Cloudy with a Chance of Mayhem

by Eakin

Cloudy with a Chance of Mayhem

Cloudy with a Chance of Mayhem

The dreary, overcast skies hadn’t stopped Applejack from heading out to her orchard for a full day of apple bucking. The constant threat of rain in the air, and there had been a few half-hearted drizzles that morning. Now it seemed content to just hang there and let the humidity make her work miserable. No matter how uncomfortable she was, the farm pony wasn’t about to let a little bad weather drive her back inside. It was harvest season, which meant all hooves on deck. Applebloom had stayed home from school for the week to help, and was bucking trees a few rows over.

Even though she was used to the strain of the work she was already sweating bullets. The schedule had called for clear skies. An honest rainstorm or windy day was one thing. You had to have ‘em sometime if you wanted to keep everything running smooth. Weather like this, though, usually meant somepony on the weather team was dropping the ball. A streak of rainbow contrails in the corner of her eye alerted her to the arrival of the likely culprit, or at least someone she could complain to.

“Hey AJ! Lemme give you a hoof there,” said Rainbow Dash from somewhere above her. Rainbow streaks criss-crossed the sky as she beat back the clouds. Before too long sunlight broke through and Applejack felt the oppressive humidity easing. Rainbow Dash landed in front of her and Applejack got her first good look at her friend. The usually laid back pegasus looked to be just about at her wits end. Nobody would ever accuse Dash of putting too much effort into her appearance, but her mane and coat were even more frazzled than usual. Applejack suspected it wasn’t just from the humidity. “Sorry about the weather. We’re stretched kinda thin since Cloudkicker didn’t show up for work this morning. Don’t worry though, I’m not gonna let them leave you guys hanging.”

“Ah ‘preciate that, Rainbow. Cloudkicker sick or somethin’? Ain't like her to disappear without tellin’ anypony,” asked Applejack.

“No way, she was fine yesterday. We went to Cloudsdale to pick up a batch of cumulus. She had to haul it back without me though, I was busy looking for Scootaloo,” said Rainbow.

“Why’d ya let Scootaloo tag along on weather duty stuff?” asked Applejack. She knew that usually Dash went out of her way to avoid her little admirer.

“She showed up that morning and begged me for like, three hours to let her come. So I brought her with us, and then when we got there she ran off and got herself lost! I had to send Cloudkicker back by herself while I looked. Anyway, the clouds were here when I showed up for work in the morning, so she must have made it back OK, but now she’s missing,” said Rainbow Dash.

“Ah’m sure she’ll turn up sooner or later,” said Applejack. “Thanks again fer yer help, Rainbow, but these apple ain’t gonna harvest themselves, so ah better get back to ‘em.”

Rainbow Dash seemed to suddenly realize how much she still had to do as well. She popped back into the air and hovered a few feet off the ground. “Oh, sure. If you see Cloudkicker fly by, just let her know we’re looking for her, would you?” she asked.

“Sure thing, sugarcube. I’ll see ya round.”

“Later!” Rainbow took off and sped towards Ponyville.

Returning to her work, Applejack kept glancing upward on the off chance that she might catch Cloudkicker flying by from wherever she had disappeared to. She knew that it was a long shot, but she had told Rainbow Dash that she would and wasn’t about to go back on her word. The apple trees, still wet from the morning’s shower, glistened as they caught the light and the aroma of fresh ripe apples begging to be picked filled the air.

Although it was a little awkward to buck a tree while arching her head upward to watch for passing pegasi, Applejack found that she preferred it to just staring at another tree while she bucked the one behind her. She liked feeling the sun’s rays on her face, and watching for shapes or patterns in the clouds gave her an easy way to distract her mind from her sometimes repetitive task.

Right now, the clouds were mostly those thin, strung-out looking ones that barely even cast a shadow. They probably had some fancy, sciency name too but Applejack had never really needed to care much for that sort of thing beyond ‘the kind that rains’ and ‘the kind that doesn't.’ One cloud in particular didn't seem to fit in with the rest. It was thick and fluffy and didn’t quite drift the same way the others did. Maybe it was one of those ‘cumulus’ ones Rainbow Dash had mentioned they just brought back from Cloudsdale. Weird for it to be just floatin’ around aimlessly though, but the weather team seemed to be stretched awful thin today. A single cloud out of place wasn’t likely something that was a high priority.

Applejack kicked out at the tree behind her, listening to the rustling of leaves and the satisfying thumpthumpthump of apples landing in the wooden buckets spread out around the tree’s base. She smiled. Applejack never get tired of the simple pleasures of a job done right. She noted with satisfaction that not a single apple had missed the buckets. Big Mac would be by later to collect them. Applejack moved down the row to the next tree and set herself to start the whole process over again. Looking up at the sky again, she paused. Most of the stringy clouds were drifting towards Ponyville, but the fluffy one she’d picked out a moment ago seemed to be moving the other way, out towards Sweet Apple Acres. In fact it seemed like it had moved a lot in the time since she last looked up at it. But now it was drifting along with the wind just like the others.

“Ah see you tryin’ ta sneak up on me, Rainbow Dash. What happened ta that tale you were spinnin’ before about how busy ya were with yer weather jobs?” she asked the cloud. It didn’t respond. Applejack furrowed her brow. It seemed like the kind of prank her friend might try to pull, but she had to know that jig was up now that she’d been spotted.

Applejack heard an odd noise behind her. It struck her as twangy and metallic, like a key dragged along a metal cable, but somehow felt otherworldly at the same time. She didn’t look back right away. Maybe the noise was a trick and somepony was just trying to get her to turn around so they could jump out of the cloud and do whatever it was they were planning to do. When the cloud didn’t even so much as stir, she gave in to her curiosity and turned around.

What she saw made her jaw drop open. Between two apple trees where a moment ago there had been nothing except grass and maybe a few dandelions, there stood a small blue shed. At least it looked like a shed, except that it had a the words “POLICE BOX” along the top of each side and a lamp on the top that glowed brightly. Where the hay did that come from? Was that noise somepony building a shed behind her while she’d been looking at the clouds? No, that was ridiculous. Nopony could possibly build a shed that fast. Maybe they’d moved it there? No, she would have seen them coming a mile away. It was impossible for this thing to be there, yet there it was.

Applejack’s confusion only grew when the door of the shed opened and brown earth pony stallion stepped out. He had a cutie mark in the shape of an hourglass, and wore a bow tie as well as a cheap-looking monocle over his right eye. He stared at a point somewhere above and behind Applejack as he waved at her. “Hello! I’m the Doctor!” he said, in manner that suggested it should somehow explain everything.

Applejack found her voice. “What... but... how did... when did... Hey! I know you! Yer that Time Turner pony from the watch shop!” she said, wrapping her mind around the only part of this situation that felt familiar.

“Oh, no reason to be formal or stand on ceremony right now, my dear! Forget titles! It’s just the Doctor. Don’t worry, I’m here to help!” he said.

“Help with what? Did Twilight put you up to this? Ah told her, this harvest ain’t like last time. Applebloom’s old enough to pitch in and Big Mac ain’t hurt so ya don’t need to trouble yerselves with... would ya please look me in the eye when ah’m talkin’ to ya?” said Applejack. She couldn’t help but notice that he wouldn’t make eye contact with her, and it was driving her to distraction.

“Dreadfully sorry, can’t do that just now. I really need to be looking at THAT,” he said as he pointed a hoof in the direction he was facing.

Applejack turned around to see what was so interesting and nearly screamed. The cloud she’d been watching had descended to just above eye level and now sat only a few feet away. It wasn’t so fluffy and friendly anymore. Instead of gentle round curves its surface was flat, angular, and angry. Three limbs protruded out from it, reaching towards her. They narrowed into wicked looked spikes at the end. Applejack didn’t know a lot about clouds, but she knew for sure that normal clouds weren’t supposed to be pointey. Despite its aggressive posture the cloud wasn’t moving. It was drifting aimlessly just like it had been when Applejack last looked at it. Applejack turned back to Time Tur... to the Doctor.

“That ain’t no cloud! What in tarnation is that thing?” she asked.

“It is a cloud actually. Well, it’s a cloud some of the time. The rest of the time it’s, uh, well, it’s still like a cloud only with just a pinch more murder,” said the Doctor

“It looks like it was tryin’ ta jump me! How’d ya make it stop? Is that thing on yer eye some kinda’ magic cloud-stopping thingy?” asked Applejack.

“What, this?” he asked pointing to the monocle. “No, these clouds can only move when nopony’s looking at them. That’s how they stay hidden so well and even if you know they’re there they’re only just clouds. Break ‘em apart and they’ll drift right back together first chance they get. Great defense mechanism. But this is a molybdenum-argon lens. Bit of a rubbish one, really, bends light in five different dimensions at once but not any of the really fancy dimensions. Not magic at all. It is a thingy, though, so one out of three. Not bad for your first try.”

“How come you’re wearin’ it then?” she asked, wondering what a mole-ib-denum was anyway.

“Right! Lets me see in two different directions at the same time. Handy trick, especially with these blasted things around. I have a good friend who can do it all the time, she’s really something quite brilliant. Not always so easy for her to stop doing it though. As long as I’m wearing this I can look at the cloud behind you and look over there at the same time,” said the Doctor, pointing a hoof off to the side.

Applejack looked at where he was pointing. Lurking in the branches of another apple tree was a second cloud with two of those claw... spine... leg... things. Applejack wasn’t quite sure exactly what they were, but was sure that she didn’t want to find herself on the business end of one of them. The leaves and branches of the tree shook with a jolt. She looked lower and saw Applebloom bucking the tree, blissfully unaware of the creature hovering just a few feet over her head.

“APPLEBLOOM, YOU GET YER FLANK OVER HERE RIGHT THIS MINUTE!” Applejack shouted at the top of her lungs. Applebloom looked up from her work and obediently trotted over to her.

“Whatever it is, it ain’t my fault sis, ah swear! Oh, hello there mister. Ah’m Applebloom, nice ta meet’cha,” said Applebloom, holding up a hoof.

“Charmed!” said the Doctor, bumping her hoof without looking down at her, “I’m the Doctor. Don’t worry, I’m here to help.”

“Help with what?” asked Applebloom.

“With that,” he said directing her attention to the cloud that had been stalking Applejack. Instead of being terrified, Applebloom was just curious. She trotted over to inspect it.

“Don’t go near it! It eats ponies!” shouted Applejack.

“Not exactly. They eat time energy. Potential. The life you haven’t lived yet. They send you back in time and feed off the futures that never will be. Back where I’m from we called them Weeping Angels,” said the Doctor.

“Why would ya call ‘em that?” asked Applebloom.

“Well it made more sense there, when they were more angel shaped. They looked different there, not that I’m one to talk,” he said. He kicked open the shed door with his back leg. “Get into the TARDIS, you’ll be safe there and I’ll answer all your questions. Hurry up, I’m not sure how much longer I can keep from blinking.”

Applejack realized that she hadn’t seen the stallion close his eyes since he had stepped out of the shed, not even to blink. Could these things really move that fast? Waving her little sister in first, she turned her gaze to the nearest cloud. Slowly and carefully she backed into the blue shed until she was entirely inside the structure looking out. The Doctor followed suit, backing in quickly after her. Only when he had pulled the door shut and heard it seal with a click did she look at him.

“Alright, Doctor. Start explainin’ right quick just what the hay these things are, how ya seem ta know so much about ‘em, and how we can stop ‘em,” she demanded.

“Uh, Applejack?” said Applebloom.

“Not now, sugarcube, I’m gettin’ some answers from our new friend here”

“Yeah, but-”

“Ah said not now!”

“You should really see what she’s trying to show you, Applejack,” said the Doctor. He was trying and failing to contain a smile, and there was a twinkle of anticipation in his eyes like there was some joke he didn’t want to spoil by blurting out the punchline too soon.

“Fine! What’s so gosh darn important that it can’t wait five... min....” her voiced trailed off as she turned and looked at the interior of the shed. Though the outer walls had looked wooden and square, she was inside what she could only describe as a metal dome. Round rivets or markings of some kind ran up the walls to the ceiling high above her head. Hatches and stairwells led down into the floor, like the room was atop some great cellar. Metal beams were propped up at odd angles supporting a structure in the middle of the room. Applejack didn’t even know how to describe what she was looking at. Small staircases let up to a grated platform, through which shone an eerie green light that bathed the room with a shimmering glow. Panels covered in buttons, levers, switched and odd little doodads Applejack had never seen before surrounded a clear plastic tube. Cables ran between the tube and the console and in every other direction like somepony’s poorly tamed mane. Applejack could just make out bits and pieces of the device moving within it.

Not to mention that the ‘small shed’ she’d expected to barely have room for the three of them was well over a hundred hooflengths wide.


“Oh, I love this bit.”


“Heeeere it comes.”

“It’s bigger on the inside!” Applejack finally managed to get out.

The Doctor jumped from hoof to hoof, doing an excited little dance. “Isn’t it just grand? This is the TARDIS. She’ll take us anywhere and anywhen in space and time. You might have guessed, but I’m not a pony, or I wasn’t always at least. I’m a timelord. Last survivor of the planet Gallifrey in the constellation Casterberus. As to how I know about those things, I battled them a few times earlier and I lived. Well, not really earlier so much as later. Or rather not really later so much as sideways. But the point is I won. Now I’m going to find out what they’re doing in Equestria, and I’m going to stop them. And you two are going to help me.”

Applejack had seen a half a dozen impossible things happen in the last few minutes, so she wasn’t about to challenge the Doctor’s account, or try to understand it. She understood enough. Those clouds were dangerous. Equestria was in trouble, and she could help. What else mattered?

“Now the good news! Taking into account the appearance of the clouds here, as well as all the other places they’ve popped up, we can calculate that their point of origin is right... around...” the Doctor pranced around the center console, manipulating switches and dials seemingly at random until one of the monitors let out a friendly chirp. “! The weather factory in Cloudsdale! Makes sense I suppose, when you suddenly find that you’ve become weather yourself and you want to make more of you you aren’t going to go to the taffy pulling shop. I mean that would just be ridiculous. Although now that I think about it once we’re done with the clouds we should probably make a preemptive strike on it anyway. Who wants to be attacked by a sentient taffy monster? Well, now that I think about it I’d say ‘me’ but the cleanup afterwards would be dreadful. What was I talking about?”

“They’re makin’ more of themselves with the weather factory?” asked Applebloom with a shudder. “How’re they even doin’ that, anyhow?”

“When a mommy cloud monster and a daddy cloud monster both love each other very much, and have access to industrial-grade manufacturing equipment, they-” the Doctor was silenced by the hoof Applejack had jammed into his mouth.

“Ah’d appreciate it if ya skipped givin’ mah little sister a talk about the facts of life,” she said. “Besides, ah still got a heap of questions.” She removed her hoof from the Doctor’s face and immediately regretted it.

“Yes! There are so many questions aren’t there? Why are the clouds feeding so often? They don’t seem to be well adapted to the shape they’ve been changed into, and just keeping themselves whole is burning through their temporal energy stores like a, uh, thing burns through... the stuff that thing burns through very very quickly. Sorry, that one sort of got away from me. So that’s one question down but there’s so many others! How long have they been here? Are they just scouts for a larger invading force? And most importantly, what are you wearing?”

Applejack was caught off guard by the question. “Ah got mah hat ah guess.”

“A Stetson, good choice. Stetsons are cool. But I actually meant on your hooves. Let me see.”

Applejack and Applebloom both obediently held up a foreleg to reveal the horseshoes attached to their hooves. They were sturdy iron models, covered in mud and tree sap from a day of hard applebucking but solid and reliable underneath the muck.

“Wonderful! I just want to make a few minor adjustments,” said the Doctor. He took a small rod from the surface of the central console and walked over to them. When he squeezed it with his teeth a blue light on the end of it lit up and it made an odd buzzing. A few panels popped open and spun around for good measure. The Doctor waved the device over their hooves, then turned his head to read something off of it. Satisfied by whatever he saw, he snapped the device shut again.

“What was that fer? What was that thing? Was it yer magic wand? Did ya use magic on our shoes?” asked Applebloom.

“Not magic at all. That, my dear filly, was a sonic screwdriver! All sorts of nifty uses. Just point it in the right direction and it does stuff.” replied the Doctor. “I made a few little tweaks to their molecular structure to help with the running. Very important in this line of work, always a lot of running.”

The Doctor’s ears perked up at a ‘bloop’ noise from the instrument panel and he dashed over to poke at it a few times. Applejack moved her hooves around experimentally, and trotted around the room for a few seconds. Her horseshoes really did seem lighter. If this actually helped her run faster she’d have to remember to wear these shoes to the next Running of the Leaves. The Doctor had either grown tired of them or had something else on his mind, which suited Applejack just fine. She wandered down some of the stairs and into a hallway that led away from the control room, glancing through any open doors she happened to pass. One door opened onto a library that put Twilight’s place to shame. It didn’t look very well kept up, though. Books were scattered across every available surface. Applejack picked up one that lay by the door and flipped it open. It seemed to be full of odd shapes and patterns, but nothing she could recognize as words or even letters. Right across the hallway from the library was a room that held a giant swimming pool, surrounded by marble columns and statues of ponies pouring water from jars into the pool. The sound of the falling water lent the room a soothing, relaxed atmosphere. Applejack didn’t know anypony who lived in this kind of luxury, beyond maybe a few of the richest unicorns in Canterlot. The Doctor certainly didn’t seem like that sort of pony.

“Whoa, this place is amazin’. Can we get a room like this Applejack? Can we?” asked Applebloom from behind her. She felt a twinge of guilt that she’d gone off exploring on her own and left her sister behind.

“Listen, Applebloom, ah don’t trust this place. Too much about it just doesn’t seem ta add up. When we git wherever it is we’re goin’ ah want you ta stay close ta me no matter what,” she said. Applebloom nodded. The two sisters walked further down the hall together. Other passages split off here and there, stretching as far as Applejack could see. She elected not to travel down any of them for fear she wouldn’t ever find her way back out. About a hundred yards further another flight of stairs led up into the control room they had started from, only a meter or two from where she’d started. Applejack looked back into the hallway they had just travelled through. It was straight as an arrow, and in the distance she could see the stairs she had descended initially.

While she was trying to figure out how a single staircase could lead two different places at the same time, the room shook and the same noise she’d heard in the fields filled it. When the room stopped rattling, the Doctor leapt down from the raised platform and trotted over to the door.

“We’re here, let’s go, last stop, all ashore that’s going ashore,” said the Doctor. Applejack hadn’t realized they’d even left. Where could they possibly have gotten to so quickly? “Ladies first,” he said as he opened the door.

Applejack trotted out the door, then stopped dead in her tracks. Pegasi were flying every which way, going about their daily business. They fluttered from homes and building made from tightly packed blocks of cloudstuff to a marketplace under a cloud pavillion. One of the vendors, a flower merchant by the look of her cart, caught Applejack’s eye for a moment as she flew up to the underside of the covering and brushed it gently with a hoof. The act set off a burst of fine mist and dew that settled over her stall and perked up her wares. Everywhere around her pegasi flew by, sometimes stopping to hover for a midair chat with a friend of neighbor. Ponyville didn’t have that many pegasi around, and the sight of a full sky above a real pegasus community was something to behold.

It took Applejack a few seconds to realize that the “ground” she was standing on was itself made of cloud and that as an earth pony she should be plummeting to her death right about now. That this did not strike her as an especially pressing issue spoke volumes about how her day was going.

Applebloom and the Doctor followed her out of the TARDIS. “I did say I’d made some tweaks to your shoes didn’t I? Isn’t this just brilliant? Can’t believe you thought it was some kind of magic wand, I mean really, could a magic wand do this?”

“Sure could, a friend of mine did it fer me and five other ponies at once last time ah visited Cloudsdale,” said Applejack.

“Eeyup,” added Applebloom, in a pitch-perfect imitation of her brother’s drawl.

The Doctor’s manic grin disappeared from his face. Applejack felt a little guilty. Sure the guy could probably stand to have his ego punctured a little bit, but the crestfallen expression he wore now made her feel like she’d just bucked a litter of puppies.

“You ponies are jaded. Spoiled rotten, the lot of you,” said the Doctor. He was still frowning, but the twinkle had come back to his eyes.

“Guess yer just gonna have ta work a bit harder ta impress us, then,” said Applejack. This drew a chuckle, at least.

“I guess I will. But enough chit chat, we need to get to the weather factory as quickly as possible. Allons-y!” said the Doctor. He took a purposeful stride forward, but stopped after just a few steps. “Would either of you happen to know where the weather factory is?” he asked the Apple sisters. They shook their heads. Even though Applejack had visited the weather factory with her friends when they had all come out to support Rainbow Dash at the Best Young Flyers competition, she didn’t remember how to get there from where they were. Come to think of it, she wasn’t even all that sure where they were in the first place, beyond that it was some part of Cloudsdale.

“Right! Well, no worries, I’ll return to the TARDIS and start a topographical scan of everything within a ten-mile radius. Applejack, start a search in a spiral pattern outward from this point to see if we can locate anything within the immediate area. Applebloom, while she’s doing that go to the town’s Hall of Records and pull every zoning variance and building permit for the last ten, no make that the last fifteen years. In three hours we’ll all meet back at this spot and cross-reference the-”

“‘Scuse me,” said Applebloom as she waved down a purple colt who happened to be gliding by. The colt dropped down to the street and walked over to her. “Hi there, mah name’s Applebloom. It’s nice ta meet’cha.”

“The pleasure’s all mine. I’m Oncoming Storm. It’s not every day we get earth pony visitors up here. I take it you lot are tourists?” asked the pegasus.

“Yep, we’re from Ponyville, down south. We’re lookin’ to go see the factory where y’all make the clouds for our weather, but we got a little lost. Would ya mind givin’ us directions? We’d really appreciate it,” she said.

“Of course. Head down this street and make a left at that corner, then go three blocks and make a right on Nimbus Boulevard. Keep going until you see the big gray building with the smokestacks. If you run into Stratus Park you’ve gone too far. Shouldn’t take you more than 20 minutes,” said Oncoming Storm.

“Thank ya kindly.”

“No problem. Enjoy the rest of your visit,” said Storm. He waved goodbye then took off and continued on his way. Applebloom walked back to rejoin Applejack and the Doctor, who had witnessed the whole exchange. She didn’t say anything. She didn’t have to.

“...Well yes obviously if you’d told me you wanted to do it the easy way, sure, we could just ask for directions. I could have done that too,” said the Doctor.

“Yeah, ya’ coulda, but’cha didn’t,” said Applebloom. She turned in the direction Storm had pointed out and started to trot away. “Come on, ah don’t think we got time to stand around dawdlin’.”


Nineteen minutes later, the three ponies stopped before a large, grey, imposing building locked behind a wrought iron gate. It was surrounded by a mesh fence that wrapped around the entire perimeter and up above the building’s rooftop, a wire cone that kept any unauthorized visitors away, airborne or otherwise.

“-and furthermore, while asking for directions may get you the most efficient route to your destination, you’ll never find the mad and wonderful sorts of things that lurk down the blind alleys and cul-de-sacs of the universe. It’s just such a practical and boring way to travel, it hardly deserves to be called travelling at all! Reminds me of a story. I was a young lad, not even a decade over three hundred, hardly knew my quasars from my pulsars if you can believe it. When this one time in the Andromeda galaxy-” said the Doctor, continuing the rant he’d been passionately bloviating about for the last nineteen minutes and fifteen seconds.

Applejack had barely heard a word of it. Walking through a city made of clouds knowing there was a predator out there that looked like any other cloud had set her paranoia into overdrive. It wasn’t so bad in the marketplace surrounded by other ponies. There wasn’t a single spot there that wasn’t within the eyesight of at least a half a dozen ponies from as many directions. But the closer they got to the factory the thinner the crowds grew. Applejack hadn’t seen another soul for the last quarter mile, or at least she hoped she hadn’t.

“Great, we come all this way and now we can’t get in ‘cause the gate’s locked up. Shouldn’t there be somepony to unlock it for ponies that have ta come and go?” asked Applebloom.

“Ah don’t see anypony in there. Last time we came here this place was bustlin’ with ponies runnin’ all over the place ta get the weather made. Now it’s empty? Ah don’t understand it,” said Applejack.

“It may be empty, but it’s not idle. Look, the smokestacks are running full blast,” said the Doctor, pointing up. It was true. Steam that was too thin to weave efficiently into cloud as well as ice crystals that were too small or badly damaged to seed into new ones were pumped out and away from the factory to keep it running at maximum efficiency. Today it was continuously billowing from the vents, suggesting that the factory was in full scale production mode.

The doctor turned to the Apple sisters, as somber as Applejack had ever seen him. “You’ve both been very brave to come this far. Most ponies I know wouldn’t have. I’m going into that factory and I’m going to find a way to convince them to leave Equestria peacefully. If that doesn’t work I’m shutting them down for good, one way or another. It’ll be dangerous. You don’t have to come with me, but if you’re going to turn back now might be your last chance,” he said.

Applejack stomped a hoof on the cloud cobblestone. “What kinda’ talk is that? Ya think ah’m gonna let you go in there alone? There’ll be more of those things in there, we both know it. What happens when they decide ta come atcha from three or four directions at once? Yer gonna need s’more eyes, and what if ya need somethin’ bucked? Can yer fancy magic screwdriver do that?” asked Applejack.

“It’s not magic, it’s sonic,” muttered the Doctor.

“Whatever! The way ah see it ah owe ya quite the debt fer comin’ ta help us back there at Sweet Apple Acres, and ah’m aimin’ ta pay ya back right here and now,” she said.

“I’m comin’ too,” added Applebloom.

“Whoa there, now just hold on one second-” said Applejack.

“No! Yer the one who said that ah had ta stick by ya when we got here. Plus all that stuff you just said about y’all bein’ safer with more ponies who can see those things is true fer me as much as it is fer you two. I’m comin’ and that’s final,” said Applebloom. She grinned “Maybe I’ll even end up gettin’ a monster fightin’ cutie mark.”

Applejack wanted to protest, but Applebloom’s argument did have a certain logic to it. Monster or family member, she’d feel better if everything she was worried about stayed somewhere she could see it. “Alright, fine. But this isn’t some kinda’ joke or game. Ya gotta’ take this seriously and if the Doctor or I tell ya to do somethin’ yer gonna do it even if ya don’t want ta, understand?”

“Fine, we’re all goin’ in then,” said Applebloom. “If we can get past this dumb gate anyway.”

“Well that’s a cue for me to be fantastic if I’ve ever heard one,” said the Doctor pulling out his sonic screwdriver and pointing it at the lock. A few moments of buzzing and the lock popped open right in front of them. “Ha ha! Bet you magic couldn’t pull that one off, could it?”

Applebloom and Applejack said nothing, but it was impossible to miss the glance that passed between them.

“Oh shut up, the lot of you,” he said. Pushing open the gate, the three of them pressed onward into the weather factory.


By silent agreement the three ponies had elected to enter the factory by a side entrance. While it would be a more circuitous path to the main floor where the cloud production equipment was running, with a little luck they might stay undetected. Nopony needed to say it aloud. They all knew that if they drew too much attention, brought too many clouds together from too many directions they’d be overwhelmed. Inch by inch, blink by blink, a relentless and infinitely patient horde would surround them and silently overrun any defense they could possibly mount.

The entrance they had chosen led into the factory’s back offices. Applejack hadn’t even realized it was there when she had taken the tour. It was easy to see why the tour guide didn’t bring groups back here; rows upon rows of cubicles, a few potted plants, and a poster featuring a picture of a factory worker in a hard hat with the caption ‘AT THE CLOUD FACTORY, SAFETY IS CIRRUS BUSINESS! REPORT RISKY CONDITIONS TO YOUR SUPERVISOR’ seemed just a little bit lacking next to waterfalls of rainbow spectra and the snowflake carving chamber.

Applejack had just begun to suspect that their infiltration had been a bit too easy when she rounded a corner and saw three clouds at the end of the hallway, parked right between her and the door to a stairwell. She motioned for the other two to follow her without taking her eyes away from the door. The three ponies stood side-by-side-by-side, staring at the cotton-white obstructions to their progress.

“Do ya think they know we’re here?” asked Applebloom.

“Oh yes, no question about it. They’re watching us just as closely as we’re watching them, I assure you,” said the Doctor. “There’s something I need to try. Hey, Fluffy! Yes, you, the pony snatching time bending cloud thing in front of me. I want to parley. You know I’m not a pony. You smell the time energy I’m giving off. I’m an all-you-can-eat banquet standing in front of a life form that’s been subsisting on the dust from the bottom of a bag of cereal for the last few months. I’m the Doctor, and I’m going to give you one last chance. What do you say?”

Nothing happened. The clouds just floated there unmoving and unchanging.

“Ah don’t think they heard ya, Doctor,” said Applejack.

“They heard me. They just can’t answer. They’re still quantum locked as long as we’re watching them. Can’t move, can’t speak, can’t do anything,” he said.

“Well then how’re we supposed to talk to em?” asked Applejack

“We let them unlock long enough to give us an answer. We stop looking,” he replied.

“Are you outta’ yer buckin’ mind? What’s stopping them from just coming after us instead of answerin’? You think they’ll be all friendly-like just cause you say so?” asked Applejack.

“I have to try. I have to give them a chance. They do this because they have to. They’re vicious, powerful, malevolent killers because evolution made them that way. To you what they do is murder, but it’s just eating to them. What if your apples got all uppity one day and decided to burn your house down so you stopped eating them?” he asked.

“Apples ain’t ponies, Doctor. It ain’t the same thing,” said Applebloom.

“Not to you, certainly. I doubt they’d be so quick to draw the distinction. Through some bizarre interdimensional transcription error they can die now, and maybe they will. But if they do, it’ll be because it was you or them, not because we were too afraid of them to talk,” said the Doctor. He turned back to the clouds. “Alright you pathetic sacks of condensation, we’re giving you one chance, right now, to open parley. Give us an affirmative or negative, and don’t try any funny stuff or I will be very cross with you. You wouldn’t like that, and you know it.”

The Doctor waited a moment for that to sink in before he turned to Applejack. “I know this is asking a lot, but you need to trust me. Just long enough to blink. Please.”

“Ya did say if you or the Doctor told me ta do somethin’ ah had to do it. Ah’m in,” said Applebloom. She looked directly at Applejack and pointedly shut her eyes. The Doctor did the same. Applejack was the only one still watching the three creatures in front of her, creatures that wanted to take from her every Sunday dinner with her family, every party at Sugarcube corner, every cherished moment she might ever have in the future. Were these two crazy?

Applejack suddenly realised exactly how absurd her previously routine afternoon had become. Exactly what chain of events had led her from an afternoon of applebucking to staring down three murderous beasts outside the office of the Cloudsdale weather factory’s VP of Accounting? There was only one common thread.

Trusting the Doctor.

How could she come this far and put her life on the line, put Applebloom’s life on the line, and then decide that oh no, take it all back, she didn’t trust him after all? She decided to trust the Doctor one more time.

She blinked

As soon as Applejack felt her eyes close, she forced them back open. “Applebloom? Doctor? Open yer eyes now,” she said.

The clouds in front of them had changed. Instead of formless mounds of fluff, they were shapes. Letters.




“Yes!” shouted the Doctor. He danced a little jig. “Do you know how many species have ever successfully opened a parlay with the Weeping Angels, Applejack? One. Do you know who that species is? Me. Time Lords comma Last of the. Time now. Place here. Whoo hoo hoo hoooooo!”

“Doctor! Maybe now that we have a parley with the evil, murderin’ bastards that already devoured a factory fulla ponies, ya might try ta stop ‘em instead of dancin’ around like an idiot cause ya saw clouds make the right shapes,” said Applejack. A moment later, she fully processed exactly what the Doctor had been saying. “Ya parlayed with these things after they’d never accepted a parlay offer before today? What is wrong with ya?”

The Doctor ignored the question. Instead he turned to the clouds before him. “Here’s what I can offer. You’re dying and we both know it. There’s not enough temporal energy in this world to sustain you, not when you’re burning through it this fast. Not so easy to keep those bags of evaporation you’re using for bodies these days together, is it? The local background radiation around here is too magic for you to stomach, not the same stuff you’re used to. I’ve been trying to explain the difference to these two all day. Hopeless cause, believe me.”

“Hey!” protested Applebloom.

The Doctor continued. “You’re making more of you with this factory to replace the ones you’re losing, but what’s your plan? The long term solution? The raison d’etre? This is the part where you answer me. Remember now, we’re parlaying under the terms of the Shadow Proclamation, no funny business.”

“So now we gotta close our eyes again?” asked Applejack. She still didn’t like this whole situation one bit. “Same as last time then. You two close yer eyes and ah’ll blink. On three ahlright? One.... two...”

Applejack blinked

The clouds had rearranged themselves into new letters




“Well now that’s just not going to work out for any party involved. The ecosystem can’t take it, not at the rate you’re eating now. You’ll clean out this entire planet of life in a matter of months. I’m offering you an alternative. Let me find you a new place, some reality where life never evolved intelligence or emotion and you can be more compatible with the local physics. Then leave this place and never ever come back,” said the Doctor. He nodded to his companions. Applejack counted down and blinked again.

This time one of the cloud had returned it’s original shape, but the others formed two more letters



“Why not? It would be better for everyone, why won’t you trust me?” asked the Doctor. The ponies blinked again.




“That doesn’t make any sense, what’re they tryin’ ta say? Nah-may? Noom?” asked Applebloom.

“Enemy. They’re sayin’ enemy,” said Applejack. She looked over at the Doctor. Her jaw was set, and he wore an expression of anger crossed with desperation.

“They’re about to be right. Please don’t do this. I’ll fight you and I’ll win, I don’t know how yet, but I will and when I do you’ll all be gone. I don’t want to win like that anymore. Please don’t make me. Please take this chance. I’m not going to offer it again,” he said.

They blinked again. No more letters. The creatures had returned to their original rounded shape, and two sharp protrusions were half extended from the front of each one.

They had also moved closer.

“Ah don’t think they want to talk ta us anymore,” said Applebloom, backing away slowly. “Doctor, ya got a plan fer how we stop ‘em?”

“Plan? I’ve heard of those. Always meaning to pick one up for myself. Never quite seem to get around to it,” said the Doctor. He was standing his ground.

“What happens if we touch ‘em when somepony is lookin’ at them? Can they still git us?” she asked.

“Not sure. Not planning to find out. We need to get to those stairs,” said the Doctor.

“You said ya beat these things before. Can’t ya just do whatever ya did back then?” asked Applejack.

“Don’t have a tear in the fabric of time and space handy, I’m afraid. The other time I tricked them into looking at each other, but I don’t think they even have eyes any more. We’ll have to think of something else,” said the Doctor.

“They’re only just clouds, right? Could we move ‘em with that?” Applebloom pointed behind them. The Doctor kept watch over the clouds while Applejack turned to look. On the other end of the room was a large standing fan, softly humming and oscillating as it spread a breeze across the room.

“Ah reckon that might work. Good thinkin’ sis. You and the Doctor stay here, watch those things real close while ah bring it over and we’ll try it,” said Applejack. She trotted to the end of the hallway and unplugged the fan. A shadow flickered across her face and she looked up. The light above her was flickering. In another part of the room a second one began to dim as well.

“Applejack, hurry up with that fan! It’s about to get a lot darker in here,” said the Doctor.

With renewed speed, Applejack dragged the fan back the way she had come. The light above where the fan had been standing a moment before winked out, and one above  began to sputter and die. Applebloom and the Doctor stepped aside to let her. Flattening herself against the wall, she slid along it past the lurking cloud, the tip of it’s claw only a few inches from her face.

More and more of the lights began to lose power. The room was starting to get dim as Applejack moved the fan into position and turned it up to its highest setting then inched back to where Applebloom and the Doctor stood. Nothing seemed to be happening.

Then almost imperceptibly, the clouds started to shift. Applejack thought she might only be imagining it, but as the blades of the fans sped up so too did the clouds. Only a few lights were left, most of the cubicles and desk were lost in pools of darkness. The currents of air from the can smooshed the three clouds against the far wall, and the doorway was clear.

“Go now, but don’t take your eyes off of them,” said the Doctor. The Apples didn’t need to be told twice. They shuffled sideways towards the door, ducking to avoid blocking the fan. Pushing open the door revealed that the stairwell was still brightly lit and Applebloom rushed inside. The others followed and the Doctor slammed the door behind them, doing something to it with the sonic screwdriver. Not a moment later the door shook as something slammed into it from the other side.

“I’ve sealed it but I’m not sure how long it will hold. We need to get to the control room upstairs, it should be nearby. I can rig something up from there,” said the Doctor as the three ponies galloped up the stairwell to the next floor. There hooves clanged against the metal steps until they reached the entrance to the second floor. Shoving the door open they fell through it, and the Doctor sealed it behind them.

The doorway led to another floor of the building, another hallway. At the other end stood a set of double doors labelled ‘CONTROL ROOM,’ which was encouraging. In the middle of the hallway hovered another cloud, which was not. This one wasted no time, the light above it instantly began to flicker and die. There was nothing on either side of them but walls covered in faded, peeling sky-blue paint.

“There, make for that door,” said the Doctor, indicating a door halfway between them and the cloud. The light that had been flickering went out completely, leaving an impossibly dark patch in the middle of the hallway. The cloud had reappeared just past the edge of it. Its form was changing into something altogether hungrier than any cloud should look. The ponies scrambled to reach the door as another light began to fail.

The trio found themselves in an abandoned break room. A table sat in one corner, with a teapot placed upon it and all the chairs surrounding it tipped over, like somepony had leaned too far back and toppled out of them. The far wall was lined with cabinets and countertops, including a sink full of dirty mugs and dishes. There was even a refrigerator and ice box. What there wasn’t was another way out.

The cloud had reached a claw into the entryway while they had pushed into the room. The hallway behind it was dark, and the cloud went to work on the bare light bulb on the break room ceiling, the last thing standing between it and its next meal.

The ponies pressed against the counter, as far from the beast as they could get. The lightbulb began to sputter and they found themselves falling into intermittent moments of total blackness. Whenever the light came back, the cloud would always be a little closer than it had been before. It was flowing into the the room bit by bit, squeezing through the door and even wrapping around the edge of the table to fit itself inside.

Applebloom screamed at the top of her lungs. It was an ear-splitting wail of absolute panic as fear gripped her heart. She reached into the sink and grabbed a fork covered in bits of dried cheese. She flung it at the cloud, but the fork passed through it harmlessly. Another flicker and the cloud had its claws fully extended, reaching out for them.

Applebloom grabbed something else from the sink, a mug this time, and chucked it. The mug went wide to their right and struck the teapot, shattering it. A puddle of brown liquid began to spread out from the broken shell, covering the table. It spread up to the edge of the cloud, and seemed to latch onto it.

The light began to grow stronger again. The cloud sucked up the tea and a brown hue started to spread through it. The Doctor grinned. “Oh, jolly good shot Applebloom. How did I miss it? It was right there in front of me this whole time and I missed it. Your basic clouds are absorbent. Of course they are, how could they not be when they have to suck up and hold all that rain water? But Weeping Angels aren’t supposed to absorb liquids like that directly into their bodies. It would be like if I turned all your blood into milkshakes without going through your stomach first. That would be bad. Well, unless you were, I dunno, afraid of getting attacked by anorexic vampires or something. The point is you would not enjoy the process.”

“So... tea hurts ‘em? They’re unstoppable but tea hurts ‘em?” asked Applejack.

“Well the way you lot brew it you can hardly be surprised. Not your fault, you just haven’t got the knack as a species. Been a decade since the last time I had a half-decent cuppa,” said the Doctor. He tried the faucet of the sink, but nothing came out of the tap. “Rotten luck, I was hoping we could make some more but they must have diverted all the water into cloud production.”

The cloud in front of them was now a uniform pale brown. The room had brightened up and Applejack could see light in the hallway. The Doctor tentatively reached out a hoof.

“What are ya doin’? Don’t touch it!” shouted Applebloom. She it was too late. The Doctor’s hoof passed into the body of the cloud, but nothing happened.

“Right then, I don’t think it’s dead but it’s too weak to send anything back in time when it’s in this form. We’re going to have to run through it to get out of here. I’ll go first,” said the Doctor. He took a deep breath and charged, before the others could protest disappearing into the cloud’s body. They heard a cry of pain from out in the hallway.

“Doctor! What is it? Are ya alright?” asked Applebloom.

“Fine, just fine. But some of it got in my mouth and... oh, wow, that’s really bad tea. It’s safe though. I’ll watch it from this side while you come through,” said the Doctor.

Applejack and Applebloom trotted up to the cloud more hesitantly than the doctor had. Swallowing their fear and pinching their eyes shut they pushed into it. For the few seconds she was inside the cloud, Applejack felt it tingling against her skin, like it was trying to grab onto her with a thousand tiny, dull hooks. She was immensely relieved when she emerged from the other side with her sister right behind her. They continued down the hall, with no sign that the tea-cloud was still following them.

A set of heavy wooden double doors stood before them, the doors to the control room. Applebloom tried the handles, but they were locked.

“Alright Doctor, go on and git that unlocked fer us, Applebloom an ah’ll keep watch fer more of ‘em,” said Applejack.

“Well, the thing about that is that these are wooden doors. Sonic doesn’t exactly get on well with wood, screwdriver won’t do it. I should be able to fashion some of the fibers from this carpet into a crude set of lockpicks and then we can-” the Doctor was interrupted when two orange hooves flashed past his face, lashing out at the door and splintering the lock with a mighty buck.

“That’s how we do it down on the farm, sugarcube,” said Applejack. She pushed the door open. No sign of clouds in there. The room was full of terminals, and the walls were covered with gauges and displays recording measurements from a dozen weather systems throughout the factory. Unlike the TARDIS controls, it was regimented and organized. Everything about it suggested that it had been designed to present information in an efficient and user-friendly fashion so an operator could spot a problem on the line before it even happened and take action. A large window on the other side of the room looked out over heart of the factory, a gigantic open chamber that took up most of the space inside the factory and where the actual work of making weather was done. A door next to the window led out to catwalk stretching over the production floor.

“Stay away from the window, I don’t want us to be spotted from down there while I’m working,” said the Doctor. He pulled out his sonic screwdriver and flitted from place to place, examining something on each one and making various grunts of approval or disapproval, occasionally flipping a switch or sonicing a box of wires. “Here we go. I can rewire the direction of the Lightning Injector so it bypasses the banks of storm clouds and sends a jolt straight to the Rainbow storage tanks. Considering the kinds of pressure they’re stored under one really good jolt should light the tanks and send this whole place sky high. See what I did there? Sky high? Cloudsdale?”

Applejack rolled her eyes. “Git on with it!” she hissed.

“That’s the good part. Two bad parts though. Well three if you count the fact that we’ll all have to figure out how to get out of the building after we trigger the detonation, preferably before the explosion itself. We’ll only have a couple of seconds while the capacitors on the injector get up to speed. Second, which is really the first one since that last bit was actually the third one I was adding to the end of the original list, is that I can’t trigger the injector from here. We’ll have to use the manual override down on the floor itself. Big yellow button, right under the catwalk. I’m hoping we can drop something onto it from up there, easier for everypony. Third, which is really second for reasons previously discussed, what I’m going to do in here will create a feedback loop that seals the pressure release valves and amplifies the production process. Baby angel clouds are going to be pumped into the central storage tank and the pressure in there’s going to reach astronomical levels. If that tank break open they’ll spill out thousands of partly-finished cloud monsters that are ravenously hungry, looking for enough food to finish their bodies with. A swarm like that will finish off every pony in this city in a matter of hours and then go looking for more,” said the Doctor. “Any questions?”

Applebloom raised a hoof. “Are there more of those clouds out there?”

“Probably dozens. They’ll know we’re there too, not enough time for sneaking around if we’re going to get this done before that storage tank goes. So I guess we’ll make that number four. Or maybe zero. Or maybe just forget the whole list thing. I’m rubbish at lists,” said the Doctor. “I know you must be scared. I don’t blame you. You’d have to be stupid not to be scared, and you’re one of cleverest fillies I’ve met. There’s an emergency exit at the other end of that catwalk. We’re going to run out, drop something like this on the button and run out,” he said and pointed to a binder laying on one of the instrument panels. Applejack grabbed the binder in her mouth. “Can you do that for me?” he asked. Applebloom sniffled and rubbed her face with a hoof, then looked up at him and nodded. Applejack moved into position to buck the door open and looked expectantly to the Doctor. He grabbed the sonic screwdriver, placed it up against the side of the machine, and activated it.

Warning sirens began to blare and the needles on gauges started to swing back and forth before burying themselves deep in the red zone. Applejack kicked back at the door. It broke off from its hinges and flew over the side of the catwalk, plummeting to the floor below where it struck the exposed cloud floor and sent up a plume of loose cloudstuff. The Doctor rushed out onto the catwalk, followed closely by Applejack leaving Applebloom to bring up the rear. The catwalk was a narrow pathway made up of individual platforms, loosely connected to one another and suspended from the ceiling by heavy chains. The surface they were standing on was more of thick grate then a proper floor.

Their horseshoes clattered noisily against the metal grate as they galloped over it. The three of them got their first good look at the production floor itself. Pipes from the floor and walls fed into a central tube, which in turn fed into a single giant tank that dominated the center of the room. A red warning light on the top of the tank was flashing, indicating that the pressure inside was exceeding safe parameters. The Doctor had said there would be dozens of clouds. There were hundreds, covering the floor congregated around the machinery. Even from their vantage point above the floor, keeping them all in sight was impossible. Applejack tried to swing her gaze back and forth quickly enough to hold all of them in her sight, but she could tell they were shifting and moving despite her best effort. “The button! There it is!” called out the Doctor. Applejack could see it now too, a big yellow button on a console that by some small miracle wasn’t surrounded by the cloud creatures.

“Behind us!” cried Applebloom. Clouds now filled the control room they had just emerged from, and one had begun to emerge onto the catwalk behind them before Applebloom had spotted it. She turned to watch them while walking backwards down the catwalk.

Without warning, a pipe next to the grate Applebloom was on ruptured under the growing pressure, sending a blast of steam into the young filly knocking her off her hooves and into the safety rail on the far side. The platform rocked away from the blast and for a single moment sat frozen in the air, caught between two terrible forces. There was a wrenching, high pitched scream of metal tearing against metal and the grate fell away. Too stunned by the impact to grab at anything, Applebloom fell to the floor below and landed with a soft foomp.

Applejack cried out to Applebloom as she fell, barely maintaining the presence of mind to keep watching the clouds around them. “Applebloom! Are you alright? Applebloom!”

Applebloom slowly rose to her hooves below. “I’m OK, I’m- Ow, my ankle! I think it’s twisted, it really hurts,” she said.

“Try to keep moving, and keep looking at the clouds,” said the Doctor from the platform directly over the button. Applebloom limped forward to the console with the button, whipping her head from side to side to hold back the clouds, but they were steadily advancing on her.

“Doctor, ya can’t hit that button yet. She won’t be able ta git away in time. If we can it her back up here I can carry her, but how? Dang it, why didn’t ah bring mah lasso?” said Applejack. The central storage tank started to groan and warp. A rivet popped and shot out, breaking one of the factory’s windows.

Applejack diverted her eyes from the clouds for a single moment to looking into the Doctor’s face. All she saw there was pain, and the burden of a horrible choice.

“Applebloom,” said the Doctor. His voice was suddenly flat and deathly calm. “I’m sorry. I’m so, so, sorry. But I need you to hit that button. If we don’t then that tank is going to crack open any minute and this entire world will be devoured. I’m so sorry, Applebloom, nopony should have to do something like this. This is so unfair. So unfair. But it’s the only way.”

“No! She can’t! The explosion’ll kill her,” said Applejack, her tone on the verge of absolute desperation.

“It won’t. Not if she closes her eyes.”

“But then those clouds’ll git her instead,” said Applejack. The sudden realization hit her like a brick to the face. “You bastard. You can’t tell her ta do that. That’s just as bad as dyin’. You can’t. She’ll still be gone-”

“She’ll be alive. I’m sorry, Applejack, it’s the only way,” said the Doctor. He looked off at the clouds that were drawing in closer, bitterly glad to have an excuse not to look Applejack in the eye. “Applebloom, wherever you end up don’t tell anypony where and when you’re from, and don’t interfere in any major historical events. Just live.”

“Ah’m goin’ with her. Ah won’t let her go alone. Ah won’t-”

“No!” cried out Applebloom from the factory floor. “Ah won’t let ya do that sis. Ah need ya ta go back to the farm and... ah need ya ta tell Big Mac and Granny Smith that ah love ‘em and ah’m never gonna forget ‘em no matter what.” Applebloom put on the bravest smile she could for her big sister.

Streams of tears ran down Applejack’s cheeks, dripping down through the grate below. “Ah love ya so much, Applebloom,” she said.

“Ah love ya too, Applejack,” said Applejack. She turned around to face the clouds again to hide her own tears. “Ya better git ready ta run when ah hit this, if ya go gettin’ yerself blown up ah’ll kill ya,” she said.

The Doctor lightly touched Applejack’s shoulder. “Applejack, for this plan to work you’re going to have to look away from her,” he said as softly as he could manage to while still being audible over the sirens. Applejack broke down, her chest heaving with gasping sobs as she turned away from her sister for the last time.

“Go!” yelled Applebloom. She slammed a hoof down on the button and squeezed her eyes shut as klaxons began to wail throughout the factory. The Doctor yanked Applejack forward, galloping for the emergency escape door at the other end of the catwalk. They threw it open as the world around them erupted into light and heat and pressure and pain, until mercifully Applejack lost consciousness.


The first thing Applebloom figured out was that she was falling.

She opened her eyes and found herself spinning lazily in the air in total freefall.

She wasn’t dead!

She turned enough to look down at what she was falling towards. The ground stretched out in every direction, growing noticeably closer with every second.

She wasn’t dead yet.

Applebloom began to flail around uselessly. She could just barely hear herself screaming above the roar of the wind whipping around her. In the corner of her eye she caught just a glimpse of an orange shape coming at her, and suddenly she felt her descent slowing and levelling off into a glide.

“Will you please stop screaming right into my ear?” asked a voice above her. Applebloom stopped screaming and looked up. She was being held aloft by a pegasus colt and gliding in sweeping lazy circles through the air. His wings were spread wide to catch the air currents while his purple mane and tail billowed behind him

A few moments later they touched down gently in a grassy clearing and the colt released his grip on her. “Lucky thing I decided to go for a lunchtime flight, huh? How’d you even get up there anyway?”

The Doctor’s warning not to tell anypony the truth about where she had just come from from echoed through Applebloom’s mind as she tried desperately to come up with a semi-plausible cover story.

“Oh, Celestia, where are my manners? I’m Gear Shift, my family runs the bike shop down in the village,” the colt said pointing to the bicycle cutie mark on his flank. “What’s your name?”

“It’s... uh... Sunny Bloom! Yep, Sunny Bloom, that’s mah name. Mah parents picked it ‘cause we grow... uh... we grow sunflowers! So that’s me, Sunny Bloom. Pleased ta meet’cha” she said. She stepped forward to offer a hoof in greeting, but when she shifted her weight onto her hurt leg a lance of pain made her cry out and nearly collapse.

Gear Shift’s skeptical expression turned immediately into one of concern. “Your ankle’s all swollen. What happened?” he asked.

“Ah guess ah musta twisted it when ah landed,” said Applebloom. It was technically true. She just hadn’t said which landing.

“Oh my goodness I am so sorry! I tried to put you down as gently as I could. You can’t walk on that. Tell you what, let’s go back to my family's shop. My mom can patch you up. I’ll carry you there,” said Gear Shift.

Applebloom looked into his face and blushed. There was something about him that made her heart race. “Ah would like that,” she said, letting the colt sweep her up off her hooves and flap towards his village.


Applejack sat at her kitchen table staring out the window at the sunny afternoon outside. Her chair wobbled as she shifted in it, and she made a mental not that she’d have to fix that soon. There were a lot of things she needed to fix. The whole farm was looking shabby and run down. The barn needed to be painted, cabinet doors were hanging off their hinges, and nopony had dusted in over a week. Still Applejack just sat there and stared out the window, unable to motivate herself to do any of it.

The official investigation into Applebloom’s disappearance was two months old now. The guards had apologized profusely to her several times for their lack of progress. They’d been stretched thin the last few months, investigating the explosion at the weather factory and the disappearance of numerous weather team pegasi all over Equestria. There hadn’t been any more disappearances in over a month though, so they had more time to look into it now. Not that they’d find anything. Applejack hadn’t told them what had happened, and keeping the secret was tearing her apart. They would have called her crazy if she had.

Maybe she was crazy. She hadn’t seen hide nor hair of the Doctor since that day. Maybe the truth was something more terrible and she couldn’t deal with it, so she’d made herself believe a crazy story where Applebloom could still be alive somewhere. Did crazy ponies know they were crazy?

“Howdy AJ,” said Big Mac coming in from the fields to splash some water on his face.

AJ glanced over at him. Big Mac was the only thing keeping the farm from falling apart completely. Maybe it was the hope that they’d find Applebloom that kept him going. She had to be honest with him about what she knew. She promised herself she’d tell him tomorrow, just like she had every day for the last six weeks.

When Applejack didn’t reply to his greeting, Big Mac continued. “Found somethin’ odd when I was plowin’ the new fields,” he said. He went out to the porch and came back with a metal chest carried under his foreleg, caked with dirt and mud. Above the latch was a word carved into the metal.


She stared at the chest. “What’s in it?” she asked, her voice crackled from disuse after the hours she’d spent in silence.

“Can’t say. Ah tried ta open it, but it’s sealed up tight,” he replied.

Applejack reached out to the box. As soon as her hoof touched it the lid flung itself open like it was spring loaded. Applejack jerked away and nearly toppled over backwards before Big Mac caught the back of her chair with a hoof and steadied her. They both peered into the box. It was full of papers, handwritten notes, letters, official records, information of all kinds. Sitting on top of the pile was an envelope covered in big block letters that read ‘READ THIS FIRST.’

“Whelp, ah’ll be out in the barn if ya need me. Hay’s not gonna bale itself,” said Big Mac, turning to leave.

“Huh? Don’tcha wanna know what all this stuff is?” asked Applejack.

“Ah think whatever it is it’s meant for you, not me,” he replied. “Ah’m sure if it’s important you’ll tell me about it when the time’s right.” The reminder of his faith in her was like a knife twisting in her gut. She said nothing as Big Mac walked away towards the barn.

Applejack stared at the letter in her hooves for a long time before she could bring herself to open it. She tore open the top of the envelope and pulled out several sheets of paper. Unfolding them, she began to read.

Dear Applejack,

If you’re reading this, then you found the box, thank Celestia. I’m worried that nopony is ever going to find this and you’ll just be wondering what happened to me for the rest of your life, and the idea of that just tears me apart. It’s Applebloom. It’s been a long time since I used that name though, everypony here calls me Sunny Bloom.

After I hit that button, the clouds must have gotten me. I was worried that it would hurt, but I didn’t feel anything so don’t worry about that. They sent me back 90 years to exactly the same spot in space. Did you know that Cloudsdale can move? Did you know that it had only been in the place it was that day for the past 20 years? I found that out the hard way.

I would have died right then and there if Gear Shift hadn’t been in the area. He’s a pegasus who worked in the local bike shop in his village. He caught me and let me come back to the village with him to treat my sprained ankle. His family was really kind, wonderful ponies. They let me stay in their spare room for a couple of days. I wanted to repay them, of course, so I helped out around the shop. Turns out I have a bit of a gift for building and repairing things and I caught on quick. I even got my cutie mark from it! A hammer and wrench. I can’t help but laugh remembering everything I tried with the crusaders, when it seems so obvious to me now what my special talent is.

I kept working in the shop, and a few days turned into a few weeks turned into a few months. Before I knew it an entire year had gone by!

That’s when the Doctor showed up again. I think for him it was right after the explosion and him bringing you back to Sweet Apple Acres, because he was still a little bit on fire. I begged him to take me back to our time, but he wouldn’t. He said that because of what the clouds had done to me when they sent me back it was too dangerous. The way he described it was that I was like an hourglass with a hole in it now. If I’m tilted right the sand can still run OK, but if the sand goes over the damaged part it’ll all flow out too fast. Then he left to hunt down any of the cloud things that might not have gotten burned up in the explosion. I get the impression he was planning on going through a lot of tea.

So I kept working at the bike shop. Gear Shift and I were a great team. He would come up with all sorts of brilliant designs and I’d figure out how to put them together. That teamwork grew into something more. We fell in love, and I married him. You’d have liked him, Applejack. Maybe a bit softer than you’d want a stallion to be, but he’s gentle, he’s kind, he’s always there when I need him and I love him to death. We moved to the big city, Manehatten, and opened up our own shop. We had two foals together, who grew into the most wonderful stallions I could have asked for. The older one, Bubbly Brew, is Apple family stock through and through, a big strong earth pony. I see a lot of his uncle in him. If you can, track him down and invite him to the next family reunion, he’d fit right in. He’s in Fillydelphia these days. I’ll put all the information you should need in the box. Tell him to bring a couple barrels of ‘Mom’s Special Recipe’ if you want a REAL party.

My youngest is a pegasus just like his dad, although not nearly as good of a flyer. Blame my earth pony genes, I guess. We named him Greased Axel, although he just goes by Axel most of the time. He grew up in the workshop, and it stuck. If it moves he’ll design it, build it, and race it. I swear I have more gray hairs in my mane from watching him try to pull some crazy trick or jump. He could have taken over our shop, but we aren’t quite ready to retire yet. He decided to set out on his own and you’ll never guess where he picked. Ponyville! Sure, I might have given him a few itty bitty nudges in that direction but he loves it there. He married an earth pony named Rose and she’s pregnant now! I’m so excited, I’m gonna be Granny Bloom soon!

The wedding was in Ponyville, and it was the first time I went back since the weather factory. It hurt. A lot. Things I thought I had dealt with came back with a vengeance. I found myself ambling towards Sweet Apple Acres, telling myself that I just wanted to look and that I wouldn’t talk to anypony there. I don’t know what I would have done if I’d actually made it there, but I don’t think I would have been able to help myself from telling them everything I’m telling you now. About a mile from the farm the Doctor showed up again and stopped me, told me I couldn’t go. I was crying pretty hard so I didn’t catch everything he said, but I think he said that if I told somepony about the future there were a pair o’ ducks that might erase us from time. I’ve never heard of ducks that could do that, but we do live near the Everfree forest. I cleared everything in this letter with him, but just in case be extra careful around the ponds.

The Doctor and I made a deal, and he gave me this box. He told me what I was going to have to do to make sure time kept working right, and I agreed to it. I'm not allowed to contact you myself but I’m arranging for you to talk to somepony in particular, and once you do it’ll make more sense. Please hear her out. Once you have, please forgive her and me for what we had to do. Most importantly, forgive yourself. There wasn’t anything you could have done differently to stop this. Even though I miss you all terribly, I’m happy. I have a wonderful life filled with love and friends and I wouldn’t trade it for anything in the world. I want you to have that too. So as soon as I finish this letter I’m going to start writing down everything I can about my life and stick it in the box. I’ll write until my hooves fall off if I have to, but I’m going to to write down everything. Even if you can’t share your life with me anymore, I want to share mine with you.

The Doctor didn’t lie when he said I’d see you again. I saw you today. I was eating lunch at an outdoor cafe in Manehatten, when I saw a little orange filly go by carrying a bundle wrapped around a stick. You didn’t have your cutie mark yet, but it didn’t matter. I know it was you, I knew the moment I saw you and I’ve never been so sure of anything in my life. I’ll be watching the skies for a Sonic Rainboom any day now. But that’s how I know that it’s time to write this letter and bury the box. You have your whole future ahead of you and I want you to live every minute of it.

All my love always and forever,
Apple “Sunny” Bloom

PS. This sentence is filler. The Doctor said I should make this letter 1328 words long ‘so that the timing works out right,’ whatever that means.

The instant she’d finished reading the very last word, there was a knock on the front door. Applejack raced over to it and flung it open, not expecting to find...

“Scootaloo?” she said.

She hadn’t seen the filly for well over a month. After Applebloom had vanished, Scootaloo had stopped coming by.

“Um, hi Applejack. Are you the one I’m supposed to meet here? The letter didn’t really say. It just said to come here today and bring this picture,” said Scootaloo. Applejack took the picture from Scootaloo’s outstretched hoof. It was an old picture, sepia and faded from the days before color photography. It was a young earth pony mare smiling and waving to somepony off camera. It was Applebloom, older than she remembered her but Applejack recognized her sister instantly.

“Where did ya get this?” asked Applejack.

“Photo album. That’s my Granny Bloom,” said Scootaloo.

Applejack didn’t say anything for some time, letting everything she’d just discovered sink in. A rush of contradictory emotions crashed through her mind, Scootaloo stood on the porch growing increasingly uncomfortable.

Finally Applejack broke the silence. “C’mon in,” she said. Applejack led her to their parlor, away from the kitchen and the metal box. They settled onto some cushions spread out across the floor. “Now why don’tcha start from the beginning. What letter?”

“A couple days before Applebloom disappeared, Ditzy Doo came by my house. My parents were at dinner so I answered the door. I thought she was just running late on her usual mail route but she told me she had a special delivery for me, an old letter that I couldn’t tell anypony about. Well, I was really confused until I saw that it was Granny Bloom that had written it,” said Scootaloo

“Does yer Granny Bloom write to ya very often?” asked Applejack. She couldn’t stop her voice from trembling a little as she asked. If Applebloom was still sending letters and had sent Scootaloo to let her know then-

“She died a couple years ago, actually, that’s why getting a letter from her was so surprising,” said Scootaloo.

“Oh Scootaloo, ah’m sorry,” said Applejack as the last ray of hope she’d been holding onto died away. “Ah’m so, so sorry,” she said again, but not to Scootaloo this time.

“Thanks, but it’s fine. It was awhile ago, I don’t miss her so much any more” said Scootaloo. Her misty eyes said otherwise.

“Were ya close wit yer Granny Bloom?” asked Applejack. In her heart she already knew the answer.

“Yeah, I was. After Grandpa Gear Shift died, she couldn’t run her bike shop in Manehatten anymore. She sold it and moved in with us. I loved playing with her. Before I met Sweetie Belle she was my very best friend. It was kinda like, most grown ups treat me like I’m just a little filly but she didn’t,” said Scootaloo. Her voice wavered and tears started to trickle down her cheeks as she remembered. She stopped to clear her throat before continuing. “It was weird too, sometimes she would say things like she was remembering them, but then they would happen later. Remember when the tree fell and knocked over the water tank and it flooded main street? Granny Bloom told me not to go outside into the flooded street two days before it happened, when it was dry and sunny! The other grown ups thought she was just getting old and crazy, but I noticed how much she was right. That’s why I did what the letter told me to.”

“What did it say ta do, Scootaloo?” asked Applejack.

“The letter said I had to go to the weather factory in Cloudsdale. So when Rainbow Dash said she was going to pick up a new batch of clouds I begged and begged her until she said I could come, then I snuck in. Nopony seemed to even care that I was there. They were all running around yelling about how some ponies were missing or something, so I could get anywhere in the factory. The letter told me it was super important that I do it or something really bad would happen, but the stuff it told me to do didn’t make any sense! I brewed a pot of tea and left it on a table in a break room, moved a fan from one place to another, stuff like that. But I screwed up. Granny Bloom trusted me to keep something bad from happening and I promise I tried my hardest but it blew up anyway. She counted on me and I let her down,” said Scootaloo, and broke down crying. This must have been something she’d kept pent up for a while. Applejack wrapped her foreleg around the filly and hugged her.

“There, there, Scoots. It ain’t yer fault. You didn’t blow up the factory. Maybe Granny Bloom wanted it ta happen just like it did,” said Applejack.

“Why? Why would Granny Bloom possibly want to blow up a factory years after she died? I could’ve saved all those ponies, all the ponies they never found after the explosion. I could’ve saved ‘em but I must have taken out the wrong bolts and now they’re all dead,” said Scootaloo before she started crying again.

Applejack hugged her again, but there was something she didn’t understand. “What do ya mean ‘the wrong bolts,’ sugarcube?” she asked.

“From... *sniff* from the catwalk. The letter was really specific about which safety bolts I was supposed to unscrew and how much and I followed the directions super carefully. I know a bit about that kind of thing, my Dad showed me how he used the stuff in his shop and I thought I did it exactly right but I couldn’t stop it,” said Scootaloo.

Applejack’s blood turned to ice. Whatever Scootaloo was saying now she couldn’t hear a word of it. All she could hear was the sound of metal ripping apart, the sound she’d heard right before the catwalk fell out from beneath Applebloom’s hooves. The catwalk would have held. It would have held except it had been sabotaged. It had been sabotaged by Scootaloo.

“Um, Applejack? Could you hold me a bit less tight? You’re kind of crushing me,” said Scootaloo.

Applejack didn’t respond. Her sister was dead. She knew that now. Applebloom had been murdered. It didn’t matter if Scootaloo hadn’t meant to, because of her Applebloom was dead. Applejack had used the expression ‘so mad she saw red’ before, but until that moment she hadn’t understood it. She was too furious to see anything except a red blob in the center of her vision that pulsated in time with her racing heartbeat. She was too mad to even remember to breathe.

“Ow, Applejack, stop it! You’re hurting me,” cried Scootaloo as Applejack squeezed her even tighter. She wouldn’t stop. She wouldn’t stop until-

Please hear her out. Once you have, please forgive her and me for what we did.

The words of the letter cut through her anger like a knife. She gasped for breath, and felt a tear roll down her cheek, falling on the trembling filly in her arms. On Applebloom’s granddaughter. Something inside Applejack that had been sealed up for a long time suddenly cracked open, and she collapsed against Scootaloo. She was no longer hugging the filly to comfort her but clinging to her for support as the heaving sobs wracked her body. When Applejack’s grip loosened, Scootaloo initially squirmed to wriggle away but stopped when she noticed the change in Applejack’s demeanor. They sat there huddled together for a long time as Applejack cried for everything she’d lost, and everything she’d gained as well.

Finally, Applejack had no tears left to cry. When her breathing returned to normal Scootaloo spoke again. “Applejack, the letter also said to come here because you’d know... you’d know what really happened to Applebloom. Can you tell me? I miss her so much, Applejack”

“That’s a very strange story, Scootaloo. Ah’ll tell ya but I don’t think you’ll believe me. Ah was there and ah still don’t believe halfa it. But ya deserve ta know, if you really want to,” said Applejack.

“I want to know. I have to,” replied Scootaloo

Applejack blew her nose on a handkerchief. She and Scootaloo made themselves comfortable. Then Applejack told her grandniece the story of the day she’d met the Doctor.