Doctor Whooves - The Series: Episode Four - Only Skin Deep

by Loyal2Luna

Ch. 3: The Last City of Qing

-The Science Spire-

Pinkamina Diane Pie’s reflection looked back to her, distorting her features like a funhouse mirror around the edges as she tilted her head, her blue eyes gazing back at her and sparkling with childlike wonder.

“Ooooooohh what’s this thingamajig, Kir?” the pink pony asked, turning over her shoulder as her friends continued making casual conversation with their new alicorn-sized alien friend.

“It’s a mirror obviously, Pinkie,” Twilight answered with a trace of annoyance, amazed at how something so simple had captured the party mare’s attention given their situation.

Aside from some amusement at Rarity’s exaggerated and over-dramatic reaction to his introduction, Prince Kir had shown himself to be a deft host as well as a perfect gentlecolt. Like his attache, Kir was unperturbed at the obvious alien nature of his guests and showed himself to be quite well-spoken; with a manner that Twilight thought was more appropriate for a skilled diplomat than a scientist, as his title claimed him to be. As the opening exchange of names had come to an end, the Lord Prince led the four ponies towards what he declared to be a personal antechamber, which Twilight had to admit seemed to have far more in common with a laboratory than a throne room.

Large complex-looking chemistry sets lined one wall, vials filled with all sorts of mysterious fluids, although none of them were currently active, and multiple half-constructed devices of various configuration lay about on the many tables. While not as cramped or varied as DiHoovsie’s workshop, the devices in easy view were easily of an advanced nature. And though Twilight could only guess at their purposes, she did notice that the white metal and clear crystal that was clearly key to Quilin architecture were also the materials of choice for the majority of their technology.

With an amused smile, Kir excused himself and broke away from a slightly tongue-tied Rarity, who had been attempting to regain her composure while she had the quilin prince’s attention, and moved over towards Pinkie, who was now making faces at the crystalline mirror that lay against one wall.

“Memory diamond,” Kir told the pink pony, standing by her flank for a moment and looking at both of their reflections before reaching forward, tapping the edge ever-so-slightly with the pointed tip of his platinum hoof-cuffs. As he traced back along the edges in a counter-clockwise direction, the reflection took on a life of its own, Kir’s likeness walking backward out of the image while Pinkie’s faces played out before her again, only in reverse.

“Any image captured in its surface can be saved and replayed,” Kir explained, moving his hoof off the crystal surface and causing the images of Pinkie making faces to play back again, much to the mare’s obvious delight. “One of many novelties the Science Spire has developed under my rule.”

“Ooohhhhh, neato!” Pinkie exclaimed, watching the image of herself pull the bottom of her eyelids down to make a disturbing face as an enthusiastic expression overcame her, Twilight almost shuddering to think of what sort of applications of such technology were coming to her friend’s mind.

“Although such a device feels like an utter insignificance compared to what has taken place here today,” Kir stated, turning back towards his other three guests with an obvious excitement of his own. “Before the endless winter descended upon our world, our scholars and scientists had only dared to believe that life existed in the space beyond our blue star. But never in my life did I imagine that I would actually live to meet such beings. I simply must know, Lady Sparkle, Lady Rarity…”

Rarity blushed a bit as Twilight, accustomed to the honorific due to her status as Celestia’s prized pupil, accepted the title with a modest nod.

“ did you come to the Last City? And for that matter, how did you pass through the Great Dome?” The Prince managed to reign in his curiosity some, maintaining his air of measured grace. “Until today, I had thought our bastion hidden and our protective barrier impenetrable.”

“Oh, we have this box…” Rarity started, then caught herself as the immediate image of a foal playing pretend in a packaging box came to mind, and she did not want the same thought to influence their host. “…A ship.”

“A spacecraft? Fascinating,” Kir nodded. “Although, that does not explain how you managed to enter the center of the city without crashing through the Dome.”

“Our ‘ship’ doesn’t really work like that. It just sort of… appears,” Twilight elaborated, suddenly looking around for the one pony that could actually give an accurate description of how they landed. She wasn’t surprised to see him some distance away, looking over the devices on the shelves and paying their host no heed at all. Hoping to maintain the Prince’s attention and keep it off the fact that the Time Pony was quite rudely keeping to himself, Twilight added: “We weren’t really intending to come here, but it suffered some sort of malfunction in mid-flight. I’m afraid it landed in your ballroom and caused a little unintended damage. We apologize for the mess, your highness.”

Kir waved her off, maintaining his smile.

“Oh, there is no need for such formalities, Lady Sparkle. I insist you refer to me as Kir. After all, you were kind enough to allow me the use of your names, and it would be poor manners for me not to do the same.” The quilin nodded before turning to the side and drawing attention towards Sai, the small silver quilin that had so easily blended into the background to go unnoticed by the ponies. “Sai, is what she says true?”

“Yes, Milord,” the Prince’s attache nodded, his tone somehow managing to sound both confident and deferent. “The ‘alien’ device we were first informed of was confirmed by our guests to be their vessel. At the Doctor’s request, it has been left in the Azure Halls.”
Twilight took note of the look of concern that passed over the Prince’s face, an expression that was strangely familiar given his alien appearance.

“I see,” he stated with a somewhat distracted tone. “Sai, would you kindly direct members of the Science Spire’s Court to the Azure Halls to ensure that the vessel remains untouched?”

“At once, Sire.” Sai knelt down with both forelegs splayed out in a submissive gesture before pulling himself up and cantering out of the room quickly.

“Is there a problem?” Twilight found herself asking, the Prince’s sudden change in disposition for some reason rubbing her in all of the wrong ways.

“No, I shouldn’t think so,” Prince Kir shook his head. “However, it would be for the best to be cautious. You see, I for one am eager to welcome you as our city’s first visitors since its founding; to share what we have accomplished in spite of our confinement and the society we have built in defiance of the ice beyond the Dome. Why, a mutual exchange of culture alone would be a monumental milestone for our people, the likes of which has not been seen in recent memory. However, some of my less... academic peers might object.”

“Ohhh, now I can’t imagine why that would be.”

The Prince and three mares turned towards the voice of the Hourglass Stallion, goggles pulled down over his eyes as he ran a hoof over what looked like a random device, the white metal shell broken open to reveal a bundle of thin metal wires.

“Four equine explorers, traveling the stars to explore strange new worlds… seeking out new life and new civilizations...” the Doctor shrugged with a small smile.

“Boldly going where nopony has gone before!” Pinkie suddenly spoke up, her foreleg up in a declarative manner, unable to contain herself as the Doctor turned back towards the gathered ponies and quilin prince. “Heeey, that’s kinda catchy.”

The Doctor merely chuckled at her antics before reaching up and pulling his goggles off of his muzzle.

“Indeed. Certainly nothing for anypony… or anylin for that matter… to get upset over.” The Doctor nodded, a broad smile on his lips as he moved back towards the group with an easy stride. “And I agree: In the interest of establishing a friendship between Qing and Equis, an open exchange of knowledge is an excellent idea.”

“Really?” Kir seemed surprised, as well as delighted at the stallion’s attitude.

“Really?” Twilight echoed, her expression a bit more skeptical.

“Yes. In fact… I would say this calls for a celebration! A chance to allow us the honor of meeting with your fellow Princes and the elite of your magnificent city.”

Twilight narrowed her eyes at the brown colt, who paid her no mind as she tried to work out what the Time Pony was planning.

“Precisely what I was thinking! It is time that the banquet had a purpose beyond the usual mingling. A chance to show you our hospitality!” Kir’s smile widened as he nodded to the smaller brown colt. “Take care, my friend. Some of my people may begin to suspect you capable of reading their minds if you do that too often.”

“Now that would just be preposterous,” the Doctor grinned, his tone civil, but with an underlying amusement that was clear to the pair of unicorns, who both remained silent.

Something that the pink earth pony clearly did not pick up on.

“Actually, Dashie told me that--” Pinkie was suddenly at the brown stallion’s side, quick to point out a fact she had heard before he quickly nudged her in the ribs, causing a ticklish giggle to cut off what she was saying.

“Pinkie,” the Doctor started curtly before she could recover enough to continue her line of thought. “Why don’t you go after our little friend Sai and let him know that the Prince has ‘graciously’ decided to throw us a welcome party?”

Rarity couldn’t help but smirk as the last word out of the Doctor’s mouth caused their pink friend’s eyes to shrink to pinpoints, her brain clearly going into overdrive as a large grin came over her. Her first reaction was a single soft squeak before she began bouncing around the room erratically.

“OOOOOoooohhhh, OH YES!” The mare launched herself from the floor with an enthusiastic “poing” as she dove towards and out the door, talking all the way. “We can set it up around the TARDIS the blue theme is perfect for Azure Halls they already have the lighting and everything and I can set up banners and give Moth pointers on how to and we can show them Equestrian games and pull out my record player and show them my slick moves Oh! I know what I need to do! I need to write a song about this, it’ll go over great, I bet that they’ve never heard a...”

There was finally silence as Pinkie moved out of earshot, bouncing with a purpose after the shining attache as Kir watched the doorway a moment longer.

“Lady Pinkie seems to be quite… enthusiastic,” Prince Kir stated, his voice disbelieving at the behavior.

“Yeah, that’s about normal for her,” Twilight waved it off as Rarity moved a bit closer to the tall quilin, a hesitant expression on her face.

“While we wait for Pinkie and our little friend to return, perhaps a tour?” the Doctor asked with a large smile on his face. A smile that Twilight felt sure was hiding something. “Your home is quite magnificent, Your Highness. And I would like to see more.”

“I am sure I can arrange something like that,” Kir nodded, his expression considerate. “Allow me some time and I will see if I can find a knowledgeable member of the Science Court that can offer the proper insight into our--”

“Umm, Your Majesty?” Rarity started, unsure of herself. “If I may…”

“Kir… I insist,” The quilin royal’s large golden eyes moved over to the smaller white mare, who had to control herself as she felt her heart rush.

“Alright, Kir…” the unicorn blushed lightly, pink tinging her white furred cheeks. “If it’s not too forward of me to ask, perhaps you could show us around yourself? I am sure you have your own questions about Equis… and I would LOVE to learn more about you.”

The Prince’s concern melted away as he smiled warmly, leaning down so that he did not tower over her and so that he might better address her.

“Lady Rarity… it would be my pleasure.”

The unicorn nodded in thanks as Kir brought a foreleg up and directed them towards the doorway which his assistant and Pinkie Pie had left earlier, leading Rarity along as the Doctor and Twilight fell into step behind them.

“What are you up to?” Twilight asked in a low tone, attempting to keep her voice from carrying as Kir began to ask Rarity a few opening questions about her own home.

“Pieces to the puzzle, Twilight,” the Time Pony nodded, maintaining a soft smile that the unicorn identified as a mask over concern. “All pieces to the puzzle.”



The small silver quilin, flanked by several similarly-built aliens each wearing stoles that matched his almost perfectly, paused at the threshold of the Science Spire as several heads turning back towards the sudden cry with a look of confusion.

“Lady Pie?” the silver quilin tilted his head, unsure as to why the large fuchsia mare was moving towards them now that they had met with the Prince.

“Is something wrong?” one of his compatriots, a small, dull grey mare asked, reaching up to nervously pat down the stole at the side of her neck as if having to reassure herself that it was there.

“No… It’s alright. I’ll speak with her.” The Prince’s attache shook his head, lifting a hoof to wave them forward. “To the Azure Halls, all of you. Wait for me outside the threshold. I’ll be along in a moment.”

With only an obedient nod, the five members of the Science Spire Court moved on, exiting the safety of their own spire and moving onto the Golden Roads with an obvious anxiety, remaining in a small herd where their flanks were almost touching.

Pinkie Pie came to a halt just short of the quilin, a large smile on her face as she bent her legs slightly to be more face to face with him.

“Hey there, Sai!” Thought you didn’t hear me,” the mare told him, causing the silver quilin to wince slightly, although she was unsure why. “Kir wants to throw a ‘Welcome to our World’ party for us so we can meet all the fancy-pantses!”

“I see,” the quilin nodded. “If that is what the Prince desires, then it shall be done.”

“Oh, goody!” Pinkie grinned enthusiastically. “I’ll come with you! I have all sorts of ideas for Moth. This will be the best party ever in this whole world!”

“You wish to tell the Master of the Halls how best to accomplish his task?” the quilin asked, clearly concerned.

“Not to step on anypony’s tail, but I think I could show him a few tricks,” Pinkie boasted happily

“I… don’t believe that would be altogether wise, Lady Pie.”

The pony’s mirth and whimsical smile faded in an instant, her expression suddenly neutral and voice flattened in a way that the Lord Prince’s attache would not have believed was possible.

“Why not?”

“Claiming authority in such a manner may be seen as... offensive,” the quilin attempted to explain, although his warning tone clearly fell upon deaf ears.

“Nahhh! It’ll be fun! Tell ya what: I’ll take care of the decorating and all of the hard stuff and you and the Prince can come and enjoy!”

Taken aback by the sudden shifts in her disposition, Sai hesitated.

“You... want me to attend... a noble’s banquet?”

“What’s the matter? Don’t you like parties?”

“I would not know...” the silver quilin offered. “I have never been to one.”

What Sai had said drew an abrupt and startled gasp from the pink pony.

“Whaaaaaat!?” Pinkie exclaimed dubiously, as if the simple comment was an affront to the laws of nature themselves. “Why not?”

The Lord Prince’s attache drew back as though he had been struck, shock plainly etched in his features as he tried to comprehend the question.

“Because I’m Sai,” he stated, certain that would clear up the misunderstanding.

“Well, duuhh...” Pinkie rolled her eyes. “Sure that’s your name, but that’s no reason not to go to a party. OH! I wonder if Sai and Sai would wanna come too!”

“Sai is not my name.”

“But you said to call you that.”

Pinkie looked at the alien for a moment in confusion, the confusion that had been mirrored in his own eyes beginning to clear, replaced by comprehension.

“I don’t have a name. A sai is... well, it is what I am. In as much as you called yourselves ponies, we are Sai,” the small quilin tried to explain before nervously looking over his shoulder. “And I really should be attending to my duties.”

“Waitaminute! If you don’t have a name, then I’ve been calling you Sai like you would call me ‘Pony’? Now that’s just rude,” Pinkie reasoned, setting a hoof to the underside of her chin as she looked at the quilin thoughtfully. “You’ve got to have a name... Hmmmmm, what should it be?”

The sai’s eyes widened by degrees, causing him to look over his shoulder with worry before he put up a hoof, stammering for a moment.

NO! No, that’s... quite alright! Just Sai is perfectly--”

“I think I’m gonna call you ‘Silver.’ How does that sound?” Pinkie gave the quilin a large grin.

The sai tilted his head, now seeming quite unsure of himself as his objection was replaced with a question.

“You wish... to name me after a metal?”

“Well, you’re all shiney with those scales. You look like a big ol’ peice of polished silver; literally! So why not? Perfect little nickname for my sterling little friend.” Pinkie reached up and patted the sai affectionately right between the horns, an action that he accepted, albeit grudgingly, finding himself torn over the situation that was arising here.

“‘Nickname’?” he asked, unfamiliar with the concept.

“Sure, like mine. Pinkie isn’t my real name, it’s just what ponies call me because it’s easier to say than ‘Pinkamina Diane Pie.’ It’s just something that makes me stand out from the other ponies named Pinkamina.”

The sai, now dubbed ‘Silver’ by the alien mare, wasn’t sure how something so obtrusively pink could fail to stand out, nor whether such an odd, foreign-sounding name as “Pinkamina” was common among her species.

“So it’s... much like a title, then?” the sai reasoned. “An honorific to differentiate us in your eyes?”

“If you wanna get all dictionary about it, I guess.”

“Well, I suppose, if your culture encourages such things, then that would be... tolerable,” Silver nodded hesitantly. “Although, If you would refrain from using it around the Master of the Halls or other quilin, that would be greatly appreciated. But, for the time being, I should go and attend to the matter at the Azure Halls. It would be best if you were to--”

“Why, Silver! I would love to walk you back to the Azure Halls! I thought you would never ask!” The pink pony darted forward, hooking a foreleg under Silver’s as she moved past him and causing him to pivot around a full one hundred and eighty degrees before another nudge on his shoulder brought him into step with the mare at his flank.

“Now, how about you tell your new bestest friend Pinkie why in Celestia’s name you’ve never been to a party?” Pinkie started, her tone sweet and assuring as her hooves clicked on the golden road leading away from the Science Spire, the sai’s stammering attempts to decline the mare’s company unheeded as he moved his legs quickly to keep up with her stride.

-The Halls of Azure-


Another thick strap broke as no fewer than a dozen sai went stumbling over themselves, some crying out in surprise as they tumbled over one another. They had been suddenly freed from the burden they had been desperately attempting to remove from the Halls while several other sai were hard at work repairing the damage caused by the sudden appearance of the this infernal object.

The Master of the Halls growled slightly in his throat as the blue box, still laying on its side, refused to budge so much as a hair from its place.

It was taunting him, a large blue obstacle staying obstinate as he attempted to prepare for the dim cycle’s banquet.

It couldn’t have appeared and crashed out on the Golden Roads or in one of the Prince’s Spires, or at least the Sai Blocks where such damage would hardly be noticed. No, it had to crash here! In his Halls, where it was now his problem.

“You! Stop what you are doing and find out where the sai that the Lord Prince promised us are!” the Master of the Halls snapped at the nearest of the sai, who was busy untangling himself from the straps that they had lashed around the blue box.

“Yes, Sire! At once!” the sai stumbled over itself for a moment longer as he kicked off one of the straps and darted for the large, ornate door.

“It is hollow, My Lord,” a voice called from off to the Master’s side, the taping of a hoof on the strange object causing him to look up towards a sai that had clambered on top of it. The noise was the result of the diminutive colt jumping lightly on the side that the strange aliens had climbed out of. “And warm to the touch... but certainly not made of ore or stone. There is no reason it should be so heavy.”

“Are you of the Science Spire, Sai?” the Master of the Halls asked, his tone testy.

“No, Sire. But I thought...” the sai looked away sheepishly, reaching up to pat at the stole around his neck, which was white and blue.

“THEN GET DOWN FROM THERE!” the quilin snapped, causing his underling to wince. “It is not your duty to analyze such things! You are not here to think! So stop trying to impress me and get back to work!”

The sai complied immediately as another of the short-horned creatures moved up to the side of her overseer, her posture worried.

“...What is it now?” the Master of the Halls didn’t even look to her, already sure that something else was now conspiring to make his life even more difficult.

“Sire... Both the Crown Prince and the Warrior Prince have sent representatives to collect the alien device. They are both demanding it be relinquished to them immediately.”

“A Keeper AND a Warrior? Here? NOW!? AT THE SAME TIME!?

“Yes, Milord. And several sai from the Science Spire are claiming to be here at the Lord Prince’s request. They say the Prince’s attache is on his way.”

The Master of the Halls growled in his throat again. In all of his life, he had never had such trouble befall him and he had never failed in his assigned task to manage and maintain the level of quality his liege demanded for the formal banquets. And now, in one afternoon, he was being thrown right into the middle of perhaps the most outrageous conflict of authorities in recent memory.

And what was worse was that his only recourse with such a conflict was to throw more fuel onto the flames.

“Send a sai to the Spire of Law to fetch a Guard. We require immediate arbitration before I have to explain to the Jester Prince why there are bloodstains on the hallways”

Of course that assumed that some of those stains were not his own. The Master of the Halls shook his head as he considered the unfortunate circumstances before he called out for attention. “Sai! All of you! Stop what you are doing this instant and move to the preparation rooms until this current situation has been resolved!”

There was no questioning this instruction as the sai immediately put down their tasks and moved towards the doors, the Lord of the Azure Halls actually catching a few of them looking relieved by the sudden and unexpected break in their duties.

’Sai: Give them a moment and they will take a cycle,’ he thought, rolling his eyes. He was far too anxious to even bother chastising them for it, as his worries were on the box that had so quickly brought ruin into his admittedly simple life while the last of the sai under his authority moved past the doors, leaving him alone with his thoughts and the blue box.

He honestly didn’t care who had authority over this “alien” situation, and if they could find a way to remove the obstruction from his Halls, all the better. All he wanted was for the damnable thing to be gone and not to be caught in whatever might transpire as a Warrior, Keeper, and Guard, three of the most aggressive breeds of quilin in the whole of the Last City, began to butt horns.

“I hope your proud of yourself, Box!” The Master of the Halls, now alone, took a swift step forward, kicking at the side of vented at the alien device in a futile gesture. “Going and making my life miserable!”

Or perhaps not so futile, as a sudden, soft sound filled the air around him...

A rasping, warping of the air...

Turning on his hooves, the Master of the Halls watched in stunned silence as the light set into the side of the box glowed and it began to fade from existence, leaving only an easily repairable rut in the floor behind.

For a brief moment, the Master of the Halls stood in stunned silence, a small smile spreading over his face.

Then the sound came back, growing louder and louder for a moment as he looked about, attempting to discern its location... before finally looking up.

His expression fell instantly as his eyes locked on the source of the noise...


…just in time to watch it drop through the air atop the newly-replaced table along the Northern Wall with the ear-splitting crack of shattering crystal. As the rubble and dust settled, the damnable blue box stood amongst the wreckage, standing tall and upright even as the odd sound still echoing through the chamber was replaced by the stuttering, wordless outrage of a distraught quilin noble.


-The Science Spire-
-Observation Level-

Sparks flew from the insides of an orb shaped device, the sparkling lights dancing in Twilight’s eyes as she tried to resist exploding with questions (again) about the purposes and scientific applications of the device that lay in the room before her.

With only a thin, transparent window opening down into what Lord Prince Kir had dubbed one of the Spire’s many “Experimentation Rooms,” she had a fine view as almost a dozen of the smaller quilin, clothed in dull white coats as well as the identical stoles they each wore, milled around the device urgently, as if trying to determine what had gone wrong.

She allowed herself a small snicker as one of the quilin scientists rushed forward with a blue canister, which sprayed a frothy white foam over the device and ended whatever experiment had been underway with sighs of relief.

Eventually, Twilight managed to pull herself away from the spectacle to her more immediate surroundings.

The “Observation” Level was located midway up the Spire, as Kir had told them while they ascended the tower. It was an entire floor dedicated to looking down on the fourteen separate and sealed experimentation rooms on the floor below them, and with each one she looked into, a new and wondrous technology unlike anything that Equestria had ever seen teased her from behind the protective barrier. Some, like the one she had just peered into, contained devices of metal and crystal, the purposes of which she could only guess at. Others seemed devoted to research of a variety of exotically-colored substances, with chemistry labs more elaborate and complex than any she had seen even at the highest levels of Canterlot’s illustrious Academies.

While she was taken with observing the advanced technology that was so far ahead of anything she had dreamed, Twilight also remained aware that neither Kir nor Rarity seemed at all interested in the events transpiring below them, keeping up a pleasantly placed conversation that she only half heard. Rarity was clearly relishing being at the center of attention as she shared with their host what their home was like, describing a world unlike anything Kir was likely to have experienced.

The Doctor, on the other hoof, had been quiet since they had come up here, looking from window to window with an almost blank expression that had overcome his features shortly after they had arrived.

Twilight tilted her head slightly as she took note of how he had been standing at one particular portal for quite some time now, curiosity taking hold as she moved to his flank, following his gaze.

In the experimentation room below, a half dozen of the smaller quilin moved around vats and bins with various crystal formations growing out of them of every color and formation that Twilight could imagine.

While Crystallography was far from her strong suit in academic study, she had to admit that she found the growths in the room below them intriguing. She found herself wondering if the crystals that the quilin used in their architecture was all specially grown to suit a purpose, or if they were a more malleable resource, like wood; to be carved and shaped into the forms they needed depending on their properties.

“Now... this is troubling,” the Doctor muttered, his dark tone drawing Twilight’s attention as she took note of his sour expression.

“What is?” Twilight asked, her eyes narrowing.

“What? You don’t see it?” the Doctor answered her question with another, his expression lightning a bit with... a smirk? Was it an indication of amusement? Mockery?

Regardless, the unicorn returned it with a soft, offended response.

“Apparently not, because I don’t have a clue what you’re talking about.”

“Oh, Twilight...” The Hourglass Stallion shook his head before turning towards her, his eyes uncharacteristically somber. “You really shouldn’t be glossing over something as important as this. You’re far too clever for that.”

“What do you mean? Am I missing something?” the mare puzzled over his statement, doing what she could not to show how much it unnerved her on the occasions he got like this; when his good humor and mirth broke ever so slightly, showing something stern and dark underneath.

“Yes. Something far too obvious given all the things we have experienced so far,” he told her cryptically, his eyes moving over her face as if attempting to see something, although what she could not say. “The pieces are all there, you just need to make the connections.”

“Connections between what?” Twilight inquired, her tone perhaps a tad more aggressive than she intended before the stallion turned away from her, leaving her question unanswered as he approached Rarity and the Quilin Prince.

“You’ll see soon enough,” he nodded back to her before a smile formed again on his face, banishing his obvious concern before he spoke up to gain the attention of the gleaming white quilin noble.

“Your Highness, I must say, I am quite amazed!” the Doctor declared, drawing Kir away from Rarity, which Twilight noted caused the white mare to pout slightly. “Bedazzled, mystified, shocked even at the remarkable work you are doing here.”

Twilight had to resist having her hoof meet her face as she watched the stallion ham it up, having spent enough time with him to tell (for the most part anyways) when he was being sincere.

This was not one of those times.

“I am pleased to hear it, although I am surprised,” Kir raised up, standing at his full height as he addressed the stallion with a smile to match. “I had feared that a species capable of traveling between the planets and manipulating energy with this ‘magic’ ability might find our little exercises in the field of science rather quaint.”

“Weeeell, our vessel isn’t really ‘typical’ of Equestrian technology,” the Doctor explained, looking around before darting towards another of the observation windows, and looking down with a degree of interest at a seemingly random project. “And these are far from ‘little’ exercises. In fact, if I had to guess, I would assume that your quilin down in this one are working on... hmmmm... Actually, I’m not entirely sure what they are doing down here. Would you mind?”

Kir’s smile faltered for just a moment, Twilight noticed, before he regained his composure, moving over to the transparent barrier down into the lab where the Doctor now stood, Twilight and Rarity moving as well.

Inside, nine of the small scientists in harnesses, each anchored to a wall, moved around a large metallic orb, similar in design but much larger in scope to the one that Twilight had seen rupture earlier.

“This...” Kir took a breath, shaking his head. “ our latest prototype for the Geomagnetic Inversion Breaker. Our attempt to make up for our ancestors’ mistake.”

“What mistake?” Rarity asked, taking note of the sad tone that had seeped into the Lord Prince’s voice.

With a resigned sigh, Kir turned away from the project, looking to Rarity, then Twilight before steeling himself for what he clearly felt was a terrible admission.

“You told me that you saw our world when you first landed, Lady Rarity? The frosted wastes that go on forever, surrounding our world in glacial ice and snow.”

“Yes,” Rarity nodded.

“That... was our own fault.” Kir shook his head. “You see, the Keepers of our ancient lore tell us that Qing was once a temperate paradise, with natural crystalline spires and forests of gems rising high into the sky as Azure, our blue sun, watched over a glorious empire. An empire that spanned the whole of our world, bringing order and civilization to the other races of Qing and guiding them to a greater future. We quilin thought ourselves masters of all we surveyed; that nothing was beyond our reach. And that arrogance... that... hubris, that all of our world was ours to command, was our downfall.”

Twilight watched the noble as he paced, moving back and forth as he motioned with his forehooves to punctuate his tale, while at the same time puzzling over trying to find what “connections” the Doctor had mentioned.

“The weather began to change. Slowly at first, our winters becoming colder and longer. And then the early scientists of Qing, my predecessors, discovered something frightening. You see, our world was beyond rich in mineral wealth; ores and precious metals were an integral part of our Empire. And through some phenomenon we are still trying to understand, the magnetic polarity of the entire world’s mineral deposits was shifting, affecting our magnetosphere, causing it to grow more powerful, refracting and dispersing the soft, warming light of Azure.”

“And with that refraction, a lowering of temperature planetwide, meaning ever longer winters, which in turn causes a snowball effect that accelerates the process even more. And before you know it you’ve got a global Ice Age with no end in sight,” the Doctor nodded in understanding, although Twilight detected a slight hint of patronization in his voice.

“Yes. The Empire panicked and threw all of its resources into projects to prevent its fall before the effects became too drastic. They developed alternatives to our reliance on ferrous metals so that fewer would need to be mined, reducing the amount of magnetic polarization on the surface of the world. Early crystaltech was developed as another alternative which we have spent millennia perfecting. And finally, most ambitious of all, a device was built that would ‘lock’ the magnetic polarity of the planet in place, preventing the world from falling any deeper into the ice.”

Kir’s head bowed, his eyes shut as as he explained.

“And that was when an already terrible situation became something far worse...” Kir explained. “Nolin knows exactly what happened on that day, but when the device was activated, it all but destroyed us. The climate spiraled out of control as temperatures plummeted across the planet and blizzards the size of continents covered large swaths of the globe. Whether it was a miscalculation or a malfunction, it hardly mattered. In less than a year, everything came crashing down. The Empire was covered in miles of glacial ice and countless quilin were lost to the cold.”

“Oh, dear... Kir, that’s terrible. I... Why, I can’t even imagine.” Rarity held a hoof to her mouth, lower lip trembling as the Lord Prince painted the picture of the final days of his species’ globe-spanning civilization while Twilight found herself realizing yet again just how fortunate her own kind was with the amount of control they had over their environment.

In Equestria, she had taken for granted the ability of pegasi to manipulate the weather, but after the drought of Zebrica and now hearing this tale, imagining a winter longer, harsher and magnitudes worse than the one described of in the tale of Hearth’s Warming, she found herself realizing just how lucky she and her friends truly were.

Although that brought forward the question:

“How did your people manage to survive?” Twilight asked, tilting her head back towards the observation room, realizing that they had gotten off track from what had been asked. “And what does that have to do with this device?”

Kir turned to her, his eyes growing softer as he moved on in his tale.

“That any of us lived to today was the doing of the first Nine Princes, one of them being my direct ancestor. In the early days of the crisis, they were the sovereigns of nine separate imperial noble houses who came together in spite of their formal rivalries and pooled their resources to build the great crystal dome, which would create a sanctuary from the ice. They saved those they could and set down the traditions in those harsh early years that have grown to our modern society here in the Last City, each serving in their own capacity to maintain it so that one day, when the ice lifts, we may reclaim the world that was once ours.”

Kir motioned back to the window, towards the device.

“One of my constantly evolving projects, as it has been with each Lord Prince before me, has been to create a device capable of undoing what the original Geomagnetic Inverter wrought; to bring Qing back to its natural state. So far, it has yet to work, and we have spent generation after generation struggling to understand the phenomenon that stole our home from us and recreate what the finest minds of the great Quilin Empire built.”

“Right, keep digging until you hit daylight...” the Doctor muttered under his breath, drawing a scornful look from the violet mare at his side before he spoke up in a manner that was more audible. “No, the truly amazing thing is how you managed all of this advancement in such a confined area and with such limited resources. Granted, I am sure that, having had so long to work on the problem, you and your predecessors have come up with some interesting things, Prince Kir.”

“Of course, we have taken steps to make our isolation less troublesome,” the quilin royal nodded, reaching up a hoof to tap against one of the metallic walls, which rang with a bell-like resonance for a few short seconds. “For instance, we developed the Lustershine alloy to meet all of our material needs. Non-ferrous with absolutely zero magnetic properties as well as being tremendously strong. Yet it can be created without the need for an extensive, laborious smelting process. Easily malleable in relatively low forging temperatures, it is absolutely perfect for sculpting to suit our needs.”

“And how exactly does that help?” Rarity asked, not quite making that connection.

“With it, we don’t have to dig into the mines of the lower levels to drudge up new metals and can focus more of our time in cultivating and gathering food,” Kir explained. “We have also developed crystaltech to perform a myriad of tasks, aiding our survival as well as providing utility. From self-healing construction materials to memory diamonds, such as the one used for the ‘mirror’ your pink friend enjoyed.”

“Oh, I bet they can do so much more than that,” the Doctor smirked, looking to Twilight for a moment. “With proper care and nurturing, a crystal lattice can be quite durable.”

“Indeed,” Kir agreed, giving the Doctor an appreciative look. “We have developed sixty-seven different varieties of quickly-growing crystal formations in these very laboratories. In fact, one of the Science Spire’s most important duties is to maintain the largest single crystalline growth on Qing. It holds back the leading edge of a glacier some miles north of the Last City and keeps it from encroaching on the Great Dome itself.”

“That sounds quite impressive,” Rarity noted with genuine interest. “I like to consider myself somewhat of an aficionado when it comes to crystals and gemstones, but to be able to create such magnificent things with them... It’s nothing short of a miracle, Kir.”

“I wouldn’t go that far, Rarity,” Twilight lightly chastised her friend’s starry-eyed exaggeration, before turning her attention back to the noble. “I’ll agree that it is impressive, though. Still, that must have taken some time and a great deal of planning to hold back an entire ice shelf, Your Majesty.”

“Oh, not at all. In fact, it is quite simple. All one needs is the right sort of seeds and an ample water source and the crystals grow almost by themselves,” Kir explained, a smile on his muzzle as he dismissed the praise.

Twilight’s nodded for a moment, digesting this tidbit of information.

Then she gasped audibly, eyes widening as she realized the significance of what Kir had just said. Her reaction caused the Doctor’s features to soften as he watched her approvingly.

“And the bit drops,” he commented, causing the Lord Prince to look at him curiously.

“I beg your pardon?”

“Nothing, Your Highness,” the Hourglass Stallion shook his head, keeping his tone respectful. “I thank you for sharing this with us. I can certainly appreciate the hardships your people have faced. If you or your fellow Princes require any assistance, anything at all, by all means, do not hesitate to ask.”

Kir eyed the Doctor appraisingly for a moment, as if unsure what to make of the offer and taking no notice of the soft sound of clicking hooves coming up behind him.

“Your offer is... greatly appreciated, Doctor.” The Prince now seemed unsure of himself, feeling as if he had somehow walked into some sort of trap. “What exactly was your specialty again?”

“Oooohhhh, a bit of this, a bit of that. My studies are a little eclectic really.” The stallion waved one hoof nonchalantly before curling it around Twilight’s shoulder, the mare still noticeably reeling as he started to pull her aside. Something from behind the Prince drew his attention for a moment, yet his smile remained fixed. “Still, don’t hesitate to call. Now, we shall leave you to your duties as I believe you have more pressing matters to attend to.”

“Pressing matters...?” Kir drew back, still unsure as the rapid clipping sound now attracted his attention, causing him to turn back and take note of the small quilin approaching him at a good pace. The poor thing was clearly out of breath as his chest heaved and a wet sheen shone on his scaled flank.

“My... haaah... Lord Prince...!” The new arrival came to a sudden abrupt halt upon being noticed and pulled himself into a quick, somewhat exhausted bow before continuing. “Your... presence is... required... at the--”

“Calm yourself, Sai... Take a breath,” the Prince offered, his expression clearly concerned as he was forced to attend to the smaller servant and allowing the young quilin to breath a moment before continuing. “Now, what is it?”

“Sire,” the smaller quilin began again, still breathing heavily, but now better able to speak. “The Crown and Warrior Princes have arrived at the Spire. They are demanding an immediate audience!”

This news was clearly not of a pleasant sort as Kir’s expression soured.

“Is... something wrong, Kir?” Rarity asked hesitantly.

The fact that the servant turned to face Rarity with such speed and force that he might as well have broken his neck was not lost on the Doctor as he observed the situation, taking note of the quilin's aghast expression.

“No, nothing to be concerned about, Rarity,” Prince Kir told her, shaking his head as he gave a small sigh. “It should be no surprise that word of your arrival has already reached the ears of my fellow Princes. I merely need to allay their fears and assure them that your arrival is not cause for alarm.”

“Of course, I completely understand,” Rarity nodded. “We are rather unexpected. Perhaps I could--”

“No, it’s alright,” Kir shook his head again. “I am sure they will be delighted to meet you at the welcoming celebration, but first I need to address them in a more formal manner. Sai!” Kir called out with a greater degree of authority, which caused the smaller, subservient quilin to snap to attention. “These three travelers are here as my personal guests and need to be made ready for the Dim Cycle’s banquet.”

“Y-yes, Your Majesty,” the quilin offered. “Of course. I shall fetch the proper attendants at once.”

Kir nodded to the small quilin, who again bowed low as he took his leave, before the Prince turned with a more apologetic expression to Rarity while Twilight looked to the Doctor, her own eyes suspicious.

“How did you know about the other Princes?” the unicorn asked, keeping her tone low and amazed at the timing of the interruption.

“I didn’t,” the Time Pony confided in his friend as they moved a few steps back towards the glass, looking down into the lab with the assorted crystal vats. “But you could tell from the way that one was running that something urgent had happened.”

Twilight couldn’t discount that fact now that she considered it, but the simple deduction did little to calm her in the face of the revelation that she had only recently managed to obtain... with a little help.

“About those crystals... Are you sure there’s really a connection with Zebrica?” she asked in a low tone.

“Almost positive,” the Doctor responded at a similar volume, his voice deadly serious in contrast to his jovial behavior in front of the noble.

“Does this mean that the Quilin...?” she found herself breaking off, realizing how foalish the idea sounded.

“I don’t see how.”

“How can you be so sure then? I mean, it could be just a coincidence, right? Maybe whoever did do it just used something similar.”

“Twilight... After all my years of travelling through time and space, not once have I come across anything I would call ‘coincidence.’ Not with something this big; this important.”

Without warning, the Doctor flicked his hoof, extending his sonic screwdriver outwards before looking contemplatively between it and one of the vats in the room below. Then he glanced back at Twilight through the corner of his eye, as if leaving to her the decision to banish her own doubt.

Twilight hesitated for just a moment before her eyes narrowed. She had to know for certain.

“Do it.”

The Doctor set his hoof to the transparent barrier.


The reaction was instantaneous. Pandemonium broke out among the coated scientist quilin as several of the vats suddenly burst open, the crystals shattering and breaking apart as if they were naught but icicles suddenly thrown against a wall.

Twilight’s ears flattened against her head as something she would have considered impossible an hour ago was confirmed with a single note that reverberated through the floor and up her spine even as the sound was literally crystal clear.



-The Halls of Azure-
-Banquet Chamber-

“Oooooh! Hi, Moth!” came an enthusiastic, squeaky voice that grated on the last frayed nerve of the Master of the Halls, causing him to cringe.

However, the sudden appearance of the voice’s owner barely fazed the steel-grey quilin that stood at Moth’s side, himself just as tall as the disgruntled banquet organizer. His task now complete and having no interest in the bright pink alien and her accompanying sai that had been grudgingly allowed back into the Azure Halls, the representative of the Arbiter Prince swiftly made his exit from the room.

To say that the Lord of the Azure Halls was in a foul mood would have been a gross understatement. After having to deal with the attentions of a Warrior intent on burning the blue box to cinders (along with the Azure Halls and everylin inside) and a Keeper who had claimed that the very existence of the blue box and the alien equines had to be concealed and hidden away (along with everylin whom had come into contact with them) he was quite well beyond emotionally and mentally exhausted. Had it not been for the Guard, a quilin sworn to be the cold, steely voice of reason and judgement, taking his side and declaring that neither the Crown Prince nor the Warrior Prince had any authority on the matter, the Master of the Halls feared the situation could have escalated beyond any semblance of control.

So the last thing he wanted to deal with in this instant was the small, bouncy pink creature that clearly had no concept of “personal space.”

Unfortunately, as she all but leap up onto him in an almost suffocating embrace, it was all he could do not to shove her away.

“I’m so happy to see you again! I mean, I know we got off on a bit of a tricky hoof, but I was just so excited! Weren’t you excited? Well, with the whole aliens thing and all that, of course you were excited. Who wouldn’t be? So who’s your friend with the grumpy frowny face? What have you been up to since we left? Did you miss me, Moth?”

“Moth” took a deep breath, attempting to control his temper as he was sure an outrage-induced rant directed towards any of these new guests of not only his own liege, but the Lord Prince as well, would reflect very poorly upon his station.

“Lady Pie... if you would kindly refrain from that... word...” the quilin managed through clenched teeth.

“It’s called an acronym. You know, first letter of every word makes a short snappy thing to say? And it fits, too. I mean, don’t you get tired of being called ‘Master of the blah-blah-blah’ all of the time?” The pink pony, to her credit, released him from the hug, but seemed completely oblivious to his barely restrained ire.

Fearing what might come to pass should he continue conversing with the alien mare, Moth shook his head and turned his attention towards the smug sai that was smirking a short distance away, preparing to have a word with him before the mare began to speak again without any warning.

“Oh! Hold on, Moth! I had some ideas for the big welcome party that I just know you’re going to love! I was thinking we could build a theme around--”

Moth turned to her with horror in his eyes.

“‘Welcome... party’?”

“Ya-huh!” the pink pony grinned widely. “Kir said it was a great idea! After all, it’s not everyday that a pony shows up, right? Well, I guess it’s an everyday thing for me but that’s because where I come from everypony is a pony. But really for you quilins it’s a big deal! You know, I think this is the first time I’ve ever had a hoof in throwing a welcome party for myself! You know what this calls for? BALLOONS! I need to get some!”

Moth’s eye twitched for a moment as the party mare bounced away in an impossible fashion, her legs springing up under her and launching her body into an arc that should have shattered her knees upon landing as she moved towards the aliens’ craft.

In the short time that the object had been dropped onto him, it had been an annoyance. Even ignoring the initial damage, it had ruined the otherwise perfectly symmetrical nature of the banquet hall and created an obstruction that was going to inevitably be noticed as it was simply too large to be covered up. He had tried hauling it away. He had tried having multiple sai attempt to push the doorway open so they might get at the controls to maneuver it. In one particularly silly moment of desperation, he had actually verbally pleaded and then demanded the box to move, all to no avail.

So, as the pink pony bounced up to the door, rapped a hoof against it twice, and then pushed one door inward casually as if it required no effort at all before slipping in, preventing the Master of the Halls from seeing inside, the final straw broke.

“Be right back! I think you’re going to love this!” Pinkie offered before ducking her head inside the box and closing the door behind her.

Moth did not wait, turning on the silver sai, who had been directing his associates from the Science Spire.

ENOUGH! I am going directly to my liege to inform him on this matter before he hears it from somelin else! As for you... the Guards may have granted you passage and authority regarding the aliens, but I will not be held responsible for whatever travesty that creature is thinking of inflicting upon my halls, or the Jester Prince’s guests!” Moth snapped at the lesser being, agitation filtering though every word. “And the way I see it, as these aliens fall under your master’s authority, that makes this fiasco your problem now, Sai!”

Silver looked up to the Master of the Halls with an appraising look.

“You are giving me authority over your halls?” the sai attache asked, wanting to make absolutely sure of the situation. “You expect me to do your job for you?”

The Master of the Halls smirked.

“In regards to this sudden and unexpected ‘celebration,’ yes. I have been given no such directive by the Jester Prince and as far as I am concerned, your master is intruding on my authority by imposing this upon us. So by all means, you can have it! And I should warn you: In spite of his reputation, my liege is notoriously picky and will be paying close attention to how it turns out. It’s a responsibility to be certain, so enjoy it while you can, Sai.”

Moth nearly bowled Silver over as he surged forward, knowing full well the weight suddenly thrown onto the small quilin’s back as he moved to the exit before anything else conspired to keep him there. He departed just in time to miss taking note of the pony pulling herself out from behind the blue door of the box, unsteadily shuffling on two hind legs as several large packages remained perched precariously in her front ones.

Looking to her, Silver found himself sincerely hoping that the mare’s hyperactive babbling and boasting about her reputation as an “event planner” were not baseless.

If this went poorly, her naming him would be the least of his worries.


-The Science Spire-

-Grooming Chambers-

“Oh my... Ooohhh my...” Rarity trailed off, her eyes wide as she stood in shock. at what lay before her.

Then, a smile spread across her face as she pulled a long, golden colored dress out from the rack presented to the two unicorns, the dimensions clearly intended for a pony similar to the Lord Prince’s size and form, but its fabric and design an inspiration in the fashionista's eyes.

“This is fabulous! What do you think? Spun gold? I think this is pure gold thread! And yet, so light a breezy.”

“Rarity! Are you listening to a word I’m saying!?” Twilight snapped, even if she had to admit the “dress” (although it looked nothing like a traditional Equestrian style dress) was nice to look at, she was sure the intricacies of what she and the Doctor had discovered took precedence.

“Yes, of course Twilight. Hanging on every word,” Rarity stated, although her dreamy and dismissive tone make the lavender unicorn certain that she really meant the opposite of what she said.

It had been perhaps an hour, maybe a little less, since they had been separated from Prince Kir and then the Doctor as well, the attendant that had been summoned to “make them ready” for the banquet insisting it was inappropriate for males and females to be dressed in the same room.

Of course, that same attendant had nervously admitted some trepidation to the fact that both Twilight and Rarity were utterly unadorned. This led to Twilight having to explain to the alien that their fur acted as a socially acceptable level of adornment in regards to modesty, covering their actual skin. It had struck Twilight as somewhat hypocritical since all that their attendant wore was that gold and scarlet stole, but it was hardly her place to criticize her host’s culture. But in spite of her own lacking state of dress, it had not prevented the small quilin from leading them to what looked like a wardrobe fit for a princess, filled with all sorts of designs unlike anything ever before seen in Equestria.

“They had the exact same resonance frequency, Rarity!” Twilight tried to explain, driving home the point she felt she had been trying to make for the past half hour; that things were not all they seemed in this place. Of course, that was made a bit harder as Twilight felt an obligation to hold back a great deal of information seeing as how she did not want to betray Zecora’s confidence in regards to what had transpired during her last trip in the TARDIS.

“And that means... what, exactly?” Rarity inquired.

“Only one thing; that the crystals that were used by those spider monsters I told you about were made here, on Qing.”

“Oh, that’s simply absurd, darling,” Rarity told her friend, shaking her head as she set the golden dress up against her fur. “Does this clash with my mane?”

“Your mane? Oh, for the love of Celestia, FOCUS Rarity!”

“I am listening, Twilight, now you just have to listen to yourself!” Rarity cut the educated unicorn off. “You’re positively frantic over something that makes absolutely no sense. And I think that perhaps, JUST perhaps, you may be getting yourself all worked up over nothing. It has been known to happen, is all I am saying.”

“But I watched the crystals shatter!” Twilight defended herself. “I’m not saying it all makes perfect sense, but the Doctor is right. Something is wrong here! And Kir has to have something to do with it.”

“Don’t be silly, Twilight,” Rarity shook her head, running her hoof over the golden fabric, ideas on how to shorten it to accommodate her height and body length running through her head. “How could somepony like Prince Kir consort with ‘giant spider monsters’?”

“Stranger things have happened,” Twilight proclaimed, drawing a flat look from the white mare that drove the scholar to continue. “Even before we met the Doctor. I’m just saying that we need to confront him about it. Find out what he knows.”

Rarity recoiled as if she had been struck, turning to Twilight with an overly dramatic gasp.

“Oh, for the love of... What is it now?” Twilight rolled her eyes, quite accustomed to her friend’s tendency to play up the moment.

“Twilight! You can’t go around accusing ponies... or quilin... or anyone for that matter... of consorting with spider monsters just because their crystals shatter.”

The white mare paused for a moment, looking up and away as she ran over what she had just said again, as if having to double check the non-linear facts in her statement. Clearly satisfied that she had not misspoken, she continued.

“I refuse to believe that he could possibly be involved in something so diabolical as that.”

Twilight shook her head, more than able to read between the lines to find the source of Rarity’s certainty.

“You have to be kidding me. You trust him implicitly, yet you’ve only known him for, what? An hour?”

“It’s been a little longer than that, I think,” Rarity shrugged, then shook her head as she focused on the matter at hoof. “And since we have arrived, Prince Kir has been nothing but a perfect gentlecolt. He’s cultured, polite, and chivalrous. I mean, perhaps you didn’t notice, but it’s clear that our appearance here on Qing wasn’t met with joy by everypony... I mean, ‘everylin.’ And in any case, I don’t think that he would be capable of--”

“Oh jeez, it’s obvious that you’re falling for him!” Twilight facehoofed, realizing that this may well be a lost cause as she bluntly put her worries out in the open. “Rarity! I thought you were ‘over’ princes.”

“What? I’m not saying he’s a saint just because of his title, Twilight,” the fashionista started defensively, although she quickly leaned towards her friend, her tone going into the offensive. “Or are you saying that, unlike you, I am not allowed to appreciate that maybe, just maybe, colts from outside of Equestria are a little more ‘sophisticated’ than the ones back home?”

“No, I’m saying that--”

Twilight felt herself twitch suddenly as the actual meaning underpinning Rarity’s words impacted her.

“And just what is that supposed to mean?”

“Come now, Twilight. It’s obvious. I mean, the Doctor’s already made it abundantly clear that I’m not the one he’s interested in.”

“UGH! NO! For the last time, NO! We are JUST friends! There is NOTHING going on between me and the Doctor!” Twilight shouted, stomping a hoof.

“‘Me and the Doctor’?” Rarity repeated back to her with a smirk. “Don’t you mean ‘The Doctor and myself’? I must say, a grammatical faux-pas, from you of all ponies, Twilight? I think it’s safe to say that I’ve struck something of a nerve.”

“Confound it, Rarity! Here I am trying to tell you about something monumentally important and you want to pick out dresses and gossip like it’s the Grand Galloping Gala all over again!?” Twilight held her friend’s gaze with an angry expression, before it mellowed out somewhat, and she gave a resigned sigh. “I guess I shouldn’t even be surprised. Some things really don’t ever change.”

There was a tense silence between the two of them as Rarity set aside the gold dress, her eyes stern as her earlier amusement and patience dissipated.

“No, but you have.”

There was another moment of silence as it was Twilight’s turn to recoil.


“Twilight, ever since the Bloom Festival, you’ve been different,” Rarity offered, her tone firm and level. “First you were all withdrawn and secretive, which I can understand... I mean, you had to keep the Doctor a secret, which I know couldn’t have been easy. But even after you shared everything with us, you have been secretive, withdrawn... distant.”

“No I haven’t,” Twilight shot back, her own expression growing harsh. “I’ve spent just as much time with you girls as before. More, even! Maybe my studies have been a little more... unfocused... since we started traveling in the TARDIS, but I always make time!”

“But you’re not really there, are you?” Rarity explained, putting to words observations she had been making for weeks. “You’re always somewhere else, always thinking about the last adventure or planning for the next. At first I was overjoyed. I mean, I had never seen you happier... but that was before Zecora fell ill. Ever since you and Fluttershy came back from whatever you did that day, you just seemed as if you’ve shut down completely; like nothing in Ponyville is important to you anymore.”

“That is not true! Ponyville is everything to me! You girls, my best friends are everything to me! That hasn’t changed in the slightest!” Twilight countered, her voice growing harsher than she’d have cared to admit.

“I don’t know if I can believe that, Twilight. Today is the first time in weeks that I’ve seen you get excited... get passionate about anything. And that ‘thing’ is to be suspicious of Kir? When all he’s done is offered a hoof in friendship and shown us hospitality? When did you become so paranoid?”

“I AM NOT PARANOID!” Twilight found herself gritting her teeth. “The Doctor agrees with me! Something’s wrong! We have to figure out what it is!”

“No, we DON’T Twilight!” Rarity shook her head again, holding her own even as she grew more concerned with Twilight’s behavior. “The quilin are not foals that need us to rescue them. They are an intelligent and cultured species. They don’t need us flipping over rocks and trying to dig for clues. We don’t have the right! This is their home, and we are guests here. If we go snooping around and sticking our noses where they don’t belong, all we will be doing is alienating them.”

“So you think we need to just ignore what’s happening here?”

“And just what is happening here, Twilight?”

The straightforward question took Twilight off guard, causing her to hesitate before she regained her momentum.

“I don’t know... yet. But I’m going to find out what it is before it goes any further. No matter what.”

Twilight turned, moving towards the door that led back to the halls of the Science Spire, her mind now racing as she considered how best to find the Doctor again.

“No matter what? Twilight, since when are you an ‘at any cost’ kind of mare?” Rarity asked.

Twilight’s hooves ground into the floor as she caught herself, her heart suddenly rushing as the simple question struck a raw nerve that Twilight didn’t even know she had.

“I AM NOT!” the incensed unicorn shouted, clenching her teeth as she felt the fur on the back of her neck raise. “You don’t know what you’re talking about! I am NOTHING like her!”

For the first time in their conversation, Rarity took a step back, her ears folding against her head as she watched the other unicorn carefully.

Nothing was said for several long seconds as Twilight’s shout echoed across the walls, finally fading into the ambient silence.

“...Like who, Twilight?” Rarity finally asked, her voice expressing one tiny twinge of a subtle sound that instantly took the surging heat in Twilight’s chest and turned it into ice water. The brittle, tentative sound of a pony suddenly unsure of who exactly she was speaking to.

The sound... of fear.

Taking a few short, sharp breaths, Twilight took a step back, turning away from the fashionista as a regretful pain rushed over her very being.

“I need to find the Doctor,” she stated simply, shifting her weight as she turned, not looking back at Rarity as she left without another word.