• Published 17th Sep 2012
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Doctor Whooves - The Series: Episode Four - Only Skin Deep - Loyal2Luna

The Doctor, Twilight, Rarity and Pinkie Pie visit their first alien world in the TARDIS; the planet of Qing, and meet its exotic inhabitants, the Quilin. But not everything in this near-perfect utopia is as it seems.

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Ch. 5: Food, Fun, and Games of Intrigue

Ch: 5: Food, Fun, and Games of Intrigue

The Azure Halls
The Last City of Qing

The Banquet of the Azure Halls had been an institution and staple of quilin culture for as long as the Last City had stood. It was considered by most to be a muted, formal affair, with the elite of Qing allowed a moment to enjoy one another’s company; with many making an appearance for the sake of making an appearance and taking the time to catch up on the latest gossip from outside each noble’s respective sphere of influence.

Every member of Qing’s ruling class knew what to expect of a Banquet. Or so they had thought.

That is, before the night that a pink-furred creature from outer space changed everything.


Twilight Sparkle felt an oddly familiar soreness in her right foreleg as she moved down the gilded stairs, staying just a step behind Prince Kir with the Doctor and Rarity on either side of her. Their pace was deliberately slow, set by the Lord Prince as they walked down the stairs in a manner that allowed everylin in the room to get a good, long look at them.

Twilight cringed inwardly, feeling the gaze of hundreds of sets of golden alien eyes on her, the overpowering hint of expectation behind them making the unicorn feel immensely uncomfortable and triggering a sudden ache in her shoulder. It was a purely pavlovian reaction, she had come to realize; a remembrance of the night of the Grand Galloping Gala when she had spent most of the event at the Princess’ side, shaking the hooves of what must have been every stuffy upper-class pony in Canterlot until her leg felt ready to fall off.

She dearly hoped that this evening would at least not end on the same note as that one.

“Oh, come now, Twilight. No need to be so stiff, darling,” Rarity offered in a quiet whisper, grinning warmly as she lifted one hoof in a wave, having taken note of the unicorn’s concerned expression while the Doctor looked over the room. “You could at least smile for them. Enjoy it.”

Oh, right, Twilight thought bitterly. The key to any grand public display: keeping up the appearance.

Twilight tried to smile, she really did, but she feared it came across as awkward and forced as she considered their situation.

Despite what some ponies might have thought given her past actions, Twilight had never really felt comfortable in the spotlight. Ironically enough, the idea of being put on a pedestal for others to admire had only ever served to make her feel isolated. Fame had never been an ambition of hers; it was simply a byproduct of the circumstances of her life.

She had always preferred the companionship of those she knew over the admiration of complete strangers.

Of course, it probably didn’t help that these particular strangers were all alien beings whom Twilight was slowly but surely coming to suspect of hiding something dire under their cultured, scaled exteriors.

Finally, (yet still not soon enough for Twilight’s own liking), the quartet neared the bottom of the staircase, the crowd’s silent watch breaking off almost in unison as the gathered quilin began to talk excitedly amongst themselves.

Gee, I wonder what they are all talking about this evening... Twilight couldn’t help but roll her eyes a little at the thought.


The unicorn’s attention was snapped up in an instant by a voice that seemed to overpower the din of conversation around them, nearly causing her to jump.

It took no time at all to identify the source of that voice as “Prince Wu” trotted briskly towards the new arrivals, the lesser quilin nobles practically leaping out of his path as he did so.

The Lord Prince, to his credit, didn’t seem at all put off by the approach and was clearly accustomed to the boisterous elder prince, simply nodding as a small smile formed on his own muzzle.

“Hello, Wu,” the silver-scaled quilin prince greeted the larger quilin casually. “I see you’ve already met one of our new friends.”

“HA! That I have, my colt... That I have.” The blue-scaled quilin shook his head in amusement. “And here I thought Sang had fallen ill or else gone mad when he came to me with talk of magic boxes and aliens.”

“Silly Wu! It's not magic, it's science!” A new, more whimsical tone broke in as Pinkie Pie, still in costume, bounced past a group of amazed nobles and into the wide circle they had given to the newcomers.

Ducking through the crowd in Pinkie’s wake, the diminutive form of a quilin wearing a familiar gold and scarlet stole made its way towards the group, coming to a stop in front of his liege.

“I apologize for my prolonged absence, my Lord Prince.” Silver bowed his head respectfully towards Kir when he had come into easy speaking distance, before explaining himself. “Circumstances dictated I assist her Ladyship Pie with the preparations when the Master of the Halls declined the responsibility.”

“No apology is required, Sai.” Kir smiled, nodding to his attache. “You have done well.”

Very well, my little Sai! You’ve certainly done much to make this place more lively! In fact...” Wu smirked as he nudged the smaller Lord Prince in the shoulder affectionately. “I might just take him off your hooves, if you’re interested, Kir.”

Twilight, who had been watching the exchange quietly, suddenly found herself taking acute note of a change in the demeanor of the Lord Prince’s attache at this simple statement. The way his ears fell back, the sudden cringe that he quickly tried to cover up, his hoof lifting ever so slightly in the direction of his stole before he made a conscious effort to return it to the floor.

And there was something else, barely contained behind his eyes. Something she’d come to recognize quite easily since she started traveling with the Doctor.

It was a trace of fear.

Then it was gone.

Twilight blinked, feeling a sudden, dizzying head rush as if she had been holding her breath. It lasted for only a split second before the servant regained his composure, but Twilight felt like it had all occurred in slow motion, allowing her to take in every detail.

“I don’t believe that will be necessary.” Kir shook his head. “In any case, I believe introductions are long since due, wouldn’t you agree?”

“OH! OH! Let me!” Pinkie bounced up and down a few times, accompanied by her typical “poinging” sound as she pushed of the ground and then rushed forward, causing Kir to have to step quickly out of the way.

“Oh, yea Jester Prince Wu: Heart of Society, Joy of Qing, and Connoisseur Extraordinaire!” Pinkie settled into a declarative, almost over the top herald-like voice that she sometimes used when she was trying to act “official.” “I hereby introduce you to: my friends!”

Pinkie darted back almost quicker than the eye could see, putting one foreleg around Rarity while the other motioned to her in a grand, sweeping gesture.

“Behold! The Queen of the Drama, Designer Supreme, Mistress of Fashion, Keeper of Generosity, and my fellow Champion of Equestria: Lady Rarity!”

“Oh, my... Pinkie...” Rarity allowed herself a small laugh, trying not to blush as she leaned into Pinkie Pie. “Stop~ You’re embarrassing me.”

“As you wish, Your Ladyship!” Pinkie replied excitedly, obviously enjoying herself. She then suddenly slid out from underneath Rarity, almost causing her to topple over, before she sidled up right next to Twilight.

Twilight, on the other hoof, couldn’t help but recoil a bit. “Pinkie, I don’t need you to--”

“Behold! The Pride of Celestia, Scholar of Friendship, and the smartest and most powerful pony I’ve ever known! The Element of Magic herself: Lady Twilight Sparkle!”

Twilight blushed profusely as Wu’s eyes fell over her, giving her an appreciative nod that she took to indicate that he was impressed by the titles which Pinkie seemed to have made up for her on the spot.

“Pinkie, you really shouldn’t-- WHOA!” Twilight had to steady herself as Pinkie moved away again, jostling her ever so slightly before she went past her to stand beside the brown stallion next in line, who seemed half-amused, half-concerned as she threw out both of her forelegs to present him.

“Aaaaaaaaand...” Pinkie took a deep breath, then fell back to all four hooves as she released it, her tone far less aggrandizing than before. “...the Doctor.”

Wu and Kir’s expressions both fell, surprised by the sudden casualness that had taken the place of Pinkie’s impressive introductions.

“Yes?” Wu asked, partly intrigued as he encouraged Pinkie to continue.

“Just... the Doctor.” Pinkie nodded again to the stallion, who shrugged submissively before the mare turned her attention back towards the white unicorn. “That’s a really nice dress, Rarity! You look all sparkly! Hold on, did the Cake twins dump a tub of glitter on you, too? Don’t worry, I know exactly how to get it out of your fur! I just need a scrub-brush, a jar of mayonnaise, and a rubber ducky!”

“Pinkieeeee...” Rarity facehoofed with an embarrassed blush, Twilight watching the two for a moment with a smile before her ears perked up, listening more to the conversation developing behind her rather than her friends’ bantering.

As Lord Kir moved to the side, his head lowered as his attache spoke with him in a low tone, the Doctor strolled by with a confident, almost laid back expression towards the much larger Jester Prince.

“Well, it is certainly a genuine honor to meet you, Your Highness.” The Doctor bowed slightly to the royal. “I am most definitely looking forward to being introduced to your fellows as well.”

“You shall not be disappointed, then, fair Doctor. I expect most of them to attend, as they always do. And to show up late... as they always do,” Wu added with a hint of weariness, shaking his head at his little joke. “By all means, enjoy yourselves! Partake in the scenery of my glorious halls as well as all the Banquet has to offer. By far, this may be the best one of my reign of the Culture Spire.”

“And how long has that been?” the Doctor asked casually.

There was a pause. One that caused Twilight to turn away from her friends, who were still speaking of diamond dust glitter and the proper methods of its removal, and cast her gaze towards the Jester Prince.

He seemed... confused by the simple question for a moment, until he managed to shrug it off with a bemused smile.

“Most of my life,” he answered with conviction.

For whatever reason, something about the two stallions’ exchange brought an unpleasant sense of foreboding to Twilight’s mind. Feeling something was amiss, yet sadly unable to pin it down exactly, she got the sense that this party was going to be anything but carefree.

And the night had only just begun.


It took some time to drag her away from her adoring quilin fans, but after a while, Twilight had finally managed to pull Pinkie aside, walking along with her to the table spread with plates and bowls set out atop satiny white tablecloths that fell all the way to the floor. It had all been set up along the wall near the TARDIS, which was apparently being treated as something of an art piece by the banquet’s guests.

“This is so great!” Pinkie all but shook with her excitement, clearly appreciating the scene around them; the tall, horned nobles of Qing still talking animatedly and obviously enjoying themselves. “There’s nothing like a good old-fashioned welcoming party to get everypony in a friendly mood.”

“Sure, Pinkie.” Twilight nodded, trying to inject a bit of optimism into her voice as they moved up to the table. “Whatever you say.”

The unicorn wasn’t sure why, but seeing the spread Pinkie had laid out for the guests caused her stomach to grumble as a sudden and unexpected hunger seized her. She approached the table and immediately levitated a large metallic plate off of one end of it with her horn. This simple action caused a nearby noble to gasp in awe as he watched the mares from a distance, which Twilight tried to ignore as she remembered that magic was also a foreign concept to the natives of Qing.

“Awwwww, somepony sounds like she’s got a case of the grumpies.” Pinkie’s upbeat voice dipped slightly as Twilight moved along the table.

“It’s not that, Pinkie. It’s just… Well, you know how awkward I get around new ponies and…” Twilight stopped mid-sentence as she picked up a ladle and dipped it into a large bowl of bright red punch.

At least, she assumed it was punch. Until she realized that the ladle was experiencing an unusual amount of resistance to her magic pushing down on it.

Turning away from her friend for the first time, Twilight lifted the ladle and poured out what she had scooped, her eyes widening by degrees as she saw a cascade of hundreds of tiny, sparkling gemstones tumble back into the bowl with a hard patter.

“Jewels?” Twilight took a moment to look down the table, realization setting in as she took note of the expertly set piles of stones of all shapes and sizes, running the gamut from glittering to a polished shine. Many of which Twilight doubted even existed in Equestria.

“Okaaaay... Maybe we should try to keep Rarity away from this table.” Twilight huffed in amusement before a thought occurred to her. “Wait, why are there crystals at the food table in the first place...? Are the Quilin crystavores, or something?”

“Nope, they just like to eat shiny rocks,” Pinkie explained with a shrug.

“That’s what crystavore means, Pinkie.”

“Oh! Then yep, just like Spike!” Pinkie confirmed before pointing a hoof over to the adjacent table, which was still piled high with flower sandwiches, apples, carrots, other kinds of plants, and slightly steaming chocolate chip cookies (which appeared to be the only foreign item present that the guests had partaken of at all). “I put our food over there for them to try and for us to munch on. They don’t seem to like fruits and veggies all that much… but oh, boy do they like cookies!”

Twilight shook her head. “Pinkie, I don’t know if this is really a safe thing to do.”

“Why not? Dragons can eat gems and pony food just fine,” Pinkie pointed out.

“Yeah, that’s true. But we don’t know enough about Quilin physiology to assume--”

“You worry too much, Twilight,” a familiar voice interrupted the two mares as the Hourglass Stallion moved past Twilight, snagging the plate out of her magical grip with his teeth and flipping it up to the top of his head. He teetered back and forth for a moment while he found his balance, but eventually kept the plate still, immensely pleased with himself at the result.

“You don’t think it’s dangerous to feed our new ‘friends’ something that didn’t grow on their planet?” Twilight asked skeptically, feeling only slightly miffed at the Doctor swiping her platter. Her tone became more hushed as her eyes shifted around to make sure nolin overheard her. “It could be poisonous to them for all we know.”

“Twilight... Do you really think a creature that eats rocks for sustenance is going to get sick from eating organic food? Trust me, I wouldn’t have suggested a cross-species party if I thought there was even a remote chance of something like that occurring. At the very worst, it’ll simply pass right through their systems without imparting any nutrients.”

The Doctor grinned smugly before carefully edging a hoof under a sandwich, flipping it up and catching it on his head with little difficulty. “Ho-ho! Did you see that? You know what? I think I’m really getting the hang of this ‘no hands’ thing. Fantastic-looking spread by the way, Pinkie. Oh, and that performance; absolutely amazing! I had no idea you were a contortionist.”

“I’m not a contortionist.” Pinkie shrugged, the Doctor’s compliment clearly going right over her head. “I’m a baker.”

“That you are, my dear,” the Doctor noted, his plate sufficiently full as he reached a hoof forward to slide a cookie from the top of the sweets tray, biting into it. “But as I was saying, Twilight, you need to stop over-analyzing every little-- Is this a freshly-baked cookie?”

“Yep, baked from scratch!” Pinkie beamed proudly as the Doctor chewed a couple of more times, a look of shock coming over his features. “How else would I get ‘em?”

“You... baked them,” the stallion repeated in disbelief, and at his side, Twilight could anticipate the questions that were surely arranging themselves in his head.

“Doctor... don’t. Trust me, just don’t...” Twilight attempted to warn the Time Pony, but her pleas fell on deaf ears.

“How did you find the time to bake anything? How did you bake it at all? I can't imagine that the Quilin have proper kitchens,” he commented incredulously, before looking around at the other piles of food laid out next to the cookies. “Better question... Where did you even get all of this food from!?”

“Stop it, Doctor! Take it from somepony who knows: Just accept it and move on!” Twilight warned again, knowing all too well what became of those who questioned Pinkie’s idiosyncrasies.

That way lay madness... and pianos getting dropped on one’s head.

“From the TARDIS,” Pinkie, being her usual, oblivious self, informed the stallion without any hesitation.

“Pinkie, you’re tempting... Stop tempting!” Twilight attempted to cut in, but was ultimately unable to keep the ball from rolling.

“But... I locked the TARDIS... How did you...?”

“I knocked, and she let me in.”

Twilight let out a short sigh, shaking her head as the Doctor’s eye and ear twitched at the party pony’s simple declaration.

“I’m just gonna take that off your hooves.” Twilight’s horn glowed, lifting the plate of snacks off of the Doctor’s head as she turned to leave him to a fate that was sure to befall any who would dare object to the bizarre logic of Pinkamena Diane Pie. “I have the feeling you’re going to be busy for a while.”

He’ll learn eventually.

Twilight moved away, licking her lips as the befuddled Doctor stammered for a few moments behind her, while levitating a daisy and daffodil sandwich from the top of the tray and indulging herself with a quick bite. She barely had time to swallow before she looked up to see that her path was not clear, her hooves grinding to a sudden halt several steps away from the tables when she recognized that there was a quilin standing directly in her path, and making no effort to move out of her way.

“Oh! Pardon me...” Twilight managed to keep herself from running directly into the scaled native and momentarily berated herself for not paying more attention.

Then she had a second to actually take stock of the quilin himself.

He stood perfectly still as Twilight’s eyes ran up and down his form, his front legs and chest covered in a robe-like drape of a faded black color that split along the back, leaving his dull grey scales unadorned from neck to flank. His tail was bobbed; a wiry-looking brush of stark white metallic hairs. His head was wrapped in a deep hood, obscuring his face, ears, and eyes in shadow and allowing only his snout to show, similar white hairs forming a very thin and short mustache that extended from midway up his muzzle.

His horns, which pierced the top of the hood, were tall and curved like Kir’s and Wu’s, but lacked the same polished appearance, a crack running along one as if he had been injured long ago. This, along with his stature, granted Twilight a sobering realization that this was not a regular noble at all.

She was face to face with one of the Nine Princes.

“You’re a-- Your Highness!” she said quickly, putting her head down in a respectful bow and hoping she hadn’t offended him in some way.

Not a word was said in response, and after a few moments, Twilight lifted her eyes, unsure what to make of the silence.

The quilin prince merely stood there, staring in her direction but not at her, as if he was focusing on something else, far in the distance.

“Uh... um... Allow me to introduce myself.” Twilight’s mind scrambled to remember how Pinkie had introduced her before. “The Student of Celestia... Element of Magic... and uhhh... Librarian of Ponyville, Visitor to the Last City, and--” She stumbled for a moment before shaking her head, foregoing the silly line of titles and throwing caution to the wind. “My friends just call me Twilight Sparkle.”

Still no response.

Twilight looked around, noting both that the other quilin nobles seemed to be making a concerted effort to give them as wide a berth as possible, while simultaneously trying to focus on literally anything else.

“I would be happy to count you among them, sire.” She tried to force a smile, hoping it didn’t seem at all awkward. “...My friends, I mean.”

Nope... nothing. The Prince continued to look forward, not reacting to her at all. Whether it was due to shyness, or something else entirely, Twilight didn’t have a clue.

This is even worse than when I met Fluttershy... Twilight thought to herself. At least she responded when I talked to her.

“Uhhh... So, are you enjoying the Banquet, Your Majesty?”

To tell the truth, she was beginning to feel a bit creeped out by the still-silent quilin.

“Can... can you even understand me?”

Still nothing.

Royalty or not... Twilight huffed shortly to express her growing anxiety. You could at least acknowledge that I’m here.

“I’m sorry if there’s some sort of ritual or custom that I haven’t observed, but even if there was, that’s no excuse to be--”

“Milady!” a new voice interrupted her as the Lord Prince’s attache suddenly darted out from between the perimeter that had formed around the mysterious noble. With a start at his exclamation, Twilight’s magical focus on her snack tray faltered, causing her to wince at the noise it made as it unceremoniously crashed to the ground, spilling its contents. As for the Prince, he didn’t even so much as flinch.

“Oh my Celestia... I’m so sorry. I...” Twilight stammered, unsure of what to do about the deteriorating situation until she felt Silver nudging her with his shoulder. “Sai? What are--”

“Lady Sparkle, let us not intrude upon His Lordship’s time,” Silver stated with urgency as he pushed against the unicorn, urging her away from the still-unmoving quilin.

“But, the mess--”

“I shall clean it up momentarily,” the small quilin said quickly, pushing her along even further until they had moved past the invisible barrier surrounding the prince and joined a group of lesser nobles nearby. A few of them regarded the smaller quilin with something approaching contempt, but regained their composure upon noticing Twilight, to whom they gave a short, polite bow before going back to their own business.

“What’s wrong? Who is that?” Twilight asked, unsure what to make of what had just happened as she looked up and noted that throughout the entire thing, the quilin prince had not moved from his spot.

“Somelin that we never expected to come to the Banquet.” Silver shook his head, averting his eyes deliberately away from the dark-colored noble as he continued in a low tone. “That is the Grim Prince, Ninth Crown of the Last City. The Silent Lord. The One Forgotten.”

“Okay...” Twilight shrugged. “And that means... what exactly?”

“It means, Milady, that, barring the other eight Princes, you and I have likely just been closer to him than any other quilin in recent memory,” Silver tried to explain in a tone that Twilight could only describe as “spooked.”

“Really? Why is that?”

Silver looked from side to side, seeming like he was about to divulge some kind of privileged information if not for that fact that they could easily be overheard by anylin nearby.

“The Grim Prince almost never leaves his Spire, and when he does, nolin ever witnesses him coming or going. When in public, he is granted a wide berth by all. It is whispered that even the Warrior Prince fears him, though nolin knows why except perhaps the Crown Prince himself.” Silver leaned in closer. “Nolin knows for certain his origins, but it is said that the Grim Prince is as old as the Last City itself. He is the Prince of Ill Omens and Dark Portents.”

“You have a Prince of Ill Omens? That’s... interesting.” Twilight looked up past the red-stoled quilin again, her tone disbelieving. “I just don’t understand the big deal, though. He seems like he’s just an elderly quilin to me. Although... I did think it was strange that he didn’t even say a word to me.”

Silver looked about, his expression one of worry that drew Twilight’s eyes back to the servant of the Lord Prince.

“That’s not surprising... He’s called the Silent Lord for a reason; he never speaks. Not a word. To anylin. Ever.”

Twilight raised an eyebrow. “Hold on. If he never says anything, how is he the Prince of Ill Omens?”

“I... cannot explain, Milady. It is not my place,” Silver informed the unicorn before turning away. “I advise you to do as the nobles do and ignore him. Or better yet, do as my kind do and avoid him entirely. For your own sake.”

As Silver started away, Twilight looked up again, intending to look over this so-called “Grim Prince” with greater scrutiny, before her eyes widened in shock at the realization that the elderly quilin was nowhere in sight.


Rarity felt as though she was truly in her element here at the Banquet, smoothly working her way through the room of highly cultured quilin. Many of whom commented upon her dress and her fur coat, and asked her questions about the world she came from so far beyond their domed city.

Now, Rarity had never considered herself much of a storyteller, but her musings on Canterlot and the high society of Ponykind did seem to go over quite well with her audience, who reacted much as she expected of an educated and cultured herd; politely, with dignity and poise.

If she was being honest with herself, she was grateful to discover that the nobility were so eager to hear what she had to say, allowing her to detract from the foalish antics of Pinkie Pie and give them a more defined impression of what it truly meant to be an Equestrian.

“So your two princesses possess authority over all things?” one of the nobles asked, his tone absolutely fascinated. “Across multiple cities and lands?”

“For the most part, yes.” Rarity nodded in affirmation as she maintained her posture “just so.” “Though they hardly do so alone. They are assisted and advised by the Solar and Lunar Courts, as well as a Council which is comprised of some of the noblest members of ponydom.”

“And you are not alone there? There are many nations? Many rulers?” another quilin mare asked enthusiastically.

“Well, as far as rulers go, most of the creatures of our world at the very least acknowledge the dominion of our Princesses. After all, it would be quite difficult to challenge the authority of the ones responsible for moving the Sun and Moon each day. But there are other lands and cultures to be sure, though none are possessed of the same level of... enlightenment as Equestria,” Rarity explained, hoping she wasn’t overstepping her bounds by saying so. “The Northern Griffin Roosts, for example, are plagued by internal warfare, constantly fighting over this or that chilly mountain top. Such brutes. The Buffalo and Zebra Herds, as I understand them, are friendly enough, but all they do is wander around their territories, stuck in their old ways and never settling down or building anything lasting. Oh, and many others, although I am not entirely familiar with all of them. Foreign affairs has never truly been my forte.”

She brought up one foreleg in a more traditional “stalwart” pose, flicking her mane back in as regal a manner as she knew how, before continuing.

“My true passion has always been in the creation of beautiful things, and my work is praised by many ponies at home and abroad,” the fashionista boasted, trying to put a positive (if a little ambiguous) spin on her relatively modest lifestyle as a simple tailor. “At the risk of sounding vain, I like to think I have a talent for... drawing out the inherent majesty of nature’s gifts.”

“A noble cause if ever there was one,” came a voice from behind the unicorn, this one clearly feminine, yet subtly lower in tone.

Rarity turned to face the owner of this new voice, expecting another of the quilin nobles to have caught sight of her and come over to see what all of the fuss was about.

Instead, what she saw caused her graceful poise to slip, if only for a moment, as her eyes craned upward.

The lithe quilin mare stood nearly a head taller than Rarity, her golden eyes laser-focused on the suddenly self-conscious unicorn that she dwarfed not only in height, but in splendor as well. Laid over her shimmering purple scales that sparkled in a deep shade of amethyst was a flowing white and crimson dress that fit snugly in all the right places, and parted in the back to show a tail that resembled a waterfall of gleaming silver. While the mare lacked the horns and wiry mane of her fellows, rather than detract from her appearance, it gave her a distinctly clean, polished look, as if she were a living statue carved of precious stone. Her proportions reminded Rarity of the famous Equestrian model Fleur de Lis, but on second thought, she found the comparison lacking.

Standing before her was easily the most beautiful creature she had ever laid eyes on. At least, among the ones who were mortal.

Settled along one of the tall mare’s shoulders, what looked like a small grey ferret or weasel watched her curiously with tiny, beady black eyes. Rather than fur, the animal seemed to be covered in hundreds of tiny, triangular bits of steel that shifted and flexed with its movement like a coat of living armor.

While Rarity wouldn’t dream of comparing the new arrival to the raw, divine beauty of an alicorn princess, she would have been lying if she did not admit to suddenly feeling quite inadequate in current company.

“Oh, dear...”

“So, you must be one of the visitors that I have heard so much about.” The gem-like mare smiled, displaying a set of perfectly white teeth which, oddly enough for an equine species, tapered off to very soft, but very obvious points. “How... intriguing.”

“Lady Sadaiir?” One of the quilin whom had been holding Rarity’s attention earlier took a step back, bowing his head like the others in immediate proximity (although, Rarity noticed out of the corner of her eye, not nearly as lowly as those whom she had seen acknowledging Kir or Wu’s presence). “Apologies, Mistress. We were unaware you had an interest in our guest’s presence.”

“You are forgiven.” The mare called Sadaiir waved a hoof, her tone pleasant as the simple gesture served to disperse Rarity’s captive audience like fillings of iron repelled by a magnet.

Mistress...? Rarity remembered Kir telling her something about this back in his Spire. He had referred to them as a sort of “princess”; the female counterparts of the Nine Princes, though not every Prince had one. Though their traditional roles had no real authority, they were often the closest companions of their mates, offering them counsel and tending to their desires. As Kir stated he did not have a mistress himself, it seemed that Sadaiir was to be Rarity’s first introduction to this particular tier of quilin culture.

Assuming that the same rules of etiquette applied to the Mistresses as well as their beaus, Rarity bowed respectfully to the mare as the two of them were left alone, attempting to recover her composure.

“Delighted to make your acquaintance, Your Highness,” Rarity offered politely. “My name is Rarity of Equestria.”

“My... To give one’s name in the very first meeting... How very forward of you.” Sadaiir continued to smile, and although her words made Rarity wonder if she had perhaps breached some unforeseen rule of conduct, there was a certain matronly playfulness in her voice that almost reminded her of Princess Celestia. Lifting her hoof slightly, she bid Rarity to stand, which the unicorn did without hesitation, returning the smile. “And quite refreshing, I might add. Your arrival has caused quite a stir, Lady Rarity. I usually don’t attend these events, but I simply had to come and see these otherworldly travelers for myself.”

She continued to beam as her eyes swept up and down Rarity’s form.

“And I am certainly not disappointed,” she finished, bringing a sharpened hoof up to pet the small steel-colored creature that obediently sat on her shoulder, causing it to emit what Rarity interpreted as an affectionate chitter. “But where are my manners? Allow me to introduce myself properly: I am the Mistress of the Fifth Crown, Lady Sadaiir of the Primal Spire, Caretaker of the Beasts.”

“Caretaker?” Rarity asked aloud, looking the mare over and hoping it wouldn’t be interpreted as gawking. One thing was certain: Sadaiir didn’t look at all like the type to be sweeping out pens and tending to sickly animals.

But then again, she considered, neither did the meek and graceful Fluttershy.

“Oh, yes.” Sadaiir nodded enthusiastically. “Allow me to explain. You see, my dearest, the Primal Prince keeps the beasts and animals that were saved from the frost in order to preserve and care for them in his Spire. I assist him in this lonely endeavor, yet there comes a time when even the most devoted Mistress feels the need to step away from her duties to indulge in the company of others. And as it happens, you are by far the most interesting company I see here.”

Rarity’s expression grew into a genuine smile, herself feeling quite pleased with how this night was starting to turn out as the elegant, violet-scaled quilin moved up beside her.

“That is, of course, if you care to share in my company, Lady Rarity,” Sadaiir added, her tone inviting, but hinting at concern as if worried that she might be rebuffed.

“Oh, why, of course!” Rarity quickly put the mare’s fears to rest, showing no hesitation in taking her up on her offer. “As a matter of fact, I am quite honored, Your Ladyship. I would be more than happy to tell you of my world.”

Sadaiir’s features positively sparkled from her elation at this news as she nodded to the alabaster unicorn.


Much to Rarity’s shock, the small steel-scaled creature astride Lady Sadaiir casually leaped over and onto her own back, and she had to suppress her shocked reaction before she realized it meant no harm. In fact, the animal wasted no time kneading its small head against the nape of her neck, communicating its affection with a pleasant chittering sound. The display elicited a slight, almost filly-like chuckle of delight from her new party-going companion.

“How precious! I do think he has taken a liking to you, Lady Rarity,” Lady Sadaiir stated with amusement. “Not surprising, I suppose; They do have a keen sense of value.”

“What is it, exactly?” Rarity asked, fascinated by the creature and finding it hard to argue with its taste in companions.

“It is a steel vole; a common sort of rodent here in the Last City. They’re perfectly harmless, and often kept as pets,” the mistress explained, her golden, oval eyes glittering with mirth as she watched the two of them together. “This one in particular is named Aster, and I never go anywhere without him.”

Rarity couldn’t help but let out a small giggle as the adorable Aster moved his body across her fur, tickling her with his metal scales before finally settling his lengthy body around her neck like a living necklace.

“Now then, I would simply love to hear all about this exciting world of yours. ‘Equestria,’ was it called?” Sadaiir nodded as she moved forward, walking with a graceful stride and bidding her newest friend to take up a position at her side.

So enthused was she at the attention of the royal quilin mare, Rarity failed to notice that the other nobles were now giving the pair a surprisingly wide berth.


“Wei, you old savvak! You old so-and-so!” Jester Prince Wu grinned widely as he made his way through the Banquet, having to speak up over the sound of music emitted from the alien “record player” device in the center of the room. With a sweep of his foreleg, he waved down the pink alien currently entertaining the guests in a bid to get her attention. “Lady Pie! Come over here, I have somelin I want you to meet!”

“Oh, goody! Time to meet new friends!” Pinkie, who was holding herself up with one foreleg while juggling a set of balls with her hind legs, suddenly hopped back to all fours, letting the balls fall unceremoniously to the stage as she bounded forward, much to the dismay of her audience (although not a single one decried the Jester Prince’s interruption).

Pinkie seemed to simply bounce through the gathered crowd, the bells on her harlequin outfit signalling her approach as she made out where Wu was standing. Once she spotted him, she made her way towards him with a wide smile on her face at the prospect of meeting the two new quilin he had been referring to.

Opposite the polished, blue-scaled Jester Prince stood a pair of iron-grey quilin who wore far more reserved expressions in contrast to Wu’s joviality. The larger, clearly a Prince like Wu and Kir, was sporting a set of curved horns that looked to have been sharpened to a fine point, but was otherwise bare and nondescript without any facial hairs or clothes to speak of. His stance was rigid and the moment Pinkie saw his face, she was immediately reminded of the perpetual scowl that came standard with Celestia’s Royal Guard.

Standing at his flank was a mare who, except for lacking horns and a mane, seemed to mirror him in posture and expression perfectly.

“Ahhh, Lady Pie, allow me to introduce my good friend: Grand Magister and Second Crown of the Last City, the Arbiter Prince. As well as his lovely consort, the Mistress of the Spire of Law: Lady Zeaiir. Late as usual, I might add!”

“Hi, I’m Pinkie Pie!” Pinkie said with a giddy bounce, grinning widely.

“Charmed.” The Arbiter Prince nodded, his tone flatter than a popped balloon.

“Likewise.” His mistress followed her beau’s lead almost perfectly, right down to the nod and blink as she did so.

“Ooookaaaay...” Pinkie eyes shifted between the pair. “Creepy.”

Wu let out a bellicose laugh at seeing the mare set back before he moved over, setting a foreleg over the Arbiter Prince’s shoulder, which earned him a questioning glare from his supposed “friend.”

“That they are. Wei and Zeaiir here have a sense of humor drier than the tongue of a saltaholic Sai!” Wu explained before he made an over-the-top “pouting” face, clearly attempting to elicit some sort of response from the grey quilin. “Oh, my friend, why so serious?”

“Not all of us can so easily play the foal, Wu,” the Arbiter Prince droned, his voice evenly monotone. “Some of us actually have important jobs to do. And I would appreciate it if you would remove your leg from my shoulder.”

“I’ve been trying to get this colt to lighten up since we were both foals,” Wu explained to Pinkie, his forelimb stubbornly in place. “Come on, Wei… You could at least smile once in a-- OW! OW OW!”

Pinkie pulled back a step as Wei’s hoof came up and deftly pressed it around Wu’s leg in a manner that looked quite uncomfortable, forcing the Jester Prince to remove the offending limb.

Out of the corner of her eye, Pinkie took note as the corner of Zeaiir’s lip curled up and she had to suppress an amused huff.

“That wasn’t very nice,” Pinkie observed as Wu shook his foreleg, unharmed but clearly set back.

“Justice rarely is.” Wei shook his head, realizing that he needed to explain his position to the alien mare and doing so in a straightforward and methodical fashion. “In all honesty, Lady Pie, I usually don’t attend the Banquet, but this is a very special occasion. One that some might attempt to use for their own advantage at the expense of others.”

Wei turned his head slightly and narrowed his eyes towards the blue box that was standing a short ways away from the gourmet tables.

“For the most part, I am here to keep the peace. Speaking of which, I must attend to my duties. Zeaiir?”

“If at all possible, love, I would like to stay and acquaint myself with Lady Pie. It is, after all, a very rare opportunity,” the statuesque grey mare stated in a similar “no nonsense” tone that drew a permitting nod from Wei. She moved off to the side, watching him leave as Pinkie found the mood sufficiently punctured.

That was, until the Arbiter Prince moved out of sight and the Mistress of the Law Spire brought a hoof to her mouth to suppress a loud snerk. Pinkie Pie perked up instantly as the quilin regained control of herself and lowered her hoof, revealing a grin underneath.

“Wu, dear, you know better than to tease him like that,” Zeaiir chastised the Jester Prince in a more lighthearted voice, who merely shrugged in response.

“Well, I’m nothing if not persistent, Zeaiir,” Wu admitted, his tone one of mild defeat as he took another look around the large room. “Ah, there’s Hua! I’ve been looking for him all Banquet; need to have a word with him. If you ladies would kindly excuse me...”

While Pinkie did not object to the transparent excuse to depart and leave her alone with the Mistress of the Law Spire, she did shift a little awkwardly, unsure how to approach the lovely, pristine-looking regal and her sudden shift in personality.

“Okay, I’m sooo confused right now.” Pinkie tilted her head as she watched the mare before her, who seemed to have undergone a radical transformation with a simple smile. “Are you supposed to be a no-fun stick in the mud, or not?”

“Only when the occasion calls for it, dear,” Zeaiir explained. “Do allow me to apologize for Wei. He means well, but his nature comes from a lifetime of being impartial in most issues that come his way. It is a sad reality of his line of work, as well as mine. He’s even worse when Wu is around since the Jester Prince often goes out of his way get some kind of rise out of him.”

“Oooohh…” Pinkie’s eyes lit up with understanding. “I get it! So you have to be all mean and tough because it’s, like, your job? But you’re really not?”

“I think you will find that few things are what they appear on Qing.” Zeaiir nodded, her tone empathic as she leaned down to better stay at eye level with Pinkie. “For instance, my love’s position as Dispenser of Justice means that he can show no favorites and have no official attachments, since it could prevent him from fairly passing judgement on those who break our laws. He can’t show it, and I will deny it if you tell him I said so; but he does care deeply for the safety and wellbeing of his fellow Princes as well as our subjects.”

“Awww, that’s so sad, having to be all lonely and not having any friends just because of his job.” Pinkie drooped a bit. “I bet if he had just one real friend, he might not be so grumpy!”

“That probably wouldn’t go over so well.” Zeaiir shook her head, her tone stern as she tried to head off the plan that was clearly forming in the pony’s eyes. “If you want to be Wei’s friend, I would recommend simply abiding by the laws of the Last City while you are our guest here.”


Zeaiir pulled back, not quite understanding the phrase. “Am I to assume that means you understand?”


“...Is that an affirmative?”


“You’re just toying with me now, aren’t you?”


Pinkie giggled a little, an action that proved infectious as Zeaiir shared in her moment of mirth before standing to full height.

“However, I think it is safe to assume that you and I will never be caught up in an Arbitration, Lady Pie. So, in lieu of my Prince, I would be quite happy to be your friend.”

Pinkie’s eyes grew wide, sparkling as her face split into a grin which confirmed the rumor Zeaiir had heard that ponies mouths and teeth could in fact take up most of their face.

“That’s great!” The mare bounced enthusiastically for a few moments before zipping around in a pink blur barely visible to quilin eyes as she excitedly nudged Zeaiir forward towards the stage. “Come on! I gotta show you my act! You’ll get a kick out of it!”

For a brief moment before the small pink mare dragged her along, Zeaiir found herself wondering just what she had just gotten herself into, and if she would eventually come to regret her decision.


“...Excuse me, sir, but are you alright?” a green quilin noble asked, prodding the brown alien stallion with a hoof as he finally got up the nerve to approach. The Doctor merely stood there, stock still with his eyes glazed over and an expression of complete disbelief over his features.

“Is this normal for their kind?” another quilin mare asked, keeping her distance as the braver of the two waved a hoof in front of the brown pony’s eyes.

“I’m not sure.” The noble shrugged as he looked the alien over with a curious expression. “Somelin’s put a sign around his neck, but I can’t read it. Perhaps we should fetch one of the Princes. Or perhaps the mare that came with--”

“How would that even work!?”

Agh!” The topaz-scaled noble stumbled back over himself as the Doctor suddenly sprang to life, immediately launching into a tirade already in progress.

“You’re not a unicorn, but even with magic, there are some laws of universal practicality that are simply impossible to--”

The Doctor stopped mid-sentence, suddenly realizing that he was no longer facing the perpetually giddy pink mare and instead a quilin noble was watching him with a mix of apprehension and shock.

“Wait, where did she go?” The Doctor looked around, baffled. “Did she… How long have I been standing here?”

“For quite a while, Lord Doctor,” the topaz quilin answered, recovering as he recognized the confusion in the stallion’s voice. “We were beginning to think something was amiss.”

“Oh, something is amiss alright! I don’t know how she can possibly justify being able to... Hold on a moment. What is this?” The Doctor paused, realizing that there was something hanging around his neck and quickly pulling it up and around to see what it was.

To his startled realization, it was a small dry-erase board with a strip of cloth pinned to the corners. His expression of confusion was quickly replaced by disdain as he read what had been written there in a messy script and pink marker.

The Doctor is out. BSOD. Please come back later.


Although he didn’t recognize the acronym in the center of the sentence (it must have been a pony thing), the Doctor couldn’t help but notice that, accompanying the scrawl, there was a child-like drawing that he recognized as himself with sparks and clouds streaming from his ears.

Under that, in a much cleaner, more refined script with an equally fitting shade of purple was written something even more damning.

I warned you. Just be glad you didn’t burst into flames like I did.


The Doctor shook his head, setting the dry erase board down on the table with a bemused expression as he realized what had happened and was left even more confused than before.

“I swear, these mares are going to be the death of me,” the Doctor sighed before he turned his attention back towards the quilin who had approached him, intending to offer an apology.

It was then that he realized the pair had suddenly and without any explanation left his immediate vicinity, having moved back into the crowd of the surrounding party.

“Well, that seems a little rude,” he considered aloud as he wondered what could have driven them--

“Is this it then? The ‘Magic Box’?” came a grinding tone from behind the Hourglass Stallion, one of dismissal that immediately put the Doctor in a more defensive mindset as he turned to face the owner of the voice.

Standing before the doors of the TARDIS, with a metal goblet held in one curled foreleg, stood a clearly royal figure, this one jet black in appearance from the top of his curled horns to the tips of his hooves. Along his chest and back, a painstakingly crafted suit of blood-red plate armor lay in place, its edges sharp and menacing as the quilin’s golden eyes looked the blue box up and down.

“I was somehow expecting something more.”

In spite of his dismissive words, the Doctor could feel an undercurrent in the quilin’s voice as being far from unimpressed and quickly put the pieces together.

“Greetings, oh Warrior Prince.” The Doctor stepped forward, his expression neutral. “To what do I owe the pleasure?”

“I don’t recall giving you permission to speak with me, pony creature.”

“Oh, don’t be like that. We’re all friends here, are we not?” the Doctor offered in a veiled tone. “Allow me to introduce myself, I am--”

“Doctor, the thrall of the one called Twilight Sparkle. I am quite well aware of you and the other aliens.” Dai waved his hoof in a dismissive fashion, holding the goblet aloft for a moment before drinking from it.

Thrall? That’s not exactly how I would describe our relationship… Do you... always keep such close tabs on your visitors?”

“The Last City has no visitors. As far as I am concerned, you and your associates are nothing but trespassers, corrupting our long-standing peace with your strange ways. If it were up to me and not that whimpering, wide-eyed foal of a Lord Prince, the lot of you would have been banished from this place the moment you arrived.”

The Doctor huffed, amazed by the blatant and open level of hostility being displayed here without any attempt at restraint. Of course, considering that the last creature that tried to intimidate him had four more legs and an army of mutant spiders to call on, he just wasn’t feeling the fear.

“Well, you’re not one for subtlety are you, Your Majesty?”

“I am the Warrior Prince,” Dai growled, his lip pulled back in a sneer as he set the goblet down on the table next to the TARDIS, and drew himself up to his full height. “Defender of the Last City, Blade of the Quilin, Master of Combat, the Undefeated. You will show proper respect!”

The Doctor grimaced a bit, drawing in a breath through his teeth.

“Undefeated? Really? Well, I suppose that would be fairly easy to accomplish, seeing as you’re army’s the only game in town, wouldn’t you say?”

Dai stiffened, his eyes widening at the insinuation. He seemed to struggle with this for a few moments before grunting and ignoring the valid point. Clearly deciding to go in a different direction, the Warrior Prince took a step back and waved at the doors of the blue box before giving a simple command that he expected to be obeyed without hesitation.

“Open it.”

“I don’t think so,” the Doctor stated quickly, causing the quilin royal to draw back at the fact that he had been rebuffed by a being so much lesser than himself.

“You dare...” The Warrior Prince grit his teeth for a moment before he seemed to remember himself, the Doctor gauging his reaction and reaching his conclusion about this one almost immediately. “That was not a request!”

“I get that, but the thing is, I don’t really care.” The Doctor shook his head. “With apparently one exception, nothing enters my TARDIS without my permission.”

“Then you will give it!”

“Oh, it’s been a long time since somelin said ‘no’ to you, hasn’t it?”

The Warrior Prince growled again, taking a step towards the Doctor.

“Those that do... seldom live long enough to regret it, pony. You will open your transport or I’ll--”

“Is there a problem here, Dai?”

The new voice drew the onyx-scaled quilin’s attention, his aggression taking a backseat as he turned to address one of his fellow Nine Princes. The Doctor’s eyes also flickered over to the newcomer, who stood in a stark contrast to the other Princes he had met in that he seemed to be far less concerned with his physical appearance, as his scales were grey, lackluster, and unadorned.

“This does not concern you, Wei.”

“I think it does.” The Arbiter Prince’s voice came with a hinting undertone of annoyance. “Or do you claim to have authority?”

Dai, the Warrior Prince, balked at the question before directing a hoof to blue box, speaking up quickly.

“My sources state that his vessel is capable of appearing out of thin air! We know nothing about how it works, or just what it’s capable of! It has invaded our sovereign territory without any warning, bypassing our every defense; This is clearly a tool of war!” the onyx prince accused, intending to convince his fellow.

The stoic Arbiter Prince was unmoved, turning his attention to the Doctor.

“What say you to this?”

“The TARDIS is not a weapon,” the brown stallion said firmly, recognizing what was happening here. “My friends and I are travelers, nothing more. I think our actions thus far are proof enough of this.”

“I agree.” The Arbiter Prince nodded before looking back to the younger, onyx-scaled prince. “Your claim of authority is denied. Go about your business.”

“Wei! Don’t you dare fight me on this! I--”

“You are disturbing the peace, Dai,” Prince Wei stated bluntly.

The Doctor took in his opponent’s reaction, the sudden recoil… the outrage… the indignation.

All the while, the Arbiter Prince stood firm, his eyes betraying no emotion even to the highly observant Time Lord.

“I think it’s time you went home to your Spire and ran a few drills. Don’t you?”

Dai, to his credit, managed to swallow whatever rant or retort he had crawling up his throat, an insulted expression clear across his muzzle. By some combination of decorum and tradition, he departed from the confrontation, forcing the Doctor to move quickly out of his way as he all but stomped off like a foal being sent to his room.

Wei sighed as the black quilin parted the crowd before him, moving away from the Doctor and the Arbiter Prince, who was shaking his head in disappointment.

“As it happens, I’m the Arbiter Prince,” he offered to the brown stallion, a surprising degree of respect in his tone. “Grand Magister, Keeper of the Laws. You may call me Wei.”

“Nice to meet you, Wei. Thanks for the help. I’m the Doctor,” the Time Pony responded before asking: “Does he always carry on like that?”

“Most of the time,” Wei huffed. “You see, Dai is a throwback from a less ‘civilized’ era, whose title and purpose have long since become irrelevant. An embarrassment maintained by tradition more than anything else. I wouldn’t be surprised if he was actively hoping you were the vanguard of a true invasion force, if only to justify his own continued existence.”

“Well, sorry to disappoint.” The Doctor shrugged, taking a liking to the straightforward mannerisms of the Arbiter Prince.

“To the contrary, I am actually quite impressed,” Wei stated, and there was just enough inflection in his voice to believe it. “Very few outside the Nine Crowns have the nerve to stand up to his ranting and raving in such a bold manner.”

“To tell the truth, I’m not all that unfamiliar with the type.” The Doctor waved a hoof dismissively. “All bark, no bite.”

“I don’t follow...” Wei sounded momentarily confused, unsure what to make of the alien’s statement.

“Nevermind. Although, I wonder, Prince Wei.” The Doctor’s gave the quilin a curious, sideways look. “Would you mind if I asked you a few questions?”


Lord Prince Kir, his attache standing at his side, looked out over the the proceedings with a mixed degree of satisfaction and concern as he strolled through the Banquet, which had taken a slightly more muted air as it went on and the initial shock was downplayed by interactions with their new guests.

His duties and conversations with some of his fellow Princes and the lesser nobles who had been eager to gain an audience had kept him from interacting with his newest friends, something that gave him great cause for alarm when he learned they had taken to the festivities quite quickly.

Thankfully, his ever-vigilant assistant had been more than capable of keeping tabs on the developing situation and was keeping the Prince well-informed in spite of the glares he was getting from some of the guests, clearly disliking his continued presence in the Noble’s Banquet.

“Things are going quite well, sire, all things considered,” Silver informed his master in a surprisingly upbeat voice. “Aside from the unexpected arrival of the Grim Prince, I would say it’s been a tremendous success.”

“Indeed.” Kir nodded, although his own voice was far from glad. “I was worried when I heard that the Warrior Prince had arrived, but I suppose his quick exit is something to be thankful for. Now what of our guests themselves?”

“Lady Pie is still entertaining half the attendees over by the stage, as you can see.” Silver pointed over towards the stage, which indeed had a decent-sized crowd gathered around it as well as the majority of the music that filled the Azure Halls. “When last I saw Lady Sparkle, she was conversing with the Architect Prince and his Mistress.”

“Poor mare must be bored to tears by now,” Kir sighed, knowing all too well that once Zuan got talking, he never stopped.

“Surprisingly, the Doctor seems to have really hit it off with the Arbiter Prince,” Silver continued. “I believe that His Lordship was quite pleased by the colt’s handling of the Warrior Prince before his intervention.”

“I wonder what Wei could possibly have to talk about with a physician...” Kir tapped his chin with one hoof, clearly giving the matter some due thought.

“Well, they all seem to be impressing the right quilin, sire,” Silver noted. “Lady Rarity has even managed to gain the attention of Mistress Sadaiir. To be quite honest, I did not believe such a thing was poss--”

Kir stopped in his tracks, his sharp hooves clicking heavily on the polished metal floor as he ground to a halt.

“You left Rarity alone with Sadaiir!?”

The Sai attache recoiled slightly, unsure of the reaction from his patron as he pulled himself back a step.

“Y-yes, sire. They seemed to be getting along quite well.” Silver pointed in the direction of the foodstuffs. “Is something the matt--”

Kir did not give his assistant time to finish, instead turning and moving almost immediately to a full trot and giving the nobles in his way barely enough time to avoid getting trampled.


“I have always considered myself the adventurous type, but I don’t know about this, Lady Rarity… Are you… quite sure?” Sadaiir hesitated, obviously nervous at what her new friend was asking of her. “I’ve never actually tried anything like this before.”

“I don’t recall you offering any complaints earlier. If this seems to be a problem, you could simply give it a lick just to taste,” Rarity offered, her tone cooing as she tempted the quilin mistress.

“It just seems so… wrong.”

“There is nothing wrong about it, my dear. In fact, if Pinkie Pie is right, I think you’ll be pleasantly surprised. Of course, if you don’t care for it, we can always stop.”

Sadaiir bit her lower lip, debating with herself internally as she felt the alien object in her hooves. It was warm and soft, so different from anything she had ever had before.

“Go ahead. Just dive in, darling,” Rarity encouraged.

Taking a breath, Sadaiir steeled herself and took the plunge, a long, somewhat forked tongue slipping out of her mouth as she leaned forward, giving the treat before her a long, steady lick.

Stars all but exploded behind the quilin mare’s eyes as her body shuddered, Rarity smiling warmly at her reaction as the first hesitant lick turned into nibble, then ended with the refined lady gleefully going all the way. With not a single concern for subtlety, she crammed the rest of the the soft, gooey alien thing into her mouth.

“MMMMMMmmmmmm!” Sadaiir’s eyes closed as she chewed, a feeling of blissful relaxation coming over her as she savored the exotic flavors of the round, brown, Equestrian baked good. “Oooooh, by the Crowns!”

Rarity, standing next to the cookie tray, couldn’t help but grin as her new friend indulged in what was to her a common treat, but here (as Pinkie had assured her) seemed to be a confectionery delicacy beyond compare.

“We call them ‘cookies,’” Rarity told Sadaiir, clearly amused by the beautiful mare’s expression of ecstasy. “Back home in Equestria, there are many different varieties; peanut butter, sugar, mint, white fudge... In fact, Pinkie Pie earns a living off of making them almost every day, among other things.”

“I am amazed that there are still any left,” Sadaiir stated incredulously, reaching forward and snapping up another treat, which she quickly devoured.

“Well, it seems that your fellow nobles are having difficulty getting past how strange they look to your eyes. I admit they are not as beautiful as your usual gemstone diet." Rarity's eyes darted over to the gem-studded plates; particularly to Aster, the steel vole who was now looking quite a bit pudgier as he lay in the bowl of tiny gems that he had dived into upon arriving at the food table. "However, I am quite glad that you approve of them.”

Sadaiir nodded, but, like any refined lady, she made sure she was finished with the treat and swallowed before speaking again.

Approve would be putting it mildly. They are utterly delectable! And you say there are even more foods like this where you come from?”

“Oh, yes. Pies, cakes, tarts and such. Sugary food tends not to be considered a ‘meal’ in the truest sense of the word. They are more appropriate for light snacking. In a more formal dinner setting, we refer to it as ‘desert,’ which is often the part of the meal during which the casual discourse turns to lighter topics.”

“Perhaps that is a custom we should adopt.” Sadaiir shook her head, her tone dragging down. “Meals shared by the Princes tend to be--”

“My Lady Rarity!” a new, familiar tone interrupted, pulling Rarity’s attention immediately away from Sadaiir, who scowled upon seeing the silver-scaled Lord Prince approach them at a brisk trot. As he slowed to a stop, his eyes went from Rarity to the beautiful purple quilin Mistress, his expression hardening.

“Sadaiir,” he hissed, his tone cold.

“Lord Prince,” she returned, her voice likewise icy.

Rarity often considered herself to have quite the eye for detail, but that was hardly required to tell that the Scientist Supreme and the Primal Mistress were clearly not on good terms with one another. And of course, Rarity’s imagination was set ablaze as she found herself wondering what history the two may have shared.

This introspection was cut short however, as Kir turned his attention back to the white unicorn, his expression softening almost immediately.

“Milady… If you would be so kind as to accompany me outside of the Azure Halls, there is something I would like to show you.” Kir offered a hoof, bowing his head with a suave expression playing over his features. “Something quite special.”

Rarity, who had managed to maintain her composure well enough throughout the long Banquet, found her heart fluttering and legs quivering at the noble and romantically undertoned nature of his request.

Without thinking, Rarity immediately lifted and set her hoof in his own, smiling warmly.

“My Lord Prince, I would be absolutely delighted,” the unicorn answered, turning to Sadaiir with her expression dropping by a few degrees. “That is, if you wouldn’t mind, Milady.”

“No, no, of course not.” Sadaiir shook her head, clearly disappointed but not about to speak out against the Prince’s wishes. “I understand.”

Her mood seemed to lighten drastically as she continued.

“I do hope that we will meet again shortly, perhaps after the Banquet. I would be more than happy to offer you the hospitality of the Primal Spire.”

“I think I would like that,” Rarity agreed before moving to Kir’s side, following him away from the gourmet tables and the stunningly beautiful quilin Mistress.

“Another time, perhaps.” Kir nodded respectfully to Sadaiir, although his expression remained flat as he started away from them, taking little note of how Rarity was leaning into his side. As if walking through a haze, the ivory unicorn’s mind was awash with the notion of the events depicted in the countless romantic novellas she had read coming true before her eyes.

So absorbed in these thoughts was she that Rarity did not take note of the way that Kir glared back over his shoulder towards her newest friend. Nor did she witness the manner in which Sadaiir returned the glare with a scowl sharp enough to pierce the scales of a full-grown dragon.


The Doctor moved through the crowd with purpose, looking about frantically to locate his companions as he nodded to the well-wishing quilin and tried to maintain the appearance of an easygoing stroll.

Pinkie’s still onstage, in plain view. Good, good. That’s one, he considered as his eyes darted around, attempting to pick out the varied colors of fur and dress that the three mares traveling with him were in. Come on girls, where are you?

Suddenly, the Doctor’s skilled eyes caught sight of a familiar set of curved, polished horns towering over the slightly smaller nobles and picked up on the glimmering gold fabric worn by the mare at his side. They were moving towards the stairway leading out of the Azure Hall.

“There you are, Rarity. Now where do you think you’re going?” the Doctor uttered under his breath. “Come on, don’t wander off on me. Bad things happen when you girls wander off.”

The Doctor started forward, intent on getting the mare’s attention before he was suddenly cut off, a lithe scaled form towering over him as it blocked his path.

He was no judge of equine beauty, not by a long shot. But over the past few months of living in Ponyville’s completely one-sided gender dynamic, he had learned what it was that mares concerned themselves with the most. Their figures, their coats, the size of their flanks, and their overall state of grooming were key to their appearance.

And based on these parameters, he guessed that the golden-scaled mare eyeing him hungrily, lacking in horns and mane but with a thick, braided silver tail, was the pony equivalent of an Amazon.

“Hello there...” she greeted him sultrily.

“Oh, um, greetings.” the Doctor answered awkwardly, feeling very much like a prey species at that moment as he tried to edge himself to the side and hopefully bypass the mare; to no avail as she simply shifted to follow his steps.

“My name is Muraiir,” she told him, her tone far from upset as she informed him of the next vital point. “Mistress of the War Spire.”

“Ah… I see.” The Doctor had to crane his neck to look past the Mistress and noted how Kir and Rarity had already reached the stairs. “Well, I’m the Doctor. And I apologize for your Prince’s early departure, Milady. I was simply--”

“Oh, the foal had it coming. I mean truly, throwing a tantrum like that in the middle of the Banquet.” Muraiir clucked her tongue dismissively, immediately leaving the Doctor with the impression that her position as Dai’s Mistress was not entirely of her own choosing. “Please, allow me to apologize for him. I am afraid that he lacks in ‘maturity.’”

“Oh, well, in that case, thank you. I appreciate it. Now, if you would excuse me I need to--”

“Oh, I don’t think you understand just how sorry I am for allowing him to disrespect you in such a manner,” Muraiir purred slowly, leaning down with her eyes half-lidded. “I would feel so much better if, perhaps, you could let me... make it up to you, in some way.”

The Doctor’s eyes widened by degrees as the mare’s intention hit him with all the force of a runaway train.

“Ah! Oh, um, well...” The Doctor cleared his throat loudly as he shifted around awkwardly, running a hoof over his mane as he started slowly backing away. “I… appreciate the offer, but… not interested. Terribly sorry, but I simply...”

Much to his shock and dread, he felt his tail brush up against another set of forelegs, leading him to turn over his shoulder to realize two other mares had moved up behind him while he was distracted. They seemed nearly identical to Muraiir in every way, except in their scales, which were colored a gleaming emerald and a sapphire blue, and their tails, which were the same color silver but styled more plainly. And like Muraiir, they too were looking the stallion over with curious eyes.

“H-hello, Miladies.” The Doctor’s expression became more concerned as he realized he was fairly well trapped. “Pardon me, I wasn’t… uhhh… Are you ladies enjoying the Banquet?”

“I am now...” said the emerald-colored mare in a honeyed voice.

“These are my sisters: Mistress Haaiir of the Architect Spire and Mistress Kayaiir of the Culture Spire.” Muraiir grinned, her sharpened draconian teeth giving her a hungry predatory look as she took a step towards the Hourglass Stallion. “And if we may, Lord Doctor, we would be more than happy to show you a little… quilin hospitality.”

“I can think of a few games we could play,” the blue one, evidently Kayaiir, brought up playfully.

The Doctor gulped in desperation as a cold sweat broke over his brow.

Not good.


This was an absolute unmitigated disaster!

The Master of the Halls cringed openly as he moved through the Banquet Hall, taking whatever care he could to avoid nudging his peers and betters with his shoulders and absolutely aghast at the utter disorganization that had befallen them.

Traditional formality had been cast aside. Nobles of all Houses were moving around at random, speaking with their fellows from other Spires without any concern for the protocols that had been set forward as to how they were to interact. The Master Builders of the Architect Spire were conversing with the lowly Masters of the Mines. The Mistresses were prowling around the Halls without their usual entourages, engaging with lower quilin and the aliens at a whim. Even the Princes themselves had begun to lose their sense of decorum, entering and exiting the Halls at will without so much as requesting heralding to their comings and goings.

He had even heard that the Grim Prince himself had made an appearance; an occasion for which the long-standing Lord of the Azure Palace had a dozen contingencies for, none of which could be implemented with the Halls in this state!

It was utter chaos! And it was all their fault.

The aliens were peppered here and there throughout the Halls and, much to his relief, the majority of them were actually behaving on par with the upper crust of quilin society. All save for the one who was, by far, the worst of the four: the costumed fuchsia mare that had first emerged from within the blue box.

Except for the few times when she stepped down to rest or to interact with her audience, the mare called “Lady Pinkie Pie” was still the center of attention on the stage that she had set up with his traitorous Sai, who were now at least being kept out of sight in the service rooms. How she could still be up there, coming up with new material off the top of her head, with jokes and antics that the Master of the Halls found anything but entertaining, was beyond him.

It kept many of the nobles coming back for more whenever she stepped back up onto the stage, still entertained as their latest and by far most effective diversion from their daily trials and stresses kept many of them riveted where they stood.

Still, as the one sane quilin it seemed was left in the Last City, Sang: Keeper of the Feasts, had maintained his traditional role, taking it upon himself to ensure that protocol was followed as he conversed with the other nobles from the Deep Spire to the Crown in orderly succession.

And now, he thought, as he began approaching the Prince to whom he swore his duties, it was time to truly get down to business. He was finally able to speak directly with his liege; to try and discuss what measures should be taken to contain this terrible misconduct of--

“Sang!” The Jester Prince turned to the slightly smaller quilin, a grin over his face as he quickly rushed over and nearly flattened the Lord of the Azure Halls with a hearty clap on the back with a foreleg. “I tell you, my colt! This is better than anything I could have hoped for!”

“My liege, I need to speak with you about-- Wait… what?” The Master of the Halls drew back ever so slightly.

“Look around you, Sang! Breath it in!” Prince Wu instructed, waving his free leg around at the Halls.

The Master did as he was bid, taking exact note about how mangled the entire affair was. How all of the wrong quilin were in all of the wrong places and how they were idly chatting away, unconcerned with the fact that others might require to speak with them.

“Sire, I--”

“For the first time in my reign, Sang…” the Jester Prince beamed, his voice jovial and boisterous as he considered it. “Our guests are actually enjoying their time with us. Taking in one another’s company without the constant ‘who needs what’ mentality and actually speaking with one another! Attending out of curiosity and staying out of a desire to do so rather than simple obligation!”

“I… well,” the Master of the Halls quickly scrambled to find his hoofing and forced a small smile. “I am delighted you think so, sire.”

“That alien may well be the best thing that has ever happened to our Spire, Sang,” Prince Wu announced, not bothering to keep his voice down as he gestured over to the pink-furred pony who was now getting the audience involved in singing some ridiculous song that was exclusively about smiling. “If only she had come along back when I was young and courting. Don’t get me wrong; Kayaiir is a marvelous mare, but Lady Pinkie would have been a perfect Mistress of the Culture Spire, don’t you think?”

The Master of the Halls hid an expression of disgust and swallowed back a bitter taste in his mouth at the thought as he forced himself to nod in agreement. And yet, it didn’t stop him from thinking about ways he could turn this to his advantage.

“As you say, sire. Our plans have certainly made the Halls more lively than they have been in some time. It’s heartening to see that my intentions for the Banquet have gone over well with our guests.”

“Your intentions?” Wu asked curiously, his grin still in place.

“A break with tradition if you will, sire. After all, I suppose it is entirely possible the Banquet has grown… stale… which is why I was so eager to allow Lady Pie her opportunity to introduce us to these new forms of joviality.”

“I see... So it was your idea to so drastically alter generations of tradition for the sake of our alien guests.” Prince Wu nodded knowingly, as the Master of the Halls continued to pontificate.

“Exactly. And I must say, it pleases me to no end that you approve, my Prince. To be perfectly honest, I never thought--”


While the Jester Prince’s smile never faltered, there was a sudden heavy tint to his tone as he drew the smaller quilin closer, practically squeezing the Master of the Halls to his side, their scales now uncomfortably brushing up against one another.

“Do you know the one thing I can’t stand, my colt?”

The Master took notice of the distinct change in his Prince’s voice, and it caused a brief but noticeable shiver to run down the length of his spine.

“That would be… prematurely harvested opals... sire?”

“That too.” The Jester Prince nodded in agreement with his underling’s admission, as the gemstones tended to make him queasy when they were not properly aged. “But more than that, oh Master of the Halls… The one thing that I just cannot abide…”

The Prince leaned down, bringing himself nearly eye level with the smaller quilin noble.

The grin was gone.

“…is a sycophant.”

Sang’s eyes went wide, his shoulders suddenly feeling as if they were about to buckle under the harshening tone.

“S-sire, I certainly did not mean to offend…”

“You abandoned your duties, Sang,” Wu pointed out, not releasing his grip on the smaller noble. “In your own words, I believe you said that you had been insulted by the insinuation that the Science Spire’s attache could do your task.”

“The Sai was my concern, sire! I did not want to allow him to bungle up my work… but I had every intention of following through with Lady Pie’s methods of--”

“Kir’s Sai and Lady Pie managed to not only put together a plan, but succeeded in persuading the Sai under your care to continue working past their required service. And while they were doing this, you left the Halls for your own estate, intending fully to let the Science Sai drown in his own ambition,” Wu stated with certainty, his voice hard. “You would have left those gathered here… my guests… to be left unsatisfied and insulted because you felt that it was beneath you to actually do something different in regards to your duties.”

“My Prince, I merely--”

“Thankfully, this is not the case, and their efforts have succeeded despite your pessimism. And now that this Banquet has shattered your own expectations as well as mine, you wish to swoop in and claim that you had a hoof in it? Utterly disgraceful.”


Wu lifted his foreleg from the Master of the Hall’s shoulder and flexed his body in a way that rebuffed the smaller quilin, nearly sending him off his hooves as he staggered to the side.

“You are dismissed, Sang.”

Sang, the now former Master of the Halls, gaped in shock at the deadpanned declaration, his heart all but turning to ice as his entire world crashed down around him.

“B-but, sire, I... I...” the quilin attempted, but the words would not come as the impossibly horrific implications made his throat and tongue go numb.

The Jester Prince moved away, paying no heed to the stammering quilin that had been beside him. Now that this unpleasant business was finished, he could direct his attention to the stage as the pink mare bowed to an applause of stomping, sharpened hooves.

A thought occurred to him then, and that thought brought with it the return of his smile. For the first time since the beginning of his reign, Wu had an open position in his Spire.

And he intended to make sure it was properly filled.


Twilight Sparkle yawned as she fixed herself a cup of punch, this time sure to take the drink from the bowl set on the “pony food” table as opposed to bowl of glimmering pebbles on the now nearly empty table of gems and stones.

Her brain felt like it had been rolled around in something fuzzy, her eyes heavy as she fought back a tired feeling that usually came from a late night of studying by candlelight.

How long does this Banquet last, anyways? she found herself wondering as she sipped at the punch, immediately knowing from how sweet it was that Pinkie had been the one who mixed it.

It felt like they had been doing this for hours.

Then again, maybe that was because of the way her interactions with the other Princes had gone.


Twilight perked, recognizing the semi-panicked tone of the Time Pony instantly as he rushed up to her, panting slightly and looking disheveled as if he had run a marathon.

“Doctor? What in the name of--”

“Do you remember a few weeks ago when you asked me to explain the TARDIS’ perception filter so that you could study it?”

“Uhhh, yes...” Twilight gave the frantic, desperate-looking stallion a confused look. “I was wondering if I could figure out how to duplicate it as a spell. Why do you--”

“Can you cast it!?” He threw a worried glance over his shoulder, drawing in a sharp, fearful breath. “Right now if at all possible!”

“Well, I can try. But I still haven’t had a chance to test it yet.”

“No time like the present!” the stallion said urgently, shifting on his hooves. “Quick, before they catch up!”

“Who are ‘they’?” Twilight tilted her head, amazed by the pleading expression of desperation in the Doctor’s eyes before she acquiesced. “Okay, okay! Fine. Just don’t blame me if you turn into a frog or something.”

Twilight drew back, her horn igniting with purple light for a moment as she focused on the patterns and mental motions of the spell she had formulated. With a final thought, the energy escaped from her horn in a familiar discharge as it washed over the Doctor’s form.

And not a moment too soon, it seemed. The timing was perfect as Twilight took note of three lovely mares sharing a stature she had come to associate with the Mistresses of the various quilin Spires all but plowed through the crowd, looking around wildly. While she wasn’t sure about the golden or sapphire ones, she had been introduced to the emerald-scaled Mistress of the Architect Prince, who had been just as bored as Twilight was of her beau’s constant meaningless prattle.

The Doctor, for his part, stood stock still as the three looked around, their golden eyes scanning the area with an excited eagerness, as if the chase was somehow adding to the thrill of it all.

After a few moments, they started away, speaking in hushed tones between one another and reminding Twilight for some reason of three particular flower-mares that often formed the same inclusive sort of exclusive huddle.

“Oh, thank heavens.” The Doctor relaxed, sighing as his presence was glossed over by everylin and everypony present, except for Twilight, whose spell had a built-in feature that allowed the caster to be immune to its effects.

“Doctor, what was that all about?” Twilight found herself asking, not sure if she should be amused or concerned. “Are you in trouble?”

“I’ll say I am, although to be honest, I’m not entirely sure why.” The Doctor shrugged. “One moment I was trying to get over to Rarity and the next thing I knew I had the Warrior Prince’s wife and her partners in crime attempting to drag me off to a secluded closet somewhere.”

Twilight drew back, a look of shock on her face as she interpreted what the Time Pony meant.

“Wait, you’re telling me that they wanted to--”

“I don’t know and quite frankly I don’t want to know,” the Doctor interrupted bitterly. “I learned a long time ago that getting mixed up between royalty and their spouses is a very, very bad idea.”

Twilight couldn’t help but chuckle at the Doctor’s tone, one that spoke highly of his awkwardness around the three absolutely beautiful mares that nearly any stallion she knew of would’ve gladly let have their way.

“I’m surprised you didn’t try to hide in the TARDIS.” Twilight smirked.

“Too dangerous.” The Doctor shook his head as he caught his breath. “I don’t want to risk opening her with this many quilin around, particularly after my little encounter with the Warrior Prince. A real charmer, that one.”

“At least it sounds like you’ve had an exciting evening.” Twilight rolled her eyes. “I got to listen to a never-ending lecture about the many fascinating applications of Lustershine Ore in the construction of the different towers.”

“I thought you enjoyed academic lecturing.”

“I do,” Twilight defended herself with a sigh before she cleared her throat. “And it was really interesting for a little while, at least. But he just... didn’t... stop. I couldn’t get him to talk about anything that didn’t have to do with building codes and structures of the Last City. It was worse than the lectures I had to sit through in the School for Gifted Unicorns. After about the seventh time of him explaining non-magnetic properties and the proper angles of the Spire’s door-frames, I finally managed to excuse myself.”

Just the thought of having to listen to more of that mind-numbing discussion brought the fuzziness back in full force, and Twilight couldn’t help but yawn widely.

“Feeling sleepy, Twilight?”

“Yeah. How long is this thing supposed to last? I feel like we’ve been here for hours.”

“How can you tell?”

Twilight’s ears perked at the simple question, looking to the Doctor with a sudden suspicion. “What?”

The Hourglass Stallion tilted his head. “You mean you haven’t noticed?”

“Noticed what? What are you talking about?”

“I’m not quite sure yet, but I think I’m getting closer to an answer,” the Time Pony confided in his unicorn friend, who narrowed her eyes on the stallion in an accusatory fashion.

“What are you not telling me?”

“Um... Twilight, I don’t think this is the right time for us to be having that discussion again.”

“What do you mean ‘again’?” The unicorn scowled, her exhausted state of mind making her come off more snappish than usual. “We didn’t have it the first time. You can’t avoid this forever.”

“You would be amazed at the lengths I can go to in order to avoid things,” the Doctor chuckled.

“...Is that so?” Twilight smirked suddenly, an expression of humor in her tired eyes, and the inflection in her voice caused the Doctor’s own pair to widen.

“Twiliiiiight... Don’t you--” he managed before he felt a discharge of what felt like static over his fur as the magic veil dissolved. “Uh-oh.”

“There he is! I found him!”

The Doctor’s pupils shrunk to pinpoints as he froze, much to Twilight’s amusement, when Kayaiir’s voice was heard over the din of the party, and the three tall mares began to barrel through the nobles in their way towards the newly-revealed pony.

Grinning smugly, Twilight offered the Doctor a bit of his own advice: “Run.”

The Doctor bolted away at a speed that would have made Rainbow Dash proud, clearly panicked as the surrounding quilin watched on in amusement, observing this game of cat and mouse. Or rather, a game of three cats and mouse.

Twilight merely chuckled as she was left alone again, certain that the slippery stallion would find another way out of this predicament. If he could avoid getting entangled by an interested Rarity, then surely it wouldn’t be a problem for him to escape from--

“Ah!” Twilight flinched as something sharp brushed against her haunch, causing her to start forward half a step and twist around at the unexpected sting.

Looking down to the floor, she saw a single cookie laying there, quickly snapped up by a dull green hoof, which pulled back under the satin tablecloth that was hanging down to the floor.

“What the...?” Twilight cocked her head to the side, unsure of what to make of this as she leaned down, reaching a hoof to the fabric and slipping her head up under the folds.

Twilight paused as her horn ignited, shedding a soft purple light under the dark shadows of the table to reveal that she was not alone there.

Sitting there on her haunches was a small, dull green quilin, her hooves to her face as she chewed ravenously on what was left of the cookie she had just pilfered from the table overhead.

After about half a second, she seemed to realize that she was no longer alone under the table, and looked up to Twilight with wide golden eyes, an expression of shock coming over her face as she was almost literally caught with her hoof coming out of the cookie jar.

“Oh, hello there,” Twilight started warmly, recognizing the white and blue stole on the mare’s shoulders that signified her place as a worker in the Azure Halls. “What are you doing under--”

“No, no... Please...!” the green quilin whispered urgently, tears rimming her eyes as she seemed on the verge of uncontrollable sobbing. “I’m sorry... I am so sorry... I didn’t mean to... They were just so good I couldn’t... help myself. I just...”

“Whoa, calm down, it’s okay. Come on out. You don’t have to--” Twilight started to lift the table cloth with her neck, intending to coax the small quilin out into the open.

Her reaction was one of almost utter panic as she shook her head violently.

“No! Please! Don’t let the nobles find me here!” she managed with a strangled sob. “I don’t want to be dismissed and thrown out to the frost!”

Twilight froze, her eyes widening.

Her fear clearly wasn’t one of a filly hoping she didn’t get grounded or an employee that didn’t want to be docked her pay for some menial offense.

This mare was afraid for her life.

Twilight tilted her head, concerned as the poor girl cowered before her helplessly, glistening tears rolling down the scales on her cheeks.

Carefully, the unicorn shifted her shoulders and worked her way under the table, hoping that nolin would notice as she crawled under and tried to keep her barrel uncomfortably low to the ground, almost laying on her belly as she kept an eye on the green mare.

“Shhh... It’s okay... it’s okay. Calm down. I won’t tell anylin,” Twilight cooed, hoping that she was coming across as soothing to the small quilin who was trying her hardest to follow the unicorn’s instruction. “I’m sorry, I didn’t mean to upset you. Now, what was your name?”

The quilin’s fearful expression turned to one of confusion as she regarded the unicorn.

“My... my name...?”

And for the first time since the Banquet had begun, Twilight suddenly had the impression that she was about to witness something truly important.


The Golden Roads

The Golden Roads were empty and silent, as they had been since the initial rush of workers following the beginning of the Dim Cycle. The deep indigo of the sky overhead setting the dazzling white and transparent towers of the Last City awash in a beautiful glow.

But as amazing as the sight was, it paled in comparison to what now lay stretched out before Rarity as she stood on the edge of the Last City’s mighty dome.

Stretching out to the horizon, thousands of ice and crystal spires glowed and glittered like a forest of diamonds under the tinted violet light of Azure’s dusk, creating colorful, glimmering auras across the snowy fields that stretched on for miles, a soft snow ever so slightly distorting the colors as they passed through those auroras and caused the light to sparkle like a field of stars.

Her breath had been stolen away by the spectacle; a work of art created by nature that she was able to enjoy from the safety of a bastion of civilization.

“This is... amazing... Brilliant...” Rarity offered weakly, unable to truly find the words that could describe what it was she was seeing. Such words simply did not exist.

“This is City’s Edge. Not very many quilin come out this far,” Kir explained, having laid down on the gold road, which ended a few meters short of the dome before which Rarity was now standing. “Most don’t like to be reminded that just outside of our home lies a desolate world of ice and frost. Me, personally? I find that it helps to remind me of just how precious what we have here is.”

“I can see what you mean.” Rarity nodded, looking out across the icy fields, aglow in the fine aurora. “It’s so beautiful here. So... perfect...”

Kir watched the unicorn for a moment... his eyes roving up and down her graceful form. The way the dim indigo light radiated off her gold-wrapped body; the diamond dust sparkling in her soft, exotic fur; her mane, which was styled in a way that no quilin mare could imitate.

The Lord Prince of Qing felt his heart race as he watched her standing there, before the dusky glow of the City’s Edge.

“It is now...” The words came unbidden, surprising even himself.

Rarity turned at this, looking back at the tall, dashingly silver-scaled quilin with her soft blue eyes, causing him to turn away as she took note of his appreciative gaze.

“It’s a little embarrassing for me to admit this, Kir, but... I’m envious of you.”

“Of me?” Kir tilted his head, turning back to her as she positioned herself to face him.

“This life you have. The beauty and elegance. The sophistication and glamor,” Rarity continued, sounding amazed before she lowered her head, a hint of shame in her posture. “I... am afraid I have a bit of a confession to make, Kir. You see, I haven’t been... entirely honest with you.”

“What do you mean?” the Lord Prince asked, his expression worried.

“I’ve told you about the Equestrian Noble Houses and our higher culture. About our Princesses and a little about our ways. But...” She sighed, lowering her head further. “Unfortunately, that is not my place in our society. That isn’t ‘my’ spot in Equestria. As much as I wish it to be otherwise, however much I try to play the part... the bitter truth is that I’m not really a proper lady or a member of the nobility. I’m just... a seamstress. A common pony mare from common old Ponyville who’s just lucky enough to have an amazing set of friends capable of such incredible things as traveling across the stars to new worlds.”

Kir watched her a moment longer as Rarity let the facade she had been crafting since she arrived in the Last City fall, allowing him to understand what she really was.

“This life of yours, Kir; to be among nobles who truly are noble, as much in deed as in name, has always been a dream of mine,” Rarity continued. “To be counted as an equal among them. Rubbing shoulders and breaking bread with the upper crust. Tonight... well, tonight has been a dream come true.”

The mare now stood directly in front of Kir, her eyes downcast as she sighed with a tone of embarrassment that was more than apparent to any that might hear it.

“I’m sorry that I am not... what I tried to show myself to be.”

“Well...” Kir took a breath, nodding as he digested this confession. “It seems that we have more in common than I ever thought, Lady Rarity.”

Rarity looked up, amazed by the Prince’s slight, almost roguish smile.

“The truth is... my crown notwithstanding... I’m really not much of a scientist,” the quilin stallion admitted as he shrugged. “I was born into my role, educated and expected to do great works. But, in spite of my studies and trying to fulfill that purpose, I’ve just never had that ‘spark’ of innovation. That... creativity that is required of the ‘Scientist Supreme.’”

Rarity stood in stunned realization as she began to comprehend what it was that Kir was doing... That he was confiding in her something that he had clearly been trying to keep to himself for perhaps as long as he had reigned over his Spire.

“Until tonight, I had always avoided these Banquets. They’ve just always made me feel as if... as if I had somehow failed in my duties. That I haven’t been able to live up to the expectations set by my predecessors and instead have been letting my Court Sai run themselves. But... tonight was different from all of those other dreadfully boring Banquets.”

Kir looked up, realizing that Rarity had laid down in front of him, the two facing one another as he spoke, her undivided attention on the stallion.

“I was pulled aside, having to answer so many questions and offer explanation to many of the other noble houses. But, to be honest: all I really wanted since we first arrived... was to spend my time with you. To try and... get to know you a little better. I realized that wasn’t going to happen at the Banquet, so I thought that--”


Rarity leaned forward, her round, alien eyes glimmering wonderfully in the indigo light of Qing’s dusk sun. She brought up a hoof, at first hesitantly, to the side of his face as she met his golden gaze with her own.

For a moment, her hooves, softer than any quilin’s could have been, stroked along the scales of his cheek, causing him to falter slightly at her touch.

“I’m here now, my sweet prince,” Rarity offered, leaning closer as Kir did the same, feeling the warmth of her fur as their muzzles came closer together. “You have me all to yourself...”

Her heart was aflutter, her mind buzzing with electricity as she neared the climatic point that she had read time and time again in her hundreds of romantic stories of daring heroines and dashing princes.

Her lips parted, as did Kir’s, and they leaned forward, both of their eyes growing half-lidded as they prepared to partake in another commonality shared by their two peoples.


Rarity cried out and drew her head back, Kir likewise startled as his eyes snapped fully open in recognition. The white pony looked around wildly, her heart racing as she came to realize it was the ring of what sounded like a large, bronze bell.

Now, Shu?” Kir growled under his breath as he looked back to the Azure Halls, clearly far from happy with the interruption. “You want to do this now!?”

“What? Kir... what is it?” Rarity asked, the mood sufficiently shattered as she took note of the agitation on the Lord Prince’s muzzle. “What’s wrong?”

Kir lowered his gaze, shaking his head as he explained.

“The social aspect of the Banquet is officially over,” he told her, a degree of trepidation in his voice. “Normally that means everylin returns to their homes, and the attending Princes usually meet to discuss the various businesses of the Spires. But that bell means the Crown Prince has issued a summons. All of the Nine Princes are being called to dine. No exceptions.”

“All nine of you in one place, dining together?” Rarity clarified breathlessly, recognizing the significance of such an event, and feeling a bit less worried as she got a grasp on the situation. She didn’t bother hiding her disappointment at the interruption, but even she could understand the urgency. “Well, in that case, we shouldn’t keep them waiting.”

“Right...” Kir nodded as Rarity began to trot briskly back towards the Azure Halls, an expression of concern crossing his face. “We don’t want to disappoint him.”

Author's Note:

Whew. There we go, finally got this one out.
Now I am sure everyone is wondering what took so long with this chapter. Well the truth is, what made it to final cut was actually only about a third of the events that were originally planned for the Banquet. Coupled with the releases of my two other stories, the fragmented style of the chapter, which went directly from scene to scene and among many different characters, was actually quite hard to write out and maintain coherency without getting completely lost in the flood of new characters.
In short, this chapter was probably re-written about three times and had to actually be whittled down to get rid of a huge amount of additional fluff and unintentional spoilers that would have made later chapters far less dramatic.

Please do comment and critique and I hope that you all enjoy.

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Comments ( 200 )

It's not easy being The Doctor. Furthermore, why wouldn't he know what a Blue Screen of Death is? He spent most of his time on Earth.

update.... :yay:

also.... why does the Time Lord get all the mares?:facehoof:

can't wait for more.

Awesome chapter!! Andy poor poor doctor all the women just can't resist alien or not. Hee hee

I sense PLOTS

The Doctor, old as he is, he probably invented swag and didn't know about it. (This is just like the time with Good Queen Bess time 3)

Love it!

The plot thickens, deepens and widens. Very interesting.

I had wondered who was the Ninth Prince. Now that we've seen him I suspect he's the one with most of the answers to the questions plaguing our heros. Speaking of answers I wonder what it really means to be dismissed. Something tells me there is far more to it than simply being 'thrown out to the frost'. Given that Wu just told Sang he was 'dismissed' I suspect we may soon find out. Then there is the mysterious incongruencies in time and the yet unexplained force that pulled the TARDIS there to begin with. I'm starting to form theories, but they aren't quite there yet.

On to the writing though, excellent done as well per the usual. I didn't even notice the length while reading. Funnily enough, I read the 'misleading' scene between Rarity and Sadaiir completely straight and didn't even realize they could have been talking about something other than food until I was almost finished with it. Rarity had a lot of good scenes in this chapter, especially her adorably romantic one with Kir, complete with an appropriately timed interruption. I see absolutely no way their involvement could end badly for her.

The highlight of the evening, though, was the Doctor's, ahem, admirers.
Doctor: I think I need an adult.
Muraiir, Haaiir and Kayaiir: We are adults. :heart:

As long as this chapter may have been coming, it is certainly up to par with the others and warmly welcomed.:twilightsmile:

I'm excited to see that the ball is really starting to get rolling, so to speak, with Twi's discovery. I can't wait to see what happens next!

Poor Sang.

Thing's just kind of collapsed around him for reasons mostly beyond his control.

I have a feeling that this adventure is going to turn out a bit like the space whale, with people being kept from the horrible truth as to why they didn't die.
I can't wait!

Sang was dismissed.
That Sai Twilight found under the table was afraid of being dismissed because that meant being banished outside the city in the cold.

Does that mean Sang is going to die? D:

An update -> :rainbowkiss:
Well, it was definitely worth the wait. These separate scenes are nicely built and written, and I can't wait to see the next part.
Rarity and Kir falling in (mutual?) love will very likely bring complications. I can't help but be suspicious of Kir, as well. Is he the one who sent these three quilin mares after the Doctor? was it, in this case, to have just a private moment with Rarity, or is it a part of a bigger plan, including putting Whooves in a very precarious situation?
And I don't trust this Grim Prince, a bit too shrouded for my liking, nor Sadaiir. Mystery thickens. :twilightsmile:

2249705 It wasn't entirely out of his control. He did basically give Pinkie and Silver the metaphorical middle finger and storm off to go sulk. Not sure if he deserves to be thrown out though.

I sure hope that Wu isn't going to try to forcibly recruit Pinkie. I kinda like him and I hope he doesn't turn out to be a bad guy.

Haven't read it yet, but I can tell. Dis gunna b gud

I have no doubt he knows what a Blue screen of death is.

Its the Acronym he didn't recognize.

Its not like people take every single phrase and concept and memorize the acronym.
Otherwise, he would have noticed Professor Yana's Last name being an acronym.

I love these chapter my fav is when, pinkie went "I just knocked on the door." And then the doctor having a White Borad on the doctor I cant wait for the next one !!! :pinkiehappy: Im a bit scared through about raritys romance, It might be that kir romance and raritys romance may become tragic. I think I already go whats happening to twilight, but it would be awesome if its not what I espect. And oh the doctor will never figure out pinkie! :pinkiehappy:

Someone named Wei, who is a Keeper of Law?

Does that remind you of anyone?

I'm really happy to see this story updating. It ranks as one of my favorite on the site, and you never fail to keep me on the edge of my seat. I can't help but feel invested in each of the subplots and I am itching for the next chapter already.

That said, I will make one complaint with this chapter in particular. Innuendos. They are best when they are quick and quirky. When you draw them out for several paragraphs, they begin to get a little creepy and mildly annoying.

Keep up the wonderful work. I really cant wait to read more! :ajsmug:

This city seems... familiar.... almost as if I have seen it somewhere before, but I can't place my metal-plated hoof on it....

2251051 ....... Have you ever heard of a mystical invention called grammar and syntax? I believe that my IQ dropped at least a hundred points just by attempting to read what you have written. Now I have to deal with both a Vista crash and a BSOD in my mind. I shall return when my proper reboot sequence has been initiated. Goodday.

2251721 Uh sorry..... sometimes I type to fast is it so bad that it came apparent on a simple comment? :facehoof:

Wow this was a great, confusing, awesome, wild, romantic, and foreshadowing update... Things are gonna get crazy!!!

The Grim Prince the bringer of Ill Omen vs Pinkie Pie bringer of joy. Who will influence who? Tickets go on sale SUNDAY SUNDAY SUNDAY!

Pinkie Pie still impresses and once again Pinkie and the Doctor together is some of the best interactions.

>> Pinkieshyrose
Welcome to the H.E.V. Mark IV protective system. For use in hazardous environment conditions. High-impact reactive armour activated. Atmospheric contaminant sensors activated. Vital sign monitoring activated. Automatic medical systems engaged. Weapon selection system activated. Munition level monitoring activated. Communications interface online. Have a very safe day.
Ugghh, my head. Oh, hey, proper grammar. It is good to see that my explanation did not fall on deaf ears.

A flash of green light. The sound of electricity. A vast orb of pulsing magical energy. Then, just as suddenly it disappears, bringing forth an orange stallion with a brown mane. His body covered in a suit of brighter orange and black, only his head remains uncovered. His eyes seek out those of the yellow unicorn mare in front of him, seeming to talk of their own accord. You have done well, the message ringing across through the stallion's eyes, I am impressed. This work has captured my attention and my affection. The stallion then grabs a crowbar from his suit, it magnetically attaching itself to his covered hoof. He points with the crowbar, to a point on the horizon where a pale man in a dark blue suit stands, looking impassively at them. The man nods once then walks below the crest, disappearing from view. The stallion then steps back, disappearing once more into the green orb of arcing magic, leaving the unicorn in a state of stunned silence.

"Ooookkkaaayyyyyy... I think I need to lay off the coffee for a little while." *sets mug aside*

Someone threatened the doctor


Sorry, but this had been bugging me so much since the first chapter and I neet to get out of my system.

How is possible that a noble, no matter how powerful, could harm or destroy Rarity?

I know that in canon they act all humble and normal as if they were simply anypony around, but seeing that you had put much weight in the lineage, favors and noble lineages in your other works, (which I love, specially the second instalment), shouldn't the mane six be near untouchable? Not only rarity is the avatar of one of the most (if not the most) sacred artifacts ever created in Equestria and personally helped to save the entire world from an apocalypse, but has a life debt from one of the princess (who is fanatically loved by the ultimate ruler of the land) and is also best friend with the direct pupil and surrogate daugther with the same ruler.

:facehoof: and a "normal" noble decided to threaten such a savior/favored pony of the millenary demi-godess but Rarity believed to be so absolute as to want to go out of the system.

So my question is: Is Rarity "really" in danger of being crushed by the power of this noble family or is she only overreacting and with a lot of self-steem issues?

And if she can be crushed by this noble family, the now, pray tell, does the Equestria nobility power works. Does being one of the element of harmony doesn't count for much and is seen as simply communitary work? Is the power of Celestia really that limited (which seems odd remembering the scene of twilight report of the doctor) or she simply decided to not act in behalf of the mane six?

Sorry again, but I just can't make sense of the first chapter of this work and brony, I LOVE THIS FICS. LOVE THE TO PIECES:pinkiecrazy:

An excellent chapter. But Wu kept throwing me. Was he repeated use of ponyisms (foal, colt, etc.) a slip of the tongue? Or was it him showing deference towards the nomenclature familiar to his guests?

I Totally have the feeling that shit is going to hit the fan...and we finally get to learn from a sai about the who name taboo thing! Though it appears that they are certainty not above inter-species relationships. Please don't make us wait to long, but take as long as you need for this level of awesome.

Is it odd that I trust the grim prince more than the other princes?

“I knocked, and she let me in.”

Sexy, the doctor is going to have a few words with you.

Did I scare you that much? (Yes mission accom...)
I mean uhhh..... oh hey, did you know that:
1. Coffee is often used to counter the effects of hallucinations, and is not, itself a hallucinogenic substance?
2. In fact, Sleep Deprivation, a problem usually cured by coffee, is hallucinogenic in nature? On that note, here's a fun fact:
-If you randomly wake up anywhere from 2:00 - 4:00 AM, there is an 80% chance that something is watching you. Of that 80% chance, there is a 10% chance that it is a a duck, a 15% chance it is something random, and a 75% chance that it is an angel of some sort. Of that 75%, there is a 50% chance that the angel also has the adjective weeping in its name.

Sweet Dreams Everypony!
And don't blink, not even for an instant, and don't look into its eyes...

Do you really expect that the princess will force nobles to like Rarity? That would probably cause the opposite effect, the nobles only showing deference to Rarity in public... Are you really that :derpyderp2: ?

So pinkie could probably fly the tardis just by asking nicely? This could be useful later in the series

I have to agree. Personally, I just roll my eyes and sigh whenever someone does this; perhaps it was funny the first 20 times, but it has long since lost any cleverness it may have once possessed. At the very least, keep it under five paragraphs, and well under seven and a half.
Other than that, great chapter!

If it is odd, then I'm odd along with you.

2252687. You might want to use the quote button since simply typing a name in isn't any good.

That part with Rarity and Lady Sadaiir... I seriously thought it was a chimicherrychanga, a cake or a muffin. I have never been so wrong.

Doctor definitely is right in his situation with his "problems"; you always run.

They might be aliens but they are still equines. The same terms still apply.

Funny thing is, I DID use the quote button. Still unsure as to what happened...

Oh, and L2L

It seems the ardvark thickens... I missed this story so. Now that it's back though I can't wait untill more of Pinkie's misadventures while the Doc tries to reprove the theory known as logic she shattered long ago.


Oh my frickin' GAWD I was laughing so hard over the newest Chapter :pinkiehappy:
You really outdid yourself this time! I swear you did the scene with the Doctor and the Quilin mare's just fantastic! I swear i yelled "RUN DOCTOR RUN!" straight to my funny bone.
Good job and this chapter was well worth the wait!
L2L Productions. Good job FANTASTIC!


2249407 Apparently, something about him makes him get all the ladies. I don't know what it is, but I also don't really care as long as it proceeds to find me some comedy.

Hilarious.:rainbowlaugh: You succeeded in entertaining the reader.:twilightsmile:
...there seems to be something dreadful schemed at this hour...
Awaiting further releases, dear Author!:pinkiehappy:

Well, it's become quite clear what happens to quillin who don't fulfill their duties.


>>>“And how long has that been?” the Doctor asked casually.
He seemed... confused by the simple question for a moment, until he managed to shrug it off with a bemused smile.
“Most of my life,” he answered with conviction.>>>

No real concept of time... they are almost like living machines. But then, they eat gems. The little animal we saw was composed partly of steel. I think I understand: The quillin are silicon-/crystal-based life forms.

The Doctor has not had good experiences with those: Eldrad must live, and all that.

I have to say, this is really a wonderful tale. One of the best on here, so much like one of the classic mystery-reveal episodes of Doctor Who, written like a proper novel, with so much attention to the world's details, having been planned out to the minutia. If there are any plot-holes and inconsistencies, I totally missed them because it's all woven together in such an interesting and involving narrative that I lost myself in the experience.

Now, for those who've seen my criticisms of more feeble tales, you know that I am merciless and evil. Knowing this, understand how great a story this is by realizing that I CANNOT FIND ANYTHING to legitimately criticise! A few people are annoyed by the innuendo, but that's a personal opinion and has little to do with the technical details of the story. I am far more concerned with the plot, the pacing, the internal logic and consistency, and the various aspects of tones, settings, and actions that make up the body of a tale.

With all those aspects considered and given that this has achieved a length such that I can properly analyze it, this story receives a THUMBS UP from me! *a collective gasp echoes from the entire website; Rarity faints; the very fabric of the world cracks... for Alondro has found what he considers a truly good story!* :pinkiegasp::derpyderp2::rainbowhuh::twilightoops:

Why can't I write this well? There needs to be more! More chapters and more stories that can reach the incredibly high expectations this story has set! In short, this rocks.

As always a marvelous history, really love this characters, thanks !! :D, im already looking for the next chapter :twilightblush:

“I knocked, and she let me in.”

Twilight let out a short sigh, shaking her head as the Doctor’s eye and ear twitched at the party pony’s simple declaration.

Seems like perfectly reasonable behavior for a sentient ship that is currently powered by proximity to Pinkie (and the other girls) :pinkiehappy:

I mean, if you're living with your parents and your mom knocks on your bedroom door, are you really going to deny her entry? (Well, okay, maybe if you're clopping.)

I think "creepy" was the point.

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