Little Bear was outside Twilight's castle. He was searching for leaves that fell from trees, he found two light green, two yellow, one red, and one orange, those leaves were the shape of a rain drop. The wind started to blow. "Hello, wind.", the bear spoke. He then saw a leaf fall from a tree, it was an orange one with the shapes of mountains on the side, he caught it right before it would touch the ground. He turned and saw Twilight standing on the balcony, humming to herself. "Hey, Twilight!", he called.
Twilight looked down at Little Bear and flew to him. "What is it, Little Bear?", she asked.
Little Bear showed Twilight the leaves. "Look what I got.", he said.
"Oh my.", Twilight said. "They're beautiful."
"Which one do you like the best?", Little Bear asked.
"I like the red one.", Twilight said. She gasped. "But, the yellow one is beautiful too. I just can't choose. They're all wonderful."
"I think so too.", Little Bear said.
"What are you going to do with them?", Twilight asked.
"I'm going to make something.", Little Bear said.
"What is it?", Twilight asked.
"I'm not sure yet.", Little Bear said.
"Well, I can't wait to see what you have created.", Twilight said.
Little Bear walked away and went into the castle. He was in the throne room, he made the leaves into a crown. "I can't wait to show Twilight.", he said. He heard Spike humming and hid under the map table.
Spike entered the map room, he was searching for something to do. He searched all over, but nothing to do.
Then, Little Bear jumped from under the map table and roared, making the little dragon jump. "Little Bear, you startled me.", he said.
"I did?", Little Bear asked. "Do I look scary?"
"You look totally scary.", Spike said.
"I bet I can scare everyone in Ponyville.", Little Bear said.
Spike chuckled. "Well, you definitely scared me.", he said. "Hey, try scaring Twilight."
"I guess I could do that.", Little Bear said. "But, first I need to make this leaf thing a lot more scary." He added another detail to the crown, he made a mask with leaves on the edges. He made a growl. "Now, I look really scary." He ran outside to look for Twilight. He spotted her, sitting in the grass and enjoying the cool breeze. Little Bear snuck behind her, his shadow was spotted by Twilight, causing her to turn around. Little Bear roared, scaring the daylights out of Twilight. Twilight jumped and landed on her back.
Little Bear laughed. "Oops.", he said.
"Goodness.", Twilight said, glancing at Little Bear's mask. "You scary Little Bear. Come help me up."
Little Bear grabbed Twilight's hoof and helped her stand on her hooves. "Do I look scary to you?", he asked.
"You definitely are scary, and you did scare me.", Twilight said. "You should scare our friends."
Little Bear thought of something, something excellent. "I'm going to scare Fluttershy with this mask, then she'll be happy when she finds out it's just me." He walked away from Twilight and off to Fluttershy's.
Fluttershy was sitting on her front area of her cottage with her friend, Harry the bear. "Oh, Harry, isn't the weather nice today?", she asked.
Harry made an agreeable grunt.
"Yeah, I think so too.", Fluttershy said.
Little Bear snuck behind the two without any of them looking. He took three small steps toward Fluttershy, then he jumped right in front of her. "Roar!", he yelled, making Fluttershy scream.
Harry took hold of Fluttershy and held her tight in a safe bear hug.
Little Bear took off the mask and laughed. "I got you, Fluttershy.", he said.
Fluttershy sighed with relief. She usually cries when somepony scares her, she would apparently make Little Bear feel bad if she cried, but she didn't. "Yeah, it's just you, Little Bear.", she said, as she was let down by Harry.
"Oh, man, that was good.", Little Bear said, taking off the mask.
Then, all of a sudden, Harry pushed Little Bear down. "Hey!", Little Bear said.
Fluttershy gasped and flew into Harry's face. "Harry, no! That is not ok!", she yelled.
Harry made a nervous grunt.
"Sure he scared me, but that's my friend, Little Bear.", Fluttershy said. "He's the sweetest creature I ever met and he would never hurt anypony. He was just scaring me as a harmless prank."
Harry made another nervous grunt.
"Don't you 'but' on me, Mister.", Fluttershy warned. "Now, apologize to him."
Harry made an apologetic grunt.
"Thank you.", Little Bear said.
Fluttershy helped Little Bear up. "I'm so sorry my bear pushed you, Little Bear.", she said.
"It's ok, Fluttershy.", Little Bear said. "I kind of deserved it."
"No, you didn't.", Fluttershy said. "My bear could've hurt you." She turned around and saw the bear in a guilty way. She flew over to him and hugged him softly. "You don't have to feel bad, Harry. You only made a bad decision, that's all. Why don't you go inside?"
Harry went into the house.
Little Bear showed Fluttershy the mask. "How does this look?", he asked.
"It is pretty scary.", Fluttershy said.
"Lets go scare someone else.", Little Bear said, getting ready to leave. "Are you coming, Fluttershy?"
"Yes, Little Bear.", Fluttershy said. The two ran off from the cottage.
Starlight and Trixie are at a tea party with Rarity at her boutique. Rarity was pouring tea in every teacup. "How many lumps of sugar do you want, Starlight?", she asked.
"Two.", Starlight said. The two lumps of sugar were added to her tea.
"And, Trixie?", Rarity asked.
"Just one, I don't want my tea too sweet.", Trixie asked. The one lump of sugar was added.
Little Bear and Fluttershy looked through the window. The wind blew. "Can't you feel how good the wind- Huh?", Rarity said, turning to the window to see one eye out the window. The curtains were lifted by a strong puff of wind, revealing Little Bear wearing the mask. Rarity screamed and threw the teapot in the air. Starlight grabbed the teapot in her magic. "There's something terrible out there." She sighed in agony, putting a hoof to her forehead. "I feel faint."
Trixie grabbed Rarity's fainting couch with her magic and pulled it to where Rarity was about to faint. She was just in time before Rarity fell back first into the couch. The three friends saw Little Bear and Fluttershy run to the front door. "Boo!", they said.
"A monster!", Trixie screamed.
But, Starlight wasn't scared, she knew who it was behind the mask. "There's something very familiar about you.", she said, walking up to the bear.
"What do you find that's familiar?", Little Bear asked in a deep voice.
"You're covered in fur.", Starlight pointed out.
"Correct.", Little Bear said, taking off the mask. "Did I scare everyone."
"Well, not me.", Starlight said. "I knew it was you."
"Did I scare everyone too?", Fluttershy asked.
"Not really.", Trixie said. "Rarity was scared most of all."
"Oh, Rarity, I didn't to scare you that much.", Little Bear said.
"Oh, it's perfectly alright, Little Bear.", Rarity said. "This tea party is almost over anyway."
"Do you all want to help me scare our other friends?", Little Bear asked.
"Sure.", Trixie said.
"Well, come on.", Little Bear said.
The five friends left the boutique.
They went to Sweet Apple Acres where Applejack was taking a nap under a tree. Her front hooves are behind her head as a pillow and her right hoof was over her left flank with the bottom of the hoof in the air. Little Bear snuck up to Applejack quietly with his other friends sticking behind him. He came to a stop. "Hi, Applejack.", he said.
Applejack slightly opened her eyes. "Howdy.", she moaned. She eyes shot open. "Wait?! Wha?!" She saw Little Bear wearing the mask and screamed.
Little Bear, Fluttershy, Starlight, Rarity, and Trixie began laughing. "We got you, Applejack.", Rarity laughed.
"Little Bear?", Applejack asked.
"Yes, it's just me.", Little Bear said, taking off the mask. "Sorry I woke you up from your nap, Applejack."
"It's mighty alright, Little Bear.", Applejack said.
"I'm coming, Applejack!", a voice called. It was Apple Bloom running down to the tree where Applejack was napping. "Leave my sister alone!" She was about to kick her legs at Little Bear, but Applejack shouted to stop her.
"Apple Bloom, no!", Applejack shouted, making Apple Bloom freeze in place. She did a twirl with her hoof, making Apple Bloom turn around and noticing Little Bear standing right in front of her.
"Oh, Little Bear, it's you.", Apple Bloom said. "I almost bucked you in the face."
Little Bear chuckled. "You sure did.", he said.
Applejack snickered, she was thinking that Little Bear should scare Apple Bloom with the mask. "Hey, Apple Bloom.", she said, making her little sister face her and gave a wink to Little Bear to put his mask back on. "Have you noticed we've been having nice daylight today?"
"Um, sure, thanks for asking, AJ.", Apple Bloom said. She turned back around to face Little Bear. "So, Little Bear- Huh?" She widened her eyes when she saw the mask Little Bear was wearing, it scared her, she screamed and fell on her sister.
Applejack, Little Bear, Fluttershy, Rarity, Trixie, and Starlight laughed. "Oh, little sis, are you alright?", Applejack asked.
Apple Bloom breathed with fright. "What is that?", she asked.
"It's my mask I made.", Little Bear said.
"Oh my Celestia.", Apple Bloom said with shaky voice. "That thing is frightening."
"Do you like it?", Starlight asked.
"Well, it's alright, I just didn't expect that to be on Little Bear's face.", Apple Bloom said. She got off her sister and back on her hooves. "Now, if you'll excuse me, I need to get to my room and get some quiet time."
"Do you want to help us find Pinkie Pie and Rainbow Dash and scare them?", Little Bear asked.
"Sure. Why not? I'm not doing anything.", Applejack said.
The six friends left Sweet Apple Acres.
At Sugarcube Corner, Pinkie Pie was handing Rainbow Dash a teacake. She got one for herself as well. "Thanks for coming here so we can share some teacakes, Rainbow Dash.", Pinkie said.
"Any time, Pinkie.", Rainbow Dash said. She was about to take a bite out of her teacup, but she was stopped when she saw an eye out the window. It got away before she would notice it. "Uh, did you see that eye out the window?"
"What eye?", Pinkie asked. Right as Pinkie turns her head towards the window, Little Bear jumped, revealing his face behind the mask, scaring the two ponies inside the shop.
Pinkie and Rainbow threw their cakes in the air as they screamed. The cakes landed on their heads, the frosting smudged in their manes. "Crud nabit.", she said with a frustrated grunt.
Pinkie giggled. "You got us, Little Bear, I know it's you.", she said.
Little Bear, Fluttershy, Applejack, Rarity, Starlight, and Trixie ran through the front door, laughing. "Sorry if I scared you that much, Rainbow.", Little Bear said.
"It's alright, the prank was great, it's just that my mane got covered in frosting.", Rainbow Dash said.
"Hey, why don't we all make a leaf pile in front of Twilight's castle.", Little Bear suggested.
"Sounds great.", Fluttershy said.
"Um, can I take a shower first?", Rainbow asked.
Little Bear, Fluttershy, Rainbow Dash, Pinkie Pie, Applejack, Rarity, Starlight, and Trixie are at the front area of Twilight's castle, making a leaf pile. It was all finished. The mask Little Bear made was hanging on a tree branch. They all jumped in, laughing joyfully. "It's so big, we can all fit in it.", Little Bear said.
"I agree.", Starlight said. "So, what are we going to do?"
"When can all jump out and scare something if they pass by.", Little Bear said.
Applejack chuckled. "Cool.", she said, sinking in the leaf pile.
"Little Bear knows what he's doing, he scared everypony today.", Rarity said.
"Yeah, he sure did.", Trixie said.
The whole gang sank into the leaf pile. It was silent for a while, until... "Boo!", Pinkie yelled.
"Pinkie!", the gang said.
"I want to scare somepony.", Pinkie squealed, excited.
"I have a feeling someone will come along, once we jump out, we'll all say 'boo'.", Little Bear said.
"Ok.", the group said.
"Boo!", Pinkie said again.
"Pinkie!", Rainbow yelled.
The front door of the castle opened. It was Spike and Twilight. "So, Spike, where do you want to walk to?", Twilight asked, clip clopping down the steps.
"Meh, nowhere, I just need the exercise.", Spike said.
Little Bear, Applejack, Fluttershy, Pinkie Pie, Rainbow Dash, Starlight, Rarity and Trixie jumped out of the leaf pile. "Boo!", they said, scaring Twilight and Spike.
Twilight and Spike screamed. Spike jumped to Twilight, wrapping his arms around her neck. "Girls. Little Bear.", Twilight said.
"Did we scare you?", Little Bear asked.
"No.", Twilight said. "Well,... maybe. How about that? Maybe."
"Well, you guys certainly scared me.", Spike said. "We were just going to go for a walk."
"You know, I kind of feeling like taking a walk too.", Little Bear said.
"Yeah, I should use the exercise.", Applejack said.
The group of ponies walked down the streets of Ponyville to where ever they can go.