When the main six all journey to a mansion Applejack inherited. Little do they know that the ominous dead woods they've been walking by is alive with darkness.

For centuries ponies had feared this forest, ponies say it is haunted and feasts upon innocence and that its shadows will chase you. Many claim that it's a myth but Fluttershy and Rarity will learn soon enough of its true darkness. Pinkie knows of it though, Pinkie knows the secret and of what it is capable of, she knows she can't speak of it.

When Celestia is sent a letter from a dear friend she is asked to help a pony named Hardly Smiles who is suffering from an unidentified mental illness. She meets the nurse of smiles who has lost all hope in saving her patient and welcomes Celestias assistance. But after Celestia sees just how far gone Smiles is she begins to wonder if even she will be able to fix this poor ponys broken mind.