Author's Notes:

Here's my next chapter which I wanted to get up before my birthday tomorrow on the 7th. Hope you enjoy it.

The next day Spike and Twilight walked to school, and upon arrival saw the rest of the girls who were waiting on the steps.

"Hey, guys. Morning." Rainbow greeted them.

"Morning." Twilight yawned, while Spike rubbed the sleep out of his eyes.

"You two ok?" Applejack inquired.

"Yes, you both look exhausted." Rarity noted.

"Hard to sleep. I kept hearing She-Demon in my head." Spike answered sleepily.

"It's like we could both each hear her everywhere we turned, as if she was stalking us." Twilight feared.

"Morning, guys." came a voice, making both Twilight and Spike jump.

The girls were startled by their jump, until they saw Sunset Shimmer standing behind them. She smiled innocently and spoke, "Kinda jumpy this morning, aren't you two?" she asked.

"Oh, sorry about that, Sunset Shimmer." Twilight apologized.

"Just haven't fully woken up yet." Spike explained.

"I understand. I've had those days myself." Sunset chuckled.

The group nodded, until Spike spoke, "Well, I'll catch you girls after school." he went on ahead.

"Bye, Spike!" they waved goodbye.

"We best get on to class as well." Applejack suggested.

"Yeah. Don't want detention," Pinkie took Sunset's hand, "Come on, Sunset."

"Ok, I'm coming." Sunset chuckled, as she was pulled along. As they walked together Sunset smirked to herself.

After one class, Spike, Snips, and Snails were walking down the hall to their next period. As they walked, Snails spoke up, "So any plans for the weekend, guys?"

"I got nothing." Snips answered.

"Neither do I." Spike added.

"Good, because I got us some great plans Saturday." Snails began, as the other two gathered around.

Before Snails could explain, someone spoke up, "Hey, Spike!"

Spike's head shot up as he turned around and saw Stone Edge approach while wearing the academy's school uniform, "Stone?"

Stone approached, "Hey, glad I caught you."

"What're you doing here?" Spike asked in confusion.

"I just transferred here." he explained, while secretly giving him a look that said he'd explain later.

Spike feeling negative vibes, turned and saw Snips and Snails giving him an impatient look, "Uh, guys, this is Stone Edge. Stone, these are my pals Snips and Snails."

"Then I guess that makes you 'Puppy Dog Tails'." Stone laughed, much to Spike's humiliation.

"How do you know our pal?" Snips inquired.

Stone played it casually, "I just moved here, and ran into Spike. He gave me a tour around the city to help me get to know the lay of the land, if you will."

"Good. I'd hate to think you'd gone and replace us with some new older guy." Snails said while crossing his arms.

"It's not like that." Spike replied in his defense.

Stone spoke, "Look, it's obvious I popped in unannounced, so I'll leave you guys to it. See you around, Spike." he left.

Spike saw his two pals were still skeptic, "What?"

"You're not looking to add him to our group are ya?" Snips asked.

"Because that messes with our trio equilibrium." Snails added.

"Guys, relax! Stone's a friend, but not that much to be as close to me as you guys are."

"We should hope so." Snips replied.

"Remember Spike. Trio Equilibrium." Snails spelled it out for him.

"Right." Spike agreed, as the three continued on. They were however unaware of Sunset Shimmer watching them from around a corner.

"I think I can make use of this." she smirked.

After school, Spike and his boys left the building as the dragon boy spoke, "Gotta check in with Twilight and the others. I'll catch you later, guys."

"See ya, Spike." They said, as their pal left.

"Man, I don't get why Spike is involved with all these hotties while we're stuck in the dust." Snips groaned.

"Yeah, what does the world have against us?" Snails added.

"Come on, let's go on a babe hunt," Snips suggested, "I reckon we can find ourselves two glorified hotties that'll throw themselves at us."

"Yeah! Then we can show Spike we're just as much worthy of hot chicks than he is." Snails agreed.

"Then let's go!" Snips cheered, as the two were about to make a dash for it.

Before they did they were blocked by Sunset Shimmer, "Hey, boys."

"Oh, it's you." Snails gasped.

"Sunset Shimmer, right?" Snips asked.

"Uh-huh. And I was wondering if you boys would like to help me with a little something." she smiled sweetly at them.

"Sure." Snips answered.

"Anything you want." Snails added.

"Good. Because we're gonna destroy Spike Drake and his little girl friends." her eyes glowed, while Snips and Snails suddenly looked scared.

"What do you mean by..." Snips was cut off, as the two were consumed by a fiery aura while screaming.

Meanwhile, Spike and Fluttershy were out carrying grocery bags, as Spike spoke, "I can't believe we're the ones doing this shopping. How'd we even get roped into this?"

"Because we both lost the toss." Fluttershy reminded him.

"I still say Rainbow Dash cheated by using a same sided coin." Spike grumbled.

"Not much we can do about it now." the girl replied, as they continued on. As they walked Fluttershy still noticed Spike looking out of it, "Is something wrong, Spike?"

"Well, couldn't stop thinking about She-Demon. For some reason I felt as if no matter where I went in school she was around me."

"We were all feeling like that." Fluttershy replied.

"And more so, now Stone has enrolled at the Academy. Honestly, you think he's invaded in my personal life enough? It's bad enough I have him living in my attic rent-free, but now he goes to our school? What's next, he's gonna start showing up at all my favorite hang out spots?"

"You know Stone Edge is just fulfilling his job as your personal trainer."

"And how does attending our school involve his job of doing that?"

"Well, maybe not that. But with all that's going on, it's probably for good measure to let him attend."

"Maybe you're right. Still he embarrassed me in front of my pals." Spike sighed.

"I'm sure he didn't mean too." Fluttershy gave him a comforting smile.

"Well, that's not the impression I got." Spike sighed, until Fluttershy walked closer to him.

"Just give it some time, Spike. You'll get used to it."

Spike couldn't argue to Fluttershy when she was being all sweet and such, and decided to take her word for it.

They continued to walk, until Fluttershy stopped. Spike noticing this spoke, "What is it, Fluttershy?"

"Spike, something's wrong." she sat her bag down.

"What do you mean?"

"Can't you sense it?" she asked.

Spike focused and suddenly felt another presence, "Fluttershy, get down!" he pushed her to the ground before a combustion blast almost hit them.

They looked up and saw She-Demon fly down to their level, "Spike and Fluttershy, I told you we'd meet again." she smirked.

"She-Demon." Fluttershy gasped.

Spike frowned, "You have rotten timing, girl!"

"Really? Because I don't think my timing could be any better." she boasted.

"Come on, Fluttershy. Let's take her down." Spike said, as the two transformed.

The two stood ready, as She-Demon laughed, "This will be hardly the challenge."

"In case you've miscounted, there's two of us and one of you." Spike reminded her.

"Uh, didn't already beat us when both you and Twilight fought her?" Fluttershy asked.

Spike gave her a dry look, "Because we didn't know what we were up against, but now we're ready."

"If you think you have me outmatched, then you're clearly mistaken," She-Demon spoke, "Allow me to introduce to you, my henchmen." suddenly appearing before them were two new demons.

The first was tall with yellow orange skin, orange spiked hair that looked like fire, pointed ears, red eyes, fangs, and orange wings. His outfit was composed of orange boots, black pants, and a black no sleeved shirt with an orange collar.

The second figure was shorter and chubbier. He has light blue skin, blue wings, little blue spiked hair, red eyes, pointed ears, and fangs. And his clothing was blue boots, black pants, and a black shirt with a blue collar.

Fluttershy and Spike was taken aback by their sudden appearance, "More demons?" Fluttershy asked in worry.

"As if one was bad enough." Spike sighed.

"I'm Pyro!" the orange one declared.

"And I'm Frost!" the blue one added.

Spike whispered to Fluttershy, "Three guesses what they can do."

"Attack!" She-Demon announced.

The two demon minions went into battle against Spike and Fluttershy. Spike flew around as Pyro shot fire balls at the dragon.

"You call that fire? This is fire!" Spike unleashed a blast of fire at the demon who took the shot and almost crashed to the ground, but regained altitude.

Frost was launching ice shards at Fluttershy who flew around dodging, "Forgive me for this." she used her wind power to blow him away before crashing into a wall.

She-Demon felt embarrassed, "Idiots."

Pyro and Frost got up, as the fire one spoke, "Come on, we're not giving up yet!" the two resumed their fight against Spike and Fluttershy, proving to be stronger than they were.

Frost used his ice abilities to create a cold mist surrounding the two blinding them, "I can't see!" Fluttershy cried.

"I may not be able to see, but I can smell them." Spike said, as he took a whiff and grabbed Fluttershy to avoid a shot of fire.

"That direction!" Spike called, as they combined their wind and fire powers to knock Frost away and end his mist.

She-Demon sighed, "If you want something done right, you have to do it yourself." she joined the battle and used her combustion on the two.

Though Spike and Fluttershy lasted longer than they previously did during their first encounter, She-Demon still proved to be more than a match."

The two landed on the ground but stood tall ready for anything, "Destroying you two will bring me much happiness." She-Demon was cut off as another blast of fire nailed her.

Spike, Fluttershy, Frost, and Pyro looked to the side seeing Stone in Kirin form, "Happy hour's over, sweet thing."

She-Demon growled at the intruder, as Spike spoke, "For once I'm glad you're here, Stone."

"Would've been here sooner, but I couldn't find my trench coat." Stone explained, while Spike and Fluttershy face faulted at his reason.

She-Demon called, "This wasn't your fight! It is now, meddler!" she blasted him with combustion, but Stone dodged.

"With me here it's an even fight," Stone began, "Follow my lead, you guys!" he ordered, as the two decided to follow him.

Pyro was ready to use his fire blast again, only for Fluttershy to use her wind to redirect the attack in Frost's direction.

Frost dodged, "Watch it!" he fired ice blasts at Spike, who was flying around before grappling with the demon.

As the two were locked in battle, Spike glared deeply at Frost until he looked deep into his eyes and envisioned his friend Snips in his place recognizing the facial similarities. This shocked Spike who spoke.

"Snips?"

Frost taking advantage of Spike's distraction broke the grapple and punched him in the gut making him crash to the ground.

"Spike!" Fluttershy and Stone called.

Spike groaned, as he started getting up before She-Demon stood before him, "Say goodbye, Dragon boy." she was about to blast Spike with combustion, only to be blasted away by magic.

Spike saw Twilight and the rest of the girls, "Twilight!"

"If you want my friends you'll have to fight all of us." Twilight warned She-Demon.

The demon frowned, as Frost and Pyro stood by her sides, "Another time perhaps." the three vanished.

Fluttershy and Stone sighed in relief, as the others helped them up. Twilight went to Spike and checked him over, "Are you ok?"

"I'll be fine, Twi."

"You guys look like you had quite the time." Rainbow said.

"She-Demon almost had us until Stone arrived." Fluttershy said.

"So who were those other two with her?" Applejack asked.

"I have no idea." Stone admitted.

"I do." Spike spoke up, grabbing their attention.

"You do, Spike?" Rarity asked.

"Yeah. The blue one was my buddy Snips."

"Your buddy?!" Pinkie and Fluttershy gasped.

"Yeah. And no doubt the orange one was Snails."

"Are you absolutely sure, Spike?" Twilight asked.

Spike nodded, "I am. No doubt about it. I could see it in their eyes."

"Well, this took an unexpected turn." Pinkie said.

"How is it your pals are suddenly demons and rolling with She-Demon?" Applejack asked.

"I have no idea how this happened to them, but one thing is for certain I have to help them." Spike said seriously, and thought, 'Snips. Snails. I don't know what happened to you two, but I promise I'll help you both. Somehow. Someway. I'm going to help you guys.'

At the Changeling lair, Sunset stood before Chrysalis with Snips and Snails who appeared to be brainwashed.

The Queen spoke, "I did not authorize this little recruitment of yours, Sunset Shimmer."

"I understand, my Queen. But I needed to make sure I had additional support in case someone too powerful showed up to fight." Sunset explained.

"Well, your two partners performed pathetically out there."

"First time fighting. It isn't in their blood after all. Besides they're friends of Spike. And Spike wouldn't dare harm his two buddies." she noted.

Chrysalis looked intrigued, "Maybe this could be beneficial to us after all. You did well, Sunset Shimmer."

"Thank you, your highness." Sunset bowed her head.

The Queen then turned to the two boys, "And as for you two. You will practice along side Sunset Shimmer to better control your elements and your combat moves."

"Thank you, your excellency." Snips began.

"But be warned should you fail me, you will suffer severe consequences." she warned them.

"Yes, your highness. We won't let you down." Snails added, as the boys saluted.

"Good. Now go." Chrysalis dismissed the three, and they left the Queen.