The room was flushed with radiant white light as the three ponies appeared in the center of the room. All of them were badly singed - Twilight had only teleported herself and Spike at the same time once before. The lavender unicorn was surprised she was even able to do the spell without any serious side effects. Looking around the room around around the room, she recognized it as Fluttershy's cottage. Twilight had never even teleported herself this far at once, let alone three full-grown ponies. She grunted as she stood up from the floor of the cottage, walking to check the window. Nothing. She breathed a sigh of relief, at least they were safe for now.

Rarity moaned as she stood up, "Well I can't say it was the perfect escape," she said looking at her now unkempt coat,"but I'm never the one to argue with results." She helped Fluttershy back to her hooves, and strode over to Twilight. "I'm so sorry about Spike, I do wish there was something we could do..."

"There's no need to be sorry Rarity," Twilight said flatly, "you didn't do anything wrong, and there IS something we can do to help Spike."

"There...there is?" Fluttershy asked, still shaken from the events that transpired outside the library.

"And just what would that be, Twilight?" Rarity asked.

"Well," Twilight shied away, "I don't know just yet, but there's always something we can do. We have to, Spike sacrificed himself for us, if he's still alive, we have to.” As she said the words, Twilight felt a pit in her stomach. What if Spike wasn't okay? Twilight stopped her thoughts, she couldn't let herself think like that. She had to stay hopeful that Spike was okay. At least she had to try.

"Well whatever it is Twilight, we'll be more than happy to help," Rarity said.

"Really?" Twilight said a little surprised at her friends' eagerness to put themselves in harms way.

"Why of course, it's the least we can do after all Spike has done for us..." Fluttershy said weakly, obviously nervous about whatever lied ahead.

Twilight smiled slightly - she had loved her friends so much. This wasn't the first time they had put themselves in harms way for her, and Twilight had done the same. She had been truly happy for the first time in her life in Ponyville, thanks to her friends, she wasn't going to let that slip away. The word stuck in Twilight's head, like something had latched on and wouldn't let go. The word echoed throughout her mind.

"Friends..." The unicorn stared out of the cottage’s window.

"Umm... are you okay Twilight?" Fluttershy asked, concerned.

"I know what we need to do to save Ponyville," Twilight said slowly, "but first we need to find the rest of our friends."

= = = = = = = = = = = = = = = =

Applejack was in full gallop towards Ponyville. The cracks and yells were audible even all the way at Sweet Apple Acres. She just had to see what all the ruckus was about. She hardly had the time to even get away from the farm. She had spent the last day trying to get the Cutie Mark Crusaders down from the contraption they had built in the tallest apple tree in all of Sweet Apple Acres. Applejack still hadn't gotten a straight answer from her sister and her friends what exactly they were doing or what the device was, but she was simply relieved that they had been okay, and were now safely in their clubhouse... hopefully. Applejack chuckled at the thought of how she used to be just as mischievous when she was a young filly - it felt like it was only yesterday.

The orange earth pony galloped over a small hill and now Ponyville was in clear view. Applejack froze at the sight. There were plumes of smoke coming from Ponyville, flashes followed quickly by sharp, loud bangs. She couldn't believe her eyes, she knew she had to go in and help her friends. She began galloping towards the town but suddenly stopped dead in her tracks.

"Applebloom!" she yelled realizing that her sister and her friends were alone in the middle of the orchard. She turned tail and went into full gallop back towards the farm. She was bucking herself for even leaving in the first place. How foalish could she be to actually leave her sister when something was wrong. She wouldn't be able to live with herself if something happened to her and her friends.

Applejack shook her head, "Ah, horse feathers! Pull yourself together AJ, y'all can't be thinkin' like that," she tried to calm her nerves, but she knew that wouldn't happen until she KNEW the Cutie Mark Crusaders were safe. She was almost to the farm now, she had never run this fast, even when she and Rainbow Dash raced in the Running of the Leaves. She was completely out of breath as she slowed down on the dirt road leading into the farm. She saw a similar sight to Ponyville as she reached the farm. Applejack hid behind a nearby apple tree and watched the scene the scene. Big Macintosh and Granny Smith were both tethered in dark, magical chains, and trapped in a nexus. Three ponies in light-blue armor lay next to them. Applejack grimaced at the sight of her brother and grandmother disappearing along with the wounded guards.

Applebloom and her friends weren't in there, so there was still hope. Applejack began running towards the Cutie Mark Crusader clubhouse. She reached the clubhouse in no time, Applejack knew Sweet Apple Acres like the back of her hoof. She ran up the stairs, panting for breath. She looked inside the door Applebloom had made for the clubhouse... empty. They were gone.

Applejack stumbled down the stairs of the club house. She collapsed as tears fell from her eyes. She couldn't believe they were gone, they could be anywhere right now. She just couldn't believe-

She saw something whoosh past the corner of her eye. Applejack looked through the rows of apple trees, focusing on the speeding object. It was... Scootaloo on her scooter, with Applebloom and Sweetie Belle in the wagon.

"Applebloom!" Applejack called.

"Sis!" Applebloom returned, "Help!" The yellow filly pointing her hoof at four ponies chasing the wagon.

"Oh no ya don't!" Applejack said jumping back to her feet. She galloped in between the wagon and its pursuers. Applejack had to get rid of them somehow, but how? She noticed apples beginning to fall from the great amount of shaking caused by the chase. The orange pony stopped and kicked two falling apples into the two unicorns that were chasing the crusaders. "Two down, two to go," Applejack thought as she slowed down lining herself up in between the two earth ponies chasing them. One went to bump into Applejack, but she slowed down, causing the ponies to crash into each other. The pony who had attacked Applejack hit his head on a tree, and now was knocked out cold.

The last was now getting up off the ground, not expecting to be hit by his own partner. Applejack ran up to him and bucked him in the side, causing him to double over and get knocked out. Scootaloo steered the crusaders to Applejack.

"Applebloom!" the orange pony said embracing her little sister with tears in eyes, "don't y'all ever disappear on me like that again, ya hear?" Applejack heard shouting in the distance. "Ah, horse-feathers, you girls follow me, I reckon I gotta get y'all outta here before more ah those bad ponies come lookin' for us," Applejack said as she trotted away with the Cutie Mark Crusaders behind her.

= = = = = = = = = = = = = = =

Rainbow Dash and Pinkie Pie jumped down from the apple tree they had been hiding in. As the other ponies searched Sweet Apple Acres for them, they began to head back the way they came, intent on helping there friends with the troubles in Ponyville.

Rainbow Dash spoke up "Pinkie, I don't think I can do this," still wincing with pain from her broken wing, " you really should go on without me."

"Oh Dashie, you know I could never do that, we just need to find somepony to fix you up!" Pinkie Pie countered, "Come on silly filly, I know just the place we can go!" Pinkie Pie, clearly excited about the idea that had come to her, began bouncing away.

"Pinkie.. wait up," Rainbow Dash groaned," where are we going?" She questioned struggling to keep pace with Pinkie Pie.

Pinkie Pie began speaking very quickly, making it difficult even for Rainbow to understand, "Well, at first I thought we could go to Fluttershy since she lives outside Ponyville, but then I remembered that Fluttershy and Rarity spent the night at Twilight's house." Pinkie Pie continued to ramble as Rainbow Dash waited for the actual answer to her question. "Then I figured we could go to Applejack, but after what we saw from up in that tree, I'd say she's too busy to help."

"PINKIE! Where are we going!" Rainbow Dash exclaimed, slightly frustrated with Pinkie's lack of focus in the serious situation.

Pinkie Pie stopped, "We're here!" she squeaked. They were standing on the very edge of the Everfree forest.

Dash looked at the pink pony quizzically, "Umm, Pinkie this is the Everfree forest, I don’t think we're going to find help here..."

Pinkie Pie began to walk through the trees, "Well, we have another friend who lives outside of Ponyville, who also helped you fix your wings once before, so I think we will find help here." Dash sighed, realizing there was no way she could talk Pinkie out of this as she followed her into the forest.

= = = = = = = = = = = = = = =

Gates rushed through the palace halls, making short work of the few guards that he actually had run into. He didn't know where he should go, given that his order was only "run," but he knew who did know where to go: Sterling Moon. Spark had told her to leave quickly, so wherever she was going, Gates figured there was good reason he should be there too.

He tailed her out of the palace - she was escorted by about a dozen of the blue-armored guards, too many for Gates to take out all at once. He had to use stealth. He moved from cover to cover, much like he had with Leo, Firefly, and Vinh in the courtyard. Gates continued to follow the Princess's former advisor and her escort to the pegasus chariot dock. She stopped and gave orders to four of the Pegasi escorting her, "I need to be in Ponyville before things can get out of hand," she ordered sharply.

"Ponyville, huh? Why would she be going there? It's a bit small to be really significant this early on..." his voiced trailed off as he looked, remembering he was alone this time, "Oh, right... at least nopony heard that..."

Gates turned and headed towards the outskirts of Canterlot. He could see Ponyville from Canterlot and it was close enough to walk. However, he knew he couldn't take the roads without getting caught. He scanned the area as he left Canterlot. The only way he could get there in time to keep up with Sterling was if he went through... he froze at the very thought.

He had to go through the Everfree Forest.

"I can't..." he said nervously," I haven't been in there since..." he stopped himself - he couldn't let his mind get away from him, not now. He had to do this, he had no choice, his thoughts stopped as he came to the forest's edge. He swallowed his fear, charged his weapon, and went in.

Next Chapter: Chapter Six - Everfree Estimated time remaining: 2 Hours, 59 Minutes