My Little Phantom Thief: Equestria Girls

by WhiteLightningWolf

After Joker and Morgana jump through a mysterious mirror found in Mementos, they find that it was a portal to another dimension, with a new high school. To get back home, Joker and Mona must change the heart of the Palace Ruler that resides there. Watch as Joker makes unlikely allies at Canterlot High, and fights daunting shadows to change the heart of one Sunset Shimmer.

5. Chapter 5

Wow it has been...uh quite a bit.

Sorry for the wait everyone, I know there's been requests for this to continue, and I've wanted to sit down and hammer this out, but here's the issue I've had. I haven't had any time to write.

Just letting you know I hate the idea of update chapters so that's why you didn't really hear from me at all...whoops.

My job over the summer worked me to the bone, and college is really hammering me with homework and other obligations outside of class, I was considering canceling this all together, but every time I got a positive review that people wanted to see this keep going, or that they just hoped that this series wasn't gone, I knew I couldn't just give up on it.

So here we are, after waaaay too long of a wait. Thank you to everyone for the words of encouragement even getting me to continue this story.

I won't keep you waiting any longer.

Disclaimer: I don't own any assets from the Persona series, or MLP, they're owned by ATLUS and Hasbro respectively. Also any shadows that are references to other series, I don't own those either

LET'S GET ON WITH IT!

Path of Adyeshach

What had been a few more mere minutes felt like an eternity for the rest of the Phantom Thieves. It had officially been longer than half an hour since Mona and Joker had leapt through this mysterious mirror they had found in Mementos. A few of the thieves were feeling anxious, and looked for a way to vent their frustration about their current predicament. Skull, Panther, and Noir had gone up a level to beat down any sorry Shadow that they came across. Oracle had also gone with them to provide buffs and navigation in case they somehow got turned around. This left the trio of Fox, who had decided to sit down and roughly sketch the scenery around him as a way to pass the time, Crow, who was idly staring at the mirror Joker and Mona went through with a hand at his chin, and Queen, who was leaning against a wall as she was lost in her own thoughts as she looked on at Crow.

She knew what Akechi was really up to, hell, they all did, but they couldn't do anything about it. Just looking at him was enough to make her skin crawl, this facade he's put on of a so-called "Hero of Justice", it sickened her to her core. She couldn't wait to expose him for the liar he truly was. Makoto was pulled out of her thoughts by the voice of the one she had been thinking about.

"Is something the matter?" Crow asked quizzically, bringing Queen back to reality. She noticed she had been staring at Akechi that entire time. "Sorry, I couldn't help but notice your gaze was directed at me." Akechi said with his casual smile, Makoto quickly tried to play it off.

"My bad, just a little on edge…first my sister has a palace, now this is happening to Joker." Makoto replied, not telling the whole truth. Akechi chuckled in response.

"It's a reaction I'm sure anyone would have in this situation." The young man said, making Makoto simply nod in response. Akechi's attention turns away from the mirror and back towards Makoto. "Joker must think quite highly of you to put you in charge until he gets back." This statement causes Makoto to sharply look back at Akechi in surprise as she thinks about it.

"I guess so…" Makoto responded, slightly unsure as to what Akechi was trying to get at. Crow then took a few steps closer to Queen.

"May I ask a question?" Akechi asked. Makoto simply raises an eyebrow at his sudden talkative mood.

"Go ahead, Crow."

"What do you find so endearing about him?"

Out of all the questions he could have asked, this one caught Makoto off guard the most. Before answering, Makoto had to make sure exactly what the question was about.

"About Joker?" She asked, to which Akechi nodded in response. Makoto puts her head down for a second, not just hiding a blush on her face, but also pondering on what the right words to say are. "Well, I guess the short answer is...he's dependable. He's always there for you when you need him, for anything. He's always willing to listen to our problems, to help us with them, anything you need him to do."

Makoto started to recall why she joined the Phantom Thieves in the first place, and how Akira was responsible for helping her become who she is now. "In one way or another, he's saved all of us from something. Ryuji and Ann from Kamoshida, Yusuke from Madarame, Haru from her father, and Futaba and I…"

"From yourselves?" Akechi said, finishing her sentence. Makoto gives a soft smile.

"Yes, from ourselves. Joker's taught us that we don't have to take our problems lying down. If we want things to change, we have to go out and make that change ourselves." Makoto finished, newly found confidence filling her eyes. "So there you have it."

Akechi starts to chuckle again. "I thought you said it was the short answer." The boy said, Makoto laughing along with him. "All jokes aside, it's astounding to hear the effect one person can have on others."

"What do you mean?" Makoto asked with a tilt of the head. Akechi slightly turns to the side as he recalls some memories.

"Through my own interactions with him, I had merely thought of him as a competitor at first, a way to show that I had the upper hand, but recently I found myself confiding in him in regards to personal matters. I found myself looking forward to our future meetings after each one." Akechi said, shaking his head with a smile on his face. Makoto couldn't help but be intrigued by this. Even though Joker knew about Akechi's plan, he still made time to hang out with him.

"Sounds like he considers you a close friend." Makoto replies. Akechi merely looks at her with an open mouth for a second, before a blank stare reaches his face.

"A friend...it seems so." The detective responds, the word sounding almost foreign to him. Akechi snaps back to his cheerful self again as he smiles at Makoto. "Well anyways, after all of this is over and the Phantom Thieves disband, I'm sure you two will be happy together." Akechi said, heading back towards the mirror. Makoto blushed again.

"W-What was that?"

"Don't think I haven't noticed how you look at him…" Akechi replies with a small smirk. "I am a detective after all." He said before walking towards the door that leads further into Mementos. Makoto looks over to Yusuke, who didn't seem to hear her conversation with the detective prince as he had still been sketching. She looks back towards the mirror and sighs.

'I hope you're ok in there, Joker…' Makoto thought to herself as she heard footsteps coming down the stairs from the floor above. She turned her head to see Skull, Panther, Noir, and Oracle who seem to be in a better mood after beating down shadows.

"Yo, what'd we miss?"

Sunset Shimmer's Castle - Library

Joker had to think of a plan, and fast. He, along with Mona, Twilight, and Spike watched as Sunset Shimmer's Shadow, along with a few of her guards, had the Elements of Harmony captive on the ground in front of her. Rainbow Dash and Applejack were at the front of the group, trying to protect the others, while Pinkie Pie, Rarity, and Fluttershy all kept to the back, Fluttershy looked like she was about to break down into tears.

"What are they doing here!? How did they even get here!?" Spike quietly exclaimed, slightly panicking at the sight of this world's Rarity in danger.

"Damn! They must have followed us to the school and were brought in when we used the Nav!" Mona replied, Spike and Twilight paid no mind to the foul language, their attention solely focused on the scene in front of them.

"A-Are we sure that they aren't a part of Sunset Shimmer's cognition, like Principal Celestia and Vice Principal Luna?" Twilight asked, hoping that her friends were safe in the real world. However, Mona had to break the bad news again.

"Why else would Sunset's Shadow call them intruders…" Mona replied, hating that he was most likely right. Twilight clenched her fist as she saw Sunset's shadow looking down upon her friends with an evil grin.

"We've got to save them!" Twilight exclaimed as she tried to move into the room, but Joker shot out his arm to stop her from going further. Twilight looked at the Phantom Thief in surprise. "What are you doing!?"

"Rushing in there is too dangerous." Joker simply stated. Twilight was about to argue, but Mona spoke up first.

"Joker's right, if we go in guns blazing they could end up getting hurt." Mona said to the Princess and baby dragon. Spike and Twilight gave each other a look of worry before nodding again to the two Phantom Thieves. Mona turned back to Joker.

"Well? Got any ideas?" Mona questioned as Joker looked at the scene in front of him. Three Shadows behind the girls, along with two shadows near a large staircase where Sunset's Shadow stood at the top.

'We'll need to take down those three at once so they don't hurt any of the girls. After that we should be able to take care of the two near Sunset, as long as she doesn't decide to join in the fight herself.'

As Joker thought out the plan in his head, he looked up to notice a large chandelier hanging above the girls and the three shadows. 'If I drop that, it could end up hitting the girls, so that's out of the question…' Joker looked to the side of the library to see a rolling ladder set up near a large bookshelf that seemed out of view from the guards. He then remembered a tool that Mona had given him when infiltrating Kamoshida's Palace. Joker put the plan together and smiled as he turned back to Mona.

"I've got an idea, you guys will know when to run in…" Joker told the group before dashing inside the door towards the rolling ladder. Twilight tried to reach out and stop him but Joker was too fast.

"Wait, what are you-" Twilight tried to say, but stopped once Joker was out of sight. The Princess then turned to Mona with a frown. "Is that normal for him?" Mona sighed at the question.

"You get used to it after a while." Mona replied with a shrug as they looked back through the door to see Joker's plan unfold.

Joker was able to quickly dash over onto the rolling ladder, out of sight from the guards, where he had a good view of the chandelier. He held onto his grappling hook from under his coat sleeve and waited for the time to strike. For now, he listened in on what was happening between the girls and Sunset's Shadow.

"Princess Sunset! We found these intruders right inside the main hall!" One of the Shadow guards behind the Elements yelled out to the palace ruler, who let out a slight maniacal laugh.

"Good work...Now, what do you all think you were doing barging into MY castle uninvited!" Sunset yelled out with the normal distorted Shadow voice. While Fluttershy seemed to cower more at her booming voice. Fluttershy meagerly spoke up first for the group.

"W-We didn't mean to intrude, we were just curious!" Fluttershy said, trying to be as polite as possible. However, Sunset's Shadow was more intrigued by Rainbow Dash, who seemed to be in the middle of a laughing fit.

"And just what do you think is so funny?" Shadow Sunset asked with a low growl in her voice. Rainbow tried to contain her laughter as she spoke.

"Pffffttt...YOUR castle! That's rich!" Rainbow Dash laughed, making the Shadow's anger grow more. Rarity then walked forward with a frown on her face.

"I don't know what's more insulting, the way these hooligan's manhandled me…" Rarity started, gesturing towards the Shadow's behind her. "The decor of this so-called castle…" She continued, pointing towards the rustic looking designs of the castle library. "Or how that dress definitely isn't your color…" Rarity finished, insulting the Shadow's regal outfit. "And don't even get me started on those contacts of yours…" She said, pointing to the Shadow's yellow eyes, that now have a lot more malice behind them due to the insults of Rarity.

"SILENCE!" Princess Sunset yelled out, making the girls jump back as the guards put their spears closer to the necks of Fluttershy and Pinkie Pie. "I don't know how you all can even stand next to each other after all those awful things you did to one another…" Sunset said with an obviously fake sorrowful tone. Applejack is the one to step forward this time.

"Now that's a lie and ya know it!" Applejack accused the Princess, this time it was Pinkie's turn to speak, wiggling around the guard's spear.

"Yeah! We know that YOU'RE the one who sent those messages, you big phony!" Pinkie screamed out. Then most surprising of all, Fluttershy had something to say.

"O-Once Twilight Sparkle wins at the Fall Formal, your rule over the school will be over!" Fluttershy called out, surprising everyone in the room with her boldness. Joker was proud of the resolve the girls had now that they were back together.

'Seems that "Magic of Friendship" stuff might have some merit…' Joker thought, but was pulled back to reality by Sunset's Shadow giving off a low growl.

"Twilight Sparkle...I should have known that the pretender to the throne would bring you all here…" Shadow Sunset slowly started to walk down the steps, emanating a menacing aura about her, causing the girls to back up a bit. "She is NOTHING without her "precious friends", and I'll prove that here and now! I'll dispose of you Elements of Harmony before you even have a chance to face me! Guards, execute them!" Shadow Sunset commanded, making the girls start to cower and the guards behind Fluttershy and Pinkie Pie started to raise up their spears. Applejack and Rainbow Dash tried to turn around and help but had quite a bit of distance to cover. Joker knew he needed to act now. He threw his grappling hook up onto the chandelier and started to swing down towards the action.

As the Shadows were ready to bring down their weapons and complete their orders, Joker's knife was quickly dragged across their necks, causing them to rear their heads back as they slowly dissolved into thin air.

The girls were surprised to see their captors instantly taken down in a flash. They looked in the direction of the assault to see Joker swinging up towards the ceiling with his grappling hook. Joker quickly recalled the grappling hook, flipped backward in the air, then came down in his classic stylish landing right down in front of the girls, facing down the two other Shadow guards and Shadow Sunset. Joker looked back to the girls, his steel gray eyes giving them a hopeful look through his mask.

"Is everyone alright?" Joker asked calmly, and by the tone of his voice, the girls immediately picked up on who their savior was.

"Akira!" They all yelled out happily, getting to their feet.

"You again!?" Sunset's Shadow yelled at Joker as the group that was still behind the door took that as their cue to run in. They rushed in past the girls and stood by Joker's side.

"Nice work, Joker!" Mona called out as he rushed forward, his saber already within his paws. Rainbow Dash seemed confused at the nickname.

"Joker?" Her confusion was interrupted by a scream from Rarity, who was pointing at the feline thief.

"It's a monster cat!" Rarity screeched, making Morgana sigh at the branding that he had received before.

"For the love of- I AM NOT A CAT!" Mona yelled back as he jumped into the air, putting his paws down in anger. Applejack and Pinkie Pie seemed to figure out Mona's identity fairly quickly from looking at his appearance.

"Wait a minute, is that-" Applejack started before Pinkie Pie jumped past her.

"Morgana! And he can talk!" Pinkie shouted with happiness. Fluttershy walked forward as she saw Twilight with her wings out ready to defend the others.

"Twilight? Is that you?" Fluttershy asked as she stared at Twilight's wings. Twilight and Spike turned around to give them a smile.

"You girls just hang tight, we've got this!" Twilight says with a smile, hiding her nervousness knowing that she and Akira would have to explain what was going on once they got out of there. Spike then turned around to face the girls (mainly Rarity), and gave them a thumbs up.

"Stand back while we whoop some butt!" Spike said before turning back around. Rarity leaned over to Fluttershy and whispered.

"Is it just me, or does Twilight's dog look more...scaly than before?" She asked, Fluttershy didn't reply as she seemed enamored with the fact that these animals could actually speak. The group of Joker, Mona, Twilight, and Spike looked towards the front to see a scowling Shadow of Sunset Shimmer.

"I should have known!" Shadow Sunset yelled out to the group. "You dare show yourselves here again!"

"You bet we dare!" Spike exclaimed as he pointed toward Shadow Sunset. "Now give Twilight the crown back!" Shadow Sunset simply laughed as she pointed towards the Element of Magic sitting atop her head.

"You're not in any position to make any demands, you thieves! The crown belongs to me! If anything, you'll be lucky if you even make it out of here alive!" Shadow Sunset yelled before looking down to the two guards left in the room. "What are you waiting for!? Destroy them!" She yelled at the guards, who slowly walked forward before changing forms. One of them changed into the same black canine with bone-like armor from before, the other one changed into a large, green, bi-pedal lizard that had multiple spikes protruding out of it's stomach.

"Anyone who is a threat to the Princess must be eliminated!" The reptilian shadow yelled out.

The girls behind Joker started to look in horror at the beasts that appeared before them, Rarity nearly fainted at the sight of the hideous monsters in front of her, but Applejack managed to catch her. Rainbow Dash got in a fighting position in front of Fluttershy, making sure that she wouldn't get hurt, while Pinkie Pie was sitting on a folding chair, shoveling handfuls of popcorn into her mouth as she was ready to enjoy the show.

"Where did she-?" Rainbow Dash started to ask, before being cut off by Applejack.

"Who knows?" Applejack responded as she brought Rarity back onto her feet. The group at the front readied themselves as the shadows got into a fighting position.

Joker watched as the lizard creature roared, sending energy to the canine monster, seemingly powering it up. The canine then started to rush forward. Joker shouted to the rest of the group.

"Watch out!" Joker yelled out to his team as the creature brought a clawed hand backwards and swiped towards the group. Joker, Mona, and Spike were successfully able to jump out of the way. Twilight however couldn't fly entirely out of the way in time as the claw of the beast caught her ankle. Twilight winced in pain as she floated back down to the ground as Spike came rushing to her aid.

"Twilight! Are you alright?" Spike asked the Princess. Twilight grabbed at her ankle and started to stand up, albeit she was a bit wobbly.

"I'm fine, let's just focus on beating these guys…" Twilight said as the other girls went forward to make sure their friend was ok. Joker looked towards Morgana as Twilight went down.

"Mona, heal Twilight, I'll get this guy!" Joker called out to his companion, who gave him a nod.

"On it! Remember Joker, that one is weak to bless attacks!" Mona said before running off towards Twilight. Joker stepped in front of the beasts in front of them and grabbed onto his mask, and with a smirk he called forth his other self.

"Persona!" Joker yelled out as he ripped off his mask, causing the signature torrent of blue flames to surround him as Arsène came forth with a menacing laugh. The rest of the Elements of Harmony stood by in shock what hovered before them.

"What the-?" Applejack started but couldn't find more words to describe what she was seeing.

"How fascinating…" Rarity said in awe of the frighteningly elegant Persona in front of them. Rainbow Dash quickly rushed in front of her to get a better look.

"Freakin' awesome is what it is!" Rainbow Dash exclaimed as Joker focused his attention on the beast in front of them.

"Take this!" Joker called out, casting Kougaon and sending the ray of light down onto the monster, who was too slow to avoid the attack and fell to its knees.

"Nice one, Joker!" Spike told the Phantom Thief, who turned around and gave him a smirk in response. Mona ran up to Twilight and called forth his own persona.

"Zorro!" Mona called forth as the famous swordsman appeared behind the feline, surprising the girls yet again.

"Morgana has one of those too!?" Pinkie yelled out with excitement, Fluttershy watched with wonder as with a flick of Zorro's rapier, the wound on Twilight's ankle closed up.

"Amazing…" Fluttershy said as Twilight got back to her feet, rubbing her ankle and feeling no pain to her own surprise.

"Thanks, Mona!" Twilight said to the cat as she flew upwards into the air, channeling her magic into her palms and shot two beams of magic right at the canine creature which was already down from the earlier attack. The attack sent the creature flying backwards and straight into a bookcase, knocking most of the books off of it, the shadow got back up on its feet, but Joker could tell it was weak.

"Are there any other amazing abilities they have that we didn't know about?" Rainbow Dash questioned after watching Twilight's display of power.

Almost right after, Spike rushed forward towards the canine creature, jumped up and sent out a wave of green fire breath. The creature reared its head up and gave a sharp screech as it disappeared, having been defeated. Spike turned back to the group with a cheeky grin on his face that had the rest of the girls cheering at the group effort, Rainbow Dash crossed her arms.

"I had to ask…" As the team turned their sights to the last remaining Shadow, Sunset's Shadow glared over in her soldier's direction.

"What are you oafs doing? I told you to destroy them!" Shadow Sunset yelled out. Causing the other shadow to slightly panic.

"R-Right away, your majesty!" The reptilian shadow responded as it let out a roar, Joker and the gang prepared themselves as one of the spikes that resided in the beast's chest shot out towards the Morgana, who jumped out of the way, but that led the spike to head towards Applejack.

As the spike shot it's way towards Applejack, Joker quickly dashed over to her position and grabbed her, pushing her out of the way of the spike as Joker twisted in the air, making sure that Applejack didn't hit the ground hard. As they skidded to a stop, Applejack shook her head, and blushed after looking at the position that she and Joker had ended up in.

"You alright?" Joker asked the girl, seemingly paying no mind to their position, as Applejack jumped off of the Phantom Thief and turned the other way.

"Y-Yup, Ah'm alright, sugarcube." Applejack answered. Rarity noticed Applejack's behavior and gave a smile. Joker got back up and looked back over to the fighting to see that Mona was rushing forward towards the Shadow with his saber in hand.

Mona jumped up in the air and swung his saber at the monster, in which his blade seemed to mostly scrape off of the scales of the shadow, doing minimal damage to it. Mona ran back to the group and turned to Joker.

"It's resistant to Physical attacks, gotta hit it hard another way!" Mona shouted, making Spike smirk and run forward towards the opponent.

"Leave this to me!" Spike exclaimed as he went forward and once again sent a bout of flames straight into the creature's face, which seemed to do slightly more damage than Mona's earlier attack. Spike stood still, puzzled that the creature didn't go down, and didn't pay attention to the clawed hand that was reaching out to grab him. But the claw was hit by another blast of magic. Twilight quickly flew down after firing her magic at the beast, carrying Spike out of the way as the shadow let out a roar of pain.

"Nice save, Twilight!" Mona called out as Joker made his way back to the group. The creature had been hurt fairly badly so far, but it was still showing no signs of stopping it's attempts to end the group.

"You pesky thieves will never leave here alive!" The shadow said to the group as it lifted it's head in the air, an energy starting to form around it's maw. Mona saw what was happening and warned the other.

"It's charging up something big! We need to take it down, fast!" Mona yelled out to the group. Twilight and Spike nodded as they went back to bombarding the Shadow with fire and magic. The shadow took all of the attacks and was still standing strong with the energy forming in it's mouth becoming brighter and brighter. Joker knew if neither he nor Mona could at least knock down the shadow, it wasn't going to end well for them.

"Witness my resolve!" Mona exclaimed as Zorro was summoned once again, this time sending a blast of wind towards the Shadow by casting Garudyne. The green blades of wind sliced the enemy all over its body, doing a considerable amount of damage, however the lizard was still standing. Mona cursed himself for not being able to finish it off, while Joker remembered a technique he learned by watching a kid by the name of Shinya Oda playing the arcade shooter "Gun About".

Joker grabbed his pistol from out of his coat pocket and dashed to the side, firing off a few bullets, before doing a flip into the air and firing off a few more rounds towards the creature's mouth. Joker's aim was perfect as he shot straight into the jaws of the Shadow, causing whatever energy was being stored to blow up in its face, knocking the creature down to its knees. Joker landed on his feet, grabbing his dagger again.

"Now's our chance!" Joker yelled to the team, who jumped up at the same time as him, rushing forward and hitting the Shadow with an All-Out Attack. The team of Joker, Mona, Twilight, and Spike simultaneously laid waste to the shadow, causing it to disappear after Joker landed on the ground and adjusted his gloves in his signature victory pose.

The girls were impressed by the show of power that the four had just put on, with Pinkie Pie jumping up and down in celebration of their victory. Sunset's Shadow growled at the thieves in front of her. Joker turned around and noticed the door to the main hall was wide open, allowing for their escape.

"Quick, let's get out of here!" Joker shouted out, making everyone turn their focus to the door and start sprinting out of there. Joker and Twilight lead the group towards the door, making it about halfway before they hear a shout from Sunset's Shadow.

"Oh I don't think so!" The palace ruler yelled, causing the group to be stopped in their tracks by another Shadow guard appearing in front of the door. They turned around to see that they had been surrounded by three other shadows, one in front of Sunset's Shadow, and two on both sides of the room. Joker, Mona, Twilight, and Spike all got in a circle around the girls in order to protect them. Shadow Sunset slowly walked down the steps, ending up on the same plane as the thieves. "Oh how cute, you're trying to protect them, hopefully you can protect them better than you protected your own Element." The shadow taunted, pointing to the crown on top of her head. Twilight grimaced as the girls looked at the shadow with confusion.

"Element? Does she mean that crown?" Rainbow Dash asked, not really expecting an answer. However, Fluttershy had a realization and gasped out loud.

"Wait a minute, t-that's the crown that I found o-outside the school…" Fluttershy told the group, causing Rarity to look at her with surprise.

"You mean the crown that Principal Celestia is using for the Fall Formal?" Rarity questioned, Fluttershy simply nodded in response.

"Then how in the hay did she already get a hold of it? The Formal ain't till next week!" Applejack yelled out as Sunset's Shadow gave off a hearty laugh.

"That's because it rightfully belongs to me!" The shadow ruler claimed which Spike quickly refuted.

"Rightfully? You stole it from Twilight!" Spike said to the "princess" who gave off a smug grin.

"That pathetic excuse for a Princess is nowhere near worthy of possessing such a treasure, seeing as she can't even face me alone, relying on the pieces of trash she calls "friends" ". She replied, directing her taunts towards the rest of the Elements, who obviously took offense to the comments.

"Hey! Who're you calling trash!?" Rainbow Dash yelled out in anger. Trying to rush forward, but Applejack held her back. Sunset glared at the girls as she spoke.

"The ones who turned their back on each other without a second thought…" Sunset's Shadow stated, a statement which caused the girls to look at each other with a sense of sorrow. "For such close friends to instantly go at each other's throats over a few emails and texts...It makes me wonder if you all were truly friends in the first place?" The shadow said, trying to demoralize the elements, which seemed to be working as most of the girls had their heads down.

"Stop it…" Twilight said softly, however the Palace Ruler kept going.

"Face it! You all gave up on one another, over a single incident, it was almost as if you were looking to ditch them. And because of what? A bake sale?" Sunset's Shadow said, calling out Applejack and Rainbow Dash specifically, who tipped her hat down in front of her face.

"Well Ah-" Applejack tried defending herself while Rainbow Dash turned to the side., but the Shadow moved on to her next victim.

"Or an auction?" The shadow moved on to Fluttershy, who had curled up into a ball and put her head on her knees. "Or even simple decorations?" Rarity and Pinkie Pie both gave each other a look of sadness.

"Stop it!" Twilight repeated, this time slightly louder as visible anger appeared on her face.

"If that's how easy it was to break apart your friendship the first time, it'll be easy to tear it apart once again…" Shadow Sunset finished, as Twilight curled her hand into a fist and a pink energy started to surround her, until Rainbow Dash stuck her arm out in front of Twilight to stop her.

"Rainbow Dash? What are you-" Twilight started before Rainbow gave her a look that told her "I've got this". Twilight backed up and Rainbow Dash walked forward.

"Maybe you're right, maybe our friendship wasn't as strong as we thought…" Rainbow said, causing a few of the girls to look at the jock with surprise and Sunset's Shadow started to wickedly smile, Joker and Mona looked at each other wondering where this was going. "We were best friends, but we all were driven apart so easily, and...I'm ashamed that we let that happen to us." Rainbow Dash said, putting her head down.

The group was shocked as Rainbow was the last person they expected to show genuine emotion here. The girl looked back up with a smile on her face as she stared down Sunset's Shadow.

"But we've now got a second chance at our friendship, and Twilight brought us together again with one purpose…" Rainbow Dash said, stepping forward and pointing her finger towards the Shadow. "Taking you down!" The sporty girl finished with a wide, confident smile on her face. With that, the tone of the room immediately flipped, the girls were smiling ear to ear with joy at their friends' statements. Joker and Mona both gave each other a smile. The Shadow of Sunset Shimmer's grin instantly turned to a frown.

"Why you worthless-!" The Shadow angrily shouted, however Applejack was next to interrupt as a faint light started to surround the girls.

"She's right, we might have been fools to turn our backs on each other, but YOU'RE the one who caused it in the first place!" Applejack added as she put her hand on Rainbow Dash's shoulder, the light around them starting to grow brighter. Rarity joined in as she stood next to Applejack, crossing her arms.

"We may have been weak before, but thanks to your little trick, we're stronger than ever!" Rarity claimed as she put her foot down. Joker and Mona started to notice the light forming around the girls and they instantly knew what was happening. Joker smirked as things were about to get way more interesting. Pinkie Pie was the next to bound forward.

"We're not gonna listen to you anymore, you big meanie!" Pinkie said, leaning forward to yell at the phony princess. Fluttershy was the last to step up as the light started to fully encompass the elements.

"Y-You've always picked on others you thought were below you, well we won't be bullied by you anymore!" Fluttershy finished with a surprising amount of confidence, the girls barely noticed that they were being lifted into the air. Twilight and Spike looked towards the girls as the light fully enveloped them and a transformation began, Sunset's Shadow did not look pleased at all.

"Oh not this again!" The shadow exclaimed as the guards surrounding the group all got in a fighting position.

"No way..." Spike said in disbelief at what he was seeing. Twilight looked closer and started to understand what was happening.

"Is this…?" Twilight started to ask, the princess then smiled as she noticed the changes happening to the girls.

As the light surrounded them, Applejack and Pinkie Pie had two pony-like ears sprout up on both sides of their head, and the same blue wave of energy ran down their hair that had been in ponytails, and made it grow even further, going past their torso, a change that reminded Joker of Twilight's own. They landed on the ground as Applejack and Pinkie Pie felt a new burst of energy rushing through them.

Rarity had most of the same changes as Applejack and Pinkie Pie, those being the ears of a mare, and the lengthening of her already long purple hair. One thing that was different was that Rarity had a blue energy coursing up and down her arms that looked very similar to Twilight's magic. Rarity landed with a simple elegance that made Spike start to drool over her new look.

Lastly, Fluttershy and Rainbow Dash had the same main changes that the other three had, however both Fluttershy and Rainbow Dash sprouted wings that had the very same color of their skin. Their wings weren't as big as Twilight's, but it seems like they were more adept at flying, as Rainbow Dash started doing circles in the air, leaving a trail of rainbows behind her, while Fluttershy hovered above the group. They all looked at their new forms with surprise and wonder.

"W-What h-happened to us?" Fluttershy asked the group, Rarity flipped her now longer hair back over her shoulder as she felt the magical energy coursing through her fingers.

"I don't have a clue, but it feels incredible!" Rarity replied as she channeled her magic into her palms, looking towards the shadows. Applejack stepped forward, looking towards the palace ruler again.

"Now partner...Ah'm not the violent type, but ya kept going on and on about how ya broke our friendship so easily…" Applejack started as she cracked her knuckles. "Now Ah wanna know how easy you break!" The country girl said threateningly as most of the Elements came to her side, with Fluttershy still hovering behind them, seemingly scanning the room.

"Guards! Eliminate them, don't let anypony leave here alive!" Sunset's Shadow ordered the guards as she turned up the stairs to leave, the guards main forms had disappeared already and they had turned into their true selves. Both guards at the sides of the room became the same black and white canine monster that they had seen before, the one in front of Sunset's Shadow was the same lizard-like creature that Joker had just beaten, and the one in front of the door turned into the same floating ball of ice that the group saw yesterday. Joker got towards the center of the group and started issuing commands.

"Alright everyone, we're gonna split into teams of two to take these guys out. Mona and I will take the one to the back. Twilight and Spike, you take the one on the right." Joker ordered as Twilight and Spike nodded before heading over to fight one of the canines. "You girls think you can fight?"

"Ah've been aching for one ever since that two-faced backstabber opened her mouth, Sugarcube." Applejack said, putting her fist into her hand. Rainbow Dash then flew down next to Joker.

"I'm ready to give these bad boys a test drive!" Rainbow referred to her wings. "Let's do this!"

"Good, you two take down the Shadow up front!" Joker told the two, who gave each other a high five before rushing over for their first battle. Joker then looked at Fluttershy, who shook her head.

"Oh I can't fight at all...b-but I think I can still help you out." Fluttershy told the Phantom Thief, who turned his head to the side. "I-I'm pretty sure that I can get a s-sense for their weakness." The soft-spoken girl finished, Joker then realized that her skills were much more suited to Navigation, like Futaba.

"Then keep to the skies and let us know if you see anything!" Joker said, causing Fluttershy to float up and keep an eye on the as he turned to the remaining two Elements. "Alright, Pinkie Pie-wait, where'd she go?" Joker and Rarity looked over to see Pinkie had already made her way over to the shadow on the right, as she was avoiding every attack that the creature was sending her way almost effortlessly. Joker sighed as he turned back to the stylist. "Care to help her out?" Rarity then started to walk past Joker towards Pinkie Pie.

"Of course, darling. However, you and Twilight have a LOT of explaining to do once we're out of here!" Rarity told the boy as she rushed off towards the fight between Pinkie Pie and the Shadow.

"Don't I know it…" Joker said to himself as he raced towards the door, where Mona had already been engaging in combat with the ice creature.

Mona's saber had been shaving off bits and pieces of ice from its side, and his wind skills didn't seem to have too much of an effect. Mona quickly turned back to see Joker take out one of his pistols and fire a few shots into the ice ball, dealing a good bit of damage. However, it wouldn't go down that easily as it shot out an icicle in the shape of a spear from its mouth. Joker and Mona dodged out of the way just in time as Mona turned to Joker.

"Remember, this guy's weak to fire! Got anything that can hit it hard?" Mona asked, making Joker think about the Persona's currently in his stock. Joker then remembered one that would work well here as he grabbed onto his mask and ripped it off.

"Cerberus!" Joker yelled out, calling forth the guard dog of the underworld, who's white mane and spiky tail gave him a rather fearsome look. Joker had the creature cast the fire spell Agidyne, causing a spout of flames to appear right beneath the creature and bring it down with a furious blaze. The creature sat still on the ground as Joker and Mona rushed towards it with pistol and slingshot in hand. The creature looked up into the barrel of the pistol and started to whimper.

"Stop! Please don't hurt me!" The shadow said, begging for it's life to be spared, and as Joker took a look at the creature, he recalled what he and Mona had talked about early in the morning.

"With your power to wield multiple Personas, I think we can gain an advantage in the Palace." Morgana had said to him. Joker looked towards the feline, who seemed to be thinking the same thing as he nodded at Joker to continue. Joker walked up, keeping his aim trained on the snowball.

"Then join my cause, and your life will be spared…" Joker told the shadow, whose eyes widened to the size of dinner plates as it floated upwards again.

"Yes, I'll gladly serve as one of your masks! You may call me "Glalie", I am you, and you're me." The shadow, now known as Glalie said, as it changed itself into a version of Joker's mask and flew towards his face. Joker gladly absorbed the creature into his mask with a smirk.

Gained the Glalie mask!

"You got a new mask, Joker!" Mona said to the boy, who turned around and gave his feline companion a nod, as he looked to see how the others were faring in their fights.

Twilight and Spike had gotten right to work on taking down one of the canine Shadows. Spike had been running between the larger creature's legs as a distraction so Twilight could easily blast it with bolts of magic. After a shot to the head caused the Shadow to stumble backwards, Spike went back to Twilight as the Princess looked down towards the dragon.

"Ready to finish this, Spike?" The pony princess asked her helper with a confident smile. Spike looked back up with a toothy grin.

"Let's light 'em up, Twilight!" Spike replied as he jumped into the air, with Twilight catching him with her magic.

With a few hand motions, Twilight started to spin Spike in the air, forming a magic sphere around him that had a few spikes of magic protruding from it. While Spike was spinning inside the magical bubble, Spike started to breathe flames in the sphere, creating a wheel of fire. Twilight threw the sphere towards the Shadow, causing the spikes on it to dig into the creature's bone-like mask, nearly splitting it in half. Twilight noticed the newly created weak spot and called out to her helper.

"Spike, Now!" Twilight yelled out as she caused her magic to dissipate, letting the wheel of fire that Spike had created in the sphere to blast forward onto the Shadow's face. The green flames seeped through the crack in it's mask, making the beast roar in pain. Spike continued to scratch at the shadow while Twilight flew underneath the Shadow's stomach and channeled her energy into another beam of magic that shot through the body of the beast, which faded away after another roar. Spike started to fall to the ground, and was caught in the arms of Twilight, who he gave a high five after the Princess set him down.

"Easy as pie!" Spike claimed while crossing his arms. Twilight looked back towards where Sunset Shimmer's Shadow had left from and started to grit her teeth together.

Seeing that their fight had been handled, Joker looked over at the other Elements to see how they were adjusting to their new power.

While Pinkie Pie and Rarity hadn't done a lot of damage to the shadow they'd been fighting to this point, it almost seemed like they had been toying with it. As the second canine shadow kept swinging its claws at the two, Pinkie Pie had been using her near endless energy to easily avoid the strikes while bouncing off the walls, and any attack that had been sent Rarity's way missed as she would use her new magic to teleport a short distance away from the Shadow's attack.

Fluttershy floated down next to them and looked over the Shadow they were fighting. After observing Twilight and Spike's battle with the same shadow, she called out to them.

"I-It's head is it's weak spot! Break that mask off i-if you can!" Fluttershy called out to her friends, Rarity nodded at the message.

"Break it's mask off…any ideas, Pinkie Pie?" She asked the pinkette, who was on top of the shadow's head, wearing a hard hat, safety glasses, and an orange safety vest while trying to drill into the beast's mask with a jackhammer, seemingly to no avail. Pinkie Pie then took off the construction uniform. Pinkie put a hand to her chin and began to think as the Shadow tried shaking her off. A lightbulb appeared above Pinkie Pie's head as she gave a big smile.

"I've got it!" Pinkie said as the canine grabbed her and threw her off of it's head. Rarity then caught Pinkie with her magic and made sure she landed safely. The shadow then swung another claw towards Rarity, however she had quickly cast a spell that created a shield in front of her that the claw bounced off of with an effect that Joker noticed was similar to Tetrakarn, as the creature ended up hitting itself.

"Well whatever idea you have, darling, I'd recommend trying it now!" Rarity yelled out as the Shadow started to recover. Fluttershy moved closer and started to focus her newfound power towards Pinkie Pie.

"Here, l-let me help!" Fluttershy called out as she tossed up a few green sparkles that fell down onto Pinkie Pie, powering her up while making her shiver. Pinkie Pie felt the energy wash over her, making her entire body shake.

"Ooooooh tingly!" Pinkie said in response. She quickly ran up towards a chair and stood on top of it, pointing a finger towards the Shadow as she let out a battlecry. "Attack!" And as soon as Pinkie yelled this, the ground started to shake as an army of duplicate versions of Pinkie Pie started to rush towards the Shadow. Joker and Mona couldn't believe what they were seeing.

"Just what is going on!?" Mona asked nobody in particular, Joker shook his head as a smile approached his face.

"I don't know, but whatever it is, it's working!" Joker responded, pointing towards the fight scene as the army of Pinkie's were piling on top of the Shadow as it tried to shake them off to no avail.

The Pinkie clones overpowered the Shadow to the point where all of its limbs had been pinned down, leaving its head wide open as Pinkie Pie pulled out a cannon from seemingly nowhere. Pinkie Pie quickly lit the fuse on the cannon and stuffed herself inside as she yelled "Party Cannon, away!" as the cannon went off, launching Pinkie towards the Shadows head, and as Pinkie Pie landed a heavy kick, the Shadow's bone mask cracked open.

Rarity smiled as she now had an opening. Channeling her magic into her palms, she slowly walked forward so she was standing in front of the Shadow being held down by Pinkie Pie and her clone army. Rarity placed one hand on the Shadow's chin and gave a smirk.

"It was fun while it lasted, darling." Rarity said as she finished off the Shadow with a blast of magic, making the beast fade away as Pinkie and her clones fell to the ground.

"She's incredible…" Spike said with a dreamy look in his eyes as he and Twilight watched on.

"Nice one, Rarity!" The real Pinkie Pie said, shaking off any dust on her. Rarity smiled then looked towards the Pinkie Pie clones.

"Why thank you, but what are you going to do about them?" Rarity asked. Pinkie Pie turned around and started to chuckle.

"Oh, them?" Pinkie started as she bounded towards her replicas while waving goodbye. "Thank you, Pinkies!"

"You're welcome, Pinkie!" All of the duplicate Pinkie Pie's yelled out in response as they all skipped towards the door, barely leaving behind any trace that they were there. Joker and Mona stood by in shock as the last of the Pinkie clones left.

"Y'know…I think they've got it handled." Mona said, still staring at the door. Joker chuckled as he looked back to Pinkie Pie and Rarity. The former was still jumping up and down, waving at her clones, while Rarity stood by looking on in disbelief.

Joker then turned his attention to the last two elements to see how they had been holding up.

Rainbow Dash and Applejack seemed to be holding their own against the reptilian shadow, but it also seems like they haven't been able to do too much damage. The Shadow swung its tail around to try and smash the two, but Rainbow Dash quickly moved out of the way in a rainbow streak, while Applejack was able to catch the tail and hold it in place.

While Applejack held its tail, Rainbow Dash flew forwards at an intense speed while kicking the Shadow in the stomach, which didn't seem to faze the shadow at all. Applejack let go of the tail and went in to punch the shadow's stomach, which once again seemed to do almost nothing. Rainbow Dash and Applejack backed up again as they avoided two spikes shooting out of the lizard's belly.

"Gah! Nothing's working!" Rainbow Dash cursed. Applejack looked back towards the speedster while stretching her shoulders.

"Keep tryin'! This thing's gotta have a soft spot!" Fluttershy heard the two and quickly flew over and quickly tried to analyze the Shadow. Fluttershy noticed that the lizard seemed to be tucking its head in to protect itself from any oncoming attacks, she quickly made the connection as to what it meant.

"The mouth! A-Aim for its mouth!" Fluttershy called out. Applejack looked towards the Shadow, and looked back towards Rainbow Dash.

"Alright, when Ah say the word, hit it hard!" Rainbow Dash looked back towards Applejack with a smirk.

"Got it, AJ!" She responded as she flew backwards, getting ready to attack. Applejack looked back towards the Shadow, who went to swipe the cowgirl with its tail again.

Applejack was able to jump over the Shadow's tail before rushing forward towards its body, but instead of hitting its torso, Applejack ran up and stomped on the toes of the lizard, causing it to rear its head and let out a sharp screech of pain. Applejack turned back towards Rainbow Dash and gave the signal.

"Get 'em, Dash!" After she was given the go-ahead from Applejack, Rainbow Dash sprung into action by using her speed to fly towards the side of the Shadow's head and give it a swift kick to the jaw, which sent the Shadow reeling, but Rainbow Dash wasn't done with her assault. Not even two seconds after the first kick landed, she sped back again and landed a kick to the other side of the Shadows mouth. She continued to do this over a dozen more times while Joker and Mona looked on in awe.

"I've never seen speed like that before!" Mona remarked as the streaks of rainbows going back and forth started to make his head spin.

"That's the fastest flier in Equestria for you!" Twilight replied, feeling nostalgic over watching Rainbow Dash's speed.

As Rainbow Dash kept delivering kicks to the jaws of the Shadow, she gave it one more shot that left the reptile dazed. She looked down to Applejack and called to her.

"Finish it off, AJ!"

"Way ahead of ya!" Applejack then moved to the creature's backside to grab a hold of its tail again. Summoning her newfound strength, she started to spin the Shadow while holding onto the tail. The force of the spin started to lift the Shadow up off of the ground as Applejack kept spinning it before reaching its maximum speed.

"Remind me to never make her angry…" Joker asked Mona with wide eyes.

"Noted." Mona replied as Applejack then let go of the Shadow after a few more spins.

"So long, partner!" She yelled out as the Shadow crashed straight into a bookshelf, completely destroying it and leaving a sizable amount of damage to the wall behind it. The Shadow then faded away as Applejack dusted off her hands and Rainbow Dash landed next to her.

"Way to go, Applejack!" Rainbow Dash exclaimed as she and Applejack gave each other a high five. The other elements came forward to congratulate each other on the victory. Joker and Twilight couldn't help but smile at the exchange, knowing what they all had been through because of Sunset Shimmer.

"Back atcha!" Applejack then turned her attention back towards the staircase. "Now to deal with that no good-" She said, starting to walk forward, but collapsed onto one knee. The other elements rushed up to see if she was alright.

"A-Are you alright?" Fluttershy asked, to which Applejack waved off their concern.

"Ah'm fine, just a little tired, that's all…" Applejack responded, while Rarity put a hand to her head.

"Now that you mention it, I'm feeling quite exhausted myself."

"Same here." Rainbow Dash said while leaning against a bookcase.

"I feel it too…" Fluttershy added on while stretching out her new wings.

"I'm not tired! Bring on more bad guys!" Pinkie Pie said while mimicking some martial arts poses. Rainbow Dash sighed.

"I'd be more worried if you were out of energy…" The speedster replied, stretching her legs on a nearby chair. Twilight, Spike, and the two Phantom Thieves walked up to the rest of the elements.

"We've seen this happen a lot, using your new power after awakening it is pretty exhausting." Mona explained to the Elements. "But I gotta say, you all were pretty impressive out there."

"That was awesome, you guys!" Spike complimented the girls, responding to the baby dragon with a smile. Spike turned back towards the door they came from. "But we should probably get outta here."

"But what about Sunset Shimmer?" Applejack asked.

"We'll have other chances to take her down, you all need to rest." Twilight told the group, which seemed to calm them down.

"Besides, I think we need to have a conversation…Right, Joker?" Rarity said with a slight accusatory tone on his nickname that made Joker cringe. He looked towards the other elements, who were giving him the same kind of look, all except Fluttershy of course. Joker sighed as he looked to Twilight, who gave him a somber nod, knowing they had to expose themselves.

"Right…we'll explain everything. Now let's go before any other Shadows show up." Joker responded. The group nodded as everyone turned around and went straight towards the exit. As soon as they were outside of the castle, Joker pulled out the Metaverse Navigator and quickly got the gang out of the Palace.

"Now returning to the real world from Sunset Shimmer's Palace, thank you for your hard work."

Canterlot High - Courtyard

After coming back from yet another trip to the Metaverse, Akira and Morgana had changed back into their normal forms, and with another quick check, he made sure everyone else had changed back as well. Almost all of the Elements, save for Pinkie Pie, had been huffing and puffing after high-tailing it out of the castle. Fluttershy then looked up to see that the castle had gone away and the school had been sitting right where it should be.

"W-We're back home!" Fluttershy said with joy, she quickly got up and took a deep breath, just breathing in the natural air seemed to be enough to make her calm after everything that just happened. Pinkie Pie had been spinning around as Akira could still see the black and red lines from the MetaNav deep in her eyes.

"Did anybody get that guy's plates?" Pinkie asked before falling flat in the grass. Akira then noticed Twilight and Spike checking in on Rainbow Dash and Rarity, while Applejack was looking green while sitting down next to the statue in the courtyard. Akira walked over to the cowgirl and kneeled down next to her.

"You ok, Applejack?" The boy asked. Applejack kept looking down with her head in her arms.

"Ah feel like Ah'm gonna throw up…" She replied, taking the hat off of her head. Akira gave a slight chuckle.

"Metaverse travel will do that to you." He said with a small smile. Applejack looked at him with confusion at the term.

"Meta-what now?" Applejack questioned, to which Akira shook his head.

"I'll explain it soon." Akira said, looking back over to Twilight, who seemed to hear what he said as she got up and looked towards her friends with a look of anxiety across her face as Spike, who reverted back to his dog form, had popped out of her backpack.

"I suppose we owe you all an explanation…" Twilight said to the Elements who all looked up and Twilight and Akira.

"We'll tell you everything, just not here. Is there somewhere private we could go? After those videos of Twilight came out, we can't take any chances of word getting out to Sunset Shimmer." He asked the group. Rarity stood up and spoke.

"I work as an intern at the Carousel Boutique, it should be closed by this time so we'd be alone." Rarity told the two. Akira looked towards Twilight to get her approval on the location, and after receiving a nod from the pony princess, they looked back towards the Elements.

"Sounds like a plan, lead the way, Rarity." With that, the group started to head towards the boutique, but Akira noticed that Twilight had a really anxious look on her face.

He assumed that Twilight was nervous about what the Elements would think about her, so he softly put a hand on her shoulder, which caused Twilight to slightly jump back.

"It's alright, they're not gonna abandon you." He told the princess, who dropped her head again.

"How do you know that? They barely know me…" Twilight asked, tears slightly welling up in her eyes. Akira smiled as he recalled his own experiences.

"Because you gave them a reason to hope again." Twilight looked back up at Akira, hoping he'd elaborate. "Before you came here, they were at each other's throats, they were alone. They didn't think they could do anything about Sunset Shimmer by themselves. But you brought them back together." Twilight was taken back by what Akira was saying and tried to rebuttal.

"Yeah, but they-"

"You heard them say it themselves! It's because of you that they found the strength to fight back against her! They told you that they'd help you beat Sunset Shimmer, and they aren't the type of people to go back on their word." Akira finished as Twilight wiped away the tears from her eyes, she couldn't help but smile.

"Thank you, Akira. I think I'm ready now." Twilight said looking forward again with a smile on her face.

"Then let's do this." Akira replied as they approached the carousel boutique.

Carousel Boutique

Rarity closed the door behind them as the group made their way into the blue building. Akira looked around and noticed all the different kinds of shoes, dresses, and blouses that were placed either on stands or mannequins around the shop. There were purple curtains that Akira could tell were used as changing rooms. Akira wondered if Rarity herself had made many of the clothes in here herself. But he didn't have time to ask as he and Twilight went towards the center of the room while Spike and Morgana stood by their sides. The other girls took seats on nearby chairs or loveseats Twilight's hands were already sweating so he decided to get things started.

"Well…I supposed you guys are wondering where you just were…?" Akira asked the girls, who all nodded simultaneously. "That was the Metaverse." Akira started, Morgana then jumped in.

"More specifically, Sunset Shimmer's Palace." The feline said, causing the girls to look Morgana's way in surprise.

"No way…" Rainbow Dash said with wide eyes. Fluttershy quickly ran up and laid down in front of Morgana.

"You really do talk!" Fluttershy said with an excitement that Akira hadn't yet seen. Morgana got slightly annoyed.

"Of course I can talk!" Morgana yelled out, while Spike got a little jealous of the attention.

"Well what about me?" The canine asked, which made most of the girls do a double take.

"Your dog can talk too?" Rarity asked with surprise. Twilight simply rubbed her hand behind her head in embarrassment.

"We're getting side-tracked!" Morgana yelled out, making everyone move back to their original spots before he continued. "The Metaverse is a world made from people's cognition, and when they have strong enough desires, they can manifest a Palace in a real world location." Morgana stated to the group. Akira then continued on.

"And since Sunset Shimmer has become obsessed with winning Fall Formal Princess and keeping her hold on the school…" Akira hoped one of the girls would be able to pick up on it, and after a few seconds, Applejack was able to come to the conclusion.

"That means the school became her Palace!" Applejack stated, Akira smiled and pointed her way.

"That's right."

"Wait, wait, wait…So Sunset Shimmer made that castle!?" Rainbow Dash asked, with a trace of fear lacing her voice.

"Not quite. Sunset Shimmer doesn't even know that her Palace exists." Akira replied, causing a bit of confusion to go through the girls.

"But we saw Sunset Shimmer inside! She had the glowy eyes, and the crown, and the "Destroy them!" Pinkie Pie said in response while mimicking the shadow.

"That wasn't the real Sunset, it was her Shadow. It's how she views herself in that world, as a Princess." Morgana added.

"S-So the real Sunset doesn't know any of that h-happened?" Fluttershy questioned, to which Morgana nodded his head.

"Right." Morgana answered, which led to more questions.

"Hold on, darling, if that's true why did you all look different in the Palace then?" Rarity asked, which allowed Pinkie to follow up.

"*gasp* Are you guys Shadows too!? Wait, but then we changed too…are none of us even real!?" Pinkie started to panic, Akira quickly raised his hands to calm her down.

"Um no, we're all real Pinkie." Akira started, but he knew he had to rip the bandage off. "And the reason we looked different when we were in there is…we're not quite who you think we are." This statement definitely got the girls attention.

"What do ya mean by that?" Applejack asked. Akira turned to Twilight as he thought she should explain first, since her situation is more dire than his.

"Well, we're not exactly from here…" Twilight took a deep breath as she prepared to reveal everything. "You see…I'm-"

"You're from an alternate world, and you're a Pony Princess there and that crown actually has a magical element embedded in it that helps power up other magical elements and without it they don't work anymore and you need them to protect your magical world, and if you don't get the crown SOON you'll be stuck in this world and won't be able to get back for like a really really long time!" Pinkie Pie said with a wide smile on her face. The four at the center of the room collectively had their jaws drop as the others looked at Pinkie with doubt.

"Yeeeaaahhh, I'm pretty sure that isn't the reason…" Rainbow Dash replied with an eye roll.

"Nope, she's pretty much spot on." Spike said matter-of-factly, this made Rainbow Dash do a double take.

"Wait, what?"

"Yup, all true! And where I come from, I'm not even a dog!" Spike responded proudly as he stood up on his hind legs. "I'm a ferocious, fire-breathing dragon!" Everyone stood still, except Fluttershy, who seemed quite interested in the development. Twilight then looked in Pinkie Pie's direction.

"How did you know all that?"

"Just a hunch!" The partying pinkette replied. Akira simply facepalmed at the explanation. Applejack then turned her attention towards the boy.

"Akira, are you a pony as well?" Applejack asked, leading Akira to chuckle since that's a question he never thought he'd hear.

"Actually, no. We're a little bit different case…I'm actually-"

"You're from a different alternate world, where you were framed for a crime you didn't commit, so you had to move towns where you found out you could enter the minds of bad guys and make them confess their crimes by stealing treasure from their Palace to change their heart, so you became a Phantom Thiefusing the power of your Personas to fight Shadows stop the bad guys from hurting other people. And you guys are stuck here and can't go home until you change the heart of Sunset Shimmer!" Pinkie interrupted again with a large smile. Akira and Morgana stood in disbelief until Akira confirmed the story.

"Yeah…what she said." Akira's confirmation left another state of disbelief in the girls.

"Did she say "Phantom Thieves"?" Rarity asked once again. Morgana then stepped forward.

"That's right, you're looking at the Leader and Metaverse Expert of the Phantom Thieves of Hearts!" Morgana said proudly, before looking towards the girls again. "And let's be clear on something. I am not a cat! I'm a human, just like Akira!" This admission by Morgana confused Fluttershy, who looked up to Akira for confirmation. Akira laughed it off.

"It's a long story…"

"Wait a minute…let me get this all straight." Applejack started, pointing towards Twilight. "You're a pony?" Applejack asked, Rarity chimed in before she had a chance to answer.

"You're a princess?" The fashionista said with awe. Pinkie Pie then popped up and looked towards Akira.

"YOU'RE a Phantom Thief!?"

"And you're both from different worlds?" Fluttershy asked, once the two were sure there were no more questions, they looked to each other, then back to the girls, and gave a few embarrassed nods of confirmation. Rainbow Dash gave the two a blank stare.

"That is…" Twilight and Akira braced themselves for a negative response, however Rainbow Dash's face grew into a smile. "Awesome!" The jock exclaimed as the Elements all formed a circle around the two, asking various questions.

"What's it like being a princess?"

"What was that thing you summoned after taking off your mask!?"

"Are dragons common in your world?"

As the bombardment of questions came in, Akira smiled towards Twilight, who was beaming at her friend's acceptance of her. Akira wanted the merriment to continue, but he knew they needed to discuss what would happen going forward.

"We'll answer your questions later, but there's still more we've gotta talk about." Akira told the girls, who backed away. Morgana then joined in.

"We have a theory to the question of why you looked that way and why you all changed." Morgana started before looking in Twilight's direction.

"In my world there are pony versions of you all too, they're my best friends…" The other girls smiled at the discovery knowing that they're friendship seemed to cross worlds. "And when I first entered the Palace and confronted Sunset Shimmer, I was able to reawaken some of my power when I accepted who I really was!" Twilight said with excitement.

"And since our world is more parallel to yours than Akira and Morgana's, we think that when you all accepted yourselves and each other, you awakened the powers of our world's Elements of Harmony!" Spike finished the explanation, intriguing the girls.

"Coooooooool!" Pinkie Pie responded, while Applejack raised an eyebrow.

"Elements of Harmony? What're those?" Applejack asked Twilight. The princess walked forward towards the girls to show them.

"The Elements of Harmony are the six components of the most powerful magic in my world, the Magic of Friendship!" Rainbow Dash couldn't help but chuckle at the name, so Twilight continued on with her explanation. "And you guys each represent one of the elements!"

First, Twilight walked over to Fluttershy, Rarity, and Pinkie Pie.

"Kindness, Generosity, Laughter…" She then moved to Rainbow Dash and Applejack. "Loyalty, Honesty…" Twilight then pointed to herself. "Magic!". After Twilight finished listing off the Elements, the girls seemed to agree that they all made sense.

"So we think that since this world is parallel to Twilight's, the powers of the Elements still exist here, and that's what you all awoke in the Palace, along with those pony-like forms." Morgana stated to the girls. "But since you awakened your powers only in the Metaverse, you can only use them there."

"I was wondering what happened to our cute little ears back there!" Pinkie said, rubbing the spots on her head where their pony ears were. Rarity ran a hand down her hair.

"That would also explain the magical hair extensions that we had there, they looked quite nice if I say so myself."

"And those wings! I've never felt that much of a thrill before!" Rainbow Dash jumped up and down before looking back at Twilight. "So we have those kinds of powers in your world?" Twilight nodded at the question.

"Yup, and the power of the Elements of Harmony make them even stronger. But my Element…" Twilight started to say before turning to Fluttershy. "That crown you found was the Element of Magic, it ended up here after Sunset Shimmer stole it from me and I have to get it back before midnight of the Fall Formal! Sunset told me that something happens when you bring the Element to a different world…"

"But it can't be anything good, that's why we need to get it back." Spike chimed in for Twilight. "And the original plan was just for Twilight to win Fall Formal Princess…"

"But then we showed up." Morgana referred to Akira and himself. "And since Sunset Shimmer's desire to win the crown has become distorted enough to create a Palace, that distortion is keeping us from going home."

"So we can't head back until we change her heart." Akira finished the thought.

"Well how do ya go about doin' that?" Applejack asked, to which Morgana happily explained.

"We go into her Palace and steal her treasure at the end. Once we do that, the Palace will disappear and she should confess to all of the bad things that she's done."

"Oooooh! So it's like a dungeon crawl game!" Pinkie Pie said with her usual joy. Akira and Morgana looked at each other and shrugged.

"More or less. But the Shadows don't make it easy, and the Palace rulers usually don't go down without a fight…" Akira added. Twilight then picked up Spike and walked closer to the Phantom Thieves.

"Spike and I have already agreed to help them steal Sunset's treasure since they're helping me win back the crown." Twilight told the group as Spike got an idea.

"Maybe you guys can help too!" Spike exclaimed. Akira wanted to ask them the same question, but didn't want to spring it on them, but it was too late for that now. Akira turned his head back to the girls, who seemed to recoil in surprise from Spike's request.

"You don't have to if you don't want to, but we would really appreciate your help-"

"Say no more. I'm in!" Everyone looked towards Rainbow Dash in surprise. Rainbow gave them all a smirk. "What? A chance to use cool powers, kick some butt, AND teach Sunset Shimmer a lesson? It's at least twenty percent cooler than what we're doing now." Akira tried to make sure the girl knew what she was getting into.

"Are you sure about this, Rainbow Dash? It's gonna be pretty dangerous…"

"Well they don't call me Rainbow "Danger" Dash for nothing!" She said with another smirk before walking up to Akira and giving the boy a fist bump. Twilight gave her a smile of gratitude as she looked back to the other Elements to see their reaction. Pinkie Pie was the next to jump up.

"I'll help too! Twilight and Aki are our friends, and a friend in need is a friend indeed!" Pinkie Pie stated while patting both Twilight and Akira on the shoulder. Applejack stood up and walked forward.

"Akira and Twilight have only been here a few days, yet they've helped us out quite a lot." Applejack then turned around to face Rarity and Fluttershy. "Ah think it's time we repay the favor!" Applejack said, making Akira give a wide smile.

"Thanks, Applejack."

"Don't mention it, Sugarcube." Applejack replied with a side smile, though Akira could tell there was more she wanted to say. Fluttershy stood up and went towards Twilight.

"Y-You both helped to make us all f-friends again, and h-helped me to learn to not take S-Sunset Shimmer's abuse anymore…I'll help however I can!" Akira was very impressed with the resolve that the timid girl showed, but his heart melted when Pinkie Pie ran forward and enveloped Fluttershy in a big hug, which the animal lover quickly returned.

Akira then looked back to Rarity, who had a hand on her chin as she watched the display of friendship unfold.

"What do you say, Rarity? Are you in?" Akira asked, holding his hand out, making everyone else in the room anxiously await her answer. Rarity thought about it for a second, but a smile couldn't help but reach her face.

"Well, someone has to make you all don't do anything too risky…" Rarity replied as she shook Akira's hand, sealing the deal. Pinkie Pie once again squealed and rushed to hug Rarity, wrapping her in a bear hug that kept her from breathing, while the other Elements simply laughed at Pinkie's antics.

After Pinkie let go of Rarity, Akira took his chance to address his new comrades.

"Then we have a deal…" Akira said while adjusting his glasses. "Welcome to the Phantom Thieves." With Akira's official invitation, all of the girls sent a smile in his direction, except Pinkie Pie, who was throwing confetti in the air. He looked back to Twilight, who gave him a nod of approval with teary eyes.

'The girls agreed to help us get home…'

CONFIDANT ACQUIRED - Elements of Harmony: The Star, Rank 1

With the quick celebration over, the girls got right to business.

"Alright then "Leader", what's the plan?" Rainbow Dash asked as the newly inaugurated Phantom Thieves huddled in close. Akira smiled as he moved into the huddle.

"Tonight you guys just need to get some rest, we need you all in top shape if we wanna get through the Palace, but this doesn't mean we can stop our campaign for Twilight to win at the Fall Formal." Akira told the group, before looking at Rainbow Dash and Fluttershy. "Fluttershy, Rainbow Dash, you two still plan on writing that song?" The leader asked the two fliers of the group. Fluttershy gave a soft smile.

"Yes, o-of course! We'll write the lyrics t-tonight!" Fluttershy replied, a feeling of hope very much apparent in her voice.

"Good, bounce them off of us tomorrow and we'll see if there's anything to add or change." Akira nodded to the two, Rainbow Dash started to lean on Fluttershy's shoulder as Akira looked towards Pinkie Pie.

"Pinkie, when do the students start voting for Fall Formal Princess?"

"The day right before the dance!" The party planner stated, Akira gave a sigh of relief.

"And that's next friday, so we've got time. So we can really put our focus during the day towards changing the students' narrative of Twilight. Let's try and get that flash mob going this friday." Akira said, looking towards Rarity.

"Can do, darling!"

"As for the Metaverse, we don't know how big Sunset's castle is. Let's go into the Palace after school tomorrow so we can investigate as much as possible." Akira asked the group of girls, who all nodded their heads. "We should also share our contact info so we can plan things ahead in a group chat. I'll relay anything important to Twilight since, y'know…" Akira gestured to Twilight, who didn't have a smartphone, nor would have any clue how to use it "Sound good? Let's get to work tomorrow." Akira finished as Pinkie shoved her hand in the middle of the huddle.

"Phantom Thieves on three!" Pinkie shouted, making the girls put their hands in the middle one by one, even Spike put his paw into the circle, leaving just Akira and Morgana. Morgana shrugged as he put his own feline paw into the huddle, while Akira laid his hand on top.

"Alright. One, two, three!"

"Phantom Thieves!"

Sweet Apple Acres - Night time

The group went their separate ways for the night. Twilight went back to the library, Rainbow Dash went with Fluttershy to her house to help write the song for the flash mob, while Pinkie Pie and Rarity stayed behind at the boutique to clean up the confetti that Pinkie threw in celebration. Applejack and Akira had gone back home for the night, and after a great fruit salad dinner courtesy of Granny Smith, Akira had decided to get ready for bed.

He noticed that Applejack had been relatively quiet on the way home and during dinner, despite the revelations that she discovered today. He knew he should talk to her at some point. As Akira got dressed in his pajamas, Morgana stretched out his back on the dresser.

"I'd call that another successful day, wouldn't you Akira?" Morgana asked his best friend, who sat down on the bed, taking his glasses off.

"You could say that." The boy replied with a chuckle. Morgana jumped off the dresser and landed next to Akira on the bed.

"I mean, not only did we reunite the Elements of Harmony, we also got them to help us out in the Palace! Maybe this world isn't so bad after all…" Morgana said, curling up next to Akira's side.

"You're just saying that 'cause Granny Smith keeps making food for you." Akira joked, getting a sneer from the feline.

"Hey! It's not my fault the woman has a heart of gold! Granny and Boss would get along well." Morgana said, referring to their caretaker Sojiro. Akira looked out the window and wondered how much time had passed back home, if Sojiro had noticed his absence, but Akira was pulled from his thoughts when he noticed someone outside near the apple trees. After a closer look, Akira was able to identify the person as Applejack.

It looked like she'd gone out to pick some apples and when there was an apple she couldn't reach, she'd kick the base of the tree, making the apples fall down. Akira knew if there was any time to talk to her, it would be now. Akira got out of bed and put his shoes on, confusing Morgana.

"Where are you going? Aren't you tired?" Morgana asked, ever since Akira learned of the amazing massages that Ms. Kawakami would give him that would wake him up, Morgana learned to stop trying to force Akira to go to bed.

"I'll be back in a few, I just got to talk to someone quick." Akira replied, putting on his blazer and leaving the room. Morgana raised an eyebrow and looked out the window. After noticing who was out there, Morgana shook his head.

"How does he do it…?"

Sweet Apple Acres - Orchard

Akira walked out of the house and saw Applejack standing next to one of the apple trees, seemingly catching her breath after bucking a few apples off of the tree. Akira smiled at the girl's determination as he walked over and picked up one of the apples on the ground.

"Need a hand?" Akira said to Applejack, who hadn't realized he was there. She jumped back and nearly swung his direction. But upon realizing who it was, Applejack put her hands on her knees.

"Akira, don't startle me like that!" Applejack replied, lightly hitting him in the arm as he laughed.

"Sorry, I couldn't help myself." He continued to laugh, Applejack eventually joined in as she took the apple from his hands. "Besides, I wanted to see what you were doing out here. It's pretty late y'know." Akira said, making Applejack look down towards the grass, her hat covering her eyes.

"Ah know…Ah guess Ah've just had a lot to think about today…" Applejack replied, Akira figured she had to have had a lot going through her mind.

"I'm willing to bet I caused most of it." Akira slightly chuckled, and Applejack couldn't help but find his laugh contagious. After a few more seconds of laughter, Akira wanted to know what was up. "So what's on your mind?" Akira sat down at the base of the apple tree, inviting the cowgirl to sit next to him, an offer she hesitantly accepted.

"Well, Ah guess at first, Ah was thinking how big of an idiot Ah've been…" Applejack said, making Akira tilt his head in confusion and slight annoyance.

"Applejack…"

"Ah was just thinkin' that maybe that was right. Ah gave up on Rainbow Dash so easily, yet we didn't even talk to each other about what happened. It also made the other girls have to pick sides, which should have never had to happen, if only Ah looked before leapin', our whole fight could have been avoided!" Applejack finished with her head down. Akira placed a supportive hand on her shoulder.

"You can't beat yourself up over it, Applejack. Even if you and Rainbow Dash talked it out, Sunset Shimmer would have kept trying to separate you all." Applejack turned her head towards Akira to see the determination in his steel gray eyes. "If anything, your friendship with Rainbow Dash has only come out stronger because of it. Like I told you this morning, if you keep fighting, everything will turn out like it should." Akira and Applejack held their position for a few seconds before Applejack turned away with a blush on her face.

"Ya know, you're pretty good at this whole advice thing…" Applejack told the Phantom Thief, who chuckled in response.

"So I've been told…" He replied, letting his hand go off of Applejack's shoulder. As soon as his hand left, Applejack felt a tinge of sadness, so she scooted closer to Akira to make up for it.

"Can Ah be honest with ya, Akira…" Applejack said, taking her hat off and putting it next to her side, giving Akira a nice look at her wavy blonde hair as the wind started to carry her ponytail.

"Go ahead, It's your element." Akira joked, making Applejack laugh a bit.

"That's gonna take a bit getting used to…" Applejack responded as she looked back into Akira's eyes.

"So what else were you thinking of?" Akira asked, making the country girl pause for a second, looking down again.

"Ah realized that since you're from a different world, and the whole point of goin' into that Palace is to get you home…Ah just realized that you wouldn't be stayin' here." Applejack said with dejection, Akira tilted his head again.

"Yeah…?"

"And after the Fall Formal's done, Ah may never see ya again…" Applejack finished. Hearing this surprised the boy quite a bit. "Ah know we haven't known each other for very long…but you and Twilight have changed my…no, all of our lives in a few short days!" Applejack then turned her whole body to face Akira. "Ah guess what Ah'm tryin' to say is, Ah'll miss ya." Applejack finished, looking at Akira who had a shocked expression.

Akira wasn't quite sure how to respond. He's had people pour his heart out to him before, but not because of him. He's always had to help others come to terms with their own troubles and strife, he's never really had the focus shifted on him. Akira smiled as he said the first thing that came to his mind.

"Never say never." Akira responded, making Applejack's expression change from one of sorrow, to one of confusion.

"Huh?"

"You never know if we'll see each other again, the portal that brought me here seems to go two ways. As long as there's no other distortion preventing it, hopefully I'll be able to visit from time to time." Akira said, turning his body towards Applejack as well. "Who knows, maybe if the Phantom Thieves need more firepower in my world, I'll give you a call." Akira told the girl with a wink, which once again caused Applejack to blush.

"W-Well, if ya ever need me, Ah'll come runnin'!" Applejack replied with a smirk. Akira flashed one of his own Joker smirks to her.

"Right back atcha'." He said as they both went to stand up. "Are you feeling any better?" The boy asked, to which Applejack looked towards Akira, and quickly pulled him into a hug, surprising the Phantom Thief.

"Yup, much better, Sugarcube!" Applejack responded, giving Akira a light squeeze, which he ended up returning.

'I feel like my bond with Applejack is growing deeper…"

CONFIDANT RANK UP - Applejack: Strength, Rank 3

Once Applejack and Akira let go of each other, Akira looked back at the house.

"Well, it's pretty late out. Should probably get some sleep." Akira said as Applejack put her hat back on.

"Ah suppose you're right, Ah feel like Ah'm pulling a bag of wet sand through molasses…" Applejack joked, making Akira laugh as they head inside the house. After walking up the stairs and reaching each other's rooms, they stopped to say goodnight.

"Well, I should get to sleep, Morgana's probably wondering what's taking so long."

"Me too. Goodnight, Akira. Sleep well!" Applejack said as she went into her bedroom.

"You as well." Akira replied, turning around and heading into his room. When he walked inside and took his shoes and blazer off, he noticed that Morgana was still curled up as he made snoring sounds.

Akira rolled his eyes at the cat as he was able to climb into bed without touching Morgana as he turned over on his side and started to fall asleep.

Morgana opened one eye to look at the boy sleeping next to him, he shook his head knowing what he saw.

'Taught him everything he knows…' Morgana thought to himself as he and Akira drifted off to sleep.

Canterlot High School - Courtyard: 1 Hour ago

"Are you sure that's what you saw?" Sunset Shimmer asked two boys, one of them had blue skin and was wearing a black t-shirt with a pair of scissors on them, the other had orange skin and wore a green jacket with a snail on it.

"We're for real! We swear!" The one with the scissors shirt, known as Snips said.

"Twilight and that new guy got all them girls to talk, and now they're all friends again!" The one with the snail jacket, simply called Snails added on. Sunset Shimmer gave a low growl of anger, which caused the two to back up slowly.

"And you two idiots didn't decide to tell me sooner!" Sunset Shimmer yelled out, making the boys curl up into a protective bass as she looked towards the statue out front of the school, where the portal to Equestria stood. She walked towards it and looked at her own reflection as she started to give a monologue.

"This is gonna be harder than I expected. Twilight alone, I could have dealt with, but that Kurusu guy has been a thorn in my side the moment he showed up. If he's helping Twilight Sparkle, I'll need to get rid of him somehow…" Sunset Shimmer said as she examined her reflection. She flipped her hair with a smile, as a plan started to form in your head. Snips and Snails got back up.

"Have you got an idea, Sunset?" Snips asked as Sunset kept looking at her reflection and gave an ominous glare.

"Well I don't need to "get rid of him", I just need him to play for the winning team here. And I have yet to meet a guy in this world who can resist a pretty face." Sunset said, as she started to give a lightly ominous laugh as she put her hands on the statue, causing a ripple on the gateway to Equestria.

"Soon, Celestia…Your kingdom will belong to it's rightful ruler!"

ANNND DONE

Gosh I'll never get tired of typing that. And hopefully I'll keep getting to.

Like I said the reason this took so long is that my college work has had me booked. Have you ever taken a Music Theory class without having any prior knowledge before, spoiler alert, it ain't easy. I was only able to crank this out from the few times I had nothing to work on, and I finished it over my winter break.

But one thing I learned from the last chapter, don't cram everything into one chapter! Cause this was light work compared to the last one, and this is the kinda length I hope to average for the future chapters.

I'm gonna get started on Chapter 6 ASAP so hopefully I won't be trying to write it while swamped with work in the second semester. And if you could tell I'm trying to get all the stuff that's already in the Equestria Girls movie out of the way so the future chapters can be mostly Akira/Joker ranking up Confidants and exploring Sunset's Palace.

Once again, thank you to everyone who left a review or message saying you wanted this story to continue, you guys are the ones who kept me going. Hard to believe it's been over a full year since this story actually started. But the readers are the reason I keep coming back.

See ya next time (which hopefully won't be next winter.)