My Little Pony: Nine Elements Book 1

by BlueBioWolf


Chapter 11: Fall Weather Friends (S1:E13)

My Little Pony: Nine Elements

Written by Brandon Nell and Blake Hawkins

Additional suggestions by Rachel Ravens

Chapter 11: Fall Weather Friends

Summer was winding to a close in Ponyville. The leaves were changing from varying shades of green to more warmer shades of brown, red, and gold. On this particular day, the last day of summer, Twilight was carrying Spike on her back to Sweet Apple Acres, where Applejack and Rainbow were playing horseshoes.

“Hi, girls,” Twilight said with a smile. “Looks like you two are having an exciting game.”

“Ah’ll say,” Applejack said. “Rainbow did a mighty good pitch fer a pony who works with her head in the clouds.”

“Heh,” Rainbow chuckled sharply. “You think that’s good? You haven’t seen anything like this yet! Try and beat that, cowmare.”

Applejack picked up a horseshoe with her mouth. She used her neck muscles to toss the horseshoe at the goal stake. Sadly, it didn’t reach beyond the one Rainbow threw earlier.

“Ah, nuts,” Applejack said to herself.

“Ha!” said Rainbow. “Looks like this pegasus can pitch better than the workhorse. The idea is to get closer to the stake.”

“Take it easy, Rainbow,” Twilight said. “It’s only a game.”

The two ignored her. “Ya got another throw, pony girl,” Applejack said.

Rainbow took her horseshoe in her mouth. She then used her neck muscles. Unfortunately, she put a bit too much effort into her shot and her horseshoe went over the stake. “Ow!” Big McIntosh’s voice groaned.

Rainbow winced at this. “Sorry, Big Mac!” she called.

Applejack, however, found the fact that Rainbow overshot the stake amusing. “Ya couldn’t hit a barn door with a throw like that,” she laughed.

Spike was surprised. “Uh, are you forgetting the fact that your brother got hit in the head with that throw?”

“It was an accident,” Rainbow said.

“Ah’m okay,” Big Mac said. “Just another competition between y’all two. Shoulda worn mah hoofball helmet.”

Another competition?” Twilight asked.

“You mean you two competed before?” Spike asked.

Once again, the two mares ignored them. “I still have the closest throw, Applesmack,” Rainbow said.

At that point, Caramel entered. “Looks like they’re at it again,” he said.

“Caramel,” Spike said. “Think you can fill us in on what’s going on? Clearly, we’re not going to get anything out of Applejack and Rainbow.”

“They’re in the ‘competition zone,’” Caramel answered. “They’ve been trying as hard as they can to make sure they have an answer as to which of the two is more athletic.” He sighed. “The problem is they get so wrapped up in outdoing each other that they lose track of the world around them sometimes.”

It was at that moment, Applejack was ready to take her next shot with her horseshoe. She threw with just the right amount of strength and hit the stake.

“Yee-haw!” Applejack cheered. “It’s a ringer!”

Rainbow could only look in bewilderment. “I lost…”

“Ah, don’t feel bad, Rainbow.” Applejack said. “Ya played pretty good.”

“I hate losing,” Rainbow said.

“Really, Rainbow?” Applejack said in frustration. “Didn’t ya learn nothin’ from last year’s Runnin’ o’ the Leaves?”

“Yeah…” Rainbow said. “I still don’t like losing, though.”

“What’s the Running of the Leaves?” Twilight asked.

“Well, you know how Ponyville is an earth pony-founded community?” Rainbow asked.

“Yes,” Twilight said. “Spike and I learned about that before.”

“Well, it’s a tradition in these here parts,” Applejack explained. “We run through the Whitetail Woods, tryin’ ta shake the autumn leaves from the trees.”

“But, wouldn’t the leaves fall just fine on their own?” Spike asked. “That’s how it is in Canterlot.”

“Nope,” Applejack said. “The stems on the leaves are stronger in Ponyville’s forests, so, the force o’ our runnin’ helps.”

“Yeah,” Caramel said. “Am I remembering right or were you two banned from future participation after what happened last year?”

“We were,” Rainbow said in a noticeably embarrassed tone. “Not our best moment.”

“Well, if ya hadn’t started cheatin’ in the first place,” Applejack accused. “It wouldn’t’ve been so bad.”

Apple Bloom walked by. “Not settin’ a good example o’ bein’ a good sport, sis,” she retorted. Applejack blushed sheepishly at this.

“Do Spike and I want to know the whole story?” Twilight asked.

“Speaking personally,” Spike said. “I’m a little interested.”

Rainbow and Applejack looked at each other. “Well, guess it’s time to rip off the old bandage,” Rainbow said.

“Yeah,” Applejack said. “Get comfy, ‘cause it’s a doozy.” They all sat down. “It all started with the Iron Pony Competition.” And this is how the story unfolded:


One year ago, Applejack and Rainbow had gotten together. They would have an Iron Pony Competition to see who was the most athletic of the two. Mayor Mare had agreed to be the impartial judge.

“Alright,” Mayor Mare said. “We will have a series of matches to find out which of these two mares can successfully power through them. Our first match is cattle roping. With thanks to Daisy Jo’s son, Ash, to act as our cattle, we will see who can rope him the quickest.”

A scrawny white and brown bull calf stepped into a fenced area, not looking happy.

“I don’t know about this,” Ash said softly. “I’m always getting roped into these things.” At that point, Applejack managed to lasso his neck, frustrating him. “Thank you!” he said sarcastically. “Thank you for making my point for me!”

“Sorry, Ash,” Applejack said. “That’s just how the game goes.”

Rainbow, however, somehow managed to tie up her own hooves and end up dangling from a tree. “How the Tartarus did that happen?!” a spectator shouted.

“I, uh…” Mayor Mare said, briefly confused. “I don’t know how that happened, but, the winner of this match is Applejack.” Fluttershy placed an apple sign with the number 1 on Applejack’s part of the scoreboard.

Next was a short maneuvering race. The object was to run through a line of barrels while weaving passed them. “Since Applejack won the first event,” Mayor Mare said. “She will go first.”

Applejack nodded and she walked up to the starting line. She stretched all four of her legs as a warmup. Mayor Mare then blew a whistle and Applejack took off running. The second the whistle blew, a unicorn mare with a lilac coat, iris mane and tail with a light glaucous streak, raspberry rose eyes, and a Cutie Mark of two encircling dolphins used her magic to start a stopwatch. Applejack ran as fast as her legs could carry her, careful to avoid all of the barrels. However, on the last barrel at the finish line, she nudged it without meaning to. “Dagnabbit!” she groaned.

After Applejack ran the course, the unicorn stopped the stopwatch and recorded the time on a notepad. She did count Applejack’s mistake and recorded it as well. “What’s the time, Sea Swirl?” Mayor Mare asked the unicorn.

“17 seconds,” The unicorn, whose name was Sea Swirl, answered. “Although, there is a five second penalty for nudging one barrel.”

Applejack seemed to be struggling to count. “How much is that?” she asked. “Ah ain’t good with math ‘less it involves apples.”

“22 seconds in total,” Mayor Mare answered. “If you hadn’t nudged the barrel, you would’ve broken your record from last year’s rodeo.”

“Ah, nuts,” Applejack said to herself.

“Rainbow Dash,” Mayor Mare called. “You’re next.”

Rainbow stepped up. She tried to put on a brave face, but, her sweat betrayed her. Mayor Mare then blew her whistle. Rainbow ran around the barrels as best she could while consciously not using her wings. She soon finished her run, even managing not to hit the last barrel. Sea Swirl stopped her stopwatch and looked at the time.

“18 seconds,” Sea Swirl said.

Both mares looked surprised. “18 seconds?” Applejack said. “That ain’t half bad, Rainbow.”

“Well, I would’ve used my wings,” Rainbow admitted. “But, that would’ve made me touch the barrels and let’s face it, the wind from my flying would’ve blown the barrels away. Literally.”

“Rainbow Dash wins the Barrel Weave,” Mayor Mare announced. Fluttershy then put an apple sign with the number 1 on Rainbow’s side of the board.

“Ah’m impressed,” Applejack said. “Keep it up. Er, down, ah should say.” She then glared at the pegasus. “Don’t go gettin’ used ta winnin’, though.”

“Heh,” Rainbow said. “Bring it on. What’s the next event, Mayor Mare?”

“The Carnival Strength Tester.” Mayor Mare answered.

Applejack gave a confident smirk.

A short time later, the Carnival Strength Test machine was set up. Usually, this kind of mechanism would require a mallet to force the weight up to ring the bell. This mechanism however requires a pad that requires a buck to activate. “Since Rainbow won the previous event,” Mayor Mare said. “And taking into account Applejack’s strength, Rainbow will go first.”

Rainbow stretched her back legs a bit and then walked up to the mechanism. The weight hit the bell.

“A good show,” Mayor Mare said. “Now, Applejack. It’s your turn.”

Applejack confidently strutted to the pad. With a mighty kick, she not only sent the weight up, but, she also knocked the bell off of the top. The pad shattered with the force of Applejack’s kick. “Saw that coming,” said a spectator.

“Years o’ applebuckin’,” Applejack simply said. Fluttershy added an apple sign with the number 2 painted on it to the scoreboard.

Rainbow wasn’t pleased with the outcome. This was totally fixed, she thought. I’ll get back at her for this!

The next match involved bronco busting. Ash was being pushed into a different fenced area. “This is fertilizer!” he protested. “Haven’t I been humiliated enough today?”

“Ah promise ya won’t get hurt,” Applejack said comfortingly. The calf was placed on the farm mare’s back. Mayor Mare then blew her whistle and Applejack began to buck about with Ash on her back. Ash held on as long as he could, but, he couldn’t hold on much longer. He was bucked off and he landed on a soft patch of hay in the pen. “See, Ash? Yer fine.”

“I may not be in physical pain,” he said. “But, that did sting my pride a bit.”

Suddenly, the patch of hay shifted to reveal Rainbow underneath it.

“Rainbow?!” Applejack exclaimed. “What were ya doin’ in there?”

“Just giving Calf-Pint another ponyride,” Rainbow said.

“How’d you even get under that hay without anyone noticIIIING?!” Ash panicked as Rainbow began bucking around more aggressively.

“The same way I’m going to win this match,” Rainbow answered. “I’m fast!” She then threw Ash right off her back and sent him flying into the scoreboard. Fluttershy had to ask somepony else to change the score as she quickly and tenderly cared for any injuries that Ash received from the mishap.

“Are you okay, Ash?” Fluttershy asked.

“No,” Ash said in a deadpan voice. “I’m pretty far from being okay. I’m pretty sure at least one of my bones broke.”

As Fluttershy dressed Ash’s wounds, she asked Mayor Mare not to have any more matches that involved Ash’s involuntary help to save him from going back. Mayor Mare agreed and Applejack gave Rainbow a tongue-lashing.

It was some time before the next match in the Iron Pony competition could commence so things wouldn’t be so awkward or heated. First was ball-bouncing. Applejack struggled to keep her bouncing ball upright, but, Rainbow Dash had ease. She was able to bounce a ball on her head and a second one on her hind leg. Fluttershy updated Rainbow’s score to 3 while Applejack’s was still 2. The next was hay bale tossing. Rainbow managed to throw her hay bale a good distance, but, Applejack threw her hay bale further. Applejack’s hay bale landed on top of the cocky pegasus.

“I’m okay,” Rainbow said, slightly muffled. Fluttershy updated Applejack’s score to 3, tying the score with Rainbow.

Next was hoof wrestling. Both mares were evenly matched for a few seconds. It seemed Applejack was going to put on a burst of strength, but, Rainbow gave one big effort and won the match. Fluttershy updated Rainbow’s score to 4. Next was hoofball kicking. Rainbow kicked her hoofball a good distance, but, Applejack’s kick was farther. Once again, the score was tied 4-4. Next was push-ups. Mayor Mare was in the middle keeping count. “95… 96… 97…” Applejack and Rainbow were both straining at that point. “98… 99…”

She cheated in the kicking events, Rainbow thought. Two can play at that! She then used her wings to push herself up on the 100th push-up. Applejack collapsed from exhaustion.

“100!” Mayor Mare said. “Rainbow Dash wins this match!”

Be a good sport, Applejack, the farm mare thought to herself.

Next was the sandtrap jump. Applejack went first. She was able to jump pretty far, but, she still managed to land in the sandtrap. She even wore horseshoes to mark where she landed. She jumped out of the sandtrap so she wouldn’t leave more marks.

“Rainbow,” Mayor Mare said. “Your turn.”

Rainbow took a deep breath and began running. She leapt majestically, opening her wings for more airtime, and she made it all the way across the other side of the sandtrap. That just ain’t fair! Applejack complained internally.

Next was a small race with Applejack and Rainbow having baby chicks on their backs. Applejack managed to have four on her back, but, Rainbow carried eight chicks, four resting on each of her wings. Applejack noticed that the four on her back were missing and grew more frustrated.

Finally, it was down to the last event: tug of war. “Finally,” Mayor Mare announced. “It all comes down to this! The final event! Whoever pulls the other into the mud wins!”

The crowd cheers and the two ponies got started tugging their respective ends of the rope. Applejack started pulling Rainbow closer to the mud. However, Rainbow used her wings to keep herself from falling in and even lifted Applejack off the ground.

“Heh!” Applejack said, trying to talk while still holding onto the rope. “Yeh keh du dah!”

Rainbow saw that Applejack was directly above the mud and didn’t realize it yet. This gave her a sneaky idea.

“Wuh ja seh?” Rainbow asked.

“Yeh keh yuj ya weehs!” Applejack called, the end of the rope still in her mouth. Rainbow knew what she was saying, but, pretended otherwise.

“Ah keh udu sen yeh,” Rainbow goaded.

Applejack, growing ever more frustrated, spat out her end of rope and called out. “Ah said-!” But, before she could continue, realized her mistake. “Uh, oh.” She landed in the mud beneath her.

“Rainbow Dash wins the match!” Mayor Mare announced. “She also wins the Iron Pony Competition!”

“Only ‘cause she cheated!” Applejack snapped in front of everypony.

“Cheated?!” Rainbow asked, clearly appalled by the implication. She flew down and landed in front of Applejack. “What do you mean by that?”

“Don’t play buckin’ dumb, Rainbow,” Applejack shouted. “Ya used yer wings ta win over half the competition! Did nopony else see that?!”

“A.J., calm down,” called a female spectator.

“Y’ALL CALM DOWN!!!” Applejack shouted back while pointing a hoof in said spectator’s general direction.

“You’re in no place to call me out for cheating, Applejack,” Rainbow countered. “This competition was my idea that you agreed to and there’s no rule against using my wings.”

“Ah didn’t think there needed ta be one fer ya ta play fair!” Applejack argued.

“Says the mare who cheated at the kicking events!” Rainbow said.

“ENOUGH!!!” Mayor Mare shouted.

This quieted the two mares right up. Mayor Mare then pulled out an Iron Pony Competition rulebook from the saddlebag she set aside. She opened it to a particular page and read the rule aloud. “The Iron Pony Competition welcomes participants regardless of whether they be earth pony, unicorn, or pegasus and therefore, all participating parties are allowed to use whatever skills and abilities they have at their disposal, such as strength, magic, flight, or any combination thereof, unless the participants unanimously agree otherwise.

Rainbow and Applejack listened to Mayor Mare reading this rule. Rainbow comprehended it surprisingly well, while Applejack looked as if Mayor Mare was speaking in a completely different language. “The Tartarus does that mean?!” Applejack demanded.

“It means that Rainbow’s right that you agreed to this competition,” Mayor Mare explained plainly. “If you assumed Rainbow wouldn’t use her wings since neither of you agreed to not have her do so, you have nopony to blame but yourself. Besides, you didn’t feel good about being accused of cheating when you used your full strength, did you?”

Applejack was silent and an embarrassed blush showed up on her cheeks. “No,” she admitted.

“And saying that you didn’t say she couldn’t use her wings simply on the grounds that you didn’t think you needed to is a flimsy excuse at best,” Mayor Mare added.

“Well,” Applejack said softly. “Yeah, yer right. Sorry ‘bout that, Rainbow.”

“It’s okay,” Rainbow said. “If it makes you feel any better, I would’ve won with or without my wings.”

“Can ya?” Applejack asked, not believing it for a second. “Why don’t ya prove it?”

“Name the time and place and I’ll gladly do so,” Rainbow said.

“Tomorra,” the farm mare responded. “This year’s Runnin’ of the Leaves is then. I challenge ya to race me in it.”

“Ha!” balked Rainbow. “At least give me a challenge.”

“It will be,” Applejack said. “The main event o’ this race is runnin’. Flyin’ n’ magic ain’t allowed. As ya know, unicorns n’ pegasi can enter and race, but, they ain’t allowed ta fly er use their magic. Doin’ either would defeat the whole point.”

Rainbow considered this. “No wings?” Rainbow said. She then got a confident smirk. “No problem.”

Both mares spat on their hooves and put them together in agreement. They leaned in closer to each other, staring with intimidation. Rainbow slightly broke this intimidation by blowing an adorable raspberry. This caused Applejack to chuckle to herself, Rainbow following afterwards. Then, back to looks of intimidation.


The next day, participants of the race lined up at the starting line. Various earth ponies, pegasi, and unicorns were stretching their legs in preparation. Applejack in particular was stretching her legs while carefully looking them over. Rainbow then stepped up next to Applejack.

“So, Applejack,” Rainbow said haughtily. “Ready to win second place?”

“Ah’m ready ta have a good, clean race,” Applejack retorted. “Ah ain’t makin’ the same mistake twice, so, ah’ll remind ya what we agreed on. YA CAN’T USE YER WINGS!”

“Chillax, AJ,” Rainbow said. “I can win this race with both wings tied behind my back.”

“Uh,” Nurse Redheart asked. “Aren’t your wings on your sides? If so, wouldn’t tying them behind your back require them to be pointing up and forcing them to get closer to each other than they’re meant to, causing agonizing pain?”

“It’s just a saying, Nurse Redheart,” Rainbow said. “Who let her participate? Anyway, bottom line: I’m not going to use my wings, okay?”

However, Applejack registered the “tied wings” part and smirked. So, with her hog-tying rope, she tied Rainbow Dash’s body so that her wings were secured and pressed onto her sides. Rainbow was less than amused.

“There ya go,” Applejack said. “Now yer ready to race.”

“You’re a riot, farm mare,” Rainbow groaned sarcastically.

Suddenly, a voice amplified via acoustic megaphone filled the air.

“Welcome,” the voice said. “To the annual Running of the Leaves race! This is Pinkie Pie, your pie-eye in the sky announcer!”

“And now, we have this,” Rainbow complained. “Can’t wait to hear that chatterbox babbling for the whole race.”


“Did you really say that about Pinkie?” Twilight asked.

“Well, this IS before you and Spike came to Ponyville,” Rainbow said. “Back then, I thought she was a chatterbox who threw parties. She can be at times, but, back then, I thought she was JUST that, nothing more. Now, who’s telling the story here?”

“Right, sorry.” Twilight said. “Proceed.”


“Save the trash talk fer the one’s racin’, Rainbow,” Applejack reprimanded.

“Racers~” Pinkie announced. “Please take your positions!”

Rainbow and Applejack got in position when they heard hoofsteps to their collective rights. There, taking her position at the starting line, was Mayor Mare. This surprised the two mares. “Mayor Mare?” Applejack asked. “What’re y’all doin’ here?”

“Why, I’m racing, of course,” Mayor Mare answered with a smile.

Rainbow burst out laughing. After her laughing burst, she looked and saw that Mayor Mare had a look of confusion on her face. “Oh, you’re serious,” Rainbow said. “But, you’re not an athlete.”

“She’s right,” Applejack agreed. “Yer a politician n’ Granny Smith always said politicians is low-down, lyin’, cheatin’, dirty crooks.”

Granny Smith, who was watching from the stands, spat out the cider she was drinking at the time.

“Yes, I do know of some politicians who are like that,” Mayor Mare admitted. “But, that’s not the case for me. I’m not afraid to get my hooves dirty when it comes to helping citizens of Ponyville. Besides, this is a Ponyville tradition and, as a public official, elected or otherwise, I must participate whether I like it or not. And I DO. VERY much so. Plus, I was the one who officiated your parents’ wedding, Applejack.”

“Alrighty then,” Applejack said. “Good luck to ya, Mayor.”

“Yeah,” Rainbow said with a stifling giggle. “See ya at the finish line… tomorrow.”

“You may laugh now, Rainbow,” Mayor Mare said. “But, I have a tried and true method of getting a pretty high spot in the race.”

“Whatever works for ya,” Applejack said with a supportive smile. Though, she didn’t believe that Mayor Mare had a chance.

“Alright, ponies!” Pinkie announced. “Are you ready?”

The participants got in position. “Get set…” Pinkie said. Then, she started to ring a bell, indicating the race began. “And they’re off!”

Yes, the ponies who were participating in the race were running fast. As they ran, the rumbling of the earth caused the autumn leaves to fall from the trees. In the crowd of ponies, Rainbow and Applejack were tied for the lead.

“Welcome to the official coverage of the Running of the Leaves!” Pinkie announced. “This year, this run is about more than just the weather. It’s about a race to the finish and the two racers who really want to win it: Applejack and Rainbow Dash! As you’re all aware, they’ve had a bit of a grudge match to see who is the most athletic. It’s been that way ever since Rainbow moved here from Cloudsdale two years ago when the Apple Family was still–” she suddenly stopped. “I’m sorry, is it really necessary to read that part? It might hurt Applejack’s feelings.”

“Color commentary, girl!” said a spectator from the crowd. “Be spontaneous, but, still focus!”

“Okay,” Pinkie said. “Well, after you-know-what. So, they started getting themselves stuck in a ‘competition zone.’ If you walk past them when they’re competing without wearing some kind of protection, you’ll know what that means.”

At that moment, Applejack put on a burst of speed. She managed to overtake the cyan pegasus and couldn’t resist looking back to taunt her. “Ain’t so easy without wings, is it?”

“Hmph!” Rainbow grunted to herself. She then gave herself a pep talk. “Come on, Rainbow…show a little dash!” She then began catching up.

“Hold on there!” Pinkie exclaimed via announcement. “Looks like Rainbow took over the lead from Applejack! What an upset!”

“Did you really think I’d let you off that easy?” Rainbow said.

Applejack was clearly annoyed with Rainbow overtaking her. So much so that she didn't look where she was going and she tripped and fell. As she picked herself up, her lead slipped away. “Ah don’t believe it!”

“I know,” Mayor Mare said as she walked up to Applejack. “Isn’t it beautiful this time of year?”

“Not the scenery, Mayor,” Applejack groaned. “That pegasus tripped me! She’s playin’ dirty!”

“I promise you,” Mayor Mare said with a serious look on her face. “She did not trip you.”

“Did so!” Applejack stubbornly insisted.

Mayor Mare shook her head disapprovingly. “Once again, Applejack, you’re being a poor sport and blaming Rainbow for something that wasn’t her fault,” she scolded. “Had you been paying attention to your surroundings, you’d realize that you tripped over a rock you could’ve easily avoided.”

Applejack saw the rock that Mayor Mare mentioned.

“Oh,” she said softly. “Well, thanks fer settin’ me straight, Mayor. Now, ah got a lot o’ ground ta cover ta catch up. See ya!” And she ran off again.

“Wait just a minute there, young mare,” Mayor Mare stated. Applejack stopped. “I will talk to you later.”

Applejack felt a cold chill go down her spine.

“Mayor Mare,” Applejack said. “Ya were right. Mah folks didn’t raise me ta be a bad sport. Ah need ta see this through, but, this time, ah’m playin’ fair n’ bein’ fair ta Rainbow!”

She took off, this time, making sure to watch where she’s going. Mayor Mare smiled contentedly and she carried on at a slow pace.


Applejack managed to catch up with Rainbow again.

“Ya got this, Rainbow!” Applejack said encouragingly. “Sorry fer accusin’ ya fer trippin’ me.”

Rainbow was confused. “I didn’t hear you say that,” she said. “I may have used my wings to give me an edge in the Iron Pony Competition, but, tripping you? That’s low, even for me.”

“Ah know,” Applejack said. “N’ ah’m sorry! But, we can’t dwell on that now. We have a race ta finish!”

Still confused, Rainbow ended up tripping, which Applejack didn’t see as she was too busy watching where she was going.

“What?!” Rainbow exclaimed. “I don’t believe this! Applejack tricked me! I guess that so-called apology was just an act!”

“Don’t you watch where you’re going?” Mayor Mare said. “You tripped on a stump.”

“Oh, I see,” Rainbow said, still clearly annoyed. “A hypocrite is what I see! She accuses me of cheating when she goes around cheating herself!”

“Rainbow, you’re being ridiculous,” Mayor Mare said. “You’re making it sound as if Applejack made that stump grow instantly. Earth ponies can’t do that. You know that as well as I do.”

Rainbow considered this. “Yeah, I guess that would be dangerous,” Rainbow said.

“Remember,” Mayor Mare said as she started to walk off. “This is just a game.”

“That’s right,” Rainbow said. “But, the rules have just changed…” She grinned darkly. “I’ll teach Applejack to call me a cheater.”


The race continued. The racers ran deeper into Whitetail Woods with the autumn leaves falling behind them. Rainbow and Applejack were once again neck and neck.

“It looks like Rainbow is doing her best to catch up,” Pinkie announced. “Applejack is going to find herself in quite a pickle when she sees this!”

“Look, ma,” Rainbow said mockingly. “No wings!”

“As the racers enter the heart of Whitetail Woods,” Pinkie announced. “Rainbow is back in the lead!”

Rainbow spotted a branch in front of her and got a sneaky idea. She grabbed onto it and it was able to stretch without her outright breaking the branch off of the tree. She waited for Applejack to get close enough. When she was, Rainbow let the branch go. It hit Applejack in the face with a thwack.

“Ow!” Applejack said. “Hey!” Rainbow responded by blowing raspberries and deliberately wiggling her rear end at Applejack, who had quickly forgotten her good resolution.

“Why,” Applejack gasped. “She did that on purpose! Oh, it’s on!” She looked at the branch and smirked.

She sat on the branch and she used it as a makeshift slingshot to propel herself further ahead. At that moment, Rainbow was smugly congratulating herself, not realizing her own irony.

“Nice one, Rainbow,” she said. “That’ll show AJ a thing or two.”

The catapulted farm mare only had time to say, “See ya!” as she passed Rainbow.

“What the-?!” Rainbow gasped. “Oh, she has got SOME nerve!”

As she picked up speed, Caramel, who was watching the race from a set of benches in the forest, saw what was happening and didn’t like where things were going. “I better do something,” he said. He made his way to Applejack on the track. “Uh, Applejack, maybe you should dial things back a bit.”

The farm mare was too focused on trying to outdo Rainbow to hear her coltfriend’s sound advice. When she spotted a beehive hanging from a branch, a wicked grin formed on her face.

“Oh, boy,” Caramel said worriedly. Before he had a chance to say anything else, Applejack kicked the tree that the branch holding the beehive was attached to. Said beehive fell off the tree and hit Caramel on the head. “I’m definitely going to be feeling this… over the next few days.”

The bees emerged from the ruins of their beehive and, thinking that Caramel destroyed their home, they began to sting him in various places. The stallion exclaimed and interjected with pain. Hearing those gave Applejack pause. She looked back and saw what was happening to Caramel. She gasped and she used her lasso to pull Caramel away from the bees.

“Go on now!” she snapped. “Git! He ain’t done anythin’ wrong! It’s me!” She slung Caramel onto her back and began trotting faster just as Rainbow was catching up. She stepped on the remains of the hive, which the bees seemed to instantly notice.

“What in Tartarus is going on here?” Rainbow asked. When she saw the bees, she quickly forgot and decided to focus on escaping them.

In her efforts to outrun the bees, she passed Applejack. Well, she thought to herself. That backfired in more ways n’ one.

The bees eventually stopped chasing the ponies and Applejack was able to bring Caramel to Nurse Redheart. She was on the ready in case anypony had a medical emergency. “Please take care o’ Caramel, Nurse Redheart.”

“I will,” Nurse Redheart said diligently.

Little did they know that Rainbow made it to a fork in the path. One way led to a rocky hill while the other led to more trees. The path to the trees was marked with an arrow sign. She looked back and saw Applejack catching up. She smirked and switched the sign around before ducking into the bushes. Applejack saw the sign and went in the direction that led to the hill. Rainbow couldn’t resist laughing at her clever trick. As she laughed, she leaned over the sign, completely unaware that most of the other racers passed her and went the right way. Her laughter was short-lived as she saw Mayor Mare approaching.

“What were you laughing about, Rainbow?” Mayor Mare asked curiously. Rainbow quickly switched the sign back before Mayor Mare could notice. “I expected you to be ahead by now.”

“Oh, just catching my breath,” Rainbow said. “Wait, what do you mean? I am in the lead. I’m sure to win.”

“Take a look in the direction the arrow’s pointing and think again,” Mayor Mare said plainly.

Rainbow looked and saw that most of the other racers had passed her. “Oh, horse apples!” Rainbow exclaimed. “How’d that even happen?! Ugh! Who cares?! I’ll make up for lost ground and win this!” She ran off.

Mayor Mare shook her head. “She’s never going to win if she keeps making mistakes like that,” she said to herself.


Meanwhile, Applejack was still running on the path, not realizing she had gone in the wrong direction. She stopped when she found herself at a cliff. Pinkie spotted her.

“Hi, Applejack.” Pinkie said. “What are you doing up here? There aren’t any trees.”

“Ah know, but, the sign pointed–” Applejack began before it hit her. “Rainbow! How am ah goin’ ta catch up now?”

“Ooh!” Pinkie said. “The rules do say that if a pony gets lost, the announcer pony can give them a ride in the balloon to put them back on track back to where they previously were.”

“Is that so?” Applejack said. Then, she grinned. “How about takin’ me ta the lead?”

“Uh, wouldn’t that be breaking your rule against flying?” Pinkie wisely pointed out.

“Ah said no wings,” Applejack said. “A balloon ain’t wings. Besides, Rainbow started cheatin’ first. If’n she won’t play fair, ah won’t, neither.”

Pinkie didn’t like where this was going, but, she knew it was pointless to argue with Applejack. “Climb aboard,” Pinkie said, tossing down the rope ladder.

Meanwhile, Rainbow had taken the lead again.

“I’ve got this race in the bag!” she said to herself. Suddenly, she saw Applejack swinging from the balloon. “You hypocrite! You said no flying!”

“Ah said no wings,” Applejack said. “Besides, there’s a rule sayin’ if a pony gets lost, the announcer can help them get back on track. Gee~ Ah wonder how ah get lost~?” She added that last bit with a hint of snarkiness, fully aware that she knew what happened. She then landed with her hooves on the ground and took off running again.

Refusing to admit defeat, Rainbow lunged at the farm mare the instant her hooves touched the ground. Soon, they both ended up on a mountainside that gave way underneath them. Neither noticed most of the other racers passing them. Mayor Mare caught up to the two of them. She shook her head in an annoyed manner, tsking to herself. “Honestly, you two,” she said to them. “At the rate you two are going, neither of you will win. The Running of the Leaves is supposed to involve actual running.”

Rainbow and Applejack had listened to the mayor’s words. Then, they got up and dusted themselves off.

“You know,” Rainbow said. “Mayor Mare is right.”

“Ya think so?” Applejack asked.

“Yeah,” Rainbow said. “If you want to beat me… you… better… RUN!” And at that last word, she took off running. Applejack ran off after her. The two came up neck and neck.


“Once again,” Pinkie announced, her voice barely sounding enthusiastic. “Rainbow and Applejack are neck and neck, jockeying for position for the lead.” She then muttered under her breath. “Like it’ll make a difference at this point.”

Rainbow then bumped into Applejack’s side, hoping to slow her down. However, Applejack responded to Rainbow’s bump with one of her own.

“Cut that out!” Applejack demanded.

“No, YOU cut that out!” Rainbow snapped.

“Yer the one what started it!” Applejack called out.

“The Tartarus I did,” Rainbow argued. “You made me trip over that stump!”

“What stump?” Applejack questioned. “Ah didn’t see no stump!”

“Don’t play dumb with me!” Rainbow snapped. “Now, I’ve got a race to finish!”

“Not if ah can help it!” Applejack growled. She lunged at her rival and intended to grab her tail, only to aim too far and cut the rope she herself tied around the pegasus with her teeth.

“Ha!” Rainbow said heartily. “Now all bets are off!” She began to flap her wings, but, Applejack was having none of it.

“Oh, no, ya don’t!” she roared as she tackled Rainbow to the ground.

“Oh, yes, I do!” Rainbow said, kicking Applejack off of her.

At that point, the two were both seeing red and began kicking up dust as the sound of hooves striking flesh were heard by the entire town while the two fought to get over the finish line. Once they crossed and the dust settled, Applejack and Rainbow were covered in bruises, scratches, and dirt, neither looking any better for wear. They looked and saw that in their scrap, they managed to cross the finish line. Rainbow was a few inches ahead of Applejack and she smiled happily.

“I won!” she cheered happily.

“No, ah won!” Applejack declared. “Y’all cheated!”

Pinkie blew the whistle she was given as the announcer loudly, stopping the argument. “You’re both wrong,” she said. “You tied.”

“Tied?!” Rainbow and Applejack asked Pinkie together.

“Fer first?” Applejack asked.

“For last!” Pinkie exclaimed. “You didn’t even make the top 10.”

Last?!” Applejack exclaimed in shock.

“But, who won?!” Rainbow asked.

Mayor Mare walked up to Rainbow and Applejack. She was sporting a medal around her neck with a green ribbon. “Mayor Mare?!” the duo cried.

“Oh, no,” she said modestly. “Miss Novel of the Golden Oak Library won first place. I, however, got fifth place, which is a personal record for me. Everypony who makes the top 10 gets a medal and this is the first time I managed to.” Applejack and Rainbow looked to see an older, bespectacled blue unicorn mare with a silver mane and tail and a Cutie Mark of a stocked bookshelf wearing a gold medal around her neck as she drank from a water bottle.

“How’s this even possible?!” Applejack asked. “She’s older n’ ya by ten years, Mayor Mare!”

“I may be old,” Miss Novel answered. “But, I have my secrets, my dear. I read several books on the subject of running and they taught me to pace myself and save my energy. Then, when other racers were worn out, I sprinted to the finish.”

“I used the same method in previous races,” Mayor Mare said. “That’s the very method I mentioned before the race started.”

“I-I-” Rainbow stammered. “I don’t believe it! Miss Novel and Mayor Mare beat us!”

“The way you two were horsing around and trying to outdo each other,” Mayor Mare said. “It shouldn’t be so surprising. That reminds me. Applejack, I officiated your parents’ wedding, so, I’m practically like family to you. They raised you better than this. Do you really think they’ll be proud of you seeing what you did today?”

Applejack took those words in and felt a lump in her throat. “No,” she answered. “They’d be rollin’ in their graves. Mah behavior today was just terrible”

“So was mine, Applejack,” Rainbow said with a sigh. “I wasn’t a very good sport. Looking back, it was pretty stupid to think you tricked me into tripping over that stump. You’re a better sport than me.”

“Ah was still pretty bad today,” Applejack said. “Ah even got Caramel hurt while tryin’ ta outdo ya. So, Ah’m powerful sorry ta ya, n’ ah’ll make things right with him, too.”

“It seems both of you learned a valuable lesson today,” said an unfamiliar voice.

The ponies turned to see the owner of the voice. It was none other than Princess Celestia. Ponies around her genuflected at her presence.

“Princess Celestia!” Applejack and Rainbow exclaimed together.

“Wh-what are y’all doin’ here?” Applejack asked with a light stammer.

Mayor Mare adjusted her glasses. “I invited her,” she explained. “I learned that she has a fondness for this time of year and even suggested that she come to witness the Running of the Leaves.”

“Ah’m sorry ya had ta see me be a bad sport, Princess,” Applejack apologized.

“I’m sorry, too,” Rainbow apologized.

“Not to worry,” Princess Celestia said calmly. “I’ve seen much worse over the past millennia. Some even among my own students.”

“Well, ah promise ta be a much better sport,” Applejack said.

“Me too,” Rainbow said. “And we’ll do much better for next year’s Running of the Leaves.”

Mayor Mare laughed heartily, before seriously saying. “I’m afraid you won’t be competing in next year’s race.”

“Why not?” both athletes asked.

“Oh, only the fact that you both ended up trying to out-cheat each other and proceeded to assault and batter each other to the finish line in front of everypony in town,” Mayor Mare said calmly.

“Yeah, buck those two,” a stallion in the crowds shouted. Mayor Mare regarded him with annoyance.

“That’s enough out of you, Ice Cube,” she said before addressing the athletes again. “You both have proven that when you compete against each other, it devolves into a violent row. Until you two can prove yourselves able to compete against each other without reaching a breaking point, you will be barred from participating in future Running of the Leaves events.”

The two athletic mares sadly sighed. “Yes, ma’am,” they sadly complied.

“However,” Celestia decreed. “I do know a way that you two can make it up to me. Because you got swept up in the competition, many trees still have their leaves. So, as soon as your injuries heal, you can both run to shake the remaining leaves free.”

Applejack and Rainbow couldn’t help but smile. They liked the idea.

“Yer highness,” Applejack responded. “Ah bet Rainbow n’ ah can get that job done fer ya. What do ya say, Rainbow? When we get all better, ya up fer one last hurrah?”

“Like you have to ask,” Rainbow said.

“Remember,” Celestia stated. “This is not a competition, so, I implore you not to treat it as such.”

“We won’t, yer highness,” Applejack said. “We’re goin’ ta do somethin’ we should’ve done.”

“What’s that?” Rainbow asked.

“We’re goin’ ta have fun,” Applejack answered.

“Not yet, ya ain’t, Applejack!” a familiar voice called out. Applejack looked to see a rather angry Granny Smith approaching her.

The farm mare gulped audibly. Ah’m in trouble now, she thought. “Ah do somethin’, Granny?”

“Dern tootin’ ya did,” Granny Smith said. “Didn’t ah teach ya nothin’ ‘bout time n’ place when it comes ta the stuff ah say?”

“Yes, Granny,” Applejack said with a low sigh.


Back in present day, Applejack was finishing up the story. “Granny Smith gave me an earful n’ ah wasn’t allowed ta eat apple fritters fer a month after that.”

“Wow,” Twilight said. “That’s quite an ordeal you two went through.”

“Tell me about it,” Rainbow said. “I don’t take losing very well. I kind of need to work on that.”

“Well,” Spike said. “Now you have friends who can help you with that.”

“But, something bugs me, though,” Twilight said. “Why was Celestia so interested in attending a Ponyville race in the first place?”

“If she gave a reason, we weren’t there to hear it,” Rainbow said. “Though, I don’t think it’d make much of a difference if we did know the reason. It won’t change much.”

“Maybe you can ask her yourself some other time,” Spike suggested. “In the meantime, I think we got enough to write a friendship report to Princess Celestia.”

“You’re right, Spike,” Twilight said. She pulled out a quill and scroll from a saddlebag she was carrying. “Ready whenever you are.”

“Wait, were you just using us as an excuse to learn something about friendship?” Rainbow asked.

“That’s kind of the reason the princess had us move to Ponyville in the first place,” Spike pointed out. “Besides, can you really call that a bad thing?”

“Ah guess not,” Applejack said. “If it’s inspiration yer lookin’ fer, friends can inspire ya.”

“Okay, Twilight,” Spike said as he got the quill and paper ready.

End of chapter.