Twilight is now an alicorn princess, which means she has a great duty to protect Equestria! She now lives in the castle with her friends. But sooner, she'll find out about an evil that lies in someone unexpected...let's start from the beginning, though, where she is in her new bedroom inside Princess Celestia's castle in Canterlot.

Twilight Sparkle awoke to the strong rays of the sun pouring through the massive windows. She stretched out of bed and decided to look at the great view at her balcony. The land of Equestria was shown clearly- the Everfree forests, Ponyville, Cloudsdale, etc!

"Hey Twilight!" greeted a voice behind him. She jolted in surprise, looked back, and realized it was Rainbow Dash entering her room. Then, she sighted Rarity, Pinkie Pie, and Applejack coming from behind her.

But there was no Fluttershy.

"Where is Fluttershy? Is she in her room?" inquired Twilight. The other ponies glanced anxiously at each other. They were silent for a moment. Then, Applejack broke the silence.

"This is thy' main reason why we're here. We ain't know nothin' of where in carnation she is right now, gal!" Applejack gulped.

"C'mon, guys. She shouldn't have gone far. She loves animals. Maybe she's outside playing with them," suggested Rarity. The other four ponies agreed, and they set off outside.

"Maybe she's having a party with animals! We can bring our animals also, and our animals can party with Fluttershy's animals, and we ponies will also party all night, and we'll have the most spectacular day of our lives, and I can bring decorations outside, and we'll invite the royal guards and other staff, and, and..." Pinkie Pie sighted all of her friends staring at her, signaling her to stop blabbering about out loud.

When they made it outside, just as Rarity guessed, Fluttershy was playing around with some bunnies, butterflies, and...

Suddenly, some living, black creature stirred behind Fluttershy. She didn't seem to mind it at all.

"What. Is. That?" Rainbow Dash questioned nervously as the creature's neon green eyes glowed at her. Fluttershy just gave a calm smile and started explaining.

"Early in the morning, I woke up, since I couldn't wait to play with the cute animals in the royal backyard. Afterwards, I saw this poor, little creature appear from a bush. It seemed lost, so I've decided to nurture it. It seems nice, see? I've named it Big Fang, since it has huge fangs peeking out. But it's harmless!" Fluttershy held up Big Fang, so everyone could see.

Rainbow Dash noticed teeth marks on Fluttershy's body. The marks leaked black liquid. "Speaking of harmless, are you positive about that? Big Fang bit you, and I think b-black p-poison is spreading over you. You're turning b-black!" Rainbow Dash sputtered. The other ponies also murmured about the bite.

"N-no worries. I think everything is fine." Fluttershy assured weirdly. The other ponies stared as she continued playing with animals.

The ponies walked inside, still chattering about Fluttershy.

"The way Fluttershy talked was suspicious to me. There has to be something wrong with her that she's hiding from us. Let's spy on her and see what is actually happening." Twilight pointed out in a whisper. The other ponies nodded. So, they took turns watching Fluttershy from the fiberglass windows. Suddenly, Applejack's eye caught on something odd.

"Yall gotta see this! Odd of Fluttershy doin' this behavior." Applejack called to the other ponies. They bolted to the window and took a look at Fluttershy. They were taken aback when they saw Fluttershy completely gray, and her eyes were blood red. Also, she was no longer playing with the animals, but taunting them strictly. The ponies raced out to stop Fluttershy, but when they reached the doorway, the garden was vacant.

"Looking for me? Well you're too late!" chuckled an evil voice. When the ponies turned around, Fluttershy was staring at them. They were surprised to see that she had the wings of a bat now, and her hair were shades of black and red. She smiled a fake smile and started to trudge toward them.

Then, everything went black.

Twilight opened her eyes to a small space. She felt around and realized she was in some sort of box or crate. She felt stiff as she stood up and bonked her head on the top of the box. She rubbed her head and peeked through an air hole inside it.

Outside, she saw the legs of a gray pony, which was probably Fluttershy. Then, she watched her place some crates down on the ground, which held her friends. Twilight looked around and saw a factory machine. She examined it and recalled that Fluttershy was attempting to kill her pony friends in a humongous factory. Quickly, she bust the crate open with her magic in anger. Fluttershy jumped back when the purple light of Twilight's magic flashed into her eyes, but giggled afterwards.

"You may have bust out, but you are no match for me. This little pet friend," she pointed at Big Fang,"has taken control of your real Fluttershy. Soon, only the pegasi and alicorn species shall roam the land, because wingless ponies work down low and we rock up high in the clouds! You're lucky your an alicorn, Twilight, but say goodbye to Applejack, Rarity, and Pinkie Pie. Oh, and Rainbow Dash is in a crate over there, still knocked out." Fluttershy pulled a lever and the three crates that held Applejack, Rarity, and Pinkie Pie were lowered down into a machine, prepared to be crushed. Shrieks of her friends came from the other boxes.

"You are not hurting my friends!" Twilight demanded as she flew over the machine. She broke the crates on the contraption and then busted Rainbow Dash's crate. They all landed safely on the ground.

"Surrender at once, young alicorn princess. You're power is no match for Big Fang." Fluttershy beamed. "Unicorns and earth ponies deserve to be crushed, so please side with me. Otherwise, meet your doom."

"No, the magic of friendship is the most powerful!" Twilight declared. The other ponies nodded in agreement.

"Fine. I will let you go if you solve a little puzzle of mine. I shall send you to a room, and you must find the key in the room to escape from it. You all must solve the puzzle to leave. If you cannot, then I win and you lose. Equestria shall be ruled by evil, where everything is disastrous!" Fluttershy explained.

The ponies chattered about the deal, and, without hesitation, agreed to the deal.

"I shall summon you to the rooms...now!" Fluttershy yelled.

Twilight found herself in a room with bright wallpaper. A library and everything else she wished for was in it. "This must be a distraction! I'd better find the key." She searched and searched until she finally caught her eye on a shiny, golden object. She reached for it and clicked it in the lock. She happily flew out of the room. She found herself in a vacant room. Only Fluttershy and Twilight occupied it at the moment.

"Your other friends also passed the test, but are still kept captive. I still want you to side with me!" Fluttershy growled.

"But you promised to let us go!" Twilght complained.

"When does any evil plotter take promises these days? I'd better get busy on making you agree with me." Fluttershy guffawed.

Suddenly, a big screen plopped from the floor out of nowhere. Then, a swirling bunch of colors, which were 3D, circled round and round, hypnotizing Twilight. She went into a dazed state.

"Perfect!" Fluttershy exclaimed. She waved a hoof in front of Twilight's face. No interaction. "Now their magic of friendship won't work without magic!" Fluttershy picked up a remote control beside her and pressed a enormous, red button. A secret passageway was revealed, and she walked toward it. Before she entered the doorway, she told confused Twilight, "Stay here. I will call you when needed. I have a surprise for them..." Twilight just nodded firmly and stared ahead without a blink of an eye.

When the corrupted yellow pegasus marched through the secret passageway, it led back to the factory room. The other ponies were held captive there. Rarity, Pinkie Pie, and Applejack were in soundproof containers, while Rainbow Dash was in a jail cell.

"Unhand us!" yelled Rainbow Dash. Fluttershy smirked mysteriously.

"Your wingless pony friends will pay the price by being crushed! We shall use their bodies for meat, accessories, and more. I shall make you join us!" a frustrated Fluttershy stated.

"Wait a second...did you say us?!" Rainbow Dash inquired. Fluttershy pretended to be shocked, and then her grin looked like it could engulf her whole face.

"Sorry I forgot to tell you, but Twilight is under my clutches. She is under my control, like a helpless puppet. The only reason I'm saving you is because I want that to happen to you too. Soon, we shall rule the land!" Fluttershy declared. She whistled, and Big Fang came into sight. "Big Fang, take this blue pegasus into the hypnosis room. I don't want her bothering my plans..." Big Fang unlocked the cellar, but stayed in a combat position in case Rainbow Dash attempted to flee from the factory and tell Princess Celestia.

In the hypnosis room, Fluttershy was just about to launch the screen from the floor until Rainbow Dash knocked Big Fang off his feet and cut through the air towards the exit. After breaking the door open and zooming through the air for an unknown amount of time, Rainbow Dash was completely satisfied that she had lost sight of Fluttershy and Big Fang. She set off into the air again to get to Princess Celestia's castle, and she had to do it fast!

After reaching the castle, she was out of breath. She gulped in as much air as she could, and entered the doors that towered over her head. She went to Princess Celestia's room and staggered foward.

"Princess Celestia..." Rainbow Dash huffed and puffed. "We need help! A strange creature has corrupted Fluttershy, and now she has our friends captive! She is going to kill the ponies that don't belong in the sky!" Princess Celestia nodded and said,"We will send help right away to save all your fellow friends, and cure Fluttershy. We'll also take care of the creature you speak of at once." She called her guards and they all went in their positions. "Rainbow, you are our only hope. You must help my army go through this factory and stop the trouble right away. First, go to Twilight's room and get the Elements of Harmony. Then, rush there as fast as your legs can carry you! We mustn't let Equestria fall in the wrong hands, or everything could turn into chaos!" Rainbow Dash understood everything Celestia spoke of and raced off to Twilight's room. She had to make Fluttershy and Twilight remember who they were, and save her friends also. But can she do it in time? Rainbow thought of this, doubting about her outcomes.

But when she reached Twilight's room, her eyes met something terrible. It was unbelievable of how the enemy had done it.

The Elements of Harmony were gone. Rainbow fearfully looked at the broken glass that once held them. She wanted to inform Princess Celestia, but when she reached the room, Princess Celestia was unconscious, with the army she had prepared. There was only two living things near the princess.

Fluttershy and Big Fang.

"I'm so sorry I spoiled the fun for you, but I thought it would be great to disarm the castle. Oh, and your precious Elements of Harmony! I've decided to "borrow" them from you so I could take your friendship of magic. Since I haven't returned the elements, I shall choose to pay the lateness fee. If you let me keep these elements, you can have all of these valuables that are very scarce. They're so rare! Find this grand offer tempting, Rainbow?" Fluttershy bribed. Big Fang revealed a treasure chest with gems, gold, necklaces, rare coins, lockets, amulets, special rocks, etc!

Rainbow threw her hoof at Fluttershy and, with dignity, beamed,"I am more loyal to my friends than having a ridiculous deal." Fluttershy just puffed her chest out.

"You are loyal to your friends, right? What if you fight your friends? You cannot be loyal if your friend disagrees!" Suddenly, hypnotized Twilight dived at Rainbow Dash from nowhere. Rainbow at first struggled to break free, but an idea plopped into her head at the moment. As Twilight pinned down Rainbow, she launched her plan into action.

"Twilight! This ain't you! Don't you remember me? Don't you remember what the friendship of magic is all about?" Rainbow questioned. Twilight just confusingly stared at her. "It's me, Rainbow Dash! You're not just friends with me, you're also friends with Applejack, Rarity, Pinkie Pie, and Fluttershy! You are representing the sixth Element of Harmony, which is magic! You are the one who brought us together! I'm the element of loyalty, Pinkie Pie is the element of laughter, Rarity is the element of generosity, Fluttershy is the element of kindness, and Applejack is the element of honesty. You helped us in battles with Nightmare Moon, Queen Chrysalis, and King Sombra by using your knowledge of magic and being friends with us! That's what the magic of friendship is all about! Friendship overpowers any other magic!"

Suddenly, Twilight stood up dizzily as if she had woken up in the middle of the night. "What happened?" she asked.

"No time to explain, we have to stop Fluttershy!" Rainbow Dash declared. Twilight nodded, but suddenly Fluttershy dived at Rainbow Dash, knocking her off her hooves. The young princess glared at Fluttershy angrily. Twilight sighted Big Fang defending a chest which held the Elements of Harmony.

"Time to put an end to this!" she claimed out loud. She flapped her wings vigorously, even though she hadn't been trained to fly expertly. Then, she started to higher from the ground. She swooped down and used her magic to make a grasp on the chest. She quickly put her element on, and threw Rainbow's element across the room. It skidded near Rainbow Dash. She plucked it off the ground and placed it on her head before Fluttershy could get it. Then, she wrestled Fluttershy to the ground. Twilight swooped toward Fluttershy and placed the element of kindness on her head. Right before their eyes, the fang print on Fluttershy's skin started to fade and she started to turn yellow again. Afterwards, Rainbow Dash held a conversation for what was going on. Later, Princess Celestia approached them with a smile.

"I am very proud of you," Princess Celestia grinned.

"Most of the credit goes to Rainbow Dash for reminding us who we are. And, even if I'm a princess, I have learned something. The Elements of Harmony only resemble the magic of friendship. It is what's inside us that counts." Twilight explained.

"Yes, that is very true," Princess Celestia agreed.

"Wait a minute! We need to get our friends!" Rainbow Dash reminded them. "They'll be waiting for us!"

"I shall take care of this evil creature," Princess Celestia stated as she suspiciously stared at Big Fang.

At the factory, the rest of the ponies were freed from their boxes. Everything was back to normal in Equestria.

That night, in Twilight's bedroom, Twilight smiled at the thought of having great friends. They were unstoppable when they were together.

"Hey, what did I miss today?" Spike barged in the silence suddenly.

Twilight's eyes darted around the room anxiously, giggled, and answered,"A lot Spike! You won't believe it! I'll tell you in the morning." She nestled in her bed and drifted off to a peaceful night sleep.