Meanwhile...

"Four different doors..." Cherry said. "I guess we could split up and meet back in the center if anything happens, like what Twilight and the other Mane Six did when Discord put them in a hedge maze before he reformed..."

"Yeah, what's the worst that could happen?" Drell shrugged in agreement.

With that, they all went into the different doors, going their separate ways. The doors seemed to shut and lock right behind them.

"Oh, sure, why not?" Atticus asked.


"Where am I?" Drell came into darkness, he then clicked a light on and saw a torn down basement area and he found himself in raggy clothes in a rather depressing state. "Oh, no, not here... Anywhere but here..."

"DRELL!" a sharp female voice called. "DO THE LAUNDRY! CLEAN OUT THE OUTHOUSE! SCRUB THE FLOOR! GET OFF YOUR FAT LAZY BUTT AND MOVE IT, MISTER!"

"Eek!" Drell scrubbed the floor nervously. "Yes, Mother! Oh, my,... We must be forced and subjected into our worst fears... Darn you, Ramsley!" he then shook his fist in rage.

"DRELL, THAT DOESN'T SOUND LIKE CLEANING TO ME, NOW MOVE IT!" Drell's mother's voice yelled.

"Yes, Mommy!" Drell whimpered and cleaned against his will as he started to cry out of fear and being overwhelmed.


"Hello? Is anybody here?" Atticus asked as he was looking around about to see if he could face his fear.

The light came on to show Atticus's worst fear.

"A-A thunderstorm." Atticus said out of fear.

There was very loud rumbling which seemed to vibrate all around the walls and floor that seemed to break open slightly. A giant splash whooshed over Atticus, but for some reason, he couldn't find himself to turn into a merboy and he appeared to be only slightly floating and he was grabbing his throat as he tried very hard to hold his breath.

'I-I've gotta over come this fear before trying to overcome my fear of thunder storms.' Atticus thought to himself.

This looked like a fate worse than death.


"Ow... My head..." Cherry rubbed her head and sat up. "I must've tripped when I came here..." She looked around, but didn't see anyone around. "Hello...? Where is everybody? Oh, good, a light switch." she then clicked on a light.

Atticus was shown in his Equestrian form as he was laughing with Twilight.

"Twilight, what're you doing here?" Cherry asked.

"Ugh," Twilight scoffed. "Why did you invite HER?"

"I didn't..." Atticus replied, narrowing his eyes before looking back to Cherry in anger and disgust. "Cherry, you know we're not friends anymore, I don't need you, now get lost!"

"Is there a problem here?" Mo walked over in her Equestrian form.

"Nothing, dear, Cherry was just leaving..." Atticus sounded like an exclusive snob.

"Hey, guys, what's going on?" Patch asked in his Equestrian form before seeing Cherry. "Oh, it's you..."

"Guys, what're you doing?" Cherry felt heartbroken. "I thought you were my friends!"

"Oh, please, we were never friends." Atticus scoffed.

Cherry knew Atticus long enough to know that he would never scoff at her. "You're,... You're not Atticus... You're just..." she glared with tears in her eyes.

"Just get out of here before we turn you into an orange or something." Twilight stopped her right there, putting her hoof up.

"Yeah!" Atticus, Mo, and Patch agreed.

"Fine!" Cherry growled, then wandered off and looked a little hurt and broken, showing she had a true fear of abandonment. "Oh, well, at least this can't get any worse than it already is." she then slammed against a glass barrier. "Huh?" she then put her hands up to feel glass and saw she was stuck in a jar. "HEY! Lemme out of here!"

"No way." Drell's voice smirked.

"Drell... Is that you...?" Cherry sounded fearful. "Let me out of here, I'm claustrophobic!"

"No." Drell said evilly.

"DRELL!" Cherry wailed.

Drell laughed at her misery as he carried her in the jar as it seemed to close down on her. Cherry wheezed and panted as the walls were closing in and she let out a horrified scream.


Mo looked around and clapped her hands which made the lights come on. She then looked around and found herself in what appeared to be like a fancy rich woman's house.

"Monique, dear, welcome home..." Sarah walked in with Si and Am at her sides as she forced a frilly pink dress onto the street urchin girl. "Today you will learn how to balance a book on your head... THEN YOU WILL PLAY WITH YOUR DOLLY!"

"Aunt Sarah, what're you doing here?!" Mo shuddered in disgust and fear.

"Teaching you a lesson!" Sarah told her.

"I don't live with you..." Mo backed up.

"You do now, your parents never loved you and I'm going to teach you how to be a proper young lady." Sarah seemed to scowl.

"Serving you right, Human!" Si and Am laughed wickedly as they nuzzled against Mo.

Mo screamed. "GET ME OUT OF HERE!" She then started to run away.

"Get her, my pets!" Sarah demanded.

The Siamese cats hissed and started to chase after Mo as she was in a living nightmare. Everyone was facing their fear, but they were having trouble with them.


Atticus struggled as he squeezed his eyes shut as he tried to think of his happy place while trying to think of a way to face his fear. He began to think of everyone he loved and cared about and where it seemed to be working. The storm seemed to fade away and a random drain appeared and the water was being washed away.

"Well, that worked..." Atticus smiled as he then shook himself dry like a dog, then looked around. "Now, there's gotta be a way out of here around here somewhere..." He then looked to see an exit door, he ran to it and it opened as he got to it and it closed and disappeared behind him once he walked through it.


Atticus then found himself in a jar and looked to see his best friend. "Cherry?"

Cherry was hyperventilating and having a panic attack due to her claustrophobia.

"Cherry, all you have to do is think happy thoughts! Think about your friends and family and also Drell being tortured." Atticus said.

"I-I don't know if I can..." Cherry gasped as she was sweating nervously. "I feel like I'm gonna have a heart attack."

"Cherry, it's the only way to get rid of your fear! Its weakness is your happiness!" Atticus told her.

"I have no happiness..." Cherry sulked.

"Yes, you do!" Atticus coached. "Just try to think happy thoughts!"

Cherry groaned, she shut her eyes as she was both suffering and trying to put his words into good use. And where it started to work as she began to remember all the happy memories she had with her family and the day when she first met Atticus and even started to think of Drell getting tortured. The walls seemed to break down and Cherry was shown to be out of a jar.

"Remember, you're my best friend and I'd never replace you." Atticus said.

That did the trick and soon, Cherry's fear had dissolved.

Cherry then hugged Atticus in silence as she seemed to have tears in her eyes. "Promise?"

"I promise." Atticus said as he hugged her back.

Cherry wiped her eyes. A door then suddenly appeared and opened up for them to exit.

"Come on, we gotta go!" Atticus told her and ran out the door with her.

Once they were out ,the door closed and disappeared after them.


Mo was shivering in a corner as she was in a fluffy pink room and was forced to be proper after being told that James and Elizabeth never loved her and she was forced to live with Aunt Sarah for the rest of her life with those annoyingly evil cats.

"MO!" Atticus's and Cherry's voices called out to her.

"Guys?" Mo opened her eyes and looked all around for her friends. "Guys! Where are you?"

Cherry and Atticus were a mouse and a dog and they scampered over to her feet.

"Oh, guys..." Mo recognized them even though they were animals now as she had tears in her eyes. "I've missed you so much."

"Mo, this is your fear, you have to fight it with happy thoughts." Atticus told her.

"It's the only way out!" Cherry added in with a slight squeak.

"H-Happy thoughts..." Mo told herself nervously.

"Monique, hold out your hands, you've been acting out!" Sarah firmly called as she walked over with a ruler in her hand.

"Quick, start thinking about happy thoughts and happy memories!" Atticus told her.

Mo tried to do that, trying very hard to concentrate. Aunt Sarah was about to beat Mo's hands with the ruler, but suddenly, Angel was shown and she did a high jump and tackled down Aunt Sarah and made Si and Am mew in fear and harm and they ran off. Angel barked savagely and chased them as the colors were deteriorating and she was protecting her young mistress from this nightmare.

"It's working, keep going, Mo." Atticus smiled.

Mo kept trying her best. Angel seemed to rip up all of the fabrics like a wild and mangy dog just to make Mo happy. Mo smiled as she felt relaxed now. Aunt Sarah, the Siamese cats, and everything else that was girly and annoying was gone, much to Mo's relief.

"Better?" Atticus smiled.

"I think so..." Mo smiled back. "Let's get out of here."

"Just gotta get Drell first." Atticus said.

"Do we have to?" Cherry asked. "I am curious though what his worst fear is."

"It would be his mother, I just know it." Atticus said.

Cherry laughed at that.


Suddenly, they were in Drell's fear and Cherry looked rather horrified to actually see Drell suffering from his cold and heartless mother.

"YOU'LL NEVER BE ANYTHING!" Maroot's voice yelled. "I DON'T APPROVE OF YOU HANGING AROUND HILDA SPELLMAN! I HAVE NO SON!"

Drell cried as he was doing laundry by hand instead of with magic.

"Drell! This isn't real! It's just your fear! You have to fight it with happy thoughts!" Atticus told him as they seemed to be separated from him by a chasm.

"Atticus...?" Drell looked around.

"Over here!" Atticus called out from the other side of the chasm.

"Atticus!" Drell whipped his head over.

"GET BACK TO WORK!" Maroot's voice yelled.

Drell squeaked and did more chores for his mother who could rival Lady Tremaine in the abusive chores department.

"Drell! This isn't real, it's only your fear! You have to fight your fear with happy thoughts!" Atticus, Mo, and Cherry called out.

"H-Happy thoughts...?" Drell asked.

"Think about... Umm... Uhh..." Cherry tried to think of something to cheer Drell up. "Think about Hilda!"

"Yeah! Think about being with her and spending the rest of your life with her!" Atticus and Mo called out.

"Hilda..." Drell whispered the witch's name that he was extremely fond of.

"DRELL, QUIT DAYDREAMING AND GET TO WORK!" Maroot's voice yelled.

Drell whined and cried as he got back to work. Mo looked up and saw a rope tied up chandelier hovering above them all.

"Sorry about this, Cherry." Mo said.

"What?" Cherry asked.

Mo cut the rope and made the chandelier fall on top of Cherry, but luckily, didn't kill the perky goth.

"OW!" Cherry yelped in pain. "Oh, the agony of it all!"

Drell started to snort and then laugh a little quietly.

"That's right, hearing or seeing Cherry in pain is his happiness." Atticus smiled.

"What...?" Cherry's eyes widened.

"Cherry, I'm sorry, but we're gonna have to make you suffer in pain for Drell to be happy." Atticus said as he helped his best friend up.

"You gotta be kidding me!" Cherry groaned.

"Would you rather like for Drell to be stuck in his worst fear?" Atticus asked.

"Hmm... Suffer from painful humiliations or let Drell suffer...?" Cherry held out her hands as though she were trying to balance the two, then shrugged. "Have fun living in your nightmare, Drell!"

Mo grabbed Cherry by her collar, spun her around and let go, making Cherry fly in the air and splat against the wall and slowly slide down. Drell started to laugh a little harder.

"Sorry about this, Cherry," Atticus whispered before reciting a spell and using it on Cherry. "'A little of this and a of that, Now let's see how you like being a cat'."

"No, please, I beg you!" Cherry begged before she mewed and was suddenly turned into a cat. "Meow~..."

Drell laughed out loud and fell back and clapped his hands together.

"'Some people like pets and some people like logs, But now let's see how you deal with five guard dogs'." Atticus recited another spell, making five Rottweilers, fully grown appear, growling at Cherry, looking they were going to chase her.

"Nice doggies..." Cherry stepped back.

The dogs growled louder and menacingly. Cherry screamed and ran as the dogs then chased her violently. This caused Drell to laugh so much that his fear was soon starting to disappear completely. Cherry was standing on a high top as the dogs barked and jumped after her. After Drell's fear disappeared, Atticus used two more spells to get rid of the guard dogs and to turn Cherry back to the way she was. Cherry panted and wheezed as her heart beat through her chest and she was sweating anxiously.

"Oh, Atticus, you saved me!" Drell hugged the boy nice and tight.

"Well, yeah, even if you do torture my best friend, which I hate that you do that, by the way, but it doesn't mean I want you to be tortured by your own fear," Atticus said before he smirked. "At least, not now."

"Oh, brother..." Drell bit his lip.

The door then came up and opened.

"Quick, to that door!" Atticus pointed.

Drell grabbed Cherry by her hand and pulled her with them as they ran out the door which then closed and disappeared after them and they appeared to be outside the mansion as it was pitch dark outside and had stopped raining.


"Are you kidding me?! All that running and we ended up outside the mansion?!" Drell complained.

"Better than being in there with the color pink and cats." Mo said before shuddering slightly.

"True, but we gotta find a way back in." Drell said.

"HEY! LET ME IN!" a voice yelled as a car alarm was heard.

"Uncle Jim!" Cherry called.