Sonic Origins Vol 1: Rainbow Dash's Story

Chapters

Prologue
Chapter 1: Equestrian Flyers
Chapter 2: New Encounter, New Adventure
Chapter 3: Silver
Chapter 4: Friendly Greetings
Chapter 5: Spatial Awareness
Chapter 6: The Death Egg Robot
Chapter 7: Doubts of the Mind
Chapter 8: Stardust Speedway
Chapter 9: Strange, Isn't It?
Chapter 10: A Fickle Thing
Chapter 11: Metal Madness
Chapter 12: Triple Threat
Chapter 13: Acceptance
Chapter 15: Brother Bonds
Chapter 17: Vanguard
Chapter 18: Beacon
Chapter 19: Super Sonic
Chapter 20: The Calm
Chapter 21: Enter Shadows
Chapter 22: Loyalties
Chapter 23: Broken
Chapter 24: For True Story
Chapter 25: My Friend
Chapter 26: Countdown to Destruction
Chapter 27: A Timeless Friendship
Chapter 14: Attack on the Egg Carrier
Chapter 16: Six

Prologue

Author's Note

When going into this story, please know that this story premise was heavily inspired by the plot if Dragon Ball Xenoverse. I don't want anyone thinking I'm trying to mooch off of Bandi Namco's game. That being said, while the idea for the plot was heavily inspired by it, I can promise that it is its own story and and will provide its own twists and turns as it progresses, along with, of course, a certain ship that may have brought you here in the first place. Note: This story was first uploaded on Fanfiction.net and is still in the works. The first ten chapters were uploaded on the same day, aside from the prologue. As I finish the story, it will be uploaded both here and on Fanfiction.net. I hope you all enjoy.

Disclaimer: I do not own Sonic the Hedgehog, My Little Pony, or Dragon Ball Xenoverse. Each belongs to their respective owners.

Prologue

Prologue

“Ok big drip, what’s your game?” asked Sonic in a mocking tone.

The creature standing before Sonic continued to stare at him beading green eyes. It doesn’t seem capable of responding to the hedgehog’s taunt, but it does seem more irritated as it takes a more aggressive stance.

“Not big on conversations are ya,” said Sonic. “That’s fine. I prefer to let my actions do the talking for me too.”

Sonic takes his own fighting stance, putting one foot in front of the other as if getting ready to charge. It’s obvious that this creature is strong seeing as its body just absorbed loads of gun fire from the local authorities mere moments ago without so much as a scratch on it.
The way its body was structured wasn’t like anything else Sonic fought before. Its entire body seems to be made up of a light blue liquid resembling some kind of water and it seems to have a glowing sort of brain floating in the mix. It was also anthropedic with three claws on each of its hands and two toes on each foot. It also didn’t seem to have anything resembling a face aside from the glowing green eyes.

Sonic simply stared down the creature and smiled cockily.

“Your move,” he said

On que, the creature leapt toward Sonic with claws at the ready. It was defiantly fast, but for Sonic this kind of speed was child’s play. As the creature’s hand came down Sonic sidestepped and avoided the blow. He followed up with a spin dash, charging straight through it, taking off its right arm.

Sonic came to a stop and looked back at the damage dealt. The creature’s arm was nothing more than a puddle on the ground and the liquid monster itself simply looked back at Sonic and made a low growl.

“Hey you came at me,” said Sonic with a smile, “I just returned the favor.”

The creature stood there without any show of pain. It looked down at the puddle that used to be its arm and in that instant the puddle started to move toward him. It moved up into its leg and reformed its missing arm without any noticeable seems. That was a bit concerning.

“Well you’re full of surprises aren’t ya?” said Sonic.

The creature lifted its newly formed arm and fired a small projectile of pure energy from its claws. Sonic noticed the attack in time and jumped high into the air, the tips of hid shoes barely avoiding the blast.

The creature jumped up after him and started swiping its vicious claws rapidly at the hedgehog. Sonic had to maneuver his body constantly to avoid being impaled by the rather large appendages. As the pair got closer and closer to the ground the creature got more aggressive with its strikes as it tried to hit its fast moving target. As it did Sonic smirked with a cheeky grin.

“My turn!” he yelled.

Sonic curled up into a ball and started to rapidly spin into the attacks themselves. They made contact, but both attacks were canceling each other out, creating a flurry of shockwaves. Sonic, still rolling furiously down toward hid foe, increased his speed making the blue ball seem to narrow and push with much greater force.

After applying a little more pressure, the creature’s back impacted with the concrete ground. Its body fall apart into one large puddle letting Sonic’s spin dash run right through it. Parts of the liquid flew into the air as Sonic spun away. After getting a good distance away he drifted while still spinning and raced back toward the puddle.

The liquid which was scattered about moved back towards each other and already began forming a new body. The head was just taking shape when a blue blur ripped through it once again, splitting it in half. Sonic grinded to a halt and looked back at the damage done. The head remained split down the middle as the body of the creature melted back into its unstable puddle state.

Sonic stared at his work with a smile and rubbed his nose cockily.

Space Colony ARK was an engineering marvel. As the top facility for a secret government project 50 years ago, it was installed with every piece of modern technology to produce the maximum efficiency. However, at this point all it offers is the means for a specific doctor to complete his selfish desires.

As the machinery of the massive station worked to endless means, two streaks of light ran side by side down the long chasms of the inner workings; one blue, one red. Trading blows the two streaks reveal two hedgehogs locked in speedy combat along the scaffolding.

“You never cease to surprise me blue hedgehog,” the black hedgehog said in slight admiration, “I thought that capsule you were in exploded in space.”

“You know me,” Sonic said with a smile, “I die hard.”

Shadow the Hedgehog, the result of the ARK’s Project Shadow, delivered a flurry of kicks toward his cocky counterpart. Sonic countered them with kicks of his own, canceling out each other’s attacks.

While the two hedgehogs are completely different in turns of personality, they do share some characteristics. From the get go Shadow has been able to match Sonic in both speed and strength alongside his own abilities. He even managed to manipulate chaos energy and has even been able to use a single Chaos Emerald to mimic Chaos Control.

With their attacks constantly countering each other the hedgehogs began to run out of running space on their little runway. As they reached the end of the path they both jumped into the air, each launching a homing attack at the other. They both came to a halt as they collided, sparks flying as they spun into one another.

Locked in a battle of endurance, they spiraled down toward a large, circular platform. They separated and landed feet first on the cold metal.

Shadow stared down the blue hedgehog eyeing a particular dimmed, yellow emerald in his hand. Sonic tossed the emerald into the air, catching it as it fell.

“You actually saved me, you know,” said Sonic.

It was a Chaos Emerald wasn’t it?” Shadow asked in a confused tone. “But…there’s no way you could’ve activated the Chaos Control…using an emerald that’s fake.”

Sonic simply rubbed his nose with a smirk. Shadow gave a smirk of his own.

“So…there’s more to you than just looking like me,” Shadow stated. “What are you anyway?”

“What you see is what you get,” said Sonic gesturing toward himself, “just a guy that loves adventure. I’m Sonic the Hedgehog!”

“I see,” said Shadow, “but you know that I can’t let you live!”

Shadow got into a fighting stance, getting ready to rush his opponent. Sonic followed suit and got into a stance of his own.

“Vanish!” yelled Shadow as he charged Sonic, pulling his fist back.

Sonic jumped, avoiding the attack, but looking back down he noticed that Shadow was missing. With realization, Sonic looked back up and launched a kick. The kick collided with Shadow’s as he came down. The two jumped away from each other and landed before rushing each other once again. As they met they began striking at each other with combinations of punches and kicks, each one colliding with the other. To the naked eye, the two would just look like wild blurs, but to them each move was instantly able to be identified and countered. Sonic then brought his foot up and swung it at Shadow’s head. Shadow easily saw this and ducked right under it, feeling the wind from the strength behind it. Before Sonic could recover, Shadow delivered a powerful punch to his stomach, effectively knocking the wind out of him and sending him flying back. He landed, but just barely keeping his composure as he coughed.

“Even now you’re still no match for me,” mocked Shadow.

“Then…” Sonic said struggling to get back to his feet, “…I’ll just use your technique!”

Scoffing once more, Shadow closed his fist to his side. Sonic rushed the hedgehog readying his own fist.

“Chaos…” started Shadow.

Sonic took his fake Chaos Emerald in his hand and narrowed his eyes at Shadow.

“Chaos…” started Sonic.

“…spear!” Shadow yelled as he swiped his hand across the area in front of him, releasing a barrage of spear-like energy blasts.

“…control!” yelled Sonic.

The barrage of spears impacted at Sonic’s feet causing smoke and metal to erupt on spot. Shadow simply stood in place waiting to see the results. As the smoke cleared he waited in anticipation for his foe to try and make another move. It may have been a powerful blast, but he knew Sonic has survived worse. It’s possible that this fight isn’t over yet.

To his surprise, the smoke revealed nothing but a badly damaged metal floor. Shadow readied himself, preparing for another attack.

“Game over Shadow!” yelled a voice to his right side.

Before Shadow could react, a blue ball smashed into his face at full force. Shadow was sent flying into a nearby wall as Sonic uncurls and skids to a halt, causing a small number of sparks to fly from his shoes.

As Sonic stood up Shadow was struggling to lift himself from his humiliating position that his foe put him into.

Looking up at the blue hedgehog he smirked and said, “Not bad faker…”

In a way, Sonic kind of felt bad for the black and red hedgehog. He was defiantly one of his most interesting opponents yet. He was excited at the idea of fighting him. But now he felt a bit of pity towards him. Working for a maniacal doctor isn’t really a good path for someone like him to follow.

Brushing those thoughts aside, Sonic turned away to look for the control center to the station’s main gun. As long as he started now he should be able to stop it in time. Unknown to him, however, was the dark purple aura that started to envelope Shadow.

Sonic’s footsteps echoed as he walked through the large halls of the massive palace. It was eerily quiet for his taste considering everything he had to go through in order to get here.

“Are you sure this is the right place Shara?” asked Sonic. “You’d think that we’d be done by now.”

In response to his question, a women wearing traditional Royal Arab clothing appeared floating to his side.

“I assure you Sonic,” said the woman known as Shara, “Erazor Djin isn’t one to back down from a challenge, especially now that you’ve pushed him this far.”

“Hey, I found the seven rings, beat his cronies to a pulp on multiple occasions, and broke into his supposedly impenetrable fortress!” bragged Sonic. “Usually the big baddy finally decides to tighten his belt and come out for one last showdown. I mean at this point it might as well be tradition.”

“Then I won’t disappoint you rat!” said a voice coming from behind him as Shara quickly disappeared.

In a moment’s notice, Sonic spun around to see a large, curved blade inches from slicing him in half. In one quick movement Sonic leaned as far back as he could in an attempt to avoid the blade. He turned his head to the side as an extra precaution as to not let his nose get caught in its path.

As the blade passed over the blue hedgehog he noticed a large figure with a long cape holding it by the hilt with a smirk on his face. Once the attack had passed Sonic jumped away from the figure as to put some distance between him and his foe. As Sonic looked up at the new enemy he noticed small blue hairs slowly floating to the ground…his hairs. Putting his hand to the side of his head he felt a small amount of blood slowly dripping from a small cut most likely caused by the blade.

Clenching his fist, he looked at the tall, cloaked figure.

“Talk about a close shave Erazor,” said Sonic, “but next time you could leave a little length.”

Erazor unfurled his cloak to reveal his muscly build and pointed his sword toward Sonic, giving him a wicked grin.

“Shara,” said Erazor, “this pathetic rodent you call an ally cannot best my power. You know this. Simply surrender the rings to me and I may spare his life.”

“Hey!” yelled Sonic. “You’re the one who’s been hiding in the shadows the whole time, and that little sneak attack you pulled kind of shows that you aren’t very keen on fighting me one-on-one!”

“It does not matter what the situation is,” said Erazor with confidence. “I will always best you rat.”

“I told you before that I’m no rat!” Sonic yelled. “I’m a hedgehog!”

Sonic burst toward Erazor and in a split second delivered a powerful spin attack. Erazor quickly lifted his sword and blocked the attack, although was pushed back a small distance by the force. Erazor in response clenched his fist and disappeared as a cloud of smoke. Sonic was taken back a bit at the strange technique and readied himself for when Erazor would strike.

‘Okay,” Sonic thought, ‘I can’t see him like this so he defiantly has the advantage here. Although I bet he has to reform into his old self for that sword of his to be of any use. Smoke isn’t exactly the greatest thing for striking me down.’

Hearing the sound of a faint breeze he turned to see a cloud of smoke spinning behind him, reforming a rapidly spinning Erazor with his sword in hand. Erazor brought it down, ready to cut the hedgehog in two. Sonic quickly sidestepped the attack and jumped into the air and landed on the side of the large blade as Erazor simply stood there in annoyance.

“Take this!” yelled Sonic as he flipped backwards to connect his foot with the genie’s chin.

The impact from the strike was enough to send Erazor flying into the air as Sonic landed perfectly on his feet.

Sonic smirked as he looked at the now disgruntled genie and yelled, “Game over!”

As Erazor’s body hit the floor, however, it dissolved into ash, littering the floor with black soot. Sonic looked at the impact spot with confusion in his eyes.

“Sonic! It’s a trap!” yelled Shara from her invisible form.

Before he could react Sonic felt cold steel resting on the back of his neck and he froze. Cautiously, he turned his head to see Erazor standing there with hid hand behind his back and the edge of his sword at Sonic’s nape.

“A simple clone my friend,” explained Erazor. “You fell for one of my simplest tricks.”

What concerned Sonic most was not the fact that he’d been duped, but of the new look of his foe. Erazor was now enveloped in a dark purple aura and his eyes glowed a menacing red. In some way, it seemed that Erazor was completely different.

“What do you mean history is changing!?” said the scratchy voice of a male.

“It means what it sounds like,” said the calm voice of a female. “The history which we’ve come to know is starting to become distorted. In time, I believe that it will completely disrupt the balance of time itself…it must be corrected soon.”

“Then send me!” suggested the male. “I’ve handled worse before!”

A silence took over the two.

“I…I can’t…” she said dejectedly.

“What!? But why!?” he asked.

“Whatever is causing this has also put up a number of powerful barriers,” she explained. “Because of them we can’t become involved in these past events.”

“Then we can’t do anything…” he said.

“Actually,” she started, “there may be a way.”

This caught the male’s attention.

“If I’m correct, I believe that the only reason we can’t do anything is that the barriers themselves see us as a threat for our previous involvement in the timeline.” she explained. “In other words, anyone who was part of it is immediately blocked. Although, someone whose had no involvement might be able to pass through.”

“Okay…” he said, “but where do we find someone like that? I mean you’d need someone who could keep up with the enemies that Sonic faces.”

“I may know a way to find out,” she said.

To be continued…

Chapter 1: Equestrian Flyers

Chapter 1-Equestrian Flyers

As the sun started to creep over the mountain tops, a small town began to be illuminated by the warm rays of Celestia's sunrise. A rooster setting peacefully on a picket fence crowed, alerting the town's residence of the new day.

Above the rolling, green plains just outside the town was a large, floating house. This house, you see, was made entirely out of clouds. Every so often you'd see stone supports doting the structure along with windows and other random openings. Waterfalls of pure rainbows spilled out of the side, giving the plain white house a colorful hue to it.

The light from the sun slowly crept into the top floor window, revealing a large lump in a bed shuffling ever so slightly. A light snoring could be heard throughout the room from the bed's inhabitant. Scratch that. A very loud and obnoxious snore was heard throughout the room. There was no constraint to it. It was full on snoring.

At that moment, an alarm clock on the bedside table rung, creating a very loud noise throughout the house.

"Aghhhhh!" yelled a scratchy, feminine voice as the lump in the bed fell to the floor. Taking the sheets with it.

Untangling itself out of the mess of blankets and other bedding, a cyan, four-legged figure with multicolored hair jumped up in a frantic state. The figure, a female pegasus pony to be exact, looked at directly at the clock that had awoken it from its peaceful sleep. In all honesty, she was real close to just breaking the evil device right then and there. That is…until she bothered to actually read the time.

"It's time already!?" asked Rainbow Dash. She rushed headfirst into her closet making the majority of its contents to fly out. Trophies, a few extra posters, a turtle; everything was now sprawled out onto the floor.

"Where are they!? Where are they!?" asked Rainbow Dash franticly. Today was too big of a day to lode them now. She had plenty of them, but this one pair was special.

"There!" she exclaimed.

As she came out of the jumbled mess, she lifted a pair of goggles over her head and strapped them on, putting them over her eyes. These goggles were what she wore during her time at the Wonderbolts academy and ever since then she's been using them for her flight training.

She popped her neck and stretched out her legs before getting into a crouched position as if she were to pounce. She licked her lips while eyeing the bedroom window. In an instant she dashed towards it, making an even bigger mess of the room. She forced the window open with her fore-hooves, allowing her to zoom out into the open sky while leaving behind a trail of florescent colors.

"Whoohoo!" Rainbow yelled with excitement as she zoomed through the sky, tearing through the clouds.

She didn't know what it was she liked about flying so much. It always brought on a big burst of energy within her whenever she left the ground and let her wings cut through the wind. It's also given her a bit of an ego to boot, for better or worse.

'This is the day Rainbow Dash!' she thought to herself. 'This. Is. The. Day!'

The rainbow haired pegasus has waited her whole life for this day. The day of the Ponyville Equestrian Flyers. It was only the biggest event for any pegasus in Equestria ever! Every week of the competition a single race is held in a town or major city of Equestria that has been chosen off of a list composing of multiple courses. The winner of each individual race is given a special prize for winning, mostly ending up being a good amount of bits. Although to Rainbow, it was the feeling of winning that really counted over the prizes.

What's more is that she has entered and competed in every race on the list; each one coming out in first place. Now that the race is coming to Ponyville she can play on her home turf.

As she flew over the town she spotted a large crowd of ponies converging around a row of checkered flags outlining a dirt runway, some of the racers already there doing their stretches. She was about to join them, however, amongst the crowd she spotted five familiar faces. Her closest friends. Grinning she flew down to them at high speed.

"Look!" yelled a pink pony with curly hair. "It's Rainbow Dash!"

The other four looked up to see the multicolored pegasus do a dive bomb straight towards them before pulling up, doing a corkscrew, and landing gracefully on the ground.

"Hey guys!" said Rainbow glad to see her friends here. "How's it hanging?"

"Oh it's just lovely dear," said a white unicorn wearing a rather flashy sun hat. She had a very prominent accent that gave off a sense of glamour and making her sound a bit posh. "Although I'd have preferred it if we didn't have to be out here in this dreadful heat."

"It's not that hot Rarity," stated a purple unicorn with a pair of large wings at her sides. "In fact, I hear this is the perfect weather for races like this."

"Twilight," said Rarity, "when you have a complexion such as mine you have to be careful of the dangers of sun exposure."

Twilight simply rolled her eyes and turned back to Rainbow Dash.

"So Rainbow, are you excited for the competition?" asked Twilight.

"Are you kidding!?" said Rainbow Dash with a childish expression. "This is the last location! If I win I'll be the first pegasus to ever win a complete set without a loss! AndthentheWonderboltswillfinallynoticemyamazingskillsasanaceflyer,takemeundertheirwingandtrainmetobepartoftheirsquad!" Rainbow rambled on until the orange pony in a southern cowboy hat walked over to her and shook her, ending her unintended daydreaming.

"Slow down there sugar cube," said the pony in a southern drawl, "the race ain't even started."

Rainbow shook her head and blushed. "Hehe. Sorry guys. I'm just so excited that it's finally here."

"Rainbow Dash…" said a pale yellow pegasus with pink hair shyly, "I know you're usually excited to compete, but today…well…you seem especially excited…"

"The Wonderbolts themselves are here wo watch the race Fluttershy," said Rainbow Dash. "They're supposed to throw the winner a big celebration of their very own! I could get to be with them like I was practically on their team! Like I said, this is my time to shine! Ever since the Equestria Games I've strived to be the best that I could possibly be!"

"Taa basst?" said the pink pony who seemed to have been in the middle of eating a tray of cupcakes. She swallowed what she had already begun eating in one big gulp. "But Rainbow Dash, you are the best! You kept up with Spitfire in the Equestria Games remember!? And I was there cheering you on from the sidelines giving you the determination to WIIIINNNN!" she yelled as all of a sudden she appeared in a cheerleader's uniform.

Ignoring the strange antics of her friend as she was already used to this kind of stuff, Rainbow's face hardened. "That's the point Pinkie. I kept up with her, but she still beat me," she said punching her right hoof into her left. "If I'm going to be the best, the I have to be better than the best, and right now that means being better than the Wonderbolts!"

"How can you be better than the Wonderbolts if you can't even be better than me?" asked a voice which perked up Rainbow's ears.

It was the voice of a female and to Rainbow Dash it was definitely familiar. She turned around to some face-to-face with an ocean green pegasus with a long, orange mane and a cocky grin on her face. Rainbow's eyes shrunk.

"Li…Lightning Dust!?" she said with a mix of both confusion and anger.

"Rainbow Dash," said Lightning Dust in an equal tone.

"Pinkie Pie!" yelled Pinkie appearing between the two pegasi.

Both ponies didn't even bat an eye at the pink pony. They just continued to stare daggers at each other, leaving Pinkie with a slightly confused expression.

"What are you doing here?" asked Rainbow.

"Hmm, let's see. One of the biggest races for a pegasus to compete in is taking place in the hometown of the pony who humiliated me in front of the Wonderbolts at the academy and took away my right to be lead pony," said Lightning Dust as she paced back and forth, "and it just so happens that the Wonderbolts are her to witness what is sure to be a spectacular test of wits and speed. What do you think I'm doing here!? I'm here to show everypony that little Miss Dash of Rainbows isn't as great as they think!"

"And what makes you think that you're so great!? Rainbow spat back.

Lightning lost her slightly smug expression and narrowed her eyes straight at her rival. "I'll tell you why. I was the lead pony back at the academy! I was the one who took us through all of the events! And I was the one who deserves to be a Wonderbolt! Then you, the pony from a backwater town, came in and humiliated me in front of my idols!"

"You humiliated yourself back at the academy with all of your reckless flying! Retorted Rainbow. "In fact, I was about to quit and let you keep the role of lead pony until Spitfire stopped me!"

"Yes well, you see the thing is that if you hadn't have went to her in the first place, I could've kept that position and passed with flying colors," said Lightning

"Then maybe you should've cared more about your team then just your own limits!" yelled Rainbow.

Lightning just blew a stray hair out of her face. "Well maybe because I care so much about breaking those limits, I've been able to claim the position of fastest alive. Hmm, well…nope. I suppose not even you could have a chance at that."

A vein appeared on the side of Rainbow Dash's head as her eyes shrunk with anger at the smirking pegasus. She started making an aggressive advancement on her until she felt somepony holding her back by the tail.

"Hllldd httt hggarhuubb," said the orange earth pony holding Rainbow's tail between her teeth.

"Let me go Applejack!" said Rainbow as she struggled to bet out of her hold. "I need to see if I'm the fastest at beating her to a pulp!"

She flapped her wings as hard as she could, making Applejack's hooves leave ruts in the dirt as she struggled to keep the hyperactive pegasus at bay. She could feel her tail slowly being pulled from her grasp. Rainbow was about to be set free until a purple, sparkling aura enveloped her body and prevented her from making any forward progress.

Twilight's horn was enveloped in the same aura and began to pull the raging pegasus back, despite her constant attempts to break free from the purple prison.

Lightning let out a smug laugh. "You know Rainbow, I think I see your problem. You can't seem to progress as you should because your friends are holding back…quite literally actually."

"Come say that to my face Miss Perfect and I'll show you just how perfect my right hook is!"

"Rainbow!" Twilight yelled.

Rainbow immediately ceased her advances and slowly turned her head to face Twilight's evidently aggravated face.

"As much as you think she may deserve it, this isn't the time or the place to do it!" said Twilight as she set Rainbow down. "You're both here to compete in the Equestrian Flyers competition so the way I see it you two can settle this dispute you have going on in the race, not in the middle of a crowd!"

"Sounds good to me," said Lightning Dust. "Is that ok with you Dash, or you think you can handle going up against me?"

"You're on!" Rainbow said with determination.

"Ladies and gentlecolts!" said a pony over the loudspeaker, "the final race of the Equestrian Flyers is about to begin. We ask that you clear the runway for the big finale!"

"Well I better be going," said Lightning as she began walking toward the emptying runway. "Don't want to miss the chance to show you up."

Rainbow was visibly gritting her teeth at the statement. "We'll see who shows who up…" she muttered to herself.

"Don't let her get to you darling," said Rarity. "Remember we'll be cheering you on the entire way.

"Yeah!" yelled Pinkie. "And even if you somehow did end up losing that doesn't matter! We can still throw you the biggest You Almost Won but You Didn't but It Was Still a Blast party!"

"Gee, thanks for that thought," said Rainbow with a hint of disappointment in her voice.

"Look Rainbow," started Twilight, "just no matter what happens out there just do your best. We know you can do this."

The other ponies nodded their heads in agreement.

Rainbow Dash smiled. "Thanks guys. I'll do my best!"

Her friends all smiled at the pleasant change in attitude for the cyan pegasus. They proceeded to join the rest of the crowd which was now vacating the runway as Rainbow looked in the direction of her now official rival.

"And right now my best means beating her," Rainbow Dash said to herself.

"Alright everypony!" yelled the announcer, "the final race of the season is about to begin! All of our participants have prepared for this day and you can be sure that they plan on giving us a good show!"

The crowd roared with excitement as the racers lined up on the runway, eagerly awaiting the signal to take flight.

Rainbow squinted as the sun appeared from behind a cloud. Twilight was right; today was a good day for a race. No storms, barely any wind, and plenty of open sky to use.

Rainbow looked to her left to see Lightning Dust popping her neck and stretching out her wings. This could very well be the most important day of her life. She'd go down in the history books for this. All she had to do was beat everypony here…including Lightning. She was not about to let somepony like her show her up when it came to something like speed.

Rainbow popped her fore-hooves before doing her back-hooves and then her neck. She flared her wings and flapped them slightly to loosen them. Finally, she lowered her goggles over her eyes, eager to leave the ground and take to the skies.

Lightning Dust's eyes wandered to Rainbow Dash some ways away. It was easy to see that she was determined to win and at almost any cost as well. She smirked and focused back on the starting line in front of the large group of pegasi.

"Ladies and gentlecolts!" yelled the announcer, "I welcome you all to the Equestrian Flyers competition where these determined pegasi have come to prove that they have what it takes to take their place some of Equestria's most vigorous flyers. Now may I present, the Wonderbolts!"

On que a number of pegasi wearing blue flight suits with a lightning bolt pattern adorning them marched out onto the rather large wooden stage. In front of them was a yellow pegasus with a wild orange mane wearing the same uniform. As they stopped toward the front of the stage the crowd before them erupted into cheers and shouts.

Rainbow Dash herself was also feeling as giddy as everypony else. Her heroes were here to watch her claim victory. In her mind it was set; set wasn't losing.

Lighting Dust looked back to Rainbow Dash to see the biggest toothy grin she had ever seen. She simply rolled her eyes and looked back to the Wonderbolts.

"Now everypony calm down," said the announcer. "Racers you know the rules. You will race in correspondence to the map you studied and stick to it. If you take any shortcuts by leaving the track you will be called out by the refs which will be monitoring you throughout the event and be disqualified. The same goes if you fly higher than 20 meters off of the ground or run purposeful interference on another racer. Now show us what true flyers are capable of! Take your positions!"

All of the racers eyed the starting line as they all flared their wings. Rows and rows of pegasi kept an unmoving position as the yellow coated Wonderbolt walked over to a large cannon with a string attached to it. The string also appeared to reach to rows of other cannons that lined each side of the runway. She took the string in her mouth, signaling the racers to be ready to take flight. Crouching down to ready to charge, Rainbow Dash flared her wings once again to prepare for her speedy takeoff. She licked her lips as she eyed the starting line.

'This is it Rainbow,' she thought to herself. 'This is your day…your race…your victory to take. I. Will. Win!'

In an instant, the Wonderbolt pulled the string, setting the cannons off all at once.

"Go!" yelled the announcer.

The large group of pegasi charged forward into the air past the starting line. The race had begun.

To be continued…

Chapter 2: New Encounter, New Adventure

Chapter 2: New Encounter, New Adventure

The race had only just begun and already Rainbow was making good time. Sure, most pegasus were fast flyers, save maybe a few, but she was the fastest of them all. Heck, she was the fastest thing to ever life if you asked her. It was a bit of a shock to her, however, to see that there were still around three racers still ahead of her.

At the front of the pack she could see Lightning Dust keeping well ahead of the others. Rainbow Dash grimaced at this. No way was she of all ponies about to beat her. With another powerful flap of her wings she pushed forward.

Currently they were flying right over the streets of Ponyville, making plenty of hard turns every now and then as to not ram straight into the many buildings before them. Rainbow could see large crowds on the sidelines behind some see-through barriers. Useful in case any contestant somehow ended up flying towards them.

In front of her, the three leaders went around the building that was Sugarcube Corner. The giant candy bakery/house split the track in two and most likely met right back up on the other side. She could've gone around as well, but right in front of her she spotted an open window which looked as if it leads clean to the other side of the building. Technically this wasn't going off the track so…

Quickly she tucked in her wings and legs and sped right through the opening. Loud crashes could be heard from within as she disappeared. It sounded like it was an all-out brawl on the inside. Lightning and the other leaders zoomed past Sugarcube Corner, but as the last of the group was soon cut off by a blue pegasus zipping through an open window. The speed at which she was going through his wings off balance, causing him to lose speed and nearly fall to the ground.

Rainbow, while satisfied with the takeover, grunted as she wiped all of the icing that covered her face. How was she supposed to know that the Cakes were working on a giant wedding cake now of all days?

'At least it was tasty,' she thought as she licked some of it off her face.

The leaders finally reached the end of Ponyville and sped down to what the residents called "The Ghastly Gorge." Rainbow remembered her last fly through that place. It was when her wing got caught underneath a large boulder and she thought that she would've been stuck there for the rest of her life. But it was also where she got her pet turtle, sorry tortoise, Tank after he somehow managed to lift that huge rock with his head alone. She pushed back the old memories and focused on the task at hoof.

With Lightning Dust still leading the pack, the leaders raced down into the ravine. Even more so than Ponyville, they had to make even sharper turns as to avoid hitting the sharp cliff faces. Even now they could hear the crumbling and cracking of the rocks that threatened to fall.

Then came one of the more dangerous sections of the course. They started to see large holes dug into the walls. Looking at them they could see that they lead into long tunnels that burrowed deep underground. Seeing the pegasus ahead of her distracted by the size of the holes, Rainbow Dash began her approach to overtake him. However, as she was nearing him, a large eel like creature shot out of one of the holes and was about to chomp down on the careless pegasi.

Both Rainbow's and the other racer's eyes grew wide at the mouth full of teeth about to consume them. The other racer, deciding he'd rather lose than be eaten, flared his wings and came to a full stop, keeping just out of the reach of the large jaws. Rainbow however, took this new opportunity. With a powerful push, she flew straight through the side of the eel's jaws and escaped before the mouth closed on her tail.

She wiped the sweat off of her brow and looked ahead. There were many more of those eels taking shots at eating the ocean green pegasus in the lead. Lightning Dust simply weaved around all of them, despite the great number of them. Rainbow narrowed her eyes at the carefree nature of her rival before starting to weave through them herself. She wasn't gonna be outdone now of all times.

After many failed attempts, the giant eels crept back into their homes. Rainbow and Lightning flew out of the gorge and raced to their most interesting stage of the track; the Everfree Forest. It was one of the few places in Equestria that wasn't controlled by forces of harmony. All that reigned there was chaos. The animals raised themselves, the plants grew on their own, and the weather changed without anypony, interfering with it. A certain chaotic friend of hers would have a field day here.

Rainbow was just behind Lightning as the dark trees started to envelope them, completely cutting off the sun. It was just dark. Of course they could still see where they were going, but the vibe it gave off wasn't any less scary. The way the forest seemed to close in on them gave off an overwhelming sense of claustrophobia.

The two racers were now neck and neck, both starting to push their bodies to the limit. Both dodged left and right, making sure to avoid all of the trees. Lightning looked over to Rainbow to see her sticking her tongue out at her before pulling ahead.

Lightning flapped her wings even harder than before. However, no matter how hard she tried, Rainbow Dash just continued to get farther and farther away. No. It couldn't end like this. She was Lightning Dust! The perfect flyer! There was no way that this wannabe Wonderbolt could be better than her!

She was visibly starting to grit her teeth until an idea popped in her head. She looked up to see that the trees provided a perfect barrier from anything that was above them. Which meant that the refs couldn't see inside the forest without having to get on the track themselves. A dastardly grin grew on her face as she started looking back and forth for one specific thing that the Everfree was known for. She then spotted what looked like a miniature storm cloud with spikes coming out of it, and it looked as if lightning was constantly striking the ground beneath it.

She veered off of the track and in one swift motion kicked it with all of the strength she had. She then flew back and ducked behind one of the larger trees as the cloud began to buckle and shake, lightning starting, lightning starting to envelope it. In one giant burst, the cloud erupted into a flash of lightning, causing everything in sight to be struck by uncontrollable bolts of lightning.

One lightning bolt was attracted to a specific blue pegasus, who was completely unaware of the arcing bolt. Rainbow could, however, start to feel her hairs start to stand up on end as she felt the static start to build up around her. She turned to see the bolt heading straight towards her, her eyes shrinking in fear of being struck. Being lightning meant that it was far too quick to for her to try and out speed. Her only option was to try and dodge it and hope for the best. At the last second she pulled hard to the left, causing the bolt to miss her. It was still very close; close enough for her entire right side to be given a tiny jolt. She could feel the small amounts of trace electricity flowing through her wing, numbing it slightly. The bolt continued to travel until it hit the side of a tree, causing several chips of charred wood and bark to fly and cause Rainbow to lose her bearings and slam into another tree. She fell a short way to the ground with a light thud.

Rainbow pulled herself off of the ground and shook her head. That really smarted. Not to mention that her wing was still out of whack for a few more seconds. How did that happen anyway? That was way too big of a bolt for an undisturbed cloud, even if it was from the Everfree. Her ears perked up. She opened her eyes and saw Lightning Dust take the lead once again. She swore she saw a smirk on the pegasus's face as she passed.

Now Rainbow understood, and she was furious. Lightning Dust had just cheated! She completely dismissed the rules! It was just like back at the academy. She was completely reckless, not caring about anyone else but herself. If that lightning bolt had hit her directly it could've been way worse. Then she remembered that she was still in a race. Beating Lightning Dust into the ground could come later. Right now she still had to actually beat her in the race.

Rainbow Dash got back into her signature stance and was ready to take flight yet again. She was beginning to move as the air suddenly seemed lighter than before. Once again she felt her hairs sticking up on end. She prepared to dodge another bolt of lightning, but it never came. In fact, there was nothing even remotely close to her to cause that. She decided to ignore it, but then felt it again. Ok, now she was starting to get a bit paranoid. She's been to the Everfree countless times before and has never felt like this before.

Before she could think on it further, a bright light suddenly appeared before her, forcing her to shield her eyes as it was so bright. While she couldn't really she what was happening she could definitely hear it. It sounded like a constant cracking like a massive amount of energy trying to escape. Her first thought was to seek cover, but it was so bright that she couldn't get her bearings. After only a few more seconds, the light was starting to die down. She could now finally open her eyes to the strange phenomenon. Once it was all over, she looked to where the light came from to see that the ground where it once was was scorched in some places. However, that wasn't what caught her attention. There was now a lone figure standing over the scorched earth.

Rainbow was a bit speechless if anything. The Everfree was known to be chaotic, but this was completely new to her. Unless this is just some way that Discord likes to blow off some steam. It must be because the creature standing before her wasn't like anything she's seen before. It looked like a hedgehog, only it was bipedal and had whitish grey fur. Its quills stood on end in five separate appendages on its forehead and had two large ones hanging on the back of its head. It wore white gloves and black and blue boots, both which have golden braces on the wrists and ankles. Both also had cyan accents along them. She didn't know why, but she didn't like how they seemed to be glowing.

Before she could open her mouth to speak the hedgehog opened its eyes, both staring straight at her. Its eyes were a very intense shade of amber. All it did was move its eyes constantly at her. It looked like it was trying to size her up. Finally finding the right words to say in this situation, Rainbow spoke up.

"Umm…hey…" Ok, maybe not the RIGHT words.

Upon hearing her response to the situation, the hedgehog raised an eyebrow at her. It didn't really seem to expect that. It was a bit…lack luster. Rainbow was kind of hoping that it would say something back in order to alleviate the awkwardness, but then a thought hit her. She was still in a race! By now Lightning Dust is at the finish, laughing it up with the Wonderbolts!

"Hey! I'm in the middle of something! I don't know what you exactly are or want, but I need to be going!" Rainbow exclaimed as she turned to leave.

Before she could even get off the ground the hedgehog as suddenly in front of her, a rush of wind following him. She could swear he was glowing blue for a second there.

"Hold on," it said with a scratchy voice and an outstretched hand. "I need to talk to you about something."

It was a little weird to see this thing talking to be honest, but then again there are a lot of creatures in Equestria that can speak so maybe it wasn't too outlandish. That didn't stop Rainbow from getting an annoyed look on her face. "Look buddy, I'm busy. If you want an autograph, you can wait till…"

"How fast are you?" it interrupted her again.

Rainbow raised an eyebrow. "What?"

"I said how fast are you?" he repeated.

Now on one hoof Rainbow Dash was irritated that she couldn't even finish a sentence without being interrupted. One the other hoof she was a little giddy at the idea of boasting to this new guy.

She puffed out her chest and said, "Well you happen to be looking at the fastest flyer in all of Equestria. If it's speed you're looking for, you aren't gonna find anypony better for it." By the end she had her fore hooves on her hips in a proud manner.

While she does this, the hedgehog was looking at her with a questioning look. Just from looks alone he honestly wasn't extremely impressed. Sure he's actually yet to see her in action, but she seems more overconfident than anything. Maybe there are other choices? The again, she was the only one here as of right now. Maybe he could give her chance.

"So you claim to be fast right?" the hedgehog asked in a serious tone.

Rainbow looked annoyed. "Not just fast. The fastEST! Look, as much as I'd like to demonstrate my skills to you I have to…"

"How about in a fight?" the hedgehog interrupted her again. "How skilled are you when it comes to that?"

Once again, Rainbow finds herself glaring at the stranger. (1) he's keeping her from the race and (2) she can't finish a sentence without him butting in. "Ok look buddy! I can't sit here all day and answer your questions! I'm in the middle of something very important here, so I don't have time for this!"

Rainbow flared her wings and took off. She proceeded to continue down the track as she did before the crash. What kind of pony, or whatever, just goes around people that anyway? Maybe he was some kind of fighting mechanist, or something along those lines? She shook her head. Those were thoughts for another time. Right now she just has to catch up to Lightning and…

Her train of thought was caught off by the hedgehog suddenly appearing to her right. In no way did it look like he wanted to start another conversation either. He was rearing back a kick! Rainbow Dash twisted her body away for the kick, feeling the wind from it blow her mane. Just has she spotted the hedgehog again she suddenly found herself trapped in place by…nothing…

There was nothing there at all, but her entire body was just frozen. She was even still airborne without the use of her wings. Rainbow gritted her teeth as she struggled to escape the invisible force.

"H-hey!" Rainbow managed out. "What is this!?"

"Sorry for this, but I need to see what you're capable of for myself." Only able to move her eyes, she looked back at the hedgehog. For some reason though he was holding his hand out towards her. Now that she got a good look at it though, it was enveloped in a cyan colored aura. In fact, looking back at her hooves she saw the same aura. Was he capable of some kind of magic like Twilight? But he didn't even have a horn, unless you count those five weird quills.

With a hint of frustration in her eyes, she only continued to fight against his powers, whatever they may be. The hedgehog noticed this and applied a bit more strength to it.

"Once I get out of this I'm gonna kick your sorry flank!" Rainbow yelled.

"Well first we need to see if you can," said the hedgehog.

She didn't know what was with this guy, but at this point she didn't even care. She just needed a way out. However, she could feel her stamina slowly draining from her constant struggling. If she couldn't find a way out soon then she'll never be able to win the race. She'd lose her chance at making history. She'd lose her chance being with the Wonderbolts again. Worst of all, Lightning of all ponies would be the one to be with them. She felt a sense of dread at that. But then, why did it feel warm?

The hedgehog looked at her with a bit of expectance, but it was slowly turning into doubt. 'I…was honestly hoping that she'd be able to put up some kind of fight. Maybe it was all just boasting and nothing else,' he thought. If she couldn't even find a way out of this then it might be best to go find someone else.

"I'm…" Rainbow got out.

The hedgehog looked back at her with interest.

"I'm…not…about to…let you…RUIN THIS FOR ME!" she yelled with a mix of determination and anger.

In a bit of a switch, the hedgehog slowly began to feel his powers on her weakening. Wait. What? That hasn't ever happened before. He applied even more strength to it, but once again he felt the pegasus in front of him regaining control of her body.

Rainbow still felt the force trying to push against her every move, but she felt something else as well. It felt so, warm. It felt so different, but at the same time it felt very familiar. With newfound strength, she started to move her fore hooves, then her hind hooves, then her wings. She was breaking free!

The hedgehog put even more of his strength into the aura, but every time he added more some of it seemed to be sapped away. Both of his hands were up now trying to keep her in place, but he could see that was quickly failing. A small, red lightning bolt appeared near her chest and flashed out of existence as quickly as it came.

With one final push, Rainbow Dash broke right out of the aura, it visibly shattering around her. Now for her target. That hedgehog. He was wide eyed at the display, but even more so at the enraged pegasus that was ow currently charging him. Rainbow flew at him at max speed already rearing her hoof back. She was aiming right for his head. The hedgehog quickly bent backwards to avoid the swift strike. As the attack passed over him he planted his hands on the ground and brought the rest of his body upward, his feet meeting her stomach. Before she could react, Rainbow was flipped over her attacker while he jumped back up to face her. She quickly flared her wings in order to slow down and right herself before landing back to face him as well.

The hedgehog's expression was one of both surprise and amazement. A small smile grew on his face. "Ok then. Now that's more like it. Show me what else you can do!"

He started floating off of the ground, the cyan aura enveloping his body. Rainbow only glared at him and lifted off the ground herself. She didn't know what kind of powers this guy had, but it didn't matter to her. This guy was on her nerves. She wasn't letting him go without showing him what for.

"Ok…" Rainbow started while popping her neck. "Let's dance pin head!" She yelled as they speed towards one another.

To be continued...

Chapter 3: Silver

Chapter 3: Silver

All her life she had only one goal, be the best of the best and even more so. Ever since her time at the academy she had pushed herself even further. She had to get to the point where she'd never lose to anypony. She had to have the mindset that no matter the cost she had to overcome every obstacle in her path. And now, she had finally come one step closer to her goal.

The crowds roared with excitement, the confetti cannons blasted loud, echoing booms into the air, and the weight of heavy metal was around her neck. All the noises were just music to her ears. She had done it. She had finally done it. After all this time she had finally shown Equestria that she was a world-class flyer. And to top it off, she finally beat the pegasus that pushed her back so far.

Lightning Dust had finished the race just mere moments ago. After what she pulled back in the Everfree she hadn't seen a single feather of Rainbow Dash. She was completely free to cross the finish line, and waiting for her one the other side was a crowd full of cheering ponies. Now she was on the large stage with a huge golden medal around her neck with the biggest toothy grin imaginable. The camera ponies were all up at the front of the stage trying their best to get the best angle for a good photo. She nearly had to shut her eyes with all of the camera flashes nearly blinding her. But she didn't care. At this point all she wanted to do was soak it all in.

All of the ponies in the crowd were cheering at their loudest, some in hopes of getting Lightning to notice them. Some were even trying to climb onto the stage itself at times. However, there was a particular group of ponies towards the back of the crowd which weren't cheering. All of Rainbow's closest friends were looking up at the stage in disappointment that Rainbow wasn't the one up there taking in all the glory. They all knew how excited she was for this race and it was hard to take in the fact that she lost.

"I can't believe Dashie lost," said Pinkie in a sad tone. "I had a cake already baked and everything."

"I know," said Fluttershy. "I can only imagine how she must be feeling right now."

"She must be so distraught," said Rarity. "The poor dear spent so long getting ready for this. I can't imagine she's taking it very well."

Twilight nodded in agreement. She was there when Rainbow was studying all the maps for the course and she even checked out some of her books on flying techniques. Other than her Daring Do books, Rainbow made it a personal agenda to refrain from reading anything in her library. While she wished at some point she could get her to take more of an interest in reading in general, she was impressed at how serious she was about learning all she could. It just went to show how determined she was about winning. Now that it was over, she knew it was gonna be hard on her.

"Look girls," started Twilight, "right now I think it's best if we go see Rainbow Dash. We need to be there for her."

"Speakin' of Rainbow, has anypony seen her since the race ended?" asked Applejack. "Cause I sure haven't."

"She's probably just gone to where the other racers went afterwards," said Twilight. "Let's just go get her and see how she's doing."

The others nodded and followed her away from the crowd, occasionally looking back to see Lightning Dust crowd surfing. They could help but glare at the pony. Sure she won fair and square, but they remembered how she was back when Rainbow was in the academy and how she almost made them crash using a tornado. Plus, they saw how she treated Rainbow Dash like she was just second rate. They just didn't like the idea of her of all ponies winning, but they just tried to ignore her and moved on.

Now before the race there was a certain area that was made to let the racers who didn't win rest and get refreshed and for some a place to keep their belongings that they weren't gonna be carrying during the race. While some did stay to congratulate the winner, there were others who simply left as they felt no reason in staying afterwards. They couldn't see Rainbow wanting to stay after all this, so she's more than likely gone there. As they approached the rest area they saw a few stallions and mares breathing heavily in exhaustion from the race. Most had a bottle of water with them, but those were disappearing quickly as they chugged them down. Beads of sweat could easily be seen dripping off of their bodies, especially their wings.

"Umm maybe we could look for Rainbow Dash later," suggested Rarity as she covered her nose. There were so many ponies with disgusting odors around that she quickly felt the need to back away. Plus, she didn't like the idea of somepony's sweat getting all over her luscious coat and mane. "We could simply wait for everypony to leave before we look for her."

"Now come on Sugarcube," said Applejack. "We're a looking for our friend here. Surely that's worth gettin' a little dirty." Immediately she used her head to start pushing rarity by her flank. In response, Rarity, begrudgingly, stuck her front hooves into the dirt, hoping to keep her in place. Unfortunately for her, the cowpony was by far the strongest out of all of them when it came to sheer force which meant she was able to effortlessly move her into the rest area, leaving ruts in the dirt.

"Applejack!" she yelled hoping to get her to stop, but they just kept on going.

Pinkie Pie was watching the two and couldn't help but laugh at Rarity's predicament. "Come on Rarity! It won't be that bad! Just think! When you get home you can have an excuse to take a nice long bubbly bath to get all the icky grim out of your mane! Come on think about it!"

While still being pushed, Rarity began to picture her lovely bubble bath, but her thoughts always went straight to how her mane looked while all greasy and covered with filth. Rarity's pupils shrunk at the thought as she froze up.

Fluttershy noticed this and went up to the bubbly pink mare. "Umm…Pinkie, I don't think that helped her very well."

Pinkie looked at her friend with a questioning look. "Hmm? Why not? Just look at her! She's absolutely speechless at the idea!" she said gesturing toward the distraught mare.

"Maybe not in the right way," Fluttershy said meekly.

As this was going on, Twilight was at the front listening in on their whole conversation. She just smiled and rolled her eyes at them. Ever since she moved to Ponyville the antics of all of her friends had certainly grown on her. When she lived in Canterlot she wouldn't have even been able to tolerate such behavior, but ever since the Nightmare Moon incident she wouldn't change it for anything, even if Pinkie herself was a little hard to deal with at times.

The group continued to walk, for some be dragged, past the many racers as many collected their belongings and flew off. Whenever they got the chance they would stop and ask ponies whether they had seen Rainbow come by or not. So far however, nopony they've talked to had seen the rainbow maned pegasus since the start of the race. More and more racers were beginning to leave as they went on. They needed to work fast.

"Ok let's split up," suggested Twilight. "The more ground we cover, the more likely we'll find somepony who knows where Rainbow Dash went."

The rest nodded and they all went in different directions, simply choosing a random group of ponies and going there. The only pony who had not moved however was Rarity. She was currently not moving an inch, all while darting her eyes back and forth to see if anypony was coming near her. Being out in the heat was one thing, but this was not ok for her! So many sweaty, gross and all round smelly ponies around her and she was right in the middle of them all! Slowly but surely, she began moving, only by the tips of her hooves however. She wasn't gonna risk going too fast as to avoid the disaster of having somepony's bodily fluids on her beautiful coat.

'Where's Spike when you need the dear?' she thought to herself. 'I'm sure he wouldn't have any qualms about getting me out of here.'

Out of the corner of her eye she spotted a pair of pegasus stallions walking in her direction conversing with one another. As they neared her she quickly took her large sunhat in her fore hooves and faced them with it, basically using it as a shield. The two stallions stopped their conversation and looked at her in mild confusion.

"Umm…sorry dears," Rarity said to them from her makeshift shield with an awkward smile. "Umm…the umm…oh! There it is! Hehe…my hair clip was caught in my hat oh silly me. I'll just go and put in back in. Let me just get out of your way."

Keeping the hat up, she backed off to the side away from the two stallions. Looking at each other, the two simply shrugged and continued on, both thinking the same thing. That mare is crazy.

Meanwhile, Fluttershy was walking up to a small group of conversing pegasi, but only very slowly and timidly. She hated it when she had to go on her own when it came to talking to others. She would've liked it a lot more if she had one of her friends with her right now to comfort her. She was just too shy. While she has opened up to more ponies after Twilight moved to Ponyville, she still has a terrible time with ponies she's never met. She just couldn't help it. She shook those thought from her mind. She couldn't let her timid nature get to her right now. They needed to find out where Rainbow Dash went.

She finally reached the group, although none of them had seemed to notice her yet. Slowly, she reached toward the nearest pony with her hoof. She was about to pat the pegasus on the back when she all of a sudden withdrew her hoof with a loud, "Eep!" at the sound of loud bang. She looked up in the sky where the sound originated and she saw a barrage of colors exploding in the air near the area with the stage. Fireworks. She let out a loud sigh of relief. It was just a firework going off that scared her. That was another thing she had to work on. She was so frightened by the most simplistic of things. There were some times you'd swear she was scared of her own shadow.

She turned back to the group ready to try again, but this time was met with their faces. She instantly froze up. They were all looking at her with questioning looks as to what she was doing. After they heard the firework go off they could've sworn that they heard a little high pitched squeal. The only culprit to it was the quivering yellow pegasus in front of them. After a long awkward silence, the stallion in front decided to speak up.

"Umm…excuse me…" he started.

Before he could even question her, she instantly bolted in the opposite direction, causing a small gust of wind as she left. The group of ponies looked off in the direction she went, but already they saw no sign of her. Looking at each other and shrugging, they took off, trying to work around what just happened. Hiding behind a small stall that was set up some ways away from where the group was however, was a quivering Fluttershy who looked like she had just seen a ghost. Ok, maybe she really would have to work on her shyness.

As she was still recovering, the group that just took off decided it was probably time to leave. They came all the way from Manehattan so they needed to be sure to catch the train before it left without them. They were sad that none of them were able to win, but it's not like they expected to anyway. The moment they heard that both Rainbow Dash and Lightning Dust were participating they knew that they had no chance. They did wonder what happened to Rainbow Dash after the race though. Maybe she just up and left after Lightning Dust won. Who knows. For now though, they were just contempt to just…

"Have you seen Rainbow Dash?!" asked a voice that came from the sudden large blue eyes in front of the lead's face.

The entire group jumped back in complete surprise to find a pink earth pony with a big pink, curly mane, a cutie mark with three different colored balloons, and a large grin that would give anypony nightmares for years to come. She was even hovering in the air with nothing but a few balloons tied around her midsection. She just floated there with a giddy expression as the group stared with worried looks.

"Me and my friends are looking for her!" Pinkie said quicker than any pony reasonably should be able to. "She's about yeah high has a blue coat a crazy rainbow mane and is super-duper fast! Also, do you like parties?! I like to throw parties for every new friend I meet! *Gasp!* Do you want to be friends?! I remember my first party! It was with my family on a rock farm! I also remember when Twilight first came here! Did you know she's a princess now?! Ohmygoshohmygosh I can introduce you to her! I can bake a cake that's as big as town hall to celebrate new friends! OOOOOOHHHHHHH WE SHOULD SO DO THAT!" Pinkie exclaimed in one breathe having to hold her face with her hooves.

She was so excited! The idea of having new friends always sent shivers down her entire body! Every time she felt as if she was about to explode! But first…she turned away from the group of distraught pegasi and pulled out a pair of quality binoculars from her mane of all places. She looked around the entirety of the town of Ponyville for her target. Finally she spotted it. The town hall.

'Hmm, let's see here,' she thought to herself, 'the town hall is about three-to-four stories tall. Hmm, that's a lot of baking supplies, buutttttt I think I can make it work.'

She put the binoculars back into her mane and turned back to the group with a smile. "Ok! I think I got it taken care of! Now I need to…know…" The group had already left…

"Oh…that's ok! I'll make it next time!" yelled Pinkie Pie into the open sky.

She took out a needle from her mane this time and used it to pop some of her balloons, slowly drifting her down to the ground where she belonged.

Twilight was having no such luck with finding Rainbow's whereabouts. She's probably asked almost everypony here and she was running out of options. She met up with Applejack since she hadn't really turned up anything either.

"I don't know about this Twilight," said Applejack. "We've just 'bout covered this whole place and we still ain't found a single colored hair of that filly."

Twilight sighed. "I know Applejack. It's just strange that we haven't found her yet." Then an idea popped into her head. "You don't think that she just instantly went home after losing do you?"

Applejack pondered that idea for a moment. "Maybe. I mean she really wanted to win this. If I were her, I'd be lockin' myself up in the old barn."

"But I just find it strange that she hadn't even come to see us," said Twilight. "I know she'd be upset, but she knows that we'd be there for her right?"

Before Applejack could respond, she spotted their friends all coming towards them together. Well…with Rarity hiding behind Pinkie and Fluttershy in an attempt to shield herself. Seriously, that mare is gonna have to open up to gettin' dirty one of these days.

Fluttershy was the first to speak up. "Did you find out where she went?"

Both Twilight and Applejack shook their heads. "No," said Twilight with disappointment, "nopony seems to know where she is or even went. It's like everypony completely lost sight of her."

"Me and Twilight thought she might've just went home," explained Applejack.

Rarity finally worked he way around Fluttershy and Pinkie Pie and said, "Home? But dear you think we would've seen her leave. She'd have to pass the finish line if she wanted to go straight to her place."

"Yeah!" Pinkie Pie jumped in. "And I was keeping an eye on the finish line the entire time with these babies!" She pulled out her pair of binoculars from her mane once again and presented it to the group. "I never miss anything with these!"

"She could've came here before going home," said Twilight. "She could've wanted a refreshment. I mean this was a pretty big race."

"Umm…I don't think so…Twilight…," Fluttershy said meekly.

All of her friends turned toward her. "What is it Fluttershy?" asked Twilight.

"Oh never mind," the shy pegasus said. "I don't want to ruin any of your ideas"

"No no," Twilight encouraged, "I want to hear it. It's ok Fluttershy."

"Well…ok," said Fluttershy. "Well…I was with Rainbow a few days ago when she was talking with Thunder Lane. They made a bet."

"What kinda bet?" asked Applejack

"Umm…Thunder Lane made a bet with her that she couldn't go a whole week without drinking any refreshments after a race or training. She excepted it…"

"And how long ago was this?" asked Rarity.

"Umm a week ago," Fluttershy said meekly.

"What?!" Yelled Twilight.

"It was supposed to end later this evening. Rainbow didn't want to lose," Fluttershy explained.

"So Rainbow never even finished?" Twilight asked to nopony in particular. "You don't think she's stuck somewhere again do you?"

The group cast worried glances at each other. They sure hope she wasn't. It took her win nearly a month to recover from last time. If she was they sure hope it wasn't worse since then.

"Excuse me!" exclaimed a voice from behind them, "do you mean Rainbow Dash?!"

The group of friends all turned to the source of the voice to find a pegasus stallion walking in their direction. He had a white coat and his mane and tail were messy and black in color, his mane standing straight up in some places. He was also wearing a pair of goggles over his forehead, so he was obviously a racer. Twilight went up and decided to meet him.

"Umm, yes," she said. "Do you know where she is, or where she went?"

"Well maybe," said the stallion while rubbing the back of his head. "To be honest I never really saw her much during the race. I only got to see her once really."

Twilight and the others looked at him quizzically. "Can you tell us when? We need to find her just in case she got into some trouble."

He nodded. "Yeah. When I saw her we were all going through the Ghastly Gorge. I remember she was right on my tail for some time while we were down there."

"Wow!" Pinkie Pie yelled jumping in between him and Twilight. "You must be fast then! Not a lot of ponies can keep up with Dashie!"

The stallion backed up slightly at the sudden outburst from the pink mare, but he also smiled and rubbed the back of his head again in embarrassment. "Well it was kind of short lived. About half way through the gorge we ended up having to avoid a bunch of strange eel things."

"Oh," Twilight spoke up, "those must've been the quarray eels. They've turned the gorge into their home over the past few decades."

The stallion nodded at the information. "Well anyway, early on I had to come to a complete stop in order keep from becoming one of those thing's appetizers. That didn't stop your friend though. She went straight into the jaws of that thing."

The group all gasped in unison. Pinkie of course, was the first to speak up. "OH MY GOSH! DASHIE'S BEEN EATIN BY A GIANT EEL! TWILIGHT QUICK! I NEED A GIANT CHEEK RETRACTOR, A HAMMER, A ROPE, AND SOME POCKET CANDY STAT!

The stallion quickly saw that they misinterpreted him and said, "No no no! She wasn't eaten! I saw her make it through before the jaws closed!"

That seemed to settle all their nerves as they all sighed. He decided he should probably continue before they started to berate him for not explaining it well enough.

"After I managed to pick up some speed again," he explained, "I saw both her and that green pegasus dodging and weaving through an entire nest of those things. Not something I could've done. After that, I saw both of them head into the Everfree Forest, but I lost sight of them after that. They were already way too far ahead of me and the forest was too thick to see anything at a distance."

"So they went into the forest," asked Applejack, receiving a nod from the stallion, "and that's the last ya saw of 'em?"

"Well like anypony else I saw that the other pegasus had won, but I never saw your friend," explained the stallion.

"Did you see anything in the forest dear?" asked Rarity. "Any sign that she was there?"

"Well no…" he said dejectedly, "but…well…I did see a flash."

The five mares in front of him stared at him with questioning looks. "What flash?" asked Twilight.

"Well first I heard what sounded like thunder and the sound of cracking electricity," he explained. "Then a few seconds after that ended, a bright light appeared somewhere past the trees where I was flying. I thought it was one of those Everfree clouds, but it didn't seem like it. I wasn't sure what it was, so I booked it out of there. After that I arrived at the finish to see that the race was over."

Now the group was intrigued. They've been to the Everfree loads of times. Sure it was different from the rest of Equestria, but they've gotten used to it over time. Not once could they recall seeing flashes of light.

"Well I guess that settles it," said Twilight. "We're going to the Everfree Forest."

"You think that's where she could be Twilight?" asked Fluttershy.

"It's the best lead we got," Twilight said before turning back to the stallion. "Thank so much…umm…I'm sorry I didn't catch your name."

"It's Lightning Wing," he said with a smile.

Twilight smiled back, "Lightning Wing. Thanks for all the help. Alright girls! Huddle up!"

The rest of the group, minus Lightning Wing, huddled around Twilight as her horn started to glow with a purplish aura. "To Everfree we go!" said Twilight as her horn grew bright.

"Woo hoo!" yelled Pinkie one last time as they all disappeared in a flash.

Satisfied that he had managed to help out the group, Lightning Wing turned in the other direction and flew off. It was about time he started heading home anyway.

Rainbow had faced some weird things before. She had helped save a lunar princess from her own split personality. She had a faceoff with the spirit of chaos himself. She and her friends had fought off hordes of changelings in Canterlot. She and her friends even defeated Tirak, who was the very embodiment of destruction himself. To be honest though, when compared to Discord, this weird hedgehog guy wasn't the strangest thing, but it certainly was a new one.

Ever since the fight had begun she had to be constantly dodging everything that was thrown at her. Literally! Using whatever form of magic he had, he picked up whatever he could find and just chucked it at her. Rocks, branches, entire trees! Everything was at his disposal.

At the moment they were both flying through the long and dark forest of the Everfree, both keeping a fair amount of distant from one another. It boggled her mind on how this guy was flying without wings. Did this have to do with his magic as well? She didn't know, nor did she care to ask. This guy was just asking for a beating.

In an instant, she made a sharp turn to her left, steering her right toward the hedgehog. He saw this coming by a mile and thrusted his hand in her direction, a pulse of energy coming from the cyan symbols on his glove. She flapped her wings, pushing her up over the pulse and her hoof connected with his cheek. She could see his eye bulge out in surprise and from her strike as she sent him flying to the ground. The hedgehog was now currently spinning rapidly as he flew through the air and straight for a strange black bush with tentacles. He landed right on it, causing both him and strangely the bush to cry out from the impact.

He oh so felt that one. He shook his head in order to relieve himself from the dizziness as he rubbed his sore cheek. Not to self: hooves hurt like none other. He picked himself up and began dusting himself off, but when he looked down to dust off his legs he noticed a very frantic tentacle trying to curl around his foot. He jumped away in surprise, but not before another tentacle wrapped around his torso. He instantly found the culprit to be the very bush, plant, thing that he landed on. The leaves on the bush were all black in color and tentacles were coming out of it from every direction. On the top of the bush was what looked like a large head of a fly trapper plant, although from the looks of it he was the fly in this situation as it tried to bring him in closer to bite down on him.

He wasn't too keen on becoming a snack. He brought his hand up as it started glowing and swiped it through the air. A large slash made of pure energy arced where he swiped his hand and cut the tentacle holding him along with any others that were looking to grab him. He flew away before he became trapped again and let loose another slash, this time hitting the plant's head, effectively cutting it in two and letting a blue liquid ooze out of it. He sweat dropped after that close encounter. Just what kind of crazy world is this anyway? He's seen strange things before, but now he can count crazy carnivorous plants off the list. Now back to the matter at hand. He looked in the direction that he flew from and saw the pegasus fly straight to his location before stopping and just sitting in the air in front of him, a scowl evident on her face.

"I can't say I've been to place with giant killer plants before," the hedgehog said.

Rainbow only continued to look at him with a glare. "Yeah yeah. What the heck is up with you buddy?! Why are you attacking me anyway?!"

The hedgehog put on a more serious face as he replied, "I told you already. I need to see your skills for myself and so far I'm pretty impressed with what I've seen."

Rainbow looked at him with a confused expression. "Why do I have to show you anything?! And for what reason?!"

"You'll see," he responded.

Before Rainbow could respond he was already flying straight at her while rearing back a punch. She quickly brought her front hooves up and blocked the strike. It hurt a little of course, but it was nothing she couldn't handle. Now he brought his right leg up in an attempt to kick her in the side. She ducked under it and flew right underneath him. She then brought up her back hooves and tried to buck him. Before she could get the attack off she once again felt her body freeze up. His hand was outstretched right at her again once she dodged that kick of his and she was covered in the same cyan aura as before.

"Not this time!" she yelled.

Once again she felt the same burning sensation throughput her entire body as the aura shattered around her, freeing her from his grasp. She didn't know what was going on, but she wasn't going to complain if it helped her out. The hedgehog however, was racking his brain trying to figure out what was going on. Not once has he ever had any problems controlling his powers. But for some reason whenever he used them on this pony they just completely failed him.

"Alright then! How about this!" he yelled while picking up a medium sized rock with his powers and threw it at Rainbow.

Rainbow noticed the projectile and twisted her body through the air, letting it fly right past her. Meanwhile, the bush that was practically cut to pieces by the hedgehog earlier still had one moving tentacle. Its head was cut in two, but it still had many of its body functions. The head was just its mouth. Anyone who knew anything about the Everfree knew that the "brain" of these plants were within the bushes themselves. That hedgehog may have hindered it, but it could easily grow new limbs. In no time at all, it'll be back at its best and will be able to…the black bush was then crushed by a flying rock, flattening it completely as its tentacle stopped moving.

Recovering from her twist, Rainbow charged him with her fore hooves stretched out in front. The hedgehog started to fly backwards rapidly, carefully keeping his distance as they both flew through the forest. While he was fast, she defiantly out sped him and was gaining quickly. Maybe she was what he was looking for. He just needed to see a bit more before he decided on anything. He gave her a smirk as they were still flying and brought two of his fingers up as they were covered in aura.

Rainbow gave him a quizzical look at his little gesture, almost like he was asking her to bring it on or something. Well, she'll defiantly be showing him what for once she catches him. But then why was he looking down? She to a glance down as well and she understood what he just did, going wide eyed. A massive volley of small rocks was being hurled straight at her. Reacting quickly, she quit chasing the hedgehog and began twisting and turning her body to dodge the incoming rocks. They may have been small, but going at that speed they were sure to hurt. As she dodged them she could feel the wind coming off of them as they passed.

The hedgehog landed on the ground and looked up to the pegasus. She was easily able to dodge whatever rocks flew at her, but that was going to change. He lifted his hands and covered them in the cyan aura before grasping the rocks that already flew past her in his powers. He pulled his hands back, causing the rocks to fly right back at her. Rainbow just got done avoiding the last rock, but as she turned to see it pass she was surprised to see all of them flying back. With a push of her wings she sped through the air, the mass of rocks missing he again. The hedgehog quickly began moving his hands in the directions he wanted the rocks to follow. With them all still held in his powers, they made sure to stay right on the tail of the rainbow maned pegasus.

As Rainbow tried to pick up speed to stay ahead of them, they just picked up the pace as well. She flew up. She flew down. Left and right, weaving around trees, doing anything to try and shake them, but no matter what she did they always found their way back to her. She looked back to the hedgehog and saw that he was now floating in the air once again, most likely to keep an eye on where she went. He continued to make those stupid gestures with his hands and it was honest really irritating her that he was in complete control right now. She had to get in closer to him. He always seemed to be at a disadvantage if she was right up in his face. Thing is, whenever she'd make an attempt to get in closer he would always chase her away with the rocks. She needed a plan right now and before she became exhausted from fatigue again.

She looked back and forth while still making sure to play keep away with a bunch of rocks. There had to be something! Then it hit her. She looked into the sky and saw a bunch of clouds. Not the normal clouds from the Everfree, but ones that looked much more tame and harmless, most likely from being too high in the sky away from the forest itself. They weren't clumped together however, they were all spaced out. A little grin grew on her face. She looked back at the hedgehog.

"Hey pin head!" she yelled getting the hedgehog's attention. "See if you can keep up with this!"

She angled her body straight upwards into the sky, the rocks following her still. The hedgehog got a curious look all of a sudden. What was she planning to do anyway? At least in the forest she had some cover, but now she in open sky. At this point Rainbow was just a blue streak in the sky, still flying straight up with his projectiles in pursuit.

Once she was high enough to be level with the clouds she stopped going up and dashed immediately to the right. The sudden gesture caused the hedgehog to have to quickly keep the rocks on course, but he managed to do so without too much delay. It was a bit harder since she was so far away, so he flew a little higher into the sky to make sure he didn't lose his grip on the stones. Although it got easier to keep control, it was still tricky because now she was just spinning in a circle the whole time. She just kept on going and going and it didn't look like she had any intent of stopping. Just looking at her he was starting to get a little dizzy. Heck she was going so fast now the wind was starting to pick up. Wait…wind?

It was true. Now that he was paying more attention to his surroundings he could easily feel the wind blowing through his quills. It wasn't just a little breeze either. It was close to pushing even him. Made sense considering there was a small tornado starting to form where she was circling. Acting quickly, he pulled the stones back from their pursuit and had them all fly back and sit in the air around him. He didn't want to have them be dragged up into the tornado before it was too late.

The longer she continued to spin the larger the tornado grew. He could see that the clouds that were once spaced apart were now all congregating to where the top of the twister was. They all started swirling around the top, creating a much bigger cloud that covered a fairly large area. This could actually start to get out of hand. He needed to somehow stop it before it grew too big for him to handle. Just as he was about to take action something else happened. The tornado looked like it was falling apart. Not so much violently, but like it was just blowing away in the wind, like it couldn't keep held together. He looked at it quizzically before spotting a blue speck as the entirety of the tornado vanished just underneath the mass of clouds that were still held together. Looking closer he could see that it was Rainbow just sitting in the air with a cocky smirk and had her fore hooves crossed.

"Just try and get me now!" she yelled before flying up into the clouds themselves.

The hedgehog was about to take flight after her, but he stopped himself. This could easily be a trap. This must've been what she was wanting from the start. He couldn't see her when she was in the cover of all those clouds. That meant if he were to try and use the stones as projectiles again he'd have no idea if he was even hitting her or not. He also didn't want to fly after her because that would leave him open to a close up attack from her. He readied the rocks at his sides and simply waited. He couldn't see her now, but the moment those clouds broke up or she came back out he could nail her. He just had to wait.

Meanwhile, Rainbow was now well high in the sky, possibly a few miles above her little cloud shield. Her plan had worked out perfectly! He probably thought she was still inside the clouds, but if she just used them to cover his line of sight then she could put phase 2 of her plan into action. If she couldn't get pasted the rocks, then she'd just go right through them.

Twilight and the others appeared in the middle of the Everfree with a flash. The moment they looked around the place the more they started to worry for their friend. The whole place was torn up. Entire trees were uprooted and were strewn about the place, there was a large scorch mark on the ground like something had been burned, and there was a small gust of wind as they arrived. To say the least, this was the worst state that they've seen the Everfree in since the whole Everfree invasion incident.

"What happened 'ere?" Applejack asked I awe.

"I haven't the slightest idea," responded Rarity who was still wearing her massive sun hat, "but this place could definitely use a little touching up."

All of a sudden Pinkie Pie gasped. "What if it was some sort of massive earthquake!? Oh my gosh! All of Ponyville could be in trouble! No! All of Equestria!"

"Pinkie!" said Twilight, "if it was an earthquake that big it would've been a lot worse than this. Plus, if it was an earthquake then why didn't we feel it at Ponyville, or even an aftershock after getting here?"

Pinkie then went straight up to Twilight and used her fore hooved to put her face right up against Twilight's. "Stealth earthquake…" she said in a hushed tone.

Twilight pulled away from the mare and said, "I doubt it…"

Fluttershy was then the one to speak up. "Umm Pinkie…if it was an earthquake…then what caused that black spot?"

The group then all focused on the scorch mark while Pinkie just jumped over to it and had her face where she was eye level with it, studying it carefully. Her eyes were practically popping out of their sockets as they darted back and forth. Afterwards she stood up straight with her hoof to her chin, deep in a thinking process.

"Hmm," she started, "judging by the size of this mark and state of this place..."

She turned back to the others with a smile, all of them listening closely for her answer.

"I'd say a big portal opened with some strange creature in it, probably a hedgehog," she said while holding up a white hair, "and Rainbow Dash is currently fighting it, and that explains why she wasn't at the finish because she was preoccupied with beating him to a pulp in one big confrontation! Hold on let me get my popcorn!

Out of nowhere she pulled a bucket filled to the rim with popcorn from her bushy mane and before anypony could even comprehend what she was doing she suddenly pulled a red and white stripped lawn chair out of nowhere. She sat herself down and already started digging into her popcorn, all the while looking up at some clouds.

"Pinkie…" Twilight said with a facehoof, "I…I don't even know where to begin with that. And this isn't a time to be eating popcorn and relaxing like you're watching a mov…"

BOOOOOOMMMMMMMM!

The whole group, aside from Pinkie Pie, all jumped at the sound of the massive explosion. They even felt the wind from it as it blew through their manes. Even Rarity's hat was blown away high into the sky.

"My hat!" she yelled.

Once the shockwave was over they all saw what had caused it. They also knew who caused it incidentally. Up in the sky was a rainbow streak zooming through the sky with a massive rainbow sonic boom in the sky. A Sonic Rainboom.

Things were not looking up for the floating hedgehog. One second he was waiting for the clouds to part, the next he finally did, but only because of a pegasus charging straight through them at an absolutely ludicrous speed, the clouds practically dissipating. Behind her was a tail of rainbow and in the distance was what looked like an explosion of rainbow spreading throughout the sky. Out of instinct he shot all of the stones at his sides at her. They sailed through the air until they impacted, only to break apart after touching the cone that formed around her.

He went wide eyed and quickly covered his entire body in a bright, shining cyan aura and charged her at high velocity, leaving behind a cyan streak of light. From a distance it just looked like two streaks about to collide in the sky, one rainbow colored, one cyan. Rainbow and the hedgehog finally collided at high speeds causing a small shockwave in the sky. The two just bounced off of each other in opposite directions, but they both kept their insane speeds. They just curved back around and collided once again, only to achieve the same result.

They then began charging through the midday sky side-by-side each other, each one leaving behind their respective streaks. Very frequently they would collide with one another in constant struggles to outlast the other. Each time they impacted they caused a shockwave.

The hedgehog was very impressed right now. Not only did she completely outsmart him, but she was able to keep up with him blow for blow. Whatever she did behind those clouds increased her speed to insane levels. In fact, he was struggling just to keep up with her, while from the huge grin on her face said that she wasn't struggling at all. He smiled to himself. That settled it. He needed to make a call.

Rainbow on the other hand was having the thrill of a life time. She had never gone this fast before, and she wasn't even trying yet. She felt that she could push herself even further than this. Usually whenever she pulled off a Sonic Rainboom she would be putting a huge strain on her wings and her whole body in general, plus the fact that turning was a bit difficult. Now though, she felt like her whole body was much more stable and she had a much easier time turning than ever before. She thought back to that strange feeling she had many times during this fight. Could that have had a part in this too? In fact, what is that feeling? It felt like the Elements of Harmony, but her and her friends all put their elements back in the Tree of Harmony. They were stuck there. Sure there was that one time that they use the Tree's power to defeat Tirak, but the elements were still part of the Tree. She was about to continue this thought process, but her train of thought was broken by the hedgehog coming straight at her again. She could think about that later. She'd just ask Twilight about it. She knew more about that kind of stuff than her.

Pumping all the energy into her wings that she could muster, she gave them one big push that sent her speeding toward her aggressor. The hedgehog was also speeding right at her, but he was also readying a punch while concentrating a bunch of his powers into it, causing it to glow cyan, even more-so than the rest of his body. Rainbow reared her right hoof back and was going to deliver a punch of her own. Just as they were about to collide they both threw their punches at each other, both of their fists, or hooves, pushing against each other as one more shockwave was made from the impact. They both stared each other down as they pushed against each other. Both showed determination in each other's eyes as neither wanted to give up so easily. Both of their appendages were starting to ache from the pressure being put onto them and sweat could be seen dripping down both of their faces.

The hedgehog decided to put even more of his energy into his fist. He didn't really need some of it for anything other than to keep himself in the air. His fist glowed even brighter, but as he did that he saw the red lightning bolt once again and both he and Rainbow noticed she glowed a soft shade of red. Before either of them could react a powerful force erupted between them where his fist and her hoof touched, sending them both flying backwards toward the ground. They both managed to right themselves and they both hit the ground hard, feet and hooves first, while leaving ruts in the dirt as they skidded away from each other. They both came to a stop and were panting heavily. They've both put a lot of their strength into this so it was starting to take its toll on them. Before either did anything further, Rainbow swore she could hear somepony yelling.

"Rainbow!" she heard the voice of Twilight behind her.

She turned around to see all of her friends galloping towards her, Pinkie for some reason with a popcorn bucket sitting in her mane. The hedgehog composed himself and looked at the group curiously. Where those her friends? They didn't look all that dangerous so they couldn't have been part of this forest like that plant was.

"Guys!?" Rainbow yelled questioningly.

Rainbow practically forgot about the hedgehog for the moment and turned to face her friends who started to crowd around her.

"There ya are Sugarcube!" exclaimed Applejack. "We've been look'n all over for ya!"

"Yes darling," Rarity said. "You never showed up to the finish line and we were getting worried about you."

"Yeah!" Pinkie jumped in. "We thought you wouldn't show up to your after party for such a great race! But it looks like we don't have to worry about that now!"

Rainbow was glad to see her friends here sure, but the fact that they WERE here was a bit strange. The would've just waited for her to finish before…she stopped herself and quickly grew a worried expression.

"Wait!" she said. "I'm glad you guys were worried, but what happened in the race!? It's still going on right!? And what about Lightning!?"

She was looking directly at Twilight during her questioning. Twilight herself was feeling were nervous all of a sudden. Rainbow still thought she had a chance at winning the race. How was she gonna break it to her that the race she's been prepping for months for was over and that she lost her chance to beat her #1 rival?

"Look…" Twilight started as Rainbow listened worriedly, "Rainbow…about the race…"

As she stuttered to make out the words, Fluttershy was the first to notice the figure standing behind Rainbow. She had never seen a creature like that before, but it somehow closely resembled a hedgehog on two legs. Wait, didn't Pinkie say something about a hedgehog?

"Umm…Rainbow Dash?" asked Fluttershy as all eyes turned to her. "I don't mean to interrupt…but who's that over there."

She pointed her hoof over to the silver haired hedgehog and the whole group finally got a good look at him, Rainbow just looking at him with a glare. Thing is, now he was holding his hand high in the air and he was holding something. It looked like a blue gem that was cut perfectly with no visible disfigurements in the shape of an emerald. The ponies could see a faint glow coming from inside it.

"Chaos Control!" the hedgehog yelled as he flashed away in an instant.

The group gasped in surprise, but Rainbow charged to the spot where he disappeared and looked furiously for him.

"Hey!" she yelled. "Come back here you! I'm not done with you yet you giant rodent!"

She was practically screaming in pure anger. She knew the answer to her question that she asked Twilight, but she didn't want to believe it. It was all that hedgehog's fault! If he hadn't have interrupted her during a very important moment she wouldn't made it back to Ponyville ages ago!

Her friends just stood there and let her vent. They wanted to comfort her, but they knew better than to get in the way of Rainbow when she was like this. It wasn't very pretty. Finally, Rainbow stopped screaming and turned back to Twilight. Her eyes were dead serious as she asked her, "What happened?"

Twilight inwardly flinched at her tone of voice. It wasn't pleasant to see one of her friends this upset. She just sucked it up though and gave her the answer. She would've had to eventually.

"The race is over Rainbow," she said dejectedly. "It ended a while ago and Lighting was the victor."

Rainbow went from a state of anger to a state of shock. Her eyes quivered in a state of disbelief. Not because she was about to cry, mostly, but because she was inwardly trying to hold back her anger. Not just at the hedgehog, but from the remembrance of Lightning Dust cheating earlier in the race. Out of defeat, her head dropped as she just stared at the ground, she could feel some of her friends patting her back to try and comfort her, but she didn't even bother looking to see which ones. Only one thing was on her mind. She had lost.

The hedgehog was now looking down at the group of ponies from the top of a massive tree not too far from where he once was, but it was far enough so that no one could see him. He put two of his fingers up to his right ear to a small device that was lodged inside it. It was blue, small and comfortable enough that it didn't get in his way, and it had a logo with two orange fox tails on it. When he touched it he could hear static until he heard that someone had answered him.

"Hey Blaze," he said excitedly, "I think I've found someone who could help us with our problem."

"Yeah I think you did," said the female voice known as Blaze on the other end of the communication, and she sounded more irritated than happy. "We need to talk."

"About what?" he questioned.

"Now Silver," she responded before closing the communication.

To be continued...

Chapter 4: Friendly Greetings

*Chapter 4: Friendly Greetings*

It was now in the early afternoon and at this point almost everything that was set up for the race was moved out, save for a few stalls here and there, but those were quickly being taken care of. Plus, somepony needed to take care of the leftover confetti littering the ground. It was quite the big shift from all the crowds cheering and yelling earlier today. It was much quieter now that everypony had left and the Wonderbolts took off back to Cloudsdale. Most likely Lightning Dust was with them as well.

Now that everything had settled down, most of the ponies in Ponyville have gone back to their everyday lives. Some could be seen taking their pets on walks or working at their stalls they had open in the town square. Some were watering their plants outside their homes and others were playing with their kids in the park. Almost everywhere though you'd hear somepony talking about the race in one way or another. Those who were close enough to Rainbow Dash had been wondering where she had been during the end of the race and they got a bit worried, but those thoughts were quickly pushed aside when she finally got back to town. Now however, there was just one more problem.

Rainbow had just gotten back to her cloud house outside of Ponyville. There had been plenty of ponies asking her all sorts of questions on her way there. Why weren't you at the finish? What did you think about Lightning Dust taking the gold? Can I have an autograph? Ok, that last one she didn't mind so much, but at the moment she didn't feel like acknowledging any of them. Right now she just felt too disappointed in herself, among other things.

As she kicked open her door she instant threw her Wonderbolt academy goggles on the floor before throwing herself on the couch and letting out on aggravated grunt as she stared at the ceiling. How could she have let herself lose like that. Not once has she ever not finished a race. That race for a pet didn't count. Even if she was going to lose, which wasn't likely, she was gonna finish strong anyway. She couldn't believe how much things got out of hoof. It was embarrassing is what it was.

Once she and her friends had left the Everfree she had explained to them everything that had gone down. Everything from Lightning cheating, to the strange lights, to her fight with that pincushion of a hedgehog. That hedgehog. What was his deal anyway? He was always spouting nonsense about testing her and all that baloney. Yeah right. If anything he was probably paid off by Lightning Dust in order to keep her from winning. Although, what kind of powers did he have anyway? She had explained that part to Twilight in detail. Twilight had said that anything that used magic had some place to channel it through. Usually it was some kind of horn, but he definitely didn't have a horn, unless you counted those excessively long quills on his forehead. However, whatever he was doing he looked to be doing through his hands. Twilight said that wasn't likely but she knew what she saw and she just left it at that. Afterwards she had left her friends and came back here. She just needed some time to think is all.

She turned onto her side and looked at the discarded pair of goggles on the floor. So much for being her lucky pair. She didn't feel very lucky right now. Just angry. At herself, Lightning Dust, and the hedgehog. If she ever found him again she would be sure to turn his entire world upside down. That's the least of what he deserved.

It was fairly dark in Twilight's bedroom as the curtains were still closed and all of the lights were off. The only light in the room was that of the sun barely shining through a crack in the curtains. The line of light went across the bed, onto the floor, and eventually went across a small basket with a blanket with lump in it. There was a very loud snoring noise radiating throughout the room as the lump grew and shrunk in sync. To the occupant of the tiny bed it was extremely relaxing. No worries, no chores, and most importantly no…

"Spike!" Twilight's voice echoed loudly.

The lump in the bed suddenly jumped out from under the covers with the blanket flying across the room and him clutching his chest tightly as he breathed heavily from the shock. He was wide eyed like he had just been scared out of his mind. Once the shock went down, however, he settled down before looking around the room and making agitated sigh as he grudgingly climbed out of his comfy bed.

He was a tiny purple dragon with green scales aligned on his head going all the way down to his tail. When you think of the word dragon you would think of a terrifying beast that was as big as the Canterlot castle and breathed pure tidal waves of fire. The dragon named Spike, however, was no more than a foot tall and while his fire breathe could be impressive, at times, it could never match up to that of a fully grown dragon. Also, whereas most dragons were rarely scared to death, at this moment he was not most dragons. He was actually still a baby in dragon years. In pony years he would most likely be a teenager by this point since his hatching. Unfortunately, Twilight doesn't work like that with him. He'd always be a child to her.

"Spike! You up yet?!" Yelled the voice of Twilight as she came through the large bedroom door and using her magic lit the chandelier on the ceiling, providing light to the once dim room.

Spike rubbed his eyes as he walked up to the unicorn. Could she not have let him sleep for a least another hour? Then again, this was Twilight standing in front of him. Sleep wasn't the highest thing on her priority list.

"Yeah yeah I'm up," Spike said groggily. "You don't have to yell ya know."

Twilight looked at her assistant with an almost disappointed look. "Spike how can you still be sleeping at this hour?" She walked over to the window and opened the blinds, letting the sunlight pour in. "It's almost noon. I even let you sleep in."

Spike looked at her more than a little annoyed at this point. "We stayed up all night last night researching the history of rock farms. Rock farms! I know Pinkie is wanting to take you to visit her family soon, but I swear after that session my brain is filled with nothing but rocks, literally!"

Twilight just rolled her eyes as she lifted him up onto her back and left the room as he continued to rant about his now infamous talking rock dream. She loved this tiny dragon with all of her heart. Heck, he's technically already her adopted kid, but there were times when she just didn't know what to do with him. He was very loyal and had always helped her at the library when it was still standing and now he was helping to take care of what was essentially a castle. But there were other times when he just didn't take something seriously. It was important to have knowledge of a great many things in Equestria. Spike however, always seemed to loath learning around her. She wondered why?

"And don't even get me started on the pebbles," he said as he gave an uncomfortable shiver. "Those guys just gave me the creeps."

"Spike," said Twilight, "as much as I want to listen to the end of this story we have something more important to take care of."

"Really? Like what?" asked Spike as a thought popped into his head. "Oh that's right! So how did Rainbow Dash do!? Did she really kick flank in the race!?"

Twilight winced a bit as she was brought back to how Rainbow Dash looked after hearing the news of her loss. It always hurt to see her friends like that. To her that's always how you could tell when somepony had a close friend, if you hurt when they do. She brought her thoughts back to the present and sighed.

"No Spike she didn't, "she said simply as they neared a large ornate door.

Spikes eyes widened at the news. Rainbow lose? That was almost unheard of. "Wait, what do you mean she didn't!? What happened!?"

Twilight used her magic to pushed the large doors open to reveal a massive library with a plethora of shelves, all lined with rows upon rows of books. It even had a second-floor balcony going all the way around the room with even more up there. Ever since the old library was destroyed they did what they could to recover what little books were left. This was that explosions weren't very kind to books then. Thankfully princess Celestia herself gave Twilight a large portion of the books from the Canterlot library to which Twilight was very, VERY grateful. Whenever it came to books you could be sure that Twilight would be ecstatic to get her hooves on them.

"I'll explain in a second," answered Twilight has she used her magic to lift Spike off her back. "Right now I need you to get the Equestrian Bestiaries Volumes 1-3 and the Mythic Compendium."

Spike instantly got into his 'assistant mode' as he saluted and rushed off to a tall ladder that was attached to one of the long bookshelves by wheels. He climbed up about half way before looking to his right and blowing a steady stream of green flame from his mouth, the force pushing the ladder down to another part of the shelf. He kept his eyes open for a very specific section of the shelf. Once he saw his destination he pulled down on a small lever on the side of the ladder, causing it to slowly break until it came to complete stop where he wanted it to. Using his claw he scanned the shelf for the books. One by one he grabbed them and threw them over to Twilight who was taking her seat at a large reading table. As they sailed toward her she grabbed them with her magic and gently placed them on the table.

The moment the first one hit the table she opened it up and quickly began to scan through it. While to most it would look like she was skipping over words every second, she was actually able to read everything as a very rapid pace. This really helped her during very stressful study sessions where there was little time to do anything. Constantly she was quickly looking through one section of the book and moved on to the next page. As Spike approached her he could tell something was up. She only got like this when something was up. She was one of those ponies who wanted to take her time reading every little detail. She could do that even now, but just in case she always took it slow.

Spike pulled up a chair and sat next to her, having to lean up in order to see the book she was currently looking through. "So what happened to Rainbow? Why'd she lose?"

"It was…a few things that caused it," Twilight answered while not taking her eyes away from the book.

"Like?" Spike asked.

"Well you remember Lightning Dust?" she asked.

Spike raised his brow. "You mean that stuck up pegasus Rainbow competed against at the Wonderbolts academy? Yeah what about her?"

"Well it turns out she was competing in the race today too," explained Twilight as she closed the book and moved on to the next one. "And she had some kind of vendetta against Rainbow. I guess because she think the reason she got kicked out was because of her."

"Don't tell me she won!" Spike said with a hint of aggravation in his voice.

"Worse," said Twilight. "Turns out she turned an Everfree cloud on Rainbow and caused her to crash land."

"You mean she cheated!?" Spike yelled. He hated it when somepony had to cheat to get their way. It took all the fun and competition out of everything. Plus it was with one of his friends which was even more unforgivable. Then another thought crossed his mind.

"Wait a minute," he said. "Wat does that have to with these books?

"That's the other thing I was going to tell you about," said Twilight.

"What?" asked Spike worriedly. "Did she get attacked by a Timberwolf and you're trying to find a treatment for the bite!?"

"No," Twilight deadpanned.

"Was she stung by a manticore and you're looking for an antidote!?" he asked again.

"No," Twilight said trying to bury her thoughts into the current book.

"Was she bitten by a vampire bat and she's going to turn into a batpony!? he asked remembering the whole incident with Fluttershy.

"No!" Twilight said in an aggravated tone.

"…"

"Was she…?" Spike began.

"NO! She was attacked by a hedgehog!" Twilight yelled taking her thoughts away from her studies.

Spike blinked a couple of times as his look of worry turned into a look of confusion. Did he just hear her right? Maybe he didn't clean out his ears good enough last night.

"Come again?" Spike asked as he took a talon and quickly tried to clean out his ear.

Twilight in her aggravation failed to realize how silly that sounded. She mentally slapped herself for saying it like that. Oh Rainbow will never let her out of this one if she ever found out.

"A hedgehog attacked her yes," Twilight said.

She waited for an answer from her assistant, but all she got was the sound of intense laughter. She looked to the tiny dragon to see him on the floor rolling around on his back and gripping his stomach, all while drowning in his own laughter.

"Rainbow Dash…was attacked…by a tiny…little hedgehog!" Spike got out through the laughter.

Twilight slammed her head against the book. She knew this would happen. Somehow she just knew it. She needed to rectify this quickly.

"Spike," she said, but his laughter drowned her out.

"Spike!" she yelled.

That got his attention, but he still felt the laughter trying to escape as he wiped a tear from his face. He picked himself up as he got back in the chair.

"Twilight you got to be pulling my leg or something!" Spike said with little laughs in between.

"I'm not Spike," she said getting aggravated with her assistant.

She heard him start to let his laughs escape his mouth again. "SPIKE! Take this seriously."

"How am I supposed to do that!?" he asked. "You just told me the fastest flyer in Equestria got attacked by a rodent."

"There's more to it than that Spike!" Twilight yelled.

"What was this a magic hedgehog or something?" Spike asked amusingly.

"Well…I don't really know…" she said closing the book and bringing out the next one.

Spike looked at her with a raised brow. "That was a joke Twi."

"Yes well I'm not joking right now," she said. "This wasn't some tiny, cute hedgehog that I'm talking about either."

"Well what other kinds of hedgehogs are there?" Spike asked.

"That's what I'm trying to find out," she said. "I've never seen anything like it and I can't seem to find anything in here either."

"Well what did it look like?" asked Spike.

"Well it was bipedal for starters," explained Twilight. "It also had light grey fur and a few very large quills on its head. It was also wearing gloves and boots of all things. It even talked!"

At this point Spike was looking at his friend like she was some insane pony. What she was describing almost seemed like something a filly or a colt could come up with. He deciding to press things a little further.

"Umm anything else?" he asked.

Twilight put her hoof to her chin in thought. "Well, Rainbow was the one who saw it for the majority of the time. She did say it was using some kind of magic to fly and pick up objects, kind of like a unicorn can. But that can't be true. There shouldn't have been any way for him channel it."

Twilight ruffled her mane in frustration. It was still hard to wrap her head around this. Nothing like she saw for the brief time she was there should exist. Was this just some brand new species that she hadn't heard of or was part of some ancient civilization that only just now decided to show itself to the rest of the world? She had no idea. She did recall Rainbow saying it appeared after a blinding flash of light and she remembered the scorch marks on the ground which apparently were from just that. Did it come here with some sort of advanced teleportation spell? Maybe that's what she should look into.

She was about to ask Spike to bring her another book until she looked at him and saw that he was giving her a very perplexed look. He blinked like he was trying to process what she was saying. Yep, she should've known he would act like this.

"Twilight," he said, "maybe it would be a good idea for you to get some rest. I mean, you were up all night and got up early to go to the race. I can go fix up the bed if you…"

"I'm not crazy!" Twilight interrupted him. "I'm not making this up, or hallucinating or whatever you think is going on! Even the others saw it!"

"Twi you got to admit that what you said actually sounds…crazy right?" asked Spike.

"Crazier than little insects that eat everything, poison joke, or Discord?" she retorted.

Spike was about to reply but he stopped himself. "Ok, you got me there, but still this really, really crazy sounding."

Before he spoke any further, and before Twilight decided she could use another assistant, an idea popped into his head. He was right. This whole thing did sound crazy. But maybe for good reason.

"So crazy that it really could be Discord!" he exclaimed with a smile.

Twilight raised an eyebrow at that. "Huh?"

"Think about it Twi!" said Spike. "Even though Discord is reformed doesn't mean he can't use his powers remember. Maybe this whole thing is just another chaotic prance for him."

Twilight was just about to tell Spike how crazy he sounded just now, but then again…it's Discord. You look crazy up in the dictionary you might as well see a picture of him holding a cup made of chocolate milk with the glass in the cup. Sure, it was true he was reformed, for real this time…she thinks, but every once in a while, her and the other princesses may find themselves cleaning up the mess after he 'accidentally' has some fun. Usually that means not so much fun for anypony that just so happened to be a bit too close to the king of chaos.

"You know what Spike," she said as she slammed the book closed, "you're right. Maybe this is just another fluke of his. Even if it isn't him, maybe I should've went to see the princesses about this in the first place."

"Maybe?" he deadpanned as he was once again lifted onto her back with her magic.

Twilight ignored that comment as she left the library and walked down a large flight of stairs leading to a massive grand hall. Don't get it wrong, she loved the idea of living in a castle, but there were times she realized just how empty the place seemed. The way her hooves echoed throughout the halls, how the ceiling was so far away from her that at times she actually felt a little dizzy when looking straight up. Thankfully her friends made sure to keep her company. Plus, with the old library destroyed, ponies were looking forward to a new one, so every so often she'd give free rein to anypony wanting to take a look at the new expanse of books she had to offer. Then there was Spike of course. While yes, he could be difficult at times he was still a valued friend and practically family to her. He helped keep the place clean and helped her to organize. For some reason though he always had on this worried look whenever she mentioned that.

"So we headed to Canterlot?" asked Spike.

"Not yet," said Twilight. "First I was going to get Rainbow Dash. She saw this guy the most so I'm sure she could be of help."

"If you can get her to move," said Spike.

It was true. She hated losing anything, so it was likely that she was going to stay firmly planted at home until she got over it, which usually wasn't quick.

"I'm sure we can persuade her somehow," said Twilight.

"W-we!?" Spike stuttered.

"Yep! You're going to help me," Twilight said with a smile.

"I-I don't know Twilight," said Spike, "You know how scary she can be when she's angry."

"I'm sure you can think of something," she said.

"Wait let's talk about this!" Spike tried to negotiate.

Twilight was giggling to herself as she opened the front doors to the outside, and suddenly stopped in her tracks.

"Hey what's up?" Spike asked as he looked around her head and went wide eyed, swearing he felt his jaw hit the cold tile floor.

Twilight herself was speechless. Standing in front of them was the grey hedgehog from the Everfree that had attacked Rainbow. This time though, instead of an intimidating look like she was expecting from somepony that attacked one of her friends, he had the look a colt who just got caught stealing from the cookie jar by his mother. Standing in front of him, however, and staring directly at Twilight was what looked like a purple, bipedal cat with a long ponytail sort of a hairstyle and very royal looking clothing with her arms crossed and a very intimidating look in her eyes, like a roaring fire held back by her own will. Her very presence almost felt like it demanded respect.

"Is this the castle of princess Twilight Sparkle?" she asked with a very calm and collective voice.

For quite a while, all Rainbow had been feeling was disappointment, frustration, and anger. Of course those feelings were still lingering there, but all she really felt now was an extreme sense of boredom. She had planned her entire day based around the competition and even once that was over she was planning on celebrating with the Wonderbolts back in Cloudsdale. With that outcome gone, she had now resorted to playing a game of cards on her coffee table. Now she usually hated these kinds of games. They were too slow and always seemed like a waste of time. Although, she did enjoy her and Applejack's chess matches at times. Those were some of the few times she'd want to play in front of her friends. Mainly because it was always fun to show up Applejack. Although she find them as ways to pass some time when there was nothing really to do. Not that it made them any less boring.

Right now she was having trouble finding a red queen to go on a black king. Thing is she had one from the three cards she just drew, but it was right under another card that she couldn't use. She let out a frustrated sigh as she contemplated what to do. Her hoof was slowly dragging over the hidden queen, her thinking about just taking it and finishing the game. Slowly she began to pull the card out, but about half way through when she grunted to herself and pushed it back in. She wasn't about to resort to cheating to win a game, even against herself.

Her head perked up as she came out of the game. "Oh come on!" she yelled to no pony as she slammed her head on the table, cards flying in in every direction from the impact.

The whole point of her playing was to take her mind off what had happened, but everything she did just kept reminding her. She wanted to forget it, but for her this wasn't something you could just move on from instantly. The amount of effort she had put in for today was for nothing. Rainbow flared her wings and slowly hovered out of the chair towards the front door, looking to calm herself.

She opened the door and steadily flew out in the sky letting the cool breeze through her mane counter the warm sunlight. It was a nice feeling to her and she couldn't help but smile. She always wondered how unicorns and earth ponies could go without wings of their own. She could only think of a life like that being restrictive when compared to being able to having the whole sky to mess around in. In her eyes it was liberating.

She let herself drift slowly through the soft, thin clouds as she acted like she was lying on her back, like she was swimming using her back hooves to push herself. The gentle mist of the clouds parted as they passed by her wings. Ok. This was the perfect life. Maybe it was for the best to forget about the race. It's not like it mattered too much anymore. Sure, the stab at what all happened would still be there, but that only meant that she needed to try harder the next time. Whenever she met Lightning again she could show her right there and then how much she improved. And the hedgehog…well, that's something she'll have to think about. She wasn't sure what his problem was, but as of right now. He's just like everything else: in the past. Although if she had to wager she'd say that if she ever did meet up with some guy like that again it would be too soon.

Rainbow broke out of her thoughts as she looked up at the afternoon sun. She may like the cool breeze, but she might as well enjoy the warmth while it lasted. By next week they were scheduled to bring in a load of storm clouds and by that time the sun will be completely blocked out and be replaced with a grey sky, not for a short time either. Not that she thought that was necessarily a bad thing, but heavy rain never was her favorite thing in the world. Made her winds too heavy to be able to take an evening flight. Well, might as well get a little sun bathing in while possible. She closed her eyes and let her wings do all the work from there.

"Hey Rainbow Dash! Whatcha doing?!" said a very hyper voice.

Rainbow shot up and looked in the direction of the voice to see what looked like a pink flying machine that was being powered by pedal power. And Pinkie Pie seemed to be at the one at the 'helm'. She could've asked where Pinkie got the dang thing, but Whenever you wanted Pinkie to answer your questions you usually end up with even more afterwards. Most ponies just tend to roll with it as it was the only way not to get caught up in her enigma of logic.

Rainbow just sighed and said, "Pinkie, what are doing?"

"I'm talking to you silly! Duh." Pinkie said like she wasn't in the sky as an earth pony. "Now why you up here when all of your friends are all down there?"

Rainbow look down past the thin layer of clouds and saw three other ponies on the ground. Fluttershy, Rarity and Applejack were all looking up at them, although Rainbow couldn't see there expressions from here.

"Look Pinkie, I get that you all want to help me, but this is something that I need to get over on my own," Rainbow said to her friend.

"There's no time for moping around here Dashie!" Pinkie exclaimed with a smile on her face the entire time. "We have something very important that needs to be taken care of!"

That got Rainbow's attention. Like what? With Pinkie it could be anything. Although, if it is actually important then she can't really ignore it, especially coming from one of her friends.

"What's so impor…" Rainbow started before noticing that Pinkie wasn't even here anymore.

She looked all around her but could see a single pink strand of hair from the bubbly mare. That it until she looked back down to the others to see her already standing next to them, and the flying machine nowhere to be seen. Rainbow had the most confused expression on her face before she took a deep breath and flew down to meet them.

'It's Pinkie Pie Rainbow Dash. Only explanation needed,' she thought.

After landing she finally saw the worried looks they all had. That seems like what this entire day has been filled with, just worry. Well, not that it's surprising. It's not every day you go through what she had went through today. Not wanting to let this linger for too long she decided to cut to the chase.

"Ok, so what's so important?" she asked.

She couldn't help but notice the small smiles starting to grow on her friends' faces. What was going on?

"Weeeelllllll," Pinkie dragged on, "me and the girls had a talk and we thought of something that might cheer you up. Ya know, just something to do as best friends!"

Pinkie pulled out a small slip of paper from her mane, but the others couldn't help but notice the tiny alligator that was holding onto it it's toothless maw.

"Gummy!" Pinkie said with a giggle as she pulled him off the paper. "When did you get in there!? You're supposed to be back at the bakery watching the cake! We don't want it to burn now do we!"

She set Gummy on the ground and said, "Run on now little Gummy! You have a cake to watch! The business depends on you!"

The alligator simply blinked, but only one eye at a time, before slowly walking away. Rainbow swore that that little thing was slower than Tank. And that's saying something.

"Anyway, this is for you!" Pinkie said handing her the paper.

Rainbow took it, but immediately noticed the slimy saliva that coated one side. She grimaced a little, but took it anyway and began reading through it.

"You are hereby invited to attend Pinkie and Friends' New Record Party Extravaganza. The location will be at Sugarcube Corner at 11:00 a.m. on Wednesday. Be sure to bring your plus 20," Rainbow read it off.

"Pinkie…what?" Rainbow said already confused.

"It was actually Fluttershy's idea," said Applejack. "We all thought ya needed something to take yer mind off a things, so she came up with throwin' ya a party."

"I just thought you could use it is all…" Fluttershy said meekly.

"Plus that if she didn't think of it Pinkie would've," Rarity said with a giggle.

"It's true!" Pinkie said immediately.

"But what for?" asked Rainbow. "I know it's to cheer me up, but what do you mean 'New Record'?"

"Well…" said Fluttershy, "…while you may not have won the race today" she paused for a second seeing the slight wince Rainbow made, "umm…you still did better at them all than any other pegasus from Ponyville has done before…"

"Yep!" Applejack said proudly. "Before you entered there hadn't been a pony alive who had done as good as ya did. I bet even those yeller bellies in Canterlot were goin' wide eyed at what ya pulled off."

"I sure don't feel like," Rainbow said lowly.

"Darling you can't keep kicking yourself while you're down like that," said Rarity. "Look at it this way. Do you think that mare Lightning Dust ever pulled off a feat like that?"

"No," she said.

"Do you think that in a completely fair race you'd win?"

Rainbow lifted her head a little bit. "Yes."

Time to try and finish it off. "And do you think you'll let some hedgehog…thing get in your way next time?"

Rainbow was about to answer, but was doing a bit of a double take. Would that happen again? What're the odds of something like that happening again?

"Umm…I don't think so," Rainbow said a bit unsure of her answer.

"Hey don't fret," Applejack said. "Whatever that thing was, Twilight said she'd find out whatever she could about the little varmint. Ya know her. She ain't gonna stop until she's found somethin'."

"Yeah!" exclaimed Pinkie Pie. "And then you'll be able to really kick his flank if it ever did happen again! Now come on! We gotta get to Twilight's so she'll know about the party!"

Before anyone could respond Pinkie zoomed off towards Twilight's castle, leaving only a trail of pink behind her. The other only watched as the hyperactive mare went to break Twilight out of whatever study session she was in.

"You kind of have to go now," said Rarity. "After all this I doubt you'll get off easy."

Rainbow thought about it and honestly, she had been avoiding her friends a bit too much today. Who knows. Maybe this would do some good for her.

She put on a genuine smile and said, "You know I think I will. It wouldn't be a very good party if I wasn't there!"

"It's always good to have all your friends there," Fluttershy said with a smile as they all started their slower pace to the castle.

"Yeah, but everypony knows I'm the life of the party, even if it is one of Pinkie's parties," said Rainbow.

"Something like that," Applejack mumbled underneath her breath.

"What was that?" Rainbow Dash asked as if daring her to say it.

Applejack just looked away like nothing was wrong. "I don't know what you're talkin' about."

"Oh I think you know," said Rainbow.

Rarity leaned over to Fluttershy as the two ponies started to bicker. "Well at least she seems back to normal," she whispered.

"I know," Fluttershy whispered back. "I just hope the party goes well for her."

"You have to stop worrying darling," Rarity whispered. "Pinkie never lets us down with her parties. Things will work out."

As the ponies continued their little banter they were nearing the large doors to Twilight's crystal castle. Since they were her friends of course they had free reign to enter as they pleased. Rainbow and Applejack, being the strongest physically, pushed open the large doors before closing them back again behind them. The four ponies had to assume Pinkie was already here bothering Twilight again about going another party like she always did. Of course they hoped Twilight agreed to it, but at times they knew the princess needed some time to her own.

They approached the door to the lounge which was where they usually went to first to find Twilight in the massive structure. The library was always the other place. Before they could open the door though, they opened slightly themselves as Pinkie peered her head through.

"Hey guys!" she said gleefully.

"I guess you've already spoke to Twi huh Pinkie?" Rainbow gave a little laugh.'

"Uh huh," she nodded, "but she has some guest right now so we're just having a little tea party!"

The other looked at each other a little confused. Who would Twilight have over for tea? Princes Celestia or Luna maybe? Zecora? Well no use guessing. They could just find out themselves. They made their way in, Pinkie opening the door for them, and they all stopped at what they saw. Sitting around a fairly large coffee table was Twilight holding a teacup with her magic, Spike in an apron serving the tea, but that was not out of the ordinary. What they really noticed were the two guests. One was purple cat holding her own teacup and had her legs crossed in a lady-like fashion. She was eyeing the group with hint of curiosity in her eyes. The other was…

"Hey," the grey hedgehog said nervously to the ponies while beginning to stand up, although still holding his tea. "I'm sure you might have some questions, and I'll be sure to...OUUGGGHH!"

He didn't even finish his sentence before Rainbow straight up tackled him over the back of the couch, him eventually forcefully getting pushed into a wall with a very angry pegasus holding him there and the tea all over the floor.

"Rainbow!" yelled Twilight, but she stopped after seeing a gentle hand wave by the cat.

"Don't worry about him," she said calmly still sitting as she was before. "Maybe he'll learn from it." She simply took another sip of her coffee.

"Wait! Blaze!?" the hedgehog said nervously.

"You and I need to have a little talk buddy," Rainbow said dangerously.

"Ooooohhhhhhh…I thought you looked familiar!" Pinkie said with a smile.

It had taken some time, but after coxing from Twilight and Fluttershy, plus a little force from Applejack, they managed to remove Rainbow from the roughed up hedgehog long enough for everyone to calm down, somewhat. In that time Spike had already cleaned up the spilled tea from the floor, much to his distress. Does anypony have any idea how hard it is to clean up hot tea from a rug? Not easy. Afterwards, the group of ponies and the two visitors sat down at the table, Twilight being kind enough to pour the hedgehog another cup of tea. Although Rainbow made an effort to sit completely on the opposite end of the table from him, giving him a narrow eyed glare the entire time. The hedgehog could feel her gaze on him and he couldn't really bring himself to look her in the eye. Yes, he fought her earlier today, but he had to admit that this pony was scary.

Nopony really knew what to say at this point. It was awkwardly silent since their little scuffle, and nopony wanted to accidentally start something else. The only one of them that seemed to be completely normal was the cat who was still calmly taking periodic sips from her tea. Even then, however, she never said a word.

"Well," Twilight spoke up wanting to break the ice, "now that that's all taken care of I think it's time we all introduce ourselves."

She began gesturing to her and her friends. "As I said before, I'm Twilight Sparkle, Princess of Friendship, and these are my friends: Rarity, Applejack, Pinkie Pie, and Fluttershy. I'm uh…sure you've already met Rainbow Dash," she said with nervous laughter.

The cat, after showing little to no emotion, let out a tiny chuckle, but mostly to herself, before setting down her tea and standing up. "It's a pleasure to meet you all," she said with a little bow. "I'm Blaze the Cat, and the Princess of Sol."

It was the hedgehog's turn to set down his new cup of tea and stand, although a bit reluctant considering what happened last time. "And my name is Silver the Hedgehog," he said with confidence, but still keeping an eye on the blue pegasus. He gave his own bow, being in the presence of another princess after all.

Despite the way he was acting now, Rainbow still held her glare. Just because he was being polite doesn't mean she trusted him. She thought she wouldn't have to worry about this again, or at least for a while. But now he was here in her friend's castle/home. As they both sat back down she cast a look to his friend in the regal clothes. She wasn't too sure of her yet. She seemed ok, but only time would tell.

"Well it's a pleasure to meet you both," Rarity said with a smile trying to warm up to the pair. "And if you don't mind me mentioning, I love your apparel darling," she said addressing Blaze.

Blaze looked down at her attire and chuckled. "Well it is the traditional wear of my family. Everyone in my family wore clothing of similar style."

"You must come by the boutique sometime," Rarity suggested. "If I could learn how to make something similar I'm sure it would really catch the eye of anypony with a taste for fashion."

"You…umm…also said you were a princess?" asked Fluttershy. She still wasn't completely sure of herself when talking to new comers, especially ones like this, but with how everyone was at the moment she could try. "If you don't mind me asking…uhh…where is Sol?"

The two visitors gave each other a look. They knew they would have to tell them. They just didn't know how to explain it without them freaking out.

"Well…"started Silver.

"We'll get to that," Blaze interrupted him. "We just need to know something first."

"And that would be?" questioned Applejack.

"We need to talk to her," Silver said gesturing to Rainbow Dash.

Rainbow narrowed her eyes even more. "About what?"

Silver heard the venom in her voice and he wasn't sure how he should go on honestly, but he did anyway. "We need your help. In fact, a lot of people could use your help."

Twilight noticed the slight difference in dialogue for these two when compared to them. They used the word someone instead of somepony and there were a few more that she caught. That was really strange to her. Even in the farther countries they still used very similar wording.

Rainbow raised an eyebrow at what he said. "If you just wanted help then why did you attack me!?" she asked accusingly.

"That was more of a test than anything," he said.

"That was a test?" asked Applejack. "Shoot, it looked like half the forest was rooted up."

"That's why I said subtle Silver," Blaze scolded him.

"I didn't have time to go around asking people, or ponies, if they were good fighters!" he defended himself. "And what if they couldn't handle it?"

"Attacking someone we want as an ally doesn't give off good first impressions," she said.

"I know but…" he said.

"We don't," she said in a 'that's final' tone.

Silver just gave up and just looked down at his cup of tea. No worming his way out of this one. Rainbow on the other hoof was smiling a little. She was already taking a liking to this princess.

Meanwhile, Rarity was taking another sip of her tea, but she always had this slight look of disappointment on her face. Twilight noticed this and she was wondering what was bothering her.

"Something wrong Rarity," asked Twilight.

"Oh, it's nothing Twilight," she said. "Although, I have to say that this tea isn't really the right temperature for me. It's no biggy. Just something to get used to is all."

Spike winced at that. He had always hoped Rarity would like the way his tea was made. This was just the way he had always made it for Twilight and she approved of it. He'd have to make a note of that whenever he made some for her again.

"May I see it?" asked Blaze.

Rarity looked at the cat with curiosity. "Pardon?"

"Your tea. May I see it real quick?" she asked again extending her hand out.

Seeing no reason not to, Rarity hovered the cup over to her with her magic. It landed in her palm and Blaze just…sat there…looking at the cup the entire time. She was about to ask her what she was doing, but Blaze looked back at her with a friendly smile.

"All down," she said extending the cup back to Rarity.

Rarity gripped the cup in her magic again and brought it back to her. Once she had it closer to her face again she noticed that there was actually some steam coming off the surface of the tea. Intrigued, she took a sip and noticed as the cup touched her lips that it was warmer. Not hot enough that it burned her, but just warm enough to feel comfortable. She also noticed that the tea itself was much warmer, and to her a much better drink.

"My word!" she said after pulling the cup away from her mouth. "It's perfect! But…how did you do that!?"

Blaze kept her composure as a tiny grin grew on her face. "One of my many secrets."

"Ok," Rainbow interrupted, "this is just getting weird! You're looking for somepony who can fight, we've never seen anything like you guys, and now you both have strange powers!?"

"You know what would be really, really weird is if they were from another planet!" said Pinkie. "Like aaalllllliiieeennnnsss…"

Twilight was about to completely dismiss her claim, but she noticed how both Silver and Blaze made strange looks to each other. Almost like they were guilty of something. It couldn't be, could it? She then said something she never thought she'd ever say to another living being.

"Umm…are you both…aliens?" she asked sheepishly.

Everypony else in the room gave her strange looks. Was this really Twilight they were sitting here with?

"Well, yes and no actually," said Silver immediately catching everypony's attention.

"Oh, come on!" Rainbow let out.

"You mean you are aliens!?" Fluttershy said worryingly.

"No! No! Not necessarily aliens," Silver recovered. "Like not from space I mean. You see, me and Blaze come from a completely different dimension entirely."

"The dimension of Sol to be exact," finished Blaze.

Immediately, the two friends noticed all the dropped jaws of the ponies and the little dragon. Yeah, this was going to be interesting to say the least.

Twilight was the first to speak up. "But-I-That shouldn't even be possible! To simply travel to one world to the next would take an immense amount of magical power! Even the princesses here in our world, shouldn't have that kind of power!"

Blaze nodded to Silver, like telling him to do something. Silver nodded back and pulled out a sparkling blue gem. In fact, the same one they saw him with before in the Everfree. He placed it on the table and everypony sat up and looked at it closely, especially one white unicorn with sparkles in her eyes.

"It's…it's so beautiful!" said Rarity with glee. "It's so perfectly cut. And the glow. Oh! Can you imagine this on a dress at the Gala!?"

"Hehe yeah," said Silver. "A lot of people are usually amazed when they see things like this. It's called a Sol Emerald. Back in our world they're used as conduits of unimaginable power. If you gather them all then it's possible to control even forces of nature."

"Of course, we never let anyone outside the royal family or trusted friends gather all of them," said Blaze. "If someone with evil intent ever got their hands on them then it could spell destruction for a lot of worlds."

"So ya mean ta tell us that ya used this little thing to get 'ere," asked Applejack eyeing it curiously.

"There's a little more to it than that, but put simply, yes," said Blaze.

"If you have things like this then what do you need me for?" asked Rainbow. "If they're so powerful then it sounds like you have things covered."

"Not exactly," said Silver, "and it's not necessarily what's wrong with our world, at least not yet."

"A world that is parallel to ours is having problems that we can't fix by ourselves we need someone else to help," explained Blaze. "Whenever something goes wrong in one dimension, it's opposite usually suffers for it as well."

"But what made you choose us?" asked Twilight. "If anything about alternate dimensions is true then there should be an infinite amount of worlds to choose from."

"That's true," said Blaze, "but back in Sol, we can see things that others could only speculate about. Yes, each dimension has a parallel version of itself, but there are also worlds known simply as sister dimensions. Usually this refers to two worlds that were born in such close tandem that they are forever linked. While we could've chosen any world to go to, this world was the simplest to get to since it was almost directly linked to Sol's parallel world."

"We could've had an easier time getting here if we decided to go to your world's parallel dimension since it was closely linked to ours, but…it wasn't what we expected," said Silver with a hint of hesitation in his voice. "This world seemed like the better option."

On that note, it just popped in Twilight's head that she needed to write to Sunset Shimmer soon. It's been a while since she had done that.

"And we need you because, well, you remind us a lot of a friend of ours," explained Silver gesturing to Rainbow Dash. "In fact, he's one of those people that we needed you to help."

"Look, I don't know you guys, and I still don't know about you buddy," Rainbow said pointing to Silver.

"I know we got off on the wrong foot," he said.

"Ya think," Rainbow said crossing her hooves.

"but we really need your help," he pleaded. "Fact is, Blaze and I can't do this on our own. I get it. I acted without thinking earlier, but I couldn't wait. This could affect so much more than just our world. I don't even know when this'll stop. Please."

Rainbow wasn't even looking at them at this point. Why did they need her for this? If those emeralds were as powerful as they claimed then what could they possibly run into that could stop them? She didn't know what to think of this. Honest, all of it was a bit overwhelming with the fact that these two weren't even from Equestria, but another world entirely!

"Rainbow?" Twilight said seeing the look of her friend.

"If I were ya I'd go with it Sugarcube," said Applejack. "Sure ya may have gott'n off on the wrong hoof, but ya can at least give 'em a chance can't ya?"

"It would be the right thing to do darling," said Rarity.

"I…I think so too," added Fluttershy.

"And just think of all the new friends you'd make!" said Pinkie Pie. "It's literally a whole new world full of possibilities!"

Rainbow lifted her head a little, still in thought about the whole thing. "I don't know…"

"Please…"

The group looked up at the voice and what they saw they didn't expect. Blaze, who the entire time kept a neutral expression, aside from the occasional chuckle, now had on the face of somepony who was deeply pleading for something. It was the first look of actual worry they've seen from her.

"Please," she said again. "The friend we mentioned…what do you all treasure the most in this world? What keeps you all going?"

That question surprised them. The all gave each other a look. They knew what the answer to that question was. It's what kept their whole group together through thick and thin. They all looked at the cat and answered, "Friendship."

Blaze gave a little smile at that. She kind of figured that, but it was nice to hear it from them. "Well, before I met him I never let myself grow close to anyone. I never made friends and I never let anyone into my life. I figured that it was easier to get things done if you did it yourself. But when my world was in danger he was always there. He always put others before himself. To him, his friends were always more important than life itself. It's because of him that I've allowed myself to try and open up to others. It's been a slow process, but I've made some very good friends in both his world and mine. He always help those in need, and now I feel like I need to help him. So if you won't do it for us, at least do it for him."

Everyone in the room was silent, especially Silver. He had never heard her open up like that to anyone outside of her little circle of friends like him and the others. If it's been a slow process she's quickly picking it up. The ponies, especially Rainbow, however, were a bit in awe of her little story. It seemed like friendship was a big part of their world too, at least to them. Rainbow let out a sigh that she felt like she had been holding in for an eternity and looked at Silver dead in the eye.

"I'll do it," she said.

Silver's face lit up, but immediately went back to worry when Rainbow got out of her seat and flew straight up to his face, pushing her hoof into his nose as if trying to make a point.

"You owe me for today though, you got it?" she said.

He only nodded and that seemed to be good enough for her as she backed away. Everyone was finally at ease now that the whole thing has blown over and they could focus on what came next. They could tell this would get interesting very soon.

"Oh yeah," Rainbow addressed Blaze, "what was the name of that guy you were talking about?"

Blaze let another smile slip at the question before saying," Sonic. Sonic the Hedgehog."

To be continued…

Chapter 5: Spatial Awareness

*Chapter 5: Spatial Awareness*

Beads of sweat was pouring down her brow as she stared intensely at the field before her. All the pieces were in place and her plan was coming together. All that was left was the execution. She had been trying repeatedly for this to work and she was running out of time. It all rested on this one important, and crucial, moment.

Rainbow stared at her opponent intensely, her magenta eyes narrowing as they met the other's emerald green eyes. Finally, she put her plan into motion, and with a confident smirk, she moved her pawn to the end of the board and replaced it with a new queen.

"Ha!" Rainbow shouted triumphantly, "Ya know you really need to pay more attention to- "

"Checkmate," Applejack said plainly.

Rainbow looked back at the chessboard and was in utter disbelief at the sight. Her king was cornered trapped in all directions by two pawns and a rook on the far side of the table. Whichever direction she moved in it wouldn't matter.

"Ugghhhhh…" Rainbow let out as she slumped back in her chair and let her head hang over the back.

As she did so, she got a good look at what had changed since she started playing. They were all still in Twilight's equivalent of a living room, aside from their new visitors and the princess herself. Silver and Blaze, as she remembered them by, had left to get something ready for when they go check out this 'new world' they were going to and Twilight had rushed back to her library to, in her words, "Get ready for the trip". Rainbow shuddered when she heard that. The rest of them had stayed here to pass the time until then. Rarity was currently in the kitchen in the next room with Spike. She wanted to show him how tea was meant to be made, much to the excitement of the little dragon. Fluttershy was up by the window sill tending to some of Twilight's flowers, a watering can in hoof as she hummed to herself. Pinkie Pie was…somewhere. She herself had challenged Applejack to another one of their infamous chess matches. The wins so far: 0 to 5…

Rainbow sat back up and said while pointing at the cowpony, "Best out of 11!"

Applejack let out a sigh as she tipped her hat over her eyes as it was her turn to lay back into her chair. "Sugarcube," she said, "ya sure your feelin' ok? Ever since those other varmints left ya been real…umm…what's the word?"

"Really, really testy!" echoed Pinkie's voice from above them.

They looked up to see the party pony looking down at them from a small balcony. As quickly as she came however she disappeared back over the edge going who knows where. Rainbow drew her attention away from whatever her crazy friend was up to and focused back on Applejack.

"Why does that surprise you?" she asked in a neutral tone.

Applejack wasn't really expecting a response like that. Normally Rainbow would just lash back at the pony who said something like that. Here however, she was acting like it was nothing out of the ordinary?

"Maybe cause ya agreed to help 'em," said Applejack. "Ya havin' second thoughts er somethin'?"

"Well kind of," answered Rainbow Dash. "How do we know they're telling the truth about this whole thing? That whole other world stuff seems like a bunch of pony feathers if you ask me."

Rainbow looked at her fallen chess pieces with an impassive look before she started stacking them up again in their appropriate places. "Or maybe it's just that I'm still trying to wrap my head around this whole thing," she said.

"About what darling?" Said the familiar voice of Rarity as she walked in from the kitchen. "You mean you still don't trust them, even after what they said?"

"Kind of," said Rainbow. "Plus, how we go from being enemies at one point to being besties in the span of an hour or two. Until I see all this for myself, they're still gonna be iffy to me."

"I actually really liked the stories they told us of their world," said the quiet voice of Fluttershy as they turned to face her hanging the air behind them. She shrunk back a little, but only slightly. "I mean, I'd just like to get a good look at it if I could…"

"SONIC! DON'T FORGET THE STORY ABOUT THE SONIC GUY!" yelled Pinkie's echoed voice from somewhere in the massive castle.

"Oh, that's right," spoke up Rarity. "The way they were talking they made him out be quite the knight in shining armor."

"Plus, they said he was much like yourself Sugarcube," Applejack said with a smile. "Maybe ya'd get along with him."

"Meh," Rainbow shrugged off with a wave of her hoof, "he didn't sound that impressive to me."

"Even the part bout him bein' the fastest thing alive?" asked Applejack with a raised eyebrow and a smirk.

"Please," said Rainbow, "I'm the fastest pegasus pony in Equestria! Plenty fast to outshine what some rodent could ever do."

Before the conversation went any further there was a massive crash and the sound of a low rumble coming from somewhere above them. Their eyes quickly darted to the balcony that Pinkie was at moments ago, with looks of curiosity mixed with nervousness. Spike hearing the commotion rushed out of the kitchen still wearing his pink 'Best Assistant' apron as he looked around the room with a terrified expression.

"What's happening!" he yelled.

"I think it came from upstairs," said Fluttershy with a slight shudder.

"Upstairs? But…" he stopped himself as his eyes shrunk. "Where's Pinkie Pie?"

Rarity was the one to answer, but at the same time she understood why he was getting a little worried. "Upstairs…"

Without another word, Spike zoomed off, his apron still in the air before it fell to the ground. In a purple blur, he rushed up the nearby spiral staircase at a speed that even Rainbow was impressed with. Once he reached the top he disappeared through the doorway and everything went silent. Nopony downstairs said a word. They all just looked up at the stairs in both curiosity, and slight fear.

"Maybe one of us should…" Applejack started before the sound of a massive explosion echoed throughout the castle. The shockwave shook the floor, the shelves, the tables, everything. The ponies all jumped in worried surprise before large plumes of black smoke leaked out from over the balcony and through the door above them. Rainbow took flight, about to rush up to help her friends from whatever that could've been. Before she got the chance, however, through the smoke they all noticed a very cheery Pinkie Pie bouncing down the stairs without a care in the world, block soot covering most of her body.

"It broke itself!" she said about halfway down.

Another figure came through the doorway. This time it was Spike in the same situation as the party pony. He closed the door as to try and stop the massive amounts of smoke before coughing up what literally sounded like a storm. Rainbow flew up to the tiny dragon and just hovered next to him, making sure to avoid what smoke was still there.

"Spike what happened!?" she asked worryingly.

"Don't *cough* ask… *cough*" he said nearly out of breath.

Meanwhile, Pinkie finally reached the bottom still as happy as can be before vibrating her entire body, starting from her head to the tip of her tail, and shaking all the soot off of her pink coat before going to join Fluttershy and Rarity, who looked at her with very perplexed looks. Pinkie stopped and looked at her two friends.

"What?" she asked. "Do I have something on my face?"

"Just…" Rarity started, but didn't know if she even had the strength to start something with her, "nothing dear."

Interrupting the chaos, Twilight burst through the door, causing everypony to look at her. On her back was a saddlebag with all sorts of papers, writing utensils, books and other assortments of items that were too big to stay inside the limiting pockets. On top of that was her trusty pet owl, Owlicious, who simply looked at the group with giant curious eyes. She walked in with a smile as Owlicious flew off her back and onto his perch in the corner of the room. Spike and Rainbow were now at the bottom of the stairs, Spike still covered in all the soot, however.

"All right everypony," said Twilight with confidence, "I take it you're all ready to get going?"

"We've been ready for about an hour now," Rainbow said with a deadpan expression. "What were you doing anyway?"

"As a princess of Equestria, it is my duty to represent our world in the most presentable way possible," Twilight said as a matter of factly. "I need to ready myself."

"Yeah right!" exclaimed Rainbow. "Maybe if you were Rarity I'd believe that."

"It's only proper!" said Rarity.

"But you look the same as you did when you left!" finished Rainbow.

"It's not just about looks Rainbow," said Twilight. "A princess needs to know how properly address others as well. I was simply readying myself for the situation in which I must confront the dignitaries."

"But Blaze was princess in their world Sugarcube," stated Applejack. "Ya got her favor, I'd say ya got the kingdom's favor, right?"

"It's just a precaution Applejack," said Twilight.

"Then what pray tell is with all the books darling?" asked Rarity. "It's just a little…excessive."

"And if anything, that's what took you so long to get back," said Rainbow.

"This is just all the necessities," Twilight said gesturing to the saddlebag. "We have no idea what this world is like. It may be only a little, but whatever knowledge I can get over the topic of space and time will probably be of use to us in the long run. Plus, being a new world and all it's important that I'll be able to take plenty of notes on our findings."

"I'm sure you'll have no trouble with that," Rainbow mumbled.

"Anyways, I'd say we better get going," said Twilight. "We don't need to keep them waiting."

Before she even got to turn back to the door, she noticed a weird smell in the air. It smelled like something was burning a little and was giving off a smoky smell. She looked out to the source and saw the large amounts of black smoke and soot coming out of the balcony upstairs before looking back at the group, immediately noticing the soot covered Spike.

"Spike, could you clean up your mess while we're gone?" she said to the little dragon.

"What!" yelled Spike.

"Owlicious?" she questioned.

"Hooo?" the owl asked.

"Make sure Spike cleans up his mess," she said.

"WHAT!" he yelled again.

"All right everypony," she said to the rest of group, "let's get going."

All at once they rushed out the door, leaving a baby dragon with his jaw nearly hitting the floor, and an owl simply watching the door with beady eyes.

"Hoooooooo," Owlicious exclaimed.

"Oh, don't you start with me," said Spike with slumped shoulders.

The group was now nearing the Everfree for forest for the second time today. Thankfully the meeting point was just on the edge of the tree line, so no need to go and get lost in the winding woods. Already they could see two figures coming into view as they approached. One was Silver sitting on the ground with his hands behind him holding him up. He appeared to be cloud watching as a way to pass the time. Blaze, on the other hoof, was leaning against a tree with her arms crossed and her eyes closed. They looked like they've been here for a while, waiting for the group to show up.

Silver's left ear seemed to twitch a bit before he turned to see the mane six approaching them. Pushing himself up from the ground, he waved Blaze over, catching the attention of the purple cat as she walked over. Together they met up with the group al little ways away from the dark tree line.

"Good you made it," Blaze said calmly.

"Sorry we're late," apologized Twilight. "It took longer to get ready than we thought."

"That's an understatement," Rainbow whispered to Fluttershy.

Silver just shrugged it off. "Well as long you're here, at least we can get started."

"Umm…Mister Silver?" said the meek voice of Fluttershy causing the group to face her.

"Hmm? What is it?" he asked.

"Well…how are we going to get back to your world? If you don't mind me asking," she asked.

"That's right," said Applejack. "Before ya said yawl got here usin' that gem of yer's. We usin' it to get back?"

"We are," explained Blaze. "But we all need to make sure to stay as close as possible to one another. We don't want to have to come back because we left someone behind."

"I'm still not used to how you guys keep saying someone instead of somepony," Rainbow mused. "Just sounds weird when you say it like that."

"Believe me, it took some getting used to vice versa too," said Silver.

Blaze chuckled to herself at that before going back to her explanation. "Just be sure that me and Silver are in the middle of the group and we shouldn't have any trouble getting there."

"Oooohhhhh, I'm so excited!" exclaimed Pinkie as the group got together around the visitors. "Just think of all the new friends we'll be able to make here! It's literally a world of endless possibilities!"

Silver shifted uncomfortably a bit. Rarity noticed this as she joined the group and noticed a sweat drop on his head.

"What's the matter dear?" she asked.

"It's nothing. Just…nostalgia…" he said a little unsure sounding.

"Is everyone ready?" asked Blaze as she looked around the group making sure everyone was there.

Twilight got a good look at the group herself before saying, "We're all accounted for."

"Good, then we can get going," said Silver. "Blaze."

"Of course," she said.

Blaze then put her hands together as if she was about to start praying as she put her feet together both the ankles, making sure to stand straight up. Blaze closed her eyes before going silent. A feint blue glow began to surrounded her body, like tiny flames flickering around her. The ponies all backed away slightly at the sight and none of them were too sure what to make of it.

"Don't move away," said Silver. "This is normal. Nothing will happen. We promise."

Taking his word for it, they all grouped back around the glowing cat, although somewhat hesitantly. Finally, after ages of silence, Blaze opened her mouth to speak.

"Scepter of the ancients. Relic of time and space," she said as the flames grew slightly larger, "hear my voice. Return us to whence we once came. Let the worlds bridge!"

In an instant, the blue flames formed a circle around the group, causing all the participants save two to shrink toward the middle. Fluttershy attempted to hide herself behind her long mane and tail.

"What's going on!?" yelled Rainbow Dash.

"I don't know!" Twilight responded. "But to be honest, I'm not sure I want to know!"

"Silver," said Blaze.

"Got it," he said as he took out his blue Sol Emerald. He held it high above his head as it began to glow as bright as the flames all around them.

"Chaos…control!" he yelled as the emerald grew brighter. And brighter. And brighter still.

The ponies finally tore their eyes off the flames and now looked at the emerald in the hedgehog's hand. At this point it was brighter than even Celestia's sun in the sky. The entire area around them was now glowing the same color as the flames and the emerald. Rainbow was about to comment on it, but in an instant, she felt a sudden burning sensation in her chest.

There it was again. The same feeling she got when she was fighting Silver in the Everfree. Only this time it felt much stronger than before. She clutched her chest tightly as the glow from the emerald eventually forced her to shut her eyes. All at once, her body suddenly felt weightless, like she was nothing more than a feather in an empty space. Her whole body at this point was feeling warm. She couldn't see what was happening, but she didn't like what was going on at all. It didn't even feel natural. Eventually, she tried to open her eyes back up, only to see the flashes of blindingly fast colors fly by her.

Rainbow, still clutching her chest, fell to the ground with a light thud. The feeling that coursed through her body seconds ago had vanished and the weightless feeling has been replaced with the familiar feeling of soft grass against her hooves. She quickly opened her eyes and was thankfully not seeing any flashing colors this time. Instead she was greeted with the sight of emerald green grass and a blue afternoon sky in the horizon. She turned onto her back and saw the rest of the group, some better off than others.

Blaze was just now lowering her hands and going to a more relaxed position as she broke out of whatever she was concentrating on. Silver just got to putting his emerald away when they both finally got a good look at they're guests. Aside from Twilight and Applejack, who still looked very perplexed and were wobbling a bit, all the ponies were either on the ground or were already picking themselves up. All of them were breathing hard, and Rainbow noticed that some of them had their hooves on their chests as well.

"Whoa!" Silver exclaimed as he leaned down help up Fluttershy as she was the closest. "Are you guys ok?!"

"I feel a little lightheaded," said Fluttershy as she excepted the help.

"Woooo!" yelled Pinkie Pie as she jumped off the ground. "That was a doozy! Do it again! Do it again!"

"I don't think everypony else is thinking along those same lines darling," said Rarity as she brushed off the dirt on her white coat.

Blaze saw Rainbow still on the ground and walked over to the rainbow maned pony. To offered Rainbow her hand, which she gratefully accepted before being pulled back on all four hooves.

"How are you feeling?" asked the cat.

"I'm fine now!" said an agitated Rainbow Dash. "But what was that?! Why didn't you tell us that would happen?!" she said gesturing to Silver and Blaze.

"I don't even know what you're talking about?!" defended Silver.

"Sugarcube," started Applejack, "I don't know what yawl call normal in yer world, but I felt like I was bein' hurled through the air after bein' bucked off at the Appleoosa Rodeo Jamboree."

"I suppose the first trip through chaos control can cause some disorientation," explained Blaze in her normal monotone voice. "It should pass."

"It felt like a lot more than that," said Twilight. "And what did you just say? Chaos control?"

Silver nodded to the purple alicorn. "Right. It's what we used to get to your world originally. Basically, we can use it to teleport ourselves and anyone around us to another location, and it gets more powerful the more emeralds you have."

"I understand that part…mostly," said Twilight. "But what kind of energy does it use? By the name, I'd have to assume it uses chaos magic to distort space around the area it's used."

"I wouldn't exactly call it magic," said Blaze, "but you're correct. When chaos control is activated, both the user and the area around them are taken into was it essentially a break in space time. In this space, time slowed to the point where everything and everyone not caught in it might as well be frozen. However, what was caught in it can move freely through the space for a brief amount of time before they return to normal time. Wherever they go in that amount of time is where they'll be when this happens."

"And if given the right amount of power, they can even be used to go through time, and as you already know, to other worlds," finished Silver.

"But it uses chaos energy?" asked Twilight.

"Yes," Silver answered a bit unsure of what she was getting at.

Suddenly, he was gripped hard by the shoulders by a very agitated pegasus, who was looking him dead in the eye with a glare.

"Why!? Didn't!? You!? Tell!? Us!? That!?" Rainbow asked as she shook the grey, haired hedgehog.

Silver managed to break loose from Rainbow's iron grip as he put his hands up defensively in case she decided to charge him again. "What does it matter?! It's never had an effect on anyone like this before! Why would it do it to you guys all of a sudden?!"

"Our world doesn't view chaos like you seem to dear," spoke up Rarity. "We never really have any comfortable experiences with."

"What? Why?" asked Silver.

"Back in Equestria," explained Twilight, "me and my friends all represent what are known as the Elements of Harmony: Magic, Honesty, Generosity, Kindness, Laughter, and Loyalty. Each of us are tied to an element, and it's usually through us that harmony and friendship are spread throughout Equestria."

"So, chaos is looked down upon?" questioned Blaze.

"Just when it causes the fate of Equestria to hang in the balance," said Rainbow. "Take our best frenemy Discord. He tried to turn the place into a giant sandbox for him to play in a few times. He's cool now though…I think."

"I'll have you know that Discord is very sorry for what he's done and that he's taken many steps in the right direction since last time," Fluttershy said with an assertiveness that was unusual for her.

"Just because he's taken steps, doesn't mean he's all over the whole chaos trip," said Rainbow. "I once woke up with a cotton candy cloud under my sheets and a drawing of me with crazy glasses on my cutie mark! Reformed, maybe. Normal member of society, still working on that."

As they discussed this, Pinkie was a few feet away from them giggling to herself as she stuffed a piece of cotton candy into her mouth and put a black permanent marker away in her fluffy mane.

"I know he likes to prank ponies a lot," said Fluttershy, "but he really is trying. Just give him a little more time and I'm sure he'll-"

"SWEET CELESTIA!" yelled Rarity at the top of her lungs.

The group turned to the white unicorn who was now looking over the edge of what looked like a cliff. They all made their way over to her side and saw just what was catching her attention.

"Holy horse apples," Applejack managed out at the sight.

It was at this point that the ponies all realized they were at the top of a massive plateau, them being able to see the massive expanses of land and sea all over Sol. The afternoon sunlight did a good job of brightening up the land below. Forest, massive flower gardens, and many villages dotted the landscape. What really caught their attention, however, was what was in the horizon. Large, gargantuan mountains were suspended in midair, some with vines and greenery completely covering them, while others were topped with thick layers of snow and ice, as they were much higher. Clouds parted and broke up as they brushed by them, giving them an even greater majestic look than they already had.

Silver and Blaze looked at the ponies with hints of amusement at their dropped jaws. They've been here so long they've kind of gotten used to the looks of the Sol Dimension. They forget that what they're so used to wasn't something that most get to see every day.

"It's so beautiful," Fluttershy trailed off.

"Ok, I take back what I said about this place," said Rainbow with a smile. "This place is awesome!"

"But…I…that shouldn't…it's…they're…wha…" Twilight stuttered as she tried to form words.

"Wowwy!" exclaimed Pinkie. "Have you have seen something so amazing Twilight?! Those mountains are floating!"

"Floating…mountains…why are they floating? They shouldn't be floating…" Twilight struggled out.

"Good job guys," Rainbow said to the hedgehog and cat. "I think you broke her for good this time."

"Will she be all right?" asked Silver.

"Ahhh just give er some time," Applejack waved off. "Jus' be ready for a wagon load of questions once she's back at 'em."

"Well, it'd be best if we continued our previous conversation later," said Blaze. "Right now, we need to get started with the plan."

"I don't think you really told us the whole plan to be honest," Rainbow pointed out.

"Just give me a second," said Silver as he walked toward on empty space on the plateau.

He pulled out the blue Sol Emerald as it started to faintly glow blue again. He stopped once he got to a large, but flat grassy area. With the emerald in hand, he extended his arm and the emerald made a clanking noise against what seemed to be an invisible entity. Suddenly, a dome made of pure light formed around the area he was looking at. It flickered and hummed before disappearing once again. However, the once empty space from before was now occupied.

It was replaced with a circular stone pavilion with 7 stone pillars surrounding it. There was no top to it, but on the top of each pillar, save one, were emeralds that were practically identical to Silver's, but each one was colored differently. All of them were glowing like his and the ponies could feel the power they held from where they stood. At the far end of the pavilion was what looked like stone gateway that lead to nowhere and on either side of it were a pair of light blue, jagged crystals that were floating above their own respective pedestals. At the very center of it all was another pedestal, but this one held up what looked like a large scepter with a sideways crescent top and several glowing crystals adorning it.

Silver looked back at the ponies as Blaze walked onto the pavilion. As expected, it was met with a few mixed reactions. On one hand, Twilight starting to look like she was about to blow. Applejack, Fluttershy, Rarity and Rainbow Dash were looking at the newly revealed structure with awe. Pinkie Pie, however, was wasting no time at just rushing over to the pavilion and doing her absolute best not to try and touch anything important. She simply zipped around with a torrent of oooo's and awww's at it all.

"What is all this," Rarity asked still looking at the architecture with amazement.

"This is what we know as the Time Gate," explained Blaze. "For as long as our history goes back, my family has guarded over this structure with great secrecy. Only those within my family itself and their closest friends even knew of its existence. Its original purpose was to be able to allow someone to see into different timelines, including their past, present and future. With right amount of power, it can also activate its gate and allow passage though time itself. At one point, someone in my family decided that the world wasn't ready for what this place could offer, so it was hidden away, never to be used again. Now though, it may be the only thing we can use to fix this mess."

"I'm still not following where this is going," Rainbow said in a confused tone. "What mess needs to be fixed?"

"Well, that other world we talked about before," began Silver with a grim tone, "someone, or something, has started attacking its timeline. Whatever it is, and for whatever reason, it's going into the past and changing key events, completely changing the course of history. If it's not stopped soon, I…I don't really want to think of what would happen if it wasn't."

A series of gasps were heard among the group of ponies as Twilight finally shook herself from her stupor and asked, "But why can't you do anything? The way you make it sound you make it seem like you can't even get involved."

"That's because we can't," said Blaze as she disappointingly crossed her arms.

"Why not?" asked Applejack.

"I've already tried going through the moment I discovered the anomaly," explained Blaze. "But the second I entered, the portal it threw me back out. It wasn't subtle either. Whatever kind of barriers have been placed there were meant to keep interlopers like us out of the equation."

"Then what would you need me for?" asked Rainbow Dash still confused to the whole situation. "Why would I be able to do anything if you guys couldn't?"

"After my initial attempt, I tried anything I could think of to bypass the barriers," Blaze explained, "and eventually I thought of something."

"And what would that be?" asked Twilight.

Instead of providing a clear answer, Blaze reached into her coat pocket and revealed a flower will a yellow center and purple petals that grew lighter in color as they reached the tips. She presented it to the ponies as if this was her response.

"A flower?" Rainbow said with a deadpan. "What does that even have to do with this?"

"It's a flower that I got from our parallel universe," said Blaze. "I got it back when I last visited."

Rainbow looked back to her friends as if to ask if they got where she was going with this. All she got in response was all of them shrugging.

She turned back to Blaze and said, "And this has to do with anything because…?"

"After many failed attempts of breaking through," she elaborated, "I wanted to see what would happen if I tried sending something that was originally from that world through. As a test, I threw this flower through the gate only to have it be thrown back out as I was."

"But what does this have to do with me?" asked Rainbow.

"I'm getting to that," said Blaze. "Afterwards, I picked a flower that bloomed here in Sol. I threw that one in, and it never came back out."

"I'm starting to see what you're getting at," Twilight said as she made her way forward. "Everything that had something to do with that world was automatically being rejected because they are the most immediate threats. But when something that had no correlation with it goes through they aren't stopped."

"In a way, yes," said Blaze. "Although, we think it also may have something to do with the timeline itself."

"In what way?" asked Twilight.

Blaze looked over to Silver and nodded, like she was signaling him to do something. Silver nodded back as he made his way over to the closed gateway and extended his hands. The two crystals at either side lit up and made a gentle humming noise. The emerald that Silver had on him floated away on its own, gently floating up towards the empty pillar before settling on its perch. All seven of the emeralds were glowing now as thin beams of light connected all of them in rough circle around the pavilion. Even the scepter at the center of it all was glowing. The ponies said nothing as they watched the spectacle with a sense of awe, nearly mesmerized by the display. The crystals by Silver started to glow brighter as a steady stream of light from either one began pouring out, like a light mist at the break of dawn. The light began to form into a perfectly shaped sphere above their heads, right in front of the top of the gateway.

Silver finally put his hands down as he observed the newly formed entity. Everyone/everypony, looking at it could see it clearly from where they stood. It was almost like looking into the crystal ball at a visit to Zecora's. Inside the ball, they could see what looked like many metal corridors of the interior of structure. Vents, pipes, and wires were completely visible along their walls. On the outside of the ball, however, it was giving of a very eerie, purple glow. A mixture of red and dark purple aura circled the sphere, almost like it was trying to seep inside of it. Just looking at though, for some reason made their very will seem to fail a bit.

"What is that," asked Fluttershy with a slight shudder in her voice.

"What you're looking at right now is a glimpse into the past," explained Silver. "And all that on the outside, it whatever is corrupting that part of history."

"I don't know what in Equestria that may be," said Applejack with unease, "but whatever all that is ain't natural. Mah whole body's shakin'."

"Maybe it ate just something weird," Pinkie said.

"There's more to it," Silver said before swiping his hand to the right.

The sphere hummed shortly afterwards before a plethora of other spheres copied themselves out of it. The group of spheres formed a circle over their heads, each one showing a different picture. Some showed cities and urban environments, while others showed large amounts of greenery and other areas none of the ponies recognized. Strangely enough though, aside from the first one, none of them had the same evil aura surrounding them. Just a natural looking blue glow.

"So far, this part of the timeline is the only one being attacked," said Silver as he pointed to the first one. "This is also the earliest point of the timeline in which key events start taking place. When it started, we could tell some of the other ones were different. They weren't being tampered with though. It was almost like they were being observed. After some time, whatever was there eventually settled in the earliest point it could find and started from there."

"It was almost like it was very carefully deciding where it should start, instead of just choosing a random spot and going from there," interjected Blaze. "If we're correct, it's bound to time once it starts somewhere. Once it begins, it can't go back until it finds whatever it's after."

"And this could also relate to the barriers," added Twilight. "I'm guessing that you two were involved pretty recently in the timeline. So, in theory, you could go into the future, but the past would be completely off limits."

"Exactly," said Silver.

"So, you need me to go in because I'm not you," said Rainbow.

"I guess that's one way to put it," answered Silver. "None of you have had any involvement in this timeline, past or otherwise. If we're right, you can go in and fix this before it gets out of hand. That is, as long as we fix things in the order they happen if it needs to be. So, you can't go into a future time and then hop back to a previous time."

Rainbow put on a grin as she pretended to pop her non-existent knuckles. "Don't worry. We'll have your little time hopper in our hooves before you can even blink."

"Well, that leads into another problem we have," said Blaze.

Rainbow stopped and looked at the cat. What else could there be?

"Crossing over to another dimension in one thing," explained Blaze. "Traveling to its past is a whole other story. The Time Gate can achieve this with the power with of the seven Sol Emeralds and the scepter in the middle, the Jeweled Scepter."

"I've been meaning to ask darling," said Rarity, "but what exactly is it?"

"The Jeweled Scepter is an artifact of immense power here in Sol," Blaze explained. "It allows parallel dimensions to even exist in the first place, and it keeps the geography of our world in its place."

"It's also what we used to get to your world in the first place," finished Silver.

"Furthermore," Blaze started, "whoever wants to use the Time Gate has to use these artifacts to power it and sync themselves to the structure themselves. Whoever goes through the portal is synced."

"And the Time Gate will only do this with one person at a time," Silver finished off her point.

There was a short silence in the whole group after that last bit of information. No one said a word until Twilight spoke up.

"You mean Rainbow's going in by herself?!" she yelled.

"Yeah! What the hay!" Rainbow agreed.

"I'm sorry, but we can't do anything about that," Blaze said almost apologetically. "If there were another way I'd take it, but this is our only option."

"Unless you all have something back in your world that can help with this?" Silver suggested.

Twilight just sighed at that. She had no idea of they had anything of the sort. "I really should've messaged the princesses before I left. Maybe they could've helped with this."

"Don't sweat it Twi." she heard Rainbow say.

She looked up and saw Rainbow hovering in the air with a cocky grin on her face.

"I can handle whatever challenge comes my way," she said with confidence. "It'll take more than some time monster, whatever it is to take me down."

"Rainbow," said Twilight with a hint of respect in her voice.

"You know this could be dangerous, right?" asked Silver. "The enemies you could face aren't your run of the mill bad guys you know."

"Pease, danger is my middle name. Rainbow Danger Dash," she said emphasizing every word. "Besides, it's not like we haven't taken on some evil super villains before. This is just another ball game. Now where do I start?"

Silver and Blaze smiled at the pegasus's confidence for the situation. Maybe they really did make the right choice bringing her for this.

"Well, if you're ready, we should probably get started," Silver said before walking up to the cyan pony and holding his hand out with something in it.

Rainbow got a good look at what he was showing her and saw that the object was quite small. It was a tiny, blue device that was no bigger than a close pin, maybe even smaller. On the side of it she just barely makes out a logo of two orange tails.

"It's a communicator," Silver explained to the perplexed pony. "Both me and Blaze have one as well."

Using his free hand, he reached into his right ear and pulled out the same type of device between his thumb and index finger.

"They were made by a good friend of ours a while back, and they've been made for interdimensional communications," Silver explained before putting his communicator back in.

Rainbow took the communicator he was offering to her and looked at it somewhat skeptically in her hoof. "Inter-what now?" she asked with a raised eyebrow.

"Basically, we'll be able to communicate with you even when we're not in the same dimension," Blaze joined in.

"As long as we're connected to you through the Time Gate we should be able to get to you even in another timeline," finished Silver.

Rainbow nodded understandingly before taking the communicator in her hoof and attempting to stick in her right ear. For once she was wishing she had fingers like Silver or Blaze, as it was nearly impossible for her to position it right with just hooves. Before long, however, she finally managed to get it in just right and could leave it sitting comfortably in her ear.

"I'm ready!" she said punching one hoof into another.

"Rainbow," she heard Twilight call.

Rainbow turned to face her and was met with the faces of all her friends huddled around her.

"Are you sure about this?" Twilight asked. "It could get pretty dangerous if aren't careful."

"Not that we doubt ya or nothin'," added Applejack, "but we just want ya to come back in one piece."

"Guys," Rainbow started with a smile, "I'll be perfectly fine. I signed up for this, and I'm gonna see it through. Besides, I can handle myself."

"We just care for your wellbeing darling," said Rarity. "None of us have a clue as to what you'll find there."

"I'm just sorry we can't go with you Rainbow," said Fluttershy quietly. "I mean, I wouldn't really want to go through there, but if it's for one of you I'd definitely try."

"Why you all acting so gloomy?!" Pinkie exclaimed excitedly. "Dashie's gonna have a blast! Ohhhhh I wish I could go! I could throw everyone there one big 'Hello from Equestria!' party! Dashie! You need to send me postcards if you can!"

"Pinkie!" Rainbow exclaimed. "I'm not gonna be there for long! As soon as I'm done, I'm coming right back."

Pinkie Pie's mane deflated slightly at those words as she put on a very saddened expression. "Oh…ok," Pinkie said dejectedly.

Rainbow let out a sigh at her friend. At times this pony could be far more than just a handful. "But…if I get the time I'll find you a post card…or something at least."

Pinkie's mane instantly shot back to its normal proportions as her smile grew practically wider than her face. "You're the best Dashie!"

"I'm sorry to rush you," started Blaze, "but I'd be best if we started as soon as possible.

"Got it," responded Rainbow before turning back to her friends. "I promise guys that I'll be fine. Pinkie swear."

Rainbow did a series of hoof gestures, involving crossing her heart, moving her hoof, like it was flying, and then pretending to stick something in her eye.

Twilight gave a genuine smile at her friend. "We'll hold you to that I guess." She then made a quick glace to Pinkie Pie. "Some more than others."

Rainbow gave on last nod to her friends before looking over to Silver and Blaze. Silver extended his hands to the gate once more as the crystals and the dark covered sphere glowed brighter. An ominous, windy noise was heard before the portal sprang to life, the inside glowing light blue and looked to have a watery texture to it.

Silver lowered his hands and looked at Rainbow Dash. "It's ready."

Rainbow slowly walked over to the now opened portal with a little hidden nervousness. On the outside, she looked determined, but on the inside, she was defiantly starting to wonder what was in stored for her. What was she going to find through there? Could she really just blow through this like it was nothing? She wasn't getting any of those answers here. She stopped just short of the blue portal before her. For some reason, she felt like this was the final line of the contract. Once you went through here, you couldn't turn back. She took a deep breath as she steadied herself.

"Whelp…here goes nothing!" Rainbow said to nopony in particular as she charged straight into the portal, the blue energy rippling around her body like liquid.

After her rainbow tail disappeared, the rest of the group simply waited to see if she made it through. The waited, and waited. After almost a minute, Rainbow was still gone.

Silver let out a heavy sigh, as if he was holding in his breathe the entire time he here. "Ok, good. Looks like she made it through. Now we get to work."

As Silver went over to the gate, Twilight came up next to Blaze and put on a somewhat cheery expression. Blaze looked at the unicorn with curiosity before Twilight spoke up. "So, about those floating mountains…"

Rainbow Dash landed hooves first on the cold, hard ground, her hooves making a clanking noise as they touched down. Right away she could tell she was standing on some kind of metal floor before even looking at it. She took in her new surroundings and saw that her trip through the Time Gate had worked. She was now standing in the middle of a long hallway that was fairly well lit by the ceiling lights overhead. Every part of it was just like the one they saw in the sphere; everything was made of metal, pipes and wires were visible through places where panels weren't placed, and the air around her felt cold.

"Ok, well now what?" Rainbow asked herself. "Everything here looks exactly the same."

Without warning, the sound of static filled her right ear. Flinching, she quickly tried to cover up her ear to be rid of the offending noise, but that only seemed to have made it louder. She uncovered her ear and before she cold to anything else, a voice replaced the sound of static.

"Hello? Hey, do you read me?" the she recognized as Silver's said.

"Yeah, I hear you, I hear you," she said still twitching her ear. "I think this thing you gave me is busted. I'm surprised I can still hear."

"What?" Silver asked in confusion. "You mean the communicator? Don't worry. I think it was just trying to get a signal through to you. It should be fin from here on out."

"OK, then what.-" Rainbow started before being cut of abruptly.

"RAINBOW DAAAASSSSHHH!" the voice of Pinkie Pie screamed in a sing-song voice through the mic.

Rainbow jumped in response and tried to cover her ears again, but then was painfully reminded that it only made the sound of her crazy friend even more unbearable as her ear felt like it was being turned inside out.

"Heeellllllooooooooo!" Pinkie's voice echoed through the device. "Can you hear me?! Can ya?! Dashie?!"

"Pinkie!" Silver said as if he sounded like he was in a struggle with the pink mare. "Stop yelling in my ear! She can hear you just fine!"

"Oops," Pinkie said innocently before yelling once again. "SORRY RAINBOW DASH!"

Rainbow just held her head like she as being tortured. Not even a minute into this adventure and she was already regretting it.

"Pleeease don't let her do that again," Rainbow pleaded through the throbbing headache she felt.

"Let's focus on the mission," she heard Blaze say through her communicator.

Rainbow recovered enough from her headache, although still present, and asked, "What even is the mission?"

Silver, Blaze, and the group of ponies were all huddled around the dark, glowing sphere that they looked into beforehand. It was now floating at eye level with the group so they could see what was going on. They all saw Rainbow Dash standing in the middle of the metal hallway rubbing her head and ears.

"Right now, it's important for you find out what is causing the disturbance in time and stop it from continuing," explained Blaze as she crossed her arms.

In truth, she had no idea what they were looking for exactly. They knew something was messing with the timeline, just not in what way, shape or form. It was all guess work until they saw it for themselves.

"Where do I even start?" asked Rainbow through the communicator. "Everything looks the same in here. I don't even know where I am!"

"We weren't involved in the timeline till a few years from then," said Silver. "But if I'm right, I'd say you're on board the Death Egg."

Rainbow cocked an eye brow at what Silver just said. "That's a stupid name. What even is that?"

"We'll explain on the way," Blaze said. "Right now, I'd suggest looking for Sonic. He's in the most danger if someone is looking to change the future."

"And where would that be?" asked Rainbow as she looked back and forth between both ends of the hallway.

Both seemed to go on quite some ways away and there was no indication of what was in each direction. Everything in here looked so similar.

"You'll just have to start looking," answered Silver. "Just pick a direction and stick to it."

"Gee, got any more useful advice?" Rainbow asked with a bit of sass in her voice.

Instead of listening to Silver's retort, she just picked a random direction and started flying down it. Flying through here felt much different from flying through open air. None of the air in here felt natural. It felt unreasonably cold and heavy. It didn't hinder her flying in any way, it just wasn't something she was used to back in Equestria.

"So, what's up with this place?" she asked. "The Scrambled Egg."

"It's called the Death Egg," Silver corrected. "It's a station created by the maniacal Dr. Eggman, Sonic's arch-nemesis. He's a crazy scientist who wants to take over the world."

"Ok, what's this guy's deal with eggs?" asked Rainbow as she finally reached a right turn in the hall and made a sharp right.

"It's something we haven't quite figured out as of right now," said Blaze. "Just know that he's dangerous given the right amount of time and planning. He has entire armies of robots at his command."

"Robots?" Rainbow asked as if a bit confused by the word.

"Rainbow Dash look out!" Silver yelled urgently through her earpiece.

Rainbow looked further down the hall and saw a yellowish glow rapidly approaching her. She turned her body to the left and managed to nimbly dodge what looked like a laser shooting right past her. She looked towards its source and saw something she couldn't quite identify. It was an orange, round and bipedal creature with a head that looked like it was halfway embedded into its fat body. Its arms and legs were slim and flimsy while its hands and feet were the same color as its body. Its face had round, beady eyes and a nose that looked like you could lose an eye on. It even had what seemed to be a toothy mouth that reached all the way to the sides of its face. It its right hand was an unreasonably large pistol like weapon that had a small amount of smoke leaking from its barrel, obviously where shot came from.

It fired the weapon again, a thin yellow beam shooting out of the barrel at the pegasus. Rainbow spun her body clockwise and flew to the left to dodge the shot once again. She landed on her four hooves before flaring her wings and dashing towards her attacker at breakneck speed. Whenever a shot was fired she quickly managed to spin out of the way of each one until she reached her assailant and delivered a powerful punch with her hoof to the center of its round body. Unexpectedly, its body dented upon impact like it was tinfoil. A very hard tin foil. She quickly noticed that this thing was completely made of metal, and it hurt a little bit to hit it.

Upon being hit by the powerful strike, the creature's metal body was propelled through the air until it hit a wall behind it, its gun flying out of its hand and its head popping out of its socket as it dropped to the ground. Rainbow landed it front of it rubbing the hoof that she hit it with, waiting for any kind of movement. Thankfully, all its body did from that point was spark constantly at the impact point and its neck from where its head had popped off. Currently, the head was on the ground with its lit-up face flickering as it continually died down.

"Robot…got it…" Rainbow said as she let out a sign of relief.

"Rainbow! Are you all right?!" she heard Twilight say through the earpiece.

"Guys! Just talk normally!" Silver was heard. "If you keep this up I'll go deaf!"

Rainbow chuckled a bit at the hedgehog's misery on the other end. "Tell them I took care of it. Hoof hurts a bit, but its nothin to worry about."

Rainbow was about to start her fly back through the hallway, but she suddenly stopped. In front of her was a fair large window next to the wall the robot smash against. Only it's what she thought she saw outside that was catching her attention. She trotted up to it and eyes grew wide with shock.

"Whoooaaa…" she managed out.

Her mouth at this point was hanging open in total disbelief. Outside she saw layers and layers of fluffy clouds. This wasn't anything new to her. She saw this daily back in Equestria. What really shocked her was the fact that she was looking down at them all. Plus, every second she could see that they were getting farther and farther away from them, not only suggesting that whatever see was in was flying the air, but that it was continually getting higher and higher without any sign of stopping. Already she could see what she could only guess was the horizon line getting darker and darker as the blue color of the spy slowly faded to a dark color. Finally, Rainbow managed to form some words in her stupor.

"What kind of place is this?!" she yelled, her voice echoing throughout the expansive halls of the station.

As if a response to her question, an alarm rung out. The red flashing lights on the walls were in perfect sync with the obnoxious sound.

"Oops…" Rainbow said a bit meekly.

"HALT!" a synthetic voice commanded her from behind.

Rainbow turned and saw three more robots, all already taking aim at her. Rainbow got back in a squatting position in prep to take flight once more. She wasn't too worried about these guys. If they were anything like the last one, she'd be able to clean them up quicker than the barrels at Applejack's Cider Sale.

"IN THE NAME OF THE GREAT DR. ROBOTNIK, WE ARE TO ELIMINATE ANY AND ALL INTRUDERS WHO DARE INTERFERE WITH HIS PLANS," the middle robot said with a monotone voice. "PREPARE TO BE VAPORIZED."

"Well that doesn't sound very nice," said a completely new voice.

Rainbow and the robots stopped for a moment, all trying to identify the owner of the voice. Rainbow pondered a bit. It definitely wasn't another robot. It sounded to like it actually had brains of a sort.

Before she thought on it further, a blue blur shot right into her view in an instant. Before she could even react properly, it crashed into the first robot, completely shredding it in half. The other two attempted to shoot their assailant as it sped away. It was all futile as the blur was easily able to move to the side in many near misses. Keeping to their guns, quite literally, they kept shooting and shooting even as it sped right back at them, jumping in the air above them. The second robot's head was bashed in as the blur land on top of it, causing the bot to topple over in a shower of sparks. The final robot saw what had just became of its comrades and dropped its weapon as it booked it for wherever it could go. It was short lived. Before it got even a few feet, there was now a massive hole in its chest where the blur had gone straight through. After sparking a couple of times, the bot finally exploded, the smoke from the explosion causing Rainbow Dash to cover her face with her hoof.

Rainbow coughed profusely as she tried to wave it away with her hoof. The smoke managed settled somewhat as she could finally view at what just took place. As the smoke cleared, she saw all the remains of the once intact robot minions lain across the metal floor. Some of them even had pieces lodged in the walls from the explosion. She was lucky none of those pieces came her way. In the middle of all, however, she could make out a silhouette in the remaining layers of smoke.

"Who's there?!" she asked trying to be intimidating. "Show yourself before I come in there and give you what for!"

"Geez, calm down lady," the same voice from before said.

As the last of the smoke disappeared, a lone figure walked calmly out of it. It walked on two legs and its arms were thrown behind its head in a lazy manner. It wore red shoes with white stripes on them and what she could only guess to be white gloves on its barely concealed hands. That's not what caught her attention though. The figure was a hedgehog like Silver was, but his one was blue and had a patch of tan fur on its stomach. On its head were about six small quills that hung off the back. It had emerald green eyes that were locked onto her, and it had a cheeky smirk on its face the entire time it walked toward her.

"I was just saving your sorry butt was all," he said, confirming that he was the owner of that voice. He looked down and saw the remains of one of the robots he just destroyed before giving it a light kick. "I just came by and thought, 'Huh, she looks like someone askin' for trouble. Maybe I'll lend her hand.' You could be a bit more grateful that I'm such a nice guy."

Rainbow put on the face of someone who was being agitated beyond end. If there's anything she's learned about this world so far, it's that everypony in it drives her crazy the moment she meets them.

"I could've taken them myself!" she defended. "I was just about to when you showed up buddy!"

The hedgehog finished his walk up to her and for the first time she noticed just how short he was. He was only about half the size of Silver. In fact, he looked really, really young. If she was right, he was about the same age as Scootaloo!

He just shrugged at her and said, "Meh. You were too slow to get to it. I just took the opportunity."

At this point a small red tick mark had appeared on her forehead. It was one thing to consider her some damsel in distress. But no pony said she was slow.

"I'll have you know that I'm the fastest flyer in Equestria!" she yelled getting up in the young hedgehog's face, not causing him to flinch in the slightest. "I've already had to deal with enough annoying hedgehog's in one day. I'm not gonna let one start calling me slow." She swore she could hear Silver groan a bit through the earpiece after that one.

The little hedgehog simply looked up at her with a raised eyebrow. "Equestria? Never heard of it. And I've been everywhere there is to be. Must not be that impressive," he said as if he had no interest in her previous threat.

"Why-You!" Rainbow was already not liking this little punk. She was already starting to clench her teeth and a twist her hooves as if they were fists.

"ALL FORCES HEAD TO LEVELS B3 AND D12!" said a booming voice over the intercom.

Rainbow and the hedgehog stopped their intense staring contest and looked up curiously to a speaker on the wall next to them.

"WE HAVE INTRUDERS IN ON BOARD THE FACILITY!" the voice said. "ANY OF MY BADNIKS WHO DO NOT WISHED TO BE USED AS SCRAP FOR MY NEXT PROJECT, GET DOWN THERE AND STOP THEEEMMMM!"

The intercom hung up on that line and the only sound was now that of the alarm still ringing throughout the halls.

"Well, that sounds like my cue lady," the hedgehog said gesturing to himself as he walked away. "Hope to see ya again when you're less crazy, but I got to juice."

Rainbow was completely fine with letting him go. She had enough of him as it is and she had her own mission to complete. She was about to take flight, but was stopped by her own thoughts. Her face had a look of worry on it as she started sweating bullets. She slowly looked back over to the hedgehog and saw that he was doing some legs stretches before he went any further.

'It couldn't be…could it? Oh, please don't let it be…' she thought to herself has she walked back up to him.

"Hey kid," she hesitantly called out, getting his attention. "What's your name?"

The hedgehog got into a runner's position as he turned his head to look at Rainbow out of the corner of his eye and gave her a toothy grin.

"Sonic," he said with confidence. "Sonic the Hedgehog!"

On que, he dashed off at lightning speeds, causing a gush of air to blow through Rainbow's mane; his blue streak disappearing into the long distance of the hallway. Rainbow just stood there in a mix of shock and awe. One at how fast this kid was on foot, but also at the name he just gave her.

"Horse apples…" she swore.

To be continued…

Chapter 6: The Death Egg Robot

*Chapter 6: The Death Egg Robot*

"ATTENTION!" said the intercom on board the Death Egg. "THE INTRUDERS HAVE BEEN SPOTTED HEADING FOR THE MAIN CONTROL CENTER! MORE THAN LIKELY ITS THAT BLASTED HEDGEHOG AGAIN! GET DOWN THERE AND STOP HIM IN HIS TRACKS FOR GOOD THIS TIME!"

As the alarms still blared throughout the station, a group of badniks all took their places on the other side of a large metal door. They took aim at it and waited. On the other side, they could hear what sounded like a series of crashes and explosions, the noise was getting closer and closer to their position. A lot of yelling could be heard as the walls themselves began to buckle at whatever was causing them. If they didn't know better, it sounded like pure killing intent was coming after them.

Another explosion shook throughout the hall, this one much bigger than the others. The door itself looked like it was about to collapse, and it only got worse as the yelling drew closer. All the badniks in the group were starting to shake in fear. They didn't even know if they were programmed to feel fear. Non-the-less, whatever was coming for them had them visibly shaking in their metal boots. After some time, however, it became completely silent. No more noise could be heard on the other side of the door. They all looked between one another in confusion as some even lowered their weapons.

BAAAMMM

The loud impact noise caught their attention once again and they all noticed the rather large dent that had manifested itself in the door. Another dent appeared in the door soon after, also resulting in a loud noise echoing through the hall. The badniks all raised their weapons again, some of them shaking as they did their best not to run. Whatever was making its way to them couldn't be any worse than what Robotnik would do to them if they disobeyed orders. Could it? Another crash was heard along with another dent in the door. This process repeated several times, the door at this point looking like it was about to fold in on itself like a piece of paper. Finally, with one more crash, the door flew off its conveyors, hitting a few of the badniks and completely crushing them when it slid against the metal floor.

The rest of the badniks didn't wait for what awaited them next. They all opened fire at the now opened corridor, some firing with their pistols like weapons and others wielding large rocket launchers fired missiles, causing the entire doorway to be covered with a mix of fire and black smoke. Despite none of them letting upon the fire one bit, one of the badniks towards the front of the group suddenly imploded, causing even more smoke to fill the hall and blinding some of the others. The rest of them all looked in confusion at the sudden loss of an ally, but it was soon replaced with surprise and fear as the yelling once again started up. The smoke was about up to their waists at this point and in the confusion, they just started firing in whichever direction they could. This, unfortunately, was futile. Another badnik soon exploded as something impacted its stomach area. Soon, many of the badniks in the room were being quickly dispatched without any of them able to retaliate in any way.

Only three of the original group remained at this point. All of them were backing slowly out of the smoke, hoping to gain some kind of advantage. The lead bot, however, noticed a silhouette in the middle of the smoke. It was small and it stood on two legs while its arms were at its side like it was hoping to tear something apart. As the smoke cleared a little, it could barely make out a pair of purple colored eyes looking straight at him with pure rage.

Before any of them could even react, the lead bot was impacted right in the stomach area, the figure it saw before carrying it back violently with its fist. As it was continually being pushed back, its back impacted with the badnik behind it, and that one impacted with the one behind it. All of them were now being practically dragged down the corridor with a fist imbedded in the first one. With a powerful yell, the mysterious figure gave one final push, causing the badniks to fly through the air at tremendous speeds before impacting on a wall at the T-junction at the end of the hall. Their metal bodies crumbled upon impact, resulting in a final explosion as pieces of scrap and shrapnel were scattered on the floor.

This didn't stop the figure one bit, however. It just kept running without missing a beat and not allowing the smoke to hinder it as it made a right turn at the junction.

"ROBOTNIK!" it roared in pure anger. "GIVE ME BACK THE MASTER EMERALD BEFORE I SEND THIS WHOLE PLACE TO THE SCRAP HEAP!"

Rainbow Dash didn't even know where to start right now. She had been sent here to help a great hero from certain destruction. She had been told to come help the so-called savior of this world and that she'd have a great time with him. Well as of right now, she wasn't having a great time. In fact, she felt like she was being knocked upside the head with how aggravating this was.

After Sonic had dashed off, she had begrudgingly given chase to the speedy hedgehog. In the process of flying down the seemingly unending corridors, they had eventually opened up into a much larger and open area of the station. The distance between the floor, ceiling and the walls was great in all regards. She kind of liked it this way as it gave her much more room to maneuver and fly. Along the entire passage were several walkways, conveyor belts and massive machines that worked to no end. Worker robots lined alongside the machines doing who knows what with their controls. The entire place looked like a giant factory building, and the heat that the machines were giving off negated the cool air she felt before. In fact, she was starting to miss it already as beads of sweat rolled down her forehead.

Below her, she managed to spot a blue streak racing along on of the walkways that was headed to the end of the large factory-like room. Begrudgingly, she flew down to meet her soon to be 'partner'. Her eye twitched slightly at the thought. She took a deep breath and came to his side, still racing through the air.

Sonic's legs at this point looked like they were going in a figure eight that was moving at breakneck speeds. His hands were thrown behind him as he looked straight on, not even paying attention to Rainbow at his side. Rainbow was about to speak up, but before any words left her mouth, a group of five flying badniks came into view.

Each of them were dark blue in color and had a very round body without any arms or legs. A rotating disk, their source of flight, separated their body into an upper and lower half. The top half was what must've been its head, as it had two distinctive eyes that locked onto them immediately. On the lower half was what looked like a cannon that was pointing directly at them.

Rainbow smirked and sped ahead of Sonic, the hedgehog finally taking notice of her with a hint of curiosity. The badniks took aim at the pegasus and opened fire, lasers showering around her. With great agility, she darted between the volley and connected her hoof with the badnik closest to her. The flying, blue machine spun out of control in a daze from the strike, its face a crumbled mess as it fell into the depths of the station.

Rainbow quickly dodged the next volley of lasers by flying straight up, causing on of the shots to accidentally strike another badnik. It exploded the instant the shot hit. Rainbow looked down and saw that there were only three badniks left to take out. She could also see Sonic still running on the walkway with an eyebrow raised. She smiled to herself. Maybe now he'd see that she could handle herself.

Sonic's curious state quickly vanished, however, and was replaced with a competitive smirk. Keeping his momentum, Sonic rolled up into a ball and bounced up to the three remaining badniks. Uncurling from the ball, he grabbed hold of the gun of the nearest badnik as they were still occupied with the pegasus. The badnik looked down and tried to frantically shake of the offending hedgehog. The other two quickly ignored the pony and rushed to aid their comrade.

Rainbow saw what he was doing and pushed her wings to rush back down. She slammed her hoof into the one of the retreating badniks on the top of their head. The badnik was knocked off course, but was able to pull back into a stable flight and opened up fire on Rainbow. She dodged the shots as they came, but there were a few that came close to hitting her. She could feel the warmth that some of the shots gave of as they passed her body.

The badnik just flew straight at her, trying to get close enough to where she wouldn't have time to dodge. Rainbow speedily flew away from the badnik, dodging lasers the whole way. She knew she had to get away, but she also knew that she couldn't get too far away. As much as she had a problem with the kid, her job was to help him get through this whole thing alive. If this thing was shooting at her, all Sonic had to deal with was the other two.

Meanwhile, the Sonic was still hanging onto the frantic badnik, enjoying the whole ride. He had already noticed the other two badniks coming to its aid, but then the pony was able to keep the one of them distracted. While he could've easily dispatched them both along with the one he was on, but he'll have to settle with these two for now. The badnik he was on was currently trying to shoot him as he held on, to no avail as Sonic just maneuvered his body to wear the shots just flew past him.

A second set of lasers started flying past him now, and he saw that the bot that wasn't distracted by Rainbow had started shooting at him. With swing of his body, he made the top of bot he was on act as a shield for him. The badnik rocked as the lasers impacted, the bots sparking and careening out of control. Before he was sent into the depths with the badnik, he flipped its body to where he was on the top and used its broken body to jump towards the other one.

He was twisting his body to dodge the shots before he landed on top of the other bot, it still making a futile effort to shoot him. He was now riding it as if he was surfing as it jerked back and forth. Giving the bot a cheeky grin, he grabbed onto it with both hands and started spinning into a ball once more. The bot was now spinning in midair with him.

At this point, Rainbow was still trying to get closer to the badnik that was still on her tail the whole time. She always went in a zigzag pattern to try and throw it off, and for the most part it was working rather well. Finally, after some time, the laser stopped shooting. The entire barrel was smoking and the metal was red hot as it had overheated. Seeing her opening, Rainbow rushed the bot, its eyes going wide as it tried to fire again, only for its weapon to spurt black smoke again.

She was about to make contact, but moments before she reached it, it suddenly lurched forward as it had been hit by something from behind. She quickly noticed it was the other robot, and behind it was Sonic looking like he had just thrown the thing. In a swift motion, he spun into a ball again and flew straight into them, shredding them apart before he fell back to the walkway and sped on. Not wanting to fall behind, Rainbow tore her eyes away from how easily he took out those bots and raced to catch up to him.

"Hey Silver," she said through the communicator, "you hear me?"

"Yeah, I hear you," he answered. "What is it?"

"When were you gonna tell me I was helping some kid?" she asked accusingly.

"Huh? At the time, it didn't seem like it mattered," Silver responded.

"Why wouldn't that matter!?" she nearly yelled. "Aside from Blaze, everypony I've met here has been nothing but irritating and overly annoying! And now I'm dealing with some brat!?"

"You've only had me to compare!" he argued.

"And you made a great impression when we first met," Rainbow said sarcastically.

"Just give him a chance ok," Silver said like he was letting out a sigh. "I get he can be a little hard to work with. Me and Blaze only knew him when he was older. But believe me, he's a hero in his world."

"I'm still going through with this," Rainbow responded, "but next time something like this comes up, give me a heads up ok?"

"You always talk to yourself Colors?" she heard somepony say with amusement in their voice.

Rainbow looked next to her and noticed that she was flying right next to the walkway Sonic was on. The young hedgehog was running right next to her, but he was running backwards with his arms crossed and looking at Rainbow with a grin. Everything this kid did just seemed to make Rainbow question just what was going on. Not only could he run as fast as she could fly, but now he was doing it while backwards! And what was with that smug grin? Is he trying to get on her nerves more than he already was?

"I'm not talking to myself!" Rainbow blurted out with a light blush. "I was—"

"Don't tell him!" Silver yelled in her ear.

Rainbow nearly felt her body jump as the hedgehog on the other end of the earpiece yelled in alarm at her. She was about to ask what he was talking about, but he spoke up again before she could.

"Don't let him know that you're from the future!" he said. "Don't even let him know you're talking to someone!"

Rainbow was just trying to process what he was saying. Why not? What's the harm? She looked back at Sonic and noticed he was now looking at her with a raised eyebrow. Deciding to play along for now, she said, "I…um…fine, I talk to myself sometimes when I'm…uh…nervous."

Sonic turned his head away from her a bit and she raised an eyebrow. That's the best she could come up with on the spot. Did he not believe her? It was then, however, she noticed that he put his hand to his mouth, and it looked like he was snickering a little. Wait. He was laughing at her! That little—

"Man," he said still trying to suppress his laughter, much Rainbow's embarrassment, "You're really a mixed bag, aren't you? First you take on a bunch of badniks with your bare, what are they, hooves, and now you're getting nervous?"

He finally turned around, running straight again. "Well don't worry lady, I'll make sure ya get back to Earth safely enough."

"I never said I needed rescuing!" Rainbow said still trying to ignore her blush. "In fact, I'm here for the same reason you are!"

Sonic's laughter died down, but he still had on that cocky grin. "So, you want a piece of old Robuttnik too huh?"

Rainbow's anger left for a second as she now looked at him questioningly. "Don't you mean Dr. Eggman?"

Sonic's grin disappeared as he looked like he was lost in thought. Before long however, he let out another laugh, although this one wasn't suppressed like the last one was.

"Eggman! Hah!" Sonic laughed out. "I'll have to remember that one! Although Egghead would've been the first on my list."

Rainbow looked at him confused, but he spoke up again. "Well come on Colors. Old Eggman isn't gonna stop himself."

On que, he dashed off in another burst of speed, leaving Rainbow behind a little. Rainbow pushed her wings to keep up with him however, and a thought hit her as she did.

"Hey!" she yelled. "My name is not Colors!"

Either he didn't hear her, or he just didn't care to respond. He just kept running. Annoyingly, Rainbow kept up with him long enough until they finally made it out of the large factory room and made it into a rather massive hallway. It was big enough to fit the town square of Ponyville in it. At this point, Sonic had made his way off the walkway and was running down the corridor at breakneck speeds, Rainbow right behind him.

While he was still out of earshot, Rainbow spoke up through her earpiece again. "What was that?"

"I'm sorry," Silver said on the other side, "but we couldn't let him know that you came from the future."

"Why not?" she asked as if that whole statement was ridiculous. "Wouldn't make our whole job easier if we let him know something is going to happen?"

"It's bad enough that we're messing with the past in the first place," said Blaze. "Anything you do there could have direct effect on the future. Telling him could change it in any number of ways."

"But—" Rainbow started.

"No one there can know Rainbow, "Silver finished. "Nothing may come of it if they did, but it's just that there are too many unknowns for that. Please."

Rainbow thought for a second before letting out a sigh of defeat. "Ok, fine. He can think that I really am crazy."

The rest of the way the two speedsters didn't say a word to each other. Sonic just kept his eyes forward the whole time, not paying any mind to the pegasus following him. Rainbow, on the other hand, kept her silence as well, but was taking quick glances at him from time to time. She just couldn't really figure him out. He was completely immature and cocky. She admitted, she could get like that at times, but to be on the receiving end of this kid wasn't something she didn't particularly enjoyed. But, despite all that, he seems like he can handle himself pretty well. She still can't understand how he's so fast though. It boggles her mind that there's somepony without wings that can keep up with her.

After some time, Sonic and Rainbow suddenly stopped. In front of them was a massive blast door that encompassed the entirety of the corridor. It looked as if it opened up splitting down the middle and parting, and the center had large caution lines over it.

"Huh," Sonic said as he tapped the giant door, "looks like Egghead doesn't want us down here."

Rainbow looked all around the large door, but she could spot anything that looked like it would open it.

"Maybe there's something on the other side that opens it?" she said as if it was a question.

"Gee," Sonic said, putting his hands behind his head, "that'd be a shame if Robotnik made a door that doesn't open."

"Hey kid, I'm just saying ok," Rainbow grumbled in defense.

Sonic didn't seem that interested in her retort and Rainbow couldn't help but feel her irritation growing again at the fact she's being ignored. Suddenly, Sonic jumped back a few feet, leaving Rainbow to wonder what he was doing. Her question was answered was Sonic burst forward in an instant, curling into a ball and spin dashing into the center of the door. Rainbow flew back quickly, almost getting hit by the zooming hedgehog. As she landed she covered her eyes, blocking the sparks that flew off the door from the contact with the spin dash.

Rainbow could see the metal starting to turn red from the friction between the two. Some of the sparks started to circle around Sonic himself, smoke forming from the heat. Sonic started pushing even harder, the blue ball narrowing at the pressure. Rainbow just looked at the young hedgehog in bewilderment. Was he crazy?! He's literally trying to cut through a metal door with nothing but his own body!

Eventually, the spinning stopped and Sonic stood on his feet, but he was holding his head as he was trying to keep his balance. It was like he was having a horrible headache. As a result of the pain, he fell into a sitting position, still in a dazed state.

"Note to self," he started, "if the door looks big, don't bash your head into it."

"Gee, it'd be a nice if he made a door that easily opened," Rainbow shot at him.

"Ha ha…lady why don't try then," Sonic shot back. "Maybe your amazing charms can coax it into opening."

"I'm sure it'd work better than ramming your body into it!" Rainbow didn't even let him argue back. She just flew up to the massive door and floated there with a determined look.

"Hey Eggman!" she shouted at the door. "Are you gonna open up on your own, or am I gonna have to tear this thing down with my bare hooves?! Either way I'm getting in there! I've had to put up with a lot of stuff up to this point, and so help me, I'm getting in there, and I'm gonna get this whole thing over with! Now get out here!"

For the next few seconds there was no sound. Aside from the noise of the distant machinery, there was nothing. Rainbow just glared at the door as if she was trying to scare it into opening. As expected, this yielded little results.

"Maybe you should insult its ability to communicate!" Sonic yelled up to her.

A tick formed on Rainbow's forehead. "Maybe you should—"

A loud bang suddenly rang out on the other side of the door. Sonic and Rainbow instantly stopped their banter and focused their attention on the noise that was only getting louder and louder. For a second, Rainbow thought what she had just done had actually worked. That was before the door was suddenly broken off its tracks and both halves were thrown into the air, revealing a dark part of the hallway on the other side. Rainbow's eyes widened as she flew between the two halves in order to dodge them. Sonic followed suit and slide underneath the flying projectiles. The two pieces of the door hit the floor with a massive bang echoing throughout the hall before sliding and stopping their tracks.

Sonic stood up from his slide and looked to the now opened doorway, before he was hit by a flying red object, causing them both to collide with the floor and cause several glowing objects to fly out of Sonic. Rainbow saw him get hit and flew down to meet him. While she may not be on good terms with him, he was the reason she was here, and she was gonna make sure he made it out of this one way or another.

Rainbow stopped when she felt her chest heat up again. There it was again. That same feeling she's felt so many times lately. This time though, she noticed the small, red lightning bolt symbol form around her chest. She contemplated it for a split second before it vanished again. As it did, she felt a surge of energy flow through her body. It felt very similar to how it did when she fought Silver before, but at the same time it felt a bit more potent. Many thoughts were flowing through her head all at once. What the hay was this and why was it affecting her this way? It obviously had something to do with her element, but she didn't even have it anymore.

Her thoughts were interrupted when she spied Sonic lying on the metal floor with another being about the same size as him and seven glowing objects scattered beside them. The objects all glowed brightly and they looked very similar to the Sol Emeralds back with the others. The difference being that they looked like perfectly cut diamonds as opposed to the emerald look.

Sonic and the other figure were now picking themselves up and Rainbow got a good look and the new being. It was the same size and looked to be the same age as Sonic. It was red in color and it had what looked to be dreads hanging off its head. Its shoes were red with a yellow stripe across it with a green band on the ankles and a metal plate on the top. It had on white boxing gloves with two spikes on each of the knuckles. Finally, it had on a brown cowpony hat with a band around it.

Rainbow landed next to them and only felt her chest start to burn even more. She looked at the brightly glowing emeralds at her hooves and gave it some thought. Silver said that their emeralds used chaos magic, or whatever their equivalent to that is, so maybe this world has an equivalent to that and her element was reacting to them. She'd have to discuss this with Twilight next time she got the chance.

Sonic finally looked at his assailant and he had a look of surprise on his face. "Knuckles?!"

Now that she was down here, Rainbow noticed the that his eyes were purple in color and he wasn't a hedgehog like Sonic was. In fact, she didn't really know what he was.

The figure now known as Knuckles looked back at Sonic and grew a similar expression. "Sonic?! What're you doing here?!"

"You know him?" Rainbow asked Sonic.

The three of them shut up once they heard a loud thud behind them from where the door once stood. Then another. And another. Knuckles was the first to respond, quickly standing back up to meet what came, until he fell on one knee, holding his right arm in pain.

"Darn it," he let out. "Get the emeralds out of here!"

"What are you talking about?" asked Sonic. "You have any idea what we went through to get them?"

"You don't get it!" Knuckles shot at the hedgehog. "He's done something. He found a way to harness the Master Emerald's power."

"What?!" Sonic yelled out. "How?!"

"Like I said, get the emeralds out of here now!" Knuckles commanded him. "I've got a job to do."

Rainbow didn't know exactly what they were talking about, but she could tell that whatever this Knuckles kid was implying that it was bad. She also had a feeling that whatever was coming at them means business.

She turned to Sonic and asked, "Hey, don't you think we should listen to him? I mean he's your friend."

"At least one of you listens," Knuckles grumbled as he looked at Sonic out of the corner of his eye.

Sonic was silent for what seemed like a whole minute. He was never one to run from a challenge, especially when Robotnik was at the end of it all. He had only known both Knuckles and Colors over there for a short time. While they may be worried about what Robuttnik could do, he's faced him more times than anyone could count. Then again, the fact that he somehow managed to gain control over the Master Emerald was a bit unnerving. How he had managed that he had no idea, but as of right now, he had to make a choice.

"Sonic!" Rainbow Dash yelled. "Come on what're you waiting for?!"

Sonic crossed his arms and was lost in thought. For a second Rainbow thought he would never get out of that state, until he looked right at her and said, "Alright we'll do it your way."

"Good, now get going," Knuckles said as he slowly stood back up.

Without waiting for Sonic, Rainbow went straight to picking up the closest emerald to her. It was white in color and was lighter than she would've originally suspected. She could still feel the warmth in her chest and it only felt even stronger as she picked up the glowing emerald. That proved that whatever was affecting her had to do with these emeralds, she needed to know in what way.

"Watch out!" she heard Knuckles call out.

Without warning, a light blue arc of lightning shot its way directly to her from the darkness of the hallway beyond. She instinctively threw her hooves as if it would block the lightning entirely. The bolt connected with her, and she let out a pained scream. It didn't feel like it was engulfing her body, but it felt like it was shocking the end of her hoof, the electricity coursing through her fore leg. She felt a tug on her hoof and the emerald was torn from her grasp.

Rainbow fell to the metal floor as the pain from the shock left her body. However, when she looked back to the emerald, she saw that it was now floating away from her, appearing to be pulled away by the arc of electricity. Sonic let out scream of his own and she noticed an emerald being pulled from his grasp as well. At this point, all seven of the emeralds were suspended above them before being pulled into the dark, their glow illuminating it before they vanished.

They didn't stay that way however. Soon after, their glow appeared once again. They were all in a perfect circle, unmoving and surrounding one giant, green glow. Slowly, they moved closer, a loud thud booming through the hall as they did.

The group didn't move the whole time, unsure of what just happened. Although, Knuckles appeared to be sweating bullets. Another thud echoed, and the emeralds got closer. They stopped just short of the light. In an instant, the lights came on and Rainbow finally saw what stood before them with wide eyes.

She looked up and saw a giant, red machine on two legs with the ugliest face she had ever seen. Its body, like most of the other robots she had seen here, was big and round, connected to its legs by massive pistons. On each of its arms were what she supposed it used for hands, only on the ends of each of them were three metal spikes. Its head was half embedded into its body with the same weird smile and beady eyes as the other robots, but this one had on a brown, metal mustache and eyebrows slapped onto it. In its chest was a glass casing with a circular dial design inside. The seven emeralds were in each dial and in the middle, was a massive green emerald, at least 10 times the size of the others!

"HAHAHAHAHAHA!" came a crazed laugh from the large robot.

"What is that thing!" Rainbow exclaimed as she scrambled back to her hooves.

"I have a pretty good idea…" Sonic answered.

The head of the robot split down the middle, steam shooting out from the inside as it opened up. Once the hatch opened all the way, Rainbow could make out a figure sitting in a large, round chair. The figure stood up and placed its hands behind its back.

"Welcome friends!" it said gesturing to the group. "I hope you all found the welcome committee enjoyable."

"Robotnik!" Knuckles growled.

"Now Knuckles, its rude to interrupt your host in the middle of his greeting," it said.

Rainbow got a good look at their greeter. He was a tall, and notably fat, creature with very little hair aside from the mustache and eyebrows that matched those on the robot. He wore a pair of black glassed specs and a red lab shirt with a yellow cape draped over his shoulders. He had on a pair of black pants and a pair of white gloves. It was subtle, but Rainbow swore that behind those glasses she could see a faint red glow.

"Give those emeralds back Robuttnik!" Sonic said as he walked to the front of the group. "If ya play nice we'll leave your big toy in one piece!"

"Sonic," the doctor said with a hint of venom in his voice. "You my spikey haired friend have been a thorn in my side for a long time. Now with that I have the power of the Master Emerald and the Chaos Emeralds, that problem will soon be rectified."

Robotnik then turned to Rainbow and he raised one of his bushy eyebrows in a questioning look. "I don't believe we've been introduced miss...?"

"My name is Rainbow Dash," Rainbow said trying to sound intimidating.

"Miss Rainbow Dash," Robotnik finished. "I have no qualms with you whatsoever, so if you can just wait until I'm done squashing these pests, I'll give you an escort to the roboticizer and we'll get you comfortable."

Rainbow gave a questioning look at the weird doctor. She didn't know what a roboticizer was, but she didn't like the tone in his voice when he said that.

"Rainbow, you hear me?" Silver said through the earpiece.

Rainbow perked up at his voice and spoke lowly enough to where the other wouldn't hear her. "What is this thing Silver? It's huge."

"That's Eggman's personal fighting machine," Silver answered. "We just refer to it as the Death Egg Robot."

"I'm supposed to be fighting that?!" Rainbow forcefully whispered. "I wasn't expecting anything like this?!"

"Calm down," Blaze said. "You need to focus right now."

Rainbow took her advice and took a deep breath, only lowering her anxiety slightly, however. "Ok, so what the hay am I supposed to do?!"

"This timeline has already been messed with," said Silver. "You need to try and restore things to how they were before."

"And just how do I do that?" she asked.

"You see that massive emerald in the robot's chest?" he asked. "That's the Master Emerald. A gem that's been said to control the will of the world. Originally, Eggman used it to power the very same machine in front of you. This time though, it looks like he was ready for Sonic to show up with the Chaos Emeralds. He's now using them along with the Master Emerald, so there's no telling how strong that thing is now. You need to find a way to get them away from him."

"Just what are they anyway?" Rainbow asked. "Are they supposed to be like your Sol Emeralds?"

"Hey Colors," she heard Sonic call out to her. "You doing ok?"

"Well I wish I could entertain you all a bit further," Robotnik interrupted them, prompting them to focus their attention on him, "but I think I've let you stay on board my station long enough. I'll defeat you all and I'll take you all to the roboticizer myself!"

Finishing his speech, an eerie, purple aura enveloped the doctor, a red flash appearing behind his glasses. He plopped down into his chair and closed the cockpit to his robot, getting it into a rather threatening position. Its chest closed up as well, hiding away the emeralds. Rainbow, Sonic and Knuckles all got into fighting positions of their own, Rainbow flaring her wings, Sonic looking like he was about to dash into the bot with a smirk, and Knuckles in a boxing stance.

Robotnik from the inside the protection of his cockpit let a sinister grin grow onto his face. These little pests thought they could still be a threat to him. He was in his prime right now. He was determined to show them just how much trouble they were in, especially one particular hedgehog, which he couldn't help but feel himself growing even more angry at the thought of him. He took his fist and slammed down on a giant red button to his right.

"I'll see you all next fall! HAHAHAHAHAHA!" Robotnik laughed.

The group all grew questioning looks before they felt the floor underneath their feet, or hooves, completely disappear. They looked down and saw that the floor had given way to a trapdoor. It was so quick that none of them even caught onto it until they were all falling, a massive robot looking down at them from the ledge.

Rainbow recovered quickly. She straightened herself out and let her wings carry her. She saw that both Sonic and Knuckles were still falling at an alarming rate. With great agility, she jetted down to them, the warm feeling she got in her chest somehow feeling like it was enhancing her already great speed. She ignored it and focused on the blue hedgehog in front of her.

Sonic saw that the pegasus was heading straight for him and readied himself to be caught. He grabbed her extended forehoof and was thrown onto her back. If anyone else was seeing them right now it would look like he was surfing on her.

Rainbow then turned toward Knuckles and noticed how close the floor was approaching them. She quickly reached her other hoof out to him. He took it, and like Sonic, was thrown onto her back right behind the hedgehog. It's a good thing they were only about the size of Scootaloo, otherwise Rainbow might not have been able to support them both. See thing floor rapidly getting closer, she extended her wings out wide, instantly slowing their decent and causing her whole body to jerk. Nonetheless, she was able to safely land on the metal floor, Sonic and Knuckles jumping off soon after.

They got a good look of where they landed. They were now in an absolutely large square room with a massive window on one wall looking out into space and the blue planet beneath them.

"Hey, thanks for the save miss," Knuckles said giving her a smile.

Rainbow gave him a grin and crossed her hooves. "No problemo."

"Yeah, you really saved our butts their Colors," Sonic said with a thumbs up.

This time, Rainbow had to force to keep her smile. "My. Name's. Not. Colors."

Before anymore conversation was had, the group was thrown off their feet by the impact of the massive robot landing beside them with a loud thud. They all landed, but quickly picked themselves up and faced Robotnik.

"Take this!" Robotnik yelled from the bot's mic.

The robot raised its right arm high and brought in back down towards the group. Seeing the arm rapidly approaching, they all picked a direction and dodged out of way, letting the arm slam onto the floor. Seeing his opportunity, Sonic rushed the robot, jumping in the air and delivering a punch to the top of its head. That was a bad idea on his part, as he felt his entire arm shiver in pain while Robotnik hadn't even budged. He held back a single tear, not daring to let it drop.

Seeing the hedgehog in his position, Robotnik nudged the robot's head forward, causing Sonic to be sent flying. Sonic righted himself and landed on his feet, clutching his hand trying to fight back the pain.

"Ok, new plan guys," Sonic said looking for suggestions.

"I've got this!" Rainbow said cockily.

She dashed into the air, letting her new power speed her up even further. Robotnik attempted to block the oncoming pegasus, but was to slow to react to the intense speeds. Rainbow just zipped around his arms and passed right by him. She made a quick U-turn a delivered a powerful buck to the robot's left leg. The robot stumbled a bit as it tried to right itself.

Keeping the robot up, Robotnik spotted the offending pegasus and swung at her with the bot's left arm, spinning the three spikes on the end rapidly as he did. He came close to hitting her, but in an instant, she was already in retreat, the attack completely missing her. He barely even noticed wear she had gone she was going so fast.

Before he could respond, she was already making her way back, not giving him any time to gain a footing. He swung again, but she just dodged it again before colliding with the bot's chest area, causing it to slide back a couple feet.

"Hey she's actually pretty good!" Knuckles said to Sonic.

"She's alright," Sonic said rubbing his nose. "Nothing I couldn't do though."

"You mean like what you pulled a second ago," Knuckles said sarcastically.

Sonic put his hands behind his head lazily. "I was just testing the waters ya know. Can't go into a fight without knowing what you're getting into."

"Well if you're so enlightened now do you think you should help a little?" said Knuckles.

Sonic just gave him his trademark smirk and stepped forward, popping his knuckles as he did so. "You mean am I ready to kick Egg Head's big butt back to Earth? Yeah. I think I can do that."

He didn't let knuckles respond. He dashed off to the currently ongoing battle between the blue pegasus and the fat, metal giant, leaving behind a gust of wind.

Meanwhile, Robotnik was still attempting to take out the now very annoying pegasus, who was still moving too fast for his sensors to keep up. Whenever he thought he had her, she just retreated and appeared somewhere else.

"Hmm…she's more of a threat than I originally thought," he growled. "I suppose it's time to step it up a notch."

He grabbed a lever next to a red meter and pushed it up halfway. The meter turned from red to yellow as the machine whirred to life. Unseen within the inner workings of the robot, the Master Emerald glowed brightly as energy seemed to flow from it through a series of pipes and wires.

As this was going on, Rainbow was about to make another pass at the bot. With her new power flowing through her she had been able to keep out of that things reach for the most part. Without this speed, she might have been caught pretty early on. Although, whoever this doctor guy is, he really didn't seem like as much of a threat as he was made out to be. This would be a piece of cake at this point.

Rainbow was about to deliver another powerful buck to the bot, but before she made contact, she saw a flash of light appear at one side of the robot and it, surprisingly, quickly moved to her left, causing her attack to miss it completely. She skidded on the floor and stopped, taking in what just happened. How had it moved that fast when it was so slow before?

She didn't have any time to think on the matter, as the bot was suddenly charging her, the bright light illuminating the area behind it. Instinctively, she flew straight up, letting the robot go right under her. She managed to get a good look at what was behind it this way as well. On its back were a series of ports that were all of a sudden opened up. Out of each one came a torrent of bright, white flame, propelling the robot forward. Stopping its assault, the robot closed the ports and it slid along the floor as it turned around, causing sparks to fly from its feet.

It didn't give her anytime to breath as it shot out one of its spiked arms at her. She was so surprised by it that she couldn't react fast enough to get out of the way in time. Before it could make contact, however, it was quickly hit away by a rapidly spinning blue ball, sending it flying away from Rainbow. Without missing a beat, it shot itself at the robot at intense speeds, constantly spinning as it made contact with its head. The bot stumbled backwards as it attempted to right itself.

The ball came to the floor and uncurled to reveal Sonic before he ran behind the bot to its blind spot. As he did, he spotted a glowing, green opening in its underside. With a swift motion, he jumped up and hit the supposed weak spot.

"What the!" Robotnik yelled in confusion as the robot fell forward and landed face first on the metal floor, knocking the good doctor around a bit in his cockpit. The bot teetered a bit on its round belly before coming to a halt and sitting motionless on the floor as the machinery inside weakly whirred until the sound disappeared.

Sonic, seeing the state of the bot, jumped unto its back before knocking on the metal. Even still, the robot wasn't moving anymore and Sonic looked up to Rainbow Dash, giving her a toothy grin and extending the V-sign at her.

"HA! Did you see that?!" he asked excitedly. "Total knockout!"

Rainbow Dash just rolled her eyes in response, but she honestly couldn't be irritated at his cockiness. He did pretty much save her from that last attack, so she could let him bask in his own success for a bit. And…that was pretty cool.

"I think I came up with something there," he said looking at his fists. "Never really tried launching myself like that before. Robuttnik had no idea what hit him."

"Ok kid, don't get ahead of yourself," Rainbow said plainly as she flew down to meet him.

"You're just jealous you didn't do it lady," Sonic said extending a finger at her.

Rainbow gave him a bored look before focusing on the robot below her. "I think it's time we gave Robotnik a taste of his own medicine.

"Now you're speaking my language," Sonic said winding up his arm.

Unknown to them, Robotnik was still inside trying to situate himself back in his chair. He knew he should've installed seatbelt in this thing. Everything was all sideways and it was difficult to find the controls again. As this was happening, a round hatch opened up coming from the body and a small, red and perfectly round robot rolled in. It quickly had to open up its body and extend it arms to catch itself from the disorienting cockpit.

"I suppose it's wrong of me to say that this isn't going as you planned," said the robot as matter of factly.

The robot was bunced as a yellow cube fell through the hatch and hit on the doctor's head, eliciting a pained grunt. The cube landed above the controls to the bot and opened up to reveal a square, yellow robot.

"Ugh…I thi—thi—think my voice chip is loo—loo—loo—loose," it said as it's voice stuttered in static.

Robotnik grabbed the little robot by the head and threw him back behind him, clearing the controls. It slammed into the side of the cockpit as its counterpart went to its aid.

"So now what doctor," the round one said as it worked on its friend, looking for that loose voice chip. "By my calculations, we have a 0.99999999999% chance them not breaking in here. Another cause of you rushing into a fight without a surefire plan."

The yellow one jittered a bit as sparks flew from it head. "I think it was a gr—great plan. Just look. The hedgehog and his fri—fri—friends fell into the trap, didn't they?"

"Much good that did us," the round one said sarcastically.

"Just shut up you nincombots!" Robotnik yelled as his eyes glowed red again. "Prepare all systems. We're pushing all the way to full power!"

The round robot looked surprised at those words and accidentally knocked its friend in the back of the head, causing more sparks to fly for a second before stopping. "Full power?! I don't believe this machine can handle that much output!"

"Desperate times call for desperate measures," Robotnik said flashing an evil grin.

The robot just shrugged. Why did it even try? First though, it needed to fix its friend. No telling what kind of damage could've been done to the voice chip. It turned back, only to see the square one already pulling levers and throwing switches.

"YEEEEEHAWWWW," it yelled in a western drawl as the machinery flickered and whirred to life.

The round one just face palmed and joined him in the system startup, not even trying to argue anymore.

"Now Sonic, Rainbow Dash, let's see if your speed helps you after this!" Robotnik said throwing the power switch up to its max, the yellow bar going all the way up to red.

Sonic and Rainbow stumbled as the robot under them started to move. Rainbow noticed the hatches on its back start to open up and her eyes went wide.

"Move!" she yelled has she grabbed Sonic and threw him and herself off the back. Soon after, its entire back ejected a torrent of white flame again, this time being able to reach all the way up to the ceiling.

They rolled on the floor before coming to a stop and readying themselves for what came. The flames on its back had ceased and now there were flames coming from its stomach, propelling its entire form into the air. The arm that was deflected by Sonic rose into the air and magnetized itself back to the robot's empty arm, reattaching itself. The flames then ceased, letting the robot fall back to the floor, landing feet first and facing the two heroes.

"Chaos Cannon, fire!" Robotnik's voice yelled.

The robot's chest opened up to reveal the emeralds again and the seven Chaos Emeralds were spinning rapidly clockwise around the Master Emerald. They all glowed brightly as the energy built up in the dial. Without warning, a large, white beam shot from its chest, heading right for Sonic and Rainbow. Their eyes widened as it approached. The floor was being torn apart as it passed over, and they hadn't reacted early enough to move out of the way. That is, until Sonic felt something run into him from the left, and it in turn caused him to hit Rainbow Dash, and they all fell out of the way, but just barely. The beam impacted with the wall and a bright flash engulfed the room.

The flash quickly subsided and Sonic and Rainbow sat up to see that it was Knuckles who had pushed them out of the way. He was breathing hard, as he must've ran hard and fast to make sure he got them to safety. They both looked over to where the laser had impacted and saw a massive hole in its place. The wall looked as if a tunnel was dug out in it, and the edges of it were red hot. If they had been in the way of that they would've been nothing but dust.

"You both need to pay more attention," he said through long breaths. "The moment that thing opened up I was booking it right to you."

"Thanks for that," Rainbow said at his side. "You ok?"

"Yeah…I'm fine," Knuckles answered.

"Man, you look like you pushed you yourself harder than me. And that's saying something," Sonic said helping him up.

"Well Knuckles, you had to go and attempt to ruin my plans again," Robotnik said, causing them all to look back at the robot. "This time I'll be sure to get all three of you."

"YEAH! GET EM BOSS!" another voice yelled through the mic.

The robot whirred again, the dial spinning to let another blast off.

"Scatter!" Knuckles yelled.

The group responded quickly, as they all went in different directions. Robotnik grunted in annoyance and canceled the laser, closing the chest back up. It focused its attention on Sonic. He was the main target.

The robot charged at great speeds with the help of its boosters. Sonic was surprised at how fast this thing was. It quickly caught up to him and swiped its massive arms at him. Sonic managed to dodge the first arm, but the second arm caught him off guard and sent him flying across the room. He slid along the floor before coming to a stop. Robotnik wasn't letting up. Already he was charging him again.

Rainbow had turned back to help Sonic and was wondering why he wasn't trying to move at all. Unless that last hit knocked him unconscious. Rainbow squinted her eyes at him and from what she could tell, he was out. She saw how fast the robot was approaching and saw how it was raising its arm to bring down on top of him.

Without thinking, she did the only thing she could think of. She reached out to her new power and used it to boost up her speed. She soared through the air and in a sudden flash of red, she boosted right for the falling arm of the robot. She managed to put herself between the arm and Sonic, and saw the arm rapidly approaching her. She charged straight at it and the two impacted.

However, instead of Rainbow going flying as expected, a bright flash of red encompassed Rainbow and the robot's arm was sent bouncing off and it came to a complete stop. The bot stumbled again as a result.

"What?!" Robotnik yelled as he fought with his robot.

The light died down, revealing Rainbow still flying in the air with her hooves covering her face. She lowered them cautiously, finally realizing she was still unscathed. Not only that, but she also saw what looked to be a transparent, red barrier around her. As soon as it came, however, it faded away. She looked at her hooves as she pondered on what just happened, but her thoughts were interrupted almost immediately as she heard machines whirring. She quickly looked back up to be met with a massive robotic fist.

The robot's spike tipped hand impacted with the small pegasus, her barely missing the spikes and being hit with the smooth, but metal surface. The hit sent her spiraling toward the floor, her impact nearly leaving a dent in the metal as she bounced and landed next to Sonic. Robotnik looked at his handy work with the two heroes and let a wicked grin form on his face.

Rainbow's entire body like it was in intense pain right now. She clutched her stomach and squeezed her eyes shut as she tried to fight off the aches and pains. She opened one off her shut eyes with a twitch as she looked at her body, noticing a small glimmer of red along it. The red energy faded away from her body like a mist, leaving her still struggling to recover. She had no idea what was going on, but she felt that if whatever that was wasn't there she would've been in much worse shape.

"It's been fun," Robotnik said amusingly, "but it's time to say your prayers. They'll be your last."

Rainbow struggled to look up, and noticed that Sonic was finally coming to. He, like her, was having a tough time fighting through the pain. If she didn't know better, she'd say he was trying to burn right through Robotnik's cockpit with a glare. Rainbow focused back on the robot and saw it was about to deliver a finishing punch. She tried to pick herself up, but she still felt the pain trying to keep her in place. Sonic was in the same dilemma. At most he was just able to get to his knees, but nothing more than that.

"Say goodbye Sonic the Hedgehog!" Robotnik said, throwing the bot's fist at them.

Rainbow just closed her eyes and waited for the attack to hit. There was nothing she could do but take the hit and pray that it didn't finish the job. Yeah right. That attack would probably crush them into blue paste. She could hear what sounded like yelling coming through her headset form Silver, Blaze and her friends, but at this point she wasn't even listening to them. Just to the sound of machinery closing in on her.

She suddenly felt a breeze and something hit her in the head and her body tensed up has she readied herself for what came. Strangely enough, however, the impact from the fist never came. She waited for a few more seconds, but still nothing.

"Nice save again buddy," she heard Sonic said.

She slowly opened her eyes to see a cowpony hat sitting on the floor in front of her. She looked up and couldn't believe what she was seeing. The robot was still directly in front of them, and its fist was still attempting to squish them. Holding it in its place, however, was knuckles pushing against the massive fist with nothing but his bare hands.

"You've…already done…enough today doctor," Knuckles struggled out.

"You insignificant pest," Robotnik said with disdain as he tried to move the robot forward.

Knuckles was pushed back slightly as sweat dripped down from her brow. He wasn't giving up though. With a mighty yell, he started pushing even harder against the massive hand.

"What?!" Robotnik yelled in surprise as his robot started to slide backwards.

Knuckles continued to push and push, letting out a grunt with each step her took. Step by step, the robot kept moving back.

"Full throttle!" Robotnik yelled. "Get that blasted echidna out of my way!"

The panels on the back of bot opened up again and let out a torrent of flame again. The new force allowed the robot to start pushing against knuckles again, Knuckles still trying to keep the bot at bay. He brought out all the strength he had and let out another yell. The robot stopped in place and both it and Knuckles were locked in a battle of endurance, which the robot clearly had a lot of. Knuckles could feel his muscles burning and his face turning even redder than it already was. This was a losing battle and something needed to be done fast.

"If you two are done sitting around I could use some help here!" he let out in a single breath.

Rainbow struggled to stand back up, but slowly she was able to get on all four hooves. Sonic was also able to stand up fully and she wondered where to go from here. Brute force obviously wasn't working. So far, they've barely made a dent in that thing. Speed was there best way to go from here, but what could they do to finish it off?

Sonic, on the other hand, was already getting into a sprint, despite the pain he was feeling throughout his body. He jumped and launched himself at the robot.

"Take this Robuttnik!" he yelled. "Homing attack!"

Robotnik heard that comment and brought the robot's free arm up and blocked Sonic from making contact with its body. Sparks flew from their contact and the robot pushed its arm and sent Sonic flying back again, letting him land a few meters away.

'Idiot,' Rainbow thought to herself.

Rainbow slowly took flight, still trying not to bring out any more pain than there already was. She saw Knuckles still struggling against the robot with Sonic making more attempts to take it down. This time, the robot's eyes were shooting red lasers at him in an attempt to keep him away. The head kept tracking the blue hedgehog everywhere he went, not letting him gain any ground.

Think think. What could she use to gain an upper hand on this thing? If they get close, it'll shoot them at this point. If they do nothing, Knuckles will get steamrolled then it'll come after them. This was turning out to be way harder than she signed up for.

Then it hit her. 'Silver our fight may have given me an idea,' she thought.

She fought back the pain as best she could and rushed the robot. It spotted her and charged up its eyes, but before it could fire, Rainbow suddenly flew up, moving into the robot's blind spot. She quickly started flying around in circle way above its head.

"This is gonna be close," she said to herself.

A breeze started to pick up as the artificial air started to form a mini tornado around the robot's body. Knuckles, Sonic and Robotnik all noticed this wondered where she was getting at. Even a tornado didn't look like it could do anything to this things body.

"I think Colors has lost it," Sonic said.

For once, Robotnik actually agreed with the annoying hedgehog. There was nothing this little pony could do against his masterfully crafted machine. With the emeralds powering it, it was invincible. He smiled smugly, that is until he started to get a little hot. In fact, he was starting to sweat profoundly.

"Wow sir," said the yellow robot, "you been workin' out. You look like you've been pushin' yerself for once."

"He hasn't worked out in ages Cubot!" the red one said. "The robot is heating up!"

True to his words, on the outside, the tornado was now slowly taking in the white flames shooting from the back of the bot. Slowly but surely, the flames soon engulfed the entire body of the robot, stopping at the wrist of the hand as not to engulf Knuckles as well. Knuckles and Sonic looked at the display with wide eyes. Ok, that's impressive.

Rainbow was still circling in the air, doing her best to keep the tornado at the right size while also trying to keep herself from being burned by the flames that were now shooting up to the ceiling.

"Sir!" the red robot said. "We're all gonna melt if this keeps up! All the systems are overheating!"

"AAARRRRRRRGGGGG!" Robotnik yelled. "Shut down the thrusters!"

On que, the thrusters shut off and the flaming tornado disappeared, showing the red, hot body of the giant robot. Feeling a lot of pressure being let off him, Knuckles yelled with a giant heave and pulled robot off the floor. As he pulled it over him he let it go, throwing it over to the other end of the room and let it hit the floor with a massive quake. Knuckles fell to one knee again and he tried to catch his breath, Sonic and Rainbow meeting with him.

"Thanks, miss," he said addressing Rainbow. "A few more seconds there and I would've been squished."

"It's Rainbow," she said through loud breaths of her own, "and you're welcome."

"I'll admit it wasn't too bad," Sonic said with a rub of his nose.

"Says you," Rainbow said with a smirk. "Last I checked you were just running in circles."

"It could've worked. After all, you were flying in circles were ya?" Sonic pointed out.

Before their conversation continued, they heard the sound of metal against metal, and saw the large robot trying to pick itself back up again.

"Quick, both of you come here," Knuckles said.

Both Sonic and Rainbow walked up to him and he extended his hands out to them, one for each. He closed his eyes and a feint, golden glow appeared around his gloves and enveloped Sonic and Rainbow. They both looked a little surprised as the pain they felt earlier slowly faded away. The glow stopped and Knuckles started breathing heavily again. Sonic and Rainbow looked at their hands/hooves in wonder. They still felt a little pain, but it was nowhere near as bad as it was before.

"What was that?" asked Rainbow.

"Being the guardian of the Master Emerald, I picked up a few techniques from its power," Knuckles explained. "I can't do it too much at once though, so sorry for that."

"Hey, I'll take what I can get," Sonic said stretching out his now healed limbs.

"ALL OF YOU ARE INSIGNIFICANT PESTS!" they heard Robotnik yell from the now standing robot across the room. "I WILL STOP YOU HERE AND NOW!"

The robot was covered in scorch marks from Rainbow's stunt earlier, and the metal on the head was slightly indented from the throw Knuckles gave it. That didn't stop it from being fully functional though. The chest opened up like it did before and the dial slowly started to spin up.

"This isn't going to end well," Knuckles said.

"Anyone got a plan," Sonic asked, not too sure of what to do himself.

Rainbow thought for a second and answered, "I think I've got it!"

Knuckles and Sonic looked at the pegasus with interest. If she had something that could end this quickly, they would take it at this point.

"PREPARE TO BE NOTHING BUT SPACE DUST," Robotnik yelled as the laser charged.

"What do you think?" Rainbow asked. She though it was a good plan, but unfortunately, it was all up to them.

"I say go for it," answered Knuckles. "We don't really have anything else rely on."

Sonic looked like he was in thought for a second and Rainbow thought that he was just gonna mock her again in some way. Surprisingly, he gave her a smile and a thumbs up. "Lady, this whole thing is crazy, but that's the only language I speak."

"FARWELL FRIENDS!" Robotnik yelled as the laser finished charging.

"Alright! Go!" Rainbow yelled.

Knuckles ran off to the side, making sure to stay away from where Sonic and Rainbow were headed. Sonic, using his super speed, ran toward a wall and ran straight up it. Rainbow, on the other hoof, flew to the other end of the room and started waving her hooves back and forth.

"Hey Eggman!" she said as an insult. "What's with the whole fat robot thing?! If I didn't know any better, I'd say you were trying to project!"

That got his attention alright. The robot turned to Rainbow and the massive laser fired once again. She dodged the blast and flew as fast as she could another part of the room, the robot turning to try and follow her with the white laser. It started tearing through the metal walls of the room and left massive, hot gashes everywhere.

"Hey! Egghead!" Sonic yelled, prompting the robot to turn its head to him sitting on a pipe on the ceiling. "So, you do you prefer hard boiled, or scrambled eggs?! Cause at this point we could go both ways!"

Robotnik, with rage in his eyes, turned the robot to Sonic and the laser followed it right to him. Sonic jumped off and landed on the floor, running as fast as he could and letting the laser follow him this time.

"Sir!" the red robot said. "You can't keep this up! The systems weren't meant to handle this amount of power!"

"Just shut up!" the doctor yelled with red growing in his eyes. I'm going to teach these two a lesson and I don't care how much it takes!"

This continued for some time. Sonic and Rainbow would occasionally switch places and let the laser follow the other, but it could never find its mark. All it did it was leave massive cuts through the entire room.

"FULL POWER!" Robotnik yelled once more.

The laser grew larger and just barely missed Rainbow and Sonic. It cut straight through the walls and blasted through most of the space station. If anyone looking at the Death Egg from the outside, they'd see a large white beam blasting through the exterior from inside and flying into space.

The laser had now stopped, and Sonic and Rainbow looked at the robot. It looked like it was jittering a bit form the power it had just used, and the dial was still spinning, but very slowly. Smoke could be seen seeping through the now present cracks in the glass.

"Knuckles! Now!" Rainbow yelled.

On que, Knuckles came out from the shadows and leaped in front of the robot. With all of its energy used up, it could do nothing but watch as Knuckles collided his fist with the glass casing in its chest, shattering it completely. He grabbed hold of the master emerald and yanked it out with great force, the yank nearly pulling out the entire dial and letting the Chaos Emeralds fall from their place.

Knuckles jumped back with the Master Emerald held over his head in an impressive display. The Chaos Emeralds however, all fell in tandem before glowing brightly and flashing practically out of existence.

"What just happened?" asked Rainbow. "Where'd they go?"

"That's what happens with the emeralds," Knuckles answered. "Once they've been used they disappear. They then separate to different parts of the planet. This way they have to be found all over again in order to be used again."

"Man, that's a bummer," Sonic said disappointingly.

They heard a noise and saw the top of the robot open up to reveal Robotnik floating up with two small robots next to him inside of a tiny flying machine. This time however, his eyes were no longer glowing and there was no purple aura covering him.

"Give up doc," Sonic said with confidence. "We've got you cornered this time."

"You may have won this time Sonic, and company, but next time it won't be so easy," Robotnik said as a glass dome closed over the top of the machine. "Have fun with reentry!"

He flew off through one of the many holes the laser cut open earlier and disappeared.

"Hey! Come back here!" Rainbow yelled, but stopped as they all nearly tripped up from a rumbled.

"Uh…guys," Knuckles said.

Sonic and Rainbow looked at him and saw that he was pointing at the large window. What they saw, they didn't like. The planet was getting closer, fast.

"Man, we must've really messed up this place if its falling back to Earth," Sonic said.

"We did kind of let that guy blast up the whole place," Rainbow said with a bead of sweat falling from her brow.

Another rumble shook the whole station and flames were already starting to cover the window.

"We have to go!" Knuckles yelled as he varied the Master Emerald away.

Nodding, the other two follow suit, but they were soon brought to a halt as the window suddenly broke open and started sucking them out. Knuckles grabbed a grate with one hand and held the Master Emerald with the other. Rainbow did the same with both of her hooves and Sonic just grabbed her rainbow, colored tail, getting a pained yelp out of Rainbow as she gave him a glare.

Outside, they could already start to see the fire dying down as clouds started to pass them by. The air was still trying to suck them out, but so far, they were able to stay rooted in place. That is, until the Master Emerald slipped right out of Knuckles's grasp, flying straight out the window.

"The Master Emerald!" he yelled with worry as he let go and followed it out.

"Knuckles!" Sonic yelled as he let go of Rainbow's tail.

"Oh pony feathers," she let out as she let go as well and followed them both out.

It was pure chaos outside. It was open sky, falling debris were everywhere, there was a massive station right behind her with an equally ugly face on it as the robot, and she had little to no control over where she went as she tried to right herself. The shrapnel from all the flying debris came very close to hitting her many times before she finally managed to gain control over her movements. As she did, she spotted a piece of metal flying right at her face and quickly barrel rolled out of the way.

Finally getting some breathing room, she quickly scanned the area for Sonic and Knuckles and spotted them both clutching onto the Master Emerald. She also noticed the massive piece of the station that was spinning right in their direction. Quickly, she managed to keep control over her body as she darted straight for them. The piece of scrap was about to hit them as she slammed right into the side of the emerald and pushed it and them out of the way just in time. Now, all three of them were hanging onto the Master Emerald as they slowly sailed away from the falling space station.

"What now?" she asked as they fell faster and faster. She could just fly on her own, but she couldn't leave them behind, and didn't seem like they were gonna leave the emerald to fall in what she could only assume to be ocean below them.

"Beats me," Sonic answered. "Knuckles?"

He was silent for a moment before answering, "We could—"

He was interrupted as they were suddenly jerked in one direction, all of them barely hanging onto the emerald in the process. They managed to pull themselves back up as they noticed the toe cable latched onto the top of the emerald. They were being carried. They looked up and saw what Rainbow could only interpreted as a large, blue bird with something spinning on the front.

"Is that Robotnik again," she asked, hoping it wasn't.

Sonic just smiled and answered, "Hardly! Hey Tail's!"

The group finally found a place to land after that entire fiasco, that being an island with lots of jungle covering it as Knuckles led them deeper into it, the Master Emerald still on his back. When they did, Rainbow was finally able to meet the one who saved them, who turned out to be a yellow fox named Miles, but he just asked her to call him Tails. She could see why, as he had not one, but TWO fluffy tails. Although, after everything else that happened today, she just wasn't questioning it anymore. She did like him though. He was definitely younger than Sonic or Knuckles, but he turned out to be quite a tinkerer, especially with that flying machine he had.

The group continued through the jungle until they reached what looked like a ruin with a pedestal on top with stairs leading up to it. Knuckles and the group walked up the stairs until reaching the top and Knuckles placed the Master Emerald on the pedestal.

He left it there and backed away. There was a pause before the emerald glowed brightly and the ground started to shake. Rainbow, Sonic and Tails all looked a bit surprised, but Knuckles looked as if this was normal. Over the course of a few minutes, the shaking stopped, and the group looked a bit perplexed. What was that?

"What just happened?" Rainbow asked.

"If I had to guess," started Tails, "I'd say that the Master Emerald's power started flowing through Angel Island again. What might've happened was just the island flying back to its place in the air.

"It what!" Rainbow exclaimed as she looked at the sky. Now that he mentioned it, the clouds did look a lot closer than they did before. 'Just a weird part of this world Rainbow Dash. We have Cloudsdale, so I suppose it's not too crazy.' She thought to herself.

Knuckles turned to the group and gave them all a smile. "I want to thank you guys for your help up there. I don't think I could've done it alone."

"It wasn't a problem Knux," Sonic said with his trademark grin. "Only next time don't be accusing me of stealing."

"I'll think on it," Knuckles said jokingly.

Rainbow smiled at the display. Even hear she could tell that these guys were great friends. It kind of reminded her of her and her friends back in Equestria.

"So, Colors," Sonic said addressing Rainbow, "What're you gonna do now that old Robotnik flew the coup?"

And that smile instantly vanished. "I told you before that my name is not Colors! It's Rainbow Dash and you better remember it you little pin cushion!"

Sonic just threw his head behind his head and grinned. "You know you're real easy to get a rise out of."

"Sonic," said Tails worryingly. "Do you think you really should be antagonizing her?"

Sonic turned to Tails with a raised eyebrow. "What's wrong with that?"

Rainbow was able to show this little punk a piece of her mind as she clutched her hooves. However, she heard what sounded like Silver's voice through her earpiece.

"Rainbow! You did great!" he said excitingly.

Rainbow tore her attention away from Sonic and answered, "I just…did what I thought was right. So, is everything fixed? Or is there still something going on here?"

"No. It looked like whatever was affecting that part of the timeline has left and its gone back to normal," he answered. "Although I think it's time for you to come back. No need for you to stay any longer."

She didn't answer him, back she looked back to the group and said, "Hey guys, I gotta get going. Got things to do that don't involve falling space stations."

Knuckles walked up first and looked up at her with his hand extended. "Well thanks for your help Rainbow Dash. I don't say this much, but I hope we get to meet again sometime."

Rainbow smiled and excepted the hand/hoof shake before letting Tails come up toy her.

"I hope we get to see you again!" he said before extending his hand as well.

Rainbow didn't think this much, but she couldn't help but think how cute this kid was as he excitingly came up to her and repeated the same thing she did for Knuckles.

Finally, Sonic walked up to her and she couldn't help but cringe. This kid was annoying, definitely annoying. But, he did save her more than once today, so she supposed she could forgive him this time. She extended her hoof and Sonic accepted it with a grin.

"We should race sometime Colors," he said. "I'm itching to see which one of us is faster."

Ignoring her nickname, she smirked at him and said, "Maybe when you're older squirt." She then ended the hand/hoof shake before she flew away and didn't look back, despite hearing Sonic trying to shoot something back at her.

Leaving her new acquaintances behind, she flew for some time before finding a good spot some ways away from the ruin before landing and moving behind a tree.

"Umm," she started unsure where to go from here. "How do I get home Silver?"

"It's simple really," he answered. "Just concentrate on the place where you came from and the Time Gate will do the rest."

Rainbow nodded, although she knew he couldn't see it, and closed her eyes as she thought about the ruin she and the gang were at prior to all this. She felt her body get lighter as, unknown to her, a blue light began to encompass her. She subtly felt her new power welling up inside her as this happened.

'Man, am I gonna have a story to tell everypony back home,' she thought as she disappeared seemingly out of existence, leaving only sparkles where she left.

To be continued…

Chapter 7: Doubts of the Mind

*Chapter 7: Doubts of the Mind*

"Aghhhhh!" yelled Rainbow Dash as she fell out of bed to the noise of her alarm clock, taking her bed sheets along with her.

Untangling herself out of the mess of blankets and other bedding, she jumped up in a frantic state, before adopting a very annoyed expression towards her alarm clock. In all honesty, she was close to just breaking the evil device right then and there. That is…until she bothered to read the time.

"It's time already!?" asked Rainbow Dash. She rushed headfirst into her closet making much of its contents fly out.

"Where are they!? Where are they!?" asked Rainbow Dash franticly. Today was too big of a day to lose them now. She had plenty of them, but this one pair was special.

"There!" she exclaimed.

As she came out of the jumbled mess, she brought out her pair of goggles that she wore during her time at the Wonderbolts academy. She lifted them over her head and strapped them on.

She popped her neck and stretched out her legs before getting into a crouched position as if she were to pounce. She licked her lips while eyeing her bedroom window. In an instant, she dashed towards it, making an even bigger mess of the room. She forced the window open with her fore-hooves, allowing her to zoom out into the open sky while leaving behind a trail of florescent colors.

"Whoohoo!" Rainbow yelled with excitement as she zoomed through the sky, tearing through the clouds.

'This is the day Rainbow Dash!' she thought to herself. 'This. Is. The. Day!'

The rainbow haired pegasus has waited her whole life for this day. The day of the Ponyville Equestrian Flyers. She's won every single part of this competition up to this point. Now, she just needs one more win and she'll go down in the history books as Equestria's fastest flyer of all time! This was her day, and she was not planning to lose it.

"Look!" yelled Pinkie Pie. "It's Rainbow Dash!"

The other four looked up to see the multicolored pegasus do a dive bomb straight towards them before pulling up, doing a corkscrew, and landing gracefully on the ground.

"Hey guys!" said Rainbow glad to see her friends here. "How's it hanging?"

"Oh, it's just lovely dear," said Rarity. "Although I'd have preferred it if we didn't have to be out here in this dreadful heat."

"It's not that hot Rarity," stated Twilight. "In fact, I hear this is the perfect weather for races like this."

"Twilight," said Rarity, "when you have a complexion such as mine you have to be careful of the dangers of sun exposure."

Twilight simply rolled her eyes and turned back to Rainbow Dash.

"So, Rainbow, are you excited for the competition?" asked Twilight.

"Slow down there sugar cube," said Applejack, "the race ain't even started."

Rainbow shook her head and blushed. "Hehe. Sorry guys. I'm just so excited that it's finally here."

"Rainbow Dash…" said Fluttershy shyly, "I know you're usually excited to compete, but today…well…you seem especially excited…"

"Taa basst?" said the Pinkie Pie who seemed to have been in the middle of eating a tray of cupcakes. She swallowed what she had already begun eating in one big gulp. "But Rainbow Dash, you are the best! You kept up with Spitfire in the Equestria Games remember!? And I was there cheering you on from the sidelines giving you the determination to WIIIINNNN!" she yelled as all of a sudden she appeared in a cheerleader's uniform.

Ignoring the strange antics of her friend as she was already used to this kind of stuff, Rainbow's face hardened. "That's the point Pinkie. I kept up with her, but she still beat me," she said punching her right hoof into her left. "If I'm going to be the best, then I have to be better than the best, and right now that means being better than the Wonderbolts!"

"How can you be better than the Wonderbolts if you can't even best me?" asked a voice which perked Rainbow's ears.

Rainbow turned to face the new member of their conversation, and what she saw shocked her to no end. Her eyes felt like they were bulging out if their sockets as she just stood there. Standing in front of her was none other than Sonic, his arms crossed and a smirk plastered onto his face, looking as cocky as ever.

Rainbow backed up with wide eyes and her mouth open in disbelief as she asked, "Wha-what are you doing here?!"

"How about that race I wanted," he said gesturing to her. "You left so quickly I thought you might have been too scared to see me win."

Rainbow didn't know where to go from here. How had he gotten here? Did Silver and Blaze bring him? But then again, why would they do that? Considering how much they wanted her to keep quiet to Sonic before, it would be strange of them to just up and bring him here.

"What's the matter Colors?" Sonic said slowly approaching her and Rainbow had no idea why this kid was intimidating her so much. "Worried that you may not be the fastest thing alive as you once thought?" he said in a surprisingly threatening tone.

"What are you talking about?!" Rainbow asked incredulously. "Like I'd be worried about losing to a squirt such as you."

"Then why you still backing up?" he asked as he still walked forward. "Sounds to me like you just don't want to find out the truth about how much a gap there is between you and me."

Rainbow was gritting her teeth at this point. He was going way too far this time. He wanted a race, she'd give him a race that he'd never get out of his head every waking morning.

"Fine!" she exclaimed. "You and me in the race today! Once you see me in action at my best, you'll figure out why I'm the fastest flyer in Equestria!"

Sonic just let a smirk grow back on his face. "That or I'll just be too bored out of my mind to be at MY best. Let's just put that to the test."

"You're on!" she said to his face as she turned to address her friends. "You guys believe in…me…right…" she trailed on as she saw no sign of her friends who were here mere moments ago.

"Wha…" she tried to get out as she looked for where her friends had just gone off to.

It didn't take long to find them. Over by the big wooden stage she noticed all five of them trying to huddle around it, trying to look over the already growing crowd. Everypony was cheering with their hooves up in the air at somepony on stage. She extended her neck out to try and get a better look, and what she saw made her heart sink.

On stage was a grinning Sonic who had a big, golden medal around his neck and flashing the entire crowd his signature toothy grin, showing them the V-sign. Rainbow instantly shot her head back to where he stood seconds ago and saw that he was nowhere to be seen, aside of course now occupying the winner's stage.

Rainbow grit her teeth at this. That was supposed to be her place up there. Now this hedgehog that wasn't even a flyer was taking all that glory all to himself!

"Why…you.." she let out with hints of venom.

Without thinking, she took to the air and flew straight over the crowd, getting looks from many of the ponies under her. Her eyes locked onto Sonic as his did with her. Even still, he had on a cocky grin as he placed his hands on his hips.

"Take this you oversized rodent!" she yelled as she reared her hoof back.

At great speed, she launched her punch right at his face, Sonic still unmoving. Her hoof was about to come in contact with his face, but just as it touched him, her hoof went straight through him. Not only that, but where she hit him his face started to disappear like it was smoke. Her eyes widened as her whole body went straight through him, causing his body to fade away as she stopped herself on the wooden stage.

She turned back to the crowd and saw that he was now nowhere to be seen. Her eyes quivered a bit as a cold sweat dripped down her brow. Was she going insane or something? He was standing right there, wasn't he?!

"He—hey!" she yelled with a stutter. "What's going on?!"

She was about to question it further, but then she noticed something else. The stage was completely gone. She looked back and forth frantically at just what was going on. The wooden stage had disappeared, but she also saw that the ground and sky were gone as well. It was all just…black. The only other things with her was the crowd.

She looked at them like she was asking them what was happening, but to her dismay, everypony in the crowd suddenly faded away into smoke, just as Sonic did. The only ones left were her five friends who were at the back of where the crowd was.

"Guys! What the hay is going on?! Everypony is gone, Sonic was here, the whole place is just—nothing!" she said frantically pleading.

None of them answered. All five of them just looked at her like she had offended them or something, as they all had pained expressions. Before she could say anything else, all of them, one by one, faded into smoke as well.

That nearly did Rainbow in. Her eyes were wide at their disappearance, and she had no idea what was going on or why any of this was happening.

"…"

Rainbow's ears perked up. It was feint, but she had just heard a struggled voice in this black void. She looked all around her as she tried to identify its origin, but there was absolutely nothing.

"Hello?" she yelled as her voice sounded like it was echoing.

She got no respond. Suddenly, however, the hairs on her back stood on end. Something was there! She turned right around, but she saw nothing but the void again. She didn't move for the longest time after that. She just sat there in the same direction for what seemed like an eternity.

Slowly though, she managed to relax. She let out a sigh, and let the tension in her body leave. Thus, she was unprepared when a pair of glowing red eyes suddenly materialized in front of her face with a deafening roar.

Rainbow's eyes shot open with a hint of shock, darting around as she tried to get her bearings. She was currently in her fluffy bed with her head lain comfortably on her pillow, unmoving as if she had seen a ghost. She slowly sat up, partly because she was still tired, and partly because she was worried everything around her was just gonna disappear again. Thankfully, that wasn't the case.

Rainbow breathed heavily, trying to compose herself as she tightly gripped her bed covers in her hooves. She has had nightmares before, some of them petty, others fairly vivid. This one felt different somehow, and she couldn't really place it. First Sonic showed up and somehow took all the glory from her like Lightning Dust had before, her friends had seemingly abandoned her for him, and that…thing she saw before waking up. She knew it all wasn't real, but she just couldn't get that picture out of her head. Just the thought of that final moment sent shivers down her entire body, and she felt chills as she remembered that roar. That wasn't all that was on her mind, however.

KNOCK KNOCK KNOCK

She perked up as she heard somepony knocking at her front door. Anxious to get that dream out of her head, she jumped out of the comfortable confines of her bed and trotted out of her bedroom and down the stairs. Normally, she would be flying down, as it just came to her naturally. Right now though, she didn't even have the energy to even attempt.

As she reached the bottom she took a glace over her living room. Like most of the house, the walls were white fluffy clouds with a smooth, slightly darker colored marble flooring. In the middle of the room was a couch with a couple of chairs surrounding a white coffee table. She was the only one who lived here, but it was always handy to have this setup in case anypony visited. In some of the corners of room you could see some of the trophies and medals she had put on display.

There was another knock at the door and Rainbow quickly trotted over to it. She reached it and swung it open to reveal—

"Wake up sleepy head!" yelled Pinkie Pie as she jumped into the house.

Rainbow, in response, yelped in surprise and stumbled over herself and fell onto her back. She looked up at Pinkie with a soft glare as she laid there. Pinkie on the other hand, just looked down at her with a smile, like she hadn't just scared the daylights out of her. Rainbow just rolled her eyes. Nothing to be surprised about.

"Pinkie, what have I told about surprising me this early in the morning," Rainbow stated in a bored tone.

Pinkie just giggled wildly at this. "Silly billy! I'm not surprising you in the morning! Look! It's 3:00 in the afternoon!" she said excitedly as she pulled out a clock from her mane.

Rainbow looked at the time on the clock she had pulled out. She was right. It was just a little after 3:00. She must've been more exhausted than she thought.

"Wow," she said as she picked herself up. "Did I really sleep in that long?"

"Yep!" answered Pinkie. "Everypony was all like, 'Hey? Where's Rainbow Dash?' and I was like, 'I dunno,'. So, I spent all DAY looking for you! I looked in the Everfree, under a rock, Sugarcube Corner, Cloudsdale, under the rock again, and—"

She was immediately silenced when Rainbow placed her hoof over her mouth, preventing her from going into one of her long monologues. "I get it. I get it."

She slowly took her hoof away from her pink friend, making sure she wasn't gonna start up again. Thankfully, Pinkie just stood there with a gleeful smile on her face the entire time.

Rainbow let out a sigh. "So, what's up?"

"Oh right!" Pinkie exclaimed. "Silver and Blaze are back! They had something they wanted to talk to us about! Maybe to congratulate you on doing such an amazing job and want us to throw a party just for you! Wouldn't that be great?!"

Rainbow perked up at that. It had been two days since they last heard from either Silver or Blaze. They wanted to see if anything had shown up again once she had gotten back from Sonic's world. So far there had been no word. If they were back, either they were here to say everything was fine or that something has happened again, and she had a pretty good idea which one it was. Although, she could at least find out what they want.

"Somehow I doubt it…so when are we meeting them?" Rainbow asked.

"Right now," Pinkie said as if it was obvious.

Before Rainbow could ask anymore, Pinkie just started sinking slowly through the clouds. Rainbow's head was thrown back in surprise as her friend just sunk through with a smile until her pink mane disappeared through her white doorstep. Rainbow took her hooves and quickly made an opening in the clouds. Being a pegasus did have its perks.

As she peaked through the new opening, she saw Pinkie still smiling as she slowly floated down. Yes, floated, not fell. Under each of her hooves was a brightly colored balloon that she was perfectly situated on. She could hear the sound of air being let loose from each of them as Pinkie safely approached the ground where she belonged.

Rainbow couldn't help but smile as she rolled her eyes again. She wouldn't ever understand how this mare does these things so casually.

The whole gang flashed into existence with Silver and Blaze at their side. Rainbow and the others stumbled just a little from trip once again, but thankfully they were slowly getting used to being teleported across two plains of existence. Once again, they gazed upon the wonder of the midday sun in the Sol Dimension as it allowed the massive floating mountains to cast their shadows on the world below. The Time Gate was already revealed it seems prior to them coming here, and Silver and Blaze immediately left the group to walk over to it. The ponies followed suit.

"So, what's going on this time?" asked Rainbow. "Please tell me that I was able to fix all of this in one go."

"Sadly, that doesn't seem to be the case," answered Blaze in a mellow voice. "As we feared, it looks like whatever effected the timeline last time has moved on and has started attacking another part of time."

The ears of all the ponies drooped at that news. "So…what? No matter what we do, that varmint, whatever it is, is still gonna keep goin'?" asked Applejack.

"Well," Silver started, "there's good news and bad news on that part."

"Like?" asked Twilight, waiting curiously.

"Well…which would you rather have first?" Silver asked them.

"Good news!" Pinkie shouted above the group. "It's always the best news, so listen to it first!"

Silver looked at the rest of them questioningly. They all looked between one another before looking at him and giving him a series of shrugs, silently giving him a yes.

"Ok then," said Silver. "The good news is that it looks like we were right about one thing. Whatever this thing is, it hasn't tried going back to an older part of the timeline or attempted to change the first one it visited. So, for whatever reason, like us, it's stuck only going forward in time, so we don't have to worry about it going back on us where we can't stop it."

"But then what's the bad news?" asked Rarity.

Silver suddenly looked hesitant to answer, but he just cleared his throat and continued. "The bad news is…well...if it really is like this, it means that in order to stop it for good, we'd either have to find out what it is and stop it directly, or we'd have to go through every point in Sonic's timeline until it we reach the present time. In other words, it could take a while."

The whole group was silent after that. Rainbow, out of all of them, was starting to feel a lot of pressure being placed on her right now. Until they reach the present?! How long would that even take?! When did that even end?!

"Rainbow Dash," she heard Silver say as she focused on him. "You're the one that's going to be going back there. If this is anyone's choice, it's yours to make whether you want to continue doing this."

Rainbow, making a great effort to keep down her worry, gave him a cheeky smirk and said, "Hey, we handled it the last time I went back there. I already made a promise to help so that's what I'm going to do."

"Are you sure Rainbow Dash," Fluttershy interjected in a quiet tone. "It was very dangerous last time. What if the same thing happens again?"

"I'll be better prepared this time, duh," Rainbow said as she shrugged. She then looked Silver dead in the eye and said, "because this time you're going to tell me exactly what I'm going to be doing before I go there."

Silver shrunk back at the pegasus's gaze and gulped. Never before would he have thought that someone like this could nearly scare him to death with just a look. You learn something new every day.

"Look I'm sorry that happened," Silver defended with his hands up. "Thing is, we won't be able to know what happens exactly in that part of timeline until someone actually goes there. We're able to watch you through the Time Gate, so we can see everything around you. All we know from the start is what we learned from Sonic himself. Until you're there, all we can do is guess from the location we see."

"Well," Rainbow started, "you better get to guessing then."

Silver looked over to Blaze and silently pleaded for help. Blaze just chuckled to herself at her friend's discomfort and, with a quick wave of her fingers, brought one of the floating orbs down to the group. The ponies immediately grouped around it, getting in a good look. Like the first one, this one had the same eerie, purple glow from before, showing that this one had already been tampered with. Inside the orb, they could make out what looked like a large, factory like area. That is, an entire tiny planet like body covered in miles of both metal and machinery. There was a large chain connected to it that seemed to be tethering it to the ground above a rather large lake.

"Umm, what exactly are we looking at here darling?" asked Rarity with a raised eyebrow.

"Little Planet," Silver answered as he joined them around the orb.

"Uh, we can see that it's a little planet genius," Rainbow shot at him.

"No, I mean that's the planet's name," he explained.

"That's just weird," she let out.

"So, what's happened there?" Twilight asked, wanting to continue this before those two could progress with their argument.

"Like Silver said, we don't know for sure," explained Blaze. "Although, we have a couple good ideas."

"Like what?" asked Fluttershy.

"If we're right," explained Silver, "Little Planet shows up over that lake one month out of every year. Thing is, Robotnik seems to have anchored the whole place to the Earth so it can't leave."

"Wait, Robotnik again?" Rainbow questioned.

"You'll find he's behind a lot of things that go wrong there," Blaze explained.

"That's not what's different though," said Silver. "We can only guess what has changed from this. You can expect a lot of robots to be sure, but other than that, we don't have a lot to go off of."

"So, I'm going in basically still blind. Great…" Rainbow said sarcastically.

"You havin' second thoughts?" asked Applejack.

Rainbow looked her friend like she had just been insulted and huffed. "Yeah right. Like I said, I can handle anything thrown at me. Just watch and I'll have that egghead served on a platter before you know it."

"Don't let your confidence lead to poor judgement," said Blaze in monotone voice. "It's true, you were able to handle him last time, so it wouldn't be unexpected if you did the same here. But, that leads me to another subject."

Rainbow raised a brow at this. "And that is?"

"You don't like Sonic that much, do you," Blaze said like it was more of a statement than a question.

Rainbow was taken back by this. One part being how direct Blaze was about it, another on how this has actually been something on her mind for some time. Quickly, she responded.

"What makes you say that?" she asked.

"The friction between you two early on," said Blaze. "You managed to work together to defeat Robotnik, but it didn't take a lot to see you weren't particularly fond of him."

Rainbow's brow furrowed. She couldn't help it if that kid was just plain annoying. Yes, he saved her that one time, so she could give that one to him, but he still wasn't the most pleasurable of poni-hedgehogs to work with. But it wasn't that so much that was bothering her, at least not completely. She was still trying to figure out how he could run so fast. It just didn't seem possible.

Rainbow pushed those thoughts away, however, and waved her hoof. "Look, it was nothing big. Just two poni—ugh…a pony and a hedgehog trying to get along."

"Yeah!" Pinkie jumped in. "Besides, Rainbow Dash is just naturally aggressive! She doesn't mean anything by it."

Rainbow looked at her friend in surprise at her sudden appearance. That look, however, quickly turned into a glare.

"See!" Pinkie yelled pointing out Rainbow. "Classic Dashie."

"It's not going to be problem, is it?" Silver asked.

Rainbow quickly put on another face, albeit only a slight smile.

"You don't need to worry about me," she said. "I can handle some kid's annoying jokes if it means saving the world."

"But…"

"Just get everything set up, ok," Rainbow said pointing her hoof at him. "I'll take care of problems faster that way."

Silver looked a bit unsure for a second, but complied nonetheless. He turned to face the Time Gate as he called over the orb and started the process of activating the portal. As he did this, Twilight came up to her Rainbow's side and leaned over to her.

"Rainbow are you sure you're ok?" she asked in a hushed voice.

Rainbow answered back with a whisper of her own. "Of course I am. Why wouldn't I be?"

"We all saw how you acted around Sonic," Twilight said with a worried tone. "They weren't the only ones who thought you were gonna do something you'd regret a couple of times."

Rainbow was silent for a few seconds. It would be too much of a bother to try and deny her way out of this. Twilight could always dig out certain bits of info if given enough time. She obviously wouldn't need a lot considering.

Rainbow looked around to see if anypony was listening to them. When she was certain nopony could hear, them she whispered back. "Don't tell anypony this ok."

"Cross my heart and hope to fly, stick a cupcake in my eye," Twilight whispered while going through a series of motions ending with her pretending to stick something in her eye.

Rainbow smiled at the gestor, but focused back on the topic and leaned in so only Twilight would hear it.

"I had some kind of…nightmare last night," she said.

Twilight looked at her questioningly. Rainbow didn't normally like to talk about her dreams with anypony, nightmares least of all. She always said that, 'Nightmares aren't real. They're only as real as you want them to be.' She mostly just said that to Scootaloo if she had one, but it kind of stuck with her through all circumstances. For her to be open about it, it must've affected her more than usual.

"What was it about?" Twilight asked.

Rainbow started from the beginning. She explained to Twilight everything that had happened, from Sonic showing up, to her friends leaving her to go see the winner, Sonic being said winner, and the entire place completely disappearing before her. She left out the part where she tried to punch Sonic on stage. She felt it wouldn't help her case telling her. She also didn't say anything about what happened after all that. She wasn't too sure what to make of that herself. She didn't even know if it was relevant to what they were talking about.

"Rainbow?" Twilight asked. "Are you scared of being slower than Sonic?"

Rainbow looked like she was greatly offended and was about to respond when Twilight stopped her. "I'm not saying you are. I'm just wondering what you think and why you think this dream bothers you so much."

Rainbow pondered in thought for a bit. Was she really afraid somepony was faster than her? For her entire life, she was built upon the idea of nopony being able to out speed her, the only one who had ever proved her wrong was Spitfire during the Equestria Games, and even then it was close. She had improved so much since then that she believed that she had finally risen high enough to claim the fastest alive. Now, she was starting to wonder again if somepony was able to not only keep up with her, like Lightning could do only barely, but possibly even beat her. He couldn't even fly and he could reach speeds that rivaled hers! Judging by how he did against Robotnik, he looked as if he could even do so when she was using her new power.

That was another thing. After her and her friends returned to Equestria the first time she immediately went to Twilight to see if she could explain it. After what seemed like a long, and boring, few hours, Twilight had finally finished all her numerous tests. Sadly, there wasn't much that could be told about what it was. They did determine it was similar to the power used by the elements when they had them, only a bit more potent than before. Thing is, Rainbow tried to use it when Twilight wanted to see it in person, but she couldn't replicate the effects in the slightest, even when before she did it without even realizing. Twilight believed it had something to do with things from Sonic's world, as it only appeared to work when Rainbow was in contact with anything from there, but there were still a lot of unknowns about it. Until they saw it again, there wasn't any real way of knowing.

After a lot of thought, Rainbow finally answered. "I don't even know Twi. He's just some kid, but he gets on my nerves at the worst of times. He can keep up with me when he doesn't even have any wings! What am I supposed to think of that?"

As they were conversing, the Time Gate finally spun up and the blue portal appeared once more like it had before. The two ponies looked at flash of light as Silver turned to face them.

"Everything is prepared," he said. "You can enter whenever you're ready."

Rainbow nodded, a small part of her glad her conversation had ended. Not on Twilight's part, just on the topic. She just didn't want to talk about it.

"Rainbow…" Twilight said.

The multicolored pegasus faced her friend and flashed her a quick grin. "Don't worry about it Twi. I'll deal with it like I always have."

Again, it was just an excuse to get out of the conversation. It was still hard for her to believe how uncomfortable she was about talking about this, but she couldn't let that bother her right now. She had something she needed to do, and this wasn't helping her.

Rainbow looked at the rest of her friends again and they all gave her encouraging smiles and waves, with Pinkie somehow in her cheerleading outfit again waving her pompoms. Rainbow smiled more broadly this time. Rainbow always did feel better when her friends gave her support. It always reminded her how far they all came since they first came together as a group. Tearing her gaze away from them, she faced the portal again and let out a heavy breath. Anything she was worried about wouldn't be figured out here. Only through there would she find any sort of closure to all this, if any at all existed.

'Let's get this over with,' she thought to herself.

Without another word, she flared her wings and jumped straight into the portal, unknowing of what would await her on the other side.

To be continued…

Chapter 8: Stardust Speedway

*Chapter 8: The Stardust Speedway*

Rainbow felt the small trickles of energy from the Time Gate fade away from her body as she lightly fell to the ground, landing hooves first. The first thing she felt was the soft feeling of grass and dirt cushioning her as she stood. It was definitely a better feeling than the cold, hard metal she felt the first time. The light breeze that brushed past her fur was a mix of warm, but relaxing in the midday sun. Unlike the Death Egg's, this air was all nature. Just the way she liked it.

Rainbow got her bearings as she looked around the surrounding area. Directly in front of her was the large lake they saw in the orb, surrounded by expansive grasslands and rocky spires. Right in the idle of the lake something caught her eye. It was a large, circular shadow that was cast over the water, by what was pretty clear to her. She looked up, and what she saw made her lower jaw drop. She had seen it in the orb, but to see it in person was something entirely different. Above the lake was none other than Little Planet, the heavenly body just sitting there as if it was a cloud. The closest planet like thing she had ever seen was Celestia's sun or Luna's moon in the skies of Equestria. Never before had she seen something like this so close up. Her only wish was that she could see it without all of Robotnik's ugly looking machinery all over it.

Her thoughts were broken was she heard the obnoxious noise of clanging metal echoing through the air. She looked to her right and eyed the absolutely massive chain that was tethering the planet to the ground. As the planet rocked, so did the chain, causing the links to rub against one another, letting loose the grand noise.

A light, static noise entered her ear as the earpiece came to life. "Hey Rainbow, it's Silver. You make it all right?"

"Yeah, I'm good," she answered, her eyes still focused on the large chain in front of her. "Now what am I supposed to be doing here? I hope you don't expect me to break this thing with my bare hooves."

"Don't worry. I doubt you could break it even if you tried," he answered. "Our main worry right now is Sonic. If he's still a target, we need to find the problem and fix it. The planet can come later. We may be able to save both if we're lucky."

"Let me guess, he's up there isn't he?" she said as she gazed up at the planet.

"More than likely," Blaze said. "From what we remember, Little Planet was a location that held items called Time Stones."

Rainbow, while listening carefully, had already taken flight towards the planet. She was already a good way off the ground and she starting to get a pretty good idea of how big this place was. If she had to guess, it was as big as the Death Egg when she saw it plummeting out of the sky. Hopefully there won't be repeat of that here.

"Time Stones?" Rainbow asked. "What're those supposed to be?"

"From what we know, the Time Stones are objects that transcend time itself," Blaze explained. "Sonic said something about being able to use them to look into different futures concerning Little Planet."

"So, you can use them to see the future?" asked Rainbow. "That'd be useful."

"I think it's a bit more complicated than that," Silver spoke up. "They can show the past as well; things that have happened already, maybe even parts of the present. But when showing the future, they aren't always clear."

"What do you mean?" Rainbow heard Twilight say through the earpiece.

"He means they may show more than one future," Blaze answered. "The future is never clear, even for them. They can show multiple possible futures and their outcomes, but only one of them may come true. That little oversight doesn't seem to worry the doctor though. If anything, he wants to use the Time Stones to formulate any backup plans in case this one fails."

Rainbow furrowed her brow in consideration. This world sure does love its magical stone and gems. Even in Equestria she didn't think they had that many world changing treasures, aside from the elements of course.

As she neared the planet, she could feel the shift in gravity as her weight tried pulling her toward it. It was a little stomach churning at first, going between two sources of gravity, but she quickly got over it as she got closer.

Rainbow all of a sudden felt a wave of heat wash over her as she neared the planet. From what she could see, there were hundreds and hundreds of molten vats dotting the surface. The entire place looked like one giant factory. She had to deal with enough of this back on the Death Egg. It didn't look like Robotnik really cared about nature considering everything.

Ignoring the heat, Rainbow made her way to the metal structures that were sticking out of the planet like wounds. Taking care to avoid the large plumes of black smoke rising into the air, she scouted out where she should even go from here. Not like Silver and Blaze gave her a map. It didn't help that everything looked the same wherever she looked.

She squinted, trying to make out any kind of shape beyond the columns of smoke. If her eyes weren't lying to her, she could see something that stuck out from the normal industrial landscape before her. She flew a little higher, getting a good view of what she noticed.

Now she didn't know what was with Robotnik and his love for that face of his, but this was going a little overboard. In the distance, she saw a massive tower in the shape of the doctor himself. Egg shaped body, excessively big mustache. If she had to guess where to find both Sonic and the egghead, that was the most likely spot.

Without another thought, she dashed off towards the tower, ready for whatever was to come.

Meanwhile, within a darkly like control room sat a figure at a large computer terminal, watching what took place on the plethora of monitors with great interest. The figure was particularly interested on two of them. On one was the blue pegasus, Rainbow Dash if he remembered correctly, making a beeline straight for his tower, looking like she was on a mission. On the other, was none other than Sonic the Hedgehog. He was racing down the many inner workings of his expansive factories, barely even being fazed by the waves of badniks being thrown at him. Strapped to his back was a roughly constructed knapsack. He could tell there was something in there as it moved around with Sonic's speed, and he had a pretty good idea as to what.

"Hmm, so the little pony from before has decided to show herself again?" Robotnik said rubbing his chin.

"It seems she has the same agenda as Sonic oh great doctor," pointed out the little red robot.

Robotnik rubbed his chin in thought, his bushy brow furrowing. "Orbot, run a search on her. I want to find out exactly who she is and where she's from."

Without a word, the robot known as Orbot pulled up a small control panel from the lower part of his body and began typing. If he remembered correctly, her name was Rainbow Dash. As he did this, a large screen lowered from the ceiling, lists and lists of names scrolling by as he input the information: name, looks, personality, anything.

As this was going on, he heard his master let out a threating growl and turned to face him. Robotnik was eyeing the screen with a glare, but not at the screen itself it seemed. Orbot looked to where he gazed and facepalmed at what he saw.

His partner Cubot was on top of the screen, lounging back as if it was a lounge chair. His hand was thrown behind his head as his artificial eyes were closed in contempt. His free hand was…holding a smoothie. It looked as if he was trying to drink it from a straw. Alas, it was impossible to do so as he had no actual mouth. That doesn't seem to have stopped him from trying though.

Slowly, but surely, Robotnik's face grew red with a tick mark forming on his forehead. "WAKE UP YOU NINCOMBOT!"

Cubot's eyes shot open in fright. He flailed his little arms to try and keep his balance, but it was futile. He fell over the side as the smoothie was ripped from his hand, landing with a mix of metal against metal and shattered glass.

Quickly, he stood back up and saluted. "Aye aye captain'," he said in a very strong pirate accent.

Robotnik just let his hand smack his own face as he sighed. 'Note to self, make smarter helpers,' he thought to himself.

"Master," Orbot called him.

Robotnik looked at the small robot and saw him pointing at the now lowered screen. He looked at it and narrowed his eyes at what he saw. On the screen flashed a big red '[NO MATCH]' as all the information they had was shown at the bottom.

"It seems the computer has never catalogued this 'Rainbow Dash' before," said Orbot. "She is a mystery to us."

The doctor intertwined his fingers as he looked to be lost in thought. How could this little pony have escaped his notice for so long? She obviously knew who he was when they first met, although that of course could've been because she heard of him from other sources. Still, it was strange to not have any info on her in the slightest.

"There is something however," Orbot spoke again.

"Well, what're you waiting for. Let's see," Robotnik demanded.

Orbot let out what was the robot equivalent of a sigh and brought up another screen. What was on this one did indeed peek the doctor's interest.

"There is a large energy reading resonating from inside her body," Orbot explained as he showed him an outline of Rainbow's body with a glowing red energy filling it. "If I'm not mistaken, this is the same power she used back when we first encountered her."

"I see," Robotnik said with interest. "This is a good find."

"You have a plan doctor?" Orbot said, with a hint of dread in there as well.

"Of course," he said with a sinister grin. "Bring up the prisoner."

"Aye captain'," Cubot spoke up as he pulled out a remote with a single red button on it. "We'll bring ya the little lass from the brig right away."

He pushed the button, causing a circular hatch to open on the floor with steam jetting out from it. From it lifted a cylindrical cage with a hint of pink held on the inside. As the steam cleared, the figure inside began to move as it started to get a good look at its surroundings. Robotnik left the comfortable confines of his chair and walked over to it with his hands behind his back.

The little pink being in the cage gripped the cage bars with its hands, as if it was trying to pull them apart, to no avail. Robotnik eyed the little figure. It was a young hedgehog maybe a little younger than Sonic, although this one was female. She was pink in color with three small and a red headband on her head. Her eyes were emerald green just like him. Unlike Sonic, however, she wore a green blouse with an orange skirt and blue tennis shoes. A pair of white gloves covered her hands as she continued to struggle with the solid, iron bars.

"It's no use little girl," Robotnik said as they met gazes. "You won't be able to break out that easily. Just like everything else here, I made this cage myself."

"You won't be talking so much once Sonic gets here you big meanie!" the little hedgehog yelled.

"I don't believe Sonic will much of an issue for much longer," Robotnik responded. "I could say the same about his little friend as well."

Robotnik pulled out a small remote from his pants pocket and pushed one of the many buttons that dotted it. The girl raised an eyebrow at this until she felt a small shift in her cage. She backed away from the bars and noticed a green light washing over her. She looked up and saw a small device moving back and forth from the top of her cage, obviously creating the light. As quickly as it came, it vanished, leaving her in a state of confusion.

"And now…," Robotnik dragged on as he inputted more commands.

"What're you doing now!?" the girl questioned.

"Sending our friends a gift wrapped in a little something I like to call irony," Robotnik answered as he turned to a darker part of the room. "Now, let's officially put you to the test my metallic friend."

As he said this, a pair of glowing red eyes flashed in the dark.

"ATTENTION. THIS IS A RESTRICTED AREA. YOU ARE NOT ALLOWED TO—" the robot was cut short as its metal face was caved in by a swift hoof strike.

Rainbow had already heard the same line from the last twenty badniks she encountered on the way here. If she had to hear it one more time she was gonna go insane.

As it turned out, the tower was much harder to get to than she originally thought. As fast as she was, the skies here were absolutely swarming with flying badniks, so it made it very difficult to get around the normal way. She had to resort to flying through the large metropolis surrounding the tower to even get close to it.

As the robot fell to the floor, she quickly looked around the area she was in. She was currently on a small platform housing what looked to be a few more of those flying badniks. Thankfully, all the ones here seem to be shut down for now. If she hadn't had taken down that one, the rest of them might have woken up. That wouldn't have been pleasant to deal with. Other than that, this place was pretty bare.

After a good few seconds of getting a good feel for the area, she jumped off the platform and gently used her wings to glide down to the lower part of the city. As she did, she spotted several long, suspended highways. Some were completely abandoned, while others were as busy as the streets of Manehattan, robots flying down them, with who knows what in the canisters they carried. She landed on one of the abandoned streets, making sure to keep out of sight of the bots on the busier ones.

Once again, she peaked over the edge, keeping an eye out for anything that would ruin her infiltration. It wasn't easy trying to navigate through this place. Other than the tower in the distance, nothing really stood out from everything else, so it wasn't easy to figure out where everything was. The fact that she couldn't just fly straight to the building wasn't ideal either. With all the badniks around, she couldn't risk all of them swarming her. She didn't like it, but for now, she supposed she could live being a little tactical.

As she was scanning the area below, something caught her eye. It was only for a second, but she could've sworn she saw a blue streak run right between the robots on the other highway, causing plenty of them to stop what they were doing and chase after it. Rainbow had a good idea of who that was, and subtlety definitely didn't seem to be high on his list of concerns.

Doing a double take on the area, she checked her surroundings for anything that may blow her cover. Seeing that the place was bare, she took to the skies again, using the buildings to keep out of sight.

After some time, she managed to gain some ground towards the tower, but hadn't seen much of what she assumed was Sonic since the first time. Wherever he was, she knew that practically every badnik on the planet was looking for him, if the alarms that flared up some time ago were any indication. She knew she was supposed to be helping him, but even she knew that it wasn't great idea to just rush in like he apparently was.

"Hello!"

Rainbow stopped at the sound of the shout. Who was yelling hello in this kind of place?

"Hello!" it yelled again.

If she was right, the voice sounded as if it was coming from somewhere below her. Determined to find its source, she flew into the depths of the metropolis, rows upon rows of empty highways and platforms being passed by as she did. Unlike everywhere else in this place, all these ones were completely devoid of any life, real or otherwise. It was actually kind of creepy considering all the machinery wasn't even turned on. What was the point of even having this place if Robotnik wasn't even wanting to use it.

"Sonic!" the voice cried desperately.

The more Rainbow listened to it, the more questions grew in her mind. Whoever this was apparently knew Sonic. Was it Tails or Knuckles? Couldn't be though. This voice sounded to feminine to be either of them.

"ATTENTION. THIS IS A RESTRICTED—" she heard a robotic voice say from right above her head as it was cut off by a crash.

Quickly, she looked up to see a badnik falling from a platform, its entire head smashed into its body. She dodged the falling bot, letting it land hard on a highway right under her. She looked at it for a second in confusion. That confusion was put to rest as a blue blur past right by her, falling after the bot. Ok, that explains it.

"Y—Y—Y—YOU ARE NO—NOT ALLOW—" the badnik managed out before it was struck by the blur, its body sparking before completely shutting down.

Pulling itself out of the crumbled mess that was now the robot's stomach area, a blue ball bounced out before landing and uncurling into Sonic the Hedgehog. He looked at his handy work and smiled to himself, rubbing his nose as he did.

"Always did find you guys annoying for some reason," he said to the now fallen bot.

After his little encounter, he looked up at Rainbow with grin. Giving her a two finger salute he yelled, "Hey Colors! Long time no see!"

Rainbow rolled her eyes at that. Couldn't he give that nickname a rest for just for once. She didn't know how long it's been since he last met her, but he still hadn't grown out of calling her that.

Wordlessly, she floated down to meet the hedgehog. As she got closer, she could see a couple of differences in his appearance since last time. If she had to guess, she'd say he was about a couple of years older. He looked slightly taller, but still looked to be shorter than her. Some of his spines on his head had grown out slightly along with his ears. Other than that, however, he still looked the same as he did before. Cocky demeanor and all.

After she had landed, Sonic looked at her with a grin and a raised eyebrow and said, "Hey, why you look so sour? No need for the long face ya know."

Rainbow didn't know if he was making a joke with that remark or not, her eye twitching either way.

"That's none of your business," she said turning her face away from him. "I just came to help kick Robotnik's flank again. Nothing more."

Sonic's grin vanished as he took on a more questioning look. "Geez, no need to be so hostile lady. You'll blow a fuse if ya keep going."

"And what's that supposed to mean?!" she asked accusingly.

"Hey, I'm just saying," Sonic said putting his hands up in a defensive mock. "You're really aggressive is all. I mean, you were always like that when we last met, but now I think I'm starting to see steam coming out of your ears."

"Can we just drop this please," Rainbow requested with disdain in her voice.

"Fine with me," Sonic said, his grin returning. "I hope you can fly and talk though because we need to get going if we're gonna meet the Egghead" he said gesturing behind him with his thumb to the tower.

Rainbow looked back at Sonic with a small glare. But, at the same time, she kind of felt he was right. Why was she so mad right now? He was just being his normal cocky self, according to Silver. Not that it made him any less annoying with his speech, but that wasn't what had her so mad right now. The dream she had before coming here was still clearly in her head. After everything that happened, her mind was just screaming to hate this guy's guts. Thing is, now that she thought of it, it didn't seem fair to judge somepony on what happened in a dream of all things. Even if she was a little worried about the whole speed thing, she could at least try to put her feelings aside for the mission until she got home.

She let out a sigh. "Look, I'm sorry. This just hasn't been my day."

"Ah, it's no sweat off my back lady," Sonic said rubbing his nose. "No the first time I've had to deal with someone with an attitude. Not to try and offend ya or anything."

"None taken…I guess?" she said in a bored tone. Another thought went through her head, however. "Hey wait. Did you hear somepony yelling a second ago? Sounded like a little filly?"

Sonic's eyebrow raised again. "Filly?"

"A little girl…" Rainbow corrected. She swore it was sometimes difficult to get their way of talking right.

"Oh that," Sonic answered. "Yeah I did. I'm guessing that's why you're here too huh?"

Rainbow nodded. "Do you know her or something? I heard her calling for you."

Sonic, for the first time she had seen him so far, look a bit nervous as he scratched his right ear. "Uh…kind of…"

"Kind of?" she questioned.

"Hey how bout I tell you on the way there," Sonic said as he nearly jumped at the idea. "Time to boost!"

In an instant, he was gone, nothing more than a flash of blue as he raced down the highway. Quickly, while still questioning the whole thing, Rainbow followed suit, leaving a rainbow trail as she chased after him.

It didn't take long before she caught up to him. He was just ahead of her, doing his figure eight technique to gain speed. She watched him carefully from back there, almost like she was studying him. Neither of them were going at their top speeds right now, so she couldn't gage him at this moment.

She shook her head. She couldn't think like that right now. She's supposed to be the mature one here. If she let those thoughts take over her mind, she'd get nowhere. She tried to focus on something else. She found the perfect candidate. A knapsack that was strapped to Sonic's back, looking like it was carrying several thick objects.

Flying up next to him, she asked, "So what's in the bag? You'd think you were going on a camping trip."

"Not any camping trip I'd want to go on," he responded, gesturing to his surroundings. "You're looking at a bag full of Time Stones."

Rainbow's ears perked up. "Time Stones? Don't they let you see into the future or something?"

Sonic flashed her a grin. "Sure do. Although didn't really help me too much."

Rainbow raised a brow at that. "Why not? Being able to see the future would be awesome! I don't know anypony who'd pass up on that."

"Nah," Sonic responded simply."

"What do you mean 'nah'?" she asked.

"I mean what I say. Nah," he said again. "I prefer to go with the flow ya know. Feels better that way. Like you're not messing with anything that doesn't belong to you. Besides, that would be too easy. If I'm gonna fix things, I'll do it my way. I'm just making sure Robuttnik doesn't get them. No need to go screwing up time lady."

Rainbow turned her slightly at that. Even unintentionally this guy was getting shots at her. If only he knew what was going on, then this would probably be so much easier.

Deciding to change the subject, she said with a fake laugh, "Yeah, I can get that. So, hey. What were you saying about the girl?"

Sonic looked a bit uneasy again. It was like he really didn't want to talk about it. It took some time, but Rainbow quickly caught on. A sly grin formed on her face.

"What she your maref—girlfriend or something?" she asked, hoping she got the last part right.

Sonic nearly lost his footing with that question, but caught himself and kept running as he looked at her incredulously. Rainbow just snickered at him and his predicament. 'Payback hedgy,' she thought.

"Heck no!" he responded quickly. "I met her just today! She was kidnapped by one of Robuttnik's badniks! Besides, I'm still here to get the last Time Stone from him!" He turned away and pouted to himself. "Girlfriend," he mocked.

"Suuuuurrrrrreeee buddy," she said, still stifling a laugh. "Then why you so nervous whenever she's brought up?"

"SONIC!"

Both the hedgehog and the pegasus stopped as they heard the yell. It sounded like the girl again, and she didn't sound too far. Then again, they were able to hear her from quite far away before, plus with all these buildings the sound was bouncing off of, it could be coming from nearly any direction.

"SONIC! WHERE ARE YOU?!"

"Hey Colors!" Sonic called over.

Rainbow looked to Sonic and saw him peaking over the edge of the highway. She quickly joined him, looking over the edge to see something she would've never guessed to be in a place like this. Below them was a massive amusement park, filled in every corner with insane amounts of rides. A lot of them, however, didn't look that safe to be on from here. Directly below them, however, was another highway. This one was a bit bigger than the other ones; at least twice the width. She could see what looked to be half rings dotting the entire length of that thing, at least from the parts of it she could see, acting like arks to pass under.

What really stood out from it though was the speck of pink she saw in the middle of it. Without thinking, both her and Sonic jumped of the platform, her flying down slowly while Sonic wall jumped between the floating signs that covered the normally empty space of the open air. As they got closer to the lower highway, Rainbow could make out a couple more features of the pink speck. It looked like a hedgehog like Sonic, only pink and looked to be female rather than male. Unlike Sonic, however, she wore clothes over her torso.

"SONIC!" she yelled with her hands up to her face, as if trying to amplify her voice.

"Hey Amy!" Rainbow heard Sonic yell at the girl.

The girl, known as Amy, looked up and gave him a very broad smile. Rainbow could swear her emerald eyes had sparkles in them as she looked up to them. Already she could see where Sonic was coming form before. Even she wasn't really his girlfriend, he definitely had something of a fangirl right now.

The two speedsters landed on the larger highway, quickly going up to Amy, who was already running up to Sonic with arms widespread.

"Sonic!" she yelled with glee.

In response, Sonic quickly stopped his approach and put his hands up as if he was ready to defend his very life. Before Amy reached him though, she stopped just short of him and clasped her hands together, hearts appearing in her eyes as she did. Sonic just stared at her intensely for a good few seconds. Rainbow, on the other hoof, was trying her absolute best not to laugh out loud at his obvious discomfort. This day didn't start out well at all, but now this was slowly turning into one of the best she's had in a long time. After a few moments, Sonic finally lowered his hands, letting out a sigh as he did.

"Oh Sonic," Amy in adoration. "I knew you'd find me! You wouldn't believe how horrible it is here!"

"Believe me, I have a pretty good idea…" Sonic said as he was rubbing his temple. "Why are you here Amy anyways? I would've thought Robuttnik would've kept you in a dungeon or something."

Amy grew a smile as she started rubbing her nose like Sonic did a few times before. "Turns out all you need is to ask very nicely and they'll let you walk right out. Those robots of his aren't as smart as you think."

"Right…" Sonic said plainly. "Hey, Robotnik didn't happen to have a Time Stone in there, did he?"

"Hmm?" Amy questioned. "You mean one of those glowing stones he had? Yeah. He had one with him, but I don't know where it is now."

Sonic turned away a bit, rubbing his chin like he was trying to think of something.

Amy's attention then shifted to Rainbow Dash, and she put on a questioning look. "Are you Rainbow Dash by any chance?"

Rainbow's expression quickly changed from that of amusement to curious. She knew about her?

"Uhh, yeah I am," Rainbow answered. "You know me?"

Amy quickly nodded with an excited smile. "Uh huh! Sonic told me a lot about you. He said you're one of the few people who could keep up with him. Is that true?"

Rainbow was taken back a bit. Sonic thought that she was just as fast as him? First off, this painted the hedgehog in a completely different light than she originally painted on him. He was actually able to show acknowledgement of somepony else when it came to speed. It also meant that there wasn't as big a gap between them that she originally thought. According to Amy, she was at least on par with Sonic.

Rainbow's smile quickly grew as she answered the little hedgehog. "I sure am. Po—People say I'm the fastest thing alive. Although I guess you could say I'm on par with Sonic over there."

"Cooooolllllll," Amy said with sparkling eyes.

Rainbow was really starting to like this girl already. She wasn't sure of her when she initially saw her, but she supposed you really can't judge a book by its cover.

"Hah!" Sonic spoke up, Catching Rainbow's attention. "Like I'm gonna let you have that title so easily Colors."

Without warning, Sonic suddenly charged straight at her and Amy, both going wide eyed. Before either of them knew it, Sonic delivered a powerful kick to Amy's stomach region, causing her to go skidding down a ways on her back before coming to a stop.

On instinct, Rainbow grabbed Sonic from behind with her hooves, nearly pushing him to the ground. Her size compared to his made this action a bit easier.

"What the hay!" she yelled accusingly. "Why'd you do that you idiot!"

"Easy Colors," he said in his normal, snarky tone, despite the situation. "Take a look," he said pointing a finger at the now fallen Amy.

Rainbow follow his finger and saw…something she couldn't quite explain. Amy, who made no effort to get up, looked like her body was fading in and out of existence in blurs of lines. Looking at it kind of reminded her of Twilight's strange monitors she had on a couple of her lab machines. Wait. Does that mean…

As if to answer her question, "Amy's" entire body completely faded away, leaving a tiny grey ball it its place. Rainbow let go of Sonic before both of them went to get a better look. On the ball there were a couple of flashing green lights that were slowly beginning to fade away just like Amy did. Eventually, they did, and the ball made a whirring, power down noise as it happened.

"What the…" Rainbow said a bit speechless. "How'd you know?"

"Well first off," Sonic said lift a finger up, "she didn't try to death grip me the moment we got down here. I just met her, and I already know that she couldn't resist to try that. And two, I never told her about you at all. You didn't stick around long enough last time to leave a lasting memory anyway."

"So, she was a fake the whole—hey!" Rainbow yelled. "What do you mean a lasting memory?!"

Before the question could be answered, all the lights, above them, on the buildings, even in the park in the distance, all went black, covering the place in nearly total darkness. It didn't help that it looked like they were on the underside of the planet, so the sun wasn't shining on them at all. The hedgehog and the pegasus fumbled a bit, but there was still just enough like to where they could make each other out, so they weren't crashing into one another.

They then heard a very familiar laugh.

Suddenly, the lights flashed back on, nearly blinding the two speedsters. As the lights in their eyes died down, they got a good look at all that had changed around them. The highway was exactly the same as it was before. It's what was at its sides that they noticed pretty quick. On both sides of them were what looked like rows upon rows of floating stadium seats, all filled to the brim with badniks, some waving flags with Robotnik's face on them, along with Egg #1 hands. Each and every one of them were cheering as loud as their artificial voices would let them.

"Ladies n' gentlemen, bots n' badniks of all ages!" a voice with a very strong southern drawl said over a loudspeaker. "I'd like ta welcome yall to tonight's main attraction!"

Rainbow and Sonic's faces were in a mix of shock and bewilderment. Of all the things they were expecting, this was not one of them.

"Now allow me to introduce the BIG man himself, the hardboiled egg, and the stu…stup…" the voice stuttered. "Stupid? What's this here word?"

"Stupendous," a much more sophisticated voice said with a sigh.

"Right right. The most stupendous mad genius to live, let's give a big YEE-HA to Dr. Eggman!"

"It's Dr. Ivo Robotnik you nincombot!" A familiar voice said.

On que, a large TV screen lowered in front of Rainbow and Sonic, Robotnik appearing on it as he adjusted his glasses with a grin.

"Bout time you made it to the party doc," Sonic mocked. "Although I'm a bit ticked you're not here to greet us yourself."

"Believe me my spikey haired friend," said Robotnik, "There's nothing more I'd like to do than be there to squish you beneath my boot like the rodent you are."

He then turned his face slightly to look at Rainbow. "And you Rainbow Dash, it's good to see you after all this time. It's been a while."

"Believe me, the feeling is not mutual," Rainbow shot at him.

"Now now, don't be so testy," he said. "Besides, I think you both will like what comes next."

"Yeah, no," Rainbow said as she took flight. "Sorry to rain on your parade, but I'm not sitting around waiting for you to actually show yourself. I'm a pony of action!"

She instantly rushed straight for the TV screen, forehooves outstretched. Sure, it wasn't the real Robotnik, but she felt it was better than just waiting for him to do something like Sonic seemed to be doing. Besides, she really needed to hit something.

However, just before she made contact with the screen, a powerful jolt was sent through her hooves, her mane standing up on end at the shock. The force instantly threw her back, causing her to land hard on the metal floor. She managed to recover enough to get a good look at just what happened. Just in front of the TV screen was what looked like a force field of electricity. Thing was it didn't look like it ended at the screen. She looked up and didn't like what she saw one bit. The force field looked like it was connected to all the archways along the highway, forming what looked like a tunnel of electricity. After a couple more seconds, the electricity faded away, looking as if nothing was there to begin with.

"Nah ah ah," Robotnik taunted with a wave of his finger. "No going out of bounds my little pony."

"What the hay?" she questioned as she picked herself back up.

Looking at the now invisible tunnel, Sonic narrowed his eyes. Ok, that wasn't good. He looked at the little ball he had kicked earlier and picked it up. With a light throw, he tossed it at the boundaries to the highway. As he thought, the ball bounced off and was sent into the floor, the electricity appearing again before disappearing.

"I made it myself," Robotnik said. "A one-way force field. One way in, no way out."

Rainbow's eyes were darting back and forth as she tried to get a good look at the playing field. Robotnik had them completely boxed in. All except for the two different directions of the highway it seemed. The field didn't appear there, so what was this guy's game if he was just trying to trap them.

"So, what's up Robotnik?!" Rainbow demanded, glaring at the doctor. "You have us here, so what? You letting us have a leisurely stroll down the street?"

"Not quite my dear," he answered.

"Let me guess, you got a little game planned out for us. Is that it?" Sonic asked.

"Something like that," said with a grin. "If you'll direct your attention to the lights to your sides."

As he said this, a pair of green lights appeared at their sides, both gently flashing.

"Ok, so what?" Rainbow questioned.

"Well, what else is there to say," he said. "This is a starting line, and I would very much like to see you race one another."

Rainbow's and Sonic's eyes grew at that. That they weren't expecting. A race? What would he want them to do that for?

"You know, you could've easily done something with us trapped here," said Sonic as he crossed his arms. "What, you going soft-boiled?"

"Like I said before, I'd love to come there myself and put you both in your places, but as it stands, this was actually a request from a friend of mine," explained Robotnik.

"I wouldn't exactly put you and friends in the same sentence," Rainbow insulted.

Robotnik huffed at that remark, but grinned again shortly after. "Well, how about you meet him yourself. He's participating in the race himself actually."

As he finished, many spotlights suddenly converged into the air, prompting Sonic and Rainbow to look up. In the point where they all met they could see something blue in color, the lights all shining off it greatly. Rainbow was still trying to see what it was, while Sonic just looked at it with what looked like a mix between a glare and a smirk. He knew who it was.

"Oh no…" she heard Silver say through the earpiece.

Slowly, the figure lowered down to the two, passing where the boundaries were without hindrance. Rainbow had finally gotten a good look at it, and she didn't know what to think at this point. Standing in front of her was Sonic. Not the Sonic that was with her, but one made of pure metal. It was a robot Sonic. A robot Sonic!

"Sonic" looked at her with piercing red eyes with a black background to them. Its head and torso were blue with small yellow highlights here and there. Its nose was a sharp point and he had no mouth on his silver muzzle. Its arms were skinny with sharp metal hands. Its legs were the same, but like Sonic it still had a red pair of shoes. The entire time it remained unmoving, looking straight into her eyes with a menacing glare. It creeped her out to no end as she slightly shivered.

That's when she saw it. It she didn't know any better, she could swear that its eyes were glowing excessively red, even for what she saw. Could just be how it is, but that didn't stop her from also noticing the dark purple aura that lightly surrounding its entire body. If she remembered correctly, it was the same features that Robotnik had back on the Death Egg. Well, at least she had a good guess as to what's changing in each timeline. In what way though, she couldn't say. Just great.

"Rainbow," Silver said, "Don't let your guard down around this guy. He's very dangerous."

"Silver," she whispered through her earpiece, "what the hay is this thing?"

As if he heard her question, Robotnik answered. "Metal Sonic. My greatest creation yet. This is why I'm giving you free rain my friends. I want you to race my good friend Metal here. Whichever one of you three wins the race gets to leave scotch free. And by one of you, I mean only one of you."

Sonic and Rainbow seemed to inwardly gasp, while Metal Sonic continued to stare at the two unfazed by what was said. The two looked at each other, a hint of both uncertainty and determination in their eyes. This was the very definition of being stuck between a rock and hard place. If what Robotnik said was true, and that's a very big IF on its own, only one of them would be able to get away from this. Plus, they had to deal with this thing while doing it.

"But that's enough talk," Robotnik began. "I think it's time we get this show on the road. Wouldn't you agree my lovely audience?"

In response, the audience of badniks all erupted in a flurry of cheers.

"Alrighty then ya speed jockeys!" the southern voice said again. "Take yer places cause this rodeo is abo—ab—abou—ye be getting' ready to walk the plank ya little sea grazers! Grab ye paddles, lower your sails, and set out!"

If things could go any more wrong, Rainbow has yet to see it. She's all about speed, and she'd never turn down a race, but this whole thing was just ridiculous. Sure, a race to prove she was faster than Sonic? She'd jump at it. But that's not why she was here. She's supposed to be the one to help him get through this whole ordeal., not become a part of the problem. Rainbow ruffled her mane in frustration. Couldn't she just call it quits and let some other pony handle this? Maybe she could convince Twilight to bring the princesses in to fix everything.

A series of clanking noises interrupted her thoughts. She turned to the source and saw Metal Sonic walking stiffly towards the starting line, passing right by her as he did. Rainbow didn't move as the silent bot completely ignored her, not even seeming to acknowledge her presence. The same couldn't be said for Sonic. As Metal passed him by, he eyed Sonic intensely, Sonic doing the same thing. Rainbow could obviously see the disdain, but at the same time respect, in their eyes, even in Metal's artificial ones. Metal also obviously saw Sonic as the greater threat out of him and her, and that thought irritated her. No rest for that feeling as of late it seemed.

Focusing back on the track, Metal stopped as he got to the starting line, not even bothering to look back at his competition. This metal hedgehog couldn't really be that fast, could he? Even Rainbow had to admit that Sonic was extremely gifted when it came to his speed. What makes this robot different from the others she fought? Although, if this is what's being messed with in this part of the timeline, then maybe there's more to him than meets the eye.

"Well," Sonic began as he stretched his legs, "Not getting anywhere standing here. Hey, you know, this could be a good chance to settle that race I held you to. Although, don't be a sore loser when I come out on top."

Flashes of her dream slowly came back into Rainbow's mind. This was basically how it started. This time, however, she was determined not to see its end come true. As Sonic took his place at the starting line, Rainbow quickly joined him, leaving Sonic between her and Metal.

"Yeah right," she said with confidence. "Like I'd let that happen. Just don't be surprised if all you see of me is my rainbow tail as I'm leaving you both in the dust."

Sonic's only response to her was a smirk as he focused on the long track in front of him. If Metal was paying any attention to what was said, he didn't acknowledge it at all. His glowing red eyes were just trained ahead of him.

"Racers!" the now pirate accented voice said. "Take ye positions!"

All three of them prepped in their own ways. Rainbow crouched down with all four of her legs as she flared her wings, flapping them in preparation. Sonic got into a runner's position, with one foot in front of the other. With Metal, however, Rainbow finally saw, or more accurately, heard, how he could probably keep up with them. A loud whirring noise encompassed her ears as she took a peek out of the corner of her eye. On his back was what she assumed was some kind of jet, although the one was spinning like a fan. It just kept getting faster and faster as a small, purple flame shot out of it, his purple aura flaring as he did.

"Get ready…"

Rainbow tore her gaze from the competition and focused on the track; the long, seemingly unending track. This was her time. Her mind went back to the beginning of the Equestrian Flyers competition a few days ago. That's how that started as well, but had horrible results. Now, it was time to change that.

"Get set…"

Her eyes narrowed, a small bead of sweat rolling off the side of her face. It was time to put those old thoughts aside. She could win, but at the same time she needed to help Sonic. Metal is the real enemy here. She didn't have a very good plan for getting them both out of here right now, but she was confident they could find one. They had to. They had to.

"GO!"

The three took off in an instant, leaving behind streaks of rainbow, blue, and purple in their wake.

To be continued…

Chapter 9: Strange, Isn't It?

*Chapter 9: Strange, Isn't It?*

"Hooohohohohohooo!" Dr. Robotnik laughed, rubbing his hands together in satisfaction as he watched the spectacle on the large monitor in front of him.

Today was a great day for the doctor. Not only had he managed to finally form the start of his empire after so many failed attempts, due to one blue annoyance, but now he had not one, but two of his headaches about to be dealt with. On the screen was at the rapid passing of the Stardust Speedway, a raceway he had specifically designed to test Metal Sonic's abilities when he first developed him. Now, his creation was racing on it yet again, but this time with a little competition.

On the speedway, the camera made sure to get a good focus on the three streaks of light, each one trying to push ahead of each other. The purple one was Metal, the blue one was Sonic, and the rainbow one was, well, Rainbow Dash. The doctor grinned to himself. If there was anything he learned from fighting Sonic all this time, it's that he had the advantage when it came to speed. Now that both his and Rainbow's advantage has been taken away, it was just a matter of time until Metal disposed of them both.

"Man, those critters won't know what hit 'em," Cubot said in his southern drawl. "That Metal may not a be a pleasant fella to be around, but he knows how to really bring 'em in."

"You seem to have out did yourself this time doctor," Orbot said in admiration.

Robotnik, without taking his eyes off the screen, gave another wicked grin. "Metal isn't like the rest of you bots. He is of a much more advanced design that I've been working on for quick some time now. Most of my machines wouldn't have been able to handle the massive amount of processing power required to manage all his systems. However, using data I've gathered from my past encounters with Sonic, I've managed to break past those limits and have created a full blown, perfect killing machine."

"Excellent great doctor," Orbot congratulated," however, why is it that he seems to act out of line more than any other badnik?"

"Unfortunately, in order for Metal's body to be used at its fullest potential, I had to give Metal full sentience, just like yourselves," Robotnik said in a more serious tone.

"Umm…doesn't that give him the power to betray us or somethin'?" asked Cubot.

"Indeed it does," Robotnik answered. "But no need to fret. When I built him I installed a program that made him automatically antagonize Sonic. From his first awakening, he had a certain hatred for that hedgehog just like I do. So, while its possible for him to betray us, he will do anything to destroy Sonic first. Even if he did end up doing so, I can just activate his final shutdown switch. His entire body will completely shut down if he tries anything too out of line."

It was at this point that he heard a loud "huff" from behind him. He turned and saw the real Amy still in her cage, looking at both him and the screen with a glare.

"You must be crazy if you think that bucket of bolts can beat Sonic!" she shot at the doctor as she held the bars of her cage.

Robotnik flashed her a grin. "Insanity has its virtues little girl, and right now it's paying off nicely."

Amy gave him a pout before she looked back at the race on the screen. She could see Sonic and that pegasus she saw on the monitors before clashing on the track with that robot Robotnik sent after them. She gripped the bars a little harder as she prayed in her head that she was right. That robot was absolutely terrifying to her when she first saw it. While it might have looked like Sonic, it was too cold to be anything like him. She could still remember those bright, but at the same time, dark eyes of his.

"Don't worry about your little boyfriend," said Robotnik. "Metal will be sure to end him quickly. As for the pony, I have other plans for her."

"What do you mean?" Amy asked.

To answer her question, a smaller monitor floated down to her cage with an outline of the pegasus on it. Many graphs, charts, and dials were all going crazy as a red energy swirled around the inside of the outline.

"This girl has some strange power hidden inside her that I wish to understand in detail," he answered. "Once Metal has finished off Sonic and brought me the remaining Time Stones, I plan on having him capture her alive. Then we can truly discover what makes her tick."

Amy didn't really like the tone in his voice when he said that. Whatever he was planning she knew wasn't anything good. While she had no idea who this pony really was, she was with Sonic, so in her head she supposed that was as good a reason to hope she makes it through this whole thing as well.

"Whoever you are, please get Sonic through this in one piece," Amy pleaded in her head.

While air was still a little hot around her, it felt a lot better to Rainbow now that she was going at her best. Even with the little field around them, air was still blowing through her mane and past her ears. She only wished she had her goggles right now. While they weren't necessary, they did help her to see little better with the breeze in her eyes.

From the very start of the race, she was really having to push herself to stay on par with the other two. Sonic was doing the figure eight with his legs again as his arms were thrown behind him, not taking his eyes off the track for even a second. Metal, on the other hoof, was flying just like she was, the jet on his back shooting out a purple streak as he did. He too was keeping his eyes on the track, completely uninterested in what her and Sonic were doing. She decided it was probably best for her to do the same. It was hard enough as it was making sure she didn't accidentally careen in the field and be sent flying.

The track itself was pretty basic. It was just a flat speedway with a few dips and turns. Sometimes they'd come across a little twist or something, but other than that it was rather bare.

Her thoughts were brought back to what was in front of her as a sharp turn suddenly came up, directing the three racers to the left. Sonic grabbed the bag that was on his back and brought it to his chest. He then rolled into a ball and began drifting around the corner, sparks flying from underneath him. He was getting rather close to Rainbow as he visibly struggled to make the turn, prompting her to fly a little higher while still trying to make the turn. As she did, however, she didn't notice Metal coming from behind, practically cutting her off. He made the incredibly sharp turn while she was sent off course from the action.

She managed to right herself just in time. Her wings flared, stopping her just short of hitting the invisible barrier. She was now semi upside-down, her stomach area ever close to the would be ceiling of the track. Very subtly she could feel the trickle of energy from it making her fur stand up on end. She strained her wings trying to keep herself making the turn, but she pulled it off. The turn finally ended, and she was able to get back in a proper flying position.

She let out a breath she had been holding in and looked to where she was now. She was just a little ways behind Metal now, and Sonic just ahead of him. The bag Sonic had tucked in earlier was on his back once again. With a flap of her wings, she pushed forward, slowly inching her way back to their side.

She was about to catch up to the metallic hedgehog. As she did, however, she felt a little pressure being exerted from in front of her. Her eyes wandered to metal, and she could easily see the purple aura from before becoming increasingly more prominent. The turbine on his back started to spin even faster than it had been before, causing a powerful wind to blow in her eyes. In an instant, Metal just zoomed ahead at an even faster rate than before, quickly gaining on Sonic. Rainbow looked on in shock at how fast this thing was. She was already pushing herself, and from what she could tell, so was Sonic. But Metal didn't even look strained at all from all this. She guessed it made sense since he was a robot. But what was with that aura all of a sudden?

With his newfound speed, Metal quickly caught up to Sonic. The blue hedgehog, with a twitch of his ear, instinctively turned to the bot gaining on him, seeing his metallic hand reaching out to him. The hand was trying to clamp onto the bag. Quickly, Sonic sidestepped away from Metal, his hand missing the bag by an inch.

"So, it's a game of keep away now is it? Sonic taunted.

Metal's only response was a synthetic series of beeps, but mostly to himself, as she raced next to his doppelganger.

Once again, he made an attempt to grab the bag from Sonic, but Sonic saw this one coming from a mile away. He jumped over Metal, letting the robot fly right under him. As he landed, however, he saw that Metal had seen that coming, and the bot swiped his leg under Sonic's. The action caused Sonic to trip up as he began to roll at high speeds, trying to find the best way to right himself. Metal took the chance to grab the bag again, and this time Sonic couldn't focus on his approach.

Just as Metal's fingers touched the leather bag, he was suddenly taken off course by a powerful hit to the head. He looked and saw the pegasus from before had caught up to them and had bucked him square on his metal cheek. He was about to swipe at her, but before he could she delivered another powerful kick to his face, causing him to lose his ground and, in a similar fashion to Sonic, rolled as he skimmed the floor, falling behind them both.

With a strong twist of his body, Sonic managed to right himself as he got back on his feet. He stumbled at first, but was quickly able to balance himself as he sped up again. He found a place next to Rainbow, the two now racing down the straight together.

"Hey thanks!" Sonic said giving her a thumbs up. "He nearly got me there for a second."

"No problem," Rainbow responded. "But you nearly hit me a second ago ya know."

Sonic scratched his cheek nervously at that. "Hey, you made it though. Good job on that part."

The two ceased their conversation when the sound of a loud hum was heard behind them. They looked back to see that Metal had recovered from the crash. Now he was not only gaining on them too quickly for their liking, but he was also curled up into a ball like Sonic had done before and was flying through the air. That wasn't even the worst of it, however. Surrounding his entire body were arcs of yellow electricity, some of them zapping the floor, others being drawn to the invisible field.

In huge burst of speed, the ball of lightning dashed straight toward the duo, forcing them to part from one another as it went between them. Both Rainbow and Sonic could feel the overwhelming amount of static emanating from Metal, even having to position their bodies as to avoid the bolts. Metal then uncurled from the ball and set his eyes on Rainbow, the pegasus getting chills sent down her spine as her eyes met his. With a bright flash of red of his eyes, he delivered a kick straight at Rainbow. She dodged it, only to see Metal rearing back a punch, small amounts of electricity dancing around it. Quickly, Rainbow brought up her fore hooves and threw them up in front of her face. The gesture protected her as the punch made contact, but that didn't stop the trace electricity from shocking her. She winced from the pain, but held firm as she continued to keep up her defense and keep in the race.

In response, she pushed herself higher than the metal hedgehog and attempted to buck him from above. Metal was easily able to counter this with two powerful kicks, making sure to exert pressure with the jet on his back.

Sonic, seeing his chance, turned to Metal as he was attacking Rainbow Dash and delivered a kick toward him. This didn't go unnoticed by Metal, however. With his right arm outstretched, he grasped Sonic's leg and pulled him in closer. In a series of movements that the two speedsters couldn't even begin to comprehend, Metal managed to push Rainbow's buck back as he caused her to flip back in the air, all while twisting his body and delivering a punch to Sonic's gut. The attack forced Sonic to cough up spit as all the air left his body.

Upon catching herself in the air, Rainbow attacked Metal once again. With his attention on Sonic, Rainbow crashed straight into him, making sure to wrap both of her hooves around him. The impact caused Metal to release Sonic as the blue hog fell to the floor once again, falling behind the two. Rainbow and Metal on the other hoof, were now flying through the air together, her hooves tightly grasping Metal's arms and Metal's left hand grasping Rainbow Dash's shoulder.

Both of their faces were mere centimeters from one another. Rainbow grit her teeth as she tried to keep herself from crashing into the sides. While of course Metal would've come with her, she'd have to guess that she'd be in pretty bad shape afterwards. She looked at the metal hog in the face. He didn't even seem fazed by the sudden attack. If anything, she was just being an annoyance right now.

Through the constant struggling, she noticed Metal's aura flaring up yet again. Before she could even process what was happening, she suddenly found herself spinning rapidly through the air, her and Metal still locked to each other. It felt like she was locked in a tornado. From behind the metal hedgehog, she could see his turbine on his back glowing bright. He was doing this intentionally. As the spinning got even faster, a quick jolt was sent through her hooves. She winced at the pain, but it didn't stop there. Her entire body was suddenly being lashed at by arcs of electricity, the source of course being Metal. To anypony looking at the two from a distance, it looked like two blue objects spiraling around one another with orange lightning twisting with them as they raced down the track.

Rainbow could feel the stings and aches throughout her body, the electricity causing her mane to stick up in places. She immediately tried pushing away from Metal, but this proved to be more difficult than she originally thought. Metal's claw hand was digging into her shoulder, both causing her pain and keeping her within the vortex. He squeezed a little harder as she began to struggle against his grip. Rainbow got another look at him through her squinted eyelids, trying her hardest to break free from the pain. His face was still unchanging. It was cold and stern.

Another wave of shocks over took her body, causing her to cry out in pain again. She pushed again, this time also using her back hooves. Metal felt this and squeezed even tighter, digging deeply into her. Rainbow cried out again. The skin around her shoulder was starting to turn red from the treatment and it wasn't getting any better.

'Come on Dash think!' she thought to herself as her body endured the punishment. 'Arrghh…this is getting unbearable! My shoulder feels like it's about to be pulled off! You gotta use your head! Wait…'

Without thinking any farther, Rainbow did something she never thought she'd have to do. Looking Metal straight in his red eyes, she reared her head back, and with all the strength she could muster, smashed it straight into his face. The strike forced Metal's head to jerk back as his grip loosened slightly. Rainbow herself was feeling the effects from her decision and was immediately regretting it. Holding back the tears that threatened to streak her cheeks, she gave another hefty push against the bot, slowly forcing herself out of the twist they were in. That is until the pain in her shoulder returned in full force.

She cried out again as not only was Metal's left hand still gripping her shoulder, but now he was using his other hand on her other shoulder as well, having the same effect. Metal's head came back up to look at her. While his face was unchanged, the red glow in his eyes and the purple aura were much more prominent. Without warning, the shocks returned, only with a lot more force to them. Rainbow could hear a sharp ringing noise as the electricity intensified, her body beginning to go into short spasms.

"Hey Metal!" Sonic's voice rung out.

While both Metal and Rainbow were still in their spiral, that didn't stop Metal from being able to find the source of the voice thanks to his internal radar. Taking his attention away from the writhing pegasus, Metal was able to see that Sonic was running right next to them, and there was something in his right hand.

"You want them?! You can have them!" he said before throwing it ahead of them.

As Sonic expected, Metal stopped the spinning and the electricity as he released Rainbow Dash, much to the pegasus's relief as she tried to stay airborne. Pushing his thruster to the max, Metal instantly managed to snag the object and keep ahead of the two.

Meanwhile, Rainbow continued to breathe heavily while trying her best not to throw up and stay moving. It came awfully close, too. Her body shook once more as she tried to get the last of the shocks out of her system.

"You ok there Colors?" she heard Sonic say to her side. "You looked like you were having some fun."

"Yeah," she said in between breathes. "Thanks for whatever you did. For second there I thought I was gonna be cooked."

Rainbow got a quick look at her shoulders and saw how red they both were. The left one looked the worst, as it took the longest amount of punishment. There were nearly a few puncture marks on it from Metal's fingers, too.

She looked back at Sonic, raising an eyebrow as she saw that there was something different about him.

"Uh Sonic?" she asked. "Where are the Time Stones?"

She could've sworn that Sonic sweat dropped at that as he scratched his cheek nervously. With his other hand, he pointed ahead of them. She followed his finger until she spotted Metal, who was no longer focused on them and seemed to be just bent on keeping ahead of them. She also spotted a particularly familiar bag in his grasp.

"You gave them to Metal?!" she accused.

"Hey, I needed something to get you two apart, and I don't think he could pass up getting his claws on those babies," Sonic defended.

Rainbow was about to retort, but stopped herself as she realized Sonic pretty much saved her a second ago by doing that. In a sense, he gave up the things he's been trying to keep safe this whole time so he could help her? Someone he's only known for a short time and barely knows anything about? Great. Now if she tried to say anything back she'd just seem like some kind of a jerk. She pouted on the inside a little from that, but sucked it up as she looked back at Sonic.

Struggling with her words for a bit, she managed to get out, "Thanks…"

Sonic looked back at her curiously, but with a little smirk as well. "Huh? I didn't hear that."

"Just shut up," she said back to him with a now visible pout. Sonic just smiled.

"Ah don't get your feathers all ruffled," he said. "We're still in the race, aren't we? Leave it to me and we'll have those stones back in no time."

"You have a plan?" she asked.

"Yeah," he said as a matter of factly. "We just have to go faster!"

Rainbow nearly fell to the floor when she heard that. "You're kidding me. That's your big plan?!"

"I never said it was complicated lady," he sassed.

Rainbow face hooved. How is it that this world's hero was one of the most simple minded kids she's ever met. Then it hit her. Maybe it was just that simple. She had her boost that she talked about with Twilight. Whenever she was like that she was nearly unstoppable; the fastest she's ever been.

"Well, if its needing to be faster is what we need, then you have nothing to worry about squirt," she said.

Without waiting for a response, she closed her eyes, reaching out for that feeling she had grown accustomed to the past week. She searched, and searched, and searched. That's when she felt it. The burning sensation in her chest. The strength in her heart that she could feel returning. She could feel it growing by the second as she let it take over her body. No…wait…

The burning feeling left her as she let out a burp.

"…"

What…

A snicker was heard from the blue hedgehog. "Well? Is that it?"

Rainbow's eyes darted back and forth as she looked at her hooves. What happened? Why isn't it working? It always worked when she needed it before! Why not now?! Why—

"Whoa! Heads up!" Sonic alerted her.

Rainbow was brought out of her thoughts by this and quickly noticed an arc of orange electricity shooting straight at them. The two parted, the bolt flying between them before dissipating. It didn't take genius to find out what caused that. Just ahead of them, she spotted Metal, only this time he was flying backwards, facing them with his right arm extended. She also noticed that said arm was coated in bright sparks.

"Huh. I guess he didn't want this to be over too soon either," Sonic said with a smirk. "Come on Colors! Time to juice!"

With that said, Sonic burst ahead, ready to face the metal hedgehog, who was still staring them down impassively. Rainbow, on the other hoof, was trapped within her own thoughts at the moment. She had grown so accustomed to her new powers there the past few days. Before, they felt like they came as naturally as breathing, or seeing. Now she didn't feel a thing, as if they had just completely abandoned her when she needed them the most. What went wrong…

Rainbow looked on to the ensuing chase between Sonic and Metal, the latter continuing to shoot bolts at the former. She couldn't help but see the look on Sonic's face as he weaved around the attacks. That gleeful, carefree look he had, despite what was going on. If anything, he looked as if he was enjoying himself. Rainbow's eyes narrowed.

You know what, she didn't need those powers. She didn't know why they were gone exactly, but it didn't matter. Sonic doesn't need anything like that to continue moving forward. He didn't need an edge of any kind. He just went in without care. With a determined look, Rainbow pushed forward, joining Sonic in his fight.

Metal, still attempting to zap his double, noticed the pegasus now making a move. While his main fight was with Sonic, Metal couldn't help but see the threat this equine could be to him. Her speed was on par with Sonic's, and while he couldn't understand the motivation, he could see how determined she looked right now.

Metal looked back to Sonic, shooting out another bolt to make sure he doesn't get any closer than he already was, before looking back to Rainbow. Unconsciously, Metal's left hand began to clench tightly around the straps of the bag he was holding. He couldn't compute why, but he felt something he didn't understand when he looked at her. He had no emotions, so he shouldn't be feeling them. So…why did he feel so enraged by her presence?

Metal lowered his right hand and hung his head low, his eyes being covered by his own shadow. Sonic and Rainbow looked perplexed by this as they continued to keep up with him. This quickly turned to a look of caution. Without warning, the dark purple aura around Metal suddenly flared up, and not just a little. The aura flare was engulfing his whole body, constantly swirling around him as his head was brought back up. They didn't know if it was possible for his eyes to be anymore red, but somehow, it sure seemed like it. Plus, the enormous amount of killing intent they felt from him was more than a little intimidating.

Metal's head suddenly jerked in Rainbow's direction before he fired up his jet and made a beeline straight for her, the bag he took from Sonic being dragged with him.

"NO NO NO NO NO!" Robotnik yelled at the top of his lungs, his hands frantically scratching his bald head.

He couldn't explain what was happening right now. Everything was going great. Metal had managed to snatch the Time Stones from Sonic, he managed to keep both of his enemies at bay, and he was able to keep a steady lead ahead of them, practically securing him victory. So why was he going back!

"What does that bot think he's doing?!" he yelled again.

"It seems he wants to do a bit more than do a simple retrieval mission sir," Orbot said observantly.

It was true. On the screen, they saw Metal go straight for the pony in a flash of purple. The two clashed, Sonic joining in soon after. Now, there were three streaks colliding with one another as they raced down the track. The blue one and the rainbow one were obviously Sonic and Rainbow Dash, both of them weaving around each other as they fought for dominance against the purple one.

"Ya sure yawl are seein' things right?" asked Cubot as he tapped his chin. "All I see is a bunch of crazy lights. I'm sure my eyes aren't as bad as my voice chip, which ya still haven't gotten around to fixin' doc—"

He was quickly silenced when Robotnik smashed his fist into the top of his head, forcing him back into his cubed state.

"Not so confident now are you!" he heard Amy insult him from the cage behind him. "I already told you, nothing can beat my Sonic! He's gonna trash that fake and be here any minute!"

The doctor rubbed his brow in annoyance. He didn't have the patience to retort at this point. Looking back at the current situation on screen he let out a grunt. If you want something done the way you want it, it's best just to get your hands dirty and do it yourself.

Getting up from his chair, he cupped his hands behind his back and silently walked to the exit to his control room, ignoring Amy as he passed her cage.

"Doctor?!" exclaimed Orbot. "Where are you going?!"

"Making sure things get done right for a change!" he yelled back in agitation. "You two stay here and watch the girl. I'll be back with those stones even if I have to tear the planet apart to do it."

Punch, punch, kick.

Rainbow twisted through the air as Metal made another pass. His claw came close to her face, but only barely grazed it as it passed.

Spin, retreat, charge.

Sonic came out of his spin dash as his fist collided with that of Metal's. He definitely felt the pain from punching what was basically a solid object, but bit it down as the two pushed off of one another.

Flip, punch, strike.

Rainbow flew into the air with Metal again, delivering a powerful punch to his head. The hit caused him to fly back, but not before his body started spinning separately from his head and struck her with the very bag they were trying to grab.

Run, fly, fight.

The three racers were still locked in their speedy battle along the raceway. To anyone else it would be nearly impossible to tell what was happening, as they were all going simply too fast to track. Rainbow herself was having a little bit of trouble keeping up with all that was happening, but she continued forward none the less, making sure to keep up with Metal and Sonic.

She grunted in pain as she rubbed the cheek where she was hit by that dang bag, but pushed the feeling back as she moved on. That bag. So close were her and Sonic to taking it so many times. Although, whenever it seemed that they had it in their grasp, Metal just twisted the whole situation on top of them and pushed them away. Plus, for some reason he was very aggressive towards her for the past few minutes. She didn't know what brought this change, but in a way, it was helping them. As long as he was trying to deal with them, he wasn't winning the race, which pained Rainbow Dash to realize.

Sonic was at her side as he collided with Metal again, this time meeting with flurries of kicks. It was a spectacle watching Sonic's legs being able to counter those attacks while still being able to run, albeit at a slightly slower pace than before.

"Little help here would be nice!" he requested to Rainbow.

Rainbow quick shot herself at Metal, already with a punch at the ready. It was about to make contact until Metal suddenly managed to sweep his leg under Sonic's, giving him enough breathing room to rotate his entire body and let her glide right past him. Rainbow was thankfully able to stop herself from hitting the boundaries, and Sonic caught himself from falling completely as he firmly planted his palm on the floor and flipped himself upright, staying right behind his counterpart.

Without missing a beat, Sonic rushed up to the opposite side of Metal that Rainbow was now on. Rainbow herself was lining up with them as they all raced down the track neck and neck.

"Now!" Rainbow shouted across to Sonic.

Metal looked between the two and noticed how he was being sandwiched in as the two quickly encroached. Turning to Dash, he caught her hoof as she tried to strike him, forcing her to back off as he pushed her away. Likewise, he turned to Sonic and saw him performing a spin dash straight at him, which he quickly countered by clutching the bag to his metal chest and performing his own spin dash. The two struck, and they bounced off each other with a flash of sparks.

From outside the track, the three streaks of light could be seen ramming into each other on multiple occasions, mostly the blue and rainbow ones being constantly bounced away by the purple one. There were several times when the purple one was sent off course from the other two attacking it together, only for it strike back with just as much force and reclaim its spot. This process even continued as the track suddenly turned into a short corkscrew before returning to its flatter surface.

After being pushed back once again, both Rainbow and Sonic jumped straight at Metal together, attempting to strike at him while they had him pressured. Metal, with quick precision, used their own momentum against them as he lurched up and spread his legs, catching them both in their jaws with two powerful kicks. The attack forced them to fall behind him, and he didn't let up on them one bit. He turned around and raised his right arm again, shooting more bolt at them.

Sonic and Rainbow had to be quick and precise with their actions as they dodged the attacks. One step in the wrong direct, on delay in their reaction, and that could very well put them out of the race at best. The storm of electricity that lashed out at them was relentless, making light explosions and scorch marks where they hit.

This didn't affect Rainbow in the slightest. The moment she saw an opening in the attacks, she charged right back at Metal, fore hooves outstretched. Since she had nearly every direction to dodge in, is was much easier for her to avoid being struck as she spun and twisted through the air.

"I've got you now!" she yelled with confidence as she approached the Metal hog.

Her cry didn't come to fruition, however.

As she approach Metal, his entire body suddenly and voluntarily dropped, completely disappearing from her view. Understandably, she was left extremely confused at the sudden action, but came to understand what happened soon after. The track, barriers and all, dipped into a straight fall. For Rainbow, this meant she was heading straight for what would be considered the 'roof' of the track. Without thinking, she tucked her wings in and angled her body down, doing whatever she could to avoid the fast approaching invisible fence. Thankfully, she was able to pull it off, putting herself in freefall as she followed the track and her target. She flared out her wings again, but mostly let gravity carry her from here. A thought in the back of her head surfaced as she thought of Sonic, prompting her to quickly look back up, watching to see what he would do about the change.

Her question was soon answered when he suddenly ran straight off the edge and fell straight down. He didn't seem deterred, however, almost like he was okay with having to fall perpetually in a race. He curled up into a spin dash as his body slowly drifted closer to the floor of the track, which might as well have been a cliff face at this point. As his ball like body touched the track again it unleashed some small sparks from the light tap. Not a second later did his body hit it again as he finally was able to uncurl, allowing him to run again, albeit straight down.

Rainbow didn't get to watch him for much longer. Very soon, the track, which was still in a straight drop, looked like it was starting to curve in on itself. She realized it was because the whole thing was turning into a downward spiral. Great. As if she didn't have enough of these nausea wrenching spins for today.

Angling one of her wings, she started spinning right along with it, making sure not to get caught by the invisible walls. For Sonic, all he had to do was follow the track he was running on. It wasn't long until she was able to spot Metal again, spinning just like she was as not to crash. From the outside, it now looked like the two speedsters forming a double helix with their respective streaks of light as they chased after the purple streak, which was forming its own spiral downward.

Metal looked back at his two pursuers, seeing how they were still able to keep up with him. Still, it's not like he was going at his top speed yet. If he was they would've stood no chance. It was strange. During his testing, he never was able to reach the speeds he was able to now. But, for some reason he could see, he was able to attain new heights after his short encounter with the two. It was like something was pushing him on, like it was wanting him to be stronger than them. Although, while he had this new speed, he didn't really want to utilize it. He felt a growing urge in his systems, which was odd for him. He felt the need to destroy, like all that mattered was taking these two down.

"Metal!" he heard being yelled through his internal radio. "Stop messing around and leave those pests in the dust. You've completed your primary objective. Leave the rest to me."

As he heard that, he managed to spot what looked like a fast moving, flying object outside the spiral, despite his constant spinning. His eyes flashed red briefly, but he supposed he could let it go for now. As much as he hated Sonic, and that pony, it wasn't his place to question the doctor's orders…yet. Looking back at the bag, he let out a series of beeps as he pushed ahead.

Meanwhile, Sonic and Rainbow Dash were still giving chase to the speedy bot. To be honest, however, they had been spinning so much now that they were surprised they hadn't thrown up their lunches yet. Sonic himself was looked awfully close to his breaking point as his gloved hand was clamping his mouth shut. Rainbow herself was feeling the effects as well, her stomach being tossed around like it was a ragdoll. Pretty soon, she'd be joining him. Thankfully, Rainbow noticed Metal making a sudden change in direction as he vanished from sight once again. If she wasn't mistaken, that hopefully meant they were evening out. Her wish came true as they both followed the new direction of the track, resulting back in the flat track they wanted.

Sonic looked as if he just swallowed something as he breathed out heavily. "Man…I don't think I could've held out much longer in there. I was about to have to call a quits if the rest of thing was like that."

Rainbow shook her head rapidly and held her stomach, doing her best to shake off the nausea. "Tell me about it."

Another thought came to mind shortly after, however. "Wait, where's Metal?"

"If I'm a guessing guy, I'd say that's him way up there," Sonic responded with a nod of his head.

Rainbow looked to where he gestured and indeed saw the Metal hedgehog. However, unlike all the other times where he was practically bent on attacking them, this time he looked to be going all out with his speed. The only thing they could easily make out at this point was the shining light from his jet in the distance.

"What's he doing?" she asked worriedly. "Does he just not care about us anymore?"

"He does not," a familiar voice said from somewhere behind them. "And it's better this way anyway."

The two looked back to find the voice. When they didn't see anything initially they looked up as well. Following them closely from behind the other side of the barrier was none other than Dr. Robotnik, in his flying egg mobile no less.

"Bout time you showed up doc," Sonic taunted. "It was getting pretty boring without your constant threats to destroy me."

"Believe me," he started, "I'd much rather be sitting in nice comfy chair watching you two flail about aimlessly, but as it stands I can't take any more chances right now. With the Time Stones in the hand of Metal, I can't take the chance of you pests getting them back. So, I'm forced to deal with you otherwise."

"Pssch," Rainbow scoffed. "Like you could do anything from that thing. It looks like you can barely fit in there."

"I'll have you know it's quite roomy in here," Robotnik responded. "What with the medications I put into it since the last few iterations."

He didn't need super hearing in order to hear the snickers that resonated form the two below him, both of them covering their mouths to prevent streams of laughter to come out. A small vein grew on the doctor's head as his face turned red.

"Fixing his specs, he said forcefully, "Laugh all you want! By the end of today, I'll be the one having the last laugh!"

With a quick press of a button, the bottom of Robotnik's egg mobile opened up, revealing an orange glow inside. Without warning, a bright orange beam suddenly shot out of the opening. Bursting straight through the barrier, breaking apart some of the arcs as he moved, and crashing right into the floor. The floor, however, didn't hold out much either, as the beam just broke it apart on impact. Sonic's and Rainbow's eyes went wide as Robotnik was chasing them down the track with a smile on his face, the beam completely destroying the track behind them as he did.

"Ok…Now it's really time to move Colors!" Sonic exclaimed as he burst forward to outrun the beam, Rainbow following close behind.

"Hohohohoho!" Robotnik laughed. "And now for the final touch."

He quickly pressed another button on the console. Sonic and Rainbow heard another noise in the distance. It sounded like a loud thud mixed with the sound of engines. This brought another thing to their mind, outside the fact they were being chased by a death laser. Just ahead of them, and the supposed end to the track they were on, was the tower Rainbow had seen when she first got here. They would've gotten a better look at it, but they were more focused on what was going on just ahead of them.

They could still see Metal in the distance, but that was nothing new. Ahead of even him, they saw a massive opening in the tower, leading to what they could only make out as some kind of bay area. But even that was small news compared to what came next. To either side of the opening were a pair of massive industrial sized doors, and they were slowly but surely closing.

Seeing how far ahead Metal was right now, Rainbow could only guess that he would be able to make there in time before it closed completely, where as they had no such luck right now. They were still so far behind right now, and the moment those doors closed there was nowhere for them to go to when that beam hit. Rainbow looked frantically back and forth, surveying the whole track for some way out of this. She could try flying both herself and Sonic out of here since the beam was breaking through the barrier. Although, looking closer at it, it was easy to see that it wouldn't be that simple. She could see the way the barrier reacted to the beam as it ripped and glowed from the sudden contact of the heat, even ahead of them. It was those arcs. As long as they were in place the barrier would stay up. They only seemed to go down once they were destroyed, and by then it was already too late; the beam would be right on top of them.

Rainbow could feel the sweat rolling off her head as she racked her brain on what she could do, but nothing came to mind. She could faintly hear what sounded like the others yelling at her through her earpiece, but at the moment, their voices were faded out as she saw the doors getting ever closer and let a feeling take hold of her she hasn't had in a long while. Fear. Fear of losing everything right here. The fear of not being able to see her friends again. The fear of not being able to go back to Equestria. She could probably just connect with the Time Gate again and vanish back to Sol, in fact the thought crossed her mind many times in past few seconds. But if she did, she'd be leaving Sonic behind to suffer that fate. If she just abandoned somepony like that, what kind of pony would that make her?! She didn't want to admit it, but she actually felt defeated; defeated by a large eggman.

The doors got ever close to each other, Metal closing in on them with great speed as he got farther and farther away from them. She looked over to Sonic, and for the first time since she first met him, she was actually looking to him for advice on this whole thing. Although, when she did, she never once expected to see a smile on his face. A smile. Why a smile? Did he just not get what was going on or something?

He let out a short laugh as he grinned again. "Well, I guess it can't really be helped."

Rainbow looked at him with curious eyes, wondering where he was getting at, all while trying to take her mind of the noise of a rapidly approaching beam of death behind them. Sonic turned to face her and flashed her one of his signature grins.

"Kinda wanted to save this for another time," he said, "but now's a good a time as any I guess."

"Wait…what are you—"Rainbow asked, but was cut off as he quickly sidestepped over to her and grabbed her nearest hoof in his hand.

"Hey!" she exclaimed, but it was ignored.

Sonic looked ahead at the doors. He saw Metal way ahead of them as he neared the bay, ever sure of his win of the race. Sonic smirked at that. It was a little fun while it lasted, but now it was time to bring it all home.

"Hold onto your tailfeathers lady," he said. "We're going Super Sonic speeds!"

She was about to question what the hay he was talking about, but the words were soon lost in her throat. The whole world looked as if it was suddenly going in slow motion. She could feel Sonic's hand grasp her hoof tightly. She could hear ever footstep he made as they clashed with the floor. Finally, she saw it. A faint, white aura that enveloped Sonic's body. The spectacle reflected brightly in her magenta colored eyes as they shrunk. With one more step, Sonic's foot came down to the floor, with great power, wind being blown from it as it impacted. Finally, the world came back to its true speed, but not in the way she expected it.

Without warning, she was suddenly being dragged by the hoof as the wind punished her face, forcing her to squint her eyes or else bear the pain. Her ears, mane, wings, and tail were all being forced back by the force of the wind. From the little she could make out through her squinted eyes, if she could she would've let them go wide with astonishment. A blue cone now enveloped both of them as they were racing down the track at insane speeds. Sonic's legs were now a blur as they were moving too fast for her track. In stark contrast to her predicament, however, he didn't look deterred by this action at all.

Already she could see that they were quickly gaining on Metal and the doors just ahead of him. She looked back to Sonic and the fear suddenly returned, not for her life this time, however, but it was towards Sonic.

'How…how is he so fast?!' she asked herself in panic. 'Why is he so fast?!'

In the span of a couple of seconds, they were now directly behind Metal, causing him to turn around. It was already too late, however.

"Yoink!" Sonic exclaimed as he grabbed the bag from Metal's grasp, all while the force from their speed sent him flying, forcing him to regain control.

Metal quickly righted himself and burst forward and his max output. But it was far too late. Just as the doors began to close on one another, Sonic, still dragging Rainbow with him, managed to squeeze right between the gaps, leaving Metal to smash right into the solid steel wall full on, leaving a massive dent in the door with him in the middle.

Robotnik, seeing the sudden development, although still in disbelief at it, saw Metal crash into the blast door and attempted to bring his egg mobile to a full stop. This proved far more difficult, however, as he was trying to both stop and shut down the laser he was still firing. If the worst could happen, it did. He pulled up on throttle in order to stop, but in doing so, he accidentally caused the egg mobile to veer backwards, forcing the laser to be angled straight at the door.

Metal, still recovering from the normally lethal crash, looked back down the track, saw a great flash of orange light blind his receptors before his whole body was engulfed by it. As the laser struck the door, the track in front of it crumbled into the bottomless pit, an explosion taking place where Metal once stood.

A second too late, Robotnik managed to turn the laser off, leaving the whole area in completely silence, aside from the crumbling infrastructure. He stayed silent for who knows how long, until he finally just let go.

"CURSE THAT HEDGEHOG!" he growled at the top of his lungs. "CURSE THAT EQUINE! WHY?! WHY?! WHY?! WHY?! WHY?! IS IT TOO MUCH TO ASK FOR ONE THING TO GO AS PLANNED?! IS IT?!

He continued his rant for what seemed like minutes before he finally managed to calm down. Slumping back in his chair and wiped the sweat that had rolled onto his face.

He a mix of aggravation and defeat, he let out a sigh. "Those two aren't out of this just yet. I still have an army of badniks just waiting for a little action. I can still get the Time Stones, and if I'm lucky, I can capture that little pony as a bonus. Although, once this is all over I'm gonna have to build a new Sonic android. One that won't nearly jeopardize my plans. Hmm. Hyper Metal Sonic. That'll be the new name. Or maybe I should just call it the v. 2—"

Robotnik never managed to finish his sentence. He was sent flying as his egg mobile suddenly exploded, and a purple streak shot straight through it.

To be continued…

Chapter 10: A Fickle Thing

*Chapter 10: A Fickle Thing*

"Doctor?!" cried out Orbot to the giant monitor, a fallen Dr. Robotnik lying on the metal floor outside his own tower.

"Come on Doc!" yelled Cubot. "Ya can't be out just yet! What're we gonna do when it comes time for payday!?"

"You idiot," responded Orbot. "We don't get payed. No one pays us."

"Oh," was all Cubot answered with. "Then what are we yellin' for again?"

Orbot could only facepalm at his partner's forgetfulness. "Because now both Sonic and Rainbow Dash are in the base! Without anyone to defend us!"

Cubot just waved this off in a nonchalant manner. "We're not completely defenseless. We have the rest of the badniks remember."

"Much good they've been," Orbot deadpanned. "Maybe if Robotnik just let them all attack all at one, maybe he would've succeeded."

Cubot then looked like he was deep in thought, which was completely out of character for his idiotic persona. "What about Metal? I'm sure he'd be more than willin' to help us out."

"That's a horrible idea," said Orbot. "I feel like he'd sooner dismantle us than help us."

"Nah," said Cubot. "He'd help us out. Look. He's already givin' the good doctor a hand."

This quickly caught the attention of Orbot. He swiftly turned to look at the screen and indeed did see Metal Sonic standing over the unconscious doctor. The metal hog then bent down and it looked as if he was looking over the large man.

"See," said Cubot in triumph. "What'd I tell ya. He's all concerned the master, too. And right after he's done with that, he can come give us a hand as well."

Orbot was ignoring his friend's statement on the matter. All his attention was focused on what was happening on screen, and he wasn't liking wha he saw. Cubot saw this and began waving his metal hand in front of his face, trying to bring him out of what've trace he was in.

"Yoohoo," he said.

Without responding, Orbot grabbed the top of his head and turned it to where he was facing the screen as well. Cubot's hand quickly fell to his side as he stared at the screen, too. On screen was Metal, who was still standing over Robotnik, but was no longer bent down to his level and was standing straight up, looking as if he was deep in thought. In his right hand, holding it at eye level, was a small remote with just three small buttons of varying colors on its surface. Metal must've taken it out of the doctor's pockets. He stared at it for some time, before giving it his equivalent of a glare as his red eyes grew brighter. Then he squeezed.

Both Orbot's and Cubot's jaw servos just failed them as they witnessed the remote being crushed in his grip. Bits and pieces fell from between his metal fingers before he opened them up and let the scrap fall to the floor.

"Did he just…" Cubot started.

"Break his shut down switch?" Orbot finished.

As if to answer their question, Metal faced the camera, and while they were in the control room and not right in front of him, they still couldn't help but flinch back in fear. He might as well have been looking straight in their eyes, the piercing red against the black background emphasizing the feeling. As his unearthly, purple aura flared to life and in a burst of speed he nearly vanished. It wasn't until the camera went dead did they realize just how much trouble they were in.

"Was that supposed to happin'?" Cubot questioned.

"No," Orbot answered, tightly gripping his metal cranium. "That wasn't supposed to happen at all."

"Which part?" came a voice from behind them.

The two jumped in surprise at the sound of the new voice and quickly turned around. What they saw involuntarily caused them to latch onto each other in fear, visibly shaking so much that they could've swore nuts and bolts were falling off them.

"Cause if I had to guess, I'd say nothings really been going your guys' way today," Sonic said as he rubbed the back of his head with a snarky smile.

Orbot was the first of the two to bring himself out of his terrified stupor. "Sonic?! H-How'd you get in here?!"

"Yeah!" Cubot joined in. "We had like, enough badniks to fill up the doctor's food storage guardin' the place!"

Without giving them an answer, Sonic simply gestured with his thumb behind him. The two followed the gesture back to the door to the room. What they saw was an absolute mess of things. The door was wide open, so they were easily able to the string of wrecked badniks here and there, assumedly the ones who were supposed to be guarding them.

"So, Metal's still up and kicking huh?" Sonic asked, partially to himself, and partially to the two small bots in front of him. "Kind of hoped he kicked the bucket earlier. Ah well. Guess he's more like me than I thought."

Even though he appeared to be in the middle of a thought process, it wasn't difficult for him to notice Orbot and Cubot trying to sneak away from him in a near synchronized manner. He let them get a couple of feet away from him before he let a grin grow on his face. He quickly rushed right in front of them, cutting off the route they were trying to take. The action again resulted in them both cowering in fear as the blue hedgehog looked down at them, his hands on his hips in a cocky demeanor.

"Hey, I didn't say you bucket heads could leave just yet," he said pointing an underhanded finger at them. "I need the knowhow of a couple of things, and I can't think of anyone better to tell me than you two."

"A course!" Cubot panicked, throwing his hands up as if the finger was a gun. "Whatever ya say! We'll tell ya whatever ya want!"

"Quiet bolts for brains!" Orbot said trying to shush his friend.

"My first question," Sonic said as he raised a single finger, "we're can I find the last Time Stone? Even Robuttnik isn't stupid enough to take it with him everywhere he goes. It has to be here somewhere. So, where is it?"

The two remained silent to his question, neither of their metal jaws moving an inch. They simply lowered themselves and hoped he wouldn't try to press any farther.

"Not taking huh," Sonic said. Another toothy smile appeared on his face as he started winding his arm up. "Whelp, there's always plan B."

Before he could even take a step in their direction, Orbot suddenly shouted," Wait! Wait! No need for that! We'll tell you everything you want to know! We didn't like the doctor anyway!"

"Yeah," Cubot said. "He was always being so angry and grumpy all the time. Plus, uh…he wasn't very smart and uh…big! He was big, too! He always took up so much space and—"

"Ok, he gets it Cu," Orbot said.

"Now you guys are speaking my language," Sonic said triumphantly. "So?"

"Well…you see," Orbot began, "Robotnik never really told us where it was exactly. He was always so secretive with it, we never even got to get a good look at it, even going as far as to send us off on menial tasks as it was coming through."

Even for a robot, Orbot swore that he was sweating bullets right about now. The way Sonic's cocky attitude slowly shifted to that of someone who was a tad impatient with the individual in front of them, tapping his foot on the cold, metal floor as he crossed his arms, made him shiver in his metal casing as their eyes were locked.

"You expect me to believe Robuttnik left you guys in the dark about the whole thing," Sonic accusingly deduced. "Every time I see you guys your hanging around the doc like you're his biggest fans or something."

"It's true!" Orbot defended. "We know its somewhere here in the building, but he never told us where!"

Sonic eyed the two bots intensely. He didn't buy it for a second that these two didn't know where the Time Stone was. More than anything they were just trying to stall for time, whatever good that would do them right now. Now he could easily try to force the info out of them with a quick beating. Not harm no fowl, right? Then again…

"Alright then. Since old Robo geek was too busy leaving you guys in the dark," he said with a sarcastic tone, "then maybe you can answer my second question. Where's that girl Amy at?"

"Oh!" Cubot shot up. "We can answer that! Can't we Or?"

"Yes!" Orbot joined in. "Yes, we can! If you would do the honors Cu."

Without saying another word, Cubot pulled out a small black remote from his back. The remote was lined with very few buttons, but that didn't stop him from somehow loosing track of the button he was supposed to be pushing. After another second or two, he found and pushed a big green button on the remote. On command, a circular hatch opened in the floor a few meters away from them, steam flowing out as it did. Out from the now opened hatch came a cylindrical cage, and as it stopped Sonic quickly noticed the small pink hedgehog girl within. Visa versa, she quickly noticed him.

"SONIC!" she shouted in glee. "I knew you'd come to save me!"

Sonic visibly sweat dropped at the appearance of his newly made friend. Suddenly he was having second thoughts about this whole thing. Well, too late for that.

"Hey Ames," Sonic nonchalantly said as he left the two robots and walked in the direction of his fangirl. "Hope the Robuttnik was a good host while you were here. He can be a bit hard to get used to sometimes."

Unknowing to Sonic, Orbot silently nodded his head to Cubot, gesturing for him to do something. This action was met with a hint of confusion as Cubot tilted his head.

"What?" he asked aloud.

"Oh for…" Orbot said as he simply went over to his friend and snatched the remote from him. Eyeing Sonic, he pressed a small yellow button to the side, his mouth forming a smirk if it visibly do so. As Sonic walked ever closer to the cage, he felt a slight shift in the floor beneath him. Out of reflex, he jumped back, barely avoiding the swiftly opening hatch in the floor. As he landed, he noticed another platform rising to his level. On the platform rose two, very tall robots, both dark in color with massive arms and torsos, armed with comically large sledgehammers in their hands. The two quickly spotted Sonic as he got into a crouched fighting position.

"Sonic!" Amy cried in worry.

"Time to go!" Orbot yelled as he darted to the door.

"We've got to gowoahoah," Cubot yelled as he followed suit.

The two bots quickly exited them room, leaving Sonic to face the two new foes they presented him with. Sonic glanced in their general direction in annoyance. Never trust an egg bot. He focused back on the two in front of him, both already readying their massive hammers at him.

"Sonic! Be careful" Amy warned.

Sonic smirked, partially at her, partially at his aggressors. Like these things would be a challenge for him.

"Just watch and learn girly," he exclaimed.

The first robot took the first move, bring its hammer over its head to bring down on the hedgehog. Sonic crouched down lower, letting his fingers touch the floor before he dashed forward, narrowly avoiding the strike as the hammer made a large, crumbled dent in the floor. He made it to its legs, swiftly climbing up its body in fast spirals. Before it even realized it, Sonic was now balanced on top of its head, his hand planted on it as to not fall. The other robot noticed rather quickly, however, and faced its partner with a now raised hammer. Without warning, it brought down its own hammer on its counterpart, smashing its head into its body with a loud crumble. The now defunct bot stumbled a bit as it dropped its weapon and felt around for its head, still able to stay standing as it did.

"Phew!" the other bot heard from behind it, its head turning to see Sonic standing there perfectly unharmed. "Gotta admit, you came pretty close there. I actually felt some wind on that one."

Without waiting for his foe to try anything else, the robot swung around and attempted another swing. Sonic quickly leaned back as far as he could, letting the hammer glide right over him. Ok, that time he actually did feel some wind. As the hammer passed, Sonic recovered before he saw the robot's upper body spinning independently from his lower, allowing it to keep spinning its hammer. Sonic jumped back as to avoid the next swing, but it didn't stop there. Somehow, the robot was still able to walk relatively well as it continued spinning, albeit a bit sluggishly.

Sonic let out a little laugh at the ridiculous looking display. "Alright! Keep coming big guy! Just follow the sound of my voice!"

The robot did just that. As it got closer to Sonic, he just did his signature sidestep to move away from him some more. Sonic was actually having a little fun playing with this guy. Couldn't stay here forever though. He glanced behind him as he continued to dodge the attacks, spotting the robot that was currently feeling around where its head normally was.

'Sorry dude,' Sonic thought. 'Hogs gotta do what a hogs gotta do.'

He then side stepped in the direction of the stumbling robot, guiding the attacking one ever closer. Just as Sonic got underneath the broken one, he waited for a couple more seconds, wanting this to be perfect. He saw the hammer coming at him fast and saw his moment. This time instead of side stepping, Sonic just rolled right underneath the attack, letting it go right over him before it found itself embedded in the stomach area of the already broken bot, stopping the attack dead in its tracks.

The robot that was missing its head was now motion less, smoke and sparks coming out of its open wounds. The other bot was trying to now remove its weapon from its partner's gullet, although struggling to do so.

"Checkmate!" Sonic yelled.

Before the bot could even compute what was happening, it found its vision obscured by a blue object, the said object impacting with its face. As it impacted, it unfortunately still had an iron grip on its still embedded weapon. This caused both of its large arms to be ripped off at their sockets, causing the bot to fall on its back with a loud thud as sparks flew from its wounds. Without missing a beat, the blue object, now seen as Sonic, was now perpetually falling as he rolled up into ball, coming straight for its exposed face. The battle was over the moment Sonic made contact, his body crushing the robot's face upon impact. Sonic's attack went straight through, allowing him to hit the floor and roll away, stopping himself just short of the cage Amy was in.

This pause allowed him to get a good look at his handy work. The bot who's head he just crushed was now lying motionless on the ground as its split head spewed a final wave of sparks. The other one was still standing, but it was easily out of commission. Its head was completely missing and it still had the massive hammer in its stomach. Sonic gave them a final smirk as he stood back up.

"See," he said as he turned to face Amy. "Nothing I can't handle."

The girl said nothing, but her large, shining eyes said it all for her; her mouth a huge, gleeful smile.

"Wow…" she let out almost as a sigh.

"Alright, let's see…" Sonic trailed off as he hopped on top of the cage.

Amy was about to ask what he was doing, but there was no need. Her answer came when she heard a click before her cage swung right open. Ready to be out of the cramped space, she hopped right out, seeing Sonic jump down next to her.

Before he could even turn to face her, he felt her whole body impact with him, nearly knocking him over if he hadn't have caught himself. He felt her arms go right around his torso as she began to squeeze. He swore that his eyes were threatening to pop right out of his skull at the force as he gasped for air.

"Amy…" he managed out, but only barely. "Too…tight. Please…let…go…"

After a couple more seconds, probably due to her having to think about it, she released him from his confines, allowing him to take a much needed breathe. He breathed heavily before he finally recovered and looked at the excited fangirl.

"Sonic," she began. "You have no idea how glad I am to see you! Ever since that other, robot you grabbed me I knew it was only a matter of time until you managed to get in her and rescue me! Hehe! It's like something out of a fairy-tail if you think about it!"

While Sonic was glad that he managed to rescue her, and that she was grateful, he could help but feel the chills go through his body at her choice of words. He knew she liked him, but dang. Girl's got issues.

"Heh. Like I'd leave a friend behind in a place like this." He really hoped she picked up on the word friend.

Amy ogled at him some more before she noticed something about the whole thing. Stopping her gaze at him, she got a good look at the room they were in, only seeing him and the two broken badniks.

"Hey, where's that pony looking girl that was with you earlier?" she asked. "If you're here then she must be right?"

"Who? Colors?" he asked her back. "Yeah, she's here, but we got separated after we managed to squeeze into this place. You wouldn't believe how many badniks Robuttnik likes to keep cooped up in here."

"Colors?" she questioned as she put a finger to her chin. "But I thought I heard Robotnik call her Rainbow Dash a couple of times."

Sonic simply responded with a shrug before he turned back to the door, waving her over. "Ah, not important. But we need to juice. Wouldn't be surprised if there were more badniks headed our way. Plus, we need to find ourselves a Time Stone. You in?"

Amy felt like her heart suddenly sky rocketed out of her just as she caught a lump in her throat. Was Sonic inviting her on his adventure with him?! She knew she started out a simple prisoner, but now she felt like she was being asked to be part of a team. A team with her hero at the head. She could faint. But she didn't, and quickly shook her head to relieve some of the feels she was having, but only a little.

"Absolutely!" she yelled in excitement a she ran behind him.

"Rainbow?!" Silver yelled worriedly through his side of the earpiece. "Rainbow do you hear me?! Rainbow?!"

Rainbow Dash didn't answer. She didn't want to answer. Her mind was nearly blank at this point, a constant state of near shock going through it.

After she and Sonic made it into the tower, thanks no less to his insane burst of speed at the end there, they had gotten separated by a huge swarm of badniks who were guarding the place. They had no choice but to find some way to meet up somewhere else with this huge complex. After managing to lose her group of badniks, she had managed to crawl into one of the many air ducts that lined the infinite walls of this place. Now she was sitting with her back to the metal ventilation as she contemplated what had just transpired minutes earlier.

It wasn't everything that happened during the race that was on her mind, it wasn't her confrontation with Metal life threatening moments, it wasn't even the mass of badniks that she knew kept to this place. It was those last few seconds before they entered the tower, although those last few seconds lasted nearly an eternity to her. The only time she ever felt speeds like that was when she was taking advantage of her boost, at its fullest at that. But Sonic, he matched those speeds, without even a need for what she had! What was she supposed to think of that?! That this flightless hedgehog…this kid…?

She banged the back of her head against the back of the vent in frustration, not caring about the feelings of pain that she felt as she did.

"DID YOU HERE THAT?" said a synthesized voice from outside the vent.

Rainbow froze up at the sound of the voice. She really didn't need this right now. She could take on a few badniks, but the sheer number of them that she knew were going around the place made her hesitant to reveal herself. She just sat perfectly still, not making any noise whatsoever.

"GET BACK TO WORK," said a similar sounding voice in a somewhat commanding tone. "I HEARD NOTHING."

"THE MASTER SHOULD REALLY CHECK FOR ANY RODENTS THAT MAY BE IN VENTILATION SYSTEMS," said a third one.

Thankfully, they didn't seem to pursue the noise any further. She could already here the clanking of metal against metal as they walked off, away from her. She let out the breath she was holding in, sure that they were now far enough away as not to hear it.

"Rainbow?!" she heard Silver through the earpiece again.

Finally giving in, she spoke back, but in a tired tone. "What is it?"

"There you are!" he chastised. "You were just sitting there for who knows how long. Is something wrong?"

She thought about voicing her concern, but she decided against it. It's not like he could be of any help right now. This was more of a personal matter to her anyway.

"Of course not," she shot at him, but being careful not to raise her voice too much. "I just need some air is all. That race took it all out of me."

There was a couple of seconds of silence on the other end. Then she heard Blaze's voice come up. "Are you certain that's it?"

Rainbow couldn't help but here the accusation in her voice. Geez, she sounded like a mother trying to seek the truth out of her child. Rainbow held firm, however.

"Yeah," she answered. "What else would it be?"

Did she really need an answer to that?

"Look, I'm fine ok," Rainbow continued as she sat back up, bring herself to her hooves. "But I need to talk to you guys about something."

She started walking down the ventilation at this point, making sure not to move too quickly, as it would make even more noise.

"Yeah," Silver said. "My thoughts exactly."

"Did you guys see what was happening to that Metal guy?" she asked. "Was the whole bright red eyes and purple stuff around him normal?"

"Well, the red eyes, maybe," Blaze answered. "But the purple aura that was surrounding him, not that we recall."

"It looked a lot like that stuff that was around Robotnik when I first saw him," Rainbow explained.

"I noticed that, too," Silver said, and Rainbow could almost imagine his hand going up to his chin in thought. "It's obvious that the two are connected in some way, but what does it exactly mean?"

"Well, was there anything different about this Metal Sonic and the one you guys know?" she asked.

"I encountered him a couple of times closer to the present," explained Silver, "but there definitely was a difference between them. For one, I don't remember Metal being able to shoot electricity out of his arms as projectiles. Yes, he can manipulate the arcs, but usually not so far away from his body."

"He was also much faster here than he was in the present," Blaze said.

"Wait," Rainbow interrupted. "You mean whatever was affecting him was making him faster?"

"Basically," Silver answered, not too happy with this revelation. "That means that whatever is interfering with time is improving these enemies in some way. With the doctor on the Death Egg, he seemed to have better grasp of the situation before we did. Now with Metal, it looked as if it was enhancing both his speed and his abilities."

Rainbow was listening to every word with interest, but she couldn't help but pay close attention to the fact that Metal's real speed wasn't as fast as she initially thought. This actually made her feel a bit better about not being able to keep up with him earlier. Then another thought came to mind.

"So, if whatever was affecting Metal made him a lot faster than normal," she began, "then does that mean whatever happened to Sonic at the end there was the same thing?"

She hoped she didn't sound so desperate with her choice of words. She didn't really want to discuss this with them, but she couldn't help herself. She felt like she needed this. Maybe…

"No, I don't think so," Silver responded, much to her disappointment. "Although…"

Rainbow's ears perked at that. "Although what?"

"Metal and Sonic were always on par with one another when it came to speed," he deduced. "But this time Metal seemed to have the advantage. I've never seen Sonic's max speed, but whatever he did back there left Metal completely in the dust."

"So, it is affecting him then," said Rainbow.

"That wouldn't make sense," said Blaze. "If whatever's out there is after Sonic and his friends, why would it give him an advantage over his enemy? No, this was something else. But whether it was an outside source we've yet to encounter or just him naturally, we can't really say."

Rainbow's spirit fell a little at those words, and she nearly tripped over herself as the vent dipped a bit. So, was it that he was just naturally faster than her? Was it that he was meant to be the 'fastest thing alive' by default? Speed was what she was all about. Her entire life revolved around it. So personally seeing somepony who out sped her so easily was a lot to take in for her. Not only that, but it wasn't even somepony who could fly like herself, it was some annoying hedgehog kid that couldn't even bother to get her name right. For the first time, she was actually hating the idea of her getting some kind of boost like all the other times, as it meant that she needed it to be on par with somepony else.

Her thoughts were brought back to what was in front of her as she noticed the vent suddenly shifted to a complete drop. Gently jumping off, she let her wings glide her down, being careful not to let them hit against the side too hard.

"You seem very interested in Sonic's speed lately Rainbow Dash," Blaze said in a near accusing tone. "This isn't going to get in the way of anything, is it?"

Rainbow just let out a sigh at the question. In all honestly, she hoped it wouldn't, as she already promised to finish the mission, but she had nagging feeling that it would.

"I'm just curious is all," she lied. "You should know by now how much I care about that kind of stuff."

Before anypony could say another word, Rainbow spotted light coming from a vent covering at the bottom of the vent. It obviously led outside this ventilation system, but to where exactly, she didn't know. Deciding to take her chances, she extended all four of her hooves and gently fell to the vent. The vent must've been poorly attached, as she pushed through it with relative ease. The vent fell to the floor with a clang as she landed with it, getting a good view of them room she was in.

It was a small, but bright, white room, which was a nice change of scenery compared to the rest of the facility. To her right was a closed door, probably leading back into some hallway. To her left was a rather massive window for the small room, the entire wall taken up by its size, aside from another door that strangely seemed to lead to the other side. She nearly put it off, but then her eyes drifted to what was on the other side.

Being a window, right off the bat she would've expected to see the outside world on the other side. In reality, it was another room, this one much bigger and circular in shape. In very middle was a metal podium with an object seemingly floating above it. Rainbow had to squint her eyes to see it clearly. Floating above the podium was a small gem that looked similar to the Sol Emeralds back with the others, but this one looked flatter, smaller, and all round more clear cut.

"Hey!" she heard Silver nearly yell in surprise. "That's a Time Stone!"

"That's a Time Stone?!" Rainbow exclaimed in surprise. "Then this must be the one Egghead took!"

"It would appear so," Blaze said. "Now you just need to find a way in there."

"Way ahead of you," Rainbow said cockily as she crouched down on all fours.

"Rainbow?" What—"Silver questioned before seeing what she was doing.

With the skills of an acrobat, Rainbow suddenly flipped back through the air, her rear hooves impacting with the wall opposite to the window. She eyed the window one more time before pushing with all her strength off the wall.

"No! Wait!" Silver yelled, but it was too late.

The force from her push sent her flying toward the window. Using her wings, she did a front flip, positioning her rear hooves against the window this time. She impacted. The hit shattered the glass in a single strike, glass flying through the now open room. The glass hit floor, and Rainbow followed suit, landing on all four of her hooves as she puffed her chest out proudly.

"See," she said with a smirk. "Piece of cake."

The alarm blared loudly, the red warning light in the corner flashing in sync with the noise.

"Pony feathers…" she in annoyance.

Without waiting for Silver and Blaze's scolding, she quickly took off the floor and went up to the Time Stone. It really was just floating there, which was weird considering this world didn't seem to use magic as much as hers. Maybe just some weird science just she didn't understand, or cared to understand. She quickly swiped the stone, feeling it gently pulsing in her hand. It almost seemed alive in a way, like it had a heartbeat at its core. Very subtly, the light at its center started to dim, the pulsing shortening with each passing second. She stared at it for another few seconds, like she wanted to see what it would do. It wasn't very eventful she soon found out, however. The pulsing stopped and the light went out. If she didn't know any better, she could've sworn the thing was breathing, like it was just calmly asleep.

"HALT!" she heard a voice from behind her.

Rainbow instantly turned around, but her eyes widened at what she saw. In the now opened window was a whole squad of badniks, all of them pointing their guns right at her. All of them were the basic orange and round badniks she's seen many times now, but the large amount of them in the room actually made them look intimidating, especially seeing as they were blocking the only way out.

"IN THE NAME OF THE GREAT DR. ROBOTNIK, YOU ARE TO SURRENDER THE ASSET AND PROCEED WITH US TO THE ROBOTICIZER," the lead badnik said in its normal monotone body.

Rainbow just looked at the bot in defiance. "Over my dead body buddy! You wouldn't believe what I had to go through to get this!"

One by one, the badniks slowly moved closer to her position. "WE WILL NOT ASK AGAIN! SURRENDER THE ASSET AT ONCE! IF YOU DO NOT COMPLY, WE WILL TAKE YOU BY FORCE!"

"I'd like to see you try," she said, letting a cheeky smirk grow as she flared her wings, getting ready to kick some robot flank.

She moved forward, and then fell.

She hit the floor with a thud, a pain splitting headache gripping her senses as she rolled onto her back, making sure to keep a firm grip on the Time Stone.

'What is happening?!' she thought frantically.

It felt like her head was trying to force itself open from the inside, her head forcibly twitching. She looked at the Time Stone she still held, seeing that it was now glowing brightly and was pulsing faster than it was before. Ever so slightly, she could feel the pain from her head move toward her eyes.

'What the hay?!'

Her vision was quickly enveloped by a white light, a flurry of random colors passing her by as if she was drifting. If any of the badniks were paying attention, they'd have noticed how her eye color was switching rapidly changing constantly.

Rainbow's eyes opened wide, the shock of what was happening coming over her in waves. She was now standing rather than lying down, but not where she was originally. She was in a plain of colorless smoke, it constantly whirling around her as she looked around frantically. It parted as it brushed against her hooves, almost magical in the way it moved. What had happened?! Where were the badniks?! What happened to the room?! What—

Her headache returned again, forcing her to squeeze her eyes shut. It quickly passed, but not completely, elevating some of the pain she felt and allowing her to open her eyes again. The smoke was now passing her by quickly, like she was on some kind of rail system without tracks, the scenery going by and by. But then, the smoke stopped, and swirled in her eyes.

The bright light returned.

"How can you be better than the Wonderbolts if you can't even be better than me?"she heard as she saw a flash of Lightning Dust.

'What…' she asked as the image passed.

"My name is Silver the Hedgehog," she heard, this time an image of Silver and Blaze in front of her.

The image switched again.

"Sonic. Sonic the Hedgehog!" Sonic said as he suddenly flashed in.

'Is this thing just messing with me?!' she asked herself. 'Let me out of here!'

Her vision suddenly went dark, as if whatever was doing this heard her voice and was complying with her wishes. Unfortunately, this was not the case. Here vision slowly returned, but it was still hazy and dimmed, like all the light that was there earlier had left.

Then an all familiar sound entered her ears. That deafening roar from her dreams earlier today. That unholy noise that filled her heart with dread. But it didn't sound like malice, incidentally. No. It sounded like…screaming…

"A…del…" a hushed, womanly voice struggled to get out before her vision instantly left again and everything faded to black.

Rainbow's eyes shot open again, and she was expecting to see swirling mists again. Thankfully, she saw that she was in the white room again, still on the floor and the Time Stone right next to her. The alarm was still blaring in her ears as she tried to sit back up. Thankfully her headache was gone, but she still felt the slight dizziness from what had just happened.

"ALL UNITS, RETREAT!" she heard as she suddenly remembered that the badniks were still in the room with her.

She slowly managed to look up, but to her surprise, they were all leaving. Not just leaving, they were running. The smell of smoke entered her nose as she began to notice that some of them were busted and broken, their scrapped remains scattered on the floor. Her senses finally fully returned to her and she picked herself up. Although, she wasn't ready for what she saw when she turned. Those glowing red eyes, right in her face.

Rainbow froze up. Staring her right in the face was none other than Metal Sonic, although not looking in the best condition as he was before. His left eye had a glaring crack along it, his red eye flickering every few seconds. One of his ears looked bent from the tip and his entire body looked as if it was tossed in and out of a blazing fire. In truth, he was. So why was he here?!

She didn't even get to finish her thoughts, as she suddenly felt his cold, strong hands quickly grip her face tightly. She gasped in pain as she could feel herself being lifted off the floor. She instinctively reached and grabbed the Time Stone, making sure she had a firm grip on it. She sudden felt herself be chucked through the air, feeling the strangely sudden sensation of outside air. Rainbow frantically looked at her situation and saw that she was now outside of all places as she rag dolled though the air. It surprised her at first, but then she quickly noticed the gaping hole in the side of building she was thrown out of, more than likely the way Metal got in there.

As she fell down the side of the massive tower, she caught sight of Metal flying out of the hole himself and dive bombing straight towards her. His aura was now going insane, almost sporadic in its movements. Metal readied his right hand, pointing his sharp fingers straight at her. Rainbow's eyes widened with fright. She opened her wings wide as she attempted to stop herself from her fall. She succeeded, and quickly noticed Metal's rapid approach. She then twisted her body, dodging his strike, his fingers barely grazing her fur.

Now was her chance. Now that he was up close, she wrapped her hooves around the hand that just missed her. With a mighty yell, she flipped him over her, sending him to the ground below. Now that the tables were turned, Rainbow sped through the air, she now the one dive bombing him. Before Metal could react, he was struck on the top of the head by her hoof, further sending him to the depths of the metropolis.

Soon, all Rainbow heard was the loud echo of metal against metal. She breathed heavily, glad it was already over, but still feeling the effects of earlier events.

"Rainbow are you alright?!" Silver asked urgently.

"Yeah, I'm fine!" Rainbow breathed out. "But I thought this guy was scrap! How's he back?!"

"Maybe it has something to do with that aura," he answered. "It could be raising his durability. But what happened in there? You just keeled over like you were in pain."

"Wait, so you guys didn't see any of that?" she questioned.

"See what?" asked Blaze. "We just saw you—below you!"

Rainbow heeded her warning and looked down, but it was too late. Metal was suddenly upon her taking hold of one of her hind legs. She gasped in surprise, but it turned in yells as Metal started dragging her down to where he fell originally. The wind was blowing through her mane and into her eyes as the metal hog pulled her along. Tears were starting to form from her eye's constant exposure to the rapid punishment of air. Pretty soon, the ground was upon them and Metal threw her right at one of the buildings. Rainbow couldn't stop herself from crashing into a sign on the structure, letting out a pained yell as her back crushed the sign before she fell to the metal ground.

Metal gently landed a few meters in front of her, simply staring her down with his one good eye. Rainbow coughed as she picked herself up, eyeing the bot with a glare, which he seemed to gladly return. Rainbow's eyes soon drifted downward and she noticed that the Time Stone had fallen out of her hoof and was now on the ground in front of her. Out of reflex, she jumped over to it and swiped it off the ground, holding it tightly as not to lose it again.

Metal didn't even react to her sudden movements. He simply stood there as his aura just continued to gradually grow larger and larger. Then, something happened that Rainbow didn't expect.

"YOU ARE THE ALLY OF SONIC?"

Rainbow's eyes shrunk as she heard that. Was she hearing things, or did Metal just speak…to her? She wasn't completely convinced, but the voice then continued.

"YOU BOTH DEFEND ONE ANOTHER, BUT THE DOCTOR TAUGHT ME VERY LITTLE OF YOU," the voice said.

Rainbow couldn't deny it anymore. As every synthetic word was spoken, Metal's eyes lit up in sync with them. After the complete silence he had before, it was surprise to hear him speaking now. Maybe he didn't think her or Sonic were even worth talking to. But why now?

"Yeah, what of it?!" Rainbow replied, never taking her eyes off him.

"AS I SAID," Metal continued, "I HAVE LITTLE DATA REGARDING YOUR ABILITIES. THE DOCTOR NEVER MENTIONED YOU WHEN HE BUILT ME, YET NOW THAT YOU ARE HERE, MY THIRD PRIORITY WAS TO CAPTURE THE LIFEFORM KNOWN AS RAINBOW DASH."

That caught Rainbow's attention. "Me? What does that Egghead want with me? And third? What's up with that buddy?!"

"UNKNOWN," he responded. "FROM A LOGICAL STAND POINT, I CANNOT SEE WHAT THE DOCTOR SEES IN YOU. YOUR ABILITIES ARE ABOVE THE AVERAGE ORGANIC, BUT WHEN COMPARED TO ME YOU ARE LACKING. AS MUCH AS I LOATH TO SAY IT, EVEN MY ORGANIC COUNTERPART IS FAR BEYOND YOUR SKILLS."

Rainbow could feel a vein growing on her forehead. Did he mean Sonic?! Of course he did. Why was it that everypony has to point out something she really didn't want to hear?! So, Sonic's skills were far above her own? Yeah right.

"You want to add my info so badly then?! Come at me! I'll show just how much of threat I really am!" Rainbow yelled out of anger as she crouched down.

"THERE IS NO NEED," Metal responded, his eyes flashing shades of green like he was processing something in his head. "YOUR DATA HAS ALREADY BEEN ADDED TO MY MEMORY BANKS. I KNOW YOUR SKILLS, YOUR TOP SPEED, YOUR WEAKNESSES AND HOW TO EXPLOIT THEM. NO. YOU ARE OF NOW INTEREST TO ME."

"PRIORITY #1: RETRIEVE THE TIME STONES FROM ENEMY POSSESSION."

"PRIORITY #2: ELIMINATE SONIC THE HEDGEHOG."

"PRIORITY #3: SUBDUE AND CAPTURE RAINBOW DASH. CORRECTION. [PRIORITY ERASED]."

"What did you say?!" Rainbow yelled.

Was this just some messed up way of taunting her or something, or did he really care nothing for her? No.

"So, what?! You came to make sure the last Time Stone wasn't being taken?!" Rainbow accused. "If that's the case, then way were all of your friends running like their tail feathers were on fire?!"

"FRIENDS?" Metal questioned. "IF ARE REFERRING TO THOSE POOR EXCUSE FOR BOTS BACK IN THE TOWER, THEN YOU ARE MISTAKEN. I AM MY OWN. I DO NOT BELONG WITH THE REJECTS."

"Then…" Rainbow continued, "if they aren't with you anymore, then why are you way out here?"

Metal remained silent to her question. Rainbow could see more flashing green lights in his eyes. It was like he was searching for an answer, unsure of what his motivation was. Wait…

"You're still being controlled, aren't you?" Rainbow pointed out, although not meaning to say it aloud.

Metal was taken out of his processing and looked back at the pegasus. "NEGATIVE. I HAVE OVERWRITTEN THE DOCTOR'S PROGRAMMING. HIS WILL IS NO LONGER MY OWN."

Rainbow had to wonder why he was still following his silly 'priorities' if that was the case. But that wasn't what she meant.

'Does he not know about whatever is affecting him or something,' she thought. 'He's glowing purple for Celestia's sake!'

"NOW," he said taking a step forward, "HAND OVER THE TIME STONE EQUINE. DO IT BEFOR—"

Metal didn't get to finish his speech as he suddenly lurched over. If he wasn't a machine, Rainbow would've thought that he was in pain or something with how he was shaking and grunting. She could see his aura growing yet again as a loud beeping noise was coming from him. It sounded like he was processing something again.

He grunted loudly as he small spark of purple electricity suddenly formed without warning, then vanishing just as quickly. "PRIORITY…" he struggled to get out, "#1…OVERRIDDEN. PRIORITY #2…OVERRIDDEN."

Rainbow had to raise an eyebrow at his behavior. Whatever was happening, she doubted she was gonna like it.

"NEW PRIORITY ADDED," he said as he lifted his head back up, sending a death glare right at Rainbow. "PRIORITY #1: KILL SONIC THE HEDGEHOG AND RAINBOW DASH."

To be continued…

Chapter 11: Metal Madness

Chapter 11: Metal Madness

Rainbow's eyes shot open, the cold feeling of emptiness and nausea coming upon her yet again. She half expected to be face to face with Metal, his cold hands threatening to tear her apart wing from wing, his piercing eyes staring deep into her soul with a mix of hate and anger. Thankfully, that was not currently the case. Unfortunately, that presented even more questions. Oily smoke passed by her rapidly, seemingly spinning without end. She was back in the same trance that had trapped her in the tower before she encountered Metal.

Rainbow grunted to herself. Were these the effects of that stone she picked up? It happened right as she picked it up when she found it. Now she had it again and it looked as if its games weren't done with her just yet. She swore, it seemed this whole world was out to get her at the worst of times.

The smoke began to reveal shapes right before her eyes yet again. With quick flash of light, Rainbow was met with a giant, green and catlike eyeball staring right at her, the narrow pupil focusing in on her as if it was studying her being. Rainbow's own eyes grew wide, suppressing a frightened gasp as she stumbled backwards. The smoke partially parted to her movements and she nearly fell. The light came again and the eye was gone, bringing a new picture. Rainbow had trouble keeping herself up right as she couldn't see anything, her vision completely overcome with white.

To her relief, the light finally dimmed. Unfortunately, it revealed yet another image. This one was much different, as it seemed to encompass the entire area around her. She was in a large, metal room, the smoke still present as it continued to swirl. That's when she heard the crash. It made her jump, as she didn't expect the reverbing sound it made. She looked back and saw the culprit. Or, more like the culprits. Flashes of both blue and red streaks shot across and around the room. The two streaks were going at what she could only describe as sound breaking speeds. It wasn't long before the two collided with one another, resulting in another loud boom throughout the room. This cycle continued for what seemed like ages until the smoke began to cloud her vision yet again.

Rainbow looked on where the image took place in bewilderment, but quickly took on a stern stance as she glanced at the dull greys of clouds. "If you're trying to show me something, at least make it clear what your trying to get across and not something so vague!" she yelled, presumably to the Time Stone like it could hear her pleas.

Even though she asked for it, she never expected a result. In an instant, the smoke began to envelope her, like it was trying to wrap around her body and strangle her. Rainbow tried to shy away in sudden surprise, but it was to no avail. It was already upon her, and her vision turned to nothing.

Rainbow's breathe suddenly returned to her as her vision became clear again. She was still standing out in the open like she was when she was in her face off with Metal. She felt her right hoof firmly grasped around something. She looked down and saw that she still had the Time Stone in her possession. That felt like both a blessing and a burden at this point. She couldn't tell how long she had been in that trace, even if it had only seemed like a short amount of time.

"…KILL SONIC THE HEDGEHOG AND RAINBOW DASH." she heard from in front of her.

She quickly glanced up and froze at the eyes that looked as if they were trying to burn a hole straight through her head. Without hesitation, she swiftly threw herself back, a quick but precise metal claw coming centimeters from her snout. As it passed by her nose, she felt her body continue to fall backwards. She managed to get a good look at the obvious culprit as well. Metal Sonic was lashing out at her, this time, he looked like he was going for blood. The dark aura was now being expelled from his body in full, and his eyes were close to being completely red now.

Catching herself with her hooves, and the Time Stone now firmly gripped between her teeth, she delivered a powerful upward buck to his torso, sending him flying into the air. She knew she only had a second of breathing room. Rainbow capitalized on her attack and pushed herself straight at the metal hog. By this time Metal had recovered, and was now on an intercept course with the pegasus. Both reared back a punch, ready to strike the other. Rainbow was confident she could get hers off first, she just needed to watch where his was going.

Just as the two were about to collide, Metal suddenly vanished in a huge burst of speed, a blue after image being left behind for a split second. Rainbow looked on in astonishment, all before receiving a powerful kick to her cheek, Metal reappearing right next to her. She groaned in pain as she could feel her lip swell a little. Furthermore, it caused her to loosen her teeth on the Time Stone, the jewel flying from her grasp.

Rainbow then felt a quick punch to the gut, making her cough up as all her air left her. The strike had caused her to fly through the air, a sudden urge to lose consciousness enveloping her senses. She managed to fight them back, however, and focused back on her aggressor. She extended her wings, stopping her flight as she readied for the fast approaching bot. He was quickly upon her again, but just like before he vanished from sight. Rainbow's flier instincts kicked in as she quickly ducked to the left and turned back. Metal's kick had flown straight over her head, her mane barely being grazed by it. This was only a slight annoyance on Metal's part, however. Metal's torso spun completely around, turning separately from his head, and bringing the same kick around again.

Rainbow brought her hooves up in defense as the kick collided with them. With this painful defense stopping his spinning, Rainbow pushed him away, and bringing her own hoof up, she delivered a punch to his faceplate. With him temporarily stunned, few just a couple precious seconds, Rainbow backed off and retreated to where she dropped the stone. Seeing it lying flat on the ground, she swooped down and scooped it up in her hooves, making sure to hold it close to her chest.

She didn't even turn to see what happened to Metal. While she hated to admit it, he could easily overpower her with how he was right now. Her best chance was to fly as fast as she could away from the metal hog and get the Time Stone out of her hooves and with the others.

Tucking her hooves in and angling her body to be more aerodynamic, she dashed through the air at extreme speeds. The urban metropolis was a but a blur in her peripheral vision. She may not have her powers right now, but that didn't mean she had gotten slow.

"Silver?! Blaze?!" she questioned through her earpiece frantically.

"We know!" she heard Silver say in a similar tone. "Whatever's messing with him right now must have him targeting you! He doesn't even seem to care about the Time Stone anymore!"

"Seriously?! Why the hay would it make him come after me?! I thought it was after Sonic!" she exclaimed.

"Whatever it is, it must know you're messing with time just like it is!" Blaze assumed. "It wants to take you out of the picture!"

"Then what am I supposed to do?!" she questioned. "It's not like I can fight him like thi—"

Her words were cut off as she was suddenly struck in the gut. As the pain quickly set in, she could both feel and see that her entire body had come to a complete halt, and that it was being dragged high up into the air. She also noticed the hint of blue and purple that was underneath her.

'But how did he…' she didn't know if she thought that or if she said it aloud, not that it mattered.

Metal's head was firmly embedded in her stomach as he continued to drag her into the air, the jet on his back not letting up for a second. They were already moving past the roofs of some of the buildings. Now wanting to see how far he would take her, she positioned her body so that she could punch him right in the side of the head. He budged, but only barely. Gritting her teeth, she struck him again, this time with better results. The hit allowed her to roll her body off him, pushing him away as he zoomed past her.

She had to clutch her stomach from the pain, but she quickly bit it down as to try and get more distance between her and Metal, not that it was gonna do too much good considering how fast he managed to catch up to her. Before she did, however, she noticed that her hooves were no longer holding anything. Panicking, quickly searched the open air for the Time Stone, thankfully spotting it immediately. It seemed to have come out of her hoof and landed on the roof of one of the massive towers.

Rainbow zoomed down to the stone, hoping to get an opportunity to make another break for it. As she neared the tower, however, her vision was steadily consumed by a white light.

Rainbow held her ground, not wanting to show weakness to her foe. A colossal punch from the metal monster rocketed toward her, but her eyes remained straight all the way through the attack, her brain screaming to her to fly away, but her heart telling her to face the danger, to take the hit.

Rainbow took in a large breath as she gasped for air, feeling her senses return to her. She could also see that she had gone way off course from where she originally intended to go and was now heading straight into the side of the tower. Out of pure reflex, she veered to the right. She could hear the sudden change in sound as she passed right by the tower. Thankfully, she had missed it completely. She flipped herself to face back at the tower, wanting to take another pass to grab the stone. This position allowed her to see that Metal was coming at her yet again, and he was already nearly right on top of her.

"Rainbow what happened?!" Silver questioned.

"You tell me!" she answered sharply. "That wasn't Metal, was it?!"

"We didn't see anything!" he added. "All we saw was you sailing away from the stone and straight into a building! What happened?!"

"Uuuhhhhh! Never mind!"

Rainbow gritted her teeth as she had to suppress the feeling to run away again. She knew in the back of her head though that it was going to be a pointless endeavor if she tried. Swallowing a lump that had formed in her throat, she clenched her teeth and brought her hooves up to her face, still ready to defend herself.

"You want a fight tough guy?!" she taunted the metal hedgehog, seeing his eyes focus on hers as he continued forward. "Come on! I'll show you just how I treat jerks like you back in Equestria!"

Instead of waiting a couple more seconds for Metal to reach her, Rainbow met him halfway, her hooves at the ready for what came. She decided to throw the first punch, her hoof, however, being blocked by Metal. Metal threw one of his own, but it missed due to Rainbow blocking with her hoof and her moving her head out of the way.

A brawl started to ensue in the sky, and it quickly turned into a messy skirmish of blue metal and feathers. The two were continually circling one another, each one throwing their own attacks at the other. Rainbow looked as if she was having a much harder time keeping up with Metal than he was to her. Whenever she went to strike, her attacks were met with the familiar feeling of pain as she made contact with the arms and legs he used to block.

On the other hoof, Metal was having no trouble at all exploiting the pegasus's weak points. If she left a spot open for even a split second to attack, he was ready to press on it and take advantage. She could already feel the bruises and scrapes from where he grazed and struck her.

She changed it up a bit as she flew above him, ready to dive bomb him with a buck. She had managed to line up the attack, her back hooves acting like crosshairs for her aim.

Rainbow looked on in awe, her mouth agape, her wings falling to her sides. Her eyes were glowing bright with a golden light, highlighting her natural magenta color in the mix. She didn't know what she expected to happen in past few seconds. She should be gone. She should be dead. She should be denigrated. Instead, she was still alive, and in the presence of a bright, glowing figure.

"Aaahhh!" Rainbow shrieked as her eyes felt like they had just been blinded by the sun. She reflexively held her eyes with her hooves, completely blind to the world.

'Is it…that stupid stone again?' she asked herself as she remembered what happened earlier.

The blindness didn't last long. Her eyes went wide immediately when Metal had punch her square in the gut again. Metal then brought his leg up and roundhouse kicked her, sending her spiraling to the ground. He wasn't done with her yet, however. After a series of uncomprehendable synthetic beeps, he spun his jet up to full, disappearing as a blur.

As Rainbow continued to fall to the ground, the blur that was Metal Sonic passed her back, beating her to it seconds before her body reached it. Letting his feet hit the metal planet, he launched himself forward. Rainbow was just about to impact as he intercepted her. He delivered yet another powerful gut punch. The hit stopped her descent in an instant, and Rainbow could feel the whiplash from the sudden change in direction, along with the still evident pain shooting through her stomach.

Just when she thought she could catch a second's break, she felt another painful punch, this time on her cheek. The attack forced her back, and she felt another strike on the side of her torso. Then another as an uppercut. Then one on the opposite cheek. Then another. And another. Metal had her locked in deadly combo of strikes, utilizing a series of punches and kicks to keep her being pushed back while not letting her fall to the ground.

Not knowing what to do, Rainbow just brought her hooves up to her face in an attempt to defend herself. While she was still being pressed with painful blows, she already preferred the pain on her hooves to the pain on her face. That didn't stop Metal from delivering her another roundhouse kick to her side, forcing her to clutch her side as he finally released her from the attack. The last strike, however, forced her sail back several meters before Rainbow managed to catch herself in the air, proof of how much power was behind that attack.

Rainbow still clutched her side, wincing and coughing at the punishment she was just dealt within the past few seconds. It felt like she had just been run over by one of the many taxi carriages back in Manehattan, and then getting stepped on by the ponies getting out. She tightened her eyes shut at the pain, but she didn't have to have them open to know the damage on her body. All the areas she was struck already felt like bruises were forming on her already blue coat. The unmistakable sensation of tiny cuts along her body had reached her brain, giving her a good idea of how she probably looked right now.

Rainbow opened her eyes, but they were slightly droopy from the fatigue plaguing her body. She breathed hard, but steadily, slowly bring her hoof away from her side and making sure her wings kept her from falling to the ground. Metal was floating across form her. Thankfully he didn't seem to be pressing his attack for now, but that could change in the blink of an eye, far before she could even react.

Fighting off her body's own responses to the pain, Rainbow brought in an intact of air through her nostrils and breathed out through her mouth, forcing her exhausted energy out and taking another fighting stance, making sure to keep her hooves in front of her at all times.

She locked her eyes once more with Metal's. She didn't yet know how she was gonna get out of this one. Could she go for the Time Stone again? No. That plan would be over before she even made it halfway up the tower. She could try to take him head on. Yeah, like that worked so well last time. She racked her brain for ideas, knowing she was probably short on time as it was. She could probably try and hold out long enough so she could find Sonic. Then he'd be able to help fight this guy. Then again…

Rainbow locked her eyes with Sonic's as he stood across from her. Neither of them made a move, but on her end, it was more out of fear.

The flash quickly subsided as Sonic's image was replaced with that of Metal, himself still unmoving. Yeah, forget that. She'll just stick with what she's got.

"YOU DO NOT KNOW WHEN YOU ARE DEFEATED," Metal stated. "ALL YOU CAN DO IS DELAY YOUR OWN DESTRUCTION."

"With all that learning you've been doing, you should have figured out by now that I don't give up just because of a few scrapes," Rainbow said, determination evident in her voice.

"SUCH IS THE WAY WITH ORGANICS," Metal continued. "RESISTANCE IN THE FACE OF DEFEAT. A FOOLISH ENDEAVOR."

"Hey, could you do me a solid and just go back to not talking," Rainbow shot at him.

She never waited for a response. In a matter of seconds, she was already upon Metal. He never even got a chance to move out of the way. Rainbow's hoof struck him on his iron cheek, pushing his head back instantly, but his body barely moved an inch. Following up on this, she swung her other hoof, impacting the side of his torso. Following up with a mix of strikes from both her fore and back hooves, Rainbow was making sure to get as much payback for his attack on her a second ago as she could. Every strike forced him back little by little, he himself still making no real effort to block the strikes coming in.

With a yell, Rainbow let the final strike impact directly in the middle of his torso, causing him to lurch back more so than before. He flew back a couple of feet before he quickly stopped himself. His jet pushed him back on course and he was back in his floating position. He was now letting his head hang low like he was somehow in pain, a shadow keeping most of his face hidden from her sight. Ever so slightly, however, he slowly lifted it, bringing his eyes to be level with Rainbow's.

"Heh heh…What do you say to that tin head," Rainbow said with a smirk, speaking in between breathes.

Metal's expression, if you could call it that, looked that of boredom, or disappointment, like he was expecting more. Although, it also looked as if he was waiting on something.

"…"

"YeeeeeeOOOOWWWOWOWOWOWOWOW!" Rainbow started shrieking at the top of her lungs.

She suddenly curled up while she was still afloat, tightly gripping whichever hooves she could get a hold of. It felt like she had just punched through a brick wall, with all the consequences that came with it.

"OW OW OW OW OW OW OW OW!" Rainbow continued to groan, twisting and turning as she sought to sooth her poor hooves.

Fighting back the tears that were threatening to form in her eyes, Rainbow gritted her teeth tightly as she looked back at Metal, all while massaging her hooves. Metal's hand was now outstretched in her direction, his palm facing out toward her. His hand suddenly began sparking with electricity as he pushed his palm outward. The next thing she felt topped whatever punishment her hooves had to endure. A wave of lightning, in the shape of a perfect circle, formed from his hand and found its way straight to her. Pain shot through her whole body as it made contact, a mixed feeling of static and wind pushing her back. The attack had sent her flying backward, leftover sparks emanating from her body as she failed to catch herself. She impacted with the hard ground, sliding further down the urban street before coming to stop.

She struggled to get up this time. Most of her body felt numb from that last attack, causing her legs to stumble as there feeling slowly attempted to return. Even as she was starting to regain control, she still couldn't manage to get back on her hind legs, her fore hooves her only way of propping her body up.

"AS I SAID, YOU ONLY DELAY THE INEVITABLE," Metal said in a slight taunt.

Rainbow could only turn her body to look at the metal hog. For once, she was actually starting to agree with him. What else could she do at this point? Nothing seems to faze him. After that last attack, she wasn't in any position to try anything.

'Pony feathers,' Rainbow thought, a bead of sweat rolling down her forehead. 'What the hay am I supposed to do to this guy to get him off my tail? Running doesn't work. He's too fast! Fighting him head on doesn't work. He just pushes me back twice as hard.'

Rainbow mentally slapped herself. 'Come on Rainbow, you need to pull out some of that old Wonderbolt training if you're going to get through this. Just because things look bad doesn't mean you should throw in the towel halfway in.'

Rainbow could feel her consciousness fading, her eyes slowly shutting as the cold, metal claw closed on her windpipe.

As the image fell, Rainbow suddenly felt a wave of fear wash over her as she continued to stare at the bot across from her. She audibly gulped at the thought.

"Oh man," she groaned to herself, "this isn't good."

Metal continued his long stare at her, Rainbow not knowing when he'll decide to end this right there and then. She waited. And waited. And waited longer still. Even then he didn't even move. Was he messing with her or something? This entire time he barely did a thing. Then again, she did eventually notice he wasn't so much looking at her. His gaze was drawn to a point slightly above her.

"Heh! This looks like fun! You trying to hog this guy all to yourself Colors?" she heard behind her, much to her disappointment, and the cause of her ears dropping.

She turned around and it turns out her ears were not deceiving her. Sonic was standing there with his right hand on his hip, looking at the ongoing confrontation with a snarky expression. In his left hand was…oh you've got to be kidding! In his left hand was none other than the Time Stone she fought tooth and hoof for. He was just throwing it in the air before catching it, repeating the process over and over. It was like it was some kind of prize he won.

Behind him was the pink girl hedgehog that she recognized as Amy, this time she only assumed she was the real one. She was currently looking at her and Metal with a hint of awe in her eyes. It was like looking at Scootaloo in a hedgehog costume. Yeah right. Like Scoots would be caught dead in an outfit like the one this girl was wearing. On her back was the bag that she and Sonic had fought to get back during the race. She was obviously entrusted with the other Time Stones Sonic had been collecting.

"Yoo-hoo?" Sonic called to her, tossing the stone he held over to Amy, her just barely catching it. "Earth to Colors. You need some help?"

Rainbow finally managed to pick herself up, cringing at his tone of voice as he used her oh so infamous nickname. "No thanks squirt," she said, making she he heard the last bit. "Just so you know I was doing just fine. I was just trying to catch him off guard was all."

"Well you seemed to be doing a good job so far," he laughed, earning a glare from the rainbow pony.

"And where were you the whole time?!" she questioned. "For the fastest thing alive, you sure like to take your time getting from place to place!"

Sonic shrugged. "Just sightseeing. This place is so dull I have to find something to do."

"Sightseeing?!" Rainbow nearly yelled.

"Well doesn't matter." Sonic walked past Rainbow as he wound up his arm. "It's my turn anyway to take a crack at him."

"Wait! Your turn?! What do you mean your turn?!" Rainbow questioned incredulously.

"Hey, I can't let you have all the fun, and who better to have fun with than myself?" Sonic said, eyeing his counterpart across from him.

Rainbow was about to argue, but her train of thought was lost as she caught a glint of purple in her peripheral vision. She looked over to see that Metal was once again letting his aura flow. It didn't take a genius to see that he was thinking along the same lines as Sonic. She looked back at Sonic and saw that his own aura, still white, was slowly building up as well.

"Watch and learn! This is how we do things around here lady!" Sonic exclaimed as he charged forward, a sonic boom left in wake.

Likewise, Metal spun up his jet as he dashed forward to meet his doppelganger. The two then clashed in the center, a mix of white and purple intertwining.

"There he is! Bring us down here!" Orbot ordered to his yellow friend.

The two bots were currently riding in a spare eggmobile that the doctor kept around the place in case of emergencies. Cubot was piloting. Orbot was doing his best to guide him in the right direction, but it wasn't an easy endeavor. They were both currently overlooking the unconscious doctor that was lying face down on whatever was left over from the Stardust Speedway. It was the same position he was in when they last saw him on the monitor in the control room.

"Uh, yeah. I don't really know how to lower this thing," Cubot said, a hint of embarrassment in his voice.

"Just give me the controls."

With careful precision, Orbot managed to lower the eggmobile to the same level as the near destroyed platform, allowing him and Cubot to jump out and wheel their way over to the doctor. Right away they noticed the most glaring new feature on him. There was a now huge knot on top of his bald head. A little dried blood could be seen on the injury, but thankfully it didn't seem to be much more than that. Other than a few scorch marks on his uniform, he got out somewhat in one piece considering he basically exploded.

A quiet grunt could be heard from him as he lied there, a slight shift in his body showing that he was slowly starting to regain consciousness.

"Doctor!" Orbot exclaimed. "It's good to see that you're still alive. We didn't doubt it for a second of course."

"We didn't?" Cubot questioned, but he was quickly silenced by Orbot frantically slapping him across the face, causing his head to spin out of control.

"Of course I'm still alive you nincombots…" Although he was now conscious, he was still very sluggish with his words and was having trouble picking himself up. "Now help me up."

Seeing his struggle, the two bots quickly made their way under his arms, doing their absolute best to keep the large man from falling over again. It wasn't easy for their little servos to keep such a large mass up for long periods of time. Slowly but surely, they managed to help the doctor into the new eggmobile, making sure he was properly seated before taking their places at his sides.

"So, what's on the agenda now doc?" Cubot questioned. "We're in a worse spot than a horse at the glue factory."

"Just shut up and let me think for a second," he said harshly, rubbing his head injury as he leaned over the control panel to the eggmobile.

"I believe you should know sir that after you fell unconscious, Metal Sonic destroyed his own shutdown remote after he picked it of your person," Orbot explained. "I told you from the beginning that you should've created a better failsafe for when these kinds of things happen."

"I'm fully aware of the fact that Metal Sonic is no longer under my control," he said slowly bringing his head back up, but still looking a little woozy. "And am I right in assuming that you both have failed to stop Sonic and that pony?"

"Correct!" Cubot said, receiving a facepalm from Orbot.

The doctor sighed as he rubbed his temple, partially out of pain, partially out of disappointment. "Soonest opportunity I get, both of you are getting melted down and repurposed as garbage bots."

They didn't dare say another word after that statement. Whenever the doctor made threats like that, he usually back them up.

"Well," he continued, shaking his head as to relieve himself of his dizziness, "no matter. All three of them have lasted too long in my opinion. I can assure you that none of them will get off this planet alive."

"What are your orders doctor?" Orbot asked.

"Send a signal to all badniks stationed on Little Planet. Have them convene on my position. If these pests want to challenge the might of the most studious Dr. Eggman, then we'll be sure to show them the consequences of their folly."

He didn't waste any time taking control of the eggmobile and flying them away from the tower. The two bots had to hold on tightly as he made many sharp turns, not even slowing down for a second. But that's not what they were too focused on right now.

"What did he call himself?" Cubot asked.

The battle between Sonic and Metal was going exactly as one might expect. The hedgehog and the robot hog were clashing with each other in lightning fast streaks of light. To the naked eye, one would never even see the strikes they were throwing at each other.

Sonic quickly intercepted Metal, impacting with him straight on. His white aura flared, mixing perfectly with his blue streak, and he managed to push Metal back. He gave chase, throwing punch after punch in what looked like a blur. Metal had to go on the defense, bring his arms up to block the incoming strikes. After running some quick calculations, Metal angled his arms in a way that allowed him to catch both of Sonic's fists in opposing hands, gripping them tightly. Sonic's advance was halted almost instantly as Metal threw him over him.

Sonic landed feet first and was quick to dodge Metal's spin kick. Sonic threw a kick of his own, but it was matched when it met another own of Metal's. The two separated again, going back to clashing at high speeds.

Sonic decided to go for another strike, but before he could even close the distance between him and Metal, the metal hog had flown high into the air, keeping out of Sonic's reach. Metal then extended his arm, sending a powerful arc of electricity shooting out of it and right toward Sonic. Seeing the incoming attack, Sonic skidded to a halt before performing a backflip, dodging the attack and landing on his hands. Metal didn't stop the barrage. More and more bolts were being shot at his counterpart. Sonic pushed off the ground with his hands, performing as series of backflips in an attempt to keep away from the bolts as they exploded on the planet's metal surface.

As another bolt made its way toward Sonic, the blue speedster flipped his body to left, dodging the incoming attack as he broke into a sprint. Metal made sure to keep a close eye on his opponent, not letting Sonic out of his sights entire he could land a single hit.

Seeing the bolts, Sonic sidestepped each one as they rained down. He looked onward, seeing that he was headed straight for a tall, flat sided building. Good.

Pushing himself off the ground, Sonic's feet impacted with the face of the building before going into his figure-eight technique. The speed he was going at allowed him to run right up the side like as if he was still on the ground. Bolts continued to fly past him, but it didn't matter at this point.

With his aura flaring, Sonic went into a massive burst of speed, a blue cone forming around him as he near disappeared in a blur. Within a second, he was finally level with Metal. As he reached his height, Sonic pushed off the building, forming his new trademark move, the homing attack.

Seeing the attack, Metal did a quick scan before forming his own homing attack, shooting to meet with Sonic. As the two impacted, they violently bounced off one another, streaks of blue and purple colliding before shooting away in opposite directions.

Meanwhile, spectating the battle from a good distance away, was Rainbow Dash and Amy, the former watching with a mix of surprise and disdain, and the latter watching with the biggest eyes imaginable, enough to give even Pinkie a run for her bits.

"Isn't Sonic amazing!" Amy stated with great glee. "He's so cool and confident. *squeal* I can't even describe him with words alone!"

"He's definitely something," Rainbow responded, but not with the same amount of excitement.

Unlike the little hedgehog, whose eyes were focused solely on Sonic, her eyes were focused on the fight itself. Although that was starting to get rather difficult. The two were moving so fast that she could only catch glimpses of blue every now and then, whether it was Sonic or Metal she didn't know. Whenever they would clash, however, that was when they would stop moving for a brief second, just enough for her to see the mix of purple and white before they disappeared again.

Sonic…she just couldn't wrap her head around this kid. He's been an enigma to her ever since she met him. Capable of so much, and yet so infuriating. Plus, she just couldn't stand that he was keeping up with this guy. Yes, she wanted him to win, that's why she was here in the first place. But if this was anything to go by, he didn't even need her help.

But if what Silver said was true, that aura around him was not something normal. Now that she got a good look at it, it looked eerily like the aura around Metal, just a bit on the lighter side. Was Sonic really being influenced by another force as well? Even if that were true, for what reason, and to what extent?

Rainbow's attention was brought back to Amy, the girl still in her seemingly endless trance that she put herself into. What's this girl's deal anyway?

"So how do know Sonic?" Rainbow asked. "You his mare—girlfriend or something?"

Amy was taken out of her longing stare at the question, but it was replaced with a bright red blush that covered her whole face. She was tapping her feet together in a shy manner as she rested her hands behind her back.

"Well, we actually met just earlier today," she responded.

"You sure are making a lot of googly eyes at him for somepony you met just today don't you think?"

Amy looked up at Rainbow like she had just been insulted. "Wouldn't you feel like that if you were someone who was just rescued by him?! Everything was setup so perfectly. The damsel in distress in a hopeless situation at the hands of an evil villain, only to be saved by her hero when she needed him most. It's something out of a romantic story if you think about it."

"Whatever you say girly," Rainbow didn't think she ever felt more uncomfortable talking with somepony than right now.

"Hey, you're Rainbow Dash, aren't you?" she heard Amy ask.

"Yeah," Rainbow answered, glad to change the subject. "What about it?"

The hyperactive hedgehog girl squealed in excitement again. "I was watching the race from Robotnik's control room! Both you and Sonic were amazing the way you both moved so fast! I was so jealous of you!"

"So, you were jealous of me and the squirt over there?" asked Rainbow, her interest piqued. "I mean, I can understand that. I was pretty awesome out there wasn't I."

"Both of you were! I just kind of wish I could've been able to do the same."

Rainbow grew curious at that, prompting her to raise an eyebrow.

"What do you mean?"

"It's not just that you're both fast, it's that you're both so brave and heroic. Ever since I first saw Sonic, I guess I was a little jealous of him, too. He just charged straight into danger for the sake of others. I suppose that's also why I admire him so much."

"You admire him? Kind of low standards don't you think?"

If looks could kill, this kid was the embodiment of death. Amy looked as if she was personally insulted by her statement and was ready to throw with the older pony.

"Ok! Ok! I didn't mean it!" Great, now she was having to defend herself from the wrath of a little girl of all things."

Before their confrontation went any farther, a loud and ground shacking boom echoed off the buildings as it rung in their ears. They looked back to the fight to see that both the fighters were now going at near blinding speeds, only tiny flashes indicating where they were. Shockwaves formed whenever they bounced off one another, causing the whole area so feel like it was shaking.

However, after many more clashes, they stopped. After the final clash, Rainbow and Amy could clearly see the two. Metal had delivered a powerful punch to Sonic's gut, a blast of air forming around the strike as Sonic suddenly and painfully was shot back. His back impacted with the building behind him, making him cry out in a shot of pain. He fell to the ground, barely holding himself up. Metal saw his chance. While he was down, Metal raised his hand, charging the orange electrical arc around his whole arm.

"Sonic!" Amy screamed in fear.

Without another thought, Rainbow threw herself in the fight, leaving behind the yelling hedgehog girl. Metal's arm was close to shooting out its attack, close to ending the fight in a one, final blow. Rainbow prepped herself, she couldn't miss. Just as the arc was leaving his hand, she threw her punch, impacting with his cheek and causing the attack to fly off course, striking the side of the building in a fiery explosion.

Metal was quick to identify his attacker and swiped at her with his claw. Rainbow managed to duck under the attack and deliver a buck right to his chin. The hit violently threw his head back as he was sent flying a few feet away from the group, skidding to a halt as he hit the ground.

Rainbow let out her breathe. That was too close for comfort. Looking back at the wall Sonic was near nailed to, she saw the hedgehog picking himself up from his obviously pained position.

"You know, I was doing just fine lady," Sonic berated her. "I had him right where I wanted him."

"More like he had you right where he wanted you; back against a wall!"

"Heh, maybe from your point of view."

"It was my point of view that just saved your sorry flank kid. Don't even think for a second that these eyes would miss something as obvious as that."

"I don't know," he said, his snarky demeanor coming up yet again. "You sure seemed to be missing a lot of Metal over there when he was busy beating the blue out of you."

"What'd you say you little punk?!"

"Rainbow!" Silver suddenly yelled. "Stop fighting with him! Look!"

Tearing her eyes away from Sonic, she quickly spotted Metal making a bee line straight for them, his eyes full of killing intent. She swore under her breathe. Could she just get a break for like two seconds?

"Ok squirt, you had your fun, now it's my turn again," Rainbow readied herself, flaring her wings and getting into a crouched position.

Before she could even get her hooves off the ground, however, she felt a sudden slap on her rear end, causing her to jump in surprise as a blue blur shot past her.

"Sorry lady! I'm already tagged in! You can just wait till I need a water break!"

For a brief second, Rainbow just stood there in shock, one at what he just did, and one at his choice of words. In the span of a second, however, that shock quickly turned into a death stare, being directed to the blue blur himself. Lowering her head, she snorted, steam coming out of her nostrils like an infuriated bull.

"Why you—you little PUNK!"

Leaving behind nothing but a rainbow streak, she dashed forward. She quickly managed to catch up to Sonic, who was still on a collision course with his fake self. Instead of giving this kid the biggest beat down of his life, which she would've been ecstatic to oblige, she instead focused her effort on what was in front of them. She knew what they had to do. Just wait till all of this was over, however.

The three were now very close to meeting, each one leaving behind their respective streaks. Just as they were about to hit, however, Rainbow noticed that Metal was starting to turn his body away from them. This confused her for a second, but it quickly became apparent that he wasn't looking forward to a head on collision any more than they were. She even saw Sonic already beginning to turn his body. Following suit, she twisted her body to the left, following their movements as to keep up. Just as the collision was about to take place, both Metal and Sonic made a sudden sharp movement, turning completely to the left as they stopped on a dime, the sides of their feet touching. The two dashed off within the same second, leaving Rainbow in the dust. She herself really had to strain her wings in order to make the sudden change in direction. Thankfully, she managed the maneuver, following closely behind them.

The fight quickly became what could be seen as a second race, this time without restrictions. The entire metropolis was at their disposal, with no invisible force fields to hold them back. Metal would engage Sonic as he was closer to the ground, sometimes the blue streak that was the hedgehog bounce up the sides of the buildings to try and keep up with him as he got higher. If he reached a certain height, it was then he had to deal with Rainbow Dash. The two would weave around entire skyscrapers as their streaks danced around one another in what would normally look like a beautiful display.

As Rainbow and Metal made another roundabout, they collided, Rainbow bouncing higher into the air as Metal bounced back down to the ground. Sonic saw the falling bot and took his chance. With his white aura flaring up, he spun into a ball jumped up to meet him in a spin dash. At the last second, however, Metal twisted his body to dodge the incoming attack, letting him sail right past him. In retaliation, he extended his hand and shot a powerful bolt at Sonic. The bolt hit just as Sonic come out of his spin dash. Pain shot through his body as he did his best to block the attack, to no avail.

The blast of electricity sent him flying, sparks emanating from his body. It wasn't too long before Rainbow Dash flew past him as he sailed back to the ground, her hoof ready to strike.

"He's mine!" she yelled.

Metal looked at the incoming pegasus with an impassive look as he scanned her attack pattern. As he finished his scan he noticed how simple this plan of attack was. He was not impressed. As Rainbow neared him she was getting ready to throw her punch. Unfortunately for her, the attack never even made contact. In response to her advance, Metal did what was probably the most insulting thing he did to her during the fight. As the punch was a mere centimeter distance from his faceplate, he struck her cheek with a backhand.

Rainbow's mind when into a daze from the strike, a red bruise forming itself on her cheek. The hit itself changed her course completely. There was so much power behind the attack that she was sent flying past many structures, in what looked to be the equivalent of an entire city block. Before she could readjust herself, she felt her body touch the ground, skidding a few feet before she finally came to a stop.

She begrudgingly picked herself up, her cheek feeling like it was on fire. She rubbed it to alleviate the pain somewhat, but it was still there. Great. That was something else she'd have to check up on when she got back home.

It wasn't even two seconds before she heard the clanking of metal against metal in front of her. She looked up to see Metal walking calmly in her direction. He wasn't in any hurry, but that almost made the whole thing seem unnecessarily creepy. His aura was still very prominent, along with the glowing, red eyes, making him seem even more terrifying than he should be.

"Ok! Now you've done it you oversized washing machine!" Without a second glace, Rainbow took off into the sky, not waiting for Metal to catch up.

At great speeds, she sped upwards, the lights of the buildings passing her by before she reached the open sky. She could see that they were no longer on the underside of Little Planet, the red sky, assumedly caused by the industrial state of the planet, now in full view. She climbed and climbed, feeling her sense of gravity changing as she left the planet. As she left, the sky slowly began to revert back to its ocean blue color, the effects of the Robotnik's takeover not going past the place.

Once she felt she was at a good height, she stopped and turned back to face Little Planet. She didn't see Metal anywhere. He must not have followed her up. Good. That meant this could go off without a hitch.

Rainbow took a deep breath, prepping her body for what came next. She set her eyes on the small planet and pushed herself straight towards it. She out stretched her hooves and straightened her body, trying to be as aerodynamic as possible. With every second she could feel herself pick up speed, so much so that a cone of air started to form around her body. The planet was now approaching extremely rapidly, the sky changing back to its red hue.

Then came the final push. Rainbow could already feel her cheeks being pushed back by the air, having now to force her eyes closed. Her mane was blown back as her wings gave one final, hard flap.

BOOM!

That had pushed it. A massive rainbow shockwave had suddenly appeared in the sky where she once was, spreading throughout the entire sky. At its center, Rainbow Dash was zooming down at the planet at insane speeds, a rainbow trail left in her wake as the cone had tightened around her. This was her move: the Sonic Rainboom.

The details of the metropolis below were quickly becoming apparent. The ground was approaching at a rapid pace, and she had but just a few short moments before she met it. She scanned the area in front of her like her life was on the line. That's when she saw him. Metal was smack dad in the middle of the street where she had left him, looking up at the spectacle with what she assumed was shock on his blank face.

"We'll see who's inferior now!" she said, the taunt directed to her target.

She was just seconds away from a head on collision with Metal. She was going too fast at this point to stop, but at the same time she was going too fast for him dodge. She lined him up between her hooves, taking aim. Then she impacted.

The hit caused a huge shockwave to implode through the streets, anything that wasn't bolted down getting sent flying. Even bits and pieces of metal sheets on the buildings and streets were getting ripped from their placements and thrown to the wind.

Sonic, who had recovered some time ago, was forced to hang on for his life to a jutting piece of pipe. He was getting pulled off his feet as he put a death grip on it, having to close his eyes at the amount of force going against his face. He didn't know what that lady did, but one thing was for sure. This proved she really was crazy. Although, he could help but let a smile grow onto his face. He knew he liked her for something.

After some time, the shockwave settled, an echo in the wind its only remains. Anything that had been thrown by it had crashed violently in near every direction, some objects even imbedded in the sides of the structures. Bits of metal were twisted and contorted in unnatural shapes, some even twisted up like pretzels.

Rainbow herself felt like she had been struck by a ton of bricks, if the throbbing of her head was any indication. She had been thrown to the side after the impact, her body littered with bruises as her vision was clouded with dizziness. It was a challenge in itself to just pick herself up. Ever so slightly, she was able to recover some of her senses, her sight one of the first things to return. She shook her head, getting a good look at her surroundings. The whole place was trashed now. Well, it looked like garbage before, but now it was just a crumbled-up mess. While outwardly she was in great pain, inwardly she was patting herself on the back. She showed that tin can not to doubt her again, that is, if he was even still in enough pieces to regret it.

She glanced over to the impact sight, seeing a small crater made up of bent metal and jutting pipes. Black, industrial smoke was flowing out of the pipes. At least that explained why the smell of this place just got 10 times worse. She looked past the, however, and toward the center of the crater.

What she saw made her heart sink. Metal was indeed in the center, so she did make her mark. Not that it mattered. Metal had his arm extended all the way to his sides, his palms facing outward. The gesture was confusing at first, but she could now clearly see what was going on. Metal was encased within a dark purple, diamond shaped barrier. He was covered from all sides, no marks left on him or even the shield. Small courses of purple electricity danced on its surface.

"You have got to be kidding me," Rainbow said, aggravation evident in her tone of voice. "He has a shield now?! Is there anything this creep can't do?!"

Metal must have heard her comment, as he turned to face her within his own barrier. He lowered his arms, dropping the barrier as he walked out of the crater. Rainbow stared at him in utter disbelief. If even her Sonic Rainboom couldn't touch him, then what else did they have that could? Rainbow got up, her body shaking in pain from the impact. She held her ground against the approaching bot. No matter what happened, she was gonna go down swinging.

Then, she spotted another figure. In a quick series of motions, Sonic appeared in a blue blur right behind Metal, his fist clenched and ready to strike. This didn't seem to even faze Metal. As the strike came down on Metal's head, he moved it out of the way, letting the punch miss him completely and making Sonic open for the counter attack the followed.

Using his robotic like flexibility, he brought his leg up, kicking Sonic right on the chin. It looked to have fazed Sonic greatly, but he recovered quick, not letting it hinder him as he pressed the attack further. The confrontation turned in a mess of punches and kicks, each attack either making its mark or being blocked by a similar attack.

Rainbow watched on as the two weaved around one another, especially in Metal's case, his robotic body allowing for much more movement than Sonic's did his. Rainbow had to give this to the kid, he knew how to fight. It was strange considering how young he was. She couldn't help but wonder how he could be this skilled. Either he once had, or still has, a great teacher, or he was just uncannily great at self-teaching.

'One thing at a time Rainbow Dash,' she told herself.

She couldn't let her focus waver now. They needed a plan, and like right now. Even with Sonic and her attacking together they were still having trouble keeping up with this guy. She could already feel the fatigue starting to set in, and she could only assume Sonic was feeling the same way, if the beads of sweat on his face were any indication. Metal didn't suffer from that problem. As a machine, he had an endless supply of stamina.

Rainbow gritted her teeth. This wasn't good. If they didn't do something soon they would quickly get overwhelmed. Silver wasn't kidding when he told her that some of these guys were tough, but she wasn't expecting this.

"Hey guys, I'm happy to take in any advice now," Rainbow called out through the earpiece.

"Rainbow, how are you feeling?" she heard Blaze ask.

"Ugh…I feel worse than I did the day after that birthday party Pinkie and Discord threw for me. That means bad by the way."

"I'll have to take your word for it," Silver said.

"Less talk, more plan if you don't mind."

"Right, sorry," he answered. "I'm going to be honest with you, things aren't looking good. Metal has already gone past his old limits. Even with you and Sonic working together he's still able overwhelm you."

"Any ideas?"

"We're working on that," Blaze assured. "But there's only so much we can do from here. Your best shot at beating him right now is to work with Sonic the best you can. And I don't mean just fighting at the same time."

"Yeah, no thanks. He'll just get in…my…way," Rainbow trailed off, an almost 6th sense tickling the back of her head.

"Rainbow, don't start creating friction between you two," she scolded. "Everything you to do affects how the time line will play out."

"Wait, just hold on a sec will you," Rainbow berated, looking at her surroundings as to what was causing it.

"Huh?"

…Is this?

"Hey! I could use a little help now!" she heard being yelled at her.

She looked to the voice and saw Sonic getting kicked square in the gut, the hit throwing him backwards as he skidded to a stop just in front of her. He looked just about as beaten and weathered as she did. He was breathing heavily and his hands were now resting on his knees. His quills were an absolute mess and she could spot of couple of scratches around his body. Overall, he looked as if he was about to drop. Metal on the other hoof looked relatively fine, aside from his earlier punishment during the race.

"You know, I kind of considered you having your turn now," he said with a smirk, breathing in between his words. "For once I'm actually getting a bit winded."

Rainbow couldn't help but smirk behind him. Now he wanted that help.

"Sorry," she answered. "I didn't know if me shooting myself toward a planet was help or not."

"Hey, you're just crazy if you want to do something like that. I can dig that."

"Yeah? Well then you better get ready squirt. Things are about to get 20 percent cooler form here on out," Rainbow said confidently, taking a place next to Sonic, both now facing Metal.

Sonic was still breathing rather hard, but he was still able looked up to the pegasus lady to his side, an eyebrow raised. "20 what? That some kind of phrase where you're from? Heh, I don't know what you mean by that, but you're gonna have to pull something crazy out of that frizzled hair of yours if you want to take this guy again. I should know."

Rainbow blew a strand of her 'frizzled mane' out of the way at that comment, her eyes still set on Metal. "Don't get your quills in knot kid. I can take it from here. You just get that water break you obviously need, alright."

"Ya know, a water break sounds good right now doc. Ya think we could do that then come back to destroy 'em later?" said a new, western voice as it echoed off the buildings.

"We don't even need water Cu," said a bored synthetic voice.

"Shut it you two!" said an all too familiar voice.

At the sound of the voices, all three combatants, Metal Sonic included, looked up to their origins. Up above them, farther down the street, was the eggmobile with two small egg bots and a very disgruntled doctor at its controls. Rainbow and Sonic couldn't help but notice the state he was in right now. His clothing was torn in places and his mustache was all over the place, even more so than normal. There was even a thick knot on top of his head. It must've been there for some time, as it was just changing purple.

"Robotnik!"

"Robuttnik!"

Even from here, Rainbow could easily see the scowl that was evident on his face. Was it something that she said?

"No one calls me that anymore girly!" he said with anger in his voice. "And by the time this whole ordeal is over, everyone in the world will know the name Dr. Eggman! Starting with you two, at least for the remainder of your puny existences."

"…"

Rainbow, honestly, was a bit stupefied at his statement. Did she hear him right? Did a bunch of names just get switched or something? To her left she could hear Sonic cracking up at what he just said. Even she herself was having trouble keeping the laughter from being let loose. The doctor obviously heard them, as his scowl just grew even more threatening.

"Hahahahaha! Are you kidding me Robuttnik?! I knew you liked my insults, but you really seem to have taken them to heart!" Sonic laughed, holding his sides.

"Silence!" Eggman yelled.

Finally, Rainbow joined in on the laughter. "You know, I think it fits! All you need now is a wall for you to sit on!"

"Hey! Don't take it out on the doc!" said Cubot. "He's just goin' through a faze."

"I said silence! All of you!"

As he slammed his fist down on the eggmobile, Eggman's eyes inadvertently fell on the fourth member of this confrontation, his latest creation, Metal Sonic. The blue bot was looking up at him with hate in his synthetic eyes. Eggman attempted to return the same amount of hate to him.

"Metal Sonic," he noticed the twitch Metal's body made at the drop of the name Sonic. "I expected better from you. I created you, gave you a purpose, and gave you the skills to put that purpose to good use, and this is how you repay me?! That isn't going to cut it my friend. I gave you too much freedom from the get go to have let you loose. Soon, that mistake will be rectified."

"Sorry to burst your little hate trip," said Rainbow, "but what do you want Egghead? You're kind of dragging this whole thing down."

"What do I want? Well if you must know, I want you all to just go and disappear! You two have made a mess of everything that I've worked so hard to achieve here! If there's anything that I regret in the past hour, it's sending a failure like him," Eggman said angrily, pointing to Metal, "to do the work I should've done myself."

"Pretty sure there's a lot more you should regret then that," Sonic pointed out. "You haven't exactly done a good job of killing me all those other times."

"I'm all too aware of that you rodent. But soon, you'll be nothing but a pile of blue paste while I'll be sitting pretty at the thrown of Little Planet, and soon, the whole world!"

Rainbow was getting tired of listening to this guy's constant rambling. All he seemed to be that good at was booting his own ego. Metal Sonic more than likely agreed with her on some levels. Already, he was facing the doctor with a very threatening posture. If Eggman wasn't careful, he may end up getting a much worse beating than they had experienced a little while ago.

Metal slowly began to take steps in his direction, his back hunched over in a very creepy and terrifying manner. Dr. Eggman looked down at his creation and a wave of panic swept over him. Looking into those dark eyes, it made the sweat on him feel cold to the touch. Still, he had the upper hand here. All he is is a minor inconvenience He grinned madly, letting the panic flow out of him.

"I wouldn't get so anxious Metal," he said, raising his hand. "Besides, I think you all have much bigger worries at the moment."

At his final words he snapped his fingers, a sharp echo sent through their ears. Rainbow and Sonic looked at the doctor with peculiar looks. What was his game this time? There question was answered when the sound of the snap disappeared, and it was replaced by the sound of whirring machines.

Rainbow looked around the area. In every corner of the metropolis there were badniks appearing from its hidden areas. Not just a few either. If Rainbow didn't know any better, she'd say that every badnik that was on Little planet was here. Hundreds of the walking, orange badniks walked into the street with their weapons drawn, some of them being pikes and shields, while others were different assortments of guns. As the piled in, they started surrounding the three combatants in the middle of street, forming one circle around her and Sonic, and forming a separate one around Metal, who was simply looking at them all with what must have been disgust and pity.

It wasn't just these badniks, however. She could hear a mixture of both propellers and jets filling the area around them. She looked up to see no sky. It was just dark. She realized this was because of the huge mass of flying badniks that were forming an artificial cloud over the red sky. Some of them were just the normal orange ones, only with jetpacks and some odd-looking guns. The others were similar to the ones she saw on the Death Egg, a cannon underneath their round bodies. All of these bots had their eyes on the three below them, and looked serious.

As the bots around her and Sonic closed in, they were forced to go back to back, each of them facing an entire half of the horde. The circle was starting to get rather tight, but thankfully, they stopped, giving them just a few meters of breathing room.

Eggman, as this was going on, was grinning from ear to ear with excitement. His time has finally come. Three of his problems will soon be nothing but an annoying memory, ready to be lost to time. Ohohohoho! This must be what joy feels like!

"So, what do you have to say now?" he said, his voice filled with confidence. "I thought it would only be proper for you all to be introduced to the rest of the Eggman family. I assure you, they all have a great fondness for *cough* 'friendly greetings.'"

"What do we have to say?" Sonic asked, his cocky side coming out again. "Well, I thought we had enough here ugly before these guys showed up. Now it's like you're trying to prove a point."

"Yes, yes. Aren't you very clever," Eggman said, his tone dripping with sarcasm.

Rainbow was barely paying attention to the banter that was going between these two dolts. She was more focused on the army of robots that were currently surrounding her. Not that they were any less goofy looking, but still…

Rainbow looked around her, eyeing the dark, purple creatures that had materialized around them.

She shook her head frantically. That again? Seriously, that stone had to have messed with her somehow. She was only wondering what these visions were supposed to be about. Silver did say that Sonic once used them to look into different futures. Is that what she was doing? Looking through time? If so, she wasn't a fan.

She focused back on the horde of bots. Now a normal pony might have been intimidated by the sheer mass of her opponents. Strangely enough, however, she didn't feel intimidated in the slightest. If anything, she felt excited, like adrenaline was pumping through her system at the sight of them. She smirked. This was going to be fun.

"Now, to everyone who is not a certain metal hedgehog, I will gladly accept your surrender," the mad doctor said. "Then again, anyone who is not a hedgehog in general should be the ones to surrender."

"Yada yada yada," Rainbow mocked. "Is talking all you're good at buddy? If it is, just sit back and watch as your little 'family' gets sent to the scrap heap."

"What was that?!"

"Heh, you're really pumped aren't you Colors?" Sonic said with a grin.

Rainbow couldn't help but return the grin, at least a half one. "Just watch and learn. This is how I do things back home!"

Rainbow closed her eyes, letting that feeling of adrenaline wash through her body, her heart getting sent ablaze by the sudden intake of energy. Taking in a sharp breath, she then let it out, a blazing red aura suddenly flowing around her body. Her signature red lightning bolt appeared on her chest before it vanished just as quickly. She opened her eyes, and was very pleased with the results.

"What?!" she heard Eggman yell.

Even Sonic couldn't help but look over to her. He looked at her with a hint of awe. How long had she been holding this back? Would've been nice if she had used it earlier. Could've probably saved them some trouble.

"Not bad Colors," he said cockily. "How about I join ya."

On que, Sonic let his own, white aura flare again. As the two stood by one another, their auras mixed almost perfectly, the red being highlighted by the white in a starlit fashion.

"Only one way to go from here ya know," said Sonic. "You think you're ready for that lady?"

Rainbow rolled her eyes. "I've been born ready. You're the one I'm not sure about."

"Enough!" Eggman cut them off. "You've gone on long enough! Eggman army! Attack!"

"Ready?" Sonic readied himself in a crouched, running position.

"Like I said, born ready," Rainbow said, flaring her wings at the approaching badniks, all before she left the ground in a burst of red.

To be continued…

Chapter 12: Triple Threat

Chapter 12: Triple Threat

“Take this!” Rainbow yelled.

As an unfortunate badnik approached her, she thrusted her hoof into its face, crushing its head and sending it flying back into its partner.

Another badnik attempted to grab her from behind while she was distracted. It didn’t go unnoticed, as she leaned back as to avoid his hand. Using her back hooves, she pushed herself fore hooves first into its gut, ripping it in half.

“And this!”

Keeping her momentum, she flipped through the air and struck two different badniks with her back hooves. The bots fell back as their round, egg-shaped bodies rolled into the rest of the growing crowd of enemies.

As Rainbow got herself upright in the air, a shot sped past her from above, narrowly missing her. She looked up at the culprit to see one of the flying badniks charging straight at her, his cannon still smoking from the shot. He was also being flanked by two bipedal ones with the jetpacks. Not backing down, Rainbow forced herself upward, cutting through the air in a streak of rainbow, all the while her body glowed with a shiny red tint.

The three badniks all started shooting at her again. Rainbow, however, was easily able to maneuver through the barrage. She looked like a ribbon forming in the sky as she weaved back forth, the yellow shots following but missing.

“And one for you!”

Before the round bot could even react, she flew straight in his face and bucked him, sending him spiraling to the ground. The two that were at his side, were quick to respond, aiming their weapons at the aggressing pegasus and firing. Rainbow grinned, loving how they thought they had her. With a push from her wings, she shot upward instantly, the two shots sailing by underneath her. The two badniks didn’t stand a chance at surviving the projectiles souring right at them from the opposite side. As they impacted, their bodies blew apart, orange and black pieces of metal flying in every direction as they fell.

Rainbow was finally able to take a breather, at least for the next few seconds before another badnik decided to test their luck. She took a moment to look back down at the battle that was going on below her. Well, if you could even call it that. In short, it looked like an absolute mess down there. Badniks were swarming in every direction, taking shots at their opponents whenever they thought they had a straight shot at their target. Usually they didn’t.

Ever since the fighting started it just turned into one big brawl. Her and Sonic had taken to fighting off separate portions of the massive horde of bots, so she had no idea where he was in that mess. Metal? She lost track of him before even that. It wasn’t easy to spoke either of them at that. She swore that these bots were brain dead or something. Due to all the destroyed badniks that now littered the street, clouds of black smoke had begun to form over the battlefield, creating a smokescreen to anyone who was caught in it. This was causing a lot of confusion within the ranks of badniks. They were having so much trouble locating their targets that some of them have begun firing blinding into the smoke, hoping that at least one of their shots hit their mark. From what she can tell, they’ve all missed at best, and some of them have even impacted their own allies.

As her eyes continued to scan the field, out of the corner of her eye she saw a flash. With all the fire flying in every direction, this was nothing new to her, but it did quickly catch her attention. She got a good look at its place of origin, seeing that there was a plethora of destroyed or maimed badniks littering the whole area. Another flash encompassed the area, seeing now that it was a badnik exploding in a spectacular fashion. Soon after, even more badniks join him, all being struck by what looked like a lightning storm. She didn’t even have to question who was at the center of all that.

“Alright,” she said to herself, “it’s time for me to get a little payback.”

“BY ORDER OF THE GREAT DR. EGGMAN, YOU ARE TO BE EXTERMINATED. SURRENDER YOURSELF AT ONCE,” the badnik toward the front of the large group said as they all continued firing at their target.

“I don’t know about you guys,” Sonic said while simultaneously zipping around their shots. “When you say it like that it just doesn’t sound that inviting.”

Spinning up into a ball, he launched himself at the bots, hitting and bouncing off them all as if he was a large pinball. The badniks all got either thrown through the air or destroyed as he impacted with them. As he neared the last one, one of the massive badniks wielding a sledgehammer, he hopped off the ground. Letting his aura flare, he uncurled and delivered a powerful kick to its face, a sonic boom forming from where he hit. The force of the strike caused it to topple over onto its back, crushing a couple of smaller badniks that were unlucky enough to be stood under it.

Sonic landed with a triumphant smirk as he looked at his work.

“Heh, too easy,” he said rubbing his nose.

It really has been. These guys may have had the numbers, but ‘Eggman’ must not have given them much in the way of brains. If the explosions in every direction were any indication, they must be accidentally destroying each other faster than he could take them out himself. Although, looking at the man who made them, he wasn’t too surprised.

He did have to wonder where that pony was right now. It didn’t take long for them to get separated from one another once the fighting started. He did get the feeling she didn’t like him that much. Whatever for, well, he didn’t really have time to sit and think on it. Whatever the reason, one thing he could say about her was that she was like him in a lot of ways. Albeit a testy, older, colorful version of him, but if the speed he saw her going at was anything to go off of, heh, he may have a new racing buddy.

Sonic had to halt his train of thought as a badnik impacted the ground just in front of him, its body crumbling upon contact. Its insides were sparking from being torn apart, but the outside of its body was sparking wildly with orange electricity that was emanating from no clear origin. But Sonic had a pretty good guess what happened to this poor guy. Looking to where the bot’s body flew in from, he noticed a very familiar face, and he couldn’t help but smirk at him.

Metal Sonic was a few yards away from him, staring at him with the same look of hate that he had since their eyes first met. The bright explosions in the background really emphasized his stature, as it did with Sonic’s as they eyed one another for what seemed like an eternity. Metal’s hands were at his sides, leaving his guard down on purpose. It was obvious that he really didn’t care about what was going on around him. His only focus was on Sonic. Only Sonic.

As Sonic kept his eyes pinned on Metal, he couldn’t help but notice the small group of badniks that finally found out where they were, currently in the process of charging Metal from behind, most of them wielding melee weapons. Sonic was almost tempted to alert his doppelganger to the approaching bots, although he quickly noticed that wasn’t necessary. Just as the badniks encroached on Metal, Metal’s eyes lit up. Metal raised his hand with his palm facing toward the group, but he didn’t even bother looking at them. The bots didn’t have time to rethink their approach before they were all struck with a wave of electricity, the bolts piercing their chests and causing them to implode. The smoke settled, and there was nothing left but a pile of scrap metal on the ground where they once were.

Sonic was a bit taken back by the way he took down those badniks. They may look like one another, but their fighting styles were clearly different. Sonic was very straight forward when he fought, but Metal was a lot more malicious and cold with how he went about defeating his foes. Sonic glanced at his own wounds that he received from Metal earlier, remembering clearly how precise he went about his strikes. One thing was for sure, he was out to kill.

“It’s about time we found one another Metal,” Sonic said to his counterpart. “I was waiting to see which one of us would finally come out on top.”

To Sonic’s surprise, he got a response. “YOU ONLY FOOL YOURSELF IF YOU THINK YOUR ORGANIC FORM IS SUPERIOR TO MY ARTIFICIAL ONE.”

“So you can talk,” said Sonic. “And here I was think you were the strong, silent type.”

“TAUNT ALL YOU WANT HEDGEHOG. I HAVE NO CARE FOR THEM.”

“Gee, that’s a shame. I guess we really are nothing alike.”

“INDEED, AND I AM…THANKFUL I AM UNLIKE YOU.”

“That’s a bit harsh. Hey, I saw how roughed up Egghead was up there. If anything, we should be on the same team considering how much we hate the guy,” Sonic suggested as he scratched his nose.

“MY BUSINESS WITH THE DOCTOR WAS MY OWN. IT IS ONLY YOU AND THE EQUINE THAT I CARE ABOUT.”

That caught Sonic’s attention. “You mean the pony? What’s so special about her?”

“ONLY THAT BOTH OF YOU ARE TO BE ELIMINATED. ANYTHING BEYOND THAT IS IRRELEVANT.”

“Sure,” he said sarcastically. “I can get why you hate me so much, but what’d she do to get you in a knot?”

For a second, Metal’s eyes lit up in small flashes of green as he processed his information. They went back to their normal color shortly after.

“UNKNOWN,” Metal said.

“Unknown?” Sonic questioned. “Man, not even knowing why you’re supposed to be doing something? Sounds like someone needs a tune-up.”

Sonic’s ear twitched. He heard that distant ringing that drew ever closer. Leaning his head to the left, he nonchalantly let a stray shot fly past him, feeling the heat radiating from it. Now Metal was right in its path, but likewise to his counterpart, he too simply moved his head. The shot went straight past him, disappearing into the mess of badniks and smoke.

“I TOLD YOU, I HAVE NO CARE FOR YOUR TAUNTS, OR YOUR INSULTS,” Metal said in his monotone voice. “HOWEVER, WHILE WE MAY HAVE DIFFERING PERSONALITIES, WE SHARE ONE THING. THE WANT TO PROVE WHO IS THE TRUE SONIC BETWEEN US.”

Sonic couldn’t help but let a wide smirk loose on his muzzle. Finally, this guy was starting to speak his language.

“So that’s what this is about huh?” he said. “Well, I won’t disappoint you then. We’ll just keep going till we drop; last one standing is the winner. The world already has one Sonic. No need for another.”

Sonic then took on his fighting stance: one foot in front of the other with his fists at his side. His white aura lit up as it enveloped his body. Metal simply stood up straight with his hands at his side, his own, dark purple aura lighting up as well. The two stood there for some time, staring right into the eyes of the other. Sonic’s were quivering with excitement, while Metal’s were still and cold. The distant explosions made a dramatic backdrop to the two figures, emphasizing their shadows.

One more explosion later, and the two charged one another, a colored streak behind them both. Sonic’s legs were forming his figure eight while his hands were thrown behind him. Metal was sailing towards Sonic as his jet carried him off the ground. Sonic reared back his fist, more than ready to deliver the starting blow. Metal looked to have had the same idea, however. Metal’s hand began to spark wildly, his claws radiating with condensed energy. Just one more second and—

Metal suddenly crashed straight into the ground when an unknown force crashed into his head, his hand harmlessly dispersing the energy. Metal couldn’t see what had happened, but Sonic could. Rainbow Dash had just appeared out of nowhere, crashing her hoof on top of Metal’s head and causing him to faceplant against the hard ground. Normally, Sonic would be all for this. Right now, however, he was all but that as his eyes went wide with realization. He pulled his fist back and, with all his strength, attempted to come to a complete stop. He let his shoes skid against the ground as dust and smoke formed from the friction, but it was too late. Before either of them new it, Sonic had slammed right into Rainbow, their bodies colliding hard as they were both sent flying away from Metal.

The force from the impact was enough to send them skipping off the ground. Thankfully, they were able to recover and stop themselves from going any farther, using their hands, or hooves, to come to a halt. Rather than look back at Metal, the two speedsters shot a look directly at each other.

“Hey! Watch where you’re going pin head!” Rainbow yelled across to Sonic, annoyance evident on her face.

“Me!?” Sonic responded. “You’re the one who got in the way!”

“This guy was mine from the start! Go play with some of the other bots kid! Plenty of them to go around!”

“Hey, just because you’re older than me doesn’t mean a thing! I actually know how to handle these kinds of things lady! I do this king of things every day!”

“Gee, look at you.”

The sound of roaring jets pulled them from their argument, prompting them to look back at Metal. The sounds didn’t lie. He was charging straight at them at insane speeds, a cone of air nearly forming around him. His eyes were red with what could pass as anger for him.

“Just let me handle it from here Colors!” Sonic suggested. “If I need ya I’ll be sure to call for moral support!”

Sonic left Rainbow in a dust cloud, he himself once again charging Metal as he did before. Rainbow, however, didn’t sit back in the slightest.

“Why you little…” she grumbled under her breath.

Following suit, she chased after Sonic, her red aura covering her body. Reaching for her new power, she let it strengthen her body as she overtook Sonic. Without even looking back at him, she threw her own punch as Metal quickly approached her. Metal threw one as well, keeping it charged with electricity coursing through it. Their attacks collided in a mix of red and purple energy, both combatants coming to a halt.

Rainbow winced when she felt the electricity pour into her body, but this wasn’t like earlier. While it wasn’t nice, it wasn’t unbearable. It was like what happened back on the Death Egg. When her powers activated she could not only dish out more hits, but take more as well. Man, she may have questioned this at first, but right now she was very thankful for it.

Metal seemed surprised that his attack didn’t have the affect he was expecting. Rainbow pressed on this. She poured her power into her wings and gave them a hard flap, doing as much as she could to push back against him. With one final push, she caused his arm to falter, allowing her hoof to impact with his stomach area. While he didn’t show any sign of pain, it clearly caught him off guard as he was sent flying back by the strike.

Rainbow grinned widely. Now this was more like it! It was about time somepony brought him out of his own arrogance.

Rainbow continued to watch him sail back, getting ready for her next charge. That was until what he did next. Metal planted one of his feet down to the ground hard, causing a rut to form where he tore through it. Ever so slightly, he managed to bring himself to a complete stop. Without missing a beat, he charged up his jet, and in a much bigger burst of speed, he charged straight at her again.

She didn’t even have any time to respond. Before she knew it, Metal had slammed into her head with his own. This time, she was the one that got sent back. A great pain shot through her head, a sudden dizziness coming over her. She quickly fought it off as she extended her wings. While not as quick or as sudden as Metal’s maneuver, she was still able to slow herself as she set herself gentle back on the ground.

“Ow ow ow!” Rainbow yelped as she winced in pain.

“Coming through!” she heard from behind her.

Suddenly, she felt some weight on her back. She looked back to see Sonic vaulting over her, landing perfectly and maintaining his speed.

Sonic kept his eyes locked on Metal, intent on not getting interrupted like last time. He launched himself into the air, enveloping himself in white aura as he flew at his counterpart with a jump kick. Metal quickly planted his hand down on the ground and got into a hand stand. He extended his leg, his meeting with Sonic’s as they collided. A small shockwave pushed back the air from the impact, and in a quick set of motions, the two had jumped back from each other.

Rainbow saw her opening. As the two landed, she charged pasted Sonic and went hooves first into Metal. The metal hog had to quickly bring his arms up to protect his body, resulting in Rainbow colliding with him. She didn’t stop there. Her attack had lifted him off the ground, allowing her to practically push him across the street. It wasn’t more than a couple of seconds that they had finally crashed through a cloud of smoke, and right into a massive group of badniks that were still looking for them. Well, more like they were tearing through them as they flew by, bits of metal flying I every direction.

“ENEMY IDENTIFIED!” one of them yelled, alerting the rest of the group. “PURSUE AND TERMINATE TARGETS!”

Rainbow and Metal weren’t even worried about what was now flying by them. Their focus was only on each other. Metal was able to lower his arms, albeit only slightly, enough to show his upper face. His eyes looked straight into Rainbow’s, a small flash of red shining brightly in them before he let his aura explode around him.

Rainbow was pushed back slightly by the purple aura that had suddenly exploded in her face. She was now no longer pushing Metal, but they were still maintaining the momentum that they had, him flying backwards while she flew straight at him. It was then that Metal through a punch, aimed right at her head. Rainbow brought her hooves up to block it, a tiny jolt sent through her legs. She responded by throwing one of her own, but it too was blocked, Metal catching her hoof in his hand. He then brought his leg up, attempting to knee her in the stomach. She dodged it, angling her body to the left while she struck him with her back hoof.

The rest of the time it looked like two blue blurs trading blows with one another, a badnik here and there getting caught in the confrontation as they sped through the group. Occasionally, they’d separate for a split second in a flash of red and purple before they collided again. There were even bolts of lightning getting shot out in random directions, obviously directed at Rainbow Dash. Unfortunately for Metal, they missed every time, usually taking out a few badniks with every shot.

Rainbow was now catching him in a flurry of punches, forcing him to protect his face again. In her mind, things couldn’t be going better, at least when compared to how they were going before. It was a rush. Her body felt like it was being pumped with adrenaline, her mind much more focused and perceptive. It was like she could see where he was going to strike, watching every little movement he made and predicting where he wanted to attack. She couldn’t help but be more than a little gleeful. She didn’t know how she went on all these years without this. If it were up to her, she’d have it going all day long once she got back home.

Metal on the other hand, was starting to get really fed up with this equine. He just couldn’t land a hit like he used to. Her speed and power had surpassed all the data he had collected on her. He wasn’t sure where she got this sudden burst of strength, but she was still no more than an annoyance that he needed to be rid of. Still, he couldn’t deny that he was surprised. She had gone on to become nearly an equal to him. He was impressed with this organic, yet at the same time, exceedingly livid with her, unnaturally for him.

Rainbow continued her assault, not letting up in the slightest. With her burst of energy, she didn’t feel as fatigued as she would have normally. She felt as if she could go on all day long until this bucket of bolts finally decided to give her an opening. That is, until a shot flew right past her, causing her to flinch and respond to a second one that was sent straight at her. She retreated back a bit, ending her attack as she looked for her new attacker. She quickly identified him as one of the badniks that they had caught the attention of. Well, more like several badniks.

Rainbow grunted in annoyance, but Metal, he took the advantage he’d been looking for. Seeing how Rainbow had left herself open, he charged up a ball of electricity in his hand and thrust it forward. Rainbow didn’t have enough time to respond before his palm had impacted with her stomach. She lurched back in pain as the shocks poured though her body, along with all the air getting punched out of her.

The attack had sent her back, giving Metal some much needed room. Rainbow tried to keep herself in the air, but her wings were locked up from the jolt she had just received. Instead, she skipped hard off the ground before slamming into something into one of the large badniks. The huge automaton fell over from the impact in its stomach, landing with a echoing boom, all while she simply fell to the ground with a thud, shortly before managing to pick herself back up in pained aches.

Rainbow shook her whole body, doing her best to rid her body of any leftover charge that may have decided to stick around.

“Uhh…” she got out. “Feels like somepony sent me to the moon and back after one of Pinkie’s all night chimichanga parties…uhh…and the chimichangas were filled with nothing but candy and hot sauce…”

“HALT!”

Rainbow looked to the voice to see many badniks aiming their weapons all at her, all of them with their fingers on the triggers.

“IN THE NAME OF THE GREAT DR. EGGMAN, YOU ARE TO BE TERMINATED!”

Rainbow groaned, mostly in annoyance. “Yeah. I heard you guys the first time, and the second, third, and every time after that!”

Rainbow was more than happy to start smashing up some badniks again. After all, she felt that she deserved something after today. But she couldn’t help but notice the twitch she had in her ear, along with the faint sound of static in the distance. She turned her attention away from the badniks, looking back to Metal. It wasn’t a sight she really wished to see right now.

All the natural light around that area of the street seemed to have been completely overtaken, long flickering shadows stretching from the feet of the badniks, and even her own hooves. Flashes of lightning shot into the sky as the sky turned from its nasty red color to a bland grey mix of clouds, like storm working its way the whole planet. She looked to Metal himself. He was surrounded by a layer of purple energy, the energy taking a perfect sphere shape. He was currently floating high in the air as all the badniks around him focused in on what was going on.

“Oh boy,” Rainbow said to herself as a single bead of sweat fell down her face.

Metal eyed all of the individuals in the crowd, robot and pegasus alike, and extended his arms to where his fingertips brushed against the inside of the sphere. Suddenly, all the lightning stopped, an eerie silence taking over the battlefield. It didn’t last though. In an instant, a bolt much larger than the rest formed from the energy and struck right in the middle of a large group of badniks.

Rainbow jumped as a massive explosion took place, the entire field lit up by the blast. Another second, and she felt the shockwave, her mane waving as it passed her by. The badniks that were around her had now lost interest in her, all of them surprised at the pieces of their allies that had begun raining from the sky.

Almost without delay, another bolt shot out. Then another. And another. It wasn’t long until the entire place was getting bombarded by lightning strikes. The blasts were strong enough to not only blast apart the hordes of badniks, but blast apart the metal on the ground as well, leaving huge gashes where it tore through it.

Rainbow looked on in awe. She had to admit that it was a spectacle to see. She’d even go as far to say that it was beautiful if it wasn’t such a devastating attack. Metal obviously didn’t care where they landed. It seemed that all he cared about right now was to take everything out at once.

She caught Metal’s eye, and she could swear that he looked directly at her. It was that look that sent a bolt straight at her.

Rainbow felt the hairs on her back stand upright.

She quickly shook herself out of her stupor and jumped out of the way. The bolt blasted apart the ground where she once stood as black smoke brushed past her.

“Ok, that was too close,” she said as she wiped her brow.

Another crack entered her ears, and she saw another bolt coming in her direction. She instinctively jumped back, the explosion nearly taking her off her hooves. She very quickly found herself dodging more incoming attacks, using her wings to lunch herself away from the impact zones. Rainbow was doing rather well, but she could feel herself getting slower as this went on. Metal was obviously targeting her now, and it was starting to take its toll on her body. Even with her boost, she quickly realized that she still wasn’t invincible. While not as easily, she could still get tired, and constantly dodging these attacks wasn’t gonna work forever.

As she flipped away from another attack, she thought back to all the other times she had used this power. So far, she seemed to have a lot more stamina than she normally would, along with being able to move faster and with more control. She couldn’t help but think back to her fight with that big robot back on the Death Egg, however.

Rainbow gulped. She had an idea, but she had no idea if she’d be able to get it to work. Nearly everything regarding these powers has been used by accident rather than purposefully. Still, if it worked, she just may be able to get the drop on him.

She dodged once more, but once the attack struck the ground, she landed and stayed her ground. She dug her hooves into the hard ground as much as she could and tensed her body as she waited for the next attack. Surely enough, it came, although much larger than the rest. Rainbow suddenly started to have second thoughts as she watched the bolt approach her, but it was too late to back out now. She didn’t have enough time to dodge again, so she just had to trust in her own abilities and hope for the best.

She watched as her vision was suddenly overtaken by the blinding yellow bolt, her body tensing up in both readiness, and fear.

“Now or never. Just please, for the love of Celestia work,” she silently prayed as she braced for the impact.

Then came the explosion.

“RAINBOW!” came the voices of her friends on the earpiece, but they were drowned out by the deafening sound of the blast.

Rainbow’s entire being was overtaken by fiery blast of smoke and flames. All eyes were now on the tower of smoke, leaving only a few badniks to continue firing at Metal, who was still safely encased in his bubble of energy.

Sonic’s eyes in particular widened as he sidestepped through the horde. He easily saw the explosion, and he knew better than anyone that Metal was the cause of it.

‘Man,’ he thought, ‘I hope Colors wasn’t in the middle of that. That looked like it could fry just about anyone.’

He scanned the battlefield, looking past the many badniks that he continued to effortlessly avoid. He narrowed his eyes as he spotted Metal amongst the horde, still blasting away at anything that dared move. Sonic sped up greatly, determined to finally get a shot in at this guy.

As he neared Metal, the metal hedgehog darted his eyes right at him, immediately sending a bolt at Sonic. Sonic flipped to the right, twisting his whole body as to let the bolt sail right past him, his blue hairs being pulled to the static energy. The bolt hit the ground with another explosion, all while Sonic had landed and charged once again. Many more bolts were sent his way, but he danced his way around every one of them, sometimes with a sidestep, sometimes with a great burst of speed.

Metal was now ignoring all the badniks and was now focusing all he could muster on Sonic. Seeing the flurry of bolts that were now coming at him, Sonic flared his white aura and disappeared in a blur of speed. Metal was surprised that he had lost sight of his opponent. That was the first time that had happened. Almost immediately, he began scanning the area, looking for any sign of the hedgehog.

However, he didn’t have to look for long. Without warning, Sonic suddenly reappeared as he had forcefully slammed his foot into the head of one of the flying badniks, sending it soaring into the distance while he used his new leverage to jump right to Metal.

“Time to take you off charge Metal!” he yelled as his aura overtook him.

Metal had finally managed to set his eyes on Sonic, but he was coming in far too fast for him to get off an attack. He never anticipated him getting this close so quick. He never had an attack ready. Still, his priority took place over his slight panic. He charged up another bolt, determined to have it fire off before he was struck. Coming in at that speed, Sonic would surely be able to break through the barrier.

“Oh no you don’t!” Sonic said as he saw the buildup of electricity. His aura suddenly started to shine brightly. It was so bright that neither of them could be seen past the light.

‘Let’s see how that perfect body of yours can stand up to this!’ he thought as he readied his fist.

And his aura immediately faded from existence.

The light was suddenly gone, and Sonic’s advance had suddenly slowed greatly as he continued to sail toward Metal. Sonic’s eyes had widened at this, feeling as if a part of himself had suddenly vanished. Everything seemed to go in slow motion from there, his fist still trained on Metal, not that it would matter now.

Metal’s eyes had what could only be discerned as an evil glint, an almost arrogant air about him all of a sudden. Sonic’s focus was drawn to his index finger, Metal wagging it in a very familiar manner. His manner.

Sonic did his best to stop himself, but without wings like Colors had, that proved to be impossible. This made it impossible to avoid the attack that came. A bolt struck Sonic head on, enveloping him in a torrent of electricity that sunk down to the bone. Sonic yelled in the immense pain that he felt coursing through his body. His hairs were now sticking up on end and it was starting to become singed and black.

The whole area had lit up again, this time with the light that was now Sonic being electrocuted in midair. It wasn’t long till the light faded, the bolt vanishing and Sonic being dropped to the ground. He hit it hard, his breath getting knocked out of him on top of the pains that now littered his whole body.

Sonic struggled to even open his eyes at this point. His vision was in a daze and his limbs felt completely numb to him. He could barely even feel that his right arm was twitching. Even so, he managed to look up to Metal, that being easier than most other things, seeing as that he was on his back. His eyes met with Metal’s, and he could feel the amount of killing intent behind them. While it did send shivers down his body, he actually laughed at it, only a bit, however, as it hurt to even laugh. He never knew why, but he was always really good at getting people to hate him for one reason or another.

He moved his eyes around, trying to see what was going on around him. He could see badniks in his peripheral vision, but they were keeping they’re distance. Sonic didn’t know if it was possible for a robot to feel fear the same way normal people did, but these guys seemed to prove him wrong. These guys looked as if they were about to start shaking the nuts and bolts off themselves. Nearly all of them were slowly backing off as they dropped most of their weapons.

He heard the clank of metal on metal in front of him. He looked up to see that Metal had gotten rid of the barrier and had come down to his level, well, he was standing.

Sonic gave him a cheeky smirk as they looked at one another. “Hey…I gotta admit…that one actually hurt you know. Talk about a lucky shot…”

The evil glint in Metal’s eyes returned and Sonic felt another shiver go down his body. He had never felt like this before. What was it about those eyes that made him feel like this so badly?

“FOOL,” Metal said coldly, raising his hand above his head and charging it full of electricity. “LUCK IS A MANIFESTATION OF YOUR FEEBLE MIND. FROM THE MOMENT I WAS CREATED, YOUR DEATH WAS DECIDED.”

With his hand now fully charged, he prepared to bring it down on Sonic. Sonic just watched as he grit his teeth. No way was he done just yet. He just needed one more chance. He just—

BOOM!

The ground shook as a loud boom was heard over the whole area. Metal even dropped his hand in the sudden surprise that took over. Sonic himself felt the shaking more than Metal, as he was flat on the ground. But he felt something else as well. Everything. The numbness in his body suddenly began to fade, and his chest started beating a thousand miles an hour. He was burning up.

“Heh, you’re in for it now,” he said to Metal in a snarky tone.

Ignoring Sonic’s statement, Metal had an easy time find the source of the blast. In the sky, there was a massive shockwave that was colored like a rainbow, along with a rainbow streak that tore through the sky of the small planet.

“THAT SHOULD BE IMPOSSIBLE,” he said.

Scanning the streak, he saw that it was Rainbow Dash, her Sonic Rainboom in full effect once again. What confused him, however, was that she was still alive. She took his most powerful blast, if anything she should be laying back in the blast zone with chard fur littering her body.

That was far from the truth. Rainbow herself was alive and well, and she felt exhilarated. She failed to land a hit on him with this last time, but she was determined to do it this time. Instead of flying straight for Metal, she started plummeting toward the ground, right in the middle of the biggest group of badniks. Her plan was working so far. Metal was weary of her, but he wasn’t throwing up his shield like last time. He didn’t think she was gonna hit him with the way she was going. Oh boy. He’s going to have one heck of a wakeup call.

She could feel her red energy cover her body again, the red hue mixing beautifully with the streak she left behind. She was now nearing the ground, and if she didn’t time this perfectly, *gulp*, well it wasn’t going to be pretty. Her eyes narrowed as she closed in, and already she could see the badniks taking potshots at her, but the just whizzed right by. Just a little closer, and—

“Now!” she yelled to herself.

At the last second, just before her hooves kissed the ground, she brought out all the energy she could and managed to change her direction on a dime, making a perfect 90-degree angle. She was now sailing no more than a few inches off the ground, her streak still following behind her as she started tearing through the endless sea of badniks. The bots were now getting flung in every direction possible, the lucky few who were getting torn apart being sent flying into the sky.

Metal was not expecting her to pull off that kind of maneuver, but now wasn’t the time to get distracted by that. If she thought that tactic would work after what happened last time, then she really was a fool. Extending his arms, Metal prepared himself for the incoming attack, only a moment’s notice away from forming his dark shield.

“JUST GIVE UP WHILE YOU CAN EQUINE,” he said as the shield quickly began to envelope his body.

“Funny,” he heard Sonic’s voice from below, “I was about to say the same thing to you Metal!”

Before Metal could even react, Sonic suddenly sprung up, his body no longer feeling the overwhelming pain that it once did. This caught Metal off guard, allowing Sonic to quickly slam his head into Metal’s face. While Sonic definitely felt the pain shoot through his head, he got the shot he wanted. Metal was sent stumbling backwards as what had formed of the shield had now dissipated, leaving a very exposed Metal. Without another plan in mind, Sonic simply let his body fall forward as he caught himself on the ground. Right now, he wanted to see if what happened next was worth seeing.

Metal was taken back at how quickly Sonic had been able to recover and he couldn’t help but wonder where he went wrong in his calculations. He tried to bring up another barrier, but it was too late. Rainbow had finally made contact.

“This is what happens when you underestimate a Sonic Rainboom!” she yelled to him as she struck hooves first into his steel torso.

As she made contact, a powerful shockwave imploded where they met, sending nearly everything in front of her flying back. She wasn’t done there, however. Pushing with all her might, she continued the Sonic Rainboom, only this time she was dragging Metal along with her. The bot could do nothing as he was being taken away by the flying equine. The two continued to crash through the many badniks, only now Metal was taking all of the hits.

Sonic looked on as he eyed the rainbow streak right above his head, the colors slowly fading as the sparkles gently rained on his head. Of all the attacks he’s seen in a while, none of them have been as colorful, literally, but at the same time extremely effective. To say the least, he was very impressed with it.

Meanwhile, Rainbow was still taking Metal Sonic for a ride he would never forget, if he could even survive what came next. They were now speeding right toward a massive building that they had been near to for quite some time. It was a massive, metal dome, but that’s not what caught Rainbow’s attention about it. With every meter as they got closer, she could feel her heart start to burn more and more. It was the same feeling that had given her the boost she had for the longest time. Whatever that building was, it was linked to her somehow. What better way to find out than to use this guy as a battering ram right into the heart of it.

It wasn’t more than a few seconds later when Metal’s back finally impacted with the large building. Rainbow felt the resistance from the surface of the building, but pumping more of her energy into her body, she impacted with much more force than normal. It was so much force that not only did the glass on one of Metal’s eyes burst completely off, but both of them went straight through the side, quickly being surrounded by metal. With one push after another, however, Rainbow managed to push all the way through the outside layer, finally having the force on her hooves alleviated as they came into a large, open room.

That was it. She may have had more energy than normal, but she could slowly feel the fatigue starting to affect her body once more. She pulled herself away from Metal, letting him sail back on his own before he skidded on the ground to a halt. She finally landed, breathing heavily as she rested her wings.

This gave her some time to get a look at her new surroundings. With the large hole they came through behind her, she was now inside of a large, dome like room, a massive pillar like construct in the center. It was obviously another machine, as she could hear it whirring and sending out visible electrical currents to these antennae looking things on the ceiling. Now that she looked at it all closer, it reminded her of some of Twilight’s machines she kept in her basement, only on a much larger scale.

She looked to the middle of the tower, seeing the lower and upper portions of it shrinking as they met in the middle, the tiniest gap separating the two. She had to squint, but there was something small sitting in the middle.

“Hey! You alright in there Colors?!” she heard call to her.

Soon after, the blue hedgehog rushed through the hole they made, taking his place next to Rainbow. “You know, I gotta admit that was a crazy attack. Old chrome dome didn’t know what hit him.”

Rainbow had now turned her attention to Sonic. “Heh, now you impressed?”

“Well, I never said that. But give it some time lady and it’ll get there.”

“Ha ha…”

“Hey, you were in that big explosion weren’t you. How’d you get out of that anyway?”

“Come on,” she said in mock disbelief. “You didn’t think something as namby pamby as that could stop me did ya?”

In truth, it just may have done her in if it had directly hit her. Thankfully that wasn’t the case. In the moment, she thought back to the Death Egg encounter where she had accidentally thrown up a barrier to protect Sonic. Sure, it was an accident, but she knew the feeling that came with it afterwards. It was a gamble, but it paid off this time, as she was able to replicate it and protect herself from the bolt earlier.

But, it didn’t come without its consequences. Yes, it was worth keeping herself alive, but afterwards, she felt like her stamina had been cut in half. She took no damage, but in the moment she felt her energy drain itself as she brought it up. Now, after performing a Sonic Rainboom, she feltlike her legs would give out nearly any moment, despite only using her wings to perform it.

Deciding to change the subject, Rainbow looked back to the middle of the machine and pointed. “Hey, you see that?”

Sonic looked to where her hoof was gesturing. It was pointing right at the shining object in the middle, one that quickly caught his eye. He knew that glow.

“Hey!” he exclaimed in surprise. “That’s a Chaos Emerald!”

“Egghead had one of those here?” she asked. “What the heck is this thing anyway?”

“Whatever it is, it’s just another thing to break to me,” he said as he cracked his knuckles. “Anything that Eggman may have made is ripe for the picking.”

‘At least we can agree on that,’ Rainbow thought. And she was very willing to join him it that, if it hadn’t been for what she saw in front of them.

Both Sonic and Rainbow were shocked to see Metal beginning to stand back up, his body seeming to work perfectly fine from what they could tell. As the metal hog stood back up, he turned back his opponents, and the one eye that was still intact had killing intent written all over them, even more so than before. His one eye was almost completely red, and his dark purple aura had grown, rising like flames to almost three times his own height.

With the glass over his other eye missing, it was probably one of the most disturbing images Rainbow had probably seen so far. She could feel her legs start to tremble, from both fatigue and the sudden shivers that were being sent through her body at the sight. Even Sonic had stopped his previous advances at the how his counterpart looked right now.

“Wow,” Sonic said in astonishment. “Forget what I said. This guy is a lot sturdier than he looks. Gotta hand that one to Egghead, he built this guy good.”

“No kidding,” Rainbow responded. If only this kid understood what was probably really keeping him up.

Without any warning, Metal had suddenly disappeared, his afterimage left behind for a slit second. Rainbow and Sonic were taken back by the amount of speed the had just witnessed. He was now far faster than he had ever been before. They could even feel the delayed breeze of air that had originated form him.

Rainbow was just about to start making a bee line for the Chaos Emerald, hoping to do something before they were both overtaken by Metal. Unfortunately, that was impossible once Metal suddenly reappeared and latched his cold hand around Rainbow’s throat, not gently either. In the span of a millisecond, Rainbow’s supply of air was quickly extinguished.

“Colors!” Sonic yelled in surprise, right before making his move at Metal. “Hey! You get off her you outdated toaster!”

This was short lived. Just as Sonic lunged at Metal, the bot raised his empty hand and perfectly caught Sonic’s neck in his grasp. Now with both of his enemies’ throats in his clutches, he began to squeeze, slowly, even lifting Sonic off the ground, as he was shorter than Rainbow was.

Rainbow could see that Sonic was in the same predicament as she was, and with every second that passed she could feel her throat getting tighter and tighter as air was getting much harder to take in. Without thinking, she took her back hooves and bucked him in the torso as hard as she could must, even bringing out some of her leftover energy from before. She made contact, but the look he gave her afterwards said it all. ‘It won’t even matter.’

Her attack had did absolutely nothing to him. He didn’t even budge! She was about to try again, hoping to get something out this, but Metal was way ahead of her. In response to her attack, he suddenly squeezed his hand even tighter, even further closing his grip on her neck. Rainbow gasped for air at the sudden squeeze, but all she got out was a choked attempt. She could no longer feel even the smallest amount of air pass through her throat, Metal’s hand completely cutting it off. She wasn’t even paying any attention to Sonic at this point. Her only goal right now was to get free.

Ever so slightly, she felt herself start to get woozy, her brain slowly starting to shut down due to the lack of air. She wanted to attack again, but she didn’t have the strength for it. Her body just didn’t have the fire in it anymore. Was this it? Was this how her story ended? At the hands of a killer robot, next to somepony she wasn’t that fond of to begin with? As of right now, that seemed set in stone, but she still couldn’t believe it.

Rainbow could feel her consciousness fading, her eyes slowly shutting as the cold, metal claw closed on her windpipe.

Then, all in one moment, air surged back into her lungs, and she was dropped on the ground, a loud and thunderous noise heard in front of her, the floor shaking. Rainbow gasped and breathed as much in as she could as she laid on the floor, as if she was preparing for it to happen again. Thankfully, it never came. As her senses returned to her, she slowly looked up, her vision still slightly hazy, but clearing rather quickly. She saw Sonic across from her, he too in the same position on the floor. But as she looked at him, she also noticed Metal on the floor as well, or, more like his face making a huge dent in the floor. Sitting on top of his head was a big…hammer?

Her senses finally fully returned, she looked at the scene in its entirety. There actually was a big, red hammer sitting on top of Metal, presumably was had caused him to let go and forced his face to damage the floor. She looked to the hammer’s wielder and saw…

‘Wait…her?!’ Rainbow screamed in her head.

At the end of the handle was none other than Amy, the hammer in hand and the bag of Time Stones on her back. She looked to be breathing like she had just run miles without rest. Her arms were shaking. Whether it was from her state, or if she was scared, Rainbow didn’t know. But one thing was for certain now, there was a lot more to this little hedgehog than she originally thought.

By now, Sonic had noticed her as well. His reaction was just about the same as hers. “Hey *cough* Ames. Didn’t expect to see you here.”

Amy smiled slightly at him as she spoke between breaths. “Of course I’d be here. Anything for you Sonic.” She then looked over to Rainbow with the same smile. “And any friend of Sonic’s is a friend of mine.”

Rainbow couldn’t help but smile back at the girl. At least she found one person in this world that she couldn’t help but like.

Their quick reunion was interrupted, however, was Amy felt her hammer start to move in her hands. The trio looked down and saw that Metal was slowly starting to raise his head out of the small dent. Amy instinctively lifted her hammer off him and raised it over her shoulder. This allowed Metal to look up at her. Rainbow had to be honest, while he was still intact, he had seen better days. His nose was now bent completely and now a crack was shooting over his other eye. That still didn’t stop him from shooting the pink hedgehog a death glare.

Amy’s legs trembled at the sight, remembering when she first saw him. She was scared out of her mind back then. But. She audibly gulped, swallowing down her fears. She looked at Metal dead in the eye, shooting him a glare that Rainbow and Sonic even flinched at.

“This is what you get, when you hurt my Sonic!” she roared.

Before anyone knew it, Amy had swung the hammer once again. This time, the strike came from underneath, slamming straight into Metal’s chin. With another yell, Rainbow completely lifted the bot off the floor and sent him flying back at a great speed. Both of the speedsters’ eyes widened in shock at the display of power this girl held. How a little girl like this could have so much upper body strength, they’d never know.

Nonetheless, the strike had sent Metal flying, sending him right on a collision course to the giant machine. Within seconds, he impacted, bursting right through the outer layer and into the inner workings. Sparks and bolts of electricity flew in every direction from the damage.

Rainbow and Sonic had finally picked themselves up and stood by Amy, who had caused her hammer to strangely disappear in a puff of smoke. Those were questions for some other time, however, as they all had felt a low rumble as the machines lights suddenly started to flicker. Before long, the entire room became completely dark, the only illumination being the Chaos Emerald still held in suspension, and all the noises of the machine becoming silent and all of the electricity that once shot out to the antennas stopped along with them. Very soon, the whole room was eerily quiet, as opposed to how it was before.

“Hey, what’s going on?” Amy asked as she attempted to hide behind Sonic, the echo of her voice now clear in the silence.

“No idea,” responded Rainbow. “But whatever you did, I’m not complaining. Talk about pulling our flanks out of the fire girly. Not bad.”

“You said it,” Sonic agreed. “You know, I bet this is some kind of power supply Egghead keeps around. He must’ve been using that Chaos Emerald to keep this place up and running.”

“That tiny thing was keeping letting him run this whole place?” Rainbow asked with a hint of disbelief. “You sure about that?”

“Since when have I been wrong about something like that? You’re the one who doesn’t seem to know about how these kinds of things work Colors.”

“I’ve told you so many times now squirt, my name is Rainbow Dash! Not Colors!”

“You act like there’s a difference,” Sonic laughed as he scratched his head.

Rainbow let out a growl. She was this close to beating this kid to a pulp. However, all three of them froze up at the sound of a rapid beeping noise. They knew that sound, and it wasn’t something they needed right now. They all looked up to the generator to see metal Sonic pulling himself out of the whole he made, his joints all jittery as he struggled.

“Are you kidding me?!” Rainbow asked in fear and surprise. “What does it take to take this guy down?!”

“You’re guess is as good as mine,” said Sonic. “Hey Ames. You think you got another trick up your sleeve for this one?”

“ME!” she shrieked, partially from the idea and partially from Sonic being the one to request it. “I was lucky to hit him the first time! I don’t know about another!”

“Well, had to ask.”

They were all interrupted by a violent shaking as the lights on the machine lit back up. Even Metal was surprised by the sudden shaking as the machine sparked and rumbled with him half inside it. Just as he was about to jump out, the whole thing was engulfed in a light blue energy, the energy flowing out of the Chaos Emerald like water. In the next second, the whole machine burst apart, a massive explosion engulfing the whole thing, Metal being taken with it.

The group below all jumped in shock at the torrent of flames suddenly approaching them.

“Whoa! Gotta juice ladies! Let’s get out of here!” Sonic yelled as he picked Amy up bridal style, eliciting a blush from the girl as they dashed toward the hole. Rainbow quickly followed suit, following closely behind Sonic.

The two rushed out the exit before throwing themselves on the ground, the fire from inside erupting like a volcano where they came out of. They could feel the heat brushing over their backs before it finally subsided, the cool air encompassing them once again.

By now, both Sonic and Rainbow were breathing heavily. Them and Amy all turned back to look at the hole, a burning red glow coming from inside as smoke flowed out.

Rainbow just laid her head down with a thud, letting out a large held in sigh that it was finally over. “That’ll work…”

“Is he finally gone?” Amy asked still clinging to Sonic’s arm.

“Yeah,” Sonic answered between breaths. “I think Metal finally bit off more than he could chew with that one.”

“Good riddance,” said Rainbow still tired from the whole ordeal. “Any more of that would’ve driven me crazy.”

Amy was about to speak up again, but she felt something rubbing against her back, or more like, multiple things. She looked back and her eyes grew wide.

“Guys. Look,” she said, the others looking over to her.

They all saw that the bag on her back was starting to move around frantically, like something was trying desperately to get out.

“Open it!” Sonic said.

As the group all huddled around the bag, Amy pulled open the top, and she had to throw her head back as several objects flew out of it. The group all looked up to see that the Time Stones had flown out on their own, now hovering in the air as they circled each other. It wasn’t long before they started to spin rapidly around one another, a bright light now shining in the middle of them all. It was getting so bright now that they all had to cover their eyes.

“What’s going on now?!” Rainbow questioned at the sudden phenomenon

“No idea!” Sonic answered. “Whatever it though, doesn’t look like we can stop it now!”

Before long, the light disappeared, and the group could finally look once again. What they saw was…nothing. The stones had completely disappeared along with the light. There was just now trace of them.

“Wait,” Amy spoke up in confusion. “What just happened to the Time Stones? They just disappeared.”

“No idea,” Sonic answered. “Hope Robuttnik didn’t have anything to do with that.”

“Hey, I just noticed something,” Rainbow said, catching the attention of the others. “Where’d all those bots get to? There were hundreds of them out here earlier.”

Sonic and Amy finally noticed it to. There were no longer any badniks to be seen. Not even any of the flying ones. The street was now strangely empty.

“Huh, talk about weird,” said Sonic. “You’d think that they all flew the coup.”

It was then that the sound of bending metal caught their attention. They looked all over, but there was no sign of where it was coming from. However, if they didn’t know any better…

They all looked down, and what they saw forced them to back off a bit. The metal ground beneath them was starting to pull itself apart, entire sections of the street being pulled off one another as some even lifted in the air. It wasn’t long before the piece that they were standing on was taken up as well.

“Oh come on!” Can’t we just catch a break for even a second!” Rainbow yelled out.

“Rainbow!” she heard Silver say on the other end. “You did it!”

“Uhhhh, what’d I do?! We’re lifting off the ground on basically a metal surfboard!” she yelled back, although Sonic and Amy were too invested in what was going on to hear her.

“It’s said that the Time Stones are some kind of protectors of Little Planet. You guys collected all of them, but something must’ve been suppressing them and keeping too much of their power from leaking out, like a Chaos Emerald.”

Suddenly, that started to make sense to Rainbow. It would make sense, knowing about how much power those things apparently held.

“But what’s happening now?! The whole place looks like it’s coming apart!”

It was true. They were much higher now, and they could see that their area wasn’t the only place on Little Planet being affected. Entire sections of the industry on the planet were being lifted into the air, the smallest of pipes to the largest of buildings. All around them, debris were starting to stack up and litter the sky.

“It must be the stones. They’re reverting everything back to the way it was before Eggman took over.”

“Ok,” Rainbow said in partial agreement. “I can live with that if it wasn’t for all the scrap flying around.”

“You say something Colors?!” she heard Sonic yell over the wind.

She winced, hoping he hadn’t heard too much. “Umm, I said I think that Time Stones may be making all this scrap fly around!”

“Really? I was thinking along the same lines.”

“Sonic! Look out!” Amy yelled as she pulled him away from the ledge.

At first, they were confused as to what she was doing, but it soon became apparent that she was saving him. A yellow bolt of electricity shot right past where he once stood, shooting into the now blue sky. No. It couldn’t have been.

It was. On a now rising section of metal separate from them, they saw none other than metal Sonic, glaring right at every single one of them with a glare that would send grown stallions crying to their mommies.

“You know, I’m actually starting to get tired of this guy,” Sonic said as he returned the glare.

“You’re just now starting to?” Rainbow questioned as she faced him as well, eyeing the open air between them.

Metal was probably in the worst start they’ve seen him in so far. His last eye was flickering on and off again as the red glow was no longer steady. His head was busted right open, his internal circuitry open to the world. What was most glaring, however, was that he was missing his entire left arm, sparks flying from where it was assumedly blown off. His purple aura was still present, but it was far less prominent than before. Even with all this, he was still getting into crouched position, like he was ready to pounce at a moment’s notice.

“What are we going to do,” Amy questioned as she once again hid behind Sonic, feeling rather helpless as they were all still flying through the air, getting further and further away from Little Planet with every passing moment.

Sonic didn’t answer her this time. Rainbow looked to him, wondering what was going on in that head of his. Until she saw him cracking his knuckles, a grin every evident on his face.

“Hey Colors,” he said, begrudgingly catching her attention with that. “How about one more race?”

“Huh,” was her only real response. Another race? What’s he getting on about now?

“You vs me. First one to land a blow to Metal’s bent up face is the winner. Plus, when I win, you can get me one of my favorite chili dogs.”

Rainbow was surprise by the offer, albeit a bit confused as to what a chili dog was, but she had an idea form in her head at the sound of what seemed like a bet.

“Alright,” she answered cockily. “But when I win, you have to stop calling me Colors. You got it pinhead.”

“Heh. Like that’s ever gonna happen. You’ll just have to pick up the pace if you want that to happen.”

Rainbow grit her teeth slightly at that. Never, attack her speed. Ever.

Metal, on the other hand, was tired of waiting. Without warning, he jumped from his platform and launched himself at his adversaries, readying his one clawed hand.

“You just try not to fall kid you got it,” Rainbow taunted as she eyed Metal. “Kind of defeats the whole reason I’m here if you did.”

Not waiting for him, she took off. While she couldn’t see it, Sonic couldn’t help but flash a grin. He thought that would ruffle her feathers.

“Amy,” he said, “you better hang on tight. Things are about to get wild!”

Doing what he says, she wrapped her arms around his neck from behind, wondering where he was getting at—

Her question was quickly answered as Sonic had suddenly jumped off the platform. Sonic definitely heard her screaming right in his ear. He swore he was gonna have a busted eardrum after this, but right now, his focus was just ahead. Eyeing many different pieces of scrap flying through the air, he used he one as a stepping stool to keep up with his pegasus rival, doing his absolute best to reach Metal.

Metal himself eyed the two coming at him. He knew he couldn’t strike both of them. He only had one arm, and his power was at its limit. While he wanted more than anything else to strike at Sonic while he could, a weird, unnatural sensation was overriding most of his protocols. He didn’t know what it was, but one thing was for certain. He wanted to kill Rainbow Dash now above all else.

As the three closed in on one another, they all readied their strikes, Sonic and Rainbow readying fists, while Metal readied his still sharp claws, his targeting parameters focusing in on Rainbow Dash. This didn’t go unnoticed by Rainbow Dash, however. She saw that glint in his eye. Well, she wasn’t about to fall victim to him again. This time, it was his turn to feel scared.

She readied herself, her hoof at her side, ready to thrust out to her target. She eyed Metal intensely, but ever so slowly, her vision started to turn white again.

“Oh come on. Not again,” she thought as she was once again taken out of reality.

Rainbow looked on at the incoming attack. She couldn’t tell what was going on, or where she was, but one this was for certain. She was in the middle of a battle, and she was flying straight at a gloved fist that threatened to strike her dead on.

Her vision came back, and Metal was now right in front of them, his claw seconds away from striking her. In fact, they all were mere inches away from colliding with one another.

“Not today buster,” she growled at him.

With the claw on the verge of piercing straight through her magenta eyes, she leaned her head ever so slightly to the right, the claw firmly scraping her cheek, leaving a nasty gash. Unfortunately for Metal, that wasn’t enough to stop her. The claw sailed right past her, and she had brought her hoof up. Sonic did the same with his fist, bringing it up in an uppercut motion. Metal, with his energy all but gone and his body in great disrepair, sensed the attacks make contact.

Rainbow watched as her hoof struck the chin of the dark figure she was fighting, its head getting thrown back violently. She saw a gloved hand joining her hoof in the strike, and she also noticed something else. This didn’t look like her hoof.

Both hers and Sonic’s attacks made contact with Metal’s chin. With no way to stop what came next, Metal’s entire body was flung much higher into the air, two firm dents now imprinted in the underside of his steel muzzle. He just kept sailing on. At this point, his sensors were so scrambled that he didn’t even know if he was going up or down anymore. His eye flickered as the glass cracked even more.

He didn’t know how long he was in the air, but it soon didn’t matter anymore. He felt the last of his energy vanish in an instant. He could see his one hand, along with the strange purple glow he once had. The glow had vanished, and while he couldn’t see it, the very bright red glow in his eye had vanished as well.

What had gone wrong? He had calculated every single variable. He had taken every single detail of opponents into account. So why had they of all things bested him. Was he not supposed to be the perfect machine? Was he not supposed to become the world’s greatest fear? Was he not…supposed to be the real Sonic?

As he eyed his hand, it was quickly covered up by a shadow. He rotated his body around, only for his entire body to be crushed against the tower shaped like his creator, its weight and mass dragging him to the ground below Little Planet.

Meanwhile, Sonic, Rainbow, and Amy had carefully landed back where Rainbow had first got here, at the edge of the lake. Rainbow had an easy time getting down as she just weaved between all the pieces of scrap metal. Sonic had to jump from piece to piece before finally sliding down a small incline, his passenger screaming his ears off the entire way down. Now, all of them watched as the massive tower, still in the shape of Robotnik’s, or Eggman’s, face, crashed into the lake, water exploding into the air around it. Rainbow covered herself with her wing as it started to rain from the impact, Sonic and Amy simply using their arms.

Many more pieces of Egghead’s once great industry continued to rain down, some landing I the hills, some landing and sinking beneath the massive lake. Even the large chain began to buckle before the links were broken, pulled out of place as it fell to the water. Little Planet, now free from its restraint, began to fly into the distance. It wasn’t long, however, before it quickly disappeared in a flash, sparkles raining down from where it once sat.

Rainbow was about to leave it at that, but something else caught her eye. If her eyes weren’t lying to her, she could swear that the sparkles were forming the shape of a lightning bolt, all before the shape dissipated in the wind. She actually couldn’t help but smile at this. It was as if the planet, or maybe just the Time Stones, were thanking her for freeing it. While she didn’t know if that was true, it brought her joy at the thought. She let out another heavy sigh. Now that this was all over—

“Wow,” Amy spoke up at the sight, long after she had finally stopped screaming. “I’ve never seen anything like it. It’s so beautiful.”

“Heh,” Sonic laughed. “You sure don’t see that every day.”

“Curse you Sonic!”

The moment was broken as an all too familiar, and to some, annoying, voice. The trio looked up, their eyes catching the glint of sunlight beaming off a familiar flying vehicle. Eggman.

“Arggghhhh,” he growled. “You all may have won the battle, but I assure you, the war is far from over!”

“Yeah!” Cubot shot up. “You tell ‘em boss!”

“I wouldn’t go around telling everyone that Egg for Brains,” Sonic said as he walked in his general direction. “After this kind of butt whooping I’d think it’d be pretty embarrassing to show your face again.”

“Don’t get too overconfident you annoying little pincushion. You don’t show your whole hand without keeping an ace up your sleeve.”

As if to punctuate his sentence, he pulled out a blue Chaos Emerald from his pocket, showing it to the group in a very taunting manner.

Amy looked on with a shocked gasp, all while Sonic looked on with a sly grin on his face.

“Man, you must’ve fought tooth and nail to get that thing out of that place when it was all falling apart. I underestimated you Eggman.”

“Believe me, it was far more work than I’d rather do to get something done. But it doesn’t matter anymore anyway,” he put the emerald back in his pocket. “I’ll be generous and let you all live. Just know that one day I’ll be back, and once I’m ready, this Chaos Emerald will be there to help me conquer the whole world! And this time, you won’t be there to stop me. Tah tah.”

On that note, he turned the eggmobile in the opposite direction and started his flight away.

“Hey!” Amy yelled out to him in anger. “You get back here! What kind of guy are you, acting all tough and then up and running when you’re down! You come back down here so I can beat some—”

Her words were cut off as she felt something fly right past her. At first she thought it was either Rainbow or Sonic, flying off to catch him before he got away. She quickly realized that it was neither of them. It was a rock.

She watched it sail into the air, curving upward in a way that seemed to defy physics. Even so, it angled up in such a way that it impacted with the bottom of Eggman’s eggmobile, causing the whole thing to explode in the distance, the smoke left afterwards humorously forming into the shape of the doctor himself. She quickly looked back and saw Sonic in a throwing position, like he had just spun up and released it.

“Strike!” he yelled out, pumping his fist in the air. “You’re out egghead.”

“Sonic,” Amy managed out in surprise. “You did that?”

“Hmm? You surprised?”

Amy felt like she didn’t have the strength to answer. Every rational thought she once had was thrown out and her mind was replaced by nothing but hearts, most of them with Sonic in the middle.

Sonic saw that she wasn’t answering, and she was getting the weird expression on her face again. Heck, he liked this girl, but man did she freak him out at times. Deciding to ignore it, he turned back to Rainbow.

“Hey Colors. I gotta say, you really pulled our butts out of the fire a ton this time. Thanks a…bunch?”

He would’ve continued, if Rainbow was anywhere to be seen.

The whole gang, including Silver and Blaze, all huddled around Rainbow Dash as she had just appeared through the Time Gate. She was breathing heavily, and everypony could see the many injuries that littered her body, big and small. She was bruised, scratched, and most noticeably, there was a huge cut on her right cheek, small amounts of blood staining the wound.

“Rainbow!” Twilight spoke up, worry evident for her friend. “Are you ok!”

As for Pinkie, she was on the opposite end of that spectrum. “DASHIE!” she jumped in. “That. Was. AMAZING! You were all like, ZOOM, ZIP, BOOM. At that Sonic Rainboom! Wowie! That Metal meanie didn’t even know what hit him with that!”

“Pinkie dear,” Rarity stepped in. “I don’t think that now is the time for that.”

“Hey, Dash?” Silver said, doing his best to get her attention on him. “You ok? I know that was a lot to go through for only your second time through, but you did great. I probably couldn’t have done it better myself.”

“Heheh,” Rainbow managed out, catching the attention of everypony around her. “Not too bad…for a…little pony huh…”

She got out another laugh, which elicited some chuckles out of the rest of the group…all before she passed out, Silver having to catch her before she struck the ground.

To be continued…

Chapter 13: Acceptance

Chapter 13: Acceptance

“Come on! Come on!” Rainbow gritted through her teeth, her eyes squinted to the point of almost complete darkness.

She could feel her wings aching as her whole body felt like it was going to give out at any moment. She could barely feel the cool air or the warmth of the sun, all her focus concentrating on what was before her. Everything that passed her by was nothing but blur, the shape of the surrounding trees barely even registering in her mind.

As she exited the forest in a streak of rainbow, she spotted her destination.

“Come on body! You’re not failing me now of all times!”

With one final push, she saw her stopping point, an object sitting on a rock. With quick reflexes, she leaned her body forward, tapping the top of the object, a distinct clicking noise entering her ears. She smiled at the sound, but it quickly faded. Now came the hard part; landing without breaking something.

Letting her body continue its front flip, she stabilized herself as she passed the rock, attempting to stop herself with her hooves. She did just that, slamming them into the dirt, hoping that this would end up worse than it needed to be. She didn’t need to end up in the hospital again. It was working well, for about three seconds.

She held it as long as possible, but her speed was too great. Very quickly, her hooves feel out from under her, her body hitting the ground with a thud. She was forced to tuck in her wings. Last thing she needed was a broken one. She went on for a few seconds before coming to a stop. She winced, feeling the stings on her side and back, but thankfully, it didn’t feel as bad as it could’ve. That didn’t mean it felt good, however.

Carefully picking herself up, she looked back to the rock. She very quickly saw the ruts her hooves made, quickly followed by the much larger one formed from her body. Geez, she really did go all out on this one. She walked back to the rock, a slight limp to her step the whole way as she breathed heavily, her wings hanging at her sides.

As she reached her destination, she looked at the object sitting on the rock, a timer with a tiny switch on top. She looked at its face with slight anticipation. Her time…4 minutes and 47 seconds…

…

“Uuugghh,” she sighed in frustration, letting herself fall flat on her back. “Only 2 seconds better? Are you kidding me?!”

She had been trying the same thing for a nearly a week now. Yet she still only seemed to be able to improve herself at the slowest pace possible.

She didn’t remember everything, but apparently once she had gotten back from Sonic’s world, she had passed out from exhaustion. Her friends had ended up taking her to the hospital, carefully explaining to the nurse ponies there that she simply had a racing accident. Whether they believed it or not, she didn’t know; only that she woke up the next day with bandages all over her body. She may not have wanted to admit it, but Metal Sonic had really ended up messing her up. Most of her injuries were little more than some scratches and bruises. Nothing major, and most of them healed up rather well with those healing spells those unicorns knew. The only one that was still easily visible was that scar she had received on her cheek.

As she just lied there, looking up at the clouds that passed her by, she rubbed the offending cut Metal had left her with. It was currently covered up with a bandage, but that didn’t keep it from itching now and then. At first, she was afraid ponies would start questioning why she had the bandage on, Scootaloo even asked her about it once. Thankfully, knowing the injuries she’d sometimes come back with after some rough flight training, it was rather easy to convince them that she just got it from a wayward branch that caught her by surprise.

Now she didn’t need the bandage anymore, the scar had healed up rather well over the next few days. It was still rather red, but the light bleeding stopped rather quick. She just didn’t like the feeling of ponies looking at it; made her feel like she was showing some weakness. Or something along those lines, she didn’t even really know for sure.

All she cared about right now was the problem she was facing in front of her. She wasn’t in the hospital for long, and once she was out she immediately went back to the place of the Equestrian Flyers competition. For days now, she had been flying the course, her memory still fresh with the exact layout of the track. For the first time she had finally finished the track itself. Now, she had been trying her best to improve her own time ever since then. And she had…if only by a few seconds.

Rainbow let out another sigh, not even bothering to get up. “If only I could have one of those dang emeralds, then I’d be killing this course.”

Oh, and that was another thing.

Yesterday

“Ok Rainbow, try again,” Twilight instructed, holding a clipboard in her magic.

“Haven’t we done enough already?” asked Rainbow. She had been so pent up from sitting in the same place for long, she felt like she was about to die of boredom. “We’ve been at this for days now.”

“I told you Rainbow, we need to find out why your body has been acting the way it has, plus we need to find out if its having a negative effect on you,” Twilight explained, proceeding to attach pulse readers to various parts of her friend’s chest and hooves.

Once Rainbow Dash was released from the hospital, Twilight had now been very interested in this strange power that has been resonating within Rainbow as of late. All Rainbow could tell her is that she felt a warm sensation in her chest when it happened, but that it wasn’t always there. It was like it appeared whenever it pleased and vanished the next moment. However, over the past few days, Twilight had made an interesting discovery. It wasn’t that Rainbow’s power was randomly going on and off, it was just missing its trigger.

“Alright, Rainbow Dash, try and reach out to that power you had before,” requested Twilight. “See if you feel even a little tickle of it.”

Complying with her request, Rainbow shut her eyes. She did her best to feel out the power she had come to recognize. Unfortunately, she felt absolutely nothing, aside from feeling like a dolt from just standing there with all this equipment attached to her, none to comfortably either. Twilight looked at the heart beat monitors, seeing that her pulse was rather normal. After nearly a minute, Rainbow reopened her eyes.

She sighed. “Nothing Twilight. I don’t know what you’re looking to get out this, but you’re asking the wrong pony if you think I know how this whole thing works.”

“That’s the point of all this,” Twilight said. “The best way to utilize this power is figure out how to use it first. I don’t think we want a repeat of what happened last time.”

“No need to remind me.”

Ignoring her comment, she looked to the tiny dragon by her side.

“Spike, could you go get the emerald for me please?” Twilight asked her assistant.

“You got it Twi,” he responded with a salute, heading over to the desk to get the said emerald, the gem coated in light purple magic barrier.

As he picked it up, he heard Twilight say from behind him, “And Spike I better not see any bite marks on that emerald. If it came back damaged I doubt Blaze would ever let us have it again.”

Spike winced at that. At some point, Twilight had asked Silver and Blaze if she could barrow one of their Sol Emeralds for a little experiment of hers. It took a lot of pleading, and some begging eyes, but eventually she managed to convince them to let her borrow it until they needed it again. The Time Gate wouldn’t open without all seven after all.

Unfortunately for the little assistant, when she brought the gem home, she forgot to tell him what kind of gem it was. He simply thought it was another meal she had gotten for him. So, without thinking, aside from the fact that this gem looked absolutely delectable, he chomped down on it. He only made off with a chipped tooth, and barely a scratch on its surface.

He had never known a gem could be that hard. Ever since then, he had to really down his urges so as not to try that again.

Taking the emerald, ran back to Twilight has fast as he could, not even giving the gem a glance, hence he might try to get make it his lunch again; his delicious, uneatable lunch. Very quickly, he passed it down to Twilight, the alicorn gripped the gem in her magic and brought it over to Rainbow’s side.

Letting Rainbow get a good look at the gem, she decided to release the barrier she had cast over it. As the magic dissipated, Rainbow suddenly felt something like a lurch in her chest. Her eyes shined with surprise at the all too familiar feeling entering her body.

“Whoa,” she all but breathed out. “What did you do?”

“Alright,” said Twilight, seemingly ignoring her question and giving her a cheeky smile. “Try one more time. Give it everything you’ve got.”

Complying, Rainbow closed her eyes once more. This time, she did feel something. It was a bit faint, but it was slowly growing. With a deep breath, she felt it slowly beginning to surface.

Twilight was looking at her instruments again, this time with some results. Her heart beat was steadily rising, and if her eyes weren’t deceiving her, she could see a faint glow encompassing Rainbow’s body.

‘It’s working! It’s working! Twilight you are a genius!’ the alicorn thought to herself with glee.

With Rainbow, she could feel her power returning to her. There was no mistaking it. This was it. She couldn’t help but smile as it flooded her body, taking it all in. It was so much that it felt like her mane was flowing with it, her rainbow hairs brushing against her brow. She wasn’t exactly sure what Twilight did, but she wasn’t complaining.

“Umm,” Twilight suddenly began to stutter, “Rainbow Dash…”

“Yeah Twilight?” she asked, still smiling, and still keeping her eyes closed, afraid to open them as if the power would vanish if they did. “What do you think? Do I look any different?”

“Well, you may want to tone it down just a little bit,” her friend said in an almost worried tone.

“Twi, is that supposed to happen?” asked Spike. “If it’s not, then, can I run?”

Unknown to Rainbow, the heartbeat monitor was starting to go crazy. Her heart rate was already over 200 bpm, and it was still steadily rising! Other than that, Twilight and Spike could see some of the papers and books they had lying around them being affected as well. Research paper were being blows away and the books pages were being flipped at a rapid pace, like a wind was blowing them, but neither of them could feel it. In fact, they couldn’t feel a thing a single thing that may have been different. Only seeing what was causing it.

A bright red aura had begun to encompass Rainbow, a red lighting flashing in before disappearing. Twilight looked at the symbol for the short time it there, and for the first time in the past couple of weeks, she believed she knew what was happening. Now, it was just a matter of seeing if she could stop this before it got out of hoof.

She looked at the heartbeat monitor, it was now…300 bpm!

“Rainbow!” she called to her friend. “You need to stop! This is getting dangerous!”

“Not yet Twilight,” Rainbow told her, her smile growing into a wide grin. “I’m gonna see just how far I can take this.”

Reaching deeper within herself, Rainbow let her aura grow even further. And it did so. So much in fact that it flared up like a flame, pages and books flying away from the group.

“Duck in cover!” Spike yelled as he ran for the nearest table and jumped behind it.

“Spike!” Twilight called to him, but she decided to just leave him, as she had bigger concerns.

She turned back to Rainbow, watching as the aura now completely covered her body, nearly rising to the ceiling like a fire. She managed to get another look at the monitor, and she didn’t like what she was seeing. It was now all the way up at 500 bpm! No pony can survive a heart rate like that! The fact that she even made it that far was staggering!

“Rainbow! You need to stop right now! This has gone way too far!”

“Not yet!” Rainbow said back. “I need to see just how far I can take this!”

Not taking the hint that this was a bad idea, Rainbow continued to push more and more of her power out. Sweat was now beginning to for on her brow, but to Twilight’s surprise, the sweat slow began to evaporate. A small but steady stream of steam formed from the sweat. A vein began to show itself onto her brow as Rainbow looked to be struggling to get the most energy out as she could.

Twilight was now seeing a heartbeat spike up to 800 bpm. That’s just inponily possible! Her heart would’ve practically burst out of her chest by now!

“Ok, this getting out of hoof!” Twilight said sternly, lighting up her horn with a sparkling purple magic.

Focusing her energy, she formed a bubble-like barrier around the area her friend was in. As she did, the aura too became entrapped by it. To her surprise, Twilight couldn’t even she Rainbow anymore. The entire inside of the bubble now had an inner layer of red. At first, Twilight believed that she had contained it, but to her immense surprise, she could very quickly feel the pressure begin to push outwards, like water filling up a balloon.

Twilight was about to start to add more magic to it, hoping to completely encompass Rainbow’s body itself to suppress the energy, however, ever so slightly, the energy finally looked to be dissipating. The red aura began to clear, allowing her to finally see Rainbow once more. Before long, the aura completely vanished, Rainbow’s mane falling back down to its normal disheveled state. All that was left now was Rainbow, the machine that she was hooked up to, and the bubble.

“Is it over?” she heard Spike call from the other end of the lab. “The whole castle isn’t gonna explode, is it? I’d rather not have that happen again.”

Eyeing Rainbow once more, Twilight let out a sigh, confirming that everything seemed to have calmed down. “Yes Spike, I think you come out now.”

He did just that, albeit a bit cautiously. He arrived back just in time to see Twilight release the bubble and let it disappear. Rainbow didn’t look up at them, she just kept her head held down. As her friends went to her, they couldn’t help but glance over to the machine that was with her in the barrier, or, what was left of it. A lot of the wires looked like they had nearly burned up and the machine itself had its screen broken out, small shards of glass littering the floor in front of it. But, that could be taken care of later. Right now, all that mattered was Rainbow Dash.

“Hey are you ok?!” Spike asked the speedy pegasus. Although, he was quickly overshadowed by a rather agitated alicorn above him.

“Rainbow Dash!” Twilight said sternly. “What were you thinking?! Do you know how much damage that could’ve done to your body?! That was just—just—reckless! I know you seem to have something to prove right now, but that isn’t worth nearly destroying your body over it! You’re lucky that you’re even able to—”

She was cut off when Rainbow suddenly fell to her side with a thud, the pegasus breathing so heavily from exhaustion that she might as well have been underwater for the past 10 minutes.

“—stand…”

Despite the situation, she couldn’t help but notice the huge, but surprising grin that Rainbow had plastered on her face.

“That…” Rainbow breathed out, “was…awesome…”

“More like utterly and definitely terrifying,” Spike said plainly.

“Spike,” Twilight scolded.

“What?” he asked.

It was that moment when all of them had realized just how her powers worked, or at least, seemed to. Before Twilight had theorized that it was from encountering anything with Sonic’s world, but as they found out, that was completely wrong, well, at least to an extent. It wasn’t just about being around thing’s from that dimension, but seven, very specific things. The Chaos Emeralds. Or in this case, it was a single Sol Emerald.

Twilight had deduced that her powers may be caused by a meeting of powers: her harmony, and the emeralds’ chaos. Silver and Blaze had explained to them that the Sol Emeralds were their world’s version of Chaos Emeralds. If both of them had the same affects, then that would explain the sudden appearance and disappearance of Rainbow’s powers. She needed to be near a dang emerald for them to work. That would explain why they didn’t work last time. The only time they started working was when they got close enough to the one they found on Little Planet. Although, one thing she had noticed was that while she definitely felt empowered by the Sol Emeralds, but they felt different from the Chaos Emeralds. She couldn’t explain it, but she just felt more…whole? She had no idea what, but it was there.

Thing was, another thing that they found out that day was that while she had a lot of energy from the emeralds, it wasn’t infinite. In fact, Twilight had deduced that she had a fixed limit of energy that she could tap into that would regenerate over time. Turns out, if she were use it all up then she would just be a wreck. She could barely move for hours after that little experiment. Even now had she got up she could still feel the soreness from then. Although, it was probably paired with the practice she’s been doing, so that wasn’t helping it much.

Rainbow looked at the clock one more time, looking at those last few seconds that she could possibly scrap off, only to sigh in frustration before tossing the clock into a nearby saddlebag. She was done for today. She tossed the bag over her back and walked off, not even glancing at the damage she had caused.

As she walked, she couldn’t help but just stare at the ground, the grass gently passing by her hooves. Why was she like this all of a sudden? Sure, she was competitive, but she couldn’t remember a time when she had pushed herself this hard. This didn’t have anything to do with Lightning, did it? No, it wasn’t all her. Rainbow knew who was in her thoughts every time to took flight now. The one who had nearly pushed her to her limits and then even easily surpassed them. Sonic. Ever since the Stardust Speedway she just couldn’t push out that image of him practically dragging her to safety at a speed she could only hope to see if she was powered up. But him? He seemingly does it on a whim. As somepony who’s practically lived her whole life based on speed, she couldn’t help but feel like her pride and skill as a racer had been overshadowed. It didn’t help just how annoying that kid was.

‘A great hero?’ That’s what Silver had said. “Yeah right,” Rainbow said. “More like great pestering idiot. How does somepony like that kid get that kind of rep anyway?”

She had to admit, he did have some skill. He wasn’t your average kid that was for sure. Still, it was frustrating to be in the shadow of a brat that she felt didn’t even need her help in the first place if he was so great.

At that last thought, she glared at the ground while still walking. That led to another thing.

“You’re what?!” asked all her friends in unison.

“Geez!” Rainbow backed off, nearly having to cover her ears at all the noise, especially with Pinkie there. “Easy guys. Any louder you may wake up half of Equestria.”

“Did you expect us to stay quiet after that?!” Rarity pointed out as she gestured to the pegasus.

They were all currently in Twilight’s study. It was late at night, so Spike was of course conked out, but thankfully for Rainbow she had managed to catch the girls in time before they went back to their homes, or at least, she used to be thankful.

“Look,” Rainbow said sternly, “it’s as I just said. I quit.”

“But you can’t quit!” Pinkie yelled. “Just think of all the fun times you’ll be missing gout on! And I still haven’t gotten my postcard!”

“I’ve yet to have a ‘fun time’,” Rainbow said with quotations. “You guys saw what it was like. Look, I’m all for danger and adventure and all, but I’m not gonna be putting my flank on the line like that for some kid, who I might add, can take care of everything himself! Hay, I bet he was saving me more than I was saving him!” She couldn’t help but feel a hit to her own pride with those words.

“Sugarcube, you may not be able to see it, but you must be crazier than a diamond dog in Rarity’s fancy dress shop if you think you’re not helpin’,” pointed out Applejack. “What about when you and those other fellers took out that big metal contraption. Ya looked like you were helpin’ a load out then.”

“It’s not just about that Applejack!”

“Then what is it Rainbow?!” Twilight asked.

Rainbow was about to retort, but she had to stop herself. She knew very well what the real reason was, but she didn’t know if she could bring herself to say it in front of her friends. There was an awkward silence among the group as she held her tongue.

Unfortunately for her, Twilight’s eyes seemed to flash with realization. “Rainbow…don’t tell me this is about the race…”

Rainbow just turned her head away from them, almost shameful to look at them. It was true…

“So, what of it is?” Rainbow said, although only halfheartedly.

“Darling,” said Rarity. “You can’t expect us to believe that you’re willing to give up on this just over some race. I dare say, it wasn’t even meant to be like that from I remember.”

“Well it is ok,” Rainbow shot at them. “I know it wasn’t supposed to be like that, but it did turn out like it. Before now, I was able to top nearly every flyer in Equestria. I was even able to keep up with the Wonderbolts of all ponies. Now, not only did I lose, but I lost to somepony who doesn’t even have wings! He just runs! And he’s just a kid! How am I supposed to just let that go?”

While hesitant, Fluttershy finally found the strength to speak up to the flustered pegasus. “Well…umm…I would’ve thought that…umm…you’d help out because it’s the right thing to do…”

Rainbow then looked to her shy friend, only to see her nearly hiding herself behind her pink mane. As frustrated as Rainbow was, she couldn’t yell at Fluttershy. It’d be like kicking a puppy while it was down. She was just too kind and gentle to a fault.

Rainbow just let out a sigh and said, “Look, I know I said I’d help, but this is just something I have to work out on my own for a while. I just don’t think I can go back there for a while. Besides, I bet Silver and Blaze wouldn’t like what I may just do to that blue pincushion the next time he calls me Colors. And again, it’s not like he even needs my help to begin with.”

“Awwww!” Pinkie let out before zooming up to Rainbow. “Don’t be like that Dashie! Come on! Let’s turn that big ol’ frown upside down!” she said as she proceeded to take Rainbow’s face and form it into a massive smile.

This grin was held for no more than a couple of seconds before Rainbow batted away her hooves from her cheeks. “I’m serious guys. You girls may not like it, but that’s what I’m sticking to. You want to help him out so badly, you can go back in time yourselves,” she said turning her back and crossing her fore hooves.

Twilight looked at her friend with a look that plainly said, ‘Oh really?’. She didn’t know what was up with her friend right now, but something had to be done.

“Well then,” she said, “if that’s how it’s going to be, then I think I’ll have to do just that.”

Rainbow’s ears perked up at that as her eyes went wide, along with every other pony’s in the room. She swiftly turned around and faced her friend with shocked eyes. “I wasn’t serious!”

“Well I am. Rainbow, you of all ponies know that something has to be done. I know you’re having your own personal issues right now, but that can be taken care of later. We may not know these guys like we do all the ponies here, but they came looking for help. I say, we give it to them. Besides, I’ll bet you anything that you’re not even giving Sonic a chance.”

“I already did!” Rainbow yelled out. “And hey, I wasn’t too impressed. Hey, if you’re so hooked on this, then why don’t you just get the princesses to help? If anything, they can do some of that crazy princess magic all you guys can do.” Rainbow, however, caught herself on her own words. “Not that you don’t have some of that yourself.”

“I know, I get what you mean,” Twilight responded. “I’ve already sent a letter to Princess Celestia, but both her and Luna are down in Saddle Arabia visiting the royal family, plus going on some official business. She’s been really busy. She hasn’t even had time to respond yet. I’d let Candice know, but I can’t ask her to come all the way from the Crystal Kingdom for this. Besides, this is too much of an opportunity to miss out on. Who knows, maybe I’ll have more luck.”

Rainbow wanted to try and argue further, but she knew better than to continue an argument with Twilight. Knowing her, she’d easily find some way to turn the whole back on her.

She sighed in defeat. “Fine. You want to put your neck out for this kid, be my guest.”

Without another word, she took off, floating toward a higher window.

“And where are you goin’?” Applejack called out to her.

“I going for a fly,” she responded bitterly. “Once you’re back Twi let me know how it went. Let Silver and Blaze know what I said.”

And with that, she opened the window and flew off, leaving her friends in somewhat of a baffled state.

That was the last time she saw her friends before they assumedly left with Silver and Blaze. While she was the one who basically made the way for Twilight to head back there, she still didn’t like it. She felt she made the right choice. She needed to work some things out before she even thought about going back to meet speedy blue. Although, at the same time, felt a pang of guilt that she had pulled out.

She let out a loud sigh, letting as much of her frustration out as possible. Sometimes she could really start to make her hate her own decisions. Well, no helping it now.

Out of the top of her eyes, she could see she was once again approaching Ponyville, everypony seeming to be out on their daily lives. Still, she didn’t care enough to look up. She just kept her vision encompassed by bright green grass.

“Is that how you always come back home after you’re out training?”

Rainbow’s ears perked up as she finally looked up again. She knew that voice. She looked around her, but she couldn’t find its source. That is, until she looked up. She plainly saw the pegasus pony just floating there with her hooves crossed and a slight, caring, but at the same time, challenging smile on her face. This pegasus had a bright pink coat with a frenzied ocean blue mane. Her cutie mark was three lightning bolts that were the same color as her mane. Rainbow stared back at her as she stared at Rainbow, both of their magenta colored eyes meeting.

“Last I checked, my little Dashie always had her eyes on the clouds, not the ground,” she said playfully.

“M—mom?!” Rainbow said, almost stuttering with her words.

The pegasus, Cloud Breaker, smiled to her daughter with a warm smile before floating down to meet her. Rainbow Dash, despite what she’s been feeling the past few days, couldn’t help but smile back as she galloped over to her. The moment they met, Rainbow threw her hooves around her mother and quickly pulled her into a hug, Cloud doing the same. They held that for a few seconds, giving Cloud enough time to ruffle her daughter’s rainbow mane before they parted.

“What are you doing here?!” Rainbow Dash asked in an excited tone.

Cloud chuckled at the sudden change in attitude her daughter showed. “You’re father and I have been working our flanks off lately with the weather up in Las Pegasus, so we decided we needed a little vacation to get our strength back up. And what a better way to do that than to visit their daughter and see how she was doing.”

“Things been that tough up there?” Rainbow asked.

Cloud sighed and waved it off. “Just the usual mish mash of ponies complaining that they don’t get enough rain verses the ones that prefer the natural, dry heat. We’ve had to make more than a few compromises just to try and satisfy everypony.”

Rainbow nodded, but then noticed that it was only her mother that here. “Hey, where’s dad? You said both of you were taking off, right?”

“Well, your father got wrapped up in some last-minute work before he got to come visit. Has to make sure that there are enough workers to last the week we’ll be staying. But once he’s done, he said he’d make his way down as soon as possible.”

Rainbow dash couldn’t help but feel all giddy inside all of a sudden. Her dad was gonna be coming here too! Rainbow didn’t get to see her parents much, what with their work and the distance between them getting the way, so every encounter they had, she made sure to make the most of it. She had now almost completely forgotten about all the things that had been bothering her. In fact, this was probably the best she’s felt for the past couple of weeks.

“Yeeeeesssss,” Rainbow quietly let out, but it didn’t go unheard by her mother, who just let out a chuckle.

“Well,” Cloud started, “what’s the matter?

“Rainbow raised an eyebrow at that, wondering where she was going with this. “Huh?”

“Don’t give me that Dashie,” Cloud stated. “I know mopping when I see it. As much as you usually try and hide it, I’ve learned to spot it as you grew up.”

Rainbow gave a little pout, looking embarrassingly away from her mother. Man, she was hoping that she hadn’t seen too much of that. As much as she loved her mom, she didn’t think she needed to know about the little adventures that she had been going on ‘outside’ of Equestria. Her mother was all for danger just like her. After all, she too was a big racer back in her day. Although, that didn’t deter her motherly love and worry one bit.

“This wouldn’t happen to have anything to do with the race, would it?” she asked.

Rainbow’s eyes widened in slight fear, her mind instantly flashing back to the race against Metal and Sonic. It was one thing to face down a killer robot that could out speed her. It was another thing entirely to be scolded by your own mom.

“Y—you know?!” Rainbow asked, stumbling over her words as she tried to find them.

“Of course I do,” Cloud said. “It’s not like the Equestrian Flyers was kept secret from everypony.”

At hearing that, Rainbow had calmed down. Wrong race. “Oh yeah. Yeah, that was a bummer. B—but I’ll get it next time!” she said, almost a mix between herself and Fluttershy.

Cloud raised an eyebrow to her daughter, but fortunately for Rainbow Dash, she didn’t ask further.

“Well,” Cloud started, “let’s not stand out here for our little reunion. Isn’t your friend Pinkie Pie here, too? I’ve been dying to get a taste of one of her signature pastries again after out last visit.”

Rainbow’s mind slightly wondered at that, as she wasn’t actually sure if Pinkie decided to go to Sol with the others or stay behind like she did. Well, either way, she could still take her mother to the Cakes bakery whether she was there or not.

“Heck yeah!” Rainbow said excitingly as she took to the air. “Right this way!”

That was her final words before she took off in a streak of rainbow. Her mother, laughing at her daughter’s enthusiasm, real or otherwise, she too took to the skies and followed, racing right behind her in a streak of pink and blue.

At their speeds, it didn’t take but few seconds before they both came to a dead stop at the front of Sugarcube Corner. Both of them were breathing a little heavily, but it was nothing compared to how they were after a long day of training.

“Nice try Dash,” said Cloud between breaths, “but you still have some ways to go to beat me.”

Rainbow Dash just laughed between her own. “Yeah right. I totally beat you this time.”

Cloud was one of the few ponies that Rainbow has yet to beat in a race. Even her father said that ‘she was sweetheart at home, and a raging dragon on the racetrack’. Even so, she didn’t care if she lost to her own mother. It just showed what she needed to aspire to.

“You can make jokes all you want Rainbow” Cloud said with humor as she roughed up her daughter’s mane again. “Even your father had to admit defeat one day.”

“Mom!” Rainbow whined as she did her best to fix it. She was no Rarity, however, so it still looked just as messed up as it usually did.

Cloud giggled at her frustration, but she proceeded to walk to the entrance of the bakery. “You coming sweetie? Or are you actually taking time fixing your mane today.”

“Like you ever fix yours either!” Rainbow shot back playfully.

Both of them couldn’t help but shoot small insults at each other as they walked to the door, but it always ended with laughs in between. If it had been any other pony that said some of these things, Rainbow would’ve likely beat them into next week. But with her mom, they both knew how to try and really get under each other’s skin, so it always evened out, and even then, it was still fun to them.

As they walked in, Cloud was instantly, and unexpectantly, showered with confetti and glitter that seemed to have fell from nowhere. Both mother and daughter were perplexed at what had just happened, but their soon to be questions were quickly answered.

“WELCOME BACK TO PONYVILLE!” Pinkie came yelling out, dropping from the ceiling with a party hat on an party whistle in her mouth.

“Pinkie!” Rainbow yelled. “What the hay?!”

“What?” Pinkie questioned. “I just happen to see that your MOM was back in town, so I knew that she was instantly going to want to come to see me and the Cakes at the Sugarcube Corner because she loves the cakes we make, so I quickly threw together a little surprise party for her because she isn’t here all that often and at some point she’ll have to leave again and then we’ll all be sad before HEY, she’s come back for some more cake! We just want to cherish the time that she’s back so I want this to be her BEST DAY EVER!”

“…”

“So welcome back to Ponyville Dashie’s mom!” the pink party pony finally finished.

“While Rainbow was still processing everything, Cloud just opened up into a fit of laughter. She had almost forgotten how this mare is with her love of parties and new and old friends. While it wasn’t going to be pleasant to have to pick all of this stuff out of her mane, she couldn’t help but enjoy the moment and the work this pony must have put into her own little reunion.

“Pinkie,” Cloud said between the laughs, “I have to say, you didn’t have to do all of this just for me, but I’m glad you did it all the same. Thank you.”

“Noooo problem Mrs CB!” Pinkie said with a salute. “Now you ponies get to your table! I’ll be sure to get your orders in a jiffy!”

With that, whistled up to the ceiling and a small hook on a rope came down on que. Like it was nothing out of the ordinary, Pinkie propped herself on the hook as she hung onto the rope, giving it couple of light tugs before it took her up. To where? No clue.

“Well, I’m glad she hasn’t changed much,” said Cloud.

“More like not at all,” Rainbow finally chuckled as she picked a piece or two of confetti out of her mother’s ocean blue mane.

After a little cleaning up, at least for the most part, the two finally took their seats at a table that was all set up for them. There weren’t more than just a couple of other patrons in here, so they could’ve sat anywhere really, but, who were they to disappoint Pinkie. The same mare had quickly reappeared to take their order, which she took at lightning speed, the same with getting their orders on the table. As Rainbow and her mom sat there, they threw various conversations around as they learned what the other had been up to since they were last together. Rainbow was mostly asking about how things had been up in Las Pegasus, like if they had to deal with any crazy weather requests or if her and her dad had participated in any races that were held there. Cloud usually asked about some of the antics that her and her friends had been up to. She had heard how her daughter had been involved in the defeat of that monster Tirak. While she had worried greatly about her daughter in such a situation, she also couldn’t help but feel a sense of pride that she had done so. She was the Element of Loyalty after all.

That led to her next question, however.

“Dashie?” she questioned.

Rainbow looked up at her mom, still stuffing her face with probably one of the best tasting pastries she’s had in long time. “Hhhhhhmmmmm?” she questioned through the dough and icing.

“What’s the bandage for?”

Rainbow suddenly froze at that, but quickly gulped down her food before answering. “Oh—this? I—it happened while I was out training. Stray branch caught be as I was going through the forest.”

“No it wasn’t Dashie!” they both heard Pinkie call from the counter, Rainbow shaking her head in fright, and Cloud giving the pink mare a curious look. “Don’t you remember? You got that cut from—”

She was quickly silence via a cupcake getting lodged in her mouth. She looked to Rainbow and saw that she had just thrown something at her, but she had quickly gone back to her normal sitting position as she whistled innocently, her mother only looking over to her once she had done the deed. Pinkie giggled, but it was muffled by the cupcake. So, she simply gulfed it down in one gulp before prancing back into the kitchen.

Cloud looked at the whistling Rainbow, and simply sighed. She didn’t want her to know what had happened, fine. She’d find out sooner or later. But for now… “Rainbow, why don’t you take that thing off?”

“Huh?” Rainbow questioned embarrassingly. “Why? Everypony would be staring then.”

Her mom just chuckled at that. “Don’t be silly. Usually it’s the mares that like scars on the stallions, but some stallions can like them on mare, too,” she said with a sly wink.

“Mom…” Rainbow mumbled with a blush, close to wanting to bury herself I her own hooves.

“I’m just kidding sweetie,” Cloud said, doing her best to not laugh out loud at her daughter’s misery. “But seriously, nopony is going to look. If anything, you should flaunt it off. I’ve known some stallions who I guarantee would’ve been crying to their own mommies the moment they got a small scratch.”

Rainbow still looked rather unsure about it. Rainbow had looked away from her mom for just a second, but that’s all the time that cloud needed. In one swift motion, she reached over and tore the bandage from her cheek, revealing a slightly red scar and causing Rainbow to clutch her cheek in pain.

“OW OW OW!” she yelled out. “What the hay mom!”

Cloud chuckled as she waved the bandage back and forth. “See. It doesn’t look so bad.”

Rainbow was still just rubbing it. It was quick, but it wasn’t painless. She fought to hold back the tears in her eyes as she just stared daggers toward her mom, who just seemed to accept them with a smile.

Unknown to Rainbow, however, was that while she was smiling playfully at her daughter, Cloud was closely examining the scar itself. Right away, she could tell it was from no tree branch. She had plenty injuries from trees back in the day, so she knew what they looked like. Those were more like scrapes. This one was more of a clean cut, like she had cut herself on something sharp. It was definitely healed, but it was still red.

Rainbow had finally taken break from her glare and noticed that her mom was staring right at the scar. Hoping her mother didn’t see it, she gulped. When she got that stare in her eyes, it usually wasn’t good.

“Umm, mom,” she said.

“Hmm?” Cloud looked up to Rainbow and just gave her a motherly smile. “Oh, it’s nothing.” What she was thinking said otherwise. She still wanted to know where it really came from, but maybe she could figure that out.

Rainbow really wanted this part of the conversation to be over. Her mother couldn’t see it, but her back hooves were tapping furiously on the floor, nervous that this was going to go somewhere where she couldn’t dig herself out of. Hoping for a distraction, she did the only thing she could think of to get her mom’s mind off the conversation. Moving her elbow over just slightly, she ‘accidentally’ knocked her fork off the table.

“Oops,” Rainbow falsely said. “Hold on I’ll get that,” she said reaching down to grab the fork, and hoping to get out of her mother’s gaze for just a few seconds.

“No, I’ll get it. It’s closer to me,” Cloud said as she too reached down for the fork.

“It’s fine mom. I can get it.”

As the two reached down for the fork, their hooves passed over one another as they each grabbed a part of it. That’s when—

“What do you think hon?” Rainbow Blaze asked his wife, holding a little bundle of blue fur and feathers in soft cloth wraps.

“You know what I think Blaze,” Cloud Breaker said. “I think the name Rainbow should continue with her don’t you think?”

“Nah,” he said passively. “You seen her? She looks so much like you.”

“But she has your hair,” she said with a chuckle.

“Yeah, but still, you don’t think she be named after the first place winner of the Cloudsdale Grand Prix? Not the second place?” he said with a chuckle of his own.

“Not at all. This way, when little Rainbow Dash surpasses us both, you can finally say the name Rainbow finally beat me.”

“You’re cruel at times, you know that,” he finished off.

Cloud gave him a light giggle as she brushed up against him and their new daughter. “Only with you two.”

As the flash of white vanished from her eyes, Rainbow quickly reeled back in shock. She had completely forgotten about the fork now. She just breathed heavily like she had been submerged in water. She looked at the hoof that had just brushed up against her mother’s. She was shaking now. Trembling more like. ‘W—what?’ she questioned herself.

Cloud noticed that Rainbow had pulled back and quickly looked back at her daughter. “Rainbow! What’s wrong?!”

Rainbow wasn’t even paying attention to her. She was so focused on the vision she just had. What was that? She was there, but, it looked like they hadn’t even named her yet. She was a newborn. ‘Wait…don’t tell me.’ she felt this sensation before, and she didn’t know what to make of it now. The Time Stones…

“Rainbow?!”

She finally heard her mother call to her again, and she quickly tried to compose herself again. “W—what mom?”

Cloud now looked at her daughter with a very perplexed look. While she didn’t’ voice it, she knew something was up with her daughter right now. She just didn’t know what. Knowing Rainbow Dash, she would just try to beat around the subject, and she could only guess that the whole thing with the fork was a distraction from the conversation. What was she trying to hide?

Rainbow, meanwhile, was picking at mind trying to think up an excuse for any more questions her mom might have. Although, that well was soon going to be running dry with how this was going. Her mom, in fact, looked as if she was about to ask something else, and she couldn’t blame her. Not like it’d be easy to cover this up.

Before, however, she could get out her question, they both suddenly heard the doors fly open, a once quiet voice speaking out much louder than it normally did. “Pinkie Pie! Rainbow Dash!”

Both Rainbow and Cloud, along with Pinkie, who was leaning over the counter, looked out toward the door to see Fluttershy. She looked as if she had just booked it all the way from Manehattan to get here with the way she was breathing. Her eyes were filled with worry and her pink mane was in a near frenzy.

Once she was in she instantly spotted Rainbow Dash at a table and she ran up to her. That’s when she also spotted another familiar face. This caused her to almost instantly regain her normal shy posture, but still with a little urgency.

“Fluttershy?” Rainbow asked worryingly.

“Rainbow…” she said in between breaths. “You need to…come with me…”

“Why?” she asked. “What’s wrong?”

“Are you all right dear?” Cloud asked Fluttershy.

It was like Fluttershy just now registered that the other pony with Rainbow was her friend’s own mother, and when she looked at her she couldn’t help but smile meekly, but warmly to her. In a way, she was like a second mother to her. Her and Rainbow had always been so kind to her when she lived in Cloudsdale, she practically considered them family.

“Oh…umm…I’m ok Mrs. Cloud Breaker,” she said shyly, but with a smile. “I haven’t seen you in Ponyville for a while now.”

Cloud was a bit worried for her, but she smiled back all the same. Looks like she still has that hint of shyness to her that she had back at flight school. Still, she looked to be getting better, her daughter’s influence no doubt.

“Yes, it has been some time,” Cloud responded. “I just got here in fact. Here, why don’t you take a seat. We can catch up.”

“Oh…that’s ok,” Fluttershy said. “But, I really need to speak to Rainbow Dash…oh…if you don’t mind…”

“No, not at all,” Cloud said with smile and a nod.

“Oh, thank you.”

“Hey what is it Flutters?” Rainbow Dash asked the shy pegasus. “Twilight back yet?”

“Hmm?” Cloud piped in. “Princess Twilight is gone?”

Rainbow then quickly attempted to form an excuse about her absence. “Oh yeah, Twi had some official princess business to take care of. It was no biggie though. If it was, she would’ve taken me as backup.”

Cloud nodded, but with suspicion.

“Well actually…” Fluttershy started, but she then leaned in to Rainbow’s ear, so she could whisper the rest. Rainbow listened to every word with a nod, but that was all before Rainbow’s eyes widen as her expression grew to shock.

Pulling away from Fluttershy, Rainbow stood up from the table and said, “Hey mom, uh, I’m sorry to cut this short, but I’ll be right back ok.”

“What’s wrong?” Cloud asked. “Maybe I should come to.”

“No! No.” Rainbow caught her. “That’s ok. It’s just…uh…Bearers of Harmony business! Gotta just go to a quick meeting. Umm, the house is unlocked, so feel free to make yourself at home. I’ll be back as soon as I can.”

With that, she and Fluttershy bolted away from the table, leaving Cloud with a confused expression on her face. “Come on Pinkie! We gotta go!” Rainbow called to the hyperactive pony!”

“Cooooommmiinngg!” Pinkie called to them in a singsong voice, all before bouncing out of the kitchen and following right behind them. As they exited the building, however, she popped back in quickly to hang her apron up on the nearby coat hook, all before bolting back out.

That left Cloud breaker to herself in the bakery. She was a bit perplexed by all that had happened. From her daughter’s strange behavior, to the sudden urgency to some meeting. Something was up, and she knew it, but for now, she’d figure she’d give her daughter this one. Right now, she just thought it’d be a good idea to go ahead and see what Rainbow’s done with the house and get herself situated. She can ask what all this was about later.

At the speed they were all running, it didn’t take long for the three ponies to reach the Ponyville hospital. Already they were blazing through the halls looking for the room that was theirs. Rainbow didn’t even bother asking Fluttershy what had happened. She was just focused on getting to her friends as soon as possible without delay.

After finding the room, they burst inside. Rainbow could see the rest of her friends, minus Twilight, along with Silver and Blaze in the room, and they all looked at them as they rushed in.

“Where’s Twilight?!” Rainbow asked with urgency.

Without even answering her, everypony just gave her worried looks, all before parting and revealing a hospital bed. Along with its occupant, Twilight Sparkle. Rainbow Dash and Pinkie looked on in destress at the sight of their friend and rushed up to the bed, Fluttershy following behind them.

“TWILIGHT!” Pinkie yelled at the top of her lungs, everypony swearing her mane extended upwards as she yelled it. “HEY, WHAT HAPPENED?! WHY ARE YOU IN THE HOSPITAL?! WHO DID THIS TO YOU?! DID YOU GET MY POSTCARD?!”

“Sugarcube! That’s enough!” Applejack said as she gripped a hold of her tail and pulled her back, although strangely, she found that she had a much harder time getting Pinkie back than Rainbow. She was pretty sure that this mare had some kind of hidden strength that none of them knew about.

This time, it was Rainbow’s turn to come up to the bed, making sure to avoid the flailing Pinkie. As she came up to Twilight, she quickly noticed that she wasn’t even conscious. Her eyes were closed, and her mane and fur were a in an absolute mess. She had scraps and burns all over her body, very similar to how Rainbow looked when she came back from Sonic’s world last time.

“What the hay happened?!” Rainbow asked accusingly at the rest of them.

“The dear just got back,” Rarity answered. “Although, she didn’t make it out without trouble.”

“Wait,” Rainbow interrupted. “So, she succeeded?”

“Actually, it’s the exact opposite,” said Blaze. “She went in to take your place when you decided to stay behind, but unlike you, she didn’t make it out in one piece. In fact…it was a lot tougher than she, or any of us really thought.”

Rainbow was hanging onto each word as she explained it to her, and while she listened, she couldn’t help but notice the state Twilight’s mane was in. Yes, it was a mess, but it was also…wet? It was like she had just got done washing it. Then again, as her hooves were on the bed, she felt that the sheets were all wet, too. Most likely from touching Twilight’s body. Was she thrown into a lake or something?

“Water?” she asked. “What the heck happened back there?”

“That’s what we needed to talk to you about,” Silver said, waving her over.

She was a bit reluctant, not wanting to leave her friend’s side in this state. But, she knew she couldn’t be much help to her right now. She was still alive thankfully, and she seemed like she’d recover well enough. With a sigh, she moved past her friends, who let her go with the two visitors to the other side of the room before going back to Twilight.

Now that Rainbow was with Silver and Blaze, she asked them the obvious. “Ok, you’re going to tell me exactly what happened, and I mean right now buddy.” she said threateningly to Silver, and partially to Blaze.

Silver and Blaze looked between each other for a bit. But eventually, Silver answered.

“Well, let’s just say things didn’t go as planned.”

“Didn’t go as planned!” Rainbow yelled to him. “It sure doesn’t look like it did!”

“Rainbow Dash, calm down,” Blaze said to her in an authoritative tone.

“How can you tell me to calm down when one of my best friends is here in a hospital bed after one of your botched-up missions?!”

“Like we said, “Silver defended, “nothing went plan. She managed to meet up with Sonic, but after the initial encounter…everything fell apart.”

“First off, Twilight herself didn’t have any speed to her,” Blaze explained. “While she is powerful, I must admit, her power is not infinite. Once she was out of it, she had nothing to fall back on. That’s what cost her in the end.”

“Wait,” said Rainbow. “So, something managed to overpower Twilight’s magic?!”

That was something almost unheard of. The only ones she knows of that could match Twilight in power was either any of princesses or Tirak. Maybe Discord, but he was so unpredictable that she didn’t even know if his abilities were even in the same category as hers.

“That’s not all,” Silver explained. “It was Sonic, too”

Rainbow’s face slightly soured at his name. “What about him?”

“He was, different,” Silver said unsurely. “He wasn’t as fast as he was when he fought Eggman or Metal. In fact, he too was being completely overpowered before he could even do anything. Twilight tried to help, but like Blaze said, nothing seemed to work.”

Rainbow looked rather surprised to say the least. Maybe Sonic was more helpless than she once thought. Plus, one of the most powerful ponies she knew was apparently overpowered past her own limit. It was rather intimidating to think of that.

“So, what? You want me to go back now? You really think that I stand a chance of Twilight couldn’t do it?” Rainbow asked.

“Yes,” Blaze said almost instantly.

“You serious?” Rainbow said almost unbelievably. “What could I do? As cool as I am, I don’t have magic like she does. How do you know whatever did this to her won’t do that to me?”

“Because you have something that she doesn’t have,” said Silver.

“The power of chaos,” finished Blaze.

Rainbow now looked confused beyond all recognition. “Power of chaos?! Umm, hello! Do you not know who you’re talking to? I’m Rainbow Dash! The Element of Loyalty! If you want chaos, then I can point you in the right direction.”

“Not solely chaos,” Blaze corrected. “We mean that you have a power that Twilight has never shown. She explained everything to us. Whenever you’re near a Chaos or Sol Emerald, your power of harmony mixes with it. That’s what causes that big boost of energy you have when you’re in Sonic’s world. According to your own friend, that power could exceed her own.”

Rainbow looked very surprised at that statement. Exceed Twilight?! Did she really say that? Surely, they were mistaken. But then again, none of them had seen a power like apparently, not even Twilight. Not even Silver or Blaze knew completely what it was. Could she really have that much potential?

“Rainbow,” Blaze said again. “We have no idea of any of the others have this same kind of power. As of right now, you’re the only one we know of that can truly be of any help. We know that you’ve been having problems lately, but we can’t do this without you. Until we figure out what’s going on and find out how to stop it…we…we just don’t know what to do,” she admitted, almost regretfully.

Rainbow was now thinking long and hard about this. Ugh! Why did this have to be so complicated?! On one hoof, she absolutely hated the fact of having to back there, to go back and deal with…him… On the other hoof, knowing she was probably the only chance these guys had…

For a long time, she was quiet. Nopony even said a word. Silver and Blaze were in utter suspense. Would she agree again? Or...would she outright reject them, forcing them to look elsewhere, and who knows how long it would take to find someone else.

It was long and quiet, until…

“You know, I honestly hate the fact that I have to go back there,” Rainbow started, catching the attention of everypony in the room. “I hate the fact that I have to go back and play nice with some annoying brat who can’t even call me by my own name.”

The two visitors were now really nervous at her words. Was she…?

“And I could care less about some big baddie out there right now…”

“…”

“But…when somepony like this…goes around…harming others…and hurts one of my friends…”

She finally looked back at them, her eyes beaming with a fire of new determination.

“That’s when you cross the line!” Rainbow yelled out, her mind made up.

She’s going back, and she’s going to put a stop to this…

To be continued…

Chapter 15: Brother Bonds

*Chapter 15: Brother Bonds*

She held her gaze for the longest time, magenta locking with green in an unending stalemate that she couldn't tear herself away from. It took a second for the words to enter her mind and the meaning behind them. But eventually, it all clicked together. In that moment, she didn't know what she was feeling. Was it disappointment? Confusion? Hurt? She didn't know about the last one, but one thing she was sure she felt…

"WHAT?!" Rainbow Dash yelled, jumping up from the floor and hovering in the face the hedgehog in front of her.

This sudden action caught Sonic off guard, seeing the now angry pegasus practically throwing herself at him. As a result, he was now the one on the ground. Pain shot through his backside as he impacted, prompting him to wince at the sharp feeling.

"Hey!" he yelled back. "What's the big idea?!"

"Big idea?!" Rainbow said incredulously. "What do you think the 'big idea' is?!"

"How am I supposed to know?" Sonic shot back, picking himself up and getting back in her face. "If you didn't want any help, all you had to do was say so!"

"Are you kidding me?!" she yelled. "Do you even know who I am?!"

Sonic took a second to back off, a confused expression plastered on his face. She noticed him blinking in mild wonder as if he was thinking long and hard as he studied her face. For a second, it looked as if it finally clicked in him. Until he just gave her a nonchalant shrug.

"Beats me girly," he said, oblivious to the contorted, but angered look Rainbow had on her face. "Should I?"

Rainbow almost couldn't believe what she was hearing. Things were rocky between them before, but now he was going too far with this. Was this some kind of joke? If it was, it was in poor taste.

Rainbow couldn't help but growl, the evident anger in her finally catching Sonic's attention. "You're just trying to pull my tail again, aren't you?! Even you can't be that dense!"

"Sonic," Tails spoke up, "do you really not remember?"

Again, Sonic looked as if he was searching his memories for anything regarding her, closing his eyes and crossing his arms as his face hardened around his brow.

"Sorry buddy, but it's just not ringing any bells," answered Sonic, now looked back to Rainbow. "You sure we've met before? Because I think I'd remember someone with that hair and a rainbow tattoo on their butt."

Rainbow's face contorted in a mix of anger and humiliation, not even knowing if the red on her face was from her rage or just embarrassment. "It's not a tattoo, it's a cutie mark!"

"Hey, call it what you want," Sonic said as he shrugged it off. "Still looks like a tattoo to me."

This irked her even further, but this wasn't the main point she was frustrated over. Rainbow felt more insulted than anything right now. It was one thing that he never used her real name before, but now he didn't even remember her well enough to use her nickname. Was he like this with everypony he met or was it somehow reserved specifically for her? Somehow, she felt it was just with her. Sure, he could have the excuse that he only ever worked with her twice over who knows how many years it's been for him, but even he should be a bit for considerate than that. It was like he never even bothered.

Rainbow couldn't help but turn her head away, not letting him see the sense of hurt she was feeling. She may not have thought highly of this guy, but after hearing what Tails had to say earlier, she couldn't help but think that all of that was a bunch of horse apples. She was actually considering giving him a chance, too. Well, that just flew out the window for all she cared.

"Just," Rainbow started, hurt evident as the words barely even escaped her mouth, "shut up…"

Sonic broke out of his thoughtful stare and twitch his ear at what she just said. "Huh? What was that?"

This time, Rainbow had enough. "Do you have quills in your ears, too?! I said, just shut up! Just for once I'd like to be here without hearing whatever featherbrained talk comes out of you!"

"Hey! Take it easy!" Sonic defended, backing off as the pegasus got in his face once more. "I don't even know what you're talking about! You're acting as if we've known each other for years or something!"

"After what we've gone through I'd think you'd at least have some idea!" Rainbow retorted.

"What we've been through?" Sonic questioned.

"Yeah, what we've been through!" Rainbow shot at him. "If you're so soaked up in your own persona that you can't even remember somepony who literally put her own life on the line to save a numbskull like you, then you really need to rethink your priorities pal!"

"Now you're just not making any sense," Sonic said, rubbing his nose in a cocky demeanor. "I remember all my friends. I'm starting to think that you've just gotten to the wrong hedgehog."

"You're not exactly subtle you know. Lucky for you, I remember everypony I meet, whether I like them or not. And I can easily tell which one you are."

"That's enough!" the two heard Tails yell as he made his way between them, extending his arms out in an attempt to block them off from one another.

Sonic and Rainbow backed off, but only just. Even with Tails in the middle, the two couldn't help but stare into the eyes of the other. In Sonic's eyes, there was only a sense of stubbornness that Rainbow had come to know the few times she's been with him, completely devoid of any indication that he knew who she was. Rainbow's, on the other hoof, were filled with nothing but a shaking anger. They were stern, unwavering, and most of all, deathly serious. If it weren't for Tails getting himself involved…

"This isn't the time for this you guys!" Tails sternly told them, obviously doing his best to take charge of the ever-deteriorating situation. "We can't afford to be turning on each other right now!"

"Rainbow, he's right," she heard Blaze call to her. By the tone of her voice, she wasn't too pleased either. "The situation is precarious at best. If you continue down this path, you'll only divide yourself from them even further than you already have."

Rainbow wanted to argue, but she knew better. She couldn't risk saying anything back to Blaze without either Sonic or Tails noticing. She just had to swallow the advice with a grain of salt.

It was at this time that Tails turned his attention to Sonic. "Do you really not remember her, Sonic? I thought you two were good friends."

"Not one-bit Tails," Sonic responded, looking over to Rainbow. "I'm telling you girly, I think you're just thinking of a different hedgehog. Although, not sure who you could find that's anywhere near as awesome as I am."

"I don't believe you!" yelled Rainbow. "I knew you were an idiot, but this is just taking it too far!"

"Me?!" Sonic responded. "An idiot?! I mean, I've been called worse, but it still hurts you know."

"I mean that you must have been hit in the head pretty hard earlier if you've forgotten me that easily."

"Alright then," Sonic challenged her with an ever-growing grin. "How about this then. Test me. You haven't even told me your name as of yet. It's only the polite thing to do you know. If you're right, maybe it'll jog my memory."

"Sonic," Tails tried to berate, but it was going too far south at this point. He was afraid if this went any further, these two may tear apart the entirety of the Egg Carrier just to be at each other's throats.

"Oh, now you want to know my name?! Good! Maybe you'll finally decide to use it! So, listen up! The name is—"

"SONIC THE HEDGEHOG."

Their argument was interrupted as the guttural, but synthetic voice entered their ears. More specifically, Rainbow heard it coming from right behind her. She completely forgot about what was going on and turned around, her wings flared as she tapped into some of the emerald's power. Sonic and Tails had similar looks on their faces, both of them looking past the pegasus to what had just addressed the blue blur.

In front of them, they noticed an Eggman robot that was blocking that end of the hallway. Normally, Rainbow wouldn't even bother worrying herself with one measly eggbot, with good reason. Most of them were nothing more than bumbling idiots that couldn't shoot straight to save their lives. This one, however, was already starting to send alarm bells in her head off.

Unlike all the other bots with round and orange bodies, this one's body as still fairly round, but its entire body was black in color, a white line décor going down the torso, right next to the white numbers '101'. It had what looked to be a bar that was connected to either side and come around the front. Its head looked to be nothing more than a single eyehole, giving it the look of a cyclops, and a visor hovering over it. Its arms were much longer than the normal bots, and if that wasn't enough, the hands were nothing more than two sharp spikes that protruded outward. If she didn't know any better, she could swear that there was a tail on its hindquarters that she could see plain as day. Finally, this one didn't even have legs. It was simply floating off the ground without any obvious indication of what was keeping it afloat.

"TARGET FOUND," the new bot said, verifying it was the voice they heard. It's single eye quickly darted away from the group and landed on the Chaos Emerald, still lodged in the nose of the Tornado. "CHAOS EMERALD, SECONDARY TARGET FOUND."

"Huh," Sonic spoke up. "Looks like Eggman is starting step up his game. Bout time he brought something new to the table."

"Careful you guys," warned Tails. "We haven't seen this class of badnik yet. We have no idea what it's capable of."

"That shouldn't be too hard," said Rainbow confidently, hoping to use this little distraction to get her mind off the previous conflict. "This bucket of bolts should be the one to be careful."

"Its best to listen to Tails on this one Rainbow," said Blaze. "Like he said, this one is different."

Rainbow contemplated that but was still not quite convinced. After what happened with Metal Sonic, it was hard to see anything else that the doctor made as threatening when compared to him. Sure, it was different, but how different could it really be compared to all the others?

"I think you'll find that to be quite the opposite," said a familiar, and unwanted voice.

They didn't have to search for this one, as its user appeared from where the bot had come from, all while floating in his comfortable, yet seemingly tight, eggmobile. He gave the group a snarky grin as he adjusted his glasses over his beady eyes.

"Eggman," Tails stated.

"Pleased to make your acquaintance friends," Eggman said sarcastically. "I have to say, you've all done quite the number on my beautiful Egg Carrier. I'll have to pay you back tenfold for every scratch and dent you put on her hull."

"Sorry Eggman," said Sonic. "But with that face decorating its side, it's pretty hard not to want to give it good beating."

"You know Sonic," Eggman started, "I may as well give you that one. Think of it as a reward for managing to elude Chaos as you did. I have to say, I was impressed. I mean very impressed. In fact, I was so impressed, I decided that it was too bad that all you had to accompany you for all this time was badniks, and not even good ones. This time, however, I can finally give you the company you deserve."

"Now my wayward heroes, behold! The E-100 series badnik MK II! E-101 Beta!"

In response, Beta saluted the group, although it was obviously for the doctor himself. "I AM PROUD TO SERVE YOU, GREAT DOCTOR EGGMAN."

"Yada yada yada," said Rainbow Dash. "Can you quit with monologue already? We've been through this like a million times already."

"I have to agree with her," said Sonic. "And you're gonna have to do a lot better than send one eggbot after us. I actually feel a bit insulted you'd underestimate me so much."

"You have nothing to worry about Sonic," Eggman said, all while smiling maliciously. "Beta here tends to work at his best when paired up with one of his E-100 series brothers. So, if you're so keen on giving me a hard time, allow me to introduce you to his plus one."

"What're you getting on at?" asked Rainbow.

"Umm, guys…" they heard Tails say cautiously. "We've got company."

Both Sonic and Rainbow turned to their younger companion, but their eyes feel on another target before him. There was now a lone figure standing on the opposite end of the hall, and it was a badnik as well. Like Beta, this one was very similar in design, with the claws and body shape to boot. The only glaring difference between this one and Beta was its color. Whereas Beta was white on black, this one was yellow and black on red, with a similar white stripe going down its body, with the numbers '102' on its chest.

"I AM READY TO SERVE, GREAT DOCTOR EGGMAN," the badnik said as it saluted to him, mimicking its counterpart opposite of him.

"Sonic heroes," Eggman started, standing from his eggmobile as he gestured extravagantly to the new visitor, "meet my latest and greatest creation since Beta here, E-102 Gamma MK II!"

The robot put its arm down at its name, its single eye glaring at the group with unwavering intent to serve its master's will. Rainbow didn't know why, but she was starting to get a bad feeling about this. She was already used to how Eggman would always build up how amazing his machines were, and usually, they fell pretty flat in the end. With these, however, she couldn't help but feel there was more to them than meets the eye. They definitely looked far more threatening than your average badnik. Plus, there were now two of them. Heck, just the fact that Eggman felt confident in only needing two was unsettling enough.

"Hah!" she heard Sonic laugh. "As if these junkers could even lay a finger on us."

"I don't know Sonic," Tails said cautiously. "I don't like the looks that they're giving us. They're giving me the creeps. That, and they've got us surrounded, and I don't want to find out what they can do in this tight of a space."

"You act as if there will be much a fight in the first place," Eggman spoke confidently. "Once Beta and Gamma are set upon their targets, they won't stop until they're pummeled to nothing but dust. You may have thwarted my other badniks, but with the modifications I made to these two, it'll be only a matter of time until I get what I want. Unless you'd be willing to give me the Chaos Emerald now? Just to speed things up and to skip all the nasty bits."

"Not a chance egg for brains," taunted Rainbow.

"You won't have that sort of tone with me once you're used for the next set of the E-Series, girly," Eggman responded, getting back into a comfortable position in his chair. "But we've prolonged this long enough. Beta! Gamma! Do what you will with them, but I want that Chaos Emerald intact!"

"AS YOU COMMAND DOCTOR," they both said in sync.

The group could only ready themselves as they saw the two bots slowly start to close in on them. The main problem right now was that they were being flanked from both sides, making an easy escape much more difficult than it needed to be. While Sonic and Rainbow both took a side respectively, Tails was much more indecisive. He wasn't much help as he was right now. He could try and jump back in the Tornado, but he felt that if he even tried, Beta and Gamma would just speed up their approach, and he knew that they needed every second they could afford right now.

The two bots approached ever closer with every passing second, a lingering sense of caution and anticipation flowing over the group in the middle. They could jump them at any time, and they needed to be ready for the moment it happened. Rainbow herself could already feel the beads of sweat on her brow from the tension in the air. She really wished that she had a bit more room to maneuver in here. Despite being big enough for the Tornado to fit in here, it still felt claustrophobic, as she was not used to being in these kinds of conditions yet.

She eyed the bot in front of her. Gamma, if she remembered. Like his brother, he made no indication of stopping. He just kept moving at the same slow pace, not giving her any idea of when he'd strike. She could only wait and see, using every second she had to study this guy up and down. Not like it'd probably make much of a difference. She had no clue on how these things even worked, let along how to spot a weak point. Nevertheless, she continued to scan him, hoping for something she could work with when the time came.

That's when her eyes drifted, and she saw it…

It was nothing on Gamma that she saw. She knew this wasn't a time to be ignoring what was in front of her right now, but what she saw just now…it immediately caught her attention. She was now looking down to the other end of the hallway, way past Gamma to where anypony could easily look past it. It was hard to make out, but she could see…a figure. It looked as if it was leaning against the corner of a junction, only the left half of its back showing itself to her. At first, she thought it may have been another badnik. That theory quickly flew out the window, however. Upon closer inspection, she began to make out its shape in more detail.

It was still bipedal, like everything else in this world, and its entire body was a deep, dark purple color. The only deviation from this color was its hands and feet, which were both clothed in gloves and boots, respectively. It wasn't much of a change, however, as even they looked dark in color. Its head was partially looking in their direction, its left eye looking directly at them, directly at her. It flashed her a sickening grin, and Rainbow couldn't help but feel the chills that the smile left her. Even so, she continued to get the best look in she could, finally noticing one glaring and key feature of the distant figure.

'A hedgehog?' she thought to herself.

Before she could probe any further, the hedgehog's body slowly began to glow with a menacing aura, and a familiar one, all before it flashed out of existence. Rainbow's eyes widened at that. The flash she saw, it looked a lot like what happened when Silver disappeared on them when they were in the forest. The moment when he held up the Sol Emerald. Was that…chaos control?

"Hey girly!" she heard Sonic call out, breaking her out of her stupor. "Watch it!"

She was thankful he said something, as she almost completely forgot about the situation at hoof. She focused back on Gamma just in time to avoid the strike from his steel-tipped arm, the strike partially piercing the hard floor. Her wings allowed her to fall back rather quickly, her body was barely even a blur to the others. She stopped herself just short of Sonic and Tails, watching as Gamma pried his arm free and continued his slow advance.

"You ok?!" Tails asked.

"Just fine," Rainbow answered. "Just felt a little wind is all."

"Hey, I gotta admit," she heard Sonic say behind her, "you're a lot faster than you look. Once this is all said and done, we should race sometime. My treat."

'Oh, you'd just love to gloat afterward, wouldn't you,' she thought, almost seething at his every word.

"Enough of this!" Eggman roared out. "Beta! Gamma! Stop wasting time! Do what you will! Destroy those little pests!"

"YES DOCTOR," they responded.

Both of them stopped moving but soon got into a position that hinted at them getting ready to pounce on them. Both Sonic and Rainbow crouched lower, getting ready for whatever came at them. Just from the slightest of movements, Rainbow could tell that they were just seconds away from being nearly tackled, and she just braced for what was about to happen. She dug her hooves as deep as one could into solid metal, hoping to at least have some kind of grounding once it started. Her back hooves must've been much stronger than she had realized, however. She could swear that they were pushing in a little more than her forehooves.

She tried to ignore it, but she just couldn't. For whatever reason, the pressure on her back hooves only grew stronger. At first, she had no idea what was causing it. Her confusion didn't last long, however. Slowly but surely, she could start to feel her whole body begin to move…backwards? She could now feel her firmly planted forehooves barely preventing her from moving, but only just, and it didn't last forever. It now felt as if all her weight pulling her back, no, pulling her down. It felt as if the whole hallway had just slanted and was turning into some kind of slide.

She no felt her backside hit that of Sonic's, his body seeming to have the same trouble as her, her newly added weight not helping in his struggle.

"You mind?" he said unamused. "I'm barely keeping myself up as it is here."

"It's not me you dolt," she spat back. "It feel's like the whole place is trying to turn upside down."

"What!" she heard Eggman yell.

It would make sense. He's in that hover chair so much that he must not have noticed the change in footing. Now that Gamma was aware of the sudden shift in weight, despite floating off the floor, seemed to be trying to get his bearings as the walls of the hallway dipped down around him, and she suspected Beta was in the same predicament. She looked over at Tails to see that he was now having to grip onto the leg of the Tornado.

"I'm not entirely sure what's happening, but for this sudden change in direction, the whole ship must be capsizing!" he concluded, obvious dread plastered on his face.

Sharp gasps from all the organics could be heard thoroughly, including Rainbow herself. If there was one thing that she's coming to realize, it's that whenever she came to this world, everything just seemed to start falling out of the sky. The Death Egg. Eggman's Little Planet base. Now, this?! She really hoped that whoever was watching this from a distance enjoyed the spectacle, because for her, it was a very poor experience, and she wasn't looking forward to what came ne—

A sudden incline in the floor threatened to push her even further down, forcing her to use her wings to stay afloat. The entire hall might as well have been an elevator at this point. Even when surrounded by thick plated walls, she could still begin to feel the slight churning in her stomach from the speeds they must be going at now.

Her thoughts were broken when a sharp pain entered her body through her tail, causing her to give off a pained yelp in response. She looked down to see…

Sonic…

With the hallway now turning into a pitfall, Sonic looked to have been forced to grab the nearest support he could think of. That support being her own tail. Already, she could feel his own weight putting a slight strain on her wings. Her only response to this was a clear buck to his thick head with a single hoof.

"OOOOWWWW!" Sonic yelled out, still keeping a firm grip on the rainbow tail. "You want me to fall or something Rainbutt?! Lend a guy a hand here!"

"You couldn't find something else to grab?" she scolded him. "This isn't the first time you've done that. And the names Rain—"

Her sentence was cut off as a shrill screeching noise entered her ears, prompting everyone in the room to turn toward its source, the Tornado. Tails had now flung himself into the cockpit, looking as if he was preparing it for something. However, it was the sheer mass of the Tornado that was making that sound, it's large feet dragging themselves across the metal floor as it slowly slid down.

Tails seemed ready for this, however, as when one more lurch of the ship came by, the entire plane finally began falling at a rapid pace. Both Beta and Eggman had to move out of the way as the plane soared past them, Tails seeming to extend the wings from their folded in position.

"Well, no use hanging around here," Sonic said, Rainbow finally feeling the pressure on her tail being let off. "Catch us if you can Egghead!"

Without her tail for support, Sonic planted his feet on the slope that was the hallway, letting his body slide down in order to catch up with Tails. Rainbow, not wanting to be left behind, followed suit, going through the opening Tails had made, all of them at Eggman in their wakes.

The doctor let out a livid growl as he watched his quarry slip out of his grasp. "Both of you, don't let them escape! I'm heading up to the bridge to see how those two nincombots messed this up this time."

"YES DOCTOR."

On cue, the two bots soared past him, giving chase to the three perpetrators, all while Eggman flew in the opposite direction, making his way to the bridge.

Rainbow had caught up with the others, Sonic continuing to slide while Tails seemed to have taken minor control in keeping the Tornado from hitting any of the walls. She was amazed at how skilled he was at controlling that thing, especially in such enclosed spaces. His age wouldn't show it, but he was a genius in every sense of the word in her book. He kind of reminded her of a young Twilight, in that geeky sort of way.

Focusing back on what was in front of her, she saw that the ship wasn't looking to be leveling out anytime soon. They passed several cross sections as they sped down the corridor, not having any time to even see where they went.

"What the hay is going on with the ship?!" she called out to the other two, hoping Tails was the one to answer.

Thankfully, she was given her request. "I don't know. The only thing I can think of is if someone made it to the bridge and did it themselves. I mean, in a way, I guess we should be thanking them."

"No kidding." Sonic agreed. "Thing is, now we have to find Amy three times as fast now. I'm not looking forward to seeing this ship once it finally land-hoes."

"For once, we can agree on that," said Rainbow, adjusting her wings to carry her away from the wall. "Amy's that little girl, right? The pink one? What's she doing here of all places?"

"Not out of choice, I'll tell you that," answered Sonic. "You know her too?"

Rainbow had to suppress her agitation as she felt her brow tighten, a thick vein threatening to show itself. "When we get out of here…" she threatened, leaving the last bit to his imagination.

He didn't think about it long. Sonic's left ear twitched as the sound of a whistling projectile entered them. Out of pure instinct, he leaned his body to the left, but not too much, as he couldn't afford to lose his balance right now. As the whistle drew closer, he lifted his left arm, letting a bright yellow energy beam shoot right under it, disappearing down the hallway.

Seeing the beam, the group looked back from where they came, Sonic having to look with her peripheral vision as he righted himself. To their dismay, both of Eggman's previous badniks were hot on their tails. The one in the lead, Beta, looked to have been the one to fire at them, as both of his cannons underneath the gauntlets were smoking.

"These bucket heads aren't going to give us a break!" Rainbow stated, glaring back at the two pursuers.

"Uh, that's not the only thing!" she heard Sonic say, nervousness evident in his voice. "Wall!"

"Wall?" Rainbow repeated, but looking back to their never-ending destination, there indeed was a wall at a T-junction, a smoldering black spot from what she figured was that blast earlier.

She audibly gulped at the realization. "Wall…"

"Oh man!" said Sonic. "First time I ever thought we may be going too fast! Whatever left of us once we hit that isn't going to be pretty!"

"Just hang on guys!" Tails said with quick reassurance. "Just keep on course!"

"Are you nuts Tails!" Rainbow yelled. "If you didn't notice already, that's a dead end we're headed straight for! A hard, solid, plane stopping dead end!"

In response, Tails turned to meet his eyes with hers. Rainbow noticed this and was a bit taken back by what she saw in them. It was a hard look, but one that insisted that she listened to what he said. "Trust me. Please. I'm not going to ask this of you if I didn't think either of you could make it out of this."

Despite his reassuring words, Rainbow was still uneasy about the whole thing. He was basically asking for her to trust him with her own life. She liked this kid, hay, he was probably one of the few people she liked here. But to trust him to make this kind of decision, and one that she didn't clearly see, she didn't think that—

"You got it, buddy," Sonic said, surprising Rainbow with what he said.

Looking at him, she could see that he was still focused on the wall, but his composure was different this time. Instead of looking worried like he should've been, he was as calm as could be. His body was angled in a way that looked as if he was surfing now, his arms keeping his balance and his head partially turned away from her. However, even with his gaze on the impending doom in front of them, she could still make out the genuine smile on his face, one filled with confidence, Tails' words obviously having an effect on him in some way.

"Do what you gotta do, Tails," he said. "We'll follow you all the way through."

Rainbow was shocked, to say the least, at his decision. She couldn't even begin to comprehend what he was thinking right now. To say this as a horrible idea was an understatement. She was this close to just telling off the blue devil right there and then.

But…she couldn't bring herself to do it. Looking at the both of them, seeing how much they trusted one another, it reminded her of her of what she felt when she was back home in Equestria; back with all of her friends. Her friends, who she had been through thick and thin with. It wasn't exact, but the hints were there. Despite being in a completely precarious position, she could suddenly see the connection between the two. She completely forgot. These two have been with each other for what she only assumed to be years, whereas she had only seen them together for what could only be hours. She may not have liked Sonic, but that didn't mean these two didn't have a bond of some kind.

Looking back to Tails, she didn't give any words, but a nod, giving him her warry approval. Smiling at her compliance, Tails brought his attention back to the wall, now only seconds from being their crash site. He had to make this work, in fact, if it didn't, there was no way they would be able to make it out of this, not without losing something. But he was confident, in both his own abilities as a pilot and the abilities of his comrades.

His friends.

With the wall rapidly approaching, his hands tightened around the controls, nearly shaking at this point. This needed to be perfect. If it was, he could kill two birds with one stone. But only if he succeeded. Rainbow was still sweating bullets as they sped over closer to their demise. She only hoped that whatever was going to happen, it would happen sooner rather than later. As or Sonic, he only looked on, almost not a care in the world at what was in front of them. Only sheer determination, and total confidence in his stance and smile.

With the end in clear view, it looked as if this was where they finally were to come to a stop, and not of there own doing. But now, it was the perfect time.

"Fire!" yelled Tails, smashing his thumbs down as hard as he could on the button of his joystick.

In response, the Tornado's missiles launched just as they did earlier against the badniks, only now, they were directed right at the wall. Sailing far ahead of them, they impacted, creating a plump of black smoke and flame. There was no stopping now, feeling the end coming, she threw her hooves up in a pitiful defense for the sudden impact of her body on metal. To her great confusion and fortune, it didn't come.

She felt as her body entered the smoke, the heat from the fire parting over her coat and smog threatening to enter her lungs. At the speed they were going, however, it was soon over. Already, she could feel cooler air blasting her hooves and face she the smell of smoke finally left her. Not quite to grasp with what just happened, she forced her eyes open, taking in her change in surroundings.

Along with Sonic and the Tornado, which were both followed by trace bits of smoke and small embers, they were all in a big and expansive room, filled with pipes, both big and small. It seemed to go on forever in every direction, even down, which looked to have been nothing but a bottomless pit. Behind her was the flames and the smoke, which were completely obscuring a gaping hole that they came through. Realization sudden washed over her as she understood what Tails was doing all along.

Not missing a beat, Tails suddenly took the Tornado and sped it ahead of the two speedsters. Drifting through the air, he came to face them, stopping in their path as he yelled, "now you guys!"

Angling the nose of the plane down, he presented them with the tops of his wings. Quickly repositioning their bodies, both Sonic and Rainbow Dash slammed feet and hooves first onto the top of the wings, the Tornado getting pushed back slightly by the force. Rainbow was confused at what was supposed to happen, but taking a quick glance at Sonic, she noticed that the grin he held before was still there. In fact, it was even more prominent than it was a second ago. He knew what was up, and in the next second, in the back of her head, she felt she knew too.

With a powerful lurch from the plane, coupled with wings acting as makeshift catapults, it launched them back in the direction of the smoke covered hole, both speedsters straightening their bodies to allow the air to pass right by them. It wasn't the greatest speed, but it was still adequate for what she figured was about to happen. Seeing two silhouettes forming through the smoke, she readied her hoof, her red aura flaring slightly with her fighting spirit. Out of her view, Sonic did the same with his fist, only for him, his white aura flared, his grin only getting wider at what he suddenly felt.

Just as they thought, both Beta and Gamma rushed through the smoke, both looking to fire at something with their hand cannons. However, they were both taken back by the two enemies that were suddenly in their faces without their knowing. They attempted to evade, but the mistake was already made, and they knew it. Before they could do anything, both Sonic and Rainbow slammed their fists into the bots, Rainbow striking with her right hoof, while Sonic struck with his left, right to the sides of their metal craniums. The strikes had sent both of them off course and caused them to slam right into one another. Without proper control, the two badniks fell into the dark abyss, their bodies disappearing from sight.

With that done, Rainbow steadied herself in the air while Sonic landed on one of the nearby pipes. Tails, after pulling himself back into a good position, hovered closer to the two as he leveled out.

"That was perfect you guys!" Tails cheered.

Sonic rubbed his nose in a cocky demeanor. "Well, we had a good strategist to go with it. That was some real quick thinking on your part pal."

Tails couldn't help but smile gleefully at that, although slightly embarrassed at the admiration.

"Hey kid," he heard Rainbow call to him.

He looked over to her and saw that she had floated a bit closer to him once he was still. Her hooves were crossed, and her face was set in a serious tone. However, slowly, her lips grew into a light, but sheepish smirk.

"Sorry about what happened earlier," she apologized. "You really pulled us through there, and…well, I guess I should really learn to put more trust in what you were saying."

"It's no trouble," Tails smiled. "To be honest, I would've been a little skeptical about it, too. So, no hard feelings."

Rainbow rubbed her head in slight embarrassment. Even she could admit she was a little too brash with him earlier. There were those rare times when she felt she needed to work on that, but that was for another day. "Oh yeah, how'd you know that we'd end up here if we came through there anyway?"

"Just a bit of preparation goes a long way," he said proudly. "The whole time I was outside I was scanning the Egg Carrier with my instruments. I was trying to find a way inside, but in this case, it was a really good thing I did it."

Rainbow looked at him with an impressed expression. "You know Tails, there's a lot more to you than meets the eye, you know."

"Like I said, it was nothing," he waved it off. "Oh, and despite what he said before, I bet you anything that Sonic was thinking along the same lines."

"Hey!" Sonic called out. "That's not fair! I'd think you'd have a bit more faith in me than that, Tails!"

Tails couldn't help but lightly chuckle, and while Rainbow was hiding her face from Sonic's view, she did her best to suppress a snicker that was quickly threatening to become laughter. With her hoof covering her mouth, Rainbow was ready to bring her head back up. She partially opened her eyes and saw the black abyss below her.

"Hey! Watch it, kid!" Rainbow suddenly shouted.

Tails didn't even know what hit him. Before he knew it, Rainbow had charged her energy into her rear hooves and bucked the side of the Tornado. The hit caused the plane to drift far to the left, its pilot not expecting the amount of force behind the strike. He had to wrestle with his controls, but he managed to steady it out as his eyes drifted to the beam of energy that was shooting up from the darkness, right where he used to be.

Rainbow was able to dodge the beam as well, her eyes focusing on the two badniks that were once again making their approach.

"Looks like they want some more," Sonic stated as he looked as if he was ready to jump down to meet them. "You ready for this girly?"

Rainbow gave him a huff. "Like I'd let you have all the fun."

Sonic smirked at that but took the time to look to Tails before anything took place. "Tails, we'll take these dorks. You keep that emerald safe, but feel free to take some potshots here and there."

"You can count on me," Tails responded.

"Alright then. Geronimo!" Sonic yelled as he dived off the pipe, going head first into the two badniks.

Rainbow was right behind him, not looking to miss out on the action one bit. Both Beta and Gamma seemed to zero in on them instantly. They extended out their spike-tipped arms, looking to skewer one at least one of them. In response, Rainbow simply dodged out of the way of Gamma's strike, the red robot sailing past her. Sonic spun into a homing attack and launched himself to meet the strike head-on. He collided with Beta's attack, both aggressors stopping in their tracks as sparks flew from the friction.

Meanwhile, Gamma had doubled back and began swiping away at the limber pegasus that was doing a good job so far of dodging the strikes. Gamma's posture and fighting style almost depicted that of a boxer, his punches moving in and out in quick strokes, always keeping at least one arm back for defense as the other went for the kill. While Rainbow had noticed for that Gamma was deceptively agile. His bulky exterior wouldn't show it, but he was fast when it needed to be, especially when it came to keeping up with her. She could barely even find a good opening to strike at that wouldn't result in leaving herself open.

Changing it up, Rainbow flipped over the next strike, almost taking on a rolling motion as she grazed Gamma's arm. Gamma brought up his other one in response, but she managed to plant her forehooves on it, allowing her to swing her body around it. With his face now open, she delivered to powerful bucks to it. This forced him back, but not before he brought back his arm backhand the pony. His arm hit her right across the chest, flinging her to the side as he continued his advance.

Rainbow's chest ached as she flew back, but soon that pain was overshadowed when her back impacted with something solid. Wincing in pain, she looked back to see the offender being a massive pipe, a low rumbling noise vibrating it as her back flattened against it. Seeing her sudden stop, Gamma changed up his attack as he lifted both of his arms above his head before bringing them down in a swiping motion. Seeing the incoming attack, and being unable to properly dodge either way, Rainbow just flapped her wings as hard as she could. The boost sent her straight up the side of the pipe. She could feel her back scraping against the metal, but it wasn't horrible, just something she'd have to check on once she got back home. Pulling up her rear hooves, she narrowly dodged the strikes, the two arms coming down in an X motion on the pipe.

The spikes cut through the metal exterior like butter, causing torrents of black liquid spraying out of the X-shaped opening. The liquid covered Gamma's body, coating his red and yellow body until his entire front area was a deep shade of jet black. This substance even covered his single green eye, blinding him to the world around him. Seeing her chance, Rainbow prepped herself to deliver a buck to the top of his head. Without being able to see her, this was a chance that she couldn't pass up. As she lined up her back hooves, however, a distinct clanking sound rung in her ears. Having a clear look at Gamma, she was easily able to spot what was making the noise, her eyes being drawn to his back and the small open hatches that lined it. Flashes sudden erupted from them, revealing tiny missiles that were being directed straight at her.

Meanwhile, Sonic was having a harder time avoiding Beta than his companion. With his only real footing in the fight being the expansive piping systems. He couldn't fly like the pony girl could, so his options were limited. That did nothing to dampen his spirits, however. Even as he ducked and weaved past the pipes, he still had on his signature cocky grin as Beta did his best to swipe at the hedgehog.

"Gonna have to do better than that tinman," he taunted as he jumped out of the way of another strike, right before performing a homing attack.

Beta didn't respond to his taunt, but as Sonic approached with his homing attack, Beta's right arm formed a transparent blue shield over its armor. Sonic made contact, but only as Beta used his protected arm to backhand the hedgehog away.

"Go for it Tails!" Sonic called out as he flew back through the air.

"I'm on it!" Tails responded.

On cue, the Tornado began descending from above, divebombing where Beta was currently situated. Opening up the forward hatches, Tails fired a volley of rockets on his target. In Beta's eyes, he noticed the barrage right away and was already scanning each individual rocket at a rapid pace. Once all were locked on, he released his own volley of tiny missiles from his back. Each one of them found their target, a series of explosions engulfing the space between them.

Tails jerked the Tornado into a barrel roll, avoiding the violent blasts as he made his way around. He had already drifted around as he set his sights on Beta once more, preparing to launch another volley.

Beta saw this and quickly threw both arms up, activating the shields on them as he waited for incoming attack. As he waited, he already began scanning for the projectiles, looking to catch on to them before they even left their pods. His targeting systems kicked in, and they rapidly began looking through each an every one of the ports that would house the missiles. But something was amiss. If his internal processor was correct, the two-tailed fox should've already fired what he had, but there was nothing coming his way. In fact, it didn't even seem that any missiles were loaded in the first place, his targeting not even seeing anything in the ports, empty spaces. He had already begun calculating any possibilities to this strange maneuver.

His answer came in the form of a rapidly spinning hedgehog slamming into his back.

Beta was hurled into the open space as Sonic pushed off him, letting him sail away. Tails saw his chance and extended one of the mechanical legs of the Tornado and struck out at the defenseless badnik. This time, Beta was hurled into a matrix of smaller pipes and wires, everything big and small being torn apart as sparks flew around his body, all before he disappeared into the mix.

With Rainbow, instead of dodging punches, she was now dodging missiles that didn't seem to have any intention of stopping. Thankfully, they were pretty easy to predict, so leading them into other obstacles wasn't that much of a challenge. She had to avoid becoming collateral damage. Unfortunately, she wasn't able to focus on Gamma in the slightest with her current situation. Last she saw of him he was making his way over towards the others, probably to help Beta, and that was something that she couldn't afford to let happen.

With only three missiles left to pursue her, she led them into a maze of thick wires, flying room almost coming to an absolute minimum. Normally she'd hate the very thought having to do something like this, but she knew it was the fastest way to deal with her current problem. Plus, judging by the sound of an explosion behind her, it must've been working. Looking back, she saw that there were only two missiles left now, a blast of smoke and fire a good distance behind them. With any flying room quickly vanishing, the simple programming of the missiles was of little use to them in this place. Looking back ahead, she saw what looked to be the end of the maze and blissful freedom from the claustrophobic prison that was closing in on her. Another explosion went off, and she was just nearing the end of the grouping of wires as the final one echoed through them. She dashed out in a flash, leaving only black smoke to flow out through the cracks.

She quickly made her way over to Tails and Sonic, who both looked to be peering into some kind of complex piping system, many of the smaller pipes in the mess being bent in almost violent ways as they made what almost resembled a pathway through the matrix. Where they lead, she didn't know, only that something must've crashed through it for it to end up like that.

"Hey!" she called out. "What happened? Where'd the dumbots get to?"

"Well, while you looked to have been having a dance-off," Sonic started, "me and Tails were having a nice chat with ol' B until he took a stroll through here. Looks like big red went in after him, too. Haven't seen em since."

"With all the piping in the way, neither of you would have a lot of room to move around, and I would be completely useless without taking the Tornado in with me," Tails explained. "Until they decide to come back out, we can't do much."

"Pony feathers," Rainbow swore as she went to hover by Tails. "I'm not big on the whole waiting game you know. How hard could it be?"

"Ah, don't worry about it," said Sonic. "I'm sure they're getting about as bored as we are. Just give 'em some time and they'll be back out."

Rows and rows of lime green grid lines combed the infrastructure, the hundreds upon hundreds of pipes being highlighted by his extensive sight. Thankfully for Gamma, it also worked well for locating objects that had no place being there. Including one E-101 Beta. His brother currently had many scratch marks littering his black body, his arms partially lodged in between some of the Egg Carrier's internal systems. It took some work to squeeze his bulky body into the confined space, but with a few bent pipes here and there, he managed to place himself at Beta's side.

"BETA," his monotone voice echoed.

As if hearing the low voice, Beta pardoned himself from trying to free himself and looked to his counterpart.

"GAMMA," he said in a similar tone. "ASSISTANCE IS NEEDED."

Complying, Gamma activated one of his blasters, only powering it up to a small percentage as to melt away the pipes. Before long, he managed to free Beta from his confines, the black robot now floating beside him. The two exchanged glances, but little was spoken between the two. In their internal processors, they each were formulating an attack strategy for once they left the enclosed space, as they were sure to meet opposition on their way out. Beta looked into many possibilities for what could potentially happen, his green eye blinking rapidly in thought.

Gamma was doing something similar, but he wasn't putting as much processing power into it as his brother. In fact, a lot of it was elsewhere. After seeing Sonic, and his master giving him direct orders to kill him at all costs, a single word kept coming back to him.

"HEDGEHOG," he said plainly.

"YES," Beta agreed, believing Gamma to be thinking along the same lines as him. "THE HEDGEHOG IS RESOURCEFUL. ALLIES ARE PROBLEMATIC. MUST RETHINK AREA OF APPROACH."

"HEDGEHOG."

Beta looked at him. "INDEED."

Gamma went silent for a few seconds, but only that. "HEDGEHOG."

"GAMMA. ARE YOU IN NEED OF REPAIRS?"

Not paying enough attention to his brother's inquiry, Gamma continued this unnatural train of thought. With every mention of the word, he felt as if something was trying to break itself out of its data constraints. He could detect his firewall countermeasures currently combating this. However, his curiosity was peaked now. He temporarily disabled the countermeasures, giving him a brief glimpse of what was setting him off.

The firewalls were complex, only shutting off for split second. But that was enough time for a piece of data to slip through. An image replaced the endless pipes, and he could feel his servos lock up at the sight of it. A pink hedgehog, holding onto a what looked to be a bird.

As soon as it came, however, it vanished in a flash of static, and his exterior sensors were one again responsive. He could feel a foreign, but familiar presence almost screwing into the back of his head. As he returned to the world, the feeling vanished. He looked to see it was beta, a small tool inserting itself back into his arm.

"ARE ALL SYSTEMS OPERATIONAL?" Beta asked.

Still unsure about the image he saw, Gamma still nodded. "SYSTEMS ARE AT 100% FUNCTIONALITY. READY TO CONTINUE WITH OPERATION."

"See," Sonic said, already getting back into fighting stance. "What'd I tell ya."

The whole group was now on edge. It wasn't long ago that Beta and Gamma had disappeared into the matrix, and now they could all hear very loud and echoing crashes coming within. On top of that, the noise was getting closer and closer every second.

Before long, the contorted tunnel of pipes was broken even further as a bright light seemed to crash back through it, making its way straight for Tails. He saw this and flew straight up avoiding whatever had come through. Sonic and Rainbow had to dodge by going to the sides, Rainbow pushing herself away with her wings while Sonic jumped over to another flat surface. However, unlike Tails, they could clearly see what was coming for them.

Sonic quickly took note that it looked very similar to that shield that the robot used earlier to send him flying. This time, however, it was in the shape of a large dome, barreling straight between them all as both he and Rainbow spotted the bots behind it. Both of them had at least one arm extended as they emitted the shielding. Once they were clear, however, they dropped it, and took up positions at the others side, facing down the heroes.

"Bout time," Rainbow said as she stared at each of them. "Took you long enough to fix some loose screws."

"Man, I can't at between the two now," stated Sonic as he looked to Gamma. "They might as well be twins with all that new coat of paint you gave him, girly."

Rainbow was confused at first to what he was saying, but she quickly noticed what he was pointing out. While he looked to have done his best to rid himself of it, the entirety of Gamma's front was still coated in that oily substance from before, everything aside from his eye being blocked out by it.

She was about to comment on it, but in her inspection, she saw that both bots had now raised their arms, both of them pointing their blasters right at them.

"I don't think he liked that," she said, worry replacing agitation.

"All the more satisfying to say then," Sonic said.

Between each of their arms, both badniks had formed concentrations of energy, the ball-shaped masses pulsing as they spun and spun. Satisfied with the size, Beta was the first to fire it, a long blue beam replacing the small ball. The attack was on target for Rainbow Dash, who noticed this and dashed away. It was now Gamma's turn, once Beta was finished, he let loose his own beam, this one directed at Sonic. Sonic rolled under the blast as the surface behind him exploded into several pieces of shrapnel.

Using the roll to form a spin dash, he bounced up to meet Beta as he began charging up his beam again. In blue blur, he was close to making contact. However, just before impact, Gamma had suddenly placed himself between Sonic and Beta, activating his shields and swiping Sonic away. This caught him off guard, taking him out of his homing attack and pushing him back into open space. With the primary threat in a precarious position, Beta peaked over Gamma as he let loose his blast. Sonic saw the beam closing in, and being unable to dodge, did the only thing he could immediately think of and threw his arms up in front of his face, hoping to at least keep himself in the game long enough.

He waited for the beam to hit, waiting for a painful burning sensation to overtake his senses. Thus, he was completely unprepared for the feeling of all his air getting knocked out of him. His eyes went wide, his arms outstretched as he saw what hit him, the pony girl. She had crashed head-on into his stomach, headbutting him hard enough to push him back into a mix of insulated wires, the flexible, but hard circuitry catching him from the dark pit below.

Now that he was out of the way, Rainbow made a point to move away from where the beam would be flying past, doing so just before its bright light entered her eyes and soon after disappearing into the distance.

As he had propped himself up from his perch, Sonic clutched his stomach area as he let out a loud and raggedy cough. The pain was quickly subsiding, but catching his breath felt like an unobtainable feeling until he was blessed with an intake air.

"You *cough* couldn't be bit gentler with me could ya?" he snarkily questioned Rainbow. "Pretty sure you nearly broke something."

"I'm sure you can take it," she responded, although, in her head, she was just thinking about how good that felt.

She couldn't focus on her thoughts for long. Already, another beam was closing in on her, this one fired from Gamma again. She moved away quickly, just before dashing at the duo. As she got in closer, Beta put his arms down as he brought up his shields, Gamma taking his turn to fire his cannons. Rainbow threw a punch, but Beta caught it with his robotic precision, her strike bouncing right off his barriers.

She prepared herself to dodge the next beam, but as she made her retreat, she saw that Gamma had aimed his right at Sonic instead of her. Shock took over her. She thought Gamma would've tried to use that on her. She didn't even consider him using it on him while Beta acted as just a distraction. Thankfully, it looked as if Sonic had caught on and jumped out of the way. To her great confusion, however, he jumped right off the edge, diving straight into the abyss.

"What are you doing?!" she called out to him.

Her ear twitched, and she was forced to look away from him when she saw Beta now firing his beam. Horse apples. She corkscrewed around this one, doing what she could to close the distance as fast as possible. The beam ended, but Gamma had already finished charging his. The second one came, and Rainbow was forced to use some of her aura loose as she boosted up. In an instant, she rocketed forward, only to be met with Gamma himself with his protection up.

She threw a flurry of strikes, some being punches, some being bucks, but all of them were met with an impenetrable barrier, Gamma's deceptive speed working to his advantage. Rainbow threw another one for good measure, but unlike all the other ones, this one just straight up missed as Gamma rushed backward. Before she could recover, she saw the unmistakable sight of a beam heading straight for her. The light was illuminating her body it was giving off, and she realized her body had too much forward momentum to properly dodge.

She was about to bring our more of her power, hoping to let something happen that would save her from getting cooked. Before she could do anything, however, she was suddenly jerked away from her position, realizing she was being carried away from the now distant blast. She felt a pair of arms wrapped around her torso, which prompted her to look up.

She was suddenly feeling like she'd have been better off taking the energy blast head-on. She was currently on the wing of the Tornado, the plane fleeing as fast it could away from the robotic pair. Tails was solely focused on flying, but that's not who she was paying much heed to. She was looking dead in the eyes of the one who had pulled her away. The one who was currently holding her.

Sonic.

He just looked at her with that same go-lucky smile he always had on, letting it grow into a toothy one. "Look at it this way, now we're even."

'Yeah, no,' she thought.

Without a word from her, she just started trying to pry her way out of his grasp, but she didn't have to fight hard. He let her go the moment he felt her struggling. Once she was free, she back herself over to the opposite wing, doing her best to ignore the uncomfortable feeling she just had.

"Alright Tails," Sonic spoke up, ignorant of Rainbow's dilemma, "now that we're all here, you mind filling us in on your plan?"

"Plan?" Rainbow asked.

"Well, not so much of a plan," Tails explained. "Just more of an observation. Have you guys noticed how those two were coordinating? How they kept switching places on the fly?"

Both Rainbow and Sonic nodded.

"Ok, then you had to have noticed how it takes some time to fire of there cannons," Tails continued. "They're switching and out like this so they can fire at a higher rate. Instead of having to wait for two different attacks, they can fire one twice as fast. Plus, with one of them free for a few seconds, they can cover for the other until it's their turn."

"I thought they were acting odd with them just switching back and forth the whole time," said Rainbow. "But I want to know how we beat that."

"I'm still working on that. For now, all we can do is hold them off."

"That's not gonna work forever Tails," said Sonic. "We can't let Eggman get away again. Plus, Amy is still on board somewhere, and don't even get me started on Chaos still running around packed full of Chaos Emeralds."

"I don't these guys are very keen and just letting us walk out of here," said Rainbow. "I'm still trying to wrap my head around how fast they are."

As they were talking, Tails had turned the Tornado back around so they were heading straight for Beta and Gamma, who looked to have already been on an intercept course.

"Well, hopefully, we can think of something soon," Tails said. "If we're lucky, we can finish this in one go. It all hinges on you guys being able to hit them before they can protect themselves. You think you can do that?"

"You realize who you're talking to Tails?" Sonic teased. "Please, I bet I could take them out in a single stroke."

"And where do I fit in all this?" Rainbow asked incredulously."

"I mean, I suppose you could help, too," Sonic shrugged. "After all, I don't mind sharing."

"Sure, you don't," she huffed. "Just don't get in my way like you did before, ok."

Sonic only looked at her with curiosity. "Before? When did I do that?"

"Guys!" Tails called out, bring the two out of their conversation and allowing them to see the two incoming bots.

Sonic just crouched down on the wing. "Alright Tails, just give us the signal and we'll do the rest."

Rainbow took on a similar position, flaring her wings and extending them out wide.

"Get ready," Tails prepped.

Already, they could see Beta charging his blasters, all while Gamma activated his shields.

"You take the one in front," Rainbow told Sonic. "I'll handle numero uno in back."

"In you're dreams, girly," Sonic retorted. "Leave the important stuff to me."

The two groups were mere moments away from colliding. Beta's energy only grew larger and larger as they neared, with Gamma taking his position in front of him. "Almost," Tails said as he clenched his controls.

Everyone was tense, no one saying a word from here on out. This was where it would count. If they were quick and careful, they could end this whole fiasco right here and now. Rainbow herself was hoping she could use some of her energy to pull off something. A rainboom would be nice, but she needed a lot more speed than this to do that. Maybe something like the buccaneer blaze could work. But, only time would tell at this point.

"No—" Tails yelled, only to be cut off.

In a split second, the entire area of the ship they were in jerked, everything shifting once again when the ship was capsizing earlier. Even Beta and Gamma were taken back. Another shockwave rippled through the ship, and the whole room began to turn over. Several pieces of scrap and pipes were being flung into the air by the sudden force of whiplash. One such piece of scrap had completely dislodged itself from its placing and had hit both Gamma and Beta on their backs, sending both of them completely off course.

While the heroes would've normally found this a good thing, that's not what they were thinking when Beta was sent flying right in their direction. Before any of them could react, Beta impacted with the front of the Tornado. The collision caused both Sonic and Rainbow to go flying off, leaving Tails to careen away from them with a now beat up Beta.

Tails had to wrestle with his controls to simply keep from crashing into the infrastructure, all with the weight of a bulky badnik on the nose of his plane. As he fought through the instinct to close his eyes from the air, he had kept them open long enough to see that Beta was still very functional, and he could see him grappling with something at the front of the plane.

His eyes flashed with realization. He was going for the Chaos Emerald while he was this close. In response, he did the one thing he knew would immediately solve the problem.

As he fiddled with his controls, Beta was doing his best to dislodge the emerald from its confines. Whatever was holding it in was doing its job well, as even with his strength he was having trouble. But it was only a matter of time until he finally forced it out. As he continued to use his spikes to pop it out, his visual receptors notified him of sudden movement all around him. With his reticle, he darted it every point that it indicated to him. It flashed red with each ping, outlining the hatches on the front of the plane that were now opened, and this time, they were not empty.

A flash of orange fire erupted at the front of the Tornado, smoke, and embers obscuring Tails' vision as the plane suddenly thrown back by the blast. The whole thing had flipped backward as Beta was flung into a nearby surface, his body partially stuck in the metal as his front was completely scorched, his single eye flickering as it threatened to go out.

With a flip of a switch and a tug of the joystick, Tails turned the Tornado back over as he enabled the legs to extend. Seeing a rather large industrial pipe, he angled the Tornado to where it impacted legs first, the hydraulics taking most of the force. He managed to prop it on top of the pipe, everything settling down as quickly assessed the damage. Thankfully, aside from some burns and pieces of the exterior completely missing, the nose was relatively intact, and with power still being supplied, it meant that the emerald was still there as well.

Slumping back in his seat, he let out a sigh. A situation turned back worked out in the end. His eyes flashed with worry in a quick shift in thought. He brought himself out of the cockpit as he scanned the area. In doing so, he immediately spotted what he was looking for. And his eyes shrunk at the sight.

In the middle of the open space, falling down into darkness, was both Rainbow and Sonic. Gamma, who was right along with them, was already aiming his blaster in the face of the star-struck pegasus.

Rainbow's magenta eyes were centered with a light blue glow as she stared at the glaring ball of light. It was mere inches from touching her nose, and she could already feel the heat radiating off it like it was hot lava. Her instincts were screaming to her to do something, maybe to fly in any direction as to get out of the way, as she saw that he seemed to be falling with them intentionally at this point. For a second, she very well considered it, but she knew she couldn't. She knew that Sonic was right behind her, and for her to dodge would mean Sonic would be the one to take the brunt of the attack.

The ball pulsed, and she realized that there was about only a second of thinking time left. Her teeth were grinding into one another as she strained to think of something. The ball flashed, but in that same instance, so did her thoughts.

"Two can play that game, buddy," she said to Gamma, her aura flaring as blue met red.

Gamma's beam made contact with his target, but in no way he thought it would. Right as he fired it, it almost seemed to have parted down the middle as something was blocking it. His scanners kicked in, and he identified what was blocking his attack, the culprit being a bright red barrier, the protection completely enveloping the pony, and in turn, protecting the hedgehog behind her.

His scanners were quickly overwhelmed, in the split second that the beam parted, the full blast of energy was already unleashed. The entirety of the area in front of Gamma was obscured by a furious explosion, the energy imploding as it made contact with the barrier. Gamma was thrown back, along with Rainbow getting pushed back into Sonic from the shockwave, the barrier-breaking apart from the blast. The trio continued to fall until they all impacted with a perfectly flat, metal maintenance platform off to the side. Sonic's and Rainbow's bodies bounced a bit from impact, groaning as they felt the pain enter them. Gamma's, however, hit with a thundering crash, vibrating the entire platform before it finally settled.

Rainbow had picked herself up, only very carefully. While nothing was broken, it still hurt to move her body at the moment. She could see Sonic in a similar predicament, bring himself up as he placed his hands on his knees.

"Hey, you still holding in there?" he questioned.

"Doing what I can," she responded.

Finally, Sonic stood up straight, looking to try and pop his back as he leaned back. "Thanks for the save by the way. Kind of wondering why you didn't do that sooner, but I'm not one to complain."

"Yeah," she said, although, on the inside, she had already felt the effects of pulling that off. It was only for a few seconds, but putting that much of her energy into blocking that last attack had drained a fair amount of her stamina. She'd have to make a point not to do that too much from here on out, otherwise, she'd be the one who needed saving.

They both heard an excessive amount of thrashing from in front of them. Looking for the source, they saw Gamma batting away at his frontal area. It wasn't hard to understand why. There was currently a fire glowing from him, the oily substance from before seemingly ignited by the explosion earlier. Small flames fell to the metal platform as the liquid dripped from his constant bashing of his body. Fortunately, for him, he seemed to have done the job rather well. While it wasn't all out, only smaller embers remained as he finally settled down. Unfortunately, his entire body looked to be greatly damaged by that. Being hit by his own attack in such a way tore parts of his armor off, along with taking off his left arm entirely. His eye was cracked down the middle, and he was still lying on the floor in an injured state.

"Looks like the big guy has nothing left in him," Sonic commented. "I think he's reached the end of the rope."

He then looked over to Rainbow, his back feeling just the way he liked it. "You know, how about we finish this whole together? You know, just to settle our little conversation earlier. Like I said, I don't mind sharing."

He gave a wink for good measure. For a second, Rainbow scoffed at the idea, but given everything that had happened, she was actually looking forward to this little confrontation being over. The sooner the better. "You know, just for the sake of getting out of here, we can take this big lug down together. But," she punctuated, "first to reach him gets first serve."

"Now that," Sonic stated, "is what I like to hear."

Without another word, the two speedsters readied themselves right before rushing to meet with the large badnik. Gamma, who was still on the floor, could sense that his servos were completely locked up, making his movements extremely slow and jittery. He knew he was too slow to do anything right now, and with Beta nowhere on his sensors, his only logical conclusion to the situation was one that ended with his termination. One more second and his time was over.

"STOP!"

Rainbow and Sonic's ears perked up at the sound of the feminine voice, along with a figure moving into their path, and almost immediately, they planted their hooves and feet respectively to the floor, bringing their progress to a sudden halt. They slid a couple of feet until they were few feet from Gamma and the figure that was placed between him and them.

Gamma looked to be a bit confused by the sudden change in situation, and his projections of the future were already shifting. To where now even his processors could tell at this point. With his broken eye, he looked at the new figure in front of him, its back to him with its arms outstretched as its feet parted in a protective stance. His mechanical mind clicked as the same data file worked to free itself from the firewall that was in place, and he wasn't sure if he should let it loose.

As this was going on, Rainbow was getting a good look at who was blocking their path, although Sonic recognized the figure immediately, it seemed, and right off the bat, Rainbow felt like she knew, too. It was a pink, female hedgehog who was facing them, her green, emerald green eyes piercing theirs with a stern look. Her quills were shorter than Sonic's, their style if she could call it that, in that of bangs of hair that fell to either side of her eyes. She wore a red dress with a white collar around the neck hole and a white stripe circling the entirety of the skirt, along with a pair of similarly colored knee-high boots with a white stripe going down the middle. Finally, she was topped off with a red headband and two golden rings around her wrists.

"Amy?" Rainbow wondered as she looked at the girl, seeing a ton of change in her appearance compared to that of last time she saw her.

"Amy?!" Sonic shouted out. "What're you doing?! You need to move!"

"No!" she said in defiance.

"No?!" Rainbow as the one to directly speak to her this time. "Do you even know what you're blocking us from doing?!"

"She's right," Sonic agreed. "You need to get out of the way before you get yourself hurt. That bozo behind you is no joke."

"I said no!" she yelled, her voice full of determination.

"Why not?!" Rainbow questioned. "Is there something we don't know about this guy or something, cause I can't see any other reason why!"

"Because he saved me!"

At this, both blue devils were perplexed. Did they hear her right? This badnik saved her? Rainbow couldn't believe that in the slightest, but for Sonic, he had a bit of an easier time. Not because he trusted a robot, but because he never knew Amy to lie to him about anything. Even so, what she was saying wasn't lining up with anything.

Sonic was about to say something this time, but he noticed something else first.

"Amy!" he yelled out. "Get back!"

Rainbow noticed it too, and seeing the worried looks on their faces, she turned around. In her face was the barrel of a single laser cannon that belonged to Gamma, who even in his injured state, was doing his best to keep his arm from falling to the floor, the metal appendage shaking as the servos whirred and spurred. Everything went silent as no one made a move. Sonic and Rainbow were at the ready to do something if they could, but what, they didn't know. Gamma and Amy's eyes met for the longest time. Normally, her eyes would've been showing fear and worry in them, what with staring down the barrel of what could easily end her life in a second.

But they didn't show that here, and Gamma saw this. They were filled with…something he couldn't quite comprehend. He was never properly programmed with emotions, so they were such a foreign concept to him. She was now completely turned around, and her face was completely shown to him now. A clear liquid was forming in her eyes now, and he quickly came to interpret that she was trying to hold back tears. Was her emotion…sadness? Sad for who? Certainly not the two behind her.

As he continued to look at her, his curiosity only continued to grow as the files in the back of his CPU were still beckoning to him. He allowed some of his processing power to reach out to them, but still had a lot of it focused on keeping his weapon trained on her. But even then, he had no idea what to do with the said weapon. Should he fire it? Or should he hold this out as long as possible until Beta could come to his aid if he would even make it here in the first place? Even with all these questions, there was one that was eating away at him, one that needed to be answered.

"WHY DO YOU INTERFERE?" he questioned the pink hedgehog, still holding his blaster her. "WHAT PURPOSE DO YOU HAVE TO PUT YOUR UNIT IN DANGER?"

The girl's eyes still threatened to let loose tears, but judging by the contortions in her chin and cheeks, he could tell that she was doing everything in her power not to let it show.

"Do you really not remember me," she asked him. "Or has Eggman already taken that out, too?"

Gamma was silent for a few seconds as he scanned for a response. As he did, he saw another image in the data files that made it past the firewalls. This one was of his master himself, along with another image of his brother Beta being torn apart and replaced with new parts.

"WHY DO YOU INTERFERE?" he asked again, hoping for an answer to the question.

"Why do you think?!" she said, looking as if trying to grow a smile. "I'm doing this to save you silly!"

This time, his processors had all nearly stopped, only kept going by his determination to see more of the data. So much so, he unintentionally let his weapon fall, a distinct clanking sound echoing throughout the area. Rainbow and Sonic were surprised at this. Was she actually getting through to this guy?

Gamma searched, and searched, and searched for something to respond with. His search brought him to a recording, one through his own point of view. It was him looking down at the hedgehog girl in a jail cell, in her hands being the small bird he saw before. It was little hard to hear anything, but he could still make out some of the words said.

"WHY…" he trailed on.

Amy's curiosity was perked, listening intently to his every word.

"WHY…TRY TO SAVE SOMETHING THAT WHICH IS USELESS TO YOU?"

This time, Amy genuinely smiled, one small tear streaking down her cheek as she wiped it away. "Whoever said you were useless in the first place? We only met for a short time Mr. Robot, but even then, I made a new friend back then. You weren't just another one of Dr. Eggman's pawns. You could think for yourself, and you even went out of your way to rescue me and birdie."

She took another step closer to Gamma, the robot making no indication as to attack her. "Eggman turned you back into what you are now. I just…want to know…is there anything left?"

Another recording popped into view, this one confusing Gamma to no end. This one started once the girl had left the jail, seeing her rush out through the big doors before they closed behind her.

That's when it happened.

Gamma was suddenly and violently lifted into the air as a dark figure flashed into existence below him, taking him by his torso. He felt his body being completely pummeled and crushed as the figure zoomed around him, giving him no way of counter-attacking. Very soon, his body finally fell back to the floor, his visuals getting more and more static every second. His view was sideways, indicating he was lying on the floor unmoving and unresponsive. One of his arms and both of his legs were torn completely off out of the corner of his vision. As the recording was nearing its end, the shoes of the dark figure came into view, floating down from above. They were dark gray in color, and they were connected to a pair of dark purple legs, all which were surrounded by a dark aura. Soon after, the figure gave his head a firm kick, ending the recording right there.

"EGGMAN," he responded, "IS MY CREATOR. I AM TO SERVE HIM. MY ONLY PURPOSE IS TO PLEASE MY MASTER."

Amy shook her head. "No, it's not. He doesn't care for you in any way. If he really cared about your wellbeing, he would've let you decide if you wanted to come out like this. The only one he cares about is himself. Everyone is…they're just tools to him. And…you knew that…didn't you?"

The firewalls might as well have not been there at this point. The more he dug, the more he wanted to see. Another recording showed itself. This one taking place in a lab, a few minutes after the last recording. His master was in front of him as he seemed to be repairing some of the damages from earlier, but it was still obvious he was in horrible condition, his left arm and legs not even attached. He was just hanging from an assortment of wires that kept him from falling.

"Well," Eggman started, "you sure took quite a beating Gamma. I can't say that I'm not disappointed that the hedgehog girl managed to do this much damage to you. But, it's not all bad. Soon, you'll be patched up in no time, with a new body to boot."

Gamma looked around the room he was in, only one eye functional at this point. The lab was fairly small, but it was large enough to suit the needs of the doctor. On the wall to his right, he saw E-101 Beta connected to the same type of machine, but with his new body. It was shiny, indicating he was fresh off the production line. On the wall opposite of Gamma, he saw the rest of his brothers: Delta, Epsilon, and Zeta, in the same predicament, although unlike him, they were all intact.

"In fact, all of you will soon have new bodies!" Eggman boasted to the robots. "You'll be faster, stronger, and much more versatile compared to your old chassis'. If you're all good, I'll even throw in a fresh paint job."

Gamma knew what upgrades he was talking about. They were the same ones that he saw being installed on Beta before. How he was torn to pieces and replaced with something that wasn't him at all. Just a shell of what he was, and just by looking at him, he could see that plain as day. The words of the hedgehog girl repeated constantly in his head. That he was a "good person inside." He wasn't sure what a good person really was. All he lived for was to serve his master, but after encountering her and…that bird, he only felt conflicted in ways he didn't know possible.

"Now," said Eggman, "which one of you shall I start with?"

The doctor scanned the group opposite of Gamma, each of the different colored robots staying motionless as he paced in front of them. Eventually, he stopped and pointed his finger right at Epsilon.

"Congratulations Epsilon! You'll be the second only to Beta to receive this gift!" Eggman brought out a small remote and pressed the button. This caused a series of small arms come down from the machine above him. Right away, they began taking pieces of his brother off him. Epsilon's eyes darted back and forth as he recognized all the damage that was being down to him. The arms were eating away at his exterior, and while he was not programmed to feel it, Gamma could easily see it in his eyes.

He was afraid.

Gamma felt his single arm shake. It wasn't out of an error, or uncertainty. It was out of anger. And he was ready to act on it.

Gamma lifted his arm, aiming the blaster that was on it right at where Eggman stood. The doctor heard this and turned to face his creation, surprise taking over his senses.

"Gamma! What are you doing?!" he questioned angerly.

"EGGMAN: ENEMY," he said plainly as he fired.

Fortunately for Eggman, he knew to duck before the projectile hit him. Unfortunately for him, Gamma wasn't even aiming for him. The shots hit Epsilon square in the chest, causing the badnik to fall apart as his body fell from the wires. Gamma sent a spray of shots toward the others as well, having the same effect on them as Epsilon.

"No! My creations!"

Only husks remained of the badniks, and three small birds made their way out of the wreckage. Eggman was so dumbfounded that he couldn't even react to the birds making their way out of the lab, the door quickly closing behind them as they made their escape.

With one job done, Beta now pointed his weapon at Beta, hoping to finish what he started. However, just as he took aim, his arm fell to his side, most of his systems going dark as he saw the doctor pressing a button on the remote.

"Fine then," Eggman said, venom dripping from his voice. "If you wanted to be first so badly, then all you had to do was ask."

The recording ended, leaving Gamma awestruck at what he uncovered. Before long, the firewalls were back in force, almost seeming to paint a reticle over the girl in front of him. His processors had just shifted on their own, and everything inside him was screaming to be let loose. However, at the same time, he did what he could to return his processors to what they were doing before. He could still barely make out the image of the girl, alongside another image of his master.

"Amy, maybe now's a good time to back away," Sonic suggested.

"I don't give up that easily Sonic," she responded. "You of all people should know that."

Gamma's gaze was constantly shifting between the two images on screen. His processors were completely conflicted. One side said to destroy Eggman's enemies, but the other said that Eggman was the enemy.

"I know you're better than this Mr. Robot," Amy said. "Eggman doesn't have to be in control of you anymore. You can come with us. With your help, I know we could succeed. You just have to understand."

And he wanted to, now more than ever. The images were now flashing as he cycled them around. They lit up red whenever one started to look more tantalizing, but he would constantly shift back to the other in a split second. Only one of these figures was his enemy, and with his processors completely useless to him at the moment, he did something he never thought he'd get the chance to do again.

He made a choice.

Gamma was eerily silent for ages now. His eyes weren't even looking into that of Amy anymore. The whole group was silent as well. None of them knew what to do right now. Amy had taken full reins, and she was determined to see it through.

Finally, Gamma twitched, and he looked into Amy's eyes. Her own eyes shone brightly as she looked on. They were full of hope. They were filled with cries of joy.

They turned into signs of despair in a second.

Gamma had lifted his body off the floor in one quick motion, bring his one arm back as he looked to skewer Amy. Amy's face went to that of sadness, her tears beginning to fall as she looked on at what came right at her. Sonic and Rainbow Dash were already making their way over to her, their shouts being drowned out by her own thoughts on where she had gone wrong.

The two speedsters weren't at all prepared to make their way over to them. Gamma's arm was already thrusting out, and they both did the only thing they could think of. They threw themselves in front of Amy, wrapping both their arms and hooves around the girl in hopes to keep her protected. Rainbow even tried reaching out to more of her power, hoping to shield them all from the impending attack.

But she was anything but fast in this one moment.

CRUNCH

…

Rainbow felt warm liquid dripping onto her coat…

Chapter 17: Vanguard

Chapter 17: Vanguard

Where there was once the bright shining sun beaming down on the earth there was now dark clouds, blankets that covered the city in shadow. Where there was once the ambiance of distant traffic and the honking of horns there was deafening silence, as if they were all muffled in an instant. Where there was once the comings and goings of the many people, there was now screams of terror, their voices heard in loud echoes of the buildings. And where the sea was once tamed there was now only the rushing of waters and the crashing of waves.

Station Square was no longer the recognizable city it once was.It may have been bustling with people and animals alike not moments ago. Now, however, it was no longer even recognizable. The first its citizens saw was the massive wall of water that came from the sea, one that towered over many of the buildings and threatened to swallow everything up. It crashed into the docks, sending torrents of water through the nearby streets.It was if the sea itself began crawling its way onto land.

Boats and cars alike were carried away by the waves, entire stores and homes being flooded in their entirety, some even disappearing beneath the waters. As more and more waves began forming entire skyscrapers began to fall. The massive structures crashed down into the flooded streets, sending water and debris in every direction. In a matter of minutes, the entire city had become ocean front property, only remnants of structures left behind to stick out. Citizens had taken to any high ground that was left, ranging from any remaining buildings to small pieces of debris that were still exposed to the air.
Before long, the water had finally settled, the once aggressive and destructive waters reverting to a calm rolling of waves, ones that now crashed into the ruins of Station Square.

Rainbow Dash had gotten to witness all of this destruction firsthoof. She and the others had found a small escape ship on the Egg Carrier. It was big enough to fit all of them and it was orange in color with a rounded body. While she could’ve gotten off the ship just fine, she felt it was proper to go with the others, as she didn’t know much about this timeline to go off on her own. Tails was in the pilot’s seat with Sonic and Knuckles looking out the cockpit window with him, while she and Amy sat in back and gazed out the side window. She had never seen a place as large as this city get destroyed so quickly. In a weird sense, it was humbling. She had her doubts about how powerful this Chaos thing really was, but after seeing this she felt obligated to believe the all that was said.

“I don’t understand,” Amy cowered. “Why would Chaos do something like this? These people didn’t do anything to him.”

“It’s pure rage Amy,” they heard Knuckles call from the cockpit. “I don’t even think Chaos is thinking at this point. It’s let its anger take control all of its actions, and it looks like we’re all paying the price for it.”

“I still don’t get why he’s so peeved though,” Rainbow inquired. “What were you guys talking about a vision before? What, that you were seeing things?”

“That’s the short of it,” Sonic answered.“Knuckles?”

“From what you said, sounds like we’ve been seeing the exact same thing. What I want to know is why.”

“I’ve been thinking on that,” Tails spoke up, but keeping an eye ahead of him. “It’s only had to do with you and Sonic, right?I’m thinking it must’ve been something to do with the Chaos Emeralds and the Master Emerald.”

“What makes you say that, Tails?” Sonic asked.

“Thank about it. The rest of us haven’t been exposed to the emeralds like you two have. Plus, since Chaos has something to do with them anyway, it would explain some things.”

“I mean, it makes sense, but how can we use that to stop Chaos?” Sonic questioned.

Tails was locked in silence for some time like he was thinking about what to say next. “I’m…still working on that. Although, at any rate, I think it’s a safe bet to see what we can do about getting the emeralds back.”

“That shouldn’t be too hard,” Rainbow spoke with confidence. “Just a quick snatch and grab, right?”

“I hope so,” worried Amy. “I just hope that Birdie and Gamma weren’t down there.”

“You worry too much, Ames,” Rainbow comforted. “Give the little guys some credit. They were the ones packing all that punch after all.”

If by just a little, that statement seemed to cheer Amy up. “You’re right.I just worry too much sometimes. Stick though, I’d hate to think how everyone down there is fairing.”

Rainbow looked out to the city again, worry setting in her stomach. She could see masses of people squeezing themselves on top of crumbling buildings in an attempt to stay out of the water. Some people were still making their way out to find anywhere dry. Silver had explained to her that most of this world was inhabited by humans like Eggman. She just never grasped how many there were compared to Sonic and the gang. She couldn’t even imagine just how terrifying it would’ve been to be down there when the water hit. She shuttered just thinking about it.

“Hey, check it out!” Sonic called out, pointing out the cockpit window.

The gang looked in the direction he was pointing, and Rainbow’s interest was piqued at the sight.

“Is that G.U.N.?” Knuckles questioned.

“G.U.N.?” Rainbow repeated, squinting her eyes to get a better look at the flying machines passing them by.

They reminded her a lot of that thing Pinkie had stored away…somewhere, except they were completely made of metal and were much larger. They were grey in color and had a closed cockpit on the front. In addition to the large propeller on top, the tail had a much smaller one on the back. The icing on the cake was the giant white letters on the side that said ‘G.U.N,’ whatever that meant.

“They’re not with Eggman, are they?” Rainbow asked.

“Heh, they probably hate Egghead more than we do,” Sonic laughed.

Knuckles nodded.“At least we have someone who can help those people while we look for Chaos. Just makes it one less thing to worry about.”

Rainbow looked on to the flying machines, kind of wishing she was out there right now instead of cooped up in here. Even so, she pushed down her urge enough to where it was passably bearable, at least until they found out where they were going. She could see that G.U.N. was headed to one of the tallest buildings that were still standing. She could see people on top waving them down, doing what they could to signal them. It seemed to have worked, the machines slowing down as they appro—

Her eyes darted downward, a glimmer in the water toward the base of the building. The waves were now crashing against it again, the waters rippling from what she could assume used to be the town square.

“Uhhh, guys…” she muttered, getting the attention of everypony else.

The waves were much more intense now, many of them congregating in the center of the square. It almost looked like they were doing a dance. For a second, however, the waves receded again, the waters beginning to go back to their gentle state.
Then, without warning, the waters flared to life. Like a cannon went off underwater, it shot up. Rainbow didn’t know what to make of it at first, but it soon became clear, but still all the more baffling. The waters rose to form a gargantuan tentacle, the crystal-clear appendage writhing like that of a squid.

With lightning speed, it shot up toward one of the flying machines, charging it head on and crashing into it. The machine exploded, prompting all of the people on the roof to take cover from the debris. Rainbow’s eyes widened in horror, surprise taking over almost all of her senses. It didn’t there either.With the other machine now in reach, the tentacle grabbed onto the tail and pulled with overwhelming force.It tossed the machine across the entirety of the square, all before it crashed into the side of another building, exploding on contact.

The whole gang looked on in shock.Tails had stopped the ship completely, giving in to his own fear as he let it hover in midair. Both Sonic and Knuckles were clenching their fists in anger while Amy had thrown her hands over her mouth, her eyes riddled with the shock.Rainbow wasn’t fairing any better. Her pupils were the size of marbles at this point, her mind barely even functioning.It all happened so fast…the people that were on board those machines were…

She didn’t even know what to think. She could feel her hooves trying to clench together in a mix of fear and rage. She watched as the tentacle receded back into the waters, completely disappearing from sight. Things were quiet again, but it didn’t last long. The waters shot up again, looking as if the tentacle had risen again. The reality was much worse. This figure was much large than the tentacle from before, in fact, it had a completely different appearance.

It was a creature. A living breathing creature.It was titanic in size as the water fell from its scaly-blue body like waterfalls. It was serpent-like in form, its underbelly made of the same crystal-clear water like the tentacle, but the top of it was nothing but the scales, those reaching all the way up to its head. It had razor sharp teeth lining its elongated mouth, all of them green to the point. Its eyes were closed, however, its lizard body hunched over as its nose barely touched the surface of the water.Its back was dotted with water-like spikes that had a distinct green glow to them along with a head spike that housed a brain-like organ.

Seeming to follow it up, several more of the tentacles from before shot out of the water, waving about the surrounding area and some even crashing into surrounding ruins. The dark storm clouds overhead swirled around the point where the monster rose from the waters, the sound of thunder ringing throughout the city.

“Is…that…?” Rainbow stuttered, her whole body feeling like it was shaking at the sight.

“Chaos,” she heard Sonic finish for her, agitation evident in his voice.

Chaos sat perfectly still, the only movement from it being the many tentacles surrounding it. Finally, however, his head twitched. His eyes suddenly shot open, a familiar green, reptilian eye narrowing at its location. Rainbow quickly noticed the dark aura that began completely encompassed it, those green eyes being replaced with blood red ones. Its whole body now lurched and in one fluid motion it swung its head up and let out a loud and ear-piercing shriek, one that could even be heard from inside the ship. The water and air around it were pushed away violently by its energy alone. Within seconds, the wave of energy hit the ship, the whole thing getting caught in the turbulence.

“Tails!” Sonic yelled as he held on for dear life.

“I know!I know!” Tails responded in a frenzy.

With great struggle, Tails managed to correct the angle of the ship.With some quick maneuvers, he managed to level out.
Even so, everyone still seemed perfectly content to keep at least one hand/hoof on something bolted down.

The gang wasted no time in spying Chaos again. The purple glow of his aura had lit up the entirety of the flooded town square. His watery underbelly reflected much of the light as well, mixing strangely with the green that was already there.
With his eyes darting toward a random building he lashed out with one of his tentacles. The crumbling ruin was crushed into rubble in a single strike.Another tentacle lashed out and struck another building. Then another.And another.

Everyone in the ship looked on as Chaos began its rampage.It was violent, uncontrolled, but also destructive.Rainbow was now in a state of awe. Never had she seen something so insanely massive go on the destruction spree she was seeing now.
Sure, she had seen fully grown dragons of similar size back in Equestria, but not once had she seen one go completely crazy. With Chaos, she swore she could almost feel the amount of anger stemming from him. However, she aside from the sudden fear, she also felt a sense purpose seeing all the humans below in a state of panic.

“Tails!” she called out.“What’re we doing up here when we could be helping?! Let’s get down there!”

“I can’t get close enough,” he answered back, doing what he could to stay out of Chaos’s line of sight. “It’d be too dangerous to try and—”

Tails suddenly felt a hand on his shoulder, almost like someone was leaning over next to him. He looked to see Sonic staring intently at his controls, an almost inquisitive look about him. “Hey Tails?” he asked in a strangely calm tone. “What’s this supposed to do?”

Tails looked to where he was pointing to. It was a large black and yellow striped button, the word ‘caution’ etched underneath it. “Uhh, that’s the exit ramp. Why—”

“Sweet! Thanks, bud,” Sonic quickly stated as he smacked the button.

Back with Rainbow Dash and Amy, both of them witnessed the ramp to the back of the ship begin to open up, the cold air flowing in has it stung their skin.

“What the hay are you guys doing up there?!” Rainbow yelled into the cockpit.

“Sonic?! What’re you—” Tails asked, but his question went unanswered as Sonic’s hand left his shoulder, the distinct sound of his best friend’s shoes running further away from him. “Sonic!” he called back.

Rainbow and Amy saw the blur that was Sonic rush past them. They didn’t even have time to say anything before he ran straight out the back of the ship, jumping from the ramp as he let himself go into freefall.

Sonic angled his body downward, trying to have the least amount of wind resistance as possible. He had to squint his eyes just to alleviate the stinging in his eyes, but he could still make out that he was far from the ground below, enough to see over the entire cityscape. But his eyes were on what was directly below him.

It almost seemed like Chaos could sense his presence. He stopped his rampage for a moment as he slowly began to turn his massive body. The monster looked up directly where Sonic was falling, the slit in his eyes narrowing in on him. Sonic’s could finally bring himself to open his eyes all the way, his meeting that of Chaos’s. Without even waiting for him to get down, Chaos let out another screech as one of his tentacles extended out of the water and up to where Sonic was.

Sonic just smirked at the incoming attack. This was gonna be more enjoyable than he thought. With the lightning-fast appendage coming into strike him he spun his body to the right. The momentum carried him away from the strike, the brisk feeling of liquid hitting his side like a cold rain. He shivered.Just another reason he hated the water.

Chaos barely gave him any time to think. Two more tentacles were now coming at him, this time from both angles. Sonic curled up into his spin dash in response. He let the attack get close before he rolled down the side of the first tentacle. As the other one approached he jumped off, now impacted with the second one and rolling down it.

He made most of the way down, but now he could see another one reaching for him. He avoided it with a jump and continued down, heading straight to Chaos. Chaos’s head was directly in his path.Still feeling the sense of speed in him, he grew his white aura. Before Chaos even knew it, Sonic had zoomed straight off the tentacle for his left eye. His body acted like a saw blade, slashing the red orb in two. Chaos let out what could only be described as a screech of pain. Sonic saw his opportunity and jumped off while he still could. Good thing too, as Chaos was thrashing about with his tentacles in the hopes of hitting him. At the same time, however, Sonic found it handy to use them as platforms to jump from.

He found some footing on a piece of a building that hadn’t sunken into the deep just yet. Whatever it used to be he didn’t know, as it was completely unrecognizable in its current state. At this point, it seemed that Chaos had calmed down a just bit, but that wasn’t saying much. Aside from no longer thrashing, he still held that same livid glare in his now single eye.
Sonic couldn’t help but mentally gulp, as that same glare was being directed right at him.

“If you don’t mind, I was gonna ask you if you could stop looking at me like that,” he asked, his focus drifting toward the injured eyeball which seemed to be leaking water. “Besides, back then you had to have seen that coming.”

Chaos let out an angered but low growl at the tiny hedgehog. However, instead of lashing out again, Chao’s body relaxed, a faint green glow flowing through it. Sonic was surprised to see the eye he had hit forming back again, the red pupil practically seamless. That would be annoying to deal with. It was bad enough that Chaos was now this big. He had almost forgotten about his healing abilities.

Chaos didn’t seem to be done just yet. Another low rumble vibrated throughout his body. The vibrations seemed to make their way up from the lowest point to the highest, the endpoint now being his mouth. It ceased, and Chaos opened his mouth wide, several objects sailing out. The glint of these objects caught Sonic’s eye as they flew right over him. Almost all of them fell into the water behind, but as the last one came close Sonic dove for it. He stayed on the ruin but was now reaching his hand out over the edge. He caught it just in time. He clutched it tight and pulled it in.

As he picked himself up he was able to get a good look at what he caught. It was one of the Chaos Emeralds.Only, there was something very wrong with it. This one was supposed to be blue in color, and it was. The other issue is that the color was heavily faded and darkened. It was as if it had exhausted all its energy. The glow that was always at its core was no longer there either. There wasn’t even a trace of the empowerment he had when he once held them. He finally came to realize that the rest of those objects must’ve been Chaos Emeralds too, only now they were both out of power and hidden below the waves.

“It’s never easy, is it?” he questioned himself, a heavy sigh soon following.

Sonic’s thoughts were interrupted. He was forced to face back to Chaos when the beast roared directly at him, the wind from the action forcing him to cover his face. Once it ended, Chaos brought down one of his tentacles and Sonic had to jump away to avoid being crushed like his platform just did. Keeping a tight grip on his last remaining Chaos Emerald he began wall jumping between the ruins, climbing higher and higher with each step. Chaos kept attacking him the whole way up, Sonic having to be careful with as debris exploding near in his face.

Once he reached the top Chaos had shot another tentacle his way, but Sonic planned on that. As it impacted the roof he sidestepped it. The strike sent large chunks of debris flying and Sonic gave his signature smirk. He jumped up to the debris and began using them as platforms, jumping off each one before it fell to the ground. With his speed Chaos was unable to stop him from climbing up to his head and performing a homing attack on his head spike, the brain inside getting thrown about inside.

Chaos lurched in great pain as Sonic used his momentum to land safely on another piece of ruin in the water just before dashing away. His speed allowed him to race across the surface of the water. As long as he didn’t slow down he should be relatively safe. Well, as safe as one can be when avoiding what Chaos was throwing at him. Over and over Sonic had to serpentine to keep Chaos from striking him. Even as Sonic sped away from him, he soon realized just how much reach he had with those tentacles. It didn’t help that it seemed he could form a new tentacle on a whim with all the water in the city.

And he did just that.

A new tentacle rose up directly in front of him. Sonic had locked himself in a flooded street and he couldn’t turn around as he would lose his speed and sink, and at that point, it would be all over. He tried anyway, the water sprinkling up to his face as he skidded. However, the tip of the tentacle rose up last, coming up right underneath him, taking right off his feet.

Seeing the hedgehog in a vulnerable spot Chaos launched a separate tentacle at him.It started spinning up like a drill, looking to skewer the hedgehog.

‘To be honest, I kind of figured it’d be water that would finally do me in,’ he accepted his fate.

BOOM!

The air itself seemed to vibrate at the sudden explosion of sound. Chaos seemed to flinch at the noise, but Sonic only grinned. It was about time. True to his suspicions, the tentacle that was close to impacting with him suddenly exploded.
The whole thing fell apart as a streak of prismatic colors zoomed straight through it. With the threat gone, Sonic was safe to fall back to the earth. Seeing a sloped pile of rubble, he used it to slide down safely, coming to a stop shortly after.

With Sonic out of his sights, Chaos was now looking at a new figure. Likewise, Rainbow Dash was looking right back at the creature with determined eyes. Her hooves were crossed, her faint red aura encompassing her body. “Ok, big guy!” she called to him, “You need to take a step back from the numb skull! He’s mine to deal with!You got that!”

She wasted no time in rushing toward him, her red-tinted rainbow streak right behind her. Chaos’s eye quivered on the approaching foe. His vision seemed to zoom in solely on her, a pulse radiating through his skull.He felt his anger rising. This was his judgment on the world. His absolute judgment of the evils that plague it. So, how dare these lesser beings consider themselves worthy of saving.

Just like with Sonic, Chaos lashed out at the pegasus, many of his tentacles reaching out to her. Rainbow only sped faster into the attack. She reached out to her power, only this time it felt off.It just didn’t seem as potent as it once was.
Furthermore, it felt as if it was coming solely from Chaos himself. Those were thoughts for later, however. As long as she was getting it from somewhere it wouldn’t matter in the end. With her abnormal speed, she squeezed through the gaps in the attack, a few strands of her mane grazing the water.

Chaos was surprised at how she so easily dodged his attack. He brought them back, hoping to strike at her before she reached him.It had the same results. With her being able to fly freely through the air she had a lot more room to dodge than Sonic did. Chaos growled at her in rage.

“Growl all you want!” Rainbow taunted. “It’ll take more than that to scare away Rainbow Danger Dash!”

She looked at the large spike on his head. She saw Sonic hit and it obviously wasn’t pleasant for Chaos if it was hit. All the more reason for her to reach it as quickly as possible. She dodged more tentacles on the way there, but with her agility made it easy. It was almost amusing to her how this terrible mass of destruction was being outwitted by somepony several times smaller than it. Then again, it was her she was thinking about here.

Her target was now directly in front of her. She just needed a few more seconds. She reared back her hoof and—

Before she could close the distance a wall of water cut off her vision from Chaos. She came to a sudden stop to see that he had formed brand new tentacles to act as a barrier between the two.

She was about to just fly over it, but she quickly noticed how the shadow from the wall was slowly beginning to encompass her. At first, she was confused, but it soon became clear that the tentacles were falling directly down on top of her. Ok, now she had reason to worry. She could swim, but she didn’t need to deal with her wings getting wet right now. Them getting heavy would only make things harder. That is if they didn’t completely crush her under the pressure first.

Chaos brought his tentacles down, the pegasus becoming completely obscured by the wall. He could now feel a presence touching the waters, one that felt as if it was struggling greatly. He had gotten her.He growled in a sense of satisfaction.
With her out of the way, it would be a much easier matter of taking down the hedgehog, and then the rest of world would know his coming tides. He was about to pull his tentacles back, but he felt a sudden disturbance in the waves. That shouldn’t be right. There was enough power behind that wall to flatten one the larger structures in this city. So, why was this pony still writhing around in there?!

His answer came quickly. It felt as if his tentacles were suddenly being pulled toward a center point. He could see the masses of water breaking apart and start converging on one another. Chaos moved his massive body slowly away from the spectacle, unsure of what was causing this anomaly. It wasn’t long before the tentacles were no more, and they were replaced with a swirling vortex. The vortex only grew bigger and bigger in size as it slowly extended upward. Chaos quickly realized it was a tornado that was forming where she was. But where did it come from?

The tornado reached to just under Chaos’s total height, but Rainbow didn’t have an accurate idea of where she was, only that she had cut that whole situation a bit closer than she would’ve liked. She was currently spinning rapidly in a circle, doing what she could to keep the tornado together. It was a bit harder than usual, however. With all the water below her combined with the wall of water, it quickly turned into a waterspout. She was just out of the reach of the water walls all around her. If it weren’t for the energy she was pumping into her wings she would never have been able to keep this thing going, let alone get it together in the first place.Even now she could feel them beginning to ache.

Right now, she was just glad it worked in the end. Now, it was time to give chaos a taste of his own medicine. She could still tell the general direction of the titan, so she began influencing the tornado to lean in his direction. She didn’t need it to hurt him. She just needed to get closer to his core on his head. She felt that if she could somehow sever that then it may just fix all their problems altogether.

She inched over closer, his silhouette now casting a shadow through that waterspout. Just a little closer and—

She felt her progress come to a sudden halt, the tornado buckling as it threatened to fall apart. She held it together, but only barely.

“What hay is it now?!” she exclaimed in agitation.

With her only view of the outside being the opening in the top of the funnel she did what she could to look up without ramming into the sides. Her pupils instantly shrunk at what she saw.Just outside was a completely new tornado, one that she didn’t even create. The only thing is that this one was on whole other level. It was bigger than even Chaos was, the top of it reaching all the way to the spinning clouds above. It too began turning into a waterspout, only it was taking on much more amounts of water compared to hers.

“Oh, not good! Not good!” she stammered, completely overwhelmed by the size of the obstacle before her.

She felt it push back against her, the walls of her funnel being broken into with little effort. She tried pushing back, determined to not let this thing beat her here. Unfortunately, even with her boosted speed she felt the whole thing breaking apart. She could feel the fatigue starting to strain her wings, her energy beginning to show signs of betrayal. She swore under her breath and let the tornado begin to be absorbed by the larger one. She couldn’t stay here. She needed to get out before it took her in too.

She tried to fly off, the water walls either crashing around her or being pulled into the new vortex. She didn’t get far.
Already she could feel her lower half being dragged in and it wasn’t long before the rest of her went along with it. “Whoa whoa whoa whoa WHOA!” she yelled as she was pulled in, the water soaking her coat and mane as she disappeared inside.

It was dark inside the twister, the little amounts of light that were let through coming from the clouds above. This was her first time inside of a cyclone that she never had a hoof in, and in all honesty, she was terrified. She was so used to being in control of the weather back in Ponyville, now it seemed that somepony had trumped her in overall scale. She tried to fight the wind currents, but her wings just folded in on themselves. It was just too strong.Her vision was starting to become twisted, her stomach churning as it was tossed to and thro.

She was beginning to consider bringing out more of her power. She just needed to be careful about how much was used, cause if she went too far it might as well be over then and there.

She did her best to concentrate her energy, trying to ignore the temptation to vomit. It was broken, however, when the water walls around her suddenly exploded, as if something was cutting through it. And that was so, Rainbow getting smacked by a swiping tentacle that went through the twister. Despite it being made of water it hit like concrete, the cold liquid leaving a stinging sensation on her face and the front of her body. She felt herself fly out of the twister, her body spinning wildly as she involuntarily flew away from Chaos.

Chaos was getting ready to finish her off. However, he stayed his next attack when he noticed a blue streak running across the water, right for him. No. The pegasus could wait. If this hedgehog wanted to lose its life that badly then he could embrace the heat of his rage. He turned his whole body to face him before lashing out at him with all his available tentacles.

Sonic had to turn off as to not be hit, the appendages hitting the water all around him as he rushed around Chaos. He used some of them as platforms to get higher, but with how wild they were moving this was proving to be extremely difficult.

“You want to play like that?!” Sonic taunted with a smirk. “For someone who can control the weather I’m surprised I’m not feeling wind from these!”

That only seemed to anger Chaos even further. The strange aura surrounding him suddenly seemed to grow larger, the water being pushed out some ways as a result. Ok, maybe that wasn’t the best thing to say.

Meanwhile, Rainbow had finally stopped flying, which for once she was grateful. Her stomach was about to implode on itself and her head felt like it was being split down the middle. She slowly managed to open her eyes, looking at the red hued concrete wall she came close to smacking into. There was a small crater smashed into it, a result of her shield that she just barely managed to activate. Despite not flapping her wings she was safely floating in the center of the red bubble she made. Good thing too, as she probably would’ve been a smear of blue paste if she wasn’t. How it worked, she honestly didn’t really care much to find out, just that it worked out and that was good enough for.

She let the shield fall and she fell a couple of feet down onto her back. What she landed on was solid, so that was a good start. She picked herself up, a wooziness taking over her senses when she flipped over to quick. She shook her head in an attempt to get rid of it and she could swear she both felt and heard her brain rattling inside. With her no longer seeing doubles and the feeling in her stomach somewhat calming, she breathed out, a wave of pure relief washing over her. At this point she finally noticed the state of her mane when it fell in front of her eyes, the strands acting like a whip against her nose in its soaked state. She grunted in annoyance but begrudgingly began trying to shake the moisture out of her hair. It wasn’t pretty, and she was sure Rarity was having a hissy fit about her method right now, but what worked, worked.

“Hey, are you holding up?" Silver spoke up over the comms.

“I wouldn't say that,” Rainbow responded, brushing her mane out of her face. “But I’m standing, so that’s a start.”

“Now you understand why Twilight had so much trouble,” Blaze stated. “Only now he’s reached his perfect form, which only makes matters worse than they already were.”

Rainbow groggily trotted to where she could see clearly to where Chaos was, the blur that obviously Sonic dancing around him in the distance. “Hey, I just got hurled across half a city. No need to tell me things are messed up.”

“Still though, this happened in the original timeline as well. Sonic was able to beat him somehow. It’s just a matter of finding out how to do that. It’d be nice if you two had the Chaos Emeralds right about now,” Silver explained.

“Couldn’t we just…I don’t know. Maybe we could pull them out of him?” Rainbow racked her brain for ideas, none of them sounding preferable.

“I don’t think that’s an option right now,” Blaze emphasized. “If this is working in any parallel to the how it originally took place, we think Chaos may have ejected the emeralds from his body. Who knows where they’ve landed.”

“So, it’s a feather in a haystack. Great,” Rainbow fumed.

“It’s still possible to fight him though,” Silver insisted. “If you can just work around his defenses somehow. If you and Sonic came at different angles maybe.”

Rainbow just smirked as she blew away another strand of hair. “I’ll think about it. Just don’t be disappointed if I end up toppling your sea monster on my own.”

She heard Blaze let out a sigh. “Things would probably be going better if you didn’t just—Rainbow!”

Rainbow couldn’t help but jump to the shouting of her name. “What?!”

“Move!”

She didn’t dare question it. She quickly jumped forward, putting herself as far away from her position as possible. A booming crash was heard behind her, dust a debris shooting upward from where she once stood. She looked back to see that something had impacted the spot, a dark figure kneeling in the dust. A flash of paired red irises shot like lasers into her own. She planted her hooves back down only to feel the ground beneath her suddenly shift. She looked down in shock to see lines of pinkish energy cutting into the concrete building like knives in butter. The lines moved in sporadic patterns away from the impact site, entire sections being cut out perfectly like the whole thing was cookie dough.

She instinctually flew up, wanting to distance herself from whatever mess that was. The building crumbled and sunk, the figure seeming to go down with it. Just what the hay was that?! This wasn’t anything to do with Chaos was?! Then again, she would’ve seen him coming, and she didn’t think what she saw resembled him in any way.

She continued to fly upwards, but before long she felt a sharp pain enter her side, like a brick suddenly jammed itself in her ribcage. The hit sent her towards the roof of another building, Rainbow’s back skipping off the newly solid ground before flipping over and sliding on her stomach the rest of the way. She could feel the stings of many scrapes and cuts lining her underbelly, so much that she on the verge of giving into the tears in her eyes. Even so, she quickly made way to get herself back up, only for another hard hit to crash into her back.She let out a yell, swearing that her back just popped in a hundred different places.

Her problems were far from over, as it seemed that the presence that was lodged on her back was there to stay. If this was Equestria she’d think that somepony’s hoof was pushing down on her. But seeing how she was in this world, she could only assume what it was: a foot? A knee? She didn’t know, only that it hurt beyond belief. The offending presence was preventing her from getting up. It was a string weight that seemed intent on keeping her grounded.

“Whatever or whoever you are you better get off me before I do something even I’d regret!” she threatened, even going so much as to flap her wings in at least some form of annoyance towards the assailant.

“I’m not too fond of this myself. But I think we’re past the point of regrets, Blue.”

Rainbow listened to every word.It was a male that had attacked her, but it was the way his voice was presented that caught her attention. It sounded like one person there, but like he was in a tunnel. It was like two voices were trying to overtake each other and were going out of sync to do it.Even so, it had a lazy tone to it, almost on the verge of boredom.

“You know,” the voice laughed, “of all the people that I thought I’d see, a colorful, loudmouth pegasus was the last thing I expected. Guess you can’t ask for them all.”

He punctuated his statement back taking the weight off her back and slamming a firm kick to her side. The strike knocked all her air out of her lungs and sent her sailing into a wall. She grunted in pain as she finally settled, ache pangs pulsing in her body.

She finally recovered enough to look at her attacker. She was still ditsy was all the punishment, and her energy only protected her so much. Even so, she managed to make out the details of the figure a few feet in front of her. Her eyes went wide, a sense of familiarity in the eyes and body of the being.

The thing she noticed right off the bat was what he was. A hedgehog, just like Sonic. He wasn’t blue, however. He was a deep indigo, his quills a bit longer than Sonic’s, so much that a couple of them draped over to the sides of his head. His ears had small tuffs of hair rising off the tips, the points sharpening to be like blades. His shoes and gloves were a dark grey, accented hints of black on the wrists and ankles. Pink colored arrow patterns adorned the back of his hands and the tongues of his shoes. There was a similarly colored neck piece that was thick and reached over his shoulders. A small gem was its centerpiece, it too pink in color.

What really drew her attention, however, was not his attire, but his eyes. She got immediate flashbacks of Metal Sonic, as his eyes were very similar; glowing red irises on a pitch-black backdrop. Strangely enough, the fact that these weren’t synthetic eyes only strengthened how intimidating they were. There was a certain glint to them that solidified their everlasting presence, how they pierced into her very soul.

He grew the toothiest smirk she had ever seen, his canines much more pronounced than what she saw of Sonic and the others. “I can’t say that this is the least bit entertaining for me though. Would it bother you if I expected more?”

Rainbow drew herself out of the fearful trace she was in and finally adopted a look of intimidation as she did her best to stand up. “Says the guy who can’t look me in the face when he decides to attack me!”

She immediately regretted her decision when he flashed out of existence. Within a second, however, he flashed right in front of her eyes, his own glaring down at her.

“Is this any better?” His voice was filled with both sarcasm and threat.

Rainbow stumbled to the side as he threw a punch, the wall that used to be behind her cracking from the strike. His fist came close to grazing her cheek, the wind from it going as far as to sting her eyes. She jumped away, putting some distance between them. By now the hedgehog had taken his fist out of the wall but made no other immediate advance towards her.
He just turned to her, a smirk plastered on his face.

“Not bad,” he mockingly commended.

“Hey! What’s your deal with me, buddy?!” Rainbow questioned.

He just chuckled lightly, his voice radiating through the air like wind. “My deal? Oh, it’s just for this. It looked interesting, so I had to get a closer look.”

He opened the fist he hit the wall with. In his palm was…

Rainbow scrambled to feel inside her ear. Despite trying to tell herself otherwise, it was plain as day. She couldn’t feel her communicator, and what she saw in his hand said it all. But when did he…?

She thought back to the punch he threw at her, how it came so close to her face. But how could he have taken it that fast, and without her knowing? He would’ve had to have another hand to do that, and he sure as Celestia’s sun didn’t use his other one.

Those were mysteries for another time, however. What was in from of her was what was important. “Ok, you jerk! You better hand it over!” She took flight, charging straight at her target. The hedgehog made no indication of moving, as though he was just intending to take the hit. He just stood there with that smug look on his face. Well, that look was about to vanish. Rainbow reared back her hoof and threw her punch…

…only for it to get pushed aside, missing his head by a mere inch. She was shocked. How did she miss?! He didn’t even move! Her thoughts were lost when she received a punch straight to the gut, pushing her back to where she was before.
She landed, but just barely. She couldn’t help but cough profusely as she clutched her stomach. Taking in new air felt like swallowing a rock, but it felt good all the same once it was down.

She managed to look at him again, seeing that he still hadn’t moved in the slightest. Ok, something was definitely up. She didn’t just miss him. No way. Her punch was redirected somehow like he pushed it out of the way with his hand. But she saw him the entire time and he never moved, not even an arm. So, what happened?

“Nice try,” he mocked. “You almost hit me. But…”

He finished by closing his hand over the communicator, a distinct crack felt beneath his fingers. Opening it back up he let the now broken pieces fall to the floor. Rainbow watched as every piece hit the concrete, anger setting in as she watched her communication with the outside vanish.

“…almost isn’t close enough.”

“Enough with the wisecracks ya creep!” Rainbow spat at him. “Just who are you anyway?!”

The hedgehog didn’t answer immediately, but instead placed his hands on his hips and began pacing away from her. He brought himself closer to the edge of the roof closest to the confrontation going on in the distance. “Looks like I was right,” he chuckled. “You do just rush straight to the point. I’m almost surprised we’re so different.”

“I don’t think you’d find me all that interesting,” he explained. “I don’t even think you’d know my name.”

He turned back to face Rainbow, who still looked ready to pounce at a moments notice, not that he looked worried about the gesture. “It’s you that I’m curious about. Tell me, who sent you here? You’re obviously not from this world and judging by the maker of that communicator of yours it must be someone who knows Sonic personally.”

“Tell me, who is it?” he questioned, his wicked smile returning. “Tails? Knuckles? Maybe Sonic himself? Hmm, maybe Shadow, as unlikely as it may be. Although,” he studied, “judging by the look on your face, I’d wager none of them.”

“You still haven’t answered me!” she stated. “Who the hay are you? Let me take a guess. I bet you have something to do with everything that’s been changing, haven’t you?!” she gestured to Chaos, who still seemed intent on completely destroying Sonic.

The hedgehog looked to where she gestured and just chuckled. “It’s not impossible, is it? Who can say? Maybe I just enjoy a good show.”

“Stop beating around the bush!”

Upon saying those words, his face visibly hardened, and it didn’t go unnoticed by her. “You want to get serious then. Fine, cause I’m tired of it too. Don’t get me wrong, I can have some fun of my own. But I’m a busy guy and there are just some things that I can’t be bothered with. In fact, I think you were the one that interrupted my nap when you came flying in.”

“But, as brash and dimwitted you seem to be, at least you seem to be astute enough to at least make an educated guess on appearances alone. So, you want an answer? Then here.”

On cue, he planted himself but kept a stern and arrogant posture. A murky red and purple aura grew from his feet all the way to his head. His red eyes glowed brighter, but not in ways she’s seen before. The glow almost seemed to leak out of his irises. The aura was like a dark fire, only instead of heat a wave of cold blew over Rainbow’s skin. Goosebumps littered her body, a realization coming to her.

A part of her had only been suspicious but seeing this…there was no question in her mind. That aura was just like everything else she and the others faced, only this one looked more prominent and more refined.

“There we go,” the hedgehog said in almost bliss. “Are you satisfied yet? If not, I can surely show you more.”

He let his aura fall, his eyes falling back to normal as well.

In truth, Rainbow was actually shaken. She had spent so long thinking about what she’d do once she found the culprit they’ve been searching for. She was excited of the prospect of all this being done and they could put it all behind them.
Now that she was here though, all she felt was dread. Even so, she put on a brave face. “If you’re trying to scare me, you’ll have to do better than that.”

“Oh really?” he asked, but obviously not convinced. “Huh? I guess I’ll have to try harder.”

“Enough with all that!” Rainbow shouted. “So, you’ve finally shown yourself. Big deal! Honestly, I want to know why you’re here in the first place!”

The hedgehog sat silent for some time, but not because he was taken back by her outburst. He just seemed to be contemplating something, almost studying Rainbow up and down. Rainbow couldn’t help but hate the way his eyes moved around so quickly yet move so little of his body.

“You know,” he spoke up, “you’ve gotten this far. I suppose it wouldn’t hurt to tell. It’s not like what I say will change much.”

“You could say that I’m here to…make sure everything goes smooth. Sure, I’m sure Chaos can take care of himself, but after seeing Eggman and Metal fail so horribly, I thought a more personal touch was required.”

“What, so that’s why you’re here now?” Rainbow asked.

“Absolutely. For a pony not of this world and for one so naïve of everything around her, you did well. I mean it. I’m impressed.”

“Sorry if that doesn’t excite me,” Rainbow spat.

“Don’t take my admiration as a pass to let you go, however. This would’ve gone much better if you hadn’t gotten involved.”

“And what are you doing here anyway?!” she asked, looking to just get to the point. “If this is about Sonic, look, I don’t like the idiot either, but it’s still my job to protect him. I don’t know what he did to you, but whatever you’re planning on doing to him you can forget it!”

The hedgehog just shrugged, giving her a very passive look. “He definitely is a nascence and having him taken out of the equation would help in many ways.”

The hedgehog looked as if he deep in thought, but with a content expression that almost made him look relaxed. “But, if you think this is about him, heh, sorry girly, but you couldn’t have made a worse assumption.”

“What?”

“You heard right. Him getting himself killed would be the best thing that could happen right now, but his death isn’t a requirement. In fact, I doubt he would even know who I was, let alone what I seek. I don’t think there’s even a single soul left on the planet that would know my story.”

“Then what do you want then?!” Rainbow asked, much harsher this time.

The two could hear Chaos roar into the heavens, the sounds of thunder, waves, and wind all coalescing beyond them. Both were surprised this fight was lasting this long. Sonic must really be pushing his limits if he’s still in the game like this.
Rainbow took her focus off that, however, and just kept her eyes locked with his. It was an internal battle, one to see which of them would give first.

The hedgehog finally lets out a smug laugh, the sound coming out in a huff. “My little pony,” he emphasized every word, maliciousness dripping from them. “This world doesn’t belong to the inhabitants that spit all over it, that take everything in it for granted. Long ago, I made a vow. To unite the world, to rid it of any evil that would threaten the things that I loved. I almost succeeded. Little did I know that the very evil that I sought to end, I took on that very role. Corruption and division.”

“Now,” his voice darkened, his posture changing with it, “my goals have changed. The sins of my past are what makes the world the way it is now. What I want is change…and forgiveness.”

Rainbow couldn’t help but wonder what this guy was trying to spout. ‘What it is now?’ She may not like this place all that much, but she would never say a place like this was full of evil. Annoying, maybe, but never evil. Not with all those that she actually grew to like. And just looking at this guy, she could easily tell he’s gone of the deep end in some regard.

“I will correct the mistakes I made long ago. You or anyone else may not see it, but I do. I know my purpose in this life, and I know how everything can be fixed. But first, the preparations need to be finished, and Chaos will provide plenty of help, just as it is now!”

His aura slowly started to rise with his voice, the dark shadow coving most of his face. His red eyes shined right through the dark, a hideous image burning into Rainbow’s mind. His gaze fell on his hand and his smile only grew wider, the small arrow on it now glowing.

“I…am Zayn,” he stated, his voice carrying a sickening laughter that was emphasized by his echoes. “I am the vanguard into a world where the weight of all pain will be lifted. For it shall go to this world, and then it will go to you...”

Chapter 18: Beacon

Chapter 18: Beacon

Rainbow stared into the deep dark eyes before her, like looking into a pit with no end in sight. Like his irises were a pair of eyes in themselves, peering out of the dark with an insatiable red glow. Zayn.The hedgehog only smirked at her apparent hesitance. But she just couldn't help herself.His sickly aura moved about his body in an almost supernatural fashion, so unworldly that the movement churned her stomach like butter. The arrows that decorated his hands and feet were all glowing brightly now, the vibrant pink lights contrasting well against his dull grey attire.

Chaos's roars could still be heard over the humming of his energy. She was sure Sonic was pushing his anger to its limits. In fact, she hoped that confrontation didn't last too long, as the city could barely handle this much terror as it was.

"Now," Zayn stated putting his foot forward.Rainbow instinctively tensed up, like she was expecting him to encroach upon her in a mere second. Zayn just chuckled at her response but didn't take a step further. "I think we can reach a bit of compromise. I have no vendetta against you, so I have no point in chasing you back to whatever colorful cesspit you call home. But I can't have you here either. So, here's what I propose."

Zayn showed Rainbow three of his fingers. "I'll give you three chances. All you need to do is use one of those chances to go home.Even someone as dense as you can do something as simple as that, right? In truth, I'd rather you just take the deal while you can. But, if it comes down to it, I won't hesitate to make a wingless pegasus."

Rainbow visibly flinched at the mention of her wings. The thing was that she had no idea if that was just a bluff or a legitimate threat. She felt that it was the latter, however. "Why would I trust even a word you say?! You've been spouting nonsense so long that I don't know if crazy is the right word for you!"

"You don't," he answered plainly. "You'll just have to play it out and see where it leads you. Oh, and you only have two chances left by the way," he tucked one of his fingers away, leaving two extended to Rainbow. "Just for that swing you took at me earlier."

Rainbow Dash could only glare at him but carefully weighed her options none-the-less. She had no idea what this guy could bring to the table. Aside from that building before getting shredded, she could only guess as to what he could do. The thing is, if its true that he's the one manipulating Chaos as he did with the others, he must have tons of reserve energy left.To be able to power up Chaos while being confident enough to confront her. She felt insulted.

Then again, if she left now she could have somepony else take care of things. Since she wouldn't be able to come back afterward, they could go back before this and prevent it from happening. But who could possibly go? The princesses were away, Twilight had already tried, and lost, and the rest didn't stand a chance. Plus, she was curious about…Zayn, or whatever he called himself.This guy sounded crazier than Discord ever has, and that's saying something.

"So, what's your answer? Don't take too long, or you might just forfeit another one," Zayn laughed, still ever confident.

"Heh," Rainbow huffed, forcing herself to put a smirk on. "You don't have to repeat.I already made my choice, and it's neither of yours."

Without warning, she launched herself at Zayn, fore hooves outstretched.

‘Can't say I didn't warn you,' Zayn mused to himself.

Rainbow threw her punch. She was sure this one would hit but was proved wrong when her hoof was swatted to the side.
She swore under her breath. Just like what happened like time.He didn't even move, and she still felt something pushed her away somehow.

She saw him rearing back a punch in response. She leaned back, letting the attack swish right over her stomach area before she flipped back away from him. She growled in arrant agitation.Just what the hay was going on?!

"That's two," he smugly stated, punctuating it with a single finger. "You get one more.And no take backs girly."

"Just shut it! You want to play hardball?! Then, by all means, we'll play hardball!"

She flew straight up, putting some distance between her and Zayn. Zayn watched her with curiosity, but that soon turned to amusement when he saw her charging right back down.

"This again," he swore. "You'll have to try something a little more original. Charging headfirst into an unwinnable situation isn't what I'd call ingenious."

Rainbow quickly encroached on him. He just crossed his arms and waited for—

Only at the last second, Rainbow turned on a dime, her red aura glistening on her fur.In a flash she circled entirely around Zayn, catching even the hedgehog off guard.

"What?!" he exclaimed.

"Eat this punk!" Rainbow yelled, small sparks of blue electricity circulating around her back hooves. "Get a little taste of a Buccaneer Blaze!"

She was too close for him to dodge and there was no way for him to push her hooves out of the way. Even if his arms could move faster than she could see, he'd be hard-pressed to do that while she was behind him. Her speed picked up, and he still hadn't had time to turn. She aimed her hooves and pushed forward, the force of an electric shockwave carrying her ahead.

Just as her hoof was about to strike, she suddenly stopped, a sense of whiplash moving through her from her tail end to her front. She felt something holding onto her front hoof. It kept her from moving forward, and she was less than a foot from the back of his head. She frantically looked at her hoof to see a hand grasping it tightly.

There was no way…

Even if he could've moved fast enough for that, his arm would have to be bent completely backward, not to mention twisted in ways she didn't want to imagine. She almost couldn't bring herself to look at his arm, the thought of seeing it broken in many places not so soothing to her. She did so anyway, and what she saw left her more confused than ever.

His arms hadn't moved…

"Phew," he mockingly exasperated. "That was pretty good. You almost got me there."

"How…" Rainbow began, her words trailing off as her mind worked to no end.

She looked at the fingers again and noticed that they weren't even coming from where his arm was. They were coming from the back of his head.

"Hey! What is this?!" she questioned, trying to pull away.

It wasn't just a hand; it was an arm that was sticking out of the back of his head. It was as if somepony was phasing out of him like he was water. It was gloved, and the entirety of it was extremely pale, the little bit of arm that was sticking out an off purple.

Her mind raced with reasons to this, but how was she supposed to explain this?! She needed to get out of here. With one more pull, she broke free, even if it seemed the hand had enough and just let go. She put distance between them, eyeing up the strange phenomenon that was his head. There was a pale looking arm sticking out of it. It was almost ghostly to look at, a sickening chill coursing through her.

The hand finally retreated back inside him, and he turned to face her, his smug expression never fading.

"Three," he stated. "You're all out of chances."

"Ok, this is just getting stranger and stranger!" Rainbow panicked, mostly to herself. "What'd you just do?!"

"Hmm? What? Do you think I'd just let you hit me like that? I don't give those away for free."

"Just stop playing coy for just a few seconds and explain!"

Zayn just laughed at her apparent confusion. "Why explain when I can show."

Rainbow was about to inquire again but was stopped at the sight of a still figure phasing out of his body, taking its place next to the hedgehog. The figure was pale, but it carried a very similar shape to…

It was another Zayn. ‘What's going on here?!' Rainbow screamed to herself. It was a carbon copy of the dark hedgehog himself. His gloves, boots, quills, and even his eyes were all the same, aside from being complete of colors of the original. It even kept that fang-esc smile.

‘Of all the times I need some advice from Silver this goes and happens,' she shrinks back.

"What do you think?" Zayn asked, but his clone asked the very same words in unison with him. "It's a neat trick if I had a say in it."

Rainbow stood there, awestruck to the two figures before her. Just who was this guy and what else did he have under his belt. She felt herself take a step back as the clone walked forward, her actions almost done involuntarily. Just because it spoke the same as the original, it still seemed that it could move around without any input from Zayn himself. The real hedgehog just stood there like he was getting ready to watch a show or something.

"Should've taken me up on my offer," the clone dripped as he walked, his steps long and his arms hanging low as if he was intentionally trying to creep her out even more. His black eyes only solidified her ever-growing dread.

Without another word, the clone shot forward in an unexpected burst of speed. Rainbow flew up high in response, avoiding the strike as it sailed under her. She looked over to the real Zayn, seeing if he was about to come for next. She had to do a double take to discern that he hadn't moved.He must be confident if he believes his clone can take her on its own.

"Enough with this fake you!" Rainbow taunted. "So, what if you have weird powers!Let's see you keep up with me now!"

"With pleasure," Zayn said, but while she could see his mouth moving, the voice she heard came from behind her. She sixth sense went off, turning around to see the clone Zayn coming right for her, and it was flying!He didn't have any visible wings, but he was soaring through the air with no apparent difficulty.

She guarded her face with her hooves, pain shooting through them from the punch he delivered. There was so much force behind it that it forced her back, but he didn't let up on her. Already he had caught up and positioned himself above her.
He roundhouse kicked her square in the head and Rainbow felt a wash of popping throughout her face, each one coming with its own aches and pains.

Fighting through the grueling discomfort, she flared her aura and wings, stopping her descent in an instant. With the shake of her head, she banished away the dizziness, only to see him balling up his fists and bringing them down to her. She flipped herself over and bucked at him, both strikes meeting in the middle.

Or so she thought.

She thought she aimed at him correctly, but she suddenly felt his fists hitting her square in the face, her hind legs feeling no contact whatsoever. She felt her nose getting pushed in, her sinuses going off like little pins at the sudden and forceful contact. She could already smell the distinct odor of copper, a smell that she only knew due to her many crashes throughout her years as a racer.

She knew that they were only getting closer and closer to the water, the sound of crashing waves entering her ears all around her. She couldn't let this go on.The clone was winding up another kick, looking to send her into the deep this time.
It wouldn't be ideal, but it needed it be done. She gathered up her inner energy, the red lightning bolt on her chest flashing in. As the kick came in, she expelled the energy. The Zayn clone seemed to have been caught off guard, his kick not only being pushed back but also sending him flying back up into the air. With a mighty flap of her wings, she shot up after him.
The cold freezing sea water trickled onto her feathers as the gust pushed down against it. She really was close.

The clone stopped himself and only flashed her a sly grin.Was he enjoying this or something? Well, that's a look she'll just have to wipe away. The two collided as streaks in the sky. The two streaks zipped all around the open air, not spending too much time away from one another. Rainbow was surprised that this guy could keep up with her like this. That wasn't what was bothering her though. It was the fact that she couldn't seem to hit him. It wasn't like last time either. She didn't think she was missing at all this time. But for whatever reason, he could hit her while she hasn't even touched him yet. Even now when they collided she couldn't seem to lay a hoof on him.

As they round about some fallen buildings, Rainbow decided enough was enough. She tapped into her energy and blasted forth into a burst of speed. He was fast, but it didn't look like even he could keep up with her once she used her powers.
When they finally met back up, she zipped straight past him whenever he threw a punch.

Rainbow couldn't help but stick her tongue out at him as their faces past one another, earning her a heated glare from the clone. It felt great to get a rise out of the guy, even if it wasn't the real one. Anything that she could do to annoy this guy for the trouble he's caused her. It may have been indirect, but the malice was there. Plus, he was the one putting these innocents in danger right now, and the reason one of her best friends were sitting in a hospital bed right now. This was more personal than anything, and she was going to make him wish he never met her.

She flipped herself over as she readied herself to buck at him. She was lined up with his face perfectly, and if she missed this one, she could never look at herself in the mirror again.

"Take this!" she yelled.

Just as she was about to launch her attack, another figure quickly came into her field of view. Her focus immediately shot to the new presence, and she noticed with panic that it was real Zayn. His hand was outstretched, the pink glowing arrow bleeding threw from the back of it to the palm, and she didn't like the look of the display one bit. He was approaching her at a rapid pace, and she did the only thing she could. She stopped her attack on the clone and turned her body to the side, the palm brushing right past her face.

Zayn flew by, his hand planting itself firmly into a building that was behind her. She was about to turn her attention to the real one, but again, she was focused on something else, something that made her heart to drop into her stomach. The building that Zayn had smashed into had several pinkish lines spreading throughout it, all of them originating from Zayn's hand. Her mind shot back to what he did when she first encountered him, how that ruin she was on just got demolished, getting cut up into several bits in the blink of an eye. It was the same thing that was happening now. The whole building had those lines covering now, and soon after they all vanished, the structure collapsing in on itself as the many pieces of it fell into the water.

"Damn," Zayn spat as he pulled himself away from the debris. He looked at his hand, and Rainbow noticed that the arrow on his palm had disappeared and all the other arrows had dimmed, their original shine gone. "You have quicker reflexes than I gave you credit for. Color me surprised."

Before she could respond, the clone had jumped in her vision. She didn't even have time to react before it kicked her away, prompting her to crash land onto another roof. She impacted hard enough for dust and small debris to form from its remains. She grunted in pain as she skipped across. By now, the clone had phased back into Zayn's body, and the real hedgehog floated down to meet her, landing in stark contrast to her own.

"But so far, I'm sorry to say that all that bravado was nothing more than bluff made by a scared little girl."

"What'd—ugh!" Rainbow winced, clutching her ribcage. She was sure something was out of place, and it hurt like no other.
"What'd you call me?"

"Does scared little girl not go well with you?" Zayn said as he bent down to be eye level with her, he going unfazed by the death stare she was sending his way. "Well, get used to it, cause that's all I see. Do you even know why you're doing this?
Why you've decided to come to a world completely unknown to you and save some helpless nobodies? Let me guess. Did you want to do the right thing? That's an age-old excuse."

By now, Rainbow had picked herself back up. "Ugh, and what excuse do you have?! You sure do talk about this world evil, but how can you look at all this and think for a second that you're not the one in the wrong here!"

"I think you misunderstand me," Zayn stated. "Of course, I'm in the wrong. I've been in the wrong for my whole life. You have to understand, however, that to change anything, sacrifices must be made. I made plenty of sacrifices, and I'm willing to make many more until things are corrected."

"Just how are things supposed to be ‘corrected'?!" Rainbow questioned. Is destroying everything like Chaos is doing part of this?!"

"Not at all. Chaos is merely one piece of an unfinished puzzle, much like Eggman or Metal Sonic were."

Despite her overwhelming anger towards Zayn, she took in every word he said. Twilight had always told her that in order to find out what makes somepony tick, you have to listen how they speak, figure out what they think, and sometimes even watch how they move. In truth, Rainbow never really listened to all that as it sounded like a waste of time. She was more forward with ponies anyways, so going through all that just seemed like unnecessary work.

Now though, she felt like it was important.It wasn't easy in the slightest, but if she could just get something more out of him, she may be able to figure out what he's really after.

"Hmm?" Zayn inquired, only to send a chilling smirk back at her. "Don't give me that look. After all, I gave you plenty of time to just up and leave. If you're having second thoughts, then you picked a bad time to have them."

"If you think I'm gonna run away with my tail between my legs then you must not have any clue of what pony you're dealing with," Rainbow taunted. "If you're just gonna send some copy after me, then you must not be to keen on throwing down.
"In truth, after seeing what he just did to that building, she was starting to question whether this was the best way to do things. What was that anyway, and furthermore, what would that have been like if she was the one that was hit by it. She couldn't help but shudder at the thought.

"Why would I bother. I simply think it's a waste of time and energy. Besides, this all big talk coming from the one who couldn't seem to lay a hoof on one of my phantoms."

Rainbow just growled in response. "Then let me try it on the real thing!"

She dashed forward, hoping to close the distance between them soon. Zayn just crossed his arms again, and his clone phased right out of him, looking to meet Rainbow in the middle. With the short length between them, Rainbow threw the first punch. The clone didn't seem to react in the same way; it didn't even look like it intended on throwing a punch.

Rainbow thrust her hoof out…

…only for it to go straight through his head.

Rainbow's eyes went wide with shock. She didn't even leave a mark on him.It just went through with no resistance whatsoever. Then, how did—

Rainbow's train of thought was completely derailed when the clone suddenly gripped her by the throat, his hand making firm contact with the neck. He just picked his up and slammed her back to the ground, making sure that his grip was tight enough so that she couldn't get away.

Rainbow was in a daze, the back of her head feeling as if somepony had bucked it square where her skull met her spine, and her senses all out of whack. She could feel a strong presence on her throat, her availability to air only just. When her vision cleared, she was staring straight into the eyes of the clone, whose eyes were just as dark as his real counterpart.

Her air was being cut off, only able to grasp at small amounts as it seemed the clone hadn't tightened his grip entirely, but that could soon change. In a panicked state, she just started swinging at him, since her hooves weren't being held down.Her efforts were in vain, however. To her utter shock and disbelief, her hooves were just going straight through him.

"W—hat's…going…on…?" she struggled to voice.

She tried swinging at his face, his torso, his arms, everything! But each strike yielded the same result.Her hooves passed right through him as if he wasn't even there, the only indication of a presence being his grip and the fact that her hoof disappeared into him whenever she passed through. More and more dread quickly made its way into her mind. Her eyes shot back and forth, trying to make sense of what she was seeing and feeling.

"How sad," the clone, as well as the real Zayn as he walked up to look down at her, huffed. "If only you had realized it a bit sooner."

Rainbow tried to force out more words, but she only felt them getting choked out. The clone's grasp had closed on her windpipe, and anything she said was replaced back an undistinguishable gurgle.

"It's pretty simple once you take the time to watch and learn, something you seem to have trouble doing. To put this in a way you'll understand, these clones of mine don't just fight for me. It is impossible for them to be touched by anything that is not my own hand. In a literal sense, they are phantoms, almost…spirits that perfectly reflect me. They are my will in a physical form. Unfortunately for you, if they wish to be able to touch you, they have no problem in doing just that."

Rainbow raced to comprehend it all, but right now her mind was focused on living through this encounter, her natural instinct to survive kicking in and nearly taking over. Despite what he said, she continued still to try and push the clone off her.His words held true, however. Nothing she did so much as fazed him. Even as her vision became cloudy, she still refused to believe in them. There was no way this thing was invincible, was it?! No way! Nothing is!

Zayn looked like he was about to speak up again, but he grew distracted when he looked at his hand. It was a distraction that he found inconvenient, however. In fact, he looked as if he was pleased.Rainbow did what she could to look at him, her head locked down, forcing her to strain her eyes to see to her side. His arrows were glowing again, and from the looks of it, the glow was on his palm again.

Zayn just chuckled evilly. "Well, I'd say its been fun, but that'd be lying wouldn't it," he presented his palm to her, obviously wanting her to see it. She was right. The glowing arrow on it was back, and she felt herself grow cold at its sight. If that's what she thought it was…

"I'm sure you know where this is leading," he stated rather bluntly. "You were lucky enough to dodge the last two. This time it seems you won't be doing any of that. Don't take my word for it, but I hear it's a horrible way to go when used on something living. Your whole body getting cut up like it was from a scalpel, completely thorough, and pain that feels like it never ends. The thought of it even gives me chills."

"I can level the largest of buildings to the smallest of insects with one press of my hand. Given your size, I can promise that it won't last long. I can also guarantee that those last few seconds will be the worst of your entire life.

"…Ugh…K—Ugh…" Rainbow choked.

"Hmm?" Zayn inquired.

The clone released her throat, but only enough to where she could whisper. "K—Ki—Ugh!K—kiss…my flank…you creep…"

"Heh, you can die knowing those were your last choice of words, Rain."

Zayn raised his hand, the pink glow illuminating Rainbow's face, her eyes reflecting the light right back at him. Both Zayn and the clone leered, and Rainbow could feel the pure killing intent those two pairs of eyes. She looked on in genuine fear, her stomach feeling like it was twisted into several knots, the little air she had left pumping in her lungs as she tried to let out a gasp. She felt like she wanted to scream, call somepony for help. She desperately wanted to go back to Sol, just to get out of here and get away from whoever this guy was. He had already tried to concentrate on it, but with her current position and lack of air, she couldn't focus at all.Everything just came up blank.

His hand came closer, his palm practically in her face now. Horrified images of herself came to mind, scared to death of the mere thought of what this technique caused to happen. She tried to struggle.Her body trembled when she tried to buck the clone off. As expected, it still did nothing. Even so, she did everything in her power to struggle under his grip. She wanted to go home. She didn't want to be here. Nothing in this world ever went right, and now she was paying the price.
Was Zayn right? Why did she come back here anyway? At this point, all it served as a way to get her killed.

She shut her eyes, accepting her fate. If this was how she was going to go out, she didn't want to see it. She just hoped that it was true that it didn't last.

Zayn was about to plant his hand on her, his smile revealing his sharp teeth. This was where this annoyance came to an end.Did she want to play the hero? Well, this is what she—

He stopped at the sound of an echoing whistle in the air. His ears twitched, the noise sounding like a banshee in the distance. He looked back, searching for its source, the clone looking as well, leaving Rainbow Dash silent on the roof as it continued to hold her. Suddenly, a building not too far from them exploded into dust. At first, he was confused by the sudden explosion, but he saw its cause. There was an object that has crashed right through it, going so fast that the air around it was visible and forming a twirling cone around it. Zayn didn't know what it was, but it was heading straight for them. It approached quickly, and he stood up in surprise.

"Chaos control!" he yelled as he vanished in a flash.

The object sailed by where he once stood and right over where Rainbow was forced down. It flew right through the clone, so it didn't need to move. Rainbow wasn't sure what had happened, but she jumped at the brisk wind brushing her body.
The grip on her was still there, but she felt it ease up a little as the breeze past.

Zayn reappeared some a reasonable distance away from them, and he witnessed the object crashing straight into another building. Stone and concrete exploded outward, and it seemed the object had stopped, embedded into the side of the crumbling ruin.

"What was that?" Zayn asked himself, eyeing the impact zone carefully.

Rainbow had finally gotten the courage to open her eyes, expecting to see Zayn there ready to end her. Fortunately, it seemed he was nowhere to be seen. The clone was still there, but its grip had loosened a bit, letting her get at least some air back into her lungs. She took in what had happened, following the clone's gaze to see the real Zayn some ways away from them. He was looking at a crater in a different building, but she couldn't quite make out what was in it.

An ear-splitting roar echoed over the city, and the group all looked to see Chaos staring in their general direction, his eyes filled with furry and his aura was excelling to new heights.

"Damn, so that's what that was," Zayn commented. "Looks like we got caught right in the thick of things."

Rainbow wasn't listening to what he was saying. She just continued brainstorming for ways to escape, but she just couldn't think of any! No matter what she did her strikes just kept phasing through this thing. Nothing worked, and she couldn't concentrate enough to call out more energy. This was so annoying!It was one thing not being able to touch something; it was another knowing that it could allow itself to touch you!

…

Wait…

She craned her neck, doing her best to look down at his hand. She could see it clearly enough, and she had to strain herself to see it really, but it was there. She had an idea, and she just prayed that it was work.

Taking in what little breath she could, she opened wide and craned her neck as far down as she could. The clone felt her beneath him and thought that she was struggling to get out, but then saw her head's position and wonder turned to shock.
It was difficult, but Rainbow had managed to latch her teeth onto his hand. It had the unfavorable taste of rubber on it, but that was of no concern right now. She just bit down hard, harder than she had ever done so before. If this was the real thing she swore that she would've drawn blood, but she didn't even know if this thing could bleed. So, she just kept on.

The clone yelled out in immense pain, the feeling of many squared teeth chomping down on him. He didn't think about his hand. In fact, he hadn't expected her to go for it. But she did, and he did the only thing he could think of. He let his hand faze through her, the pain lifting and her teeth sinking down on nothing more than air. She would pay for that dearly. He went to grab her again, but Rainbow moved too quickly for him. In a swift response, she rolled away from him. She faced him, the sense of adrenaline coursing through her. Her breathing felt shallow, but it was a far cry better than having no air.

She took hastily swift glances around the setting. The clone hadn't moved on her yet, and Zayn was watching with disinterest at this point. She saw Chaos in the distance, but it didn't look like he was going to stay far for long. Then there was the crater in the nearby building. That must've been whatever she felt fly past her earlier. Whatever it was, it had to have been moving fast.

The dust had cleared by now, and she could get a quick look in at it. What she saw shocked her. It was Sonic. He was currently unconscious, but that wasn't all. His body was completely roughed up, his quills were a mess, and to her horror, there was even a small trickle of crimson red liquid flowing down his forehead—blood. Even his shoes and gloves looked torn in places, several cuts, and rips along each. On top of all that, his whole body was firmly planted in the side of the ruin, the only acceptation being his head which hung low.

What had happened to him?! That was all Chaos, was it?! She could only look back at the monstrosity, fear gripping her insides. Slowly the pieces started falling into place.If she assumed right, Chaos must've thrown him or something. For somepony to be going at those speeds and crashing into a building like that…despite what she thought about the idiot, she really hoped the worst hadn't happened. She couldn't see if he was breathing from here, so she just didn't know.

"Looks like I've outstayed my welcome," she heard from Zayn, the dark hedgehog eyeing the now approaching Chaos.

The clone that was before her just vanished into thin air, assumedly dispelled by Zayn.

"Just what the hay are you doing?!" Rainbow demanded.

"I've become more involved in these events than I would've liked.I think it's time I made my exit," he stated calmly, walking away from her as if nothing had happened.

She was awestruck. Was he seriously about to walk away after all that?! "You think you can just walk away after everything you've done?!"

"Yes, yes I can," he stated simply. He turned back to face her. "Although, I still need to do something about you don't I?
Hmm, well since I can't be bothered, you can have this a token gesture."

He took his thumb and index finger and formed the tiniest piece of energy she had seen. It was shining like a smooth pebble, only the color of its shine perfectly represented that of his own aura. He placed it on the side of his index finger and flicked it with his thumb. The particle shot at her so fast she couldn't react to it. It hit her chest, and she felt a sense of weight being placed on her shoulders. She couldn't think of what this might be, but she couldn't shake this uncomfortable feeling she got from whatever he flicked at her.

As soon as it came, however, the feeling vanished, as did any indication of what he threw at her. She looked over herself in confusion.

"You decided to come to this world, and you decided to stick to your guns and try and save these worthless peasants. Well, now you can live with your decision in death. Just so you know, from what I know of Chaos, he's far less forgiving than I am.
If everything goes as planned, I won't even have to do the dirty work myself."

He slowly lifted himself off the roof; his feet placed together in an almost noble or arrogant posture. Rainbow watched as he floated in midair, their eyes meeting. "Things are going to change from here on out, and you'll be nowhere to be seen after today."

He lazily gave her a two-fingered salute. "See you around, girly.Chaos control."

With a flash of light, he vanished, leaving Rainbow stuck in her own wonder. She stiffened, too cautious to move on her own. Was he really gone? Did he really just leave it at that? A raging tornado of questions was swirling around in her mind.
This is all on top of what he just hit her with. She didn't feel any pain, so that wasn't an issue. Although considering all that just happened, she should consider herself lucky that she wasn't dead by now. He shivered at that thought, but she was brought out of her stupor by the familiar shrieking of Chaos.

Remembering where she was, she saw the beast slowly lumbering towards her, his lower body slinking across the water.
Wherever he went, the tentacles seemed to follow. His lizard eyes narrowed in on her, and the sinister glow in them only grew stronger.

She looked to Sonic, who was still out.She swore under her breath. What was she going to do now?! Her one source of help was taking a nap, she had burned up so much energy that her body now felt like it was on fire, and she had no idea where Zayn could've gotten to.It was just one bad thing on top of another.

She flexed her wings, and the results were as she feared. She could move them, but not without convulsing from the immense pain. She really was in bad shape. Far worse than she could remember. Indeed in no way to be continuing this fight. She thought long and hard, looking for some solution. One came to mind, but she didn't know if she should follow through on it. Was…was going home really the best option here? She didn't feel as if she could go on much longer, but in the back of her head, she thought she'd be abandoning everypony if she follows through.

She grunted in annoyance. She didn't want to go for a low blow on her friend, but she felt that Twilight missed the ball with her theory. So much for being stronger than the princess of friendship. She should be thankful that she wasn't already washed up and in a hospital bed right about now. Then again, that's precisely where she felt she belonged at this point.

She looked to Sonic again, hints of annoyance gripping her heart, but also, strangely enough, regret. She disliked this guy with all her heart, but even so…it just…didn't feel right. She was the element of loyalty for Celestia's sake! Could she really just leave them all like this; to deal with this all on their own?

…

With a heavy sigh, and a refresher at the sound of the approaching Chaos, she made her choice, but she didn't like it. There was nothing she could do right now, at least not in the state she was in. With any luck, somepony else could come back and fix things, if there was somepony like that.

"Sorry pinhead," she apologized, knowing Sonic couldn't hear her.

Closing her eyes, she concentrated back on Sol, hoping that Chaos could afford her a couple more seconds. If he lashed out now, she'd be completely vulnerable to his city crushing attacks. She envisioned the land of Sol, the floating landscapes and green fields easy to recall.

She waited and waited.

…

"What…?" she questioned, worry setting in.

She concentrated again, and she felt the energy in her stirring but…

It felt as if something was weighing her down, keeping her hooves chained to where she was placed. She could see Sol, but it was like she couldn't reach out and go there.

Panic set in, her eyes now wide at the failed attempt. What's going on?! It was so simple all the other times! She was doing everything the same, so why wasn't it wor—

Her thoughts shot back to Zayn, what he said moments before he left.

‘Well now you can live with your decision in death,' she remembered.

Was it…that thing he hit her with?It made sense. When she tried to leave it felt the same as when he first hit her. The realization hit, her heart sinking far into her stomach.

"No…" she managed out.

She was blown off her hooves when a massive tentacle slammed down in front of her, causing the other half of the building to collapse. Her eyes shot up, seeing another one coming down right on top of her. Flexing her wings, despite the pain that coursed through her, she shot out of the way of the hit. She watched as the rest of building fell into the water, only adding to the piles of rubble down below. She winced with every flap of her wings.It was a struggle to stay airborne, and she had to fight off the urge to resort to tears.

She had nearly no time to compose herself before more appendages started shooting at her, all of them sharpened to points. She grunted as she moved through them, trying not to focus on the pain. She had no idea what she was supposed to do now. If it was true that she couldn't make it home, her only option was to take down Chaos. Only…she had no clue on how to do that. In her state, she was having trouble just moving around. She wasn't able to dodge like she used to, so the tentacles came much closer than they usually would have. She just…she didn't know. And for the first time in a long while, she was truly scared.

She tried to put some distance between her and Chaos, hoping to stay out of reach of his attacks. It looked to have been working. As the tentacles reached further out the less consistency they had, some of them even falling apart before they reached her. She smiled confidently.At least she had the distance game going for her, as long as she stayed high enough that is. It would at least give her time to think of a plan.

Chaos seemed to have gotten the idea that he was unable to strike her from this distance and gave up, although he was still dead focused on her above all else, so she had no idea what he would do in the mean—

His back lurched, and the spikes on his back began to glow an eerie green. She sat in confusion at first, until he released that energy, several bolts shooting out of them. They were spear-like, and they were fast. The crackling of electricity rung in her ears as they converged on her.

‘Just great. That's what I need right now,' she swore.

She moved to the side, hoping that she wouldn't have to run any more than she had to. The pain in her wings was beginning to reach to her spine. The burning sensation was like a fire, but it was cold and unforgiving. This only made it worse when she saw that the bolts were changing their course. Of course, they could track her. Like she needed any more distress.

Begrudgingly, she soared away, fighting through the pain as the bolts followed her. They were quick.In fact, they were slightly faster than her, if only just. She flew down to the buildings, hoping to give them a harder time tracking her. She had to duck in and out of a few of them, but slowly the bolts were colliding with the broken ruins and exploding gloriously.
Some were still on her still on her tail, however.

Adding to her frustration was the tentacles reaching out for her again, lashing around the corners of the streets in eagerness to drag her the depths.

"Dang it!" she shouted. "Just give me break!"

With a strained face, she pushed herself over the first strike and twirled underneath the second. She heard an explosion behind her. One of the bolts must've hit the arms in the pincer. Only one blast though.If she was right, there were still at least three bolts left following her.It would be a pain, but if there was anything she learned during her fight with Silver weeks ago, it was that there were just some things you had to power through.

She led them around many city blocks. There were many near misses as they caught up with her. She spun into a maze of rubble, letting one hit the debris. She bucked herself off another piece. The momentum allowed her to shoot straight up and avoid the remaining two. That didn't stop them from circling back, however. She grunted, but she had a plan for this, it just wasn't going to be preferable. She built up some energy in her rear hooves. The concentration of power caused them to glow a hot red color, and it felt like it too. As the bolts approached she intercepted them with a buck. The energy absorbed the impacts, the two clashing in a flurry of colors as she pushed back against them. It was almost blinding, several light particles zipping past her eyes.

It was a struggle, the obvious pain in her hooves forcing her to her breaking point. This had to be perfect.As the two bolts pushed once more, she spread her hooves and forced them around her. Their force carried them around as the pulsing heat passed her face. She could finally release the stores of energy, breathing out with a content sigh. She couldn't forget about those projectiles though, so she looked back at them seeing them trying to spin back around. To her great fortune, however, they turned in on each other, causing them to collide and explode, the green mist fading into the wind.

Rainbow sighed in relief. Just one more problem solved. "Good job Rainbow Dash," she congratulated herself, punctuating it with a lighthearted high hoof to herself.

It may have been a small victory, but she relished it while she could. She couldn't let the whole day be nothing but sulking, no matter how easy it may have been to give into those desires. In her mind, this was her first real victory against something of Chaos's doing. That did take a hit of her pride, but then again, it made sense given his size and power.
Rainbow couldn't even bring herself to face down fully-grown dragons anymore, not since that first time. She grimaced at the memory. Not something she'd want to repeat anytime soon.

Bringing herself back to the present, she spotted Chaos shortly after. He wasn't making any approaches just yet, but she wasn't ruling out the possibility of another volley of those things. With a struggle, she readied herself to take on another wave, hoping this one was at least as simple to dodge as last time. Then again, he didn't look like he was charging that up, his spikes retaining their normal coloration.Instead, it looked like his mouth was—

A massive blast of energy burst forth from his maw, the light blue beam shooting across the city like a star in the night's sky.Her mind nearly went into shock at the sight, and she threw herself to the side. The beam missed her, but it's shockwave hit her full force. She was taken back by how powerful it was and she lucky that she didn't get sent careening into a building. Even the water down below was being affected, the waves rising and falling like they were in the middle of a storm.

The beam struck a distant skyscraper, and the whole area lit up. Rainbow, as well as many other spectators, had to shield their eyes to the explosion and the heat from the light was felt clearly on their skin. When the fires finally died down, Rainbow could now see what had taken place, and her wings nearly stopped functioning at the first thing she saw. It was the building that got hit. It was a tall structure, or at least it used to be. The entire top half of it was just…gone. The lower portion had a crescent shape to it, caused by the shape of the laser. The rest of it was nowhere to be seen like it had just been disintegrated into nothing but dust.

Rainbow almost choked. Her eyes shrunk, her heart beating a million miles a minute. A lingering dread hung heavy in the air. This was the true power of Chaos, she realized. This was how he got his name ‘Destroyer.' If everything else she had seen hadn't gotten to her, this was what sent her over the edge. She was so distracted by the display that she didn't notice the presence coming up behind her. By the time she heard the flowing of water, it was too late. She felt her whole body become engulfed in the liquid, her air getting cut off rather abruptly. She did what she could to try and swim, flailing her hooves in sporadic fashion. However, while she could move her body around, she couldn't move in any direction, like the water was acting in the form of a prison. She soon, however, noticed that she was trapped inside one of Chaos's arms, and it was pulling her somewhere.

As quickly as it happened, it stopped moving. Rainbow tried to remain as calm as she could, as she only had a limited amount of air and she knew she had to save as much of it as possible. Panicking right now wouldn't help that. She looked through the clear waters, and her eyes were met with that of a massive reptilian eye—Chaos's eye. It narrowed in on her and Rainbow couldn't help but shrink back at his intimidating presence, and Chaos seemed to see the hesitation in her body language.

Rainbow wondered what he was going to do. Whatever it was, he just hoped that he wasn't the kind of monster that ate his victims. And if he was…well, she just wished it didn't come to that.

Rainbow felt the tentacle shift and from what she could see he was rearing it back, far behind where he sat. Suddenly, her stomach lurched, the contents inside flattening against the sides. The arm was moving and fast. Without any warning Rainbow had slipped out of the waters, Chaos throwing her at insane speeds. She couldn't even open her eyes she was going so fast. The air around her formed into a cone whenever she was about to begin a Sonic Rainboom, only this time, that was not what was going on. She felt her body skip off the water, the cold sea stinging her back and hooves before she did it again, and again, and again.

She finally came to a stop when her back impacted with a stone wall, causing her to yell out in pain. She swore she heard cracks, not sure if it was from the wall or her bones. She fell, thankfully landing on a piece of rubble that was still above the waves. Her body ached and creaked as she struggled to lift herself up, her forehooves feeling like jello. Her mane hung low in front of her face, covering one of her eyes. She supposed she should be thankful that he didn't just let her suffocate, but considering everything…

She heard an audible ‘eep' next to her. Her mind instantly thought of Fluttershy by the sounds, but that shouldn't be right.
She looked to its source to find a pair of drenched and distraught humans. One was an older woman with long auburn hair reaching past her should and had a lavender colored dress. She was on her knees and breathing heavily, implying she just made it out of the water. The other one, a little girl, was clutching the older one's dress while remaining behind her. She had similar hair and a dress that was perfect for her size. She too looked to have gotten soaked at some point, but not nearly as bad as who she could only assume was her mother.

The two looked at her with cautious eyes, the little girl seeking to hide when her eyes met Rainbow's. They obviously didn't know what to make of her, and they were apparently still trying to cope with all that just transpired over the last hour or two. Rainbow wanted to say something to them, but she both didn't know what to say and possibly didn't even have the energy for it.

Their stares were broken as Chaos roared again, the sounds reverberating across the city. Rainbow looked at the massive beast. His maw was channeling a blue light, the energy seeping through his teeth as his belly swelled. No. Not again. She didn't need to be a genius to know what that was. But…

She looked at the parent and her girl, and their terrified faces said it all. They knew what was coming too.

Through sheer willpower at this point, Rainbow shakily stood up, her breath ragged in huffed bursts. "You two…" she struggled, getting the attention of the two humans, "get behind me…"

The woman looked at her in worry. Her mind looked to be split, not that Rainbow could blame her. She wouldn't have any clue what to think if she were in their position. There was no time to falter though. Chaos had stopped taking in energy.

And all at once, the energy was released, the devastating beam exiting his mouth.

"What are you waiting for?!" Rainbow shouted at the top of her lungs. "Hurry!"

Without much choice, the woman threw herself and the girl behind Rainbow. She clutched her child tight, the little girl screaming as she hugged her mother's waist. In truth, Rainbow had no idea if this would even work and she shuttered to think what would happen if she failed. Not just to her, but the two she was supposed to be protecting. No. On Celestia's sun, she wouldn't fail. Not here.Not never.

The beam was already upon them, and Rainbow could practically feel the tension lingering in the air behind her. Mustering what strength she could, the red lightning bolt flashed on her chest as her whole body glowed. It was like a second skin over her fur, but it wasn't enough.She needed this one to be big.

Rainbow watched as the beam struck, the ruins under her hooves threatening to topple over and the blinding light of energy that shut her off from the rest of the world. The beam hit, but she got it off just in time. Her red shield had expanded and was parting the beam down the middle. The blue fires reminded her of cold waters rushing past glass.

However, Rainbow had felt like she just got hit in the gut right when it struck. Never had she felt such pain in her life. The energy she was giving off made her feel constricted, tiny arms that were trying to pull her legs out of their sockets. An enormous weight was bearing down on her shoulders and even keeping her head up was a challenge. The beam had yet to stop, and the intensity of the heat had only grown, so much that it leaked through her barrier. The ruins to her side were nearly disintegrated, piece by piece falling victim to the destroyer.

Rainbow wanted to yell out; she wanted to call for somepony, anypony at this point. She just wanted this to end. Her shield shrunk down a size, the pain threatening to tear her body to ribbons at this point. She heard the little girl screech in terror. The platform they were on got that much smaller, in fact, they were all a hair's breath away from being grazed by the death beam.

"N—No!" Rainbow shouted in defiance.

She didn't care at this point. She just let a fountain of pain-stricken tears flow down her cheeks, her eyes staring straight into the inferno as she grew out the shield. The shield buckled and shifted at the force it was against, but it didn't matter anymore. Rainbow felt like she was going to pass out, maybe even worse, if this kept up. But…she wouldn't let that stop her. She'd just keep it up, even then. As long as she did something. She would not go out silently.

Even so, Rainbow felt her end coming, and her strength was at its end. She felt her body about to let go, but then it happened. After what felt like an eternity the light stopped. The beam was gone, and the air around them had finally settled. That was it then. Rainbow had just let all her energy fade. The shield broke apart like glass and her skin-like light vanished. Soon after, she collapsed. She hit her head as she fell to the concrete, but it hardly even registered. Everything felt numb. She tried to move her hoof, but she couldn't even tell if her brain was picking up the motions, nor did she have so much the strength to turn her head to look. It was like she was the living dead. She didn't even know if she was breathing.

Her eyes grew weary, and she felt the sudden urge to take a long-awaited nap. She deserved it, right? She did her part?Yeah. That sounded nice. Her eyes began to fall, the world becoming just slits in the dark.

"T—thank you…"

Rainbow's mind was slightly brought back to the words. It was the most difficult thing she had done, but she managed to point her eyes to the humans, the woman kneeling over her as the girl stood behind her. Worry was evident in their eyes, and she could make out the looks of guilt on their darkened faces.

"…It was…nothing…" Rainbow managed out.

Another roar overshadowed her mind. Right…Chaos was still up and about. She turned her eyes to the beast and…

…no…

He was charging up another one. How…how could he possibly have so much power that he can do that so many times in a row?! Rainbow tried to move, but her body just wouldn't respond, not correctly in any case. "Urrrgghh!You two…" Rainbow coughed. "You need to get out of here. You…need to get…someplace else…"

The woman looked almost shocked at her request. "What?! But what about—"

"Just--*cough*--get somewhere safe. I can hold this guy off…just…don't waste this…"

She looked conflicted, and Rainbow knew why. They both knew that she had nothing left and that the best thing she could hope to be was bait. Even so, Rainbow wasn't about to see them go out like this.

"Please…" she flat out begged. "You guys can make it…just go…"

Chaos had finished charging, and with hesitance, the woman nodded and pulled her child to the water's edge. She got in the murky sea and with her kid on her back she swam. Rainbow knew that her kid came first, and she could never blame somepony for that. Only…she didn't even know if they would make it in time. Chaos's maw was wide open, and any second the blast would come. No. They wouldn't make it in time…

Rainbow tried to force any kind of movement out of her body, maybe even just to expel the least bit of energy she had left, even she had to do it lying down. The beam was set loose, and everything in its wake was being either tossed aside or blasted to pieces. Rainbow watched as the waters parted to its force, her doom waiting for what seemed like a year for it to reach her. She tried reaching for more energy, but it was for naught. Nothing came, and nothing formed.

Was this it?After all that that, this was how it was going to end? She couldn't even protect one small family, let alone an entire world. She just closed her eyes. She wasn't one to give up, but this was something else. There was nothing left for her to give. She just…cried…

"Please…just somepony help me…"

The heat hit her first… then the beam struck…

…

The ground beneath her shook, and fire all but encompassed her body. But…she wasn't dead…

Her eyes shot open, the bright blue light all she could see. Only, it was going around her. At first, she thought her powers had come up again. That wasn't the case, however, as she was looking at the blue fire parting around a pure white bubble.
A figure stood before her as if it was throwing itself in her stead, and she could only look on in awe at the display.

Before long, the beam ceased again. Thunder ring out as it all passed away and the bubble collapsed. At first, she thought her eyes were deceiving her, but what she saw was as plain as day. The figure she saw was Sonic. His feet were planted apart from one another, and his arms were outstretched while his fists were balled up tight. But…how did he…?

Sonic's whole body shook, the apparent shivers of pain and anguish tormenting his body.Rainbow could see small droplets of liquid falling in the space between his legs, and they were falling from his face.

"You…" Sonic stated shakily, his head raising to glare right at Chaos and his smirk widening despite the tears, "I'm not letting you hurt anyone else…you monster…"

"Sonic…" Rainbow nearly gasped.

Chaos just roared in anger, the screech even moving the waters beneath them. His aura reached to the clouds, emphasized by the strike of lighting all around him. In a blind furry, he lashed out with his tentacles. Rainbow couldn't even count how many he was throwing at them. They took up the whole street.

She tried to move again but was surprised to feel a pair of arms wrapping themselves around her. Sonic had down a complete one-eighty and tried scooping her up. The action shocked her, but unfortunately, he nearly fell just trying to pick her up. Tears and not her own touched her fur. The arms hit their platform long before they could begin moving away. The two speedsters were thrown up into the air as the rubble beneath them exploded. Rainbow was swatted higher by a flailing tentacle and Sonic wasn't fairing any better. Their bodies just kept getting thrashed around like ragdolls.

Chaos must've gotten bored with them quick, as he slammed Sonic down into the water with one arm while another one slammed into Rainbow. She was submerged under the waves now, absolute torment plaguing her body. No part of her body went unscathed, and she wouldn't be surprised if something was broken. She could see the light breaching the surface of the water, but nothing else. Everything was just a bunch of distorted shapes caused by the wild movements of the waves. Even while they were already underwater, she could still see Chaos rampaging above, the light of explosions popping in as they shook the waters.

As they sunk deeper into the dark abyss, she looked to Sonic. To her horror, he was unconscious again, bubbles of air leaking out of his mouth while a dimmed Chaos Emerald fell from his hand.

‘Darn it…' she swore, her own breath leaving her in the shape of bubbles.

She wanted desperately to move, but no matter how hard she tried it was just hopeless. The only feeling she got was a cold embrace of the sea. How did it even come to this? Where did she go wrong? Was it wrong to want to help this world as Zayn said? Zayn. That dark hedgehog. Just what did he want anyway? What was he hoping to accomplish by doing all this; letting all this destruction take place?

As she and Sonic only sunk further down her mind wondered to that of her friends. She could only imagine what how they were reacting right now, watching her in this position, and she just wished that for once they would look away. She didn't want this to be the final thing they remembered her by. How…how would they go on as Elements of Harmony without her.
No, how would they go on as friends, as a family, without her being there?

‘Twilight. Applejack. Rarity. Pinkie. Fluttershy…Silver. Blaze. I'm sorry, but I don't think I'll be coming home this time.'

Even underwater she could feel the sting of tears.As another explosion reverberated through the water, so did her gasp for air.She was at her limit.

‘Mom, I'm sorry I couldn't be there to see dad home. I hope…I really hope you two can forgive me…'

As one more bubble escaped her mouth, she let her eyes slowly drift closed. The world around her became alien. Finally, her body went limp, accepting her cold and forgotten fate.

…

"Sonic!"

Reality suddenly worked its way back into a Rainbow's mind as her eyes were open again. The explosions have stopped, but a different boom was heard now.

"Sonic!"

No. They were explosions no longer. They were…chants. Many voices all yelling out in one.

"Sonic!"

The name registered with her, but she couldn't believe them. Were they calling for…Sonic?

She had to force herself to look at the hedgehog, his peaceful face still unresponsive. Why…why were they still chanting his name?

"Sonic!"

They didn't have that much faith in him, did they? How? After all that had happened. Was he…was he really that important to them?

"Sonic!"

‘I'm Sonic.Sonic the Hedgehog!'

But…he was just some annoying punk, wasn't he? Her only experiences with him have been just that. But, what makes him different in their eyes?

"Sonic!"

‘Although, I don't know how far I'd go if it weren't for Sonic pushing me all the time.'

But…what he just did mere moments ago…he threw himself in the way of that blast…to save her. She had done nothing but degrade him, treated him like she knew he deserved. But even then, he was still willing to put his life on the line for her.

"Sonic!"

Had she really just treated him unfairly? Had she just been so caught up in her own ego that she just flat out refused to acknowledge him? To her, he was just a nascence, somepony that she couldn't even stand to be around. She borderline hated him and everything he said to her. But…to all those people, and what he just did for her…was he…

"SONIC!"

…a hero…like she was led to believe?

‘…Sonic…' she tried to say as she slipped back into darkness.

High above the city on one of the tallest buildings around, Zayn was watching all that transpired with quiet enjoyment. His knee was propped up on a loose piece of rubble that had lodged itself in the roof. He chuckled at the sounds of cheering echoing in the distance. In all honesty, he was surprised by the number of people that were joining in on the chants.

"Heh," he laughed ."'Sonic, Sonic.' Bah. Scream his name all you want. It changes nothing in the end."

He sighed in discontent. "How hopeless is it to grasp at strings that only break moments later. Well, not that it'll matter.
With those two out of the way, all that remains now is to wait for all this to blow over. Besides, I'm sure Chaos appreciates the power that's been graciously given to him. He can rampage all he wants I guess. As long as there's still something left afterward."

Taking a stand from the rubble, he walked over to a statue that looked over the expanse of Station Square, like a guardian angel that would let no harm come to its citizens; well, at least it was meant to look like that. If one were to ask him, he'd just say it was just another reminder of a lost world if today was anything to go by.

A laid down next to it and rested his head against the cold stone. Not the most comfortable seat in the world, but what could you do? In a city on the verge of becoming ocean front property, anything was preferable.As long as another annoying pegasus brat didn't come flying in.

He felt the urge to continue watching Chaos have his way with the rest of the city, but at the same time he couldn't help but let his heavy eyelids drape over his eyes. Maybe another nap wouldn't hurt.If only the excessive cheering in the background would stop.

No. Too much trouble. If anything, Chaos may take care of that for him. His eyes were closed, and he let his head droop.
Yeah, this was the right choice. Already the noises were beginning to quiet down. Soon, they would just fade into the wind, right into a tranquil peace.

Then, they stopped altogether.

…

Zayn's eyes shot open, a feeling similar to that of an electric shock nipping at the back of his head. He stood up, eyeing the distance spot that this new feeling was drawing his attention to. Chaos must also have felt the disturbance as he had stopped his vengeful strikes entirely and looked to the same spot.

Zayn felt a cold sweat on his brow, a feeling of agitation that was rare to bring out in him. This feeling…it was coming from where Sonic and that girl had fallen.It wasn't just a passing feeling either. There was something under the waves that compelled the entire area into silence. A golden glow, one that only grew brighter and brighter.

"No…" he swore. "No way."

His fears finally were realized. With unyielding furry, the glow had surfaced. It was an explosion of light that illuminated the entire city. Dancing arms of expansive golden flames reached over the buildings, thunderous bellowing reaching the ears of all within sight.

Zayn felt his fist tighten, an almost involuntary response. His eyes narrowed, and his breathing became ragged. It was rare that he let his emotions come up like this. But this beacon, these twirling flames of pure light, it only reminded him…of that day…

He felt a crunch in his fist, an audible crack reaching his ears. He looked at his hand, and it surprised him. He was angry, but even he was surprised by how much he had tightened his fist. His glove had a glaring crack in it, a slight sting to the air that kissed it. Great, now look what he had done.

He tore his eyes away from his hand and took one last peek at the light. He huffed, but only turned away as he raised his hand. A dark, black and blood red opening appeared before him.

"Well played girly," he said in mock admiration. "Well played."

He took a step into the portal, and it closed behind him, leaving no trace of his presence.

Rainbow coughed profoundly. Her lungs felt heavy, the weight of water swishing around in them. She felt that water leave her system with every cough. Finally, she could breathe again. It felt like a kiss from an angel to have this feeling again.
Never again. Never again would she take the ability to breathe for granted.

"I'm…*huff*…I'm alive…" she breathed.

Water dripped profusely from her mane, and her wings were like sponges. Above all the annoyances, however, one lingering thought plagued her. Why was she on dry land? Well, not land per say, but even a flat piece of uplifted concrete was heaven compared to the dark far below. Furthermore, what happened to Sonic.

Rainbow's eyes wondered to her hoof and saw something peculiar. There was a prominent glow shining off her wet fur. In fact, now that she looked around, the brightness was shining off everything around her. She finally found the energy to lift her head. She was mesmerized. Golden flames licked everything surrounding her. Heat flowed in from all around her, but it wasn't hot. It felt warm and comforting beyond all else. Its waves soothed even her aching muscles.

Then she looked at its source, her magenta eyes beaming with the same eyes that she had as a filly. There was a figure at the center of it all, where all the flames congregated and bloomed. The character itself was golden, tiny stars twinkling in and out around it. Then she looked closer.It was another hedgehog, and he was floating above the waters, all which were rippling at the gentle pulses he gave off.

The hedgehog's quills were standing straight up, waving in the bathing waves of energy he produced. His stance was that of confidence, his feet placed together, and his fists were resting at his side as he looked on.

"Wh—who are you?" she questioned, not even sure how to approach this new contender. Was he a friend? Was he an enemy? She didn't know.

It caught his attention.He only looked over his shoulder at her. Rainbow stared deep into his ruby red eyes. They didn't just look powerful; they near commanded respect. There was a prideful sense to them, one that she dared not to challenge.
But then, he did something that he did not expect. He smirked.

That toothy grin… "Sonic?"

Chaos interrupted them with a guttural roar. Sonic looked back to the serpent, his posture never changing.

"Hey, Chaos," he calmly said.

Both Rainbow and even Chaos were silent at this point. She couldn't tell what changed, or when it happened, but the very way he spoke even came with a transformation. He sounded the same, only without the snarky or cocky tone. It was just pure stern speech.

"You've given me a run for my money lately," he said with a smile. "No kidding. I'll be the first to admit that I couldn't take you on my own, maybe even ever back then."

"But you made a mistake in all that time you spent thrashing me around. I take you putting me in my place. I'm fine with you breaking me down to nothing."

I'm okay with you taking away all the Chaos Emeralds before, and I'll go as far even to say that I don't mind you flooding half the world right from under me."

Rainbow perked up, a weaving sense of déjà vu coming over her, one that seemed to reach out to her.

"But…when you start hurting innocent people…or…you go after one of my friends…"

Her eyes widened…

"That's…that's where you've crossed the line!"

Before she even knew it, he was gone, a sonic boom left in his wake.

Chapter 19: Super Sonic

Chapter 19: Super Sonic

The burst of speed, the gust of warm wind, and the splashing of brisk waters. These were all feelings that brushed her skin and were the last things before Sonic had rushed off. She didn't know when it had happened. In a single second, Sonic was no longer sitting in front of her, his warm flames no longer radiating their soothing glow on her body. Now, he was directly behind Chaos.

The monster himself didn't even seem to catch on in time. Even as he began trying to turn his massive body to face him, Sonic was already turning back. Just as Chaos reached the halfway point, his head was suddenly and violently hit in the other direction. Sonic had slammed his feet into the side of Chaos, the creature's jaw practically coming out of place. Rainbow was astonished at what just transpired. Here was the monster that was on the verge of crushing them into nothing but dust, the entire city at his mercy. Yet there was Sonic, striking him with so much force that Chaos crashed back into one of the buildings, his roars of pain evident as he tried to put his jaw back into place forcefully.

Rainbow was in utter shock. She couldn't even follow what just happened. Sonic had moved too fast. What happened during the time she was unconscious?! Where did he get all that power he suddenly had?! Just from the warm feelings in her chest…no, the burning sensation now, she could only guess something to do with chaos energy or something. But…when did he ever get that much so quick?! His whole body visibly changed from it. As he now floated there in front of a recovering Chaos, she couldn't help but be near mesmerized by the golden shimmer of his fur. It really was chaos, but in its purest form.

"Sonic…who, no…what are you?" she questioned breathlessly.

By now, Chaos had propped himself back up, unleashing a mighty and terror-inducing roar in Sonic's face. Even so, Sonic didn't even budge, staring down the beast head-on.

He then gave him a cocky smirk. "Hey, you've been breaking things all day. I'm just putting you on the receiving end."

Chaos took a quick swipe at the hedgehog. Sonic only tilted his body slightly as to avoid it.

"Huh, did I touch a nerve Big Drip?"

Chaos just unleashed a flurry of tentacles upon Sonic, the liquid appendages coming from every angle possible. From Rainbow's position, it looked as if they all had collided with him at once, leaving him no room to evade. Worry overtook her, but it had been vanquished at the sight of one of the arms exploding outward. Chaos was also taken back but shrieked in agony when an impact dent formed on his watery underbelly. Just when he thought it was over, his body was rapidity barraged with strikes, all of them leaving some visible damage. They came so fast that not even a blur was seen.

Once they were over, Chaos just slouched over, his body visibly creaking in pain. The wounds were slowly healing up, but the damage was still felt internally throughout.

"What?" Sonic taunted. "You not liking the taste of your own medicine big guy?"

Chaos's eyes scanned for the golden hedgehog, and they found him standing atop a crumbling statue not far from him, holding his ever-confident posture. Anger, hate, and abhorrence were fed into Chaos's very being. A low growl radiated within, and his eyes stared at Sonic with blood red rage clouding them.

"Cause that's nothing compared to the pain you've caused to everyone in Station Square. You came to the wrong hedgehog if you wanted an easy go-between."

The words must've left Chaos's ears the second they entered, as Chaos just charged up a volley of bolts on his back before firing them at Sonic. They soared towards him, but they were anything but fast. Before they could impact, Sonic jumped away in a blur, the statue being blasted away into dust. Chaos just kept firing, each volley attempting to track the fleeing hedgehog. As each approached, however, Sonic only continued to dance around them, some missing by a mile and others leaving as near misses. Even then, Sonic only looked on in a lazy but enthusiastic manner.

As the last one came in, Sonic flipped upside down and kicked the bolt away. In sailed right back to Chaos, hitting him square in the head. Chaos reared back but did what he could to keep up the assault. With a legion of arms at his side, each of his tendrils lashed out, arcing upward before coming down to where Sonic was. Sonic quickly noticed the change in tactics and flew backward, the first couple of tentacles splashing into the water in front of him.

The rest came in, and Sonic's eyes darted quickly between each one. To others, the fight was going at speeds that no person could reasonably track with the naked eye. But for Sonic, that was a different story. He couldn't explain it, but whenever he took this form everything just seemed to slow down. Not in a literal sense, but just how he saw things, how they seemed to telegraph their movements with clear intent.

It definitely made dodging these attacks much easier. Even when Chaos started mixing the tentacle strikes with those bolts. Sonic just let the movements come to him, sometimes without even a thought in between each action. As two bolts tried to flank him from both sides, he just turned his whole body one its side, flattening it as he slid between the two attacks. Once they passed, he flew up to avoid another tendril.

"Heh, too easy," he taunted.

Sonic got a clear view of Chaos from here, and he could see more and more bolts coming his way. Fine with him. It's not like Chaos had a chance of hitting him with those things anyw—

The bolts were vaporized when a familiar large blue beam engulfed them. Sonic had only a split second himself to dodge before it hit him too. The beam sailed past him, the forceful wind blowing past his quills as the beam shot into the sky, parting a patch of clouds above. Looking back, he watched as the beam dissipated, Chaos's maw losing its light.

That wasn't good. His body was much stronger in this form, but nothing good could come of those blasts hitting him directly.

'Huh, he was trying to get me at a distance. You'd think he was desperate or something,' Sonic thought.

Sonic watched as Chaos's aura suddenly flared up. It's been on his mind for some time now. Whatever that dark energy was, he felt that it wasn't Chaos's. It just felt too cold, even for him. Chaos roared in bloody rage to the skies, the aura exploding outward as it overcame many of the buildings in its way. It grew to the height of the clouds, lightning even beginning to form from the storm above.

Sonic had to fall back, lest he would be taken by it too. He surprised when the energy extended out farther than he thought. The flame-like darkness threatened to drag him in as the buildings around them crumbled under its weight.

"Ok, that's too far!" Sonic shouted.

Clenching his fists, he gave out a hearty yell as he reached out to his own energy. His golden light collided with the dark aura, both now fighting for dominance. It was an intense struggle. Even without pushing against it directly, Sonic could feel the overwhelming force behind it. Both his aura and the other flattened against one another, the whole city shaking under all the pressure.

Rainbow herself just looked on, frozen with shock and awe. What she was witnessing right now…she couldn't even describe it all. It was almost blinding to look at Sonic's aura clash with the opposing dark force. She still couldn't even believe what she was seeing. These two, they were in a completely different league compared to everything else she's seen. They weren't just forces to be reckoned with; they were titans in their own rights. It was humbling, but at that same time completely terrifying to be in their presence. Her hooves were shaking, but not from the quakes from the clash, but her own trembles. Part of it felt like fear. But another part of it felt like…excitement?

With another shockwave passing over her, both auras suddenly vanished. The two seemed to have had enough and were now in a heated face-off. Sonic was but a glow in the distance while Chaos took up most of the view, his purple energy covering him like a cloak. With all that had happened today, this was the quietest this place had ever been. It was eerie, only the wind to break it up. Tensions ran high, and Rainbow could almost feel it consuming the entire city. All eyes were on this confrontation. She couldn't help but gulp in anticipation. This could get ugly quick.

Chaos seemed to have had enough of the silence. With another roar he launched more bolts at Sonic, the green streaks homing in on him instantly. Sonic didn't even move away from these. He just held his ground. He extended out his hands and began firing his own blasts of energy, these a pure gold color like him. The two attacks met in the middle, several flashes of light exploding from the collisions.

Sonic was about to fly through the smoke, hoping to catch Chaos off guard. However, the air suddenly felt heavy to him, and his sixth sense was going off like an alarm. Quickly dodging to the side, he narrowly avoided another large beam blasting through the smoke. Even after he dodged the attack, Sonic was kept on his toes as tentacle after tentacle came after him. Some he dodged, some he struck back with powerful punches and kicks. When several came at once, he flipped over two while leaning back under another one. When the last one passed, he kicked upward, striking it and breaking it apart instantly.

He swore as he saw Chaos charging up another beam. "Shoot!"

As the beam fired he dashed to the side, a golden stream following right behind him. The beam struck a building, the whole thing being vaporized to nothing, but it didn't stop there. Following Sonic's movements, Chaos dragged the beam in his direction. Sonic picked up the pace when he saw the ray of death fast approaching him. Orange lights from the explosions and fires reached over the skyline of the city. Sonic began flying backward as he tried to get a good look at the destruction following close behind him. While he couldn't see anyone around, that didn't mean there weren't any people hiding in some of the buildings.

"If this keeps up there won't be a city left to save," he stated. He watched the blue, flowing energy, seeing its pure destructive capabilities first-hand. It wouldn't be easy, but he didn't have much of a choice. He turned back, closing his eyes shortly after.

Part of him wanted to keep them open as to not crash into anything, but he'd have to leave it to his other senses and chance. Right now, he needed to dig deep into himself, to bring out as much power as he could stand. On the outside of his body, his golden aura was now but an inner layer of energy, coated on the outside by a pure white one. A tingling sensation jolted through his limbs, his heart pumping faster than he had ever felt before. It burned with a heated passion, and he was just one to let it all loose.

Opening his eyes, he let the energy take him. The world seemed to warp to him as his speed picked up tremendously. He sped away, the beam no longer able to keep up with him. Chaos was shocked by the sudden change in speed. Before he even knew it, Sonic shot off, leaving a single golden streak in his wake, leaving the city before anyone even knew it. Chaos stopped his attack. There was no use in wasting the energy if there was no one to use it on, and Sonic was well out of his reach right now. At this point, it looked as if half the city was either cleared out or on fire, many buildings now missing from where they once were.

Chaos kept a keen eye on the now vanishing streak, expecting Sonic to rush right back into the fray. Rainbow too waited anxiously for his return. But her mind still wandered away from the fight itself. It was all still on her hedgehog companion. That power. That agility. That…speed. It was unfathomable. All this time she had sought to outmatch this guy, to show him that she was the one who would claim fastest alive. But…how could she compete with this? Sonic was in a completely different realm of possibilities with what he was now. Just…was there any limit to what he could achieve?

About a minute had now passed, and Sonic still had not returned. Chaos seemed to be getting restless, and she could relate. Just where did he go? She knew the guy and no matter her opinion on him, she knew he wouldn't up and leave everypony like this. Yet, he was nowhere to be seen. There wasn't a golden speck of him in sight at all.

While she didn't think she could believe such a thing, she was starting to worry. He had to be planning something, right? Chaos let out a roar, and she could almost hear the frustration in its echoing presence. If he ended up losing interest, it would only be a matter of time before his focus shifted to everypony else, including her.

If she could move her wings, she would've gotten out of here sooner, but with them completely devoid of strength and with water surrounding her, she didn't have many options of escape. That, and the fact that she still couldn't get home, which in truth terrified her to no end. What was she supposed to even do about that?! But…there was something that she just couldn't place, something that felt different to her inwardly. Just what was—

A golden streak shot over her from behind.

Her brain had yet to register the sight, her eyes glazed over with disbelief. The streak slammed into an unaware Chaos, digging itself right into his back. The gargantuan serpent arched his back, screaming out in torment as he began getting pushed.

Then came the aftereffects.

Rainbow was almost taken off her hooves when the sonic boom hit. The waters now raged, pebbles and sharp wind striking her fur vigorously. She held onto her platform for dear life, so much that she was gritting her teeth to the point of cracking.

Meanwhile, Chaos was being pushed into a standing skyscraper, Sonic forcibly jamming both of his fists into his scaly hide as his white and gold aura erupted like a volcano, exploding outwards from Chaos. Chaos crashed into it, and Sonic took this moment to apply just a little more pressure. In one final push, he shot right through the monster and then the building. Unable to hold any more weight, the structure collapsed, the massive building careening to the waters below, all before ending in a disastrous crash.

Chaos was frozen in shock, a pain it had never felt before shooting throughout his body. There was a gaping hole in his liquid gut, anyone being able to see directly through to the other side. The edges of the water were steaming, the heat very evident to his senses. For the first time in the time he had existed, no being had ever been able to strike him in such a way, let alone touch him. Just…what was this hedgehog and how had he gained the power over chaos in such a way that rivaled, even surpassed his own?! And there was something else in there. Something that wasn't chaos at all. Something that wasn't as clouded, as unrelenting.

Sonic shot right in front of his left eye. He held that same cocky expression he seemed to stick to, only with strong hints of seriousness that sent shivers even down his spine.

"You had enough of me yet, Chaos?" Sonic questioned.

He swiftly kicked Chaos's head. The hit forced it to fly back; an obvious dent left where he hit. He didn't miss a beat. He shifted over to Chaos's other eye, making sure he saw him even as he shrieked from the previous attack.

"You know planets are round, right? You should've really payed attention more."

He punched him this time with the same effects. He struck him several more times, nothing but shockwaves being visible to the naked eye. Chaos tried to retaliate with his tentacles, but they just broke apart whenever they got close, Sonic making sure they couldn't stop him from finishing the job.

Chaos's body was now littered with damage. Craters, broken scales, leaking water, and of course the very evident hole. He was shaking now. His roars were only gasps now, unable to find the time or energy to produce them. Sonic finally reappeared, no right above Chaos's head and looking at the glowing orb that was his brain. The veins on it were now pulsating at a rapid pace, seeming to work endlessly to force more energy for him.

"This is where it ends Chaos!" Sonic yelled, rearing back his fist.

If he could just sever whatever this thing was from Chaos, hopefully, that would take away some of his power. At least enough to keep him from healing his body.

Sonic threw his punch, but he was quickly met with something other than his target. Chaos threw his head up, Sonic now staring into his gaping maw, the familiar blue energy built up inside. He was shocked that Chaos could still move at all and tried to course correct. Unfortunately, he was so close that he had no time to change his direction. The energy was released, this time taking on the form of a much larger bolt of fire than all the others.

"Sonic!" Rainbow yelled, seeing the bolt sail straight up into the sky. It looked like shooting star, going so high as to create a massive break in the storm clouds. Rainbow watched as the attack carried a small gold dot into the now clear night sky, both of them getting smaller and smaller the farther they went.

Sonic himself was shocked at how far this thing was carrying him. He was currently pushing back against it with both hands flattened against it. Even in his super form, he could feel the intense heat eating its way through his gloves. He was well above the clouds now, and the air kept getting thinner and thinner as he only got higher. Even now he could see that he was slowly beginning to reach the boundaries of the atmosphere.

No. This needed to end right here, right now. He powered up, releasing more of his gold and white energy. He pulled one hand off the bolt, his single arm now struggling to keep himself from taking the brunt of the attack.

"Man, I hope this works!"

Balling his other hand into a fist, it began glowing brightly with chaotic energy.

'Fight fire with fire as the saying goes!' he mused, throwing the punch and slamming it into the bolt.

Then came the flash. Sonic pumped as much energy into the strike as he possibly could. He felt the fire engulfing his hand, but as long as he kept this up, it wouldn't matter. A booming echo reverberated in his ears as the bolt began to buckle, its fires contorting and swirling to the breaking point. Eventually, it exploded. Thankfully, Sonic's energy had forced it to blast out in the opposite direction completely. He was able to pull away safely, and he just sat and watched as the mixes of chaos energy flashed into a beautiful display.

With one final flash, both energies dissipated. They each vanished into a multitude of blue and gold particles, each one twinkling like shining stars.

Sonic just breathed out a sigh of relief. "Phew, that was way too close for my liking."

He took some time to compose himself and take in his surroundings, or lack thereof. He looked as if he was at the very edge of the atmosphere. If he weren't in his super form, he would've been drifting out into space by now with no way of stopping. He shuddered at that thought.

He looked back to the Earth, a massive swirling cloud covering one part of it. There was still a hole in the center of it from where he shot through it, much to the courtesy of Chaos. However, he felt distracted, a fading sensation that felt like fatigue. He looked down at his body, a flash of blue fur fading in before returning to its golden hue.

"Shoot," he swore. "Looks like I won't be able to keep this up for much longer. Guess I should've grabbed more rings while I was away."

He looked back at the world. If he couldn't finish this with one more go, it was all over. There wouldn't be any way to regain this form in time if it fell now and Chaos would only go back to thrashing him around. Speaking of the water devil, he could sense powerful energy stemming from the city. Even all the way from up here he could feel its intensity. Chaos. He was charging something, and he could already guess what it was, and it was big.

And Sonic only smiled wide.

"Well, only one way to go from here," he tittered. "Body, don't fail me now. We've got some distance to cross."

He crossed held his arms to his chest in a cross. Reaching deep he powered up, bring out everything he had left. If this didn't end up working, nothing would. His shimmering energy blended completely with the white, making a much softer yellow hue as stars circled him. He began spinning, and spinning, and spinning. He only kept building up his speed, what little air there was visibly vibrating around him, a sharp hum ringing through the empty space. Shooting lights were attracted to him, mixing with his aura as it only grew to exponential size.

"Here we…"

Then, the energy all compressed.

"…GO!"

He was gone.

He had fired himself toward the Earth, spinning so fast that it was as if a saw was circulating, cutting straight through the air with deadly precision. Flames began engulfing him as the atmosphere conformed around him. It was only a matter of seconds before the city was once again visible, the clouds still trying to move back into place. And there it was; the single glowing light that was Chaos. His target singled out for him perfectly.

His ears caught onto the echoing blast down below, the light suddenly becoming much brighter as Chaos let loose the beam.

Then came the collision. Sonic's rapidly spinning body impacted directly with the beam, the force of the two attacks blasting outward. However, it might as well be a knife through butter. Much to Chaos's surprise, the beam did not even slow his descent, and only offered Sonic his greatest opportunity yet. With the speed of light itself, Sonic went straight into Chaos's maw, shooting down into his throat.

Silence took over the city. Even the raging waters and the thunderous echoes of Sonic's fall from orbit. Only sight painted the picture that was displayed. Chaos's body was quickly taken over by a dome of fire, the explosion sinking in on itself before expanding outwards, in a beautiful mix of red and purple flames like a setting sun. The fires reached the heavens, the entirety of the storm being dissolved by the shockwave as it only continued to rise.

Rainbow couldn't bring herself to move her spot, her eyes glued to the painting of different colors. It was pure amazement and a tinge of rare admiration. She could hear Chaos's guttural screams as he had been completely engulfed. What looked to be a convulsing body inside the explosion, to her surprise, began breaking apart. Small pieces of liquid were evaporating inside. This kept up until the massive silhouette had completely vanished.

It…it was over…

She couldn't tear her eyes away from this amazing scene, even as the heat from the blast washed over her. What she saw here, this was what Silver and Blaze were talking about this whole time. Sonic…he really was somepony who cared about others. Despite all the odds, he threw everything he had at Chaos for all the people in this city. And…even for somepony like her.

She stumbled a bit, her vision suddenly becoming excessively blurry.

"Uuugh…what now?" she questioned as she held her hoof to her head.

Looking at the expanding light became harder, her eyes hurting just to watch. But it wasn't from the light. No. This was from—

"No. Not…again…" she slurred, doing her best to stay standing, but her legs only felt like jelly now. Soon, she could resist no longer. She collapsed, doing what she could to prevent her head from hitting too hard, as futile as it was. Soon, there was nothing but white.

Rainbow only looked around in disdain as she once again gazed at the grey clouds of her mind. She was standing again, no pain eating away at her while she was here. In that regard, she supposed she should be grateful, even if she was starting to get sick of this act.

She was still unsure of what her purpose here was. All she knew that it had something to do with that dang Time Stone she picked up. Ever since then it never seemed to leave her alone, even after she went back to Equestria. That and if what she saw with her mom was any indication…she could see into the past. But was that the limit to this? She had visions before back on Little Planet, and those couldn't have involved anypony from Equestria.

Unless all that was the future.

She ruffled her mane in frustration. "Aaaaahhh! Why can't this just make a little more sense?!" She looked into the void as if she was trying to stare down an invisible force. "I don't' know what you want me to see, but I need something more than a vague picture to understand anything you're looking for! So, if you're going to do it just get it over with!"

"Whatever you say Rain."

She froze at the voice she heard behind her, a cold sweat hitting her hard. She turned around a new figure in her presence. It was far off, but that didn't deter the bright white light the figure was giving off. It brightened up the area greatly but so much that she couldn't make out any details of the figure. It was just a white silhouette, the only thing evident about it being that it was bipedal.

She was about to answer it; only for it to start slighting in her direction, it's feet not moving in the slightest. As it got closer, details of its face slowly began forming. She could slowly make out the shape of the eyes and muzzle, indicating he was from Sonic's world. But, what threw her off the most was the way his quills were arranged. They reminded her of—

The light had suddenly vanished, and it was replaced with encroaching darkness, the figure becoming completely clear as it stopped just before her, and her heart stopped.

"Zayn…" she mumbled with contempt.

"A world without pain…" he started.

"Ok, you tell me what a world without pain is supposed to be like to you. You want me to listen; then I'll listen to you, bub," Rainbow questioned, unsure if this was even the real thing or not.

"A world without pain…" he stated again.

Was…was he ignoring her or was he unable to respond?

"…that was my dream…"

"…but it wasn't my dream to make come true," he said with a sadistic smile.

"What are you talking about?" she shot.

For a split second, his dark visage was gone, replaced with a new face, much to her surprise.

No.

It was still Zayn, but at the same time, it wasn't. For that split second, she saw a white hedgehog, completely differing from his normal appearance. His eyes weren't red on black, but a deep blue on a normal white. His sickening smile was replaced with a cold and serious look, like he was judging her. There was no darkness in him at all. Only, a strong sense of purpose.

It didn't last, unfortunately, as was the visage left, so did Zayn. She looked everywhere for the dark hedgehog, not wanting to keep her eyes off him for too long, lest he may try something, vision or not.

"I was a fool to put my trust into that of my friends," she heard from above.

She looked up to see Zayn floating above her, his head tilted to its side in a lazy manner, his smile never fading.

"It only brought more hardship, more heartache…more loss of life."

With every word he spoke, red lights began appearing behind him. They were slowly beginning to form three shapes, all of them bigger than Zayn himself.

"The power that I have now," he laughed, "oh, it doesn't even deserve to be compared. This," he exclaimed, the shapes finished forming.

Rainbow looked on in angst, the newly formed shapes taking on that of a floating face, if you could call it that. The two red lights above looked to be eyes, only there was no background to them at all, and they were just blood red. They were curved outward, a certain sharpness to them that cut deep into her soul. Then there was the mouth. It was just a jagged red line that seemed to resemble teeth in some manner, only if there were no lips and they were shaped like broken glass.

"is the future of this world. A world without you, without Sonic, without any of you repulsive ants. I don't want you to listen. I want you to see. What I see. We want you to see what lies at the end of your path. Your judgement. Your submission. Your death."

As punctuation, the jagged mouth opened wide, sending out a strident roar that threatened to break her eardrums. She clutched her ears to her head, hoping to seek refuge from the noise, but it was as if the sound was coming from inside her head. It was torture. So much internal torment that she started shedding tears. What even was this feeling? What kind of pain was this that she couldn't even defend against?

She was going mad. It was just unbearable to hear, and she wanted it desperately to stop.

And it did.

It just faded away, nothing to be heard, nothing to torment her. Only, it now felt warm. No, hot. She reluctantly uncovered her ears; her eyes completely tear-stricken. Both the face and Zayn were gone. In fact, most of her environment had changed. She cautiously got up, afraid that whatever just transpired would return and haunt her even further. Wiping the tears from her eyes, she quickly scanned her surroundings.

It was Ponyville.

"Wha—what?" she stuttered. "Why am I seeing this of all things?!"

Everything was here. The stalls, Sugarcube Corner, the town hall, and she could see Twilight's castle peeking over the buildings. Only, nothing had its colorful tone to it. Everything was a bland orange, the shadows cast by the buildings long and distinguishably dark. No ponies were about. Not even the air seemed present.

Then came the heat. It was like a Summer afternoon, only if Celestia's sun was far closer if it should've been. Sweat was pouring down her fur, and she found it hard to breathe at all. So, she looked up, looking for the sun.

She stumbled backward, landing on her flank as her heart sunk with it. There was no sun. There was no sky. There was only a moon…no…an entire planet above her. And it was on fire. The heat only grew worse, now realizing that it wasn't just sitting there.

It was coming right to her. The buildings around her collapsed as they were attracted toward the planet, its fires setting everything ablaze. It was the last things she saw as it careened right into the town, right into her.

Her eyes shot open, inhaling sharply as her breath was muffled. The familiar pain had returned, much to her appall. Even with her eyes open, she could only see the dimmed light. That and there was a softness caressing her face as she felt herself moving, but without even walking herself.

"Hey, you all right back there?" she heard.

Still groggy with feelings of nausea from before, she lifted her head from the cushion, seeing it was made up of blue quills. She blinked in confusion, looking at the mess as she felt a pair of hands on her back legs, her forehooves draped over the figure's shoulders. She was being carried on someone's back, and that someone had taken the time to look back at her with his emerald eyes, a gentle smirk on his face.

"You don't look too bad to me. You're pretty tough you know?" Sonic grinned cheekily.

"Uuugghh…h—hey!" she exclaimed in shock. "What do you think you're doing?! Put me down!" she demanded but winced when she tried to push off his back.

Sonic felt her flinch and stopped walking. "Hey, easy. If you want to walk yourself, then I won't stop you."

Rainbow tried to move again, only achieving the same results. All of her hooves felt like they were about to lock up just from repositioning them and her wings were dead to the world at the moment. She could feel every individual bruise that littered her body, and it didn't help that her depleted energy only made it all worse.

"I mean, if you think you can handle it, maybe you could carry me the rest of the way. I'm all out of juice, so I wouldn't mind a little kick back," he joked.

Rainbow just grumbled to herself. "Yeah yeah, I get it, and not happening."

"Whatever you say," he winked, continuing to walk.

She couldn't believe this. Of all the positions to be put in, she was forced to remain trapped in his hands. She could only imagine her friends right now, glad that she was safe, but Applejack probably chuckling up a storm with her predicament. She blushed in embarrassment as she resisted the temptation of hiding away in Sonic's head quills.

Taking her mind off all that for the time being, she looked out to what remained of the ruined city. Sonic was currently carrying her away from the square, finding plenty of dry paths from the rubble that dotted the whole place. The storm was completely gone, only calm skies looking out over the scene. The city was still severely flooded, but thankfully the waves seemed to have come to a halt, no longer controlled by the winds. More flying machines were out now, only now they finally seemed to be landing, hopefully, to take people in.

"Hey, what happened to Chaos?" she asked Sonic, no longer seeing a trace of the massive monster.

"No need to worry," he laughed. "Hehe, me and him settled some things, so I don't think we'll be seeing him for a long while."

"Settled some things? Last I checked you two were at each other hoof and wing."

"It worked, didn't it? But it looks like he wasn't a match for the two of us, huh?"

Rainbow's ears drooped at that. "You mean you, right?" she murmured.

Sonic heard her near whisper, not quite what she said. "Hmm, what was that?"

She sighed in defeat. "I said, you mean you right? You're the one who did all the work in the end. What could I even do?"

"Hmm, how do you figure?" he asked calmly.

Rainbow felt reluctant to answer. This was her pride on the line here, and of all people she was telling the one person she's disliked for so long that it was practically breaking apart. Against the likes of Chaos, against Zayn.

Of course, she didn't think that Sonic ever even saw Zayn during that whole time he was there, but the feeling still lingered in her head. And it wasn't even just that. She was now shaking, a realization that came to her not too long ago.

Sonic just felt her lay the side of her head on the back of his. He felt her breathe out a large sigh. His curiosity was beginning to peak.

"You win…" she proclaimed, defeat evident in her voice.

"Hmm?" Sonic perked up, his ears catching what she said, but unable to process what the meaning behind it was.

"Say what?" he said back.

"You know, I'm starting to think you do have quills in your ears. I said you win. You happy."

"I didn't even realize we were competing in anything. What'd I win exactly?" he asked with genuine interest.

He heard audibly groan behind him. "I mean that form you had a minute ago. What else? It was just…I don't even know what it was. You were just so fast. Even Chaos couldn't keep up with you. You may not remember it, but ever since I met you, I've been doing whatever I could to match you, to push myself that one last extra mile, ya know."

She gave herself a pause, not even sure herself what she was even saying. "But watching you now, knowing that you have that kind of power in you for whatever strange reason, I…I don't see how even I can top that. Dang it. Why am I even telling you this? It's not like you care enough, right?"

There was a long pause between the two. Rainbow felt she made her point, and Sonic looked as if he was contemplating all that she was saying. She didn't know why she had said all that she did, but after all that had happened, she supposed she might as well have come out and said it.

They remained quiet for some time, but not too long after, she heard laughing. Sonic's laughing. Not full out, but more of a lighthearted chuckle.

"You know, I don't see it that way all," he answered. "And hey, what if I told you I think of you as more of rival myself, Rainbow Dash?"

"…"

Rainbow leaned her head off Sonic's, unsure of what she just heard.

"What did you call me?"

"Hmm? That's your name, isn't it? Or do you still prefer Colors?" he teased.

"..."

Even in her pained state, she still found the strength to lift up one of her hooves and deliver a sturdy 'whack' to the back of his head, causing him to hunch over.

"OW! OW! OW!" Sonic yelled in pain. "Hey! What's your deal girly?!"

"You knew who I was the entire time, didn't you?!" she questioned forcefully.

Sonic had recovered, although was cautious as to the supposedly hurt pegasus on his back. "Can't you take a little joke?"

"If it was supposed to be a joke it was all in poor taste!"

"Whoa, no need to yell in my ear, ya know," he winced. "And hey, don't blame me. After all, you're just really easy to get a rise out of."

Rainbow just huffed, but let her hoof go back down. Although, she had to admit something to herself. It actually felt good to hear him say her name. Not even her nickname. Her real name. Still, she would be sure that he never heard the end of it. Not by a long shot.

"Anyway, it's hard for me to explain, but I think there's more to ya than meets the eye. You're one of the only people I've met that can keep up with me. I mean, when we first met, I doubted you quite a bit. But hey, you showed me wrong in the end, and now I have someone that can actually entertain me."

Rainbow was hooked on every word he said, but with disbelief at best. That couldn't really be true, could it? "Maybe, but when we were up against Metal Sonic that changed didn't it? You were so fast back then too. I mean, I can do that too, but only when…ugh, I don't even know what it is really."

"Hehe, how do you think I feel?"

"Wait…what do you mean?" she questioned.

"Well, I don't know what it is either. It's just when you're around; there's just this feeling in my gut. I see you, and when I'm around ya I get this burning feeling just to let loose. I don't know what it is, but I just feel like I can push myself even harder than before. Heh, maybe you're just a good motivator."

She was shocked. Was he really telling her the truth? If he was, then what does this mean? What he was describing, it sounded a lot like what happens to her when she's around the emeralds. But how would Sonic fit into that? That and if he was telling the truth, then was he admitting that they weren't as far apart as she originally thought.

The revelation hit her like a stack of bricks. That aura he had…Silver always said that he'd never shown that before now. Then she had her aura as well. And what did he mean when he said he felt that way around her? She didn't have anything like Chaos Emeralds, and he had already been around them so much, so what gives? But, most importantly, he was saying that she was equal with him. In the grand scheme of things, it may seem like such an insignificant thing, but to her…

"But…what about that golden thingy you did back there?" she questioned, nearly breathless. "You really think I can be on par with that?"

"You know what I say. Either you reach for the stars, or you don't reach at all. So, what do you think? You think you can top me at my best? Heck, I'm anxious to see you try," he exclaimed with a smile, a small shine to his teeth as he did.

"I…" she stuttered.

Was he offering her to beat him? She searched his eyes as he looked back at her and saw no deceit whatsoever. He was genuine. He actually wanted her to succeed. Just by the look he was giving her, he wanted her to give him a challenge. He was like her, and that was obvious now. He lived for speed like she had her whole life. He was looking for somepony to put their feet, or wings, where their mouth was.

What shocked her the most, however, was not the fact that he considered her a true rival, but that he seemed to consider her a friend. He had known who she was the whole time, and while she hated his taste in jokes, he didn't harbor any ill thoughts toward her, despite how venomous she was toward him this whole time, which for him was years apart!

She felt disappointed. Not towards Sonic or anypony else, but to herself.

"…"

"Sonic?" she asked.

"Hmm?" he asked back.

"Would…would you like to race again sometime?" she hesitantly asked him. For whatever reason, she couldn't help but feel nervous asking such a simple question. "I—I wouldn't mind having a rematch, just with us two though. No bucket heads."

Sonic couldn't help but let out a heartfelt chuckle. "Hey, you're on! I'm going to hold to that though, ya hear?"

Rainbow couldn't help but give him a small, but genuine smile, something she felt she had been light on with him. "I'm the one that's going to hold you to that, cause next time we're going to try it on my terms."

"You act like it make a difference," he teased.

Their heartful talk was interrupted when they heard the sound of jet engines above them. Looking up, they both smiled widely at the sight of familiar faces.

"Ow! You think you could be a bit gentler?" Rainbow whined, feeling a dislocated wing pop back into place.

"Hey, don't blame me," Knuckles shot at her. "You act like I've patched up wings before. How am I supposed to know how these things work?"

"They flap up and down Knuckles," Sonic poked at his friend, both him and Rainbow subject to the glowing green light that emanated from his gloved hands. "Should I be worried at all too?"

"You will if you don't let me concentrate!" Knuckles yelled before going back to his work with a huff.

"At least we had Knuckles here," Amy pointed out with a sweat drop. "He does a better job at patching you up than we do."

"I guess being the guardian of the Master Emerald has its perks huh?" Tails asked.

"What part of concentrate do none of you guys understand?!"

"Sorry!" Amy and Tails quickly apologized.

After a couple of minutes, he was finally done. He let the mist fade and allowed Sonic and Rainbow to stand up. Sonic immediately began doing some leg stretches, leaning down on one leg as he pushed down on the knee of the other. Rainbow just gave both her wings a good flap before taking off, doing a couple of flips just for good measure.

"Aaaww yeah!" she exclaimed, landing with back with them with her own form of grace. "Rainbow Dash is back in action!"

"Heh, I'll admit, I'm still glad we keep you around Knux. Don't know what we'd do without ya," Sonic goofed, shooting him a thumbs up.

"Probably a pulp of blue paste if you're lucky," Knuckles riled. "But, I guess I can't complain at the moment. At least Chaos as finally been calmed. Hopefully, he'll stay sealed now."

"I hope all the people in Station Square can rebuild after this," Amy commented. "They look like they have their work cut out for them."

"It'll take time, but I think they'll recover," comforted Tails. "There may be some people out there we can help though. I can easily take the ship and search for anyone that got trapped during the attack."

"Well, I'll you all handle that," Knuckles stated as he walked off.

"You're not coming with us Knuckles?" Sonic asked.

"Someone needs to get back to Angel Island and reassemble the Master Emerald. Sorry, but it's just something that I've got to do. But hey, Sonic?"

He turned back to his blue companion, and in a rare display, he extended his hand to him.

"I hate to admit it, but if it weren't for you, there probably wouldn't be an emerald left to guard. So, thanks."

Sonic just smiled and slapped his hand into his, both of them gripping hard. "Any time Knux."

With that, they separated, and Knuckles looked over to Rainbow. "Keep an eye on him will ya? Seeing as you're the only one who can keep up with him," he suggested as he walked off.

"That's easier than you think," she chuckled.

"Hey! Why am I the one who needs watching?!" Sonic questioned.

Knuckles just gave a light laugh but didn't let anyone else see it. He just continued on, jumping from the building they were on as he glided away.

"Guys, I think it's about time I got going too," Rainbow said, earning the attention of the others. "Not to ruin the fun, but I think I need to hit the hay."

"Are you sure?" asked Tails. "We could sure use your help finding people."

"Sorry kiddo," she answered. "There's just some stuff I gotta get done first. But I'll be back before you know it. Just watch," she said with a wink.

"Rainbow?" she heard Amy say, the hedgehog girl walking up to her. "Thanks for helping out Sonic. I hope I get to see you again. I never really got to see you since we first met."

"Hehe, no need to go all mushy on me guys," she blushed. "You'll see me again."

"Well, like before," Sonic started, him now coming up to see her off. Rainbow watched as he extended his hand, forming it into a fist before her, "I'll hold you to that, ight?"
Rainbow couldn't help but remember those times she would've scoffed at the idea of playing nice with Sonic, mostly due to her own pride. But after today, she couldn't help but smile at his own grin.

"You've got a deal, Sonic," she agreed, bumping her hoof into his fist bump. And Rainbow felt it; that one small touch giving way to the energy Sonic held. She could almost see her red aura glowing off her fur, while Sonic's white one shined off his. Strangely, it felt soothing, just like what she felt form Sonic when he fought Chaos.

"Glad to hear it Colors" he winked.

"Don't push it Blue Boy," she shot. "Don't think I'm letting you off that yet."

He flinched back a bit at her gaze but chuckled all the same. "Hey, you got it, Rainbow Dash."

She held her glare for a time, but it eventually gave way to a laugh of her own. She left his touch and took off, giving one final one hoof salute to the group, each of them sending her off in their own way. Tails and Amy waving cheerfully, with Sonic just flashing her his signature thumbs up.

For the first time in since coming here, she felt a little conflicted one leaving her newfound friends. When she took the time to look at everything, not just what was through her previous views, there was a lot she's come to love about this world, seeing things that are worth protecting after all.

Sadly, there was something she needed to confirm, something that took priority right now. With the final sendoff over, she dashed off into the distance, her sparkling rainbow trail following right behind her.

It took some time to get out of the city, but she eventually landed on the outskirts. There were a group of houses that seemed to have avoided the worst of the disaster. The lower portions still looked completely soaked, but nothing looked demolished or ruined like it was in the city. Still, there didn't seem to be any people around here, so this was as good a spot as any.

She landed on the roof of the closest one, being sure to do her best to stay behind the chimney. Looking back and forth she could confirm no pony was around, so it was now or never. She did what she was told to do the last two times she came here, concentrating on Sol and nothing else. However, her mind couldn't help but wander back to that time with Zayn, that time she tried to leave and couldn't due to whatever he did to her.

She trembled thinking back on that. During the fight between Sonic and Chaos, she felt something different about her since that point. Like…a weight that was taken off her shoulders as Sonic's comforting flames grazed her body. Even so, the thought of being trapped in a foreign world with no way back to her friends scared her to death, and she prayed that something really had changed between then and now. Pushing away those thoughts, she went back to focusing on her destination, the only way of getting back being just to try.

To her joy, no weight came. The water-like feeling from all her other returns was slowly being brought back. Her mane waving, her fur tickling with an invisible energy. This was it. She was going home.

Her hooves touched smooth stone, a warm, radiating sun boring down on her. Her mane had rested, and with confidence, she opened her eyes.

"RAINBOW!"

Rainbow didn't have a second's worth of reaction time. In an instant, she was descended upon by several colored beings that tackled her to the ground. Her breath was knocked out of her as the group of ponies hugged her tightly, her face turning bluer than it normally did.

"Guys…please…I need…air…" she struggled.

Thankfully, they seemed to have listened and got off her, allowing the air to all flow back in. Even so, they were still huddle around her intently with mixes of worried and joyous faces.

"RAINBOW DASH! RAINBOW DASH!" Pinkie screamed in her face, her face that of somepony who just won a mountain of bits. "We're so glad that you're alive! WE! SAW! EVERYTHING! It was so, AWESOME! You were all like 'Zoom!' and 'Zooooooooommmm!' Oh! And did you see Sonic! He was all shiny and sparkly! You think he puts on excessive amounts of glitter sprinkles to do that?"

"Pinkie…" Rainbow sighed, but let it grow into a smile. "You have no idea how glad I am to see you guys."

"Shoot, ya had us all more worried than a pack a timber wolves in a lumber mill," Applejack commented, a wave relief washing over her.

You had us all on the edge darling!" Rarity snapped suddenly. "What were you even thinking, doing something so hazardous?!"

"I'm glad to see you too, Rarity," Rainbow said, poking fun at her posh friend.

"Rainbow! You—you're not hurt, are you?!" Fluttershy began freaking out, looking over Rainbow as she tried to stand, only to finding trouble to with her worrying.

"I'm fine Flutters," Rainbow stated uncomfortably. "I'm still in one piece. See." She flared her wings in punctuation, showing them that she was now without injury, courtesy of Knuckles.

"Hey, Rainbow!" Silver exclaimed as he and Blaze came to meet them.

"Are you all right?!" the regal cat hastily questioned.

"Hey, it'll take more than that to keep me down guys," she said with confidence. "Have some faith."

"Sorry," Silver said, scratching the back of his head in embarrassment. "It's just…when we saw you sink under the water…we didn't know what to think."

"Are you sure you're ok?" Blaze asked. "We're not wishing you any harm. Everything just got out of hand this time it seems."

"Believe me, that's an understatement," Rainbow stated. "But you know, for the first time, I'm not mad about it."

"Huh?"

"Hmm?"

"Yeah. You know, at first, I really wanted nothing to do with that world. But, I guess I kind of let my pride get in the way of what was really important. And it didn't stop at just me, but I realize it was affecting everypony around me, too. So, I think I should be the one to be apologizing."

Both Silver and Blaze were taken back by that statement. It was as if they were talking to a completely different pony. Silver couldn't help but wonder what had changed her so drastically. Blaze on the other hand couldn't help but smile, mostly to herself, but not quite trying to hide it. It was him again. As always, that hedgehog never seemed to surprise her.

"You could say you learned a lesson! Right Dashie?!" Pinkie jumped in. "Am I right?! You know Twilight is gonna be asking about this!"

"I'm already expecting that," she said amusingly. "But hey, I need to talk about something with you guys first."

Silver and Blaze's expressions hardened. They knew what she had to say, and it was about time they got to the chase.

"Do you guys know who Zayn is?"

Chapter 20: The Calm

*Chapter 20: The Calm*

"Umm, Scoots? Are you sure this is safe?" asked a white unicorn filly, making sure the helmet she wore didn't ruffle up her mane anymore than it already was.

"Please, I do this all the time," answered another filly, this one an orange pegasus with a similar helmet already strapped on. "Besides, it's not like we don't do dangerous things all the time anyway."

"Yeh but…" a pale-yellow earth pony filly stuttered, a southern drawl evident in her voice, "we've never done anythin' like this before," she said looking back at the object they had placed themselves in.

Applebloom, Sweetie Belle, and Scootaloo had sure done some crazy things in the past. After all, they were willing to do whatever it took to earn their cutie marks, to no avail so far. But when Scoots said she had a great idea to get them finally, they were more than ecstatic about the prospect. If only Bloom and Sweetie knew that what she had in mind involved a clear day, helmets, and a cannon of all things, to which the earth pony and unicorn were placed in.

"You guys worry too much," Scoots waved off, putting the finishing touches on the massive contraption, all in the form of graffiti. "Once we get our cutie marks in midair acrobatics, you'll be thanking me to Cloudsdale and back."

"I always wanted my cutie mark involving something more…well, cutesy," Sweetie contemplated. "If it's going to be something doing things like this, I might want to just stay a blank flank."

"Hey," Scoots intervened, now on top of the cannon looking down at them both. "That's no way to start thinking now. We're so close! I can feel it! Now one second. Just have one more thing to do."

Looking back at the other end, Scoots spotted the fuse, still unlit. Well, that will soon change. Taking the match she had hidden under her tiny wing, she struck it along the surface of the cannon. Taking care not to catch her muzzle on the sparks, she lit the fuse, the small string already beginning to shorten. Without a second thought, she tossed the match aside and jumped into the cannon, wedging herself between her friends. It was a tight fit, so they all had to get real snug as a result.

"I have a bad feeling about this," Sweetie gulped.

"I'm telling you, this'll work out," Scoots assured. "Applebloom set up a safety trampoline around Sweet Apple Acres earlier today. It's not like we'll be landing on solid ground."

"Uuuhhh, I what?" Applebloom question with a very confused expression.

This caused Scootaloo to raise an eyebrow. "The trampoline, remember? I asked you if you could set one up earlier."

"No ya didn't," Applebloom responded. "Ah thought you was takin' care of that."

"What?! I know I asked you to set it up! I got the cannon, Sweetie got the helmets, and you got the trampoline! That was the deal!"

"Ya told me you'd handle it!" Applebloom shot back. "Ah didn't even know what it was for at the time!"

"Wait, girls," Sweetie stepped in, "if it's not there to catch us, then what is?"

That forced the three to stop bickering for a second, all the while hearing the sound of the few getting shorter and shorter.

Scootaloo was the first to break the silence. "GET OUT! GET OUT! GET OUT!" she yelled as she tried prying herself from the tight confines.

The others soon followed suit, but it was too late. They were finally released from the hole, only with a deafening boom, they found not only their ears ringing, but their bodies feeling weightless as they soured through the air. All three screamed at the top of their lungs, the world below them soring by in seconds.

"I knew this was a bad idea!" Sweetie screamed.

"Why did ya convince us ta do this?!" Applebloom yelled as she began doing flips.

"I'm SORRY!" Scoots yelled, herself fairing no better

Not long after, Sweet Apple Acers was directly below them, and as expected, no trampoline in sight. Only fields of apple trees and solid ground, waiting for them to greet it.

"I don't want to die!" Scoots flailed, even trying as much as to flap her underdeveloped wings, to no avail.

"It was nice knowing both you!" Sweetie covered her eyes.

"What are ya saying!" Applebloom went wide-eyed.

Soon, all three of them had covered their eyes, now simply waiting for their eventual demise. What were they thinking doing this?! This was what they had to do to get their cutie marks?! They'd have rather died. Well, then again.

They waited for the ground to hit, their bodies tensing up. They tensed up even further when they felt something make contact with them. Although, it wasn't what they expected. It was very…soft. They opened their eyes, but their vision was still darkened, only a little bit of light reaching them.

"Are…are we dead?" Sweetie quivered.

"I mean…if we are, then being a ghost is very itchy," Scootaloo fidgeted.

"Guys, ah don't think we're dead," Applebloom pointed out. "It feels like…hay?"

Confused, the three fillies moved upward, finally poking their heads out. Sure enough, they were sticking right out of a pile of hay, all of it piled into a wagon. What really caught them off guard was the strange angle the wagon was leaning to. In fact, it almost looked as if it was about to dump them out with how it was positioned.

"Phew," they heard, somepony audibly sighing. "Are you three ok?"

They were confused as to where the voice was coming from at first but soon looked over the side of the wagon. Their little eyes widen. The wagon wasn't just tilting. It was floating. It was as if it was being held up by some kind of magic, and going by the cyan hue coating it, that was more than likely. What really caught them off guard was who appeared to be casting it, the culprit being a…grey furry thing standing on only two legs, his hand outstretched and glowing the same color as the wagon.

The jaws of all three fillies dropped, Sweetie being the first to act. "H-how are you doing that?!"

"Oh, right," Silver said, rubbing his head with his free hand in an embarrassing manner. "Forgot I'm not something that's normal here yet," he mumbled.

"Y-you're not a unicorn," Applebloom gaped. "So how ya doin' that magic thingy?"

"I'll explain that later," he started, gently setting the wagon down. "I'm wondering why three little ponies are flying through the sky all of a sudden. Two of you don't even have wings."

Scootaloo was the first to jump out, shaking the hay out of her feathers. "We're the Cutie Mark Crusaders," she stated with pride, putting her hoof to her chest. "We're on a mission to find each of our cutie marks."

"Uuhh," Silver mused. "A…cutie mark? You don't mean those tattoos all you guys have, do you?"

"A…tattoo?" Applebloom questioned, looking between each of her confused friends. "Mister, we don't know what a tattoo is."

"What I want to know is how you did that magic thing with your hands!" Scoots jumped. "You're not a unicorn. So…are you…uh, what is it. Telephonetic?"

"Uh, it's called telekinesis," Silver answered, unsure really how to handle the situation. "Sorry, but where are your parents? You'd think they'd be wondering where you three are."

Scootaloo just waved it off. "No need to worry mister spikey, our families are very lenient with what we do. They know we can take care of ourselves."

"Ahem," they all heard, the three fillies specifically tensing up at the sound.'

The whole group turned to the owners, Silver looking on passively while the fillies felt their little hearts sink and hit the ground. Standing before them was none other than Applejack, Rarity, and Rainbow Dash, all three of them looking on in aggravation.

"I'm sorry, lenient was it, dear?" Rarity questioned.

"Applebloom," Applejack threatened.

"Uh…hiya sis," Applebloom nervously smiled.

"Umm, you guys all look really mad at somepony," Sweetie feigned.

The three adult ponies only hardened their glares at them, causing them to shrink back.

"I'm…not getting in the way of anything here, am I?" Silver moved back, not wanting to stand between the two groups.

"Not at all dear," Rarity stated in her normal posh voice, but still holding her glare on the three fillies. "But thank you for keeping these three out of danger," she said as she walked past him with. "If you ever need some formal attire from the boutique, don't be shy to ask me and I'll put it on the house."

"I don't think I…" he trailed off, seeing her just walk past him, Applejack and Rainbow Dash following suit.

"As for you Sweetie Belle," Rarity stated, "I think you're staying home to help me with my dresses for some time to come."

She punctuates this as she picks up her sister with her blue magic, making sure to take that ridiculous looking helmet off her as she carried her away.

"But Rarity!" Sweetie whined.

"You too Sugarcube," Applejack chided, picking Applebloom up by her tail. "Yer gonna be helpin' Granny 'round the kitchen till yer little hooves start chippin' away."

"But…it wasn't my idea…" Bloom whimpered.

"Don't you worry 'bout that, right Rainbow?" Applejack responded, directing her eyes over to Rainbow as she finished.

"Of course!" Rainbow retorted. "What kind of pony do you take me for?"

She passed her friends by, flying herself right over to the last remaining crusader. She kept herself afloat as she crossed her hooves, the evident look of disappointment on her face. The look caused Scootaloo to flinch, but also look away from her hero. Scoots never liked it when Rainbow got like this. It was one thing for her to be mad, it was an entirely different situation for disappointment.

This didn't go unnoticed by Rainbow, and Scoots knew it. She could almost sense Rainbow leaning down to her. What she couldn't see was Rainbow looking back and forth, making sure nopony was listening in too closely.

Scoots then heard her speak. "Good job squirt," Rainbow whispered, putting her hoof out. "You're just about 20 percent cooler for that one."

Scootaloo perked up at this, completely not expecting the words she heard. She looked back to her idol, her eyes near sparkling at the compliment, Rainbow giving her a toothy grin at the sight. Scoots looked to Rainbow's hoof, seeing it outstretched to her. The filly looked back to the older pony as if she was asking if it was ok, to which Rainbow just nodded.

Scootaloo grinned widely at the action. She took her small hoof and bumped it to the larger one. She couldn't help but feel giddy at the prospect of what was happening, and Rainbow couldn't help but silently chuckle at the filly's antics.

"Rainbow Dash," Applejack threatened.

Rainbow instantly perked up at the mention of her name. "Oh! Ummmm…I was just…making sure she knew the kind of punishment she'd be getting! Yeah!"

She leaned back into Scootaloo. "Sorry about this squirt."

"Sorry about whAAAATTT?!" Scoots shrieked as Rainbow suddenly picked her up by the tail. She fluttered her little wings in protest, but it did little to nothing to hinder the older pegasus. Rainbow just started flying her over with the rest, several resisting grunts from the fillies very audible.

This just left Silver to his own accord. "Why is it that I feel like I'm the third wheel in everything?" he mumbled, following the group close behind.

If one were to ask what the pride of Ponyville was, it'd be Sweet Apple Acres. For as long as the Apple family lived within its rolling green hills, the expansive fields of apple trees only grew more and more. At the center of it all stood a small two-story house, a small wooden cottage in the woods, if you will. Right beside that, stood a large red barn, the rooster-shaped weather vein sitting peacefully in the gentle summer winds.

Right within the open double doors of the barn sat a long table lined by rustic styled benches. On the table neatly sat various tasty treats and hors d'oeuvres, or…previously neatly. At this point, many of the apples and pies that sat peacefully were now picked apart. Apple cores were thrown about on the ground with several crumbs scattered across the wood surface.

An audible burp radiated in the area, a certain cowpony picking at her teeth with a toothpick.

"Applejack!" exclaimed Rarity. "Must you be so repugnant?!"

"Ay don't know what yer talkin' bout Rares." She tosses the toothpick somewhere behind her. "That's simply a good ol' Apple family hospitality to a lick slicken meal."

From across the table, they heard Rainbow Dash laugh. "You think that's so good Applejack? You haven't heard nothing."

She lightly pounded on her chest, a burning compulsion making its way up before she let out a loud belch of her own, much louder than Applejack's.

"Beat that, cowpony," she taunted, a smug look plastered on her face.

"Ya should know better than that RD," Applejack taunted back, a similar look on her.

"No! No! I'm not sitting in the middle of this!" Rarity scoffed in disgust, getting up from the table and stomping off, her hooves on her ears.

"Awwwwww!" Pinkie loudly sighed. "Don't be like that Rarity! You don't have to decide who to root for! I can do that for you! One apple pie on Rainbow Dash!" she yelled as she slammed a pie on the table in front of them, it seeming to appear from nowhere.

"Pinkie Pie…?" Fluttershy questioned. "Where did…?"

"Can I not get in on this, please?" Twilight groaned, taking her mind out of the book she was holding. It's been some time since she finally woke up in the Ponyville hospital. Now she knew how Rainbow felt those last few times she visited Sonic's world. The thing is, she felt kind of embarrassed, mainly at how her incursion turned out. It was just…she didn't even know how to say it. She thought her magical abilities would be more than enough to take on that Chaos creature. She never felt so overpowered before then. She had to admit, she doubted some of the power those Chaos Emeralds had, but now—

"A dinner table is meant for eating Twi!" Rainbow exclaimed, not taking her eyes off Applejack. "Not for reading some silly book!"

Twilight looked at her with a wrinkled nose. "It's documentation on space-time! You know, the thing you've been doing for past few weeks! And last I checked, it also wasn't for hosting belching competitions!"

"TWO PIES ON RAINBOW DASH!" Pinkie shouted again.

"I…thought we ate all the pies already…" Flutters muttered again.

"Can we get in on this action?" said a voice at the end of the table. The group wondered their eyes to see the CMC propped up on the table, Scootaloo at the forefront with wide, innocent grin. She tried to make her grin only grow wider, only finding it hard when under the still irritated glares of everypony. She only kept giving them the toothy grin, all while Sweetie and Applebloom gave their own in support.

They were about to speak up, only for three dirt brooms to float into their view. They fell back slightly at them, now seeing they were coated in a lovely light blue magic.

Sweetie immediately turned to the culprit, her own glare tightening as she stared down her sister. Unlike her, however, Rarity only looked at the three with a gleeful smile. She just picked the three up with her magic before placing them down with brooms in hooves.

"Now now, chop chop," Rarity piped. "This dusty old barn won't clean itself."

"Dusty?" Applejack questioned.

"Only a smidgen dear."

"But Rarity," Sweetie whined. "We want some pie too."

"You and your friends should've thought of that before you shot yourselves over half of Ponyville," Rarity scolded.

"Aww come one," Scootaloo begged. "It was only over Sweet Apple Acres."

"And that makes it better?!"

"I think it was pretty sweet," Rainbow butted in.

"Of course you would, dearie," Rarity said in a sarcastic tone. She quickly just brushed the CMC further into the barn with her magic, silently sending them to work. This elicited groans from all three of the fillies, each one dragging their brooms to different corners of the room.

"Don't you think the whole barn is a bit harsh?" somepony questioned to her.

Following the voice, she looked to Silver and Blaze, who had been sitting away from the rest of the group on their own, but both of them with their own plates and slices of pie.

Rarity just sighed and sat herself at their smaller, but cozier table. "I'm sorry for assuming dears, but you can't tell me what they did wasn't completely irresponsible. They shot themselves out of a cannon just to land in the middle of an apple orchard! By the by, thank you again, Silver. I'd like to think we all owe you a debt."

"I just did what anyone would've done, heh," he nervously laughed.

"At least they seem energetic," Blaze joked. "You'd think they all learned from Rainbow Dash."

The three looked back to the bigger table, seeing Rainbow and Applejack continuing on with their little…competition, for lack of a better word. Twilight was just trying to block out the repulsive noise with her book, while Pinkie seemed to have amassed quite the gathering of apple pies from who knows where, all to Fluttershy's great confusion.

"Believe me, that's the last thing I want, especially for little Sweetie Belle. She's too innocent for her to be influencing her. Although, I suppose Scootaloo also has a part in that sadly."

"Speaking of which," Blaze inquired, "I picked up on a couple of things listening in. It's not hard to see that Sweetie is your sister. You two fit each other quite well. And just going off the accents, I'd have to guess that the named Applebloom is Applejack's sister."

"Fits like a dress darling."

"Well then, that would only leave Scootaloo," Blaze stated. "Is she Rainbow Dash's sister? Aside from looks, they resemble each other fairly well."

"Oh no," Rarity responded. "I assure you they aren't related. Although, it wouldn't at all surprise me to find out they're secretly siblings in some way," she sighed.

"Well you guys are all here, but where's her family at?" Silver asked, a bite of apple pie in his mouth as he questioned her.

"I'm…huh…" Rarity stopped. "I'm…not too sure in truth darling. I personally haven't met them. But don't fret. It's not like she doesn't have a home. I'm certain they just don't get out of much as the rest of us."

Blaze nodded in slight amusement. "Well no matter who she belongs to, it's not hard to see she's been influenced by Rainbow Dash in many ways."

"That reminds me," Rarity inquired, "I remember you telling us that you were influenced by Sonic himself when we first met. Pray tell, what happened between you two. Is it just a friendship or…is it something more?"

In that instant, both Blaze and Silver nearly dropped their platters, a light blush gracing Blaze's face while Silver just groaned and did his best to not look at either of them.

"T-that's…n-no it was nothing like that," Blaze stated firmly, doing her best to regain her composure. "Maybe a slight admiration," she cleared her throat, "but nothing more."

She couldn't help but peer over at Silver just across from her, the grey-haired hedgehog not looking at either of them. However, it wasn't hard to notice the blush across his cheek. That, and if her feline ears weren't deceiving her, she caught on to what sounded like him letting out a quiet aggravating groan.

Seconds later, the hedgehog turned right around, his eyes closed in annoyance as he spoke up. "Speaking of Sonic," he said in a tone as if he was trying to change the subject, "I'm still wracking my brain to figure who this Zayn guy is. You've never heard of him, have you Blaze?"

Blaze, her normal serious composure returned, responded. "No, I haven't. The thing is, it's what he said to Rainbow Dash that has me more confused than anything."

She sets down her plate. "He said that Sonic—no, anyone from that world wouldn't remember who he was. Just what does he mean by that, and if it's true, what does he want out of all this."

"If I may dear," Rarity stepped in, "he didn't quite sound like he was…all up there, forgive the choice of words. Does even he know what he's looking for?"

"I'll admit," Silver spoke up, "he did sound pretty out there, but no. Crazy or not, he definitely knew what he was doing, and he was doing it all with a purpose, but for what? Plus, I don't if either of you caught on to it, but you saw it, right? Chaos control…"

"Yes, we saw it too," Blaze puzzled, crossing her arms.

"That's what you've always done with your emerald, correct?" Rarity wondered. "But if this ruffian can use it too, then what does that mean?"

"I'm not sure," Silver conceded. "There's only one other hedgehog I know that can use some form of chaos control without an emerald. I doubt it has anything to do with him though. This is something else, and I think there's something else going on here that we're just seeing."

He leans back in his wooden chair, scrunching up his face in deep thought. He sighs. "Man, this is just so confusing. What I wouldn't give for him to be able to help out with this…"

"You mean the other hedgehog dear?" Rarity raised an eyebrow. "This isn't Sonic we're speaking of is it?"

"No, this guy is a bit…a lot different than Sonic," Silver corrected. "His name is Sh—"

Silver instantly jumped, a jolt shooting through his body as he threw himself from the chair, surprising everyone in the barn with his antics.

"Silver?!" Blaze jumped up as well, already knowing where this was going.

"What's wrong?" Twilight hastily questioned.

Without a response, he pulled out his blue Sol Emerald, the shimmering gem flashing in his hand, all the worst signals being sent through his body.

"It's happening again!" he shouted.

"Huh?! What is?!" Rainbow flew over.

"The Time Gate is reacting with my Sol Emerald," he stated, nervous sweat falling down his brow. "That means another timeline is being tampered with!"

Audible gasps were heard throughout the room, the only ones not reacting to the new information properly being the three little fillies that stopped cleaning to see what the problem was.

"A time…line?" Scootaloo questioned, not quite sure what was going on with their strange visitors.

"Applejack?" Applebloom looked to her old sister, confused as to the look of worry on her face.

Her sister instantly just scrambled up to her, gently shooing the three away. "Nothin' at all Bloom," she said hastily. "The barn looks mighty fine girls. I think the house needs touchin' up too. Yawl should head on over an' get a head start."

"But why? We wanna see what yall are doing."

"Yeah," Sweetie protested, being shoved out with the other two. "And what's with that pretty gem?"

"Adult pony business," Applejack affirmed, pushing the right outside. "Now, out." With that, she pulled out her lasso and flung it around the handle to the barn door, pulling right over and slamming it shut in their faces. She pulled the lasso back off the handle and swung it over to a nearby hook, the rope hooking neatly on it as she made her way back to the group.

"Alright," she stated. "Now in Celestia's name is happenin' now?"

"I'm not sure," the hedgehog responded. "This emerald is linked to the ones back at the shrine, so it would let me know when something was changing in the flow of time. Whatever it's sensing, I can't help but think Zayn is right at the center of it all."

Rainbow's face hardened at the mention of his name. Zayn. This guy just left her with more questions than answers upon their first meeting. Not only that, but he was nothing like what they've faced before. If only she could've pointed him out to Sonic when he was in the super thingy he used against Chaos. She may not have completely suppressed her pride for the blue blur, but…she couldn't help but have a strong sense of admiration for him since what he did for her, which was rare for her. But, that only made her drive to protect his home stronger than it was before.

This look didn't go unnoticed by Twilight. "You alright Rainbow?"

"Yeah," her friend responded immediately. "But I can't say I'm not looking forward to a little payback against this guy."

"This isn't anything like what you had against Sonic before, is it?" the purple unicorn questioned, a bit worried more than anything, as they didn't need a repeat of any of that.

"Not at all Twi," she answered genuinely. "Yeah, this guy made pony feathers out of me, but right now, saving Sonic's world is my top priority. Besides, if I save it, he loses anyway, right?"

"Sorry to cut this short, but we need to be going," Silver rushed them, him and Blaze already getting into position. "We need to see exactly what may change due to the disturbances."

"Got it!" Rainbow flew over. "Come on slowpokes! The pinhead isn't gonna save himself!"

No one argued to that point, Twilight partially just dropping her original concern for the time being and joined the others in the circle, just focused on getting to Sol as quick as possible.

"Blaze," Silver called.

"On it," she responded, already going through the hand motions and placing her feet together. "Scepter of the ancients, relic of space and time, let us bridge the worlds once again. Let us return home!"

The blue flames were already beginning to engulf the group, although, to everyone's surprise, the hay at its base was untouched. Applejack was personally thankful for this, as she didn't need to deal with the family barn being burned to the ground.

With the flames surrounding them, Silver raised his Sol Emerald high. "Chaos control!" he shouted, the gem shining brightly as the light obscured them all from the world.

Seconds later, the flames vanished, the light from the emerald dimmed in an instant as they all warped away. This left the barn completely silent; leftover food just left to whatever would claim it while they were gone. The only thing that went untouched by any of them being the two pies Pinkie had pulled out for the 'competition.'

Both of them were perfect targets for any vermin that may have been around, as nopony could really stop them if any tried. Well…one may think that.

"Hmm," inquired a soft, cool voice, both pies suddenly growing toothy mouths. "Chaos control is it?" said both pies simultaneously.

In a strange display, the crust and innards of the of the apple pies flew out of their tins. The pieces all quickly spiraled and formed one singular mass. The mass rapidly elongated, growing arms, legs and even a head until it all formed a single but disfigured body. The new figure had a snake-like body covered in fur with a scaly tail. All of its limbs resembled different animals; its legs being that of a lizard and a pony hoof and its arms being that of a talon and a lion's paw. Its head was that of a goat, only with two very different horns, one of an actual goat an the other of a deer. It had a mischievous grin accompanied by beady yellow and red eyes.

"It already sounds delicious," it mused. "Oh, how I wish I were able to be a part of it. Well, I may have to request to…umm, borrow a certain something when our little friends return. After all, what harm could it do?"

Chapter 21: Enter Shadows

Chapter 21: Enter Shadows

The pale, water-like energy faded off Rainbow Dash’s body, the feeling of warm but soothing air touching her fur as she entered freefall. She opened her eyes to the feeling, seeing the sprawling expanse of green trees below her. Extending her wings, she gracefully divebombed to the jungle, her rainbow trail following close behind as she leveled out. The trees waved in the wind as she passed, her zooming through the open sky of Sonic’s world.

In a strange sense, it felt good to be back here for once. Before she could hardly stand the place, every situation she got into when she first arrived going downhill in an instant in most cases. Now though, she couldn’t help but feel content. It may just have to do with it being a crystal-clear day with a warm sun shining upon her back and wings, a feeling she relished in when she could. Or…maybe it was just something she couldn’t explain altogether.

Whatever the reason, she focused back on her mission. Whatever had Blaze and Silver shaking in their boots must’ve been serious, so she couldn’t afford to lose it. She took in her surroundings as she flew. From what she could tell, she was above what looked to be a jungle, one that had an enclosed canopy so that she couldn’t see all the way to the ground. Sky blue ocean surrounded the jungle, implying that she was on an island. What stood out above all that, however, were the large structures in the distance. They were very geometrical, so they stood out like a sore hoof on the edge of the coast.

“Mission, start,” Rainbow smirked to herself, a bit of a playful tone to it.

“You actually sound excited for once,” Silver observed.

“I wouldn’t say excited, but I wouldn’t say I’m not ready to kick some Eggman butt again,” she stated. “So, what’s up? What am I supposed to be stopping this time?”

“From what we know, this was around the time when Eggman got hold of a deadly weapon called the Ark. His goal was to use it to turn the whole world over to his rule,” Blaze explained.

“Sounds easy enough to solve,” Rainbow shrugged it off. “So where is this thing? In those buildings over there?”

“I’m not too sure,” Silver affirmed. “This was before Blaze and I got involved with Sonic and the others, so we’ve never seen it. We’re not even sure what it’s supposed to do. We do know that Eggman was out looking for the Chaos Emeralds first.”

“Prison Island,” said Blaze. “I remember Tails telling me something about Prison Island a while back, and how Eggman tried to snatch some of them from G.U.N. They’re being held at the main facility somewhere. It’ll be up to you to find out where though.”

“There’s something else Rainbow,” Silver interrupted. “You should know that despite how you saw them before, G.U.N. is something you need to be careful of.”

“Huh? Why’s that?” Rainbow questioned. “Aren’t they supposed to be the good guys or something?”

“They are, but it’s just a bit sketchy right now,” he explained. “Sonic once told me he had a little run-in with G.U.N. at one point. I don’t know the details, but if I’m right, this is around the time they saw Sonic as a criminal and tried to lock him away.”

That got Rainbow’s attention, her brow contorting in confusion. “Lock him up!? Sonic!? For what!? You’re acting like they think he’s some crook or something!”

“H-hey, don’t ask me!” he defended. “As I said, I don’t know all the details! All I know is that Sonic was set up somehow!”

“More than likely,” Blaze stepped in, “Eggman must’ve done something to frame Sonic for a crime he didn’t commit. I don’t know what, but whatever it was it was enough to get the attention of G.U.N., so it must’ve been something serious.”

“Well, leave it to me guys,” Rainbow affirmed. “Just point out where to go, and I’ll head there in a split.”

An audible blast punctuated her sentence, prompting her to look to its source. It was an explosion. She had to stop her course to scan her surroundings, looking across the expansive canopy of the jungle for her target. Sure enough, she could see the signs of smoke and fire peaking over the trees. It was a long line of it, a trail that looked to have been leading straight for the facility in the distance. Alarms blared in resound, new explosions appearing to reside within the base itself.

Rainbow harden her stare, clenching her hooves as she soared off in a burst of speed. Given the size of the island, it didn’t take long for her close in on the conflict. Already she could make out what appeared to be some kind of battle, only taking place in several locations around the area at once. The base itself was a large facility that was connected to the ocean by a large dock, several flaming ships sitting in the bay. A large marble white wall surrounded base via the land, what looked to be guard checkpoints being the only entrances…well, aside from all the newly placed holes everywhere. Guard towers held massive gun batteries, only some of them seeming to be online, shooting swarms of flying robots as the others laid in flames.

No doubt. This whole attack had Egghead written all over it. As she neared the top of the wall, she was able to spot the strewn-out piles of what looked to be badniks that failed to get to the facility before being destroyed. The thing was, there were several robots were very different regarding style. They didn’t bear the mark of Eggman like the rest did, and they held much more geometrical shaped than the normal oval-shaped ones. Sticking out like an earth pony in Cloudsdale was the G.U.N. logo on their sides.

“So, G.U.N. uses these things too, huh?” she questioned herself. “Talk about scraping the bottom of the scrap barrel. What’s so great about these things anyway? Everypony seems to have them now.”

She felt it was best to ignore that for now and make her way over the wall. Couldn’t get distracted now.

“…ugghhh…”

She stopped, her ears perking at the raspy groan she heard from below. She looked down at her side of the wall. She gasped. She had been so focused on the battle inside and the surrounding mess of bots that she didn’t notice what laid at the gate not too far from her. It was one of the guard checkpoints; several human bodies spread about the road before it, some even laying among some destroyed robots in the gate itself, which looked to have been blasted straight through without a second thought.

In a panic she flew down, going for the closest human to her, her breath already starting to pick up at the sight of them all. They all wore what looked to be body armor over a black cloth that covered the entirety of their bodies. Many of them wore black helmets, a forest-green glass visor covering their eyes while leaving their lower faces uncovered.

She rushed to the one in front of her, the soldier lying flat on his back with his weapon at his side. “Hey! Are you alright?!” she yelled at the downed man, receiving now answer in response. “Come on! Tell me you’re alive or something! I don’t need to be dealing with that right now!”

Rainbow’s panic-stricken eyes scanned the human or namely his attire. He was entirely messed up. His body armor looked just short of falling to pieces, several precise scorch marks lining each piece. Whatever hit him, it hit him hard and fast.

She pressed her ear to his chest, checking for any sign of life as a cold sweat went down her cheek. Thankfully, she heard the steady beating of his heart through the thick clothing, a sigh of relief escaping her as she fell back on her haunches.

“Thank Celestia for that…”

“…uggggghhhh…” she heard the groan again.

She instantly looked to its source, that being another soldier. This one was right next to the gate, propped up with his back against the wall, his head slumped over. She picked herself up and flew over to this one, putting a hoof to his shoulder.

“Easy buddy,” she comforts to the best of her ability. “What happened here? Do you know?”

She just got a slurred groan as an answer, his head having trouble staying upright. She got a good look at his body armor and helmet. Just like the last guy, both were in bad condition, several damaged bits just falling right off. His helmet was in very poor shape. It had been dented in several places, and part of the visor had a huge glaring hole in it, his right eye open to her. This led her to his face and the blood that was slowly running out of his nose. She couldn’t help but wince, knowing how those could feel from her many incidents during flight.

“…it…came out of nowhere…” he stuttered, his speech still uneven as he went in and out of consciousness. “…it went…right through our defenses…that…hedgehog…”

With that, his head slumped over again, him finally losing consciousness, but to Rainbow’s relief, he didn’t…well…move on.

‘A hedgehog?’ she wondered, wondering what he meant. ‘It couldn’t be Sonic, could it? Why would that knucklehead break into this place? Isn’t he trying not to get locked up? But…he couldn’t do anything like this…could he?’

She felt she wouldn’t find those answers here, and she had no idea what she could do for any of the pon—uh, people out here. If only more than one pony could come through the gate. Having Twilight here working with her would’ve been alleviating. She could’ve done some magic mumbo jumbo to fix them all up in no time. But for now, she just needed to get to the bottom of all this.

More explosions were heard from the inside. She could see smoke rising not too far away. The smell of fuel was evident enough in the air. She took off over the wall, stopping to look around the area. True to the smell and sights, many things were burning on the inside of the compound. Now she wasn’t an expert on human engineering, but just going by looks, she was staring directly at an airstrip. Many flying machines, geometrical vehicles, and robots were scrapped and scattered along the ground, either in pieces or burning husks.

What caused all the damage, she couldn’t tell. The alarms were still blaring at their loudest; a noise she couldn’t help but want to shut out due to its repetitiveness. Although, there was another noise, one that was fresh and new. She looked down, past all the broken machinery and to its source.

“OUT OF MY WAY!!!!!!” the shrill voice echoed, alerting Rainbow immediately to its owner.

If the pink spec in the distance was anything to go by, she knew exactly who it was.

“Amy?!” she loudly questioned, but to herself more than anypony else. “What the hay is she doing here?!”

She couldn’t dwell in it, seeing what the hedgehog girl was facing against as she ran forward, large hammer in hand. Three bipedal robots flew towards her, all of them bearing their weapons and the G.U.N. logo on their shoulders.

“Oh, pony feathers!” Rainbow swore, rushing forward in a burst of great speed.

In a matter of seconds, she had closed the distance, all three of the robots immediately shooting their heads to her. Heh, so she was the bigger threat of the two huh? Rainbow couldn’t help but chuckle. Smart of them to think so, but foolish of them to think they stood a chance!

Rainbow reared back her hoof, ready to put some clobbering into these tin ca—

All of the combatants stopped suddenly, all looking on in a mix of terror at the change in development. Rainbow’s eyes widened, and the two of the robots shot back to look at Amy instead of the blue pony. The third robot? Well, it was now in what looked to be a gazillion pieces of scrap, all flying away from the impact of Amy’s hammer. The red tick on the hedgehog’s head was all too visible, a yell of anger heard from her as she sent all the pieces flying.

“Where…is…my…SONIC??!!!!” she yelled, her pupils shrunk into a contorted bloodshot face as she looked straight at the next robot.

Rainbow was frozen by fear, pure, unbridled rage facing her down. A cold shiver was sent down her spine, those eyes locking with hers as her pupils shrunk to a similar size. Sadly, it was this fear that locked up her mind and wings, not realizing she was still sailing forward at full speed. With both friends going wide-eyed, Rainbow slammed into her.

It and was a rough tumble, the two skipping off the ground one another. They went a few meters before coming to a stop, both girls laying on their backs, Rainbow laying crossways to Amy’s torso.

“Uuuuugggghhhh…” they both groaned.

Amy was the first to recover, taking a hand to her head as she winced. What had just hit her? If she wasn’t seeing things…

She looked up, feeling the weight of another across her stomach. ‘”R-Rainbow?!”

Meanwhile, Rainbow had yet to register her words. She was on her back, looking up at the sky with spinning eyes. Wonderbolts were circling around her as the world seemed lucidly exaggerated.

She felt somepony pick her up by the shoulders. They shook her, helping to alleviate the daze.

“Hey!” Amy shouted. “Rainbow Dash! What happened?! Why are you here?! Come on, say something!”

The pony shook her head. The double dimensions faded from her eyes, finally focusing on the pink hedgehog before her.

“Oh, heeeyyy Ames~” she slurred, still not completely recovered. “Why are you here…and since when did you have a twin sister?”

Amy’s expression changed to that of a questioning one. “Uh…what?”

The dizziness slowly faded, Rainbow blinking a couple of times before coming to her senses. “What…what just hit me?”

“I would have to ask you the same thing,” Amy said, a smile forming before she went in to give the pegasus a big hug. “We’ve missed you!”

Rainbow returned the hug with a smile of her own. “Hehe, I’ve missed you guys, too. Sorry for not keeping in touch.”

The two parted. “You’re here now though. That’s what counts in the end.”

“What the hay are you doing here though? Isn’t this supposed to be, oh I don’t know, a super-secret base or something like that?” Rainbow asked.

Amy blinked in thought; a realization hit her. She gasped. Oh no! That’s right! I’m supposed to be saving Sonic right now!”

“Sonic?” Rainbow piped up. “What about him?”

Amy took this time to reach for her hammer. “I don’t know all the details myself. All I know is that these guys are keeping Sonic locked up in that base. And they’re keeping him locked up away from me!”

Rainbow shrunk back. ‘So, Sonic really was locked up, even before I got here? But…why? What the hay did he even do?’ She narrowed her eyes. “Then you can count on me, too,” Rainbow jumped up. “Leave it to the world’s fastest flyer to save the world’s number one knucklehead.”

“Hey! He may be a knucklehead, but he’s my knucklehead!”

Rainbow felt a single sweat drop. ‘She’s confident I guess, although I think that may not be enough for what she’s trying to do,’ she thought.

She was taken out of her thought by the clanking of metal feet, now remembering the two robots that stood behind them.

“Kind of forgot they were there,” Rainbow mulled.

“They won’t be for long,” Amy threatened, brandishing her hammer over her shoulder.

Rainbow chuckled amusingly. “Just seeing all that you did so far, I don’t think we have anything to worry about.”

Amy inquisitively looked at her. “What do you mean?”

This response prompted Rainbow to look at her, inquisitive herself. “Ugh, the front gate. The robots. All the things on fire out there. Call me crazy, but I kind of thought you might’ve had something to do with all during your…” she stopped, not sure if she should even mention that part. “…moment.”

If she was curious about the last part, Amy showed more confusion to the whole question rather than just that. “None of that was me.”

The pony raised an eyebrow. “But…they said it was a hedgehog.”

“It wasn’t me though,” Amy defended. “It was all like that when I came through here. And it couldn’t have been Sonic either.”

That didn’t make any sense then. Sure, the words of a guard who’s out of it may not be all credible. But…she couldn’t shake the feeling that he spoke the truth.

The robots readied their weapons. The clicking of their barrels sent out a wave of tension to the two girls. Rainbow flared her wings while Amy took her hammer back up, ready for whatever came.

Well, nearly everything.

One of the robot’s red eyes traveled away from the girls, right to something away from them. It beeped an intelligible command to its partner. It too looked to where the other looked, and without warning, they both started shooting.

Rainbow and Amy jumped, expecting those shots to be for them. That wasn’t so, as they fired somewhere off to their right and before they could properly react, one of the bots exploded.

A blur shot straight through it, rushing around to the other one. The surviving bot took to the air using its feet repulsors. It was in quick retreat from the blur that just barely missed it. It shot its weapon wildly. Flying over the girls as they ducked under it and its attack.

It wasn’t the only thing either.

The blur instantly changed course from one of evasion to that of aggression. It zoomed over their heads, Rainbow catching just a faded glimpse of a pair of white and red shoes.

The second robot didn’t stand a chance as the blur tore its head off. Its metal body went instantly limp, the blur shooting upward before slamming itself and the bot down to the ground. Amy and Rainbow were forced to shield their eyes as the machine exploded into many tiny pieces.

“What’s going on?!” Amy shouted in fear and confusion, coughing as some smoke reached her lungs.

“I have no idea!” Rainbow responded. “What even was that?!”

“I’m not sure, but…didn’t it look an awful lot like—”

Amy stopped herself, uncovering her face as she felt a lump stop in her throat. She looked to the now smoking combat site.

“Hey, Ames?” Rainbow questioned. “Something wrong?”

She looked at the site as well, gazing at what was left standing. In that second, she couldn’t help but feel a sense of ease—and for some reason, a hint of giddiness—that arrived upon doing so. Her hedgehog friend on the other hoof had the face of someone who just stumbled upon a mountain’s worth of bits.

“It—it’s Sonic!” Amy exclaimed with exuberant glee.

True to her words, the smoke resonating from the smoldering remains of the robot reviled a dark silhouette standing before them. Exactly in the shape of a certain speedy hedgehog.

Amy dropped her hammer with a resounding thud. “Sonic!” she shouted, outstretching her arms to hug her ‘boyfriend.’ Rainbow also ran forward, a similar smile on her face. While she wasn’t as jazzed up as Amy, that didn’t change the fact she was glad to see a friend.

A friend…

Never in a million years would she have thought that Sonic would’ve been put in that kind of light. Yes, he still had those annoying tendencies of his, like that dang nickname. But…she had partially learned to deal with them, somewhat. And now, she can’t help but inwardly laugh at how ridiculous she was before with him. After witnessing first-hoof how he was willing to place her life over his own…

Amy ran into the smoke, brushing most of it aside with her presence. She instantly wrapped her arms around Sonic, feeling that she was hugging him from behind.

“Oh Sonic!” Amy cooed, “I knew those scummy government guys couldn’t keep you away from us! I’m sorry I took so long to save you! I promise I’ll try and make it up to you somehow! With something big!”

Rainbow couldn’t help but grimace at how mushy the pink hedgehog was right now, but that’s not what caused her to stop in her tracks. She didn’t know what it was, but something was off. Sonic hadn’t responded the way she thought he would. In fact, he hadn’t said a thing this whole time, and he was unnaturally calm to Amy’s advancements. She moved a little closer, narrowing her eyes.

“A-Amy?” she asked, a strange sense of dread in the air.

The smoke was clearing up, the figure finally starting to be shown in full. Rainbow froze, her gut fear realized.

This was not Sonic…

First came the color of his fur, which wasn’t the color blue that she’s come to know. It was black, like coal. His quills were long, all of them sticking upwards on the ends. Red stripes were lining them from their bases all the way to their tips. His gloves were still white, but they had accented bills on the wrists, a gold ring holding each of them on. His boots were similar, a smooth white top with a mix of red and black accents. His arms and legs too had pointed red stripes along them.

Amy by now had stopped her mushy exclaims. She must’ve seen something was wrong as well. She finally looked at the figure she was hugging, albeit a bit looser now. Her nervous shudders were near audible as she looked up to the hedgehog’s head.

For her eyes to meet with a single crimson one, the sharp eye peering at her over the shoulder.

She let go, slowly slinking away from the mysterious hedgehog in fear. “Y-you’re not Sonic…”

The hedgehog’s eye narrowed the second she dropped Sonic’s name. He turned to them, but only about halfway. This allowed Rainbow and Amy to get a good look at his face and torso. Like before, his eyes were sharp, menacing, and unforgiving. Another pair of red stripes highlighted the very edge of them. One of the stripes from his center quills reached up and over his head and ended in a point. There was a tuft of white fur stood out on his chest, not as cumbersome as Silver’s looked, but still more than Sonic’s bare chest. And just noticing the glow, Rainbow spotted what looked to be a green-hued Chaos Emerald in his hand, it’s seeping warmth reaching her chest.

The black hedgehog had an expression of mild annoyance, but hints of curiosity and judgment were also part of it.

Rainbow could hear the shock from Silver through the communicator. “T-that’s Shadow!”

“Who?” Rainbow whispered.

She saw the hedgehog’s—Shadow’s—eyes dart to her. She felt the need to shut her mouth, not sure if he heard what she said or if he just noticed the movements of her lips. Either way, she felt petrified under his gaze. He held it on her for nearly a minute before loosening his gaze, but only to scan them both.

Rainbow slowly scooted up to Amy. “Is this guy not with you?” she whispered.

“N-no,” Amy answered, her voice still shaky. Her nervous composure soon vanished to an agitated one, however. “Hey, you jerk!!” What’s the big idea tricking me into thinking you’re my Sonic?! You better have a good way to explain yourself! And what’s with that nasty look?! That’s no way to be looking a—”

“Shut up,” Shadow growled.

Amy pressed her lips shut. It was so out of the blue, but with just those two small words both girls could hear the threat that dripped from them.

“So,” he began, his voice serious and as gruff as sandpaper, “you’re both of that annoying blue hedgehog from before?”

Rainbow silently gulped and stepped up. “What if we are?”

He huffs at her answer. “Pathetic,” he says simply as he closes his eyes. “Whatever you’re here for, just get off the island before you get yourselves into trouble you don’t want.”

“What was that?!” Rainbow growled, her anger starting to take over her uncertainty.

With another huff, Shadow just turned around, walking away from the two as he made his way to what looked to be the entrance to the facility.

“Hey!” Rainbow shouted. “I’m not done with you buddy!” She flared her wings and dashed forward. She circled completely around the black hedgehog, planting herself further down his path as she stood her ground.

“Out of my way,” he said calmly, only with hints of malice tainting it.

“Rainbow! This is a bad idea!” Silver hastily warned.

She ignored his yells and focused only on the one in front of her. “Not a chance! You think you can just show up and leave without so much as an exp—”

“Chaos control,” he said, holding up the Chaos Emerald as it brightly glowed.

Her stomach suddenly churned, the world becoming distorted and painful to look at, all due to the quick flash of negative coloration that covered it all. Shadow at this point was now gone, and before she could start looking for him, she lurched over in pain. She felt her lunch nearly come up with her air, having to grip her stomach after something had struck her. But…what?

She winced as she looked over her shoulder. She was astonished to see Shadow behind now, him still walking away as if nothing had happened.

“Rainbow Dash!” Amy shouted, running up to check on her. “Are you ok?!”

“Oh yeah,” Rainbow winced. “Never better…”

“OOOOOO HO HO HO HO HO HO!!!!” they heard, a hearty laugh resounding from above them.

They both looked up, Shadow stopping in his place as well. Sitting not too far away from them was a very familiar shape and one that both of them couldn’t help but groan at the sight of. Sitting right there in the air was none other than Eggman sitting in his eggmobile, twirling his frizzled stash has he gave them both a toothy grin. Something else caught their eye, however, mainly what changes there were to the appearance of the floating pod.

It was mainly the same when it came to the body, but it was what was underneath it that stood out. It was a retractable claw that was fairly large for the size of the eggmobile. It held what looked to have been a compacted ball of broken robots. The logo on their sides gave it away. They were G.U.N. robots that he held. But for what purpose? Two smaller but similar looking machines came about to float by Eggman, both having similar claws with robots. These, however, were piloted by the two small robots that they’ve seen with Eggman time and time again.

“I see you’ve been introduced to my good friend Shadow,” Eggman laughed. “Don’t take it personally. He’s never been one for friendly introductions.”

“Eggman! What are you up to this time?!” Amy questioned the doctor, helping Rainbow back to her feet.

“What makes you think we’re up to anything?” Orbot taunted, his synthetic voice tinged with humor.

“Well, I thought we were here to grab some Chaos Rubies for the doc’s big plan,” Cubot stated, his voice different from the last time they heard it, having a slurred, idiotic sound to it. “Remember, the cute bat lady already got us that big un’.”

“Yes, but you don’t need to tell them that!” Orbot scolded.

“Shut it you two,” Eggman ordered, instantly quieting the two bots. “Yes, it’s true. We may have a date with some Chaos Emeralds here. But don’t blame me for the damage. It’s G.U.N.’s fault for having them here in the first place instead of just submitting the emeralds to me. Besides, most of it was Shadow’s doing anyway.”

The hedgehog just growled in response. It was obvious that he’d rather be somewhere else right now, whether his annoyance was directed towards Eggman or not was another thing.

“Alright then Egghead,” Rainbow spat, “So you can tell me something else too. Where’s the Ark? That’s what you’re really after, isn’t it?”

Rainbow quickly noticed that everyponys’ eyes had turned to her. Amy’s eyes held a bit of confusion at her question. Eggman’s eyes suddenly got serious, his wrinkled brow furrowing in what seemed to be mixed reactions. But Shadow’s…he was looking over his shoulder again, a simple action that Rainbow couldn’t help but flinch at when she saw it. His eyes were narrowed as well, although his held more agitation than anything, or more of…anger?

“I don’t know how you got that information Rainbow Dash,” Eggman stated, “but if must know, yes, I am. And I’m also very glad to say that we already have its location. In fact, we’ve known about it for some time. It’s just a matter of gathering some utilities before we make way.”

“Utilities?” Rainbow asked. But then it hit her. ‘Is that what this guy needs the emerald’s for?’

“Speaking of which,” Eggman started, turning himself over to face Shadow. “Shadow? Could you be a pal and go check up on Rouge? She’s been taking far too long to get those emeralds from the vault. I feel that our little distraction did its job out here, so we can spare… Shadow?”

Shadow wasn’t even paying attention to him. In fact, his gaze was far away from the current conversation. Rainbow and Amy noticed this as well, and everyone looked to where he was looking.

Shadow had a stern glare stuck to the roof of the entryway in front of him. There was a single lone figure stood atop the building, and it was looking right back down at Shadow, both pairs of eyes meeting one another in a deadlock. Shadow knew immediately who it was. Sonic…

The blue hedgehog stood atop the building, his own stern look staring back at his black counterpart. He was ridged, a sense of seriousness that wasn’t often seen in him. The two didn’t take their eyes off the other for nearly a minute, both of their fists tightened with their stances wide.

“Sonic?” Rainbow stated, glad to finally see the real blue blur instead of a blatant fake, but also perplexed as to his expression.

She heard Eggman growl. “Darn it. I was hoping he would stay locked up for some time. It seems G.U.N is worse at their jobs than I thought. Shadow!”

He still didn’t answer. He was still focused solely on Sonic and nothing else, and the silence he left them with was eerie at best.

“Shadow! Are you listening to me?!” Eggman shouted, floating over to Shadow’s side.

“I hear you,” Shadow said plainly, still not bothering to look at him.

“Then quick having your staring contest with that pin cushion and get serious! Forget subtlety! We need to get to Rouge right now or else we may lose our chance to get the emeralds all together! Unless you’d like to be here when the bomb goes off!”

“A bomb?!” Amy yelped in shock.

“You need to rethink your idea of subtlety doctor,” Shadow scolded. “But I understand.”

“Wait, so you really are with Eggman?!” Rainbow questioned. Even though it seemed so, she couldn’t help but catch on to the disdain Shadow held in his voice as he spoke to Eggman, like he was more annoyed by him than anything, not that she could blame him though. But…why would somepony held a maniac like him?! And just what relation did he have with Sonic?

Shadow just ignored her question, looking at the green emerald in his hand. Eggman and the two robots immediately got closer to him, giving Rainbow and Amy a wide birth. Shadow raised his Chaos Emerald high.

Almost immediately, Sonic planted his foot on the roof and vaulted himself off, diving straight down to them. Likewise, Rainbow too saw her chance. “Hey, you’re not going anywhere!” She charged them.

“Shadow!” Eggman panicked.

“Chaos control,” Shadow stated.

Before either Sonic or Rainbow could strike them a blinding flash of light obscured their vision. It was all just sheer chaos energy concentrated around a single point. Within those last few seconds, the light was gone, as was the group. Both speedsters saw this and did what they could to stop; Rainbow had to plant her hooves down to skid around Sonic, who likewise landed with a skid of his own. The two stopped opposite of each other in the space that once held their foes.

“Darn it!” Sonic swore.

“Where’d they go!” Rainbow asked.

“No clue!” Sonic answered.

“Sonic!” Amy shouted.

Sonic’s face went straight from one of determination to fear, his face grimacing at her voice. He turned around, putting his hands up as if he was going to defend himself from some horrible monster. Thankfully for him, she simply took his hands in hers, squeezing them tight, but still better than one of her deadly hugs in his mind.

“Uh, hey Ames,” he said cheekily. “Did I miss the party or something?”

“Sonic! You were locked up, weren’t you?! How did you escape before anyone could even reach you?!” Amy questioned frantically.

“Hehe, one of my many secrets I guess. Sorry for not waiting for ya,” he sweatdropped.

Amy wrinkled her nose with a whine. “No fair!” she shook his shoulders. “This was supposed to be my chance to rescue you for once! Ohhh, why are you always like this?!”

“Yeah, sorry about that,” he mused. While she was busy shaking him though, he looked over to Rainbow, now seeming to take the time to acknowledge her now that he had the time. He winked at her.

Rainbow smiled at that, but she couldn’t help but raise a brow at his subtle gesture. Was he trying to get something across with that? Then it hit her. It was extremely faint, but Rainbow could make out the hue of white trickling off his fur. Was it…because of her? Did he use that to escape somehow? She remembered what he said all that time ago after beating Chaos, that whatever was affecting him was similar if not the same thing that she feels when she’s around the Chaos Emeralds. The only thing is, he says that he only felt it when she’s nearby. She what does that mean if it’s the Chaos Emeralds that are supposed to be the ones causing it?

“Hey guys!” she spoke up, remembering the situation. “Sorry to burst the reunion bubble so quick, but Egghead said something about a bomb a second ago!”

“Oh no! You’re right!” Amy gasped.

“A bomb?” Sonic questioned. “How big are we talking?”

“How am I supposed to know?” Rainbow said, running up to them. “But I’d rather not be within a feathers distance of this place when it blows!”

“But what about all the people?” Amy panicked. “We can’t just leave them here! They’re not even in any shape to run!”

“Leave it to us,” Sonic assured. “You up for some snatch and rescue Rainbow?”

“I’m sorry?” Rainbow perked up.

“You and I are the fastest here,” he explained. “While you take Amy and get her as far away as you can, I can start taking some of these guys with me.”

“What are you saying Sonic?!” Amy yelled.

“Yeah!” Rainbow agreed. “Are you crazy?! Not even you would make it in time before that bomb goes off! Do you even have a clue as to have many of those guys you’d have to carry?! You’d have to come back ten times over!”

Sonic just put on a smile, a look of sturdy confidence shining in his eyes. But it didn’t fool Rainbow in the slightest. Behind all that, she could see the small hints of doubt and uncertainty in him. He knew what she spoke of was true, and he didn’t seem to want to let her know that.

“Better than doing nothing at all,” he assured, still keeping his smile. “You guys just get safe all right. I’ll be there before you can say supersonic speed. Just have a little faith. Now get going.”

With that, he turned around, already ready to dash off in a blast of air.

“Sonic!” Amy shouted, hoping to stop him.

He did, but for a completely different reason.

He felt himself be pulled back by his arm, a firm grip on his hand. He looked back, expecting to see Amy latching onto him, this time maybe to put him in that hug he dreaded. That wasn’t it at all. It was Rainbow Dash. Her hoof was gripping tightly on his hand, her magenta eyes full of fire and determination, a strong sense of purpose encompassing her.

“H-hey,” Sonic stuttered. “What’re you doing?”

“What do think I’m doing you dummy?” she shot at him. “You must be crazy if you think I’d just sit back agreed to something as silly as that.”

“There’s no time to talk about this ya know!” Sonic responded.

“Then stop trying to play the hero all by yourself for once!” she nearly shouted, pulling him back further as she forced him to face her. “You think I can’t see what you’re thinking behind all that snarkiness?! I finally get to see you again, and you go and try and pull this?! Not happening!”

Sonic blink in mild surprise, not quite sure how to respond to that. It was true. In all honesty,he didn’t see a way out of this situation for him if this bomb was anything like what they imagined. But, it was just that part of him that for once couldn’t let him run away from something. Sure, these G.U.N. guys definitely got their facts mixed up before, mistaking him for Shadow this whole time while the black hedgehog went on a crime spree. But that didn’t mean he could leave them here. A job is a job, right?

“Listen, it’s you and Ames that I’m worried about right now,” he explained, now serious. “And I can’t just leave these guys. I’m supposed to play the hero, remember?”

“Not when it gets you killed!” Amy shouted.

“No joke,” Rainbow agreed, before sinking into her own thoughts. ‘Besides, you’re the entire reason I’m here you dork.’

“Yeah but—”

“Just stop! Right now!” Rainbow yelled, getting right up in his face. “As you said, we don’t have time for this! And if you’re not gonna listen to reason…then, I’ll just have to knock your lights out and carry you out of here too!”

Sonic was silent at that.

“You know,” he started, “thinking back to what you said, I think this is the first time you said you were actually glad to see me, Colors,” he chuckled, no longer trying to remove himself from her grip.

Rainbow narrowed her eyes, smirking cockily at him. “What can I say, you’ve grown on me. Now come on. If you’re staying to help these guys, we are too.”

Sonic silently sighed. One thing was for certain; you just couldn’t push her away. He doubted he could even try and succeed. He gave her a wide smile, flipping his arm up to where he was holding her hoof in a strong grip, like a reverse handshake. Rainbow was confused by the gesture at first but quickly caught on, all too familiar with the shake from her days at flight school. She did the same, both arms finally settling with strong grips on each other’s hands/hooves, their elbows nearly touching as they pulled on one another.

They stayed like that for a few seconds, not taking their eyes off the other. A gust of wind blew through their hair, some of it getting in Rainbow’s face, but she didn’t react. For the first time since Station Square, Rainbow felt she finally understood Sonic, and how they were so similar. So much in fact that she was surprised she hadn’t come up with his suicide plan herself. But aside from that…well, Silver wasn’t lying when he said this guy as stubborn. Lucky for them both, she was too.

The wind now blew hot, also a bit stronger than before. It broke them both out of their trance, looking up for their faces to be blasted with a wave of heat from above. The whole group shielded themselves, but it wasn’t painful, just surprising. Rainbow got a good look at the new aggressor but was straining to do it, as the light from the sun was wrapping around its body, making a shadowy silhouette. One thing she could see was its general shape, it being in the form of an all too familiar flying machine.

The ground shook, the clouds in the distance parting as the wind blasted out, all followed by the sound of thunder from the flash of light over the island. The bomb had just gone off, giving anyone close enough to Prison Island a beautiful but violent display of fire. Team Sonic and Rainbow indeed did witness it all, although thankfully on an island much to far away from there to be affected by it, aside from the light blast of wind that just reached them as they stared out across the ocean to the mushroom cloud.

“Tails, if there’s anything else you’re great at other than machines, it’s dramatic timing,” Sonic mused, looking back to his sidekick.

“Yeah, sorry about that,” Tails scratched his head. “I had a little run-in with Eggman before I got there. Plus, Knuckles and I were busy evacuating these G.U.N. soldiers.”

The group looked away from the explosion, looking back at Tails who was tending to an injured soldier that was lain across a makeshift bedroll. There were many of them, all lined up neatly in a couple of rows by Knuckles. Most of them were unconscious, the few that weren’t slowly fading in and out of it, most likely not even aware of their surroundings.

The echidna was now gently carrying another one over to the camp, setting him down as he wiped his brow. “Last one Tails. Don’t say I didn’t help you with nothing,” he joked.

“I’m glad you two showed up when you did,” Amy remarked. “I didn’t expect to see you here though, Knuckles.”

He crossed his arms. “I’m here for my own business with Eggman. We just happen to be working toward the same thing.”

“Let me guess,” Sonic laughed. “Old Egghead stole the Master Emerald again, right?”

Knuckles growled, turning away in embarrassment. “No! Well…not directly… It was some arrogant bat-woman. She stole it right from under my nose before I even had a chance to stop her.”

“Really?” Sonic questioned him.

“What? You don’t believe me?” Knuckles asked. “Why’s that so hard to believe?

“Well, are you sure you just weren’t taking a certain liking?” he snickered.

This caught Knuckles’s attention. “What was that?”

“Sounds to me like the lady in black just seduced you.”

“I will punch you!” the echidna threatened.

Sonic knew that his threats were usually backed up with action, so he backed up with his hands up, but an amused smile still evident on his face.

Rainbow snickered as well. She figured Sonic hit the nail on the head with the subtle blush that was on Knuckles’s face. She glanced over to where Knuckles came from with the human. This brought her to gaze at the large machine just a few meters away from them.

“I’ll never stop being blown away by what you can make Tails,” she commented. “This thing is a whole new ballpark.”

Indeed, it was something to look at. It was a jet, much like the Tornado that Tails flew before with the rockets and the X-shaped wings at the front. But that’s where the similarities ended. Not only was it an entirely different design, but it was also much larger than what it was like before. The nose was missing the space it had for a Chaos Emerald and was replaced with a closed off point, the cockpit above that fit to seat two pilots, one behind the other. The wings fell behind that, only to lead to a second cockpit with a similar setup. Then came the body, which held two massive twin engines, a design that was far beyond anything she had seen so far. Right underneath all that was a sizeable storage compartment, just large enough to fit several G.U.N. agents inside. To top it all off, it was a platinum white.

“You won’t find a better machine built by me,” Tails remarked with a smile. “Say hello to the X Tornado! Successor to the Tornado Mk. II.!”

“So, umm, would it be too much to ask if…I can get behind the wheel of this thing?” she quietly pleaded, putting on a nervous smile.

“I would’ve thought you’d want to trust in your own pair of wings,” Sonic stated.

Rainbow jumped, quickly turning to face him. “I mean, of course! Like anything can replace me! I just…it’s so coooooolll…”

Tails couldn’t help but laugh but tried to keep it to himself. “Well, there is one thing that it still has that the old Tornado did.”

He walked to its side, flipping a large handle on the side as a panel opened up, steam pouring out as it did. She perked up as to what sat inside, suspended in an entanglement of wires and pistons.

“That’s a Chaos Emerald!” she exclaimed, gazing at the yellow colored gem.

“Yep,” Tails confirmed. “Only a Chaos Emerald has enough power to keep her running, so I needed to make sure it was better protected than it was with the old design.”

“Plus, even if Eggman has all the other emeralds, he’s still missing one,” Sonic finished.

“Don’t let that be a comfort,” Knuckles interrupted. “Even with one emerald, he can still do a lot of damage. Not to mention he has the Master Emerald too, so there’s no telling what he has planned.”

“That reminds me,” Amy said, turning to Rainbow Dash, “Rainbow, what were you talking with Eggman about back on Prison Island? You said something about an ARK?”

“Ummm,” Rainbow hesitated. She couldn’t just come outright and say how she really knew, otherwise who knows what could get messed up. “I uhhhh…oh yeah! I heard one of Eggman’s dumbots talking about it! Something about being some kind of weapon he was looking for. I thought it was gonna be there on that island.”

“Hmm,” Knuckles pondered. “No, I don’t think anything like that was there. Eggman was there for the Chaos Emeralds, which could mean that whatever it is, it’s stored somewhere else.”

“But what even is it?” Amy questioned.

“If Eggman wants it,” Tails thought, “It must be something big. It’s never something simple with him.”

“By the way, Sonic?” Rainbow called, catching his attention. “Who the hay was the black hedgehog back there? You don’t have some grumpy twin, do you?”

“Heck, I hope not,” Sonic rubbed his head as if he had a headache. “He’s been causing nothing but trouble for me. If he’s working with Eggman, that just makes him public enemy number one in my books.”

“But who is he?” she asked again.

“I tell ya who is he. A faker,” Sonic joked.

“That’s not what I meant, idiot!” Rainbow voiced.

“Guys!” Tails shouted.

The whole group dropped the conversation, looking at Tails. The two-tailed fox was staring intensely at a yellow electronic pad he held in his hands, nervous sweat dripping from his fur. “Come look at this!”

“What is it bud?” Sonic walked up, the others following.

“It’s Eggman,” he answered.

“What?!” Knuckles growled, moving up to get a good look at the screen.

True to his word, on the screen on the pad was none other than the mad doctor himself, a wide and sinister grin on his face. He was sitting in some large control room, although he was so close to the camera that it was difficult to make out the interior.

He cleared his throat, following it up with a bellowed laugh. “Citizens of Earth, lend me your ears and listen to me very carefully.”

“What’s he up to?” Rainbow inquired.

“With Eggman, there’s no telling,” Sonic answered.

“Are we the only ones seeing this Tails?” Knuckles questioned.

“No,” Tails trembled. “He’s broadcasting this worldwide. There isn’t a single person who can’t see him.”

“My name is doctor Eggman!” he continued. “The world’s greatest scientist, and soon to be the world’s greatest ruler. Now, witness the beginning, of the greatest empire of all time!” he laughed. “Behold!”

The group jumped at the sound of thunderous cracking bellowed across the skies. They looked up, a single ball of mass coming into view. From here, it looked to be some kind of perfectly rounded asteroid, little in the way of deformities, however, as it hung far on the edges of the atmosphere. There was a large, dark ring embedded around it, separating two halves. Thunder radiated again, this time one of the halves moving. Finally, with one last crack, the half broke into several pieces, big and small. But it was the other half that everyone’s eye fell to.

“Wha—what is that?!” Amy shrieked.

Tails stepped forward, nearly dropping the pad on the ground in partial shock. “That’s…the Ark.”

“That’s the Ark?!” Rainbow shouted in surprise.

It was unlike anything they’ve seen before. One half of the ‘asteroid’ was still perfectly intact. The other half, however, was completely gone, giving way to a flat surface. Well, mostly flat. It wasn’t an asteroid at all. It looked more like a station. One massive space station! The underside of the asteroid was completely made of metal, two gargantuan turbines situated perfectly on the surface, which was littered with trenches and metal extensions. Along the outer edges extended six massive fins, three on each side. But the centerpiece, a large spire in the very center of the station caught everyone’s attention.

The spire opened up, four corners opening up to reveal a soft, fluorescent green surrounding an inner spire. The flocculating energy pulsed around the parting corners, which only got farther and farther apart. The energy then flowed back to the center part, the green, chaotic light blocking the view from the rest of the station. Then…it released.

In a shocking display, the light shot out, creating a massive beam of green light that sailed across the night sky. The landscape around them was illuminated by the beam, giving sense to its size and power. It continued until it reached its target.

The moon.

It struck the celestial object, the whole sky becoming nothing more than a blinding white light that they had to hide their eyes from. Once it was over, they looked back to see what was left, only to find a third of the whole moon gone. Vanished, the only remnants of its existence being the sizeable crater left behind, scorched, blackened, and message.

Rainbow felt her back legs give out, falling on her flank as she felt her breath catch. Amy held her hands to her mouth while both Knuckles and Sonic clenched their fists in anger. Tails just couldn’t move, the show of power, it was unlike anything he had seen before, even when compared to something like Chaos.

He looked back down to his pad, Eggman no longer on the screen, but his maniacal laughter was still heard. What was seen though was something he wished he hadn’t.

Twenty-four hours on the clock…time was ticking down…

Chapter 22: Loyalties

Chapter 22: Loyalties

Eggman stood from his seat, his insane but ardent laughter bouncing off the metal plating of the Ark's control room. In front of him was the central control conduit for the whole weapon system, a curved screen situated right above an intricate keyboard that wrapped around his chair. Beyond the screen in the center of the room his pride and joy and the key to all his plans. A containment unit, now in use to store the six Chaos Emeralds he had in his possession in a circular pattern, and in the center of that, the Master Emerald. There was still an empty slot that was to hold the final Chaos Emerald, but that was hardly on the doctor's mind right now. Now, he was solely focused on what was displayed on the screen, the Earth's moon now with a new shape. His face was hardly able to hold the smile that he held.

"YES!" he exclaimed. "YES! YES! YES! YES! YES! It's a complete success! Beyond that! The Space Colony Ark is truly a masterful work of engineering! I have to say, I'm quite jealous. My grandfather really was a genius among primitives in his day. To think what he made 50 years ago trumps anything I've made down to the last wire."

"It is a sign doctor," Orbot agreed. "Truly this is your inheritance for the great Eggman empire."

"I dunno," Cubot wondered in a goofy tone, balancing himself on the top of the keyboard. "That Earth looks much bigger than the ball of cheese."

"That's not by any fault of the Ark," Eggman explained. "The weapon was specifically set to use the power of only a single Chaos Emerald. When combined with the power of the rest of them on top of the Master Emerald, it's destructive capabilities are parallel to none. If the rulers of the world refuse to meet my demands, they'll witness this station's full potential first-hand!"

As he finished his little speech, he finally noticed the place Cubot was balancing, seeing how close he was to touching any of the various keys on the board.

With a growl, he gripped the robot around his small body. "And watch where you're sitting numbnuts! I don't want the Earth to be destroyed before they have time to surrender to me!"

He yanked Cubot off the board and tossed him to the side, causing the little bot to slide on his face before coming to a stop. Despite being non-organic and thus not feel pain, he still felt the need to groan in a lucid daze. He picked himself up, his mechanical eyes rolling in his head.

"Don't be so hard on them Eggman," a sultry, feminine voice said above him. "After all, you obviously have a lot to be happy about."

Cubot shook his head, fixing his malfunctioning eyes as he drifted his vision to the figure standing over him, following up the figure's white boots. Pink hearts popped into his eyes upon seeing her. The figure was a female bat, evident by her jet-black wings on her back. She wore a one-piece spandex suit that led into pairs of white gloves and high-heel boots with a magenta, heart-shaped breastplate topping it off and a thick belt on her waist with several unidentifiable tools tucked away in the pockets, ideal for espionage work. She kept on a seductive look that was only amplified by her makeup, mainly consisting of blue eyeliner and lipstick. The hair on her head was a pure snow white, her ears much larger than that of some of the other mobians. This most likely made her hearing that many times greater than the average person.

She walked past the infatuated Cubot with a sway in her hips, leaving the little bot in a seemingly endless trance as he stared off into the distance where she once stood.

"Ah, Rouge," Eggman acknowledged but sounding like he wasn't too happy she was in the same room with him. "To what do I owe the pleasure?"

"Is that a hint of suspicion I hear doctor?" she asked, but more as a statement than a question. "To think you still don't trust me after all I went through for those precious emeralds."

"Don't get me wrong, your assistance in retrieving the emeralds was most appreciate, but don't think that allows you to prowl around my battle station like you own it. You still have a lot to prove before you're an official subordinate."

"You may just break my heart," she feigned sorrow. "And last I checked, I don't believe this was your battle station to begin with. Am I wrong? I was under the impression that it was G.U.N.'s."

"Well, you're half right," Eggman groaned. "But that's none of your business anyway! Now, did you need something, or can I get back to my work?"

"Is this what you call work?" she playfully said, flying up to be level with the monitor. "I wasn't aware you were planning on destroying the whole Earth. Could've just used it as a scare tactic."

Eggman huffed. "It serves both purposes. My little demonstration no doubt caught the attention of every major government in the world. Soon enough, they all might as well be worn around my fingers. Of course, I can't make a threat without a need to back it up. If the world still finds it necessary to resist my rule, they'll be of little consequence. I'll simply blow the whole planet to pieces and rebuild the Eggman Empire from whatever rubble remains. Either way, the great Dr. Eggman will be the one standing on top! It doesn't matter if they're all just piles of ash in the end!" he laughed.

"Sorry if that doesn't sound too charming on its own," she said plainly. She sighed, letting her eyes drift over to the core that was holding the Master Emerald and Chaos Emeralds. "Don't forget our deal doctor," she smiled at him. "Once this is all said and done, I would very much like to keep hold of one or two of those beautiful emeralds. I'm thinking the blue one. It would go well with my eyes, don't you think?" she teasingly asked, blinking her sky-blue eyes at the doctor.

"You'll be compensated for your service," he stated simply. "But I don't want to catch you near those emeralds in the meantime. You got that missy?" he threatened.

The bat couldn't help but lightly chuckles to herself, landing away from the doctor as she walked away. "I've already played my part Eggy. I'll just sit and watch for the fireworks."

Eggman turned around in his seat at that. "Did you just come up here to beg for some jewels?"

"Well, I am a treasure hunter after all," she answered. "I just wanted to be sure all my hard work wasn't for nothing. Don't worry. I won't be far."

She walked off to the exit, keeping her natural sway of the hips. She spotted a figure by the door. Well, more like she knew someone was there the whole time. It's obvious thought that he was aware of that fact, and he just didn't care. Shadow was leaning against the wall with his arms crossed, never having taken part in the conversation as he just watched her pass. Rouge frowned. She could feel that his eyes were on her even as she came to the door, and she had a feeling it wasn't because of her stunning beauty. His sharp eyes were intense, just as they were every other time she's seen them. She opened the door, leaving the doctor and his hedgehog bodyguard behind as it shut behind her.

As soon as she was out of earshot, Shadow huffed to himself, pushing himself off the wall as he made his way over to Eggman. "You know she's not to be trusted."

"I'm aware my friend," Eggman answered. True, she was a valuable asset for retrieving the Chaos Emeralds…"

"Also, an unnecessary one," Shadow remarked.

"…but she has now become more of a liability than anything. I don't think we'll be able to leave the control room without guards while she's here. Even so, I imagine we can find another use for her. As long as we keep a close eye on her, she won't be any trouble. I'll leave that duty to you."

"Of course," Shadow said plainly. He crossed his arms, looking up at the large digital clock that was counting down. "I think you give the humans of this world too much credit. They won't bow to you. They're too stubborn and stuck in their ways to change."

"It's a simple act of generosity. It's just up to them to accept that generosity. If they don't, I'll lose little enough to care."

Eggman stood up from his seat, hands held behind his back as he walked to the observation window. He stopped to gaze out at the massive spire that stood from the ventral side of the Ark, the tower overshadowing every other structure that stood out.

"This station was my grandfather's inheritance to me. He saw the importance of a uniting force to overcome his enemies. It's only poetic that his grandson is the one to take up the mantle! I'll take his greatest creation of Space Colony Ark and destroy all those who dared to defy us!"

Eggman suddenly felt a cold glare aimed at the back of his head. Sweating bullets, he quickly turned around with a nervous smile. "U—uh—second only to you Shadow! Of course, none of this would've been possible without your most helpful cooperation!"

"Of course, doctor," the black hedgehog replied simply, turning to the door. He had more important business to take care of than listen to this human ramble on all day. He needed to make sure that bat didn't try anything that would undermine the doctor's plan. He narrowed his eyes. Of course, by doctor, he meant Gerald Robotnik, the grandfather of this idiot was working with. It was almost unbearable; the product of Project Shadow being reduced to a mere henchman. But it wouldn't matter at all soon. As soon as the Ark's firing sequence was complete—

He stopped, his head jerking up. Eggman froze up at the sudden change in motion, and it didn't help his nerve at all when Shadow suddenly started walking in his direction, a fierce look in his eyes. Thankfully, it didn't seem this was being directed at him. Shadow stopped at the window, looking out at the blue sphere that was Earth.

"Shadow?" Eggman questioned.

"So," Shadow began, his fist clenching as he glared, the doctor swearing he saw a hint of red shining from his already crimson eyes, "they decided to come after all."

"What are you talking about?"

Shadow closed his eyes, almost in a contemplative manner. "That blue hedgehog again…he's got something we need."

Rainbow was hunched over, her stomach feeling like it was weightless as she held her hooves around the safety handles to either side of her. The whole cockpit she was in was just waves around her. All those apple pies form earlier…oh, she was starting to regret eating so many in one sitting. Never…ever…before any other one of these missions…again.

"Hey, you holding up alright Rain?" Sonic questioned.

"Wh…" Rainbow groggily answered, "where's the barf bag…?"

Sonic snickered behind her. "Remind Tails to install those when we get back to Earth."

The way they were seated didn't help with her stomach issues at all. Once they found out how to get to the Ark, Tails managed to find one of Eggman's old bases hidden inside a pyramid. Apparently, it had something they could use to get up there before the day was up. It was easy enough to get inside. Even the massive golem Eggman left for them was of little issue. Now the worst part of it all was their transportation. Rainbow was expecting it to be some kind of teleportation thingy that they could use, or maybe some kind of chaos control machine so they could do the whole time skip thing like Shadow did to her.

Oh, Celestia, she was wrong…

Now she was always up for some high flying, especially at the high speeds she was known for. But she was never prepared for Tails trying to fly the Tornado into space…while having it connected to a massive space shuttle that they found at the base! The bumps from the turbulence alone were enough to convince her to never fly again in her life, at least not with this kid at the helm. Now they had finally broken through the Earth's atmosphere, and they were safely floating through the emptiness of space once more, just like the Death Egg when she first came here.

The other issue came with their seating arrangements. With only four cockpits and five passengers—that being her, Sonic, Amy, and Knuckles with Tails as the pilot—two of them had to double up. Those two being her and Sonic. Current he was situated behind her, leaving enough space to where she could sit in the space between his legs. She had to admit though, it was nice of the guy to let her have the safety handles to herself to hold onto during takeoff, leaving him to hold onto the sides of the seat they were in. That didn't make it any less embarrassing though, and the more she thought about it, the more her blush deepened. She tried to shack off the feeling, but for whatever reason, it just wouldn't leave her alone. Just the thought of her body pressing back against his…he himself seemed oblivious to her predicament, either that or was just wasn't too worried about it.

"You could've gone a little smoother with the takeoff, Tails," Knuckles scolded from the rear cockpit.

"I'm sorry," Tails apologized. "This is the first time I've tried an atmospheric launch with the Tornado. I'm not used to the controls yet. Besides, I haven't tested the Tornado in space flight at all just yet."

"You mean we were a field test just now?!" Knuckles stated in shock.

"You can't blame him for that, Knuckles," Amy consoled. "At least he got us here, right?"

"I mean…yeah. It just would've been nice if he had said something."

"Well don't look now, but we've got an Egghead to crack open," Sonic laughed in a snarky tone.

Rainbow looked on, getting a good view of the Ark that sat before them. It was massive. Much larger than the Death Egg and going by the display that Eggman gave everypony earlier, more threatening as well. Its size cast a long shadow over the planet below them, causing a quasi-eclipse. She looked to the moon in the distance. Never before would she have thought she'd get to see a moon up close like this, even if it was thousands of miles away. She couldn't help but wonder…was it possible to visit Princess Luna's moon as well? She had no idea what would even be up there, but the idea just fascinated her.

Looking back at the Ark, she narrowed her eyes, a sense of uneasiness clouding her mind. There was something up there other than Eggman or that other hedgehog, but it was just hard to place, more so that she was hoping what she thought it was wasn't the case.

'I don't want to believe it, but…it has to be,' she thought. 'I know you're there Zayn…you big jerk.'

"You alright Rainbow?" Sonic asked.

Rainbow shook herself out of her stupor. "Yeah, I'm fine. Just ready to get up there and kick some flank is all!"

"It's about time. I was getting tired of stealing the spotlight all for myself all the time. I need some competition for once," he laughed.

That was a mistake, as he felt the rainbow pony sudden lean back, pressing her body right into his as she roughly jammed his head into the seat with the back of her own. "What was that?! You don't think I can keep up?!"

"I thought we were ok now girly…" he mumbled in pain, most of his words drowned out by the pressure.

"We are," she leered with a smile. "I'm just putting some punk in his place is all."

He deadpanned. "I think I liked it better when you were just some crazy lady I knew…"

As their bout continued, an alarm rung in their ears, all the cockpits turning red.

"What's going on?!" Amy faltered.

"It's the Ark!" Tails answered with fear. "Its defenses are coming online! They must've detected our approach!"

Rainbow finally decided to give Sonic a break, at least so he could breathe, which he did as soon as he was released. "What are we looking at, buddy?" he asked on his first intake of air.

"I don't know where to begin…" Tails shuddered. "I'm getting readings all throughout the station. Most of them are surface turrets, but I'm getting some strange badnik readings too!"

"Come on! How many?!" Rainbow questioned.

"Too many! It's like they're covering most of the station already! I can't imagine what kind of production capabilities that thing has if he really made that many in less than a day!"

"All the more we get to bust up then," Sonic said cockily. "Can you get us in close?"

Everyone heard the audible gulp from Tails's side of the comms. There a long silence for a good amount of time. Eventually, though, he answered. "I can do more than that."

He pulled back a level, a huge jerk to the Tornado under them. "Disconnecting from the shuttle! It's just going to weight us down!"

True to his word, another jerk passed by them, the mass of the shuttle leaving their view underneath them, leaving the Tornado to free-float. "Are you sure this thing is ready for flying in space already?!" Knuckles asked incredulously. "Before you just got done saying how you've never tested it!"

"We're about to find out then!" Tails shouted back, attaching a glass eye-piece over his ear. Almost immediately the tactical data all started to flood into his vision. Enemy placement, power readings, the works. He took a firm grip of the controls, placing his other hand on a nearby lever. "Everyone ready?!"

"We were born ready Tails!" Sonic gleefully shouted. "Colors?"

"My name is Rainbow Dash! And I'm more than ready Pinhead!" she smirked.

"INCOMING PROJECTILES," the onboard computer stated. "SHALL I ACTIVATE AUTOMATED EVASIVE MANEUVERS?"

"No," Tails stated, indeed seeing the plethora of fire heading their way. "I'll take us all the way. You guys may want to hang onto something!"

"Come on," Rainbow rolled her eyes. "How can it be any worse than the takeoff earlier?"

Almost immediately, Tails pushed the throttle forward, an image of the Chaos Emerald power source sending waves of energy to every part of the jet, the once red or yellow meters turning a bright green. The engines kicked in, sending the plane shooting towards the Ark with a trail of bright flames following them.

The sudden force caused Rainbow to fall back into Sonic. They were both holding onto whatever they could, the sheer change in speed causing both of them to go wide-eyed as they nearly sunk into the seat. Everyone else was fairing just as bad, all except Tails, whose focus was solely on what was before him, his body not even realizing the full effects of the actions he took.

"PROJECTILES WITHIN STRIKING DISTANCE."

"I know!" he yelled.

He rolled the Tornado to the right, a stray shot scraping right across one of his starboard wings. Several more followed and he completely upturned the plane to dodge them. A flipped back, pushing the engines to their max as another volley came in, this time a barrage of missiles. He flipped up a switch on his controls, pressing the button now under his thumb. The action rewarded him with a shower of flares firing out from his ventral side. Just as he thought, the missiles were redirected, following the newly found heat sources. By the time they detected the Tornado's engines roaring past them, they were already long gone, the missiles exploding shortly after as they grazed the intense heat of the flares.

Everyone inside felt the jerk of the shockwave from the explosions, everything inside rattling wildly. Rainbow watched as many blazing lights flashed outside the cockpit window. It was an amazing display no doubt. It just would've been nice if she could get a clear look at all. With all the spinning on Tails's end, it was practically impossible to see anything. It also didn't help that a certain queasy feeling in her stomach was now returning and judging by the groans from Sonic and the others, they were fairing no better.

They were upon the Ark now, passing by the spire that was the primary weapon. "We need to get to the base of that weapon!" Tails shouted.

"How are we going to do that?!" Amy yelled in confusion, shrieking as another shot scraped her cockpit.

"Just hang on! I'm going to try something!"

Several markers appeared on Tails's eyepiece, highlighting the badniks lining the exterior of the station. There were so many. But even so, with the Tornado's new upgrades, Tails only smiled at this chance to test them out. Shots flashed in the distance, Tails's pilot instincts kicking in as he strafed the plane past them all. A few hit the surface here and there, that was just a given due to the sheer number of projectiles coming their way. But Tails wasn't an ace for no reason. He was at least able to keep all major systems online, making sure nothing hit anything important.

A single shot sparked across Rainbow's and Sonic's cockpit, causing the two to flinch. "Hey! Watch it!" Rainbow scolded.

"Sorry! Sorry!" Tails apologized, but with little attention to his or her words. All his attention was on what was in front of him.

"Uh, Tails?!" Knuckles questioned, a slight shudder to his voice. "You know there's no opening there, right?!"

The rest of the group looked at where he was concerned. It was true. There was no opening anywhere in the station where Tails was flying to. It was just a flat surface of metal, beams, and surface lights.

"Hey, he's right!" Rainbow yelled. "Are you crazy?!"

"We're about to find out!" Tails stated.

The shots were becoming sparser as they neared the station, the Tornado being cast in shadow. Tails peered at a display to his side. It showed the Chaos Emerald again, working tirelessly to power the exuberant amount of thrust given to the engines. It was surprising to him that they haven't melted under the heat yet. But he was focused on something else; a meter that was slowly climbing from red to yellow, and eventually green.

Tails gulped. He really hoped this would work. If it didn't…well, deep end it was.

The wall of the station was finally upon them, approaching much faster than they would've liked.

"We're gonna crash!" Amy cried, hiding her face in her hands.

"I hope you've got a plan Tails!" Sonic yelled, his fingers tearing holes in his seat.

"Just a little more…" Tails muttered, the meter nearly at full power.

"Turn around! Turn around!" Rainbow screamed, nearly banging on her cockpit window in desperation.

Finally, the meter flashed full, a bright green bar now appearing. "Now!" Tails yelled, throwing another lever.

The second the lever was thrown, the Tornado looked as if it had slammed its nose square onto the surface of the Ark. Everyone was braced for the worst, but it never came. What happened differed greatly from a crash. The entirety of their cockpit windows shined with blinding white light, the whole plane feeling…lighter in some sense like it just wasn't there. Rainbow clutched her heart, her red aura shooting up on its own. She was shocked at the feeling but too distracted by what was going on to bother lowering her aura back down. She knew this feeling. It was so familiar to her, aside from just the obvious energy from the Chaos Emerald. No, this was something more prominent, like, the emerald was releasing a ton of energy all at once, and some of it was pouring into her. Then it hit her. She did know it. This was the same feeling she had whenever she and her friends travel between Equestria and Sol, the same thing that happens when Silver and Blaze do…

"Chaos Control," she stated to herself.

Just as soon as it came, the light vanished, and everyone expected to be right back where they were, a split second away from smashing into what might as well be a small moon. But no. Everything had changed. No longer were they looking at the darkness of space, surrounded by glittering stars. They were now surrounded by metal, now inside a massive square room. All the Tornado's occupants, aside form Tails, were still stunned at the sequence of events. Tails just smiled proudly at himself. It had worked! After all this time, he had finally gotten it to work! Well, he was sure it was going to work this time, but even so, he couldn't help but smile widely at the turn of events.

That smile soon vanished, however, as the Tornado suddenly jerked, the engines completely giving out. Tails suddenly started panicking, the display to his side now flashing red as the thrusters shown extensive damage inside and out. Because of this, the craft slowly started to decline. He gasped, reaching for another lever as he flipped it.

The Tornado jerked even harder, everyone inside jumping partially out of their seats. They could feel the whiplash as the Tornado skidded across the floor, a horrible screech from metal on metal reaching their ears. Rainbow felt herself fly back against Sonic, the straps digging into her shoulders as their speed barely let up. She had a death grip on the safety handles, swearing that she was about to tear them straight from their placements. The Tornado bucked again, the plane rotating to the left as Tails tried to stop it.

Soon, the insane speed seemed to lessen, but that wasn't saying too much. Rainbow gritted her teeth, almost not even having the will to hold on anymore, but too afraid to let go.

The Tornado jerked, and it was sent flying into the air. Rainbow looked out the cockpit window but was both terrified at the rolling and perplexed at the sight of a huge mechanical leg appearing from underneath the body of the plane. The leg impacted with an incoming metal wall… With the sudden stop, the straps over her shoulders broke loose, and the pegasus was flung from her seat.

…

Everything had quieted down now, only the sound of the Tornados sputtering engines breaking the silence. The plane was lop-sided, most of its occupants hanging from their seats. Tails breathed heavily, sweat pouring from his fur as he let himself fall back against the seat, sighing. He looked out the window, a thick metal wall just a few feet from hitting the body of the Tornado, the wings had barely grazed it, several markings showing where they had dragged across it. He craned his neck to look further down, seeing what had saved them. It was one of the legs of the Tornado. It looks like he had activated its battle mode just in time, and not a second too late. Given the success of the previous Tornado's battle mode, it was only right that he should install it on this version too, only this was a much bigger undertaking with its size and newly integrated systems. He was just glad they worked out.

"Hey," he spoke into the radio. "Is everyone alright?"

Several painful groans were heard in response, giving him everything he needed to deduce their answers. Alive, but probably not happy. "Tails…" Knuckles said, threat evident, "If you weren't the only one who knew how to fly this thing…"

"I want to get out now, please…" Amy whined weakly.

Tails sweatdropped, knowing he was gonna have to deal with plenty of angry passengers eventually. He cleared his throat. "Sonic. Rainbow. Are you both alright?"

He waited, but he got no response. "Hey. Are you there? Guys!"

His voice indeed went over the radio, bringing Rainbow out of her daze. She groaned, a sharp pain searing itself on her head. She had flown out of her seat, but she was surprised to know that she had not been ejected from the cockpit by the force of the crash. She winced, trying to lift her head from the hard surface it was against. She opened her eyes, trying to pick herself up, but she was being held down by something. Her vision focused and finally noticed the weight that was on top of her. From the looks of it, he just noticed as well.

Sonic…

The back of her head was against the control panel, likely what she hit against during the crash. Her rear hooves were still partially hanging from the seat, although her flank and part of her back were on the floor. Then came Sonic. When the straps came loose, he must've been flown from the seat as well, as he would be laying directly on top of her if he hadn't caught himself with one arm. Their faces were a mere inch from one another, his breath reaching her muzzle.

Both looked at one another perplexed, almost frozen in place as they just stared at one another. Rainbow felt her face heat up from the close contact, and she just prayed that it wasn't visible, but she couldn't help but feel that it was. She had no idea what to say, or even what to think. She wanted to tell him to get off, but for whatever reason, she just couldn't form the words, like her mind, was just blank. She felt a presence on her hoof. She looked to see it his hand interlocked with it. If her blush wasn't visible yet, her face had now gone full blown red. She must've grabbed his hand in a panic! What made it even worse was the fact that he hadn't let go yet, or even worse than that, she hadn't let go!

He winced in slight pain as he moved. "You alright girly?" he asked, his face not even showing the same kind of reaction she had to the contact.

"I—uh…I…" she stuttered, her mind just going to mush.

"Sonic! Rainbow! You guys alright?!" Tails called over the radio again.

Sonic looked up, finally releasing his hand and picking himself up. "Yeah, we're good buddy. Just warn us next time you're about to do that, alright?" he scolded, but with a chuckle. He looked back down to Rainbow, but she was still stuck in place, her eyes filled with uncertainty and a red flush on her face. He raised an eyebrow, confused to her state. "You're not hurt, are ya?" he asked with genuine concern, lending her his hand.

She jumped at his words, finally broken out of her stupor. She spotted the hand, and she shakily but gingerly took it. "N—no," she spoke, but weakly. "Just…a slight bump from the crash. N—nothing to worry about…"

Sonic popped the hatch on the cockpit, pulling the pegasus up to him. She had to catch herself on him due to the uneven footing, but she quickly moved past the position, the contact from before still fresh in her mind. It was more of a stumble, as her mind just felt like paste right now, but she managed well enough to float down from the cockpit to the floor. Sonic soon jumped down with her, getting a good look at their previous ride while Rainbow kept shaking her head.

He whistled. "Man, we're lucky you installed stilts on this thing."

It really was a close call. The Tornado X was in its enlarged battle mode, the massive legs keeping it propped up off the ground. The left leg was flat on the floor, while the right one was pressed against the wall, that being what stopped them from crashing. Lucky for them Tails must've worked his tails off to make sure they could hold up that kind of weight.

He watched as the other three pulled themselves from their confines, Tails having the easiest time with his two tails. Knuckles was looking more green than red, reminding Sonic of the colors of a Christmas tree, although with a violent shake of the head, he glided down, although down to one knee when he landed, his stomach still not recovered.

Amy came out next, although she had just draped herself over the side of the cockpit, unintelligible murmurs that she was trying to form into words coming out.

"Ames!" Sonic called up. "Come on we got to juice!"

She didn't answer, still slumped over with her face hidden form view. "Oh man," Tails scratched his cheek in nervousness. "I hope I didn't overdo it."

"Overdo it?!" Knuckles yelled. "You could've gotten us killed! How many times do we have to have those close calls before we finally become just a paste on the wall?!"

"Hey hey," Sonic said, putting himself between him and Tails. "He got us here in one piece, didn't he? Never said it has to be a comfortable ride."

"That's not the point, Sonic!"

Their conversation was cut by another moan from Amy, the girl still not moving from her position, that is, until they noticed she was slowly starting to slide over the edge, all to the point to where she slid right out, falling to the ground.

"Amy!" Tails shouted in worry.

Sonic looked at her, dashing over in a blur to catch her in his arms. He breathed out a sigh of relief. "You're not looking so hot Ames," he jested. "You sure you're good for the rest of the trip?"

He received no answer, tilting his head in confusion and a bit of worry. Was she unconscious? He looked over what he could see of her head and couldn't find any injuries, at least none that were visible. Maybe she fainted. Can't blame her. As good a flyer Tails is, he's anything but—

Without warning, Amy suddenly latched around Sonic's neck. He was shocked at the very least, and a bit uncomfortable to find that she was rubbing her cheek on his. "Thank you, Sonic," she happily sung, her eyes closed in content.

"Amy, what…?" Sonic muttered.

"You're always there to save me when it counts," she cooed. "He's a present!" She didn't wait for an answer before she planted a small kiss on his cheek. Sonic visibly grimaced at the contact, part of his muzzle turning a sickly blue. "Uuuhhh…I'm just doing my job…" he groaned with a partially forced smile.

Rainbow couldn't help but look at the action with a similar look. That girl really needed catch on that Sonic just wasn't up for that kind of relationship. Hay, she figured that out from the beginning when she first saw them together. Amy might as well have been one of those fangirls hoping for their Prince Charming to come along and complete them or something like that. She groaned. Now she was just getting flashbacks from when Snips and Snail when Trixie for came to Ponyville. She was this close to just giving the two toadies a hoof bump straight to their dumb little snouts.

Looking at the two hedgehogs now, she couldn't help but feel annoyed. Sonic was trying to set Amy down, but the girl refused to release his neck, doing her best to pull him into a hug. She saw how Sonic was, it was written all over his face. So why couldn't she get that?

Although…

She couldn't help think back to their little incident a couple of minutes ago. Sonic's face might as well have been pressed right up against hers, but he didn't react at all to it, certainly not as he was with Amy right now. Maybe it was just because of the circumstances, but...

'No no no no no no no no no!' she frantically thought, blushing. 'Get a hold of yourself Rainbow! Like he was thinking anything like,' she mentally laughed. However, that didn't make it any easier to think straight, not with that thought now in her head.

Sonic had finally managed to free himself from Amy's grasp, much to her disappointment. He dusted himself off casually and looked to Tails. "So, what's the next part of the plan buddy?"

Tails perked up. "Oh! Right!" he exclaimed. Spinning up his two tails to head back up into the cockpit of the Tornado. With a creek and a jolt, the large mech started to move, prying its right leg from the wall as it righted itself, the floor shaking with each step it took. After it was finally level, he popped out over the edge of the cockpit with a shiny object in his hands. "Sonic! Take this!" he yelled, throwing said object to the blue hedgehog.

Sonic caught it, and the group now saw what it was. The yellow Chaos Emerald that had powered the Tornado.

"You're giving us the emerald?" Rainbow asked. "Doesn't that mean your plane just…doesn't work now?"

"It wouldn't if that was the real Chaos Emerald," Tails smiled.

The group now grew curious and eyed the gem with suspect. Now that he mentioned it, it didn't have the same life-like glow to it as they've seen before. In fact, it was quite dim.

"What is it?" Knuckles asked. "I don't sense the same kind of energy inside it as the other emeralds."

"It's a synthetic Chaos Emerald I made using the real one inside the Tornado as a template," Tails explained. "It doesn't have the same kind of power output as the real one, but that's what I made it for."

"What do you mean?" Amy questioned.

"When Eggman fired at the moon, I did some scans. Whatever the weapon outside fires is supplemented by chaos energy, just like the form Chaos was made of. My theory is that Eggman is using the some of the other emeralds, and maybe even the Master Emerald, to power it."

"But what would a fake emerald get us that we can't just do ourselves?" Rainbow questioned, her brow raised.

"It's just a theory, but if I'm right, if we can insert this emerald with the fake ones, the others may react negatively to it. It could cause a chain reaction and destroy the station outright."

"But it's not a guarantee," Knuckles pointed out.

"No, it's not. But if we can't stop the weapon otherwise, we'll at least have another option."

"Sounds like a plan to me!" Sonic stated, clutching the emerald tight.

"Yeah!" Rainbow exclaimed. "What're we waiting for?! Let's put that plan into motion!"

Tails brought the Tornado about, the floor shaking beneath their feet. "Alright," he agreed, looking at his scanners. "From here, the signature from the closest emerald is coming from," he pointed down to the end of the large room, a large cargo hatch on the other side, "that way!"

"Well," Sonic tossed the fake emerald in the air before catching it again, "lead the way Tails. You're the leader for this mission."

Tails responded with a salute, closing the canopy and bringing the Tornado about. The lumbering machine walked with reverbing echoes off the walls, Sonic and the others following at its side. The carbo hatch at the end extended into a long hallway, and thankfully it seemed that it was just big enough for the Tornado to fit into.

In the time they had spent walking now, Rainbow was surprised they hadn't seen anymore badniks along the way. They must still be looking for them outside, either that or they just thought they impacted with the Ark and that was that. This, in turn, made the trip spent in the halls all the more boring, even more than Twilight's weekly book club that she forced her into. She wanted to stretch her wings after that long flight. She could already feel the tingle of restlessness in them.

Now she and Sonic could've easily made it to their destination in a flash. Although, splitting up so early in the game with the Tornado's engines essentially melted didn't seem like the best idea, especially when it may involve leaving the others behind. Too bad, she was looking forward to meeting that black hedgehog again too, just to give him a little payback for earlier.

That hedgehog. He's been on her mind more than often lately. Silver had shared a bit of information about him before they found the space shuttle. It was hard for her to believe, but according to him and Blaze, he was a…a friend of theirs? Well, she supposed friend was a bit of a loose term regarding him. Shadow. She just couldn't believe that. He was supposed to be one of Sonic's friends, but he was anything but from what she's seen. It surprised Silver and Blaze too, as they had no idea Shadow was even involved in this part of the timeline. That's just great. Another mission of going in blind. Just what she needed.

Still, if it was true that he was a friend of theirs, why was he with Eggman of all people? Surely, he didn't like the guy. Just from their first encounter with Shadow, she could easily tell that much.

They spent nearly half an hour moving down the halls of the expansive station. The Tornado's steps did little to keep them low profile. Strangely enough, they still encountered no resistance. "I don't like this," Knuckles stated. "We've gone too long without seeing any badniks. Does the doctor really think we're not here?"

"Maybe he's just scared," Rainbow chuckled. "Probably tired of us kicking his big egg-shaped flank over and over."

"I don't know," Tails spoke from the cockpit. "According to this, there aren't even any alarms going off, not even for possible security breaches."

"Sounds to me like he's setting up a trap," Sonic smirked.

"But," Amy voiced, "would a trap work if we already know there's a trap?"

"Only if we want to spring it," Sonic laughed. "Which I'm looking forward to doing."

After another minute, they came to a large sliding door, but it was already opened, revealing a circular shaped room on the other side. "See," Sonic said, "he's already inviting us in."

They all stepped into the room, now seeing it was an observation deck, the bright blue planet that was Earth within perfect view. The ceiling was very tall, even compared to the Tornado and aside from the cross guards, the whole floor was made of glass. Tails had stepped on one of the panes and worried for a second that it might break. Thankfully, that wasn't the case. Whatever this glass as made out of, it was strong enough to easily hold the weight of the plane.

"Wow," Rainbow stated in wonder, trotting over to the large window. "This reminds me from when we were on the Death Egg. Umm…is it strange that I'm slowly starting to get a fear of heights doing all this space stuff?"

Sonic heard a snicker from Sonic. "Strange? That's just crazy talk coming from you. Man, Eggman really did go all out with this thing, didn't he?"

"Crazy to think that he managed to build something this large," Knuckles observed. "Forget the Death Egg. We might as well be inside a small moon."

"But that's the thing," Amy pondered, sticking back to gaze around the room itself. "I don't think he built this. Remember, Rainbow Dash? He said he had found it, like someone else made it."

"Yeah," Rainbow agreed. "But who would that be?"

"I'll see if I can pull any records from the Ark's computer," Tails suggested, twiddling with his controls. "We may be close enough that I can remotely hack into its systems, but I'm sure how much."

The group was all by the window, waiting for whatever Tails could dig up, all except one member. Amy was looking down at the Earth through the glass floor. It was a little disorienting, seeing yourself stepping on nothing but the emptiness of space. Even so, there was a particular beauty to it, the soft blue glow of the Earth shining brightly in her emerald eyes. She hadn't been involved in what they were talking about now, so for her, this was her first taste of action outside the Earth's reach. She sighed. It was so unfair. Sonic and the others were so much more experienced than she was with this kind of stuff, she was almost jealous. Well, for more than one reason.

It was hard to say for sure, but…what was with that Rainbow Dash girl? She looks like she hadn't aged a day since they first met. She was only a kid back then; Rainbow seemingly like a young adult at least. Now, she could swear that they were the same age. Not only that but…she couldn't help but feel…jealous of her too…with her and Sonic…

A subtle but heavy click of metal caused her ears to twitch. She shook away the thoughts, looking back.

She gave out a terrified screech, the sound of working machinery silencing her.

The group instantly turned away from the window at the scream. "Amy?!" Sonic shouted with worry.

The group turned to see Amy being held off the floor, her face turning a tinge of blue as a massive mechanical hand clutched tightly around her torso. The hand was connected none other than Eggman's eggmobile, a similar looking arm and hand on the other end with the doctor himself sitting comfortably in its seat as he twirled his mustache.

"Eggman?!" Rainbow writhed.

"Let her go Eggman!" Knuckles ordered, bearing his teeth with a seething rage.

"Nah ah ah," Eggman wagged his finger. He punctuated by having the large hand squeeze, starting to crush Amy's body under the force as she tried to scream. Nothing came out however, her air cut off as tears of pain fell from her cheeks. "Don't take another step forward you vermin."

"Wait!" Tails pleaded, nearly jumping from the cockpit.

"Let's take care of business, shall we, Sonic?" Eggman chortled. "Hand over that Chaos Emerald like a good hedgehog, or else your little girlfriend will be nothing more than a hedgehog-skinned rug."

He squeezed again, Amy now having to shut her eyes to the pain. Sonic gritted his teeth, his fist clenching as he watched his arch nemesis squeezing the life out of her. He looked at the Chaos Emerald, a quick though going through his head. Eggman doesn't know that this emerald is a fake one, while the real one is tucked safely away in the Tornado. He looked to Tails and Knuckles, both of them seeing his subtle but sly smirk. They understood. He looked to Rainbow, nothing but anger and worry in her magenta eyes. She looked back, almost looking for an answer to the problem before them. Sonic smiled knowingly, lifting the emerald up slightly. This caught her eye, and while she didn't get it initially, her eyes glinted with realization. It could work. And if it did, they'd take out two birds with one stone.

"I won't ask again," Eggman threatened. "Put the emerald down right in front of me," he gestured to the middle of the room, "and then back off."

Sonic smirked, gripping the emerald tight. He started walking forward to the spot. "Well, you've turned into a big-time villain doctor," he mused. "Color me surprised."

He stepped into the spot, the area being lit up by the circle of light. He showed the doctor the emerald as if trying to show he wasn't trying anything funny. If only he knew…

A flash was heard behind him.

"Sonic!" Rainbow yelled in shock. "Behind you!"

Sonic didn't even have a chance to respond. A sharp pain was suddenly felt as a hand chopped at his nape, her nerves going out of whack in that instance. His vision slowly went to black, the last thing he saw being a smirking Dr. Eggman and Amy with a fearful look on her face. He fell to the floor, the fake emerald dropping next to him.

"SONIC!" Rainbow shouted in worry.

The new figure stepped over the now unconscious Sonic, tapping the fake emerald with his boot. "A plain fake," Shadow mocked. "Like you could possibly understand the true power they hold." He stepped away, facing the group with crossed arms.

Eggman slowly began chuckling, all until it boiled over into one big laugh. "Hah HA! Excellent work Shadow! I knew I could count on you! Now!" Eggman exclaimed, pulling out a remote control from his vest and pressing the controls.

With a burst of steam from the ceiling, a glass tube lowered down over where Sonic and the fake emerald laid, trapping them inside.

"Sonic no!" Amy screamed in tears.

"Well, I don't need you anymore do I," Eggman stated to Amy. He tossed the small girl to the concern of the room, Amy clutching her side in immense pain. "You know, I always imagined it would end this way my spikey-haired friend," he spoke to the knocked-out Sonic. "You trapped in an inescapable prison as you await your imminent demise!"

Knuckles growled with a burning fury. "You let him go!" he yelled, charging toward the glass cage with a raised fist. He lunged at it, Shadow not even trying to stop him as the black hedgehog just watched passively. Knuckles struck the tube with all his might, but to his surprise, it didn't even crack, or even buckle. "What the?!" he swore, jumping back as he came to a halt. He grunted. "The heck is that thing made out of?!"

"Just a little new invention of mine," Eggman boasted. "I call it diamond glass. Good luck trying to break it, as true to its name, it's harder than even the strongest diamond!"

Shadow just huffed. "Just get this over with, doctor," he suggested. "This has gone on too long."

"You're quite right, Shadow," he agreed, eyeing the remote in his hand, with a wavering finger. "Say goodbye Sonic the Hedgehog!"

"Rainbow!" Silver shouted in the earpiece, nearly deafening Rainbow in that ear. "Don't let him press that button!"

She didn't even waste a second. She flared her wings and shot off to the right, flanking around the tube in a streak of rainbow. Eggman was caught off guard but the swiftness she demonstrated, almost dumbstruck. She readied her hoof to strike, but within a split second, Shadow popped into view, leaving a reddish yellow streak as he passed Knuckles by. They impacted with one another, her front leg and his arm locking as their faces laid inches from one another.

"It won't be that easy," Shadow shot.

She gritted her teeth at the pressure he was pushing back against her. Silver was right; he was strong. Their eyes locked, and her pupils shrunk at what she saw…a flash of red in his eyes, one that flowed out like water. A dark aura covered him head to toe.

'Him?!' she screamed in her mind. 'He's the one who's being manipulated?!'

"HAH!" Eggman laughed. "Nice try girly! Now—"

A shape shot out of the corner of her eye. It was Tails in the Tornado. He had quickly circled around the other side from them, opening up his missile bays and firing them out Eggman. The doctor caught on with an agitated growl, throwing the mechanical arms up to shield himself from the blast. The missiles exploded, the arms getting torn to shreds as the eggmobile careened out of control. The doctor yelled as he was spun about, getting thrown from the vehicle before it crashed off to the side. Eggman skipped off the floor before coming to a halt, laying on his back in a daze as the remote slide away from him.

"Grab that remote!" Tails yelled, already bringing the Tornado to bare on the device.

By this time, Rainbow and Shadow had pushed off one another, both sliding away before Shadow shot a glare to Tails. He scoffed. "Chaos control!" he yelled, his body disappearing in a flash as he was suddenly in front of the Tornado. Tails was taken off guard, not just at his sudden appearance, but when he struck the Tornado's leg with a kick, causing the large machine to veer off course and nearly trip over itself. Tails grunted as he was thrown about, but he held strong and took aim at Shadow. The hedgehog was in his sights, crosshairs aimed true. He fired, a flurry of shots coming from the Tornado's forward guns. Where it looked as if he managed to score a hit, Shadow suddenly vanished again. Tails gasped but froze still when he witnessed Shadow appearing right on top of his cockpit, a heated, red-eyed glare bearing down on him.

"Get over here!" Knuckles shouted, Shadow turning just in time to evade his punch with a simple turn of his body. Tails watched as Knuckles flew over him. Knuckles caught himself on the body of the Tornado and turned right back to face the black hedgehog, who just looked at him with an almost bored expression. He threw another punch, but Shadow just dodged again, flipping over Knuckles as he threw a kick. Knuckles blocked it but was surprised by the amount of strength behind it. Not that it mattered though. He was still stronger.

The two clashed for some time, although it mostly just consisted of Knuckles taking all the punishment as Shadow perfect countered every one of his punches. Knuckles soon felt his heel slipping off the side of the Tornado, Shadow coming at him again with a readied strike. He struck Knuckles in the stomach, sending the echidna into the air. Knuckles coughed profusely, watching helplessly as Shadow jumped after him still, readying a kick.

"Over here ya Sonic wannabe!" he heard Rainbow shout, her voice getting closer with each word.

Shadow grunted in annoyance. "Chaos Control!" he shouted again, flashing away as Rainbow's punch sailed by.

"Pony feathers!" she swore.

"What're you doing?!" Knuckles scolded, as managed to somewhat rough glide down. "Don't let him know you're there!"

"I thought I could distract him!"

Knuckles was about to rebuttal but stopped himself as he looked above her. "Above you!"

Rainbow shot her gaze upward, spying Shadow who was starting to fall to them.

"Chaos Spear!" he announced as he swept his hands across the air. Rainbow was taken back, as several yellow spear-like missiles manifested from his hands. They approached quickly, and she was getting ready to dodge them. Just as they came upon her, however, they diverted around her, passing her by completely. She was confused. He couldn't have missed that badly, could he?

She turned around, her eyes going wide. They weren't for her. They were for the Tornado, for Tails. Before any of them could do anything, the spears struck the left leg of the mech, all of them exploding with a furry. Tails shrieked as the Tornado suddenly began falling over, the leg completely gone and leaving the plane with nothing to stand on. It crashed down with a mighty quake, sending Tails flying from the cockpit.

"Tails!" Rainbow panicked. She grit her teeth in rage, turning back to Shadow. He was still airborne, shocking to see since he didn't have any wings. She noticed the subtle glow from his boots, small jets on the sole that kept him afloat. "You're gonna regret that buster!"

She charged him, quickly trying to close the distance as she readied a buck. He just huffed. "Like you can do anything to change an outcome that was already decided," he taunted. He curled up, going into a midair spin dash as he flung himself at her. Her hooves collided with his spinning body. Their collision resulted in them both getting pushed back, a small shockwave being felt throughout the room.

Shadow grunted. This was more troublesome than challenging. Although he had to admit, this pony had some skill to her. Not compared to his own by any means. She was more on par with that blue hedgehog than anyone else.

He quickly scanned the room, able to see all his opponents with one glance. The echidna was helping out the fox, who was still recovering from his plane crashing down. The rainbow-haired pony was still engaged with him, already gearing up for another mad rush at him. But there was still one missing, one he couldn't see.

"The girl," he muttered, seeing Rainbow coming at him.

"Take this!" she shouted as she threw he punch.

"I don't have time for you," Shadow told her, leaning back in the air as the punch flew over his stomach. He brought his leg up, kneeing her in the stomach. He could see the pain in her face as she choked. She was disoriented for now. "Chaos Control."

Light consumed him, and in that split second, he flipped back up and was on the floor. The light vanished and in front of him was the pink hedgehog, a look of fear and shock on her face. He took his hand and grabbed her by the neck as she ran into it. He lifted her off the floor, his heels skidding to a stop as they nudged something. He looked back very quickly, seeing he had bumped the remote as he teleported, the small device sliding to the other end of the room. So that's was what she was going for.

He looked back at the girl, her hands going to his as she struggled to get free. Weak and pathetic, just like the rest of them. He heard a thud, prompting to turn to the group before him. The pony looks to have landed despite his strike a second ago. Her breath was uneven, her body fatigued. Perfect. It would make this next step easier.

Shadow presented Amy to them, making sure they could see his hand gripped around her neck. "Give up, or else," he threatened, narrowing his dark eyes.

"D-don't do it…" Amy struggled, choking through every word. "S-Sonic will—" she was cut off, Shadow hand tightening.

"Let, her, go," Knuckles seethed, bearing his fists.

"If you value this girl's life, you'll surrender, right now. If not, her life will be snuffed out with a simple twist of the wrist."

"Y-you…" Rainbow muttered, paralyzed. Not with fear, but with great apprehension. What were they supposed to do? Give up? But if they didn't, Amy would…

The group was silent, unsure what to do or say. No one moved, the air hanging heavy with tension, the only sound being the hum of the station and the sound of Amy's horrific gurgles. Shadow must have gotten impatient. His eyes glowed with an evil aura, his hand tightening further, causing Amy to be silenced completely, her life nearing its end.

"Darn it," Knuckles swore. "Fine! You win…"

Rainbow looked at him, shocked. "He what?!" she shouted. "You can't be serious!"

"What can we do?! Huh, Rainbow Dash?!" Knuckles spat, putting his hands up in surrender. "If we try anything, Amy won't last. I hate it too, but I'm not an idiot when it comes to a friend in danger!"

"He's right, Rainbow," Tails said, downtrodden as he raised his hands as well. "He's got our backs against a wall. Without Sonic, we don't stand a chance right now."

"Yeah, but…" she stopped, not even sure how to properly respond. "…this was to help Sonic…wasn't it…?"

They didn't get to talk further. The clanking of metal feet indicated one thing: badniks. The metal minions rushed into the room, passing by Shadow and Amy as they bore handcuffs. "HANDS WHERE WE CAN SEE THEM!" the lead one ordered.

It was hard for them, their faces said that much, but with great reluctance, Knuckles and Tails extended their hands out, the badniks wasting no time in slapping the cuffs on them. Rainbow herself was having a harder time. There had to be someway out of this. There had to be. They had fought through worse than this.

"HANDS UP!" the bot ordered again.

"They're hooves bolts for brains," she muttered under her breath, reluctantly raising her hooves. They instantly cuffed them. The cuffs were heavy, and it made it awkward to stand with her front legs so close together.

There was stirring at the back of the room. Low and behold, Eggman had managed to recover from his daze, a large red bump on his bald head. "Miscreants," he spat, rubbing the spot as he walked to Shadow. "You seem to have handled yourself well."

"Of course," Shadow boasted, finally throwing Amy down, the girl coughing profusely. "Get up," Shadow ordered, crossing his arms.

She didn't respond. Whether it was from a lack of awareness, he didn't know.

"I said get up!" he ordered again.

After some time, she did so, but not because he said so. She near jumped up, a single angered fist flying right at Shadow. It never made its mark, as Shadow simply backhanded the girl on the cheek before it landed. She fell back to the floor, her hair a mess, her arms shaky. Without waiting for her this time, two badniks walked up and picked her up by her arms, cuffing her shortly after.

"Very punctual, Shadow," Eggman said with a congratulatory glee. "I knew I could count on you. Now, where is that remote?"

Rainbow tried moving in her cuffs, seeing that Amy wasn't in direct harm now, but they were too restrictive to move right. "Darn it," she swore under her breath. This was bad. Knuckles looked like he was trying to pull apart his pair now, but it was no use. Whatever these cuffs were made from, they must be strong if even Knuckles couldn't break them.

She looked to Shadow, the dark hedgehog staring right back at her. Her blood was boiling now. She just couldn't sit like this. She tried moving again, nearly dragging her hooves across the floor.

"Just give up," she heard Shadow comment.

"What was that?!" she spat.

"Give up," he stated again. "You already tried to change the future, but you failed."

"Show's what you know! Don't know if you've heard, but I don't give up, not when I have friends to protect!"

Shadow scoffed, clearly unimpressed by her statement. "You're weighed down by that same weakness: your want to protect your friends. You failed because you put too much trust in them, just like how they put too much trust in you. They only end up getting in the way, ties being just burdens."

"What are you talking about?! I do trust all my friends, even those that aren't here now! I trust them all, and they trust me! My friends here, I trust them completely! And…I trust Sonic, and I hope he trusts me! But guess someone like you doesn't understand the importance of loyalty!"

"I already have my loyalties," Shadow rebuked. "Don't act as if you know me. Friends are worthless. You'd do best to learn that."

Rainbow seethed. It was one thing to insult her. It was something else to insult her friends, those she loved, those she wished to protect with her life. She was the element of loyalty! To ask her to forget her friends would be worse than anything she could imagine.

"Stop acting all big and tough! If I had to guess, you never experienced what it was like to want to protect someone you love! You don't even show emotion! Just acting all moody and…what? Edgy?! You don't even know what friendship is like!"

The red in his eyes seemed to flare at that, his breath seeming to hitch. "You're this close to seeing what I'm like when I do decide to cut loose," he glowered, voice coated with venom as he turned away, Eggman seems to have found the remote. "Worthless pony. You can watch as your 'friend' perishes in space."

That last part stuck with her for a few seconds more, and something in her ticked, like a feeling locked in the back of her mind, just let loose. Never in her life did she think she'd hate somepony more than this hedgehog in front of her. Everything he spat was just…wrong! Stupid! Give up on her friends? On the very thing that made her, her? Not only that but to have the gall to threaten them, having no qualms about ending their lives without a second thought. It was infuriating. She felt her hoof scrape against the floor hard, not caring of the pain she felt to it.

"Everything you just said was wrong," she muttered, not caring if he heard her or not. Shadow must've not cared enough to answer, but he did turn around.

He raised a brow, something seeing off about the pony in cuffs. The others must've noticed too, as they were all mesmerized by the deep red glow that was slowly encompassing her body. It was like a gently rising fire, so much heat being generated that waves were beginning to form in the air. He felt a pulse, looking down at the Chaos Emerald in his hand. It was glowing brightly, more than usual, and he wasn't even using it. "What is this?" he questioned himself.

"I don't care what you have to say about me, or what you threaten to do to me…" Rainbow spoke, her voice sounding much more mature for her kind of talk. "But there's just one thing that you never do or say in front of me you dumb hedgehog…"

The aura rose further, Eggman now taking notice of it. "What is this?"

It was now swirling around her like a miniature tornado, Shadow's fight or flight instincts actually kicking in for once. Just what was—

A loud snap was heard, Rainbow's head flying up to reveal her eyes. They were no longer magenta. They were a deep red, a certain sparkle to them as it flowed from her pupils.

"What?!" Shadow questioned.

"You never tell me to give up on friends!"

Like that, the cuffs broke, to everyone's great shock, especially the likes of Knuckles. Not even he could break them, but all of a sudden, she could?!

They didn't even get a moment of contemplation. She was gone in a blur, leaving behind nothing but a red flowing aura in her wake. Shadow was the one taken by surprise the most, as before he even knew it, a sharp, unbelievable pain shot through his cheek, Rainbow's hoof striking it with tremendous strength. Rainbow's teeth were bared, her pupils shrunken to near nothing. This was the only time Shadow had ever been struck in such a manner. In truth, he was shocked.

He tried to respond, but something was happening in those short few moments. A white light was slowly taking up his vision, all to the point of near nothingness as her hoof pressed further into his cheek.

Shadow…please…

His vision flashed back to normal, time slowly drifting back to normal. "Maria…" he stuttered, not even realizing he was starting to clutch his fist.

The punch sent him flying backward, but Rainbow wasn't done. She flew after him, readying another punch. Her mind just felt blank right now. She was focused on one thing and one thing only. Beating this guy into the ground, even if it cost her life to do it. Her punch flew true, aiming straight for his head again.

"Chaos control!" she heard him shout, his voiced raised much more than it had been up to this point.

She expected him to teleport away, to reappear somewhere else like all the other times. Not this time, however. An all too familiar feeling came over her. A sense of weightlessness and nauseating wooziness. The entire room suddenly became coated in negative colors, everything looking to be black and white with hints of colors that were harmful to her eyes. Above all else, she felt frozen, just hovering in place, unable to move an inch.

Shadow was no longer flying backward. He was now standing up straight, still able to move and eyes full of fiery hate. He disappeared in a blur. She suddenly felt several strikes on different parts of her body, small blurred fists impacting with her skin. They didn't feel like full punches, however. They were more like jabs that hurt initially but left no lasting feeling.

In that split second, Shadow reappeared, his hand raised with his middle finger touching his thumb. He snapped them, his gaze never leaving hers. The second after that had to have been the most excruciating moment in her entire life. Time suddenly returned to normal, and all the colors of the world returned. And like that, she felt herself getting pummeled. All those fists from before, it was like they were all hitting her at once, her face, stomach, back and everything else getting repeatedly and repeatedly attacked with unrelenting force, the strikes moving too fast for her even to see them.

And like that, it was over. The strikes vanished, and so did her aura. She fell to the floor with a thud, but she never felt the impact. Her eyelids were heavy and swollen, her entire body wracked with lasting pain.

"Rainbow!" she heard Tails yell, but it so hard to hear him, like he was in a tunnel with a constant ringing in her ear. Tunnel vision started taking over her, her eyes only able to see the unconscious form of Sonic in the tube.

"S…Sonic…" she muttered, not even sure if she was speaking right or not.

She felt her body being turned onto its back, her now staring at the ceiling…and a very livid black hedgehog, his red eyes on fire. The last thing she saw after that, was just the heel of his boot coming down on her head.

Chapter 23: Broken

Chapter 23: Broken

Rainbow groaned in pain, the world dark as the air felt cold to the touch. Where was she? She felt like she was standing, but at the same time…not standing… It was an odd sensation like she was weightless. But soon, the feeling of freezing cold metal registered in her mind. On each of her hooves, she could feel a tight grip.

"IS IT READY YET?" she heard through the grogginess, a synthetic tone to the voice.

"LEVELS ARE STABILIZING," another voice said. "THE DOCTOR SHOULD HAVE HIS CREATION SOON."

She struggled to open her eyes, but through a show of will, she managed to force them open. This let her eyes be met with a blinding light, the feeling of a headache going off behind them. She squinted, her vision coming back into focus as the light dimmed.

"Uuughhhh…" she groaned again, looking to the side just to get the light out of her eyes. "Where…?"

…

Everypony in the room went still as she looked to them, and likewise, she froze at the sight of them. Three tall, white badniks stood before her, their beady eyes locked to her. "UMM!" one of them panicked. "SHE'S AWAKE!"

Out of instinct, Rainbow threw a punch at the closest one. Unfortunately for her, her hoof felt locked firmly in place. Confused and shocked, she looked over she to see what stopped her; a shiny metal clamp locked around her hoof. She tried lifting another but found an identical one on it as well.

"DON'T BE ALARMED," the lead one spoke. "THE RESTRAINTS WILL HOLD HER IN PLACE."

"H-hey!" she shouted. "What is this?!"

Now able to take in her surroundings, she saw that she was lying on some kind of operations table with all of her hooves clamped down tightly, so much that they dug into her with every movement. There was a bright operations bulb suspended above her, along with something she couldn't quite describe. It was like a mechanical arm, but it didn't have a hand on the end. Instead, it had some kind of dish-shaped doohickey with a complex antenna in the center, and it was pointed directly at her.

She tried pulling on the restraints again but to no avail.

"TRY AS YOU WISH LITTLE PONY," one of the badniks mocked. "YOU'RE A PRISONER OF THE GREAT DOCTOR EGGMAN. YOU'RE EFFORTS ARE FUTILE."

"Futile my flank," she spat, still trying her hardest to break free, squirming as she pulled and shook the shackles.

"SHE IS A FOOL. JUST CONTINUE WITH THE OPERATION."

"BUT DOESN'T SHE NEED AN ANESTHETIC?"

This resulted in the badnik in question to be slapped upside the head by the lead one.

"DUNCE. WHAT WOULD IT MATTER? ONCE SHE'S ONE OF US, SHE WON'T BE FEELING A THING."

"THAT'S A LITTLE COLD," the third one stated.

"THE DOCTOR TOOK A BIG INTEREST IN THIS LITTLE ONE. AS LONG AS ITS DONE, IT SHOULDN'T MATTER TOO MUCH."

"Hey!" Rainbow shouted, getting their attention. "Where the hay am I?! And what're you talking about 'one of you'?!"

"QUIET YOU! JUST SIT BACK AND GET COMFORTABLE. YOU CAN PUT IN A COMPLAINT ONCE THE ROBOTICISER HAS DONE ITS WORK."

Rainbow suddenly froze. Roboticizer?! "W-what are you talking about?!" she asked with a slight tremble to her voice.

"ONE OF THE FINEST PIECES OF ENGINEERING THE GREAT DOCTOR HAD EVER EMPLOYED!" the badnik exclaimed as it patted the dish. "IT CAN TURN ANY ORGANIC INTO A MACHINE. IT'S HOW THE GOOD DOCTOR GOT MANY OF US IN THE PAST! SOON, YOU'LL BE JUST LIKE US!"

Rainbow's heart nearly stopped. She could feel her mouth hanging agape in pure shock. She didn't know if it was from the thought of her body suddenly being turned into metal, forever meant to do the bidding of some mad doctor, or if she really was gonna end up looking like…them.

She struggled even harder than before, part of her hooves now going red. She was not gonna end up like that!

"ROBOTICIZER AT 100%," the badnik at the control panel stated.

"EXCELLENT. PROCEED WITH THE PROCEDURE."

The dish lowered in front of her in response, a subtle green energy converging toward the center.

"Hey! Hold it! I-I'm not wanting to end up looking like you guys!"

"YOUR COMPLIANCE ISN'T A FACTOR."

She felt herself sweating bullets at this point. What was she supposed to do?! These clamps had her stuck in place with no way of escape! She could see the green energy increasing in size around the antenna, a mechanical hum increasing in volume all the while. She had to think of something. Anything! She wanted to reach out to her element of harmony, but she couldn't feel anything. She must be too far from wherever the Chaos Emeralds were now.

It suddenly clicked in her mind as well. What happened to everypony else?! Did they…? NO! Surely, they didn't let themselves get roboticized! But…what if they did? What if they were nothing more than Eggman's personal automatons right now, and she was just the last one to the chopping block?! And—

Her eyes went wide again. What happened to Sonic?!

"Ugh! Darn it!" she swore. She didn't want to do this just yet, but she had no choice. There was no other way out of this predicament. She closed her eyes, envisioning Sol in her mind. If she couldn't break the cuffs, she could just try leaving back through the Time Gate. At the very least, she may be able to come back to this time just after this happened. Then she could properly sort things out.

She focused and focused, the mountainous green lands of Sol fixated in her thoughts. But…she felt no comforting sensation that she felt every other time she did this. No matter how hard she envisioned the location, she just seemed to get pulled back to the here and now. Darn it! What was going on?! Why did it feel so hard to do anything?! Why did it feel like…so much weight?

…

Zayn…

It had to be. It felt just like when she tried fleeing from Chaos; like a weight was just coming down on her shoulders, and partially her mind. It was whatever he did to her last time she was in this timeline. But…before she could go back home after Sonic defeated Chaos. But why not now?! Why Now?!

"ROBOTICIZER ACTIVATED!"

She was broken out of her thoughts when the green energy suddenly became a ray, striking her body as it caused her to lurch in sudden pain. She yelled out, the energy now starting to coat her entire body. She could feel it seeping into her very form, her muscles tense and a petrified sensation to her bones.

"Dang it! Dang it! Dang it! N-no!" she yelled out, his eyes shut tight as mind slowly started going dark. All she could really focus on now was the ardent laughter of the badniks.

However, this laughter seemed to filter out on their own, seeming to stop at the tapping noise she heard over the pulsing of the energy.

Indeed, the badniks all stopped their laughter, taking their beady eyes off the squirming pony and looked to their feet to the tapping noise. The lead one, in fact, felt a small tap on its mechanical foot, caused by a small, greyish ball rolling into it.

"WHAT IS THIS?" it questioned, reaching down to pick the object up. "HAVE YOU SEEN THIS BEFORE?"

"NO, SIR," one of the others said. "IT IS AN UNKNOWN."

"UHH, WHY IS IT BEEPING?" the last one stated nervously.

The one holding the sphere took a better look at it, turning it over in its hand. Indeed, there was a sharp beeping coming from it, along with a tiny red light that flashed in sync with it; that, and the beeping was getting progressively faster. They all just looked between one another, the lead now looking downtrodden.

"UH OH—" it spoke, just before it was consumed by a large burst of electricity. The streaks of lightning arched out of its hand, striking it all over its body as the badnik spurred and jerked, his systems going haywire. It didn't end there either. The electricity continued, reaching all the way up to the roboticizer and the light. Then, sudden darkness, the green energy leaving Rainbow's body as the machine short-circuited and the light breaking apart in a flash.

"INTRUDER ALERT! INTRUDER AL—" one of the other badniks yelled in the now dark room, only to be cut off at the sound of struck metal.

Rainbow was still recovering from the experience her body was going through, breathing heavily as the nervous sweat poured from her body. She opened her eyes to the loud noise, but the room was still dark, so much so that she couldn't even see her body when she looked down. Then, with a resounding blast, gunfire overtook the far end of the room, the orange light of the muzzle flash being the only thing to illuminate parts of the room in short bursts. But soon, even that fell silent, the gunfire gone. She fell still, almost terrified to the sudden change in events, too scared to say anything as she was entrapped in pure darkness.

"H-hey! Who's there?!" she finally yelled into the darkness.

She received no answer, which only heightened the tension filling the room. Thankfully, the buzzing of the light above her returned, the light slowly brightening the room once again, only a little brighter this time with its glass casing completely broken. Taking the opportunity, she hastily looked about the room where she could see, doing what she could to lean her body over the edge of the table. She spotted the three badniks who held her captive, all of them either sizzling with smoke and traces of electricity or just completely broken apart. But that wasn't what caught her eye the most; rather, it was the figure that was standing over one of them, their body obscured by the shadows of the room.

"Alright, buddy!" she yelled over to them, not really caring who they were or what they wanted. "I don't know what your game is, but you need to get me out of this thing, pronto!"

"My my," the figure spoke in a very feminine but sultry tone. "Someone is impatient."

The figure stepped over the badnik finally walking out of the shadows and into the light. Rainbow was a bit shocked, as the character looked nothing like she had initially imagined. She was a rather pompous looking bat-girl, as displayed by her large ears and the pair of dark wings folded behind her back. Her fur was a finely combed white color and she was clothed in what looked like a jet-black one-piece uniform with white and pink colored gloves and boots. The gloves and boots themselves had small hearts on them, matching perfectly with the pink heart-shaped breastplate she wore. She had on a confident smile as she walked, hands on her hips as they swayed seemingly naturally with each step. Rainbow couldn't help but think of Rarity when she was close enough to see the extravagant touches of makeup on her face, which she couldn't help but grimace at.

"Hmm, Eggman was right," she chuckled. "You are quite the hot-head."

"Say what!" Rainbow fumed. Hot-head?! Why this—little— Well…maybe… But—that's not important right now! "And who are you? President of his fan club or something?"

"Nothing so vulgar, hon," she jested, walking over to the controls to the table's side. "And you can call me Rouge."

"Rouge?" Rainbow questioned, the name seeming familiar to her somehow. Then it clicked. "Wait a second. I think I heard Egghead saying something about you back on that island! You were working with him and Shadow back there, weren't you!" she stated.

"Aww, so the big boy took the time to mention his little helper?" Rouge cooed feign ignorance. "I suppose it's only fitting. He wouldn't have made it to steps inside if it weren't me. Although I have to say I'm flattered."

Rainbow just growled, absolutely hating the fact that after only a split second of potential freedom, she was yet again shown that she was trapped and at the mercy of yet another enemy. But...then again… "Wait for a second, if you're with Eggman, then what's with you smashing his cronies up like that? You could've just knocked, ya know," Rainbow pointed out jokingly, but still with curiosity.

"Good question," the bat said, pulling out a tiny computer chip from her utility belt. She took it to the computer, inserting it into one of the many small slots that lined in. "It could be that I don't actually work for the big man."

With a small flash from the chip and the computer, the shackles around Rainbow's hooves suddenly clapped open, the great pressure on them finally being relieved. She instantly sat up, going to rub each of the red areas. "Wait, so you're not with him? The what the hay are you doing here?!"

Rouge gave her a sly smile, reaching back into her belt as she put away the device and pulled out something else, a brown leather patch with a bright yellow badge. Rainbow had to squint to see the three letters that were displayed on it due to the light shining off, but once she did they were as clear as day.

"Hold on. G.U.N.? You're with G.U.N.?!" Rainbow questioned in disbelief.

"You sound surprised," Rouge jested. "G.U.N. has been keeping an eye on Eggman for a long time. When they found out he was looking to use the Ark, it was only natural they'd send in their top undercover agent to keep an even closer eye on him."

As Rainbow took in the info, she climbed off the table. Right as she stood, however, she felt her legs immediately giving out, nearly stumbling. She managed to keep upright but now started to feel all the damage that littered her body. An excruciating ache seeped into her muscles as she could feel some of them pumping, and that didn't even account for the visible damage to the surface of her body. Now that she felt it all, she somewhat remembered the events that led up to this moment. The aching definitely felt like that of the same pain she felt whenever she used too much of her energy. Thankfully she was still standing, but she needed to be more careful with it from here on out.

Then again…

What did she exactly do to use so much energy at once? She remembered her hooves coming free from the cuffs, and then Shadow right in front of her, but little after that. Just Shadow's angered glare as he hovered over her, then she was here…

…no, there was something else. There was…a girl? A very young human girl. But it was only for a second and in a sudden flash. Rainbow groaned, clutching the side of her head in confusion.

"Are you alright, hun?" Rouge asked.

"I'm fine," Rainbow shook her head. "Thanks for the save by the way…uuhhhh…"

Rouge just chuckled to herself. "Rouge."

"Yeah, Rouge. Hey, how long have I been out? There's a lack of clocks in this place, soooo…"

"Judging by when Eggman first initiated the defenses, you've been out for some time now," Rouge answered, walking past her.

"But how long?!" Rainbow questioned hastily. "Isn't Eggman going to blow up the Earth or something?!"

Rouge seemed hesitant to answer for a second. "Sadly, we have about 30 minutes left before Eggy finally decides to pull the trigger."

Rainbow felt her stomach sink at those words. "30 Minutes?! I've been out for nearly a whole day?! I thought you were supposed to be taking care of this place! You are an uncover agent, aren't you?! That's like…rule #1 of spy stuff, right?!"

"It wasn't my mission originally, but now that seems to have changed."

"Wait, then what was your mission if not to stop Eggman?" Rainbow asked, confused.

"Well…" Rouge started, seeming to contemplate answering, "I suppose it wouldn't hurt to tell you. It's already done anyway. I'm not exactly sure how, but Eggman managed to steal some very important documents from G.U.N. a while back. No one was ever able to access them, but somehow Eggman did. So, I did a little searching through his computer's history and found a nice little secret."

"Like?" Rainbow asked.

"The files belonged to his grandfather, Gerald Robotnik. He was the one who made the Ark, using it as some kind of secret laboratory."

"So, you're telling me Eggman really didn't make the Ark?"

"Not in the slightest," Rouge chortled. "But there's more. It has to do with a secret project that took place 50 years ago on this very station. Apparently, Gerald Robotnik was experimenting with genetics. You do know what those are, right?" she looked to Rainbow.

"Uuuuhhhhhh…" Rainbow blanked.

Rouge just sighed. "He started experimenting with DNA. He had many creations that involved different animals. Why he was doing this, I'm not quite sure, but one of his projects sparked some interest, specifically, one called Project Shadow."

That quickly caught Rainbow's attention. "Wait. Shadow? You mean he…?"

"Was created in a lab," Rouge finished. "But I don't think you need the details as to how. That's where G.U.N.'s regulations come in for sensitive information."

That was a new one for Rainbow. The science mumbo-jumbo never was down her alley, but she couldn't help but sit there, starstruck as to the revelation. Shadow…wasn't even born…he was created? That was a scary thought to wrap her head around. Even so, that didn't excuse him of what he's been doing now.

"Hey," Rainbow spoke with curiosity, "did…those files ever happen to mention a girl? Like, a human girl?"

"Hmm," Rouge thought back. "There was something about that. Gerald did mention he had a granddaughter that stayed here on the Ark with him, but what a mad scientist saw in having a little girl on a top-secret space station, I don't really know. I suppose that he was mad for a reason."

The two reached the door, and Rainbow pondered this as Rouge messed with the controls to the passage. As Rainbow thought about it, Rouge was right. What reason could somepony have to bring a girl that young to a place like this? This wasn't exactly the kind of place for a summer home. Plus, the only time Rainbow saw the image of her was when she rushed Shadow. She was no detective, but she was sure that there was more to this.

Then a thought hastened to the front of her mind. "Oh, pony feathers!" she swore. She took a quick glance at Rouge. "Hey, Rouge! Do you know what happened to everypony else?! They weren't robotized or whatever that's called were they?!"

"Don't get your feathers all bend out of shape, dear," Rouge waved off. "I haven't gotten to them yet, but they're safe and sound for now, locked away in a holding cell somewhere. You just happened to be the first pick of the litter. Lucky you," Rouge laughed.

Rainbow breathed a sigh of relief. At least she didn't have that to worry about. But… "Does that mean Sonic too?" she questioned.

This time there was just silence, and she could see that Rouge had even stopped working on the door. She could almost see the bat girl's eyes nervously looking back and forth between her and her work. Rainbow's breath hitched slightly, not liking where this was going already.

With a heavy and audible sigh, Rouge answered, "He's gone, hon."

Rainbow blinked, her looking like she had just gotten smacked in the face. "W-what do you mean?"

"He was unconscious in a pod from what I know. I…uh…actually saw it firing off toward the Earth from the station…Eggman detonated it before it reached it…"

Rainbow took a step back, a new wave of shock passing her over. Detonated? Like…blew it up? The realization hit her so hard she felt almost nauseous. Then that meant Sonic was…

"Arrrhhh, dang it! What do mean?!" Rainbow asked furiously.

"What do you think I mean?!" Rouge shot back, the door finally opening from her meddling. "I mean he's gone. He's dead."

Rainbow froze, her breathing now completely hitched. So that was it. She remembered seeing his still form inside that glass casing, wholly defenseless and unaware as to what was transpiring right outside. But if it was true that he was blasted out into space like that, then it meant…had she failed?

"No! No way!" Rainbow yelled. "No way he would just go out like that! Not after everything that I've seen him do!"

"I saw it myself. I have no reason to lie to you now."

"Yeah right! You know what, I bet you really are still working with that Egghead! You're just trying to mess with my head! Well, guess what! It's not gonna work on me!"

Rouge just scoffed at her words, an incredulous look on her face. "I don't know where you're getting all this nonsense from, but you need to back it up right there, missy. If I was still your enemy, do you really think I would've wasted my time freeing you back there? Besides, I realize you two were friends and all, but that's no reason to deny facts."

"It's not a fact!"

"And how do you figure?"

"I just—" Rainbow hesitated, her mind not even in control of her words right now. "I just know that Sonic wouldn't go out like that! He…never would."

"I'm just telling you what I saw," Rouge stated. "I'm sorry, but we can't waste any more time."

Rainbow just stared off blankly. Sonic…no…he couldn't be gone. If he was…then, she could do nothing. She failed. She can't go home and fix things. She can't reverse the clock. If he really was gone…her whole purpose here was finished.

"Dang it!" Rainbow yelled, her hoof striking the floor with a resounding echo. 'Why did he have to go and die like that!' she thought intensely. 'Idiot! No. I'm the idiot. We could've taken Shadow, but no. We just messed up big time and because I wasn't able to do anything, now Sonic is dead!'

'Just when…we were starting to get along too…'

Rainbow felt a small sensation in her eyes, and she rubbed them with a hoof. "Dang it…" she swore, feeling the wetness in her eyes, bordering on shedding a tear. "Why am I getting like this all of a sudden?"

Rouge sighed again. This wasn't in her job description, so she couldn't help but feel a bit awkward to the whole situation. "I'm sorry, hun. But it's not something that can be changed sadly."

Rainbow just stood there, silent. Her head was hung low, her rainbow mane covering her face. At least she wasn't lashing out anymore. Now then, it's time to get—

An alarm blared throughout the hall, prompting the two to shift their attention to the new noise. "ARK CORE AT 85%," a synthesized and deep voice resounded. "ECLIPSE CANNON SEQUENCE COMPLETE IN T-MINUS 25 MINUTES."

The alarms still rang, but the voice was now gone, leaving them with this obnoxious echo. "Looks like we spent too long here," Rouge stated. "Now what I think we should do is—"

She didn't get to finish her sentence, as without warning the blue pegasus dashed off down the hallway, her rainbow trail left in her wake as Rouge braced herself against the back blast. "Never mind," she said to herself, her hands now finding their way to her hips. But, she couldn't help but form her perfect, sly smile. "Now that she's doing her job, however, I can finally do mine."

Rainbow didn't even give a passing glance to her rescuer. She just flew down the long corridor, not even checking for any badniks. Her mind was elsewhere, her eyes becoming slightly warm and blurry. Dang it. She hated this feeling. It was like someone had stabbed her in the heart. She hated losing friends, but this was on a whole other level. She didn't just lose somepony. She let Sonic die. She couldn't just do her job right. Maybe if she had been faster, stronger, she didn't know. Her wings were on fire, but she didn't care. She didn't feel anything.

She grew curious about something. "Silver…Blaze…you there…?" she spoke weakly. But, she received no answer, only the noise of the artificial air rushing past her ears. She figured. They must've taken her earpiece after she had been captured. So…she was on her own right now.

But even so, right now, she just knew one thing. Sonic may be…gone…but she still had work to do. She could again do something for this world. She may have lost a newfound friend, but she won't lose his world for him. Not now, not ever.

"Sonic…" she muttered to herself. "We may not have always gotten along before, but you can *sniff* bet your blue flank that I'm gonna do right by you. After all, I'm the element of Loyalty."

ECLIPSE CANNON SEQUENCE COMPLETE IN T-MINUS 20 MINUTES," the station AI stated, music to Eggman's ears as he leaned back in his comfy chair. He admitted it was disappointing that the leaders of the Earth didn't finally submit to his whim. Maybe holding onto the slim hope of a miracle rescuing them from this fate. Unfortunately for them, it was all futile in the end, and he could help but smile at the prospect.

"Well, it seems you were right after all, Shadow," Eggman praised his subordinate at his side, placing his hands behind his head in a more relaxed position.

"I told you they would never change," Shadow stated. "They're too stuck in their ways."

"Indeed," Eggman agreed. "I don't know. I suppose I was hoping for a more extravagant end to it all, what with Sonic finally being nothing more than space dust and his friends lining up for the roboticizer, I almost miss the challenge they gave me."

"It's in the past now," Shadow advised, giving a silent but aggravating sigh to the doctor's thought processes. He didn't know what was up with humans and their grandiose plans for the future, but it was downright appalling to him. It was even more so with him. If anything, Eggman was everything Shadow hated about the humans all wrapped up into one being. Selfish, greedy, ego-centrical. The doctor was all of these things and more. This only made playing nice with him all the more infuriating.

A small hatch opened up in the floor next to the chair, the platform underneath rising until it revealed both Cubot and Orbot. It stopped seamlessly in the floor as the two rolled up to their master.

"There you are," Eggman stated, now facing his henchmen. "Is every ready?"

"It is indeed, doctor," Orbot affirmed. "The Eclipse Cannon is at peak efficiency and ready for firing."

"In tip-top shape it be in!" Cubot spoke up.

"Excellent," Eggman chuckled, rubbing his hands together.

Shadow stole a glance at the two help robots, they didn't seem to be looking directly at him. Most likely out of fear. He looked back to Eggman, who was so distracted he wasn't even facing Shadow. A thought made its way into his head. The cannon was already about to fire. Everything was set in place. His revenge on the humans was near. So, why did he really need this large human anymore for anything?

Shadow could feel a strangely cold presence, but not anywhere around him, but almost on the inside. It was like a buzz that just refused to leave him alone…and he embraced it. He raised his hand behind Eggman's chair, his arm coated in a dark aura. He wouldn't even have to know. It would be quick, and it would all be over, for him, and humanity.

Shadow charged a small amount of energy in his hand, readying a Chaos Spear. 'Goodbye, Doctor Eggman,' Shadow sardonically said in thought, the glow getting brighter as he clenched his hand.

Suddenly, an alarm rung throughout the room, many of the warning lights flashing red as they spun.

"What's this?!" Eggman roared. He glared at his two lackeys. "What did you two do?!"

"We did nothing, doctor! Honest!" Orbot cowered.

"It wasn't us!" Cubot agreed.

Shadow growled, slowly letting the energy fade. Now wasn't the time, but it'll come. But first, he needed to see what this alert was all about.

"I need answers!" Eggman yelled, going for his control panel and display. "What is going on?!"

The display showed the underside exterior of the Ark, the grey surface dark. The camera zoomed in on a single spot in a small trench where several lights flashed, explosions from the look of them.

"WARNING," the station AI spoke, "INTRUDER ALERT. INTRUDER ALERT."

"An intruder?!" Orbot exclaimed. "Who would be so bold!?"

Eggman just growled as he smashed his fist into the arm of the chair. "It's not an intrusion! It's a jailbreak!" he yelled, seeing a distinct rainbow-colored trail shooting through the trench. His other hand was clenching the other arm tight, his teeth to the point of breaking as he grounded them into one another.

"Those idiots!" Eggman roared. "I should've known better than to leave that pony alone!"

He rubbed his face, pinching his temple in disappointment as he growled. "Grrrr, Shadow," he spoke.

He received no answer.

Eggman raised his head, looking back for the hedgehog. "Shadow—" he started, but Shadow was no longer standing there. The hedgehog was now in the doorway at the far end of the room, his back turned as he walked through. The sliding door closed with a slam.

Bullets whizzed by, the sharp whistle screeching past her ears. Sometimes mechanical fists flew her way once she was close enough, but she didn't seem to care. Rainbow blurred past every attack, striking each and every badnik with her hooves once she reached them. She didn't have the power that she once had, as the emeralds were too far away, but she still kept going, despite the curling ache that was now entering her hooves.

There was only one more badnik now, the bumbling orange dome-head flailing wildly as it reached for its weapon. But Rainbow was too fast for it, delivering a powerful buck to its belly, leaving a deep dent as it was flown into the wall. Finally, it was over. She landed with an uncaring grace, several badnik wrecks littering the ground. She breathed heavily, her breath cold as it went into her lungs.

She was currently on the exterior of the station in some kind of long trench. The trench itself was bland and was seemingly endless as it spanned the underside of the Ark. The Earth shown blue right above her, but there was another glow that was also catching her eye; an ocean green glow that was enveloping the titanic spire at the center of it all, still a good distance away from her. She could see that it was slowly starting to open, looking so much like a metallic flower with a large green stalk in the middle. That was it; the main weapon for this whole station. The whole place shook as it opened, an unnatural hum radiating throughout the empty space as it started ever so slowly charging.

It was going to fire soon, and it was getting to the point where there would be no going back. She needed to be going faster. There wasn't any time to waste right now. Even so, she could feel every muscle in her body screaming at her to stop for even a second. But she wasn't having any of it. She was so fed up right now, she didn't need to have an internal conflict with her own body right now of all times.

She flared her wings, ignoring the pain. She would see this whole thing done of it killed her at this point. She owed everypony that much at least.

"You never cease to surprise me," she a voice say behind her. She tensed up. She knew that voice. That bland, gruff voice that inspired a deep sense of dread in her heart. She turned her head, seeing the familiar black hedgehog striding up beside her on the opposing side of the trench. "I could've sworn you were going to be one of the doctor's stooges when I next saw you."

"Sorry if you're disappointed," Rainbow spat with disdain.

"I have to admit, there's more to you than meets the eye, pony. Tell me, how did you escape?"

"You think I'd just up and tell you? You're denser than I thought."

Shadow just gave a chuckle, an action that Rainbow found strangely alien for him. "I don't need much of an answer. It was that bat, wasn't it?"

Rainbow just looked at him in stern surprise. "How did you—"

"I had my suspicions for a while now. And I never trusted her to begin with."

"So, what? Big whoop. After what you did to Sonic and everypony else, you're gonna be too busy dealing with me to blow a gasket at her."

Shadow scoffed. "You really don't know why she really freed you, don't you?"

"What're you trying to say?" Rainbow questioned.

"She doesn't just help anyone. You had some importance to her, and you're doing that job to the letter. All you are, are a distraction for me; to get me out of the control room."

While Rainbow took in everything with a grain of salt, she couldn't deny that it made sense, and she felt only aggravation from the realization. "You know, I honestly don't care about that, because this way, I still have a chance to kick your flank so hard you'll be seeing rainbows for days!"

"You can certainly try," Shadow goaded.

The two stood in a standstill for what seemed like hours, neither one moving a muscle. Rainbow could already feel cold sweats pouring down her face, unsure of how she would actually approach this. If she learned anything from before, it was that he was somepony you did not take lightly. Not by a longshot.

She took a small glance up at the Earth, the beautiful, beaming celestial body lighting up their tense standoff. "I…I just don't get it," she muttered.

Shadow didn't respond, but he did have a hint of curiosity on him.

She continued. "I don't understand why you want to just…blast everything away like that! Isn't that your home too?"

Shadow just looked at her with that same passive glare he always held. "You wouldn't understand any of it," he spoke. "You wouldn't understand why the Earth is more of a curse than a home. Everyone there was born to create, only to destroy it later without care. Now, I'm going to destroy somethin that they love, something that they care about."

"What are you talking about? If anything, Eggman is the only human-person I met that's anything like what you're saying. But no, you're working right with him!"

"He's nothing more than a pawn," Shadow seethed. "A means to an end. He was useful in reactivating the Ark, but now that he's finished, so am I. Once I'm done with you and the Earth is broken apart, he'll be next."

Rainbow was silent. She felt that there was no reasoning with this guy. It's like he just doesn't care about anything…but…

"Then…who was that girl?" Rainbow asked, unsure as to why.

That seemed to catch his attention, for better or worse. He froze, but slowly turned his head to her, a heated, red glare piercing right through her. "What did you say?"

"When we last fought," Rainbow started, shaking just from the look, "I thought I saw a human girl…and she knew who you were. So…who the hay was she? And how did somepony like you know her?"

This time, Shadow was the one to remain silent. Rainbow could swear that she saw him shaking slightly, but only just. His eyes were averted, like he was trying not to look at her. Whatever she said, it must've gotten to him more than she thought. His dark aura seemed to start swelling in erratic patterns. Finally, he looked back at her, standing up straight and his eyes glowing the deepest blood-red she had seen.

Then, he started laughing. "You know, I'm actually curious about you, pony," he chortled. "Out of everyone I've faced, you're one of the few to ever catch me off guard."

He took a step forward, moving further down the trench. Rainbow just breathed in, readying herself has she too took a step in the same direction.

"Don't think I didn't notice how my Chaos Emerald reacted to you," he spoke, his pace already starting to quicken. "Whatever you did, it was unlike anything I've seen before. I wonder...just exactly what you are?"

"Are you getting scared without your precious emerald with you this time?" she taunted, now starting to go into a gallop.

"I don't need it for the likes of you." He now started running. "But even so, I'm not going to go easy on you anymore, pony."

"Like I'd want you to. And just so you know who it was that finally kicked you to the curb, the name isn't 'pony.' It's Rainbow Dash! I'm Rainbow 'Danger' Dash and I made a promise to my friends that I'm going to keep, and you better remember it!"

"Heh, fine then, Rainbow Dash," he spat out her name. "But just so you know, I can't let you live!" He now broke out to near full speed, his shoes gliding across the metal surface as the jets beneath them fired off. Likewise, Rainbow also picked up the pace, taking off as she glided across the ground. "Unfortunately for you, your promise will soon be broken!"

With a powerful burst of speed, Rainbow suddenly burst into a dash, a cone already forming around her. It seemed that Shadow had a similar idea, as he too was speeding down the trench and a breakneck pace. This was it. No going back now. She looked ahead, the wide passage heading straight for the spire in the distance. Her goal was in sight... This was where she was going to end it.

Chapter 24: For True Story

Chapter 24: For True Story

The artificial air was cold against her skin, the only heat she felt caused by the swelling of every muscle in her body as she pushed herself to go faster and faster. She could see the spire in the distance, but it wasn't getting any closer.

She twirled in the air, Shadow right below her as he didn't even spare her a passing glance. She brought a buck down towards him as they kept up their insane speeds.

"Chaos Control," he spoke, vanishing as her buck struck the floor. She winced but pushed herself forward with her momentum. She flipped herself over. She knew exactly where he was. He was pulling off the same trick she just did. His kick struck her from above, but she brought her hooves up just in time, making sure her face avoided the powerful blow.

The strike sent her flying ahead of him. Dang it, she couldn't afford to slow down. If she did, she would be done for, and so was the earth. She used the boost from his kick to keep on going, doing whatever she could to put distance between them, even if it didn't last long. She rubbed her forehooves, the pain from that hit finally registering. It felt far worse than some kick. It was like a train had just tried to plow through her.

She didn't have much reprieve. Almost immediately Shadow was at her side again, his shoes gliding across the metal floor as if it was made of ice. "You have to know that you can't win!" he spoke over the blowing wind. "But, why do you keep persisting?!"

Rainbow groaned in a mix of pain and annoyance. "You think I'm just going to give up that easily?! You don't know who you're dealing with, bub?!"

"Says the equine who's contesting against the ultimate lifeform!" he shot. "Now, allow me to show you the power of Chaos Control! Chaos Spear!"

The barrage of golden bolts sailed toward Rainbow. Her eyes went wide with sudden fear. It took a great amount of precision, along with a bit of luck, but she managed to angle her body in several positions that caused the spears to shoot right past her, sometimes coming close to grazing her. Shadow suddenly sidestepped into her, sending her flying towards the wall. Rainbow quickly corrected herself, taking care not to hit the wall, but nearly lost track of Shadow as he spin dashed right towards her. She twirled her body, sailing inches over him as his quills grazed her fur. Shadow now was the one to hit the wall, but his spinning allowed him to bounce off, heading right back to her as he uncurled into a punch. She threw her own punch, the two meeting fist to hoof. Her shoulder shook under the intense pressure, but she didn't back down, not this time. She grit her teeth, putting all of her strength into this one action.

Shadow looked genuinely surprised at her sudden strength. He didn't even bring an emerald here, and yet she still found the power to fight back. She suddenly brought her rear hooves up, coming down with them in a hammer-like motion. Shadow was forced to focus on that, bringing both of his arms up to block it. The force caused his feet to skid across the floor, his speed changing drastically. Darn it; he couldn't let her get the better of him like this. It was embarrassing, and more so, it was humiliating.

As he fell slightly behind, he jumped forward, going into another spin dash as she dodged out of the way. Their speed only increased from here. They were nothing but streaks now, disappearing and reappearing as they impacted with one another. They kept this up for some time until Rainbow flew high, circling him before divebombing right toward the hedgehog. It wasn't high enough for a rainboom, but fast and powerful nonetheless. She zoomed down, only for Shadow to suddenly flash right in front of her, a firm roundhouse kick striking her right in the face. She was sent flying high above the trench, her mind in a daze as it racked inside her head.

"Chaos Spear!" Shadow yelled, swiping his arms as a flurry of golden spears shot towards her at high speed.

Rainbow shook her head, escaping the daze as she flipped back over. She found purchase on a small asteroid, the loose piece of debris just one of many as they littered the outer areas of the Ark. This was only a second of reprieve, however, as she had to make a quick jump around the floating rock to avoid the spears, each one impacting it with a furious explosion. Rainbow rocked as she held for dear life to the craggy boulder, the whole thing spinning from the impacts.

She grits her teeth hard. "Darn it! What do I have to do to get a break here?!"

With the sound of another flash, she looked back to see that Shadow had teleported, this time right behind her. While a red flash in his eyes, he spun right to her. She audibly gasped in surprise, but managed to roll out of the way, but only barely. Shadow spun into the asteroid, loose rock and dust flying into Rainbow's face as she jumped away.

Now high above where the trench once was, she had abandoned it as she started weaving around many of the other asteroids. As long as she didn't go too high, she should still have plenty of air to keep on going. That was the plan at least, as she didn't really have any clue on how this place worked at all.

Her thoughts were interrupted as a blast of air blew past her, her eyes stinging to the touch and her mane blown completely back, nearly taking her with it. It was strange, as the wind seemed to have an unnatural tingling sensation to it, almost like static as it passed her body.

"What the?!" she swore. She looked up as it stopped. Then, she eyed the spire.

"ECLIPSE CANNON SEQUENCE COMPLETE IN T-MINUS 10 MINUTES," the deep voice spoke again.

…

No…

The spire was now completely opened, the arms extending our over most of the station now as the center glowed with a near blinding energy. It nearly almost done charging its weapon. Darn it! Darn it! Darn it! Darn it! This was…just…impossible… Dang it, where was that bat-girl?! If it was true that she was supposed to be distracting Shadow, what was taking her so long?! Or, could she even get into position in time to even do anything about it?! After all, it was taking her this long just to get to the control room.

"No, come on Rainbow Dash," she mentally slapped herself. "This isn't the time to be thinking about that. You made a promise, remember. And you always keep your promises."

Her breath was suddenly knocked out of her, somepony impacting as she gasped. She now saw what it was, and she glared angerly at her aggressor. "You won't be keeping this one," Shadow stated simply as he grappled with her, the two flying off as two streaks intertwined with one another.

Rainbow winced. He was gripping the fur around her chest tightly, not giving an inch as she tried to shake him off. He tried throwing a punch, only for her to block it before taking her rear hooves and bucking him in the stomach. He lurched as he was flown into another asteroid, colliding as he recovered. Rainbow wasn't letting him off that easy, however. She flared her wings to stop before charging straight down at him, hooves outstretched as she took aim. He only just managed to dodge it, flipping backward on the rock as she struck it. She winced from the impact of rock against her hooves but still looked on strong, right at the hedgehog across from her.

"Do you actually believe you have a chance?" Shadow taunted. "Just like before, you're trying to change the future, only failing to realize that what's inevitable doesn't change because you want it to."

"And what is that supposed to mean?!" Rainbow questioned.

"It means you have neither the power nor the will to change a thing!" he yelled, charging into her as they collided.

They remained on the asteroid, circling its body in streaks as they struck one another with punches and kicks. Little by little, they started chipping away at the rock.

"If you keep this up, you'll end up just like that blue hedgehog!" Shadow shouted, spin dashing into her.

She blocked it, gritting her teeth through the pain, but completely aware of his words. "How can you even say that?!" she yelled, pushing off his spinning body as he sped past. "You two are supposed to be friends! You're—" she rushes back at him, looking to land any strikes she can, albeit quite difficult with his reaction times, "—supposed to be on the same side! So what gives?!" she shouted, anger in her magenta eyes as she took a surprising maneuver.

Shadow's eyes almost went wide as he saw her head flying towards his. He crossed his arms in front of his face, Rainbow's skull slamming into them. It hurt immensely for both of them, but Rainbow wouldn't let that stop her. She immediately brought the rest of her body around to sweep under Shadow's legs.

"What are you trying to say?!" he questioned with an incredulous tone. His eyes darted to her sweeping legs with a streak of red. He jumped over the attack, her rear hooves gliding right under him. "What are you talking about?!" he yelled, flipping over he as he jumped away. "Chaos Spear!"

At his roars, the yellow bolts flew out from his hands yet again. It was no use for her to try and dodge. He was still too close for her to do so and even if she tried, he was ready for that. Up. That was her best choice. With his attacks aimed where she stood, she would naturally try and fly above the attack before charging at him again. She was so predictable at this point it was almost painful.

It was therefore completely unexpected when she didn't fly upward but head-on into the Chaos Spears. The exploded the second they made contact with her, the golden light completely enveloping her body.

"What?!" Shadow yelled in shock. Was she stupid or something?! She took that attack head on without so much as a second thought!

He racked his brain for reasons for her reckless action but found none. "Was she that foolish?" he asked himself, watching as all the dust settled. Most of it floated out into space. However, some of it…burst out towards him.

Rainbow reappeared straight through the cloud, eyes filled with both anger and determination as her hoof was already reared back. Shadow was taken aback at her mad rush. Her body was covered in dust and singed fur, her hair an absolute mess. There was even a streak of blood running down her forehead and cheek, but she was still going! But how?!

He had no time to dodge. Her hoof struck his face dead on. The strike was so hard that it sent him flying right off the asteroid and back down towards the Ark. She gave him no reprieve. She chased him down, instantly striking him in the gut. "I've had enough of you!" she yelled in anger, not even caring of her own words. "What do your friends even see in you?! You reject everypony so that you can be alone! You want to destroy the relationships that everypony has built up!"

He tried to block her, but she ended up flying beneath him, bucking him in the back as he now flew upwards. "You don't care about anything! Only about your own messed up and stupid goals!" Tears were starting to form in her eyes now, the watery substance clouding her vision. She delivered another blow to him, only causing him to fly higher. "So, you tell me…why does anypony care about you?!"

She gave one last uppercut, striking him right under the chin. His head jerked up, and Rainbow could almost hear the cracking of bone.

A gunshot rung past her ears. Shadow screamed against a glass tube; just like the one Sonic had been trapped in. And in his sight was a girl, a young girl. She was frozen, crystal-clear tears streaming down her cheeks as she looked to him. She…smiled…before falling to her knees. She then fell to the floor, unmoving.

Rainbow's eyes widened. What…what was that? What did she just see? That girl—

"M-Maria…" she heard from the flying hedgehog in front of her, his voice, for the first time, sounding week and pitiful. It was…filled with emotion.

He jerked his head back to her, his eyes filled with nothing but a red glow. It wasn't just his irises, but the entirety of his eyes, whites and all. Hid aura was beyond massive now. It was unwieldy, blasting forth in front of her face.

"You're dead," he spoke, his tone no longer monotone. It was a pure, guttural threat. "Chaos…" he spoke, his black fur taking on a red glow to it, a wave of heat washing past Rainbow's face. "Blast!"

It all happened in a flash. The scorching heat. The blinding red light. The burning sensation rippling across her skin. Rainbow screamed, the pain so unbearable she felt completely paralyzed by it. This was pure unrelenting chaos, the power of a hate-driven adversary. And she felt every inch of his hate.

The energy expanded around the two, creating a massive red orb that exploded out into thousands of energy sparks. The shockwave washed across the surface of the station, the air becoming visible as it spread. The inner core of the blast seemed to shrink before exploding out again, the entire place illuminated as it ruptured one more time.

Rainbow was now falling, a smoky trail following her close behind as she faded in and out of consciousness. The red blast was now dissipating, but everything just looked upside down from her point of view. She just continued falling. Time was lost to her. She didn't even know how long it took before she reached the ground, her body taking a rough skip and tumble in the low gravity. Then, she finally came to a stop.

Shadow landed shortly after her, his breathing ragged. He held his left arm with his right hand, the seeping ache coursing through it. Darn it. He used too much energy for that. Too much energy for her. He mentally cursed at himself. He shouldn't have lost his temper like that, not to a creature as lowly as her. But…what exactly did he see after she had struck him? It was like he had just relived the moment in which he had all but forgotten, the moment he never wished to relive in the first place. Maria…she had…

He shook the thought out of his head. He needed to forget all of that, everything that had happened before now. None of it mattered at this point. He focused back on the pony, her unmoving form lying before him. She looked pathetic. Most of her fur was completely burned, and her wings and hair were an absolute mess. Shadow just huffed in disgust. It was unlikely she had survived, especially after taking an attack like that point blank.

…

Her body shifted.

"What?" Shadow questioned.

Her body shifted more, albeit very slowly and each movement looked to be full of pain. She lifted her upper half up, pained grunts reaching his ears.

"How?" he asked, still in disbelief.

"I…I told you…" she muttered, still trying to pick herself up as she looked to him, her eyes glassy and red. "I'm…not giving up…not that easily…"

Shadow growled. "Just. Give. Up!"

He rushed over, delivering a firm kick to her stomach. She lurched, skidding further away from him.

There was a moment of silence afterward, Shadow unmoving as he watched her body.

Then, she picked her back up again.

"Why do you keep going against fate?" Shadow questioned, his anger and confusion already starting to rise again. "You know you have no chance, yet you keep on getting back up. You know that if you keep this up, you'll die, right?"

"You…really think I care…?"

That caught him by surprise.

"Yeah…," Rainbow spoke, but weakly. "You know…before now, I'm sure I would've just thrown in the towel by now… And guess what…I want to… But…I know that I can't."

She looked up at him again, but this time there were tears. Not held back this time but let loose for all to see. "This whole world is counting on me right now, counting on Rainbow Dash to make everything right. Well, I already know that I messed up. More than big time. I…I lost a friend of mine because I couldn't beat you before… We may have butt heads a bunch, but…I still wanted to get to know him better. Now that he's gone…" she gulped after that last bit, "I want to make sure nothing else is messed up… If I gave up now, I couldn't forgive myself, knowing I didn't even try."

The two sat in silence now. Rainbow was still on the ground being held up by her forehooves, but only barely. "I'm not like you," she stated. "I don't give up."

Shadow looked at her contemplatively. Just who was this pony? Did she really believe the words that she spoke? Here she was, beaten and broken, completely at his mercy. Yet, she was still holding onto the idea she could still change something in this world. Well, she would have to learn the hard way that things truly don't change because she wants them to. "I don't know where you came from," Shadow spoke, pacing towards her, "or what you're hoping to accomplish. But I'll tell you what I know about this world."

He stopped before her, his intense glare sending chills down her spine. "I've experienced firsthand how something you cherish can be taken away from you in an instant. I've experienced it every time I shut my eyes. Loss is just part of how this world works. It gives you life; then it takes it from you right before your eyes. Don't talk like you know me. You don't. Whatever pain you feel right now, it doesn't compare to what I feel every day of my life."

He extended his hand out to her. At first, Rainbow was confused. Was he offering to help her up or something? Soon, however, she realized the reality. His palm was opened toward her, right in her face. She froze. His glare had only intensified, a distinct yellow glow forming in his palm.

"Now, this way you won't have to feel that pain anymore," he said, his monotone voice now back. "It's like I said before, the promises you made will only end up broken."

The glow grew brighter, a single spear-like shape forming in his palm. Rainbow was still unmoving. She just stared defiantly back at the energy, any fear she once had completely vanquished. If this was how she was going out, at least she didn't go quietly. She just wished…she could've had more time…

"Now,"

More time…with Sonic and the others…

"Vanish!" Shadow yelled.

Then, he shot the spear from his hand, the energy impacting with a crackling boom.

…

She was gone…

Shadow stared at the now empty spot, its only occupant being the scorched metal where she once stood. A brisk wind passed him by. A back blast. But…

Rainbow had just had the wind knocked out of her, the sudden sense of whiplash overtaking her. Her vision was tunneled due to the sudden motion. But what had done this? She was no longer touching the ground, on her back as she felt suspended above it. She was being held in somepony's arms. Ever so slowly her vision cleared, the light of the Earth returning to her. And that's when she heard it…

"Man, you don't look so hot, Colors."

…

Colors…?

She turned her head, a completely different shade of blue now taking up her vision. It stared back at her with bright emerald eyes and a pearly white grin. She was taken aback, but so shocked she was paralyzed. Was this…it couldn't be…could it? She stared at the hedgehog that held her in his arms, now realizing it was he who had swiped her off the floor. She just…couldn't believe it.

"So, how much of the party did I miss?" Sonic asked, his snarky grin growing even wider at her.

Rainbow could feel her eyes quivering at the sight of him. She gingerly felt the need to poke his shoulder, not caring about how he was holding her. Indeed, she felt him. He was real. She looked back to his face. This was insane! How was he here?! How was he alive?! How was he—

Rainbow didn't question it any further. She just did what came naturally. She reached out and pulled her friend into one of the biggest hugs she had ever mustered. She wrapped around his neck, Sonic partially tumbling at the shifting of weight.

"S-Sonic!" she stuttered, a wide smile forming on her face as she felt the joyous tears burning her eyes. "H-how is—how are you here?!"

Sonic couldn't help but laugh at the action. Although, he had to prevent himself from stumbling from the shift in weight. "H-hey! Easy! I don't need both of us toppling over. And hey, why shouldn't I be here?" he jested.

Rainbow pulled herself away from the hug, looking him dead in the eyes. "You know exactly what I mean!" she yelled irritant. Even so, the smile she held still never faded. "I thought…I thought you…"

She didn't continue, but Sonic still nodded. "I getchya. You actually thought ol' Egghead could get a one up on me?"

"B-but…I saw you in that tube! I thought you were blasted into space! B-but you're here! How?!"

"Hehe," Sonic chuckled with a wink. "I have my ways." He set her down gently, making sure she could stand on all four legs. She stumbled a bit, but with his help, she could at least stay upright.

"Seriously," Rainbow questioned, still partially in disbelief, and trying to ignore the welcoming warmth of his body. "How did you get out of that? It's not like you can just run out of there, or teleport."

Sonic smirked, pulling out a familiar yellow object that caught her eye with a glint. The yellow Chaos Emerald. No. It wasn't. It was the fake one, its surface completely dim and devoid of life. But that would mean.

"Wait, Chaos Control?" Rainbow questioned. "So…you can do it too? But that's a fake emerald, isn't it? Doesn't that kind of count as…I don't know…counterfeit?"

"Nah," he stated simply. "Like I always say, life gives you lemons, use them to save you from a space fairing deathtrap."

"I'm pretty sure that you've never said that," she puffed. "But that doesn't explain how you managed to do that in the first place! You were unconscious, remember?!"

"Heh, I guess I have you to thank for that," he smirked.

"Wait, what?" Rainbow raised her brow.

"Yeah. I was flat out cold when I was in that thing, soooo…I may have missed some of the details, but what I did see was you socking one to Shadow over there," he gestured with his head.

"Wait, so you saw that? How?" Rainbow asked.

"I'm not really sure. But whatever you did, I felt…I don't know; a sudden rush of energy inside me. I only saw white in place of most of it, but whatever it was, it woke me right up. Well…" he rubbed the back of his head nervously, "at least until I had to take another 40 winks. Body still needed to recuperate I guess, hehe."

Rainbow stood in awe at him. He was here…because of what she did? What did she even do? She hit Shadow back then? She knew her memory of those exact moments were iffy, but you'd think she would've remembered something like that. But…whatever she did…it saved him. She had no idea what had happened, but she had to just smile. She had saved him. Well, at least in one form or another.

She looked up to him, her smile still beaming as he did with her. She didn't know why, but it was truly refreshing to see his snarky face. Yeah. Strange. There was just something about that you couldn't help but smile to. It was enthusiastic, warming, and welcoming. Heh. She kind of wished she had noticed it sooner.

"So, you learned how to master Chaos Control?" they heard not too far from them.

They both looked pasted each other to see Shadow, the black hedgehog sitting patiently for their little reunion to wrap up. His hands were balled into fists at his sides, and his expression was intense, but for once it was not to Rainbow, but now it was for Sonic. "But with a fake Chaos Emerald? That shouldn't be possible."

Sonic stepped forward, putting himself between Rainbow Dash and Shadow. "Man, that's a first. The faker is the one who's speechless. You know I have half a mind to smack the red right out of all that black, bud."

Shadow just huffed, clearly unimpressed by his quip. He slowly started walking forward, his boots echoing off the metal. Sonic mimicked his counterpart, walking away from Rainbow with a similar confident stride. Rainbow just looked on. His back was to her, but even without seeing his face she knew the kind of expression he was holding. "Sonic…" she called.

Sonic must've heard her, as he looked back at her with curiosity.

"You…be careful. Alright, Blue Boy," she urged, flashing him a tired grin, but one that he could be proud of.

And indeed, he flashed a similar one back to her. "You got it, Dash," he assured, giving her a thumbs up before he continued walking, right towards Shadow.

The only noise that could be heard was the echoing footsteps of the two hedgehogs as they stepped closer and closer to each other. Neither one showed any form of hesitation, no fear, no concern. Just resolve. Both for vastly differing ideals, but both that would not go down silently.

"There's a lot more to you than meets the eye, hedgehog," Shadow commended. "I can't help but wonder," he narrowed his red eyes, "what exactly are you?"

"Are you kidding?" Sonic smirked. "I'm just some guy who enjoys the adventure. It sounds to me like someone doesn't like their toys being used by someone other them. Talk about selfish."

They were close now, but even now they still didn't stop walking.

"Do you think knowing the secrets of Chaos Control will help you win?" Shadow taunted.

"It's worked for you so far. You can't blame me for wanting to get on the fun, too. Besides, once we stop you, this way we can be chaos buddies if you want," Sonic quipped.

As they took their final steps, they were a mere couple of feet from one another. They soon stopped, their last steps halting as their feet passed by one another. There they held their respective spots, one leg in front of the other as they crossed, their fists at their sides as they glared heatedly at one another. They were literal inches from each other. Any close and they'd be competing for the placement of their foreheads. The tension was high in the surrounding area, a wave of killing intent from one hedgehog only being dissipated by the enthusiasm of the other.

Their respective auras rose, Shadow's dark energy colliding with Sonic's white. They never mixed, they only pushed against one another, the opposing energies slowly forming a gentle but encompassing vortex.

"ECLIPSE CANNON SEQUENCE COMPLETE IN T-MINUS 5 MINUTES."

"Then let me ask you this," Shadow spoke up, their auras completely covering them now. "Do you think you can beat me in less than five minutes?"

"Hehe," Sonic laughed. "Nah, I bet I'll beat you in less than one."

Neither of them so much as moved a muscle. Their eyes never wandered from the other, keeping a watchful gaze on any sudden movements the other one made.

"So, are you gonna take the first swing or what?" Sonic smirked.

"I could ask the same about you," Shadow responded.

…

In what seemed like a blur, the two hedgehogs each threw their own punch. They had cross-countered, both Sonic and Shadow taking the strike of the other to the cheek. Even from where she stood, Rainbow could easily make out the pained looks on their faces, their respective fists digging into the other's cheek. They were blasted back, and like that they were gone.

Rainbow soon found herself surrounded by dancing streaks of lights. The room shook with shockwave after shockwave as the blue and red streaks collided. As much as she tried to spot them, it was no use. She didn't have the reaction time to keep track of them. They suddenly shot passed her, causing her to nearly jump out of her fur at how close they came. As the back blast of wind came afterward, it sounded much more like a jet passing by rather than two hedgehogs, topped off with a loud thunderclap.

With Sonic and Shadow, it was almost impossible to tell who had the upper hand. As they ran and ran, each hedgehog kept trading blows with the other. Both could tell that there was little room for slip-ups here. Every attack had to count. Every block had to pull through.

Sonic eventually managed to land a blow on Shadow, causing him to pull back with a grunt. Shadow planted himself down, extending his arm out. "Chaos Spear!" he shouted, the spears blasting out of his palm in quick successions.

Sonic saw them coming, quickly flipping out of the way as each one came. He dodged the last one but didn't notice that Shadow himself had dashed towards him. Shadow punched him square in the gut, taking away all his air as he was sent flying. Shadow gave chase, and like that they were speeding around the room again. They kept this up for what seemed like hours. When one got the upper hand, the other quickly turned the tides back in their favor.

From where Rainbow sat, she couldn't see an end to this fight if it kept up like this.

"You aren't half bad," Shadow passively commended, blocking a series of punches from his blue counterpart.

"You haven't even seen the half of it," Sonic boasted with a smirk, his knee catching a strike from Shadow's. "Ya know, I'm starting to think you aren't even trying with me here. Where's the fire?"

"Trust me, hedgehog, that's the last thing you want from me. Chaos Control," Shadow disappeared, reappearing behind Sonic before kicking him square in the back.

Sonic screamed out, the force causing both of them to stop in their tracks instantly. Rainbow watched as Sonic's face contorted in pain, right before Shadow went into a spin dash and slammed into his back yet again. Shadow shot across the room, carrying Sonic with him as the blue hedgehog slammed front first into the wall. The force must've been tremendous, as with a loud crash and the bending of metal there was now a mangled and gaping hole in the wall. It led to only darkness.

"Sonic!" Rainbow shouted in worry. While her body hurt like no other, she couldn't let him take this alone, not like she has so many other times before. She fought through the pain, flaring her wings before shooting for the hole. Indeed, it did hurt, but she still didn't stop.

She followed them through. Her eyes had to adjust from the light outside to what was now the darkness of the Ark's interior. As soon as they did, however, she wasted no time in searching for the two. The area was like that of the inside of the Egg Carrier all that time ago. Several pipes, electrical wires, and other doohickeys stuck out from the walls. An engineering area from what it looked like. But that's not what she was concerned with.

Another blast rung past her ears. She looked down, seeing the blue and red streaks falling further and further into the black abyss of the station. She swore, giving chase. The obstacles she flew past sounded like the wind to the ears as her eyes were set on her targets. While they were just falling, she was flying down to them, allowing her to catch up relatively quickly.

Shadow looked to have punted Sonic away, letting him freefall without much direction. "Chaos—" Shadow started, charging the yellow energy in his hand.

"No!" Rainbow shouted, flying full speed into Shadow. He was so preoccupied that he must not have noticed her, as she headbutted him right in the gut. She heard him grunt at the strike but flew away to Sonic before he could retaliate. "Sonic!" she shouted, reaching her hoof out. "Grab on!"

He did just that, his hand squeezing tightly around her hoof. With her in control, this gave him a bit more direction as they continued to fall. As what seemed to be a large circular platform fast approached, she slowed their descent, flapping her wings hard to compensate for the extra weight. It was close, but just as they reached the bottom, she had slowed enough to where they landed with a light thud, at least for Sonic as he landed feet first. Rainbow herself couldn't seem to keep it steady, however, nearly falling straight to the floor. Thankfully, Sonic caught on to this and caught her in his arms.

"Whoa!" Sonic exclaimed. "Thanks for that, Rainbow, but aren't you hurt? You were in more danger of crashing than I was there."

Rainbow breathed heavily, a bit dizzy, but nothing major. "Yeah right," she chuckled. "Were about to be splat all across the ground if it were for my ability to fly under pressure."

"You can keep thinking that," he jested, taking time to dust her off slightly. "But still, thanks anyway."

They heard a flash somewhere above them. Looking up, they saw Shadow falling steadily down to the floor, going to his knees before picking himself up. He must've used Chaos Control to get down safely, avoiding most of the trip down in one go. He stood there with piercing red eyes; his fists balled up so tight they looked to be about to burst out of their gloved confines. "You…" he seethed, his dark-flamed aura rising even more than before. It was as if it was a visual representation of all the hate and anger he had bottled up inside him; all of it directed at the two of them.

Sonic patted Rainbow on the shoulder reassuringly. "Hey, let me take it from here, alright. It's me that he has beef with. You just take ten for a bit, ight."

"Heh, that's funny," Rainbow laughed. "You think I'm gonna let you take this creep on alone? Yeah right."

"H-huh?" Sonic stammered. "But you're hurt, ain't ya? You look worse than Tails after his first flight in the old Tornado."

It was true. Rainbow could feel all the damage slowly catching up to her. That combination of the Chaos Spears and explosion she took earlier left a large amount of lasting damage. It wasn't until now actually that she noticed the trace amounts of blood that had run down her forehead. Thankfully it wasn't anything major, but that didn't mean it wasn't affecting her. She swore internally. He was right. But…she hated that he was. Too long had she spent watching from the sidelines as Sonic tied to take on everything himself, either out of jealousy on her part or just the sheer inability to do anything.

She just looked away from Sonic. As bluntly as he put it, she appreciates his concern for her. She just…

…

What…was this…?

Rainbow took pause, and this didn't go unnoticed by Sonic. "Hmm? Colors? What's wrong?"

She didn't answer. This feeling…was it… Yes, it had to be! This warmth. This comfort. This sense of a burning shock in her heart. She smiled, very widely. "Hey, don't worry about me," she responded, starting to stand on her own. Sonic raised a brow at this. Her movements, it was as if she was completely ignoring the pain. She was moving more freely, able to stretch out with her legs and wings.

"Huh?" Sonic questioned. That's when he saw it. Coating her cyan fur was a thin layer of soothing red energy. The glowing image of a red lightning bolt flashed in front of her chest. What was she doing? Out of the corner of his eye he could see his own, unnatural white aura rising as well, although he wasn't doing anything to raise it himself. Something was going on, but he had no idea as to what. It just looked and felt so comforting though, like little flames drawn to her like kindle.

She now stood tall, flashing Sonic a cocky smirk with determined eyes. "You're not leaving me out of it this time," she stated firmly. "This time, we're in this together."

Sonic stood there, slightly shocked, but more excited at her words than anything else. His own wide grin grew even more. "Well, I doubt I could stop you even if I tried. Just don't blame me if you keel over before the show gets good."

"You were the one he knocked out first," she taunted, wafting her wing in his face. "At least I held my own."

Sonic didn't respond to that one, just looking away with a groan as he rubbed his head. "Yeah yeah, we forget all of that, alright."

He looked to Shadow, whose glare had only grown now. "Well," he spoke to Rainbow, "Shall we?"

Rainbow nodded enthusiastically, taking position next to her friend. She gave Shadow one last glare of her own, no hesitation in her eyes this time. "Yeah!"

With that, they both planted their feet and hooves. Their respective white and red auras suddenly rose to great heights, like they were explosions of fire just let loose from their confines. Shadow tensed up, the two lights almost blinding. 'What's going on?' he thought hastily. 'This power, it's not like they were before. And that pony…this is the same kind of power that she used last time. But she shouldn't be able to do that, not without a Chaos Emerald nearby in any case.'

The platform shook, the two speedsters giving excited grins as their auras mixed.

'It must be…yes,' he affirmed to himself.'The Eclipse Cannon is close to its full charge now. We must've gotten close enough to the core for the excess chaos energy to be reaching her body. It's not a lot, but I suppose she doesn't need much.'

Everyone in the room was unmoving, the only activity being from everyone's auras. Shadow's flowed like murky water with no clear direction, the lowest of hums to its nature. In contrast, Sonic and Rainbow's auras were like wildfires, quickened pulses radiating off them like visible heartbeats.

"You ready?!" Sonic kneeled.

"Ready!" Rainbow responded, flaring her wings.

Shadow just stood there, but slowly took one step forward. "Come on," he goaded.

It didn't take so much as a second for them to respond in kind. Sonic and Rainbow dashed forward at tremendous speeds, both readying strikes to deliver to the black and red hedgehog.

Chapter 25: My Friend

Chapter 25: My Friend

The inner workings of the Ark flashed in vibrant lights, the clashing of the three streaks illuminating everything around them. Every kick. Every punch. Their force was heard by everything within viewing distance. The platform below them was being torn apart, metal sheets bent out of shape where the dents and ruts were formed.

Sonic and Rainbow stepped off, launching yet again and Shadow. They struck the hedgehog as he blocked their attack, getting pushed back as they continued their assault. Shadow found himself blocking their strikes more than throwing his own. Both were practically in his face, trading shots at him as they moved around one another almost seamlessly.

Dammit. "Chaos control!" he shouted, disappearing as their next strikes only hit the wind.

"Darn it!" Rainbow swore, whipping around to search for him. "I hate that stupid ability!"

"Hey, don't knock it till you try it!" Sonic answered.

He barely got off another word as the red blur shot past him, striking him hard as he was sent flying.

"Sonic!" Rainbow shouted in worry. She felt her glare harden, looking at the red streak that was circling back around. "Alright, buster! Time to shut you down!"

She shot off, chasing down Shadow as she picked up her own intense speed. While he may have had the upper hand before, with her returning strength and newfound energy she could now at least remain side-by-side with him. She slammed into his side, nearly sending him off the platform. He grunted, but he managed to save himself. In return he slammed back into her, forcing her back with near overwhelming force. She just grit her teeth, going back at the hedgehog that had caused her so much pain.

The field was soon overcome with shockwaves, the streaks disappearing almost completely as Rainbow and Shadow became nothing but blurs. Suddenly, they stopped. Shadow had crushed her midsection between his knee and elbow. She felt stunned as he spine took the worst punishment, her eyes narrowed in shock. Before it was all over, Shadow released her and brought both of his fists down on her back, slamming her to his feet.

"Oh no you don't!" Shadow heard, lifting his head at the voice. Sonic was rushing straight at him, both fists at his side.

He struck Shadow just as he blocked the attack, resulting in him getting pushed back. He followed up with a spin dash, his quills acting with the sound of buzz saws as the wind circulated around him. Shadow collided with his own, bringing the two to a halt as they pushed against one another. Sparks flew from both them and the floor. The metal beneath them was being shaved off inch by inch. Their respective auras rose, flaring up with violent intent as they spun with them.

"Just give up, hedgehog!" Shadow yelled, his form narrowing as he picked up speed. "You may have the power of Chaos Control, but I've mastered it! It's the essence of my will!"

"That's a whole lot of nonsense!" Sonic shot back. "If you ask me, it sounds like you have some kind of superiority complex!"

The two broke their spins, the air blasting outward. Without hesitation, Shadow struck Sonic right in the head, dazing him. He was ready to strike again, coming at Sonic as he fell back. He was not ready, however, for the hoof that replaced his sight of him.

Rainbow shot over Sonic in a blur. She hit Shadow hard enough you could almost see his eyes bulge out. He grunted in immense pain. He could belittle her all he wanted, but those hooves still packed a punch. He swore that she even drew blood with that strike. He countered, their attacks clashing together. They found themselves locked in a series of blows that neither could fully follow. When Rainbow would kick, Shadow would kick right back. When he struck her stomach, she would buck his side.

They caught each other's punches, locking themselves together face to face. "What's the end game with you, pal?!" Rainbow questioned through grit teeth. "You blow up the Earth, but what're gonna do after that?! Just get all nice and cozy up here in space?! What kind of life is that anyway?!"

"Don't talk like you understand me!" Shadow seethed, pushing hard against her. "I'm not doing this for me!"

He planted his foot down, his strength rising with his dark aura. "What those humans down there did to me…what they did to the doctor…what they did to Maria! I don't care what happens to me!" He pushed harder, Rainbow starting to lose traction. "The whole world is going to pay, and it's all going to be for her! This is my vengeance! This is what I was truly created for!"

Rainbow hung onto every word he said, even as her back hooves scraped against the floor. His strength was only getting greater. Each word he spoke just seemed to give him more. That intense red glow in his eyes was almost all-encompassing at this point. There was just so much hate, more than she had ever thought somepony could have. It only made her question: what happened to him that made him like this? She didn't believe that anypony was just inherently evil. A jerk, maybe, sometimes definitely. But never pure evil.

"M-Maria?" Rainbow struggled to say, still pushing against him.

His eyes went wide at the drop of the name. He looked like somepony who had just snapped. He broke one of his hands away and tried to strike at her. She had to act fast. She bent completely backward, catching herself with one hoof as she brought her rear ones up. She bucked at him with enough force to push away the wind. Unfortunately, he jumped away just before it hit, but that got him right where she wanted him. She grinned.

"Sonic!" she called.

Shadow perked up too late, for a spinning blue blur suddenly struck him to the side. He was flung far away from them both; Sonic landed just within a few feet of Rainbow. "Twister!" Sonic yelled to her, rushing forward.

"Right!" she affirmed.

The blue and rainbow streaks charged at Shadow full speed. He brought up his arms, ready to take another hit, but they never came. Instead, they parted around him. He was confused but soon saw their actual maneuver. They were now spinning around him rapidly in a counter-clockwise motion, their individual streaks mixing together beautifully with one another in quick flashes. The wind quickly started to pick up inside the circle. Forced to shield his face from the intense wind, Shadow watched as a multicolored twister started to form around them.

Without warning he was struck to the side, stumbling before catching himself. He looked to the assailant with a fury, but there was no one there. He was hit again, this time from the other side. This time he caught a glance at a blue streak coming out of the rotating circle before returning to it on the other side. So that was it. They were disorienting him with the air. With all the blinding colors as they spun, it was difficult to see where they'd be coming from. They were taking potshots at him where they could. Typical.

He was hit from behind by a rainbow streak, catching himself as the blue one returned. Sonic. Shadow met his punch with one of his own. They bounced off one another, Sonic retreating to the edges of the twister. Shadow wasn't about to let him get away and gave chase. If he could take out one of them, it would break the funnel of air up completely, assuming he didn't get swept away.

Rainbow took notice of this and broke away. She struck Shadow hard in the head, and she couldn't help but wince a bit. Not for herself, but for Shadow, as she felt the noticeable thunk of bone against bone as he fell back to the middle. Now she and Sonic were back at it, keeping their insane speeds up as to not give him an inch of ground. The struck again. And again. And again, Shadow perpetually trapped within the spinning vortex as they fly by over and over.

Shadow fumed, a vein protruding on his forehead in pure anger. "Chaos control!" He vanished, appearing right outside the circle with readied hand. "Chaos Spear!"

"Incoming!" Rainbow alerted, seeing the volley of yellow bolts showering toward them.

"I see 'em!" Sonic affirmed, him and the cyan pony breaking their formation.

They flew and jumped out of the way, the explosions billowing flames and black smoke from the impacts. Sonic landed first, but not before Shadow had already rushed him. They were suddenly locked in a mix of furious blows, Sonic immediately becoming overwhelmed by Shadow's barrage. Sonic felt every hit prominently. Even when he managed to strike at Shadow, it was just repelled, leaving him only with his ability to block, which was quickly being taken apart.

With a twist of her body, Rainbow rushed in to help. She came in from behind, hoping to catch him off guard. This wasn't the case, however, as Shadow quickly spun around and met her strike with one of his kicks. She just rolled over it, using him as leverage as she brought her rear hoof down on his head. He hadn't managed to block this one, causing him immense pain as he was pushed back. Rainbow smirked. Showed him not to mess with Equestria's fastest flier—

She was suddenly struck back, Shadow grunting in anger as he delivered a punch to her cheek. The hit caused her to hit the floor, her head and shoulder impacting with a gong-like echo. Without missing a step, Shadow had brought his other arm up and elbowed Sonic square in the chin, the blue hedgehog having tried to throw a punch at him.

Rainbow attempted to get up, but that last hit had knocked her silly. She could feel her eyes rolling, many tiny, but familiar chimera-like figures circling her head she swore. Before she could recover, she had already felt another hit, this one powerful and with the force of a piledriver, right to her stomach. He had kicked her, his aura surrounding the foot as she was sent flying high above the area. She could feel her body spinning wildly as she struggled just to maintain some semblance of control.

"Now for you!" Shadow yelled, having done away with the pony and now wanting to focus on his main frustration. He spun around to meet his counterpart, already readying his Chaos Spear.

"Heh," Sonic chuckled strangely, struggling to stay standing, but smiling non-the-less. "Catch me if you can."

He took the fake Chaos Emerald, flashing it to Shadow before yelling ardently, "Chaos Control!"

Shadow couldn't even react right away. He had just tried launching the attack, but Sonic had vanished, the blasts sailing out into the distance.

Sonic reappeared, but not down below on the platform, but in the air high above everything. He looked out across the massive room, spying Shadow down at the center of the platform. Alright, this needed to be perfect. He was sailing through the air as he spied a certain blue pegasus that was flying right at him, spinning wildly as he wings flailed about. He spun his body, doing several successive backflips before unfolding and planting his feet right on a jut of large pip in the wall. His momentum that he gained kept him from immediately falling, the wind blowing through his quills as it all washed by him. It would only last him a second, however.

He cupped his hands together as if he was readying for a volley. His eyes narrowed on his target, the rainbow tail and blue hooves that fly closer and closer. And…there! He angled his body, allowing Rainbow's rear hooves to plant themselves in his cupped hands, pulling his arms back, but stopping her in her tracks.

She looked at her rescuer in confusion, but then looked in wonder once she saw who it was. "W-what?!"

Sonic smirked to her, his muscles visibly tightening. "Go get 'em Colors," he implored. With his last millisecond on the wall, he gave a hearty yell, using all his aura-given strength throw her, vaulting the rainbow-haired pony right back where she came.

Rainbow shot off like a bullet, perplexed at first, but soon coming to an understanding. She thrust her hooves forward, putting on her hardest game face with a huge push of her wings. She shot down in a prismatic blur, her rear hooves shooting out sparks of light as she picked up speed. Within a second, she was nearly on top of Shadow again. He was only just starting to turn, his red eyes going instantly wide at the realization.

"Eat rainbow, bed head!" she yelled, narrowing her whole body as her Buccaneer Blaze kicked in, launching her forward as she impacted. The strike was furious, air blasting outward as her hooves dug into his arms.

Eggman watched the video feed intensely, his beady eyes scrunching around his black specs. It was almost hard to watch all that was going on. Whatever that pony just did more than blow around some air; it had shaken the entire area in which the camera was recording. He could nearly see the air as she dragged Shadow across the platform. He felt his brow harden as his fist clenched, the fabric of his glove being stretched to its limit.

However, there was only a single thought that kept repeating itself in his mind. How did that blasted blue hedgehog survive? It had to have been a trick of some kind. But the more he watched, the more he realized that this was the real thing. Sonic was back.

"They're really goin' at it, ain't they?" Cubot observed, stroking his metal chin. "I can barely keep up with 'em."

Eggman just growled in response. He didn't have time to berate his yellow minion. "Orbot, what's the status of the Eclipse Cannon? I need to see some fireworks," he writhed in anger.

"92% and rising sir," Orbot confirmed. "It'll be just a couple more minutes till its full charge. But, if I may suggest, sir, we have plenty of energy stored in the core as it is. Might I suggest we fire it while we can?"

"No!" Eggman roared, prompting the small bot to cower. "I said I would turn the Earth into ash should my demands not be met, and I intend to keep my word. I want my furry friends to watch first-hand as their world is turned into nothing but slag."

Orbot, now carefully coming back from hiding, sighed worryingly. "Oh, if you say so, doctor."

"There's nothing to fear my little friends," the doctor stood, cupping his hands behind his back with a much calmer tone of voice. "It doesn't matter how fast those two are. They're still busy with Shadow after all. Even they won't be able to stop the countdown that fast."

"Isn't that what we always think?" Cubot spoke up. "We always have the upper hand boss. But that pesky hedgehog always beats you in the end, doesn't he? What's so different about now?"

While he couldn't see the doctor's face, he noticed a vein forming on his bald spot, the scientist's back hunching over as he breathed in and out. "Orbot…" he seethed between his teeth.

"U-uh—yes sir!" Orbot affirmed, appropriately rolling over to his partner and giving him a firm slap.

"Owww! What did I do?!" Cubot whined, having to stop his head from spinning in place. Unfortunately, he ended up stopping it on backward. "Aww, darn it! Look what ya did now!"

"You know better than to say that in front of the fat man," Cubot whispered with his hand up. "Just try to behave yourself, alright?" Cubot rolled away, heading to join his master's side as Cubot continued to mess with his reversed head.

"Aww man, at least help a brother out," the yellow bot whined more, intensely struggling to right his head. He grunted loudly, but it was no use. His head was staying where it was. His shutter-like eyes drooped as he sighed. Defeat to his own neck…not cool. He looked up, and his face went from that of someone in disappointment to one in partial glee. Something was standing behind him. No. Someone. "Hey mister, you think you could lend me a ha—" he was cut off by a loud crunching of metal.

"Cubot?" Orbot questioned at the noise, turning around. "Did you say som—" CRUNCH.

Now it was the doctor's turn to hear the out of place noise. He immediately turned and was faced with something he couldn't quite explain, for the shock was great. There, right in front of him, were the crumbled and crushed remains of his two robotic helpers, their metal chassis' taken apart ruthlessly. But that wasn't what caused him to freeze. It was the dark figure that stood before him, a dark and evil aura emitting from its very being. "W-who ar—" he tried to speak but was silenced by a lightning quick punch to the face. Then, nothing but darkness as he fell to the floor with a resounding thud.

The figure chuckled, stretching out the fingers of his punching hand. "For a very pudgy man, doctor, you have quite the hard head if you don't mind me saying," Zayn said to the now unconscious doctor, sickeningly smirking all the while his tunneled voiced echoed.

The dark purple hedgehog scanned the room. Light on security it seemed, at least on the inside. What a fool. No wonder he could never beat Sonic. Always so arrogant. Zayn tapped the now detached head of what was the small red robot, causing the heavily damaged orb to roll away, whatever he could get for a small bit of entertainment.

He looked to the massive display. It showed both the large room that the pony and Sonic were fighting in and a massive digital clock in the corner. It was just now reaching the two-minute mark, every second ticking by meticulously. He grinned, watching as the wind and dust were finally starting to settle in the arena.

"Oh, little Rain," he shook his head. "And here I thought you would've learned your lesson since the last time. It's a pity, really. Although, I suppose watching you struggle is more than enough to keep my attention for a while."

He turned to the large chair, completely ignoring the doctor who was still out cold. He took his place in it, lazily resting his head on one finger as he watched the screen. His eyes felt partly heavily, but he wasn't about to allow himself to doze off at a time like this.

"That's right. Keep on fighting him. Keep making him angrier. You may think you can somehow help that poor excuse for an ultimate lifeform, but all you're doing is playing right into our plan," he chuckled, watching as the timer reached its minute-forty mark. "Better hurry. The clock is ticking."

Rainbow's lungs felt cold, her wings like they were on fire. The dust was finally starting to clear after her nosedive. She coughed, but she couldn't help but smile through them. "That…*pant*…felt good…" she spoke through ragged breaths.

She knew that last attack had to have injured Shadow. There were no ifs, ands, or buts about it. She hit him with everything she could muster. She felt a sense of pride in her gut. After everything he put her through, she had finally gotten a good one on him. Of course, she had some help along the way.

She heard Sonic land next to her, running up to her in a flash. "Hey! Now that's what I call shocking display! I'd say you rocked his world, Dash!" he exclaimed, giving Rainbow a firm congratulatory slap on the back.

Rainbow smiled tiredly at the praise. She couldn't explain it, but it felt good to hear it coming from him specifically. "Thanks…" she spoke through the pants. She felt one of her front legs give out, causing her to stumble slightly. Dang it. She had used up more power than she should've there. "Ok, that's irritating."

"You alright?" Sonic asked, looking down at her now raised leg.

"Don't worry, blue boy," she jested. "It's just a sprain. Nothing I can't handle." She hoped that was true. If she was already hurting from her exhaustion of power, then she could only guess as to how much more she could use before she collapsed.

Sonic still looked at her with a hint of worry, but he didn't press on it. He just gave a nod of affirmation. "You're tougher than you look, ya know," he stated. "I guess all those cutesy looks are a bit deceiving."

Rainbow blinked at his choice of words, her face warming up intensely as she processed them. "S-say what?"

"Hmm?" Sonic questioned, a blank look on his face. "What?"

Rainbow only felt her face heat up even more, to the point she was pretty sure she was glowing. Wait, so he wasn't— "U-uh, nothing!" she stammered. "J-just uuuhhh…" Dang it! Did she really have nothing better to say?! What was even with her right now?! All he said was that she was— Arrrgghh! She couldn't bring herself to look back at him. Why did she think that just now? That was stupid.

"Are you sure you're all there, Colors?" Sonic questioned, his hands on his hips.

"SOOONNIICC!" a booming roar of a voice echoed from the dust, prompting them both to tense up. "RAAINNBOWW DAASSHH!"

The last of the dust finally started to settle, revealing the very damaged floor from Rainbow's impact before. But it also revealed a familiar figure, still standing with full blood red eyes. Shadow stood before them, dense scratches and minor wound littering his body, but mostly on his arms. Rainbow herself could see the pain-filled bruises caused by her hooves. Shadow was even holding his left arm with his right, his left one looking both tense but limp at the same time.

He took a step forward, a limp in his leg as he did. While he was still standing, he was obviously injured, quite heavily if either of them had a say in it. None the less, they were still tense, and they could see it in each other's faces.

"You…" he spoke in drips of venom, "I'm going to make you pay."

"Stop acting all tough!" Rainbow spoke with confidence, glad to forget what just happened. "We've got you outmatched!" she stood tall.

"The game's over Shadow!" Sonic spoke up. "You don't pick a fight with us without biting off more than you can chew."

Shadow stood silent, a rage-filled glare his only form of communication. But Sonic was right. He had underestimated them too many times, and now he was paying the price. His hand tightened around his arm in anger, gritting his teeth as he fought off the pain. This was humiliating. He looked pathetic right now.

The station hummed loudly, causing Rainbow and Sonic to perk up. "Hey, not to interrupt anything, but wasn't there something else we were supposed to be doing?" she asked Sonic in worry.

The blue hedgehog nodded. "Yeah, you're right. We spent so much time here I kind of forgot about that."

"You forgot about that?!" she asked incredulously, his nervous looks giving her all the answers she needed. She deadpanned.

"You aren't going anywhere," Shadow seethed, struggling to take even another step forward. He couldn't let them go. Not now. Everything he had worked so hard to achieve would vanish in an instant. Everything he had done would be in vain. Everything Maria had done would be in vain.

"Don't worry, we'll be sure to stop back here for the rematch," Sonic said cockily, gesturing to Shadow with a two-fingered salute. "You ready to juice, Dash?"

Rainbow didn't answer right away. For whatever reason, she found herself staring at the black and red hedgehog across from her. In all honesty, she didn't feel good about this at all. She could see the desperation in his eyes from here. It was mostly shrouded behind all of the anger, but it was still there. She thought back to what he said before. 'Maria.' The name flashed in her mind over and over. She thought of the human girl she had seen in her head, those innocent blue eyes sorrowfully looking on at Shadow as he looked to be screaming against the glass cage. She was confused more than anything. Just…what was he trying to accomplish? She…felt almost sorry for him.

"Hey, Colors?" Sonic called, bumping her side.

She was brought back to reality, coming back to her normal state of mind. "Uh…yeah. Yeah! Let's go!"

"Fine," Sonic smirked. "Race me?"

Rainbow smirked back. She may be still hurting, but she couldn't help but feel fired up.

"Pathetic…" Shadow mumbled, catching their attention.

He hunched over, a dark shadow cast over his face. His dark aura slow began to rise again, going up in small flare-like bursts. He took his hand away from his arm, and the two speedsters watched as he guided it down to his wrist. "Look at both of you. Friendship. Loyalties. These are things that have failed me over and over again."

He reached his wrist, squeezing his hand over the golden ring that cuffed it. There was a small flash there, and like that, the ring came off, falling to the floor with a series of clinks. It was such a small change, but they didn't go without notice. His aura started flaring up again, only now there was another color mixed in with it. Red. A fiery red. The pulsating color slowly started creeping its way around the edges of the darkness. The room suddenly started getting warm.

"I'm no guessing-hog," Sonic stared, "but I don't think I like where this is going."

"I'm not the only one feeling the heat, am I?" Rainbow questioned.

Shadow began reaching for the other ring now. "I have a promise to keep as well. A promise that all of humanity will feel the same pain that I felt 50 years ago. A promise to myself. A promise to her," he spoke, taking hold of the last ring. "And neither of you," he clutched the ring tight, his muscles tensing up, "are going to get in my way!"

He squeezed the ring. It flashed off his wrist, and everything fell silent. The air got unnaturally heavy, and all the lights seemed to dim as the red glow from his aura overtook everything else. Shadow grunted loudly, clutching his hands and arms around his ribs and sides in what looked to be pain. His black fur suddenly turned a very bright red, his red aura now completely enveloping the dark one, leaving a bleak mixture of purple in red.

Tiny sparks danced across his fur. It was if there was a deep, longing energy that was just waiting to be released all at once. And it did. With a mighty yell, Shadow roared to the heavens, his energy blasting outward in a furious firestorm. Red flame-like waves blasted across the platform. The two speedsters were in absolute shock at the display of power, completely unprepared for what was going on. Out of pure instinct, Sonic raised his arms forward, and Rainbow flared her wings. With their colored auras brought to bear, two similar colored barriers appeared around each of them.

The blast hit the shields like an avalanche, nearly pushing them both back as they grit their teeth. Rainbow was overwhelmed by how much power was being thrown at them right now. She was using up so much more energy, and yet she was still buckling under all the pressure. One look at a struggling Sonic and she could see that he was fairing no better.

Sonic grunted loudly. "J-just…hold on!" he encouraged, every muscle in his body seeming to strain.

"H-how does he…" Rainbow struggled, "have this much…left in him?!"

The firestorm kept going with Shadow's yells. Both Sonic and Rainbow both felt their limbs giving out on them now, Sonic even being forced to one knee. If this kept up for much longer…

As if it were a blessing, the energy stopped flowing. The dissipating energy gave them a much-needed reprieve, their barriers instantly breaking apart as they nearly collapsed. They were exhausted, but alive.

Rainbow looked up tiredly. It was bleak, darkness surrounding a single silhouette. It was as if all the light around the had coalesced into a single point, reminding her of a solar eclipse. The heat was very prevalent now as she could see the waves pulsating from the red and purple aura. The figure walked forward, every step it took echoing straight to her eardrums.

When it was close enough, it stopped. She looked on in a mix of fear and awe. Shadow… The dark hedgehog was bathed in bright red light, the violent energy covering every inch of his body. It sparked and crackled, his muscles visibly struggling to contain all their power. His eyes had no more white in them. They were simply as red as rubies. His dark aura had now skyrocketed, a violent swirl of miasma that looked as if it was trying to engulf him.

"Now do you see where you stand?" Shadow spoke through strained words. "This is the true power of the ultimate life form! You made the mistake of pushing me so far!"

Sonic picked himself up. "Man, I think he's gone off the deep end this time."

"What are we supposed to about that?" Rainbow asked her partner. "I don't like the way he's looking at me either."

"Worst case scenario, we run," Sonic jested, albeit at a bit of an improper time. "It's what we're good at, right?"

"That's not at all how I would've said it," Rainbow responded.

Shadow huffed, although they could tell it was very guttural. "You really think you'll get the chance?"

Without warning, he dashed forward. The speedsters were taken aback, the enraged hedgehog alright right in their faces, leaving only a stream of red and purple in his wake. He gave each of them an unyielding punch to the gut, taking all the air out of their lungs as he took them off their feet.

Rainbow's and Sonic's pupils shrunk in pain. They couldn't even follow his movements. It was almost instantaneous. His punches were nothing to scoff at before, but now the strength they held was overwhelming. Rainbow herself felt the internal bruising it was sure to leave. She coughed hard, her and Sonic being sent flying by the strikes. She tried to right herself but had no chance she as she suddenly felt somepony yank her by the tail. She yelped in pain, just before being swung around violently by Shadow. He threw her to the floor, her back the first thing to hit the cold metal as she felt it crack and pop.

With her temporarily stunned, Shadow was already readying another punch, aiming right for the pony's exposed stomach. However, Sonic, flashing in with Chaos Control, appeared standing over the disoriented pegasus and catching Shadow's strike, grunting as he grabbed it with both hands. So, Sonic was shocked when he was still blown away, his body violently flying through the air. He righted himself, his shoes skidding hotly across the metal. He readied himself, fighting past his dazed senses as Shadow set his sights on him.

They collided, the two hedgehog's flashing around the arena in blue and red blurs. Shadow was easily taking over the situation. Sonic was surprised at how fast this guy had gotten compared to before, and for him, that was saying something. He couldn't count how many times he had to narrowly avoid him cutting him off. For once, he had to push himself to his top speed, and even then, he was struggling to keep up. Shadow. This guy was really something else. He'd be smiling if it weren't for how bad this had gotten.

She threw a punch. Sonic moved out of the way, but he was nearly blasted by all the energy and heat that expelled from it. Shadow threw more punches. Sonic managed to sidestep each one as the energy exploded outwards, but only by the skin of his teeth. 'Shoot!' he swore to himself. 'He wasn't kidding! He is a whole lot faster than before! You'd think—'

"Argh!" Sonic yelled as the heated punch caught him by the cheek. A nasty scorch mark was left where it grazed him, leaving him with a piercing sting.

It caught him so off guard he failed to see Shadow's hand extend right to his chest area, open palm as it glowed with red energy. Sonic looked at it in horror as he realized what was happening. "Chaos Spear!" Shadow shouted. All the energy suddenly condensed, exploding with fury as it impacted Sonic's just. Sonic was blasted back, his front in immense pain as he tumbled and skipped across the platform.

He stopped, only catching himself on his knees. One hand clutched the spot on his chest where he was struck, wincing as he did. Looking at it, it wasn't as bad as it could've been. There was a red spot that was sure to result in bruising, but he's had much worse than that. Thank the wind for his aura. Whatever this stuff was, it was sure useful in taking hits. That's not to say he didn't feel the aching aftereffects for it though.

"Chaos Spear!" he heard again, swiftly turning around to see more spears arcing out of the smoke and right towards him. He saw that these were no longer yellow like before, but red like Shadow was currently, their energy bristling with chaotic sparks. They were practically on top of him already, their speed greatly enhanced by whatever Shadow had done to himself.

"Sonic!" he heard a familiar voice. He looked and saw a rainbow coloration out of the corner of his eye, just before it tackled him to the side. He fell to the ground with Rainbow right on top of him, the spears shooting past them before exploding in the distance.

"Hey! You alright?!" Rainbow questioned, quickly trying to get the hedgehog on his feet. "Come on! You can't tell me he's already beaten ya silly!"

Hehe," Sonic chuckled, accepting the help. "You kidding me? This is just the warmup for me. Now that you're on your feet we can play for real."

Rainbow just sighed in slight aggravation. Was this the time for jokes? "I don't get you sometimes, you know that?"

"Chaos Spear!" they heard, immediately getting up. They were just in time to each flip out of the way, the spears impacting around them as black smoke overtook the area. They had vanished, the smoke covering them completely, but Shadow didn't care. He didn't care about anything right now. All that mattered was that pests like them were squished.

He charged, his crackling red energy forming like a dome as it charred and scorched the metal beneath it. He dashed through the smoke, the burst of air dissipating it entirely. He grit his teeth, smashing his foot down as he came to an immediate stop. He looked around him with red-hot eyes, scanning for the two speedsters. But, he found nothing—not a soul around him. They had vanished.

He stood there for a moment in wonder, but his silence soon turned into a loud, animal-like growl. "Where did you go?!" he yelled, scanning the whole platform. "Show yourselves?!" He shot off a volley of spears, striking at random points throughout the platform. If they wanted to hide, he'd just force them out!

Meanwhile, as the platform shook and buckled under the force of the blasts, to blue counterparts were sitting right underneath. They were over the edge, slightly toward the center with Sonic positioned on a stray pipe while Rainbow hovered next to him. They ducked down, the crashes and blasts working them right to the bone with their violence.

"You know, I was starting to like him better when he was quiet and didn't talk to us," Rainbow spoke quietly. "It feels like he's gonna tear this whole place to pieces."

"No kidding," Sonic agreed, trying not to lose his footing. "Talk about a bad temper. He's worse than Knuckles ever was that's for sure."

"Is this the best time to joke around?" Rainbow scolded.

"Who said that was a joke?" he responded, gripping the pipe harder as another crash was heard.

Rainbow winced as the blasts reached her eardrums. They were close enough to cause them to pop slightly, but nothing too damaging. Shoot. She's never seen anypony with so much bloodlust in their eyes before, not like him. He was deranged, almost broken. No. Forget that; he had gone off the deep end. But why? Wat was so important to him to go to such lengths as to nearly tearing himself apart? Rainbow grimaced. That's what it seemed like. He had so much energy building up inside him she was surprised he could even move with bursting.

She was lost in thought. Was this still about that girl she saw before? Dang it! She hated being in the dark like this! She wished somepony else was here that understood what was going on because she was not the pony for this. To piece it all together in her head…just what was this girl to Shadow?

"Hey Dash," Sonic spoke up, noticing her distant gaze. "Is something wrong?"

"I…" Rainbow muttered, unsure of what she was eve saying, or if she even wanted to say it.

Sonic tilted his head in curiosity.

"I…I don't think Shadow is as bad as we think…" she said with mild uncertainty. Did…did she actually believe that? She thought so, but she's been wrong before. But…she didn't think she was this time. There was something going on that they couldn't see.

She looked to Sonic, half expecting him to question her. She definitely would've done so if the positions were switched. However, he just sat there in silence, looking at her. She wasn't sure what he was thinking, as his face was blank, but with a hint of ponderance to it. Then, he smiled.

"Heh, you think so, huh?" he chuckled.

That caught Rainbow off guard. "Do…do you think so?"

"Well, I actually don't have a clue, but that doesn't mean it isn't true," Sonic explained. "If you think so though, good luck getting through his temper. I'm not completely convinced. Still, he's some good competition. Heh, talk about a rush."

"So, I do sound a bit crazy. Great," Rainbow muttered, casting her head low.

"Ahhh, don't be like that," Sonic quietly encouraged. "Just go with your gut on it. If you follow your heart you can't go wrong, ya know."

Rainbow looked to the blue blur, a hint of a grin forming on her face. "That's the brightest thing you said all day, pinhead," she jabbed.

"Hey, you gotta give me some credit," Sonic chortled.

"ECLIPSE CANNON SEQUENCE COMPLETE IN T-MINUS 1 MINUTE," they heard over the speaker.

All at once the station felt like it had shifted, Sonic nearly losing his balance on the piping as his foot slipped. Rainbow caught onto this and pushed herself into him, catching him on her side as she pushed him back up. He took a stronger grip as he breathed out. "Thanks for the save."

"No prob," she responded, but quickly focused on another matter. "Shoot! Did you hear that?! The thing is almost done charging?! Oooohhhh, dang it! Dang it! Dang it! Why wasn't I keeping track of that?!"

"Hey!" Sonic consoled her, putting a hand on her shoulder. "Calm down, Colors! Look who you're talking about. We're the fastest things on this station right now. Like a minute is going to intimidate us."

"Yeah, but," she gestured up to the platform with her head, "did you forget about big and bad up there? How are we supposed to outrun that?!"

Sonic just laughed in her face, almost as if that was the dumbest question you could ask. "We run like we've never run before, of course. It's not rocket science. Besides, I still want that race you promised me. Well, now you're timed on it. So, what do you say?"

"I'd say you're nuts," Rainbow said bluntly. However, her face only showed mild amusement. "I think that's why I like you now."

"Now you're talking like a member of Team Sonic!" Sonic said with excitement. Then, he actually bothered to look down, seeing nothing but the abyss. "But…uuhhh, you think you could give me a lift? I'm not a flyer," he laughed nervously.

Rainbow just rolled her eyes, but soon got on a very determined look. She scanned the area and saw a good portion of the walls that were away from the platform. Built all around them were these massive boreholes that looked to go on for ages, only seeming to end when they veered off in another direction. Just looking at them reminded her of the scale of this station. It was so expansive that these holes could lead to absolutely anywhere. But they were the only immediate way out of their current predicament, so that's what she went with.

"Hold on, blue boy! We're going for a ride!" she exclaimed. She turned and slipped right behind Sonic who now had on a slightly confused expression. That confusion turned to panic when Rainbow grabbed him under his arms and lifted him from his platform. Before he could even protest, she was already zooming across the empty chasm with him in tow. She could almost feel him tense up, but he thankfully didn't struggle. Would've been awkward on her part if she ended up dropping him.

She darted them across the room, leaving their mock cover and wasting no time in reaching the massive cylindrical tunnel. The second they reached the mouth she dropped the hedgehog, leaving both of them to dash off at max speed. Now that they had moved into the tunnel, they finally realized just how massive it was. There was ample room to move around. It was similar in size to Princess Celestia's main hall in the castle, only much longer and seemingly never-ending.

"Alright!" she heard Sonic yell, keeping right at her side. "We just follow this until we find the control room! If this is leading up, we should be there in a before you can say scrambled Eggman!"

"I just hope you know where you're going!" she yelled back.

"My guts never lied to me before!" he laughed. "No reason to doubt it now!"

"AAARRRRRRGGHHHHHH!" a bellowing roar reached their ears.

"Uhhh, did your gut tell you that we might not have gone unnoticed?!" she said with heavy sarcasm.

They looked back, their worries coming to fruition. Charging right behind them was a dark red hedgehog, murder in his eyes as the killing intent left his powerful screams. But not even his insane speeds were what got their attention the most. It was the massive dome of energy that completely enveloped his body, traveling with him as its violent flame-like barrier tore apart the floor beneath him. It was gargantuan compared to them, taking up almost a quarter of the tunnel—destruction incarnate.

"You know, I was kind of being optimistic!" Sonic sweatdropped, looking at her with a nervous smile.

Ignoring his antics, Rainbow dashed forward, her wings carrying her as fast as they could handle. Sonic made sure to keep a brisk pace with her, doing what they could to stay ahead of the field of death. They flew through all the twists and turns of the tunnel, the geography of the place sometimes requiring Sonic to running across the sides and even ceiling at some parts, not that it was much of a hinderance to him, Rainbow much less so.

They didn't seem to slow Shadow down much either. Even through it all he only seemed to be getting faster and faster, his energy not dissipating in the slightest.

"Man!" Rainbow shouted in annoyance, "can't this guy just take a breather already?! My feathers are starting to tear themselves off!"

"That's no joke!" Sonic affirmed, taking a quick glance back. "Hey Rainbow! Watch it!"

She flipped her head back, seeing the dome of energy gaining a sudden burst of speed followed by the backblast of a sonic boom. She was shocked, seeing something so massive going that fast. She flew off to the side, Sonic doing the same on his end as Shadow came between them. They were now separated, leaving Shadow who had now slowed down to keep at pace with them.

"Pony feathers!" Rainbow swore, the intense heat of the dome washing right over her fur as she winced. She might as well have been next to a sun for Celestia's sake!

She could barely see Shadow on the inside of it, his shoes gliding across the floor with ferocity in each point of contact. The sparks that wer flying from them were even reaching past his quills. His teeth were clenched tight; his brow inwardly closed in either unbridled rage or unfathomable pain. She didn't want to know which.

He closed his arms in, his fists clenching tight, right before spreading his arms out wide before them. "Chaos Spear!" he roared, the energy dome shooting out several ruby-red spears in what seemed like every direction. The blue hedgehog and pegasus were forced to swiftly dodge each one as they bombarded the tunnel around them. They were powerful, much more powerful than their previous variants. Each explosion came with its own wave of force, pushing the two speedsters around like toys, both barely able to keep stable.

Shadow suddenly veered left, taking Rainbow by surprise once again as the dome flowed right to her. She had to act fast. She just flew up around the edge of the tunnel, rolling upside down as her back was inches away from the burning energy. Shadow grunted in annoyance. She was only escaping by the tips of her feathers.

She rolled back over, meeting back with Sonic as Shadow had taken her place. "Fancy running into you here!" she said casually to her companion.

"Just keeping the spot warm for ya!" he answered back.

They looked to see Shadow raising his arm again; a telltale sign of his next move. He fired off more spears wildly, seeming to not even taking the time to aim anymore. As long as one of them hit, they supposed it wouldn't matter to him. They weaved around both them and each other, their streaks twirling around each other in a pretty display if it weren't for the situation. Rainbow's eyes were completely focused on the spears, darting between each one as they landed and immediately looking out to the next one. It was strange. Even though they figured he wasn't aiming, it was off to see how easy it was to dodge some of these. It was almost like…

"Sonic!" she shouted in realization, and worry.

Sonic looked back to see what was wrong, but it was too late. Without warning, Shadow was on the move again. This time, however, it was not towards them like before. In fact, he was going in the complete opposite direction, running up and around the cylindrical wall up to the ceiling. He was right above them…

"Shoot!" Sonic swore. "Move!"

They tried doing just that, looking to separate as they had done before. However, it was useless once they saw what he had suddenly done. He fired off another barrage of spears as he reached the ceiling, firing them off at both sides. The two speedsters found themselves surrounded, two separate barrages of spears enclosing on them from the sides while Shadow held his place above them. Then, he pushed off. Their eyes went wide with horror. Here they were, attacks now coming in form all sides. The spears were at their sides, and Shadow and his cloak of energy were falling on top of them. They couldn't speed up as they were already at their max. They couldn't slow down in time due to their speed. They were trapped…

Rainbow felt herself quiver in fear, the realization hitting her hard. She quickly looked to Sonic in desperation, looking for any way out that she could find. Thankfully, he looked to supply. He reached out to her, quickly pulling out his dimmed Chaos Emerald. "Grab on, quick!"

She wasted no time in doing just that. Just as the dome was right on top of her, she dove straight for the blue hedgehog. The heat was way too intense now, the tip of her tail briskly touching the edges of it. Sonic took her with open arms, her speed nearly bringing them to the floor as they tripped and partially spun. He flashed up the emerald. "Chaos Control!" he shouted, both of them suddenly enveloped by a bright flash.

Shadow crashed down where the flash appeared, the floor being torn apart by both him and the spears that crashed at his sides. He grunted in shock. A large portion of his energy cloak breaking apart with the crash to the floor, the flames blasting out in a bright shockwave. "What?!" he roared, his shoes skidding across the metal as he tried to come to a stop. His energy left a trail of charred black metal. It took everything he had, but after putting in some distance, he finally came to a halt.

"Dammit!" he yelled at the top of his lungs, furiously taking glances around the tunnel. Depending on how used to Chaos Control that blue hedgehog was, they could be anywhere in the station right now. It was doubtful that he could use it to that degree in such a short time, but that didn't make the situation any more bearable. He just needed to find them…

"HEY!" he heard behind him, "redhead!"

He turned around, finding the source of the voice. It wasn't what he expected in the slightest. Far in the distance of the tunnel was a spinning blue mass, similar to that of a saw blade. The outer ring was made up of rapidly blurring colors, all prism-like. He realized what it was, grunting in annoyance. It was them.

Sonic was holding onto Rainbow's hoof tight, bringing the colorful pegasus in with him as he spun up into a midair spin dash. Rainbow felt like her leg was about to be pulled from its socket. But she held strong; her teeth gritted together in a sheer show of will. The spinning got faster and faster with every rotation, so much that the air itself was becoming visible around them.

"Ready…" he started, gritting his teeth as his head whipped his head around. "GOOOOO!" he cried, spinning once more before releasing his grip on her.

Rainbow shot off like a bullet, sudden burst of speed blasting Sonic away with the wind alone. She straightened herself to decrease the wind resistance. A cone of air had instantly formed around her, her muscles straining to their breaking point to keep her hooves aligned on her target, who looked shocked but ready for the incoming speed of the pegasus. She extended her wings…and pushed…

The Sonic Rainboom rung throughout the tunnel, the colored shockwave spreading outward until it struck the sides of the tunnel. The beautiful array of colors washed across the surface like water, covering the entirety of the now brightly lit tunnel. Shadow was taken aback in horrified confusion. The blast of wind had nearly pushed him back, even with his energy surrounding him. And now, the once speedy pegasus had now blasted forward at an utterly unbelievable speed, right towards him.

'Why…?' Shadow thought. 'Why…hasn't she just gave up yet?!'

He felt his fist clench at the mere sight of her. What was it about her that made him so infuriated? She was nothing. They were both nothing. He felt his energy levels climbing to their limit, his legs buckling as he struggled to remain standing. This next one had to count. This would be the deciding factor.

He crossed his arms in front of him, his red and dark energies condensing around him as the pegasus speedily approached. He grunted in pain as a flash of red lightning arced across his skin. But he ignored it all. He ignored all his surroundings. His focus was only on the enemy in front of him, everything else gone black.

"Chaos…" he struggled with unbridled rage. The entire tunnel shook, the lightning now shooting away from his body in quick bursts against the metal plating. Rainbow was right on top of him. "BLLAAASSSSSTTTT!" he roared with fury. All at once, the energy was expelled from his body, a bright explosion of red translucent barrier that overtook his entire section of the tunnel.

Rainbow almost veered away right at the sight of the explosion, the very same attack that had left her a crumbled mess not too long ago. Only now it was completely unhinged, no control over it whatsoever. Her whole body wanted her to turn back. However, her spirit was another matter. For the first time in a while, she wasn't afraid of him. He was broken. In more pain than she ever was. And she was better for it.

She shot on, her harmonic energy coating her body as she impacted the edge of the explosion. A great flash of light burned into existence from their collision. Rainbow's entire body, especially her forehooves, felt like they were being dipped in molten lava. She felt herself continually pushing against the energy as if it were an extremely dense balloon, the outer layer giving way under the pressure, only to pull her back with just as much force. She was pushing out tons of harmonic energy to make sure her speed never decreased, despite the loss in pure movement. She still had the force behind her. She just needed to go a little further before she couldn't go any farther.

She increased her output little by little, the blast giving way with each bit of progress she made. She could see Shadow in the center, his body the catalyst for all this power. It was completely insane. She had no idea there could be dudes like this guy that was this powerful. It was shocking. And that was putting it lightly.

"Why…" she heard him say, his voice shaky. She perked up, although still focusing on the task at hoof. "Why are you still so persistent? Every time you're just beaten down into the dirt…worthless to everyone around you, able to change absolutely nothing…"

She suddenly felt her progress coming to a halt, the pressure becoming even stronger than before. "So," he continued, "why are you still here!"

The energy came in another massive wave, pushing Rainbow back as the explosion only got larger. Her body was being seared, the only thing keeping her in place being her energy and her iron willpower, only both of those were vanishing quickly. It…was too much… Her wings were slowly giving out every passing second. Each flap felt as if they were trying to lock up, only that would mean certain death. She…she felt just like she did that day…when she fought Chaos… The same overwhelming power…the same helpless little pegasus that couldn't change a thing... Was…was he right about her? Was all this really pointless? It showed just too much. She…she wanted to cry again…

Another wave of power pushed against her, sending her even further back. This was it… She gave it her best shot, and in the end, it didn't matter at all…

"RAAIINNNBOWW!"

She perked up, looking as far around as she could. It was Sonic's voice. Not too far away from them, she could see him, holding one of his arms with the other. He was hurt. He wasn't making an advance toward them, just…standing there behind her. Had…had he realized it was over too? No…he wouldn't ever…even if it was the worst possible situation imaginable… But…then why in the hay was he not helping her?

These thoughts completely plagued her mind, searching for answers where there were probably none. Then…she saw his face. He was looking at her with not eyes of despair…but eyes of hope… But…why? He was smiling at her, even as he was injured. She didn't understand…

Then, he nodded, the hand holding his other arm flashing her a single thumbs up.

…

He…he wasn't giving up…not by a long shot. He…..he was…

She looked back at Shadow, although no longer with fear or doubt. Only heated determination, a heat that outmatched the searing pain all around her by a great magnitude. Her vision felt sharper; her muscles strengthened; her will empowered once again.

This didn't go unnoticed by Shadow, who had taken note that she was no longer being pushed back. "What?" he stated in confusion. "What're you—?"

She pushed forward further, the energy once again bending under the force. Shadow expelled more, wishing to send her flying back into the depths of the station. However, this never came. She was still moving forward with a passion, her ruby-red eyes locked on him. Wait…red eyes?

Indeed, her magenta eyes were no longer present. A bright pair of red colored irises were in their place now, as if there was a pure red sun behind them. "I don't care what you have to say anymore!" she yelled, her voice now echoing throughout the area. "You talk like you're all above everypony else, like nothing we do is worth a single bit!"

She pushed further, Shadow now physically struggling to put out more energy. No matter what he tried doing with it, she just kept on coming, inching closer and closer as her own ruby energy grew larger and larger.

"Well, you're right about one thing! I can't change anything! And get that completely now! But…that's just me!" she stated, her eyes getting bright with each word. "I would've never have become the pony I am today if it weren't for those around me! I never did anything on my own! I always had those that I cared for at my side, lifting my wings when I couldn't! We help each other get stronger! We never do anything on our own!"

She built up a ton of energy in her rear hooves and wings, using it to push forward further. She was nearly on top of Shadow now, and he could tell. He roared out, bringing out everything he had against her.

Then, her ruby eyes started leaking energy, like a gentle flow of tears. Only, these weren't flowing down, only up and out.

"That's why we're so different!" she continued. "Where you just shut everypony else off and formed your own twisted…I DON'T EVEN KNOW…I only grew to trust those I used to hate! You grew all on your own, and that's why you're so much better than me! But…I don't want to be better than you! Cause I already am! By being better…with those that fly with me!"

"That's why…" she strained, her eyes full of purpose and true determination, something that she's been lacking for a long time now, "I'm still here you Sonic wannabe!"

With one more push of her wings, she shot forward one last time, and it was the last she needed. With her energy condensing around her, her red lightning bolt flashing in on her chest, she cut through the Chaos Blast like it was butter. Shadow was in pure disbelief. No one had ever done something like this to him before, not to such a degree. It was unthinkable. Just who…no…what was she?!

With all the power she could muster, the strength of the Sonic Rainboom returned in full force, extending both of her hooves out to meet him. And meet him she did. She struck at his chest, her hooves digging in deep. Just like that, the Chaos Blast completely dissipated in a single shockwave as she carried him away. It was like a blur, Shadow's face contorted in shock and utter pain. His red energy was completely gone now, his fur returning to its normal, black color. He coughed hard, a hint of blood dripping from his lips as he was being dragged down the tunnel by his attacker. Rainbow just grit her teeth hard and pushed on, her surroundings nothing but blurry images.

She gave one final yell. She put all her power into her forehooves and pushed out. Shadow was sent flying, so fast and so sudden that his own cone of air was forming around him as he spun out of control. This…this was the way it would end…

Shadow impacted hard with the side of the tunnel, debris flying in every direction as his body punctured the metal plating, forming a dented and deformed hole. For Rainbow, that was it. Her energy and red eyes vanished, her wings giving out. She spun and struck the ground, rolling and skipping the whole way. When she finally came to a stop, she found herself bouncing right into the same hole, the opening more than big enough to catch her.

She simply plopped onto the new floor without any form of grace, only exhaustion. For the first time in what seemed like ages, it was quiet. The echoes of the engagement were long passing, like thunder after an intense storm. With her wings drooped at her side and her face in the dusty debris, it strangely felt…blissful… She couldn't help but smile weakly, but it was a smile, nonetheless. She won.

She heard a thud next to her. She looked to see Sonic landing from the top of the new opening and into their new surroundings. He stumbled, still holding his other arm, but he made his way over to her.

"H-hey Rain… How are you fairing?" he jested.

She huffed lightly. "You wanna take a guess?"

"I think I've got a pretty clear picture," he smiled, leaning down with his good arm. He took her under her forehoof, lifting her up so she was propped up on his shoulder. Even though he was visibly hurt, he still found time to lend a helping hand. Scoring more and more points with her as he went it seemed.

While she was still groggy and on the verge of passing out, she looked at their new surroundings. She already figured that they were on the other side of the hole that Shadow made. From the looks of it, they were now in an extremely old and seemingly deserted part of the station, if the heavy amounts of dust had anything to say about it. Age old machinery lined the walls, broken storage containers everywhere. It was dark and dreary, the only light coming from the tunnel above.

They heard rustling further down the room, followed by pained grunting. Right on the edge of the rays of light stood a single figure. Shadow, his black fur almost camouflaging him against his dark backdrop. He grunted and limped as he stood. At first, they wondered if he was really done this time; whether they had truly defeated him this time or if he was just going to get back up for more. His next cough said it all, however. He lurched over, his spit and some blood dripping onto the floor. He was brought to a single knee, only one arm keeping him steady. Finally, his two rings flashed back onto his wrists, seemingly from nowhere.

It was over.

They stood victorious over the defeated hedgehog. Injured and barely standing, but victorious all the same. It was so sweet to relish in it after so much fighting. For what seemed like insurmountable odds, they had come out on top. For what it was worth, they were proud, Rainbow especially.

"Shadow," Sonic spoke up. He was sure he had heard him, but Shadow gave no response, not even looking up at him, "the game is over. You have to get that now, don't ya?"

There was still no answer, only the look of someone who had lost their sense of pride, and possibly even purpose.

"It's just like she said," Sonic explained, catching Rainbow's attention. "We're stronger when our friends are with us. Me personally, I'm willing to bet my entire life on my friends." He gestured to himself with his thumb. "You're pretty strong Shadow. That's the only reason we won back there. Heh, I'd wager you'd win us out in a little one on one."

Shadow remained silent. Sonic deflated. Well, he was hoping that would at least get something out of him. But there was nothing. Rainbow herself looked at him in pity. It was strange seeing him like this compared to how he was at all other times. He looked pathetic. Rainbow kept quiet, completely unsure of what to say.

However, to their curiosity, Shadow finally looked up at them. His face was still very intense, but the exhaustion was evident. It seemed that they all pushed themselves to their limits today. A single flow of blood stained his lower lip and his chin. Rainbow inwardly winced. She had no idea what kind of damage she did to him back there, but she didn't want to think about it; hitting a living thing at that speed. She didn't think it mattered on how strong they were. She didn't know if she should feel proud or guilty.

Shadow's eyes stared right into theirs, their red hue still prominent. It was nowhere near the same ferocity it once was, however. They stood frozen, unsure of what he would say or do.

Then, contrast his entire persona up until now…he smiled.

The two speedsters raised their brows. Why a smile? It didn't end there, however. He soon began chuckling, very slowly. It was almost an unnatural noise. In fact, they felt creeped out more than anything. The first thing they could hear from him since he went berserk, and it was this.

He stopped, giving them a sadistic grin. "You think you won?" he chuckled. "Wrong…"

They suddenly felt the station jerk beneath their feet, a sudden sense of dread hitting.

"…I win."

"ECLIPSE CANNON FIRING SEQUENCE COMPLETED," the loudspeaker stated, a loud humming reverbing throughout the whole area. "DESIGNATED TARGET: PLANET EARTH."

Their breath hitched. No… Not that… Anything but that! They had spent so much time fighting Shadow… The Ark was preparing to fire!

"S-Sonic?!" Rainbow pleaded to her partner. She had no idea what to do. What…what could they do?!

Sonic grimaced in response. He looked petrified, like somepony had punched him right in the gut before taking away his super speed. For the first time since she had met him…he looked completely stumped. It was almost horrifying to see.

"FIRING IN 5…"

"Come on!" Rainbow yelled again. "There has to be something we can do! We can make a run for—" she tried to hold herself up, only to stumble in intense pain. Sonic struggled to keep them up, his own legs close to giving out.

"4…"

"Hold on!" Sonic spoke, lost in thought. "I'm trying to think! Dang it! Come on brain! Don't blank now!"

"3…"

The floor started shaking in a rhythm, huge pulses moving in and out as they quickened in pace.

"2…"

"This is where it all ends," Shadow spoke, his eyes closed in content. Contrary to everyone else, he looked at peace with himself. His duty was complete, his mission a success. He laughed to himself. Marie…she…she would've been proud.

"1…"

"No! J-just stop this! Please!" she pleaded to Shadow. It wasn't worth a reaction it seemed, however. He was in his own world, and their's…it was soon to become a heap of raw slag.

She closed her eyes in frustration. This wasn't how it was supposed to go. Silver, Blaze, everypony…she really did fail this time. The Earth was going to be destroyed, and she could do nothing about it. Was all that just now for nothing? Was that entire struggle for naught. The humming grew loud, the burning sensation in Rainbow's chest causing her to lurch in pain. There was so much chaos energy in this place…and it was all about to be released at once.

Then…

…

The humming grew quieter, the sensation leaving in a flitter. The shaking stopped completely. No rocking of the station, no big bang, no nothing. The three all sat in silence, expecting something to happen, but nothing ever came of it.

Shadow looked up in confusion. "What…" he started in partial disbelief.

"ECLIPSE CANNON MAIN CONTROLS COMPROMISED," the voice spoke. "OPERATION INCOMPLETE. ENERGY LEVELS DECLINING. SYSTEM ERROR. SYSTEM ERROR. PRIMARY WEAPON SYSTEMS SHUTTING DOWN."

The station…was shutting down the weapon? The reactions in the group were very mixed, from bewilderment, to shock and awe, to sheer joy from the two blue speedsters. They didn't know what to feel first. Relief, happiness, celebratory, maybe all three. But what had happened? It certainly wasn't them who did anything. So, who?

Rainbow and Sonic looked between one another, both looking for answers when it seemed to hit both of them. "Tails!" they both exclaimed.

Shadow picked up on what they said, his expressions going all from shock to anger. That shouldn't have been possible. There was no way they could've reached the control room that fast. Only all who were here were close and fast enough to get to it in time. So, what did they do that he was unaware of? Damn it! He didn't know how, but he had been duped. He smashed his fist into the floor, uncaring of the pain from doing so.

"I can't believe it!" Rainbow said ecstatically. "He actually pulled through!"

"Heh! I never had a doubt in my mind!" Sonic said cockily. "Tails always pulls through in the end!"

"You liar!" Rainbow butted heads. "You were probably more worried than I was."

Shadow grunted, not going unnoticed by the two heroes. He was doing his best to stand, probably using up the last bit of strength he had left. Their smiles temporarily faded. As joyful as they were, they weren't going to underestimate him, even in his wounded state. "Hold it right there buddy!" Rainbow ordered, trying to sound at least a little intimidating as her hoof was over Sonic's neck.

"I've had enough of you two…" he spoke drearily. His eyes met theirs with a heated glare; however, his body language never said anything regarding an incoming attack. "As much as it pains me to say, I'll admit defeat here. You may have beaten me once, but don't think it changes anything that I've said," he pointed. Rainbow glared, seeing that he was pointing directly at her.

"This is far from over," he threatened. "Chaos Control."

And just like that, he vanished in a flash of light.

"Hey!" Rainbow jumped. "Get back here!" she charged forward to where he once stood.

Sonic immediately stumbled at the shift of weight. "H-hey! Watch it, Colors!"

Rainbow heard his words, but it was too late. With one last ditch effort from both to stay upright, they fell face first. Their noses impacted with the dusty floor hard, hard enough to give them needle-like sensations pricking at the inside of their nostrils. They groaned in unison. Yep. They were done here.

It was quiet now. Shadow was gone and didn't return. Wherever he was now, they were just glad it wasn't anywhere near them. They each flipped over their respective ways. They were on their backs, side by side as they stared into the light from the hole. Rainbow breathed out a sigh in annoyance, but also in relief. She felt like she had just flown across all of Equestria a hundred times over and back again, within only the span of a few minutes. If anything, she wanted to give herself a pat on the back. If only she could lift her hoof without feeling the need to pass out.

"Well," she heard Sonic speak tiredly, "we did it, didn't we."

She could hear the confidence he spoke with, and to her, it was well deserved. "Yeah, we did," she affirmed, not taking her eyes off the light. "I can hardly believe we actually pulled all that off."

"You mean the part about beating Shadow or the part about stopping the Ark from destroying the Earth? Or maybe the part about me tossing you across a mile's worth of station?" he smiled.

"All the above, dude," she groaned. "Ugh, I think I need a wing massage."

She heard Sonic grunt in pain. "Sorry, my body won't let me even if I tried."

"I never said from you," she laughed. "I doubt you'd be any good at it anyways with those…hands? Hardly anything like a hoof would feel."

"Yeah," he answered sarcastically, "cause I'm sure giant rocks attached to your feet are really soothing."

He felt a small jab to his arm. "Owww! Oww! Hey! That still hurts!"

"Ahh, don't be such a little colt," she jested. "It hurt me to do that too."

Sonic just gave her a deadpan look, and she knew it. She just laughed lightly. After all that had happened, even these little moments felt like such a big thing to her. It…reminded her a lot of when she was with her friends back home. Her friends… She could only imagine what they were all doing right now. Freaking out more than likely. She could see either Fluttershy or Rarity fainting out of anxiety. She didn't want to think about what Pinky may have been doing. That in itself was nightmare fuel.

However, once another thought crossed her mind her ears drooped. Not out of fear or uncertainty, but concern. "Sonic…?" she questioned, looking to the exhausted hedgehog.

"Hmm?" Sonic turned to face her. After seeing her face though, he grew curious. "Rain?"

Rainbow looked like she wanted to say something. Her mouth opened to do so, but no words came out. She was being apprehensive, nervous. She looked away. "Nothing. Nevermind."

Sonic's brow rose in confusion. She obviously wanted to say something. So, what was holding her back? "Hey, come on Dash. It's just us here. Besides, I don't think we'll be leaving right away anyways."

Rainbow knew he was right about that…but still…this felt too personal for her. Very rarely did she ever feel this way. With her friends sometimes when things went very wrong, but…it wasn't the same…

She looked back at him, and Sonic looked surprised to see her. Her face was stern, confident and unmoving. However, those empowered looks were contradicted by the hint of tears that were forming at the bottom of her eyes. She was struggling to hold them in as they shook. "Sonic…" she said shakily. "I…I honestly thought you had died…"

Sonic's face fell. So, that's what it was. In all honesty, he hadn't given that much thought. He, of course, recognized that he had been in such a life-threatening position. However, he hadn't given much consideration about what the others may have been feeling. It was mostly due to the whole situation with the Ark and a certain hedgehog, but even so…

A single tear fell down her cheek and to the floor. "Ev—everypony said that you were…gone. I had…I had promised to protect you…and I couldn't do that right… To see you back there, coming back to face Shadow…to help me…I didn't know what to think. It all happened so quick…I don't think I processed everything right."

She scrunched up her nose, visibly fighting off the need to tear up. "I felt like I had let a friend down…like I didn't try hard enough. It was hard even to think straight. I don't know what it all meant…but Sonic…"

She looked him dead in the eye. "You're a friend… A real friend. I guess…" she sighed, "I don't know…it all just seems weird to me for some reason. I guess…I regretted never getting to say that to you face to face…especially after all the smack talk I gave you when we first met. And seeing you swoop in and help me out…again…"

…

"Heh…" she gave a small, meek laugh. "I suppose that just made you—"

"20% cooler?" Sonic interrupted.

Rainbow looked at him in surprise. How did he…? He looked back at her, a cheery smile plastered on his face; his cheery smile. She took pause, but soon smiled back, wiping the rest of the tears from her eyes. "That's my line, you dork."

"I know," he responded. He moved his hand over gingerly. He placed it on her head, giving her rainbow locks a small ruffle. "It was the best line for it after all."

She laughed at that. She didn't know what had been wrong with her all those other times she came here. This guy…he was a completely different hedgehog to the one she originally labeled him as. If she wasn't such an avid fan of the Wonderbolts, she might've had a new role model. Well, maybe that was a bit of stretch.

He removed his had from her head, but he didn't retract it completely. She looked at him in wonder before seeing what he was doing. He was holding his fist halfway between him and her, his elbow keeping it propped up on the floor. He looked at her expectantly, waiting for her to do something. She understood immediately. She grinned at him, lifting her hoof in a similar manner. It hurt to do so, but she wasn't concerned about a few aches right now. She wanted to do this. She propped her hoof up next to his, the two appendages inches away from one another.

Then, they fist bumped.

"We make a great team, Rainbow," Sonic said, his eyes not leaving hers. "Don't we?"

…

"Yeah," she spoke back, a glee-filled nod in return. "Yes, we do."

Chapter 26: Countdown to Destruction

Chapter 26: Countdown to Destruction

The black steel blast doors slid open before Sonic and Rainbow Dash, revealing the massive room beyond. Despite the distance, they had worked their legs to death to make it all the way here. Their arms/hooves were draped over one another, giving each other the support they needed to stay standing. Through it all, however, they had managed to reach the control room. There at the end was an observation window the size of the wall, sitting in front of it is what Sonic and Rainbow could only assume was the central controls for the whole station. As the two carried each other into the command center, they noticed that there were several figured before them, figures that they couldn't help but smile widely towards.

Their friends.

They were all at the control panel beneath where the Chaos Emeralds were placed inside a massive core. Tails was working on an open panel while Knuckles was setting the Master Emerald on the floor with great care. Amy was standing to the side, seemingly downtrodden. None of them had noticed the door opening, even with the room deathly quiet. Rainbow could nearly feel the sorrowful tone to them all. Well, she understood that feeling. But now…

Sonic was the first to speak up. "Tails! Knuckles! Ames!" he shouted to his friends, to which they immediately turned to his voice.

There were shocked expressions among the whole group, some frozen in utter astonishment. Tails got up, slowly inching closer to them. "S-Sonic…?" he muttered, the quivering of his eyes saying much for his flood of emotions. He walked up to meet them in the middle, looking as if any moment he would just break down and start crying. While they couldn't quite separate without one of them falling over, Rainbow scooched as far as she could afford away from Sonic. This was their moment, not hers.

The two partners looked at each other, one in ardent excitement while the other in disbelief. "You miss me, buddy?" Sonic asked, flashing his little bro a smile.

Tails quickly wiped his eyes with his arm, his fur becoming soaked. "More than you know *sniff* Sonic," he nearly whimpered with a joyful smile. He went for a sudden hug with his brother figure, taking care not to hurt him any more than it needed to. "I'm so sorry Sonic! I know you placed a lot of trust in me…b-but…I didn't do my job right a-and it almost got you killed and I—I…"

"Easy little bud," Sonic comforted, ruffling the scruff of his head. "You did great out there. You gave it your all, and that's all anyone can ask of you. At least you were better off than I was at that time."

"SONNNIICCC!" he heard a shriek, and his heart sank at the sound.

Tails was pushed to the side, Rainbow nearly thrown to the floor, and Sonic was suddenly tackled down hard, a mass of pink wrapping around the blue blur tightly. "Oooooohhhhhhhh Sonic! Sonic! Sonic! Sonic!" Amy bawled into his chest. "I'm so glad you're alive! I didn't know what we would do without you there! Dang it, you big idiot! You left a huge hole in my heart when you drifted out into space! How could you do that to me?!"

Her tears were like a fountain as she bawled, soaking the other three that were nearby, to their dismay. Sonic's face was turning as blue as the rest of him from her death grip. "A-Amy…" he choked, "ple-please…let go…"

She must've taken it another way, as she only started squeezing even tighter than before. Rainbow groaned in both annoyance and aching pain. Could this girl not give them a break? She was sure that she missed Sonic greatly once they thought he was shot into space, she did too. But she didn't need to add any more bones to the broke list. Her included. She groaned audibly before Tails walked up, extending a hand out to help her, which she gladly accepted.

"Are you alright?" Tails smiled nervously, a bit of a sweat drop on his forehead.

"I'm fine," Rainbow stated. "But what about him?"

"I'll take care of this," she heard to her side, a certain red echidna stomping his way over to the two. "Alright lady," he spoke, his massive boxing glove hands taking her by the midsection. He worked on prying her away from Sonic; only he was surprised at the amount of strength this girl had. He had an easier time lifting the Master Emerald than this. Geez, he was starting to feel bad for Sonic. This girl was completely nuts for him.

With one final pull, nearly straining his muscles to their tearing point, he was successful in pulling her off. This allowed Sonic some much-needed air as he writhed on the floor in aching pain, along with a now flailing Amy that was fighting to get out of Knuckles' grip.

"Hey!" Knuckles yelled in annoyance. "Could you calm down for just a second?! We're all glad he's alive, but you freaking out about it is going to break more bones than he already had!"

But Amy wasn't having any of it. "Let go! Let go! Let go!" she beat against the boxing gloves. "Can't you see he needs my help?! He's injured, and only my kisses can bring him back!"

"Say what?!" Knuckles exclaimed.

"You were the one who put him down there?!" Rainbow accused.

"H-hey…Amy…" Sonic said weakly, catching everyone's attention, including Amy's as she quit flailing. He was propping himself up, trying to look her in the eyes. "I'm…uh…sorry for worrying you so much. But right now…do you think I could get some R&R for now instead of…all that? I'm not exactly in perfect condition right now."

For at least a second, that looked to have silenced the pink hedgehog momentarily. She looked at Sonic with wondering eyes, a hint of guilt shining in them as realization set in. Oh gosh. They weren't lying. Taking a better look at him, he indeed did have many visible injuries, and she could only guess as to what internal injuries he had. She looked at him, downtrodden as she cupped her hands in front of her muzzle. "Oh, Sonic, I'm so sorry," she stifled. "I just…Knuckles, can…you set me down please?"

"Are you gonna go nuts again?" he asked.

She simply shook her head, her hands fidgeting nervously as her feet tapped together. Slowly but cautiously, Knuckles set the girl down. She could've easily rushed Sonic again, but in a show of restraint she went to him and gently picked him up, his arm slung over her shoulder. Rainbow herself breathed a sigh of relief. She in no way wanted to get into a conflict with that girl right now. Although, she couldn't help but feel disturbed at Amy's tendencies around Sonic. More annoying than anything else, and downright infuriating at its worst.

Both Tails and Amy set the two speedsters down as they leaned against a support. It wasn't long after that Knuckles came over, although not before moving the Master Emerald along with him. He extended his hands out to them, a gentle green hue coating them as it slowly began to flow across them. Rainbow and Sonic exhaled in content at the feeling. No matter what happened to them, it was always an amazing feeling to be greeted with the healing waves.

"Oooookkkaayyy…" Rainbow sighed happily, "that hits the spot."

"I'm surprised you're not berating me for all the wounds, Knuckles," Sonic chortled. "You sure you're feeling cool?"

"That comes later," Knuckles twitched in agitation. "Just sit still for a minute or two, will you?"

"Hey, you won't catch me arguing, pal," Rainbow leaned back with closed eyes.

"Sonic," Tails questioned, almost a whimper to his voice, "how did you survive? I…we saw you get blasted into space, a-and explode! How are you even here?!"

Sonic chuckled ardently. "Well, it was actually you and Shadow who gave me that idea," he answered. Tails was confused as to his response but was intrigued when Sonic pulled out the false Chaos Emerald, holding it before his best friend. Tails just stared at it, contemplating it before taking it in both hands.

"You mean…?" Tails drifted, eyeing his yellow-dimmed reflection in the emerald.

"Chaos Control," Rainbow finished proudly for him. "Spikes and Blues here can finally do it all on his own," she teased.

With a sharp squeal, Amy excitingly hopped to the news. "Oooooooohhhhh, Sonic! You're just amazing! But I knew that already!" She suddenly stopped in thought. "Wait a minute. I thought that emerald was the fake one. You can do that even with a fake emerald?"

"Well," Sonic rubbed his cheek, "I honestly had no idea if it would work or not, but I was kind of low on options."

"Interesting," Tails stated curiously as he eyed the emerald. "I was under the impression that it would only work opposite to the Chaos Emeralds, if it didn't just work at all. I may have to work out a few more kinks in the machine. Who knows; if this one worked out well enough, I might be able to make even more of these for us. Just think of all the inventions I could power with them."

"Not that there's anything wrong with making more jewelry," said a sultry feminine voice, and a familiar one to Rainbow, "but I'm sure we don't need any more powerful gems around for a certain doctor to use now, do we?"

The owner of the voice landed close by with gentle tapping of her white boots, the breeze of her bat wings brushing past the group. Rouge, in her lady-like display, walked over to Tails and picked the fake emerald from his hands; not forcibly, but not with much consideration either. "As clear cut as it is, it's surely not winning any favorites at the window display. Besides, I think the seven still up in that machine are enough for us, don't you think so fox boy?" she questioned with a flutter of her eyelashes.

"Umm," Tails stuttered, a bit taken back, "no, I guess not," he said in partial defeat.

She smirked in response, right before handing the emerald back to its original holder. Sonic looked perplexed at the newcomer but gingerly accepted the emerald, nonetheless. "Uhh, thanks, whoever you are."

"It's Rouge honey," she answered with a flick of her cheek hairs. "Just your innocent little treasure hunter."

At the drop of those words, Sonic couldn't help but smirk in sheer enjoyment of the situation. "Knux, I'm starting to see how you lost the Master Emerald to her. Her looks are—"

"Don't. Say. Another. Word," Knuckles seethed.

"Awwww, what's wrong Knucky?" Rouge shamelessly teased, moving over to drag a slender finger along his jawline, much to his embarrassment. "And here I thought you had already fallen heads over heels for me."

"I'm busy," he grunted through his teeth and the intense blush. "Go, away."

Rouge just have a small huff in annoyance but judging by the sly smirk she had on her face, she had accomplished what she was trying to achieve, much to the pleasure of everyone else in the room. Knuckles almost looked ashamed as he did his best to hide the red on his cheeks. That wasn't easy with his two patients, however, and they both knew it as they snickered to each other.

Rainbow was already enjoying this too much. With all that had happened up till now, this was all a breath of fresh of air. She could already see as if some of her friends were among her right now. Even with the temper, she saw a bit of her favorite cowpony in Knuckles before her. His sheer strength and sense of duty were enough to give that away. With Rouge and Amy, there was some of Rarity and Pinkie Pie in them. Perhaps it was in a different kind of case for the pink hedgehog, but Rouge's obvious love of gems was a complete giveaway. And for Tails, well, that was too obvious, even for her. The kid's love of science and math was certainly enough to make her mind boggle. It was like Twilight all over again.

Her eyes then shifted to Sonic. As she looked at him, she couldn't quite place him for a second. But…there was just an inkling…it was herself. The way he acted, the way he carried himself, and his love of speed…it was just like her. With a bit of a costume and attitude change, she might as well have been looking in a mirror.

'Great,' Rainbow thought. 'All we need is a shy hedgehog and we have our Fluttershy.'

Rainbow's eyes drifted over to the large core at the center of the room. So that's what was powering that huge cannon? If it weren't for knowing just how powerful those emeralds were, she'd have a tough time believing it. But she noticed something else about it; aside from the Master Emerald, all the Chaos Emeralds were still locked in place inside the machine.

"Hey, what gives?" she spoke up. "How have you guys not gotten those things out yet? You've had plenty of time for it."

"Cool your jets, Rainbow," Knuckles tired to defuse. "It's not like we had a bunch of time before you got here. We had enough trouble getting the Master Emerald out as it was."

"Didn't have enough time?" Sonic questioned. "It took us what felt like a year to get here since the whole place shut down. How'd you guys stop the weapon if you weren't here?"

The rest of the group looked between one another, looks ranging from confused to even worried in Amy's and Tails's case. "We thought you did it somehow," Tails stated. "Well, we thought Rainbow Dash did something. We were all on our way here once the weapon malfunctioned."

"You're telling us you had nothing to do with all that?" Rainbow questioned again, forcefully this time.

Tails just shook his head, his answer receiving nods of affirmation from the rest of the group. Rainbow and Sonic looked to one another, their own worry setting in. "But if you didn't do it," Sonic started, "then who was it?"

"Hmmm," Rouge spoke, "I think we have someone who can shed some light on that."

She flew away from the group, floating just a foot away from the center chair just short of the control panel. She proceeded to turn the chair on its swivel with the toe of her boot, revealing a familiar face to the two newcomers. There in the seat, with his hands and shoulders bound to the chair with duct tape and a similarly made gag wrapped around his mouth, sat none other than Eggman. Judging by the strain of his specs on his brow, he wasn't the least bit happy. He spoke in muffled grunts as he shook the chair, to no avail.

"We found him unconscious before we even arrived," Rouge explained. "That's not even mentioning the badniks we found in here with him," she gestured to the side of the control panel, prompting everyone else to eye a small pile of scrap. Particularly, red and yellow scrap. "They already were destroyed."

Sonic suddenly started laughing; his hand clutched over his gut. "Man, aren't you in a bind, Eggman. It's a good look for you."

Eggman grunted angerly in response.

Rouge flew in front of him, gently taking the tap on his mouth between her fingers, only to rip it right off with sudden force.

"Aaaahhhhhhhhh!" Eggman roared in pain. "You have some nerve you little sneak! This is the last time I employ any help from you!"

"Wasn't gonna be offering it anyway," she chortled. She crumbled up the piece of tape, tossing it behind her as she walked off, the ball bouncing off the doctor's bald head. "He's all yours," she spoke to the rest of the group.

By now, the healing effects from Knuckles were finally coming to a close with Sonic and Rainbow. While they could still feel the aches and pains on every inch of their bodies, it was good to be able to move without causing themselves immense pain. They stood to their feet and hooves respectively, Sonic already stretching out his arms and legs. Rainbow, however, had another idea of stretches. With a gentle extension of her wings, she suddenly flew forward with great speed.

"This," she yelled, zooming right for Eggman. Before anyone knew it, she had socked him square across the cheek, his face contorting in shock and pain comically, "is for trying to turn me into a buckethead!"

She skidded to a stop on the other side of the chair, looking back at her source of frustration. Eggman was groaning loudly. He was dazed, to say the least, his head moving wobblily in place. She just blew on her hoof before seemingly polishing it on her chest fur; her smoke and gun per se, and she had used to great satisfaction.

"Well that one way to blow some steam, I guess," Knuckles shrugged.

"Heh, yeah," Sonic chuckled. "She beat me to it."

"Errrr…" Eggman groaned. "You're all insufferable…"

"I'll show you insufferable," he heard before feeling a powerful quake beneath his chair. He shook himself out of his stupor, now eyeing a certain pink hedgehog standing before him. Her hammer was in hand, smashed right into the steel floor. Her glare was as cold as ice, and it promptly froze over his blood. "You better start talking Eggman, before I take my little Piko Piko Hammer here and see if it was the fall to crack open Humpty Dumpty."

Eggman was quickly starting to sweat bullets at that statement. Normally he was the one doing the threatening, not the other way around. Plus, he knew full well that if this girl said it, she could easily go through with it. "You haven't even asked me anything yet!" he yelled in outrage. "What am I even supposed to answer?!"

"Well," Sonic spoke, "you can start with why your big fireworks display suddenly blew a gasket. We can work it out from there."

"You can't possibly be asking me such an idiotic question, not even someone like you!" Eggman roared.

This only proved to provoke Rainbow, the pegasus flying up to get right in the doctor's face with an angered glare. "And what is that supposed to mean?"

"Insolent…" he growled, but continued, "You should know exactly what happened up here! After all, it was your little friend that dared lay his hands on me!"

Everyone, Rainbow included, looked confused as to his statement. She looked back at the group, only to receive shrugs and strange glances toward Eggman. 'Little friend?'

However, Eggman went on without response from them. "I didn't realize you had brought a sixth companion with you! He just waltzed right in here without so much as a peep! The next thing I know a purple hedgehog is standing before me and disassembling my two compatriots over there!" He gestured with his head over to the two destroyed badniks. "Before I know it, I'm knocked out cold, only to wake up to you cretins tying me to my own chair!"

Rainbow perked up, quizzical in her looks. 'Purple hedgehog?' she thought. The only purple hedgehog she knew was…but…no. That wouldn't make a lick of sense. The only purple jerk of a hedgehog she knew was Zayn. But he wouldn't have a reason to do all this. Judging by the looks of everypony else, she could guess they didn't know of any other purple hedgehogs that she just hadn't met yet.

"I don't know where you're getting all of this Eggman," Knuckles challenged, "but we were the only ones to come up here. Besides, I'm sure we would've noticed a hitchhiker."

Sonic stood perplexed, curious. A third hedgehog? And he was having plenty of fun with just a second one too. He sighed. "Hey Colors," he questioned Rainbow, who looked to have been in deep thought. He wasn't above interrupting those thoughts, however. "Any friend of yours he's talking about?"

Rainbow broke away from her thoughts to look at her friend. Oh, shoot. "Umm, not a clue," she quickly said. She inwardly swore though. She was hoping he didn't notice her eyes intentionally looking away from his. Of course, she knew who it could be; she just didn't see how.

"I couldn't care less whether you were all pals or not," Eggman sneered. "You can see the results of his handiwork."

"Then I say give him a medal," Knuckles taunted. "He has good taste in punching bags if it's true."

Eggman just growled in a seething rage. As comical as it was to watch the big man waddle in place, there were now just more questions that needed answering. Rainbow, despite probably knowing more than anypony else here, was utterly brain dead. What did all of this mean? Ok…think… Zayn was obviously using Shadow for something. All that aura earlier was a dead giveaway. But it couldn't have been to stall her and Sonic if it turned out to be him who did all this anyway. She ran her hoof all down her face. This was soooooo confusing. Where was Twilight when you needed her?

A loud rumble was heard, immediately catching everyone's attention. It was only a small shake amid the flooring, but a strong enough one to cause their balance to shift. "What the heck?" Knuckles stated in wonder.

Another shake came, this time much stronger as everyone in the room started to tumble. The reached for the floor, taking to the air, even grabbing onto Eggman's chair; anything that would keep them up straight.

"What the hay is going on?!" Rainbow exclaimed.

"No idea—whoa!" Sonic shouted, nearly falling flat on his face.

Soon, the shaking stopped altogether, allowing everyone to collect themselves.

"Is everyone alright?" Tails asked, his head in a daze as he tried to stand straight.

"More or less," Rouge answered.

"Arrrggggg," Knuckles growled, stomping right back over to Eggman. "Ok tubby!" he threatened. "What did you just do?!"

"I had nothing to do with that, you stubborn little echidna!" Eggman rebuked.

Rainbow had to admit; she thought Knuckles was gonna pummel the doctor right there and then if his raised first was anything to go by. He was only stopped when a loud kerthunk sound radiated through the room. Their eyes all shot to the machine holding the Chaos Emeralds. It was…closing. To sliding halves of a dome covering snapped into place right before their eyes, closing the emeralds off from their view. Then, the whole machine started descending into the floor.

"Hey!" Knuckles shouted, leaving Eggman to rush over to where it was descending. Rainbow and Sonic immediately followed suit, rushing over in their respective blurs. But, it was too late. The machine had quickly retreated into the floor, a blast covering sealing the opening behind it.

"Shoot!" Sonic swore. He was the first to reach it, but even he had no time get inside before it closed.

"Where the hay did they go?!" Rainbow questioned, immediately starting to tap away at the blast door, looking for any kind of opening she could find. There were none, not even some kind of door handle like the unicorns back home would use.

A static reverb had now sounded passed by their ears. They heard Amy give off a small gasp.

"Hey," Rainbow questioned. "What is it now?"

"It's…" Tails trailed off, almost as if he was unsure how to answer that. From what they could see, however, he was looking right at the central monitor.

At this time, Rouge spoke up for him. "That's…Gerald Robotnik!"

"What?!" Eggman exclaimed. His grandfather?! On the monitor?! "Someone turn this thing around so I can see!"

No one answered.

"Did you hear me?! I said turn me around!"

"We heard you. We heard you," he heard Sonic wave off. "Give us a minute."

With a quieted growl, he simply shook his body to the left. At the very least, he would see if he could at least get a glimpse of what they were seeing. He writhed, scooted with his feet, finally putting in enough motion to see the monitor and the familiar face that it held. His grandfather…Gerald Robotnik.

The whole group was looking at the screen intently. The man on the screen…he was the spitting image of a much older Eggman. His mustache alone was a dead give away of their relation. His specs were much brighter though, giving him an image that more perfectly represented a good man of science. However, his surroundings were in very stark contrast. While the quality of this video was cruddy at best, one could still see that he was not only chained to a chair, his hands restrained behind his back and his white lab coat riddled with muck.

There was something else though…in the background. A plain concrete wall of a jail cell, one that Sonic especially recognized; a cell that he himself was locked in not long ago…a cell that was riddled with the ramblings of a madman.

Without a minute wasted, however, the man on the screen began to speak, his voice raspy and filled with dust. "This is a death sentence to every human being on Earth."

With a single sentence, this man changed the entire feel of the room. The words ran cold into them all, Eggman included.

"If my calculations are correct," he continued, "the Space Colony Ark…will impact the Earth in 27 minutes…and 53 seconds."

"It'll what?!" Sonic suddenly blared, a reaction that was carried throughout the room.

"What is this nutjob talking about?!" Rainbow exclaimed. "Impact the Earth?!"

"All of you will be destroyed, along with your beloved planet Earth…"

There was another sudden shift in the floor below them as if the entire station was on the move.

"I plan to give you all a taste of my revenge once all the seven Chaos Emeralds are collected," Gerald stated with pride. "Once I initiate this program, it cannot be disabled. All of you ungrateful humans who took everything away from me will feel my loss and despair!"

There was silence, from both the video and the group. It was eerie, the sense of great dread acting as a domino effect as Amy was the first to fall to her knees. She, along with everypony else, looked at the recording of the old man with mixes of anger, confusion, fear, and disbelief. This couldn't be real…could it. Rainbow didn't want to believe so. After all that they had gone through just to get to this point…and it still wasn't over?! When was this going to end?!

"Is there anything else you want to say?" a new voice spoke from the recording, one who was out of sight from the camera.

Silence came again, the doctor looking as if he was deep in thought…or maybe even regret. "No…"

"Ready!" the new voice shouted again, the video starting to turn to grey static. "Aim!" As the final words drowned out from the corruption, the video suddenly ended.

"I…" Amy quivered, still on her knees and her hands brought up to her cheeks, almost like she was trying not to cry, "what is going on here?"

The shakes came again, nearly sending everyone to the floor.

"My grandfather," they heard, turning to the voice's owner, Eggman. He was looking at the screen with wonder behind his specs. Not out of admiration, however, but seemingly out of unwanted belief. "One of the greatest scientific minds in the entire world. But to see him like this…"

He was cut off by Knuckles' fist, the gloved hand slamming into the side of his chair. "I knew you were behind this somehow! Now you're gonna stop it."

"You best sit down with your leash on!" Eggman yelled back, unfazed by the threat. "If I had the chance, I'd have done this long ago!"

This time, it was Rainbow's turn to fly up to the man, hovering right in front of his face with readied hooves. "What're you talking about? You know something we don't?"

"Possibly," Eggman seethed through his teeth, still in anger about the pain in his left cheek from this pegasus. "If you could release me…"

"Yeah, not a chance buddy," Rainbow crossed her arms. Like she was gonna give this guy the chance to make a run for it now of all times.

"You really think we'd let you go?! After all you pulled?!" Knuckled growled.

"If you want to learn anything useful, I would suggest you do just that!" Eggman roared right back.

"Let's not be so hasty," Rouge intervened, making a point of walking between the two aggressors, putting herself between them and Eggman. "You never know what could be learned." She pulled out a small device from her glove, extending it out to reveal a tiny and deathly sharp blade. With it, she precisely started cutting through the tape on his wrists.

"Are you being serious right now?!" Rainbow yelled incredulously. "He's the bad guy here, remember?!"

"No joke!" Knuckles agreed. "Like I'm about to let you do whatever you wish with a prisoner!"

"It's not like I'm doing this without reason, you know," she sighed, not even parting them a glance.

"Yeah, I'm putting a stop to this!" Rainbow stated, immediately making her advance toward the bat…

…only to be stopped by a pull on her tail.

She looked down. It was Sonic. He was keeping a firm grip on her tail, his other hand on his hip in a nonchalant manner as he kept her in place. "Do you mind?!" Rainbow shouted at him. "Do you not care that she's about to let your biggest enemy go right in front of you?! He shot you out into space for fun!"

"Hey, calm down a little would ya?" Sonic spoke, giving her tail another slight tug. This prompted her to land next to him, at least for the moment. "You act like it's such a big deal," he smiled.

"Uhh, to me it kind of is!"

"Come on, Colors," Sonic eased, placing a hand on her shoulder. "I think we could use every advantage we got here. If Egghead is offering to lend a hand, I say give him a shot and being a good guy. Besides, you really think he can outrun you if he decided to run for it?"

"You're joking," she deflated slightly.

"Not this time," he jested, flashing her a thumbs up.

She pouted, looking away in unease. Was this the best thing to do? After all that happened, she was worried about what he would try and pull. He already almost succeeded in killing Sonic once. She didn't want to give him the chance again. But in the end, she let out a heavy-ended sigh, giving in in a sulky fashion.

By now, Rouge had finished cutting the restraints. Eggman was free. He stood from the chair, rubbing the sore spots on his wrists. He looked weathered, but fresh all the same. He walked past them all. "Excuse me," he spat as he moved through them, the rest of the group still tense.

He reached the computer, fiddling with its controls as he searched through file after file. Rainbow had no idea how these things worked, but just from the looks of it, it wasn't something she would want to work with anytime soon. She doubted she could even work it properly with just her hooves. She grumbled. Not that she would want fingers either.

"There," Eggman stated, the highlight on screen enlarging before them as the file opened in a huge mix of encrypted numbers. "My grandfather's diary; documentation of what took place after an incident here 50 years ago." He backed away, allowing everyone else to see the screen as clear as he could.

Unlike the last entry, there was no video. There was only a single wavelength that was followed by audio in the background. Audio from Gerald once again. "I don't quite know what happened or what went wrong. Was it a mistake to create the ultimate life form? I thought that it would be something that would benefit mankind. But then the military guards landed on the colony that day."

'Ultimate life form?' Rainbow thought. 'He doesn't mean Shadow, does he?'

The video continued without giving her time to think properly. "They were sent to destroy the research project that I had been working on. My colleagues at the research facility, my granddaughter, Maria…

Rainbow's ears perked at that. 'Maria again?'

"I hope you are all safe."

The entry leaves in silence, moving onto another segment. "The colony was completely shut down, probably to keep it from falling into the wrong hands. The Ark was shut down under the premise that there had been an accident… I found Maria's name among those who died when the Ark was shut down…."

…what?

Did he say what she thinks he said? Was she really dead? She suddenly felt a chill go down her spine. She could only guess as to how old she was but…she could barely even fathom that… After all this time…Shadow…what….

"She meant everything to me," it continued, "and I couldn't bear the thought that she died because of my research. I lost everything. I had nothing more to live for…I went insane. All I could think about was to avenge her…somehow, someday. I got scared as I no longer was able to control my thoughts. All I could think about was that I wanted it all to end."

It shifted entries again. "Based on my original projections, I was able to complete my project, Shadow."

The drop of that name weighed heavy amidst the group. While it was no surprise to Rainbow, Rouge or Eggman, the effect it had on the others was all too visible.

"I designed its mind to be perfect, pure. I will leave everything to him. If you wish, release and awaken it, to the world. If you wish to fill the world with destruction…"

The entries all closed in unison.

"So…" Rouge spoke, the first to speak since the recording started, "that's why you released Shadow in the first place, wasn't it?"

Eggman nodded, his hand placed beneath his chin in thought. "Yes. He was the key to retrieving all seven Chaos Emeralds and activating the Ark. But if my grandfather's words speak true, then he must've had a far more insidious plan from the start."

"That's great and all," Rainbow started, annoyed, "but how are we supposed to stop the Ark from crashing into the Earth? Can this whole thing really destroy it all?"

"No," Eggman answered. "I don't know who it was who shut down the Eclipse Cannon, but when they did, they must've released all of the excess chaos energy from the core. If it were at full power, the impact would shatter the planet to pieces."

"Isn't that a good thing?" Sonic asked. "If the core is running on empty, all we need to do is jump on a shuttle and get off this thing before it blows."

"I don't think it would be that simple, Sonic," Tails broke in. The kid was in frantic thought, trying to piece it all together. "The Earth may not break apart during the impact, but that doesn't mean it won't have repercussions."

"You're quite right my two-tailed friend," Eggman affirmed. "If the Ark were to impact with the Earth at this speed and force, it would render the entire surface of the planet uninhabitable. No one would be left to walk it."

"Then we have to stop it before it reaches the Earth's atmosphere!" Tails concluded.

"Alright then you two," Knuckles crossed his arms. "Any ideas in those heads of yours'?"

Eggman was the first to speak. "Even though the energy from the core was released, it would still need a plentiful supply in order to move the station. That's where you'll find the Chaos Emeralds."

"And if we can reach the Chaos Emeralds," Tails continued, seeming to be on the same train of thought, "then…Knuckles!"

"Huh?" the echidna questioned. "What about me?"

"You're the guardian of the Master Emerald! If you can take it all the way down to the core, you may be able to use it to cancel out the Chaos Emeralds! If the station isn't receiving energy from them, we may be able to stop it!"

Knuckles looked to the Master Emerald. It…that could work. No matter how much power the emeralds had when they were all together, they still obeyed the will of the Master Emerald. If they could just get down there… "Yeah," Knuckles agreed, suddenly getting pumped up. "I think you're right! Heh, not bad, kid!"

"Then what are we sitting on our butts here for?" Sonic exclaimed, slamming his fist into his other hand. "Come on Team Sonic! We have a planet to save!"

Everyone cheered in unison, baring Eggman, who simply settled for a single nod. "The core is bound to be tricky to get to," Eggman stated, moving to look at the monitor. "If these readings are correct, it isn't just the core that is at work. So are my blasted badniks! The Ark has rewired their programming. They're forming a barrier between you and the core."

"All the more fun for us," Sonic spoke with confidence. "You and Tails handle whatever you can from here. We'll do what we do best and start smashing up your favorite toys."

"So, you truly do trust me Sonic?" Eggman goaded. "You never know if I might pull a fast one on you."

"Nah," Sonic waved it off. "I trust Tails to keep you under wraps more than anything. But I'll trust ya to look out for yourself."

Eggman growled in aggravation. But…he could not deny that part about him wishing to look out for himself. It was the only way any of them would survive this.

"Ok," Tails interrupted. "Then I and Eggman will do what we can to lower the security. That'll leave you, Rouge, Amy, and Rainbow to keep Knuckles and the Master Emerald safe."

"No need to worry, Tails!" Amy exclaimed with a new pep in her step. "We'll take care of it all the way through!"

Everyone nodded in affirmation. Rainbow was confident in everyone's abilities. After all, it was all their strengths working together that brought them this far. But she wasn't gonna lie to herself on this one. She was shaken. She had thought that it was all over from the moment the cannon had shut down. Only if they failed this time, none of them would survive the aftermath. She could feel her knees buckling behind her excited smile.

"Nervous?" she heard, turning to see Sonic. Just like her, he wore an ever-confident smile. The only difference is that she could tell his was genuine. Despite everything, he still hadn't given into despair. Geez, he was starting to make her look bad.

"Sonic?" she nervously began. "Do you think we can pull this off? Even after all that had happened?"

"Well yeah," he spoke as if it was already said and done. "If we don't the whole world is a goner. And hey, you ever get doubts about that, you raise that head high and move like you never have before. As long as you're moving forward, you'll always reach your destination."

She smiled at his words, this time in genuine. It was an ease to her heart, and she couldn't explain why. He spoke with so much certainty that it was dang near radiating off the guy. She was…warmed by it. She was still nervous, sure, but she could tell that as long as Sonic was driving them forward…they may have a chance.

"Man, since when did you have such a way with words, Blue Boy?" Rainbow jested in earnest.

"About the same time someone needed them," he chuckled, scratching his head in nervousness. "Kind of just made them up on the spot."

"If you're both quite done," Eggman interrupted, "we're on board a station that is rapidly losing altitude by the second. I suggest you all move it!"

"Don't sweat it Eggman," Knuckles heaved, walking over with the massive Master Emerald held over his shoulder. "This should all be a piece of cake. Alright you two," he said to Sonic and Rainbow, nodding at them, "lead the way."

"Way ahead of you!" Rainbow grinned widely, right before taking off toward the door at breakneck speed, leaving Sonic in the dust.

He stumbled from the force, but quickly righted himself. "Heh! Like I'm letting you hog all the glory before I can even get there!" He shot off right behind her, no intention of being left behind, especially by her.

"Sonic!" Amy yelled out, immediately running after him. "Wait!"

"Oh boy," Rouge sighed, but with hints of mild amusement. "We better get moving, or else we may never catch up."

"Just be sure you're up front," Knuckles warned, making it a goal to keep the Master Emerald leaned in any direction away from her. "I'm not letting you out of my sight, you hear?"

"Honey," she brushed her hand across his chin once again, "you can't keep your eyes off me as it is." With that, she flew off in pursuit of the others, leaving Knuckles there redder than he should be and his mouth hanging open. Hehe. Score 3 to 0.

"But—I—you—" he stuttered, but immediately forced it down to a loud growl. "Come back here!" he yelled as he chased her down.

And with that, there was now only two left in the control room. Tails sighed to himself. Now that they were gone, he was starting to feel he made a bad choice with grouping some of them together. Well, there was no helping it now. There was no time to work out the small details. "Ok, time to get to work," he stated, moving right over to the control hub. If there were any chance they could make their travel any easier, he and Eggman would find out how.

He took a bit of a pause. Whoa. That sounded a bit odd now that he thought about it. Working with possibly their greatest enemy up till now…

"Oooohhh!" Eggman chortled, moving right to his own side of the control hub as he quickly began running through all the encryptions. "Isn't this splendid? Two of the world's greatest minds, if I must say, working together for the better of everyone. I have to say; this should be quite an interesting development."

"I hope so," Tails solemnly agreed. "As long as we can give them the time we need…"

'Sonic. Rainbow. You're both the best we've got right now,' he prayed to himself. 'Please...get there in time…"

Chapter 27: A Timeless Friendship

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter 14: Attack on the Egg Carrier

Chapter 14: Attack on the Egg Carrier

The open air hit Rainbow’s face the moment she felt the energy of the Time Gate vanish, the cool, but brisk air parting around her. She could now she where she was. High in the skies like she liked it. The ground below her was miles away, the details of the landscape nothing more than dots to her eyes. Erie grey clouds surrounded her on all sides, looking like she had just entered the eye of a storm. The cold wind stung her skin, but it wasn’t the worst she’s felt.

Feeling herself enter freefall, she angled her body downward, allowing her to keep control over the direction she flew before using her wings to level out. Despite her current surroundings, Rainbow actually found some comfort in the open air. This was her turf after all. Last few times she came here she rarely had the chance to truly stretch her wings like this, aside from a moment or two. It felt liberating beyond belief.

“Ok Silv,” she said through the earpiece, “what horrible monstrosity has ya wetting your bed this time around?”

“This is supposed to be around the time period that the next threat to that world shows up,” he answered. “It’s called Chaos. A being that holds the will of both the Chaos Emeralds and the Master Emerald in its grasp. Back then, Chaos nearly destroyed the entire world when Eggman tried using it to form his empire.”

“You know, by now I’d have thought that Robotnik would’ve given up after the last kick to flank he got.”

“Eggman,” Silver corrected.

“I can’t go around juggling names around buddy,” Rainbow said with a sigh. “Don’t blame me because the guy decides to switch it on us all of a sudden. By the way, this Chaos thing, was it the same thing that had done a number to Twilight when she came back here?”

“That’s right,” said Blaze. “She put up a good fight, great even, but in the end, Chaos managed to overwhelm her with sheer power alone. Thankfully, what she did allowed Sonic to survive the attack, but there’s no telling how whatever is affecting the timeline is planning to move next.”

“Hey, so Twi didn’t do so bad after all. Wait,” Rainbow stopped herself. “Does that mean I’m going in right where Twilight left off?”

“That’s right,” said Silver. “Hopefully nothing too drastic changed between now and then, but we can only hope that time is on our side right now. Do you see the objective?”

“If you mean an endless sea of clouds I’ve got you covered,” Rainbow answered as she scouted out the area. “Where am I even supposed to start?!”

As if to answer her question, her ears perked up as a very loud noise entered them. She could feel her body tense up as the noise made the air seemingly vibrate. It was a low, but very loud noise that bellowed throughout the open sky. It almost sounded like a foghorn as it echoed off into the distance. Rainbow scanned the whole area, her eyes darting back and forth to try and identify the source. It came again, only this time much louder. It took some time, but she finally managed to zero in on the sound.

Turning around, she witnessed a wall of grey clouds begin to part. It was like a massive door opening to a frightful spectacle. As the clouds dissipated, the form of a massive wedge came into view. Her mouth was now hanging wide open, her mind almost unable to process the massive object.

“Scratch that,” she said with a gulp. “I think I’ve found it.”

The wedge moved ever closer, and it didn’t look like it had any intention of stopping for her. Her mind finally catching up to her, she shook off the shock and flew straight up, looking to avoid being hit by it. As she did, she could now easily see that there was more to this thing than just being a simple wedge in the sky. As she got higher, she could now see the rest of what lied behind it. It was a ship. Not like a boat on the water, but just a massive space ship that she had heard about in some of Twilight’s sci-fi novels. Other than Daring Do, they were probably the only other things she’d think were cool out of her friend’s massive library.

Once she was a suitable height, she finally stopped herself and got a better look at it. It really was massive. Not as big as the Death Egg was for sure, but still sizeable. It of course had the wedge-shaped nose, but the main portion of its body was much longer and looked to have a wooden deck on the top, reminding her of the deck of a pirate ship. Toward the back she could only assume that the large hump was where the bridge was. On either side was a pair of long wings that kept it afloat, all followed by many large engines on the rear. As if to finish the whole thing off, she spied what looked to be a logo on the side that looked suspiciously like a certain doctor’s face.

Once again, she heard the obnoxious noise, confirming that it was indeed coming from the ship itself. Rainbow didn’t know how much time the doctor had on his hands, but she was convinced that every moment of his life if he wasn’t taking over the world, he was planning on how to build the biggest and most awe-inspiring machines she’s ever seen.

She would’ve viewed the massive ship for bit longer, but her attention was drawn elsewhere when she heard the sound of what sounded like cannon firing off. Although, that too seemed to have come from the ship. She scanned the entire upper portion of the ship, looking for whatever had caused it. That’s when she heard it again, this time followed by a flash of light from below. If she wasn’t mistaken, it really was a cannon firing off, or rather, many cannons firing off. At what? She could only take a guess.

“Alright doc,” said popping her neck. “Let’s see how you’ve tried to mess up everypony’s day this time.”

With that, she flew down to the ship. She didn’t know what to expect, in fact, she was actually quite nervous. As much as she tried to put it off, this Chaos thing really did sound threatening. It did, after all, beat one of the princesses. That alone was enough to send anypony home shacking in their boots. Still, though, if it was true she could somehow use the powers of chaos like everypony said…well, who was she to disagree at this point.

As the ship flew away into the distance, so did Rainbow Dash, keeping up with it before she vanished from sight completely. Aside from the fading figures, the sky was now completely empty.

Well, Almost empty.

As most of the grey clouds moved along, one small cloud was drifting along rather gently, the wind unable to move it as effectively as the others. The reason, the weight that was sitting on top of it, caused by the figure that looked on to the distant ship and pegasus.

“Hmm, seems like she really didn’t have enough of a punishment last time,” a voice said from the figure, sounding as if it was nothing more than an echo in a void.

The figure stood up straight with its feet together, its arms crossed in a nonchalant manner. Taking its right arm, it reached up to rub its chin, the feeling of curiosity in it growing as a small, but wicked smile crept onto its muzzle.

It gave a light, but smug laugh. “She may think she can make a change, but in reality, she’s might as well be a child. She’s like a sheep, leaving the herd to go play amongst the wolves.”

Letting its hands fall back into a crossed position, it levitated off the cloud, finally letting it float away as if in retreat, a sickly purple aura covering its body.

“She’ll just have to learn the hard way, that wolves like to play for keeps,” it said. “Even still, I have to say that this day may turn out to be a bit more of a show than I originally intended.”

“INCOMING PROJECTILES,” the onboard computer stated to its pilot in a calm tone.

“I know! I see them!” Tails let out in a near panicked state.

Quickly flipping some switches, he grasped the joystick to the Tornado and performed a sudden barrel roll, barely letting the incoming missiles shoot past him. Things had not been going well since he and Sonic had arrived here. Upon arrival, they had originally managed to avoid most of the external defenses thanks to his Tornado Mk. II. With a Chaos Emerald powering it, it moved faster than anything he had originally built, giving both him and Sonic an opportunity to board the Egg Carrier.

Unfortunately, Eggman seems to have been ready for just that. Right when they landed, Chaos was there waiting for them, nearly destroying the Tornado in the process. Sonic was able to lead him away further into the Egg Carrier, but Tails was unable to follow due to all the badniks. What worried him even more was that Chaos’ body had morphed once again, it’s body taking on the shape of a four-legged animal, implying that it had gotten its claws on yet another emerald. If he wasn’t mistaken, that meant he had a fifth Chaos Emerald added to his arsenal.

“Oh man,” said in a worried tone. “I hope Sonic was able to get away in one piece.”

“INCOMING PROJECTILES,” the computer repeated.

“What?!” he exclaimed.

True to its words, three missiles appeared from in front of the Tornado. Reacting to the sudden situation, Tails angled the Tornado straight up, continually gaining altitude as the missiles followed close behind, taking both himself and the missiles above the ship. He had really push the limits of his machine to both stay ahead of them on an incline. Thankfully, he got to a point where he could level out, flipping upside down before flipping back up again.

He looked back, seeing that the missiles were still hot on his tail. He let out an aggravated sigh before looking back, his eyes going wide with shock. The two forward guns had turned to face him, both of them firing a plethora of missiles form their batteries. He narrowed his eyes. It would be risky, but if anyone could pull it of I’d be him.

Grabbing the throttle, he pushed it up to the max, the engine on the back roaring to life as he dashed ahead, flying straight toward the incoming missiles, still being followed by the rest. As they got closer and closer, his hand steadily began to grip the throttle tight, waiting for just the right moment. He could feel a cold bead of sweat dragging itself down his brow. This had to be perfect.

The missiles were all but on top of him now, seconds away from impacting with the Tornado.

“Now!” he yelled out, pulling in on the throttle hard.

As he did, the engine instantly went dead, only a small stream of smoke left over. At the same time, the wings quickly began to fold in, not all the way, but to the point where he was basically a narrow arrowhead. This sudden action caused the Tornado to slow descend, but that’s just what he was looking for. Just as he thought, the missiles were heat seeking. So, without the Tornado’s jet to lock onto, they had to seek out other targets, the nearest and most prominent ones being the missiles across from them.

It’s a good thing he had folded in the wings, too. Even without the tracking, some still came close to hitting him as they passed by. Thankfully, he had fallen just enough that he had avoided all of them. Just as predicted, the missiles impacted with one another as they crossed paths, furious explosions erupting in their wake. The ones that had nothing to hit simply sailed into the distance, either hitting the ship along its deck or disappearing into the clouds below.

Now that it was over, then came the next issue, his descent. In a quick series of frantic motions, he extended the wing back to their normal position as he pushed full on the throttle, hoping desperately that he’d pick up enough speed before he crashed down onto the deck of the ship. The engine roared to life once again, the wings giving him enough leeway to level out the Tornado. He pulled back on the joystick hard, hoping with all his heart that he’d make it in time. Worse comes to worse, he could always bail, but he did not want to lose another Tornado like this. No, he was gonna see it through.

The deck was now directly under him, and he was slowly making headway back to a normal speed. He could feel the plane shack as the lower wings gently grazed the wood top of the ship. With another strong pull, he pulled the Tornado from its descent, taking to the skies once more as he made his retreat.

He sighed in relief as he wiped the sweat from his brow. “That was too close for my liking.”

“INCOMING PROJECTILES,” the computer said, much to his fright.

Before he even knew it, two more missiles popped up in front of him, mere seconds away from impacting with him. These ones were way too close for him to dodge. He didn’t even have time to bail this time. They were already right on top of him. Not knowing what else to do, let go of the joystick and just held his head down, clenching his eyes shut as he awaited the impact.

Unknown to him, it never came. As the missiles approached, the right most one was suddenly struck on its side, a blue blur passing it by. This caused it to tilt to the right slightly, closing the gap between it and the other missile. The two impacted with one another, and an explosion replaced them, tails flinching at the noise, believing that he had been hit. He could already feel the heat passing around him.

However, he soon noticed something. He felt the heat, but it quickly passed over him, the cool breeze already returning to his fur. He opened his eyes, wondering what had just happened. After he had recovered from his scare, he got a good look at the Tornado, noticing that not a single piece of it had taken any damage.

“How…” he questioned, amazed that he was still even alive.

“Hey short stuff,” he heard to his left, prompting him to look toward the new voice.

As he did, he saw someone holding onto his left wing. His eyes widen as his memory clicked.

“R—Rainbow Dash?!” he exclaimed, seeing the familiar pegasus smile at the mention of her name.

“That’s me,” she said, making sure to keep a grip on the wing. “I gotta say, those were some crazy moves back there. For somepony without wings you sure know how to live on the edge.”

Tails couldn’t help but smile back at his friend. Even with all those “crazy moves” he would’ve been flying a piece of scrap if she hadn’t showing up.

“Hey kid,” she said, looking at the control panel of his plane, “shouldn’t you be holding onto that thing or something?”

Feeling the plane rock from the turbulence, Tails had finally realized he wasn’t even holding the joystick anymore. Quickly, he reached for the stick, stopping the plane from rocking and keeping it level. He let out a sigh of relief as he could finally lean back in his seat. He brought his attention back to Rainbow, who was still holding onto the plane.

“What’re you doing here Rainbow?” he questioned, not that he wasn’t glad to see her, just that she had just showed up out of nowhere. “It’s been some a long time since I last saw you.”

Rainbow just rubbed the back of her head in a sheepish manner. “Yeah sorry about that. I would’ve come to see you more, but I…kind of got caught up in stuff.”

What she wasn’t telling him was that it was because that she wasn’t even from this world, or this time even. Now that she got a good look at him, she did notice that he looked older since they last met. She almost didn’t even realize the time skip that must’ve happened since she was last here. He was still much younger than she was, but he definitely had done some growing. He looked taller, although it was a little hard to tell when he was in the cockpit of this thing. The fur on his cheeks stood out farther than before, and his two tails that sat behind him were longer than his younger self. It looked as if his smarts had been growing as well, if this machine they were on was any indication.

“Well in any case, I’m glad you showed up,” he said sincerely. “We’re kind of in bit of a spot, so any help you give would be amazing.”

“Just tell me what you need me to do kiddo,” she responded.

He looked down to the Egg Carrier, which was now a fair bit of distance below them. “You see that big ship? That’s the Egg Carrier. Me and Sonic tried to get on board not too long ago, but it didn’t really go as planned.”

“Believe me, that’s not the first time I’ve heard that lately,” Rainbow muttered lightly.

Leveling out the plane, Tails turned the Tornado around, making sure the ship below them didn’t get too far away. “I managed to get Sonic inside, but I got stuck out here. You don’t think you help me get onboard, do you?”

Rainbow just gave him a cocky smile. “You doubting me already?”

Tails’ expression changed to that of a slightly worried one, hoping he didn’t offend her or something.

Her smile only grew. “I’m just pulling your tails. Don’t worry one bit. I’ll get you inside no problem.”

By this point, Rainbow could feel her very familiar harmonic power stirring inside her. There was no mistaking it at this point. She’s gotten so used to it, it felt like second nature. Although, where was it coming from? She looked around, and the only place that it could be was…

“Hey, you wouldn’t happen to have a Chaos Emerald here would ya?” she asked.

Tails looked at her with a little bit of confusion. “Umm, yeah. In fact, it’s what’s powering the Tornado Mk II. Is that a problem?”

Rainbow looked to the front of the plane, indeed seeing that there was a Chaos Emerald inserted into a slot in the engine, the diamond shaped gem shining brightly in her eyes.

This only caused her to smile even broader. “Heck, a problem for the egghead maybe. Just follow me.”

On that, Rainbow pushed herself off the wing, doing a flip over the Tornado before she dived straight down to the Egg Carrier. Seeing her make her descent, Tails followed suit, following right behind her, but only just.

Rainbow could still feel the emerald’s energy flowing through her, so thankfully she was still close enough. As long as Tails continued to follow her, she could use it until she dropped. Well, hopefully not.

As she neared the ship, she couldn’t help but notice all the little specs appearing as she approached. Her eyes narrowed, focusing in on them with determination. As has got closer, they all became clearer, revealing them to all be dozens of flying badniks. All of them were homed in on her. Despite this, Rainbow couldn’t help but smile. This was going to be fun.

Reaching out to the power bestowed on her by the nearby emerald, her body began emitting her familiar red aura, her lightning bolt flashing before her chest. Her body felt more energized, almost like a rush that she so greatly missed. Flashing all the badniks a toothy grin, she flared her wings, diving down faster than she had before. Tails noticed this and did his best to keep up, but he was surprised by how much faster she started going. It was almost too much for Tornado to handle on its own.

Rainbow was pushing her body even harder now, a cone beginning to form around her as she picked up speed. Normally, she would be struggling to keep her eyes open at this point, but right now, that wasn’t the case. She barely even felt fazed by the sudden change on speeds, despite going even faster than she normally did.

Giving her wings one more hard flap, she broke through the color spectrum, her body being shot forward in a massive burst of speed, all while she left behind a rainbow trail and an enormous colorful shockwave in her wake. The clouds all parted at the force behind her action, allowing the sun to shine briefly though to shine off the side of the Egg Carrier. Tails could see all this happen from above, his eyes filled with a mix of wonder and amazement. He felt the Tornado jar from the sudden blast of air, but he held strong and kept it on course, eyeing the ever-expanding wave of colors that he was just starting to pass through.

“Whoa,” he let out, almost frozen with amazement for the display.

Rainbow’s speed was extraordinary at this point, the cone around her body acting as if it was a solid shield, as the many badniks soon found out. The moment she made contact with the first one, it shattered into hundreds of tiny pieces, not even laying a scratch on Rainbow as she enjoyed the feeling.

“Wooooooooohooooooo!” she yelled out in enjoyment, several more badniks throwing themselves at her as she dived and dived, to no avail.

She just continued to tear through the hordes of bots that could do nothing at this point. Some tried to shoot at her with what weapons they had, but she was going so fast that none of them could ever hit their mark. Rainbow barely even had to do anything now that she was in this state.

“Watch out badniks!” she yelled. “Rainbow Dash is here to show a little bit of Ponyville hospitality!”

Acting as if they didn’t even hear her comment, they just continued their fruitless advance to the ever charging pegasus, who continued to mop the floor with their numbers, near thousands of pieces of metal and wiring falling down to earth below the clouds.

That’s when Rainbow saw her target. On the deck of the ship was a large, metal hatch, most likely used to move cargo from one floor to another. However, it was closed tight as of right now. Well, it wouldn’t be for long.

After tearing through the last group of badniks, Rainbow rapidly approached the hatch, flaring up her red aura and rearing back one of her hooves. She didn’t know what she was doing. Just from looking at the massive hatch, she’d normally do her best to not ram straight into it. However, this time it just felt…right. It was almost an instinct that was kicking in at this moment. She knew she should steer away, but at the same time she knew she shouldn’t. Although, the almost electrifying feeling in the hoof she had reared back helped with feeling the latter.

Staying on her target, she went full speed into the large hatch, throwing her punch into the solid metal seconds before the impact. While part of expected her to just slam right into it without making the slightest dent, she was partially surprised when she felt the center line of the two doors caving in like a thick tin foil, her hoof glowing red upon contact. And that was the sweet spot. The pressure she exerted was too much for whatever was holding it up, causing the doors to split down the middle on their hinges and fall down into the trapdoor.

Rainbow couldn’t help but smile at her victory, giving herself a mental hoof bump as she sailed into the ship. That lead to one other problem, however.

The floor directly below her.

Rainbow looked on in shock as she stretched her wings out wide, doing her best to stop her descent. To her surprise, that’s all it took. Just as she outstretched her wings and gave them a hard flap, her speed decreased rather quickly. She still landed hooves first on the metal floor with a hard thud, but that was very preferable to a crash, and she didn’t like her chances of punching through that. She felt her hooves vibrate from the impact with a slight ache bucking in her kneecaps. Thankfully, she kept herself stable and straightened herself out, shaking off the uncomfortable feeling of her stomach catching up to her, followed by the blowing of air rushing into the opening from above.

She let out a breath as she let her power die down. No need to waste any more power than was necessary. Now that she had composed herself, she focused her attention on what was above her, looking out into the open sky, the sun shining brightly in her eyes. She had to slightly cover them from the sun, but she couldn’t help but notice the small spec in the center of the big orb in the sky, growing bigger with every passing second. As the grey clouds once gain began to cover up the light, the spec became very visible, and she looked on in a mix of shock and worry.

The spec was Tails in his Tornado, and he was approaching at a rapid pace, aiming directly for opening she had made. She waved her front hooves franticly in hopes of signaling him to stop, but it didn’t look like her efforts were getting his attention. He just kept coming, very imminent to smashing his plane nose first into the floor.

It was too late.

Without knowing what else to do, she just jumped out of the way, diving away as she covered her head with her hooves, waiting for the sound of a crash to enter her ears. It wasn’t a second a second later that the distinct sound of jet engines vibrated throughout the room, telling her that he was just moments away from a crash. Then came the loud thud, the floor beneath her vibrating violently as it shook her. She expected the worst at this point. What was he thinking?! Did he not even think about what would happen by flying in here?!

To her surprise, she didn’t feel much else, which wasn’t what she expected for a crash landing. With worry for the kid in mind, she tore herself out of her state, flipping herself over onto her back as she looked at the impact site. What she saw just threw even more questions into her mind.

Where she expected to see a crater of bent metal, there was a pair of large, blue, and mechanical legs. Where she expected to see a crumbled mess of wings and an engine, there was the Tornado, its body in perfect condition, although now missing its wings. She got a good look at the entire thing, and it looked like the machine had completely shifted its looks. It no longer looked like it could even fly, but it looked as if it could walk around without any issue. She spotted Tails still sitting in its cockpit with an embarrassed look on his face, but still supporting a kind smile.

“Sorry,” he said scratching his cheek. “I forgot you haven’t got a chance to see all the modifications I made.”

Rainbow just looked on in shock, not even sure how she should respond to seeing this. “When…how?” She had so many questions flooding her mind right now. If Twilight was watching this right now, she’s sure that she would’ve been breaking down at this very moment. Maybe a little hospital time was good for her in this case.

“You like it?” he said, pushing up on a level inside the cockpit, causing the mech to take a step to face her. “It’s something I’ve been working on for a while now. I call it battle mode. This way, I never have to leave the Tornado unattended to help Sonic.”

By this point, Rainbow had picked herself up, inspecting the fairly large mech from below. The emerald was still visible on the nose of the thing, and the main body remained pretty much the same. Looking at the side, she could only guess that the wings had folded in somewhere and closed up. But that was just her guess. She barely understood half of what this was in the first place.

“Tails,” she began, “I thought this was insane the first time I saw it. But this? This has to be 20% cooler than even that! I mean, just look at this thing!” As she inspected what she could, she almost had to stop herself from jumping all around the masterpiece of a machine in front of her. She didn’t need to become a close second to Pinkie Pie.

“Wow, thanks Rainbow Dash,” Tails said sincerely. “I’m glad you like it, although, to tell you the truth, this is the first time I’ve actually gotten a chance to use it, let alone test it out. So, I’m not too sure about how well it’ll operate.”

“Say what you want about it kid,” Rainbow said sure of her observations. “If this thing works in any way like it looks, I think everything will go swell.”

Tails smiled at her optimism. But it wasn’t just that. He may not have been around her much, heck a lot of his friends, including Sonic, had barely even gotten to see her. But every time he looked at her, and every time she spoke to him, he couldn’t help but picture Sonic in her place. The two were so much alike it was uncanny. He could already tell she had a love for speed like he did, and his go lucky attitude was shining off her like the sun on the ocean surface.

Meanwhile, Rainbow felt like she had gotten a fill for the massive machine in front of her. After all, they had more pressing concerns.

“Hey,” she spoke up. “Where are we anyway?”

It was the first time she had truly looked around the room. Tails at this point had joined her as well. The hatch they had busted through seemed to have lead to a large metal room that was rather empty, side from a few crates that dotted the corners. It was obviously some kind of storage for whatever Eggman kept down here. Besides all of that, the only thing that really caught their interest was a door not too far from where they were.

“We’re definitely somewhere in the center of the ship,” Tails said. “If I had to take a guess, I’d say Sonic was heading for the bridge. So, we need to head toward the rear.”

“Lead the way short stuff,” Rainbow said teasingly, but then reminded herself what the kid was riding in. “Well, I guess not so much now.”

“Uh---ok,” Tails said unsurely. He didn’t dislike the nickname, he just didn’t expect it.

On que, he walked the mech toward the door, the floor shaking whenever it took a step. Rainbow hovered closely behind it, letting Tails lead her through the ship as they passed through the door. Thankfully, the hallway on the other side was large enough for the Tornado to fit through without trouble.

“Well well well,” said the dark, echoed voice once again.

As the door closed behind the duo, the dark figure floated down through the open hatch, landing gently on the floor without so much as a noise. The whole room echoed with the shifting and pulsing of his aura, which danced around him like murky, purple and red water. He looked toward the now closed door, his arms still crossed as he tapped his finger on his arm.

“I have to say, that was a rather nice display pony,” he said as if someone was in the room with him. “I can see why things haven’t been going quite as smoothly as I’d have hoped. There might be something special hidden under all of that colorful garbage after all.”

Closing his eyes, bowing his head down in a near contemplative manner. His aura rose, a layer of red growing while simultaneously being engulfed in a much larger purple layer. The pulses around him vibrated even louder, an almost other worldly force encompassing the room, no, the whole ship. Not long after it had begun, it ceased, his aura shrinking back to only cover his own form. His eyes opened, and an almost amused smile crept onto his lips.

He gave a small huff at no one in particular, giving a light chuckle soon after. “Not gonna lie, I wouldn’t mind showing her how big of a mistake it was to come here myself. But, given how things are going right now, I think I may just sit back and let her find that out on her own.”

Feeling a stiffening in his neck, he grasped the spot in his hand and gave it a solid crack, stifling a yawn shortly after. “After all, it’s not like everything that goes on is that entertaining, aside from the chaos that is sure to ensue from everything that is to come. Plus, I’m sure Chaos is very anxious to make some new acquaintances right about now.”

“HALT!” he heard from behind him.

As he was standing there, two badniks had followed him down the opening, both of them now brandishing their weapons and aiming them right at their newest intruder. The said intruder, however, didn’t so much as move, not even bothering to make the effort to turn his head. He simply stood there, his arms crossed on the other side of his body.

“IN THE NAME OF THE GREAT DR. EGGMAN, ALL INTRUDERS ARE TO BE ELIMINATED!” the bot said. “DO NOT RESIST! YOUR DESTRUCTION IS—”

The figure felt a light breeze as the bot behind him suddenly got cut off, his stoic demeanor not fading in the slightest.

“…eminent,” he finished its sentence, the breeze quickly subsiding.

At this point though, he couldn’t help but sigh in a lazy, but annoyed state. “No wonder Eggman was worthless, he couldn’t even bring himself to make better lackies.”

As he finished, a brief flash of light covered his body before vanishing, taking him along with it, leaving behind two badniks who, in a literal fashion, looked to have been pummeled to their deaths.

“Watch out!” Tails yelled. “There’s more!”

“I got it!” Rainbow shouted back, using her back hooves to push herself off a badnik’s face and launch herself at another one. Before it could even react, its face was caved in by her hoof, sending it back into another badnik, which in turn crashed them both into the wall.

“Watch it Tails!” Rainbow warned him. “Egg bots at six o’ clock!”

Hearing that, Tails quickly turned the Tornado around, coming to face a squad of badniks all rushing them with lances and shields. The distinctive metal feet rung as they ran down the hall.

“I’ll take care of it,” he said, flipping a small switch on the dash of his mech. “Tornado Battle Mode, locked on targets. Fire!”

On his command, two ports opened up toward the tail of the mech, each of them firing out a missile at the approaching group. Seeing the incoming projectiles, all the badniks came to a sudden halt as the skidded to a stop. But it was way too late for them. The missiles impacted with whole group, sending scrap metal in every direction from the explosion.

“Nice one!” Rainbow congratulated him, coming to his side.

“Thanks,” he said.

“I gotta say, this isn’t near as bad as it was back on Little Planet,” she said. “That place was like a bee hive for dumb bots or something.”

“Yeah, Sonic told me about that,” said Tails. “That was the last time he say you I think. Did you guys really fight a fake Sonic?”

“Hah! More like I wiped the floor with him,” she answered, not really comfortable with giving him the real answer. “He was no biggie. Besides, real or fake, it would’ve ended the same way.”

Tails’ brow raised at that. Real or fake? “Hey, is everything alright between you and Sonic?”

Rainbow couldn’t help but sigh as she all but facehooved. Did everypony have to ask that?

“Yeah, what about it?” she asked, but her mind wasn’t all into it.

“Well, if you don’t mind me saying,” he started, “I guess you just seem to resent him a little.”

“Well…” she didn’t know why, but she felt it hard to lie at all to the kid. He was so smart, but she could still see he was pretty innocent, too. She almost couldn’t bring herself to do so.

“I guess it’s just…it’s just a personal issue kid,” she answered, a bit unsure herself about it. “You don’t need to go worrying about it.”

“Sorry…” he said. “It’s just, I know Sonic doesn’t think the same way. At least, I don’t think he does.”

That caught Rainbow’s attention. “Well, I didn’t think he would.”

In all honesty, it wasn’t that she thought Sonic thought about her the same way she did about him. To her, he came off like he just, didn’t care. He doesn’t even bother to get her name right first of all, just by that stupid nickname she’s come to hate. Plus, there was still the whole speed thing. She knew her friends thought differently about it, and she could see why, but it was just something she couldn’t get out of her head. As somepony who went her whole life focused on nothing but her speed, it was hard to see her title as fastest alive go out the window she quickly, if not that, at least challenged in such a way.

Right now, it was just a bit confusing to her more than anything.

“You know,” Tails began, “I think Sonic looks at you pretty highly, too. The first time we met you, he couldn’t help but talk about how fast you were back then.”

“You serious?” she asked incredulously.

“Yeah, of course,” he answered. “Just give him a chance. Everyone usually warms up to him eventually. Well, maybe not Knuckles, but even still, they can get along.”

Before their conversation could go any further, the alarm suddenly blared to life, the red warning lights flashing on an endless loop. The two knew their presence wasn’t hidden anymore. Either that, or it was for Sonic.

“We can talk later,” Rainbow suggested. “We should probably get going before something else shows up.”

‘Preferably something that wasn’t being influenced by anything whatsoever,’ she thought to herself.

Tails nodded in agreement. The soon they found Sonic or Eggman, the better. He watched as Rainbow quickly took off, rounding a corner as he readied the Tornado to follow right behind. Although, he didn’t expect the loud crash from around said corner.

“Oww!” he heard the voice of Rainbow say.

With worried haste, he brought the mech around the corner, and looked on in bewilderment of what he saw. Rainbow was on the floor in front of him. She was on her back while trying to prop herself up with one hoof, rubbing her head with the other.

“Oww…my head,” she said groggily, her eyes squeezed shut. “Feels like I was hit by a ton of bricks.”

That wasn;t all that Tails saw. There was another figure with her, just in the same kind of predicament she was in, only facing toward like she was to him. And, Tails couldn’t help but smile.

“Geez, look where your going why don’t ya,” said the other figure, rubbing his head in a pained state. “You could really hurt someone.”

Rainbow heard the voice, but it was all jumbled to her after she had crashed into, whatever it was. She also heard Tails say yell out something, but it was all muffled too. She managed to open her eyes slightly to the Tornado, and saw Tails flying out of the cockpit over to whatever she hit.

Wait…

Fly?

If she wasn’t mistaken, his two tails were spinning as if they were a propeller, keeping him in the air as he flew over her. How hard did she even hit her head anyway?

She saw him land just a couple of feet away from her, looking as if he was helping somepony up. She could barely hear words being exchanged, and ever so slightly she could make out another figure on the other side of Tails. Soon after, her senses returned to her.

“…oh and guess what? You’re not gonna believe who I ran into! In fact, she helped me get in here in the first place,” she heard Tails say before he gestured to her. He did so as he moved out of the way of the other figure.

And to that, her eyes widened.

Right in front of her, and presumably the one she had run into, was Sonic the Hedgehog.

He just stood there with a curious, but almost bewildered expression at the sight of her, well, the sight of her on the floor to be more precise. But it was him that she was focused on. If it wasn’t for the fact that she knew there was a time skip, she would’ve wondered what had happened to him. He was much taller than he was before. In fact, if she hazards a guess, he might even be just slightly taller than her. His fur was a much darker shade of blue than it was when he was younger. His quills were longer and just about everything about him screamed maturity. His torso even looked slimmer than his old round body. His emerald green eyes almost seemed to shine brighter than before, with a lot less of the childish look they had last time she saw him. If she had to guess, he was almost as old as she was, if not just few years younger.

The two looked at each other for what seemed like eternity. In all honesty, she didn’t know what to say. To her, it was just a few days ago since she last saw him. To him, however, he probably hasn’t seen her in years. She didn’t even really know how to approach the whole thing. Thankfully, it looked as if she didn’t even have to start it off.

Giving her a smile, Sonic walked over to her, stopping just short of her. Then, he extended his hand to her, as a gesture to help her up. Rainbow looked at his hand for what seemed to be a long time, almost contemplating taking it. But, with gratitude, she reached out to him and locked her hoof with his hand.

He flashed her smile and said, “Hey there. I’m Sonic. Sonic the Hedgehog.”

To be continued…

Chapter 16: Six

Chapter 16: Six

Rainbow's body was completely locked up. Her teeth were gritting together hard, and she wouldn't be at all surprised if they sudden cracked under the pressure. Her mind was just dead to the world, her eyes squeezed shut. She couldn't bring herself to move, let alone breath. Only two feelings were registering in her mind: one of her hoof locked with the hand and arm of somepony else, but she didn't know who, and the other a sensation of a warm liquid dripping on her which caused her to jump as another drop was felt.

She waited, and waited, but ever since the deafening crunching noise, nothing else came. "Are…are we…" she stuttered, not even knowing who she was asking.

Fortunately, a familiar voice was the one to answer. "I…don't think so," came Sonic's voice. "Amy?"

"Sonic?" they heard the girl whimper. Rainbow could feel Amy shift with her hoof draped over her. She felt as if she was maybe raising her head up, but she soon felt the girl jerk beneath her, a light gasp escaping her mouth.

This prompted Rainbow to finally open her eyes, accepting that no blow was coming. Still shaken, her magenta orbs looked over at her other hoof. She saw that both it and Sonic's arm was locked in a defensive position in front of Amy. Sonic's other arm was draped over Amy in a similar fashion to her hoof. Sonic too had finally looked up, his eyes meeting hers before they slowly drifted to Amy.

Rainbow got a good look at the girl herself and both quickly noticed the mortified look on her face, her hands covering her mouth in shock. Rainbow followed her gaze, and what she saw caused her whole body to tense up again. A large body of red encompassed her vision, along with a spiked arm that sat an inch away from her nose.

She dared not move, lest she felt that the arm would come straight for her with no way for her dodge. It never moved though. After a few seconds, Rainbow moved past the fear at the sight and finally noticed something about the scene before her.

This was not Gamma's arm…

She managed to bring herself to look away from the arm, finally taking in the scene before her. The red being was indeed Gamma, but unlike what she expected, he looked to have thrown himself over them, his repulsors keeping him in midair over their heads.

The arm pointing directly at her was sticking through his body, a thick, black liquid slowly dripping out of the wound.

"What the hay?" she questioned. "What's going on?"

"Mr. Robot…" she heard Amy say in a hushed tone.

By this time, Sonic had also clued in and with caution, he leaned back in order to look around the big robot. "Hey, check it," he blurted in surprise.

Rainbow herself looked around him now, and she had a similar expression of confusion and worry. There was another body of metal on the other side of Gamma. One that belonged to an E-101 Beta.Both of their chassis' were pressed tightly into one another. Beta's arm was impaling Gamma straight through the torso, the red bot completely unmoving as he stared his brother directly in the eye. It was then she noticed the positioning of Gamma's single working arm and realized that it too was impaled within his counterpart.

"Ok…" she uttered, almost too star struck for words. "W--what the hay am I looking at here?!"

Her question went unanswered, but only due to the sight of both Gamma's and Beta's beginning to fall, their metal bodies still connected by their arms and their repulsors failing to function. With wide eyes, both Sonic and Rainbow gripped Amy by her arms and pulled her and themselves out from under Gamma, knowing that is he was to fall on them it wouldn't be pretty. They fell to the floor with the pink hedgehog in tow, feeling the vibrations of the robots' bodies hit the platform.

Despite crashing down onto the platform, Gamma's and Beta's bodies were still sitting straight up, continuing their heated staring contest with their spiked arms dug into each other. As they were out of any immediate danger now, Amy had wormed her way out of the others' grasp and crawled over to check on Gamma. She now stood behind him, placing her hands on him in shock as tears streamed down her cheeks, finally understanding what he did for them.

"Mr. Robot!" she cried. "Wha--what did you do?! You didn't have to do that for us?!"

Beta shifted as he looked at her, his body shaking the entire time. He was having trouble processing what was happening.
He could see his heads-up display identifying the damage to his torso, his wound reaching all the way through his body. He tried recalling the events leading up to this, his memory banks having issues as he tried diverting power to his critical systems.

The last thing he could remember was removing himself from the wall, finding himself close to the group that was next to his damaged brother. He believed that was his chance, his opportunity to end at least one of his targets right there and then. He moved so fast that not even the fox could react in time to stop him. His attack should've connected with them right then. However, he never expected Gamma, his own brother, to throw himself over the group, ending with both in the position they were in now.

Even though he was still confused about why Gamma had taken such an action, he still had a mission to complete. He lifted his other arm, pointing his hand cannon at the girl. Gamma must've seen this, as his eye darted to the glowing orb that was the weapon charging up.In a moment of unnatural determination, he transferred all of his energy to the servos in his arm.
It wasn't much, as he barely had any power left in him, all the levels on his HUD showing critical states all around. That didn't stop him, however.

With a loud creaking of bent metal, Gamma's arm pushed further into Beta, which unfortunately caused his own wound to be capitalized on as well. His vision began to go static, his internal systems being damaged with every movement he made against Beta. This needed this to be quick. With one more burst of power to his arm and repulsors, he flung his body upward, his arm tearing through Beta's body all the way up to his other arm. He could feel his own body being torn up as well, several warnings going off as he was notified of all the damage. But he couldn't let that stop him, not now. He continued until he tore Beta's arm clean off, his arm cannon shutting down as it flew through the air.

Gamma was now aware that he was freed from Beta's other arm, but only due to his body being torn in half like his brother's. He was free to fly through the air until he landed some ways away from them, his body hitting the floor with a loud, reverbing echo. Beta's own body fell back to the floor, his arm severed, and his torso shredded from the inside out.

"No!" Amy near screamed, running over to where Gamma had landed.

"Amy! Wait!" Sonic called, but she didn't listen.

She rushed over to where Gamma landed, Sonic right behind her as they crouched down to the red robot.Rainbow, on the other hoof, got up and placed herself between them and Beta, getting into a stance that showed she was ready for him to make the slightest move. Fortunately, it didn't seem that he was in any condition to do anything.His body was torn open, his right arm was missing, and the other one was limp as he lied on his side. His green eye flickered, its cracked glass casing shining as it did.

Beta looked at the pegasus in front of him but despite his every intention his body no longer had the power to even scan her form. He read his power levels, and they were in the red zone and dropping at a steady rate. This was it. There was no recovering from this state, as he was beyond the limit of his onboard repair systems, his main power core shot. He looked away from the pegasus and landed his reticle on Gamma, who was currently being looked at by the two hedgehogs. He could still not even begin to process all that had happened in that past few minutes.So many probabilities shot through his mind, hoping to find some reason as to why Gamma had done what he did.

And he couldn't find one…

Not one. It was as if Gamma had been taken over by some unforeseen force, one that he couldn't have prepared for. One that went beyond the reasoning given to him by his master. He continued to stare at his brother, even as his power gauge began to reach its end. His reticle finally began to fade away, most of his HUD shutting down along with it.

Rainbow watched the robot as his one eye slowly began to shut off. The green in it became darker as a low humming came from him, his bodies way of attempting to stay functional. Finally, however, his eye shut down, the noise receding along with it.Rainbow remained there for some time, her body still tense as she waited for him to just jump up and catch her off guard. Thankfully, it never came. With every light dimmed, and his whole body limp he just lied there motionless.He was done.

She let out a sigh, her body finally being able to relax somewhat. After all that energy she put into her powers earlier, she could already feel the effects on her body somewhat. Thankfully, it was no more than a few aches here and there in her legs.It was at this time she heard the sound of jets next to her, and she brought her head up to see Tails landing the Tornado on the platform, jumping out soon after and flying over using his two tails.

"Rainbow!" he exclaimed, landing by her. "You're not hurt, are you?!"

She just looked at him with a kind smirk and waved him off. "Nah, don't worry kid.Just a little sore is all. But I think we made it out without so much as a scratch."

Tails nodded but soon began scratching his cheek in slight embarrassment. "I'm sorry I couldn't call him out in time. He just came so quick, I didn't…"

"Hey, I said we were alright, didn't I?" she reassured. "You came through where it counted after all, and that's what matters in the end, don't ya think?"

"Umm, yeah," he hesitantly agreed. "I guess so.Still…"

"Mr. Robot!"

The two looked over at the commotion taking place behind them, and Rainbow's mind sparked in remembrance as to what just took place moments ago. Rainbow and Tails rushed over to the two hedgehogs, Amy kneeling over a crumbling Gamma with Sonic standing behind her. Rainbow looked at the robot on the floor, worry strangely filling her eyes for somepony who was just attacking them not 5 minutes ago. Just like Beta, a huge gash was cut through his body where his counterpart's arm was. All of his inner workings were exposed, and even they were nearly torn to shreds.Like his brother, his eye was flickering, almost looking for the power and the will to stay functional.

"Just hold on!" Amy sobbed, trying to somewhat comfort him, albeit through all the tears. "We can get you fixed up in no time, so just hold on! Tails?! You work with machines! Can't you do anything for him?!"

Tails examined Gamma, his eyes quivering, not even sure if he could answer that question. Looking at Gamma, he could tell that many of his primary systems were damaged beyond repair, even with his technical skills. Whatever model of badnik Gamma was, he was a far more advanced design than some of Eggman's previous works. He scanned the open wound and he did his best to find some solution, but…

"Amy…" he solemnly uttered, "I…I don't even know where to begin.So much of him has been damaged. I don't even know how he's still operational."

"Give it your best shot, buddy," Sonic suggested, prompting Tails to focus on him. "He's more than earned that much.If there's even a chance of him getting through this, no use in not trying."

With hesitance, but an eventual nod, Tails took his place next to Amy and got to work, doing whatever he could to keep the badnik with them for as long as possible. He still had no idea what had caused him to turn as he did, but one thing was for sure. None of the others might have made it if it weren't for him.

As he worked, Rainbow looked at the slowly fading Gamma, watching his eye move around on his head, observing the fox that was working on him. "You weren't trying to hurt us just now, were you?" she asked him. "You were trying to protect us.But I don't get why. We were just fighting each other earlier. So, why did you try to help us all of a sudden?"

Gamma's eye found its way to Rainbow and he settled it there at her question. She waited for a response and she heard a warble of distorted speech as she assumed he was trying to speak, but no true words came out. He was just so broken. It seemed that even he realized he couldn't properly communicate and stopped trying to all together as if to save power.

Through all of the tears, however, she heard Amy mutter, "He did it because he knew it was the right thing to do."

Rainbow and Sonic looked to her. Tails too seemed to be watching her out of the corner of his eye as he worked.

"It's silly to think about.I barely even knew him. In fact, not once did I ever think I'd feel this way about a badnik," Amy voiced, doing her best not to choke up at every word. "But right away, I knew there was something different about him.
When Eggman was holding me prisoner, instead of treating me like any other badnik would, Mr. Robot…*sniff*…I don't even know his name. Mr. Robot…he let me go. I could tell that he was struggling to decide on anything and that he really didn't know what he should do in anything. But even so, he still made his own choices, just like with what just happened.
And…I can't help but feel like for that instance we were actually friends."

Everyone went silent at her words. Even Tails seemed to pause as she spoke of Gamma. Rainbow especially felt the words cut deep. Not once would she have ever considered one of these things as a friend. They weren't even really alive, not like she or anypony else was and after her encounter with Metal Sonic that only solidified her feelings toward them. As of right now, however, she couldn't help but feel sorry for Gamma. She didn't know everything that went into making one of these things, but she could only imagine that Eggman went through a lot to make sure they never turned against him. Gamma must've fought hard to be able to do what he did.

"Man, not once did I ever think I'd feel sorry for a badnik," Sonic spoke up, crossing his arms in a solemn position. "Then again, I don't really think there's anything ‘bad' about this guy. Just…I don't even really know how to say it."

"You hit the nail on the head with that one pinhead," Rainbow said, for once not even trying to be insulting about it. "My head is spinning just at the thought of it. Hay, I don't think if I had seen it with my own eyes—"

They heard a shift of metal, and the whole group looked up to see that Gamma was looking at them all, his eye still threatening to shut off completely. Then they heard the noise again, the one of a distorted voice covered in static. Gamma was trying to say something but was still having great difficulty. Then he looked to Amy, his synthetic green eye locking with her natural ones.

Then the static stopped.

"D—D—D…" his synthetic voice struggled to say. "D—Designation: E-102 G—Gamma…"

Amy's eyes lit up. Did…he just tell her his name?

His eye had now left hers, and it was now staring ahead, past the group. Everyone, excluding Tails, followed his line of sight, seeing what he was analyzing.

"P—Primary…Objective…: Prooooo—Protect…that which i—is…important to you…Status:…Complete…" he said, eyeing the unmoving pile of scrap that was Beta.

With that, his green eye dimmed, the distinct whirring noise filling their ears, all before silence. One last spark ignited from the wires Tails was working on, but as he tried to connect them again, no sparks came. He tried again, and again, but still nothing. It was cold. He tried once more, but he knew what had happened, and his only response was to gently let the wires go.

Finally, he sat back up, looking the now motionless Gamma. He felt his fist tighten up, his own eyes showing their own sighs of sadness.

"Tails…?" he heard Amy question, a quiver in her voice.

"Amy…I…"

He couldn't.He looked at her, and his only response was a saddened shake of the head.

Amy's eyes widened in shock. Despite her best attempts to hold it in, she just couldn't anymore. The warm sensation of tears graced her cheeks, a visible quiver in her lip as her vision became distorted from the liquid building up. That couldn't be true…it couldn't. She looked Gamma, now finally learning his name, and balled up her fists. She could feel the tears dripping off her face and onto her hands, not even caring how she may look right now. She just let it all out, not able to contain any of it any longer.

She could feel herself about to crumble, but she then felt a presence on her shoulder. She looked to see a hand, Sonic's hand, on it and giving it a light squeeze. Normally she'd be all over him by now, but at this moment, she just couldn't bring herself to do it. She just sat there, taking in what comfort she could by his presence.

Rainbow herself could slowly feel the same feelings popping up. She definitely did a good job of hiding it from the others, but the tightening of her own face said otherwise. It wasn't long before she felt a wet sensation in her eye as well, and she felt the need to wipe it away immediately. "Dang it," she swore.

"You know," Sonic started, sadness in his voice. Looking at him, she could see it in his eyes as well, only a bit more composed than the others were. "Not every day you see something like this. Guess it just goes to show, not every enemy we come across is heartless."

"It's hard to think about," uttered Tails, "but…somewhere, under all of Eggman's programming, he really did have feelings just like any of us. But, what do think he was trying to protect?"

"I mean," Rainbow started, "he saved us, didn't he? He was friends with Amy after all."

"I'm…not sure," Tails remarked, putting his hand to his chin in a thoughtful manner.

Before she continued, Rainbow heard her earpiece turn on again. "Rainbow," she heard Blaze say, "look behind you."

‘Huh?' she thought but did as she was instructed and turned around.

She immediately stopped, almost confused as to what she was seeing. Right in front of her very eyes was one of the last things she expected to see in this place. There was probably the smallest bird she's ever seen sitting perfectly away from her nose, it's feathers silver in color, tiny beading eyes staring directly back at her.

"Uhh, guys?" she questioned. "I'm not the only one seeing the bird, right?"

The rest of group looked to her, including a reluctant Amy, and they were all indeed surprised to see the tiny avian looking at Rainbow with contemplative eyes.Sonic was the first to speak up. "What the? Where'd you come from little guy? No place for someone like you ya know."

Amy, fighting through the stifles, said, "It looks almost exactly like the bird from before."

"You saw it before?" asked Rainbow, still perplexed by the little animal.

"A different one, but yeah."

The bird looked at them all inquisitively, tilting its head to the side before flying past them.It made its way over to the wreck that was Gamma. It hovered in front him, letting out high pitched chirps as it looked at him.

"Strange," Tails inquired. He looked over to the wreck that was Beta and began to think. "Hold on, give me a second."

Going back to Gamma, he began working at a specific point on his mangled body, taking a piece of his exterior off like it was an access panel.

"What're you doing?" Amy questioned, seeing Tails poke around Gamma's body.

"Tails?" Sonic asked.

"Riiiiigggght, there!"

He pried out a small, spherical object from the opening in his torso. It was light grey in color and it fit perfectly in his hand.

"Umm, what is that?" Rainbow asked, getting up close to the sphere as to get a good look at it. Coming into view, however, was the small bird, practically pushing past her nose in order to face the sphere. It's chirping only got more frantic, it's wings flapping in an excited manner.

"Amy," Tails grinned, pulling the sphere away and presenting it to her. "I think you should be the one to open it."

Amy took the sphere, albeit a bit hesitantly. She held it in both hands, not wanting to risk dropping it. It was heavy, but even so, it also felt strangely hollow on the inside. Stranger still, it felt as if the sphere was trying to move on its own. She had to tighten her grip on it just so it wouldn't roll out of her hands. With baited breath, she spotted the small hatch on its side and pressed release just underneath it. The hatch popped open, the tiniest trail of steam leaving the opening as it did.

What she saw caused her breath to catch in her throat. Once the hatch opened, a small, feathery figure worked its way out of the sphere, its small pink body ruffling as it walked out. She held her hand out to give it a platform to stand on and dropped the sphere once it was out completely. As it finally righted itself, it opened its eyes and stared right at Amy, the hedgehog girl staring right back at it with wide eyes.If she didn't know any better, she could swear that the look it was giving her was one of joy.

"Wait," Rainbow spoke up. "I'm confused. Why was there a bird of all things inside of Gamma? Am I missing something?"

"It wasn't just inside of Gamma," answered Tails. "In a sense, that is Gamma."

"Wait…what?!" Rainbow exclaimed.

Meanwhile, Amy was too busy looking at the small bird to worry about anything else, the only word that she caught being…

"Gamma…" she uttered, a single tear going down her cheek as she let a light smile grow on her muzzle. ‘Gamma' looked at her with a cheerful expression, giving her a chirp as it extended its wings to her. At this point, the silver bird had flown over to him, chirping happily as it fluttered its wings. The pink bird chirped in a similar manner, happy at the sight of its friend.

"I think I see where you're getting at Tails," Sonic spoke up. "If I was a gambling hedgehog, I'd bet that that other bird is actually Beta, right?"

"I was thinking along the same lines," responded Tails.

"Wait a second," Rainbow asserted, waving her hooves in front of her as if to get them to stop talking. "How does this make any sense? What do you mean these two are Gamma and Beta? I don't really see how these little guys could've given us so much trouble earlier."

"It wasn't so much them we were fighting earlier," explained Tails. "I remember a while back that Eggman was trying to use animals like this to power some of his badniks. If there really was a brain behind these guys, that would explain why they were so much deadlier than the normal ones."

"He was using these guys to power his machines?" Rainbow asked, getting the sinking feeling that one yellow pegasus back in Sol was none too happy right now, and suddenly she was glad she wasn't with her friends.

"Nothing's too bad for Egghead if it means he'll get his way," said Sonic. "But hey, at least they don't have to worry about him any longer."

This time, Amy was the one to speak up. "I'm glad you two are free now," she conveyed to the birds, prompting them to look at her. "Hey, your friend Birdie is waiting for you guys somewhere.You better get going, ok."

The two birds seemed to understand, light nods in confirmation as the silver one already began flying off. However, the little pink bird still in her hands, ‘Gamma', remained where he was. She was confused to this at first, but she then saw him lightly hopping his way over to her face. Once he was close enough, a raised himself off her hand with his wings, bring himself level with her. With a final sendoff, he lightly touched his beak with the tip of her nose, a happy expression on his face. This only flooded over to Amy as her own expression finally grew to that of sheer joy.

With that, he flew off, his brother waiting for him. Once they were together, they took off, their small bodies disappearing rather quickly the farther they flew into the distance.

As they did, Amy ran after them, stopping just short of the edge of the platform. "Thank you, Gamma!" she shouted.
"Thanks for everything!"

Her shouts echoed throughout the large room, and she could only assume that he heard her. Soon, they were gone, the darkness of the room obscuring them from view. Although she was relieved beyond anything else, she couldn't help but rub her shoulder in discomfort, not really knowing how to feel right now. She heard someone come up next to her and quickly noticed it to be Sonic.

"I hope they'll be alright on their own," she said. "This place isn't for them."

"Ya know, I'm sure they'll find their way out. They're smart, so they'll be fine. Remember, our part isn't done just yet," he said, placing a reassuring hand on her shoulder.

That was a mistake.

Just like that, she had reverted from her solemn form and threw herself on him, wrapping her arms tight around his neck and giving him a death hug. His eyes nearly bulged out of there sockets at her strength, and he was starting to mentally kick himself for thinking this wouldn't happen. Even so, he just did his best to put on a wide small, along with giving her a light pat on the back."Glad to have ya back, Ames…"

Rainbow chuckled at his dismay, her former sadness now replaced with a light joy. However, she couldn't ignore the feeling of fatigue that ran rampant throughout her body. She noticed a large piece of pipe right next to them and couldn't help but sit down next to it, even if for just a moment.Using up that energy earlier thankfully wasn't the most physically draining, but a little R&R wouldn't hurt anypony.

"I'll be honest, I've got no idea how you guys do this kind of thing all the time," she stated to Tails. "We've just started and already I feel ready to take ten."

"It gets kind of rough at times," he said, "but we always pull through in the end.Although, I don't know how far I'd go if it weren't for Sonic pushing me all the time."

Rainbow contemplated that, looking at the hedgehog who was now trying to subtly get out of Amy's grasp. "No offense, but I still have no idea what to think of him right now," she said. "I can't even wrap my head around how he thinks at times."

"He's a bit interesting in that regard, yeah, but he keeps us on our toes, and that's something that's saved our lives on more than one occasion. His personality may take some getting used to, but aside from maybe me and Amy, no one warms up to him immediately. But given some time, they grew to like him, even Knuckles."

"I bet he at least remembers their names though," she said with annoyance. "Unlike me…"

Tails saw her visible disdain for him and said, "I…can't really speak for him on that. Come to think of it though, we haven't seen you for a few years now. It's bound to have slipped his mind at some point."

"You remember me though, so how does that work," she questioned him.

Tails shifted rather uncomfortably at her question. "Well, Sonics has always been an ‘in the moment' kind of guy. Even so, he tries to treat everyone the same, even if he wants to have a little fun with them at times."

"If you're trying to convince me to give him a chance again, you can forget that," she quickly voiced. "That's what you said last time, and look where we are now."

Tails just went quiet.It was true that she had no reason to really trust him on that after what happened. "I guess…you've got me there," he muttered as he scratched his cheek nervously.

Rainbow just sighed, but with chuckle to mix in with it. "Hey, don't worry about it.I'm gonna see you guys through this even if it kills me.After all, with all we've gone through, what'd that make of me if I decided to just up and leave?" she joked, but not after remembering her mindset the day before she came here, prompting a slightly nervous smile.

"For what it's worth Rainbow, I'm glad you're here.I feel like things wouldn't have gone quite the same if it weren't for you being here."

She just smiled at him. ‘Well, at least I'm welcomed here.Just what I've always wanted,' she mused.

"That reminds me," Tails inquired. "All those years ago on the Death Egg, Sonic said he just ran into you on board. What were you doing on there anyway."

"Oh, uh…" she hesitated.

"That, and you ended up disappearing for a long time afterward, only to appear again on Little planet, and now you're here.
Where'd you go? We never even got word from you afterwards."

"That's…a story for another time. I don't think you'd be interested in hearing about my personal life. After all, you guys are the ones seeing all the action anyway."

Tails tilted his head in confusion, almost put off by her answer. Not interested? If he wasn't interested he wouldn't have asked. Even though he's not had a lot of time with her, she didn't seem to the kind of person to lie. But he just couldn't shake the feeling that there was something more to it. Something that he was missing.

"Hey guys!" they heard Sonic call.

They looked at him and saw that he was now free from Amy's hug, an almost relieved look on his face as she simply stood beside him. "Don't know if you noticed, but we're not out of this yet! We still have to pay old Egghead a visit before we leave!"

With relief, Rainbow picked herself up and threw a quick smile to Tails. "Hey, if you want to hear about it someday, I'll be sure to tell ya. But now's just the time for us to play the heroes again. That ok with you?" She was mainly just saying all this just to change the subject, as she really had no idea of how she was gonna explain it all to him without giving anything away. She was glad the kid was smart, but this was getting a little too close for her liking.

"Umm, yeah," he said, a bit hesitant to go any further, as she obviously didn't want to talk about it.

"Come on slowpokes," called Sonic. "We're aging over here."

"Yeah yeah, just hold your horses, blue boy," Rainbow countered.

"I don't think you know who you're thinking talking to girly," he shot back with a grin. "Waiting around for you guys isn't exactly my style you know."

Without even waiting for her retort, he made his way to the edge of the platform and just jumped off. Using the large pipes around them, he began jumping higher and higher, only a blue streak to the rest of the group as he ascended.

"There he goes again," Amy sighed. "I can't have just two minutes with him…"

"I don't think we should keep him waiting though," suggested Tails as he made his way to the Tornado. "You guys coming?"

"Wait for me!" Amy called, climbing into the back seat as she tried to situate herself.

"Rainbow, you coming?" Tails asked the pegasus. With a raised eyebrow, Rainbow just proceeded to present him with her flared out wings. "Oh, right. I forgot. Hehe."

With some expert piloting and navigation on Tails' part, it didn't take long for the group to find their way out of the inner workings of the Egg Carrier. They even managed to catch up to Sonic, mainly due to him having absolutely no idea where he was going, which Rainbow couldn't help but secretly relish. Even so, they were all now on the top deck of the massive ship, the boards beneath their feet making a distinct kludging sound as they walked to the other end, accompanied by the sound of the Tornado stomping its way behind them.

Rainbow quickly began to stretch her back and take in the wind on her coat. "Unnngggh, it's about time we got some fresh air. Any more time spent down there, and I think I would've gone crazy."

"I know what you mean," said Sonic, stretching out his arms. "Put me in any of Egghead's places of enjoyment, and any place is soon preferable."

"But where are we?" asked Amy. "And what happened to the ship?"

True to her words, the ship was no longer high in the sky as it was before. In fact, the grey clouds that loomed around before seemed to have passed as well, the bright afternoon sun shining down on them. On top of that, the ship was sitting in the middle of an ocean, the sound of seagulls and the gently rolling waves entering their ears. The waves crashed against the side of the ship, causing small traces of water to spill onto the deck at times. In the distance, just on the horizon, was what Rainbow assumed to be a large coastal metropolis.Just judging by the size of the buildings, she couldn't help but compare it to that of Manehattan.

"Well, the ship was capsizing earlier," Tails deduced. "That jerk we felt before must've been the Egg Carrier crashing into the ocean."

"I felt that too," said Amy. "But I thought it was you and Sonic who did that. You mean it wasn't you guys?"

"As much as I wish," Rainbow mused. "The whole place was a giant slide at one point while we were in there."

"Well, no matter how it happened, I'm just glad Eggman at least decided to make this thing waterproof. The last thing we need was to start taking that on," stated Sonic, a slightly uncomfortable shift in his body as he did.

"You're not still afraid of the water, are you Sonic?" Amy asked worryingly.

This perked the ears of Rainbow Dash. "Wait. Are you telling me you're scared of a little water pinhead?"

"Hey, if you couldn't swim, you'd have the same feelings too Rainbutt," he shot back with a wave of the finger. He only assumed she knew how to, so it's not like she understood how it felt to be in that kind of position.

"I guess I just find it hard believe that the great Sonic the Hedgehog can't take on a little water," she responded, before catching that last bit. "And stop calling me that!That's not even my name!"

"Guys, can we please not do this now?" asked Tails with a sigh. He had hoped they could not be at each other's throats for at least a few minutes, but it seemed that something that wasn't an easy thing to accomplish.

"Yeah, stop making fun of my Sonic!" Amy pitched it, although only having the opposite effect to what Tails was going for.

"Wait, your Sonic?" Rainbow raised an eyebrow at the girl. "I didn't think you liked her that much, blue boy."

With a small tick growing on her forehead, Amy just stomped forward, her teeth visibly gritting together. Before he even knew what was coming, Sonic was suddenly pulled into the tightest hug he had ever felt in his life. This hug, however, was more of a headlock as Amy held him by the neck, causing his breath to be lost to him.

"Of course he likes me!" Amy stated to Rainbow, not even paying attention to the struggles by Sonic himself. "I'll have you know that we're destined to be together missy!I know it and even Sonic knows it!Tell her!"

If she was waiting for Sonic to say something, she wasn't about to get one. All the group heard was a mix of grunts and gasps for air a Sonic's muzzle began to turn blue like the rest of his body. Rainbow didn't know what to think right now. For one, she felt a light chuckle building up as she watched Sonic in the position he was in right now. Thing is, she was partially intimidated by how Amy was handling him, giving off the strong impression that this relationship was a bit one-sided, to a heavy extent.

By this time, Tails had already jumped out of the Tornado and rushed over to his partner's aid. "Amy, I think you're squeezing him a little too hard."

"Hmm?" she hummed before actually looking at her ‘boyfriend'. True to his words, Sonic looked like he was about to pass out from the lack of air. He didn't even have the strength to fight anymore, just letting what was going to happen, happen.
With an eep, she let him go, letting him fall to the deck on his hands and knees. With a sharp gasp, he finally began breathing again, clutching his chest with one free hand.

"Oh my gosh!" Amy squealed. "Sonic, I'm so sorry!"

"Hey...*cough*…no worries…" he choked, an apparent wooziness to his voice.

"Smooth, Ames," Rainbow whispered to the girl, convincing Amy that she didn't have the guts to stare at Sonic right now and just looked away with a blush.

"You ok Sonic?" asked Tails, his hand on his friend's back.

"Hey, you know me…I've been through worse," Sonic laughed.

"Worse?" asked Rainbow."Your head was about to pop off with how much she was squeezing it. "She believed she saw Amy flinch with another "eep" out of the corner of her eye.

"Don't worry.I'll be sure to finish that job myself!"

The group jumped at the new voice, but they all knew it perfectly well. Instantly, they all began looking for the source, but none of them saw a thing. However, that changed when Amy could swear she heard a loud whistling noise from above them, prompting her to look up.

"Look out!" she yelled.

Not even taking time to look at what she saw, the group just threw themselves out of the way, all before they felt the blowing of wind and the shaking of the deck, the sound of cracking wood splitting their eardrums. They all picked themselves up to see a massive robot in their place, half of its body embedded in the deck. It was red in color, and it was much bigger than Beta and Gamma ever were. In fact, its size reminded Rainbow of the robot back on the Death Egg.

Its body was red like it, but aside from that, it was completely different. The part of its body that was embedded seemed to be its head and on either side of it were two massive wheels with spikes lined the outside of them. A long metal tail extended out the back, giving the whole thing a snake-like appearance.

Using said tail, it pressed it against the deck and forcefully pulled itself out of the hole.It now stood tall, overshadowing any of them as it stared at them with its single red eye.

"I applaud you for being able to dodge that, but you'll soon find that it'd soon be in vain," Eggman's voice said through the external speakers.

"It helps when you call out your attacks before we even see you egg for brains," Rainbow shot at him.

"It's not like it matters at this point," Eggman stated with confidence. "I've got you right where I want you, and there'll be no escaping the Egg Viper. After all, I don't think you'll be the first to want to take a dip now would you Sonic?"

"We already talked about this," Sonic mumbled annoyingly.

Eggman just huffed in response. "You know, I was expecting Beta and Gamma to turn you all into dust by this point, but I can see that I was sorely mistaken.I don't know how you got passed them, but your little adventure ends here, along with them."

Amy's fist balled up at the mention of Gamma's name. She knew that Eggman had no real care for Gamma's or Beta's real feelings, and that just made something in her tick. She glared at the massive robot, not even fazed at this point by its looks, or how it could crush her with ease. Lifting one hand, she summoned her hammer, the overly large red and yellow weapon like a feather in her hand. The rest of group seemed to shrink back at the summon, both Sonic and Tails knowing that whenever she brought that out, someone was gonna be hurting into next week.

She stepped forward, clutching her hammer in both hands as she took a stance in front of the Egg Viper. "You have no right to say that about them!" she yelled in anger. "You have no idea how they felt, or what they really wanted! You were just using them for your own goals! I'm going to beat you into submission before we're done here you big jerk!"

"I don't know where all these feelings for some machines are coming from, but you are correct. They were just a means to an end, just like everything soon will be once Eggman Land is finally complete. The whole world will soon be in my grasp, and there's nothing any of you can do about it!"

"That's where you're wrong Egghead!" remarked Sonic as he stepped up next to Amy. "As long we're around, you can bet your mustache that whatever you do, we'll be there to meet it."

"That goes double for me," Rainbow joined in as she stepped up as well.

Eggman growled at them, and while they couldn't see it, a vein on his bald head was looking very close to bursting forth.
"Gggrrrr, fortunately for you, you're not the ones I'm after right now.My priorities are on something else."

"Something else?" Tails inquired, but a thought soon clicked in his head. "The emerald!"

As if on cue, he saw the Tornado, which was situated behind the Egg Viper, was lifted off its feet and into the air. Confirming his worries, he saw what was lifting it, and he could feel his heart almost sink. Water. Not just any water, but water that was loosely forming into the shape of tentacles that were constricting the plane in various places.

Sonic, Rainbow, and Amy all shrunk back at the sight, the latter two not sure what to think of it, while Sonic just glared at the familiar appendages. "Wha—what are those things?!" Rainbow asked in haste.

"It's…Chaos…" Tails answered, his voice shaking as he said it.

"Hehe hehe hehe," Eggman chuckled evilly. "That's right, Chaos. They broke our toys. How about we repay them the favor."

On his orders, the misshapen watery mass began closing up its tentacles, the Tornado beginning to bend and buck at the force being put on its body and wings. It wasn't long until the entire body was crushed underneath the force, the entire thing looking like a piece of paper being crumbled together before it exploded.

Tails' eyes went wide, his own pet project being torn apart in front of his very eyes. He watched as the scorched blue wings hit the deck, most of them bent in pretzel-like manners. What concerned him the most, however, was what he saw once the smoke cleared. Chaos was still there like the explosion never even took place.

Rainbow got a good look at the strange creature across from them, and she's never seen something so messed up since Discord. Like his tentacles, his main body was also made of water, but it was the shape of it and what was inside of it that caught her attention. Its body was large and round, almost frog-like in shape. It had a tail that resembled a scorpion and several arms and legs of similar nature. It had a gaping mouth with rows of metal teeth, and she could see its skeleton through its crystal-clear body, it too made of metal, and it was all connected to a large sort of brain. It had two large eyes lining the top of its body, both of them green in color. But, something else caught her eye. Lining its metal skeleton was what looked to be six Chaos Emeralds, all of them embedded in various places. And in one of its free tentacles, was the Chaos Emerald from the Tornado.

"I'd like to thank you for your generous contribution to the Eggman Empire," Eggman taunted. "Your donation is greatly appreciated. Now, if you don't mind, I believe its time for you to vanish!"

Without another word, the robot lunged forward, its spiked wheels spinning up to a rapid pace. The group all readied themselves, getting set to jump out of the way once more.It approached them and…

It stopped.

The whole thing suddenly stopped in its tracks, its whole body jerking as it looked to have been pulled back.

"What?!" Eggman roared, confused as to why he stopped.

"What happened?" Rainbow asked.

"I'm…I'm not…" Tails tried to answer, but looking past the main part of the robot's body, he finally realized what was going on, somewhat.

Pointing it out to the others, they all saw that what was holding back was none other than its own tail. Eggman looked to have tried to jerk away, but the tail was pulled back once again, and they all saw that it led down the very hole that Eggman made earlier.

"What is the meaning of this?!" he roared again. "You stupid machine!Do what I say!Stop going backwaRRRDDD!" he screamed as the Viper jerked back again, part of its tail disappearing down the hole. It was pulled back more, and more until most of its tail was gone. Its main body was now being threatened with going down as well, and despite all of the struggling, it continued on.

"Darn it! Darn it! DARN IT!" he yelled. "Activate the escape procedure! Get us out of here!"

"Yes sir!" two other voices exclaimed on the inside.

As requested by the doctor, the hatch on the front of the Viper opened up, revealing Eggman and both of his robot lackeys sitting in the cockpit of his eggmobile. With the Viper about to disappear, the vehicle shot out of the opening, hitting the deck slightly before it successfully managed to float in midair. Soon after, the Viper was forcefully and violently pulled into the hole, loud crunching noises heard as it vanished from sight.

"What's the meaning of this?!" Eggman demanded. "Who's responsible for this?!"

"Right here Eggman," said a new voice, one that Rainbow felt sounded familiar, but she just couldn't place it.

The owner of the voice appeared to have jumped out of the hole the Viper went through, revealing himself to the rest of the group. He stood directly in front of Eggman's eggmobile and judging by the looks on horror on their faces, he was not good for them. The figure was red in color, with very familiar dreads hanging from his head, prominent boxing gloves over his hands. Then it clicked. Rainbow almost immediately recognized his face.After looking into those purple eyes of his, it might as well have confirmed it.

"And you made a mistake if you thought you could escape from me," said Knuckles.

Eggman shrunk back in fear at his statement and so did Orbot in Cubot, both of the latters clutching each other in horror.

"Hey, Knux!" Sonic called, waving him down. "Long time no see pal!"

This caught the echidna's attention, prompting his brow to furrow at their unexpected appearance. "Sonic?" he wondered, his voice much gruffer than it was when he was younger. "What are you guys doing here?!"

"We could be asking you that same question!" Rainbow expressed, actually glad to see him here given the circumstances.

Knuckles looked at her with confusion before his eyes flashed with a hint of realization. "It's you."

Their speech was cut off when they heard the sound of the good doctor audibly growling to himself, his fists balled up as his brow contorted in anger. "That's it! I'm through messing around! I don't care how many of you there are! You're all just pests beneath my boot! Chaos!" he called to the monstrosity. "Here are your orders! You are to eliminate these vermin from the face of the earth! Now, show them your true power, one that will bring about destruction to all that would dare oppose the great Dr. Eggman!"

Silence took over the deck of the ship, the only sounds being the crashing of waves below them. No one dared move, as none of them seemed to want to agitate the creature before them. To everyone's surprise, including that of Eggman, Chaos made no attempt to attack the group. In fact, it didn't move much of anything. The only thing it seemed to be doing was staring intently at the brand-new Chaos Emerald that came into his possession, its shining glow illuminating its green eyes.

"Chaos!" Eggman called once again. "Did you hear me!I said to destroy them!"

Rainbow could feel a cold bead of sweat falling down her forehead, everypony sitting perfectly still in a nervous state. She remembered how Twilight looked when she got back, and according to Silver and Blaze, this was the creature responsible for her injuries. To her, it honestly looked ridiculous, but she knew better than to underestimate this one. She made that mistake last time with Metal Sonic.

Final, Chaos seemed to notice Eggman speaking to it, but it still barely even made a move, aside from not looking at the Chaos Emerald anymore. It was looking directly at Knuckles and Eggman. At this point, Knuckles was looking back at Chaos as well, and he got into a crouched stance as he waited for whatever came next. It was silent again, and everyone was on edge. They may have escaped the wrath of the Egg Viper, but this was a whole other ball game. This wasn't some robot either. From what Rainbow could tell, despite its strange appearance, it was one-hundred percent alive, with the brain to go along with it.

Finally, it made its move.It absorbed the Chaos Emerald into its body through its tentacle, causing its whole body to glow brightly as the emerald found its place within. Suddenly, said tentacle lashed out, heading straight for Knuckles. Knuckles brought up his fists, ready for the attack, but it never hit. In fact, Knuckles didn't even have to dodge. The attack shot straight past him, missing his body completely. Everyone was confused about what was happening, especially when said tentacle began wrapping its way around Eggman's eggmobile.

"Chaos! Wha—what are you doing?!"

The only response he got from the creature was a low growl, its watery body vibrating as it did. An eerie purple aura began taking over its body as its eyes changed from an emerald green to a ruby red.

"Oh no," Rainbow quaked, her apparent shock to the aura taking over her senses.

Before the doctor could get out another word, it pulled him in, slung its tentacle back, and released.

"Whhhyyyy mmmmeeeeeeee?!" the group heard as Eggman sailed into the distance, his eggmobile just a speck on the horizon in the blink of an eye.

"What's happening?!" Amy questioned, confused as to what just transpired.

With its focus now on the group, Chaos let out a near deafening roar, prompting the group to throw their hands/hooves over their ears. The glow of its body grew brighter, and Rainbow could feel the power in her chest starting to burn up with the amount of chaos energy it was letting loose.

Despite everything going on at once, Knuckles just removed his hands from his ears and growled loudly at the creature before him.It wanted to fight, he would give it one. "Alright big guy, let's dance!" He rushed forward, rearing back a punch.

"Knuckles! Wait!" Tails called out.

He didn't listen. Just as he was inches from impacting with Chaos' body, his vision was quickly taken up by nothing but light, and he was forced to cover his eyes, or else risk going blind.

"Darn it!" he swore.

The rest of group was also suffering the effects of the light, having to shield themselves from it.

"The hay are we supposed to do against this guy?!" Rainbow questioned. "And what's so important about him getting those Chaos Emeralds?!"

"Nothing good, I can tell you that!" answered Sonic.

The light persisted, but before long, a deafening boom was heard from where Chaos stood. The wind from the blast shot through their hair, the stinging of the cold air brushing against their skin. Finally, the light subsided, the wind along with it.
With it safe to open their eyes, they scanned what they could, perplexed by what was left.

The wind still persisted to a small extent but faded into the distance with a thunderous sound as it left. The space where Chaos once stood was now empty aside from a very confused and angered Knuckles. There was no sign of the creature, the only traces it was here being the wet wood.

"Wait," Amy spoke up. "What just happened? Where did Chaos go? It just vanished."

"Chaos!" Knuckles yelled, his fists at the ready even with no one there for him to hit. "Get back here!I know it's you and Eggman that were responsible for the Master Emerald breaking apart! So, get back here so I can pay you back for it in full!"

"Hey, Knux. Take it easy," said Sonic as he approached the echidna.

"How do you expect me to do that, Sonic?! Besides, it's your fault that the last Chaos Emerald ended up in that thing's possession!"

"Last I checked, one of those emeralds he has was yours. Or am I just remembering that wrong?"

Knuckles looked like he wanted to retort, but Rainbow could see his face go to that of anger to annoyance in an instant. He simply growled as he looked away, stomping off away from the group.

"Hey, don't be like that," Sonic joked, making sure to keep up with him as he walked off. "Mistakes happen, and besides, it's not like this is any worse than what happened before."

"Wait a second!" Rainbow called. "Are we not gonna talk about how whatever that thing was just disappeared to who knows where?! I feel like this is important stuff we're missing here!"

"I don't know," Amy said. "Maybe Chaos just left. It may have just wanted the Chaos Emeralds and after that, it may just have decided to leave us alone."

"I don't think so," Tails inquired, all while picking up a piece of what used to be the Tornado. "I do think you're right about it wanting the Chaos Emeralds, and that would explain why it decided to betray Eggman afterward, as I bet he was just a means to an end. But…after all this, I don't feel like it's done just yet."

"I still don't get all of this," Rainbow said. "What did it want if the Chaos Emeralds weren't it?"

"I'm still working on that, as I still don't have a good idea of what Chaos even is."

"It's a being that was born inside of the Master Emerald," they heard Knuckles state.

He caught all their attention, the echidna himself standing before Sonic and the rest of them as he looked out to the metropolis in the distance. "I'm not sure about all the details, but from I can gather, Chaos was a being that resided in the Master Emerald ever since the days of my clan. Thing is, I think something angered Chaos, something that my clan must have done to it."

"Hey, how do you happen to know all this, Knuckles?" Sonic asked.

"Well, a vision, if you could believe it."

"Huh, you too," Sonic responded.

This caught knuckles attention. "Wait, what do you mean by that? Don't tell me you've been having them too."

Rainbow listened intently at the mention of visions, and she couldn't help but let her mind wander to that moment with her mother earlier today. It was strange. Were they having a similar thing happen to them? Or was this something completely unrelated?

"Hit the nail on the head," muttered Sonic. "Whatever got Chaos so riled up back then, he's definitely paying someone back in full now."

"What, so it's a revenge thing?" asked Rainbow.

"I have no idea," Knuckles sighed. "Right now, my only concern is to get the Chaos Emeralds back. First things first though, we need to find out where Chaos went. If we can't even do that, it's not gonna be easy going."

"Good point," Sonic agreed. "Alright, anyone got any ideas."

"Umm," Amy trailed, albeit a strong shaking to her voice, fear evident in it, "I think I know where Chaos is…"

"Hmm, where?" asked Knuckles.

His only answer was a pointing of her finger, to which he was confused at first. The group followed her finger and froze as to what they saw. Rainbow's mouth was agape, and her eyes were quivering in a similar manner to Amy's. Her breath was caught in her throat, and her legs absolutely refused to move from their spot.

"Mommy! Mommy! Can we get one of the big balloons?! Please!" a little girl asked her mother.

It was midday in Station Square, the blazing sun beating down on the local residents as they went about their daily lives.
Many cars were backed up in traffic, the sidewalks nearly overflowing with people. The tall skyscrapers that towered over the streets reflected the sun off their glass exteriors while casting their shadows on those more fortunate.

At the moment, there was a mother and her daughter going on their daily walk, the mother wearing her white sunhat with the girl wearing just a simple bow. The girl was currently holding onto a couple of brightly colored balloons as they blew in the new but welcomed breeze.

"Did you not just get two new ones?" her mother joked sweetly. "Do you not like them?"

"Please mommy?! I promise this will be the last one! Pllleeeaassseeee," she asked excitedly, bright shining eyes pleading directly to her mother.

The older women sighed, but with an amused smile none the less. It may take some time out of the day at least, and she's always more than willing to please her little girl with gifts. At least she's enjoying herself. "If we must, but after this, we need to get home for dinner ok. We can't be late like last time."

"Yay!" she exclaimed in joy.

Looking at the stand her daughter had pointed out a second ago, she walked them up to it and let her pick out which one she wanted. She ended up stopping on a bright pink and blue one with frills around the sides.

"That one please," the mother said with a smile.

"Certainly," the man behind the stand said, unclipping the balloon and handing it to the little girl. "Here ya go. And this one is on the house."

The mother looked at the man with perplexed eyes and asked, "Are you sure? Money isn't an issue."

"Don't worry about it miss," the man laughed cheerfully. "It's always a pleasure to see such fine folks out today. Just be sure to get in somewhere quickly. It's supposed to stay scorching hot all day today."

"We will and thank you. What do we say?" the mother asked her daughter.

The girl just let the widest grin she had grow on her face. "Thank you, mister!"

The man just laughed. "Of course, little miss."

The man stopped his sentence when he felt something tap his head. He was confused as to what it was at first until he felt another. He quickly realized that it was water. At first, he thought it may have been some kids spilling water down from one of the buildings, but upon looking up, his confusion only grew.

"Huh, I mean, it was supposed to stay sunny all day," he said to the pair, eyeing the dark grey storm clouds that moved in overhead.

The women and her daughter looked on as well, feeling the small droplets of rain on their bare skin. Thunder rang out over the city, which was strange since there wasn't any sign of a storm earlier today.

The little girl watched with interest, feeling the cold liquid drop on her nose. She went to wipe it off, only to be off put by something down the street.

"Mommy?" she asked, her curiosity getting the better of her. "What's all that water doing?"

"Hmm? Water?" her mother asked.

She looked to where her daughter was looking…

…and her eyes shrunk.

Far down the street reaching high above the skyscrapers was none other than a wall of water. One wall of water that looked as if it was getting closer, a gargantuan wave forming from the tsunami and overtaking all that stood in its way.