Kingdom Hearts: Friends of Harmony

by indigohue


A Fair to Remember

VIIII
A Fair to Remember

It was a sunny day around noon and Sunset and Twilight decided to spend the day relaxing at the library. They both decided to lie in the branches of the tree, sit back, and enjoy this wonderful day, but that plan wasn't going so well as Sora and Roxas had started sparring each other with their keyblades. As each keyblader was giving their all into each attack, one could say that this was a battle worth watching.

" Will they ever get tired," Sunset said in an aggravated tone.

"Why can't we go somewhere else to relax, somewhere away from this." Twilight asked.

"Because Sora's using our magic to use his Wisdom Form," Sunset said. "I wonder why it's linked to our magic only."

"I wonder if the Princess can banish them to the moon," Twilight said in a harsh tone.

Sunset looked at Twilight with a questionable glare, " Don't you think that's taking it a little too far Twilight?"

"Not being able to relax is taking it too far," Twilight rudely said.

As you can see, others would........disagree.

Twilight, as she began to become even more annoyed, jumped down from the tree and got in the middle of Sora's and Roxas's sparring battle.

"Um, Twilight, we're kind of in the middle of something," Sora pointed out.

"You don't say?" Twilight sarcastically said. "Look guys, I understand that you're basically protectors of the world that have to fight evil, and you have to be prepared for anything,but can that wait for another day, Sunset and I were trying to relax today."

"You're not doing that good of a job at relaxing then," Roxas said.

"That's because some people think it's alright to fight in front of my house!" Twilight shouted.

"Twilight, I understand things have been pretty weird and way over the top since we've came, but we don't mean to cause you any trouble if that's what you're getting at," Sora said.

Twilight sighed and started to get out of Sora and Roxas's way. "I'm not saying that you're causing trouble guys, it's just that...... can't there be a day when we're just having fun together as friends, no evil, no monsters, no nothing?"

"Well, I suppose there can be a day like that, but to be honest Twilight, in this world of magical girls, people that can fly, Dogs that crave for gems, Cerberus, and people that use keys as weapons, when do you expect that day to come?" Roxas asked.

"Pretty soon actually," Pinkie Pie bursted out as she was right behind Roxas when she said it, causing him to jump from the surprise of Pinkie Pie being there.

"Pinkie Pie, when did you get here?" Twilight said.

"What do you mean Twilight, I've been around here the same time as Fluttershy," Pinkie nonchalantly said.

"Huh, but, Fluttershy's not-" Twilight stopped as she turned around and saw Fluttershy behind her causing her to scream from the fact that Fluttershy had somehow made it behind her. "Fluttershy, when did you get here?"

"Well, I decided to take a morning walk, and as I walked by your house, I saw Sora and Roxas training with each other, and I could tell that they were giving their all into it, so I decided to stay and cheer them on," Fluttershy said.

"Is it bad how we didn't here her cheering for us , and she's been here since this morning," Roxas whispered towards Sora.

"I'd rather have soft cheering than being yelled at by a librarian," Sora said to Roxas as they both started chuckling.

"You guys, I'm trying to tell you something over here," Pinkie said as she pulled a flyer out of her hair. "Look, it's a flyer for the Rainbow Falls Fair!"

"What's Rainbow Falls," Roxas asked. Pinkie then over to him and put her hands on his shoulders.

"It's one of the coolest places ever, and literally everywhere you go, there are rainbows everywhere!" Pinkie pie said as she started to shake Roxas back and forth. "And to think, that they're going to host a fair there, it gets me all excited just talking about it!" Roxas had to stop Pinkie from shaking him by prying her hands off of his shoulders which then he gave her an aggravated look. "Sorry Roxas," Pinkie said."

"So, when does it start?" Sora said.

"It starts tonight, so I say everyone meets up at Twilight's house and we'll take the train to the Rainbow Falls Fair," Pinkie said.

"Sounds like a pretty fun day to me," Sunset said. "I'll be waiting for tonight then."

"Same here," Twilight said.

"Since Roxas and I have never been to a fair before, of course we're going," Sora said.

Everyone turned their heads towards Fluttershy who still did not give an answer.

"Fluttershy, are you going," Pinkie Pie asked.

"I don't know, those rides are big, and dangerous, I don't know if it's right for me, and what if I get lost from you guys " Fluttershy frantically said.

"Aw come one Fluttershy," Sora said. "It won't be the same without you there."

"I'm not sure...." Fluttershy timidly said.

"What if we all stayed together that way no one would get lost and you won't be by yourself," Sora said.

"I guess that could work," Fluttershy said with a smile on her face.

"Perfect!" Pinkie screamed. "Since I already told Rarity and Rainbow Dash, that means that everybody know, and that means it's time for me to get my excitement levels maxed out, because when we step foot in that fair, the pink party planner will make a vow to have extreme levels of fun and to not leave one ride un road!" Pinkie monologued.

"Is un road even a-" Roxas said as he was cut off by Pinkie's monologue.

"So, I bid you farewell friends until tonight, and be ready for fun," Pinkie said as she dashed off.

"Pinkie worries me ," Roxas said.

"Me too," Sora immediately agreed.

This made the other three girls laugh at how they were not used to the antics of Pinkie Pie.

"Well, you heard Pinkie we leave in the evening, so make sure you guys are on time," Twilight said.

"No worries," Sora said as he put his hands behind his head. "But, until then, I need something to do...... wait, wasn't I dueling with Roxa," Sora was thrown off by a pair of key blades coming down his way. Luckily, he summoned his key blade fast enough to block the attack.

"A sneak attack, really," Sora blurted out. "Too scared to face me head on Roxas?"

"Oh, I'm never scared," Roxas said as he twirled his key blades causing sparks to fly.

As Sora and Roxas started back sparring, they started to attract the attention of a few residents of Ponyville, and their sparring audience grew even bigger by the minute. Soon everyone was watching the two go at it.

"Might as well stay out here and watch with everyone else," Sunset said.

"I guess so, I just don't trust my magic with other people," Twilight abruptly said.

"Woah, where did that come from," Sunset said.

"Sorry, thinking out loud," Twilight embarrassingly said.

As the residents of Ponyville were all enticed by the keybladers battle, there was still one person, lurking them in the shadows. It was the hooded figure from before.

"Rainbow Falls......everyone from this town, those magic girls, plus the keybladers all in one," The hooded figure said. "This is the perfect time to strike, and I know just how to do it." The figure looks directly towards Roxas. "Destroying that copy will be just for pleasure." He then turns his head towards Sora. "But getting rid of Ventus, is something that I long for," the hooded figure said as darkness started to seep out of him. "This time, I will end him," he said as he disappeared back into the darkness.

A few hours later......

The evening was starting to arrive as the sun was showing off its beautiful sunset and everybody started to show up at the treehouse around this time. One by one, everyone was showing up, and as the last person arrived, they all started walking towards the train station.

"Oh man, this is gonna be awesome!" Sora said barely keeping in the excitement that he felt.

"You've never even been to the place, how do you already know if it's going to be awesome," Roxas said.

"You can call it a hunch," Sora said.

"I know exactly how you feel Sora," Pinkie said. "It's like I've never been there before, well I have been there before, twice actually, but I've never been to their fair before, so it's exciting to know that you don't know what's going to be there, but you're also nervous because what if it's something that you didn't expect, and it gets you all nervouscited about it."

"Nervouscited?" Roxas mumbled to himself.

"That's just a Pinkie Pie term for you," Spike said.

"That's exactly how I'm thinking right now Pinkie, how did you know," Sora said.

"You can say I got a sense for those kind of things," Pinkie said.

As they group of friends made it to the station, Twilight turned around and started to clear her throat, getting the attention of her friends.

"Alright everyone, I know how we're all excited-" Twilight said before she was interrupted.

"Nervouscited," Pinkie corrected.

Twilight rolled her eyes at Pinkie's comment. "How we're all 'nervouscited' about the Rainbow Falls Fair, but before we get on the train, I would like to tell everybody that to avoid anyone from getting lost I assigned everyone a riding buddy," Twilight said feeling proud of herself.

"Say what?" Rainbow said.

"I find this to be the best way for everyone to be safe and still have fun, so before we go I need to tell you that the groups are..." Twilight was interrupted yet again but this time by the train whistle.

"ALLLLLL ABOARD TO THE RAINBOW FALLS FAIR!" the train conductor said.

"*GASP* THAT'S US!," Pinkie said as she zoomed over to the train and rushed herself to get a seat. "COME ON YOU GUYS, WE'RE MISSING THE FUN!"

"Wait, but you need to know who your ride buddies are, I mean, hold on, you guys, do you know how long it took me to make these groups," Twilight said as she was being ignored by everyone as they were all going to the train.

"How about ya tell us about your list when we get there, that way we won't be gettin' rushed by anythin'," Applejack said to comfort Twilight.

"*sigh* yeah, I can do that," Twilight said as she went inside the train. And as the train doors closed, the group of friends were on their way to the fair.

As a few minutes passed by, everyone started talking with one another about the fair and how "awesome" it was going to be , and how they were all going to have a good time. But, all except for Roxas wasn't doing that, he was just looking outside the window at the sunset. It made him wonder about the place that he once called his home.

"Hey, what are you doing over here looking out into space," Sunset jokingly said to Roxas.

"Oh, nothing, it's just that whenever I see a sunset, it reminds me of my old town," Roxas said.

"Really, what's the name of it," Sunset asked.

"Twilight Town was the name," Roxas said in a quiet tone. "No matter what time of the day, the sun would always remain at it's twilight."

"Sounds like a beautiful place, you must have had some good memories there," Sunset said. Roxas expression had turned grim after hearing Sunset say this.

"Hmph, I wonder if I can count those days of summer as good memories, or fake ones," Roxas mumbled. Roxas started to reminisce about his experiences in Twilight Town, or should he say the digital Twilight Town. Everything that he shared, the people that he knew, could he call those real memories?

Sunset looked at Roxas and saw his melancholy expression and she immediately thought that she had said something wrong.

"Are you ok, I didn't mean to get in your business or anything, it's just you were looking so lonely over here staring out the window and I thought I could help," Sunset said as she continued to ramble on.

"I-It's okay, it's just that those "memories" that I have of Twilight Town, I wouldn't say that I have many worth remembering," Roxas said.

"What do you mean," Sunset said.

"Well, it feels as if for every one good memory I could tell, I can find two bad ones that could replace it," Roxas said. "Especially when one of those memories has to deal with being trapped inside of a digital replica, where you thought you had friends, and where you thought you made memories that you would have forever, but it was all fake.... and the worst memory of all is that I lost my best friend there as well, and it was because of me. It's a shame that those are the memories that I have."

Sunset looked at Roxas and saw how gray his entire person had become after talking about his town. She knew she had to say something to help him out. "Then don't just think about the bad times Roxas. Think about the good times, even if it was only one, wasn't there something good that you can remember?"

Roxas started to reminisce about how after every mission, him, Axel, and Xion would sit on the clock tower while eating sea salt ice cream. The laughs they shared were timeless to him and he;d do anything to get that feeling back. After coming back into reality, Roxas started to smile, which was a surprise to Sunset.

"Yeah, I do, I do have a good memory from there, even if it is the only one," Roxas said.

"You see, don't think about the bad memories that happened, think about the good ones you had," Sunset said. "And, don't forget about the new ones you made, unless you don't consider those as good memories?" Sunset playfully said.

Roxas saw how much Sunset cared about him, he then started to look around the train to the rest of his........friends. After doing this, Roxas had a realization.

"Even if those memories were fake, and even if those bad memories outweigh the good, who's there to say that I can't make better ones," Roxas thought to himself.

"Thanks for talking to me Sunset , I really needed it," Roxas said.

"I do what I can," Sunset proudly said.

As their conversation ended, the train started to slow down as everyone started getting excited over what was to come. The train had come to a complete stop and as the doors opened, a blast of music and amusement filled screams could be heard. Everyone started getting out of their seats, more like Pinkie started grabbing everyone and made a mad dash out of the train to the fair.

"Are you going to actually have fun, or are just going to be a stick in the mud," Sunset jokingly said.

"Hmph, very funny," Roxas sarcastically said as he got out his seat and they both started walking out of the train. They both regrouped with the rest of their friends and before anyone could go inside, Twilight had stopped everyone from entering.

"Ok, I was trying to say this in Ponyville, but now is as good a time as any," Twilight said. "I divided you all into groups so that nobody would get lost from another."

As Twilight started talking, Pinkie couldn't help to keep her excitement from exploding.

"IT'S THE RAINBOW FALLS FAIR!" Pinkie screamed as she ran inside the entrance. Inside the fair were rides, games, attractions, and people having a good time. "This is amazing."

"Pinkie, get back here, this is why I have the list and-" Twilight said as she looked back and saw Rainbow and Applejack gone from the group. "Where are those two?!"

"They said, something about going to test their strength," Spike said.

"No,no,no this is throwing the listing way off, how can I fix this," Twilight started wondering.

"Oh, brother," Spike said.

"I say Twilight, relax, we're at the fair, we'll just follow go wherever Pinkie goes," Rarity said. "Now, let us go have some fun, shall we?"

"I'm going with Rarity," Spike said as he and Rarity started moving Twilight away from her initial spot before she had a meltdown.

The only four that were left from the group were Sunset, Sora, Fluttershy, and Roxas.

"Well, what are we waiting for," Sora said to the group. "Let's go!" Sora then proceeded to run to the first roller coaster rider. "Come on Fluttershy, won't this be fun?"

Fluttershy, who was hesitant about going to the fair in the first place, wasn't feeling as excited as Sora was. "Shouldn't we start off with something less......frightening?"

"Ohhhh, I get it, you want to wait until the end to ride the roller coaster, that way it'll be the last thing to remember when we go home," Sora said.

"Umm, sure?" Fluttershy said nervously.

"So , what do you want to go on first, then," Sora said.

Flutter shy started to look around until the she found the section that was meant for the little kids at the fair. "Why not over there?"

Sora looked at the area that she was talking about, and looked questioningly at her, "You mean the kids area?"

"Yes?" Fluttershy timidly said.

Sora started to question why she would pick that area out of all areas, but Sunset had stepped in to solve the problem.

"Why don't we just some games for right now, until we decide on a ride that we all like?" Sunset said.

"That's fair with me," Sora said.

"Me too," Fluttershy said.

"Yeah, that's fair with me too," Roxas said.

"Then how about we do that one," Sunset said as she pointed to the balloons and darts booth.

"Balloons and darts," Roxas asked.

"Yeah, you can win me a prize while we're over there, I saw a unicorn stuffed animal that I just need to have," Sunset flirtingly said as she grabbed Roxas and led him over to the game booth.

"Don't forget us," Sora yelled as him and Fluttershy started running towards Roxas and Sunset.

They all walk towards the booth and they see two workers who looked pretty identical to each other running it. The two workers turned around and saw that they had potential suckers, I MEAN, customers, to enjoy their game, so they decided to introduce themselves.

"My goodness, brother of mine, it appears we have customers, one of the workers said. Hello, and welcome to the one and only, Flim & Flam Balloon and Dart - O - Rama!" "I'm Flim."

" And I'm Flam, and we're to here to show you how to have a good time," Flam said.

"By playing a dart game?" Roxas skeptically said.

"Please won't someone demonstrate how easy and fun this game really is," Flam said.

"I guess I'll do it," Sunset said. The two brothers gave Sunset a handful of darts to use. She started to aim at the balloons and threw instantly popping the one that was struck.

"Excellent work!" Flam said.

"Yes you are clearly a natural," Flam commented. "Why not try a little wager to make it more interesting?"

"A wager?" Sunset asked.

"Yes, if you're able to pop another balloon in one go, you can have a prize off of the top rack," Flim said.

"But, if you fail to do this, we would gladly take your jacket from you," Flam said.

"My jacket, why would you want my jacket," Sunset said as she started pulling her jacket closer to her.

"That jacket looks one of a kind, I wonder how many bits we can get for it at a pawn shop," Flim sleazily said.

"No one is taking my jacket, you're on!" Sunset said as she picked up another dart. "And. I'm getting a top prize!" She carefully aimed the dart at the balloon in the dead center of the board. She had a good feeling about this one and launched the dart straight at the balloon. Everyone but Flim and Flam thought that the balloon would have gone, but the dart just bounced off the balloon like it was nothing. The four teenagers were dumbfounded.

"I......lost," Sunset softly said.

"Awwwwwwww, too bad," Flim said.

"So sad, but a deal is a deal," Flam said. "So, about that jacket?"

"*sigh* hear, it's yours," Sunset said as she took off the jacket. Flam and Flam started to smugly laugh in her face about it. Roxas didn't like this one bit. He felt that the two brothers had played a dirty trick. He started checking the brothers and what was around them for anything suspicious and he saw how the two of them had their hands under the table, and he saw a faint green glow coming from them. Roxas became furious.

"Hey! what's going on with your hands?" Roxas declared.

"What, well we haven't the slightest clue to what your -" Flim was cut off as Roxas forcefully grabbed his hand from under the table and enveloped in his hand was a green magical aura with the dart floating right beside it with the same aura surrounding it.

"You cheated!" Roxas said.

"Shhhhhh, keep it down kid, what do you want the whole fair to know?" Flim said. "Look we'll give the girl another chance, just keep it down."

"Oh no, I'm playing this time," Roxas said. Roxas proceeded to pick up a dart. "And you better not cheat."

"We won't," the brothers said simultaneously. The brothers had closed their eyes for they had the same thought.

"It doesn't matter if he found out about our magic," Flim thought.

"Because all the darts are too dull to pop the balloons any way," Flim thought. "The first one the girl had was just to reel them in. After he messes this one up, that jacket will be ours." As Flim said this, he started opening his eyes, and he saw something fly in his direction. It looked like a giant white.....

"KEY!" Flam said as he ducked right before Oathkeeper could make contact with his face, but it ultimately made contact with the balloon board, popping all the balloons with its sheer force.

The brothers looked to Roxas in shock and saw him with just a smug smile on his face.

"That'll be one top prize," Roxas said.

"No way, you cheated," Flim said.

"Oh, then I guess you don't mind if I tell the fair about your scam," Roxas said.

The two brothers started to sweat for they knew that Roxas had them pinned.

"Fine, fine, pick what you want," Flim annoyingly said.

"I want the orange unicorn," Roxas happily said. Flam, in spite, handed Roxas the giant stuffed animal. Roxas then proceeded to give it to Sunset, and she was surprised at this. "What, you said that you wanted me to win you a prize."

Sunset was immediately flustered by this gesture. She had never expected Roxas to actually win something for her.

"No one has ever actually one me one of these before," Sunset bashfully said.

"Well, there's a always a first for everything," Roxas said. After Roxas said this, he suddenly felt something embrace his body. He looked and saw that it was Sunset who was hugging him. Roxas became a little hesitant at this sight, as he had never seen her like this.

"H-Hey, what's this all about," Roxas said to the red headed girl.

"This is just my way of saying thank you," Sunset said.

"......No problem," Roxas nervously said.

"And don't think that I do this for everybody who does something nice for me." Sunset said.

"Look at those two, they get closer and closer each time I see them," Sora said to Fluttershy. Fluttershy, feeling happy for how Sunset was getting closer to Roxas, also felt a hint of annoyance at Sora's obliviousness to her own feelings.

"Maybe they're a match made huh," Sora said. "What do you think Fluttershy?"

"Yeah, they sure are," Fluttershy said in a humdrum tone. Sora looked at Fluttershy and saw how down she looked after she said.

"Are you feeling okay Fluttershy,"Sora asked.

"Yes, I'm feeling fine," Fluttershy quickly stated. Sora, not believing her, went up to her and put his hand on her forehead. This caused Fluttershy to blush intensely.

"You don't feel like you have a fever, but your face is red," Sora wondered. Before he could contemplate the reason, Fluttershy quickly stepped back from Sora hiding her red face with her hair.

"Can we please just go to another game or something," Fluttershy said.

"I don't see why not," Sora said happily said. He turned around to Roxas and Sunset, who had finally let go of each other. "Hey you two, me and Fluttershy are going to go find some rides to ride." "Are you coming?"

"I think we'll just stay with the games for now," Sunset said.

"Alright, we'll catch up with you later then," Sora said as he left with Fluttershy to go find a ride.

"They're a match made aren't they," Sunset said.

"A match made?" Roxas asked. Sunset did nothing but sigh at his comment.

"Both of you are just as oblivious," Sunset said.

Epilogue
Sora and Fluttershy

After leaving Sunset and Roxas to themselves, Sora and Fluttershy started wandering around the fair just enjoying their time together. As Sora started looking around for an amusement ride to get on, Fluttershy was more nervous about actually getting on any of the rides in the first place, but she didn't want Sora to know, she was afraid that it might ruin his time at the fair.

"I just don't know what to go to first," Sora said. "Everything looks so fun! Should I try the roller coaster, the UFO, or The Tilt-A-Whirl? What do you think Fluttershy?" Sora saw how Fluttershy was literally shaking in her shoes at the rides that he mentioned. "Is everything ok Fluttershy?"

Fluttershy knew that she couldn't keep the charade on any longer and she told Sora, "I'm sorry Sora, I just don't like getting on those big rides. The only reason I didn't say anything was so that I wouldn't ruin your first time at a fair. If you want to go on those rides without me, I understand, it's no big deal."

"Fluttershy, aren't you forgetting about something," Sora said with a smile. "I promised you that I would stay with this whole time. I'm not leaving you at all."

Fluttershy felt her heart starting to race as Sora said these words. The innocence and sincerity that he put into everything, really meant something special to her. She had never felt this way before about anything.

"So how about I find something that we both will like," Sora said. He started to look around to find something that suited him and Fluttershy, but all the rides were deemed, too scary for Fluttershy's taste. It seemed as if none of the rides would do, until he found one that seemed too be just right. "How about, the ferris wheel?"

"The ferris wheel?" Fluttershy said.

"Yeah, I mean, it looks pretty safe, doesn't go that fast, and we'll be able to get a great view of Rainbow Falls," Sora said. "So, what do you say?"

After a bit of contemplating, Fluttershy made her decision. "I say, that's perfect."

"Awesome, then let's make our way over there," Sora happily said. As they both started walking towards the ferris wheel, Fluttershy had spotted something white and fluffy that looked like a ball of fur with eyes and ears. She immediately became spastic.

"Was that ANGEL?!' Fluttershy yelled as the rabbit immediately started running away from her. This made her break out into a chase for the rabbit with Sora following behind her. "How did he even get here,this isn't a safe place for a little bunny like him."

As the chase continued, Sora was stopped by a crowd of people blocking his way, so he had lost the direction of where they were running. Angel, with Fluttershy right behind him, had ran into a dark corner of the fair and stood there with his back turned away from Fluttershy.

"Fluttershy, a familiar voice said, what are you doing here?"

Fluttershy looked to see that it was Sunset with her. "Sunset what are you doing here?"

"I saw Philomena here and wondered how she got here, but she was acting weird, she wouldn't respond to me or anything," Sunset said.

"That's the same thing with Angel," Fluttershy said.

"Angel, what are you doing here, how did you even-" Fluttershy stopped talking as she saw something black started to seep out of Angel. Her whole body started to shake from this. "A-Angel?" As Angel started to turn around to face Fluttershy, his entire body started to change. His body became blue, his eyes became red, his ears became more jagged, and his feet became claws. The monster started walking towards Fluttershy while flashing his claws.

"What is going on?" Sunset asked. As she said she saw Philomena dive right in front of her, as she started to transform into another one of those beings.

"That's......not.....Angel," Fluttershy said as she started to cry. The beings pounced at Fluttershy and Sunset, and all that could be was heard was a loud scream as a thunderstorm of darkness enveloped Rainbow Falls.

Sunset and Roxas

After the event that happened with Flim and Flam, the two decided to relax on a nearby bench, as they were laughing at the entire event.

"I can't believe you through your key blade at them," Sunset said.

"You can't say that they didn't deserve it," Roxas said. "Nothing good would have came out of them."

"Well, you got me the gift I wanted, that's something good right," Sunset said.

"Hmph, I guess so," Roxas playfully said.

"Awwww, isn't that just the cutest thing," someone sarcastically said. Roxas and Sunset both turned to see a girl with with long baby blue hair with white streaks and a start berate. She had on a purple shirt that was covered by a blue hoodie with yellow lining, and a purple skirt with a decoration of a moon and wand on the sides. "Using another boy to get what you want Sunset?"

"What do you want Trixie," Sunset annoyingly said.

"Oh nothing, Trixie's just enjoying the fair like everyone else, that was until Trixie saw you and your new boyfriend threaten those con artists' lives," Trixie said.

"It's not like that Trixie," Sunset awkardly said. Having to say that in front of Roxas had to be a tough thing for her to do.

"I see, so that means he's single," Trixie slyly said as she sat down right next to Roxas. "So why don't you spend the rest of this night with me instead?"

Sunset saw this and immediately became enraged when she saw this. So enraged that fire started swirling around her body.

"Sorry, but I'm already spending the night with somebody," Roxas said. "And you're kind of being rude right now."

Trixie was slightly irritated so she decided to leave. "Humph, you better watch yourself then, because some people aren't who they say they are." As Trixie said this, she looked intently at Sunset and Roxas could tell that something was up when Sunset was getting defensive with Trixie. As Trixie left, Sunset's started easing back up, but she looked as if something was heavy on her mind. Something that was eating away at her, but what could it be? Roxas didn't know the answer, but he couldn't leave her this way.

"Hey, don't worry about it, everything will be fine," Roxas calmly said while putting a hand on Sunset's shoulder.

"How do you always know the right things to say," Sunset quietly said. Sunset turned around towards Roxas and stared intimately towards him. "Roxas, I have to tell you something...."

"Yeah, what is it?" Roxas asked. Sunset started to stare at the ground as she tried to bring herself to say what she needed to say.

"I have to tell you that I've been having feeli......" Sunset had stopped herself once she saw a familiar phoenix pitched right in front of her. "Philomena?"

"I already knew that you had Philomena," Roxas said in a quizzical tone.

"No,no, Philomena, she's right there," Sunset said. As Sunset looked up to the phoenix, Philomena quickly dashed away, and Sunset and Roxas immediately give chase. Passing through crowds of people and workers, calling the name of the phoenix. The two didn't know what was going on with her. As the chase kept going a crowd of people had blocked Roxas's way from Philomena ad Sunset, so Sunset had to follow her alone. The chase ended as Philomena went down a dark corner of the fair, but as Sunset went down the corner, Philomena was gone. All she could see was a little white rabbit, and a girl with long pink hair.

"Fluttershy," Sunset said, "what are you doing here?"

The girl looked to see that it was Sunset that had called her name. "Sunset what are you doing here?"

"I saw Philomena here and wondered how she got here, but she was acting weird, she wouldn't respond to me or anything," Sunset said.

"That's the same thing with Angel," Fluttershy said.

"Angel, what are you doing here, how did you even-" Fluttershy stopped talking as she saw something black started to seep out of Angel. Her whole body started to shake from this. "A-Angel?" As Angel started to turn around to face Fluttershy, his entire body started to change. His body became blue, his eyes became red, his ears became more jagged, and his feet became claws. The monster started walking towards Fluttershy while flashing his claws.

"What is going on?" Sunset asked. As she said she saw Philomena dive right in front of her, as she started to transform into another one of those beings.

"That's......not.....Angel," Fluttershy said as she started to cry. The beings pounced at Fluttershy and Sunset, and all that could be was heard was a loud scream as a thunderstorm of darkness enveloped Rainbow Falls.

Pinkie, Rarity, Twilight, and Spike

The group of four had gone on every ride throughout the entire park, and they were not feeling excited for anything else but one was still up for more.

"Come on guys," Pinkie Pie said. "There's still plenty more rides here.

"No, no there are not," Rarity abruptly stated.

"We have rode every ride in this fair Pinkie....twice," Twilight sickly said.

"Pinkie, please, no more rides, my stomach can't take it," Spike pleadingly said.

"What, I don't know what you guys are talking about, I feel perfectly......" Pinkie had stopped mid sentence and it felt as if her entire mood changed, most likely due to her pink hair becoming strangely flat. The others saw this, and wondered what was wrong.

"Pinkie, are you okay," Twilight said.

"Yeah.....I'm fine, it's just, everything feels weird now," Pinkie said quietly. "As if something bad's gonna happen."

"What, no way," Spike confidently said. "Everybody's having fun, I mean what could possibly be so bad," Spike said as a loud scream was heard throughout the park, and as this the happened a sudden thunderstorm of clouds started to roll over Rainbow Falls. "Oh, that bad."

Applejack and Rainbow Dash

As the two most competitive girls out of the group, they had spent most of their time competing with each other at different games and booths. But it was a dead set tie. Applejack would win one, Rainbow would win the other, and for the whole night it was like this.

"Ugh, this is hopeless," Rainbow groaned. "How are we going to break this tie if we've played all the games?"

Applejack started scanning for another challenge, and she happened to spot a test your strength game just a few feet away from them.
"How about ya'll try out that game Rainbow?" Applejack said.

"I don't see why not, as long as you go first," Rainbow demanded.

Applejack calmly accepted the challenge and walked up to the game, and started to pick up the mallet. Much to the surprise of Rainbow she picked it up fairly with ease. As soon as Applejack saw Rainbow's face, she knew she had it in the bag. She leaned the mallet back and as soon as she started to pull it forward, a loud scream was let loose, throwing her off of her focus and letting go of the mallet which came dangerously close to hitting a bystander in the foot.

"Did ya hear that," Applejack said.

"Yeah, and that's not out last problem," Rainbow said as she looked up at the sky and saw a dark thunderstorm cloud over Rainbow Falls.

"This can't be good," Rainbow said.