"WHAT THE HELL!?" Midnight shouted as a ball of lightning flew past him. He had just barely dodged in time.

"Twilight what the hell was that you cast? *ZAP* SHIT!" He asked then was suddenly hit from the rear by a small lightning bolt. He turned just in time to see the orb hit him square in the face, sending him reeling into a bookcase, severely dazed.

"Oh no!? What do I do?" Twilight shouted as she picked up the book she had just pulled the spell from. She hid behind a large stack of books looking to the page she had just learned the new spell from. Her eyes going wide as she looked at the possible outcome of the spell if cast incorrectly.

*WARNING! Do not cast this spell during cloud cover, rain, late evening, night, fall, or winter. Serious side effects may include, Lightning, ball lightning, severe weather, spontaneous combustion of nearby materials, spoilage of food, headaches, nausea, and vomiting*

"You have got to be bucking kidding me!?" She shouted as a small lightning bolt zipped by the stack of books.

Twilight continued to read as she finally came upon what she was looking for, the counter spell for what she had just cast. After a quick read and double check she zipped from behind the books, her horn ablaze as a beam of magic shot out, hitting the magical orb of lightning. After a couple seconds it finally disappeared into thin air. Twilight gave a sigh of relief until she saw a signed black alicorn laying under a pile of books that had fallen atop him from his collision with the bookcase. She rushed over to see him out cold but breathing.

"Oh thank Celestia." She sighed in relief. She lay down quietly next to his side giving him a gentle nudge.

"Mmmmmmm, Ow that smarts." He groaned wincing in pain. He raised his head looking around, his vision finally falling onto the purple unicorn at his side.

"Well I take it that you found a counter spell?" He smirked pulling himself onto his haunches.

"Yeah, I was so excited to finally find an easy spell in that book you gave me that I failed to read the precautions and warnings. I'm sorry you got hurt." She pouted looking away.

"Hey, no worries. I survived didn't I? Besides, we can always learn from failure, It's not like you meant for it to go crazy." Midnight chuckled as he lifted himself up from the floor looking over some slightly singed feathers and fur.

"I know, but I should have been more careful, What if you were hurt worse?" She sighed as her horn began to glow casting a regeneration spell onto Midnight, fixing his burned feathers and fur.

"Ah, I've been through far worse that a little singed body parts. Even if I was hurt any worse, I'm sure you would have found a way to heal me if I was hurt to bad and wasn't awake to fix things myself.

"I know but still." Twilight began again but was cut off.

"Hey, no more beating yourself up alright? I'm perfectly fine now, and everything is back to normal." He smirked leaning down to just inches from her face looking her in the eyes.

Twilight blushed brightly as Midnight moved in closer to her. She looked away shyly before looking back into his gaze.

"Night, stop that, you know that makes me uncomfortable." She spoke quietly, unsure of what to say.

"Sorry, but sometimes it's the only way I can get you to stop beating yourself up. You are just one pony after all, and to be able to think and learn, one must be able to make mistakes at times in order to learn something new. I know you don't like failing at anything, but it only makes you a better pony in the end." He smiled ruffling her mane playfully.

Twilight gave a giggle looking up to Midnight through her messy mane. "I know, and thank you for helping me out. None of the girls will help me out with spell casting anymore since that last incident." She sighed thinking back to when she tried casting a multiplication spell on a cart of apples only to have them explode into applesauce on everything within a hundred yards.

"I don't think they will trust any of my spells for a while." She sighed looking rather dejected.

"Hey, no worries. I'll help out whenever you need it. Just make sure you double check your spells and counterspells before you cast them on someone and you should be alright."

"Thanks Midnight, you really are to nice to ponies at times." She smiled as she began picking up the books that had fallen from the shelf Midnight had been thrown into.

"I try." He smiled as he helped with the books. "So.............. I know you have other spells you've been looking to try. Any of them from that book I wrote for you?"

"Well, besides the one I just bucked up, yes. There are quite a few spells that I would like to try." She smiled as they finished with the books, finally fixing them properly onto the shelf.

"What spells were you interested in trying?" He asked as they walked back over to the book fortress that Twilight had hid behind during the lightning ball attack a few minutes ago.

"Well, do you remember that spell we used to get Luna's telescope for Hearthswarming?" She smiled.

"Yea, what about it?" Midnight felt a tinge of fear for a moment awaiting her response.

"I found another spell that is far older than the one we used. It has other affects and can summon other things than inanimate objects."

"So your saying that if its focused it can summon creatures from other planes?" he asked looking a little shocked.

"Yes, but it needs a large amount of magic to be properly 'guided' for it to work."

"Ok Twi, One, I won't help you with that spell. Two, I will not condone bringing another living creature into your world for any reason. And to further that argument, I want you to remember that I am from another world, pulled here without my knowledge and I am unable to return home. I know it was a fluke from that storm, but still. I will not condone bringing another creature to our plane of existence without their knowledge and approval, and anyone doing so purposely will no longer have my friendship. Is that understood?" He spoke in an authoritative tone looking down at Twilight who coward slightly.

"I-I'm sorry Midnight. I didn't think of that. I won't cast that spell. Please don't be mad." Tears began to well up in her eyes as she looked up to Midnight, A sigh escaping him as he sat down pulling her into a gentle hug.

"No, I'm sorry. I may have strong feelings about that specific subject, and you were only curious. Just promise me one thing. Think of your actions and the consequences to them before you act on them. It could save a lot of heart ache." He smiled at her as he let her go. Gently wiping away the tears that had formed.

"Alright." She smiled pulling the book from her side flipping to another spell inside it, then pressing it up toward Midnight's face. "How about this spell?"

Midnight looked at the spell recalling it in his head. He leaned to the side looking around the book to Twilight who just had an innocent smile spread across her face. "Are you serious?" he asked cocking a brow.

Twilight pouted a lip giving Midnight the most pleading puppy eyes he had ever seen. He face hoofed closing his eyes for a moment only giving Twilight enough time to move a little closer, trying even harder to look more pleading. He opened an eye looking to her.

"Oh God! Alright just please stop with the face. UGH! You know I can't resist that face." He groaned slumping over defeated.

Twilight smiled widely as she closed the book as magic began to make her horn glow.

"I'm just glad there is a counter spell for this one." Midnight sighed as a flash of light erupted from Twilight engulfing the entire room in light.

After a few seconds the light faded. Midnight sat there looking up to Twilight who had an 'OH MY GOD ITS SO CUTE!' expression plastered across her face. She came over to the now miniature Alicorn picking him up and hugging his now tiny frame.

"Awwwwwww, you're so cute!?" Twilight giggled hugging the disgruntled Alicorn to her.

"Yea, I'm just so cute." He croaked, stopping for a moment as he realized his voice had reverted to that of a child as well as his body.

Twilight gave a soft gasp pulling him away and holding him at arms length just under his arms. "Oh my gosh! Say something else." She smiled waiting.

"*ahem* Goo......goo." He spoke flatly making her fall over laughing and hugging him to her chest."

"Come on Twi it wasn't that funny." He smirked pulling himself away from the laughing unicorn.

"I know, but it was just the way you said it." She cackled still rolling.

After a few more minutes of laughter Twilight finally pulled herself together standing up and wiping away a tear from her eye.

"Alright, I'm going out for a bit. I'll be back later to have this spell reversed, and you had BETTER reverse it. I don't think I could stand being this tiny for a week." He groaned only causing Twilight to giggle and nod.

Midnight felt the gazes of every pony in town resting on his tiny frame. He had shrunk to just a little bigger than the Cutie Mark Crusaders. His normally bright fire mane and tail no longer a licking flame, but a normal mane that bore bright red and orange streaks along its length. His cutie mark still in place on his flank.

As he was walking though, he kept thinking about how his new temporary size could come in handy. Those thoughts quickly vanished however as he found his way toward the park. Upon arriving he headed toward the playground watching all of the younger colts and fillies playing together.

The jungle gym had at least five children while most of the swings next to it were occupied. There was even a small ship looking fort that had several foals playing on it.

"Hello?" a voice from behind Midnight caught his attention. He turned to see his three nieces standing there with a perplexed look on their faces.

"Hey girls, come to say hi to your uncle?" He smirked giving a playful grin.

"Uncle Midnight?" The shouted in shock looking at him, their mouths agape.

"Yea, Twilight cast a reversion spell on me a little while ago. Needless to say this was not how I expected to spend my day." He laughed in his higher pitched voice. Before anything else was said he was tackled by the three fillies who were all hugging him and talking at the same time.

"Oh my gosh! You're our size!

"OOOO Lets go play!"

"Can you still fly and use magic?"

"GIRLS Come on." He laughed trying to pull away only to be pulled back by the giggling trio.

"Come play with us." They all spoke in unison.

Without speaking he was drug along with the three fillies toward the jungle gym.

"So girls, why aren't you out trying for your cutiemarks?" He smirked trying to get them to go crusading instead of dragging him across the playground.

"We're trying to get them today, we thought we would try to have some fun though while doing it." Scootaloo smiled as she fluttered up the ladder on the jungle gym.

"And what exactly are you trying to get them in this time?" Midnight chuckled seeing Sweetiebelle failing at climbing the ladder behind Applebloom.

"Well, we're guna try and get them in gymnastics if we can. But ya gotta be nimble teh do that." Applebloom smirked looking down to Sweetiebelle who was finding it rather difficult to climb the ladder.

"Yea girls, I don't think I can do this. I'm not that nimble WHOA!" Sweetiebelle shouted as she slipped from the ladder falling toward the ground.

"SWEETIE!" Midnight shouted as he grabbed onto the falling filly with his magic, slowly lowering her to the ground.

As she was set softly on the ground a loud cheer erupted from the playground as well as some mixed whispers from a few different foals.

"That was awesome Midnight." Scootaloo shouted looking down to them.

Midnight gave a smirk picking Sweetiebelle up making her squeal out surprised as he floated her up onto the platform Scootaloo was on. He flapped his wings joining them as he landed softly next to Applebloom.

"It's nothing I wouldn't have done if i was my normal size." He smirked as they headed toward the slide.

"So what brought you to the playground Midnight?" Sweetiebelle asked as Scootaloo headed down the slide first.

"I didn't plan on coming here, I was just deep in thought and wandered through here. Guess you could call it a mixed blessing." He smiled as Applebloom was next to go down the slide.

"What do you mean 'mixed blessing'?" she asked sitting down at the top of the slide ready to go down.

"Well, had I not shown up. You may have gotten hurt." He smirked jumping onto the slide behind her, both of them going down the slide together, as they came to the bottom both crashing into the dirt laughing.

"Hehe, yeah, I'm happy you saved me earlier. OOO! Want to go play on the swings?" She smiled trotting playfully toward the them.

Scootaloo and Applebloom followed, Midnight a few steps behind them as they all jumped onto a swing each.

"Uh...... Midnight, somepony is guna have teh push us." Applebloom smirked at the Alicorn.

"Not a problem." He smiled as his horn began to glow. A soft aura appearing behind each of them as it gently began to push.

"Now why didn't I think of that?" Sweetiebelle asked non-nonchalantly.

As they kept to the swings, the conversation rolled back to Sweetiebelle.

"How has your magic practice been going Sweetie?" Midnight asked with a smirk.

"It's been getting much better, Rarity helps me when she can, Plus I heard that a new teacher will be starting at the school soon for everypony who graduates Cheerilee's class." She smiled.

"Oh really? Do you know who that teacher will be?" Midnight smirked again already knowing the answer.

"I heard its going to be some really old pony with a bug eye." Scootaloo emphasizing her disgust by sticking out her tongue and bugging one of her eyes out, causing the other fillies to laugh. Midnight rolling his eyes at their antics.

"So I guess the rumors were true, there is a new little colt on the playground." A loud voice came from behind the four on the swings.

Midnight turned to see a small group of larger colts just a few feet behind them, all having a smirk across their faces. The largest of the group was a Pegasus, at least twice Midnight's size. A ruffled tan mane and dark blue coat. A hammer on a cloud as his cutiemark. The second largest was an earth pony with a coal black mane and light brown coat, with no cutiemark. The third was a unicorn filly, about the same size as Midnight. A bright green mane and a brilliant yellow coat. her cutiemark being a daisy coming out of the ground.

Midnight smiled hopping off of his swing and trotting up to the three. His magic still pushing the girls gently as they watched.

"Hey there, I'm Midnight." He smiled raising a hoof to shake the largest of the three's hoof.

"Haahaha, lookit that. The squirt wants to be friends." The oldest laughed, causing the other two to follow suit. Midnight lowered his hoof back to the ground eyeing them suspiciously.

"Something tells me, you're not here to make friends." Midnight said cocking a brow at the eldest.

"Names Sky Hammer. This is Hoof Breaker and Hazel Vine, everyone calls her Witch Hazel though, and to let you know." The largest of the three leaned down getting right in Midnight's face. "We aren't here to make friends." He let out a snort blowing Midnights mane back.

The three fillies jumped off there swings moving to Midnights side.

"These bullies bothering you Midnight?" Scootaloo growled stepping up and flaring her little wings out.

"Oh ho! You're little filly friend guna save you squirt?" Sky spoke giving a smirk to the orange and purple filly making her recoil with a blush. Sweetiebelle next to trot up next to Midnight.

"She's not his filly friend." Sweetiebelle snapped, her voice cracking as she spoke.

"Oh? And I guess you are then?" Hazel spoke out, venom behind her voice, causing Sweetiebelle to recoil as well.

"None'o us are his filly friends, he's our...." Applebloom interjected but stopped as Midnight raised a hoof to silence her. He looked back giving the girls a wink, they all nodding and sitting down on their haunches. A grin plastered across their faces.

"We're just good friends is all. how about you three?" Midnight spoke in a calm voice.

"We're just here to take over the playground, maybe make a few bits from all of these foals." He smirked raising a hoof to Hoofbreaker who hoofbumped him back laughing. Hazel just rolling her eyes at the two.

"Oh really? Why would you do that? Doesn't daddy make enough bits for you to play with?" Midnight spoke out causing the Sky to snap his head toward him lowering his head slightly.

"What was that shrimp?" He growled.

"OOOoooooo he's guna get it now." Breaker snickered.

"I think he upset Sky" Hazel giggled.

The three fillies behind Midnight watched as everything began to progress much faster than they thought.

"You heard me. Why else would you be stealing bits from those weaker than you." Midnight smirked again causing Sky to snort and turn around.

"Midnight look out!?" Scootaloo shouted just as Sky bucked hard sending Midnight flying backwards into the sawdust under the swings.

Midnight lay there for a moment regaining his bearings as the three fillies rushed over to see if he was alright.

"Midnight are you ok?" Sweetiebelle came over helping the little Alicorn to his hooves. A small trickle of crimson running from his nose.

"Oh no you're hurt." Scootaloo cringed seeing the blood.

Midnight stood up trotting back over to the three, waving the fillies off as he did.

"Now why did you just buck me?" Midnight smirked causing Hazel to back peddle a little from how calm he was being.

"What? You mean this?" Sky bucked at him again, but this time he was ready, quickly stepping to the side as the hooves launched by his head.

"Yes, that would be the action I am referring to." Midnight yawned causing Sky to snort again in frustration.

"I did it because I don't like smart mouth colt's calling my father poor." He snapped bucking at Midnight again, only to miss.

"But wouldn't your family be poor if you had to result to violence to steal bits from other foals who have bits that their parents gave them? Unless of course your just a big bully who can't win a fight against anyone bigger than himself, and has to result in beating up on smaller ponies because they can't fight back." Midnight laughed.

Breaker and Hazel moved back seeing Sky fuming at the comments Midnight made. He began scraping the ground with his hoof, flaring his wings out to make himself look even bigger to try and scare Midnight.

"Oh you're going to pay for that comment." Sky growled as he charge the small Alicorn.

Midnight smirked seeing Sky's blind rage, stepping to the side and planting a hoof firmly into the ground in front of Sky causing him to fall forward into the sawdust.

*oof*

"Now now, there is no need for violence, I am sure we can come to some sort of agreement." Midnight smiled trotting up to just outside Sky's hoof reach.

"PLEGH!" Sky shouted spitting out some saw dust as he looked with an icey stare at Midnight. "The only agreement we can come to is me kicking you little flank!" Sky shouted as his wing flashed out knocking Midnight back a few feet.

"MIDNIGHT!" Sweeitebelle shouted as she rushed toward him only to find her hooves running on thin air. She gasped looking around finally seeing Hazel's horn glowing.

"Now now, we don't want to spoil the show do we?" She cackled levitating Sweetiebelle in the air.

Midnight rose to his hooves again only to get another quick buck into the dirt. Scootaloo and Applebloom rushed over tackling Sky to the ground as Midnight regained his bearings yet again.

"You little twerps *buck* better not get *roll* in the way!" Sky growled as he bucked Applebloom off and rolled over onto Scootaloo knocking the wind out of her.

"ENOUGH!" Shouted Midnight as his horn began to glow, his wings flared out. The shout alone gaining every ponies attention on the playground. All eyes falling on him.

"Oh? Guna save your little filly friends now twerp!" Sky laughed mockingly.

"As a matter of fact yes." Midnight gave an evil sneer, his magic quickly plucking the three fillies up and setting them behind him.

"Huh? Wait a sec, how can you have a horn and wings?" Breaker stepped forward confused as he was just noticing them.

Hazel gasped looking at the little Alicorn in shock. "You idiots! He's an Alicorn!" She shouted as she turned hoof to run away only to be picked up by Midnights magic and pulled back screaming in terror.

"An Alicorn? What's that?" Breaker laughed as he charged the small Alicorn also quickly being snatched up in a field of magic.

"It's what the princess is!" Hazel shouted in panic trying her best to free herself from the magical grasp.

"Oh crap." Is all Sky said as he was lifted up as well, knowing all to well now how badly he had bucked up.

The three fillies as well as the playground all cheered loudly seeing the bullies defeated.

"So now what should we do to them?" Midnight chuckled wiping the blood from his nose.

A mixture of shouts came from the playground. All tossing idea's to the young Alicorn.

"Turn'em into frogs."

"Give them pony pocks."

"Shave all their manes off!"

The last one got quite a few laughs until the next one came up.

"Tell their parents how mean they have been." shouted a very small filly as she walked through the crowd with a big pout on her face, tears welling up in her eyes.

Everyone went silent watching her. A little saddle bag on her side opened as she pulled a little dolly out and tossing it in front of her on the ground. "They broke my dolly because I'm little." She pouted, a little tear falling down her face.

Midnight looked to her picking up the doll with his magic and casting a restore spell on it, the doll glowed as the two pieces became one and the doll reformed. The filly smiled widely as it floated back into her waiting hooves.

"I think her choice would be the most fitting punishment." Midnight smiled as he trotted along toward a gazebo were many adults were located. The three in his floating grasp all crying out "NOOOOOOooooooo!"

After turning over the three children to their respective parents who all seemed shocked at first by the young alicorn holding their children in the air. The properly punished them, saying they would keep a closer eye on them the next time they came to the park, which by the sound of it. Wouldn't be soon. He made his way back to his three nieces whom all seemed a little shy at the moment.

"Girls? Something wrong?" He asked sitting down looking at them blushing slightly.

"Well.........." Scootaloo started.

"It's kinda what they said earlier." Applebloom spoke softly looking away.

"About us being your filly friends." Sweetiebelle squeaked out covering her mouth with her hooves as they all looked at him.

Midnight laughed loudly falling over. After a minute pulling himself back up.

"Heh, girls, I am your uncle. not your boyfriend. Don't forget that." He smirked at them.

"HEY!" they shouted running over to him.

"What if we wanted a colt friend?" Scootaloo asked before covering her mouth to hide behind her growing blush.

"Well then you would have to find one. I'm sure you three already know that I'm taken." he said as he kept trotting away.

"Yea, my sis has him wrapped around her hoof." Sweetiebelle chuckled seeing Midnights expression turn to shock for a moment.

"Well, even if that is true, I still couldn't be your boyfriend. I'm to old for one." Midnight spouted as they all began to walk away from the park toward Ponyville.

"Well you're not old right now." Scootaloo grinned causing Midnight to stop for a moment looking back at the now three grinning fillies.

"Why me?" Midnight groaned as he took off toward Ponyville laughing as the three fillies took chase.