Twilight hadn't been particularly confident when Pinkie Pie told them she'd managed to find the castle. Yet, sure enough, there it was now. From their current vantage point atop a hill in the forest, she could just make out the top of a tall and decrepit looking tower, jutting out over a distant treeline. The rest of the castle was likely hiding behind it.

Unfortunately, it was still a good way away from them and it would likely take a while to get there, especially if the rest of the Everfree was anything like what they'd been fighting through so far. Regardless, Twilight was just relieved to have find proof of the castle's existence at all at this point. They were one step closer to finding the Elements now.

According to the book, the ancient fortress was the only known structure to have ever been built within the Everfree. The combination of mysterious wild magic and territorial monsters that infested the woods made it nearly impossible for ponies to live here for any extended periods of time. Clearly that had to be why it was abandoned.

As for Pinkie's discovery, apparently while randomly hopping around ahead of the group, she just so happened to find herself standing atop this tall rocky hill and caught the same glimpse of the structure. Unfortunately, the hill they were standing on and the slopes around it were rough and heavily weathered. Tall cliff faces and miniature ravines were more common in this part of the forest and were a stark contrast to the usual swampy wetlands that enveloped most of what they'd seen so far.

The Everfree Forest seemed to stretch out for miles all around, looking much bigger than it had on the town maps. A few large rivers could also be seen snaking their way through the undergrowth, including one which Twilight could tell would eventually cross their path as it ran right between them and the location of the castle.

As to why Pinkie Pie had been gone for so much longer than usual, she hadn't said. Whenever Twilight or Applejack had tried calling up to her about it, she'd dodge the question and somehow end up changing the subject entirely. The others were initially just as curious as Twilight, but eventually, they just decided to stop asking once they realized that they weren't getting anywhere.

She was about to just shrug it off herself when finally Pinkie had decided to drop down from the trees. It became quite clear that something had to have happened.

The mare was covered with this strange green goop and her shorts were also now missing, much to Pinkie's apparent surprise once they pointed this out. This left her wearing only a stained shirt and a pair of balloon-patterned panties. Both were equally drenched in the same slimy greenish fluid. Pinkie claimed that she must have lost her shorts after falling in a 'green slime puddle'.

It was all quite hard to believe and Twilight couldn't help but feel suspicious. In the end, she decided it was better just to drop it. Though, she only later realized how red-faced Fluttershy seemed to get when Pinkie Pie emerged. At first, Twilight had thought that it was merely due to Pinkie's lack of pants, but then again, Fluttershy hadn't shown much of a reaction to Twilight's lack of panties before. The way she looked at the green goop was almost as if she recognized it.

'I'll have to ask her if she knows anything about that later...' Twilight thought, making a mental note. 'Given her home's apparent proximity to this forest, perhaps she knows something...'

All that aside, finally being able to see a sign of hope after they'd been searching for what felt like hours made the entire group let out a breath of relief. Rarity was particularly happy to see they were actually getting somewhere. Her dress and fancy heels were clearly not suited for trekking through the wilderness in the middle of the night. Said heels had mysteriously vanished not long after they encountered some mud, and her dress kept getting caught on passing branches despite how closely it hugged her body.

'Now, all we have to do is find a way off this hill that isn't back the way we came...' Twilight pondered, leaning down over the edge of the rocky hillside in front of them. A few pebbles rolled down as she did so. At the same time, she felt the strangest shiver run down her spine.

Suddenly, just as Twilight had started formulating a plan to get them all down, a loud snapping noise rung out. Immediately after, she felt the ground under her give way.

'Oh no.'

Startled cries filled the air as everypony suddenly found themselves tumbling down the steep hillside as they were all caught in a landslide. The ground they'd all been standing moments before had collapsed, years of erosion seemingly having made it unstable.

Twilight very briefly heard Rainbow Dash shout something up above, followed by a startled yelp that sounded like Rarity. But she was far too distracted to pay much attention, desperately trying to find a way to stop herself as slid down the rocky hillside.

As she tumbled down, she happened to peer down and was mortified to discover that they were rapidly racing down towards a sheer drop. One sure to sentence her to an untimely death. In a blind panic, Twilight tried grasping around at anything and everything she could get her hands on, an exposed tree root here, a rocky outcrop there, anything that might prevent her from careening off the edge.

But nothing proved strong enough to hold her weight for more than a second as Twilight continued to pick up speed as she rapidly neared the drop. Screaming as she finally rocketed over the edge, she frantically flailed her arms around, feeling her stomach drop before she narrowly snagged the end of a large root hanging down just under the ledge. Now dangling helplessly for her life over a massive void of air below her, Twilight's arms quickly started to burn as she was forced to hold up all her weight at once.

She quickly realized that there was absolutely no way that she'd be able to pull herself back up or even hold on for very much longer. She was used to using her magic for most physically demanding tasks, and didn't possess anywhere near the kind of upper body strength required for something like this. Her rapid heartbeats thumped audibly in her ears as she felt her fingers starting to slip. Was this really it?

"Hold on, Im'a comin!" Applejack's voice called from up above, encouraging Twilight to hold on just a little bit tighter.

Against her better judgment, Twilight glanced downwards and her pupils shrunk to the size of pinpricks. The distance to the ground below was mindboggling. The cliff face she hung from was mirrored by another one standing opposite of it, with both eventually meeting in a narrow valley at the bottom.

The crumbling of pebbles and rocks falling past her was able to draw Twilight's attention back up just as Applejack poked her head out over the edge, looking around frantically before noticing the unicorn's dire predicament right beneath her.

"Applejack! W-what do I do?!" Twilight gasped, her fingers feeling like they were on fire as she slid down a few more painful inches.

In her panicked state, there was no chance she'd be able to concentrate on teleporting or using any of her magic to get out of this. But, just as Applejack looked like she was going to reach down and help her up, she stopped. Eyes briefly flicking down past Twilight, she sighed.

"Let go." Applejack told her calmly.

"A-are you crazy?!" Twilight yelled, gasping as she felt the last of the strength in her arm and fingers quickly melting away.

"No I ain't, I promise you'll be safe."

"T-that's not true!"

"Now you listen here. What I'm sayin to you is the honest truth. Let go, and you will be safe." Applejack assured her.

Twilight stared back up at the country mare with wide terrified eyes. For some reason, she couldn't help but feel strangely compelled to trust the mare's words. There was just something about the look on her face and the genuine tone of her voice that seemed to almost bleed honesty. She was right, everything was going to be fine, she just had to... let go.

With just the slightest relaxation of her grip, Twilight felt the root finally slip out of her hand and she began to plummeting downwards. Rapidly picking up speed, wind whipping past, the hard ground was racing up to meet her.

"AAHHH!-"

"-Oof!" Twilight's piercing scream was halted abruptly as she was suddenly caught by Rainbow and Fluttershy, both of whom had apparently been waiting to catch her.

Feelings of immense relief washed over Twilight as she tried to calm the rapid heartbeats thumping from her chest. Though, a few seconds later, she found herself letting out another startled yelp again as Fluttershy very nearly lost her hold under Twilight's shoulder, causing them her to suddenly drop a few more feet.

"Oh, I'm so sorry! I'm not really used to holding anything more than a bunny or two..." She apologized.

As Twilight was lowered down to the ground, she glanced up to see Applejack making her way down the cliffside on her own, leaping from handhold to handhold with relative ease. Once dropped back onto her feet, Twilight was finally able to breathe easy again, holding a hand up to her chest and taking a deep breath as she stumbled back. Veins still pumping with adrenaline, she looked around for the others. She was thankful to see that they all made it down okay.

Pinkie appeared the least affected by the whole event, still bouncing in place with a happy smile. If anything, it seemed like she enjoyed the rush of excitement. Rarity, on the other hand, had very clearly not. While She didn't appear to actually be injured in any way, beyond maybe a few minor bruises or cuts, her dress had taken the brunt of the damage for her. Large sections of it had been torn away, to the point where very little of the original fabric remained. While not completely exposed to the elements, Twilight could now affirm her previous assumption that she, in fact, was not wearing anything underneath her dress this whole time.

'I'm sure Spike will get a kick out of that' Twilight inwardly groaned, rubbing at her sore hand and fingers. 'Wait... where is he?'

"Spike?" She called out, looking all around but failing to spot the young dragon anywhere. "Spike!?"

Spike groaned as his eyelids slowly fluttered open, his vision blurry and dark.

"Ugh, what... what just happened?" He croaked.

He was lying on his back; the cold surface beneath him was rough and hard. When he was little, he used to enjoy taking naps on the cool marble floors in Celestia's palace, and though different, it felt similar. Once his vision finally started to clear, he could make out what appeared to be the broken remains of a high arching ceiling hanging above him. They seemed like they could collapse at any moment as most of the bricks they were made from had already fallen out. Far behind them, the full moon stared down at him from its place in the center of the night sky.

"Ough" He winced, lifting his left hand up to rub a large knot on the top of his head. A painful headache roared in his mind. Sitting up slowly, he took in his new surroundings.

He seemed to be inside some kind of old stone building, long since abandoned based on the state it was in. Vines, weeds, and other plant life grew over large portions of the long room. Despite this, Spike couldn't help but continue to feel reminded of the princess's throne room back in Canterlot. It even had the same large windows where along of the walls were large stain glass windows normally sat, though these were all broken. To his right, an open doorway led down to a dark stone staircase which presumable spiraled down to the floor below.

'Where am I?' He thought, trying to recall where he had even been before waking up here.

Off to his left, by the far end of the room, stood a strange sculpture or statue. It looked like one of those solar system models Twilight always had on display back home. Behind it, up against the far wall, a large throne stood prominently with the shattered remains of another much larger window in the wall above it.

Getting on his feet, Spike realized something else. He was completely naked. His hands instinctively shot down to shield his crotch, though given there was nopony around, it didn't really matter. As long as he wasn't 'in the mood', his little buddy tended to keep to himself inside the little slit beneath the scales covering his crotch. The only real reason he even wore clothes at all was because that's just how Twilight raised him. From what he'd heard, most wild dragons didn't even wear clothing. Then again, most fully grown adult dragons would be too big for them anyway.

'How in Equestria did I even get here?'

The last thing he could clearly remember was himself, Twilight, and the others looking out at the top of a tower in the distance. He had been thinking about how relieved he was to see it when the ground beneath his feet suddenly fell. He saw the others start sliding down and then... darkness.

It certainly felt like he had been hit in the back of the head by something. Could it have been a rock that knocked him out, forcing the others to carry him all the way to the castle? If so, that would certainly explain why he was in a place like this. But then, why would they just leave him here now, naked no less? He was about to start looking around when he heard a voice that made the spines on his back go rigid.

"Oh? Is the little drake awake already?" An icy feminine voice spoke, sending sharp chills down his spine.

Whirling around, Spike stumbled back in alarm as Nightmare Moon landed only a few feet in front of him. Her lizard-like eyes seemed to glow in the dim moonlight as she revealed her dagger-like teeth with a sinister grin.

"I'm impressed, that spell is capable of knocking the average pony out for days, and yet here you are, awake within the hour." The alicorn mused, her right hand resting on her hip while the other held onto a tall scythe.

"W-where are my friends!?" Spike stammered, doing his best to keep himself composed through the intense aura that radiated from the clearly very powerful mare.

She chuckled under her breath, clearly amused as she heard the fear littering his voice.

"Why so concerned about them, little drake, when you now find yourself alone and at my mercy? Are they not just your cruel masters? Are you not just one of their many slaves?" Nightmare Moon inquired.

"W-what? They aren't my m-masters, and I'm not their slave!" He shouted, feeling strangely insulted by the accusation. Nightmare scowled at his reply, gripping her weapon as she took an aggressive step forward.

"Nonsense!" Her voice boomed as she slammed the pole end of her scythe against the ground, cracking the stone. "No doubt Celestia has found a way to enslave your kind during my absence, breeding you as mere servants, and brainwashed from your birth to fulfill your pony masters' every need and desire! She'd do anything just to keep her sun-loving ponies loyal, even if she-!"

Nightmare Moon suddenly stopped herself, pausing to regain her composure.

"Well, if you truly claim to not be one of their pitiful slaves, then why follow them all the way out here? Why should a proud drake such as yourself even care for the feeble problems of these peasant ponies? Before my banishment, your kind was among the proudest and most selfish creatures in all the land! You hoarded vast treasures, razed entire towns just to quench your boredom, and even stole virgin mares from their homes, bringing them back to ravage then in your lairs." She growled, the grip on her scythe tightening. "Is that why you are here now? Do you plan on pilfering them as well?"

"W-what? No! I would never do anything like that! I don't know what you're talking about!" Spike growled, clenching his fists as he felt a heat start building from deep within him.

"Then why!? Why follow them? What are you searching for?!" She demanded, her scythe suddenly flashing down as its sharp blade leveled against his neck. "Do you attempt, so foolishly, to try and stop me from claiming what rightfully belongs to me? To try and banish me yet again and bring back the one who has so clearly brainwashed you into subservience?!"

Spike gulped, unsure if he wanted to further provoke the crazy alicorn now that she had a blade at his throat. He had pretty thick scales, but he didn't want to take any chances. A few terrifying seconds of silence went by before Nightmare Moon scoffed and pulled her scythe away.

"Well, I'm afraid that is most certainly not going to happen. Your 'friends' will never make it here, and even if they somehow did, I'd kill them all myself!"

An icy chill washed over Spike as he was was suddenly enveloped by Nightmare Moon's magic aura. Before he could react, his arms and legs were forced together, as if cold metal chains were being wrapped around them. He was carried through the air towards the far end of the room, where she sat him down on what remained of the old throne. Spike tried to open his mouth to say something but quickly realized that he could no longer move at all.

"There, that will hold you while I deal with your companions. But don't fret, I don't plan on killing you." Nightmare Moon assured, her weapon turning to purple mist as she raised a hand up to his cheek. "Maybe once you have been freed from your enslavement, you'll realize what I have done for you and see the light and beauty of the moon. After all, it has been a very long time since I have had the pleasure of being alone with a strong male specimen such as yourself~." She said, her voice suddenly turning seductive.

Spike gulped as the alicorn eyed his body hungrily, her attention focusing on his crotch much longer than he felt comfortable with. It probably didn't help that in the process of leaning forwards, her skimpy-looking armor provided an ample view down her generous valley of cleavage. Looking up into his eyes again, Nightmare Moon moved within inches of his face, their lips now nearly touching.

"Old legends also claimed that once a virgin mare had been pilfered by a dragon... they would no longer desire to leave him, entranced by the beast's massive... jewels."

With a sinister chuckle, her whole body transformed, turning into the same dark blue cloud he'd seen back in the town hall. It swirled around him a few times before darting out through a window, leaving Spike sitting naked and magically bound to the throne. The strange sculpture had also disappeared in a flash of dark magic, leaving a square block of empty space in the floor where it used to stand.

'I really hope the others are okay.' He thought, trying not to think about what just happened. As if working against him though, mental images of the dark alicorn slowly stripping off her armor, begging to be 'pilfered', flashed through his mind.

'Really not helping brain. I really don't need the others finding me here like this with a boner...'

'Now, where are those meddling sun-lovers?' Nightmare Moon growled, flowing through the air above the Everfree Forest as she headed for the site of the rockslide she'd caused. 'I haven't had a chance to be been properly satisfied for over a thousand years and I will not tolerate six pitiful sister-worshiping peasant ponies trying to get in my way!'

As she neared the cliffside, she expected to discover at least a few lifeless corpses lying down the bottom of the ravine the rockslide cascaded down. Yet instead, she was irritated to find all six mares in almost perfect health. Darting behind some trees that overlooked the group, she watched and listened.

They were searching for the dragon. Two pegasi were circling in the air above, though they were careful not to fly too close to any clouds. Among the six ponies, one, in particular, drew Nightmare Moon's attention the most. It was the purple unicorn who had called her out when she made her appearance in the town hall. The dragon had been standing right next to her at the time...

Even from this distance, she could sense the mare's magical potential, though it clearly had yet to be fully tapped into. She would have to be cautious around that one.

Still, even with her around, she knew she could easily fly down wipe them all out with little effort. Yet, as Nightmare Moon prepared a spell to do just that, she eventually decided against it. Given the fact that this unicorn knew who she was, she likely also was aware of the Elements Of Harmony. Or more specifically, how to unlock them...

The others were expendable, she would have to get crafty to get rid of them though. These six mares had already managed to escape from the rockslide relatively unharmed, so they were clearly at least somewhat capable.

'Perhaps it is about time that something living in this cursed forest gave them a piece of its mind. And maybe another part of it too...'

Author's Notes:

Fun Fact Of The Chapter:: The fitness gram pacer test is a multistage aerobic capacity test that progressively gets more difficult as it continues.

Sorry for the delay! I had some IRL stuff I needed to deal with. Also should have the requested sequel chapter to my Diamond Tiara story out by tomorrow or the day after. (If you ever need to write something I highly recommend listening to this in the background. Heard a lot of stuff I hadn't in ages.)

P.S. - What time do you guys tend to be online. I'm trying to work out the optimal time to release chapters and stories so you guys can see them. (He says, posting this chapter at 1:00 AM.)

P.S.S. - If you are ever bored and have only ever watched the MLP:FIM series through once, I highly recommend, however cringy it can be during the early seasons, you'll notice some neat details you never noticed the first time around. (And some amusingly bad animation moments.)