Twilight made her way through Ponyville, keeping her eyes to the sky for multicolored signs of her teacher. She had spent the morning with Applejack in defense and strength training, and had a few rapidly healing bruises to show for it. Now was time for another fighting lesson, but her teacher was playing hide and seek with her. She trotted all the way to the spot where the opulent cloud house floated near town, and yelled up to her friend. After several attempts to launch rocks up at the cloud, and alot of yelling, she decided to move on. Perhaps Fluttershy could help her find the errant pegasus?

Arriving on the outskirts of Ponyville, she came upon the yellow mare tending her chickens in the yard. Always careful to not startle the skittish pony, she made sure she was in view as she approached.

“Hello Fluttershy!”

The pink maned mare turn and began to hide behind her hair, but then brightened into a smile as she saw her friend approaching. “Oh, hi Twilight. Um.. what brings you here. Uhh.. do you need some more herbs for your experiments? I think I have some more. ...if that’s what you want.”

The lavender unicorn smiled warmly. “No thanks, Fluttershy. I still have plenty from last time. I was looking for Rainbow Dash, and was hoping you could help me find her.”

“Oh. yea. I saw her earlier. She was helping me water my garden with a raincloud.” Fluttershy kicked the dirt in front of her idly. “She... ah. Said she was going to take a nap at the apple orchard. I told her that Applejack would get upset, but she said Applejack wouldn't mind.”

Recalling her earlier conversation with the colorful mare, Twilight was fairly sure she knew why that would be the case, but she kept these thoughts to herself. She instead levitated the book out and showed it to her pegasus friend. “This is why I need to find her. I am trying to train to fight, because I believe that a very dangerous creature is attacking Ponyville. This book tells me tricks and information on fighting them, but I need a teacher for the advanced stuff.”

As she talked she flipped through the pages, and the yellow mare was scanning the contents. “Oh. Sounds dangerous. I wouldn't want to fight anything like that. Rainbow Dash is braver than me though, and she could teach you to fight.”

Her eyes went wide when she saw a chapter in the book. “Wait, go back. I saw something.”

Twilight flipped back until her friend placed a hoof on a page. “There! Oh no. No no no...” She shook her head and backed away, hiding her face behind her mane. “That’s no good Twilight. It says here they have the ability to mesmerize ponies with their eyes. Oh Celestia, they have THE STARE!”

The unicorn mare spun the book around to face her, and read the passage. The information contained told of the powers that some vampires had to control the minds of their victims. It sounded similar to her friend’s gift, although it seemed it could be used to more than paralyze. Persuasion and manipulation were also effects of the vampyric gift. “Oh, Fluttershy, how in Equestria am I supposed to fight against that?” Fluttershy just stared at the ground, all will drained out of her. She was withdrawing behind her mane, and looked ready to cry. Twilight put the book away and rushed to give her friend a hug. “Oh I’m so sorry Fluttershy. I didn't mean to scare you like that. I know I will find a way to fight them, even if they have The Stare.”

“No, you wont.” Fluttershy whispered.

“What’s that?”

The sky mare looked up and straight into the unicorn’s eyes. The look was not one of fear, but of determination. “You cannot just fight them if they have The Stare. But... I can teach you how to resist it, if you’d like...”

“Really? You never told any of us that there was a way to fight The Stare.” Twilight was looking skeptically at her friend, as if she wasn't sure she was talking to the real Fluttershy.

“Well... umm, you see, I don't really control it. And when it sometimes happens at a bad time, I felt so ashamed. So I kinda... looked for a way to control it.” Returning to her normal soft-spoken self, she started to look at the ground again. “I never did find a way. But I did find alot of books and stories on training your mind and meditating. If you practice, then your mind becomes stronger and can resist the will of others.”

“Wow, Fluttershy. I never knew you were into that sort of thing. I would be honored of you could train me.”

Fluttershy nodded. “I will, but not today. I need to gather some things first... come back tomorrow and I will help you.”

With a nod, Twilight hugged her friend and continued on to Sweet Apple Acres. It seemed she was amassing as many teachers as she had friends. She wondered what Pinkie Pie would have to teach her. Then she giggled at the idea. Pinkie Pie, a fighter?

After finding her Sensei and training for several hours, night began to fall and Twilight returned home. She was exhausted, and slept soundly after her daily workout. The following morning she again trained with Applejack, bucking trees, grappling, and even trying her hoof at some rope tricks, which she failed miserably at. Afterwards, she headed over to Fluttershy’s cottage and knocked on the door. At a soft welcome from within, she entered to find a rather strange scene.

The center of the main room had been cleared, with all of its furniture pushed toward the walls. The omnipresent animals were missing, either in their homes or out of the house. The center of the room contained a meditation mat, looking similar to something she had seen in the Lotus Sisters’ spa, and around it were candles and lightly smoking incense sticks. The candles lent a warm glow to the room, and highlighted a series of pillows arranged in the center of the mat.

Movement caught her eye, and she saw her pegasus friend enter the room carrying a pouch in her mouth, and Angel on her back. Both were strangely dressed, in a sort of robe-like kimono outfit, and Angel had a medical filter mask covering his muzzle. He resembled some sort of mad surgeon, and Fluttershy his demented nurse assistant.

“Hello Twilight.” The yellow mare greeted her friend warmly, motioning her to the pillows. “Please, have a seat and get comfortable. You will need to be relaxed for the lessons I am going to teach you.” She settled down opposite the pile, and Angel hopped down, assuming a lotus position and closing his eyes in meditation. Fluttershy smiled as her friend sat opposite her and relaxed on the cushions.

Twilight looked around the room, and inhaled deeply. The incense and the mood lighting had a soothing effect on her, and she felt the tension of the last few days melting away. She finally looked at her friend, who was still giving her a warm, motherly smile. “I’m ready, Fluttershy. What do I have to do?”

“Well, the first thing you do is relax. Breathe deep, and let the sound of my voice calm you. Empty your mind and try not to think of anything in particular. Do not focus on any one thought or feeling but let everything wash over you and flow through you, like a cool breeze on a warm day.”

Twilight started to feel her mind drift a bit, and her friend’s soft, warm voice soothed her aching mind and soul, putting her in a trance like state of relaxation. She started to close her eyes and let her mind drift.

The yellow mare continued to talk softly, and saw the muscles slacken in her friend’s frame as her mind became at ease. She gently tugged the breathing mask over her own muzzle, and reached into the pouch on the floor with a hoof. “Now, Twilight, I want you to trust me. Nothing can harm you here, and I will be protecting you at all times. But most importantly, I want to tell you, I am sorry.”

Twilight’s eyes popped open at this, blinking at her friend. She saw the mask, and the outstretched hoof in front of her. “Sorry for what, Fluttershy?”

“This.” And the yellow mare flicked the powder into the unicorn’s face. Twilight gasped in surprise, and then the room went sideways. She seemed to fall over in slow motion, as she saw her friend and her pet rabbit both looking at her with serious expressions. Both looked at each other, and then the room went dark. “Oh, Angel. I hope this works...” was the last thing she heard before Twilight Sparkle lost consciousness.

A persistent thumping invaded the darkness, as Twilight slowly regained consciousness. Finally a rough nudge against her head snapped her awake and her head shot up to scan her surroundings. Panicking, she looked around for her friend, her mind a whirl of confusion over why she had knocked her out.

Realizing she could still hear the thumping, she turned to the sound of Angel tapping the floorboards with his paw. He was dressed oddly in a little vest, and a top hat, and glaring at her with his usual contempt.

“Oh, hello Angel. Where’s Fluttershy? And why did she throw that powder in my face?” Twilight blinked, and rubbed her eyes to focus better on the little rabbit.

“You’re late!” was all the reply she received. He pulled a pocket watch from the pocket on his vest, which strangely grew in size as he pulled it free. He suddenly was holding a watch that was almost as large as he was, and could clearly be read. However, when he showed it to her, the hands were just spinning wildly, and not displaying any proper time.

“W-What? Late for what? What’s wrong with the watch? And what the hay, since when could you talk, Angel?”

“I could always talk, silly girl. You were always too ignorant to listen!” He shoved the watch back into his pocket, and it shrank again to fit. “Now you are late, and the queen will have my head if you do not get you there on time. So hurry up!” And he started to hop towards a wall, which seemed to have a little rabbit-sized door in it.

“Whoah, hold on there Angel! What queen? What am I late for, and where is Fluttershy?” She started to get annoyed, and placed a barrier over the little door, so the rabbit could not reach it.

Turning around, and giving him his best bunny imitation of The Stare, he glared at her in his annoyance. Finally, seeing he would not get anywhere, he sighed, and seemed to deflate a bit. Pulling out a scroll from another pocket, he unrolled it and started to read.

By royal decree, the mare known as Twilight Sparkle, is hereby commanded to attend a tea party in her honor. The mare of honor is to appear promptly at the castle, on pain of death should she refuse. Formal Attire is not required, but prompt attendance is.

Her royal majesty,

The Queen of Diamonds

The little rabbit cleared his throat, and tucked the scroll away. “So, no more dawdling, filly. We have tea to attend, and the White Queen does not like to be kept waiting!” He then turned abruptly and dashed for the door. The barrier having dropped as the unicorn became distracted, he opened the door and shot through without a backward glance.

Shaking her head to clear the last of the sleep, she trotted over the look at the door. It was rabbit sized, and she could just fit her hoof through. There was no way she was getting her body through. Looking around, she chuckled at the silliness of it all. “Oh Twilight, what have you gotten into now? I think that Pinkie and Dash must have recruited Fluttershy for one of their epic pranks.” With a sigh, she turned away to survey the room. Fluttershy’s cottage appeared normal. all the furniture was back in place, and the candles had been cleared away.

Nopony appeared to be home, so she did the most logical thing and headed for the front door. Reaching for the knob with her magic, she found the door locked. She tried her hoof, and then even her mouth. The knob and door refused to budge. With a growl, she gathered energy, and imagined the yard on the other side of the door. With a flash her magic released... and nothing happened. The teleportation spell had no effect. It was like she never cast it.

“Oh, this can’t be good.” Twilight paced back and forth, looking for an answer. “Think, Twilight, if the door is locked... There must be a key!” She shot across the room, checking drawers and cabinets. She wasn't sure what she was looking for, as Fluttershy never locked her doors before. They were always left open for strange creatures to visit her.

After tearing thought he house, she stopped, panting, and glaring at the door. “Ooooh! Open, darnit!” She stomped, and turned away. Behind her was a small coffee table near the couch. She blinked, and noticed something new. She could swear it wasn’t there before, but now there was a little bottle, with a pink butterfly painted on it, and some yellow liquid inside. Sticking out from under it was a note. Lifting it up with her magic, she saw Fluttershy’s small, neat mouthwriting.

“Now I KNOW it has to be a prank.” She sighed. “Oh Fluttershy, how did you ever let those two clowns talk you into this?” She bent to sniff the bottle, but it was odorless. “Well, if it came from Fluttershy, it can’t be bad for me. That filly wouldn't hurt a wolf if it was gnawing her leg off.”

With a flick of her head, she downed the bottle, enjoying the lemon flavor and slight sweetness. “Mmm! Not bad. I will definitely have to ask her what was in it.”

For a moment nothing happened, as she licked her lips and enjoyed the aftertaste, looking around the room to decide what to do next. Suddenly she hiccuped, and the room seemed to sway a bit, going out of focus. No, not out of focus, it was getting bigger! “Not good, not good at all.” She looked down and saw the floor coming closer, and realized that she was getting smaller! “Oh no, it must have poison joke in it, I’m getting smaller like Applejack did!” And she continued to shrink faster. She was starting to get worried that she wouldn't stop shrinking, when suddenly it stopped.

Looking around, the room was now massive. The table next to her was like a skyscraper, and even the cracks in the floorboards appeared several inches across. Looking behind her, she saw the rabbit door again, standing slightly ajar, with light from outside coming through. She trotted over and peered through, seeing the bright colors of Fluttershy’s garden outside the cottage.

“Pinkie and Dash better have an antidote ready, because I sure don’t want to travel to Zecora’s hut like this! Oh Celestia, it could take me days.” She grumbled to herself and trudged out into the brightly lit garden.

Making her way out of the house, she looked around, but for as far as she could see in all directions was a massive riot of flowers and grass. Small shrubs towered over her like massive trees, and even little pebbles looked like boulders. She was unsure which way to go at first, but logic said that if she followed the house to the front, the road would lead her back into town.

She turned around to face the house, but gasped as she realized it was no longer there. “What the hay is going on here? I know I just came out of the house.” Before her was a tree, as massive as any mountain, and lacking any sign of the door she had just come through. The house was gone, and with it her only landmark out of this place. “Oh Celestia, what have I gotten into now? This is seeming less and less like a practical joke and more like a bad dream.”

She plopped down on her rump, trying her best to think of a plan, but coming dangerously close to crying with frustration. Why would her friends do this to her? Fluttershy, of all the ponies she knew, was the least likely to ever do anything so cruel. She was the Element of Kindness, for Luna’s sake! She sank down on her hooves and started to let herself feel a bit of self pity, but still trying to fight back tears at being in such a strange place alone, and without friends.

“You look lost...” A giggle came from nearby. She turned to find the owner of the voice, sounding strangely familiar. All she saw was a massive smile, floating in the shadows of a nearby bush.

“What the hay? Who are you? Where am I? And more importantly, how the heck do I get out of here?”

With another giggle, and a sound very similar to a party popper, the rest of the creature’s form slowly materialized. “Who you are is a question only you can answer, silly. And where you are is alot less important than where you are not. You have an appointment to keep, and you do not want to keep the queen waiting.” Another bout of giggles, as the creature found what she said far more humorous then Twilight did. She was bright pink, with a poofy explosion of hair on her head, and a trademark curly tail.

“Pinkie Pie? Is that you? What the hay happened to you?” The creature did in fact resemble her friend Pinkie, but strangely distorted, as if looked at through a funhouse mirror. While it had the color, mane and tail of her pony friend, it clearly had the body and claws of a large cat. Even the brilliant blue eyes were slitted like a felines, and her massive grin was full of pointed teeth. Very pointed teeth. This was the most disturbing aspect, as the massive grin never left it’s face, even when talking, as if it’s face was forced into an eternal rictus.

“While I am pink, I am not Pinkie, although I do love a good pie. Especially rhubarb pie, fresh baked, and left on the window sill to cool. One time I found one on a window sill, and I say to myself, ‘Self, why would someone leave a perfectly good pie on a window sill?’ and I responded, ‘Why they must be waiting for someone to come and eat it!’, and eat it I did. It was the best pie I ever tasted.” Twilight just stared, unsure what to say. This creature certainly rambled on in a random fashion like Pinkie, but it seemed crazy even by Pinkie Pie standards. “Oh, I do beg your pardon, I believe you were asking the way out of these woods?” The cat-thing responded. It leveled its feline eyes and full set of sharp teeth at her, in a look that made her entire body shiver.

“I was? Oh, um, yes I guess I was, or I was going to, I mean... Uh, can you please tell me the way out?” replied Twilight, increasingly wary of the exchange.

“No,” it replied, continuing to stare back at her. Its expression remained the same.

“Wait, what? What do you mean ‘no’?” Twilight sputtered in surprise. She glared at the creature, starting to form the opinion that it was completely crazy. In fact, she noticed that every time it spoke, it seemed to do so with a different personality.

“Well, silly filly, you asked a question, and I answered you. That’s what I mean by no.” The same grin and eyes bored into her mind like a maddening problem she could not find the answer to.

Twilight gritted her teeth in frustration. “Well why would you prompt me to ask a question you don’t know the answer to?”

“I did no such thing. It was your question to ask, and you merely asked the wrong one. I cannot help it if the answer to the wrong question was not to your liking.” The mad grin continued, as Twilight’s blood began to boil.

Stopping to calm herself, Twilight took a steadying breath. She started to pace, muttering to herself under her breath. “Think, Twilight. It’s playing a game with you, so you just need to know the rules. It said you asked the wrong question, so what is the right question?”

Suddenly she had a stroke of inspiration. “So, if you don’t know the way, then who does?”

“Ohh! I know this one. Umm... you should ask the Caterpillar. She is wise and knows many things, and is sure to know how to get where you need to be.” The Pinkie-Cat answered glibly.

“And, where to I find this Caterpillar?” Twilight’s patience had run out on this crazy creature.

“Sadly, I do no know the answer to that. But if you follow the path to the Hatter, she may know the answer.” The pink creature twitched it’s tail toward a path, one that she was sure hadn’t been there earlier.

“The Hatter?”

“Oh yes, The Mad Hatter, and her companion the March Mare. They throw the bestest tea parties! They are alot more fun than the ones the stuffy old queen throws. And ponies almost never get their heads chopped off!” The chipper creature bounced to it’s paws and began to turn in a circle, fading away slowly.

“But I don’t want to go among mad ponies!” said Twilight.

“Oh, you can't help that,” said the pinkie-cat. “We're all mad here.” With a final twitch of it’s tail and a manic giggle, it faded back into the shadows from which it had come.

Twilight shook her head and sighed, “Pinkie-Cat, you are so random.”

Trotting down the path, Twilight gawked at the plants. It felt like she was an insect in the gargantuan garden, as flowers and pebbles took on the semblance of trees and rocks. It was like a twisted version of the Everfree forest as she traveled through the gloomy land. Several times she saw glimpses of true bugs, but they mostly ignored her, going about their strange insect lives. At one point, a fallen twig blocked the path, being too large to hop over, until she levitated herself to the other side.

Soon she was deep in the garden, came to a fork in the path, and sat down in frustration over which way to go. “Oh great, now what do I do? That Pinkie-Cat didn't say anything about choosing a path.”

Suddenly a voice behind her made her jump. “Second star to the left, and straight on till morning!” She turned to see the head -and only the head- of the Pinkie-Cat once again grinning at her from a nearby bush-branch. Slowly a paw appeared and scratched the head. “No, wait, that’s the wrong one. Oh yea!”

“Left is right,

Right is wrong,

Choose your path wisely,

And it won’t be long!”

“Wat?” The lavender mare just stared dumbfounded at the floating head and paw.

“Read the sign, silly!” The floating head giggled, and vanished with the sound of a party-horn, followed by a balloon popping.

“Sign? There isn't any...” She turned and saw a sign now in the middle of the fork. “Oh, that sign.”

“What the hay is a ‘Republican party’?” Shaking her head in confusion, she shrugged and headed down the left path. It wasn't long at all before she started to hear music, sounding like one of Pinkie’s old party records.

Sure enough, as she rounded one last tree-sized bush, she spied a clearing, decorated for a party. There was a massive table, surrounded by chairs, with balloons and streamers everywhere. Plates, cups, bottles, and food of all kinds covered the table, and sitting at the head was a friend she knew well.

“Applejack! Thank Celestia I found you. I have no idea what the hay is going on, but you have got to help me!” She ran into the clearing and up to her Stetson-wearing friend. She noticed another pony laying face down on the table beside her, a grey pegasus mare with a straw-yellow mane. “Oh hello Derpy, good to meet you as well.”

The grey mare lifted her head, displaying her usual wall-eyed look, and a big smile, while her earth pony friend just looked at her in confusion. “Uhh, Applejack, are you okay?”

“Oh, hello sugarcube. My name isn't Jack, but I sure do like apples. They call me the Hatter, on account of mah hat, and I love apple pies, apple fritters, apple dumplings, apple cider, apple cake, apple brown betty, apple cobbler...”

“And apple muffins!” chimed in the other mare.

“Aww yea, apple muffins are great! Won’t you have some, miss?” The orange pony nudged a plate full of the treats toward the lavender mare, who was staring wide eyed, and mouth agape.

“Wait, you don’t know me? But we are friends, we have been for awhile now. What happened to you, Applejack? What’s going on?” Twilight started to look around frantically for an answer, starting to panic again.

“Well Ah’m sure we would remember a pretty lil filly like you, but Ah cain’t rightly recall yer name.” She pushed back her hat and scratched her head, then stuck out a hoof in greeting. “Name’s Hatter, and this here is mah friend, The March Mare. Folks just call her Muffins. Or is it they eat her muffins? I always git them confoozled.”

“Hello pretty lady! Want a muffin, and tea?” the pegasus mare was still smiling sweetly, and nosing over a large teapot.

“Oh, Celestia! What now...” Twilight sighed, and sat down at the table. “My name is Twilight Sparkle, and I’m not really sure about anything else anymore. This all seems to be some horrible dream I can’t wake up from.” She levitated the teapot to pour some tea out, but it seemed to have run dry, as nothing came out. As she was lowering it to the table with a frown, she thought she heard a snore from inside.

“What the hay?” She lifted the lid and peered inside, only to find a bleary eyed yellow foal blinking up at her. She had a bright red mane, and a rather soggy looking bow. “Applebloom? What in Equestria are you doing in there?”

“Dagnabbit! Have you been drinkin mah cider again? How many times have Ah told you, yer too young fer that stuff!” The orange mare plucked the young filly out of the oversized pot and plopped her on the table with a wet squelch.

“Cutie marsh cw-kroo-*hic* Kroshadush, Tea prarteh Crathersh! *hic* Yay...” was all the little pony could slur out before passing out on the table, softly snoring.

Derpy prodded the little form with her muzzle, then looked up at the hat wearing mare. And Twilight. “Too much muffin?”

“Too much Cider. Ah hope the queen dun find out bout this. She’s likely to have mah head, Ah tell you what.” The Hatter shook her head slowly.

“Wait a second, you were serving cider at a tea party?” Twilight gaped in shock at the scandalous thought.

“Well what else we gonna serve, tea? This her’s mah family recipe. Best Cider in all the land!” Both mares linked forehooves and leaned against each other, bursting into song.

On the nearby table, a loud belch from the tiny filly punctuated the song, as the two mares continued onto more verses that made even less sense. Twilight took this as her cue to leave, as they were now entirely ignoring her. These were not the ponies she thought they were. These ponies weren’t even sane! She could hear the song coming a close behind her, but she kept on going to the far side of the clearing. Why was nothing in this place making any sense? Muttering to herself, she continued on.

“CHANGE PLACES!” The yell from behind her made her jump, and she galloped out of the clearing, almost missing the sign at the exit, clearly marked: ‘Flutterpillar’.