One morning, Spike and Twilight were walking to school, with Spike looking nervous. As he walked he thought, 'Oh, man. Snips and Snails are probably waiting at school right now to bust me up.'

He was brought out of his thoughts, as Twilight took his hand into her own. He looked at her seeing a comforting smile, "I know you're worried, Spike."

"Worried? Why should I be worried?" Spike covered up.

Twilight held his hand tighter, "You're concerned about confronting Snips and Snails at school now that you know what they are. But I have a feeling they wouldn't try to do anything reckless on school grounds without blowing their cover."

"Logic." Spike admitted, but didn't feel any better.

"Trust me, Spike. We're all worried here. But whatever happens, we'll face it together like we have been."

Spike seeing the assured look on her face felt more at ease, "Thanks, Twilight." Twilight smiled as they reached school and headed for their classes.

As Spike walked through the hall for his classroom, he came around a corner and bumped into something causing him and the other to fall to the floor.

"This sucks," he said before taking a whiff and swooned, "Wow, smells like heaven. He saw the scent had come from the hair of the person on top of him. And that person was Sunset Shimmer, "Sunset Shimmer?"

Sunset looked down at him, "Hey, Spike." she greeted.

The two realized the position they were in on the floor and quickly got up, looking embarrassed, "Sorry about that." Spike apologized.

"I'm the one that's sorry. Guess I wasn't watching where I was going." Sunset replied.

"Guess we're both a little klutzy today." Spike joked and they laughed.

Sunset stopped laughing and spoke, "Spike, were you sniffing my hair while I was on top of you?"

Spike's eyes widened when he heard that, and answered, "It's not what you think I swear to you!"

"Relax, I can't blame you. The conditioner I'm using 'Fruity Cherries' is quite strong." she explained.

"No kidding. So no harm done?" he asked.

"None at all." Sunset confirmed.

"Thanks. Well, I guess I'll see ya around."

"See ya." Sunset said, as the two went their separate ways, while Spike was unaware of Sunset looking back at him with glowing eyes.

In Spike's homeroom, he sat at his desk and saw Snips and Snails walking in, 'There they are,' he thought, 'Just play it casual.'

"Hey, Spike!" Snips called.

Spike spoke up, "Hey, guys. How's it going?"

"Same old, same old." Snails admitted.

"How about you?" Snips asked.

"I'm good. Listen about yesterday..."

"Yesterday?" Snails asked, "What about yesterday?"

Spike looked confused, "What did you guys do after class yesterday?"

"We went home of course. Not like we have anybody else to be with unlike you." Snips said with jealousy.

Spike thought, 'They're acting like their normal selves. And they don't remember fighting us yesterday. I don't get it.'

Snails spoke, "I got a new magazine for us to look at." he opened his bag and slightly pulled out a new dirty magazine.

"I am so looking forward to looking at that." Snips said with excitement.

"What about you, Spike?" Snails asked.

Spike answered still sounding unsure, "Uh, yeah."

Afterward at the club room, Spike sat on the sofa explaining things to the girls, "Spike, you're not making any sense." Rainbow Dash said.

"I don't get it either, but Snips and Snails actually acted like they always did with me. Almost like what happened yesterday didn't happen."

"They could just be acting it out." Applejack suggested.

"No," Spike denied, "For as long as I've known them, one thing's always been clear. They're both not very good actors."

"But if that's true, then how can they not remember the fight?" Fluttershy wondered.

Twilight pondered, until it dawned on her, "Sleeper Agents."

"Sleeper Agents?" Rarity asked.

Rainbow spoke, "Like in movies and such?"

"Exactly. She-Demon must've cast a spell on them making their demon personas stay dormant inside them without them even realizing who they are."

"Which means she could awaken them at any time." Spike added.

Twilight nodded, "Well, at least this means they themselves have no memory of us."

"But what if She-Demon decides to make the hold on them permanent?" Spike asked in worry, "The Snips and Snails I know will be gone forever."

"We'll just have to break her hold on them before that happens." Rarity said.

"I still don't like the idea of fighting my own friends." Spike sighed.

"Cheer up," Pinkie sat at his side, "Once this is over they'll be back to their same old selves."

'I hope.' Spike thought in concern.

Meanwhile at the Changeling's lair, Snips and Snails in their forms of Frost and Pyro were undergoing training against Chrysalis' changeling's. Chrysalis and Sunset Shimmer observed from an observation deck.

"They're definitely improving since yesterday." Sunset noted.

"Maybe so, but unless they can deliver those Elements of Harmony and the Dragon to me then this whole training exercise is pointless." Chrysalis replied.

"I assure you, they will deliver." Sunset promised.

"I will hold you to it." The Queen said, as the two continued to watch.

Later that day everyone was returning home with Spike and Twilight walking back, "I still can't get over the fact my two best friends are She-Demon's new lackey's and yet when around me like this they don't even know they're being used. I-I don't know if I can fight them."

"Well, you'll have to. It may be difficult, but they need to be stopped just like She-Demon." Twilight replied.

"I know." Spike confirmed, as they walked along.

Back at the Changeling's lair, Chrysalis had Sunset Shimmer, Snips, and Snails standing before her, "What's your word, you're highness?" Snips inquired.

"Go forth and seek out Twilight Sparkle and Spike. And tear them apart."

"As you wish." Sunset answered, as the three transformed and took off.

Twilight and Spike were almost home, until they both stopped, "You can feel it too?" Twilight asked.

"More like smell it." Spike answered.

Suddenly appearing was She-Demon, Frost, and Pyro, "He said he could smell us." Frost told Pyro.

"Guess, we'll have to start staying downwind." Pyro joked.

"You three shouldn't have crossed us." Twilight warned them.

"And why not?" She-Demon inquired.

"Because we're more than ready for you." Spike answered, as he and Twilight transformed.

"Attack!" She-Demon ordered, as the two sides fought.

As Twilight fought She-Demon Spike fought Pyro and Frost. As the Princess fought the demon girl, she spoke, "You brought two innocent lives into our affairs."

"What can I say? A girl needs her helpers."

"You chose those two specifically just to mess with Spike." Twilight called out.

"Ok, you got me there."

"When this is over you will answer for your crimes!" Twilight and She-Demon exchanged blasts of energy and combustion.

Spike meanwhile was flying around launching blasts of fire at both his enemies. Frost was affected by it more than Pyro who fought back with his own flames.

"I don't really wanna fight you guys!" Spike called.

"Well, that's a shame, because we're more than willing to fight you!" Pyro called, as both he and Frost unleashed their attacks on Spike.

Spike taking a chance flew right through it and took whatever attacks were thrown at him before tackling the two in mid air. He grabbed them in a choke hold, but the two demons sunk their hands into his scales. Spike groaned in response, even though they weren't penetrating deep enough to be affective.

Suddenly the two demon were blasted with shots of thunder making them losen their grip on Spike who let them fall to the ground. Spike saw Rainbow Dash behind in flying.

"Hey, Spike. Need some help?"

"Much appreciated." Spike answered, before noticing Rarity helping Twilight against She-Demon, while down below Fluttershy, Pinkie Pie, and Applejack were facing off against Frost and Pyro.

The dragon flew down and blasted Frost with fire before he could attack Fluttershy, "Hey, girls. How'd you know to come?"

"Twilight sent us a message through telepathy." Pinkie answered.

"Faster than a cell call." Applejack added.

"Well, you're right on time." Spike said, as they fought Frost and Pyro.

Spike looked back seeing Twilight and Rarity were holding their own against She-Demon, until the demon girl blasted the two with a powerful combustion knocking them to the ground.

She-Demon laughed, "And now, Princess. You're mine!" she flew in the direction towards Twilight.

Spike knew they wouldn't be able to block her, flew in her direction, "Leave them alone!" he tackled She-Demon to the ground as they rolled across the pavement. Spike ended up on top with his face close to her hair. He groaned before taking a whiff of her hair and gasped.

'Wait a minute, this scent.' he thought.

She-Demon quickly knocked him off, "Meddling Dragon! I guess you'll be the first one I take down!" she started attacking Spike with Combustion shots, while Spike dodged and launched fireballs in retaliation.

Explosions rung all around, which directed the attention of incoming cops. Pyro cried "She-Demon, it's five-o!"

"We gotta split now!" Frost called.

She-Demon spoke, "You lucked out, Elements of Harmony. But make no mistake. Next time you're finished!" she and her minions teleported off.

"We better make like a banana and split ourselves." Pinkie suggested. Twilight agreed, as everyone took off before the cops showed up.

The group arrived at Spike's place, and went inside, "I'm home!" Spike called.

"Hi, Spike. Welcome back." His dad greeted them.

His mom noticed the girls, "Why, hello, girls. I didn't expect you to be here."

"I invited them. Listen we'll be upstairs talking school and stuff. Don't disturb us." Spike ordered, as they went upstairs into Spike's room and locked the door just in case.

Once they were inside they started catching their breath in relief, "That was a close one." Fluttershy said.

"Indeed. I would not want to be caught by the police. Imagine what it would do to my reputation if I was taken to jail." Rarity feared.

"Good thing you girls showed up when you did. Snips and Snails were stronger this time." Spike said.

"No doubt Queen Chrysalis had them undergo training." Twilight suspected.

"Yeah, but hey together they don't stand a chance." Rainbow reminded her.

"But with She-Demon at their side they do stand a good chance." Twilight retorted.

"I just wish we knew more about her. How she got here and who she really is." Applejack said.

"Actually, I have a good idea who it is." Spike replied seriously.

"What?" the girls asked collectively.

"How?" Twilight inquired.

"Her scent."

"Scent?" Pinkie asked.

"When I tackled her I ended up catching a whiff of her hair."

"You sniffed her hair?" Rainbow asked with a raised brow.

"Say what you want, but the scent off her I smelled before today."

"Off who?" Applejack wondered.

Spike sighed not wanting to admit it or consider it, but answered regardless, "Sunset Shimmer."

The girls froze, before Rainbow spoke up, "Could you repeat that?"

"I know it sounds crazy, but I have this gut feeling Sunset Shimmer is She-Demon."

"Sunset Shimmer? But that's impossible. Isn't it?" Fluttershy asked.

Twilight answered, "Maybe or maybe not. But unless we have a sample off She-Demon we can't know for sure."

Rarity nodded, before she inspected Spike's jacket and gasped, "Actually, I think we have a sample."

"Rarity?" Twilight wondered, until the girl gently plucked strand of red hair off Spike's jacket.

"Is that..." Applejack asked.

"She-Demon's hair?" Fluttershy finished.

"Are you sure that's hers?" Rainbow asked.

"It has to be. I didn't have any hairs on my jacket beforehand." Spike said.

"It may be what we need. Even if She-Demon is a transformation, this should reveal who she is underneath," Twilight used her magic to levitate the strand of hair before casting a spell on it, "We'll have our answers in a moment."

'Oh, please. I actually hope I'm wrong.' Spike thought.

Suddenly the strand of hair started glowing with an aura before it projected an image before them. To everyone's shock it was Sunset Shimmer.

"No way." Rainbow gasped.

"Oh, my goodness." Fluttershy put her hands to her mouth.

"But that can't be." Applejack said in disbelief.

"My stars." Rarity gasped.

"Twilight..." Pinkie trailed off.

"It is." Twilight said in disbelief.

"I was afraid of this." Spike said with dread.

Author's Notes:

And there you for. For any of you a fan of my Pony Ghostbusters fics I got a new blog for the idea of a third installment and could use an opinion. Much obliged.