Tick-Tock Goes the Clock

by SilverQuilled

First published

The Doctor. A hidden monster. Manticore poison. Five days to live.

When Doctor Whooves first arrives in Ponyville, he isn't alone. He's chasing after a being known as the Shadowed One. As the Doctor runs through the Everfree forest, he is stung by one of the deadliest creatures of all: the manticore. He learns that he has five days to live, before the incurable poison forces him to regenerate- with a fifty percent chance he won't survive the process. He now has five days to locate and stop the malicious Shadowed One before Ponyville, no, all of Equestria, is doomed. And with the locals not exactly being their friendliest due to the changeling scare, who knows what could happen?

Also, the picture has nothing to do with the story. I just felt like it was too much to resist.

It All Begins

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Lavender "Dinky" Doo hated colts.

Well, not quite all colts.

She thought that Featherweight and Truffle Shuffle from school were pretty cool. Pipsqueak with his awesome accent was a good friend. She could even get along with Rumble, even though he was a little too boisterous for her tastes. Hay, even Snips and Snails were okay. They told funny jokes that always made her laugh.

But the coltfriends her mother brought home were something else entirely.

It wasn't her mommy's fault. She was just tired of being a lonely, overworked, single mother all the time. The family would do well with a stallion in the household. None of the colts mommy dated were good enough for a mare like Ditzy.

The first one just wanted somepony to do all of his housework for him. He'd ordered her mother around endlessly, proclaiming that if she really loved him, she'd help him out a little. Ditzy had ended up cleaning the entire house by herself (though her daughter did at least try to help) from top to bottom. It had taken Dinky a week, two days, and five hours to convince her mother that she wasn't just somepony's housemaid.

Coltfriend number two had not been after Ditzy's working capabilities, but her money. Dinky's mommy slaved away at a difficult job all day for just enough to support the two of them and a little extra for a "rainy day," as her mommy put it. Dinky had caught him with his hoof in the money jar they kept on the mantle. The stallion had required twenty-four stitches and two plaster casts when the diminutive filly was finished with him.

The third stallion had seemed nice enough. He'd given Dinky's mommy a dozen roses on their first date, and the filly had gotten a brand new toy! Dinky had thought he might be the one who'd be the perfect match for her mother, but something kept nagging at the corner of her mind. There was something odd about him... Two days after the lovebirds' third date, the stallion had been revealed as a changeling.

Eight stallions later, and Ditzy was still trying. Dinky knew her mommy had been sad and lonely ever since her daddy had ...gone away... and there was only two ponies living in the house now. Dinky missed her daddy, but not nearly as much as her mommy did. Daddy had ...left... before dinky had gotten the chance to really know him. The little filly knew she had to be strong, strong for her mother.

And so, Dinky decided to take thing into her own hooves.

Her first attempt was a collaboration with the rough and rowdy Rumble. Both of them agreed that Thunderlane would be a great coltfriend for Dinky's mommy.

One awkward date later, and Thunderlane and Ditzy Doo were no longer a couple. (Thankfully, they remained friends.) Rumble and Dinky swore to never speak of it again.

Dinky and the Cutie Mark Crusaders tried their collective hooves at matchmaking, specifically Apple Bloom's brother, Big Macintosh. To put it lightly, Big Mac's blush was visible through his apple-red coat.

The unicorn filly began growing desperate. Each of her mommy's coltfriends was worse than the last, and Dinky herself was having no success. Operation Noteworthy failed abysmally, resulting in six escaped chickens and an overturned cabbage stall. Even worse, if possible, was the attempt with Fireball. Dinky learned even more inappropriate words than fillies twice her age. But the worst one of all was the date with Narcissus. She should've known that the egotistical stallion would have no interest in a modest mare such as her mother.

Dinky's frustration at her own inability and futility began to turn violent. She quickly developed an arsenal of destructive spells that ranged from incendiary to concussive. The trees in the clearing behind her house were scarred from blast upon blast from a filly who was too ineffective to even earn her own cutie mark- with the power she now easily slung around, she should have definitely gotten a mark in devastating spell-casting.

On one particular day that Dinky had returned to her training clearing, she had been dangerously close to erupting into flames. Diamond Tiara and Silver Spoon had been particularly vicious with their insults, and the teacher had done nothing but stand by and watch. It had taken every ounce of her preciously little willpower not to disintegrate the pair of bullies on the spot. To make matters worse, the CMC couldn't come to play with her, and her mommy's snide coltfriend was coming to dinner with them. Dinky couldn't stand the holier-than-thou expression he constantly wore around her. Oh, he never showed that face to Dinky's mommy, but the little filly understood his intentions well. If he ended up moving in like the grown-ups planned, then Dinky's life would be comparable to that of a cursed soul in the Underworld.

With a wrathful yet adorable shriek, the filly blew a hole the size of a hoofball clean through a tree trunk. She was furious, which only served to further her devastating power. Enough branches to thatch half of her house were incinerated in the blink of an eye, turned to ash in a powerful magic beam.

With every blast, the rage in Dinky increased. The filly didn't even notice as her mane and tail began smoking alarmingly. With an alarmong FWOOM!, golden flames spontaneously combusted around her, engulfing her in waves of arcane fire.

The edges of Dinky's sight became shrouded in the same buttercup-yellow as her magic. Her furious scream became all but inaudible over the maelstrom of magic that boiled around her. A sphere of energy burst from her horn, enveloping her fiery form. Rings of magic so destructive that archmages could but dream of circled around her at a brutal velocity, sawing easily through any obstacle they encountered, whether it was stone or tree trunk.

Dinky felt a burning, all-consuming rage sweep her away. She felt helpless at her inability to help her own mother, and that helplessness quickly morphed into anger that burned brighter than the sun. She felt intense hatred for those who mocked and belittled her. She was incensed at her own weakness, furiously enraged because she could do no more than accept her unkind fate, the fate of her mother.

Her vengeance burned bright, the irascible ire against those who would dare break her mother's heart. They deserved to die. All of them. They all deserved to burn in her unquenchable fire, burn until nothing remained. They were nothing. They knew no pain like that her mother had felt, grief that had torn her heart in two, leaving her a broken shell of the mare she had once been. And this... scum... would rip her apart in a moment, for what?! A few bits?! Extra hooves around the house?! The vile pests. Her animosity defied all words that would come to her, save for three:




A blast of golden fire, burning as hot as the unicorn who had cast it, blazed forward, catching anything, anything that dared stand in its way. Anything and everything erupted into brilliant flames and burned to ash in a split second.

And then, as quickly as it had boiled over, Dinky's inequine rage faded, as well as her potent magical force. The orb of fire flickered and died out. The flames that danced around the circumference of her vengeful blast were extinguished in an invisible wind. A dry breeze returned her mane and tail to their former furry state. Her vision went black and she toppled, unconscious, into the scorched crater her own magic created.

Such is the wrath of a filly whose mother's pain is her own.

Nurse Redheart had been heading home from a busy day at the Ponyville Hospital when she saw the massive burst of magic blast through the trees. She dropped her saddlebags and raced towards the sight of the explosion, certain she was about to have to resuscitate some poor burn-riddled pony.

What she found was far from that.

Little Dinky Doo, daughter of the clumsy mailmare who sometimes visited Redheart's office, lay curled up in the middle of a crater the size of a two-pony buggy. Scorch marks radiated from her prone position, but aside from a layer of dust, Dinky seemed to have come out unscathed.

The same could not be said for the surrounding area. Every tree in a ten-yard radius had been razed to a smouldering, charred pile. The ground had been burned until the moisture had evaporated, laving the dirt cracked and brittle. Alarmingly, the nurse was reminded of a dry lake bed she had once seen, parched from a paucity of water during a brutal and unforgiving drought.

The fact a school-age filly could wield power that great terrified her.

Dinky began to stir beneath Redheart's hooves. She blinked blearily, confused about her change in surroundings. "Wha- What happened?"

Being an earth pony, Redheart could only speculate and use the textbooks she had all-but memorized in medical school. "You had a magic overload. All unicorns have a lot of magic in them, and it all came out at once. You're lucky you didn't get hurt or killed..."

Dinky scowled. "I'm not a filly. I know what an overload is. I just wanna know how I managed to use that much in one go. I don't think even Twilight has that much magic in her."

The nurse shrugged. "I honestly don't know. My guess is that you tapped into some big magical source or something. I'm not an expert on unicorn magic."

The filly frowned, her face contorting adorably. "Does emotion contribute at all? That might have been what triggered the overload."

Redheart was impressed. You didn't often see a filly as young as Dinky capable of managing more than the occasional two-syllable word."I'd guess so. Unicorns tend to cast better spells when affected by a strong emotion, like love or happiness."

The unicorn gulped. "What about anger?"

The nurse blinked, taken aback by this abrupt question. "What do you mean?"

"You know," Dinky elaborated, "Animosity. Ire. Fury. Wrath. Rage. I can go on and on..."

Nurse Redheart, one who often treated small foals, quickly picked up on the look in Dinky's eyes. It was the same look many fillies and colts had when faced with a needle as long as they were: absolute terror. "Are you saying..."

The now-distraught filly nodded, tears pooling in her eyes. "I-I was r-really angry, and th-then there was..."

The nurse had to lean in to hear the last word.


The filly wept freely, the drops of sorrow washing away trails of dust upon her cheeks. "I-I was so... so angry... I'm so sorry!"

Nurse Redheart, named so for her compassion towards the young and sick, nuzzled the stricken Dinky. "It's okay. It's all okay."

"No it's not!" Dinky wailed. "What if I hurt somepony? What if I get in trouble? What-" here she gasped as the ice-cold sensation of horrible realization poured down her back, "-what is the princesses take me away? I don't want to go away!"

Dinky Doo could already imagine the scenario:

Princess Celestia herself would descending from a golden chariot, surrounded by grim guards dressed in armor. She would look at Dinky and scowl. "Is this the one who has the impudence to burn my beautiful land with her horrid fire?

"No! No!" Dinky would try to wail. "It wasn't my fault! I just got angry!"

Princess Celestia would loom over the errant foal. "You are far too dangerous for you to stay here. Guards, take her away!"

The guards would grab Dinky and pull her away by her back hooves, with her screaming the entire time. Nopony would help her. Nopony would care. They would shout awful things at her:

"She's a menace!" That would be Roseluck.

"She's a horror!" That would be Lily.

"She's a monster!" And there would be Daisy.

"Ah hope Ah never have ta see her face again!" Apple Bloom.

"She tried to burn mah farm down!" Applejack.

"You freak!" Diamond Tiara would snarl.

"Nopony would ever want to love you!" An now Silver Spoon too?!

"Get away, you runt!" Rainbow Dash would growl as Dinky would turn beseeching eyes upon her.

"I hope they feed you to the changelings, you brute!" Rarity would recoil from the terrified filly.

"Yeah! Feed her to the changelings!" Sweetie Belle would echo.

"You're no good!" Carrot Top would snap. "You need to be thrown out!"

"I don't know why I ever wanted to be friends with you!" Scootaloo would shriek shrilly.






Her mother would be waiting for her at the end, face twisted into a mask of revulsion. "You are no daughter of mine."

By this point, Dinky was wailing, utterly inconsolable. Her itty-bitty shoulders were wracked with violent, trembling sobs that threatened to break her in two. She could barely draw a breath before crying out.

And then, she was warm. She was safe.

"It's okay," Redheart crooned, forelegs wrapped tightly around Dinky's shoulders. "I've got you. Everything is going to be just fine."

"R-Really?" Dinky whimpered.

"Really." The older mare assured her. "You're going to be okay."

"I'm scared," the filly whispered. "What if it happens again?"

"It won't," Redheart promised. "I can help you."

"H-How?" Dinky asked.

"I can teach you to be a nurse. You can learn to heal things instead of hurting them."


A beautiful friendship was formed that day. Dinky became an apprentice to Redheart, learning the way to tend to the sick and injured. Even though the nurse wasn't a unicorn, she still helped Dinky find a way to learn spells for healing. As the filly progressed in this gentle magic, she felt less and less angry as time went on. Something about the nature of the spells seemed to cleanse the very soul of the troubled filly.

As a result, Dinky was even more fun to be around, and thus gained popularity amongst the foals and fillies in school. The members of the Cutie Mark Crusaders became especially close, going so far as to acknowledge Dinky as an honorary member. They went on many explorations in search of their destiny... and their cutie marks, of course.

Little did teeny-weeny Dinky know that her destiny was waiting right around the corner...

Doctor Whooves, last survivor of the Time War of Gallopfrey, savior of worlds, and time traveler extraordinaire, was having a bad day. A really bad day.

For starters, his companion, now ex-companion, Clover the Clever, had decided it was time for her to leave and, as she put it, "settle down." Huh. As if he had the time to do that. Ridiculous.

To make matters worse, the TARDIS decided that this was an excellent time to play the silent game with him. It probably had something to do with him sulking, but he wasn't in the mood to acknowledge that right now. It was time for him to start over. Again. He was getting tired of doing that. Always moving about, never staying anywhere but the TARDIS for very long. Maybe Clover had a point.

But now was not the time.

He was chasing after a creature. One that had eluded him for quite some time: the Shadowed One, a creature who even he, the Doctor, had failed to glean any information about. All that he had to go on was an old poem inscribed into the wall of a notoriously difficult-to-enter temple located on Selena IV, a planet long forgotten to all but the eldest beings, himself being included, of course.

The Doctor had written down the poem as neatly as he possibly could while being pursued by the temple's automated defenses. Fortunately, his sonic screwdriver, two large boulders, and a hard-to-see piece of twine had solved that problem.

The poem read as inscribed:

To lords today and kings of old
Listen now to what's foretold
He who walks the darkened line
Where neither moon nor sun doth shine
Concealing within a heart of black
Both light and joy himself doth lack
Seeks to twist us with his lies
And darken now our sunny skies

He shall face the queen of joy
She who doth the dawn herself employ
Who sings to bring the coming day
And drive the doubt of dark away
Within her is the heart of flame
That burns the evil in her name
Queen of queens and bane of night
In whom all ponies do so delight

They shall meet in the keep of stone,
Where swords sharpen and blades hone
There greatest love is put to test
Through trials without rest
Aided by the the final knight
Who with him brings the hope of light
The one who is the bringer of dawn
When faith is broken and hope is gone
Shall rise up with wings anew
Avenge the ones the darkness slew
To find the stolen, to seek the lost
That which is achieved at highest cost

The poem was, to say the least, quite grim. Well, grim for anypony besides the Doctor, who had witnessed wars beyond counting and more death than anypony ever should. To him, it was a clue, a chance to stop this evil before it could take the lives of the innocents he protected.

"Alright, I'm going to need you to listen to me," the Doctor whispered to the TARDIS. "You're the one who knows exactly where we have to go in order to stop the Shadowed One. I need you to help me."

No reply.

"Please," he murmured. "They need me."


"I need you too."

A slight hum. But only a slight hum. The TARDIS was playing hard-to-get.

The Doctor sighed. "Fine. I'm sorry."

There were a couple more beeps. The TARDIS wasn't entirely convinced. She had been the one to travel with him since the very beginning, after all. There were certain drawbacks to how much she knew about him.

The Time Lord scowled. The TARDIS wasn't exactly making this easy on him. Then again, being the thing that carried you throughout all of time and space did give you a certain precedence.

The Doctor shook his head. "I guess I can just sit here and do absolutely nothing."

The TARDIS did not deign a reply.

"Is that the way you want to be? Well, fine. Don't expect me to be the one to talk to you."

More silence. She really was in a bad mood.

"See? I'm just sitting here, not talking to you."

If the TARDIS had eyes, she would probably be rolling them.

"Oh, I'm the immature one, am I? Well, who's the one that's acting like a 200-year-old?!"

It was then the Doctor realized he had been conversing with an empty room. He sighed deeply, resting his muzzle on the TARDIS controls. "You're right. I miss her."

With a whir, the time machine activated, preparing to travel to Celestia-knows-where. The Doctor perked his head up. "Have you got the orientation? Oh, you clever girl!" He paused, and then frowned. "I really need to get a new assistant."

The world the Doctor stepped out into was lush and verdant. All forms of life crowded around him. Tall trees gestured with long branches, reaching with their emerald fingers into the sky. Birds of every color, from mundane brown to neon orange, sang and chirped and squawked. The rattle and buzz of insects was everywhere. Small mammals and reptiles climbed and crawled and scuttled. Occasionally, a larger animal, like a deer or fox, would slink past shyly.

"Oh, hello," the Doctor said softly. "This Equestria alright, but where? Not Stalliongrad. Not Vanhoover either. Can't be Trottingham..." he sighed. "I don't have a clue..."

The Time Lord settled for camping up in a tree right outside the TARDIS. If this was where she wanted him to go, then it was best if he was out where he had clear field of vision. He wrapped himself in blankets he had found in one of the time machine's many rooms and waited for something to happen. Between his forehooves he cradled the Orb of Illumi, a small glass ball that would help alert him to the presence of the Shadowed One.

Day started to fade into night, the chunks of sky between the tree branches growing darker and darker. The sounds of nocturnal life began to awake around him, forming a comforting tapestry of noise. The Doctor's eyes began to droop sleepily. He understood that the reason the TARDIS was making him wait as long as he did was so that he didn't startle him. The on the Time Lord was searching for.

The last Gallopfreyan was all but asleep when the orb began to vibrate in his hooves. On closer inspection, he noted that the interior was boiling and frothing like the sea during a storm. It could only mean one thing.

The Shadowed One was nearby.

The Doctor froze, muscles tensing up in the preparation to bolt after the creature he was searching for.

Nothing moved. All was well.

Then the Doctor had a sickening thought: Nothing was moving.

Twin hearts now pounding, the Time Lord realized that every creature he had previously seen had fled from some unseen evil. As his eyes alighted on the unmoving body of an owl, he realized the animals may not have had time to flee.

And then he heard it. A deep, rattling breath.

The air around him chilled suddenly. His vaporous breath was now visible in the air. The hairs on the back of his neck stood straight upright, like soldiers at attention. They prickled his spine in a way that completely bypassed uncomfortable and went straight to utterly terrifying.

Slowly, very slowly, as if to keep from startling a nervous animal, the Doctor twisted his head to look over his shoulder. The Shadowed One was there.

The creature of darkness was a unicorn, but one with a horn that twisted backwards in a vicious curve, a symbol of warlords long forgotten by ponykind. His eyes were two malicious orbs that bled red light into the darkness. A roiling shadow-mane and tail seemed like an extension to the creature's black pelt. From just a glance, the Doctor could tell that the Shadowed One's body was as twisted as his mind. The creature was painfully thin and twisted, like the body of a starving foal. His legs were also long and needle-like, ending in pointed hooves that looked like they could stab a certain sepia pony straight through.

Any wise pony would have run. The Doctor wasn't wise. Grabbing his sonic screwdriver, he bolted. Directly at the Shadowed One, of course.

The Shadowed One shied away from the brilliant cerulean light that emitted from the Doctor's device. The dark creature darted backwards, needle-like hooves clicking against rocks and twigs. This was all the invitation the lone Gallopfreyan needed to give chase.

"Oh no you don't!" he roared. "No homicidal sprees for you, my murderous friend! I've already had enough trouble tracking you down!"

The Shadowed One hissed and continued his flight, leaping effortlessly over low-hanging branches, while the Doctor had to make do with crashing through the underbrush clumsily.

The chase continued, the pace becoming more and more frantic. The Shadowed One leaped over a narrow gorge that the Time Lord nearly fell through; he managed to scrabble for the upper edge at the last second. The dark creature skittered around a cluster of rocks comically, his narrow hooves barely finding any traction; the Doctor leaped clean over it. The shadowy unicorn scuttled down a steep incline covered in tiny pebbles; the Gallopfreyan simply slid down, remarking Ow! Ow! every time he hit a bump.

The Shadowed One was fast, but the Doctor was determined. Anything the beast tried to do to hinder him was avoided or plowed through, heedless of the numerous small cuts and scrapes he received.

Finally, the Doctor cornered the Shadowed One at the end of a canyon. A stone wall was behind him and a rock outcropping prevented him from going upwards.

"Right," the Doctor panted. "Now that we've got that all out of our systems, why don't we-"

He was cut off at a strange sound from the Shadowed One, something akin to stones rattling together. It was a moment before he realized it was laughter.

"What in the good name of Celestia," he asked, "Is so incredibly funny?"

With his right forehoof, the dark unicorn pointed to something to the Doctor's right.

The Time Lord rolled his eyes dramatically. "Oh yes. Of course. I'll go and look away, while you make your escape!"

And then a blinding, searing pain struck him in the right side. He let out an agonized gasp as he felt a cruel, sharp point dig into his flesh. The world spun and he dropped to the floor, muscles spasming as venom coursed through his veins. He twitched in a silent, all-consuming agony, every movement more painful than the last. Forget fire, cold needles of ice ripped and tore their way through his body. He writhed helplessly, unable to even scream. His eyesight faded, blurred in the darkness. The last thing he heard before he passed out was the rattling laughter of the Shadowed One.

And then, darkness claimed him.

Day One

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It was Dinky who found the stallion first. He was in horrible shape, as was evidenced my the massive gash down his right side. To even an untrained pony (which Dinky most certainly wasn't), it was obvious that he needed medical attention, and soon. He lay unmoving as the huge wound on his side oozed scarlet blood into a sizable pool around him. From the way the puddle had dried around the edges, he must have lain there for about seven or eight hours. Accompanying the most worrying wound was a menagerie of smaller abrasions and lacerations. In short, he didn't look too good.

Now, most fillies would either scream or run for help. Some of the weaker-stomached ones might have taken the time to be ill. Not Dinky. She was a professional. She quickly shrugged off the scratchy sweatshirt her mommy had made her wear and draped it over the large slash. The nurse filly then quickly applied pressure to the bleeding area, just as Nurse Redheart had told her.

Now that the mysterious brown stallion's condition had been (mostly) stabilized, Dinky took the time to call out to her classmates, who had accompanied her on the annual school camp-out at Ghastly Gorge. "Guys? Come here! Someone needs help! Help!"

There was no reply. Dinky had wandered too far from the rest of her group, her busy examining rocks down near where the river deposit began. Screwing up her face adorably (She was always cute when she tried to look the most serious, a trait she would carry with her into adulthood), she focused on her desperate need for this stallion to get aid. Fast.

"HEEEEEEEEEEELP!" she bellowed at the top of her miniscule lungs. The force of the shout was enough to part the hair on the mysterious stallion, temporarily deafen some unfortunate Quarry Eels slithering nearby, and send an echo that could be heard on both ends of the gorge.

Needless to say, her help soon arrived, in the form of the Cutie Mark Crusaders, Applejack (who was chaperoning for the group), and Winona, Applejack's friendly farm dog.

"What is it, sugarcube?!" Applejack yelped. "You hurt? Sick? Is there some sort a' monster?"

The orange mare stopped short when she saw the stricken stallion. "Dinky Doo! What in tarnation happened here?!"

"He's hurt," the filly whimpered."He needs to go to the hospital. Now."

Applejack sighed. "O' course, sugarcube, but I can't promise he'll make it. Ah ain't never seen a wound quite like that."

"That's because that's a manticore sting, if I had to guess," Dinky explained, helping to slide the unconscious stallion onto Applejack's broad shoulders, taking care to keep the makeshift bandage on the gash. "I can't be totally sure, as manticores live deep in the Everfree, and almost nopony is dumb enough to go in there. We hardly ever get cases like these in the hospital."

"Now what would you be doin' in the-" the farm mare stopped herself. "O' yeah, forgot ya worked with Nurse Red..."

The rest of the trip consisted mostly of Applejack grumbling about the stallion's weight (Which, as far as Dinky could tell, was a good bit lighter than certain blue mares with a penchant for dangerous stunt tricks that resolved with the diminutive filly hauling her to the nearest first-aid station), the CMC pestering Dinky on first-aid tips for their potential cutie marks, and Dinky herself trying to keep the stallion from bleeding out before he was properly attended to. The nurse-in-training sincerely hoped something like this never happened again. Ever.

Fortunately, no major incident occurred on the journey to the hospital, aside from Dinky developing a sudden and powerful need to quaff incredible amounts of highly-caffeinated beverages, namely coffee. Were all fillies as hyperactive as these?

Dinky specifically asked for Nurse Redheart to tend to the injured stallion. Some of the doctors were transfer students from places like Fillydelphia and Manehattan, and a good number of the hotshots felt that they were far too good for a small hick town in the middle of nowhere. (One had gone so far as to try to get Dinky thrown out of the hospital. As this had been early on in her apprenticeship, Dinky still had a ways to go in terms of anger management. Needless to say, it had taken them months to get the singe marks out of the carpet.)

One of the senior doctors, one Doctor Helping Hoof, accompanied Redheart to room 42, where the mystery patient now resided. Dinky liked that he was professional towards her, but she felt that he took his job a little too seriously. Nevertheless, the unicorn filly was assured that the stallion was in good hooves- the hooves of Doctor Hoof, that was.

Dinky had stayed to assist the medical pair as they worked swiftly and efficiently. The manticore sting- which was confirmed by Doctor Hoof's prognosis- was cleaned and then stitched together neatly. A layer of sturdy cotton bandaging was wrapped over the stitches to help keep them from tearing. There was a slash on the left forehoof that was also wrapped in bandages, but it wasn't nearly as bad as the laceration on the stallion's side. Antiseptic was applied to the minor scratches, and Dinky winced, even though the stallion couldn't feel it. That stuff hurt.

Then came the basic check-up. Now the patient was stable, they needed to make sure that there wasn't an internal condition that couldn't be observed from a glance.

What they found was surprising, to say the least.

It had been when Doctor Hoof had applied the stethoscope in order to check the patient's heartbeat. Manticore venom was incredibly varied among the gargantuan number of subspecies in existence, and some variants of the venom had the nasty habit of messing with the target's heart rate, whether slowing it down, speeding it up, stopping it completely, or even causing the heart to explode. (The last seemed highly unlikely, as the patient was, in fact, still alive.)

There had been two heartbeats.

Not one.


Dinky's first thought was changeling, but Doctor Hoof said that changelings, when in disguise, were no different from a normal pony. Another idea was that he had an extremely rare heart defect, but there seemed to be nothing wrong with either beat. (Well, that was after you got used to hearing two of them.)

The rest of the check-up proceeded with as usual, right up until the stallion decided that it was high time he woke up.

Dinky had just slipped a thermometer into the stallion's mouth when he stirred, stretched, and opened his eyes. Brilliant turquoise eyes stared into Dinky's golden ones. Between his sleepy expression and his tousled mane, he looked just like somepony who had yet to get out of bed after a long nap. He had a befuddled look that was so comical it almost made Dinky giggle.

Well, that was until the confused expression rapidly shifted to that of dawning alarm and then to absolute, flat-out terror. His eyes darted back and forth across the room, seemingly searching for an escape, like a tiny bird frantically fluttering about in the vain hope of finding and egress.

Something had scared him. Something had scared him quite a lot.

Doctor Whooves was dreaming. It was safe and warm here. Something bad and frightening had happened, but he couldn't really remember what. All that mattered was that he was here now. With his companions. With his... friends.

Clover the Clever giggled at him from where she snuggled beside her husband, a stallion named Star Swirl the something-or-another. Firefly and Surprise were playing a quiet game of hoovsies in the corner, a game they had invented on their travels in the TARDIS. Maegwynna the gryphon sat nobly next to him, stalwart and steadfast as the statues that adorned the lofty peaks of her aerie.

Everypony he had ever cared about was her at this gathering. They smiled and they laughed, and the Doctor felt something he hadn't felt in a long, long time. He felt whole. Complete. There was a feeling of contentment that made the room cozier than any quilt. The Doctor felt himself almost ready to drift off in this peaceful atmosphere.

The room tilted alarmingly, the floor becoming a steep incline. Ponies cried out and whimpered, doing their best to get hoof holds in the uncompromising ground. The wall behind them fell away into darkness, and the unfortunate ponies who had not found anything to anchor themselves to slid down into the blackness, their cries echoing in the air.

With a horrifying jolt, the Doctor felt himself sliding towards the void. His hooves offered no purchase, sliding off the now-slick floor. Something wrapped around one hoof. Maegy. The griffon had managed to hold onto a lamp that was bolted onto the floor with her back paws and grab his hoof with a talon.

Her sapphire-blue eyes were shockingly calm, even with the calamity raging around them. "Doctor, look at me," she commanded in her gentle voice, the one with the gentle thrum that underlined her words. "Doctor, everything will be all right."

He stared at her helplessly, the fear in him clenching his limbs. He could feel his hoof sliding out of her grip.

Maegwynna smiled gently. "It is not quite time to say goodbye, Doctor."

And then, he fell.

Doctor Whooves was confused. This was not where expected to wake up. The rocky ground where he had cornered the Shadowed One and then gotten attacked, maybe. He wouldn't have been surprised if it was some sort of predatory animal that had attacked him, and it had dragged him back to its nest. Thankfully, it didn't seem to have eaten any chunks out of him. That would not be getting the day off to a proper start.

The Time Lord felt a cold metal rod slip under his tongue. A thermometer?!

His eyes opened slowly. The first thing he saw was a little lilac unicorn filly levitating the temperature-taking device into his mouth. The next thing he saw was-

Oh sweet Celestia. Scientists.

The Doctor's heart rate soared. He began looking around desperately. There had to be some way out of here. No. No, no, no. Nononononono....

The Doctor didn't get along with scientists. Not now, anyways. Talking with them about some advance in science years into the future was one thing, but being confined to a bed with them looming over him was something else altogether. (In all fairness, Doctor Hoof and Nurse Redheart weren't really looming. They were honestly concerned with his health, but he didn't know that. In all fairness, it had been doctors who had once caused him to regenerate.)

There. A gap between the filly and the pink-and-white nurse. The Doctor bolted. Or rather, he would have bolted if his forehoof and side hadn't been filled with a searing pain that caused him to collapse to the floor like a puppet with its strings cut. He squirmed futilely as strong hooves lifted him back into the bed. To make matters even worse, he realized that his sonic screwdriver was not with him. He was completely unarmed and utterly helpless. This was not good. Not good at all.

The Time Lord took a brief moment to fully comprehend how much pain he was in. His side felt like somepony had taken an axe to it. One forehoof was probably sliced open -he hadn't completely made it over a thorn bush last night- and every miniscule cut stung with every movement he took.

That wasn't the worst thing, though. There was something inside him. Something very, very bad. He could feel it twisting and coiling in his bones, pulsing in his veins. Poison. The agony from the previous night came back full force. The Shadowed One's crackling laugh, the pain beyond pain that had filled him far past his limit.

The Doctor tried to curl into a ball as alternating waves of nausea and pain rolled through him. There had been regenerations that had been far more pleasant than what he was experiencing right now. There was a sharp prick on the back of his neck. A syringe of some sort? The Doctor was tired, but he didn't want to sleep. He felt his eyes grow heavier and he was afraid. He didn't want to see them again. He didn't want to have to lose them all again. But he was tired. Very, very tired. All... he... had... to... do... now... was... sleep...

The patient was terrified. Dinky could easily see that much. His heart rate had to be simply astronomical. It was something of a surprise that he didn't just keel over from cardiac arrest then and there. (I have a hilarious joke about heart attacks. Do you want to hear it? No? Fine. Be that way.)

His extremely contracted pupils and slightly crazed expression made Dinky sure he was suffering from delirium. After a shot of a powerful sedative to calm him down, the nursing team came to the consensus that an IV drip would be the best next step. As the injured earth pony had been exposed to the elements for a fair amount of time, it was mandatory to get him hydrated once more.

Doctor Hoof sighed. It had been a long day, and this particular patient had been more than a little troublesome. "It seems our attention is no longer required. All we need to do now is observe this patient and try to avoid another... incident."

Suddenly, Nurse Redheart stiffened. "It's him. He's coming!"

Dinky froze as well. "Not this! Not now!"

"Luna give me strength," the senior doctor groaned.

And then he stuck his head through the crack in the door. The he in question gave the receptionist a nervous breakdown and was a recurring image in the nightmares of many orderlies and nurses.

"Pureblood," Dinky all but snarled. (She did so in a darling way, of course. Dinky would make an excellent super-villain, as she could defeat her enemies simply by cute-ing them to death.)

Pureblood, as the name suggested, was the spoiled brat of a noble, his snobby ways only eclipsed by his brother, the infamous Blueblood. He had taken it into his head that it would be most becoming for him to take on the responsibility of a doctor. After he bribed his way into medical school (he certainly wouldn't have passed the entrance exams), he was quickly reassigned to study in the Ponyville General Hospital. (The truth was that nopony could stand the fop, and so they got rid of him as soon as possible.) There he had incessantly bullied and pestered every single pony who worked there, trying to make his miraculous breakthrough in the field of modern medicine, and so become the talk of Canterlot.

As a result, Dinky loathed him with a passion usually reserved for no-good coltfriends and Brussels sprouts. She despised him, as he abused his position to order others around and generally be a no-good pest. The other doctors wouldn't even let him near the patients for fear he would poison them. To top it all off, he had hit on Dinky's mommy. Repeatedly. The chauvinist thought he was Celestia's gifts to mares everywhere, and couldn't understand why they wanted absolutely nothing to do with him.

So you could now see why Dinky wasn't exactly pleased to see him.

"Move aside, little foal," he said grandly. "It's time for you to stop playing nurse and have a real doctor take over."

Dinky snarled soundlessly but moved aside. As much as she didn't want him messing with the mysterious stallion, setting the room ablaze didn't help at all. After all, it took ages to get the smell out.

"I'm not sure you're authorized to be in this wing of the hospital," Doctor Hoof tried to intervene. He really didn't want somepony suing them. Again.

"Yes," Redheart concurred, slight panic in her eyes. "This patient needs specific treatment from the most experienced doctors here." What she didn't add was, and you're not one of them.

Pureblood took this the wrong way. "Ah, I should've known you'd be needing my expertise. Why didn't you call me sooner?"

He barged right past Dinky, who was trying to form one last desperate blockade from this oncoming disaster. "Now let's start our checkup," he said, sticking the chest piece of the stethoscope into his ear.

Nurse Redheart irately reoriented the misused device, attempting to rectify the situation as best as she could. If he was going to go through with this, he might as well do it properly. The snobby unicorn shifted the diaphragm on the stallion's chest and froze at the unusual sounds he heard.

"What is that!?" he asked, as if expecting them to know.

"Two hearts." Redheart said dully. She knew where this was headed.

"Two hearts?!" the egotistical prince gasped. "He's a changeling!"

The solid thunk of three hooves hitting three foreheads resounded in the newly-created silence.

Prince Pureblood had not apparently noticed this simultaneous expression of utter resentment towards his stupidity, because he was still ranting on. "A real changeling! In disguise! I can't believe I caught one! I'll get a medical team down from Canterlot to study it! This is wonderful! My breakthrough has arrived!"

Dinky flicked her eyes up towards him, startled. What was he talking about?! He couldn't do that to their patient! This was Ponyville General's jurisdiction, not Canterlot's !

Pureblood ranted on. "A real live changeling! Once we've got the scientific teams in here, we'll finally be able to study a changeling up close! Now I'll be famous!"

Dinky was now alarmed. What he sounded like he was going to do was far from legal, let alone ethical. She was certain the princesses would not approve a project like this.

"I need to step out and contact my scientific research team immediately." Pureblood should not sound that happy. That was terrifying.

Naturally, Dinky wasn't about to allow a potentially dangerous message escape her. So, naturally, she was delighted when Pureblood sent his parchment scroll through a personal dragonfire nexus. Perfect. She had already learned a spell that disrupted said nexus, giving her a temporary copy of the message sent. (Dinky developed this particular spell after learning one particular suitor of her mother was the leader of a ring of thieves.)

What she saw was... alarming.

Dear Auntie Celestia,

I have located a changeling withing Ponyville General. It is in the disguise of a patient, obviously attempting to glean emotions off of those who are foolish enough to sympathize with its current state.

I am unsure as to whether it is indeed as injured as it lets on, and it is trying to gain medical attention subtly, or if it is merely faking the wounds. Either way, it is heavily sedated and incapable of escape, so it should not be too difficult to subdue, if you are to send guards.

I propose that it be taken to one of the high-security medical facilities in Canterlot. There, it can be properly studied by a team of top scientists, namely the ones I have nominated, including Doctor Bonesaw and Doctor Introspect. We could learn vital information on the changeling race, and possibly prevent another event like the infamous Canterlot Wedding.

The changeling is to be assumed dangerous, even if it appears to be helpless. I have had experience up close with changelings, and I know them to be ruthless creatures that will use every advantage they can to gain the upper hoof. Force should be authorized if you wish your guards to succeed at detaining this nefarious beast.

Sincerely Yours,

Your Nephew, Prince Pureblood V

This was bad news indeed. If Princess Celestia believed Pureblood, and she had no reason not to, then the poor stallion would be falsely accused of being a changeling. Assuming he would eventually convinced the research team that he was just a normal pony, which would take months, then nopony would look at him the same way again. The changeling scare had been so bad that anypony who was even suspected of being a changeling, let alone taken in for examination, became a partial outcast, as nopony felt they could trust the accused any more.

Nurse Redheart and Doctor Hoof had vacated the room in her period of absence. However, she was startled to see that the sepia stallion had returned to the land of the wakeful. Dinky scrambled up onto her bedside stool.

"I have to get you out of here," she whispered. "It isn't safe."

The stallion blinked and raised an eyebrow, a universal sign of confusion, so Dinky elaborated. "The resident idiot thinks you're a changeling, and he's getting Celestia to send guards. They're gonna take you away and have you tested."

The mysterious pony shivered. Obviously, he didn't like the idea any more than Dinky did.

Fortunately for the brown earth pony, Dinky had something very important: a plan.

Trotting over to the window, she opened it and tugged something into the aperture. A slightly dented in can hung on the end of a wire. Dinky pulled what looked like a wind-up key on top of a toy clock. she twisted the key to the right, paused and reconsidered, and then turned the key back a little to the left. Satisfied with whatever she had done, she replaced the gizmo onto the back of the can and enunciated clearly into the tin cylinder.

"Calling all Cutie Mark Crusaders, calling all Cutie Mark Crusaders, Crusader Doo is requesting an evacuation squadron to the Ponyville General Hospital, repeat, the Ponyville General Hospital, room forty-two. Subject is incapacitated and extraction through window is advisable. Incoming unit should be prepared for a difficult extraction. Subtlety is mandatory. Building is under surveillance. Crusader Doo, over and out."

After she had returned the communication device to its proper position, she turned back to the stallion, who had a quizzical expression on his face.

"What? We have communicators in place all over town in case of communicator emergency."

Apparently, the sepia stallion wanted a little more of an explanation. Dinky rolled her eyes in an irresistible fashion before continuing. "Okay, okay. You're not allowed to tell anypony, but the Cutie Mark Crusaders aren't as small or trivial as almost everypony seems to think they are. We've got a chapter in each major city, consisting both of blank flanks and those who have received their cutie marks while they were members. The society has been around almost since the three tribes unified, and there is a level of organization that adults don't think us capable of.

"Every city with a CMC chapter is equipped with the standardized system of tin cans and wires. You can reach almost any place in town, provided you tune the communicator to the right channel with the indicator knob. You'd be surprised at the stuff Apple Bloom and Sprocket and some of the others come up with."

Just then, there was a tapping on the windowsill. A gray colt with a blueprint for a cutie mark hung in front of the window, a rope harness wrapped around his chest. "Okay, now that story time is over, let's get this guy out of here."

Dinky nodded. "Just a minute, Schematics, I need to ensure his bandages are in place."

The colt named Schematics smiled amiably. "We've got plenty o' time. Sweetie Belle and Ruby are running distraction, and the pulley's all set up."

It took both of them to carefully guide the injured stallion onto the wide sling that Schematics pulled inside. As soon as he was secure, a clever, easily deployed pulley whisked him out of the window in one smooth motion, depositing him in a basket that was lowered to the ground. From there, he was concealed under a layer of fake apples in a cart and removed from the perimeters of the hospital.

"Mission accomplished." Sweetie Belle reported.

"Now comes the fun part," Dinky grumbled. "Getting him into my house without anypony, especially the abominable Pawn Pusher, noticing."

Contrary to Dinky's belief, it wasn't avoiding her mom and her mommy's obnoxious coltfriend that was so difficult. No, it was something else entirely: stairs.

More specifically, the stairs that led up to Dinky's attic bedroom. Keep in mind, this wasn't a dingy, dusty, cramped room like in the Harry Trotter book series, but instead a cozy, pretty room to be in. It was decorated with pictures she had drawn and colored and lit by several magic lanterns. These lanterns were designed so that they would not reduce the house to cinders if one of them got knocked over. (Though frankly, Dinky could do that well enough on her own if she so chose.)

The stairs, the greatest foe Dinky had ever faced, loomed before her like a nightmare inspired by Sombra's darkest dreams. The stallion was in no condition to make the harrowing climb, and the other Cutie Mark Crusaders had dispersed after they reached Dinky's dwelling place.

It had taken the small filly numerous tries to relocate the strange stallion. At first, she tried to levitate him, but her magic cut out after two steps. Next, she attempted to simply drag him up, but he got caught on the next step up. The next few endeavors involved string, jello, and her second-best winter sled, along with vehement exclamations of irritation.

By trial number twenty-seven, Dinky was ready to call it quits and leave the stallion on the fourth step of the stairs. Nothing she had tried succeeded. The unnamed earth pony seemed to be doing his absolute best to act like a lumpy sack of potatoes. It also didn't help that he had dozed off right around attempt fourteen.

Dinky was almost crying from frustration by this point, something she never did. "C'mon, mister stallion guy! I've got to get you upstairs! Now!" Seeing as this wasn't working, she tried a different technique. "Please, mister pony? PLEEEEEAASE?"

Nothing happened. What were you expecting?

So that left Dinky with the only option available to her: she got angry. But instead of her fiery all-consuming rage, she became cold. Analytical. This stallion didn't want to move, so Dinky was going to make him. None of the convoluted, hare-brained schemes worked. So she decided to return to basic telekinesis. Her main problem was that, after a few seconds, her mental focus declined, making her incapable of continuing the spell. That was about to change.

She closed her eyes, focusing with all her might upon her stubby little horn, willing the magic spark to activate. A golden aura flickered into being and then encased the stallion. With an extra burst of concentrated willpower, the aura encompassed her as well, lifting her a few inches off the ground.

Dinky gritted her teeth as a pounding ache invaded her cranium. She would not give up. She would not give in. And then, the pair of ponies started to move. Slowly, at first, but then Dinky began to build up speed, hurtling around the final corner like a comet blazing through the starry skies. Her magic lasted just long enough to tuck the stallion into the cot in the corner that she used for the injured or ill, and then she collapsed, face plowing into the oaken floorboards.

That was how her mother found her three hours later. You'd expect to be alarmed or furious at the unexplained and uninvited guest sleeping soundly in the medical cot (Which Dinky had bought herself with her own money), but Ditzy was used to her daughter bringing home all sorts of injured ponies. Granted, this particular stallion seemed to be a little more... inconvenienced... than most, but there was always a reason for Dinky's compassion; the filly couldn't stand to see others hurt or suffering.

Most unfortunately, Pawn Pusher did not take the surprise nearly as well. "WHAT DO YOU THINK YOU'RE DOING?!" He roared at her, reaching a volume dragons and hydras could but dream of.

"Helping somepony," she said shortly, her patience already onion-skin thin. "He was hurt."


Dinky had had enough of his horseapples. "STUPIDITY? OH, SO SAVING LIVES IS STUPID, IS IT?"

Maybe if the stallion with chess pieces for a cutie mark had backed down, things wouldn't have ended the way they did. This story might have had a completely different ending. But oh no, Pawn Pusher wasn't smart enough for that.


Ooh. Big mistake, mister meany-pants.

"Oh. You. Did. NOT. Just. Say. That." Dinky snarled ferally. Her horn ignited with yellow fire. "You did not..."

By this point, Ursa Majors would have fled from the tone Dinky was using. Then again, Pawn Pusher did not have the intelligence of an Ursa Major.

Instead, he did one of the worst possible things he could have ever done: he slapped Dinky. With one foreleg, he slapped her square in the face. Ditzy growled and lunged towards him, only to flinch back as he feinted a strike at her. "You insolent little brat. It's time you pay."

"Aaand I think I've heard enough." a new voice said. Everypony turned to face this new speaker.

It was the injured stallion. He was sitting upright, giving a peculiar look to Pawn Pusher. It wasn't a glare. It was far much worse than that. The sepia stallion was staring evenly at the abusive pony, a cold fire in his eyes. His freezing gaze held nothing but contempt, hatred, and scorn for Pawn.

And then, the look changed to that of fiery hatred that Dinky would be hard-pressed to match. The rage was that which was born of centuries of observing pain and despair, of being helpless to intervene. It was the righteous wrath of one who had seen enough suffering to fill several lifetimes, and who had come to vindicate the broken and forgotten.

Pawn Pusher, the daft idiot, did not know when to quit. "And just who do you think you are?"

The sepia stallion gave a thin smile that was far more intimidating than all the death threats in the world. "I'm the one who's not going to stand for what you're doing, you sniveling little coward."

The abusive stallion was starting to get a bit nervous. Somehow, he instinctively knew he was in well over his pathetically small head. His solution? Be more aggressive. Numbskull. "You keep your muzzle shut! Do you even know who I am?!"

Oh, what a gargantuan, massive, enormous mistake.

The injured stallion gave a vicious grin, one that showed that he was about to bring Pawn's world crashing down around him. "I know exactly what you are, morphling"

Pawn Pusher reeled back in sudden alarm. "Y-You're deluded!"

It was too late. Far too late. The bedridden stallion was already circling in on his prey. "Don't you lie, now. I know the signs. Obsessive behavior? Controlling of others? A need for dominance, even to extreme measures? You've got it all."

Pusher was beginning to sweat now. "So? T-That doesn't prove nothing!"

The sepia stallion was now closing in for the kill. "See? You're already staring to slip up. And you're right. What I said doesn't prove anything. However, this does." And with that, he sloshed an open bottle of disinfectant onto the other stallion.

As the liquid splashed against Pawn Pusher's fur, it began to hiss and sizzle, like water droplets thrown in a hot frying pan. The stallion shrieked and writhed, acrid green smoke pouring off of him. A cloud of the fumes surrounded him, temporarily blocking him from the other ponies' view.

A completely different creature emerged from the cloud. It was a sickly off-green, pulsing with a yellowish inner light. To the disgust of those observing it, every vein and nerve was visible, supported in the cushion of gel. Parts of it had burned to a dark, scaly, olive-green where the disinfectant had splashed against it.

Its baleful yellow eyes stared at them from within a thin mask of goop. "What did you do? What did you do?!" the thing shrieked, writhing in horror. "How? It isn't possible!"

Thunder and death and fire flared in the brown stallion's eyes. "You ever lay one hoof on them again, and I'll make you regret the day you were spawned."

The creature -the stallion had called it a morphling- retreated hurriedly, simply oozing out of the slightly-open window.

"Iodine," the stallion said faintly, as if all his strength had now abandoned him. "They hate iodine." And with that, he flopped back onto the pillow.

Ditzy was the first to recover her voice. "Who- Who are you?"

The stallion smiled faintly. "The Doctor."

"Doctor who?" Dinky asked, cocking her head to one side.

"Exactly," he replied. In a moment, he was asleep.

Day Two

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Breakfast the next morning was an odd affair in the Doo household. Naturally, both Ditzy and Dinky had numerous questions they wished the stallion would answer. Paired with the fact that the "Doctor," as he called himself, had made a strange and miraculous overnight recovery. Well, sort of a recovery, as when Dinky went to go check on the bandages, the manticore sting on his side had taken on an odd blackish-purple tinge. Whatever it was, it didn't look healthy.

The stallion managed to limp down to the dining room by himself, much to the relief of Dinky. Self-levitation was far from easy; she'd have to start lifting something like train cars if she wanted to bulk up her telekinesis to that sort of level.

Breakfast was a simple meal of oatmeal and poignant stares. The Doctor did an admirable job of paying no notice to the wall-drilling, face-melting looks he was receiving. (Dinky's was slightly better, as she was capable of focusing both eyes on the same spot.)

He blinked innocent blue eyes as he met their collective gaze. "What?"

Dinky initiated the interrogation. "That thing last night... What was it?"

"A morphling," the Doctor replied. "It's a cousin of the changeling. Only instead of just impersonating somepony and taking their emotions, morphlings can drain a pony of their free will, of their will to live. Essentially, if that parasite-" the sepia stallion spat out the word, "-had stayed here any longer, you'd become little more than slaves to it."

Ditzy flinched as she realized she had almost caused her own downfall. "Why didn't I know?" she asked softly. "They are ways to identify shape-changers. Why didn't I try them?" she buried her face in her hooves.

The stallion shrugged simply. "You couldn't have known. While changelings adapted a carapace to protect their innards, the morphlings retained an incredible degree of their shape-shifting powers, which the changelings lost. Simply put, it's nearly impossible to break a morphling's disguise."

"But you did," Ditzy persisted. "You knew what Pawn was, and you'd only seen him for maybe a minute."

The Doctor's gaze softened. "There's no way you could have known. I'm different. I've been fighting things like him and worse for a long, long time. You haven't had the opportunity to learn about such creatures."

Dinky decided it was her turn. "Iodine. Why?"

The stallion beamed, pleased at the question. "Well, you see, a good portion of a morphling's body is water. Iodine is a salt, and well, you know how salt binds well with water. Besides, iodine was the only thing I had on hoof."

Dinky continued her line of questioning. "How'd you know to use that?"

The stallion shrugged. "Like I said, I've dealt with morphlings before."

The filly narrowed her eyes. "You're not from around here, are you?"

The Doctor shook his head emphatically. "No. Definitely not. In fact, you could say that I'm out of this world."

Mother and daughter alike took a moment to facehoof at the terrible joke before Dinky went on. "You're an alien." she said flatly, no question asked.

"Yup," came the reply. "Gallopfreyan, to be exact."

The Doctor either didn't notice the thunderstruck looks he was receiving, or he was an expert at ignoring them. He flipped open to the next page of the newspaper he was reading and scanned it intensely, searching for something the other two ponies had no clue about.

"There." he pointed to a small article near the back of the paper. The title read, STRANGE GLOWCAP BLIGHT AFFLICTS PONYVILLE. "See? Glowcaps, the only mushroom species toxic to him, and it decides to just go and die off, when it had been flourishing for years!"

Ditzy and Dinky gave him a curious look. "Who's him?" Ditzy asked.

"The Shadowed One," the Doctor said dramatically, obviously expecting a reaction. When he didn't get it, his face fell slightly. "You know, evil incarnate? The living creature of darkness? The one who tainted Sombra, causing him to turn to the er, dark side?"

More blank looks.

"Honestly," the Doctor sighed, "Doesn't anypony read ancient legends any more? The Shadowed One is a pony-like creature created by a dark wizard that is every evil thought known to ponykind in one malicious, twisted package."

Both mother and foal were stunned. "W-well," Dinky stammered, "Wouldn't we be able to see him coming?"

The stallion sighed. "That's the thing. The Shadowed One is a clever creature. It plots and connives- it rarely if ever comes out into the open before its plan is complete. It is incredibly subtle, and most are unaware of the patterns it creates until it is far too late."

Dinky wasn't entirely convinced. "How do you know he's coming? It could be nothing more than a coincidence."

The Doctor nodded, expecting this question. "Fair point. But here's another thing- the fireflies are vanishing. Don't you wonder why it's summer and you have yet to see one? I'd also be willing to bet your dreams are troubled- another sure sign that the Shadowed One's presence is here."

Ditzy swallowed, protective instincts towards her daughter rising to the surface. "So what do we do?"

The stallion shrugged, a downcast expression on his face. "Run. Stay. It doesn't matter. If the Shadowed One isn't stopped, it won't matter. He doesn't like it when his prey escapes."

Ditzy's eyes narrowed into a fierce expression. Nopony was going to hurt her precious daughter. "Then we fight."

The Doctor nodded. "That's what I tried to do. He knows who I am and what I can do, and he fears me. Unfortunately, I was rudely interrupted during our confrontation by a manticore, and he escaped. I need to get back to the TARDIS- that's my ship- so I can see exactly what the venom's done to me. Hm, I guess I could always use... no, not a clue as to where I left it.."

"What can I do?" Ditzy asked, desperate to find some way to help.

"Buy glowsticks, torches -you call 'em flashlights- pretty much anything that produces light. Light is good; burns the stupid twit. Illumi dust, Glowstone powder, mix those in water and then you can throw the liquid at him. Not sure how well the light-burn effect will work, but it's better than nothing."

Ditzy Doo nodded shakily. "Okay. I need to get going. If there's anything else that can help, tell me. I want to have a fighting chance at this Shadowed guy."

The Doctor smiled in a reassuring manner. "Don't worry. I'm not going to let anything happen to you and all of Ponyville. I promise."

It was the Doctor's idea to go out and become acquainted with the lovely townsponies of Ponyville. After Ditzy Doo had flown off to her job as a mailmare, Dinky had agreed to show the Doctor around Ponyville. He had been particularly insistent, muttering about finding something called a "sonic screwdriver."

They had barely just trotted out of the house (well, the Doctor kinda limped) when Scootaloo came buzzing up on her scooter, Apple Bloom and Sweetie Belle in the passenger cart.

"Is it true?!" the orange pegasus blurted out. "Did you really find a chaneling?!"

Dinky rolled her eyes. "No, he's not a changeling, silly. He just has some sort of heart condition."

"Probably because I have two of 'em," the stallion in question muttered quietly.

Unfortunately, it was not quiet enough to keep Sweetie Belle from hearing him. "So, what are you? An alien?"

The Doctor nodded. "Sort of. I'm actually-"

He was cut off as the three founders of the Cutie Mark Crusaders oohed in three-part harmony.

"So do ya come from Mars?" Apple Bloom gasped, excited at the possibility of meeting a real live martian!

"Uh, no, but-"

"Do you fight space stallions?" Scootaloo mimed throwing a few punches and kicks.

"On occasion, thought not-"

"Are you here to invade Equestria?!" Sweetie Belle whimpered, envisioning an apocalyptic war.

"No! Why would you-"

"Where's your laser gun?" Scootaloo peered around him, as if searching for the high-tech device.

"Actually, I carry-"

"Where's your space ship?" Apple Bloom asked, pondering the merits of the Cutie Mark Crusader UFO Builders.

"It's in the-"

"Have you been to the moon? Did you see Princess Luna there?" Sweetie Bell squawked.

Three bands of citrine magic encircled three small muzzles. "Shush," Dinky commanded. "Let him talk."

"You know what? Forget it," the Doctor said dryly. "It doesn't really matter anyways."

Three small faces fell, disappointment in their eyes. "Awww!"

Two of them turned to disembark, but Sweetie Belle drew one hoof so it rested between her eyes, and then poited it at the Doctor in an unmistakeable I'm watching you gesture. Then they sped off, leaving a trail of dust in their wake.

The sepia stallion scowled. "I'm terrible with foals."

Dinky gave him a curious glance. "You're fine with me, though."

"You're different," the Doctor protested.

The filly snorted. "You'd better believe I am. Now come on, I want to introduce you to Applejack."

And thus, an unusual friendship was formed between two very unlikely unlikely ponies.

"Glad ta see ya up and around!" Applejack exclaimed, moments after they had approached her apples stand on the edge of the market.

"Eh, it was just a scratch," the Doctor replied, gazing at the massive variation of apples the farm pony sold.

"Just a scratch?!" Applejack gave him an astonished look. "Buddy, ya were bleeding all over me!"

"Hey, I heal quickly."

"Well, good for ya!" the mare said, smiling. "Tell ya what, you can have a free Red Delicious, sugar cube!"

The Doctor balked before the proffered treat. "I, er, don't really like apples."

The look Applejack gave him was two parts astonishment, one part dry humor, and one part slight irritation. Beside him, Dinky stiffened, unsure as to how Applejack would take this insult to her livelihood.

Surprisingly, she took it in stride. "Well, Ah didn't really like apples either, 'specially right after Ah returned from the Oranges. D' ya want me ta give it a smiley face? That sure helped me."

"I guess so?" the Doctor seemed unsure of himself.

Applejack withdrew a gleaming blade from underneath the counter and swiftly carved two eyes and and a upwards-curving mouth. "Here ya go, sugar cube!"

Grinning nervously and casting occasional glances at the exceedingly sharp knife resting in Applejack's hoof, the Doctor took a tentative bite out of the Red Delicious. A look of surprise blossomed across his face, and he took a larger bite. "Thish ish really good!" he sputtered.

Applejack beamed, pleased at changing the stallion's mind. "Told ya so. Anyways, you'll be wantin' a dozen apples for you and yer mom, Dinky."

After the purchase was complete, the Doctor and Dinky continued their tour of Ponyville, known as the-town-where-pretty-much-everything-happens to inter-dimensional travelers.

Dinky's errands took her to the flower stands, where Daisy, Rose, and Lily sold their goods, namely daisies, roses, and lilies. Unfortunately, these three were far less welcoming than Applejack had been.

"Who are you?!" Daisy demanded.

"We've never seen you before," Lily added.

"Are you a changeling?!" Rose snapped.

"Uh, no, I'm-" the Doctor responded, wincing slightly as Dinky ground an hoof into his fetlocks. "-a perfectly normal pony from, er, out of town!"

"That sounds awfully like something a changeling would say," Rose questioned, scowling suspiciously. "What's your name?"

"Yeah!" Daisy interjected. "And where exactly are you from?"


"Time Turner!" Dinky cut in. "His name is Time Turner, and he's from... Hoofington!"

"Yes!" The Doctor grasped at this like a lifeline. "I'm a perfectly normal stallion! I'm not a changeling! I'm certainly not here to save you from your impending doom!"

There was a moment of complete and utter silence.

"He seems okay to me," Lily ventured.

"We'll be keeping a close eye on you," Daisy growled. "We don't like changelings here in Ponyville."

"Come on," Dinky pulled the Doctor away from the three paranoid ponies. "Let's not talk to the jerks. I can go buy flowers elsewhere."

"Wait!" Rose called.

"We're sorry we called you a changeling!" Lily actually looked sorry. Sort of.

"We were overreacting," Rose bowed her head sheepishly.

"Fine," Dinky muttered. "If you really are sorry."

As the Doctor and dinky walked away, they heard Daisy say, "I really think he is a changeling."

Their trip did not get any better. For starters, they spent twenty minutes in Sugar Cube Corner as the Doctor and Pinkie Pie argued on whether custard or whipped cream was better. Twilight Sparkle chased them out of the library after the Doctor insulted her precious books one time too many. Many of the townsponies, usually welcoming, friendly stallions and mare, were cold and distant, byproducts of the recent changeling attack on Canterlot.

It was late afternoon, and the Doctor was tired of getting suspicious glances every time he walked up to somepony. The sting from the manticore was throbbing quite painfully, and it had taken on a strange blackish tinge. He needed to get his sonic screwdriver so he could check what was going on. He had a nagging fear the wound was more serious than it looked.

"So," he asked Dinky after their latest attempt at fellowship with their fellow ponies (pom poms and glitter glue may or may not have been involved). "Where did you find me? I left something important there, and I need to get it back."

"Down at the Ghastly Gorge," the filly responded, trotting alongside him easily. "You left a trail from the Everfree forest to the lower ridge. I can show you the spot, if you like."

The sun was beginning to set by the time they reached the area where the Doctor had collapsed. The lengthening shadows, paired with the jutting spires of the gorge, made an eerie sight in the oncoming twilight. A soft, whispering wind only added to the already unsettling atmosphere. The pool of dried blood made it all the more surreal.

"This is it," Dinky whispered, subdued by the menacing tone that swirled around her.

The Doctor didn't reply. Instead, he scrambled through the nearest bushes. With a triumphant "A-ha!", he pulled out a small copper stick with a blue light on the end.

"My sonic screwdriver," he explained, and then jabbed himself in the side with the glowing end, wincing. "Blood test, in case you're wondering. Came up with the idea myself."

With a loud beep, a tiny strip of paper shot out the side of the screwdriver. The Doctor examined it closely, frowning all the while. "No.. no... What?! How could I possibly... oh... oh."

He turned to Dinky. "Well, there's some good news, and there's some bad news. The good news is that I found out what's wrong with me. The bad news is, I'm poisoned. I don't know how bad it is, but I am most certainly poisoned. I think I need to get back to the TARDIS if I want to find out the rest."

Suddenly, Dinky stiffened. "Doctor, the breeze has stopped."

"Yes? So?"

"If the breeze has stopped, then what's making the rustling sound?"

"Oh. Dear."


Somewhere within the recesses of a nearby cave, something moved. Specifically, a large, pony-shaped thing moved.

Or rather, several.

Cyan eyes glowed from within the darkness.

"Dinky?" the Doctor whispered. "I have a plan."

"Yes?" the filly responded in a hushed tone. "Let's hear it."

"RUN!" The Doctor scooped up Dinky and hurled her away bodily as half a dozen changelings came pouring out of the mouth of the cave.

Dinky scampered as fast as her itty-bitty legs would carry her. When she failed to hear the Doctor's hoofbeats behind her, she spun around and gasped in horrified surprise. Five changelings were pulling the sepia stallion down into the darkness, while one stalked towards her.

The Doctor made a valiant attempt to avoid being dragged in by wrapping a hoof around a protruding root, but the insectoid ponies were much stronger.

"Fly, you fool!" he managed to choke out before the changelings dragged him away into the darkness.

The shadows swallowed him up greedily, the coolness of the tunnel coiling against his fur. He cried out as sharp fangs dug into him, one set just inches from his poisoned wound. His eyes felt heavy and there was a strange static muffling his ears. His hooves scrabbled helplessly against the well-worn stone and his struggles grew more and more feeble.

The Doctor felt his body seize up, the muscles stiffening involuntarily. His whole body felt like it was made of cloud- soft and light and completely immobile.

Tunnel after tunnel raced by at an odd angle; the darkness grew even thicker at every twist and turn. And then, the darkness covered him, too.

Dinky raced away from the ambush, her hooves pounding against the weathered rock. Behind her, one of the changelings was in hot pursuit, mouth open, baring razor-sharp fangs at her.

She darted away, narrowly dodging a fast strike. The changelings obviously didn't want her escaping. She gave a soft Fluttershy-worthy whimper as the changeling's fangs snapped inches away from her flank.

She increased her pace, terrified beyond all mortal comprehension. Something very similar had happened back at the Royal Wedding. Changelings had separated her from her mommy, and they had run her down. Dinky had huddled in a corner, waiting for it all to end, when Princess Cadence and Shining Armor had produced the massive blast of love energy which swept her attacker away.

Needless to say, there was no love blast to save her here, and she was terrified.

Tears stung the corners of her eyes. This changeling hissed in morbid satisfaction, pleased to see the reaction it was evoking in its prey.

"LEAVE! ME ALONE!" Dinky screamed, her natural pyrokinesis flaring to life. A brilliant bolt of fire flared from her horn, striking the changeling square in the chest.

The lavender filly didn't look back to examine her work; instead, she pressed on to Ponyville.

A tiny filly skidded into the town square. "Th- Time Turner's been kidnapped!" she squealed. "By changelings!"

And then, gravity asserted its control over Dinky, and she flopped to the ground.

The Doctor was roughly dropped to an unforgiving stone floor. Five sets of changeling hooves stomped to attention. The Doctor raised his head wearily, his eyes not wanting to focus on the imposing pony in front of him.

"Well, look what my little scouts dragged in," a low voice purred.

The Doctor shook his head vigorously, his mane quickly becoming more tousled than it was already.

The room was simply massive, the walls lacquered with gooey changeling slime and lit by strange phosphorescent worms. It was cold, and water dripped from stalactites into shallow pools.

A different changeling, this one taller and slimmer than the ones who had attacked him, leered at him. He noticed that she had a turquoise mane and slit-pupiled eyes that shifted through several colors of teal. But it was the delecare black crown perched on her head that gave it all away.

"Queen Chrysalis?" he asked groggily, the effects of the venom not completely worn off.

The monarch of the changelings jumped slightly, unused to her prey regaining consciousness so soon. "It is I," she replied haughtily, trying to make up for her previous slip-up.

"How would a simple earth pony warrant such a great ruler's presence?" From experience, the Doctor knew that getting a leader's attention was rarely a good thing. (He still did it anyways.)

Chrysalis's eyes narrowed dramatically. "You're not a pony, Gallopfreyan."

"Interesting." the Doctor raised an eyebrow, trying to suppress his alarm. "Now how'd you figure out what I was?"

A cruel smile appeared on the monarch's face. "We've been watching you, Doctor."

The stallion smirked. "Have you really? I've got to say, that most certainly falls into the creepy category pretty well."

Queen Chrysalis slammed a corroded hoof down inches from his muzzle. "Don't play games with me! I know you were stung by a manticore! I know exactly what the venom does."

The Doctor, who had begun to look bored during this exchange, perked up. "Do you really? I don't suppose you would be so kind as to-"

"You were stung two days ago. You have three days to live, before the poison overtakes you."

"Well," the sepia stallion muttered, "This complicates things. Don't suppose you just happen to have the antidote lying around here somewhere?"

Chrysalis's smile grew larger, revealing more of her fangs. "There is no antidote."

"Well, maybe we could-"

"ENOUGH!" she snapped suddenly, motioning to the other changelings. "I grow tired of this conversation. Guards, take him to the holding pods."

"Now, really!" The Doctor yelped as he was dragged off yet again. Is this really necessary?"

The only response he got was the hissing of the guards. He managed to get one last glimpse of Chrysalis before he vanished into another tunnel. There was something in her eyes. Something that looked remarkably like- fear?