The Shell Louge Squad have finally found Trixie, but unfortunatly, she is no longer Merlin's apprentice. Why? Because Pitch Black and Queen Chrysalis have somehow stolen the Alicorn Amulet from the Temple's Forbidden Basment and have corrupted Trixie back into hating Twilight's guts yet again and poisoning her mind that the louge have betrayed her trust as Pitch's payback on Trixie for pulling off the same stragity Twilight pulled on her with a "Fake" amulet of power back in Pitch Black Strikes Back. however, a disobedient shadow Demon named Mendra ruins everything by stealing the alicorn amulet by managing to grab it off of Trixie, and undones the corruption in her because it thinks she's useless to it, for it's self and becames greater! It turns Chrysalis and Pitch Black into stone, and declares himself the new leader of the villain leage, but his plan to do it, and destroy the synicate of darkness thus ruining the leage's only hope is threatened by Twilight's existance and the two weaknesses he and Shadow Fagin have so much in common: Kairi's Princess of Heart Powers as well as Spyro's Purple Dragon Abilites! Now It's up to Kairi, Twilight and the Louge with the help of Celestia, Discord, The Guardians and Zacora to save Trixie as well as the Leage and the Syndicate of Darkness, free Pitch and Chrysalis from becoming statues and defeat Mendra before he uses the Alicorn Amulet to become a greater being then his current state and take over Equestria for his own intrests.