"Spike, AJ, Pinkie" whispered Rainbow Dash nervously. "DO NOT MOVE!"

"Why?" whispered Applejack.

"We are being followed!" said Rainbow Dash.

Spike and Pinkie leaned in for a nervous hug as Rainbow Dash and Applejack stood their ground trying to intimidate whatever might be trying to ambush them.

"Pinkie, Spike... start walking!" said Rainbow. "Dang it, I wish I had my wings right now!"

Their follower revealed himself by showing his big ugly head from behind one of the trees. It was a big dragon and it was hungry for ponies.

"Go, we don't have much time!" said Rainbow Dash. "I'll take care of him!"

"Don't be a hero Rainbow Dash!" said Spike.

"I'm not!" said Rainbow. "Once you guys start running I'll follow now GO!"

Spike and Pinkie started to run, followed by Applejack.

The thing that was following them was revealed to be a hungry dragon and it was in hot persuit of the four friends.

"Keep going, don't let it catch you!" said Rainbow who was still behind them.

Rainbow decided that she would try to distract the dragon so the others could get away.

"I'll meet up with you guys later!" said Rainbow Dash as she turned around and made the vicious red dragon (with spikes up and down it's back) chase her in the opposite direction.

"Come and get me, fire breath!"

Rainbow Dash ran in every differnt direction that she could think of trying to confuse the dragon.

"You want a piece of me, dragon?" said Rainbow dash. "Well you've got it!"

She may not have had her wings on her at the moment, but she was still a fast runner.

"Come on, you stupid dragon!" said Rainbow Dash, who vanished into the brush.

The dragon, who had to gather himself after being dizzy for a few seconds proceeded to sniff around the brush, but the trail of scent that Rainbow left behind had too many twists and turns and it upset the dragon's senses. The dragon decided that ponies wouldn't be on the menu today, so he decided to walk off somewhere else.

After a few minutes of running, Applejack, Spike and Pinkie stopped running to catch their breaths.

"I can't believe Rainbow Dash did that!" said Spike.

"She'll be fine!" said Applejack. "This is Rainbow we're talking about!"

"Wingless Rainbow!" interrupted Pinkie.

"What's your point?" said Applejack.

"We should go back and help her!" said Pinkie.

"I agree" said Spike.

"You two are right!" said Applejack. "Let's go back."

"Hey!" said a voice from behind. "I didn't just lose that dragon, just so you guys could get chased by him again!"

"Rainbow!" said Applejack. "How did you do it without your wings?"

"I'll never tell" said Rainbow Dash. "Now let's get out of her before he comes back!"

The four friends continued on their journey to find the Elements of Harmony and the statued form of their friend, Twilight Sparkle.


Meanwhile in another part of the Everfree forest, Snips and Snails led Rarity and Fluttershy to the Castle ruins where Trixie was reportedly hiding.

"Wow, it's an even scarier route than I remember" said Rarity.

"Oh yes, can we go home now?" said Fluttershy.

"Are you serious, Fluttershy?" said Rarity. "Twilight needs our help and we have gone too far to give up now!"

Fluttershy shamefully nodded in agreement.

"Hey, there it is!" said Snips.

"How did you find this place?" said Rarity.

"That... is a good question" said Snails. "One I can't remember the answer to."

"Can we just go inside already?" demanded Rarity who then put on a smile as she motioned the two colts into the Castle.

"Let us call her" said Snails.

"Oh Trixie!" said Snips. "Great and Powerful Trixie!"

"I don't think she's here!" said Fluttershy. "I don't hear anyone!"

But shortly after Fluttershy said that, they all heard hoof steps walking around them. It was clearly coming from only one pony, but was it Trixie?

"What are you two fools doing back here?" said Trixie. "I thought I told you not to disturb me while I am giving my audience their pleasures!"

Rarity and Fluttershy looked past Trixie to see that no one was there.

"Trixie, are you alright darling?" said Rarity. "You aren't acting like yourself... I don't think."

"Are you implying that the Great and Powerful Trixie is crazy?" said Trixie.

"You said it, not me!" chuckled Rarity nervously, backing up a bit.

"What brings you to my new domain?" said Trixie.

"We need your help, Trixie!" said Fluttershy. "Um if you don't mind... um um um..."

"Well?" said Trixie. "Why not call upon your precious Twilight Sparkle to clean it up for you?"

"Because she's the reason we need your help!" said Rarity.

"How so?"

"An evil version of Twilight, but not Twilight herself has taken over and enslaved Ponyville and we need someone who is good with magic to help us stop her!" said Rarity.

"The Great and Powerful Trixie banned herself from going to Ponyville ever again!" said Trixie. "Why in Equestria would I ever want to go back?"

"Because you're our only hope right now!" said Fluttershy.

Trixie pondered upon this for a bit. After thinking about, she came to the conclusion that helping Ponyville would get her liked again. So she finally turned and gave them her answer.

"I will do it, but I need some time to study my opponent... which is who again?"

"It's like we said, an evil second dimension Twilight!" said Rarity. "At least that's what I gather."

"Fine!" said Trixie. "I'll do it. For Twilight. I just simply felt awful for the way I acted the last time I was here, maybe this is my chance to prove to everypony and to myself that I am ready to live as a peaceful citizen of Ponyville."

Rarity and Fluttershy both teared up at Trixie's words, for they knew that all this time they had misjudged her. They thought it was going to be tough talking her into doing this.

"T-Trixie?" said Fluttershy. "Are you okay?"

"Yes" said Trixie. "Now let's go get some Intel!"

"Intel?" said Snips.

"Yes" said Trixie. "That will be you and Snails' job!"

"Take my camera" said Rarity. "We need you to go and take pictures of every place that Evil Twilight goes, and see if you can find out where she's keeping Twilight and the Elements of Harmony."

"Why are WE doing this?" said Snips.

"Because you wont be seen as a threat to Evil Twilight's plan" said Rarity. "Me and Fluttershy are two members of the Elements of Harmony, and if we are seen Evil Twilight could act immediately and make the situation tougher on us and we will never get this straightened out."

"This is a very scary job, but we believe in you" said Fluttershy.

"Drop the mushies and get going!" said Trixie forcing the two colts out of the Castle ruins and back to Ponyville. She then turned to Rarity and Fluttershy. "You two stay here!"

"Where are you going?" said Rarity.

"It's like you said, you two can't be seen in Ponyville" said Trixie. "She'll never see me coming. I'm sure that any memories she might have of me are very bleak at best."

"But we need you to..." said Fluttershy.

"I now know what I must do, Fluttershy" said Trixie.

"Trixie, be reasonable" said Rarity.

"Reasonable has never been for me" said Trixie as she made a cloud of blue dust and began to run toward Ponyville.

Meanwhile Evil Twilight was continuing to enjoy herself as she bent every citizen of Ponyville to her will.

"Maybe I'll put the big statue of me right here!" said Evil Twilight. "Right where the library used to be!"

Evil Twilight turned around after she heard a noise, it was Big MacIntosh with a very angry mug on his face.

"What do you want you big lug?" said Evil Twilight.

"Your days of harming this town are over!" said Big Mac.

"Eyup" said Granny Smith, standing beside Big Mac. "Now taste Applebuck!" Granny started to kick apples at Evil Twilight, but the apples didn't go very far.

"Seriously Granny Smith?" said Evil Twilight. "I try to respect the elderly, so your cage will be a nice comfy one!"

"NOOOOOOOOOOOOOOOOOOOPE!" yelled Big Mac as he charged at Evil Twilight.

As he got closer and closer, Evil Twilight just stood there, until he finally reached her. He thought that he had grabbed her, but was shocked to find that she had teleported behind him.

"Tsk tsk tsk" said Evil Twilight. "Poor Big MacIntosh... or should I say BABY MACINTOSH!" Evil Twilight used her magic and turned Big Mac into a baby colt.

"Waaaaaaaaaaaaaaaaaaaaaaaaaaa aah" said Big Mac, as he was transformed into a baby.

"Here you go Granny Smith!" said Evil Twilight as she made a big cage for her and stuck Baby MacIntosh in with her.

"Hoodlum!" yelled Granny Smith as she held Big- er Baby MacIntosh.

"Is there anyone who can stop me?" said Evil Twilight. "I don't think so!"

Just then a blue aura of magic hit Evil Twilight and knocked her down.

"Who did that?" said Evil Twilight.

Trixie had arrived in Ponyville.

"Oh snap!" said Evil Twilight. "Another Unicorn!"

"I seem to recall that you were once a more humble pony" said Trixie. "What happened to that pony, Twilight Sparkle?"

"Who are you and why is this any of your business?" said Evil Twilight.

"You don't remember me?" said Trixie. "I figured you would have came across me in your dimension."

"Wait a minute, you're 'The Great and Powerful Trixie'!" said Evil Twilight. "Yeah I'd recognize that phony cape and hat anywhere. You really think that you have a chance against my advanced skills? You weren't even able to vanquish that Ursa Minor!"

Trixie backed away a few steps, just the mention of that day made her nervous.

Snips and Snails, who were still gathering Intel, were near by and they saw that Trixie was having problems.

"Hey Snails!" said Snips. "Look, the Great and Powerful Trixie is trying to fight Evil Twilight!"

"It doesn't look that good to me" said Snails.

"You're right" said Snips. "What would Twilight and her friends do?"

They pondered on it for a few seconds and then both remembered what made them so strong.

"FRIENDSHIP" they both said in unison.

"Come on, let's go help our friend!" said Snips.

"You have five minutes to cut and run, Trixie" siad Evil Twilight. "I really don't have time to mess with posers like you!"

Trixie's confidence level took a big hit as she was hurt by Evil Twilight's words, however her spirits seemed to rise when out of no where Snips and Snails both appeared by her side.

"Watch what you say about the GAPT!" said Snips.

"Yeah, we don't need your... uh... stuff!" said Snails.

Trixie was amazed that Snips and Snails, though dopey and small, had the courage to stand up to someone as powerful as Evil Twilight. She all of a sudden got motivation and her magic and confidence levels went back up. She suddenly burst with blue light coming off of her horn and she charged at Evil Twilight.

"What?" said Evil Twilight. "You're not supposed to fight back!"

Evil Twilight then proceeded to fire up her horn and fire some magic blasts at her, but Trixie was able to ram her before she could make her shot, sending Evil Twilight flying back into a cart of apples.

"I hope you enjoy your trip!" said Trixie as she kicked the apple cart and watched it and Evil Twilight roll down a hill, and into a shed.

"How do you like the Great and Powerful Trixie now?" said Trixie.

"Still not impressed" said Evil Twilight from behind her. She obviously had just teleported behind her.

"Oops, I forgot you could do that!" said Trixie.

"What should I do for your punishment?" said Evil Twilight. "Cage? Nah you'll escape. Turn you to stone? Better, but I just did that to other me. Banishment to the Everfree forest sounds good!" said Evil Twilight as she cast Trixie, Snips and Snails out of Ponyville. "And don't ever think about coming back, or things will get ugly!"

Trixie walked back to the Castle ruins, disappointed and ashamed, with Snips and Snails following behind her.

"Hey Trixie, it's okay" said Snails.

"No it's not" said Trixie as she moped on and entered the Everfree forest.


Meanwhile, Applejack, Rainbow Dash, Spike and Pinkie Pie were making excellent time, especially since they were running. After they were able to lose that dragon, they found themselves with a pretty clean road up ahead.

"How are we doing?" said Applejack.

"I think that we are getting pretty close!" said Rainbow Dash.

"To what?" said Pinkie Pie with Spike on her back.

"The Castle ruins from our first adventure with Twilight" said Rainbow Dash. "If we can find that, we can most certainly find our way back home!"

"I think I'm gonna be sick!" said Spike, who didn't like the way that Pinkie Pie ran, it differed quite a bit from Twilight's running style, which he was accustomed to.

"Don't hurl on me, Spike!" said Pinkie Pie.

"STOP!" said Applejack. "Look!"

A grey pegasus pony was up ahead of them on the trail, and she was laying down on the ground.

"Is that... Derpy?" said Rainbow Dash. "DERPY!"

Derpy didn't move.

"I've got to help her!" said Rainbow.

"Wait!" said Applejack. "Let's both go help her."

Applejack and Rainbow slowly walked up to Derpy and poked at her, trying to get a response. Nothing. Could it be? Could she possibly be...?

"Derpy?" said Rainbow Dash, who was really worried.

Derpy's eyes then opened up and she began to move around.

Both Applejack and Rainbow Dash let out a sigh of relief as Derpy got back up and dusted herself off with her wings.

"Rainbow Dash?" said Derpy. "How did you get out here?"

"It's a long story" said Applejack. "How did you end up out here?"

"I rode that big bad cloud out here and it threw me off so hard that I crash landed right here! Oh my goodness, Rainbow Dash, what happened to your wings?" said Derpy.

"A temporary setback, but I'll manage... then I'll get my wings back!" said Rainbow Dash.

Pinkie Pie and Spike had gone on ahead, while Rainbow and Applejack were tending to Derpy, but they came back.

"Hey you guys!" said Pinkie. "I've got great news!"

"What is it Pinkie?" said Applejack.

"Me and Spike found the Castle ruins!" said Pinkie Pie.

Applejack, Rainbow Dash, and Derpy followed Pinkie Pie and Spike further along the trail and before they knew it, there it was.

"Yeeeeeeeehaw!" said Applejack out loud.

Just then, they noticed that Trixie, Snips and Snails were moping and walking into the ruins.

"What are they doing out here?" said Spike.

"Probably up to no good!" said Rainbow Dash as she jumped off of the rock she was on and prepared to zoom in over there, but she remembered a little too late, that she still didn't have her wings back yet and she hit the ground. "Dang it!"

"Come on, Rainbow Dash!" said Applejack as she lead the others into the ruins.

"Alright Trixie! Come out!" said Rainbow Dash, running past Applejack.

They were surprised to find, not Trixie, but Rarity and Fluttershy.

"Rainbow Dash?" said Fluttershy.

"Fluttershy, Rarity!" yelled an excited Rainbow Dash, who was now ahead of the others. "Hey guys, Rarity and Fluttershy are here!"

Rarity, Fluttershy ran up to Rainbow Dash and began a group hug, as Spike, Derpy, Applejack and Pinkie Pie proceeded to join in.

"Okay that's enough!" yelled Rainbow Dash. "Now that we are all together again, what the hay do we do now?"

"Panic!" said Trixie in the background. "Evil Twilight is too tough!"

"Apparently not!" said Spike. "Look what I just found!"

Spike pointed to an open door and what was inside made the friends jump up and down with joy.

"Trixie?" said Rarity. "Why didn't you tell us about this?"

"I thought it was just an old jewel room" said Trixie. "I never actually took the time to look inside, I was mostly focused on surviving."

"It's Twilight and the Elements of Harmony!" said Pinkie Pie. "Quick! Let's... Whoah!" Pinkie Pie almost didn't see a big gaping hole that was a few feet from the entrance of the door, upon entrance.

"Oh this is brilliant!" said Rainbow Dash. "I can't fly right now!"

"You can't, but we can!" said Fluttershy as she motioned to Derpy and they went to grab Twilight first. "Careful Derpy, we don't want to drop her."

Fluttershy and Derpy were able to bring Twilight's statued form across the hole, with a surprising ease, although she was pretty heavy.

"Wow!" said Derpy. "I forgot how heavy stones was!"

Pinkie Pie laughed a little bit at Derpy's bad grammar.

"Look at how sad she looked" said Rarity almost crying.

"Gosh" said Applejack in awe. "Poor Twilight."

"Well things are about to get better" said Rainbow Dash.

"Now to go get the Elements of Harmony" said Fluttershy. She went alone this time, because the Elements were in a display case and Fluttershy was able to successfully carry them over on her own.

"Good work, Fluttershy" said Rainbow. "You didn't get scared once!"

"Twilight is my good friend, and I must overcome myself and my fears to help her!" said Fluttershy.

"So now what?" said Trixie. "I've never seen these things in action before. What do they do?"

"Watch and you'll find out, Sugar Cube!" said Applejack as she placed Twilight's crown on Twilight's head. "Are you sure this will work Spike?"

"I am positive" said Spike. "It's a good thing that I actually studied on the Elements with Twilight. I normally hate studying, but after today I'll study with her all week long if I can!"

Rainbow Dash, Applejack, Rarity, Pinkie Pie and Fluttershy surrounded Twilight and the Elements of Harmony were starting to glow, including Twilight's crown.

"This is how they turned Discord into to stone, and ironically freed him from his prison when they reformed him" said Spike to Trixie, who was actually doing a convincing job of acting like she cared about what the dragon was saying.

Twilight's statue form began to crack and light started shining everywhere. As the light dimmed they could see Twilight standing in front of them as a normal pony again. Her eyes were still closed as she collapsed to the ground.

"Twilight's baaaaaaaaaaaaaaaaack!" said Pinkie Pie excitedly.

"Shhhhh Pinkie Pie!" snapped Rarity. "Don't startle her, she's been through a lot."

Twilight finally looked up and opened her eyes to see her friends standing in front of her.

"Are you alright sugar cube?" said Applejack.

"Is that my name?" said Twilight.

"Huh?" said Rainbow Dash. "Come on, Twilight, quit fooling around! *laughs a bit* It's good to have you back!"

"So my name is Twilight?" said Twilight.

"Uuuuuuuuuuh yeeeeeeeeeeees" said Pinkie Pie with a playful tease.

"Who are you all?" said Twilight. "And why do I have a crown on my head?"

Everyone's happiness turned to sorrow... for they realized that something was not right.

"Twilight's lost her memory!" said Spike.

To be continued...