Twilight set out toward her library, she needed to go through a few books on how to set up a wedding ceremony. She knew Pinkie would know, but she needed to know in case a few things might pop up. That plus she had to break the news to Spike. Knowing him and his crush on Rarity, he wouldn't take this to well.

After a few minutes walking she finally made it to the library. As she walked in she saw Spike placing books on the shelves. After Midnight had organized them all it was just a simple task to put them into their respective places.

"Hey Spike, I need to talk to you about something." Twilight began catching the young dragons attention. He placed the last book in the pile he was carrying onto the shelf and sat down next to Twilight looking at her intently.

"What's up?"

"Well.........." She hesitated for a moment seeing his innocent face looking at her, waiting for whatever she was about to say. She knew this was going to break his heart but she had to let him know.

"You still have feelings for Rarity don't you?" She asked making him blush a little.

"Yeah....... but I realize that its just a crush really, plus Rarity always has stallions asking her out. I doubt I would have a chance anytime soon. Maybe when I'm older though." He said looking a little sad at what he had just said.

"Why do you ask?"

Twilight felt a twinge of fear for a moment as the moisture in her mouth became dry making it hard for her to speak.

"Well, what if she got married to someone?" She ask causing Spike usually friendly demeanor to take a nose dive.

"I wouldn't be happy with that at all................" His demeanor changed quickly back to sad. "But........ I never truly let her know how I feel about her so it would be my own fault for not asking her sooner. So I guess I could be ok with it."

Twilight hugged Spike close surprising him. "That's very grown up of you Spike." She released him from the hug pulling back and sitting back down to continue. She took a deep breathe to relax then spoke.

"Midnight asked for her hoof just a short while ago." Twilight watched Spike as his expression went from shock to rage then back to sadness, then to her surprise happiness.

"That's pretty cool. I know Midnight will take good care of her. He just seems the type ya know? I'll still be there for Rarity though if she ever needs me so it won't be a total loss right?" He smiled picking himself up and moving back to putting books onto the shelves. Twilight came up to him giving him another hug then went to search for a book on wedding ceremony's.

Back at the boutique, Rarity and Midnight were fairly busy. Rarity still had many orders to fill and Midnight was doing his best to help her. His knowledge on making clothing was limited to say the least, but when it came to Pony clothing he knew nothing about it. Rarity was running back and forth gathering supplies while Midnight just watched. After a short period though he began to get bored since Rarity insisted she do everything herself.

"Hey hun. I'm going to go out for a bit, Your working rather hard and I feel as if I'll just be a distraction. I think I'll walk around town a little, clear the air some." Rarity smiled at him giving him a quick kiss as he walked out the door of the boutique.

Upon exiting the boutique he began walking around with no particular place in mind to stop at. He made a large circle around town, many ponies waving to him as he walked by. Before he knew it his stomach growled at him. He gave a puzzled looked to himself. He didn't feel hungry but apparently his stomach had other intentions. He gave a chuckle to himself and headed to the diner that he, Twilight, Rarity, and the Princess had previously went to. Entering the diner he grabbed a seat in the back corner away from the many prying eyes. The waitress from before came back handing him a menu. She looked nervous.

"Well hello again my dear." He smiled as he took the menu with his magic, setting it onto the table. She cocked her head to the side.

"I-I'm not sure I remember you ever being in here sir. I'd think I'd remember you." She smiled sheepishly causing Midnight to chuckle.

"Well the last time I was here I was human. Twilight changed me into a pony but it was an unexpected miracle that I turned into an Alicorn. No hard feelings." He laughed causing her to smile as she remembered him.

"Charles? Is that really you? I didn't think transformation magic could turn another creature into an Alicorn. I must say though you are striking as a stallion." She beamed at him.

"Well thank you......... I'm sorry I don't remember catching your name." He said giving her a nervous expression.

"I'm sorry I should have introduced myself before. My name is Plum Sweet." She smiled.

He smiled back. He raised his menu and placed his order. She took it back to the kitchen as he waited patiently for his food. As he was waiting he watched out the window. The world crept by as he watched ponies go about their business. Many he had talked to before waved while others smiled. It would continue this way for a while until he noticed the Cutie mark crusaders and Applejack walking past. He remembered what Rarity had asked and gave a nervous laugh to himself.

"Oh god, what if AJ thinks I was going to ask her?! What do I do?" Just as he was thinking this, Plum Sweet came back to his
table with his order.

"Here you are sir." She chirped causing Midnight to snap his head back around quickly.

"Oh my........ sorry about that. You just startled me is all." He laughed.

"No no I'm sorry, I shouldn't have broken your train of thought." She gave a saddened smile.

"Heh.......... it was that noticeable huh?" He gave a nervous laugh.

"You seemed pretty focused, I didn't mean to interrupt. Something you'd like to talk about?" She said placing her order booklet onto the table.

He nodded to the seat across from him as he began. "Well, I don't know how to really talk about this." He began.

"I told three little fillies today to call me uncle. I only meant it to make them happy, but at the same time one of their sisters was in the room. I had initially planned on asking her to marry me in the near future but after what I had said I didn't have much choice but to ask her to marry me right then. She said yes of course. But now my only fear is about those three fillies. One of them aside from my fiance has a sister also. I'm just afraid that if she says something to her big sister that I may have a crisis on my hooves." He sat there with his head lowered looking at his food. Awaiting a response from Plum. He raised his eyes to meet hers. She was smiling widely with a dreamy look in her eyes.

"That is so sweet." She smiled widely. "But don't you worry yourself. I'm sure that everything will work out for the best." She stood up walking over to Midnight and gave him a hug then went back to the kitchen. Midnight gave a hard sigh as he took a bite of his food. After a few more bites a knock came at the window next to him. He looked up to see AJ standing there, a smile across her face. He could hear muffled voices talking next to her. She looked down and talked to them for a moment, then three little fillies popped up pressing there faces to the glass.

"UNCLE MIDNIGHT!" They all yelled in unison then ran inside of the restaurant to him. AJ stood there for a moment puzzled then followed them in.

"Uncle Midnight!" The three fillies shouted as they all came up to the table leaping onto him. He gave a laugh hugging the three then sitting them down. They took a seat across from him as AJ approached the table. She had a raised eyebrow at Midnight questioning him without words. He gave a sigh as she sit down next to him.

"Yes, I'm an uncle now AJ." He laughed.

"To all three o'these youngins?" AJ laughed.

"Only because I asked them to call me uncle." Midnight said looking at them causing them to giggle.

"That and I asked Rarity to marry me." He said rather quickly taking a drink from his lemonade.

"WHAT!?" AJ shout causing the restaurant to stop for a moment then pick up again. She lowered her voice this time looking at Midnight as if he had just torn down half an acre of apple trees on her farm.

"Uh............... yeah. I asked her to marry me earlier. Heh. I-is that a bad thing?" He asked as AJ raised a hoof and punched him in the arm. Midnight recoiled at the punch.

"Ow! what was that for?!" The three fillies laughed from across the table. Seeing the smile on AJ's face.

"That's fer not lettin me kno'bout this ahead'o'time, Rar is one'o mah best friends. Ya coulda at least let me know so I could watch the whole scene play out." She smirked.

"Heh, I honestly figured you would of punched me from me getting yer sis to call me uncle instead of that." Midnight laughed but then stopped realizing what he had just said. He turned to see AJ's face completely flushed bright red through her orange coat. A shocked and awe expression across her face as what he said finally hit her. She was staring a hole through him as he began.

"AJ, its not what I meant it to be. I just thought it would be cute if they called me uncle instead of just Midnight all the time. At least with Sweetiebelle it's true though, heh. I honestly didn't think of anything else beyond that. Please don't be mad."

AJ sat there for another minute before taking a deep breath. She looked up to Midnight with a smile as she began. "Ah'm not mad atcha. Ah just wish ya had thought it through a lil more thoroughly afor you said anything. It would have caused alot less grief over time. Heh, but then again." She grinned wickedly rubbing her chin looking away from Midnight toward the ceiling as if imagining something.

"Ya know, being married to an Alicorn don't sound half bad." She smiled at Midnight again causing his firey mane and tail to nearly explode. Just as soon as the flames erupted from him they disappeared completely. His eyes turned white and he fell forward onto the table out cold. His flames slowly came back after a few seconds. AJ sat there in shock for a moment then reached over shaking Midnight a little. He gave out a groan pulling a hoof up to his head.

"Ow. Please don't do that AJ. Kidding or not, I'm kinda gullible when it comes to jokes." He said as he shook his head.

AJ smirked putting an elbow on the table looking at him. "Who said I was joking pardner." She laughed causing Midnight to look at her questionably. He shook his head laughing a little. The three fillies across the table just watched, giggling a little at the antics. Midnight looked back to her, AJ with a serious expression on her face this time. Midnight felt a cold chill
run down his back causing his mane to fluctuate for a moment.

"AJ are you serious?" He asked as he kept looking at her. After a minute AJ couldn't hold it in anymore. Her pokerface broke as she burst into a fit of laughter. Midnight groaned as he knew now that she was playing him like a fiddle.

"AJ, That has to be one of the meanest jokes that has ever been played on me." he smirked taking another sip of his drink. AJ looked at him with a raised eyebrow. "How was that mean?" She asked.

"You had my hopes up." He smirked taking another drink causing AJ to literally fall out of the booth onto her side, The three fillies gasped at the comment then saw Midnights expression then burst out laughing again. AJ pulled herself together and stood back up giving a glare to Midnight then laughing.

"Alright sugarcube I guess we can call that even."

After another couple minutes and having payed for the meal they all left the diner. The Cutiemark Crusaders found a comfortable spot on Midnights back right between his wings as AJ walked next to him. It was starting to get a little later in the evening by this point so he walked AJ home. The girls decided to make it a sleepover night at the farm so they hopped off Midnight making their way inside. Midnight gave a slight chuckle watching them run inside. He sat down onto the porch near AJ who had took a seat in a rocking chair.

"AJ......" he began. "I know I asked Rarity to marry me but I cant help but keep thinking............." He trailed off.

"Thinking about what?" AJ asked staring out into the sunset.

"Well, I have spent a lot of time with Twilight, You, and Rarity since I've been here. RD taught me the basics to fly. and Pinkie is just......." He trailed off again trying to find the words.

"Being Pinkie?" AJ finished causing him to laugh. "I've not spent anytime with Fluttershy, but she seems nice as well." He continued. I can't help but think that I'm rushing into getting married to Rarity. I understand her feelings toward me and I feel the same."

"Then whats buggin ya?" AJ asked.

"I'm not sure............... It feels as if I'm in a fairytale story. It all seems to good to be true, yet I cant help but think that something bad is going to happen." He gave a loud sigh flopping down onto the porch. His mane and tail now glowing a bright orange in annoyance with himself. AJ pulled herself out of the chair moving to Midnights side taking a seat. She ran her hoof over his head and mane trying to comfort him. He smiled up to her.

"Thanks AJ, you really are an awesome friend." AJ smiled and continued the petting for a few more minutes until she saw his ears perk up point forward. He raised his head from it's spot on the porch looking forward into the distance. He strained his eyes to see what it was in the distance. As the seconds wore on he could see something just above the ground barreling toward them.

"Rainbow Dash?" AJ said as she came into view. RD was flying as fast as she could coming to a quick stop just feet from Midnight and AJ. She sat down panting heavily.

"Whats wrong RD?" Midnight asked standing up and moving to her side.

"Cloudsdale.........trouble............need............help." she managed to pant out as she tried to catch her breath. AJ looked worriedly toward Midnight, He gave her a nod picking up RD and putting her on his back. She started to complain but they were launched into the air before she could get out even a word.

"Were is Cloudsdale?" He asked as he began to pick up speed. RD panted a couple more times pointing into the direction her home town was in. He banked slightly as he began to pick up speed again.

He looked back to her noticing she had caught her breath and was finally able to speak, she was getting ready to jump off and take flight but was held there by Midnights magic.

"Hey what gives? I can fly ya know!" RD yelled.

"Stop it and just tell me whats going on with Cloudsdale!" Midnight growled causing RD to flinch.

"It's the weather factory! Something went wrong with the rain cloud machine and it went haywire sending out more lightning clouds than we can handle. It's getting worse every second. I can't deal with them alone, and every Pegasus within 50 miles is there helping out trying to destroy the clouds. Alot of them are getting hurt, even the Wonderbolts are there helping out." She said still trying to escape the magical grasp.

"RD I need you to hang on. How far is it to Cloudsdale?" He began flapping harder and harder, the wind rushed past them quickly as RD responded. "About 40 miles in that direction." She pointed ahead of them. "Why do I need to hang on?" She yelled over the wind.

"Because we are about to hit mach 2." Midnight yelled as he encased them in a shield, using magic he propelled them quickly forward breaking the sound barrier. With another flap they doubled the speed to almost 1600 MPH. RD looked forward as they rushed through clouds within a blink of an eye. A smile spread across her face until they slowed coming
toward the city now surrounded by literally thousands of small lightning clouds. Midnight stopped, hovering in place as he looked around, the shield still up around them. Pegasi were flying around kicking clouds left and right. He was about to say something but the shield was suddenly hit by a large bolt of lightning causing them to scream out in surprise. Midnight growled right after.

"Lightning muffle!" He shouted causing the shield to fluctuate momentarily. RD looked around seeing lightning strikes but no thunder.

"What just happened?" She asked looking at Midnight who had a determined face.

"Magic." He said releasing the hold on RD. She jumped from him hovering next to him. "RD listen up. I'm going to need your help. I'm going to give you the ability to give these other Pegasi a shield to block the lightning but not all of the sound. All you need to do is touch them. Also I've seen a few get hurt from the lightning, If they are hurt the shield will heal them as well. When they have the shield tell them they can also do that to others and give them the same directions, just touch another pony. My shield will act as a lightning rod drawing all of the clouds to me, but Ill need to concentrate to do that. Get to everyone and let them know." He smirked touching his horn to her forehead making the tip glow. A small bubble shield wrapped around her as she saluted Midnight and shot off. Talking to one pony. They split up and doubled in bubbles. which kept repeating until light pink bubbles were now buzzing around Cloudsdale.

Midnight concentrated causing all of the storm clouds around Cloudsdale to begin to swarm in his direction. He felt a pang of nervousness as they swarmed all around him. Lightning bolts shot out hitting his shield repeatedly. Eventually everything turned a bright white and stayed that way. He strained his eyes closed but could still see the light through them. He concentrated harder this time his horn glowing brightly as the clouds were now swarming him. He could hear a muffle yelling through the clouds.

"Were almost done everypony, don't quit now!" RD yelled. After another couple minutes the light began to die down to
just a few lightning strikes. A swarm of ponies were all around Midnight now as he opened his eyes panting from using his magic so strenuously. His flaps got weaker as he began to fall slightly.

His shield fluctuated and then disappear as did all of the other shields on every other pony. His flaps slowed to a stop as he began to freefall. Several Pegasi including RD rushed to his aid. One grabbing onto a cloud as three others grabbed him slowing his decent. The one who grabbed a cloud quickly flew down and under Midnight letting him land softly onto it. He laid quietly on the cloud completely sprawled out. his wings lay limply to the sides as he took in deep breaths. RD landed next to him gently pressing her nose to the side of his head. He kept panting but opened an eye giving her a smile.

"He's alright!" RD yelled causing everypony within shouting distance to cheer loudly. She looked back down to him giving his nose a poke to get his attention again. He looked up to her as his breathing began to slow and become normal.

"You are something else." RD smirked as she crawled up and under his right wing pressing next to him. He smiled closing his eyes again and drifted off to sleep. It was late in the evening and he had completely spent his available magical power that he was used to using so far. It would take much longer for him to develop himself to use more power. But for now, it was a welcome treat to lay on a cloud and fall asleep.