Writer's note: I would just like to say that this story is for the enjoyment of fellow Rainbow Brite fans, & is in no way meant to infringe upon any copyrights. I have always loved Rainbow Brite, & I would love to see her return to television. If you love Rainbow Brite as much as I do, then enjoy the story. Even if you don't like Rainbow Brite that much, I hope you enjoy the story anyway. May you always have a rainbow in your heart!(

Rainbow Brite looks over her shoulder as she runs towards the forest. Her foot hits a rock & she tumbles to the ground. She turns over on her back and she crawls backwards. She puts her hands in front of her face as the giant foot of the Glitterbot comes closer to landing on her. A shadow falls over her, everything going dark.

Rainbow Brite sits up in her bed; her body is covered in sweat as she tries to catch her breath. She looks around the room, unsure of where she is. She sees the familiar sights of the room; Puppy Brite is fast asleep on the foot of her bed. Kitty Brite is sleeping in her bed. Everyone else is sleeping peacefully but her. Puppy Brite whimpers at the foot of her bed. She looks down at him as he whines. She smiles slightly, wishing she were sharing his dream instead of the one she had just had. She puts her left hand to her chest as she sighs in relief. She is safe in her own bed, not squashed like she had thought. She shakes her head trying to clear it. She looks out of the window from her bed at the big, white, puffy clouds slowly gliding through the sky. The sunlight is just peeking in through her window. She sighs deeply as she watches them.

It's been some time since anyone had heard from the evil princess or Count Blogg. Even Murky & Lurky have been unusually quiet. It worried Rainbow that all of their enemies were not causing trouble. What was going on? Rainbow didn't mind the fact that things were quiet, but it worried her at the same time. It wasn't like any of them to keep out of mischief.

Rainbow swings her legs over the side of her bed & she sits on the edge of it. Puppy Brite slowly opens his eyes & he looks over at her. He sits up & stretches. He yawns and walks over to Rainbow's side. He nudges her arm affectionately. She pats him on the head & she smiles.

"Good morning. Seems you had a better night's sleep than I did."

Puppy Brite yips at her and he jumps off of her bed. He walks over to Kitty Brite's bed & he yips softly. The bed trembles slightly as Kitty Brite emerges, her eyes half closed from sleep. She yawns as she stretches herself out. She looks at Puppy Brite for a moment, and then she makes her way over to Rainbow's bed. She rubs herself against Rainbow's legs, causing Rainbow to giggle. Rainbow bends down & she scoops Kitty Brite up in her arms.

"Good morning to you too." Rainbow says to Kitty as she pets her head gently. Kitty purrs contently as Rainbow hugs her close.

Kitty Brite mews as she jumps to the floor. She walks over to Rainbow's door & she sits herself down in front of it. Puppy Brite trots over to where Kitty Brite is sitting & he plops himself down next to her, almost landing on top of her. She looks over at him, a slightly cross look is on her face. She pulls her tail out from under Puppy Brite as she begins to lick her paws. Rainbow smiles as she watches them. She looks over at the clock on her nightstand. She thinks to herself that Twink should be up soon.

In his room just above Rainbow's, Twink tries to roll over in his hammock, but instead he falls out of it. He lands on the floor in a tangled knot of Sprite & blanket. Twink throws the blanket off of himself as he jumps to his feet & he brushes himself off. He looks out of his window as he takes a deep breath.

"Ah! The crisp smell of morning air!"

He runs over to the rainbow colored fireman's pole in the center of his room. He wraps his arms & legs around it as he slides down it. He slides into Rainbow's room & he jumps to the floor. He grins at Rainbow as he walks towards her bed.

"Good morning Rainbow." He chirps gleefully.

"Good morning Twink."

He walks over to her & he hugs her tightly. She hugs him back, while sighing heavily at the same time. Twink breaks the embrace & he looks at her.

"What's wrong, Rainbow?"

"Nothing, Twink. Just another rough night."

"Oh no, not that nightmare again?!"

"Yes, I'm afraid so. It worries me, Twink. Is it a sign that the evil princess is going to try something?"

"But Rainbow, how can she? Her ship exploded, remember?" He frowns at her as she shakes her head.

"I know it did, but I can't help but feel that she survived the explosion somehow."

"Perhaps you should ask Orin. Maybe he could help put your mind at ease."

"Maybe you're right, Twink. What could it hurt?"

"Right." He smiles at her broadly. She smiles back as she tousles the fur on the top of his head. She stands up from her bead & she stretches.

"Perhaps I'll go right after breakfast, providing that everything is under control." Rainbow says.

"Right." He smiles at her & he runs over to the rainbow colored pole leading downstairs. He looks back at her.

"See you downstairs, Rainbow!" He winks at her & he slides down the pole. She giggles as she sits back on the edge of her bed. She bends down & she picks up one of her boots. She puts her foot inside the boot & she pulls it onto her foot. She bends down & she grabs the other boot, repeating the process. She stands up & she walks over to her closet. She pulls open the double doors to the closet & she reaches inside. She withdraws one of the familiar blue dresses with rainbow colored sleeves. She smiles as she drapes the dress over her arm as she removes the hanger. She replaces the hanger on the rod & she closes the doors. She turns & she heads over to her bead. She neatly lays the dress out on the bed. She pulls her nightgown up over her head. She lays it on the bed & she picks up her dress. She pulls on her dress as she walks over to the small nightstand. She picks up a long red box & she opens it. Inside, the Color Belt sits on a bed of rich, red velvet. She removes the belt from the box & she puts it on. She fastens the belt & she closes the box. She walks over to her bed & she picks up her nightgown. She folds it neatly & she puts it on top of her pillow. She then makes her bed, running her hand over the bedspread to smooth out any wrinkles. She smiles satisfactorily & she walks over to her dressing table. She reaches up & she unties the ribbon holding her hair up. She lays the ribbon on the dressing table as she takes up her hairbrush. She brushes her blonde hair out, & then she repositions her ponytail. She grabs the ribbon & she ties it around the base of her ponytail. She brushes her ponytail out once more before returning the brush to the table. She turns away from the dressing table & she heads towards her window. She leans on the edge of the balcony as she looks out over Rainbow Land. She can see Starlite romping through Green Grange with Sunriser. Sunriser came around now & then, & Starlite always enjoyed running with her. Rainbow smiles as she turns away from her window. She goes over to her door & she opens it. Kitty Brite & Puppy Brite run out of the open door & they take off down the hallway. She giggles as she steps through the door & she closes it behind her. She starts walking down the hall. She can hear the voices of the Color Kids drifting up the stairs. She rounds a corner & she almost knocks over Moonglo.

"Sorry Moonglo! I didn't mean to run into you!"

Moonglo covers her mouth with her hand as she yawns. She looks at Rainbow.

"Oh, excuse me. It's OK, Rainbow. I understand."

"Hard night huh?"

Moonglo nods her head.

"Yeah, you could say that."

"You better go & get some sleep. I'll see you later this evening." Rainbow smiles as she winks at Moonglo. Moonglo smiles back, still yawning.

"You bet. See you later, Rainbow."

Moonglo waves absently at Rainbow as she continues down the hall towards her keep. Rainbow smiles again as she continues walking down the hallway. Rainbow walks down the stairs & she walks into the kitchen.

The Color Kids are seated around the table, talking. Rainbow smiles as she looks over them, one by one. She thinks about the very first time that she had met all of them. How they had all been scattered around the land, waiting for a rescue. She tilts her head to the side as she closes her eyes, the visions coming to her, one by one. Red from the cave, Canary from the tangled forest, Patty from the large two-headed bird's nest, Violet from the castle with the machine casting terrifying images at her & Lala, Indigo & Buddy from the back of the Grunge Buggy. Her smile broadens as she sees Starlite & Twink again for the first time. A tear slides down her cheek as she remembers the first time they had all met.

Rainbow is unaware of all of the eyes that are on her as she relives the first moments of her friendships with all of them. The Color Kids become quiet as Patty stands up. She walks over to Rainbow & she carefully lays a hand on Rainbow's shoulder. Rainbow jumps a little as her eyes snap open. Her eyes meet Patty's.

"Are you ok, Rainbow?" A concerned look is in Patty's eyes. Rainbow wipes the tears from her face & she smiles nervously.

"I'm fine. I was just remembering the first time I had met all of you. Just seeing you all sitting here, together, it just brings back all of those memories."

"You had that nightmare again, didn't you, Rainbow?" Buddy Blue asks.

"Is it that obvious?" Rainbow looks around the room.

"Well, it's just that you are so, tense lately. We're just concerned for you, Rainbow." Lala Orange says smiling.

Rainbow nods her head as Patty leads her over to the table. Red Butler stands up & he pulls out Rainbow's chair for her. She sits down in her chair as Red pushes her towards the table. Tickled Pink reaches over & she places her hand on top of Rainbow's.

"If you need to talk Rainbow, we're here to listen."

"Yeah. Pink's right!" Indigo agrees.

The other Color Kids voice their agreements. Tickled Pink smiles warmly as she give Rainbow's hand a little squeeze. Rainbow smiles back & she takes a deep breath.

"Well, these dreams have me very worried. I'm not quite sure what to make of them. I can't help but wonder if they are omens, you know, premonitions of something to come." Rainbow shakes her head.

"Well, the princess can't do any harm." Lala Orange says. Rainbow shakes her head again.

"Perhaps not, but as I told Twink, I can't help but feel as though she is alive. Alive & waiting for the right moment to plan her revenge on me for stopping her from getting Spectra."

"I'm sure you're worried, but scientifically, from the description both you & Krys gave, there's barely a chance anyone could've survived," Shy Violet shrugs.

"I know, Violet, but still. It's just this nagging feeling I have. I can't explain it. I'm going to take a trip to Spectra after breakfast to speak with Orin. Maybe he can give me some clairvoyance on this matter."

"That's a good idea." Canary Yellow smiles as Lala Orange nods her head in agreement with her.

"Well then, you had best eat something to get your strength up. I'll have Romeo fetch some extra Star Sprinkles for your journey."

"Thank you, Red. Thank you everyone. I can't imagine what my life would be like without all of you."

"Very colorless I'd imagine. Just like everything else would be," Buddy says.

Everyone chuckles as Hammy & Lucky run into the dining room, followed by Stormy.

"Rainbow, Krys & On-x are here!" Hammy says excitedly.

"Krys!"

"That's not all." Stormy adds. "Krys looks upset. You'd better hurry."

Rainbow jumps out of her seat, followed by the other Color Kids. They run out of the dining room & they run towards the front door. They emerge from the front entrance of the Color Castle to find Krys standing on the bridge leading to the Color Castle. On-x stands by his side. Krys' face brightens when he sees Rainbow Brite. He runs up to them.

"Rainbow!"

"Krys!" She says excitedly, her arms outstretched to embrace him. The look on his face halts her.

"Krys, what is it? What's wrong?" She asks, slowing herself down as she approaches him. A look of alarm is on Krys' face.

"Rainbow, there's trouble! Orin is missing!"

"Oh no! Orin!" Rainbow shakes her head. Red Butler steps forward.

"What happened?"

"Some of the Spectrans say they saw some Glitterbots roaming around a few days ago. One of the Spectrans went to Orin's hut to ask him for some advice, but he was gone! We've searched the entire planet. We can't find him anywhere. Usually when he leaves to go someplace, he leaves a note behind so no one worries. But not this time. His hut was kind of messy, too."

"Certainly sounds suspicious enough," Shy Violet says, shifting her feet uneasily.

"We'll leave at once!" Rainbow exclaims. Red looks at her.

"What about the Star Sprinkles?"

"There isn't enough time for that now. We must leave immediately!" She says as she turns towards Green Grange.

She touches the star on her belt, & the rainbow appears, streaking across the sky. Moments later, Starlite & Sunriser run up to the castle.

"What is it, Rainbow?"

"Orin's in trouble! He's missing! The Spectrans say they saw Glitterbots!"

"Glitterbots?! Let's get going then!" He stoops down as Rainbow grabs a hold of his mane. She swings herself onto Starlite's back & he straightens back up again. She touches the star on her belt again, the rainbow reappearing. Twink runs over to Starlite's side. Rainbow looks down at him.

"Twink, would you like to come, too?"

"If you'll let me, Rainbow."

"Come on!"

Krys picks Twink up & he places the white Sprite on Starlite's back. Starlite shakes his head impatiently.

"Well, are we going or no?"

"Yes!"

Krys jumps on On-x's back. Blue flames appear under On-x's feet as he lifts off of the ground. The Color Kids wave as Rainbow, Twink & Starlite climb the rainbow, with Krys & On-x flying beside them.

"Be careful, Rainbow!" Canary Yellow calls out.

The Color Kids continue to wave as Rainbow & Krys head out of Rainbow Land.

In the Pits, Lurky looks up at the rainbow overhead. He starts dancing around as he points towards it.

"Oh look, Murky! A pretty rainbow! I bet Rainbow Brite is on it. Can we go see, Murky, please? I want to ride on the pretty rainbow!"

"Get over here hairball breath & give me a hand with this!" Murky shakes his hands angrily at Lurky. Lurky turns around to face Murky, & he frowns.

"Aw shucks. Da' OK Murky! I'm coming!"

He runs over to where Murky is standing. Murky's eyes go wide & he puts his hands out in front of him, waving frantically.

"No! Lurky, stop! Brakes!"

Lurky keeps ignores him & he keeps running, knocking Murky over. Murky groans as Lurky tramples on him. Lurky stops running, unaware that Murky is under him. Lurky puts his hand over his eyes & he looks around.

"Da' Murky? Murky?? Now where did he go?"

(Gasp) "Get off of me!!"

"Whoops! Sorry Murky."

"Peanut brain!"

Lurky steps down off of Murky as he grunts. Lurky bends over & he picks Murky up. He throws Murky up in the air like a baby. Lurky giggles.

"See Murky? You're safe. You're ok!"

"Lurky put me down! Drop me!"

"Da, ok Murky."

Murky is tossed into the air once again, & Lurky steps away as Murky crashes to the ground, landing with a thud. He sighs exasperatedly as he glares up at Lurky.

"Lurky, why did you let me fall?"

"Because you told me to drop you, Murky. Oh, was I not supposed to do that?"

"Lurky!"

Murky jumps to his feet. He runs over to the machine he had been working on earlier & he picks up a wrench. He turns towards Lurky & he runs towards him. Lurky smiles & he claps his hands happily.

"Da' oh goody! I love tag. Hehe!" He turns & runs away from Murky, the 2 of them running around the Pits.

In the sky, Rainbow, Starlite & Twink race along the ribbon of rainbow as Krys & On-x fly next to it. Rainbow clutches Starlite's mane as he gallops. She shakes her head & she yells over to Krys.

"I don't believe this! I was going to go to Spectra today to talk to Orin about something. I guess maybe my gut feeling was right!"

"What feeling, Rainbow?"

"Well, Krys, I've been having a nightmare where I'm running away from a Glitterbot. I always trip on something & the Glitterbot catches up to me."

"What happens when it catches up to you?"

"It steps on me."

"Oh." Krys shudders at the thought. Rainbow nods knowingly.

"Tell me about it. I've been having the same nightmare for about a month now, Krys. What do you think it means?"

"I'm not sure. What do you think it means?"

She smiles to herself at his answering her question with a question of his own. He was getting to be just like Orin. She shakes her head as she looks over at him.

"I won't lie to you, Krys. I have this sinking feeling that the evil princess is alive. I feel like she is hiding, waiting to attack."

"You may be more right than you know, Rainbow."

"I know, Krys. I know."

"Look, Spectra is right ahead!" Starlite calls out.

"Hang on Orin, we're on our way," Rainbow whispers to herself.

The rainbow winds itself over to Spectra as Rainbow & Krys race towards the diamond planet.

In a deserted old castle, Count Blogg paces back & forth in the throne room. Several palace guards watch him nervously. The large iron doors swing violently open, one of them falling off of its hinges. The palace guards run away quickly, barely escaping the heavy door. The door falls to the floor with a loud thump, causing dust to fly up everywhere. Blogg & the guards standing in the room begin coughing from the dust cloud the falling door had produced. A voice can be heard over the coughing as its owner clears their throat. A clicking sound is heard & a female figure's silhouette is seen through the dust cloud. The figure steps out of the cloud, hands on hips. She looks at Blogg, who is recovering from his coughing spell.

"Where is the prisoner?!"

"In the dungeon, naturally, my princess."

"Good. Soon I'm sure that Rainbow Brat will hear of her friend's disappearance. She'll no doubt come running. When she does, I'll repay her for ruining my plans for overtaking Spectra, destroying my power, destroying my palace, and destroying my life! I'm forced to stay hidden away in this ramshackle you have the nerve to call a castle while she lives in a beautiful castle I'm sure. (Gasp) I've got it! When she comes to rescue her friend, we'll follow her home. Then we'll take over her home, & throw her out. Well, maybe I'll throw her friends out, & I'll keep her around for my slave. Then I get to have that wonderful belt. All of those wonderful belts!"

She throws her head back & she laughs.

"It will all be mine! I know I've said it before, but I just love the sound of that word! MINE!"

She cackles louder as Blogg smiles weakly.

"Yes my princess. It will indeed be all yours."

"I can rebuild my empire. Think of it Blogg. Just think of the possibilities."

"Yes, my princess."

"Hmm." She smiles as she looks out a nearby window. She wrinkles her nose at the sight outside of it.

"I can't wait to get out of this overgrown garden."

She turns around & she hurries out of the throne room. She calls out to Blogg over her shoulder.

"I'm going to go & rest. I am not to be disturbed unless this place is collapsing. Understood?"

"Yes, princess."

"Good!"

Blogg watches her leave a forced smile on his lips. He shakes his head when she is out of sight.

"Spoiled brat!"

Back on Spectra, Rainbow, Krys, Starlite, On-x & Twink stand inside of a circle of Spectrans, whom are all talking at once. Rainbow holds her hands up in front of her.

"One at a time, please. Bombo, you were saying?"

"Yes. I was doing my normal job, polishing, first class, when I thought I heard a loud metallic thumping. I ignored it. Not my job. But Gombo said he had actually heard & seen what was causing the noise."

"What was that?" Twink asks, afraid to hear the answer.

"Glitterbots!" He answers.

"I had a feeling you might say that." Krys says warily.

"Where there are Glitterbots, there's usually one person behind them." Rainbow said matter of factly.

"Where is Orin's hut?" Starlite asks.

"This way, Bombo show you."

He leads them to Orin's hut. Rainbow & Twink go inside, followed by Krys. Rainbow looks around. Twink covers his mouth with his hands.

"It looks as though there was a real struggle here." Rainbow says as she looks around the room. She turns back towards Bombo.

"Have any more Glitterbots been seen or heard since Orin's disappearance?"

"None have been reported," he says, shifting his feet.

They all walk out of Orin's hut. A large, dark creature is perched on top of Orin's hut, watching them. On-x starts whinnying loudly.

"Danger! Danger!"

"On-x! What is it?" Krys looks around as he stands near the horse. Starlite looks up at the roof of Orin's hut.

"Look up there!"

"Oh no! A Slurthie!" Rainbow screams. Twink ducks behind her as he looks up.

"Oh my." He says as he starts to tremble.

The Slurthie sinks into the roof of the hut. Everyone looks around carefully. Bombo shrieks as he points towards the doorway to the hut.

"There!"

The Slurthie smiles wickedly as it slithers out of the hut towards them. Krys jumps in front of it.

"Rainbow, I need some power!"

Rainbow touches the star on her belt, a thin multi-colored ribbon shooting out of it. It glides across the Prism on Krys' wrist. He puts his arm out in front of him & he fires the Prism at the Slurthie. The Slurthie quickly dissolves into the ground as Krys jumps backwards.

"Keep your eyes peeled!" He keeps his arm out, ready to fire again.

"Now I know the princess is behind this! Slurthies don't listen to anyone but her!" Rainbow says as she backs up towards Starlite.

"I don't think he's here to harm us. I think he's more of a spy than anything," Starlite grunts.

"Let's get out of here!" Twink says as he runs to Starlite's side. Rainbow follows him & she swings onto Starlite's back as he stoops down for her. She swings Twink onto Starlite's back as well. She touches the belt & a rainbow appears. Krys slowly walks backwards as On-x glides up next to him.

"Escape, Krys, escape!"

"I know!"

Krys jumps on On-x's back. Bombo puts his hands on his hips.

"What about me?"

Krys reaches down & he lifts Bombo onto On-x. Starlite jumps onto the rainbow as On-x hovers over the ground. They race away from Orin's hut as the Slurthie peeks out of the ground, watching them. It smiles & disappears beneath the ground again.

Back at the deserted castle, Orin sits on a rickety wooden bench in a dungeon cell. A thick, heavy chain is fastened tightly to his ankles & hands, preventing him from escaping. He sighs heavily as he looks around his dismal surroundings.

"Oh, it looks like I am truly stuck this time. Even my magic can't break these chains!"

He looks out into the hallway beyond his cell. Other cells line the hallway he is in, but all of the other ones are currently empty. A thin, undernourished mouse scurries across the floor of his cell, causing Orin to sigh again.

"At least you have your freedom, little friend."

The mouse had been running through his cell for several days now. Orin liked to think that the mouse was trying to keep Orin in good spirits, although his precarious situation did little to enhance the little mouse's efforts. Orin turns his head & he looks out of the window. The dark, gloomy sky is darker than the day before, or so Orin thought. He looks back around the room again, chuckling.

"Well, at least Murky & Lurky would like this place. They'd probably think of it as a summer home."

He chuckles again, picturing the two of them laughing like little children sitting inside of the dark, gloomy cell. His smile fades, being replaced with a frown again. He closes his eyes as he lies down on the bench, trying to get some rest.

Starlite gently steps off of the rainbow as On-x carefully lands on the ground. Bombo jumps off of On-x's back & he begins to scrutinize the areas where the two horses had landed. Seeming to be satisfied, he rubs his foot over a spot anyway, just for good measure. Twink & Rainbow climb off of Starlite's back as Krys climbs down off of On-x.

"Well Rainbow, I think you may have been right! Your dreams were definitely some kind of warning." Krys looks at her frankly as she sighs.

"Yes, and I will bet, that if the princess is behind all of this, then she must be behind Orin's disappearance." Starlite says distastefully. Rainbow nods her head as she sighs again.

"I know, Starlite. I just thought that well, maybe it is more like hoping that our days against the evil princess and her legion were over."

"Well, now what do we do, Rainbow?"

Rainbow looks down at Twink, who has tears coming out of his eyes.

"I don't know, Twink. No one has seen any Glitterbots since Orin's strange disappearance. The only thing I can think of, is to wait for them to show up again, & follow them back to the princess."

"But Rainbow, what if no more Glitterbots show up? What if we never find Orin? Or the evil princess?" Krys asks, holding his hands out questioningly. Rainbow shakes her head.

"I don't know, Krys. I just don't know."

"We should go & find a place to stay, someplace were we can think. Someplace safe." Starlite shakes his head as he looks at them.

"But with Slurthies around, no place is safe!" Twink whines.

Krys looks at Rainbow, who is staring off into the crystal formations of the planet's surface.

"Come on, let's go & get something to eat. Maybe we can think of something on a full stomach."

He climbs back up onto On-x's back as Bombo glides over to him. Krys reaches down & he lifts Bombo back onto On-x's back. Twink tugs on Rainbow's dress.

"Come on, Rainbow."

She looks down at him absently.

"Ok."

She walks over to Starlite and she gets onto his back, followed by Twink. She touches the star on her belt, causing the rainbow to appear. The blue fire appears beneath On-x as he lifts off of the ground. Starlite steps onto the rainbow & they head off towards the center of the Spectran's village.

Back at the castle, Count Blogg stands in the throne room, looking across the decrepit landscape. The princess enters the room, and she clears her throat impatiently. Blogg grimaces before he turns around to face her, a big smile upon his lips.

"Highness?"

"Has anyone reported back yet?"

"Just one Slurthie, your grace. Rainbow Brite & her friends are on Spectra, investigating the old sprite's disappearance."

"Why wasn't I informed when he reported in?"

"Because, you specifically said that you were not to be disturbed unless the castle was collapsing. Not a stone has fallen, so no one bothered you, as requested."

"Since when do you listen to anything I say?!"

She storms over to him & she places her finger on his chest.

"Don't get coy with me, Count Blogg. I'll leave you here in this, dingy place if you undermine me, do you understand?"

"Yes, Highness."

"Good!"

She removes her finger & she straightens up. She places her hands on her hips as she walks over to the window.

"Perhaps it's time we helped the little color brat along in her search, what do you say, Count?"

"Whatever you think is best."

"Of course. Everything is done for me. My word is law!"

She smiles wickedly as Blogg looks on. She glances over her shoulder at him, her smile fading. She turns back towards him.

"Send for my Slurthies at once! I want them all here. It's time to up the stakes!"

"Yes highness."

She grins evilly as she leaves the throne room, leaving Blogg standing by himself in the center of the room. He grimaces as he leaves the throne room to carry out the evil princess' plans.

Back on Spectra, Rainbow Brite, Twink, Krys, On-x, Starlite & Bombo have just finished eating their meal. Everyone is sitting around a small table in silence. Starlite looks around uncomfortably. He shakes his head as he stomps his hoof.

"I can't stand this quiet! Will someone please say something?!"

"I can't stay & talk. Got work to do. Buffing & polishing. You know, the usual."

Bombo rises quickly from his seat & he leaves the hut. Twink frowns as he watches Bombo go, wishing that a part of him could escape also. Krys looks at Rainbow.

"We can't avoid the issue, Rainbow. We have to do something."

"I know, Krys. It's just that I can't think of anything. It really bothers me, too. I don't usually have a problem coming up with a solution to a problem. What's wrong with me?"

"Nothing is wrong with you Rainbow," Twink says, a small smile upon his lips. She smiles at him.

"Thank you, Twink, But I just can't help but feel completely helpless."

"You shouldn't feel that way Rainbow. This situation is precarious. We must proceed with extreme caution, no matter what we decide to do. If the princess is in fact alive, we must decide carefully on a plan. We cannot jump to conclusions, or we just might end up in worse trouble than we already are." Starlite informs her supportively.

Rainbow looks at Starlite. She smiles shyly at him. She rises from her seat & she puts her napkin down on the table.

"I know Starlite. I'm going to go for a walk. Maybe I can clear my head enough to think of a way to approach things."

"Be careful Rainbow! There's no telling what dangers are out there! Especially when it comes to Slurthies & Glitterbots!" Krys warns.

"I will. Thanks Krys."

She nods her head at them as she leaves the hut.

Back at the castle, Count Blogg stands before a horde of Slurthies.

"Is everyone clear on the instructions? You are to leave clues for Rainbow Brite & her friends so that they can find their way here. I don't care if you have to lead them here yourselves. Just make sure she gets here. Understood?"

He looks out across the empty expressions of the Slurthies. All at once, they nod their heads. Blogg smiles contently.

"Good. Now go & bring back a colorful bounty!"

He laughs as the Slurthies groan as they disappear beneath the surface of the ground. He watches as the final Slurthie slips beneath the ground surface before he turns around & heads back towards the castle. A roaring sound catches his attention, causing him to stop. He looks in the direction that the sound is coming from. He sees a small ship idling in the distance. He can also see several Glitterbots getting aboard the ship. The final Glitterbot gets aboard & the ships door closes. The ship lifts off of the ground & it flies off into the air. He watches curiously as the voice of the princess startles him.

"I figured if the Slurthies don't get the job done, one of the Glitterbots could capture one the brat's friends."

Blogg looks up towards the balcony above him. The princess is gazing at the departing ship.

"If one of her friends gets captured, she'll be sure to follow the Glitterbot back here. She'll know that the Glitterbot is following orders from me, & that her captured friend will most likely end up in the same place as her Sprite friend downstairs. When she does arrive, I'll repay her for destroying my precious power. Just wait until she sees my little surprise."

She holds her hand out in front of her. She flicks her wrist as she extends her fingers. Tiny sparks of fluorescent blue electricity jumps between her fingers as if they are dancing. She smiles grandly as she watches the sparks intensify, becoming a ball of power surrounding her hand.

"My power is even greater now than it was before that retched girl destroyed it. My new power crystal is even more powerful that my first one. My power will crush that little saboteur like a bug!"

She throws her head back & she laughs wickedly, the ball intensifying in color as she cackles. Blogg winces at the sight.

In his cell in the dungeon of the castle, Orin looks up in fear as the evil princess' voice echoes throughout the castle. He shudders as he draws his legs up onto the bench he is laying on. He wraps his arms around his knees as he huddles close to the stone wall. The mouse runs into the center of the cell & he stops suddenly, startled by the noise. He sprints off into a darkened corner; a tiny squeaking can be heard from the shadows. Orin smiles nervously.

"I know how you feel my little friend. She has that affect on everyone."

The old sprite looks up towards the window & he gazes out across the darkening sky.

Back in Rainbowland, the Color Kids are seated around the Color Console. Lala Orange looks over towards Canary Yellow.

"I certainly hope everything is alright on Spectra. I think someone should have gone with her."

Canary Yellow looks over at Lala.

"I know how you feel, Lala, but we're needed here in case anything happens. Krys will keep her safe."

"Canary is right. If anything happens, someone needs to be here in case of emergency." Red says frankly. Lala frowns.

"Still. I can't help but worry about her. I know she can take care of herself, but what if she is right about the evil princess?"

"If Rainbow Brite needs our help, she'll find a way to let us know. Don't worry Lala." Buddy smiles at her from across the console. Lala forces herself to smile back. The Color Kids go back to what they are doing as Lala gazes off into thin air.

"Please be safe, Rainbow." She thinks to herself.

Meanwhile, on Spectra, Rainbow walks quietly by a crystal river. A light breeze blows, making tiny ripples in the surface of the already moving water. Rainbow sighs as she looks at her reflection in the water. She stops walking & she kneels down by the edge of the riverbank. She dips her hand into the water. She smiles as she glides her hand gently through the clear water. She closes her eyes as a breeze gently wipes her forehead with its gentle touch. She opens her eyes & she gazes down into the water again. She yanks her hand out of the water as she screams. She turns around quickly, turning right around to face a Slurthie. He grimaces wickedly at her. Another sound from behind her makes her turn around again. She sees a Glitterbot on the other side of the river. She feels something on her back as she pitches forwards into the river. She dips beneath the surface of the water for a moment. She struggles to the surface of the water. She breaks through the surface of the water & she takes a deep breath as she looks around. The Slurthie is still on the riverbank, smiling evilly. The Glitterbot is standing in the water; it's arms reaching out to grab her. The current grabs her & begins to whisk her downstream. She tries to stay in the center of the stream, away from the banks. More Slurthies & Glitterbots line the banks, as she is taken further downstream. She reaches beneath the water & she touches the star on her belt. The rainbow emerges from the water & it shoots up past the Glitterbots.

Back in the hut, Starlite picks his head up as he jumps to his feet.

"Rainbow!"

Krys & Twink jump to their feet as Starlite runs out of the hut.

"What is it Starlite?"

"Rainbow is in trouble, Krys! Look!"

Krys looks up into the air as the rainbow appears above them. The rainbow touches the ground & Starlite jumps onto it & he races along the ribbon of color at break neck speed. Krys turns around & he puts two of his fingers into his mouth & he whistles.

"On-x!"

On-x flies over to Krys as Twink trembles.

"I hope we can make it in time!"

"We will! On-x, Rainbow is in trouble. Let's go help her!"

"Plan accepted."

Krys picks up Twink as he gets onto On-x's back. The metal horse lifts off & he soars after the rainbow, trying to catch up to Starlite.

Rainbow struggles against the current, but to no avail. The water is moving faster than before, & she knows from previous experience, that it is not a good sign. This time, there was no boat to break her fall. She slips beneath the surface of the water, as the river becomes more violent. Her head emerges from the water, & she coughs to get the water she had swallowed out of her. She takes a deep breath as she is swept along. She hears the familiar sound of hooves coming towards her as she slips beneath the surface again. She tries to resurface, but her arms & legs are too tired. Her eyes close as she feels herself being lifted up into the air.

Rainbow opens her eyes slowly, to see the faces of her friends surrounding her. Twink beams happily as she begins to sit up.

"What happened?"

"We were able to pull you out of the water just before you went over the waterfall." Krys explains.

"We were worried about you." Twink hugs her tightly as tears run down his face.

"Well, I'm ok, I think."

Her face lights up with concern.

"Where are the Slurthies & Glitterbots?!"

"Down there."

Krys points to the ground. Rainbow follows his gaze down to the ground. The Slurthies & Glitterbots are still on the riverbank as they had been before. Rainbow looks around & she notices for the first time that they are all sitting on the rainbow.

"We pulled you up here when we saw there was no place to safely land on the ground." Starlite grimaces towards the enemies below them.

Suddenly, several ropes appear around them. Krys deflects two of them while Starlite knocks two of them away. One of the ropes falls around Twink. He is jerked quickly off of the rainbow before anyone can grab him.

"Rainbow! Help!"

"Oh No! Twink!"

"We've got to help him!" Starlite yells.

The Glitterbots wrap Twink up tightly in the rope & they begin to lumber away. On-x begins whinnying frantically.

"Danger! (Whiny) Danger!"

Rainbow looks around & she shrieks.

"Look!"

She points towards the rainbow, where several Slurthies are making their way towards them. Krys arms his prism.

"I didn't know they could use the rainbow!"

"Neither did I!" Rainbow says in disbelief.

"Get on! If we have any chance of escape, we'll have to run for it!" Starlite demands.

"We can't go anywhere! They've got us surrounded!" Rainbow shrieks.

Rainbow tries to make another rainbow, but she is unable to. She looks around at her friends.

"I'm sorry, but I can't do anything."

"It's ok, Rainbow. We'll think of something." Krys says comfortingly.

"Look up there!"

Krys & Rainbow follow Starlite's gaze as a large ship hovers over them. Krys looks at Rainbow. He holds his hand out towards her.

"Whatever happens, don't let go."

She takes his hand as she breathes heavily.

"Ok."

A large beam comes out of the bottom of the ship. Rainbow, Krys & Starlite watch as one by one the Glitterbots are levitated into the bottom of the ship. The Glitterbot holding Twink is the last one to go in. Twink struggles against the restraints.

"Please! Someone help me!"

"Don't worry Twink! We'll save you." Rainbow says defiantly.

She stares as the Glitterbot disappears with Twink inside the ship. The beam disappears as well & the ship zooms off into the sky.

"Somehow."

Krys looks at Rainbow as he lets go of her hand.

"If we want to save him, we've got to follow him now." Starlite says.

"But how can we? The Slurthies are all over my rainbow."

"Look at that!"

Rainbow & Krys look at Starlite. He motions towards the Slurthies. They turn their attention towards the Slurthies. One by one, they begin sliding off of the rainbow. Krys gasps as the last one disappears.

"Whoa. That is weird. Why did they disappear like that?"

"I don't know. Let's get off of this rainbow & I'll make another one. I don't trust the Slurthies." Rainbow says warily.

"I agree." Krys replies.

The rainbow lowers to the ground & it dissolves into the ground. Rainbow grimaces as she touches the star on her belt. A rainbow starts to emerge, but it fades quickly. Rainbow sighs in frustration.

"I'm running low on power. Keeping the rainbow up, with the Slurthies on it must have drained my energy. I'll have to replenish my supply."

She reaches into her pocket & her hand comes out empty. She gasps as she shakes her head in dismay.

"Oh no! I'm all out of Star Sprinkles! Twink has my whole supply! Now what am I going to do?"

"Perhaps there are some Star Sprinkles in Orin's hut?" Krys tries.

"Perhaps. Oh, I should've listened to Red & when he asked about getting me some extra Star Sprinkles!"

"Don't beat yourself up, Rainbow. That isn't going to help us any." Krys says, looking at her comfortingly.

Rainbow nods absently as she looks up towards the sky. The ship carrying Twink away was now long gone. Rainbow wondered how they would ever find him again; Starlite stomps his hoof impatiently.

"Well, let's go & see if there are any more Star Sprinkles! Standing around isn't helping our friends!"

"Starlite's right, Rainbow. The sooner we get some Star Sprinkles, the sooner we can try to find our friends." Krys gently puts his hands on her shoulders. She looks up at him & she smiles weakly.

"Right. Let's go!"

She runs to Starlite's side as he kneels down for her. She swings herself up onto his back & she looks over at Krys. He nods his head & he climbs up onto On-x's back. The familiar blue fire appears beneath On-x as he lifts off of the ground. On-x flies off towards Orin's hut as Starlite begins running towards it himself.

Twink meanwhile sits in a small cage. He looks around the ship carrying him. It is very dark & dingy. The ship is also very cold. He shivers a bit as he looks down at the floor of the cage. He sighs heavily as he pulls his knees to his chest.

"Rainbow, where are you?"

A single tear runs down his face as he closes his eyes.

Back at Orin's hut, Rainbow looks around the tiny room for some Star Sprinkles. Krys helps her looks around the room as Starlite & On-x stand guard outside of the hut, keeping an eye out for Slurthies. A movement out of the corner of his eye makes Starlite turn towards his left side. He is ready to defend himself. Before him stands a small Spectran, who is paralyzed with fear. Starlite's features soften as he studies the tiny sprite before him.

"I'm sorry, but you caught me off guard. We're on the lookout for Slurthies."

The tiny sprite's face lights up in alarm.

"Slurthies?!!"

The shriek reaches into the hut, causing Rainbow & Krys to drop what they are doing as they run out of the hut. Rainbow discovers the tiny sprite Starlite had found. He is trembling, even more scared than before.

"Slurthies? Where?" Rainbow looks around, but she sees nothing.

"No no. I merely told the Spectran that we were keeping watch for Slurthies. I guess I scared him." Starlite explained to her. She looks sympathetically over towards the frightened sprite.

"What Starlite meant, was that we are making sure there aren't any Slurthies around here. Please, he meant no harm."

She holds her hand out toward him. He looks at her timidly. She smiles warmly at him. He takes a deep breath & relaxes as he walks over to her. He smiles weakly up at her.

"There now. What's your name?"

"T-Tombo. My 3rd cousin is Bombo."

"I can see the resemblance." She says as she winks at him. This causes Tombo to smile at her. He looks around at Krys, On-X & Starlite.

"Who are all of you? And what are doing in Orin's hut? Has he come back yet?"

"No, we were looking for some Star Sprinkles. Rainbow needs them to recharge her Color Belt." Krys explains.

"Rainbow?"

"Yes. I am Rainbow Brite."

"Rainbow Brite?! The Rainbow Brite? Wow! I never thought I'd get a chance to meet you. I wasn't around the first time you were here. Orin's told us young Spectrans all about you & how you saved Spectra. Wow. Wait till my friends here about this!"

"Well, I'm flattered you think so highly of me. Thank you."

"So, you're looking for Star Sprinkles?" Tombo asks innocently as he shifts his feet.

Rainbow's eyes light up.

"Yes, do you know if Orin has any?"

"I can't say for sure. But if he does, they'd be in his blue star chest." Tombo exclaims.

"Blue star chest? Where is that?" Krys asks.

"Come on. I'll show you."

Tombo reaches up & he takes Rainbow's hand. He leads her into the hut, followed closely by Krys. Tombo goes over to Orin's desk. He taps on the side of the desk gently. One of the panels comes off & Tombo reaches inside of the space. He pulls out a small blue chest with a gold star on the top of it. He places it on the floor in front of him. He opens the chest & he looks up at Rainbow. He smiles broadly as he reaches into the chest & removes a handful of Star Sprinkles. Rainbow gasps as her eyes go wide.

"Star Sprinkles!"

Tombo holds his handful of Star Sprinkles out towards her. She takes several Star Sprinkles from his hand & she touches them to her belt. They disappear into the belt & a rainbow emerges from the belt. Rainbow sighs happily as the rainbow hovers above them.

"Thank goodness!"

Tombo takes a pouch out of the chest & he dumps the rest of the Star Sprinkles into the pouch. He ties the pouch closed & he hands the pouch to Rainbow.

"Here you go. These should keep you covered for a while."

"Thank you so much, Tombo."

"Wait a sec, how do you know where Orin keeps his Star Sprinkles?" Krys asks him curiously.

"Orin is teaching me things so that when he is gone, I can fill in for him."

"Gone?" Rainbow asks.

"Yeah. When he takes extended trips & such. He wants someone to know what he knows in case there may be someone in need of his help. Magic wise that is."

"Well, it certainly is a good thing we ran into you, Tombo. Without you, we never have found the Star Sprinkles, & Rainbow & I would never be able to help save Orin & Twink." Krys smiles at Tombo approvingly.

"Twink?" Tombo inquires.

"He's my Sprite. The evil princess' Glitterbots took him. I'm sure if we find Twink, we'll find Orin too."

"Then you had best be going Rainbow Brite. I've kept you long enough."

Tombo closes the chest & he returns it to its hiding place. He replaces the panel on the desk & he stands up. Rainbow walks outside with Tombo as Krys follows them.

"Thank you for all of your help, Tombo. I can see why Orin chose you as an apprentice." Rainbow smiles at him as Starlite walks over to her.

"Are we ready?"

"Yes."

He kneels down & she swings up onto his back. Krys gets onto On-x as Rainbow looks back at him.

"How will we know which way to go?"

"On-x can track them. Orin & I have made some adjustments to On-x lately. He's tracking Twink's prison ship as we speak. We'll able to find it without any difficulty."

Krys smiles as Rainbow's face lights up at the news.

She looks down at Tombo & she winks at him. He waves at her as she presses the star on the Color Belt. The rainbow appears at Starlite's feet & climbs up into the sky. Starlite steps onto the rainbow as On-x takes off.

"Bye Tombo! Thanks again!" She calls out as Starlite gallops up the rainbow in the direction the ship had gone. Tombo waves back at her. Rainbow & Krys soon disappear from sight & Tombo resumes walking in the direction he had been going earlier. He smiles to himself at the thought of meeting Rainbow Brite. He stops walking for a moment as he jumps up & down, whooping. He giggles as he calms himself down. He begins walking again as he had been before.

It is nighttime in Rainbow Land. Everyone but Moonglo & Nite Sprite are asleep. Everyone but Red Butler. He is standing in the window of his keep. He is gazing out at the stars that Moonglo has made. He smiles to himself.

"Another perfect show, Moonglo."

He sighs heavily as he gazes at star in particular. Spectra. He shakes his head sadly as he leans on the edge of his balcony.

"I hope you are ok, Rainbow. I sure wish we were there to help you out. Keep her safe, Krys. Bring her, Twink & Starlite back safely. We all miss them terribly."

He sighs again as he turns away from his window. He walks over towards his bed. He sits down on it when a knock comes from his door. He looks at the door curiously as he gets up off of the bed & he heads over to the door.

"Who's there?" He calls through the door.

"It's me. Lala." Comes the answer.

He smiles as he opens the door. Lala stands in the hallway, looking at him.

"Is everything ok, Red? I saw that your light was still on."

"Yes. I was just looking out my window wishing Rainbow was here."

"Oh." She looks down towards the floor sadly. Red chuckles as he watches her.

"No Lala, I meant I hope she is ok. I know we all miss her. I'm just worried about her is all. I remember her telling us what happened the last time she was up against the evil princess. She managed to win last time, but if the princess survived her last encounter with Rainbow, what's to say she isn't much stronger this time? What if Rainbow can't stop her this time? If she is in fact alive?"

"I agree. I understand what you meant by wishing she were here. We all want her here, knowing she is safe."

She smiles at him sweetly.

"Well, as long as everything is ok, I'll head back to my keep."

"Thanks for caring about me, Lala." Red smiles at her. She returns his smile.

"Goodnight."

"Goodnight, Lala."

She nods her head as she smiles again. She turns away from his door & she walks down the hallway. She opens the door to her keep. She looks back at him & she smiles. He nods his head at her as he smiles back. She walks into her keep & she closes the door behind her. He watches until the sliver of light disappears from under her door. He closes his door & he makes his way back towards his bed. He lies down on his bed & he turns off the light. He pulls the covers over himself as he gets settled in the bed. He closes his eyes & exhales deeply. A small smile comes to his face as he drifts off to sleep.

Back in the sky, Starlite gallops along the rainbow with On-x flying next to him. On-x whinnies.

"Danger! Danger!"

"What is it, On-x?!" Krys looks at Rainbow, a worried look is on her face.

"Ship ahead!"

"It must be the ship that is carrying Twink!" Starlite exclaims.

"Now what do we do?" Rainbow looks over to Krys.

"Let the ship land. That is the only way we'll have a chance of finding Orin."

"I just don't like the idea of Twink being inside of that awful thing."

"I don't either, Rainbow, but we must be patient now. If we rescue Twink, we may never find Orin."

"I know. You're right, Krys. Starlite, try not to get too close to the ship. We don't want them to know we are here."

"Roger."

Starlite slows his gait down as On-x slows himself down as well.

Inside of the ship, one of the pilots contacts the princess.

"Your highness, Rainbow Brite is following us. Orders?"

"Let them follow you. I want her to come to me. I want her to re-pay for trying to destroy me."

"Yes your highness."

Twink shudders as he listens to the pilot's transmission. He was bait! Tears roll down his face as he shakes his head.

"Don't follow us, Rainbow. It's a trap! If only I could warn you!"

Back in the castle, the princess laughs as Count Blogg enters the room.

"Is something wrong, your highness?"

"What could be wrong? That Rainbow Brat is on her way. I will show her my new power! The time for our final showdown draws near. I will have my revenge when I stop her once & for all & I take the belt from her. Then I will be the most powerful woman in the universe! I can take color or give color in a heartbeat at my discretion! Even the most powerful individuals in the universe will bow down to me. I will be invincible!"

"Of course you will you highness. How very delightful."

"Hmm. I like the idea of things going my way."

She smiles wickedly as she looks at Blogg. He smiles at her.

"What of the prisoner, you highness?"

"The old sprite? He will either help me, or perish. It is as simple as that. The horse will be returned to Sargent Zombo. As well as that meddlesome metal horse. The boy, can either join me, or suffer the same fate as the brat. Either way, I win."

"Naturally."

They smile at the idea of being in control again. The whole castle becomes chilly with the icy intentions of the two. Orin shivers in his cell as he gazes out of the window. There is a light in the sky. It is very dim, but it is definitely coming towards the castle. He strains to see the light. He shakes his head & closes his eyes for a second. He opens his eyes & he gazes out the widow again. He sighs heavily.

"No. You are seeing things. There couldn't possibly be a rainbow behind that light. The rainbow could never work in this dismal place. This place is worse than the pits. Rainbow could never make her rainbow work here."

He sighs heavily at the grim realization that a rescue for him is unlikely.

Starlite & On-x keep as low a profile as possible as they near the planet the ship is heading towards. The ship speeds up as it heads towards the surface. Rainbow & Krys look at each other as they follow the ship.

The ship approaches a makeshift landing area. It touches down violently. The rocky terrain makes the landing very bumpy. Twink is jostled to & fro inside of the cage. The ship comes to a stop & several Glitterbots approach the ship. The hatch to the ship opens & several Glitterbots step out of the ship carrying the cage containing Twink inside of it. The two waiting Glitterbots take the cage from the Glitterbots from the ship. The 4 of them turn & they head towards the old castle as the pilots step out of the ship & begin looking the ship over for any damage. The Glitterbots enter the castle & they meet up with Count Blogg, who is waiting for them. He smiles upon seeing their treasure.

"Well, another hostage? Very good. Put him down in the dungeon with the other one. I'm sure their friends will be here shortly."

The Glitterbots turn away from Blogg & they head towards a staircase that leads downward. The 2 Glitterbots carrying the cage head down the stairs first followed by the other 2. They slowly walk down the stairs. They approach the cell holding Orin. He looks up at them & he jumps off of the bench. They turn away from him & they unlock the cell across from Orin. Orin's eyes go wide when he see their captor. He remains silent as they remove Twink from the cage & they shove him into his cell. They lock the cell door & they turn & head back up the stairs. Once Orin is sure that they are gone he runs to the bars of his cell.

"Twink! Over here!"

"Orin!"

Twink runs to the bars of his cell also. Twink & Orin gaze across the thin hallway at each other.

"I feel terrible, Orin."

"Why is that, little one?"

"I'm bait for Rainbow Brite! They captured me in order to lead her here. The princess is going to try to hurt Rainbow. Or worse."

"That is not your fault, my friend. Rainbow Brite can defend herself. But I am wary about her chances now."

"Why Orin?"

"This atmosphere is so gloomy, I'm afraid that her rainbow might not work here. That means Krys' Prism will not work either. It uses the power of the rainbow to work. The princess has the upper hand here, I'm afraid."

"Oh dear!"

"We just have to hope that the rainbow will prevail."

Twink smiles weakly at Orin. He nods his head as he slowly falls to the floor. He leans against the bars & he closes his eyes. Tears run down his face as he sobs softly. He opens his eyes & he hastily wipes the tears from his face. He jumps up & he runs into the shadows of his cell, where he cannot be seen. Soon, Orin hears him sobbing again. He smiles gently as he returns to his bench. He sits down as he watches the tiny mouse scurry around the cell.

"Go ahead young one. It is ok to cry. I understand how you feel."

Several tears run down Orin's face as he gazes out of his window. He jumps to his feet & he stands on the bench. He looks back towards the other cell.

"Twink! She is coming now! Look!"

Twink jumps to his feet & he runs to the bars of his cell again. He strains to see out of Orin's window. Two lights are in the sky. One is a blue color; the other is rainbow colored. Twink sobs even heavier.

"Get away, Rainbow. While you still can!"

Orin looks sympathetically at Twink. He looks back out of his window.

"I fear for your safety, Rainbow Brite. May you win this battle & set us free!"

Just as Orin is making his wish, someone else is looking out of the window at the two approaching lights. The princess stands in the window watching as the rainbow carrying Rainbow Brite & the blue light carrying the young boy who had helped her before approach the castle.

"Now, you are mine!"

Starlite looks ahead to the castle coming into view.

"There is a castle up ahead! I'm sure that is where Twink & Orin are!"

"Rainbow, you & Starlite had better land soon. I don't like the looks of that place one bit."

"What do you mean, Krys?"

"I just don't want you two to get hurt. I'm not sure how the rainbow will react to all of the gloom down there."

"Don't be silly, Krys. It's not that bad."

"You might want to rethink that!!" Starlite whinnies as he ties to steady himself. The rainbow becomes choppy as the end of it fades quickly. Rainbow watches in horror.

"Oh no!"

She touches the star on her belt. Another rainbow shoots out of the belt & Starlite jumps onto it. It winds away from the castle & towards the ground. As they get closer to the ground, the rainbow once again begins to fade from underneath them. Krys looks frantically towards the ground.

"Look!"

He points towards a small lake beneath them.

"Try to aim the rainbow as close to the lake as you can. If the rainbow breaks up, at least you'll land in the water."

"Krys, I'm sorry."

"For what, Rainbow?"

"For not following your advice."

"There's no time for that now."

Rainbow tries to guide the rainbow towards the lake as Krys had instructed. The rainbow gets weaker as the get closer to the water. Starlite grunts as he struggles to keep his footing.

"Hang on!"

He jumps off of the rainbow as it disappears completely. They land in the water, causing a huge splash. Krys & On-x hover over the lake, looking over the surface of the water. A look of concern is on Krys' face.

"Come on Rainbow. Come on!"

A splashing sound from behind him makes him turn his head. Rainbow is coughing as she tries to keep her head above water. Starlite's head surfaces near her. She swims over to him. He shakes his head as she approaches him.

"I can't reach the bottom!"

"Oh no!"

"Come on On-x, we have to help!"

On-x flies down closer to Starlite & Rainbow. Krys jumps off of On-x & he lands in the water. He resurfaces & he swims over to Rainbow & Starlite.

"On-x, push Starlite from behind! Rainbow & I will pull him forward. Starlite, I need you to kick your feet in order to stay above water."

"I'll try."

Krys looks over at Rainbow.

"Ready?"

"I think so."

Krys swims over to Starlite & he puts his one hand under Starlite's head. Rainbow looks over at Krys worriedly.

"Krys, have you ever done something like this before?"

"Um, no."

"Then how do you know it will work?"

"I don't. We're just going to have to try."

She sighs as she swims to Starlite's other side. She places her hand under his head as Krys had done. She places her other hand on his neck.

"We'll get you to dry land somehow Starlite."

He looks at her out of the corner of his eye. Without saying a word she knows he is appreciating what they are doing. She begins to swim backwards as On-x gently pushes Starlite towards the shore. She takes her hand off of Starlite's neck & she reaches down under the water. She takes several blue Star Sprinkles from the pouch. She tosses them into the water around them. At first, nothing happens. Then, to her surprise, the water suddenly begins to change color, from the murky brown color to a crystal blue. Rainbow's eyes light up as she presses the star on the Color Belt. A rainbow emerges & she directs the rainbow under Starlite. Starlite's eyes go wide as the rainbow supports him. He begins walking on the rainbow. Krys looks over at Rainbow. She smiles as Starlite runs as fast as he can to the shore. He jumps to the ground & he shakes the excess water from his body. Krys & Rainbow swim to the shore as On-x lands next to Starlite.

"Better?" On-x inquires.

"Better than being in that water." Starlite answers.

Rainbow runs up onto the shore & she runs over to Starlite. She hugs him tightly.

"Thank you, Rainbow."

"You're welcome. I'm just glad it worked."

"What made you think to do that, Rainbow?"

She turns towards Krys as she lets go of Starlite.

"I don't know. It just suddenly came to me. I figured, 'why not give it a try? The worst that can happen is it won't work.' Guess it worked well enough, huh?"

"I'd say," Krys says with a smile.

"Ready to go & stop the evil princess again?" He asks her.

"Yes!" She answers as she swings herself up onto Starlite's back.

He nods his head as he gets back onto On-x. The flames appear under the metal horse's hooves as it lifts off of the ground. Starlite canters & he leaps forward into a gallop as the 4 friends make their way to the castle.

The evil princess watches from her window. She slams her fist into the windowsill.

"She always manages to catch a break! No matter. I will enjoy putting an end to her legacy myself." She beams proudly as she watches her foes approach the castle. She turns away from the window & she walks out of the room. She looks at the guard nearby.

"Prepare the prisoners! I want that wretched girl to see them as soon as she enters the castle!"

"Yes your highness."

He runs off towards the dungeon to get the prisoners ready as the princess had requested. He motions to 3 other guards as he goes along.

"You 3, come with me!"

The 3 guards nod as they join him. The princess watches as they disappear. She smiles as she saunters down the hall behind them.

"It is time for me to get ready also. I wouldn't want to disappoint our guests!"

She laughs as she walks up a flight of twisting steps.

Outside the castle, Rainbow, Krys, On-x & Starlite stand looking up at the towering structure. Rainbow takes a deep breath.

"Well, here we go."

"Yup." Krys looks over at her.

"No matter what happens, just remember that we tried our best."

"I know. Thanks Krys."

They all head over towards the large doors of the castle. Starlite looks at the doors defiantly. He looks over to Rainbow.

"I am not waiting outside this time. If you go in, then so do I!"

Krys smiles.

"That's probably the best way to do it. That way, there will be more than just the 2 of us against her."

Rainbow nods her head.

"I agree."

They all nod at each other & Krys & Rainbow approach the large doors. They both grab onto one of the doors & they begin tugging on it. The doors move slowly. On-x & Starlite look on as Krys & Rainbow struggle to get the doors open. Finally, they pry the doors open & the 4 of them walk into the castle. They begin looking around at the apparently deserted castle. Krys looks up towards the ceiling & his eyes go wide.

"Orin!! Twink!"

Rainbow follows his gaze up, towards the ceiling. Hanging from the tall ceiling in 2 separate cages are Twink & Orin. Both are bound & gagged.

"Don't worry. We'll get you both down."

Twink & Orin begin mumbling, but the gags in their mouths reduce their pleas to mere muffles. A haunting laugh fills the room as Slurthies materialize from the floor, surrounding them. Krys & Rainbow huddle together as Starlite & On-x stand between the Slurthies & their friends. The laughter becomes louder as Count Blogg & the princess appear on a balcony above them.

"Welcome to my castle, Rainbow Brite! I trust that you are here for your friends." The princess sneers at them. Rainbow clenches her hands into fists as she looks up at the princess defiantly.

"Release them & stop this foolishness. We all know that you are powerless."

The princess tosses her head back as she laughs. She regains her composure & she brings her eyes down to meet Rainbow's.

"Oh really? Well, try this then, you miserable brat!"

The princess thrusts her hands out in front of her, blue lightning bolts shooting out from her fingertips. Rainbow gasps as the lightning hits her, sending her backwards to the floor. Krys tries to help her, but the princess shoots the lightning at him, knocking him to the floor as well. She fires the lightning at both On-X & Starlite. Starlite falls to the floor as On-x shakes & trembles as the electricity flows through him. He falls to the floor, no longer on line.

"Rainbow, are you ok?" Krys calls out to her.

"Yes. I can't move though."

"Neither can I!" Krys struggles to get up, but he is unable to. Little tendrils of lightning flow around him as he realizes that the princess is keeping them paralyzed. He looks up at the smiling princess.

"So, how do you like my new power?"

"I didn't think you had it in you!" Krys says through gritted teeth. The princess smiles wickedly at him.

"Charming"

She turns her murderous gaze onto Rainbow. Rainbow glares back, her face showing no emotion, although a voice inside of her head screams in unbridled fear.

"As for you, how do you like my power?"

"How did you regain your power? Krys & I destroyed your power crystal."

"There are many power crystals in this universe, you know. It is just a matter of locating them. Your friends have seen a sampling of my power. I put on a show for them while we waited for you to arrive. Although I must admit, they have not seen my power's full potential."

She holds her hand up in front of her face as tiny bolts of lightning dance between her fingers. She watches the tiny blue bolts contently as they jumps & crackle between her fingers. In a heartbeat, she thrusts her arm out towards one of the large pillars by the door. The lighting surrounds the structure, encasing it in blue light. The pillar soaks up the light & the blue hue disappears. For what seems an eternity, a deafening lull of quiet can be heard. Suddenly, the ground begins shaking & trembling as a low rumbling can be heard. The rumbling noise increases, as does the tremors in the floor. The rumbling becomes deafening causing the princess & Count Blogg to cover their ears. Krys & Rainbow wince & writhe as the loud rumbling tortures their unprotected ears. Starlite whinnies as he struggles desperately to free himself from the princess' magical bonds. Rainbow opens her left eye as she looks at both Starlite & Krys. A tear slips down her cheek as she watches them twisting in agony on the floor. Just when Rainbow thinks her head might explode from the deafening sound, a second sound is heard. Rainbow pants wildly as she tries to regain her breath. The pillar the magic had touched slowly begins to melt into itself, being sucked into itself by some unseen force. The sound much like water going down the bathtub drain is heard as the pillar implodes, vanishing from its spot. Krys opens his eyes & he stares in shock at the place where the pillar had stood. Where the pillar had been was now an empty spot. It looked as though the pillar had never even existed there. Rainbow follows Krys' astonished gaze. Her eyes go wide too as she takes in the sight. The princess' haunting laughter fills the silent room once again, bringing both Krys & Rainbow out of their trances. She smiles down at them again.

"Well? What do you think? I hope you are impressed. By the amazed looks on your faces, I can tell that you are. Not only have I discovered a new power source, but I am also stronger than I was before. I am probably the strongest being in the universe. Stronger than even you, Rainbow Brite!"

Rainbow grimaces.

"So, you have power. Strong power. What do you intend to do with that power?"

"I am so thrilled that you asked. First, I will destroy all of you for thwarting my plans in the past. Then I will take you pretty little belt & then I truly will be the most powerful being in the universe!"

"Not quite!" Rainbow says to the princess, a sly smile on her face. The smile slips away from the princess' face as she glares at Rainbow becoming enraged at the smile that Rainbow is wearing.

"Is that so? Whom then may I ask would be more powerful than I would be?"

Rainbow's smile increases.

"Why, the King of Shadows is even more powerful than you could ever dream of becoming!"

In his cage dangling above them, Twink's eyes widen at Rainbow's mention of the king. Rainbow had destroyed the King of Shadows when she had first come the dark & desolate world that was now Rainbow Land. Twink wonders what Rainbow meant by the King being more powerful. If he was no longer a threat, then how.& then it dawns on him. Rainbow, Starlite, the Color Kids & he knew the King was no more, but the princess did not know this. Twink's eyes sparkle as he realizes what Rainbow was doing. He smiles, forgetting about the piece of cloth covering his mouth. The cloth creases as his mouth moves.

The princess stares at Rainbow, her anger growing inside of her. Rainbow's face neither displays nor betrays anything. The princess straightens as she glares at Rainbow.

"Just who is this, King of Shadows?"

Krys & Starlite watch warily as Rainbow looks defiantly at the princess, remaining calm.

"Why, only the most powerful being in the universe. Luckily, we've been able to keep him at bay, but we could never dream of defeating him. I regret to admit that he is even more powerful than I."

Starlite gazes at her incredulously. What was she talking about? Rainbow had defeated the King of Shadows. He whinnies at her to get her attention. She glances at him. His eyes show his obvious confusion. Rainbow gazes at him with a calming expression. He sees the look in her eyes, the one that tells him to hold his tongue lest he spoil her plan. Starlite grunts as he looks away. Rainbow returns her gaze to the princess. She could feel the bonds surrounding her loosen a bit. Rainbow realizes that by distracting the princess, she had taken away the concentration the princess had been using to keep them helpless. She hears Krys gasp softly as he too makes the discovery. Rainbow smiles again, seeing the anger flush the princess' face a deeper shade of crimson.

"Even if you succeed in finishing us off & obtaining the Color Belt, The King of Shadows will still be more powerful than you."

"That is not possible. How can one being be so powerful?"

"The same way you expect to be that way." Rainbow says with a lethal tone in her voice.

The princess looks back at Blogg, who shrugs his shoulders. Rainbow feels the power surrounding her loosen again. She smiles to herself as she runs through things to say that would distract the princess further. Rainbow lifts her head a bit to look at the 2 sprites in the cages above them. Orin's gaze tells her that he understands her plan. She nods her head slightly, acknowledging him. Her gaze glides to Twink. The look in his eyes brings tears to her own. His gaze tells her that he is proud of her & that he trusts her. She brings her gaze down to both Krys & Starlite. Krys looks at her & mouths the words; it's working to her. She nods glancing back up at the princess as she lowers her head, so as not give away the princess' failing grip on them. Finally the princess looks back at Rainbow. She quickly sweeps her gaze over Krys & Starlite as well. Titling her head down towards Rainbow as she leans over the railing, she lowers her voice.

"Does he know where we are now?"

"I don't know. He could be hovering over the palace as we speak, biding his time until something happens so that he can come in here & claim the power for himself."

The princess's eyes go wide as she shoots a glance overhead. She looks up at the ceiling of the palace nervously. Krys feels another strand of power slip away from him. If he wanted to, he could sit up, but he dared not to try, not when they were close to getting free. Starlite had felt the power slipping too. He wondered if Rainbow & Krys had noticed at all. He swept his gaze over to On-x. The metal horse lies on his side, no sign of 'life' in him. Starlite watches the metal horse worriedly for a time. What if On- x was damaged beyond repair? What would happen then? Starlite looks away sadly as he remembers the adventures they had had in the past. He looks at Krys sadly. Krys glances over at Starlite & sees the sad expression on his face. Krys' gaze shifts to On-x. After looking at the metal horse for a long moment, Krys returns his gaze to Starlite. Starlite knew that by the look on Krys' face, he too was worried about how badly On-x was damaged. Rainbow's defiant voice causes both of them to look in her direction.

"For all you know, he could be stealing you power crystal as we speak. While you're wasting time keeping us here, you power source could very well be in the clutches of an unstoppable creature of darkness."

"If he did such a thing, what would happen?"

Rainbow looked thoughtful for a moment, as if considering the question.

"He'd be even more powerful than he is now & we would all be destroyed."

"No! I won't let that happen! Blogg! Go & guard my power crystal. Guard it with your life!"

Blogg looks as if she had slapped him in the face. He glares at her hatefully as he nods his head.

"But what of our original plan, my princess?"

"Not now! We must keep the crystal safe! We can destroy the kids & take over her castle later! For now, we must guard the crystal! Go!"

Blogg studies her for a moment. Her eyes flash a warning at him. He nods his head obediently.

"Yes your highness."

He shuffles away as the princess trembles on the balcony. Rainbow feels the rest of the magic trickle away as the princess watches fearfully as Blogg goes to carry out her orders. She stomps her foot & wails.

"Hurry! Before he gets it!"

Krys smiles at Rainbow as he too felt the magic disappear. The princess looks back down at Rainbow.

"Can we stop him?!"

Rainbow hesitates, building the anticipation up.

"No."

The princess looks even more fearful than Rainbow had ever seen her. Rainbow glances over at Krys & she winks at him. The princess looks around at the ceiling again. Rainbow touches the star on her belt as Krys stretches his arm out towards her. A thin ribbon of colors shoots out from the belt & it quickly travels across the floor towards Krys. The ribbon hits the Prism on his wrist, leaving behind a rainbow colored glow for several seconds after the Prism had absorbed the rainbow. Krys winks at Rainbow to let her know that it had been enough to re-charge the prism. Rainbow nods her head at Krys. He nods back & he glances over to Starlite. Starlite nods his head at Krys.

The princess brings her gaze down as the three of them jump to their feet. The princess' face contorts in a dangerous mixture of rage & confusion. She brings her hands up in front of her.

"You won't escape me that easily!"

A sphere of intense blue light forms between her hands; small at first, but growing larger & larger as the princess pulls her hands further away from themselves. Starlite starts running towards Rainbow. Krys grabs onto the steed as he runs past him. They reach Rainbow just as the princess finishes drawing the energy to its fullest extent. Rainbow jumps up onto Starlite as both she & Krys fire their magic at the princess; a rainbow from the Color Belt, & a wide stream of intense purple energy from the Prism. The princess screams as she thrusts the ball of light at them. Her power ball collides with the rainbow & purple stream in midair. Rainbow holds her finger to the Color Belt as Krys keeps his finger on the prism. Starlite whinnies as the magic in the air crackles around them. In a blinding flash, the blue sphere is sent spiraling back towards the princess. She tries to dodge out of the way, but she is not quick enough. The sphere hits the princess with such force that it drives her into the wall behind her. As she slams against the wall, she could feel several ribs snap inside of her torso. She then feels her head hit the wall behind her & everything goes black.

Rainbow & Krys sit upon Starlite shielding their eyes. They are both ready to unleash more power if needed. When the light dies out, they look up towards the balcony. They see the princess lying on the floor. Krys jumps down off of Starlite & he runs over to where On-x lay. He lays his hands upon the metal horse, as he looks him over.

"On-x! On-X, its Krys! Please answer me!"

Tears run down Krys' cheeks as he watches the motionless horse. Rainbow & Starlite walk up behind him. Rainbow touches the star of her belt & a rainbow emerges. It floats down to On-x, & surrounds him. Krys touchs his prism & a thin string of yellow energy flows out towards the horse as well. They all watch as On-x is engulfed by all of the power. Slowly, the horse's eyes began to light up again. His mane lights up as well as the horse whinnies softly.

"Krys."

"On-x!"

Krys lifts the horse onto its feet. He looks over the metal horse again.

"Are you ok?"

"Systems normal. Main power source gone. All systems operating on back-up energy source."

"Don't worry, we'll get your primary energy source back on line when we get back to Spectra."

A series of mumbling catches their attention. Rainbow & Krys look up at the 2 figures in the cages above them.

"Sorry guys."

Krys says as he fires his prism laser at the chains holding the cages to the ceiling. Rainbow touches her belt & a wide band of colors shoot out just in time to catch the 2 falling cages. The rainbow gently places the 2 cages on the floor & it disappeares beneath them. Rainbow & Krys run over to the cages & they free the 2 Sprites. Once free, Twink runs into Rainbow's outstretched arms' tears streaming down both of their faces.

"Oh Twink, I'm so glad you are OK!"

"Me too, Rainbow."

"It seems you are learning young Krys just how the prism works."

"It would appear so, Orin. It works on basic need. If I need to freeze something, the prism knows to freeze. Same thing with the cages. I wanted, needed to cut the chains, & the prism knew it."

"You are becoming a great warrior Krys. Greater than you were before."

"I don't mean to be a pessimist, but we had better escape before the princess comes to." Starlite says as he shifts his weight uneasily.

Rainbow looks at Starlite.

"We can't just leave, Starlite. If we don't destroy the princess' power, she can & will do the same thing all over again."

"Then what are we waiting for?!" Krys chimed in.

Rainbow swings herself onto Starlite's back. Twink stretches his hand up to her, but she doesn't take it.

"I'm sorry Twink. I can't take you with me now. This is very dangerous. Krys & I have to do this alone."

She touches the Color Belt & a rainbow appeares in front of the white sprite.

"You & Orin get on the rainbow. It will take you to a safe place away from the castle."

"But Rainbow," he starts to whine. Orin interrupts him.

"She is right, young one. There is little we can do to help in this fight."

Twink studies Orin for a long moment. Finally he looks back at Rainbow.

"Be careful."

"I will Twink."

Twink forces a smile as he & Orin step onto the rainbow. The rainbow begins moving away from them slowly at first, but it picks up speed as it whisks the 2 sprites up into the air & out of a window set high in the wall. Rainbow looks at Krys.

"Ready to end this?"

"You bet."

He climbs onto On-x's back & they take off in the direction that Blogg had gone earlier.

Blogg leans against the wall staring out of the window. He hated being told what to do. Especially by the princess. As far as he was concerned, the child needed to be flogged. He sighs heavily as he glances over his shoulder to the glowing crystal hovering over its stand. He leans out of the window & he looks up towards the sky. He grimaces as he pulls his head back into the room. He grumbles under his breath as he storms towards the doors to the room.

"Stupid girl! I'm stuck guarding a crystal that isn't going anywhere when I should be ordering our troops towards Rainbowland to force its unconditional surrender. Ha! Who's the stupid one here? The girl, or the fool who listens to the girl?!"

A voice coming from the other side of the door startles him, causing him to stop short after flinging the door open.

"The fool who's talking to himself, that's who!" Starlite quips.

Starlite smiles as he runs into the room, knocking Blogg to the floor. Krys fires a green ribbon towards Blogg, the ribbon wrapping itself around the old creature. On-x flies into the room behind Starlite as Rainbow points to the crystal.

"Krys! There it is!"

"Then let's get this over with!"

They both jump down from their horses as they concentrate their energy towards the crystal. Rainbow touches the star of her belt, producing a band of colors. The rainbow travels over the power crystal as Blogg shrieks.

"No. Stop that! Not again!"

They ignore him as Krys projects an intense rainbow towards the crystal as well. On-x flies over to the crystal & he turns away from it. He starts to slowly move away from it, firing his boosters at the crystal in the process. Blogg watches in horror as the crystal absorbs every bit of magic that Rainbow Brite & her friends are throwing at it. A few seconds pass & Blogg begins to smile again. He chuckles as he watches their efforts.

"Nothing is happening children! Can't you see that the crystal is absorbing your power? You're only making the crystal stronger. Fools! Ha ha ha!"

Rainbow looks over at Krys, a concerned look is in her eyes.

"He's right, you know."

"Yeah, but he's only half right."

Rainbow looks at Krys in confusion as Krys nods his head towards the crystal.

"Look at it now."

She looks over at the crystal hovering in the air. It is vibrating violently with the magic it was absorbing. Rainbow realized that while it was sucking up their power like a sponge, it was collecting too much power & the crystal had run out of room to store it. The crystal was overloading! Rainbow looks over to Krys again.

"Shouldn't we get out of here?!"

"Not yet."

"Huh?!"

She looks at him, wide-eyed as he continues to pump power into the crystal. After several seconds, Blogg's smile had once again turned into a frown. He too realized what Krys & Rainbow already knew; the crystal wasn't going to be able to take much more power. It would shatter soon. As he watches in terror, Krys drops his arm & he grabs Rainbow's hand, dragging her towards Starlite.

"Let's get out of here!"

"But Krys, what about..?"

"There's no time! Starlite, get her out of here!"

"Roger!"

Krys boosts Rainbow onto Starlite's back as he whistles for On-x. The metal horse thrust forward, causing the crystal to jerk in mid-air. He flies to Krys' side & Krys pulls himself onto the horse.

"Let's go, On-x! We must escape!"

"Plan accepted!"

On-x thrusts forward again as he flies towards a nearby window. Rainbow touches the star on her belt, producing a wide band of colors. Starlite leaps up onto the rainbow & he gallops as fast as he could after On-x. Blogg screams as the horse runs out of the open window.

"Argh! You can't just leave me here! That thing is going to explode!"

"Starlite, we have to rescue him!"

"We won't survive if we try."

"But Starlite,"

Starlite ignores her as runs as fast as he could. He quickly catches up to On-x. Rainbow sees two white dots moving around just on the other side of the lake that they had to swim through earlier. The rainbow dips down to skim the top of the water. On-x flies down in front of him & Krys sweeps Orin onto the metal horse. Rainbow reaches out & grabs Twink's hand as they race past. She swings the white sprite onto Starlite's back as the rainbow climbs back up into the sky. As the rainbow reaches it's full height in the sky Starlite gallops to a stop as they all hear the loud rumbling sound, followed the intense sucking noise. Rainbow turns her head around to look at the castle. As everyone else turns to see what was going on, the castle starts to fold up inside of itself, much like the pillar had done earlier when the princess had thrown her magic at it. They all stop & watch as the last bit of the castle disappears. Rainbow closes her eyes as the castle disappears. The princess, Blogg, & the princess' guards had been somewhere inside of that castle. For an instant, she hated Krys for making her leave them behind. As if reading her mind, Krys flies up beside her on On-x.

"I'm sorry Rainbow. Had we tried to save them, we would have been destroyed along with them."

Rainbow nods her head solemnly.

"I know."

"What you 2 did was brave. You rescued Twink & me. You went up against the evil princess & you won."

"But to what cost, Orin?" Askes Rainbow, a tone of devastation is in her voice.

"She can't hurt anyone anymore Rainbow." Twink said quietly, so as not to upset her further. Rainbow nods her head again.

"I guess."

"We'd better get back to Spectra. On-x doesn't have much back-up power left."

"Ok."

On-x flies ahead of them as Starlite begins to run along the rainbow again. As he gallops, he gazes back at Rainbow.

"It could not have been helped, Rainbow."

"I know. I just feel bad, that's all."

Starlite nods as he continues to gallop after On-x.

Back on Spectra, a Glitterbot that is chasing one of the Spectrans suddenly stops moving & it topples forward, no longer having the power to function. The little sprite begins to cheer as she jumps up & down in celebration.

Back in Rainbowland, Red Butler is taking a walk. As he leaves the Red Region, & begins to enter Orange Meadows, he hears someone softly crying. He notes to himself that the crying sounds familiar. He follows the sounds of the sobs to find Lala Orange huddled against a sprite house. She is sitting with her knees pulled up to her chest, her hands wrapped around her knees. Her face is buried into her lap as she sobs. He quietly walks over to her, & he sits down next to her, putting his arm around her shoulders. She looks up in alarm, but her face softens when she sees Red. He smiles at her as he wipes a tear from her cheek.

"Lala, what's wrong? Why are you crying?"

"I'm scared, Red. I don't think Rainbow has succeeded. I think she may be."

Her voice trails off as her eyes fill with tears again, her chest heaving with her sobs. He pulls her towards him & she rests her head on his shoulder. He strokes her head as he speaks to her in a quiet tone.

"Lala, Rainbow isn't what you fear. She is still alive."

"How do you know, Red? Have you seen her? Has she returned?!"

Lala's face lights up as she gazes into Red's brown eyes. He shakes his head at her.

"No, I haven't seen her. She isn't back yet."

Lala's face falls.

"Oh. But, then how do you..?"

He puts his index finger to her lips as he purses his own lips, softly shushing her. He smiles as he pulls his finger away. He sweeps his hand out in front of them.

"What do you see?"

Lala blinks at him for a moment. She sniffles as she looks around. Her eyes lock on his once more.

"Rainbowland. I see, Rainbowland, Red."

"And is it beautiful?"

"Yes."

"Then Rainbow is still alive."

"I don't follow."

"Think of it this way, Lala. Rainbow Brite is linked to Rainbowland. If Rainbow were gone, Rainbowland would die too. All of the colors would disappear & Rainbowland & everyone who was a part of it would die also."

Lala looks at him.

"Then if one of us Color Kids were to die, then what would happen?"

"That color would drain out of Rainbowland. We are linked to Rainbowland. If anything happens to us, Rainbowland suffers too. Just like we are linked to Rainbowland, so is Rainbow. Rainbow is linked to us & to the Sprites as well. If something had happened to her, if she were dead, we'd know it."

He taps two of his fingers to his chest above his heart.

"In here. This is where we would feel it. Do you feel anything here?"

He looks at her as he gently taps his fingers to his chest again. Lala studies him for a moment. A small smile comes to her face.

"Yes. As a matter of fact, I do feel something there."

She taps her fingers to her chest. Red frowns.

"You do? How come I don't, then?"

She smiles up at him as she put her hand on his.

"Perhaps because we are not talking about the same feeling."

She taps her fingers to his chest as her smile broadens.

"In here."

He looks at her, trying to decide what she was trying to say. Slow realization comes to his face & a small smile spreads across his lips as she rests her head on his shoulder again. He hugs her to him as they sit leaning up against the sprite house, gazing out over the Orange Meadows.

Back on Spectra, Tombo is walking around, looking for something to do. His hands are clasped behind his back as he scuffs his feet along the ground. A reflection of a rainbow appears in the glossy surface of the crystal ground. Tombo looks up towards the sky to see a rainbow streak across the sky overhead. He strains to see a white horse with a rainbow colored mane & tail. His eyes go wide as he unclasps his hands & he begins laughing & clapping his hands. The rainbow winds itself down to the ground a short distance away from him. He jumps up & down 3 times before running towards the rainbow. On-x touches the ground first & Krys & Orin slide off of his back. Starlite steps off of the rainbow & he walks over to the young Spectran. He nuzzles Tombo's head as Tombo giggles. Orin smiles at him.

"Ah, my young apprentice. I understand you were of some help to my friends here."

"Yes, Orin. Rainbow Brite needed Star Sprinkles. I, I had to go into your secret stash. I hope that's all right."

The young sprite wrings his hands as he searches Orin's face. Orin looked like he was going to reprimand the young sprite, but instead, he laughs & he winks at Tombo.

"Of course, young one. You did well. You should be proud of yourself."

Tombo beams as he looks over at Rainbow, who slides off Starlite's back with Twink right behind her.

"So, did you win?"

Rainbow smiles at him.

"Yes, we did Tombo. Thanks to you. If you hadn't given me those Star Sprinkles, I would never have been able to find Orin & Twink. I would never have been able to stop the person who had taken them. Thank you so very much."

She smiles down at him as she leans over & she kisses the top of his fuzzy head. Tombo turns a deep shade of red at the gesture.

"Oh!"

Krys & Orin laugh as Rainbow straightens. She turns towards Krys.

"Will On-x be all right?"

"Yeah. I just need to replace his main power source. He'll be good as new in no time."

"I'm glad."

"Thank you again for rescuing me again, Rainbow, Krys, Starlite & On-x. You have done this old sprite a favor."

"That's what friends are for!"

Krys says as he looks over at Rainbow. She is smiling, but there is a distant look in her eyes. He walks over to her.

"What is it Rainbow?" He asks as he puts a supportive hand on her shoulder. She looks at him for a moment. She blinks as she comes out of her daydream.

"Huh? Oh, I was just wondering what happened to the princess & Blogg."

"Only time will tell." He says.

"Yeah."

He frowns as he gazes into her blue eyes.

"That's not all that is bothering you though, is it?"

Rainbow shakes her head.

"No. I guess I'm just a little homesick. That's all."

"Oh." Krys replies, looking disappointed.

"Then perhaps you should go home. I will send you a message in a few days. All of you will be invited to come back to Spectra. It is time you were all honored for your efforts." Orin says, smiling. He beams proudly as Rainbow looks for the right words to say.

"Thank you, Orin." She says finally.

The two friends embrace for a long moment. She then in turn gives both Krys & Tombo a hug good-bye. She swings herself onto Starlite's back. She reaches down & she grabs a hold of Twink's hand, swinging him up onto Starlite's back as well. She touches the star on her belt, producing a rainbow. Starlite steps onto the rainbow & they race towards Rainbowland.

That afternoon, Patty O'Green & Canary Yellow are out inspecting things when Spark, Canary Yellow's head spite begins jumping up & down, pointing to the sky. Canary & Patty look up to see the band of colors soar overhead.

"She's back!!" Patty yells as she & Canary run back towards the Color Castle; Spark trying to keep up with them.

As they get closer, Shy Violet, Indigo & Buddy Blue come walking out of the castle. Buddy looks at Patty as she rushes up to him, breathing hard.

"Rain, Rainbow, Rainbow's back!" Patty manages in between panting breaths.

"Rainbow?" Indigo asks, as she looks in the direction that Patty, Spark & Canary are pointing. They all smile when they see the rainbow coming closer. Red Butler & Lala Orange, who are holding each other's hand tightly come running up to the castle. Lala speaks through her pants.

"We saw the rainbow pass over Orange Meadows. Rainbow's back!"

Moonglo leans out of her window above them. She yawns as she looks down at them.

"What's the commotion about?" She asks drowsily.

"Rainbow's back!!" Everyone yells as they all look up at her. Her eyes brighten; she suddenly doesn't look so tired anymore.

"Rainbow!" She squeals as she pulls her head back into the window. Moments later, Moonglo & Tickled Pink emerge from inside of the castle. Tickled Pink looks at Indigo.

"Moonglo says that Rainbow has returned?" She asks.

Indigo, too excited for words, simply nods her head as she points to the approaching rainbow. As Tickled Pink looks up, the end of the rainbow touches the ground in front of them & Starlite steps off of it & he trots over to the Color Kids. They all throw theirs hands in the air & cheer as Rainbow & Twink dismount. Rainbow is surrounded by all of the Color Kids, who are asking her all sorts of questions. She laughs as she tries to answer them all.

From his cliff in the Pits, Murky grimaces as the sounds of the happy cheers reach him. With wrench in hand, he straightens up from the latest machine he is working on & he walks to the edge of the cliff. He shakes the wrench in the air as he yells.

"Be quiet you miserable children!!"

Lurky runs out of the main cave of The Pits, clapping his hands happily.

"Oh boy oh boy! Rainbow Brite is back! Now I can ride on the pretty horsy!"

Murky squeezes his eyes shut as he cringes. He slowly turns around to face Lurky, who is now dancing in place, still clapping his hands excitedly. Murky trembles with rage as he hurls the wrench at Lurky. The wrench hits Lurky in the head. Lurky stops dancing & clapping for a moment. He stares ahead blankly before falling to the ground, landing in a sitting position. He reaches up & he touches the spot the wrench had hit him. He blinks as he looks up at Murky.

"Da, ow! Why d'ya hafta do that for, Murky?"

"Shut up alfalfa brain!"

Lurky watches Murky as he storms into the cave. Lurky shrugs as he sits on the ground. He smiles as he begins to whisper excitedly to himself.

(Whispering) "I get to ride da horsy. I get to ride on da rainbow!"

Murky's voice comes booming from inside of the cave.

"LURKY!!!"

" Da, uh oh."

Lurky winces as he gets to his feet & he begins to run down the hill, away from the cave.

Rainbow Brite sits on the grass in front of the Color Castle with Twink at her side & all of the Color Kids sit in a circle around them. Shy Violet is speaking.

"So, what happened next, Rainbow?"

"Well, it disappeared. Just, vanished. I don't know where it went. The castle vanished just like the pillar had."

She looks away for a moment, her thoughts wandering. Red Butler, who is still clutching Lala Orange's hand, clears his throat.

"Ahem. Rainbow, is something the matter?"

She looks over at him. She glances around the circle of faces before she speaks.

"I feel, I don't know, funny about what I did. You know, as if it was the wrong thing to do."

Red smiles sympathetically.

"You did what you had to do, Rainbow. None of us think any less of you for it, right kids?"

All of the Color Kids voice their agreement with Red Butler. Rainbow forces a smile.

"Thanks everyone. I guess it is just going to take some time for me to come to grips with it."

She rises from the grass, brushing her dress clean. She sighs as she looks at each of the Color Kids in turn. She smiles when she sees Red & Lala holding hands. She hadn't noticed it before. She had been wondering when the two of them would finally admit their feelings towards one another. Her gaze shifts over to Patty & Buddy, who were as always, seated beside each other. She smiles again as she looks at them. When would these two admit their true feelings like Red & Lala had? She sighs again as she looks at them.

"I think I am going to go inside & take a nice long bubble bath, followed by a long nap."

Everyone gets to his or her feet as Rainbow reaches down & tousles Twink's fur.

"That sounds like a nice idea, Rainbow." Moonglo says as she puts an arm around Rainbow's shoulders. They all walk inside of the Color Castle, Twink following closely behind. Starlite watches as they all disappear into the building. He turns to go towards his favorite field when he ends up nose to nose with Sunriser. She smiles as Starlite takes a step backwards, stunned.

"It's just little old me, Starlite. Who were you expecting, Skydancer?"

Starlite chuckles as he steps forward, nuzzling her face with his.

"I don't think I'd fancy coming snout to snout with Skydancer."

Sunriser giggles as she gently nuzzles him back. Starlite nods his head towards Green Grange.

"Should we continue our romp through the fields from a few days ago?"

"I'd love to."

She smiles at him as they run off towards Green Grange as Starlite had suggested.

Later that night, Rainbow is lying in her bed with her hands behind her head. She is staring up at the ceiling. She glances down to the foot of the bed where Puppy Brite is resting. She smiles as she sits up in her bed. Puppy Brite opens one of his eyes half way, studying her. He closes his eye again as he goes back to sleep, deciding that nothing important was going to happen. Rainbow's smile broadens as she glances over at the small pastel colored bed on the floor. Kitty Brite's tail is the only thing visible in the bed. Her loud, contented purr could be heard across the room though. Rainbow remembered how happy both Puppy Brite & Kitty Brite had been when she had come home earlier that day. She sighs as she lies back down in her bed, lying on her side. She tucks her right hand under her pillow as she closes her eyes. Puppy Brite groans as he rolls over in his sleep. Rainbow chuckles softly, a small smile on her face as she drifts off to sleep. The princess & Count Blogg were gone. They were all safe now.

Or were they?







Writer's final thoughts:

I apologize for any inaccuracies in this story. I was ¾ of the way through writing it when I found out that the evil princess & Count Blogg had been in one of the episodes after the movie. (I must've missed that one.) Considering my place in the story, I wasn't about to go back to correct it. Sorry. I have also been asked exactly what a Slurthie is. Well, when I wrote this story, I was thinking that they were the creatures from the movie. You know, the ones that looked like piles of mud that moved? Or, for anyone who is familiar with Pokemon, something that resembles Grimer or Muk. I apologize if that is the wrong name for them. I honestly thought that is what they were called. Anyhow, I hope you have enjoyed my story. I would like to thank Robert Teague, & everyone who has written a Rainbow Brite story to share with all of us. It was their creativity that inspired me to come up with my own ideas for a story. I'd also like to thank Katy Cartee for allowing me to express my creativity. :o)