> Sonic: Equestria Adventures
>  by Blaze Of Fury66
> --------------------------------------------------------------------------

> Eggman's Plan
> --------------------------------------------------------------------------



Sonic: Equestria Adventures


By: Blaze Of Fury66

Disclaimer: I don't own any of these franchises but Sonic The Hedgehog is the property and owned by SEGA. My Little Pony: Friendship Is Magic is the property of Hasbro and was created by Lauren Faust.

Have you ever lived through the experience of meeting new friends? But what does friendship really mean? Is it simply spending time with the ones you deeply care about, or could it almost become something more? Something special. Something you can't replace. This happens everywhere. Not just in the human world, it's played a big part on the characters that we've all grown to love over the decades. In this practical sense, a twist of fate brought two different worlds together. Sonic...the fastest hedgehog ever known, will never forget the day when he met everyone's favorite ponies in Equestria. They've done so many wonders and reintroduced him to what the meaning of true friendship is all about.

The story began on a midsummer day. Inside the huge flying fortress forever knows as The Egg Carrier, the egotistical Dr. Eggman was furious. After constantly meeting failure after failure to destroy his greatest adversary, Eggman slams his fist on the control panel. He's accompanied by two dim-witted and clumsy robot assistants named Decoe and Bocoe. Decoe is tall, slim and gold, while Bocoe is short, fat and silver.

"I just can't believe this! Every plan, every robot, ruined by that pesky hedgehog!"

"Don't worry Eggman, I don't think all your plans are a complete failure."

Eggman bashes Decoe on his forehead with a wrench.

"I'll turn you into scrap metal for saying that!" 

Bocoe communicates with his constructed counterpart. He had no business saying that to their creator. 

"See, I told you he was in a bad mood."

"Shut up Bocoe!" Decoe rubs his head from the pain.

Bocoe tries to calm Eggman down. "Uh...not to ruin your mood Dr. but we did manage to swipe the Chaos Emeralds away from Sonic and his friends during our last encounter."

"Maybe so, but after all that trouble, Sonic and Shadow still obtain the last two Emeralds. Just be grateful that we were able to make a swift getaway!" 

"Should we go back for them?" Decoe asked.

"No, I have a better idea, one that not even Sonic can stop. It's foolproof!" Eggman grins and presses a button on his right armrest. When his chair turns around, a small hatch opens in front of him, revealing a small but weird looking blaster with two beakers on top of it. Inside the beakers is a strange purple substance that's glowing.

"Not to be confused Dr. but I don't see how this can help us defeat Sonic..." As he stares at Decoe, the robot quickly shields himself with his arms. "...Please don't hit me!"

Feeling confident, the evil scientist explains his diabolical plan. "What you're looking at is my greatest invention yet, I call it...The Eggstractor. You see, thanks to Super Sonic for neutralizing Dark Gaia, I was able to construct this device in order to harness the remains of Gaia's Dark Energy. Upon further inspection, I soon figured out that the energy itself is extremely radioactive, so touching it would be hazardous. Since that little blue fur ball is well known for only using the positive power of the Emeralds, I plan to inject this Dark Energy into the Chaos Emeralds, which will then fill them up with negative power. According to my knowledge, if Sonic absorbs too much negative power, he'll become weak. Weak enough for me to crush with my own bare hands!"

"That's brilliant Dr. Eggman!" Bocoe advised. "Sonic won't be expecting that!" 

"Don't get your hopes up Bocoe, it's only my backup plan, just in case." Eggman said.

Decoe and Bocoe looked at eachother. Unsure of why he would immediately refuse such a great idea.

"But why?" Decoe asked.

"As long as those fury freaks are out there, I won't be able to take over this world and build my own empire of Eggmanland. The Dark Energy will only come in handy when Sonic tries to get the Chaos Emeralds back. But don't worry, my real plan is simple!....We shall find a new place, a new world to build our empire. Without Sonic and his annoying friends to get in our way!"

Eggman turns his chair back to the control panel.

"Decoe and Bocoe...Surprise me!" 

When they type in on the controls, a giant monitor pops up in front of them. The screen flickers through a random selection of destinations. After careful timing, it finally chooses one.

"Dr. Eggman, look!" Decoe responds.

While stroking his mustache, Eggman pronounces the name of their new location. 

"Hmm...Equestria huh?"

"Sir, according to our system status, Equestria is populated by..." Bocoe hesitates, and checks his eyes to make sure that he's reading the screen correctly. He was astonished, but at the same time completely obscured by the results. "I can't believe I'm about to say this!"

"What is it?" Demanding an answer, Bocoe responds to his master's whim. 

"Ponies!...Colorful talking ponies!" 

"Oh-Ho-Ho-Ho-Ho!" Eggman chuckled. "Ponies? Is this a joke?"

"Not at all sir." Decoe replied. "It says here that their guardian and ruler is a princess named Celestia. From the looks of it, she seems less more of a threat than Sonic."

After sharing a sinister laugh, Eggman took a slight pause. "It's a longshot, but it'll have to do. Activate the CC Beacon!"

The two robots looked at each other in confusion.

"CC Beacon?" Decoe asked.

"Chaos Control Beacon you morons!" Eggman shouted. "Now that we finally gathered some of the Chaos Emeralds, it's time to see what power they truly possess!.......Activate!"

The machine holding the Emeralds in place lights up, and runs an electrical current through the five Chaos Emeralds, causing them to glow. Due to the outcome of the battle, they've captured the purple, silver, yellow, blue, and light blue Emeralds, while Sonic and Shadow still hold the red and green Emeralds. When the Egg Carrier disappears into a flash of light, it warps through time and space, and heads straight for Equestria. With another bright flash, the Egg Carrier arrives at their first sight of the new world...Cloudsdale.

"So this is it?" Eggman questioned.

"Yes sir." Decoe answered. "The Chaos Control Beacon worked. Welcome to the land of Equestria!"

"Excellent! Phase 1 is complete. On to Phase 2!"

"What's Phase 2?" Bocoe asked.

Dr. Eggman cracks with a despicable smile. "Burn Equestria to the ground!" 

To Be Continued...
> New Friends In Danger (Part 1)
> --------------------------------------------------------------------------

In the modern city of Station Square, a rapid blue figure makes a death defying entrance by racing through the streets at breakneck speed. Avoiding every car and pedestrian in it's path. Who was it? Why it's none other than the fastest thing alive himself: Sonic The Hedgehog. He was looking around the entire city for Dr. Eggman, but wasn't alone. Next to him was a black hedgehog with red streaks, piercing red eyes, and a bad attitude. Matching the same speed as Sonic. It was The Ultimate Lifeform, his friend/rival Shadow The Hedgehog. His distinct methods are fearless and chaotic, but unlike Sonic, he could care less about saving humanity. The only reason he agreed to help was for the Chaos Emeralds. 

"I'll look up here Shadow!" Sonic separates from his dark doppelganger to run straight up the first tall building that he laid his eyes on. Finding Eggman was the only thing on his mind right now.

Taking a shortcut, Shadow teleports with the green Chaos Emerald. "Chaos Control!" In the blink of an eye, he disappears and warps on top of another building, across the street from Sonic.

"Shadow! Hey Shadow! Do you see anything yet?" Sonic shouted.

Shadow shakes his head with a snarl. "Damn! We need to find those Chaos Emeralds, so that I can rip Eggman's eyes from his sockets!"

"Sonic, Shadow...wait up! I think I found something!" A familiar voice is heard from the ground below. It was Tails. Sonic's best friend and sidekick that he treats like his own brother. A highly productive young fox with intelligence like you wouldn't expect. His quote on quote "two tails" enables him to fly and catch up to Sonic's blazing agility. Out of all his friends, Tails is the most efficient, and by far, the only one who stood by his side during their many adventures throughout the years. He may not be the strongest in the group, but that doesn't mean he can undoubtedly hold off against the 300 IQ of Dr. Eggman.

Sonic jumps off the roof of the building, and lands safely on his feet. Shadow soon does the same, but lands on a parked car instead. Crushing it instantly without a care in the world. 

"......Nice landing Shadow!" Sonic said. He then turns to his pal Tails. "So what's up Tails? Did you really find something?"

To even out their chances on locating the lost Emeralds, Tails was holding a hand held device that he made himself. Coincidentally naming it after it's self-explanatory purpose...The Emerald Tracker.

"It's saying there's a Chaos Emerald in this area. We finally have a strong signal!"

"Oh really Tails?....Then what do you call this?" Shadow couldn't believe that they're putting all their trust in Tails. Aggressively pulling out the green Chaos Emerald, he expresses how idiotic Tails is being right now. He knows that Shadow always carries one with him, so why would he even bother coming through here.

Tails trembles. He thought Shadow would hurt him for wasting his time. "Uh-Uh, C-Chaos...Emerald?"

"Hey, take it easy Shadow." Sonic tries to calm the black hedgehog down, but was still looking for someone. "Anybody seen Knuckles?"

Knuckles: a red Echidna and probably the last of his kind, punches his way through the concrete sidewalk with the shovel claws. He's a fast digger, a very strong fighter, and can glide through the air from a great distance. For an unknown task, he dedicates his life to defend the Master Emerald that resides on Angel Island. With it's immense power, the island alone can float in mid-air over the sea. But there were serious occurrences where he failed to protect it. When a liquefied creature known as Chaos shattered the Master Emerald, Knuckles was forced to find all the shards by himself, and put it back together again piece by piece. He swore an oath that it will never happen again. Doing whatever it takes to keep it safe.

Sonic approaches him without disbelief. His underground journey might have been the fortunate response. "Anything Knuckles?" 

"Sorry Sonic, no luck. But I still can't believe that we fell for one of Eggman's dumbest plans! I mean, all he did was distract us with his stupid robots to smash up on Angel Island, while those two tin cans Decoe and Bocoe just sneaked up behind us and snatched the Chaos Emeralds! How could we have been so blind?"

"Don't sweat it Knuckles! At least me and Shadow were able to get two of them back when those rust buckets dropped them. Eggman hasn't won yet, we'll get those Emeralds back!" 

Out in the clear sky, Cream The Rabbit flies in with her pet Chao Cheese. Her main characteristic involves being awfully polite to others, no matter how intense the situation gets. 

"Um-I'm sorry Mr. Sonic, but me and Cheese didn't find anything either." 

"Chao! Chao!" Cheese responds.

Tails shouts before meeting with the others. "Hey guys, check this out! It looks like the Emerald Tracker has detected something else, however the signal is extremely weak. Therefore, I see two possibilities. Either Eggman took them far away from the city, or...there is a chance that he's no longer here!"

"Um, is that possible Mr. Sonic?" Cream asked.

Now that Eggman has acquired some of the Chaos Emeralds, anything is possible.

"I guess there's only one way to find them now!" Knuckles said.

"Right, we need to..." Before Sonic could finish his sentence, he was interrupted by another voice calling his name. "Sonic, Oh Sonic!" 

"Oh no!" Judging by his reaction, Sonic knew exactly who it was. But his mind wouldn't allow him to accept it. Amy Rose. A pink hedgehog wearing a red dress and red boots. Her goal in life is to win Sonic's heart. A goal that will most likely never happen in a million years.

When Amy hugs him from behind, Sonic exhales a big breath of air. "What do you want Amy? We're busy!"

"I want to help you find the Chaos Emeralds." Amy said.

"Well then, you came just in time." The male hedgehog moves away from her and advances towards Knuckles and Shadow as he anticipated. While standing in a circle, they nod their heads before closing their eyes. The plan was self-explanatory. Sharing Knuckles' power of sensibility, they attempted to find the stolen gems by tracking down the nearest Chaos energy. Nonetheless working with a very weak signal almost made it unsuccessful. Could Dr. Eggman really have taken them to another world? Or is it just a vivid spark of their imagination?

Amy, Tails, and Cream watch in silence, until suddenly...they sense something. 

"Got it!" All three of them open their eyes with a sudden jolt.

"Guys we found them, let's go!" Sonic announced. When they surround Shadow, he pulls out the Chaos Emerald to teleport.

"Chaos Control!"

A rush of warm energy fills their entire bodies as they vanish from the streets of Station Square.

Meanwhile...back at the Egg Carrier. While Decoe and Bocoe steer the ship over Ponyville, Dr. Eggman grabs the blue Chaos Emerald, holding the Eggstractor in his other hand."Now that Phase 2 is on it's way, I think I'll begin Phase 3. Injecting the Chaos Emeralds with Dark Energy for our hostile takeover."

Decoe and Bocoe were suppose to watch where they were going, but distract themselves by questioning the ideas of their master. 

"Do you really think this plan of his will work?" Bocoe asked.

"I hope so. If it doesn't, who do you think he's gonna take it out on?" Decoe answered.

Bocoe feared over what would happen if they failed. "Yeah, I don't want him to get the wrench again! But you know, I'm surprised that we didn't get any of these ponies attention. You think they would notice a giant flying fortress hovering over their land."

"Maybe they're all busy preparing for something else?" 

Looking back at the front window, the Egg Carrier was about to crash into a mountain that was hiding behind the clouds.

"WAAAAAAAAHHHH!" Decoe and Bocoe screamed after making a sudden sharp turn to the left. Eggman loses his balance and accidently drops the blue Chaos Emerald out the window.

"Nooooooooooooo!" He tries to catch it, but helplessly watches as it plummets to the ground. 

"Oops!.....Ugh, Dr. Eggman?" Feeling foolish, the two idiots knew they messed up. Big time. This one particular mistake could send them straight for the incinerator.

"Do...you...realize...WHAT YOU'VE JUST DONE!" Eggman's infuriated face was as red as the Egg Carrier itself. To punish them for their stupidity, he grabs the wrench and growls with agonizing rage.

The robots react with a sense of fright. "Not in the face! Not in the face!"

Inside the Carousel Boutique, the elegant fashion designer known as Rarity, was busy putting the finishing touches on her dress. Apparently, Decoe was right about tonight because all the ponies in Equestria were getting ready for an event called The Grand Galloping Gala. A royal ball held in Canterlot. Everypony was invited, both male and female. To certify the high class of royalty, Princess Celestia and her sister Princess Luna would be the guests of honor. Rarity was working hard but seemed nervous.

"Oh, no matter what I do it just feels like there's something missing."

Her best friends couldn't wait for tonight. Twilight Sparkle, Fluttershy, Rainbow Dash, Applejack, and Pinkie Pie, were all wearing the dresses that she made for them as they head out the front door of her shop. 

"Aren't you coming Rarity?" Twilight asked.

"In a minute Twilight. I've got to find the center piece for my dress first!"

Twilight giggled. "Just make sure you don't take too long okay Rarity? Our carriage is waiting outside!"

Right after Twilight leaves, a small thud is heard on the edge of her roof. It rolled down and fell to the floor outside. Wondering what it could be, Rarity saw something that's she's never seen before. A beautiful blue gem. The Chaos Emerald that Eggman dropped. Her eyes sparkled while gazing at the glowing aura of the Emerald that was calling out to her.

"HUH, That's it!" Rarity gasped. "Oh it's so beautiful! It even matches my cutie mark!"

Upon using her magic to decorate the Emerald as a necklace, she quickly catches up with them outside. "Wait up girls!"

Her friends glanced at the mysterious gem that was so passionate to their eyes.

"Wow Rarity, what an awesome diamond!" Rainbow Dash said.

"Thank you Dash. I am quite proud of it!" It's no surprise that although feeling confident, Rarity was showing off with it. 

Twilight took a closer look at the unrecognizable jewel. "Hmm, where did you find it? It doesn't look like any gem I've ever seen."

Rarity hesitated while trying to think of a good excuse. "Oh you know, just...something I had lying around. But I do believe that we've talked about long enough. We don't want to be late."

Pinkie Pie hollered with a big smile. "Yay! It's time for the best night ever!" 

The girls boarded the carriage with their little dragon friend Spike, and were on their way to the Galloping Gala.

Much like how Eggman made his first appearance, Sonic and his teammates all warped together and ended up in Equestria. They arrived on top of a large grassy field, first thinking that they transported back to Mobius. But it was unlike anthing they've ever seen before. Why was it nighttime here since it was daytime in Station Square? Further down they could see a forest, followed by a small town called Ponyville. Even the clouds were different. And if that wasn't enough, to the corner of their eyes was Cloudsdale. A bizarre yet somewhat astonishing city in the clouds. This definitely wasn't Mobius, it was a place completely new.

Sonic couldn't believe his eyes. "Woah...W-Where are we? W-What is this place?"

"Could this be where Eggman transported to?" Knuckles asked.

Under the convenient circumstances for a scientist, Tails' invention began to malfunction. "I've got bad news Sonic, somethings wrong with the Emerald Tracker. I think when Shadow used Chaos Control, it created some sort of electrical interference."

Shadow complains over the whole thing. "Great! That means we're stuck here without having any clue where to go!" 

"I wouldn't be so sure about that Shadow!" 

"What do you mean Tails?" Sonic questioned.

"Look!" Tails points to a customary object.

They spotted the Egg Carrier. It was passing over a place called The Everfree Forest.

"I hope that answers your question Knuckles." Sonic said.

"Good, now we can finally get those Chaos Emeralds back!" 

It seems way too easy for Sonic and the others to even consider backing down. While chasing after the flying fortress of Dr. Eggman, they can see fireworks filling the skies of Canterlot. For curiosity's sake, Sonic decides to investigate. "Looks like there's some kind of celebration going on here. We better check this out!"

Knuckles warns him before wandering deep into the ponies territory. "Careful Sonic, we don't know what's out there!"

Back in the Egg Carrier, Decoe and Bocoe, still banged up and dented from Eggman's fury, were given one more chance to correct the mistake they made. 

"Did you find the Chaos Emerald yet?" Eggman muttered.

Decoe sees the fireworks as an opportunity to get his mind off it. "N-N-Not yet sir. But there appears to be something going on here."

Because flying too low does have it's disadvantages, they were almost hit by the fireworks. Dr. Eggman shakes his fist and shouts from the window. "Hey watch it! If you ponies so much as leave a scratch on my ship, I'll boil you and your princess down for axle grease!....What on earth is happening?"

To answer him, Bocoe turns to the monitor for some information. "It's called the Grand Galloping Gala Dr. Turns out it's one of the biggest nights in Equestria!" 

"Will Princess Celestia be making an appearance?" 

"Yes sir. According to this, she's one of the guests of honor."

"One? Who's the other?"

"Her sister, Princess Luna!" Decoe answered.

"Excellent! We can kill two birds with one stone! But without an invitation, I guess we'll just have to crash the party! Before we do this, is there anything that these ponies can use to defend themselves with?"

Bocoe replies to Dr. Eggman. "Well from what it says here, Princess Celestia has control of these magical artifacts called The Elements of Harmony, which can defeat any threat that they encounter. In fact, it's the most powerful magic in Equestria."

"Then our main priority is to snatch them from her! Imagine, all that power combined with the Chaos Emeralds. Princess Celestia will bow to my every whim, and crown me as the new emperor of this world. "

"How do you suppose we do that Dr.?" Decoe asked.

Eggman laughs. Feeling absolutely unstoppable. "Heh-Heh-Heh-Heh. Prepare the Egg Drones!"

After spotting the huge castle in Canterlot, he gives his orders to attack. "That must be it! Full speed ahead!"

The two robots obey. "Yes Dr. Eggman!"

Can Sonic and his friends reach the Galloping Gala in time to save Princess Celestia from Dr. Eggman? Stay tuned for Part 2.

To Be Continued...

> New Friends In Danger (Part 2)
> --------------------------------------------------------------------------

When Twilight and her friends arrived at the Gala, Pinkie Pie jumps out of the carriage with excitement. "We're Here! We're Here! We're Here!"

Spike's jaw nearly dropped at the sheer sight of the Canterlot palace. It was amazingly decorated for tonight. "Wow Twilight, you weren't kidding! Princess Celestia really outdid herself!"

"Look it's The Wonderbolts!" Rainbow Dash smiles and points to the sky with her hoof. Her eyes glisten when she imagines herself flying up there with them.

The Wonderbolts were performing a spectacular air show for the guests. It was a breathtaking way to start the best night ever. After the air show, Spike and the girls went into the palace where they saw ponies dancing to the four-pony orchestra.

"Oh, it's so wonderful." Fluttershy said.

"HUH, Candy!" Pinkie Pie hops to the entree table.

"Hold on there sugarcube!" Applejack grabs Pinkie's tail with her mouth. "Princess Celestia's gonna be here any minute!"

Before Princess Celestia and Princess Luna could make their appearance to greet everyone upstairs, Luna has a grotesque vision of things to come. When she closes her eyes, a disturbing image takes place, showing a huge fire that engulfs all of Equestria. She then sees a giant robot out in the distance, emerging from the flames like a demon from hell. It was unlike any creature she's ever seen before, and actually found it quite terrifying. By grabbing The Elements of Harmony with it's giant hands, it crushes them in a single grip, and finishes off with an evil laugh.

"Luna, Luna, are you alright?" Celestia asked.

Luna quickly opens her eyes. "I'm...I'm fine."

Alerted by the sound of blaring horns from Celestia's guards, the four-pony orchestra immediately paused their musical act. The other ponies turn to the stairs, while Twilight and her friends move in for a better view.

One guard speaks to announce an important message from the guests of honor. "Presenting Princess Celestia and Princess Luna!" 

"Thank you all for coming. We are here tonight to present a reward for six of the most wonderful, and courageous ponies that have ever set hoof on our land. Not only have they defeated Discord..." as soon as she said that, Twilight and the girls expected the unexpected. They were being honored for all the heroic deeds they've done.

Celestia continued. "...But they have proven to us, that one day, they can become the true guardians for all Equestria!" She uses the magic from her horn to lift up an enchanted box, made entirely out of gold. Inside, were The Elements of Harmony.

"Twilight Sparkle, Rainbow Dash, Fluttershy, Applejack, Pinkie Pie, and Rarity. Please, step up here!"

Everypony looked at Twilight and her best friends as they ascend the staircase. When Celestia presents them with The Elements of Harmony, the girls tear up with joy. All the ponies cheered for them, but their festivities was about to be interfered.

Making it through the dark forest without a scratch, Cream was flapping her ears to keep up with Sonic. After reaching it's destination, the Egg Carrier's cannons were changing directions. Preparing to open fire on Celestia's palace. "Mr. Sonic, Eggman's up to something!"

"Uh-Oh! C'mon let's hurry!"

With Knuckles, Amy, Cream, and Tails right behind them, Sonic and Shadow have finally made it to the Galloping Gala. The first pony that spotted them was a blue unicorn wearing a sorcerer's hat and cape named Trixie. She was walking to the Gala with a gray Pegasus pony that appears to be cross-eyed, named Derpy.

"Was that a hedgehog?" Trixie asked.

When Sonic passes the two mares, he noticed Trixie for the first time and couldn't believe his own eyes again. He looks at Shadow with a confused expression, wondering if he saw the same thing. "Was that a pony?"

Back inside the palace, the ponies continued to cheer but were rudely interrupted when the whole place began to shake.

"Target in sight sir!" Bocoe announced.

Dr. Eggman shouts from the top of his lungs. "FIRE!"

The Egg Carrier launches it's missiles everywhere, and fires it's cannons on the unsuspecting ponies. When they hear and see the explosions outside, the glass windows shatter from the impact. Everypony runs away in despair. Their cries for help were just begging for someone to answer. Twilight and her friends hold each other tight. They were terrified over what was happening. As the roof of the palace blows up, debris begins to tumble everywhere. One giant piece crushes the entree table.

"Our food!" Pinkie Pie cried.

While the four-pony orchestra moves away from the stage, a giant chandelier falls and smashes their instruments.

"Our music!" Rarity gasped.

For his safety, Twilight told Spike to wait for them outside.

"Girls, get behind me!" Princess Celestia tries to keep her ponies under control.

When they first laid their eyes on the Egg Carrier, the main hatch opens up, and a swarm of Egg Drones drop down below. With weapons drawn containing both machine guns and Ion Blasters, the robots completely circle Celestia and the girls. They panicked after realizing that they were surrounded. To make matters worse, Eggman descends from the Egg Carrier and arrives inside with his portable Egg Mobile. Once he was in eye level with Princess Celestia, Eggman begins to speak.

"It's an honor to finally meet you, Princess Celestia!"

"Who are you? And how do you know my name?"

"Allow me to properly introduce myself. I am Dr. Eggman, your new leader! And I've come here to obtain the magical artifacts of unbelievable power...The Elements of Harmony!" The evil doctor looks from pony to pony, and found the blue Chaos Emerald. Rarity was wearing it around her neck, treating it like if it's just some ordinary piece of jewelry. "And that Chaos Emerald!"

Rarity yells to abstain what he wants. "You evil brute, I found this gem fair and square! There's no way I would just hand it over to someone with such lower class!" 

"You can refuse if you want, but anyone who doesn't obey, will result in immediate termination!" The Egg Drones cock their weapons which gets Rarity's attention.
"Now pony, this way please." Eggman lowers his arm, demanding the white unicorn to give it to him.

"Pony?...I am a lady, and I wish to be addressed as such!"

"Enough!" Eggman shouted. "If you won't give me that Chaos Emerald, and The Elements of Harmony, then I'll just have to pry them from your cold, dead hooves!"

"Don't count on it baldy!" Rainbow Dash prepares herself for battle.

Before Celestia or Twilight can come up with a plan, they felt a slight breeze when a mysterious Blue Blur began circling around them like a cyclone with lightning speed.

"What in tarnation?" Applejack said.

The Blue Blur suddenly stops.

"Not so fast Eggman!" Sonic shouted.

Eggman stutters from complete shock. "What?...N-No...T-That's impossible! You can't be here!"

Knuckles smashes through the front door with Tails by his side. While Shadow used Chaos Control to warp himself into the palace with Amy, Cream, and Cheese.

Not a single word comes out from Eggman's mouth. 

"What's the matter Eggman? You look like you've just seen a ghost!" Sonic turns to the mane 6 with a smile. There were so many questions on their minds. Who is he? What is he? Where did he come from? How did he get here? Rainbow Dash was the first to reply.

"Is that a porcupine?"

"No, I think it's a hedgehog." Fluttershy answered.

"But he's too big to be a hedgehog!" Twilight said.

Celestia questioned the speedy daredevil. "If you don't mind me asking sir, just who are you?"

"There's no time for that now, you girls have to get out of here!" The Egg Drones aimed their weapons at Sonic.

"BLAST HIM!" Eggman shouted.

The robots opened fire, but Sonic was too quick for them. With a smirk on his face, the heroic hedgehog jumps high in the air to avoid their shots. Using his homing attack, he takes them out one by one, so fast that even Rainbow Dash was amazed with his speed. She's never seen a hedgehog move so fast before. Knuckles began uppercutting the robots, destroying some on solid impact. He then lunges himself to attack another one, and viciously bashed it's face in until it was reduced to a pile of shrapnel. When the Egg Drones open fire on Shadow, he dodged their shots by jumping over them. To attack, he grabbed one by the neck, hurling it into another.

"Hmph, get out of my way you spineless scrap metal!"

By using his warp technique, Shadow was able to get multiple strikes on different robots that exploded when he snapped his fingers. He also grabbed two more and warped into the air, slamming one to the ground, then throwing the other against a wall. It wasn't long for Tails, Amy, and Cream to join the battle too. Amy pulled out her Piko Piko Hammer to smash them up. 

"Ha, take that you stupid robots. No one tries to hurt my Sonic!"

To defend Cream from danger, Cheese attacks the Drones by hurling himself directly at them. Like a speeding bullet, he penetrates through any robot that Cream essentially needs him to take down. Tails ran and slid in between their legs, catching the robots by surprise when they turned around. With his two tails, he snatched one of their weapons and began shooting at multiple drones with the Ion Blaster. 

"C'mon girls we should help them!" Twilight said. Her friends joined in to protect Princess Celestia.

"Aaaawwww yeah!" Finally some action. Rainbow Dash spreads out her wings and takes flight. Dr. Eggman ducks when she passes over him. The robots targeted her, and tried to shoot her down. But like Sonic, her incredible flight speed was just too much for them to handle. "Let's see what you chrome domes are made of." Dash used herself as a battering ram and destroyed a line of Egg Drones on impact. Sonic watched and was completely astonished. So much speed in such a little pony.

"Woah!"

While being surrounded by more of Eggman's robots, Twilight and Rarity used their magic to fire powerful energy beams from their horns. Facing back to back, the two unicorns defeated the swarm of machines before they can even attack. Rarity also used her magic to levitate the Egg Drones, making them crash into each other unsuspectingly. Applejack knew this special kick that always comes in handy when she bucks apples down from a tree. She bucks the robots hard, knocking them down to the red carpet floor. And even used her lasso to trip them up.

Eggman couldn't imagine what was happening. His creations that were purposely built for pain and destruction, was now being demolished by a bunch of ponies.

Adding more insult to injury, Pinkie Pie hops around, making it very difficult for the robots to get an accurate shot. She soon after hops on their heads, and giggles with a smile. Thinking that this was all just a fun game for her to enjoy. "Boingy...Boingy...Boingy!...This is fun!" Unable to concentrate, the Egg Drones tried blasting her, but end up blasting themselves in the process.

Because of Fluttershy's caring nature, violence is never the answer, so she had no intention on fighting. Instead, she tries to reason with one by starting a conversation.

"Um...E-E-Excuse me...sir?" The robot aims it's gun at her and fires a missile. Forcing Fluttershy to scream and run away as it chases her. Shadow quickly moves in and saves her by kicking the missile back to the robot, destroying it in a single bound.

"Um...T-Thank you." Fluttershy was quiet, but Shadow just stares at the pacifist pony before walking away. With their help, the number of remaining Egg Drones was brought down to 10. To avoid the rest of their shots, Sonic used his spin ball attack to run across the walls in a complete circle. When he stops in front of an Egg Drone, he realized that they were all perfectly aligned towards the exit by looking over it's shoulder. Using it's body as a shield, the speedy hedgehog charges at it to ram down the others in his way. Finally, a path was made for Princess Celestia.

"Princess, the exit's cleared. Y'all should get out of here now!" Applejack said.

As Celestia and Luna ran down the steps, 5 Egg Drones were still alive. They lock on their targets and prepare to fire.
"
Don't let them get away you fools!...ATTACK!" The robots launched a variety of missiles.

Luna and Celestia react by using the magic from their horns to form a barrier around everyone, protecting them from the explosion. But because of this, the entire hall was now set on fire. Once the barrier disappeared, everyone ran out the door. Rainbow Dash wasn't far behind, flying out through a window instead. More debris collapses and nearly hits Dr. Eggman, compelling him to retreat back to the Egg Carrier.

"Retreat! There's nothing more we can do here!" He managed to escape with only three of his Egg Drones. They used their thrusters to fly, while the other two were crushed by the debris.

Spike was really worried until he saw Twilight and the others as they ran outside. Thankfully, none of the ponies were hurt.

"Phew....thank goodness you girls are alright!"

Sonic turns around and sees Eggman fleeing the scene. He jumps to the roof of the burning palace and chases after him, not caring what damaged obstacles he has to avoid. When he finally makes it to the top, he was out of reach to use his homing attack.

"Eggman! Come down here and face us you coward!"

Eggman turns to Sonic before heading back to his fortress. "Errrr...this isn't over Sonic, I'll be back to kill you and your friends later!" While watching Eggman make his escape, Sonic clinches his hand into a fist with a look of remorse. "Then we'll be waiting for you Eggman!" The Egg Carrier flies away until it's out of sight. He jumps off the roof and lands on the ground next to his friends. But what happened next, was something they weren't prepared for. All the ponies were staring directly at them.

Unable to say anything, Tails whispers in Sonic's ear. "Uhh Sonic....they're ponies!"

"I know Tails, I'll handle this." From the look of it, his eyes weren't deceiving him. The blue unicorn that he saw earlier...was real. Sonic breaks the silence to check on the young mares, along with their goddess. "Is everybody alright?"

When the ponies nod their heads, Celestia and Luna approach the new characters to welcome them.

"We can't thank you enough for saving us, but I don't believe we've been properly acquainted! I'm Princess Celestia, and this is my sister, Princess Luna."

"A princess?" Sonic immediately takes a knee. His friends do the same, but Tails hesitates by gazing at her beauty. Knuckles grabs his shoulder and makes him take a knee as well.

"Do you care to introduce yourselves?" Celestia asked.

"Not at all!" Sonic stands up with his team.

"I'm Sonic. Sonic The Hedgehog! And these are my good friends,
Shadow...Knuckles...Tails...Cream..." He then rolls his eyes and lets out a big sigh. "...And Amy!" They each smile and wave when Sonic mentions their name. But Shadow folds his arms and looks away. He wasn't too pleased with meeting these ponies just yet.

"Just to clear something up, we're not really friends!" Shadow said.

"Gee...Thanks Shadow!" Sonic muttered.

Twilight and the girls giggled before confronting them.

"You don't look like any hedgehog I've ever seen!" Twilight said.

They introduce themselves as Twilight cleared her throat.

"I'm Twilight Sparkle! And these are my friends...Rainbow Dash!..."

"What's up!" Dashie responds.

"...Pinkie Pie!..."

"Hi!" Pinkie brings out her best smile.

"...Applejack!..."

"Howdy!" She steps forward and tips her hat to Sonic.

"...Fluttershy!..."

In a very light voice, she was too shy to look at them. "Um...H-Hello." Her cheeks blushed when Tails waved at her.

Twilight giggled. "...My number 1 assistant, Spike!..."

"Hey guys!" The baby dragon was very excited to meet the ones responsible for saving his friends.

"...And...Rarity!..."

"Pleasure to meet you!" Rarity bows her head, thanking them for being so generous. That's when Sonic noticed the Chaos Emerald around her neck. Eggman must have dropped it. Now it all makes perfect sense why he was attacking Canterlot in the first place.

"Huh?...Hey, where did you get that gem?" Sonic points to it and got the answer that he expected.

"Oh...I uh...found it!" Rarity stuttered.

"That's a Chaos Emerald!" Sonic said.

"Chaos Emerald?" Rarity raised her eyebrow in confusion.

"Yeah. This may be hard for you to believe, but that gem you're wearing might be the reason why Eggman was here!"

"Eggman?...You mean that disgusting brute that tried to take this from me?"

Sonic smirked. "That's him!"

"Do you know what these are?" Celestia asked.

"As a matter of fact..." Sonic and Shadow pull out their own two Chaos Emeralds. "...we do!"

Rarity gasped with her eyes sparkling. "HUH, there's more of them!"

"You betcha Rarity!" Sonic said. "There's a total of seven in existence. But you must know, these Emeralds are incredibly powerful. Even to this day their properties remain a mystery. Which is why we can't allow them to fall into the wrong hands."

"By the way, who was that intruder?" Luna asked. "I've never seen him before!"

There's no point in hiding the truth. Especially from Princess Celestia. Sonic and his four friends--excluding Shadow, occasionally take turns telling them everything they need to know. Answering a few basic questions: who Dr. Eggman is, what his intentions are, and more importantly, why is he here. Sonic began to explain by mentioning all the numerous times that he's encountered him in the past. Eggman will never give up until he achieves his goal of complete domination. Suddenly switching topics, Knuckles, Amy, Cream, and Tails, all talked about the Emeralds while the ponies listened. It's important that they know about this because it's the main source for everything's that happened so far. It is said to believe that the Emeralds themselves can heal teammates, and even revive the dead, for they are known as the providers of life itself. But not everyone can harness their power. Most of the time, the Emeralds are the ones that choose a host. Shadow cuts in and informs that once all 7 of them are collected, they'll grant the host a powerful super form with enhanced abilities.

Everypony was speechless. "Amazing!...They're just like The Elements of Harmony!" Twilight said.

"Elements of Harmony?" Shadow questioned.

Rarity responds. "Yes!...That maniac tried to take those too!"

Twilight used her own magic to show Sonic and Shadow what they were talking about. Her five pony friends were wearing a gold necklace with a different element on it, except for Twilight, who was wearing a gold tiara. " The Elements of Harmony are much like the Chaos Emeralds!" Twilight added. "Except they posses the power of magic. It's what keeps our world at peace."

"Well...I guess this is your Emerald so...here!" Rarity's front hooves quivered when she gives it to Knuckles. At first she refused to let such a beautiful gem go, but unfortunately, it was for her own safety from Dr. Eggman. 3 down, 4 more to go. That's when Sonic brought up the question.

"Where are we anyway?"

"You're in Canterlot!" Celestia answered. "One of the many places in Equestria!"

"Equestria?....Why would Eggman come here?" Knuckles asked.  

"My guess is that he tried to get as far away from us as possible." Shadow replied.

"That reminds me...Do you have a place to stay?"

Sonic and the gang look at each other, but didn't know what to say.

"Well we, didn't really plan on staying that long." Sonic said.

Celestia smiled. "Nonsense. Anyone who's willing to risk their own lives to save my ponies is more than welcome to stay in Equestria. We just can't possibly thank you enough for this!"

"Yeah, you guys can stay with us. It's the least we can do." Twilight added.

"Sounds good to me!" Sonic reveals his gratitude by giving a thumbs up to the unicorn pony.

"Then it's settled!" Surprisingly, Rainbow Dash found all this acceptable. But meeting new friends for the firs time can still have it's limits. When Sonic turned around, they overlooked one particular thing...the palace was still on fire.

Rarity screams with a tear in her eye. "No! The Gala is ruined!"

Sonic's friends felt responsible for this, since Eggman ruined their event.

"Don't worry girls, we'll help you fix it!" Amy said.

"We will?" Shadow raised a brow, thinking this doesn't concern them.

"Of course we will!" Sonic insisted.

As much as Princess Celestia would appreciate that, they've already saved her from Dr. Eggman. "That won't be necessary. You've already done enough. Please, let us take care of this."

The newcomers step aside with ease, not knowing what to expect from these ponies. With the aid of Twilight Sparkle, her most faithful student, Princess Celestia materializes a magic spell to create a giant rain cloud. Putting out every single flame around her palace. It'll take months to repair the damage, but the only thing that mattered to her was ensuring that everyone made it out safely. This is one night they'll definitely remember for the rest of their lives.

"Hey, not bad!" Seeing how useful and unique their magic was; which can coincidentally give them the edge against Dr. Eggman, Sonic could think of just one word...remarkable. When the rain cleared up, Sonic and his associates followed the ponies as they head back to Ponyville. Maybe now they'll become more familiar with this strange new world.  

Celestia snickered when Cheese was flying right next to her. "Aww, he's adorable! Does he have a name?"

"Um...thank you Ms. Celestia! His name's Cheese!" Cream said.

The princess of Equestria was so polite and hospitable that Cheese blushes from her affection.

Rainbow Dash takes a good look at Sonic. Still wondering how in the name of Celestia can he run so fast without even trying. She feared that he might actually be faster than her. Stealing her spotlight in Equestria. But it was such a reward to finally meet someone with her type of agility. In retrospect...a worthy opponent. "So you're suppose to be the fastest thing alive huh?"

Being extremely cocky, Sonic faces her with an arrogant smirk. Placing both hands on his spiky quills. "That's right! But your speed was impressive too! I've never seen anyone fly that fast before!"

Rainbow Dash proudly announced. "Well I am the fastest thing in all Equestria!"

"Really? Well then..." Sonic tries to play around at first, but Dash was up to the challenge. "...Why don't we settle this with a race! First thing tomorrow?"

"You're on!" Dashie's expression illustrates her competitiveness. "You're going down Sonic! I know this land inside, and out. And you just got here!"

"Hey, I'm a fast learner!"

It was then decided that Sonic would stay with Rainbow Dash. That way she can get more acquainted with him, and of course, challenge the blue hedgehog to a race wherever they go. It took a while for Fluttershy to get use to their new guests, but feeling more comfortable now, she offers Cream and Cheese to come live with her at the Everfree Forest. She could use the extra company. Since Rarity and Amy love fashion, she was the perfect choice and companion to stay with at the Carousel Boutique. It was rather compassionate for Knuckles when Applejack allows him to stay with her and the Apple Family in Sweet Apple Acres. Somehow, he'll find a way to thank her. Excited about meeting a new friend, Pinkie Pie invites Shadow to come live with her at Sugarcube Corner, but he refused at first until she begged him. And of course, who could forget about Tails?Being the intelligent one, he was more than welcome to stay at the the Library with Twilight and Spike. Tails was very fond of this place, and wanted to learn more about it. Perhaps Twilight can provide him with the answers.

"We want to thank you Princess for allowing us to stay here. But please understand that Dr. Eggman is still out there. So we must keep our eyes open!"

"It's our pleasure Tails. But don't worry, we'll be there to help you whenever he's found."

To Be Continued...
> Eggman Strikes Again
> --------------------------------------------------------------------------

After the incident was over, the hedgehog and his crew were offered a warm welcome for the night. To keep the Elements of Harmony safe from Dr. Eggman's grasp, Princess Celestia advised that the Library would be the perfect place to hide them. It's the last spot he'll check, so Twilight agrees to protect them for her. 

Meanwhile...in the outskirts of Ponyville, Dr. Eggman was searching for a safe place to hide, without attracting any unnecessary attention. Decoe was alone in the cockpit, while Bocoe waits for Eggman to arrive. Bocoe rushes back to warn Decoe that once again, Eggman was even more pissed off than before. They hold each other and panic when he enters the cockpit with the Egg Drones that survived.

Bocoe was shaking with fear. "Uhh...I-I-It's...G-G-Great to see you again...D-D-Dr. Did you get The Elements of H-H-Harmony?"

With a creepy chuckle, Eggman eventually becomes outraged. "Heh-Heh-Heh! No. I didn't get them. Or the other Chaos Emerald. And you want to know why?..." Eggman violently grabs both of them by the neck. "...BECAUSE SONIC SHOWED UP! And another thing!..." He slams them on the control panel, while the Egg Drones threaten to shoot Decoe and Bocoe. "...Why didn't you tell me that Celestia can use magic! For all I know, I could have been killed!"

Decoe tried to remain calm as he explained everything. "B-B-But sir, our ratings didn't say anything about that! W-We had no idea that Celestia was capable of using magic!...And what do you mean Sonic showed up? Didn't you say this world would be the perfect place to hide from him?"

Dr. Eggman responds by letting them go. "You're right. It's my fault! I underestimated their power to sense the Emerald's presence. Even if we travel to another world, somehow they found a way to track us down!" Eggman was about to reconsider his evil plan. "We're in serious trouble! Princess Celestia's not the only one here with magical power. It seems that each pony in this world has some kind of special ability. If Sonic and the others become friends with them, they'll outnumber us a million to one!"

"What should we do now Dr.?" Bocoe asked.

"There were six ponies that protected her. One of them found the Chaos Emerald, but refused to give it up until Sonic arrived! So, my instinct tells me that taking them out, will bring us one step closer to taking over Equestria!" Eggman said.

"How can we do that?" Bocoe asked.

"First, I'm gonna do what I should have done from the beginning! Hand me The Eggstractor!" He fires a beam at the Chaos Emeralds, infecting them with Dark Energy. The Emeralds turn completely black with a strange purple aura surrounding them. The three of them watch, as the machine holding the Emeralds in place becomes corrupted. While the Dark Energy takes effect, sharp glowing crystals emerge from the machine, completely destroying the CC Beacon. Decoe and Bocoe were astonished, but Eggman just grins, not caring that without Chaos Control, they're unable to transport back to their world.

"Very impressive Dr...But, how are we gonna get back home now?" Decoe said.

"We're not going back you fools! Don't you see? With Dark Energy, we can infect all of Equestria! If it can corrupt machines, just imagine what it can do to other life forms! Celestia will have no choice but to surrender!"

"But sir, what about her ponies?" 

"I'll take care of them myself! In the mean time, I need the two of you to search for whatever you can find about them!" The mad engineer didn't know their names yet, but by using his memory, he was able to give exact details for the two dimwits to look up. He described Twilight as a lavender colored unicorn pony with an indigo mane and tail, who appears to be the leader of the group. Next was Rainbow Dash. She was defined as a blue colored Pegasus pony with a rainbow mane and tail. She's insanely fast, confident, and sometimes stubborn. In a way, her personality reminds him of Sonic. Applejack was interpreted as a light orange colored Earth pony with white freckles, a cowgirl hat, and a golden mane and tail. Next was Pinkie Pie, who was exemplified as a light pink colored Earth pony with a light red mane and tail. She was energetic, hyperactive, and always cheerful when there's nothing to celebrate; which gave Eggman the creeps. Rarity was portrayed as a white colored unicorn pony with a purple mane and tail. He remembers her the most, since she insulted his style and refused to give him the Chaos Emerald. And last but not least, Fluttershy was specified as a light yellow Pegasus pony with a pink mane and tail, who was too sweet and kind to defend herself during his attack. In fact, Dr. Eggman laughed so hard when she tried talking to the Egg Drone, instead of fighting it.

Bocoe salutes to his master. "We'll do our best sir!" 

"Good! Now, park the Egg Carrier behind those mountains, so that I can pay Sonic a little visit!"

Once they've reached the mountainside of Equestria, the sound of the thrusters wakes up a huge dragon that was sleeping inside it's cave. The same dragon that Fluttershy reasoned with during an episode called "Dragonshy." When it roars at the Egg Carrier, Decoe and Bocoe run away like a bunch of cowards. But Eggman remains calm and presses a big red button on his left armrest. Using the Egg Carrier's most powerful weapon, The Omega Laser, he decides to use the dragon as his first test subject, in order to see what else the Dark Energy is capable of. When the Omega Laser charges up, it harnesses all the energy from the corrupted CC Beacon, and fires it directly at the dragon. He starts to mutate and can no longer control his actions, entering a deep trance that only Dr. Eggman can take away. While all this is happening, Eggman gushes out an evil laugh. "Ha-Ha-Ha-Ha! You stupid beast! Let this be a reminder to you that no one gets in my way!...Now, go back in your cave like a good boy and wait for my orders to attack!"

In a deep voice, the dragon obeys his commands. "Yes, my master!"

What extraordinary power. When living creatures are exposed to the Dark Energy, they instantly become his slaves. 

After landing his Egg Carrier in the mountains, the evil scientist was now planning to attack with a brand new robot called The Egg Scorpion. It's big, it's mean, and it'll catch them by surprise. "Now, let's see if those ponies can deal with this!" 

As the night slowly fades away with the golden sun rising in Sweet Apple Acres, Knuckles was relaxing inside the barn on a haystack, chewing a piece of wheat. Uninformed about her daily routine, he opens his eyes when Applejack walks in to get the supplies that she needs to work on the farm. 

"Oh...sorry sugarcube. Didn't mean to wake ya!" Applejack said.

"It's alright, I was already awake." It didn't take Knuckles long to realize that she was about to work on the farm, so early in the morning. "Hey is there anything I can do to help?"

"You'd do that for me Knuckles?" 

"It would be my pleasure Applejack. If you need help with anything, you can count on me."

She introduced him to the Apple Family: her grandmother Granny Smith, her brother Big Macintosh, her little sister Apple Bloom, and her dog Winona, who jumps on him and licks his face. They were happy to meet him, and thrilled that he's willing to help out. He starts things off by digging holes in the garden with the shovel claws. Now the Apple Family can easily plant seeds for the upcoming season. Applejack then demonstrates how to buck apples down from a tree, while Big Macintosh and Apple Bloom carry them all in baskets. Knuckles just grabs the tree instead and brings them down with one shake, but she giggles when one apple accidently hits him on the head. When he sees her struggling to push a haystack into the barn, Knuckles lifts it up for her and places it inside where it belongs. After working hard for three hours, they both wipe the sweat from their foreheads.

"Thanks sugarcube. Without you, we couldn' finish this early!" Applejack said.

"Oh no...I'm the one who should be thanking you A.J."

"How come?"

"You see, back in our world, the only thing I've ever done was guard the Master Emerald and help Sonic battle Dr. Eggman." Knuckles replied. "It felt as though my life just slipped away from me. But you've shown me what it's like to actually make a living and work for something. So...Thank you!"

Before heading back inside, Applejack smiled at the red Echidna. With all the apples they collected, Applejack puts them to good use by making apple pies for all their friends. Knuckles used his spiked fists to help peel the apples, while Granny Smith was in charge of baking. It smelled so good when they were pulled out of the oven. Knuckles was desperate to try a piece, but Applejack told him that there will be plenty of time to eat once they meet everyone else at Sugarcube Corner.

Outside the Carousel Boutique, Amy shouts when Rarity accidently pokes her with a needle.

"Ouch!"

"Hold still darling this will only take a second." Rarity said.

While working on a new dress, Amy was chosen as her model. Well...more like her mannequin.

Rarity was impressed with her design. "I say Amy, you look fabulous!"

Amy smiles and strikes a pose. She looked just like a real model. "Do you really think Sonic will like it?"

"I don't see why not." Rarity answered. "You'll definitely be the center of his attention!"

After introducing Amy to her little sister Sweetie Bell, Amy spotted her pet cat Opalescence, or Opal for short.

"HUH, she's so adorable!" Amy hugs it. But the cat still had a miserable look on her face.

At the Everfree Forest, Cream and Fluttershy were picking flowers. But with so many dangerous creatures out there, they stay close to her cottage and keep each other safe. Cream giggles while placing a flower on Fluttershy's mane. It was so adorable. If Cream was a pony, they can easily pull off as siblings. After helping Fluttershy feed all the baby animals in her front yard, she expresses her gratitude with a charming performance. With Cream and Cheese as her only audience, Fluttershy demonstrates her talent by singing to the birds.

"Oh that was wonderful Ms. Fluttershy!" Cream applauded.

Fluttershy smiled in the most kindhearted way. "Why, thank you sweetie!"

"Chao! Chao!" Cheese really enjoyed it as well.

Fluttershy giggled. "He's so cute!"

Up in the clear blue sky, Sonic and Rainbow Dash were playing tag, using their incredible speed all over Cloudsdale. They were having so much fun too. Ruining the other ponies manes as they rush past them like a strong wind. But running on clouds wasn't a new experience for Sonic, since he's already been to a place called "Sky Sanctuary."

"Catch me if you can Sonic!" Rainbow Dash tries to maneuver in different directions, but by using his quickstep, Sonic was right on her tail. He jumps in the air and tags her.

"Tag, you're it Dashie!" Sonic smiled.

Rainbow Dash responds. "Oh no I'm not!"

Sonic turned his head and noticed that Rainbow Dash used her boost to catch up to him. Before she can tag him with her hoof, he grabs a hold of a nearby pillar and makes a u-turn.

"Time to make a u-turn!" Sonic said.

"Hey that's not fair!" Rainbow Dash laughed.

Sonic chuckled, but realized that she wasn't chasing him anymore. Rainbow Dash was standing on a cloud looking at something. "Huh?" Sonic immediately turned around and caught up to her.

"What's wrong Dashie?" Sonic asked.

She was looking at a group of Pegasus ponies in uniforms called The Wonderbolts.

"You see those ponies over there?...They're called The Wonderbolts. It's always been my dream to fly with them one day!"

"Why don't you go talk to them?" Sonic asked.

Rainbow Dash was nervous with her reaction. "What? N-No...I can't do that!"

"Then I'll go talk to them!" Sonic replied.

"No, Sonic wait!" Rainbow Dash screamed.

When Sonic approached The Wonderbolts, they recognized him from last night. After crowding around him in excitement, he was greeted by two Wonderbolts named Spitfire and Soarin'.

"Hey you're that hedgehog that saved the Gala last night!" Spitfire announced. "Nicely done! I just wish you were a Pegasus pony so we can offer you a chance to join our team!"

"Your name's Sonic right?" Soarin' asked.

"That's right!" Sonic winks and gives them a thumbs up. "But I couldn't have done it without the help of some new friends. In fact, that's what I came here for. I'm here with one of them right now!"

As soon as he said that, Rainbow Dash was waving her hooves around, trying to make him stop. When he points at her, Spitfire immediately recognizes what new friend he was talking about.

"Hey Rainbow Dash!" Spitfire shouted.

"Aww man!" Now Dashie has no choice but to walk up to them. She was too nervous to speak.

"You know her?" Sonic asked.

"Definitely!" Spitfire answered. "We got to spend a whole day with her after she won the Best Young Flyer Competition. She really impressed us by saving Rarity with her Sonic Rainboom. She also saved us in the process!"

"Sonic Rainboom?" Sonic thought to himself. They had a move named after him? But he'll worry about that later.

"Well, you see..." Sonic started. "...You guys are her biggest idols, she'll do anything to join your team!...What do you say?"

The Wonderbolts got into a huddle, while Sonic and Rainbow Dash wait for their answer. Spitfire calmly walks up to her and explains everything.

"Uh, Rainbow Dash..." She hesitated. "...You're a great flier, and possibly one of the coolest ponies we've ever met. But you see...becoming a Wonderbolt is not just about showing off special moves and speed. We work as a team, and we fly as a team. And...we don't know how to say this, but...sometimes, you seem a little self centered and overconfident in yourself. Which is good!...But it's not what we're looking for. We expect our recruits to admit that they make mistakes, so they can learn from them. I'm....I'm sorry."

It was so hard for Rainbow Dash to take the bad news. Sonic couldn't believe what he was hearing. This was the first time he's seen her like this. Such a beautiful and strong mare, being rejected by the ones that she admired her whole life. He felt lost when she finally spoke. There's nothing he can do to make it better for her.

"I.....understand." Little Dashie was heartbroken. She was feeling dissapointed in herself, and started to cry.

As she closed her eyes and turned around, Sonic could see tears rolling down her cheeks. She didn't want to cry in front of her heroes. He knew she was in pain, and quickly defends her.

"Now wait a minute!" Sonic shouted which gets Dashie's attention. "Are you telling me she's not good enough, even after that time she saved you? This isn't right! She is without a doubt, the most amazing flier I've ever seen! Her speed is unimaginable! And this is coming from someone who's known as the fastest thing alive back in my world!"

Spitfire responds. "We understand Sonic, but..."

Sonic interrupts the female Pegasus. "Can't you just give her a chance?"

"How?" Soarin' asked.

Sonic ponders before getting an idea.

"Tell you what, let's make a bet. We were gonna have a race later on today, stop by and check it out. If she beats me, you guys have to let her join The Wonderbolts!"

The Wonderbolts looked at each other. But is gambling really the best way to decide what's right for Rainbow Dash?

"How do we know it's a fair race? You don't look like you can run that fast!" Soarin' replied.

"Oh really..." Sonic smirked and immediately ran past them, reaching the end of Cloudsdale in 0.5 seconds. Their jaws dropped in amazement as he just stood there with his eyes closed, letting out a small chuckle. When he runs back, a Wonderbolt named Fleetfoot agrees with him.

"Alright. You're on!" Fleetfoot said.

Sonic shakes her hoof, agreeing with the white-maned mare. As they walk away, Sonic thinks he took care of the problem. But Rainbow Dash wasn't happy.

"Sonic....Why did you do that?" Dashie mutters with tears in her eyes. "I can't handle this kind of pressure!....I'm....I'm not good enough for them."

Being the loyal friend that he is, Sonic cheers her up in whatever possible way he can. But this was her dream for as long as she can remember. It hurt so much to see her like this. Hopefully his supportive words can get through to Dashie, that way she'll realize that they were wrong about her. "Dash, if you have a dream, don't let anyone tell you it's not possible. I've seen what you can do, maybe not everything, but you do have what it takes...and there's no denying it! I know we just met last night, but...you should trust me on this. All my friends tell me the same thing...even Shadow. I think you can actually beat me, you just have to believe!" He smiled at her, but she still lowers her head, losing all faith in her dreams.

Dash looks up to him when he places his hand on her shoulder. "Your friends believe in you Dashie.....just like I do."

She smiles, and wipes off her tears with her hoof. "....Thanks Sonic." When she hugs him, Sonic didn't know what to do, but accept it. While holding her tight in his arms, he could feel her tears drip down his neck as she continues to sob. 

"I'm here for you Dashie. It's gonna be okay." 

It was very quiet as he comforts her. Dash knew she can trust him, and was feeling more comfortable with her new friend. Now that she was no longer suffering, it brought a smile to his face. To help clear her mind from this tragedy, they meet up with Fluttershy and Cream, and walk to Sugarcube Corner together. Allowing the two mares to lead the way.

Inside Sugarcube Corner, Pinkie Pie was trying her best to make Shadow smile. She danced, told jokes, and even sang her famous pig song that she borrowed from babysitting the Cake twins. Shadow just scratches his head in complete confusion, and was starting to get really annoyed by her perkiness. No matter what he does, she's always happy. Especially around him. Even after doing something so ruthless, like threatening to crush her pet baby alligator Gummy for nibbling on his shoe. All Shadow could think about was "Something's wrong with this pony! Why is she so hyper?" But then again, you would be too if your house was filled with nothing but sugar. Shadow couldn't take anymore of this...it was a living hell. 

Unaware of how much she's embracing the annoyance, when Pinkie Pie offered to bake cupcakes with Shadow, she had to ruin it by singing a song about them. 

"Do you always sing when you bake?" Shadow asked.

"Yeah, all the time!" Pinkie smiled.

"Ugh..." Shadow facepalms himself. To him, this was torture.

"C'mon Shadow, smiling is easy! Just try it!" Pinkie Pie shouted.

Shadow looks at her with an aggravated tone. "I don't smile!" 

"Pleeeeeeaaaaassssseeee!" Pinkie Pie begged.

After letting out a big sigh of regret, Shadow grits his teeth, and tries to grin. Resulting in the creepiest expression that he could muster.

"How's this?"

From the look on her face, it appears that Shadow has rarely smiled before. It'll take a lot of effort to get it right. 

"Uh...nice...try! We'll...work on it!"

Shadow rolls his eyes as Pinkie Pie opens her front door. Out in the distance, she sees Twilight walking towards her porch with Tails and Spike. Before they went to bed last night, Twilight shared the story of Equestria's history with Tails, fully clarifying the explanation that he's been looking for. She talked about where the Elements of Harmony came from, and how Equestria was found by three different pony tribes: the Pegasi, Earth ponies, and the Unicorns. At first they didn't get along, until a mysterious blizzard forced them to protect the land by working together. Gathering up any more history that she can remember, Twilight also mentioned some of the events that recently occurred: like the time when Princess Luna became Night Mare Moon, and after a daring quest to retrieve the Elements of Harmony, they were able to change her back. Spike added his own story to raise the tension, rephrasing  their experience on the day of Discord's return. Thanks to Twilight and the Elements of Harmony, her friends defeated him with the power of friendship.  

"And that's basically everything you need to know about Equestria Tails!" Twilight said.

"Wow! Who'd ever thought that out of all places, Eggman would pick a world that's full of magic and all sorts of possibilities!"

Spike was enthusiastic on figuring out who they were talking about. "Eggman? Was he the one who attacked the Gala last night?"

"Yeah." Tails replies.

"That's why they're here Spike, to stop him!" Twilight added.

To make their walk more interesting, Tails began discussing his grand adventures with Sonic. One was from "Sonic Generations," where they met their past selves through time travel, and got to relive some of their most classic moments in history. The other was from "Sonic Colors," where Sonic and Tails stopped Dr. Eggman from kidnapping a friendly alien race called Wisps, for his Interstellar Amusement Park. He then explained where Shadow came from, and why he's known as "The Ultimate Lifeform." Finishing his story with the scenario of Super Sonic battling Perfect Chaos after flooding Station Square. 

"Woah!...Dude that's awesome!" Spike said.

"I know, right? Watch what happens when we collect all 7 Chaos Emeralds from Eggman!" 

Everyone meets up at Pinkie Pie's house, where the girls had the privilege of treating their guests to breakfast. They had delicious apple pies made by the Apple Family, and cupcakes made by Shadow and Pinkie Pie. Shadow had no intention on remembering what he had to go through when they started baking.

"You know guys, I think I may have found a new hobby!" Knuckles really enjoyed baking with Applejack.

As a joke, Sonic messes with him. "Yeah, I'll let you know when I need an apple peeled Knuckles!"

Everyone but shadow laughs. Not even a chuckle. 

After a delightful breakfast, the ponies offered a small tour of Equestria, showing certain locations that their new friends haven't seen yet. They met the Mayor of Ponyville in Town Hall, and visited places like the Froggy Bottom Bog, Whitetail Woods, and a small western town called Dodge Junction. Right after the tour, they head back to the Everfree Forest where Twilight asks them a simple question.

"By the way guys, I almost forgot to ask. How exactly did you get here?"

"Well um, I guess you can say we used a little magic of our own, Ms. Twilight!" Cream answered.

"Huh?" Twilight was confused.

"Here, we'll demonstrate!" Sonic said. "Shadow..."

"Got it!" Shadow pulls out the Chaos Emerald. "Chaos Control!"

In a bright flash, Shadow disappears once again. The girls stood there with their mouths agape, wondering where he went.

"Cool, but where's Shadow?" Pinkie Pie asked.

"Up here!" Shadow was standing on the branch of a tree, not too far from them. Making his warping ability look easy by tossing the Chaos Emerald back and forth.

"What in tarnation?" Applejack was surprised. "How'd he do that?"

Tails explained. "Well you see, with the Chaos Emeralds, we can perform a technique called Chaos Control. It allows us to travel great distances with just one Emerald, but so far, Sonic and Shadow are the only ones who can perform it successfully. We believe that's how Eggman got here too!"

"More than enough reasons why I love those gems so much!" Rarity announced.

"Oh Rarity!" Twilight giggles.

"Nice trick, but that's not why we're here!" Rainbow Dash said. She approaches Sonic, and taps him with her hoof. "Are you ready for this Sonic?"

"Only if you are Dashie!" He responds with a smile.

When they get into position, Sonic finally notices Amy's new dress.

"Nice dress Amy!" He smiled.

Her eyes opened wide as they sparkled. "Really, you like it Sonic? Maybe now we can finally be together!"

Rainbow Dash laughs when she hears that.

"Maybe not that nice Amy!" Sonic rolls his eyes, quickly changing his tone.

Amy was so excited that he noticed, she couldn't even speak. 

Rarity complements her, but was also impressed with her own design. "See I told you, boys can't resist the art of a beautiful dress!"

Amy hugs her tight, messing up her mane. "Thank you so much Rarity!"

Rarity gently tries to push her away with her hooves. "Your welcome darling, now can you please let go of me!"

Before the race could start, four Wonderbolts were flying overhead. They spot Rainbow Dash, and land in the Everfree Forest to watch the race. Spitfire, Soarin', Fleetfoot, and a new recruit called Rapidfire, came to observe Dashie's progress, while the others were still training. Rainbow Dash was nervous, but became confident when she remembered what Sonic told her. They were all excited for this, but Shadow waits by the tree and doesn't say anything. Twilight and the girls were rooting for Dashie, while Sonic's friends root for him.

Pinkie Pie hops to the center, and raises her hoof as high as she can. Sonic and Rainbow Dash look at each other, wishing the best of luck. "On your mark!...Get set!..." Before she can say "Go!" the ground starts to rumble which puts an end to their good time. Everyone immediately reacts to it.

"Hey what's going on?" Spike shouted. The rumbling causes him to lose his balance.

"Is it an earthquake?" Knuckles asked.

"No, it's something worse!" Shadow back flips off the tree. Then teleports himself to regroup with the others. 

Pinkie Pie's body was shaking off the ground. "Heeeeyyyyy, thiiiiiissss maaakkkeesss myyyyyy voiiiiicccee sooouuunnnd siiiillllyyy!" 

With two giant drills emerging from the ground behind them, Dr. Eggman makes his appearance with the Egg Scorpion. A huge vehicle that resembles a scorpion with metallic armor. It has metal pinchers that can alternate between laser cannons, and drills to burrow underground. It can shoot plasma beams from it's mouth and stinger, and fire heat-seeking missiles from the hatches on it's tail. It's special attack includes burrowing underground and sticking it's tail out to open fire on it's enemies.

"Dah-Ha-Ha-Ha-Ha-Ha!" Eggman laughed.

Fluttershy hides behind Tails when she sees him.

"Eggman!" Sonic shouts.

"Well what do we have here, one big friendly reunion?....How sweet!" Eggman shows off his evil grin.

"Can't you leave us alone Egghead? We were in the middle of something!" Rainbow Dash yells.

"So am I. Now this is your last chance, hand over the Elements of Harmony and maybe I'll consider sparing your lives!"

Twilight refuses his request. "We'll never give you the Elements of Harmony Eggman!"

"Fine! If that's your choice, then I guess I'll just have to kill you! Wah-Ha-Ha-Ha-Ha-Ha-Ha!" Eggman laughs hysterically.

"Is he always this crazy?" Spike asked.

Sonic and his friends all respond at the same time. "You have no idea!"

Rainbow Dash turns to The Wonderbolts. "Spitfire, go and alert Princess Celestia!...We'll handle this!"

"Alright, just be careful!" Spitfire said. When they take off, Dr. Eggman was still laughing.

Knuckles shouts to shut him up. "Don't get too cocky Eggman, there's thirteen of us and only one of you!"

"Your right Knuckles, that hardly seems fair! But don't worry, I brought backup!" Once Eggman snaps his fingers, everyone turns around after hearing a loud roar from the distance. The dragon smashes it's way through the Everfree Forest, knocking down the trees in front of them. It growls when it spots it's prey. The beastly eyes stare down our heroes with smoke erupting from it's nostrils.

Tails was stunned. "A dragon?"

"Hold on everypony!" Applejack started. "Ain't that the same dragon that Fluttershy reasoned with before?"

"You're right." Fluttershy responds. She gently flies up to him.

"Fluttershy wait!" Twilight said.

"There, there, Mr. Dragon, we're not gonna hurt you." Fluttershy pets him with her hoof. "It's alright everyone, he's friendly."

But Twilight noticed something unusual. The dragon looks completely different from before. His colors have changed with it's whole body as a dark neon purple, while his eyes, claws, abdomen, and scales were blood red. Was he possessed or being controlled by something else? When Fluttershy turns around, the dragon opens it's massive jaws and was about to strike.

Tails panics as he points to it. "Uhh...F-Fluttershy, I don't think he's friendly!"

When Fluttershy looks back, the dragon tries to eat her. She screams and flies back to her friends.

"Ah-Ha-Ha-Ha-Ha!" Eggman laughs. "Now you overgrown reptile...ATTACK!"

The dragon attacks with it's fire breath.

"Everyone split up!" Twilight shouted.

The group splits into two teams after dodging the attack. Sonic, Rainbow Dash, Cream and Cheese, Twilight, Knuckles, and Pinkie Pie will take care of Dr. Eggman. While Shadow, Rarity, Amy, Spike, Applejack, Tails, and Fluttershy would take care of the dragon.

The dragon's roar shakes the entire Everfree Forest. Shadow and his team move in with Tails and Fluttershy flying overhead. The monster releases another devastating fire blast, but they quickly dodge it. Rarity uses her magic to lift up a tree, and throws it with all her might. He catches it in his mouth, and breaks it in half with his powerful jaws. Shadow leaps to the air, punching him multiple times across the face, while Applejack charges in and kicks the dragon in the stomach. He immediately recovers, and tries to crush Applejack with his fist. She moves out of the way, but Rarity screams when it grabs her instead.

"Rarity!" Spike shouted.

"Spike, help me!" Rarity screamed. When the dragon roars at her, she reacts to his breath. "Ugh! You really need a breath mint darling!"

Spike moves behind him and burns the dragon's tail with his own fire breath.

Amy helps out by smashing his foot with her hammer. "Let her go you beast!"

The dragon roars in pain, and releases her. Rarity screams while falling, but Tails catches her. "Don't worry Rarity, I got you!"

The dragon turns his attention to Spike and tries to crush him with his tail. Fluttershy swoops down and saves him.

Spike was relieved. "Phew...Thanks Fluttershy!"

"This is terrible! I wonder what happened to him?" Fluttershy was worried about the dragon, despite the fact that it's trying to kill them.

"Alright, no more fooling around!" Shadow growled. He tried using his spin ball attack, but the dragon smacks him with his tail. Making him crash through a line of trees and hitting the ground.

"Ugh!...Damn it!" Shadow grunts while trying to get back up.

Applejack runs up to him. "You alright sugarcube?" After helping him up, they were both spotted in the corner. The creature unleashes it's fire breath again. Igniting the trees, and trapping them in a ring of fire. To protect Applejack, Shadow grabs her hoof and teleports her to safety. After reappearing with the rest of the team, the dragon expands it's wings and tries to flee the scene.

"Oh no you don't!" When Applejack grabs his tail with her lasso, everyone holds on to it, preventing the fearsome beast from reaching higher altitude. Thinking quickly, Rarity gets an idea when she sees a huge boulder in the ground. She uses her magic to lift it up and tells Shadow to use it against the dragon.

The rope was slipping from Amy's grip. "Hurry Shadow! We can't hold him much longer!"

Shadow quickly touches the boulder with both hands, shouting out his famous form of attack. "Chaos Control!" He warps above the dragon's head and slams the boulder on him. Knocking the creature down on the solid terrain. If he wasn't hurt before...he is now. 

"Hmph, too easy for me!" Shadow jumps off the boulder, thinking that it's already been taken care of. But to their surprise, the giant lizard still tries to get up and unleashes another attack with his fire breath. It barely misses them, but burns off a part of Amy's new dress.

"My dress! You ruined my new dress!" Amy loses her temper and starts hitting the dragon many times with her hammer. Effectively knocking him out before their very eyes.

Fluttershy was a little frightened by Amy's temper, so Tails tries to keep her under control. "Amy! Amy! Relax, it's okay!"

"Okay? This is a crime against fashion!"

"Oh, how dreadful!" Rarity was distressed. All her hard work on Amy's dress, was now ruined. "Not to worry Amy, I could make you another dress!"

Shadow interferes. "Look we don't have time for this! We have to see how the others are doing! Now let's go!"

Meanwhile...While Sonic and his team were pursuing Dr. Eggman. Rainbow Dash was flying next to him.

"Sorry Dash, I guess that race will just have to wait!" Sonic smiled.

"It's cool. Besides, kicking Eggbrain's butt will be so much fun!" Rainbow Dash responds.

Eggman interrupts. "I hate to ruin your little conversation, but it's time to make you fools suffer!...I'll show you what real evil is!"

The Egg Scorpion fires the laser cannons from it's pinchers.

"Dodge this!" Eggman spawns his abominable laughter.

"Watch out!" Sonic screamed. He jumps over the beams, while everyone else prepares to attack. In order to get close enough to The Egg Scorpion, Knuckles burrows underground without being noticed.

"Surprise Eggman!" He pops out and uppercuts the head with a powerful strike.

"Ngh!" Eggman grunts.

Knuckles rapidly punches it, but the tail locks on him and fires a plasma shot. Smacking him against a tree. Sonic boosts to gain more speed, and hits Eggman with a homing attack.

"Girls, Eggman always makes the same mistake. Aim for the head!" Sonic announced.

"I'm on it!" Twilight said. She zaps the energy from her horn. But it barely does anything.

"Leave him to me!" When Rainbow Dash flies towards him, Eggman tries to blast her out of the sky with the laser cannons. She does a barrel roll to avoid them, making it look way to simple for her. With another dirty trick up his sleeve, a sharp spike emerges from the tip of the tail. It stabs a huge rock, and throws it at her without mercy. Like Sonic, she boosts up to gain more speed, and actually smashes through it.

"Not bad, but you're in a no fly zone!" Eggman grins and presses another button from his control panel. The tail's hatches open up, launching all the missiles in the Everfree Forest.

"Woah!" Pinkie Pie panics, and hops around to avoid them. But one explosion sends her flying into a bush. "I'm okay!" She sticks out her hoof. Waving it to her friends without any injuries.

To get away from the missiles, Twilight gallops as fast as she can. She turns around and destroys some with her magic, but sees one heading right for her. The only way to stop it in time was to focus her energy on catching it. After successfully stopping it in it's tracks, Twilight plans to use Eggman's own missile against him. By spinning her whole body around, she hurls it back to The Egg Scorpion. But Eggman blasts it with a plasma shot before it could even hit him. 

"Ha-Ha-Ha-Ha! Nice try! You think your magic can stand a chance against my intelligence?"  

Just like battling the Egg Drones in Canterlot, Cream and Cheese were using the same method of attack. Only this time, he sets off to take down certain missiles. Keeping her safe along the way.

Cream calls out to him for support. "Cheese get em!" But when he accidentally misses one, Cream flaps her ears to fly off the ground. Barely avoiding the missile in midair.

Using the missiles as a step ladder to reach the cockpit, Sonic hits Eggman with another homing attack. Rainbow Dash flies through the air while the missiles chase her. She easily maneuvers around them and laughs, but is totally surprised when they turn around. Realizing that she can't escape from these projectiles, Dashie gets a brilliant idea to give Eggman a taste of his own medicine. With the missiles right on her tail, she heads straight for The Egg Scorpion and suddenly changes directions. Eggman shields himself with the Scorpion's arms, breaching for impact. After a huge explosion, Eggman's giant robot was finally damaged, but he wasn't finished yet. Sonic grabs on to Dashie's hooves when he jumps. "Thanks for the ride Dashie!" 

Upon reaching their target, Sonic prepares himself with another homing attack. When he was ready to go, Rainbow Dash drops him.

"D'ah!" Eggman grunts.

"Yeah, get him Sonic!" Rainbow Dash was cheering for him.

Knuckles gets up, and pushes the tree down with all his strength, hoping that it will crush Eggman flat. The maniacal genius switches the cannons with the two drills, and burrows underground to avoid it. He sticks the tail out, and charges the plasma beam for another attack. Before Sonic can go after him, Rarity's team moves in with the others. That's when Tails remembered something important. He brought a ring with him in case of an emergency.

"Sonic here, catch this!" He throws it to Sonic.

Sonic catches it. "Thanks buddy!"

With the plasma beam fully charged, Eggman fires multiple shots to annihilate the blue hedgehog. Sonic runs towards it with the ring glowing in his hand. His quickstep allows him to move left and right, avoiding every shot. Much like in Sonic X, he can perform a super spin ball while holding on to a ring. It's super fast and powerful that it can destroy an enemy with a single blow. He smashes up the tail, completely disabling Eggman's first way of attacking.

"No! I can't believe this! Curse you Sonic! "

Eggman emerges from the ground once again. Sonic makes a u-turn and prepares for another attack with the super spin ball. Taking out all the legs on the left side of the vehicle. Forcing it to fall on it's side.

"Why you little!" Eggman shouts.

Pinkie Pie crawls out of the bush. Her mane was still covered with leaves. "Take that you big meanie!"

It didn't take long for Twilight to figure out that The Egg Scorpion is a machine; which means it's completely made of metal.

"Sonic wait, I have an idea!" Twilight gets his attention. "Fluttershy, Rainbow Dash, I'll need your help with this one!"

She conjures up another spell, and creates a small rain cloud. Fluttershy gently pushes it over the vehicle.

"Alright Sonic, it's time to show you my job as a weather pony!" Rainbow Dash said.

She jumps on the rain cloud repeatedly, causing precipitation. Eggman locks on Twilight and fires the plasma beam from it's mouth. Twilight defends herself by using the energy her horn, causing the two beams to collide. While struggling to maintain her magic, the giant machine was starting to rust from the rain.

"It's working Twilight!" Fluttershy said.

The robot's controls were shutting down.

"No, this can't be happening!" Eggman shouts.

The plasma beam deactivates when Rainbow Dash creates a lightning bolt that shocks the control panel. Twilight was now free to attack the cockpit with her magic, revealing Dr. Eggman in plain sight. With nowhere to run, Rainbow Dash decides to finish him off with her most powerful technique, The Sonic Rainboom. She flies off the rain cloud and heads straight for the sky. After reaching high altitude, she dives straight down with lightning speed, sticking her hooves out in front of her. Sonic and his friends all watch with curiosity. While teary-eyed from her speed, Dashie accelerates, but Twilight warns everyone to duck in cover. The blue Pegasus breaks the sound barrier, unleashing the miraculous Sonic Rainboom. When Eggman sees this, he quickly hits the eject button before she can hit him. A huge shockwave blows everyone away when she passes them, leaving a rainbow trail behind. Rainbow Dash penetrates through the entire Egg Scorpion, causing it to blow up instantly. The explosion can be seen throughout Ponyville. But once again, Eggman escapes in his Egg Mobile, and heads back to the Egg Carrier. Rainbow Dash was a little dizzy from the impact, but responds after recovering.

"Hey Egghead, how does it feel to get your butt kicked by a pony?"

Eggman shouts from a distance. "You annoying little pests! This isn't the end!" He flies away, eagerly planning his revenge.

Sonic and the others were completely astonished after witnessing the Sonic Rainboom for the first time.

At the sheer sight of it, Tails' eyes opened wide. "Wow...I had no idea you can do that Rainbow Dash!"

"Huh, so that's a Sonic Rainboom." Sonic said.

"So what do you think Sonic?" Rainbow Dash was proud of herself. "Sometimes I impress even myself!"

"Nice work Dashie!" They high five each other, but their victory was short lived. The Everfree Forest was still on fire from the dragon's attack, creating a huge cloud of smoke all over Ponyville. Everypony was coughing because of it, putting their health at risk. When the fire scares away the cute forest animals, Fluttershy tries to help them.

"Hold on little ones!" She cries.

"What do we do?" Amy asked.

"Twilight, be a dear and use that rain spell again please!" Rarity said.

"Sorry Rarity, I can't!" Twilight responds. "It takes a lot of magic, so I can only use it every once in a while!"

With a smirk on his face, it was now Sonic's turn to think of a plan. Giving the two unicorns a chance to catch their breath. "No worries Twilight, I'll take care of this."

Sonic used his spin dash to circle around the Everfree Forest. Dousing the flames with a special move called The Blue Tornado, a whirlwind of supersonic speed that can be perfected as an attack, and a defense to trip up his enemies.

Princess Celestia flies in with her guards to check on the young group of heroes.

"I came here as soon as I got the message! Is everyone alright?"

"We're okay Princess Celestia!" Twilight replies.

"What happened here?" Celestia looks around in complete shock. Turning her attention to Twilight. "Who did this?"

"Dr. Eggman, your highness!" Shadow bows his head with respect.

"But it wasn't just him! There was also this big scary dragon, that was like this, and this..." Pinkie Pie was reenacting everything the dragon was doing, adding her own sound effects too. "C'mon we'll show you!"

When they approach the dragon, the Dark Energy starts to wear off. His colors and personality return to normal as he slowly opens his eyes.

Fluttershy kindly asks him a question. "Oh my, are you okay?"

But Rainbow Dash was a little more assertive. "Alright fire breath, now talk! Why did you attack us like that, I thought we had an agreement?"

The dragon took quite a beating, so it was hard for him to remember anything. He finally speaks up after rubbing his head from the pain.

"I...can't seem to remember what happened! All I know is that I was taking a nap inside my old cave, minding my own business. A strange sound woke me up, so I went to investigate. Then all of a sudden, this thing just blasts me with some unknown energy, I was unable to stop it! And for some reason, I couldn't help but obey it's commands. Like I was hypnotized or something!"

"Do you have any idea what it looked like?" Celestia asked. 

"If I remember correctly, it was a huge metal ship that was floating in the air! I know it sounds unusual, but that's what I saw. In all my life I've never seen anything like it! " The dragon answered.

The Egg Carrier was the first thing that popped into Sonic's mind. There's no way it could be anything else. Sonic took a minute to think. "What could Eggman possibly possess that can control an entire dragon?" He lost his train of thought when Applejack shouts.

"Well what in tarnation were you doin' back here in Equestria? You could of hurt someone!"

The dragon apologizes to the mane 6. But Fluttershy comforts him. "I'm...I'm sorry ponies. I just really missed my old cave!" 

"It's alright, we know you didn't do it on purpose. But you must leave Equestria and return to your new home." She was so sweet to him after all this.

"She's right." Celestia adds. "It's the only way to guarantee your safety."

"Thank you for understanding!" The dragon spreads it's wings and flies away. Waving goodbye to everyone.

Before heading back to Ponyville, Princess Celestia restores the Everfree Forest back to it's original form with her own magic. Twilight, Rarity, and the unicorn guards help her out in the process. When it was fully restored, the forest animals were able to return home safely. In order to discuss what needed to be done about Dr. Eggman, Princess Celestia immediately calls out for a group meeting back in Canterlot. As they follow her through the forest, Sonic stops to look at the sky. He knew Eggman was still out there, plotting his next attack. What can he do to prevent it from happening?

"Sonic, are you coming?" Pinkie Pie asked.

He turns around to catch up with them.

To Be Continued...
> A Fallen Friend (Part 1)
> --------------------------------------------------------------------------

Now that Eggman nearly destroyed the Everfree Forest, Princess Celestia was eager for an explanation. Inside her palace, Sonic and his friends never took the time to admire how fascinating it was, since they were only there to stop Equestria's unwelcomed visitor.

"Nice place!" Sonic looks around with a smirk.

Amy was admiring it as well. "Isn't it beautiful? I've always dreamed of living in a place like this, just like a real princess! Wouldn't you agree Sonic?" She smiles at him, dreaming that one day they can live together.

Princess Celestia was sitting on her throne, drinking a cup of tea with her magic. Her guards were standing right next to her, while the royal servants were busy repairing the damage that Eggman caused the other night. Everyone waits for her response.

"So from what you've told me, Dr. Eggman has found a way to control a fully grown dragon in Equestria?"

Sonic approaches her calmly before speaking. "Believe me your highness, we're just as surprised as you are. We think it has something to do with negative energy!"

"Negative energy?" Rarity asked.

"Yeah!" Tails answered. "Just like in this world, there's positive and negative energy found in the Chaos Emeralds. It represents good and evil."

"You sure know a lot about them Tails!" Twilight said.

"Well what can I say, that's why he's my number 1 assistant!" Sonic gives his pal Tails a nuggie.

"Hey, cut it out Sonic!" Tails laughed.

Knuckles interrupts their joyful escapade. "But this doesn't make any sense, how in the world could Dr. Eggman get his hands on negative Chaos energy? And even if he did, there's no way he could figure out how to use it to it's advantage! The true power of the Chaos Emeralds can only be activated by someone with a good heart, something that Eggman doesn't have. But what concerns me more is that even after being exposed to negative energy, why would the dragon just obey Eggman's orders? It's strange that he didn't just destroy Eggman after turning against him, and rampage through Ponyville instead. The same thing happened with Perfect Chaos!"

Rainbow Dash laughs. "Ha-Ha, I'd love to see that!" Everyone looks at her. "I meant the part where Egghead gets destroyed, not the part where the dragon attacks Ponyville!"

Fluttershy continues the conversation when she turns to Knuckles. "But maybe it's not pure negative energy."

"Or it could be something else." Twilight added.

"We won't know until we find out!" Shadow announced.

Amy agrees with the Ultimate Lifeform. "He's right! We have to get to the bottom of this!"

"Then it's with the best intentions that you go out and look for him, before he causes more harm to our village! But something troubles me..." The Goddess was actually worried. "...Sonic, if you told us that Eggman came here for the Chaos Emeralds, then why does he want The Elements of Harmony as well? It's not like they could serve a purpose to him."

Sonic speculates by placing his index finger to his mouth. "Hmm...wait a minute! Twilight, didn't you say that The Elements of Harmony is what keeps this world at peace?"

"Yeah, why?" Twilight answered.

Sonic snaps his fingers when it suddenly hits him. "That's it! Eggman's trying to get rid of your defenses so he can take over Equestria a lot easier!"

"In other words, he's a coward! I say we find him and give him the boot!" Rainbow Dash shouted.

Sonic folds his arms right next to Rainbow Dash. "It's not gonna be that easy Dashie, with Eggman it never is!"

"Well it's a good thing we know that he has the other Chaos Emeralds, I'll do whatever I can to sense their power." Knuckles said.

"Oh how lovely, you can sense gems as well?" Rarity asked. "I thought I was the only one who could!"

The red Echidna smiles and provides her with a thumbs up. "Nice, we have something in common. But I can only sense the Chaos Emeralds!"

"And don't worry Sonic, I'll see what I can do to fix The Emerald Tracker. If it works, it'll lead us directly to the Egg Carrier by detecting the nearest Chaos energy!" Tails said.

Spike was impressed. "You actually made that thing? That's so cool!"

But Shadow rolls his eyes. Predicting that it still wouldn't work. "Oh please, that piece of junk couldn't find a diamond in a jewelry store!"

"Oh yeah, just wait and see Shadow!" Tails responds.

"It sounds like this just turned into a game of hide and seek!" Spike said.

Pinkie Pie claps with her hooves. "Yay, I love hide and seek!"

"Well we can't just stand here and do nothing!" Rarity said.

Knuckles slams his fist on his right hand. "Rarity's right, we have to find him!"

"Then the best of luck to all of you! Twilight Sparkle?..." Celestia gazed upon her young student. "...I'm placing you in charge of this investigation. If you see anything suspicious, please, notify me as soon as possible."

"Yes Princess Celestia!" Twilight responds. Everyone bows before leaving the palace to start their mission, but Shadow figured that bowing to her once is good enough.

When they walk out the door, Applejack gets an idea. "I'd reckon if we split up, we can cover a larger area!"

"Good idea Applejack!" Twilight said.

Rainbow Dash whispers in her ear. "Um Twilight, is it cool if I go with Sonic?"

"Gee Rainbow Dash, you sure like spending time with him."

Feeling shy at first, Rainbow Dash rubs the back of her mane with her hoof. "I know, but...I've never met anyone like him before. He's just like me! He's cool, confident, adventurous, laid back, and never afraid of a challenge. He even told me that he hates the water, just like I do. I don't know why, but he reminds me of Daring Do. But I have to admit, he can be a show off sometimes!"

Twilight laughs after cracking a joke. "You mean, just like you!"

"Hey!" Rainbow Dash gently shoves Twilight with her hoof.

As they prepare to search for Dr. Eggman, Twilight gets their attention. "Alright listen up, Princess Celestia is counting on us! Sonic and Rainbow Dash, you two head for Cloudsdale, see if you can spot anything from up there. We'll meet back at my house when we're done searching!"

"Race you there Sonic! Think you can keep up?" Rainbow Dash smiled before taking off.

"No sweat!" Sonic runs after her.

Twilight continues. "Fluttershy, see if you and Tails can find anything in the Ghastly Gorge. But watch out for the Quarray eels!" They both blush when they see each other, looking away with a smile.

"Applejack, you and Knuckles should head back to Sweet Apple Acres. Just in case anything unusual is happening!"

"Sure thing!" Applejack replied. "C'mon Knuckles!" When she gallops, Knuckles keeps up with her by running at his own pace.

"Shadow, you and Rarity..." Shadow rudely interrupts. "Can it Twilight! I don't take orders from you!" He turns his back on her and plans to search for Eggman on his own. Twilight didn't know how to react to his attitude. "Is he always like this?" She asked.

Tails tries to make the situation humorous, but it only made things worse. "Oh that's nothing, you should see him when he misses breakfast!"

"I don't know if going with him would be such a good idea Twilight. He seems rather...vicious!" Rarity was somewhat afraid of Shadow.

"Don't worry girls, he's really not that bad once you get to know him." Tails added.

"I'll go with him!" Pinkie Pie shouted with joy.

Rarity quickly responds. "Be my guest!"

When Pinkie Pie hops after him, Twilight shouts from just a few feet away. "Be careful Pinkie! Ask Shadow if he wouldn't mind searching the Whitetail Woods with you!"

"Okie Dokie!" She responds.

"I'll go with you Ms. Rarity." Cream suggested.

"Thank you Cream, you're such a sweetheart!" Rarity said. She turns to Twilight and picks the only spot where they can search without getting dirty. "May I suggest looking for him back in Ponyville?"

Twilight responds. "Okay Rarity, just ask everypony if they've seen anything!"

"We'll do our best!" Cream announced. "Let's go Cheese!"

"Chao! Chao!" They follow Rarity when she gallops towards Ponyville. Cream starts flapping her ears to fly, while Tails and Fluttershy head straight for the Ghastly Gorge together.

"I guess that leaves the three of us." Spike said.

"Where should we go now?" Amy asked.

Twilight responds. "Follow me, we'll search in Manehattan and Appleloosa! Dr. Eggman has to be around here somewhere!"

Amy was curious, they were both places that she hasn't seen yet. She was excited, but didn't forget their important task.

Back in the outskirts of Ponyville, Dr. Eggman returns to the Egg Carrier, and was more frustrated than ever. Being defeated by a bunch of puny ponies, it was so humiliating. Decoe and Bocoe were busy using the super computer to search for any information that they could find on Twilight and the other ponies. When Eggman enters the cockpit, Decoe still hasn't learned to keep his big mouth shut.

"I take it things didn't go so well with Sonic, huh Dr. Eggman?"

"Save it Decoe, I'll take care of you later! You two numbskulls have better found something good!" Eggman shouts.

"We did sir..." Bocoe replied. "...According to what we found out about these ponies, the purple unicorn's name is Twilight Sparkle.

"Purple? I thought she was violet?" Decoe asked.

"Whatever!" Bocoe continued. "Anyway, Twilight was chosen by Princess Celestia to become her apprentice, and spends most of her time studying everything there is to know about magic. In fact, she contains a huge supply of magical power, which allows her to perform many useful techniques. She's a very gifted unicorn, and a faithful student to Celestia. Representing the Element of Magic."

"I know, I've seen it myself!" Eggman snarled. "Who's next?"

It was Decoe's turn to answer. "Rainbow Dash is the blue Pegasus pony that you were talking about earlier. And you were right sir, she's just like Sonic in every way! Not only does she match his speed, but his attitude as well. She dreams about joining a group called The Wonderbolts, and represents the Element of Loyalty." Every time Eggman looks at her, it reminds him of someone he despises. Decoe continues. "Pinkie Pie is the pink earth pony that's always so jolly and cheerful. You know, the one that gave you the creeps? She's known as the party planner of Ponyville, and really enjoys to smile and sing." He then cringes in disgust.  "Ugh...I can see why you don't like her! She's also known as a comic relief to the other ponies, since she loves telling jokes, and represents the Element of Laughter."

"What about the orange one with the cowgirl hat?" Dr. Eggman asked.

"Her names Applejack!" Bocoe responded. "She represents the Element of Honesty, and spends most of her time working on a farm called Sweet Apple Acres. She's highly skilled with a lasso, and is one of the strongest ponies in all Equestria. Rarity is the white unicorn pony that represents the Element of Generosity. I believe she's the one that you were the most concerned about Dr."

"Nothing would satisfy me more than to see her beg for mercy while I strangle her! NO ONE INSULTS ME!" Eggman screamed.

"But what about Sonic? Doesn't he insult you all the time?" Decoe asked.

Dr. Eggman grabs the wrench, threatening to hit him as he growls.

Decoe flinches and covers his head, but Bocoe stops him by laughing at the screen. "Get a load of this Dr. Eggman! Rarity is a pony that loves makeovers, and fashion. She actually believes that her life is glamorous!"

When all three of them laugh, Bocoe reads from the monitor once again. "That's interesting!...It says here that Rarity also contains a great deal of magical power. It's not as effective as Twilight Sparkle's, but according to our resources, her magic contains a telekinetic ability that she can use as an attack. She can also use a magic spell to find hidden gems and other fancy objects throughout Equestria."

Eggman ponders. "So, Rarity can sense gems just like Knuckles huh?.....You know something, she might be of use to us after all! But what about the yellow pony?"

"Oh you mean Fluttershy?" Decoe answers. "You don't have to worry about her! From what our resources show, it's impossible for her to be considered as a threat. Even though she represents the Element of Kindness, she's afraid of her own shadow! She spends most of her time tending to the animals, and is well known for being too shy and polite to the other ponies."

Eggman chuckles. "Heh-Heh-Heh-Heh-Heh!...I knew she was too weak and pathetic to defend herself! Getting rid of her will be way too easy! You know boys, I'm impressed. For once you actually managed to do something right!" Decoe continues to please Eggman with more information. "But there's something you should know, besides the Elements of Harmony, their greatest power of all is their love and friendship for each other!...See?" Eggman turns his attention to the screen and sees an image of the mane 6 all together.

"Aww look how happy they are...it makes me sick!" Eggman snarled.

"Really?..." Decoe panics. "...Quick, get some alka-seltzer for Dr. Eggman!"

"I'm not really sick you idiot!" Eggman shouts. When he takes a closer look at the screen, he spots their Cutie Marks for the first time, and tries to figure out what they are. "What are those weird symbols anyway?"

"They're called Cutie Marks sir." Bocoe answered. "They symbolize each ponies distinct personality or talent in Equestria!"

Dr. Eggman responds. "Cutie Marks? What is this a world designed by preschoolers? That's the most childish thing I've ever heard! But no matter, what else have you found out?"

"Everything you need to know is right here sir. Check this out!" He listens while Decoe and Bocoe reveal more information about the ponies. Thanks to the super computer, Dr. Eggman knows everything about them now, including where they live, what they like to do, and all their strengths and weaknesses.

Out of curiosity Bocoe asks him another question. "By the way, what do you plan to do with this information anyway Dr.?"

Eggman grins. "You'll find out soon enough. Just think of it as a little surprise for Twilight and her pathetic pony friends! But we need a solution to find out what they're doing right now. Decoe, bring me the Egg Wasps, and you better not drop them!"

"Yes Dr. Eggman!" Decoe leaves the cockpit and rushes downstairs to Eggman's weapon chamber. He returns holding a glass jar filled with mechanical wasps. Complete with titanium armor, metal stingers, and green eyes. They can fool anyone, even the biggest animal lovers like Fluttershy. What's unique about these wasps is that each one contains a microscopic camera, which grants Eggman the chance to spy on whatever he wants. Now with an advanced camera system, he can see anything that happens in Equestria.

"Perfect." Eggman smiles and grabs the jar from Decoe. "Now we can finally see what those fools are up to!" He opens the window from the cockpit and unleashes them all throughout Equestria. Eggman turns around and walks back to the control panel. "Alright, no more games. It's time to send out the big one!....Move!" The two robots move out of the way, allowing their master to press three buttons on the controls. The blueprints for his newest robot are revealed on screen. From the look on their faces it's something big......really big.

"The Egg Titan? Very nice Dr." Bocoe said. "But how are you gonna make this thing fit in the Egg Carrier?"

"You let me worry about that Bocoe! It'll take a while to build, but the Egg Wasps will warn us if our position is exposed." He puts on metal gloves, and carefully grabs one of the Dark Chaos Emeralds as if he was dealing with precious cargo. He grins while holding it in his finger tips. "Heh-Heh-Heh-Heh, if those maggots want the Chaos Emeralds back, then I say we let them have it! But what they don't realize is that there's a little something special waiting for them inside! Hm-Hm-Hm-Hm-Hm-Ha-Ha-Ha-Ha-Ha!" Eggman's diabolical laugh sends a chill down the metal spines of Decoe and Bocoe.

Meanwhile...in the wide open countryside of Sweet Apple Acres, Applejack and Knuckles looked everywhere, but so far, no sign of Dr. Eggman or his Egg Carrier. To get a better view, Knuckles climbed on top of the barn, and jumped off by gliding in the air. Passing over a corn field as he watches the ground like a vulture. Inside the barn, Applejack was busy alerting the Apple Family about Eggman. If he's already attacked Canterlot and the Everfree Forest, then who knows where he'll strike next. Better safe than sorry. As a request from Princess Celestia, they agreed to help with the search. Knuckles returns by reemerging from the ground, after gliding in the air he used the shovel claws to dig underground, being very careful not to damage the crops that they just planted. Applejack offers him a snack to regain his energy. She bucks an apple tree and rewards him with the juiciest apple that he's ever seen. "Thanks Applejack." Knuckles wipes it on his fur and starts eating it, but tells them that he couldn't find anything, not even underground.

At the Ghastly Gorge, Tails and Fluttershy were flying over the canyon. Looking at the ground below from a high perspective. While using The Emerald Tracker to try and detect something, Tails was concerned about one certain thing. "By the way Fluttershy, what is a Quarray eel anyway?" Almost instantly, the eels pop their heads from the side of the walls, frightening the little fox as he holds on to Fluttershy. "DAAAAAAHH!" He screams.

The sweet sound of her voice relaxes him. "It's alright Tails, this way." She safely guides him through the Ghastly Gorge, but the Emerald Tracker was still unable to pick up anything. Since his plan failed, Fluttershy gets her own idea. With no other ponies in sight, she approaches the birds, and calls out to them by singing the My Little Pony theme. In all his life,Tails has never heard such beautiful singing before. It was so soothing to his ears, that he almost ends up dropping the device into the abyss. With his heart melting, Tails was lost in his own thoughts. All he could think about was her voice, it was the voice of an angel. Fluttershy takes over by doing what she does best, kindly asking the animals for assistance. The birds couldn't resist her kindness, so they fly around to look for Dr. Eggman all over Equestria. 

"You really love animals don't you Fluttershy?" Tails asked.

Fluttershy giggles and sticks her hoof out in front of him. "Shall we continue?" 

After hearing her sing, Tails didn't know how to respond in the proper way. So he just grabs her hoof, and smiles as she leads the way.

In the Whitetail Woods, Shadow was skating down the path with Pinkie Pie galloping right behind him. Since searching for Eggman was so boring, she wanted to play a game with Shadow to pass the time. "I know, let's play I Spy!"

Shadow was getting annoyed. "No!"

"Great!" She smiled. "I spy with my little eye..." Shadow comes to a halt and turns around, planning to make everything perfectly clear with Pinkie Pie. "Listen Pinkie, this isn't the time for party games alright! If you're not gonna take this seriously, then.... just wait over there and stay out of my sight!" Even after raising his voice, Pinkie Pie was still smiling. She was just so happy to be here with him. 

"Okay!" Pinkie Pie hops over to wherever he was pointing. When she finds a tin can on the floor, she actually looks inside thinking that Dr. Eggman's hiding in there. "Hello, anyone in here?" Really Pinkie Pie? You actually think Eggman could fit inside that tiny little can?

Shadow facepalms himself again after seeing this. "Ugh, why did Eggman pick this place? Now I'm stuck with her for the rest of the day!" 

When Twilight, Amy, and Spike reached Manehattan, her number 1 assistant was too tired to continue walking, so Twilight allows him to ride on her back while Amy manages to stay one step behind them. When Amy first saw Manehattan she couldn't help but feel like she was back home. The city itself was so massive and awe-inspiring that it reminded her of Station Square, except for the fact that all the residents are ponies. They began their search but didn't know where to start. Eggman could be hiding anywhere in this entire city. But what they don't realize is that the Egg Carrier didn't travel that far. Without any useful answers, they continue on to the next location. Since Appleloosa was a far away Wild West town in Equestria, they had to take a train to get there. Once they've arrived, they were greeted by Applejack's cousin Braeburn.

"And who may I ask is this charmin' young lady?" Braeburn asked. Amy blushes after shaking his hoof, but reminds herself that her heart belongs to Sonic. At least that what she thinks.

Twilight giggles. "Braeburn, this is our new friend Amy. Her friends saved us when Canterlot was under attack!"

"Is Applejack okay?" Braeburn was worried about her.

"Don't worry Braeburn, thanks to Amy and her friends we all are!" Twilight answers.

"What in tarnation happened?" He asked.

They tell him everything, and warn him of the situation. He decides to help out by offering them a ride on a horse-drawn carriage to continue their search. Amy explains what they're looking for.

Back in Ponyville, Cream and Cheese were flying over the cottages, but Rarity wasn't much help. Instead she was focusing her attention on a diamond necklace that another pony was wearing, and couldn't resist asking where she got it from. Cream responds in a sweet voice. "Um Ms. Rarity, can you help us out here please?"

"Oh right, sorry darling!" Rarity said. She starts asking the other ponies if they've seen where Dr. Eggman went, and even uses some of her charm to get information from the boys. But the smoke caused by the fire in the Everfree Forest obstructed their view, so they were unable to see which direction Dr. Eggman took off to. Without any luck they continue to search for him. Rarity then promises to not let anything distract her from now on.

Rainbow Dash and Sonic both reached Cloudsdale at the exact same time. This wasn't the big race that they were planning, just a little friendly competition. But they were both satisfied that they finally found someone who can match their speed. Dashie tries to convince Sonic that she won by just a few centimeters, but Sonic chuckles because he knew the race was a tie. However, they had no choice but to settle this later, right now they're on a mission. To help Sonic reach the top of Cloudsdale, Rainbow Dash was happy to give him a ride on her back when she flies.

"I'm not too heavy for you am I Dashie?" Sonic asked.

"No, it's fine. But I would hang on if I were you!" Because he was so close to her, she blushes before taking off.

Like a supersonic jet, Rainbow Dash travels through the skies of Equestria with unbelievable speed. It was such a wild ride. Sonic holds on to her as tight as he can, but from his point of view, it just felt like he was running in mid-air.

Once they've reached the white fluffy clouds of Cloudsdale, Sonic was free to run across with Rainbow Dash flying above him. They can see Ponyville, Canterlot, and the entire Everfree Forest from up there. They look around from a certain spot, but just like the rest of the gang, they couldn't see anything either.

At that precise moment, they were spotted by three of Eggman's Egg Wasps. When they follow them through Cloudsdale, their eyes start beeping which alerts the Egg Carrier that they've identified the targets. To listen in on their conversations, a tiny satellite dish emerges from their bodies as they move in closer.

Inside the Egg Carrier, Decoe and Bocoe were given direct orders to watch the radar, while the maniacal Dr. Eggman was keeping himself busy by building the Egg Titan in his observatory with a handful of Eggbots to assist him. It was the only room big enough in the entire ship to fit something of that size. Decoe alerts him by using the intercome. "Uh, master? I hate to bother you but..." The evil doctor approaches the intercome with annoyance. "This better be good Decoe! If I've told you once, I've told you many times...DON'T INTERRUPT ME WHILE I'M WORKING! NOW WHAT IS IT?!"  

Decoe hesitates as he informs him on what's happening. "...Sir I think the Egg Wasps have detected something!"

"Is that so? Activate the surveillance system and put it on full screen!"

"Yes Dr. Eggman!" Decoe responds.

A giant monitor rises from the ground in his observatory, and shows Sonic and Rainbow Dash looking for him in Cloudsdale. 

"Come on out Eggman! We know you're out here somewhere!" Sonic shouted.

"Yeah, you can't hide forever!" Rainbow Dash said. 

Eggman covers his face with another creepy smile. "All in good time Sonic, all in good time! And don't you worry about a thing Rainbow Dash, soon your entire race will become my prisoners once I'm done with you!" After releasing a devilish laugh, he rejoins the Eggbots and continues to construct his harbinger of death. With three Dark Chaos Emeralds placed in separate containers, there's no doubt that he plans to use them for the Egg Titan's power source.

As the search continues for Dr. Eggman, time erratically goes by until the sun sets over Ponyville. Outside the Library, everyone shares the same bad news.

"Have you guys found anything yet?" Twilight asked. 

Knuckles shakes his head. Closing both eyes with dissatisfaction. "Sorry Twilight, we looked everywhere, but couldn't find him! The one thing Dr. Eggman's always good at is hiding!" 

Twilight was starting to worry, if they couldn't find Dr. Eggman, how much longer will it be until he attacks again? Sonic was thinking the same thing. "We'll have to inform Princess Celestia." Twilight said.

"Do you think she'll take the news well?" Sonic asked.

"I hope so." She responds.

"By the way Applejack, Braeburn says Hi!" Spike said.

"Who's that?" Knuckles asked.

"My cousin!" Applejack answers. "How is old Braeburn anyway?"

"He's good Applejack, but he misses you!" Twilight responds. "He wants to know when your coming to Appleloosa again."

"We can visit him tomorrow if you want A.J." Knuckles suggests.

"Thanks Knuckles." Applejack said.

Tails continues. "If the Emerald Tracker was working properly, then finding Eggman wouldn't be so hard! I'll have to work on it tonight!"

"Careful Tails, remember what happened the last time you stayed up all night trying to build something?" Sonic asked.

His cheeks blushed with embarrassment. "It was just a minor miscalculation Sonic!"

"Minor?" Sonic laughs. "You almost blew up your workshop, and you set Shadow's tail on fire!"

"Yeah but, his fur grew back didn't it?"

Twilight and her friends laughed, but Shadow remains serious. "You guys are funny." Twilight said. 

When Shadow grabs Tails and threatens him, the mares were too afraid to interfere. "Just so you know Tails, I still owe you one for that!" Tails gulps.

Sonic protects his best friend. "Hey chill out Shadow, it was an accident! Not in front of the girls!" After glancing at Sonic, Shadow releases him. "Consider yourself lucky Tails. You won't always have Sonic around to watch your back, so I suggest you start watching it yourself!"

"Is...he gonna be okay?" Twilight asked.

"Oh don't mind him Twilight, he's just in one of his moods." Sonic replied

"If that's one of his moods, I'd hate to see the others." Rainbow Dash said. 

After such a long day, it was time for the girls to eat. They invited their friends to the Ponyville Café, hoping that it can somehow keep Shadow under control. Spike, and the Cutie Mark Crusaders: Applebloom, Sweetie Bell, and Scootaloo join as well. It was her first time meeting the newcomers in person. She was really excited because her best friends told her so much about them. As they walk through Ponyville, Sonic was admiring the sights with his good friend Rainbow Dash. The other ponies welcome him with a friendly smile. Sonic was kind of disappointed that there was no chili dog stand anywhere, but the thought of eating daisy sandwiches and hay fries just wouldn't leave a good taste in their mouths. To help them figure out what's edible, Pinkie Pie mentioned that the Café is well known for their milkshakes and these really tasty treats called Cherrychangas. She just loves saying the name, and was even nice enough to pay for them. Sonic felt like it was unfair and unnecessary for her to do so. But after hearing his stomach growl, the always cheerful Pinkie Pie insisted. When they sat down to enjoy a nice meal with the ponies, laughing, sharing precious moments, and just being themselves, Amy was telling Sonic all about Manehattan, and how much it reminded her of their world. Once everyone finished their own food, avoiding brain freeze along the way from the milkshakes, they leave the Ponyville Café and return back to their separate homes for the night. Tails was more than ready to start reconstructing the Emerald Tracker, thanks to the privacy of Twilight's Library, but there was one little mishap that can ruin his whole plan.

"Oh no! I just remembered that I left my tools back home in my workshop. What am I gonna do?" 

"Hmph, some genius you are!" Shadow actually found it funny that Tails could make such a stupid mistake.

Lucky for him, Twilight was very good at solving problems, so she provides some useful information. "It's okay Tails, there is a hardware store just around the corner of Ponyville. It should have all the requirements you need."  He didn't need much though, just a screwdriver, pliers, and a soldering iron.

"We can show you where it is if you like?" Sweetie Bell smiled.

"Sounds great!" Tails replied.

The little filly Applebloom was curious. "What are you workin' on?" 

"Just a special gadget that'll help us find what we're looking for." Tails answered. 

"Can I come with you Tails? I always wanted to learn how to build something!" Spike asked.

The more the merrier. "Sure Spike, maybe tonight you can be my little assistant."

"Awesome!" Spike was fully prepared to try something new.

"Just remember to get some rest Tails, tomorrow's another day!" Sonic announced.

"You got it Sonic!" Tails responds.

Sonic laughs. "We wouldn't want the same problem to happen here now would we?"

"Alright Sonic can we just drop it?" Tails was starting to get annoyed.

When they leave the Café, Fluttershy smiles at him. "Good night Tails."

He smiles back. Wishing her a good night as well. "Sleep tight Fluttershy."

Later that night in Dashie's room, Sonic noticed somethings that he hasn't seen before. He saw a poster of The Wonderbolts; which only reminded him of the little mishap they had earlier, and a picture of Dashie when she was a small filly. She also had a collection of books featuring her favorite character...Daring Do. It really caught his eye because comparing Dashie to the pony in the book, the resemblance was extremely close. Since Rainbow Dash was very competitive, she wanted to play her favorite board game with him. In the simplest of terms, it's like Battleship, but with pieces that includes weather ponies, clouds, thunderbolts, and seagulls. The game was a little too confusing for Sonic to understand, so it was an easy win for Dashie. He smirks while she was busy gloating.

"Congratulations Dashie, but board games aren't really my thing!"

As the night slowly drifts away, he climbs into bed with her, but keeps his distance so she wouldn't feel uncomfortable. 

"Sweet dreams Sonic." Rainbow Dash smiles when she turns off her light.

"Good night Dashie." Before shutting his eyes, Sonic glares outside her window. Just waiting for Eggman to make his move. 

Back at the Library, Spike and Tails return from the hardware store. They see Twilight writing a letter to Princess Celestia, informing her that they haven't found Dr. Eggman yet, but they'll try again tomorrow.

"Did you find everything you need Tails?" Twilight asked. 

"We sure did Twilight." Tails answered. "Everyone's so nice here! Since Spike couldn't afford any of the tools that I needed, they actually let us borrow them for the night." 

Twilight smiled. "I'm glad to hear that Tails. But make sure you return them first thing in morning when you're done. Spike, can you deliver this scroll for me please?" Twilight asked.

"Sure Twilight." He magically delivers the scroll with his fire breath.

"Neat!" Tails was astonished. Even with an intelligent mind like his, it was still very pleasing to watch how they use magic in this world.

Before heading up to her room, she pulls out a book on engineering with her magic. "Here Tails, this should help." Twilight said. "Good night you two, try not to work so hard!"

They both respond while she ascends the staircase. "Thanks Twilight, Good night!"

"Remember Spike, safety first!" Tails announced.

"Check!" Before they can get started on the device, putting their goggles on was the first step. 

After 25 minutes of inspecting it, Tails finally identified the problem. "Oh here's the problem!"

"What is it?" Spike asked.

"One of the wires is loose that's all. Spike, can you hand me the pliers please?" 

"Coming right up." Spike was really persistent to help out. But there was only one problem. "Which one of these are the pliers again?" It was his first time building something so hi-tech, he wasn't familiar with any of the tools.    

Tails chuckles. "It's this one Spike." He grabs the pliers and carefully feeds the wire back into the circuit board. 

"Oh.....right. Need help with anything else?" Spike asked.

"Yeah, can you hold this wire and make sure it doesn't go anywhere? I need to use the soldering iron."

"The what?" Spike questioned.

"You know, that one certain tool that can melt an electrical current between two circuits." Spike just blinks, having no idea what he was talking about. His mind was drawing a blank from all this technical talk. Tails tries to be a little more specific. "The one that was the most expensive."

"Oh that one!" Spike replied. To demonstrate what it does, Tails melts the wire in place and was very cautious not to burn Spike's fingers.

"So that's what this does." Spike was learning a lot of interesting things about technology. With enough practice, he might actually be able to teach Twilight a thing or two to help improve her studies.

After tweaking some last minute adjustments with the screwdriver, Tails was marveled by the results. "Thanks for the help Spike! I can see now why your Twilight's number 1 assistant!"

Spike takes the complement by being very timid. "Aww shucks, it was nothing. But you're really good at this!"

"Thanks. Well it should be working now...." Tails yawns. "....But we'll have to wait till tomorrow to test it out!"

Spike yawns as well. "I agree. We better get some sleep before the sun comes up." 

The two little inventors spent an hour and a half working on the device, and were finally ready for bed. They quietly sneak up to Twilight's room with the feeling of a job well done. 

6 hours have passed but the sun was still camouflaged by the moonlit stars. Inside Sugarcube Corner, Shadow sleeps on Pinkie Pie's couch without any impression of grief. But without caution,Shadow has a nightmare about the most tragic day of his life, where he lost the only human being he ever cared for. When he was created by Eggman's grandfather Professor Gerald Robotnik to become The Ultimate Life Form, he was considered as a threat by the government. They dispatched a team of G.U.N. Special Forces to infiltrate the space colony ARK, where they wiped out all evidence and eliminated the ones responsible for his creation. After placing him into an escape pod, Robotnik's granddaughter Maria, the only friend Shadow's ever had, was gunned down right in front of him before being sent to Earth. He can still hear her voice calling out to him. "Shadow, I beg of you! Give them a chance, to be happy!" He then cries out to her "MARIA!" and suddenly wakes up. Even after suffering from total amnesia over time, these gruesome images still haunt him to this very day. Shadow felt responsible for her death, and as a result, he transformed into the vengeful anti-hero that we all know today. Upon hoping that it was just a dream, Pinkie Pie was overwhelmed to see that something actually frightened the black hedgehog. While breathing heavily, his eyes were covered by his own hand.

"Are you okay Shadow?"

He snaps back to reality and looks at her. "Yeah....I'm fine."

"Did you have a bad dream?" She asked.

Shadow speaks in a harsh tone. "I said I'm fine! What are you doing up this early anyway?"

"I want to show you something!" Pinkie Pie smiled and grabbed his hand with both hooves. Trying to pull him off the couch.

"What is it?" He wasn't looking forward to her response.

"It's a surprise!" Pinkie Pie said.

Shadow snarls. "I don't like surprises!"

"But I know you'll like this one, C'mon!" She smiles again and hops outside her front door. Shadow walks behind her thinking to himself "This better be important!"

He walks outside and sees everypony heading towards the center of Ponyville, where a big stage was set up for a special occasion. Pinkie Pie was really excited about this. She hops around and says hi to the other ponies, every single one of them. When he spots Sonic and the others up front, he warps to avoid squeezing his way through the large crowd of ponies.

"Nice of you to join us Shadow!" Sonic said.

"What's going on here?" Shadow asked.

"Beats me! Dashie woke me up early and told me that it's a surprise!"

Shadow eccentrically turns to Sonic. "That's strange, Pinkie Pie told me the same thing!"

"Where is Pinkie Pie?" Knuckles asks.

Shadow folds his arms. Demonstrating just how much he doesn't care about her. "I don't know, she's around here somewhere. Probably making a fool of herself!"

Rainbow Dash tries so hard not to laugh, since Pinkie Pie's her friend. But couldn't help it. "Ha-Ha! That's Pinkie Pie alright! She's so random!"

"I wonder what the surprise is?" Amy was very aroused. Almost as much as Pinkie Pie. 

Tails yawns. "I hope it's a bed cause I'm still tired."

"Awww, don't fret little fella." Applejack rubs his scalp with her hoof. "It'll all be over before you can say Hokey Pokey!" Tails was too tired to even say the word.

"Poor Tails." Fluttershy said.

Knuckles continued. "But the sun's not even out yet."

"Not yet, but it will be soon!" Scootaloo smiles.

Sonic and his friends look at the young filly, just wondering "What does she mean by that?"

But Shadow was the only one that wasn't excited about this. "You mean to tell me you dragged us out here just to watch the sun rise?"

"Not quite." Twilight winks to her friends.

"Hold on guys, I'm coming!" Pinkie Pie manages to squeeze her way through the other ponies. "Excuse me...Pardon me!"

She made it just in time. When Celestia's guards appear on stage, everyone turns to the center. The guards blow their horns before announcing the arrival of the sun goddess herself. Sonic folds his arms while the others watch, unsure of what to expect again. She flies off the stage with her horn glowing like a sapphire stone inside a dark cave. What a miraculous sight, Princess Celestia was using her magic to raise the sun over Equestria. It was a spectacle that they'll never forget. Tails rubs his eyes to ensure that he isn't seeing things.

"No way!" Sonic enjoyed it, but wasn't the only one. 

"Unbelievable!" Cream's eyes glistened. Wishing that the sun would rise like this back home.

They applaud while everypony cheers for Princess Celestia.

"See Shadow I told you, isn't it great?" Pinkie Pie hugs Shadow, but the sound of his voice indicates that he was very irritated by it. Her mane smelled like cotton candy, but he wasn't the least bit concerned.  "What the heck are you doing Pinkie?"

Sonic warns her. "Uh Pinkie Pie, I wouldn't do that if I were you! Shadow's not really the friendly type!"

Shadow glares at the pink pony, and decides to let this one slide. "Alright Pinkie that's enough....Now get off!"

"Okay!" She lets him go with a smile on her face.

"So what do you think guys?" Twilight asked.

Rarity adds her own expression. "Wasn't it just absolutely fabulous?"

"I must admit girls, that was incredible. She raises the sun like this every morning?" Tails asked. 

Twilight nods her head.

"So romantic, isn't it Sonic?" Amy smiles at the blue hedgehog. Hoping that after all her patience, maybe now he'll finally start feeling the same way about her. Like that'll ever happen.

"It's just a sun rise Amy. It happens all the time!" Sonic replied.

"But not like this!" Amy said.

"Well, you got me there."

When Princess Celestia lands back on stage, Twilight knew that it was the perfect time to check if she received the letter. As the others follow her, Sonic accidently bumps into a really mean griffon named Gilda.

"Hey!" She shouts.

"Sorry I didn't see you!" Sonic was being polite. But Gilda was as rude as she can be. "Out of my way rat!" 

Sonic didn't like her tone, not one bit. "I'm not a rat, I'm a hedgehog!"

Shadow gets involved without asking, maybe he can reason with her. "You got a problem with hedgehogs?"

Sonic and Knuckles back him up, while Rainbow Dash approaches her. "Leave them alone Gilda, they're not from here!"

"Yeah I can see that!" She muttered. "Look how weird they are!"

Insulted by her attitude, Knuckles raised his voice. "Weird? Look who's talking! At least they know what we are! What the heck are you supposed to be?"

"I'm a griffon you dweeb!" Gilda responds. "You're still hanging out with these losers Rainbow Dash? I thought you were cooler than this!"

"Who are you calling a loser!" Shadow grits his teeth, and charges the energy in his right hand. He was about to attack her with the Chaos Spear. Gilda should consider herself lucky that Sonic was holding him back. She was starting to piss him off.

Knuckles yells at her again. But this time...as a threat. "Look, why don't you just back off alright?!"

"Whatever.....Freaks!" Gilda walks away, completely neglecting what they just said. Fluttershy was still afraid of her from the last time they met. She hides behind Sonic and Shadow so Gilda wouldn't see her. If I was Sonic I would punch that griffon so hard right now for making Fluttershy cry. But being the nice guy, he just ignores her. When Gilda flies away, Amy shouts at her with animosity. "That's right, get out of here! Maybe next time you'll learn to treat my Sonic with respect!" She even pulled out her hammer, just in case. 

"Ugh, give it a rest Amy!" Sonic wasn't in the mood for any of this right now. "Geez...What's her problem? Looks like someone fell out of bed this morning!"

"Why that griffon's angrier than a herd of stampeding buffalo!" Applejack said.

"Well, I hope that's the last time we ever see her again!" Rarity was aggravated. Gilda's bad attitude is always responsible for causing nothing but trouble. And gives Equestria a bad name.

"She's almost as bad as you are Shadow!" Sonic mentioned.

Shadow folds his arms. Avoiding his words of amusement. "Hmph, don't push me Sonic!"

Sonic turns to Twilight. "See what I mean?"

Twilight tries to be inspirational. "Don't let her get to you guys, she's not worth it!" 

"Yeah, she's just a big mean meany pants!" Pinkie Pie announced.

Rainbow Dash apologizes. "I'm sorry guys, I should have told you about Gilda."

"It's alright Dashie, it's not your fault!" Even though Sonic was upset, he couldn't blame her for Gilda's attitude.

"For a second there I thought things were gonna get ugly!" Amy said.

"They did when she walked in! Who was that?" Knuckles asked.

"Just someone I use to know from the Junior Speedsters flight team. We were old friends until Pinkie Pie showed me just how rude she was to the other ponies, and to my new friends. I didn't like her attitude anymore so I called it off." Now they can see that she made the right choice. Twilight and the other mares were much nicer and more caring than Gilda will ever be in her entire life. Rainbow Dash described her as a half eagle, and half lion, but they only heard about these creatures in fairy tales. They've never seen one up close before, but after meeting Gilda, they're not sure if they ever want to again.

Shadow continues to be infuriated by Gilda. "That griffon is very irritating, should I take her out?"

"No Shadow!" Sonic shouts. "Remember, we're not here to cause trouble. We're here to help them, so save your anger for Dr. Eggman!" Even after all this trouble, Sonic still had a sense of humor. "Besides, if you want to take her out, why don't you just get her flowers or something. After all she's perfect for you!" Everyone snickers, but Shadow remains quiet with his usual frown. He didn't think that was funny at all. Pinkie Pie was starting to worry about Shadow. All she ever wants is to make him happy, but it seems like he can't take a joke. Getting him to smile is gonna be tougher than she thought.

Just when they thought they couldn't meet anymore more obnoxious, a brown male Pegasus pony named Dumb-Bell walks up to them with his two friends Hoops and Score. This pony was a real jerk. He spends most of his time insulting and criticizing the other ponies, and even bullied Rainbow Dash and Fluttershy when they were small fillies.

"Hey look, it's Rainbow Crash and Klutzershy!" Dumb-Bell said.

To save her dignity from his offensive behavior, Rainbow Dash stands up for herself. "Knock it off Dumb-Bell, we have guests!"

"Oh that's right, I heard you were suppose to race this porcupine, or whatever he is. Well, don't fly home and cry to your mommy when you lose!" Dumb-Bell laughs at Rainbow Dash to humiliate her...right in front of her friends. "Still think you have the skill to beat him with a Sonic Rainboom? Which we all know doesn't exist! When are you gonna stop living in this little fantasy world of yours?"

Fluttershy tries to be more assertive, but still speaks in a perceptive voice. "Now wait just a minute Dumb-Bell. Rainbow Dash does have the skill because she's already performed the Sonic Rainboom let's see here...one...two....three... four times. It's not fair to judge her for something you haven't seen."

"Yeah, we've all witnessed it ourselves!" Sonic said. Of course Dumb-Bell and his friends don't believe them, and continue laughing with disbelief.

"Yeah right!" Hoops chuckled.

Dumb-Bell couldn't take Fluttershy seriously. "And I suppose you're gonna fight her battles too huh Klutzershy? It doesn't matter what you think, deep down you know that everypony's laughing at you! You're nothing more but a sad and pathetic excuse for a Pegasus that no one gives a flying feather about! So you might as well not even exist!"

They constantly tease her by repeating "Fluttershy can hardly fly!"

"Stop it Dumb-Bell!" With tears in her eyes, Fluttershy was begging for them to stop. His insults were hurting her so much.

"Hey now, that's not nice!" Pinkie Pie shouts.

"Cut it out guys, you know how sensitive she is!" Twilight said.

Uncaring about Fluttershy's feelings, Dumb-Bell continues to harass her in front of everyone. "Awww does the little crybaby want her bottle?" When they laugh at her again, Shadow looks at Fluttershy, and sees her helplessly crying in the background. He's had enough of this. The Ultimate Life Form shuts them up by grabbing Dumb-Bell's neck, slamming him against a wall without remorse. By lifting him off the ground with one hand, Shadow threatens the male pony without any means of forgiveness. "Now you listen and you listen good creep! I'll be watching you three very closely! If I catch any of you bothering them again, I swear, I'll be the last thing you'll ever see!..." He clinches his hand into a fist, and pulls Dumb-Bell closer to eye level. Staring at him with a bloodcurdling gaze that'll scare even the toughest of ponies. "...Got it!"

Dumb-Bell was terrified. "Alright, alright, I'm sorry!"

Sonic smirks and tries to keep Shadow under control at the same time. But Dumb-Bell deserved every minute of this. "Hey Dumb-Bell, I see you met our friend Shadow. But there's something I forgot to tell you, he has a really...bad...temper!"

Dumb-Bell begs for mercy. "No, please don't hurt me! I-I-I-I was just kidding!"

"Then tell that to them! You have five seconds!" Shadow charges the Chaos Spear again. Showing just how serious he can be. Whether it's intentional or not, this was his favorite way to spread a simple message for them to understand.

When they apologize to Rainbow Dash and Fluttershy, Sonic realized that they learned their lesson. Not so tough now are you Dumb-Bell?

"Easy Shadow, let him go!" Sonic said.

Shadow throws him across the floor right in between Hoops and Score. Forcing them to leave before he changes his mind. "Now beat it!"

"L-L-L-L-Let's get out of here!" Dumb-Bell and his friends run away in fear.

Shadow watches the fleeing ponies, and responds in a serious tone. "Hmph, just as I thought...they're all talk!"

Tails was doing whatever he could to help Fluttershy out. "Please don't cry Fluttershy, they won't be bothering you anymore!" When she sniffles and looks up to Tails, Shadow regroups with them.

"Nice job Shadow!" Sonic was actually proud of him.

"Yeah, you really showed them!" Scootaloo hops with excitement. After witnessing how he threatened Dumb-Bell, the girls didn't know if they should fear Shadow, or thank him for protecting their dear Fluttershy. But they soon realize that he did this for a good reason, to help his friends. Even Rarity was grateful, she can now see that there is some good in him. Sure he was a little rough, but it didn't matter. Standing up for their friend was a very generous thing to do.

Rarity thanks him, just hoping that he'll accept her complement. "Thank you very much for helping her out Shadow, and might I say your attitude is so, how can I put this? Um...Feisty! It certainly does come in handy for situations like this!"

"Whatever." Shadow folds his arms again, but was kind enough to listen.

With tears still flowing in her eyes, Fluttershy walks up to him. She was starting to feel much better now, but still needed the right encouragement. It felt like there was a huge hole in her chest, that she's unable to fill by herself. "Um...Thank you...Shadow."

Shadow looks at the crying Pegasus, and decides to give her some helpful advice. "Fluttershy, you have to learn to be more assertive. If you're too nice, it'll only give the other ponies a chance to push you around!"

Cream advises her new friend after agreeing with the black hedgehog. "He's right Ms. Fluttershy, you don't deserve to be treated like that."

"Chao! Chao!" Cheese was feeling sorry for Fluttershy too. 

"Oh, I know. But you see, I've already tried that once, and it didn't turn out so well." Referring to an episode called "Putting Your Hoof Down," Fluttershy learned to be more assertive when she took a special training course by a Minotaur named Iron Will. But with a terrible price her assertiveness got out of control, and ended up hurting Pinkie Pie and Rarity's feelings as well.

Tails continues to cheer Fluttershy up, but was feeling her pain. Because she's the most beautiful thing he's ever saw, he wanted to cry with her. Seeing her like this was tearing his heart to pieces. "But don't feel bad Fluttershy, I'm sure if other ponies were as kind and sweet as you are, then there wouldn't be anything wrong in such a wonderful place like this! You're perfect just the way you are!"

When she smiles, Pinkie Pie moves in closer. "Now there's the smile we've been looking for!"

"There you go Fluttershy, now let's dry those tears!" Applejack said.

But there was one thing still bothering her. At first she was way too assertive for her friends, now she wasn't assertive enough. "But how will I know when to be assertive?" Fluttershy asked.

Twilight answers in a thoughtful manner. "Just listen to your heart Fluttershy, it'll tell you when something doesn't feel right."

With the love and support of her good friends, Fluttershy was finally happy again. The way it was meant to be. She can always depend on them, but it was shocking to see that out of everyone she knows, Shadow was the one who protected her from Dumb-Bell's harassment. Maybe now he'll think twice before picking on another pony. 

As Twilight continues to reach Princess Celestia. Her only concern was to figure out where Dr. Eggman is. Hopefully Celestia will know what to do.

Can our heroes find Eggman before he unleashes the Egg Titan to destroy Ponyville? Stay tuned for Part 2.

To Be Continued...