Canterlot City was undergoing a lot of changes. The biggest change being the new town that was being built, right next door to the city.

This new town, which had been named Cosmic Town by the aliens and humans that were going to be living there, was slowly taking shape. The space port it was built around, was already close to completion thanks to the hard work of the Plumbers and the aliens that had agreed to help.

Several other buildings were also close to completion, these buildings being ones that would help support the town. Stores selling Earth and Alien foods, along with a small hospital and an entertainment district so that aliens could have some fun after their long voyages.

But despite how many changes were going on, there were just as many things that were staying the same.

One of these things, was Devious and Chrysalis. The two villains had been laying low since they escaped from the battle with the Negative Ten, though many people knew they were somewhere out there. Just waiting for someone to show any sign of magical powers made possible by the mystical Medallions.

They weren't the only ones working to find the Medallion holders. Lady Masquerade, also known as Trixie Lulamoon, was currently flying around the city using her Sky Butterfly form. The magical hero was on patrol, keeping an eye out for anything out of the ordinary.

The problem was, out of the ordinary was getting harder and harder to pinpoint. "Dragon in the middle of the park." She spotted the fire breathing creature appear from out of the trees, only for it to glitch and disappear. "Hologram." She sighed and flew away from the park, instead heading into the city. And there, she spotted a floating beam that was being lifted into the air.

But when Trixie flew closer, she saw a black and yellow alien was lifting the beam with some kind of magnetism in order to help with constructing a building.

"Nope." She flew away and as she did, she passed a large building with a large TV on the side that acted as a billboard with a clock in the corner. "Shoot. I'm gonna be late." She dived and as she reached the ground she changed the Medallion that was attached to her mask.

The Rapid Turtle Medallion, appeared on her mask and caused her entire suit to change. The turtle-themed costume surrounded Trixie, the shield being on her back.

As soon as she landed, she used the magic of her Rapid Turtle to slow down time. This meant she could move at what appeared to be super speed, allowing her to get somewhere faster.

In another part of the city, Jackpot was waiting for his daughter on a street corner. He and Trixie were going to have lunch together, so Jackpot could hear about some of the recent adventures Trixie had been going on. She had only told him the basics about what had happened with the Negative Ten and the strange ship in the sky. Now, they would get to actually talk about it properly.

As Jackpot waited, he moved over to a nearby magazine stand and looked through some of the stuff they had.

At the same time, a pickup truck was driving down the street. As the driver turned a corner, he was taking a sip of a coffee he had just bought. But the coffee was too hot and he found himself burning his tongue, making him cry out and drop the coffee. But this resulted in him burning his whole lap, making him scream and lose control of the car.

It was at this moment that Trixie arrived on the scene, Lady Masquerade panting as she was about to run out of energy in her time halt. But as she arrived and time began to slowly speed up, she noticed the truck going out of control.

It might have looked like it was only going five miles an hour, but Trixie knew it could still do a lot of damage. And it was heading straight for the news stand and- "DAD!" She rushed over to try and save him, attempting to make time slow down again. But she had already used up too much energy and she was about to return to normal time. She wouldn't make it.

Jackpot noticed the car was coming and instinctively braced himself.

But as he did, something else appeared on the scene. Some form of blue blur, which raced over to Jackpot and grabbed him before the car hit him. Trixie was shocked to see this, as the blur pulled him out of the way. As it did, Trixie sensed something she recognised as a Medallion.

For the briefest moment, the figure was still and Trixie was able to get a quick look at her.

She was a blue skinned girl, whose hair was two different shades of yellow. She was wearing a sleeveless purple hoodie, with yellow lines on the shoulders and down the sides. She also wore blue denim shorts and knee high white socks, along with a pair of black trainers. On her back was a dark blue backpack, which looked like it was stuffed to the brim with stuff.

The girl dragged Jackpot out of the way and in that moment, Trixie's time halt ended and everything returned to its normal speed. And as it did, the pickup slammed into the magazine stand and ran it over before hitting a lamppost.

Trixie looked around and saw Jackpot across the street, laying on the ground looking perplexed about what had just happened. He then spotted Trixie and smiled, as everyone else seemed to think she had just saved that man.

"Way to go, Masquerade!" One guy cried, as Trixie rushed over to her father.

"Are you okay?" Trixie asked, pulling him up to his feet.

"Yeah," Jackpot nodded. "Thanks for pulling me out of the way. I doubt all those super powers you have, would let you put broken bones back together."

"It wasn't me," Trixie told him. "There was someone else. Time was stopped, but they were moving normally. They pulled you out of the way and disappeared." Jackpot looked surprised by this, as he suddenly seemed to notice something and checked his back pocket.

"Whoever they are. They didn't just save my life. They stole my wallet." Trixie frowned at this, as sirens filled the air. She knew she had to find this person. Whoever they were, they had a Medallion and they didn't appear to be using it for the right reasons.

As soon as she made sure her father was alright, she headed off to the Plumber Base.

The place was just as busy as it normally was, even more so thanks to all the new aliens that were living over in Cosmic Town. Luckily, there hadn't been any criminal activity in the new settlement. But that didn't mean it was smooth sailing for the Plumbers.

"Hello?" A woman at the front desk answered a call. "Yes. I understand. I'll send someone over right away to take a look at it. Until then, don't touch anything. You don't know what alien goop will do to you."

Trixie walked past the front desk, showing the woman her clearance card. Despite not being a Plumber, Trixie and the Rainbooms were allowed to enter so long as they didn't mess with anything.

She headed into the elevator and teleported down to the main base's computer room, where she spotted Shining, Flash and the Rainbooms all hanging out.

Flash and the girls were sitting around a large table, doing their homework whilst being ready to head out if anything big happened. Meanwhile, Shining was standing behind the monitors listening out for anything that might need attention.

Trixie rushed over to him and tapped his shoulder, making him jump as Trixie gestured for him to follow her. They moved over to the table and Twilight was the first to notice them. "Hey. I thought you were spending the day with your dad?"

"I was," Trixie nodded. "Until he almost got run over by a truck." This got everyone's attention, the lot looking up at her in shock.

"Is he alright?" Fluttershy asked.

"He's fine. That's the thing. Someone pulled him out of the way at the last second. And by second, I mean a super long Rapid Turtle slowed second. I had time almost completely stopped and they were moving at normal speed."

"What?" Flash asked. "But that only happens if the person's moving at...super speed." Rainbow and XLR8 had both had this happen to them. Looking like they were moving at normal speed during a time stop, when actually they were going at over a hundred miles an hour.

"Exactly," Trixie nodded. "And that's not all. When she saved my dad, I sensed something. A Medallion." That got them all frowning. "I'm sure of it this time." She took out her phone and flipped to a picture showing a page from the Medallion Book. "The Rush Rabbit Medallion. It grants the user super speed."

"So that's where it was," Twilight nodded. "Any idea who this person is?"

Trixie frowned. "All I know is that they're a thief. They saved my dad, but she stole his wallet when she did. I only got a second to see her when she stopped moving, but I'm positive I can recognise her the next time I see her."

"Alright," Shining nodded, "then I know exactly what we need to do." He gestured for Trixie to follow him. They all watched, as he took her over to an empty computer monitor. "If you're sure you know what to look for, tell this computer. It'll create an image of her face that we might be able to find a match for."

Trixie smirked. "No problem. The Great and Powerful Trixie's photographic memory, will help her determine the identity of this super fast wallet thief." Everyone watched her begin to describe the girl. However, they soon discovered that Trixie's photographic memory...wasn't so photographic.

"Are you sure this is the girl you saw?" Sunset asked, staring at the image of the fat faced girl with freckles, a crooked nose and slightly bucked teeth.

"Of course," Trixie smirked. "Like I said, photographic memory."

"Why don't I check your actual memories and not just the photographic ones?" Sunset placed her hand on the girl's shoulder and her eyes turned white, as she saw what Trixie had seen when the figure saved her father. And it looked almost nothing like what she had put in the computer.

When the vision ended, Trixie gave her a knowing look. "See."

Sunset rolled her eyes before turning to the computer and adjusting the image, removing the buck teeth, freckles and making her face thinner. "Are you sure this isn't who you saw?" The image finished changing and as Trixie saw it, she frowned.

"Okay. That might be the girl. But I still think she had freckles."

Sunset sighed, as the others looked at the image. "So this is the girl?" Shining tilted his head. "She's not anyone I recognise. She must not do much to stand out."

"Maybe not in Canterlot." Everyone turned to Rainbow, the girl frowning as she stared at the image. "But in Cloudsdale, she's super well known."

"You know her?" Rarity asked, Rainbow nodding.

"Her name is Lightning Dust. When we were younger, she and I went to the same soccer camp together." She sighed. "She was one of the fastest campers there. The only one faster was...ha, me. But she was super skilled. Great ball control, shooting accuracy and she was insane with her sliding tackle. But she had no sense of teamwork. Whenever she got the ball, she refused to pass it to anyone. If she couldn't be the one to score, nobody was allowed to."

"Geez," Flash frowned, "how'd she ever win with that kind of attitude?"

"She didn't. Any team she was on would always lose. She would steal the ball from anyone, even her own team. Despite all her skills, she flunked out of soccer camp. That didn't stop her from joining the Wonderbolts High Team. She usually got benched. But occasionally, she would be sent out and always tried to solo the game on her own."

"So how did she go from a soccer player, to a wallet thief?" Twilight's question was answered, when Shining typed Lightning's name into the Plumber computer.

"Look at this." He showed them a police report about Lightning, explaining that she had gone missing several months ago. "The police suspected she ran away, since her parents were apparently neglectful and possibly abusive."

"Really?" Fluttershy looked horrified by that.

"When was that report made?" Applejack asked, as Shining checked the date and told them all about it. "That was too long after the Medallions got scattered. What if this Lightning girl was in Canterlot back then, even though she lived in Cloudsdale?"

"It's possible," Shining nodded in agreement. "If she was on a soccer team, she might have been in town for a game or something." They nodded, thinking the same thing. "So after she got the Medallion, she ran away from home."

"Who knows where she went," Flash stated. "She can run at the speed of sound. She probably zipped around from city to city, trying to find a way to survive on her own."

Shining hummed and started typing away at something. "Let's see."

"What are you doing?" Twilight asked her brother, the Plumber hitting the enter button. Doing so caused the screen to change to a map of the state, with a red dot appearing on said map.

"I asked the computer to bring up police reports, stating that someone lost their wallet, purse or anything else that was on their person and suddenly vanished."

"You realise that could account for hundreds of crimes," Rarity pointed out.

"True. But I put in a few key worlds. If she was moving as fast as Rainbow and XLR8 can move, she probably kicked up some serious wind when she nabbed them. So I asked the computer to focus on reports including a strong gust of wind occurring when the thefts happened."

They watched and saw that this cut down the number of thefts that happened, between the date Shining put in and the present. Shining then made a red line between each dot, creating a circular map that was leading all around the state.

Cloudsdale was the first place and it connected to every big city in a line, eventually stopping in a city right outside of Canterlot. "She has been busy."

"Which means she might already be out of the city." Trixie frowned. "The Medallion and my dad's wallet must be gone."

"Maybe not," Twilight replaced her brother at the computer and started typing. The others watched, wondering what she was doing.

"Even if we can find her." Sunset turned to the others, "how are we supposed to stop her? I get that she saved your dad, but I doubt she's gonna just stop robbing people or give up the Medallion. How are we gonna stop her? Trixie's Rapid Turtle form can only last so long. And if she thinks we're gonna arrest her, she could be on the other side of the city before we finish the sentence."

"I think I might have an idea," Shining stated. "But I'll need Flash and Rainbow's help." The two raised an eyebrow, wondering what he was talking about.

On a building next to the compound holding the Plumber Base, Chrysalis could be seen standing there.

A pair of binoculars were up in front of her eyes, as she stared at the entrance to the building. As she watched, she ate out of a bag of chips or drank soda through a straw.

She let out a sigh, as she continued to watch the entrance. She was clearly getting bored, having been there for almost two hours at this point. She had seen Trixie heading into the building earlier, but she could spend all day in there if she wanted.

But just as she was about to give up and tell Devious to do his own recon, she saw Trixie, Flash, Shining and Rainbow leave the building. "Hello. What are you four up to?" She took out a phone and quickly called her partner. "Devious. Trixie and the others are on the move. Call it women's intuition, but I think something's going down. Something we might be able to use to nab some Medallions."

The four arrived at one of the most luxurious hotels in Canterlot.

Trixie didn't look happy, whilst the others gave the place a curious once over. "Flash, Rainbow. Stay out here and be ready to move. Trixie. You're with me." They all nodded and headed off in different directions, Shining heading into the hotel with Trixie right behind him.

"Hello there." The lady at the reception smiled. "What can I do for you today?" Shining replied by showing her his badge, the receptionist gasping as she called her manager. A minute or so later, a man in a fancy suit arrived.

"Hello there," he was obviously doing his best to keep his cool. "What do I owe the pleasure of a Plumber's presence? I can assure you, all our guests and employees are human."

"I'm sure they are. But they're not law abiding." The manager looked worried. "Lightning Dust. She bucked into this hotel's executive suite. She did so using a stolen credit card, which she acquired using...alien technology."

The manager gulped. "I see. Is she dangerous?"

"We don't think so. But there's no telling what'll happen when we confront her. Better keep a safe distance." He nodded, "we'll need the suite's spare key." He nodded again and quickly retrieved it, Shining and Trixie heading up as soon as the key was in hand.

They rode the elevator and as they did, Trixie took out her Luna Cat Mask.

"Hold on. Probably best to not let her know she's facing super humans like her. I'd rather solve this situation without resorting to extreme force." Trixie sighed, but nodded as she put the mask away. The elevator then arrived at their intended floor and the two headed out towards the room their key was for.

Shining stepped up to the door and listened for movement. He couldn't hear anything and began to open the door, ready for anything that might be waiting on the other side.

As soon as Shining got the door open, the pair headed inside and could hear music being played.

They looked around the room and found a comfy looking couch, covered in different clothes, sports shoes, CDs and a bunch of other stuff. Shining spotted her blue backpack, which had a lightning bolt on the front of it. He grabbed the bag and pulled it open, finding a bunch of stuff inside.

Wallets, jewellery, several fake IDs and much more. This girl had obviously been on a crime spree.

"That's my dad's!" Trixie grabbed one of the wallets and looked through it. The cash was gone, but his card was still there along with several pictures and everything else he said he had in there. Trixie sighed in relief, whilst Shining wondered where the girl was.

He got his answer, when the song being played came to a stop and they were able to hear the sound of a shower coming from a nearby room.

They looked towards the room and knew she had to be in there. But before they could come up with a plan, the shower stopped. A few moments later, the girl Trixie saw earlier stepped out of the bathroom dressed in nothing but a robe.

She smiled, until she saw Shining and Trixie. "What the hell?" She staggered back, a glare on her face. "Who are you guys? What are you doing in my room?"

Shining was about to say something, until Trixie spoke up. "Technically, this is my dad's room. Since you used his credit card to pay for it." The girl frowned.

"I didn't take anything, from anybody."

"Save the innocent act," Trixie glared at her. "We tracked all the charges you tried to stick on him after you stole his wallet." She held up said wallet, the girl noticing the bag in Shining's hand.

"You went through my backpack," she lets out an annoyed laugh. "That's an invasion of privacy, messing with my stuff."

"Your stuff!?" Trixie cried. "You stole all this stuff." The girl frowned at them both and Shining was about to say something, but the girl suddenly disappeared in the blink of an eye.

"Yeah?" They spun around, seeing she was now dressed and had the backpack that had suddenly disappeared from Shining's hand. "Prove it." The pair stared at her, Trixie clearly trying to figure out how to stop her from escaping.

Shining took this moment to speak up. "Let's all just calm down." He held up his badge, "I'm a Plumber. We're here to make sure you don't steal anything else." She suddenly looked very worried. "Lightning Dust. That's your name, right? We need to discuss these new abilities you've acquired and what you've been using them for."

"I don't think so," Lightning told him. "You might be a Plumber, but you won't be able to touch me. I'll be a thousand miles away before the two of you can even blink."

"I don't know," Trixie replied. "I can blink pretty fast." Lightning glared at her, as Shining spoke up.

"Trixie told us what you did for her dad. You saved his life before you nabbed his wallet. That shows you're a good person, deep down. So why don't we all relax and talk about this." But before he could say anything else, Lightning disappeared with a gust of wind flowing off of her.

Trixie found the wallet also disappearing from her hand, the pair spinning around to see Lightning standing by the door with the wallet in hand. "Sorry. Not big on the chitchat." She put the wallet into her pocket. "Smell you later." With that, she was gone and the hotel door was thrown open.

Trixie frowned, as Shining used his Badge to contact the others. "She's on the move. Flash and Rainbow. You're up!"

Lightning laughed, as she ran as fast as she could out of the hotel and onto the street.

She raced through the town, the entire world a complete blur to her. However, she soon felt something appear behind her and glanced around. And to her horror, the alien XLR8 was chasing after her. With him was Rainbow, the girl also moving at high speed. "What?"

Rainbow smirked. "You're not the only one that can move at super speed."

"That's right!" XLR8 agreed. "Now pull over before I give you more than a speeding ticket." Lightning glared at them and just ran faster, the pair doing the same as they made their way through the city.

Lightning zigzagged between the vehicles, showing great skill as she was able to keep herself from accidentally slamming into the cars as they shot past her. Rainbow and XLR8 both did the same, those in the cars feeling nothing but a powerful gust that rocked the cars as it passed.

Lightning then began to run up the side of a building, with her pursuers doing the exact same thing.

When she reached the top of the building she ran along the roof and raced all the way to the edge. Rainbow and XLR8 followed and expected her to jump off the edge, but she didn't. As soon as she reached the edge, she did a ninety degree turn and ran along the edge of the building before leaping off the edge.

Rainbow and XLR8 both followed her, XLR8 needing to skid to a stop before he fell over the edge. Rainbow managed to curve around and keep following Lightning, also leaping off the edge of the roof and landing on the other roof without losing any speed.

XLR8 chased after them both, needing to pick up speed as he leapt over the gap and landed as well. His glider balls spun, as he rolled along the roof and watched the two girls run to the other side of the building.

Instead of jumping to another roof, Lightning ran down the side of the building with the other two following right behind her.

To anyone watching from a distance, it would look like three blue blurs were flying all around the city. Through the streets, up, down and around buildings and even along thin runways like landlines or other types of wire.

Lightning was really starting to sweat, as the two continued to stay right on her track. And as she ran towards the town river, she hoped that the two wouldn't know about being able to run along water. So, she reached the edge of the river and leapt out onto the water.

She hit the surface and the liquid began to stretch, only for her to push off before it could break and she sank. She did the same with the other foot and she tore across the water like it was nothing, a smirk on her lips as she looked back.

But her smirk vanished when she saw Rainbow and XLR8, the pair also on the water and looking just as comfortable on it.

She frowned and turned her attention back to what was in front of her. She would escape, no matter what these two tried to do.

But as she ran ahead, Rainbow took something out of her pocket and pressed it. It was something Shining had given them both, Rainbow throwing it as soon as she pressed it. She and XLR8 then ran off in different directions, as the device sank.

As soon as the device was in the water, it activated and unleashed some kind of shockwave in the direction of Lightning. This caused the water to fly forwards and form a wave behind her, which grew larger and larger.

"What?" Lightning cried, seeing the wave approaching. "Oh, come on!" She continued to run ahead, but even she wasn't fast enough. As she got closer to the shore, the water beneath her was lifted upwards and she found herself being rolled forwards. "WOW!" The water suddenly surrounded her and she found herself going through the rinse cycle, eventually smashing hard into the shore of the river.

She laid there, drenched as the water flooded a small part of the street.

The world was spinning around and as she tried to pick herself up, she was too dizzy to stand upright. All she could do was stagger forward, unable to pick up speed. And as she slowly recovered, Rainbow and XLR8 rushed onto the scene. "GOTCHA!"

The next thing Lightning knew, she was tackled to the ground with Rainbow on top of her.

She looked around and despite seeing three of the girls, Lightning finally recognised her. "Dash?" Rainbow smirked at her. "What are you doing? Get off of me!"

"Gladly!" Rainbow told her, "once we're sure you can't run away again." Lightning was about to ask what she meant, only to suddenly hear what sounded like whipped cream being poured. She then felt something on her feet. Something gooey.

Lightning looked down at her feet and spotted XLR8, the alien holding a can of some kind. And around her feet was a bunch of weird looking foam, which seemed to be growing larger by the second. And before she could try to shake her legs and get it off, the stuff began to harden.

"What the hell!?" She tried to pull her feet apart, but she couldn't. She was trapped. "Get this off of me, right now!"

"I don't think so," XLR8 stated. He picked her up and threw him over his shoulder, as the people around them looked at the pair in confusion. "Sorry folks. This girl's been using alien technology to steal stuff. We're taking her in."

"They're lying!" Lightning cried, "I'm being-" She didn't get to finish, as XLR8 and Rainbow raced off. They shot over the river again and headed back towards the hotel, as Lightning tried to pull herself free. But she couldn't escape.

After a few minutes, they spotted something in the air flying towards them and stopped.

Lady Masquerade flew down, holding Shining as he was suited up. She dropped Shining and landed besides him, as XLR8 put Lightning down. They nodded, as Trixie changed into her Luna Cat form. "Nice work, guys. Did you need to use the sonic grenade?"

"Yup," Rainbow nodded, "we blasted the river and managed to catch her before she could escape."

"Good," Shining knelt down. "Now, why don't we discuss this like reasonable people?"

"There's nothing to discuss," Lightning told him. "Get this stuff off of me and let me go."

"I don't think so," Trixie told her. "You're giving me my dad's wallet and the Medallion."

"Medallion?" Lightning asked. "What Medallion?"

"The Rush Rabbit Medallion!" Trixie cried. "You were in Canterlot a few months back, right?" Lightning nodded. "Well during that time, an event occurred that scattered twelve coins like this one." She pointed at her mask. "Those coins come from another world and whoever they bond with, gains certain abilities. Your coin grants the wielder super speed, which is why you can move like you do."

Lightning frowned, as she started patting herself. "You can't see it," Rainbow told her. "Most people with them, kind of absorb it."

"The coin's just a physical form it takes," Trixie agreed. "But the energy form it has is somewhere within you. And you're gonna give it to me."

"Why should I?" Lightning asked. "If I give it to you, I'll be as slow as you are. Why'd I ever want to give that up?"

"Because the Medallion doesn't belong to you," Shining stated. "It belongs to another world. If they don't get it back, they might decide to come here and take it back by force."

"They can try," Lightning smirked. "But they won't catch me."

"We caught you," XLR8 pointed out. "Besides, it's dangerous to have that thing. If you don't give it up, Devious will show up and try to take it from you. And he won't hesitate to kill you to get that power." The others nodded, but Lightning frowned.

"I'm keeping this Medallion. It's mine now. I need it."

"No you don't," Trixie told her. "You just want it, because it lets you steal whatever you want. Well your stealing days are over. I'm sure your parents will be happy to know you've been found." Lightning looked terrified.

"Don't bring them into this. They're no parents of mine. They probably don't even care that I'm gone." That made the four feel sorry for her. "I might not be eighteen, but I'm basically an adult. I'm doing fine on my own. It's not like I'm hurting anyone."

"You're stealing people's money," Shining stated.

"It's not like they can't get it back. Most of the cards I steal get cancelled before I can use them that much. Your dad can just report the card stolen and he won't have to pay for the suite. It's not like I'm stealing millions. Just enough to get by."

"Doesn't matter if you steal a little or a million dollars," XLR8 told her. "You're abusing your powers."

"Please. How are you any different from me? I heard you got your alien watch the exact same way I got this Medallion. Why's it okay for you to keep it and not me?"

"I never used the watch for selfish reasons," XLR8 stated. "And I eventually got the creator's permission. Trust me, that Medallion's real owner's gonna want it back. And if you don't give it back, they might call for your head."

"You're just trying to scare me." She slammed her feet onto the ground, trying to break the hardened foam off her feet. "You losers need to get lost and leave me alone. I'm not giving up my powers for anyone. They're mine! Just let me go!"

"Oh, I don't think so!" Shining glared at her. "You say you're an adult, then you're gonna be treated like an adult. That means you'll be spending a long time in a Plumber cell. Won't have much room to run in there, I can assure you." Lightning's eyes went wide, as Shining took out a capture cube to transport her in.

But before he could use it, a fireball suddenly exploded down onto the ground and sent everyone flying.

"WOW!" Trixie cried, as she, Rainbow and XLR8 hit the ground. Shining also hit the ground, but managed to roll to his knees before taking out his Multi-Striker.

Changing it to a sniper rifle, he raised his weapon and looked at where the fireball had come from. And to his annoyance, he spotted the two individuals he guessed were attacking them. "Devious!" Trixie and the others rose and looked up to see Devious and Chrysalis, both standing atop a building before Devious unleashed a burst of wind.

This wind pushed them all backwards, as the two leapt down and used it to cushion their fall.

"Perfect," Devious smiled. "The Rush Rabbit Medallion was one I was able to sync with in the past. It'll certainly come in handy, once it's in my possession again." The others tried to attack them, but Devious was too quick and unleashed another blast of wind.

This wind pushed Trixie, Rainbow and Shining backwards. But XLR8 was able to pick up speed and break through the wind. "I don't think so!" XLR8 slammed his body into Devious and pushed him backwards, Devious grunting as the two were sent flying down the street.

Lightning saw this all and was completely freaked out. All she knew was that she needed to get out of there. And after looking around, she spotted a pipe in a nearby alleyway and started pulling herself over to it.

Chrysalis saw this and sighed. "You really shouldn't make this harder on yourself." But before she could create the energy web that would allow he to teleport, a laser flew towards her. She was forced to leap away, as Shining ran towards her. Trixie was right behind him, Rainbow rushing over to Lightning.

"Get this stuff off of me!" The girl told the Rainboom, as she was using the pipe to break the cement holding her. She hit the material harder and harder, but it was barely doing any damage.

"Get Lightning back to the base!" Shining cried, as he charged towards Chrysalis. His blaster changed to a sword, which he swung at her. But she blocked using her metal spider legs.

"I don't think so!" She slapped her hands together and created the web. The energy structure formed below her feet and spread out to surround her, Trixie, Shining, Rainbow and Lightning.

Trixie ran forward with her staff, thrusting it towards Chrysalis. But before she could hit her, Chrysalis transported her to another area. That area being behind Shining, her staff slamming into his back.

"AUGH!" He cried, allowing Chrysalis to throw a kick right into his chest and knock him backwards.

He crashed into Trixie and the two staggered backwards, as Rainbow tried to pick Lightning up and rush her away. But before she could reach the edge of the web, they were both warped in front of Chrysalis. The woman used her spider legs to lift herself up and swing her foot around, hitting Rainbow in the chest and knocking her back.

"GYAH!" She hit the ground, whilst Lightning fell to the floor and her captured legs hit the ground.

The impact caused the foam to crack, Lightning feeling this and smiling as she started lifting her feet up to hit the ground. this made the form break more and more, each impact doing more and more damage.

Chrysalis looked down at her, smiling until a bunch of tigers suddenly appeared. These three creatures roared as they leapt at her, Chrysalis' instincts causing her to warp away from them.

Trixie panted, the three solid tigers vanishing as she felt the serious drain on her energy. She and Chrysalis glared at each other, as Rainbow and Shining picked themselves up as well. No matter what, they would protect Lightning and keep the Medallion safe.

Over with Devious and XLR8, the alien speedster had thrown the evil wizard away from the fight and caused him to almost hit a building.

But before impact, Devious unleashed a blast of wind that acted as a cushion for him. XLR8 saw this and was ready to hit him as soon as he flew down to the ground. But whilst he was still in the air, Devious unleashed multiple blasts of blue lightning. And whenever they hit the ground or a building, ice formed on top of them. By the time he reached the ground, half the street was covered in ice.

"Seriously?" XLR8 frowned, seeing barely anywhere was safe for him to run. "Fine. Then I won't hit the ground!" He slammed the Ultimatrix and in a flash of light, he changed into the alien steamroller. "Griff-" Lindwhirl stopped when he saw what he was. "What?" He growled, "stupid Ultimatrix!"

Devious chuckled. "Trouble?" The beast growled at him, as he unleashed bolts of lightning towards him.

Lindwhirl leapt away from him and curled up, spinning as he carved into the ice and dodged the lightning. He tried to fly towards Devious, but the magician thrust his staff forward and caused an ice ramp to appear in front of him. "WOW!" He flew up it and spun through the air, having no way to stop himself before smashing into the side of a building.

He roared, as he broke through the wall and found part of the building collapsing on top of him.

Devious smirked at this, as he began to head back towards the other's battle. Hopefully, Chrysalis would have defeated the fools by now and had acquired the Medallion.

However, as he carefully made his way over the ice, the rubble exploded with Lindwhirl roaring as he pulled himself free. "Geez. What does it take to knock you down!?" He thrust his staff forward, launching a blast of fire towards the alien. But Lindwhirl crossed his arms and the flames simply exploded off of him without hurting him.

Lindwhirl lowered his arms and smirked before leaping forward and curling up, only for Devious to unleash a blast of ice that once again formed a ramp between him and Lindwhirl.

The beast held his claws out and slammed them into the ice ground, stopping him before he flew up the ramp. Devious then fired his ice beam at the ground and struck Lindwhirl, freezing him solid before he could unfurl himself. Within seconds, he was covered in ice.

Back with Trixie and the others, Lightning had finally managed to get the foam around her leg to break off.

She hit the ground as hard as she could, the foam shattering and allowing her to escape. "FINALLY!" She picked herself up, as everyone turned to see her free. "Later, losers!" She turned to run and raced towards the edge of the web. But before she could get away, she suddenly found herself getting teleported next to Chrysalis.

The woman raised a metal leg and Lightning slammed into it, the girl screaming in pain as the rest of her body moved under the leg and she fell to the ground. She clutched her face in agony, as Chrysalis laughed. "Such a shame your mind's not as fast as your legs...or your mouth." She slammed a leg into Lightning's stomach and forced the air out of her chest, making her gasp as she rolled away. "Now. I'll be taking that Medallion, if you please."

"I don't think so!" Trixie leapt towards Chrysalis and as she did, she transformed into her Iron Serpent form.

Chrysalis growled, really starting to hate that form. She tried to warp Trixie away, but the girl put up a shield to block her attempts. As this was happening, Shining started firing at Chrysalis. But the woman was able to warp herself or the laser away, protecting her.

But what she couldn't protect against, were Trixie's attempts to hit her with the snake whip that her Iron Serpent form granted her. Since it was partially inside Trixie's barrier, she couldn't warp it to another zone whenever it tried to bite her with its snake hand.

All she could do was duck these attacks or use her metal legs to block them.

As this was happening, Lightning began to come around from her painful daze. Chrysalis saw this and realised she needed to get away with the girl, planning to warp them both away before Chrysalis extracted the Medallion.

But before she could try, Trixie leapt over to Lightning and brought her into the barrier. Lightning was now surrounded by the pink energy, protecting her from being warped away. And Chrysalis was so distracted by this, it allowed Rainbow and Shining to jump out of her barrier.

Lightning started to pick herself up and as she did, Chrysalis had an idea. "They won't let you keep that Medallion." Lightning looked up at her. "If we hadn't shown up, they would have had you in a cell by now. Do you really think you can trust them?"

Lightning said nothing and turned to Trixie, whilst Rainbow and Shining frowned. "You definitely can't trust them!" Trixie told her. "They'll take your Medallion as well. And they won't leave you alive to regret siding with them."

"On the contrary. Devious is always looking for those that wish to help him acquire the rest of the Medallions. Come with us and you can keep yours, so long as you help us get the rest." Lightning seemed intrigued by this. "As soon as we're gone, they'll throw you in jail to rot. And even if you give up your Medallion, they'll still keep you locked up for the rest of your life."

"No, we won't!" Shining told her. "We're trying to save the world. If Devious gets all the Medallions, he'll use them to transform our world into one where he's ruler of everyone and everything."

"Yeah!" Rainbow nodded. "Lightning. I know you. You don't want a world where that loser's in charge. And even if you did, you wouldn't get to be around to see it. To make a new one, Devious would destroy this world. That includes everyone in it. You'll be wiped out and replaced by someone who doesn't mind Devious as king. It'll look like you, sound like you and act like you. But it won't be you."

Lightning frowned as she stood up. "Screw that. There's only one Lightning Dust and that's me." She pointed at Chrysalis. "You can take your offer and shove it!"

Chrysalis growled, "you'll regret that."

"Not as much as you'll regret everything you've done!" Shining shot at her, Chrysalis barely managing to avoid the attack. This wasn't going well for her. If they wanted to win this fight, she and Devious needed to work together. Where the heck was he?

Back with Devious, he continued to freeze Lindwhirl solid.

His hope was that eventually, Lindwhirl would succumb to either the cold or the lack of oxygen. He panted, using a bunch of energy to freeze him. And eventually, he had to stop and take a breath.

The ice sculpture was large enough to fit ten Lindwhirls inside. Devious hoped that would be enough.

Alas, as soon as he finished shooting his blue lightning, the ice began to crack and break apart. Devious' eyes widened, as the ice sculpture exploded and sent ice flying in all directions. Lindwhirl roared as he pulled himself free, as Devious unleashed a wind blast that knocked him back.

It was just enough for Lindwhirl to slide on the ice and lose his balance. "Augh!" He fell onto his back and his spikes stopped him, allowing the alien to roll around and use his claws to keep him from slipping. Devious smirked at this whilst Lindwhirl glared at him.

He knew he should have just changed to another alien, but he really wanted to use Lindwhirl to beat him. As such, he knew there was only one thing to do.

"Time to go, Ultimate!" He spun the dial before slapping it, causing the dial to change before a burst of green light flew out of it. In a flash, he grew another two feet as his grey fur turned white and his body became bulkier. His tail suddenly split into two furry tails, whilst a second pair of arms appeared beneath his first ones.

Black armor appeared on his chest and shoulders, whilst two more horns grew out of its head pointing backwards to give his horns an X-shape from the top. His tusk fangs grew longer whilst the claws on the end of his hands grew sharper, looking like they could cut through anything.

The Ultimatrix was on his chest armor and as the transformation completed, he let out a powerful roar before announcing his name. "ULTIMATE LINDWHIRL!"

Devious frowned as he stepped back, whilst the large alien rose himself to full height. Devious then unleashed a blast of lightning and as it shot towards him, Ultimate Lindwhirl used his twin tails to leap up and above the lightning.

The Ultimate Alien felt himself suddenly become as light as a feather and once he reached the top of his jump, gravity seemed to have little to no effect on him. "What?" Devious cried, seeing Ultimate Lindwhirl floating. "You can fly?"

Ultimate Lindwhirl didn't feel like he was flying. He was falling back towards the ground, just not as fast. And as Devious launched a fireball at him, he flicked his tails around and the force pushed him out of the way.

The Alien smirked as he got the hang of this new form, using his hands and tails to manoeuvre around. And as he got closer to the ground, her rolled himself back up. Once he had his tails in his mouth, he suddenly found himself growing heavier and he fell back towards the ground at high speed.

Devious saw this coming and gasped before leaping away, barely managing to avoid getting crushed under the giant chimera alien. And before he could retaliate, Ultimate Lindwhirl sprang back up and was once again up in the air. "Get down here!" He launched several fireballs.

Ultimate Lindwhirl once again flew around, doing his best to avoid the attacks. But one fireball grazed his arm and he hissed in pain, clutching the arm as he felt his fur burn. His new white fur was clearly not as heat resistant as his base form's fur.

The alien once again restored his normal weight and came crashing down to the ground, spinning into a wheel as he did so. He smashed into the road, creating a powerful shockwave that slammed into Devious and knocked him backwards.

The wizard grunted, hitting the ground whilst Ultimate Lindwhirl hovered above the ground and pulled himself towards him.

As Devious picked himself up, Ultimate Lindwhirl slashed at him with his claws. Devious barely managed to avoid getting cut in half, as the Alien spun around and slammed his tail right into Devious. "GYAH!" The force of the impact sent Devious flying back, eventually crashing into the area right beside Chrysalis.

The woman turned to see her partner on the ground and her eyes went wide, the distraction allowing Trixie the chance she needed.

"Here we go!" She slammed her hands together and used all her energy to make the shield dome around them expand. The dome grew larger and larger, encompassing more and more of the web they were inside of.

Chrysalis finally noticed this and realised that as the shield got larger, her areas for teleportation grew small. And eventually, the dome surrounded the entire web with only a single spot left. The spot Chrysalis was on.

The woman tried to push against the barrier, as it kept growing larger. But she couldn't and was slowly pushed backwards, as Shining pointed his stun blaster at her.

He fired and as the laser shot towards her, Chrysalis gave the barrier one final push before leaping away from it. She jumped out of her web, which disappeared as soon as she left it. The barrier stopped growing and Chrysalis staggered about, almost losing her balance until she used her spider legs to keep herself upright.

But before she could create another web, a flash of blue made her look around and see something flying towards her.

She thought it might be Lightning, but a rainbow coloured streak made her realise who it really was. Rainbow, the girl moving at a hundred miles another as she threw a punch right into Chrysalis's chest.

The woman screamed out, as the punch knocked her flying back with a sickening crack. Another cry then filled the air, as Rainbow jumped back and clutched her hand. Clearly, that crack had come from her breaking something when she slammed her fist into Chrysalis' chest.

This distraction stopped them from noticing Devious, who had just picked himself up and finally noticed the dangerous situation they were in.

As such, he unleashed a blast of wind from his staff. This knocked Shining and Rainbow back, whilst Trixie and Lightning remained inside the barrier. But said barrier began to shrink, returning to only being big enough to hold Trixie and Lightning.

Devious saw this and realised Trixie must have been exhausted by making the shield so big. However, they weren't in a favourable position. Especially with Ultimate Lindwhirl, flying towards them looking ready to attack again. And not too far away, he could hear sirens that likely belonged to the cops and or Plumbers.

"We're getting out of here," Devious told Chrysalis. "Get ready." The woman moaned and nodded, as Devious raised his staff and unleashed a blast of fire in all directions. The flames didn't get fair, extinguishing almost instantly, but they unleashed a bunch of smoke that filled the street.

Ultimate Lindwhirl and Rainbow choked on the smoke, whilst the others were protected by shields and helmets.

The Ultimate Alien swung his tails around, creating a powerful gust that blew the smoke away. But as it did, they found Devious and Chrysalis were gone. "They got away!" He growled, only to suddenly heard a beeping sound.

He hit the Ultimatrix, changing back to Lindwhirl before completely reverting to human form.

Trixie also lowered her shield, but that proved to be a mistake. As soon as she dropped it, she felt a strong gust of wind and spun around to see Lightning was gone. "NO!" She gasped, looking around and seeing a blue blur running down the street. "We need to stop her."

"I got her!" Rainbow looked ready to chase after her, but stopped when and clutched her hand again with a scream.

Shining rushed over to her. "You're not chasing anyone down until we get that hand looked at." Rainbow frowned, as Trixie turned to Flash. But the teen showed her his timed-out Ultimatrix. There was no going after her now. She was gone. Probably never to be seen again.

Devious and Chrysalis were both back at their hide out, recovering from the fight they had just had.

"They're getting stronger," Devious growled. "Lulamoon probably has the Medallion by now. That combined with the boy's Ultimatrix and all their friends, is going to make getting the Medallions away from them almost impossible."

Chrysalis returned to her normal human form and sat up, looking over at the man. "Are you going to give up?"

"Never," Devious growled. "I'll find a way to get them. It's just going to take some time and planning." He raised his staff and stared at the Mad Monkey Medallion, then looked up at the underside of the Radiant Dragon Medallion. He looked towards Chrysalis, then thought about the Medallions Trixie had. "There are still three Medallions unaccounted for. If we can find them before them, they might give us the opening we need."

"And where will we find these Medallions?"

"I don't know," Devious told her. "But I won't stop looking until I find them."

As Trixie returned to her home, she sighed as she thought about the day's events.

She had stopped Devious from getting another Medallion, but she had failed to acquire it herself. And she didn't even manage to get her dad's wallet back. Not exactly the most productive of days.

However, as she stepped into the house and entered the kitchen, she spotted something on the counter. Jackpot's wallet. "What?" She rushed over and picked it up, looking it over and being amazed to see everything was in there. "How..."

"Figured I owed you one." Trixie jumped and spun around, spotting Lightning leaning in the doorway of the kitchen. "Tell your dad sorry for me." Trixie frowned at her, then sighed as she put the wallet down.

"You could tell him yourself. He's pretty forgiving. Saying sorry would make him okay with you. And maybe you could stick around a bit longer."

"I don't think so," Lightning frowned. "Those psychos that almost got me are terrifying. I don't wanna stay in the same town as him."

"He wouldn't be after you, if you gave up the Medallion. I know giving up your super speed seems terrifying, but you can't keep it. The Medallion belongs to the Rush Rabbit Kingdom. If you keep it, they might come here and try to take it themselves. Do you really wanna risk a war?"

"I guess not. But you've got all those Medallions and haven't given them up yet."

"I need them to stop Devious and Chrysalis. Once I've gotten all the Medallions, I'll give them back to the Kingdoms they come from. But until then, I'll use them to keep the world safe from those nutcases."

"Well can't I keep my Medallion until then?"

Trixie sighed, trying to think about it. "If you keep that Medallion, you can't use it to steal things anymore. I'm sure there are other ways for you to live and make money without stealing."

"I guess," Lightning nodded.

"And if you keep the Medallion, you have to help me fight against Devious. Your super speed could really come in handy." This, Lightning didn't seem too eager to do. "Well, what's it gonna be?"

Lightning turned back to her. "Tell you what. If you catch me, I'll think about it." With that, Lightning shot off out of the house.

Trixie smirked before she transformed into her Rapid Turtle form and slowed down time, Lady Masquerade running after Lightning and seeing her running down the street. The masked hero ran after her, using all her strength to slow her down so that she was barely moving.

She managed to get right up behind the girl, only for her time stopping to slip. Lightning began to speed up, but not enough to outrun Trixie. The girls race one another through the city, everything around them being completely still as they did so.

Lightning spun on the spot and smiled at Trixie, as she ran backwards without any issue. The pair stared at one another, Lightning smirking as she gave a finger salute before spinning back around. As she did, she began to speed up and shot ahead whilst Trixie was beginning to slow down.

Her time stopping began to come undone and as the rest of the world sped up around them, Lightning's speed reached a whole other level and she vanished in the blink of an eye. Trixie finally stopped running and skidded to a stop, as she watched the Rush Rabbit Medallion disappear to who knows where.

Trixie wasn't sure where Lightning was going, but she was sure she would meet her again. And hopefully, the next time they meet would lead to them working together to return the Medallions.

Author's Note

Well this was a fun one. A new Medallion revealed, a new Ultimate. And a reference to a pretty fun episode of a pretty fun show. Hope you enjoyed.