The What and Whatiful Who

Chapters

PROLOGUE
CHAPTER TWO: Twilight Sparkle vs. the Exposition
CHAPTER THREE: A Great and Powerful Encounter
CHAPTER FOUR: Time and Magical Unicorns in Space
CHAPTER FIVE: Flashbacks Make for Good Transitions
CHAPTER SIX: Walking: It Gets You Places!
CHAPTER SEVEN: Communal Book Reading
CHAPTER EIGHT: Paper -> Pony -> TARDIS
CHAPTER NINE: The Great Harmony Debate
CHAPTER TEN: What Kind of Pony Has a Mustache?
CHAPTER ELEVEN: Putting on a Show
CHAPTER FOURTEEN: The Most Dismal Place in Equestria
CHAPTER FIFTEEN: Welcome, Welcome, Welcome
CHAPTER SEVENTEEN: If There's a Place You Need to Go, I'm the One You Need to Know
CHAPTER EIGHTEEN: Staring Contest
CHAPTER NINETEEN: Feeling Ways About Stuff
CHAPTER TWENTY: A History Lesson . . . in the Future!
CHAPTER TWENTY ONE: This Place Sucks
CHAPTER TWENTY TWO: Quest for the Minotaur's Shower
CHAPTER TWENTY THREE: The Worst Kind of Pony
CHAPTER TWENTY FOUR: Run Trixie Run
CHAPTER TWENTY FIVE: Oldest Trick in the Book
CHAPTER TWENTY SIX: Good Luck Storming the Castle
CHAPTER TWENTY SEVEN: It Must Have Been . . .
CHAPTER TWENTY EIGHT: . . . Red Herring!
CHAPTER TWENTY NINE: Oh, Him
CHAPTER THIRTY: A Modest Proposal
CHAPTER THIRTY ONE: Reunited and It Feels So Good
CHAPTER THIRTY TWO: Delving Into Canon: A Doctor Who Primer
CHAPTER THIRTY THREE: The Ponies Are Back in Town
CHAPTER THIRTY FIVE: Birth of a Legend
CHAPTER THIRTY SIX: Loosening Up Tied Ends
EPILOGUE
CHAPTER SIXTEEN: Carnies are the Worst (AKA Runaway Train, Never Coming Back)
CHAPTER THIRTY FOUR: Scarves vs. Capes, Janis Joplin vs. Applejack, and Ancient Good vs. Ultimate Evil
CHAPTER ONE: Complicated Biology
CHAPTER TWELVE: Rewriting History: A Subtle Deception
CHAPTER THIRTEEN: Questions? Answers!

PROLOGUE

“What the buck! What was that?” Rainbow Dash yelled over the cacophony of screaming ponies.

“I think it might have been some sort of vessel for space travel,” Twilight Sparkle supplied in a tone of unmitigated awe.

It had been a bright and sunny day in Ponyville, until all hell broke loose. Everywhere around them buildings blinked into and out of existence. Terrified citizens were forced to a screeching halt in their efforts to narrowly avoid the spontaneous appearance of a great stone cathedral here and a mile of thick grey tubing there. One pony of lime green complexion took a step forward only to find herself aging ten years. She jumped back in fear and landed in her teens. Dragons, larger than any mortal citizen of Equestria had ever seen, appeared, shimmered into strange floating ships of metal, and then vanished once more. Basically, it was nanners.

“Ah reckon this is more’a Discord’s doin,” Applejack suggested angrily. The rest of the girls announced their agreement. Fluttershy looked straight pissed. Only Twilight remained unconvinced.

“It does seem like it could be his influence, but I don’t know. The last time Discord was sealed by the Elements of Harmony, he stayed imprisoned for centuries. Unless the Elements themselves have weakened, the seal should hold.” This made the other girls nervous. As much as they did not want to admit it, Twilight generally knew her stuff. Having Discord return would be far from a pleasant experience, but they beat him once and they knew they could do it again. Better it be the devil they knew than something, well, new. “Any word from the Princess yet, Spike?”

The young dragon rubbed his stomach expectantly for what seemed like the hundredth time that day, but nothing happened. He tried to force a belch, but as the green fire he expunged rose and twisted within itself on the air, it was clear no letter would follow.

“Sorry, Twilight. I don’t know what’s wrong. It’s almost like the Princess isn’t there.”

That was not an alternative Twilight had wanted to entertain. For as long as she could remember, Princess Celestia, both monarch and mentor to the young unicorn, had always been there to guide and assist her. The thought that, for the first time, she might be on her own, was a paralyzing one. No. Celestia may not be there, but her friends were and together they could do anything. She was not alone.

“Okay, then until we have a better idea of what’s going on, I need everyone on damage control. Applejack and Rainbow Dash: I need you two on the ground and in the air. Help get this panic under control and do what you can to evacuate everypony to whatever safe place you can.”

“Roger!”

“You got it, Twi!”

“Pinkie Pie: See if you can use your Pinkie Sense to predict where anything dangerous might happen. Let’s try to keep any accidents to a minimum.”

“Yes sir, ma’am, sir!”

“Fluttershy: Tend to the animals. Do your best to make sure that they can get to a safe distance as well. We don’t want them to get scared and end up putting themselves or anypony in danger.”

Fluttershy just saluted. Her look was one of grim determination.

“Rarity: I need you to stay here and be on the lookout for any correspondence from Canterlot or the Princess. Spike will come with me in case the Princess gets through, but, if something is blocking letters from going by the usual means, I need you to be here to relay any information that might come through another channel.”

“But Twilight, where are you going?”

“I’ve got a theory about what might be going on, but I don’t have the books in my library to do proper research. We need an expert.” Twilight Sparkle narrowed her eyes in a way that was dramatic as shit. “I’m going to find the one stallion that might be able to help.”

CHAPTER TWO: Twilight Sparkle vs. the Exposition

“But,” Twilight just couldn’t get the words out, “that’s imposiwhuh?” See? Couldn’t get them out.

“Oh! That is just like this thing I do sometimes when I’m surprised!” the Doctor exclaimed excitedly. “Except mine is more like ‘What? What? WHAT?’”

“Doctor! Please!”

“Right,” he coughed to hide his embarrassment, “sorry. Get, you know, carried away.”

“How can the Elements of Harmony not exist?” Twilight cried, blatant terror slipping into her voice. “They’re the most powerful magical artifacts in all of Equestria.”

“Well, that is to say, they were. Or, rather they weren’t. Since they never were.”

“I don’t understand.”

“The thing is, unless I miss my guess,” uncomfortable shifts were all over the place, “the Elements of Harmony never existed in the first place. Or they could have just been destroyed very soon after their creation. Hard to say for certain. You know how it is.”

No. No she did not.

“No. No, I do not know how it is. How is it?”

“Sorry, I forget not everyone, er, pony,” Doctor Hooves corrected himself, skeptically, “can see the passage of time the way I do.”

“What do you mean?”

“It’s sort of hard to explain,” he said, once again uncomfortable. Twilight thought it was almost as if she had asked him a rather personal question. “You know how a pony might watch a chess game and not have a single idea what's happening, besides the horsey piece moving to the black square, but, with years of practice, you know that the knight moves in two perpendicular lines to space E5 in order to take the opponent's rook and put him in check?”

Twilight nodded.

“It's nothing like that. Basically, I can see where time has changed. If you know what to look for, it’s really not that difficult.”

“How do you learn?”

“Years of practice.”

“Well that’s just great, but for those of us without a lot of time on their hooves, maybe you can just give us the benefit of the doubt.”

“Alright, alright. Here’s the short version: From the signs I’ve seen around you and your pink friend, I am reasonably certain that the Elements of Harmony, as you know them, have been erased from history.”

“That’s impossible! I know the Elements exist. I’ve used them! With my friends. If they never existed I wouldn’t remember them. My friends wouldn’t remember. We might not even be friends without everything that’s happened with the Elements!” This fact scared Twilight Sparkle most of all.

“I’m really very sorry,” her brown companion began somberly, “but if you ask your friends now, I’m afraid they may not remember the world quite as you do.”

“That can’t be true! What about you, Spike? You still remember the Elements, right?”

What the hell? Spike was still there?

“Who?” Hooves asked.

“Um, hello?” Spike finally piped up, vaguely annoyed that it had taken him this long to be noticed.

“Oh. Hello there.”

“Yeah. Hey. I’ve only been pushing you guys out of way of ever scary thing to show up while you’ve been having this little chat. No big deal or anything.” It’s not good to make a dragon angry. Unless he’s a cuddly-wuddly widdle Spikey-wikey. Then all is fair game. Look at him. With his widdle arms cwossed.

“Sorry, I guess I just assumed we had gone back inside.”

“Yeah, well, you didn't.”

“Spike, you remember the Elements of Harmony, right?”

“Honestly,” her scaley companion said with a pained expression, “I haven’t understood a thing you two have been talking about, including these ‘Elements.’” He grimaced at the crestfallen look in his friend’s eyes, but all he could do was offer a brief hug. “Sorry, Twi.”

“But . . . no. Why me? Why do I still remember?”

“You’ve traveled through time before,” he stated simply.

“How do you know that?” Twilight asked, blushing at the memory of the week she spent on her own personal self-fulfilling prophecy.

“I can see it on you. Time travelers aren’t effected by anomalies the same as others. It’s faint, but you have marks of the time vortex on you. That doesn’t go away.” The Doctor’s face then changed from one of solemnity to one of sheer fascination. “And may I just say that the ability to travel through time under your own power is truly,” he was almost giggling like a schoolpony, “truly remarkable. I mean, you couldn’t have gone far, of course, but performing actual time travel without the use of anything beyond your own physiology is practically unheard of and, even then only in legends. Most of them about me. When all this is done, actually, now that we’ve sort of broached the subject, if you wouldn’t mind me—”

Even Doctor Hooves had to stop mid-sentence at the sight of a sobbing Twilight Sparkle.

“So,” she tried to squeak out through her tears, “everything that my friends and I have done together . . . it just . . . it didn’t . . . .” She couldn’t finish for the pain of it.

“No, no. Come on now,” Doctor Hooves shooshed soothingly, placing his front leg over Twilight’s shoulder. “I didn’t say that. Your friends are still your friends.”

“But,” sniffle, “you said . . . .”

“What I said was that the history of the Elements of Harmony has been changed. But you are a very powerful force in this world, Twilight Sparkle. Your mere presence here has a profound stabilizing influence, very likely due to the fact that you embody one of the Elements, as well as due to your own inborn ability. As a time traveler, you might even be able to sustain the paradox created by interacting with yourself.”

“Heh, yeah, maybe,” Twilight blushed at the same memory.

“I expect the same of your friends, as well. Each of them embodies one of those Elements. They may not remember the history of their existence, but something that powerful leaves very real traces.”

“Okay,” Twilight finally replied with new found determination. “You’re right. My friends and I can do anything together, even challenge a time warping draconequus.”

“That’s the spirit,” Doctor Hooves agreed, beaming.

“So, what do we do?”

Doctor Hooves shrugged. “No idea.”

“WHAT?”

“Whoa, there, sister.” He frowned. “Thought I’d try it. ‘Sister.’ No. Not with this mouth at least.”

“Just sounds weird,” Spike added.

“It does, doesn’t it? Why does this mouth sound so weird around that word? Be a shame if I actually had a sister.”

“Doctor Hooves, for BUCK’S SAKE, focus!” Twilight Sparkle could scream when she wanted. It was like Royal Canterlot Voice all up in this.

“Ahem. Right. What I mean to say is, I don’t have any idea, yet. Not to worry though. The truth is, I’ve been stranded here a while. Sort of a self-imposed exile slash research holiday. Now is the perfect time to bring,” he paused, giving careful consideration to the words he chose next, “some of my equipment out of retirement. Just need to find a reliable fuel source until I can get the old girl really going again.”

“Okay,” Twilight returned in slow skepticism. What could he be trying to hide from her at this point? “What sort of fuel do you need to run . . . ‘her?’”

The Doctor looked nonplussed. “Complicated biology.”

She could only sigh. This pony was impossible. “Fine then, what are we waiting for? You already said how gifted I am in terms of the science of which we dare not speak.” At that moment, Twilight Sparkle made a silent vow to herself: She was going to get Doctor Hooves to say “magic.” She was going to get him to say “magic” so hard!

“I’m sorry, Twilight,” he replied seriously, “but you can’t come.”

“What? But why not?”

“You need to stay here, in Ponyville. Now. It’s true that your abilities,” Damn you, say it, just say it! “would be more than adequate, but your presence as a stabilizing agent for your reality is far more important. As long as you and your friends are all here, together, the elements that hold this world together cannot be fully undone. Not yet, anyway.”

“I see,” the unicorn acknowledged. She was disappointed, but she knew in her heart that the strange stallion spoke the truth. As long as Equestria was in peril, the most important place she could be was with her friends. “Then what are you going to do. You’re not a unicorn. I think.”

“Heh. No, I’m not.” A look of severity crossed the Doctor’s face as he spoke these next words: “What I need is a unicorn of relatively powerful . . . unicornian ability. One who is otherwise completely unimportant and inconsequential to literally anything happening anywhere.”

Knock! Knock! Knock!

Door opening sound.

“Hello, I’m the Doctor! And I have hooves, too! Would you look at that? Ahem, anyway, this may be a strange request, but I was wondering if you might be able to use your glowy horn thingy to help me restore the rightful balance of time and space to your world. What do you say?”

The unicorn standing in the doorway took a step back in her proud stance and arched her back as her horn began to glow. In a flash of light, she had donned a pointed wizard hat and a totally sweet wizard cloak.

“The Great and Powerful Trixie thought you would never ask!”

CHAPTER THREE: A Great and Powerful Encounter

“I’m sorry, the what and whatiful who?”

Doctor Hooves stared flabbergasted at the pompous blue pony posed in the doorway. Certainly, over the centuries, he had met all sorts. There were those who had reluctantly gone along with his endeavors and those that were a fair bit more overzealous. He had met the stalwart, the brave, the foolish, the cowardly, and many more besides. But never before had a stranger appeared before him in a wizard’s hat and cloak and proudly announced she had been waiting for him. The universe could still surprise him and he loved it.

It was a weird sort of love.

“The Great and Powerful Trixie, of course!” she announced with no diminished fervor. “Surely you had need of my great magical abilities and have finally sought out my assistance.” Whoever this mare was, she certainly did not lack for confidence.

“Um, I’m sorry, I thought this was where the Flim Flam Brothers were staying.” Doctor Hooves was not entirely sure what he had expected, but, in retrospect, it had not been this. When the notorious Flim Flam Brothers had last come to Ponyville, it had been under odd circumstances. The pair had sold themselves as the consummate traveling con-men, but they sold and made their product through legitimate means. Their undoing had come from a case of lax standards in face of a losing business proposition, but the Doctor had been far more interested in the contraption they had called the Super Speedy Cider Squeezy 6000. Any sort of mechanical technology was a rare sight in Equestria and the Doctor, amongst the throngs of fellow Ponyvillians, had noticed it immediately as the technical marvel that it was. Of course, at the time, the brothers’ competition with the Apple family had been their primary concern, but the Doctor had managed to talk his way into getting a list of nearby places they might set up shop, should the unforeseen occur. He had always meant to seek them out in hopes of learning the logistics of their contraption and how they powered it, but not until that moment had it been a matter of necessity.

“You see, I need their expertise on using a unicorn’s abilities to power machinery. Are you sure they’re not around?”

“This is one hideout of the two you claim to seek, but obviously your true desire was to find Trixie, for she is the only one here.”

“Why are you here, exactly?”

“What are you talking about? I didn’t say anything about corporate espionage!” Trixie’s gaze shifted nervously back and forth. Doctor Hooves could not tell if her outburst had explained everything or nothing at all. In fairness, he could not see it making a great deal of difference.

“Right, well, I’ll just leave you to it then,” he said, doing his best to shuffle away as inconspicuously as possible. “If the brothers aren’t here, then I have another few places to check yet.”

“Wait!” Trixie’s shout was full of desperation and entirely lacking in the decorum with which she had punctuated her speech before. “I can help you! I, um,” she continued, shifting awkwardly on her back legs. “I’ve been studying some of the notes they left behind. The Flim Flams. About how their machine works. About how a unicorn can power it through magic.” She looked pleadingly at the Doctor. Her hat drooped miserably.

“I’m sorry, but this is important. I need the brothers’ expertise. I need to know that they’ll have enough power to make this work.” He turned to leave in earnest.

“I can do it, though!” she cried, no less emphatically. “Trixie is one of the most powerful unicorns in all of Equestria! She is more than a match for those two charlatans.”

Doctor Hooves had a hard time imagining this boastful mare was anywhere near the equal of two full grown unicorns, let alone one like Twilight Sparkle, but he had no time to express his doubts. The pompous pony had wasted more of his time than he should have allowed already. Time was a hard thing to keep track of when it was always in a straight line like that. Thinking about time that way, not for the first time that day, nor that week, nor that year . . . his hearts, rather, heart, wow, that was also still taking some getting used to, ached to put his plan into action.

“Look, I’m sure you are very capable and I won’t even tell anyone what you’re doing here, whatever it is, but I need to go. I’m sorry.”

“But you told Trixie she was important!”

That stopped the Doctor in his tracks. With only the slightest reluctance, his curiosity turned him to face Trixie once more.

“What do you mean, ‘I told you?’ We just met.”

“I,” she looked uncertain, even nervous, “Trixie was not certain you were the same stallion, at first. But the way you speak, your eyes, they’re the same as back then.”

“Are you saying you’ve met me before?”

Trixie nodded. “It was a long time ago, when Trixie was only a young filly. That’s why she was unsure you were the same. You came to Trixie and said Trixie was important and that we would meet again. And then you disappeared.”

This was not the first time the Doctor had this conversation. It seemed he used to have it quite often, in fact. Meeting people out of order, finding they had memories of him long before he had met them for the first time. It was never quite something he had fully adjusted to. Just another way he seemed to always disappoint those he cared about. Popping up here and there, then and when, in the personal time lines of others made it seem like he was omnipotent and timeless. In some ways, these things were true, but it was never how he felt. For him, it was all supposed to be so effortless, but, in truth, even the largest leap felt like a crawl on his endless journey. He scraped along while everyone else raced ahead.

It was not a conversation he enjoyed having. It was also not a conversation he had of late. Not since coming to Equestria.

“You’re certain it was me?”

Trixie nodded.

“And you really think you can copy the Flim Flam Brothers’ technique?”

Bobblehead style.

“Alright then. Trixie, was it?”

The blue unicorn puffed up once more. “The Great and Powerful Trixie.”

“Right,” Didn’t take long for her to get back in good spirits, “well, then, ‘Great and Powerful Trixie,’ come with me. I have something to show you.”

CHAPTER FOUR: Time and Magical Unicorns in Space

“What’s a ‘Pony Box?’”

“It’s a . . . you know, I’m not actually sure. You don’t really have any police here, do you?”

It had been a brief, but hectic journey back to Ponyville. The influence of whatever it was that was ravaging the world’s timeline had definitely begun to reach beyond the confines of the small town. Besides the odd panicked pony, Trixie and the Doctor had managed to come across an explosion in reverse, a team of metal equines that quickly corroded into dust, and what appeared to be some ancient ancestor to the manticore; twice the size, twice the teeth, and, oddly, twice the number of tails. What worried Doctor Hooves most was that all these phenomena, out of time and place, were persisting far longer before disappearing than they had been earlier. He hoped that Twilight and her friends were succeeding in keeping their fellow citizens safe and everything else stable. However, the panic did make for a nice cover. Under normal circumstances, he would have worried about revealing the tall, especially to a pony, blue box that he had been hiding among the leaves and hay, just outside Sweet Apple Acres.

“I guess it’s a box. For ponies. To call . . . other ponies?” Doctor Hooves was really not prepared for this question. Chameleon circuits could be so obtuse at times.

“To call them what?”

“Just forget it,” he said, defeated.

“Well, Trixie appreciates you showing her your, um, ‘Pony Box,’ it’s really a lovely shade of blue, but Trixie is not quite sure what we are doing here.”

Doctor Hooves smiled. He had been waiting for this moment for an eternity.

CLACK.

CLACK. CLACK.

“ . . . hooves don’t have fingers to snap, do they?”

Trixie was awfully confused, but, no, she did not think so.

“Alright, not off to the best start.” He groaned, before pulling a key out of seemingly nowhere, almost like some sort of cartoon character or something. Held firmly between his teeth, the Doctor fit the key into the lock of the blue box’s door. With one final sigh, he turned it and the door swung open.

“How quaint.”

“Yes, it is, wait, what?”

“Trixie finds it quite charming.”

“But . . . you’re supposed to say that it’s bigger on the inside.” This really was not getting off to the best start.

“Oh, was Trixie meant to be impressed? It is not a spell she has not witness¾performed. A spell Trixie has performed dozens of times.” She didn’t even blink. Actually, she seemed quite disinterested. The Doctor couldn’t tell if she was legitimately unimpressed of if she thought she was succeeding at some esoteric test.

“I used to be so much better at this.” The brown horse felt tired. “Whatever, just, come in already.”

He entered the tall blue box and Trixie fell in close behind him, allowing the door to swing shut after them. It was dark inside, but not quite the pitch of night. There were no lights or lamps of any sort, but it was almost as if the room they stood in now emanated its own low lighting to remind its occupants it could. It certainly was a bigger box on the inside. The walls leading out from the entranceway spread out in all directions, revealing a ceiling that stretched high above, a floor that dipped far below their present level, and walls reached out wide before twisting away to parts unseen with untold of passages and rooms. Trixie really hadn’t been lying when she said she had seen and even performed, or, at least, attempted on one disastrous occasion, spatial spells of similar effect before. None had ever been as impressive as this though. Not only was the space contained inside the box absolutely massive, but she had never seen anything more foreign, not even among the oddities currently invading Ponyville.

Clearly the place was some elaborate creation of technology and science, but there was something unmistakably organic about it. Not strictly in the decor so much, walls, both angular and curvy, of a reddish-brown hue and covered in circles of various size, but in the presence of it. Wires crisscrossed and weaved throughout the room like a circulatory system. There was a barely audible hum that sounded almost like quiet breathing, like that of a pony asleep. Bits of metal framework ran through the floor like a skeleton. Trixie could feel this place and, if she didn’t know any better, she’d have thought it felt alive.

If the place truly was alive, then there, dominating the entire room, in the center upon a raised section of floor, stood what must have been the heart. An enormous tube stood vertically in the center, rising from the floor up to the ceiling. At its base, the tube was surrounded by a console of buttons, leavers, knobs, telephones, what looked like some sort of toy, switches, and all other sort of baffling miscellanei. Trixie had never seen anything like it. She had not felt such awe since earlier that morning when she happened to glimpse herself in a mirror.

“This is quite the spectacle, Doctor,” Trixie allowed herself to admit. Only when he did not immediately answer, did she realize that the stallion was no longer at her side. She almost worried, before finding him on the same console that encased the heart of the box-room. Doctor Hooves was literally lying atop the shelf of the thing, his back legs supporting him while his front legs were splayed outwardly. He was giving the thing a hug.

“Ahem!”

He jumped straight up before whirling around with a sheepish look. If Trixie were not the Great and Powerful Trixie, she might have thought he had forgotten she was even there.

“Sorry, it’s,” cough, “it’s been a little while since we last saw each other.”

“Well,” the offended mare began with a haughty twist of her head, “do not allow the Great and Powerful Trixie to interrupt. She was only asked here, specifically, by you, so that you might take advantage of her incredible magic talents. She most certainly did not come to watch a grown stallion fawn over his ‘Pony Box.’”

That wasn’t quite how the Doctor remembered it going, but he thought better of arguing with her. For whatever reason, he seemed to have chosen this difficult young pony as his companion and he could not abandon her nor her world.

“Actually,” he began, reluctantly leaving the console behind and stepping down to join the mare, “she’s called a TARDIS. And she needs your help.”

“A Tardis?” Trixie asked, perplexed. “She?”

“Stands for Time And Relative Dimensions In Space.”

“I,” she stammered, “Trixie is not quite sure she understands. Is this some new shelter created in Canterlot? Do you mean to hide?”

“No,” Doctor Hooves shook his head somberly, “no this is not from Canterlot. And no, I do not mean to hide. I mean to do what I’ve always done.”

“Which is?”

“What I can, to set things right.”

“Doctor Hooves, Trixie is very confused. Why have you brought her here?”

A heavy sigh for heavy business. “Trixie, I have a confession to make: I’m not from around here.”

“So, you are from Canterlot?”

“No, not Ponyville. I mean, I’m not from around Equestria. Trixie, I’m not from your world.”

“Oh, that clears things up,” she replied with a roll of her eyes. “Trixie thought you were from out of town, but it turns out you’re just out of your mind. Do you truly expect Trixie to believe you come from the stars? Where were you before coming here? Visiting with Princess Luna on the moon?”

“Look around,” the colt said mildly, softly. “See this place. Does it really look like it could be anything from your world? Look at everything that’s been happening today. You can’t think that everything you’ve seen today could have come from your time and place.” He did not raise his voice. He did not harshen his tone. Every word was level and even and soothing.

“I . . . Trixie doesn’t . . . the scientists in Canterlot are always working on new . . . .”

“The truth is, I am from the stars. I’m from another planet. I came here in the TARDIS, my spaceship and time machine, some while ago. It was not completely my decision to come here, and my ship here has not been running since then. I have been spending my time here researching what you call magic and how it can be used with time and machinery. The truth is, I still haven’t finished my research, but the events of today have forced me to act. If I am going to save your world, I need my ship. That’s why I went looking for the Flim Flam Brothers and that is why I brought you here. I need you to use your abilities to restore the TARDIS. Will you help me?”

This was admittedly not the explanation Trixie had expected to hear. In fairness, she did not really know quite what she had expected, but it was not that. Sure, she was no stranger to magic of all kinds. There was all manner of strange things in Equestria, but nothing like the things she had seen today. Even so, all of that did little to convince her. But then she looked at the stallion asking for her help. This pony who did not act like a pony. Whose eyes looked older and deeper than any she had ever seen. The same eyes she had seen all those years ago on that fateful day. Trixie was not easily trusting by nature, but, for some reason, she could trust those eyes.

“Doctor Hooves, before you say another word, I feel I must remind you of something. Something you must never forget.”

He waited expectantly.

“You are speaking to the Great and Powerful Trixie!” Her eyes narrowed. “Let’s do this thing.”

The Doctor’s serious look evaporated into a cocky grin.

“Brilliant!” With that, he whirled into a blur of motion. Hooves attacked the console with surprising dexterity. Switches were flipped, buttons were hammered, squeaky toys were honked, twirlers were spun. Trixie had no idea what the colt thought he was doing, but there was no denying he did it with gusto.

“Okay, she’s ready to receive.” He turned back to Trixie once more and began waving her over with his head. “Come on, up here, there you go.” Trixie reluctantly made her way to his side. “There we are. Good. Now, tell me, how much experience do you have with time spells?”

Time spells were extremely difficult. Trixie would never admit it to another pony, let alone herself, but most of them were too hard for her current level of ability. She had done her best to train for at least the basics in every school of magic, but this still only meant that the most she had ever achieved was to speed up or slow down the passage of time around her for half a second. In her various practice sessions, she had only ever made the shift last long enough to confirm a hooffull of times.

“Moderate to high experience.”

The Doctor tilted his head and began to move his mouth, like he could not quite grasp hold of a word. It took a moment before he gave up and simply pursed his lips. “That’ll have to do then, won’t it?”

He shifted around behind her so that there was nothing between Trixie and the center of the TARDIS. His head flicked upward, motioning for her to focus on the central column.

“I need you to focus your concentration on the center, there. Think of it as the heart of the TARDIS. We need to shock it back to life, just like a defibrillator.”

Trixie nodded. “Heart of the TARDIS. Got it.”

“Well,” the Doctor began rambling, “it’s not really the heart of the TARDIS. We wouldn’t be able to get at that and it would be enormously dangerous if we did. But as far as our purposes now, that is as close as we can get to the actual heart—”

He stopped short as his eyes finally caught the annoyed glare being cast his way.

“Right, anyway, heart of the TARDIS.”

Trixie resumed her focus on the console’s center, her expression still one of mild annoyance. If this pony wanted her to concentrate, then he was going to have to lay off the lectures.

“Think about what you learned from the Flim Flams. The way they focus their unicorn abilities on the core of their machine. Those emissions power it, flow through it like its lifeblood.”

Trixie nodded. She remembered the notes she had, by completely random happenstance, happened to read.

“Once you have that focus, just keep pouring energy into the core with the most powerful time spell you know. We need a massive reaction to jump start the heart of the TARDIS, so do not hold back.” His emphasis on the last four words was made dramatically clear.

Carefully, Trixie positioned her legs in a wide and stable stance. She bowed her head, concentrating, as she had a million times before, on her horn. Trixie had never been friends with another unicorn long enough to ask how it felt when they cast a spell, but, for her, it had always been a moment of confidence and clarity. Channeling her magic gave her a rush. Simply put, she felt powerful. It was her special talent.

In a sudden burst of motion, she raised her head and a purple glow erupted from her horn. It flew straight and true towards her aim and held there, collecting and pulsing in the TARDIS’s heart. She thought about the notes and blueprints she had found, littered around the Flim Flam hideout. It was a matter of not just channeling the magic into the machine to power it, but imbuing the otherwise inanimate device with a magical essence of its own. The idea was not to use magic to ignite a machine to action, but to literally use magic to alter the reality of a machine to one in which it works and lives. As Trixie concentrated on these principles, she desperately hoped the mechanics at work behind the Doctor’s TARDIS were not a great deal more complicated than those of a Super Speedy Cider Squeezy.

It was not long before Trixie’s focused thoughts had a marked reaction. The sparkling stream of purple energy pulsed outward as it rushed into the heart. Where once floated a glob of concentrated magic energy, there came to be a smoothing and stretching, until purple sparkles surged through the heart of the TARDIS like blood through a vein.

Now for the finishing touch.

Whilst simultaneously pushing all of the magic she could muster into the TARDIS, Trixie began casting her spell. Focusing on the stream of time where her magic flowed, she began the complicated mental gymnastics required to speed an object’s passage through time. To anyone else it would have been indiscernible, but Trixie could tell: Of the hooffull of times she had made the spell work, this was a hooffull and one.

Not to be out done by her own success, she worked on casting the spell to slow time half a second. And then another. And another. Faster. Slower. Faster. Slower. Her eyes clenched tight and her teeth grit against one another. Had she been in a state of mind to notice, Trixie might have realized that she was somehow channeling more magic than she ever had in her life. Maintaining enough magical skill to be an effective stage magician was one thing, but this was very much another. Something about this place she was in, or perhaps the company she kept, was pushing Trixie beyond her limits and further than she ever thought she could have gone. For the first time in her life, the Great and Powerful Trixie was truly living up to her name.

That’s when she heard it.

VWOOOOORP! VWOOOOOORP!

Even through the pounding of her temple and the equations in her head, even through the sound of every ounce of magical power in her body racing through the beating heart of a millenia old time machine, Trixie could hear that incredible sound. It was a sound both mysterious and timeless. It spoke of other worlds and fantastic journeys. It was a sound of utter loneliness and absolute freedom.

The more she listened, the less the magic flowed from her. Slowly but surely, the raging torrent of pure purple light that had charged forth from Trixie’s horn diminished to a rapid, to a thread, to a strand, to nothing.

Amidst the pounding of her head, Trixie could distantly hear the whoops and hollers of an excited Doctor Hooves. She smiled, happy with the performance she had given to her audience. Even so, it was not the voice of her companion that kept her bleary eyes open and her feeble legs straight, but that same strange sound, like nothing else in all of Equestria.

Before finally succumbing to fatigue, her mind mustered two solitary words: So familiar.

CHAPTER FIVE: Flashbacks Make for Good Transitions

Thump, thump, thump, thump.

Rain. Always, the never ending drumbeat of the rain. She knew in her head that there had to have been a time before it, but all of Trixie’s memories were slick and rain soaked. Sure, when they stopped in a town the weather ponies kept the skies sunny, it wouldn’t do to literally rain on a parade, but the roads between most cities had no weather service. Out beyond the city limits, the elements worked on their own or not at all. And it had been a long time since the wagons had left Baltimare.

If days could be measured in raindrops, Trixie thought to herself, then we must have been out here a gazillion years.

There wasn’t much for a young filly to do, cooped up in a wagon all day without any other ponies her age to play with. Her mother taught her lessons during the day and her father told stories to her and the rest of the troupe at night. At least, he used to. Trixie missed the days when they could all lie out under the stars around a campfire, while her father told fantastic stories of heroes from ancient wars and the terrible evils they faced, both pony and beast alike. It was not one of the most traditional acts they offered, but her father’s stories, more thrilling than any play and more heartfelt than any tome, always brought in a crowd.

Without anything else to occupy her time of late, Trixie had taken to sampling acts from anyone and everyone who would offer her a lesson. She wanted desperately to be a great acrobat, like her mother, but a cramped wagon did not lend itself well to lessons in acrobatics. The poor mare had tried to teach her daughter some basic stretches, but she quickly found that Trixie had no patience for such things. Instead, she very much possessed her father’s flair for the dramatic. Unfortunately, she simply did not share the stallion’s ear for stories. It broke Trixie’s heart to find that her path did not seem to follow that of her parents, but she was a determined little filly and vowed that she would not give up until she found her place among her extended family. Not until she nearly took a throwing knife to the flank, courtesy of Steel Slice, did Trixie start to lose hope.

Eventually though, even the ambitious young mare grew melancholy at her own failure. With each passing day on the road, she had grown more and more despondent, the rain worsening with her mood. All her life, she had been brought up around ponies who were all so talented and amazing at something. But Trixie was just . . . Trixie.

There in her bunk aboard her family’s wagon, Trixie sat, worried and alone. Maybe I’m not special, she thought morosely. Maybe there’s not anything about me that’s important. Only then, seemingly out of nowhere, did she hear it.

VWOOOOORP! VWOOOOOORP!

And then the rain stopped.

The world returned to Trixie at a slow trickle as her eyes finally fluttered open. At first, she found herself confused at her surroundings, but then her memories began to filter in just behind her senses.

She remembered the horrible disasters that seemed hellbent on dismantling Equestria and its citizens. The horrible magics and strange things in the sky, like something out of her father’s stories.

She remembered the strangely alien box with the spatial enchantment, full of metal bones and cables. It was different now, she noticed. There was light, for one thing. The whole room was brightly illuminated, granting an otherworldly glow to the glass floor and ruddy walls. Bits and pieces that Trixie had earlier mistaken for useless clutter now appeared to be alive with activity, either blinking or beeping or pshooing. The subtle hum she had heard before was noticeably stronger.

She remembered the incredible amount of sheer magic power she had somehow mustered to power it. No wonder she was so groggy.

Finally, she remembered the mysterious brown stallion with an hourglass for a cutie mark, and how he inexplicably managed to be more alien than his blue box and yet still so familiar at the same time.

“Good, you’re up.”

Trixie pivoted in the direction of the voice to find Doctor Hooves there, beaming at her warmly. “I, Trixie, was . . . dreaming,” she replied drowsily, still not quite free from the haze of sleep.

“Nothing life threatening, I trust?” Hooves asked with a note of genuine concern. “That has been a problem before.”

She gave her head a firm shake, waving off the tiredness that remained. “No. It was about the day that Trixie received her cutie mark,” she said, letting the words hang in the air. When enough time had passed that it did not seem he was going to press her on the details, she asked, “How long was Trixie out for?”

“Oh, not long, not long,” the Doctor answered, avoiding her eyes. Trixie had no idea what that might have meant. “Just a little while, I imagine. Honestly a little hard to tell when we’re traveling through a wormhole of pure time energy. We’ve just been bouncing around the time vortex for a bit, getting the TARDIS acclimatized, seeing if we can pick up any stray bits of energy. We won’t be able to refuel in earnest for a while yet, but the old girl should be fine until then.” His eyes, swollen with pride, stopped their wild roaming around the beloved control room and refocused on Trixie. She was almost taken aback at how much attention, with no pride lost, was suddenly focused on her. “As we’re on the subject, may I just say that was a truly inspiring display you managed. I mean, wow. Really, really wow. I had no idea you had that much power in you.” Trixie hadn’t either, but she wasn’t about to tell him that. “Thank you. Really. From both of us.” He said this last statement with a tender pat on the TARDIS console. “You’ve kept your part of the bargain, now it’s time for us to do the same.”

“Yes,” Trixie began weakly, not quite certain how to ask her next question. “Um, what was it exactly that you were planning on doing?”

“What?” Doctor Hooves looked crestfallen. “But . . . the plan?”

“If there is a plan in motion,” Trixie began, puffing herself up haughtily, “then the Great and Powerful Trixie has not been informed.” There was only so much of this pony’s shenanigans one great and powerful unicorn could take.

“I’m sure I told you.”

“You most certainly did not!” Trixie turned away in admonishment. “Trixie would have remembered.”

“No,” the Doctor trailed off warily. “You sure? Not on the walk to the TARDIS? Really?”

“There was not a great deal of time to discuss things, so, no, Trixie does not think so.”

“Right, I,” the Doctor said, making a face of pure discomfort. “I’m sorry, sometimes my mind is doing one thing while the rest of me is doing something else. Why was it that we didn’t have time?”

Trixie gave the poor befuddled colt a flat stare. “Cyborg ponies.”

“Oh! Yes, okay. I remember those! All,” he stopped and began making a show of squinting at something, almost like he was trying to catch an invisible object between his eyelids, “cyborg-pony-like.”

Facehoof. “Yes, those are the ones.”

“Alright, well, exactly,” he exclaimed, seemingly reclaiming his control of the conversation. “I did mention something about this being a time machine?”

Trixie nodded. It was a way skeptical nod though. A nod so slight, in indication of such reserved agreeance, that one would scarcely have noticed it had one not been looking for this exact tilt of the head. Fortunately, Doctor Hooves was well trained in skepticism.

“Perfect. Here’s the plan then: We use the TARDIS to track down whatever source it is that is destroying Equestria and make that not a thing that is happening any longer.” Your Doctor Hooves explanation comes complete with a way too cheerful grin, like this plan is not basically insane or something.

“Oh,” Trixie began in mock seriousness, and she was laying the mock down pretty thick, “is that all? Trixie thought you were going to say something completely impossible and full of nonsense. Are you sure there’s nothing you wanted to add?”

Doctor Hooves considered this carefully. His mouth and eye scrunched up in the corner of his face and everything.

“There is not.”

“I see.”

“Usually, anytime I come up with anything more complicated than that, it just sort of,” the Doctor shuddered at the thought of some unseen memory, “goes sideways on me and ends with a lot of running. Thought I do suppose running on four legs might be new and interesting.”

“Fine!” Trixie yelled in exasperation. “If Trixie has allowed herself to believe in this nonsense up until now, then there is no harm in going along with it a little further. Show Trixie the magic of this box of yours.”

With that, the Doctor nearly leapt back to the controls of his TARDIS. His hooves were a blur of motion as he flicked and waggled, slapped and turned. As far as Trixie could see, the only halt in his movements was the brief second he took to mutter something about ‘not magic.’

As he whirled around the controls, with unceasing motion and no less enthusiasm, Trixie allowed herself to be mesmerized. It was almost like she was witnessing a dance. A dance between the Doctor and his TARDIS. Just watching, she got the distinct impression it was a dance the two had shared countless times before.

“Trixie,” he called, finally stopping to watch her, his hoof hovering just above one last lever. “I don’t suppose you remember the Elements of Harmony?”

The what of where? For some reason, Trixie couldn’t help but feel the words sounded vaguely familiar. They sounded like something important. She wracked her brain for memories of every song, story, and lesson she had heard as a filly, but nothing came to her. Strangely, that worried her.

“Trixie is not familiar with them.”

She had expected the Doctor to slump or pout at this news; to show some sign of disappointment. Instead he continued on without skipping a beat, as if any other answer would have been the strangest thing in the world.

“They are a group of artifacts that represent the stability of your world. I’m not quite sure how it works yet, but I believe their presence is in no small way responsible for the prosperity of Equestria and its citizens.”

Trixie frowned. That did sound like something she should have been aware of. Most unicorns had some knowledge of at least the most basic magical artifacts throughout history.

“I also believe that who or whatever it is that is currently interfering with your world has done so, at least in part, by removing the Elements of Harmony from your history.”

Was that why she couldn’t remember these “Elements?” Is that how time spells worked? Trixie had admittedly studied time magic only very little, but she had never heard of any spell powerful enough to alter history, like Doctor Hooves had said. For the first time that day, but certainly not the last, Trixie began to wonder just what she had gotten herself into.

“How do you know all this, Doctor?”

“I don’t,” he replied, frowning seriously. “Not for certain yet. It’s sort of hard to explain, but, I can sort of see where time has gone wrong.”

Trixie raised an eyebrow.

The Doctor sighed. “Like I said: It’s hard to explain. You know how sometimes you can walk into a room you’ve been in a hundred times before and, without even looking around, you can just sort of sense that something isn’t the way it’s supposed to be? It’s not really anything like that. I can tell though. Paradoxes leave signs. The bigger the alteration, the bigger the sign.”

“Okay.” Trixie had given herself over to the lectures of the sagacious stallion and was ready to believe just about anything at this point. “So how do you and Trixie restore these ‘Elements?’”

“Simple.” The sage fell away and the excited youngster appeared once more, grinning from ear to ear. “We catch the thief by returning to the scene of the crime.”

“Oh? And where, excuse me, when, pray tell, would that be?”

“Trixie,” he said before pausing dramatically, his hoof finally falling on the last lever, causing the room to violently shudder, “we’re going to witness the creation of the Elements of Harmony.”

“Ahem?”

“Sorry, meant to say ‘Great and Powerful’ Trixie.”

Trixie beamed proudly. “That’s better.”

Doctor Hooves eyed the young mare warily before continuing. He’d never been that conceited, had he? “Right then, what say we take a peak outside?” Without another word, he was at the door, prepared to make his exit.

“Wait, but, Doctor,” Trixie hemmed and hawed, overtaken by a sudden case of stage fright, “shouldn’t we attire ourselves properly or go over the proper tongue or, or something?”

“What? No,” he replied incredulously. “Just act like you belong there. Easiest thing in the world.”

“Well,” Trixie scoffed, stalling for time, “forgive Trixie, but it is not everyday she travels into the past a . . . just how far back in time have we gone, supposedly?”

Doctor Hooves let out a swallow of air, as his eyes glazed in a look of concentration. It was almost like he was computing something in his head. Shouldn’t he know?

“Over a thousand years or so,” was his too casual answer. “Just around the start of the Princesses’ rule, if I’m remembering the history right.” Finally, it occurred to the Doctor to actually look at the young unicorn. She looked terrified. “Trixie, what’s wrong?”

“I . . . Trixie has never done anything like this before,” she whimpered. “Trixie is a stage magician. She does not go on adventures like something out a young foal’s tale. She, I . . . I just want to go home.” What had she been thinking? She didn‘t belong here, like this. For all her boasting, she couldn‘t even best an ursa minor. How was she to make a difference in anything? Every failure she had ever faced began to surface in the silence of that moment, from filly to full grown mare, and it was not a short list. Trixie‘s head hung low.

And then he spoke.

“Great and Powerful Trixie,” he announced loudly. She looked at him sheepishly and found herself cowed by the hardness in his eyes. “You have earned your name today and I will not let you forget that. You can be as brilliant as you let yourself be. Now, please, help me so that there will be a future for me to take you back to.”

To her great and powerful surprise, Trixie believed him. Every word he said. Not only did she feel ashamed for the fear she felt a moment before, but she found herself now actually wanting to venture out beyond those doors. She wanted to see the past and save her home. She wanted him to be proud of her. It scared her a little.

“Very well,” she finally agreed. “The Great and Powerful Trixie needed but a moment to collect herself.” With one leg thrown out to her side, she caused a dramatic flutter of her star-covered cloak. “Let’s save Equestria!”

With a final nod and smile exchanged, Trixie made her way to the mad pony’s side. In one move, Doctor Hooves struck out his namesake and the doors of the TARDIS opened wide before them. Without another thought, they stepped into the light.

CHAPTER SIX: Walking: It Gets You Places!

“Alright, well, now what?”

Trixie’s griping, while annoying, was not entirely unwarranted. There, she and the Doctor stood, in a completely open clearing. They looked to the left. They looked to the right. Up, down, all around. Nothing save for themselves, the TARDIS, the grass below and the sky above. It was, in a word, empty.

“How are we supposed to catch a thief and save Equestria if we’re stuck in the middle of nowhere?” Trixie asked angrily. After all that build up, the moment was a bit of a let down, there was no denying.

“This . . . isn’t right,” the Doctor trailed off, seemingly unsure of himself. “We should be . . . well, somewhere.”

“Perhaps your so called TARDIS is not all she is cracked up to be,” Trixie chided.

From the look on his face, Trixie could tell the Doctor was not amused by her barb. “Well, Ponyville was not founded until much later in Equestria’s history, so maybe this is where it’s going to be?”

Trixie shrugged. “Does that matter?” From the Doctor’s refusal to respond, she guessed that it did not. Whether he let her in on it or not, Trixie decided she would have really liked it if the Doctor had a plan right then. “So what now?”

He spun on her, shocking Trixie into a slight jump. There was that mischievous grin of his. “Looks like we’re hoofing it.”

And so they picked a direction and started to walk.

And walk.

And, well, yeah . . .

“Doctor, this is ridiculous!” Trixie complained after an unheard of three minutes of silence. “All this walking is getting us nowhere slowly. Trixie cannot single-hoofed save all of Equestria if she is pooped from all this senseless walking.”

“Are you saying you want to quit and go home, again?” the Doctor asked conspiratorially. “Quit what, Doctor? All Trixie has seen so far is an open field. We might as well be just outside Ponyville.” She sighed defiantly, gaining confidence as her own claims convinced her. “If your box can really do what you say, then let us return to it and actually get somewhere!”

Doctor Hooves frowned, but Trixie could not tell if it was because she was making sense or if he was just irritated with her insistence. Either way, it was more of a result than she had seen for a while.

“Let’s keep going just beyond that ridge,” he finally said, pointing towards the skyline. Trixie turned to look in the direction of the hoof he pointed and realized that, indeed, there, just over a yard away, was a slight cleft in the featureless valley they had spent the last long while trudging through. She briefly wondered why she had not seen it before, but the brief consideration could not distract her from her frustration for long. “If we don’t see anything that convinces you over that ridge, then we can go back to the TARDIS.”

This was not the answer Trixie had wanted to hear, ridge or no ridge. “Trixie is tired of your stalling!” she yelled stamping her front hooves angrily into the grass. “We are in the middle of nowhere, Doctor! There is nothing,” she was full on shouting now, “over that ridge!”

“Oh, I thought heard somepony close by. Hello, there!”

Slack jawed, Trixie slowly turned to see a humble beige earth pony, with an arm of wheat on his flank, waving excitedly. The Doctor, of course, was grinning like a pony out of his mind as he waved back.

“Hello!” He resumed his walking and moved closer to the friendly stranger. For the briefest instant, it looked like the earth pony flinched a bit as Doctor Hooves had started towards him. Staring at the fellow an instant later, though, Trixie couldn’t believe the cheerful colt was capable of it. Must have been her imagination. “I was just telling my companion here that we would be reaching civilization just over that ridge and her you are: A whole civilized pony, straight out of civilization town. Brilliant!”

Trixie pulled down her pointed hat to hide her face for the embarrassment. This pony could certainly play the fool when he wanted. At least, she certainly hoped he was playing.

“Uh, actually, it’s not called ‘civilization town.’ It’s the city of Cantaerloth.” Doctor Hooves nodded sagely at the city’s name, but Trixie remained perplexed. Was this strange colt talking about Canterlot? They weren’t really that near the cliffside capital, were they? “Are you two settler ponies or something? I don’t see your wagons, but you don’t seem like you’re from around here.”

Doctor Hooves was nodding sagely, until he caught himself. “What? Us? No, we’re locals. We were just out for a bit of a stroll. See?” He walked over to the ridge and tapped a hoof at the air just above it. The air shimmered ever so slightly where his touch had been. It was like the heat distortion one saw around a fire, but there could not have been less fire there and a cool breeze swept across the field. “Know about the distortion field and everything. Keep out any beasties might show up until things are a little more secure is what I would guess,” a quick wink Trixie’s way, “if I had to guess, which I don’t, because we’re locals. My name’s the Doctor, Hooves, if you like, and this is my companion, Trixie.”

“Ahem.”

“Sorry, the Great and Powerful Trixie.” Cough.

“Charmed, Trixie is sure,” she said, finally walking over to join the Doctor and raising a hoof to shake with the stranger. “And you are?”

Much to her surprise, the humble young pony lowered his head and planted a light kiss upon Trixie’s hoof. She flinched slightly, but did not pull away.

“My lady, if a unicorn of such beauty and obvious talent as you has been living in the same place as myself, then I am truly humbled by my own lapse in watchfulness.” Trixie was basically over the moon. She needed this colt in the audience at her next show. She needed this colt in the audience at all her shows. “My name is Dennis.”

Even the Doctor was flummoxed at that. “I’m sorry, did you say ‘Dennis?’”

“Um,” Dennis blinked slowly, “yes. Is there something wrong?”

“Oh, no. Sorry. Nothing wrong. Right? Trixie? Miss Great and Powerful?”

“What? Oh, yes. No, nothing wrong at all.”

Well, that was awkward.

“Well then,” Dennis eventually replied, obviously more than a little bewildered by literally everything that just happened in his humble earth pony life, “sorry for bothering you folks then. If there’s nothing I can do for you, I’ll just be back to my business.” Slowly he turned with a final wave, more than ready to trot back to where he’d come from.

“Wait!” Dennis stopped. “Dennis, sorry, actually maybe there is something you can help us with. You see, this may or may not sounds like a strange question, but are you familiar with a group of objects called the ‘Elements of Harmony?’”

Instantly, a look of surprise came over the earth pony’s face. With a flicker, his expression changed to one of obvious relief and recognition. “I should’ve known that’s what you’d be here for.” The statement was meant for both, but his gaze traveled unmistakably to Trixie as he said it. “Come on, I’ll show you the way to the palace. That’s where all you important types are meeting.”

“Thanks very much! We really appreciate it,” Doctor Hooves said as Dennis once again turned back to his ridge, this time leading their way. Hooves gave Trixie a light shove and nodded at the colt’s back.

“Oh, yes, very grateful.” She let out a practiced laugh to seal the deal. The Great and Powerful Trixie was no stranger to putting on airs of self importance.

“I hope you understand why we weren’t exactly announcing who we are. You understand.”

“Oh, sure,” Dennis replied, turning his head slightly to make sure he was heard. “You know you didn’t have to lie about being locals, though. I’d’a understood your business.”

“It wasn’t really a lie, strictly speaking,” Hooves stated in a sort of confiding tone. “You might say we’re just separated by time zones.”

Trixie was certainly glad she brought her trademark hat as she once more hid her face. She really hoped this pony stuck to his day job. Whatever that was. Obviously not doctoring.

“Say, Dennis?”

“Yes?”

“One more quick insignificant little thing: does the name ‘Celestia’ mean anything to you?”

Dennis seemed to concentrate for a moment, before replying, “Can’t say that it does.”

CHAPTER SEVEN: Communal Book Reading

The journey to the promised palace was relatively brief, but very strange. As soon as they crested the ridge, Trixie had felt herself passing through the invisible barrier the Doctor had pointed out before. In truth, there was no ridge at all. The barrier was a spell, ingenious in its simplicity. Instead of creating a physical barrier to keep enemies out, there was the most intricate illusion that made it appear that the field came to a ridge and then steeply dipped into nothingness. Any who were not welcome, presumably any beast that might be unfriendly towards ponies, would see the drop and simply turn back. So finely was the magic of the illusion woven that even the most skilled unicorn should not have noticed it until she was right on top of it. Clearly, it was the work of a master.

Beyond the barrier though, was an even more fantastic sight: the city of Cantaerloth. It had the look of newness to be sure, and was even yet unfinished in some places, but for the most part the city just looked all the more inspiring for it. Buildings stood tall with fresh mortar and paths twisted and twined throughout, all with the look of being walked for the first time. In some places, there were collections of tents where there had presumably not yet been time to build housing. Even so, earth ponies, pegasi, and unicorns alike looked to be living together in the tents, all smiles and cheer. It reminded Trixie very much of Ponyville. The whole city felt familiar in fact. Not the places or the ponies, but the feel of the place itself.

If Trixie had forgotten any of her Equestrian history, it would not matter for the presence of the eager to please Dennis as their guide. Still believing his followers to be tourists, and not being entirely wrong, he was more than enthused to give the visitors every bit of trivia he could about his home. The alliance of earth ponies, pegasi, and unicorns had only come there relatively recently; the past ten years or so. Of course, Trixie knew of the discovery of Equestria by the three tribe leaders that came to be celebrated as Hearths Warming Eve, but the immediate aftermath of the discovery had been more than a little lost on her.

As Dennis told it, the party of six that had discovered Equestria had returned to their former lands and made it their first effort to unite the tribes into a harmonious union. They spoke of their experiences and the land they could share together and, eventually, all three communities joined as one in a mass exodus to the promised land. Picking the most fertile, prosperous, and relatively safest patch of land, the first settlers developed Equestria’s capital city: Cantaerloth. It was there that the bulk of the three tribes, including their most influential leaders, came to call home and worked to build a harmonious society. Together, each pony pitched in to build a community in record time, including the great Cantaerloth Palace, where influential leaders and representatives worked together. There, they did everything from discussing domestic policy to the raising of the sun and moon. Everything had been peaceful, until recently, when one particular issue began to divide the court. That was why outside representatives and not just those within the city had been called.

Throughout Dennis’s entire tour, Trixie could tell that Doctor Hooves was distracted. She could not tell if he was preoccupied with something or if he was just disappointed that he was not giving the tour himself. The more she considered it, the more she hoped it was the latter. Dennis’s lack of knowledge about Princess Celestia did not weight quite as lightly on Trixie’s mind as she might have wanted. While Trixie had never met the Princess herself, nor her royal sister, it had always been a given that her presence in the world granted her some safety from anything truly threatening. It would have been nice had she not thought that if the Princesses were so infallibly powerful, then she would not need to be on this adventure in the first place, but the Doctor’s penchant for actually considering things seemed to be rubbing off on her. Regardless, she couldn’t help but wonder what it would all end up meaning. Doctor Hooves had said they had gone back to around the time the Princesses took the throne. Had history altered more than they thought?

Finally, Dennis brought them to the final stop on their tour: Cantaerloth Palace. Trixie was not sure how to describe it, but the word ‘impressive’ came to mind. She did not know how, it must have been some kind of magic, but the entire structure looked to be carved from a single piece of stone. Lacking in any discernible masonry, like many of the buildings in town, the stately structure looked like it had been carved out of a cliff face, if only there had been a cliff around. Despite its seemingly singular construction, the palace rose tall, towering above everything around it. While it had been visible as soon as they had passed through the magic barrier, it was only now, up close, that Trixie truly appreciated the scale of the monolith. Every which way, towers extended out from all sides, presumably serving as housing for all those who stayed within its walls. Dennis said that the conference room at the structure’s base had been the primary consideration in its design and that it could hold over a hundred ponies at any one time. Trixie believed it. In a way, with its wide base and branching towers, she thought the palace did not look unlike a great tree of stone.

“Well,” Dennis said, turning to his two charges, “this is the palace then. I am afraid I must leave you now.”

“Brilliant! Dennis, thank you, so much, for all your help, really.” The Doctor looked positively enthused, but Trixie could not tell if he was excited to see the castle or that he would be the center of attention again. No stranger to attention seeking herself, Trixie had to admit that the mutual admiration association worked far more efficiently with two, but she was still a bit put out to see Dennis go. She liked the way he bowed.

“Thank you, Dennis. The Great and Powerful Trixie will not forget your kindness.”

“Not at all, my lady, my lord.”

Doctor Hooves jumped from where he had been ogling the palace. “What do you mean, ‘lord?’ Who said anything about me being any kind of lord? What just with the, this . . . .” He trailed off and began nodding to Trixie and then back to the hourglass on his flank.

“Cutie mark.”

“Yes. That.”

Dennis seemed truly taken aback. Trixie could scarcely blame him. “I just assumed, sir, what with you being in the company of a unicorn of such great power. I meant no offense.”

Doctor Hooves blinked blankly. “Oh! Of course! Dennis, I’m so sorry. I wish I had something I could give you in thanks. And apology.” He paused, considering who knows what. “Next time I’m in town, I’ll have something for you. Promise. We’ll do something. We can play pony ball. That should be fun, never tried it with four legs. Also, you probably have not invented it yet. Um,” clearly, he was babbling now, “we can watch telly! No, wrong planet. Do you . . .” his entire face clenched in a some sort of contemplative grimace, “have books?”

It was all Dennis could do just to nod.

“Dennis,” Doctor Hooves began, all formality, “would you like to read a book with me?”

“Are . . . are you asking me out?”

“I . . . we,” he looked at Trixie, but she was already hiding in her hat, “are leaving. Thank you.” And then they bailed. So hard.

For a moment, the pony named Dennis did not move. He chewed at his lip vigorously, trying to sort out the last hour, which must have been the strangest of his life.

“Wasn’t a ‘no.’”

CHAPTER EIGHT: Paper -> Pony -> TARDIS

“Doctor?”

“Yefh?”

After their guide had disappeared behind the entrance to Cantaerloth Palace, Trixie and Doctor Hooves had allowed themselves to cease the run they had broken into, but they continued on their way at a brisk trot through the palace’s entrance passage. As they passed each set of guards, mostly pegasi Trixie noticed, the Doctor held in his mouth a strange piece of paper. To Trixie’s eyes, the paper appeared completely blank, but her companion seemed adamant that each guard see it as they hurried past. Whatever they happened to see, it was enough that they were allowed to carry on without incident. Even so, it had the, potentially welcome, Trixie hadn’t decided yet for sure, side effect of muffling the stallion’s speech.

“Have we come to the wrong time? I thought you said we were coming to the start of the Princesses' rule over Equestria, but Dennis did not seem to know who they were at all.”

“Whe-uh . . .” he replied through a mouthful of paper. Trixie tried to stifle a giggle. She was unsuccessful.

“Here,” she said, a light purple glow, the same color as the glow around her horn, enveloped the blank sheet. It rose a little off to the side, hovering just ever so slightly away from his face. “Allow me.”

“Bluh. Thank you. Seem to remember being a bit more dextrous with that.” He spent the next couple seconds spitting the paper taste from his mouth in an overly dramatic fashion.

What’s the big deal? Trixie wondered to herself. I’ve eaten plenty of paper . . . to gain its power! Fondly, she regarded the memories she held of eating page upon page of magic tome. It never worked.

“What is that anyway?”

“Psychic paper,” he replied with that casual voice, at once at odds with his boyishly excited grin. “Shows ponies whatever I want them to see.”

“What does it say now?”

“That I’m the wise earth pony doctor, Doctor Hooves, and you are the Great and Powerful unicorn magician, Trixie.”

She shot him a sideways glare. “You really didn’t put any thought into this plan, did you?”

“Like I said,” he deliberately slowed his pace a bit, forcing Trixie to compensate both her spell and her steps, “planning usually ends up with running. Why plan when we can just start running now?”

The passage had been surprisingly long, but it finally ended after a final set of guards, holding a large double door. Doctor Hooves snatched the psychic paper from the air with his teeth, presumably with the intention of returning it to whatever hidey hole he had removed it from in the first place. Trixie let her spell dissipate.

Wandering into what must have been the conference hall, base and pulse of the palace, they found it surprisingly noisy. Never before had Trixie seen a single room so massive. While it was true she had never been to the castle in Canterlot, a gig she would have died for, she had still been to some pretty impressive cities. Still, this place blew them all away. Not only was the floor completely littered with podiums, desks, and other speech-making sundry, but the walls and ceiling seemed to go on forever in a vaulted dome. Perhaps that was why the sound bounced around the room so well. Trixie liked to imagine she understood acoustics. Each piece of furniture was positioned around the walls of the ovular room, leaving an empty space in the center, which allowed each group stationed around a podium or table to see all the others in the room. Earth ponies, pegasi, and unicorns all stood about talking amongst one another, the idle chit chat mixing in the air to create a web of indistinguishable voices. Clearly, they had not yet missed the beginning of the summit. Doctor Hooves pulled Trixie off to the side.

“Tell me what it was you wanted to ask and I’ll answer if it’s the right question.”

Just who did this stallion think he was getting so high and mighty all of a sudden? Trixie? Her ensuing grunt was all kinds of disdainful.

“Trixie asked, oh 'wise' Doctor, if you screwed up and got us to the wrong time. Dennis didn’t know who the princesses were at all. That is where you said we were supposed to be.”

“What I said,” he intoned in a slow lecture, not even deigning to face her as his eyes fervently searched the throng of important ponies, “was that we were going to see the creation of the Elements. The problem is not with our timing, its with their’s.”

“What do you mean?” Trixie asked, her face scrunching up in confusion.

“Well,” Hooves began, holding on to the word just a little too long, “there’s no exact documentation of the when the Elements came into existence, but it shouldn’t be this soon. The creation of the Elements of Harmony as we know them has always coincided with the rule of the princesses. Something has already altered the flow of events.”

“You mean,” Trixie’s voice couldn’t help but tremble a bit, “time was already changed even further back?”

Doctor Hooves finally looked her in the eye. He nodded.

“But . . . how far back? Shouldn’t we go back to the TARDIS?”

“Not yet. This time, this meeting here is still our only lead. If we can, we need to set things right here. And, if we can’t, then we need to find out when it is we can.”

Trixie nodded with a resolution she did not feel. She had a million more questions she wanted to ask the Doctor, some of logic, some of comfort, but a wizened unicorn chose that moment to take the central podium of the meeting hall.

“Hear ye, hear ye. Fillies and gentlecolts, from far and wide, near and abroad, I ask that we come to order in discussing this most trying issue. I speak, of course, of the Elements of Harmony.”

A murmur went through the crowd. It was clear that everypony present knew what the elderly unicorn was talking about, but it still appeared to be something of a scandalous topic. While many of the ponies present looked disconcerted or even fearful of the idea, Trixie looked to find the Doctor’s face was purely serious. She redoubled her efforts at concentration.

“Order! Please, everypony, we will have order. Now, as I am sure many of you know, the quandary before us is not whether we can harness the power of these Elements, but whether or not we should and, if so, in what manner. Our first speaker today is perhaps the wisest and most powerful unicorn of our age. I implore you to listen to his counsel carefully. Star Swirl the Bearded, please step forth.”

CHAPTER NINE: The Great Harmony Debate

With the introduction made, a second murmur reverberated through the crowd and the host stepped down from his podium. Trixie could just barely hear the clack of hooves and tinkling of bells above the whisperings of the assembled ponies, as none other than the legendary Star Swirl the Bearded made his way to the central podium. In her studies, Trixie had stumbled across the name once or twice. The books she read and/or ate always seemed to make a very big deal out of the character, but Trixie had always thought the name sounded a little silly, if not ostentatious. She was about to say as much to Doctor Hooves when she noticed the look of undiluted admiration on his face. Maybe Trixie did not know much of who this Star Swirl was, but Doctor Hooves did. Clearly, the colt was star struck by Star Swirl. It was the kind of look Trixie would have reserved for someone like Sapphire Shores or Celestia herself.

In fairness, even Trixie had to admit that the aged unicorn had presence. He did not look a great deal younger than the previous speaker, but there was something about him that would not allow Trixie to ever picture him as the doddering codger his apparent age might imply. Clearly, this was a pony who had carried himself amidst the elite of Canterlot, or, rather, Cantaerloth. Even his fashion sense, Trixie admired, looking at the hat and cape that were not so dissimilar from her own, was impressive. The bells jingling around the brim of his hat even suggested a sort of whimsy that would have looked simply foolish on a lesser pony. However, it was the white beard, longer and thicker than most manes, that truly marked him as a pony apart from the herd.

“Greetings, everypony,” came a voice of rich depth. All murmuring ceased. The voice could not help but demand everypony’s full attention. “I wish to thank you all for coming today, but there is little time for pleasantries. I am sure many of you know that it was my own apprentice, Clover the Clever, along with Queen Platinum and the rest of their party, when finding this very land, who rediscovered the ancient Fires of Friendship.” Trixie searched the crowd, looking for the mumbling to resurface, but it never came. She wondered if maybe she could get some quick tips on dealing with an audience before she had to leave this time. “I am also sure that many of you know, it was the research of myself and my apprentice that revealed just what this spell could yield. Specifically, I speak of the capacity to use the Fires of Friendship to forge into existence the Elements of Harmony.”

Clearly, these specifics were not completely known by everypony. Not even the commanding presence of Star Swirl could stifle the muttering this time and even Trixie felt herself joining in.

“What does he mean, Doctor? These Elements were actually forged in a magic fire?” She was not completely sure why she felt such surprise, but there it was. When Hooves had mentioned the Elements of Harmony, she had not known exactly what to expect. Obviously, it was some sort of magic and, of course, she had heard of the proverbial ‘fires of friendship’ spoken of in the Hearths Warming Eve stories her father told, but something about this all sounded so strange. None of the magic she had learned had anything that sounded like what these ponies were discussing. More than anything, Trixie, realized with a fright, it sounded somehow dangerous.

Doctor Hooves remained silent. Silent and stern.

“Fillies! Gentelcolts! Please!” Star Swirl boomed, refocusing the crowd’s attention on him. “Since the beginning of our age and long before, it has been known that the Elements of Harmony, Honesty, Loyalty, Generosity, Kindness, Laughter, and Magic, have shaped our world and held all life together. Up until now, of course, these have been merely in the abstract; intangible forces that shape our world, but elude our own influence. The process we have discovered would indeed allow us to redefine these rules that we have lived our lives by since time immemorial. Simply put, we now have the means to harness the Elements of Harmony.”

Star Swirl stopped then, most likely expecting to be interrupted by chatter once more. No pony spoke. None made even a squeak. Within all the palace, not a sound could be heard, save for the anxious breathing of those waiting for Star Swirl the Bearded to continue his speech.

“Fillies and gentlecolts, my friends, I tell you this now so that you may know exactly what I ask when I make this request: Do not allow this forging to take place.”

Trixie was not alone when her jaw dropped to the floor. This unicorn had basically just explained why this would be the greatest thing ever, literally controlling the powers that shaped all of ponydom, just to say they shouldn’t do it. Any ideas about learning public speaking from this guy dropped right off. Obviously, this pony had no idea what he was doing, commanding presence and infinite wisdom aside.

Looking to check on what the Doctor thought of all this, she wished she could have been more surprised to see a cunning grin. Contrary motherbucker.

“Understand,” Star Swirl continued, when he seemed sure no pony would confront him directly just yet, “that I do not disavow the potential that this discovery holds. However, I hope I have also made it clear that I am not ignorant of what this process entails. When I speak of the potential this discovery holds, realize that I mean exactly that: It is potential. We have discovered this beautiful land and we are slowly realizing the potential it holds, but we have been lucky. There are still many things we do not yet know of our new home. Imagine that potential for disaster magnified a thousandfold and you may have just an inkling of what might go wrong should we harness the Elements without being fully prepared. If we, as the representatives for all ponydom, decide to go through with this endeavor, then we will have one chance and one chance only to do so. Should the correct balance of all six Elements not be exact, it is my belief that the magic may very well be corrupted and our very world thrown into discord. Until we know more, the risk is simply too high. Thank you.”

A few ponies mildly stamped their hooves in applause, but the effect was diminished by the otherwise quiet hall. Some ponies here and there, mostly unicorns it seemed, were whispering quietly amongst themselves with severe looks in their eyes. Trixie was not quite sure what to think, except that the latter portion of the unicorn’s speech had scared her. She looked to Doctor Hooves, only to find him still grinning madly.

“Doctor,” she leaned over for a conspiratorial whisper, “what is going on? First we were going to a different time, now this Star Swirl is arguing not to make the Elements at all, and you grinning like a pony out of his mind the whole time. Trixie wants an explanation!” she quietly screamed.

“That’s Star Swirl the Bearded!”

“Yes,” she groaned, unamused, “Trixie got that much.”

“The first ever unicorn to develop actual time travel.”

“Doctor Hooves, please!”

“Sorry,” he apologized, grin finally making way for a look of concern, “you’re right, sorry. Um, honestly, I’m not exactly sure what we’re doing here just yet.”

“What do you mean?” Trixie cried, anger starting leak into her tone.

“Time is always in flux. It can be rewritten. I’m just not sure if it has been. Like I said, this is a not very well documented portion of Equestrian history, but, beyond a few inconsequential alterations, it seems like everything is going how it’s meant to. He’s absolutely right, you know. What they’re talking about, what the Elements of Harmony actually are, the artifacts themselves, are cages. They trap and hold the powers that shape your world. Among a million, billion worlds, yours is among the few to actually have inhabitants capable of shaping reality. Unconsciously, these abstracts are actually manifested as a means of governing your reality. By containing these forces in the physical realm, they would, in a way, be denying these ideas from the collective unconscious of every pony. They could literally destroy themselves, without having an analogous presence in the world.”

“Analo . . . what?”

“That’s why the Elements didn’t come to exist as they are until the princesses began their rule. They are the first ponies capable of supplying all of the Elements in balance.”

Trixie was beginning to understand. Even so, the question remained: Why were they there? If everything Doctor Hooves said was true, then nothing had interfered here after all. Why did the TARDIS bring them here?

“For the counterpoint, the floor is yielded to Menlo the Mustachioed.”

A sandy colored unicorn stepped up to the podium and cast an almost disdainful glance around the assembled masses. He was no young colt, but he was not so old as Star Swirl. His eyes were world weary and proud. Where Star Swirl wore his embellished wizard hat, Menlo rested a mighty dark turban, adorned in the center with a glistening ruby. Across his shoulders was a half cape, once more black on the outside and red within. Like Star Swirl though, his most distinguishing feature was his uncommon facial hair: Two long grey mustaches, drooping to just above the nape of his neck.

“What?” Doctor Hooves certainly did not look as happy to see this fellow as he had been for Star Swirl. In fact, he did not look pleased at all.

“Fillies and gentlecolts, allies new and old, I come to you today to beseech you to consider the same thing my friend and rival, Star Swirl the Bearded, has: Potential.”

“What?”

“Potential for a world full of Equestrias. Potential for a world free of enemies and full of harmony. Potential for, perhaps, even a world beyond.”

“WHAT?”

“Friends, none among us assembled here today has more respect for Star Swirl the Bearded than myself. I will be the first in recognizing the ability, the ingenuity, and the wisdom of this great stallion, but this is not an occasion to mince words. If I must sing his praises, then I must also tell you his faults and they are simple: He is old and he is scared.”

This set the crowd off for certain. The awed muttering of before returned and mixed with the indignant rumblings rising from the crowd, as well. Doctor Hooves remained stock still, seemingly flabbergasted.

“My mature, adult ponies, please. I speak of the great Star Swirl’s faults not to shame or discredit him, but to honor him.”

Everypony was all like “What?”

“Any other opponent today, I would not resort to personal confrontation. Any other opponent today, I would not need to. However, the truth of the matter is that Star Swirl the Bearded is the better pony in this debate. He knows it, you know it, and I certainly know it. But I cannot let that fact cloud your judgment today. Star Swirl the Bearded may be the better stallion, and on any other issue I would implore you to heed his guidance, but this is not any other issue. The Elements of Harmony are the one and only most important discussion that our generation will ever have. Something that big, even the great Star Swirl fears. That is why today, on this one occasion, must I say that Star Swirl the Bearded is wrong. He is wrong to deny us the potential of which he admits is possible and you would be wrong to share in his fear.

“His own example disproves his theory. Our incredible new home of Equestria has boundless potential. It is early yet, but, before long, we will master it all and ponydom will prosper for it. If the Equestria party, his own apprentice among them, had been too afraid to seek out new potential, then we would all still be suffering under the wretched Windigos and our own fear. Make no mistake, my friends, fear and hatred are two sides of the same bit. If we give in to fear now, if we do not allow ourselves to take hold of the power that is ours to claim with our own hooves, then we will be foisting a hatred upon ourselves that will not be undone, no matter how much time and preparation is taken.

“Tomorrow, Star Swirl the Bearded will be the greatest unicorn of our generation. Tomorrow, he will be right. But do not forget what he is today: Wrong. Filled with hate for what great heights we might reach. Do not let his fears sway you. Today, do not believe in his potential for fear. Believe in your own potential for greatness. Believe in the potential of Equestria!”

This time, there was no mistaking the thundering hooves that signaled the ponies’ applause. Every unicorn, it seemed, was stamping wildly. Most of the pegasi, too. Even a decent portion of the earth ponies in attendance appeared swayed by the mysterious Menlo.

As he stepped down from the podium, Trixie could have sworn she saw a sly smile flicker across his face before he resumed a somber expression, the host of the ceremonies returned to the podium.

“Now that we have heard the opening arguments from both speakers, we will adjourn for a brief recess. When we resume, there will be a chance for a representative from each delegation to speak their piece, before we proceed to a vote. Dismissed.”

“Wow. Who was he?” Trixie asked, still focused on the podium where the ominously convincing unicorn had been. She had almost offered some light applause herself. “Doctor?” But he was already off.

CHAPTER TEN: What Kind of Pony Has a Mustache?

“Doctor Hooves!” Trixie yelled angrily. Only just did she catch sight of the brown stallion’s cutie mark vanishing amidst the crowd. Wincing in consternation, she took off after him, avoiding the looks of the gentleponies staring at her funny. She lost him a couple times, at one point going so far as to magically lift herself up for a second, so she could see above the ponies milling about her path. Finally, she spotted him running down the hallway leading away from the central podium. By the time she caught up to him, he had already caught up to his own target.

“Doctor Hooves! Why would you just—”

“Menlo the Mustachioed!”

“Excuse me,” the unicorn with the drooping hairs below his nose said, turning to eye this new interruption up and down, “sir. There will be plenty of time to discuss matters when we reconvene.” Even as he said this, Menlo must have seen something that interested him, because he turned to meet the Doctor’s gaze in earnest then. “I’m sorry, I don’t believe we’ve met. You are . . . ?”

“The Doctor. Hooves, if you like. I’m trying it out. Seems to fit for some reason, but I want to talk about you, Menlo.”

“I see,” Menlo replied, allowing his gaze, one of curiosity mingled with frustration, to linger only a moment longer. “As I said, Doctor, we will have due time to discuss any arguments you may have when the conference resumes. Until then.” And once more he was storming off. Just not quick enough.

“When are you from, Menlo?”

He froze. Dead in his tracks, Menlo the Mustachioed turned back. His stride, as he made his way back to the Doctor, close enough to whisper, was far too casual. His smile was far too friendly. Trixie was confused, but even she could tell by now that there was something off about this unicorn. Her qualms with the Doctor faded away as she piqued her ears, not wanting to miss what either stallion might say.

“I’m sorry, you asked ‘where’ I was from?”

“No,” Doctor Hooves returned, a bemused sideways smile across his face. Clearly, this had been the response he had expected, but for some reason he seemed almost to be trying to keep his distance from Menlo. Always ready to run, Trixie thought to herself, half in mocking, half in fright. “I said ‘when.’ A time traveler can always spot another and I’m a time traveler from way back.”

“Heh,” the mustachioed stallion chuckled, all pretense of friendliness fading. “Time travel, you say? Yes, I had heard our Star Swirl had been working on something like that. Most of the ancient scrolls are not known to one such as myself, but, as I understand it, I would have to be an exceedingly powerful unicorn to travel anymore than a day or so, though. Wouldn’t you agree, Doctor?”

“Well,” Doctor Hooves began with a shake of his head, seemingly forgetting Menlo was even there as he began his lecture, “I suppose that’d be true. But we both know you are quite the powerful unicorn. Of course, you are right, even the absolute most powerful unicorn would reasonably only be able to travel, say, a week or so under his own power.”

“Heh. As you say—”

“Unless!” he shouted, making a point of the interruption. “Unless, you weren’t just traveling under your own power. If you had help, a great deal of help, then you could easily magnify your power enough to go back even further. And, of course, there’s different kinds of help. More unicorns would be one thing. But a machine, some sort of chrono-amplifier, fueled by unicorn energy, technology from, oh, I don’t know, say, three thousand years in the future, maybe. That’d do the trick just fine, I think.” Now that the Doctor’s triumphant grin was not focused at her, Trixie found that she quite enjoyed it.

By the look on Menlo’s face, he certainly did not.

“I know the history of the Elements. They don’t come into existence for years yet. Decades. Star Swirl knew the risks and the Equestrian councils listened. There was no grand summit. There was no Menlo the Mustachioed. When. Are. You. From.”

“You know the history, you say?” Menlo asked through gritted teeth. It looked like he was trying to force the same cocky smile the Doctor had mastered, but it just wouldn’t come. “I’ll tell you mine if you tell me yours. How much history do you know, Doctor?”

“Oh, like I said, I’m a time traveler from way back. Working history though? Thousand years and change.”

“Impossible! There’s no way you would be able to from those dark ages! You’d at least need to be from . . . .”

“By all means, keep going,” Doctor Hooves said sympathetically. “Tell me. Prove me right. Or wrong. How close was I?”

“Not as close as you’d like, I’m sure,” the unicorn said, allowing himself the small victory. “I am from three thousand eight hundred and fifty one years in the future.”

Apparently, those were the magic words.

“Brilliant! That’s all I needed to know. Let’s go, Trixie. We have a meeting to finish.” Without another word, he turned from the unicorn he had ferociously hunted down, nearly skipping back the way they had come. It took Trixie a moment to even notice he had spoken to her.

“You might as well skip the debate, Doctor. Perhaps you know when I am from, but I have already won this day. I have been planted here for years, building connections, gaining influence. Besides, no matter what you do, you cannot stop my ace in the hole.”

Doctor Hooves stopped so abruptly, Trixie nearly skidded past him.

“You mean the psychic message you’ve been sending while you speak? Using your horn’s abilities to hide it subliminally beneath some form of perception filter. Who taught you how to do that by the way?” The Doctor’s voice dripped with suspicion and countless unvoiced claims.

Menlo the Mustachioed remained silent and fuming.

“No matter,” Doctor Hooves finally said with a shrug. “Point is, I’ve seen a technique like that used before. Means I know how to intercept it. Make no mistake, Menlo,” the name made mockery on his tongue, “you have won nothing this day. Whatever it was you planned, sorry, whatever it was your master has planned, your part in it has already failed. So, when this day is done and you’re resigned to live out the rest of your days in this time or find some way back to three thousand eight hundred and fifty one years in the future, should you ever reminisce about the glory days when you harbored the naive notion of bending reality to your will, remember this: I’m the Doctor and I’m the lord of time. Trixie?”

“Yes?” There were no other words.

“Let’s end this farce.”

CHAPTER ELEVEN: Putting on a Show

Trixie had never seen the Doctor so serious. She had seen how serious he was about protecting Ponyville and getting his TARDIS working again, but that was somehow different. It was like he understood how important it was, but he wasn’t as worried as he should have been. Maybe he just wasn’t as worried as anypony else should have been. There always seemed to be another solution he could throw together on the spot. This was something else though. The way he talked about this other pony manipulating time, he seemed truly offended. He seemed like he had taken it personally. She couldn’t deny that it scared her a little, even though she didn’t know quite why. Regardless, it was a relief he was on her side.

Unfortunately, or perhaps very fortunately, judging by the track that train of thought was taking, Trixie did not have time to contemplate the mystery of the pony much longer. As soon as they removed themselves from the passage they had left Menlo in, the Doctor took off at a gallop. She balked at the notion of him once more leaving her behind, but, after a certain point, there was only so much incredulity one could muster.

“Doctor Hooves,” she called, doing her best to keep up with the stallion’s pace, “our seats were over that way.” Pleadingly, she nodded off in the opposite direction of where they were now headed.

“We’re not going back to our seats. Like I said, we can salvage this day yet.”

Shaking her head in fatigue and frustration, Trixie hurried after her partner as he bobbed and weaved among the various ponies drifting around the meeting hall. By the way they were beginning to stray closer to their tables and podiums, it quickly became clear that the break was soon ending and the meeting would be resuming before long. Whatever it was Doctor Hooves intended to do, they had best make haste.

Of course, that’s the moment the brown blur chose to stop. Trixie was about to voice how tired she was of these shenanigans, when she realized who the Doctor had stopped to talk to.

“Star Swirl the Bearded.”

“Yes?” Bells jangled as the bearded pony came to a halt. He looked the Doctor up and down appraisingly, most likely trying to remember if he knew this character and why he might stop him so. It did not escape Trixie’s notice that the elderly unicorn cast a glance her way as well, smiling slightly as he lingered on Trixie’s garb. He really did have good taste. “I am sorry, but any personal matters must wait for now and anything regarding the summit can be said when the meeting resumes. Excuse me.”

“You’re right, Star Swirl. You’re right about all of it. If the Elements are forged without another presence to match their potential energy output, then the results will be disastrous. That day will come, but not today.” The Doctor’s speech was pleading and impassioned. It was enough to gain Star Swirl’s attention, but the old unicorn only seemed more distraught.

“I’m glad there are those among the assembly who see reason, but I fear Menlo’s bold claims have reached more ears than my words of caution this day.” He sighed unhappily, resigned. “He almost has me believing it.” As the words escaped his mouth, Star Swirl’s front leg looked to move of its own accord. While the unicorn himself appeared completely unaware, Doctor Hooves stood transfixed as Star Swirl’s hoof absentmindedly tapped the hard stone floor: Tap, tap, tap, tap.

It only lasted an instant, and then Star Swirl shook his head, clearing up his foggy gaze and waggling his shaggy beard. “Well, not yet, at any rate,” he finally said to himself, harumphing. Without another word, he went on his way once more, the host’s call for the session to reconvene was already drifting above the crowds, but Doctor Hooves stopped him one more time.

“Star Swirl the Bearded,” he began ceremoniously, “greatest mind of your generation and many more to come, the fate of your people lies with you today. Now, if you let us,” Us? When did I get included in this? Trixie silently screamed, “we can help you. It’s up to you to make the decision. We can’t do it without you. What do you say?”

Skeptically, he eyed Doctor Hooves. It had only been a moment since his first appraising glance had swept over the pony before him then, but he looked again this time, as if seeing something new. Something he hadn’t quite caught before. An appropriateness in the hourglass on his flank. A confidence in the curve of his mouth. An agelessness in his eyes. A reflection of himself. Whatever it was, it was certainly something.

“Who are you, my,” he paused, but only for a moment, “young friends?”

“My name’s the Doctor. Doctor Hooves, if you’re one for being biologically topical. And this is my companion—”

“The Great and Powerful Trixie! Trixie can introduce herself. She tires of you ruining her introduction.” It had been several hours since Trixie was the center of attention and it was becoming gravely difficult to cope with.

“Um, right. That’s us,” Doctor Hooves followed, doing what he could to take the reins of the conversation once more. His smile was pleading and he sort of waggled his head around for emphasis, waiting for Star Swirl’s response. A quick bump and a look at Trixie got her smiling too, albeit hers was a bit more forced.

Star Swirl’s smile was not. “Well then, Doctor, Trixie, just what did you have in mind?”

“Doctor, Trixie is not so sure about this,” the blue unicorn complained.

“Look, Trixie, you’ll do fine. When I give you the signal, just focus on the energy signature of the TARDIS, let it lock in on you, and work your magic, so to speak.” His tone was reassuring, but his words seemed unnecessarily complicated.

“Oh, no, of course Trixie will have no problem with such a mundane feat. She is the Great and Powerful unicorn who restored your machine to life, after all.” Doctor Hooves had no problem believing that she was perfectly sincere. “No, Trixie is concerned that she will not be the one on stage. Surely, it is Trixie who belongs front and center if this little show you have planned is to truly ‘wow’ them.”

After a marathon of speeches, the Doctor seemed legitimately stumped for how to reply to this request. He started to wonder if there was a hypnotic suggestion hidden in the ‘adowable’ face Trixie was making at him, but the stakes were too high for him to be taken in for long. Beneath the soft blue face of this unicorn was the cunning mind of an egomaniac.

“No.” She pouted. “Star Swirl has to be given the credit or this won’t work. You have a tendency to lead focus to yourself.” She pouted. “You don’t even know what to say.” She pouted. “Next time. I promise.” Her face was placid, or as close to placid as her haughty disposition allowed, once more.

“Very well, Trixie shall release you,” Death glare! “for now.”

As the Doctor made his way over to Star Swirl, he reached to straighten his tie. Of course, he quickly realized he had no tie. Nor fingers. Would have to make a mental note to remedy at least one of those when they got back to the TARDIS.

“Star Swirl, are you ready?” he whispered in the bearded unicorn’s ear. They were standing off to the side of the main podium as one of the unicorn delegations was wrapping up their statements. Unsurprisingly, they were speaking in favor of creating the Elements; speaking in favor of power. It had quickly become clear to Doctor Hooves that the reputation the unicorns of old had for their greed was not entirely undeserved. Had Trixie been paying attention to such things, she might have noticed as well, but she was too busy fantasizing about what she might do with such power herself. Doctor Hooves remarked to himself that it was a relief she was on his side.

Despite the contrary opinions of the current speaker, Star Swirl had been offering his undivided attention, to the point he was nearly startled when the Doctor came up behind him. Doctor Hooves silently remarked that one who could maintain such respect for those he knew to be wrong was truly worth more than merely the sum of his abilities. History had been right to remember him.

“Doctor, are you sure this will work?” the bearded pony muttered, turning his attention only slightly. “You said you needed me for it to work, but your plan sounds like I will be doing very little. I trust you, all ponydom, help me, I trust you, but I do not enjoy being made to feel helpless.”

“Nonsense,” the Doctor soothed, “you have the hardest job of all. I’ll be talking, but all eyes will be on you. When all this is over, you’ll be the one answering the questions. You’ll be the one to make certain what we do here today isn’t wasted. If you have any second thoughts, now’s the time.”

Star Swirl did not hesitate before vigorously shaking his head. “No, if I must feel helpless to help, then that is the sacrifice I will make. I do not know how much I can do, nor for how long, but, as my apprentice would undoubtedly remind me, all these ponies are my friends. If I can save them, even if it’s from themselves, I’ll do it.”

“That a boy!” the Doctor whooped, perhaps louder than he intended. However, his outburst did have the beneficial side effect of getting the host of the assembly to look their way. He knew Star Swirl well, and had agreed to intervene the proceedings on his behalf when the signal was given. Star Swirl nodded. When the current speaker had finished, it would be time to put on their show.

“Alright,” the Doctor whispered with finality, “it’s almost time. I’m going to check on Trixie one more time. As soon as you have the go ahead, take the floor. We’ll be ready.”

And so he did just that.

“Trixie, we’re just about on. Are you ready?”

The blue unicorn looked worried and Doctor Hooves had a hard time imagining it was stage fright now. Something like the TARDIS earlier was one thing, but he definitely felt this mare was really in her element performing in front of others. Perhaps not so much when she was not the star, but this had been the most confident he had seen her all day, and that was saying something.

“What’s wrong?”

“Doctor,” she began haltingly, “Trixie has just considered something. What if Menlo tries to interfere?”

“He wouldn’t. Not in front of everypony else here. He’d be seen for a fraud immediately and taken away.” The Doctor had only half considered the notion previously, and only then because he considered every notion, even the notions he didn’t notice. Simply put, it had been too absurd to entertain. Menlo was a fool, but he was not stupid. Except for his dumb name.

“Well, yes,” she replied, considering what he had said, “that too. But I didn’t just mean during the meeting. If we really do succeed in this scheme of yours, then who’s to say he won’t retaliate once he’s lost everything? You said yourself that he is a powerful unicorn.”

That, of course, was something else that the Doctor had considered, but only once. Only once and a very long time ago at that. He had only ever needed to make the decision once and it had been made for him every time since.

“Then we’ll have to deal with him, should it come to that. We have to give him the chance to do the right thing.”

“What’s the right thing for him?”

“Giving up.”

“Thank you, Representative Glimmer.” Trixie and the Doctor were both startled by the announcement of the host pony. They hadn’t noticed the conclusion of the unicorn’s speech, but they were certainly paying attention now. “At this time, the hall has agreed to once more recognize Star Swirl the Bearded and associates. I am told that he has new information that may yet sway some of you and shed new light on these dire circumstances.” Murmurs of concern and even derision passed through the crowd, but no pony challenged the authority of the master of ceremonies. Menlo the Mustachioed was nowhere to be seen. “Star Swirl the Bearded, please step forward.”

And so he did. As the host stepped down for one of many times that day, Star Swirl the Bearded stepped up for only his second. The crowd was silent, his reputation afforded him that much yet, but many of the faces he saw were not so pleased to see him as they had been before. Light from the torches set about the hall flickered off his dangling bells. They jangled slightly as he raised his head to speak, the sound of them echoing throughout the cavernous room. He did not quite understand how the Doctor planned to do what he said he could, he was only a normal earth pony after all, but something about him claimed to be so much more. Not just more than an earth pony or even more than a unicorn, but something else entirely. Star Swirl just hoped, whatever he was, it was enough.

“Fillies, gentlecolts, friends, I thank you in entertaining me once more this day. I tell you now that I would not ignore the order so vital to this assembly were it not of the utmost urgency that I do so. I understand that you have your concerns on my position and you may even think that I have nothing new to tell you. About this, you are correct. I have nothing new to tell you. But I do have something to show you. This shall be my final warning to you. Heed it or do not at your peril.”

Quickly, he peered over his shoulder to give the signal to the Doctor. Trixie appeared to already be concentrating, a light purple glow about her horn. Wordlessly, Doctor Hooves admitted their readiness and moved to take the podium from Star Swirl.

“Hello there, I’m Doctor Hooves,” the new speaker announced jovially. Somehow, between these two speakers, the one without the bells appeared the sillier. “I am a friend and admirer of Star Swirl and I am happy to be able to help in his noble cause before all you kind ponies today.” With the Doctor’s arrival, Star Swirl had made his way to the empty oval at the center of the hall. “Now, as Star Swirl said, he has something new to show you. This spell, however, takes so much effort and concentration on his part that he will not be able to speak to you about the things you will see. So, instead, I will provide commentary for the presentation.”

VWOOOOORP! VWOOOOOORP!

“Let’s begin, shall we?”

CHAPTER FOURTEEN: The Most Dismal Place in Equestria

Trixie found herself in disbelief for just one of many times that, um, day? She wasn’t quite sure if she should consider it the same day that they left from or how exactly she should gauge the time spent. For a brief moment she considered going to look for a watch or something to keep track of her own time. Distantly, she recalled seeing an old pocket watch of some sort hanging about the TARDIS somewhere. It had caught her attention, since she found it odd that it was sitting as it was, open and unattended. When Trixie asked the Doctor where it had gotten to, he seemed evasive, almost like he didn’t want to think about it. It was of little consequence though. Trixie was a unicorn who liked to live in the moment and, at that moment, she was still doing the whole disbelieving thing.

Vacantly, she stared at the TARDIS doors, wondering with unabashed curiosity what might be found beyond them. It was still strange to her that the only indication they had moved was a bit of a shudder and that telltale TARDIS sound. Even so, she knew that when Doctor Hooves opened those doors, the stone walls of the Cantaerloth Palace meeting hall would be, quite literally, a thing of the past, and a new world entirely would take its place. Three thousand eight hundred and fifty one years was a very long time. Well, it was probably closer to twenty five hundred or so from her time, but still, that was a sizable chunk of time change.

“Hold on,” Doctor Hooves called from his console. He spared only a moment to scramble his way over to Trixie’s side. The way he frantically searched from side to side, anypony else might have thought he was nervous. Of course, Trixie understood by now that he was merely excited, making sure he would not need anything like a young colt going on a trip with his favorite toy.

“Now,” he resumed his talk seriously, “we need to be careful. With Cantaerloth we had an idea of what to expect, but even I don’t know what the future of Equestria is going to look like. If there are more like Menlo, it could very well be quite dangerous. Makes me wish I had a screwdriver, but I suppose it’s not much different from having a unicorn horn.” He made this last statement with a nod to Trixie’s own magical cranium protrusion. Sure, her horn was useful, Great and Powerful even, but she wasn’t sure quite how that made it like a screwdriver. Maybe to fix his loose screw. She laughed out loud at her own joke, gaining her a look of consternation from her companion. “I’m glad to see you’re taking this seriously.”

“The Great and Powerful Trixie does not apologize,” she replied proudly. “But she understands your concern. We shall proceed with caution.”

“Good,” Doctor Hooves replied with a sort of half smile. It was probably safe to assume that was the best he could hope to get. “Doesn’t mean we can’t have fun though,” he finally exclaimed, breaking into a full grin. Within another instant he was racing to the door with all the enthusiasm he had just cautioned Trixie about. She balked at his audacity before hurrying to catch up herself. In tandem, they hurried to the TARDIS doors, bursting through at a full sprint. They immediately wished they hadn’t. Out of sheer terror, they skidded to a stop, hoping it would allow them enough time to shield themselves from the grotesquerie that loomed before them.

“Welcome, welcome, welcome! A fine welcome to you! Welcome, welcome, welcome! I say, ‘How do you do?’ Welcome, welcome, welcome! I say, ‘Hip hip hurray!’ Welcome, welcome, welcome, to Ponyville Pen toda~y!”

For a solid minute, all Trixie and the Doctor could do was cower in abject horror, clinging to one another for dear life. A bit of confetti shot out.

When it became apparent that the worst was over, the two intrepid time travelers opened their eyes and awkwardly pushed away from one another. Trixie fussed with her cape. Spurned on by curiosity, Doctor Hooves slowly approached their tormentor with a discerning eye. The bright pink pony that had been singing mere moments before stood atop a raised platform. She stared ahead, not at the Doctor or anything in particular, but just stared, grinning a broad, vacant smile. He put his hoof to his chin for a moment, before thrusting it out in front of him, towards the pony’s uncanny eyes. It passed right through. More confident, he waved his hoof around, watching interestedly as it phased through the pony every which way, without resistance.

“Hologram. Impressive.”

“A what? Does that mean ‘ghost?’” Trixie asked, having forgotten her cape as soon as the Doctor started haphazardly probing the incorporeal pony. “Because Trixie ain’t ‘fraid of no ghosts. But she is not a fan either.”

“No, no, no,” he replied, trying to mask a chuckle with a consoling tone. “It’s not real. Just an illusion. I’d say it’s just for ambiance, but, judging by the way it seems to be waiting for something, it’s probably some sort of information directory for . . . .” He trailed off, searching their new surroundings, only now taking it all in.

A cursory glance would suggest that they were outside, but a closer look acknowledged that the color was too consistent and the uniform clouds moved too meticulously. The serene blue sky was a fake; an enormous domed ceiling, stretching as far as the eye could see, every inch a screen. If this really was all inside, then the building that housed them must have been absolutely enormous. At the moment, they appeared to be in a kind of courtyard. The hologram pony was flanked by two large open ironwork gates. A path meandered out and around beyond each, leading to the horizon. Various trees and shrubs dotted the landscape, adding some life to the various brightly colored, but oddly sterile buildings the paths went past. Of course, the plants too were fake. Everything here appeared to be fake.

Off beyond the horizon though, Doctor Hooves noticed something different. There was still the occasional tall building, but mixed in and between them were twisting ironworks and raised paths of polished metal. They were like train tracks. He saw some sort of early rocket ship and a mountain of some kind of plaster and ceramic. An enormous windmill rotated off to one side. On the opposite side was a truly enormous tree. Little attempt had been made to make this one look natural, with its trunk larger than most buildings, and a full forest growing on the top of it. Just below the tree, what looked to be a ferris wheel rotated with a hypnotic rhythm. Various signs, neon and hoofpainted alike, appeared everywhere.

“It’s like an amusement park,” Trixie said in awe.

“Is it? I’ve only ever really been to Euro Disney and I didn’t stick around long. Walt’s third clone was unthawing a little early. You know how it is.”

“Yes. Trixie knows,” she replied mechanically.

“Never really found them all that amusing myself. Lines, I guess. What’s the point of doing something if you have to wait for it to happen?” Trixie just nodded. “You a fan then?”

“Of amusement parks?” she asked incredulously. “No, not really. Trixie has learned to avoid amusement parks.” She puffed up her cheeks, mumbling to herself. “‘Passe magic tricks,’ indeed!”

“Something does bother me, though,” the Doctor flustered, mostly ignoring Trixie’s mutterings. He swayed off to one side, looking back in the opposite direction, behind where the TARDIS sat. The path that split into two around the hologram and through the gates stretched behind them, back as far as the eye could see. Wherever it was that the path led, the distance looked unreal. It probably was. “Well, two somethings.”

“Please, continue to keep Trixie in suspense,” she replied, rolling her yes. “It’s not like we’re doing anything important.”

“Alright, no need to get snippy,” Doctor Hooves returned, legitimately taken aback at the unexpected frustration. He didn’t make things that difficult, did he? “The first thing, is why isn’t anypony here?”

That was actually a good question. Trixie hadn’t realized it at first, she had expected they would arrive where they wouldn’t be seen, so it wasn’t much of a surprise when there wasn’t an immediate clamor to check out the big blue box, but this emptiness was strange. If it was really an amusement park, then there should be ponies all over the place, whether they noticed them or not. Instead, the place was empty. More importantly, it was silent.

“And the second,” Doctor Hooves frowned, beholding the hologram pony once again, “is that.”

“Well, yeah,” Trixie agreed with a note of disappointment, “it’s pretty creepy, but I think she just sings public domain songs. Believe me, Trixie has been to parks with way worse mascots.”

The Doctor didn’t seem to hear her.

“Information: What was it you sang before?”

A weird glimmer appeared in the hologram’s eyes and it started to move. “Welcome, welcome, wel—”

“No!” Doctor Hooves in Trixie shouted in unison, stopping themselves just short of reaching out to tackle the incorporeal pony. It flickered and returned to its default stance. “Sorry, not the whole song. Please. Just the one bit about where we’re being welcomed to?”

“Information,” the hologram replied in a robotic, but still weirdly bubbly voice. “Welcome to Ponyville Pen!”

“And that would be ‘Pen’ as in . . . .”

“Penitentiary!”

“Brilliant!” the Doctor said with genuine enthusiasm. “We’re safe then. It’s not an amusement park.”

“Oh, good,” Trixie returned hesitantly. “What’s a penitentiary then?”

“Information: It’s a prison, silly!”

“A WHAT?”

“Oi! That’s right, she was asking me!” Doctor Hooves groused at the hologram. “Yeah, it is a prison, though.” Trixie glared at her priority-impaired companion with a look of mixed fear and anger. Mostly anger. “Silly.”

CHAPTER FIFTEEN: Welcome, Welcome, Welcome

“You brought me to a prison?”

“In fairness, it does look like an amusement park.”

“You brought me to a prison!” Trixie was shrieking now. “Why would you bring me to a prison? I am the Great and Powerful Trixie! The Great and Powerful Trixie does not belong in a prison, especially not one that looks like a bucking judgmental stuck up fun park!”

Doctor Hooves remained quiet while Trixie continued her temper tantrum. He wasn’t really listening, of course. Companions freaked out sometimes. Usually best to let them get it out of their systems. Sometimes it even made them more calm when actual danger showed up. Instead, his keen mind was observing their surroundings, absorbing any clues he could find as to just where they might be, why, what they were going to do there, and how it all connected to the phenomena afflicting the Ponyville of the present. Nope, these eyes were not going to miss a thing.

“Trixie, it’s going to be okay,” he finally proclaimed when it sounded like the wailing had calmed down a little.“If worse comes to worst, we can always get out with the TARDIS.”

“Um, Doctor?”

Doctor Hooves sighed. He didn’t like the sound of that “Um, Doctor?” He had heard that “Um, Doctor?” before. It was easily his least favorite “Um, Doctor?”

“The TARDIS is gone. Isn’t it?”

“Mhmm,” came the squeaky reply.

Giving up his search of dramatic irony, Doctor Hooves turned around to where his TARDIS had been a mere instant before. Unsurprisingly, he was met with empty space. Growing almost more annoyed than concerned, he took a few steps forward, feeling around where the blue box had been. Had to make sure it hadn’t just been cloaked. Feel around for any clues. Nope. Complete dispersal. Perfect.

“Of course!” he yelled sarcastically. “Information! Mind telling me where my big blue box went? It's big, it's blue, says 'box' on it, you know the one!”

“Information: Illegal contraband must be confisca~ted!” the hologram singsonged.

“Of course!” he repeated as he frowned maliciously at the fake hostess. “So, you’ve moved it to some storage facility then?”

“That information cannot be accessed by inmates!”

“INMATES?”

“Trixie, calm down,” he hushed, still making angry faces at the cheery hologram. “I’ll get us out of this. Clarification: Check your records. We are not inmates. I’m Doctor Hooves and this is Trixie, um . . . I actually don’t know your last name.”

“Lulamoon.”

“Oh, that’s very pretty, actually. You should go by that more often. Lulamoon.”

“Trixie prefers Trixie. With a 'Great and Powerful,' if you please.”

“Fair enough. You got all that?”

“Affirmative! Processing,” the hologram said. She froze for a moment and immediately appeared less of a pony and all the more like a computer waiting to load. “Processing complete! Notification: Doctor Hooves and Trixie Lulamoon are now registered as inma~tes!”

“You are the worst at this!” Trixie screamed over the hologram’s pleased giggle.

“Certainly doesn’t seem to be one of my better days, I’ll give you that,” Doctor Hooves agreed a little too casually. “Um, clarification: Why are we inmates? We haven’t committed any crimes.”

“Oh, that’s silly!” the hologram giggled. “Everyone within Ponyville Pen is an inmate!”

“Okay then, silly question.”

“Yup!”

“Move aside,” Trixie screeched, shoving Doctor Hooves out of the way as she stared down the exuberant pony hologram. That vein in her forehead hadn’t been there before. “It is time for the Great and Powerful Trixie to take the stage! Now, tell us what this horrible place is! Why does Ponyville need such a massive prison and why does it look like this creepy amusement park!”

The hologram beamed proudly. “You didn’t say ‘Informa~tion!’”

Trixie’s horn glowed brightly, pulsing ever brighter with the throbbing of her temple. “Information this!” A hot beam of energy shot straight from her horn and flared menacingly at the hologram’s base. Instead of the satisfying explosion Trixie had been hoping for, the beam ricocheted off the polished metal, flying right back to smack Trixie in the face. The impact was enough to knock her off her feet, nearly pirouetting her in the air before she landed hard on her back. She rubbed her nose tenderly, but even the pain splitting her sides had done little to curb her viciousness.

“Uh oh!” holopony gasped. “You didn’t register Inmate Lulamoon as a unicorn! Processing . . . Information accepted! Please hold for your complementary gift!”

As soon as Trixie was back on her hooves, glowering worse than ever, she found herself gasping for air. A ring of light had encircled her throat and what she felt now was not unlike being strangled. What appeared to be only a construct of energy was physically pushing and probing at her neck, tightening and loosening as she frantically tried to calm herself and remove the thing. Gradually, the process lessened and the ring began to feel more comfortable. Finally, the light vanished and a ring of burnished silver adorned Trixie’s neck, just above the clasp of her cape. It clung just tight enough to not choke her.

“EXPLANATION!” Doctor Hooves yelled violently at the giddy image. He knew it was all simulated, but the fact that the thing seemed to be programmed to suggest it was enjoying Trixie’s torment was not something he could very well abide.

“All unicorn inmates must be fitted with standard anti-magic collars,” the hologram lectured. “It’s regulation!”

“That’s ridiculous!” Trixie huffed, more offended than she was hurting. “A unicorn is inseparable from her magic, especially the Great and Powerful Tri—aaaaAH!” As soon as her horn had started glowing, Trixie had screamed in pain. Shaken, she raised a hoof to her new necklace, scared to say anything more.

The Doctor had just about had it. “Information: Is there anyone monitoring this conversation right now? Is there someone in here controlling all this?”

“Hm hm. That information is not accessible to inmates!”

“Oh, well I really hope there is!” he yelled back menacingly. “I really hope there is, because I am giving you fair warning: You have hurt one of my friends and that is not an offense I suffer lightly! She has done nothing wrong! You release her, right now, and I will go easy on you. I’ll even play your game, but do not do this!”

The pink hologram remained silent, smiling expectantly.

“Doctor, it’s okay. I’m . . . Trixie is okay.” It took all her effort to sound as sure of herself as she did. Even the ever confident Trixie’s voice was muffled by the fear of her situation. “I’m okay.”

“Fine then. Have it your way.” The grave face of a pony pushed over the edge stared down the vacant hologram. “Information: Answer her questions. What is this place?”

“I~nformation: Ponyville Penitentiary, or Ponyville Pen, is the first correctional facility of its kind in Equestria! As crime rates increased over the years, the royalty and general populace of Equestria decided that a facility must be built to house and rehabilitate both enemies to the crown and common pony lawbreakers alike. In order to facilitate their recovery and ensure that such undesirable citizens attain a more harmonious disposition, the Ponyville Penitentiary was created to emulate a place of fun and happiness. All those whom Equestrian royalty decided to banish were promised an environment that would foster a kinder and friendlier disposition. The area that formerly contained Ponyville and its surrounding areas, such as the Everfree Forest, were chosen as the site for this state of the art facility, which combined technology and magic to make sure the entire process is entirely self-sustaining. Since its creation, Ponyville Pen has been rehabilitating in excess of one thousand inmates!”

The hologram’s enthusiastic tone clashed dramatically with the horrors it spoke of. How had this happened to Equestria? Twenty five hundred years was a long time, but was even that enough time for a society like Equestria’s to come to this? How could Princess Celestia have allowed something like this? Nothing about it made any sense.

“Clarification: What do you mean, ‘rehabilitating?’” the Doctor asked curiously. “How many inmates have been released?”

“Information: Zero inmates have been successfully rehabilitated.”

Trixie gasped. This just got worse and worse.

“No one? No pony ever?” The Doctor asked, forgetting himself for a moment. Fear had begun to creep into even his voice. “Information: How long has Ponyville Penitentiary been active?”

“That information is not accessible to inmates.”

“Of course not,” Doctor Hooves growled lowly. “Fine then. Information: If nopony has ever left, then where are all the other inmates? Why can’t we see or hear anypony?”

And then something they didn’t expect happened: The hologram remained silent. Instead of the quick bubbly responses they had grown used to, the hologram remained perfectly still and silent, nothing on its face but that same vacant look. Doctor Hooves repeated the question, but still, no response. It seemed like they waited an eternity, frightened to do anything else, but eventually, the hologram made its reply. When it finally spoke, the bouncy quality to its voice had gone. What spoke this time was a great deal more mechanical.

“All other inmates have been banished.”

“Right,” the Doctor said slowly. “They’ve all been banished to the prison. Here. Why can’t we see them here?”

“All other inmates have been banished.”

“Clarification: Banished where?”

“All other inmates have been banished.”

After that, no matter what Trixie or the Doctor asked, the hologram would only reply with one response.

“Where is the one running this place?”

“All other inmates have been banished.”

“Who is Menlo the Mustachioed?”

“All other inmates have been banished.”

“Chimi-cherry or cherry-changa?”

“All other inmates have been banished.”

“Have all the other inmates been banished?”

“All other inmates have been banished.”

Maybe they both wanted to avoid going any further or maybe they just needed something to alleviate their concerns for a while, but this took way longer than it should have to get old. At least the stupid thing wasn’t laughing like a big pink idiot anymore. Or singing.

“So, what should we do, Doctor?” Trixie asked, once they had gotten their fill of the broken record. Of course, she knew what his answer would be, but that didn’t stop her from hoping that he had another trick or two up his sleeve.

“Well, I suppose there’s nowhere to go but onward. Something tells me we’ll have to run into somepony sooner or later.” Trixie could not tell if he truly believed this or if he was just saying it for her sake. Stalling until he could come up with a better plan seemed like the kind of thing he would probably do. Either way, she didn’t have any better ideas herself, though, it was her most ardent wish at that moment she did. Even more than she wished for that horrible collar to be off her. “Trixie,” he smiled, offering his hoof. Now there was the Doctor Hooves she knew. “Would you care to accompany me for two tickets to rehabilitation?”

“Once again, Doctor,” she returned while taking his hoof, surprising herself at just how much better it made her feel, “the Great and Powerful Trixie was merely waiting for your lead.”

Before they could start on their way in earnest though, Doctor Hooves stopped them, one last time, in front of the hologram.

“One last thing. Which do you think is more fun to say: ‘Clover the Clever’ or ‘All other inmates have been banished?’”

“All other inmates have been banished.”

“Brilliant! Just making sure. Let’s go, Trixie.”

Without another word, they passed beyond the mysterious hologram and into the gates of Ponyville Penitentiary.

CHAPTER SEVENTEEN: If There's a Place You Need to Go, I'm the One You Need to Know

The new set of wheels had certainly made the journey a lot quicker for Trixie and Doctor Hooves. Trixie just wished that it also made things safer. Doctor Hooves did not know how much longer the trolley would last. It seemed to be on its last legs, so to speak, and smashing into everything in its path hadn’t helped stabilize things either. All the same, he assured her that, until the trolley broke down, he had firm control of it. However, that assurance did little to explain where the mysterious murder train had come from in the first place. Neither pony had seen it on the way in and the one and only path they had been taking into the park was straight and narrow. She supposed it could have been hidden in one of the buildings somehow, but that still left the more essential question of the bunch: Who or what had sent it after them?

On the bright side, not only had worrying about her life helped to get Trixie over the loss of her sweet wizard hat relatively quickly, but the train appeared to be carrying them into a new section of the prison park. While the surprisingly long entrance path had been a sort of narrow shopping district, the path now opened up into a large courtyard. She looked up. Sure enough, miles of fake open sky stretched out in every direction. There was no indication in the building itself that they had entered a separate area, but Trixie knew there must be some sort of difference reflected behind the illusions of the place. Maybe it was just intuition, but something told her that there was a kind of tiered structure in place. Whether it was the tiers of the park or the tiers of the prison was up for debate, but neither option gave her a great deal of comfort.

As the train came to a stop, she felt even less comfort.

“Doctor? Why are we stopping?” her tremulous voice asked. Maybe the transport had let her feel safer than she realized.

In fairness, Doctor Hooves did not look a great deal more sure of the situation. “That might,” he paused as he looked around awkwardly, giving the occasional button a flick, “be the end of the line. Looks like it only runs through the main street. And wherever it came from originally. Which could be anywhere.”

“Is there any way you could send it in reverse?” Trixie asked, proud of herself for starting to get a grasp of the whole ‘detective pony junior’ thing.

“Not with the controls the way they are." Doctor Hooves groaned. “This would all be so much easier with a screwdriver.” He sounded even more depressed than when Trixie lost her hat. The way he talked about the thing, she was starting to wish he had it too. “Alright, you stay on the train. I’ll get off and see if I can find a way to rework it manually. Um, hoofually.”

Just as he made his way to step off the trolley, Trixie made a mad dive. She landed hard right in front of him, blocking off his exit. The Doctor couldn’t seem to decide if he should be surprised or amused at the act, so he looked down at her with a sort of confused smile. Honestly, it had looked like fun.

“Don’t you dare get off this thing without Trixie!” the unicorn shouted as she scrambled to her hooves. “You know as well as I, that as soon as you step off this train, it will rocket away, leaving Trixie stranded and probably kidnapped by whatever horrible thing sent it in the first place!”

Doctor Hooves blinked in sudden revelation. “You know,” he said far too slowly, “that does sound like the sort of thing that would happen to me.”

Trixie nodded triumphantly. It didn’t take unicorn magic to see that who or whatever it was that imprisoned them was working from a very specific playbook. The Great and Powerful Trixie had heckled enough rivals from their audience to know a massive troll when she sensed one.

“Off at the same time, then?” Doctor Hooves asked sympathetically.

She nodded happily and took her place by his side. This time, on the Doctor’s count of three, they stepped off the train, placing themselves safely on the paved floor. To literally everyone’s surprise, nothing happened.

“Huh.”

“Yeah.”

“Well, let’s just,” Doctor Hooves mumbled a bit, looking for any straws to grasp at, “go. Before it explodes or something.”

That was all Trixie needed to hear. In the next moment, the two ponies were calmly walking away from the trolley as quickly as possible. Safely removed from the confines of the trolley, they could better see just what the courtyard had to offer. No longer flanked by shops and buildings, everything spread out in a rounder shape. The iron fencing that must have run along behind the shops from before could now be glimpsed swooping widely around them, obscured here only by a series of tall shrubs. As they looked to the horizon, it became clear that the courtyard was more of a transition area and did not last as long as the corridor street had. Instead of continuing for illusory miles, they could actually see the great open area end abruptly as it came to three large entry ways; one to the left, one to the right, and one down the center. Each of the three entries was marked by a themed arch that visitors could pass beneath, presumably ushering those who dared investigate them into separate areas of their own.

The path on the left was flanked by two large curved trees. There was more fake foliage down this way than they had seen anywhere else in the park thus far. Singing birds and other comically happy animals were painted on the wooden arch that rested on the branches of the two trees.

The path on the right had pillars shaped from glittering rainbows. Not pillars painted to look like rainbows, but what appeared to be actual rainbows. They were surprisingly pretty, even when everything else in this place seemed to twist everything pleasant into a sort of creepy caricature. Trixie wondered if they were actually pegasus made or if it was just another impressive hologram. Between the rainbows sat a fluffy cloud, only just obscuring a warm sun behind it. Beyond the entrance, the path ahead was obscured with mist, just as the left path had been with trees.

Finally, the center path was marked by two majestic stone pillars. Trixie had never seen such fine masonry before. Guessing from how ornate they were, she assumed they must have taken forever to carve by hoof. While they looked to be made of stacked segments, rather than one single piece, each segment had a slight outward curve that traveled all the way around in a completely symmetrical design. Every separation between sections was inlaid with a brilliant gold. If it hadn’t looked so sturdy, Trixie would have thought it was a filigree. Cresting the tops of the columns was an elaborate stone frieze. It depicted several ponies, posed forever proudly. They had no weapons, but the way they held themselves was not unlike how Trixie had imagined the ancient warrior ponies in some of her father’s stories. The central figure was a beautiful unicorn with a luxurious flowing mane.

These three arch ways dominated the landscape, but it was not long before Trixie and Doctor Hooves spotted a nearer spectacle. There, in the center of the rounded courtyard, was a single monolithic screen. As they came closer to it, almost mesmerized, it quickly became clear what the thing was for: It was a map.

Rather, it was a “Park Directory,” according to the words printed at the top of it. The image on the screen was a two dimensional diagram of the Ponyville Penitentiary, not unlike a directory at a real amusement park. Looking at the map, the suspicions they had about the three way path up ahead proved accurate. According to the diagram, there were multiple areas in the prison, each with their own theme and “attractions.” The screen showed not only the name of each zone, but offered a description for those curious, or cautious, enough to inquire.

Apparently, they had started out in the 'Welcome Zone.' It was described as “The first area you see when entering Ponyville Pen! This inviting recreation of a quaint city in the days of yesteryear offers all the amenities of normal society. The Welcome Zone will transition you into this revolutionary rehabilitation facility so well, you will hardly notice the difference!” Aside from the “quaint cities” she was used to not being completely deserted and there not be any “quaint” murder trolleys, Trixie had to agree.

Now, they seemed to be at 'Guidepost Central.' As they had already figured, the courtyard was the starting place for whichever route they wanted to take through the prison or, as the sign put it, “begin your adventures of individualized rehabilitation.” The path on the left led to ‘Critter Meadow,’ which was made to sound like a combination hiking trail and petting zoo. The right would take them to the ‘Skyway Flyway,’ where “even non-pegasus ponies can experience the freedom and serenity of soaring through the sunny skies.” Finally, ‘History Kingdom’ sounded like the most educational of the bunch. Neither Trixie nor the Doctor were shocked to find that each area was advertised far more like a park attraction than as a correctional venue. Of course, that only made the both of them more nervous. The more whoever it was that ran this place suggested the contrary, the more danger they were likely trying to hide.

There were, unsurprisingly, more theme areas beyond each of these first three. It looked like there were six more in total that branched out from the different exits of the initial selection, each with their own title, ranging from ‘Solitude Sanctuary’ to ‘Adventureville.’ More like ‘Solitary Confinement Station’ and ‘Place of Indiscriminate Danger or Something.’ None of those really mattered, though. It was the area at the end of the map that drew their attention: The Warden’s Castle.

Aside from the oddly sinister name, this final area had a description not so dissimilar from the rest: “If you decide to travel through a multitude of our therapeutic attractions, you can even visit the Warden! If you wish to seek out our personal counseling, come see the Warden. If you wish to appeal your rehabilitation progress, come see the Warden. Even if you just want to chat, come see the Warden. The Warden resides in Ponyville Pen twenty-four hours a day and is always here for you!”

That had to be it. It didn’t seem like much of a lead, but if they were going to get at whoever it was behind the scenes of this place, then it seemed obvious that there was one place to start looking. A shared look was all that was needed to confirm they both knew what needed to be done. Still, that didn’t stop the both of them from being chatty as all hell.

“Trixie.”

“I know, Doctor.” The Great and Powerful Trixie narrowed her eyes in a dramatic squint. “We’re off to see the Warden.”

“Aw,” he replied glumly. “I wanted to say it.”

CHAPTER EIGHTEEN: Staring Contest

“So, that just leaves deciding which path to take,” Trixie the unicorn said with a frown. Between the forest on the left, the clouds on the right, and the ornate architecture in the center, each are looked innocent enough. Admitting as much only gave her a greater sense of unease. What horrors awaited behind each of these shams?

“Oh, I vote for Skyway Flyway,” Doctor Hooves chimed in with a curious excitement.

“What? But . . . Trixie was sure you would want to go through History Kingdom. Isn’t history kind of your, you know, kind of your thing?” Trixie had been sure she was starting to figure this pony out, but he kept managing to surprise her. An hour ago he had been freaking out over meeting Star Swirl the Bearded and now he wanted to stroll through some clouds.

“Yes, I do consider myself something of a fan of history. Or maybe it’s that history is a fan of me. But that’s just the point,” the Doctor argued. His tone conveyed a curious lack of maturity. “I go to history all the time. I mean, it’s been a while, but I literally experience history. Mock ups are, ehhh . . . .” Trixie waited patiently for him to finish his sentence. “Boring.”

“‘Boring?’” That was not what she had expected to hear. Sure, it made a certain amount of sense when he explained it that way, but come on, he was the one that was supposed to like the boring stuff. “But . . . it could teach us about what’s happened, maybe? Viewing history through the eyes of our enemies might still be useful! Right?”

“Meh.” Doctor Hooves shrugged nonchalantly. “Trixie, I’ll be honest with you.” The Doctor looked fiercely serious. He was trusting her with something important. Maybe there really was a reasoning beyond his madness. “Skyway Flyway sounds really cool.”

“Gah!” she yelled in anger and despair. So, it turned out her companion was not so goal oriented as he had seemed. Or she had hoped. Or she had hoped he seemed. “You are ridiculous!”

“Oh, come on!” he returned with far more fervor than Trixie had expected. “You don’t think flying sounds cool? Probably only want to go to History Kingdom because of all the fancy unicorn pictures.” The second sentence had been a petulant mutter, but it had been enough to put Trixie on the defensive.

“Look, Doctor, if you really must know, then, I, Trixie, sort of, um, has a fear of, you know . . . .”

“Sorry?” he asked innocently.

“I’m afraid of heights!” she screamed before cowering in embarrassment.

“Oh. Well why didn’t you say so?” This pony could be pretty dense when he wanted to be.

“And you know that all of these are going to be some sort of torture instead of attraction, so between falling at fifty thousand feet,” she jabbed a hoof to the right, “or being mauled to death by a bear,” she pointed to the left, “Trixie would feel safest in the big history lesson!”

“Alright, hey, that’s okay,” he said softly, moving over to pat her shoulder comfortingly. “That’s fine then, History Kingdom it is. You’re right, I love history. See?” A goofy smile stretched across his face. “Couldn’t be happier.”

She couldn’t help but laugh at seeing the weird, yet earnest grin. The truth of the situation was that she knew she was choosing between three worst case scenarios, whatever personal bias she happened to have aside. However, the fact that the Doctor seemed willing to support her decision did a great deal to restore her confidence. She would not shirk long from the a challenge. Not the Great and Powerful Trixie.

“Very well then, Doctor. The Great and Powerful Trixie is ready to proceed.”

“Good,” he said, taking one step forward, followed by another, making sure she was indeed following after him. “Because history is hardly what I would call safe.”

“Do not worry, Doctor Hooves,” she replied as they passed beneath the center archway. “The Great and Powerful Trixie will be with you.”

While it was true that they had left the past only hours earlier, the path of History Kingdom was not as inviting as the Doctor or Trixie may have liked. The surroundings were vaguely familiar in a way, but remained somehow more ominous than any of the structures they had witnessed in ancient Cantaerloth.

More of the massive and ornate stone columns marked the path as they progressed further in, but Trixie was sure that they were becoming subtly different the more they passed. Where once they had been finely carved and ornamented, the lining between pieces looked to dull with a sort of grime and the fine ridges that encircled the segments were chipped and less severe. Similarly, the accompanying friezes had begun to change. Each depiction was a bit different than the last, creating a sort of flip book effect as they walked. The beautiful and powerful unicorn that had caught Trixie’s eye before was slowly becoming deformed. At first she had thought it merely a side effect of the gradually increasing weathered effect made to the stonework, but every so often she caught a little detail that made her wonder if the transformation was intentional. It was like her beauty had begun to fade and a more animalistic side of her had taken over. In one of the designs, she could have sworn that the unicorn’s horn had split into two, curving menacingly outward. Obviously though, that could never happen.

Filling in the gaps between these intermittent pillars was nothing. Whoever built the prison had somehow created a path completely flanked by the empty void of darkness. As far as they could tell, there was nothing to stop the Doctor or Trixie from stepping off the path and into the presumably empty air around them, but Trixie dared not and, despite his earlier desire to fly, Doctor Hooves appeared to be thinking better of it, as well. Terrifying or not, the darkness did give the place a very ethereal quality that did not go unnoticed.

As of that moment, there had been nothing to actually identify this area of the park as anything resembling an attraction. Perhaps there were those attracted to spooky pathways, but, beyond that silent minority, Trixie could not imagine the allure of such a place. She was starting to get a bit miffed. Obviously, the place was more to scare them than it was to truly entertain them, but it did not even seem like they were trying with this place.

Filled with unease, Trixie opened her mouth to speak to her stalwart companion, but he managed to beat her to the punch.

“Trixie, don’t stare into the darkness too long.”

Trixie immediately cast a sideways glance at the encroaching darkness. That was uncalled for. It took conscious effort to force her concentration back on the path ahead. “You’re mean.”

“Sorry,” he replied with very little humor, “but I’m serious. Don’t spend too much time looking at the darkness.” His steady pace carried him ever forward, his gaze never drifting from the path.

“What do you mean? Trixie may look where she likes. Though, there isn’t very much to look at.”

“Just be careful,” he whispered. “It might be staring back.”

Nervous tittering erupted into the thick air. That was all she needed right now. Seriously, who needs a terrifying haunted future prison when Doctor Hooves was around? Just let him talk long enough and the fear of constant danger becomes nothing but a redundancy.

All she could manage at that point forward was to follow along a step behind with stiff joins and legs locked straight. Every muscle in Trixie’s body was tensed. Even her tail seemed to be standing straight out behind her and she wasn’t even sure how that was possible.

Talking to the Doctor was the last thing she wanted to do at that point. He was the one who brought her to this horrible place. Took her from her home. Forced her into exhaustion more than once. So what if he had trusted her . . . believed in her . . . saved her. Further and further, her thoughts drifted back into her memories. That night so many years ago. That night that had changed everything for Trixie.

She had stumbled back from that fateful encounter confused and scared. As soon as she emerged from the pitch black forest into her family’s camp, frightened and bawling, her parents flocked to her. They had been more concerned than angry when she had not returned immediately. When it became apparent that something traumatic had occurred, they let the issue rest. Eventually, Trixie had been able to talk about what had happened that night in the forest, but . . . no one believed her. They all just thought she was trying to emulate one of her father’s incredible stories. She insisted that it was all true, but they had grown impatient with her “lies for attention.” It had broken her heart. Never before had she encountered such mistrust from her family. Before that time they had always trusted and supported her. Hadn’t they? Looking back, Trixie became less sure. Maybe she had been wrong about that, as well.

What came next had been even worse. Magic. She had wanted to perform magic. They had never had a magic act in the show. After trying so long to find something she could be good at, some way to contribute to her family, she had finally become a pony of her own. They . . . it hurt Trixie to remember. Tears welled in her eyes just thinking about it. They had lashed out at her.

“Magic? My, my, somepony certainly thinks highly of herself! We all train and train to bring Equestria something truly original and you, a unicorn with barely a spark in you, thinks you can just trick everyone with some pitiful light show? Such boasting! You’re no daughter of ours!”

They had hated her. In one false step, she had failed worse than she ever had before. She had destroyed her family’s love for her. No matter what, she thought those were the ponies who would stick by her, tell her how special she was, even when others refused to see her greatness. But she wasn’t great. She was weak. She was nothing. Better if she just perform her final act and disappear for good . . .

“Trixie! No!”

In the next moment, she felt Doctor Hooves wrapping himself around her, using all his strength to hold her back.

Hold me back? Hold me back from what?

The bewildered unicorn blinked and looked down. Her hooves swung out into the empty darkness. Much to her surprise, not only did the blackness of the path appear to be truly a blank void, she found herself facing it directly. She had been walking along lost in thought, but how had she turned so sharply from the path? It was like she had meant to throw herself off. Again, her mind reeled, recalling her last thought before the Doctor’s voice had broken her unfortunate revery. Doctor Hooves took advantage of Trixie’s confusion, finally succeeding in pulling her back onto the path.

They fell backwards on top of one another, panting from the effort and adrenaline. Still winded and confused, Trixie let herself lie there. What had happened to her? That wasn’t the way things had happened. Her family had loved and supported her calling, just as they always had of everything she did. Not a day went by they didn’t applaud her skill and tell her how special she was. Everyone in the troupe had been her biggest fans. She knew that. Those memories could not have been fresher in her mind. So why had they felt so real? Why had she so desperately wanted to take that next step?

“Doctor, I—”

“You looked,” he interrupted, pulling himself back upon his hooves. “You looked into the darkness. You were drawn to it without even realizing.”

“What? Doctor, I don’t . . . I was just remembering things and . . . .”

“That’s what this place is,” he said, failing to heed his own warning as he looked around angrily. “History isn’t just what you read in books. It’s memories. Memories that this place rewrites into their own twisted histories. Reshapes them. Deforms them into something wicked.” Trixie thought back on the way the stone carving of the unicorn had changed the further in they went. Proud and beautiful at the start and wicked and ugly the deeper in they went. It was not a bad comparison. History was in the hand of its writer, after all. “And then,” Doctor Hooves continued, staring into the pit he had pulled her out of only moments before, “gives the victim an escape.”

Trixie was stunned. She had expected the place to be torturous, but this was more than she could have feared. What kind of magic let this place pry into a pony’s deepest thoughts? If she could not gain confidence from her memories, if that really had been her history, she may truly have wanted to take that next step. If the road ahead was going to be any worse, the thought of jumping may have even been a better alternative. No. She had to admonish herself for that. No life was worth giving up for nothing, especially not hers. Her family had believed in her. She looked to the stallion who had saved her, yet again. He believed in her.

“Doctor, thank you.”

When he looked at her, he seemed almost angry with her. “I should never have brought you here.” Angry at somepony. “Come on,” he turned to nod on ahead of them, “I can see another area up ahead.”

Without another word, Trixie picked herself up. She stopped, waiting for Doctor Hooves to take the lead. After he remained still, she got the impression that he meant to keep an eye on her this time. Rolling her eyes, she allowed herself to take the lead, making a mental note of it when she heard the sound of his hooves following shortly after her.

Sure enough, a stone tunnel appeared ahead of them through the haze. In a few more steps they would be released from the path of dark memories and into a place that, in all honesty, was probably going to be a lot worse. As they made their way into this new potential danger, Trixie could not stop herself from asking the question most burning in her mind.

“Doctor, why weren’t you drawn in by the darkness? Why weren’t any of your memories rewritten?”

His pace never faltered as he allowed himself a noncommittal shrug. “I can’t imagine how one might make my memories any worse.”

Trixie’s heart ached as they entered the next stretch of History Kingdom.

CHAPTER NINETEEN: Feeling Ways About Stuff

As walls of shadow gave way to walls of plaster and cement, the next portion of History Kingdom quickly became unmistakable: It was a museum. Trixie had a hunch, and if years of being the Great and Powerful Trixie had taught her anything, it was to believe in the hunches of the Great and Powerful Trixie, it was a history museum.

Gone was the narrow path that led through stone pillars and ghastly carvings. Instead, they found themselves in a room that started opening up wide and did not seem to stop. If the entrance chamber was not large enough, it continued out in all directions, allowing for a set of hallways off to the left and right and a broad staircase at the opposite end of the chamber, which appeared to lead up to a second level. Everywhere they looked, their eyes were met by hanging portraits and paintings, glass display cases, framed documents, and enormous dioramas. Pictures of ponies, both regal and more modest, lined the walls. Mesmerized by the display, Trixie walked across the floor to one of the nearest dioramas. It depicted a multitude of tiny ponies in a classroom of some sort, baffled and anguished. A tiny placard read “A World Without Dioramas.”

Baffled, though not so much anguished, herself, Trixie turned back to the Doctor. As soon as she did, she noticed that his gaze too was drawn to something. Instead of one of the many exhibits though, his eyes were drawn skyward. Trixie followed his line of sight, only then noticing a massive banner that hung from the museum rafters. In large goofy font it read, “Learn about the past for a fun-filled future!” Somepony certainly had a strange sense of humor. Still, at least it wasn’t as obvious as a crack about history “coming alive.” And then the exhibits came to life or something. That would just be lazy.

“What do you think it means?” she asked him, indicating the banner.

Quickly, he exhaled, pulling away from the silly sign to regard her question. “My guess,” he started with just the slightest hint of uncertainty, “is that we need to start learning some history, if we want to make it out of here.”

“That is what I was afraid of,” she responded glumly. “Trixie finds history to be absolutely boorish.”

“I think you mean ‘boring,’” the Doctor replied, as he made his way over to a bust of civil rights leader for pony-hybrids, the phamous Phineas Phive Legs. The bust did not really do him justice.

“No, Trixie meant exactly what she said. She finds history to be crude and insensitive,” she lectured. “It’s always so unyieldingly specific. There are never any mentions of the great stage unicorns of the past, let alone the Greatest and most Powerful one.”

“Take it from somepony who has shown up in more than one history book,” he said from across the room, shutting the book he looked through for emphasis, “fame is overrated.”

“Spoken like a true amateur,” Trixie mumbled. Making sure not to lose track of one another entirely, the two split up to explore the entrance chamber of the museum separately. Just like every other inch of Ponyville Pen, there was something off about the place. While it was not especially unnatural for a museum to be quiet, it was certainly odd for it to be uninhabited. There were no sounds, no ambiance, no atmosphere. It was not an easy thing to explain, even to one’s self, but it felt like everything about the building was truly dead and gone.

The bright red plaster of the walls stood out brightly against the various dully colored displays. Whereas the path that had taken them there was an unyielding terrain, the floor on which they stood here was soft and pliable; a carpet that contained a garish mix of colors in spirals and mosaics. Besides the large banner, an ornate chandelier hung from the ceiling. With the dead atmosphere and offensive decor, the room felt more like it belonged in a haunted house than a museum. It occurred to Trixie that the two were not mutually exclusive.

Of course, the decor was not all that caught her eye. Meandering around she beheld the various exhibits that greeted their patrons, although, perhaps “greeted” was not the right word. There were more than a few documents of presumably historical relevance, but Trixie hurried past the better portion of them. She had always been a bigger fan of the spoken word. When not vitally necessary, reading was for rubes. Instead, she caught herself looking further still at some of the dioramas or examples of “authentic pony dress.” However, it was the paintings, more than anything, that really captured her attention.

Quite a few were portraits of some very important ponies, mainly personages of Equestrian royalty. There were plenty of other paintings, as well. Landscapes and works of impressionism, experimental works by pegasus artists done entirely by wingpoint, and even portraits depicting some less illustrious ponies. One painting was simply a close up on a flank with a large tomato cutie mark, split up into a two by two grid, with a different color scheme in each box. Even so, it was the gorgeous soft colors, thick brush strokes, and elaborate detail depicting the most glamorous of the Great and Powerful ponies that Trixie truly admired. Some might call it shallow, but Trixie did not regard such trifling contrariness worth dignifying. Pretty was pretty and she would make no apologies for recognizing the obvious.

However, as she admired the portraits of pony royalty, Trixie noticed two troubling omissions: Princess Celestia and Princess Luna. The more she searched, the more clear it became that not a single portrait of the royal pony sisters was included among the displays. Trixie admitted that it was very possible that the princesses may not have been around for a while, she honestly had no idea how long their lifespans lasted, but surely they could not be forgotten entirely. Perhaps their portraits had their own section?

“Trixie, over here!”

Hearing the Doctor’s call, she pushed the thought from her mind. Following the sound of his voice, it did not take her long to find him. At some point he had made his way over to the grand staircase that waited at the back of the chamber. As she made her way to his side, he nodded, grimacing all the while, at a sign hanging just off to the side and pointing up the stairs. When she looked at what it said, the Doctor’s frown made a great deal of sense: “Celestial Revolution to Present.”

“Celestial Revolution?” Trixie asked out loud. She was not the perfect student of history, but she had never heard about anything so grand as a revolution in Equestria since thousands of years before her time. And that “Celestial” was definitely worrying. Was it talking about Princess Celestia? “Okay, what do you think that means?”

“Let’s find out,” Doctor Hooves replied, his voice completely devoid of humor. This grim mood of his was starting to worry her, actually. They started climbing the stairs in tandem, but Trixie barely noticed. Her concentration was focused more on casting furtive glances at the unyielding grumpiness of her earth pony companion.

“Um, Doctor?”

“Yes?” he replied absentmindedly.

“Is there something wrong?”

“What? No. Nothing.”

“Oh, don’t be like that,” she chided. “We’re friends, right? You can tell me.”

“Trixie, please,” he evaded with growing impatience. “Just don’t worry. I’ll get you out of this.”

“Is that what this is about?” she groaned and stopped mid-step. Taking a stand, she waited until the brown stallion turned to acknowledge her.

“Trixie, what are you—”

“Doctor Hooves!” she called at him, glowering. “You have the privilege of being friends with the Great and Powerful Trixie and you have the gall to show her such deference? Trixie has certainly not made it this far due to your skills at protection!” Her face softened then. She smiled warmly. “I’ve come this far with you, because you’ve believed in me. Don’t throw it all away now.”

His face widened then into that trademark wild grin, but Trixie could tell it was forced this time. Despite his best efforts, he could not hide the pain behind it. “You people, you just keep saving me.” He kept talking, but it seemed to be focused more at himself than at her. “For all the times I save you, it’s like I’m only returning the favor.” Maybe he wasn’t talking to himself, after all. It was like he was talking to somepony, someponies, who weren’t there. “I was done for so long. Everything changed when I came here and I thought, ‘This could be it. They don’t need me anymore. They could never find me, like this. Maybe it’s time to stop doing more harm than good for all of them.’ Sure, I told myself it was all just a hiatus. Just a break until I got her working again. But in the back of my mind, I never stopped wondering if it was finally time. And then it called me back. Like it always has. So I went. And I immediately put another innocent in danger.” This time, he was definitely talking to Trixie. Her heart broke at his words. “I’m sorry. I should never have brought you here.”

“But,” Trixie stammered, truly taken aback at the sincerity in her Doctor’s words, “I wanted to come. I begged you.”

“You didn’t know what you were risking. I did. It was like inviting an infant.”

“There was no way you could have known this would happen.”

“Wasn’t there? It always happens. Every time. One way or another, they all disappear and it is always my fault.”

“It wasn’t your decision!” Trixie screamed. Her eyes welled up with the tears he refused to shed.

“What?”

“It wasn’t your decision, Doctor,” she replied, finally regaining her confidence. “Trixie does not know what other ponies you are talking about or, really, any of the things you are talking about, but she knows how she feels. It was not your decision. It was mine. You had no right, no right to come there, to me, with your box full of mystery and your . . . your . . . you! You have no right to put that in front of a pony and then just walk away. The decision was Trixie’s to make. Do not dare take that from me. Do not make my decision your mistake.”

Doctor Hooves looked well and truly stunned. It was a long moment before his mouth stretched once more into his coltish grin, but Trixie smiled as well when she saw the sincerity in it. “You really are quite the self-centered one, aren’t you?”

Trixie met his jibe with a wounded pride act. “That’s funny coming from ‘Mr. All of Time and Space Revolves Around Me.’ Trixie speaks only the truth of her greatness.”

“Well,” he lingered on the word in comic awkwardness, “I am pretty great.”

“That you are, Doctor.” Her smile brightened. “You are learning from the best, after all. Now, lead on. With your help, the Great and Powerful Trixie shall uncover the mysteries of this pit and be back in time for, well, anything?”

He chuckled before continuing to climb the stairs. “Yeah, time machine does have that advantage.”

The laughter she returned as she made to follow behind him was light, but her heart still weighed heavy. I want to tell you. I want to ask you. Today is not the first time you saved me. It had never stopped troubling her since he had arrived at the Flim Flams' door both hours and centuries ago. She had told him that they met before, so why hadn’t he asked about it himself? There had to be a reason. All those years ago in the forest. The longer she waited to bring it up though, the more inappropriate it seemed. Was this little feelings jam her last chance? No. It’s not the right time, yet. I’ll tell him soon.

With no small effort, Trixie steadied herself. She looked at the earnest grin on her friend’s face. Little else was needed for her expression to mimic his own. It was two genuinely grinning ponies that made their way up the stairs to History Kingdom's twisted center.

CHAPTER TWENTY: A History Lesson . . . in the Future!

“You know, I used to love Revolutions.” They had only been amid the “Celestial Revolution” exhibit a couple minutes, but Doctor Hooves had already started in with a lecture. “Back when I was young and naïve.”

“Trixie has a difficult time believing that was ever the case,” she said with a snort.

“Everything's got a start. Even me. Mind you, that was a very, very,” he stopped to do a quick calculation in his head, an act which seemed to scare himself, “very long time ago. But it's true. Back when I was starting out. Revolutions always seemed like such fun. I remember the Kizbooms had a revolution based entirely around their craftsman coming up with a new way to manufacture cheese. If you ever get the chance to try some cheese from the Kizboom Revolution, do not miss it!”

Trixie nodded and made a mental note to immediately forget whatever that weirdo had just said.

“The best revolutions, the ones with new ideas, art, technology, people . . . it's incredible! So much,” his hooves came tight together and then exploded outward in illustration, “new energy! It's like a regeneration. It's still the same society, but new and different and full of potential, ah, love it!” But then he stopped and the roguish smile he wore vanished. He stood, staring in despair at an exhibit case. Inside were many objects, all foreign to Trixie. One looked like a helmet with a hole and sort of harness for a unicorn horn. Another appeared to be a metal back brace that was made to fit over a pair of pegasus wings, but each tip ended in a sharp hook or spike. There were many more strange objects in the case that Trixie could do nothing but puzzle over. She could see the anatomy of them, how they might fit on a pony, but how they might be used escaped her completely. Only one object in the case gave her the spark of fearful recognition she needed to understand: A little metal necklace. With aching slowness, she reached to her neck, touching its copy. “But the more I saw, the more often 'Revolution' just became another word for 'War.'”

It was clear from the exhibit, stretched wall to wall of this second level, that the Celestial Revolution was not one of the revolutions Doctor Hooves considered best. There were no paintings. There was no art of any kind. The few dioramas Trixie found all depicted battlefields. It was an odd thing to see re-enacted with tiny figurines; pony fighting against pony and other creatures besides. What dominated the room more than anything else though were just the things Trixie had found missing from the floor below: the Princesses.

Framed newspaper clippings decorated the walls, but the headlines made no sense.

“Celestia the Betrayer!”

“Equestrian Ruler Convicted!”

“Princess Luna Demands Sister's Surrender!”

“Captain Shining Armor Begins Militia Recruitment”

“FIGHTING STARTS!”

The headlines, intermixed liberally with posters and advertisements, spurning ponies to action, told the time line. What came to be known in history as the Celestial Revolution had all started when Princess Celestia had instituted Equestria's first penitentiary. It was crazy, but it seemed to Trixie like Ponyville Penitentiary had actually been the place where everything had started. Of couse, it was not nearly so large at the time, taking only a small portion of the Everfree Forest, but, small or not, its mere institution was an event that shocked all of Equestria. Jokes had been made about the Princess “banishing” those who committed some innocuous crime, but the Princess had always been a just and kind ruler and never one so draconian as to take quite so direct and firm a hoof in punishing supposed lawbreakers. In truth, it was not needed. Equestria was a peaceful land and ponies were a generally peaceful race. Celestia's subjects were good and loyal. Even so, the prison came and ponies started being taken away.

According to the records on display, it was eventually discovered by six ponies, the Princess's own champions, known to history only as the “Wielders of Harmony,” that the prison was a sham. Celestia had been abducting ponies under false pretenses to run experiments on them. The nature of just what these “experiments” entailed were strangely never revealed. Some papers claimed they had evidence that it was to maintain the Princess's youth and power and others claimed to have an anonymous source who knew she was creating a personal army. Either way, the Wielders confronted the Princess, but, even then, they trusted her and did not want to fight. She murdered each of them and escaped to parts unknown.

During this time, Princess Luna took rule over Equestria. The papers claimed that, by necessity, Princess Luna brought the kingdom under a rule of unprecedented militarism. Captain Shining Armor called ponies from far and wide in establishing a militia to fight back and defend themselves against the rogue Celestia and the army of still-loyal, though some said they were enchanted, ponies she had taken with her. For the first time since ancient history, weapons were manufactured. All of Equestria waited with bated breath for Celestia to make her move.

When she finally did, she was Princess Celestia no longer. From then on, she reportedly referred to herself as the “Celestial Empress.” Mysteriously, she reappeared with her army, just as Equestria had consolidated its forces. What was worse was that she had apparently spent her time unseen unlocking the Gates of Tartarus, bringing with her all manner of horrible grotesqueries. Princess Luna was forced to unite all the peaceful races of Equestria in a bid to defeat her sister. Battles were fierce and chaotic, as all manner of creature fought against one another. There were fewer papers present from the time during which the fighting took place. Trixie did not know if that was because these details were less significant to the museum's display or because fewer papers had survived from this time. Either way, it was apparent that the fighting went on for a long while. Long enough for many lives to be lost and for the landscape of Equestria, the land once founded for its fertility and beauty, to become scarred and barren.

Of course, the papers made no mistake about when the war ended. In the final battle, Princess Luna's united army attacked the Celestial Empress at her own base of operations: The prison where it had all started. Unlike centuries ago when Celestia had fought and defeated Nightmare Moon, the papers reported that it was Princess Luna who had justice on her side. By this point it was clear that the papers had devolved into blatant propaganda more than anything else. Even so, it was hard to deny the outcome when all agreed: While their armies fought, Princess Luna defeated and executed her sister, right where the former princess had killed the heroic Wielders. The revolution had been won and the tyranny of the Celestial Empress was forever at an end.

Except the wartime atmosphere did not end. By that point it was no surprise that the papers reported it as “Princess Luna Pushes Equestria Toward Further Prosperity,” but from Trixie's perspective the truth was all too clear. Instead of the militarism ending with the fighting, Luna's rule became only more dictatorial as time went on. Where once the land was free and prosperous, all effort from the end of the revolution onward seemed focused on furthering the advancement of technology. The same technology that began with the weapons boom of the war. Since the barren land would no longer yield any life, society turned to manufacturing all they could, all the way down to magic itself. The worst part was the Celestial Empress's former base of operations. At first the prison had been used to house the prisoners of war that were wrangled up across the land. In time though, the prison only grew, both in scale and influence. Once it was repurposed and renamed as Ponyville Penitentiary, more and more ponies started disappearing behind its walls, just as they had at the start of the conflict. Only this time, no pony seemed to notice.

Trixie walked along the wall with heavy steps, allowing herself to physically pass through each stage of the terrible history. How could so much have gone wrong while she had been gone? How could the Princess have really done all that? None of it made sense.

Upon finally reaching the end of it all, eyes wet, she spotted the Doctor. He stood only a bit away, but Trixie could see his brow furrowed in anguish as he beheld one particular display that dominated the room. When she walked over to join him, what she found truly shocked her. There, suspended behind glass, was Princess Celestia's beautiful golden tiara. It sat on a glass shelf, so pristine that it indeed seemed to be floating. Trixie had only once or twice had the opportunity to see the princess herself, but it could not be denied that the regal pony left an indelible impression. She could almost see Celestia's head beneath it, even now. There was simply no other place the symbolic jewelry appeared naturally in her mind. The placard above the case read “Celestia's Lie: The Ornament of a War Criminal.”

“This isn't right. None of it is,” Doctor Hooves muttered angrily. “I have seen societies crumble. I have seen unjust rulers betray their people. This is something else. This is a pageant, a show.” His anger grew as his rambling became more erratic. “Whatever we thought we corrected in the past isn't over yet.”

More and more often lately, Trixie had found herself at a loss for words. Rarely had this ever been a problem for the loquacious unicorn before, but something about the situations this pony put her in had a pronounced stupefying effect. Maybe it was all the unmitigated horror. “Doctor . . . hasn't this all happened? I mean, if we get the TARDIS, but . . . what can we do?” At that moment she felt well and truly powerless. It was not the kind of disappointment that came from missing an act and failing a show. It was not the kind of pain that came from the collar around her neck, sealing in all her magic. This was how it felt to watch one's entire world destroy itself and then be framed on a wall.

“No. Not today. Not to-this-particular-amount-of-time,” Doctor Hooves said with a calm fury. “I may have seen other worlds destroyed, but not this one. This is wrong. This one we can stop. And that's a promise!” The mad pony leaped back from the case. Trixie thought he was going to kick something over, break some of the glass, but it was enough for him to prance about triumphantly. She couldn't help herself. An involuntary chuckle escaped as she watched the fevered stallion jump around like a young colt.

“Trixie!” he yelled, finally stopping for a moment. “Ask me again!”

“What?”

“The thing! Ask me again what you said before with the question mark and the sad face!” That's it. This was all too much for him. He had lost it.

“Um . . . 'what can we do?'”

“Yes! That one! Ask me that! Do it now!”

“What can we do?”

That grin belonged on display in a museum. “We can be magnificent!”

CHAPTER TWENTY ONE: This Place Sucks

Her laugh rang loudly in the desolate halls of the exhibit hall. “It may not be Great and Powerful, but the Magnificent Trixie has a certain ring to it.”

“It certainly does,” he replied, beaming. “Come along then,” he continued shuffling off in one direction or another, “best we make our exit before learning any more than necessary.”

“Indeed,” Trixie agreed, padding alongside him, “Trixie has already done enough reading today to last her quite some time. And, of course, boorish as always. No mention of my illustriousness.”

“Mm,” Doctor Hooves agreed noncommittally. It was almost as though what she said had actually given him cause to consider something. Trixie found it odd that this particular mention had made him so contemplative. Surely she could not have said something actually important. Even she knew that what she had said was mostly a joke. Mostly. Partially. Like, sixty/forty. Give or take.

By the time Trixie realized that his being in thought had put her just as much in thought, she realized that she had been following Doctor Hooves in circles. Not circles around the museum or circles around the room. No, it was one tight circle that he kept walking around in at the opening of a new corridor.

“Doctor, what are you doing?”

“Not interrupting you,” he replied as if it were the simplest thing in the world. “You looked deep in thought and it seemed rude to bother you.”

“Well,” she said in the midst of a low growl, “Trixie is no longer bothered, so could you please stop?”

“Look, Trixie,” he said in a tone of clear annoyance, “I'm trying to think a bit here, could you not interrupt? You're being a bit rude.”

It was hard to tell if Trixie was growling again at that moment or if she had never really stopped. “Oh, my poor Doctor. Trixie is ever so sorry to have disturbed you,” she intoned with mock concern.

The Doctor raised an eyebrow at her, but did not stop his pacing. “Subtle.”

“Trixie is certain she has no idea what you mean, but, if it might help, she would be quite willing to share the burden of your thoughts.”

Watching the Doctor's eyes roll while he continued his circling was actually starting to make her dizzy. With nary a missed beat, she shook her head, clearing her senses, and went right back to staring daggers at the stallion. The thing about those daggers was once they got stuck in a pony, there wasn't too much that pony could do to shake them out.

“I was trying to decide what to do next.”

“Trixie can help with that. You should find the exit next.”

“That's the exit,” he said, nodding his head toward mysterious corridor.

“Why didn't you say so?” she asked, annoyed, but hardly surprised. Obviously he had been wandering in front of this passage for a reason. It all made sense: The reason he stayed was because this was the exit. The reason he kept turning in circles was because he was a weirdo. “Regardless, let's get going then.”

“I don't think you want to do that.”

“Oh?” she returned, unfazed. “And why is that?”

“Because that corridor has a lot of doors.”

Trixie blinked. Tilting to one side, she craned her shackled neck to look down the length of the exit corridor. Sure enough, both sides of the narrow hallway featured a seemingly endless line of uniform grey metal doors. Each one was complete with a large turn wheel handle and a smaller door at the top that looked like it slid to the side. She supposed it was to see inside the room without opening the door, but it hardly seemed to matter why such a thing would be necessary. This place had been strange enough that Trixie preferred not to question anything, lest it jump out and bite her for the trouble.

“In Trixie's expert opinion, those are indeed doors.”

“I'm going to have to open those doors.”

“Everypony has to have a hobby,” she countered with a shrug.

“Opening the doors is probably going to scare you.”

“That's ridiculous!” Trixie screeched. Clearly, this was the straw that broke the humped Arabian pony's back. So, nopony could possibly be as brave and unflinching as the mighty Doctor? Insolence!

“It's really not.” He was doing that 'stressing the vowel sounds, because I'm so much smarter than you' thing again. “Because the question is, 'Why would a museum have a row of doors like that?'”

Such trifling concerns were not Trixie's to heed. Nothing short of nothing was going to stop the Great and Powerful Trixie from walking over to any sort of door she chose, such as she proceeded to do, reaching the door nearest the entrance in moments, sliding open any little hatch that struck her fancy, as she then allowed her horn, non-magically, she disappointedly reminded herself, to do, and looking inside to see—

“Oh my bucking Celestia!”

In the blink of an eye, Trixie was well away from the open hatch on the door and cowering behind the Doctor's hourglass-emblazoned flank. Unfortunately, her cover did not last long, as the Doctor slowly made his way over to the door with the hatch Trixie had opened. His sad eyes peered through the door's divide, unsure if their sorrow came from the sight they beheld or because that sight did not surprise them.

“Because it's a prison.”

Inside the cramped room beyond the door was an earth pony with a coat of pale gold and a cutie mark like a glowing heart. Her mane and tail were gone, presumably shaved away. Instead, the mare was suspended above the floor by a bizarre web of wires and cables that entered through incisions in her head and spine. The rest of her body hung limp, not even twitching at the electrical hum of the machinery planted within her. What remained in that room was not a pony; it was a corpse in a box.

Unflinchingly, the Doctor maintained his gaze on the view port. His vigilance was soon rewarded as, out of nowhere, an image appeared, perfectly framed by the viewing port's sides. It was like a screen, but it just floated there in the void between the door and what was once a pony. Upon the pseudo-screen though, the affair was quite different. The pony in that picture, very much a match for the one suspended in the room, save for a flowing mane persisting where there were now only wires, appeared to be very much active and alive. In the image, she was yelling at a group of ponies wearing armor and sporting some of the weapons from the exhibit hall. Her hoof jabbed at the air, picking out each of the armored ponies accusingly. Two of the armored ponies stepped out of their formation and made to walk around the mare, looking to enter the entrance of the building to her back. Without hesitation, she jumped in their way and shoved violently at them with all her strength. One of the ponies stumbled backward, but the other, a unicorn, stepped around and his horn began to glow. An instant later and the mare was winded on the ground, as if a blow had knocked her down for the count. Again, two more armored ponies stepped from the line. Each one grabbed one of the mare's legs and started dragging her away. She recovered quickly, struggling and kicking all the while, screaming at the top of her lungs, but it was no use. No matter how she tried, she could not escape their grip. And then the armored ponies entered the building and started bringing out the foals.

“What is it?” Trixie asked in a terrified awe. At some point during the presentation, she had made her way back to the door. Her gaze was nowhere near so intense as the Doctor's, but she made it a point to look over his shoulder and bear witness to the horror she did not understand.

“History,” Doctor Hooves announced sullenly. “The memories of a prisoner. A war criminal.”

“But . . . .” Trixie stammered. Nothing in her life could have prepared her for this moment. “Is she alive?”

“Not in any real sense. Some part of her brain that still has access to her memories is hooked up somewhere, in here, in all this, but it's not what I would call a life, no. As soon as any of these wires come undone, the whole process would backfire, killing her instantly.” Gritting his teeth through the fog of rage, he slid shut the cold hatch to the harsh sound of metal scraping metal. “They made an example of her: The rest of eternity to stand as an exhibit of her crime.”

“Did you know about this? Did you know we would find them this way?”

“No. I had my suspicions, but, no. This is a prison, after all, though. No matter how big the rest of it is, it's still a prison. The cells had to be somewhere.”

“So . . . all of them are like this? All over the park? Every pony?”

“Oh, I'm sure whoever set this all up is vindictive enough to include a different theme in each area, appearances and all, but, yes essentially, you're right. They're all like her. You heard it yourself: They've all been banished.”

“Doctor?” Trixie finally said after a sufficiently long, and mostly unintentional, moment of silence. A practiced facade of a voice betrayed none of the terror and revulsion she felt. “Let's leave. Trixie has had enough of History Kingdom.” The Great and Powerful Trixie does not vomit. The Great and Powerful Trixie does not vomit. The Great and Powerful Trixie does not . . .

“Yeah,” Doctor Hooves replied quietly. He stared at the closed view port only a moment longer, as if it might have one last secret to share with him. Finally, though, he must have given up on solving the riddle of that particular travesty, and he started heading onward, past the countless prison cells. “I think I have too.”

CHAPTER TWENTY TWO: Quest for the Minotaur's Shower

It seemed like it must have been hours upon hours that Trixie and the Doctor passed silently through that corridor of the dead. Trixie thought it was a safe assumption that, what with her line of work, she had traveled more than most ponies out there. Clearly, she had not been to so many places as her well-traveled companion, but, generally speaking, she had a decent idea of what the wide wide world of Equestria had to offer. When traveling is all one does, a pony ends up seeing a lot of places and meeting, performing for, taunting, and/or getting thrown out of town by a lot of ponies. Long story short: Equestria had no short supply of horses. Trixie had personally met a lot of them. Maybe too many to count. So why was it that in that hallway she could remember a thousand distinct faces and imagine them behind every door?

Once or twice, though as rarely as she could help it, Trixie had even passed through a graveyard. There were not a great many of these in Equestria. Typically, ponies ate well, got plenty of exercise, breathed clean air, and lived to a ripe old age. Even so, by necessity, graveyards could be found in Equestria, complete with guards patrolling for any unicorns looking to raise a zombie pony. Shame too. It would have gone so well in her act. And it could have carried her bags. The point was that Trixie was not entirely unfamiliar with the presence of death. She was not entirely fond of it, nor particularly accustomed to it, but there were certainly worse things than a dead body. A bad review, for instance. This was something different though.

The final exhibit in History Kingdom was not a graveyard. It was not a tomb or a mausoleum. When a pony stands in the presence of the dead, it is disconcerting to be sure. To see a pony who once walked and talked and spoke and breathed just as any other, and to see that pony completely devoid of not only those things, but everything, all the things like love and laughter and anger and that soft smile some ponies could do with only the slightest crinkle of the eyes that made them alive instead of just functioning, to see all that gone, it was scary. Death is the greatest unknown and what a pony doesn't know, doesn't understand, is always scary. But, walking through this pristine hallway, Trixie was not afraid. She did not even truly sense death, as it were. Death has an odor. Death has a taste. This place was sterile. The ponies here were not dead. No matter what the Doctor said, the truth was that these ponies were alive. Each and every one of them was alive and trapped and there was not a single thing they could do to save any of them. She understood perfectly. History Kingdom was not scary. It was painful. Trixie supposed the Doctor was right: The past often was.

“Ah, feel that recycled air and synthetic solar luminescence,” Doctor Hooves whooped as he burst through the exit of History Kingdom. His jocularity was a bit puzzling to Trixie, but she supposed she was pretty happy to be out of that hallway, as well, despite what that might mean for the road ahead. There wasn't anything they could do for the prisoners locked up in this place. Not now. Maybe though, maybe they could make it so none of this had ever happened. I have to believe that, Trixie thought to herself. I have to believe in him.

“Now then,” Hooves said with a twirl, “where have we gotten ourselves this time?” Optimistically, Trixie wondered if maybe the designers of Ponyville Pen had been confident enough that the first part of the prison would be so bad they wouldn't have to finish the rest. Unfortunately, it did not take her long to see that this was not the case.

“Oh, you have got to be kidding me!” Indeed, the exit they had chosen had put them outside once more, or rather, as outside as this place managed to get with its lie of a sky, and it even stayed outside. However, their view of anything beyond where they stood was immediately blocked off by massive walls. They rose up and up, reaching just as high as any building they had seen, dominating the landscape with a looming shadow. Certainly higher than any pony would be able to climb, Trixie remarked to herself knowingly. She frowned for a moment as she looked up at that wall, allowing herself to remember the prison sentence around her neck. Wonder what they would have put on me if I was a pegasus.

At the same time they were tall, the walls also managed to be simultaneously stouter than the thickest tree trunk. These walls were so massive that they managed to obscure even quite what they were walls to, but the opening passage that lay between them gave enough of a hint for a savvy pony to figure out. Of course, if that was not enough of a hint, then the massive sign that welcomed them certainly gave it away.

“'Loony Labyrinth!' Are you freakin' serious?” Most amusement parks had abandoned the idea of using mazes as an attraction. Simply put, they were never really as fun as they were on paper. More often than not, they were just kind of creepy and tedious. All of these were reasons why a labyrinth would be perfect for Ponyville Pen. Trixie felt like a bit of an idiot for not having seen it coming, honestly. “This is all Trixie needs right now.” She sighed heavily. “Minotaurs are such smelly jerks.”

“Hm. Actually have seen a minotaur. Didn't smell that bad. That was in a hotel, though, so it might have had a shower. Well, virtual hotel. Actually, that ended up being a prison too. Minotaurs and prisons: What's up with that?” Trixie was just sort of squinting at him. Again. “Still, might have had a shower.”

“Yes, well,” she moaned morosely, “Trixie could use a shower. Are your little adventures always so . . .” she sniffed at herself with the slightest recoil, “sweaty?”

“Not really sure,” he replied distantly, now focused on his own inventory of the labyrinth before them, “never done it as a horse before.” Trixie was still not totally sure how to take this. All these little casual asides to not being a pony had been easy to ignore, so far. Still, Trixie did not like feeling as though she was being messed with. Being an alien was one thing, but a not pony alien that was now a pony and also still an alien was on the confusing end of things. Even so, best not to worry about it too much just then. “Do ponies not, you now, pant or something? To keep cool?”

Well, something about that had been wrong alright. Trixie was clearly affronted.

“No?”

“That is dogs. Dogs pant. Are you truly comparing the Great and Powerful Trixie to a mangy dog?”

“Not a mangy one.” That was apparently the wrong answer. “Is that even an insult? Aren't some of the dogs in Equestria sentient? How does that work anyway?”

“How would I know!” she bellowed in retaliation of his tangent. Sure, it was great and all that he was letting himself be cheery Doctor Hooves again, brooding Doctor Hooves was genuinely depressing, but now she was back to the problem of how to shut him up. In a labyrinth. One of those things where all a pony did was walk and walk with nothing else to do but chat. Until she ran into a minotaur. She actually found herself hoping that if they did run into one that it did stink. The only thing worse than smelling a minotaur would be getting jealous of one's shower.

This time it was Trixie that led the way. Without another word, she began storming off into the twist ways of the Loony Labyrinth, half to get it over with and half to get away from the Doctor's nonsensical prattle. When the Doctor finally noticed her non-presence, he was so bewildered that he nearly forgot to follow after her.

“You know, there might not even be a minotaur,” he said upon catching up.

“Oh?” Trixie asked with one eye raised. It was that moment that they crossed over the threshold into the labyrinth. “How do you figure?”

“Well,” the Doctor began with a hard to miss hint of glee as he began explaining something, “it's the 'Loony Labyrinth.' I was just thinking that the 'Loony' might be just as important as the 'Labyrinth' to the description. It wouldn't be that unusual to include a sanitarium in a prison this large.”

“Let Trixie get this straight,” she began, “you are telling Trixie not to worry, because there may not be a minotaur, but there will be a bunch of criminally insane ponies?”

“I suppose that sounds like something I might say.”

“You really are terrible at this,” she returned with a grimace and a disappointed shake of her head.

“Yeah, the evidence is definitely piling up that way.”

CHAPTER TWENTY THREE: The Worst Kind of Pony

Left turn.

Right turn.

Another left turn.

Left.

Stop. Damn, and that seemed like such a sure thing.

“This is stupid,” Trixie grumbled upon encountering their sixth dead end. By this point, she and Doctor Hooves had gotten uncommonly good at cluelessly wandering for extended periods of time, but, as that was all the Loony Labyrinth allowed them to do anyway, the skill was not exactly proving its worth. When they started out, it had been a whole fifteen minutes before they ran into a dead end. After that, the margins had gotten smaller and smaller until only a couple minutes passed before they were lost once again. Any fantasies that their trip through the maze would be quick and painless had surely been abandoned by this point and “At least we haven't found a minotaur yet,” could only keep a pony's morale up for so long. Trixie thought the Doctor was supposed to be Mr. Thinker McSmartypants, but now she was starting to wonder just what puzzles he could solve. Not flipping mazes, I guess!

“You could say that. You could also say that it's not a labyrinth. Not really,” the Doctor confided. He had been quieter since that first dead end. Trixie assumed he was trying to concentrate on finding their way. Now that he was speaking up once more, it seemed as good an idea as any at the moment to listen.

“How do you mean?”

“See that scuff there on the wall?” he said, pointing one hoof at the massive slab that blocked their path.

Trixie squinted. “No. No I do not.”

“Alright, well,” he said with a sigh, “doesn't really matter. There's a scuff there, on the wall. It's a marker. Somepony here before must have made it when they ran into the same problem we're having now. Anyway, it used to be over there.” He pointed over his shoulder back the way they had come, grimacing all the while. “Basically, the walls are moving.” Revelation delivered, he looked at Trixie expectantly. And waited. For her to say . . . nothing? “Ahem.”

“What?” She finally mumbled with a blinky shakey motion. “Sorry, what? Trixie was still trying to see the scuff.” Even while she pretended to pay attention now, her eyes constantly shifted back to the wall in front of them.

And some say I have a short attention span, the Doctor very loudly thought.

“AHEM.” Okay, that one got her attention. “I said the walls are moving.”

“What? Why?” she asked, her voice betraying the fear through the constant mask of annoyance. “Is somepony trying to keep us trapped in here?”

“Well, that's one possibility,” he considered aloud, making to move back the way they had come. “But, if that's the case, then there are much easier ways of doing it.” As much as the Doctor did not like admitting it to himself, it was absolutely true. Whoever or whatever it was that had them trapped, well, that was the point, wasn't it? It had them trapped. In a very effective trap. They were very much at their captor's mercy. The strange thing was just how much autonomy they had actually been given up until now.

Presumably, somewhere in here, everything about this place could be controlled. At literally any time they could have been locked in a room and starved to death. If their tormentor really wanted them gone. Attention like that would have been welcome at this point. Doctor Hooves had long ago mastered the art of improv. If he knew what he was getting into and had the time to plan, then there was very little that could get in his way. More often than not though, his adventures put him in a far more reactionary position and that was fine by him. Except, this time, nothing was happening. No attack. No clear intent. Instead, they had been allowed to roam freely, for the most part. Maybe that was the point. Maybe wandering free in Ponyville Penitentiary was the goal. Maybe that was enough. Until now. Best case scenario was that the cruel bully was getting impatient and finally giving Doctor Hooves something to work with. Worst case scenario was that the mastermind was finally ready to take things seriously. Unfortunately, the best and worst case scenarios usually tended to be the same thing when it came to the Doctor.

“The other possibility is that we're being led somewhere specific.”

“Oh, wonderful,” Trixie muttered under her breath. “Trixie knew we would not make it out of here without running into some crazy ponies or—there it is! There's the scuff!” she announced proudly, jabbing her hoof at the wall. Without missing a step, Doctor Hooves cocked his eye in the general jabbing direction.

“That's a different wall.”

Trixie's mouth curled into a frown and she haughtily turned from her shame. “How can you even tell?”

How could he tell which wall was which in the monochromatic haze of uniform utilitarianism? How could he make out where they had come from and where they were going in the corridors upon corridors of mirrored mind-numbing construction? How could he tell the tiniest most inconspicuous scratch apart from the next tiniest slightly more inconspicuous scratch?

“I'm the Doctor.”

They turned the next corner, imperceptibly different from the last three, and the Doctor stopped dead. Trixie paled, just barely managing to mimic his reaction before falling into the massive circular gap in the floor.

“Gulp,” she said, peering into the dark void that happened to sit in place of a floor. Suddenly becoming self-conscious of her own tendency to be terrified of ominous death pits, Trixie quickly scrambled backwards, pushing herself up against the closest wall, firmly as possible. It seemed that they had reached the center of a circular labyrinth, but, instead of a prize or even a minotaur, there was just a hole, boring down into the earth. Strangely, Trixie felt that it had a sort of gravity to it; a literal black hole that pulled in all her curiosity, forcing her, no matter how she tried resisting, to search for a bottom completely submerged in shadow.

“Doctor, what is this?”

“In my professional opinion,” his reply quick and calculated, “it's a hole.”

Trixie nearly hit him, before fearing that she might accidentally knock him into the pit. He could be a nuisance, but she didn't think even her conscience could handle murdering Doctor Hooves.

“Trixie knows what a hole is. Jerk. She was asking why there's a hole here. What's down there?”

“Oh, I can answer that.”

“Oh, good.” Wait. That didn't sound like the Doctor.

“Wait, that didn't sound like me.”

“No, I should certainly hope not,” the sandy colored unicorn mocked as he emerged from behind one of the many labyrinth walls that lined the pit. Glowering at Trixie and the Doctor, his mouth curled into a sinister grin. He was clearly older than when they had seen him last, but his features had been distinct and were much the same. His eyes were still weary with the weight of what the world had shown him, but they could no longer hide the disdain that had been so tempered there before. They were eyes that, like the rest of him now, all the way down to the fraying ends of his signature mustaches, possessed an unmistakable manic quality. Instead of a dark turban, a totally sweet pointed wizard hat sat upon his head.

“Menlo the Mustachioed.”

“My hat!”

The Doctor's eyes stopped being concerned and started being annoyed as they rolled over to scowl mildly at Trixie. “Really?”

“What?” she replied innocently. “He has my hat!” He raised a hoof to his temple and shook his head in bemusement. “I like that hat,” she whispered in defeat.

“AHEM.”

“Sorry, right,” the Doctor said with renewed energy, curiosity, and caution, “the hole, then. Why was that?”

“Hm hm.” Menlo gave a deep taunting chuckle. “Oh, Doctor, I'm sure you have your own suspicions about that.”

“Well, yeah, 'course I do,” he returned nonchalantly, watching Menlo's every move all the while, “but that's no fun, is it? I'd rather have it from the horse's mouth, so to speak.”

“Allow me then,” the wicked unicorn began with a flourish, “to illuminate the—"

“Oh! Men-LO the Mustachioed! Trixie remembers you now! Mr. Mustachioed!”

“Oh, come on!”

“Sorry, sorry,” Doctor Hooves said apologetically, “she's still a bit new. First stand off and all, won't happen again. Right, Trixie?” The question was asked through agonizingly clenched teeth. Trixie got the impression she might have actually been embarrassing the Doctor in front of the bad guy. Thinking about it, she supposed she wouldn't have liked it too much had somepony come up in the middle of one of her shows and started yelling randomly to the audience. If anypony could appreciate the finer points of practiced theatricality, it was her.

“Oh, right, sorry,” she said, winking at her friend as he grew even more embarrassed. “Sorry Mr. Mustachioed! The hat looks great! Not as great as it does on Trixie, but, you know . . . Anyway, please continue.”

“You sure?” the unicorn yelled back angrily. “Nothing else you want to get out of your system?”

Trixie managed to stay silent. She had no tolerance for hecklers, but this was neither the time nor the place.

“Fine! As I was saying then,” Menlo announced, wanting to make it clear that the fact he had already started his presentation was important information, “I'm sure you, Doctor, have figured it out already, but allow me to illuminate, for you, the situation.” Slowly, but with a greater sense of purpose than of caution, Menlo made his way to the edge of the pit. He looked down, allowing himself to hang over the emptiness precariously. To Trixie, it was like he saw something down there, in the blackness, something she could not see, and it fascinated him.

“The pit is where the crazies were kept. Every criminally insane pony in Equestria, the justifiably truly madly violent ones, not like the quote-un-quote criminals you've seen until now, I'm sure, was thrown down in that hole. In its cruelest joke of all, the prisoners of Ponyville Penitentiary,” he spat the words hatefully, as if bile entered his throat just by uttering them, “the ones who actually needed correction, were denied it completely.” He rose his head then, eyes shadowed in a rage-filled haze that Trixie never could have imagined seeming in him at the podium all those centuries ago. “And mocked for it. Instead,they were all thrown down in the pit with just enough food for only some to survive. The labyrinth was built to keep them in, should any unforeseen escapes occur, though it also took on the delightful double use of making a nice surprise for any less insanity-inclined inmates who happened to make it to the center. Of course, it was all a perverse experiment. An experiment to find who was the most mad, the most violent, the most cunning,” he paused allowing the words to linger on the air, “the most hungry.”

“As you, yourself, said, dear Doctor,” all smiles, “I am 'quite the powerful unicorn,' as well as quite cunning. The rest I'm sure you'll find out soon enough.” His voice was smug and cold, like a cruel child looking down at an insect. “So when I was the last one remaining in the pit, the Warden saw it fit to release me into her care. She praised me, my abilities, my nobility. I was quite an affluent member of society before my conviction, I assure you. In her infinite wisdom, she trained me, molded me, and allowed me to serve her. I was sent back into the distant past with instructions on how to pave the way for her coming. Plans that you ruined.” At this, his eyes squinted into even sharper points and his voice began to drip with malice. “But my master is kind. She allowed me to return, eventually, to serve her once more. To remedy my failure.”

“Think I already have this part figured out, as well,” the Doctor spoke up with far more calm in his voice than the circumstances would appear to dictate, “but how is it you plan on doing that?”

Slowly, achingly so, Menlo raised a hoof to his mustaches. With a smile of unsurpassed menacing glee, he stroked the long tufts of hair, cackling all the while. It was incredibly creepy. Menlo had left the building. Then, as slow as it had started, it stopped, infinitely quicker.

“I'm going to kill you.” He inched forward.

“Right, thought so,” Doctor Hooves said, inching back.

“Doctor, this is dumb. He's a prisoner in here too and there's two of us. Let's just beat him up.”

“Good point, Trixie. Really good point. One small detail you might have missed though.” He moved back another inch and tried to pull Trixie along with him.

“Oh, and what is that?” she asked without budging.

“He's not wearing a collar.”

This took Trixie a moment. She started to form a response, but decided that second and a half might be put to better use thinking about what Doctor Hooves had just said. Reaching a hoof up, she touched the collar around her neck, the chunk of metal she had taken for granted to mean no magic was allowed in Ponyville Pen. Then she looked at Menlo. Well, first she looked at her hat. Then she looked at Menlo. Then she looked at Menlo's neck. His neck. Not the silver hoop that should have been around his neck.

“Oh.”

Menlo the Murderer's horn glowed a bright crimson. Five magical blades, thin but dense, appeared, all hovering about his head in an arc.

“Oh.” She inched back.

“Yeah.”

“Any brilliant Doctor ideas?”

“Just one.”

“Trixie is all ears.”

“Run!”

CHAPTER TWENTY FOUR: Run Trixie Run

“I warned you: It always ends up with the running!” Doctor Hooves yelled while tearing around another corner as quickly as all four legs would carry him. Four whole legs. Count them. One, eight, nine, twelve, three hundred eighty two thousand six hundred sixty eight, four. Or something. Regardless, the point was, “All these legs and I don't even have the chance to appreciate it!”

“Well, on the bright side,” Trixie replied, almost slamming into a wall as she careened around bends at top speed herself, panting slightly while she tried to speak, “Trixie's hat looks totally badass framed by all those deadly deadly magic knives.”

“Ugh! It's always that hat, isn't it? Everypony know the coolest hats are fez, Stetson, and Talpurian phostorenza bonnet!” This was good. Right? Probably. The talking? Keep moving, but not giving up, still chatting away to keep the spirits raised? Or maybe it was just tiring them out quicker and making them easier to find. Damn, that's right, 'hearing' was the sense ponies had, not 'pumbersquatch.'

It hardly seemed to matter though. Menlo was a powerful unicorn with a vendetta and nothing to lose. As much as that sounded like it should have been on a film poster instead of on their heels, the fact was that any wrong turn could very realistically be their last. The Doctor had failed many friends, but he could not imagine adding a sparkly unicorn with an adorable little cape to the list. That meant he needed time to come up with something. And that meant running.

So they ran.

“Doctor!” Huff, huff. “What happens if we run into a wall?”

“What a stupid question!”

“What? Why is that a stupid question?”

“Because I don't have an answer yet!”

That would get her to be quiet for a few seconds, at least, but time was always running out and she had a point: Sooner or later they were probably going to run into a dead end, emphasis on the dead. Not even the Doctor could tell any longer if the walls were still shifting, manipulating them into a prolonged torture or a quicker demise. At that moment, he was running, keeping track of Trixie, listening for Menlo, trying to navigate the labyrinth, come up with a way to get out alive, and working to confirm his suspicions about who might be behind all this. Keeping track of scratches and scuffs on the wall was just a little too much and something was bound to give as it was already. As with all things, it was only a matter of time.

Even if they made it out of the labyrinth, they would only end up back where they had started or somewhere inevitably worse. No matter where they ended up, they were trapped in a prison with an equicidal horse with shiny floating blood daggers. All the while, Menlo could be heard hunting them, his hooves hitting the ground nearly as hard as theirs. Whether his slightly slower pace was thanks to some perverse joy he found in prolonging the endeavor or his more pronounced age, presumably due to whatever exile or torture his master had kept him in for his failure, Doctor Hooves did not know. Regardless, at that moment, it might have been the only thing saving them.

Then, in the breadth of an instant, something changed. Something remote, nearly unnoticeable. What was it? What was it? He had to think. Something that was just there and now wasn't. It was on the tip of his breath, like he had just had it . . . the hoofbeats!

“Stop!”

THEEWWW-shk!

He had managed to pull Trixie to a stop just in time. An inch in front of her was one of Menlo's crimson energy blades, thin as paper, wedged cleanly into the ground at their feet. A moment later, it shimmered and vanished into mist.

“He's stopped chasing us,” the Doctor said, his voice a barely audible whisper. “He realized he can find us by listening. We need to proceed as quietly and carefully as possible.”

Trixie's eyes shook with a million things she wanted to say, but she only nodded. Doctor Hooves gave silent thanks for that mercy. He wasn't sure anything could help them if she spoke.

So, quiet as mice, they continued. Moving along at a crawl, picking up and dropping their hooves so softly as not to make a single sound, gave them a far better chance to observe their surroundings. However, the blessing was only a disguise. The truth of it was that Menlo had them exactly where he wanted them. Should they move too fast, he would hear them and immediately launch one of his weapons over the wall. Unfortunately, moving so slow that he could not find them only meant that he would be able to gain ground on them exponentially faster. With that last knife, he probably already had an idea of where they were. Doctor Hooves had no doubt the unicorn was smart enough to navigate the maze, even if he was distracted by a bad case of the nutsies. Worst of all were the unknowns. They knew Menlo was smart and they knew he was powerful and they knew he was crazy, but that was it. What spells did he know how to use? Were his abilities restricted to throwing knives or could he burst through the wall at any moment? Just how much was he toying with them? There was no way to know how safe they really were. Instead of a mercy, the slow pace at which they moved was an unmitigated torture.

Just how Menlo wants it.

“I'm starting to lose patience, my little ponies!” Speak of the devil. “I'm sure by now even the little insolent one has realized I can end this whenever I so choose. Fun is fun, but I am ever so eager to be back in my master's good graces.”

His malicious voice echoed through the walls, as if it could have come from a hundred different directions. He was close, there was no doubt of that. But how close? How close were they to staring another knife in the face?

I can't. I can't fail another one, not again. The Doctor chanted this in his mind, like a mantra. But fatigue was setting in. With every silent step, the labyrinth walls only became all the more confusing. From the start he had known that sooner or later he would have to confront their attacker, but Menlo had every advantage and he had nothing. Doctor Hooves was scared.

“Doctor!”

The whisper was shrill, low and small, but Doctor Hooves was close enough to hear it. His head hung to face her, filled with sorrow, masked with bravery. Until he really looked. She was scared for certain. Oh, yes, she was scared. But there was more than terror. There was hope. The magician had something up her sleeve.

“Trixie has a plan.” She gulped. “How's your aim?”

It's only a matter of time.

This is what Menlo the Mustachioed thought to himself as he moved amidst the labyrinth walls at a veritable mosey. By this point, it had been a long time coming. A very long time, from his perspective. When the Warden had first returned him from what he had assumed would be a shameful exile in the distant past, he was overjoyed. Menlo could not remember a time he had not been spellbound, hypnotized, by the mere thought of his master. He had always had a strong will and a dominating personality, but his fealty to the Warden felt proper, like submitting to a higher being. Truly, his master valued him, loved him, had pride in him enough to return him to her almighty presence. But it was not to be. The Warden did not tolerate failure. So, he was returned to the pit, all alone with his madness, his desire, and, most of all, his hatred. Truth be told, he did not know how long he had been kept in the darkness, with only the light above to remind him what he had lost, but the Warden had told him a time would come when he might be of use once more and he might redeem himself. For that sole purpose, he kept himself ready.

When that time finally came and he heard that hypnotic voice once more, he had been more than happy to do his master's bidding. As a show of faith, or at least that was how he chose to perceive it, he was even given the blue annoying one's hat to replace his lost turban. The stars that adorned it reminded him of his master and he treasured it all the more.

He had been a unicorn of considerable magical ability long before his placement within the confines of Ponyville Penitentiary. Outside the constant skirmishes that lingered from that archaic war, there were but a very few murders committed between ponies. Of course, that had made it all the more easy for him. Ignoring his status in society, just the mere fact that he was a pony had cast him above suspicion for a time. Much easier to blame that violent sort of behavior on creatures of a far more foul disposition, like dragons or sugarplum fairies. By the time he had finally been caught, he was a record holder. His particular combination of talents achieved him the first unequivocal victory of the pit and, more importantly, the regard of his esteemed employer. These prodigious origins, combined with all he had been taught since then meant one thing: He was the best. Until these two got in his way.

Whether or not he would kill them, violently, mercilessly, was not really a question. The only thing left for him to guess at was how long he would allow them to prolong their suffering. Security measures dating back to the labyrinth's inception meant he could not cheat his way through with magic, though that hardly mattered. He was a trained hunter, from his horn to his hooves. Indeed, it had only been a matter of time. And then it was a matter no longer.

“HACK!”

There! Reflexively, Menlo sent one of his daggers arcing over the wall, towards the direction of the coughing sound. The floating knives were, of course, a spell of his own design. Originally, the idea was simply to craft a weapon that would not leave a trace, but he had improved on the concept to a considerable degree. They were blades unlike any that could be forged in steel, even with the technology available at the time. So thin and light they could move like lightning, but so dense and hard that they could cleave through any material. Not once had they failed him. This time was no different.

“AAHHHghk!” came the squeal.

“NO!” came the scream.

Perfect. Menlo knew exactly what had happened. He had heard that sound many times before. Better yet, he knew exactly where his victims were.

CHAPTER TWENTY FIVE: Oldest Trick in the Book

Menlo's mustaches trailed behind him as he ran at full force through the twisting walls of the Loony Labyrinth. Even though he had traveled the maze's corridors more than once, its ever-shifting nature did not make his trek a great deal easier. He had heard it though. He had heard that cry of pain and that scream of despair. This time, his blade had found its target. That was enough.

Of course, his faith in himself was not misplaced. Another turn was made and, like magic, there they were. The brown stallion, the mighty Doctor, trembled in abject pain and fury. When Menlo had met him before, it had been truly a surprise. Not because Doctor Hooves had correctly guessed that he was a time traveler, but because of the power, the intensity, he sensed behind the stallion's words. In a way, he reminded him of the Warden a little, somehow greater than just another earth pony. Now though, now he was nothing. Just another weak little pony, clutching at his friend for comfort.

And that was the best of it. Had his blade hit the Doctor, the threat, it would have all been over too quick. Menlo would not have been able to savor the satisfaction of their pain. Luck had been on his side, though. This way, he could truly and deeply taste the Doctor's pain as he held on to the lifeless body of the irritating blue unicorn. She definitely would not be so chatty any longer. Not lying in that red puddle.

“Ha ha ha hee hee ha ha!” It felt good to laugh like that again. There was not much laughter in the pit. He had earned this day. “Well, well, well, this has certainly gone better than I could have hoped. Hello, my dear Doctor. So sorry about your friend there. Well, not really, you understand. Call it droll, but I just cannot deny myself a jolly bit of sadism with a kill like that. We both know I would have found you eventually, but I'm curious: How could you have allowed her to make such a blunder? Did she not listen to you? She seemed the willful sort. I don't suppose it could have been a cold? My, that would have been dreadful, sick on her last day among the living. Or,” he stopped for one more subdued chuckle, before his voice dropped one more menacing octave, “was she really just that weak and stupid?”

“One thing.”

“What's that?” Menlo could have sworn he heard the faintest whisper, choked by anger. He should end it by now, he knew, but it had been so long since he had been allowed to indulge. “Did you ask something? You might as well speak up now that I've found you.”

Doctor Hooves raised his head. His eyes were hard and defiant. Menlo had hoped for tears, but one could not have everything one's heart desired.

“One thing, Menlo. We both know how this ends, so let me just ask you one thing.” His voice was cold as ice, a whisper no longer. There was a fury there, but not the flaming passion Menlo had so often encountered before. It was frozen, hard, crystal clear. Even through the haze of madness, he could feel it. Ice that burned. Instinctively, Menlo made to take a step back, before gaining control of his senses. He was in control here. He had the power. This was his day.

“Very well,” he smirked, injecting his voice with confidence once more. “Far be it from me to deny a worthy foe his final wish. Ask.”

“Why has your leader done all this, to this world? What's their goal?” Clear, crystallized, without hesitation. No second guesses.

“Hah,” Menlo laughed aloud, relishing in his victim's futile scrambling. He knew nothing. Even in his last moment to look for a weakness, an advantage, he could only be sentimental. The ice was nothing. “Is that all? Are you certain? You don't wish to know who the Warden is or how she gained her power? You could even ask at a chance for revenge. I might indulge you, you know. This has been fun.”

“Motivation is worth more than you might think. Just tell me.”

“Hm, stubborn,” Menlo muttered chidingly. “If that is what you wish, but I am afraid it is a waste of your last request. I cannot claim to know the motivations of the Warden. Her means and methods are beyond even my superlative ken. She is beyond me, just as she is beyond you.”

“Pity.”

“Quite. I had expected more from you. C'est la vie, I suppose. Now, Doctor,” Menlo's crimson daggers merged above his head, forming a heavy wicked-looking cleaver, poised to strike, “it's over.”

Then Menlo's world came crashing down.

Stars exploded, both in front of and behind his eyes. The impact was like a piston to the chest, but it burned and glowed all around him, like a spectacle of fireworks. In moments, he was flat on his back, sprawled in a haphazard pile of pony. As the hard landing took hold, a hat fell from his head and a spell vanished from his grasp.

“Now!”

Before he had time to process what happened, he saw the Doctor rushing at him through the stars. The brown stallion knelt before him and placed his hooves about Menlo's neck. For a moment it felt tight. A panicked mind shouted at him, telling him the Doctor had finally snapped and was trying to strangle him. Then it stopped. The Doctor moved away and the tightness faded, ever so slightly, until the impression merely lingered.

Not again! he mentally screamed. He would not fail again. He would not lose again. This was his day. Pushing past the pain and confusion and the stars, Menlo the Mustachioed brought himself upon his hooves and readied the killing blow. His horn glowed a fierce crimson and—

“AAAARRGHHk!”

The pain crashed back down around him like a torrent. Not the explosive impact he had felt before, though. No, this felt more like an electrical shock. A shock that started at his neck. A shock he had felt years ago, when he had first come to Ponyville Penitentiary and had never forgotten. Menlo the Mollified reached a hoof to his neck in bewilderment and felt the loop of hard metal. So baffled was Menlo that he scarcely noticed the pony walking over to him.

“And that,” she said, even then a hazy purple glow emerging from behind him and dropping a mad dope wizard hat gracefully upon her head, “is why I am called the Great and Powerful Trixie!” Menlo stared unblinkingly. She bowed before him, making sure to show off her neck, unadorned, save for the clasp of her cape. “'Weak and stupid,' indeed!”

“But,” Menlo stammered, dumbfounded beyond reason, “. . . how? You were dead!”

“The Great and Powerful Trixie grew up on the stage, you neigh-ve!” She whinnied the last line, making sure the pun came across. Nothing was going to stop her from enjoying this triumph. “She can perform a death scene in her sleep.”

“I don't . . . how did you . . .” he turned to Doctor Hooves, searching for answers. “ . . . you . . ?”

“It never even occurred to you, did it?” Doctor Hooves asked, more pity in his tone than mockery. “It never occurred to you for a second that she would be the one to beat you, not me.”

“Normally, a magician never reveals her secrets,” Trixie announced loudly, making sure the attention was focused back where it belonged, “but for this occasion, Trixe will make an exception. Honestly, you were defeated by the same things that go into any great performance: Timing, luck, and a little magic.

“You see,” she continued in full lecture mode, making the Doctor a little envious, “the only real difficult part was getting your help.” Menlo blinked, stunned. That part didn't sound right. “We knew that you would strike wherever you heard something that might give us away. Obviously, you weren't able to resist. So we took advantage of it. We got you to show your hand and, with help from my lovely assistant, Doctor Hooves,” the Doctor took a bow, “made sure your attack was aimed for the one place we would be invulnerable.”

“The collar,” Menlo whispered.

“Precisely,” Trixie agreed with a smug smile.

“But . . . even if you could force my spell to hit that precisely, how did you know it would work the way it did?”

“Well,” Trixie couldn't help swallowing just a bit at the memory, “that was where the luck came in. Luck and faith, of course. I knew that if my Doctor said he could make the blow count, then he would, but the rest just sort of worked itself out. Surely you know, just as well as Trixie, that the collar not only causes pain to a wearer when a spell is cast, but manages to cancel the spell, as well. Based on that, Trixie thought the best case scenario would be that the collar would cancel the attack and give us a chance to strike when you weren't expecting it. When the spell hit and ended up being the key to removing the collar, not without a fair deal of pain mind you, it was just as shocking to us.”

Menlo shook his head, disbelieving. This was ridiculous, stupid, insane, even for him. Nopony was that lucky . . . was she?

“With the collar removed, Trixie was free to stretch her improv chops and demonstrate a little of the aforementioned magic.” Her horn glowed and a puddle of red appeared to surround Menlo. He flinched, only to find the creeping wetness never touched him. “Blood illusion. Never have a fake death trick without it.” The blood vanished. Once again, her horn glowed and the concussion made Menlo's ears pop. Stars returned. “Magic fireworks. Always a showstopper.”

“And then I put the collar back to its proper use,” Doctor Hooves supplied. He wasn't lecturing and he wasn't mocking. His words were a matter of fact and brooked no debate. “Shackling inmates.”

Without transition, without a single longer consideration, Doctor Hooves and Trixie both seemed to forget about Menlo the not-so-Menacing.

“I didn't like that, you know,” the Doctor reprimanded Trixie, “letting you stick your neck out like that. Literally. There was no guarantee that would work. Had there been any other—"

“I know, Doctor, I know,” Trixie interrupted playfully. “'Had there been any other way, I would have taken it, because I'm the big smart tough pony who handles all the problems.' You know, you'll never be able to protect your friends if you don't let them protect you once in a while.”

“Wise words,” he replied with a proud and jovial grin. “Very wise words, Ms. Great and Powerful Trixie.”

“Why, thank you,” she flipped her mane, acting the part of, well, her. Her totally rad wizard hat shifted against her horn. It was good to have it back. Both of them.

“No.”

“What was that?”

“No. It won't end this way. I won't let it.” The sandy unicorn with the fraying mustaches spoke with utter calm.

“Menlo. Mustache Jack. Josef Mengele.”

“Oh look, you're terrible at nicknames too.”

“Quiet you. Oi, Mean Mr. Mustard, eyes up. It's over. You lost. Up against the Great and Powerful Trixie too, so, you know, odds weren't really in your favor to start with.” He bent down to look the sullen unicorn in the face. When he got a little closer, Doctor Hooves noticed something curious: Menlo was shaking. “Don't worry. We'll put you somewhere safe until this is all over. Maybe we can even find you some real help. It's clear you're sick. Just keep calm.”

That was when Menlo raised his eyes.

“I am calm, Doctor. I am completely calm and I am telling you,” he made a point of looking at Trixie, “both of you, that I will not let it end this way.”

And that was when Menlo's horn started to glow.

“Menlo, stop it. You're only going to hurt yourself,” Doctor Hooves, his tone taking on the sound of a parent instructing a child.

Yet still, Menlo's horn glowed. His horn glowed and his body shook. Doctor Hooves didn't need to be standing close to see it any longer. Menlo's body was spasming, his teeth clenched tight. It took the Doctor a moment to realize, for whatever reason, it just did not connect, but then it dawned on him: Menlo was in pain. He was in pain and he did not care.

“Trixie, get back!”

“What? Doctor, I—"

“Back!”

Quick as could be, Trixie jumped back, her face a mask of fear and confusion. Doctor Hooves soon followed after, one hoof after the other as he backed up, never taking his eyes off the shuddering unicorn with the glowing horn.

“RRAAAAAAAGH!” Menlo started screaming, between his clenched teeth. The spasms wracked his body. Trixe and the Doctor both watched without blinking, as electricity actually looked to be arcing through his body. All the while, his horn glowed a brighter and brighter red.

“I! RRGH!” Another sound sputtered from his mouth, accompanied by a white spray of foam.

“WILL! KRAHH!” A shaft of red light began to appear above his horn. It looked like a handle.

“NO—T! URGH!” Faster and faster, the handle grew, expanding outward and upward, forming a grave and piercing edge.

“FA——IL!” Menlo's cleaver of pure dense crimson, buzzing with energy, plunged downward, hurtling at its intended targets like an edged rocket. Trixie flinched, clenching her eyes shut for all they were worth. Doctor Hooves made to cover her, protect her, take the blade for himself, but he knew. He knew the blade of pure rage was meant for them both and he could not watch it happen.

. . . nothing.

Hooves and Trixie hesitantly opened their eye once more, fearful the final blow was only waiting for an attentive audience. Even then, nothing. The red weapon was gone and they were still breathing.

But Menlo wasn't.

Their former assailant, the maniacal unicorn who had hunted them across time, lay stone dead on the floor of the labyrinth. Smoke rose from his body and his horn was charred and twisted. The occasional spark still jumped from the collar around his neck.

“It was too much, even for him,” Doctor Hooves explained slowly, wary of his words tempting fate and forcing their attacker to jump awake once more. “He burned himself up. Like a sun going out.”

“Well,” Trixie began, attempting to audibly swallow her fear, “it couldn't have happened to a nicer pony. Still, you were right. He was very powerful. I don't think I would have been able to do that.”

“And why should you?” the Doctor replied in playful admonishment. “Lovely mare like you. Don't you give it another thought, alright? You're the brilliant one. Menlo was daft. Poor and daft.”

“Of course,” Trixie said, allowing herself to smile at the Doctor's words. “Trixie knows that much full well.” And I look much better in this hat too.

“Does make me wonder one thing, though.”

“Oh? What's that?”

Doctor Hooves looked off to the horizon. He was staring at the high walls of the labyrinth, but he was looking somewhere beyond. Even with the thick, suffocating walls, even amidst the twisting paths, Trixie could tell where the Doctor had set his sights: The Warden's Castle.

“Just who was it he was so devoted to?”

CHAPTER TWENTY SIX: Good Luck Storming the Castle

Traversing the remainder of the Loony Labyrinth had been only a mild chore. Whatever force that manipulated their path into Menlo's had apparently given up its machinations for now. Solving a simple maze was a trifle for Doctor Hooves and a once more fully empowered Trixie.

With her magic restored after such a long and unwelcome parting, Trixie's spirits were higher than ever. It was times like this, Hooves had begun to notice, that confidence of hers was truly and astoundingly unflappable. Now that he could see how happy she was once more, how restored she seemed, he began to fully appreciate just what losing her abilities had meant to her. He could always get another screwdriver, sentimental attachment aside, but the power bestowed by her horn was more than that. In a way, maybe it really was a type of magic, because, without it, she was lesser. There was no other way to say it. Doctor Hooves was not quite sure how to reconcile this conceptual biology with the earth ponies and pegasi breeds of the species, but he knew the same spark existed, if, perhaps in more subtle ways. Could that be what all of this was really about?

For a moment, the Doctor considered just what losing that integral spark of magic might mean for them. To lose what made you what you were and to become . . . something else. Something foreign. Was it really so bad? Was it the change that seemed so strange or was it the profound sense of loss and knowing what was and not knowing if it would ever come back? Then again, he was rather starting to grow fond of the name “Hooves.”

Doctor Hooves gave his noggin a vigorous shake, rebooting the system. Thoughts always got a bit off track when rolling through introspection road. There would be time for that later.

“I think we're here.”

As the Doctor and Trixie made the last turn of the maze and beheld the blessed gap in the wall that heralded their exit, there it was: The Warden's Castle. Now that they saw the building for themselves, they knew it to be a castle in name only, but it was certainly no less imposing. Instead of the massive stone bricks and spiraling towers they had expected, they had seen quite a few castles that day and, honestly, this was a bit of a relief, there stood a singular tower of stainless alloy.

What they noticed about the structure right away was how familiar it looked. Not the scale of it or even the architecture, but the finish of the metal, the sheen of it and the way it looked like one solid piece: It was exactly like the collar they just put on Menlo. While it did appear to be of a slightly bluer hue than the pure silver of the collar, its sheen and absolutely unblemished polish was unmistakable. That could have meant any number of things, including that it would suffocate Trixie's magic once again, upon entering. It could also have meant nothing. Unfortunately, at that moment, they were without the luxury of options.

Beyond the craft of the building, there was very little art to it. The monolith was gargantuan in stature, looming over the walls of the labyrinth. It was a sort of rectangular shape, the short end facing them as its rounded corners stretched back into its long sides, creeping ever backward into the unyielding darkness behind it. Oh yes, the darkness could not be denied. Whether it was a trick of the lighting or something far more tangibly sinister, the dark aura surrounded the castle like a cloak of night. At the crest of the tower, there was a single circular window. At once it managed to be minimalist in design and totalitarian in execution; a tribute to the order a warden was meant to represent.

So why did it feel like a mockery? It was nothing that either pony could quite place their hoof on, but they could not help feeling an odd sense of irony from it. Terrifying irony, but irony nonetheless. Like it was all one big goof; a final insult to any pony taken in by the gentle trappings of the park only to find the horrors of the prison. With that perfect circle of a window at the top, Trixie was reminded of a cyclops she had met in a dream once. Before it had turned into a nightmare.

The more Trixie thought about her time with Sergei the Cyclops, the more something became clear to her: This building, not unlike her dreams, did not make a damn lick of sense. All of the form was there, but it lacked any of the function. Honestly, it was more like a statue, a piece of massive modern art, more than it resembled a building. One final enormous flipping bird to every pony who dared to venture here. Trixie hoped she was wrong, as difficult as that was for her to believe, but there was one specific piece of evidence that she could not ignore.

“Doctor?”

“Hm?”

“You see how it all looks like one solid piece?”

“I noticed that, yeah.”

“So, how do we get in?”

For all its immense size, not a single bit of space had been reserved for a door. From the base to the roof, the castle was marked by that single cyclopean window and nothing more. No hole to crawl through or swingin' saloon doors to barge past. There was no sign of a frame and nary a knob in sight.

“Very good question,” Doctor Hooves replied.

“And Trixie expects the equally good answer is on its way any minute now?”

“I think it's . . . a psychotransfiguratively intermetallic compound.”

Trixie cocked an eyebrow. “You know, it really would save time if you just started saying 'magic,' like everypony else.”

“It's like the psychic paper or the controls in Sonic. More like the collar actually, since it seems to be the same stuff. Basically, it's an alloy that is able to morph itself into another shape when given a psychic command. Really quite brilliant.” His voiced changed slightly. He sounded troubled. “Definitely shouldn't be here.”

“Who is Sonic?”

“Oh, that's right. I keep forgetting you haven't met my screwdriver yet.”

“You named your screwdriver 'Sonic?'”

“Well, it is a sonic screwdriver. Why? What do you call your screwdriver?”

“ . . . Charlene.”

“Pretty. We'll have to all build a cabinet together sometime. Now though, it's time for some serious,” he paused dramatically, lolling his head to both sides for a healthy crack, “thinking.”

Masking his trepidation, Doctor Hooves paraded up to the so-called castle with all the sense of circumstance he could muster. This was definitely probably going to work. Without looking back at his curious companion, he completed his approach, squared his hooves, furrowed his brow, and thought.

To think is not typically something so hard, when one chooses to make the effort, but psychic materials could be another matter. Many of them were wholly innocuous, but the Doctor had quickly learned to trust nothing in Ponyville Pen. There was not a doubt in his admittedly marvelous mind that this was anything but psychic alloy, but that in no way meant he knew what was in store for him. Anyone with the presence of mind and the strength to use it could implant any manner of psychic traps or pitfalls within a conducive enough material. He had once met a man who had a staring contest with a piece of psychic chalk so malicious that he spent the next five days thinking he was a piece of toast. Toast sounded good. No! Concentrate.

Door.

A door appeared.

“Wait, that's it?”

The door didn't disappear.

“Well, that was easy,” Trixie piped up as she moved to join him.

“Would it be cliché if I said, 'Too easy?'”

“Yes.”

“Good, I love cliches.” It had been too easy though. Not only was there nothing waiting to stop him, the metal had been overly receptive to his command. They were expected. Not only that, they were anticipated.

“Trixie thought it was a fine bit of magic for a pony who does not even have a horn.”

“Not magic. Psychic alloy.”

“Seriously?” Trixie asked incredulously. “You are really going to keep this up? You thought at a wall of metal and a door appeared and you are still going to tell me that is not magic?”

“No,” the Doctor replied simply. “What I am going to do is not discuss it with you to begin with. Let's go.” He started his walk once more, heading directly for the newly formed door.

“Trixie hates you,” she muttered under her breath.

“Long as you don't! Let's go!” He emphasized the last two words, making it clear that they were more than a suggestion. Begrudgingly, Trixie obeyed, trouncing after him with far heavier hoof beats than necessary.

As she passed through the doorway the Doctor had made, the gap sealed itself up behind her. She immediately spun around, but the metal was present and unyielding once more. With a gulp, she let herself rejoin the Doctor, only to find herself even more shocked at what she saw.

The Warden's Castle was empty. Trixie had never really considered at what point a building might be considered a statue, but this might have been it. There were no ponies, no furniture or fixings, no other floors or steps leading up. She looked up. Sure enough, that perfect singular window was still there, but between it and her the place was one hundred percent bare.

“Doctor, what is this?”

“Psychic alloy. Are you really not getting this?” His tone was not mocking or playful. It just sounded like he was speaking to somepony completely ignorant. He wasn't being mean or rude or even condescending. The tone merely stated a fact: You're stupid.

“Trixie is so sorry she is not an expert on your dumb 'not magic' future metal!” She could not deny that she was hurt by his blunt manner, but something else was slowly dawning on Trixie. She didn't know something. He loved her not knowing things. He got to lecture her when she didn't know things. Something was wrong. Doctor Hooves was troubled by something.

“Like I said,” he began in that same blunt tone. Once again, he squinted a bit and his brow furrowed. As he did, something amazing happened. Like water flowing into a mold, shapes melted out from the walls. On every side it protruded, crafted from the same metal as the wall it was perched on. It spiraled up and up, growing ever distant and obscured, and finally stopped just below that high window. They were stairs. “Psychic alloy.”

“You did that?”

The Doctor nodded.

“That's amazing!” Trixie marveled. Magic like this was more than just a simple shape-change enchantment. It was truly impressive. If she could somehow get some for her act it would be sure to bring a crowd. Metal was fairly rare as it was, let alone metal that changed shape on its own. It could even—“It really could be a castle, then!”

“No,” the Doctor's reply came, almost as a whisper. At that moment Trixie finally realized he was looking for something. Not so much with his eyes though. His brow was still furrowed and his head bobbed around from side to side, like a pony-shaped divining rod. He was searching for something with his mind.

Without another word, he took three steps to the left, just a bit away from the center of the room, and pressed his hoof down. To Trixie's great surprise, the glistening metal yielded, sinking at his touch.

“This isn't the castle.” The entire structure rumbled. Trixie could feel it shifting and shaking around her, like a terrible earth quake. Each step the Doctor made retracted back into the wall, the wall that somehow looked to be getting longer. With each passing second, the window grew further and further away, reaching up into the sky. At least that was what she thought until her hat, ever so slightly, began to float above her head. Then it sped up. The ceiling wasn't going up. They were going down. “It's just the gate.”

CHAPTER TWENTY SEVEN: It Must Have Been . . .

Down.

The metal box of a room continued its unceasing descent for what seemed to be ages. It was not the building itself that was traveling downward. Trixie could not even see the window any longer, but she knew it was still up there, exactly where they had left it. No, it was the floor that sunk lower and lower beneath the ground of Ponyville Penitentiary. Ever so slightly did the walls shimmer as they grew increasingly thin, stretching ever further into the earth, like a coiled length of metallic rope.

“Are you doing this as well, Doctor?” she asked hesitantly. She was in awe to be sure, but it was an uncertain awe. The place may have been of a magic wholly new to her, a fantastic and wondrous magic, but it was also deceptive and menacing. Trixie was an illusionist. She should know.

“No,” the stallion replied stoically. “Not me. This is a pre-programmed command. All I did was hit the right trigger.” That was a little closer to the stalwartly enthusiastic teacher Trixie knew, but it still wasn't much. Sometimes the Doctor was so impressed, his joy of discovery broke through even the darkest clouds, but Trixie could tell the storm was not through yet. He was worried. Curious, but worried. And that made her worried.

Still, Trixie had been booed by enough audiences to know that when you saw an opportunity to get the crowd on your side, you took it.

“This whole thing is very interesting though, isn't it? Trixie can't imagine how much Equestria's technology has advanced to come up with something like this. The whole prison even.”

“That's just it!” Bingo. “It shouldn't! This shouldn't be here. The prison is one thing. With all of the native resources this planet has, combined with the industrial revolution that must have come along with the war, Equestrian society can reach massive heights.” He was starting to become agitated now, just in his tone, but in his face, in his pace. Everything he did, from his mouth to his eyes, to his hooves as he stomped around the place became a blur of motion. “I always knew Equestria had massive potential. I mean, you've mastered tools and architecture without even any fingers. That alone is impressive, but all this is something else.” His movements slowed and his eyes looked far away. Just for a moment. “It's not only incredibly advanced, it's foreign. Extremely foreign. Not just the materials either. Psychic alloy simply should not be available on your planet, but I'm not talking about that. Every single idea in place here is bizarre to this land. It's perverse. No pony could have made this place.”

That was not quite what Trixie had expected nor hoped to hear. Getting a little bit of a rise out of her companion was one thing, but now he was starting to scare her.

“So, what do you think is down there then?”

Trixie must have spoken the magic words, because the chasm of metal chose that moment to stop its downward drip. Everything gave a mild shake and the ground felt like a tremor beneath them; a sign that the metal floor had touched ground.

“I think we're about to find out.”

“Really?”

“What? Cliches are comforting. They're familiar.” Trixie just glared at him, her mouth taking on a slight pout. “Oh, fine. Come along, then,” he continued grouchily, “unless you're too busy being a major buzzkill.”

“'Buzzkill?'” That one just sounded weird.

“I know, I know. I'm just going to stop using new words. New planets: Yes. New species: Yes. Vocabulary: Fine where it is.”

“It might be for the best,” Trixie agreed empathetically.

“I used to be better at this. I know I was.”

“Of course, Doctor. Trixie knows you were. Trixie still thinks you're cool, okay? For now though, how about just getting us a door?”

“What?” He asked in genuine confusion. Breaking the pony's revery was no easy task, but only when it came to the strangest things. She wondered how much of that mind was actually working and how much was just at play. “Oh, right. Door, yeah. Let me just . . . 'buzzkill,' what was I . . . .” His eyes closed and his shoulders slumped in defeat, forcing his head to hang low without them to bear the load. Let there be door.

Doctor Hooves was in no great hurry to go anywhere, now legitimately morose about his inability to make slang sound cool as a pony. Who hasn't been there, right? Meanwhile though, Trixie was more than eager to hurry through the new opening and out of the mysterious moving metal monolith. However, as soon as she was out in the deep underground below the surface, she strongly considered going back inside.

“Doctor!” she called emphatically. “Trixie thinks she found the real castle!”

Indeed she had. Though, in fairness, it was hard to miss. Doctor Hooves, his shame forgotten now that his interest was piqued once more, made his way out the opening to join Trixie in gazing with pure fascination at the true Warden's Castle.

Everything around them was pitch black. They could feel the hard rock around and beneath them as they stepped, but there were no light sources to speak of in the, well, however deep down they were. No light, save for that of the castle; not a construct of metal like the false castle above, but an enormous monument, crafted of pure glittering gemstone.

Judging by the vast expanse that made up the area in and around the castle, the place had to have been a mine at some point. There had been literally hundreds, if not thousands, of gem mines all across Equestria over the centuries. Everypony knew that gems were prided not only for their beauty, but for their incredible qualities as magic conductors. At some point in the past, the area underneath where Ponyville Pen now stood must have been mined for every gem it had, only for each of them to be molded into the glorious underground palace that stood before them. And what a palace it was.

This was what Trixie expected when she heard “castle.” Large sloping arches, massive spiraling towers, high pointed ceilings, and tall sturdy walls, as far as the eye could see. While it was not quite the singular construct that the metal tower was, the castle was also not quite constructed brick by brick either. Some areas appeared to be carved from what must have been absolutely enormous gem deposits, each with their own bright color, while others looked more like the gems had been melted somehow and fused together, giving the coloring a muddy tie-dyed effect. At a distance, it all seemed to glow with a hazy purple hue; the color of amethyst. A structure of this size, made of pure gemstone and fueled by magic, could easily power an area the size of Ponyville Penitentiary. By the way it was glowing, casting its illumination ever brighter as they grew nearer, Trixie and the Doctor guessed that it was definitely getting that magic from somewhere. Inside seemed a safe bet. That just left one question.

“Trixie hates to sound like a broken record, Doctor, but how do we get in?”

While it was true that this castle did not look to be so obtusely designed as the one they had left behind, it did appear to play the part of “impenetrable fortress” rather well. Those high walls were still a thing and if there was any sort of drawbridge or entryway, then it was not one readily apparent.

“Is this another one that you can just 'psychic' open?” she asked, somehow managing to make air quotes with hooves.

“Are you mad?” he returned with a tone of complete sincerity. “There's no such thing as a 'psychic gemstone.'” He exchanged air quotes for a fake superstitious voice. Like when a pony tells a ghost story or talks about Ponytology with a straight face. It wasn't hoof quotes, but it had a similar effect. “Don't be stupid.”

“Fine! Jerk.” She muttered the insult. It really wasn't clear to her if he was being sincere or just giving as good as he got, though it was probably both, but Trixie still didn't like being rebuked. “How do we get in, then, Mr. Bright Ideas?”

“Oh, I actually sort of like that. 'Bright Ideas.' I could make that work as a pony name, f'I ever went native. 'Hooves's' just a bit too on the nose, don't you think?”

By the look on Trixie's face, it was probably safe to assume she did not have an opinion.

“Alright then, alright. Making me think about bringing 'buzzkill' back. Besides,” his speech broke off and he took a step back, putting Trixie between himself and the crystal castle, “there's nothing I can do. You're the one with the horn.”

Trixie glanced up. Nice hat. Just a bit under that, though. There it is. Yeah, that was a horn.

“You mean,” upon realizing what she was about to say, Trixie actually started to get a little excited, “you need my magic to get inside?” She nearly squealed. Magic was making a comeback of late.

“Oh, you just would get all excited about that wouldn't you?” he chided her gently, a sly grin creeping up the sides of his mouth. “That castle is a massive, for lack of a better term, magic conductor. It doesn't react to psychic energy. Only a unicorn, or a creature of equal ability, is going to be able to interact with it safely. And you, oh Great and Powerful one, are our creature of equal ability.”

“Hah hah,” Trixie shot back sarcastically. Not even the Doctor's jibe could dampen her spirits though. She was going to try getting them inside with a teleportation spell. Spacial manipulation spells were usually a little simpler than time manipulation, if only because they were better studied and their laws more clearly defined, but they were still far from easy. In the past, she might have approached the pressure of such a task with trepidation. That was before she had been forced to go so long without her magic. That was before she found out what she could do. Showtime.

She closed her eyes, seeking solace from the distractions of the world. Concentration was key, especially since she did not know exactly where she would be teleporting them to. However, it was not as though she was popping into a restaurant in Trottingham so she wouldn't miss her reservation and there was nothing to latch on to and she ended up outside in a dumpster and had to go back home and shower anyway. Not that such a thing could happen to the Great and Powerful Trixie. The point was, she was aiming for a place with a massive magic signature. Sure, she couldn't see where she was going with her eyes, but she could feel the flow of the magic, sense its ebb as it pulled away from her, drawing her in. All she had to do was find a focal point for the spell, a spike amid the magic energy and . . . there!

For a split second, the pale lavender glow of Trixie's horn glowed so bright, it drowned out the glow of the castle. Doctor Hooves was blinded. When the eyes of both the stallion and mare opened next, they found themselves surrounded by faintly glowing gemstones. They were inside.

“Brilliant! Absolutely stunning. Knew you could do it. Never a doubt,” Doctor Hooves whooped cheerfully. He was all smiles as he clapped Trixie on the back. It was a rougher clap than she liked, but a unicorn could hardly deny the admiration of her fans.

“Why should there have been? When you are granted a performance from the Great and Powerful Trixie, you are granted the best.” Holy cow, that worked! Who's bad? Uh huh, it's Trixie!

“You even got us in without knowing where we were going! I am impressed. I mean, I am impressed. Look at you, all blue and spacey-wacey, like. You're like a little TARDIS with a hat!” He turned away, as if yelling to the world at large. “Who needs a screwdriver! I've got a Trixie!”

“Well,” she began, trying, unsuccessfully, to hide the blush crimsoning her cheeks, “it was a rather difficult bit of magic. By concentrating on the most powerful source of magic in the whole castle as a focal point, Trixie was able to feel her way inside.”

“Most powerful source of magic? Imagine how that makes me feel. You are too kind, my dear.”

Both ponies froze. The voice feminine, but powerful. It had a softness to it, but an unavoidable authority to it. Regal. That was the word for it: Regal. Regal and sinister. Regal and sinister and coming from right behind them.

Slowly, they turned, almost squinting as they did so. A pony's instinct to shut her eyes when turning to face a monster, to keep the thing in the corner of her gaze just enough out of focus that it would not notice her, was hard to ignore. But the sight was inevitable. The creature loomed before them, dark as midnight, terrifying in its majesty. Instantly, they knew what it knew: It was bigger, it was stronger, it was faster, and they were at its mercy. Even in the glow of the gems, the dark of it was like staring into a void. And then there was the smile. The worst of it was the smile.

To everypony's great surprise, none more so than Trixie herself, the blue unicorn was the first to speak.

“You . . . you're the warden?”

“Child, please,” that smile, both terrible and beautiful, was all the answer she needed, “call me Luna.”

CHAPTER TWENTY EIGHT: . . . Red Herring!

Princess Luna was the warden of Ponyville Penitentiary? That couldn't be right. Could it? Yet, there she was, larger than life and right before their eyes. Of course, upon the Princess's return after a thousand year hiatus, everypony knew that she had been the wicked Nightmare Moon of legend, but it was just as equally well known that she had reformed completely. Over a year had gone by in which the Princess of the Night had returned to the side of her sister Celestia as both fellow monarch and overseer of the day to night cycle. She even made personal appearances!

But that was lifetimes ago, Trixie reminded herself. More than enough time for a pony to change her ways, especially a pony with Princess Luna's history and apparent lifespan. She looked just as young and beautiful as Trixie had ever seen in royal announcements and the like. Now Trixie could see that not only was she still just as youthful as over a thousand years ago, but the papers back then hadn't even done her justice. There were stories of the terrible Nightmare Moon told every Nightmare Night holiday and none of them even remotely resembled the statuesque creature that stood before them with a grin both triumphant and knowing.

“Surprised, my little ponies? You shouldn't be. I am still the rightful ruler of Equestria, after all.” She marched past them, head held high, carrying herself with the practiced grace of centuries. The pretty pony princess soon came to a desk, strewn with books and documents and various sundries, and began to shift them around a bit, busying herself as if Trixie and the Doctor were merely an audience, assembled at her whim. As Trixie took in the room, the desk at first, then a bookshelf, lectern, and the like, she thought it was a kind of study. Then she noticed the enormous window.

It was filled with the flickering picture of the various parts of Ponyville Penitentiary. Some had pictures of a world in the clouds that Trixie assumed to be Skyway Flyway. Others looked to be images of the banished ponies like those she had seen in History Kingdom. There was even one flickering image of the broken remains that had once been Menlo the Mustachioed. Another lectern, or at least something of a similar shape, glowed off to the side of it. None of it was like anything Trixie had ever seen before. None of it, save for that same grey tubing she had seen coming and going when they first left Ponyville, snaking about the room. Obviously, this was where their tormentor had been manipulating them from. The Warden's office. The Warden's control room.

“Are you . . . Nightmare Moon?”

“Why, of course not, dear. I am your Princess. I know you both have come a long way, but surely you could not have forgotten that. Besides,” she winked, she actually winked, like it was all a big joke they shared, “Nightmare Moon only comes back once a year.”

“But . . .” Trixie was beside herself. None of this made any sense. “What happened? To Equestria? To you? Why is this horrible place here? Princess Luna, what has happened to my home?”

“Why, don't you know?” she asked innocently. Every word from her mouth was so uncaring. So without feeling. She was friendly, yes, and that smile had not left her face. But that was all that was there. No sadness in her voice. No pain at the recollection. No remorse for what it had taken them to get there. Not even a villainous gloat at what they had been through. The generous Princess looked more like a mask. “The war, of course. I thought you two had gone through History Kingdom?”

“But I . . . I don't understand,” Trixie stammered in return. “I mean, I know what it said, but it was all a mistake, right? How could a place like this really be in Equestria? Please, Princess, tell us the truth.”

“My sister,” the regal mare replied simply. There was no sorrow to her voice. No anger or contempt and no regret. No emotion. “She went mad with power, as I once did. Built this place, betrayed her students, her kingdom, and this time it was I who was left to stop her. Unfortunately, without the Elements, there was no power strong enough to do something so simple as send her away for a thousand years. War was inevitable. The Penitentiary was my sister's greatest foible on her path to corruption, but she had invested no small number of resources within it. Putting those resources to waste would dishonor the memories of those who fought and died bravely to oppose her. I have done what was necessary to save Equestria.”

“But . . . that can't be.”

“I assure you, child,” There! Briefly, a flash of emotion, “it is.”

“But, Celestia was so good . . . .”

“Are you implying that my sister is beyond reproach, but I am not?” Now the emotion was there and it was there in full force: Anger. “Are you telling me, little mare, that the wicked Nightmare Moon is a matter of accord, but the great and wonderful Celestia turning to wickedness is simply inconceivable?”

“What? No, Princess I—"

“How dare you!” Contempt. “How dare you involve your Princess in such treacherous implications!” Hurt. Mistrust. Rage. Loathing.

“Princess, please! I didn't mean—"

“It is I who has held Equestria together when its former despot chose to abandon and betray it! I who have stayed here these countless years, holding a society together! I who, even now, do what horrible things must be done in the name of progress and survival! It is I, Princess of the Night, devoted, yet reviled, who—"

“Stop!”

With everything that had happened in the last few minutes, the sight of the Princess, the revelation of the room, the cacophony of emotion that came from her words, Trixie had altogether forgotten Doctor Hooves's presence. Until that moment, he had not said a word nor made a move since Princess Luna had revealed herself. Of course, she hadn't considered it before, but it was not like him to make himself so scarcely known. Now that he had finally entered into the fray, Trixie found herself perfectly content to allow him to take the stage and relieve her of their foe's fury.

“Just stop it! Stop tormenting her,” the Doctor spoke to the ebony alicorn, his words unmistakably grave.

“Such impudence!” the Princess retaliated. “How is it that a loathsome cur such as thou thinks himself on the same level of the sole monarch of Equestria!”

“You're overacting now, 'Princess,'” he said, the title dripping with cynicism. “Now, cut it out! This has gone on long enough.”

“Whatever do you mean?” She smirked. All the rage and hurt were gone. Once more she was smiling, pleased enough to play with her toys.

“I'm not quite sure how you did it, not just yet, but there were signs of it from the start, before we ever left. Honestly, I'm impressed.” It was like one of the Doctor's fun, for him at least, lectures combined with one of his 'I'm angry' serious speeches. That was one bit of cognitive dissonance Trixie could have done without just then. “I can't know the whole of it, but it's not like you. This plan was carefully orchestrated over centuries. It's not impulsive, it's not mad . . . well, it's plenty mad, but not in the conventional sense. Frankly, it should have been impossible for you to keep it up this long.”

“Say what you mean, Doctor.”

“What I mean, Princess, Warden, if you like, is that your reality distortion field is showing.” Eyes grew narrow. “You can't hide any longer, draconequus.”

Princess Luna's laughter was loud and full of a sardonic mirth. The wickedness was deafening. And then it wasn't Princess Luna any more.

Trixie did not quite know what to make of what it was. She had some knowledge of various magical creatures in hopes of taming one for an act, but, more often than not, beasts were often too dangerous or too beyond potty-training to bother with. Still, she had heard of many fantastical things in her father's stories and this “draconequus” was certainly not among them. It was definitely a something and, as a matter of fact, that very well may have been the best characterization for the creature ever fathomed. The hodge-podge of a pony princess pretender was part goat, part dragon, part snake, even part pony, with no one feature to call its own. However, none of these things disquieted Trixie as much as one simple thing: It had not stopped laughing.

“Doctor . . . I don't . . .” Trixie was painfully, mercilessly confused. Had the tongue lashing she received mere moments before not been enough, now this whatever it was had appeared and she just didn't . . . “What is that, Doctor Hooves? What about the Princess?”

“It was never the Princess. He's a draconequus. One of the last ones. The draconequus had their own civilization, their own planet, eons ago. But they were too powerful and too unstable for their own good. Wiped out by their own bizarre evolution. Except this one,” he punctuated these last words with a volume meant to drown out the creature's laughter, “seems to have escaped all that and come here.”

“Hee hee hee ho ho, yes, Doctor. We have quite a lot in common, don't we?” the creature finally spoke, his voice taunting through the giggles.

“You and I are nothing alike,” the pony replied as if nothing could be more obvious.

“Hee heh heh, oh, Doctor,” its eyes narrowed into sinister slits and its forked tongue danced behind glistening fangs, “you don't know the half of it.”

“Alright then, giggles,” he said, like a teacher calling out the kid talking in class, “fill us in.”

“Heh heh, dear predictable Doctor. Is this the part where the villain boasts about his evil scheme while you come up with one of you clever little plans?”

“No plans out of me,” Doctor Hooves shrugged innocently. “Plans aren't cool anymore. Ask anypony. It's been a whole thing.”

“Well,” the draconequus chuckled glibly, “one never knows when things will go back in style. Hm hm. If it is all the same to you, I think it might be more fun if you explain things. We all know how much you like to play detective.” He kicked his legs back and off the ground. The rest of him stayed where it was as he now appeared to be laying on a bed of thin air, his chin resting on folded claws. Eyebrows raised expectantly.

“Alright,” Doctor Hooves said reluctantly, his searching look unable to find any physical evidence that he should turn the offer down. He had never met a draconequus face to face, but he had more than enough sources acknowledging their whimsical decisions and mercurial nature. Perhaps that was all this little act was. Even so, he had never felt so hesitant to give an explanation.

A quick glance at Trixie was all he needed before he could proceed. She was clearly frightened and very much confused, but she seemed to be more focused on hiding it all behind that practiced facade of superiority. As long as she was focusing on making sure others knew how great and powerful she was, she wasn't too distraught to function.

“Start with your name then: Discord. That's right, isn't it?”

“Oh, I'll save my commentary for the end. You go on though, and don't be afraid to have fun!” the being of chaos exclaimed with a mid-air twirl. When he rolled back around to face the Doctor once more, he moved his claws to form a square, like he was framing a picture. “Remember: You are the villain explaining your secret plot. Big moment. A~nd . . . action!”

“That was you, back when we left Ponyville,” the Doctor began, trying with all the strength he could muster to keep theatrics to a minimum. He would play this game, but he was not going to enjoy it and he was certainly not going to let his adversary enjoy it. “Something happened, between the past, the present, and the future, all at once, a surge in your power combined with some sort of localized paradox—"

“Ooh, I love it when he starts technobabbling, don't you?” Discord had elongated his upper torso over to Trixie and was in the middle of elbowing her side conspiratorially. Trixie reared back and looked at the unwanted thing like he had just offered her a lobotomy. Discord didn't seem to notice.

“Oi! If you want me to do this, then shut up and let me do it!”

Discord's torso snapped back to the rest of his body like a rubber band and a zipper appeared around his mouth. It was promptly zipped.

“That's better! Right then, where was I, don't tell me, localized paradox, on our way. You sent Menlo into the past, from the future, to destroy the Elements. That caused a problem. Was it enough to free you on its own? Yes. But no. We stopped it, changed things.” By this point he was pacing, falling into the lull of the mystery quicker than he realized or wanted to. “Course, we wouldn't have gone if it hadn't happened in the first place. Paradox? No, it was sustained. So there was something else . . . .”

His eyes met Discord's. He knew. Damn it all, he knew there was something that Hooves was missing. Some piece of the puzzle that had yet to make itself obvious. This was what Discord wanted: To find out what the Doctor had figured out of his plan and to torment him with what he did not. It was all part of the plan. That meant there was something personal in all this. That had to be it. But what? Why? Unfortunately, there was no downtime just then. If he was going to play the game, then he would just have to make sure to figure out the rules as he went. Geronimo.

“Once you were free, it was just a matter of doing what a draconequus always does: Create chaos. A surprisingly controlled kind of chaos, but chaos nonetheless. Did you manipulate Celestia or just capture and impersonate her? Either way, you knew turning Equestria's beloved leader against her own kingdom would be infinitely more catastrophic than an outside threat. Found a new way to get the Elements of Harmony out of the way and out of balance. Those were friends of mine, by the way, don't think I'll forgive that. So you split the kingdom, the entire land, and force it into war. Not even war. An experiment. To see how much you could get away with before anypony noticed. How many did, I wonder? How many loyal soldiers did you have to put down yourself?” If Discord's face were a cat, it would have no idea what canary it was being asked about. No, seriously. What canary? “Then, at some point during all the pointless fighting, you switched over to Luna. Sole heir and true ruler of a new Equestria! Real Luna joins her sister in death, torture, whatever prison you made for them, and nopony is the wiser. War changed things. Changed the Princess, changed the kingdom. More changes. More and more and more. Until Equestria is gone and all that's left is this madhouse of yours.”

So many poor disturbed ponies. So many experimented on and destroyed. “Or maybe it's more of a laboratory.” So many manipulated. “Or!” So many forced to act against their will. “Maybe!” Forced to mine and build. “A power generator!” That was it! “All that gemstone and crystal! It is! It's an energy converter. You brought the ponies here to torture them, sure. To control and destroy them. But we saw that mine. Some were workers. Miners. Builders. Maybe even before the war. This whole castle is built to amplify and control unicorn energy. That much power, combined with the physiology of a draconequus, you could . . . .”

“Do just about anything I want,” Discord chimed in. “Sorry. You were doing such a good job of making it look fun that I just couldn't hold myself back any longer. Watching those wheels turn is almost better than watching inmates find out the Sizzling Strip of Summer is just a big pit of fire. I'll bet you've even figured out just what sort of magic my little pet project is powered by.”

Doctor Hooves glared at him. “I can guess.”

“Hm hm, no need for that. I'll show you. I even have a new generator I can show off. Ordered it a long time ago, but it's finally here. You know how those long distance postal services can be.” Discord blinked out of existence for the briefest instant, only to reappear behind Trixie and the Doctor, his arms outstretched to usher them onward. “Besides,” he continued, his voice an arrogant whisper, “I know you still need time to suss out that last niggling little mystery. Don't worry, Doctor, you'll feel like a fool when you finally figure it out. I guarantee it.”

CHAPTER TWENTY NINE: Oh, Him

There was something he didn't know. If there was one thing the Doctor did not like, it was not knowing. He could not ignore a crying child, he was not great fan of genocide, and he was scarcely able to tolerate a poor saxophonist, but, as long as he knew about these things, he could fix them. Like a galactic superintendent. A Super Doctor! He was about to let everypony know that from henceforth he would be known as “the Janitor,” before remembering that this was not really the time and tangents only did so much good before it just became obvious that his mind was rather adept at distracting itself. Regardless, the point was that centuries of experience had taught him that every moment he spent guessing was a moment he spent at a disadvantage. What was worse was that this Discord knew it. That should have been a clue. There was something familiar in all this, but it was still something he was yet missing.

All he could do for the time being was that famous old standby of playing for time. Fortunately, as much as the ponies' adversary seemed to enjoy putting himself above the theatrics inherent in a villainous braggart, he was in practice no more immune than any other. The longer they took to walk through the wide corridors of the shimmering palace, following the draconequus's lead through the maddening architecture, toward his supposed “generator room,” was more time he had to find the upper hand he needed. So long as they did not run into any novices with an alto sax, trying to play in G minor.

Of course, the growing closeness of the fabled generator room was no great comfort either. While Doctor Hooves always preferred knowing to not, there were the times when knowledge did little good, even for him. When he said he had a guess as to what they might find up ahead, it would have been more accurate to say that he had a certainty. And it was not a pleasant thing to know. Not in terms of what it meant for Discord's power, not in terms of what it meant for his and Trixie's chances, and most certainly not for the ones he knew had to be involved. So it was that, while the Doctor's thoughts were as focused as could be, they were still muddled by the hesitance in knowing what they would find. Fortunately, they did not have much longer to wait.

Unfortunately, they did not have much longer to wait.

Discord's pace, if floating had a pace, finally began to slow as they began their descent of one final staircase. Judging from the corridors and staircases they had taken by this point, Doctor Hooves assumed that they were most probably even deeper underground, in the castle's basement. Or dungeon.

By the time they reached the foot of the stairs, it was more than clear that this room was very different from the rest. There was a great deal more furniture, all playing host to various types of equipment of which nopony present wished to contemplate the use of, but there was more to it than that. The room itself was different. Certainly, it was a great deal broader than many of the corridors they had encountered on their way, and it had much higher ceilings, as well. Jagged gemstone stalactites hung from the ceiling. Some were large and singular, while others formed tight clumps of hanging spikes. They almost looked like natural formations, or like melted wax, dripping from a candle, but the Doctor knew that would have been impossible. More likely, they acted more like lightning rods. Magic rods, rather, providing an entry point for power to travel along the ley lines of the castle itself. However, the greatest difference of this room overpowered all others: From the walls to the floors to the very ceiling, the entire room, surely once of bright gem, was a burnt and decrepit black.

The stark, cruel, blackness of that room almost distracted the Doctor and Trixie both from finding the “generators” amidst it all. Even then, it was hard to see them, or, at the very least, hard to look. One of them was still hard to see against the black backdrop, herself the color of night. However, where one black was that of a sickly burning, the other shone in a hue of twinkling midnight, beautiful, tragic, majestic, and imposing, all at once. Of course, the other, once witnessed, could not be missed. Hers was the coloring of majestic white, glowing brightly, like the hottest spot at the center of a sun. A mane trailed behind her like living watercolor. These were the two most spectacular creatures in all of Equestria. And they looked like they were in pain.

“Oh, let me introduce you,” Discord giggled mirthfully, as he glided over to them. “Princess Celestia, Princess Luna, meet the Doctor and his pet unicorn.”

Trixie balked, intending to say something, but seemed to think better of it. Out of fear for this new adversary or reverence for her imprisoned monarchs, either an ample reason. Even the talkative Trixie was forced to merely grit her teeth, stifling her surprise, at the sight before them.

These were the real Princesses of Equestria, there was no doubt of that. They lived yet; there was no doubt of that either. Beyond that, there was little cause for relief. Both were adorned largely the same in burdens and shackles. Trixie was reminded of the pony they had seen hooked to wires in History Kingdom and, true enough, spikes of gem and strands of wire decorated the prisoners. Most of the stalactites were concentrated directly above the Princesses, with some of the longest and most pointed ones stretching down so far as to press into their coats or make contact with their horns. Those strange wires tangled and crisscrossed along the Princesses' backs and sides and attached to a series of buzzing, blinking machines. All of them were equipped with that same thick grey wire that had dogged their journey since leaving Ponyville.

Each of their legs were encased in large gemstone formations. They looked like stalagmites to meet the stalactites hanging directly above their heads, but, once again, these were no natural formations. The creeping crystals rose up beyond the midpoint of each leg and showed not the slightest inch in which to move. Their wings sloped on either side, trapped in much the same way. Celestia and Luna were locked into place, unable to sit, unable to move. While they could not lie, they did appear to sleep, but closer scrutiny showed that it was more a stupor of drug or fatigue, if not both, that shaped their expressions.

“I know, I know,” Discord gushed, his claws clenched in adoration, “you don't even have to say it. 'It's a masterpiece.' One of my finest works, I think. And if I was one to entertain a fetish . . . woo!” He leaned over and winked at Trixie. She shuddered. “Now I was thinking of calling it 'Subjugation,' but 'Charred Princess Torture Palace' has a bit more poetry to it, don't you think? I mean, I could just call it 'Omnipowerful Generator of Destruction,' but that sounds just a little too on the nose.”

“It's horrible.” Trixie said it and the Doctor thought it. If it was the other way around, then it made no difference.

“Everyone's a critic,” Discord growled with a sneer. In the next instant, his expression was one of longing and he gave a wistful sigh. “You are right though. It's missing something. My little batteries here are still putting out more magical energy than every other wired up unicorn combined, I'd say it's even enough to move the sun and the moon,” chuckle chuckle, “but it is finite.” Claws wrapped around Celestia's face and gave if a rueful shake, as if pretending the Princess herself were disappointed in her limitations. “If I'm ever going to take my project on tour, show it off to the galaxy . . . well, it's just not ready.” His mouth slumped into a parody of a pout. When he perked up again, Trixie's blood chilled. “That's why I was so pleased when you finally brought my present!”

“What are you talking about?” the Doctor asked cautiously. The more that Discord spoke, the more it all felt familiar to him, but he still could not put his hoof onto why. And time was running out.

“As if you don't know,” Discord admonished, one paw on his hip and one claw shaking a pointed finger at him. Once again, he disappeared from where he was and reappeared further back in the room, positioning himself so that he was flanked by the Princesses on either side. His expression was still sly and knowing. Unlike a moment ago, he now wore a top hat and brandished a large white sheet. The hat was not as good as Trixie's.

“Watch closely now.” Discord held the sheet up and to his side so that the bottom of it dangled just off the ground. Grinning all the while, he bobbed the sheet up and down, taunting them with the promise of the drop. Only on the third count did he finally drop the sheet to show what now occupied the previously empty space. Now that space exhibited a box. A large blue box. “Ta-da!”

“Look,” Doctor Hooves began. Trixie could hear the strain in his voice and when she looked, she could see it on his face, in his body language. It was taking everything in him not to run to his TARDIS right then and there. “Whatever you think you know about that—"

“You mean about your TARDIS?”

The Doctor stopped talking. His jaw no longer seemed to work.

“I know a great deal about it. The 'Pony Box' is new though. I thought you were never going to fix that Chameleon Circuit, but I guess 'fix' isn't really the word for it.”

“How . . . how do you . . . ?”

“Have you really not figured it out yet? Can you really be this thick? I mean, I know you're thick, but this is, I mean, wow. Is it because you're a horse? Can't imagine it's helping.” The draconequus was actually starting to sound upset. Disappointed. It was like he had been pleased with the gifts he'd been given for Hearth's Warming Eve, only to realize the one thing he really wanted wasn't there. That is to say, he sounded like a spoiled foal. “Oh come on, make that tiny fuzzy head of yours work. Think! This isn't the first time you've had your TARDIS stolen only to have it put to far better use.”

Doctor Hooves swallowed and his face was mournful. “You are not Discord.”

“Ding ding ding! Give the man a prize! Well, weird, little pony man.” If the Doctor's eyes had become cloudy and unfocused, then his adversaries were infinitely sharper for it. The bizarre mirth was there, but it was in some way even more warped than before. It had a darkness to it. Like there was something deeper down and more twisted than the already strange exterior. Something that wasn't hiding any more. “This used to be Discord, once upon a time. We were even partners at first. He worked with me in the beginning. As you say though, Doctor, it is not in the nature of a draconequus to stick to a plan. So, alas, we could not share. Over the years, the decades, the centuries, my mind pounded away at his, like a beating drum, until there was nothing left. Just me. And the power.” His fangs gleamed.

“But . . . how? I stopped you. I stopped you and—"

“Yes! You stopped me a~nd . . . I'm back again! Just like I always am! Do you really never learn? You can never finish me, Doctor. I. Will. Always. Come. Back.” With each word he took a menacing stomp closer. Leaning down, he whispered into the Doctor's ear, just soft enough that Trixie could barely hear it. “I turned into slime and possessed a man before, just to get my revenge on you. Did you really think I couldn't do it again? Did you really think anything you did mattered?” He straightened again, presenting himself to the room like a world class performer. “That's what I never got about all those 'bad guys.'” His face drooped into a mockery of a frown and made quotes around the words with his fingers, as if the term itself were the silliest thing he could think of. “You have a plan, one tiny mistake brings it all down, so what? Fix the mistake and do it again. I mean, I had my doubts. We have done this exact song and dance before. I thought you might have figured it out instantly. But here we are, with you, thick as the king of posts, and me, rubbing it in your face, because, let's be honest, what could be more fun?”

Doctor Hooves was near to trembling. Anger. Fear. Embarrassment. Surprise. It could have been from all these things and more that he shook. Trixie did not know. She did not know any of what was going on. All she knew was that whatever revelation her friend had, it was not one that made them any safer. And she wanted to hug him.

“You're right,” he finally uttered. The draconequus who was not Discord smiled. Music to his ears. “I should have seen it. All of it. You from the start. It's always been your way. Manipulation, trickery, hypnotism, disguise. All of it, your trademark.”

“Flattery will get you everywhere.”

“But how? Why did you even—"

“Say it.”

“What?” Doctor Hooves seemed to forget what he was saying with the interruption. He looked at the creature askance, not unlike how one might stare at a pony who said the Wonderbolts couldn't fly or that conical hats were not cool. What came next though were not words of madness, but of ice.

“Just say it. It's out there now anyway. Just say it. Once. For old time's sake. For me.” He paused only briefly, letting the words sink in. Not a single one had been a request. This character meant to command. “Say my name.”

Trixie stared at the Doctor as unabashed as the beast with the dangerous glint in its eye stared at him hungrily. For his part, Doctor Hooves looked well and truly ill. Everything that happened, since they had entered the castle, perhaps even before that, had been building to this moment, she realized. Whoever this mutant was to the Doctor, it was important. To him. Personally. There was a history between them that went far beyond whatever adventures they had experienced that day. This evil, this mastermind behind all they had suffered in Ponyville Pen, this force of nature that had seemingly decimated her entire world, all that seemed to fall away as these two stared one another down. During their time together, Trixie had seen Doctor Hooves perform nothing short of miracles, even without magic, even without his box. She had the pure and untainted faith that he could do absolutely anything he set himself to. He was somehow greater than it all. A title-less lord of all time and space. Yet, right then, the way he looked at the draconequus, he looked like . . . just a pony. And he looked like speaking was the absolute last thing he wanted to do. But he did speak. Just one word.

“Master.”

CHAPTER THIRTY: A Modest Proposal

For a while, nopony made a move. Doctor Hooves looked mortified at the single word he had allowed himself to speak. The draconequus, the one the Doctor had called “Master,” looked more pleased than it seemed possible to show on one strange face, yet his eyes still betrayed that same wicked glint that never left. Trixie was simply confused. She knew the word only as a title for one who had perfected a skill, such as a “master magician” or a “master milliner.” That lack of a specific occupation, Trixie thought, was intentional. If he were master of no one thing, then that implied he was either master of nothing, which did not bear mentioning, or master of everything, which did not bear stomaching.

“It's sad, in a way,” the Master finally announced to his attentive audience. “Did you ever really think it would last? Your quaint exile here?”

The Doctor let out a maudlin chuckle. “Maybe I did.”

“Why?” He sounded angry, but it was more like the anger that comes from frustration with a stubborn child, who refuses to learn a lesson. “You can't run from your nature anymore than you can run from those who would see you broken and beaten. Even if it hadn't been me, and, believe me, Doctor, it will always be me, something else would have come for you.” The Master settled himself back slightly, taking on his own lecturing tone. “The universe will always need its Doctor to fight the monsters.”

“What does that make you, then?” he asked with growing impatience. “A cancer?”

The Master smirked. “A very cunning cancer.”

“Is that why you did all this? To this planet? Just to get at me? You destroy an entire planet, an entire species, just to what? Punish me?” His voice was strained and incredulous, asking unbearable questions of which he already knew the intolerable answers.

“Of course not, 'just,'” he laughed. “You are, as ever, my muse, Doctor. Even from within the Hell you cast me into, I sought you out. And you did not disappoint. A world full of actual magic. Not even the Time Lords could have guessed such a world existed. You gave me every resource I needed. Besides,” he continued smugly, choosing that moment to acknowledge Trixie by striding over and knocking her hat off her head, swaggering like a common bully, “these creatures were asking for it. Even more than your precious humans. All that power and they do nothing with it. There was more potential here than even you could have fathomed.” His grin was disquieting and cold. “So I put it to use. And now I have power to wipe out civilizations with ease and teach the galaxy the glory of serving its Master. Destroying a world right under your big snouty nose was gravy.” He was actually holding a gravy boat. It would have been silly if he had not somehow made the slurping sounds menacing.

Doctor Hooves was silent as he walked across the floor to where Trixie's hat had fallen. With his teeth, he gingerly plucked it off the ground and carried it back to her, planting it on her head. He moved his hooves to straighten the star-spangled brim.

Does that feel heavier? Trixie wondered silently to herself, deigning only to watch the Doctor at work.

“They may know more of their potential than you think.”

What was that look? she wondered further. Was he motioning to move?

She looked again and, strange though it seemed, he was indeed blinking his eyes, cryptically motioning towards the back of the room. Apparently content that she had noticed the message, he gave one final pointed look at her hat, and then walked off in the other direction.

“You do realize what you're doing with all that power? The abilities of this world's inhabitants, the biology of a draconequus? All this temporal manipulation with an untested, untempered energy source? I thought it was just what you tried to do with the Elements at first, but you're playing with something far more dangerous. The epicenter, the time we came from is literally coming apart at the seams, being ripped to shreds by paradox upon paradox. It's spreading, even now. Sooner or later, it's going to catch up to you.”

“Not with your TARDIS.” There was a malevolent glint in his eye. “We both know what I can do with that. Don't we?”

“You think so?” Much as the Doctor tried to hide it, the tone could not completely conceal a hint of curiosity. “You sound just like the creature you're wearing. They had ambition to go with all that power and look where it got them. This is exactly what happened to Dracon. Too much unstable energy and the planet exploded, killing everyone, save for the lucky few. Like your puppet there.” He indicated the Master himself. Rather, the body he chose to inhabit.

“Should it come to that, I'll simply have destroyed another planet you care about and with you on it. Sounds like a very fair deal to me. Besides,” he said patting at his torso, “I'm sure the old boy can go two for two.”

“Do you really want to risk it? Can you? Do you truly think you can control all this and the TARDIS? One mistake, one tiny mistake, and those gaps in reality don't just consume the planet. It will spread. You could erase the entire universe from existence.” The Doctor cringed, as if trying to push back an unwanted memory. “Believe me, I've been there. Not something I'd like to experience twice. No, I have a hard time believing even you could come up with something this universally apocalyptic. You say that you took control, but how do you know Discord wasn't the one with the plan, letting you think you took over, just so you'd dance on his strings. A quest for universal power that will destroy the universe? You can't deny that sounds like the insane contradiction of a draconequus.”

“Well, that's just the thing,” Master of Equestria began nonchalantly, “perhaps you haven't heard: I AM insane. And a genius, so there's that too.”

“That right?”

“Certified by my Doctor and everything.”

“So then,” he announced, drawing the Master's focus, “what do you intend to do with me? Kill me? Imprison me? We both know how well that worked last time.”

“Quite well, by my recollection,” the Master responded, as if the thought had only just occurred to him. “You were a midget in a cage, I had your TARDIS, and complete mastery of the Earth. Let's take stock, shall we?” His claw was on his chin while he began pointing out items like they were on a list. “TARDIS? Check. You? Stuck as a horse. Me? Sovereign of all this world has to offer for far longer than a year. And whether your faithful dog is black or blue,” Trixie couldn't help but cringe slightly when he grimaced her way, “there is no worldwide energy source that you can turn against me.” A ball of swirling electricity appeared in his hand. It was on fire. “I have all the power here.”

Over nearer the front of the room, the Doctor and the Master, one a pony and the other a draconequus, continued trading verbal barbs. Slowly, it was dawning on Trixie that the Doctor was not just arguing with his adversary; he was distracting him. Anytime the Master started to look away, the Doctor found a new method of garnering his attention, keeping the Master's focus on him. And Trixie's hat definitely felt heavier.

As subtle as she was able, the unicorn started to back away from the clash of the titans. When it seemed like a safe enough distance, she turned slightly, and bowed her head to reach beneath her hat. It took her a moment to recognize the item that Doctor Hooves had smuggled inside her insanely sweet headgear, but only a moment.

What had he called it? Psychic paper! Except that last time she saw it, the paper had appeared to be blank. This time, she saw two words, bold as if they had been written with the finest quill: “FREE THEM.”

She looked at the Princesses. Oh, is that all?

CHAPTER THIRTY ONE: Reunited and It Feels So Good

“Fair enough,” Doctor Hooves replied with a wary eye cast at the Master's display. “But you still didn't answer the question: What do you intend to do with me?”

“Me.” Not “us.” Good, Doctor. Keep him focused. I'll free them, Trixie silently vowed, watching the still forms of Celestia and Luna. She gulped. Somehow.

“Oh, I'll find somewhere to stick you. Count on that. I doubt even you know if you can regenerate from that form, but there's no point giving you the chance to find out.” Bushy eyebrows drooped off the points of those excited eyes. “Besides, I rather like you this way. I might try riding you later. With a widdle saddle. It'll be a laugh.”

Doctor Hooves was not impressed.

“Regardless,” the Master smirked, “it won't be hard to find somewhere you'll be out of the way. We are in a prison, after all. I designed it myself, you know. Feel free to tell me your thoughts, but, personally, I think its a revelation. Prisons are always so boring, but you can't beat them for imprisonment. Amusement parks are always so deceptive in their 'fun,' but everyone is allowed to leave. All I had to do was take the best of both worlds and BOOM!” Trixie jumped where she stood, next to Celestia. “Transcendence. Not the biggest fan of the name, but you know how it is. Have to make the help feel like they have input.” His eye started to search out Trixie on the word “help,” but Doctor Hooves jumped once more in his line of sight.

“I've seen your prison and the horrors it's created. Like Menlo. I should have known only a mind like yours could build this place.”

“Mind and power. Don't forget about my power.” The muscle of his arm bulged to ludicrous proportions for a second. On the largest bulge was a cutie mark in the shape of an anchor. “Ah, Menlo,” Master sighed wistfully. “He was truly an exemplar of his species. Incredible failure, but ever so pleased to serve,” his face and voice changed to those of Luna, “his princess.” Her face and voice snickered sardonically, before becoming the warped visage again. “Anyway, you haven't seen a fraction of what my park has to offer. I think there may even be enough attractions to entertain you your whole extensive life. And you know the best part, Doctor?” Draconequus face glowered down, only inches above the Doctor. “No lines.”

Okay, that's not going to work. It needs to be quicker. Trixie had made her way to the Princesses without incident, but, now that she was close enough to act, the actual action of action was a little tougher to act on. The problem: She needed to rescue two almighty alicorns from their magic-draining bonds without attracting the attention of a nearly omnipotent psychopath and she was only a little pony. The solution: Dunno.

There was no way she could be sure what would actually succeed in freeing the Princesses, but it seemed to her that getting rid of the gem spires surrounding their horns would be a good start. If she was somehow able to break those, then the most immediate obstacle to them using their magic would be out of the way and they might be able to do enough to help her. Or her and the Doctor. Or themselves. Whatever. Plus, there was the added bonus that the long and spindly appearance suggested they might also be structurally the weakest of the gems that absorbed their magic. But there was the problem. They absorbed magic. Magic was kind of all she had going for her just then.

It needs to be something I can manifest through magic, but doesn't impact with magic. Her first thought had been to try something like Menlo's knives; a physical manifestation of magic to attack directly. That was the entire point of this place though. Any magic that left a unicorn's horn would be sucked straight into the nearest gem. What she needed was something she could form through magic, but struck with a concussive force of its own. A real showstopper. That's it!

“Alright, be off with me then. Can't stop you and all, big scary mythical monster. What's stopping you?” the Doctor asked with a scrutinizing eye. He hoped that whatever Trixie was going to do, she would do it fast.

“Don't be coy, Doctor. It's not becoming of you.” His eyes shifted indiscernibly. He was searching the Doctor. Looking for something. Not looking in Trixie's direction and not just because the Doctor had been stopping him. The Master was pointedly not looking in that direction. Not looking at the TARDIS. Doctor Hooves smiled his most genuine smile in ages.

“The key. You can't get into the TARDIS without the key.”

The stone face of the draconequus conveyed more rage than any sneer. “Just give it to me.”

“Why don't you go ahead and take it?” The Doctor was near to laughing now. “What happened to all that big scary 'all of the power' you had?”

“And just where would you suggest I take it from?” His impatience was increasingly apparent. “I don't know where in the bloody hell you're keeping the damn thing. You do realize you're nude?”

“So are you.”

“I can create pocket dimensions. What's your excuse?”

Doctor Hooves shrugged. “Do as the Romans do.”

“Make no mistake, Doctor,” the Master was advancing on him now, growing not only in perspective, but physically increasing his mass with every step, “I would prefer you just submit, but I have no problems starting your torture early. It's your choice.” Something seemed to dawn on him and his mouth curled into a snarling grin. “If you like, I can always start with your little compan—”

BOOM! BOOM!

“WHAT?” the hulking Master raged, turning his attention on the direction of the ear shattering explosions. There he beheld that little blue unicorn cowering on the floor, shielding her eyes and ears as brightly colored sparks crackled and exploded around her. Were those fireworks? The Master was so surprised at finding the strange display interrupting his long sought confrontation that he almost did not notice just where the bulk of the explosions were occurring. Some of the brightly colored pieces falling from the ceiling were indeed sparks. And some were shards of gemstone. Only then did he realize, he was not the only one watching the display.

“Luna! Now!”

“Yes, sister!”

The voices were strong, even through the audible strain. Had nothing else happened, those voices could still have commanded the attention of a kingdom. It was simply all the more impressive when something else did happen.

Two enormous columns of energy exploded through the falling spark and rock, hitting the grown draconequus squarely in his broad chest. Small wisps of energy drifted up to the ceiling, even as these columns of raw magical power raged forth, but much of the stalactites had been destroyed and there was simply too much magic for all of it to be absorbed. Even with his enhanced frame, the Master flew back, crashing into the nearest wall with a shudder.

“Brilliant!” The Doctor, only momentarily stunned by the sight of the massive creature with his rival's mind being smashed into submission, rushed to Trixie's side. He reached down, offering her a hoof up from where she posed strategically. Not cowered. Definitely not cowering. “Trixie, just brilliant. You are brilliant. Have I mentioned? The brilliance?”

Regaining her composure, Trixie took the Doctor's hoof, allowing herself to be helped back up. An absentminded brush at the debris on her cape became an elaborate flourish. “But of course, Doctor. Had you any doubt the Great and Powerful Trixie would come through?”

“Not for an instant,” he beamed.

“You have our gratitude, as well, child.” It was Celestia. She and Luna both were smiling at them. Clearly fatigued, Trixie had no doubt they would have collapsed by now had their legs and wings still not been held in place to the floor, but smiling.

“It was my honor, Princesses. Your thanks is more than Trixie deserves.” She bowed low, before perking right back up. “But if you should deign to bestow upon her some reward, she would graciously accept.”

“Unfortunately, I do not think it will be that easy, little one.” It was Luna this time. Already, her gaze was shifting back in the direction the Master. That one that was shaking his head over there and getting back up. Yeah, that was the one.

“You both must go,” Celestia said in a voice that brokered no room for debate. “We will use all of our power to hold him off for as long as we can, but we are already weakened as is and we will not get another chance to take him by surprise.”

Trixie had not wanted this meeting to end so soon, regardless of the truth she knew the mare's words held. She had never met the Princesses before herself, but they were still a link to the Equestria she knew. Their very presence made her feel safer, as if she were under a divine protection. Now she was being told to leave that behind again.

“But, I—"

“DOCTOR!” The voice roared over all others.

“Trixie, we need to go. You and I are the only ones who can change all this.” She knew he was right. That did not make it any easier. “Princess Celestia. Princess Luna. Thank you. I promise you, we will make this right.”

“You have already done more than we hoped.” They were still smiling at them. They were exhausted, and hurt, and scared, but they were smiling. “Now, go!”

At that exact moment, the monster who proclaimed himself Master lunged, only to be met with twin beams of light. He was stopped, pushed back to his feet, but not pushed back. Instead, he moved forward. Slow at first, but he was picking up speed.

“DOCTOR!”

The brown stallion was already pulling Trixie towards the TARDIS. A key appeared in his mouth, seemingly out of nowhere, and he deftly pushed it into the door's lock. With the mildest turn, the door swung open, allowing both Doctor Hooves and Trixie to rush inside. Even still, the Master came.

His cries could be heard through the walls of the TARDIS itself. Past the sound of racing streams of pure magic, past the whirring sounds of the TARDIS as the Doctor entered in their course, the screams and shouts of the Master could be heard.

“YOU WILL NOT STOP ME DOCTOR! YOU WILL NOT!”

It was all Doctor Hooves could do not to shudder as he threw the final switch.

“I!”

VWO—

“AM!”

—OOO—

“THE!”

—ORP!

“MASTER!”

VWOOOOOORP!

Trixie and the Doctor heaved a united sigh of relief as the TARDIS finally faded out of time and space. Then something hit them.

The TARDIS rocked and roiled with the two ponies inside. A ride in the TARDIS was rarely what one considered smooth sailing, but this was something else entirely. As the blue box bombarded and bounced around obstacles they could not see, Trixie and the Doctor could only hold fast to their surroundings, trying in vain not to be tossed around.

Each time the TARDIS bounced, the experience was different. Hit something; feel the fall in slow motion. Somersault off a bump; it was like space stretched thin in and around them, the fabric of reality, pulled like taffy. Nosedive after a sudden leap; flashback to an hour before, a week ago, a year, two, a hundred. It was like they were colliding with the walls of time itself.

Then, just like that, it stopped. The two ponies hesitated to make a move, for fear that the terrible ride would start all over again, but nothing came. Everything was still and calm. They had landed.

Doctor Hooves had moved to look over his switches and screens, but Trixie was already throwing open the door. Anything to get out of that big blue death trap. However, as soon as she did, she stopped.

“Doctor?” she called, her voice full of trepidation. “Would you mind coming here a moment, please?”

Concern certainly did something for his speed. Machines and screens forgotten, he made his way to Trixie's side in the doorway, only to stop dead himself at what he saw.

What they saw was not familiar as the world they had left behind. Not any version of it. Indeed, they were in what looked to be a lush countryside, but so much else of it was strange and foreign. Grass, thick and tall and waving in the wind, was a deep red. Trees with leaves of shining silver reflected the light all around them. The sky was a burnt orange.

“Trixie does not think we are in Equestria anymore,” she whispered to her silent companion. Her eyes rose to the sky, far off beyond enormous snow capped mountains, and they were alighted as they beheld two burning suns. “Not unless Celestia has been pulling overtime.”

The Doctor's voice caught in his throat just long enough for Trixie to consider growing concerned. “Doctor? What is it?”

“You're right, Trixie.” He swallowed. “We aren't in Equestria. We aren't even on your planet.”

“Oh really?” she asked skeptically. Vaguely, she recalled him saying that the TARDIS was capable of traveling through both time and space, but the idea of visiting another planet sounded even stranger than going back in time. “Who's planet are we on then?”

Only then did she realize the look in the Doctor's eyes was one she had not seen there before. One she had never expected to see in those eyes: Disbelief.

“This is Gallifrey. Trixie, this is my planet.”

CHAPTER THIRTY TWO: Delving Into Canon: A Doctor Who Primer

“Well, it's very . . . bright.” Yeah, it was pretty bright. Nice. Tourists.

“Trixie, you don't understand.” He hadn't moved from where he had first frozen in the doorway of the TARDIS. Gradually, Trixie had made her way outside into the vibrant scenery, in hopes that the stallion might follow her lead. However, that was not a thing that happened. Honestly, it was starting to make Trixie nervous.

“No, Trixie supposes not, but then again, why should she? You have not told Trixie anything.” Suddenly, her mind caught up to her mouth. So often had she been in awe of Doctor Hooves that she had not even realized how impatient she had been growing with his secretiveness. Everything he said and did suggested there was infinitely more he was not telling her. Perhaps she had her secrets, as well, but nothing like a big orange planet. Nothing like the Master. “Trixie has gone along with you until now, not asking for so much as a hint, but she grows tired of your posturing, Doctor. That creature back there, the one that destroyed Equestria, imprisoned the Princesses and forced us to flee, he made it sound as though you are responsible for him. I don't know how much of that I can forgive, Doctor. Not without an explanation.”

Only then, shaken to his senses by the verbal tongue lashing, did Doctor Hooves finally relax. “You're right.” He stepped forward and took a seat in the doorway. “I owe you an explanation. Probably more than one.”

Trixie eyed him warily, as if she expected him to make a run for it any second. It was difficult at first, not looking where she walked and keeping her eye on the Doctor, but, eventually, she found a seat opposite him, on a patch of red grass.

“Right then, where should I start?”

“The beginning is usually where a story starts,” she said instinctively. “My father used to say that.”

The Doctor chuckled. “He's not wrong, your dad. The beginning might be longer ago than you think, though.”

“Very well,” Trixie replied thoughtfully. True, she had not really expected that to work. For some reason though, she thought this might: “Then answer me this: 'Doctor' who?” No sooner had the question been asked did Trixie find herself searching the stallion's face. How disappointing. She thought that would have gotten her more of a reaction. “I know it's not 'Hooves.' You have made that much apparent.”

Doctor Not Hooves drew in a breath and the answer with it. What he was preparing to say was not a lecture or lesson. This was a topic he knew backwards and forwards, but it was not one he liked to tell. It was not one he liked to stop long enough to remember.

“I'm called the Doctor. I am not a pony from Equestria, but a Time Lord from the planet Gallifrey. The Time Lords are an ancient species that long ago unlocked the mysteries of time and space, allowing them to create technology to travel and manipulate it. At times they could be both ineffectual observers and ruthless tyrants.”

“So, Time Lords look like ponies?” Trixie had always suspected that her form was the pinnacle of life in the galaxy.

“Um, no, sorry, hold on. Used to,” he thought about it, whatever it was, “different circumstances when I'm asked that question. Sorry, no. Doesn't matter who came first.”

“What?”

“Nothing.” Ahem. “Time Lords don't look like ponies and ponies do not look like Time Lords. Time Lords look more like . . . .” Wow, this was tougher than he'd thought. “Have you ever heard of a human?”

“Human?” It sounded vaguely familiar. “Trixie thinks maybe she has heard the name in a song? There was a street performer singing and playing a lyre that Trixie seems to recall, but nothing specific.” Trixie had often found herself drawn to street performers in spite of herself, if only because a few had passed through the troupe once upon a time. She vaguely recalled the unicorn being decent on her instrument, but nothing of the strange lyrics returned to her.

“Okay, well then, um,” defeated, the Doctor returned to his puzzled expression. “Oh! Alright, so, think of a bear, except hairless, well mostly, talking, and with a different face.” His face suggested that this was a fair visual to work with.

Trixie's face suggested the opposite.

“Four legs, stands on two of them, not much hair, smooshed-in face, and wiggly things on the ends of the legs.” Suggestive Face 2: Electric Boogaloo.

“Wiggly things?”

“For holding stuff. And pressing. Stuff.”

“Why don't they just use their hooves?”

Doctor No Wiggly Things considered this honest enough question. “Not enough practice, I guess.”

“And this is humans or Time Lords?”

“Both! But we were doing it first!” Evidently, this was a matter of pride. Finding small victories was important, Trixie supposed, when being Great and Powerful was not in the cards.

“But now you're a pony,” she observed. She had briefly considered making it a question, but, with all of this strangeness, it felt good to be sure of something.

“That is a long story,” he faltered.

“As we do not appear to be rushing back to Equestria, Trixie would seem to have nothing but time on her hooves,” she explained stubbornly. Legs crossed to indicate she would be making herself comfortable for the time being.

However, he did not sigh and continue right away, as she had expected. Instead, he sighed and turned around to look back inside his TARDIS. There was a screen he was looking at, but there was no telling which one. All of them had some gibberish that she did not understand. At any rate, he at least gave the impression he was satisfied, upon turning back to her.

“No, no rushing yet. Okay.” The word was exhaled, like a puff of smoke he hoped would drift away with all that answer he had breathed in earlier. No such luck. “The Master—”

“Trixie asked about your apperance. Not that . . . thing.” The thought of him still made her uneasy, even with him presumably eons and light-years away.

“That's what I'm telling you. There may just be a tick more context than you thought. And you may just end up with more of your questions answered this way.” When it was clear she understood and would not interrupt, he cleared his throat and continued. “The Master was a renegade Time Lord. Actually, we both were. I just sort of went around, exploring, learning, cleaning up the occasional mess. Adventures! That's the ticket. Met lots of, well, 'ponies' is the wrong word, but you get the idea. Many different species of pony, some more pony-like, most of them less. I saw . . . so much.” His smile was wistful, almost sad. It was a melancholy sadness, though not without its hope.

“The Master had a different idea of adventure. Most of our race thought the Time Lords were fit to rule the universe, if they so chose. Both the Master and I disagreed with that, but, where I thought the universe was not meant to be ruled, the Master thought that there was none fit to rule but him. We crossed paths more than once, which is rather impressive when you consider we were traveling all of time and space. Sometimes I tried to be his friend, brilliant mind like his, had to be some potential in there. If not for all the insanity he could do so much good. Usually, I just stopped him. I would stop him and he would disappear, parts unknown, physical states unknown. He'd always come back though, some time, some form or another. The ultimate survivor! Or maybe you'd prefer the term 'escape artist?'”

He looked at her knowingly. She would have hid beneath her hat, had she not felt the need to look his answers in the face. While it was certainly true that she had more experience with them lately, escapes were a fair deal trickier to pull off than the razzle dazzle that the Great and Powerful Trixie was more accustomed to. There were some memories of acts she preferred forgotten. Cringe worthy memories. Blush worthy memories.

Trixie cringed and blushed.

“Anyway,” the Doctor stalled, bashfully looking away from the mare he hadn't meant to embarrass, probably, “a very long time ago, I thought I was done with him for good. Course, wasn't the first time I'd thought that, but, well, anypony who ever said 'With age comes wisdom' wasn't telling the whole truth. So he found his way back, a little less physically substantiated than when I'd last seen him, but just as brilliant. Just as crazy. And just as full of hate. He . . . hurt a friend of mine. Then he hurt me, but I still managed to send him back to where he'd come from.”

She had to ask. “Your friend . . . did she . . . ?” Of course it was a she.

Doctor Hooves only shook his head. “I don't know. I had to leave her somewhere. Then things,” he paused, planning the word, “escalated.”

“You were hurt.”

“That's right. I managed to send the Master away, but he was still able to do some damage. I was injured and so was the TARDIS. We were forced to crash land on your planet, near Ponyville. There was nothing I could do for the TARDIS, not then, and there was only one thing I could do for myself.” Again he stopped, careful to consider what was said next. “You've seen my pocket watch.”

Trixie nodded. “That ornate one sitting open in the TARDIS.”

“It's a component in a machine I have, called a Chameleon Arch. It's a device that lets a Time Lord literally transform his DNA into that of another species. Let's them blend in when there's a need to hide. The disguise is so complete, that it even overwrites a Time Lord's memories. Everything that's Time Lord goes in the watch and the Time Lord himself is unable to fathom the watch could be anything more than a watch. Until its necessary, a Time Lord can literally become another species.”

“You wanted to forget who you are?” Trixie asked astutely, putting the clues together.

“I,” he expected the answer, but hadn't been prepared to answer it, “thought it might be best. After what happened to my friend, not for the first time, I thought maybe I should lay low. Something would always come for me. If I was me. If I was the Doctor. The Master was right about that.”

“But it didn't work.”

“It worked. And it didn't.” His head bobbed from side to side, trying to figure out which he believed more. “Like I said, I was hurt. Not just in spirit, but in body. I used the Chameleon Arch, but there is another thing Time Lords can do. Whenever we're near death we can, sort of, cheat. Regenerate into a new form. I thought it would be alright if I just used the Arch, but biology has a way of surprising you. The transformation was so different from turning myself into a human or some other such thing, that it ended up using all of the TARDIS's remaining power and the all the energy from my burgeoning regeneration. Still not entirely sure just what it was. Might be more to this 'magic' of yours, even in the less arcane-inclined of your people. Anyway, all that power, burned everything out. The physical transformation completed, but it was only a halfway process. An earth pony with the memories of a Time Lord.”

Hat rocked against horn as Trixie nodded sagely. “How long were you there before anypony really noticed?”

He shrugged. “Not that much practice at calendars with all the pages like that. Years are longer than weeks, right?”

Yes. They were.

“I had nothing I could do with the TARDIS. Your planet achieves its marvels in a manner far different from most. And, even though the whole transformation didn't take, I still felt that maybe I could stand to keep quiet, keep still for a while. Convinced myself it was research. Few years, studying a planet like yours, could provide incredible information. No end of fun at dinner parties. But . . . the Master has been right about a lot of things.”

Staring at the forlorn Time Pony, Trixie felt wrong. In more ways than she could count, let alone notice all at once. That face for one. Those expressions simply wouldn't do. And that shape. It was like an aura off him, a shadow she had never noticed before. Everypony was a pony, of course, but for the first time she realized, shocked at having somehow missed it before, his shape simply was not right. But even that was not it. Something was missing. He had told her a lot. He had not told her everything.

“There's something you are not telling me, Doctor. When you saw this was your planet, you were surprised. And not just because we hadn't meant to go here. You said I didn't understand. What don't I understand, Doctor?”

“Look at you,” he beamed proudly, “the Great and Detectivey Trixie Lulamoon! There's a future for you in this. Always trust the pony with the time machine when he talks about the future.”

Sorry, not getting away that easy. The hat slumped definitively, making the unsaid point.

“When I said that I thought the Master was gone for good, it was because he went with my people.” This was the final hurdle on this conversation track. Doctor Hooves frowned as he finally jumped it. “There was a war. And more. The last great Time War, fought between the Time Lords and a race of monsters called the Daleks. Nothing but hatred, intolerance, and plungers. Sort of the anti-pony. They were defeated. Both of them. By me. It was the only way to end it and I did it twice. Locked my entire race, my entire planet, away so that it could never be reached and never escaped. Time Locked. Every single thing I know to be true about the universe tells me I should not be able to be here right now. But this is Gallifrey. The real Gallifrey. I'd stake my TARDIS on it.”

That sounded rather definitive. “Then how are we here?”

“Honestly,” the Doctor replied with a head scratch, finally reaching a question he did not so much mind answering, “I don't know. Only way I can figure is the Master had something to do with it. That impact as we took off, that was him, attacking in the instant we left that time and space. Problem is, the abilities of a draconequus are impossible to miss and the history difficult to forget, but what exactly they can do is not very well documented. I mean, that's the point. They're very nearly physical manifestations of chaos. Merely existing is defying the laws of the universe for them. He may have tried to bring us back and he may have tried to unmake our existence. I doubt even he would know. Either way, that energy must have reacted with the time vortex in a way that caused us to pass through the Time Lock.”

Trixie waved her hoof over her head. Yeah, that's where that all went. Right over that thing.

“If it makes you feel any better, I made most of that up just now.”

“Well,” the mare began slowly, still understanding very little, though probably more than she realized, “is the 'Time Lock' broken then? Or are we stuck behind it?” Sudden fear gripped her as she realized what her own question suggested. “Can we still get back to Equestria?”

“No. No. Yes.”

“Good, good, good?”

“A Time Lock cannot be broken. It can be subverted, far too often, it seems, but never broken completely. And according to the TARDIS, there's a window that we can still get through.”

“Brilliant!” Trixie cheered and then instantly blushed. She'd been spending too much time around this lord.

“But the window is closing. If we go, then it will have to be soon now. And then the window will be shut again.”

“'If?' Doctor, what do you mean 'if?' Of course we're going back to Equestria! We need to stop the Master and save everypony!”

“It's not that simple!” he roared, although Trixie did not feel his anger focused at her. “I thought I would never be able to visit my planet again. The way we got here though, I never thought it was possible. It might be a loophole. I could go back to the Gallifreyan high council, warn the other Time Lords of what will happen. I could stop the whole chain of events that led to the Time War. Trixie,” she could see just the slightest wetness, there, in his eyes, “I could be the Doctor again! The real Doctor and not just the war criminal who couldn't bear to give up his name and his box.”

Silently, unblinking, Trixie rose from her seat and calmly walked to the cowering alien. Gentle as a mother would a child, she blanketed herself around him in a sturdy hug.

“Doctor, you can't. I'm sorry, but you can't.”

“WHY NOT?”

“Because you sound like him.”

That was it. That was what he needed to hear. It always was when it came from them. Those companions of his. No, wisdom certainly did not need age. Far too often he found, the old just forgot what the young already knew.

His hoof reached hers. “I know. You're right. I know.”

They stayed like that for a little while, just feeling the other's warmth, listening to the rhythm of each other's breathing. Finally, the Doctor seemed to loosen and Trixie stepped away, back towards the crimson grove.

“We should get going,” Doctor Most Definitely Hooves stated, forcing his voice not to crack. “Equestria won't wait forever.”

Trixie appeared not to hear him as she drifted closer to one of the trees, its many silver leaves glittering brilliantly in the light of the twin suns.

“How much longer will the window be open?”

He gazed back inside his TARDIS. “Not long. Only a few more minutes now.”

Without a single look back, she let her horn glow, and a single silver leaf drifted down from the nearest tree. The glow took it and the shimmering silver of the leaf reflected the purple light all the way onto the Doctor's waiting hoof.

“Equestria has waited hundreds of years. They can wait a few minutes more.” When she finally turned to look at him, the smile that alighted the Great and Powerful Trixie's face was softer and more beautiful than anypony could ever expect to see. “Let's wait out the clock.”

CHAPTER THIRTY THREE: The Ponies Are Back in Town

Once the assembled party of two had made their way back aboard the TARDIS, leaving had been a simple enough matter. For the TARDIS, at least. Trixie asked if her friend was okay and he told her that he was with that colt's grin, like always. No regrets, no anxieties. Yeah, she thought, I wouldn't be either.

Even so, he set about his work quickly and gleefully enough, as was his way when there was an adventure on his mind and a TARDIS at his touch. That was when she noticed it again, draped off some of the controls as a constant reminder. The watch. The watch that wasn't a watch. What had he called it? “Chameleon Circuit.” A machine that let a pony forget who she was. A machine that let her lie to herself. Trixie did not want to forget. She did not want to keep the secret any longer. She did not want to feel like a liar anymore.

“Doctor,” she called, noticing that he had not stopped his work, “Trixie has something she'd like to tell you.”

“Nope.”

“Excuse me?” Oh, no, he didn't.

“I know what you're going to say. I don't want to hear it.”

“Now, see here,” Trixie fumed. “The mind of the Great and Powerful Trixie is not so easily guessed at by any common pony who thinks—"

“All this talk about the past and secrets has you thinking. Before, when we met, you said we had met before. You told me that I said you would be important. I remember.”

“You remember,” she repeated in astonishment. So much had happened, she thought that he must have forgotten completely. She had nearly forgotten herself. Well, that wasn't quite the truth. Still, it came as a surprise. Maybe even a pleasant one.

“I haven't stopped thinking about it. Mind like a train car, this is.” He gave his own head a knock. It caused the next word to drip out like sludge from a broken faucet. “Compartmentalized. Emphasis on the 'mental.'” That was a good sign, making jokes again. Assuming that was a joke. “Anyway, point is, no spoilers.”

“Sorry?”

“What you want to tell me has to do with my own personal future. I don't know what, but if you want to tell me, then that probably means it's something you want to change.”

Trixie remained silent. He eyes began to wander, looking for anything that was not him.

“I'm sorry, I am, but you need to listen to me when I say this: If you want me to have a chance to change anything, you can't tell me what it is. As soon as I know, I have to do it. That same way, that same time, every time. Anything else puts the universe in just as much danger as the Master has.”

His silence was only to facilitate his pointed waiting. Waiting for her. She knew what he wanted, but that did not mean she had to be in any hurry to give it to him. Maybe he was right. That did nothing to change the fact that he ruined her big earnest gesture of trust. Jerk.

“I need to hear that you understand.” Beat. “Trixie?”

“Alright already! Trixie understands! Goodness, you nag like an old nag!”

Her cheeks were glowing crimson, but he laughed all the same.

“I'm the Doctor!” he crowed. “I once nagged a Quorexian invasion force into submission, before winning the Two Millionth Annual Xythros Nag-Off in the same afternoon. And Xythroids have very long years.”

“And everypony is quite impressed, Mr. Modesty, but if you're quite done with the lecture, there is the small matter of saving Equestria from certain doom.”

“Oh, right, that.” Switches flipped. A lever was pulled. Everything shook. Then it stopped. “We're here.”

All Trixie could manage was an angry pout as she straightened her disheveled hat. Cheeky bastard.

Leaving in the TARDIS had been a simple enough matter, but leaving the TARDIS proved to be a fair deal more difficult. Things had somehow gotten even worse since they had left. When the doors of the TARDIS were flung open, Ponyville was nearly unrecognizable. Buildings stood in ruin, when they did not flicker in and out of sight. Enormous dragons and vast ships of metal fought one another with lasers and fire, the girth of their struggles blanketing the sky. Strange beings that resembled ponies, but with skittering spider legs where their hooves should be chased normal ponies and one another around the streets. That is, they did until an odd squirming monstrosity, thin but large, like a caliginous gash on the world itself, appeared and began plucking them up and dropping them into its waiting maw. Grey tubing was everywhere.

The instinct to slam the door shut and take off again was nearly overwhelming. Both ponies shared a look and swallowed their fears in unison, before stepping off the threshold. Of course, they totally expected it when an enormous brown sandworm emerged from the ground a few feet in front of them, gnashing its many rows of pointed teeth. It was like, who didn't see that coming?

“CHARGE!” It should have been impossible for any one voice at such a distance to be heard above the chaotic throng surrounding them, but the war cry was loud and clear. A blur of rainbow colors slammed into the sandworm. With a thud, its bulk slammed into the ground, dazed but alive, leaving the once intimidating creature to slither back into its hole.

“Boy, am I glad I spotted you guys in time,” the pony with the rainbow mane greeted, stepping forward from where she had landed after her attack. “My name's Rainbow Dash. You're Doctor Hooves, right?”

“That's what they seem to call me,” the stallion returned happily. “It is a pleasure to meet you, Rainbow Dash.” His mouth savored the words, before, after, and during the saying. “I'll assume your heroic rescue would make you one of Twilight Sparkle's friends?”

“That's right,” she said proudly, clearly impressed with herself for being given the responsibility. “Twilight asked me to keep an eye out for you. Said you would be coming back with help.” Her eyes narrowed as her head turned lazily towards his unicorn companion. “I didn't expect to see you here, Trixie.”

She snorted, her haughtiness honed to a fine edge. “And Trixie did not expect you would be so brazen as to show your face anywhere, pegasus that Trixie so effectively embarrassed.”

“Why you—!” Rainbow Dash nearly lunged at the disdainful unicorn, before Doctor Hooves stepped between them.

“Sorry, sorry. She's,” he gave Trixie a look out of the corner of her eyes, but received only an innocent shrug for his troubles, “she's just like that. Really sweet, once you get to know her. Ignore her. Please.”

Rainbow Dash backed off. For now. FOR NOW.

“Really though,” he continued, making sure to keep a watchful eye on the caliginous terror as it devoured spider pony after spider pony, “it is impressive you were able to spot us in . . . all this. You have our thanks.”

“Don't mention it,” Rainbow replied casually, despite clearly beaming at the praise. “It wasn't easy though. I didn't even see that big blue box of yours appear. Actually, I didn't see it until, like, just now. It's almost like I didn't want to notice it. Like—"

“It has a perception filter!” a high pitched voice giggled over the pounding of prevalent paradoxes. The poofy pink pony hopped over to them with powerful pleasantness. Preternaturally.

“Pinkie Pie! What are you doing here?” Rainbow asked, making no effort to mask her annoyance.

“My eyes were watery.”

“So?”

“That usually means, 'An all-powerful, interdimensional space box is about to appear.”

Everypony just blinked. Everypony. Like, even that squirming monster without eyes was kind of going “Wait, what?”

“Ri~ght,” Rainbow Dash finally said. Clearly, she had done this before. “Anyway, Doctor Hooves,” pleasant, “Trixie,” less so, “this is Pinkie Pie. Another one of our friends.”

“Hi!” the pink pony exclaimed. Her eyes blinked. Not at the same time.

“Um, yeah, she's just like that too.”

“Rainbow Dash. And Pinkie Pie.” Doctor Hooves exchanged looks with them both, studying them over. “Can I just say . . . how much fun those names are? I mean, 'Rainbow Dash' and 'Pinkie Pie?' One sounds like a band name and the other one is candy! I love it! It is, really, just a pleasure to meet you both. 'Rainbow Dash' and 'Pinkie Pie.' I've been stuck with this one all day. 'Trixie Lulamoon.' And she doesn't even use the 'Lulamoon!'”

Pinkie Pie giggled. Rainbow Dash smirked. “You're name is 'Lulamoon?'”

“TRIXIE PREFERS TRIXIE,” corrected the unicorn with the bulging eyes and the bright red cheeks. Pinkie Pie falling on top of her while she shrieked with laughter certainly did not help matters.

“Okay,” the brash pegasus started again, fighting against her own giggles. “This has been a blast and all, but we really need to get going. Ponyville isn't getting any better while we stand around here and I know Twilight is gonna want to talk to you.”

“I would love to! Pop off for a quick chat before saving the world; always good fun. Shame we don't have time for it.”

“What do you mean?” Even Rainbow Dash faltered. She didn't know what was happening to Ponyville, except that it was nothing good. Probably the worst crisis they'd seen. But this was the first time she'd heard there might be a clock on it. Apparently they had enough time to sit and chat, so it couldn't have been that bad.

“If we do not act now, then there may not be a Ponyville left to save.”

Okay, so, “that bad” would probably be a fair characterization of the scenario.

“Here,” he continued, holding out his hoof, “take this.” Rainbow Dash got . . . the psychic paper! “Make sure you get that to Twilight Sparkle, and do it fast as possible. That will explain everything. Trixie and I will meet you there. Go!”

“Got it, Doc! You picked the right pegasus!” Without another word, she took off, weaving through the bizarre and berserk that littered the streets of what was once Ponyville. If her friends were all able to keep that pace, then there would be no worries about making up for lost time. Indeed, time had become a precious commodity very quickly.

“I'd offer you a lift,” the Doctor said, addressing Pinkie Pie, “but it's actually very important that you and your friends are all together for this. Think you can catch up to her?”

“Oh, don't worry!” she affirmed cheerfully. “I shouldn't have too much trouble catching up to Rainbow Dash. As long as it's funny!”

That seemed to make as much sense as anything else. When nopony stopped to ask her about the comment, Pinkie took that as her cue to leave. Only then did one last thing occur to the Doctor.

“Pinkie Pie? Wow, still fun. One more thing before you go: Are you familiar with the Elements of Harmony?”

“Hm?” The grin that seemed to be permanently plastered on her face dropped off for only a second's curiosity. “Of course, I do! Why do you ask?”

“Just making sure,” he returned, inconspicuously as he could manage. The Elements existed in this time line again. That was good. But shouldn't that have meant reality would be more stable? Instead, the paradoxes had only grown. Both in number and magnitude. Doctor Hooves threw the thought back and forth in his mind, trying to decide whether to smile or stumble. “Just making sure.”

CHAPTER THIRTY FIVE: Birth of a Legend

Paradox energy overloads and no pilot? Still a bad combination for a TARDIS. Back and forth, to and fro, the blue box bounced through the time vortex, spinning its occupants all the while. At the moment, that was the least of their concerns.

Doctor fought Master, as both struggled for control. To the outward eye, the clash resembled a strange seizure. Limbs jerked one way and then another. Mouth spit words in different tongues. Indeed, it could have been a seizure, albeit a rather violent one. However, the ghostly ripple that seemed to jump throughout the spasming stallion was evidence enough that there was something greater at work.

The Scared and Powerless Trixie looked on this scene without a clue as to what she could do or how she could help. Unfortunately, the simple truth was that the absence of evidence meant the evidence of absence. There was nothing to be done.

By this time, the struggle was mainly an internal one. Both consciousnesses had enough psychic training to exert their strength of will. But one, with centuries of domination and hypnotism, simply had more experience than the other. The Master should have been weakened from his journey across dimensions and the power of the Elements being forced against him. Somehow, his desperation only made him stronger. He was the ultimate survivor. And he had the Doctor on the defensive in his own body.

Just give in, Doctor. Let it happen.

Sorry to disappoint, but I'm not quite done yet.

Not yet, but soon. You're out of trump cards. No one is going to come to your aid this time. Not in here.

You might be surprised. I have a very powerful imagination.

Hah! A fighter to the bitter end! Tell me, did you make jokes when you destroyed the Time Lords? Did you laugh in the face of oblivion with your swagger and your “Brilliant?”

Stop it. At least I fought. At least I tried.

Oh, but I never claimed to be the soldier. I'm just a survivor, Doctor. Always have been. It just so happens that the best way to survive has always been to master my enemies. You are the one who lives the lie. Wearing the title of the healer while you destroy species, dethrone kings, mock time itself.

Stop.

Just let it happen. You have always said how much you wanted to keep an eye on me. Give in. Save your strength. Who knows how long you might hold out on the fringes of my consciousness? You might be able to influence me for centuries. You could save lives, just like you always wanted, and never have to suffer the guilt of putting anyone in jeopardy. Think about it, Doctor. The last of the Time Lords, united!

You're not a Time Lord. Not anymore. I don't even know what you are now.

That's easy. I'm the Master.

I'll blow up the TARDIS with both of us inside before I let you loose on this universe again, you realize that?

I think not! Not with your companion in here with us.

He was right. The Doctor had not wanted to consider the possibility that should the Master invade him, he might consume him, as well, but he had prepared for it. If it came to that, then he still could have detonated the TARDIS, as a last ditch effort. He would be gone and the TARDIS would be gone, but so would the Master. It may not have been ideal, but it was also not the worst compromise he could think of. But, in that plan, they had been the only ones aboard.

Trixie, with her dumb concern, had effectively ruined that idea. Even if it was the right thing to do, even if it was the only thing to do, he was not going to willingly lose another companion. She had earned more than to die on his fool errand. He had earned more than having to kill another friend. They were out of options.

“Trixie . . . .”

Hah! Saying goodbye?

“Doctor? Is that you? What is it? What do you need?” She came closer, struggling to hear his weak voice over the crash and clatter of the spiraling TARDIS.

“I need . . . I need you to . . . .”

What are you doing, Doctor?

“Yes? What is it?”

“I need you . . . to kill me.”

WHAT?

“WHAT?”

“You need to kill me, Trixie. It's the only way. He's . . . he's winning.”

Doctor!

“But I can't do that! What about you? What about me?”

“The TARDIS will get you somewhere safely.”

Don't ignore me!

“But what about you, Doctor? I can't. You don't deserve this. I don't deserve this.”

“If you don't . . . I'll die anyway. And he won't.”

What about what I deserve, Doctor? It is my turn! It is the Master's time!

“But . . . but you'll come back, right? You'll regenerate. Like you said.”

“I don't know.”

“You have to know!”

“I don't know. . . I don't know how much regeneration energy I spent on this form. I don't know if I even can regenerate from this form.”

DOCTOR! LISTEN TO ME!

“But it doesn't end like this! I know it doesn't! You haven't met me yet! All those years ago, in the forest! You never even met me! How can you die before you met me?”

“Time can be rewritten.”

“But I don't want it to! Doctor . . . you're my friend. You're my only friend!”

“Then believe in me.”

Doctor, please. I'm sorry. Just stop this. We can share the body equally. I'm sorry, really!

“. . . okay.”

“Thank you.”

No no no no no no no no!

“I'm not really sure how. I've never really done anything like this before. I don't want it to hurt.”

“Oh, I'm sure if anypony can do it, the Great and Powerful Trixie can.”

I HATE YOU! DO YOU HEAR ME? I HATE YOU! I WILL ALWAYS COME BACK! ALWAYS!

“Of course. Heh. Was there ever any doubt?”

DOCTOOOOOOOOR!

“Thank you.”

She wanted to say it back. She wanted to say something. But the power draining into her horn rose up from every fiber of her being. It was all she could do to stand as the spell gained strength and everything else weakened. There was no strength left to think of the words, let alone voice them. So she said it anyway. Then the light consumed them all.

VWOOOOORP! VWOOOOOORP!

And then the rain stopped.

The difference was like night and day, to the point that Trixie found herself wondering if Princess Celestia had finally heard her pleas and changed the world just for her. Of course, that was silly. She was just a little filly, who could know how far from the capital, and not even a special one at that. Even so, it may not have been divine intervention, but it still felt like a miracle. One of the great marvels of magic her father always told of in his stories. Her thoughts started shifting from those of failure to dreams of what wonderful adventure might be waiting for her out there, beyond the rain-soaked fields. Perhaps she would receive a boon from the mysterious Mare in the Murk. Or she could receive her heart's desire from her Fairy Godpony.

By the time her father finally poked his head in to ask if she felt like stopping to camp for the evening, since the weather had finally dried up, young Trixie could not say “Yesyesyesyesyesyes!” fast enough.

Stepping off her family's wagon, she saw the rest of the troupe milling about, leaving their own wagons to set up camp for the night. Her mother expected her to help prepare things, of course, but everypony in the troupe knew how anxious she had been lately for a chance to stretch her legs and just be a filly for a while. Nopony was going to say anything if she wandered off for a bit of an adventure, just so long as she stayed close.

So off she went, into the forest that lined the road. Never underestimate a filly's need to play. For that matter, never underestimate a pony's need to play at any age. For Trixie, it was transcendent. After what seemed like an eternity cooped up in that cramped wagon with nopony her age to talk to, the chance to be free was something extraordinary. Those woods were potential itself. She could find anything out there, among the trees and bushes, where her parents couldn't see. There might be a monster hiding in a cave somewhere or stumble upon a sinister plot in a nearby camp. She might climb the tallest cliff to discover her destiny or meditate by the side of a magic tree to find her purpose. The world itself could have been in those woods.

What she found instead, was a brown stallion with an hourglass on his flank.

“Hello?” Her parents were theater folk. She had been around strangers all her life, whether they were performers who traveled with the troupe for a while or an audience they found in town. As such, Trixie had never been told not to talk to strangers. Maybe she had been told to be cautious, but caution was relative when you lived with ponies who threw knives and ate fire. Either way, the strange stallion did not look like he would be any threat. In fact, he looked injured. Tired. There was mud and sticks tangled in his tail, like he had crawled this far from somewhere. Trixie thought that maybe he had been looking for help, so she turned to bring some. Then he spoke.

“Hello there.” His voice was weak, but kind. He had a strange accent, like maybe he was from Trottingham or somewhere close to it. “I'm Doctor Hooves. What's your name?” Young Trixie did not quite know what to make of the injured stranger, but when she saw that smile, it was like the sun had raised in the forest.

“That's a weird name.”

“I suppose it is.”

Well, at least he was agreeable. “I'm Trixie.”

The stallion's face became harder to see in the twilight. Whatever face he made, it was masked by shadow. Trixie felt like that was important. When his face appeared again though, it was shaped in a happy smile. “Of course it is! Brilliant to meet you, Miss Trixie. A pleasure.”

“You look hurt. If you're a Doctor, can't you fix yourself?”

“Oh, I only seem to make things worse for myself, I'm afraid.” Trixie thought he looked like he should have been in pain. Despite how his injuries looked though, he beamed up at her all the while. “But I hear some unicorns, some of the ones very adept at magic, have been known to cure the greatest ills known to ponydom. How about it?”

“Oh,” the little unicorn blushed sheepishly, “I don't know any healing magic. I don't really know very much magic at all. I'm,” she trailed off, the rain dripping down her thoughts once more, “not very special.”

“Nonsense!” He said it so loud, Trixie half-expected her parents to start shouting after her. “There's more than one way to heal somepony. Go on, Trixie, show me something amazing. Put on a show!”

A magic show was not something the little unicorn had ever considered before. There were all manner of acts in her family's troupe, many of which seemed like a kind of magic, and there were even some unicorns. Most of the unicorns had very minimal magic though, and only a few really used them as part of their acts. Her father could magnify and change his voice for a story, but that was it. Magic had just never been a big part of her life. Still, she had searched high and low for an act to bring to her family and a magician was among the handful of acts she had not had the opportunity to try. With everypony usually so busy, finding a captive audience had always been a tougher obstacle than embarrassment. Now that the biggest problem was out of the way, what reason was there not to try?

So, she tried. She did not know how to do many specific spells, but she quickly found that she had something of an aptitude for winging it. Horning it?

Sticks snapped off the ground and made little pirouettes, waltzing with the fallen leaves. Messages began to appear in the viscous mud, cheering with “Hurrays!” and “You Can Do Its!” The one “Get Better Soon!” was especially touching. She clutched one stick in her hooves, broke it in half, then displayed it again, entirely whole. When she tried performing it with a bundle, the results were not as favorable, but three out of five ain't bad. As the performance went on, Trixie became bolder, adding flourishes and introductions to some of the tricks. It was tentative at first, but the shyness faded quickly. Finally, the showstopper: Her horn glowed its brightest yet and a final flicker of light shot off, arcing through the air. At the height of its arc, the light made a small explosion, illuminating the immediate area with brilliant colored sparks.

It was far more magic than Trixie had ever used before, but it was also far more fun than she had ever had. The tricks had come easier and easier the more she went along and her confidence had grown and grown. By the end of the performance she was panting like a race pony. She was also smiling harder than she had in months.

“Brilliant! Absolutely brilliant! Look at you, Great and Powerful Trixie! Magician extraordinaire!” Not the slightest bit of deceit entered the stallion's tone. He just watched her grinning, the most appreciative audience she had ever seen.

“Was it really that good? Did you really like it? I mean, I know the firework was kind of small, but I tried really hard to make sure there were a bunch of colors in it and I—”

“It was the best performance I've ever seen. In fact,” slowly he stirred, his limbs stretching, as he pushed himself up, standing at full height, his wounds apparently healed, “I feel better already!”

Trixie was flabbergasted. “Wow! Did I really do that?”

“Course you did. Never underestimate the power of magic. However you happen to find it.”

The little unicorn nodded vigorously, long past hiding the awe she wore plainly on her face.

“You're a very special unicorn, Trixie Lulamoon.” Had she told him her whole name? She hated Lulamoon. “The day may come when you realize just how special you are. And on that day, we'll meet again.”

“You promise?”

“I always keep the promises I make to my friends. Now,” he straightened himself up more, his eyes leaving her for the first time, “stand back. I have a magic trick of my own.”

“What're you going to do?”

One last time, he looked down at her, with ancient eyes and an ageless grin. “Disappear.”

With that, the stallion started to glow. It was not like the glow that had been around Trixie's horn at first, except the light was of a much paler hue. The light began to grow. Pure and white and covering every inch of the stallion's body, until no brown was left. Then it all exploded.

An aura of light emanated from the pony's very skin, like his whole body was a unicorn's horn. Beams of light shot out from each of his legs and even his head. What was seconds before a dark forest was quickly glowing brighter and brighter. Trixie could hear her mother's calls for her from off beyond the trees, her attention no doubt drawn by the strange light show on display. Her body roiled against her mind. One wanting instinctively to run toward the voice of safety, the other wanting to stay, curious at just what was going on. When her new friend began to rise into the air, supported by only his back legs, Trixie started to falter. When the form within the light finally began to change shape, she lost it.

The little unicorn, still young and fragile and tired, was too shocked by what was happening to wait around any longer. She fled the forest as quick as her tiny legs could carry her, eyes locked shut as she listened for the sound of her mother's voice. With every step she took, every step she went farther and farther away from the magic stallion in the forest, she cursed herself.

When she tripped over a branch, she cursed herself for getting scared. When she started to look back but shut her eyes instead, she cursed herself for being a coward. When she dashed into her mother's waiting embrace, her eyes streaked with tears, she cursed herself for running away from her only chance at a real adventure. She was inconsolable to the point of barely stopping her tears when her mother pointed out to her that she had somehow earned her cutie mark, a magic wand and a crescent like the beautiful moon for which she was named.

Over the months to come, Trixie would lie awake in her family's wagon and curse herself time and again. Until, one day, she didn't. On that day, she finally decided that her life had changed. She had changed. There was a new day she had to wait for, the day she was going to show her friend just how special she was. The day she could thank him for making the rain stop. The day that little Trixie Lulamoon decided all this was the day that the Great and Powerful Trixie was born.

CHAPTER THIRTY SIX: Loosening Up Tied Ends

The creature approaching the TARDIS did not look like any pony that Trixie had ever seen. It was like a bear, except hairless, well mostly, and with a different face. More smooshed in. There were wiggling things on the legs instead of hooves. Only time would tell if it talked, but she had a hard time imagining the thing without a voice. That went on. And on. And on. That is to say, Trixie had never seen a creature like it, but she somehow had no trouble recognizing him.

“So, I suppose this is what a Time Lord is meant to look like?”

“I certainly hope so.” It was so strange. The voice was different and the form definitely was, but, somehow, inescapably, she just knew. “But I think I might actually miss the 'Hooves.' Was growing sort of attached to it. Them, even.”

“Shall Trixie try a spell?” she asked coquettishly. “Maybe I can grow some back for you.”

“No! No, that's . . . that's alright.” He wiggled his wiggly things. “Think I'll stick with fingers again for a while, thanks.” Trixie giggled at that. The strange creature called a Time Lord sat down next to her with a sigh.

“You know,” she said, still staring off into the dark woods from which he had returned, “you were everything I was always striving for. I shaped my whole life around that day.” Her head shook ruefully, at a memory's return. “Right now, there's a little filly, crying her eyes out down there, scared to death that she ran away from her first adventure. And her first real friend.” Smiling, but still not looking, she gave the Time Lord a playful bump with her shoulder. “I guess both of you caught up to her in the end though. Just like you promised.”

“It didn't occur to me, until I saw her there, so little and full of wonder, it was you, the whole time.”

“Well, of course it was me,” she replied, rolling her eyes as if that much was not obvious by now. “Trixie has been telling you all along—”

“No, I mean,” he continued, interrupting her, “all of it was you. Everything. There was one last enormous paradox I couldn't account for. He knew it too, but I doubt he ever would have guessed where it came from. Not the Master, not the Elements, you. Without you, none of this would have been possible. But, because of everything you've done, the chain of events you set in motion, you became the only one who could do it. Two moments in time that couldn't exist without the other. You were the biggest paradox of all, Great and Powerful Trixie.”

“You mean,” she stumbled as she spoke, the full weight of what he had just told her crashing down one word at a time, “none of those horrible things would have happened without me?”

“What? No! Did I say that? I didn't say that. Who told you that? All I said was that if you had not helped me get here, then the events that made you who you are never would have taken place. You're responsible for shaping the pony you were always meant to be. I mean, that's usually how it's supposed to go anyway, or so I hear. Just took a bit of a more roundabout way of doing it.”

“Funny,” she chuckled, “I was blaming you for it all these years.”

“All on you, I'm afraid.”

“But really, Doctor,” she coaxed in a more melancholy tone, “if it's my fault, if it's the paradox I created that allowed all this to start, then how is everything that happened not on me?”

“Because it's not.” He was so sure. Trixie still wanted to know more than anything how he did that. Nopony could fake it that well. She knew. She had tried. Maybe that was one trick she could never learn: Being him. “Time is always moving, always changing all around us. All we can do is react to it. That's what you did. You reacted. Marvelously, by the way. If you are at fault for anything, then it's saving the entire world and every world that would have been touched by the Master's insanity. The future we saw? Never existed. Everything that happened to Ponyville? Didn't happen. There are some who will remember, of course. The ones tied into the fabric of that reality, Twilight and her friends, the Princesses, wherever they were in all that mess—”

“Yeah, what was up with that?”

“Honestly, I do not even know.” Not surprising. “The point is, none of the horrible things that happened, really happened. It all gets wiped away, like a bad dream. Time corrected itself. That is what's on you.”

“I'm still not quite sure I get it.”

“Yeah, well, try dwelling on it for a thousand years, see how far you get.” She couldn't tell if he was serious or not. It was probably more a matter of degrees.

“Is it really over then? The Great and Paradoxical Trixie is not some sort of time bomb?”

“Loop is closed. Both ends met, universe didn't explode. Far as I can tell, time is satisfied. Least until another Trixie in another time line starts mucking things up again.” He put his wiggly paw type thing on her shoulder, giving it a shake she took to indicate he was only kidding. She liked the feeling. It was comfortable. “And if that happens, I'll just go and have a talk with time. We go way back.”

Trixie found herself chuckling again, but this time, it had as much to do with her strange friend's words as it did with the words she did not want to ask. “And what about the Master?”

By the way the Doctor stiffened, Trixie gathered that he had been avoiding the subject, as well.

“When your spell took effect, I . . . I think it worked better than I hoped. I could feel it, in my mind. I could feel him. The potential you have for magic clearly works on instinct, on your emotions, and you naturally came up with the right spell. When you said you didn't want it to hurt, well,” he looked sheepish, “it didn't. It wiped us out, but it may have been closer to a purge than a kill? Gah! I don't know how your rubbish magic works!” This time, her chuckle was sincere. It seemed her Time Lord friend could be cute when he was frustrated. “However it worked, you weakened him. Both of us, obviously, but, right, you get it. Anyway, the energy from my regeneration was enough to push out anything that remained. So he's gone. The Master is gone.”

“For good?”

He didn't answer.

Instead, they just sat there together, a Time Lord and a unicorn, sitting in a big blue box that was bigger on the inside, in the middle of a big dark forest. There may have been a stranger pair, somewhere in the universe, or Las Pegasus, anything goes in that place, but probably not many. All the same, that didn't seem to bother them. It was enough that they could simply enjoy one another's company after a job well done. The young unicorn with her oldest friend and the mad old man with his newest.

“You know what I just realized?” the Doctor finally asked, breaking the peaceful silence.

“What's that?”

“I'm nude.”

“Didn't seem to bother you before.”

“Yes, well, customs and all. Typically, a self respecting Time Lord wears clothes.”

“How fortunate. It doesn't sound like you qualify.”

“Fair point, but, you know, customs and all.”

“I suppose. Trixie suggests perhaps a cape.”

“Oh ho, you think I can pull one off now, then?”

“Hm, I suppose. You may have the shoulders for it, but, then again, Trixie has never seen how a cape fits a Time Lord.”

“Pompously, if memory serves.”

“Sounds perfect.”

“Oh! You have to tell me, what do I look like? Whole new me and you're the first to see it.”

“Hmm. Skinnier than a bear. And the skin looks fairly smooth.”

“Yeah, young and thin, those are trending lately.”

“And your mane is red.”

“What, my mane . . . ? You mean my hair? I have red hair? REALLY?”

“Is . . . is that okay?”

“Oh! It's better than okay! It's brilliant! This really is a good day! I finally get to be ginger!”

The unicorn and the Time Lord continued on like that, chatting and conspiring back and forth, as only good friends may. They continued talking as they both rose from their seats. They continued talking as Trixie followed the Doctor down the halls, to wherever a closet might be. They continued talking as the door swung shut behind them. They continued talking as the blue box disappeared from time and space, leaving no trace for a young unicorn magician to find the next day.

EPILOGUE

“Fear not simple ponyfolk, your hero, the Great and Powerful Trixie has arrived!”

“Oh, hi Trixie. Just put your stuff anywhere and we'll get started soon.”

Some time had passed since her adventure with the brown stallion and Trixie was finding herself humbled by just how much she was enjoying a normal life. The Doctor had offered to take her with him, to see all the wonders that were out among the stars and all the times between, but she, with only the slightest reluctance, turned him down. After coming to terms with the fact that she had been waiting her entire life for a single day, she thought it might be good to just let herself live her life for a while. At least for the time being.

So, he had dropped her off back in Ponyville, back in the present. And only after two tries! The little blue house he had been living in would be unoccupied now, he said, and it might be a nice change of pace from a life on the road. Of course, she had extended the offer for him to stick around for a while, but, just as she needed some time away from the road, he needed some time on it. “Whoever came up with the idea of making calendars with boxes should be erased from history,” he had said. She told him she knew exactly what he meant and wondered if it actually could have been true.

And with that, he was gone. No time to stay for tea. No “Thank you and you're welcome,” to the people of Equestria. Just to tell Twilight he would have to renew their debate about magic sometime and that he would come visit Trixie again soon.

Actually talking to Twilight Sparkle and her friends had been another matter. Speaking with the ponies she had embarrassed and the unicorn who had embarrassed her was not number one on her “To Do” list. Regrettably though, she knew it was inevitable, now that they would be neighbors, and she figured even they deserved an explanation of everything that had happened. To her surprise, the six friends had been quite forgiving. Something about actually living up to her boasts now that she had helped save the entire freakin' world. The Great and Powerful Trixie was not one to turn down well earned praise.

The more surprising part had been when some of them had actually offered to become friends with her. It was a new suggestion to a pony who had spent most of her life on the road with ponies older than her and acting disdainful towards anypony she might have considered a peer. Still, she would need help being shown around town and maybe making some new friends wouldn't be the worst thing in the world?

While Twilight Sparkle had been the one she was initially most loath to talk to, she had ended up being the one most fervent in her offer of friendship. After Pinkie Pie, of course. Despite their differences, Twilight said it had been a long time since she had another unicorn who studied magic to talk to. It didn't hurt that Trixie had personally met Star Swirl the Bearded, either. And, as much as she hated to admit it, Twilight had a lot to teach. So, more to Trixie's surprise than anypony else's, she had started stopping by the library a few times a week so that she and Twilight could practice and study together. Which was exactly where she had just announced her arrival.

“Trixie sincerely hopes that is a joke, Twilight Sparkle,” the blue unicorn responded with a roll of her eyes. “There are so many books always cluttering your floor that Trixie can scarcely find room to put herself.”

“Yeah, sorry, it's um, it's been a big study day.”

“It's always a big study day with you.”

Twilight's disembodied voice finally gained a mouth, as her head perked up from behind a tall stack of books. “But you wouldn't have it any other way, right?”

Trixie groaned in mock disgust, before laughing despite herself. “I suppose if I must pay you a compliment, then it might be fair to say that Trixie does not find your scatterbrained endurance to be entirely without its charm.” She flashed an innocent smile at her friend. It felt good to think of her like that.

“Hah, 'scatterbrained endurance.' Good one. Here, let me take those.” Spike reached out for her bag, she had left her cape and hat at home, which she allowed him to take, with a pleasant nod. He was a good boy. A scamp and a dragon, but a good boy.

“Alright,” Twilight said, finally emerging fully from behind her stacks, “where were we?”

“Well, I know last time we left off on Parsimmion's treatise on the 'faenum fenum' effect, but Trixie was hoping we might skip ahead to—”

Knock! Knock! Knock!

“Who could that be?”

“Probably just somepony who wants to borrow a book,” Twilight shrugged. “This is a library, after all.” Lowering the book that Trixie had not even noticed her pick up, Twilight made her way over to the front door, giving it a nice, dramatic door opening sound.

“Twilight! And Trixie's here too! Perfect!” A strange creature with a bright red mane and wiggly paws instead of hooves frantically burst through the front door. “This concerns you both!”

“Doctor? What are you doing here?” Trixie cried in sheer disbelief. “Twilight and I were just about to do a little studying.”

“No! No time for that! I need you to come back with me. Back . . . to a year that comes later on this linear time line!”

“Doctor, what do you mean? What happens to Twilight and I in the future? Do we become a couple of,” she caught Twilight giving her the evil eye out of the corner of her own and stopped, “well, you know.”

“No, no, Trixie, you and Twilight turn out fine.” Both unicorns breathed a heavy sigh of relief. “It's your kids,Trixie! Something's got to be done about your kids!”

CHAPTER SIXTEEN: Carnies are the Worst (AKA Runaway Train, Never Coming Back)

“Okay, Trixie did not like amusement parks before, but this place is just eight hundred kinds of creepy.”

“Mm. I counted nine hundred forty seven, myself.”

Trixie and the Doctor’s immediate entry into the fun park styled prison had been largely uneventful. A blinding flash at one point suggested that their picture had been taken, no doubt for some insidious purpose, but that was about it. There were no other inmates, there were no employees, no music, no sound of any kind. Even the buildings that looked promising, when they get there they know that the stores are all closed. Prison or park, this place was far less than heaven.

And so they resumed their production of “Walking Until Something Happens: A Doctor Hooves and Trixie Adventure.” Of course, they found the surroundings this time in stark contrast to the inviting fields of Equestria’s past. While there may have been unseen dangers outside Cantaerloth, the scenery had a natural beauty and was almost relaxing to the point of boredom. These surroundings were a far different beast. The unseen dangers were undoubtedly there, but the fact that they were so obvious, yet restraining themselves, made the wait for their attack all the more agonizing. It quickly became apparent that an empty amusement park was not a great deal different from a dead city. Of course, dead cities didn’t have gaudy decorations that made the whole thing even more surreal.

So, with little other choice, Trixie and Doctor Hooves allowed themselves to be herded along the paved path through the facade of businesses, buildings, candy shops, and boutiques, each one locked and abandoned. Trixie almost found herself missing the ghastly hologram, if only for the sound of her voice. Then she touched the collar around her neck. There were some things worse than silence.

“So, Doctor, tell Trixie about yourself,” Trixie piped up, doing all she could think of to banish the creeping emptiness. “What’s it like being a pony alien?”

“Oh, not so much to tell, really. I’m rather boring, honestly.” Obviously he was dodging the question, but Trixie would not allow herself to give up so easily.

“Come on, Trixie is sure you have some wonderful stories. How you got here, where you’re from, where you got your TARDIS, where have you traveled, all sorts of things.”

“Well, I—”

“Trixie has always loved stories.”

Really? I know this pony can’t stop talking about herself, but I barely even needed to dodge the question. That was pathetic. It really was. “Oh, is that right?”

“Absolutely! You know, Trixie’s father was a storyteller,” Trixie began excitedly in an unintentional mimic of the Doctor’s own lecturing tone. She felt like there was something else she was supposed to be focusing on, but it hardly seemed to matter now. Somepony had asked about her, more or less. It would be rude not to indulge him. “We used to travel all over Equestria, putting on shows. There were many acts in our troupe, but my father’s stories were always what the crowds came for, from young foals to full grown ponies. Trixie inherited all her stage presence from him,” she said, beaming proudly. Even so, Doctor Hooves could not help but feel her smile grew a little sadder the more she spoke. He had been to a lot of places and talked to inhabitants of every one. Talking about the past always seemed to bring that sadness out. Of course, whether they were sad about the past or the present was rarely quite so clear.

“It sounds like you love your father very much.”

“I miss him sometimes,” Trixie admitted, to herself as much as anypony, “but a mare cannot live in her family’s shadow forever.” She looked even more somber now. “At some point she has to find her own destiny. Chase the things that are important to her.” This time she looked at him dead on, her eyes growing moist at the memories. It didn’t seem like he remembered, but she couldn’t wait any more. The time was right. She had to know. “Doctor Hooves, do you—”

“Shh!” Only then did Trixie notice the Doctor had stopped purposefully in the center of the street. He was concentrating on something. Listening maybe?

“Did you hear something?” she whispered warily, eyes searching among the alleys and window of the buildings dotting the street.

“What? No,” Doctor Hooves finally replied, shaking himself out of the self-inflicted stupor. “I just realized, does that make you a carnie?”

“WHAT?” Trixie balked, flustered and angry. “How rude! I—”

WOOOO! WOOOOOOO!

“Oh, right, did hear that, actually.”

Stunned to silence, Trixie turned to look back the way they had come. Sure enough, a massive trolley train, somehow moving without being pulled by anypony, was barreling along the street, headed straight for them.

How was that less important than me being a carnie? Wait! No, I’m not!

“Trixie!”

“I’m not a carnie!”

“Perfect! We’re going to jump on the train, alright?”

Um, no. “Trixie says no!”

“Perfect! Get ready!” he yelled over the sound of the ever closer metal death machine.

That sounded like probably the worst idea in the world. And this world seemed to be made of literally nothing but terrible ideas. On reflex, Trixie began casting a spell. She didn’t think she would be able to stop it at this distance and speed, but maybe she could slow it, steady it—

“Eaugh!” Sharp pain lanced through her body, starting at the collar around her neck and spreading outward like a web. The more she tried to use magic, the more it became clear: The necklace was not just shocking her when she tried to cast a spell, it was canceling the magic out. Like it was absorbing the magical energy and converting it into pain. So, that wasn’t going to work.

“One!”

Doctor Hooves backed up, pushing himself into the buildings lining his side of the street. He faced the train, watching it closely, unblinking. Trixie mimicked his movements, save for a bit more of the blinking.

“Two!”

He crouched, all four legs tensing like coiled springs. The Doctor stayed like that, not moving a muscle. It couldn’t have been more than a second, but he remained still as a statue for what felt like an eternity.

“THREE!”

The springs released in one powerful move, just as the train careened close enough to smash into the building the Doctor had just moments before stood against. Trixie had less than an instant to realize that was probably the signal to make her own move. Her hooves beat against the paved ground. Since the train had slammed to Doctor Hooves’s side, she would have to make a running start to get close enough to jump. She just barely caught herself focusing on her horn, reflexively using magic to help her. Using her magic, the thing about herself she prided above all else, and she took pride in just about everything about herself, would only do her harm now. The admission sparked her to anger, fueling her. She leaped.

Again, the mere moments she spent in the air seemed as though they could have been dragging on for days. Finally, she felt the shock of metal against her chest. She had missed the step, but had managed to grab hold of one of the side railings of the trolley. Her back legs kicked at the air, instinctively searching for any footing that might boost her onto solid ground. It couldn’t be helped though: She was slipping.

This is it. I’m going to fall and get crushed under this horrible thing. I bucking hate amusement parks, so much!

Then, like a miracle, a hoof grabbed hers. In the next moment, the Doctor was pulling Trixie over the railing and aboard the train. Her torso found itself taut against the railing, allowing her back hooves to find a solid surface in the side of the train. They kicked off, suspending her precariously in the air once more. This time, the brown stallion was there to reel her in safely.

In a flash, they were both on board, piled on top of one another, rubbing at their heads in the aftermath of collision. It was all Trixie could do to lament her soreness, but the Doctor wasted little time in moving to action. Pulling himself up, all four hooves hit the floor of the trolly running, moving as quickly as he could in the cramped aisle. As quickly as possible, he made his way to the control console of the train. Once more, he found hooves surprisingly dextrous, taking hold of the controls. Coasting it to a steady stop was a simple matter.

“Trixie, are you okay?” he called, making sure the worst of this particular debacle was behind them. When his eyes, bleary with fatigue, found her, she did not look okay at all. Without another word he was at her side. “What is it? Are you hurt? What’s wrong?”

She looked up at him, her eyes thick with tears. The Great and Powerful Trixie sobbed loudly. “I lost my hat.”

CHAPTER THIRTY FOUR: Scarves vs. Capes, Janis Joplin vs. Applejack, and Ancient Good vs. Ultimate Evil

“Oh, wonderful, another maze.”

As soon as Pinkie had gone on her way, Trixie and the Doctor had departed for their destination. Of course, getting to the Canterlot Gardens was a trick in itself. Flying a TARDIS was a complicated matter on its own, but, even then, it was meant to hit broad targets, like solar systems and decades. Hopping it across city lines took some finesse, and that was when there weren't dragons, spaceships, and dragon-spaceships filling the skies. Being forced to navigate, also known as yelling to the pilot from an open doorway, had put Trixie in what some might refer to as a “sour mood.” That whole “fear of heights” deal had not stopped being a thing. In fairness, she had almost fallen out. Twice.

“Trixie still does not understand why we could not have just gone back further in time and sorted all this out with a little less fuss,” she grumbled, still eying the hedge maze warily as they stalked through the garden of statues. “We had to ride in the dumb box anyway.”

“And I keep telling you,” Doctor Hooves countered on a thin sheet of patience, “we are a part of this timeline now. We are locked in to events. There's been enough tampering with the fabric of reality today, I think.”

“By which he means, he's making up the rules as he goes along,” she said to herself silently. Only out loud.

“Look, which one of us here is the lord of time? Probably fair to say I've had a little more experience, so, maybe, if it's not too much trouble, you can just take my word for it!” The Doctor had been nagged before and he had been forced to seek out his greatest enemy while ill-equipped to deal with the threat before, but suffering both at once was proving a test. Adding the compulsion to second guess every statue with wings he saw was not helping. And yet, even then, that was not the worst of it. Again, Doctor Hooves found himself pondering a question to which he did not know the answer.

Originally, reality had begun to unravel, due in no small part to the Elements of Harmony disappearing. Their power created a foundation for events to fall upon, like a spool of thread, wrapped around a bobbin. Without its support, the coils of thread collapsed in on themselves and tangled into knots. Now that the support had been restored, the thread of time should have automatically begun to wind itself tighter. There was still enough influence between the Master and the draconequus that reality would not be so simple to fix, but there was more to it than that. He was missing something. Something big. Something that they were getting closer to with every step.

“You're right, Doctor. Trixie apologizes. Both of us are understandably nervous. This is not Trixie's first case of pre-show jitters, but it may be her worst.” Admitting to her own worries seemed to have a calming effect on the unicorn. The Doctor was only a little surprised to find that her words had a similar effect on him.

“No, you're right. I'm sorry.” It had felt good to make the mutual compromise, but the feeling did not last for long. Any residual mirth faded quickly when the Doctor's eyes fell upon the statue they had been looking for. “If it makes you feel any better, we won't have to go into the maze. There he is.”

Trixie's eyes followed the direction the Doctor had nodded. Sure enough, locked in a pose of eternal defeat, was the draconequus she had come to associate with the name “Master.” Except, as she understood it, this was not the renegade Time Lord she had met before. This was still Discord. Still the statue.

“You see, it wouldn't have mattered even if we had come earlier. He's not here yet,” the Doctor intoned, a grim elaboration of events.

“When will he be here, then?”

“Soon.” The single word hovered in the still air, a stark contrast to the crackle of electricity, the energy of the unexplained, that cascaded all around them. “You know the plan?”

“The Great and Powerful Trixie is ready,” she nodded. “This will be the performance of a lifetime, after all. Trixie cannot disappoint her fans.” Cape flourish like a boss.

“By the way . . .”

“Yes?”

“Do you think I could pull off one of those?”

“A cape?”

“Capes are cool.”

“Trixie is . . . not sure. Have you ever worn one before?”

“I had a scarf once. Felt a little like a cape sometimes. Janis Joplin made it for me.”

“Who?”

KRAKA—BOOM! THWO~M!

The air in front of them snapped in half, devouring the statue called “Discord.” A portal of darkness rippled like a hole in the world. Steadily, it pulsed, changing color from a dark charcoal to a pinker consistency, towards a blunt crimson. Stone melted from the statue, as if the energy was acting as a smelter for the prison harmony had built. Reality snapped and popped around the writhing figure, like a reflexive yawn. Pockets of air turned to lead. Grass became green fire. Stars in the night sky jumped and spun; a forced perspective dance company. The draconequus was free. And there was a distinctly malevolent twinkle in his eyes.

“Hope I'm not interrupting anything?”

“Chatting about Janis Joplin, actually.”

“I hope your plan isn't to scare me off with dated references?”

“You never appreciated decent music. 'A Woman Left Lonely?' Gorgeous!”

“Never had much of a drumbeat to it, though.”

“Oh, that's your excuse for everything!”

“Right, quick question: Why shouldn't I kill you right now?” This was definitely the Master. If his words hadn't said, the promise in his eyes certainly did. “You look ridiculous, by the way.”

“Oi! Look who's talking! Fine, well built stallion or weirdy mish-mash thing, I'll take the horse every time. Where is the new roommate, anyway? Isn't Discord still in there?”

“He's in here somewhere. Still groggy. He'll be up to speed soon, don't worry. You know how good I am at sharing.” That was not a sincere wink. “I've been contacting him psychically, you know. From that Hell dimension you left me in. We were both screaming in pain the entire time. Makes for some very enthusiastic conversations.”

“Fascinating. This didn't work before, but I do have to point out something. All of this, what you're doing, restoring draconequus power, crossing dimensions, you're pulling reality apart at the seams.” It was as much of a bluff for his own benefit as it was for the Master. He knew there was still something he was missing, one more unaccounted for ripple in the world. Could this be enough without it? “I am giving you the one and only warning you are going to get: Stop this now, leave this planet and its inhabitants alone.”

“Hah! You think this is me? Not even you can be that blind, Doctor! We both know there is something far bigger.”

“By all means, continue.” Damn, not even a clue. “Tell me more.”

“You're stalling.”

“Maybe. Doesn't matter. You won't do anything. Not yet.”

“Oh? And just how do you figure that?”

“Information. You want to know why I'm here.”

“Oh, as if I didn't expect you to be waiting for me!”

“I'm sure you expected it. But you didn't know. And that has GOT to eat at you. You need to know why I'm here. You need to know how much I know.”

“Well,” the Master chuckled, granting a gracious bow, “when you're right, you're right. Color me curious.” His body color changed, morphing into a series of endlessly repeating question marks. Discord was staring to come around. “But that doesn't mean we have to exclude your friend here,” he continued, shifting focus to Trixie. It was impossible not to shudder under those eyes, just a little.

Although it was difficult for her to be out of the limelight, Trixie could not have thought of a better situation to make such a sacrifice than a staring contest between two angry Time Lords. The notion of being forgotten had been mildly comforting, but if wishes were horses, then Equestria would be populated by wishes. And that would just be silly.

“Hello, my dear.” The voice came from the draconequus, but it was strangely more melodic than the voice she knew. “How about you and I, and I, have a little fun, hmm?” With that, the draconequus reached out a hand, a hand that grew in both perspective and size as it came closer, threatening to pluck Trixie from the very ground.

“That's enough, Discord!” Doctor Hooves stepped in the way before Trixie had time to react. And, more importantly, before the hand had reached her. This new voice sounded like it could have been vaguely less malevolent, if no less manic, but Trixie still did not know if her magic would have been capable of stopping his, their, attack. At the very least, the figure was no less imposing than the version they had seen in that horrible future. Which was exactly why she couldn't let herself back down.

“Oh? This must be the illustrious 'Doctor' I've been hearing so much about. I have to admit, you sound like a lot more fun than the last batch I had to work with.” The true mind of the draconequus prattled on. It was like he thought they were in a business meeting. And he really loved his job. “What say we stir up some good old fashioned chaos?”

“I'd love to, really would, honestly can't imagine anything I'd prefer. Just for a moment though, mind putting the Master back on the line? Something I really want him to hear.”

Discord shrugged. “I'm hurt, you know. We only just met and this is the treatment I get? And there's so much wonderful chaos I want to get st—Doctor.” The monologue stopped mid-sentence, forcing a new word and a new voice with it. “You rang?”

“Brilliant! Yes, hello again. Sorry, let you get back to whatever it is you're doing in there, just wanted to let you know, real quick, you were right.”

“What?”

“I was stalling.”

“Girls! Now!”

Six beams of energy arced over their heads, slamming Mastercord in his everywhere. The rainbow spectrum spun around one another like a drill, boring ever deeper through the invisible membrane the draconequus had tried to encase himself in. At first glance, it seemed to offer him some modicum of protection, but, with each passing second, it became more and more obvious that the rainbow was using his own shield against him, spreading through it like a virus and infecting the creature of chaos with order, yet again.

“Twilight! Brilliant timing!”

Twilight Sparkle and the others would have responded, had they not at that moment been floating above the ground, amid the enormous glow of the Elements of Harmony at work. It looked taxing. Embodying an infinite and ancient power usually was.

“Trixie!”

That was all she needed to hear. She closed her eyes in concentration, focusing the glow of her horn on the same time energy she had mustered back in the senate hall of Cantaerloth Palace. Once more with feeling, Trixie cast the spell that made time and space sing.

VWOOOOORP! VWOOOOOORP!

Summoned from its hiding spot, the TARDIS appeared directly behind the paralyzed draconequus. There was just enough room for Doctor Hooves to tuck himself between them and swing open the door. He did so.

“Good! Keep going!” Doctor Hooves called to the six mares armed with the very Elements of Harmony. “Concentrate on containing the chaos!” He was still coming to grips with the idea of “magic” being anything more than a misnomer, but the Elements themselves were not totally beyond the Doctor's understanding. Chaos tended to unbalance things. Harmony restored order. There was not a great deal more to it than that. Except for a whole lot of power.

“NO! Not this time!” the monster screamed as the rainbow glow traveled up its body. “You won't take me again—not like this! I'm tired of being stuck in this rock! Don't you dare betray me now—is the time.” One mouth clashed against itself, as two voices fought from within. However, it was not long before things changed. A face began to pull away from the draconequus. A face incorporeal and amorphous, yet with the same look in its eye the Doctor and Trixie had come to fear. The face they had been waiting on.

“There it is! Now keep going! Push it out!”

“WHAT?” The face of the Master growled at the Doctor's words, but it was too late to stop. Already, the Time Lord's unsubstantiated form had pulled most of itself away from the draconequus, now himself primarily encased in stone once again. Everything was going to plan. Until it didn't.

“I said you won't take me, Doctor! Even if that means taking you!” The spirit creature threw itself at Doctor Hooves himself. Trixie had brought the TARDIS there, in hope that they could trap the Master inside. Doctor Hooves said he would take it from there, but she hoped this was not what he had meant.

For his part, the Doctor was only moderately surprised at this turn of events. It stood to reason that the Master would try to jump into something else. As long as he got him in the TARDIS, the threat to Equestria would be removed. Of course, that resolve did not go a long way toward making the experience any more pleasant.

“Knock, knock! Knock, knock! Let me come in!” The screaming face he could only recognize as the embodiment of all his rival had ever been lunged at him still through the air. Doctor Hooves did not flinch and he did not try to dodge. He knew what was happening and he let it. Master collided with Doctor and the one with legs allowed the momentum of the moment to throw them both back and into the TARDIS.

“I don't have a witty retort, but you are still a total jerk!”

In the space of that next moment, several things happened. Two Time Lords, one a disembodied spirit and the other a small horse, landed hard inside a Pony Box. Six mares, fueled by the power of an entire world, finished turning a powerful entity of chaos into a statue for the second time. One blue unicorn, wearing the sickest threads, screamed in concern for her companion and leaped in after him. The door swung shut after her, and the box disappeared. It was a hectic five seconds.

When the proverbial dust cleared, all that was left in the Canterlot Statue Garden was one lifeless draconequus statue and six perplexed ponies.

“Well, that was weird.”

“Yeah, what in tarnation just happened, Twilight?”

Even Twilight Sparkle found herself shrugging in answer. She really had no idea what had just happened herself. When Rainbow Dash had burst in earlier, saying she had a letter from Doctor Hooves, and not just a letter, but “everything she needed to know,” Twilight had been enormously relieved. Of course, the paper had ended up saying only, “Canterlot Statue Garden. Bring Elements. Save world and stuff. Love, Doctor Hooves.” She got the impression that things had gone according to plan, but, knowing the stallion it came from, she would not have been surprised if the whole thing had been less of a plan and more of a flashy series of coincidences.

“Well, least we stopped Discord again. Ah knew it had to be him. Guess ah was right all along, huh Twi?”

“You know what, Applejack?” Pinkie interjected. “This is why you don't get any screen time.”

CHAPTER ONE: Complicated Biology

Knock! Knock! Knock!

Door opening sound.

“Twilight! I’m glad you’re here.”

“Does that mean you’re aware of the crisis as well, Doctor?”

“Yes, yes, of course. Come in, come in. You can help me solve it right now. I think I’m on to something.”

Twilight and Spike hurried inside the stately blue home of the curiously inconspicuous Doctor Hooves. He was not a well known player in the events of Equestria, but Twilight knew that the mysterious stallion with an hour glass on his flank, while eccentric, was quite brilliant. He appeared to be only an earth pony, though Twilight was not even entirely certain of that, she had once seen him push a young filly out of the way of a falling piano by creating a chain of events that started with the throw of a single pebble. Wherever the expertise of Doctor Hooves lay, he clearly had a genius analytical mind, an attention to detail that impressed even her, and, if his checkouts from the library were any indication, a brilliant grasp of science in general. More importantly, during the scarce occasions upon which Twilight had visited the Doctor before, usually due to him forgetting to return a book he had borrowed, she noticed that his own library of tomes and scrolls was not in any way lacking in its own right. Specifically, she noticed that he had far more books than even the Canterlot archives on the subject and theory of time. No, it did not surprise Twilight in the least that Doctor Hooves already had a handle on the chaos that afflicted Ponyville. He would know what to do, she told herself, as she followed the brown colt with the sticky-uppy mane to a small table in the middle of his living room.

“This apple,” Doctor Hooves said. Indeed, there, on the table, was an apple. He stared at it intently. It looked yummy.

“Yes?” Twilight replied, not entirely sure where this was going.

“Is yellow.”

Spike and Twilight exchanged a look askance. Nuh uh.

“Um, no. I’m pretty sure that apple is red.”

“Red!” the Doctor exclaimed. “That’s what red looks like! Yellow is that other color. The yellowy one. Huzzah! Wait, no. Huzzah’s not cool. Forget I said ‘Huzzah.’ I said ‘Huzzooh.’ Much more cool.”

“I, um, I guess?” Twilight and Spike exchanged another baffled look. All this eyebrow raising was giving them a workout.

“Well, that took most of my Saturday, but it was worth it. Thanks for the help, Twilight.”

“But . . . it’s Tuesday?”

“Is it? Right. Course it is. Still not use to the whole ‘days’ thing yet. Linearity and all. Feels more like a big,” Doctor Hooves paused, allowing his mouth to contort unappetizingly around the word, “pile.”

“O-kay,” Twilight replied skeptically. On the up side, it did sound like he was talking about time stuff. On the down side, he sounded less eccentric and more like an out and out nut. She worried that getting anything more than confusion out of this pony might be a more difficult task than she had thought. “But that actually wasn’t the problem I wanted to talk to you about.”

“Oh? ‘Course not. I’m sure you have your own problems to worry about. And I am the Doctor. Did I mention I’m the Doctor? ‘Help’ is my middle name. Well, actually it’s not. Well, actually it is. But that’s not really here nor there. It’s on Rygellium 3. Say what you will about the Rygelliminiums, but they do enjoy their music. You lend them one album and you wear it like a badge of honor for the rest of your life. Which in my case is a very long time. Personally, I wanted to be ‘Revolver,’ don’t you think that sounds cool? Revolver? Ah, I love it! But it’s better than walking around being called ‘Magical Mystery Tour.’ Introductions would be atrocious.”

“Doctor, please!” This guy had to be some relation of Pinkie Pie. “Just listen for a minute!”

“What do you mean, ‘listen?’ I’ve been listening the whole time. You have a problem. Something about something or other. I always get accused of that. ‘Not listening.’ What does that even mean? If you want me to listen, have something interesting to say. I can’t just stand around all day waiting for conversation to just—”

“Shut up! Would you just be quiet for one minute! We have a time EMERGENCY! The fabric of reality is collapsing in on the whole city and who in the hoof knows where else, we don’t have the Elements of Harmony, I can’t get in contact with the Princess,” she gave Spike a hard shake, eliciting a mild hiccup and nothing more, “See? I don’t know what to do and you just won’t stop talking!” Twilight panted heavily, out of breath from her sudden outburst. Her nostrils flared as she snorted loudly in an obvious show of rage.

Doctor Hooves left her like that for a moment, not willing to risk the anger any probing might yet yield. Only when she seemed to calm down a bit did he finally ask, “Did you say ‘time emergency?’”

“That’s correct,” Twilight replied, doing her best to regain her composure. “I thought you knew, but I guess you had,” her eyes sardonically shifted to the red apple still resting on the table, before rolling back into focus on the Doctor, “other things to occupy you. Just take a look outside. It’s chaos!”

“I seriously doubt it can be as bad as all that,” the pony replied casually, with a step toward his front door. He walked over in a practiced show of nonchalance, and gave the door a light shove. “See? Nothing to be concerned a—”

The dinosaur on the Doctor’s doorstep let out a mighty roar, a mere foot from his face. He could not help but notice the beast’s breath carried an oddly metallic smell before coming to terms with the fact that each of its teeth had a bright yellow, wait, red, laser sight, pointing directly at his head. And then it disappeared.

Doctor Hooves’s jaw fell to the floor.

“Uh huh,” Twilight remarked derisively as the purple glow of her magic picked Hooves’s jaw off the floor and returned it to its default position. “I see what you mean. No problems here.”

“Twilight! This is a massive time emergency!”

“You think?”

“No, you don’t even understand. This is enormously wrong. Just . . . very, very wrong. How could I have not noticed this?”

“Perception filter?”

“You can’t just say ‘perception filter’ every time someone doesn’t notice something that should have been incredibly obvious. That’s just being lazy.”

“Pinkie, get out of here!” Twilight grouchily yelled at the bubbly interloper.

“Okie dokie lokie!”

“You were right to bring this to me, Twilight. I just hope it’s not too late already,” the Doctor groused, scratching at his head distractedly.

“I knew this couldn’t be Discord.”

“Well, it is, actually.”

“What? But you said—”

“But it isn’t. That . . . is very strange.” Doctor Hooves furrowed his brow in a show of genuine puzzlement. “There is something more at work here. Time and space are folding in on your world in a series of endlessly self-perpetuating paradoxes. Each one is allowed to exist because the next one forces it to exist. It should be impossible. There is a definite influence on the direct time-line of Ponyville at work, but, even so, the abilities of a draconequus are not easily mistaken. They are so powerful that their presence literally warps reality around them. Chaos is not even really a desire for them; it’s an instinct. They force reality to reshape itself around them, simply by existing. That’s why their planet couldn’t last. Too much,” the Doctor stopped, playing with the word in his mouth, “fluctuation.”

“You talk about Discord like he’s a space alien or something.”

He turned his face toward hers, but it looked to Twilight like he was not really speaking to her. His eyes weren’t there. They were looking somewhere else. Somewhere infinitely more distant.

“Everyone is an alien to someone.” He clicked his jaw absent-mindedly before once more looking to Twilight in earnest.

“Well, alien or not, we still have to stop this. It doesn’t matter who’s causing it. What do we need to do?” The situation was only going further out of hoof and Twilight was quickly growing desperate.

“The only thing that can stem the tide of a draconequus is an even greater force of order and stability. Some sort of a, mmm, reality . . . constant . . . keeping . . . thing.” The Doctor held his mouth open in a look of deep concentration, suggesting he had more to say. “Yeah.”

Guess not.

“The only thing like that is the magic created by the Elements of Harmony.”

“The stabilization field created by the Elements of Harmony.”

“Huh?”

“No such thing as magic.”

Twilight was flabbergasted. There were other things going on, but a statement such as this surely could not stand with the young unicorn.

“Excuse me, but how can you even say that? Magic is everywhere in Equestria. Every unicorn is magic,” she said, dipping her horn into view to punctuate the point.

“For centuries your people have studied and developed magic as a science. It is a very complex science, but science all the same.”

Twilight rolled her eyes. “You know as well as I do, Doctor, that magic does not follow the same rules as any other science. It defies the rules of gravity, the three laws of thermodynamics, energy conversion; it’s called magic precisely because it can’t be explained by science. If that’s not magic, then what would you call it?” she finished smugly.

The Doctor looked nonplussed. “Complicated biology.”

“‘Complicated biology?’” she retorted incredulously.

A quick blink was the only sign the Doctor had heard her at all.

“Very complicated biology. Not that different from a draconequus actually.”

“Now you’re just being stubborn.”

“Magic is something of completely unexplainable power and origin,” he began in a lecturing tone. “It is not tied into the biology of any one species such as the abilities of the unicorn or the instinctual carpentry skills of the miglobilliums.”

Twilight frowned. He had to be making some of this up.

“A universal power source of unexplainable origin and strength that can be drawn upon by any species simply does not exist. The only thing that might be even slightly comparable to actual magic would be—”

“Friendship?”

“Pinkie!”

“Whoops, sorry!”

The lavender unicorn groaned in unmistakable frustration. She made sure to wait until her excitable friend had left before continuing.

“Fine, fine. This isn’t the time to be arguing semantics.” We’ll save that for later, she thought with a sinister chuckle that was probably not out loud. She hoped. “The question is: Do you think the Elements can help?”

At that question, Doctor Hooves revealed the first truly pained expression Twilight had seen him wear. That only made her worry more.

“Oh, Twilight Sparkle. I’m sorry. I’m very, very sorry. But you really don’t know how bad this is.”

“Wh-what do you mean?” Twilight stammered nervously.

An uncomfortable groan escaped the stallion’s mouth. Clearly, the next sentence he had prepared was not his favorite.

“The Elements of Harmony,” he began only to bite his lip in a show of discomfort, “strictly speaking,” and then a squint, “may no longer exist.”

CHAPTER TWELVE: Rewriting History: A Subtle Deception

Sure enough, sitting in the center of the meeting hall was a tall blue box of mysterious purpose and origin. Everypony was more than a little startled at that. Whatever this strange blue box was, it was unlike any spell they had ever seen before. Only the Doctor, Trixie, and Star Swirl himself knew for certain that the glow surrounding his horn was only for show, as he appeared to be in deep concentration, just to the side of where the box materialized. The small lights that tipped the box continued to blink, almost seeming to dim the glow of the torchlight.

“Stay calm, everypony. I know this spell looks strange,” Doctor Hooves called above the frightened politicians, “but you are not in any danger, no matter what happens. I am sure most of you have heard of the time manipulation spells that Star Swirl the Bearded has been studying. This is one such spell. As I said,” he made a flourish, drawing everypony’s attention to the staggered visage of the grandly-attired unicorn, “it takes all his concentration to maintain. Now, do not be afraid, but the next stage may be rather shocking.”

Of course, everypony was so focused on Star Swirl and the flickering of the blue box, that no pony noticed the newfound look of concentration upon the Doctor’s face. In an instant, the ceiling of the hall was filled with a cloud of images. Each and every pony in the audience looked up to bear witness. It was like viewing a scene from the underside of a glass floor.

Within the cloud of images they saw a town of ponies, different in many ways, but not so much unlike their own. Until everything went to hell. Happy-go-lucky citizens cowered in fear as the sky turned red and opened above them, cracked like an egg. Out of the crack flew countless monsters, some similar to the beasts just outside their own walls and others unlike anypony had ever seen. Otherworldly creatures. They stomped, they snarled, they destroyed, and they vanished.

Just as soon as the monster would disappear, the house they destroyed or the cart they wrecked would restore itself, literally becoming destroyed in reverse. And then it would keep restoring. It would rework itself ever more quickly through time, down to its base materials and out of existence itself.

Ponies left and right screamed and ran in a panic. With hardly a second thought they would abandon their vanishing homes, flying away as quickly as possibly, only then realizing they did not previously have wings. Fillies grew old, stallions grew young, unicorns lost their horns, and pegasi fell straight through clouds. It was a world out of balance, by every definition the ponies in the meeting hall could fathom.

“This,” Doctor Hooves yelled above the shrieks of the visions, “is one possible future that Star Swirl has seen. This is a future in which the Elements of Harmony have ceased to be, due to improper tampering, such as what has been discussed here today.” He cleared his throat with one eye open, making sure all attention was focused where it should be. “Star Swirl does not mean to frighten you, though. He only wishes to advise you. To help you make the right choice. A time will come when the Elements of Harmony will be vital to Equestria’s future, but, in this future, the hasty handling of them will become Equestria’s end. This is the risk you take, by allowing this decision to pass.” With that, the Doctor’s face slackened and the images projected on the ceiling vanished. Everypony was baffled, still shaken from the horrific scenes. Slowly, each of them ventured a look at Star Swirl or the box or even the Doctor, but could not help returning their eyes to the sky, lest anymore visions take form.

“If nothing you have seen today has given you cause for alarm, then do as you see fit,” Star Swirl said sternly, the concentration of maintaining his fake spell broken. “But, I assure you these visions are true. Time can be changed, but only under the right circumstances. Now that you have seen an example of the risks I speak of, I implore you, allow the right circumstances to take shape. Do not doom the future of Equestria.”

The rest of the conference was relatively uneventful. It seemed the ‘spell’ that Star Swirl cast had been enough to convince nearly everypony in attendance with each representative reporting something along the lines of, “In light of Star Swirl the Bearded’s ‘some big adjective here’ spell, the ‘whatever’ delegation has decided not to support the forging of the Elements of Harmony.” Even the ponies who had not been entirely convinced by the display, or rather, had not been entirely dissuaded from their lust for power, opted to at least postpone the decision. When the assembly had been asked if Menlo the Mustachioed had any new insights he wished to add, not only was the unicorn mysteriously absent, but the ponies so persuaded by his speeches before could hardly remember what he had said.

The only hiccup came when the mysterious blue box did not immediately vanish after Star Swirl had concluded his spell. Embarrassingly, the reality was that Trixie did not know how to teleport the TARDIS away on her own, even if she had not been too fatigued to do it. Of course, Star Swirl, without any previous exposure to the TARDIS nor the time vortex, had no idea what to do. Fortunately, most of the assembly seemed to buy that the ‘Future Box’ spell was very complicated and it would take Star Swirl a while yet to unwork the magic that materialized it. While most of the ponies were capable of focusing their attention on finishing the proceedings, there were still those who couldn’t stop looking at the box and back up to the ceiling, waiting for anything else to appear.

An eternity later, at least to the eternally fatigued Trixie, the meeting was finally complete, with the decision not to forge the Elements succeeding by a wide margin. With a vague understanding that his friend needed some privacy, the master of ceremonies encouraged the delegates to evacuate Cantaerloth Palace while the hall was cleared.

“Doctor!” Star Swirl called excitedly, after everypony had left. “That was incredible! How did you achieve such a feat of magic? Was it real? I must know.”

Doctor Hooves shrugged awkwardly, casually trying to work a knot out of his shoulder. “Oh, it was real. No magic. That was a memory. My memory. Psychic transference. Usually it can only be done one to one, but once Trixie got the TARDIS here, I was able to use it like a transmitter, literally boost the psychic wavelength and project my thoughts directly into the heads of everypony here. Had the added benefit of my psychic transmission canceling out the subliminal signal Menlo was using, which is why all his influence seemed to just dry up. Didn’t work perfectly, of course, never does. Things slip in. Lot more Daleks than were actually there. Least I didn’t remember any Blorgons. That would’ve really scared them!” He grinned maniacally, like the joke was obvious.

Star Swirl just stared back blankly.

“Basically, I thought at them. Really, really hard.”

“I don’t understand,” Star Swirl finally replied, wisely deciding to ignore all the words he didn’t quite grasp, “how can those be your memories?”

“That’s where we’re from.”

“The future.” Finally, Trixie had enough energy to join the conversation, moving over to where the two stallions stood by the TARDIS.

Revelation. A look of clarity appeared in Star Swirl’s eyes as he looked from one time traveler to the other, stopping on the Doctor after the third pass. “Is that what I see in you? That is why you feel so different? You’re from the future.”

Doctor Hooves made a face like he could avoid the question if he looked at something else long enough. “Among other things. Haven’t felt very chatty about myself lately, to be honest. Ask her. Loves to talk about herself. Never stops, really.”

Trixie was almost angry until she realized she was the center of attention once again. “It’s true, the Great and Powerful Trixie is a master of chatter. You may ask her anything.”

“This is fascinating, but all so much to take in.”

“Really? Now you’re done with the questions? Amazing magical time traveler right here and you suddenly clam up? Trixie has not been the star for, like, six hours!” She actually began sobbing. It was kind of embarrassing.

“Remember when I said ‘talk to her?’”

“Yes?”

“Forget that I said that. Didn’t mean to say that. It’s been a long day. Not as much running as I’m used to, but there’s time yet.”

“Doctor,” Star Swirl began, but quickly found himself at a loss for words, “you are impossible. And that is coming from the unicorn who invented the ‘Impossible Spell.’”

Doctor Hooves winked, clicking his teeth. “You haven’t seen anything impossible yet.” With one swift move, he had a key in his mouth and clicking in the lock of the blue ‘Pony Box.’

“Star Swirl the Bearded, it was an absolute pleasure to meet you. Even with all you’ve done, you have no idea how much good you will do for this world.” His smile was warm and kind and older than any Star Swirl had ever seen. “Thank you. Truly, thank you.”

The aged unicorn felt like a toddler as this young stallion spoke to him. All his praise was stunning, suggesting acts of which he might not yet dream nor predict. There were nearly tears in Star Swirl the Bearded’s eyes, but he had no words.

“Come along, Trixie,” the spikey-maned stallion called as he ducked inside his box. The still sniffling Trixie was short in following him. She nodded to Star Swirl as she passed, adding a sniff to make sure it was not too deferential.

When the magic wand on Trixie’s flank passed inside the TARDIS, the door shut behind her with a click. It stood there for a moment, its quiet hum reverberating around the large hall. Bells jangled as Star Swirl drooped his head, curious what would happen next, but exhausted. Only now had he been given the chance to realize everything that had happened to him today.

“Oh, Star Swirl?”

His ears perked up, followed by the rest of his head. There, he saw the Doctor, just barely peeking out the doorway of his magical mystery box.

“Yes?”

“Earlier, at the conference, did you say your apprentice was named ‘Clover the Clever?’”

“Yes?”

“Clover the Clever.” His mouth stretched broadly, shaping itself over each word. “That is amazingly fun to say. Clover the Clever. I hope I get to meet her some time.”

“Ha ha ha!” Calm and composed Star Swirl the Bearded guffawed like a foal. “I am sure she would like that, Doctor!”

Another nod. Another smile. Another creak as a blue wooden door swung shut.

Once again, Star Swirl waited and this time he was not disappointed.

VWOOOOORP! VWOOOOOORP!

A final flicker and then they were gone.

CHAPTER THIRTEEN: Questions? Answers!

“Well, that was educational!” Trixie shouted over the rummaging and racing of Doctor Hooves. As soon as the TARDIS had taken off, he had set to work, or maybe play, it was hard to tell with him. Either way, the Doctor had paid Trixie no mind as he set to flicking this and switching that, and being paid no mind was just not something Trixie could tolerate for much longer.

“Oh, you know me,” he replied absentmindedly, still going about his business, “all about the learning. Learning and adventure: two sides of the same coin. Doctor Learningthingsington. Wait, no, stick with Hooves. Learninghoovesingtonthings.”

She could tell that the Doctor was only half, if that, paying attention to her. He was doing that rambling thing he did when his mind was obviously focusing on two or three other things at once. Maybe he had to hurry, Trixie honestly didn’t know anymore, but, for Celestia’s sake, they were in a damn time machine. Circumstances suggested he could spare a couple minutes.

“Doctor Hooves!” Trixie made sure he stopped and listened this time. Of course, he respected her enough to turn his attention when she used the right tone of voice, but the tiniest little magic smack didn’t hurt things. Just his face. “Please stop what you are doing for one minute and speak to me! Your companion requires your attention.”

“Of course,” he replied abashed, rubbing his cheek with one hoof, “why didn’t you say something?”

“Trixie assumed her naturally needy demeanor would suggest as much without her having to say so.”

“Right, demeanors. I have noticed those.” Communication was so much more streamlined when faced with imminent danger. “So, what would you like to, um . . . .”

“Discuss?”

“That’s the one!”

“Well, here’s a start: What just happened?” Trixie asked emphatically, letting loose with a torrent of emotions that had built up over far too long a time. “We really just traveled back in time, didn’t we? Where was that? What’s Cantaerloth? What did that have to do with the Elements of Harmony you keep talking about? How was that mustache pony from the future? Why did everypony have so much facial hair to begin with? Why didn’t Trixie get to do anything important? What’s going on?”

She huffed and she puffed and she nearly blew the Doctor down. For his part, Doctor Hooves took the screaming and yelling with only a look of mild discomfort, as he patiently waited for her to finish. When she finally had, he paused for a moment, just to make sure she was not planning to start up again.

“Corrected time. Yes. Cantaerloth. Early colony. Saved them. Not sure yet. Perseverance. You did. Adventure.”

Trixie was stunned. “Oh.”

Doctor Hooves sighed. He supposed he owed her a bit more than that and it wasn’t like he didn’t enjoy playing tour guide. “Cantaerloth was the original colony established in Equestria, before the ponies were able to expand. It was the original capital and precursor to Canterlot. Eventually, the city will come to be destroyed in an epic catastrophe and, from then on, will come to be known as the Everfree Forest. Cantaerloth Palace eventually comes to be known as the Castle of the Royal Pony Sisters.”

Much to his surprise, Doctor Hooves found Trixie nodding along interestedly. He never considered her to be the good student type, but perhaps he had misjudged her.

“It was always at this point in history that the legendary ‘Fires of Friendship’ were discovered and the idea to use them to create the Elements of Harmony was incepted. Originally, Star Swirl knew the risks and the experiment would not be done until Princess Luna and Princess Celestia were born, creating just the right balance of each Element for the forging to succeed. Menlo’s interference caused time to change, creating the new reality in which the Elements are destroyed before they can do any good, which is why the memory of them faded from the present. Our interference was able to cancel out Menlo’s. Since history will still view the event as “Star Swirl convincing everypony of the danger of the Elements,” the original timeline is basically restored.”

“So,” she replied slowly, making a show of her comprehension, “you’re saying Trixie is the most important pony in Equestrian history?”

Should have known that’s why she was so attentive. Without her, though, he reminded himself, you wouldn’t have been able to act in time.

“That is pretty much the truth of it,” he said wryly, turning back to the TARDIS console.

“Doctor?” the voice came pleadingly. “What did you mean about Star Swirl? About what he will do?” If Doctor Hooves didn’t know any better, he’d have thought Trixie looked genuinely curious just then. “Trixie knows he is a famous unicorn in history and created many spells, but it seemed like you meant something else.”

How perceptive. This mare had surprises yet.

“Star Swirl the Bearded is indirectly responsible for the entire modern pony society. Back in his time, it was every unicorn working together that raised the sun and moon each day, but an ancient prophecy said that one day their magic would wane and a chosen one would have to be found to finally unite all ponies and give rise to a new generation. It was Star Swirl who found and mentored this ‘chosen one,’ a young colt, an earth pony, living among peasants. He became a great leader, both uniting all ponies in Equestria and fathering two princesses. Celestia and Luna were the first alicorns born in over a thousand years and, with their power, allowed for not only the creation of the Elements of Harmony, but took on the burden of raising the sun and moon. Star Swirl the Bearded was the royal advisor and court wizard until his timely death.”

Doctor Hooves spoke with a reverence that had even Trixie awed. The whole thing sounded like one of the stories her father used to tell, about the legendary King Graham Chapony and the adventures he had with his knights. Trixie’s favorites had always been about the stalwart Sir Gallophad, but she loved them all. She just had never thought they were real.

“I never knew.”

“Most ponies don’t,” the Doctor replied, exchanging his respectful tone for the more familiar casual lecturing. “Most of the history before Celestia’s reign started is considered to be legend and pony tales, just like the Elements were until they re-emerged.”

“Then how do you know?”

“Oh,” the Doctor began with a bit of a scoff, but Trixie wasn’t sure whether he meant it for her or himself, “history’s been a hobby of mine for a very long time. At a certain point, you tend to get a knack for separating what’s fact from what’s just pretending.” Trixie wasn’t sure what that meant, but she found that it made an odd sort of sense. Doctor sense, but sense nonetheless.

“But, if that is all true, and that phony future pony was trying to rewrite history, then why was he not, well, better at it?”

It was the Doctor’s turn to be curious.

“How do you mean?”

“Well,” Trixie assumed a lecturing tone of her own, “he said himself that he had gone far enough back to know Star Swirl for years. Of course, Star Swirl may have even been just slightly more powerful than Trixie, but if Menlo had something from the future to boost his magic, like you said, then couldn’t he have just influenced Star Swirl directly, instead of leaving things to a debate?” She shrugged. “That is what Trixie would have done.”

Doctor Hooves wore a mask of fierce determination, but it instantly morphed to coltish glee, as soon as he spoke: “Why don’t we go find out?”

“You mean we will not be going home yet?” Trixie asked. “Trixie thought our mission was to restore the Elements. Should we not first return to Ponyville to make sure everything is alright?”

“Not until we know what Menlo’s real plan was or, more importantly, who he was working for. If we return to the present and then leave from there, it will be like leaving from a different time line than the one we’re already traveling. What we need to do is retrace Menlo’s steps.”

Half nervous, half excited, Trixie took a great and powerful gulp. “Does that mean what Trixie thinks it means?”

Doctor Hooves spread a roguish grin. “Trixie, would you care to see the Equestria of three thousand eight hundred and fifty one years in the future?”

Her expression mimicked his to a ‘T.’ “The Great and Powerful Trixie thought you would never ask.”