Doctor Whooves: The Hour of Twilight

by masorin

Rating: everyone
Tags: Spike, Adventure, Crossover, Main 6, My Little Pony: Friendship is Magic, Zecora, Doctor Whooves, Original Character
Length: 15361

The first episode of a season of Doctor Whooves.

The Doctor's eleventh regeneration has given him a new persona and pegasus wings. As his TARDIS lands in a panicked Ponyville, The Doctor must help Twilight Sparkle and her friends investigate why the sky is falling over equestria.

The first episode of an entire season of Doctor Whooves. Episodes will be posted in four chapter segments with a link to the next episode at the end of the fourth chapter.

(Do to changes in the up coming chapters the Dark and gore tags have been removed)

Published 2011-10-24 06:33:12 UTC
Last updated 2011-11-28 16:47:42 UTC

Chapter 2

“Every pony get behind me!” The Doctor shouted as he was faced with a Cybercolt. He had seen the signs. The metal outside had been from a damaged hoof, and this one definitely fit the description of damaged.

The metallic pony’s face was haunted - his eyes were black soulless holes, his pelt gray and cold, and all throughout his body were fissures and cracks that stood out in the moon’s light. “You… will be upgraded!”

Rainbow raced to the front of the group despite the warnings of The Doctor and threw up her hooves. “Oh yeah! You want some of this! Come on!” She motioned towards the pony making several punches in the air trying to threaten him.

The Cybercolt responded by taking a step forward, and Dash struck it in the head as hard as she could. A loud metal clang filled the room but it was Dash who recoiled, holding her hoof. “It’s like punching a brick wall!”

“Well, duh, silly. It is made of metal!” Pinkie Pie said with a giggle.

The Cybercolt took another step forward, but then its already damaged head fell apart, revealing the skull of a pony. The metal pony then collapsed into a heap on the ground.

The Doctor blinked before looking at Rainbow Dash. “I think you killed it.”

Rainbow reacted to that staring at the dead metal pony. “What! I didn’t mean! I mean I did, but! I mean!”

The Doctor shook his head. “It was already damaged and killing it is a good thing. Trust me… it would have done worse to you lot.”

Twilight looked around the home, and then down to the now dead Cybercolt “What happened here? Where is Zecora? And,” Twilight turned to The Doctor now furious at the man. “Who are you?!”

The Doctor looked at the six ponies and one dragon, all of which glared daggers at The Doctor, wanting answers. “I told you I am a traveler. It’s a long story, and frankly we don’t have time for it all right now. That,” The Doctor said waving a hoof over to the Cybercolt. “…Was a scout left here because it was too damaged to continue on. That means there are more of them. Oh so many more, and they most probably have your friend.”
**

The Doctor had, in all honesty, been disappointed by that turn of event. The Cybercolt had died too quickly and was too broken to get any information from. That aside, the fact that this wasn’t the dealing with a complete cyber fleet was a good thing, but even if the one that he had met so far had been the bare bones of a Cybercolt even a broken Cybercolt could do damaged to Equestria!

The seven ponies and one baby dragon now stood outside Zecora’s home, and The Doctor breathed slowly. The seven before him wanted answers, answers that he didn’t really want to give out. In all reality The Doctor didn’t even really know who he was yet, and the idea of explaining all that came out difficult and they simply didn’t have the time!

“Your friend, Zecora, has been taken by Cybercolts and there is a good chance that she will be made into one. You all saw that thing in there; barely keeping together. They will be desperate to find new able-bodied ponies that they can use. If you want a chance at saving her then you need to trust me, and we will need to run! Gallop as fast as we can to that impact site.”

Twilight looked first at The Doctor and then to her friends. Zecora was a good friend they couldn’t just let go, but to throw themselves into so much danger with a pony that didn’t even have a name! It was crazy. It was like something out of a bad adventure story! And she was in. There was no doubt about it. Twilight had to help Zecora even if it meant running into this situation blind. “Girls listen up! This is dangerous and crazy, and I won’t blame any of you if you want out; however I’m going. Zecora is our friend and I can’t just let her go. Not like that. We need to find her!”

There was silence for about ten seconds until Rainbow Dash spoke. “I am with you Twilight, every step of the way - no matter what!”

Applejack was the next pony to speak up following Rainbow Dash. “’Ah don’t think I understand all that’s going’ on here, but I ain’t lettin’ those things go and torment our friend, we’re with you Twi!”

Spike looked around the dragon’s eyes wide and said, “Wait, does that mean I actually get to go on an adventure for once! Score!” He thought of all times he had been held back either cleaning the library, or helping out with Fluttershy’s animals, or sleeping. For once the baby dragon was actually going to go into the fray with the rest of them and the thought had Spike on edge.

Pinkie Pie bounced in place “Oh man this is going to be so exciting! I am so with you guys. This is going to be such a great rescue party! We are going to need so much confetti!”

Twilight blinked “Um… Pinkie.” Twilight shook her head cutting herself off. Sometimes it was best to just not think. Pinkie was just living in her own world again.

Rarity stepped forward, “I am here for you Twilight… as long as I don’t have to get muddy.” She gave a small smile but everypony just seemed to roll their eyes at the comment.

Fluttershy was the last one, and instead of stepping forward she looked away from the group, honestly considering her options. “Um…” Her voice was hardly a squeak, barely audible even for Fluttershy. “I am…” Fluttershy did her best to breath, but her voice was weak. “…coming as well.”

Twilight nodded staring at all her friends before she turned to The Doctor “You heard them. We’re coming with you.”

The Doctor smiled and took the lead. “Aw, that’s just brilliant you lot… Ponies, I swear you lot just never stop amazing me. Right then, Alonzi!”

As soon as he said the word The Doctor shook his head stopping his charge, it didn’t sound right for him to say that line. “Geronimo!” That was better sounding, and with that The Doctor along with his seven companions began moving!
**

The crash site left very little to the imagination. The metal ship had been all but destroyed upon impact with equestrian soil. Its twisted engine pointed upwards and looked like they had been cut jagged and barely attached to the main ship. The body was pretty much in the same condition, but with many holes torn into the hull. The top of the ship where the bridge area would have been was gone.

Twilight blinked looking at the mess. It was alien all right. There was nothing like it on Equestria. “Where… did you say the Cybercolts come from?”

The Doctor was watching out at the many Cybercolts, at least twelve, working their hardest to try and repair there ship, but it was a vein effort that cybership would ever fly again. “From Equestria, actually. Well, not this Equestria, but a different one. Last time I saw them though they had been pulled into a void; however that’s the problem with their lot. One survives and soon there’s a whole cyber fleet out there.”

Spike coughed to gain the attention of the group “So how do we get in? It looks like they have it all pretty well guarded. We would need some kind of live bait to get them distracted.”

Twilight nodded. “That we do, but we would need somepony loud enough to draw their attention, some pony fast enough that we know they wouldn’t get caught, and some pony who could evade them and get them far enough away from the ship that we can make our move.”

Slowly but surly all eyes began to move towards a blue Pegasus with a rainbow mane. Her red eyes blinking for a moment as she looked back at the group. “What?”
**

“Now are you sure you can do this? They may not look it but Cybercolts can fly,” The Doctor said as he looked at Rainbow Dash, the volunteer for Spike’s crazy plan.

“Heh, you kidding me? Those metal heads I’ll have them chasing me all over Equestria.” Rainbow Dash said more matter of fact than anything else.

Rainbow Dash took off flying over the ship and sticking out her tongue. “Hay cyber Phyllis, upgrade this!” she yelled shaking her rump towards the Cybercolts.

The result was immediate as ten of the twelve Cybercolts turned to face Rainbow dash before razor sharp wings unfolded from their sides. Rainbow Dash’s eyes widened slightly as her enemies kicked off from the ground.
“Yuh oh.” Turning Rainbow Dash flew as fast as she could; the Cybercolts giving chase close behind her.
**

Twilight got ready with Spike on her back, and as soon as Rainbow Dash and the Cybercolts were out of sight she broke from her cover. “Okay everyone to the ship!”

As Twilight yelled the others burst from where they were hiding and started charging at the ship and the last two guards that now all that stood between them.

“Wait!” Pinkie Pie was suddenly in front of Twilight holding a hoof up to stop the others.
The two Cybercolts began to make their way towards the group.

“Pinkie, what are-” Twilight blinked looking at her pink friend, who was now exposing the group to danger.

“Twitchy-twitchy-twitch!” Pinkie said as her tail vibrated in place. ((The party pony’s eyes franticly darting around the sky.

“What?” The Doctor spoke trying to question why everypony had suddenly stopped and was now backing away slowly from the open sky. Eerily there was a sudden sound like scraping metal.
Every pony, including the cyber colts, turned their attention to the ship as one of the larger parts of the engines seemed to bend before it broke off falling several hundred feet and ultimately crushing the two Cybercolts. Had the group not stopped running they would have been just as easily flattened under the weight of the ship.
The Doctor blinked.

“One of the Cybercolts must have knocked it loose when they flew off,” he said, trying to rationalize why the engine had fallen, although his eyes were locked on the Pink pony.

“When Pinkie’s tail is twitching run for cover,” Twilight said as a matter of fact. The four of the five ponies recovered and began to walk calmly to towards the ship. Spike, riding on Twilight’s back, gave a shrug to The Doctor as they passed.
The Doctor however took an extra moment to stare at the pink pony before moving on. “What?”
**

The inside of the cybership was cold and dark. The six ponies were now faced with the massive task of destroying the cybership and locating their lost friend Zecora.

“Ya’ll got any idea how exactly we go about blowin’ up this here ship?” Applejack spoke in a confused manner. The farmer pony was clearly out of her element.

The Doctor looked around, “Right, we’ll have to split up. The self destruct will have to be activated, and somehow we will have to get off before the explosion levels the ship and a good chunk of the Everfree Forest. Oh, and we will have to find your friend so three teams in all.”
**

Rarity walked along side Applejack heading for the prison of the ship. Their job was locating Zecora in all this madness. “Oh my! This ship is just completely drab! I mean just look at it. Have they never heard of interior decorating?”

Applejack sighed, “I don’t think a ship needs interior decoratin’. It just needs to work. Don’t matter to nopony what it looks like. An’ besides this here is supposed to be a jail, remember?”

Rarity rolled her eyes. “It doesn’t matter if it’s a jail or not. Why, just look at it! All metal with no color. I would hate to be locked up in a dreary place like this.”

Applejack had to curse her luck. She would be the one stuck with Rarity! “Well if somepony don’t keep her voice down we’ll get caught!”

Rarity scoffed “Why yes Dear, you are being quiet loud. Could you tone it down? We are in a prison, after all.”

Applejack considered for a moment the repercussions of hitting Rarity as hard as she could. Clenching her jaw tightly she decided against it. “The sooner we find Zecora, the sooner we can be out ah this creepy place.”

Rarity nodded. “That, my Dear, we can agree on.”

As Rarity and Applejack approached the chambers they quickly ducked to one side as a lone Cybercolt walked down the hallway. They hid in a small nook near the floor as the Cybercolt turned its head; its blank and dead eyes scanning for signs of life. The two ponies shivered holding each other and keeping a hoof over the other ones mouth for silence.

“Clear.” The Cybercolt eventually announced as it turned and began walking back from whence it came from.
The two mares collapsed beside each other letting out a large sigh of relief as soon as the Cybercolt was out of sight. “’An that’s why we got ta be quiet.” Applejack chided Rarity.
**

Finding a way into the ship had been easy. There had been so many scratches and tears in the hull that they had practically just walked in, but Twilight realized getting out would not be as easy.

Twilight, Pinkie Pie and Fluttershy were faced with the second most difficult task: finding a way to get everyone they needed off the cybership before it exploded.

“Why don’t you just teleport everyone yourself?” Pinkie Pie asked as she bounced along the corridor.

“Well that would be nice, but I’ve never transported seven ponies and Spike at once. Besides we may not have time to
make multiple trips. And if it’s not done right, it could get messy so we have to find another way.”

“Um… maybe the ship… has some kind of travel system?” Fluttershy asked her, eyes wide as she searched each corridor they passed. Her wings were pressed tight to her side, her legs shivered, and her voice weaker than usual. Fluttershy looked like she was ready to bolt at the slightest noise.

Pinkie Pie nodded. “Well, duh. With a ship this size they would need a transporter array built in. That’s just obvious, but that would only get us to one point in the ship.”

Twilight stopped looking at Pinkie Pie “Wait. How would you know what this ship has?”

Pinkie Pie pointed upwards to a sign that said, ‘Transporter Array Controls - This Way.’

“How… why… never mind.” Twilight had given up trying to figure this ship out, and even more so given up trying to figure out Pinkie Pie. Nowadays when a sign like this showed up in her life she just accepted it and moved on.
As they turned to go down the corridor Fluttershy let out a scream and jumped behind Pinkie Pie as a small metal creature only a few inches tall skittered up to them.

Twilight bent down to look at. It had two eyes and like the Cybercolts was made of shining metal, but its size and lack of legs made it look like a giant caterpillar. “Aw… Fluttershy, look, it must be a cybercolt’s pet.”
Fluttershy moved slowly from her hiding place and blinked looking at it. She shivered but couldn’t help herself moving closer to see the little creature. “Why hello there Little Guy, what’s your name?”

Pinkie Pie looked at the creature and then moved away from it, “Um… Girls, I don’t think that’s a good idea.”

“Don’t be silly Pinkie. I’m, at least, three times its size and it looks defenseless. What’s it going to do - bite me?” Twilight said as a matter of fact turning away from the small creature.

The Cybermat had apparently heard the suggestion as a small mouth opened, revealing a set of jagged yellow teeth before it lunged for Twilight. Its mouth clamped onto her tail causing Twilight let out a scream alongside Fluttershy.

“I take it back! It’s not cute! Get it off!” Twilight pleaded as she swung her tail back and forth before galloping in a circle, trying to keep the end of her tail as far away from her body as possible.

Fluttershy was in a panic chasing Twilight around in practical circles trying to get hold of the Cybermat that had attached to her friend’s tail. “Wait! You don’t need to eat Twilight! That’s a bad, Cyberpet!” Her voice was weak but it did have some authority to it as she chased Twilight.

Pinkie Pie was in hysterics watching her friends run in circles despite the obvious danger she fell to the ground rolling around laughing as her friends continued to panic.

“Pinkie! we could use your help!” Twilight yelled in frustration still trying to keep the ever-progressing Cybermat from devouring her flank. Eventually she stopped and swung her tail against the wall, bashing the Cybermat as hard as she could. She was rewarded with the Cybermat falling off of her tail.

Fluttershy put a hoof on it to stop it from moving as it twitched and tried to snap its jaws at Twilight. She didn’t know what to do with it.

Twilight, on the other hand, did. “Fluttershy, on three I want you too close your eyes and let go of it. One. Two. Three.”
Fluttershy turned her head as she heard the smashing noise of Twilight bringing her hoof down on the Cybermat. It was a threat to them. Everything on this ship was but that didn’t stop Fluttershy from having tears burn her eyes.
Pinkie Pie had stopped laughing now. She was more focused on the serious look on Twilight’s face as she looked down at the broken Cybermat. They had never harmed anything before, and even Pinkie could tell that Twilight took no pleasure in what she had just done.

“Come on let’s go.” Twilight said, turning and leading the way to the transporter array with half her tail now missing while the remainder was messy and unevenly cut by the Cybermat’s teeth.
**

Spike rode on The Doctor’s back. “Why am I with you?”

“Because we’re going into the heart of the ship to find the reactors, because that’s where the majority of Cybercolts will be located, and because the upgrade process won’t work on you or I - meaning if we’re caught we only get killed.” The Doctor said more as a matter of fact as he looked around a corridor.
Spike gulped “Sorry I asked, but who are you really? Between you and me. Guy to guy.”

The Doctor rolled his eyes. Everyone wanted to know who he was. “Right now, I am the best hope you and your friends have of saving your world, and your friend.”

“What do you mean our world?” Spike said, blinking.

“The Cybercolts won’t be able to repair this ship, and in fact I don’t think that’s what they are doing. My guess is that they are salvaging parts, trying to go over what they can use and can’t, but I won’t know that until I actually get to talk to one.”

Spike’s eyes widened “Wait what! You want to talk to them? But you just said that if they caught us they would most likely kill us.”

The Doctor shrugged. “Honestly that’s the reception I usually get, but there are a lot of questions I have, and they will be more willing to talk with people who can’t be upgraded.”

Spike nodded. “Your plan is to get us caught isn’t it?”

The Doctor smiled. “Well, of course. How else do you expect to get into the command center?”

Spike sighed. He was always stuck with the crazy ponies, but he hadn’t really expected that their job would be to just hand themselves over to the Cybercolts.

As they took a turn they came face to face with a large Cybercolt. The Doctor nodded to tit. “Hello… We just needed some directions. Could you, by any chance, take me to your commander unit.”

The Cybercolt looked at them for a moment before responding in a voice as metal as everything around them. “No organic life will be upgraded.”

“Doctor, I thought you said that we weren’t comp. Ata… compata… I thought you said we couldn’t be upgraded!” Spike spoke with a mixture of panic and urgency.

“We can’t be, but they don’t seem to recognize that.” The Doctor said stepping back. “Scan us. We aren’t Equestrian. Well, he is, but he’s a dragon. Either way you can’t use us, and what happens to things you can’t use, you have to… you have to.” The Doctor trailed off. The answer would have to be destroy it, and he took a step back.

“Study us!” Spike said quickly as The Doctor turned to the baby dragon. “You can’t use us so we should be studied so that you can learn from us.”

The Doctor practically cheered at the input. “Oh that’s good Spike. He’s right. We can’t be used so you need to study us to find out why we can’t be used, and that means you got to take us to your commander unit.”

The Cybercolt seemed to mull this over for a moment. “You will follow.” It finally said turning to guide the pair towards the bowels of the ship.

Chapter 3

The sun was rising over the Everfree Forest. And it promised to be a nice clear day over the forest, and for Rainbow Dash this was a very bad fact. As no clouds meant she didn’t have anywhere to hide, no weather she could use, and had clearly underestimated how fast her opponents could fly.

Rainbow Dash was pushing herself at this point she had stayed up almost all night with very little sleep, hadn’t eaten in what felt like days, and was now being chased by twelve metal pegasi. Still she was staying ahead of the metal pegasi, but she had been doing this for almost an hour now and she was beginning to slow down.

“Okay Dash time to think you got to stay ahead of these metal losers, but how.” in truth Dash already knew what she would need to do to stay ahead of the metal ponies, but getting it done was always the more difficult part.

Rainbow Dash changed direction heading upwards her wings beating as fast as they could. “If I can just let gravity do a bit of the work for me.” She spoke threw gritted teeth.

The Cyberpegasi were still after Rainbow. Following her every move, but that was what Dash was planning on. If she could time it right then Dash would have ten less cyber colts to deal with. Feeling the chill of the higher altitude she stopped letting her wings fold against her for a short moment, and then unfolded them and gave herself a powerful shove strait down.

Her decent was rapid and the Cybercolts stopped as if waiting for her, but by the time she was catching up with them, the mach cone that was forming around her forhooves was already gaining color. “See ya!”

There was a moment of silence as she reached the same altitude as the Cybercolts a second that seemed to reach out for infinity the pegasi reached out as if trying to touch her, and then as sound and color blended the sound barrier broke sending forth a shockwave at the perfect level of the Cybercolts one that literally shined with every color of the rainbow. Tearing apart the metal pegasi in a flash of light and sound.

Dash was sent soaring into the forest controlling the Sonic Rain Boom's increased speed was usually so easy for dash, but battling mach ten without any sleep or food drained her, and dash was sent strait down. A second colorful and vibrant explosion reaching up from the ground as Dash crashed into the forest floor. The forest shook with and the tree’s bended, kicking up dust in every direction.

**

Twilight stopped for a moment as the world shook suddenly. “An earthquake?” she asked wondering what was going on outside of the ship. It was over too quickly to be an earthquake, but something didn’t sit right in the unicorn’s stomach, and twilight suddenly had a very bad feeling.

Fluttershy was already uneasy and when the ship vibrated beneath her hooves she practically jumped out of her skin. “What was that?” her voice was a shriek and it almost looked like if one more thing scared the yellow pegasus that she would fall over from a heart attack.

Pinkie Pie on the other hoof stood firm bobbing her head as they walked down the corridor to the transporter array controls. Although the bounce in her step was gone she handled this the best of any pony, and even singing under her breath. “When I was a little filly and the sun was going down.”

Twilight tried to move past her gut feelings, and regain her focus on the task at hand. They were getting close to the Transporter array, which was their best hope of re uniting the groups once everything was in place, but how the heck was she supposed to find everyone? A tracking spell maybe that could work.

The group slowed as they reached a large metal door. Twilight had to wonder what they were going to come up against and her mind ran over a hand full of scenarios.

Twilight opened the door and there on the other side would be hundreds no thousands of little Cybermats. They stopped their business as they all turned to Twilight and her friends their metal jaws opening and in an instant they were all over her, and her friends jaws snapping as they bit into the ponies. Fluttershy screamed as the Cybermats

devoured her whole. And then there was laughter filling the air as the Cybermats carried Pinkie Pie away to their Cybercolt overlords!

“Twilight!” a familiar Pink hoof waved in front of the purple unicorns eyes. “Twilight! Equestria to twilight come in Twilight Sparkle.”

Twilight shivered as the horrible images faded from her vision and she was back in the hallway with the imposing door, surrounded by a shaking Fluttershy and a Pinkie Pie that was making faces at her. “Oh um sorry Pinkie. Let’s get this door open.”

As Twilight focused her horn began to glow, and eventually the door’s became enveloped in the light of her magic, they were heavy and bolted and twilight had to

close her eyes straining to telekinetically break the locks on the door, and after what felt like forever the door split open.

And it reveled a little room completely devoid of all life, but even so Twilight could hear a faint voice as she walked into the room. There were several monitors on the far side of the room, but all in all it looked like a dead end except for a consol against a wall. As she looked up she noticed that the lights all seemed to be arranged in a circle about the ceiling, but her attention was drawn to the monitors.

The majority of the monitors showed static, and had no noise, but there was two that were working. One showed a figure that twilight recognized immediately “Zecora she’s actually here!”

The zebra was held down by a metal vice, which seemed to hold her legs and body in place. She did seem highly uncomfortable, but in that situation no pony would be happy that was for sure. Twilight wondered where exactly on the ship she was, could she get to her with a teleport spell? And where were Applejack and Rarity? Her mind flooded with questions before turning to the other monitor.

The other working monitor showed Spike and the doctor, and several Cybercolts in what she could only guess was the heart of the ship that was the one the voices were coming from, and twilight was quick to make the connections. “Spike and The Doctor have been captured!” **

“Hello what brings you too Equestria on such a nice day?” The Doctor spoke in a cheerful tone for a man who was now at the complete mercy of the Cybercolt Commander.

“Scan’s have determined who you are Doctor.” The Cybercolt Commander said more as a matter of fact. Like the others before him he was a damaged Cybercolt cracks and fissures lined his armor, but unlike his counterparts a large glass plate in the forehead

of the Cybercolt made him stand out as it reviled the metal ponies brain, which was luckily for it undamaged.

“Right well then I guess I can cut to my questions, and I do have a few questions.” He gave Spike a glance the baby dragon was not fairing as well under pressure despite how the doctor had assured him that everything would be fine.

“The first of which is what are you doing with this ship? You know it’s beyond broken so you can’t be planning to repair it, and the way that engine piece fell out earlier, it was cut off. So I recon your salvaging it, taking out the parts you can use

and putting them to better use, and with the size of this ship I would say it was a scout ship for cyberfleet, so if I am correct in assuming that there are more of you out there, and there is always is with you lot like cockroaches just can’t get rid of ya, that means that you would be making a beacon for the fleet, and now that brings me to my question… are you dropping off or picking up?”

“Dropping of or picking up? What does that have to do with anything?” Spike said confused as he turned to the doctor.

“Well Spike if they are picking up that means that in a matter of a few hours when they have that beacon up and running they will leave this planet and blow up this ship saving us a lot of work, but if they are dropping off then that means that this scout ship was sent as an attack force, and that would mean that as soon as the beacon was up, your

skies would be filled with thousands of cyber ships all wanting to upgrade Equestria. In which case… I stop them.”

The Cybercolt commander listened intently to the words of the doctor and companion holding back it’s answer for a moment, and then it spoke. “The beacon will be used to call the fleet, and Equestria will be upgraded, and the Doctor and companion will be deleted.”

“Oh you lot would be like that however this time around its not companion, its companions, and at this moment in space and time I would like to remind anypony who would be watching this event that the panel on the far side of the room of a Cybercolt control room are the transport array controls.” His eyes shot upwards making sure that he and spike were standing in the circle of lights. “And that the buttons on the left of that panel will be very helpful once I do this.”

The Doctor turned around and pulled out the sonic screwdriver which had hidden under his wing pointing it at the controls of the center of the ship there was a high pitched whistling and several sparks exploded from the console.

“Stop him! Delete the Doctor!” The Cybercolt Commander cried out. As several Cybercolts began to advance Spike screamed covering his face with his claws, as a bright light enveloped both the Doctor and Spike, and then in a blink they were gone.

**

“, And at this moment in space and time I would like to remind anypony who would be watching this event that the panel on the far side of the room of the Cybercolt control room are the transport array controls.”

Twilight blinked as she watched the screen, “He means us? But how does he know where we are?”

Pinkie Pie shrugged “Ooooh. He’s good.”

Fluttershy on the other hand ran to the panel on the wall looking it over “Um what… um.” She glanced at the controls on the left. At first glance there were only a few buttons all of them dark and dead, but then,

“and the buttons on the left of that panel will be very helpful once I do this!”

There was a high pitched whine from the monitors as one of the lights came alive. Fluttershy hit it instinctively and a moment later there was a bright light and the room was filled with the screaming of a baby dragon and a sigh of relief from the Doctor. “Move aside Fluttershy if you don’t mind.”

At the command she did. There was another high-pitched whine as the panel exploded with sparks. “There, now they can’t follow us. The controls are locked again, great work you three. And Spike we are safe you can stop screaming now”

The baby dragon opened his eyes and instinctively ran to Twilight, hugging her and sobbing into the pony’s shoulder as he did. Twilight returned the hug and turned to the Doctor, “How did you know we were here?”

The Doctor shrugged “I didn’t. I just trusted that you were, that’s all.”

“You trusted us with your life? Without even knowing who we were, and to the point where you were entirely dependent on us for rescue?” Twilight blinked taken aback, “That’s, that’s…!”

“Insane? Is it really now Twilight Sparkle? You’re the one studying the magic of friendship and you’re honestly telling me you’ve never just put your life in another ponies hooves without knowing who they are?” The Doctor’s eye’s narrowed lightly and then he gave a smile. “Good work on the transporter by the way Fluttershy. Thanks for that.”

Twilight blinked, thinking over what the Doctor said when her mind snapped back to the other monitor. “Zecora is on this ship!”

**

Zecora awoke with her head pounding. She felt like she had taken a hundred volts to the skull and as she looked around slowly her mind started to work, retracing where she was. She had been in her home and then there was that impact which had shaken the earth and knocked everything off the walls of her home.

Zecora had been woken at that point. She had gone from trying to fix her home to panicking as two Metal ponies had broken down her door. The ponies looked broken, but she had to say one was far, far worse than the other. They had said something… what was it.

Zecora tried to rub her head only to find her legs held down, and suddenly she remembered what they had said to her. They said that she would be upgraded and as she had tried to resist their attack she had been shocked. Her body wracked with horrible pain and she had blacked out.

Zecora admitted to herself that she hadn’t expected to wake back up, but she had and she definitely wished that she were still sleeping. The scene around her was completely alien. The walls were made of cold metal. She herself was strapped to a wall and her head was still pounding. The light was hard and artificial and she had no idea where she was.

“Zecora!” the yell came from behind a door, but she recognized the voice.

“Applejack, in here! Oh please tell me that you can hear!” It hurt to talk and she wanted desperately to have a drink of water, but she needed to call out to make her presence known.

“Zecora was that you?” Applejack’s voice called out getting closer to the door.

“Oh of course it was her, my dear, who else speaks in rhyme?” Rarities voice chided her, but that hardly mattered to Zecora. Help had come.

“In here, past the door!” she wanted to think of a rhyme to finish her thought with but her head was pounding.

No, that pounding wasn’t her head, it was the door, as it dented under the powerful assault and then broke under another solid kick. “Years of apple bucking keeps these legs nice and strong.”

Rarity raced up to the zebra and looked her over, “Oh my dear you look dreadful. Now don’t worry and we will have you out in a moment.”

The white unicorn’s horn glowed and eventually the bindings that held the zebra in place cracked open. Zecora was free and fell forward into applejacks outstretched arms as she stood on her back legs. “Easy there Zecora. We got ya.”

“Ponies will be upgraded.” The metal voice sent chills down the group’s spines as they turned to see the only door in or out of the room blocked by two metal ponies.

“Aw horse apples.” Applejack said as they looked at the guard.

**

“I don’t get it. Why wouldn’t they have upgraded Zecora by now? You said it yourself that they could have.” Twilight asked The Doctor as they galloped faster than Twilight had in her entire life.

“You didn’t tell me that she was a zebra. They can’t use her, and they kept her alive hoping that her absence would attract ponies, and I am sorry but I sent two of your friends down there into a trap waiting to be sprung.” The Doctor kept his head down glaring ahead. He deeply regretted splitting up the group now.

“If it was a trap why did you send Rarity and Applejack?!” Spike growled clearly. He did not like what was going on.

“I didn’t know! I thought your friend would just be another pony. Someone the Cybercolts could use and the Cybercolts are desperate enough that they are using prisoners.” The Doctor tore through the hallways his wings pinned to his sides as he galloped.

**

“Ya’ll are in for a world ah pain if ya think I am gonna allow me and my friends to be taken.” Applejack glared at the two Cybercolts, as they began to move, circling her so that one was on her left and the other flanked her right.

Applejack had to curse the fact that it was basically two on one, Rarity wasn’t a fighter and would only get hurt if she fought, and Zecora was in no condition to either. This left only Applejack. She was probably the strongest of all her friends, but it was like Rainbow had said hitting a Cybercolt was like hitting a brick wall.

Applejack turned hard on her front hooves kicking out with her back legs hard making contact with the Cybercolt to her right, and she felt her legs go numb from the impact. The Cybercolt on the other hand staggered back and was left with two large dents in his armor, but held together.

Rarity blinked, looking as her friend recoiled in pain. Fear opened her eyes to the situation. The fashion pony didn’t have the strength of Applejack or the raw magical power of Twilight. Her greatest spell was the gem finding spell and her ability to levitate multiple objects at once, but it was never anything heavy. Rarity gulped feeling well out of her element.

“The ponies will be upgraded, the zebra will be deleted.” The unharmed Cybercolt spoke slowly as it took another step forward. Slowly the group found that they were stepping back.

“Not today!” Twilights voice rang out through the room as she, Pinkie Pie, Spike, Fluttershy, and The Doctor burst onto the scene.

Applejack had to thank the goddesses as the Calvary arrived, but it wasn’t over just yet as the Cybercolts turned to face the new ponies. The one on the most right, reared up onto his back legs and struck out with its hoof at Twilight, but as the Cybercolt was about to make contact she was pushed out of the way by The Doctor who was struck in her stead.

It had only seemed like the Cybercolt had trapped The Doctor, but then the charge of electricity passed through him. It was a horrific lightshow that seemed to last several seconds. When it ended The Doctor fell and didn’t get back up.

Twilights eyes were wide looking down at The Doctor, that shock had been enough to stop a ponies heart, and for a moment the entire group was struck dumb by the sight of a pony having just been murdered in cold blood.

Fluttershy was the first that came back to her senses. Moving to the body, she put her hoof over The Doctor’s chest and began to hit lightly with both hooves. “No! No! Not like that!” Fluttershy’s eyes were wide with panic as she checked him over and began hitting his chest trying to restart his heart only too stop after the second hit. Her eyes now confused as her voice faded, and she mumbled something about impossible under her breath.

Twilight recovered second, watching as her close friend seemingly lost her mind as Fluttershy continued to just stare at the Doctor. Twilight turned to the two Cybercolts with eyes of burning anger. Twilight didn’t know any war magic, but as her horn

began to glow she knew what she could do. The two Cybercolts stood still. Not because they were waiting but because suddenly they found it very hard to move as their bodies began to glow. And then hundreds of pounds of telekinetic energy was applied to them and their knees began to buckle and then break, and then their metal armor began to crack as they were pushed into the ground.

Twilight’s spell hadn’t stopped at merely crushing the two Cybercolts against the ground. When she finally stopped breathing heavily she was met with the worried stares of her friends. “Twilight?” Pinkie Pie said, her eyes wide with concern and her hair considerably less fluffy then it usually was.

“Sorry I…” Twilight said as she looked over the two crushed piles of metal and bone. “What… Did I do?”

“You defended yourself.” The Doctor said getting up. His head swam in pain as he coughed, his ribs hurting, “Did someone hit me?”

Everyone turned to The Doctor. Fluttershy repeated that it wasn’t possible, but it was Applejack who voiced the question first. “How in tarnation are ya still alive!”

“Two hearts, the voltage stopped one, but the other survived restarting the other classical… me I guess.” The Doctor gave a shrug with his wings.

“What?! How did you? But, What are you?!” this time it was Fluttershy, her eyes now reflecting anger. She had tried to bring him back when she noticed that he still had a pulse, faint but steady.

“I guess I have too tell you now, but not here. Twilight can you get us back to Ponyvile? I left something outside of Rarities dress shop, and it tends to make the explanations a lot easier.” The Doctor spoke in a low tone one of resignation.

Zecora finally stepped forward looking at the group that had risked their lives to save her. “Yes please let us retreat for now to Ponyville, away from this place’s great evil.”

Chapter 4

“Augh my head.” Rainbow Dash’s world was pain unrelenting surges of pain that seemed to increase with every breath. Her rose eyes opened slowly and then Rainbow Dash’s world was expanded to include a second factor, blinding light. Dash hated her world.

Slowly, the world began to expand into a blur which gained color, an oddly metal color, and Dash let out a scream as she recoiled. Rainbow was face to face with a Cybercolt's face, but the rest of the creature was gone. A moment of silence passed as Rainbow Dash stared intently at the creature’s head, and it stared back, silent.

Slowly, Dash went over the events that had lead her to this crater. She remembered everything that had happened to her and her friends over the last few hours. She gazed up at Celestia’s sun and tried to spread her wings, only to let a squeak of pain as all wind was knocked from her.

Dash looked at her wings the right one was fine she could flex it and move it around, but the left hung weakly at her side; it had been sprained, and felt like the fires of a thousand dragons. It was a common sports injury for Pegasi, one that Dash had suffered before in the past, but one that would keep her off her wings for at least a week. “That’s just not fair.”

Dash couldn’t get her bearings without her wings; she had no idea where in the Everfree Forest she was, and this forest was not a good place to be alone and lost. There were things in these woods that would eat a young Pegasi for dinner, and right now Dash had lost her best defense. “Okay Dash, stay calm, you just need to find your way back to Zecora’s...”

That was the smartest thing she could do; pull herself out of the hole she had dug for herself and get to a place that would have food and medical herbs. She could treat herself and rest easily. She took a step and a rock bumped against her wing knocking the wind from her again.

Eventually she figured out how to stop her wing from dragging; using a couple of sticks and some vines, she made a vice for herself. “Just like I was taught back in flight academy.”

Dash started walking, feeling only a slight amount of pain from her side now, though she still had several scratches and bruises those could be ignored. It was her wing that worried her the most. “Just need to avoid becoming something's lunch long enough to-”

Rainbow Dash was cut off as a large gust of wind whipped several dead leaves into the air. Her mouth dropped open as she watched a big blue box materialize in front of her with a sound that was something like a dying blender and a bright light that seemed to shine from the top of the box. The light was bright enough and it kicked up enough wind that Rainbow actually turned her head, looking away. “What is that!”

When the sound stopped Rainbow stared for a long moment at the large blue box that had on it the words “Police Box.” Rainbow had never really heard of a police box, and the box itself seemed like it belonged in a museum as she walked up to it, reaching out a hoof to touch the blue door. It swung inwards, and a tan Pegasus pony’s head poked out. “Ah, Rainbow Dash, there you are! We were starting to get worried. Come along now and get inside. We can have that wing bandaged in no time.”
**

“This is… Awesome!” Rainbow called out, looking at the inside of the blue box. “It’s actually… bigger on the inside!”

“I love that part.” The doctor said smiling as he watched the equally exasperated group of 6 ponies, a zebra, and a dragon all of which seemed to dumb struck

“Um...Rainbow, could you please stay still? I… um need to bandage your wing. It’s only a small sprain, nothing too bad, but...” Fluttershy said quietly as she looked over the sprained wing. “You um... won’t be able to fly for a couple of days… sorry.”

Rainbow Dash sighed. “I figured, but this is going to suck!” A few days of being grounded did not sound pleasant. Rainbow practically wanted to scream at how unfair that was, or maybe that was the pain as Fluttershy tied her wings to her sides with a bandage so she wouldn’t be tempted to try flying anyway.

. “She took a bit of a crash earlier when I landed in Ponyville, had to let her sit and fix up. It’s called a TARDIS.”

Twilight was the first to snap out of her stupor. “What kind of magic does it run off? I mean I have heard of room expansion magic, and clearly it has teleportation enchantments to move, but that’s only theoretical, and this.” she stamped her hoof on the glass floor that formed a catwalk to the central controls, and door. “This is more solid than theory.”

“That’s because it’s not magic. It’s technology. TARDIS stands for “Time And Relative Dimensions In Space”. It’s my ship. It’s how I travel.” The Doctor said with a smile, still having fun with the fact that he was literally blowing their minds.

“Time? You mean… You mean this is a time machine?” Twilight said. This was just incredible. Time travel wasn’t supposed to exist, and Twilight suddenly found herself wondering why she had never actually heard of the idea.

“Where I am from, stories are often told, of this blue box in times of old. A man who travels bring him across time and space, and of all the perilous dangers he would face. You, Doctor are a legend among my people.” Zecora said, looking at the Doctor, her eyes narrowing slightly.

“Well, I guess. You can’t really travel as often and far as I do without gathering some reputation.” The Doctor answered a little modestly.

“So why didn’t yah tell any of us to start with?” Applejack was still glaring at the Doctor.

“Well, that’s because you are all important. Twilight Sparkle and her friends, oh stories will be told of you lot for all time, and I try to avoid getting involved in the real important events.”

“Well that doesn’t make sense. If you’re a time traveler who goes site seeing, then naturally you're going to get involved sooner or later, and look it’s later!” Pinkie Pie bounced along, laughing a little at her comment.

“Well yes, but I try not to. Anyway, we have a more pressing a matter to get back too, and that would be saving Equestria. As long as that ship is around, it’s a threat to us all.” The Doctor’s voice was grave as he got up to his hooves, walking to the TARDIS controls. “Anyone who wants out, now’s your chance to leave.”

Everyone stayed where they were. Twilight looked at her friends, and then gave a nod “I don’t think we're leaving any time soon.”
**

“Status report.” The Cybercolt Commander stood in the deep underbelly of the ship around him; the few Cybercolts that were left worked busily. Their numbers had so far been reduced to the last handful, but the ones that were left were fully repaired using parts of the broken, and the Cybercolt commander himself was now at full operational capacity.

“Beacon is beginning activation. Estimated time to fleet arrival 5 minutes.” The Cybercolt responded, but was suddenly distracted by a sound like a dying blender.

“TARDIS materializing in control room!” one of the Cybercolts called out as the blue box began to appear, fading in slowly and then becoming locked in space and time. Silence fell over the room, as the Cybercolts stood still, waiting for the doors to open.

The door opened slowly as The Doctor put his face outside, “Hello good to see everyone. How are you all doing now? Fully repaired I see that’s good. You're not the only one who needed some time to get stuff right in the head you know, new body and all.”

As The Doctor spoke his wings carried him out of the TARDIS, his hooves staying off the ground. “Flying. Got to love it. Am I right? Of course I am but you lot wouldn’t know anything about that, love and all I mean. Anyway I have decided to give you lot one last chance to leave this world and never return.”

The doctor stopped his wings letting himself land on the ground with a light thud. Behind him the other ponies, Dragon and zebra all piled out of the TARDIS. The Doctor gave a confident smile, staring at the Cybercolt commander.

“The Doctor will be deleted, his companions will be upgraded, or deleted.” The Cybercolt commander took a threatening step forward, as all Cybercolts turned onto them, surrounding the blue box.

“Oh, we have both heard that before!” The Doctor shouted, “Yeah you try and delete me, and then you turn on your little beacon and Equestria dies, and the perfect society is made; no emotions, no love, no hate, I have heard that bit over and over with you lot like a broken record, but do you know what? You never win. So this time… good work.” The Doctor clopped his hooves against the ground. “You win. I am beaten.”

“Uh, Doctor.” Twilight said her voice concerned as she saw the Cybercolts continuing their approach. “Are you sure you know what you're doing?”

The Doctor smiled. “Actually, yes I do. I am surrendering now, and forever. Equestria is yours. Please go about your way and call in the fleet.”

Twilight and company’s eyes widened and suddenly there was a wave of protest.

“I thought ya’ll said we were fightin’ this here threat to the world!”

“What gives man? Not cool!”

“Doctor, you can’t be serious!”

“Haha, that was a good joke… you are joking, right?”

“Of all the things you could do, this is the worst possible thing!”

“After all this you're just going to surrender! My wing is sprained because of you!”

“Um… You… could have told us about this, back on the TARDIS. I mean, if that was okay.”

“If the Doctor is sincere then he will stand aside and prepare for deletion!” the Cybercolt stood forward and looked the Doctor directly in the eyes.

“Oh yes, of course.” The Doctor stepped aside and raised his hooves to the air using his wings for balance. “I surrender and submit myself for deletion.”

“The companions of the doctor will be upgraded first!” The Cybercolt commander walked up and the Cybercolts that had the group surrounded began to escort the six actual ponies to the wall for upgrading.

“Doctor, why?!” Twilight called out as metal braced around her arms and legs. “Why lead us to here just to give up! It’s not fair!”

“Twilight I want you to remember the things that I said, putting your life in the hands of another pony, the magic of friendship, and also what I told you all about the Cybercolts.”

“Twilight I feel weird.” Rainbow said as there was a light hissing sound. “Almost lethargic.”

“Those are drugs for sedation, they don’t want you to resist none of them want you to resist! Right now we are in the heart of a Cybership, which has been turned into a beacon, a beacon which is now operational, and that any minute is going to bring down the force of a Cyberfleet, and I'm sorry, so sorry, but this was the only way. The ship is the beacon, and the Cybership, is what produces the upgrading process. Right now you’re in the heart of it. You can send out any message in the universe to them! But it was dangerous, and I knew that, but if you can’t resist, then everything in Equestria dies!”
**

The day was now well under way as Celestia walked through the halls of her castle in Canterlot. The day had started like most others with a quiet breakfast that Luna had prepared, but now as she walked out into the sun of her gardens, it was around noon, so it was surprising to her when she looked up to see hundreds of tiny stars in the sky.

The royal guard who were always so in control were staring upwards, their mouths open, Celestia could have sworn she heard one of them utter a profanity. “Luna? Is this some kind of joke?” The words escaped her before she looked down at her smaller sister of the night.

Luna was lost in thought, looking up, “Those aren’t stars. There are no constellations.”
**

“Resistance is futile!” The Cybercolt commander shouted, as a chest plate began to lower over rainbow. “You will watch, Doctor, your gambit will fail, and Equestria will die.”
Another hiss, and suddenly, Applejack stopped squirming. “It’s oddly calming now that ah think about it.”

Twilight watched as two of her friends were now on their way to becoming Cybercolts, the idea passing into her mind that she would be next. “I don’t know what to do!”

“Fight it! If anyone could overcome this, and choose a message to send, it would be you, Twilight Sparkle! Just think, think of a message powerful enough, that it would make even the most emotionless creature tear up.”

Twilight shook her head as another hiss lowered a body plate over Pinkie Pie. “Ha… ha.. I don’t get it.”

“I.. I don’t think I can!” Twilight's voice was filled with sorrow, and pleading as she watched her friends one by one becoming less like themselves, and more like the cold Cybercolts.
**

All of Ponyville was in the streets for the second time in as many hours as they could think of. All eyes were on the sky; hundreds, if not thousands of tiny stars had appeared in it during the day! And they were getting bigger.

“The sky is falling!” in a crowd as tense as the one in Ponyville, that had been all it had taken for the panic to set in, and suddenly the town was alive with panicked and scared ponies, all wanting answers. Some held each other in fear, others ran and screamed, one however, a gray Pegasus with messed up eyes held her two daughters close. “Ditzy, where’s daddy?”

“I don’t know Dinky.” Ditzy Do said calmly, reassuring the small unicorn, and the other larger pink unicorn. “But my guess is that he is right where he needs to be.”
**

The Doctor took one more deep breath. “Listen to me, Twilight Sparkle, I put you into this position because I know what you're capable of. Now listen closely, Twilight. Your friends are in danger, and they need you! Equestria needs you, and right now Twilight I need you. You said you would have called me a friend? Well right now I think that’s a pretty good deal! I will be your friend if you can just resist this!”

There was another hiss as a chest plate was lowered over Rarity “So… drab.”

Twilight’s eyes glowed along with her horn, the gravity of the situation kicking in, watching her friends suffering becoming too much for her to handle. The Cybercolts in the area suddenly had something creep into their voice, an emotion? “What is going on!”

The Doctor could have cheered. “What do you think is going on? You started to upgrade her friends, and now she is striking back, right where it hurts! She is in agony, and all that emotion in a unicorn, all that power bottled up with nowhere to go. Except oh wait, it does, because you have a beacon set up, and right now every emotion that unicorn is feeling is being broadcast across your entire fleet!”

“Error! Error!” The Cybercolt commander screamed, feeling the pain that radiated off of Twilight. The Cybercolt commander collapsed, twitching as the ship began to spark up.

Twilight began to glow brighter as Spike let out a cry, “What’s going on!”

“It’s Twilight! Her power is tearing this whole place apart!” The Doctor called out over the chaos as bulkheads sparked, and screens began to crack. Twilight let out a scream as the metal around her buckled, and the restraints around her and her friends gave out.
**

All over Equestria stunned looks of silence cried out, as the stars, which had appeared in the days sky, began to burst with blinding light, and then spark out. Hundreds of stars dying and exploding, leaving streaks of smoke as gravity pulled them down and the atmosphere burned them up.

Celestia watched the display in horror. “What is going on up there?”

Luna looked up standing beside her sister, her eyes marked with interest. “I believe they are dying, whatever they were.”
**

“Get everyone into the TARDIS now!” The doctor was holding Twilight Sparkle’s unconscious body. The rest were dazed and confused, but at least they were able to move on their own power. Zecora and Spike ushered them into the blue box.

Once the doors were closed, the Doctor ran for the controls and hit them as hard as he could. “We need to not be here right now!”
**

Outside the ship, the Everfree forest was silent, the noon sun expanding and bright under the continued explosion of stars in the sky, the sounds of birds could be heard, but all was drowned out as the ship exploded.

The explosion carried such a shockwave that the few trees not already knocked over by the impact were knocked over, and the nearby town of Ponyville suffered its second earthquake of the day.

Miles away from the Everfree forest, in Sweet Apple Acers, a blue box faded into existence. The door opening slowly as a small, shaking dragon fell out of the door. “Too much excitement.”

The Doctor smiled as he walked out, gazing up at the sky, the daytime stars were gone, but large streaks like shooting stars filled the sky. “That would be the Cyberfleet. Burning up in orbit.”

“Won’t some of it reach the ground? Civilizations and people they could pound?” Zecora spoke as she walked outside, followed by a still dazed Rainbow Dash and Fluttershy.

“Not likely, Equestria has magnetic poles, most of it will be pulled towards one of those, and anything that actually makes it to the ground will be too small and broken to be really harmful.”

Rainbow Dash smiled but blinked as a small white snowflake fell on her as she looked up. “What? Who authorized snow, its not supposed to snow at least for another month!”

“That’s not snow, that’s bits of broken metal burning up in Equestria’s atmosphere. It should last for… oh, a few days.” The Doctor’s voice was grave.
**

“Are you sure, Zecora?” The Doctor looked at the zebra that nodded back to him.

“My home in the forest is gone, and I do not wish to be alone, but I have no desire to travel with you, Doctor. I will stay here in Ponyville where there is still much to work for.” The Zebra smiled and began to walk away.

The Doctor on the other hand, turned back towards the other seven. Spike had collapsed in the orchard, and had fallen asleep, while most of the others had recovered all except for Twilight, who was still unconscious.

“Ah still don’t get it.” Applejack said muttering under her breath. “I thought you said you were givin' up?”

“Rule one when you travel with me, I lie.” The Doctor said looking at Applejack, who looked back offended. “I never meant to give up, but I knew that with the beacon almost finished the only way to destroy every Cybercolt, was with the broadcast.”

Twilight wheezed for a moment, her eyes opening, “What… happened.”

“We were kind of hoping that you would know the answer to that, darling.” Rarity said, holding an ice pack to her head.

“You happened.” The Doctor said in a low tone. “Your mind, your emotions sent out a message while you were hooked up to the Cybercolts ship. One that was powerful enough to cause them to feel it, and Cybercolts are not made to feel emotions. It’s their greatest weakness, but now I have to ask; what was the message?”

“I… Don’t really remember, what I do remember is that you said you were willing to be my friend, and everyone else slowly fading away from me. All I could think about is how much I wanted to see you all again, and how much I just wanted to be around… my friends.” Twilight looked up seeing the smiling faces of those around her, and spike snoring softly on the ground.

The Doctor smiled. “Friendship, perhaps the greatest power source for impossible things, and when things are at their most dire, that’s usually when the power of true friendship is at its strongest.”

The Doctor turned and began to walk towards the TARDIS. “Now that you're all safe I will be on my way.”

Twilight got to her hooves. “Wait Doctor, you're just going to leave? But I thought you said that you were going to be our friend.”

“I am, and I'll be around, but I travel it’s what I do, I don’t want to sit around Ponyville for another lifetime, I did that once already, no I want to go back into the universe to see it all again, and travel across time and space.” The Doctor’s voice was filled with wonder as he looked up at the box.

“But ya’ll must get lonely.” Applejack said, still debating if she was liking the pegasus or not.

“Well it does, but its dangerous, today was just a taste of my lifestyle.” The Doctor said, looking at the group slowly.

“Then we have to go with you.” Twilight said at last gaining her composure. She looked at the girls, and then to Spike, she already knew what his answer would be, and slowly the nods from the group confirmed it. “Right. We will travel with you, for a little while anyway. Besides, just imagine what we could learn from you. Which reminds me, I'll need to write a letter to Celestia about this.”
**
Credits:
Written by: Masorin
Edited by: Mosobot 64, Breaker, Marie Rie, and Lenai.
Ponies are the trademark of Hasbro, and Doctor Who is property of the BBC.
Special thanks too Izzy for her support of my idea’s and telling a dyslexic that he should try his hand at writing.

Doctor Whooves will return in: Luna’s Republic.
Authors note: Luna’s Republic won’t be posted until at least the 28th I am taking a week off for college work

Luna's Republic: Preview and Link.

Doctor Whooves: Luna's republic
authors note: the link will work soon as the new episode passes submission until then a preview is below.

“Problems with the weather system again, can you believe it Sparks? I swear sometimes I think that Cloudsdale wanted to see us suffer up here.” The dark red Pegasus muttered darkly her mane was a light orange, and her cutie mark was a wrench.

She walked with a unicorn who was a pale yellow colt with a mane to match his cutie mark was of a thunder cloud, the lightning bolt lost to the color of his skin. “They probably did at the time coal. With all the cut backs it’s a surprise that we even got these cloud generators to start with.”

Coal shook her head. “Yeah sure and meanwhile Cloudsdale’s got the new versions those six point three’s. Have you heard about those? Almost all their work is automated these days! And here we are still struggling to make rain! I tell you if I ever get my hands on the engineer who designed these three point fives I am giving them a good buck to the face!”

“Yeah I know coal you tell me this every time our stuff breaks down. Honestly that mare would be long dead our stuff is an antique. Any way here’s your station I need to go check the electrical.” Sparks said as he took one last look at the mare “Listen let’s try and finish this up quickly I am looking forward to the night time celebrations.”

Coal laughed, “Oh why would you be looking forward to that fancy horse barrel? You finally get a date yet? I bet not! Besides we can’t miss it from where we are standing. 29 days of night remember?”

Sparks shook it off as he walked along leaving Coal back to do her part of the job. No he didn’t have a date, just like the year before, and the year before that. Because the only pony that he ever really cared about was standing two corridors back, and he never had the nerve to ask her out.

Sparks sighed as he walked threw the corridors, and came to an access panel where he should be able to take a good look at the electrical, and as he moved to remove the bulk head he blinked. “Ah Coal?” he asked over a small radio. “Have any other maintenance teams been down here?”

“No Sparks were the only maintenance ponies on duty tonight remember? The overlord is still pissed at us for not getting the paper work in on time, and so she made us work on the day the sun sets why?” Sparks could imagine coal as she rolled her eyes spitting hate at the ‘overlord’ he chuckled lightly at the image, but then got concerned.

“Bulk head 31 is missing its cover, and… wait a minute I think I found our problem.” Sparks said leaning in for a moment. A shadow had just moved he guessed because he had changed the light source’s direction, and it revealed a bunch of wires that almost looked as if some pony had been chewing on it.

Sparks retrieved a flashlight and turned it, an immense amount of dust seemed to float around it the light flickering for a moment, along with the lights for the entire corridor, and then the lights gave.

Coal was wondering what the next report was going to be? What problem could have forced Sparks to actually be silent for once, and then she heard him scream.

Chapter 1

“I don’t want to go.” Just as the Time Lord found himself saying the words, his body was wracked with pain, and his body burst forth with the golden energies of the time vortex. The energy began tearing apart the earth pony’s body, simultaneously destroying his old cells as well as creating new ones. He let forth a scream as his body was wracked with seizures; this was the death of a Time Lord.

The once brown earth pony began to change under the golden light, and the TARDIS clearly did not appreciate the explosive energy poring forth from the Time Lord’s body. Sparks flew from the console as the inside walls took the brunt of the damage. One of the larger supports gave a shudder and fell over as the TARDIS heaved to one side.

As the seizures finally stopped the golden light faded from the now tan pony’s body. Leaving him breathless, and his mane a mess. His blue eyes wide from the recent pain he looked around his broken and burning TARDIS, taking in quickly what his eyes could see. “Right okay legs still got four good legs, and hooves can’t forget those, and teeth yes I still have all of those, and I’m a unicorn!” he reached up with his front hooves to feel his head not coming across a horn of any description, and he shook his head. “Okay not so much, but” Feeling a new set of appendages on his sides he stretched them out. “Okay Pegasus that’s new going to have to learn to fly then at some point, but there is something else something I am forgetting come on now what is it.”

Just then the TARDIS, which was still on fire let loose another round of sparks and gave a violent shudder. “That’s right, I'm crashing!” He yelled, rushing to the console and stomping on the controls. He took in a deep breath before screaming “Geronimo!”
**
Dr Whooves
Starring:
The Doctor
Twilight Sparkle
Rainbow Dash
Pinkamena Diane Pie
Applejack
Fluttershy
Rarity
Spike
In
The Hour of Twilight
**
It was the hour of midnight, and all of Ponyville was asleep save for the nocturnal animals of the forest. Soon however the silence of the night was ended suddenly by a large metallic screech, as a ball of smoke and fire descended rapidly from the sky. A moment later the ball of fire crashed shaking the ground of Equestria. The dirt and smoke smothered the majority of the fire, leaving the twisted wreckage of a large metal ship; alien against the green of an unfamiliar forest.

**

In Ponyvile, it was a quiet night. The tranquil library where Twilight Sparkle had made her home was always quiet at this late hour. Spike had finished his chores and gone to sleep with the setting sun, and now Twilight was the only person left awake. She stood at a window, reading a book by moonlight, she sighed. At this time of night there should have only been the sounds of crickets, and Twilight yawned listening for the familiar chirps of the insects. She had gotten used to life out in the small area of Ponyville. Coming from the larger city of Canterlot she had never actually had the opportunity to grow up with such sounds.

Twilight rested her book and walked away from the table. Tomorrow she would be meeting up with Rainbow Dash who apparently had some new trick that she wanted to show off. It was bound to be impressive and Twilight had to admit that she was curious. She yawned and stretched slightly as she walked into her room, ready to catch some much needed shut eye. Twilight smiled seeing Spike curled up into his bed, and then got into her bed closing her eyes and drifting off.

Twilight had slept for maybe three hours before an ear splitting roar woke her and Spike up. “What was that!” Spike yelled jumping up from his bed, only to be thrown straight out of it when the entire earth shook with a thunderous crash.

Twilight was sent scrambling from her bed moving out of her room, and sighed taking a quick note of the fact that the library was now a mess with books scattered everywhere. What ever had caused that crash had been big, there was no doubt, and as she walked outside, her eyes drifted to the Everfree Forest. A large plume of smoke was rising from the forest, which Twilight could gather was the obvious crash site.

Spike looked at Twilight. “What happened?” he asked absently mindedly.

“It’s a Meteorite, Spike. I have read of them, but I never actually thought I would see one fall in Equestria and so close.” Twilight’s eyes were burning with curiosity. She wanted to check it out.

“Spike, send a letter telling the princess about this. She will defiantly want to know about it.” Twilight said with a commanding voice, never taking her eyes off the plume of smoke, curiosity eating away at her. She had only ever read about such an event happening in Equestria; to take a look at the meteorite would be a once in a life time opportunity.

“Right.” Spike said, giving his affirmative and then he was off, back into the library to find a quill and paper.
**

“Twilight!” The cry came out from above, diverting the purple unicorn’s attention from the smoking forest, to the blue pegasus with a rainbow mane that was now quickly approaching the library.

“Rainbow, I’m glad to see you--I was just thinking that we should gather the girls.” Twilight said as her friend landed on the ground, kicking up a small cloud of dust.

“I thought so! That’s why I came here to find you, did you by any chance actually see what that was?” Rainbow was excited as she spoke.

Twilight shook her head “No, I didn’t. I woke up during the event, and wasn’t fast enough getting outside, did you?”

Rainbow Dash nodded her head “Almost hit my house! It was huge, Twilight! Like nothing I'd ever seen before, giant and burning. I was going to head straight to Fluttershy’s, considering how scared she would probably be right now, but then I thought that you would have a better understanding of what’s going on.”

Twilight nodded, suddenly thinking of the shy and scared Fluttershy, probably cowering in a corner of her house. “Right, well I think it was a meteorite, and I am having Spike send a letter to Celestia. As soon as he’s done, I'll head straight to Fluttershy’s. Can you gather the girls for me? I want to get a look at what ever fell; if it is a meteorite, this is a once in a life time opportunity to study it!”

Rainbow dash gave a quick salute. “Can do.” and then she went off flying at break neck speed towards the other pony’s houses.
**

In a back alley of Ponyville, a small blue police Box faded slowly into existence with a sound that was best described as a blender gasping for breath. It faded in three times, each time staying for a few seconds longer, and the screeching noise matching the length before finally staying fixed in its spot, but unfortunately it was on its side. The doors swung open as a tan Pegasus pony, soaked to the bone climbed from the box. “I have got to move that pool.” He said, giving himself a shake down trying to get the wetness off his body.

The Doctor turned to his TARDIS. For the moment he could set it to self repair, but it was still on its side, and as much as he wanted to move it, the TARDIS had taken the brunt of the burns from his regeneration: It’s engines would shut down if no one was in the Control Room, and it could take that time to charge up and repair itself “Rest easy for a moment old girl.” He said, gathering his thoughts and then heading out to check the surroundings.

It was nighttime but it seemed like the whole town was awake. Many of them were looking off to the distance. A rather large plume of smoke was coming from the nearby forest, and many of the people nearby were looking around speechless. The Doctor walked up to one of the locals. He could already gather that she had clearly seen what was going on. “Whoa, did you see that? What was it?”

The local was a white unicorn mare with a purple mane, she was wearing a pink bathrobe and slippers. Her hair was kept orderly, but it was clear that she had just been woken up. She turned to the Pegasus, her eyes still wide. “I have no idea. But it was quite the spectacle. It was like a giant ball of fire just crashed into the Everfree Forest.”

The Doctor nodded his head. That explained the local’s current state, and also the giant pillar of smoke, but what was it that had crashed? And why did it crash? The Doctor didn’t want to rule out the chance that it was just a meteorite, but he was never one too just go with the simplest solution--he would have to investigate this.

“Rarity!” A blue pegasus with a rainbow mane flew in, hovering over the two other ponies.

“Rainbow! What brings you here at this unnatural hour?” Rainbow Dash just rolled her eyes and pointed to the pillar of smoke. Rarity followed the reply with. “Oh, right.”

Rainbow Dash continued to float in place as her wings fluttered impatiently. “Listen up, Rarity, we have got to go. Twilight wants us all to meet up at Fluttershy’s so we can go and investigate the crash, she’s calling it a once in a life time opportunity.”

Rarity’s face turned to a look of dejected disgust “She wants me to get covered in mud going through that dreadful forest?”

Rainbow shot Rarity a look before Rarity rolled her eyes. “I didn’t say I wasn’t going. Just that I am not happy about it.”

Rainbow rolled her eyes. Rarity was never happy about something that could end up getting her hooves dirty, but she was a good friend. “Great. I still have to go tell the others so I'll let you go get ready.”

The Doctor gave a cough. He had remained quiet, listening to the ponies as they had talked about going to the crash site. “I was actually just thinking of checking out the crash site myself, do you think I could tag along?”

Rainbow Dash was suddenly a lot closer, glaring into the eyes of the tan pegasus colt. “And who are you?! As weather manager I know every Pegasus in Ponyvile and I’ve never… wait I have seen you before. You were one of the Pegasus in the young fliers competition in Cloudsdale.”

The Doctor backed up, slightly unsure why he would have ever participated in such an event. The simple answer to that was that it probably hadn’t happened for him yet. “Sorry, just a traveler passing through, saw your meteorite, thought I'd stick around. Call me the Doctor.”

“What kind of name is that? And a traveler from where exactly?” Rainbow said staring at the tan colt, her eyes narrow and accusing.

“Well personally I think it’s a rather good name, and I can’t really blame my parents for giving it to me you know, and I am from up north.” The Doctor shrugged defensively

Rainbow snorted, “What ever. I need to gather the others.” She said, turning away and flying off. Leaving the Doctor alone with Rarity.

The Doctor turned to Rarity. “Right then take me to your leader.”

As the Doctor cracked the joke, Rarity flicked her tail “I need to get ready if I’m to be going into that forest.”
**

Twilight approached Fluttershy’s home in time to see the door swing open and several animals run out of the home, a frazzled Fluttershy running out into the door way. “No wait, please come back!”

On examination Fluttershy seemed frazzled; her mane was messy and her body was shaking. “Oh no.” she said in a panicked tone.

Twilight ran up to the yellow pegasus “Fluttershy are you okay?”

Fluttershy looked at Twilight, relieved to see a friendly face. “Oh Twilight, its so good to see you right now. With that noise and then that awful crash I was so scared, and then the animals--I’ve just never seen anything like it. It’s like they all just wanted to leave. And no matter what I tried I just couldn’t stop them.”

Twilight looked at her friend and did her best to console her, putting a hoof on her shoulder. “It’s okay Fluttershy. They are probably just scared, the crash was probably a little too much for them to handle. I am sure they will come back.”

Fluttershy nodded but she seemed offended, the animals were her friends and they had all deserted her.

“Can I come in Fluttershy? Er... You look like you could use a cup of tea.”

Fluttershy nodded and the two headed into the small now silent cottage. A few moments later, they were sitting with a cup of tea each. Fluttershy was still shaking, but for the most part, everything was quiet.

“Listen, Fluttershy, I need your help.” Twilight said at last.

Fluttershy gave a slight nod. “W-what f-for?”

“The crash that shook your house and scared away your animals, it was a meteorite and I want to investigate it, but it fell into the Everfree Forest, and I can’t go alone, I asked Rainbow Dash to gather the others, and I`ll need you too.”

“Y-you w-want to go now?” Fluttershy said very timidly. “Y-you can’t wait till morning when its light out?” Fluttershy felt a new shiver crawl up her spine. She lived close to the forest, and found the animals comforting, but to actually go into the forest during the night was something else entirely.

“This is a rare, once in a life time opportunity. I can’t sleep without knowing what it is, and what it looks like.” Twilight spoke, her eyes wide with excitement. Already her scientific mind was taking over, wanting to drag the rock back to her labs so it could be studied for weeks on end.

Fluttershy gave a nod, feeling her fear but also her need to be kind to her friend and help her in this endeavor. “Of course Twilight. I`ll come with you.”

The two ponies had enough time to finish their tea before they heard a knock on the door. Twilight went to open it, and when she did she found herself face to face with Pinkie Pie, who practically bounced around the room. “Oh my gosh Twilight have you seen what’s going on outside? Well of course you have or I wouldn’t be here! But half the town is up arms trying to figure out what’s going on.”

Spike put his hand over the Pink Pony’s mouth. “Easy Pinkie we know.” the dragon said before turning back to the others at the door.

Rainbow Dash hovered around the room. “I got Pinkie Pie and Applejack, but Rarity wanted to get ready.” She said, giving a quick salute.

Twilight smiled “Okay that’s good. That she means she won’t be much longer.”

Twilight’s prediction was proven correct as Rarity approached the cottage. Her mane was now clean and styled; she wore boots and an exploration vest as well as a camouflage green hat.

What Twilight didn’t predict was that Rarity was being followed. A tan pegasus colt trotted along side the white unicorn. Twilight didn’t recognize the male pony and wanted to ask who he was and why he followed Rarity, but before she could the pegasus spoke.

“Hello everyone. I’m the Doctor.”
**

It was now the starting hour of twilight, those precious moments where it was still night, but the sun’s light was starting to cast out the stars. The team of now seven ponies and one small dragon now stood on the edge of the Everfree Forest. Twilight had tried to convince the Doctor to leave the group alone, and that this was a job for the team of six ponies that she was used to, but the Doctor had insisted on coming with them for the expedition. Twilight cleared her throat before she spoke to address everypony in the group. “Okay everyone stay together. This forest is an unnatural place and I don’t want anypony getting lost.”

Everypony nodded as they started heading into the forest. Not so long ago, the six ponies had traveled into the ancient forest to claim the elements of harmony. That day Twilight had learned how valuable each of her friends were, and together they had banished Nightmare Moon, but this time Twilight hoped that things would be so much simpler then that. All she wanted was to study the meteorite that had crashed down into the forest, and then go back home; taking some samples with her of course.

Walking into the forest the Doctor stopped, suddenly turning away from the rest of the group as he found something on the ground. A hoof print buried deep into the forest ground, and inside the hoof print a small shard of metal, probably broken off from a larger object. Lifting up one wing he reveled a small metal cylinder with a leather strap around it and a light bulb at the top. Gripping it in his mouth and, giving it a flick, the cylinder extended by a couple of centimeters before the light bulb came on, giving out a small whistling sound. “Well now that’s interesting.” The Doctor said as he looked at the results of his scan.

“What in tarnation are you doing back there? Twilight said not to get separated.” Applejack called back to the lagging Doctor, turning in time to see the small device get put back under the Pegasus pony’s wing. “And what was that there device you just had?”

The Doctor smiled. Clearly caught, he revealed the small metal device. “It’s a Sonic Screwdriver.”

Applejack blinked blankly. “Sonic-what’s-it? What ever; when you’re done with all the whistling, get back with the group.” She said before turning and trotting to catch up with the others.

The Doctor nodded as he watched Applejack leave. Turning back to the hoof print he had found; the scrap of metal had told him all he needed to know when he scanned it, and it told him that there was trouble around the bend. The ponies were not alone in this forest.
**

Twilight turned back to count heads. She still counted six ponies and one dragon, but something just didn’t feel right. “Okay, everypony, listen up. We are not that far from the crash site, but I want to check up on Zecora before we actually go to the site. She’s a good friend and her home isn’t too far from where we are now.”

Everypony in the group gave a short affirmative nod after listening to the idea, and Twilight turned onto the dirt road that lead towards the zebra’s home. Something about the Everfree Forest felt wrong, but it was Fluttershy who had truly noticed why. “Where are all the animals? Even in the Everfree Forest you should be able to hear birds but… it’s just so silent.”

Twilight hadn’t given it any thought, but now that she did, she knew that Fluttershy was right. It told her that her feeling of unease was well founded, but it was Pinky Pie who spoke up in an answer that put Twilight`s mind at rest. “Well duh they were scared off by the loud bang! I mean who wouldn’t be? We all heard how loud the crash was, silly.”

Twilight nodded. That seemed logical; the large noise must have forced them all away. Twilight gave her vote of confidence to the idea. “Yeah that’s probably it, and they are probably waiting `till all that smoke clears before they come back.”

The Doctor was the only pony not reassured by the idea. Instead he kept his focus on the area around him, his eyes hard locked onto the soil trying to find any more evidence of what he had found on the previous trail. “It could be that, or they could just know that it’s not safe here anymore.” He muttered in a low voice.

When the group arrived at Zecora’s home, what they found was not what they expected. The door had been torn off its hinges, and the house looked ransacked. The windows were shattered and as they entered the home, the inside was no better then the outside. Twilight called out to her friend. “Zecora? Are you in here?”

There was no answer from the abandoned home and the group of ponies entered cautiously. It was Spike who spoke this time, keeping his tone low. “What do you think did this?”

Twilight had no idea, and they looked around the ruined home. The many herbs that Zecora kept in her possession were scattered about, and the masks from her homeland; precious though they were to her, were broken on the ground. “It looks like there was a fight.” Twilight said at last.

“But who won?” Rainbow Dash said, looking at the destroyed hut. She went to check one of the back rooms and that was when something moved.

The pony that walked out from the back room was clad in steel from head to hoof, and the armor that it wore even covered its face. At least, that’s what it looked like to Twilight. Its eyes were black holes in the armor that seemed to have only the purpose of sight. It looked like an earth pony if an earth pony was made from metal. “New life detected. You will all be upgraded.”