Three ponies raced through the middle of Ponyville, panic written on their faces. They all bore down on their destination: the library. As soon as she reached the door, Applejack practically broke it down as she burst inside, followed immediately by Pinkie Pie and Fluttershy.

"Could you three cause any more commotion when entering someone's house," Rarity complained with a stern look on her face. Sweetie Belle was present as well, sitting next to Twilight's bed with a worried look on her face.

"We came as soon as we could," Applejack said, moving quickly past Rarity and up to Twilight's bedroom. Their normally happy and energetic brainiac slept fitfully, her coat matted with sweat. What was truly curious was her horn, which looked so pale as to almost be white. Applejack reached towards Twilight's horn with one hoof in curiosity, only to be knocked aside by Rarity.

"Don't touch her horn," Rarity told her hastily. "You'll burn yourself so bad you won't be able to walk properly."

"What's wrong with her, Rarity," Fluttershy asked, flying up and landing gently next to her.

"I'm afraid it's Horn Pox," Rarity told her.

"What the hay is Horn Pox," Applejack asked.

"It's an illness common to unicorns," Rarity explained. "Just about every unicorn gets it when they're young. It's usually not that big a deal, you get itchy for several days and have a bit of a fever and that's that. And once you've had it once, you can't catch it again."

"Oh, so Twilight'll be right as rain in a few days," Pinkie said cheerily. "I'll spend the time planning a Get Well party for her, then! Or should it be a Got Well party?"

"It's not as simple as that I'm afraid," Rarity said grimly. "Horn Pox isn't a big deal to younger ponies, but for older ponies that come down with it the symptoms are far worse. The fever concentrates in the horn and it's said to be nearly unbearable. What's worse, in truly bad cases such as Twilight's, the horn begins to change color."

"Why's that bad," Applejack asked.

Rarity paused to look at Twilight again, who continued to toss and turn in her bed. She then looked back at the others as she spoke.

"Unicorn horns aren't just responsible for our magic," she told them. "They are also a vital part of our bodies. If a unicorn's horn is ever lost or destroyed…the unicorn cannot survive. And if Twilight doesn't show signs of recovery soon, I'm…I'm not sure she'll…"

Rarity tried to maintain her composure, but had to turn away from the group to hide her sobs. Sweetie Belle stepped over to comfort her sister as the other three looked grimly at each other.

"But if this Horn Pox is so dangerous, shouldn't you two be getting out of here," Pinkie asked.

"Sis had Horn Pox a long time ago when she was a filly," Sweetie Belle said on Rarity's behalf. "And I had it just last year. We're both immune. That's why we decided to stay and keep an eye on Twilight."

"There's gotta be somethin' we can do to help," Applejack said resolutely.

"There is," Rarity said, finally composing her emotions again. "About a day's journey out of Ponyville there is a special herb called Albino Alfalfa that grows wild in the fields. When used properly, it can help mitigate the symptoms. My only concern is that Twilight seems to be getting worse rather rapidly. I'm not sure the herb would do any good by the time you all managed to find them and get them back here."

"Consarnit," Applejack said, throwing her hat to the floor. "We gotta find Rainbow Dash! She's the only one fast 'nuff to do it."

"I anticipated that," Rarity told her. "That's why I told Spike to go get her and fill her in himself after he told you all to come. With any hope, they're both already on their way out to find the herb."

"That's some quick thinking, Rarity," Fluttershy told her. "But…what can we do in the meantime?"

"If you like, we can all take turns watching her," Rarity said. "I must admit, I've been here most of the morning and I am feeling rather exhausted, physically and emotionally."

"You go take it easy fer a spell, then," Applejack told her. "I'll keep Twi company fer now."

"Come on, Rarity," Fluttershy told her. "I'll fix us some tea."

"I'll run back to Sugar Cube Corner and bring back some food for everyone," Pinkie said, heading for the door. "Maybe Twilight will wake up and be hungry, after all."

"Sis, if you want I can go get Apple Bloom and Scootaloo to come help as well," Sweetie Belle said.

"I appreciate the sentiment, Sweetie Belle," Rarity told her. "But your friends, while they may be well-intentioned, might cause more harm than good here. This is no time for games, I'm afraid."

Sweetie Belle was disappointed, but nodded in consent to her sister's wishes and took a seat next to Applejack by Twilight's bed. As they watched her continue to suffer, they both hoped that Rainbow Dash was indeed well on her way with Spike.

Spike practically had to dig his claws into Rainbow Dash's sides to keep himself on the Pegasus as she flew at breakneck speeds towards the field that supposedly had the herbs Rarity needed for Twilight. Sweat beaded on her hide as she pushed herself hard to reach the field.

"Spike, how much further," she called out at the top of her lungs.

"I dunno," Spike yelled back. "I can barely hang onto you, let alone keep an eye on the ground!"

"Ugh. Fine, we'll land and get our bearings then!"

Dash quickly landed and let Spike off to check his map. She then staggered a bit as she tried to catch her breath. As much as she enjoyed flying fast, there was only so long she could keep it up for. She wasn't sure at this point if she'd be able to fly the whole way back to Ponyville.

"We're very close," Spike said, putting his map away. "Maybe another mile or so."

"Okay, we'll hoof it from here then," Dash told him, letting him get back on. "Hang on!"

Spike was only barely able to grab hold of the Pegasus as she took off running at a full gallop. Once stable, he kept his eyes peeled for the field where the herbs should be. They came up over a hill and suddenly Dash found herself coming up on a beaten up wagon being pulled far more slowly than she was running. She skidded and stumbled, tumbling head over hooves as she rolled past the wagon with Spike and crashed into a tree. Dash was quickly up and shaking the cobwebs out of her head.

"What the hay," she said angrily, walking up to the pony pulling the wagon. "We're in a real hurry here! Try not taking up the whole road you-"

Dash stopped as she came face to face with the wagon's puller and owner. She sneered as she immediately recognized the midnight blue, white-maned unicorn who recognized her as well and returned the dirty look.

"Excuse me," Trixie said indignantly. "This is a free road, and I can take up as much of it as I please. Besides, you do have wings and I presume they're not broken."

"Oh I really don't have time for this," Dash grumbled as she stared Trixie down. "But trust me, honey, if I weren't in such a hurry you would be in a world of pain for the stuff you pulled in Ponyville."

"Dash, what's goin' on," Spike asked as he caught up with her. He saw Trixie and his face fell. "Oh, it's just you."

"Oh how cute," Trixie said mockingly. "Out on a date? I wasn't aware that unicorn was letting you out of the library."

Trixie suddenly found Rainbow Dash right in her face, glaring angrily at her.

"That unicorn needs our help and we're wasting time jawing at you," Dash all but shouted at her. "C'mon, Spike, we need to find that herb."

"Herb," Trixie repeated in curiosity. "What herb?"

"None of your business," Dash told her, nudging Spike onward.

"Is it Albino Alfalfa you're looking for," Trixie asked.

Spike stopped and looked at her in surprise. "How'd you know that?"

"It's the only healing herb that grows in these parts," Trixie replied matter-of-factly. "Everypony who travels regularly knows that. The question is why do you need it?"

"Spike, don't waste your breath on her," Dash said impatiently.

"We need all the help we can get, Rainbow," Spike told her.

"No we don't! We don't need help, much less her help!"

Spike ignored Dash's complaints and walked back over to Trixie. "Twilight's come down with Horn Pox. And it's real bad. We need Albino Alfalfa to help her out."

"H-horn Pox," Trixie said, suddenly sounding fearful. She looked from the baby dragon to the angry Pegasus several feet away, and then back to Spike again. "Get in my wagon. I'll take you to where it's growing."

"Oh right," Dash said sarcastically. "We're not falling for any of your tricks again."

"Every moment we stand here arguing your Twilight Sparkle is edging closer to death," Trixie said, stalking towards Dash with her wagon in tow behind her. "And I don't care how dedicated you two are, if you're not familiar with where the herb is growing or how to properly harvest it, you could end up doing more harm than good to her. Albino Alfalfa is notoriously difficult to work with; however, I know where it is, I know how to pick it properly, and I know how to use it properly. I doubt you or any of your friends are so familiar with it."

Dash bit her lip, being not about to admit that Trixie was right. "Why're you so interested in Twilight's well-being all of a sudden?"

Trixie hesitated before she replied. "That's…irrelevant at the moment. Do you want to help her properly, or not?"

"Come on, Rainbow," Spike urged as he climbed into the wagon. "We need to get moving."

Dash shook her head as she fell in alongside Trixie. "So help me if you end up screwing this up, Trixie, you're gonna wish you'd never heard the name of Rainbow Dash."

"I already do," Trixie commented back at her. "Now let's move; we've not a moment to spare."

Trixie strained against her wagon and broke into as much of a gallop as she could while hauling it with Dash matching her pace. As they rumbled down the road, Dash couldn't help but wonder what Trixie's motivation for suddenly wanting to help them could possibly be. She quickly decided it didn't matter so long as they got what Twilight needed and got it to her in time.

Applejack wavered a bit but forced herself to sit upright and continue her vigil over Twilight, who had seemed to calm down some but still looked incredibly uncomfortable. Sweetie Belle, unfortunately, had succumbed to her own exhaustion and dozed while leaning against Twilight's bed. Applejack shook her head at the filly and carefully hefted her up onto her back to take her somewhere more comfortable to sleep.

"I reckon this one ain't gonna be much more help," she said as she approached the others who sat around Twilight's table with some tea. "Want me to take her on back home, Rarity?"

"If you wouldn't mind, Applejack," Rarity said. "Thank you very much."

"I'll take a turn watching Twilight," Pinkie said, bouncing up the stairs to watch over their friend.

"I just hope she don't disturb her none," Applejack said as she watched Pinkie head upstairs.

"I think even Pinkie knows there's a time and place for everything," Fluttershy said. "Do you need help getting Sweetie Belle home?"

"Nah, I'll be there and back lickety split," Applejack told her. "Y'all need to stay put in case Rainbow gets back with that herb soon."

As Applejack left and Rarity and Fluttershy went back to their tea, Pinkie settled in next to Twilight's bed and watched her sleep. A few moments of silence were all she could bear, though, and she leaned a bit closer to Twilight with a smile.

"Hey there, Twilight," she said softly. "It's Pinkie Pie. But I guess you knew that. Well, you would if you were awake. But don't bother waking up just now, you need your rest. In the meantime, I'll tell you all about the party I'm gonna throw for you when you're up and around again! It's gonna be off the hook! I'll get Vinyl Scratch to DJ for it and we'll have some sweet jams to rock out to. Oh, and there'll be all kinds of cakes and pies and other stuff to eat on hand. I'll make sure to have whatever you want there. Don't worry about imposing; it's your party after all.

"Oh, oh! And games! We'll have a ton of games! Like hide and seek, and pin the tail on the pony! Oh, and maybe bingo too. Would you mind if we played bingo? I really like bingo, especially since there's all the numbers and…and the numbers remind me of you because…y'know, you're so smart and all. And you can make sense out of numbers and all sorts of stuff that I don't understand."

Pinkie didn't even register the tears streaming down her face as she continued to talk to an unconscious Twilight. She just kept smiling as she talked.

"It'll be a really great party," she told her in a wavering voice. "Maybe even the best I've ever thrown. And it'll all be for you. So…you've just got to get better. You've got to. I can't throw this party without you there, after all. It just wouldn't…it wouldn't be a proper party without you. So just…get better. Okay? Please, Twilight…please get better…"

Pinkie rested her head on the bed next to Twilight, muffling the sounds of her sobbing with the mattress as she continued to plead quietly with her over and over to get better.

True to her word, Trixie led Rainbow Dash and Spike directly to the field where the Albino Alfalfa was growing. She showed Spike how to harvest it properly, as it was a delicate herb, and set to gathering a good amount with him while Dash looked on. Dash still couldn't make sense of why Trixie was helping them, and her curiosity was eating away at her. She resolved to pry the truth out of the unicorn as they made their way back to Ponyville.

"I think we've got enough," Trixie said, looking at her saddlebags filled with the herb. "We'd better get going. Albino Alfalfa is only really effective when fresh."

"I'll help you hook your wagon back up here," Spike told her.

"Don't bother," Trixie told him. "I'll come back for it later."

"You're just gonna leave your wagon and all your stuff here," Dash asked.

"It's not much of a wagon," Trixie told her. "Besides, I don't have much stuff these days. Not since…well, you know."

"Yeah, I do know," Dash said, standing in front of Trixie to block her. "And that's why none of this makes sense."

"For someone trying to save their friend who's in mortal danger, you certainly have a strange set of priorities," Trixie told her.

"Trixie, we ran you out of town," Dash told her. "Twilight proved your Ursa Major story was a total hoax. By all rights you should want Twilight dead for ruining your career. So what's the deal? Why help her?"

Trixie sighed and shook her head, looking over at Spike. "Is she always this obstinate?"

"Pretty much," Spike replied.

"Look," Trixie said, turning back to Dash. "Do you really care about this story, or are you just being paranoid because you think I might hold a grudge against Twilight?"

Dash leaned towards Trixie with a scrutinizing eye. "Do you hold a grudge against her?"

"Of course I don't you twit! She saved your town, not to mention my life!"

"So why'd you run, then?"

"I was embarrassed. I mean…I made up the Ursa story purely for entertainment purposes. I never thought anypony in the audience would actually be dumb enough to take it seriously."

"That's Snips and Snails for you," Spike muttered.

"The bottom line is I'm an entertainer, that's all," Trixie said. "I never meant for anypony to get hurt or for any of the damage that was caused to happen. After I stopped running I thought about what happened. I wanted to be bitter at Twilight for what happened, but I just couldn't…not when I knew it was my fault. So I forgave her for everything that her actions, as heroic as they were, did to me and my reputation."'

"I'm supposed to buy this load of horseapples," Dash asked in disbelief.

Trixie rolled her eyes. "Is it that hard to believe? I'm not some idiot filly; I know how to take responsibility for my actions. I know when…when I've messed up."

Dash couldn't help but feel sheepish. "Sorry. It's just a little surprising is all, I guess."

"It's okay. After what I did to you during the show I don't really blame you for thinking ill of me. I'm pretty used to it actually."

"Eh, I've done far worse to myself practicing stunts. We're cool, I guess."

Trixie cocked an eyebrow at her. "Really?"

"Well…yeah. If you could forgive Twilight for what happened, then I can forgive you too."

"I hate to break up this warm and fuzzy moment," Spike said, "but we really need to get going again here."

"Right," Dash said. "If we run hard we can probably be back in Ponyville in a few hours."

"Let's not tarry any more, then," Trixie added. Spike got on Dash's back once again and the two ponies took off at a full gallop for Ponyville.

"So while we're at it," Dash said as they galloped, "how do you know about this herb and all? I'm just curious is all."

"I'm afraid that's a bit of a story," Trixie replied. "And a rather boring one at that."

"We're gonna be running for hours. I'd rather not do it in silence."

"This is going to be another one of those things you're going to bug me about until I tell you, isn't it?"

"Just make with the story, already."

Trixie sighed and began recalling her past. "Well…it's a story from back when I was just a filly…"

I grew up in Hoofington with my parents and older brother. I was lucky and came down with Horn Pox when I was quite young. My older brother, however, wasn't so lucky. He was a few years older than me and came down with a bad case of it not long after I'd fully recovered. My mother had already taken too much time off of work to look after me, so she showed me how to work with and use Albino Alfalfa to help him get better.

Despite knowing that the herb was helping him, it was still hard to see him so weak and suffering. I wanted to do something to make him smile, but nothing worked. I tried juggling, tumbling acts, fire eating, and dozens of other acts. Nothing worked.

One day I was headed out to the fields near our home to get some more Albino Alfalfa.

"It's no good," a young Trixie told herself despondently. "I'll never make my brother smile. I'll never amount to much of anything."

I had just started to gather when it happened. There was a tremendous sound that rang through the air. It sounded like an explosion. The next thing I saw was a giant rainbow expanding across the sky. It was so spectacular to see that it instantly inspired me. I finished gathering the herbs I needed and then spent all night devising my next show. The next day after I administered the herb to my brother, I put on the show.

"Introducing," young Trixie said, a bedsheet tied around her neck as a cape, "The most incredible show known to ponykind! Fillies and gentlecolts, behold The Amazing Trixie!"

I used my magic to create all sorts of little tricks and visual effects around his room. There were fireworks, floating toys, and all manner of flashy effects. I'll never forget the look on his face. He loved the show, and for my part I loved putting it on for him. Later that night, after I took the makeshift cape off, I realized I'd gotten my cutie mark. I was overjoyed. I'd gotten a smile out of my brother, helped him get better, and found my true calling. It was one of the best days of my life.

"I don't believe it," Dash said in astonishment after hearing Trixie's story. "You saw my sonic rainboom as a filly too?"

"Wait, that was you," Trixie asked.

"Yeah. The rest of my friends saw it too, and it apparently helped them all get their cutie marks as well."

"That's really…uncanny."

"Tell me about it. Anyway, your brother got better right?"

"Yes, but he was still younger than Twilight is now when he had it. I only hope we arrive in enough time that the herb will still be effective."

"We'll make it in time, don't you worry about that."

Trixie simply nodded, trusting in Dash's sense at the moment. She refocused herself on running, ignoring the fatigue that was already building in her muscles and instead willing herself to press on.

Pinkie startled awake as she felt Fluttershy's hoof on her shoulder. She quickly rubbed at her eyes, trying to wipe away any marks her earlier tears had left, but felt Fluttershy hug her and stopped.

"She'll be alright, Pinkie," Fluttershy told her soothingly. "Go have some tea and food with Rarity and Applejack. I'll take a turn with Twilight."

"A-alright," Pinkie said in an uncharacteristically depressed, raspy voice. She solemnly walked away from the bed as Fluttershy took her space and headed downstairs to commiserate with Rarity some. Fluttershy, meanwhile, turned her attention to Twilight who stirred a bit. The irony of being the quietest of the group yet being the one who somehow managed to rouse Twilight from her sleep was not lost on the pink-maned Pegasus.

"How long…have I been out," Twilight asked weakly.

"Several hours," Fluttershy told her. Her eyes trailed up to Twilight's horn, which was no longer pale but instead growing darker in color. "And your horn is…well…"

"That bad, huh?"

"I don't know, really. I'm good with healing small animals. Pony medicine is beyond me."

"It's okay- *cough* Fluttershy. This is what I get for being from Canterlot."

Fluttershy looked at her oddly. "What does that have to do with this?"

"Canterlot is something of a sanitary society," Twilight told her. "Illness and disease almost don't exist there because of all the protective magic surrounding the castle. Most unicorns who live there never get this illness."

"That explains why you got it, then."

"Afraid so."

"So wait…if magic keeps Horn Pox out of Canterlot, is it possible there's magic that could heal you of it as well?"

"There is, but- *cough COUGH*it's not the sort of thing normal unicorns are capable of. Even my magic isn't strong enough to cast that spell alone."

"What about Princess Celestia? Certainly she could-"

"No. I refuse to ask this of her."

"Twilight, if you don't get proper help soon you could…you know…"

"I'm well aware of what could happen, but the princess has more important things to concern herself with than looking after me. I'll be fine, Fluttershy. Rainbow is coming with some Albino Alfalfa, right?"

Fluttershy nodded to her. "I think so. At least I hope so. No one's seen her since she and Spike left hours ago."

"She'll make it. I have faith in her. Rainbow never disappoints. Just like all the rest of you who I count as friends."

Fluttershy managed a tiny smile and then adjusted Twilight's blankets on her a bit. "Would you like something to eat or drink?"

"A little water might be- *COUGH* nice."

Fluttershy nodded and quickly made her way back downstairs to fetch a glass. As soon as she left, Twilight dropped her façade and dug her front hooves into the sides of her bed. The pain coming from her horn was excruciating and every breath she took was a struggle. She forced herself to sit up enough to see her reflection in the mirror across from her bed, noting the horrible color her horn had changed to.

"Not much time left…" she told herself. "Please hurry, Rainbow. I'm not sure…I can fight this for much longer…"

To Be Continued...