The air was filled with the howls of the dead and dieing as the sun slowly fell below the horizon. Ponies all over stood guard watching the darkness creep up along the ground closer toward the town and Canterlot.

*CRASH*

"What was that?" Somepony shouted from behind the front line.

The audible sounds of trees snapping and crashing erupted from the forest as the sun finally dipped below the horizon.

"Stand your ground. As long as you remain in the light you will be safe." Midnight shouted as his horn glowed brightly sending out more light orbs, attaching to every living thing in Ponyville.

*SNAP CRASH*

The sound began to get closer as large footsteps began to sound off from within the forest. The sound slowed and the trees within the forest simply groaned aloud before snapping as what everypony feared finally showed itself from within the darkest depths of the forest. The Ursa Major pressed forth from the treeline, dripping blackness from its very being, it's eyes and maw run red with crimson darkness. It's mouth slowly opened as it reared back onto it's back legs lowering its head slightly as it let out a terrible roar causing a few ponies to run in fear.

"STAND YOUR GROUND!" Midnight shouted in the royal wee, although it sounded squeaky coming from his small frame.

"Heheheheeeeeee........... Do you really expect them to follow such a tiny specimen of your caliber? You are so small and helpless it is........... wait!?" The shadow began to speak, snickering at the small Alicorn before recognizing him.

"You're the one who saved those creatures in the glade!? YOU!?" It hissed loudly as it began to take form of a large bipedal shadow, It had no head and the face was part of the exceedingly wide torso, growing thinner as it went toward the ground.

"I'll take care of you myself." It cackled as its right arm shifted into a large sickle as it lunged toward the tiny Alicorn, only to stop, screaming in pain as it hit the light emitting from the orb floating above Midnight.

"I take it you like our magic." Midnight gave a wicked smile as he pressed forward, an audible his escaping the ground as the light drove away the shadows. Shadow Hunter hissed looking up to the Ursa Major.

"ATTACK!" It shouted as the Ursa Major erupted in a loud roar colliding its front paws into the ground charging forward toward the town.

Just as the Major was getting up speed it came to a halt as another roar erupted from behind the Ponies standing just outside of Ponyville along a long line. The Ursa Minor jumped over the line stopping in front of them as it stood up on its hind legs looking up to its mother. It began to call out, speaking in its own language to its mother. The Major stopped for a moment as if it had regained its senses looking at its baby.

"What are you doing?! KILL THEM!" The shadow snapped causing the Major to cry out in pain as it thrashed about, one of its paw smacking into its cub, sending it flying back and into a house crushing it to the ground. The Minor lay there motionless as its mother stopped, freezing in place. Seeing what she had done. Its crimson dark eyes and mouth turned to horror as it shook, dark tears began to run down its face as the shadow began to fall from its body.

"I SAID KILL THEM!" The shadow screamed at the bear causing it to come back to its senses fully. Its look of horror slowly turn to that of pure rage as it turned ever so slowly back to the shadow behind it. A deep rumbling growl escaping it as it spoke out in pony tongue.

"You have cause me to kill my young. I will not rest until I have snuffed your life from thise plane and all others." It growled out as it finally finished turning toward the shadow who just cackled at it.

"You have no power during the night. I AM the night!" The shadows cackled loudly as it grew to ten times the size of the Ursa Major, deep gashes across it in the form of laughing mouths and leering eyes.

"NOW!" Midnight shouted as his and every other unicorns magic peeked. They all released a huge ball of light that envelope everything within a mile of the town in a sudden flash. Every creature, be it shadow or other was washed clean of the shadow. An ear splitting scream erupted from every creature as they all fell to the ground.

"Quickly before the light disperses." Midnight shouted as every unicorn began to cast the light orb spell running through the area and attaching it to each and every creature, some casting the orbs within a specified distance from one another. They all moved as quickly as they could until the giant light orb began to flicker.

"FALL BACK!? Midnight shouted as his horn glowed brightly he grabbed every creature that had not been obliterated by the light and teleported them to safety.

"NOOOOOOO!!!!!" Shouted the shadow as the orb vanished and the darkness sped toward the barrier of the other orbs. It hiss madly as it began to assault the light with its very being. Hissing as the light melted away the darkness upon each hit. After a few minutes Shadow Hunter stopped. Staring at the town as it spoke.

"I will have you all eventually. Nothing can defeat me. You can only keep me at bay for so long. I will make you beg me to take you into my very soul. Even if it means I must destroy the land as well." It hiss as it slinked back into the darkness of the forest.

There was a moment of silence until somepony began to stamp the ground and cheer, others followed until the entire town was in an uproar. Many patting each other on the back.

"MIDNIGHT!" Shouted AJ through their telepathic link.

"OW! Dammit AJ don't yell like that." He scolded.

"We have a serious problem. Get to the farm quick." She cried out.

"On my way." He spoke through the link. Midnight looked to Twilight who was near him. "Trouble at AJ's, you're in command until I return." He spoke causing Twilight to nod in confirmation.

With that his horn began to glow as he disappeared into an array of light reappearing near AJ at Sweet Apple Acres.

*CRASH* *ROOOOOAAAARRRRR* *CRASH* *SNAP* *CRASH*

"What's going on AJ?" Midnight shouted over the noise.

AJ turned to Midnight, tears running down her face. "It's destroying mah trees. We gotta stop it or the town's guna starve." She cried helplessly looking to the falling trees.

"Dammit this is going to hurt." Midnight growled as he began to cast multiple light orb spells at once. They began to shoot out of the tip of his horn faster than could be counted as they flew over the field of trees landing at the tip of every still standing tree. He gasp finally stopping as he spent the remainder of his magic. Loud hissing coming from within the orchard as many shadow beast fell to the light other barely escaping.

"MIDNIGHT!?" AJ shouted running over to the fallen Alicorn as the picked him up cradling him gently.

"I'm fine AJ, just used up my magic is all. I should be alright in a minute." He spoke softly before blacking out.

Morning arrived much to the shadows dismay, bringing forth the light needed to bath the land in its glory. Another few hours to plan for the shadows next attack.

"SHIT!" Midnight shouted as he bolted upright gasping in a breath and looking around the room. It was bathed in magical and real sunlight as he sat there on the spare bed inside the Apple families home in Sweet Apple Acres. "Oh God what happened?!" He shouted in a panic as he sat there, stopping as he heard hoofsteps coming closer to his room.

*knock knock* "You alright in there sugarcube?" Ajs as as she knocked softly on the door.

Midnight lay back down onto the bed casting out a heavy sigh of relief. "Yea I'm fine. Come on in."

AJ pressed open the door trotting in and taking a seat of the bed next to the small Alicorn.

"What happened last night?" He asked looking down at his hooves laing onto the cover.

"That shadow thang creamed a bunch'o mah families trees. Ya made it in time to take care of'em but not before he took out over half of them. Without help the town may starve now." AJ whimpered looking down laying her ears back in defeat.

"I won't let that happen AJ, Not while there is still a breath in my body." He spoke in a determine tone. As soon as he finished he was swept up into AJ's embrace, who quickly and firmly planted a kiss right on his lips.

*POMF*

AJ broke the kiss blushing heavily as she gave him a giggle. "Thank ya sugarcube. Ah owe ya more than any pony in Ponyville right now. Ah don't think ah could ever repay ya, but I'd be more than willing to try." She smiled toward him as he sat there stunned, his mouth agape. She smiled pressing a hoof under his chin closing it gently.

"Come on now, lets get some breakfast." She smiled hopping off the bed and heading out of the room.

'GOD I love country girls.' Midnight thought to himself as he smiled widely fluttering his little wings as he floated out of the room heading downstairs.

"MIDNIGHT!" Applebloom shouted hurling herself into him and tackling him down the entire flight of stairs. They landed with a hard thud at the bottom, both hissing as pain set in fully.

"Ow ow ow ow ow ow ow ow ow!" Applebloom cried rubbing her head where it had hit the floor.

"OW!" Midnight gave one loud note as he flopped to the floor motionless.

AJ came rushing in seeing the two at the foot of the stairs. "Now dangit AB what'ave ah toldya about tackling anypony at the top of the stairs." She growled rushing over to check each of them.

"To not teh." She cried finally pulling her hooves from the throbbing bulge on her head.

"Thas right. Yer poor Uncle here could wound up hurt, and this feller is trying teh save our world. No go wash up, breakfast is ready." She scolded causing the little filly to limp into the downstairs bathroom.

AJ lifted Midnight from the floor who gave an audible hiss of pain. "Ow, easy there." He groaned as she flipped him upright onto his hooves. Setting him down. Midnight's horn glowed softly as the magic wrapped around his right wing folding it gently with a slight pop to his side. He gave a small wince of pain at the pop but sighed as the magic began to heal the area.

"That didn't sound to good Night." AJ looked at him with concern.

"Just dislocated. I'll be fine with a little rest today. I'll be able to fight tonight with no problem. Has anyone contacted you today?" He asked looking up to AJ as he rolled his wing slightly.

"Pinkie did earlier. Seems all the critters that survived last nights attack are all asleep and won't wake up, just like the Cake's. What do ya think is going on with them?"

"I'm not sure, But I think we can find out. I'm going to the library, I'll need Twilight's help." He spoke as he sat down at the breakfast table.

"But first. I think breakfast is in order." He smiled as he dug into a plate of apple pancakes.

A short time later he arrived at the library. Walking in quietly looking around to see many ponies working feverishly at their tasks.

"Midnight, Are you alright? I heard what happened at the farm." Twilight rushed over picking him up in a hug.

"I'm fine, but we have more pressing matters." He began but Twilight interrupted

"I heard about the animals as well. Everypony filled me in on the issue. Did you have a plan?" She asked him looking far more concerned.

"Yes, we need to go to the Cake's at the hospital." He said causing Twilight to pick him up without warning with her magic and teleport directly into the Cake's room at the hospital.

"Wow, that felt different." Midnight said as he swayed slightly from the sudden teleportation.

"Sorry, it's just that we don't have a lot of time and need to hurry before nightfall."

Midnight nodded as he hopped off her back and onto Mr. Cakes bed. "Remember that memory spell you used on me that caused us to switch bodies?" he asked causing Twilight to nod.

"I want to go into his mind to see whats keeping him from waking up." He said as his horn began to glow. "You stay out here, If I seem to be in distress then wake me." He said as he pressed his horn to Mr. Cakes forehead.

*FLASH*

Midnight blinked a few times as he looked around. Two rows of door heading down a seemingly endless hallway.

"Take me to Carrot." Midnight spoke as he stood quietly in the same spot.

*click*
*whiiiiirrrrrrrrrrRRRRRRRRRRRrrrrrrrrrrrrrrr*

The rows of door on either side of him moved slowly, gaining speed then slowing back down as a door rush to just within a few feet in front of him. It stood out from the other doors as it was covered in a black shadow that moved slightly in distortion. Midnight lowered his horn casting the light orb spell. A loud shriek escaped from the door as the shadow disappeared. He stood there for a moment hesitating as he reached for the door.

"Midnight?" A voice called from behind him causing him to whip around, his horn ablaze with light causing Mr. Cake to gasp and hunker down covering his head in fear.

"OH! Mr. Cake!? Thank God you're alright." Midnight spoke as he helped the baker to stand.

"What's going on? Where in Equestria are we?" He spoke out confused.

"We are in your mind." Midnight smiled hugging Mr. Cake happily.

Carrot hugged back still confused. "Is this some type of weird magic spell?" He asked.

"Yes, but now you're safe. Let's wake you up now." Midnight smiled canceling the spell before Mr. Cake could ask another question.

*FLASH*

Midnight awoke seeing Twilight smiling, her face wet with tears seeing Mr. Cake flutter his eyes open. Pinkie giving him a death grip hug as she bounced happily as well.

"Girls, lets give him some air. We still need to wake Mrs. Cake and all of the others." Midnight spoke causing the girls to sit back. Pinkie wiped some tears from her face moving over to Midnight and picking him up giving him a kiss on the cheek as she held him to her chest facing away, standing on her hind legs and nuzzling the top of his head as he spoke.

"Mr. Cake, let me fill you in on the current events." Midnight spoke in a serious tone.