//------------------------------//
// S1 E8: Look Before You Sleep (What If?) - Redo 
// Story: My Little Pony Friendship is Magic What If?: Volume 7 
// by SuperPinkBrony12 
//------------------------------//

Sweetie Belle was pacing about in the park in the middle of Ponyville, where could her friends and fellow Cutie Mark Crusaders be? They'd all agreed to meet here almost half an hour ago and neither Apple Bloom or Scootaloo had shown up. As the unicorn wandered in circles her eyes occasionally glanced up at the sky, the local pegasi were bringing in thick, dark grey storm clouds for some reason that had completely escaped her mind at the moment.

"Where is everypony? Is this all some kind of elaborate prank or something?" Sweetie thought to herself. "I thought that when Scootaloo and I agreed to become the Cutie Mark Crusaders, we were going to meet up every day after school if possible."

Just then who should come running into the park but a very familiar light-green bordering on yellow coated earth pony filly with a distinctive pink bow to define her? Sweetie recognized a pony like that in an instant, her friend Apple Bloom (good friend was a bit of a stretch at the moment as she didn't know the farm filly as well or as long as she did Scootaloo, the two of them went way back). With a broad smile on her face she cheerfully greeted. "Apple Bloom! Oh I'm so glad you finally made it!"

But Apple Bloom was anything but cheerful, her expression was one of seriousness that seemed to be bordering on impatience and frustration. "I've been tryin' to find ya all afternoon, Sweetie Belle!"

"What do you mean, Apple Bloom? And where's Scootaloo, how come she isn't with you?" Sweetie Belle questioned.

Apple Bloom groaned. "Don't tell me you've forgotten again! Scootaloo's folks are out of town and they took her with her, somethin' 'bout not bein' able to find a good foalsitter. Our meetin''s been cancelled."

"Then why did you come here?" Sweetie pondered. "And how come the sky's getting so dark?"

The farm filly groaned again. "Weren't you payin' any attention durin' class today? Miss. Cheerilee specifically told us."

"I think I was a bit late to class this morning," Sweetie sheepishly admitted. "A bit of a challenge to walk halfway across town, that's usually why I stay at Rarity's during the week."

With a sigh, Apple Bloom explained. "The local pegasi are bringin' a storm through town this evenin'. Apparently they've been havin' trouble with their cloud machine or whatever Miss. Cheerilee called that darn thing. So now that they've finally got it workin' they've gotta bring a doozy of a downpour in to make up for all the scheduled showers they missed," And then she added. "I came here to make sure you weren't still waitin' in the park, everypony's either helpin' to prepare for the storm or they're inside and preparin' for the worst. And I reckon it's time we did the same."

At that moment there came a flash of lightning followed by a clap of thunder, the clouds burst open as though the rain water was tear drops they were shedding and the wind suddenly turned from a faint breeze into a roaring gust! Apple Bloom and Sweetie Belle began running at a breakneck pace, they knew only that a park full of trees was the last place anypony should be in a storm. But where they would go for shelter, they had no idea!



The two fillies rushed into town, looking desperately for anywhere that they could stay! The storm only continued to grow in intensity as the wind blew harder and the rain poured down even faster! if they didn't find shelter soon they feared they might not survive until morning.

Then suddenly from out of the blue they swore they heard a voice shouting! "You two! Come inside, quickly!" The voice sounded vaguely familiar for some reason but neither Apple Bloom or Sweetie Belle cared enough to dwell on it, all that mattered at the moment was getting out of the rain and wind.

It was not until they had followed the voice to its source that they realized who it was that was calling out to them. It was Silver Spoon, her unmistakeable grey coat and purple eyes made her easily identifiable to the two fillies. Apple Bloom understandably hesitated as the two fillies glanced upon the vast structure that was Silver's house (mansion was probably a better term for it though). "Wait just an apple pickin' minute here!" She protested. "I don't care how desperate we are, Sweetie Belle, we ain't settin' hoof into the home of our sworn enemy."

"But Apple Bloom what choice do we have?" Sweetie Belle replied as she trotted towards the front door. "If we stay out here much longer we'll catch a cold. Rarity would throw a fit if that happened, and I'm pretty sure your family wouldn't be any happier. If it means having to tolerate a pony like Silver Spoon, I'm willing to get out of the rain. So are you gonna do the same, or do you wanna stay out here in the wind and the rain?"

Apple Bloom let out a groan, realizing that she was probably outvoted on this situation (if one took into account Silver Spoon's opinion). "Alright, alright, I guess we can stay." She reluctantly consented.

"Yay!" Sweetie happily beamed and pranced along towards the door.

"But only 'til this whooper of a storm passes, then we're goin' our separate ways," The farm filly insisted. "And nothin' you say is changin' my mind."

"Oh come on, blank flanks," Silver Spoon commented as she invited her two guests inside. "Just because I hang out with Diamond Tiara doesn't mean I have it out for you. Even Di wouldn't leave you two out in this kind of weather, she's not that kind of pony."

"Somehow I doubt that very much." Apple Bloom muttered under her breath.

Silver Spoon merely threw up a hoof and pointed at the two fillies. "Ah ah, before you set hoof inside the Spoon family estate you have to wipe off your hooves. Mother doesn't want anypony dragging mud and dirt into the house, Celestia knows the butlers and nannies work hard enough as it is just to keep this place looking nice."

And the two fillies could see that such was not an exaggeration. The house was a sight to behold, it had beautiful walls made of marble and tiled floors that looked like they had been imported at great expense. To say nothing of the busts of ponies long past and the picture frames depicting ponies that looked to varying degrees like Silver Spoon. Even the welcome mat on which they currently stood looked nice, about as nice as a welcome mat could be anyway. It had silver lining around it and the words "There's no place like home" appeared to be spelled out in gold letters.

Sweetie obliged her hostess' request without trouble. When one lived so often with a big sister that detested anything she labeled as "uncouth" (whatever that meant), wiping one's hooves when entering was routine and necessary (as were such things as proper table manners and staying out of Rarity's workshop).

Apple Bloom was much more hesitant even as she looked down at her hooves. "They don't seem so dirty to me." She grumbled but still obeyed. Despite living on a farm the filly did have manners and cleaning up after chores was always a requirement.

Silver Spoon then began grinning from ear to ear and bouncing up and down in excitement! "Oh this is so incredible! I'm finally gonna get to have a proper sleepover with actual ponies!" She cheered!

"What the hay are you talkin' 'bout? You mean to tell me you've never hosted a sleepover before?" The farm filly questioned her rich hostess.

Silver confirmed with a nod even as she continued to bounce in a manner that could've been mistaken for Pinkie Pie herself. "Oh yes! I've been invited to plenty of sleepovers since I met Diamond Tiara last year, but never have I had the courage to actually host my own before. Until now, that is!"

"Then how come you invited us and not her? I thought you two were inseparable." Sweetie questioned.

Silver's happy mood faded and her bouncing ceased, the very mention of Diamond Tiara appeared to suddenly make her stop right in he tracks. She seemed in short to become an entirely different filly as she shyly admitted. "Diamond couldn't make it, she's out of town all weekend with her father. It's supposed to be for a business trip, but I get the feeling the real purpose is for the two to spend some Father/Daughter time together," A sigh of longing escaped her lips. "I wish my dad and I were that close, aside from the birthday or occasional holiday it seems like he only ever has time for that restaurant of his in Canterlot. But my mom and my big sister Octavia prefer the peace and quiet of Ponyville, Mom always says 'Canterlot is no place to raise a filly'."

"Wait, your big sister is Octavia Melody, the famous cello performer?!" Apple Bloom exclaimed! "I've heard of her, she's supposed to be performin' at this year's Grand Gallopin' Gala!"

"Never heard of her myself, but Rarity has spoken fondly of her music." Sweetie added.

Silver smiled. "She's only the most awesome big sister in the history of big sisters, she taught me almost everything I know. One of these days you must see her when she comes home. It's because of her that I even worked up the courage to have this sleepover in the first place."

"Um, not to be rude but... how exactly can you have a sleepover if you've never hosted one before?" Sweetie questioned the grey coated filly. "I mean, Scootaloo's attended a lot of sleepovers at my place but that wouldn't mean she would know how to run one."

"Why, with this of course!" Silver proudly proclaimed as she shoved a huge book in front of her two guests. The cover read: Slumber 101: All You Ever Wanted to Know About Slumber Parties but Were Afraid to Ask in bold letters. "I checked it out from the library this morning, before I learned Di was gonna be out of town and big sis wasn't coming home," And she then beamed anew. "This is gonna be great! We can stay up late putting on mud masks, doing each others manes, having pillow fights, making delicious smores, telling scary ghost stories and even doing a little bit of truth or dare. It'll be the best sleepover ever!"

But Apple Bloom and Sweetie Belle weren't so sure. The two of them had only known each other for the better half of a month now and they had never really interacted without Scootaloo despite the fact that their older siblings knew each other. To say nothing of the fact that they were spending the night in the home of a pony they'd considered their sworn enemy. But a sleepover was a sleepover, so for better or for worse the two decided they would try their best to make things work.





Silver Spoon led her guests up a winding staircase and past rows of doors painted a dazzling red in color with polished brass door knobs. She soon stopped at a door on the right hoof end of a long hallway and pushed it open. Her guests could hardly believe the sight that awaited them on the other side.

A bed fit for a princess rested in the center of the room with room enough for two, no three ponies of medium size. Various stuffed animals and highly decorative pillows adorned the gorgeous, snow white bed sheets with gold silk trim. A small table set with plastic tea cups and plates sat in one corner of the room complete with chairs for up to five guests. On the other side was a closet big enough to walk into and probably get lost in. And not far from that, directly across from the bed was a small fireplace, though the fire had currently been put out.

"Well, what do you think? Go ahead, admit it, you know you're jealous." Silver teased as she couldn't resist flaunting her wealth just a little, she wasn't friends with Diamond Tiara for nothing after all.

"It's... um... lovely, I think." Sweetie commented, unsure of what else to say.

Apple Bloom barely resisted the urge to gag. "Sheesh, ever heard of overdoin' it? Are all them fancy props and accessories really necessary?" She remarked. "My bedroom doesn't have any of those things and ya don't hear me complainin'."

A slight "humph" escaped the grey earth pony filly's lips as she snorted. "I would've expected nothing less from a filly raised on a farm."

"And I'm darn proud of it too!" Apple Bloom retorted. "All this stuff, it ain't practical. It's just a waste of money, right, Sweetie Belle?"

But Sweetie Belle was too in awe of the magnificent bedroom to take notice of what Apple Bloom had said. The unicorn replied in blissful unawareness. "This is lovely. It's like Rarity's place, except a lot fancier. I wish my bedroom had even half the stuff you have. That old hoof me down bed barely even fits me anymore."

"Well I'm glad somepony appreciates the finer things in life," Silver not so subtly jabbed at the lone dissenter. "But whatever, we're not here to make fashion statements. We're here to have the most awesome, incredible, super-spectacular sleepover in the history of all sleepovers! And with this book and the tips I picked up from my sister, we'll have a truly out of this world experience! Tonight will be a night we'll look back on and talk fondly about for years and years to come!"

"Yay?" Apple Bloom half cheered.

Sweetie just beamed. "So what should we do first, Silver Spoon? You are the hostess, and Rarity always says that when somepony invites you over you are to let the host or hostess go first."

"How about we start something even an uncultured filly like Apple Bloom could appreciate? Mud masks!" Silver suggested in eagerness as she scanned through the book. "I'll go get the gel and the cucumbers, it'll be just like a trip to the spa!" She returned in mere moments with a bowl containing some kind of green substance, and a plate containing freshly cut cucumbers. "Since Mother would throw a hissy fit if I brought actual mud into the house, we'll substitute this special bathing gel. I'm sure she won't miss it, after all her bathroom is full of bathing and beauty products like these. Me personally, I prefer scented shampoos."

"What's with the cucumbers? Why in the hay would anypony put veggies on their face?" Apple Bloom questioned as Silver Spoon dipped a hoof into the bowl and began to smear the gel all over her face.

"They're to reduce puffiness around the eyes. At least, that's what Mother always says," Silver Spoon explained. "And it says to do it in the book, so it must be right."

"Apple Bloom," Sweetie grumbled. "Stop making such a fuss and just relax. Think of this as a trip to the spa, just like the time we had to have that herbal bath from Zecora."

The farm filly shook her head. "And that's gonna be the only time I ever set hoof in that spa if I can help it. I'd much rather just hose off or take a quick shower or bubble bath," She protested. "What's the point of gettin' all prettied up if you're just gonna go and get dirty again anyway?"

"Oh for goodness sake, will you stop it already?" Silver snorted as she stomped a hoof down. "I'm trying to do you a favor, blank flank, and offer you a place to stay for the night. All I want in return is a little cooperation for my first ever sleepover. You don't wanna ruin it, do you?"

"Well... when you put it like that..." Apple Bloom trailed off.

Silver smiled and started to rub the gel in Apple Bloom's face. "Good, no grumbling. Because otherwise you can just walk home in the wind and the rain all by yourself."

"Come on, Apple Bloom," Sweetie encouraged with a smile. "Lighten up a little and enjoy yourself. Haven't you ever had a sleepover before?"

"Do campouts with your family count?" The farm filly questioned. Silver Spoon rolled her eyes and put the cucumbers on.

"Now the book says to keep them on for a few minutes and let the cucumbers work their magic." Silver explained.

But Apple Bloom only retorted. "Nah, ya just eat 'em," And she proceeded to use her tongue to grab the cucumbers and swallow them. "See?"





After that "display" Silver Spoon reluctantly crossed off Mud Masks from the list of things to do. "Well, since a certain somepony already ate I guess there's no point in making the smores right now."

"The cucumbers were delicious though," Sweetie commented as she licked her lips. When Silver Spoon glared at her she innocently retorted. "I couldn't help it. I thought since we were done with the mud masks, the least I could was enjoy the cucumbers. They were probably gonna get thrown out anyway."

"Whatever," Silver sighed and scanned the book. "I guess we can move on to the next activity, pillow fight."

Apple Bloom grinned from ear to ear. "Finally, somethin' I can get behind! I used to have pillow fights with Applejack and Big Mac all the time!"

"And I'll bet they whooped your sorry flank every single time too." Sweetie taunted with a snicker.

"Puh-lease!" Silver sarcastically retorted. "As if anypony could beat me, the princess of pillow fighting!" But mere seconds after she had spoken that statement, a pillow sailed through the air and hit her square in the muzzle. "What?! Who DARES strike at me?!"

"Gotcha!" Sweetie giggled. "Guess you're not the princess of pillow fighting anymore. But I'm the queen."

"Not if I beat you!" Apple Bloom taunted and chased after Sweetie, hurling a pillow in her general direction.

The pillow whizzed past Sweetie's ears and hit the bedroom wall with a thud. The unicorn filly was not deterred even the slightest though, she just stuck out her tongue. "Is that the best you can do, Apple Bloom?"

"Not even close! I'm just gettin' warmed up!" Apple Bloom shouted in reply as she readied another pillow. "I won't miss this time!"

Pillows soon started to fly through the air in an all out battle between three very energetic fillies, none of which could remain fixated on a single target for very long. They traded pillow fire repeatedly, never managing to score a direct hit.

But Silver Spoon did have one objection as the pillow fight grew in intensity. "Be careful, blank flanks!" She shouted a warning! "These pillows can pack a wallop! Don't throw them where they'll break something, I don't wanna get in trouble!"

Apple Bloom skidded to a halt, dropping the pillow she'd intended for Sweetie Belle. She couldn't be sure she would hit her target and considering she was facing in the direction of the table and tea seat, the farm filly didn't want to run the risk she might accidentally knock it over.

Sweetie knew no such restraint. Without warning she sneaked up behind Silver Spoon and whacked her over the head with her pillow. "Take that!" She eagerly declared. But her celebration proved to be premature as the pillow ripped its seam and feathers and stuffing flew everywhere. Her pristine white coat couldn't contain the bright red blush that formed on her cheeks as a result, and she squeaked quite audibly.

"How dare you!" Silver growled as she surveyed the damage. "That was my favorite pillow you just busted! Have you any idea how many sewing needles Mother will have to go through to make the repairs in time for bed? In case you weren't aware, these aren't the kind of pillows you can just buy in a store."

"Uh, I'm sorry?" Sweetie apologized as sincerely as she could.

"Sorry's not gonna fix this," Silver complained. "The pillow fight is over, I need to get my pillow fixed asap! Without it I don't think I'll be able to sleep, and it's not a sleepover if you can't sleep."

"But Applejack always says nopony ever sleeps at sleepovers." Apple Bloom protested.

Silver only groaned and rolled her eyes. "She was just messing with you, just because she's the Element of Honesty it doesn't mean she always tells the whole truth. I mean, if she told you to jump off a cliff and you'd be safe, would you believe her?"

"Worked for Twilight, apparently. I've heard the story about how she, Applejack, and her friends all defeated the evil Nightmare Moon." Apple Bloom proudly proclaimed.

"Nice ghost story," Silver scoffed as she scooped up her damaged pillow. "Save it for the actual ghost story part of the sleepover. Now if you'll excuse me, I've got to track down Mother and give her the bad news."

The instant Silver Spoon left the room, Apple Bloom and Sweetie Belle exchanged glances of confusion. Nightmare Moon was real. They distinctly remembered huddling in fright from her (though because they were so frightened they hadn't taken notice of who else was cowering with them in their location). So where did ponies like Silver Spoon get the idea that Nightmare Moon was nothing but a ghost story or an old mare's tail?

Well that was a question for another day. And ghost story or not it was not enough to dampen their excitement for next Nightmare Night, it promised to be a real treat.





When Silver Spoon came back several minutes later she appeared to be just the slightest bit more cheerful. "Well, it took a lot of pleading but I was able to talk Mother into stitching my pillow back together in time for bed," She informed her guests. "She also said she'll send a maid up here soon to start the fire so we can have smores."

"Great, I'm lookin' forward to that!" Apple Bloom eagerly licked her lips. "Whenever my family has camp outs, we always have smores."

"But what are we gonna do in the meantime?" Sweetie Belle asked her hostess.

"Hold on, let me check the book," Silver replied and dashed over to where she had last left the book, resting atop her bed. Skimming through the pages she soon declared. "Hm, how about a little bit of truth or dare?"

"Great idea!" Apple Bloom declared. "How 'bout I start things off?"

Suspecting nothing, Silver Spoon agreed. "Okay then, Apple Bloom. You pick first."

Apple Bloom pretended to think it over, she already knew who she wanted to target. "How about... Sweetie Belle?" She suggested.

Sweetie stepped back a bit as she asked. "Uh, what do I do exactly? Scootaloo and I never play truth or dare at our sleepovers. Hard to do it when there's only two ponies."

"The book says you either have to give an honest answer to any question, or do whatever another pony dares to you to do," Silver explained. "So, Sweetie Belle, truth or dare?"

"Um..." Sweetie trailed off, deep in thought. "How about... dare?"

Apple Bloom grinned and rubbed her hooves together. "Okay, Sweetie Belle. I dare you to go run your head under the bathroom sink and get all nice and wet."

"What?!" Sweetie squeaked. "But my mane will get all wet, and I brushed it just this morning. I wanna look nice, just like my big sister, Rarity."

"You can't back out," Silver protested with a shake of her head. "If you do you forfeit the game, and that means Apple Bloom wins."

The unicorn filly pouted. "That's so not fair. Can't I just do truth instead?"

"It doesn't say anything about changing your mind in the book," The grey coated filly answered. "So I'm gonna say, no. Either do the dare, or forfeit."

The little unicorn with a coat of pristine white let out a long sigh. It seemed a dare was a dare. She reluctantly trotted out of the bedroom and to the bathroom. Turning on the faucet, she stuck her head under the stream after making sure the water wasn't too hot or too cold. For how long she kept it under she was not aware, but at last she lifted her head. Her mane was dripping wet and hung limply against her face.

She trotted back into Silver's bedroom as Apple Bloom and Silver Spoon both chuckled at her appearance. The filly growled. "Alright, my turn, right?" When Silver nodded she immediately turned to Apple Bloom. "Okay, Apple Bloom. Truth or dare?"

"Dare of course! Do your worst!" Apple Bloom boldly declared. She didn't seem to suspect Sweetie could do anything to her.

The farm filly turned out to be mistaken. "I dare you to go into Silver Spoon's closet and put on the most frilly and lavish dress you can possibly find," Sweetie dared her friend. "Think you can manage that, or do you wanna quit now?"

Apple Bloom cursed under her breath as she trotted over the closet. "Y'all will regret this," She vowed and then shut the closet door once she was inside it. It was still possible to hear her voice, even as it was muffled by the door and the walls. "No, no, not in a million years, I wouldn't be caught dead wearin' that, is there anythin' in here that ain't gonna make me keel over from embarrassment?"

At last the filly emerged from the closet and Sweetie Belle could barely contain her laughter. Apple Bloom wore a long, light blue flowing dress, matching shining slippers, and a tall hat of similar blue color. "Ya happy now, Sweetie Belle?" She complained. "This suit is so itchy, and it covers up my bow."

"So? It's just a bow, don't you have more of 'em back home?" Sweetie innocently questioned.

"Well, yeah, but the one I usually wear was a gift from my parents. It's all I have to remember 'em by," Apple Bloom explained. "Applejack feels the same way 'bout that stetson she likes to wear, even though she's got a dozen or so just like it that she won at state fairs."

"Ahem!" Silver cleared her throat, drawing attention to herself. "If you fillies wouldn't mind, we've still got a game to play. Now then, Apple Bloom, it's your turn. But the rules say you can't target the same pony twice in a row. So go ahead, ask me the question."





The truth or dare session went on for a considerable length of time, but Silver Spoon couldn't help but be bothered at the fact that every other time it came to Apple Bloom or Sweetie Belle they would target each other with dares. The only pony who ever chose truth was Silver herself, but much to the disappointment of the blank flanks she didn't appear to have any embarrassing secrets she wanted to keep hidden.

Eventually the session drew to a close as there came a knock at the door and a stuffy voice called out. "Mistress Silver? It is I, Feather Duster. Mrs. Spoon has sent me up to start the fire and bring the ingredients for the smores."

"You may enter, Feather Duster." Silver Spoon instructed and turned the door knob.

Feather Duster was a pegasus mare of considerable age, she looked only slightly younger than Granny Smith. Her coat was a dull brown in color and her mane and tail were noticeably grey. She had faded blue eyes, wore a black maid's outfit with white trim, and had a cutie mark depicting a broom sweeping away dust. Tucked safely into the pocket of her dress was a box of match sticks, and on her snout she balanced a tray holding graham crackers, a pack of marshmallows, and chocolate candy bars.

After instructing her charges to stand far away from the fire place, the maid set the smores ingredients on the nearby table and took the box of match sticks out of her pocket. She removed one from the package, ran it across the designated flint part of the box, and then carefully moved the lit match to the wood to start the fire. Once the fire began to crackle to life she blew out the match stick. "There we go, my fillies," She bowed her head. "I trust you will be careful around an open flame. Only roast marshmallows and be sure to put out the fire when you're done. If you need me, just call." And the maid departed the bedroom.

"Well then, shall we begin to make the smores?" Silver Spoon offered to her guests. "You do know how to make them, right?"

"'Course I do!" Apple Bloom boasted. "You set out the graham crackers on a plate, break them apart, and set the chocolate bars on top of them. Then ya roast the marshmallows til they're nice and gooey, but not too much or they'll catch on fire. And then you sandwich the marshmallow between the chocolate bars and the crackers, and ya eat it. They taste so good, y'all will want some more."

"Oh, I get it," Sweetie realized. "That's why they're called 'smores'."

Silver nodded. "Exactly. Now let's stop talking and start roasting. That fire won't stay lit for long."

The three fillies proceeded to take turns roasting their marshmallows over the fire and prepare the graham crackers and chocolate bars to sandwich the marshmallows in between. Soon they had three plates of smores, one for each of them.

But both Sweetie and Silver quickly became appalled at Apple Bloom's apparent lack of table manners, she even chewed with her mouth open. "These smores are delish!" The farm filly declared. "I reckon they taste as good as the ones my family always makes durin' our camp outs."

"Apple Bloom, do you mind not talking with your mouth open?!" Sweetie complained.

"Sorry," Apple Bloom apologized as she swallowed her tasty snack. "Couldn't help it, these are some of the best smores I've ever had." And then she let out a huge belch.

"You're supposed to say 'Excuse me'." Sweetie glared at her friend.

Apple Bloom glared back. "Well I was, but ya interrupted. Pardon."

"Close enough." Silver sighed.





With belies full of smores the fillies watched carefully as Feather Duster extinguished the fire and put up a barrier to keep the soot out of the bedroom.

"Smores, check. This sleepover is proceeding relatively smoothly, all things considered," Silver Spoon declared as she held the book aloft. "Ooh, and now it's time for ghost stories. Too bad Diamond Tiara isn't here, she always tells the best ghost stories."

"Well how 'bout I tell one first?" Apple Bloom suggested. "My family's got tons of old ghost stories they've passed down from generation to generation. But this one's extra special, it's about this prissy ghost who was obsessed with neatness to a degree that was downright frigthenin'."

Sweetie arched an eyebrow upward at Apple Bloom's statement. "You're just making this up to mock me, aren't you?"

"They're ghost stories, they're always made up," Apple Bloom protested. "Besides, I never mentioned names, did I? Anyway, this ghost drove the other ghosts crazy with her constant desire for neatness and so they cast her out. But the ghost decided to get her revenge, and so she cast a spell on the other ghosts that doomed them to constantly change their ways to be more prim and proper for all eternity. Ooooh."

The unicorn filly simply scoffed at her farm friend's "story". "Not bad, Apple Bloom, but I'll tell you a much better story. It's about this ghost who was always rude and impolite, she never did things the way she was supposed to. The other ghosts got fed up with her constant insistence to do things her way and they cast her out for it. But the ghost, out of spite, put a spell on them all that forced them to act like her forever. Oooh. How's that?"

The farm filly simply retorted. "Really? That's the best ghost story you could come up with?"

"That's nothing," Sweetie shrugged off the complaint. "You should hear Scootaloo's ghost stories, they're so boring they'll put you to sleep."

Just then there was a clap of thunder and the lights switched off! "Hey, who turned out the lights?!" Apple Bloom all but screamed.

Silver Spoon just grinned as she held out a lantern. "Don't worry, I'll put them back on in a minute. I just wanted to set the atmosphere for this next story. It's a real ghost story, one that will really scare you," Motioning for her guests to gather round, she sat down on the floor near her bed and began to narrate. "It all started on a night, just like this one. And three little ponies were having a sleepover, just like this one."

As the story progressed both Apple Bloom and Sweetie Belle found themselves growing more and more anxious, they almost didn't want to hear how the story ended.

"And then, just when the last pony thought she was safe..." Silver Spoon went on. "There, standing just inches behind her, ready to strike, was none other than... The Headless Horse!" In another flash of lightning, the glasses wearing filly seemed to vanish and a pony without a head appeared in her place, waving her hooves in the air!

Apple Bloom and Sweetie Belle screamed and grabbed hold of each other!

"Gotcha!" Silver Spoon giggled, removing a blanket that she'd thrown over her head to reveal that it had been her as the headless horse all along. She then flicked on the light and went to check off ghost story from the list.

Meanwhile, her two guests took notice of what they'd just done and immediately threw themselves out of the embrace. "This never happened!" Apple Bloom protested. "Right, Sweetie Belle?"

"What happened?" Sweetie Belle appeared to question in response.

Apple Bloom gave a knowing wink. "Exactly."





Just a moment later the doorknob unexpectedly turned, and into the room trotted not Feather Duster but a plump and smartly dressed earth pony mare of medium height. She sported a dazzling silver coat with golden locks in her mane and tail, and wore a red velvet dress with purple trim that matched her sparkling ruby eyes. The dress did not conceal her cutie mark though, which depicted three small jewels spaced apart enough to form a triangle if one wanted to draw lines.

The mare clapped her hooves and cleared her throat, her voice sounding elegant but also quite stern. "Alright, my little ponies. It's getting quite late and therefore it is time for all good little fillies to go to bed."

Silver Spoon looked at the mare and whined to her. "Aw but Mom, we're not tired. We haven't even done make-overs yet. Besides, I can't sleep without my pillow."

"Not to worry," Mrs. Spoon chuckled as she presented the newly repaired pillow to her daughter. "Here it is, good as new. I even washed it so it's all nice and clean."

"Can't we just stay up for a little bit longer, Mrs. Spoon?" Sweetie Belle pleaded. "I promise we won't make a mess."

Mrs. Spoon only laughed and shook her head. "I think not. This is a sleepover, and that means ponies must sleep. No ifs, ands, or buts. All growing fillies need their beauty sleep after all."

And that was that, Mrs. Spoon ushered her daughter and her guests to bed, tucked them in, and then turned out the light. But at some point after Mrs. Spoon's departure an argument started to break out between Apple Bloom and Sweetie Belle.

"Hey! Quit hoggin' all the covers, Sweetie Belle!" Apple Bloom protested in a whisper as she dragged more of the covers over to her side of the bed.

"I'm not the covers hogger, you are!" Sweetie Belle protested back and yanked the covers to her side of the bed.

"No, you are!" Apple Bloom insisted and pulled the covers back over to her.

"No, you!" Sweetie yelled back as she yanked the covers toward her.

This back and forth, unofficial tug of war between the two fillies over the sheets went on for some time, neither one willing to yield even an inch. But at last, Silver Spoon (resting between the two quarreling fillies) sat up in her bed and complained. "Oh for goodness sake! Look at you two!" With a growl she added. "It says in the book that the most important thing to do at a slumber party is have fun! And now, thanks to you, I can't check that off! I do a nice thing for you blank flanks and this is how you repay me?!"

Apple Bloom and Sweetie Belle suddenly ceased their fighting and refused to say a word, they felt quite ashamed.

"I mean honestly, even with all that you were doing during the mud masks and the pillow fighting and the truth or dare and the smores, and even the ghost stories, I thought things were going well and that you two could get along for an evening," Silver went on to complain. "But I guess I was wrong. Dare I ask what else could possibly go wrong?"





Just then there was a loud clap of thunder followed by what sounded like a crash downstairs!

"Hey, what was that?!" Sweetie Belle exclaimed in fright.

"I... don't know..." Apple Bloom nervously commented and looked across to Silver Spoon. "Was this part of your slumber party?"

The glasses wearing filly shook her head. "No, I never planned for... whatever that was."

"D-do you t-think it's a... m-monster?" Sweetie shuddered and shivered, as though a cold wind had just blown past her.

"Oh please, everypony knows there's no such thing as monsters." Silver scoffed, before there came the sound of rattling and growling from downstairs. The noise didn't sound like anything that could be produced by a pony.

"Then what's all that, huh?" The farm filly questioned.

"I don't know," Silver replied as she jumped down from her bed and adjusted her glasses. "But I'm going to find out!" She ran out of the bedroom a moment later, leaving her two guests alone.

"Well?" Sweetie commented to Apple Bloom.

"Well what? I ain't talkin' to you, remember?" Apple Bloom folded her hooves across her chest.

Sweetie just sighed and shook her head. "Apple Bloom, we can't just let Silver Spoon take on that monster all by herself."

Apple Bloom just pouted. "Why not? She's the one who says there's no such thing as monsters and likes to think she knows everythin'. Besides, she's pals with Diamond Tiara, have you forgotten that? If not for this storm I wouldn't be willin' to set one hoof in this gosh darn place."

"Regardless of how you may feel about her, the fact remains that she let us spend the night here," Sweetie encouraged. "She can't be all bad if she's willing to do something like that. And if something bad happens to her because of that monster and you weren't there to help her, you'd never be able to live with yourself."

"Really? How do you know that's how I'd feel? Do you even know me?" Apple Bloom humphed.

"I know you're an Apple, and an Apple never turns its back on a pony in need. After all, your big sister befriended Twilight when almost everypony else thought she was a spy." Sweetie explained.

With a reluctant sigh, the farm filly appeared to concede to her friend's pleas. "Alright, alright, I guess just this once we can help Silver Spoon out."

"Excellent!" Sweetie smiled. "Now come on, we'd better hurry before that monster sinks its claws into Silver Spoon!"





The two managed to catch up with their hostess at the bottom of the stairs leading down to the first floor. Although she was trying her best not to show it, it was clear that the grey coated filly was shaken to the bone with fright.

"So, what's the plan?" Apple Bloom whispered.

"There isn't one," Silver Spoon whispered back. "We just need to catch the monster by surprise, tackle it, and make it go away."

"And if that fails?" Sweetie nervously asked.

Silver didn't answer, she didn't even want to think about that possibility. She just motioned for the blank flanks to follow her lead as she tailed the source of the noise.

Suddenly, as they rounded a bend the fillies spotted the faint outline of the monster. In the darkness it was impossible to determine what it was or what it was doing. But it didn't seem to be aware of their presence just yet.

"Okay, when I say three we're gonna pounce that monster!" Silver instructed. "Ready?"

"N-not really." Sweetie gulped.

"Ya sure this is the right idea? M-maybe we could just pretend we didn't see it and hope it goes away?" Apple Bloom suggested.

But Silver would hear of no such alternatives, instead she simply began to count. "One, two, three, NOW!"

The monster barely had time to react after Silver's "NOW!" reached its ears! Just as it turned to look it was suddenly bombarded by three fillies that charged into and forced it to the floor.

"Hahaha!" Silver Spoon boasted! "We have you now, monster! No one creeps about the Spoon family estate and gets away with it! Not on my watch! Now what do you have to say for yourself?"

But much to the surprise of Silver Spoon (and her guests) the monster cried out in a familiar elegant but stern tone of voice. "Oh for Celestia's sake! What are you fillies doing out of bed?!"

"Mom?!" Silver gasped as her purple eyes suddenly grew wide with realization.

The "monster" gently rolled the fillies off of it, stood up, and turned on the hallway light. When the lights flickered on the three fillies saw that their monster was none other than Mrs. Spoon. And judging by the scowl on her face she was anything but happy.

"But... but... the loud crash, and the growling, and the weird noises..." Sweetie stuttered. "It was really you all along, Mrs. Spoon?"

Mrs. Spoon nodded. "Yes, it most certainly was. I was simply fixing myself a little bedtime snack and checking to make sure all the windows were closed. I misjudged my step though and stumbled, ended up breaking some of the dishes. And I certainly couldn't ask Feather Duster to clean that up, the poor mare works hard enough just to keeping this place spic and span," Then she questioned. "Did you fillies actually believe there was a monster roaming around the house? Don't think I would know if that was the case?"

The three fillies all hung their heads in shame. "We're sorry, Mrs. Spoon." They apologized.

The mare simply dusted herself off and shook her head. "It's quite alright, at least nopony got hurt. But when I say it is time for bed then it is time for bed," Then she sighed. "Now come on, you've had quite enough excitement for one evening. As have I."





Next morning the storm had cleared and Celestia's sun shone upon the rain soaked land, drying up the puddles that had been left behind. A few ponies were hard at work clearing away leaves, twigs and branches that had been blown around and scattered by the strong winds. But most were simply marveling at the peace and calm of a new day, far removed from the dreadful noise of last night's storm.

Inside the Spoon family estate, the new day seemed to bring with it a change in mood for the fillies that had last night been acquaintances at best. They were now enjoying themselves enormously as they did each other's manes up in all sorts of silly styles, pretending to be running their own barbershop.

Even Mrs. Spoon noticed a change for the better in her daughter's behavior. It certainly warmed her heart to see her little filly making friends with ponies besides Diamond Tiara (Diamond's family certainly had connections but Diamond's personality gave Mrs. Spoon cause for concern, it was the same kind of behavior she detested in Canterlot ponies even though she knew better than to make such grievances public).

"Well, aside from a few 'hiccups', I am proud to declare my first ever sleepover as a hostess instead of a guest, a smashing success!" Silver Spoon happily beamed as she checked off makeovers from the list.

"Ya know, it's funny," Apple Bloom commented. "Yesterday if ya told I'd come to like sleepin' over at the home of one of the ponies who mocks me for bein' a blank flank, I'd have said you were crazy. But now, I reckon you ain't so bad a pony after all, Silver Spoon."

"Yeah, it's really too bad we're not friends, Silver Spoon," Sweetie Belle added. "I know Scootaloo would take a lot of convincing but I think in time maybe the three of us and you could become friends. Maybe we could even bury the hatchet with Diamond Tiara."

All three fillies shook their heads and said "Nah." at that statement, before they laughed. As much as they might want to believe they could befriend Diamond Tiara as easily as the three of them had bonded, they knew deep down that the divide between blank flanks and cutie marked ponies would not be so easily mended.

"Ya know, I think we learned somethin' in all of this, Sweetie Belle," Apple Bloom commented. "I think we've learned that even if we have our differences with other ponies, that doesn't mean we can never be friends. It just takes a little understandin' and acceptance."

"A very interesting lesson to have learned," Silver Spoon observed. "I'll have to mention it to Twilight when I go to drop off this book later today. Heck, why don't you two come with me? I'm sure there are some books there that you'll find interesting. After all, who doesn't love a good book?"