• Published 8th Sep 2022
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The Omnitrix Hero - Banshee531



Flash Sentry always liked helping others, but in a world full of magic and amazement an ordinary guy can't do much. That is until a strange watch crashes down from the sky, allowing him the power to become one of ten mighty alien heroes.

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Season 3, Episode 12: Age is Just a Number

It was another busy day in Canterlot and Flash was giving Adagio, Aria and Sonata a lift to the mall.

The three girls were rather excited. Ever since the commercial they stared in, their popularity had soared and the trio were wanted to do multiple magazine shoots and had even gotten a few more commercial gigs. But despite this new fame, Adagio was making sure it didn't go to any of their heads. Especially hers.

As such, the trio had accepted when Rarity asked them to be her models.

They were a little surprised by the request, assuming Rarity would want her friends to be models. But Rarity knew none of her friends had a particular interest in that kind of thing and didn't want to force them into doing something, which had been why she asked the three of them. With their modelling skills, they would be able to do a professional job without needing to force themselves.

"So," Flash turned to the girls, "remind me how this contest works again."

Adagio sighed. "The contestants who signed up have three hours to make three dresses completely from scratch. They then have their models show them off like in a fashion show and the judges decide who the winner is. It's that simple." Flash nodded, understanding why Rarity would want to enter it. She was always searching for a way to prove herself as a fashionista.

Sonata then leaned forward with a smile on her face. "And the winner of the contest, will have their designs shown off in a fashion magazine. If Rarity wins this, it'll be a big chance for her to step out into the fashion world and make a name for herself."

"What do you mean, if she wins?" Flash asked, "this is Rarity we're talking about. She could make a great dress in her sleep. And that's not a boast. Applejack once had a sleepover with her and woke up to find Rarity, taking her measurements for a dress whilst still snoring." They all laughed as they arrived at the mall, pulling in and spotting Shining, Applejack and Fluttershy's cars next to an empty spot.

Pulling in, he got out and found Shining, Trixie and six of the seven Rainbooms waiting for them.

"Twilight rope you in to giving her a lift?" Flash asked Shining, who nodded and an upset look on his face.

"Yeah. I had plans for testing out the base's new teleporter system, but she started complaining about me trying to do fun stuff like that without her. So now I have to play chauffeur for her, to make sure I'm not testing the teleporter without her." Flash laughed as they all headed into the mall, which was surprisingly deserted due to the contest that was taking place there.

They made their way through it until they arrived at the food court. There, a large section of the area had been curtained off. Stepping through it, they spotted a fashion catwalk that lead to another area that was curtained off. A table was located at the front of the catwalk, where the three judges were likely going to sit and observe the designs that were made. For such a small looking contest, there appeared to be a lot of effort put into it.

Many people were standing around the catwalk, waiting patiently for the contest to start. One of them was Rarity, who gasped and rushed over to them. "Darlings. Thank you for coming."

"Of course," Twilight smiled. "We wouldn't just let you compete in this tournament on your own."

"Besides," Flash nodded his head to the Dazzlings, "some of us had to be the ride for the models."

Rarity laughed at this and turned to the three, "you ready to put on the performance of a lifetime?"

"Of course," Adagio nodded. "Just make sure to give this your all. We don't want to end up wearing something that the judges absolutely hate." Rarity smirked at this, clearly accepting the challenge as someone stepped through the curtains into the cordoned off area.

She was a woman who appeared to be around seventy or older. She was a peach-skinned woman with white hair and wearing clothes that a person's grandma wouldn't be seen wearing.

She slowly made her way across the floor, taking out a pocket watch as she did so to check the time. "Good. I made it before the contest started." As she walked through the area, several of the young designers moved over to her.

"Excuse me?" one asked. "Would you like some help? I'm sure judging must be a very big burden, so if there's anything we can do to help just say it."

"What?" The woman asked, "I'm not a judge." This surprised them, "I'm here to compete in this contest."

"You?" Another of the contestant asked, "why? Who even are you?"

"If you must know, my name's Doddery. I run a textiles shop in town and when I heard about this contest, I realised it was my chance to show the world my fashion skills." The other contestants kept looking at her before the lot of them suddenly burst out laughing. "What's so funny?"

"Sorry granny," a male contestant told her. "But trying to win this contest isn't for the old and decrepit."

Doddery's eyes went wide hearing this, anger quickly appearing on her face. "Yeah," another told her, "I don't think they supply knitting gear here. So you might be a little in over your head, using the machines." They laughed some more, whilst Rarity and her friends all frowned at her.

"Just go home," one of the models told her. "You don't want to get in the way and ruin the contest."

"This contest was ruined the moment they let you young brats enter!" Doddery screamed before turning to leave, clearly not wishing to be anywhere near the spoiled brats. Rarity frowned as she watched her disappear, wanting to go after her and apologise for what was said.

But before she could, a trio of individuals stepped out onto the stage. These were the judges, which consisted of two men and a woman.

"Welcome," one of the men spoke up, "ladies and gentlemen. Thank you all for signing up for this contest. We all look forward to seeing what you manage to create here today." They all nodded as the woman spoke up.

"Just a reminder. Each of you will have three hours to design a trio of dresses that you will need to have modelled for you. The person with the most unique, inspiring and fancy designs will be considered the winner and earn a place in Fashion Mag Monthly. I can assure you, winning this contest could be what makes your careers as fashion designers."

The last man spoke up. "We still have a little more to do backstage, so please take this time to focus on your plans and what you think you can make with what we give you. We'll call you all in when we're ready for you." The three headed backstage as the designers started focusing on their plans.

"So what's your plan?" Adagio asked Rarity, who took out her sketchbook.

"Take a look." The Dazzlings opened it up and were amazed to see multiple different different designs within it. "I don't know what materials they'll be giving us, so I designed a bunch of different concepts. Once I know what I'm working with, I'll be able to narrow down my choices."

Everyone looked over Adagio's shoulder and realised the designs were quite impressive, though they were only the basic ideas. "These look great," Rainbow cried. "I'm no expert and even I can tell any of these'll win you the contest."

"I hope you're right," Rarity took several deep breaths. "This contest is my best shot to make a name for myself. Messing up now would be horrible." She waved her hands in front of her, trying to calm herself down. "But what if someone has a better idea? What if someone makes a similar design? What if-"

"Rarity!" Applejack grabbed her by the shoulders. "Relax. Why don't ya'h take a walk and calm ya-self down before it starts? We'll come find ya'h if they call everyone in."

Rarity took another deep breath and smiled. "Thank you, Applejack. I think that's exactly what I'll do." She headed out and everyone looked around, not liking the looks some of the other designers were giving them. Clearly, they didn't want anyone to get the upper hand. The world of fashion was a cutthroat business for sure.


Meanwhile, Doddery was sitting on a bench next to some flowers the mall had planted to liven up the place.

The woman stared down at her wrinkled hands, hating the sight of her old and haggard body. The memories of those younger designers filled her with rage, as she thought about everything they had said. "It's not fair. Why should they get to enjoy life whilst all I can do is sit here and watch the world go by without getting to enjoy it?" Tears formed in her eyes, but she refused to cry.

As she fought back her sobs, something flew into the mall through an open skylight.

That something was a wisp of sparkling light, which flew down in random directions before heading towards something in particular. That something was the pocket watch Doddery had been carrying, which was laid on the bench next to her.

When it flew into the watch, the object glowed before transforming. This light caught Doddery's attention and made her look down to see her watch change, the light vanishing to reveal it was now larger with a domed top that was blue and covered in tiny clock faces.

She picked the watch up and looked at it, curious about what had happened. She opened it up and when she did, a tendril of light flew out of it and she gasped.

The tendril flew over to one of the plants in the soil next to her, this particular flower looking like it was past its prime. But as the tendril flowed over it, the flower's petals began to brighten and the ones that looked like they were about to fall off re-fused to it. The bent stalk began to straighten back out and eventually, the flower looked as healthy and perfect as the others.

But it didn't stop there, as the flower suddenly started closing up and shrinking.

Doddery finally forced the watch closed and broke the tendril, which disappeared into nothingness, but found the light continued to glow through the gaps. "What was that?" She then felt a pressure and the watch sprang open again, another light tendril flying out before she could react.

It shot towards another flower and hit it. Only this time, the flower didn't get better and shrink. Instead, it began to get worse with its petals beginning to fall off as it drooped. The light eventually faded and Doddery could close the watch, shocked by what had just happened.

Her eyes drifted between the flowers and slowly, she realised what had happened. "Can...can it remove age from something?" She knew it was a stretch, but a part of her felt this was exactly what it could do. And when she looked down at her hands, she realised what she could do. And despite how insane she thought it was, she had to try.

Taking a deep breath, she raised the watch to point at her and opened it up.

The tendrils shot out and one struck her, making her gasp. In the blink of an eye, she felt her body getting stronger. Her bones didn't seem to creek and her skin grew tighter. Even her hair felt different.

After a minute or so of this, she slammed the watch shut and looked at her hand. They were no longer wrinkly, instead being smooth and beautiful.

She reached into her bag and took out a mirror, using it to look herself over. And she was amazed by the results. She was now much younger, appearing to now be in her early twenties. Her peach skin was now much more vibrant and her hair had changed to a stunning orange colour.

"It worked," she gasped. "I'm young again." She looked down at her watch and felt the thing trying to unleash the age it had taken from her, making her panic. "Can I just give it to the plants? What if it can only pass the age onto the same thing it took it from? What do I do?"

It was then that she heard a noise and looked around, seeing someone walking around the corner and towards her. Rarity.

The girl noticed her and raised an eyebrow, feeling like she knew this woman somewhere. "Hello," she smiled, "have we met before? You look familiar."

"Oh, I doubt that." Rarity kept staring at her until she seemed to realise why she looked so familiar.

"Wait, are you related to a woman name Doddery?" The woman looked at her curiously, "you must be her granddaughter or something. Your grandmother was by the fashion show earlier...but she left."

Doddery frowned, "were you one of the people competing in the contest?"

"Yes," Rarity nodded only to see Doddery's anger.

"So you were one of the ones that made fun of me before." Rarity wondered what she meant by then, only to then realise the resemblance between her and the old lady were too much. As she was thinking this, Doddery looked down at the watch and smiled. "Well, now we'll see how you like being made fun of for your age."

"What are you talking about?" The woman raised her watch and Rarity saw the light coming from it, which also caused her own magical object to glow. "Wait, what is that?" Doddery didn't answer and instead, opened the watch to unleash the light.


Back at the fashion show, Rarity's friends were beginning to wonder where she had gotten to.

"The contest'll be starting soon," Adagio pointed out. "Where the heck did so go?" They were wondering the same thing, only for a loud scream to echo through the mall and catch everyone's attention. And it was a scream many of them knew all too well.

Flash, Shining and Trixie kicked into gear and ran towards where they thought the scream had come from, the Dazzlings and Rainbooms following.

They quickly arrived at that area and found someone on the ground, on her knees wearing the same clothes as their friend. She was curled up with her hands over her head. "Rarity!" Fluttershy gasped, the lot rushing over to her. "What happened?"

"Please don't look!" Rarity cried out, "I don't want you to see me like this."

"Like what?" Flash asked as he walked around her. "We've all see you with a broken nail before, no need to be so overdram-YIYEE!" Rarity had finally looked up at them and he got to see her face, which had somehow aged about fifty or sixty years. Her hair was now gray, her face covered in wrinkles and her fingers were thin and boney.

The others saw and all gasped, Pinkie and Fluttershy kneeling down besides her. "What happened to you?" Twilight asked, as the girls helped her to her feet.

Rarity tried to stand, but her older legs weren't as strong as they once were."

"It...it was that Doddery woman. I...I think she's gotten Equestrian Magic." They all gasped at this, knowing that couldn't be good. "Her pocket watch somehow made her look like a young woman and when she used it on me, I became...THIS!" She looked herself over and started tearing up. "I LOOK HORRIBLE!"

"You don't look horrible," Sunset told her. "Actually, you don't look that bad considering how old you are now." She had hoped that would cheer Rarity up, but it didn't. "We need to find this Doddery woman and get that watch."

"We should split up and cover more ground." Shining replied. "When you find her, contact the rest of us. Hopefully, we can find her before she does any more damage." They all nodded and was about to head out, only for the mall's intercom to turn on.

"Will all participants in the fashion design contest please report to the main stage. Any participant who is not backstage in five minutes will be disqualified."

Rarity gasped, the whole situation making her forget about her big chance. But the others weren't gonna let her lose this chase. "Adagio," Twilight turned to the Dazzlings, "you three take Rarity back to the contest. We'll handle Doddery."

"How?" Rarity asked, "you need me to de-power her."

"Don't worry," Flash assured her. "We'll find her fast and bring that watch back here. Then you girls can take that time stealing time piece out." He turned to run off, Trixie rushing off after him.

Shining and the rest of the Rainbooms followed suit, each heading in a different direction whilst the Dazzlings helped Rarity back towards the stage. With her old body, she couldn't move too fast and they almost didn't make it in time. But they managed to get there at the last moment, going backstage and finding a woman with a clipboard.

"Name?" She asked.

"Rarity," she replied. The woman nodded and pointed to a station with everything Rarity would need to make her dresses. But as she walked towards it, the other designers laughed when they saw an old woman attempting to compete.

"Careful grandma," one of them told her. "Trying to be hip might make you break your hip." Rarity glared at her, but took a deep breath and just got to work.

"I won't let this stop me." She grabbed the best material she could find and hobbled over to her work area, mentally going over all the designs she had made before choosing three. Hopefully, she would be able to make them and add the finishing touches. And hopefully, the others would be able to find Doddery and bring her back before the contest was over.


Flash and Trixie rushed around the mall in search of Doddery, hoping that the woman hadn't left the building yet.

Trixie had put on her Luna Cat mask and with it, she and Flash started searching everywhere for the woman. And then, they ran around a corner and spotted a woman that looked like a younger version of the old lady they had met.

"HEY!" Trixie cried, getting the woman's attention. When she turned to them, they noticed the pocket watch Rarity had described. "You've got a lot to answer for after what you did to Rarity!"

The woman looked confused, "I don't know what you mean."

"Save it," Flash told her as he noticed the watch hanging from her waist. "We know you turned her old. Hand over the watch so we can get everything back to the way it should be." This seemed to anger Doddery.

"Why should I? I have every right to remain the way I am. Youth is wasted on the young."

"I'm warning you," Flash activated the Omnitrix. "You might be young, but you're still just a human. You won't stand a chance against my aliens."

"Maybe," Doddery held up her watch, "but I'm willing to bet those aliens weren't always amazingly powerful." He opened it up and pointed it at Flash, a light exploding out of it as Flash slammed down on the Omnitrix.

It unleashed a light the same time the watch's light hit him, causing a mixture of green and yellow light to fill the air. A moment later, the yellow light retracted into the watch and the green light began to die down.

As soon as it did, Trixie looked around and was shocked when she saw a familiar looking alien that was a little different than it should be.

"Riot-Horn!" That alien cried, looking like a miniature version of Flash's strongest alien. He now stood at around five feet, his horns and spikes smaller with his snout only having one horn. His suit was the same size, but it lacked the armoring it normally had. The Omnitrix was now lower, instead being on his stomach instead of his chest.

"Flash?" The alien looked towards her, surprised that he was actually looking up instead of down. "Are you okay?"

"Err..." Riot-Horn looked himself over and realised what had happened, "no way!" They then heard Doddery's laugh, the pair turning to see her close the watch.

"Aren't you cute. Who knew aliens could be adorable." Riot-Horn growled as he charged forward, ready to deal a punch to her and knock her out. But he could only take three steps before he suddenly fell down, his differently proportioned body causing him to trip over his own feet.

"WOW!" He hit the ground and groaned, making Doddery laugh. But then she heard Trixie roar and charge as well, preparing her staff to knock the watch out of her grasp.

But before she could, Doddery opened it up and a beam of light flew out. Trixie gasped as it struck her, knocking her backwards until she smashed through the window of a clothing store. Doddery smirked at this and closed the watch, whilst Riot-Horn picked himself up.

She looked around and spotted a nearby orange stand, which had a barrel next to it full of old peels.

She ran over to it as Riot-Horn charged, his younger mind affecting his ability to think. Before he could reach her, Doddery grabbed the barrel and swung it around.

The next thing Riot-Horn knew, orange peels were falling on top of him before the barrel was stuffed over his head. "HEY!" He cried, feeling his arms pinned to his sides. He knew it wouldn't be able to stop him from breaking free. But before he could, he tripped onto his back. "GYAH!"

Doddery laughed as she quickly kicked the barrel, sending it rolling away and making Riot-Horn cry out as he got dizzy.

Doddery quickly turned to run away, as Riot-Horn slammed into a support pillar and smashed out of the barrel. But even though he was free, he was still so dizzy he couldn't make heads or tails of anything around him.

It took about a minute or so for his vision to stabilize and as it did, Shining and the Rainbooms all arrived and noticed him. "What the heck?" Shining asked, seeing the younger Riot-Horn. "Flash, is that you?"

Riot-Horn shook his head and looked around. "Yeah, it's me."

"What happened to you?" Rainbow asked, but they all had a feeling they knew.

"Trixie and I found that woman and she hit me with her watch's magic." He looked himself over, "now I'm this." The others frowned, with Sunset realising who was missing.

"Where is Trixie?" They all heard a groan and looked around, as someone staggered out through the broken window. And when they saw Trixie, they gasped.

She was now older, though not to the same extreme as Rarity was. By guess, they figured she was in her late twenties maybe boarding on thirty. She was slightly taller and her figure was more rounded around the hips and chest. Her hair had even grown longer, whilst her face was thinner and more mature in appearance. Her suit had changed with her, changing to fit her larger and more adult form.

"Trixie?" Twilight asked, "you okay?"

Trixie looked herself over and noticed the changes, quickly removing her mask and turning back to normal. Her street clothes didn't change like her hero suit, with her jacket now being too small whilst her shoes felt tight.

She ignored this and looked into a nearby window, seeing her reflection in the glass. "No!" She cried, "she took away the best years of my life."

"It could be worse," Sunset told her. "You could be as old as Rarity."

"Why isn't she as old as Rarity?" Rainbow asked, the others wondering the same thing. Then, Twilight turned to Riot-Horn and had an idea.

"Flash, turn back to normal." Riot-Horn raised an eyebrow, but hit the Omnitrix and transformed back.

When the light faded, they were shocked to see Flash was now a kid. His clothes were practically consuming him as he was now much shorter, roughly seven or eight years old by the looks of things. His pants were scrunched up and his shoes slipped off him the second he tried to take a step, whilst his jacket sleeves trailed along the ground as it and his shirt were practically a dress going below his knees. His hair wasn't as styled as it normally was, appearing longer and scruffier.

"Seriously!?" Flash cried, as his pants and underwear began to slide down his legs.

The others looked away, as Flash tried to pull them back up. Luckily, his shirt and jacket kept him modest. "That explains it," Twilight told them. "Flash has lost ten years and Trixie's gained it. I think that watch sucks out someone else's age and passes it to another."

"We've gotta fix this!" Flash announced. "There is no way I'm going through puberty a second time." He had to roll up his sleeves to properly grab his clothing, revealing that the Omnitrix was still on his arm and had appeared to shrink to accommodate his smaller form.

"First things first," Shining told him. "We need to get you into something that actually fits you." He then realised the store Trixie had stepped out of was a clothing store and pulled Flash into it, returning a few minutes later with Flash now dressed in blue shorts, a white shirt and red trainers.

In those few minutes, Trixie had been testing out her body and it seemed she was stronger though not as flexible as she had once been. Though she liked how she looked, she wanted to be her normal age.

"Alright," Shining spoke up, "let's split up and try to find her. This time, don't try and engage her. Call everyone else and we'll work together to take her down." They all nodded and rushed off, Shining and Twilight going with the now young Flash as he ran behind them as fast as his shorter legs could carry him.


Back at the mall, Rarity was still working on completing her designs. But with her older body, she couldn't move the way she wanted to.

She reached down to pick up a roll of fabric, only for her back to suddenly explode with pain. "Augh!" She grabbed her back, her cry catching the attention of everyone around her. Adagio and her sisters rushed over to help her sit down, whilst the other designers laughed.

"Careful grandma," one of them stated. "Wouldn't wanna hurt yourself."

Rarity turned to glare at them, as the Dazzlings helped her sit down. "She's right," Adagio told her. "As much as you hate to admit it, you're literally not as young as you used to be. If you're not careful, you're gonna hurt yourself before the others can find a way to turn you back."

"I refuse to let myself be stopped like this," Rarity stated. "I'm not an old lady. I'm a young woman and by gum, I'm gonna live like a young lady!"

"Did you just say by gum?" Aria chuckled, Rarity glaring at her and waving her fist in her face.

As she did, Adagio got a text from Twilight. "You gotta be kidding me." The others turned to her, "Flash and Trixie found the woman who did this. But somehow, she was able to zap Flash into being a little kid." She even got a photo and couldn't help but smirk at the sight of young Flash. "I know I'm technically already dating someone way younger than me, but not this much younger."

"The others will find a way to get us all back to normal," Rarity assured them as she forced herself back to her feet.

"But what if they can't?" Sonata asked, "what if you're stuck as an old lady forever?"

Rarity made her usual sound as she got back to work. "I may have the body of an old lady, but age is more than just how many years you've lived. If that were true, you three would be considered more than old ladies." The trio frowned, knowing she was right. "True age comes from the experiences one accumulates. My body may be old, but I'm still sixteen inside. I don't have the wisdom of years past, because I haven't lived that long."

"I guess you've got a point," Aria nodded.

Rarity looked herself over. "I don't have a problem with getting old. If this had happened naturally, I wouldn't be fighting it. But it didn't and I'm not going to accept that I'm old because I'm not. I had my years of potential experience stolen from me. When I return to my true age, I'll gladly accept getting older by the second. But I want to live the life I have to live in order to become old. And when I'm old and frail, I'll happily step aside and let a younger generation take my place whilst giving them the wisdom I accumulated in my life that can help them succeed."

"Wow," Adagio was impressed. "you're the first being I've ever met who actually isn't scared of getting older." She looked herself over. "When we lost our magic, we knew we also lost our immortality. We've started aging and one day, we're gonna be as old and frail as you are." She looked back to Rarity, "how does that not terrify you?"

Rarity smiled. "You've lived for over a thousand years. What did you do in all that time, aside from trying to get people to argue so you could feed on the negative emotions?"

They thought for a few moments, but honestly couldn't remember. Most days just blurred together, with them going from one place to another trying to find people to feed off of. They remembered a few key events, mostly involving the major moments of the world like the discovery of America, its war for independence, World War One, World War Two and so on. But they couldn't remember anything they actually did in all that time aside from feed.

"Nothing," Adagio admitted. "We didn't really do anything."

"But I'm willing to bet you remember a lot of things that happened since losing your magic. And not just the stuff involving Flash and the Omnitrix." They nodded, the three remember their struggles to cope with the loss of their magic, needing to get jobs in order to properly feed themselves, the few times they let themselves have fun. And, of course, Adagio's discovery of Flash's secret."

"Why do we suddenly remember all this?" Aria asked.

"Because when you were immortal, you knew you had all the time in the world to do whatever you wanted. You put it off because you always thought you could do it later. But now, you don't have that luxury. Every second counts."

They realised she was right. Now that they had a limited life span, they didn't want to waste a single second of it. And they also realised something else. "We're not gonna let her get away with taking your limited time," Adagio assured her. "You just focus on finishing your designs and let the others focus on finding her. They'll do it." Rarity nodded and got back to work, her old body still slowing her down but not enough to make her considering quitting.


Meanwhile, Flash, Shining and Twilight had left the mall in search for Doddery.

Shining had used his badge to scan for any unusual energy signatures, minus the girl's magic, and had picked up a trace of it. They headed down the street, Flash riding on Shining's back so they weren't slowed down. But as hey turned a corner, they suddenly heard a bunch of screams and the sounds of crashing sounds.

The cause was due to a bunch of cars that had crashed and were driving out of control.

Looking into the cars, they saw a bunch of old people who seemed to be having trouble seeing where they were going. They also spotted several young teenagers in clothing not usually seen on teens, who were also carrying canes and other walking aids that they found they didn't need.

"I think Doddery was here," Twilight pointed out.

"Then I'd better go hero and stop these people from killing themselves." Flash activated the Omnitrix as Shining put him down, quickly slamming it down to transform. "XLR8!" The light faded to reveal a kineceleran that was roughly half the size he normally was, whilst the balls on his feet were gone and forcing him to walk on his two clawed feet. The Omnitrix was still on his chest.

He looked himself over and frowned seeing he didn't have his glider balls. But he knew he had to try and help those people.

"Let's go!" He shot forward at high speed, though not at the speed he was known for moving at. Twilight and Shining also ran in, Shining putting on his suit as they began helping people. XLR8 ran to the closest moving car and got the man driving it out before Twilight lifted it into the air, then ran him to the other side of the street and put him down. "You okay?"

"What?" He asked, holding his hand up to his ear.

"Are you okay?"

"Far zoo parade? What the heck does that mean?" XLR8 rolled his eyes ran to help someone else, getting them out of the car along with the now five year old passenger.

At the same time, Twilight used her magic to lift all the empty cars into the air. This allowed them to slow down without needing to crash into anything, whilst Shining used his suit to scan everyone and check for injuries.

Eventually, XLR8 got the last person out of the cars and came to a stop. As he did, he panted and bent himself over. "Why...am I...so tired?"

"Guess XLR8's species needs to build up its stamina as it ages." She turned to one of the newly de-aged individuals. "The woman who did this to you? Where is she?" The man thought for a moment, as XLR8 waited and tapped his foot on the ground.

"Come on, come on!" He cried out. "What's the puzzle. Did she go left or right."

"You gotta be patient," Shining told him. "These people have just been thrown for a loop. You can't expect them to know this right away."

"But they're taking forever!" XLR8 moaned, sounding like a bratty kid. "Oh forget this. She couldn't have gone too far!" He rushed off down the street before turning left. As soon as he did, the de-aged individual snapped his fingers.

"Oh, that's right. She went down the street and turned right." The siblings groaned at this before rushing off down the street, hoping they could find XLR8 before he got too far.

But when they turned the corner, they were shocked to find XLR8 standing in front of a store window staring into it. His eyes were wide and he suddenly laughed, the pair realising he was watching a TV and had likely forgotten all about finding Doddery.

"Great," Shining groaned, "all the power in the universe and now it's stuck on the wrist of an attention troubled seven year old." Twilight used her magic to pull XLR8 towards them, the alien groaning as he was dragged away from the TV.


Back at the mall, Rarity looked over her designs.

The dresses were good, but they were still missing something. If she wanted to win this contest, she would need to come up with something that would blow the other contestants out of the water.

Speaking of the other contestants, they were continuing to mock her since they didn't know she wasn't actually seventy years old. They continued to snicker, mocking her designs behind her back. "What does she think she's doing?" One asked another girl when they thought Rarity couldn't hear. "Trying to make something that looks modern."

"Tell me about it," the other girl nodded. "Talk about trying to fight father time. She thinks using modern styles will change what the judges think? She's a hasbeen who should just know when to pack it in."

Rarity looked over her shoulders and glared at the pair, who quickly looked away and focused on their own work. She then glanced back at her designs and frowned, wanting to show those girls a thing or two. And as she stared at it, she slowly started forming an idea.

"So, you think fashion from the old days isn't as good as modern creations. Well, I think it's time Canterlot went retro." She began to get to work, new ideas flowing through her mind that would allow her to complete the designs and make them the best thing she had ever created. She just hoped she could finish them in time, and before he old fingers were pushed passed their limits.


Doddery was having a blast, saving her fellow OAPs from the icy grip of old age and giving it to people who should have never had youth to begin with.

She spotted two old people walking down the street with a pair of children, the woman raising her watch and unleashing the light. In the blink of an eye, the older people were the same age as their grandchildren. Then, another burst of light aged the children into the ages their grandparents had been.

The now young people couldn't help but start crying, whilst the now old people were completely clueless about what to do.

Doddery ran down the street and kept changing whatever she could, like turning a young girl's old dog into a puppy and aging her into a adult. But as she did, she remembered all the models and designers at the fashion show.

This caused her to get mad, remembering what some of them had said to her. And as she did, an idea formed in her head. One she knew would teach all of them a lesson.


Flash had reverted back to human and was once again on Shining's back, the lot of them running through the streets trying to locate the no longer old woman.

"I'm bored!" Flash groaned, his head swaying from side to side. "Can we stop for ice cream?" The pair looked at him, unable to believe he had actually said that. "Please!" He gave Twilight the best puppy dog eyes he could, making the girl feel like she couldn't refuse.

Luckily, her phone went off and she looked away to answer. "Twilight!" Rainbow's voice called out, "you'd better get over here. We've got a serious problem." She gave Twilight the address and they weren't too far away, the three arriving on the scene only to be shocked by all the young people there.

"What happened?" Shining asked, seeing a bunch of kids staggering around in their oversized clothing. "Where are the old people?" That was a good question, the three noticing Rainbow, Fluttershy and Trixie trying to stop the scared children.

"Doddery's done something different," Twilight frowned. "She's not passed the age on to anyone. Why?"


Doddery ran back towards the mall as she struggled to keep the clock closed.

"Come on!" She told it, "hold the age until we get back to the mall. Then you can unleash it all on those bratty young children." She couldn't help but laugh at the thought of all those young models and designers, turned into old people and learning what it meant to take youth for granted. That would show them all.


"We've gotta stop this woman before she does anything that gets someone killed!" Shining told them, only for a crashing sound to make them spin around.

The sound came from a nearby construction sight, the lot of them rushing over to it and seeing the place was also filled with kids. It also had a crane, which was currently swinging around wildly whilst holding up a steel beam. A steel beam that had just slammed into part of the half built building and causing it to break.

"Rainbow!" Shining cried, putting Flash down as the girl rushed in and started evacuating the youngsters.

As she did, Flash activated the Omnitrix whilst Trixie changed to her Mighty Bull form. She rushed in to grab the now wobbling structure, using her strength to stop it from moving. This gave Flash the time to find his alien and transform

"Firefly!" The light faded and when they saw what Flash had become, they weren't so sure he could help. He was now a black caterpillar-like creature with a round head, which had a green sideways mouth just like his adult form. His body was split into five segments and he had a round rear end that had green bands around it and two short pincers on the ends of it. He also had a pair of legs on each section of his body, which had green spikes sticking out the end and a pair of ribbon-like antenna sticking out of his head. The Omnitrix was on his chest.

"Should have figured an insectoid alien wouldn't look the same as a kid," Shining frowned as the caterpillar looked himself over.

"Great," he groaned, "I'm a Fireworm." He tried to breath fire, but all he could do was spit silk on the ground. "And I don't even have any fire." As he said that, the building began to break apart and Trixie found holding up to be more and more difficult by the second. "What do we do!?"

Twilight took a deep breath and pressed her geode, using it to transform into her ponied up state. "I'll carry you!" She grabbed him and took to the air, flying up towards a section that the beam had damaged. As they did, Shining ran over to the crane to stop it from hitting anything else.

He looked up and frowned, seeing how high it was. But he took a deep breath and started climbing.

Reaching the spot, Fireworm spat out some silk and began to glue the building back together. As he did, he found making the substance wasn't as easy as it normally was. "Your silk gland must not be as well developed," Twilight guessed as they stated this issue. "Just do what you can." Fireworm nodded and they flew over to another part of the damaged building.

Shining had finally reached the top of the crane and opened the door, looking inside and finding who he expected to find.

A ten year old was sitting at the crane's controls, looking terrified at the fact he was up there and had no idea why he was suddenly so much younger and a lot more scared. "How'd she hit you from up here?" The kid looked at him, Shining getting inside. "Let me sit there!" He sat down and the kid sat in his lap, allowing Shining to control the crane.

He managed to get it under control and lowered the beam towards the ground. As he did, Twilight and Fireworm managed to get the last of the damaged areas patched up and Trixie was able to let the building go.

"There we go." He looked down at the kid, "now let's get you out of here." The kid nodded and Shining picked him up, carrying him out of the crane and allowing him to climb down the crane. When they reached the ground, the kid ran over to where the rest of the de-aged people were hiding as Shining turned to the others.

"We have to find Doddery now!" Trixie cried, "but where the heck could she be?" As she said that, Twilight phone rang. Taking it out, she looked down and was surprised to see that it was Rarity.


Rewind five minutes and at the mall, Adagio, Aria and Sonata began to strut their stuff on the catwalk.

Rarity's designs were a hit, the aged teen having gone for a retro look using ideas similar to ones she had seen when looking through some old fashion magazines. But whilst they looked retro, she had used her modern fashion sense to improve upon them. Now they were a perfect blend of fashion old and new, making them truly unique.

As Adagio reached the end of the catwalk, those watching all cheered at the amazing creations. Adagio posed in several ways, making sure to show off Rarity's creations in every way possible before heading backstage.

Rarity smiled as she stared over at the judges, who nodded with amazement and seemed to be making several notes on the designs. She couldn't help but feel like she had this contest in the bag. Although, it would mean nothing if the others couldn't find a way to return her to her normal age.

Aria and Sonata showed off their clothes and head backstage as well, the people cheering for Rarity's creations. But before she could think about accepting a trophy, someone pushed their way through the crowd and jumped up on stage. "You call that good fashion?" Rarity realised it was Doddery and took out her phone, whilst Adagio, Aria and Sonata glared at her. "You wouldn't know what makes good designs if it bit you in the behind!"

The judges glared at her whilst the many designers and models rushed out on stage. "What are you doing?" One of them asked, "you're ruining the contest!"

"This contest was ruined the moment they let you young brats enter." Something about the way she said that made the designers curious, since they remembered someone else saying the exact same thing being said by an older woman.

"Hey," one of them spoke up, "do we know you?"

"Yes," Doddery smirked, "I just looked a lot older the last time we spoke." They all realised it was her and as Doddery held up her watch, Adagio, Aria and Sonata gasped. "And now it's time for you all to see what it means to be old and decrepit!" With that, the watch opened and unleashed multiple tendrils of light.

Everyone gasped at this, the Dazzlings trying to run. But the tendrils hit them and they all cried out, feeling their bodies beginning to rapidly age. The others shared their fate and screamed as they felt their youth being eaten away, as Doddery laughed.

The tendrils didn't just go for the models and designers. They also hit the audience and judges, making them age as well. Some people managed to get away before the tendrils got them, but most were not so lucky.

Rarity moved as fast as her old body could carry her, fearing that getting hit again would age her to dust. As she did, she took out her phone and called Twilight. "Hello?"

"Twilight!" She screamed, "she's here! The woman who turned me old. She's here and she's doing the same thing to everyone else."


"That's not good," Twilight frowned. "We have to get back there!"

"Wait," Shining told them, "I have an idea." He tapped into his suit and started bringing up the plumber base's system. "Locking in my badge's signal, along with the Omnitrix and everyone's phones." They all looked confused, "teleporter online." Their eyes went wide as the lot of them were suddenly surrounded by light.

"Shining?" Trixie asked as Fireworm turned back to human, "are you sure this is a good idea?" Shining didn't reply and in that moment, the lot of them vanished in a flash of light.


Rarity looked out on stage and laughed as Doddery's watch continued to unleash the tendrils of light.

There was still some age left inside the watch, but Doddery didn't want to actually kill anyone by aging them up too much. She closed her watch and it was still struggling the keep it contained.

However, a flash of light made her look around and see Flash Sentry, Shining Armor, Lady Masquerade and the six girls that had been with that Rarity girl appear on stage. Sunset, Pinkie and Applejack looked confused by their suddenly appearance, whilst Flash ran over to where Adagio was laying on the ground.

She didn't look so good, appearing like a wrinkly old lady with white hair. "Are you okay?" He asked, as Adagio looked up at him.

"Guess our age difference is finally showing, huh?" She laughed, as Flash turned to glare at Doddery.

"Turn everyone back to normal!" Shining ordered, holding up his blaster. "Do that and you won't get into trouble." Doddery smirked and before Shining could fire, she opened the watch and unleashed the stolen age.

The light tendrils exploded out and flew towards them before most of them could react. Shining was the first hit but it, his armor doing nothing to protect him from the Equestrian magic. "SHINING!" Twilight cried, running to him only to get hit as well.

One by one, each of the Rainbooms were hit by the tendrils. Rainbow managed to avoid them the longest, but even her super speed wasn't enough to save her as one eventually got her.

The only ones able to avoid getting aged were Flash and Trixie, the aged up girl using her super strength to leap into the air above the tendrils whilst Adagio pushed Flash towards the back stage. Trixie landed and ran through the curtains, where Rarity was waiting looking horrified.

When the light finally died down, they all looked out and saw Doddery close the watch.

They then looked in front of her and saw Shining, Twilight and everyone else looking old and frail. They didn't even have the strength to stand up, causing them to fall to the ground. "Ahhh!" The old and gray Sunset looked up at Doddery. "Why? Why are you doing this? You had your time."

"The world was too small when I was younger," she explained. "When I was your age, cars were terrible, movies and TV barely worked and women like me couldn't do anything we wanted. By the time the world was worth living in, I was too old to enjoy it. But now, I can do anything I want." She held up the watch. "With this, I'll never have to worry about growing old every again."

"But you're forcing your age onto others," Twilight told her. "It's not fair for someone else to lose their youth, just so you can enjoy yours again."

"Life isn't fair," Doddery stated. "Nothing you say will convince me to stop. I'm never going to be old ever again."

Back behind stage, Trixie, Flash and Rarity frowned. "She needs to be stopped," Flash cried before activating the Omnitrix. "I'm gonna go Way Big and step on her." He was about to unlock the alien, but Trixie grabbed his arm.

"Are you nuts!? Even as a kid, I'm betting Way Big's huge. You'll break through the roof and could accidently step on us. Pick someone else, like Volt-Edge." Flash pulled his arm away from her.

"No way! It's my Omnitrix and I decide what I become!"

"Stop being a brat!" Trixie argued, going to change the alien herself.

"NO!" Flash yelled, "it's mine!" Trixie groaned at this, unable to believe Flash's brain had regressed along with his age. However, her mind was still that of a teenager. And she knew how to get little kids to do what she wanted.

"You're right," she told him. "Volt-Edge probably couldn't handle something like this. Too lame." Those words made Flash's eyes go wide.

"What did you say?"

"I'm just saying, Volt-Edge isn't exactly great. What can he do? Shoot lightning and cut things. Wow, I'm so impressed." Flash glared at her and Rarity realised what Trixie was trying to do. "What could you do, give her a static shock and make her hair go frizzy? Like I said, lame." That was it.

"I'll show you!" He changed his alien choice and slammed the dial down, a burst of green light blinding them. "Volt-Edge!" The light faded to reveal a two and a half foot tall lizard alien with a round head and no armor. Lightning sparked off his body and the Omnitrix was was still on his chest.

"Ha!" Trixie laughed, "look at you. Volt-Edge. More like No-Edge." The alien growled before rushing out onto the stage, catching Doddery's attention.

"Oh?" She saw him and smiled, "is the cute baby alien going to try and hurt me?"

"You know it!" No-Edge built up his electrical power and fired it. But instead of shooting toward Doddery, it flew right up and hit the ceiling instead. "Oops."

"What's going on?" Rarity asked, as No-Edge tried to fire again but the lightning flew off in another direction. "Why can't he control it?"

"Volt-Edge usually shoots his attacks out of his armor. Without it, the lightning exploding off of him wildly." They had to duck down to avoid getting zapped.

"Maybe this alien wasn't such a good idea," Rarity stated as No-Edge ran towards Doddery and tried to ram his oversized head into her. But it seemed Doddery took up karate in her youth, since she was able to spin around and kick him away from her.

The girls flinched as he was thrown into a wall, sparks flying off his body as he fell to the ground.

As this was happening, all the aged up people crawled along the ground to get away from the fight. Trixie also picked up Rarity and rushed her over to where he rest of the Rainbooms were, as No-Edge pushed himself up to his feet. "Come on Flash. Is that really the best you can do?"

"Shut up!" He cried as he charged his tiny claws with lightning and ran forward, leaping at Doddery and attempting to thrust them into her. But Doddery quickly grabbed him by the wrists and leaned backwards, flipping him over her before he could unleash the lightning. "OW!" He bounced off the ground and rolled to a stop, his eyes rolling as he pushed himself up.

"Come on!" Trixie yelled, "my grandma can fight better then that." No-Edge glared at her, as Trixie turned to the others. "No, seriously. My grandma was apparently crazy strong." She turned back to the alien, "at least stronger than you. Like I said before. Totally lame!"

"Raaaah!" No-Edge stood up, as lightning surged around his body. "Shut up, shut up, shut up, SHUT UP!" The electrical energy exploded out of him and flew in every direction, even towards Doddery.

She gasped and leapt to the side, the lightning passing her. But some of the electrical energy was drawn towards the metal object in her hand. "AUGH!" She was forced to drop it, the watch falling to the ground as the lightning continued to force her away from it.

No-Edge eventually stopped blasting out lightning, having likely expended all the power within him. He then let out a yawn and started swaying around. "I...I'm just gonna...take a nap." He fell to the ground and started snoring, his friends shocked seeing him fall asleep in the middle of a fight.

They all turned towards Doddery, seeing she had dropped her watch.

"Quickly," the elderly Applejack called out. They all touched their Geodes and transformed, their ponied up states not looking as impressive in their old age. They all joined hands began to float into the air, as Doddery tried to retrieve her watch.

"Oh no you don't!" Trixie grabbed her bell weapon and slammed it onto the ground, creating a sonic blast just strong enough to knock the woman back without hurting her. As she fell towards the ground, the magical girls unleashed the rainbow of friendship and it shot towards the watch.

It slammed into it and completely surrounded the device, sucking the Equestrian Magic out of it before unleashing a shockwave of light.

That light flew out in all directions, washing over everyone and spreading through the city within seconds. Doing so caused everyone that had been affected by the watch to revert back to their normal age, including the Rainbooms, Dazzlings, Flash, Trixie and Shining.

The light finally faded away and everybody looked themselves over, happy they were finally back to their normal ages. Everybody except one person. "NOOOOOOOOOO!" They looked over Doddery, who had also had her true age restored. "What have you done!?"

"Turned you back to who you're supposed to be," Rarity told her.

Doddery glared up at her, then spotted the remains of her watch. She rushed over to grab it, seeing it hadn't survived the de-magic process. And as she tried to put it back together, she got a good look at her old weathered hands. "This'll happen to you as well one day," she stated. "Wrinkles. Lines. Saggy bits." Rarity frowned at her.

"I intend to grow old gracefully," she stated before Shining moved over to help her up. They weren't sure if you could be arrested for what she had done, but he intended to put her in the plumber database at the very least.

As they watched their new enemy be taken away, they heard a yawn and looked over to see Flash waking up. He pushed himself to his feet and rubbed the sleep from his eyes, the lot of them quickly realising he had reverted back to human and was now wearing very small clothes.

"Morning." He noticed them all staring at them and raised an eyebrow, "what?"


After everything had calmed down, the judges had returned and deemed Rarity the winner.

"Congratulations," one of them stated as they handed her a trophy. "Your fusion of modern and retro designs was an inspiration. Proof that there's alway something to be learn from looking towards the past." Everyone applauded as Rarity and the judges had their pictures taken, whilst the Dazzling started having their own pictures taken to be placed in the magazine.

As they applauded, Twilight turned to the now properly dressed Flash. "Be honest. You enjoyed being a little kid again, didn't you?"

"A little," Flash smirked. "Some things just seem...simpler when you're a kid. But, I'll take being who I am over who I was any day. Doddery proved how dangerous living in the past can be. If you're not willing to look forward, you'll end up tripping up in life." The others agreed, all hoping they had seen the last of that strange old woman.

They didn't think they had much to worry about though, since now she was without her Equestrian Magic. Hopefully, she would come to accept her limits and chose to enjoy what was instead of what used to be.

Author's Note:

Well, I hope you enjoyed my version of the Omnitrix Wielder becoming younger. When they did that episode, I was hoping to see really different designs for his aliens instead of the shrunk down versions. Hope you liked this and tell me what you think of Doddery as a villain?

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