"Ah'm sorry sugarcube." Applejack apologized to Celeste. "Fluttershy ain't normally one to act like that. Ah would hazard a guess but it'd prolly just upset ya."

"Oh it's okay." Celeste smiled. "I don't hold anything against her or my cousin and Rainbow Dash. Just part of the awakening I guess."

"The what now darlin?" Applejack asked. "We awakened the Elements last year. You tellin' me we got another fight ahead of us?"

Celeste quickly clammed up. "Oh… uh. Just forget I said anything alright?" She smiled as she headed upstairs. "And don't tell anypony else about what I just said? Please?"

Applejack opened her mouth to press the issue but thought better of it. "You have my word as the Element of Honesty."

"Thank you." Celeste sighed. "The Elements of Speed, Truth and Time are awake. Once Compassion, Reality and Darkness awaken then I'll gain my element." She added under her breath.

"Well then if'n that's all Ah'll see ya tomorrow." Applejack called up as she trotted to the front door.

"O-okay Appejack. Bye." Celeste called down as she closed the bedroom door.

"Somethin's wrong with this town." Applejack mumbled as she took Rainbow Dash's form again. "And Appledash away!" She yelled as she rocketed towards Sweet Apple Acres.


"Twilight!" Fluttershy called out happily as she flew in Zecora's door.

Twilight ran and hugged Fluttershy. "Fluttershy! You're not mad are you?"

"Mad about what silly?" Fluttershy giggled. "You going to Zecora's? Of course not." She smiled before she tried to press her lips to Twilight's.

"Umm?" Twilight laughed nervously. "Not in front of Dash."

"Who me?" Rainbow asked as she walked in. "Relax. Everypony already knew. Besides my rainbow mane means a lot more than just my name."

"If you two are going to discuss your tome please wait until you are at home." Zecora told the blushing ponies. "Now come. We have much to discuss."


Celestia gazed upon the Elements of harmony statue she had taken from the castle she and her sister had shared all those centuries ago. The gems that symbolized four of the six elements had changed color and shape. "Almost time." She whispered.

"Sister!" Luna called as she entered her sister's personal study. "It is almost morn and you haven't even started on the sun."

"Luna." Celestia smiled. "I was hoping you'd stop by. I wanted to thank you personally."

"Thank me?" Luna asked. "For what?"

Celestia rose to her full height and stretched her wings. "You'll see. It should be clear by the end of the night."


"I kept it safe like you asked Twilight." Fluttershy whispered as she motioned to a shimmer she had laid on the ground next to her. "But it's changed."

"Changed how?" Twilight asked as she used her magic to lift the magenta, star shaped jewel out of the invisible bag. In an instant it floated atop her head and formed a tiara before changing shape to match her cutie mark. "Oh."

"The Element of Magic? What happened to it?" Rainbow asked as she entered the room carrying the bag of ground up poison joke.

"Well. Like that." Fluttershy smiled weakly.


"Come on Owlowicious. Can't you lend me a wing?" Spike asked as he chased Angel around the cottage.

The horned owl simply watched as the purple dragon chased a snow white rabbit around the small building.

"Found him!" Malevolence shouted as she kicked in the door. "You're not going to get away this time dragon!" She quickly tackled the dragon to the floor, pinning him again. "And don't think that pesky Scootaloo is going to give you any help this time."

"Do what you have to do and do it fast. We don't know how long it will be until the real Fluttershy gets back." Deceit reminded her sister.

"Yeah yeah. Pucker up dragon boy." Malevolence laughed as she planted her lips on Spikes.


Applejack felt the wave in her sleep. "Well ah even felt that in mah dream."

"And I too. Which is why I rushed over here." Rarity told the earth pony and she trotted over and stopped next to the earth pony.

"What the hay? How did I get here?" Rainbow Dash asked as she appeared in a puff of rainbow smoke.

"Were yah asleep when the pulse went out?" Applejack asked.

"No. I was at Zecora's with Twilight and Fluttershy, I feel the wave and then bam I'm here" Rainbow explained

"That is rather peculiar. Why aren't the others here?" Rarity asked.

"Ah think cause we're the only ones who awakened our Element powers." Applejack guessed. "Did anypony get a feel from where the pulse came from?"

"Yeah." Rainbow nodded. "It came from Fluttersh… Oh no." She realized. "Spike!"
With a rainbow colored poof she vanished.

"Come on Rarity. We might be needed. I'll get Pinkie and meet you there." Applejack nodded before she vanished in a puff of orange smoke.

"I suppose I could always pause time and walk through without getting wet." Rarity sighed as she vanished in a cloud of white smoke.


"Spike!" Rainbow screamed as she woke up. "We gotta get to Fluttershy's and help him!" She yelled before she vanished into her wormhole.

"Well I'm not going to question that." Twilight said as she stood up. "Grab hold Fluttershy. And don't let go."
Fluttershy shook herself out of her stupor and grabbed Twilight's tail in her mouth.
With a flash the two love ponies were gone ,leaving Zecora very confused.

"I wouldn't be lying if I spoke, Did my brain just play a joke?"


"Hey slowpokes. We're too late." Rainbow Dash said flatly as she pointed at the carnage that lay in front of them

"My animals!" Fluttershy screamed before she buried her head in Twilight's wing.

Twilight stomped her hoof. "Darn it. I'm sorry Fluttershy. I should have been faster."
Appledash rocketed in and returned to her regular form in midair, landing in the soft mud with little injury as Pinkie warped out of the ground.

"And she says that's her awakened power now." Applejack shuddered. "Ah didn't think she could warp reality any more than she already did."

"So we've all awakened our powers except for Twilight and Fluttershy." Rarity said as she appeared from nowhere. "Time control darlings." She added as she got stares.

"So the holders of the elements are waiting outside my door." Deceit smiled an evil smile as she stepped into the relative light of the night.

"Much too late to stop us now." Malevolence laughed.

Another energy pulse emanated from somewhere in Ponyville.

"Did y'all feel that?" Applejack asked.
Most of the other holders nodded.
"It came from the mayor's office. Come on y'all."

"Hold on Applejack. Which pony died and made you leader?" Twilight asked. "Last time I checked I was running the show. Not you."

"Ya were until you turned yer back on everything that made you you!" Applejack yelled. "Then that duty fell to me, yer second in command. So now y'all answer to me!"

"How about a democracy then?" Rainbow yelled as she got in Applejacks face. "Or we can split the group. I don't wanna be takin orders from some ground pounder."

"Ya took orders from Twi just fine! Why you gotta start makin problems now that I'm in charge?" Applejack asked.

"Well they're going to be busy a while." Twilight sighed. "Rarity, Pinkie. You two can get anywhere before anypony else. Go make sure the Mayor is safe. Fluttershy and I will deal with these two."

"Okie dokie Loki." Pinkie giggled before she faded away into dust.

"Ugh." Rarity shivered. "That is positively creepy." She said before she vanished into nothing.

"Fluttershy can you please stop them?" Twilight asked.

"I- I think so." Fluttershy sniffled.
The yellow Pegasus was angry. Angry about the newcomer taking Twilights place, angry about her animals, but moreover she was angry that somepony else was posing as her and had used her form to slaughter her animals. "Hey!" She yelled. "Would you two stop bickering!"

'Glad I'm in her good books.' Twilight thought to herself as she turned to face Deceit and Malevolence. "Alright what did you do with…" The two doppelgangers were nowhere in sight. In their place was a huge purple and green dragon with pitch black eyes. "Spike?" she squeaked.

"Spike?" the dragon asked. "There is no Spike. Only Cynder." With a swing of his clawed hand the dragon sent Twilight hurtling into a tree.

Fluttershy turned as she Twilight grunt in pain as she slumped to the ground. "Twilight!" She gasped. "Alright you two listen up." She yelled as she turned back around. "Applejack. You're going to go help Pinkie and Rarity protect the mayor. Rainbow we need to help Twilight."

"Now you listen here missy." Applejack started.

"Do what I tell you or there will be consequences." Fluttershy whispered before she flew over to where Twilight landed.

"That is why I'm siding with Twilight." Rainbow smiled as she flew over to help Fluttershy. "Don't mess with her marefriend!"

Applejack shook herself out of her stupor and turned into Appledash before flying towards the mayor's office.

"You okay Twilight?" Rainbow asked as she acted as a leaning post for the winged unicorn.

"I think so." She sighed as she stretched every part of her body. "Wait." She groaned. "My left wing is broken."


Celestia watched from the balcony as she began to raise the sun. There was a plume of smoke just south of Ponyville followed by a bright flash. "The Elements of Despair. Compassion, Darkness and Speed." Another flash, this time from Ponyville itself. "The Elements of Hope. Truth, Time, Reality and Light. As I planned it. They have split." She couldn't help but let a small, almost imperceptible smile grace her. "Throw the Elements of Discord in the middle and the stage is almost set. The actors are ready." With melancholy in her eyes she made the storm over Ponyville worse. "The atmosphere has to be just right."
A small explosion sounded behind her. "And the first act begins." She whispered before she whirled around to meet her attackers. "I've missed the thrill of combat."