Author's Notes:

This is probably one of the most fun chapters I have ever written! Happy Nightmare Night every pony, this was so much fun to write... but might have a lot of mistakes because I only had an hour to post before Halloween was over... so I am rushing! I worked all day and night on this, hope you enjoy it! It is very long, so don't worry about finishing it all at once! Tell me what you think, yeah?

A little blue Pegasus sat alone in her cloudy home, snuggling her blankets as she sniffed and huddled her hooves together. Her companion and best friend Tank slowly nuzzled her chin in an attempt to calm the river of tears dripping down her chin and onto her soaked pillow. She trembled in the silence of her home, as the night amethyst-colored sky stretched over all of Equestria in a quiet embrace. Rainbow was extremely hurt, and after Pinkie had said those things, she just ran off regardless of her friends trying to cheer her up. She was angry and calmed her rage by flying as fast as she could among the clouds in the thin atmosphere.

The air flowing through her feathers, and the roar of the wind in her ears was enough to drain her thoughts from her mind as she soared. As much as she loved it, eventually her wings ached and her muscles cramped from such an invigorating flight. She had to land, and the feelings she desperately wanted to forget came raining down on her like a heavy storm. She was exhausted, and her craving for another workout was calling her back to the skies to make her forget about everything that had happened, but she had to yield for her body wouldn't allow any more. She had then decided to climb into bed, take a long nap and get lost in the wonderful dreams she could dwell in; but that was not what happened.

Her memories of Pinkie Pie and their friendship hit her, and she couldn't help but want to experience them all over again. Their fight came back to her as well, she had broken their relationship with words neither of them could take back; forcing her to consider that perhaps.... it couldn't be mended. She felt it was her fault if she hadn't of yelled at her if she just would have thought it through instead of being the reactive moron she was this would have been avoided. Then her mind would switch to the words Pinkie Pie said, and her anger would resurface with a large sting from the backlash of the words they both said.

She rolled to the other side of her bed, that was just it wasn't it... their friendship, gone like a feather sucked up in the sliced wind of her flight. It really sucked to be so bummed out so close to Nightmare Night, Rainbow Dash loved to run around and play pranks on every pony in town.... with Pinkie Pie Just thinking of that Stinkie Pinkie just made her want to kick a wall, but at the same time she wanted to make it up to her, even if she didn't want to do the same.

Perhaps it was not too late to apologize, perhaps there was a chance she could make it up to her best friend. Rainbow tapped her hoof on the soft cloud-bed she was fond of, what would she like? A cake, a cupcake even? Even a new party cannon? No, that wouldn't be enough... Pinkie was really mad at her.

The upset Wonderbolt rubbed her face, groaning at the heartache throbbing under her ribs. This was such a gross feeling, and she wanted it to go away, no fights felt good... but this takes the cake. There was no remorse in her eyes, just hate, and a hunger to see her go all teary-eyed that was terrifying to behold in such a huggable pony such as Pinkie Pie. No pony would see her cry, she wouldn't allow it, she was strong, and nothing got to her.... she thought.

Pinkie did, that little pony that was her best-friend seemed to rip out the steel heart that Rainbow Dash carried. It was wrong, she was supposed to be the tough one, the one that couldn't be broken... but here she was recovering from a heavy cry all alone in her home. Feeling sorry for herself was not helping though, she needed to find a way to fix this... something big enough to make even Pinkie Pie forget about the words she said.

She thought, and she thought until finally, she got it! Pinkie Pie was one of the biggest pranksters around, and their most fun was on Nightmare Night! They spent the most time laughing, and enjoying each other playing pranks! That's what she would have to do, she would have to pull off the biggest.... most daring.... and most amazing prank ever! So big all of Ponyville would see it, so crazy that even Pinkie Pie would be shocked! Then she would dedicate the prank to her, making her so amazed that they would have to be friends again!

Rainbow Dash popped up, this was going to be soooo awesome! Pinkie Pie is going to be so excited she won't be able to stay mad! The Pegasus was almost so giddy, that Tank merely flew off of her bed from her excited bounces. This had to be cool, not even twenty percent cooler.... like fifty percent cooler than normal!

The uplifted pony grabbed her pet before pressing her nose against his, "Tank I have an idea, but we have to spend the rest of tonight planning it! This has got to be the biggest prank I've ever pulled, the biggest any pony in Equestria has ever pulled!"

The tortoise licked her nose in agreement, as she hugged him close to her chest. There couldn't be any holes in her plan, it had to be drawn out perfectly! Also, it had to be a surprise, she couldn't tell her friends or Pinkie Pie; that little pony always loved surprises anyways. The Wonderbolt scattered a line of papers on the floor, giggling to herself excitedly as she pointed a pin at her paper.

"There is no going back, Tank. This has got to be perfect." Rainbow Dash murmured through the pen in her teeth.

While the Pegasus started to scribble, something hooded stirred beneath her home. As a whisper gently melted in the breeze, without any pony to hear it's humming.

Your fate is sealed, Rainbow Dash.

------------------

"Sleepover!" Chrysalis yelled loudly as she slapped a pillow across Pinkamena's face. The pillow burst into a flurry of feathers, as the Earth Pony was knocked to the ground. The Changeling hopped onto her back, making her cry out in pain as the queen continued to beat her senseless with a pillow.

"Ooof, Chrysalis, OW, stop!" Pinkamena yelled, but her words were ignored as Chrysalis laughed busting up a few more pillows.

The grumpy mare became visibly irritated from being pummeled by the Changeling mounted on her back, and with a quick swift move Pinkamena flipped her over. Chrysalis giggled, as the Black Magic warlock levitated a pillow beside her with a furious glare, before returning the favor with much more force. The two wrestled, one was having fun while the other one was in a rage and out for blood; participating in a war that was one-sided. Pinkamena tackled Chrysalis before her large blackened horn teleported her away from the mare, as she pranced away and locked herself in the closet.

Pinkamena slammed her hoof on the door. "Get out of the closet! Face me like a warrior!"

The changeling seemed to be rummaging through something, as her opponent tugged at the doorknobs. She pressed her ear against the door and heard Chrysalis giggling, as her strange voice teased from afar.

"I found Pinkie Pie's diary!"

"That's private!" Pinkamena yelled, ripping open the closet door with so much force the doors ripped from the hinges. The mare flinched as wood exploded from the edges, raining splinters down by her hooves as she smiled awkwardly at Chrysalis hugging the diary to her chest. She didn't mean to destroy Pinkie's closet, she just had enhanced strength when she got upset, it was a little bit of an issue sometimes.

Pinkamena closed in, making the queen hug the wall in an attempt to escape before her enemy spoke. "Give it to me Chrysalis."

The elusive creature before her gave her a mischievous smile, "I found it... I get to read it."

"You little-" Pinkamena slammed head first into the wall before the slippery eel-like changeling dodged her attempt to grab her. The queen was acting like a child, but she was having fun, so she didn't really care about her reputation as she cozied up in a spot on Pinkie Pie's bed. She opened the bright pink book and flipped through the pages with her horn. She didn't expect another bone-shattering tackle, knocking both Soul Seeker and the hiveless outcast off the bed and onto the hard wooden flooring. They both cried out in pain, as their heads knocked together and they were a tangled mess of hooves and messy manes sprawled out on the ground.

"Private... it's private.." Pinkamena wheezed, as she rolled off of the queen rubbing her massive bruise.

Chrysalis leaned her head into her hoof, as she sighed, "this is my first official sleepover... all I wanted to do was have a little fun!"

The mare picked herself up before sitting upright, "I told you that you could hang around, but that doesn't mean invading Pinkie's privacy. Plus, I need you to help me after that huge fight I had with her friends... I think I really messed up."

Pinkamena rubbed the back of her head awkwardly as her partner sat beside her patting her back gently, "relax... I am sure they already forgot about it! I mean it's been a whole day, and they seem to get over things oddly quickly. Also, no pony even cares anymore because tomorrow is Nightmare Night!"

"Nightmare Night? Are you sure its tomorrow?"

Chrysalis shoved her, making her fall over. "Don't tell me you didn't see all the ponies decorating after we exited Twilight's castle. I mean, it was lame.... but you know, they are ponies and they are trying their best."

Pinkamena sat herself up, brushing the dust from her mane. "Oh like you could do better."

"I actually can, but if I were to grade pony decorations against my decorations in a contest... they would get the participation award." The changeling gloated, touching her chest pridefully as Pinkamena shoved her in revenge making her fall lightly onto the floor.

"I am sure I could beat you in just about everything Nightmare Night related." Pinkamena teased, giving a challenging wink to the floor bound queen.

Chrysalis stuck out her hoof, "Look at this."

"There's nothing there Chrysalis."

The queen grinned, "Yes there is... I am presenting you with the cares I give."

A pillow came smashing into the smug royal's face, as she was smothered by a soft headrest. The green light surrounding it faltered as Pinkamena giggled softly, watching as Chrysalis gasped for air. She tried to crawl away, and push the pillow off but unfortunately Black Magic was more persistent then she imagined. A harsh breeze blew from the open window in Pinkie's room, as Pinkamena picked up on something.

The mare took her focus off of the struggling changeling, as she listened to the strange whistling among the breeze. She could sense magic.... hers... very faint, but it was there. That was impossible, she was the only one left with any knowledge of how to use it. Perhaps she was imagining it?

"Mmmph!" a sound yelled frantically, as her thoughts were shattered. Pinkamena gasped as she saw Chrysalis banging her hooves on the floor, and she immediately released the queen's nose from the wrath of the pillow.

"Oops, sorry.... got a little carried away." Pinkamena giggled, as her companion gasped for air.

She let her ally catch her breath, as a bright light caught her eye. The sun was being lifted by Celestia, and the colors of the sunrise took her breath away as always. Pinkamena found herself being drawn to the gentle breeze, watching the beautiful colors overtake the sky in rosy and playful colors. She leaned her chin on the window seal, relaxing in the warmth of the rays before shivering from the air fall brought.

Chrysalis poked her head above Pinkamena's mane, resting her chin on her even though her chinrest made a grunt of discomfort. The powerful mare slouched in defeat, knowing her alliance member was not going to go away as they both watched the rest of the quick sunrise. They were both memorized, lost in a deep trance unable to look away as the two relaxed comfortably enjoying the entertainment.

They were both very happy, before something blocked their view in a sudden move and a yell, "Boo!"

The blue face that randomly broke their trance, caused them both to lurch back in surprise! Chrysalis shot a burst of magic from her horn in alarm, as Pinkamena fell backward causing the both of them to tangle themselves helplessly on the floor once more. Their screams caused the face in the window to burst out laughing, as a little Pegasus slapped the head angrily.

"That was rude Luna, you scared the jeepers outta them!" The sweet but scolding voice of Cozy Glow said.

The howling laughter of a creature below them caused Cozy to flap her wings anxiously, as Luna looked down on the Centaur's head she was perched on.

"Ha! Soul Seeker may be powerful, but she has to admit that we got her!" Tirek roared, as Luna and the magic thief joined in a harmonized giggle. Cozy Glow rolled her eyes angrily, as she floated down through the open window to help Pinkamena and the hyperventilating changeling up.

"Oh come now, this is Nightmare Night! I have to live up to my reputation, dear Cozy." Luna said as she crawled in through the open window. Tirek stretched his back, to where his nose could poke in through the small window and eye the creatures of his team inside. Shadowbound was next as he appeared beside Luna in a puff of shadows, before tackling Pinkamena with a happy hug, which she annoyingly returned.

"What are you all doing here, don't you have a job to do?" Pinkamena said harshly as they all nodded their heads.

"We finished, but enough about work, Luna told us all about Nightmare Night, and we want to have some good old-fashioned fun." Tirek growled evilly, leaning his elbow through the window to relax his giant body.

"We have to continue gathering intel, or the tree will-" Pinkamena was stopped by a gentle hoof.

"Tirek, Cozy and I all thought you've been working your tail off Soul Seeker, and we want to help you relax. After all, Shadowbound told us that you were quite the prankster back in your day." Luna said, releasing Pinkamena's mouth as she gave her a silly wink.

"Not just that, he said you were the best." Tirek added, giving her a sharp-fanged grin.

Cozy Glow brushed the dust bunnies off of her friend's fur, as she nuzzled her lovingly. "Yeah Pinkamena when was the last time you had fun?"

"I have fun!" Pinkamena blurted out hastily, as the group gave her non-believing smiles.

"As your newly established friends, we demand you let us show you how to have fun. Pinkie Pie isn't the only one who can throw a good party!" Luna said, wrapping a wing around Pinkamena as Tirek gave her a thumbs up.

"Who says villains have to be gloomy all the time, I am always down for some good fun and it's healthy to let loose once in a while." He said as Cozy Glow nodded towards the pondering mare.

"Come on Pinkamena... please? Luna said she has the most exciting things planned for all of us, and the best part is we don't have to include any other ponies, just us!" Shadowbound pleaded, tugging at her mane as the alliance gathered their eyes on the leader, with begging gazes.

"Alright.... fine! Just don't get caught, and don't be too crazy!" Pinkamena shouted as Chrysalis pounced on her with a tackling embrace of excitement.

"We are villains, but we will tone it down... it's not like you aren't going to be with us the whole time anyways." Tirek said, blowing air from his nose sarcastically.

Luna raised her hoof. "Now we must give you a makeover! Tirek grab Pinkamena and let us venture into the woods for the beginning of our most fun night ever!"

"W-Wait I didn't agree to a-"

Chrysalis wasted no time in picking up her friend and carrying her on her back towards the awaiting Centaur. Tirek carefully grabbed Pinkamena, taking her out of Sugarcube Corner before exposing her to the sun. The alliance poured out of the open window, before hitching a ride on his back as he carefully moved away from the houses; in an attempt not to awaken the sleeping ponies that have not risen. Cozy Glow seemed amused by his tip-toeing as she poked fun at him the entire way into the woods, which he did not favor in the slightest.

Pinkamena clutched Tirek's thumb, afraid of falling off as he trampled the brush under his hooves. The creature clutching his leader noticed her nervousness and decided to go a little slower before seeing his kindness and shying away from his unnatural behavior. He never cared about the feelings of others, but for some reason, he grew a fondness for the group that he took a liking to and just started to roll with it.

The unlikely group of friends made a little gathering in the Everfree Forest, that seemed to be previously planned out as the creatures leapt down from Tirek's back. They whispered excitedly, as his giant hand lowered Pinkamena carefully to the ground before allowing her to walk out of it.

Tables full of material were scattered everywhere, along with stitching tools, sewing machines, masks, and more. The others ran around chaotically, glancing at all the fun Nightmare Night clothing and costumes that were obviously expensive and probably not theirs.

"Who got all this stuff," Pinkamena asked.

The alliance was too busy rummaging through the treasure piles, but they all found a second to point to Chrysalis before going back to their activities.

Luna approached Pinkamena before whispering in her ear, "I may have asked Queen Chrysalis to gather some stuff for Nightmare Night and hide it in the woods while we were coming back to Ponyville. She sort of just gave me a weird look, shrugged and then told me I was a loser..... I didn't actually think she would get it."

Chrysalis nudged Luna, "Did I deliver or what? I tell you, carrying this stuff here was exhausting, but I made it work. You can all grovel now, your prayers have been answered by your queen!"

Tirek rolled his eyes as he stepped over the trio and went to find some stuff of his own, while Cozy and Shadowbound fought over a zombie mask which the poor demon was losing.

"Chrysalis..." Soul Seeker said with a hint of annoyance, the changeling jumped as her wings straightened with worry while looking into the red eyes of her leader, "Did you steal all this?"

Luna glared at the queen mean mugging her, as Chrysalis's eyes widened, "How dare you! I am not going to just sit here and let you accuse me of things I clearly did!"

Pinkamena slapped her forehead as the thief simply trotted towards the rest of her friends who were gathering materials to make into a costume. Luna shook her head but shrugged with Pinkamena as they both giggled knowing villains would always be villains. The Alicorn and warlock both joined the others, as they all formed a circle sitting on a pile of what they found to be worthy costume material.

"I think I am going as a werepony I found this furry material perfect for it!" Shadowbound said as Cozy Glow threw a roll of fabric angrily at him.

"I am going as a werepony! You only want to go as one because I stole your zombie mask and you want to get me back!"

Tirek laughed. "If any of you had a sense of dignity, you would go as a vampire bat because they trump wereponies every day of the week."

"Excuse me, you stole my idea Tirek! I said I was going to be a vampire bat this year! You jerk!" Luna said, poking her hoof at the Centaur who scoffed with a wave of his claw.

"You don't have the figure for it, go as the skank you are."

"Oh and like you could fit into a little bitty vampire bat costume, you are as big as a house! Go as a fat, disgusting trash pile, you oaf!" Luna yelled, flapping her wings in a temper tantrum as the group got into a hissy fit. Chrysalis clapped happily as the argument grew surprisingly fast, with insults being thrown around every two seconds. Pinkamena couldn't help but smile, they were weird and explosive but still fun in a strange way.

Pinkamena's ear twitched as she heard a strange hum, her focus dipped away from the arguing group, as her eyes followed a strange shadow beckoning her towards it. She looked back towards the group, that was utterly oblivious to the musical tune that sounded like it was being played through a whistling skull. Pinkamena flattened her ears, as she followed the thin shadow slipping through the bushes awaiting her approach. She departed from them ignoring Tirek who was holding up Cozy's disfigured costume in a wail of laughter, as she tried to fly and pry it out of his grip.

She broke through the leaves, leaving the muffled cries of insults from her friends behind as her focus transfixed on the shadow on the other side. Her hooves kicked up the fall leaves, as bare branches crunched and snapped from her weight and her journey brought her to a little creek. The smooth stones under the water created multiple pathways for the flowing creek, as the trickling water peacefully filled her ears.

Pinkamena squinted, as a figure sat hunched on a rock. If she could guess, it looked like he was wearing a thin black cloak. She was not alarmed, for his magic and his un-moving body was a big giveaway. The cold nip in the air and the shining bladed scythe he carried was enough to tell her she was in the presence of a mortal enemy. The whistling sound continued to radiate, as clattering bones stiffened when he shifted.

"Hello Death," the mare greeted as she took a spot on the grass calmly.

His body melted into a pool of shadows before his hood towered over her in an instant. His cold aura would scare most ponies, but Pinkamena had been through a lot, and his vibe wouldn't get to her. She refused to look him in the eye, as his terrifying cloak waved in the silence of the wind.

"Ah, strange. I would have expected you to throw an insult my way, after all, we did not part on good terms last time we met."

His voice was hard, almost making the feel of icy chains slowly wrapping around his victim's throat. The illusion of his fear caused Pinkamena's throat to feel tightened making it hard to swallow, but she didn't let his presence intimidate her. His breath was cold, like that of mountain breezes but with the ambiance of the terror from the grave. She gave him a stern look, that of a warning to back away from his tricks. The darkness hiding his face usually petrified mortals, for they didn't know if they would live after seeing it.

"What do you want, make this quick. If you want my soul don't bother, I am not dying today." Pinkamena said as the Grim Reaper revealed himself by slowly taking off his hood.

She couldn't help but have a spine-tingling sensation run throughout her body, as his hollowed eyes and bleached white bones touched the fall air. The rattling of bones was chilling, but she held her stance as he swept around to the other side of her body leaning into her ear letting her fur brush his skull.

"I am not here for your soul, I am here for another." Death whispered, his rotting breath flowing into her nostrils as she kept her gaze forward. He continued, "it's a shame really, a pity of a death."

Her ear flicked, as he pulled away from her and she responded, "And this involves me why? I don't care about you and your sick game of collecting souls, I am only concerned if you have a slight idea about trying to retake mine."

He pulled his scythe, intimidating her by bringing the reaping blade under her chin but not gaining even a flinch from the mare he taunted. His soulless eyes locked onto hers, as his bony claws tapped on the metal of his weapon, daring her to try and touch the soul-sucking material that made it up.

She played his game and knocked the blade away. " As I have stated a thousand years before, I am not scared of you, and your scythe cannot reap my soul, I do not fear you."

His head tilted before his voice with such depths of darkness spoke once more. "And here I was coming all this way to give you a choice to save her.... after all, it is your fault that I am here to take her soul."

Pinkamena lifted an eyebrow as he sheathed the legendary blade he displayed, "My fault? How so?"

He paced around her, leaving a trail of destruction in his path as the grass decayed the moment his cloak drifted over them. His skull leveled itself forward, as his scythe loomed over the mare who eyed him from afar, observing him as he walked.

"Do you not have the slightest clue who I am speaking about, a friend of yours... of rather Pinkie Pie... take a wild guess on who it might be dear Pinkamena." He spat, lightly touching her shoulder as a wave of spirit-like creatures left a trail on her back.

The touch of death was unavoidable to most ponies, but fortunately for her, she was not like them. She moved her head to where it watched Death before she replied dryly, "Pinkie Pie's friends are of no concern to me. If you think I am going to play your games for them, you are sadly mistaken."

Death tisked, as he kicked a rock towards Pinkamena that knocked against her planted hoof. He shifted his blade once more. "Sad how you care little of others, especially since they are going to die trying to make it up to you."

The Black Magic champion rolled her eyes, "I am assuming you are going to guilt trip me, no pony would be stupid enough to try and die to make up with me... or Pinkie Pie that's ridiculous, I never took you for a liar Death."

He shrugged, "I am not one to lie but just to be clear, they don't know of their fate. Friendship can be a deadly thing, and I have collected many souls that met their end by the selfish fights of others. Your words meant a lot more to a certain Pegasus then you might realize, and because of that... her death will forever rest squarely on your shoulders."

Pinkamena blinked, before running through her mind of Pegasi she knew. Was he talking about Fluttershy? No, she would never do something dangerous, what fool would even come close to death? In no way would any pony be stupid or arrogant enough to pull something that could get them killed..... wait... oh no.

The mare slapped her forehead, "Please don't tell me you are here for-"

Death nodded, "Yes Pinkamena, tonight the Wonderbolt and fastest flier in Equestria will meet her end. All because you couldn't control your temper, such a shame."

He didn't get a chance to laugh, for his body was knocked over by strong hooves. His scythe plopped on the ground next to them, fizzling with spirits trapped inside the blade as Pinkamena pressed on his ribs. He didn't try to wiggle free, as the mare pressed his skull onto the grass in a very daring move. His jawbone squished itself against the dirt, as his cloak flowed in an invisible breeze even though he was pinned at the mercy of Soul Seeker.

"Such temper, you'd think you would have learned by now," he grunted.

"Stop messing with me, I swear I will crush your little mindless skull into shards! Why are you here, what is Rainbow Dash up to?"

Death squirmed under her pressure, as his jawbone cracked from her wrath. "Even if you smash me into bits, I will not die you know that, and I will still be back to collect her soul."

Pinkamena pressed harder causing a chip of bone to pop off, "Don't give me any ideas, now answer my question."

He was released a bit to where he could raise his head. "Tonight at exactly midnight she will perform a prank to the entire town of Ponyville. She will gather storm clouds, so many in fact that it will cover the sky and the moon completely. She will do this to form a shape from them, but the static from the growing storm will grow, and the poor Pegasus in the sky will be shocked by a volt of lighting in the dead of night. Her body will fall, into the endless ground below her and she will meet her end, because of your acts."

His laughter was quickly shut off as his skull was forced into the back of a stone, Pinkamena was tempted to trample him into the dirt like last time, but he had something that stopped her. Rainbow Dash was going to die, painfully and dramatically all because she was trying to pull off a stunt she couldn't handle. This made her beyond angry, she knew the Pegasus was doing it to make it up to Pinkie Pie in the best way she knew how.... a prank.

The warlock gently rubbed her eye with her hoof, this was a disaster! Death was unavoidable, she knew that even if she tried to stop Rainbow, the Grim Reaper she had pinned wouldn't allow it. He called these "sealed deaths" ones he dangled over the heads of ponies that cared about his victim, to entertain himself at the expense of others. He always had a bone to pick with her after his stinging defeat by her hooves, and she guessed this was his way of getting back at her.

"You came here to warn me, why?" Pinkamena asked, releasing her choking hold on his bony throat as he looked up.

"I came to propose a deal," he said huskily.

She backed up, allowing him the room to get up off of the ground. He shook the blades off grass off of his skull as she spoke. "Spit it out I don't have all Nightmare Night."

He stuck out his claw, as his scythe answered his call and attached itself to his bones. The blade was slung over his shoulder, as he replied, "I just need you to fetch some things for me. In return for these things, I will allow your friend to live... for now."

"Fine deal."

Death wagged a claw in her face before bringing the blade close to her cheek. "If you fail to retrieve these items not only will I get Rainbow Dash's soul... I will get yours as well."

The tough pony felt her heart leap, was she really going to bargain her own soul? She didn't care about Rainbow Dash, not enough to throw around her soul in a trade deal! This was ridiculous, the Pegasus meant nothing to her, but... she meant everything to Pinkie Pie. She knew that the party pony would one day be free from her prison in Pinkamena's mind, but if she were to find out her Dashie died because her other self was careless, it would be heartbreaking. She already hated her, felt betrayed by her, the most she could do was protect the friends Pinkie did still care about.

Death lingered in front of Pinkamena, with an outstretched hand beckoning her own with his claw. Pinkamena looked up, this was a terrible idea one she felt would end terribly. She brought out her hoof slowly, and cautiously before holding it above his with a look of defeat and uncertainty. She had a feeling there was a catch to this, one she would regret later, but this was her only shot at avoiding the grizzly fate of the Pegasus. She closed her eyes, before placing her hoof into the cold dead hand of Death himself.

That was all it took, a gentle shake to seal the deal.

She felt his grip tighten, as her body sank to the ground feeling oddly tired. She couldn't catch her breath, as waves of light spilled from her body and into the cloak of the Grim Reaper. She wheezed as her lungs seemed to flatten against her chest, and her heart slowed down to a steady rhythm, while her muscles were draining into exhaustion. Her ears flopped onto the grass, drool leaking from her open mouth as her eyes widened with pain.

Her magic.... it was being drained... all of it! She couldn't stand, or move as he released her hoof and stepped back admiring the defenseless pony in front of him.

"You will have exactly three hours to complete the deal, and as you can guess it was never going to be easy. You will have to retrieve these items without your magic." Death stated as Pinkamena felt utterly naked and tired after her magic was drained.

Suddenly there were violent shakes of hoof-steps as Tirek came barreling into the clearing, rippling the water as he roared. Chrysalis, Luna and Cozy Glow stood in alarm as Shadowbound came out underneath Tirek's body, watching Pinkamena struggle to get up behind Death. They didn't seem to care about the cloaked figure, as their horns lit up with magic and they reared up to defend their leader bravely and a bit foolishly.

"Stop," Pinkamena commanded hoarsely as her knees wobbled under her weight.

Her voice went unheard as Luna spoke up clearly. "You over there! Step away from our friend Soul Seeker or face the wrath of her alliance!"

"Yes, the alliance named Queen Chrysalis and her Morons!" The queen bellowed as the group glared at her angrily.

"Who said you get to pick the name?" Cozy Glow growled, flying up and knocking the changeling's horn.

"Silence you fools, now is not the time!" Tirek shouted, focusing his magic back onto the bony pony before him. The ball of fiery power charging in-between his horns was ready to blow whatever creature was ruining his Nightmare Night into space.

"Are these your new friends, Pinkamena? Cute, but they won't win without your magic to back them up." Death said, lifting up the weakened mare from her spot on the grass, only to laugh when she couldn't stand and fell flat on her face.

"Really? You don't think we would win? There are five of us... and only one of you!" Luna said dangerously, as the group of united creature nodded in agreement.

"Hello, SIX of us!" Chrysalis hissed, flicking her tongue at Luna who turned to look at her.

"Oh, right one on five, plus Chrysalis."

"Excuse me?"

Pinkamena finally had the strength to stand, as she breathed and gathered her thoughts. The group was going to foolishly battle Death, and they earned her respect, but they needed to understand they couldn't win.... not without her.

"Stand down, this is a matter that cannot be solved with violence." She grunted, shuffling over to Death's side who seemed very amused by the cute display in front of him.

The group seemed confused, but lowered their weaponized power and freed the magic from their horns. Shadowbound was quaking as he hugged Tirek's leg, knowing full on well what kind of creature Pinkamena was chatting with and knowing this was not a good sign.

Death tapped his chin, "We can't have them helping you now can we?"

"Leave them out of this!" Pinkamena barked, only to have the skeleton push her drained body over. She couldn't fight back and was left to crumble onto the grass, while her chin buried itself in a dampened grassy spot that was almost liquefied due to the nearby creek.

"Pinkamena we do not know much about what is going on, but please let us assist you Miss." Cozy Glow said, running at full speed to help her friend back on her hooves.

Cozy Glow lifted with all her strength, and she was allowed a little support as she stood semi-solidly on the grass. The Pegasus grinned with a cheery smile of positivity, as Pinkamena panted her breaths in chops as she looked at all the eyes worriedly gazing at her wondering what was going on.

"Pinkamena I know how you are, if you made a deal with Death don't do it alone!" Shadowbound yelled as Chrysalis blinked before stumbling back.

"D-Death? She made a deal.... w-with Death?"

Luna seemed utterly speechless, as she hid behind Tirek and the Centaur rolled his eyes, "I don't care who he is if he ruins my Nightmare Night I'll stomp him flat!"

Death trailed carefully around Cozy Glow and her friend, as the Pegasus stood bravely against him nipping at his claws every time they tried to rest on Pinkamena's shoulders. The cold-hearted individual was not intimidated by the filly, but her courage stopped his deathly touch from brushing against the mare's skin.

"I never said you had to do it alone, just without magic. I don't mind collecting a few more souls if you want to have your friends die alongside you."

Pinkamena was about to deny but before she could Chrysalis spoke. "Challenge accepted. I am a queen, I don't need magic to be powerful and amazing."

Tirek shrugged. "Guess this is better than listening to Luna's lame Nightmare Night tale around a campfire."

"Count me in, hee-hee I love a little game now and then," Cozy said patting Pinkamena softly.

"I'll do it for you, Pinkamena," Shadowbound added.

"NO! I don't wanna!" Luna screamed, covering her head with her hooves and cowering on the ground.

The group glared at her threateningly, as the princess hid her face in her mane. The changeling walked casually over to the Alicorn, before dipping down her body and stroking her shoulder. The dream pony lifted her head and seemed to calm down at the gentle strokes, but suddenly the royal Chrysalis grabbed her flowing mane and stuck her nose to the princess's while lowering her voice. "If you don't join I will shave every inch of fur on you off your body."

The threat was enough to make Luna swallow nervously before she lifted a shaky hoof, "Let us embark on this journey, team! H-Huzzah!"

Her weak cheer was enough to agree that every creature was on board, as they stared at their leader with hopeful eyes. The cloaked soul collector shrugged what was left of his shoulders, rattling his skull as the wind whistled through the fleshless head he spoke through.

"Alright, I think you all are pretty stupid. Even though I will argue that this is a bad idea, I don't care enough to stop you. Just five more souls for me, I guess."

The queen roared, "SIX! There are SIX of us!"

Death waved his claw, "Yeah, yeah, my apologies. Five souls plus Chrysalis."

"Unbelievable!" The changeling retorted.

His jawbone stretched, opening his mouth as magic started to leak out from within the group's body. They felt drained but not as severely as Pinkamena, as they worriedly watched the magic seep from their souls and into the vault known as Death. They seemed fidgety since they all knew this was a bad idea, but they still didn't back down as Pinkamena watched her alliance give up their power to assist her. Why were they doing this? They could die! They were defenseless, powerless, and at the mercy at whatever they faced! This was not a walk in the park, were they nuts? What kind of villains sacrificed their power to help another pony? What were they thinking?

Once their magic had been sucked near dry, the Reaper closed his jaws. "Even though I took your magic, you can take it back if you need it. The only catch is, that means Pinkamena loses. It will return naturally to you within three hours, but if you do not complete the task within that time frame, you fail as well."

A rock knocked against Death's skull as he turned to see Chrysalis bouncing a stone in her hoof and whistling nonchalantly. "Fantastic. We will keep that in mind bonehead, now just tell us what we have to do so we can GET on with it."

"You just have to-" He was interrupted as another stone bonked against his bony head, he seemed rather annoyed as he continued only to have a rock bury into his ribs mid-sentence. "-Just have to... will you stop that!"

Another rock slammed into his jawbone, making him kick the ground in frustration. The queen was knocked flat on her back from an invisible force, while the rock she was saving for another throw bounced from her hoof. The group was laughing at Death, as he adjudged his skull to sit straightened on his spine as he brushed himself off.

"You just have to retrieve three bones, they are scattered in three places. One is in a cave right here in Everfree Forest, another in a thorn patch, and the last in Ponyville. Simple really, just fetch them, and I lose."

Shadowbound rolled his eyes, "We all know it's not simple."

Death looked towards the sun, "You better get going three hours isn't as long as you think."

With a cackled laugh his figure melted into the grass, and his cloak blending into the shadows with his scythe disappearing alongside him. The grass where he stood was the only evidence that he was ever there, as Pinkamena frustratingly kicked at the spot he stood with a scream of defeat and anger.

"Don't worry Soul Seeker, we've got this." Tirek encouraged, as Pinkamena slammed her head down on the grass with a mumble.

"Does any creature know what cave Death was talking about, does Ponyville have a map?" Luna asked, looking at the others shrugging their shoulders in confusion.

Cozy Glow cringed before speaking up. "Well, there is one famous cave around here. Snips and Snails found it a while back, but it has now been blocked off to the public."

"Why...?" Luna asked.

"Well it may or may not be the den of a sleeping Ursa Minor who's mother is away for a bit. He's extra cranky and almost trashed poor Ponyville once, but I am sure we can-"

Luna screamed, "We are doomed, thee cannot defeat an Ursa Minor without magic! Tis impossible!"

Tirek watched as Luna cowered against his hoof, before his claws pinched the pony's ribcage bringing her up carefully to meet his eyes, "I am just as big as a stupid Ursa Minor. You all do know these muscles aren't just for show."

Luna tapped his nose ring with her hoof, "Even as a baby an Ursa Minor can crush even an Alicorn! Do not be cocky, we must all tread lightly and walk as one."

Pinkamena sighed, "So we are going to fight an Ursa Minor?"

"Yep," the group said in unison.

"-With no magic whatsoever," She continued.

They all clenched their teeth nervously but nodded their heads.

"So basically we have no chance of winning, yet we are still doing it anyway."

"Well, when you put it like that it just all sounds very depressing!" Chrysalis said, before walking over and throwing Pinkamena over her back. The mare grunted at the sudden movement, as her hooves dangled over the side of the changeling's ribcage. The queen looked down to Cozy Glow, who was giving her a look of encouragement as she bellowed like a queen would yell during a battle for her kingdom, "Lead the way!"

Cozy Glow nodded, prancing as the alliance followed behind her. Luna was still able to use her wings, as she flew next to Tirek who was basically trampling trees while he moved behind the changeling; carrying their weakened idol on her back. The little filly seemed fearless, as she hopped over fallen logs and crunched on the fallen leaves resting on the forest floor. The air was chilly, but not so much to where it bothered the alliance as they chatted among each other swapping battle strategies and making plans of attack.

Pinkamena sighed, as her transport's wings fluttered against her cheek. She didn't understand why Chrysalis was carrying her, perhaps because she knew she was weakened? That was awfully nice, strange, but nice and she couldn't help but wonder why the queen didn't even hesitate to do such a thing... it was generous.

The changeling bumped into Cozy Glow, making the whole march stop in its tracks. The little filly stood in front of a giant-mouthed cave, with nothing but darkness welcoming them from the inside. Cozy swallowed before motioning towards the cave, "we are um... here."

Tirek crossed his arms squinting at the cave as he lumbered in. "Well I am going, and if any creature wants to stay outside because they are wimps be my guest."

The Centaur kicked the barriers made of heavily fortified wood, making them split and crumble under his weight as his strength caused the rocks on the roof of the cave to fall down. He didn't hesitate to take the lead, with all the smaller creatures following close behind as he barreled through the cave without any care at all.

"So what, are you just going to punch the Ursa in the nose Sir?" Cozy Glow asked, careful to avoid his hooves as his head smacked against several low rocks hanging from the ceiling.

"Yes," he replied calmly as he knocked over a stalagmite causing it to burst into pieces on the cave floor.

Once a colossal clearing could be seen up ahead, they stopped to take in the sight that was intimidating. Tirek crossed his arms, as the group cowered before the Ursa Minor cuddling himself on a pile of bones. His giant jaws sucked on the tip of a rather large bone clutched in his claws, as drool dribbled down and onto the rest of the bones he slept on. He had clear blue fur that almost seemed ghostly, and several constellations were decorating his bulky body. His teeth were massive, as they carefully gnawed on the bone that was huddled to his chest, and a strange marking resembling an enchantment fizzled brightly in the dark of the cave.

"I really hope the one he's cradling isn't the one we have to get," Luna whispered to Pinkamena.

"Nope that's it alright," she sighed as her body slid off of Chrysalis. The mare stood beside Tirek thinking up a plan, perhaps they could sneak up and steal the bone? They would have to replace it so the Ursa Minor wouldn't wake up, but no bone looked big enough. Also, he was hugging it so tightly she didn't know if it was possible to tug it out of his grip without waking him.

"Three of you come with me, and don't make any sounds." Pinkamena commanded, as the changeling, Luna, and Shadowbound followed closely behind.

The trio following Pinkamena's lead treaded silently, as they climbed carefully onto the Ursa Minor's fur. Luna helped Pinkamena up first, before the rest of them flew up beside her and folding their wings back into place. The pelt of the creature was indeed soft, almost as silky and comfortable as the finest bed lining in Canterlot. The queen stopped in her tracks, as the team continued to make their way towards the bone. She flopped herself down and rolled carelessly in the fur of the Ursa; careful not to let her urge get a scolding from Pinkamena.

The creature made a face in discomfort, but the group was unaware as the changeling continued to roll tugging at the sensitive hairs of the Ursa Minor. They didn't even know about their missing member, as Pinkamena flicked her hoof at the two still following her. They got into place, before combining their strength to help lift the arm of the celestial bear off of the enchanted bone that Death wanted. Luna grunted sweating furiously, as she flapped her wings to help her get leverage over the heavy limb and with their efforts the forelimb was moved.

The princess flopped on her back, breathing heavily but quietly not wanting to wake the creature. Tirek moved his gaze over to the bear's nose that was wrinkled in pain, as his eyes fluttered with the intent of waking up at any second. The team was tugging the bone out of his jaws, as the queen still obliviously rolled around in his fur without noticing that her changeling armor was starting to chafe his skin.

The Centaur sprang into the fray, knowing full on well what was about to happen. The eyes of the beast snapped open, as his head lowered to Shadowbound and Pinkamena trying to yank the bone from his mouth. He roared, his sharp claws flinging the group and the tangled Chrysalis off of his body as his teeth mashed together furiously. He jumped up standing solidly on his fours, before slamming his paw down to smash the defenseless creatures flat. Tirek blocked his arm, standing over his alliance as his strength rivaled the baby Ursa Minor's to a tee.

The creatures under his belly scattered, as his hooves moved wildly trying to gain a better stance the more the bear struggled. With his other claw, he raked the Centaur's chest with the sharpened weapons he wielded making Tirek grunt in pain once they slashed against his fur. The stomps created by the two beasts fighting caused the entire cave to shake, as Tirek roared angrily before mashing his fist in the cheek of the Ursa Minor.

The baby creature was caught off guard, as he stumbled back slamming into the wall of his den. Pinkamena heard something rattle from the force of the impact, and she drew her attention upwards to where a sharp stalactite wiggled loosely on the ceiling. Every time Tirek or the Ursa Minor moved, little cracks would appear in the formation hanging above them. The Centaur threw the bear with all his strength, causing his enemy to go flying into the wall once more splattering himself against the rock before hopping up and continuing his battle.

"Tirek!" Pinkamena called.

He stopped fighting for a mere second to listen, but was tackled by his opponent with his giant paw resting heavily on the centaur's chest. Tirek had to break eye contact, as he wrestled for dominance slapping and punching the bear hanging his jaws loosely over his soft throat. The Ursa Minor sank his fangs into Tirek's neck causing him to yell out in both pain and determination, as he used all four hooves to kick the beast off of him. The baby went flying backward, tumbling back into the wall making the stalactite wobble once more.

"Keep pushing him into the wall, I have an idea!" The mare yelled towards Tirek, who was massaging his swollen throat with a wince. "Chrysalis, Shadowbound, fly up to that giant stalactite and kick with everything you've got. Tirek's weight along with that of the Ursa Minor is enough to cause cracks in the rock. If we work together, we can knock it down, straight onto the creature's head and hopefully knocking him out cold!"

The two nodded, before taking off towards the ceiling of the den. Luna was holding Cozy Glow in her arms, as she desperately tried to get the filly away from the battle taking place. Tirek was overpowered, his stamina very low as the bear slammed his face into the hard, unforgiving cave floor. The Centaur squirmed, before grabbing the open jaws of the Ursa Minor but his attempt failed for his muscles ached with the energy he no longer had.

"My strength... was a lot more potent with my magic!" Tirek wheezed as the heavy paw pressed against his skull.

"You could get it back you know, no pony is stopping you, mighty Tirek." a voice said softly, catching the attention of the powerful villain at the mercy of the Ursa Minor.

Death stroked the cheek of the Centaur, as the claws of the bear dug into his fleshy cheek. He yelped, as his head felt like it was going to pop at any second from the strength of his attacker! The cloaked ghost looked towards the Ursa Minor who growled fiercely, his teeth hanging above them with the intent to wrap the battle up.

"You could have your magic back, and leave this pathetic circus of an alliance and rule Equestria. What do you owe these creatures? They mean nothing, you are a solo show, and you've always been." Death whispered as Tirek's eyes followed the misty trail behind his dragging cape.

Pinkamena saw the hooded figure, but when she tried to approach she was blocked by something holding down her hooves. Spirit-like looking chains bound her to her spot, as she tugged and tried to break free but she couldn't get to them! Death was cheating he was messing with them, trying to get Tirek to give in... and the look in his eye was enough to tell her he was considering it!

"Tirek don't, he's-" a long ghostly hand covered her mouth, as the chains dug into her legs even more tightly. The constriction moved to her chest, forcing her ribs to squeeze together as she became immobile. Tirek's eyes wandered to Pinkamena, but Death moved his head back to him as the bear pinned the Centaur once again.

"I don't think you need to die a coward's death, you have so much potential that does not need to be wasted on these..... these... fools! Here, I offer you the magic you need to escape, and all you have to do is shake my hand. All your problems will be erased, and you will be free of this burden that is not yours to carry."

The long outstretched claws of Death opened again, with a swirling ball of the magic Tirek adored. The bear closed in, not giving him much of a choice, his strength was drained, his magic gone, and all he had to do to get out of this.... was betray the others.

The Ursa Minor's jaws opened, as his eyes wandered to Pinkamena who was helplessly staring at him with a heartbreaking look. Death grinned, his bones shifting as Tirek's hand started to come out towards the Grim Reaper who was one second away from sucking up the soul he has always wanted... Soul Seeker's.

When the Centaur's arm swept past Death, and clenched itself on the top of the bear's muzzle; the living idol of the dead growled. Tirek used both of his arms to pry open the powerful jaws of the Ursa Minor as he controlled the movements of the beast by keeping his mouth helplessly pinned.

"Get lost Death," Tirek spat.

He picked himself up, gathering the last of his strength to stand on his hooves while keeping his opponent's jaws pried. The Ursa Minor had to bend to his will, or his jaws would surely strain from the tension! Death burst out with a booming cry of frustration before vanishing in a puff of mist. Tirek stood firmly, before using his muscles to back the creature to the wall, slamming the bear's back against the rocky den. The stalactite wobbled uncontrollably, as the Centaur roared with the last of his strength to shove the spine of the beast into the wall.

Chrysalis and Shadowbound knew their queue, and they quickly pounded the formation frantically with their hooves. They pushed and tugged, along with the quakes produced from both the Ursa Minor and Tirek; as the bear snapped his jaws at the Centaur with the intent to escape his grip. The cracks were growing, and Pinkamena was released from her chains as she took a gasp of air, before turning around to look at the group hurriedly working.

Tirek was exhausted, his body screaming to stop but he continued. With one final push with all he had, the beast was ground into the stone making a thunderous crack. The Ursa Minor slapped Tirek back, and he helplessly landed on his back flinching in pain as his muscles throbbed. Chrysalis and Shadowbound gave one last final kick as well, growing the crack in the stalactite all the way through. The bear charged at Tirek, as the Centaur breathed heavily before the beast was coated in the dropped formation that recently hung on the ceiling. He roared, as the mighty crash shattered the hearing of just about every creature.

When the dust cleared, the Ursa Minor was out cold with a giant bump on his head, and his tongue rolled out onto the ground. Tirek and the others followed the rocky trail to gaze at the defeated creature snoring soundly on the floor of his den, as they cheered loudly.

"There I killed it, what did I tell you. My muscles aren't for show like I said." Tirek gloated, winking at Luna proudly as he puffed out his chest.

"He's not dead silly, just taking a long nap." Cozy Glow said from within Luna's safe grasp, as the Alicorn rested her hooves on the ground and freed the filly.

"Yeah don't push it you oaf," Luna teased lightly, as she nudged his hoof playfully.

Tirek grabbed the bone that the bear had recently chewed on, as he raised it in the air along the cheers of his alliance below him. Pinkamena looked at the enchantment, as it slowly melted into the bleached surface of the scattered skeleton of some unknown creature. She took a deep breath, one down, only two more to go.

The group seemed to be on cloud nine, as they cheered and whistled bouncing out of the cave in joy. Pinkamena walked beside Tirek, as he held the bone over his shoulder like a weapon he collected from the enemies he defeated in a war. His smile was cocky, but he enjoyed every second of his ring of fans praising him for his amazing job.

"Tirek," Pinkamena called softly.

The Centaur turned to look below him, "Yes Soul Seeker?"

"Why didn't you take your magic back? Why did you keep fighting for us?"

Tirek chuckled, rubbing the back of his mane awkwardly with his free arm. "I guess you lot grew on me a lot more then I realized, couldn't let my new friends down now could I?"

"Best friends!" Cozy yelled, hanging from his bicep as he laughed cheerfully.

She didn't say it, but that looked.. awfully like loyalty...

Shadowbound straightened his wings, "I don't know for sure... but isn't that a thorn patch?"

The group looked towards an open field that was covered in black thistles, sharp thorns poked out of the wood making the clump of friends swallow fearfully. A tangled labyrinth was what it looked like, a maze of sharp thorns that would tear at your skin and fur while you got lost unable to return. They gasped when the bramble moved, shifting and moving until paths that were open were now closed. They approached looking at the giant opening covered in massive barbs that looked like it was able to pierce just about any creature, even Chrysalis and her armor!

"How are we going to get through? The space through the bristles is almost so small only a filly could get in!" Luna cried, as Cozy Glow annoyingly slapped her flank.

"Helloooo, you all do have a filly on your side! her name is Cozy Glow, perhaps you remember her?" The small mastermind said waving her hoof in front of their faces.

"I don't know Cozy, those thorns look rather nasty," Tirek warned, as the filly waved her hoof to dismiss his comment.

"Nah I will just slip on up there, I am quite nimble. I'll get through these thorns easy-peasy-lemon-squeezy!" She said as she started to climb carefully into the batch of thistles.

"Shadowbound guide her from the air, so she does not get lost, help her find the bone we need." Pinkamena commanded, as the demon gave a swift nod and took off above them.

Suddenly an eerie howl made every creature freeze, as cracks from falling trees split the air. Grunts and snorts came from within the forest, as snarls and dribbling teeth came into view. Their brightened and glowing lime-green eyes blinked hungrily in the darkness as their wooden claws ripped up the dirt in chunks as they charged forward. Their dagger-like teeth gleamed in the sunlight, as they closed in hoping for a tasty and helpless meal.

"Timberwolves!" Luna screeched, as she just about bounced out of her fur!

"Fantastic," Pinkamena mumbled as her friends backed into each other, covering all blind spots.

One of the creatures lunged at Pinkamena first, his claws and jaws open wide. The mare wasted no time in bucking her back hooves, denting in the wooden muzzle of the timberwolf and causing his body to be cast aside. Three jumped at Tirek but were easily swept aside by his powerful bone club and thrown into trees that snapped from the impact. Chrysalis snatched one up that had leaped at her, but she avoided his biting jaws as she threw him onto his back; exposing his belly before smashing him into bits of wood with her crushing hooves.

Luna wrestled two of them, squeaking helplessly as they tore at her mane and her tail. They pulled and threw their heads to the side to tear her flowing necessities off, like stripping meat from their prey; but were quickly buried into the dirt by a giant hoof that broke them into shattered pieces. Luna was freed, as Tirek slammed his club down on one that tried to attack the Alicorn while she was down.

Pinkamena jumped onto a pouncing timberwolf, avoiding his claws as she wrapped her hooves around his neck and threw her weight to the side forcing him to crash. The wolf collapsed onto the grass, before being scattered along the ground by the mare who turned him into a pile of sticks.

Cozy grunted, as she avoided a sharp thorn that grazed her belly. Her directions from Shadowbound were helpful, protecting her from going into a dead end as she weaved through the maze to get to the center. The heart of the labyrinth was a tangled mess of a puzzle, and the demon had told her that she was the only one that could crawl under it to get the bone wrapped in the thistle.

"You might want to hurry it up Cozy Glow, every creature is starting to get mauled out there!" Shadowbound yelled, as the filly quickened her pace. She about ignored her lightness, and just full on crawled through the thorns ignoring the pricks and nicks she got from not being careful.

She flinched and cried out in pain as her little body came closer and closer to the heart. Once a big ball of coiled spines was visible among a hint of white with a deep scarlet enchantment brimming in front of her muzzle, she licked her lips in excitement. The center of the moving mass of knotted thorns shifted, before wrapping itself more tightly around the bone with no option of letting it go any time soon.

The little filly reached out and grasped the bone in her hooves, as the branches tugged against her. She shifted the item she needed against the wrath of the bramble, in an effort to carefully to pull it out like a surgeon board game that buzzed every time you touched the metal corners. She used to be the champion way back when, and all her skills back then was sure to aid her now that she needed them the most. Every time the bone scraped against the vine-like arms, they would wrap around each other making her job even harder.

After a few minutes, she found an opening, and she slowly and smoothly pulled the bone right out of the heap. She cheered, but she stopped when she heard the cries of battle and the sound of wood being snapped and crushed frantically behind her. The howls of the wolves were motivation, as Cozy memorized the way back while the maze tried to shift into an unavoidable blockade. It was going to trap her in here, and she had to hurry, or she wouldn't be able to get out! Cozy Glow panicked, but she kept her cool as she crawled over the raised and lowered thorns that ripped at her flesh and made her body ache.

She could see the opening, but it was closing up faster then she could move! She reached out, noticing the demon trailing her moves while holding the exit open with his body. He yelled as the thorns pressed against his soft body before he outstretched his hoof to Cozy in an attempt to pull her out. She threw herself forward in exhaustion as he caught her hoof in his own and jerked her out before the bramble sucked up the exit with no way back in.

Shadowbound held Cozy in his arms, as she wiggled the bone she retrieved weakly with a smile.

Chrysalis and Tirek roared, as the remaining timberwolves growled and fled with their tails tucked beneath their legs. The creeping maze behind them tightened, before growing still as the group of friends panted heavily from the strain of fighting non-stop. Luna fainted, landing her back on Pinkamena as the mare supported the breathless princess who was sweating profusely.

"Sheesh.... this is the biggest workout I have had in a while." Chrysalis mumbled, sitting her rump on the ground.

"Come on guys, last one is in Ponyville... and we only have less than an hour to complete it." Pinkamena encouraged, as the group followed her without one complaint.

They were all exhausted, but they near trotted due to the time limit they had. The sun was now lowering in the sky, as they approached Ponyville that was now full of colorful decorations and games laid out for Nightmare Night. Tirek knew he couldn't go into the town, so he hid silently behind a clump of trees keeping an eye out from afar as the smaller creatures crept through Ponyville. It was hard trying not to get spotted, for they didn't have costumes and they couldn't disguise their look.

Pinkamena felt Luna tap her shoulder, as she followed the princess's gaze upwards towards a dark gathering of storm clouds above, "I am assuming Rainbow Dash is getting ready to pull a prank."

Her leader and brainy strategist bit her lip as she replied, "That is exactly what we are trying to avoid."

The alliance moved silently and carefully, trying their best not to gain the attention of others as they dove behind a stage. A massive crowd was gathered at the base of it, all unaware of the Alicorn princess peeking from behind the curtain at the gathering in front of her. They relaxed backstage, as they caught their breath hiding their voices among the cheers and chatters of the ponies awaiting something.

"Why are all these ponies here?" Cozy asked as Chrysalis shrugged.

"They are here for the annual Princess of Nightmare Night contest, the winner gets a trophy and a hefty sum of bits for their effort." Luna explained, as she pointed towards the mayor who was dressed in a silly clown costume.

"How are we going to get by all these ponies? It was hard enough just getting behind this stage." Shadowbound asked, as Cozy Glow squinted looking at the gold and gem-crusted trophy shining in the lowering sun.

"I don't know about you guys, but I think this is where we are supposed to be." Cozy Glow said, pointing towards the trophy as the group poked their heads out from behind the curtain.

Pinkamena brushed Chrysalis's mane from her field of vision as she looked at the skull with ruby eyes on the tip of the giant trophy. On the side of the golden skull rested a crown, and in the center of the crown was a shining enchantment that seemed to mock the group from afar.

"You have got to be kidding... Death is kidding.... in no way are we going to participate in a... beauty pageant!" Pinkamena yelled, as the group quickly pulled her away from the curtain, while a few ponies twisted their heads to look at what pony had yelled so harshly.

Chrysalis held Pinkamena's mouth gently, as her fuming companion seemed to want to brawl Death to release her tension. The queen tried to calm her rage by speaking and providing another option, "perhaps we can steal it?"

"I do not think that is possible, there are too many ponies." Luna responded, peeking once more towards the trophy now sitting at the mayor's side.

"So we are going to have to have one of us win the contest, I assume." Shadowbound said, as the little filly by his hooves tapped her chin.

Chrysalis grinned as the group pondered. "Okay, okay stop begging I'll do it. You're welcome, I will have that trophy in our hooves in no time... leave it to the professional."

Luna stuck out her lip as the changeling stood tall, "I hate to be the bringer of bad news, but you don't exactly look like a pony Queen Chrysalis."

The queen booped Luna's nose. "That's cute princess, but remember you are in the presence of a queen that also happens to be a changeling."

"We don't have magic," Pinkamena said tiredly rubbing her forehead as Chrysalis's face drooped.

She fluttered her wings, "Oh right. In that case, we are all doomed."

Cozy Glow slapped the queen's flank as she walked over to Luna before flying in the air. "Oh my, if only we had an ACTUAL princess, to participate in The Princess of Nightmare Night contest that was made after a holiday that celebrated HER."

The Pegasus pointed frantically at Luna as the group caught on.

"Luna you have to win," Pinkamena said as she shook the princess's shoulders.

She sank in her skin, as she fell to the ground in an effort to keep the eyes off of her. "I-I can't no... no... no I-I am not made for this stuff! Celestia is more of the show princess, I know nothing of winning contests!"

Chrysalis helped her up before shaking her violently. "Listen here! All you have to do is wave and smile, and occasionally say something sweet that melts the heart of the crowd! Now get your plot out there, and win us that TROPHY!"

Luna stuttered, as the queen pushed her out from behind the stage and nearly forced her to fall down the stairs where the rest of the "princesses" were lined up. Luna landed on her chin, as she looked back at the group that was giving her a silent cheer. The moon princess wanted to crawl in a ball and cry, but she held her head up high as she stood in line awaiting the mayor to check in every mare that wanted to participate.

"Luna?" a voice said as a squeal made the princess flinch. She turned to see Rarity in a gigantic dress, and layered mascara as she continued, "how wonderful! Are you participating as well?"

The Alicorn nodded nervously, "I am... apparently."

Rarity drew her into a long conversation about how she stitched together her contest dress, distracting Luna long enough to forget that mares were going on stage to present themselves. The roars and cheers made her flinch, but she did everything she could to take her mind off of the task she had to complete. Suddenly Rarity's squeal caused her to break out of her trance as she was given a quick hug.

"It's my turn to go up! I am so excited, wait until the crowd eyes my beauty! Good luck Luna dear!" Rarity said with her excited screech, making the princess jump once more.

Luna looked back at the group nodding their heads in encouragement, as she shook her head nervously. Her wings were flattened to her side, clamped to her ribcage as her crystal-like hooves tapped on the ground. She chewed her lip as sweat dribbled from her forehead, while Shadowbound gave her a forced smile.

"Next up is Luna!" a voice boomed over a speaker, as the princess squeaked and tried to retract into her own body like a turtle. She failed, as excited ponies pushed her up onto the stage into the exposing and glaring lights that awaited her performance.

"Smile and wave!" Chrysalis hissed, as the Alicorn was pushed right by her.

Luna waved with a weird smile, and crossed eyes as she froze in her spot. She stood in front of the cheering crowd, as her hind legs twisted into each other. She was hyperventilating, as her ears flattened when the dying cheers silenced to watch their favorite Nightmare Night idol speak for the first time this evening.

"I... I am... Luna.... princess of... the poon!" She squeaked, as the pones below her hooves scratched their heads in confusion at her mouse-like voice and her strange statement. Pinkamena slapped her forehead, catching the eye of the Alicorn as she quickly tried to recover, "Moon! We meant moon! We promise to you subjects we are no fool!"

"Well let's wrap up gang, we are going to the Underworld," Pinkamena said.

"For Celestia's sake," Cozy Glow said watching Luna's tail twitch fearfully under the pressure of the whispering crowd. She pointed to leftover paint that was gathered in the corner. "Get me a mask, and paint my Cutie Mark! Hurry up please, we don't have much time before Luna tanks this!"

Shadowbound and Pinkamena obeyed, as they brought over the materials hidden backstage. Chrysalis helped Cozy Glow get into a dog mask, as Shadowbound drew over the flank on both sides of the filly. Once she felt it was enough, she ran away from the group, making the leaning Pinkamena fall into the bucket of paint and knock it over onto the hooves of the others. The filly raced into the crowd, before running up and dodging the security until she tackled Luna's stiff leg in a hug.

The princess noticed the eyes of her friend Cozy Glow, before leaning down with unmoving and clenched teeth. "Cozy what are you doing?"

The filly gave her a wink, before looking at security gently motioning for her to come off stage. "Oh, my Luna, my absolute favorite princess in the whole wide world! I just couldn't help myself, I had to come up here and give you a hug! One day I hope to grow up and be as pretty and strong as you!"

The crowd seemed to melt as they held their chests in adornment, while Luna eyed her suspiciously and whispered into her ear once more, "what exactly do you want me to do here?"

Cozy Glow whispered back, "Mares and Stallions eat up little filly acts like this, now stroke my head, tell me I am cute, and give me a speech about how one day I can be a princess like you!"

Luna was confused before doing what the little filly asked of her. She gently stroked the mane of Cozy Glow who still hugged her leg tightly and looked at her under her puppy mask as the princess spoke, "Oh... yes.... aren't you a cute one! I adore little fillies such as yourself. I also promise you that when you grow up you grow up you can be anything you want, even a princess if you so choose."

The crowd was merely brought to tears, as the mayor stomped her hooves in applause along with the rest of the gathering of ponies around them. Cozy Glow released Luna, as the mob clapped, whistled, and cheered chanting encouragement towards the princess as the little filly looked at her.

"Don't screw this up anymore, I basically got you your win. Now smile and wave like Chrysalis told you, good luck." The little filly gave her one last hug, before running off the stage and blending into the crowd. Luna waved shyly blushing under the massive wave of cheers that howled in the night, as Cozy slipped back into the group watching from the shadows.

"Nice save Cozy Glow," Chrysalis said rubbing her head softly, as the filly took off her mask.

"Thanks, hopefully, my plan worked." She replied as Shadowbound scooped her up into a thankful hug.

The mayor came up onto the stage dragging forward the trophy as the crowd chanted Luna's name. The princess continued to wave, shrinking under the lights as her blush grew more profound. Mayor Mare beamed at the Alicorn, as the wave of cheers rained down upon them once more. She put her hoof up, but Rarity's sobs of defeat were loud enough to catch the attention of Luna even though the crowd ignored her.

"Such a pretty trophy and it's gone!" Rarity wailed, as Applejack pried her hooves off of the stage and dragged her away from the scene she was making.

The pale grayish-amber mayor nudged the trophy to Luna, before clearing her throat. "Due to the massive amounts of cheers and your selfless and uplifting talk with your little filly fan, you have warmed all out hearts on this chilly fall Nightmare Night. So within the power in me, I grant you the title of Princess of Nightmare Night and present you with this trophy to seal your new title."

Luna picked up the trophy and smiled happily, as she stroked it. Roses and flowers were thrown on the stage, as she spread her wings and reveled in the victory she earned.

"Ha Ha! Yes, I have won! Cheer for your princess!" Luna yelled as Chrysalis threw a rock into the back of her head.

She shot an angry look at the queen, only to see the group flick their head upwards. Luna looked up and saw the storm clouds heavily produce sparking lighting, as a little blue Pegasus flew around them. She kicked and fluffed them dodging the electricity sizzling among them, carelessly giggling to herself high above Ponyville.

"Oh my.... we are out of time!" Luna yelled. Swiping up her trophy and running off of the stage much to the confusion of her new fans. She rejoined her friends as they ran back to Tirek as quickly as they could so they could put all the items together that were bone-themed. The Centaur was tapping a tree with his claw, playing a game to see how much pressure he could put on it before it snapped.

"Put the bone down!" Pinkamena yelled.

Tirek almost dropped his club, at the sudden voice that boomed at him. The magic thief carefully placed the bone on the ground as their time came down to minutes, while they all gathered together. Cozy placed her bone beside Tirek's as Luna threw her trophy on the pile as well. The enchantments started to glow, once they were all united shaking the ground as the lighting overhead got even more intense.

"This should be stopping, I don't understand!" Pinkamena yelled, but the thunder from Rainbow Dash's prank still swirled into a frightening shape.

The mare switched up the bones, but the enchantment didn't reverse it! Did they do something wrong? It was almost midnight, where was Death? Pinkamena's friends shielded their eyes from the wind, as the scary lightning clashed dangerously close to homes in Ponyville. A steady skull shape was starting to be carved out of the clouds, probably part of the prank Rainbow Dash planned.... a shape that made her sick to her stomach considering what was about to go down.

"You!" A voice that was fiercely penetrating boomed. Pinkamena turned to see Death, who was clutching his scythe angrily as he approached without any sounds of hoof-steps like he was drifting over the grass. "You weren't supposed to survive! I had everything so carefully planned out!"

Tirek stepped in front of Death blocking his path to the mare, "You owe us an explanation. You made a deal, now you better perk up and give Pinkamena whatever she agreed to. She got your stupid items, played your little game, now give us what she asked for!"

"Silence!" Death hissed, casting Tirek aside with a powerful gust of wind. The centaur was blown into the trees, as the team closed in on the phantom.

"You don't want to mess with us Death, you better leave Pinkamena alone!" Cozy Glow yelled, her wings beating angrily as Chrysalis stood in front of the earth pony without her magic.

"You don't have magic, and neither does Pinkamena. You are helpless, and I will have her soul!" Death said in a shrill and desperate voice.

The Grim Reaper unsheathed his weapon, whipping it around to his side. The group didn't have magic, but they were not backing down. Luna stood in front of Cozy Glow, who was standing tall behind her wing along with Shadowbound who was hissing with his changeling ally. The lightning lit the night sky, as Pinkamena watched her friends gather together in an attempt to protect.... her! Death laughed, as his scythe radiated with the souls of his past victims while his bony claws tapped on the metal. He cracked his tight bones, readjusting his skull as his cloak blew in the gaining wind with the lighting of the sparks to expose the battlefield for both sides.

Tirek silently hauled a boulder onto his shoulders, his grunts being ignored as Death stared down the creatures he would soon reap. The Centaur yelled before throwing the rock right towards the phantom before it smashed into the bony body of their enemy. Tirek snorted, before glancing at Pinkamena and speaking.

"You have ten minutes before our magic comes back, run... get out of here, we will keep him distracted until you get your power back!"

Pinkamena bowed her head, "Don't let him touch you or he will steal your soul! It really would be a pain to get it back from him, be careful guys!"

They gave her reassuring smiles, as Pinkamena took off. She tore through the forest, getting as much distance between Death and her friends as possible. She knew that her enemy would only want her soul, he wouldn't pay as much attention to them as he would with her. The battle between her and Death was long overdue, his hatred for her ran as deep as the rivers he dumped his souls in. She breathed hastily, her hooves aching from her flee as she looked above her sensing the static in the air. If she were to beat Death in a battle, he couldn't stop her from saving Rainbow Dash because he would have to reform.... but he would be back one day.

A roar of anger almost matched the sound of thunder blasting intensely in the sky, as Death loomed over Pinkamena speeding through the blackened night sky. His wingless form was more intimidating with his blade poised to sink into her body, as she avoided his ghostly chains ripping out of the ground to snatch her legs. She leaped over a white hand clawing at her stomach, as the phantom came crashing down towards her.

She dodged his blade, hardly missing his touch but tripping over her own hooves. She landed heavily on her chin, as her muzzle dragged itself in the dirt until her body came to a complete stop. She was panting, her heart beating so fast she was getting light-headed as Death raised his scythe.

"You are the most annoying soul I have ever met, but you and I owe Lucifer a visit. He has wanted to enslave your immortal soul for quite some time." He said.

Pinkamena coughed, her lungs heaving as she looked back towards Death with spite. "Just get on with it!"

"Gladly," He spat.

With an excited laugh, his blade was raised with the intent to slice open her mortal form. Pinkamena clutched the dirt as she looked into his hollow and soulless gaze, before meeting the end of the cold metal. He brought down his scythe, in an attempt to pry open her chest to suck out her soul, only to be surprised when the metal from his weapon shattered! Once it made contact with her body, his beloved treasure from his arsenal split and cracked before exploding and scattering its broken pieces all over the grass! With a boom from the impact, Death was blown back from the break of his scythe as entrapped souls sank into the ground.

Pinkamena laughed, as green magic swirled around her hooves. Her mane was blown from the gust of her magic flowing back into her veins, as Death recovered from the recent departing of his weapon. He watched in terror, as her hooves started to cover themselves in black armor and her red-eyes flashed with the intent to get.... vengeance. His bones were chattering as if he were cold, as his misty aura started to produce even more so from his quaking body. Her tail swished as she cracked her neck, wiggling her jaw as he started to kick himself away from Pinkamena.

She lowered her gaze to the little phantom that ruined her Nightmare Night, "Now I think this is a fair fight... or not, I don't really care."

Death did the only thing he could and ran for his life! The skeleton wobbled away from her, his cloak gliding over the grass in an attempt to outrun the newly powered warlock. Pinkamena chased after him, her wings reforming until they caught the wild wind under them. She caught up to him in seconds, grabbing the back of his skull and slamming his face into the dirt and leaving a massive trail in her wake.

She threw Death into the air, before forming a green ball between her hooves and blasting him sky high! He yelped in both fear and pain, as her magic burned up his cloak and engulfed him in green fire. He didn't get a chance to recover as she flew up, snatching his forelimb along her flight and ripping him up higher into the sky. He yelled and struggled against her grip before she swung him around her body and let him go sky-rocketing back towards the earth below.

His bones split and cracked as his body hit the ground, his screams of pain sounding like a mouse in the claws of a hungry cat. Death tried to pick himself up, but half his bony legs were broken off and shattered into little shards lodged in the dirt as Pinkamena slammed onto the ground behind him. He shifted to where he saw her terrifyingly calm expression, as she clicked her tongue at the mess she made of Death himself.

Her wings tucked, as he tried to run but failed. "Now, now, Pinkamena... you don't want to force me to reform, I am the only one that can save your friend Rainbow Dash!"

She came closer, before looking down towards his smoked and sizzling knubs supporting his weight, "If I break your mortal form you will have not power for quite some time... and I can save her myself. You were never going to allow me to prevent her death, not while you were still walking."

She called his bluff, and all he could do was put up his remaining hand up in defense. She stuck out her clawed armored hoof, as something started to form in them.

"Too bad you lost your scythe, but thankfully I still have mine... I think you'll like it." Pinkamena said dangerously calm, as her weapon formed in her claws.

Within seconds her weapon was resting over her shoulders, as she tapped her claws on the metal just as he had done moments earlier. She raised her scythe, as Death bowed his head in defeat awaiting the insulting blow she was to deliver twice now. With one swift movement, the blade sliced through the hard bone of his neck, popping off his empty skull and causing his skeleton to collapse. His skull bounced on the grass, before rolling and bumping against the victorious mare's hoof.

Death was defeated, as his soul leaked out of his mortal form and back towards the Underworld with one final comment from Pinkamena. "Go back to hell!"

She smashed his skull with her hoof, ending the battle officially.

The lightning lit up the entire night sky, as Pinkamena locked her eyes on the giant cloud skull floating over Ponyville. The familiar blue Pegasus was still oblivious to the danger she was in, as Pinkamena spread her wings to catch the wind once again under her leathery skin. Her body shot up towards the air, as her finesse smoothly guided her away from the hanging lightning and foggy environment from the leftover stranded clouds. She had seconds, she could feel how powerful the static was making her fur stand on end. Her wings divided the mist from her body, as the wet air stuck her mane to her face while she desperately searched for Rainbow Dash.

When lightning lit up the clouds beside her, she saw the shadow of the Wonderbolt flying in one spot as she admired her work with her raspy voice echoing among the thunder, "oh yeah! This prank is going to be awesome!"

Pinkamena quickly took on the form of Pinkie Pie, she didn't know how to explain any of this after it was done... but she didn't have time to figure it out! The deadly spark of lightning was forming, and Pinkamena could sense its power as the mare jumped into action. Rainbow Dash was in sight, as the lightning zapped forward catching her in its wake while the shock started to creep into the Pegasus's pathway. Pinkamena stuck out her hoof, flying in front of Rainbow as the lightning struck her. She flinched as she provided a lightning rod, letting the energy flow through her body instead of the Pegasus that was open-mouthed.

"P-Pinkie?" She yelled over the sizzling lightning frying Pinkamena who was screaming.

Even though she protected Rainbow from the worst, just the tiniest shock blew the Wonderbolt from the sky. Dash dropped from the clouds, as her eyes fluttered closed and her body grew limp. Pinkamena shook off the effect of the lightning clouding her head out, as she tucked her wings to her sides dive-bombing towards the falling Pegasus. She reached for Rainbow's hoof flapping in the wind, before snatching it up and curving upwards catching her on her back. Pinkamena skillfully touched the grass, sliding on the ground and catching a good grip to slow herself down before she came to a complete stop.

The mare carrying the wounded pony panted, looking at Rainbow Dash tucked safely on her back. Her knees wobbled weakly, as her lungs sharply took in a relaxed breath for the first time that night. She wiped the sweat from her brow, as her heart calmed from the events that just took place. She looked towards the sky, and gazed at the skull that was slowly starting to deform due to the Pegasus no longer corralling them.

"Dear God Rainbow Dash, please don't do that again.... what a night!" Pinkamena sighed, feeling like she was about to fall over. Thankfully she didn't drop the knocked out Pegasus she risked so much for!