The next day, the whole town had turned out for the Running of the Leaves, as dozens of ponies were already taking their places at the starting line. As they all got ready, somepony was yelling, “Pardon me, excuse me!”
Bearing the number, eleven, Rainbow Dash walked through, her nose in the air as she boasted, “Make way for the Iron Pony!”
“The Iron Phony, y’mean!”
Rainbow looked to see Applejack giving her the stink-eye, her number being eight.
“So Applejack! You ready to win… 2nd Place?” Rainbow smirked as she fluttered in place.
“Ah’m ready t’ run a good clean race,” Applejack corrected her, “And Ah don’ think Ah need t’ remind you, you are not t’ use yer wings!”
“Yeah, yeah,” Rainbow scoffed as she alighted to the ground, “I could win this race with both wings tied behind my back!”
Had Rainbow Dash not been feeling so braggy, she might have noticed the look on Applejack’s face, for not a minute later, she found herself being mare-handled as the farmpony tied a rope good n’ tight around Rainbow’s barrel, making doubly sure her wings were tied down too.
“Trussed up like a turkey,” Applejack confirmed, “Well, a turkey who cain’t fly, that is!”
“And turkeys can’t fly at all,” said a voice and the two rivals looked to their right and saw…
“Twilight n’ Midnight?!” Applejack and Rainbow gaped to see both their unicorn friends standing next to them at the starting line, Twilight baring the number forty-two, Midnight twenty-five.
“Wha’ in tarnation are y’all doing up here?”
“We’re racing,” Twilight responded with a smile, provoking a derisive laugh from Rainbow Dash.
“Good one, Twilight!”
“She isn’t joking,” Midnight deadpanned.
“What?! But… Well, Midnight, you I can take seriously, but Twilight?!” Rainbow said, “You’re not an athlete, you’re a… Well, you’re a egghead!”
“I am not an ‘egghead’, I am well-read,” Twilight scoffed, Midnight rolling his eyes at all the banter.
“Egghead!” Rainbow whispered to AJ, who couldn't help but crack a smile.
“But- Have y’ever run a race?” asked Applejack with a barely-contained chuckle.
“Well, no… But I do know a lot about running!” responded Twilight.
“And you know this from…?” Rainbow dragged the question, already knowing the answer.
“Book!” Twilight responded, ignoring their teasing chuckles, “I’ve read several on the subject!”
“She’s not kidding,” Midnight added with a deadpan look. “Yesterday, after you both agreed to this race as your tie-breaker, she dragged me to the library for a study session on running races… That was four hours of my life I’ll never get back. Ow!”
Twilight had kicked Midnight in the fetlock, while Rainbow fell on her back in laughter, “What’d you guys study? ‘The Egghead’s Guide to Running’? Di-Didja stretch out your eye-muscles to warm up?!”
“Scoff if you must, Rainbow,” Twilight confidently responded. “But the Running of the Leaves is a Ponyville tradition, and since I’m here to learn, as well as to teach wherever Midnight is concerned, I felt we should experience it for ourselves.”
“I’m only here because she promised me a lesson in a certain art of magic,” Midnight corrected her, Twilight groaning softly while glaring at him out the corners of her eyes.
“Well, Ah think it’s just dandy why yer participatin’, Twilight, good luck,” Applejack said before stifling a laugh.
“Yeah! See ya at the finish-line…" Rainbow seconded before adding with a snark, "tomorrow!”
And the two athletes resumed their teasing laughter when they heard the announcers, Pinkie Pie and Spike, who were in a hot-air balloon.
“Alright, racers, are you ready?!” Pinkie announced.
“Get set…!” Spike slowly raised his voice, adding to the hype.
The moments intensified as the racers started their biological engines.
“GO!!!”
“And they’re off!” Pinkie announced, Spike handling the balloon so they’d follow the racers. “Welcome to the official coverage of the Running of the Leaves! Y’know, Spike, despite its name, the leaves don’t actually run at all to begin with! No, that’s left to my little ponies!”
“That’s… right, Pinkie!” Spike responded, “It’s the running of the ponies that cause the leaves to fall.”
“But this year, the run is about more than the weather…” Pinkie brought up, “It’s about the race to the finish, and two particular runners aiming to win it: Applejack and Rainbow Dash!”
“Y’know, Pinkie, these two ponies have a bit of a grudge match they’re trying to settle,” Spike added, “Trying to prove who’s the most athletic!”
“Yes!” Pinkie agreed, “And ‘grudge’ rhymes with ‘fudge’!”
“Yes, it… does?” Spike gave her a confused look.
“And I like fudge! But if I eat too much fudge, I get a pudge, and then I can’t budge!”
“So… no fudge?” asked Spike, trying the futile task of making sense of what Pinkie was saying.
“Oh, no thanks. I had a big breakfast. Let's check in with our two competitive ponies, Applejack and Rainbow Dash. Having come fast out of the gate, Applejack and Rainbow Dash are evenly matched running neck in neck. But what's this? Applejack is making a move, she's now ahead by a nose. But Rainbow Dash won't let Applejack have it and takes the lead. She's ahead by half a nose. Or maybe three quarters of a nose. No, about sixty-three point seven percent of a nose...” She stopped when she saw the look Spike was giving her, a look that read ‘really?’
She smiled sheepishly and went on, “Roughly-speaking. Applejack sees this move and pushes forth with her strong workhorse legs slinking ahead by three hundred and fifty noses!”
Back at the bleachers, the others were listening to Pinkie’s… colorful commentary, as Thunderlane laughed, “Who’s bright idea was it to have Pinkie do the commentary?! Ha-ha!”
“I do believe the dear volunteered,” Rarity answered, a brow raised, “Though I do wish she would take the responsibility a tad more seriously, she is quite descriptive!”
“I bet Rainbow is gonna win!” Scootaloo hopped in place.
“No way, Applejack’s gonna win, right big Mac?” Apple Bloom looked to her big brother.
Big Mac just shrugged, knowing the kind of ponies his sister and Rainbow Dash were: Competitive, which wasn’t always a bad thing if it wasn’t taken too far.
“I think Midnight and Twilight might surprise us,” brought up Twinken but before anypony could respond, they heard more commentary, this time from Spike.
“Ho-hold your horses, Pinkie! Rainbow Dash is catching up the front-runner Applejack!”
“What an upset,” Pinkie commented. “I thought Applejack had this in the bag.”
“Oh no!” Spike yelled, “Looks like Applejack’s tripped! And there go the racers! AJ’s gonna have to hoof it to catch up! And surprisingly, Twilight and Midnight remain dead-last as they keep a pace constant yet slow. What’s up with that?!”
“I dunno,” Pinkie shrugged. “If it were me, I’d be just enjoying the running and ttaking in the scenery! “
“Well, anyway,” Spike went on,” Applejack is already galloping to catch up with the racers!”
“Ha! So much for AJ and Midnight,” Scootaloo boasted at Twinken and Apple Bloom.
“You just wait!” Twinken responded with narrowed eyes.
“Rainbow won’t stay up front forever!” added Apple Bloom.
“No… just till the end of the finish line!” Scootaloo cheered for her hero when…
“I don't believe it” Spike declared. “After a huge setback, Applejack is back at the front of the pack!”
“She's the head of the pack, all right,” Pinkie was getting into it. “The pick of the litter! The cat's pajamas! Oh wait, why would Applejack take some poor kitty's PJs? That's not very sporting of her!”
“Oookay...” Spike gave her a look then looked back to the race. “Let's get back to the race.”
“‘Ha’ yerself!” Apple Bloom boasted to Scootaloo. “Ah knew mah big sister wouldn’t let tha’ rainbow-colored bag o' hot air beat her!”
Back in the race, Twilight and Midnight were trotting together, Midnight saying, “I’m actually glad you got me to participate, Twilight. I’m really liking the scenery!”
“I know, it’s gorgeous!” Twilight agreed when they heard somepony yelp and they looked to see somepony getting left behind by the racers. It was Rainbow Dash.
As they hurried up to check on her, Rainbow was getting up and saying, “I don’t believe it! Applejack tripped me!”
“Don’t you ponies ever look where you’re going?” Twilight called to her as she and Midnight caught up to the rainbow pegasus.
“You tripped on a stump, Dash,” Midnight corrected while pointing at the evidence. “See? It’s right here.”
“Oh I see,” Rainbow scoffed angrily, “A big cheater, is what I see!”
“Rainbow, Applejack would never cheat!” Twilight admonished.
“She’s the Element of Honesty, cheating is the last thing she’d do in a competition.” agreed Midnight.
“Remember, Rainbow, this is just a game,” Twilight reminded as she and her student carried on. “I hope Rainbow Dash doesn’t get too competitive.”
“I dunno…” Midnight shook his head. “Dash and AJ are great friends but they’re both stubborn and competitive. Not to mention their egos won’t settle for less than being the best.”
“Well everypony is best at something but nopony is best at everything,” Twilight debated.
“Welcome back, Ponyvillians, it’s me, Pinkie Pie!” Pinkie declared from the hot-air balloon.
“And Spike! Looks like Rainbow is doing her best to catch up.”
"I'm not sure how ketchup is going to help her in this contest. Now, in a hot dog eating contest it can make them doggies nice and slippery, but personally I prefer mustard,” Pinkie sidetracked, not seeing the look Spike was giving her. “How about you, Spike?”
“Uh... I... like... pickles?” Spike responded dumbly.
“Aaand it looks like Applejack has found herself in quite a pickle as Rainbow overtakes her,” Pinkie returned to commenting on the race.
“As the racers enter Whitetail Woods,” Spike added, “Rainbow Dash is back in the lead!
Back in the race, Midnight and Twilight were still trotting as they made their way through, “Whitetail Wood is just lovely!”
“I have to agree,” Midnight added, “it’s- Say, is that Rainbow Dash up ahead?”
They looked and saw Rainbow standing by the sign at the fork in the road, looking a bit nervous. Midnight was certain he’d seen Rainbow fumbling with the sign, Twilight saying, “Hey Rainbow, shouldn’t you be at the head?”
“I’m sure to win now!” Rainbow Dash chuckled confidently.
“Says the pony who just let all the others racers run past her,” Midnight remarked with a smirk.
“Oh horseapples! See ya!” Rainbow took off in a rev'd up hurry after Midnight had pointed out her oopsy.
“She was acting a little confident just now, don’cha think?” Midnight asked, suspicious.
“Well, like you said, she has an ego,” Twilight reminded him before she trotted on, Midnight sighing as he followed her.
At that moment, Applejack skidded to a halt as she came to a ledge.
“Applejack, what’re you doing here?”
She looked up to see Pinkie and Spike in their balloon, the little dragon adding, “There aren’t any trees!”
“Ah know but th’ sign pointed this way-” Applejack’s eyes suddenly popped then narrowed as she growled, “Rainbow…! Mind givin’ me a lift?”
The others were standing around the finish-line, Thunderlane flying in place as he looked down the racing path with a pair of binocs.
“Hey big brother, can you see what’s happening?” Rumble shouted to him.
“I don’t believe it!” Thunderlane informed them, “Applejack just made the lead by a lift from Pinkie and Spike!”
“I thought she said no flying,” Twinken brought up.
“No, she said no wings!” Apple Bloom corrected.
“I must say, Spike,” they heard Pinkie commenting, “This has been the most interesting Running of the Leaves in Equestrian history!”
“With the most interesting announcing,” they heard Spike mutter into his microphone.
“But it isn’t the running that’s been fascinating,” Pinkie went on, “but the lack of running!”
Down below, Twilight and Midnight trotted past Applejack and Rainbow Dash, who were glaring at each other while standing on a slab of rock (the steep hill beside them showing evidence they’d slid down it).
“Excuse us, girls, I admit I’m not an athlete,” Twilight said to them as she and Midnight trotted past, “but shouldn’t the Running of the Leaves actually involve running?”
“Just ignore them, Twi,” Midnight sighed, not giving the two rivals so much as a passing glance. “After all this, I just don't care which of them wins their silly contest.”
“You know, I think Twilight’s right,” Rainbow brought up once Twilight and Midnight had passed them by.
“Ya do?” Applejack asked.
“Yeah, if you wanna beat me, ya better…” she said before suddenly running off without warning, “RUUN!!!”
“Hey!” Applejack yelled as she pursued.
“Once again, Rainbow Dash and Applejack are neck in neck, jockeying for position!” Pinkie commented, Spike giving her a deadpan look for hogging all the commentary, “Applejack inches ahead, now it’s Rainbow Dash, it’s Applejack, it’s Rainbow Dash, it’s Applejack-”
They gasped to see Rainbow Dash deliberately bump against Applejack, Spike saying, “Oh no she di-in’t!”
Applejack bumped back, Pinkie saying, “Oh yes, she di-id!”
Dash bumped AJ again, who snapped, “Cut it out!”
“No you cut it out!” Dash snapped back
“You started it!” AJ reminded her, Dash smirking, “And now I’m gonna finish it!”
“Oh no you won’t!” Applejack pulled Rainbow’s tail and got ahead.
“Oh yes I will!” Dash returned the favor, but Applejack bit the rope on Dash, releasing her wings. “That’s it! All bets are off!”
She started to fly, only for Applejack to shout, “Oh no ya don’t!”
She made a mighty leap and forced Rainbow back down, turning them both into a scuffling cloud of dust, a hoof sticking out now and then or somepony’s head or tail as they fought each other towards the finish line, Pinkie commenting, “It’s Applejack, it’s Rainbow Dash, it’s Applejack, it’s Rainbow Dash…!”
Finally they crossed and stopped fighting, their manes and coats and Rainbow’s wings all frazzled as she declared, “I won!”
“No, Ah won!”
“You tied!” Spike corrected them, the two athletes gaping up at him and Pinkie.
“Tied?!”
“Fer first?” Applejack asked.
“For last!” Pinkie answered as she and Spike landed their balloon.
“Then who won?!” Rainbow asked, when they heard some hoofsteps and saw Twilight approaching them, a medal around her neck.
The two athletes gaped at her, asking, “You?!”
“Oh no, but I did win 5th Place,” Twilight beamed, “which is rather good as I’ve never run a race before.”
Suddenly, Midnight appeared next to her in a flash of light, and was looking pretty darn proud of himself, as he sported a gold medal engraved #1.
“You won?!” The two athletes gasped, Applejack demanding, “How’s tha’ even possible?!”
“You guys went so slow, looking at the scenery!” Rainbow brought up.
“Exactly! We paced ourselves, just like my book said,” Twilight explained.
“Then, when all the other racers were worn out, we sprinted to the finish!” added Midnight with a victorious nod.
“I don’t believe it…!” Rainbow Dash looked at Applejack, saying, “Twilight and Midnight beat us!”
“Well, with all your horsing around it was quite easy,” Twilight reminded them.
“Not to mention the constant workout I get from working around the farm," Midnight flexing one of his forelegs and looking quite satisfied of the bulgy muscle, "So, thanks to you, AJ, I was in perfect shape to win this race.”
Applejack sighed, saying, “Twilight, Midnight, our behavior was jus’ terrible.”
“We weren’t very good sports,” agreed Rainbow shamefully.
“It sounds to me that an important lesson was learned here,” said a motherly voice as several gasps were made, and they all looked to see…
“Princess Celestia?!”
“What’re you doing here?!” Applejack asked as she, Dash, Twilight, and Midnight all bowed respectfully.
“Fall is one of my favorite seasons so I came here to celebrate the Running of the Leaves,” Celestia explained.
“Ah’m sorry ya had t’ see us being such poor sports, Princess,” Applejack apologized, Rainbow nodding in apologetic agreement.
“That’s alright, Applejack, anypony can get swept up in the excitement of competition,” Celestia replied.
“It’s important to remember that the friendship is more important than the competition,” declared Twilight.
“And no competition is worth losing a friend over,” Midnight added.
“Exactly, you two” Celestia agreed with her student and her student’s student before re-addressing the two athletes, “Now, unfortunately as the two of you were so busy tricking each other instead of shaking down leaves, many of the lovely trees around here are still covered.”
Getting the idea, Applejack said, “Why, Princess, Ah bet we could knock down those leaves fer you, lickety-split!”
She gave Rainbow a smile, saying, “Whattya say, friend, wanna go fer another run?”
“I’d love to stretch my legs,” Rainbow agreed before zipping off, Applejack rearing and following.
Princess Celestia, Twilight, and Midnight watched in pride as the two friends ran through the trees, their friendship stronger than ever.