> Times Could Be Worse
>  by AgentHondo
> --------------------------------------------------------------------------

> How It All Began
> --------------------------------------------------------------------------

It was a bright, cheerful day in Ponyville. The birds were singing, the fillies were outside playing, and it was the first day of spring. Ever since Twilight Sparkle, Princess Celestia's most gifted student arrived in Ponyville to study the magic of friendship, winter had always been wrapped up on time. But this isn't a story just about her.

Although the whole of Ponyville was in a good mood, there was one filly in particular that seemed to be unaffected by the sunny afternoon. Scootaloo laid on her back, motionless staring at the ceiling of the Cutie Mark Crusader's clubhouse. She heard a knock on the door.

"Scootaloo? Are y' in there?" Scootaloo recognized the country accent to be none other than her friend Apple Bloom. "It's open." Scootaloo sighed. Apple Bloom stepped in accompanied by her other friend, Sweetie Belle.

"Me an' Sweetie have been lookin' all over for y', Scoots! We think we found a new way to get our cutie mar-" Apple Bloom realized that Scootaloo wasn't showing her general enthusiasm for whenever they performed incredible antics in search of what yield their special talent. "What's the matter? You seem a little down." Sweetie Belle questioned after popping out from behind Apple Bloom. 

Scootaloo started with a deep sigh, "It's just that Rainbow Dash has always been the best at everything. she was first to get her cutie mark and is one of, if not, the best flier in all of Equestria! And look at me, I don't have my mark and I can't even fly! How am I ever going to follow in her footsteps if I can't anything like her!" Scootaloo was now on the verge of crying, tears welling up in the corners of her eyes.

Her two friends couldn't bear to see Scootaloo like this. All of a sudden Sweetie devised a brilliant plan. Hey I know! How about we go see Pinkie Pie and see if she has any advice, after all, she is the friendliest pony in town" Sweetie Belle could hardly contain the excitement in her voice.

"Yeah Ah' think that's a great idea! That oughta take yer' mind off this whole situation." Apple Bloom added.

"Yeah, I guess we could." Scootaloo's tone brightened a little. "And how about we go crusading afterwards?" Scootaloo asked. 

"Ah' don't see why not, what do you think Sweetie?" Apple Bloom answered. 

"I think it sounds awesome! That's the Scootaloo we know!" Sweetie barely realized that she was shouting through all of her joy, a giant smile plastered on her face. Scootaloo couldn't help but grin.

"Then it's settled. I mean what could go wrong, I doubt Rainbow Dash would even be there." Scootaloo was now beaming with her old confidence as the three fillies hopped out of their tree house and began making their way to Sugarcube Corner.



Scootaloo was half right about nothing going wrong. They didn't see Rainbow Dash. Who they did see was Diamond Tiara and Silver Spoon. Oh great, here we go Scootaloo thought. Diamond Tiara locked eyes with Scootaloo and cracked a small, yet sinister-looking grin.

"Well well, if it isn't the blank flank crew on another quest for failure." Tiara mocked.

Scootaloo could almost taste the venom from Diamond Tiara's voice. She wasn't going to let some spoiled brat and her groupie treat her and her friends like this, seeing that she has enough stress for the day, she replied, "You know what? I'm giving you one warning for you to leave me and my friends alone or I think my hoof can find a nice cozy spot on the front of your skull, got it?"

"I can't believe you'd say something like that! I'm wasting my time with 'folks' like you. Come on Silver Spoon, we're done here." Diamond Tiara began walking away hastily, Silver Spoon closely following her.

Scootaloo let out a deep sigh for the umpteenth time. "Are y'all right? You seemed different when we normally talk to her." Apple Bloom asked. 

"Yeah, I guess i just realized how important it is to stand up for my friends. It feels almost as if I'm changed. I guess I'm a new mare now... A one warning kind of mare."Scootaloo replied. "Well whatever. Race you guys to Sugarcube Corner? Last one there is a rotten chicken!"

Just as they were about to speed off, a familiar voice of a mare called from behind the fillies. 

"Hey, wait up!" Twilight Sparkle called. 

"Oh hey, Twilight," Apple Bloom greeted. "How're y' doin?"

"Fine, but I heard that conversation you girls had with Diamond Tiara. Are you alright? I know how they can be."

"I think I'm fine, but that isn't the problem." Scootaloo answered. She explained to Twilight her wings issue, and how she'd never be like her idol if couldn't fly.

Twilight sat and thought for a moment. A grin slowly began to cross her face.

"I think I may have a solution to your problems. Do you mind going back to the library with me?"

"Can we go to Sugarcube Corner first? That is why we came over here in the first place." said Scootaloo. The two other fillies  both silently agreed with a meek smile and nod.

"Oh alright. I might as well go, I've got some important matter to discuss with Pinkie."

And once again, the ponies were off to the pastry shop.




"Whatd'y mean that another kingdom just appeared?" Pinkie Pie was in the middle of making a batch of cupcakes.

"Princess Celestia told me that everypony can see a ginormous civilization from Canterlot. They aren't sure how it appeared, but apparently it's been there since they woke up.  She wants us and the girls to go meet the ponies there, assuming that they're even ponies." Twilight explained. "You don't mind coming, do you?"

"Af coursh not sirry! I'm sure we'd arr be wirring to come!" Twilight could barely make out Pinkie's muffled voice as she held a pan of freshly baked cupcakes in her mouth.

"Thanks, Pinkie, but I'm still worried that this race may not be friendly. The Princess said that when the crystal heart was set back into place, it set off a magical pulse that revealed another civilization. It's possible that the inhabitants could be older than Equestria itself. We have to be careful when we go there. For all we know, their technology and magic could be far more advanced." Twilight said in her darkest, most serious voice, expecting the same reaction from her pink friend.

"Ok!" Pinkie chimed with her usual, cheerful voice. 

"Um, alrighty then?" Twilight said, slightly confused.  "I'll tell the others and I'll get back to you later. Sound good?"

"Sounds good!" Pinkie answered. Twilight began walking out when she noticed a white horn poking out from under a flower bag.




The three fillies hiding under a few bags of flowers couldn't just believe what they just heard. Some other city, kingdom, THING just showed up right next to Equestria. Apple Bloom, Sweetie Belle and Scootaloo exchanged nervous glances.

"We can't just let them go to some place that just began existing!" Sweetie hissed. "Well I think it sounds like an adventure!" Scootaloo replied. "Besides, they went to the Crystal Kingdom not too long ago an totally smashed that Sombra guy's face in!"

"I think Scoot's right. Maybe if we tag along we could come in handy. An' I do want to see these folks for my self--

"Shh! Someone's coming!" Sweetie whispered. The fillies attempted to enter "stealth mode" and resume hiding under the sacks of flour, oblivious to the fact of Sweetie's horn poking out from a crack in between to bags.

A magical field surrounded the Crusaders of Cutie Marks and levitated them out from their well-disguised fort of stealth. The three stared at Twilight Sparkle with poorly hid grins on their faces. They could see that she wasn't in the best of moods.

"Alright. How much did you girls hear?" Twilight asked with a sigh.

"All of it?" Sweetie replied squeamishly.

"Fine, but will you promise that you'll keep this a secret? I've been working on a mind erase spell lately and I might want somepony to test it out on!" There was a gleam in Twilight's eyes and the fillies could tell that she meant it. 

"Yeah, a Pinkie Promise!" Pinkie Pie jumped out from behind the purple unicorn.

"We promise." They said in unison.

"Good. Now Scootaloo, I think I have just the right experiment that will help you fly." Twilight said.

"Sweet! How're we gonna do this?" Scootaloo couldn't believe that after all the work she'd put into flying, she was going to be granted that ability with lifting a hoof.

"Come with me back to the library, ok?"

"Sure!" Scootaloo could barely hide the squeaking of her excited voice. The orange Pegasus began to follow Twilight Sparkle after she talked to her friends. "We'll meet tomorrow, right?" 

"Yup!" Apple Bloom and Sweetie Belle both answered.

And as Scootaloo followed Princess Celestia's prized student home, she never would have imagined how much trouble her new ability would put her into.
> The New Pair
> --------------------------------------------------------------------------

Scootaloo and Twilight arrived at her library, which happened to have been built inside of a tree. The filly was accompanied by her two best friends, which refused to leave since they had plans for earning their cutie marks.

"Are you two sure you want to stay? " Twilight asked. "We may be a while."

"Of course we do!" Sweetie said.

"Yeah! After all she is our friend, she would do tha' same for us!" Apple Bloom barked.

"Okay, if you really want to then. Follow me." Twilight turned around to face the door of the library. Spike suddenly opened the door, as if he was expecting them to return on time.

"Hey Twilight! Hey girls!" Spike greeted. "Hey Spike. I'm going to need you to run downstairs and power up my machining tools."

"You do machining?" Scootaloo asked.

"I've begun to dabble in it a little, after a met a pony named 'The Doctor'. He's a strange pony, but he sure does know a lot! Anyways, I bet you're wondering how I'm going to help you with your wing problem?"

"You bet!" Scootaloo answered excitedly. "Well, with my machining lessons, I've been working on a design of a new pair of wings."

"A new pair of wings? There's no way anypony can just make a new pair of wings."

"But what if told you that these wings aren't flesh and bone? Wings made of metal! Machinery that has a steam generator on it!"

Well this is going to be fun, I hope Scootaloo thought. " Alright, I'll give it a go, but I won't lose my actual wings, will I?"

"Of course not! What a terrible waste of wings, that is. No, these wings will be built around your wings. The bigger ones should correspond to your wings actions."

"They should?" A hint of fear was in the orange filly's voice.

"Sure they should! I mean I'm not positive they will, but that's why your here!"

"Looks like I've got nothing to lose, so alright, hook me up!"

"Perfect! The tools should be ready now, so lets head to the basement!" Twilight happily trotted to the door which went down into the library's basement, the three fillies remained standing in the center of the foyer.




"Are y' sure you want to do this? I trust Twilight and all, but I've heard of this Doctor colt, ponies have been saying that he's a real nutcase. They usually see him walk into this tiny blue box, and just stays there! I mean what kind of sane pony hangs out in a box?" Apple Bloom asked.

"Oh come on, Apple Bloom, he must be called 'The Doctor' for a reason! Plus, Twilight's smart, she knows what she's doing!" Sweetie Belle retorted.

"Yeah, maybe he needs to see a doctor." The youngest Apple sibling grumbled.

"Alright, alright." Scootaloo had to raise her voice to talk over the arguing fillies. "This might be the only chance I'll ever get in maybe a long time to actually fly! I mean, I can be one step closer to Rainbow!"

"Alright Scoots, A'm not goin' against y' with this. It's your decision and I fully support y' go on ahead, we' right behind y'."

Scootaloo grinned wickedly as she ran to to lavender mare waiting at the door.

"Let's do this!" Scootaloo had a hard time keeping her elation to herself.



The Cutie Mark Crusaders stood in awe in the center of the basement. None of them had ever been inside of the library's basement. Instead of boxes, or shelves, or anything a normal basement contained, there were large sheets of brass, steel cogs and gears scattered everywhere, and large, intricate tools with indescribable qualities. Large saws jutted out from one spot of a machine, while a lathe spat out another.

"Alright then! Let's get started." Twilight said giddily.

Scootaloo felt uncomfortable standing with Twilight observing her, thinking of possibilities that would result in a new set of wings.

"First, let me get a few measurements of your wings." Twilight said as she prodded Scootaloo's wings with a measuring tape, being very careful, as if the orange filly's wings were made of glass.

"Okay! You girls can hang out with Spike until I'm finished with the base."

Spike showed the three back upstairs as he asked them if they wanted something to drink. The crusaders all politely declined, but all three well feeling guilty about overhearing Pinkie Pie and Twilight's conversation.

"Ah' think I have somethin' to get off of mah' chest." Apple Bloom explained, a large amount of guilt in her tone.

"So do I" Sweetie seconded.

"Same here." Scootaloo said.

"So we were at Sugarcube Corner" Sweetie started. "When we heard Twilight and Pinkie talking about this new kind of civilization! It sounded pretty freaky, just another city popping up right after the Crystal Kingdom."

"Yeah, and now the six of them are gonna have to go over there and talk peace!" Scootaloo picked up. "I mean, how awesome is that? If there are any guards that try to attack them, I bet Rainbowdash will kick the hay out of them! You know, I once heard when changelings attacked Canterlot, she beat a horde of them in a fight single-hoof-edly!"

"Yeah an' then Twilight even told us that this is a might secret and not to tell anypo-" Apple Bloom and her friends all had a look of shock register.

"Pony feathers!" Scootaloo yelled as she face-hoofed.

"Never fear! Your secret is safe with me!" Spike replied gallantly.

"Phew! I'm glad we know someone as trustworthy as you!" Apple Bloom said.

"Thanks! It does answer some questions for me, actually. Twilight sure has been acting strange lately. She's been packing a lot of stuff, like she'll be gone for a while. She's also been working on this carriage of hers, if it works, it will be a steam powered carriage that won't need any pony to pull it! How neat is that?"

Wow, that's impressive. What will she think of next? Scootaloo wondered.  "Lemme guess, she got help from the Doctor?"

"Yeah, actually!" Spike answered. "He's real nice to! But I am a little confused by how he manages living in a box..."

I'll have to thank the Doctor for this, I guess. Scootaloo thought.

Spike and the girls chatted and played some games outside for another few hours, until they heard Twilight call from the basement.

"Spiiiiiiiiiiiiiike?"

"Oh, one sec guys, I'll be right back." Spike hurried back to the basement.

"I can't wait! This might be it!" Scootaloo squealed.

"And we're super happy for you!" Sweetie Belle said.

"You bet yer' apples we are!" Apple Bloom chimed.

Neither of Scootaloo's friends were entirely sure of whether or not Twilight's crazy new idea of a "new pair of wings" would be successful. But both still, being the friends of the one actually making the decision, they felt that it was important to stand behind a pony that could finally achieve her dream.

Spike stepped out from the basement door.

"She's ready for you!"

Scootaloo fluttered here wings with eagerness. She gladly followed Spike back down into the depths of the former tree. She turned back to see her two friends, unmoved.

"Are you guys coming, or what?" Scootaloo asked, a hint of annoyance in her tone.

"I think I might hang around here with Spike," Sweetie said.

"Yeah after all, this is yer' destiny, I ain't gonna do any interferin'" Apple Bloom added.

"Alright, but you guys will wait out here for me, right?"

"Of course!" They both answered.

"Okay Spike lead the way!" Scootaloo never expected that the combination of a secret like that of Twilight's, and a new Invention would return with such bitter consequences, but how would you be able to tell? Giving no foresight to the situation, she strolled inside merrily behind the baby dragon




When Scootaloo entered the basement, there were drawers open tiny nuts and bolts strewn about everywhere. There was the sounds of steam being released from the large machinery and into the vents as the gears turned and joints flexed. A worktable against the wall had many small contraptions and gizmos on it, and Scootaloo had no idea what their purposes may be. And at that worktable, stood the lavender mare, her mane messy, oil smeared on her face, and was wearing goggles on her head that had many lenses, shrinking in size that slide over her eyes to magnify her sight.

"Good, you're here!" Twilight was beaming with an odd glint of passion in her eyes. "Okay, lets get started. Throw this vest for me," She grabbed a leather vest off of a hanger and gave it to the pegasus. "It should keep the steam operator from giving you any scratches or scrapes. Scootaloo put the vest on. The inside was very comfortable with a fleece lining.

Twilight must have had this made by Rarity she thought. I'll have to thank her to!

"Okay, here comes the real parts. This might be a little heavy." Twilight levitated a large, brass contraption towards her. It was about the length of her neck stretching to the very tip of her flank. Twilight's magic slide the pack onto her back and guided leather straps through loops in the vest and buckled them snug around the filly. The weight wasn't too heavy, definitely worth being granted the ability to fly.

"How's that feel?" Twilight  "It might feel a little snug at first, but I think you'll get used to it."

"Alright I think; so how about the wings?"

"Yes, yes, I'm on it!" Twilight ran to another workbench, cleaned up nicely, and pulled open a drawer. She levitated two metal works of art. They were, truly beautiful. The wings were slightly larger then an average ponies, but slightly smaller than a griffons. There was a long steel rod wrapped in leather that extended out and bent downwards at the end. From the rod came small, brass sheets appeared to pour out of the top and rounded to create the same basic shape of a pegasus wing.

Twilight connected the wings into two slightly larger holes in the operator on Scootaloo's back. There were slots were she could slide the joints of her wings into, making the larger wings wrap around hers. Twilight then flipped a switch on the generator's back and it whirred to life, exhaling steam every few moments.

"Don't worry, it should only steam as it warms up, I wouldn't want you to be a walking smokestack!" Scootaloo turned around to examine the apparatus as Twilight began to crack up at her own joke.

After Twilight calmed down, she explained how to use the new set of wings.

"Okay, so first, I'm going to have to use a spell to link this machine and your mind to act as it's an extension of your body. Ready?"

"Okay?" Scootaloo was interested, but then shocked when a magical field surrounded her head and the mechanism.

Twilight concentrated, and with her eyes closed, she completed the spell and looked up to face the filly. "Do you feel any different?" She asked.

"Yeah, yeah, no, not really..." Scootaloo was expecting a look of sadness to show on Twilight, but the exact opposite happened, actually.

"Good, it worked! You shouldn't feels any different since your brain thinks that your new wings are part of your organic wings. If the spell worked, then manipulating the wings should be the same as your others."

Twilight was right. She decided to unfurl the wings like she would normally, and the larger wings followed the exact motions. These new wings ran out from behind her head. Twilight had a look of satisfaction, her greatest success in her machining career.

"I think it's time we head back up and show your friends." Twilight said with a sheepish grin.




When Twilight and Scootaloo walked back up the stairs, Spike, Apple Bloom, and Sweetie all stood speechless.

"Wow." All three said in unison.

Everyone in the room had a wonderful conversation, all involving how amazing the wings were, until Sweetie asked, "When are you going to learn?"

"Hopefully I can start tomorrow with Rainbowdash! It'll be so exciting!" Her honorary sister would be able to train her with a unique set of wings soon, hopefully.

"Well I'm sure she would love to, but you know we've got some business to take care of." Twilight said.

"Oh right!" Spike voiced. "You mean how you guys have to go that other city!" Scootaloo face-hoofed again and Apple Bloom gave Spike a punch in the shoulder.

"You told him?" Twilight said. She sighed heavily as she started pacing the room. All of a sudden she stopped. "Well actually, I was going to tell him, and it does give some extra time on my schedule, so I guess that's okay. But just this time only. You girls lucked out." The Cutie Mark Crusaders all had poorly hid grins on their faces.

"Well, I should take my extra time to finish packing, after all, it is getting dark out."

"Alright, we'll see y' later then, Twilight!" Apple Bloom said

"Yeah! And you know, thanks for the wings." Scootaloo praised.

"No problem! It's my pleasure, I got to make a pony happy and work on my skills. I'll see you girls when I get back." The three fillies exited the library and began walking.

"We're going to follow her, aren't we?" Sweetie Belle questioned.

"You bet." Scootaloo answered, a smirk adorning her face.
> Falling Apart
> --------------------------------------------------------------------------

Scootaloo woke with a shake. It was the crack of dawn and her and her two other friends had spent the night inside if their tree house. It's was early in the morning and the sun was just beginning expose  its face to the sky. Today was the day the Cutie Mark Crusaders would follow Twilight and the other five Elements of Harmony into the new, foreign, civilization. 

Except there was one problem. None of the fillies knew when they were leaving. 

Scootaloo rubbed the sleep out of her eyes and rolled out of her makeshift bed consisting of blankets and pillows and trotted to the center of the clubhouse, where Apple Bloom and Sweetie Belle lay in their own sleeping bags. The pegasus nudged both sleeping girls and politely told them to wake up. 

"Oh hey Scootaloo" Apple Bloom said groggily. 

"Is it time to go?" Sweetie asked. 

"That's what I've been wondering" Scootaloo said. "But I think it's a little early for them to leave now, but knowing Twilight, she's probably ready."

"Maybe we should ask Spike!  He  manages Twilight's schedule, after all." Sweetie thought aloud. 

"That sounds good, let's head over there." Scootaloo ordered. 

"That sounds like ah' might good idea, but I think Twilight has some different plans." Apple Bloom stammered as she looked out the window, a carriage being drawn all by itself. Scootaloo ran to the window and glanced out. There was only one carriage that pulled itself. Twilight mentioned building a steam-powered carriage, but it wasn't until now that the three had laid eyes upon it. 

The carriage was rectangular in shape, with wheels that were wooden with steel spokes.  The body was half brass, half cloth canopy. A large, brass cylinder that served as the motor was attached to the back of the interior and had a smokestack next to the motor. A large wheel sat parallel behind the windshield. Couches sat against the wall of the vehicle. The door was placed on near the front right corner. There were five ponies inside, all holders of the Elements, except for the element of honesty. 

Scootaloo watched to carriage pull up to the front of the Apple family's house, sputtering and making other odd noises and gears turned on the motor and steam blew out of the smokestack. 

"Guys, could you go get my scooter, the wagon that attaches to it, and a hooked cable?"

Sweetie and Apple Bloom both saluted comically and ran off. Scootaloo had left her vest on from the previous night. She strapped her mechanical wing's motor to her back. The wings were still locked in place. She reached behind her as her hooves searched for the switch. She found it and gave it a flip. Her pack began warming up with the signals of smoke emitting from the top. 

Apple Bloom's older sister, Applejack stepped out from her house and appeared to talk to Twilight. AJ ran back inside and returned with her saddlebags and the two mares entered the carriage. 

Come on, where are you guys? Scootaloo was growing more and more desperate every moment her friends were gone. She then heard the voice of Apple Bloom call out from below the tree house. 

"Scoots, we're ready!" Her Apple friend yelled. As Scootaloo requested, there was her scooter, the wagon attached to the back so the other two could sit, and a hooked cable. 

Scootaloo ran outside and jumped off of the rail, letting her pegasus instincts take over as she glided, not flew down to the ground. 

"Alright, get in. Twilight is about to leave!" The orange filly was right. Twilight's vehicle was already in motion. At first, it moved at about the pace of two stallions pulling it at walking speed. But then, it began to gain even more speed, advancing to a gallop. It was then comparing to that of a sprinting pony. 

"These new wings better work." Scootaloo whispered as she stepped onto her scooter. Instead of wearing her helmet as she used to, she now adorned a pair of flight goggles that Rainbow Dash had given to her as a birthday gift. She opened her wings which resembled to the unsheathing of a sword in sound. 

With one, great, initial flap of Scootaloo's wings, the Cutie Mark Crusaders became mobile almost instantly. 

Scootaloo pulled out of the front gates of Sweet Apple Acres and onto the open dirt road. She could see the carriage ahead, and she would easily catch up to it, if there weren't two fillies in the wagon behind her. The carriage must have been half of a mile ahead. Your'e not getting away from me now Scootaloo thought. Such a passion could not bested by any other pony of her age as she put all of her effort into catching that carriage. After a minute, Scootaloo barely had any energy left in her, but he was a hoof's distance away. 

"Sweetie, the cable!" Scootaloo shouted. She knew that shouted would not alarm the ponies inside of the vehicle due to the constant whirring of the motor.  Sweetie Belle handed Scootaloo the cable, removing one hand from the handlebar of her scooter to grab it. Careful, now. Scootaloo's adrenaline was rushing through her veins as he hastily connected the wagon to a handle on the end of the carriage. The pegasus jumped off of her scooter and into the wagon, gracefully landed in between her friends as they were now being effortlessly pulled. Scootaloo watched as her scooter was discarded and sat on the road, waiting for somepony to ride it. 

Aw man, I'm gonna miss that thing. Scootaloo's mind quickly changed subjects as she said, "Girls, we're going to see some history happen." All three fillies laughed as they made themselves comfortable for the long ride ahead




Both the Elements of Harmony and the Cutie Mark Crusaders were engaged in conversation for the majority of the trip. They were also in awe whenever the scenery changed. They went from the grassy plains of Ponyville to the dark bogs of the Everfree forest. They drove through mountainous passes and dark tunnels. They even passed through Fillydelphia at one point, Twilight having to get out to obtain coal for the carriage's motor to burn. Luckily nopony payed any attention to the small wagon sitting behind the mares. 

The carriage was now rolling through a thick, wooded area. Scootaloo and Sweetie Belle could hear both of their stomachs rumble. They had been sitting in their wagon for almost seven hours now. 

"Oh, I forgot that I brought some snacks!" Apple Bloom said cheerfully as she pulled out three apple fritters for each filly. 

All three fillies filled their stomachs when Sweetie Belle looked around the carriage to see what was ahead. What she saw was an enormous mountain, slightly taller than the one Canterlot sat on. There were aqueducts and waterfalls down the forested mountain to... A city!

Surrounding the mountain was a city in the shape of a circle. There was a wall made of grey brick surrounding the city with few semi-circular guarded openings. The only thing anypony from the outside could see was the tip of smokestacks blowing smoke into the air. 

Twilight drove her "car", as Scootaloo had heard her once call it up to one of the guarded entrances. She parked it at the front and stepped out. Scootaloo saw her speak with the guard for a moment and the guard gave her a warm smile and let her pass. As the car passed thorough the entrance, the guard turned to look at the carriage , when he saw the three fillies in a wagon being towed away. The Cutie Mark Crusaders all gave him an awkward smile, as the guard did nothing but look confused. 

The inside of the city was nothing what any of the girls expected it to look like, both inside the of carriage and out.  The streets were made of a dark grey cobblestone. Ponies would play and chatter as they walked the city's streets as a pony would anywhere else.  There was barely any grass, but where there was, it only existed on the balconies of houses. 

The houses were relatively close in relation to basic shape to houses in Ponyville. The base was the rectangular wooden structure, but instead of hay roofing, a smokestack was mounted on every house, some even having a spiral staircase surrounded by glass that lead to a second story of the house. Every house also had one other similarity other than a smokestack. A garage.

As Scootaloo looked closer into the streets ahead, she could she multiple steam-powered carriages, the designs to the motor almost identical to the one Twilight had built. 

If these ponies are this advanced, I wonder what other things they have that are better than ours? Scootaloo pondered the thought a moment, until they the side of the mountain. 

A brass platform lowered to the ground from the top of the mountain, not by magic, but by a system that had a motor that was barely visible at the top. Twilight started to drive her car onto the platform. 

"Please make it," each filly pleaded, in hope of there being enough space on the platform for their wagon. The wagon narrowly missed being dropped off as the platform began to rise.

"Ah' wonder if there'll be a castle at tha' top!" Apple Bloom said. 

There was something at the top, not a castle, but a council building. You could tell from that the original building was classic in design, almost the same as Princess Celestia's, but there were many noticeable adjustments made as time progressed and technology advanced. 

Twilight drove off of the platform and stopped the car. All six ponies inside of the carriage stepped out and made their way towards the building. 

"Here's where things get tricky." Scootaloo whispered. From the moment she could see the building she began to analyze it. The number of guards, their positioning, entrances, and blind spots. She waited for the exact moment of when to leave, and she was ready. "Follow me, and don't make any noise." She hissed. She didn't mean to sound hateful, but this was serious. No turning back now. Her friends nodded, understanding the importance of their mission. 

Scootaloo hopped out of the wagon and started to slowly make her way to a side entrance of the building. She would dive behind trees, sneak behind bushes, and find crates to crouch under, both of her friends sticking to h closely. 

The momentarily unguarded entrance was only a meter and a half away. Scootaloo's plan was about to be successful! She found her opportunity and took it. She had made it to the entrance unnoticed, except that she didn't account for one thing. She had her two friends following her. 

One of the guards turned his head on routine, and noticed a cream-coated earth pony and a white unicorn snooping around the council garden. 

"Hey! What are you two doing?" He shouted. 

"I- uh, nothin'?" Apple Bloom stammered, fear and embarrassment mixed in her voice. 

"Go, you've got to get out while you can!" Sweetie Belle whispered to Scootaloo. " If everything goes like Twilight planned, we should be let go."

"No. I'm not just leaving you guys here." The orange filly opened the door and searched for someplace to hide. There was nothing big enough that could disguise three small ponies. "I don't think that there's anything we can do." 

"Then go!" Sweetie said. 

"Uh, too late." Apple Bloom squeaked as the guard lifted her and Sweetie up with his magic. 

"We'll see what your parents have to say about this. You're trespassing on government soil, ladies." As he barked out his last sentence, an evil smirk formed on his face. 

From out of the shadow of the door, Scootaloo stepped out. "Put them down." She said, with malice and anger, but at the same time staying calm and collected. 

"Oh, there's another?" The guard looked up and barely had enough time to catch a glimpse of the orange filly accelerating towards him with her wings. Scootaloo landed a clean, swift blow against the stallion's nose. Blood instantly began to trickle from his nostrils. 

"Why you..." He engulfed her in the field of magic that the other two Crusaders were trapped in. 

The look of anger and hatred the guard once possessed dissolved as his smirk reappeared. "Actually, I think I'll just let you see what the Emprress thinks of you three."

He carried the three down the halls inside of the council building. He walked through many twists and turns until he reached a door that was cast iron and had multiple locks running down the frame. He unlocked every one, some requiring a pass code, and some needing a key.

The guard opened the door and tossed the fillies in. "Have a nice stay." He said sarcastically. 

"Now what do we do, because I don't think we can get out." Sweetie was blinking away tears now. 

"We wait, and look, obviously guards don't check what's even inside this cell anyways." Scootaloo pointed to were the ceiling met the wall opposite to the door. There was a small hole cut, revealing the room above, only that this was not any room, but the "emperor's" room.

They needed a way to see what was happening in the other room. There were a few empty crates in the corner. They stacked them together and all stood on top of them. They saw an alicorn mare with a grey coat and a long, white straight mane sitting on a throne with the Elements of Harmony kneeling before her. 




"Hello, my name is Twilight Sparkle! My friends are Fluttershy, Applejack, Rainbow Dash, Pinkie Pie, and Rarity. We come in peace and with many offerings, Empress..." Twilight was the first to speak of the the six. 

"Lotus." A warm smile was adorning her face. "It's always nice to have visitors from Equestria, but there's often business involved. You need something, correct? Tell me, what brings you to The Society of All?"

Twilight took note of the odd name and decided to question it later. 

"We'll y' see yer majesty, this civilization has been gone for a while, a long while actually." Applejack with her friendly southern accent. 

"Yes, Applejack is right" Twilight continued. "Your'e familiar wight he Crystal Kingdom, yes? Well they disappeared for one thousand years, and just materialized out of nowhere! So the field that triggered the Kingdom's return is the same one that brought you back. I'm still not sure of how you disappeared in the first place, but could you tell me when the last time you contacted Equestria was?"

The emperor thought for a moment. She then started, "The last time I remember Equestria contacting the Society was when Celestia first began her rule. She was still as old as any average pony, only about forty years of age!" The Empress smiled at the humorous memory. "But I can't remember anything else after that..." She looked off past the six mares, trying to remember the events that unfolded, ultimately leaded to the Society's demise. 

"No matter!" Her stare vanished, the warm smile replacing it on her face. "Of course though, peace is the best option for the Society and Equestria. How shall we work this out?"

Twilight and her friends would have gone on if a guard hadn't opened the door. 

"Found this lot outside trying to sneak in!" He brought three fillies into the room with his magic and tossed them to the floor. Twilight recognized them as the Cutie Mark Crusaders. 

Every mare in the room had either a look of shock, or confusion. Three fillies had almost infiltrated one of the city's most guarded buildings undetected. 

Twilight was in shock to, but she quickly reeled back around to the Empress, knowing what she would say next. 

"You bring spies to this meeting?" Twilight cringed at the Empress's choice of words used to describe the girls. 

"I think this is just a big misunderstanding!" Rainbow Dash flew forth and tried to explain. 

"She's right, one happens to be my sister." Rarity said, still attempting to charm her and her friends way out of trouble. 

"I think I remember know..." The Empress said while rubbing her temples. "I remember Equestria sending spies to steal our technology! we were about to go to war with you, until your Princess imprisoned the whole city!"

Twilight and her friends stood in confusion. is this how they disappeared? she thought. Why didn't the Princess tell me anything?

"Get out." The alicorn said. "Get out and prepare yourselves. I'm going to finish what I started so many years ago. You may still be able to save yourselves if you go." 

RainbowDash couldn't hide her anger any longer. "Now wait just a minute lady, we didn't do anything wrong! These obviously aren't spies, they're just fillies! We want to be your friends!" she flew towards the Empress at spectacular speeds, ready to pummel her, when a magic glow surrounded her tail. 

"She's giving us opportunity, Dash. Now isn't the time." Rarity said with a calm, yet dark look on her face. 

"At least somepony here has some sense to leave." The mare sitting on her throne huffed. 

All nine ponies from Equestria turned and showed themselves out, never looking back. 




This time in the carriage ride back, the three fillies got to sit with the mares inside. 

"We're sorry" The three said as they got out of the city, their heads hanging low. 

"Actually, it's not your fault. They were going to remember sooner or later, and I think it's better they found out early before we could begin to trust them." Twilight said in a comforting tone. 

"Yeah, there's no reason to be down on yourselves." Fluttershy said, her voice barely above a whisper. 

"But I, on the other hand am disappointed." Applejack scolded. "How could you follow us? You must've known it'd be dangerous-" Applejack was cut off by Twilight. 

"It's okay AJ, these are three clever fillies, I think they know how to handle things, except for the part where they got caught. They were just curious." 

"Ah' guess yer' right, I do suppose that a'm not the best role model for safety." Applejack leaned back in her seat. 

"But now we're at war girls. Lotus was right about one thing. We have to prepare." Twilight explained. "We need a plan."

"Maybe if we gather everypony from all of the cities to Ponyville and Canterlot, since both are close together." Rainbow Dash thought aloud. " And Cloudsdale would be used as an unstoppable fortress! I don't remember seeing a cloud base like ours around the city. We must have some advantages!" 

"Good idea darling. This might actually work." Rarity wasn't one to be known as a fighter, but Rainbow was glad she had someone that supported her idea. 

"Alright. I'll notify the Princess when we get back... But now, I think we can relax a bit." Twilight slouched back and attempted to loosen up. 

Not a single pony in the carriage would get any relaxation for quite a while. 


 

It was the same night of Empress Lotus declared war on Equestria and after many discussions, it was decided to follow Rainbowdash's idea and call in everypony from big cities like Fillydelphia, Manehatten, and Baltimare since they would be the most likely places to be targeted. The ponies from the large cities were just beginning to arrive in Ponyville. Tents were being set up at Sweet Apple Acres for a place to stay. Twilight couldn't help but feel bad since she had taken ponies out of their homes with little explanation. She had told Princess Celestia about the previous events from yesterday the night they got back, and she thought it would also be best to move the ponies.

Maybe once they're settled, I'll explain the situation. We're gonna need as many volunteers as possible if we want to hold up in this war, She thought.

Her and her five friends had also spoke that night of splitting up and operating in their own fashion.

"I think Ah'll be fightin' on the front of th' battlefield." Twilight recalled Applejack saying.

"Yeah, fighting up front isn't really my thing, but I don't mind fighting from where nopony sees  me." Rarity had said.

"Me and Fluttershy will fight from the air!" Rainbow Dash had said proudly as she hooked Fluttershy around the neck with her elbow.

"Oh okay then..." Fluttershy murmured.

"Maybe if I make a few adjustments to my party cannon..." Pinkie was pondering ways to make a lethal cannon of fun.

"I'll stay at the library. With some help from the Doctor, I think we'll be able to get ahead of the Society technologically." Twilight agreed. She knew that none of her friends wanted to separate, but teach knew that each had a different way of handling things, even when it came to things like fighting.

Twilight took a deep breath. She wasn't sure how she was handling this in only one day. Her mind was exhausted and she needed some rest.She trudged up to her room and was about to get in bed when she saw a pony-shaped lump on her guest bed.

What they hay? Did somepony find their way into the library? Better wake them up so I can get some sleep. She walked next to the lump and poked it. She confirmed that it was a pony when they started to move around. 

"River? Is that you?" The Doctor, or Doctor Whooves as he was usually called started to blink as he sat up in bed and looked at Twilight. All of a sudden he shook his head and gained a look of panic.

"Twilight! Thank goodness your'e here! There's something I needed to tell you... Think, think!" He beat his head with his hoof and yelped. "Owee! I forgot that hooves hurt on your forehead... Anyways, I needed to ell you that we're going to war!"

"Yeah, I was kind of there." Twilight said, feeling annoyed but still giggled at his silliness.

"Oh, and if you come with me, we can stop it! We just need to get to the TARDIS and-" The Doctor was stopped short by Twilight.

"I think we tried that. Now if you'll excuse me, I'm going to bed. I don't mind you staying in the guest bed, as long as you don't snore, it really bothers Spike."

Doctor Whooves knew that there was no way he could get to the lavender mare, so he agreed. "Fine, tomorrow. But then, you're going to help me save Equestria, got it?"

"Sure, sure. goodnight." Twilight said as she slid under her covers and passed out almost immediately.
> The Gathering
> --------------------------------------------------------------------------

Twilight slowly awoke to an odd sound, similar to scraping the strings inside of a piano. 

She sat up and looked over to the guest bed. No doctor. She was curious about the strange noise coming from outside 
the library, so she decided to get up and go investigate. 

After grabbing a cup of coffee and slipping on a robe, she stepped outside and was even more confused by what waited for her outside of the library. 

Twilight saw the Doctor leaning against a big, blue box that had a sign reading "police box". 

"Doctor, why... And how did you move a big wooden box to my library?" Twilight said with some drowsiness still in her 
voice. 

"It's a time machine!" A Doctor said proudly. 

"Uh, sure, okay. But what are you going to so with your 'time machine'?" Twilight decided to play along with the Doctor for a moment. 

"Your'e going to help me save Equestria! We're going to the Society to make things right!" 

"Ok. Sure. Lemme just get things in order in case we don't." Twilight walked past the Doctor, and he looked confused for a bit, but decided to follow the purple mare instead. 

Twilight lead the Doctor to the Town Hall where she saw Applejack trying to calm the confused and tired citizens from distant 
cities. 

"Alright folks, can you just calm down for sec- Twilight! Thank Celestia yer' here! We need you to explain to these ponies our, uh, situation." 

"Right AJ, thanks for getting them here." Twilight replied. 

She waded through hundreds of ponies to reach the podium at the front of Town Hall. She stepped up to it and pulled a pulled a microphone to her mouth. 

"Hello, and welcome to Ponyville!" Twilight's voice boomed across the whole town out of ginormous speakers that were borrowed from the local DJ, Vinyl Scratch. "I bet you're all wondering why your here." Her voice had changed from cheery to dead serious. "A new, yet old Society has risen. They are older than Equestria but have only returned after many years, similar to the Crystal Kingdom. They realized that the last time they contacted Equestria, it was concerning war." Surprised gasps came from the crowd. "Yes, war. And now the Society of All, they call themselves want to finish what they started. That is why we've evacuated all large cities. The society is coming. I know this sounds frightening, but when has Equestria ever failed at doing anything? Be brave, and if they hit hard, we're going to hit back harder." Twilight's serious voice was turning into an inspiring one, making the whole group of ponies that were cowering only seconds ago, cheer and whistle. 

"That's right! We will rise and fight! But first, we will need an army. There are Royal Guards, but not enough to face these ponies. We won't force a single pony to fight, but we're very willing to accept volunteers. Now who's with me?"
The majority of stallions raised their hands, and even some mares. That went better than planned. Twilight thought while grinning from ear to ear. 

"For Equestria!" The crowd began to cheer. 

Twilight scanned the mass for the Doctor. She located his face easily, especially since he was the only one wearing a frown. 

After stepping down from her podium, she trotted over to the Doctor. 

"What's wrong Doctor?" twilight was puzzled by his negative reaction. 

"There's no need for arming yourselves when there's no war! We can still stop this, you know." The Doctor said. 

"I don't think so Doctor. They're pretty focused on invading Equestria. It was too late for reason from the beginning." Twilight said as she turned to address the crowd again. 

After stepping back up to her microphone, she unveiled her plan. "Okay everypony! If you've decided to volunteer, then listen up! We're going to split up into groups. If you think you have skill in... Precision, you'll be heading to Canterlot. If you're a Pegasus and want to attack from above, you'll head to Cloudsdale. Guerrilla warfare will be positioned in the Everfree Forest. Medicinal work will report to the hospital here. If fighting on the front field is your choice, go to Sweet Apple Acres, its just outside of Ponyville. And if you think you're good at inventing, head to the library where I'll be waiting. Does everypony understand?"

More cheers and hollers came from the crowd. 

Just before leaving, an odd figure wearing a cloak approached Twilight.

"Can I get directions to your library?" He asked, his Trottish accent not matching the mysteriousness of the stallion.

"Sure! Lemme just write this down and... Here! It shouldn't be but a short walk from here." She said, happy to help.

"Thanks!" From under his hood, Twilight could see a wide, beaming smile as he turned and walked in the complete opposite direction of her library.

"Some pony's foals." She sighed, face-hoofing.




Twilight checked with her friends on a new communication device she made. Each of her friends would have a roll of parchment that Twilight cast a spell on so that when one pony writes on it, it appears on every other roll. 

Twilight made sure that each of her friends were correctly stationed. Rarity was in Canterlot, Rainbow Dash in Cloudsdale, Fluttershy in a small camp set up in the forest, Applejack in her farm, and Pinkie Pie at the hospital. 

Each pony was ready to get their volunteers. AJ was armed with party cannons converted to shoot lethal projectiles, rather than confetti and party favors. Fluttershy had daggers and bows. Rainbow had the power of weather on her side. Rarity was developing a more precise cannon than the standard model. Pinkie Pie was at the hospital ready to help any pony in need with a smile. Equestria was ready to fight back. 




After a few hours, each volunteer had chosen where and how to fight. Twilight could breath a little more easily, seeing that everything was going according to plan. 

The Doctor finally caught up to the lavender mare. "Will you come with me now?" He asked. 

Twilight sighed. "Sure, fine. Does it have anything to do with that box of yours?" 

"Yes, yes it does! We're going back to the Society!" 
After walking together back to the library, he pulled a key out of his collar that had a green tie around it. He inserted the key into a lock on the box and opened the door. He began to step inside. 

What is he doing? Twilight thought. The she couldn't believe that the Doctor had just walked in. Somehow, he had fit inside! She had no choice but to follow him in. 

Twilight pushed one of the two blue doors open, making a creaking noise. She poked her head inside, her jaw dropping at the sight of the interior. 

The room she saw inside of the blue box was enormous in comparison to the exterior. The room was dimly lit and had bent and contorted columns around the center console.

The console was the main source of light. It consisted of a translucent, turquoise cylindrical column emitting the same colored light leading all the way into the ceiling. From the cylinder, a conical slate wrapped around it containing levers, switches, and dials protruding from it. A worn cushioned bench seat sat attached to the metal grates making up the floor.

The Doctor noticed her jaw-dropping amazement and bounced on his hooves giddily. "Yes, go on, saaaaaaaay it!"

Twilight stood with her eyes bugged out and jaw slack for about another minute or so, until the Doctor interrupted.

"Erm, well, okay then." He said, his amusement deflated.

"It's bigger on the inside..." Twilight whispered, finally.

"What? What! You couldn't have said that before?" He hung his head for a second, but then perked back up. "Anyways, are you ready for an adventure?"

"Sure, but first, you're going to prove that this is a time machine." The Doctor stared at Twilight, waiting for her to give her an example. "Come on, do something all timey and whatnot!"

The Doctor grinned. "Timey Wimey coming up! But if I may ask for one favor, please step outside of the TARDIS for one moment."

"The what?" Twilight asked, bewildered.

"Time And Relative Dimensions In Space... Before you ask any more questions, let me answer some now!" Doctor smiled.

"Alright, fine. But don't try anything funny, Doctor. I have a horn and i sure as hay know how to use it!" Twilight and the Doctor exchanged stares, and began to crack up. "okay, okay. I'm only doing this because it's bigger on the inside, you know." The unicorn walked out of the room, shutting the door on her way out.

Twilight stood for a moment until she heard the same noise from earlier in the morning and the blue box, or TARDIS fade in and out of existence, until it had completely vanished.

A few seconds later, the TARDIS materialized back were it had left,and the stepped out holding a slip of paper in his mouth.

"How is a piece of paper supposed to prove that your'e a time traveler? For all I know, you have a teleporter, and teleporting isn't really uncommon around here, you know." Twilight said skeptically.

"Yes? Well take a closer look!" The brown colt said.

After further inspection of the paper, Twilight gasped. It was the same piece that she had given to the strange pony.

"It's true..." She said barely above a whisper.

"Yep! Now will you come with me?" 

"Alright, but I don't think we're changing any minds." Twilight replied. "Those ponies are really set on war with us." 

"Yippee!" Doctor cheered.

"I just need to grab some supplies that are in the library." Twilight turned back to walk into the library. What she would never have expected was a large, round projectile hurl itself towards her, which was exactly what happened. 

The Doctor noticed this at the same time she did and yelled, "Duck!"

"Eep!" Twilight squeaked as she did as the Doctor instructed.

The projectile flew over Twilight and narrowly missed the Doctor as he jumped out of the way, and rolled its way right into the TARDIS.

"No!" The Doctor yelled as he jumped to try to reach the object before it entered the blue box. He fell short of catching it as it rolled into the console room. Before he could enter the time machine, the TARDIS shut its own doors as if it had its own mind.

A large explosion could be heard as the ground shook. A moment later, the windows of the box shattered and flames blew out of the rectangular slots.

"No, no no! How could this happen! No!" The Doctor began to scold whatever he thought had caused this as Twilight looked back to where the bomb had come from. There was a motorized carriage, light and quick enough to only be a scout with a slingshot-like device mounted on the side of the cockpit.

Volunteer soldiers arrived armed with swords and bows. Before the carriage could pull out and make an escape, the soldiers were breaking down the door and capturing the assassin.

The soldiers dragged the stallion piloting the car onto the ground where he had his eyes closed tight.

"What do we do with him, miss Sparkle?" One soldier asked.

"Just keep him in a closely guarded house where we can question him later." She answered.

Before the soldiers could get close to him, the driver of the carriage opened his eyes and got a wicked smile, pulling out a smaller version of the explosive from earlier from his leather jacket, striking a match and lighting a fuse on the end.

"Everypony back!" Twilight screamed as the soldiers rushed back to the purple pony's side.

The last of the driver Twilight saw before the fuse ran out was him with his eyes shut tight again, saluting to his Empress.




After the cleanup of the suicidal attacker, Twilight found the Doctor again, sitting leaned up against his ship.

"Hey," She said.

"Hay is for horses, but hello." The Doctor grimaced.

"What's wrong with the TARDIS? Can't you fix it? I know that you're good with machines." Twilight tried to cheer up her friend.

"The TARDIS can only be fixed by itself. The damage done was close to the heart, so it's going to take quite a while for it to completely rebuild itself. Until then, I'm locked out." Doctor replied, hanging his head low and muttering something to himself about his "sexy".

"How long will it take?" She asked.

"About a year or so."

"Oh."

Twilight couldn't help but feel bad since she had to get her things to leave for the Society. She forgot about her guilt momentarily when one the soldier from earlier came to question her.

"How's your friend, is he alright?" He asked. "I'm also going to need his name for records."

"He's fine," Twilight said. "And his name is-"

"I'm the Doctor!" He interrupted with a grin. "Nice to meet you... wait, judging by your, face Doctor isn't a regular name. I thought I had the whole 'name' thing figured out!" 

"His name is, uh, Turner! Time Turner!" Twilight said sheepishly.

"Uh, right. Okay, I'll leave you two alone now." He said and turned to walk away.

After the soldier left, Twilight turned to the Doctor with some worry on her face. "What are you going to do now, Time Turner?"

"Oh, well with no way to get around, I guess the only thing to do is stick around and help out! You, and me, Twilight Sparkle, we're going to make new technology for to win this war! Oh by the way, I do like the name you gave me. Fits me rather well." Doctor, or Time Turner as it is now, was back to his old self.

"Alright, TARDIS or not, you're right, we can do this, but you can't do it without a place to stay. You can stay in the guest bed."

"Thank you, Twilight Sparkle! We've got work to do!"

"Then what are we waiting for?" 

Twilight and Time Turner raced back into the library to think of ways to get an upper hand.




After hours of developing, the two inventors had done it. A new, more efficient motor carriage. It was faster, able to move at twice the speed of the old car, lighter, and used less fuel at once.

Twilight lifted her welding goggles off of her eyes and wiped some grease away from her cheeks.

"Well here's our upper hand." She said, satisfied.

"Oh yes! They'll never see us coming!"

"How many do you think we can make?" 

"Plenty, we'll just need quite a bit of ponies to help."

"Phew. Well good work. I think I'll get some sleep for a bit, the. The next step is weaponry."

"Oh yes. Right." Turner's mood darkened a bit. "We'll we have to do what we must and right now, they've got some heavy weapons." 

"Right... How often do you sleep anyways?"

"Oh only a couple of hours, a Time Lord doesn't need much sleep." 

"A Time what now?" Twilight needled. "You look like a pony, you are one, right?"

"Well, in part, I'm a pony. But I am an alien. I'm very similar to a pony, except I can regenerate, changing my whole self whenever I'm critically wounded. Oh, and I have two hearts."

"Woah... Two hearts? That's incredible!" Twilight marveled. "Well, whatever you are, you're a friend now. Do want you want, but I'm going to sleep now."

"Nighty night!" The Doctor cooed. 

"Night." Twilight said with a smile. 

Twilight walked to her bed where she lifted her magic script with her magic and grabbed a quill. While she slipped into bed, she began to write, checking to see if her friends were still awake. 

Is everypony there? There was an attack at the library. Just a scout, but that can only mean that more is coming, Twilight wrote. 

Indeed. Canterlot precision work is almost finished with the new type of cannon. A purple font indicated that Rarity was replying. 

Loud and clear wrote a familiar rainbow font. 

That sounds aweful! I hope that nopony got hurt. came a yellow font.

Ah' hear ya' an' the army seems ready t' go. described by Ponyville's most dependable farm horse. 

The hospital is standing by with smiles and lots of sweets! Twilight could almost hear the cheeriness coming from the Party Pony's words. 

Okay girls. This is it. We've got all of the help we can get and this is either where Equestria makes its last stand, or where it prevails. Each of us holds the fate of Equestria in our hoofs, not like this is the first time though. Nothing in the past had stopped us, so why now? We have the perfect strategy and the perfect ponies! Twilight still felt the inspiration she felt earlier this morning while giving her speech. 

Each of her friends agreed in rally and eventually signed off, having to ready themselves for the battles that would shape life in Equestria forever. 

Time Turner trotted upstairs happily as he saw Twilight passed out with her paper laying across her face. He grabbed it and her quill with his hoof (which he would never fully understand how he held the power to do so) and gently placed it on her nightstand. He noticed Spike the Dragon sleeping in his bed and carefully tip hoofed around him. He pulled back the covers to the guest bed and got in. Just before he dozed off, he had one last thought. 

Maybe this could be fun, not fighting on the front line and all. He smiled before losing his grip on consciousness. 
> New Job
> --------------------------------------------------------------------------

"A bomb?" Scootaloo shrieked. "But... This isn't supposed to happen..." She sat down in front of her friends, just hearing the news of the attack at the library.

Scootaloo was still convinced that it was her fault that a war was being waged in Equestria. Twilight and her friends, especially her honorary sister Rainbow Dash reassured her of her doubts. But how is it not my fault she mused. It was my idea to sneak off, I blew our cover, and I even gave that stallion a bloody nose! Scootaloo knew she had changed, but she was unsure of what she had become. She quickly dismissed the thought and returned her thoughts and attention to her two friends in front of her.

"That's right, ah' cant believe it either Scoots." Apple Bloom was saying.

"Well I don't think we can just sit here and talk about it in a tree house! I mean come on, we're the reason this is happening! We belong in the fight! We owe this to Equestria!" Scootaloo puffed her chest out and raised her voice, mustering as much confidence as she could find.

"I s'pose yer' right... But how?"

"Yeah, we're not exactly warriors trained for combat." Sweetie Belle chimed.

"We'll find something. Maybe Twilight has some answers."

"Maybe, but we left our wagon on tha' platform in the city!"Apple Bloom said concerned.

"I guess our only choice is to walk this one. Again." Sweetie declared.

"Oh yeah. Right. No wagon." Scootaloo forgot about the situation in the city. "Whatever, we'll make it! Sitting isn't doing us any good!"

The orange filly hopped on all four hooves and began to trot down the walkway of the Cutie Mark Crusader's tree house with her friends behind.




Before leaving Sweet Apple Acres, the bunch of Crusaders took notice of the camps set up in the apple orchards. There were husbands and wives, friends aglow by their early morning campfire polishing their weapons and chatting, and there were even fillies playing in the field.

All seemed happy, but Scootaloo knew that inside of each pony's heart, the longing to be in their homes remained. Scootaloo knew that they must feel sad, but she felt that she could help bring some cheer into into the life of each soul. The clementine pony decided that she would do something to brighten the day of those ponies. After all, she and her friends had won an award in the school's talent show.

The walk to the library was definitely an unusual one to say the least for the girls. They had never see the streets so crowded before. The same ponies at the market selling food were being swarmed, long lines stretching out from their kiosk. There were new vendors, too. Some sold produce and some regular appliances, but some ponies sold items that would never be marketed this way in Ponyville. There were ponies that looked grimy, grease smudges and stains on their leather aprons. What they sold was building material.

The industrial stands had huge sheets of brass, copper, and other metals. Some sold rods, wires, and glass works.

Scootaloo was estranged by the wares of the business ponies, not taking notice to the purple mare and her dragon at one of the stands.

Thankfully, her friends did. "Hey look, it's Twilight!" Sweetie shouted over the bustling and chatter of other ponies.

Somehow, Twilight heard Sweetie's yell and turned around, signaling for them to come over to her with her hoof.

"Hey girls, I was hoping to run in to you at some point today." She said once they had reached her.

"Hey Twilight! We were looking for you, too." Scootaloo said with an exasperated smile. "We were wondering if you had any jobs for us to do. This mess is all my fault, and I owe it to you to help as much as possible."

"Nonsense! This was bound to happen sooner or later, so don't be sorry." Twilight comforted with a motherly smile. "Although, there is a job that I could use some help with. The Doctor and I are taking entries for inventions, and we aren't sure of how we'll organize it. How about you girls be our secretaries?"

Scootaloo, Apple Bloom, and Sweetie Belle all exchanged looks, grins growing on each of their faces.

"Cutie mark secretaries!" They shouted in unison.

"Great! Come with me then, we've already got some ideas coming from quite a few ponies." Twilight gestured as she lifted her sheets of metal she purchased with her magic.

"Boy I sure am glad that there are some metal vendors here now. I used to have to wait on deliveries all the way from Canterlot!" Twilight was leading her secretaries back to the library as she rambled on about shipping prices in Equestria's capital.

Spike turned around on his lavender friend's back so he could speak with the fillies.

"We're having quite a few guests now..." He started. "Not like it's a bad thing or anything! It's kind of fun, too. Doctor, or uh, Time Turner is really funny and nice! You guys are really gonna like him!"

"So his actual name is Time Turner, huh." Apple Bloom fussed. "Does anypony else find this ah' little strange?" The only answer she it was blank, awkward stares.

"Well, maybe. But what's he really like, besides being nice?" Scootaloo asked.

"He really knows what he's talking about! Maybe even more than Twilight!"

"I can hear you," A voice from behind Spike's head came, slightly annoyed, but giggling all the same.

"We'll just have to meet him when we get to the library". Scootaloo said, poking her Apple friend in the shoulder at every other word she said.

"Yeah, sure."

Before they knew it, the four ponies and a dragon had arrived at the library. The only difference with it was that giant mobs didn't stand outside of the front door. Usually, that is.

Twilight calmed the mass of not angry, but mostly impatient ponies outside and began wading through the mob.

Once inside, there were fewer ponies standing at the entrance, with the Doctor trying desperately to maintain order.

"Okay, if you could just, oh, tone down some? Please, it would really hel- Twilight! Glad you're back, and nice to see our new secretaries!"

"Alright! Where do we start?" Scootaloo asked impatiently.

"And why is there a blue, smoking box in front of the library?" Sweetie added.

"You can start by making an organized line aaaaand it's a spaceship!" Time Turner answered gladly.

"A what?" Apple Bloom questioned, her tone full of doubt.

"Alright girls, we've got some crowds to control!" Scootaloo declared. "To start, Twilight, is there a way to get onto your roof?"

"Um, from my bedroom. Why?"

"Just gimme a sec!"

The filly sprinted up the stairs were there was a door leading to the roof of the bedroom. She flipped her wings on and looked down below.

I hope this works she thought right before plunged towards the crowd.

The opened her wings. The force pulled her back, making her parallel to ground ground, which was about twenty feet below her now.

I don't have to fly, just glide she reasoned.

Gliding was exactly what she did. Luckily for Scootaloo, it was a relatively windy day, especially since it was blowing in the direction of Sugarcube Corner.

She had glided over dozens of rooftops before she saw the sweet shop. Only problem was that she wasn't sure of how to land.

Focus. You just need to focus. she hoped as she angled downwards, gaining more speed. Scootaloo extended all four of her legs and began to touch ground with them, beginning only by light skids. Her light skids were slowing her down, except for the fact that she didn't look straight in front of her.

Scootaloo crashed into the side of one of Sugarcube Corner's gingerbread walls. She got up guickly and shock the pain in her head away. She dashed into the shop and ran up the stairs to find Pinkie Pie's room.

"Pinkie are you there?" She said gently knocking on her door. For a moment nothing happened. Until all of a sudden the fluffy-haired mare squeezed out from under her door and right in landed face-to-face with Scootaloo.

"Hey Scootaloo! I was just about to go to the hospital to make sure everything is alright!"

"Hey, Pinkie. Do you still have that megaphone? I could really use it right now back at the library."

"Oh yeah, my Pinkie-phone! So you're Twilight's new secretary! Just hang on for one second!" Pinkie zoomed back into her room and in exactly one second, she was standing with a large megaphone in her mouth.

She handed it over to Scootaloo, who took the strap and slung it over her shoulder.

"Now I just need to get back... There's no way to your roof is there?"

"No, sorry. But I can show you this cool trick that I learned from Shining Armour! Could you open your wings for me?"

"Okay, but what does this have to do-" she was cut off  by Pinkie snaking underneath her and hoisted her up, now standing on both hind legs.

"What are you doing?" Scootaloo shouted as Pinkie leapt back into her room and stop at her window.  "Oh no. Don't do it Pinkie!"

"Don't be silly, Silly! I've got great aim! Now then. One. Twoooooo." The pink pony angled her arms back. "Cupcakes!"

Pinkie Pie hurled Scootaloo with tremendous force out of her window and back to the library. In about half of the time it took to get to Sugarcube Corner, the orange filly was already landing in the window she came out of to get onto the roof.

She hurried back down the stairs to find her friends. She gathered them and opened the front door.

"You got Pinkie's megaphone?" Apple Bloom asked.

"Yeah she just gave it to me! Anyways, just follow my lead."

Scootaloo stepped out of the tree to address the ponies outside.

"Alright everypony, listen up!" The young pony boomed.

The crowd all stopped complaining and yelling at once to hear what the filly had to say.

"Okay, now that I have your attention, lets make sure we're on the same page, okay? If I'm right, you all have ideas for inventions to fight in the upcoming battles, yeah? Well if you're so smart, why don't you make an orderly line so we can figure this out!"

There were grumbles and scoffs, but every pony was somehow able to make a single file line.

"Okay, now my friend here Sweetie Belle will help put in your application!"

At first Sweetie looked confused, but figured out how to act quickly. "Uh, right! I'll send the next pony in when we're ready for you!"

"And my other friend Apple Bloom," Scootaloo continued. "Will hand out handmade snacks from her farm Sweet Apple Acres! So it shouldn't be a terrible wait."

"Snacks?" Apple Bloom leaned over and asked.

"Sorry, it's the only thing I could think of to keep these ponies calm."

"It's fine, I'll just have to run back to mah' house real quick-like!" The youngest Apple started to rub in the direction of her house. "Be right back!" She shouted.

"Okay then. Good. So now whose next?" Scootaloo asked. The pony at the front of the line was a mint green mate with a white and green mane, smiling as wide as a pony besides Pinkie Pie could.

"Alright, you're up." Scootaloo said without her megaphone.




Twilight returned to her basement as soon as she heard the ponies outside calm down. She knew that she and Tine Turner would have to move fast.

She saw the door to the foyer open ad Sweetie Belle ushered in a pony.

"Hello my name is Twili-" The purple mare got a better look at who she was talking to. "Oh hey Lyra! I didn't know you were an inventor.

"We'll, half inventor half revivalist." She said with a wild look in her eye and a crazy grin.

"How so?" The Doctor popped out from Twilight's side. "Oh, and before you ask, I'm the Doctooo- Time Turner! I'm Time Turner."

"You see Time Turner, there are things in this world called humans! They have hands, toes, hair, and especially, fingers!"

The Doctor began to crack up instantly after she finished.

"What's so funny? This is true!" Lyra questioned with an agitated tone.

"No, nothing like that! It's just that the humans thought so too! Except they believe in unicorns and Pegasus! How ironic to see this vice versa!" He continued his fit of giggles as Lyra's expression softened.

"Wait, you believe in humans too?"

"Not only do I believe in them, I'm friends with them!"

"Wow... That's amazing! You're going to have to talk to me more about this later!" The unicorn gabbed.

"Okay aaaaaanyways," Twilight interrupted causing the other two ponies in the room to look at her. "What idea are you here to present?"

"Oh, right! I think we need fingers, or graspers! We'll be able to pick things up and fight! Hold swords in our hooves, grab onto large objects that normally can't, I mean think about it!"

"Good idea, but we can't just grow fingers like that you know." Twilight mentioned.

"But what if we built our own hands?" Lyra grabbed some scrolls that were rolled up in her saddlebags with her magic. She floated them over to the workbench and revealed the drawings inside.

The design was simple. "It's similar to a cat's retractable claws, it folds back into hoof flattened when not in use!"

"Hm, interesting." Twilight thought aloud. "I think we could give this one a go. What do you think Turner?"

"I think it's brilliant! I missed having fingers anyways."

"Okay! We'll be sure to contact you when we have a prototype!"

"Thanks Twilight!" Lyra replied happily.

This process was repeated many more times, with inventions ranging from giant mechanical stilts to miniature wristwatches. Not many ideas were accepted, but the ones that were seemed to be revolutionary.

There was more efficient armor, crossbows, and of course, Lyra's hands. But there was one design that stood out more than the rest.

Somepony had taken the original design of the cannon and elongated the barrel to improve accuracy. There was also an easier way to load the weapon. Instead of packing the weapon each time, small cartridges would fit into a chamber, where a bolt would lock it into place. Since ponies had no fingers, they couldn't fire the cannon single-hoofedly, until Twilight decided to change the plan a bit.

"What if we added a lever onto the mini cannon so that Lyra's claw could switch it to detonate?"

"It could almost be a..." The Doctor was doing a poor job of acting like he was having an epiphany. "Trigger?"

"Ooh, I like that." Twilight replied.

"Good! Now let's get to work! If we want to get these items to your friends before this war begins, we're going to have to be quick!"

"You got it, Doc!"

The two machinists set to work on their new items with the mini-cannon and fingers at top priority.

They worked all night long, perfecting the works just before the break of dawn, both passing out at the lack of sleep.




Scootaloo and her friends all gasped for air as they regained consciousness from the previous night as they heard large crashes coming from outside. Since they had so much paperwork from the ponies at the library, they decided to spend the night in the library.

Sweetie Belle hopped up and opened the the front door. A look of shock was plastered to her face.

"Sweetie, are ya' okay?" Apple Bloom asked.

"I think we overslept."

For battle preparations, Cloudsdale had been mover directly over Ponyville. Rainbow Dash was stationed there for aerial strikes. It hovered around Sweet Apple Acres and could be seen from outside, except that now it was falling. Bombs where being launched at the floating city, detonating in midair so that the explosion would dismember the form of the cloud structures.

"Apple Bloom, get Twilight and the Doctor!" Scootaloo cried.

"On mah' way!" The yellow filly raced down to the basement.

"Oh Celestia. All the pegasi are getting killed. I need Rainbow to make it out. I need her." Scootaloo was breaking down into tears.

"She's fine, she has to be. She is an Element of Harmony after all, she can't just die like that."

"R-right. You're right." The orange pony sniffles. "But what about the other pegasi?"

"Well, they do have wings, so they'll just fly away." Sweetie's comforting voice was able to get her friend to dry her tears.

After a few minutes of watching the former city for pegasi fall, Apple Bloom reappeared from the basement with Twilight and the Doctor.

"Is Rainbow okay? How about the other ponies?" Scootaloo needled.

"She's fine, she wrote to me. As for the other ponies, we can't be for sure until we've figured this mess out now. If they're getting rid of aerial forces, they can attack us on the ground. I've made sure everypony is secured at each of their positions. Pinkie's at the hospital, Fluttershy is in the forest of the Everfree. They have to go through there to get to Ponyville. Applejack and the infantry is ready to defend the borders, and Rainbow is leading the pegasi to high ground."

"What about Rarity?" Sweetie asked, worried for her sister.

"She's in Canterlot, which is where we're going. There are special plans that will help her and her group."

"Okay, so how'll we get there without, you know, dying?" Scootaloo questioned.

"We run!" The Doctor said, almost happily.

"Okay, well we better get a' movin' then." Apple Bloom voiced.

"Alright, it's safer in Canterlot after all, except for the bad news. I parked the car at Applejack's."

"We'll what are we waiting for? Lets move!" Scootaloo said.

"Lemme get the plans and we're out of her!" Twilight ran back down to her workroom.

Nopony was entirely sure of how far they would make it before getting to the car, not even the Doctor for sure. But they could hope, as if hoping had got them anywhere so far.

> With A Sister
> --------------------------------------------------------------------------

The five ponies dashed out of Twilight Sparkle's library, all carrying important materials in their saddlebags. 

Apple Bloom, Scootaloo, and Sweetie Belle were all carrying blast powder for the cannon in Twilight's car, if necessary. After all, Ponyville was officially under attack now. 

Twilight packed the plans she decided to use to help advance war efforts rolled up and sticking  out of her bags. 

The Doctor, or Time Turner as he would be normally known as, was hauling metal sheets, rods, and many other building scraps in his bags. "Can you guys slow down?" He whined. 

"We can slow down, or blow up!" Twilight yelled back over the sound of bombs falling from the sky and hitting some houses nearby. "Your choice though."

After a successful getaway to the outskirts of town, the five approached the gates to Sweet Apple Acres. Before they entered, hundreds of ponies in armor with swords, spears, and shields marched into sight with a battle ready Applejack leading the group 

"AJ!" Twilight called. 

"Can't talk Twilight, we gotta stop the Society's troops before they tear up Ponyville!" The farm pony replied. "We're ready for tha' fight this time!"

"Right, but did I leave the car at your house?" She asked. 

"Oh yeah, still parked at the front." She turned her attention from her friend to her filly sister. "By the way, sis, I want you to watch what yer' doin' in Canterlot. Twilight's a smart pony, so listen to her." 

"Right!" The cream filly saluted. 

The group from the library walked around the army and dashed towards Apple Bloom's house. 

They found the steam car parked where Twilight left it. Everypony climbed in and Time Tuner sat in the cockpit.

"You can't drive that, only I can!" Twilight scoffed. 

"No, only I can fly the TARDIS. I can drive just about anything else, really." Turner smirked. 

He started the motor and accelerated the carriage at full speed, racing back out of the gates to the apple orchard. 

They had to drive straight through Ponyville again, but at much greater speeds. In about twenty minutes, the car had blown through Ponyville and raced up the mountain to reach Canterlot. 

Just outside of the main gate to enter the city was a large group of tents guarded by ponies with cannons. Twilight scanned the camp until she noticed the extremely decorative, two story tent.

"Oh Rarity." She chuckled. Only a pony like her would dare stay so classy in a war. 

After exiting the car, the inventing group went directly to Rarity's tent. They noticed that the field next to them had targets set about half of a kilometer away from a modified party cannon. There were plenty of holes in the soil, and next to none in the actual targets. 

Upon reaching the tent, Rarity's front door swung open to reveal the glamorous unicorn. 

"There you all are! I've been expecting you!" She gestured for the group to come inside. 

"How did she know we were coming?" Time Turner leaned over and whispered to Twilight.

"Magical script... Thingy." She replied with an equally quiet whisper. 

Rarity lead them through her tent to a maroon earth pony fiddling with a cannon. 

"Ah, you're here! We're gonna need those plans for a cannon real soon." The stallion said, wiping a grease smudge off of his cheek. 

"This is Moon Gazer, our man for adjusting cannons to be more accurate." Rarity explained. 

"You can call me Moony!" He chimed. 

"Okay, we'll we've got the plans!" Twilight levitated her plans to Moon Gazer as he unrolled them and began analyzing them. 

"These look amazing, especially since the cannons we have now aren't accurate at all!" He said ecstatically. 

"We can help you build them, if you want. It seems like we'll need quite a few." Time Turner offered. "Oh, and by the way I'm Time Turner! That's a pretty normal name for a pony, right? I dunno, I'm not too fond of pony names, but they'll do. They're kin of funny sometimes!"

"Uh, yeah we could use the extra help! And about the pony names, I'm not sure what to tell you I guess..." He replied, slightly confused. 

"Well what're we wait n' for! We have work to do!" Apple Bloom cheered. 

"Right. I think I can get my coat dirty for once, especially when the fate of Equestria lies in our hooves!" Rarity beamed. 

They worked for about an hour to shape the new barrel of the cannon. It was about a meter long and was only about fifteen centimeters in diameter. They forged new cannonballs and made cartridges by packing blast powder into a shell, and sealing it with a cannonball. 

They spent another hour on the firing mechanism. A bolt would slide out of the chamber so the cartridge could fit in. When the bolt slide back, it was ready to be fired. To fire the cannon, a lever on top would be pulled to ignite the blast powder, causing the cannon to explode and travel down a much longer barrel, increasing accuracy. Even a sight was made to you can look down the barrel and line up your target. 

After they had finished their hard work, the seven sat back and relaxed a bit. After a couple of minutes, a pony burst into the tent. 

"Miss Rarity, I am sent to inform you that Cloudsdale has fallen and the forces are pushing through to Ponyville! The ground needs support!" The young colt gasped in between breathes. 

"We'll let's see if these cannons work!" Time Turner said excitedly. 

The group had managed to build twenty five cannons. They quickly taught the soldiers how to use the cannon. The seven that made the cannons would be making more cartridges to fight back. 

The marks ponies took aim at the cars traveling towards Ponyville. They were moving at an alarming rate. 

The first pony took a shot and missed. Every other shooter did too with the same results. But after time, they managed to adapt and successfully damage a carriage. 

The ponies firing the cannons were exceptionally good marks ponies, with the right cannons of course. They focused on attacking vehicles, rather than the foot soldiers. They could let Applejack's army deal with them. 

Every vehicle in the whole fleet was damaged by the sharpshooters. The vehicle pilots had to stop, and attempt to fix their carriage, leaving themselves exposed to the battle outside. 

"They're doing it!" Turner cheered. "It's actually working!"

"Of course, never doubt Equestria dear." Rarity replied with satisfaction. 

"Should we get going?" Apple Bloom asked. 

"I don't think so." Twilight answered. "These cannons are far from perfect. We need to stay for a bit, and we can also build the other inventions while we're here." 

"And we can explore Canterlot!" Sweetie said as she and her friends jumped up and down. 

"And explore Canterlot." Rarity said with a warm smile. 




"Okay, cut a slot there."

"Right, but what if we weld this piece there?" 

"It'll lose space for the magazine."

"I see. Okay then."

"Do you guys want any apple juice? Apple Bloom brought some with her." Scootaloo said as she and her friends walked into Rarity's tent. Moon Gazer, Time Turner, and Twilight Sparkle were all working on improvements for their cannons. They all sat around one of the new cannons with some small changes done already. 

"Sure I'll take a glass." Twilight answered. 

Scootaloo handed her some juice as she sat down next to her. 

"Whatcha doin'?" She asked. 

"We're making adjustments so the cannon fires faster and is compatible with Lyra's graspers." The purple unicorn replied. 

"How does that work?" Sweetie asked as she and Apple Bloom plopped down next to their filly friend. 

"Weeeeell, see this box thing here? Think of a water bottle bubbling around." The Doctor pointed at a rectangular box sticking out from the bottom of the cannon. 

"Is that what it's like?" Apple Bloom asked. 

"No. But it is like a box with springs pushing the cartridges up." 

"Uh, that helps ah' guess."

"Good! Now that just about does it!" Time Turner cheered.

"Onto the hands!" Moon Gazer stated. "With these graspers, we can fire the cannon with the trigger system!" He pointed to a small hook-like lever protruding from a handle on the bottom of the cannon. 




The team finished a prototype of the hands in a matter of hours, which was coincidentally when the next wave of intruders mustered the power to make another attack on Ponyville. 

The same messenger that relayed the news of attackers burst through the door of the tent. 

"They're back Miss Rarity! What are your orders?"

"Give them hell, boys! We've got a new weapon in our arsenal!" Rarity said as she slipped the grasper on and lifted a sword with ease. 

"Yes ma'm!" The messenger hurried out the door with Rarity behind him. 

The marks ponies, or "snipers" as the Doctor called them, were lined back up on the edge of a cliff with Rarity in the middle of them. 

"Do you need any help Rarity?" Twilight asked. 

"Not at all dear. Thanks to you, we aren't letting those ruffians anywhere near Ponyville. Now on your side, there's a new invention ready to fight this empire with. You need to get this to the rest of our friends, or they'll be finished in no time!" The once fashionista answered. 

"Right. Thanks for all of your help!" Twilight said as she and the group got into the car. 

"Bye Rarity, I'll miss you." Sweetie Belle hugged her sister before returning to the car. 

"I'll miss you too sister, but you've got a destiny out there! Be sure to look out for your friends, you're meant to do great things, Sweetie." 

"I will! But you still owe me a trip to Canterlot." She smirked

"Of course, dear sister. Next time." She gave Sweetie one last hug before sending her off. 

"Now lets see if these fools have figured out what hit them the first time!" The group could hear the sophisticate yell as they sped deeper into Canterlot.




The explosions of cannons were heard in the opposite direction as the group entered the gates of the capital city with proper identification. 

"Okay," Twilight started. "Rainbow Dash says that now Cloudsdale is down, the pegasi are stationed in Canterlot gardens. They're working on new clouds so they can make small battle ships. I don't think clouds are very stable anymore considering what happened to Cloudsdale. There has to be a better way to make airships."

"So let me get this straight," Time Turner said. "Pegasi can make clouds, and move on top of them?"

"That's right, how does anypony not know that?" Scootaloo questioned.

"Short term memory loss?"

"Whatever." The filly turned back in her seat to chat with her friends. 

"Alright, we are here!" Twilight parked the car at the front of the entrance to the gardens behind Canterlot Castle. 

A cyan mare with a rainbow mane greeted the group, only it wasn't much of a greeting. 

Rainbow Dash's face tried to uphold a smile, but her eyes were red from crying and she looked like she could really use a nap. 

"Hey guys." She said as she embraced Scootaloo for a hug. "How's Rarity?" 

"Well, we've got good news." Twilight tried to use a comforting voice. "We designed a cannon to fight these ponies with actual results. It managed to turn them around the first time they attacked, but they're at it again."

"But what can the pegasi do? Our greatest advantage just got blown back to Sweet Apple Acres."

"It's time to build us some ships that are actually made for war."

"You saw what happened to Cloudsdale! Nothing but explosives messed the whole structure up!" Rainbow screamed as tears began running back down her face. 

"What about rainbows? What if we could restructure rainbows to act as an armor for clouds? They're the only other thing that sticks to clouds!" Twilight said excitedly. 

"Woah, rainbows? Are you serious? You manufacture rainbows?" The Doctor interrupted.

"Twilight, is this guy kidding me?" Rainbow sneered. 

"He's... New around these parts." She answered sheepishly. 

"Um, okay. But you're right! We can use rainbows like that! Packing enough liquid rainbow together should solidify it! Slap it on a cloud ship, and blam! Armored fortress in the air."

"Then let's do it!" Scootaloo jeered. 

"Right, I lemme find some pegasi willing to help out with building."

"Why can only pegasi do this?" Time Turner leaned over and asked Twilight. He wasn't going to be foolish again and ask anypony else. 

"Only pegasi can touch clouds and weather." The lavender mare whispered back. 

"Ah, clever!"

"Isn't it? But with the right spell, I an make anypony walk on clouds, just no wings, things went bad last time I gave anypony wings..." 

Rainbow Dash came back out of the garden. "You guys ready? We've already got some basic cloud ships ready. We could use some more fancy junk from ponies like you Twilight."

"Ponies like me?" Twilight repeated, slightly agitated but still curious. 

"Yeah, eggheads!" The pegasus cracked up and began rolling on the ground giggling. 

Twilight rolled her eyes. At least Rainbow's okay she thought. 

"Well," Rainbow Dash pulled hereof together and got back onto all four hooves. "We've got some work to do, am I right?"

"You bet!" Apple Bloom said. "Fixin' obscure items is mah' specialty!" 

The ponies all walked back into the gardens, each trying their best to ignore the popping of the cannons in the distance. 
> Return of the Pegasi
> --------------------------------------------------------------------------

"Time to get down to business!" Rainbow Dash said as she leaped over a work bench. There were large machines that would produce clouds in a corner and pure rainbow spewing out from  a pipe above the ponies. "So we're gonna crush up some rainbows?" The rainbow-maned pegasus asked Twilight. 

"Uh, I guess so. Might as well try and see if it works." She replied. 

"So how's Rarity? She's not much of a fighter is she." Rainbow asked while scooped some rainbow into a jar. 

"We made this flank-kicking cannon that can seriously mess up those Society losers!" Scootaloo beamed. 

"You'd be surprised!" Twilight smirked. "She might even have more pep than you when it comes to war." 

"Whatever!" The cyan pony mused. " These ponies would follow me to Tartarus and back!"

"Yeah Twilight!" Scootaloo missed the aspect of the joke and defensively raised her voice. 

Twilight jokingly apologized and decided to focus on the matter at hoof. 

"So how exactly do we compress rainbow?" Rainbow Dash asked. 

"Oh. Right." Twilight said. 

"Time..." The Doctor looked down for a moment. "For science!" He yelled, imaginary finger clenched around his hoof. "Actually, I have no idea how rainbows work, so how do we do this?"

"If I can remember right, clouds stop rainbows. So why don't we encase rainbow into a patch of cloud and compress the cloud?"

"Makes sense as far I can tell!" Time Turner patted Twilight on the back. "You certainly are one brilliant pony! But depends how brilliant a pony can be. Maybe if they're considerably more stupid than humans..." Going back off to muttering nonsense as usual. 

"The let's do it!" Sweetie Belle was hopping up and down with her friends.  Everypony in the room had almost forgot about the fillies, as they had been enamored by the liquid rainbow flowing from the pipe above. "I've always wanted to fly!"

"Me too!" Apple Bloom seconded. 

"Wait," Scootaloo began. "So if we're building a kind of ship-thingy, why don't we connect them to form a new city! It'll be super strong!"

"This one, she's a clever pony!" Rainbow said as she brought Scootaloo in for a noogie. 

"Alright gang, let's do this!" The Doctor said while trotting over to a rainbow fountain, grabbing a jar so he could gather a small amount. 

"We're not part of your gang, Time Turner. " Twilight mocked. 

"I-well fine then! Have it your way! Lets just make the bloody cloud."

Apple Bloom and Sweetie Belle each grabbed a jar and filled it to the brim with rainbow, while Rainbow Dash grabbed a cloud that was left floating at the ceiling. 

The could was about the length and width of three ponies, large enough to serve as a purposeful wall in building. Rainbow pulled two parts of the cloud apart to make a large crevice in the middle. 

"Alright now," Twilight said to the fillies with jars. "Pour those into the cloud." The girls did as they were told, making a small pool of rainbow in the cloud. 

"Rainbow, Scootaloo, you're up." The purple mare ordered. Rainbow Dash and Scootaloo both saluted with great enthusiasm as they trotted over to the stuffed cloud. 

The two pegasi stood on opposite sides of the cloud and lowered onto their front hooves. They lifted their hind legs and proceeded to buck the cloud with such force that the cloud compressed from a rectangular prism into a flat slate. 

"Great job gang-" The Doctor cheered. "no wait, groupies-no... Harem?" 

Rainbow Dash and Twilight blushed for a moment, but not for long as they both smacked him upside the head. 

"Alright, alright! We're a team!" He said as he cradled his stinging face. 

"Looks like we should get ta' buildin'!" Apple Bloom jumped towards the upright cloud platform, expecting to leap straight through it. Instead, she planted her snout into the wall cloud. 

She cried out and fell. She would've landed on her face if Time Turner hadn't caught her in his hooves. 

"Oh dear, are you alright? Miss Dash, are there any bandages here?" He said, setting the youngest Apple sibling down on her back. 

"Ah'... Yeah, I think I'll be alright." She replied calmly with a small smile. "Thanks a might Time Turner, I really appreciate the favor." 

"Anything to help!" The brown earth pony said. 

After Rainbow Dash returned with bandages to mend Apple Bloom's nose, Twilight spoke first. 

"We'll it appears that these clouds have slightly different properties." She explained. "Not only are they stronger, but also support all kinds of ponies." 

"Interesting." Turner rubbed his chin with a hoof. "Well we better get down to business! A giant airship isn't going to build itself!"

The three fillies in the room exchanged glances. They knew exactly what each other would say. 

"Cutie Mark Engineers!" Roared the younger ponies. 

"You got it, kiddos!" Dash started.  "But we're gonna need a few more hooves to help out-" she couldn't finish her sentence due to a young earth pony bursting in on the workforce. 

"Is Miss Twilight Sparkle here?" He asked in between pants. It didn't take a genius to see that he'd been running for quite a while. 

"That would be me." Twilight answered. 

"General Applejack has sent an urgent request for you and your friends to return to Ponyville immediately! It's the Society; they're back!"

"Pony feathers! We need to work on the ships though!" Scootaloo exclaimed. 

"It's alright you guys, we can manage!" Rainbow Dash reassured. "Besides, we have a while army of pegasi that don't have anything better to do." 

"Alright," Twilight's tone held great apprehension. "But when you're ready, get over to Ponyville. I think we'll need all the help we can get." 

"You got it!" 

"Quick Miss Twilight, there isn't much time!" The messenger pony said. 

"Right! Lets go!"

"Back to the TARD-" Time Turner began. "I mean carriage! Anyways, allons-y!" 

And at that, the team of five rushed back to the car, each uncertain of the future. Although they may have had doubts, each knew that Equestria was ready and willing to fight to the last pony. 

The team sped back to Ponyville in the carriage as fast as Twilight could navigate. 

"We should really get a name for our team you know." Time Turner said to Apple Bloom in the backseat. 

"Yeah ah' guess we could," She started. "But did we just leave that messenger back at the camp?

"Oh, uh whoops?" Twilight cracked a smile. 

"Aw he'll be fine, he looks like he needed a break anyways."

"Yeah ah' s'pose so."

After about twenty minutes, Twilight pulled up to what she thought was Ponyville. 

Where the town would normally stand, a large cobblestone wall about thirty feet tall surrounded Ponyville. Watchtowers with guard ponies stationed in each were built into the wall. There were very few entrances to the new fortress. Big Macintosh stood at one the entrances wearing leather armor and wielding a large sword. 

"Hey Big Mac," Twilight said, slightly confused. "Nice, um, wall we have. Do we have clearance to enter?" 

"Eeyup." He simply said. 

"Alrighty then! I have quite a few questions for AJ once we get back to her."

Twilight drove into Ponyville over a bridge where a moat lied beneath. 

"Well, allons-y!" The Doctor cheered. 

"Allons-y?" Sweetie Belle asked. 

"Of course! It means 'lets go' in French!" He answered proudly

"French?"

"Er, never mind."

The three made their way to the Town Hall, assuming that it hadn't been changed by the new choice of architecture. 
> "Home"
> --------------------------------------------------------------------------

As Twilight drove through the now compounded town of Ponyville, she noticed structural changes in the buildings to match the odd appearance of a wall surround them. 

Nearly every building in Ponyville consisted of a wooden base with a straw roof. Over a slight difference in time every house with a hay roof now had either copper, brass, or aluminum shingles. 

Many smokestacks had risen from the buildings, spewing cloudy smog into the evening sunset. 

They must be in need of some more energy Twilight thought as she drove down the cobble streets. 

Most of Ponyville was empty. None of the ponies Twilight Sparkle was familiar with would out watering their plants, buying groceries, or meeting friends. 

"I guess mah' sister got all the ponies to stay inside." Apple Bloom said gloomily. 

"Then they should be safe for the time being." Time Turner said. 

Twilight parked the carriage at the front of Town Hall. The team of ponies exited the vehicle and entered the building. 

Inside, a round table occupied most of the room. In the seats sat many military leaders dressed in the royal ceremonial outfit. Mayors of other towns that had migrated to Ponyville sat in the chairs alongside Twilight's Apple friend, Applejack. Facing the door in the largest seat sat Princess Luna, sister of Twilight's mentor Celestia. 

"Howdy Twilight!" Applejack greeted. "We've saved seats for ya'!" She gestured to open seats beside her. 

"Indeed." Luna followed. "We have important matters to discuss." 

Twilight and the Cutie Mark Crusaders sat in their designated seats, but the Doctor decided otherwise. 

"I think I'll just stand. Thank you though." He said. 

"And who might you be?" Luna asked. "You must be important for Twilight Sparkle to admit companionship. Are you a mate of Twilight's?" 

"I, uh... Twilight is a very pretty and intelligent mare," he blushed. "but no. We're just friends."

"Choose as you wish." Luna replied. 

"Wait," Twilight started. "Do you mean choose to stand or-" 

Luna only gave a warm smile. 

"Now then, please direct your attention to miss Applejack." 

"Alright folks, let me start off with welcomin' ya' to Ponyville! As ya' know, there are some ponies from a long forgotten civilization that want t' destroy us all!" Applejack seemed to use a little more enthusiasm than necessary. 

Murmurs rose from the city leaders as tensions seemed to rise in the room. 

"But, don't ya'll fret none!" Applejack reassured. "We've built ourselves a darned good army with the talented folks from around Equestria. We even have somethin' they don't! This is where ma' friend Twilight comes in." The farm pony gestured to Twilight, who was ready to address the ponies around her. 

"If we're right," Twilight started. "our cannons should be more accurate by quite a lot. Me and my team here are even developing a way to make cannons handheld."

"You, three fillies, and a seemingly insane stallion are going to build a more advanced cannon?" The mayor of Fillydelphia asked, dropping multiple hints of sarcasm and disbelief in her tone. She even pointed at Time Turner as he stood leaned against the wall, muttered more gibberish that didn't sound like any language on Earth. 

"Why yes," Twilight pulled the four together in a hug. "

The room full of leaders burst into argument, some taking the side of Fillydelphia's mayor, and some siding with Twilight. 

The chatter didn't last long though. Luna rose from her chair and slammed her hooves against the table. 

"Enough of this incessant arguing!" The Princess of the Night was using her Canterlot voice. Everypony in the room became silent immediately, turning the face their Princess. 

"Now," she had ceased use of the impossibly loud voice. "I trust Twilight Sparkle with my life, as should you. She and her friends were the ponies who freed me from the delusions of Nightmare Moon, battled the spirit of disharmony, Discord and reveal Queen Chrysalis's true form to Canterlot. Without her, Equestria would not even be, well, Equestria." 

Many looks of shock and amazement came from the ponies in the room. Murmurs such as "I never knew" or "that was her?" Came from the crowd. Everypony knew that somepony had been savior to Equestria, but they would have never guessed that a typing mare and her friends could accomplish even one noble deed. 

"That's right everypony, we got ourselves a real handy unicorn here!" Applejack stated with a grin. "And that's why you need to help us out. We're gonna need supplies, and workers to help assemble the cannons once they're ready. For now though, me n' ma' army should be able t' hold the attackers back fer' now."

"I think it's the best chance we got" said the governor of Manehatten. 

"Agreed." Came Baltimare's leader. 

Many more began to compromise with AJ, willing to help the cause of winning a war. 

"Then it's settled!" Applejack cheered. "If I know ma' friend Twilight, she's gonna bust her chops working on this project!"

Twilight gave a reassuring nod. 

"Then ya' better git after it!" The mayor of Appleloosa a rather old stallion, said. 

"Right." Twilight replied. 

"Then c'mon team! Allons-y!" The Doctor bounced off of the wall and burst out the door. The Cutie Mark Crusaders cheered and followed their new role model. Twilight heaved a heavy sigh and smiled, trying to catch up with her friends. 




"Let's go, let's go! We don have all day you hooligans! Help me raise this wall! You there! Attach that prop! Hurry, they'll reach Ponyville in no time!" 




"Come now boys, ready your cartridges, if we're going to fight, we're going to fight in a fashionable manner. We are a support group, that means we are elite. The ones you call when you really need help."




"We have to make it back to the library in time and begin work ASAP! If we're going to build this thing, we'll really need to put our heads together for this one!"




"Alright boys, lets saddle up!" Ordered the orange farm pony. "This war ain't gonna fight itself!"

Applejack was no longer wearing her signature Stetson hat, but now adorned an iron helmet and breastplate. A  She and her older brother, Big Macintosh stood before an army consisting of thousands of ponies on their farm. 

What used to be a simple apple orchard was now a military base for the ground forces of Equestria. Hundreds of tents were squeezed into every space possible to fit the immigrants from other cities. 

"Alright, everypony ready?" Applejack yelled. "'Cause we're headin' to the front lines for this! Last time y'all got off tha' hook thanks to Twilight's machinin' skills and Rarity's accuracy. This time though, y'all have to do your part!" The armor-adorned ponies took the opportunity to cheer and scream out battle cries.

The army that was now assembled in a formation that created a large wall in front of Ponyville.  

"Alright y'all, this is where we find out if yer' snails or stallions!" Applejack addressed to her army as she trotted back and forth. 

Minutes passed by. Ten twenty, then thirty had gone by as the attention of each soldier was lost. 

"Where are those stinkers?" AJ asked her older brother as they stood at the head of their forces to look over the hills of Equestria. "That colt said that he saw em' comin'!" 

"Eeyup." Was the only response the Element of Honesty got. 

Applejack sighed as she turned to face the bored soldiers. "Alright y'all, looks like we're gonna be out here for a while. A few of ya' from each of yer' platoons can run back to the farm to retrieve the tents. If need be, grab a cart to haul em' and some food back."

As some ponies ran back to camp, Applejack could only turn away from those under her command so she could hide her look of uneasiness. 




"It's getting late Twilight," Scootaloo prodded the unicorn's tired body with her hoof in an attempt to keep her from dozing off on top of her workbench. "you should get some sleep. Things like this don't happen overnight. Even the Doctor had get some shut eye."

"Maybe you're right, but I'm so close! The only difference between the larger cannons would be that these take such precision to build, I can't make them fast enough! I mean, I've even got a prototype!" Twilight shoved a long rod that had a strap to attach to the hoof for easy firing. 

"Man, I wish we could just clone them or something. " Scootaloo replied. 

"Clone... Clone! Scootaloo you're a genius!"

"What? You know a spell for that?" 

"No, I have something almost as good. Get the others. We're going to meet up with Fluttershy in the forest."





"I'm glad you could meet us here Twilight." Greeted the soft voice of none other than Fluttershy. "We haven't done much to help yet, but we aren't really, you know, prepared."

"Prepared?" Twilight asked as she and her pegasus friend trotted through the Everfree forest. "I thought that you and your group was supposed to receive weapons and shelter."

"Well, we got the shelter and food," the yellow mare gestured to the camp of about thirty or forty ponies. "But we've been waiting for the weapons." A look of fear creeped over her. "But Twilight, what if I can't teach these ponies? I don't think I can even fight!" Fluttershy's eyes began to bead up as she began shaking, her breathing  growing to a rapid pace. 

Twilight grabbed hold of her friend and looked at her straight in the eye. "You can do this Fluttershy. I- we believe in you. If we're going to keep Equestria safe, we're going to have to fight for it."

"You're right. For Equestria." The same expression of confidence showed from the time Cloudsdale required water from Ponyville. 

"Alright then!" The Doctor seemed to appear out of nowhere. "What about this cloning business?" 

"Um, right." Twilight stammered. "Oh, and Fluttershy, this is Time Turner. Time Turner meet Fluttershy."   

"Um... Hi" Fluttershy scraped the ground with her hoof. 

"Hullo!" Turner grabbed Fluttershy's hoof and shook furiously, moving not only her hoof, but the whole pony. 

As soon as the the Doctor set her down, Twilight asked, "So Fluttershy, do remember exactly where we sealed the mirror pool?" 

"Yes, but why would you ever need to use that? The only thing that pool has caused is trouble." 

"I think I might have found a practical use for it. I'll explain on the way there." 
> Before the Storm
> --------------------------------------------------------------------------

"I'm still surprised that you remember which rock the pool is covering!" Fluttershy praised Twilight as her, the Doctor and the Cutie Mark Crusaders trekked through the Everfree Forest. 

"Of course! How could I ever forget Tom?" Both mares chuckled. 

"Um... What now?" Time Turner was as confused as the three fillies beside him. 

"Inside joke." Twilight answered. 

Twilight levitated a large rock up, revealing a large hole in the ground. 

Once everypony had entered, Twilight turned to the Doctor.

"Did you bring the prototype?" The unicorn asked. 

"Right here." Turner reached into his saddle bag and pulled out what appeared to be a long brass barrel curved at the end to serve as a grip wrapped with leather. An intricate mechanism sat directly above the handle. A curved metal rod was pulled back by a spring, ready to fire forward and strike the ignition material for the weapon. A metal cartridge stuck out the top of the mechanics, serving to feed a round of ammo into the chamber every time the rod was cocked back. 

"Are you sure this will work?" Scootaloo questioned. 

"Yeah," Applebloom added. "Doesn't this pool only work with livin' bein's?"

"Of course I'm not sure!" Twilight had a grin on her face, more specifically the grin of an adventurer, a troublemaker. "There's no point in not trying, right? I mean, what other choice do we have?" 

"Ah' suppose yer' right." 

"Well, lets get on with it!" The Doctor cheered. 

"Got it." Twilight pulled a book out of her saddlebag and levitated it in front of her, floating the hoof-cannon into the mirror pool. 

She began reciting the poem that Pinkie Pie had given her after the pink pony's infamous cloning incident. 

"-and solemnly sweared not to be scared at the prospect of being doubly mared!" 

Twilight finished the lyrics with a flash, literally. When everypony opened their eyes, there were two cannons where the original sat. 

The ponies all let out a cheer. Finally, Equestria had a fighting chance against their foe. 

"Okay. Fluttershy, I need you fly to the top of the entrance, and you fillies be at the bottom ready to throw the cannons to Fluttershy. Turner you toss them to-"

"The fillies, of course! Did I mention how brilliant you are Miss Twilight?"

"Thanks Doctor. I'll be here to recite the lyrics."

The ponies got into position, and Twilight began chanting the words for duplication. 




This process continued until there was a stock of about fifteen hundred hoof-cannons beside Fluttershy. 

"Twilight," Fluttershy patted her friend on the shoulder. "I think we have enough." She said, pointing towards to pile of weapons. 

"Good! Lets get these weapons to Applejack's ponies."

Once everypony had exited the cave, Twilight levitated the large rock back over the entrance, once again sealing it. 

"I suppose that we part ways here, Miss Fluttershy" Time Turner gave the yellow pegasus another vigorous hoof shake. 

"Thanks Fluttershy, you've been a great help." Twilight hugged her best friend with a tight grip. "I'll see you and the others as soon as this is over."

Twilight levitated her weapons into the air, and closed her eyes. Sparks began to spill from her horn, arcane energy being channeled for a powerful spell. 

In one great flash, Twilight teleported two ponies and three fillies all the way across Ponyville.




"Well Twilight," The farm pony held a cannon in her hoof. "it's a might impressive alrighty. But will it do tha' job?" 

"Of course!" The librarian/inventor replied. "Operating it is pretty simple; just point with one hoof and use the other to pull the trigger." 

"Well, I'll take yer' word for it. We best be getting these weapons distributed to the soldiers."

Now about every other pony in Applejack's army held a hoof cannon. 

"I really don't think that this is going to end well." The Doctor grimaced. He looked across Sweet Apple Acres, including the ponies inhabiting them. 

Have I advanced history by too much? he thought. Surely if this empire is so powerful, they should have equivalent firepower, if not more... That is, unless Equestria was meant to be defeated.. The Doctor went on to believe that it was his fault for distorting the correct order events, his frown deepening with each thought. 

"Twilight?" Turner finally spoke up. 

"What is it Time Turner?" She replied. 

"Is it alright if I talk to you in private?" 

The mare seemed a bit confused, but she agreed. 

Turner led her to the top of a small hill and double checked to make sure that no pony was listening. 

"Um, Twilight" he began. "Please, whatever I say, try to understand."

"Uh, sure Doctor." Twilight wore an expression of curiosity. "Is something wrong?"

"You see, it's about history. Timey wimey events and such."

"Okay?" Twilight's expression grew into one of suspicion rather than confusion. "What are you getting at?"

"I'm not sure about the best way to put it, but I may have altered time and deviated this universes timeline, which will only result in a paradox. There are fixed points in time that have to happen, no matter what. If a fixed point does not occur, well," The Doctor cleared his throat. "You get the point."

"What? How could you have possibly done that?" Twilight's tone showed that she was obviously confused. 

"By... Helping Equestria win a war?"

"Do you really think so?" Twilight asked. "Well..."

Turner shut his eyes and braced himself for a random outburst from his friend. 

"How can we fix it?" Twilight finished in a calm voice. 

Time Turner was shocked by Twilight's composure. He shook his head and regained his thoughts. 

"You see, changing a fixed point can, and most likely will, cause a paradox. A Paradox will either seriously damage a universe-" the Doctor was interrupted by Twilight. 

"Or it can completely erase it."

"Correct." He continued. "Normally I can tell whether or not an event is fixed or not, but for some reason my vision, so to speak, is cloudy."

"But what if this isn't a fixed point?" Twilight said. "Maybe Equestria can still win!"

"Maybe. But it's a gamble. I don't want a universe torn up because of my mistakes."

Twilight put a hoof on her friend's shoulder. "I wouldn't flatter yourself Doctor." Twilight smiled. "It's not your decision to make."

The stood for a moment, until the Doctor finally broke the silence. 

"Doesn't sound like I'll be changing your mind Twilight." The Doctor turned towards Ponyville. "If you're going to fight this war, I want nothing to do with it."

The librarian's expression grew disappointed. "Are you sure? You've helped us so much already."

"I've seen enough war to last more than a lifetime." He paused. "I believe this is where we say our goodbyes Twilight Sparkle."

The Doctor reached out to shake hooves with his companion, but she brought him in for a tight hug. 

"Thank you." Twilight whispered. 

The Doctor stared at the ground and began the walk to his TARDIS. He chuckled to himself and thought,Running... Again. 

Twilight watched as her friend departed. She trotted over to Applejack and the CMC. 

When Twilight returned, everypony had a puzzled look on their face. 

"What happened over there sugercube?" Applejack asked. 

"Yeah," Scootaloo added. "Where'd Time Turner go?"

"He..." Twilight couldn't find the right words to explain. "Left."

The tension in the air was obviously apparent. It was broken when Applejack spoke up. 

"Ah suppose war ain't for the faint hearted." She said. "Me an' the others best be moving out now."  

"Of-" Twilight stuttered. "Of course."

"Be careful sis." Applebloom hugged her older sibling. "You'll be back, right?"

Being the Element of Honesty, Applejack could not lie. 

"I'll do mah' best." The farm pony gave a weak grin. "You'll take good care of the orchard while am' gone, right?"

"You bet ah' will!" Applebloom perked up. "It'll be exactly the same as it was when you get back!"

"Good." The two Apples hugged one last time.

Applejack walked over to Twilight. The two mares looked each other in the eye with grim smiles. 

"Ah suppose we found the limits to tha elements." Applejack said. "We can't just run around blastin' everything we see with those necklaces of ours." 

"Don't underestimate the power of friendship Applejack." Twilight's face held a smile brimming with confidence. 

The orange mare chuckled. "I believe ya' Twilight. We'll get together when this silly mess of ours is over, ya' hear?"

"Wouldn't have it any other way." Twilight pulled Applejack and the CMC in for a group hug. 




With no automobile and her magical resources expended, Twilight was left to walk back to her library. With no Doctor, she was left alone with only the dirt road and her thoughts.

Did I make the right choice? Twilight couldn't help feeling regret the moment she set foot from the Apple orchard. 

Not only had she lost an important piece in winning the war, she had also lost a friend. 

Twilight wished that she could find her friend, but he could be anywhere right now. With that timey-wimey whatever it was he called that blue box of his, The Doctor could leave Equestria at his will. 

The only thing Twilight could do now, was walk back to the library with her head hung low, out of ideas. 

"I guess this is the part where things get messy." Twilight muttered to herself. 




"So this is what war is like, and tha' battle hasn't even started yet." Applejack murmured as she stared at the ponies filled up the many trenches dug in front of Ponyville. Many ponies were carrying weapons and supplies. 

"One can only imagine how many faces we won't be seeing again." A stallion's voice with a thick Prench accent caught Applejack off guard. A light blue stallion with a dark red mane and tail stood next to her. His cutie mark was that of a cutlass. 

"Oh hiya lieutenant..." Applejack greeted. "Uh how do ya pronounce yer name again?" 

"Dubois, general Applejack." A slight, barely noticeable trace of annoyance appeared on his face. 

"Ah'm sorry Dubois!" Applejack's cheeks were bright red. 

"No need general." He did his best to hearten his commanding officer. "It happens quite often. After all, I am an immigrant from Prance. What else is one to expect?"

Applejack laughed a bit. "Ah suppose so Dubois. Any who," Applejack started. "How're we lookin'?" She asked. 

"We are nearly ready for battle." Dubois answered. "About one hundred more ponies left to fill the trenches and this little game shall be off to the races."

"Alrighty then." Applejack looked towards Canterlot. "Rarity sent word that they've just begun to engage enemy forces, so I'd imagine that time ain't of tha' essence."

"Of course." 

The two ponies stood and watched as they prepared for the battle that would change Equestria forever. 




"Come on ponies!" Pinkie Pie ordered. "We need this hospital in tippy top shape if we're gonna be able to accept injured ponies!"

Doctors, nurses, or any volunteers available were scurrying about Ponyville's hospital. In order for the hospital to function at suitable standards, tents containing cots had to be erected outside of the building to act as an extension to the hospital. 

Pinkie Pie was at the head of the staff. Although she had little medical experience, she was left in charge of directing the ones with training. 

"I reeeeaaaally hope that there'll be enough doctors to treat the ponies." The party pony thought aloud.

After a moment of thought, an actual lightbulb appeared out of nowhere, directly above Pinkie Pie's head. 

"I know!" She squeaked. "Twilight oughta know how to heal ponies! But if I'm gonna talk to her, I'll need to catch her quick!"

Pinkie Pie began to race down the hallway of the hospital's third floor. She dove out the end of the window, did a double front flip, landing on one of the many tents set up outside. The tent bounced her off like a slingshot and sent her soaring through the sky. As luck would have it, she land twenty paces away from her friend's library. She casually strolled up to the front door like nothing happened as gave the door a knock. 

Spike was the one to answer the door. 

"Hi Spike!" Pinkie smiled. "Is Twilight home?"

"Actually no," Spike answered. "She's been running some last minute errands involving war."

"Gotcha. But where was she headed last?"

And as if on cue, Twilight arrived, glad to be home. 

"Hey Pinkie, what brings you here?" Twilight inquired. 

Pinkie took an abnormally large breath in before speaking. "Well you see Twilight I've been working really hard to set up the hospital lately and we had to set up tents and cots and extra ponies had to volunteer and-" 

Pinkie's spiel was cut short by 
Twilight. 

"Pinkie." Twilight said. "Just tell me what it is you need.

"Oh right!" Pinkie said. "Is there any way to quickly heal ponies?" 

Twilight sat for a moment as everypony knew this face. Twilight adorned her ponder face. 

Twilight lit up. "How could I have forgotten?" She turned towards the basement and began to gallop. "Follow me!"

In the basement, Twilight took a minute to dig around in her junk drawers until she pulled out a crystal about the size of an apple. 

"Wooooow" Pinkie Pie stared at the object. "What is it?"

"This is a healing crystal given to me by Zecora a while back. She couldn't find a use with her magic, so she gave it to me." Twilight set the rock on her work table. "I meant to get around to working with it, but I never found the time."

"Until now?" Pinkie asked. 

"Until now. I think I could build a pack powered by unicorn magic that will be able to directly heal the injuries of ponies. Only minor injuries of course, say a broken leg or a single bullet wound. But seriously injured ponies should still seek medical attention."

Twilight pulled sheets of brass out and began pounding them with a hammer. Pinkie knew that this could take time, so she sat down in a nearby chair.

After welds and rivets, cogs and sprockets, Twilight removed the welding goggles from her face. 

"Aha!" Twilight yelled in excitement, waking the snoozing Pinkie Pie. 

"Wha? Who's there? Oh, it's you Twilight." Pinkie calmed down. "So you finished?" 

"You bet I did. Check it out!"

Twilight was wearing a large metal pack on her back, mechanics similar to a clock turned on it. There were glass jar on both sides of the pack, sloshing around with a glowing purple liquid. A leather coil ran from the pack to a cylindrical tube with a lever on the top. At the end of said tube was the crystal, ready for the magical energy to pass through it. 

"Pinkie would you mind being a test subject for the heal-o-gun?" 

"Hm," Pinkie thought of any injuries she may have. "I know! I've got this little paper cut from earlier today!" Pinkie held out her hoof to Twilight for her to examine it. 

"Alright. Here goes nothing." The librarian stood on her hind legs and pointed her tool at the small incision.  She flipped a switch on the back of her pack and the machine whirred to life. Steam was released from to pipes at the top of the pack and the glowing liquid was seen drawn into the coil. 

"Okay. Three, two," Twilight pulled the lever. "One!"

The crystal at the end glowed purple as a beam spilled out of it. It seemed to sense Pinkie's wound and encircle it. 

Both mares could see the wound undo itself, as if time was sped up to heal it. 

After Pinkie's wound was healed, Twilight flipped the switch again to being her pack's noise to an end. 

"Fantastic!" Twilight grinned. "How do you feel?" She asked her pink friend. 

"Lands sakes alive!" Pinkie exclaimed. "Never been better!"
At that moment the whole of Ponyville shook, even in the basement of a library. 

"What was that?" Pinkie asked as she regained her bearings. 

"Sounds like they're here." Twilight said. "Here take the pack."

"What are we supposed to do?" 

"Now-" Twilight helped fit the pack around Pinkie's shoulders. "Now you're going to practice medicine." 

Both ponies rushed out of the basement and ran towards Applejack and the trenches. 




"Um, can everypony listen for moment?" Fluttershy could barely be heard over the chatter of the ponies she was put in charge of leading. "If you could listen to me for a second, we can take our spot in this battle."

The soldiers sat around a campfire in the Everfree forest. Their camp was positioned just deep enough into the woods to be obscured from view outside.

The pegasus's attempts to gain the attention of the fifty or so ponies was fruitless. The only attention she grabbed was her friend Angel the Bunny's. 

Angel could be described as Fluttershy's assertive side, so naturally, he hopped off of the log he was sitting on and hurried over to the campfire. 

Carrying a pile of pebbles he had gathered, Angel pelted each of the soldier's in the head. 

Now that everypony had eyes on him, he pointed directly at the yellow mare. 

"Eep!" Fluttershy's eyes grew beady as she felt the many stares of many ponies.  

"Oh... Um, well," she cleared her voice. "As you know, we're fighting a war. But I guess you already knew that seeing that you're here. So I suppose that makes my first sentence redundant-" the strained expression Fluttershy had only grew worse with each sentence. 

Angel noticed his caretaker's discomfort. He scampered up to her and tapped her on the shoulder. Fluttershy exchanged glances with the cross bunny, finally getting the message. 

Be assertive. She thought. Just be assertive.

Fluttershy took a few breathes, and began in a calm tone, "Hopefully when you signed up to fight under my orders, you knew what you were in for."

At this point everypony had started to pay close attention to their leader, surprised due to the sudden change in disposition. 

"This division of Equestria's military will show even less mercy than that of which is under general Applajack's command." She continued. "And by that," Fluttershy paused for a moment. "you will show no mercy."

Fluttershy now had complete authority over her soldiers. Mares and stallions alike were both inspired and terrified of the future that lie ahead of them.

"Now our mission is simple; pick away at the enemies forces, but be silent. It is very likely that if the Empire pushes far enough that they can reach the forest, they will set up camp here. Now we will only be armed with bows and knifes, so you better be used to both weapons."

"So." She turned and look across her soldiers. "Any questions?"

The only sound that could be heard was the rustling of trees and the occasional chirp of a bird. 

"Alright." Fluttershy's face grew into a freakish grin. "I hope your affairs are in order, because this is where we have some fun."