Sora's eyes snapped open. Something didn't feel right.

Sora rolled out of bed, landing on his hooves as he did so. After hastily donning his attire he made his way down from the attic to the second floor hallway. Glancing out a nearby window, he noticed that, while the sky was still dark, it held a hint of a blue hue, signaling the beginning of yet another day. Despite the calmness of the setting however ,the gnawing feeling of uneasiness still plagued him greatly. He placed a hoof to his chin, tapping it lightly.

I must be paranoid. Everything was peaceful and nothing seemed out of place…at least from where he stood.

Sora needed to rid his thoughts of the uneasiness and only one course of action came to mind. He knocked tenderly on the door leading to Applejack's room, hoping to gain some sort of response. When nobody came he knocked again, a little louder than before. "AJ? Are you in there?" Once again no one answered. With apprehension growing in his belly, he moved on to Big Mac's room and repeated the process. He was once again met with silence.

Sitting on his haunches, the stallion crossed his forelegs and closed his eyes.

"So they're not here. They're farmers. Farmers usually begin their day bright and early, right? They have to be outside. So everything is fine…right?" He pondered the feeling of foreboding he had felt not too long ago, the same thing he was feeling even now. "Still…" Something was wrong, he just couldn't place what it was.

"Sora?"

The sound of a girl's voice caused the boy to look to his side. He found Applebloom peering from behind an open door. The little filly's pink bow was understandably absent and she held the remnants of sleep in her eyes. She rubbed them sleepily before exiting her room completely. "What's going on?"

Sora looked around nervously as he answered the filly. "Heya Bloom. Sorry if I woke ya. Say, have ya seen your sister around?"

"Applejack?" She looked behind herself. "It's about five now, so she might be in the barn. She and Big Mac always start the day early."

"The barn…got it." He made his way to the staircases, calling back to her as he did so. "Applebloom, I know this is gonna sound weird. But if you could stay in your room for now, that would be great. Stay there and do not come out until somepony you know comes to get you, ok?"

Applebloom raised an eyebrow at the stallion. "Wha…? Sora what do ya mean?"

He smiled back at her trying to reassure her as much as possible. "Could you just do as I say, for now at least?"

While the little filly did blush at the smile he gave her, she couldn't help but give him an apprehensive look. Something was wrong and she wanted to know what. However, something in the back of her mind told her to listen to Sora. Nodding in agreement Applebloom returned to her room and quietly closed the door, leaving Sora alone once again.

The stallion made his way outside, franticly looking to and fro. He could still feel it. Something was definitely not right. "Ok, Sora. Here you are worrying a little girl about something your gut is telling you. It may very well be nothing at all but..." The feeling of danger stilled gnawed at his being, edging him to stay on the alert.

He made a beeline to the barn, kicking up dust as he went. "I really hope I'm wrong…"

Applejack struggled against the bonds that held her. She could feel the strength of whatever held her increase against all four of her hooves. As she tried with all of her might to free herself, the farm-mare caught a glimpse of her brother struggling to rise to his hooves, a claw wound to his side seeping blood onto the hay filled ground. The look of helplessness in his eyes only conveyed to her the truth she already knew; they were in trouble. The dark tentacles slowly pulled her towards a billowing blotch of darkness, determined to drag her into its unwelcoming abyss. She screamed with all of her might, but it was all for naught due to her muzzle being gagged by the darkness that held her.

No! She screamed in her mind. Ah can't give up! B-but I can't get free! Darn it! Why can't ah get free!

She closed her eyes as she edged ever closer to the dark portal, her limbs struggling in protest. N-no…Ah…P-please… Tears started to form in her eyes. Ah can't go…not like this…

"APPLEJACK!"

Applejack opened her eyes at the sound of the voice, but quickly closed them as a flash of light blurred her vision. She could feel something gripping her tightly, the feel of soft fur brushed tightly against her own. She stuttered slightly as the sight of caramel fur obscured her vision. "W-what in tarnation…?"

"Applejack! Are you ok?!"

She turned her face upwards to find Sora gripping her tight, his hooves locked around her waist. A look of concern etched onto his soft features. "That was pretty close." He gave her a smile. "Sorry for coming so late. You're not hurt are you?"

She was unable to speak for a moment, only opting to shake her head and blush deeply at his question. Then Applejack pointed a hoof toward her brother. "Big Mac! He's hurt! Took a claw to his side!"

Releasing Applejack, he summoned the keyblade in a flash of light, turning his attention towards a set of pony shaped heartless forming from the ground. "Go make sure he's alright. I'll take care of things here." Not waiting for a response, Sora jumped toward the crowd of heartless, brandishing his weapon expertly in his maw.

Applejack watched him for a second before she got to her hooves and galloped to her downed sibling. "Big Mac! Are ya'll alright?!"

The red stallion nodded. "Eeyup. It looks a lot worse than it is." He gaze shifted downward. "I fended them off as best ah could but ah…ah couldn't." He glared at Applejack. "Why didn't ya'll run when ah told ya'll to run? Why didn't ya listen?"

Applejack frowned deeply at his words. "What? And leave my family to face those…things. Ya'll know ah wouldn't do that!"

"What if ya'll got hurt? Or worse!" He gritted his teeth in frustration at the stubborn mare. "Besides, ya'll saw that thing wanted you. Ah tried to give ya a chance to escape as best ah could."

"Well ya'll should've been more worried about yourself." Her gaze shifted toward his side. "Look at ya. We need to tend to that wound."

"Ah don't care what happens to me so long as you're safe, AJ!" Macintosh lowered his head once again. "Ah promised them that ah would be there for you…"

Applejack reared back slightly at the statement. "M-Macintosh…ah…know that…B-but…"

He shook his head. "Forget about me and run. Your friend might…not… " Big Mac's eyes grew in size as he watched what he beheld in front of him, his mouth refusing to shut.

Applejack turned just in time to see Sora whip his head upwards, sending the tip of his keyblade into the jaw of one of the monsters. The heartless was flung high into the sky, rendering it helpless as he moved on to another one of its kind. The one that currently held his attention tried to take a swipe at him with its claw-filled hoof but was met with thin air. Sora had slid under the monster stopping just short of its belly. He kicked his hind legs upward catching the heartless in the gut and sending it airborne as well. Just as the first heartless began to fall back to the ground, Sora returned to a vertical base and launched toward the dark creature.

Gripping it around its neck with his hooves, Sora twirled in place, spinning faster and faster. When he felt that he could go no faster he released the heartless causing it to crash into the second one that had just begun its descent. They were only in midair for a second before they were both struck with a flung keyblade, effectively cutting them both in half and releasing their red crystal hearts. Before they even hit the ground, their bodies dissipated, leaving nothing left but their memory.

A barely exhausted Sora turned to the two farm-ponies just as he willed his keyblade to disappear. "Is everybody ok?"

Big Mac and Applejack both nodded, too dumbstruck with awe to answer Sora correctly.

Applejack was told by Fluttershy that Sora could fight but what she just witnessed was unlike anything she had ever seen. There's no way a pony should be able to move like that. And his strength. She was sure that his small frame held a hidden reserve of strength, but to toss those monsters around the way he did was surreal.

And his eyes.

She only caught a glimpse of them but she could see it. Something dark. Hatred? No. Fear. Fear of what though? She could not tell.

Sora made his way over to Big Mac and made the bigger stallion slip a hoof over his shoulder. Applejack followed suit and the both of them were able to support the wounded stallion. The trio made their way out the door and back toward the farmhouse. Once inside, Applejack set to work on tending to Big Mac's injury.

"Sora. Go on upstairs and fetch me the first aid kit. Should be in the bathroom in the bottom cabinet."

The stallion nodded and quickly made his way up the stairs. Applejack took the time to look over the wound. It didn't look deep, so she was sure that it wouldn't cause any pony problems. She barely had any time to dwell on thoughts as it took only a little time for Sora to return, though to her surprise, he was accompanied by a very alarmed Applebloom.

"Applejack! Big Mac!" Her voice was shaky, and slightly frantic. "What's going on? What happened to Big Mac?! He's bleeding!"

Applejack gave her a reassuring smile before she started to patch Macintosh up. "Everything's fine Applebloom. Big Mac's all right so don't you worry none." Her brother confirmed her statement with a nod and a smile of his own.

Sora watched as Applejack bandaged her brother. A twinge of guilt seeped into his heart. "I should have been there…"

Applejack gave Sora a confused look. "Pardon?"

"He wouldn't have gotten hurt if I was there sooner. It's my fault he's hurt…"

"Now Sora, that's just stinking thinking. It's not like anypony knew this was going to happen, especially you."

Sora shook his head. "But it fell on me to be there to protect you, and not just you AJ, but all of you. I promised Celestia. I promised to protect all of you to the best of my ability…" He chuckled though there was no humor to be found in his voice. "I guess even that isn't strong enough…"

Applejack's ears splayed back. "Sora…don't say that. The way ya'll wrangled those critters, you're plenty strong."

He slammed his hoof on to the wooden floor, causing everypony to jump slightly. "No! I'm not! I'm too weak! Even with everything I've done, everything I've gone through! All of it was for naught!" He lowered his head and closed his eyes. "It wasn't even supposed to come to me…"

Applejack moved closer to the stallion. "Sora…what do ya mean? What wasn't suppose ta come ta ya?"

Too much! He had said too much! He looked away from the mare gritting his teeth at his own stupidity. It was too late to take back what he said. Much too late. "Applejack…I…I mean…"

"SORA!"

Sora's ears perked up at the female voice sounding from outside. He barely turned when the equivalent of a bullet train tackled him to the ground. He was only just able to recognize the bubblegum mane and fur of Pinkie Pie as she pinned him to the ground.

"Pinkie?" His speech was slurred at best. "To what do I owe the honor…" He regained his composure to see that the pink party pony was not smiling in the least. Her ocean orbs were filled with so much worry that it poured into Sora's soul. "Pinkie? What's wrong?"

"I-It's a monster! A monster is in Ponyville!"

Sora's eyes instantly acquired a serious edge. "A monster? Pinkie start from the beginning."

She released the stallion, allowing him to come to a vertical base before beginning her tale. "Well I was in Sugarcube Corner, baking you a cake to cheer you up. You really seemed down yesterday even though you were smiling. I was working well into the night and onwards toward morning. I know I told Ms. Cake that I wouldn't stay up all night but I just really wanted to make something special for you.

"Just as I was finishing my cake, which was about ten minutes ago, my Pinkie Since started to act up! Itchy left foreleg, twitching right eye, swirling left eye! I never had that Pinkie Since before but I sure as sugar didn't like it one bit. I decided to get out of Sugarcube Corner as fast as I could. When I got outside I saw two of those shadow thingies. They suddenly appeared in front of me. I was totally caught by surprise, and not the good kind of surprise either. They were about to pounce on me when 'BAM' I was tackled out of the way. I looked up to find an earth pony with an hourglass cutie mark over me.

"'Ello!'" Pinkie said in an odd accent. "'I'm the Doctor' He said, and I was about to ask 'Doctor who?' but he must have read my mind because before I could even talk he said 'Just the Doctor'. Then he pulled out this weird glowing stick and pointed toward those shadow thingies and they just began to shirk away. I don't know why but they did. Then the Doctor told me 'You best get some help, these aren't the Vasta Narata but they still seem to be dangerous'. And I was about to ask what the Vasta Narata was but he cut me off again saying 'Another time maybe my dear girl. I believe you have someone you need to find'. I was confused at first but then I remembered that those shadow thingies were heartless and that's when I remembered you! So I ran all the way here and here I am!"

Sora blinked once as he soaked in all the information. The only part that he was able to truly decipher was the fact that the Heartless were in Ponyville, and that was all that he needed to know until a new thought crossed his mind. "If the heartless were after you and Applejack…then the others are in danger as well!"

Now he really needed to act, and fast. He was just about to launch himself out the door when he felt something gripping his tail tight. He turned just in time to see Applejack spit his tail out of her mouth. "What? I need to get going AJ!"

"Ah know that Sora, but we also need ta think this through, come up with a plan and what not!"

Sora shook his head. "I can't just sit around here planning! I need to act!"

"And do what?! Run around like a filly on fire?!"

Sora couldn't form a rebuttal. That really was his plan after all. "So…what do you suggest?"

"We need ta get ta Ponyville but I'm also worried about the others. So we split up." She pointed to Sora. "You go on ahead ta Ponyville. You at least know the way to Twilight's and Rarity's. Go check up on them." She turned to Pinkie. "Pinkie! Go look for RD. You're the best at finding her…or anypony for that matter. I'll go get Fluttershy."

Sora shook his head. "What happens if you meet the heartless? I won't be there to protect you. I-"

Applejack tapped the top of his head silencing him. "We won't know unless we try right? Sides, Ah got surprised last time but that won't happen again ah promise ya." She opened a drawer, pulling out a long piece of rope. "With this I'll be able to lasso those critters before they have a chance ta blink."

Pinkie held up a pie in both hooves. "And I'll give them a taste of the sweeter side of things."

Sora had blinked only once. Those pies. They were not there before. In fact they were nowhere to be found within range of the pink pony, but there they were, two pies balancing upon Pinkie's hooves. He had to ask. Despite how serious the problem they were having was, he had to ask. It was inevitable. "Where did you get those?"

Pinkie Smiled. "They were here the whole time…Silly."

The fact that they were not there the whole time was not lost on keyblader but for now he decided to let it go.

Sora closed his eyes as his brow furrowed. "I still don't want you two going out there. I don't want to put any of you in danger." Before they could protest he held up a hoof and continued. "But…I don't see any other way around it. Just promise me you'll stay safe."

Applejack and Pinkie Pie smiled as well, giving the stallion a salute. "Ya'll got it partner/Okie-dokie-Loki!"

Sora smiled brightly, his eyes returning to their usual brilliance. "OK then!" He pointed a hoof toward the door. "LET'S MOSEY!"

There was an uncomfortable silence.

Then Applejack spoke.

"It's a good thing you're a cute'un Sora."

"Yeah. That was pretty lame. You need to work on your catch phrases. That sounded like something somepony who acted cool after losing his memory but then regained it only to find out how silly he actually was but still held all the strength from his cool period would say. " Pinkie added for good measure.

Sora grumbled as he turned to leave, Pinkie Pie following close behind him. Applejack was about to do the same when the sound of Big Mac calling her name caused her to pause.

He wanted to forbid her to go. He wanted to hold her down and make sure that she stay well away from all of whatever they were just talking about, but he knew his sister better than that. With a heavy sigh he spoke. "I…just…Just be careful, AJ. Ok?"

Applejack smiled before waving a hoof. "I'll be back in two shakes of a lamb's tail." She took off towards Fluttershy's cottage but not before glancing back at Sora's retreating backside. "Sora…"

"BUCKBUCKBUCKBUCKBUCKBUCKBUCKBUCK!"

Rainbow ran as if her life depended on it. On all accounts it actually did. She turned just for a second to find two shadows close behind her. She wanted to fly. She needed to fly, but the sprained wing that she held tight to her side forbade her from doing so.

"Gah! How could I have let them get to me!"

She thought back to how stupid of a mistake she made. She really should have been at home sleeping but she was so distraught over that stupid spiky maned stallion that she had decided to sleep out under the stars. Maybe clear her head a bit. Still sleep eluded her, so she had stayed up all night. Tired and exhausted she barely noticed the shadows that had climbed the trees so stealthily until it was too late. One had tried to grab her, surprising her completely. She had struggled against the shadow's hold and had somehow freed herself, but in doing so she had fallen from her perch onto the floor below, landing hard upon her wing. She thanked the lucky stars that it wasn't broken but with the sprain she had she was sure she wouldn't be able to fly for a while.

She chanced a look back to find the shadow ponies slowly but surely edging their way closer. "Buck! I have to get out of here!" She turned just in time watch herself slam into a tree. She slid down the bark before coming to rest on the ground. Rainbow tenderly rubbed at her head, feeling a sizeable knot form. "Not…my…day…"

She turned her head to find the heartless creeping closer to her. She tried to stand, but fell back over against the tree.

"Craptastic…" She closed her eyes, and hoped for a miracle.

"IT'S PARTY TIME!"

SPLAT!

Rainbow barely registered the fact that the creatures now had a face full of some type of pasty substance on their faces. She also was unable to comprehend the hoof that had pulled her up on her own hooves and was now semi-dragging her along. She was only able to regain her bearings when they had stopped a bit of a ways away from the heartless. She turned to find the one pony that she wouldn't expect to be rescued by.

"P-Pinkie?"

"That's my name! Don't wear it out!"

The pink party pony absentmindedly reached behind a tree and pulled out a comically oversized cannon that was in no way able to even look like it should have been able to fit behind there. She carefully aimed it at the monsters as she spoke.

"Hmm…I wonder if you really can wear out somepony's name? If you can't then why do ponies say such an odd saying?" She tuned to Rainbow. "And if you can then why don't more ponies put some sort of outreach program for the ponies that had their name worn out? I mean really, you think more would be known about those ponies. Can you imagine it? Ponies upon ponies whose name get worn out. What do you call them? Not by their name that's for sure. I wonder if they would get another name similar to their first? That would be ok, right? I mean if you think about it, that would be ok. Oh! But what about my name? Not too many names for the word pink. At least none I can think of. I could be called a different color I suppose. OH OH OH! I want to be called Yellow! Yeah, Yellow sounds great! NO WAIT, ORANGE! But wait. Aren't Applejack's aunt and uncle named Orange? I guess I can't be orange then. How about-"

"Sweet Celestia they're coming!" Rainbow interrupted, pointing a hoof out in front of her.

While Pinkie was busy ranting, the shadows had recovered from their pie-attack and were quickly closing the distance between them and the girls. Pinkie glanced the heartless' way before smiling towards the rainbow maned pegasus.

"Whoops. Forgot about them." She pressed the fuse down with her hoof as though it was a button, setting it off and releasing a stream of cake batter at the creatures. The heartless were blown away into the nearby river where they were swept downstream in its current.

Pinkie turned the cannon upright to look inside. "Whoops a second time. I put cake batter in my confetti cannon again."

Rainbow Dash's eye twitched lightly before a smile formed upon her lips. She couldn't help but laugh a little. "Pinkie. You're so random…"

Pinkie turned to her friend with a concerned expression. "Why didn't you fly away, Dashie?"

Rainbow Groaned. "Fell out of a tree. Sprained my wing in the fall. It'll be ok in a bit I suspect."

Pinkie nodded, accepting her response. "Well, come on. We have to get to Ponyville. I'm still worried about everypony there."

"You mean that those things are in Ponyville?!"

"Yep. Sora is getting his flank over there now as we speak. I know he's supposed to be the hero of this story but heroes can always do with some extra support."

Rainbow grinned. "Well of course if he can't handle things I'll be there to show him up." She took off, galloping at high speed. "Come on, Pinkie! Let's show Spikey how real heroes get things done! No running away now!"

Pinkie giggled as she followed behind the pegasus. "Weren't you running away from…?"

"PINKIE!"

Applejack quickly traversed the distance to Fluttershy's cottage. She prayed to Celestia on high that she could get there before…before...

She shuddered slightly. "I…I can't think like that. Ah will get there. Ah will save mah friends!" She put an extra burst of speed into her stride. "Just gotta think positive. She had to have gotten away. She just had to…" Despite her trying to convince herself, thoughts of Fluttershy being visibly taken away into that black whatever that was still plagued her mind's eye. "Oh Fluttershy…please be alright…"

Her hope was held high until she came within vicinity of Fluttershy's Cottage, that's when despair gave way, piercing her heart completely. The front door was completely off its hinges, laying to one side upon the ground broken and beaten.

"No…NonoNONONO!" She galloped as fast as she could to the doorway. "FLUTTERSHY!" Applejack burst into the house only to be met with silence. The early beams of the sun shined through the windows causing the disheartening sight of overturned tables and destroyed objects to make her cringe inwardly. She was too late. The heartless had been here.

"No…Fluttershy…Ah was…" She fell on the ground as tears started to build in her eyes. "Ah was too late…"

Applejack laid there, sobbing quietly to herself, barely noticing the tap on her head.

"Um…I'm sorry. If you're too busy to talk then I'll try again-"

"FLUTTERSHY!" Applejack got to her hooves and pulled the pegasus into a tight embrace. "Ah thought those things got to ya! Ah was so worried and…and…wait?" She pulled the mare away to look at her dead in the eyes. "Where did ya'll come from?"

"W-well…" Fluttershy looked back at her book case. "I was hiding when those things came into my house."

Applejack stared at her, flabbergasted, "Wait? Ya'll knew they were coming?"

"Not exactly."

The farm mare raised an eyebrow. "But you were already hiding?"

Yes…me and my animal friends…"

"…"

"..."

Applejack embraced her friend once again. "Ya'll know what? Ah don't care. As long as ya'll are safe and sound." She reared up one behind legs before marking her way toward the door. "Come on Shy. We need talk git talk Ponyville on the double."

Fluttershy's eye's widened. "B-but those things…"

"There's neither hide nor hair of them critters. They must have left when they couldn't find ya."

"B-but why do we need to go to Ponyville?"

"Think about it Shy. If those things were after ya'll then what's to stop 'em from going after the rest of us?"

She had in fact thought about that fact, ever since the night she first saw those shadow creatures. "E-even if that's that case…what can I do? I'll just get in everypony's way."

"That's not true. We need ya there, Fluttershy." She tipped her hat slightly hiding her face from the pegasus. "Sides, Sora might need all the support we can give em."

Fluttershy's ears perked up at the stallion's name. "W-why do you say that?"

Applejack sat on her haunches. "See…Big Mac got hurt pretty badly when the creatures attacked the farm." At the gasp Flutttershy gave, the farm-mare held up a hoof. "Don't worry, it looked a lot worse than it was, and Sora was there to save us before anything bad really happened. The thing is though, he took full blame for the attack, even though it was my fault for letting him sleep in for today."

"I-I'm sure it was nopony's fault… But why would he blame himself?"

Applejack shook her head and sighed. "Ah don't know. He just…flipped out. He blamed himself for being too weak. "

"Too weak? B-but the way he fought those monsters…"

"Ah know. Ah seen em. He's amazing. Ah never seen a pony fight that way before. Still…"

Fluttershy kicked at the ground. "…I…I think I know what you mean. Sora isn't telling us something. I don't think it's bad but…I don't think it's good either. At least, not good for him."

AJ nodded. "Which is why we need to help him."

Fluttershy thought for a moment. She couldn't fight, not like the rest, but she did want to help Sora out as much as she could. With silent resolve she made her way to an overturned dresser and opened one of the draws. She was happy to find that it was still intact.

"Fluttershy. What in the hay is that?"

The pegasus presented the object to the cowmare. "I-it's a…well it's fruit made out of cloth actually."

"A fruit?"

Fluttershy nodded. "The Papaya fruit. It's really common where he comes from. He told me how it looks and also about how ponies give them to one another as a sign of being friends forever. Since we don't have any here I thought that…That I could give him this instead." Fluttershy cheeks turned a shade of red. "I wanted to let him know that I was there for him…"

Applejack raised an eyebrow. Never seen Shy so forward…still…She smiled. "I see. Well then say no more, Fluttershy. I'm sure that he would be happy for you to give him that. But how about ya do so after we make sure our friends are ok."

Fluttershy nodded and smiled happily. The pair then departed from the cottage with both newfound hope and worry.

"Well…this isn't good…"

The Doctor stared down at Ponyville from his perch as a blob of darkness began to gathered toward town hall. They all seemed to be waiting for something, and he had a pretty good idea of what it could have been.

He couldn't help but chuckle slightly. "Living shadows that are not part of the Vasta Narata…never encountered that before. Heh…that's a new wrinkle."

"Professor! I think that's everypony!"

The stallion turned to find a gray pegasus breaking away from a crowd of frightened ponies. Her yellow mane bristled in the ominous wind as she focused one on the stallion. "I think we got them all before anypony was hurt." She couldn't help but release a sigh of relief. "If we didn't warn everypony, then who knows what would have happened."

The Doctor raised an eyebrow to the gray pegasus. "I told you Miss Hooves, It's the Doctor, and I do hope you are right. I'm actually surprised on how well we were able to convince everyone that...ahem…Ponyville was being attacked. I thought for sure they would have not believed me or in the worst case threw me out of town, or off a cliff. Can't count how many times that almost happened. Course seeing living shadows coming out of the ground plays a big factor on being-"

"Twilight! Spike! Where are you!?"

Derpy and The Doctor turned to see a white unicorn with a swirly purple mane and tail frantically looking around in a panicked state.

"Has anypony seen Twilight and Spike?! I can't find them anywhere!"

"Twilight…" The Doctor instantly ran to the white unicorn gaining her attention. "You there! Miss White Unicorn! Did you lose someone?"

"My friends!" She was practically in tears as she spoke. "I thought for sure that they were right behind me but…As soon as I got here I noticed that they were nowhere to be found. I can't find them at all!"

Keeping a kindhearted expression he smiled warmly. "I'm sure they are fine. From what I hear Twilight is well able to take care of herself…"

Before the unicorn could even respond she heard her name being called from afar. She turned to find a caramel stallion racing toward her. She cried out his name and flung herself quite dramatically toward him. The stallion caught her in his hooves quite awkwardly.

"R-Rarity?! You're alright!" Sora's gaze turned to a crowd of ponies gathering around the scene. "You all are…But who…"

"That would be me. I'm the Doctor, thanks." He held out a hoof to the stallion.

"I'm Sora." He took the Doctor's hoof in his own. "You're the one that saved Pinkie?"

He thought for a moment before realization came upon him. "AH! You mean that really pink pony?" He then paused "Wait a second. She's Pinkie?"

Sora nodded before turning to Rarity not paying the least attention to the Doctor mumble under his breath. "Where's Twilight? Is she here too?"

Rarity shook her head. "I don't know! She and Spike were right behind me, but then I lost them in the crowd."

The Doctor shifted his gaze toward the town. "If my fears are grounded…and I find they often are…" He pulled a weird device from behind his tie and pointed it towards the mass of darkness that was converging on town hall. A loud whirl was produced for only a second before it stop. He gazed at the device before turning to face Sora. "Yep…I was right. She's somewhere in there…Most likely town hall."

Sora stared toward the merging darkness, his teeth gritting slightly. "If she's there then that's where I'm going."

Rarity stood beside him a glare in her own eye. "If you're going, then so am I!"

Sora was about to protest but then thought better of it. He didn't want to put others in danger but the girls in this world were unusually stubborn. Actually, to be fair, so were Kairi and Sophie, and Yuffie and Paine, and Aritha, and the Queen and…well there was no shortage of strong willed girls.

He sighed a defeated sigh as he turned to face the mare. "You don't leave my side for a second. Okay?"

"But of course Darling."

Sneaking around was never Sora's forte.

Still with Rarity around he felt it was a necessary annoyance.

The two ponies had little trouble navigating the streets of the infested Ponyville. Besides a few skirmishes here and there, where Sora was most adamant in taking them out quickly while Rarity chose to hide from a safe distance cheering her hero on, the heartless - for the most part - had left the two ponies alone.

That in itself, was something that really unnerved Sora a great deal.

One of the downsides of being a wielder of the Key Klade was that the weapon would act as a beacon and attract the Heartless, most of the time in droves. As to why the two ponies were not constantly being attacked was still a mystery to the colt. It didn't become apparent to him until after their third encounter that Rarity and he were always being led toward one place in particular.

Town Hall.

"Sora…" The stallion turned to the mare walking close beside him. "I have to admit, I am a little scared about what's going on. Those creatures are just dreadful." She gulped. "Do you think those things…took Twilight? Do you think she is safe?"

Sora shook his head gravely. "I don't know…" He put on a brave smile as he faced her. "But I promised to protect you girls no matter what…"

Rarity could only nod in agreement as they continued to trek their way to the center of town. The mare looked toward the stallion, her blue orbs taking in every inch of his features. She could see that he was worried, maybe even more than her. Despite the situations they were in she could not help but smile.

When the two ponies came into the clearing they were met with a sight that stopped them dead in their tracks..

A pony stood, cloaked in a tattered covering as black as midnight. Sora would have thought that it was a heartless if it went for their eyes being visible under the cloak. He could see a deep red peering straight at him with cold intensity.

The pony however was not what shocked them.

Beside the cloaked figure was a purple bubble of energy floating just above the ground. Inside the field was something that made Sora's heart nearly stop.

"I-Is that…Oh Celestia! Is that her heart!?"

Sora's shock turned to a glare, not even being able to answer her correctly. Inside the bubble was a unconscious Twilight floating almost peacefully on her back. Above her was a pink crystal like heart floating just above her chest. Below her floating body was a terrified purple dragon pounding away at the wall inside the force field, tears flowing freely down his face.

Sora swore out loud before summoning his keyblade. He prepared himself to rush forward but was stopped when the sound of a roar nearly caused him to tumble over. A massive spike like appendage came crashing down in front of him, causing the pony to fly back a few feet dropping his blade. When he recovered he found himself face to face with a monster.

Plant-like in structure, the size of it matched that of town hall, maybe even a little bigger. The stem of the plant was plump, thick, and black; riddled with spikes of the purest red. Extending from the bottom of its body were four claw like appendages it seemed to use as legs. Its head was round and big, attached to the body like that of a sunflower. Unlike a sunflower however, this creature had a gaping mouth and yellow slits that looked like eyes. From where the ends of its mouth were two deadly mandibles. Last but not least was a symbol of a frightening looking heart etched upon its chest, a mark Sora knew all too well.

"Heartless…"

"T-that's a heartless?!" Rarity exclaimed pointing a hoof at the creature.

Sora got back to his hooves and leered at the cloaked pony. "What did you do to Twilight?!"

The mare gave a casual look beside her, a frown etching upon her face. "Well ya see that's quite the question isn't it. I only tried to steal her heart but…" She brought a hoof to tap the side of the shield. "When I did, this happened. Heh…I guess my charms don't work on every pony huh?"

"S-steal her heart…?" Rarity choked as she slipped behind Sora.

"What? Can't you hear with those fat ears of yours. Yes steal her heart. Not that hard to comprehend is it?" The mare shook her head slightly.

Sora stepped forward growling lightly. "Step away from her and leave this place now. It's not too late to stop what you're doing."

A creepy smile could be seen from beneath the mask. Aww. How cute. You think you're in control." Sitting on her haunches the mare clapped her hooves together twice causing the monster to rear back and release a deafening roar. It raised a spiked appendage, attempting to finish them in one blow. Its attempt was fruitless however as Sora had quickly wrapped a screaming Rarity under his foreleg and jumped a good twenty feet back, avoiding the strike.

Quickly after releasing the mare from his grasp, Sora proceeded to summon his Keyblade once again and charged straight towards the monsters. The heartless lunged forward as well raising another leg to strike down upon him again, but was only met with nothing but dirt as Sora rolled to the side avoiding the crushing blow. Before it could recover the stallion leapt high into the air attempting to slash at its face. That would prove to be a mistake however as the monster opened his gaping maw just as Sora neared. With a deafening snap the Heartless closed its jaws around the caramel stallion.

Rarity screamed and averted her eyes as the monster bit down, not wanting to see the fate of her hero.

"What the…HOW THE HELL…!?"

Upon hearing the voice of the cloaked mare Rarity slowly brought her attention back to the battle. To both her surprise and delight she found Sora completely unharmed but struggling to hold the top and bottom of the heartless's maw open with his fore and hind hooves. While Rarity jumped up and down with glee, the monster, in response, did not take very well to being denied its quick victory. It started to thrash about, shaking its head wildly in an attempt to dislodge the pony. The stallion, however, held on strong, not allowing or wanting his strength to falter.

The heartless, finding that its first strategy a bust reared its head as it faced a nearby building. Without thinking it went head first into the structure, nearly demolishing it in one go, creating a cloud of dust and smoke in the process.

The monster, now dazed, lifted its head up to oversee its work. The side of the building was completely trashed, turned to a pile of debris. The heartless roared before facing Rarity, fully intent on taking her completely out of the picture.

"YOU IDIOT! ABOVE YOU!"

The monster had just enough time to face the sky before a hard metal object came crashing down upon its head. Sora held the pose he had when he had thrown his Keyblade from the peak of his jump for a moment before he started to fall. Flapping his wings once, he directed his descent to come within a couple of feet of the heartless just as the monster too fell onto the ground in a complete daze. Sora's Keyblade came down soon after landing point first beside him.

Sora scraped at the ground with his hoof before lowering his head in a threatening manner. "Ok…time to take you out…" He quickly dislodged his blade, and shot forward, closing the distance between him and the slowly recovering heartless.

He was prepared for the snap of the monster's jaws, easily jumping over the desperate attack. With his head raised high in the air the stallion yelled in between clenched teeth. "FIRE!"

He expected the creature to be burned alive in a blaze of glory.

He did not expect nothing to happen at all.

What the…?! My magic! It's not…!

He barely had time to ponder as he was delivered a swift kick in the face the cloaked pony, sending him sprawling on the ground.

Rarity gasped as she ran to Sora's side. "Sora!" She held the semiconscious stallion close to her. "Darling! Are you ok?"

The stallion slowly, with her help raised himself up. "M-my magic…it's not…"

Both Rarity and Sora tuned at the sound of the cloaked mare landing a few feet away from them, cracking with pure sadistic joy. "Well that was priceless! Down right, class A funny! I don't know what you were doing but it seems that you failed miserably. Some would even say epicly."

Rarity turned to glare at the cloaked pony. "No fair! You're not supposed to interfere like that!"

"Oh please!" The cloaked pony spat. "You must be some sort of idiot to think that I would just let you make a fool of my peons without some kind of recompense. This isn't some fantasy novel you know." The cloaked mare gave Sora a sideways glance. "But I do have to say…the power of the keyblade is quite interesting." She smiled as a wicked looking spear popped beside her, wrapped in a black aura. "Still…can't have you running about and causing trouble so…" The spear shot forwarded in an attempt to impale both ponies.

Rarity shouted, holding the stallion close to her as she did so, preparing for the worst. Just as it was about to strike something wrapped itself around the pair and jerked them backwards just as the spear struck where they had just been.

"YEEE-HAAA! Looks like we made it just in time." AJ expertly jerked the rope that held Rarity and Sora, untying the pair from its hold.

"Just as well, too. Seems our HERO was about to have an untimely end." Rainbow quipped.

"Oh my goodness!" Fluttershy ran to Rarity's and Sora's side. "Are you two alright?"

"Of course they are!" Pinkie cheered as she bounced in from seemingly nowhere. "Didn't you see his slick moves out there? Well, at least until the end."

"Girls!" Rarity cried with joy. "What are you doing here?"

She did not receive an answer as Fluttershy screamed and pointed a hoof out toward the red ball of energy hurtling towards them. Swift as the wind, Sora summoned his Keyblade once more and leapt toward the income mass of energy. His Keyblade struck at the ball of death redirecting it toward the one who had summoned it. The heartless toppled over onto his back as soon as it was struck, damaging a building behind it.

"Damn it! What the hell is this!? You all should be having your hearts taken out of you! How are you here!?"

Applejack was about to retort but the sight of Twilight and Spike in the bubble instantly caught her attention. "Twi! What the hey?! What did ya'll do to her?!

"She's trying to turn her into a heartless!" Sora called out before turning his attention back to the monster. "We have to finish this now!"

"Oh no you don't you little-?!" the cloaked pony began to race after him but her leg was instantly caught by AJ's rope.

"And where in the hay do ya think ya'll are going?"

"Don't interfere!" Screamed the cloaked pony. She wrapped the rope in a dark glow and attempted to pull AJ close.

"Woah nelly!" Applejack sat on her haunches, doing her best to stop the mare from dragging her, but it was to no avail as the cloaked unicorn's magic was just too much.

"Got you now you little-!"

SPLAT!

Pinkie stood on her hind legs as she balanced a pair of pies on each of her fore hooves. "Nopony hurts my friends!"

The cloaked pony roared with anger. "DAMNIT DAMNIT DAMNIT!" She readied her magic to fire at the pink pony but was stopped when something hard rammed into her side. As she struggled to recover she found Rainbow Dash standing where she had just been.

The pegasus stared darkly toward the unicorn on the ground. "I'd say I'm sorry, but then you and both know I wouldn't mean it."

Sora did not want to leave them, but with the threat of the heartless still looming over them he had little choice but to do so. He needed to finish it off and he needed to do it now. There was no telling how long Twilight's heart would be safe inside the bubble, providing if it wasn't already too late now.

The stallion took to the air, using his wings to direct himself above the struggling heartless. He grasped the Keyblade tight in his jaw, just as he started to free-fall downward. He smiled as he descended downwards, aiming straight for the plant heartless's crest. The monster, seeing this, began to charge up another ball of energy from its maw.

Sora's face formed a glare as he saw what it was doing. Sora made no move to steer out of the way or block. Instead, he aimed straight for it, and threw his weapon with all of his might. It connected with the ball, causing the reaction Sora wanted. The ball exploded in on itself, wrapping the heartless in a dark light. When it cleared, all that was left was a disfigured mess of a monster.

"Time to finish this!" He shot downward, summoning his Keyblade again in his hooves. His blade struck the crest of the heartless, causing it to shine like the brightest sun, blinding everypony present. When the light subsided, Fluttershy was the first to open her eyes. What she saw; what every pony saw, would forever be burned into their memories for days to come.

Sora stood still yet strong particles of light dissipating away from him into the sky. Almost directly above him was the most beautiful heart anypony would have, or could have ever had seen, the shine and the gleam a testament to the strength of the one that had freed it. All eyes turned to the heart watching it ascend into the sky before disappearing completely.

Sora released a breath of relief before turning to face the girls. "Hey! Where's that robed pony!?"

Rainbow looked to her side to find that the pony she had knocked down nowhere to be seen. "What the hay?!"

Applejack tilted her hat as a glare formed in her eyes. "Shoot! She must've escaped when we weren't looking!"

Pinkie Pie was already racing toward Twilight and Spike. "We can worry about her later! We need to help Twilight!"

All ponies instantly forgot about their escaped enemy and followed after Pinkie Pie. As they reached the magenta bubble, they could see Spike holding on to Twilight's hoof. He was no longer crying but worry still seemed to plague his features. Rainbow closed her eyes before reeling on Sora.

"W-what's gonna happen to her?" Her voice was unusually calm.

Sora shook his head. "I…I don't know…"

"…Can you save her?"

"I…Don't know…"

"You don't know…you don't know…" She grabbed him by the scruff of his shirt as she pulled him it to her. "YOU DON'T KNOW?! YOU'RE SUPPOSE TO BE THE BUCKING HERO! YOU'RE SUPPOSE TO PROTECT US!"

The tears in the mares eyes caused Sora's own to widen by degrees. "R-Rainbow…I…"

Applejack forcibly pulled the mare off of the stallion and held her back by her fore hooves. "Rainbow! Yelling at him ain't gonna solve anything! Besides, ya'll are being unfair!"

Sora shook his head. "…But she's right…I...I am suppose to be the hero…I'm supposed to protect all of you…" He turned to face the magenta sphere that held Twilight and her heart. "I…I wasn't there to protect her. This is my fault…"

"I…I don't know…" His ears perked up as he jumped a 180 to look toward the mares. "MY KEYBLADE!"

"What about your Key Blade, darling?"

He began to jump up and down in place as he spoke excitedly. "My Keyblade, any Keyblade, has the ability to unlock anything. Not just doors but chest and cabinets; gateways and…and they can unlock hearts."

Rainbow scoffed slightly. "What does that have to do with anything?"

"Don't you see? It goes both ways, Rainbow. Not only can it unlock but it can lock as well…" He dropped to his hunches. "It's…just a feeling…not much of one…and I don't have anything to back it up but…I might be able to lock her heart back inside of her."

"That sounds mighty dangerous, sugarcube…" Applejack voiced.

"I know. I know. I'm not even sure my Keyblade can do it… but…I have to try!"

Fluttershy gripped his hoof as he started to trot toward the sphere. "Sora…what if something goes wrong…What if…"

Sora smiled gently towards her. "If something goes wrong…Then I'll do everything in my power to make it go right."

Fluttershy could tell that he was just trying to cover up his apprehension, but it put a smile on her face all the same. "Ok…Oh." She turned to AJ. "Applejack, do you…?"

"Right here sugarcube." The farm-mare lifted her hat and pulled out the paper star that Fluttershy had made. She placed the star into Fluttershy outstretched hoof and smiled lightly.

"Here…"Fluttershy said with a blush. "I…I don't know if this is what it looks like but…I made you this." She placed the work of art into Sora's own hoof.

"It's…a Papaya charm…" He looked it over before looking back at Fluttershy.

"I…I stayed up all night working on it. I just...its not much and I don't know if it will help but..."

Sora smiled as he pocketed the cloth star. He slapped both hooves upon his cheeks before puffing his chest out. He just couldn't let them down. He just couldn't. "Right!"

Summoning his Keyblade, the stallion geared himself for a task he felt he was not ready for, but one he needed to do, one he had no choice but to accomplish. The Keyblade of Hearts his blade may not be; but a Keyblade connected to hearts it is.

"I can't fail…not this time…" With one great leap he jumped into the air and struck the bubble with all of his might. As he did so a bright light enveloped the area around him and Twilight forcing all to shield their eyes away from the duo.

I…its too much…I can't fight it…

Twilight seeped further and further into the darkness. The oddly cooling effect it gave her as she sunk deeper and deeper into it felt relaxing. She had struggled at first, doing her best to fight against it but slowly, surely, she would sink to the inky feeling it gave her.

Tears slowly fell down her face as she closed her eyes.

What can I do? I…I just can't fight it any longer…Spike…Princess…Everypony…I…I'm sorry…

She sunk deep into the despair of darkness sinking into its ebony waves, until…

-ght!

A voice. She could hear a voice. Where did it come from?

Twilight!

The voice. It was calling her name. Who was it?

Twilight grab my hand!

Their hand? They wanted her to grab their hand. Twilight reached out with her hoof as a oddly shaped figure slowly came into view. It was obscured by the light he had behind it but she could make out an elongated body, not like a pony at all…in fact she had never seen anything like it in all of her life. She felt something wrap around her hoof, holding it tight. Her eyes adjusted for only a moment to catch sky blue eyes staring down upon her own. Eyes she had sworn she had seen before.

"Don't worry Twilight…I got ya…"

Light washed over both her and her savior cutting off any coherent sounds she had tried to produce from her mouth. One last thought however crossed the deep reaches of her mind. One last thought that only produced more questions than anything else she had learned in her short time with a certain stallion.

Sora…