Alright y'all, I'm here with the new chapter! Now I really hope that a lot of you out there will read this fanfiction! Please read this story I'm begging you guys here! So in this chapter, Twilight and Celestia attend the first of many Halloween parties in the Fright Side! I'll be introducing all of the key characters of Scary Godmother in this chapter! And with that, on with the fic!

Disclaimer: I still don't own My Little Pony or Scary Godmother!

"I scream, they scream, we all scream for a Halloween PARTY!" = Talking

'Cool!' = Thinking/Recipes

"Happy Halloween to all..." "And to all a good Fright!" = Yelling

Chapter 2: A Party To Remember! Part 1! You'd best find your dancing shoes 'cause this is gonna be one heckuva PARTY!

Back in Canterlot, those three stooges were busy laughing their tails off at the prank they'd pulled on an innocent filly. (Buncha Jerks!) They'd managed to stop laughing long enough to talk to each other. "Oh ho man! I wish I coulda seen her face when she turned around, and we weren't there!" Clownface said, with the biggest grin on his face he's probably ever had!

"Ha ha ha! Priceless! Ah ha ha!" Sharkzilla laughed out. Even the face of his shark costume seemed to be grinning! "You've been filling that filly's head with stories all night Clownface! She was so easy to scare! Ha ha ha!" Piñata giggled. And if she were an actual piñata right now, she'd puke out all of her candy, just by laughing.

Clownface spoke up again. "We'll wait RIGHT HERE for her! She'll come out screaming her head off any second now!" They all began laughing again, but they stopped when they realized nothing was happening. This caused them to start filling with worry.

££££Meanwhile:In The Fright Side¥¥¥¥

Scary Godmother opened the top of a Jack-o-Lantern, causing a tiny ghost to fly out the top. She put the top back on, then checked under the coffee table. She appeared to be looking for something... Or someONE!

"May I ask what it is you're looking for Scary Godmother? And may we be of any assistance?" Princess Celestia asked. "We've GOT to find Skully!" She said, before she opened a coffin in the middle of the room. She closed it and looked back at the two ponies. "He said he'd be here by now!" "Skully?" Twilight asked.

Suddenly, a door started rattling! It kept on rattling and Twilight's eyes widened in fear, while Celestia readied a defensive spell, her horn glowing with a golden aura. Finally, a living skeleton burst out of the closet, spinning like a dancer, before stopping in a flairish pose! The skeleton was wearing a bow tie, a couple of those couplings on his wrists, and a top hat like Abraham Lincolns.

"Aaaah! A MONSTER!" Twilight screamed, hiding behind Scary Godmothers legs! "That's no monster! It's just my Broom mate." She told the two reassuringly. This caused Celestia to drop her spell. "Oh my Scary Godmother! Sorry to be so late, but I just HAD to get these old bones bleached for the party!" The skeleton said walking closer.

"You look three hundred years younger! Scary Godmother said in awe. "Party?" Twilight asked peeking out from her hiding place. "Sure! Our Halloween Party! My broom mates and I throw one every year!" Scary Godmother replied, looking down at the small filly. Twilight got a small smile on her face. "I like parties." She said, still a bit timid.

The skeleton then spoke again. "Oh! It is the most ghoulish phantom fest in the whole realm! Everyone'll be there! It is a 'who's boo' of monsters! And incidentally... Boo are you?" He asked arching an eye...socket.

Scary Godmother then knelt down to Twilights height. "Skully, I'd like you to meet my new friends Twilight Sparkle, and Princess Celestia of Equestria! Girls, this is Mr. Pettibone, our official skeleton in the closet!" Skully then took off his hat, taking his head with it in the process and bowed to the two.

"Well, it's a pleasure to meet you Ms. Twilight and Princess Celestia!" The two ponies giggled at the skeletons antics. "Does everypony have a skeleton in their closet?" Twilight asked, being the curious seven year old that she is. "Not, everyone... Or, everyPONY in your case." He then threw his hat and skull in the air and they landed back on his neck vertebrae.

"I work in the closets of all the abandoned houses, keeping their secrets and sometimes just, rattling around! But when it comes to Halloween night, I love nothing more than to shake up the ol' bones at a good Halloween party!" He explained. Skully then got closer and asked "You ARE staying for the party aren't you?" Princess Celestia shook her head while saying "Yes."

"Oh...well...good." Skully said, feeling a bit awkward. But Twilight wasn't so sure. "I don't know. Scary Godmother said that there will be monsters at the party! And I'm scared of monsters..." She said looking down. "Oh! Well, you just haven't met enough good ones yet!" Skully then knelt down and started to explain how monsters are to the young filly. "You see Twilight, monsters are like...Spiders! Some are real nice, and some are not so nice. But all of them are creepy and crawly!" But his attempt at explaining backfired, and made Twilight fall backwards in a dead faint. Scary Godmother then pulled Skully towards her so hard, it made his hat fly off and land next to the downed filly!

"Was that SUPPOSED to help?!" She asked, feeling kinda ticked off. "Yes! Do you think it worked?" "Yes." Scary Godmother and Celestia answered with much sarcasm. Soon Twilight woke up and shook the cobwebs from her mind. Scary Godmother's hands then glowed with Halloween magic. "And now, a little atmosphere!" She fired out a wave of magic that went around the room!

As it passed by, it straightened out all of the furniture, lit a fire in the fireplace while putting a cauldron above the flames, turned on the record player which started playing a kinda jazzy beat! And finally, it caused a bunch of Halloween themed lanterns to pop up in various places all over the living room ceiling! When it was done, everyone gave their opinion on the witches handiwork. "Marvelous!"(Skully) "I must say Scary Godmother, you are quite the sorceress!"(Princess Celestia) "Cool!" Twilight said, loving the decorations! Scary Godmother ate up the praise like an actor at an awards ceremony.

££££Meanwhile: Back In Canterlot¥¥¥¥

Every filly and colt was having a very successful Halloween night. Lots of them were walking around carrying bags and candy buckets filled to the brim with candy! Well, all but three. "Gah! What's taking that filly so long?! She's wasting all of our precious trick-or-treating time!" Clownface said, scowling in anger.

"At least Sharkzilla and I were smart enough to do some trick-or-treating on the way here." Piñata said, while trying to choose what candy to trade. "You know, if you pick first, you wouldn't have to trade with me all the time." Sharkzilla said, not really liking always trading with Piñata. "I like trading with you! I never know what I want until YOU pick it first!" She said, still browsing. All Sharkzilla could do was sigh in defeat.

"Let's see... Ooh! I'll trade you two twizzlers for...three baby chocolate bars!"

"Okay."

"Oh! And this bag of candy corn, for this sugar cluster!"

"Okay..."

"And this chocolate bunny... For. Three. KISSES!" She said, with a sly smile on her face.

Sharkzilla was oblivious to this however. "Oka-wait. I don't have any kisses... Ooohh!" He said, catching on to what she was implying! Meanwhile in some bushes nearby, Shining, and the three stooges parents were watching the whole thing! He was about to leap out and scold them, but Shark's dad stopped all of them.

"Whoa, hold up! Now, let the two have their moment!" So they decided to wait a bit longer.

££Meanwhile: Back In The Fright Side¥¥

"Here's the rest of the food~! Oh, our guests will be here any minute!" Skully called out, carrying a tray of food on one hand like a waiter at a fancy restaurant. The doorbell rang and Scary Godmother popped into the room. "Oh! There's someone now! How do I look?" She asked Skully. "Frightful!" "You're too kind!" The guest knocked on the door, and Scary Godmother used her magic to open the door revealing the first people to arrive... Or should I say, PONIES to arrive!

Both were Alicorn mares, but there were significant differences. One of them was taller than the other, and had fur as black as the midnight sky. Her mane and tail flowed appearing to be made of ethereal energy in the form of the night sky. She had blue eyes with cat-like pupils, and wore armor on various parts of her body. Her horn was about the same length and sharpness as Celestia's.

The second Alicorn was a lot shorter than the first, and she lacked the armor that the first one wore. She had a light blue coat, sort of like the blue moon, and her mane and tail were a brighter shade of blue, but they didn't flow like ethereal energy. The only things they have in common are their moon shaped cutie marks, and the tiaras on their heads. These Alicorns are Nightmare Moon and Princess Luna respectively. But Twilight didn't know that about Nightmare.

"Aaaaahh! A MONSTER!" She screamed pointing a hoof at Nightmare before hiding behind Celestia, who was too stunned to say, or do anything! "Those aren't monsters, it's just Nightmare and Luna. Hi girls! Come on in!" Scary Godmother explained, inviting the two inside.

"Thank you very much Scary Godmother. It's a pleasure to be here!" Nightmare said, smiling at the prospect of a good party. As soon as Luna stepped in, she gasped at the sight of who was in front of her. "But this-this can't be! Tia! You're really here!" Luna said, running up to Celestia and wrapping her forehooves around the white Alicorn.

"You know who she is?" Scary Godmother asked with a raised eyebrow. Luna stopped hugging Celestia and turned to the others in the room. "Of course! How could I EVER forget my older sister?! Why, it's been at least nine-hundred and ninety three years since we've seen each other!" She told them, before she finally noticed what her sister had on.

"Tia... Why are you dressed like a sack of potatoes?" She asked, confused about her sister's choice of clothing. Celestia, while happy to see her sister, didn't like the fact that she was mocking her costume. "Hey! You can't talk to Princess Celestia like that! Who do you think you are?!" Twilight shouted in anger, momentarily forgetting about her fears for a minute.

Luna and Nightmare finally noticed the filly. "Who is this, Scary Godmother?" Nightmare asked. "Nightmare, Luna, I'd like you to meet my new friend! This is Twilight Sparkle, a unicorn filly from Canterlot." Princess Luna extended her hoof. "A pleasure to meet you miss Sparkle. I believe we got off on the wrong hoof." Twilight smiled and shook the princesses hoof. Just then the door opened to reveal an overweight werewolf!

"Aaaaaahh, MONSTER!" This time Twilight hid in Nightmares mane! How she did this was a mystery to everybody, and everypony! "It's okay, it's only Harry! Hi Harry, come in!" Scary Godmother reassured the filly, while she invited the now named Harry inside.

"Thank you Scary Godmother! I don't mind if I do!" Harry said in a sort of deep and kinda goofy voice. Twilight began to peek out from Nightmares mane. Nightmare just patted the filly's head while whispering comforting words to the little one. "Mmm! Why wherever is that delectable odor coming from? The buffet table of course! You don't mind if I SAMPLE some of the delicacies do you?-OW!" Harry said/asked/yelped as he was about to take some food, before Skully hit him with a rolled up newspaper!

"No! Bad dog! Last year you DECIMATED the entire buffet before anyone else even GOT HERE!" Skully said, remembering the events from LAST YEARS PARTY! How he was able to do so without a brain is beyond me! Harry took offense to Skully's accusation. "Wha-how dare you! I come to a Halloween party to partake in the company of good friends and-" before Harry could finish, Skully began waving a chocolatey treat in front of his face, and Harry was mesmerized by the delicacy.

"Now, sit." Begrudgingly, Harry sat. "Good boy. Shake!" Harry shook Skully's hand. "Now, roll over!" This time, Harry just rolled his eyes. "Oh please!" "Roll over!" Harry wasn't budging. "I will NOT degrade myself!" "Over..." Finally, Harry gave in and got down on the ground to roll over, but was too fat to even get off of his back!

If Skully had eyes, he'd be rolling them right now. "Good boy! Here!" Skully said, throwing the treat in the air, which Harry ate with much gusto. "Now, no more until everyone else arrives. And you'll be LUCKY to get that!" This just got Harry mad. "Grrrrr, YOU'LL be lucky if I don't bury your femur in the back yard!"

The two of them were about to fight, but Scary Godmother decided to diffuse the situation. "Uh, Harry... I'd like you to meet my new friends!" She turned to face Twilight, who's head was now being cradled nightmares forehooves in an attempt to calm her down. "It's okay." Scary Godmother said, as Twilight was set down. Harry looked on in shock.

"Bu-bu-but, it can't be!" He then walked closer. "It is! Oh, I can't believe it! She's here!" "You know who she is?" Harry turned to the others. "Of course! Why it's Amelia Francé Tatah! The very same actress who played the 'widow of willow woods' in episode 32 of the Scare-a-thon series!" Harry explained, pulling out a bunch of random objects from inside his shirt. He had pulled out a snow globe, a rubber ducky, and a football, before he finally pulled out a comic book!

He then opened it to the desired page, and noticed what Twilight was wearing. "Why, she's practically in the same costume! What a delightful in-joke for those of us who are long time spectators like myself!" He then brought over a tray of food from the buffet table. "Ordearve miss Tatah?" He asked offering the filly something to eat.

Skully however took this the wrong way. Harry noticed his look. "Wha, it's not for ME, it's for miss Tatah! You don't mind if I call you Amelia, do you?" Twilight shifted, smiling uncomfortably. "I don't mind... But it's not my name." Scary Godmother then knelt down next to Twilight. "Harry, this is Twilight, and she's..." She tried to explain to Harry, but the werewolf was too busy stuffing his face with treats while talking.

"Oh I say, I must know every single line from every single episode! Why I even have experience in role-play!" Nightmare then decided to cover for SG. She pulled out some flash cards as big as the screen with pictures that look like they were drawn by three year olds on them!

"Here's a recipe that's easy to make, and helps you get a word in! Take two of your favorite crackers, spread one with jam, one with peanut butter, I like to substitute with Nutella, smush em together, and stick it in the mouth of a chattering werewolf!" She did just that using her magic! Harry couldn't talk anymore because of the thing Nightmare stuck in his mouth gumming it up. "And voila!"

"Thank you Nightmare! Now Harry, this is Twilight Sparkle, my new friend! Not Amelia Marco Molasses whatever from your favorite skelevision show!" Scary Godmother said, FINALLY getting the chance to explain. As Harry was trying to talk, Skully and Luna were behind him, mimicking his movements. "Skully! Luna! Stop teasing him!" They acted natural before Harry could see them when he turned around! The doorbell then rang again.

"Oh my! More guests! Coming!~" Scary Godmother called as she went to answer the door with Twilight following. Skully meanwhile put his hands next to where his ears would be if he had any. "Aaahh silence! Music to my cranium!" They all then heard a shriek and Skully turned towards the kitchen. "Goodness! Those must be my egg rolls!" "Would you like any help Skully?" Celestia asked offering her help. Which Skully accepted. "Thank you so much Celestia! I would love the help!" The two then ran into the kitchen with Harry following!

~~With Scary Godmother And Twilight~~

The door opened to reveal three pale skinned humanoids with long fangs sticking out from their upper lips! One of them was a full grown bald man, one was a woman with long blue hair, and the last one was a child with spiky blue hair and glasses. "AAAAAAAHHH!" Twilight screamed at the sight of them, but didn't hide this time! ...Well it's a SLIGHT improvement.

"Hi Max, Ruby, Orson!" "Good evening Scary Godmother." The vampire family replied in unison. Scary Godmother then began to make small talk with them. "Would you like anything to eat? We have Tarantula rolls, dark chocolate covered ants, and swamp muck apples!" "Thank you very much!" "Not for me honey, I'm trying to watch my figure." "Mmm! Dark chocolate!" Max, Ruby and Orson said in that order. "Well then, why don'tcha come inside and join the party?" Scary Godmother asked. "Delightful!" "Thank you!" "Okay!" The three replied. Scary Godmother started to walk away, but she turned around and noticed why Twilight was staring at the vampires... They hadn't moved so much as a pinky toe into the house!

"Why aren't they moving?" Twilight asked, curious about the vampire family's behavior. Scary Godmother then remembered something important! "Oh! That's right! Vampires can't enter someone's house, unless you invite them in!" She explained to the curious filly. "That's polite!" "Of course!" Scary Godmother then bowed to the vampires with Twilight following her lead. "I am honored to welcome the king of the night and his family into our home." The three vampires then walked into the living room.

"The pleasure is ours!" "Well, now that you're here, help yourselves to the food!" The three then looked down and saw Twilight, and hissed baring their fangs! "SCARY GODMOTHER!" She saw this and intervened before it was too late! "No wait! This is not food, she's one of my new friends!" "Ooooohhh." The two grown ups said, nodding in understanding.

Scary Godmother then began introductions. "Twilly, this is Count Max, his wife Ruby, and their son Orson. Everyone, this is Twilight Sparkle. Her teacher, and my other new friend Celestia is in the kitchen helping Skully with the food!" Ruby saw that Orson was still baring his fangs, and slapped him out of it. The two children then began to converse.

"Hi..." "Hi!" "Are you a REAL vampire?" "Yup! Are you a real pony?" "Uh huh. Do you go to school?" "Yup! Night school! But your kind go to school during the day." "So?" "How do you see anything with all of that blinding light getting in your eyes?" "Well... I can't see in the dark." "You can't?!"

Ruby then whispered to Scary Godmother. "It's his first pony." "Cute!" "Do you sleep in a coffin?" Twilight asked. "Yup! I've been sleeping in my own coffin since I was three! You mean you STILL share a coffin with your parents?" Orson asked, wondering if she did. "No. I mean... I don't sleep in a coffin." She explained. This appalled the young prince of the night. "YOU'RE HOMELESS?!" Ruby then decided to clear things up.

"Um, Orson... Twilight and Celestia aren't from here! They live in a different world. But I'll tell you about that later! Why don't you two fly off and enjoy the party?" "Okay mom." The young vampire prince replied, agreeing with his mother. He then began to float over to the kitchen, but noticed that Twilight wasn't flying to follow him.

"Can't you fly with those wings?" Orson asked, confused as to why the filly wasn't flying. Twilights response was to giggle. "These wings aren't real silly! They're just part of my costume!" She said, giving a small twirl to show her wings to Orson. Orson stopped flying and nodded in understanding. "Okay then. Let's just run! Race you to the kitchen!" "You're on!" Twilight said, accepting the young vampires challenge.

The two then darted to the kitchen. "Orson wait! Don't run! You know what happened LAST TIME!" Ruby called to her son, but he was too far away to hear! When the two got into the kitchen, they ended up bowling over Skully and Harry, while at the same time knocking a tray of food out of Celestia's magical grip!

Harry was running backwards while Skully literally fell to pieces in the air! As Harry was trying to regain his balance he looked up and saw the food flying through the air. He grinned and opened his mouth in an attempt to catch the food and eat it. But he ended up crashing into the counter and falling on his back. Luckily, Celestia was able to snap out of her daze and use her magic to catch the food in time!

But an open bottle of seltzer water fell from the counter, and landed nozzle first into Harry's mouth! Harry drank the contents of the bottle thus un gumming his mouth! "Hey, I can talk again!" He said with a mouth full of empty bottle. Skully's head landed chin first on Harry's stomach. "Oh bless my beating rib cage..." Skully said, his voice dripping with sarcasm. Harry spat out the bottle before facing the disembodied skull. "Ptoo! Quiet philistine!" Harry said, scowling at the skull. But on the bright side, Celestia saved the food!

And done! Sorry I took so long updating, but school started up recently and I haven't had as much time to write. That and I had a major case of writer's block. And for those of you wanting me to update my other stories, I promise I'll try to update them as soon as possible! But until then, READ AND REVIEW! FLAMES NOT WANTED!