The door to the quaint motel opened with a gentle, magical push. The moonlight overhead cast the long shadow of the Sun Princess into the already-dark room. Twilight trailed a step behind her mentor as they walked inside and lit the small lamp between the pair of beds they requested. Even though Celestia had no need of sleep, she was in no mood to rest nor could she allow her student to slumber without keeping an eye on her. At least now that they had everything they needed, it could only mean it was a matter of time before this whole nightmare was put to bed.

Twilight set the small bag she found at the Pie residence on the floor next to the night stand and pulled out the small, smiling stone. She stared into its eyes, curious about all the stories it could have told them. With a sigh, she set it beside the lamp, its lifeless gaze drilling straight into her. The only thing she could think about was Pinkie's latest threat and staring at a rock wasn't going to clear her mind.

As she tried to get comfortable on the bed, Celestia slowly walked to the bathroom and found her reflection in the mirror. For a moment, she wasn't sure exactly who was looking back at her. She may have been thousands of years old, but in the last couple weeks, she felt as if she was starting to show her age. While there were plenty of times she had skipped a few night's sleep to catch up on some activities, those previous times were for fun or education. Now, she had been awake far longer than she'd ever been at one time and was worrying herself sick in the process.

If only she wasn't so thoroughly exhausted, she could have simply followed the tracks back by air, provided she knew the way at all. Even if she did, however, with the way she was feeling, succumbing to fatigue a hundred feet in the air was a risk she didn't want to take.

The alicorn turned on the sink and splashed some cool water on her face, but it did nothing to remove the heavy bags from under her eyes. With a twist of her neck and a stretch of her wings, Celestia dried herself off and left the room.

As she walked past the closer bed, she and Twilight shared a quiet glance. The Princess tried to put on a reassuring smile, but Twilight knew better. Every night away from Ponyville meant another innocent casualty. They could only hope Private Eye was working on something that would minimize the damage, if that could be done at all.

Across from the beds was a small bookcase with a couple dozen novels to kill some time. Eventually, Twilight would want to rest, but there wasn't much else to do until then. The Princess turned and scanned over the titles until finding one that caught her eye. It was a comedy, one she had read before. Considering how things had been lately, she figured she could use a laugh, even if would only help for a moment.

Sitting down on the bed closer to the door, Celestia opened the book and started reading. She was only a few pages in when the silence was broken.

"Princess, I've been thinking, and I have an idea I'd like to try."

"What's that, Twilight?"

The unicorn looked down at the bag on the floor and pursed her lips. "I can't imagine that Pinkie would know we're not in Ponyville yet. At least I hope not. We honestly don't know how much Spike told her. Plus, we have the item needed for the ceremony like you said. Why can't we try the ritual and see if it works? I mean, I don't know how else we're supposed to go after her when she's just in our dreams."

"I'm not sure. I never saw anything in that ancient book that mentioned such a thing, but I also doubt anypony was able to haunt dreams when the spell was originally created," the Princess replied, setting the book down. "If you wish, we can try and see if it works. I'll still be able to pull you to safety if it fails."

"Do we need to construct a ritual circle or anything before we begin?"

"Fortunately, no. As long as everything is present, the spell should work properly."

Out of the corner of her eye, Twilight spotted Rocky's chalky smile. She hesitated for a brief moment, knowing what it could mean if her gambit paid off. Despite everything that's transpired, a part of her still saw Pinkie as a friend. Still, Twilight knew what ultimately needed to be done.

The smooth rock glowed lavender and floated onto the blanket beside her. "Then let's get started." With a yawn, Twilight continued, "I really do hope this works. I can't remember the last time I had a good night's sleep."

There was a knock at the door to the motel. Twilight rolled over and saw the first lights of the morning creeping in between the blinds, shining brightly onto the empty bed beside her. Taking in a deep, waking breath, she scanned over the room. The Princess was nowhere to be found, and strangely, neither was Rocky. Another knock rang out, this time followed by a voice.

"Housekeeping!"

Shaking a few cobwebs off, the unicorn rubbed her eyes and headed to the door, groaning the whole way. So much for a restful sleep. She opened the door to find a young, beige mare with a frizzy, fiery red mane hiding half her eyes standing in front of her. Her short, black dress with white frills along the base clung tightly around her waist. She held a feather duster between her teeth and smiled at the groggy student.

"Uh, yeah, sure. Come on in."

With a bounce, the maid strutted inside, shaking her hips seductively as she went past Twilight. Though her sultry walk was enough to get Twilight's tired attention, she also found it a tad strange that an old west-style motel would require the hired help to wear high heels, stockings and what appeared to be a garter belt on her right hind leg.

The housekeeper giggled at Twilight and nudged her with her hip. "Go lay down and relax. I've got work to do."

"You don't want me to get out of here for a bit?"

"Oh no, you can just lay on the bed, kick your hooves up. I won't be long."

Shrugging, Twilight did as the maid suggested, stretching out in the middle of the mattress and gently bumping her head against the headboard. Wait, was that there last night? The unicorn let the question go and breathed deeply as she got comfortable. Maybe she could sneak in a few extra minutes of shut-eye while the young mare worked.

"Y'know," the redhead spoke up, "there was a note in the office that you looked rather tense when you signed in last night. The manager suggested I make your morning...extra special for you! And I have just the thing!"

Before Twilight could respond, the maid dropped the feather duster and trotted out the door, returning with a fresh silk sheet a moment later. The unicorn lifted her head, curious as to what the worker was going on about. The housekeeper walked up to Twilight's bed on her hind legs, rolling the sheet into a rope and swaying heavily as she approached. Her ocean-blue eyes met Twilight's and she shot the suddenly nervous unicorn a wink.

"Um, that's...quite alright. I'm really not in the mood for such things right now, and, well, no offense, but I'm not particularly into mares. And why would management write down such a thing?"

Ignoring the interrogation, the beige pony crawled onto the bed, making Twilight sit up and attempt a retreat only to be confined by the lack of room. The maid sat on top of the lavender mare and leaned in, kissing her softly on the snout.

"I'd normally say you don't want to know what goes on in these motel rooms, but I guess you'll find out soon enough!"

"N-n-no, I'd rather not, thank you!" Twilight begged as her forelegs were stretched out and tied tightly to the bedposts. Though she struggled to pull herself free the entire time, her captor's earth pony strength was more than enough to keep her subdued.

Finally, after most of her strength had left her, Twilight fell limp, short of breath. She looked up, both angry and confused, at the grinning housekeeper, only to watch her place the garter belt on her horn. Growing more annoyed by the moment, she swung her head side to side, trying and failing to fling the garment from her appendage.

"Why are you doing this?! Let me go!" Twilight growled. "Celestia! Help!"

The cleaning mare climbed up and wrapped her hind legs around the unicorn's shoulders, laughing as she went. "Oh, she's not here."

She took Twilight's head in her hoof and buried her face under her skirt, grinding it into her bare crotch. Panicking and doing everything she could not to be smothered, Twilight slammed her eyes shut and gritted her teeth, summoning her magic to throw her attacker away.

Except nothing happened.

"M-my magic! What's...going on?!" A heartbeat later, it hit her. "Oh no!"

The maid pulled her skirt up and gave her a moment to breathe. More accurately, a moment to gasp in horror.

"Hey Twilight!" Pinkie Pie shouted. "Good to see you again! I must say, I didn't know you felt that way about me! I mean, you didn't even wine me and dine me first! But enough talk! Let's get down to business!"

Before Twilight knew it, Pinkamena shut her legs tight, crushing her long, purple neck between them. With her air supply suddenly being cut off, the unicorn wasted no time in reciting the lines of the practiced spell whenever she could suck in a breath.

By the third, foreign-sounding phrase, Twilight's horn began to glow. Surprised by the turn of events, Pinkie loosened her grip, overtaken by curiosity. Twilight was clearly trying to perform some kind of spell or chant. But, she couldn't perform magic in the dream; she simply wasn't powerful enough! Was it something Celestia taught her? What were they up to?

Twilight completed her spell, and her eyes glowed brightly for a moment. Unfortunately, they eventually fizzled out and returned to their normal, purple state. The unicorn's pupils shrank to pinprick size when she realized the spell hadn't worked.

The maniac threw her head back and laughed. "What was that? What, were you trying to get rid of me? When are you going to learn that you just! Can't! Do it!" she screamed, slapping Twilight around as she chastised her. "Well, it's been fun, it really, really has, but it's time to die now! Say hi to your friends for me!"

But just as Pinkie was ready to resume squeezing the life out of the terrified mare between her powerful thighs, she flopped onto the bed, Twilight having suddenly disappeared from beneath her. Once surprise had left her, she growled under her breath and narrowed her eyes.

"Alright, Twilight," she mumbled, "if that's how you want to do things, fine by me."

Letting out the last bits of her rage, the lunatic punched the headboard in front of her, splintering it to pieces.

Twilight snapped her eyes open and clawed at her throat, gasping fitfully for breath. Darting her sight back and forth across the room, she quickly spotted her mentor looking over her and began to relax. She sat up, taking one last look around, before seeing the small rock by her hooves. It's unmoving smile sent a shiver down her spine. She had enough smiles for one night.

"Are you alright, Twilight?"

"Yeah. I'm fine." Frustrated, she gave Rocky a light kick. "Didn't work."

"I saw. I honestly had no idea if that spell was going to function properly in the dream, but when I didn't see the offering being broken down like when I cast it myself millennia ago, I had a bad feeling."

With a long sigh, the unicorn's face fell into the blanket. "So now what? How are we supposed to do it?"

"First things first," Celestia said calmly, "we need to get home. We'll figure something out, I promise. Now, get some rest. We've got an early train tomorrow."

The young pony looked up at her concerned teacher, spying her bloodshot eyes. "What about you? No offense, Princess, but...you look awful. Are you sure you don't want to rest yourself? Maybe you could teach me how to monitor sleep patterns like you can and we can sleep in shifts or–"

"It's alright, Twilight. I appreciate your concern for my well-being, but I'll be fine. Don't worry."

The Ponyville clock tower's moonlit face read half past three. Though the night itself was quiet enough, the chirping of crickets and the fluttering of leaves in a cool breeze playing the citizens a relaxing lullaby, one particular section of town stirred with unwanted life.

Outside a small home near the center of the neighborhood stood several angry residents, banging on the door and windows and yelling as loudly as the hour would allow them. Unfortunately, their shouts were unable to penetrate the loud humming pouring from inside. The furious stallions and mares could even feel the ground vibrating under their hooves.

Finally, an exhausted, gray mare opened the door to greet them. The bags under her eyes and her unkempt mane told a lot of the story.

"What the hay is going on in there?!" one stallion barked.

"Do you have any idea what time it is?"

"My kids have to go to school in the morning and they can't get to sleep!"

Octavia stepped outside and closed the door, drowning out the loud music as best she could. As the crowd grew louder and more restless, she raised a hoof to quiet them. This wasn't the first time this situation had occurred – and likely wouldn't be the last – but that didn't mean she had to like being screamed at. If only her roommate would come talk to the neighbors just once.

"Listen, everypony, I know you're upset. I know you just want to go home and get to bed. I mean, how do you think I feel? It isn't any fun for me either when she does her recording sessions."

"Why does she have to do them at this hour anyway? Why can't she just do them during the day?"

"I...I don't know, she just always seems to be more awake at night and more focused. I'll go talk to her...again. But, I promise I'll have her knock this off tonight. Now, please, go home."

The crowd grumbled their annoyance as they started to leave. Some shook their heads at Octavia, others waved their hooves in disgust, and others simply sneered. The worn-out musician sighed and went back inside, leaning against the door as she closed it. At least this kind of thing happened only so often. If Vinyl woke the neighborhood on a weekly basis, she would have moved out a while ago.

The house-shaking sounds were like a magnet that drew in the cellist. She finally reached the small studio and banged on the door. "Vinyl! Vinyl!" Unsurprisingly, there was no response. "Oh, for the love of..."

Upon opening the door, Octavia felt a shockwave that almost knock her off her hooves. Once she restored her balance, she marched into the room covering her ears, for what little good it did. How Vinyl wasn't completely deaf by now was anypony's guess.

The DJ was sitting in her chair, focusing hard on the recording equipment and adjusting the tones, pitches and volumes of her latest work, trying to find the perfect sound. With each pulse of the bass or slam of a synthetic drum, the analyzer's lights danced for its head-bobbing composer. Whether or not she was any closer to finding what she was looking for was a mystery.

Despite slamming her hoof on the wall several times and screaming her roommate's name at the top of her lungs, Octavia still couldn't get Vinyl's attention. She rolled her eyes and stomped up to the system, turning the volume knob all the way down. Finally!

"Hey! What gives?" the DJ spat.

"Vinyl, do you have any idea what time it is?!"

She froze for a moment, knowing the correct answer was probably one that Octavia was going to take no joy in telling her. "Uhhh...ten? Ten-thirty?"

"It's three-thirty in the morning!" Octavia shouted.

The stunned unicorn blinked. "Oh. Um...heh, and you probably want me to turn this down."

"So does the rest of the neighborhood."

"Ugh, I'm so, so sorry, Octy! I guess I got lost in the music again. Come on, you know how I get when I'm in the zone," Vinyl said with a laugh.

"Look, Vinyl, I don't mind if you work on your music, quite the contrary. I just wish you'd use your headset when it gets this late. I think it's pretty obvious that all the soundproofing you've tried to do to this room just...somehow isn't working. You want me to have a clock installed on the console or something? You seem to be plugged into this thing enough as it is, maybe you'd see it that way," she said with a smirk.

"Yeah, yeah, I know." With the loud distraction suddenly out of the picture, Vinyl stretched in her chair and yawned. Perhaps it was getting to be about that time.

"Are you alright?" Octavia asked.

"Yeah, I'm good. Gimme, like, ten minutes here, I'll finish up." Vinyl's headset floated over and sat itself on her head, the plug finding the jack as well. "See? You won't even know I'm here!"

"Fine, fine," the posh pony sighed, turning to leave. "Good night, Vinyl."

"Night, Octy!"

As the door to the studio closed, the DJ rubbed her falling eyelids. Now that she was coming down off her adrenaline rush, she could feel how exhausted she truly was. Vinyl arched her back and felt a couple cracks up her spine. Yeesh, maybe she had been sitting there way too long. She fell back into the chair and stared vacantly at the ceiling. It wasn't long before her vision started to blur. A few long blinks later, the unicorn nodded off.

Vinyl jolted awake with a loud snort. Wiping a bit of drool from her lips, she looked around the room and gathered her bearings. That's right, she working on a new album. Feeling around the top of her head, the DJ found the headset right where she left it. She followed the cord and saw that it was still plugged in. Good, she can get back to where she left off.

Rolling her chair back up to the console, Vinyl raised the volume but left it at a more respectable level than before. Didn't want to disturb Octy.

There was a knock at the door. At least she could hear it this time, despite the headphones.

"Octavia, I'm being quiet. What is it this time?" the DJ whined.

The door creaked open and a smiling pink pony craned her neck inside.

"Hey, you! How's it going?"

Vinyl's jaw fell to the floor. She placed her headphones on the console and lunged out of the chair.

"Pinkie Pie?! Is that you?" she gasped.

"Yepperooni! What's going on?"

"I-I heard you...well...a-and all of your friends–"

"Yeah, what can I say? Life is just unpredictable sometimes. What can you do?" she interrupted, shrugging and wrapping a hoof around the DJ's shoulder. "Doesn't mean I still can't come say hello in my own little way. So, what's up? Working on something as always?"

"Hay yeah! Just finishing putting the final touches on another track to this album I've been putting together. Couple more songs and I should be able to get it in stores. Coming out great!"

Without waiting – or even asking – permission, the flat-maned mare snatched up the headset and put it on. "Oooo! Sounds fun! Let me hear some!"

"Right on!"

With a flick of a switch or two and the cranking of the volume, the music blared in Pinkie's ears. As the song played, she swayed her hips and banged her head, soaking in the melody.

After a couple minutes, the party pony replaced the headphones and turned to Vinyl with a large, toothy grin.

"That was sooooo cool! Y'know, I did a little experimenting from time to time with some tunes. In fact," –she reached behind herself and pulled out a record– "I happen to have one of my own albums right here! Care to take it for a spin?"

The DJ lifted a curious eyebrow. "I didn't know you knew anything about music. Sheesh, Pinks, if you would've told me sooner, I would've asked you to help me record some stuff! Yeah, let me see that."

As Vinyl replaced her own record with Pinkie's, the party pony grabbed hold of the arm of the DJ's chair and spun, spun, spun her around.

"Whaaaat aaaare yoooou dooooiiiiiing?!"

In just as swift a motion, she grabbed the headset and flung it in the opposite direction, tying the unicorn up in a suddenly long cord. When the dizzy unicorn – and the room – finally stopped spinning, she found herself wrapped tightly against the chair. After a brief, although halfhearted struggle, she chuckled at Pinkie Pie.

"I had no idea you were into this sort of thing, but uh, this feels kinda weird. N-not that I haven't messed around with the ladies before or anything. Just thought you wanted me to hear some of your stuff."

The madmare dug a hoof into the DJ's spiky mane. "Oh, you will. How much you wanna bet your neighbors would hate to hear what you're about to hear?"

"Probably. I gotta admit though, sometimes I lose track of time."

"They tell you they have to work in the morning, right?"

"Yeah, usually."

Pinkie took hold of the dangling headphones and casually tossed them up and down, looking over them curiously. She suddenly turned to the DJ, glaring coldly at her with those baby-blue eyes. Vinyl winced nervously, never having seen Pinkie look so absolutely venomous before.

She leaned in and growled, "Believe it or not, I sympathize with them. Despite my...current situation, I too have things to do. It's just that ponies have to be asleep in order for me to do them. So, when you keep them up all night, I can't get anything done!"

The unicorn could hear malice dripping from every syllable Pinkie spoke and it made her flesh crawl, her blood freeze. She wanted to struggle again, to break free, but every muscle in her body tensed up in fear. Why was she acting like this? What did she ever do to Pinkie Pie?

"I-I-I don't understand. What are you talking about?"

"Vinyl, Vinyl, Vinyl," she laughed, shaking her head, "don't you get it? It's the middle of the night. Ponies are trying to sleep," –Pinkie suddenly bared her teeth and hollered– "and I'm trying to work here!"

With that, the maniac slammed the headphones onto the DJ's head and moved every slider on the console as high as they'd go. She slapped the volume knob hard enough for to spin to its maximum setting. However, it continue to spin on its own, faster and faster and without end. A thin wisp of smoke began to pour from below the knob and a small shower of sparks flew. The needle finally touched down on the record, and after a second, an explosion of sound erupted straight into Vinyl's ears.

The unicorn screamed as her skull fought against the sudden overpowering shockwave, and it only got worse. Each throb of the bass stabbed at her eardrums, and the steady hum of electronic noise vibrated every inch of her head. It wasn't long before she heard a faint pop and then nothing. As the DJ thrashed in agony, the volume steadily increasing, Pinkie pulled the mare's signature sunglasses from nowhere and put them on, headbanging to the hellish symphony.

Vinyl could feel her throat being torn apart by her unending shrieks, but that was just the start. Little by little, she could feel warm drops of blood start to trickle from inside her ears and then from her nostrils. After only several, long seconds had passed, small red pools had gathered behind the headphones, the mare was leaking tears of blood, and a pair of red rivers stained her lips. Finally, her brain succumbed to the horrifically high decibels and burst inside her head, ending the mare's pain. Her head slumped over, her ruby eyes left staring at nothing, as her last breath escaped her.

A few moments later, the song came to a close, and Pinkie addressed the corpse. "So, what'd you think? Can I turn it up to eleven or what?"

Silence was her reply.

"Tsk, everypony's a critic."