend.

"And lots of time to perfect it," Rarity added, her wings ruffled as she said so. "Twilight, dear, are you sure they'll be able to break the spell? Fluttershy and Applejack? It would make more sense just to go over to Canterlot and let the Princess break it." Applejack nodded.

"For once, ah actually agree with ya, Rarity. So one of us made an apple float. That doesn't mean we'll be able to break a curse." Pinkie Pie bounced in, giving an idea out to the crowd,

"Hey! I know! Maybe Zecora knows how to break the spell!" Her new pink wings fluttered with happiness, making Rainbowdash slightly miss her wings. Twilight thought for a moment.

"Well, it could work, but I don't think even Zecora's potions can break this spell. This isn't poison joke, you know. This is one of Queen Chrysalis's spells. It's probably age-old. I mean, in that prison she put me with Cadence, no pony knew about it. Until now. She could've learned much more than that about Equestria.

"Well, it's worth a shot, isn't it?" Rainbowdash said. "I don't think I could handle a lifetime without wings. I'd go insane!"

"Sorry, Twilight, but I don't think I'd want to be a unicorn. I mean, I did get that apple to float, but I don't think I'll be able to preform something that could break the spell." Fluttershy gave Twilight a sorry face. Twilight sighed.

"Alright, alright. I see your point. We'll see if Zecora knows anything, and if she doesn't, we'll go see the Princess."

"Just a thought, but what if even the Princess doesn't know how to break the spell?" Rainbowdash asked. Twilight looked at her friends.

"If the Princess doesn't know how," she said, looking dark, "then I know some other pony who could break it. But I doubt she would."

It's Not The Only Problem

Three days have passed since the accident the ponies had at their homes. They're still not completely used to the sensation quite yet, nor are they very pleased about the fact that they have to stay like that until Zecora comes back from her long-distance journey. When the ponies went to go see if Zecora would know any spells to transform them back to normal. However, as soon as they arrived at her hut, the place just so happened to be deserted. A note was left for anypony who happened to drop by was attached on her door:

"To my friends in Ponyville,
I am off on a trip back to my hometown, which is out of Equestria. I won't be back for at least two weeks. I will try to get back to you as soon as I can.
Zecora"
"Well, that's just great," Rainbow Dash dug at the ground with her hoof. "When we don't need her at the moment, she's home. When we do need her, she's gone off out of Equestria!" The former pegasus pony growled with anger and annoyance.
"Easy, Rainbow. She'll be back in two weeks, according to her note. We'll just have to wait until then." Twilight said with calmness in her voice.
"Easy for you to say!" Rainbow snorted. "You were practically already an earth pony!"
Twilight ignored her friend's complaint.
"So... whut now?" Applejack questioned her. "Can we just please go to Canterlot and try to ask one of the Princesses to lift the curse off of us?" Rarity complained. Twilight shook her head.
"No, not yet."
"Well, what's stopping us?" Rainbow Dash said.
"The fact that there is a lot of commotion going on in Canterlot right now." Twilight replied.
"Oh, yeah, sure, that's what's stopping us," Rainbow snottily shot back. Twilight looked at Rainbow.
"It is. If Chrysalis found a way to get back in Equestria, then some other danger will break in as well. Who knows? Maybe Discord will return."
"Well, I think that Discord is still is in his stony prison!" Pinkie said, her wings still outstretched.
"He is," Twilight agreed, "but that doesn't mean he can't come out." As they made their way out of the Everfree Forest, Rainbow Dash wasn't all in the best mood for Twilight. Often grunting at her, and rising up ahead of her to avoid eye contact.
"I suppose I could still try to teach Applejack and Fluttershy magic," Twilight said out loud.
"Twilight, sugarcube, we've already had this discussion. Fluttershai and I aren't just cut out to have a talent in magic," Applejack told her once more.
"I know, I know, but-" Twilight was cut off by Pinkie's question,
"Hey! I just had a random thought!" Pinkie said, her new pink wings lifting her up in the air for a moment.
"What?" Fluttershy asked her. "I know mine, Applejack's, Fluttershy's, or Rarity's won't fade away, but what if Twilight and Rainbow Dash's cutie marks fade away?" Pinkie asked. Twilight gave her a puzzled look.
"What? Pinkie, our cutie marks can't fade away. It's physically impossible. Once a cutie mark is there, you can't get rid of it. Ever." Twilight replied knowingly, however Rainbow Dash looked nervous at the thought. She took a quick look at her cutie mark to make sure it was still there. Which it was. She sighed quietly of relief.
"Actually, Twi, I think Pinkie here may have a point," Applejack said. "Ah' know you and Rainbow depend on your horn and wings for your talent, so if ya don't have those anymore, maybe it will fade away?" Twilight gave her a look.
"It's not important right now. Look, there's Ponyville. We'll just have to try to adjust until Zecora comes back." She looked around. "Which means that you have to do what you have to do." With that, the ponies separated, going to their houses, or going to the job they have to do.
"Uh, Twilight?" Rainbow Dash came over to Twilight, her ears flat against her head. "I can't do my job without my wings." Twilight thought for a moment.
"Well, I guess you could try to some other job for now, and let another pegasus fill you in." She suggested. Rainbow Dash winced.
"But what kind of job will I take?" She asked, worried.
"Well, there's gardening-" Twilight was about to point out, until,
"Correction. A job that I like." Rainbow said. Twilight thought for a moment.
"I don't know what to tell you, but I'm sure that there'll be a lot of job openings," Twilight perked up, and trotted back over to the library.

In the weeks that have passed, Rainbow did not find a job that she approved of. She was miserable because of it. Her rainbow-colored mane seemed to fade of color the more she was depressed. She wanted to fly up in the clouds and sit on a dark cloud. But, she couldn't do that, either. She mainly just wandered around the park, looking for something to do.
Applejack, on the other hand, was doing much better. Her being a unicorn didn't change her hard-working style. She could still buck the apple trees, she could still do her rodeo tricks. Applejack occasionally tried to use her magic, but she was never able to lift a quill.
Nothing much changed Twilight. She missed practicing new spells, and trying them out, however she still read a lot. She still did her duties as a librarian, and she still took care of Spike.
Fluttershy wished she had the usage of her wings to help her bird friends, and search from above to find her Angel, who was still missing. Her new duty was to find Angel, and bring him back to her cottage. She even asked some of her animal friends to keep a look-out for him. She tried practicing magic everyday, thinking that it would benefit both for her friends, and for Angel.
As for Pinkie Pie, well, she actually was getting along great. She didn't mind the change at all. She tested out her wings everyday, out of Rainbow's sight, of course, for fear that she would become even more depressed than she is now. Though she was never faster than Rainbow, nor was graceful as Fluttershy, she certainly loved the thrill on being on a cloud. If she could stay a pegasus, she would stay as a pegasus.
It was difficult making clothes without magic for Rarity, she was used to the fabric levitating to her, and stitching them with her magic. She managed, however when she did get her horn back, she would easily trade her wings away for it. As she stitched up something new for her fabric, Sweetie Belle stood in her room, as she watched her older sister go back and forth in the room.
"Can't I just help out a little bit?" The unicorn asked, her big, sappy eyes looking in Rarity's direction.
"No. I've already got my hooves full with this next order I have to do. And with the amount of time already passed, and this whole horn and wings problem, you wouldn't believe how fast I have to work on this WITHOUT any interruptions." Rarity replied, not paying attention to Sweetie Belle. Disappointed, Sweetie hung her head. Then asked,
"Could I at least play with my friends for a little while? Not here, but someplace else?" She stared up at her sister.
Rarity thought for a moment.
"Yes, I suppose that would be fine. Just don't go anywhere dangerous. I can't have anything else bad happen this week."
Sweetie Belle left her sister's boutique, her ears flat as she sped off to Sweet Apple Acres to fetch Applebloom.
The little filly was inside the Cutie Mark Crusader's tree house, looking a little sad.
"... Applebloom?" Sweetie Belle stepped inside the tree house. Applebloom looked over her friend's way.
"Oh, hey, Sweetie Belle." She said, turning to look out the window again.
"Are you okay?" Sweetie Belle asked, taking a step closer to her friend. She sighed.
"No."
Sweetie Belle frowned. When Applebloom couldn't smile, that means that she really wasn't okay.
"What's up?" Sweetie Belle asked, walking next to Applebloom.
"It's Applejack."
"Still upset about the accident?" Sweetie Belle said. Applebloom nodded solemnly. Sweetie Belle stared at the ground for a moment, not knowing what to say to make her feel better. Then Applebloom spoke,
"It wouldn't be so bad if Applejack didn't make such a big deal out of it," Applebloom admitted, "I mean, she never talks about it to us, and she never wants to answer our questions about what it's like being a unicorn, and she never even lets us see it. She always hides it under her cowpony hat." Applebloom sighed again. Sweetie Belle went next,
"Well, it's kinda like that with Rarity, too." She said, "I mean, she never opens up her wings. She always keeps them folded, and pretends that they don't exist. And when I ask her if I could help her around, she always tells me no. Well, she always tells me no, but this time she doesn't even looks at me when she says it. I think she just doesn't want to see the horn that I have, just to remember that hers is gone." Sweetie Belle laid down on the floor. Applebloom joined her. Suddenly, there was a burst at the door. Scootaloo was right in the doorway, her face looking determined, and her wings stretched out wide.
"Crusaders! I have an idea!" The filly pegasus said, trotting over to her bummed-out friends.
"Not now, Scootaloo," Applebloom said, her giant bow dripping.
"We're just not in the mood to gain our cutie marks today," Sweetie Belle added.
"No, no, it's not about that! I think we should try to get them back to normal!" Scoot said. The girls' heads lifted up in surprise.
"We're gonna do what now?" Applebloom asked.
"We're going to try to get your sisters', and all the rest of the ponies' wings, horns, and earth ponyness back." Scootaloo said. She sat and waited for approval. But none came.
"And HOW in the name of Celestia are we going to get them back to normal?! We can't even get our cutie marks! How do you expect us to go and change them back to normal! Besides, why do you care?" Sweetie Belle rejected the idea.
"Well, you two have been depressed ever since your sisters were switched in the first place, and I'm sick of seeing you all bummed out on the floor all the time, plus I want to help Rainbow Dash. Have you seen her? She looks terrible! She's WAY more depressed than you guys!" Scootaloo replied. Sweetie Belle and Applebloom looked at each other.
"That still doesn't explain how we're going to do it," Applebloom said.
"Well, I can't tell you that yet until you agree!" Scoot said logically. Defeated, the rest of the Crusaders agreed to try their best.

Not as They Seem

"Alright, Twilight, we've all been very patient with you," Applejack said, just the next day, "but now this is starting to get ridiculous."

All of the ponies were in Twilight's house, as Applejack and Fluttershy were supposed to be practicing their magic. "We want our normal back!" Applejack stomped her hoof.

"Yeah!" Rainbowdash lifted up her depressed self into sudden conflict mode. "I'm sick of being an earth pony!"

"Not having my horn is interfering with my work, and I'm loosing myself into insanity!" Rarity cried.

"I don't mean to be a downer, but, um, I wish I had my wings back, too..." Fluttershy said shyly, her yellow hoof slightly digging the ground.

"I love my wings!" Pinkie Pie snorted with laughter, "But they're really hard to sleep with, and they aren't easy to cook with, either!"

All the ponies surrounded Twilight in complaint, their faces getting nearer, and nearer, until Twilight screamed,

"SHUT UP!" The ponies took a step back, stunned. Twilight panted, then cleared her throat, "You think that I know the answer? You think I haven't been missing my horn? Well, guess what? I have! And I've tried contacting the princess, but she won't answer me!" Twilight sat down, defeated. "I know you all miss your original selves. But I don't know what to do about it."

The ponies were silent for a moment.

"Why can't we go to the Canterlot castle? Surely Princess Celestia cares for her star student, right?" Rarity asked.

"She's right." Rainbowdash walked up to Twilight. "If Princess Celestia wanted you to be safe, then why didn't she do anything before?"

"I don't know!" Twilight said, her brain becoming confused.

"And also, why did you want me and Fluttershai to break the spell, when we clearly can't break the spell?" Applejack questioned.

"SO I COULD DISTRACT YOU!" Twilight overloaded on pressure yelled out loud.

All of the gang gave her equally confused looks.

"Whut?" Applejack said, confused. Twilight blinked. Then she realized what she had said. Sheepishly, she corrected herself,

"I mean, so you'll stand a chance if Queen Chrysalis breaks out of the Canterlot dungeon." Still puzzled on what she just said, the ponies continued to stare at her. Twilight sighed.

"Look, I'm just in a lot of pressure right now."

"We'll help you lift the pressure off," Rarity said, still eyeballing Twilight curiously, "until I have my horn back."

Rolling her eyes, Rainbowdash walked over to the window. Then she said,

"Remember when you said if the princess's couldn't help us?" She asked. Twilight nodded. "And you knew of only one pony who could help us?" Twilight nodded again.

"Where does she live?"

Twilight sighed.

"She doesn't live anywhere."

"Do you know where she is?" Pinkie asked. Twilight nodded.

"Yes, I do."

"Well?" Rarity said, impatient. Twilight sighed.

"She's in the Canterlot dungeon."

They all gasped.

"You don't mean –" Rarity breathed,

"Yes, I do." Twilight said. "The only pony who could help us..." She turned and looked at her friends. "Is Queen Chrysalis herself."

"So how are we going to help them anyway?" Sweetie Belle asked Scootaloo when they came out of the treehouse. "We've thought about all kinds of ways to help them. And not a single one of those plans are going to help them."

Scootaloo smiled sheepishly.

"I though you guys had ideas." The crusaders groaned.

"Really, Scoot? All this time was for nothing." Applebloom kicked a rock.

"Well, I don't see you coming up with any brilliant plans." Scootaloo puffed.

"Why don't we just cheer them up?" Applebloom asked. "Obviously, we can't do anything for their situation, so we could just cheer them up."

"But how are we going to do that?" Sweetie Belle asked.

Applebloom thought for a moment. Then she shook her head.

"I have no idea."

The cutie mark crusaders drooped on through Ponyville, spirits low. They cruised around, coming up with ideas that instantly died in logical terms.

"How about we make them all dresses!" Sweetie Belle suggested.

"Yeah, right. Like dresses will solve their problem –" Scootaloo suggested but them was instantly interrupted by Applebloom's gasp of shock. The rest of them widened their eyes.

They had turned a corner around a house and saw something they shouldn't have seen.

"Master, I report for duty." Said the Changeling to a floating green bubble.

The crusaders watched with horror and fear as the changeling spoke to his queen.

"How is the plan going?"

"It's going perfectly. They don't suspect a thing."

"Excellent. Now you know what you have to do next." The Changeling nodded.

"Yes."

"Good. Now –" Chrysalis paused. "Who's that behind you?"

"What?" The Changeling turned, and saw the crusaders gaping at him. Then, they ran.

"Get them! Get them you fool!" Chrysalis screamed.

"Yes, my queen!"

He quickly surrounded the fillies in a green glow, as he levitated them back to him.

"What should I do with them?" He asked. Chrysalis growled.
"They've seen too much. Send one of the Changelings over to me, with the fillies in hoof. I'll have to erase their memories."

The crusaders tried to scream, and scramble away, but the magic on them was too strong. Their lips were sealed shut, and gripped on too tight to break free.

"Very well, my Queen." The message ended, and the changeling called for more changelings to deal with the crusaders.

Five changelings came to his call.

"You two," He pointed at two of the changelings. "Take these two to Queen Chrysalis back at the palace for an immediate mind-wipe."

"Why can't we just mind-wipe them ourselves?" One of the changelings asked. The leader Changeling growled.

"Because, you idiot, our shape-shifting powers don't allow us to give regular ponies a mind-wipe. Even if we did, we would erase their entire mind, which would compromise the plan! Only Queen Chrysalis has control over that!" The leader changeling smacked him with his hoof.

"Yes, sir." The changeling grunted, and levitated two of the fillies over to him, as did the other one.

"You three." The three Changelings became straightened their backs. "Shape-shift into those three fillies."

"Yes, sir!"

"We can't have anypony noticing their absence."

As the three fillies were flown away, they looked down with horror as the three changelings turned into themselves.

Then they disappeared within the clouds.

~ 6~

Stirring Questions

The ponies all rode the train to the city of Canterlot, determined to face Chrysalis for answers. As they looked up at the giant castle of Celestia and Luna, they could see the rising sun just touch the edges of the brilliant castle.

Twilight blinked her eyes. She had told Spike to stay back at the library, just in case Chrysalis had any funny ideas.

"Twilight?" Fluttershy asked behind her. "Are you alright?" Twilight turned to face the former pegasus. She nodded.

"Yes, I'm alright, Fluttershy. Why you ask?"

"Well, you just seemed to be mad, and also, you weren't really acting like yourself."

Twilight had a shocked look for a split second. She recovered instantly, and replied,

"Oh, Fluttershy, don't be silly. I'm perfectly normal. See?" Twilight smiled brightly, desperately trying to hide her secret. Fluttershy frowned, and then smiled slightly back. The unicorn then went to the other room, where all the rest of her friends were.

"I don't think Twilight is herself," Fluttershy announced to the pony gang.

"Most ponies don't act like themselves when they're under stress," Rarity said, trying to brush her mane with her hooves.

"Yeah, like Daring Doo," Rainbowdash said. "She didn't act like herself when Ahuizotl threatened to kill her friend."

Fluttershy blinked.

"No, not like that, I mean she's just different –"

"Ah'm sure she's fine, Fluttershai." Applejack calmed Fluttershy down. "She probably needs time to think about how she's gonna persuade Chrysalis into changing us back." Applejack reasoned.

"Come on, Fluttershy!" Pinkie Pie said, "Let's play a game together!" Fluttershy was about to protest and question about Twilight's behavior some more, but sighed and sat down to play with Pinkie.

By the time the ponies got to the castle, the guards instantly stopped them from coming inside.

"You have to let us through," Twilight demanded.

"We can't let you into the castle unless we have direct orders from-"

"Twilie!" The guard stopped, and turned his head.

Shining Armor ran down the stairs and greeted his younger sister. "How are you doing?"

"This guard won't let us through!" Twilight snapped, making Shining Armor raise his eyebrow.

"Let them through." He commanded.

"But sir –"

"Do we have a problem?" Shining Armor tested him. The guard gulped.

"N-no sir."

"That's what I thought." The white unicorn stallion gestured all of the ponies to walk with him. "Are you doing okay, Twilie? How is everypony?"

Twilight sighed, exhausted.

"Honestly, not really. We came here to see if anypony could break the spell on us."

"Hmm..." Shining Armor thought for a moment, then shrugged. "I think maybe Celestia could break the spell, or Luna, but the only pony I could think of who knows how to break the spell is Queen Chrysalis." The purple earth pony sighed.

"That's what I figured. Come on, girls." Twilight turned to her friends. "Time to talk to a queen."

"It's not that simple." Shining Armor said, still leading them to the castle. "We've tried to get her to talk about how to undo the spell. We've tried asking her, bribing her, and even torturing her –"

"Torturing her?" Fluttershy's eyes widened in surprise.

Shining Armor laughed nervously.
"Not, really... we just..." He shook his head. "Nah, we haven't tortured her. But the idea did come up once in a while." They all walked in silence for a moment.

When they arrived in the castle, in the throne room, Princess Celestia sat on her throne, looking uneasily at some papers.

"Princess Celestia!" Twilight came dashing to her. Celestia looked up from the papers. She smiled warmly.

"My faithful student, Twilight Sparkle." Her smile faded a bit when she saw Twilight's missing horn. "Don't worry," She said to all of the ponies. "We'll get you back to all of your original forms." She looked at Twilight. "I promise."

Just then, a pony with a coat as dark as the night, her mane and tail dazzling like the starry night sky, strolled into the room, her face unreadable. She looked at the ponies, who stared up at her, then glanced at her older sister.

"Shall we try to break the spell, dear sister?" Princess Luna asked. Celestia nodded.

"Yes, we can try."

Shining Armor stepped out of the way, as the Princess sisters started up their magic to transform the ponies back to themselves. The pony gang stood straight and tall, their eyes squeezed shut. Celestia and Luna both reared up on their hind legs, and began their strongest spell.

Twilight peeked open her eye slightly to see that the sisters were actually going to do it. They were going to break the spell! Horrified, Twilight scrambled in her brain for any ideas. Noticing that the extreme light blinded everyone in the room, she licked her lips, and quickly cast a silent green spell, causing both princesses' magic to fail. Then the purple earth pony resumed in her position, as if nothing had happened.

Celestia inhaled, folding her giant wings back onto her body. Luna blinked twice, also catching her breath.

"I-I don't understand... that should have worked!" Luna said to her sister.

Celestia nodded in agreement.

"Both Luna and I practiced day and night to get that spell right. I don't have any idea how that not could've worked."

The ponies lowered their heads in disappointment.

"You tried your best, princesses," Twilight said, "and we're all very grateful for that."

"I guess the only option to do now is consult Chrysalis," Shining Armor stated. Celestia nodded.

"Unfortunately, it is. We'll see to Chrysalis, and demand for these ponies to be restored back into their original forms."

"Yes, Princess." Twilight bowed to her mentor.

Then they all went down into the dungeon, where Chrysalis was held captive.

As the ponies went over, Twilight smiled darkly, knowing exactly what will happen.

And the only pony who saw it was Luna.

Meanwhile, far away from Equestria, the Crusaders had been dropped violently on the ground, in a harsh, sticky swamp. They all got up, tired from being in the air for so long,

"Ya'll alraight, girls?" Applebloom asked her friends. They both groggily replied,

"Yeah..."

"Queen Chrysalis, we've brought to you the witnesses, as you asked." One of the Changelings reported.

"Good..." The dark insect-like queen stepped out of the murky swamp shadows, into the dim light of the sun, which barely flickered through the thick leaves of the trees. "Now leave us."

The Changelings bowed, and then flew off. Chrysalis turned to the three little fillies, a terrifying darkness flickering through her green eyes. "So..." The words from the queen's mouth slithered out from her tongue. "I see that you've seen something you've probably shouldn't of seen is my understanding." She chuckled.

The Crusaders just huddled together, fear gripping every inch of their bodies. Chrysalis stopped chuckling, her anger rising.

"And that's EXACTLY what went wrong in your miserable lives!"

The Changeling queen growled viciously. The fillies screamed as Chrysalis's crooked horn shined green, reflecting a dangerous spell coming. Then, she suddenly stopped.

"Wait a moment..." She stared at the fillies, then thought to herself,

"What if I use them instead of wipe their minds? I'd just have to keep them here for a few days is all..." She smiled horrifically. She turned back to the girls. "Wonderful news, my dear fillies. I'm not going to cast any spell that might harm you in any way."

The fillies gulped, their eye pupils incredibly small. "Instead, I'm going to keep you here. Safe and sound. Boys –!" Some Changelings showed up at Chrysalis's hooves, bowing down at just the presence of her.

"Let us take our newly found guests back to the cave." The Changelings immediately obeying Chrysalis's order, they dragged the screaming fillies back to their hideout cave.

"When those ponies try to do something funny, I'll now have three more prisoners to threaten their lives with." Chrysalis smiled.

As she watched the Crusaders get dragged into the dungeon, Chrysalis walked over to a special cage, glowing with green aura, and held together tightly.

"Don't worry, my dear Sparkle," Chrysalis said dirtily, "you have some new friends to talk to." The real Twilight Sparkle, cuts and minor burns on her fur, looked up from the chains she was wearing. She snarled at the look of Chrysalis.

"You'll never get away with this!" The unicorn pony started up her horn again, but faltered when the green aura sucked out all her energy. Twilight fell to the floor, panting.

"Oh, but I already have. As you can obviously tell, everything is going according to plan. Your pony friends are seeing the fake me, they'll soon follow captured fake you straight into my lair, and they'll then attempt to get you free."

"And WHAT, exactly, do you PLAN on doing after that?! That plan doesn't even make any sense!"

Chrysalis just laughed darkly, and left the room.

"That is because, my dear Twilight," Chrysalis spoke when she knew she was out of earshot from Twilight, "I'm not telling you my entire plan."

~ 7~

Suspicion Rises

The dungeon was dark, and moist. It looked like it hadn't been cleaned in centuries. The ponies walked down the stairs, careful not to slip of the slickness of them.

"We need to tell thou guard to clean these steps so no pony may slip and fall, yes?" Luna noted to her sister. Celestia just nodded.

"Oh, it's so dirty, and disgusting down here! Oh, eww! What is that horrible, grotesque, monstrous thing?!" Rarity screeched in horror.

"That's a mop," Said Shining Armor. Rarity blinked, then smiled sheepishly.

"I knew that..."

As the ponies continued walking, the brightly colored gang all looked around the dungeon.

"Dang, how far does this thing go? It feels like we've been walking for hours," Rainbow Dash asked.

"This dungeon is the biggest in all of Equestria. We contain evil geniuses down here that have tried to kidnap, kill, or even steal from any of the royal ponies. We had to make it big so we could contain them all." Shining Armor replied.

Pinkie Pie, in mid-air, flapped her wings and smiled.

"Hey! It's echoey down here! Echo! Echo! Echo!" Pinkie listened for her sound again. It soon bounced back at her, making her giggle with glee. "Hey, this is fun!" Pinkie said. "Hey, this is fun!" her echo bounced back at her. "Hey, I said that!" Pinkie said to her echo. "Hey, I said that!" The echo replied again. "No, I did!" Pinkie crossed her arms in annoyance. "No, I did!" "Stop copying me!" "Stop copying me!" "But you're copying me!" "But you're copying me!" "You have no right to speak to me in that tone," Pinkie growled. "You have no right to speak to me in that tone," the echo again bounced back at her. "Why, I oughta –" Pinkie was about to rear up and chase after that echo, until Twilight stopped her.

"Pinkie, please." Twilight glanced up at a special cage that was glowing with blue aura, surrounded by four guards.

When the princesses and Shining Armor approached, they all stepped out of the way to let them approach the prisoner.

The dark queen was still when they approached. Sprawled out on the floor, her bluish mane becoming more darker, and shorter for some reason.

"Chrysalis..." Celestia hissed the name. Hearing her name being spoken, Chrysalis lifted her head, to turn and glare at them. She chuckled darkly.

"I was wondering when you'd all come crawling for my advise," She smiled a dirty smile. "So, what seems to be the problem, my dear princesses?"

"You know what's the problem, you creep!" Rainbow snarled at her. "Since you're the only one with the freaky magic to change us back, then do it!" The cyan pony stomped her back hoof in anger.

"Settle down, RD," Applejack calmed the furious pony down. "We'll get our answers soon enough."

Chrysalis flicked her pointed ear, amused by Applejack's words.

"I'm afraid I can't do anything for you," She said, brushing her mane out of her eyes. "The only thing to break the spell is the Elements of Harmony. Haven't any of you thought of that?"

They all stared at her, astounded.

"Uh... I didn't think of that..." Pinkie Pie said, her wings drooping.

"None of us did." Rarity said, brushing her curled mane with her hoof.

"Twilight must've thought of it once in a while," Luna said, giving Twilight a strange look of distrust. Twilight, noticing Luna's suspicion, played along in character.

"Yes, I have thought about the Elements of Harmony," she admitted, "but I thought it was too simple and preposterous to actually work."

"Any'thang's worth changing us back, Twilight," Applejack reasoned with her. Twilight bowed her head.

"You're right, Applejack. I'm sorry."

"Oh, how cute. I'm sure your fans are rooting that you'll kiss." Chrysalis said in a sarcastic tone.

"Ew, gross!" Rainbow Dash said in disgust.

Twilight narrowed her eyes in anger at Chrysalis. The queen shrugged. The purple earth pony turned to the princesses.

"Princesses, if I may ask you, where are the Elements of Harmony?" Celestia blinked.

"I'm not sure... they were moved from their original hide-out... Luna? Do you might know where they are?"

Luna glared at Twilight, her mistrust for the pony rising up more and more.

"...No, sister..." Luna said slowly. "I have not a clue where they could be." They all turned to Chrysalis for answers.

"Well?" Rarity flattened her ears. Chrysalis sighed.

"Very well. When I was captured, and brought here, I quickly cast a spell to hide the Elements of Harmony and ensure that nopony would ever find them except me."

"Then where are they?" Celestia growled in fury. Chrysalis smirked.

"Oh, little Princess, I cannot just simply tell you where they are. I have to show you. For I am the only one who can find them." Celestia blinked, then huddled with her sister.

"Should we let her out to see where they are?" Celestia said.

"I think it's all a trap," Luna replied. "A well thought trap to cast these ponies in a bigger danger."

"If that may be true, then we'll be putting a risk to our subjects." Celestia agreed.

"And yet, thou ponies are in danger of loosing themselves to the unknown," Luna said. "Without them knowing of how to use their wings, horns, or strength, they could cause damage in Ponyville,"

"Also, Twilight wouldn't be able to be in the position of Magic without her horn, thus unable for them to defeat the dangers that threaten Equestria," Celestia noted.
"So what shall we do, sister?" Luna asked. Celestia sighed.

"We have to." The royal sisters turned to Chrysalis, who had been patiently waiting for a response. "Chrysalis," Celestia began, "we've decided to let you free of your prison in order to find the Elements of Harmony." Chrysalis smiled.

"But we are still chaining you up in magic so you may harm other ponies who are around you," Luna snarled. Chrysalis nodded.

"Very well."

The guard ponies took out the key, and their magic force field died down. Unlocking the gate, Shining Armor let Chrysalis out, the guard ponies immediately chaining the queen up in enchantment chains.

"Shall we go?" Chrysalis asked. Nopony responded, just giving her distrustful looks.

As they walked on, Fluttershy caught up to Applejack.

"Um, Applejack?" She asked in her quiet voice.

"What is it, sugarcube?" Applejack turned to her.

"I just think that I wouldn't mind being a unicorn is all. I mean, I really think something bad is going to happen."

"Yeah!" Pinkie Pie flew up to the both of them. "Something real fishy is going on here, I just know it!"

Twilight trotted nearby Chrysalis, glancing at the chained queen for a few moments. Chrysalis raised an eyebrow, as if asking a silent question. Twilight smiled threateningly, as if silently answering her question. Chrysalis smiled, satisfied. Twilight then trotted up with the others. Again, the only one who noticed it was Luna.

"Double the guards!" She said, a bit of fear and anger mixed in her voice. "Immediately!" Several guards came to Luna's command, Celestia not questioning it.

Luna walked a bit closer to Chrysalis, with angered eyes.

"I don't know what you're up to," She said to her, "but I'm going to make sure that it doesn't happen!"

Chrysalis smiled, and thought,

"It's not what I'm up to," She glanced at Luna, who was back next to her sister, "it's what Twilight's up to."

~ 8~

Newly Found Tricks

Chrysalis led the ponies to where she hid the Elements of Harmony, trying to hide what she was planning. Apparently, she hid the Elements outside of the castle, which made the royal sisters cringe. Anypony could just find six powerful elements just lying outside. Chrysalis stopped in an open field, then announced,

"This is where I put the Elements. I am the only one who can reveal them to you, so if you may..." Chrysalis gestured towards her enchanted chains.

The royal sisters glanced at each other, then back at Chrysalis. They both said in a hard tone,

"NO."

"We will try to lift thy spell from the Elements, not you." Luna said. Celestia followed her younger sister into the open field where they both started up their magic. Twilight glanced around at everypony. Their attention was all fixed on the royal sisters, trying to do the spell. Licking her lips, the imposter cast the same spell she used on them before, making their magic fail.

They shook their heads, still amazed that their magic hasn't been working. Growling, they turned to Chrysalis.

"Unfortunately, you are correct about what you said earlier." Celestia said, her wings ruffled with regret and anger. "Let her go." She told the guards.

"But, sister –" Luna was about to plead,

"It is the only way." Celestia responded.

The guards released Chrysalis, and happily, Chrysalis thanked them. They didn't say anything to her. As Chrysalis walked to the open field, she glanced at Twilight, who cast her an expecting glance at her. Chrysalis walked on, casting her green aura around the field. Within seconds, the real Elements of Harmony appeared out of thin air, landing gently on the soft, green grass. The pony gang gasped of disbelief, and ran towards the Elements.

However Chrysalis quickly hovered them in the air with her levitation. They all stopped, expecting her to do something.

Chrysalis smiled evilly, and then announced,

"You all are horrid fools! Do you honestly think that freeing me would do any good?! Ahahahaha!"

"Guards! Seize her!" Celestia demanded. They obeyed her, but Chrysalis blasted them back with her lazars. They fell back, wounded on the ground. Shining Armor instantly checked his guards, and then whipped his head around to face Chrysalis.

"You fiend!" He shouted.

"Oh, I'm not done yet," Chrysalis scowled. She then lifted up Twilight Sparkle off the ground. Twilight screamed.

"Aahh!"

"Twilight!" Everypony shouted.

"You put her down!" Rainbow Dash yelled at her. Chrysalis laughed manically.

She then cast a fiery green around herself, revealing that she was actually a changeling. They all gasped. The Changeling, now in his high-pitched voice, waved goodbye to the ponies, Twilight still in his grasp.

"Bye, bye!" He then flew off, Twilight screaming on the way.

"We gotta help Twilie!" Shining Armor said, chasing after his younger sister.

"No!" Luna said, holding Shining Armor back.

"With all due respect, princess," Shining Armor said, "Let me go!"

"Don't you all see?" Luna continued, "It's a trap! Chrysalis put one of her Changelings to kidnap Twilight, and she wants thou to follow her!"

"It may be a trap," Shining Armor said, "but I still have to save my sister!"

"Whut we need is a plan," Applejack said. Rarity nodded.

"Yes, but what kind of plan?"

"Sister, we must do something." Luna said to Celestia. Celestia nodded.

"Yes. You seven must come up with a plan to save Twilight. Chrysalis must have a reason to kidnap her, and that means she must want to get back into Equestria. Luna and I must rise up the defenses, and get everypony ready for what is to possibly happen. Come, sister. We shall try our best to protect our kingdom." Luna nodded, and followed Celestia to the castle.

Shining Armor turned to the five mares.

"I need Rainbow Dash, Fluttershy and Applejack to help me get my guards into the infirmary back at the castle." They all nodded.

"Rarity and Pinkie Pie, I need you to try to track down where the Changeling went with Twilight. We'll meet up back here in two hours."

"Got it!" Pinkie Pie said, and then flew off. Rarity looked down nervously at her wings, and then cautiously opened them as well. Shining Armor came to his guards' aid, Rainbow Dash, Applejack and Fluttershy helping the guards up on their hooves.

As Shining Armor bent down to help his guards up as well, then looked up to where Pinkie Pie was showing Rarity how to glide with her wings.

"Don't worry, Twilie," He thought, "we'll find you."

A few minutes flying with the Changeling, imposter Twilight sighed from boredom.

"Is the trap ready?" Twilight asked the Changeling. He shrugged.

"Beats me. I just broke out of prison, remember?"

She sighed. Chrysalis must be done with it now. "Should we land and tell her that we're on our way?"

"No, that would compromise the plan. If they're following us, then they'll see us talking to the Queen, and then we'll have a huge punishment from her. She'll know when we get back at the cave."

The Changeling nodded.

"You ready?"

"As I'll ever be." Twilight blandly replied. She then summoned her sharp Changeling horn back on her head, and she was sure that was as far as she was going, and then sliced through the Changeling's hard insect-like skin. It winced, but let its green blood flow to the ground, leaving a trail for the rest of the ponies to follow.

Imposter Twilight covered her horn up, pretending not to have one anymore.

"I noticed that you were slipping in Twilight's personality," The Changeling noted. "Is her memory wearing off?" Twilight nodded.

"Yes, unfortunately. But I won't need the memory anymore. Soon, they'll all find out."

Eventually, they both arrived in the thick swamp of Queen Chrysalis and her Changelings. The Changeling set Twilight down, her shaking off her pelt from all the bugs and branches that had landed on her fur while she was in the air.

The real queen Chrysalis then stepped out of the murky shadows, outside her cave.
"I see that the plan went well?" She asked coolly. They both nodded.

"They know it's a trap," Twilight said. "And my guess is that they're trying to plan a way to save me. Uh, err, I mean Twilight. Can I switch forms now?" Chrysalis snarled at her henchmen, who instantly backed down.

"No, you may NOT switch forms just quite yet. As for what they're doing for the plan," She chuckled, "I doubt that it'll be any different. Do you have the Elements of Harmony?" The Changeling bowed to her as he presented the powerful items to his queen. She smiled. "Excellent. As long as we have the Elements of Harmony, nothing can stand in my way of me getting the Rose."

She walked back into the cave, her henchmen following her inside. She went into her own dungeon, and looked at the Cutie Mark Crusaders.

"Hello, children," she said in a cool sweetness, "your friends are coming to my place now, and you'll be absolutely perfect for them to give up trying to stop me." Scootaloo narrowed her eyes at Chrysalis.

"You think you're all that!" The orange pegasus tested, "But you're really just scared of them coming over and kicking your butt! That's why you have us locked up, isn't it? Because you're scared!" Chrysalis chuckled.

"Oh, how cute. You think I'm scared." Her smile instantly vanished. "Why would I want them to come into my secret hide-out, just to finish me off?" Scootaloo backed down. Chrysalis puffed, and then walked over to the real Twilight Sparkle.

"What was that you were saying earlier?" Chrysalis asked, "That I'll never get away with this?"

Twilight didn't respond, instead have her back turned on Chrysalis, staring at the floor. The evil queen smiled. "Would you look at that? Even the almighty Twilight Sparkle, restorer of Nightmare Moon, defeater of Discord, and even defeater of me, knows that there is no way to stop them from falling into my plan." She smiled viciously. The dark queen then left Twilight to sob about how much her friends are in trouble.

But that is what Chrysalis thought she was doing.

Twilight had found a very small parchment of paper, and with the help of the muddy waters, she created ink along with a very small piece of magic. Twilight's eye twitched, writing very cautiously with all her strength in the slip of paper;

Spike,

I am at Chrysalis's layer, and I am desperately writing to you NOT TO COME AND SAVE ME. It is all a trap! And the kidnapped Twilight is a fake! Go tell the others that it is a trap!

-Twilight Sparkle

The purple unicorn then summoned every last ounce of her magic to send the note to Spike the dragon with Celestia's spell of messages. Amazingly, she succeeded as the message swirled with the wind, disappearing in the air. Twilight stared at the spot for some time, hoping and dreaming that Spike would receive it. She sighed, and laid her head on her hooves.

Meanwhile, Spike was still in Ponyville, trying to keep the library clean while Twilight was away. Looking outside the window, he spotted the Cutie Mark Crusaders wandering around blandly, not having any sort of particular adventure. He frowned at that picture.

"Weird ponies..." He thought. The purple dragon shrugged. "Maybe they think that they'll get their cutie marks by pretending to be zombies or something." He swept the wooden floor, scattering dust outside where it belongs.

Suddenly, that familiar feeling when a message crawls up his throat started up, and the baby dragon belched it out. Spying the tiny parchment of paper on the floor, Spike automatically assumed it was from Princess Celestia. He scratched his scaly head.

"That's strange... Princess Celestia usually sends scrolls, not tiny paper..." Picking it up anyway, Spike read Twilight's desperate note to him. His eyes widened with shock and fear when he read the slip of paper.

"Oh my gosh! Twilight is in trouble!" He instantly stormed in his jewel collection, ignoring how delicious they looked, and took out one of the more expensive jewels. He snatched the piece of paper, then ran out the door, running as fast as he could to the train station.

"Is everypony ready?" Shining Armor asked the rest of his group. Rainbow, Fluttershy and Applejack all nodded. "Rarity and Pinkie Pie, had you found any trail of them?" Pinkie Pie nodded vigorously.

"Yup, totally! There's a trail of icky, gross green stuff leading away from Equestria!"

Rarity nodded in agreement. "Indeed. There was in fact green –" She grimaced – "blood leading to the outside world of Equestria." Shining Armor nodded.

"Twilie must've hurt him with something, trying to have a trail for us to follow to save her."

"Then what are we waiting for?" Rainbow Dash ran up ahead of everyone, "Let's go save her!"

"Wait!" Shining Armor instructed, "We need a plan first. A good plan, to throw Chrysalis off."

"She'll definitely be expecting us to come and rescue Twilight," Fluttershy agreed. The white unicorn stallion concurred with the yellow unicorn. The ponies all ventured out into the great unknown, in search for their beloved Twilight.

A few hours after venturing out into the unknown in search for their precious Twilight Pinkie Pie noticed that everypony was looking glum. She knew what was at stake, but it still made her feel depressed. So, she trotted up to Rainbow Dash, smiling.

"Soooooo... how does it feel to be an earth pony?" The pink pegasus smiled at her cyan friend.

"Hm? Oh, it feels okay." Rainbow glanced at Pinkie Pie. She had her face scrunched up, staring at the ground, trying to come up with new conversations. Sighing, Rainbow Dash answered truthfully, "Actually, my hooves feel a lot more heavier, and I feel ten times more stronger."

"I feel a lot more smarter and clear-headed," Fluttershy joined in on the conversation. Rainbow gave her a weird look.

"What's that supposed to mean?" Fluttershy, realizing what she just said, smiled sheepishly.

"Oh, I, uh, I-I mean my head feels heavier." Fluttershy stared off in a different direction.

"I must say that being a pegasus is a lot more lighter than how I'd expect to be." Rarity noted.

"Well, duh." Rainbow said, "How else can we sit on clouds? We're like, the lightest pony ever!"

"Shh!" Shining Armor hushed them all. He glanced up at a dark, forbidding cave, surrounded by thick marsh and harsh shadows. He scowled. "We're here."