The first half of the fic is the story. The second half which is marked off is a sneak preview of season two. Do not continue past that marker if you wish to not be spoiled.

Equestrian Heroes

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Naruto x Harem

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Story Start

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Naruto stood in front of a mirror in a changing room at the Carousel Boutique, finishing putting on the outfit that Rarity had made for the Gala all those months ago. The exception to this was the fact he was wearing his Captain jackets which had his rank sign stitched in along with medals to signify the service he had done for this nation.

This was it. The big night that they'd all been waiting for. The night of the Grand Galloping Gala in Canterlot.

The girls were all getting ready in their own changing rooms, putting on make-up, styling their manes, washing their hair and putting on their gowns. Naruto had just come into this room, put on his suit, combed his.

A knock on the door drew his attention. "It's fine, come in."

He heard it open and then Rarity's voice. "Everypony is all set Beloved. Are you ready?"

"Yes, I'm ready to go." He said eying his fiancé. He really enjoyed seeing her in that gown.

Rarity did a spin to show off her outfit. "How do I look?"

"Amazing as always." He told her with a smile.

A pleased smile formed on her face. "Of course you are looking very handsome yourself."

They reached the main entrance of the Boutique, where the girls were all waiting and ready to go. They all looked amazing in their individually styled gowns.

"Before I forget." He said as he pulled out a bouquet of flowers he had hidden while the girls had went to get changed. "For the each of you."

One by one he had placed a flower in the hair of his mare. The Orchid flower of beauty, love, and Luxury for Rarity.

Hibiscus the delicate beauty for Fluttershy.

Gardenia which signified joy for Pinkie Pie.

Freesia the free spirited for Rainbow Dash.

Hydrangea for perseverance couldn't be anypony but Applejack. And finally the ambitious Stargazer for Twilight.

It was a shame Ditzy wouldn't be able to make it to this Gala. Apparently her older sister was in town and the two Dos hardly spent time together because her older sister was always traveling and doing archaeology work. Even if it meant missing out on the Gala family was of course important.

"Oh Naruto, it's lovely."

"Very thoughtful."

"Quite nice."

"Aah yes now it is time. The Gala awaits you all. If you would follow me, I shall escort you to the carriage."

Holding the door open for them, he let them step into the carriage, crossed around to the front and attached himself to the harness. He would be teleporting the carriage near the city before 'driving' up to the castle. Spike sat in the driver's seat, holding onto reigns and dressed in a small black tuxedo with a red bow-tie.

"Ready Nar?" Spike asked.

"Ready as I'll ever be." He said as a crest formed below them and they were illuminated with light.

From the point in which they teleported Naruto stroll along the streets towards the castle. Spike talked about how he had planned an insider's tour of Canterlot, mentioning how he would show Applejack the golden apple tree owned by Princess Celestia, Rarity the crown jewels and Pinkie his favorite donut shop

They reached Canterlot as the stars lit up the sky, though they were drowned out from the lights of the Gala. Somehow, the royal city looked even more majestic at night. They joined the line of other carriages bearing their own guests.

"Wow! You all look... amazing!" marveled Spike

They, however, were all looking in the direction of the Gala, transfixed by the beauty of it. "I can't believe we're finally here. With all that we've imagined, the reality of this night is sure to make this... The Best Night Ever!"

"Yeah! This is gonna be the best night ever. You know why? Cause we're all gonna spend time at the Gala to-"

Naruto didn't hear the end of Spike's sentence, as he had been swept up in the herd's excitement as he was dragged forward.

Side by side with Rarity he walked into one of the sparkling hallways, packed full of upstanding, well-dressed ponies from all sects of pony society. With that he went into Hokage mode. He straightened his back and held his head high.

"Oh beloved this is absolutely wonderful. I simply cannot wait to start mingling." Rarity could barely contain her excitement. Her eyes darted from place to place as she was trying to take it all in.

"Indeed." He said as he looked around and as he scanned the crowds he took notice of something. There was no Princess of the Night in sight. "Rare, will you be okay waiting here for a few moments? I wish to go find Princess Luna as she expressed an interest with talking you about something and I hate to take you away from the party."

"You will be back soon right?" Rarity was disappointed that they would be separated so quickly, but it would only be for a short while right. All and all it would be nice to see Princess Luna.

"Yes, I'll be back soon." He said caressing her cheek and giving her a soothing kiss. He then left to go find the princess of the night.

After checking Luna's various hunts, including her bedroom he finally settled on the Star Tower. He greeted the guards waiting outside who greeted their commanding officer, before entering the tower.

Luna positively beamed at the sight of him. She was dressed in a sky black dress reminiscent of her mane with black trimmings and a picture of a crescent moon with a black obsidian tiara.

"Good evening, Luna," he greeted, "I was surprised you're not down there at the party."

"I was simply enjoying the night air and the beauty of our charge. It was our intention to eventually arrive." She let out a sigh. "Though if I were to be honest I found myself surprisingly aphrensive about joining this party. Despite progress many of our subjects still fear me. They do not see me as they do my sister. She is more loved, more adored than I am." She gazed back at the Gala. "That is why I am out here now. Wondering should I try and be festive if it means casting a shadow over this event?"

Naruto reached out and grabbed Luna's hand. "For tonight, forget them. Let's just enjoy the festivities. Will you enjoy me at the Gala Princess?"

"Come then, Naruto, let us attend the Gala together. It would be improper if only one of Equestria's rulers was present."

Naruto beamed at her and bowed. "It would be my honor, Princess." He said before taking out a flower whose meaning was regal. "Before I get this is for you, the regal." He said presenting her with the flower.

Gracefully Luna accepted the flower.

So, walking side by side, Naruto escorted Princess Luna to the Grand Galloping Gala.

On the floor a Unicorn stallion had his gazed trained on the Element of Genrosity. He was dressed in a lavish white suit of the highest grades. His immaculate mane was that of a light amber shade and his posture was snobbish.

This was honorary Prince Blueblood, Celestia's Nephew through adoption. Blueblood was of course scheming. While having initially kicked himself for allowing Twilight Sparkle to slip through his fingers it appears that fate was giving him another chance.

While he much rather have the Element of Magic himself, adding one of the Elements of Harmony to his herd would improve his standing in the eyes of his colleagues. His tenuous connection with Celestia was the only reason that some of the noble class he humored his presence. The incident with Twilight Sparkle leaving a black mark on his image and he needed a means to show off his new character so to speak.

So with that he approached her.

"Lady Rarity, the rumors of your beauty do not do you justice. I am prince Blueblood Her majesty's nephew."

Rarity had been caught off guard, speaking with one of the palace maids about the lovely dress she was wearing. Apparently Celestia encouraged the staff to dress nicely for the event while in most other functions the help would have been required to stay in uniform. Though, Celestia was not your common royalty. Not only would the help get the following day off they would be given a bonus as well. It only made sense, despite losing her connection to the elements it did not mean Celestia's virtues of Kindness and Generosity would up and disappear.

"Leave us." Prince Blueblood commanded the service who meekly nodded and skittered out of there.

"Prince Blueblood." Rarity politely greeted. He may have looked charming, but if Twilight's story was any indication to go by he could be a bit of a cad.

"Let me extend my gratefulness for all you and your friends have done for our nation. Allow me to give you a tour and introduce you to all the right ponies in this establishment." The way he lingered on right ponies made it clear that some of those invited he saw beneath him, as if they were riff-raff. "I insist. I shall not take no for answer."

On one hand Rarity wanted to kindly rebuff his offer, on the other hand she didn't want to cause a scene as Blueblood seemed insistent on having her company. The last thing she wanted to do was to ruin her image and causing a scene with Celestia's family would be the kind of thing that would black list her. So with that Rarity made a decision. She would keep an eye on Blueblood and if he made an unwanted move towards her she would defend herself. All she would have to do is play along until Naruto came back with Princess Luna. "I suppose it would not hurt."

"Rare?" Naruto called out as he and Luna arrived back to the main room. There was much attention and gesturing in their direction. Apparently there were those who were not expecting the princess of the night to make her presence.

"Princess Luna. An honor to see you Princess." Thunder Shock greeted her much to his surprise. Dressed in his uniform sans armor he had brought his fillyfriend Candy who was dressed in a nice bright emerald green dress and her mane done up in a knot with a few braided strands falling down.

"That is an absolutely fantastic dress your majesty." The accent was still there, but her manner of speaking was a bit more proper than when Naruto last saw Candy. Apparently she and Thunder had been working on it.

"Thunder, Candy." Naruto greeted them with a smile.

"I take it Lady Rarity is elsewhere?" He asked as Naruto nodded.

"Indeed she is, we're looking for her right now." He said as he gestured to the massive mob of ponies. It was easy for one to be swallowed up by the crowd.

"Don't let us stand in your way then." The couple bid their farewell as they continued on.

They ran into the Amber next. She was wearing a black number that reached to her ankles and was rather modest. She was a rather extravagantly designed necklace with a Sapphire, Ruby, and Emerald in it. She took greeted Luna warmly.

Dusk Treader, Bright Star, and Night Wing who were all working guard duty took turns leaving their post to greet the Princess.

Then they met a Unicorn by the name of Fancy Pants with a Light Azure mane, monocle and badass moustache. This stallion was the one that had the look made for dapper.

"I say, Your Highness, how smashing that you could attend the Gala tonight."

Luna turned to Naruto, who only nodded. In a confident voice, she replied: "Indeed good sir. It would be irresponsible for us to shirk our duties as co-ruler of Equestria."

"Of course, Highness, a pleasure to see you in person." He bowed once more and set off into the Gala. Luna beamed at Naruto and he nodded once more.

"See Luna, there are individuals, even if currently small who are willing to give you the chance to show how wonderful you are."

"E-Excuse me!" A voice stammered, drawing their attention. The speaker was a mare, a mare who looked barely out of her teenager years. Her fur like many of the attendees was that of a light gray shade and her dress was as black as night, but like Luna's it had twinkles on it reminiscent of stars. Her mane and tail were that of a dark blue cobalt shade and she was trim and slender as one would expect of a Unicorn mare. Her proportions were modest and her eyes practically twinkled as she eyed Luna.

"Oh Princess Luna its so a honor to meet you. I…I'm Starry Night and I have so many questions. Forgive my rudeness, but could my friends and I have a moment of your time. I-If you're too busy I understand though. I mean you're royalty so you probably have tons of responsibility." The mare nervously rambled, displaying signs one would of a star struck fan meeting a celebrity.

The table of gaping ponies who then excitedly began speaking and looking at Luna in awe were obviously her friends. "You have loyal subjects to entertain it appears your majesty."

"Fostering me off already Naruto? Have you grown tired of our presence already?" She asked him with an adorable mock pout.

"Of course not my star in the sky." Luna found herself thankful for having such dark fur. It hid her blushes quite well. "Miss Night and her friends are anxious to meet you. I will simply go find Rarity and return. You should enjoy yourself. Of course I shall save you a dance before the night was over."

"Very well Naruto we expect your return." She said as she allowed the excited mare to lead her to her friends.

Fluttershy as he expected was still out in the garden. Having broken off from their group after having taken notice of a meadowlark.

The garden was as lively as he remembered. Under the glow of the moon the flowers were in full blown as their radiant beauty glowed and their fresh fragrance filled the air.

Fireflies hovered in the night air, providing additional illumination to the night, as well as adding more to the garden's beauty. The chirps and squawks of all kinds of different animals and birds met his ears, though any he did see scurried into the bushes out of fright when he walked by.

That was when he picked up the sound of Fluttershy's voice.

"Oh! I see a toco toucan! And a spider monkey! And, oh! Is that a wallaroo?" Fluttershy immediately flew towards them, but they all ran away from her. "Oh, Fluttershy. You're such a loudmouth…"

Naruto walked up to her and carefully brought her down from flying, looking at her. "Don't be disheartened Shy they've never seen you before. You may have a sweet and innocent face, but you have to show them that you're okay to be around with. Unlike the critters you've met in the wild these animals are a bit domesticated and so they don't have the benefit of the other animals communicating your kindness to the brethren. So think you could tone down your excitement just a bit?" Naruto had found her energy adorable, but

"Yes…I think so…"

"Anyway have you seen Rarity?"

"No, wasn't she with you?" she asked as Naruto explained how they had separated. "Oh, well if I see her I'll let you know you're looking for her."

"Thanks." He said as he went back inside.

As he was making his way to the vendors to his surprise Luna was making her way out with Starry Night and her companions.

"Ah, I see you made some fast friends Princess."

"Indeed, Lady Night and her companions are lovers of the stars. They wish to hear all about the process in which I design the night sky." Despite her outward exposure Luna was as giddy as a filly inside.

"Since we're all out here why don't we get something to eat. You're all in for a treat, Applejack was able to get Princess Celestia's go ahead to set up her stand which will be a nice contrast to some of this plastic they're serving." As nice as some of this food looked it left a lot to be desired in terms of taste.

Applejack perked up upon finally seeing somepony head her way.

"Well, good evenin' Naruto and Yer Highness," she said happily. "What can ah get ya?"

"We'll take… a dozen candy apples please," he requested, handing over the money and passing one to Luna. "Business doesn't really seem to be booming, I take it?"

"'Fraid not," she sighed. "Ah've tried every sales tactic ah know, but none-a these ponies seem interested in buyin' ma food."

"I'm sorry to hear that. Here, have this on me."

"Thanks Naruto, ah appreciate it an' so does ma family," she said sincerely.

Luna looked into the can where she was putting her money. "Lady Applejack you are raising funds for your family?"

"Yes, yer Highness," she affirmed. "Not exactly great pickins, as ya can see."

Luna seemed to consider for a few moments, then pulled out a heavy coin purse and emptied the whole contents into the jar. Applejack was astounded at this.

"P-p-princess… ya don't have ta…" Applejack stammered in awe.

"You are right, I do not have to, but I choose to. I remember your ancestors quite fondly. Members of your family have served the crown for years. Your ancestral Uncle Stone Hoof was one of our mightiest warriors. Capable of cracking any stone structure with his mighty hooves. I wish to honor your family as much as your family has honored us," she said firmly, but not unkindly. "Put it too good use, Miss Applejack. See it is not wasted."

"Oh, ah won't and thank ya kindly, Yer Highness, ah won' ferget this!" she called, as he and Luna left her, unable to believe her good fortune.

After promising to find Starry Night and her friends to explain her process, the two broke away from the disappointed and understanding. As much as Luna enjoyed their adornment and worship, their presence would make discussing private manners rather difficult.

They were once more treated to the stares and gazes of amazed guests. "Perhaps we should find Twilight or Celestia and see if they have seen Rarity."

They made their way to the entrance hall, where Princess Celestia and Twilight stood at the top of the stairs.

Princess Celestia was wearing a rather radiant dress. The top portion of her outfit gold chest plate that cut off of her shoulders allowing violet sleeves to stretch out. The rest of her two layered dress compromised of the colors of the sun. Hues of Red, yellow, orange, and violets made up the colorful gown.

Twilight broke into a smile when she saw them and Celestia beamed at the sight of her younger sibling. "Luna, what a wonderful surprise!"

"Good evening, my sister," she greeted warmly. "Has your evening been pleasant?"

"Not really," she whispered conspiratorially. "But it's better now you're here. I thought you were going to sit most of the evening out when I didn't see you earlier."

"I was on the edge of not appearing at all when Naruto had arrived to save the night."

"He has a habit of doing so." She warmly smiled at him.

"Princess, I was hoping you or Twilight might have seen Rarity?"

"I am afraid not. I have been stuck here…greeting the guests…all night long and nothing else."

There was not greater indication then Celestia just wanted to scream but that.

"I've been here as well, you know, waiting." Twilight added. It was obvious the night was not going the way she wanted. "Have you tried asking the others?"

"Good idea, I think we should ask the others." He said turning to Luna.

"Leaving so soon? Surely you can stay and chat a bit?" Celestia's plea fell on deaf ears as far as Naruto was concerned. No way she was going to con him into greetings.

"I suppose I can stay until Naruto returns with Lady Rarity."

Naruto stopped himself from shaking his head. Poor Luna. She was now lost in the role of party greeter. "I'll be back as soon as possible."

After a moment of more walking, he spotted Pinkie Pie who held her head on a table where she sat by herself, her expression had been similar to AJ's so he walked over to see what he could do to cheer her up.

"Hey Pinks? What's the matter?"

She answered gloomily. "This party is totally not what I thought it would be…"

"How so?"

"Well… you know… it's not… super happy… like any of my parties…"

"Sorry, I did try and warn you. The best I can suggest is maybe talk with some ponies. See if anyone has similar interests. Do something that would make it livelier you know. I know you're good at that."

Pinkie Pie immediately gasped and pulled her head up. "You're totally right, Narry! Thanks!" She gave him a quick hug and rushed off to start her party plan.

"C'mon everypony! I know what will make you shake those groove-thangs!" Pinkie Pie's voice echoing through a microphone had told him he should have been clearer and more specific in his instructions.

As he continued looking around he took notice of Rainbow Dash with the wonderbolts. She was in front of a table. She was whistling but then kicked her back leg towards the table, causing the bowl of water with a straw to fly up in the air.

Rainbow Dash caught the bowl with her leg.

She had impressed the couple of wonderbolts behind her, but suddenly another group of poniese grabbed them and took them to take a picture.

Rainbow Dash returned an annoyed expression.

"Tough night?" He asked as Rainbow shot him an annoyed look.

"I hate you." Despite the words there was no malice in them.

"I did warn you this could happen." He told her. There wasn't much he could do in this situation. "Just try to hang on okay. Hey have you seen Rarity by the way?"

"I saw her head outside with some prissy looking Stallion." She replied with an uncaring shrug.

"Right, see you later Dash."

Naruto went outside and looked around when he saw Rarity. Sure enough he was with some stallion alright, but not just any stallion. Blueblood. A pony who was a pain in his ass and had treated Naruto as riffraff during his early days in Equestria.

He took notice they were both in front of a puddle.

They both stared at each other for a moment. He assumed Rarity was guessing that the Prince would sacrifice his cloak, but he wasn't doing anything.

He let out a displeased grunt. "Do they not teach manners in your little town? You should consider it an honor to sacrifice for royalty."

Rarity found herself startled when the cloak was magic off her and was about to be thrown into the puddle when Naruto snatched it up.

Rarity eyes were widened in surprise. "Beloved."

"Blueblood you little shit." He snarled at the Unicorn, cutting off the pompous unicorn before he could speak. "The only reason I am not giving you the beating you so righteously deserve is because I don't want to embarrass your aunts. You ever so much as come near my mare again we'll see if your blood matches your name." Blueblood's threaten of his status hadn't worked in the past and he knew it wouldn't work now. "I don't see how somepony like you could have a mare that genuinely cares for you in your little herd considering this is how you treat a lady. She's the most generous pony you'll ever meet and you couldn't even give her the respect she deserves. She's one of this nation's heroes but you're so stuck on your damn self it matters little to you. Fix that attitude of yours before you find yourself in a situation where I fix it for you."

"Oh beloved." Rarity couldn't help but swoon. His words. His actions. His everything. If they weren't at such an important event she would have gladly dragged him somewhere and kiss him senseless. She let out a gasp when he picked her up bridal style and carried her over the puddle with a hop.

"I believe that is much better than dirtying a cloak."

"Indeed it is beloved." She nuzzled against his neck, her horn spearing through some of his hair.

He was so going to get some tonight.

Naruto ignored the heated anger the Prince was sending in his direction.

"Anyway I found Luna, she's with Celestia and Twilight. I believe you two have things to discuss. Like masterminded plots or whatever you all get up to."

"Lady Rarity."

"Princess Luna."

Finally the two ponies had met. "We have important matters to discuss."

"Sorry if this night isn't everything you wanted it to be."

Twilight looked up at the blond. "No, I, you were right but I guess I convinced myself otherwise."

"There's one thing we can do to elevate the evening."

"And what's that?" She asked, tilted her head slightly, genuinely curious.

"We can dance."

"I…I don't know." Twilight wasn't sure if she could dance in front of other ponies anymore.

"Just stay close to me." He said as he grabbed her hand. They made their way to the dance hall and saw a scene of complete chaos.

One of the sculptures depicting Celestia had fallen off its pedestal, as had a series of pillars that looked like they had fallen in a domino fashion. At the foot of it, he saw a collapsed Prince Blueblood, covered in what looked like frosting and food and a guilty Rainbow Dash stood in the center, along with a disheveled Applejack and a rather bemused Pinkie on stage. Twilight looked completely shocked and Naruto shared her feelings, his mouth wide open, along with Princess Luna.

How? How the hell did this all happen?

"Well... it can't get any worse." At Twilight's words, there was a distant rumbling and the doors burst open.

Naruto gave Twilight a look. "You just had to say it?

When they did, what looked like every animal from the garden stampeded inside in a panic, chased by Fluttershy. "You're... going to LOVE ME!" she shrieked, just as all of the guests ran around in a panic from the complete chaos.

Only one pony had a solution. In the form of a single word. "Run." Was the only thing Princess Celestia offered.

And that they did.

They followed Twilight until they were well away from the hall and came to a stop outside a donut shop. Knowing who they would find inside, Naruto followed the disappointed girls inside.

A pony behind the counter greeted them, Spike looking up from a coffee. "Twilight Sparkle! Ha, ha. Long-time no see."

He ran up to meet them. "Hey, how was the Gala? How was your best night ever?"

They sat down at a table, ordering a plate of donuts to share and Naruto proceeded to listen to their stories: Twilight had barely managed to get a word in with the Princess; Applejack hadn't managed to sell much of her apples until he and Luna game by; Rarity was stuck with a vain and boorish prince until Naruto like her prince charming came and rescued her; Fluttershy hadn't made new animal friends because they were too scared; Rainbow hadn't been able to hang with the Wonderbolts, though she had tried to get their attention and Pinkie's party expectations of the Gala weren't met. Naruto's evening was kind of neutral. Nothing disastrous happened, but he didn't get to dance with any of his mares or enjoy much of the food.

In the end it was probably a good thing Ditzy hadn't been able to come.

"That sounds like the worst night ever!" remarked Spike at the end of it.

"It was!" they all agreed and burst out laughing, even Naruto.

"At least it was interesting." Naruto noted with a bemused grin.

"I just hope Princess Celestia isn't upset with us for ruining the Gala,"A sadden Twilight voiced her thoughts.

The bell rang as the door opened and a cheerful voice said, "That was the best Grand Galloping Gala ever!" In came Celestia, along with a rather bemused Luna.

"Pardon me, Princess," Twilight put in, "but tonight was just awful."

"Oh, Twilight. The Grand Galloping Gala is always awful." Celestia lamented.

"It is?" Twilight responded in surprise.

"That is why I was thrilled you were all attending. I was hoping you could liven things up a bit. And while the evening may not have gone as you planned, I'm sure you'll agree that in the end it didn't turn out so bad for this group of friends."

"You're right, Princess," Twilight agreed "Friends have a way of making even the worst of times into something pretty great."

"Yeah! Hanging out with friends!" Rainbow added.

"Talking!" Fluttershy put in.

"Laughing!" Pinkie Pie exclaimed.

"You mean doing exactly what I wanted to do the whole time?"

Twilight giggled. "Yes, Spike. You were right."

"As horrible as most of the night was..." Appplejack started.

"...being together here has made it all better," Rarity added.

Naruto felt it was his time to add something. "In fact, one might say it's made it..."

"...the best night ever!" they all chorused to more laughter.

"We must say," remarked Luna, "the evening turned into an affair most shall not forget for years to come. I am glad that I was able to witness it."

"As am I," Celestia added. "It was good having you tonight my sister; it wasn't the same without you."

"Well your majesties? Care to join us? There is more than enough room." Naruto said as he scooted over.

The Princesses accepted the invitation. Who's to say the night had to be over already? With that the group enjoyed the rest of the night…together.

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Season 2 Sneak Preview - If you don't want to be spoiled obviously stop here and do not continue any further.

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"Stop! No!" tears began dropping from Luna's eyes. How many times will she helpless while others were in trouble? How many times would she fail others when they needed her? And now, the one moment she really needed to step up somepony else was putting their life on the line to save her.

And with one last blast of chaos energy Naruto's broken body fell to the ground limp.

Discord then turned his attention to Luna. "Looks like I might have went overboard. Oh well, with a world filled with play things one less more won't matter."

The love of her life. Her mate. He was gone now. He had taken him from her. Power erupted from Luna as she was enshrouding in Darkness. After a few seconds the power began to subside as Luna was illuminating in the glow of the moonlight. There in her place stood the form many would have mistaken for Nightmare Moon reborn, if not for the fact that the catlike eyes of her evil embodiment was missing and that tears were flowing down her eyes.

"You have gone too far!" She roared as the ground below her slowly began to evaporate.

"Calling upon the power of Nightmare Moon are we? You think that'll be enough tomake you my equal Princess." The creature mocked.

The gem that Naruto had from his pocket shot out of it. The power it radiated caused the Draconequus to hiss and recoil. The gem shot towards Luna and combined with her.

A second layer of armor slowly formed. A bright silver coating slowly extended over her form, covering the rest of her form stopping short of her hooves, tail, and below her mouth. In her chest plate the gem attached itself, its color taking on a bright orange sheen. The dark aura now gave off a bright shine that resonated with the glow of the moon.

"You have made your last mistake Discord. You should have finished me off when thou had the chance!"

Discord hissed, displeased at this newfound occurrence.

In an instant Luna was in front of him. Such a thing should have been impossible. Even the element of Loyalty needed time to build up momentum to move at that speed.

And with a burst of magic pierced through Discord's hide drawing blood. "You shall not be walking away from this battle alive wretch!"

The sound of Rarity's scream sparked him into action. "Rare hang on!" Naruto announced as he and Twilight rushed to the Boutique, forcing the door open.

"Rarity, what's wrong?"

"Why me-e-e-e-e-ee..." She sobbed and then gasped. "WHYYYY? Why? Why-y? And of all the worst things that could happen, this is THE. WORST. POSSIBLE. THING!"

Naruto concerned and worried rushed over to her. However, Twilight looked as if she saw this as more of an opportunity instead.

"What's happened? Are you alright?" Twilight asked.

"I've lost my diamond encrusted purple ribbon!" Rarity responded. "I have searched HIGH, and I have searched LOW. Low and high! High and low! But I can't find it anywhere!" She used her magic to placed a fancy couch near her and threw herself upon it. "Anywhe-e-e-e-ere! How can I possibly finish my latest creation if I can't find it?" Rarity exclaimed as tears streamed down her face.

Naruto let out a groan as he face palmed. "You scared me half to death."

Meanwhile, Rarity was looking across from the couch when she suddenly opened her eyes in surprise and cut me off. "Oh there it is." She answered in her usual voice and halted the water works. She got up from the couch and began walking towards a bucket where her ribbon lay in plain sight. "Isn't it always just the last place you look?" Rarity picked it up with her magic and began cutting pieces from it.

'I'm marrying the queen of dramatics.' Naruto thought to himself, shaking his head.

"So, what has you over here cackling like a villain?" Naruto couldn't help but ask.

"This little beauty is my birthday present to myself!" Spike said as he looked at his reflection in one of the gem's facets. "It's a fire ruby!" He then held out a tuning fork. "I've been aging it for months, and it's almost ripe!"

A tap of the fork against the gem caused both to sound off at exactly the same frequency and he giggled at the result. When he started downstairs, one foot slipped on an open tome and he dropped all the way down, losing both items. Up came the end of his tail to balance the fire ruby upside-down on its point. Once he uncovered his eyes and found disaster averted, he looked happily around the mess.

Twilight looked daggers across the room and snarled threateningly at her self-satisfied assistant Naruto said, "We should probably clean this up before Twilight decides to test some not so friendly magic spells on you." He went down the stairs and proceeded with fixing up the books into piles to make it easier for her to re-shelf.

A few seconds later, as he noticed Spike busy himself polish his fire ruby, he then heard a familiar voice. "Helloooo?" It was Rarity, and she opened the front door far enough to fit her head in. "Anypony home? Twilight?" Her eyes then popped and she sucked in a sharp gasp while throwing the door fully open, looking at Spike.

"Is that a fire ruby?" She rushed over and leaned in close enough to be reflected in its surface, and gave a delighted sigh. "That must be at least twenty carats! No inclusions…pristine facets…"

"And totally delicious!" Spike finished.

"And totally pretty." Sweetie Belle added as she made her way into the room.

Meanwhile, Twilight was floating books around. "Uh, if you guys don't mind?" she said in mild annoyance.

"Oh! Uh…of course." Rarity walked across the room. "I just came by to see if you had any books on historical fashion." As she said that, Spike ran a claw over the gem's surface and licked it to gauge the taste. And then she realized what Spike had said and was very puzzled. "Did you say "delicious"?"

"Sure did! Next week's my birthday…" The baby dragon began to walk off. "…and this is my birthday dinner."

Twilight walked over, floating books and sending one to Rarity. "Start with this one."

It was promptly opened. "Thanks, Twilight."

The violet unicorn returned to bringing up other tomes and filing them away.

"I've got a feeling ruffled taffeta capes are going to make a huge comeback this season…" She was now flipping pages and reading the book intently. "…and I want to be ahead of the game." She lost a bit of steam on the end of this, having glanced enviously back to find Spike cradling his prize ruby.

Sweetie Belle called out to her sister who seemed to be in an entrance. After a few calls Sweetie Belle gave up with an annoyed huff. Her older sister was in one of her moods again.

Rarity all the while clamped, hidden behind her hand in an attempt to hold herself in check. This box was filled with padding that had a cutout to hold the ruby, and he nestled it in place.

Naruto moved over to Rarity as he whispered in her ear. "We can always go out of town expediting for one. With Hirashin we can be back home in time for dinner."

That thought had put the mare at ease.

"Wow, its so shiny and vibrantly red. It must be awesome to have something so beautiful." Sweetie Belle like her sister had a particular love for shiny things.

"Gosh. You really like it, huh?" Spike asked.

"Yeah," the filly answered. "I can't believe you're really going to eat it though."

The dragon looked at her as she lowered her eyelids and gave a gentle smile. Looking at Sweetie Belle's wide eyes the decision had already been made. He sighed heavily, eyeing his pride and joy. "Then you should have it." He pulled up one of her hands gently toward himself and set the ruby on it. "This beautiful gem was meant to be with you."

"Really?" The fill looked at it with wonder. "Thanks Spike, you're the best." She threw her arms around him and pulled him into a hug. "I can't wait to show the girls." She said, ending the hug.

Twilight had witnessed the scene and she commented, "Wow, Spike! That's one of the kindest, most generous things you've ever done."

"Indeed Spike, what you did for Sweetie was very exemplary behavior." The look in Rarity's eyes told Naruto he better plan this trip soon.

Then shout it out! Oink oink oink!" Her song ended when she lost control of her bouncing and rolled onto a cabinet. That was when a bag of flour fell off the top of the cabinet and covered Pinkie Pie in complete whiteness, catching the babies' attention and ceasing their bawling. They stared at Pinkie for a moment, and then began to giggle and soon laugh. "There, see? Nothing to this babysitting business! Ugh!" She fell to the floor, exhausted.

"Well…that's one way of making them laugh…" Naruto said as he walked over to her and helped her up. "Go ahead and clean up, I'll watch the babies."

She released a sigh of relief. "Alright…thanks…" She walked off and headed upstairs.

He grabbed the babies as they continued to coo and walked over to the cabinet near the door. "You two trouble makers are stressing your aunt Pinkie Pie out. At least she's letting me directly help now." He said as he sat the foals in their own special chairs and looked in the fridge. He noticed two bowls of mashed up product, some sort of baby food he figured.

With that he grabbed them and headed towards the table, noticing Pound Cake pound his hooves on the solid little table in front of him as Pumpkin Cake sucked on her hoof. He placed a bowl on each of their chairs and grabbed two spoons. "Alright…" He used the spoons to pick up some of the food and edge it towards their mouth. "Time to eat. Open your mouths…" There only reply was confused looks.

Naruto sighed and shook his head. Time to go through the list. He placed one of the spoons close to his opened mouth and closed it, but kept the spoon out. "Just like that." He moved the spoon back to Pumpkin Cake. She opened her mouth and began to move her head closer to the spoon, but instead, she grabbed the tablecloth and held it in her mouth. "No, no, no." He announced, placing the spoons back in the bowl and gently pulling out the tablecloth from her mouth.

"You eat this honey." He gestured to the bowl. While he knew it was ultimately futile, the baby far too young to get a full grasp of his words at least what he was doing would help stimulate her mind therefore her development.

After a moment, she opened her mouth and placed her lips on the spoon, sucking the food from it and swallowing. Pound Cake was observing this and did the same as well. "There you go." He said, sending a smile to make sure it would soothe them. He continued to feed them until the bowls were finished. He placed the bowls and spoons in the sink and turned to check the list. "Alright… looks like it's bath time…" He gently and carefully picked up the two and headed upstairs to the bathroom.

"Well I didn't ask you to come lookin' for me!" She resumed walking. "There is nothin' to tell and I am not going back to Ponyville!" She Ran away.

"I don't care what she says, Applejack's not telling us something." Twilight commented.

"Stubborn mare, I'll get the answer out of her." Naruto said as he shot off after her.

"Applejack! AJ!" I called after her as I galloped towards her.

She turned her head to notice him and immediately increased her pace. "Go away!"

Try as she might Applejack was not going to escape.

He tackled her to the ground. She continued to struggle to free herself.

"Applejack, stop this, now!"

"Just let me go!" She demanded as well.

"No! Not until you let me know the truth! Why are you acting like this?" She didn't answer, but only looked away. "I know you Applejack. You wouldn't leave Ponyville for a 'change in scenery'. You wouldn't leave your family and friends. You love Ponyville and Sweet Apple Acres! You wouldn't leave the herd…leave…me." He whispered the last bit.

She looked saddened, but continued to look away. "Naruto…I suggest you get off of me right now…"

"Not until you let me know what's going on…"

She sighed and faced Him. "I really didn't want to have to do this…but…" She impacted him in the groin using her leg. Naruto had tanked a lot of hits in his day. Never had one been intentionally aimed there and as a result he had no defense.

Naruto rolled over in pain. He knew one thing, AJ better have had a really damn good reason for doing that.

"Naruto!" The girls had called out to him, helping him up. "Are you okay?" There concerned expressions unfortunately did not take out the sting.

"Everything but my pride…and my sack." There definitely needed to be an explanation to help solve this heinous crime.

The six mares stand before Midnight as she cackles with glee. "At last! Twilight Sparkle, we finally meet again. I don't believe we were properly introduced last time."

Fury filled Twilight's eyes as her horn and hands glowed. This was the mare that tricked Trixie into attacking Ponyville. The one responsible for the kidnapping the Cutie Mark Crusaders.

"You miserable cretin tell us where the crusaders are at once!" Rarity's was made apparent as she was on the verge of casting a spell.

"If ya so much as harmed one hair on their heads I'll turn ya into mulch." Applejack was just on the verge of losing control herself.

"Such bravado! Let's see how long this confidence lasts." She announced as she set off a magical flare high above the forest. "My fellow Children of the Night. Let's give our guests a proper welcome."

Out from the darkness came all matter of species. Ponies of both genders. Griffons. Minotaurs. Satyrs.

Twilight narrows her eyes. "Let's take'em out girls!"

"Right!" They all shouted in tandem.

Several of the children of the night rushed Twilight only to be met with powerful magical lasers. Carefully calculating her stamina to make sure not a single movement was wasting as well as how much force to put into her blasts to get the maximum damage possible without the blasts being lethal.

Applejack's mighty strength allowed her to send her enemies flying back. The training she had went through allowed her to maximize her strength as well as her punching and kicking potential meaning foes like Minotaur were easy prey despite their species being in the same strength class.

Rainbow Dash flies so fast the air she displaces practically shreds all those in her path. The griffons took after her in attempt to stop the flier only for Rainbow to outmaneuver them and slash the tendons in their wings to render them flightless.

Rarity uses a combination of her magic and battle ribbons to set the pace of the battle. Able to harden or sharpen them to suit her needs as she is able to use her grace and poise her style was essentially dance battling.

Pinkie's all over the battlefield, using party-based artillery. Having gained some control over her odd dimension displacement ability she would soon be on her way to becoming a walking armory and Fluttershy was using a combination of the stare causing them to flee or her defensive style to direct their attacks to their fellow children of the night.

Proving Celestia's fate in these mares was fully founded.

"Is that the best you got!?" Rainbow Dash taunted as the last of Midnight's forces fell.

"I am far from done Loyalty." She said as five figures began to emerge from the forest to join her.

"Hi there my little centerfold. Missed me?" A voice purred, one that haunted Fluttershy's nightmares.

"V-Vanity." She uttered, terrified that the mare that had once tried to kidnap her was right in front of her.

"Oh you remember."

Rarity and Rainbow moved to shield Fluttershy from the depraved mare.

"Oh I've been waiting for this. Going to enjoy crushing you under me." Hot Streak remarked as she zeroes in on Rainbow Dash.

One by one the Condemned members trained their eyes on the Bearer that Midnight had recruited them to fight.

It was time. The Elements of Harmony versus the Children of Nightmares.

He was bound by a powerful spell that prevented him from moving. There was nothing he could do in this situation.

"Do you not find this form pleasing, beloved?" She purred, gesturing to her sensuous body. The Unicorn Mare was wearing a black dress finely ornate and decorated and hugged her dark-furred hips and bosom accentuating her figure. She leaned forward so she was cheek to cheek and inhaled his scent. It was intoxicating to the Nightmare that resided in Rarity.

His Rarity, the forces of the Nightmare had changed her. Her pristine coat was now a very dark blue violet. Her eyes had transformed into diamond like irises not to mention her horn, mane, and tail grew, her mane and tail gaining a white fine line in them.

No matter what it took he was going to purge this creature from his fiance.

"I'll tell you what, since you did such a great job for this training session I'll give you a massage." Naruto offered the soar and tired mare.

Her face perks back up. "Okay, a massage sounds nice," she chirps. "I guess you can start with my shoulders and go from there." Twilight notes.

Twilight led Naruto to her room. After taking time to remove her top and skirt she laid stomach down on her bed, resting her head on her pillow.

He carefully moved her mane off her shoulders

Placing his hands along her slender shoulders, he could feel the softness of her fur as he grazed it with his fingers. He couldn't help but wonder if she was taking bathing tips from Rarity?

"Wow, your muscles are tense. How do you walk around like this?"

"Mmm," Twilight moans faintly, feeling the knots in her muscles start to ease. "That feels really nice," she mutters. "Does Rarity have you do this a lot?"

"Practically every other day at one point. Aloe and Lotus are excellent teachers."

"Oh, that feels so good," she sighs.

He proceeded to add more pressure to her shoulders, trying to loosen those deep knots from her muscles. Another soothing moan suggests you're still on target. "I think we're getting there. Just how long has it been since your last massage?"

"I…I am not sure to be honest. Just been so busy."

"Saving Equestria. Dealing with our crazy fans. Being wooed by a remarkably handsome stallion. Yes quite busy indeed."

Twilight giggles again, and adds, "I see someone is being modest."

"Hey, now if I was lying that would be another matter."

"Mmm, you can move to my back, if you want," Twilight speaks softly.

The tension there is almost as bad as her shoulders so Naruto went to work.

Twilight turns her head on her pillow and sighs. "Do you mind going a little lower? I'm feeling some pain further down."

"No problem." He replied as his hands stopped just above her rear end.

As he began to massage her lower back more pleased sighs escaped Twilight's lips. She was on the verge of whimpering.

"I…I think you should go a little lower." She called back to him.

Naruto raised an eyebrow questioningly. "Any lower and I'll be massaging your flanks."

"I…I wouldn't mind that." She replied, making her voice as appealing as possible. She was hope she was doing this right.

Naruto was surprised at this. Out of his herd Twilight was one of the more reserved ones when it came to sexual matters, but then again she was a mare and she had desires. Was this boldness because she was going into heat?

"I…I'm not in a frenzy heat!" She suddenly blurted out. It was Spring, and from the end of March to the middle of May was a period known as mating season where Mares were essentially worked into a mating frenzy.

What separated it from a regular heat was that it last the entire time of that particular mare's cycle which would be anywhere from a week to two weeks instead of a few days every six to seven weeks where for a few days they could get impregnated.

A frenzy heat literally drove mares to mare and if a stallion caught whiff of their scent it would drive them to arousal willingly or not. There was of course tools and means to lessen the distress and pain a mare would go through during cycles, but they only partially effective during frenzy heats. The only surefire way to lessen such a heat was to mate, which while a mare was sufficient a stallion was usually better.

Twilight pauses for a moment, before giving him a very sincere look. "I want you," she answers, a strong yearning in her voice. "I-Isn't this spontaneous. Don't you want me?" Hurt began to creep into her voice.

He had a good idea what Twilight was doing now. She was trying to be more spontaneous. To go with the flow and allow things to happen naturally.

"Twi, of course I do. Just show me, just show me you're okay with this and we'll do whatever you want."

Inching her way over to him, she places her hands on his shoulders. Without a word, she comes face to face with him. Her warm breath slowly spreads across his mouth as well as her scent hit his nose.

Twilight leans in and kisses him tenderly. Naruto places his arms around her and returns the gesture to which Twilight happily accepted.

A few moments pass and the kiss ends. Twilight gazes at you half-lidded, "This is…this is what I want." She was tired of hearing about the act. Dreaming about it. Desiring it. She wanted to experience it for herself now. "M-Make love to me." She whispered as Naruto gently caressed her cheek. She could hear every thump of her heart as he gently laid her down. She closed her eyes as she felt the motions and the sound of discarded clothing dropping on the floor. She let out a shiver as the last of garments was removed and that's when she felt it, the tender sensation of his lips against hers.

Her stallion. She was with her stallion.

"I... I love you Naruto," Celestia said, pulling him in for a powerful hug, her lips mashing against his own in time with her breasts pressing against his chest.

His surprise only lasted for a few seconds before he began kissing her back, pulling against her as well as her hot breath mingled with his flicking over one another, along the outside of each other's teeth, touching tip and sides and underneath and everywhere else.

The action and the sensations of their bodies together led to arousal.

Naruto could feel his newest lover's breasts pressing into his own chest, the puffy nipples rubbing against his chest.

Celestia, on the other hand, could feel something hard, and very warm sliding up alongside her, and for once in a very long while, her heart and her head were in agreement instantly.

She needed him to make love to her.

"Naruto," she said softly after pulling apart from their kiss, surprised she could even speak, given how breathless she was. "Please.

"Tia…are you…?"

"I want you to make love to me. I want you to claim me." Her cheeks darkened pink. "I even went as far as use Cadance's special bath to restore myself as a maiden. So will you accept, my love?"

Only one word left his lips. "Yes."