Rainbow Dash had settled down for her usual afternoon nap, on her favorite cloud, but for some reason, she couldn't sleep. That new little Pegasus, he somehow began to invade her mind. Where'd he come from? Who was he really? And how the hay-bale did he crash land like that? Call it curiosity, but he seemed like an alright Pony, if not a little shy (hopefully, not as Shy as Fluttershy, she thought) and quiet.

Though, did he lose his original personality along with his memories? Quit thinkin' too hard, you're soundin' like an egghead. Rainbow thought, and she curled up, falling asleep.


SIGH. Well, she didn't feel tired anyways. The Rainbow-maned mare peeked over her cloud, looking down to see Pinkie Pie….with the little Pegasus on her back. Ewe Gee, wasn't it? "What is it, Pinkie?"

"Think you can introduce yourself properly to Yugi? I'm showing him around town to meet everypony!"

"Oh yeah. Sheep boy." Rainbow Dash said, flying off her cloud and landing in front of the two. "Guess I can do it again. Name's Rainbow Dash, and it's nice to meet you, Ewe Gee." Rainbow Dash said, looking Yugi over. "Kind of on the short side, for a colt, aren't ya?"

Yugi hopped off of Pinkie Pie, wobbling on his hooves a bit. "Um…well, I'm not sure…maybe I'm not full grown, yet?"

Rainbow Dash laughed. "Maybe, but at least you don't look like a flying sheep!"

Pinkie Pie had sniggered. Yugi tilted his head at the both of them. Once again, when he realized the pun, he understood, but this time, he rolled his eyes. "So…Rainbow Dash, what is it that you do?"

"Who me? I'm Ponyville's Weatherpony! And, I don't mean to brag, but, I am one—no—The Fastest Pegasus In All of Ponyville, Maybe even in all of Equestria!"

"Interesting Declaration," Yugi responded. "But, is it true?"

"Are you saying I'm bluffin' ya?"

"Nothing of the sort. If you're really fast, then why don't you show me?"

Yugi's patient, gentle stare met that of Rainbow's devious, 'is-that-a-challenge?' look within her Maroon eyes. "Okay then, Mr. 'Show Me'. You wanna Demonstration? I'll give ya a demonstration." Rainbow said as she flexed her wings, taking to the air.

Ya see that bell on the schoolhouse, there?"

"Yeah, I do!"

"I can fly over there, buck it, and fly back here in ten seconds!"

"Ten Seconds?"

"Yep, Ten Seconds Flat!"

"…Prove it."

One familiar with Rainbow Dash would remember to never say those two little words to her, unless you want her to do something stupid to prove a point. To Yugi's credit, he didn't know her very well. The Cyan colored Pegasus took off for the bell at the schoolhouse, with Pinkie counting the seconds happily. Yugi watched as she went, puffy short tail thumping the ground as he waited. Before Pinkie had finished with nine, the loud "GONG" of the bell echoed out, and by the time she reached ten, Rainbow had returned, forelegs crossed.

"Well then, Sheep Boy? Does that prove I'm not bluffing?"

"It was pretty good…Buuut…" Yugi give a wry smile. "Is that all you can do?"

Rainbow looked flabbergasted. "Well, why don't you try?"

"If you haven't noticed, I'm sort of…tied down, at the moment."

Rainbow Dash gave a bit of a sneer. "Then how can I prove it, if you keep talking and don't show? Don't you know how to take a challenge?"

Rainbow swore she saw a bit of his fur rise, as if her words stung a soft spot. "Fine. How about a race on the clouds?"

"What, not on the ground, since you can't fly?"

Yugi had a fierce determination burning in his eyes. "Doesn't stop me from walking on clouds, does it?" the Pegasus rose to his feet, tail sticking up and fluffing up, looking like a reddish-black flame. "I'll take your little challenge and I'll race you, on the clouds, around Ponyville—no wings, just our hooves."

Rainbow kept a steady stare into Yugi's eyes, seeing the mirrored determination that she had. "Ok then, Sheep Boy, you're on, one lap around Ponyville, No wings, and the finish line is at Sweet Apple Acres. Meet me at the Town Hall when you're ready—I'm going to show you that I am not a Pegasus to be messed with!"

Yugi snorted out a huff of air, and the two…Hoofbumped on it, to say the least. Rainbow had flewn off, and as she did, Yugi held his head, snapping out of the Adrenaline rush.

Good lord, what did he get himself into?

After a quick tour of Ponyville, Pinkie not giving him time to meet the rest of her friends or any others, Yugi had arrived at The Town hall, and was amazed at a ramp at its stairs—a ramp made of absolute cloud. Nearby Pegasi were setting up a banner and pounding clouds into a track shape over his head as he walked past.

The small Pegasus was amazed, at how they had shaped and controlled the clouds to their will. Even if he couldn't remember a thing…it was, to him, an amazing feat.

"Ah Reckon Ya like th' track, Mister Ewe Gee?" a Southern Drawl of a female voice spoke behind him. Yugi turned around to see a Tan-Orange Earth Pony with a blonde mane and tail, both tied back by a red band, white freckles, and tipping a brown cowboy hat (it was a little bit on the small side for it to be a Stetson) to him. On her flank was a cutie mark that composed of three apples, simply red with a green stem and leaf.

He had recognized her as one of the other Ponies in the room when he first came to, and had also seen her in passing when Pinkie was giving him a (quick) tour of the Town. Both times, he hadn't been able to talk to her and get her name.

"Oh, y-yeah. I've never seen a course like that before—well, at least like that, made of clouds and in the sky."

The Pony smirked, holding out her hoof. "Ah didn' properly intraduce myself. Ah'm Applejack, and 's Nice t' meet ya, Mister Ewe Gee."

Yugi took Applejack's hoof…and was greeted with a hardy Hoofshake. "So….does Rainbow Dash…do this a lot?"

"Whut, Race? Shucks, not t' often, not unless she's challenged. That girl can't control herself when it comes t' a challenge. Ah'd just be careful, though—she loves t' win, and she might try anythin'."

Yugi felt a small buzz in his head. "You mean she might try to cheat?"

"well, that's less likely, since ya'll are racin' on th' clouds, but she's th' Element of Loyalty, Not Honesty. If it happens, well, you was warn'd."

Somehow, that didn't sit too well with the little Pegasus. "And how do you know this?"

"Well, Rainbow an' Ah raced each other a whil' back—Ah made her promise not t' use her wings, but when it look'd like Ah was winnin', she decided to use a branch as a catapault!"

"And then it dissolved into One-up-manship, if I remember what Twilight told me—you both came in dead last." A refined voice spoke, coming from the white furred Unicorn mare from before. Applejack had blushed, tipping her hat down a little to hide her face.

"Ah Was gettin' round t' that, Rarity."

"Rarity? That's your name?"

"Ah yes, quite, Mr. Yugi." Rarity said, fluffing the curl of her mane a bit. "I heard about the news of the race while I was getting my materials for my next project—No one here in Ponyville had challenged Rainbow Dash to a Race ever since the Running Of The Leaves, and nopony has challenged her to a race on a track made of mostly clouds." She gave Yugi a gentle, formal smile.

"And as much as I would love to stick around to watch, I can't exactly stay. If I am going to get these Costumes done before Nightmare Night, I'm going to need all the time I can get."

Yugi blinked. "Nightmare Night?"

"Ah, well, Nightmare Night is a holiday, dear—it's coming up quite soon, though, in a month, no less. It's where fillies and gentlecolts dress up and collect candy, at least through nowadays. I've decided to make Costumes for my dear friends—though, Twilight opted out. She said she was making her own costume." Rarity looked Yugi over. "Though…I suppose maybe you'd like a costume for yourself as well?"

"Well, I—it….sounds fun, but I don't know what I'd want as a costume."

"Well then, dear, if you do figure it out then, then please don't hesitate to stop by my boutique and tell me."

"Oh, I wouldn't want to—"

"Oh Posh! I'm sure Pinkie Pie would persist anyways, in the pursuit of a Nightmare Night Candy partner. Just let me know anytime that you're ready."

"Oh…um…Thank you, Miss Rarity."

"Oi! There you are! I was thinkin' that you weren't goin' to show up!" Rainbow said as she landed in front of Yugi and the girls. "Now come on, Sheep Boy, we've got a race to start!"

The sun had blazed overhead as Rainbow Dash and Yugi stood on the starting line, Rainbow's tail twitching in excitement.

"You ready, Sheep boy?"

"I guess I am. You?"

"Ha! I was born ready."

A pale yellow Pegasus with a pasty Pink mane fluttered in front of the two, standing in the center of their paths with a flag within her mouth. Yugi had dragged a hoof on the cloudground below his hooves, taking in a breath and focusing, expression hard and serious, which seemed out of place on such a youthful face and soft round eyes.

The Pegasus with the flag had waved it, and in an instant both contestants took off running. Rainbow Dash had taken the lead, while Yugi had tottered behind.

Yugi's mind had caught up with the sensation that his whole body felt, the minute he began running on the clouds. The feel of the wind in his mane, the softness of the clouds, the view of the vast sky—It had occurred to him quickly.

He was in the Air. He was technically flying, regardless of injured wings. He began to run much faster than he started out with, letting out a loud whinny as he picked up the pace, closing the gap between him and Rainbow Dash.

Then, it happened. Yugi had instantly passed Rainbow Dash, yelling and laughing in sheer delight and amidst an adrenaline rush.

Competition be damned, He thought, THIS was FUN.

When Rainbow Dash had first started, she couldn't help but smile to herself. Yugi was already a good distance behind her, so she had this race in the bag at the beginning.

That's when she heard his loud whinny of amusement. In a blur of red and yellow, Yugi had rushed past her, laughing with the biggest grin on his face, just as big as hers was.

"So, ya like the need for speed too, huh, Sheep Boy?" Rainbow had said to herself, smirking devilishly. She could like this kid. She could like him a lot. She picked up the pace, speeding up and soon catching up with the bound Pegasus, soon neck-to-neck.

"You look like you're having fun there, Sheep Boy!" Rainbow Dash said, smiling as they leaned into the curve of a turn.

"Fun? That's an understatement—Rainbow! This is AWESOME!" Yugi had exclaimed, laughing again.

"Well yeah, but can you keep up with me? If you're so into speed, then, prove it!"

She swore she saw him wink at her. In a quick minute, Yugi picked up the pace and was leaving Rainbow behind once again, this time, a fading trail of golden yellow and a neon blue trailed behind him. He was reaching a peak speed, as Rainbow was. It wasn't long before Rainbow Dash had begun topping out for her own peak speed, a trail of rainbow fading behind her.

It wasn't long before they began to outrun the other, Yugi pushing his limits just as hard as Rainbow Dash did. Soon, Acres and Acres of apple trees came in sight below their cloud-track; they were approaching the finish line. Yugi once again began closing the little gap that Rainbow had made between him, and overtook her, running full speed for the finish line.

That's when it happened. As soon as Rainbow tried to cut ahead, he heard a sharp voice cry out, a migraine coming on.


And as if out of nowhere, he felt a hard force punch him across the face, which had made him trip and roll straight into Rainbow, and both tumbled, in a cloud of dust, into the ground and right smack at the edge of the finish line.

When the dust settled, the Townsponies looked at the pile of contestants, and gasped in surprise.

Yugi's left hindleg had touched the finish line before any of Rainbow's appendages touched it.

He won.

The major headache (and subsequent bodyache) Yugi got from the cooldown of his Adrenaline spike and the pain of the punch out of nowhere had been worth the reward (or comfort—his head was absolutely fuzzy so he could not tell which) he got. When he recovered from the first recoil of the "punch", Applejack's family had treated him to a bombardment of pastries and treats, all apple-related and apple-made.

It didn't matter. It was FOOD. His body had remembered that he hadn't had a bite to eat (not counting the frosting from the cake he got slammed with) since he woke up today. He began putting it all away, chomping down on Apple Fritters, Apple Pies, Apple Casseroles, Apple Tarts…

Rainbow had begun her own chow-down herself. That Race had burned up a lot of her energy, and she was just as hungry.

"Mhat ma mmmery mmmphhfhhf."


Rainbow swallowed. "That was Impressive, very impressive, Sheep Boy. Sure, ya won due to your hoof touching the finish line first, but still, that was a totally awesome race."

"Oh, thanks…you were pretty awesome too….In fact, that was really fun~" Yugi said, finishing the last of an apple pie. "Though… I think I'd wanna wait before I try again."

"Aww, really? Come on, you have a knack for these kinds of things! Well, if not for racing, maybe for competitions in general! I wouldn't be surprised if you got your Cutie Mark in that race!"

Yugi blinked, and then checked his flank.

Bare as it was before. No Mark apparent. Rainbow shrugged. "Eh, it'll have to come up eventually. Want some more apple fritter?"

"Nah…I think I'm pretty full…" Yugi said with a yawn, getting back up onto his hooves. "So….Rarity makes costumes…?"

"Oh? Well, Rarity makes all sorts of dresses and clothes at the boutique. Why? You're taking up her offer on her making a costume for you?"

"Well, I'll have to see first….I don't have an exact idea what I want yet, but maybe it'll strike me while I'm there."

A few hours passed, and nothing had struck Yugi's mind in the Carousel Boutique, at least, not yet. But, as he had visited, Rarity had taken the pleasure of playing dress up with him with her latest styles.

Needless to say, he was impressed and embarrassed, all at once. She had such a fine grasp on fashion and design, he could give her that to her credit, but being dolled up in so many types of clothes…well…

He may not remember anything, Nor even wear clothes all the time (to which Rarity agreed: "We don't usually wear clothes, but they're there when we need them", she said), but when a powdered wig gets involved, it was often the time to duck out. It was only the next outfit she had him put on that stopped him from doing that.

It wasn't anything too complicated—it was a cape cloak she had on one of her mannequins ("I am still touching it up a bit—a little pet project, but I could make this one to fit you if you like it") that was fastened together with a simple baby pin, since it had no theme and thus, no proper brooch.

But it wasn't the cloak alone that sparked something in Yugi's head. It was the color. It was a dark shade of purple—not too dark where it'd blend in with the dark of night entirely, but it wasn't dark enough to be mistaken for black. A Royal Purple, in a sense, or, as he began to think, a Magician-y Purple.

Magician….That's when the image entered his head. A figure that wasn't a Pony like all around—something that stood on its two legs. A long, green staff, or a scepter, held in one hand. An outfit that looked part cloak and part armor, the variation of shades similar to the cloak, with a hat that curved like the point of a crescent moon. He didn't know what it was, but in its head, the figure had a feeling of power around it…Magic power.

Not as dark as the night, but still pretty dark—a master in magic.

A Dark….Magician?

His eyes suddenly twinkled. Yes! That was it! That was what that strange creature was called! He remembered his favorite, The Dark Magician! What he wanted struck him clean on like a lightning bolt!

"Miss Rarity, I have an Idea! I know what I want!"

Rarity smiled, seeing the expression of enlightenment on his face—an expression she knew only too well in all of her time as a Fashionista. "You have, darling?"

"Yeah! Um…well, I can tell you. I just…remembered something about it…but I don't think it's something that's…normal here."

Rarity picked up her sketchbook and quill, taking a seat on her fainting couch. "Well then, darling, do tell me, what do you like? In full detail, if you can. And don't leave anything out."

Yugi took in a breath, and then nodded. "I remembered something I…favored. I'm not sure what it is, but I know what it's called; The Dark Magician….."

By the time he had finished his explanation of the detail of his future costume, Rarity had shooed him out of the shop, a twinkling gleam in her eyes; the description of the Magician's design had set many gears into motion into how she was going to modify it into a costume, and she wasted no time in getting to work on it.

He began to walk back to Sugar Cube Corner, the events of the day catching up to his body in a sore, tiring ache. As he did, he looked up at the sky, which was turning from an orange red fade into an abyssal blue, emblazoned with stars that twinkled like diamonds in the sky. As the moon began to rise on the horizon, he couldn't help but smile in fascination…but yet, he had a nagging feeling.

Not of anything in particular…but he felt….sad. Maybe a bit empty inside. It was as if that while he stared up at these very stars, he could just faintly sense that somepony else was doing the same, out there.

"Food for thought?" Twilight's gentle voice spoke from behind him.

"Oh, well…I was just…admiring the night sky a bit, I guess." Yugi said, taking a seat. Twilight sat behind him, looking up herself. "It's just….it's so pretty—it's like someone just painted the sky like this."

"Well, I guess you can say someone has. You see, the Princesses that rule Equestria, they're in charge of the sun and the moon. Celestia always raises the sun and brings the day, while Luna raises the moon and brings the night."

Yugi blinked, surprised. "All…by themselves?"

Twilight nodded. "Yes, all by themselves. They're pretty powerful…and, as I learned way earlier, very ancient. They've been around for 1,000 years."

"But Celestia, she looks so….pretty and young. She doesn't look like she'd be so Old."

You would be surprised, you have seen older.

Yugi blinked at the echo within his head. He had no idea why he had that thought.

"Wait…you said Luna? Who's Luna?"

"Princess Luna? She's Celestia's sister. I haven't seen her in over a year, though. I've been so busy as of late, that I haven't had much of a chance to write to her. I probably should, sometime…"

Twilight had looked to see that Yugi had curled up, fast asleep. She sighed, and using a bit of her magic, levitated him and walked the way to Sugar Cube Corner, and quietly taking him upstairs to Pinkie's room (Pinkie being elsewhere—throwing a late night party for tonight), and tucking him into bed, leaving as quietly as she entered.

All the while, Yugi began to dream.

He was a small colt, walking along the forest path, all dark and twisted…but yet, he wasn't afraid. It was because he wasn't alone.

Alongside him walked a taller, lankier Pony—not too skinny to look weak, however. He radiated an aura of confidence. His fur was a tanned, dark brown, with a black splotch pattern adorning his flank….but there were long, long scars on both sides, obscuring the Cutie Mark entirely, as if it was done on purpose to obscure his talent, his destiny. His mane and tail were very similar to Yugi's own in color and fuzzy shape—but the Pony's tail was much longer, as if it took many years for it to grow so long, compared to the fluffy red-black puffball that made up Yugi's tail. The tail had dragged the ground, but in gentle sweeps.

The yellow, fluffed out bangs on the taller pony had completely shadowed his eyes, making it impossible to tell the color of them, let alone see them. He had a horn on his head, slightly nicked, like how his left ear was nicked, to which it glowed with a faint red aura, holding a lantern in place with some magic. 'A Unicorn', Yugi thought, until he saw scarred nibs on his back, ripped and scraggly, but looked as if they were once a pair of wings on the tall Unicorn's back. The unicorn's very hooves seem to disappear into the darkness of the ground below, but they were only a fading black in color, the brown fading into the darkness of the line that made up the color of his hooves.

Yugi felt safe around this strange Unicorn. Was it someone that he once knew?

"Yugi, are you alright?" The Unicorn spoke at last. His voice was deep, a rich baritone, but filled with a familiar concern.

"Oh, I'm fine…It's just….kind of scary…" Yugi responded back, seeing the Unicorn's face—but still not his eyes. He had a long scar going across the bridge of his snout, to which a lock of blond hair from his bangs had touched as he moved his head.

The Unicorn gave Yugi a smirk. "It'll be alright," he spoke with assurance, "I'm here for you. Nothing is going to get you, I promise."

That's when the Unicorn stopped, his ears swiveling. He moved his hoof to stop Yugi, who flattened his ears in response.

"Stay behind me. Something is following us." The unicorn had growled. His whole body arched in tension, as if he was used to this kind of apprehensive feeling. The lantern was set down on the ground as the faint red aura blazed into a bright, burning red.

Suddenly, a green ball of light was fired at the Unicorn. A shield of red blocked the shot, making the green ball explode in a flash of dazzling light against the Unicorn's shield. He snarled and reared, firing a fireball into the bushes from where the ball had come from.

"I KNOW YOU'RE THERE!" He had shouted into the darkness. "SHOW YOURSELF!"

It wasn't long before menacing red eyes and strange green lights had shown from the shadows, strange creatures crawling out of the shadows. The Unicorn reared, defiant, and fired another fireball, roasting one creature into ashes.

"Yugi, RUN!"


"DON'T Worry about me, RUN! RUN, NOW!"

Startled into a panic, Yugi ran, the creatures all diving at the Unicorn to attack. The Unicorn reared once more and fought back, Red aura-fused spells firing out. The light had faded as Yugi got farther and farther away, fear and panic filling his mind.

Did he just leave his friend to die? He couldn't think straight, but he kept running, dodging over roots and low branches, not seeing a faint glow from within the spaces of the trees.

But he did hear somepony following him in hot pursuit, letting out mad, evil little giggles.

"YuuuuuuuuGiiiiiii….." the owner of the giggles had called, sounding closer than before. Yugi did not stop; the small Pegasus kept running, only taking one glance behind.

She was entirely in shadow, but he could make out that she was a unicorn from her glowing horn, and one with a wide, frightening grin that gleamed in the darkness. Glowing red eyes had made out the shape of her eyes, and a small green circle had followed in front of her, deep in the darkness. The small Pegasus had kept running, until he banged into solid stone, cornered into a dead end.

The unicorn reared, letting out another shrill, evil cackle as her horn glowed even brighter. With a bright green flash, she leaped and jumped at Yugi, her gleaming white teeth turning into fangs, letting out a horrifying, vicious roar—like a predator overtaking its prey.