Princess Flurry Heart was caught in the magic of Sleep Thief. The unicorn turned strange chimeric creature grinned, licking her lip. Her eagle talon grip tightened on the alicorn as she pulled her closer, their lips almost touching. Sleep Thief opened her mouth wide, eyes closing as she got ready to feed of the alicorn's magic.

Nothing happened.

Sleep Thief opened her eyes and furrowed her brow. She looked Flurry Heart a moment before opening her mouth again.

"What's going on?" Sleep Thief asked. "Why can't I drain you?"

Two thoughts went through Starry Skies's mind. One was a possible explanation to the question. The other was that their opponent was distracted by the confusion.

Flapping her wings hard, Star shot up toward the ceiling, gaining as much speed as she could in the short distance. Twisting in the air, she aimed for Sleep Thief and pushed off with all her might. Her wings continued to flap as she turned again, kicking out. Star slammed into her opponent, pressing down with all her weight and momentum. There was a grunt from the mutated mare, and Star felt something pop beneath her.

Grabbing Flurry Heart, she flew away from Sleep Thief.

"Bubble her!" Star shouted.

Flurry Heart's horn lit up as a bubble shield formed around Sleep Thief, who was already getting back up. Her eyes narrowed as she bared her teeth, her own unicorn horn lighting up. The Alicorn Amulet around her neck pulsed as the jewel glowed.

"You think this can stop me?" she snarled out, heading toward The Cake Twins.

Sleep Thief's magic wrapped around the dressing dummies. The figures became animated once more, pushing to get back up. Stitches popped and fabric tore as spikes forced their way out of the dummies' backs. Their mouths opened to reveal rows of pointy wooden teeth. The three dummies moved to line up as they approached Star, Flurry, Pumpkin, and Pound.

"I'm open to ideas," Star said as she stood between the dummies and the other ponies.

"Do something," Pound said, poking his sister in the side.

"Like what?"

"I don't know. I'm not a unicorn. But you must have enough energy to try something."

Pumpkin let out a sigh and turned her attention toward the three dressing dummies. Her horn lit up as she shot a blast of magic at the trio of targets.

The entire room flashed pale blue.

Pumpkin Cake, Pound Cake, Flurry Heart, and Starry Skies were all sitting in front row seats, facing a catwalk. Pound was holding a fan in one hoof, and Star was wearing sunglasses. Music was playing and lights were dancing as the dressing dummies made their way along the catwalk.

Star pulled down her sunglasses to get a better look. One was wearing a dress that was inspired by either sunrise or sunset -- the top was white and turned yellow, shifting through pink and purple before ending in a midnight blue -- and was reaching the end of the walkway. It stopped and struck a pose before turning around and heading back the way it came.

All eyes turned to Pumpkin Cake, who was staring wide-eyed and open-mouthed.

"What did you do?" Flurry asked.

"I don't know," Pumpkin replied. "I didn't think of an actual spell, I just blasted them with magic and hoped they would stop wanting to attack us."

"Well they definitely don't want to attack us," Pound said, watching one of the dummies walk along in a pink and powder blue harlequin suit, complete with hat and jester staff.

Behind them sat some of the other ponies. None of them were wearing their robes anymore, and most of them seemed to be very confused by the change in venue. On the other side of the catwalk sat a bubble-free Sleep Thief, with Discord beside her and the ponies she already drained surrounding her.

The shock of what happened was passing quickly, her attention turning toward the four of them. Wings spread wide, she took off from her seat to fly at them.

"SHIELD!" Starry Skies bellowed.

Magic from Flurry Heart and Pumpkin Cake flared up at the same side, the energy mixing to create a green shield around them. It was up just in time to stop Sleep Thief, her entire body slamming into the barrier and flattening into a pancake. She popped back a second later, returning to her proper shape. Eyes narrowing, her claw dug at the shield as she slammed her hoof against it.

"Little pigs, little pigs, let me in." She ran her claw along the shield, the magic crackling around the tips of the talons. "I just want a snack." Sticking her tongue (which was way too long and looked more like a snake's), she gave the barrier a lick.

"Okay," Star said as she stepped back from Sleep Thief, "we can't just stay here with the barrier and wait for her to stop, but we can't let her get the others either. Flurry Heart might be the only safe from her, and she could drain the rest of us of...who knows what." Her eyes flicked across to where Discord and the drained ponies still remained. "So, anypony have an idea on what to do?"

"What about the wands and hair?" Pound asked. "If we got those, would we be able to reverse the spell?"

He, Star, and Flurry all turned to Pumpkin Cake. Pumpkin tensed as all attention was on her, taking a step back.

"Why are you all looking at me?"

"You're Twilight's student, and know the most about magic," Star answered. "Is it possible?"

Pumpkin Cake shifted in place, chewing on her lip. Her eyes shifted as she did, glassing over as she considered.

"It's possible," she finally answered, "but it could also end up causing the pony to use it to absorb the power from her instead."

Starry Skies shifted, considering it for a moment. The first option would be to let Flurry or Pumpkin take the power. Since Flurry could not be absorbed, it was possible that she would not be able to absorb the power from Sleep Thief either. If that was the case, then it would have to be Pumpkin Cake that used the spell.

...that was, unless they could cast it on another pony.

Or draconequus.

"Would you be able to cast it and have Discord be the target of receiving the energy?"

"...maybe?" Pumpkin replied, tilting her head. "I mean, I'm not even sure it will work at all."

Star closed her eyes and rubbed at her head. Her attempt to think was cut short by a loud buzzing noise, followed by cries of pain from Flurry and Pumpkin.

On the outside, Sleep Thief had summoned a chainsaw and was pressing the chain against the barrier. There were sparks of energy as the spinning chain bit and tore at the shield, leaving a line in it. If Flurry Heart and Pumpkin Cake's reaction were any indication, the two of them could feel it, and it was painful.

"Okay, we're out of time for planning," Star said. "So here's what we're going to do. When I say, drop the shield. Pumpkin and Pound, you two get the artifacts and try to restore Discord. Flurry and I will try to keep Sleep Thief busy."

And dear Luna please don't let her catch me, she thought.

"Got it?"

Pound, Pumpkin, and Flurry nodded.

"Okay. Get ready."

Star moved to be directly beneath where Sleep Thief stood, Princess Flurry Heart standing next to her. The Cake Twins moved away from their spot, heading to the edge that hopefully would be closest to where the wands and hair had been dropped.

"So, once we drop the shield, what do we do?" Flurry asked.

"I tackle her to the ceiling and you pin her there?" Star suggested. "That should buy us a few minutes." Her tongue flicked out to lick her lips as she glanced up at the mutated mare again. "Just... be sure to put the shield between us before she grabs me and tries to suck my power."

"Don't worry," Flurry assured with a smile. "I have a pretty good idea how you feel about sucking." The smile turned into a full grin at the last part.

Did she just...

With a shake of her head, Star pushed the thought aside. Innuendo or not, true or not, now was not the time to think about it. Instead she closed her eyes and took a deep breath, slowly letting it out. With it, Star tried to quiet her mind and focus, reaching that relaxed but ready state she had been told about.

She had never really been able to reach that state. She could already feel her entire body tensing.

"Now!" she called out.

The shield flickered blue and yellow before vanishing from sight. As soon as it did, Starry Skies shot up.

When the shield vanished, there was a moment where confusion spread across Sleep Thief's face. It was short lived, but there, fading as gravity asserted its hold and started to pull her down.

Slipping between the mare and her chainsaw, Starry Skies slammed herself into Sleep Thief pushing up with her entire body. A thud shook through her as the two of them hit the ceiling. Star threw a punch into the other mare's stomach, knocking the air from her lungs and hopefully keeping her disoriented for a while longer.

A scream filled Star's ears.

Flurry!

When Starry Skies had tackled the monstrous Sleep Thief, she had not noticed that Sleep Thief had dropped the chainsaw she had been using. Instead of vanishing after, it had fallen.

Right to where Flurry Heart had been standing.

From where she was, Star could see the massive cut in Flurry's side, blood oozing from it.

Eyes wide and guilt burning at her stomach, Star made her way to Flurry Heart. Her front hooves reached out, pressing on the skin around the wound and trying to push it close.

"Sorrysorrysorry!" She had to stop the bleeding. She had to make sure that Flurry Heart would get out of this alive. This was Star's fault. She had been the one who had come up with this idea. It had been her who had forgotten about the chainsaw and had told Flurry to help distract Sleep Thief. She did not want an innocent pony to get hurt, she certainly did not want Flurry to get hurt, and she definitely did not want her to die.

A yellow aura wrapped around her as she was suddenly yanked toward Flurry Heart, who was jumping backwards.

Sleep Thief slammed down where the two of them had been standing. She glared at the two, a very unponylike growl bubbling from her throat.

"Don't worry about me," Flurry said. "Worry about her."

"Right," Star replied, turning to their opponent. If she wanted to get Flurry Heart out of here and to a hospital, they would have to deal with Sleep Thief first. Pushing all of her fear and guilt down as far as she could, Starry Skies focused all of her attention on Sleep Thief.

"So, little bat," Sleep Thief said with a smirk. "What do you think--"

Screaming at the top of her lungs, Starry Skies threw herself forward, lunging at Sleep Thief as fast as she could. The attack caused Sleep Thief to freeze for a second, which was perfect since she was not actually Star's target. Instead, Star shot past the mutated mare and grabbed the chainsaw. Once she had it, she gave the engine a good rev before charging at her opponent with it. Shouting again, Starry Skies swung for one of the mare's legs.

As soon as it touched, the chainsaw disappeared.

Sleep Thief threw her head back and laughed.

"Foolish mortal! Did you truly think that you could injure me with my own creation? I am a being of chaos now. And not some pathetic would be faker like that impostor Discord."

She grabbed Star with the talon and slammed her down against the floor. There was a burst of pain in Star's back as her wings hit the stone. Even accounting for the increase in size and muscle mass, Sleep Thief was surprisingly strong. The claws flexed around Star, digging into the stone floor and pinning the bat pony down easily. Sleep Thief's grin widened as she leaned in.

"I was going to get around to you eventually." Her tongue slipped out, stretching to run across Starry Skies's cheek. "Guess I'll enjoy taking you now." She leaned in closer opening her mouth.

Lunging up, Starry Skies opened her own mouth as well. As soon as she felt flesh in her mouth, she bit down hard. Her razor sharp fangs sank into Sleep Thief's nose, a squirt of blood filling Star's mouth. Her jaw clenched as she pressed as hard as she could, then yanked backwards.

Sleep Thief screamed as blood poured from the gashes on her snout. Sitting up, she brought her front limbs to her nose, pressing down on the wound.

Taking advantage of the opportunity, Starry Skies pulled her hind legs in tight then kicked out. Her hooves struck her opponent in the chest, making her lose the already precarious balance to fall backwards. Quick as she could, Starry Skies rolled to her hooves and jumped up. She twisted her body as she rolled, bringing all her weight down onto her elbow as she drove it into the other mare's stomach.

Sleep Thief's tail wrapped around Star's middle, pulling her off and throwing her across the room. Starry Skies bounced against the floor, hitting her ribs in the process, but managed to roll with it and land on her hooves. Her side burned and ached, but she could move just fine.

It seemed that Sleep Thief was not so fortunate. She was still lying on the floor, her front limbs pressing against her chest as she gasped out, eyes wide. Her hind legs kicked and twitched as she squirmed in place.

Starry Skies thought that she must have hit her in the stomach harder than she thought. Slowly, she moved closer, watching in case the other mare recovered or turned out to be faking it.

Sleep Thief's eyes and cheeks started to bulge before her mouth burst open. Out shot a blast of the chaotic energy she had stolen from Discord, stopping a foot in the air. More of the energy flowed out of the prone mare, collecting in on itself and building a ball of pure chaos magic.

As the ball continued to grow, several smaller balls of different colored energy appeared. These shot across the room to the previously attacked ponies, forcing their ways back into the bodies.

Among them was Discord, Pumpkin Cake, and Pound Cake. Discord was sprawled out in one of the chairs. Behind him was Pound, standing on something so they were about the same height. Next to them stood Pumpkin Cake, her eyes closed and horn glowing as her magic held the wands and hair.

The ball of chaos magic grew larger and larger. As it did, Sleep Thief shrank smaller and smaller.

"Now!" Pumpkin called out.

Pound Cake grabbed a hold of Discord's head and lifted to pull his mouth open.

The chaos energy then shot a beam at the unconscious Discord, striking him in the mouth and disappearing back down his throat. As soon as it started, his eyes shot open, the glassiness vanishing from them. Getting up from his seat, he walked toward the prone pony. With each step, his movement grew steadier.

By the time he was standing above Sleep Thief, he looked pretty much back to normal.

However, the same could not be said for her. When the loss of energy had stopped, Sleep Thief had returned to her original size, but still had the altered body parts.

Discord placed his fists on his side, glaring down at the now unconscious mare.

"Well, I think that has been enough excitement for one day. I'll take those."

He then snapped his lion paw, and the wands and hair appeared beside him.

"And I'll deal with...these." He motioned toward the ponies surrounding them. "As for you four..."

"Wa--"

Discord snapped his eagle claw.

"--it!" Starry Skies cried out.

She, Flurry Heart, Pumpkin Cake and Pound Cake were now standing in the lobby of the Ponyville hospital, the nurse at the desk staring at them with wide eyes.