The train ride lasted about two weeks. I couldn't shake this awful feeling I had.

"You okay Twilight?" Rainbowdash asked.

"Oh, yeah!" I lied as we headed of the train.

"You don't sound so sure." Rainbow raised an eyebrow.

"I-I just have a really bad feeling." I explained.

"Well, this is kind of a big deal, I mean... we'll be fine! You got me!" Rainbow flashed me a smile, and flew into the air.

"Yea, don't worry about it Twilight! You always figure things out!" Pinkie added cheerfully.

The train had let us off in the middle of valley, there wasn't any houses, that was odd. Even stranger was the fact that I could've sworn some more passengers had gotten off with us.

"Ya know, this place is startin' to give me a bad feeling too." Applejack looked a little worried.

"Are we sure this is the right place?! Maybe we should just get back on the train!" Fluttershy gulped.

What was with this place? Rainbow and Pinkie seemed fine, but everypony else, including me, was freaked out. Pretty soon we all began to back up a little, I wanted to hop back on the train and get out of their, but the thing was, there was no train. It had left soon after we got off.

"Lets just go guys!" Rainbow flew ahead a bit.

I almost was too afraid to move until Spike pulled on my leg a little bit.

"Come on Twilight, we have to move." He said.

We all started forward and little by little, we trotted farther and farther from the train station. As we went, the bad feeling just got worse and worse. As I got a good idea of the scenery I began to put my guard up a little more. I realized that everything in this strange little place was exactly symmetrical. There were two mountains, a good distance away from the train station. They were the exact same height, and had the exact same ridges and cracks. There were two waterfalls as well, sprouting out from one of the cracks in the mountains, the same crack. Even the trees had spread themselves out so it appeared that there were the same number of trees on each side of the path. Every flowers, every leaf, even every piece of grass was the same as it was on the other side, and I think my friends started to notice it too, because their expressions just began to look more and more concerned.

"Well, this place is quite, um, lovely!" Rarity fake laughed.

"Yeah, very." I said, trying to calm myself down.

"WAIT!" Pinkie yelled.

I felt better knowing that I hadn't been the only one to almost faint because of the abrupt scream.

"What is Pinkie Pie?" AJ asked, regaining her breath from the scare.

"What if this place is haunted!?" She smiled.

"H-Haunted?" Fluttershy squeaked.

"You mean like ghosts and stuff?" Rainbow grinned.

"Yeah!" She jumped.

"Oh, come on! None of that stuff is re-" Rainbowdash was cut off by the sound of a snapping twig. It sounded like it came from right behind us.

Fluttershy whimpered. We all whirled around, expecting to see somepony, but there wasn't anyone there. I gulped.

"H-Hello?" I whisper-yelled.

"Guys! It was probably nothing." Rainbow turned to fly forward.

"Or maybe it was a ghost!" Pinkie chimed.

"Yeah right!" Rainbow challenged.

I began to think it was just a little thing as well, and turned to follow Rainbow and Pinkie, they were already pretty far away from us.

"Girls! Wait up!" I ran after them, alongside everypony else... except Fluttershy.

...

After a long walk of arguing and laughing, we finally made it to a pass between the mountains. The path was completely covered in fog, making it hard to see.

"Whoa, I can't even see the other side!" Spike exclaimed.

"Haha, well that's great!" I mumbled.

"This seems sort of, um, ominous." Rarity decided.

"Well, let just go!" Pinkie cheered.

We stepped into the misty path, my heart pounding out of my chest. What was with this fog? I bit my lip, there was something I was missing. I knew it, but I just couldn't figure out what it was.

"Well, sure is hard to see." AJ said glancing up and down, and even squinting a little bit.

"How far do you suppose this fog goes?" I asked.

"I don't know I could fly up ahead, and try and see, if you want." Rainbow looked at me.

"Yea, okay!" I replied.

Rainbowdash took off at the speed of light.

"I hope it doesn't last too long," Rarity piped up, "fog can take a lot out of your mane."

"Isn't that humidity?" I asked.

She thought about it for a minute then shrugged.

"Well, it shouldn't take Rainbow long to find the end of it." Applejack added.

I opened my mouth to add to what she said, but there was a loud crumbling noise.

"What the?" I glanced up.

"Twi! We need to run!" AJ called frantically.

That's when I noticed it. The mountains that had been on either side of us, were now moving inwards, if we didn't do something we'd be crushed! I began a teleportation spell, and thank Celestia! This time it worked! We all appeared on the other side of the path... wait. I teleported us to the wrong side! We were back where we had began.

"What about Rainbowdash!" Pinkie seemed worried.

"And where's Fluttershy?" Rarity added.

That's when I realized it. I knew I had been forgetting something, but I never expected that something, to be Fluttershy! She was missing before we even went into the fog! Two of our friends were gone, but how? Where had we lost Fluttershy? Was it at the train station? Did she get off the train?! Yeah, she did, but where did we lose her!?

"That branch!" AJ broke me out of my thoughts.

"What?" I asked.

"The last time I remember seeing Fluttershy was when we all stopped because of the branch!" She explained eagerly.

"Do you think she's still there?!" Rarity questioned worriedly.

"ALL ALONE IN THIS PLACE!" Pinkie screamed.

"There's only one way to find out! Come on girls!" We retraced our steps to find our lost friend.

...

"FLUTTERSHY?!" We all yelled for the millionth time.

We walked all the way back to the train station, and then back to the mountains...well mountain. The two had collided together and now appeared as one enormous mountain.

"Where are you?" I mumbled to myself.

"RAINBOWDASH?!" Pinkie called.

Rainbow and Fluttershy were both missing, and I didn't know where to start, all I could do was hope that they were alive, especially Rainbow, who had flown across the fog to try and reach the other side. I felt like giving up and crying, we hadn't even been on the mission for that long!

"Maybe we outta take a break." AJ suggested.

"I agree, we've been running through these woods for hours, my hooves hurt." Rarity added.

"Yeah." I agreed.

"Well, where do we set up camp?" Applejack asked us.

"Lets just do it here." I decided.

No pony objected and we all unpacked our tents from our bag. It was getting late as the sun quickly made its way behind the world, and the moon rose, signaling the night.

"Oh girls, I hope you're alright."

...

I woke up to a terrible shriek. I bolted out of my tent, whose did it come from? Apparently Applejack, and Rarity had both leaped out of their tents too, so the scream had to have come from Pinkie Pie!

"Wha- What?" Spike stumbled out of my tent, still too groggy to make a sentence.

"Pinkie?!" I called as we all raced to her shelter.

"Pin-" I started, but Pinkie wasn't in her little makeshift home.

"Where did she-" I stopped.

There was a sudden movement in the corner of my eye.

"Hello?" I glanced up to where I had seen the shadow.

"What was that?" Rarity gulped.

"I don't know." I was getting really nervous.

We all began backing towards one of the tents.

"AAAAAAAAAH" We all heard a blood-curdling scream, it didn't sound like Pinkie for sure. It sounded more like...

"Rainbowdash?!" We exchanged worried expressions.

"What in tar nation?!" AJ yelled.

"Should we go until only one is left or just kill all three of you right now at the same time?" A voice, sounding oddly familiar to Fluttershy's could be heard from the darkness.

"Flutter-" I stopped myself.

"No." The voice said nonchalantly.

"Who are you?" I asked cautiously.

"Does it really matter to one who is about to die?" It said.

"Yes, yes it does." I demanded.

"Well, if it's really that important to you, my name is Cruelty."

"Cruelty?!" Rarity was confused.

"Are you one of the elements?!" I questioned.

No reply.

"Did you take our friends?!" I tried.

No reply.

"Will you answer any of my questions?!" I got frustrated.

No reply.

I let out a defeated sigh.

"Twilight, I think this pony could be dangerous." Spike said.

"Yeah, I know." I knew I sounded afraid, but I couldn't help it. Before I knew it, I was shaking.

"My presence can do that to a pony." The voice said, just as a pale pony revealed herself from the darkness.

She looked almost identical to Fluttershy, except for the color of her body and mane. Her body was such a pale yellow, it almost looked white. Her mane was a bright, loud red, just like one of her eyes, the other was blue. Surrounding the red eye was a faded scarlet color. Her tail was white, as white as snow, but what was most horrifying about her, was not her resemblance to one of my best friends, but her cutie mark. I was three white butterflies, with saws on each wing, with blood spewing out from them. It was horrible.

"You look scared." She giggled.

Her laugh sent a chill down my spine.

"That's okay, I mean, I did kill your friends... HeheHEHEHEHEHAHAHAHAHA." She gave an insane laugh.

"What?" I heard AJ from behind me.

"Did you not hear me correctly or something? I killed your friends, they're dead. The yellow pegasus and the pink earth pony. That was me!" She sounded cheerful and proud. It disgusted me

"No... There's just no way..." I began to think the worst, I panicked. I became frantic. "No... NO NO NO NONONONONONONONONO!" I screamed.

At my frantic behavior, Cruelty laughed.

"Your suffering is so much fun to watch, but you don't have to worry you'll be with all your missing friends VERY soon!"

"TWILIGHT LOOK OU-" I heard Spike yell, before blacked out.