• Published 2nd Feb 2015
  • 3,188 Views, 32 Comments

Ben 10 and the Planet of the Ponies - ngrey651



Ben's road trip across the galaxy led him to an unusual planet full of pastel ponies. They've got a horrible outsider causing trouble they ask him to deal with, but little does he know this little perfect garden planet isn't so squeaky-clean...

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Things Are Heating Up

It was so simple. So easy to understand. Why hadn't he figured it out before?

"Clones." Ben reasoned, crossing his arms as he nodded at Gwen, Rook and Kevin, all of them sitting in their spaceship as they sipped on various drinks. Gwen almost spit out the pink lemonade she had, Kevin glancing from her to Ben as Rook nonchalantly blinked. "It's clones. Everyone in town is a clone of a real pony, and they've been told to act this way or something like that. It's the only thing that makes sense. It's why things aren't right around here, because they're just imitations!"

"Clones? Really?" Gwen asked. "Well, it isn't unheard of. I suppose a planet like this with the magic it has could pull something like that off. But why?" She murmured, shaking her head back and forth. "That's what I don't understand. Why would somebody want to clone an entire town and just leave it for people to discover? Maybe the Changelings-"

"No way." Ben said, shaking his head. "Those guys don't know what's going on in here. They wouldn't have tried to attack Dash or Dash wouldn't have attacked them if they were just Changeling imitations or clones meant to replace the real deal."

"It would appear that Pinkie Pie is the one who used clone magic somehow. In a way that didn't involve "true" magic, is that what Rainbow Dash informed you?" Rook inquired, rubbing his chin in a thoughtful manner as he slightly tilted his head to the side. "If this is indeed true, we need to talk to her, and to Twilight, the town's resident magical expert."

"Kevin and I can go speak with Twilight. Ben, you and Rook can go speak to Pinkie Pie." Gwen reasoned. "Get her cheery and happy, get her talking like normal and then ask about the time she cloned herself."

"Alright, but let's try and keep our eyes peeled." Ben said as he glanced left and right, then peeked out of a nearby window, frowning as he saw Derpy was sitting on a nearby bench with the bandanna-wearing pony that had kept popping up around town. The stallion was scribbling down on a notepad as Derpy talked to him, nodding firmly before glancing in the direction of their ship. "And stay away from that dark-skinned pony with the blue hair. I think he's up to something. He's always in the background, like...watching us. Like I'm a bug under his microscope."

"Perhaps he knows he is a clone?" Rook asked.

"Could be. Let's talk to the others first, then find out what he knows." Kevin said with a nod. "And I can make him talk if he's not up for being chatty." He added as he slammed his fist into his palm.

"Guys, please. Be careful. We don't want to cause an interplanetary incident." Gwen begged, holding her hands up. "Besides, they're just ponies!"

"Those cute little ponies are monsters, Gwen. You weren't there at the rally, they can get NASTY about things." Ben shivered.

Meanwhile, Rainbow Dash was sitting upright in her bed, the nurses and the doctors still doing surgeries and other work outside. She sighed as she held her head in one hoof, shaking her head back and forth. "Ugh...my head is pounding. Did anyone get the number of the carriage that ran me over?"

A knock at the door. She looked up, Green staring at her in the doorway, Rainbow Dash's gaze darkening. "YOU." She grunted. "What do you want?! Come to finish me of, huh?!?"

"I was going to, at first." Green admitted quietly. "I thought you were the problem, Dash. Because your leader's a xenophobic lunatic, a narcissistic psychopath who's head is so far up her own ass, she could see into her stomach cavity. And she'll lead you all down a dark path unless I stopped you somehow. I thought getting rid of you, of the Elements, would do that. No honor guard, no chance she could do anything."

Rainbow Dash then saw Green now looked...pained. She cringed, looking away, resting her head on her arm as she sighed and hung her head. "Dash, you know...I'm a married woman. I have children and grandchildren, but...I'd be lying if I didn't say that when we actually were together I started...really feeling something." She murmured softly, her dark eyes glittering a bit, the green undertone shining out. "And the more I thougth about it, the more guilty I felt. So...you're not my enemy. I can't let Celestia keep doing this, but after everything I've just heard...I can't hurt you."

"You already DID hurt me." Dash muttered.

"Look, I wasn't comfortable with...getting that close. I was kinda FLATTERED but...I didn't want to really do anything like what you wanted!" Green told her.

"Oh c'mon, I've heard that from Applejack and Twilight a few times, and of course there was Spike, but it's not that big a deal, really! They...I mean..." Rainbow Dash trailed off. "...it's just...it's normal. It's a normal thing to do..." She muttered. "There's nothing wrong with being intimate with your friends, there's..."

Are you intimate with them because you genuinely love them, or because you think that's what a friendship should lead up to? Like a pot of gold at the end of the rainbow?"

Dash was about to say something, but stopped, her mouth slowly closing, her thought process trailing off. She hesitated, biting her lip, trying to think of what to say, but...she couldn't.

"You know, when someone says they're not comfortable doing something...you shouldn't pressure them to make them feel it's just "natural"." Green said, sighing. "There's different kinds of love, Dash. It doesn't have to be THAT kind to be deep. Now your wounds should have healed by now. You're probably ready to go home. Take two aspirin, don't sleep on your wings for a while, and don't do any strenous activity for at least three days. And I would know this stuff. I'm a trained nurse." She added, closing the doors behind her, leaving a quiet, and subdued Dash alone with her uncomfortable thoughts, and memories of recent endeavours she was not comfortable facing...

...

...

...

...Ben and Rook slooooowly peeked their heads into Sugar Cube Corner, Pinkie Pie sitting in the middle of the room, her hair no longer poofy and her eyes red and swollen with tears. She had evidently been crying for quite some time as a small pool had formed around her, and she was sipping chocolate milk from a sippy cup, shuddering slightly with every sip as the two approached. "Oh. Hi." She mumbled, slightly lowering the sippy cup before wiping snot from her nostrils. "I'm not feeling so good."

"Is this about Rainbow Dash?" Rook inquired as Pinkie cringed.

"Kinda, but...I feel so empty. I'm like this sippy cup." She said, waving it in the air, sloshing it back and forth. "There's only backwash left in me. And I hate knowing that."

Ben had an idea what was really going on. Dash somehow knew the truth and that had triggered something in all of them, and they were trying to remember, yet hating the truth all the way. Still, he had to try and help. Not just because he wanted to know what was really going on, but because Ben believed one of the worst things you could do was to not help a girl when she was crying. His dad had taught him well.

"You know what always cheers me up when I'm feeling down?" Ben admitted, taking a chair away from one of the little white-clothed-covered tables nearby as Rook did the same and the two sat next to Pinkie Pie. "I think of the things I like to do. I think of what makes me happy, y'know. The stuff I do for fun."

"Things that...make me happy..." Pinkie murmured.

"Things that make you laugh." Rook added. "What makes you smile?" He wanted to know. "Cream colored ponies? Crisp apple strudels Doorbells and sleigh bells and schnitzel with noodles?"

Pinkie put the sippy cup down, rubbing her hooves together as she chewed her lip. "I...I like to party." She remarked. "But I don't remember why. Why can't I remember why?"

Rook put a hand on her shoulder. "Perhaps because of your friends?"

"Yeah! Does, does Rainbow Dash like to party?" Ben asked, Pinkie's face slightly picking up.

"Yeah, she...she likes the cakes I make." Pinkie said with a small smile. "She helps me pick the colors, and how they're bright and cheery so the minute you look at them, you feel all warm inside. You wanna go for stuff that's like, light blue. Light blue really cheers people up. It makes them feel all snuggly-wuggly inside." She went on, her tone beginning to pick up. "But don't ever make it orange, cuz that makes people mad. Especially dragons. For some reason, Spike just haaaaates the color orange. I remember one time I'd made this little orange carrot cake for Angel and Spike just saw it and...WOO." She chuckled, a real smile coming to her face as memory began to rise in her. "He leapt through the air and came down on it like a pro wrestler! It was amazing!" She laughed. "And the best part was that Angel actually didn't mind, because it turned out he was allergic to the frosting I used, so if Spike hadn't destroyed the cake, he would have gotten really sick!"

She shook her head back and forth and giggled. "Sometimes it's just one little thing that makes the biggest difference. If I hadn't used that color..."

"And why does APPLEJACK like to party, pray tell?" Rook inquired with a smile as Pinkie stood up and led them to the back of Sugar Cube corner as she began to open up a drawer, all filled with party favors, holding one up and pulling on it. Confetti popped out with a "Pop" as she giggled again, a visible poof coming into a few locks of hair.

"Oh, Applejack loves helping me get ready and the smiles on everyone's faces when they see how much we love to make them smile. She loves how warm and cheery people get when we give them things. Applejack says it makes everyone feel like they're family." Pinkie admitted. "She really likes to party."

"And Rarity likes to party?" Ben went on. "I bet she loooves designing them with you, right?"

"Oh, it makes her creative juices flow like a chocolate waterfall!" Pinkie proclaimed, spinning about, her hair regaining its normal poofiness. "She makes the colors pop and fills it with zazz! The decorations, the banners and hats and balloons! She loves helping me with that so much! And Fluttershy, oh, Fluttershy is a wonderful baker, she makes the most delightful dishes! She always puts as much tender loving care into her cupcakes as she does caring for her animals, and Twilight, oh Twilight just loves it when we're all together and singing and playing games, because she loves us all so much, and..."

Pinkie was now bright and vibrant, a beautifully bouncing display of pure unbridled joy, her hair returned to normal, her face smiling broadly. "And I like to party because it makes people happy. Because it makes my friends happy. I like to party because it brings joy and laughter to people's lives. That's...that's who I am, isn't it?"

She then blinked, rubbing her chin. "And you know...everyone's so sad around here lately. They need to remember to laugh. They need a party. Could you help me?" She wanted to know, turning to look at Ben and Rook as they stood by a kitchen countertop, glancing briefly at each other, then Pinkie. "I mean, do you like to party?"

"We like to party." Ben said with a grin.

"We like to party." Rook admitted.

"We like to party!" Pinkie proclaimed, bouncing in the air, confetti raining down all over them. "We like to party! We like, we like to party!"

"Do...I hear music?" Rook murmured, glancing about as everything suddenly seemed to get more festive and cheerful, an odd beat filling the air as Ben bounced his head slightly back and forth, the three of them making their way towards the large supply closet by the bathroom. "I think I hear music."

"You know what? I don't mind one bit." Ben realized.

We like to party! We like, we like to party!
We like to party! We like, we like to party!
We like to party! We like, we like to party!
WE LIKE TO PARTY!

Pinkie opened up the doors, and a bright, brilliant rainbow of colors seemed to cascade out as she let out a whoop, Ben and Rook gasping as a tear came to Rook's eye.

"It...it is so beautiful..." He whispered, a clown nose landing tenderly on his face as Ben felt the face paint being lovingly applied to him.

"Yes! YESS!" Ben cried out. "More! Give me more!"

"You wanna see a party? You're gonna see AAAAAAALL the parties!" Pinkie proclaimed proudly as she turned around, a party hat atop her head, Mardi Gras beads around her neck, and party tattoos over her body.

Soon, ponies in the streets began to pick their ears up, poking their heads out of windows and doors, blinking slightly. Their eyes widened in surprise, confusion, and then delight, balloons floating out over their streets, delightful music filling the air. Ponies clapped their hooves together, bouncing their heads back and forth, beginning to file out into the streets as Ben and Rook swept around Sugar Cube corner, placing party plates down, silverware and, of course, party favors onto every single table. Pinkie bounded about, banners flowing freely as she popped down ice cream cake slices on every single plate.

We like to party! We like, we like to party!
We like to party! We like, we like to party!
We like to party! We like, we like to party!
WE LIKE TO PARTY!

"It must be hard to do this all on your lonesome. But I bet it helps to have friends, doesn't it?" Ben asked.

"Yeah, and you know, I once tried to do everything all by myself. But it IS so much better with friends." Pinkie said, shaking her booty back and forth as she took out a t-shirt cannon, grinning in delight. "Though one time I thought I really could do everything I wanted all by myself because I could clone myself with this big ol' pool in the woods." She admitted, scratching her head. "Wonder what happened to that? Ah well." She said with a shrug, Ben and Rook giving each other a wink.

GOTCHA.

Meanwhile, Derpy pushed some bushes aside, seeing Kevin and Gwen making their way towards Twilight's library, her eyes narrowing. "...gotcha."

"This shouldn't take long." Gwen admitted as she adjusted her glasses, the sunlight filtering in softly through the limbs of the tree that made up Twilight's library, Kevin frowning as he looked around. "What is it, Kevin?"

"...one moment." He said, reaching down and picking up a rock from the ground before launching it through the air. With a BONK and an "OW", Derpy came hobbling out of a nearby shrubbery, rubbing her sore nose.

"Dat really 'urt." She muttered, none of them aware of the dark eyes that gazed out thoughtfully over them all, watching in silence...and waiting.

"Word of advice from a former crook: if you're going to tail someone, don't hide behind bushes. They're too loud, you brush up against them and you give yourself away." Kevin admonished her with a wave of his hand before he put his hands on his hips. "Now what do you want?"

"I just wanted to let you guys know that Twilight isn't in." Derpy said with a nervous smile. "But you guys just scare me a bit, y'know? Especially you." She said, frowning at Kevin. "I mean, you throw rocks at people!"

"You're lying through your teeth." Kevin said, rolling his eyes, Gwen giving him a confused look. "I know Twilight's here. I can see her way up at the top floor." He said, pointing upwards. Sure enough, just barely visible through the curtains, Twilight was there, flopped against the pane, looking dejectedly over Ponyville. "So why don't you cut the horseshit...sorry, PONYSHIT...and tell me what you really want?"

Derpy's eyes went cold. "I want you to stop fooling around here and making things worse. I want you to leave. Can't you just go away before you hurt someone else?"

"We didn't hurt anyone." Gwen remarked, looking genuinely confused.

"Oh yeah!? My friends beg to differ! Applejack won't stop crying! Not even my special muffins will cheer Rarity up!" Derpy said angrily. "And poor Twilight and Rarity and Rainbow Dash and Pinkie Pie, they...I've tried to reach out to them but they're all the same, and they only started acting this way after you guys showed up and let Dash fight those Changelings and...and I don't know what you did, but I want you to just!" She yelled, stomping on the ground. "GO! AWAY!"

"Well...well." The dark eyes owners smiled softly. "...so...is this truly what you wanted?"

I am the son, I am the heir
of a shyness that is criminally vulgar!
I'm the son and heir...of nothing in particular!

Derpy then shot forward, hoof held up, Gwen diving away as Kevin caught the hoof, only for Derpy to kick him across the grass, launching him into a shrubbery as Derpy wheeled around on Gwen.

"Calm down, Derpy!" Gwen said. "You're making a mistake." She insisted, holding her hands forward, a pink, shimmering protective bubble surrounding her as Derpy slammed her hooves into the bubble again and again.

"YOU SHUT YOUR MOUTH! How dare you say I...I go about things the wrong way! I can't help it, I just need to be loved! Just like everybody else!" Derpy cried out, raising her hooves up high, slamming them down in a double strike, the shield buckling before Kevin managed to knock Derpy back, kicking her away as he held up a switchblade knife he had. He touched the blade, his form now turning into stainless steel, silvery/grey texture bathing over him as if a gigantic paintbrush had given him a touch over.

A pair of hooves approaching slowly off in the distance, taking it all in, solemnly walking forward...

I am the son, I am the heir
of a shyness that is criminally vulgar!
I'm the son and heir...of nothing in particular!

"I ain't holdin' back just because you're a girl." Kevin told her before Derpy shot forward at an almost insane speed, her hoof SLAMMING into his cheek, knocking him up, up, into the sky.

"OW, your face hurt my fist!" She said, wagging her hoof in the air and pouting before Gwen snapped her fingers. Crimson/pink bands surrounded Derpy, ensnaring her like snakes as she was whacked about. Left right left right, slammed into the grass beneath her as Gwen swept her arms back and forth.

"THAT'S! MY! KEVIN!" Gwen roared out, finally slamming her fists together as Derpy spun around and around before the bands EXPLODED, the grey pegasus sent spiralling through the sky, gasping as she flopped onto a nearby abandoned cart. She grunted as she pulled herself from the wreckage, standing up and circling around Gwen as she ran to Kevin and helped him up as he rubbed his cheek.

"Ow...her fist hurt my face..." He grunted. "You got issues." He told Derpy.

""Just shut your mouth, how dare you say I go about things the wrong way! I can't help it, I just need to be loved! Just like everybody else!" Derpy insisted, putting a hoof on her chest, grey eyes steely, beginning to brim with tears.

"Do you not want us to talk to Twilight because you don't want us revealing the truth about the clones?"

Derpy flinched. "It ain't sinister!"

"Oh, really?"

"No, it's...it's just a club, that's all. A club we belong to. Where you can meet someone who...who really loves you." Derpy said, her tone becoming softer, quieter. "...or you just stand on your own...and you leave on your own. And and you go home and cry, and you want to die..."

She wiped tears away from her eyes. "I...I don't want that anymore! She doesn't want it! She's already waited too long, and all her hope is gone!" She cried out, barreling forth, Gwen erecting a shield up around herself, a pitying expresson on her face as Kevin just stood there by her side, seeing Derpy futilely bash her hooves against the shield, tears beginning to trail down her cheeks. "I don't want you taking away her hope! I DON'T WANT YOU-"

"DERPY!?"

Derpy stopped, blinking as she slowly turned, seeing Twilight standing there, gaping in surprise, mouth hanging slightly open as Spike stood behind her, hiding in terror behind Twilight's leg. He was shivering in fear, Twilight's mouth agape and her eyes staring in shock before, at last, she spoke again. "What in Celestia's name are you doing? You can't just go attacking your friends!"

"Th-they're gonna ruin everything, they...I just..." Derpy began to stammer.

"What?!" Twilight said, her tone becoming angry as she walked forward, Gwen lowering the shield. "If you want them to stop something, just say it! Our new alien friends have been nothing but nice so far, they deserve better! Why don't you just say exactly what it is you-"

"Derpy was never friends with you. The real you. And she so wanted it." Derpy murmured softly, rubbing her hooves together as she sat down on her rear, her blonde hair hanging low over her face as her tone got soft and mournful. "She wanted to be friends with the Element Bearers that everyone loved so much. And when we decided to start things with the experiment, I got picked to be the one clone who'd know the truth from the beginning."

"So you are all clones?" Gwen asked softly, Twilight's mouth gaping even wider, Spike fainting dead away as Twilight held a hoof to her mouth.

"But...but how? I...that...and..." But then she seemed to refocus, and looked up from the ground and back at Derpy. "So you wanted to...to what? Kill these two so they couldn't tell me what I really was? Just so you could keep being friends with me and my other friends?" She asked, mortified.

"I just wanted them to stop, I..." Derpy held her head in her hands. "Everyone loves you. And Derpy always wanted to be closer to you, but...but this isn't what she wanted. It's not even close. The real Derpy would have wanted you to know her and love her because of what she could do, not...not because you were so close to being blank slates that almost anybody coulda gotten close to you." She muttered. "I just got so swept up in being buddies with the Princess of Friendship and her dearest friends that I forgot what made you Princess to begin with."

She slowly looked up, wiping the tears from her eyes.

"Real friends don't try to sacrifice other people just to keep a lie up. Real friends don't pretend with one another. They're honest. And I wasn't being honest with you...or even myself. This wasn't what Derpy wanted."

"I'm glad you finally made the right choice." A voice rang out and they turned, seeing Shinedown standing there. The black-furred stallion smiled warmly, dark blue eyes gazing over them all. "Derpy was meant to help me keep an eye on the experiment alongside me. We were the "control group" of sorts. But I'm glad it's come to an end. I think we have the answers we wanted."

"What was all this about?" Twilight wanted to know, shaking her head back and forth, Shinedown going over to Derpy and gently helping her up as Gwen folded her arms over her chest and frowned.

"There's a question that rose up when Twilight first really analyzed the mirror pool. She wanted to know if a clone could have a soul." Shinedown informed them all. "And so did we. But how could we trigger that spark? Make the clones somehow different?"

"...the Elements?" Gwen reasoned, eyes widening slightly.

"Bingo." Shinedown smiled. "Would they provide that little extra element that made a cheap imitation so close to becoming the real thing? Could they BECOME real boys and girls, with no strings to hold them up? Well...I'd say...there are no strings on her." He sang out, patting Derpy over the head. "It took a bit of outside influence but you did it. You helped them realize the truth on their own and nobody actually got hurt." He went on, the colt smiling happily. "I wondered if Ms. Green would do that, but I'm afraid she got the wrong idea."

"So...this isn't some big sinister plan to try and take over the world or anything?" Kevin asked. "Why do all this? I mean, clones are cool, but...still..."

The stallion shook his head. "They were all copies of us. We believed they'd be like us, good. And we hoped that as time went on and they finally learned the truth, they'd go out and do great things. If one Twilight, one Pinkie Pie, one Applejack, one Rarity, one Rainbow Dash could stop threats such as Tirek and Discord, imagine what TWO in the world could do."

"Yeah, I'm imagining. And I'm terrified."

"Is this about Celestia-?" Shinedown laughed. "Oh, come now, Mr. Levin! She's powerful, but she's nowhere near as good as the real Celestia. And if anything serious did happen, we'd just..."

KRAKKA-THROOOOM! A loud, horrific explosion echoed through the air and they whipped around, seeing the Everfree was now a burning, bright bonfire of an inferno that blazed brilliantly, an unmistakable form standing tall on a hill overlooking it, head thrown back in laughter that got high, shrill and cold.

"...piss our pants and cry."

"But you don't WEAR pants."

"...turns out I don't need them. Funny, that."

They took off running for the forest, a large crowd beginning to gather before the blazing inferno that the Everfree was becoming as they glanced about at each other. Hushed whispers and voices were filling the air, nervous flickering across ponies faces that were slowly filling with fear.

"Please, please tell us you had a Plan B in case something like this happened?" Ben quietly asked of Shinedown as they crouched down at the far end of the crowd, all of them feeling the burning waves of heat rising off from the inferno beyond, Rook looking from the stunned Pinkie Pie to Derpy.

"That's...not supposed to be on fire." Pinkie Pie's clone mumbled.

The bandanna-wearing pony cringed. "We weren't really sure. We didn't want to truly hurt any of them because they seemed so sentient and the idea Celestia's clone would be this powerful never came to us. I mean, they were just supposed to be pale imitations." Shinedown muttered. "We've got to find the real Celestia. Yesterday. She'll know what to do."

"Okay. So where were you hiding and observing the village from?" Twilight's Clone quietly inquired, an eyebrow raised.

"...a hidden cave close to the Pool."

"Well that's easy-"

"In the Everfree."

"...well, BUCK." She groaned, smacking her face.

Comments ( 4 )

I am thoroughly confused. :derpyderp2:

6503683

Don't worry. Soon all will be made clear. :)

"THAT'S! MY! KEVIN!" Gwen roared out, finally slamming her fists together as Derpy spun around and around before the bands EXPLODED, the grey pegasus sent spiralling through the sky, gasping as she flopped onto a nearby abandoned cart.

Holy heck that sounds like Vegeta
"THAT'S MY BULMA!!!"

6574338

Oh reaaaaally? ;)

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