Code: Equestria

by Navy Shadow

Rating: teen
Tags: Crossover, Human, Main 6, Original Character, My Little Pony: Friendship is Magic, Other, Adventure
Length: 8444

The Lyoko Heroes are accidentally virtualized into equestria

The Lyoko Heroes are accidentally virtualized into equestria and must find a way out while protecting the ponies from X.A.N.A

Published 2012-05-25 23:04:02 UTC
Last updated 2012-07-09 23:54:30 UTC

Chapter 1

Paris, France

*Ring Ring*
"WOAH, urgh.... 7AM? who calls me at 7AM!"
*Ring Ring*
"Alright ALRIGHT!"
*beep*
"Odd? thank god you answered i need you to get down to the factory, X.A.N.A's back"
"WHAT! Jeremy? why the hell didn't you call me earlier. I'm on my way, have you warned the others?"
"I rang you like 5 times already? the others are on their way!"

As Odd ran down the street he began to think
He so didn't ring me 5 times, I would have heard...... probably

Odd didn't worry too much as he dropped down into the sewers to get into the basement of the factory

The elevator opened infront of Odd to show him the 5 people standing infront of him: Ulrich, Jeremy, William, Yumi and Aelita

Ulrich was the typical student - Brown scruffy hair, normal plain clothes, and an uninterested look on his face
Jeremy was the nerd - Glasses, blonde hair, Crush on the girl he materialized from lyoko... Yeah...
William was the bad boy - Short and un-natural navy blue hair, jeans and a shirt with a logo, leather jacket and he chases girls around all day
Yumi was the chick who doesnt give a fuck - Black hair, and fully black outfit
and Aelita is the girl who was brought from the virtual world Lyoko - Pink hair with a maroon skirt and yellow top with a pink jacket over it

"Hey guys! sorry I'm a little late? I overslept I guess" Odd said with a cheeky grin on his face
"Its fine, we have only just got here ourselfs" Aelita, the pink haired girl, spoke up "But we ought to get a move on, X.A.N.A has already activated a tower, but i haven't noticed any change myself"

"Huh, me neither" Ulrich said "Weird but I'm sure he's planning something, always is"
"Ulrich is right" Jeremy exclaimed "We have to get there before X.A.N.A starts to do something"
Yumi had not said a word this whole time
"Lets go already"
Scratch that

They headed down the elevator to the scanner room, they stepped in the 5 scanners and prepared to be put into their virtualized forms inside the virtual world

Jeremy came over the speaker in the room "Initiating Virtualization protocol"

As the normal protocols started something flashed up on jeremy's screen. something was wrong but he thought nothing of it

"Virtualization in 3...2...1" as he hit enter on his keyboard Ulrich, Yumi, William Odd and Aelita were engulfed in light and were sent into the virtual world

But as they landed things looked.... different, it was all brightly coloured as if drawn as a cartoon for little girls, the houses looked odd and brightly coloured horses roamed the streets of this small town

"Guys? can you hear me" Jeremy came in over the groups earpieces
"Jeremy whats happening? Where are we? this isnt Lyoko!" Ulrich whisper shouted down his earpiece
"Yeah i know. someone somehow got a virus into the supercomputer and has taken you to a place known as "Equestria"?
"X.A.N.A" Aelita whispered
"Yes. I've also detected a tower a couple of miles away, under a city made of clouds"
"I say we talk to the locals first, see if anything strange has been happening around here" Odd suggested
"Good id-" Yumi managed to only say that part of her sentence before they all were suprised by a pink blur popping out from underneath them

"HELLO I'M PINKIE PIE, I'VE NEVER SEEN YOU BEFORE! LETS HAVE A PARTY!"

Chapter 2

"WHAT THE HELL MAN, WHAT THE ACTUAL HELL" William screamed

The pink bundle of joy known to many as "Pinkie Pie" and known to others as "That Crazy Bitch who lives in the sweet shop" had popped up infront of the 5 humans just a minute ago and they were all scared out of their wits mainly because a brightly coulered pink pony with weird hair had snuck up on them and screamed in their ear... while they were trying to be stealthy...

"Oh... my... jesus... who... who are... who are you?" Odd managed to get out before he started to pant again
"I'm Pinkie pie, silly, did I scare you? oh well... you should always laugh at the scary as I always say so how about you come into town and i throw you a part, oh but it'll take a while to set up... you should walk around town and meet my friends Applejack, who lives in that farm house over there. Fluttershy who lives in the cottage down there. Twilight Sparkle, she lives in the big tree. Rarity who lives in the Boutique and my favorite pony of all, Rainbow Dash, who is up there" Pinkie pointed to the clouds with her hoof "I'll fetch her, wait here"

Ulrich was overwhelmed "Who, what, why!"
Yumi talked for the first time since the scare "i already hate her..."
Aelita just giggled at Yumi and looked up to see the pink pony on some sort of flying machine and pointed towards her
"Like i said... hate her already" Yumi sighed as she looked up "although that other one looks cool."
Everyone else looked up to see a cyan mare with a stunning rainbow mane looking down at them
"Wonder what they're talking about?" Odd asked, finally speaking again after a brief silence

"Oh Rainbow Daaaash!" Pinkie pie shouted as she flew toward's rainbow's cloud quite slowly on her flying machine
"Oh god, here we go again... Do I ever get any peace Pinkie?" Rainbow opened her eyes and looked to where Pinkie's voice came from... she wasnt there. "Huh... must be hearing stuff I guess...Too much time with Mrs. 'I break the forth wall whenever I want'"
"HELLO RAINBOW DASH" Pinkie shouted as the blue mare skyrocketed from the scare.
"HOLY MANURE PINKIE WHAT THE HELL WAS THAT FOR YOU IDIOT" Rainbow dash screamed
"geez, no need to shout... anyway we have some new visitors here in ponyville and I'm throwing them a party to celebrate."
"And why are you telling me this pinkie?"
"Because i want you to show them around silly! Look they're looking at us and smiling... except for that japonyese looking one... who seems to be sticking one of her hoof extensions up at us"
"Pinkie... i dont know if you've noticed but theyre not ponies"
"yeah i want you to figure that out dash while i go set up for the party... take them to meet our friends then meet at my place in a couple of hours... got it?"
"Yeah sure whatever pinkie... gimme a minute"

Rainbow dash laid back on the cloud and started to fall asleep. Pinkie was unhappy about this but hatched a dastardly plan to wake rainbow up, she started to fly underneath her
"What is she doing Aelita?" Odd asked
"Dont ask me, i dont know her, or this place"
"Well your hair looks the same as hers"
everyone laughed at this and looked back to the sky
Pinkie was now straight below Rainbow Dash and she looked down at the 5 people and gave them a wink
"Ohh this is going to be hilarious" Ulrich murmured
"I think im starting to like her now" Yumi smiled as she watched on
'Okay pinkie... on the count of three... one, two, three'
Pinkie pushed up on the cloud, pushing rainbow dash off of it, as rainbow woke up she realised she was falling and screamed while opening her wings... she landed in front of the heroes at a safe rate... then fell over
"Urgh I'm going to kill that bitch" rainbow dash said, her mouth covered in dirt from falling over.
She looked up and saw nothing but the empty space of where her cloud used to be. The heroes were laughing at Rainbow Dash till she stood up and glared at them, but she quickly calmed down
"So i see you 5 aren't ponies... so what the HELL are you!"
"Well..." Ulrich started to explain to rainbow dash the story of Lyoko and earth and why they were dressed like they were "it goes something like this"

Chapter 3

AN: HOLY SHIT didnt expect that quick of a response from you guys xD... I love you guys so heres chapter 3
SORRY FOR ANY SPELLING OR GRAMMAR ERRORS. I typed this on my android and its quite annoying

"Alright I think I got all that" Rainbow dash struggled to keep up with the flow of information she was recieveing from the 5... Things stood infront of her "one thing I dont get, who is this Jeremy Person... I dont see him around here."
Ulrich quickly responded "He talks to us through our ears while he is back on earth. Its sort of complicated. I also dont know how he can speak to us when we aren't in Lyoko though... Its weird"

Rainbow dash pondered things until she realised it was nearly night time and the party should be ready by now. Even though the others had not met the humans yet.

"well I got some bad news and good news guys" Rainbow exclaimed , gaining everybodies attention "so as you may have realised, its dark now which means everypony will already be at your party... So follow mw to the party and we'll meet everybody there"

"Show us the way" Odd gave a cheerful shout, Gaining a giggle from the cyan mare in front

At the party the heroes mere made to store their weapons with pinkie pie... Which didnt seem like a good idea at all as she walked down to the basement giggling, but when she came back with cupcakes they sighed a sigh of releif, realising it was only food storage. Pinkie and Rainbow dash showed the new faces to their friends. Rarity was first... She... As she put it "simply had to see how their clothes were made" while twilight sparkle wanted to head back to the library to study these humans but pinkie had stopped her... When they got to fluttershy she was at first, extremely quiet, but as the humans got closer her confidence grew. Not knowing who these strange creatures were or how they got here she wanted to take care of them as if they were her little bunnies... They politely declined. Applejack just thought they were aliens from a different dimension... Which was true in a way

-----11PM-----
"Thanks for coming everypony, its been great, cya later!" Pinkie Pie shouted after her guests as they left the building
Ulrich and William were talking to each other and then looked back at the 6 ponies stood there...
"err guys... And girls. Theres a slight problem"
"Whats that Ulrich?" applejack asked, looking worried slightly
"we have no place to stay..."
"shucks... Y'all can stay with one of us each if ya wish... I think we all have a spare room except Dashie here... But im sure none of y'all can stand on clouds anyway. So take your pick!
"Good idea applejack. I think I should stay with you, I can sleep in the barn and wont be any trouble at all I swear"
"Didn't ya hear me? I have a spare room and your staying there"
Ulrich looked suprised at the outburst but began to walk off with applejack anyway.
"Ok then" Odd mused "I think I'll go with fluttershy"
Fluttershy gave off a slight 'woohoo' and they headed off
"William I think you should come with me, you could help me with some research" Twilight sort of asked, sort of demanded"
"huh... Ok then I guess" William responded
"Aelita I think you should stay with Rarity, I'll stay with pinkie here and we can meet up tomorrow"
Aelita agreed with yumi and she headed out.
"Wow im beat, oh well time for bed I guess... Lets go to bed yumi, the spare bed is in my room... Up this way!"
As everypony and human drifted off to sleep the only thing going through the humans minds was the only reason they were here.

"When will xana strike? And will we be ready?"

Chapter 4

AN: i woke up to 24 notifications... at least 20 were about this THANK YOU

it was morning in Ponyville, the sun was shining and the birds were singing, The Lyoko Heroes had gone to sleep straight after their party at Pinkie's house as they were tired from the party and needed some sleep to clear their minds... they woke up in the morning feeling fresh and ready to go

Odd was the first to wake up, he had chosen to spend the night at Fluttershy's cottage and woke up to 3 birds quietly singing in the window. He gave a slight laugh "heh... cute" as he rose out of bed he looked at the clock hanging off the wall: 10AM "well... at least its not 6AM"

Yumi was the second to wake up over in Sugarcube Corner. the Pink pony next to her was snoring quite loudly which caused her to wake herself up quite often, and then fall back to sleep pretty much instantly. The time on the wall said 'Party time'... and in small text that was really hard to read next to it: '10 past 10 you party pooper.' Yumi sighed... she wanted to go back home instead of being stuck in happy land forever and a day

Aelita woke up at Rarity's next and instantly regretted looking around... the place was littered in what looked like clothes that had the same design and colour as her's, she then looked down and sighed... she was wearing no clothes. Rarity walked in at that moment and Aelita tried to cover herself up
"Oh its fine darling, no need to cover yourself up. We're both ladies"
"I DON'T KNOW YOU" Aelita pretty much screamed at the white mare "What are you doing with my clothes anyway!"
"Well if you must know I was fascinated by the designs and materials of your beautiful outfits so i simply had to examine them and well to do that I had to take them off you"
"But, Rarity how did you take them off me without me noticing?"
"Magic Darling, Magic"
"Thats just perfect... what time is it, also pass me my clothes!"
"If you insist dear.. oh and its 10:30" We're meeting everyone at mid-day at Twilight Sparkles house"

Ulrich woke up to the smell of delicious apple pies, and apple everything really... his senses were overloaded with apple
He took a look at the clock: 10:35 and started to walk towards the apple scent. He took a look into the kitchen and saw the table filled with apple fries, apple pies apple crumble and everything that you could possibly make with apple
Applejack noticed Ulrich looking at the food "You hungry there fella?"
"Sure am Applejack, this all looks really good"
"Well you take what you want darlin' because we're meeting everypony else at noon"
"Sounds delici- I mean good"

William was the last to wake up... and he had to be woken up by force... and by force i mean Twilight picked him up and dropped him him on the ground.
"Woah what's going on I'm up I swear!"
"Hehe, sorry about that William" Twilight Sparkle apologised, sounding slightly guilty
"It's okay just... don't do that again. It hurts"
"I wont, but it's 11:30 and everypony is going to be here in half an hour so you need to get ready... we're discussing that tower that's shown up in the distance"
Williams eyes shot open and was suddenly at attention
"Tower. DAMN THAT'S RIGHT I FORGOT THE PARTY AND EVERYTHING DISTRACTED ME"
"What?"
"is the Tower red Twilight?"
"Yeah it is but I don't see what's got you all work-"
"Listen twilight that tower is bad news... you get everyone here... NOW"
"o-okay then"

----30 Minutes and an explanation as to what the towers are and what xana is later----
"Oh my... we have to get to that tower so Aelita can shut it down then?" Rarity recapped
"Thats right... Rainbow Dash... can you fly to sugarcube corner and get our weapons from pinkie's basem-"
"Nonononononono... I'll go do that" Pinkie butted in
"But why? Rainbow Dash is the fastest isn't she? i mean... she can freaking fly" Odd asked
"No reason... I'll erm... be right back"

----10 minutes later----

"Right now we have our weapons... lets go kick some xana butt" Odd shouted
William opened the door to see xana's monsters invading the city, trying to shoot the ponies
"Guys we have to get out there and save everyone," Ulrich shouted "Girls can you help us?"
The 6 ponies nodded and readied for a battle
"OK this may be a little easier then"
The 5 warriors and the 6 ponies stepped out, ready for battle and ready to attack the monsters to advance to the tower

"Lets do this" William gave a battle cry and they ran in

Chapter 5

The sight outside was one that should never be seen by human, or pony, eyes.

Unconscious Ponies, shattered buildings and monsters that looked like they came from the depths of hell.

A grey pony with black hair with a blue highlight running through it was flying across the sky when a shot from one of the monsters took him down, he was spiralling out of control quickly and braced for impact. He hit the ground in front of Twilight Sparkles house hard, luckily only his wing was sprained and any serious damage was avoided.

"Oh my gosh!" Aelita shouted "are you OK you poor thing?"
She rushed to the injured pegasus and fluttershy quickly followed.
"Lets get you inside, I'll take good care of you" Fluttershy's caring side quickly took over
"I'm good I think, I just need to fly it off" the grey pegasus tried to take off but quickly stopped flapping his wings "ouch that hurts"
"Your coming inside with me and i am not taking no for an answer"
"heh, ok then... i could use some TLC"
Fluttershy glared at the pegasus
"okay okay im sorry... geez.. my name is Shadow Breeze by the way"
"Nice to meet you, now lets get inside"

"OK guys we're one down now so that leaves 10 of us..." Ulrich quickly did the maths "you think we can beat them all the way to the tower?"
"Definately, especially with 10 of us, peice of cake" Odd replied
"Then lets do this... NOW" william said, obviously a bit impaitent

So they ran in, all 10 of them, William, Ulrich, Odd, Aelita, Yumi and Twilight Sparkle, Rainbow Dash, Pinkie Pie, Rarity and Applejack. It was a weird sight to see but it was pretty awesome.

The ponies didn't have weapons but they were still charging into battle fearless.
"OKAY GUYS WE NEED TO HEAD TOWARDS THAT TOWER. RAINBOW DASH YOU FLY UP AND SEE HOW MANY THERE IS" Ulrich commanded.
Rainbow dash flew up to the sky and flew back down seconds later
"Theres about 10 Ulrich, the tower is about 300 metres away"
"That's great. XANA doesn't expect much of a fight then i guess"
"Yeah I guess so, lets do this then"
They approached the first monster, a Creeper. It fired laser beams and looked like a cobra with arms... doesn't explode though
Yumi was the first to react, throwing her fan towards the creeper which it instantly fired it's laser at, making the attack against itsself useless.
Twilight sparkle got an idea. "Pinkie?"
"Yes twilight?"
"Grab my tail, you know what to do"
"Oh goody! I've been wanting to do this since we fought the changeling's"
Then the 5 humans saw something completely awe-inspiring. Pinkie pie picked up Twilight Sparkle and began pumping her tail, causing beams of energy to fly out of her horn and causing the creeper to disintegrate once a beam hit it
"I can totally do that too" Aelita looked on in awe.
They managed to sneak past 2 others before hitting the next one... "I got this" William said as he pulled out his sword. "rainbow dash can you distract it while I attack, and on my mark fly away?"
"Sure thing William"
Rainbow dash started to fly towards the monster, a Krab, ait has a red circular body with 4 legs underneath it, giving it a height of about 2.2 metres. It has a laser and a mark that looks sort of like an eye on top, rainbow quickly decided to fly around it, it fired shots at her but she dodged them with ease. As the monster was turning around it fell over giving William a chance to strike
"Mark!"
At this signal rainbow flew upwards as William charged at the Krab with his huge blade, and sliced straight down the middle of its body, causing it to disintegrate. The group charged onwards towards XANA's tower

--------6 monster fights later--------

"we're here... AELITA GET INSIDE NOW" William commanded
Aelita stepped inside the tower and was suddenly hit by a communication from Jeremy.
'Aelita can you hear me? Its Jeremy!'
"Jeremy finally I can hear you, whats going on"
'Looks like the world your in isnt a part of Lyoko, I cant find it in the database files anywhere, ive tried de-virtualizing you and it just doesnt work. There seems to be no way out of there'
"Well the only reason I can communicate now is probably because im in a XANA tower which is probably connected to Lyoko in some way."
'Right.before you lose communication with me I have something for the ponies as I sense you are going to be there for a while'
"how do you know about them?"
'i can see a virtual outline map of the place your in, I can also see who your with and where you are'
"Thought there was no records of this place in the computer?"
'your right but I found an old book about the place your in while digging through the basement earlier and I managed to make a map out of the information it gave, and your suits have tracking things in them too'
"so about this stuff for the ponies?"
'ahh right yes... Well im virtualising some things into the center of the tower now, its some armour and weapons I've designed specially for use by ponies'
"Thanks Jeremy. I'm sure they'll be pleased"
'okay now go shut that tower down'
"one more thing, whats the name of this world called? I may need it to shut down the tower"
'Equestria it says here in the book'
"Thanks again, talk to you soon as im pretty sure another tower will pop up somewhere"
Aelita shut off the comms and stepped into the middle of the tower. Where the armour and weapons for the ponies had just materialised in front of her eyes. She moved them out of the way and stepped into the middle, causing her to be lifted up to the top level. There was a virtual keypad on this top level. She typed some letters and then the word. EQUESTRIA and as soon as she hit enter the lights in the tower turned off and the monsters in the town were disintegrated

Aelita walked out the tower to everyonr cheering. She gave a smile then dropping the armor and weapons at her feet said "I come bearing gifts!"

Chapter 6

AN: so you may see some simalarities with the pony armour and weapons to armour and weapons found in World Of Warcraft... Mainly because thats what I based it off. Also this is mainly a filler chapter to prepare for Celestia's coming next chapter...

The ponies and humans had moved to Twilight Sparkle's house to try on their new weapons and armour.

Rainbow dash had a blue bodyplate made out of thick sheet metal that provided protection for the wings too while still allowing flight, blue plate metal hoofwraps with daggers attached to the front two and a blue plate metal helmet that still let her mane flow freely.

Applejack had the same as rainbow dash, but red, and she had a blade attached to her body armor which she could pull out with her mouth to quickly slice through her enemies.

Pinkie pie wore leather armour as it suited her better. She also had daggers on her hoofwraps but also had some leg protection, her leather helmet pusher her mane down but it always springs back to life when it is taken off.

Fluttershy wore cloth armour which even though it is cloth still gave some protection she didnt have any weapons as she had been designated as medic by the rest of the group.

Twilight Sparkle wore Leather Armour which covered most of her body, she didnt wear a helmet and had no weapons because she had her horn for spellcasting.

Rarity wore the same armour as Fluttershy but was given a staff as a weapon as well as her horn because her magic was not as versatile as Twilight's and was not meant for offense.

"Woah this looks so cool!" Rainbow Dash said with glee, flying around with her new toys.
"Yeah but dont go usin' yer weapons when you dont need 'em" Applejack warned " You could hurt somebody, keep em locked into yer armour"
"Yeah yeah I know!"

"Hey!" twilight sparkle said excitedly
"Whats up twilight?" Odd asked
"I think this armour gives a boost to my magical abilities"
"huh, maybe, who knows"

while everypony was busy admiring their armour and weapons Spike walked in the door.
"Hey everypony, what did I miss" Spike looked up to see the 5 humans looking at him and the 6 ponies behind them wearing full body armour.
"On second thoughts, I dont wanna know"
"Oh spike dont be silly, sit down, get a drink and we'll tell you everything" Twilight said to the dragon who was about to walk upstairs
"Oh fine then I will"

------ One long explaination to spike later -------

"I think I get it now, you guys came from a place known as earth and came here to fight some big monster thing thats invading ponyville, and you gave my friends here pointy objects, im okay with that! I especially like you!" he said pointing to Odd
"Me? Shucks im not that cool but you seem pretty cool yourself, we should hang out"
"That would be awesome and I could show you all my cool little dragon tricks!
"wait if your a dragon... Where are your wings"
"Some dragons dont have wings, im one of them" spike said with a glum look on his face
"hey now, cheer up buddy... Lets go see some of your dragon tricks!"
"Haha yeah lets go!"
Odd and Spike ran off together upstairs in the library

"Celestia dear sister, have you ever heard of these humans that have just saved ponyville from certain destruction"
"I have not my dear Luna, but I intend to find out"

And with that Celestia's magnificent horn shone white and she poofed out of the room, to go find out what these humans want.

Chapter 7

This continues on from chapter 6

A bright white light engulfed the room, causing everybody to shield their eyes, a figure came from the middle of the source of light, it was big and had wings and a horn. The light began to die down and everybody in the room could now see the figure standing in front of them, it stretched it's wings out as it began to walk towards Twilight Sparkle

"Princess Celestia!" Twilight exclaimed loudly "It's an honour to have you here but... what are you doing here!"

The white alicorn looked at Twilight, then at the other in the room
"Twilight Sparkle... who are these non-pony beings that have inhabited your home"
Odd had come downstairs with spike to see what all the noise was about
"Well you see Princess... these are humans. They are not from this world and were sent here accidentally when some of their technology had gone wrong. although they also brought a new threat to our land, which we are all quite capable of handling may i add, called erm.... XADA?"
"XANA" Ulrich corrected the lavender mare
"Oh yes that's right, XANA. an evil entity that controls all electricity from it's towers which have started appearing all around equestria, but only when they are red which means XANA is in control of it"
"But Twilight, we don't have much electrical items" the Princess said after a thought
"Yes but we have to be vigilant. The little electricity we have could be over taken at any moment in time"
Odd was getting bored and decided to butt in

"Long story short princess, XANA will attack everything she can and if we don't stop her then it could be bye bye pony land"
"And who are you to butt in in our conversation" Celestia replied with a slight hint of annoyance in her voice
"Im Odd, and these are my friends Ulrich, Yumi, Aelita and William"
"Hmm, i will allow you to remain here to fight off this evil attacker but once it is gone, you are gone too, okay?"
Ulrich butted in before Odd could say something stupid
"It would be our honour to defend this town with our lives princess"
Celestia turned back around to twilight sparkle and noticed her clothes.
"Um, Twilight" she looked around at the other ponies to see they were all wearing armour. "Why do you and your friends look like you are about to do the Hearth's Warming Eve play again?"
"These clothes are our armour to fight off XANA's creatures"
"Very well then, I shall be returning to Canterlot now but I will be watching over you with my telescope"
"Goodbye Princess, see you soon"
The white light came back and engulfed the whole room again, when it had disappeared, celestia was gone...
"Such a dramatic exit... I don't know why she didn't just walk out"

"Oh no, XANA has activated another tower, but I cant warn the others!" Jeremy said to himself

12:30PM, Ponyville Central

"Hey Odd, check out that pony with the purple shades"
Ulrich Odd and William had gone out to look around Ponyville while Aelita and Yumi were getting a treatment at the spa with Rarity
"Yeah, she seems pretty cool, Nice hair too!"
"How can you tell if its a she?"
"No parts that hang dude..."
"Oh... yeah"
Odd began to walk towards the white pony with the Purple shades
"Hey there, My name is odd, what's yours?"
"My name is Vinyl Scratch, my stage name is DJ-P0N3" the white mare responded
"Wow your a DJ that's so cool, I love DJ's how they can mix songs perfectly, its amazing!"
"Yeah well I don't get too many concerts to play at around here but I make enough money to live"
Ulrich and William had walked over
"Hey there" Ulrich greeted the pony
"Hey there... who are you?"
Odd replied instantly "These are my friends, Ulrich and William... our other 2 friends are with Rarity in the spa"
"Ahh i see, would you 3 like to come see my DJ setup?"
The three humans looked interested...
"Sure thing.. uhh.. i never caught your name?" William said
"Vinyl Scratch"
"Ahh ok the, lead the way Vinyl!"
Vinyl turned around and led the 3 humans to her home which was a few hundred metres away. Once they were in Vinyl shut the door behind them.
"could you please head downstairs to the basement while I make snacks?" Vinyl asked her guests
"Sure thing" Ulrich replied
Odd Ulrich and William proceeded to walk down the stairs to the basement
Vinyl stopped making snacks and locked the front door to her house, as she turned around, The lenses on her sunglasses flickered to reveal XANA's symbol.

Chapter 8

Vinyl Scratch began to walk down the stairs to her basement where all her electrical equipment was stored
"Hey guys" She greeted the 3 humans who were engrossed in her equipment. "You guys like the equipment?"
"Aww yeah!" Odd cheered. "Reminds me of the equipment we have on earth, but it looks a lot cooler"
"You guys wanna try it out?"
Ulrich William and Odd jumped at the chance to play with professional recording equipment.
"I'll take those faces as a yes then" Vinyl smiled at them and showed them in "Now just wait in there till I say you can start singing!"
Vinyl closed the soundproof door and electronically locked it, Knowing there was no way to unlock it from the inside
"Oh wait 2 seconds, I forgot a piece of equipment, I'll be right back!"
Ulrich, Odd and William just nodded as Vinyl couldn't hear through the soundproofing. Vinyl turned a dial on the wall before leaving and shutting the door behind her
"Boy, it's getting hot in here, I hope she comes back soon" William said while starting to sweat
"Haha, famous last words William!" Ulrich joked

Rainbow Dash was out clearing the clouds, she had just chased a stray cloud past Ponyville and into the vast countryside that surrounds it, she had finally caught the stray cloud and as she looked back to Ponyville she saw something in the corner of her eye. A sort of red mist, coming from a large tower. Rainbow instantly realised that it was one of XANA's towers and immediately rushed off to warn the others at the spa.

William, Ulrich and Odd were all sweating by now.
"You think... You think that Vinyl was infected with XANA?" William managed to speak
"Yeah I think she was" Odd said "I saw her shades flash a couple of times, and I thought I saw the XANA eye"
"WHAT? and you Didn't think to tell us?"
"I didn't want to worry you because I wasn't sure"
"Well, great timing Odd! Lets just hope Aelita gets to the tower in time"

Rainbow dash was nearing the spa when she saw Octavia banging on Vinyl's door.
Landing next to the musical mare, Rainbow decided to ask what was the matter
"Hey Octavia whats up?"
"Oh nothing, Vinyl has locked me out and she was supposed to be recording me for my new disc"
"Huh that's strange, I've never known Vinyl miss anything important, especially if it has something to do with Music"
"Yeah, I guess I'll come back later, She must be out. Take care Rainbow!"
"You too Octavia"

Rainbow instantly thought something suspicious was happening, she rushed to the spa. on her way there she spotted vinyl heading for the spa too.
'Weird... Vinyl never goes to the spa'
She slowly followed her in and saw something shocking... Literally, Vinyl held electricity between her two front hooves. She punched the receptionist with her hoof and she was sent flying back into the wall, unconscious. Vinyl headed into one of the rooms that was occupied. That's when the penny dropped for Rainbow. XANA was controlling Vinyl.
Rainbow sped into the room Vinyl entered and saw her holding electricity in her hoof again. Aelita was in the line of fire and wouldn't be able to shut down the tower if she was unconscious. She tackled Vinyl to the ground, Cancelling the shot that Vinyl was about to take.

Vinyl got up and started to wrestle with Rainbow dash.

"Aelita! Tower, North west, about 500m... GO GO GO"

Aelita quickly got up from her massage chair and ran out the door. Yumi in persuit

"I REALLY.... Hope Aelita has... found that tower" Odd said, gasping for air
"Does anybody even know we're here?" William asked
"Nope" Ulrich responded "Its all up to Aelita and Yumi now..."

Aelita was running towards the tower, now in plain sight. when she spotted 2 Krabs and a Megatank
"You take care of the Krabs Aelita, I'll get the Megatank"
"Okay Yumi"
Aelita charged up her energy field and shot it at one of the Krabs, Destroying it instantly. The Megatank opened up to charge its laser, which Yumi Dodged with ease, and landed on top of it, slicing its eye with the extra fan she keeps that nobody knows about, Destroying the Megatank
"Heh... Good job Pinkie didn't take this!" Yumi laughed as Aelita shot down the second Krab
"Yeah... we're getting quite good at this aren't we!" Aelita laughed as she ran towards the tower
Insode the tower, Communications with Jeremy resumed
"Jeremy, you there?"
'Yes Aelita but you've got to be quick, Odd, Ulrich and William are in Vinyl's basement, being melted by heat, But quickly before you deactivate the tower, im virtualising a new thing into the middle of the tower, i've been working on it for a few days now... Its a scanner device that should work in Equestria so you can find activated towers. but because of the short electricity supply there, it may take up to an hour for a tower to register on the scanner'
"Thanks Jeremy!"
'My Pleasure'
Aelita quickly rose up the tower and proceeded to identify herself to the tower so it could be shut down. the code: EQUESTRIA appeared and the tower was shut down, But this time a time field was activated, reversing time to a few hours ago.

"And thats how Equestria was made" Pinkie shouted
"WOAH WAHT JUST HAPPENED!" Rainbow shouted what everyone else was thinking
"That, Rainbow" William started to explain. "Was a time field, we get sent back a few hours when the tower is de-activated. But Aelita has to Initialize it from the tower. Jeremy must have told her we were trapped in Vinyl's basement"
"That he did, he also gave me this scanner so we can tell when a tower is activated... An hour after it's been activated" Aelita showed everyone the scanner
"Well I guess that's over for now then" Ulrich said
"Yep, Until XANA strikes once more" Odd replied

Chapter 9

AN: Please excuse any spelling and grammar mistakes because I wrote this at 7AM after doing an all nighter

"Hmm, these readings are off the charts, what is XANA doing in there" It was 4PM back on earth, Jeremy had just gone to the factory basement to check on the recent power surges that had been happening around the school and factory. XANA was doing something big, but he didn't know what

William had just finished going for a walk around ponyville, he was headed back to twilights treehouse when he saw a strange pony walking into town with no cutie mark. he was a Maroon coloured pony with a yellow coloured mane. William decided to introduce himself, as he had never seen this pony before, which means he must be new. As he got closer he realised something was weird about the ponies eyes, but he shrugged it off.

"Hey there" William said as he approached the pony
The maroon pony looked at William with those weird eyes, stared at him for a couple of seconds then walked away, towards the Everfree forest.
"Weird... I'd better tell twilight about this"

-------------------------------Twilight's Library-----------------------------

William knocked on the door before entering, when he did enter the place was a mess. books were thrown about everywhere, as if Twilight's magic had gone crazy and just rocketed every book out of place

William heard twilight groaning to herself upstairs
"Twilight... I need to talk to you about something strange" William shouted up the stairs
William heard a thump, as if something had just fell from the floor above
"Oh erm, I wasn't expecting you William, I'll be down in a minute"
William smirked. He knew exactly what twilight was doing upstairs. and figured that's why all the books were thrown about. he took a sneak peek at one of the books.
'Clopping For Bookworms'
William let out a hearty laugh after reading that book title, just as Twilight was walking downstairs. Twilight started to blush
"erm.. hehe, yeah...." Twilight looked nervous
"Oh man, this is too funny. I knew ytou had a lot of books but... wow..."
Twilight started to flick her hooves back and forth.
"You're starting to look like Fluttershy... whats up with you?"
"Oh.. its nothing... really, dont ask. What's this thing you wanted to tell me?"
"Oh yeah... there's this new earth pony in town, his eyes are kinda weird and when I tried to talk to him he just looked at me and walked off like I was from another planet or something"
"Erm, William... you Sorta are from another planet" Twilight was still looking nervous.
"Oh yeah, forgot about that... so is clopping like what we call ma-"
Twilight gave William a glare, basically telling him to shut the buck up. William of course already knew, he just wanted to make twilight blush more, as he thought it was cute. He also knew what was making twilight so nervous, she had a schoolgirl crush on him which makes her even more cute in his eyes.
"Well I gotta get going Twilight, I'm going to keep an eye on that new pony, last I saw he was heading into the Everfree forest. I'm suspicious of him, cya!"
after William left, twilight quickly tidied her books and ran back upstairs, shutting her door and continuing her... activity

Ulrich caught William heading towards the Everfree forest and caught up with him
"What's up?" Ulrich asked
"Oh. Ulrich... Not much, new weird pony came into town this morning... headed into the forest. I'm just about to go look for it... you coming with me?"
"Yeah, but we should pick up Fluttershy first, she probably knows the forest like the back of her hand, she does live next to it"
"Good thinking, lets go"

Ulrich knocked on Fluttershy's cottage door, Odd answered.
"Hey you two, whatcha doin'?" Odd asked
"About to go into the forest to find a weird red pony who came into town this morning, is Fluttershy here?"
"Yes.. 2 seconds!"
Odd shut the door and shouted Fluttershy. Fluttershy opened the door again.
"Um.. Hello?"
"Fluttershy can you escort us through the Everfree forest? we're trying to find a suspicious pony who went in there this morning"
"Oh, sure thing... let me just ask Odd to take care of the animals"

----5 Minutes Later----

Fluttershy re-opened the door and stepped out, ready to escort the 2 humans through the forest.
"Ready? because if your not I can wait" Fluttershy asked timidly
"We're ready, lets go"
"Sure is dark and creepy in there, I hope you know your way around Fluttershy" William remarked
"Oh don't worry about it, We'll be fine, as long as theres no dragons I can tame the animals!"
"Hm, there seems to be some hoof tracks in the dirt here, quite new too" Ulrich called to the others
"We following them? William asked
"Of course we are, its the only lead we've got so we should take it"

----Another 20 minutes later----
"William... it was a spider, calm down already!" Ulrich begged William, a spider had jumped on him about 10 minutes later and he had not stopped crying about it since
"I hate spiders..."
"We're here, so SHUTUP!"
"Looks like an abandoned old castle."
"I know this place!" Fluttershy piped up after being silent the whole way through the journey. "Me and the others were here when we discovered our elements!"
William and Ulrich looked confused
"Oh... Twilight will tell you later!"
"Well" Ulrich spoke "I guess its time to find out who this mysterious pony is then... no point in wasting time, lets go!"

Chapter 10

William, Ulrich and Fluttershy were standing outside the old castle inside the Everfree forest, the place where Twilight learned about the 6th element, Magic, and discovered the true power of friendship, the maroon pony had walked in there no less than 15 minutes ago, and he was still in there, William and Ulrich were about to try and find out why.
"Watch out for the rickety bridge, it'll only hold one of you at a time" Fluttershy warned the 2 humans as they were about to cross.
"Got it!" Ulrich said back
Ulrich and William crossed and were about to go into the castle when Fluttershy shouted for them. She was back at the bridge
"I.. i think i'll wait here, just in case anypony comes looking.. if that's okay?"
"You scared Fluttershy?" William said with a small smile
"A little..."
"Okay then, you stay out here and warn us if anyone comes!"
Ulrich and William walked into the castle, not knowing where to start they just started to wander in a different direction.
"Hey... Ulrich can I tell you something?"
"Maybe, What is it..."
"Well I think that Twilight pony has a crush on me..." William started to blush slightly.
Ulrich stopped dead in his tracks and began to slowly giggle... which then turned into a full blown laugh
"oh.. oh my sides... you... and twilight sparkle... OH PLEASE STOP. HAHA YOU WANT TO DATE A HORSE!"
William frowned and punched Ulrich's arm
"I never said I liked her back you cunt!"
"Do you like her back?" Ulrich asked
William quickly tried to change the subject "Lets move on, we need to find this pony"
"Wait, you're changing the subject... THAT MEANS YOU DO, OH GOD WAIT TILL I TELL ODD"
William turned around and glared at Ulrich
"You so much as utter a word of this conversation to anyone this sword will be going through your mouth, you got that?"
Stifling a laugh, Ulrich managed to nod
"Okay, now lets go find this stranger... And no questions!"
They decided to walk up a spiral staircase they found which seemed to lead to the highest point of the castle, the spire, Half way up they heard hoof steps and knew they were going in the right direction. At the top of the spiral staircase they stopped and looked into the room it lead to. Sure enough, there was the maroon pony, He seemed to be channeling some sort of magic through his hooves to some instruments set up around the room.
"Wait, that's not magic... its electricity... that means this is either Vinyl's new DJ setup or that's XANA in pony form" William whispered to Ulrich
"Hmm, you sure you dont have a crush on that pony too"
William then punched Ulrich in the face, alerting the Maroon pony, who now had a cutie mark on his rear. the XANA eye
"ohh, that's definitely XANA"
William and Ulrich pulled out their weapons, Ulrich's face still hurting, and readied themselves for a battle.

William was the first to strike, he swung forward with his sword but XANA jumped back, dodging the attack, Ulrich was next, he jumped over William and began to attack with his twin swords, XANA blocked every move with his hooves.

"William, this thing is strong, we need to work together to take it out!"
"Got it"

Ulrich kept attacking with his twin swords until XANA hit him in the gut, sending him backwards. XANA spun around to face the sword flying at his face, he quickly turned around and kicked the blade out of william's hands, leaving him weaponless. William reacted pretty swiftly as he realised what was happening and he landed on XANA himself, taking him down, ready for Ulrich to strike
"Ulrich, NOW"
Ulrich quickly ran towards the 2, as he got close, William let go of XANA and Ulrich brought one of the blades down into its head, and one into its cutie mark, causing it to explode and a purple wisp to come out of it, which quickly retreated out of the window and into the Everfree forest somewhere

"I think XANA has found a way to make a body for its self, we have to be careful now, he could come back even stronger" William said, while grabbing his blade off the floor
"Yeah, lets go tell your girlfriend and the others what's happened"
William simply sighed, Ulrich wasnt going to let this down

Twilight's Home

"So" Twilight said "XANA has her own form now, and its a maroon coloured pony with a yellow many, I'll alert Canterlot of this new threat right away"
"Wait twilight, we don't know if he'll look the same every time" William said, before she sent the princess the wrong information
"I guess, I shall still send a report to the princess though"
"Can I come with?"
"Sure!"
Ulrich smirked

"Ha, just wait till that XANA creep comes back. I'll kick her flank!" Rainbow Dash blurted out obnoxiously
"Calm down Rainbow dear, it's probably stronger than you anyway" Rarity added
"Well" Aelita butted in before Dash and Rarity started an arguement "I think we should always be alert, we never know what could come next"
"I agree" Applejack added "Always sleep with one eye open, as they say"

"So why did you want to come with me William? Spike usually writes my letters for me, but he's out at the moment"
"Well, erm. its about earlier"
"Oh.. hehe, sorry about that"
"No that's fine, just let me talk now. Just listen. I know you have a crush on me and is cant say I don't feel the same way towards you but, I think we need to get to know each other more before we yaknow, start dating. I also dont know how long I'm going to be here for, I don't want to start a relationship if I'm going to be gone tomorrow. Just give me a week or so to think about it okay?"
Twilight didnt talk
"You can talk now"
"Oh sorry, I was just taking that in..."
"Its okay, you dont have to say anything..."
William couldnt believe he was about to do this but, he kissed twilight and walked away... at the door he stopped
"I'll talk to you more about this tomorrow"
he then left and walked back downstairs

Twilight walked downstairs. she looked a little flushed
"You okay, Twi?" Applejack asked "You look bothered"
"oh.. oh its nothing I was just thinking about something"
"Did you send that report to the princess?"
"Sure did!, im a little tired guys. I'm going to turn in early"
"Okay sugarcube, we'll see y'all tomorrow then?"
"Yep, see you tomorrow"
Everyone filed out of the treehouse, Only Ulrich had any idea what had just happened between William and Twilight, and he found it hilarious.