Within the depths of the Pits Murky's lab trembled and shook. He scrapped to keep his potions from spilling from the table, but this was for not, because a second later Lurky clumsily ran in the room and crashed in to the table causing the many tubes to crush against the hard stone floor.

"Murky! Run, the sky is falling!" he yelled.

"No it's not, dodo brain!" he said from under the smashed table. "It's an earthquake."

Lurky stood a moment scratching is brown furry head. "But.ah. We don't have earthquakes Murky."

"Exactly!" Murky yelled taking over the situation. "We need to investigate"

Together they stumbled to the door of the lab, but they froze. Before them a tall-cloaked figure, stood in front of them. "Ma! Ma! MASTER!" he stammered. The figure nodded its hooded head, yellow eyes blazing underneath the darkness.

"How long has it been?" a deep evil voice said from the cloak.

"Many years, Master," Murky said groveling at the Evil One's feet.

"The Girl?" he demanded.

"Rainbow Brite! She still rules, Master."

"Not for long. Not for long." The master declared and he laughed.

"How did you survive, Master?"

"A moment frozen in time is all it took. I am not a fool, Murky. I knew if the color belt was found I would need a second plan. I didn't get that belt before by accident. I will get it again! We have much work to do, so listen closely to my instructions."

Murky and Lurky sat still and listened as the hood figure spoke.

"I need you to get that belt. It will not be an easy task, but I will give you some assistance." The Evil one waved his hand over Murky and Lurky and they began to transform. Lurky shrunk down to a small sprite size. His brown fur turned a white color. Murky covered his eyes as he too transformed in to a sprite.

"What is this?" Murky screamed looking at his white fur.

"A disguise." He said, "The two of you are to go to Rainbow Land. You look like the sprite that follows that girl around. I want you to get close enough to them. Tie up the sprite and bring him here, then the other of you is to get close enough to the pits with her, steal her belt and bring it to me. If you are close enough to the pits then nothing will happen to you. Once I have the belt. I can restore my kingdom to the way it was."

"But what about the kids?"

"Yes, the children. I have a much better plan for their capture. But don't worry about that. Just get me that belt, NOW!"

Murky and Lurky jumped up and ran from the cavern and the evil one looked around. "This will never do." He raised his arms high and the walls began to shake, and the room expanded, as did the rest of the pits around him.

Back at the Color Castle, Rainbow and all the kids where looking at the pits expand in the distance.

"What's happening?" Starlite asked looking at the gray sky roll towards them.

"I don't know." Rainbow said. She turned to Wisp who stood silent in fear. "Wisp, what was in there with you?"

"I don't know." She said, "I didn't think I would ever get out, until you released me."

"But when you released her, you released something else too." Krys said. "I knew it was a trick."

"No!" Wisp cried, "I didn't even know I would get out, But.when Rainbow got closer, and the bond weakened all I could do was hope to be released."

"Why should we trust you?" Krys said, "You have been in that glass, with something else, something evil for years. How do we know that you aren't evil too?"

"Because she is me!" Rainbow announced, as she noticed Wisp shrink back in fear. "Do you think that I would ever be evil? That I would join the pits?"

Krys stood back, Rainbow put her arm around Wisp.

"Look at her!" Krys said. "She is half the color you are."

"We don't have time to discuss this." Rainbow said ignoring Krys's accusations. "The Pits is coming toward us, and we need to be prepared. I think we need a new Rainbow wall. And that means we all need to work together."

They all nodded. Wisp did too.

"Twink, get the sprites together, we need more color crystals, meet Starlite and me at the edge of Rainbow Land with all the star sprinkles you can carry. We will protect ourselves first, then we can get back to this, and Brian; I trust you will take care of Wisp. " He nodded. Rainbow whispered to Wisp that Brian could be trusted and she went with him, the Color Kids and Starlite departed, all but Krys who still stood next to the mirror. Rainbow glared at him.

"Still 'just a girl' to you aren't I?" she said disappointed. "After the promise we made to keep the universe beautiful, and you turn your back on me that quick."

"I didn't turn my back on you." He replied turn back to her. "She is not you."

"She is me!" Rainbow said with a raised voice. "She is.a part of me. And I know me, Krys. I thought you did too. For you to think that I could ever be evil. It hurts my feelings."

Krys stood there silent. He was sorry for what he had said, but his pride kept him from saying so. Rainbow turned and left him there. Krys looked in to the mirror. 'What if it had been me?' He asked himself, and he knew he had acted to harshly. It was too late to worry now though. He had to help out. All of Rainbow Land was at stake if he didn't.

Twink and the sprites were working as quickly as possible mining the color crystals. They filled bags that lay near by and carried them to the mine carts sending them to the color castle where they where pressed in to sprinkles. From the outside the cave Murky and Lurky, both looking like Twink watched for their opportunity to arise. It did soon after when they saw Twink come out of the cave, with a big bag of color crystals to send down to the castle.

"Okay, now's our chance!" Murky hissed to Lurky. They both sprinted forward and grabbed Twink. Twink squeaked in fear as he was pulled away by two sprites that looked just like him. He was tied up quickly and tossed in to the trashcan tied to the grunge buggy. Then he heard the unmistakable voice of Murky coming from one of the sprites mouths.

"Take him to the pits; I'll take care of Rainbow Brite."

"But how can I be sure I've got the right one?" Lurky said scratching his new white fur.

"Cause I'm the one talking to you Banana breath."

"Oh, yeah!" Lurky said and hopped in to the grunge buggy. Big blocks were stacked on the pedals so that he could reach them to drive, and away he drove to the pits, Twink struggling in the ropes he was tied in.

Murky laughed evilly as he grabbed the bag and jumped in to the cart that ran to the castle. The cart swirled in to the castle dumping the crystals on the conveyer belt to be pressed. He quickly jumped out of the way and to the front of the line where the sprinkles were being poured in to large backs. "Ah. A rainbow wall." He remembered from when they had battled the Monstromurk. He quickly grabbed a bag and ran following another sprite that was running toward the door. He continued to follow him with his sack to the edge of Rainbow Land where Rainbow stood with Starlite.

"Twink!" Rainbow called to him. Murky dropped his bag and ran to Rainbow. "You're just in time, get a bag and climb on to Starlite, we don't have a lot of time." Murky grabbed a bag and jumped on Starlite, and no sooner had he gotten on, he fell off the other side. Murky had not ridden a hose before.

"Oh! My!" Rainbow said helping him up. "They must be really heavy." Murky nodded and pulled the sack on his shoulder. "I'll hold them until you get on." Rainbow took the bag and claimed on Starlite first. She leaned over and took Murky's sprite hand and pulled him up behind her. Murky put his harms tight around her waist as Starlite ran up the rainbow that began to circle the border of Rainbow Land. When they got to a level path Murky looked down and saw how high he now was off the ground and swallowed thickly with fear.

Rainbow handed him the bag of sprinkles and Murky held on tight as the bag began to slip from his grip. It was time to act. Quickly Murky grabbed the belt from Rainbow's waist and jumped from Starlite's back. "Twink!" Rainbow called surprised. Murky laughed in triumph as he began to slid down the rainbow. When he reached the bottom he sprinted past the Color Kids and in to the pits.

"Twink?" they called to him, but he kept running.

The rainbow Starlite stood on, began to wane and crumble.

"Hurry!" Rainbow called. "We have to get off!" and Starlite turned and ran down the rainbow as it faded from beneath him. Back on the ground she looked at the curious Color Kids. "What happened to Twink?" They asked.

"That wasn't Twink." Starlite said. "I should have known when he fell off. Twink had a much steadier grip. That was an imposter."

"Another one from the mirror?" Red asked.

"No," Starlite said. "We all know that laugh. That was Murky Dismal. I'd say what ever was released from the mirror has given him a hand.and made him look like Twink to get the color belt. Oh, we should have known he would pull something like this."

The kids shook in fear. "How can we protect ourselves without the belt?" They asked. Rainbow stood in shock. "We can't. All the star sprinkles in the world are no good without the belt to make their magic work."

"And where is Twink?" Lala asked.

"He must be in the pits." Buddy said.

'We need to rescue him!" Rainbow said. "We need to work together."

They all looked at Rainbow with sad faces. Since Wisp had been released their whole world was in danger and their hope dwindling.

"Come on guys, we defended him before, we can do it again!" Rainbow announce hopefully, but the sad expressions looking back at her told another story.

"Murky and Lurky have never had help from an evil thing before."

"We don't even know who it is helping him."

"I know who it is." A voice said.

The kids turned quickly to see Wisp walking with Brian up to them.

"The last thing I remember when I was here in this world was standing at the highest tower of the castle. A blast around me and I was almost thrown from the tower to the ground below, but I fell. I fell in to darkness and when my eyes opened I was watching from the mirror. I was looking at myself. I was looking at you, Rainbow Brite. You defeated the evil one, but he cast a spell on you. It didn't happen right away. Time in there is different then here. It passes quickly. Nothing happened, until one day, what seemed like a second where I was, you all started to forget things. Small things at first until you forget almost everything, most of all, you for got him. And this made him laugh. I heard that laugh from my end of the dark. The same laugh we heard from the pits. The laugh of the Evil one I was fighting to save this world. He split us in half, Rainbow. He knew you had the belt. He trapped his essence in the mirror and began to absorb your memories in to it. I could hear him laughing from the darkness in the mirror, and I could see how you slowly began to forget the littlest things. All of you did. And I could not do anything. He wanted you to forget about him, so that when he had enough strength he would defeat you. He didn't expect me to be frozen in time too. Only himself. He did not expect the memories you lost to be absorbed in to me. He thought they would be lost in the darkness. But what he didn't realize is that the darkness in there was vast. It is an eternity of night between one mirror and another and the reflections that keep them apart from each other. I knew he was planning to escape the first time you saw me. When you pulled me from the mirror, I knew somewhere in the blackness he was escaping too, but I didn't know where. You see! He does not know I am here, but I know that he is. He thinks that all of you no longer remember him, but you do. And that will be our weapon."

A confidence grew with in the kids. Wisp was like Rainbow had said. Wisp was Rainbow. She was the leader that Rainbow was, and was here to save them all.again.

Things would have gone fine, but for the doubtful look on Krys's face.

"This doesn't make since." He said. "If you were trapped in glass, and so was he and you couldn't get out until Rainbow pulled you out, how did he get out on his own?"

Wisp did not act threatened. "He has more magic the me. I don't have any. I needed Rainbow to help me out."

"But why did it take so long to absorb memories?" Red asked.

"Like I said, a day there is almost a year here. Imagine a spell cast to protect yourself, backfiring. Your trapped in glass, you can only see out of it and no one can hear you. It has taken him a while to learn how to use the glass to his advantage. You see, when Rainbow got closer to the mirror with the belt, he was absorbing the energy. But when the rest of you got closer, you lost memories."

"But why tell us this now, Why not when we asked you in the castle? Why now after the belt has been stolen?"

Brian stepped forward. "Because she didn't remember. When you all hugged her, taking back your memories, she lost her own.briefly. I was showing her pictures in the hall of the kids, and she couldn't remember your names. Remember Rainbow and she shared memories of before, when she rescued you all from the seven corners of the land. But after that point she was banished in the mirror, their memories split. Wisp only knew what she did from behind the glass, and Rainbow of Rainbow Land, but when you lost yours, she took them, and when you took them back she lost hers. Just long enough for her to finally remember what she tried to tell Rainbow from behind the glass."

"I tried to tell her, the first time we met, that the mirror was taking her memory."

"How could you tell?" Violet asked

"Behind the glass there is no light, no color, but the mirrors you can look through. I saw bands of color, rainbows that looked like colored wind coming from the mirror I was in. I got closer to the mirror, on the other side people where moving very fast. I jumped up and caught one of the bands, and as I did, I saw what you all forgot. A few things were lost in the darkness, but when the bands became larger I knew the evil one's strength must have grown. It had grown from the silver bands I could not catch, the energy of the color belt that was to fast for me to catch. They went to him, where he became stronger."

"Why didn't he stand by the mirror you were at?" Indigo asked

"Because the mirror he stood at was black, and his mirror is in the Pits where he knows his powers is strongest. Where Rainbow can not get to him."

They looked at her in disbelief.

"I know I should have told you all sooner, but I honestly didn't remember. I was afraid of Brian, because when Rainbow touched the glass the first time we met, she was able to absorb his memory back. That is why she remembered him when she went to earth, what she didn't remember was how long it had been since she had seen him. I didn't know him at all, but I trusted Rainbow, because I know she is me."

"How come Starlite and Twink knew him?"

"Because they are not near the mirror as much as you were. The times they were near, some were taken, but not all. Some of you have to admit, there are things forgotten just because you forgot. Things not taken with magic that you just forget, like where you put your socks or where you put that ribbon you were wearing."

All the kids nodded.

"Now what we need to do is find a way to get the belt back." Rainbow said. At that moment the ground began to tremble, and the darkness of the pits began to move closer.

"Hurry, We need to get to safety!" Wisp shouted.

"To the color caves!" Patty called, and they all ran toward the caves.

They sprinted through the streets called for the sprites to follow, and they all ran up the hill to the caves. Indigo glanced back behind them as they ran and saw the pit churn and tumble closer. Large rocks shot from the ground and the clouds above covered the sun. Indigo gasped and tripped to the ground, Starlite ran quickly behind her and pulled her to his back where they ran to the caves. Inside their sanctuary they looked out from the entrance and saw the pits swallow Rainbow Land. And out of the fog the land shook with the evil laughter of the Evil one. The color castle caked with mud that fell from the black clouds overhead, and a frozen wind made it harden to stone. The color castle was an evil black palace high and jagged around them. The trees below turned to thorns and wrapped around in a tangle around it. Then from the tallest tower a light was on in the palace, and from deep inside Rainbow could hear Twinks calls for help.

"Twink!" Rainbow and Wisp called.

With tears in their eyes they looked and saw Rainbow Land was as Wisp had last seen it. A black and gray, cold world of no light and color.

"How are we going to get back in the palace?" La La asked.

"Well, this isn't like just walking through the front door."

The sprites began to squeak quickly to Rainbow."

"That's a good idea. The sprits say the track to the color crystal maker is still standing. We can use the cars and ride them in to the castle. Then inside we can find our way to the tower and get Twink out!"

"But we don't have a weapon in case we are attacked." Krys said looking about the cave. "My wrist blaster will not work without your rainbow and you don't have to color belt to make on."

"Then we'll have to make one the natural way." Wisp said.

"Get real! Natural way, the belt is." Krys said staring at the pale wisp.

"Not true. Remember I didn't always come from Rainbow Land. I know how they make colors on earth. There are Rainbows on earth that dance on walls."

Brian smiles and laughed for he knew was Wisp's plan was. Rainbow stood curiously. This was one of those natural memory losses that Wisp has said. After the years her memory of Natural life on earth was gone.

"But the rainbow comes from the star sprinkles."

"And Star sprinkles come from color crystals, and the crystals are what hold the rainbows. All we need is some light, a bright light." The Color Kids looked at each other with curious gazed as they watched Wisp and Brian hunt the caves for material. Brian took sticks from the gloom stung bushes from outside the color caves and up them in a pile, Wisp surrounding the sticks with large stones and Starlite kicked his hooves on the walls sparking the fire. I'm not sure it's bright enough, but we can try."

Wisp took from a pile of stones beside her a single clear crystal. She gave it to a near by sprite and whispered in to his ear. The sprite smiles and turned from the crowd, he ran to other sprites and they took the crystal between then and began to work, then turned back to Wisp handing her a clean cut crystal suspended from a string. She took the crystal and held it over the flames, from the light that passed through a bright beam of color briefly burst from the corner of the crystal. "Okay, hold your arm still," she said to Krys and he extended his arm. Carefully Wisp turned the crystal to so catch the light at the right angle. Then the beam came out again and Wisp concentrated it on the wall. Krys moved his wrist into the beam and his blaster charged with the color energy. All the kids gasped in amazement.

"You made a rainbow! Without the belt!'

"A weak rainbow. It may give you some power, but just some, so be careful and use it only when you must." Krys nodded. He looked in to Wisp gray eyes with a new admiration, but his pride would not allow him to apologize.

"We'll know if this works when the time comes and the color castle is ours again." Krys said adjusting the strap that held the blaster on. Wisp cast her eyes to the stone floor. There was just no way to prove she could be trusted to Krys. Rainbow put her arms around her reluctant twin and smiled.

"A trick of light, the angle of the color band had to be handled in such a way so that the rainbow could appear. That was ingenious of you Wisp. Imagine the reaction we could achieve from a higher beam like a laser or ." Violet stopped as she noticed a small tremble beneath her feet. The tremble shook harder and more violently.

"We have to get out of here, it's not safe!" Buddy called from the opening of the cave. Together they all ran for the opening and out in to the rain. "We can't take our changes that the cave is safe. We need to find a place that wont fall on us."

"If I remember correctly there isn't' place like that in this world. Our best bet is the mine car track."

Fighting the biting wind and rain they ran to the track and lined up the cars. "The Color Kids got in the first few cars and Starlite pushed them down the track with raced down to the back of the jagged structure that was once the color castle. One by one the cars speed away until Rainbow, Wisp, Stormy, Brian, and Krys were all that stood there. Starlite tossed his colored mane to the side, the soaked strands sticking carelessly to his forehead. The cold wind was helping him to stay steady.

"When we get down there, we will regroup and search okay, so you and the others wait for me.' Rainbow called through the howl of the wind. Krys nodded and he and stormy got in the next car and Starlite pushed it down the track.

"Brian, you stay with Starlite, Wisp and I will." But before Rainbow could finish a loud crack came from below them. They looked back down the track and saw light sparking from the entrance of the track. It was coming from the wrist blaster Krys wore. Then she saw the track crumble and the entrance blocked with falling rocks. "KRYS!" Rainbow called desperately. "The Kids! They are in there!" All the sprites squeaked with fear and worry for their counterparts now trapped inside the castle.

"We need to get inside! We have to!" Rainbow cried. Before Rainbow could protest, Wisp climbed into the next car and pushed it down the ramp causing it to race to the castle. Brian called to her to stop, to jump, and to do something quickly. Wisp concentrated on the length of the track and before it reached the end she jumped as far as she could landing hard against the rocky ledge that was once the entrance to the castle. The car she was in plunged down the gap between the ledge and crushed mercilessly against the boulders. Wisp looked back up the track to Rainbow.

"I'll work on getting though here." She called up. "We don't have much time. You try the front door." She then turned from them and began tossing rocks in front of her down the mountain.

Brian turned to Rainbow, "She's crazy!" he said to her. Rainbow frowned. "No she's not.just desperate." She replied and looked back as she saw Wisp puling the rocks away.

"She is trying to get to the others the most direct way she knows, and we have to do the same. Come on, we are going through the front door." She announced and the sprites gulped in fear. Rainbow turned to Starlite, and she and Brian mounted him. He raced down the path, down to the gloom soaked valley that was once, Rainbow Land.