William
Rarity would of arrived to the scene at Icy District and almost slipped and fell from a random ice patch. She luckily caught herself before summoning her Keyblade.

"What is this place? And brrrr!! Its freaking cold here!!"

Rarity shivered a bit due to the icy conditions.
Juanita
*Rarity didn't have enough time to ponder as Heartless quickly took the chance to surround her.*
William
Rarity would of seen the Heartless around her, and as she was about to freaking out in fear, she noticed one of the more bigger and bulkier Heartless was somewhat made of ice.

"I do say... While i like you creatures... Have you realize what kind of issue you ran into...?!"

Rarity smiled and called out as she activated Phase Two and went after the bulkier and bigger Heartless near her. After getting close enough, Rarity slammed her Keyblade towards the Emblem on the round Heartless with a Fire Strike, while quickly turning around towards the other nearby Heartless as she casts Fire to torch some of the surrounding Heartless.

`Phase Two Activated: x2 All Stats For 5 Turns. +20% AP & MP.`

Fire Strike: 41 x 2 x (2.5 + 5.0) = 615
Fire: 41 x 2 x (2.5 + 3.0) = 451

AP: 130% -150% -125%
MP: 125% -145% -130%
Juanita
*While the heartless were numerous, they were weaker because of it, not being able to withstand the the intense heat that Rarity shot out. The large heartless practically fell apart from the heat and slash, but in moments snow and Ice, being carried by what seemed to be darkness, would create new heartless.*
William
"Tck..! I knew there is something fishy with the weather AND the snow... Cmon... Think for a second..."

Rarity then hatched a logical idea. Getting into a fighting stance, but looked down at the ground strangely to confuse the Heartless around her.

"HIIIIYAAAA!!"

Rarity yelled before calling a Meteor Shower upon the area to not only trying to take out the Heartless, but to try and melt some of the snow as much as she could from this area.

Meteor Shower: 41 x 2 x (5.5 + 2.5) = 656
Juanita
*Most of the heartless wasn't able to survive the the meteors and most of the snow around the area stuck around. Above Rarity could see a tornado of snow disappear. The remaining heartless would get up and try to attack her.* 

Dog Pile Attack: 875
William
Rarity focused before her Keyblade glowed as a bright light tried to blind the Heartless mid pile-up.
Juanita
*The heartless were incinerated by the intense and sudden heat. And just like other areas of traverse town, they didn't come back this time. But something still felt wrong. Things were about to get much worse.*
William
Rarity deactivated her Keyblade Armor before turning to face a random direction.

"Now then... Where is that Twilight... She should be here by now...!"
Jane
Twilight did arrive, as she was however damaged from the Sunset battle still.

"R-Right here... Sunset isn't normal... I ended up taking damage..."

She coughed before her friend Rarity held her up.
William
"What do you want me to do?!"

Rarity slightly panicked as twilight pointed to a direction.
Jane
"Take me to the main source of the fighting... We need all the backup we can get..."

With that the duo began to slightly run in the direction Twilight pointed.