After the turn of events at the edge of the Everfree Forest, Twilight and her friends returned to her castle to recollect themselves and decide on the next action they should take. They sat around the dining room table, eating dinner, or in Twilight's case, pushing it around the plate with a fork. She stared down at her plate with a sort of sad, distant stare. Though they all knew she was well aware of the fact that the situation had to be dealt with, she was offering little in the conversation.

"Twilight, are you okay?" Fluttershy asked, deciding to acknowledge her friend's behavior.

"Fantastic." Twilight responded impassively.

At this Applejack ripped her gaze away from her plate, "Now wait just a gosh darn second. Don't ya go lyin' ta us. I know what happened musta bothered ya, but I'm sure we can fix it."

"I don't know, I really messed up! Here I am, the Princess of Friendship, and I just hurt one of my own friend's feelings!"

"You were doing what you had to for Equestria! Sure you may not have handled the situation the best back there, but you never had bad intensions." Rainbow Dash pointed out.

"Cheer up, Twilight! I hate seeing you frown! I promise, we can make this all better, just like Applejack said!" Pinkie Pie encouraged, grinning at Twilight from her spot at the table.

Rarity and Fluttershy also added their own comments, offering solutions and their own cheerful comments. Soon Spike and Twilight's friends had accomplished their goal: The lavender alicorn was smiling - a weak, bittersweet one, but no longer a hopeless one. With her eyes hard-set, she got down from her chair and decided she was going to find the bearers and make things right. However, before she could leave the dining room, she heard a knock at the door.

After making her way over to the door and opening it, she saw Apple Bloom, Sweetie Belle, and Scootaloo in the doorframe. She questioned why they were at her castle past nightfall and they responded that they needed to talk to their sisters. Twilight let the girls in right away, and the three fillies closed the door behind them as Twilight began to lead them to the dining room. If she had turned around just a second later, she would've noticed the green glint in the eyes of the cutie mark crusaders. The fillies reverted to their true form, dark and villainous changelings, and while one put a hoof over Twilights mouth, the others held her tightly, hoping to make Twilight's capture an easy one.

After wiggling and flapping her wings furiously, something clicked, and it occurred to Twilight what she could do. Immediately, Twilight teleported out of the grasp of the changelings and into the dining room. She shouted that there were changelings in the castle, and everypony - and Spike - shot out of their seats, the legs of the chair scraping against the floor. Before anypony could say anything else, the three changelings arrived.

"Pft, just three?" Rainbow Dash mocked. "I think we can handle them."

"But wherever there's a few, there's always bound to be more!" Said Fluttershy.

As if to prove Fluttershy's point, changelings poured into the room, occupying an overwhelming amount of the space. Everypony began to take on a changeling - Rainbow Dash even dared to take on two at a time. But with every victory there was still another changeling. And another, and another, and another! Though the floor was littered with beaten and unconscious changelings, many more were still teeming with the strength to fight.

"Still think we can handle 'em, Rainbow Dash?!" Applejack said over her shoulder to the pegasus above her.

"Come on, there was only three then!"

Rarity interjected firmly, "It doesn't matter! The fact remains that there are still a large number of them, and they're still attack- WATCH THE MANE YOU RUFFIAN!"

"Rarity's right, there's too many!" Twilight agreed, shooting down a changeling with a beam of magic. "I don't think what we're doing is enough!"

Apparently also realizing they needed to switch tactics, several changelings began bombarding Twilight with attack after attack, all the while the remaining ones kept her friends busy. The lines of changelings pushed the five of them and Spike back, away from Twilight. No matter what she did, Twilight couldn't get away. Waves of magic, beams, teleportation, all of it failed to help her. The changelings had her trapped.

Soon, Twilight was encased in a green cocoon of the changelings' creation, and her friends, despite fighting desperately, were loosing their battle.

"Ya vermin'! Y'all are just afraid of takin' us on one on one!" Applejack cried out as she snapped a bit of changeling slime off her hoof.

"Don't you have anypony who makes you smile back home?" Pinkie asked genuinely before shouting and scrunching up her muzzle. "Take somepony else's love for a change!"

Spike turned to see the party pony was being covered in changeling slime, and charged at the changeling capturing her. However, the little dragon was rendered helpless once he was hit with green changeling goop from behind. He tried to burn off the slime, but it didn't even darken. He was about to call for help, but the pony nearest him was Rarity, who was also trapped in changeling slime.

"Let her go!" Spike demanded, writhing, turning, and desperately trying to free his claws.

Applejack called out to the dragon, "Spike, hang in there sugar cube, we're- gah!" 

The earth pony's back hoof had been hit with a stringy slime attack that had trapped her entire hoof. Her attacker began yanking her back to finish the job while another changeling had managed to tackle Rainbow Dash to the ground. Rainbow Dash went down punching and kicking, and it certainly showed on her attacker face by all it's bruises beginning to form. But even the two of them were at the mercy of the changelings. Nopony was free from the evil creatures surrounding them, which meant there was nopony to warn the bearers of the Elements of Wilderness.

There was nopony. Nopony.

... 

"Nopony will talk to me! They keep making up lies!" A small, light blue alicorn filly cried, tears streaming down her face.

The little alicorn stared up at her parents helplessly, and they looked at their daughter, sad expressions on their face. A dark blue unicorn mare bent down and stroked the distressed filly's braided mane, while a white pegasus colt sighed, his eyes beginning to look as if he were trying to think of something - anything. There had to be a solution.

"Oh Winter, I'm so sorry, I'll go talk to the teacher first thing in the morning." Said the mare.

"She already knows... She's tried to stop it, but it just makes them make up more lies! I- I don't know how to make it stop!"

"You can make it stop kiddo, you just got to be strong. I believe in you." The pegasus reminded her, a small smile lighting up his face, and somehow, the little filly's as well.

Then, there was a playground behind a small red schoolhouse, and the alicorn filly named Winter sat swinging in a swing set by herself, when three other young ponies approached her. One filly, and two young colts walked up, and began asking if she was too good to play with everypony else. The alicorn firmly told them that she wasn't better than anypony, but more insults and lies were hurled her way. As she felt her confidence fading, she could feel the stares of the rest of her classmates, and whispers. But one voice cut through them all with such fierceness and authority, everypony turned.

"Leave her alone! Can't you tell she doesn't mean any harm? Sheesh, what is your problem?!" Said the voice.

Walking through a small crowd that had gathered was a filly she had never seen before. She was a purple-gray pegasus with a white and gray untidy mane. Her magenta eyes were glaring, narrowed and focused on the three ponies around the young alicorn. The pegasus strode right up to the three young ponies, standing up straight with her shoulders squared.

Just who was this mare?!

AN: I hope you enjoyed. Tell me what you think please! I haven't really been getting comments recently, heh. 

Well I'm on a break from school for a little while, (It's been a relaxing few days so far) so I decided to update now that I have time. I've been preparing for a lot of things lately, so getting some time off is great! :)