The Doctor's filly

by peppermintbrownie

Rating: teen
Tags: Tragedy, Derpy Hooves, Crossover, Dark, Doctor Whooves, Sad, Original Character, My Little Pony: Friendship is Magic, Other, Adventure
Length: 13880

Every time some pony goes in the forest they get afraid of it. But they are the ones that have forgotten how amazing the forest really is. When looked at with the right eyes.

The Doctor, Derpy and Tick Tock discover a little foal with a more powerful past than she know's. I do not own Doctor Whooves and Assiatant all credit goes to Ponies With Pockets Production. I only own the characters in the everfree forest town.

Published 2015-02-16 00:10:02 UTC
Last updated 2016-05-09 15:38:05 UTC

Chapter 1

In the Tardis the Doctor was taking Derpy and Tick Tock to another planet when the Tardis jerked.

“Woah!,” the all said in unisons.

“What’s happening Doctor?,” Derpy asked.

“There’s some kind of strong signal that’s forcing the Tardis somewhere. Hang on you two!,” the Doctor said.

“I do not enjoy this sense of motion,” Tick Tock said.

“Avente,” the Doctor cried.

After a while the Tardis stopped shaking.

Inside the Everfree forest, there was a town in the center of it. No pony dared go anywhere the forest at this our. It being Twilight ment the forest was still extremely dangerous. But not because of it’s usual dangers. There was something else inside the that the ponies were scared of. In one house in the town a mom was trying to wake up her filly. The filly was a snowy, white unicorn with a grey straight mane, grey eyes and no cutie mark.

“Cotton Bell. Wake up sweetie,” the mom said.

Her voice sounded as gentle and soft like she was always trying to wake somepony up.

The filly groaned.

“Mom. I’m tired. Just until the sun comes out,” Cotton Bell said.

Her voice was young, high pitched and squeaky.

“Well it’s not like more sleep is going to help you at this time of day,"

“Shadowers. I know. I know,”

Cotton Bell sat up. She got out of the bed and opened the window, still sleepy-eyed. But she woke right up when she heard a strange noise coming from the forest. She grabbed her binoculars and she pointed them towards the forest. Then she saw where the noise was coming from.

“Mom. Did you hear that?,”

“I did. Where is it coming from?,”

“It-It doesn't make any sense it looks like it’s coming from a blue box that just appeared out of nowhere. And it’s in the forest,”

“Well once the sun comes out you can go make sure that you’re friend’s okay,”

The mom went down stairs and Cotton Bell reluctantly followed.

In the Tardis, the three had fallen when the Tardis landed.

“Are you two alright? Tick Tock?,”

Tick Tock had fallen right next to the Doctor.

“Yes,” he said.

The Doctor turned to Derpy who was on the other side of the console.

“Derpy?,”

“Yes,”

“Good. Now let’s see when and where we are,” the Doctor said.

He got up and went over to the console. He checked the readings and the screen and his eyes grew wide.

“What?,” he said.

“What’s wrong Doctor?,” Derpy asked, walking over to the Doctor, along with Tick Tock.

“It’s the same time as when we left. We’ve travelled in space, not time,” he said.

The three ponies left the Tardis and looked around their surrounding.

“Where are we Doctor?,” Derpy asked.

“The everfree forest. From the looks of things a couple minutes before Celestia started the day. The Tardis has never done this in Equestria this is huge!,” the Doctor exclaimed getting excited.

“Uh huh. And you’re getting extremely excited about that why?,” Tick Tock asked.

“Because this is something I can’t explain. Come on. I don’t get this that often. Let me enjoy it,” the Doctor said.

“Doctor. There’s a small town down there,” Tick Tock said noticing the town.

“Is there? Oh cool. Here’s what I need you two to do. Talk to those ponies down there. Try and figure out why the Tardis would bring us here,” the Doctor said.

“Wh- Down there? Socialize with ponies occupying a ominous forest?,” Tick Tock asked.

“Please do. Yes. I’m going to check around here for anything. Just- Come back and find me if you find anything strange okay? There has to be some reason for the Tardis bringing us here,” the Doctor said.

“Okay. Be careful,” Derpy said as the two walked away.

The doctor nodded.

“As interesting as this might be. I think I’m going to let you do the talking. I’m not the most social pony around,” Tick Tock said.

“Well okay. But you could talk to strangers a little more you know,” Derpy said.

“Derpy. I’ve been locking myself in my house doing work for as long as I can remember. I’m still trying to get used to socializing,” Tick Tock said.

The Doctor looked around the Tardis looking for a cause. Behind the Tardis, a few feet away, there way a brown log cabin. There were no lights on. The Doctor walked over to it and pushed the door open. It didn’t take much effort, the door was unlocked. The Doctor walked in. The cabin was dark and damp. He walked in more when all the sudden, there was a crash and the hole log cabin shook.

“Whoa!,” he cried.

Then he heard crying in the dark. It wasn’t an outright sob, more like a quiet cry.

“Huh? That sounds like a child crying. Hello? Is anypony in here?,” the Doctor called out as he walked through the dark.

The sun was shining enough for the Doctor to see the entire barn. He walked and then he saw where the crying was coming from. A little pegasus filly, in the corner of the room. She looked bigger than the fillies he splashed during the universe problem. She looked a bit older, maybe by a couple years. Her wings were also a bit bigger, they looked a lot more like Derpy’s wings than they did of a a little filly. Just a tiny bit longer and wider, about an inch longer and wider than that orange pegasus that he saw, when he splashed those two fillies. Though she didn’t sound any older. She was in the corner of the room, crying into the ground, her front legs in front of her head, her hooves rested on the ground. In fact, despite size, she didn’t act any older. The Doctor cautiously walked over to her. The log cabin shook again.

“Woah!,” the Doctor said again, much more quickly this time, only saying it for about a second, knowing what to expect this time.

The first time it took a second longer of him saying it.

He stumbled a bit and quickly caught himself and recovered.

Chapter 2

The Doctor walked over to the foal and lied down in front of her.

“Hey there little pony. What are you doing in here all by your-,”

The filly looked up and winced.

“Self?,” the doctor finished.

“The filly was still teary-eyed.

“Go away! Leave me alone! I don’t want ponies making fun of me anymore!,” she said, not yelling but she was talking forcefully.

“Now. Now. I’m not going to make fun of you,”

The filly was taken back by these. She blinked and then turned back to him.

“You- You aren't?,”

“No. I would never,”

“Who are you?,”

“I’m the Doctor. Your name?,”

“Um. Orangecream Split,”

“Well. Orangecream. Why don’t we get out of here? I’m getting the feeling that someone’s watching us,”

“I-I can’t,”

“Well of course you can just stand up,”

The Doctor started to reach out to her.

“No! Stop! Don’t touch me!,”

“It’s alright. I already explained. I’m not going to hurt you,”

“It’s not you hurting me I’m worried about. It’s them hurting you,”

She was getting more nervous.

“Who?,”

All of the sudden, there was a monstrous whisper and a dark shadow with red eyes ran past her. It made the Doctor withdrew his hooves. Orangecream flattened her eyes, shut her eyes and whimpered, trembling a bit.

“What?,”

Three of the monsters landed a few feet away from the two ponies. They took a pony form, black, growling ponies with red eyes and sharp teeth. The Doctor stood up and backed away. The three monsters started slowly walking over to Orangecream. The Doctor’s eyes dilated. He reached a hoof out to Orangecream.

“Hey Orangecream come on. To me now! You can do it. You’ll be fine, I know you will,”

“How can you be sure?,”

The Doctor smiled.

“Trust me,”

Orangecream got up nervously. She looked over to the monsters who were closing in. She gulped and took a deep breath with her eyes shut, ears flattened and stranding straight, trying to be brave. She opened her eyes and ran over to the Doctor. The monsters persecuted her. She reached the Doctor who put a hoof behind her and lead her behind him. She was just tall enough for her head to just reach the Doctor’s neck as far as height went. She stayed right behind him as the monsters got closer. Her ears flattened again and her eyes were flooded with terror. The Doctor however didn't look fearful. He looked angry and serious. He took his sonic screwdriver out of his pocket. He pointed it towards the monsters and it buzzed, it gave them the ability to speak.

“Now. What are you here for? What do you want?,”

“Leave the filly! She’s ours!,” one of the monsters said. It’s voice made it made it sound like there was more than just one speaking.

“I think not,” the Doctor said refusing to back down and leave the whimpering filly behind him.

He turned to her. She was literally terrified. Her ears were flattened, her eyes were full of fear, she was crouched down, contracting all four legs in, making herself look as small as possible. She was trembling and shaking. The Doctor turned to her.

“Shhhhhhhhhh. It’s alright,” the Doctor told her comforting.

The sun began to raise. The sunlight came through the window and reached the monsters. They screamed in agony and vanished into thin air.

“Seems like they couldn't stand the light,” the Doctor said.

He turned to the filly who had became a little less terrified by the Doctor’s comforting words.

“It’s safe for you to come back out they’re gone,”

Orangecream got up and walked over to his side. She was looking a lot better.

“Thank you,”

“Your welcome. Come on let’s get out of here,”

They left the log cabin. It had really gotten a lot more bright. The Doctor could see Orangecream clearly now. She was a foal her voice sounded a lot like like someone playing the glasses back in original his universe. She had the same delicate voice but her’s was also originally quiet instead of having the musical quality the glasses did. She was pumpkin orange with a cream colored straight mane. It was styled a bit like Twilight’s but there was no space between the hair or highlight streaks of different shades. She had cream colored eyes with the same puppy paw structure the fillies the Doctor has met had, and two threes in the shape of a heart for a cutie mark.

Meanwhile with Tick Tock and Derpy they were talking to some of the ponies in the town. None of them seemed very happy. They were all slumped down with ears flattened and some of them had annoyed looks while others just looked nervous.

“And you’re sure? Absolutely sure?,” Derpy asked.

“I wish I could help you. Really. But there isn't anything really recent that’s very strange around here,” one of the ponies said.

She started shaking.

“And I don’t want to think of the strange things that happen here that I know of,”

She trembled again. Making uncomfortable noises.

“If you think of anything. Even the smallest thing,”

“Of course,”

The town pony walked away.

“Okay I don’t think any pony here knows anything,” Derpy said.

“I must agree with you. Let’s get back to the Doctor,” Tick Tock said.

The two started walking into the forest, but Tick Tock noticed something very strange at the entrance. There wasn't a breeze, no broken branches, yet the branches on the trees were moving. As if they were reaching out to them.

“Derpy? Have you noticed something peculiar about this forest?,”

“What do you mean? I don’t see anything strange about this forest. AHHHHHHHHH!!!!!,”

Tick Tock quickly reacted to Derpy’s scream and walked over to her.

“What is it?,”

“The- The branches their- Their reaching out!,” Derpy said.

Tick Tock looked where Derpy’s eyes were frozen. Sure enough some of the branches were reaching out to them like a dragon claw reaching out for a gemstone.

Chapter 3

The Doctor and Orangecream were walking away from the barn when they heard a really loud scream. The Doctor recognized the voice of the scream. His eyes dilated.

“Derpy!,” he said.

He jumped over a log fallen log and ran towards the source of the scream, near the town. Orangecream recovered from his outburst of panic. He watched him for a minute before climbing over the log and went in the direction he was running.

“Doctor? Where are you going?,”

The Doctor didn't answer her.

“Alright then. He was- running this way. Towards the town. So if I remember correctly there should be another path, right- next to it,”

She ran into the next clearest path.

She ran as fast as she possibly could. It took some time but she finally managed to catch up to the Doctor. Still running a good distance behind him, but she could see him. They meet up with Derpy and Tick Tock whose eyes were both glued onto something.

“Derpy?! Are you alright?,” the Doctor asked concerned.

“Ya. I’m fine,” Derpy said breaking eye contact from the branches.

“Why did you scream then?,”

Orangecream cut through the bushes and walked over to them. Her ears were flattened against her skull. Her eyes were looking down. She was panting, out of breath. The Doctor turned to her.

“Uh. You alright then?,”

“Yes,”

The canopy of the forest rustled. Orangecream caught her breath and her ears perked up and looked up when she heard the rustling.

“Oh. That can’t be good,” Orangecream said.

Suddenly the entire forest leaned. Derpy and Orangecream screamed. Orangecream grabbed onto a tree’s trunk. Derpy was sent into a bush. The Doctor fell but he managed to stay in the same place on the ground. Tick Tock slid onto a tree. The forest kept on shaking.

“Oh. Come on! What’s wrong!?,” Orangecream screamed at the canopy.

The forest stopped shaking and the forest settled. Orangecream let go of the tree. Derpy climbed out of the bush, the Doctor got up and Tick Tock recovered and walked away from where he hit.

“Is everyone alright?,” the Doctor asked.

“Yup,” Derpy replied.

“No injured here,” Tick Tock said.

“Yes,” Orangecream said.

“The forest is good now,” Orangecream said, stroking the tree she was clinging onto.

“Who are you?,” Derpy asked.

“Oh hello. I’m Orangecream. Who are you?,”

“These are my companions Ditzy Doo, and I like to call her Derpy Hooves, and Tick Tock,” the Doctor said, pointing to each of the two as he introduced each of the two ponies.

“Hi,” Derpy said smiling.

“Greetings and salutations little filly,” Tick Tock said.

“Judging by your occurrence. You've just reached your teen years?,” Tick Tock added.

“Hey! I’m only eight!,” Orangecream said defensive.

“Really? You look older than eight,” the Doctor said.

“Well yes really. And for why I’m so tall for only being eight um……,”

“Um? I don’t think I like the sound of um,” the Doctor said.

“Well. Here foals grow to be full grown around 6. After that we’re the same size as a full grown mare or stallion around here. Just like in some towns ponies grow be taller, some of us grow to be shorter than most ponies. It’s pretty weird, I know. ...........But we have to grow up quick living here. Evolution and all that science,” Orangecream explained.

“That would explain why so many ponies are the same size as you,” Derpy said.

“Ya,”

The four ponies were walking towards to town.

“So Orangecream. Do you know of anything strange that’s going on here? Anything strange or creepy? Anything at all?,” the Doctor asked.

“You really don’t know? Our town is a bit in war,”

“War?,” Derpy asked.

“I’m afraid so. Unfortunately there hasn't been many cases where we won. Um…… Remember those monsters back in the log cabin?,”

“Yes,” the Doctor said.

“That was them. In any case, instead of nights of them stalking me for reasons I have no explanation for it. I don’t know much. You should ask some of the ponies I know. They would probably know a bit more than me,” Orangecream said.

Two other fillies were approaching them in the town. A unicorn and an earth pony. The unicorn being white with a grey mane, grey eyes. A purple earth pony with a pink smooth mane. Pink eyes and a red first aid sign for a cutie mark.

“Here there they come now. That’s Winter Bell and Splints Cover,” Orangecream said pointing to each of the two fillies as she said both their names.

“Hey Orangecream. I heard a weird sound coming from the forest. I was going to come over to your log cabin. I also brought Splints Cover over in case you weren't okay,” the pink unicorn said, her voice was high pitched but it wasn't unbearable high, just more high pitched than an average 8 year old filly.

“It’s alright Winter. I’m fine I promise. It was just a strange sound is all,”

“Oh okay good,”

“Oh so you don’t need first aid then? Just to be clear,” Splints asked her voice was calm and gentle, stereotypical nurse calm and gentle.

“Uh. No. No thanks. My bones are fine,” Orangecream said quickly.

“Uh. So I guess I won’t need this then,” Splints said shoving away the first aid kit.

“No. No you would not. Anyway. These ponies are wondering about the strange things that are going on here,”

Winter Bell looked at the three ponies and lowered her eyebrows confused.

“What? You don’t know about the war? Or the living forest?,”

“Uh. No. We’re new. ….Explain,”

“Well as far as the forest goes, the forest is literally living. It has the ability to move and talk some weird language that somehow only Orangecream can understand. As for the war. Our town’s been in war against the Shadowers. There a bit hard to explain,” Winter explained.

“But I was able to get them to speak to me. I just used this,” the Doctor said.

He took out his sonic screwdriver to show the fillies.

“Ya. What is that?,” Orangecream said remember the tool he had used.

“This is sonic screwdriver,”

“Sorry, a what now?,”

“A sonic screwdriver. It’s a screwdriver. Only sonic,”

“What’s it do?,”

“Everything,”

“Anyway. How long has this war been going on for?,” the Doctor asked.

“Um. I think 9 and a half years?,” Spints asked.

“No,” Orangecream said.

“Hm?,” Splints said.

“8 years,” Orangecream said.

“She’s right it has been going on for ten years. You um…. You’re family got confused during it. You weren't very involoved,” Winter reminded.

“Oh ya,” Splints said remembering.

Chapter 4

“Well that explains a lot then,” Derpy said.

“I must agree. That explanation does explain the reasoning behind the vegetation producing movement in our direction,” Tick Tock said.

“What?,” Derpy asked.

“He means it explains why the trees and forest were moving,” the Doctor said.

“Yes thank you,”

“Oh now I get it,” Derpy said.

Another pony, an earth pony a golden yellow, with a lime green mane eyes and a magnifying glass for a cutie mark came over to them.

“Hello children. How are you doing?,” his said, his voice was honey-eyed.

“Fine Search Peak. We’re just welcoming these new ponies,” Splints said.

“What? That’s impossible. No one new has come to Pit Squares for generations,”

“Ah. Yes. Well that’s us for you. The ones that bring the first time for everything,” the Doctor said.

“Yes. Well if you don’t mind I’d like to speak with you in my office. Alone,” Search Peak said manly looking at Orangecream.

“Well…. Alright I suppose,” the Doctor said following the stallion to a house.

The stallion led them into his living room and shut the door. All if the sudden the smile on his face faded. He looked a lot more serious. He sat at his desk and pointed to the chairs where the others should sit. The three sat down.

“I noticed you've met Orangecream. Which one of you met her first?,”

“I did,” the Doctor said.

“Great! Hope you don’t mind me asking a few question. What is your relationship with her? How did you meet? When did you meet? Where did you meet? Did she hurt you? Where are your bruises? If she hadn't hurt you, did she brainwash you? Do you need a doctor? Did she tell you who and what she is? What is she? A trick? A trap? What are you? Her creator? Her accomplice? Or her victim? Now quickly tell me!,” he said asking the questions harshly.

”Wait wait. What? What are you talking about? Look Orangecream is just a normal filly as far as I know, sir,” the Doctor reassured.

“Oh okay then. Would you excuse me for one moment?,” he said through gritted teeth.

He walked over to the door, opened it, poked his head through, and nodded to his guards who nodded and ran off.

Back with the fillies, a mare walked over to them. A purple earth pony with a periwinkle bouncy mane, periwinkle eyes and three stars in the shape of a triangle for a cutie mark.

“Hey girls,” she said.

Her voice was gentle and soft but was able to hear at a normal volume. A voice that would do well when talking to little fillies.

“Oh hey Twinkle Peaks. How are you?,” Orangecream said.

“Great. How are you doing?,”

“Well. Except your brother took my friends to his house,”

“He’s still on your tail?,”

“Ya. Yes he is,”

“Oh geez,”

The guards ran over to the group, scooped up Orangecream and ran off with her.

“Hey guys. What? Hey! Put me down! This is no way to greet someone!,” Orangecream said as she saw them got scooped up and carried on one of the guards backs.

“Orangecream!,” Winter Bell shouted.

Twinkle Peaks ran after them. They brought Orangecream into the house and into the waiting office, the guard that had Orangecream used his magic to gentle levitate her onto the floor in front of him.

“What? What did you do that for?,” Tick Tock asked.

Twinkle Peaks caught up with them in the office.

“Search Peaks. This is wrong. Release that filly this instant,”

“No way. Now she can either confess to being a sin. Or be thrown in the dugon. It’s her choice,” Search Peaks said.

“Oh stop this talk about her being a sin already. Look at what you're doing. you've kidnapped a filly. It-It monstrous,”

“I must certainly agree. With the reasonable one of you two. Let me go right now!,” Orangecream demanded, annoyed.

Search Peaks looked at her before looking at his sister with an annoyed expression.

“Is is also monstrous to bash her on the head with a metal pan to shut her up?,”

“Well of course it’s monstrous,” Twinkle said.

Search grabbed a metal pan and started moving towards the filly.

“Don’t you dare! Don’t you dare!,” Orangecream started to say before getting bashed with the pan and falling to the floor unconscious. Twinkle looked at him horrified.

“What did you just do?,”

“It was necessary. Well at least now she’s quiet,”

The Doctor, Derpy and Tick Tock ran to the filly.

“Orangecream? Orangecream can you hear me?,” the Doctor said.

“I hope you're satisfied with your quiet,” Twinkle said.

“Oh. Don’t you tell me you don’t love the quiet. The wonderful. Wonderful quiet,” Search replied.

“What? You mean the quietness coming from the unconscious filly? If our enemies go crazy every time they see her, what do you think tell do when they find out you bashed her in the head?,”

“Well why do they even care what happens to her? Why would anyone care what happens to their young enemies? “Oh that certain filly who I’m not supposed to a darn feather about has been bashed on the head. I’m going to go seek revenge on the pony who did that because of reasons.” And why the heck do they not attack her without infecting?! Sorry!,”

He took a deep breath.

“Sorry. That’s been dwelling on my mind for a really long time,”

“Are you done ranting?,”

“Ya. I’m done,”

Twinkle walked over to the Doctor who was scanning Orangecream with his sonic.

“Is she okay Doctor?,” Derpy asked.

“Hold on,”

The Doctor checked the readings.

“Yes. Yes she’s alright. She’ll be out for a while though. Tick Tock please levitate her onto my back,”

“What?,” Tick Tock asked.

He levitated the limp filly onto the doctor’s back.

“But what are you going to do?,” he said.

He let go of his magic once Orangecream was securely on the Doctor’s back. Her head pointing towards the Doctor’s neck and hooves hanging limply on either side of his middle.

“Just going to make sure she’s alright when she wakes up. Also just so that she doesn't remain on the floor here, with him,” the Doctor said glaring at Search.

“Just give me a minute. Wait for me outside,” the Doctor told his companions.

“Are you certain? The last time this happened we got paralyzed by living plants,”

“I’m certain. Just wait right outside. I’ll be out in a minute,” the Doctor said.

“Well okay. You better,” Derpy said as the two walked out the office door.

The Doctor shut the door behind them.

Chapter 5

He turned to Search angry.

“Right. What was all that about? You’re coat almost turned red when you saw her. I want to know why,” the Doctor told Search Peaks.

“Well. I’m sure you're aware of the war by not. About Orangecream. Um…..,”

Twinkle walked over to him. Neither her or the Doctor were amused.

“Go on,” she said.

“Ya. Tell me. Tell me what this filly could have possibly done to justify you knocking her out,” the Doctor demanded getting more angry.

“Well whenever they attacked. They never attacked her,” Search Peaks explained.

“So? There are dozens of individuals that enemies don’t attack in war. Is there anything else?,”

“............No,”

He rubbed his neck and refused to look into the Doctor’s eyes.

“I see. Do yourself a favor. And actually get some evidence before you start pointing hooves at ponies,” the Doctor said irritated.

He left the office on that note and left the building.

The Doctor meet up with his companions.

“That was brief,” Tick Tock said.

“I told you it would be,” the Doctor said smugly.

Orangecream let out a soft groan.

“Oh! She’s walking up,” Derpy said.

“Uhhhhhhh. My head. What? What happened?,” Orangecream said slowly opening her eyes.

“If I’m correct, she should be recovering within a few minutes,” Tick Tock said.

Sure enough Orangecream’s scenes returned as Orangecream slowly got off the Doctor back.

“Well. I’m happy you're okay,” Derpy said.

She hugged the the foal.

“Ditzy…… Choking…….,” she said struggling in Derpy’s grasp.

“Oh sorry,” she said and let go of the filly.

“What happened to me?,” Orangecream asked.

“You don’t remember?,” the Doctor said.

“I remember coming to town with you guys. Talking to Winter, Splints and Twinkle. Getting taken by the guards. And Search was coming at me with a frying pan….,”

She looked at the Doctor’s nervous expression.

“He knocked me out didn't he?,” she asked.

“Uh ya. He knocked you out. He said something about you being a sin,” the Doctor said.

“Great so he’s still on that crazy belief. That’s just lovely,” Orangecream said.

She got annoyed look on her face. She slumped down and let her wings drop. Then they heard someone scream. The two siblings came out. Suddenly most of the town ponies were running away and screaming. Winter bell and Splints Cover ran over to the house, both looking worried.

“Search Peaks! Twinkle Peaks! The Shadowers are coming!,” Winter said.

Suddenly Orangecream, Search, and Twinkle all looked worried.

“What? Why?,” Search asked.

“We don’t know,” Winter replied.

“Um. Can we talk later, run now?! There’s no defense! The Shadowers are shooting down the clock tower right now!,” Spints said pointing to the right nervous.

"She’s right,” Orangecream agreed.

“Right. Let’s go. Come on. Come on!,” Search Peaks said as he lead the way, running.

The rest of them followed. It was pretty crowded around the border of the town. The same black ponies from the barn were on one side, the left side of the border along with the other Shadowers, while the towns ponies were on the right side. They all had weapons, like canons and bow and arrows ready. All the fillies and colts were safely behind bushes and trees at the edge of the forest. Safely out of the way. The Doctor, Derpy, and Tick Tock were waiting next to the same bush Orangecream, Winter and Splints were sitting by. There were holes in the clock tower. Every pony's eyes were fixed on it.

“What are they looking at?,” Derpy asked.

“Shhhhh. I don’t think we want to draw attention to ourselves right now,” the Doctor said.

Suddenly the top of the clock tower broke off and smashed into the ground with a very loud bang, sending several ponies into panic. Orangecream’s eyes widened. She had her right fore leg lifted, half way up, folded so her hoof still pointed towards the ground.

“Goodness!,” she exclaimed.

“Shadowers! Shadowers! Shadowers!,” the dark ponies chanted.

“Go to Tartarus! Go to Tartarus!,” Search screamed at them.

Orangecream looked at the Shadowers and then looked back at Search panicked, standing on her hind legs and wildly shaking her fore hooves at him to signal him to stop. Her teeth clenched nervous.

“Go…. To…. Tartarus……,” he said noticing that a Shadower disappeared.

He looked around trying to find him.

“He’s…. He’s right…….,” Orangecream said nervously.

She frantically pointed a hoof to him, in front of him. He turned around and he saw him, staring at Search with cold, angry eyes.

“But- I- You- Uhhhhh!,” Search said.

“Shut. Up,” the Shadower said.

“.....Okay,” he said quietly.

The Shadower vanished again and went back to their side.

“Okay then. On that note. They get ready for battle without any regret. ….Strange….., they seem a bit nervous. And where are their red eyes and sharp teeth? Do they all have that?,” the Doctor asked.

“Yes. I don’t know why. They don't even use them, other than to look creepy,” Orangecream said.

“Is it just me? Or are they looking more pony-like?,” Winter asked.

“It’s not just you,” Splints said.

Three female Shadowers small and in their cloud form were watching the others from behind a bush. All the Shadowers had the same raspy voice, but different personalities and different names.

“Uh! Their turning pony again. Let’s go get them all wild. Our position is just strong enough to make it if they want to win so badly, they’ll fight again,” one of them said.

“So we’re just going to do what we always do? Sing to them long enough to give them back their essence? That’s barely a plan Bluemoon,” the second one said.

“It won’t be the same as the times before, Eclipse. I can sense Orangecream near by. Now that she’s full grown, soon she’ll give us enough power to rule this tiny town with iron hooves,” Bluemoon said.

“But she doesn't give us the power. We extract it from her,” the third Shadower said.

The other two did a face hoof.

“Uh! Think before you speak Lunar,” Eclipse said.

“I think it’s the right time. Just follow my lead,” Bluemoon said.

Eclipse put a hoof to her chin.

“Or my lead,” she said mischievously.
Bluemoon got in her face.

“My! Lead!,” she said through enraged eyes and clenched teeth.

Eclipse darted her eyes left to right. The three mares walked out of the bushes and began to sing harmoniously.

“Aaaaaaaaaaa. Aaaaaaaaaaa. Aaaaaaaaaa. Aaaaaaaaaaa,”
The rest of the shadowers looked at them confused.
“We heard you want to get together
Aaaaaaaaaaaaaaaaaaaaaaaaaaaa
We hear you want to rock your gene pool
Aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa
We've got something that is better
Aaaaaaaaaaaaaaaaaaaaaaaaaa
Something that changes all the rules
Aaaaaaaaaaaaaaaaaaaaaaaaaaaaa,”

They touched each mare, stallion and foal on their backs as they walked by, getting their attention, you could hear their paws moving across their backs, their paws looked like a bunny had put on socks. Bluemoon did most of the singing while the other two sang back-up, with the aaaaaaaaaaa.

“Why pretend we can’t win?,”
The three singers went flank to flank to flank.
“When the the truth is we shine brighter
Shine Brighter
Here’s a chance to find your flame,”
A young colt had a flicker of the normal red eyes for a second.
“Are you a foal?,”
Bluemoon brought her paw under the colts chin.
“Or a fighter?,”

She took the paw away and walked away and the colt put a hoof to bottom the tip of his face thoughtfully.
“Them and us
Us and them
Why don’t we see who is better?,”

They pointed to the tows ponies and then to themselves for the first line. Themselves and then to the towns ponies for the second line. And moved one of their paws, one each as they moved along the crowd for the last line.
“We are not as vulnerable as they say
Oh what’s so wrong with a little aggression?
A few ponies eyes started flickering red and they looked at the towns ponies suspiciously.
“Are you afraid of elimination?,”
Bluemoon, Lunar and Eclipse whipped a paw in front of their necks to symbolize death on at a time. First Bluemoon, then Eclipse, then Lunar, you could hear them making the noise that went along with the gesture. Bluemoon put a paw under the chin of a mare.

“You’re powerful and you should know it
Aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa,”

Lunar and Eclipse lifted Bluemoon and she started levitating and walking above the crowd.

“Ya. You rise above the rejects
Aaaaaaaaaaaaaaaaaaaaaaaa,”

She knelt down and put her paw under the chin of a stallion.

“It doesn't matter who you hurt
If you’re just proving you’re the best,”

Bluemoon floated back to the ground.

“Aaaaaaaa
Aaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaaa,”

They went flank to flank again.

“Battle!,”

Luna raised a fore leg over her head.

“You want to win it,”

Eclipse ran over to a mare, stallion and foal and put a paw on the stallions chest.

“Let’s do this battle! Battle of the tribes!,”

Bluemoon raised both her fore legs above her head, standing on her hind legs in the middle of the crowd.

“Let’s do this battle!,”

Lunar folded the lower half of her fore legs up towards her.

“You go all in it,”

Eclipse gave 5 foals bow and arrows and looked at them from the left then the right.

“Let’s have a battle!
Battle!
Battle!,”

Bluemoon got her fore leg over her head. Eclipse had her right fore hoof folded up and in towards herself. Lunar had one fore leg raised above her head. One at a time they each got in position each time they sang the word battle.

“Battle of the tribes,”

The Shadowers eyes went red.

“I could take them!,” one filly said.

“Battle!,”

“Ha. They wish they could stop us!,” one colt said.

“Battle!,”

“Their going down!,” a mare said.

“Battle!,”

“They don’t stand a chance!,” a stallion said.

“Them and us

Us and them

Why don’t we see who is better?,”

They did the same movements from the first time they sang the lines.

“We are not as vulnerable as they say,”

Eclipse came out on the right of Bluemoon and Lunar on the left.

“Oh what's so wrong with a little aggression?,”

The Shadowers were now staring at the towns ponies. Their razor sharp teeth appeared.

"I'm going out. And causing elimination,"

The Shadowers joined in the song. The fillies, the Doctor, Derpy and Tick Tock were looking over to the Shadowers. They were watching what was happening. The fillies slowly widened their eyes, flattening their and they slowly backed away.

“Battle!
You want to win it
Let’s do this battle
Battle of the tribes
Let’s do this battle!
Battle!
Battle,”

The three sang their song to the sky on at at time singing to the sky each time they sang the word battle.

“Let’s do this
Battle of the tribes,”

Author's Note

Battle of the Tribes inspired by "Battle of the bands" from Equestria girls 2

Chapter 6

As the Shadowers finished singing and took their original form Orangecream also was glowing. None of her friends noticed it at at first because they were all looking at the Shadowers. But Orangecream shut her eyes in pain and grunted in effort as droplets of magic were pulled out of her body and into the Shadowers as if the Shadowers music was forcing the magic out of her. All her friends looked they were all surprised and shocked at what they were seeing but only Winter and Splints knew what was going on.

“Orangecream!!!!,” they screamed at their friend with concern.

“What’s going on? What’s happening to her?,” Derpy asked in a half panic.

“It’s their song. Their extracting magic out of her!,” Winter said.

Orangecream continued to grunt in effort and greet her teeth and squeezed her eyes shut in pain as the magic was pulled out of her until the Shadowers took their true form, the Shadowers stopped singing and Orangecream stopped glowing. She crouched down and panted as the glow released her. She opened her eyes. She looked very sleepy and pale. She stumbled and almost fell over but Winter caught her in her magic.

“Whoa. Whoa. Easy Orangecream. I think they took a little too much magic out of you,”she said as she held Orangecream up with her magic until her friend sat down. She let go of her magic. Orangecream moaned and rubbed her head with her eyes closed.

“I’m fine,” she said.

“Are you sure? You don’t look so well,” the doctor said walking over to her and putting a hoof on her back.

Orangecream turned her head towards him.

“I’m sure. This happens all the time. I just need to sit down for a bit,” she ensured.

“If you say so,” the doctor said, still slightly concerned.

The war began as soon as the Shadowers got their nature back. All the Shadowers all had either rich black coats or orange coats. But they all had red eyes, the orange coated Shadowers took an uncanny similarity to Orangecream. Canons hit the bottom of the hill where the fillies were hiding. The other fillies and colts hide behind the bushes.

“Come on guys. We know the drill. If the canons reach the hill, hide behind the bushes,” Orangecream said.

She got up, already looking a lot better.

“Ya. Ya we know!,” a colt from a close by bush screamed.

Orangecream glared over at the colt.

“Uhhhh! Would you keep your voice down!? It’s a Shadower attack!,” Orangecream said.

The fillies went into the bush followed by the Doctor, Derpy, and Tick Tock. The bush was crowded but it was sheltered.

“So how long has this war been going on for? And for what reason?,”

“Well. Um……. Splints? What to take this one?,” Winter said.

“.....Pass,”

“Pass?,”

“I don’t know Winter! What do you want me to say?,”

“Um. Well I barely know anything, but I do know it started right after I was born,” Orangecream said.

“Right after you were born? Why? Did anything happen?,” the Doctor asked.

“Weirdest thing. I know I’m an orphan. But I can’t even remember my parents, just voices of, i think it was my mother. My earliest memory is being in the log cabin. And for as long as I could remember Search has been going crazy saying ‘I’m a sin’ and trying to make me ‘expose myself for the monster I really am’. And the only reason he was doing that was because the war started right after I appeared,” Orangecream explained and she took a deep breathe when she was done, flattening her ears during the long breathe.

“Whoa. So you don’t remember your parents at all?,” Derpy said.

“No,”

“That is certainly is uncanny,” Tick Tock said.

“Well if you think of anything. Even the smallest thing,” the Doctor said.

“I’m- I’m so sorry,” Derpy said sympathetically.

“It’s alright. Not knowing what happened to them is less painful than knowing and having to cope with the fact of knowing. I guess,” Orangecream said.

“She does have a point,” Tick Tock said.

“Of course,” Orangecream said.

More cannons hit driving everyone’s attention back to back to the war field.

“It doesn't look good out there. Derpy, Tick Tock, I think we’re going to have to stay out there for a while,” the Doctor said.

“Wha- Here?!,” Derpy asked nervous.

“Well. You’re welcome to stay at my log cabin if need be. I've got plenty of room in there and it’s far away from here. So you don’t have to worry about tripping over any craters the canons cause,” Orangecream said.

“Oh well thank you,” the Doctor said.

The ponies started firing canons at the Shadowers like crazy. One orange Shadower turned into their cloud form just as the canon hit which made the cannon go right through him. He screeched and flew towards the pony. The pony ran away. The Shadowers stopped attacking and vanished, except for the one that was chasing the pony. It chased him deep into the forest, away from other ponies. The Doctor and his companions and the fillies heard a blood curdling scream. They all looked back at the forest where the scream had come from.

"Oh that doesn't sound good. Come on. Avente," the Doctor said and ran off towards the scream. Derpy and Tick Tock followed the Doctor. The fillies looked at each other confused and then followed.The Doctor led them into some bushes which led to a clearing. Then he gasped when he saw the pony, sadness returned to him. He heard his companions coming. When he could see them he turned to Derpy.

"Ditzy. Get behind me and don't looked at him," he said.

Derpy crossed around the pony with her eyes closed and got behind the Doctor with a whimper.

"Doctor, what's wrong with him?," Tick Tock asked and also walked around the pony to the other side of the clearing with the Doctor and Derpy.

"I don't know. But he doesn't look good," the Doctor said.

There was more rustling in the bushes and then the fillies came out. First Splint, then Winter, then Orangecream. Splints and Winter and Orangecream panted while looking down Orangecream was the first to look up. When she did she saw the stallion. He had three rainbow crystals for a cutie mark. His coat was originally crystal shiny. And his man used to be rainbow. But now he was laying face down with his coat the same shade of orange that Orangecream and the Shadower were. Orangecream stared and her eyes widened as she saw the no longer breathing pony.

"No," she breathed.

Her ears flattened against her skull. She walked over to the pony and stood in front at him at one of his sides. She looked up and saw the Shadowers glowing red eyes in the shadows smiling.

"You didn't," she said softly.

Winter coughed and then looked up confused at her friend.

"What ha-," she started and then stopped.

She and Splints saw what she was looking at.

They both flattened their ears. Splints just stared sadly. While Winter put a hoof over her mouth.

"Oh my Celestia," she said.

Orangecream had tears and her eyes and sniffed.

"Oh I'm sorry. I'm so so sorry," she said and then sniffed again.

Chapter 7

"I don't understand. What's wrong with him," Derpy asked.

"It's almost too horrible to even think about," Orangecream said as she stood next to Winter.

Winter gagged.

"I think I'm gonna be sick," she said and looked away closing her eyes.

A mare ran through the bushes and to the stallion and started shaking him.

"Crystal! Crystal! Dear! Can you hear me?!,"

There was evil laughter ringing in the forest.

"Crystal?!,"

The mare looked at the Shadower angrily.

"What have you done to him?," she demanded angrily.

"What should have been done. Don't worry, he's alive. Just sleeping at the moment. I don't want to kill any pony," the Shadower said.

"Alive? He's not breathing! How are you?," The Doctor said getting angry and facing turns the forest.

The Shadower laughed evil again.

Though all the Shadowers had the same kind of voice. You could still tell from their voice if they were guys or girls. This Shadowers sounded like a young filly, what gave them all chills was the voice.

The mare didn't look up from the stallion.

"Winter please. Go find Orangecream and tell to stop scaring us," the mare said.

Winter was shaking, her ears were flattened.

"Um...... E...... Emerald? Um........ I don't think that's Orangecream,"

"And what makes you say that?," she said.

"Because she's standing right next to me,"

The mare looked up and when she saw Orangecream standing there, staring terrified at the Shadower, her face turned white with terror. Storm clouds rolled over the forest and there was thunder and there strong wind blowing at the leaves at every ponies mane and tail. The three fillies ran over to where the Doctor, Derpy, and Tick Tock were.

"Orangecream? Why does she sound distinctly like you?," Splints said as all the fillies were growing more nervous and backing away from the stallion.

"Why are you asking me?," Orangecream asked,moving her eyes to the left were Splints was standing.

The Shadower busted out of the bushes and into the air to the canopy, right above the stallion, glaring down at the fillies, the Doctor, and his companions.

"And more importantly, why does she look distinctly like you? Except for you coat and mane color, anger in the eyes and sharp teeth, she looks exactly like you," Winter said.

Orangecream turned her eyes to the right where Winter was standing.

"Again. Why are you asking me? I'm just as much in the dark about this as all of you are,"

"Does that mean you have a twin that turned into a Shadower," Winter said.

Orangecream growled.

"I don't remember my family! Why does every pony think I do. Every pony!,"

"Okay. Well this has clearly not happened to any pony else. So how is it even possible for a Shadower to look identical to you. Right down to every detail of the cutie mark?," Splint asked.

"I don't. Know," Orangecream exasperated, pointing a hoof at the Shadower, turning around to face her friends.

"But there she is. And I really don’t like the way she’s looking at me,” Orangecream said.

The pegasus filly Shadower spread out it’s wings and coordinated it with her hooves. The forest started shaking and then the thorny bushes branches grow, blocking all the paths out of the clearing, even the canopy.

The stallion began to breathe again.

"Crystal!," the mare said and hugged him.

Crystal's head shot up and he hissed at his wife. To every pony's shock, Crystal's eyes were red and he had sharp teeth. He had become a Shadower. The Shadower filly landed on the ground and extended a hoof to the colt who took it.

"Come. We have much work to do," the filly said and started walking away.

"No Crystal!," the mare sobbed.

"What have you done to him?!," the Doctor exclaimed.

"I haven't done anything wrong. I only did what she wanted," the filly said.

"Why would she want you to turn him into a one if you? Why are you doing this?," the Doctor said.

"She didn't want her husband to be dead so I helped. He couldn't be allowed to remember anything so I helped. It's all part of our process. Do you know why I'm telling you all if this?,"

"No. Why?," The Doctor said, keeping dark coldness in his voice.

"Because there isn't a single thing that you or any pony else can do to stop it. Soon we'll have our leader back. And then we will do....... or I almost spilled the beans on our plan, naughty me. Come on Crystal," the filly said.

She walked away pridefully.

"Yes ma’am," Crystal said.

"Or and before I go," the filly said, making a book appear out of thin air and giving it to the Doctor.

It had a bookmarked page.

"That has some information you might want to know about your little filly friend," he said.

The two Shadowers walked into the Shadows of the forest and disappeared. Turning everything to normal.

The Doctor opened the book.

It was a picture of a baby filly. Dispute being the size of a newborn filly and, it looked exactly like....... Orangecream.

"That's not possible. They look identical. Right down to every detail one the cutie mark," Tick Tock said.

Orangecream looked at her cutie mark.

He was right.

The filly in the picture even had developed the same eye color and mane style as Orangecream. If the filly was the same age and size, it would be impossible to tell the two apart on appearances.

Search jumped out if the bushes behind them.

"I knew it! I knew it! I knew it! I knew it! I knew it!," he chanted.

"You again?," The Doctor asked annoyed.

"How did you even get here?," Derpy asked getting out from behind the Doctor.

Twinkle walked next to him, ears flattened, very annoyed.

"See. See. Her friends look just like ponies. But Orangecream looks just like-,"

Twinkle got in his face from In front of him.

"A pony. Orangecream looked like a pony too," she said.

"What are you talking about? And who's this pony?," The Doctor asked showing them the book.

The mare, still in tears gasped.

"That's the Shadowers' leader. A horrible, and hateful yet very young filly. Sourfruit," she said and then shivered at the mere mention of her name.

"Haha. Ya Sourfruit sure was a terrible pony. Good thing she was revealed as dead right?," Orangecream said.

Something dark was glimmering on her hooves. No pony except for Winter and Splits realized it. They knew what it was. They flattened their eyes and almost froze with a panicked expression.

Winter bumped into Orangecream.

"Ow! What?," she said annoyed.

Winter pointed down to her hooves, Orangecream looked down.

"AHHHHHHHHH!!!!!!!!!!," she screamed.

"What? What's wrong?," The Doctor asked concerned.

Orangecream looked really nervous and was sweating a lot.

"Um......... nothing........... it's ...........um...... nothing. Would you excuse me," she said and ran off before waiting for a response.

"What was that all about?," Tick Tock asked.

But these creatures remind me a lot of the Vashta Nerada, I've met I'm the past. And if they are anything like them then we need to find out what's going on. Why they convert but never kill any pony. And why they want Orangecream,” the Doctor explained.

They start heading towards the direction Orangecream ran in.

“Oh no! That would not be….!,” Winter said trying to stop them.

They ignored her. Winter and Splints sighed in unison, and followed them.

Orangecream kept running into the woods, until she got deep enough that she could, until the town was barley visible. She knew what was coming. No pony could be around what it happened. She stopped at a clearing. The Doctor and his companions and Orangecream’s friends found her, but were out of her sight, they were hiding behind bushes. She looked down at her hooves. Dark magic was just coming up around her hooves, like fire on firewood. She lifted a hoof up and stared at it seriously. The bottom of it was completely covered in dark magic. She didn't looked panicked, almost like she had seen this before. Her friends looked panicked.

“Orangecream!,” Splints said, the two running towards her.

Orangecream looked behind her.

“The Doctor, Derpy and Tick Tock. Their watching you,” Winter said.

“What their watching this happen right now?,” Orangecream asked.

“Yes,” Splints said.

“DAAAAAAAAAAAHHHHHH!!!!!!!!!,” Orangecream suddenly screamed in pain.

Stumbling back, and hitting a tree and her vision began to blur. It was starting.

“Guys. Get away from me,” Orangecream said.

The dark magic was halfway up her legs.

“Her legs are halfway covered in it,” Winter said.

“It’s the change. It’s starting. Orangecream-,” Splints said.

“Go!,” Orangecream said quickly. “Go quickly!,”

The two ran off behind the bush.

The dark magic covered half her body. She started to cry.

"I'm so sorry Equestria," she said sadly.

The dark magic completely covered her. It levitated her off the ground. It exploded, making a light beam. The magic absorbed into the filly ' body, swirling into her like a world pool. She enhanced a large puff of the dark magic through her mouth. Her cutie mark started to glow bright red.

"RRRRRRRRRRRRRRR!!!!!!!!!!!MMMMMMMMMMMMMMMMMMMMMMMMMMMM!!!!!!!!!!!!!!," she growled and moaned in pain, with her eyes shut tight and teeth clenched l, legs contracting for what was to come. The magic completely hide her in the dark beam. Her friends watched in horror.

"AAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHH!!!!!!!!!!!!!,"

She let out a scream, spreading out and extending her legs when the magic exploded again, making her visible. She had passed out. Most of the magic was gone. The bit of the dark magic left had turned bright yellow. It lowered Orangecream down on her stomach before disappearing.

Orangecream woke up slowly and got up. She checked out her body. But she had changed, she looked the same, but she didn't act the same. She was looking at everything with her eyelids halfway down.

"How is that?," Derpy asked.

"That's, in a way, Orangecream," Splints said.

"But that can't be Orangecream. She doesn't even act like her,"

The Doctor stared frozen at something. Orangecream had two shadows. This was what he was afraid of. "Orangecream also noticed the second shadow. But instead of trying to eat her flesh like the Doctor though it was going to do, it started to move. It jumped out of the shadows into it's pony form. Orangecream looked at it for a while before starting to walk away. Before she got too far away, she looked back at the Shadowers.

"Are you coming?," she asked casually, as if the Shadowers was a good friend of hers.

"Yes ma'am," the Shadower said, before following her.

The ponies watching her were shocked.

"What?," The Doctor said confused.

"Prepare yourselves every pony. Sourfruit is back," Winter said.

Chapter 9

“That…. Whatever it is does not take it easy on you does it?,” Winter asked nervously.
“Awwwgh. No it does not,” Orangecream said rubbing her head.
“What was that?,” Derpy asked.
“I have no idea. This has been happening for 3 to 4 years. They keep getting longer and closer together. I can never remember why I say what I say, but I’m fully aware of everything that’s happening. Though it’s mostly blurry. I can usually just remember that I feel different. And when I see Search I feel really angry. I never know why,” Orangecream explained.
“Perhaps we should examine her. Make sure this isn’t serious?,” Tick Tock suggested.’Good idea. Is that alright with you Orangecream?,” the Doctor asked.
“I suppose?,”
“Good,” the Doctor said.
He wrapped a hoof around the filly and guided her in front of her and they walked off.

They led them to the Tardis.
"The box you crashed in? How's that supposed to help us?," Orangecream asked.
"Oh you'll see," the Doctor said and opened the door.
The gang walked in.
"Woah. It's- It's bigger on the inside," Orangecream said.
"Yes it is. Now you two, just wait outside okay? We'll be out shortly," the Doctor told Winter and Splints.
"Ok," the two said, and sat down in front of the box while the Doctor and the others went inside.

Tick Tock took out some medical tools and started examining Orangecream, who sat patiently on the ground and let him work. He checked her pulse, temperature, blood pressure, all were fine. He looked at her eyes, ears, mouth and over her body. Nothing seemed unusual.
The Doctor still scanned her just to be sure.
"You're fine," he said, looking over the scan.
The filly sighed with relief.

The filly joined her friends outside while the Doctor, Derpy and Tick Tock tried to figure out what just happened.
"D- Doctor? What was that? She had a whole knew personality. How can she have a whole knew possibility?," Derpy asked stunned.
"I don't know. Whatever it was, I felt it. It was almost satiate though, almost alive," the Doctor said.
"Maybe it was paranormal. Perhaps Orangecream was possessed," Tick Tock said.
"No. She would most likely remember it if that was it. No this is something different. Let's see what the Tardis has to say about it," the Doctor said.
The Doctor walking over to the controls and it showed him the Shadower filly from before.
"Woah! Fancy that!," the Doctor said.
"What is that?," Derpy asked.
"It's a filly. That's not really a filly at all,"
"Um... Come again?," Tick Tock said.
"Well according to the Tardis that filly Shadower we saw before was not a real living creature. Not even a proper Shadower. This filly it's biology, it's not real," the Doctor said starting to get worried.
"So, she's fake?," Derpy asked.
"Not exactly. Everything that should be in a living creature, the blood, the heart, the lungs, digestive and repertory systems, bones and muscles are all non- existent, replaced by some sort of magical mist. She was just a manifestation of that mist that surrounded Orangecream before she changed, that creature shouldn't have even been able to take the shape of the filly, much less talk like one," the Doctor said.

Meanwhile, the Shadowers were meeting.
"What are we going to do now? We need the kid back to be at full power, but we can't just bring her back. We don't have a solution to let her come back with out also bring back you know who," one Shadower said.
"Relax. She'll be back in time and she knows we don't have a solution, we can deal with her when she comes back," the led Shadower said.
"How soon?," another Shadower said.
".... Not soon enough," the led Shadower said.
She was the led unicorn from before.

Meanwhile outside the Tardis the three fillies were still waiting.
"What do you think is going on in there?," Winter asked.
"I don't know," Splints said.
"Well, if they didn't want us in there, it's probably not anything good," Orangecream said to her two friends.
Suddenly Orangecream felt a tug on her tail, she looked down at it, no pony was touching it, suddenly she was involuntarily, and quickly dragged away by a invisible force, still in the sitting position, screaming as she was dragged into the forest.
The Doctor, Derpy and Tick Tock came out.
"Alright, we're done. .... What happened to Orangecream?," the Doctor asked the two fillies, who were two dumbstruck to reply, just staring in the direction Orangecream was dragged off.

Orangecream was dragged off through some bushes and she skidded forward and stopped. She was in shock. The other's managed to catch up.
"What..... just.... happened?," Orangecream asked herself.
Suddenly she heard singing.
"Did you really think,
That'd really let you go?
Did you think I'd ever set you free?,"
The Shadower filly before appeared.
"If you did, I am sad to say, that simply isn't so
You will never get away from me,"
Orangecream started singing also.
"All that you are is a face in a mirror
I close my eyes and you disappear,"
Shadower
"I'm what you face when you face a mirror
Long as you live I will still be here,"
Orangecream turned her back towards her.
"All that you are is the end of a nightmare
All that you are is a dying scream
Soon I will end this dying dream,"
The Shadower cackled. Her voice became identical to Orangecream's.
"This is not a dream my dear
And it will never end
This one is the nightmare that goes on!
I am here to stay no matter what you may pretend
And I'll flourish long after you're gone,"
Orangecream was terrified by the fact that she had her voice. She got in her face angrily.
"Soon you will die and I will hide you
You can not choose but to loss control,"
Shadower
"You can not control me
I am what's inside you
Each day I become a part of your soul,"
Orangecream
"I don't need you scared
As you need me
I'll become strong as you dance with death!
And I'll rejoice as you breathe you're final breath!,"
The Shadower cackled, her eyes became pony shaped. Exactly like Orangecream's
"I'll live inside you forever,"
Orangecream
"No!,"
Shadower
"With my intentions themselves by my side,"
Orangecream
"NOOOOOOO!,"
Shadower
"And I know that now and forever
They'll never be able to,"
The Shadowers teeth became pony and lost their sharpness, as the Shadower jumped towards Orangecream.
"Separate Cream from Fruit!,"
The Shadower went inside Orangecream who shook her head.
Orangecream
"Can't you see?
It's time to go,"
Shadower
"No not I
Only You,"
Orangecream
"Wherever I go
You go too,"
Shadower
"You'll go in my
I'll be you,"
Orangecream
"Darn you Sour Fruit
Leave me be!,"
Shadower
"Can't you see?
You are me!,"
The Shadower left Orangecream.
"No!
Never!,"
"Shadower
"Yes!
Forever!,"
Orangecream
"Dare you Sour Fruit!
Go rot in Tartarus!,"
The Shadower's hair turned identical to Orangecream, she looked at it and smirked.
"I'll be back for you soon
Orangecream,"
"No! No! No! Neveeeeeeeeer!!!!!,"
Orangecream suddenly looked and felt really weak and passed out.

Author's Note

the song is a parody of Dr. Jekyll and Mr. Hyde confrontation.

Chapter 10

Orangecream woke up and slowly got up.
“Ohhhh. What just
happened?,” Orangecream asked no one.
She seemed okay. But something about that Shadower made the Doctor curious. It was still there watching them. It didn’t even seem interested in hurting them. It just watched them until Orangecream fully stood up with Derpy’s help.
“Right then. Now you. What do you want with her?,” the Doctor asked the Shadower.
The Shadower seemed a lot softer than the last time he had seen it. Seemed to becoming more and more…. pony. it even looked down as if in pain. Then looked up and opened it’s
mouth but then….
“It’s a Shadower! Quick!
Zap the Celestia foraken thing!,” a stallion shouted seeing the Shadower to another stallion. The Shadower hissed in anger and then with zapped. It screamed in pain.
“Wait what?! What’s going on! Why isn’t it dieing! It should be dead! Why is it not dead!,” the stallion zapping it said.
In fact the Shadower was not dying. It just stood there screaming in agony. Derpy was whimpering.
“What’s going-AAAAAAAAAAAH!,” Orangecream said as she was suddenly also screaming in pain.
There was no other gun and the ray wasn’t anywhere near her.
“What!? What?!,” Splints said.
“It’s zapping them both! I don’t understand!,” the stallion that told the other stallion to shoot the Shadower said.
The Doctor quickly looked at one filly to the other.
“Their somehow connected!,” the Doctor said.
“Guys! Turn it off! Turn it off! Your gonna kill Orangecream!,” Winter screamed.
“It won’t turn off!,” the stallion said.
The Doctor turned on his
sonic screwdriver it distroyed the gun, ending the ray. Both fillies fell to the ground panting, and coughing, trying to recover from the extreme pain. The two got up at the
same time. Once they opened their eyes, their eyes had to adjust. The Shadower hissed angrily at the two ponies, making them drop their gun and run away. The Shadower looked back at Orangecream concerned. She was relieved when she saw her rubbing her head and disappeared.
“Orangecream are you alright?,” the Doctor asked concerned.
“Ya,”
She coughed.
“I’m fine,”
“What happened?,”
“I don’t know. I was just fine until that Shadower was getting zapped and then it felt like I was getting zapped too. Everything went white,” Orangecream said.
“Well it seemed you and that Shadower were somehow connected,” the Doctor said.
“What?,” Orangecream asked nervous.
“I wouldn’t panic just yet. If it was something to be concerned over I’m certain there would have been some negative side effects by now,” Tick Tock said.
“Oh okay. Good,” Orangecream said relieved.
“Anyway. It’s getting late. Are you three going to have any trouble getting home. With all the Shadowers coming out at night after all?,” Orangecream said.
“Well that may indeed make it a problem,” Tick Tock said.
“Well your welcome to stay at my house if need be. I have some spare bedrooms, it’s not too far from here,” Orangecream offered.
“What do you think Doctor?,” Derpy whispered.
“Well it might prove for the better actually. Whatever these Shadowers want their clearly focusing on her for it. We better stay close to her. Perhaps the next time we see that Shadower I can convince them to talk.,” the Doctor whispered back.
“Right then. Led the way Orangecream, Avante,” the Doctor said.
“See you two tomorrow,” Orangecream said to her friends,
“See you tomorrow Orangecream,” Winter said.
Splints waved and the two headed back home.
They reached Orangecream’s log cabin. Orangecream opened the door. It was a nice looking log cabin. Had everything, one would need in a home.
“Well, the kitchen is just that way. There are 2 bathrooms and 3 bedrooms upstairs and one bedroom downstairs. If you need anything just ask,” Orangecream said.
And with that the gang ate dinner. Orangecream had plenty of food. Way more than anyone could expect to have during a war. They ate some dandillion sandwiches that she had and all went to bed. Orangecream went in her own Bedroom. Tick Tock and Derpy went to bed in the two spare bedrooms upstair and the Doctor took the one downstairs.
The Doctor went hard to work trying to figure out what was going on with that Shadower. The bedroom had a lamp and Orangecream kept a well stocked book shelf in the house. One of those books was the same he was shown earlier.
The one where he saw Sour Fruit, he was looking at the same book.
“What were you?,” the Doctor asked the image of the baby filly.
The book began to glow. The letters begain to change, one line at a time
The only pony that ever took the Shadower’s side
Became
The Pony That Never Existed
“She couldn’t have been,” the Doctor said to himself.
This young pony was born the 991th year of Celestia’s rule. During the same time the Shadower began to attack pony kind. Instead of staying on the Pony’s side. This little foal became a traitor and started defending the Shadowers. She was taken to be killed. She was killed the 993th of Celestia’s Rule.
Became
This young pony was only given the name Sour Fruit by other ponies as a form of bullying for her actions. Her real name was never discovered. She was on the Shadower’s side for unknown reasons. She was taken to be executed but no pony ever found the body and no pony in the room could remember what had happened during the execution. The pony known as Sour Fruit was never seen or heard from again.
“She was,” the Doctor said.
Birth: April 17 9991
Decease: June 2 993
Became
Birth and Decease unknown.
“She couldn’t have been,” the Doctor said.
The book stopped glowing.
“She is a fake legend,” the Doctor said.

Meanwhile the Shadowers were having a meeting.
“I can’t take it any more. When is she coming back?!,” one Shadower said.
“Be patient,” the lead unicorn that had told the ponies to leave Orangecream said.
“Can’t we just rush it a little?,”
“No. We might damage the process. We wait for it to happen on it’s own,”
“Bring her back. We need to bring her back!,”
“I know! I know. It takes time for the connection to be completed,”
“How soon?,”
“Should be tomorrow morning. I’ll make sure she’s where she needs to be, when she need to be there,”
“Alright. I trust you. I just hope we can come up with a new plan after she comes back,”
“Oh trust me my friend. There’s a curious pony around that town. And once she comes back and we let him come to our territory. Some pony will finally understand what we’re trying to accomplish in this war,”

Chapter 11

The next morning the Shadowers were fighting harder than ever.
“Doctor what are going to do?,” Derpy asked.
“You three children stay where it’s safe. We’re gonna try and stop this war, Avante,” the Doctor said.
The three ran off, being careful to avoid the battle zone. The Doctor noticed the Shadower filly from before looking sickly.
“Maybe we can try talking to that young Shadower,”
“Doctor, Do you think they’ll listen to reason?,” Tick Tock asked.
“We have to try. Maybe we can talk to her. Find out what they want. Get them to leave. Their not trying to harm anyone I can tell, and their clearly intelligent,” the Doctor said.
“I hope so,” Derpy replied.
They walked over to the filly who looked like she was having a hard time keeping her balance.
“Alright there. I’m the Doctor and I want to know why your instigating a war,”
The filly looked at him confused.
“What Wa- Ahhhhh!!!!,” she started before backing away wincing in pain.
“Are you OK?,” Derpy asked.
“Y- Ya. I’m- I’m fine. Just need to walk it off. I’ll… be back soon enough,” she said shakily, limping away.
“What ‘s wrong with her?,” Tick Tock asked.
“I don’t know,” the Doctor said.
The filly walked away and leaned against a tree panting.
“... It’s starting,” she said.
She lifted up her hoof as it slowly started turning into a dark purple mist.
Orangecream's ears perked up and she looked towards the forest.
"Hey. Orange? Are you OK?," Winter asked.
"What? Oh ya. Ya. I'm... I'm fine. I just gotta... go check something. I'll be right back," Orangecream said.
She walked off into the forest, almost like she was somewhat in a trance.
Search was watching something on the projector in his office. Twinkle walked in with the Doctor, Derpy and Tick Tock.
"Search. The Doctor wants to talk to you,"
"Let him in," Search said.
"Hello Mr. Search. I'm here to ask you about this war,"
"Well I know very little,"
He turned his attention back to the projector he had up with his magic.
"What are you watching?," Twinkle asked.
She walked up to the projector.
"There's something very strange about what was happening in Orangecream's log cabin a few years ago,"
"Oh for Celestia's sake search! How did you even get this?," Twinkle asked.
"Thant's not the point. Watch,"
Search re-winded what he was watching.
Orangecream was tossing and turning in her bed. She was a lot younger. She looked like a small normal sized filly. She was also moaning in her sleep. A Shadower suddenly appeared in her room and slowly lifted her up telepathically with her hoof. Then she started swaying Orangecream peacefully into peaceful sleep before setting her back down and covering her with the blanket and left.
"What?," the Doctor said confused.

Orangecream was walking through the forest. She saw the large and heavy cloud of mist. Something ached in the back of her mind. She shrugged it off. The mist looked like something she wouldn't normally want to walk into but something told her that she wanted to walk into it.

"Think about it. This Shadower who would normally go for attack just lulls this filly. This SPECIFIC filly back to sleep,"

Orangecream felt the pain in the back of her head again. Though this time it was much more powerful. It demanded to be felt. She felt a cloudy memory being recalled in her mind. A memory that she shouldn't have been able to recognize but did. A feeling of waking up for the first time. Of never seeing her parents, but instead a pony she didn't know and she was lying down on a table, very small and frail.

"And then they do no damage to her while other foals around her get sent to the hospital. A foal they have no reason to care about. Unless they do have a reason to care about her," Search said.
"OK what's your point?," Twinkle asked.
"You know what my point is you just don't wanna think about it," Search told her.

Orangecream's feeling got sharper. More vivid. That everything she had ever thought was wrong. That the Shadower's weren't frighting these war to hurt them. that they weren't bad at all. That they didn't want this war to begin with. Suddenly she felt lightheaded and passed out in the mist. It started changing lifting her up. Swirling around her like a tornado as it got larger and larger.

"You're not seriously suggesting she involved," Twinkle said.
"We have to entertain the possibility," Search said.
Suddenly there was a large explosion causing the ponies to run outside when it was over.
Derpy squealed and the ponies looked at what had caused the explosion in shock.
"What is that?," the Doctor asked.
A large cloud of purple mist had rose from the forest. Ponies ran back. while the Shadowers calmly flew off.
One of the main Shadowers looked at the cloud smiled and flew off. A small filly Shadower was running through the woods. She suddenly took the form of a pony, a purple filly with a darker purple straight mane, with a golden streak going through the center of it and royal blue eyes. She stopped and looked up at the cloud.
"Well... she's back," she said in a sweet voice that did no longer sound distorted, it sounded like a normal pony.
The cloud took on a form of a ponies' head with razor sharp teeth, it roared and went down to the ground rapidly. There was a loud boom and a bunch of wind hit the town.

Chapter 8

'Orangecream ' and the Shadower kept walking. Her friends followed. The Doctor narrowed his eyes, something about them reminded him of himself, though they clearly weren't old. It still concerned the him. Old or not, her eyes shouldn't be similar to his. Derpy also noticed it. Orangecream/ Sourfruit didn't look like her. Her eyes looked a lot darker, same as the Doctor, just much, much younger. Orangecream/ Sourfruit, along with the Shadower found Search Peaks, who was looking for the ponies.

"The Doctor's not here Search Peaks," Orangecream/ Sourfruit said in a dark voice.

"Oh it's just you Orangecream," he said.

Orangecream walked out of the shadows, the branches moving out if her way as she walked.

"That's right. Hello sir. How are you? Not….. doing too well I'd imagine. Hmhmhm. Oh….you look just about pathetic right now,"

"What?," Search said dryly.

"Look at you. Standing there in the middle of a forest. Waiting to hear some pony call out to you. Hmhmhm. No pony's coming to you. No pony's going to see you. The only pony that wants to see you is the monsters who so desperately want to kill us all," Orangecream rolled her eyes as the Shadower came into view next to her, making Search back away frantically and be cornered into a tree. The others were watching.

“There’s no way that’s Orangecream,” Derpy said.

“I’m not so sure it is,” the Doctor said.

Her friends started sweating.

“The Shadowers have been attacking every pony else besides me for a reason, you know. You traitor. You monster,” Orangecream said, getting angry now, ears going back, and rage starting to show.

Derpy gasped.

“Don’t even try to listen to the creatures that are attacking. Why…. did I ever try to win your approval?,” Orangecream said sternly, pointing to him.

“I never attacked you out of pity. I helped you trust me didn’t I? Loss my memory of everything that had happened in the first 3 years of my life in a magical spell, making me drift off to sleep, and you’d think I had nothing more than uncanny resemblance. I never wanted to bother you again. That’s why the Shadowers never mentioned what you did! That’s why I let that unicorn friend of your’s think he destroyed me, when really I had the Shadowers take away all my memories ! You…. were a lost cause. And nothing more. And that’s all you will ever be. Mr. Peaks, the terrible pony that was the real monster all along,” Orangecream said getting closer to the shocked and frozen a fear pony.

“ Oh but…. you don’t even know what you did wrong do you? You don’t know why the Shadowers are attacking! Anything about why I’ve always been supporting them! You’ve been ignoring the questions to the best! By trying to destroy them. And by treating them as monster when it’s YOU that their really attacking! Oh but the ponies might also do that if they know the truth. That the Shadowers were innocent once before you ruined their lives,”

Orangecream smiled cruelly.

“What are you saying Orangecream!? Knock it off!,” Winter exclaimed raising out of the bushes.

Orangecream stared at her blankly, and in that moment, Winter saw her friend. But then Orangecream rolled her eyes.

“Oh. And why should I?,” she said uninterested, and then turned her interest back to Search.

“I’m only telling him the truth. He’s too much of a coward to face it. This…,” Orangecream said pointing to the Shadowers who were all coming.

“Is what you’ve done Search. And you have to finally except the consequences for it. Except that you’ve done this! Earned this! And deserve this!,”

“No! No! Just be quite! Stop! You’re not Sourfruit! Sourfruit is dead!,” Search exclaimed.

“Just. Give up. I mean really, you can’t expect forgiveness for-,”

“Monster of the shadows leave now,” Search started to chant in a sing-song voice.

Orangecream looked surprised and then confused.

“What are you doing?,”

“Monster with red eyes go now,”

The Shadowers began the clench their teeth and ears with their hooves as he chanted the lines again. Including Orangecream, who was growling loudly.

“DA! GAH! ENOUAH! ENOUGH!, AH!”

The third time.

The Shadowers and Orangecream began to stumble back.

"AH! GRAH! GAH!,"

The fourth time.

The Shadowers disappeared in the Shadowers. Orangecream gave one last death glare before also going into the shadows.

"What.... just.... happened?," Derpy asked.

The Doctor stared at Search who was both grinning and sweating a lot.

"What was she trying to say?," The Doctor asked darkly.

"What? Oh she wasn't thinking clearly. Those monsters were getting her disoriented, or something," Search said quickly.

"No. I know confused. That wasn't confusion on her face, that was rage,"

"He does have a point. She did look as if she knew exactly what she was saying," Tick Tock said.

Meanwhile in the darkness Orangecream was focusing really hard on something. Her chest started glowing a yellowish white glow in the shape of a heart, where the heart should be. It really was her heart. There was a burst of orange energy.

Search started to sweat a lot more. He opened his mouth to say something when the light explosion happened.

"RAAAAAAAAAAAAAAH!!!!!!!!!!!,"

"On second thought, you might want to explain later," the Doctor said.

"RAAAAAAAAAAAAAAAAAAAAH!!!!!!!!!!!!!!!,"

Orangecream forced her way out if the shadows, followed by the Shadowers, who were absorbing the magic from the explosion, getting energized. Orangecream looked more angry than before.

" YOU LYING TRAITOR!!!! YOU DARE TRY TO HARM ME!!!!!!!!????? WHAT MAKES YOU THINK YOU'RE EVEN WORTH MY ATTENTION!!!!!!!???? YOU MONSTER! YOU TRAITOR! YOU'RE NOT A PONY! YOU'RE SOMETHING ELSE!!!!! NO PONY HERE HAS THE SLIGHTEST IDEA WHAT YOU DID!!!!!!!!!!! BUT I DO!!!!!!!!!! JUST LIE THERE!!!!!!!! JUST LIE THERE AND EXCEPT THAT THIS IS YOUR PUNISHMENT!!!!!!!!! IT'S EVERYTHING YOU DESERVE!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!," Orangecream screamed.

Search grabbed a magical spell loaded weapon nearby and started firing it

"AHHHHH! YOU..... YOU CAN'T KILL ME! THEIR YOUR PAST!! WE'RE YOUR PAST,"

Second setting fired. Orangecream stumbled back

"GAHHHH!!!! YOU CAN'T FIRE YOUR MAGIC!!!!! YOU'RE WEAK!!!! A WEAK TRAITOR!!!!!!! THERE IS NOTHING YOU CAN-,"

The third setting

"AAAAAAH!!!! Awwwww!!!! Grrrrr,"

She sighed out dark magic.

Search set it to the highest setting and aimed.

"Noooooooo!!!!!," the Doctor cried.

But it was too late me had fired the large beam at Orangecream.

"DAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHH!!!!!!!!!!!!!!!!," she screamed out if pain as she was sent crashing back, right into a tree, fell and was knocked out.

Winter and Splits came out. Winter glared at Search. Twinkle came back and had saw what had happened.

"Excuse me for a minute," she said to Orangecream’s friends.

She walked over to Search, ears back, irritated.

"What? Did? You? Do?," she asked harshly.

"I'll tell you what I did, I destroyed a perfectly good weapon," he said pointing to the weapon he had used, which had disintegrated.

"And perhaps Orangecream,"the Doctor said irritated, that all he cared about was the weapon.

"I hurt one of our best weapons," Search said, ignoring the Doctor's comment.

"And Orangecream," Winter said lowering her eyelids, irritated,"

" I have to go tell every pony that we need to replace that one," he said running back to the town.

"Search Peaks get back here!," Twinkle called.

"Wow! That's responsible," she said sarcastically.

As Search left the forest, Snapper plants spit pebbles at him.

"Ow! Ow! Stop that! Ow! What did I do?! Ow! She was going to kill me!," he said and kept running.

Meanwhile the ponies who were still in the forest ran to where Orangecream was. All the Shadowers had disappeared. The shot had caused Orangecream to flew back, making flaming take in the dirt. And at the end she was there, lying on her stomach unconscious. The track fire burnt out. The Doctor walked over to her and scanned her, then chalked the readings.

"Is she?- Is she?," Derpy started.

"No she's still breathing," the Doctor replied.

A unicorn Shadower appeared.

"Ponies, leave her," the Shadower said.

"How can you-," Twinkle started disgusted.

"Just..... trust me. And leave her," the Shadower said.

She watched Orangecream.

She began glow black, with the dark magic. It began to levitate her. The all the dark magic came out of her mouth fitfully, before she was set back down. She moaned and then woke up. Her eyes were back to normal.

"Is it over?," Splints asked as she helped Orangecream up.

Her ears were back, she weakly got back to her hooves, shakily.

"I think so. I feel normal. Nothing's making me want to hurt some pony physically as well as verbally, that's a good sign,"