Equestrian Omni-Hero: Omni-kix Adventure

by Blaze-saber

Chapter 16: An Alien Swarm is Coming pt. 2

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Meanwhile at the Equestria’s Delivery Express, the back door was punched open as it was knocked down as it showed Flash’s group with Misty as Four Arms. “There’s our way in.” Misty said while cracking her knuckles.

“Thanks, Misty.” Flash said to his cousin as the group entered the building as they saw nothing but an empty parking lot. "Now, what exactly should we be looking for?"

"Probably something out of the ordinary." Xylene replied as those with magic used them to light up the room and looked around.

Smolder then used her powers to scan the area but for nothing. “They were here. But we’re too late.” She told the others before she went forward. Gallus then stepped forward as he held his hand up like Smolder did.

“Yeah, I think we got that.” Gallus said with a brow as they continued on. They soon found their way to the office as they were looking through some files but the adult ponies were looking a bit concerned.

“I heard of Equestria’s Delivery being more crowded, even at night.” Rainbow mentioned as they looked around. "But I don't see anyone here."

"It was really weird that no guards came for us when we knocked down the door." Scootaloo said with a concerned look. “And at night, this place is kind of creepy."

“Guys, check this out.” Ruby said as she was looking through some files. “These are the shipping orders for the delivery. Mount Aris, Yakastan, the Crystal Empire… These orders all originate from this location and are heading all over the world, literally. Either by air or sea transportations they have.”

“There must be thousands of orders, possibly a hundred thousand.” Flash said with a serious look.

“Flash, what do you think it means?” Fluttershy asked in concern.

“I think it means we’re one step behind something big, really big.” Flash said in grim.

"In other words, we could be either on the right track or the wrong track." Rumble said with a worried tone.

"Excuse me." They heard someone talk as they jumped and saw an earth pony mare looking at them with a smile on her face. "Can I help you?"

“Uh, hi!” Silverstream said nervously. “We just had a few questions.”

“Equestria’s Delivery Express is closed right now. Please return during regular business hours.” The mare said while still having the same expression.

“Then what are you doing, in the dark?” Applejack questioned with a brow.

“We are workers. We live to obey.” The mare said.

“Well, you must be employee of the month then.” Rainbow commented dully.

"And a very calm one if you're not freaking out about the alien lizard that's standing here.” Sweetie Belle added as they saw the eyes of the mare flicker with a strange light. "Uh… any chance who authorizes these shipping orders?"

“Sorry. Can’t tell you. But you will remain and join us to know more.” The mare said before Xylene caught her in her powers.

“We’re gonna have to decline that offer.” Xylene said with a glare.

“Your desire is revalent. The queen will super seed all.” The mare said, her expression not changing.

“Well you tell her to super seed this.” Xylene growled as she tossed the mare through the window. “Let’s leave.”


Soon, the heroes then entered the mobile base as Xylene sat in the driver’s seat and started it up. But then they turned and saw the mare again waving her hooves up. “What is she doing?” Button asked as they were confused by it.

"No idea, but let's not stick around to find out." Sandbar said.

Then, Misty’s Omnitrix then started frizzing up again, which got her worried, “Uh, guys…” She started before they looked at the front and saw the chips swarming around.

“Okay, these chips are seriously an issue.” Rarity commented before they saw the swarm forming solid hard balls.

“That’s new. They couldn’t form solid shapes before.” Xylene said in concern. “Could the chips be learning?”

"Um… I'm more worried about what they're going to do like that." Fluttershy said with a worried tone before the Nanochips started hitting the base. The impact was enough to deactivate the holographic disguise field on the base as well as damage some of the windows.

"Hold on!" Xylene called out to the others as she hit the gas pedal and the mobile base took off.

“Thank you for using Equestria’s Delievery.” The mare said as she watches the mobile base drive off as the chips followed behind them and formed a soolid ball.

“Uh, guys… we got company!” Yona exclaimed as the chips were behind them as Xylene drove faster, but the chips were still on their tail and then it split up into two more.

“I think the chips are getting smarter.” Pinkie said nervously.

“And so will we.” Xylene declared before she did a donut with the mobile base, causing the others to yelp as one of the chips crashed into a wall as it shattered before Xylene drove down a tunnel as a second chip ball shattered.

But then the chips reformed but they turned into spike balls as they were still behind them. “Okay, so we gotta get smarter and faster.” Xylene said as she pressed a few buttons and got the mobile base on overdrive as it drove faster.

“Now we’re kicking up speed!” Rainbow cheered.

“Misty, not to be rude, darling, but now would be a good time to go alien!” Rarity cried out while clutching her seat tightly.

“I’m trying! I think being too close to the chips is messing with my Omnitrix!” Misty called as she tried to use her watch again, but it was still glitching out. "We're on our own!"

“I was afraid you were going to say that!" Apple Bloom said it with a nervous tone before she saw one of the spike balls about to hit them. "Hard right!"

Xylene turned as she did a hard right with a skid as the chips were still following them.


With the other half of the group, they stopped on the road as Delta looked through his gps. “Equestria’s Delivery Express office should be right over here.” Delta said to the group before they heard the sounds of engines roaring.

“What was that?” Chip questioned in confusion as the others realized what the sound was.

“The sound of the most advanced mobile base in the world.” Lolaxx said in concern.

"Xylene must be driving if it sounds like it's going that fast." Dust mentioned with a worried tone. "Let's see what's following them."

“They might be in trouble.” Helix said to them. “Come on, we’re taking a detour.” He said as they all got back onto Glitch.


Back at the mobile base, Xylene turned a corner before she saw the chips still on their tail, and no matter how fast or skilled she is, she can’t seem to outran them. “I can’t lose them!” She called out in desperation as she kept turning a corner as a couple of the chips shattered before turning to a clearing as the chips got between the two front wheels.

“Xylene! No!” Flash cried out as the chips took out the tires.

"Hold on tight and keep your heads down!" Rainbow shouted to the others as the chips took out the other tires.

Soon, the mobile base was sent flying as they rolled in the air before crashing onto the ground before it flipped straight up as the group inside groaned. Applejack and Yona kicked the door open as they all exited the mobile base while moaning in pain.

“Is everyone okay?” Flash asked as he rubbed his arm.

“Define okay.” Applejack questioned with a groan. "You kids okay? Apple Bloom?"

"We're okay…" Apple Bloom replied before she winced in pain when she felt it coming from her left back hoof. Applejack and Tender Tap quickly went over to her to see what was wrong as Xylene cringed when she saw the mobile base.

"Delta will not be happy about this." Xylene mentioned after seeing the damage done to the mobile base.

"I may not know who's behind this, but they're going to pay for hurting my little sister!" Applejack called out.

"Applejack, I'm fine…" Apple Bloom sighed.

“Do you think the chips gave up?” Sandbar asked in concern.

“I don’t know.” Misty said to them. “Maybe they just wanted to scare us?”

"Well… they succeeded…" Fluttershy told them fearfully when she looked up.

Then a signle chip sphere came up from a hill above them as it formed its spikes and rolled down as it slowly advanced towards them as Smolder then started firing her magic attacks on it, but it didn’t make a dent on them.

Very close, Glitch and the others were close by as Helix then activated his Omnitrix to Humungosaur as he turned to the others. “Get the others to safety!” He said to them.

“Are you crazy?!” Chip asked as Helix slammed his Omnitrix down as he jumped off as Glitch turned to the other half of the group as Helix transformed into Humungosaur and landed between the chips and the others as he gave it a challenging roar.

"You're in big trouble now." He growled as the others smiled at the sight of him.

“Perfect timing.” Sandbar commented as they saw Humungosaur expanded and growing spikes and armor as he and the chips charged at each other as Humungosaur started smashing it apart as the others took cover and saw the chips flying around and formed into wheel spikes.

“That’s kinda a whateves.” Gallus said as the chips swarmed around Humungosaur.

“It’s kinda a nightmare!” Ruby cried out as the chips then started firing at Humungousaur, who snorted as he deflected the shots and started smashing each chips one by one as the others watched.

Soon, the chips formed together in formation and fired their chips at Humungousaur, which also nearly hit the others in the crossfire. “Get down!” Twilight called as they all duck and cover to avoid the projectiles.

Humungosaur blocked each shots with his armor scales as best he could as he gave a roar, but one of them managed to hit him on the shoulder. “Helix!” Dust cried out in concern.

Humungosaur shrug off the pain and threw the shot away as the chips then started forming around him and started trapping him in a sphere as he tried to smash them away. “It got Humungousaur!” Chip exclaimed in worry.

“I wouldn’t count on it!” Humungosaur called out before he smashed through the chips and landed on the ground as the chips then formed a spike twister and advanced towards him. "Dad, I'm sorry in advance for this."

Humungosaur then grabbed the wrecked mobile base. “Oh no.” Delta muttered as Humungosaur lifted the mobile base up. “Don’t do what I think you’re gonna do, son.” He pleaded.

Hunungosaur then tossed the mobile base into the chips, wrecking it to pieces but it destroyed the chips as he gave a victorious roar as the others looked in amazement as Helix then timed out as he took a breath and walked up to the others. “That was amazing.” Chip said to Helix.

“You okay?” Helen asked Helix in concern.

“Clever tactics son, but the mobile base now needs a proper fix up.” Delta said to him gently.

“It was already a wreck before you arrived.” Flash said to his uncle.

“What are you guys doing here?” Helix asked the other half of the group.

“We were in the Equestria’s Delivery Express looking for clues and then suddenly we were attacked by a bunch of those chips and we just found out that they either evolved or learned." Xylene told them. “We're just lucky you arrived here on time, even if you had to destroy the mobile base to stop them."

“I gotta be honest, those chips are getting tougher.” Helix said as he took a breather. “Even as Humungosaur, I barely managed to defeat them.”

“That might be because they're adapting." Chip spoke up to get their attention. “I was afraid of this. In my studies, I learned the chips can adapt and evolve to become stronger and counteract their enemies when attacked on sight on command.”

“Well, thanks for the update with your chips, pal.” Rainbow sarcastically said. “Too late for that.”

“Those chips aren’t mine! I warned you all about them.” Chip told them. "I told you that someone stole them from me."

"It's true, we found some of his notes stolen and new ones that were made by someone else back at his laboratory." Twilight mentioned.

“That’s not all.” Misty said to them. “They’re more than just organic tech. We found a hive of them in the Express office and they affected the clerk, absorbing her.”

“Yeah, we just ran into her extended family and they wanted to adopt us, mostly wanted me.” Helix said, which got them concerned. “Yeah, no surprise.”

“No kidding. They must’ve analyzed the threat and evolved.” Dust told them. "And now, they're taking control of anyone who's a threat to their plan or maybe they're collecting other creatures for something else."

“They’re clearly a highly adaptive species.” Lolaxx said while rubbing her chin.

“And it looks like they still have life back in them.” Attea said in concern. “We gotta get these active chips back to the lab right away.” She said as she pick up a few active chips and placed them in containers

“Hopefully they’ll give us a clue on what happened to my daughter.” Chip added.

“We’ll find her, Chip.” Celestia said to him in comfort.

"But we have to get this data we found about the chips to both Galvo and Synapse so they can figure out what’s going on.” Xylene said.

“How do we get there with the mobile base trashed?” Rumble questioned before Xylene gave a smirk before pressing the button as they were beaming away. “Oh, right.” He muttered before they vanished.


Back at the plumber base, Max was with Galvo and Synapse in the monitor room as many plumbers from all over the planet were reporting on s.o.s and alien sightings. “Oh, this is bad.” Galvo said.

“You said it,” Synapse said in agreement as the heroes came in.

“Where in the sandhill has everybody been?! We've been getting reports of alien activity from installed Plumbers all over the globe!” Max exclaimed.

"Dad…" Delta tried to explain.

"We will talk later." Max told Delta before he pointed at Chip with a look. "And he stays in a cell."

“Max, will you shut up and listen!” Applejack snapped as she pushed Max back. “He’s not going into a cell because of your grudge.”

“And we have problems. It’s the chips. Chip’s chips.” Dust added with a firm look.

“He told you that?” Max questioned.

“It’s true. The chips have become active.” Misty said.

“Very active.” Spike commented.

"And they're both adapting and evolving." Twilight added.

“You’re gonna have to see for yourself.” Luna said as Attea gave Max the active chips.


They were soon in a science lab as Galvo was scanning the chip that they brought and saw it was active. Not only that, but the other two chips were also active as they were moving around in a containment unit. "Just like they said, sir." He told Max with a concerned tone. “But unlike before, they're more active."

“These things were nothing more then extra terrasdrial hardware. This is impossible.” Max said in shock.

“They also have a nasty habit of burrowing into creatures and taken over their minds.” Spike commented as Galvo put the chip back in, but one of them got lose and crawl on the desk without them knowing.

“But they are giving an unusual energy signature.” Synapse noted as she turned to Galvo. “Galvo, can we track it?”

“Of course we can.” Galvo said as he typed on the keyboard as he pressed enter, which showed a map of the globe as it showed the areas infected by the chips and growing, which shocked the entire group. “Uh, those aren’t 100 mile radius.” He said nervously.

"All of those locations are nothing more than just Equestria's Express Delivery centers. Celestia mentioned as they realized something. "That's how the chips are getting around."

“So in other words, they are a threat.” Chip said before giving a glare to Max. “Just like I told you, Max.”

“Those things were not alive six years ago.” Max countered with a look. “Your tinkering must’ve activated them somehow. Now they’re a threat to the entire world.”

“Dad!” Delta snapped as he glared at his father. “Will you stop blaming Chip for this! This is not on him!”

“And if anyones to blame it’s you!” Applejack added.

“Me! How am I to blame for this?!” Max questioned.

“We hacked into your old files to learn more about those chips, especially a video of you and Chip before you kicked him out when you were too stubborn and idiotic to even listen to him when all he said was true!” Applejack yelled.

“You hack my files?!” Max questioned with a glare.

“So, Chip tried to warn you, but you chose to ignore it and kicked him out when he tried to help?” Dust questioned with a glare.

"Enough!" Twilight spoke up with a firm tone. “Now is not the time to be arguing with each other. Chip may have stolen those chips, but he did so to save his own daughter. And now, they're active and trying to take over our world. And pretty soon, they might take over the entire universe so we need to find a way to stop them." She then looked at the monitors closely as she thought it over. "Some of these facilities have hundreds of chips working, but we just need to focus on one."

"And in one of those facilities, that's where we'll find the queen." Helix told them.

"What are you talking about?" Synapse asked him.

“That’s right, the infected creatures.” Chip said in realization. “They all went on about their queen.”

“A queen? Like an insect colony?” Max questioned with a brow.

“In a beehive or ant hill, or like the Changelings, they’re only one queen. She lays all the eggs, produces all the offspring, and tells them what to do.” Ocellus explained.

“It’s true. That’s how it goes for an insect colony.” Fluttershy nodded.

“How do you destroy a hive then?” Looma asked.

“If we remove the queen, the bees disband or remove Chrysalis, the Changelings change their ways, if the queen dies, the hive dies.” Ocellus said as they all got the same idea.

“We have to find the queen!” Helix declared with a serious tone. “If we find the queen, then that’s gotta be where Rose is at!”

"Then let's not waste any more time.” Max ordered. “I'll notify all the other Plumbers to stay away from those chips and start scanning the area for a large number of Nanochips."

“Okay, nobody sleeps tonight.” Delta said with a serious tone. “Galvo, Synapse, try to dissect the chips to figure out what they are made of. Chip will help since he has more experience with them.” He instructed as the two tech supporters nodded and took the chips with them.

“You’re really gonna let him go freely around the base?” Max questioned his son.

“Sorry, Dad, but we’re doing things our way.” Delta said firmly as he got into his father’s face. “Chip tried to warn us earlier about those chips, and yet you pushed him away when all this could've been avoided. So for now, you follow our lead. And if you try to take Chip to a cell or kick him out when he’s trying to help, you’re going to regret it and it will cost us our home or the entire universe.”

"Okay everyone, let's get to work." Dust declared as they each went to their station to find the queen of the Nanochips. But what they didn’t see is the escaped chip crawling up Max’s hoof as he walked off.


A few hours later of searching, most of the kids were asleep in bed Discord had conjured up as he was snuggled up with Celestia in another bed.

Delta then turned to his wife. “Hey, dear. You should get some sleep. Need those brains and strength in shape if things go bad.” He said as Dust yawned.

“Just for a few minutes. But you better wake me up.” Dust warned as she went to sleep as Delta nodded as he sat next to Chip.

“You should rest up as well, Chip.” Delta said.

“Not a chance. I’ll sleep when my daughter is home safe and sound.” Chip said while keeping his eyes on the monitor.

“Okay.” Delta sai as he went back to work before Chip stopped and turned to his old friend.

“Thanks, Delta.” Chip said as Delta turned to him. “For your son and his friends to take the risk to help me. You went behind the Plumbers rules to help me.”

“Just like old times, right?” Delta asked with a smile. “The cadets wouldn’t want me on their shooting range teams and you chose me to join. You always had my back when training me in the Plumber’s Academy along with Dust.”

"Yeah, I remember those days." Chip mentioned with a small grin. "You barely manage to hit a target and you always argued with Dust in those days."

“True.” Delta said with a chuckle before he continued. “But we’re also doing it because Dust and I know what it’s like. Especially Helix. When we left him for my dad to watch over him, a part of us wanted to retire and go see him grow up. But with things going on in space and Equestria, we couldn’t back down from duty. And I think Helix would know that as well since Rose is missing. His first friend since they were foals, he feels like he should’ve been there.” He said with a frown before he looked at his sleeping son. “He didn’t ask to get the Omnitrix stuck in his hoof, but it just happened.”

"Well, that's just the universe way I guess." Chip mentioned with a shrug.

“But I guess things are turning out better.” Delta said as Chip smiled as the two went back to work.


A bit later, Delta was walking up to his dad’s office. “Dad, we need help with those map analyze.” He called out, but saw that his father wasn’t around as he turned on the lights and looked a bit creeped out. “Dad?” He asked before he turned and saw his father behind him with a creepy smile while carrying a monitor he intended to smash Delta with, but he grabbed his father and tossed the monitor away. “Dad! Snap out of it! It’s your son!”

"Dad! Grandpa! What's going on here?!" Helix called out as he and the others came in.

"It's the chips, they must have gotten to him!" Delta called out as he struggled with his own father.

“We have to restrain him! But be careful not to--” Twilight tried to say before Manny punched Max in the head as he fell to the ground. “Hurt him.” She finished while giving Manny a look.

“What? He’s restrained. It’s either me or Looma to do it. And me was the best choice considering she's stronger than me.” Manny said with a shrug.

They then gently picked up Max and put him on a chair. “Grandpa, are you okay?” Misty asked as Max gave a creepy smile.

“We’re fine. Never better.” Max said, which creeped the heroes out. “Why are you all looking at us like that? We’re great. We’re happy. We’re going to colonize Equiss.”

"That's definitely the chips talking." Galvo said nervously.

"Come on Grandpa, you gotta fight it." Helix called out and hoped Max would hear him.

“You can’t stop what’s coming. The Plumbers are finished. Equestria is finish.” Max said as he pressed a button under his desk as a smokescreen appeared as the group all coughed.

“Dad!” Delta called out as the smoke cleared as they saw Max was gone.

“Where did he go?” Luna asked as they looked around.

“Nopony knows these tunnels better than Max. He’s long gone.” Dust said to them.

“Now what?” Fluttershy asked in concern.

“Like it or not, he usually tells us what to do back in the academy when he visits.” Attea spoke up. “We need him.”

“No we don’t. He needs us.” Helix spoke up as they turned to him. “We have to find the queen and stop her or helping Grandpa will be the least of our problems.” He said as he turned to Chip. “Whoever the alien queen is, that’s where we’ll find Rose and Grandpa. We stop her, we stop the spread of these chips.”

“And how do we do that?” Rainbow asked as Helix then had an idea.


Back in the monitor room, Synapse pressed a button of the current infections of the map. “Does any of this seem weird to any of you guys?” Helix asked the others.

“Well, the color choices are a bit drap. Why not pink?” Pinkie suggested as Rarity rolled her eyes.

“No, Helix is onto something.” Dust said as she rubbed her chin. “Look at the concentrations of the chips. Manehatten, Saddles Acres, and the Badlands?” She questioned.

“Well, there are closet villages in the area, but the Badlands is basically the middle of nowhere.” Celestia stated.

"To do that, they need to use the main Center of all the shipping centers.” Twilight mentioned as they all realized something.

Helix then realizes that. “Right. Those shipping from the local hub would’ve been the first wave of sentry soldiers. Now we’re talking about total emergence.” He said.

“And they need a big enough base to spread those many chips across the entire planet.” Chip told them.

“Come on, they’re taking over the world by 24 hour shipping?” Misty questioned.

“That seems far-fetched and lame.” Scootaloo commented.

"But also pretty smart for a non-Galvan if they're doing it in plain sight while also remaining hidden from others." Galvo mentioned.

“So technically, a shipping company is the best way to ship out an army without drawing suspicion.” Synapse said to them as she got the exact coordinates. “This is the spot where the chips should be manufactured and shipped out.”

"Okay, so that's where we're going to find the queen?" Sweetie Belle asked before she realized something. "How are we going to get there without the mobile base?”

“The mobile base may be out of commission, but the Omni-Copter is still available.” Xylene said to them.

"Although, we do have something that might draw less attention." Galvo mentioned as he and Synapse gave each other a grin and nodded.


They soon followed the two to the vehicle storage of the base as they all wondered what they had to show them. "What's this about?" Luna questioned the two.

"Just a little something we have been working on in our off time." Synapse explained before they stopped in front of a vehicle that was covered in a very large tarp. She then used her telekinesis to remove the tarp and reveal a very large tank that almost looks similar to the mobile base, only with its paint detailed green with circuitry shown on the bottom of it. Each of the wheels had the Omnitrix symbol on it while the front of it has green shield windows.

The group looked at the new mobile base in awed. “Wow, Galvo, Synapse, it’s beautiful.” Dust said in awed while Delta inspected it.

“We know that your old mobile base needed a new look if it ever got destroyed, so we have a way to make a new one with better defensive, cloaking tech, and weapons with some other added features.” Galvo told them. "We even made it an altering vehicle as it's able to go on land and in the water."

“This is… awesome!” Rainbow exclaimed in awed as were the others.

“I-I don’t know what to say. I can’t wait to test her out.” Delta said with a wide smile.

"Although we had intended to add an onboard AI system, but we couldn't find a processing power that could handle it." Galvo mentioned before Helix quickly got an idea about it.

"Hey Dad, remember when Juryrigg wanted to install that drone head to the base?” He asked as they all looked at him with a smile as to what he had in mind.


Soon, the new mobile base was driving off on the desert road while at the top of it, the drone Helix kept when they first met Xylene was installed as it gave a beep and Delta was driving the new mobile base with Dust in the passenger seat while the others are in the back.

“I like it.” Delta said with a smile. “And great use of that drone, son.”

"Thanks, I knew keeping it was a good idea." Helix bragged as the Drone head beeped green.

"The estimated time for arrival is 2 hours." The drone informed them. "Would you like to go faster?"

"You just said the magic words." Delta said with a grin. “Yes.” He said as the mobile base then went into turbo mode as they went faster as the others held on tight.

“Galvo and Synapse really outdone themselves for once.” Xylene commented as they drove faster on the road.


Soon they arrived just outside of the center as they parked the new base just a couple of feet outside of it. “The badlands in summer. It was supposed to be a vacacton, but even hotter and low humidity.” Rarity complained before they stopped and saw the shipping company as many waggons, airships, creatures, and crates were being moved around.

“Let me get a closer look.” Helen said as she sped to the base for a moment before she came back. “It’s like a small army down there. But not so small. We’ll be fighting some serious odds down there.”

"Yeah, it almost looks like they got every creature from all over the world." Dust mentioned after looking through some binoculars. "Oh no, they even got Max there.”

Soon, Manny was looking through his own binoculars as he saw a mind controlled changeling drop a crate full of chips. “Oops. That’s coming out of your zombie paycheck.” He joked with an amusing smile.

“All those crates are filled with chips.” Zs’Spooky said in worry.

“There must be millions, or possibly six billion.” Chip said in concern. “With how many creatures are in Equestria.”

"We just need to take care of the queen and it'll be over." Twilight reminded them. "The question is, how are we going to get in?"

“You’re joking, right?” Luna asked while gesturing to her horn. “We can teleport inside.”

“Except we might trigger the security system." Galvo told her. "Remember, the chips are adapting and evolving, so they would be smart enough to have magic sensors."

“Then we better go in with stealth.” Applejack said before giving a look at Rarity and Pinkie. “And yes, that means you both.” She added as the two ponies gave a sheepish look.

“Okay, let’s go.” Helix said as they all stealthy went into the shipping company base while keeping out of sight of the mind controlled minions before they entered the entrance where the ships were being loaded.


Once they were inside, they walked on the railing as they looked ahead and looked in shock at what they were seeing. What they saw were a lot of creatures packing some chips into containers while there is a filly in the middle with tubes on her that is having chips being extracted out of her, a filly that Helix and Chip know well. The filly herself is a unicorn with a light red coat and a black and blue mane, but her body seems to be shifting as her legs keep on growing longer and shorter while four other horns grew on the sides of her head. Her body also switched between red to black with the lines and her face became light blue and back again.

“It’s like a creature assembly line.” Misty muttered as they looked around.

“No sign of our royal highness the queen.” Rainbow muttered.

“But there’s someone we know.” Discord said as he pointed ahead to the filly in the center.

“It’s the creep from back at the warehouse.” Manny muttered.

"But, why is she shifting from that to a filly?" Button asked in confusion.

"That Rose…that's her but…" Helix whispered before he looked at Chip. "You said you didn't know her."

"That's because I don't." Chip whispered as he looked at her daughter with confusion and concern. “I never seen her like this before. Whoever that is, that’s not my daughter. The night she was taken, a bunch of chips were swarming in her room before I saw that thing and they took off.”

"This it's only raising more questions than answers." Looma whispered.

“Well, at least we found out who’s making those chips.” Ruby whispered.

“No.” Chip said in dread at seeing his daughter, like this as Helix saw a couple of creatures walking by.

“Come on, we need a better place to hide.” Helix whispered as they went off to find a proper place to hide.


Soon, they found a hiding spot behind some lockers in front of the assembly line. Manny then approached Chip with an angry look. “You’re both in it together. It’s a trap…” He said as he was about to punch before Delta stopped him.

“Manny! Back off! It’s not on him!” Delta said firmly.

"I just told you that's not my daughter, I am just as confused as you are about what's happening here." Chip told them. "All I know is that I heard a noise coming from my daughter's room the night she was taken and I saw that thing in her room before she flew off with the chips.”

Helix then had a thought before he looked at Rose and her reproducing the chips. “Wait, so that’s what those plans were.” He said, which made the others turned to him.

“What are you talking about, Helix?” Flash asked.

“Back in Chip’s labs, there were notes that not even Chip wrote down.” Helix explained. “It must’ve been Rose, or whoever that is that has taken over her. Those chips control right, so what if the person who took Rose was actually Rose herself being controlled.”

"Chip…when you injected her with the chips, was one of the chips the same one who told you that they can help your daughter?” Twilight asked with a theory coursing through her head. “The one you said that looked different from the others?”

“Y-Yeah.” Chip said while trying to remember. "It said they would help her. I hesitated but I couldn’t lose her.”

“And the way Rose is reproducing the chips, she was conducting experiments on herself while being controlled. She’s the hive.” Helix said, which made their eyes widened. “Her body is reproducing them by thousands every minute and her body keeps changing forms because her own body is now made of those chips. That's why they were after me, because I was her first and only friend."

"So that means…" Ocellus said with concern as they all came up with the same conclusion.

“The chip I injected her with was the queen herself, who’s now inside my own daughter.” Chip said as tears of guilt started falling, seeing that it really was his fault.

"Bro, this just got a hundred times more difficult." Manny told Helix.

“Helix, we have to do something. We destroy her, we destroy the queen.” Discord said.

“No! You can’t!” Chip pleaded.

“Discord!” Fluttershy exclaimed.

“I’m sorry. But Discord may be right.” Celestia said to them. “It’s between one pony and the entire world--”

“We’re not doing it!” Helix exclaimed, which made them flinch. “You don’t expect me to destroy my first friend. I don’t destroy victims, I save them! There has to be another."

"Well, maybe there is and it's on both your hooves." Synapse told him while gesturing to the two Omnitrixes.

“Our aliens won’t even make a dent and we can’t risk hurting Rose.” Misty told them as Helix looked on and looked at the chips.

“Well, it seems the chips are dormant for shipping. If we can stop the queen before she could activate them, we might still have a shot.” Galvo said as he was starting to put an idea in their heads. “And the only way to stop the queen might be to do it from the inside out, on her turf."

“I agree.” Helix said as he was about to activate his Omnitrix.

“Helix, wait, how are you and Misty going to get inside her?” Helen questioned. “What will we do if Humungosaur or Way Big gets absorbed by the hive? It will be all over.”

“Yeah, cous. I don’t think our aliens would help much.” Misty said doubtfully.

“Both of you will end up being turbo recharged, killer weapons, slaves." Smolder added.

"But if you transform into their species, you might be able to stop the queen inside of Rose." Lolaxx said as she got what both Galvo and Synapse were saying. "Both Omnitrixes happen scanning the chips for a reason. Maybe they both knew the threat that was coming and was trying to get a DNA sample to fight them off."

"First thinker Azmuth always plans ahead in these kinds of situations." Galvo mentioned.

“I managed to get a complete scan when Lolaxx boosted the power back at Chip’s lab.” Helix told them. “I could be the only one to save Rose. And it’s time to get the queen out of her.”

"And I might be able to send the data of that DNA sample to Misty's Omnitrix so it can complete its scan." Lolaxx said before she took Misty's hoof and started to twist the ring of her Omnitrix. "Although, I can't guarantee what you'll both end up turning into if you transformed into those chips. They're a completely different species which we have never seen."

“I don’t care if I lose myself to the chips. If I have to risk my freewill to save Rose, then I don’t care what will happen.” Helix said as he was about to activate his Omnitrix before his dad stopped him.

“Son, if you fail, all will be lost. I know you have your heart set on saving Rose, but you have to at least consider the risks you've taken.” Delta said.

"Not if you weaken the queen by getting the artifact that's inside my daughter.” Chip spoke up with a thought. "The night she was taken, they also took the artifact and it could be inside of her with the queen. It's now powering her up with more energy as we speak, so if one of you takes it out while the other fights the queen…"

"It might also weaken her hold on Rose, allowing her to try and fight back against the queen." Celestia concluded. "This is a big risk we're taking here."

“Well, you guys better decide, because soon…” Dust tried to say before Chip was grabbed by a minion. “Chip!” She called as Chip punched and kicked a slave back, which got the rest attention as the alarms went off and they walked towards them.

“Uh, guys…” Fluttershy said nervously as Helix and Misty activate their Omnitrixes. “What do we do?!”

“Keep them busy while we go for the artifact and the queen!” Helix told them before he looked at Misty. "Are you ready for this cousin?"

"Not like we have any other choice.” She mentioned before they both activated their Omnitrixes and cycled through the different forms. Soon the lights on their Omnitrixes turned an orange-yellow color as they stopped on an icon that was completely different from the others. "On ten… One…"

"Two…" Helix said next as they both raised their hooves.

"Ten!" They both shouted as they slammed down on their Omnitrixes and covered in a bright light. When it died down, they were both confused as they were still themselves but felt something was off.

They looked up and saw their friends looking down with confused looks. “We’re small?” Misty asked before suddenly, both her and Helix’s body started changing as wires and metal skins started forming while green lights were on Helix while pink lights were on Misty while the Omnitrixes symbols were on their chests. They both had one eye on their faces as mechanical wings were on their backs.

“What are those things?” Sandbar asked.

“They turned into some sort of nanomechanical organism.” Synapses said.

“Nanomech.” Helix, who is now named Nanomech, said as he looked at himself. “I like it.”

"Me too." Misty said with interest.

“Just like the chips.” Flash said as both Helix and Misty then spread wings and took off straight towards Rose.

“Helix, we gotta get much smaller.” Misty said as Helix nodded as they focused and got a bit smaller as they flew closer to Rose.

“Maybe even smaller!” Nanomech said as both of them got even smaller to micro size as they flew threw straight up Rose’s nose, which they gagged. “Uhh! This is gross.”

"It was better than going through any other hole." Misty told him as they saw that the inside of Rose looked like a cluster of those chips. “Let's just find the queen and the artifact.” She said as they flew around.

“Listen to my voice.” A female voice spoke up in their heads as Misty and Nanomech clutched their heads. “You both must obey.” She said as both Nanomech aliens looked up and saw a figure ahead of them standing on what looked to be a circular object that glowed green with a black pattern.

Right in front of them was the Nanochip queen. She largely resembles a wingless mechanical mosquito with yellow orange eyes. “You’re one of us now, Helix Watch and Misty. Especially you, my beloved Helix.” She said as both Nanomechs kept clutching their heads, trying to resist.


Back outside, Rose screamed in pain while the others faced the mind controlled minions. “Run!” Twilight called as they all ran round while knocking the slaves aside while Rose started moaning in pain.


“How can you both care about the Equiss when the universe is both yours?” The queen questioned Helix and Misty.

“Will you shut up, queeny!” Misty yelled as she fired a pink energy field at the queen, which hit the artifact as it sparked up. The queen acted quickly and used her tail and sent an energy beam at the two, shocking them back as she followed them.


Rose then moaned in pain as her eyes then started frizzing from her normal eyes or her chip form while the others kept fighting off the chip minions while using their powers and skills to knock them back before Starlight saw something.

“Guys! Rose’s eyes just frizz out!” Starlight exclaimed.

“That means Helix and Misty are fighting the Queen and taking out the artifact!” Chip called as he used his Plumber skills and knocked a few away as they kept the minions at bay as Rose shook her head in anxiety at the pain.


Back inside of Rose, Nanomech and Misty manage to break free from the queen’s attack as all three of them are flying inside of Rose. “You both are different from my other drones.” The queen noted as Nanomech fired his own green beam, but the queen avoided them. “Stronger.” She added as she fired a laser right at them, which they quickly dodged. "Together, we can rule everything! Not only, but we can fulfill any wish you desire! Just as we fulfill Rose's wish of reuniting with you, Helix Watch!”

“Sorry, we’re not ready for a serious commit! And I wanted to reunite with Rose, but not like this!” Nanomech exclaimed as he fired another beam, which hit the artifact again.

"So we're gonna have to respectfully decline your offer!" Misty added as she fired another Bbam at the queen.

The queen growled as she then spread some wires on her back full of energy. “Then you’ll both die! With the creatures of this planet!” She called before she sent a powerful energy beam at the two Omnitrix users, sending them falling.


Rose yelled in pain as she moved her head as she felt her mind starting to break free while feeling intense pain. While the others fought, they noticed Rose’s expression. “What’s Helix and Misty doing in there?” Ruby asked.

“Whatever are doing, they better hurry up!” Rainbow called before they saw the chips glowing.

“The chips are activating!” Chip called as they are running out of time.


Back inside of Rose, the queen got close to Nanomech and Misty before they started wrestling each other as they flew inside Rose. “You both were fools to transform into drones! I can easily defeat a puny drone!” The Queen said.


Rose continued to scream in pain as the chips around them glowed and ready to activate. "H-Helix…h-help me…" She whispered desperately as tears ran down her face.


Nanomech heard her voice as he knew that Rose was suffering, but no longer as he managed to get on top of the queen. "We didn't just turn into any ordinary drones of yours! Thanks to the Omnitrix, we're both half drone, half equines!" He told the queen before he punched the queen in the head. She then zapped Nanomech off before he landed on the artifact. The moment he touched it, he felt power coursing through him as his body glowed bright. "Drones can adapt." He said before he turned his Omnitrix sideways to activate the Omni-kix armor.

Soon dark green armor covered his body with silver outlines while wires made out of energy emerged from the edges of the armor. The queen was shot by this before Misty kicked her back and created energy wires out of her body herself. "And us equestrians never give up!" Misty added as they both unleashed a powerful energy wave right at the queen.

“AAAAAAHHHHHHHH!!!” The queen screamed in agony before she exploded into oblivion as a shockwave was released, sending both Nanomechs and the artifact flying.


Back out of Rose, she screamed before she was surrounded by orange energy as it started leaving her body and creating a swirl in the ceiling. The mind controlled creatures felt a single energy leave them as the chips were now exploding out of existence as the others watched in awe before a simple flash shined, which darkened the room. The lights soon turned back on as the sun shined out through the doors as every creature looked around in confusion once freed from the mind control of the chips.

Rose fell onto her knees as both Nanomechs came out through her nose with the artifact as they both grew back to normal size as their Omnitrixes timed out. Rose's body soon disintegrated as it became nothing but a pile of chips.

“They did it.” Xylene said to them in awed.

Chip quickly cut through the crowd of creatures and over to the pile with a very concerned look. “Rose…” Chip said as he looked down at the pile of chips, hoping that his daughter was okay as he dug through the pile. Soon, after digging through the pile of chips, he felt some fur in them as he quickly grabbed a filly body as he looked and saw his daughter, now in her normal pony form again. “Rose!” He cried as he held his daughter’s head carefully.

Rose squinted her eyes before she slowly opened them as she looked at her father. “Dad?” She muttered with a weak smile. Chip started to cry as he held his daughter close with a warm smile on his face. Helix and Misty soon joined the others as Helix was holding on to the artifact in his hoof, but Galvo had his eyes widened when he saw the artifact but kept quiet.

“Rose?” Helix asked in concern.

“She’s alright, Helix.” Dust assured with a smile as their friends were about to hug him and Misty, but they stopped them.

“Uh, might not hug us. We flew in through a lot of snot.” Misty said as they backed away a bit with a nod as they shared a laugh.

Delta then realizes something. “Dad.” He said as he rushed off away from the group as the doors opened as every creature walked out with confused looks while trying to figure out where they are and see if there’s a way back. “Max! Max, where are you!?” He called out to his father. “Dad!” He called before he felt a hoof as he turned and saw Max beside him with a firm look.

“You got a lot of goals. Disobeying orders, defying my authority…” Max started.

“Dad, I--” Delta tried to say, thinking his dad is still mad from before.

“You know what kind of behavior gets you?” Max questioned before he got his son into a hug as he gave a laugh as he and Delta smiled at each other as they walked out with the others into the lot as Max gave a guilty look to Chip. “I’m sorry, Chip. None of this has ever happened if I trusted you.” He said to his old friend, who is carrying his daughter on his back.

“No Max. It wasn’t right to go in alone.” Chip said before Rose turned to Helix.

“Helix… thank you.” Rose said as she and Helix touched hooves. “You came for me like I know you would. I’m forever grateful.” She said with a smile before they both hugged each other. "I guess when I saw you with that filly, I guess I was afraid that you had forgotten me."

“I would never forget you, Rose. You’re my bff.” Helix said with a smile. “I spent every day wondering if you were okay since you were gone. And if something had happened to you, I would never live with myself.”

"So…are you back to your old self or are you still made of chips?” Spike questioned Rose. "Because we saw you as a big pile of it before you turned back into that."

“I--I don’t know.” Rose said uncertainty with concern. “I don’t remember what else the queen did to me. It was like, I was watching myself do terrible things.”

“It’s alright, sweetie. We’ll solve this.” Chip assured her with a warm smile.

“We can resign you back to the Plumbers, Chip.” Dust said with a smile. “And check out your daughter to see if she’s part alien with the chips now or not. And maybe get her into the Plumbers Academy if she’s interested.”

"That would be nice…" Rose said with a smile. “But can I have a bit of rest? All that chip producing sort of made me exhausted."

“Sure, take all the time you need. But the offer still stands.” Xylene said with a smile.

“If it wasn’t for Chip, we wouldn’t be here.” Delta said with a smile. “We make a pretty good team.”

“We’re more than that. We’re Plumbers.” Misty said as she turned to Helix and Delta. “And the Plumbers have very great leaders.”

“Indeed they do.” Max said with a proud smile at his son and grandson. “Helix, maybe someday you might lead the Plumbers when you're older. But Delta, what would you say if I ask you to step in as you are now promoted to Magister?”

“What?” Delta asked in surprise.

“Well, I’m not getting any younger. And believe me, I’ve been waiting for this moment long enough.” Max said with a smile.

“But, Dad, I couldn’t take over.” Delta started.

“You already have in a way.” Max said as he looked at his son and grandson, “The Omnitrix and your leadership wouldn’t be with anyone. We should count ourselves lucky the Omnitrix found your hoof, Helix and your leadership and determined, Delta.”

“I hate to say it, Dad. But, Grandpa is right.” Helix said with a smile as the others all turned to Delta with a smile.

“Can you at least get a 30 day trial period?” Pinkie joked as they all laughed as Delta turned to his Grandpa.

“I… I am honored, Dad.” Delta said to his father. “I guess that means even more exciting adventures for us."

“Whatever you say, Magister Delta." Dust teased.

“Just Delta to the family, dear.” Delta said as he turned to Max. “I promise I won’t let you down, Dad. I’ll make you proud.”

“You already have, son.” Max said with a smile as he then looked around. “Now, what did that zombie me do with my ride?”

"You can ride with us, Max." Celestia told him with a smile. Helix looked at the artifact he was holding as he could still feel the power coming off of it but just shrugged as they continued on.

Once they got onto the mobile base, they took off into the road as the sun shined at them, they saved Equestria, the whole universe from the nanochips and saved Helix’s old friend and brought her and her father back into the Plumbers as their summer just got more interesting. Helix soon put the artifact in his box of souvenirs before putting the box away. Little did he know that the artifact was still glowing and there could be more to it than meets the eye.

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