Nighttime in Ponyville. But not the one you know.
A pale pink earth pony named Toola-Roola ran through the streets, with the colors of the rainbow split between her mane and tail—well, magenta instead of red because red was too bold a color to have—and a pen and scribbles cutie mark. Compared to any ponies you know, her legs were inflated, her body shrunk, and her head was a bulky box, but that’s just what ponies look like in this Ponyville. Why do they look like this, you ask? The question to be asking is why she’s running.
Toola ducked into an alley, racing halfway down and jumping behind a stack of pallets to the side. She listened as a grouping of steps approached. Readying something that looked like a silver pen, she peeked over the top to watch for their shadows slinking along the far wall. She took a deep breath.
Three craters suddenly appeared on the wall at the end of the alley, a split second later three black equine figures appearing in the craters with a crash, and a winged figure with glowing magenta eyes blurred into view skidding to a stop in the center of the alley. What little light there was gleamed off of the figure’s form. Toola tried looking at the winged figure, but with a flinch it shot up and disappeared from sight. A second later, each of the black figures exploded in turn into green clouds of flame, Toola ducking back.
When she looked back at the scene, only a thin film of green slime remained on the wall. Again she’d missed a good look at the winged figure, but she still knew who it was. She glared where it had been standing. “…Rainbow.”
{Insert Kamen Rider Kabuto intro.}
The Next Day
An infestation had descended upon Ponyville. Shapeshifting monsters called changelings who could copy and replace anyone without leaving a trace, but Toola-Roola was determined to be the one to weed them out. She’d been on the trail of one that had made a few too many mistakes recently, but it always seemed to have a few foot soldiers hiding nearby.
Toola had just confronted the imposter, and it had run. She was now chasing its disguise through the violet streets of the happy little town with buildings shaped like hats, cupcakes, and teapots, but it was running into the crowd gathered outside the popcorn bag movie theater across from the park. A dirty way of hiding, but she wouldn’t let it escape.
“Hold it right there!” Toola shouted, pulling out her silver pen, a miniature gun strapped to her hoof. Her quarry stopped, the crowd turning to look at Toola. “Not another step.”
The pony reached a pale green hoof up to their pink, green, and yellow mane, turning to her. “W-what are you talking about?” they said in Coconut Cream’s voice. “Toola, what are you doing? What is that?”
“You’re not fooling me, monster,” she insisted, trying to keep her hoof from shaking as more eyes fell upon her, murmurs going through the crowd. From the crowd, the pink Cotton Candy stepped in front of Coconut. Toola shifted her stance, unable to aim past her. “Get-get out of the way,” she stuttered, glancing around, “I’m protecting you!”
Cotton Candy gave Toola a confused look. Then a wave of green flame washed over her, revealing a black insectoid equine staring back at her. Toola trained the pen gun to the changeling in surprise, taking an involuntary step back. The changeling smirked and hissed at her. Then Toola saw another green flash beside her.
She turned to see another changeling in the crowd. Then there was another green flash. Then another, and another. Her eyes darted left and right, as familiar faces went up in green flame. Apple Spice, Starbeam, Desert Rose—Toola spun around in a panic as nopony showed any hint of surprise, seconds before losing their disguise. Daisyjo, Puzzlemint, Loop-De-La, Heart Bright—everypony she’d thought she’d known. Had they all been replaced? Or had they ever been real?
Toola turned back to Coconut Cream, now the only pony left, aiming her pen gun as threateningly as a panicked child could, Coconut now wearing a sinister grin. In a burst of green flames, her form was replaced by a slightly bigger changeling wearing iridescent green armor, with mandible decorations reaching off its helmet.
Toola took one last scan of the area. No one else was around; no panic was being raised but hers. She steadied her stance as best she could. “I have to do this,” she whispered to herself. She blew a strip of her mane out of her face.
With a battle cry, she unloaded her pen gun on the changeling that had been Cotton Candy, but it walked right through the barrage of sparks bouncing off its casing and pulled the weapon from her hoof, grabbing her by the neck as the horde closed in.
Then something small and fast flew by and knocked away its mangled hoof and hit it in the chin, zipping and busting its way through the crowd and up the street. All turned to see a lone pony standing silhouetted by the sun, their mane worn in a large high ponytail. The small flyer hovered up beside them. Was it a Breezie? No, it was a small robotic pegasus-shaped device only a few inches long, light blue with a rainbow mane and tail.
The mechanical flittering of its wings was no stranger to Toola’s ears, and she easily recognized the pale seafoam earth pony, whose mane and tail unevenly split the colors of a pale rainbow—again, with pink in place of red. “Not this time, Rainbow!”
A Rainbow Dash whom you would not know raised her left forearm, a brace strapped to it, and said in a sweet little voice you wouldn’t recognize, “Henshin.” The Pegasus Zecter flew around her several times before latching its hooves into grooves on the brace, folding its solid wings to point straight back with their undersides facing out, and pulling itself down onto it with a click.
HENSHIN
A hexagonal wavefront swept from the brace down over her, depositing a bulky silver and bright blue metal suit, her ponytail disappearing inside. Her helmet had small magenta bug-eyes and a sculpted multicolored mane, and the limbs and body of the suit were far thicker than any pony ever seen around here…but maybe not in another Ponyville you don’t know.
With a snarl, the nearest changeling to Rainbow leapt at her. Her head barely tilted, and with her next movement she punched out, hitting the changeling in midair. It flew back and exploded into a cloud of green flame before it reached the ground. The other changelings tensed and prepared to fight, but saw that Rainbow wasn’t advancing. They waited for a few seconds, and then one took a step towards Toola. Rainbow didn’t move.
Toola quickly tried to run, but a changeling behind her shoved her back to the center. The ring closed in again, ignoring the inert Rainbow. She punched one on the chest, but her hoof stopped on its casing, and it grabbed her arm and twisted her to the ground.
“How long will you do this?” Rainbow asked over.
Toola pulled herself back up with the changeling’s grip, shoving against it but being unable to push it back. It raised an arm and brought it down, sending her to the ground again.
“Just accept it,” came Rainbow.
“Not a chance!” Toola shouted back. “If I can’t help someone alone, what am I worth?” She rolled away and kicked the changeling in the nose. “Why can’t you see that!?”
“Who are you helping?” Rainbow replied.
Toola stopped. She looked around the town. Had it really been so empty all along?
The changeling rammed her over.
“Just say it,” Rainbow said. “Show me you know.”
Toola coughed as she pushed herself back up, but a changeling rammed her to the ground again, the horde closing in. Gritting her teeth, Toola finally relented.
“You said I could count on you!” Toola cried. Rainbow remained unmoved. “It’s just like you’ve always told me, always tried telling me. I don’t have to do this alone, because…” Rainbow looked over to her silently. “…no matter what happens, whatever challenges I may face…you’re my friend. Rainbow Dash…I need your help!”
For a tense second, nothing happened.
Rainbow reached over and clicked the Zecter’s wings up slightly on their shared axle in the middle of its back, magenta electricity running across her armor, the segments of its plates lifting off slightly in turn: slim bands around her limbs, large plates on her torso, and even the panels of her face lifting apart to reveal that her small eye covers were merely the centers of larger eyes underneath.
The changelings’ attention shot over to her, one flaring up green magic on their horn and charging, but Rainbow quickly grabbed them with her left hoof. She stared into its eyes as it struggled to free itself.
“Cast Off,” she said. She pushed the Zecter’s wings up to pointing vertical.
CAST OFF
More electricity reached onto her armor, and the outer plates shot off at once, several smashing into the changeling and bursting it into a cloud of green flame. The other changelings ducked as the rest of the pieces flew out and disappeared into the distance. As the flame cloud dispersed, a slim equine figure was revealed. A pair of metal wings spread open from their back, and their large magenta eye covers flashed.
CHANGE PEGASUS
Rainbow’s new armor was smooth and sleek, metallic light blue mixed with dulled silver with a much shorter and more brightly-colored mane sculpt now featuring the real color red among the rainbow, something perhaps more familiar to you than before. She pointed at Toola. “And I will always be there for my friends.” {FULL FORCE}
Two changelings ran up and tried to grapple her, but as she easily swung and tossed them aside she saw a green flash in the corner of her eye. Upon looking over, she was met with a crowd of Toolas, all of them looking around in confusion. They all turned to her and began calling.
“Rainbow!”
“Rainbow Dash!”
“Rainbow, it’s me!”
“You’re not—oof!”
“Don’t believe them, I’m me!”
“Rainbow, please!”
Rainbow scanned over the crowd for a few seconds as they kept trying to push past each other in a constantly shifting sea of imposters. She reached to her Zecter and pumped its wings back once.
DASH
Rainbow shot forward with a burst of speed, ramming into the front line of Toolas. Another looked to her and she punched it in the face, zipping around the edge of the group before plowing through from the back, spinning to punch, elbow, and kick every Toola in reach. After a roundhouse to lay flat a row, she turned with a pulled-back arm to face the last two Toolas standing and stopped mid-pose. She glanced between them. A split second later and before either could make a case, she swung and hit the one of the left.
The last remaining Toola looked in surprise between Rainbow and the Toola with a busted nose on the ground. The unlucky one hissed, a wave of green flame reverting it to a changeling. On the ground around them, the other downed Toolas began reverting one by one until the standing Toola was the only one left.
Toola looked around the scene again, her heartbeat beginning to settle down. “H-how did you know I was the real one?” she stuttered.
“It was easy,” replied Rainbow. “You have a unique look of innocent cluelessness in your eyes even when trying to be serious. Nopony can truly replicate it, not even a changeling.”
Toola gave a look. “Gee, thanks.” Suddenly a shadow fell over her.
Toola was pushed to the side by Rainbow as she caught the last changeling she’d outted mid-tackle. Rainbow glanced to her. “Get clear.” As Toola scurried away, she punched the changeling back.
The changeling leapt at Rainbow, but she swung up her left arm to block it, the Zecter’s wings getting pushed over forward in the process. The changeling snarled in her face, but she didn’t react; it gave a puzzled look.
ONE TWO THREE
With a discharge sound, arcs of magenta electricity jumped between the Zecter’s wings as they locked into place, and Rainbow quickly pushed the changeling off and punched it back with the Zecter arm, zapping it. She saw that Toola had taken refuge under one of the park’s trees across the street, but the rest of the changelings were recovering and getting back up, turning their attentions in to her. Rainbow held out the Zecter. “Rider Kick.” She grabbed its wings and pulled them back up to vertical.
RIDER KICK
Magenta electricity surged from the Zecter’s wings up her arm and to her suit’s own wings before redirecting down her right leg. She jumped up and flared her wings, kicking out with her right hoof and shooting forward in a wave of electricity. She hit the stunned changeling before pushing past and plowing through the horde behind it, surges of electricity jumping from changeling to changeling and wrapping back around to encompass the swarm. Hitting the ground and sliding to a stop, she leaned over onto her hooves in slow motion as the changelings behind her collapsed, exploding into a green inferno. If someone had been looking at the right angle, it would’ve been an awesome sight.
Her wings folded back in and she looked to her arm. “Still not rainbow,” she sighed, watching the last of the electricity fade from her Zecter.
The flames dispersed to reveal three changelings standing in a row off on the sidelines: the one with green armor between two others, the two that had first attacked her slim form. As Rainbow turned to them, however, the two began steaming and parts of their casings turned a dull glowing orange; the orange plates melted as new armor grew out of them, giving them new iridescent armor and mandible decorations like the first one, blue for the one to the leader’s right and purple for the one on their left.
“Three, huh?” Rainbow said to herself. She scanned the ground, but saw nothing suitable to use. “I’ll have these guys dealt with in one second flat.”
The molted changelings crouched ready to sprint, and what sounded like faint pulsing revs started up.
Something caught Rainbow’s eye. That would do nicely. She picked up a stray pebble on the ground near her and tossed it up into the air, looking to the changelings.
The changelings rushed forward and, in a blur, vanished from sight.
“Clock Up.” Rainbow quickly reached over and grabbed her Zecter’s upright right wing, pulling it down horizontally to the side, the left wing flipping down the other way at the same time.
CLOCK UP
All sounds stopped, a constant background humming rising to the forefront. The entire view became a step brighter, every shiny object now reflecting with just a bit more of a glare.
The falling pebble froze in midair. The branches of a tree in the park, blowing in the wind, froze mid-wave. Toola, seeing the changelings disappear and quickly looking over to Rainbow, froze mid-glance. And the vanished changelings blurred back into view, having closed half the distance to Rainbow, now moving as if their footage had been ever so slightly sped up, each motion bringing with it a whooshing sound.
Rainbow didn’t move as they neared, letting them think they still had the advantage, just for a few seconds longer…
Take note.
When the changelings were barely a foot away, Rainbow suddenly punched forward, bringing the green armored changeling to a halt with a hit to the chest, the others stopping short. Then her wings sprang out, hitting them in their faces.
All of this happens before the pebble falls back to the ground.
She jumped and kicked the stunned Green, sending it rolling away before the others could recover. Purple tried to tackle her, but she ducked under it, ramming into Blue and pushing it back a few steps, jamming her front hoof into the ground to spin with her remaining momentum and buck Purple away as it came by.
Blue tried grabbing her, but she grabbed its arms back, pulling back and forth to unbalance them before flipping them over and sending them tumbling away. She turned back to Purple, now swaying back to its feet a distance away. She grabbed her Zecter’s right wing and, the left wing moving in unison, pumped it to face straight back once, twice, three times.
DA-DA-DASH
With a burst of speed she zoomed over and slammed Purple staggering back. She sped up to it again and began pummeling it with punch after punch, blurring forward without stepping to keep it in range. With one final hit, it stumbled away a few steps, bursting into a purple flame cloud where it stood.
Rainbow heard the buzzing of wings behind her, getting rammed in the back as Blue flew by; she flared her wings and jumped after it. The two zipped back and forth around town, blurred streaks slamming into each other as the pebble slowly continued to fall.
The two crashed into each other and spun through the air, Blue trying to grapple Rainbow, but she punched it off, letting herself slowly spin and drift to a stop. The changeling tumbled through the air before finally catching itself, shaking its head. Rainbow was facing away from Blue, but didn’t turn back. She pushed her Zecter’s wings around forward and held them there.
ONE TWO THREE
Magenta electricity jumped between the wings as they locked in place. She took her hoof away and took a deep breath. The changeling snarled and darted at her. Rainbow only hovered there, staring up at the sun. She pointed up to it. The changeling’s curved horn erupted into a cone of sickly green magic streaking right for Rainbow’s back, closer, closer, closer.
Rainbow softly muttered the words, “Rider…Kick.” She quickly reached down and pulled the Zecter’s wings back to pointing out.
RIDER KICK
Faster than the changeling could cover the last few feet, magenta electricity jumped from the Zecter’s wings up her arm and to her own, flowing down to her back right leg as she spun around with a counter kick and caught its face with her hoof, a burst of blue flames consuming both of them. The flame cloud dispersed to reveal Rainbow floating there as before, pointing up at the sun. “One second.”
The eyes on her Zecter flashed magenta with a beeping sound and its wings flipped back up to vertical.
CLOCK OVER
The glare and humming of Clock Up vanished. The pebble unfroze and kept falling. The tree branches unfroze and kept blowing. Toola unfroze and saw that Rainbow was no longer where she’d been. “There she goes again,” she sighed. She jumped as a pebble clattered to the ground.
Rainbow flew back over and landed in front of her. “Now,” Rainbow said, “was that so hard?”
“Yeah, yeah,” Toola amusedly brushed off. “But did you have to let them drive the point home so long? Y’know if you were really as good a friend as you claimed, shouldn’t you have jumped in and saved me without my asking like always?”
“But then what would the lesson have been?” Rainbow replied.
“What lesson?”
Suddenly the sky darkened over with storm clouds, thunder rumbling. An ominous feeling descended.
“Huh?” said Toola, looking at the sky. “Don’t tell me it’s that Whimsy dragon from the mountain again.”
Rainbow, however, was looking around at ground level, and spotted the green armored changeling sneaking into an alley. Looking back, it saw her spot it and darted away in a blur. “Stay here,” Rainbow said, reaching to her Zecter.
“For wha—?” Toola started asking.
CLOCK UP
Green scurried through a back alley in the brightly glaring scape, looking for the next turn it could take. It took a glance back to realize that no one was following it. It stopped and grinned.
ONE TWO THREE
“Rider Kick.”
RIDER KICK
Green turned in surprise to see Rainbow shooting down at it from the rooftop in a kick surrounded by magenta electricity, closing the distance in only a second. Then the whole scene froze. Rainbow, the changeling, even the electricity and motion blurs had all frozen amid a murky green tint, and neither was aware of it. Footsteps approached, the shadow of a figure falling over Rainbow. It stood there a few seconds, staring at her. Then a blast of green energy knocked her aside in a slow motion tumble. Her Zecter’s eyes rapidly flashed and beeped.
CLOCK OVER
Rainbow crashed to the ground, electric sparks jumping across her armor as she rolled to a stop. She struggled as she slowly turned over, looking up to see a changeling twice as tall as her. Green saw the new arrival and realized what had happened, taking a step to the side with a bow of its head.
“Ah,” said Queen Chrysalis, “so you’re the one who’s been messing with my swarms.”
“Oh,” Rainbow replied casually, “so you’re the one whose swarms have been messing with my town.”
“Very perceptive. But this struggle shall continue no longer.”
“I’d accept your surrender,” Rainbow said, pushing herself up, “but mercy isn’t what you’ve earned.”
“Oh-ho, it remains funny to the end,” Chrysalis chuckled. “How lovely.” She blasted Rainbow with another pulse of green energy from her long and mangled horn, sending her flying farther back in a shower of sparks. “Perhaps you misunderstood whose end it would be.”
“No,” Rainbow grunted. She pulled herself around to face Chrysalis, electric sparks jumping from a black gash on her Zecter. “If there is something to be understood, it is this,” she proclaimed. She raised a hoof in front of her, pointing to the stormy sky. “No matter how bad the tempest may be, when the clouds break…” Behind Chrysalis, as if on cue, two of the clouds split apart, and a rainbow streamed through. Rainbow stared into it. “…there I am. Shining in the sky after every storm. A speed faster than the motion of your eyes. Rainbow. Dash.”
“Poetic,” Chrysalis sneered. Behind her, a glint shone off of the rainbow…and a small colored streak shot out of it, darting over to them. Rainbow tilted her head curiously. “But I never gave you the right to have your last word—ow!” The colored streak rammed past Chrysalis’ head from behind, zipping up to Rainbow and buzzing in place.
It was an odd, skinny object, flat on both edges as if an image had been given depth, and shaped like a small puff cloud with a multicolored lightning bolt extending above it; this bolt was split down the middle frontways, and each half flittered down to the side like insect wings. After being seen clearly, it zipped over above her Zecter, turning forward, and snapped its wings together above it, dropping down and sliding in between the Zecter’s upright wings.
“It seems fate has decided differently for me,” Rainbow said. She took a closer look at the new apparent Zecter. “Perhaps this could finally…”
She pushed down on the bolt, the cloud body sliding into the Pegasus Zecter’s back through a hidden trapdoor panel, latching firmly in place with the wide tips of the bolt wings cupping over Pegasus’ wings. She pumped the new combined wings backwards once.
RAINBOW CAST OFF: CHANGE RAINBOW PEGASUS
{LORD OF THE SPEED}
A rainbow pulse melted from the glowing bolt wings and flowed across the Pegasus Zecter, the black gash closing back up and fading. A wave of rainbow spread across her armor, surges of electric rainbow fire shooting up from her hooves and rising bolt-shaped rainbow spines along her limbs; her suit’s sculpted tail extended, spiked, and bent into a ‘Z’; the helmet’s mane folded back and grew, stretching over her back; and her wings opened up, extra layers forming on by one in rainbow colors out beyond the tips.
The green armored changeling hissed and flew at her. She looked to it. Without moving a muscle, Rainbow sped past it in a rainbow blur, leaving a glowing gash across it from the Rainbow Zecter’s wings; the changeling gave a midair groan before exploding into a cloud of dark green flames. As they faded, something small was seemingly tossed from the cloud, bursting in a tiny explosion a second later. How odd.
Chrysalis gave a shout of rage before rearing up, but Rainbow quickly flipped the Zecters’ wings down to the sides.
RAINBOW CLOCK UP
As Chrysalis stamped down, the entire scene except her froze over again with a murky green. With a sadistic grin she looked to Rainbow, but stopped in shock.
“Nice place,” Rainbow said, her armor covered in a flame-like rainbow glow and also free of the green tint. “You seemed lonely here in frozen isolation, so I decided to give you some company.”
“But how are you…,” Chrysalis stuttered. “Inconceivable!”
“Don’t even make me comment on that word,” Rainbow said.
Chrysalis leapt at her, but she streaked out of the way without even flinching. Rainbow leapt in and slashed with the Zecter, Chrysalis swinging up with her arm and hitting her rainbow aura but being unable to pass through it. Rainbow pushed herself back off, streaking forward and slicing past Chrysalis then back and around again and again, gracefully sliding back to where she started.
Along with other glowing gashes, Chrysalis’ horn and one of her wings had been severed in half. She only glared at Rainbow as green flames leaking from her injuries regenerated her. Chrysalis threw her head forward and shot a green blast, the beam tearing up the ground towards Rainbow, but Rainbow spread her wings and sprang back, her wings leaving a rainbow funnel that, when the beam hit it, curved it up to follow her high into the air. The beam caught up, but she held up a hoof and her rainbow aura deflected it off into the sky.
“The rainbow is here,” Rainbow called down. “That means your storm is over.” She pushed the Zecters’ wings back.
MAXIMUM RAINBOW POWER
She pulled the wings back to the sides and pushed them forward, holding them for a second.
ONE TWO THREE
They locked in place as arcs of rainbow electricity started flowing orderly up and out between them, like that wire thing a science museum would have on display. Fuming, Chrysalis roared and unleashed a massive green beam up at her.
“Rainbow Kick!” Rainbow shouted, pulling the wings back out.
RIDER KICK
Rainbow electricity surged from the Zecters’ wings up to her own; she turned them behind her as she took the position of a kick and the electricity bridged her wings and hoof in a ‘V’, the edge of her wings blasting rainbow fire to propel her down into the oncoming beam. The ‘V’ flared into a cone as the attacks hit, forcing each other to a stop, but as they held in place, Rainbow began inching forward, slowly gaining speed against the straining Chrysalis before suddenly pushing through the beam all the way down to its source and hitting with a flash and massive explosion.
Blue, yellow, green, red.
Overlooking the scene from a distance away, colored windmill blades slowly passed in front of a magenta earth pony’s view.
Blue, yellow, green, red.
Storybelle watched the explosion fade from atop her tower as a yellow dragonfly buzzed around above her. She sighed.
“The wind moves stories in mysterious ways,” she said, “doesn’t it, Gossamer?”
She held up her hoof, the dragonfly quickly circling in and landing on it. The dragonfly was mechanical with a black-banded tail, no legs, and dual silver laser barrels for eyes. Another Zecter.
[Insect wings close in from the edges of the screen, shattering and framing the image in a broken glassy green border.]
* * *
The Mane 5 just sat there and stared at Rainbow Dash as she finished her story. Someone blinked.
“I know,” the pegasus said. “Weirdest dream ever, huh?”
“Wait,” Applejack spoke up, “so, who’s Toola-Roola?”
Twilight raised her hoof. “Was that a cliffhanger at the end there?”
“And an ending screen?” added Rarity.
“How did you know how to use the second Zecter?” questioned Fluttershy.
“Did that last changeling explode twice?” Spike asked.
Pinkie crossed her arms. “Are you sure Princess Luna isn’t just messing with you?”
24 Hours Earlier
Last Nightmare Night in Ponyville, something had gone unaccounted for. Since then, it had lay unnoticed up against a wall: a small clear whistle-like object with a reddish orange box on the end with a small head sticking out. No longer.
Above it, a pair of arcs drew themselves in the air, flipping past each other to form a small eye-shaped portal. A wisp of purple liquidy shadow flowed out of it, circling down before shooting and absorbing into the whistle, triggering a small burst of sand to fly out. A black grasshopper with teal legs flew in and landed on it, a second later green flames erupting around it.
“We… remain…”
Author's Note
The search continues for a video of the theme song. What has copyright done to the internet?
To find out more about the last scene, check out my other Henshin One Shots, and then wait until Halloween…
