Twilight awoke to a sudden, shocking pain in her chest. She screamed and looked around, panting deeply.

Suddenly, a voice spoke, "Wake up, ladies. We have things to discuss."

Twilight was in a daze. There was barely any light, and she couldn't find the source of the voice. Anything she could see was fuzzy, and seemed to lag as she looked around. The only thing that was clear was her pain, and the fact that she was restrained.

The voice continued, "You all thought the magic of friendship would keep you safe, didn't you? Well it proved to be quite ineffective, didn't it?"

This time she could tell the general direction of where the voice was coming from was right in front of her, slightly to the left.

"You six belong to me now. I have had a great interest in your kind, and the different powers you possess. When you come together and use these powers at their highest potential, an incredible energy is released."

That's when Twilight realized she wasn't in this nightmare alone. She heard sniffles and whimpering to her right, and what sounded like struggling to her left. Further away, it sounded like something or somepony was snarling in anger.

"What do you want? Where am I? Who are you? Let me out of here!"

It sounded like Rainbow Dash. She must have been the one snarling and struggling.


Another wave of electricity hit them and they all screamed again.

"I have studied you. I have learned everything about you. Your likes, your dislikes, your routines, and now I now posses the Elements of Harmony themselves."

Twilight felt nauseous. She felt like her stomach was in her throat and like she was being cooked alive. Her head was spinning. Who was this guy? She didn't have to wait very long for her answer. Out of the darkness, a man came into view. He was tall, well built, and bald. He had a beard, a white coat, and round, dark, glasses on. He bent over to Twilights level and looked her square in the eye.

"I feel that thanks are in order, Miss Sparkle. Had you not been such a loyal student to Celestia, I fear that you wouldn't have come to discover this power. Observing you will be quite a privilege when Protocol Ten is commenced."

He walked back into the darkness again, and she heard a door close. She was left in the dark surrounded by the whimpers and struggles that she hoped belonged to her friends.

The next instant, the room immediately was lit by the brightest lights Twilight ever saw. She shut her eyes in recoil to the sudden brightness. Then she heard what sounded like a doorbell chime. Followed by the mans voice.

"You are mine, new inmates. Let me to introduce myself. I am Professor Hugo Strange. And I am in charge of the Arkham City Facility..."

He continued to talk as Twilight's eyes gradually adjusted to the brightness. She was in a small dirty room. It looked like a room in a scary movie. There were hooks and chains hanging from the ceiling, a dark stain on the ground that was probably from something she would rather not know, a TV set, and a mirror she could see herself in. She was cuffed at the front and rear hoofs, she was badly scraped up, bruised, and her mane was frizzed from the electric shock. She felt the slightest bit of comfort when she saw that her five friends were there with her.

They all sat in a row of chairs. To her right was Fluttershy, then Rarity. To her left were Pinkie Pie, then Applejack, then Rainbow Dash. They all looked just as beat up.

"T-t-t-Twilight, w-what's going on?" Fluttershy sobbed. "W-w-why are we here? What's going to happen to us?"

"I d-don't know, Fluttershy." Twilight replied. She was on the verge of tears also.

"If I don't get answers soon, somepony will be in for the worst butt-kicking of their life!" Rainbow Dash fumed.

Applejack was also angry, "Yer darn right! There had better be a good explanation fer all this! May Celestia help them if they don't!"

"Please let us go! Whoever you are! Please! You have the wrong ponies!" Rarity pled.

Pinkie Pie looked the least nervous. She was actually giggling and smiling.

"Wow! This place looks really, really, spooky! That man must be a pretty good prankster if he went to all this trouble! Hee hee ha ha ha!"

The commotion came to an abrupt end when the alarm rang, and three guards with rifles entered the room.

"All of you better shut your mouths if you don't want to be full of lead!" one of them yelled.

"Oh yeah? What will y-" Rainbow Dash retorted, but was immediately met with a boot to her waist.

Tears in her eyes, she went down and wheezed on the ground.

Pinkie's smile left immediately and she started screaming while Applejack became furious. "Oh that ain't gonna fly at all!"

She lunged forward in her chair and viciously started biting and kicking the guard in the face and torso. The other two grabbed Applejack and threw her across the room straight into Pinkie Pie and Twilight. Applejack hit her head on a metal part of Pinkie's chair and went unconscious. Her rear hit Pinkie and she flew out of the chair and onto the ground. Instinctively, she grabbed for Twilight, and dragged her on the ground too.


Two more guards entered the room, holding stun sticks. They went to pacify Pinkie's 'escape attempt'. They zapped her and she was out cold. Twilight was still trying to get her hoofing, when she was grabbed by a guard, dragged out the door, and thrown outside.

"Enjoy your visit to Arkham City!"

Twilight landed on her face. She wanted to curl up and die right there. She wondered what happened. How did she get here? Why were these evil people doing these things to her and her friends? Just then, Fluttershy and Rarity landed on either side of her. They were sobbing uncontrollably.

They helped each other up and started walking as best they could toward the center of the new room they were in. The cuffs they were in restricted movement and made it awkward to try and walk.

The room they were in was full of prisoners. They all looked mean, big, and made the three frightened ponies all the more horrified. To make things worse, every single ones' attention was on them.

They stuck out like a sore thumb. Inmates all over the room shouted sarcasm and profanity toward the three ponies as they made their way to the center.

The guards ordered them to be quiet, but the inmates started to get more aggressive. Then, a guard shot an inmate in the leg. The others cowered as the inmate screamed and went down. The guard who shot the inmate turned the barrel toward the three ponies.

"You three! Line A, MOVE!"

They complied immediately. Scurrying as fast as they were able to the line they were ordered to get into. They almost ran into the man in front of them. He wore a blue suit, he was very tall, he had thick, black hair, and his face was expressionless. He turned slightly to look at the three terrified ponies. Twilight was sure she saw his face shift slightly to one of concern before he turned forward again. He was the first one who didn't look terrifying or evil in this place. He looked like a protector.

She heard the guard ahead, "You two, out of the way! Wayne! Get your ass up here!"

The inmate in front of the man turned around to face him. "Bruce Wayne? You're on my list... Bang! Hehehe..."

The man strode forward about four steps before being struck by the butt of a guard's gun. He went down to his knees, grabbing his face in pain. Twilight had seen and felt pain in the last few minutes, but for some reason, seeing this 'Bruce Wayne' get hit hurt her too.

She was about to turn her head away and cry when she heard the all-too-familiar voice of Professor Strange.

"Lower your weapons! Mr. Wayne will not be any trouble. Will you, Mr. Wayne?"

She looked back and saw Strange looming over Wayne.

"The cuffs can stay on. We don't want to make things too easy, do we?" said Strange.

Just then, one of the guards yanked him up and threw him into the next room. The room was filled with two other inmates. However, these inmates looked just as frightened as Twilight.

She had a million things running through her head. She was trying to remember what happened before she awoke in this prison, but Rarity broke her concentration.

"Twilight! Twilight! Please snap out of it! They want us to move up!"

Rarity tried to shake Twilight out of her daze, but one of the guards struck her from behind with his gun.

Twilights face hit the ground. The impact caused her nose to bleed. She scrambled to get her hoofing before she was struck again, but the cuffs caused her to fall again. She thought she would get hit again, but Fluttershy and Rarity dragged her out of the guards reach.

"Leave her alone, you ruffian!" yelled Rarity.

They had only delayed the inevitable. The guard came at the three ponies, eyes full of fury. He brought his leg up to deliver a swift kick, and then,

"Stand down, guard. They will learn to hold their tongues in time." said Strange.

The guard's foot stopped in mid-air before he regained his composure. He took a few steps back, but he still had his gun pointed at the ponies.

They turned towards Professor Strange. He had the cruelest smirk on his face. In his hands, he held a set of keys.

As they approached him, the guards moved to restrain Rarity like she was about to make a break for it. She was stiff as a board as they grabbed her. They dragged her toward Strange and he released the bindings off her hooves. Once they were off, she was thrown into the same tiny room that Bruce Wayne was in. She landed on her face and lay there for a moment before he made an attempt to help her up. She was too frightened to know if it was help, so she backed away as fast as she could.

Fluttershy was next. The guards grabbed the quaking Pegasus and dragged her to Strange. He released her cuffs, and she was thrown into the room with Rarity. Bruce Wayne tried to help her to her feet also. Fluttershy was petrified and made no attempt to move out of his way. Once she realized that he was trying to help, she barely peeked out from behind her hooves to see his face. He had a small look of concern on it as he helped the Pegasus to her hooves.

Twilight was about to move forward when a guard blocked her path. She looked past him and saw the doors to the next room were closing. Her eyes went wide with horror as the realization came to her. Rarity and Fluttershy also noticed it. Tears streamed down their faces as they stared at each other.

Rarity screamed, "No! We need her to come with us!"

She tried to crawl out and take Twilight with her. Fluttershy was sobbing uncontrollably as Twilight tried to get past the guard, but he wouldn't budge. Rarity would have been crushed, but Wayne grabbed Rarity out of the way of the doors.

She was flailing, kicking, and screaming for him to release her, but Bruce's grip on her held.

The screams and cries stopped once the door shut. Twilight couldn't believe it. Pinkie, Rainbow, and Applejack weren't with her, and now she was separated from her other two friends. Not only was she about to face a horror that nopony would ever dare even think about, but she was going to face them alone...

The doors shut and Rarity's screams for her friend ceased. She was now only crying and hyperventilating. Fluttershy wasn't feeling any better. Wayne released her and set her on the ground. She stood for a moment before collapsing to the ground next to Fluttershy. They both held each other like their lives depended on it, and they backed up to the door they just entered from.

Shivering and shaking, they looked to the opposite of the room. There they saw the other two inmates along with Wayne. They both wore heavy blue coats. One of them was hugging the wall to the left. He looked catatonic. The other looked wore crooked glasses, and looked annoyed. He turned to look at Bruce Wayne.

"Bruce Wayne? Hah! There I was reporting on your crummy press conference and now here we both are. I guess that will teach you to get involved in politics..."

Wayne spoke to everyone in the room.

"Listen to me carefully. When they open the door, do not panic. Stay close to me."

Fluttershy looked at him. She didn't know why, but she trusted him. He was big, he looked tough, his voice made her frightened, but hearing the caution in it made her feel better. Even just a little bit.

The man retorted, "You think I'm going to take advice from someone who has never even been in a fight?"

Just then the opposite door hissed and opened. They were instantly hit with a gust of freezing cold air. They all recoiled at the sudden drop in temperature.

"They're trying to scare us." said Wayne.

"I'm already scared..." Fluttershy uttered under her breathe.

As the doors opened, the environment they met was much more shocking than they thought. It was a gauntlet of inmates, orange jumpsuits, and screaming. A chain-link fence held inmates on either side of them back. There must have been fifty of them there. Each one of them was shouting random profanity. Most of which was aimed at Wayne.

"Hey Wayne! Whatcha do? Kill your butler?"

"I heard the Penguin's put a price on your head!"

"You're gonna be my bitch, Wayne!"

Rarity and Fluttershy followed Wayne's advice and slowly walked behind him. Paranoia building with every step they took. This place was dark, evil, cold, and mysterious. Bright floodlights prevented them from seeing anything above them. Not that they would want to see anything else.

Four inmates vaulted the top of the fence in front of them. Two of them went for the two men that were with them. The other two went for Wayne, Rarity, and Fluttershy.

Fluttershy moved close behind her protector. Rarity readied herself and tried to look as tough as she could.

The inmate that came at her had a sadistic smile on his face as he went in for the blow. Rarity knew she was going to get hurt, so she prepared to fight back. What happened next surprised her more than anything.

She opened her eyes and saw her assailant on unconscious on the ground. Bruce Wayne was standing over him, his attention to the other inmate.

He lunged toward Wayne, full of rage. Wayne stood his ground and in one fluid motion, countered the assault, pinned him to the ground, and knocked him out cold.

The ponies stood in shock. Wayne had been cuffed at the wrists and ankles and yet he still managed to take them both out with ease.

Rarity noticed that an inmate had taken down the catatonic man they were with. He lay motionless on the ground. Seeing Wayne beat up the previous inmates filled her with some confidence. She mustered up all her strength and ran toward him. Just as he turned to her, she kicked him square in the face. He was taken back by the strike, but recovered quickly.

"Oh you're dead, you little bitch!" he snarled.

She prepared to strike again, but the inmate caught her blow, and slammed her face into the chain-link fence. He started punching and kicking her while she was pinned. She turned to Fluttershy, and screamed for her to help.

With tears in her eyes, Fluttershy ran towards her friend's attacker and kicked harder than she ever had before. She hit him right on the neck, and he went down.

After rescuing her friend, Fluttershy went to see if she was ok. Was she ok? No. Would she live? Most likely. She was covered in bruises, and was bleeding in a few places, but it looked like she would be alright. She needed medical help though. That thug really did a number on her.

As Fluttershy helped Rarity to her hooves, they heard Wayne behind them.

"On your feet, Ryder!" he said.

The man with glasses struggled to get his footing.

"I said, get up!"

Wayne leaned over and picked him up. The prison gate was opening, and Wayne was making his way out. Fluttershy helped Rarity as best she could. Rarity was now bobbing in and out of consciousness and Fluttershy was struggling to help her.

Just then, an inmate came down in front of her holding a lead pipe. He slowly made his way toward Wayne, looking for the most effective body part to hit.

"LOOKOUT!" Fluttershy screamed.

But she was too late. The inmate swung and hit Wayne right behind the kneecap. Wayne dropped the man and went down.

"Welcome to Hell, Brucey-boy!"

Fluttershy looked for the source of the voice. Five figures were emerging from outside the gate. The one who spoke was a short, stout man with a disgusting looking glass eye.

He pointed to them and barked, "Aww, some lovely little ponies! Take 'em back to the museum!"

Two of his henchmen began to walk towards her and Rarity. Fluttershy collapsed. What was the point? She knew what would happen. They were going to be captured by these men no matter how hard they fought.

Wayne was on his back. He looked to the short man as he stood over him. He readied himself to kick Wayne in the head. Just before the butt of the henchmen's rifles struck Fluttershy, she heard the man say the scariest thing.


While the two guards forcefully removed Twilight, Rarity, and Fluttershy out of the room, Rainbow Dash wheezed on the ground next to her unconscious friends. Her midsection was in so much pain. She looked past the guards and noticed her other three friends face-down on the ground outside.

"T-twi-light…" she wheezed

She didn't hear her.

She started sobbing as the door shut, and the guards returned to her.

One of them spoke, "Did you think we would let you just mouth off to us like that? Huh? You better get a clue about shutting up when you're told, or we'll make you shut up forever! Got it?"

In absolute fear, Rainbow nodded her head.

The other three guards started to revive Pinkie and Applejack while the first guard got Rainbow on her hooves. Very slowly, she stood. Her midsection was hurting, but her adrenaline rush a few moments ago helped. She knew it wouldn't last for more than a few hours.

The guard pushed her along toward the door. She turned her head and noticed Pinkie was starting to come to. She went through the door and expected the worst. Now, 'the worst' in a corrupted, twisted, and evil place like this, is far worse than anything considered 'the worst' in a utopian, society like Equestria.

Psychos, killers, rapists, and murderers were spread all through the next room. A large group of inmates were standing along the far wall, while a few others were in two lines to her right. To her left was an extremely oversized iron door that was being guarded by two armed guards.

Rainbow was frozen where she stood. She couldn't believe that she was here. She didn't know why she and her friends were in this twisted place. She couldn't remember exactly what happened just before she woke up; the only thing that came to mind was…


Pinkie Pies surprise embrace ended her train of thought.

"Oh Dashie! What's going on? This place isn't a prank! What's happening, what's happening, what's happening?"

Rainbow returned the gesture as best she could, "I don't know, Pinkie. I don't know! I want to go home too."

They shared a momentary embrace before they were interrupted.

"Hey, you two! Get your asses moving! Line B! MOVE!" said the guard behind them.

They complied and started walking slowly towards the line.

They knew they weren't going to last long if they all didn't get reunited. They were going to try and stay together at any and all costs. Rainbow Dash wanted to find out where their other friends were, being the element of Loyalty, after all. Pinkie didn't dare laugh. This place was far too scary for her to even think about cracking a smile. Someone would have to have a sick sense of humor to laugh in this place…

As Rainbow was thinking about her friends, she remembered Applejack. She quickly turned around to see Applejack being led out of the previous room wearing what looked like the bottom part of a hockey mask. The guards were putting what looked like a glowing collar onto her. The guard finished putting it on, got down to eye level with her, and said something. He then pushed a button on a remote and Applejack collapsed on the ground and shook like crazy. She looked like she was having a seizure.

The guard released the button and stood directly over her, "GOT IT?" he yelled.

Then he picked her up and shoved her towards Rainbow and Pinkie. She tripped and fell over again a few paces away. They immediately ran to help their friend. She had tears in her eyes, and was shaking like crazy. She got to her hooves and her friends helped her walk as best they could.

"Why? Why are we here, ya'll? What in all of Equestria did we do to deserve this?" said Applejack. Her voice sounded muffled behind the mask she wore.

"I don't know, AJ. I hope with all my heart that this is just one big nightmare." said Rainbow.

"Ah hope so too, Rainbow. Ah don't see how anything this evil can ever exist. It's impossible."

For the briefest of moments, Pinkie's face lit up. "Guys, look! It's Twilight!"

Twilight stood alone in line A. She was in the very front. The three ponies were behind few inmates in line B. She looked more horrified than they ever thought possible.

Rainbow suddenly felt an explosion of relief, knowing that one of her other friends was safe.

"Twilight! TWILIGHT!" she yelled.

Twilight spun around. When she saw her friends, she also felt happier than ever

"Girls! You're ok!"

They knew that if they moved out of line, they would be punished more, or maybe even killed. All they could do was give each other hope by knowing they were alright.

As line B shortened and the door to the next room closed, they were finally next to each other. They were all crying tears of absolute happiness. It had been less than five minutes since they last saw each other, but it felt like a lifetime.

"This place is a nightmare! They don't care about us one bit! Fluttershy and Rarity are gone! They already left through that door!" said Twilight.

The others' eyes widened. "Just Rarity and Fluttershy? By themselves?"

"Well, not exactly. There was this other man in line with us. I've never met him. I've never even heard of him, but everyone else here has." said Twilight.

Pinkie asked, "What was his name?"

Twilight replied, "I heard an inmate make him a threat. He said that he 'was on his list'. He called him Bruce Wayne."

It didn't ring any bells.

Just then, the large door ahead opened, and Strange was waiting there. Any happiness that the four ponies felt upon being reunited was gone.

"Please, Miss Sparkle, if you could be so kind." said Strange.

Twilight shakily stepped forward. Strange released her cuffs, and she went inside the room. The next inmate in line A stepped forward. This was the one who threatened Bruce Wayne.

As Strange noticed who was next, he smiled. "Ah, you've arrived. Good."

The inmate had the same smile as he followed Strange through another smaller door to the right. They vanished in the darkness of the small room. A moment later, Strange returned.

He turned his attention to the rest of the ponies. "Miss Pinkamena Diane Pie? You're next, my dear."

Pinkie hesitated, but then put on the most determined face she could. She walked over to Strange and he released her cuffs. She felt much happier now that they were off. She quickly pranced toward Twilight and gave her a big hug. Twilight returned the gesture, and then they both turned back to the other two ponies.

Applejack walked over to Strange, who gave her an amused look. "Well, well. It looks like you need to learn a lesson in respect, young lady. I do hope that you discover some very soon."

Applejack didn't answer. She just gave him a long, cold glare. If looks could kill…

Her cuffs were released and she joined Twilight and Pinkie. Rainbow was the only pony that remained.

As Strange removed her cuffs, he gave her a stern look. "My Tyger forces have my express permission to use deadly force in Arkham City. If they see you try to escape over the wall, they can and will shoot you out of the air."

Rainbow looked intrigued. "Oh yeah? What makes you think they can beat me? I'm the fastest flier in all of Equestria! I would love to see you try, Strange!"

Rainbow immediately regretted saying those words. Twilight, Pinkie, and Applejack all turned away, waiting for the guard to smear her all over the walls.

Strange simply gave a light chuckle. "The temperature outside is below zero and continuing to drop. You will freeze as icy needles penetrate every square inch of your body if you try to out fly them. You will die, and then your friends will die."

Rainbows face morphed into one of agony and anger.

Strange continued, "I know you don't want the blood of your best friends on your hooves. You represent the Element of Loyalty, do you not?"

Rainbows face intensified further as her cuffs were released. Without a word, she walked over to join her friends in the room, and then the door shut. Strange looked at them with an evil grin on his face. Then the door shut.

The gears and machinery whirred inside the room, and the four ponies held each other tight.

"No matter what happens, we gotta stick together. It's our only chance of makin' it through this." said Applejack.

Twilight agreed, "Yes. We can't let this awful place get to us."

Pinkie said, "Okie dokie lokie! We need to find Fluttershy and Rarity, and then find a way back to Equestria!"

Rainbow added, "When those doors open, we run! Run to the closest hiding place we can find! If anyone chases us, then we keep running as fast as we can until they give up! Sound good?"

The three other ponies nodded uneasily.

As the machinery and gears stopped, the doors began to hiss. Everypony stood in a row, waiting for them to open and waiting for the horrors outside. Rainbow still felt nervous. This was the moment she realized that this whole thing was real. That they were here, in Arkham City

"We're all going to die in here."