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Chapter 2: Ensnared

Wind Whistler walked into the thicket surrounded by towering oak trees. The thick bed of brown, dry leaves crunched under her hooves as they cushioned them like a mattress. The smell of leaves at the bottom decomposing into soil was faint, but noticeable. This was her thinking thicket where she would go when she wanted to be alone with her thoughts. It was far away from Dream Castle and whatever shrank Paradise and Galaxy. Hopefully it was far enough.

She and Fizzy laid down on the bed of leaves. Galaxy winked off Wind Whistler and Paradise flew to a place where she was confident she could stand on the leaves. Galaxy reappeared next to her.

"What's happened?" Fizzy asked. "Why are you so small, and where are the others?"

Paradise and Galaxy looked at each other. Even though they were so tiny it was hard to see, Wind Whistler thought she saw Paradise's mouth twitch and a glimmer off a tear in Galaxy's ruby-like eye.

"They…they've been captured," Paradise said, her voice cracking. "Everyone except us."

Fizzy gasped.

Wind Whistler suppressed her outward expression of her reaction, but she felt a lump form in her throat and the corners of her mouth quiver. She tilted her head down and closed her eyes to keep tears from welling up in them.

Wind Whistler was prepared for her answer. She knew as soon as Paradise and Galaxy told them to get as far away from Dream Castle something had to have captured at least some of them. This was also not the first time some ponies had been captured by some malicious force. However, the emotional blow was just as heavy as ever.

"Buttons, Truly, Whizzer," Fizzy blubbered. She blinked to try to stop the tears as her eyes became watery. "All of them?"

Galaxy nodded solemnly.

"We will find a way to rescue them," Wind Whistler said, fighting back the lump in her throat. She nuzzled Fizzy to try to comfort her.

Fizzy sniffed. "Right."

Wind Whistler turned to Galaxy and Paradise. "What happened exactly?"

"You should tell them, Paradise," Galaxy said. "You're the better storyteller and you noticed it first."

"All right," Paradise said. She looked up to Wind Whistler and Fizzy. Tears made her eyes glisten in the fading light. "Shortly after you left, Surprise arrived with Megan."


Paradise joined the growing group of ponies and looked skyward. A speck had appeared in the sky following the rainbow that arced from the top of the nearby waterfall to another world. It flew away from the rainbow and towards them, becoming larger and clearer the closer it came. Eventually, the speck was large enough and clear enough to see it was a white pegasus with neon yellow hair and a human girl with long, blond hair in a ponytail and wearing blue jeans an orange flannel shirt under a tan vest. Surprise landed among them and Megan dismounted.

"Hi, Megan," Sundance said and was followed by the salutations from the others.

"Hi, everyone," Megan replied. "It's good to see you all." She looked to each pony doing a quick head count. "Almost all. Where are Fizzy and Wind Whistler?"

"They're beating up the Witches from the Volcano of Gloom for the bushwoolies," Gusty said.

Megan's eyes widened. "They're facing the witches alone?"

"A large group would be more trouble than it's worth in those narrow tunnels," Magic Star said. "Wind Whistler preferred just the two of them go."

"I'll know if they get into trouble, so there's no need to worry." Ribbon let her horn glow to show her telepathic powers were ready in case she got a message from them.

"Besides, the witches aren't that tough," Gusty boasted. "One of the foals could probably beat them."

"Does that mean we get to beat up the witches next time?" Little Shady asked excitedly.

"No!" Shady stated. "We shouldn't be so confident. Sending just the two of them was a mistake. What if the witches kill them before they can get a danger signal to Ribbon? What if they then come for us?"

"What if they kick the witches' sorry butts back to the Volcano of Gloom for the umpteenth time?" Gust asked rhetorically. "Seriously, Shady, how do you manage to always think of the worst possible outcome?"

"Someone has to," Shady said.

"That's enough." Magic Star got between them. "Wind Whistler said more ponies wouldn't help. There's nothing we can do about it here, and we shouldn't worry. As long as Ribbon hasn't heard anything from them, we should assume they're fine."

Everyone looked at each other. After a couple seconds they all nodded.

"Aside from the witches, how have things been around here?" Megan asked.

"It's been great," Sundance said. "The weather's been nice, and it's been peaceful until today. We've really wanted to share it with you."

"Well, I'm here for the next three days," Megan said.

"Can you referee a game?" Little Heartthrob asked eagerly. "We can play basketball."

"That sounds like fun, but pegasi can't fly" Little Gusty said.

"And unicorns can't wink," Little Heartthrob shot back.

"Let's just get the ball and play," Little Sundance broke in.

"I don't like the idea of having fun while Fizzy and Wind Whistler are fighting the witches," Sweet Stuff said softly.

"Why?" Gusty asked rhetorically. "They're probably having a blast. Besides, they shouldn't return triumphantly to us on edge."

"Do what you want," Paradise said, walking back to Dream Castle. "I'll be perusing the library for stories to tell tonight."

"I should also think of something for dinner," Cupcake said. "It should be something special to welcome you back, Megan."

"I'm sure you'll think of something, Cupcake," Megan replied. "Surprise me."


Paradise cantered into the library and inhaled a deep breath through her nose. Her nostrils were tickled by the smell of elegantly aged leather and paper. The tall shelves were crammed with books full of history, science, and literature from across the world the ponies collected over the centuries.

She loved books. For her, there was nothing better than curling up with good book and reading. The next best thing was telling the stories to others and seeing their reactions to her dramatic telling.

She scanned the shelves for books with lighthearted stories that would be good for winding everyone down. Fizzy and Wind Whistler would hopefully be back soon with a thrilling story to tell even without the embellishment more boastful ponies would add. The foals in particular would need something to settle them down for the night.

As she looked at a set of books, the shelf itself grabbed her attention. Something seemed different as it appeared slightly but noticeably higher. She compared herself to a shelf that she knew was at her eye level but it was about an inch higher. The same was true with the desk. Everything in the library had gotten taller.

"Paradise!" Cupcake yelled as she galloped into the library. The white earthling with light blue hair slid to a stop in front of Paradise. "Paradise, you're not going to believe this, but I was preparing dinner and I couldn't reach ingredients I could when I was making breakfast this morning."

"I believe you. The book shelves are taller," Paradise replied.

"Either that or we're shorter," Cupcake said.

It took a split second for Paradise to realize what that could mean. She screamed "MAGIC STAR!" simultaneously with Cupcake.

They galloped out of the library and Dream Castle to the field. Magic Star was sitting with Megan and Sundance, watching the foals trying to knock a ball in a basketball hoop. Comparing them to the surrounding landscape, Paradise could tell they were smaller too.

Little Shady hit the ball and it barely touched the bottom of the net before it fell back to the ground. "Why can't I get the ball in today?"

"The net looks like it's higher," Little Sundance said.

"It's as low as it can be," Megan said.

"It's not the hoop that it's higher, we're the ones who are lower," Paradise said. She and Cupcake galloped to them. "I think we're shrinking."

"Shrinking!" Megan gasped.

Paradise nodded. "The bookshelves are taller and Cupcake can't reach things she could earlier this morning. Just look around, doesn't everything seem larger than when you got here?"

Megan looked around. "Now that you mention it…"

She was interrupted by the others gathering around them. Many were wide-eyed in panic. Everyone started talking at once but only to drown each other out. Gusty whistled loudly and every quieted down.

"Thank you, Gusty," Magic Star said. The yellow earthling with green hair turned to face the group in front of her. "Everyone just calm down. Panicking won't help matters."

"I told you this would happen," Shady said. "The witches got Fizzy and Wind Whistler and now they're coming for us."

"We don't know this is being done by the witches," Magic Star replied. She turned to Galaxy. "Do you have any idea of what's happening to us?"

Galaxy shook her head. "No, but my intuition seems clouded. It's like something is trying to hide its presence."

"I'm also not sensing anything here except us," Ribbon said.

"We should probably talk to the Moochick," Megan said. "He might have an idea of what's happening to us."

North Star trotted up beside her. "I'll take you."

Megan mounted North Star and the two took flight. North Star climbed higher but suddenly stopped and bounced back like she had hit something unseen in midair. Megan fell from her back and North Star had to spiral down to catch her. She landed and the others gathered around her.

"What happened?" Cupcake asked.

North Star shook out her head and ruffled her wings before folding them against her sides again. "I don't know. It's like we hit a net or something."

"I don't see anything," Paradise said. "I wonder if it's magic and if it's related to us shrinking."

"If it's magic, maybe unicorns can wink around it," Gusty said. Her horn glowed and the white unicorn with green and red streaked hair vanished. A moment later she reappeared, being thrown back. She had to straddle her hooves to keep from falling over. "No good. It's like hitting a real net."

"It's also blocking my telepathy," Ribbon said. "I can't get a message past it."

Sundance gulped dryly. "That means we're trapped with no way to call for help."

"And getting smaller all the time," Paradise said. "Even while we've been standing here I can tell things are bigger than they were when we first came out here."

"We should gather everyone in the castle and pull up the draw bridge," Megan said. "Perhaps whatever or whoever is doing this will leave us alone if they can't reach us."

"I've got no better ideas," Magic Star said. "Everyone inside the castle quickly."

"We'll get something to carry the sea ponies in," Posey said.

Sundance, and Whizzer ran inside the castle and a couple seconds later came with a large, metal bin on wheels. Paradise and Posey grabbed buckets out of it along with Sundance and Whizzer. They filled with them with water out of the lake and dumped the water in the bin. After several bucketfuls, there was enough water for the sea ponies to float in.

The sea ponies swam up to the shore. They were shrinking like everyone else.

"What's happening to us?" Sand Dollar asked.

"We're not sure," Posey answered. "Everyone's going inside Dream Castle. Get in the bin and we can push you inside too."

The sea ponies quickly jumped in. They were already small enough all twelve could fit in the bathtub-sized container.

Paradise looked at the foals. Not only were they getting smaller, but so were their floats. "That's interesting."

"What?" Posey asked.

"I just noticed items we're wearing are also affected," Paradise said. "Megan's clothes, the ribbon in Ribbon's mane, the flower in your mane, and the sea pony foals' floats are all shrinking along with us."

"That's very interesting but we should get the sea ponies in the castle while we can still push the bin," Whizzer said even more hastily than usual.

The four pushed the bin into Dream Castle. They could tell it was getting heavier compared to them as they crossed the drawbridge. The drawbridge raised behind them, making a dull clunk as it hit the wall. They could only hope the walls of the old castle could protect them from whatever was doing this.

As they pushed the bin to the main building on the opposite end of the courtyard, Paradise saw North Star fly overhead. She placed a small video camera on the top of the front wall, facing out and then flew inside one of the smaller doors in the main building. They pushed the bin in the small room North Star entered where everyone had gathered.

Magic Star closed the door behind them and Lofty set the lock as it was too high to reach. "Hopefully they won't think to look for us in this auxiliary room," Magic Star said.

The room was small, maybe the size of a small bedroom. They could never hope to fit everyone in it at normal size. However, at half their normal height, they could fit in it easily and it seemed to become more spacious every minute.

Paradise suddenly realized there was no sensation to her shrinking. It seemed like the world was getting bigger, not her becoming smaller.

Spike turned on a small television of the table. The vantage point the camera North Star put the castle wall appeared on its screen. The valley was empty.

"If anything or anyone comes to the castle, we'll see them coming," Masquerade said.

"But, can we do anything about them?" Gingerbread asked.

Magic Star sighed. "I don't know, Gingerbread. I just don't know."

Paradise heard a faint sob. She looked the corner and saw the foals with their mothers. The mares rapped their tails around the fillies who looked like smaller versions of themselves and nuzzled their heads with their snouts. The foals buried her faces in their mother's chest and sobbed. They had to be so confused and frightened by what was happening.

Paradise felt a lump form in her throat seeing them like this. She wished she could say something to comfort them. However, nothing came to mind.


Paradise gasped with a start when Gusty stomped her hoof. "That's it! I've had it!" The unicorn galloped to the massive door. "Let me out. I'll find whatever's doing this to us and make them wish they'd never been born."

Paradise flew to Gusty as Magic Star and Buttons galloped across the now huge room to her.

"I suggest you look at yourself," Buttons said. "You're in no position to do anything to anyone."

Gusty shoved her face into Buttons'. "Then we should just sit here until we shrink out of existence?"

"Actually, I think we've stopped shrinking," Paradise said. She glanced towards Megan. She had been using her as a kind of measuring stick as they shrank smaller. She was about an inch tall, which is what she had been fifteen minutes ago. "We haven't gotten any smaller in several minutes."

"We're still helpless like this." Sundance galloped over to join the conversation.

"We have company," Masquerade shouted from the table. "There's someone coming and he doesn't look too friendly."

"Let me see," Megan shouted back.

Lofty flew down so Megan could climb on and carried her up to the monitors. Paradise flew up to the table and landed in front of the television. A figure walked down a dirt path towards them. It was a gaunt man with gray skin wearing a tattered, gray duster coat and a hat. The hat made it hard to tell much else as it hid his face. Paradise felt a chill go down her spine seeing him come towards them.

"Maybe he's just a traveler," Heartthrob said, but the tremble to her voice betrayed her suggestion to be more of a conceit than a likely theory.

The man raised his bony hands. Purple bolts of lightning shot from his fingers towards the castle. Paradise flew with Masquerade to the window looking out on the courtyard to see where they would land. The lightning arced over the wall and hit the winch for the drawbridge. The lightning spread across the winch, making the lever pull back and the spool unwound the chain to let the drawbridge fall. It hit the ground and the man walked across it without breaking his stride.

Paradise felt her blood ran cold as she watched him stroll into the courtyard. At normal size he would have been a frightening sight to behold. However, his staggering size compared to her made his appearance absolutely terrifying. She wanted to crawl into a hole and hide when his black and gold eyes fell on the window she was standing in. She tried to tell herself he could not see her, but it did not quell her terror.

He walked to a door of a residence building to the side and pulled on it. It did not budge as it was locked like all the others. He stepped away from it and looked about the courtyard. "You think your feeble locks will stop me?" he shouted.

The other pegasi joined Paradise and Masquerade on the sill along with Spike and Megan. They watched as the man walked into the center of the courtyard and slapped his hands together. Brilliant, purple lightning exploded between them. He threw his hands out, and the lightning spread through the castle.

A bolt hit the door of the room they were in. Like the winch, the lightning worked into the lock on the door, unlocking it. The doorknob turned and the door slowly swung open. Everyone froze as they could only stare at the single thing between them and the man opening.

Paradise turned back to the man. She expected him to start entering doors, but he stood there. She realized why when spiders came pouring out of his pant legs and coat. She felt her skin crawl as they surrounded him.

Paradise's wings suddenly opened to a subconscious command and vaulted her into the air. She did not want to be on the ground at all. She still watched the man and the spiders in the center of the courtyard.

"Scour the castle," the man said loudly. "Find the ponies and their allies and bring them all to me alive."

"Well, most." One of the spiders chuckled greedily.

The man reacted by bending his mouth into a frown. He raised his index finger and shot a thin bolt of lightning at the spider. The spider convulsed as the electricity tore through his body.

"I said all!" the man shouted. He pulled up his finger and the lightning bolt ceased. "No exceptions! Now GO!"

The spiders spread through the courtyard and began entering doors. They poured into the room where everyone had unknowing trapped themselves together. They tried to run, but there was nowhere to run to. The spiders shot webs across the room, ensnaring the earthlings. The pegasi tried to fly away, but a net of webs quickly formed in front of the door. Paradise escaped through one of the larger holes just before netting covered it. She hazarded a look back to see the others tangled in the sticky webs.

Paradise's heart pounded in her chest. She saw that the man was looking the other way and the spiders seemed oblivious to her being outside. She took the chance to fly up to the walkway on the top of the outer wall. Spiders walked in a line along it and she landed as quietly as she could behind them and hid behind one of the stone decorations along the side.

Galaxy winked in next to her. "Did anyone else make it?"

Paradise shook her head. "The other pegasi were trapped by webs."

"I'm afraid I was the only unicorn to wink somewhere safe," Galaxy said. "Gusty winked right into a mob of them and was tied up immediately. The others were so frightened they didn't even bother trying to wink out before the spiders could grab them. All the earthlings were captured immediately too."

"So…" Paradise started to say. She felt a lump form in her throat as the next words she was about to speak were almost too painful to even think of. "So…we're the only ones who escaped?"

Galaxy only replied with a solemn nod.

They peered out from behind the stone. The spiders exited from the room. It was hard to tell from so far away, but they assumed they had everyone else. Paradise looked at Galaxy felt a tinge of guilt that she managed to escape while the others had not. Galaxy looked to her sorrowfully as she must have felt the same way.

However, a more devastating blow came when more spiders came out of another part of the castle's main building with a small red object. Paradise knew it was the locket that contained the Rainbow of Light. The man grabbed the heart-shaped locket and held it up. He laughed loudly. The powerful magic that had served the Little Ponies through thick and through thin was in the clutches of these creatures. There was truly no hope now.

"It is done!" the man announced. "After a millennium of imprisonment, our victory over the Little Ponies is complete!"

The spiders cheered at this declaration.

"We have their ultimate weapon." The man held up the locket to more cheers. "We have their stronghold." He swept his hands in front of him with more cheers coming from the spiders. "And we have the ponies themselves. My only regret is Majesty isn't alive to see our triumph."

The spiders gathered around the man. They had apparently completed their search and were satisfied they found everyone.

"At least they don't know about us or Fizzy and Wind Whistler," Galaxy said.


"That's when we remembered you two were still out there and came to warn you." Paradise sighed.

"Do you know who this man was?" Wind Whistler asked. "It sounds like he had a grudge against our ancestors and Queen Majesty in particular. Perhaps there is some legend surrounding him."

"I don't know of one off the top of my head," Paradise said. "And it's not like we can duck into the library to look it up."

"Then we should see the Moochick," Wind Whistler said.


Fizzy shuddered as she followed close behind Wind Whistler on the path to the Moochick's. She had only been to the Mushromp a couple times and this was the first time she had come after dark. The trees growing along the sides of the path intertwined above them, making it like a tunnel. Strange sounds from the creatures that lived in this swampy corner of Dream Valley pierced the silence. She whipped her head to every croak and call, looking for whatever made it to jump out of the shadows under the trees at them.

The trees finally gave way to giant mushrooms as they entered the Mushromp itself. Mushrooms of every shape and size poked out of the ground. Around them a ring of mushrooms the size of trees of made up the perimeter of the Mushromp. The strange noises were replaced by the familiar chirping of crickets. Fizzy heaved a sigh of relief.

The Moochick's house sat on a hill overlooking a small pond fed by a stream. Fizzy trotted up to the front door and knocked on it with her front hoof. "Mr. Moochick." She waited a few seconds for a response. None came. She knocked again. "Mr. Moochick, are you there?" She knocked again but instead got someone shouting "Ow, ow, ow," in response.

She looked down to the Moochick rubbing his forehead. She backed up a couple steps. "I'm so sorry, Mr. Moochick."

"It's fine," the white-bearded gnome said.

"We are sorry to disturb you at this late hour, but we are in serious trouble and could use your help," Wind Whistler said.

"I should have expected as much." The Moochick walked back into his house and Fizzy and Wind Whistler followed. "You ponies only come to see me when something's wrong. You never come by and say 'Hi, Mr. Moochick. We just dropped by to say hello and visit.' It's always, 'Help us Mr. Moochick! We're in trouble again!' Such is life I guess."

He practically fell into a plush, yellow easy chair, and Habbit pushed an ottoman in front of it in time for his feet to land on it. "Tell me what peril you ponies have gotten yourselves into this time."

"It might be better if we show you," Wind Whistler said.

Paradise and Galaxy emerged from Wind Whistler's light pink mane. "HOLY SPORES!" The Moochick jumped out his chair. "What happened to you?"

"We believe it was done by a man with gray skin and surrounds himself with talking spiders," Fizzy said. "He took over Dream Castle and is holding everyone else captive."

"Gray skin and talking spiders you say." The Moochick pondered for a second. His eyes suddenly widened but seemed to be fixed on some nonexistent object. "That sounds like Arachnis the Captor."

Fizzy and Wind Whistler looked to each other. "Who?"

"This is not good, no, it's not good at all," the Moochick mumbled to himself, pacing back and forth. "There's only one thing to do."

He shouted, "HABBIT!"

The brown, lop-eared rabbit ran in. He stopped suddenly in front of the Moochick and saluted.

"Arachnis the Captor is here in Dream Valley. Get my trunk," the Moochick said.

Habbit darted into a room and pulled out a large trunk. He opened it and he and the Moochick started throwing stuff in. Fizzy and Wind Whistler watched as the two throw anything and everything in the trunk. Even after there should have been more objects than the trunk could hold, nothing appeared over its walls.

Fizzy finally thought to ask, "What are you doing?"

"Packing," the Moochick said. He and Habbit continued to throw things in the apparently bottomless trunk. "I'm getting as far from Dream Valley as possible and if you have any sense you would do the same."

"What about our friends?" Fizzy asked.

"Forget about them," the Moochick said in a grave tone Fizzy had never heard from him. "If Arachnis has them, they're as good as dead already and any rescue attempt would be suicide."

He turned to Habbit. "How does Tahiti sound? I heard the weather is lovely this time of year." He looked back to Fizzy and Wind Whistler. "You can come too."

"We are not going to Tahiti," Wind Whistler stated. "We are going to save our friends."

"That's right," Fizzy added.

The Moochick stopped throwing items in the trunk. He sighed. "If you insist on this, then you should know what you're facing."

He picked up his staff and made it belch a large cloud of smoke. The smoke formed into an image of a bleak desert strewn with bleached skeletons. The ground was yellow and cracked and dust blew in the wind. "A thousand years ago there was a horde known as the Arachnid Marauders. They were a pox on life itself: settling into an area, eating everything that lived there, and then moving on with a depleted wasteland left in their wake."

Fizzy felt a chill come over her. She had never heard the Moochick be like this. Even in the face of the most terrible perils, he was able to maintain his aloof and cheerful personality which provided some comfort. However, his grave tone told her just how serious this situation was.

In the image, arachnids, so numerous they looked like a wave washing ashore, crawled through a gulley. A few of the spiders and scorpions were as big as full-grown ponies. A man perfectly matching Paradise's description of the one who had taken over Dream Castle marched among them. Fizzy gulped dryly having now seen the ghastly sight of a man.

"What made them truly devastating was their leader, a powerful sorcerer known as Arachnis the Captor," the Moochick said.

"That's the man who invaded Dream Castle!" Paradise announced.

Arachnis held up a golden flute.

"He carried a golden, magic flute said to have been forged in the twisted powers of the dreaded Rainbow of Darkness. It infused him with terrible, supernatural powers far beyond even my own," the Moochick said. "However, its most powerful magic was its music. When played, the flute casts a spell on every creature in the area not from the horde and causes them to shrink. That made just about everything their prey despite its original size."

Paradise flew to the Moochick and hovered in front of him. "That must be what happened to us, but we didn't hear any flute music."

"That's because the spell also traps its victims and prevents them from noticing the player," the Moochick said. "Even supernatural senses are blinded by the spell."

"That explains why you and Ribbon didn't sense anything, Galaxy," Wind Whistler said.

Fizzy shuddered. "What a terrible spell. It doesn't give its victims a chance."

"That explains what happened to the others," Wind Whistler said, "but these marauders seem to have a personal grudge against our race. Why would they?"

"That's because one day they set their sights on Ponyland," the Moochick said.

The image in the smoke changed to show the arachnids on the march again.

"However, they were being watched this time."

The image was actually that of an image in a large, oval-shaped mirror being watched by a white unicorn with blue and streak white hair and wearing a gold crown. "Majesty, the queen of the Little Ponies, saw their approach in her magic mirror."

"That is why they mentioned Queen Majesty," Wind Whistler said.

The Moochick nodded. "To put a stop to them, she called upon the Rainbow of Light."

The image changed to show Majesty approach a white, heart-shaped locket. The locket opened and a brilliant rainbow streamed from it even larger than the one they had now.

"She had it transform into its most powerful state, the Master Wand."

As the Moochick said this, the rainbow collapsed in on itself to form a wand with a star-shaped jewel formed by a red core and points the other colors as the head. The wand slowly descended to Majesty and she took it in her mouth.

"The Master Wand was so powerful it even transformed the pony who wielded it."

A white flash obscured the image and when it faded Majesty had feathered wings like a pegasus as well as her magical horn as a unicorn.

"Incredible," Wind Whistler gasped. "She was transformed into an alicorn?" She picked up her head and cocked it to the side. "I thought they were only a myth. They are biologically impossible."

"Naturally perhaps, but we're talking some of the most powerful magic out there," the Moochick said. "Anyway, she confronted Arachnis and his horde before they could enter Dream Valley."

The image changed to Majesty standing in front of the horde of arachnids. Everything went red as black silhouettes of the arachnids jumped at a black silhouette of Majesty. She blasted them back and then a black silhouette of Arachnis charged at her. Everything went white as the two met.

"The battle was fierce, but Queen Majesty finally vanquished Arachnis."

The image returned to normal show Arachnis sprawled out on the ground in front of Majesty. Majesty's chest heaved as she breathed heavily and her coat and mane were disheveled and discolored by dust and a little blood. Her crown sat in the dirt. She picked it up with her magic and placed it on her head. She looked back at her opponent scornfully, her chest still heaving.

"Unfortunately, she was too weak to deliver the finishing blow and instead sealed them away in a far off land," the Moochick said.

The smoke dispersed and the Moochick returned to packing. He picked up a table and threw it in.

"What happened next?" Wind Whistler asked. "Queen Majesty was a unicorn by all official records."

"With its job complete, Queen Majesty transformed the Master Wand back into the Rainbow of Light. She also reverted back to her original form." The Moochick picked up his largest easy chair and threw it in and then tossed in the ottoman. "She then divided it into six pieces. She kept one in Dream Valley and spread the other five across the rest Ponyland and hid them in places only she knew of. The only way the Master Wand could be created again would be if all the pieces were reassembled."

"I fail to see the logic in that," Wind Whistler said. "If she knew Arachnis was only sealed away and could eventually escape, why would Queen Majesty break up the only power that could challenge him?"

The Moonchick shrugged. "I don't know. It made sense to her at the time."

"Then to save our friends we just have to get the other pieces," Fizzy said.

"I'm afraid it's not that simple," the Moochick said. "You'll have to travel all across Ponyland to retrieve them. Even if you do reassemble the Rainbow of Light and call upon the Master Wand, I can't say victory is necessarily assured. Arachnis is unbelievably powerful."

"We would also have to take back the piece he took from us," Wind Whistler said. "However, to save our friends, it is something we must do."

"I'm not going to talk you out of this, am I?" the Moochick asked rhetorically.

Fizzy shook her head along with Wind Whistler. For everyone else, they would do anything to save them.

The Moochick sighed. "Very well. I might have something that could help you."

He took a small, black box off a shelf. He opened it to reveal two jewel pendants. "These pendants protect the wearer against magic while letting them use their own. They should protect you against the flute's shrinking spell and Arachnis' other powers. However, it will do you no good against the horde."

"They will have to do," Wind Whistler said.

She bowed her head so the Moochick could place a pendant around her neck. Fizzy did the same and the Moochick slipped the other pendant over her head. Fizzy picked up her head and looked down at the glittering pendant. "Thanks, Mr. Moochick."

"Thank me when you've saved your friends," the Moochick said.

Habbit threw a stool in the trunk and brushed his hands against each other. The house that had been cluttered when they first arrived was now completely empty. The floor and shelves were bare as not even furniture or rugs remained.

"Do we have everything?" the Moochick asked.

Habbit thought for a couple seconds, tapping his long foot as he did. He clicked his fingers and darted into the bedroom. He came back with a drawer full of boxer shorts with mushrooms printed on them.

"Ah. You should always have clean underwear." The Moonchick paused. "Especially right now."

Habbit threw the drawer into the trunk and closed it. He and the Moochick hopped onto the trunk's lid, straddling it like a mount. The Moochick held up his hands and wiggled his fingers to make the trunk float off the ground.

The Moochick leaned down to Fizzy and Wind Whistler. "Are you sure I can't convince you to come with us to Tahiti?"

"We appreciate the offer, but we must save the others," Wind Whistler said.

Fizzy nodded in agreement.

"What about your tiny friends?" the Moochick asked. "This will be a dangerous journey even at normal size."

Paradise flew up to him. "We might be small, but we're determined to help any way we can."

"All right then," the Moochick said. "Good bye and good luck. Trust me, you'll need it."

The trunk flew out the door. Fizzy watched as the Moochick and Habbit disappeared into the night sky. She wondered how the people of Tahiti would react to a gnome and a rabbit flying in on a trunk. However that was something for the Moochick to worry about. They had a far more daunting challenge ahead of them.

Fizzy turned to Wind Whistler standing beside her. "What should we do next?"

Wind Whistler held her hoof to her mouth as she yawned. "I suggest we get some sleep and start our search tomorrow."

"I don't know if I can sleep knowing our friends are in danger," Fizzy said.

"Nevertheless, we are no good to them if we are fighting the arachnids while we are fighting our own fatigue," Wind Whistler said as she lied down on the grass.

Fizzy lied down next to her. She still felt restless with the thought of their friends being held captive in their own castle tugging at her mind. She tried to think of other things like the sounds of crickets chirping around them as well as the babble of the stream nearby. However, her mind refused to settle. Eventually, fatigue overtook her and she fell asleep.


Wind Whistler sighed as she looked at Fizzy lying in the grass. Judging from the sweet smile on her face, she was in a much happier world than the one she would awake to. However, they could not live let alone save their friends in the world of Fizzy's dreams.

She nudged Fizzy gently with her nose. Fizzy slowly blinked her ruby eyes open. She yawned and stood up on her hooves. She arched her back and stretched out her hind legs. She then looked around and frowned. "I was hoping it was all a bad dream."

"I know," Wind Whistler said quietly. "Just remember today is a new day and the start of our quest to rescue our friends. Every step we take forward is a step closer to saving them."

The day had actually not started quite yet. While there was a glow to the east, the western sky was still dark. The ground was dark and the massive mushrooms around them were black silhouettes against the lightening sky.

Fizzy yawned. "Isn't it a little early?"

"There is something I want you to see." Wind Whistler leaped into the air and flew to the top of one of the higher mushrooms. Fizzy followed by winking out and then winking back in up there.

The two sat down on the spongy cap and watched the eastern sky. A bank of gray fog hugged the ground and surrounded the peaks in the distance. The flat clouds in the sky were purple in color with shining, pink bottoms as light from the sun was already reaching them.

Finally, the sun made its presence known. The deep orange disk peeked out from behind the mountains and slowly rose into view. Its light slowly crept over the landscape, making it look ablaze in brilliant red and orange hues.

"It's gorgeous," Fizzy gasped.

"I always start the day by watching the sunrise," Wind Whistler said.

"I can see why." Fizzy's iridescent eyes twinkled, both from the light and as a sign of her raised spirits. She looked to Wind Whistler. "So, what's our first move?"

"I think we should leave that to Galaxy," Wind Whistler said, looking up at her mane. Galaxy and Paradise poked their heads out of their hiding place on her head. "Perhaps your intuition can point is the direction of a piece of the Rainbow of Light," Wind Whistler said.

"I don't know about rainbow pieces," Galaxy said, "but I have a sneaking suspicion we should go to Flutter Valley right now."

Fizzy jumped to her hooves. "Perhaps the flutter ponies can help us."

Galaxy shook her head. "No. I fear it's them who need help."

"Of course!" Wind Whistler spread her wings and leaped off the mushroom to take flight. Her mind was racing as she put it all together. "The location of Flutter Valley is in our records. They are probably headed there right now."

"The Moochick said they move into an area, eat everything, and then move on," Paradise said. "Why would they go into Flutter Valley right now?"

Wind Whistler landed on the mushroom. "Because the flutter ponies are a threat. Arachnis and his horde just got out of a thousand years of imprisonment. Do you think he would let someone as powerful as the flutter ponies remain free? I know would not."

"But it's the flutter ponies," Fizzy said. "Surely they can handle these Arachnid Marauders."

"If what the Moochick told us about their shrinking spell is correct, the flutter ponies won't have a chance to use their power against them," Wind Whistler said. "We have to get to Flutter Valley as soon as we can. If we can make it in time, we can stop Arachnis and perhaps take back our piece of the Rainbow of Light."

"Then let's get going!" Fizzy winked out and then winked back in on the ground.

Wind Whistler flew down to the path through the forest leading out of the Mushromp and Fizzy galloped behind her. She did not know what they could do for the flutter ponies against this Arachnis. She just hoped they were not too late to do anything at all.