The Sky was pitch-black, only the full moon and the twinkling of the stars could be seen through an occasional drifting cloud. The forest was silent except for the sound of hooves thundering the ground. A white glowing pony wearing a purple hooded cape; ran through the forest. Her sky blue tail blew in the wind with strains of her mane showing from under her hood. She carried a basket in her mouth, a pink silk cloth laid tucked inside. her breathing became heavy from her long run. She glanced behind her worriedly. She knew someone was following her, she could hear the sounds of thundering hoofs. She knew they were close behind even though she didn't know who they were. She looked down at the basket she carried in her mouth. What would she do with the basket? She couldn't go back and she didn't know where she was or where to go. Fear and worriey slowly began to creep up inside her. She stopped in the valley at the edge of the forest; in the valley below were lots of houses but only one house still had their lights on; everyone else was asleep. She closed her eyes letting a single tear trickle down her cheek; she knew what she had to do. She looked back to see if her followers were in sight, the forest was to dark to see anything. She rushed out of the forest and ran down the street, through several yards and jumping over fences. When she reached the house she put the basket on the door step and smiled but she felt to sad for smiled for long. She lowered her head and lightly nuzzled the silk cloth. A tear fell from her cheek to the blanket. Knowing she didn't have time to waste, she stood on her hind legs and knocked on the door. She looked at the basket one last time and then ran. She quickly left the valley and ran into the forest. When she heard how quiet the forest was she got worried, the thundering hoof beats were gone. At first she thought she had lost her followers but when she saw them to the side of her staring at her she gasped fearfully. There stood three black male ponies with black and dark blue hair. One was a pegasus and the other was a unicorn. The third appeared to be a normal earth pony. All three of them had hairy feet. She stopped suddenly knowing they had found her. She knew there wasn't anyway of escaping them. "Did you really think you could get away?" The Pegasus asked. "You can't hide from us no mater where you go," added the Earth pony. The Unicorn Disappears in a misty cloud and reappeared behind her, surprising her. She new she couldn't get away but she had to try. She dash through the forest while revealing her white wings from under her Cloak. The Unicorn's horn began to glow and a cloud appeared above her as she began to fly from a hill top. To her surprise the cloud took the shape of a net and wrapped itself around her. She couldn't run or fly so she tumbled down the hill, rolling to the bottom. The three black ponies stood on the hill glaring at her. At the house, a green male pony answered the door but he saw no one except for a Basket at his feet. "Who's at the door?" a female pony asked from inside the house. "You might want to look at this," the male Pony suggested. A purple female pony walked to the door and saw a Basket. The Male pony slowly took off the pink silk cloth from the Basket as a white glow peeked out from under the cloth. To their great surprise it was a pure white baby pony with a tiny horn and wings. "A baby winged unicorn but I thought they didn't exist," said the Male Pony who still couldn't believe what he was seeing. The two ponies looked at each other wondering what to do with her. The Female wanted to keep the baby pony and smiled at the Male pony. He saw her smile and knew what she was thinking, "I don't know..." "We could adopt her," the female suggested. "It's not going to be easy hiding her horn and wings," the Male Pony answered back. "I'm sure you'll think of something," replied the Female. She grabbed the Basket in her mouth and walked inside with him. 12 years later. School was about to start and the little ponies hurried to their seats before the bell rang. Miss Hakney stood in front of the class with a new pony next to her. She took a small step forward, "Attention class, this is Lunarstar. She just moved here so make her feel welcome." Lunarstar was a white pony with light purple hair, her tail dragged on the ground and her mane barley touched the ground, she had a crescent moon symbol with four stars around the moon. The boys didn't take their eyes off of her, Lunarstar noticed them and smiled which made the boys happy. "Lunarstar you can have a seat behind Bon Bon," Miss Hakney told her. Bon Bon raised one hoof so Lunarstar could find her. She walked to her seat and took out her books from her bag. After school Patch, Starlight, Clover, Bon Bon, Melody, Sweetheart and Bright Eyes, rushed to catch up to Lunarstar who was walking through the Park. "Lunarstar!" yelled Starlight. Lunarstar stopped and turned around, wondering who called her. The girls introduced themselves and asked if she would like to join them at the Ice Cream shop. "We'd like to be your friend," added Bright Eyes. "Well, ok but just let me drop my books off at home," replied Lunarstar. "We'll be at the Ice Cream Shop," Starlight exclaimed. Lunarstar watched the girls leave, "It looks like I made some new friends." When Lunarstar got home, she told her Parents about her friends. Her father Booster, was a green with blue hair and a symbol of building blocks. Her Mother Rosebud, was light purple with red hair and a symbol of a basket of flowers. "Your first day of School and you've already got some new friends," exclaimed Booster, happily. "So, can I go with them to the Ice cream shop?" Lunarstar asked excitedly. "I don't see way not," Booster answered. Lunarstar was happy and couldn't wait to join her new friends. "Have fun," Rosebud replied. Lunarstar ran out of the house and through the yard towards the sidewalk. Her Parents watched from a window as she ran down the sidewalk. At the Ice Cream Shop, Starlight, Melody, Bon Bon, Clover, Sweetheart sat at a booth waiting for Patch and Lunarstar. "Where's Patch?" Melody asked as she looked around. Just then Patch walked in and set a newspaper down on the table to show them a picture, "Have you heard? The Circus is in town and they are having their first show tomorrow." "I love the Circus," exclaimed Sweetheart. Just then Ace and Teddy walked in the shop and over hear the girls talking about a Circus. "Hay, Girls," cried Teddy. "What's this I hear about a Circus?" Ace asked curiously. "There's a Circus in town," Bon Bon answered. "I haven't heard anything about,"said Teddy. "That's because they just came into town," replied Bright Eyes. "I have an Uncle who works as a clown at the Circus," Patch exclaimed happily. "Cool," Melody exclaimed. "Wow Patch, a Circus Clown in the family," Starlight commented. It wasn't long til Lunarstar came into the shop. It was easy to find the girls since they were the only ones who had a large group. As she walked up to the table Teddy and Ace moved to the side, out of her way. It was obvious that the boys liked her. "Lunarstar, have you heard about the circus?" Bright Eyes asked. "What Circus?" Patch showed her the Picture in the Newspaper. "There's a Circus in Town. They're having their first show tomorrow," Starlight explained. "And Patch has an Uncle there," Clover added. "A clown? It must be great to have an uncle for a clown. Are you all going?" Lunarstar asked. "I am," Patch replied. "So am I," added Melody. "Why don't we all go together?" suggested Bright Eyes. "What about you Lunarstar?" Patch asked. "I'll go. Perhaps my Parents will want to go too." "I'm certainly going," exclaimed Teddy. "It could be fun," added Ace. "Why don't we go and see them set the tent up and maybe we can see my Uncle there," suggested Patch. "I've never seen them put up a Circus Tent before," Sweetheart remarked. "Lets go before it gets to late," exclaimed Starlight. Teddy and Ace decided to stay at the shop, they thought it would be boring to watch the Circus Tent go up. The Girls rushed out of the Ice Cream Shop and ran down the street towards the edge of town. The Circus sat in an open field at the edge of town. To the girls disappointment they discover the tent was already up. "The tent is already up," Melody announced. "I guess they put it up early this morning," Bright Eyes guessed sadly. "That's right," said a sudden voice from behind them. The Girls turned around and saw an orange pony with red hair and a symbol of big red clown's feet. "Hello, Patch," the orange pony smiled. "Uncle?" Patch asked surprisingly, she hadn't seen him in several years. "I just saw your Parents," the Uncle looked at the other ponies who stood with Patch. "I see you brought your friends with you." The girls each took a turn introducing themselves. "We came to watch you put up the tent but," Patch paused, "it looks like you already have." "We did it this morning while you were in school," replied the Uncle. "Patch tells us you're a Clown," Starlight commented. The uncle smiled, "Yes, I am. There are a lot of Clowns besides me." "Are there any animals?" Clover asked curiously. "Yes, there are. Let me show all of you around," the uncle proposed. The girls were excited and couldn't wait to look around. They followed the Uncle across the field, looking left and right at the tents. The grass in the field was tall except for the circus area which had been flattened by the large animals, wagons and trucks. The concession stands sat next to the Big Tent, the animals sat in their cages behind the Big Tent next to the large trucks. Other smaller tents which had costumes and make-ups sat on one side of the Big Tent. Patch and her friends saw the animals and meet the workers who were very nice, they even meet the Ringmaster who gave them all a free ticket. The girls were thrilled and couldn't wait to get home to show their parents. Lunarstar looked at the sky and noticed it was getting dark, "I should go, it's getting late." "I think we all better go," Bright Eyes agreed. Patch's Uncle agreed and escorted them back to the sidewalk. "Thanks for the tour," smiled Lunarstar. "Thank you," added Clover. "It was great to look around," added Melody. "See you tomorrow," Patch yelled as she ran to catch up to her friends. The girls said goodbye and left, walking back towards town. "I loved looking at the animals," Sweetheart commented. "The Animals were great but I like the high wire act," added Melody. "Not me, I keep all my 4 feet on the ground," exclaimed Bon Bon. "My house isn't to far from here, so I'll see you guys tomorrow," Clover told them, the she left. "I see you tomorrow too," added Sweetheart. When night fell and the stars shined brightly, the girls meet at the Circus in front of the Big Tent. Lights lit the tents and the surrounding area. Lunarstar arrived with her Parents and introduced them. "It's nice to meet you," Starlight smiled. "It nice to see Lunarstar has made some friends," replied Rosebud. "Lunarstar, are you going with them or do you want to sit with us?" Booster asked. Lunarstar looked at her Parents and then at her friends, wondering who to sit with? After a minute she finally decided, "I'll sit with my Friends." "Ok, see you after the show," replied Rosebud. The girls watched as her Parents walked into the tent with a gathering of ponies, some had popcorn others had peanuts. "Does anyone want popcorn?" Patch asked looking at her friends. "I do," answered Bon Bon. "That sounds good," added Lunarstar. "Get a big box," suggested Starlight. Patch got in line at the popcorn stand and bought a big box of popcorn then she headed into the tent with her friends. Once they were inside, they realize it's wasn't going to be easy to find a seat. "Every Pony in Ponyland must be here," exclaimed Patch. "I never seen so many ponies," Sweetheart said in amazement. "There are certainly a lot of ponies but where are we going to sit?" Melody asked while looking around the crowd. "Up there," Lunarstar pointed to Teddy, Ace and her Parents above them, who had saved some seats for them. The girls each took a rail and walked up the stairs, then they sat next to the boys and her Parents. "Look who we found, two more of your friends," Rosebud muttered to Lunarstar. "Hi," said Lunarstar looking at the boys . “Hi, Lunarstar!" shouted Ace. "Told you guys we'll be here," Teddy told them Bon Bon was holding the box of popcorn, taking a hoof full before passing it to the next pony. "The show is starting," mumbled Bon Bon with a mouth full of popcorn. By the time Lunarstar got the box it was almost empty, "Maybe we should have gotten two boxes of popcorn? This one is about empty." "Already?" Starlight asked surprisingly. "There's a lot of us sharing the box," Bright Eyes pointed out, looking in the box. "Who's going to get another box?" Clover asked. "I will since I'm sitting at the end," answered Lunarstar. Just outside the tent, a Baby Pony and her Parents were looking at the tent attraction near the Concession Stand. The Baby Pony kept looking around and wasn't watching her Parents. "Keeper, stay with us," the father told her. Keeper was a yellow pony with orange hair and a symbol of a skeleton key on a chain. She walked a long side with her Parents until she heard the animals and followed the sound. She walked around the back of the Tent and stopped. She smiled greatly after seeing the animals but a bit sad to see them in cages. The first cage she went to had a wolf. She approached the cage, "poor doggie." The wolf paced the cage until she reached up and unlatched the door. She was about to open the next cage that had a lion in it when Patch's Uncle ran to stop her. "Those are wild animals," explained the Uncle. Keeper pointed at the wolf behind him, "Wild doggie?" The Uncle turned slowly around fearing what kind of dog might be standing behind him. To his surprise it was a Wolf, growling and baring it's fangs. Keeper didn't think it was a threat until the wolf started growling. She suddenly got scared and ran, the Uncle went after her with the wolf chasing close behind them. She didn't know where to run, she just kept running. Her little leg were just to small to out run the Wolf. The Uncle was right on top of her so he grabbed her in his mouth and ran between the Trucks. He realized there was a large truck ahead but it was to late to go around it. He stopped next to the truck and put Keeper under him while not taking his eye off the Wolf. The Wolf growled with every step he took. Keeper was to scared to say anything or move and the Uncle was too afraid to make any loud noises fearing it would anger the wolf even more. Suddenly, without any warning, a white winged unicorn ran to the wolf with her head down and hit the Wolf towards a pile of hay, then she quickly touched the wolf with her horn, making the wolf disappeared in swirl of falling stars. She then turned around to see if the Uncle and Keeper was all right, once she saw they were fine she quickly disappeared in a swirl of falling stars from her glowing horn. The Parents had discovered Keeper was gone and figured she went to see the animals. Her parents were happy to see someone had found her. They ran to her and gave her a hug. "Thank you for finding her," said the Mother excitedly. The Father looked at Keeper noticing that she had tears falling down her cheeks, "What's wrong?" Keeper pointed towards the cage, "Doggy." The Parents looked and saw the Wolf in it's cage who was still growling. "She let the wolf out-"the Uncle began to say but he never got a chance to tell the rest of the story. "You saved her?" the Mother asked. "Thank you so much," the Father sad smiling and left with his wife and daughter. The uncle stood wondering if what he saw was real. Was the Winged Unicorn real? Suddenly one of the workers came up to him, "I wouldn't tell anyone if I were you." "You saw it?" The Uncle asked who was sure no one was around at the time. "I think I did but I'm not sure. I saw the wolf appear in the cage and found you, but for a second I thought I saw something else. I don't think anyone will believe you if you told them what you saw but just out of curiosity, what did you see?" The Uncle was silent for a few minutes, "You won't believe me." "Try me," the pony smirked. "I saw," The uncle paused, "a Winged Unicorn." "A Winged Unicorn?" the pony asked surprisingly. "Yes, she had wings, a horn on the head and was white all over," the uncle explained but it was obvious that the pony didn't believe him. "I was right about not telling anyone, I mean, who would believe me. A wolf appeared in it's cage," and then he walked off not sure if he believes the Uncle's story. "I know what I saw?" the Uncle yelled. Lunarstar had gotten the Popcorn and joined her friends in the tent. "You missed some of the animal acts," Melody told her. "Sorry. Here's the popcorn," Lunarstar handed the popcorn down to her friends. The next day the girls went to see Patch's Uncle who was cleaning out the animal cages. "Your in the newspaper!" shouted Patch excitedly. "So it's true, you really saved her from the wolf?" Starlight asked curiously. "Not really," the Uncle replied. "You didn't?" Clover asked who was just as confused as everyone else. "If I you tell you, promise you won't tell anyone?" the uncle asked. "Sure," replied Patch. "Well," the uncle paused, he hoped they too would laugh at him, it wasn't me who saved her. It was a Winged Unicorn who saved her from the wolf and then she disappeared." "Are you serious?" Bright Eyes asked. "Yes, I'm very Serious," the uncle replied. "A Winged Unicorn?" Lunarstar asked. "Yes, she had wings, a horn on her head and was white all over," the uncle explained. "She was real?" Sweetheart asked surprisingly. The Uncle shook his head, "yes." "I..er..we came by to say thank you," said Lunarstar. "That's right," Patch was so into her Uncle's story that she almost forgot why she came, "We came to thank you for the good time we had last night." "Well. We have to go," Bright Eyes told him. "Thanks everyone I hope to see you all next year," replied the Uncle and waved as they left.