"Midnight? Are you here? Can you hear me? Why is everything so messed up in here?" Twilight asked as she looked around the long hallway. Instead of its normal straight look it seemed as if someone had grabbed each end of the hall and twisted it like they were wringing out a towel. She trotted slowly down the hallway looking at the doors as she went. Ever so often there would be a loud crack of snap that would surprise her. After a short time of walking however she came up to a door that had a large crack through it. The door was almost completely split in too, and was seeping the memories of that specific room through the little crack. Twilight avoided the door and kept walking but after another ten minutes came to a halt as she was getting nowhere. She took a deep breath exhaling to try and alleviate her tension before speaking.

"Take me to Midnight." She spoke out loudly, the echo resounding off the walls in a terrible crying noise. A loud click was heard as was normal in his state of mind before a loud scraping that sounded like metal against metal was heard. Many loud cracks and snaps could be heard as the hallway began to zip past her toward the final door at the end of the hallway, coming to a sudden halt just a few yard from her. She walked slowly toward the door, watching as it began to malform and contort from something inside that was pressing on it. The door stopped suddenly before the middle of it pressed forward with a terrifying scream of someone as a human face attempted to press through the door. Twilight jumped back terrified at the sudden sight.

"Midnight? Can you hear me?" Twilight shouted as it echoed off the walls once again.

"Twi.......light................" Came an echoing voice as if it was talking softly then gaining in volume.

"Midnight! Where are you?" She shouted, finally happy to hear his voice.

"You...............need................to..............leave............" He spoke out slowly through pained words.

"Where are you? Why do I need to leave?" She shouted.

"Dangerous..........to stay here................ loosing control......... of magic.............. Human self............trying to come back..........." The words echoed softly as he spoke out.

"What do you mean human self Midnight? How is your human form...........supposed..........to........" She trailed off as the door in front of her contorted once again, the face of a human pressing against it with the expression of pain and rage etched into its very form, hands pressing harder outward as if trying to grab Twilight. She back peddled quickly as it swiped at her.

"LEAVE! Or we both die!" Shouted Midnight as his voice echoed repeatedly off the walls, Twilight covering her ears as it pierced her skull causing her to fall over in pain.

*FLASH*
*THUD*

Twilight fell to the floor in a heap, sweating profusely as she looked around her seeing many different ponies. After a minute she had been placed onto a bed nearby. Doctors taking her vitals as she laid there panting for breath.

"W-what happened?" She mumbled out catching a doctors attention.

"You are luck to be alive Mrs. Sparkle. You suffered a severe magical backlash from Mr. Flame there. I am surprised to see you conscious. The doctor spoke as he placed a magical IV into her fore arm.

Twilight winced slightly at the sudden pain as she began again. "Magical backlash? That's not possible. His magic level is to low for that to happen." She grumble sitting up in her bed pressing a hoof to her head to keep the room from spinning.

"Lay back Mrs. Sparkle, Mrs. Zecora advised us of what the problem was and we are in the process of saving Midnight." He spoke out as he gently pressed her back into her bed.

"What happened to him? I was in his mind and he told me that his human side was trying to take over." She sighed looking over at Midnight.

"WHAT!?" Shouted the doctor as he turned back to the group surrounding Midnight. He ran over to a spot on the wall hitting a large red button. "EVERY PONY OUT! EVACUATE THE BUILDING! CODE STRATUS!"

Within three minutes the building had been evacuated. Twilight was pulled from her bed and dragged hurriedly out of the building. Her IV bag between her teeth as they went. As they finally came to a standstill outside Twilight began.

"What in the hey is going on? What does code Stratus mean?" She growled to the doctor tugging her along.

Your friend is about to have a magic meltdown. His body has been rejecting magic since his apparent transformation due to your spell. His species was not akin to magic and being exposed to a form that could very well move the stars has caused his body to reject the magic. At this point one of three things could happen." He began until a scream could be heard from inside the hospital which shook the very ground they walked along. "And im afraid it may possibly be the worst of the three." He lowered his head as the screaming grew in intensity.

"What do you mean? What's happening to him?" Twilight shouted over the screams but got no answer. She made a mad dash toward the hospital but was immediately picked up in a magical field and a magical ring placed onto her horn as she fought back.

"LET ME GO! I NEED TO HELP HIM!" She shouted in pa panicked voice as the screams began to die down, replaced by a slowly growing hum.

"If you go in now you will die! Every pony, lets gain some distance, we don't know how far the field is going to spread." The doctor shouted as the hum grew louder, everypony in the area pushing or pulling injured ponies left and right away from the hospital as Twilight was dragged through the air away as well. She looked back in time to see a bright white orb with many holes in it begin to grow in size around the hospital, it kept growing and growing before stopping and maintaining its shape for just over a minute before collapsing inward. As it collapsed it left a bright sparkle in the air and took all of the color in the area with it leaving everything a monotone grey before slowly regaining its color.

"IT"S OVER! TEAM 3 GET BACK INSIDE TO CHECK ON HIM, THE REST OF YOU BRING THE PATIENTS BACK INSIDE!" The doctor shouted as they all began to move back in. As soon as twilight was released from her bindings she tossed the ring from her horn and rushed back inside. Making a few quick turns she finally arrived back into Midnight's room. Upon entering she gasped loudly at what she saw, falling to the floor in shock.

In the bed before her was not the Alicorn she had grown to love, but Charles, the being that she had transformed him into. She walked over after regaining her senses and placed her head at his side, tears slowly falling from her face as she spoke.

"Oh Midnight, what happened to you?" She wept but stopped as a soft groan escape the human.

"Ugh........ Twilight........... did you cast another weird spell on me? Cause it feels like i've been run over by a train again." He groaned pulling a hand up to his face and rubbing it gently. After a few seconds he stopped, his hand still on his face as he spoke.

"Twilight, I feel my fingers......." He paused as he wiggled his toes. "And my toes.......... Please tell me that I'm not human again." He spoke out in a slightly shocked voice.

"Sorry Charlie." Was all that left her mouth before he pulled his hand away from his face staring as he wiggled his fingers then turning his head to the side to look at the mirror just a few feet away, then turning back to look at Twilight. He gave a soft laughed before his eyes rolled back into his head and he fell back onto the bed out cold.

"CHARLIE!?" She shouted jumping up next to him and giving him a shake.

After about an hour and notifying the girls and the princess', They had all arrived at the hospital and stood silently in his room. The IV had been removed and replaced with a saline drip so that his body would not reject any more magic.

"Ugh! What happened...........WAIT!" Charles spoke as he finally came around once again, catching every ponies attention as his eyes shot open.

"Don't panic my dear." Celestia spoke up as she quickly came to his side. "You are going to be fine." She smiled nervously at him.

"Ok, quick check here......." He said as he wiggled his fingers and toes. "Eeyup, human again." He sighed in defeat. "how in the hell did this happen?" He groaned rubbing his face.

"Well, That is what is puzzling, but I think I have an answer for you. I am sure you are aware that when you arrived in our world some time ago that this world is filled with magic used by every living and nonliving entity here."

"Yeah, so." Charles spoke up.

"Well, you having never experienced magic before and then suddenly being turned into an Alicorn within a short while of being exposed to said magic overwhelmed your body. As time went on your body began to use the magic and at the same time reject the magic as your body was trying to convert back to your original form. Over time it built up as an immune response and your body finally pushed the magic back, storing all of the energy in your body." The doctor smirked as his horn lit up and he cast a spell on Charles' frame, His stomach quickly beginning to glow before it faded quickly.

"Does this mean he will remain this way?" Rarity spoke up coming to his side and nuzzling him.

"To be honest, I don't know. It seems that any magic that is cast on him is quickly stored into the spot in his stomach area. The spell I just cast was supposed to stop after two minutes. It last roughly ten seconds. So the only thing I can tell you at this time is that his body is constantly pulling magic into itself and storing it. For what purpose, I haven't the slightest idea. Maybe to turn him back into his other form, maybe another reason entirely. But for the time being her will remain the way he is. If any further symptoms begin to show, he will need to come back to the hospital quickly."

Everyone looked at Charles in a somewhat shocked state.

"Well that sucks." Rainbow Dash said breaking the silence.

"And why is that?" Charles chuckled.

"You can't walk on clouds like that." She smirked giving him a wink only to make him face palm and chuckle.

"You are something else Dashie."

"So what do we do now Doc?" Pinkie piped up.

"Well, he is free to go. Just as long as somepony is with him and can bring him back if he begins to have any other symptoms." He said as he looked around the room.

"Sounds good to me." Charles chuckled as he pulled his legs over the side of the bed and heaved himself up only to fall flat on the floor in a heap. "Well........... I guess I had better learn to walk on two legs again before I can get around." He chuckled causing the others to laugh.

After a few minutes of relearning to walk and a slow walk back to the boutique with many ponies in tow he made his way inside leaning gently on Rarity as they came through the door, the bell signalling their entrance.

"Rarity? Is that you? How is Uncle Midnight?................" She trailed off as she came into the parlor of the boutique, freezing as she saw Charles standing there, his hand on Rarity's back to help keep his balance.

"U...un. uncle Midnight?!" Sweetibelle spoke as tears began to well up in her eyes.

"Oh Sweetie, I'm so sorry you had to see me like this." He sighed kneeling down as she ran and jumped into his arms crying softly into his chest. He took a seat on the floor nodding to Rarity and the others.

"Applejack, Rainbow Dash, can you two get the other crusaders please. They will need to know about this as well." Rarity sighed as they nodded and left the boutique..

Celestia stepped forward presenting a small bracelet to Charles. "My dear, Please wear this. If at any time you need me or Luna simply squeeze the band and think of us. We will appear as quickly as we can." She smiled giving him a gentle nuzzle, he reaching up and giving her a hug in return. Once they separated they left the boutique returning to Canterlot.

A short time passed as Applejack and Rainbow Dash returned with the other crusaders who immediately ran to the human and jumped into his awaiting arms. He sat down on the couch looking at the teary eyed fillies.

"Girls, I am perfectly fine, please stop crying." Midnight sighed hugging the three fillies closer.

"B-but, Uncle Midnight, yer not a pony no more." Applebloom wept softly looking up to him.

"You can't use magic or fly anymore." Scootaloo cried.

"What happened? Why did you turn back?" Sweetiebelle spoke into his chest rubbing her face roughly against him.

"I don't know girls. My body just didn't like the magic so it sealed it away inside me, right here." He said as he placed a hand over the area that had glowed earlier showing the magic being locked away within him.

"Can't ya turn back?" Applebloom asked giving him the most pitiful expression she could muster. He gave a sigh hugging the three close again as he spoke.

"I'm sorry girls, but right now I'll have to stay like this until things can be sorted out. But don't you worry. Uncle Midnight can still play." He smirked giving them a wink making them giggle.

"Come now girls, it's getting late and we have all been very worried about your Uncle. He will be here tomorrow so you can come back....." Rarity was cut off as all three of the fillies latched onto Charles.

"NO!" They shouted in unison catching everypony off guard.

"Now girls." Charles began only to watch as they put on the saddest faces he had ever seen which instantly turned him to mush and giving a loud defeated sigh. "I guess we are having a sleepover tonight ya'll." He chuckled looking around seeing them all giggle as the three fillies quickly hugged him around the neck cheering.