The Blue Blur and the Lavender Magician

by Antmix762


Starlight Carnival

Chapter 13: Starlight Carnival

Part 1: Sparkling Lights, and the Blue Boxes

Where we last left our heroes again, they luckily teleported back to the Egg Shuttle with use of Twilight's magic. Twilight was tending to Sonic's wound in another room, and were really lucky they found a lone room in the ship.

He took off his shirt for Twilight to tend to the wound a little better, though at first she kinda needed to get used to looking at his bare chest as she was mesmerized again as she saw it like on the beach. She was putting the finishing touches as she was wrapping the bandages on his shoulder, Sonic was relaxing as she was doing this.

"And done, just don't put to much force on this shoulder, and it'll be alright." She said as she used her magic to place the first-aid kit back in the compartment.

Sonic got up and was stretching his body. "Thanks Twi, really needed that." She then left a smile for him. "Your welcome, Sonic it was nothing, just remember not to push yourself doing these things, I worry about you Sonic." She said sternly. "Well thanks Twi, for your...help." Sonic said, Twilight then looked in joy. "Your welcome Sonic."

She then looked at the red emerald that they got from the robot pirate.

"So, Sonic you were going to tell me what's special about of these things." She said as she looks at the emerald's red glow.

"Well, this is called a Chaos Emerald, they are seven magical jewels that contain unlimited power." She got surprised as he said that. "Really now, these seven things have unlimited power?" She said.

"Yeah, we sometimes use them in certain situations and beat ." He said nervously. She then went up to him as their faces were near each other.

"You have to let me study these things!" She pleaded to Sonic, he then was nervous at what she said,"Well I don't know these things are dangerous if not handled correctly." He said worried about what would happen. "Oh come on let me look at it, PLEAAAAAASE?" She said while putting on her "cute" face.

He reeled in as she pulled that tactic on him, "Ok Ok I'll let you look at it just don't do that again." He said to her. "YAAAY." She then jumped for joy.

Though after she did her little squeal, he then saw something wrong here.

"Hey Twilight, are you alright?" He asked being concerned with her, " she looked surprised as he said that. "What are you talking about?" She asked questionably.

"I can see it in your eyes, their twitching are you feeling ok?" He asked towards Twilight, She breathed a sigh as she stares at the window.

"Well, I've just have this weird feeling, ever since I've got that wisp energy, I've gotten this bad feeling that something might happen." She said as she was touching the window.

Sonic came up to her and place his hand on her shoulders. "Twilight, nothings going to happen, if anything happens I'll protect you anyway I can." She then was getting warmer with him assuring him. "And I know you can take care of yourself and all that, but I'm just wanting to be there if anything happens to you." He said to her.

"And you know, if you're feeling stressful I got something that might work out." He asked her.

"What is it?" He then came close up to Twilight to which she felt uncomfortable."I'll show you." He said and had a grin on his face. She blushed as she heard this.

Blaze, Cream, and Cheese were looking out though the windows looking out into space, with Tails at the back still working on his Miles Electric with Yacker looking at him. Though as they were watching

"Hey Blaze?" She said looking at Blaze who was looking at the window. "What is it Cream?" She said to her.

"How have you been doing in your world?" Cream asked Blaze. "Well, it's been going by very peaceful, I mean Eggman Nega has been attacking a few times, but we managed." Blaze said with a smile with her face.

"That's great, how's Marine been doing then?" Tails asked. "She's been fine, she's getting better at building things, and even if she a little annoying." They started laughing as then they stopped abruptly as Tails and Blaze both heard something, it was low but they could still hear it, they looked across as they noticed it was coming from the other room.

"Tails." Blaze said to Tails who nodded in agreement, they both went towards the room.

They both placed their ears onto the door so they could hear what was going on in there.

"Oh, uhhhh, ohhhhh ." A moaning was heard on the other side, which they assume that voice was Twilight's.

"How do you like these, does it feel good and relaxing?" They heard Sonic's voice, they were surprised and nervous as to what they think were they doing. "Yeah, it does feel relaxing, can you probabibily do it over there?" She asked. "Sure." They then hear a beating sort-of noise, as they were hearing this they couldn't help but blush at this.

Tails then slamed opened the door and wanted to know what was going on. They then see what was going on.

Twilight was laying face first on a table as Sonic was on her side, still without a shirt and had his hands on Twilight's back. They hear the door open and they both notice Tails and Blaze in the room.

"Guys, w-w-what are you doing?" Twilight said as they were staring at them. "Oh, uh we thought you guy were uh well uh." Blaze said blushing at the situation they were in and not wanting to tell them.

Sonic and Twilight then thought what were they were thinking they were doing, the deeper they thought, the more blushed both of them got.

"Wait, NO, NO, WE WERE'NT DOING ANY OF THAT, HE WAS MASSAGING ME TO CALM ME DOWN THAT'S ALL!" Twilight yelled out as she was waving her arms around like crazy, Y-YEAH, WHAT SHE SAID, I WAS JUST TRYING TO HELP OUT WITH HER STRESS!" Sonic yelled out with Twilight.

Tails and Blaze then laughed as they were noticing them both were noticing them stammering. Then suddenly they hear Eggman's voice again from the speakers.

Next stop: the Starlight Carnival. The sheer scale of our illuminated space fleet is sure to make you feel small and insignificant by comparison.

Sonic then went to change the subject. "Hey look something completely different, let's pay attention to that!" He said pointing to the windows and putting on his shirt. They noticed outside there were a fleet of colorful spaceships going through there. "Alright, guys let's go and get ready for landing!" Twilight said pushing Tails and Blaze out of the room.

She then breathed a sigh of relief as they left, and then notices Sonic leaving out of the room too, she had another weird feeling, "Ok this one feels different than last time, is this like what Cadence says it is, love?" She then nodded her head in disagreement,"No it can't be, it's not like he likes me right?" She said as she too left the room.

"Please each one of you passengers take this oxygen-gum before taking off to the Starlight Carnival, take a few chews and it will allow you to breathe in space, have a nice day!"

They all looked at one another but shrugged it off and listened to the recorded message, and each one of them took a piece of gum, they chewed it and went off their ways.

They get off the shuttle and they reached the main area of the Starlight Carnival which was on one of the many spaceships in the area, there were many lights and colors everywhere, there was music was playing to match the place in its own strange tune. They looked out and saw the neon lights and colors everywhere were really bright, it was like an actual carnival.

"Wow this place looks pretty!" Cream said looking around. Yeah it does look pretty Cream, although a little too bright for my taste." Tails said to Cream as he placed his hand near his eyes to cover up the lights going into them.

Sonic was also looking at this place as he then notices a hole near them, he goes to Twilight to ask her something.

"So Twilight, you ready?" He said toward her, she looked confused as to what he mean of that.

"Uhh, Ready for what?" She asked him, he answered her question by grabbing her and going off into the inside of a spaceship.

(Music-Sonic Colors - Starlight Carnival Act 1)

They fell as Sonic then let go of Twilight.

"Hey, race ya!" Sonic yelled to Twilight as he went off, she heard this cry as she puffed her face at Sonic's competitiveness.

"So he wants to race, does he well I'll give you one you blue bozo!" She thought as she flew after Sonic.

She went out the tunnel and out what seemed to be just empty.

"Where did Sonic go? He didn't just... No" She looked down to check whether Sonic might of fell. "Hey Twilight!" She heard Sonic's voice as she looked everywhere to see where was he.

She found where the voice was as Sonic seemed to be running on a purple road that's going in-between him.

"Sonic how are you doing that?" Twilight yelled out to him, "I dunno I just ran through and suddenly this thing is leading me somewhere." He yelled out to Twilight,

"Do you even know where are you going?"

"Come-on we're still racing are we?" He yelled out, she got her serious face and went to follow Sonic and his purple appearing road.

There were fireworks going off everywhere and spaceships going through them as Twilight was flying near Sonic, both trying to get ahead of one another. He then sees the road stopping as he hops from one part to next and goes into a float.

Twilight notices this and decides to wait for Sonic to come out. "Might as well wait for him, there's no use going on if the other isn't following."

For a few minutes of waiting she sees Sonic coming out of the bottom of the float, as he himself floated down, she goes down to meet then gave off a grin and her in a relaxed pose. "Hiya!, lovely day for a race eh?" She said cheeklly to Sonic as she then took off in a flash, Sonic then gets on another road and began giving chase to her.

They keep going with both of them going neck-and-neck with each other, as they spot Motor Bugs getting near them. He motioned his arms to signal Twilight, she went to him to figure out what he wanted.

"Let's show these slowmos what speed is!" She nodded as they both sped past the Motorbugs with both using their respective boost move, they go across a worm hole that had ships coming out of the other side.

Twilight flys over to the other side of the ship, as the path Sonic was taking was going through the side of the ship.

"Hey Twilight!" He calls out to her as she come towards him. "What is it?" He then jumps off the path of light and tackles her as they get thrown into the ship, with both of them crashing on-top one another. Twilight gets off and angrily points to Sonic.

"Hey, why did you dragged me with you? She yelled at him, Sonic then had a smile on his face, "I wanted you to experise this with me, and not fly around the ship like a cheater." He said to her.

She thought to herself and she had to admits that he had a point, they then proceeded onwards through the ship.

They went off as they destroyed the Egg Pawns of the place which in Starlight Carnival they were wearing marching hat, and playing trumpets.

"Hey Twi, look at those guys, they look like they want to start up a band!" He pointed to the robots. Twilight looked as well, "Who are they performing for anyway?" They both look around as they see nothing but machines. they both shrugged it off as they destroyed them, and went off their way. They then bump into another capsule.

"Sonic, look another wisp!" She said as she opened the capsule to release it, she then takes out her book to right in it. This one had three eyes like the orange one, but its body was a blue square.

"Hey he's my color, how ya doing buddy." He welcomed the wisp as it was staring at both of them. It was then nodded its head as it might of signified it was alright. Twilight went up to talk towards it. "So what can you do?"

It wondered about her question, and flew forward towards some blue cubes, and blue rings. "Hmm what could this mean?" Twilight wondered to herself. The blue wisp transformed into energy and went into her body, she wondered on what kind of power this.

She then concentrated on this power and transformed into what seems to be a blue cube, she then stomped on the ground as the shock-wave turns the blue boxes into blue rings and vice versa. She transforms back to normal, but with a glow on her body and a ticking noise in her mind. "Wait what could oh!" She notices the change of the blue objects.

"Sonic, come on, I think I know how to use this!" She tells Sonic, the blue haired boy agrees as they hop on top of the cubes, as they went on she used it again as other rings that were in the way turned into cube platforms for them to go over. They repeated this as they got to the other side. The blue color faded and the blue wisp came out of her.

"Well, that was interesting how'd you do it?" Sonic asked as she wrote in her book about the blue wisp.

"It was simple really, the rings and cubes were aligned in which I could use the blue wisp's power to change them whenever I like to, I had to strategise where to use it and when to use it." She said gleefully. "Well, that's cool I guess." He said with little to no enthusiasm.

She heard this and then went up to his face. "Are you kidding me, these are the kind of strategy puzzles I love to solve." She yelled at him.

"Okay, okay, I get it, let's just keep racing." He said as they now were leaving.

As they were running through the crushing ceilings, they found their way off the ship as Sonic went on the light road as Twilight flew near him just to make sure he doesn't get on the wrong path.

The light path ended again as Sonic then was free falling into a ship, Twilight dive-bombed after him and as Sonic reached the end of the finish he got dragged down by Twilight as she touched the floor before he did.

"Hey, what was that for?" Sonic said to Twilight, as she was laughing. "That was for before, now we're even!"

After that Sonic then started laughing with her. As they did that for a minute or two they got back up and went off to look for more wisps to free.

"Wow that was...fun." She thought to herself as she smiled.

Part 2: The Thief and a Love Trap

Twilight was sitting down next to Sonic on a ship as they were looking at the majestic light show they were showing in space, they both finished their race and Twilight won, they were taking a break.

She then look in the direction of Sonic. "Cool, sparkle city." Sonic said looking out on the colorful landscape before them. "You know this place would be something like for you Twilight what with all the sparkles and stuff." He asked her.

"Well, I could make a light show like this one, but yeah this place looks like a whole bunch of jewels shining!" Twilight said.

Sonic then looked at Twilight and how she was mesmerized at the beauty of space and the fireworks, it gave him a sense of happiness that she was enjoying this, while Twilight was engrossed by the spectacle she was enjoying the company of Sonic being with her.

Blaze was behind them, as she followed them both, and looking at them also looking at the lights. "Wow this place does look beautiful." She then looks at the two who are watching the light show.

"Well that's just my sort of place." A voice out of nowhere said.

Sonic and everyone else reacted to the voice and wondered where that voice came from. "Huh, who said that?" He yelled out, Twilight then readied her hand as it glowed with a purple light. "Show yourself!" She said to the unknown voice.

The voice heard them as the person in question came down from a spot in the shadows, a woman appears who has bat ears on top of her head. She had pink eye-shadow on her eyes, she had on a tight-fitting dark purple outfit, which exposes most of the chest, behind her she had a pair of wings and with a pink bodice-like garment and belt with a heart-shaped buckle, she had white gloves with a thick pink cuff like to those at the top of her boots, she had dark purple boots with thick pink collars and box-like white and pink squares below the collars and pink and white heels, her name is Rouge.

"Hello, there Blue, who your lady friend next to you?" She said as she was going towards the two, she then had a surprised look. "OMG, I never thought you would have a girlfriend." Twilight then blush madly from that exchange from her.

"I always thought you would always be the lone wolf like Shadow." She said as she was patting his back, though the look on his face was priceless as he blushing madly like Twilight.

"N-n-n-no, Rouge, we're not dating she's j-just a friend, nothing else." Sonic said stuttering as Twilight was nodding madly agreeing with him.

She then look disappointed at his sentence he said. "Really, you two aren't with one another?" They both nodded as they really felt embarrassed.

"Well phooey, you two look so cute with one-another, I could of sworn you two were together." She said towards them.

"Okay to change the subject, this girl's with me, name is Twilight Sparkle, shes from another world and shes hanging with me until we can find a way back to her world." He introduces her to Rouge. "Twilight, this is Rouge, she's a world class thief." Twilight came up to her to shake hands.

"It's nice to meet you, Miss Rouge." She said greeting the bat-like girl, Rouge then shook her hand. "Likewise, and please call me Rouge." She then placed her mouth to her ear. "Tell me is Big Blue treating you well?" Twilight then blushed at that statement, "Well, yes if you want a correct answer, in what your saying ...debatable." She looked downwards in embarrassment.

"And who's your friend over on the other side?" She yelled out, as Blaze heard this and went out of her hiding place, Both Sonic and Twilight notice her come out. "Hello, there." She said calmly to Rouge. My name is Blaze, I'm a friend of Sonic's.

"Well anyway, what are you doing here Rouge?" Sonic asks Rouge as he and Twilight recomposed themselves.

"I'm here on a job, blue, someone wanted me to check this place out." She said to Sonic.

"Oh really? Who sent you?" Sonic questioned Rouge.

"A lady never tells. Plus, it's client privilege." Rouge said to Sonic.

Twilight was thinking on how she sees her and feels like she's a shady character, and to her credit she's not wrong, the outfit she wears looks really flashy for a thief and she even reminds her of her friend Rarity well without her being a thief. Also there was also something off about her that rubs her the wrong way though she couldn't put her finger on it.

While she was thinking of that Rouge was thinking to herself. "Well, these two look like they might like each other, maybe I can show them that place I saw, that will be interesting." She came up to them as they were having a conversation with Blaze.

"Hey you two!" The two of them heard Rouge. "I think I might of found something." She said towards them.

"Oh really, whatcha find?" He asked her. It's something that might look suspicious, and I think you two could look at this." She said to them.

Blaze then went up towards Rouge. "Wait why can't I go with them?" Rouge placed her gloved finger on her mouth. "Shhhhhh, I'm gonna try something." She said, though Blaze looked confused at her wording.

They both looked at each other. "Give us a minute." They walked a few inches away from Rouge and Blaze to talk with each other. Sonic placed his arms around his chest and was thinking to himself.

"Sonic, I don't trust her, she rubs me the wrong way." She said worrying about Sonic.

"Well, maybe we'll find more wisps there that are trapped, let's give her chance since I know her...somewhat." He said nervously.

"What do you mean "somewhat" I thought she was one of your friends?" Twilight asked Sonic as he said that.

Sonic then looked nervous as she questioned about that. "Well, not really friend per say, more like she's an acquaintance at best, though I think we can trust her." He said while smiling. She frowned at him saying this, though smiled.

"Well ok than...I trust you then." Twilight said towards him, they then go back to Rouge.

"Alright Rouge, lead the way." She said towards Rouge. "Okay sweety, just follow me." She said as she waved her hands and flew off, and the three go and follow her.

They follow her by going through the purple road going through space, with Blaze being nervous by not looking down she had to be held by Sonic, much to Twilight's dismay.

They finished going through the purple road, as they landed inside a ship that has what seemed to go through a tunnel. Sonic placed Blaze back on the floor and they go towards the tunnel where Rouge was standing near the tunnel.

"So Rouge is this the place your talking about?" Sonic asked to Rouge. She nodded and pointed at the boat.

"Yes, I've tried to get in here though they won't let me in because I'm not with someone else." She said.

"Who did you need to go in?" Twilight asked. "A couple."

Though as said those words the two looked at each other and looked away as two then blushed at this.

"So you mean..." Sonic asked nervously. "Yep they'll let you two can go in there, because they'll think you two are a couple." Rouge said with a grin on her face.

Blaze looked surprised as she heard this, she then wondered what was Rouge trying to do to them.

"B-B-But we're not a couple, we're just friends!" Twilight said desperately.

"Well you two sweethearts can pretend to be one, and go in." She teased the two of them.

They then thought about what she said, "P-P-Pretend to be one?" Twilight said as her thoughts were clouded by images of her and Sonic on a date.

"All right, Twi, you ready?" Sonic said trying to stay calm in this situation. Twilight also tried to stay calm and not wanting to embarrass herself in front of Sonic or everyone else. "Ok, I'm good, let's get on." She said towards Sonic, they then proceeded towards the boat on water.

The robot on the booth spots the two of them going onto a swan type boat, he gave the signal that they were alright to enter.

"PLEASE KEEP YOUR HANDS AND LEGS IN THE RIDE AT ALL TIMES, SAFE TRAVELS SWEET COUPLE." He said to them, as they blushed again from that remark, nonetheless they went on forward through the river.

Blaze then went up to Rouge now that Sonic and Twilight were now off of earshot. "So, Rouge what were you trying to do with them?" Blaze asked wanting to know.

Rouge smiled as Blaze asked this question. "Well, I saw I these two were looking at each other and how they both are I'm pushing them together as it were."

"Oh, you noticed it too didn't you?" Blaze asked Rouge. "Yep, those two look good for one another." Rouge said towards Blaze.

Sonic and Twilight were on the boat sitting next to one another as both were looking away from one another as the boat was drifting through the water in a quiet pace.

They both were not saying a word on what's happening on the boat ride through the tunnel, because none of them can't see anything.

"Well, at least this can't get anymore awkward." Twilight said in her head.

(Suddenly the song Careless Whisper then starts playing in the dark tunnel.)

"DAMN YOU EGGMAN!" She said in her mind.

"Hey uh Twilight?" Sonic suddenly brakes the silence. "Yes what is it Sonic?" Twilight asked.

"Do you think you can turn on a light? I can't see anything."

"I can try." She said to Sonic. She tries lighting up their surroundings with her magic, and it did as purple light emerged from her hand and it started to surround both of them.

"Thanks." Sonic thanked Twilight

"Your welcome, though I don't think I can keep up the light, since I feel a little tired from using my magic." Twilight said.

"Well if that's the case, then turn it off, I don't want the beautiful princess to be tired." Sonic said in a mock regal voice. "OK, mister but please don't use treat me like a princess, (most of the time.) She smiled and agreed and stopped the light from shining and they were both again shrouded in darkness.

They were again silent as both were finding the words to say without bringing up the obvious elephant in the room. Both of them in the tunnel of love, alone together. She then tries to talk.

"Do you see anything wrong in this place?." He asked. "I can barely see anything, though I don't notice anything wrong here, maybe we should just relax?" Sure I'd be down for that." He said as he then relaxes on the boat, Though Twilight felt some uncertainty with herself.

"Hey, Sonic do you think you can hold my hand?" She says casually. "What?! Are you really that scared right now?" Sonic asked in surprise.

"I'm not scared, I'm just...wanting to make sure someone is there." Twilight said shyly and looked away, even though she couldn't see anything in the dark.

Sonic reluctantly agrees and grabs her hand and hold it tightly, she feels his hand grasping hers, and felt secure. Though as they kept going on she liked the feel of the warmth of her hand and were both. "Sonic can you scoot up a little towards me?"

"Let me guess, you want to be more secure?" She was silent for a few seconds and responded with a small "Maybe."coming from her voice. He sighed and did what she wanted to make her feel more comfortable, he scooted a little near her though he couldn't tell is he was close, he kept going until he feels her body near her, he could feel her skirt going against his pants.

"I-Is that close enough?" He asked her, "Yes, that's close enough Sonic." she felt nervous as her body was frozen as she felt nervous, she then felt an arm go over her shoulder. "What a little too much?" He asked Twilight.

"N-N-No, i-i-it's alright, you can leave those arms there, I don't mind." She told him. Though in her mind she was panicking.

"My gosh, I've never felt this way before." She then hits herself mentally. "Pull yourself together Twilight! Maybe can I make a move on him? Maybe I'll try something, welp here goes nothing!"

She then places her arms around his waist, he felt her arms around him though as she did so he did as well since she said she wanted to be more secure. "I know she wants to be secure, but eh I'm doing what she says."

He then felt warmer as he feels something coming towards his face, it slowly gets closer and closer until he felt something pecking his cheek.

He then felt that same emotion like before, though he wanted to try something as well, "D-D-Did she kiss me on the cheek? I need to make one too!"

He encouraged himself as he went in giving a kiss on Twilight's cheeks though the boat rocked as he did that and his lips went onto her own. She felt it as she saw He placed his arms around Twilight as she place her arms on his chest, and her wings flare up from the intense emotion shes feeling from that peck she got and gave.

Then a camera flash came out of nowhere, and the two then reacted to it as they both went off each other.

"What was that?" Twilight's voice was heard. "I don't know it was a flash or something." He responded, they then see a light on the edge of the tunnel. They go into the light and see land coming up to them.

They get out of the swan boat, but notice two line of pictures coming out from the swan boat, Sonic and Twilight both picks up the pictures, but as they did so they sees them as there were three pictures one of them is both of them hugging, the second Twilight kissing Sonic's cheek with him looking surprised and the last one is both of them kissing each other, they both blushes immensely with Twilight's wings going off again.

Twilight then grasped Sonic's shirt and both of their faces were touching as she said something to him.

"We...never...speak of that moment...again, not to each other and surely not to anyone else, GOT IT?" She said angrily as he sees flames coming out of her hair."Okay, Okay I won't mention this anyone besides I have dignity too you know."He nodded quickly but noticed something and mentions something to her.

"Hey what's up with your wings?" He said as Twilight notices her wings pointing upwards. "Uhmmm, it's a...thing us creatures in my world have when we feel intense emotions like love, our wings are connected to our nervous systems."

Sonic then thought about what she said and came with a smile on his face. "So your saying that's a wing bon-"

Just as he was about to finish his sentence, Twilight noticed what he was about to say and she quickly placed her hand onto his mouth to stop him from saying it.

"DON'T YOU EVEN DARE!" She said angrily to him. He smile as she noticed him not wanting to be inappropriate. He then took off her hand.

"OK, OK then I'll stop, I just love seeing you flustered, and angry, your cute while your like this." He grinned as Twilight looked down in embarrassment.

They then noticed some footsteps coming by, Twilight then pulled Sonic collar up again. "Sonic, they're coming, act natural, and hide the pictures!" She whispered to Sonic, he agreed and hides them into his pocket.

Blaze and Rouge came in through the exit and were seeing Sonic and Twilight near each other as they were coming around.

"Well, hey you two lovebirds, did you have fun in there?" She teased the both of them as they looked down from them.

"Uh, we looked around the place, t-t-there was no wisps in the tunnel anywhere, you might of gotten false information or something." Twilight said while looking down.

"Did you guys have a good time in there?" Rouge said teasingly to them, they nodded as they both slowly said "Sorta maybe?"

She then went towards Twilight and goes towards her ear and begins whispering to her away from Sonic's hearing. "Whatcha two do in there? Did you make out?" She said to her, she blushes as she hears this. "No ,we didn't do anything in there I swear!" She said whispering as quietly as she could.

"Suuuuure you did, anyway I'll give you a piece of advise for you two, don't let him slip away from you and act out while you can." She tells Twilight as she listens closely. She nods and says. "OK I got you I'll take those lessons to heart." Rouge then smiles at her. "OK then.

She then went towards the Sonic and grabbed both of their necks with both of her arms. "Well I hope you you two had a great time in there, but I got to be going." Rouge said feeling ecstatic that her plan worked.

Then they heard other footsteps coming in notice Tails, Cream, and Yacker coming through the entrance. "Hey Sonic!" He said as he went forward to Sonic. "Oh what's up Tails, where'd you two go?" Sonic's mood changed when he saw Tails.

Tails also noticed Rouge was here. "Rouge what are you doing here?" He asked Rouge. "I'm on a job." She then goes out towards the exit. "Seeya!" She says as she fly away to the exit.

"Well, me and Cream were just trying to navigate through this carnival." He then showed them the hovercraft they gotten. "Luckily we "found" a hovercraft that could use to get around from ship to ship, we also wanted to go see the light speed electrical parade though it ended before the announcement said there was." He said to them,

"Hey what did you guys do?" Cream asked though they looked away nervois as to what they just did and didn't want to tell them.

"Uh, we went on a ride, A ROLLER-COASTER RIDE yeah we went on one here!" She said quickly, tough Tails pondereed on what she said.

"That's weird they're aren't any around here?" Well whatever." He then motioned his hands to the exit. "Come on, let's go!" He said as he and Cream went out with Blaze following them.

Sonic and Twilight then look at each other and laugh, then they went with the others.

"I wonder when I can admit to him/her." Sonic and Twilight thought to themselves.

Meanwhile in Ponyville

Rarity is working on her clothes as she was putting the finishing touches on her new one she was working on, she then got it out of her table and then got it onto her manikin. She then looks at the time and puts away her things.

"Oh my goodness, it's almost 2:00 I need to meet up with Twili..." She then stops as she then comes to a realization.

"Oh right I forgot, Twilight isn't here." She said as she was then sad as remembers that Twilight isn't here.

"I really miss Twilight, we usually have our meet ins at the spa and we talk about our day, it's just not the same without her here." She said as she looks at her picture of her with the others.

"Hey Rarity?" A voice was heard from across the room, she looked and see's her sister Sweetie Belle peeking from the door.

Rarity sees this and puts the picture back on the desk. "Oh um, hello Sweetie Belle darling, what is it?" She said trying to save face and not worry her sister.

"I wanted to ask if I could go and hang out with Scootaloo and Apple Bloom?" She asked her. Rarity lost her nervous look and had a normal look. "Oh, yes that's alright Sweetie you can go play with your friends, just don't hurt yourselves or get in trouble for that matter." She said to her.

Sweetie Belle then looked at her sister and noticed something. "Sis are you feeling ok? You look sad." She said to her sister, Rarity then looked surprised.

"Wha-What are talking about?" She said in mock confusion. "Well, you've been looking at your picture more often, and you han." She then got interrupted by her sister.

"No little sister, I can assure you I'm alright, go play with your friends, don't worry about me!" She tells her. "O-O-OK then if you say so." She said nervously and slowly scooted off and went out of her sister's room.

Rarity then sighed relief that she didn't want her sister to worry about her, though a few minutes later she was working on another dress then suddenly she noticed Pinkie Pie.

Rarity was shocked from the sudden appearance from Pinkie Pie. "My lord, Pinkie Pie, how did you get in my...?" She then thought that this was Pinkie she was talking too. "You know what never mind, what is it?" She said towards her.

"Princess Celestia summoned us, get yourself ready and meet with us at the train!" Pinkie said to Rarity.

"Why did she summon us exactly?" She asked Pinkie. "It's about Twilight! She may know something that can help us!" Rarity perked up as she said that. "OK Then I'll get ready, I'll see you and the girls at the station." She went ahead towards her closet as Pinkie exited the room.

"Now, which outfit should I go in? Oh dear this is hard to choose." She wondered to herself.

But then somewhere else far away in Equestira, in an abandoned house. A girl was using a magic technique to eavesdrop on Spike's conversion with himself and Pinkie.

"What?" She says to themselves. "Has something happened to Twilight Sparkle? I need to check."

The person then used a magic spell to track her whereabouts, though after a few minutes, she came with less than perfect results. "Hmmm, it seems she's nowhere in Equestria, where could she be?" She then was pondering on the events that have transpired before in her life, she then had an idea of something.

"Hmmm, this could be interesting, this might have something to do with that thing Celestia had. I must do more research and then the time will be right, and I will have my revenge."

She said as she turned around and left her desk to check on her spell books, with her locks of red and yellow striped hair bobbed left and right as she walked.

Part 3: A Whale of a Bad Time

Sonic and everyone else were on the hovercraft that Tails "found" and were going through space as Sonic was behind in a seat relaxing as Twilight was taking notes other surroundings.

While Tails was driving the hovercraft through space, he spots something from the distance.

"Hey Sonic!" Tails say turning his head around to call for Sonic. Sonic opens his eyes and looks at Tails. "Is that who I think it is?" He said as he pointed towards what seems to be Eggman's Egg mobile . Sonic's eyes widened when he spotted that.

"Tails, follow him we need to get him!" He said to Tails he complied as he went maximum speed towards Eggman.

They stopped as they exited of the hovercraft and were now walking towards the next generator.

"Man, this park is huge." Sonic said as he was walking, Twilight nodded in agreement.

"Yeah. Eggman could be anywhere." Tails said as he was walking with Cream near him.

Meanwhile behind the generator, Eggman was hovering behind the generator in his Egg Mobile. In his said Egg Mobile has two tanks with a glowing purple substance inside.

"HEHEHEH Indeed I could, but I'm right here behind this generator!" He says as he spotted Sonic coming near the generator.

"That's it you meddlesome brat, stand there and be a nice little target." He then presses the button, causing a laser to appear at the bottom of his ship, then then forwards his ship towards the direction of Sonic.

Sonic then suddenly heard something. "Tails, Twilight, Cream are any of you guys humming?"

As he said that Twilight gasps as she spots Eggman. He hits the firing button on the Egg Mobile, which causes it to fire a dark purple beam straight at Sonic.

"Sonic, look out!" She yelled out, she shoves Sonic out of the way, as the purple laser hit her, taking the hit for him.

"AAAAAAAAAHHHH." She screams as the laser pierces her back as it sends in some sort of purple energy into her and then collapses.

"TWILIGHT!" He screams as he then goes after Eggman. Twilight's body went up fast as she blocked Sonic with a purple barrier.

He looks and sees Twilight who's eyes were glowing light blue and her pupils were colored light purple.

She was pointing her hand towards Sonic as she was standing.

"T-Twilight, are you alright?" She didn't answer as she noticed Blaze coming in towards Eggman for a sneak attack, she promptly stops her in her tracks by setting up a big barrier that Sonic and Twilight were She landed near Cream as she was scared from what just happened as she hugged her pet chao.

"TWILIGHT WHAT ARE YOU DOING? She's on our side!" Sonic yelled out at her, though her angry face didn't falter from his yell. He then looked at Eggaman who was laughing to his content.

"What did you do to her, Eggman! Answer me!" He said angrily as he looked mad.

"Me? I did nothing at all. unless shooting her with my mind control beam that runs on alien energy counts as doing something to her, does it? He said evilly stroking his mustache.

Sonic tries going after Eggman, though he gets blocked by Twilight as she spread her arms and blocks him from getting to Eggman.

"To get to me you're going to have to go through your little girlfriend. Hooo, ho ho!" He laughed a little. "This turned out much better than I could have hoped, and I only used a small prototype."

"Enjoy it while you can!" He said as he still kept trying though Twilight kept pushing him out of the way.

"Oh, I will. In fact, the only way to make this better would be to have you two fight!"

She then used her magic to blast at Sonic, he dodges this though he falls for a hit from a blast, then she lands a few punches on Sonic, he then blocks some of them, only because he couldn't get out of the way in time.

"Uggh, Twilight! Please stop, I don't want to fight you!" He desperately said trying get to her she just grunted in anger as she was trying to fire at him, she fires rapidly at him.

They go at this for a few minutes, with Sonic not attacking. Eggman was still on his Egg Mobile looking bored at this "fight".

Tails, and Blaze were watching this and Cream was covering her face scared from what was happening.

"I'm getting tired of this, minion, kill this blue pest!" He yelled out as she heard his command, she used her magic to trap Sonic in place, and then slowly starts to make him choke, with her looking at him with a dirty glare, and unlike the one before that was her playing around with Sonic this one looked serious.

"Grrrr, come on, Twilight! Snap...out...of..it! You don't want...to do this, don't you know...who...I...am?."

He said as he struggled to breathe as she slowly starts suffocating. She slowly curl her hand for the full affect of her magic.

"P-P-Please don't...Twilight...I."

Then, as she was gonna finish him, she suddenly collapses, as she did so her spell over Sonic stopped. He breathed heavily as he caught his breath and caught Twilight when she fell. Tails and the other rushed in as Eggman was astonished at what happened.

"Oh my god, Twilight are you alright?" He said worried about her well being.

She opened her eyes. "Huh? Where am I? Why is my head hurting so much?" She said as she held her head.

"Lousy cheap alien energy!" He pounds the Egg Mobile in frustration, but then spots the empty tanks behind his mobile. "Ran out of juice!, Well, I'll get more. Lots more! And then I won't just control one little girl, but the whole universe. In the meantime, you all enjoy the park. I'll leave you your own private tour guide."

He files off, a space craft appeared near them, looking like it might fire at them at any moment.

He gets Twilight upon her feet with her hand on her head.

"Are you sure your alright?" Tails asked Twilight She nodded to mean yes. "Yeah I'm alright it's nothing really it's not." She said to Tails. "Can you fight?" She nodded to Sonic while giving a grin.

"Y-Y-Yes I can fight." She gives a thumbs up and then goes off of Sonic's grip and stands up, though she still had Sonic's hand on hers to keep balance, she let's go of his hand and stretches.

"Ok, you ready now?" She nodded signifying that she's ready.

"Alright let's go!" Sonic shouted as he and Twilight both go to fight the boss, with the other watching them with worry.

BOSS: FRIGATE ORCAN

(MUSIC Sonic Colors - vs. Orcan & Skullian)

Sonic was now running on a path of light as Twilight was flying near him as they were chasing after the whale spaceship flying up ahead of them.

"Okay, all we need to do now is to chase that thing down and start"whaling" it away!" She said while he and she are chuckling at her obvious pun.

Sonic then noticed the shots being fired on him as the turrets that were at the bottom of the ship. He dodges the blasts as he runs up and gets in close to the ship.

It also starts dropping boxes onto the road, with them breaking reveling to either be spiked balls to which Sonic easily sidesteps to avoid them.

"OK for real we need to keep hitting this thing it an't falling." She said to him. "Alright I'll go for it!" He said as he jumped on the robot and start homing attack it's left side repeatingily as he did so parts of the ship were flying off as he attacked and the ship started to tilt on it's left and started to catch fire. He then stopped as the ship was now going ahead. Twilight seeing this decides to go after if herself.

She goes in and fires a few blasts onto it as it couldn't fire upwards, she kept firing until the parts of it were coming out. It then tried to fly away from her as she tried to get near Sonic to plan out another move.

It then dropped a few more boxes onto the road as they break out comes a Cyan wisp in a capsule. "Sonic, take that!" She yelled out to Sonic, he hears this and takes the cyan wisp and readies himself for the power.

"LASER!" He zipped through the Frigate Orcan and made as he did the robot took heavy damage from the attack as it's whale plating falls off reveling orbs with faces on them.

"What the heck?" Twilight said as she noticed those thing ontop of the Orcan. "Ok, that's...odd, well whatever Sonic, we need to keep damaging it!"

She yelled as they kept hitting the robot with her blasts, it then dropped off more boxes one of which had two Cyan wisps in capsules They immediately opened them and they both went inside the heroes bodies, Sonic and Twilight both smiled at each other as they both held their hands together and they both knew what to do.

"LASER!" They both shouted saying the name.

They both concentrated their energies within both of them, and both went in a cyan laser helix together towards the Frigate Orcan as it was trying to keep its balance, they went through it with blistering speed, and the ship took more damage as it was exploding though as it was Twilight noticed something inside its body and it looked like something shining was in it.

She went in before it exploded and took out what was inside and it turned out to be the purple Chaos Emerald, she grabbed it as it exploded.

They got back to the generator as it shuts itself off and they come up to Tails was was working on his Miles Electric.

"Hey Sonic, Twilight did you two give the guide your complaints?" He joked.

"Oh we gave it to him pretty good, right Twilight?" As Sonic said casually. Though as she was about to answer she falls down as Sonic catches her.

"Twilight are you ok?" "I'm fine I just feel exhausted from that double laser we did." She says as Sonic places her on the ground and she sits.

"OK then I just wanted to ask." He then notices Yacker interacting with Twilight. "Sup Yacker?" He notices Sonic and speaks with Sonic in his alien language.

"So did you get any more info out of him?" He asked Tails.

"It wasn't easy, but yeah." He said as he looked at his machine. Yacker was floating about as Cream was watching him float about.

"Well, we know Eggman is going to use the energy he's stealing for it for a mind control weapon." He said thinking about what happened with Twilight.

"Mind control? What does he mean by that?" She wondered to herself, as they were talking.

"Heh, learned that one the hard way." He said sheepishly

"Do we know how Eggman is getting all these aliens?" Twilight asked Tails.

"Yeah. Yeah. At first I thought Yacker was talking about how Baldy Nosehair was using burps to do it." Tails said towards her.

Twilight then wondered about this. "Burps?, I know these are aliens and all, but even that's a little strange, are you sure that thing of yours is working?" She asked questioningly at him.

"That's what I said! It made no sense. Then I made a TINY adjustment and realized he was saying "generators."

"Generators? You mean these?" Blaze asked as she pointed at the machine they see before them.

"Yeah so basically, Eggman is using five tractor beam generators to hold their planet in orbit while he scoops the aliens all up." As he said that Twilight eyes bulged out at what she heard.

"Hold a whole planet?!" Twilight and Cream said in disbelief.

"Well, it's tiny, but still... yeah." Tails said, Sonic then was thinking as he

"Ok fine. Five generators? Well, Me and Twilight already leveled two of them."

"So, if my math is correct that leaves us three more of these bad boys to take out." Tails said confidently. "We should get moving. Yacker says the aliens don't have much time."

"Heh, once I start moving, I don't need much time." He said as he grabs Twilight and carries her bridal style and runs towards the hovercraft. "Come on let's go already!"

"Ok, I help any way I can and I'll watch over Cream." Blaze said as she held her hand. Twilight as she was being seated then looked at her hand as she felt it tremble.

"Wh-What is this feeling?" She thought to herself. But then shrugged it off. "I'm pretty sure it's nothing." She ignored it and went on with the others.

They all got on the hovercraft and went on ahead back to the Egg shuttle, but while on the way she goes up to Sonic.

"Sonic I found this in that robot." She took out the purple gem and showed it to Sonic. "Huh another one? Why did Eggman have the emerald?" She shrugged as she did'nt know. Well I'll put this with the other one." They then went onto the ship.

"AAAAugggh." Shining Armor shouted as he felt a ping of pain going through him as he was in going around the castle of the Crystal Empire. He fell down and he was holding his head and falls down to the crystal floor.

"W-W-What was that?" He said as he was trying to get up.

"Shining!" Princess Cadence (Or Mi Amore Cadenza, but she likes to just be called Cadence.) was running down the hallway of the castle as she saw her husband down on the floor.

"What happened?" She asked as she was pulling Shining Armour up from the ground and on to his feet. "I-I don't know I was just minding my own business and walking around the hallways just making my usual rounds, but then suddenly felt a pain from my body."

They then notice a few guards coming in as they hear what has happened. "Sir what's happened, did somebody attack you?" One of the guards asked Shining Armor.

"No, it's alright gentlemen, put your weapons down, I'm just uh tired that's all go back to your posts." He said to each of them , they comply as they each went their separate ways to guard the castle.

"Well maybe your tired, let's sit down for a while?" Cadence said as motioned her husband. "But I'm still making my rounds and..."

Just as he was talking Cadence kisses him on the lips, after a few seconds of that she lets go of him as he has a smile on himself.

"Alright, sweety, I'll go." She smiles as they go forward towards a room.

As soon as they leave, the two married couple then walked towards what seems to be a room for them both, they sat down as Cadence noticed something odd about Shining that she's never seen from him before or at least not all the time.

"Dear, are you alright? You've been feeling down ever since..." She stopped as she realizes why he's sad.

"It's Twilight isn't it?" She asked him, "Yeah pretty much, I'm just feeling sad that she's missing and I don't know where she could be, or if she's ok."

He then looks at himself. "I mean, I'm her older brother and I should be doing something to help find her, but.." He was about to go on as Cadence uses her magic to make him stop talking for her to get his attention.

She then places her hands on his shoulder. "I know your worried about your sister, but I know that her and she's a cleaver girl and she's a princess, I'm sure she's find, and also Celestia, and Luna are trying to figure out how to get her back."

He then smiled as his wife tried to cheer him up, he then went in and hugged her.

"Thanks honey, you always do make me happy whenever I'm feeling down." Cadence then smiled as he said that.

"Your welcome Shining!" She said as they got out of the hug, she then walks out of the door.

"Say where are you going Cadence?" He asked her wife. She then stopped and turned around to him.

"I'm going to the library, all the other princesses are doing something to try and find Twilight, maybe there's a spell here that can help!" She went on and rushed into the library.

He then smiled as he sighed and drink the rest of his tea and went on ahead back to his duty.