MLP - Equestria Girls: The Magic of Friendship

by MLPEG Lover


Put to the Test

Sunset, Twilight, and Rarity slowly walk within the dark library. The only light in the room was the natural light coming through the glass ceiling. On top of that, the exit has been blocked off. They're currently trapped in here.

While none of them know for sure what else could be in here, the anticipation of something jumping them at any moment is sending chills down their spines. "I've never felt so uncomfortable in a library before." Twilight says. "Anything could just jump on us at any moment."

"Relax Twilight." Sunset tries to soothe Twilight's nerves. "We'll be fine as long as we stay calm."

"WWUUAAHH!" Kinda hard to stay calm with Rarity screaming out of nowhere.

"Rarity what's wrong!" Sunset asks with concern.

"I just remembered that in all the scary movies, this is the part where the monster attacks the characters from behind." She has a point. The girls quickly turn around to make sure nothing is sneaking up behind them. They walk backwards keeping their eyes one what's... behind them?

"Wait, if we're all facing this way, then something can still get us from behind in the other direction." Twilight points out. The three girls face their backs towards each other and look in three different directions. Nothing's going to sneak up behind them now.

"Okay, this is good. We've all got each other's back and now nothing can sneak up on..."

"WWUUAAAHH!" Again with the screaming Rarity.

"What now Rarity." Sunset asks.

"Well, if the monster isn't behind the character, then it's usually..." Rarity is left speechless as a drop of a green ooze-like substance falls right in front of her face. And another. And another. The other two girls hear the splatter of the ooze falling and all three girls look up to see eight glowing red eyes staring down at them.

"T-That's a l-lot of eyes." Twilight stutters.

"Run!" Sunset yells.

The three girls scramble and the eight eyes lower to the ground to reveal the giant spider attached to them. With raging red eyes and green ooze dripping from its mouth, the eight-legged monster sets its sight on Rarity and chases her down. The spider spews webs at the fashionista in an effort to stop her running. Fortunately, she's able to just barely avoid all of the sticky substance flying at her. Well... almost all of them.

The three girls all regroup behind a bookshelf on the second story of the room. Phew, finally safe for a...

"WWUUAAAAHHHH!" Ugh! Seriously Rarity!

"What now Rarity!" Sunset yells as quietly as she could.

"There's web in my hair!" Rarity yells, not quite as quiet as Sunset. The other girls roll their eyes and begin to think of a plan on what to do about that spider. All while Rarity tries to pull the web out of her hair. "Doing battle with that awfully grotesque bug isn't going to do any favors for my appearance."

"Arachnid. Spiders are arachnids." Twilight corrects earning a certain look from the fashionista. "What? Facts help me relax okay. Spiders aren't bugs. They're arachnids. They may seem similar but they're actually very different."

Choosing to ignore the random fact Twilight blurted. "Whatever. Right now, we need to..." Sunset is cut off when she hears the sound of sizzling, bubbling, and... dissolving! The bookshelf behind them is dissolving! That green ooze from before. It's some kind of acid. That means the spider beast can shoot acid from its mouth. Because of course it can.

"No, not the books!" Twilight looks in horror as the precious reading material melted away.

"Twilight, we need to move!" Sunset says, basically dragging Twilight away from the book slaughter.

The spider leaps to their previous location and once again chases after them.

While Rarity remains on the second story of the library as she runs, the other two turn in a different direction and run down the stairs back to the bottom floor. The arachnid decides to give Sunset and Twilight a turn in getting chased and follows them.

Rarity continues to frantically run despite the spider not being anywhere near her. She might have realized if her eyes weren't closed. She runs further into the back of the library and suddenly falls flat on her face. She tripped on something. Something big. Finally opening her eyes again, she looks at her feet to see what tripped her up. To her surprise it was a cocoon made entirely of webbing. She looks above, behind, and pretty much all around her to see the place full of cocoons! What a terrible sight. She slowly approaches the cocoon she tripped over only to jump back with a yelp once it starts to squirm. She can hear a muffle voice coming from inside the cocoon. There must be someone trapped inside it. Then that must mean there could be someone in all of these cocoons. As much as she doesn't want to get her hands anywhere near the icky stuff, she can't just leave someone trapped inside it. "Come on Rarity. You got this." The fashionista motivates herself. "Just tear the, eww, stuff off quickly. Rip the bandage." She plunges her hands at the top of the cocoon, or at least what she hopes is the top, and begins to pull on the sticky stuff. However, the webs are stronger than she expected. They're not tearing. Oh no! She did not stick her perfectly manicured fingers in a bunch of webs for nothing! She grips even harder and pulls as hard as she possibly can. Eventually she tears the webbing all the way down to the bottom freeing the person inside. From within the newly torn opened cocoon its captive emerges, revealing a certain blue-haired guitar player, Flash Sentry. Rarity shakes and pulls the loose webbing stuck to her hands off and directs her attention to the previously trapped teenage boy.

Flash takes in a deep breath, it was kinda tough breathing under all that webbing. and quickly looks at his surroundings. "What? Where the... How did I get here?" He was running in through the hallway when that spider got him. It must've dragged him here. "Right, that spider. where is it? Is it still here?!"

"Calm down Flash. Panicking isn't going to help any." Said the girl who already screamed three times.

"Y-You're right. Gotta stay calm."

"Splendid. Now keep that in mind when I tell you that that horrid spider is in fact in this very room."

Okay, trying to stay calm. "Well, at least with you girls here and your magic we should be alright."

"Well actually, we uh... don't really have our magic as of right now."

Remain calm Flash. "Okay, well at least with all of you girls here, we have a bit of a chance... right?"

"Weeeell, it's actually just the three of us here. Sunset and Twilight... Are probably still running from that monster!" She says as she realizes that the others are in danger.

"WHAT!" Well so much for calm. From either of them now.

"I must go make sure my friends are okay. Stay up here and free the rest of the people trapped in those cocoons."

"But I..." His words are left ignored as Rarity runs off to help her fellow Rainbooms. Great, the girls are down there fighting a super-giant magic spider, and he stays up here. Where it's safe and... kinda boring. Just once he wishes he could be a part of their adventures. To do some of that cool stuff they do. Welp might as well do as he was told. He has a lot of cocoons to tear open.

Rarity returns to the bottom floor and fins it a total wreck. Even more so than before. Webs all around, acid holes everywhere, busted up computers. It's a book worm's nightmare. And here comes her book worm now. "Twilight darling, are you..."

"Talk later! Run Now!!"

The nerd runs clean past Rarity with webs flying straight after her. Well, now they're flying at Rarity since she ran past. On reflex, Rarity holds up her hands trying to make a diamond shield. Of course, nothing happens due to the whole having her magic stolen thing. The webs make contact with the fashionista and completely wraps around her torso. This simultaneously launches her back and sticks her to a bookshelf.

Twilight witnesses the fashion lover being trapped by the webs, comes to a halt, and runs to her aid. "Rarity. don't worry I'll have you out of there in no time." Though it seems the need to save her friend made her forget that a humungous arachnid is heading straight for her and her friend. She tries to pull the webbing off, but her weak nerd arms just can't get the job done. With the two girls cornered, the spider prepares to strike. They close their eyes and brace themselves for what's coming, but it never comes. The girls open their eyes and see that Sunset Shimmer had jumped onto the spider's back and is trying to steer the arachnid away.

The spider jumps and turns every which way trying to throw the stubborn girl off. As Sunset holds on tight as she rides the creature. How did a perfectly normal morning lead up to her doing this. It has been quite a while since she and her friends had dealt with magical problems. Guess they were due. "This is the weirdest thing I have ever done!" Not really. "Well, top five anyway!" Sunset continues to steer the spider away as Twilight restarts on trying to free Rarity. Still unable to get anywhere though.

"You tried to make a diamond shield earlier, didn't you?" Twilight asks the webbed-up teenager.

"I'd rather not talk about it." That's a yes.

"At least it wasn't shooting acid at the time, right?" Believe it or not, this doesn't make her feel better. Actually, she is now more annoyed than before. "Heh-heh, how about I just keep pulling."

Back on the second floor, Flash continues to free the captive students. Lyra, Sweetie Drops, Sandalwood, Bulk Biceps.
and Watermelody had already been freed and are helping to free the rest. Bulk Biceps is especially helpful. Flash Begins to open another cocoon and finds a person he doesn't recognize. A girl with very light-yellow skin and grayish pink hair. She's unconscious. Considering everyone else he freed was awake, it's likely she fainted out of fear. "Uh, hey miss. Wake up. You should really wake up." He gently slaps the girl's cheek in an effort to wake her, but on luck. He grabs the girl by her forearms and tries to shake her awake. "Hey come on. Now's not the time to be resting. That giant spider can be back up here any minute!"

"WAAAAAHHH!!! SPIDER!!!"

WHAAAAMMM!!

Well, she's awake. The minute he said the word spider, the girl's eyes shot open, and she punched the poor boy right in his face. He's just gonna chalk that one up to fear. But man, did that hurt. The girl takes a second to take in her surroundings and then it all comes back to her. How she and another person had saw the spider and were quickly captured. Oh no, that other person! She looks around and finds that other person nowhere in sight. She sees Flash, still rubbing his poor injured face, and grabs him by his shirt and pulls him to her face.

"Hey you, where is she!" She who? "Where's Willow Wisp!"

"I-I don't know who that is. And can you please let go of me?!" The worried girl looks past Flash's head and sees Lyra and Sweetie free the person she's looking for. She throws Flash to the side and rushes over to Willow. "Uh, you're welcome by the way." But the blue-haired rocker didn't receive a response as the girl ran off.

She pushes through Lyra and Sweetie and grabs Willow and pulls her in for a hug. "Willow, you're actually okay." This show of affection catches Willow by surprise. And... she's starting to feel bad? "I thought that monster had..." She stops and notice the two girls she had pushed aside starring at her and what she's doing. Uh oh, better quit the mushy stuff. "What do you two poorly dressed nobodies think you're looking at." They jump back at her sudden rudeness. "I don't remember giving you permission to stare at me." Okay sure. They'll just... walk over there now.

"Valeicia?" Willow says. "Were you really worri..."

"I don't remember giving you permission to speak to me Willow." Valeicia says as she turns away and folds her arms.

"Right, of course not."

Meanwhile all the other students have been freed from the cocoons. "Alright that seems to be everyone." Flash says. He runs over to the railing running across the edge of the top floor. He looks over the edge and is shocked to see Sunset Shimmer riding on the back of the giant spider. That girl is crazy. And you know what, so is he. "We gotta go help them."

Huh?! Just because you're crazy Flash, doesn't mean everyone else is.

" You mean get closer to the sp-spider that just abducted us?!" Valeicia says, shivering at the thought. "You can count me out."

"Yeah Flash, not to agree with the girl who literally just called me a nobody like two minutes ago, but aren't we better off just leaving this to the people who have magic and a perfect track record for handling this kind of thing?" Sweetie reasons.

"Except they don't have their magic right now. They need help." Despite what he said, they're still unsure. "Come on. Those girls have risked their lives for us plenty of times, including right now. We have to help them. That's what friends do." He may have a point. "Also, aren't you all just tired of standing in the back and not helping? Doesn't any of you want to do something cool and heroic?" Not sure if any of them want to get themselves killed just so they can play superhero. "Well, I'm going. Anyone who wants to come with me can and should."

As Flash runs down the stairs, the other students consider what he said. Maybe he's right. Maybe they can be more than just people in the background. Maybe they can't be called superheroes, but at least they can be called a good friend.

Flash makes his way to the bottom floor and rushes over to Twilight who is still struggling to free Rarity. Better give her a hand. He runs over to them and assists Twilight in freeing her friend.

"Flash Sentry?" The glasses wearer is surprised to say. "When did you get here?"

"Long story." The boy answers as he starts pulling on the webbing. "That spider caught me and trapped me in here."

...

...

Go on.

"Huh, guess it wasn't that long a story." Choosing to forget that moment, they both continue to pull, but no luck. "Why is this actually harder than opening the cocoons?" Flash grunts.

The two continue to struggle when suddenly a huge muscular arm reaches between them and tightly grips to the webbing. The arm belongs to Bulk Biceps. He pulls along with Twilight and Flash, and the three of them are finally able tear the webbing and free Rarity.

As Rarity is let down, Twilight finds something off about the webbing. It's not sticky anymore. As in its stickiness was just, turned off? A mystery for another time. "Well, thanks a lot guys. That was really a big help."

"Yes, and I don't mean to sound ungrateful, but you should really stay up there where it's safe." Rarity says. "If something were to happen to you because you were trying to help us."

"We don't care about that." A voice says from behind the trio. They turn to find the owner of the voice, Lyra, but almost all of the other students who were released from the cocoons. About two dozen students give or take. "You girls put yourself in danger for us and now it's our turn."

The two Rainbooms look to each other and then back to their fellow students. Their friends. They both smile and nod to them. If they want to help their friends, then they can let their friends help them.

"Uhm, Valeicia. Should we maybe help too." Willow asks being one of the only two people left on the top floor.

"I-I don't owe those girls anything. And I refuse to get anywhere near that, that thing." Valeicia shudders once again just thinking about that giant arachnid. The odds of her helping right now are slim to none.

"We're not quite sure what we can do to help, that's not gonna stop us from trying." Sweetie Drops says. "That's what friends do. Right Flash! Flash?"

...

...

"Wait, where'd he go?"

Back to the spider, it continues to try and throw Sunset off with no success. That girl is stubborn. It keeps jumping around until it suddenly comes to a stop. This catches Sunset by surprise. Did she tire it out? The spider raises its head and stares into the distance.

'Enough playing now.' The spider hears in its head. 'End her. As painfully as you please.'

The spider proceeds to do as told. With one swift motion, the creature, very easily, throws Sunset off and flying straight into a bookshelf. It then slowly makes its way to the red head. Sunset shakily starts to get back on her feet, but her left hand is immediately shot with the spider's web, sticking it to the floor. Then her right hand. And both of her feet. She's trapped and she's gonna get treated like a fly caught in a web. The spider gets as close as necessary to finish her off with its acid.

Sunset closes her eyes, turns her head, and awaits the incoming pain. The spider opens its mouth and is ready to finish her off, but then gets hit in the head by a book. Sunset slowly opens her eyes and notices the spider staring down at a book. Why did it stop? The spider slowly turns its head to its left to see Flash Sentry. His right arm was extended, as if he had thrown something. Wait, did he seriously throw a book at that spider?!

"Uh, Yeah! How do like that bug eyes!" Flash says trying to sound cool. Eh, it was okay.

'Risking his life for Sunset Shimmer. What a fool. Attack him first!'

The arachnid obeys the voice in its head and charges after the guitarist.

Flash does what any brave hero would do in his position. Run!

Just as the rest of the schoolmates make their way to Flash and Sunset, Flash dashes straight by them with the spider in hot pursuit. "Hey, this chase isn't exactly fair! You've got four times as many legs as I do!" He says as if that'll convince it to slow down.

While the rest of the students follows after Flash and his chaser, Twilight and Rarity rush to free Sunset from her web confines. "Why's Flash here?" Sunset asks as she's let free.

"It's a bit of a not so long story." Twilight answers. "He's trying to help us; all the other students are."

"He's trying to get himself killed!" Sunset wastes no more time and runs off to catch up with the reckless boy.

"Sunset wait! We need... *sigh*, a plan." Of course, Twilight's words go unanswered as the red head had already left.

Flash runs up the stairs which is a choice he instantly regrets, because the eight-legged creature jumps clear over his head and blocks the end of the stairs. Flash stops scaling the stares and almost falls forward and flat on his face. He manages to regain his balance, only to come face to face with the arachnid blocking his way. With his face a mere two inches away from the spider's, he quickly jumps back a few steps down. Maybe upsetting an acid spitting giant spider wasn't such a good idea. "You know when you think about it, 'bug eyes' isn't really an insult for a bug. Am I right?" Believe it or not, Flash trying to smooth things over doesn't work. Back to running then.

Flash makes a brake for it down the stairs, but this time the Spider doesn't follow. Possibly tired from giving chase over and over, the beast instead decides to shoot its webbing at the boy's feet, sticking him to the floor. He tries to pull his feet loose, but it's just no use. There's no way for him to run now. The spider gets closer and closer, ready to strike at the poor boy. But just in the nick of time, Sunset jumps to Flash's aid and basically tackles him out of the way pulling his feet right out of his shoes. A bit of a rough way to save him, but effective.

Before the eight-legged beast can do anything else, a bunch of books come flying, pelting the arachnid with a flurry of hardback vengeance. Vengeance coming from the remaining students in the library of course. As the spider is now disoriented, Flash and Sunset scramble back to their feet and make a break for it. The spider chooses to ignore the pelting in favor of attacking Flash. As were his master's orders.

More books come flying.

The spider continues to ignore and search for its target.

More and more books.

You know what, forget orders! now it's mad! The spider turns in the direction the books were coming from and charges at full speed.

After a bit of running, Flash turns around to see if they were followed and sighs with relief to see that they were not. He can take a bit of a breather before trying to do something about that oversized bug. At least for right he's out of harm's way.

WHACK!

"OW!" Okay maybe not completely out of harm's way. He turns to Sunset, who for some reason smacked the back of his head. "What was that for?"

"For being reckless and dumb." Sunset says with a mixture of anger and concern. "What were you thinking!"

"Um, what about, Gee Flash thanks for saving me back there. Really Appreciate it." Flash says doing a poor imitation of Sunset's voice.

"Oh really, and what was your plan after, throw a book at it and run for dear life?"

"Hey, the purpose of the plan was to make sure you didn't get hurt. So, I' say the plan was success."

WHACK!

"OW" Flashed exclaims again.

"Look just stay here and let me, Twilight, and Rarity handle this."

"You mean with your nonexistent magic."

Darn, he knows. Sunset starts to say something in response but there's not much she can say to that.

"Rarity already told me that you don't have your magic. And I uh, kinda told the other students too."

Okay, she needs to have a talk with Rarity about not telling people that the best chance at handling magical mayhem is currently powerless. Even more so with Flash. "Look even so, this is our problem. You and all the other students shouldn't have to worry about this."

"That's not true! This is all of our school. It's not fair to just let you handle this."

before Sunset could say anything, else Flash raises hand cutting her off. "Look, we could go back and forth over who should do what, but right now we need to make sure everyone else is okay. Right?"

Sunset sighs and simply nods. She doesn't like this. In fact, she hates that Flash and everyone else is willing putting themselves in danger because of magic. Magic that's only here because of her. But it's not like anything she says is going to change his mind. So, she decides to put a pin in this and rushes off to help her friends. With Flash right behind her.


Back outside in the courtyard, E1 remains peacefully a sleep sitting up against the stone block. Totally oblivious to what's going on inside the school. It doesn't last though, for the sounds of all the ruckus going on inside finally start to reach her ears. She starts to stir and groan. And then begins to mumble. "Mom please. I really don't wanna go to school today." She must be out of it, she graduated from school four years ago. Her torso begins to lean to the left and suddenly falls over, snapping her awake. She quickly sits herself back up and starts to get a sense of her surroundings.

Okay so she's still at CHS, but she all alone. No sign of her sister, the cloaked guy, or the Rainbooms. She places her index finger to her ear and tries to communicate with her sister. "E2, this is E1, come in." No answer. "E2, this is E1. What's your status?" Still no answer. "Ugh, answer me already!" Not one word in response. She's either unconscious or... or. No, don't think like that! She's probably just in over her head in the middle of a fight right now. That's not something she'd usually hope for, but it sure beats the worst-case scenario.

She weakly pulls out her smartphone-like devices and begins to press on its screen. Though it takes her a few seconds to realize that the screen was broken. Must've happened during the fight. Great, just great! With this broken, she and her sister are gonna be in a world of trouble. She continues to tap the screen more and more, hoping and praying that something will happen. Unfortunately, her prayers went unanswered, and her tapping did absolutely nothing.

"No, no, no, no, no! Apple fudge!! Ugh, this is bad. What are we gonna do now?" After some more worrying, she takes a deep breath and focuses on what going on right now. "Okay, deal with the broken M.M.D later, focus on the mission now." She slowly gets back on her feet, though she does need to steady herself due to feeling a little lightheaded. "Guess the action is still going on in there. And that foolish sister of mine actually went in without me. Heh, I probably need to get in there and bail her out by now." She drags herself towards the entrance of the school, the lights on her suit flickering on and off. A sign that her strength is returning. Slowly, but surely.


Back in the library, Sunset and Flash make their way to the top floor where the fight seems to have been moved to. After avoiding shots of webbing and airborne books, the two meet up with Twilight and Rarity, who are throwing as many books as they can. Well, Twilight isn't exactly keen on using the beloved reading material as their primary weapon, but a girls gotta do what a girls gotta do.

"Rarity, Twilight, how are we doing." Sunset asks.

"Well, the plan is already in motion." Twilight explains.

"Throwing books willy-nilly is a plan?" Flash asks.

Like you can judge.

"It's the first part, we just want to get it riled up."

"Why do we want to make it angrier?" Sunset asks.

"Flash go find Bulk and Sandalwood are. They'll fill you in on what to do."

The boy didn't ask questions and did as he was told. Though Sunset still had some questions. "What are they going to do?"

"Here darling, just take a book and make sure to move when it shoots it's acid at you." Rarity explains.

"Would someone please explain to me what's going on."

"No time. Just follow us and do what we do.

Right throw books willy-nilly, got it. Since she clearly isn't going to get an explanation, might as well play along. The books kept flying in from all sides. Everywhere the spider turns a new one comes flying at it. They weren't exactly hurting it, but it sure was annoying. But its master's orders are to not hurt anyone. Just scare them. Then again, he did say it could be a painful as it wanted to be with Sunset, and that it could attack Flash to. Maybe its master has changed his mind. This is getting rather aggravating. And once a particularly large textbook hits it in one of its many eyes, all bets are off.

Someone's getting melted!!

The spider takes aim at the first person it sees, Lyra Heartstrings, and spew is acid in her direction. Fortunately, Sweetie Drops was able to push her out of the way. The acid instead hitting the bookshelf that was behind her. The acid melted through the paper and wood. Leving the shelf cut in half. The two girls keep running as more shots of acid are fired at them. All just barely missing them. Only managing to hit all bookshelves around it.

This cycle continues for a little over a minute. Books hit the spider, the spider gets angrier, and acid gets spat in every direction. "Alright, I think it's angry enough." Sunset says not wanting to drag this on any longer. Though she soon regrets it as the spider is able to now locate her.

"Sunset!" Twilight yells to gets her friend's attention. Which she does by the way. "Over here, quick!" She says as she points to the space in between two rows of acid-stained bookshelves.

The former unicorn wastes no time in get to Twilight. With the arachnid right on her tail. She makes to the team's resident nerd, grabs her by the hand and just keeps running between the row of shelves. The giant spider is in hot pursuit get closer and closer as it runs.

"Alright, on my signal, everyone, start pushing!" Twilight says while being dragged along. "Ready..." Twilight turns her head around to see just how close the... Oh Fudge It's Way Too Close!! "Okay Now, Now, Do It NOW!!"

All the other students began pushing on the shelves on both sides. The shelves aren't bolted down, and the acid had damaged them somewhat. Plus, most of the books have been taken off the shelves. It wasn't as hard as it would be normally, but still not a super easy task. Fortunately, there are a whole bunch of students in here that the spider had abducted. Strength in numbers, I guess. The shelves started falling in sections on both sides. Toppling on top of each other as both sides are getting tipped. One section falling after the other, the whole row is collapsing and each part that falls is closer to the spider than the last.

As the last shelf is about to fall over, Sunset and Twilight sprint for the end jump from in between the rows of falling wood. The eight-legged beast isn't so lucky though. During its final attempt to end the girls, orders be darned, it prepares one last spit of acid, only to get crushed under the weight of the surrounding shelves with mor falling ahead of it. Leaving the spider, presumably, squashed.

"Did we... Did we, do it?" Sunset asks, standing with her hands on her knees, trying to catch her breath.

There's no movement coming from under the pile of wood. "Ye...Yeah I...I think we did." Twilight says, lying on her back, breathing just as hard as her friend.

" Are you two alright?" Rarity asks offering a hand to Twilight to help her to her feet.

"Yeah Rarity, We're fine." Sunset asks while standing up straight. "Thanks to... well," She looks to all the students who helped them out. "thanks to all of you guys."


"So," Nightshade murmurs to himself, Watching as Sunset speak to her fellow students. "Even Sunset Shimmer can make friends huh."

"It looks as if they've bested all your monsters." Celestia proudly states.

"They achieved what I expected of them." Nightshade replies. "But schools not out quite yet. And those girls have one final test today." With a snap of his fingers, Nightshade vanishes in an instant. And he isn't the only one.


Wherever they were in the school before, all seven of the Rainbooms vanish in a flash of light. First Applejack and Pinkie, then Fluttershy and Rainbow dash. With Sunset, Twilight, and Rarity being the last ones to disappear. Leaving the remaining student behind in the library. To make matters worse, the pile of busted up wood begins to shudder. And to everyone's surprise, one of the spider's legs emerges from under the wreckage.

"You've got to be kidding me." Flash says in disbelief.

The students back away in anticipation of the monster bursting from under the wood, when Flash hears a strange sound coming from the lower floor. He runs down a few of the steps to see the diamond wall keeping them in is now sinking into the ground, revealing a huge hole where the door used to be. The spider must've melted the hole there in order to get in here.

Everyone quick, we need to get out of here know!" Flash says. He runs down to the exit with everyone else right behind him. The eight-legged beast emerges from the wood and quickly chases after the students. It leaps off the top floor and lands in front of the retreating teenagers, blocking their only way of escape.

"Now what?!" Lyra asks.

"We stand our ground and hope we don't die." Flash answers.

The spider, having enough of the humiliation it's received, goes for the kill, until it finds itself unable to move. It literally just stops on a dime. And even weirder, it's now rising in the air.

"That's very brave of you all, but I'll take it from here."

The teens all avert their gaze away from the airborne arachnid and to the person now standing in front of them. The girl in the high-tech magic suit, E1. Who is using her magic to encase the spider in a forcefield and lift it into the air.

"Uh thanks for the save, but who are supposed to be." Flash curiously asks. E1 doesn't say a word and just stares for a minute. She violently shakes her head and then finally gives her answer.

No one you need to worry about. Now all of you stop staring and get out of here!"

They students don't waste another second and runs past E1, out of the library. Once out, E1 puts up another forcefield, once again blocking the exit. "Alright big bug, looks like it's just you and me.


The Rainbooms all appear back where this whole thing started, the courtyard. As soon as they all realize where they all are they also quickly notice that they're all here together and all come together in the form of a group hug. But before any of them have the chance to tell the other what they've been through or really express how happy they are to see one another; Nightshade shows up and totally kills their happy mood.

"Congrats on making it this far girls." Nightshade praises. "I have to admit, I was beginning to doubt that you girls could actually pull it off. Bravo, bravo."

"You can keep your phony praise." Rainbow says. "All we want from you is our magic back.!"

"How dare you make those poor animals do such bad things. That's... That's unforgivable!" Fluttershy exclaims.

"You also put everyone in this school in danger!" Says Sunset. "And for what! Was this all just a game to you!"

"A game? No" Nightshade chuckles. "It's actually more like, a test. And I've got to say, so far you girls have barely managed to score a passing grade. I'm somewhat disappointed."

Applejack takes a turn to speak. "Ya think we care what ya think."

"But don't worry, cause I'm about to give you girls a make-up exam." Nightshade says, ignoring the cowgirl. "You seven versus me. No monsters on my side; no magic spies on your side. Just you girls against me. You win, I leave, and you can all have your precious magic back. I win... well I guess nothing changes if I win. I just get to keep your magic. Sound fair."

"Not really since you have all our magic on top of your own." Twilight says.

"Huh, you're right Twilight. This isn't very fair. Hmmm." Nightshade puts his hand to his chin and paces back and forth. Thinking of how to make things fairer. Besides giving them their magic back of course. He's got it! "How 'bout this, if just one of you girls can lay even a finger on this staff of mine", He snaps his fingers, and his crystal staff appears in his hand, "then you win. Simple right?"

The girls all look to each other, unsure of how to respond to this. There's no way it's as simple as he's making it sound. Eventually, Sunset speaks up. "And how do you win?"

"Trust me Sunset, you'll know when I've won." He responds.

The Rainbooms gather in a group huddle and begin to discuss. "We're not really considering playing this his way, are we?" Twilight says. "We couldn't win with our magic that he now has. He's only making it sound simple to probably lure us into a trap."

"So what, you think we should just quit and go home?!" Rainbow says.

"Of course not. I'm just saying we should come up with some form of plan."

"Twi's got a point." Applejack says. "Plus, we can't rightly trust him to keep his word even if we do try it his way. So bein' reckless ain't gonna do us no favors."

"I'm not being reckless; I'm just saying we don't have much choice."

"Well, I don't know about the rest of you, but I for one am more concern about what he means by 'we'll know when he wins.'" Rarity brings up.

"But I'm not sure he even wants to win." This brings everyone's attention to Twilight. "He said he's testing us. And that we barely passed. The way he spoke. It's almost as if he wants us to succeed against him. But for what purpose? And what does he expect us to do differently than what we're already doing?"

"Well, why don't we just ask him?" Pinkie asks.

"He does seem rather uhm, talkative." Fluttershy says, for lack of a better word.

"Even if we find out what he wants, what good is it if we don't stop him."

"Everyone!" Sunset finally speaks. "I say we accept Nightshade's challenge."

"Sunset, are you sure?" Twilight questions her friend. "We should at least try to think this over."

"We can come up with any plan we want, but it won't matter. He'll always know what we're up to because with magic he can read our every thought. He's probably reading our minds right now."

"She's right I am!" Nightshade says loud enough to make sure they all hear. "I'm also growing impatient. If you don't want to do this, then... *sigh*, then I guess I'll just use my magic to bring chaos to all of Canterlot City!"

Well that escalated quickly.

"Look, the best thing to do is to get his staff. It not only seems to be the source of his magic, but it's also where he's keeping ours. Getting our hands on it seems to be our best bet. Whether he'll keep his end of the deal or not."

Whether the other girls liked the sound of this or not, the fact is Sunset is right. What else can they do. He's holding all the cards. They all nod in agreement and come out of the huddle, ready to fight.

"We accept your deal." Sunset confirms, much to Nightshade's pleasure.

"Wonderful!" Nightshade exclaims with joy. "Here, I'll make the first move." He backs up a few paces and does something none of the girls were expecting. He uses Applejack's magical super strength and hurls his staff so high up into the sky it quickly goes out of sight. The girls are all flabbergasted and now have no idea what to do. "It'll come down eventually." He says with a small laugh. "And by the way Sunset, I don't need to be holding my staff to use the magic it's given me." He raises his hand up in the air and a shadow form around the Rainbooms. They look above and see a giant diamond forming overhead, threatening to crush them. "Try not to die."

The girls all quickly jump out of the way, just narrowly avoiding getting crushed. "Now what!" Twilight asks as she gets back on her feet.

"Wait for the staff to come down, then grab it before he does." Sunset answers.

"And until then?" Yet another giant diamond forms above Twilight and hurdles down towards her. Sunset grabs her by the wrist and quickly pulls her friend out of the way.

"Didn't you hear what he said? Try not to die!"

Nightshade follows up by conjuring up a row of much smaller diamonds now floating in front of him. He walks down the row and touches all of them before sending them all flying at the girls. But they seem to miss miserably. Just landing all around them.

"Hah, that's the best you got." Rainbow taunts. "Your aim stinks!"

"And yet you're still gonna get hit." Nightshade retorts.

They're not sure what he means by that until they take a look around to see that all the diamonds are now glowing. Glowing... pink? Oh no!

One by one all the diamonds explode all around them. It's like basically standing in a minefield. He had to have used Pinkie's magic in order to pull this off. Explosions going off all around, leaving a huge plume of smoke. "Hmm, perhaps that was a bit much." Nightshade admits. "*Sigh*, it really is hard to hold back all this mag..." He stomps mid-sentence as two silhouettes draw closer to him from within the smoke. Only once the shadowy figures exit the smoke can he make out who they are. "Well now."

Both Applejack and Rainbow Dash rush out of the smoke and attack Nightshade in a fury. I guess something about trying to blow them and their friends up set them off. Punch after punch and kick after kick. Both girls put their all into landing even a single hit. However, dodging their every move is more than a simple task considering Nightshade has Rainbow's super speed.

Tired of dodging, he grabs Applejack by the arm and slams her right into Rainbow. With barely enough time to enjoy his victory over the two, a cupcake hits the side of his head. Followed by more cupcakes. It doesn't take long to figure out where they're coming from. The rest of the smoke dissipates to reveal Pinkie, Fluttershy, and Rarity all chucking frosted desserts at him. And Pinkie has plenty to spare. Somehow.

"Hope you've saved room for dessert!" Pinkie cries as the throwing continues.

More and more cupcakes pelt him. Not really hurting him, but it sure is annoying. "How many cupcakes can you possibly have?!" He forms a diamond to protect himself from the sweets, followed by pushing the shield forward and rushing towards the three girls in front of him.

The girls brace for impact, but it never comes. Before it reaches them, it just stops in mid-air. They slowly open their eyes and witness the diamond suddenly crumble to pieces. While this is surprising, is Nightshade's current behavior.

He has his hand up to his forehead and begins to wobble in place. His vison begins to get blurry, and he feels like he's about to fall over at any minute. He trembles as he takes a few paces back before barely managing to get a look at his surroundings. He sees Rarity, Pinkie, and Fluttershy in front of him, Rainbow Dash and Applejack to his side, getting back on their feet. Wait that's only five. Where are the other two?!

The two girls in question jump Nightshade from behind and grab his arms before wrestling him down to the ground. Which, in his current state, isn't very hard. "What the! Get off of me!" His orders go unfollowed, and they pull him down on his knees. Suddenly his lightheadedness turns to pain that flows through his entire body. Too much pain for him to take. "Gah, urgh, AAAAAAUUUUUUUUGGGGGHHHH!!!!!"

The two girls are taken back by his screams but remain focus on what they're doing. However, in a fit of rage and pain he struggles more wildly than before.

Seeing their friends struggle to hold him still, Applejack and Rainbow dash jump in and help hold him down. The four girls pull him face-down on the ground, with Twilight and Sunset continuing to hold his arms and Applejack and Rainbow holding his legs. He still continues to violently thrash about the best he can, until Pinkie jumps right on his back to finish completely immobilizing him. "NO! Let go! Get away from me!!" To make matters worse, well for him not the Rainbooms, The Staff finally comes back into view!

"Rarity... Fluttershy... get the staff!" Sunset says between grunts from the struggling. The two girls nod and make their way to where the staff is going to land.

But it can't end like this. Can it? No. He won't let it. Not like this! Mustering up any strength he can and fighting through all the pain, He uses all the magic he can come up with in the form of Twilight's telekinesis. "I said, GET AWAY!!" In one swift moment, all seven girls get hoisted into the air and are held completely still. Unable to move a single muscle. The staff however continues to fall until Nightshade uses his telekinesis to pull it towards him and grab it while simultaneously keeping the girls in mid-air. As the pain rages on in his body, he realizes he can't keep wasting time. He flings all the girls to the center of the courtyard and forms a diamond wall around them. Trapping their entire bodies, save for their heads and forearms. There's no way out.

Nightshade reaches into his sleeve and pulls out a small vial containing a strange liquid. Rapidly pulling out the cork he immediately gulps down the liquid and the al the pain subsides. He gets back on his feet and sees that the Rainbooms are unable to get free. At this point, he's basically won. On top of that, he can't stick around much longer. "AAAAAAAHHHHHHH!!!!!!" He screams once again. "It's not fair! Why does this have to happen now! FINE! If this is how it has to be, then I'll just have no choice but to put an end to this right now!"

He raises his staff into the air and begins to channel his magic through it. The Crystal glowing a fearsome yellow light, surging with power. The girls all close their eyes and struggle to break free, but it's no use. Nightshade takes aim and prepares to finish them off. "You girls have disappointed me... For The Last-AAAAAAUUUUUGGGGHHH!!!"

The Rainbooms open their eyes and see that Nightshade isn't firing. He's now flailing around in pain. With something dangling from his hand. Among the girls, Twilight is the first to identify what the dangling thing is. "Spike?!"

It is indeed Twilight pet and friend Spike. He had snuck up on Nightshade and bit his left hand. "Ow, ow, OW! Let go of my hand you random dog! Spike holds on the best he can, but slowly he loses his grip. With one final jerk of his arm, he sends the pup flying off his, now very injured, hand. He rubs is thumb over his injury, trying to somewhat soothe the pain.

Then a thought hits him like an anvil. If he's using his right hand to soothe his left hand, then which hand is holding his staff?!

"Spike quick, bring that staff overhear!"

Nightshade snaps his head in Twilight's direction after hearing her voice. Following up by searching for Spike, who he deduces must be the dog that just bit him. His head is still a bit fuzzy, but after a bit he manages to spot the dog... with his staff in his teeth.

Spike scampers to Twilight as fast as his little legs can take him. He leans to the left for a bit due to the crystal at the tip of the staff, but it doesn't deter him from his objective. "Yes, that's it Spike. just a little further." Twilight encourages. The other girls join in on cheer the little pup on as he gets closer and closer.

But just as before, Nightshade can't let it end like this. "Come back now!!" Just as his words are spoken, Spike comes to a complete stop. With his enhanced version of Fluttershy's magic, the poor dog is now completely under his spell. Spike slowly turns around and walks back to his new master. Both Spike and their only hope has now left them. "Yes. That's a good boy."

The try to stop Spike. They cry and plea for him to snap out of it, but it's just no use. Spike prepares to hand the staff over but stops as he hears one final cry from his owner.

"Spike please!!"

And that last cry is enough to finally get through to him. The pup shakes his head and looks around in confusion. "Twilight?" Spike mumbles with the staff in his mouth. Unfortunately, it's too late. Nightshade simply just grabs the staff and, although struggling, uses Twilight's magic to throw Spike off. Once Spike hits the ground, magic diamonds form around his paws, keeping him in place.

"Now, I'm really tired of this!"


E1 closes her Magic Tracker, having successfully captured the wisp of magic that was infused with the spider, and tries to contact her sister once more. "Come on Sis, pick up this time. E2, you there? E2?!"


Still lying in the principal's office, E2 begins to stir as she faintly hears her sister's voice waking her up.

E2! E2!!

The sleeping girl finally pulls herself up as she regains consciousness. Though still a bit woozy in the head.

DANG IT SIS! IF YOU DON'T ANSWER ME RIGHT NOW, YOU CAN FORGET ABOUT GETTING ICE-CREAM WHEN WE'RE DONE!!!

Well, that finishes waking her up. Sheesh. Pretty sure Celestia and Luna could've heard that. "Hey, that's not fair! You promised, remember?"

Never has E1 been so happy to hear her little sister whine. With a sigh of relief, she begins to speak once more.

"Bout time. What were you doing, taking a nap?

"Hey, who are you to judge me? You were the first one to sleep on the job after that stunt you pulled in the courtyard."

"Whatever. Just meet me outside. Something weird is going on. Even for us."

"Weird how?"

"While I was fighting this giant spider, my tracker picked up a massive source of magic."

"Yeah, that's probably just Nightshade. You know, the guy we came to take care of. Not really weird."

"Would you let me... Wait, Nightshade? That's really the guy's name? Uhm okay then. The weird part is that all that magic just started to disappear. The signal just kept getting weaker and weaker. Now it seems to be stabling itself, but at a much smaller size than before."

"What does it mean?"

"Why don't we head outside and find out."

"Will do"

"Uh-Oh.

"Uh-Oh? What's Uh-Oh?"

"Well, there's now a griffon in my way. Even more uh-oh, I'm kinda low on magic myself.

"Okay, I'll be right there. Don't go anywhere. Unless, you know, you have to run for your life."

"Thanks for the pep-talk. See ya soon. E1 out."

E2 makes a dash for the doorway, before turning around to see Celestia and Luna still stuck within their diamond confines. "Madam... uh, you. let me help you two out real quick." She raises her hand and sends a wave of magic hitting the diamonds holding the two sisters. Then diamonds respond by sinking into the ground until vanishing from sight. Even the holes in the floor they made are completely gone. As if the diamonds were never there. Nightshade's magic really is getting weaker. She couldn't do that before with the diamond wall that was blocking the entrance into the school. "There, now before you start asking a whole bunch of questions, I need to go. Like right now!" And in a flash, she left.

"So now what do we do?" Luna asks.

Celestia dusts herself off and then answers. "We go check and see if everyone's okay. That's about all we can do."


"It's obvious that you girls don't understand anything about real magic." Nightshade lectures the Rainbooms while they continue to try and break free. "Most of you have had your magic just handed to you by glorified trinkets. Trinkets that you're powerless without. And once you don't have it, you're all useless." He looks directly at Sunset. "And some of you don't even realize what you have until you've lost it. It's not entirely your fault though. You're just a bunch of kids that got swept up into a world you never should have. Unfortunately, that doesn't change what I have to do. *Sigh*, goodbye."

His staff surges with more and more magic, glowing yellow aura getting brighter and brighter, until he hears something. Footsteps. A lot of them. He turns his head to the school entrance and is surprised to see not just one or a few, but all the students of CHS. From the CMCs to the sports teams, everyone was here. And before he knew it, he's now surrounded. Whether to save the Rainbooms or to just get back at him for what he's done, they're prepared to fight Nightshade.

Nightshade chuckles and follows with a full-on burst of laughter. "What is this? The B to D list characters want to join in? You all know that with a snap of my fingers I could transport you all into the sun, right?" Actually, in his current state, he's not quite sure he can pull that off. But that won't stop him from bluffing. "Look, I only care about the seven of them. So, I give all just one chance. Leave and let me finish them off. I mean really, all these girls are is just a magnet for trouble. all your magic problems, these girls are always at the center of it." I didn't think it was possible for the girls to feel worse than they already did, but here we are. "Even by some miracle I'm defeated, someone or something else will just show up in my place. If you think about it, I'm doing you all a favor. None of you asked for this. None of you have to care. Just walk away, and you can all go back to pop-quizzes being the evilest thing you have to worry about." But not a single student budged. "Ugh, perhaps I didn't make myself clear. If you don't back off, you'll all meet the same fate as them!"

"Do what he says everyone." Sunset says. "He's right." As much as she hates to admit it. "None of you asked for this." She looks to her sides and to the other Rainbooms. "None of you." She says under her breath. "If you don't leave now, you're all going to die!"

Yeah, we don't care!" Flash is the first to speak up.

"You girls are our family." Apple Bloom continues.

"And our friends." Scootaloo adds.

From there many students had something to say.

"You girls have saved us many times before."

"We can at least try to return the favor."

"Like you can blame them. You're the one who attacked our school."

"And sent scary monsters on us."

"All they tried to do all day was protect us!"

"Yeah, so leave our friends alone!"

It's amazing. Their fellow students are actually protecting them. They don't care if Nightshade is all powerful. They don't even care if he only attacked to get to them. And seeing them all stand up for them. It's nice, but the fact remains the same. There's nothing they can do to stop him. And then the Rainbooms feel it. It's small, but it's there. Like they're getting... stronger? Like... like magic?

Nightshade hears the words of the students, and once again bursts with laughter. Though a bit less maniacal this time. "You hear that, girls?! These people are your 'friends'. They came here to save you. How brave. Stupid, very stupid, but brave. And if they came here to end their lives so you can live just a tiny bit longer, then who am I to get in the way!" He rises into the air, getting in a better position to take them all out at once, and for the third time, channels his magic through his staff. The yellow aura glowing brighter than ever.

The student all brace themselves for what's coming. The Rainbooms can't remain trapped any longer. They have to break free. And help their friends!

And now... Nightshade can feel it. It's weak, but it's slowly getting stronger. A magic energy very close to him. Can that be right? It couldn't be those Equestria Gils spies. He's unable to detect their magical energies. Plus, this magic feel like... Friendship Magic! It couldn't be. Could it? He can feel it all around him. Is it from them. The nobodies of this school. How do they have magic all of a sudden. Even that dog he swatted earlier is showing signs of magic. The magic levels are staying low all in all around, except for one spot. The weak magic is getting stronger. And he knows exactly who's doing it. The Rainbooms! Are they draining the magic from them? No that can't be it. Even if one of them knew how to do that, the magic coming from the other students aren't getting any lower. And even all their weak level magic put together wouldn't amount to what those girls are showing right now. They're not draining it. It's kinda more like they're sharing it. Is that how it works? A question he'll have to answer later. It's time for the closing act.

With a thrust of his staff, the blast of magic is fired. The beam comes closer and closer, nothing can stop it now. Nothing except...

...

...

A beam of multi-colored lights!

It's actually blocking his attack. No wait, it's actually pushing it back!

Nightshade ceases his attack and floats out of the way before the counter laser reaches him. And there they are. Seven glowing girls rising to meet him. Each glowing their corresponding color and changing in appearance. Their hair grows twice as long and all style in a ponytail. Their human ears vanish and pony ears atop their heads. Three of them even gain wings as well. The Rainbooms have Ponied-Up! How?!

This is a surprise for even the Rainbooms themselves. They didn't think they could still do this after Nightshade drained them of their magic. The tail's, the ears, it's really true. Their clothes didn't change any, like they have in the past, but beggars can't be choosers. After marveling at their regained magic, they turn to Nightshade and are ready to end this.

"Nightshade, it appears you've underestimated the magic we all share." Twilight states.

"You may have all that power," Rarity starts.

"But as long as we have each other..." Applejack continues.

"And all our other friends..." Continues Fluttershy

"There's nothing we can't overcome." Rainbow Dash

"That's the magic of friendship!" Sunset declares.

"Now let's light him up ladies!!!" Pinkie yells.

The girls all concentrate their magic and focus it all into one big rainbow lasers! The light of its power completely consumes him, trapping him in a rainbow vortex, before slamming him straight into the ground. Making a crater behind the group of students still on the ground. Furthermore, his staff goes fluing into the air and landing right into the palm of Sunset's hand. They've won.

The Rainbooms float down to the ground, but they get only a few feet of the ground, their pony ears, ponytails, and wings flicker. Fading in and out. Before vanishing all together. They turn back to their normal selves. I guess that magic they gained was only temporary. And without their magic, their landing isn't going to be as soft. They land with a thud but quickly get back to their feet. A little embarrassing, but they don't care right now. All they can focus on right now, are the cheers came at them from all sides. But it's not just cheer for them. It's a celebration for everyone. No complaints from them. They don't quite understand what happen, but what they know for sure, is that they wouldn't have won today if it weren't for everyone here.

With Nightshade down, Spike is finally able to break free and the first thing he does now is run straight into Twilight's arms. She can't help but hug him as tight as she can.

Sunset takes a close look at the staff in her hand. The very thing that stole their magic in the first place. But what exactly is it? And can they use it to get their magic back? Maybe she and Princess Twilight can get to the bottom of this if she shows it to her. Unfortunately, she won't be able to show it to her. Because the staff goes flying out of her hand and straight down into the crater Nightshade was blasted into.

The students gasp and turn towards it and see Nightshade float out of it and back on level ground. and even weirder, he laughs once more. With joy? "Oh man! I didn't see that coming! But it's like I said before. Magic really is the greatest!” The Rainbooms run in front of the others, Spike too since he's still in Twilight's arms, and stare him down.

"Nightshade, you lost." Sunset states.

"That I did Sunset, that I did." He raises his staff into the air and uses it to release the seven wisps of equestrian magic he stole from them. "To the victors goes the spoils. Congrats. I guess that's my que to leave." He throws his hand out to the side and a portal appears just like that. "But before I go, I just wanna say that the magic you girls have is really something. I sure hope you don't lose it again. Until we meet again. Adieu."

"Wait, you can't just..." But before Sunset can even finish her sentence, he vanishes through the portal, and it quickly closes afterwards. leaving just the wisps of magic behind. Sure, Nightshade got away, but at least they can get their magic back. At least that's what they thought.

The wisps start to fly to their original owners, but ma a beeline for the roof of CHS. Where he is standing. The man in the black coat, Nightshade! His staff's glowing purple aura acting as a beacon that the wisps of magic can't help but follow. Until ending up in the crystal tip of his staff once again. The girls can't believe what they're seeing. He channels Rainbow Dash's magic and prepares to make his quick getaway.

"Hey, wait!" Sunset yells. "What about our deal?!" The man in the coat says nothing and uses his newfound speed to run down the wall of the school and dash out of sight. He's now long gone. "No wait!" Sunset starts to, futilely, run after him, but Applejack places her hand on her shoulder to stop her.

"It's no use Sunset. With Rainbow's speed he could be in all the way in Las Pegasus by now. He's gone."

"so after everything we've been through, he gets to just get away with our magic!"

"Yes, but at least we managed to stop him from hurting anyone." Twilight says, to show them the bright side.

"Yeah. And so what if he got away. We totally won today and will do it next time to. Cause we're awesome." Rainbow Dash declares.

"*Sigh*. Yeah, I guess you girls are right. Right now, I'm just glad that we're all still okay and that I have the best friends in the world to have my back." The Rainbooms all indulge in a group hug to fully enjoy this moment.


Back inside the school, the place is an absolute wreck. Celestia, Luna and the rest of the faculty they found trapped in the chemistry room, could only look in horror at all the damages. "Well, this place has seen better days." Luna says trying to laugh this off.

"But where are all our students?" Celestia asks. "We looked all over and haven't found any of them. I'm starting to get worried."

"No need to worry."

The adults turn around to see E1 and E2 behind them. And, for a reason they aren't sure of, E1 has a cat in her arms and E2 has a bunny in hers. Plus, a bird on her head. "All your students are just outside." E1 says. "We have no Idea what happened out there, but somehow they all managed to call upon a massive source of magic. But now every bit of magic is gone. Point is everyone's okay." She explains while her sister cuddles with the bunny in her arms. "Which means we should go before you all swarm us with questions. Take care of these little guys for us, will ya?" The two girls put down the animal, E2 also shooing the bird off her head, and then pulls out a small round object. They throw the objects down and a flash of blinding light illuminate the hallways. By the time anyone could see again, the two of them were long gone.


The two magic agents make their way behind the school and begin to discuss the recent events. "Okay, so what did happen while we were inside?" E2 asks.

"How should I know?" Her sister answers. "I'm guessing the Rainbooms managed to pull out a miracle. Other than that, no clue. Though, I'm pretty sure Nightshade got away. And, based on these last readings, with all their magic. *Sigh*. We were supposed to stop him and leave them out of this. Some agents we turned out to be."

"Yeah. I guess we were ultimately useless huh."

"Hey speak for yourself. I beat a phoenix and a giant spider. I feel like I contribute something today."

"So you're saying I was the only useless one today?!"

"I didn't say that. Then again you are just the support agent." E1 teases.

"Ugh, you're the worst." E2 replies with a small laugh.

"I love you too. Now come on let's get going. We need to come up with a plan on what to do next." The starts to walk away, but then turns to see that her sister didn't move. And that the blue lights on her suit are glowing really bright. "Uh, what are you doing?"

"Supporting." She places her hands on the back wall of CHS and sends a massive wave of magic throughout the entire school.

"Sis, wait! do you know how much energy fix that much damage is gonna take?"

"I should... at least... try!" The blue agent struggles to say.

To the surprise of everyone in and outside of the school, every bit of damage on the premises is getting fixed. The claw marks, the scorched grass, the crater, all of it just vanishing before their very eyes. The students outside walk inside to see if the same is happening there to. And it Is! Seeing the school get fixed is amazing enough, but with the waves of magic flying around as it happens, simply breathtaking. Every bit of damage done, it's now like it was never even there.

But all that wonder comes at a cost. E2 is now completely wiped. The lights on her suit go dark and she can barely stand up straight. "Heh, how's uh... how's that for... phew, contributing." She falls back, almost passing out, until her sister holds her arms out and catches her before she hits the ground.

"Heh, you can barely stand after pulling that stunt." She lifts her sister into her arms, carrying her bridal style, and simply walks away. "Come on. Let's go get you that ice-cream I promised."

"And then we can go home?" E2 to weakly says.

"Uh yeah, about that."


2 Hours Later

What was originally supposed to be a party to celebrate the new and, for some of the students, last school year, has now become a celebration for the school coming together and stopping Nightshade. And it's taking place in the school gymnasium. After all they've been through today, they could use a little fun right now. Including six of the Rainbooms that are enjoying themselves in the center of it all.

"I still can't believe Principal Celestia agreed to let you throw your party here Pinkie." Rarity says to the party's maker.

"Eh, why not?" Rainbow Dash asks. "We've all totally earned it after kicking major bad guy butt."

"And there's no better way to celebrate than with a party." Pinkie exclaims.

Though everyone else has their minds on celebrating, Sunset has her mind on other things. This doesn't go unnoticed by Twilight. She better go say something to her.

"Still thinking about Nightshade?" She asks, holding two cups of punch.

"Him, the wisps of magic, those two strange girls who apparently vanished without a trace. It's definitely a lot to take in for just one day." She accepts one of the cups of punch and take a long sip of the drink. "I wrote to Princess Twilight about that staff Nightshade has. She said she'll look into and write me back if she finds anything. At least that would answer one of the mysteries we now have going on."

"True. That Nightshade guy though. That guy has days' worth of mystery alone. And those girls. That device they used looked just like the magic tracker I made so long ago. How do they have one? And how long have wisps of magic been flying out of the stone block in front of our school?"

Sunset let's out a small laugh at the nerd's many questions. Is that what her thoughts sounded like? "Well, at least I know that I'm not the only one thinking about these things." She gulps down the rest of her beverage. "I bet you're already thinking of how to solve them all right now huh." Twilight only smiles nervously to respond. "Yeah, me too." Now both girls share a laugh. "How 'bout tomorrow, we get together and bounce our ideas off each other? I'm sure between the two of us, we'll be sure to come up with something."

Twillight finisher off her drink and then gives her answer. "Sounds like a plan."

"Great. Now come on. I'm sure Pinkie would be disappointed if we didn't have some fun at her party." And with that, the two girls meet up with their friends. No more thinking about mysteries, monsters, and magic. For the rest of the day, they just want to enjoy some time with their best friends.


Not every student at CHS is enjoying themselves at the party. One student in particular decided to watch the party through a window instead. A new student that has barely even been inside the school all day. The same student Twilight met on the way here this morning. A student that goes by the name, Rain. He doesn't mind missing out on the party. He's never really been the party kinda guy. But he does have an interest in something else. Magic. And now, he has his sights on the most magical thing in this school. The group of friends known as the Rainbooms. He pulls out a pen and notepad and begins to write something down in it. Something he's learned today.

Magic Friendship Lesson #1

The more friends you have, the easier accomplishing your goal is. When something is difficult for you to do alone, it's good to have someone to have your back. A lesson I may want to take to heart when handling my current project. So, you know, it doesn't blow up in my face. Again. More research is needed, but I think this is a good start.

Lesson Note: Friendship is Magic?

He puts his pen and pad away and walks away from the building. He's got a big day tomorrow.


Elsewhere, a portal opens up and Nightshade steps through it. Stepping on the cracked street below his feet. After what he's done, he could go for some rest right about now. He walks forward, past a shattered pile of rock with various horse statue parts in it. Walking under the grey sky and through the fields dead grass to his sides. Where he is now is a place, some would describe as an apocalyptic wasteland. But for him, this is home. Or at least the building he's walking to is. And that home, is Canterlot Highschool. Only, the windows are all broken, the walls are full of holes, same for the roof. The wholle place looks as if it suffered being in the center of a war. But like I said. For him...

"*Sigh* Home sweet home I guess."