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Rainbow Dash looked around as she growled, “Where’d those creeps go?” Sonic and the others, who were flying/floating next to her, Fluttershy and Twilight flapping their wings to remain in place like Rainbow, had no answer, all of them looking around. They were in the middle of what could only be described as a tube or tunnel floating in the air. The walls of the tube appeared to be made up of multiple thin lines running close together, the outside of the tube clearly visible to them. The area outside the tube was dark purple and magenta space, with clocks, hourglasses, and gears floating around, some gears and an occasional clock face going around the tube. Discord, Eggman, his henchbots, and the Time Eater were nowhere to be seen.

“Ah don’t know, Rainbow. Followin’ them through that portal left us disoriented for a moment… Did they get us ta follow them so they could slip away again?” Applejack wondered.

Rarity glanced over at her, “That sounds like something Discord would do, Applejack dear, but this Dr. Eggman…” She looked over at Sonic and asked, “Would Dr. Eggman do that, Sonic?”

The gold/yellow hedgehog replied, “Yeah, but not this late in the game. When Eggman’s ready for a showdown, he doesn’t run unless he’s ‘persuaded’ to. This doesn’t fit his style.”

Suddenly, Tails’ voice came from his quills, “Sonic, can you hear me?”

Sonic quickly reached back into his quills and pulled out his radio as the others looked at him. He turned it on and spoke, “Tails? I hear you, buddy. What is it?”

The fox answered, “Just checking in. This means it works!”

Fluttershy asked, “Um, what works, Tails?”

Spike answered this time, “When we were riding the train to Canterlot, during those more quiet moments, Tails asked me and Twilight to help with the radios. He wanted to modify the… transceivers or something?”

Tails spoke, “Even though we’re separated by the portal, you should still be able to hear us!”

Luna’s voice came through, “We shall help as well!”

Then Silver’s voice, “Let’s take the enemy out together!” A chorus of voices came up after he said that, everyone recognizing them.

Everyone smiled at the radar, knowing that, even far apart, their friends and family were still supporting them. “Everypony…” Twilight whispered.

Suddenly, Pinkie started shaking in place, Sonic and the others looking at her curiously as Applejack asked, “Pinkie, what’s the matter?”

The red pony replied, “It’s my Pinkie Sense! Something big is about to happen!”

A second after she said that, Twilight faced forward and shut her eyes as her magic channeled into her horn. “I can feel a massive buildup of energy… Something big is definitely going to happen!” she said after a moment. Everyone started looking around again at that.

Suddenly, Pinkie pointed off to the left side of the tube, “Ooh! Lookie over there! It’s Appleloosa!” Everyone turned their heads to look where she was pointing.

On the outside of the tube, they could see the portal leading to Appleloosa floating by, the town still in color though it still had no sky. They could even see ponies walking around outside. “Huh. That’s kinda weird. What’s that doin’… Wait, what the hay’s happenin’?!” She and the others watched in shock as the color on the image began to disappear, but that wasn’t all. The whole town was starting to vanish!

Discord’s laughter suddenly rang through the tube, breaking everybody out of their shock. Fluttershy looked a bit nervous when she heard it while everybody else took on a floating defensive stance. “Discord! Where are you?! Show yourself!” Rainbow yelled. The draconequus merely laughed again in response.

Everybody soon noticed something out of the corner of their eyes and looked at the left side of the tube again. A few more portals were floating past them along the side of the tube, all of them showing locations the group had visited. And just like Appleloosa, they weren’t just losing their colors; they were being erased as well! “Oh my goodness…” Fluttershy murmured.

Sonic and Twilight turned to look at the right side of the tube, everypony else doing the same after a moment. More portals were floating by on that side, all of them either showing places from Equestria or Sonic’s world, many of them visited either while getting their friends and Ponyville’s colors back or on the train ride to Canterlot. “What’s going on?” Twilight asked.

As the portals continued to float past, Sonic said, “They’re not just losing their colors. They’re being broken down into nothing…”

The portals suddenly began to gravitate further past the group. As they did, the group heard Eggman’s voice, “Indeed.” They all looked forward and saw the Time Eater emerge from a purple void up ahead, the coverings on its head still slid back, allowing them to see Eggman, Discord, Orbot, and Cubot. Eggman was standing up as he spoke, “No matter whether they were being used for our games or were simply affected by the Time Eater, they all still existed, occupying time and space. But now they’re nothing more than food for the Time Eater…” the grin on his face got bigger, “along with anything living in those locations.”

Sonic and the ponies stared at him in disgust and rage. Without warning, they all flew towards the Time Eater at high speed. As they flew, Rainbow yelled, “You’re not getting away with this, Eggman! We’re going to make you undo what you just did to your world and Equestria!”

Discord floated out of his Eggmobile, stopping just in front of the Time Eater as he smirked, “Eggy didn’t ‘just do it’, Rainbow Dash. The Time Eater’s been the only thing that’s been keeping what’s inside those portals stable all this time! We could’ve changed them into food for the Time Eater at any time had they, and some of the ponies we took from them, not been a part of the game! Can they all be returned to normal? Perhaps, but as you’re going to find out,” he spun around in midair and suddenly, with a burst of magic, became taller, shadowing the Time Eater behind him and knocking the group backwards due to his sudden growth just as they were about to reach it, “no matter what you do, that’s not going to happen!”

While the group righted themselves and the Time Eater began to absorb the portals, Eggman sat down in his seat and spoke, “This isn’t going to end the same way, Sonic. Before, you’ve always been there; you’ve always had some trick up your sleeve to stop me! That’s why I took control of the Time Eater and tried to change the past itself, to erase you and undo my previous defeats!” As the Time Eater began to glow white, he glared, “But here you are – again. Trying to foil my plans – again. Getting in the way at the last possible moment – again! Not this time, Sonic!” The Time Eater absorbed the last of the portals, the white glow fading after a moment. The Time Eater was now sparking with electricity, it looked sturdier, and a ball of what looked like magma circled the creature on the outside of the tube. Eggman spoke, “This time, you and your kindergarten cohorts can’t win!”

Shaking his head to get rid of the last bit of disorientation, Sonic looked in Eggman’s direction and grunted, “Whatever you say, Eggman. That brings us up to, what, the millionth time or however many times you’ve said that now? And just like all those other times, the outcome’s not going to be any different this time.”

Discord grinned down at him, “And what makes you say that, Sonic?”

While the Main Six righted themselves, the hedgehog answered, “That Time Eater thing behind you? That’s probably the newest thing we’ve seen all day, and it took you guys until now to use it. Everything else has been you guys throwing things against the wall to see what sticks. You’ve sent us to familiar locations that we hardly get separated for long in, you sent a bunch of baddies after us that have been stomped before, and you, chimera boy, haven’t added a lot of new chaos to your arsenal. You can’t really claim things are going to end differently when, this whole time, you guys have been doing nothing but rehashing!”

As she raised her hooves up, Applejack nodded, “Fer sure! Ya make a bunch o’ crazy things happen and try ta get us with yer crazy magic and think it’s gonna work the same way it did the first time? Try somethin’ new, Discord!”

Eggman growled, “You all think you’re so clever, don’t you? Well, how do you like this: the Time Eater has finished absorbing everything you seven have ever known! Everyone you know has been erased, and you’ve all got nothing to go back to!”

The Element Bearers tensed up at that, but Sonic said, “You haven’t gotten everyone yet, Eggman!” He held his radio up in his left hand, “We’ve still got everyone who made it here to give us backup! And speaking of which, we’re still here! So don’t start dancing just yet!”

Pinkie grinned, “You and Discord are taking your cupcakes out of the oven too early, Eggy! Don’t you know you’re supposed to count to four?”

Eggman retorted, “I’ll be counting down to your doom in a minute, you annoying pink pony! You might be able to defy science at will, but it’ll take more than your Pinkie Sense to survive this!”

Sonic said, “And that’s why we’re all here, so no one has to deal with you clowns alone! Friendship got us here; now friendship’s going to make everything right again!”

Twilight nodded, “Exactly. It’s like I said last time, Discord. Friendship isn’t easy… but it’s worth fighting for!” Both the draconequus and Dr. Eggman groaned in exasperation after she spoke her creed, Discord swinging his head back as he rolled his eyes.

Bringing his head down, he glared at the Bearer of Magic as he asked, “Is that so?” He looked back and exchanged a look with his glasses-wearing ally before they both grinned.

“Well, then… LET’S SEE YOU FIGHT FOR IT!” the villains challenged before a black portal opened up behind the Time Eater that it disappeared through and Discord snapped his fingers, instantly disappearing from sight.

“Oh, come on! This whole deal is gettin’ old!” Applejack groaned.

Sonic looked forward with a determined expression, “Don’t worry, Applejack. They’re not running away. They’re just waiting for us up ahead.”

Fluttershy pointed a hoof forward, “We’re not going after them… are we?”

Rainbow grinned, “Yes, we are! We’ll take ‘em together, just like we always do!”

Twilight grunted, “But Discord’s separated from Dr. Eggman and the Time Eater… How are we going to fight them both without getting in each other’s way?”

Sonic replied, “Easy! We split up, one team inside this tunnel and one on the outside, and we’ll all take turns!”

Rarity said, “I get it. Somepony leads and goes on the offensive, the others stay back to conserve their energy and provide support!”

Sonic nodded, “Exactly!”

Twilight turned to Sonic and leaned her head down towards the radio still in his left hand, her horn glowing as she said, “Hang on. I’m going to establish a magic link with the radio so we can all stay in touch.” After a minute, the link was established so everypony could hear the radio and the teams were decided on, Sonic, Rainbow Dash, Applejack, and Pinkie Pie staying inside the tunnel while Twilight teleported herself, Rarity, and Fluttershy outside of the tunnel.

Applejack nodded, “Ah think we’re ready now, Sugar-hog!”

Sonic said, “Right. Then for the fate of both of our worlds…”

Rainbow nodded, “And for everypony else and our friendship…”

They all finished, “LET’S DO THIS!” With that, they all flew forward, Rainbow Dash, Twilight, and Fluttershy flapping their wings as they all flew towards the other end of the tunnel while they all stayed close together.

After a short time, both groups came to a stop as the black portal the Time Eater had disappeared through opened up not far from Sonic’s group, the beast emerging from it and turning its head around before roaring at everyone. As it began to float slowly backwards, Eggman chuckled, “Ho, ho, ho! Still boldly going where no hedgehog or pony has gone before, I see!”

Sonic replied, “I’ll chase you anywhere, any day, Eggman! You want to end this? We’ll be happy to oblige!”

The Time Eater moved its arms in front of itself, as if going on the defensive as Eggman said, “Very well! No more games! Show me how strong the power of ‘friendship’ really is!”

Applejack floated forward, “If y’all don’t mind, Ah’ll get us kick-started!” Sonic nodded in agreement, as did Rainbow Dash and Pinkie Pie. The hedgehog floated back behind Applejack, him, Rainbow, and Pinkie flanking the earth pony as she held her forelegs back and flew towards the Time Eater while Twilight’s group followed on the outside of the tunnel.

Eggman laughed, “Really? You’re going to try and stop me? I’ll make apple strudel out of you!”

Applejack rolled her eyes, "Honestly…” She then glared at him, “You’re goin’ down!”

Eggman grinned, “Ho, ho, ho!” Suddenly, the black portal the Time Eater used earlier opened up again, though it was much larger this time and it opened up outside of the tunnel. Applejack and the others came to a stop, wondering what Eggman, his henchbots, and Discord were doing. After a moment, pieces of land from the Green Hill Zone, bits of machinery from the Metropolis, large chunks of ice from Ice Cap, and other pieces from the locations the group had gone through began to fill the area outside the tunnel, all of them drifting and floating around the Center of Time.

“Take a look!” Eggman said, grabbing everyone’s attention. Suddenly, yellow drill-shaped projectiles shot out from behind the Time Eater, some flying up over it and some flying underneath it, but they all began to aim for Applejack!

“Them drill thingies are headin’ right for you!” Braeburn called over the radio.

“Watch it, Applejack!” Knuckles said.

Floating back slightly, Applejack looked down at her spiky tail before looking back up and adjusting her hat as she grunted, “Let’s see just what these Chaos Emeralds can do.” She glanced behind her and said, “Sonic, Rainbow, gimme the hardest push ya can!”

While Applejack began to spin her tail around like a lasso, Rainbow and Sonic floated backwards for a second, the former saying, “You got it, AJ!” They then shot forward, Rainbow’s wings flapping even faster than normal as she flew above Sonic, both of them going roughly the same speed. As they approached Applejack, Sonic and Rainbow thrust out their hands and hooves, respectively, both of them using their momentum to push the earth pony towards the Time Eater.

As she sailed forward, Applejack turned to her side, her tail spinning like a pinwheel in a heavy wind as she got closer to the Time Eater’s projectiles. After a moment, her tail struck the first shot above her, sounding like a whip as it hit and knocked it off course, her tail still spinning as it quickly smacked the one underneath it off course as well. As she kept going forward, any of the shots that she didn’t avoid (mostly the ones that came from up above or below) were smacked off course by her whip-like tail.

As she came to a stop a short distance in front of the Time Eater and Sonic, Rainbow, and Pinkie avoided the remaining shots, her tail stopped spinning as Apple Bloom cheered, “Way ta go, Applejack!”

Granny Smith called, “Stay focused, Applejack!”

Facing forward, Applejack held up her hooves as she glared up at the Time Eater. Suddenly, a portal opened up to its right and it reached both right hands through it. When they came back through, Applejack’s eyes widened as she saw it was holding part of one of the Green Hill Zone’s hills. As the Time Eater moved it in front of its face, Eggman taunted, “Can you avoid this, Applejack?!”

Applejack looked down at her front hooves while the Time Eater grasped the hill in all of its hands. Thumping her hooves together, she immediately felt a force emanate from them. Looking back up at the Time Eater and seeing it beginning to raise the hill up with its upper set of hands, Applejack looked behind her and called, “Pinkie!”

As soon as the word left her mouth, the pink pony suddenly appeared next to her! “Yes?” she asked while smiling.

“Ya remember that plan you kept talkin’ about? The one with yer party cannon and, uh…” Applejack trailed off.

Pinkie smiled even wider as she replied, “Ooh, yeah! The one where we shoot you out of the cannon and have Spike catch with you a butterfly net before you hit a hornet’s nest and get stung by a thousand angry hornets! But Spikey isn’t here, Applejack! He can’t save you, and why would you need saving when you’re all brown and super powered and your mane is all spiky and…”

Noticing the Time Eater bringing the hill in its hands back over its head, getting ready to either swing or throw it, Applejack growled and cut Pinkie off, “Just get yer cannon out!” Ignoring the fact that she’d been interrupted, Pinkie reached into her tail and pulled the cannon out, holding it in front of her in her hooves. Applejack quickly floated over to it and slipped inside of it until only her head, part of her neck, and part of her forelegs stuck out. “All right, you know what ta do, Pinkie!” she said.

The pink pony grinned and reached into her mane, pulling out a familiar mustache. “Can I wear the mustache this time?” she eagerly asked as the Time Eater began to swing its arms forward, letting go of the hill.

Resisting the urge to groan, Applejack hurriedly said, “Sure, whatever! Just fire!” Pinkie quickly put the mustache on and pressed down on the fuse/button, firing Applejack directly up at the hill! “Good thing she didn’t check that shot,” the hat-wearing earth pony thought to herself as, halfway up to the hill, she swung herself around so her hind hooves pointed at the hill. Everyone watched as she got closer to the hill…

As soon as her hind hooves hit the hill, it not only stopped in midair, but it began to shake as though an earthquake was rumbling through it, cracks beginning to spread across it from Applejack’s point of impact and the sound of cracking filling the air. As soon as the cracking stopped, Applejack brought both her forelegs forward and thrust her hooves at the hill, smashing it into multiple pieces!

“Not bad!” Eggman said, seeming surprised at the earth pony’s strengths. He then grinned, “But not good either!” As the pieces floated away from her and she could see the Time Eater clearly, Applejack was suddenly grabbed by the creature’s upper right hand! Bringing its hand in front of it, it wrapped its other hands around it, essentially trapping Applejack. “Get out of that if you can!” Eggman taunted.

Glancing down at the hand wrapped around most of her body, Applejack grinned, “No problem!” Focusing some of her energy into her hooves, she placed them on top of the large thumb and fingers and began to push; with the extra energy she was using, it took her seconds to force the Time Eater’s fist open. Directing some energy into her back hooves as well, she thrust all of her legs out and pushed the hands away from her, though they pushed back against her hooves, trying to close in on her again. It was taking all of her strength to hold them at bay.

“Hang in there, Applejack! We’re coming!” Sonic called as he and Rainbow Dash flew towards the Time Eater, Pinkie seemingly teleporting herself to Applejack’s position and starting to help her with the Time Eater’s upper left arm. As they got closer, Sonic curled into a ball and Rainbow held her right foreleg back, Sonic striking the lower right arm and Rainbow punching the lower left arm, knocking those arms away. This gave Applejack the chance she needed, taking her right hoof off of the Time Eater’s left hand and quickly moving out of the way as she kicked the right hand away, Pinkie knocking the left hand back by calling out her party cannon again.

A moment later, Twilight contacted Applejack, “Applejack! I just finished running a scanning spell on the Time Eater! It looks like that orb underneath it is its core!” Applejack looked down; sure enough, underneath the beast was a pink orb she hadn’t noticed before.

She grinned, “Well, all right, then! Ah’m on it!” She flew down as the Time Eater was beginning to recover and, as she floated in front of the orb, brought her front hooves close together at her side, forming a “C” shape with them. She began to focus energy between them, an orange apple made up of energy forming between her hooves and her necklace glowing as she focused more energy out of her hooves. Once she had gathered enough energy, she launched the orange apple towards the Time Eater’s core, the apple bursting upon contact, spreading its energy across the orb’s surface. Moving quickly, Applejack swung around and bucked the orb with all her might, pushing the Time Eater backwards and cracking the orb a bit!

“Yeah, that’s how you do it!” Babs cheered.

“Nice goin’, AJ!” Big Macintosh said.

Applejack swung back around and pumped her hoof as she grinned, “Yee-haw! That’s how we do it down on the farm, Eggman!”

Eggman, Orbot, and Cubot managed to get the Time Eater righted a moment later. Eggman then looked down at Applejack and smirked, “Go ahead and shoot off your smart mouth, you country hick! It’ll take more than honesty to help your friends fight Discord!” He then pressed a button on his control panel and the Time Eater quickly vanished through a portal!

Applejack’s face fell, “Aw, hayseeds!” She looked towards Twilight’s group and called, over the magical connection, “Girls, look out for Discord!”

As they hovered outside the tunnel, Twilight, Rarity, and Fluttershy looked around, Twilight on Fluttershy’s left and Rarity on her right as they all looked around, searching for the draconequus amongst the time debris. “Where is he?” Twilight muttered.

“Come out, you ruffian! We know you’re out here!” Rarity called.

“Oh, you would be both correct and wrong on that, Rarity! I am out here… but I could also be in there! Or perhaps I’m not even close by at all! For all you know, I could be right behind you!” Discord chuckled. “But if you really must know,” with a strange pop, the draconequus appeared a fair distance away from the group, floating amongst some ancient statues, broken highway bridge pieces, and other assorted previously seen bits that were now floating debris, “I’m right here!”

The three ponies turned to look at him, Fluttershy looking a bit nervous when she saw him. “All right, Discord, you got to have your fun with Dr. Eggman and cause more chaos, but it’s time for your little ‘games’ to end!” Twilight yelled.

Discord looked at her with an amused expression on his face. He spoke, “I think not, Twilight Sparkle! After all, I can think of only one way to resolve this!”

Rarity asked, “Oh? And what way might that be?”

Discord held his eagle talon up, the palm flat and fingers pointing straight up. A second later, an appropriately-sized deck of cards appeared in his talon. “Why, with a game of cards, of course! How else?” he cheekily grinned.

Twilight, Fluttershy, Rarity, and everybody in the tunnel raised an eyebrow at that. Twilight asked, “Cards? That sounds… different.”

Discord replied, “Well, that’s where you would be wrong, Twilight Sparkle. If you thought my chocolate milk had quite a bang to it...” he smirked as he held his eagle talon up in front of him, placing his lion paw on top of the stack, “wait until you see the ‘hoof’ I dish out!” He started flicking the cards with his lion paw, sending them flying in the ponies’ direction.

As the cards flew towards the trio, they suddenly burst into flames and started flying faster! Rarity, Fluttershy, and Twilight stared; the cards seemed to be homing in on them, and at their speed coupled with Discord’s magic, it would likely be impossible to not get hit! Fluttershy gave a squeak of fear and extended her wings to their full length; as she covered her eyes with her hooves, she wrapped them around herself, Twilight, and Rarity, shielding them all. The wings were shining a brilliant white color as the cards struck them, all of them exploding upon contact.

As the smoke began to clear, Sonic’s group looked on uneasily while Discord stared in curiosity. When the smoke cleared completely, they could all see Fluttershy’s wings still wrapped around the trio defensively, the wings still shining white! “Whoa! Fluttershy’s wings aren’t even singed!” Rainbow exclaimed.

Sonic brought his radio up to his mouth and clicked it on, “Wow, Fluttershy, those are some tough wings you’ve got!”

Outside, the shy pegasus uncovered her eyes while softly asking, “Huh?” She looked around and saw Twilight and Rarity still next to her and her wings still wrapped around them. She relaxed them and they unfolded, going back behind her back and fluttering slightly. “Did I do that?” she wondered.

“You certainly did, darling! Your beautiful new wings protected us!” Rarity smiled.

“That must be why they’re so big! You can use them like shields too!” Twilight said.

“Good job, Miss Fluttershy!” Cream cheered.

Discord spoke, drawing everyone’s attention back to him, “Oh sure, go ahead and cheer! So what if Fluttershy can act as a pony shield? You’re still all the way over there, and I’m all the way over here!”

Twilight grunted, “He’s right.” She looked at her shy friend, “Fluttershy, we need to get closer to him. I’m not asking you to block everything he throws at us, but do you think you can stay close to us so we’re all together?”

The now-white pegasus thought for a moment before giving Twilight a determined look, “Actually, if it’s all right with you, Twilight, I’d like a turn now.”

Twilight and Rarity looked at her in surprise. “Are you sure?” Twilight asked. The shy pony nodded and began fluttering her wings, flying forward towards Discord.

The draconequus, of course, found this amusing. “Aw, so little Fluttershy’s going to fight now? That’s so cute!” He laughed and said, “This will be easy!”

Fluttershy’s eyes widened at that, but she tried to put on a brave face. “I… I won’t lose!” she said as she lifted her wings and then swung them downwards. As soon as they went down, she suddenly shot forward, a light pink aura surrounding her as she flew! Twilight and Rarity looked surprised and quickly flew to catch up to her, but as they did, they noticed she seemed to be slowing down and was having trouble maintaining her speed, flapping her wings hard to try to keep going. After a moment, though, her aura dissipated and she stopped in midair.

“Fluttershy, what’s wrong?!” Twilight asked as she and Rarity flew up beside her.

“I… I don’t know. I can’t seem to fly like normal…” Fluttershy said worriedly.

“Aw, that’s too bad, Fluttershy! You might have chaos on your side, but you’re still as bad a flier as ever!” Discord mocked. As the ponies looked at him, he held up his eagle talon and snapped his fingers; a bunch of cotton candy clouds appeared above them in response, all of them rumbling. “I guess that means you girls will be the ones to feel the pain!” At his words, the clouds started raining chocolate milk and unleashed yellow lightning on the three mares.

With a squeak, Fluttershy held up her wings, the lightning striking on top of them but the electricity not discharging through them. The chocolate milk also simply flowed off of them like they were a flat surface. While Fluttershy defended her and Twilight, Rarity looked up at the pegasus’ wings with a careful eye. “How strange… They look just fine to me! They’re your wings, Fluttershy; why are they troubling you so?” she wondered.

Tails spoke up through the magic link to Sonic’s radio, “I think I know, Rarity! It’s not that there’s anything wrong with Fluttershy’s wings; they’re just so much bigger now compared to before! They don’t exactly look like an alicorn’s wings, so maybe they work differently!”

Twilight looked at her pseudo wings, flicking them experimentally. They seemed to be about the size of regular pegasus wings, and they seemed to act like they were real as well. Looking back up at Fluttershy’s wings, she asked, “If they don’t work like that, how do they work?”

This time, Luna spoke, “Perhaps they are better suited for short bursts of speed? If her momentum from a burst of speed carries over, perhaps she can simply glide to continue advancing forward.”

Rarity held a hoof to her chin, “Hmm… That may be it, Princess Luna!”

Twilight looked at Fluttershy, “What do you think, Fluttershy?”

The shy mare replied, “O-Okay, I’ll try it. Thank you, Princess Luna!”

Discord called, “Yoo-hoo! Forgetting something?” The ponies faced forward again… and found a dragon’s head (fake, by the look of it) floating in front of them!

Fluttershy gasped and covered her face with her hooves, raising her wings and shooting forward when she swung them down, flying straight through the head and breaking it to pieces. She was so shocked by the fake dragon’s appearance that she kept her face covered with her hooves and awkwardly flapped her wings, once again losing speed. Because she wasn’t looking where she was going, she ended up crashing into a large chunk of ice taken from the Ice Cap Zone. As she stuck to it, the ice began to crack and soon shattered into pieces, Fluttershy dazed and floating in the air, taking her hooves off of her face.

After Fluttershy shook her head, she opened her eyes to see a cotton candy cloud floating next to her. It soon rumbled and shot a yellow bolt of lightning at her, the bolt hitting her in the chest but not doing any damage to her, though it did push her away, the shy pegasus floating backwards due to the momentum from the bolt’s push.

Twilight and Rarity flew up beside her and grabbed her to stop her. Twilight then used her magic to blast the cotton candy cloud apart before turning to Fluttershy, both her and Rarity comforting her. “Fluttershy, it’s okay! The fake dragon is gone now; you took care of it!” the pseudo-alicorn said.

Rarity nodded, “You’re doing fine, darling! You just need to find a new rhythm for your lovely new wings. And we’ll be here to help you with that!” Fluttershy opened her eyes and looked up at them, nodding as she felt her confidence and new power begin to surge through her.

Discord called, “Oh girls~!” The three mares looked at him; he grinned, “It’s time to have some fun!” He snapped his fingers on his lion’s paw hand and suddenly, holes opened up around him and what appeared to be chocolate milk balls began shooting out of them towards the trio!

Fluttershy gasped, but then put on a determined face and said, “Twilight, Rarity, follow me!” She then flapped her wings, shooting forward again with Twilight and Rarity following behind her.

As she flew, Fluttershy discovered that she could use her wings to protect herself from Discord’s chocolate milk balls, using them to protect herself when she was unable to dodge as long since she couldn’t move much while gliding. As she burst over one final chocolate milk ball, Twilight and Rarity holding back to avoid getting hit, the pegasus flew up right in front of Discord’s face, the draconequus looking at her curiously as she glared at him. Her glare then eased off and she meekly asked, “Um, I don’t suppose you would be willing to settle this with a friendly game of cards, would you, Discord?” Below and behind her, Twilight groaned in exasperation while Rarity rolled her eyes.

Discord smirked, “Ha! Starting to run on empty, Fluttershy? Here, let me give you a little juice to keep going!” He snapped his fingers on his eagle’s talon and a cotton candy cloud appeared over them. It soon rumbled and fired a bolt of yellow lightning down at Fluttershy, the pegasus yelping as she backed up. Discord continued to smirk, “Aw, what’s the matter? Does that not do it for you? Maybe what you need is a little… cruelty!”

Fluttershy’s eyes went wide at that, remembering what Discord did to her friends previously and how he made her act. Her surprise gave way to anger as she glared at the draconequus, her necklace beginning to glow pink as pink energy began to surge into her eyes. As the glow got brighter, she said, “You… big… dumb… MEANIE!!!” As she spoke the last word, her necklace glowed brightly and she fired a pink beam from each of her eyes, striking Discord in the chest area and pushing him backwards!

“Whoa, Fluttershy!” Tails exclaimed after the beams subsided and Discord was sent flying.

“Don’t let your guard down yet!” Espio said.

Twilight and Rarity stared in surprise while Fluttershy clasped her hooves over her mouth, more than just surprised at what she had just done. Discord managed to stop and right himself after a few seconds, also looking at Fluttershy in surprise. Fluttershy’s attack left him with a pink mark where the beams had hit, but he appeared to be okay otherwise. “Goodness! I guess you didn’t need any cruelty after all!” he managed to say. He quickly raised his eagle talon into the air and snapped his fingers, vanishing from sight.

Fluttershy, Twilight, and Rarity looked around for the draconequus, but they couldn’t see him anywhere. While she was looking though, Fluttershy saw a familiar black portal opening up inside the time tunnel and realized what that meant. “Oh no… Look out, everypony!” she called to Sonic’s group, hoping her voice would make it to Sonic’s radio.

Fortunately, her voice did carry through the radio and Sonic’s group turned to see the Time Eater emerging from the portal, which quickly closed once it was all the way through. “So, you decided not to run and instead you’re back for round two instead, huh Egghead?!” Rainbow grinned once the Time Eater was floating in front of the group.

“Bah! I wasn’t running away! I was merely performing a strategic retreat to get my battle plan in order! Not that someone who prefers to ‘wing it’ would understand something like that!” Eggman answered.

Orbot turned to Cubot and asked, “Isn’t a ‘strategic retreat’ just a fancy way of saying ‘running away’?”

Cubot, his voice chip still stuck on ‘mobster’, said, “I don’t know! He runs away all the time! Wouldn’t be a surprise if he tries to snap a fancy name on it, ya know?”

Eggman leaned over the front of his Eggmobile and glared down at them, “Shut up, you idiots! You two hardly do any work as it is; obviously you wouldn’t understand either!”

Cubot said, “Yo, quit bustin’ our batteries over here! Sonic’s already pointed out you ain’t done a lotta work lately either!”

Eggman retorted, “Well, I’ve certainly done more than you two have since I put you two to work in the first place!” Standing back up, he took his seat and said, “And now I’m going put the drain on Sonic and the Element Bearers’ energy and put them to work for the rest of their lives!”

Rainbow glared, “Come on, fat man! I’d like to see you try it!”

Sonic grinned, “Yeah! ‘Cause next up is a pony who never runs out of energy, even without the Chaos Emeralds!”

Applejack smirked at him, “Ah see where you’re goin’, Sugar-hog.” She looked at Pinkie Pie and asked, “Pinkie, would you care ta do the honors?”

The earth pony looked at her and gasped, “You mean I get to go?!” Applejack nodded, causing Pinkie to squeal, “Eee! It’s my turn now! It’s my turn now!”

As Pinkie turned and flew towards the Time Eater, Rainbow groaned as she threw her hooves up, “Oh, come on!”

Eggman grunted, “Ugh… you?! Fine! I’ll crush you and all of your laughter!”

Pinkie grinned, “I don’t think so, meanie pants! Let’s go, Eggy! It’s time to party, Pinkie Pie Style!”

Eggman growled, “Your partying won’t save you this time, Pinkie Pie!” He began typing on his Eggmobile’s console; after a moment, the Time Eater fired its yellow projectiles out of its back.

“That looks like a homing shot!” Vector exclaimed.

“Be careful, Pinkie!” Derpy cried.

Pinkie cheered, “Whoo-hoo! Catch me if you can!” Despite her saying that, she remained floating in place as the yellow projectiles homed in on her.

Applejack called, “Pinkie, what are ya doin’? Get outta the…” She stopped in mid-sentence when, just as one of the shots was about to hit her, Pinkie seemingly vanished and reappeared closer to the Time Eater in less than a second! As everyone watched, she kept disappearing and reappearing around the inside of the time tunnel, the homing shots unable to keep a lock on her for long.

“What is she doing? Where is she?” Orbot asked as the pink pony vanished again.

“She’s over there! No wait, over there! She’s right here! Now she’s over there again! And now over there! Oh, I just can’t keep up!” Cubot exclaimed.

“I thought she was hard to handle before, but now with the Chaos Emeralds’ power…” Rainbow said.

Sonic nodded, “Sure looks that way. Can’t really tell if she’s just teleporting or she’s just crazy fast now, though.”

Eggman growled, “Well, if she won’t hold still long enough to get hit, I’ll just have to up the ante!” He began typing on his console as the sound of the Cutie Mark Crusaders asking what ants had to do with anything was heard from Sonic’s radio. After a few seconds, Eggman pressed one last button while saying, “Take THAT!”

Suddenly, a green orb of energy began to form in front of the Time Eater’s face, beginning to get bigger and glow brighter. “Heads up, girls!” Sonic yelled, he, Applejack, and Rainbow scattering so as not to be in front of the Time Eater. It was a good thing they did; a second later, the orb shot a green laser directly at where they had been. It then dissipated and reappeared to the Time Eater’s right side, once again firing a laser straight ahead.

This went on for a few moments before Pinkie suddenly reappeared again, right in the path of the green orb. It fired and hit her side, the laser pushing her back a ways. Sonic, Applejack, Rainbow, and the others looked at her worriedly, but a second later, Pinkie just giggled, “Hee hee hee! That tickled!”

Rainbow started, “What the…?”

Sonic smiled, “Oh yeah, that’s right. We’re all basically invincible now.” He then called, “Hey Pinkie! Why don’t you give Eggman some party favors?”

The pink pony grinned over at him, “Okie-dokie-lokie!” She then turned and shot towards the Time Eater, her hooves pointed towards it.

Eggman growled, “Argh…! Get away from me!” He pressed a button, causing the Time Eater to raise its upper right arm and swing it towards Pinkie, trying to grab her in its hand; in response, in less than a second, Pinkie came to a complete stop, pulled her party cannon out of her tail, and fired a sticky pink substance out of it at the Time Eater’s arm. She fired so much of the goo that it coated the Time Eater’s entire upper right arm, causing it to stop before reaching Pinkie, and got onto its lower right arm, effectively stopping it as well. “What?! What is this?!” Eggman yelled while staring at the gunk.

Pinkie gave him a bored look and shrugged, “Duh! It’s the leftover batter from my ‘super-sticky double-bubble bubble-gum for Gummy’ cake! Sheesh…” While still holding her party cannon, she grinned and zipped down towards the Time Eater’s core while it was using its left hands to try to get the batter off. While it slashed at the batter, trying to get it off, Pinkie adjusted something on her party cannon and pointed it at the core. As her necklace began to glow, she raised her right hoof and said, “Ba-ba-boom!” She slammed her hoof down on the fuse/button as the Element of Laughter reached full brightness, her party cannon firing a laser made up of confetti, streamers, and whatever else she kept in her party cannon! The laser caused the Time Eater’s core to crack more as it was pushed backwards, the remaining batter flying off and its lower set of arms breaking off and falling away as black smoke seeped out.

“All right!” Charmy yelled.

“Hooray for Pinkie!” Amy cheered.

After the laser subsided, Pinkie stuffed her party cannon back in her tail and thrust all of her hooves out, saying, “Whoopee! This is fun! Aren’t you having fun, Eggy-Weggy?” Looking in the Time Eater’s direction, she saw that it was just floating there, its head occasionally moving, but mostly she noticed the angry look on Eggman’s face. “Hey, why are you wearing a frown? Turn it upside-down!” she called.

Eggman clenched his hands into fists and yelled, “Ah, shut up! When I get back, I’ll silence you permanently! And then we’ll see who’s wearing a frown!” He slammed his right fist down on his console, causing the black portal to open up behind the Time Eater. It quickly floated through the portal, as if it too wanted to try to get away from Pinkie.

Once the portal closed, Pinkie said, “Hey, they’re gone!” Suddenly, her mane, tail, and hooves started to act up on their own, which could mean only one thing. “Ooh! Pinkie Sense tingling!” The pink pony looked out towards Twilight’s group and called, “Twilight!”

Outside the time tunnel, Twilight, Fluttershy, and Rarity looked around, none of them sure why Pinkie’s Pinkie Sense was going off. They soon got their answer when Discord reappeared far away from them and called, “Guess who’s back~!” The three ponies looked at him. It looked like he had done something about the pink mark Fluttershy had left him, seeing as they could no longer see it. Knowing him, he probably just reached down and peeled it off like tape.

Fluttershy looked a little nervous when she saw the draconequus, but Twilight and Rarity were able to keep their determination despite Discord’s sudden reappearance. “Oh, swell,” the latter commented dryly.

“Oh, don’t be that way, Miss Rarity! You love your gems, so I can give you all the gems you could ever hope to own and more!” Discord exclaimed, snapping his lion paw fingers. As soon as he did, gems of varying sizes, cuts, and types appeared, floating all around the ponies amongst the debris. Some were even bigger than Tom was imagined to be!

Rarity’s eyes sparkled as she beheld the jewels, briefly enraptured by their beauty, but before Twilight could say anything to her, Rarity seemed to realize what Discord was plotting and shook her head to snap out of it. She then glared at the draconequus and said, “Your illusions are quite impressive, Discord, but I don’t need them! A real lady will accept only the real thing!”

Rouge’s voice came through over the magic link, “She’s right. Good call, honey. I can’t stand imitation jewelry either, no matter how fancy it tries to be!” Rarity smiled at that.

“Oh, you both wound me so! You and all of your high expectations… It’s no wonder you want to join the Canterlot elite, Rarity! You’re just as boring as they are!” Discord mocked.

Rarity’s eyes widened, then they narrowed as she said, “Oh THAT does it!” Tilting her head down, she charged up her magic into her horn as she spoke, “Twilight, Fluttershy, stay back! It’s time for a lady’s touch!”

Discord’s eyes widened and he gasped in mock shock, “What’s this? ‘Lady’ Rarity is going to fight?” He then smirked, “Come on!”

Rarity smiled, “Oh, I assure you, I can pack quite the punch when I need to!” She then flew towards Discord, Twilight and Fluttershy following but staying back like she told them to.

Discord grinned, “Well, I know you can pack a KICK; you sure gave Applejack quite a boot to the face when you were all greedy. But can you pack a jolt?!” He held out his arms, summoning six cotton candy clouds, three floating on his right and three floating on his left. He then snapped his fingers; at his snaps, the clouds suddenly shot light blue lightning towards the three mares.

Rarity, her legs held back while she flew, elegantly dodging around the lightning bolts while Twilight and Fluttershy dodged them as well. As she weaved around the bolts, Rarity began to grow confident and closed her eyes, feeling like she was performing in the Best Young Flyers Competition again. Even with her eyes closed, she was still able to dodge Discord’s lightning bolts. Unfortunately, she evidently wasn’t paying attention to where she was going, seeing as Twilight called to her, “Rarity, look out!” The fashionista opened her eyes at that, her thoughts of gracefulness being cut short as she realized she was going to crash into part of a tree from Frog Forest!

Rarity let out a yelp and held her forelegs out in front of her, managing to plant them on the lower part of the tree and push herself under it, her hind legs flailing underneath her the whole time. Once she was under and past the tree, she came to a stop and floated in place, looking back at the tree while smoothing her mane out and Twilight and Fluttershy flew up to her. “Ooh… I am terribly sorry about that, darlings, but thank you for catching me, Twilight. I let it go to my head again, I’m afraid,” the fashionista said sheepishly.

Fluttershy replied, “Oh, don’t worry, Rarity. It’s okay, as long as you’re okay. Right, Twilight?” The pseudo-alicorn nodded in agreement. Fluttershy then suggested, “Um, I don’t know if you thought of this already, Rarity, but maybe you could use your magic to help?”

Rarity held a hoof to her chin, “Hmm… I suppose I could, Fluttershy dear, but I’ve never been quite as magically inclined as Twilight. I’m not sure the Chaos Emeralds have really changed that.”

Sonic called to her, “Your horn got longer when you transformed though, Rarity. That’s gotta mean something, right?”

Trixie spoke through the magic connection, “Trixie is in agreement. Surely your magic can do more besides make you look pretty now.” Rarity rolled her eyes at that comment.

A second later, the three mares turned to look at a loud quacking sound to see Discord appear closer to them, wearing his usual mischievous grin. “Want to look fancy, do you, Rarity? Well, I think I can help with that!” he said as he snapped both of his fingers, causing several Rarity-sized gems to appear above his hands. Another pair of snaps and two of the gems broke up into many smaller gems, which soon went up and shot towards Rarity when Discord pointed his hands at her, being guided by his magic.

Rarity stared hard at him and channeled her magic into her horn, focusing it on the gems flying towards her. The gems were soon surrounded by a light blue glow, the fashionista’s magic grip seemingly overpowering the magic Discord was using. The draconequus tried to break her hold on them, but to no avail as Rarity, after a moment, used her magic to move about a quarter of the gems in her hold off to the side while grouping the rest of the gems together. She then used her magic on the group of gems to combine them all together and form an even bigger gem that was composed of a rainbow of colors!

Rarity smiled gleefully, “Ah-ha! It worked!”

Twilight said, “I get it! You have complete mastery over gems now, right Rarity?”

The fashionista turned to her, “And not only that…” She levitated the remaining gems over to her with her magic and pinned them along her mane, the gems, while illusions, glowing brightly when they attached to her. Rarity then felt along her mane as she said, “My hair and tail feel like fine silk! And it feels as though there’s something else really special about them now…”

Before she could find out, Fluttershy squeaked, “Oh, Rarity! Discord!” The fashionista whirled around at that to see that the Spirit of Chaos was levitating three large diamonds above him.

“Oh, I see how it is! You say one thing about the gems I create, but you really mean another! I really can’t stand that, Rarity! So you know what? Since you feel that way, I’ll give you all the Toms you can handle!” he shouted as he sent the diamonds flying towards the three mares.

Rarity glared, “Oh, no you don’t!” She levitated her rainbow gem in front of her, turning it onto its side and holding it up like a shield. The three diamonds struck it and pushed against it, but Rarity’s magic remained strong as she pushed the gem back against them, slowly pushing them back while Discord answered in kind with his own magic, pushing the diamonds against Rarity’s gem in a full-blown power struggle.

Eventually, Rarity managed to get close enough to Discord that, as focused on overpowering her as he was, she was able to fly up over her gem and deliver a kick to his face, pushing him backwards. While he was stunned, Rarity’s horn and necklace lit up, her magic wrapping around the now-free diamonds and smashing them into smaller diamonds, the power of her necklace sending them flying at Discord in what was basically a diamond storm. Once she was out of diamonds, she sent her large rainbow gem flying at him, the gem slamming into him like a meteor and pushing him backwards!

“Nice going, diamond girl!” Rouge called.

“Yeah, way to go, sis!” Sweetie Belle cheered. Rarity smiled in satisfaction at that.

Discord reappeared some distance away from Rarity, Twilight, and Fluttershy a couple seconds later, his hands clutching his stomach where the gem hit him, Rarity’s beautiful creation nowhere in sight. Looking up at Rarity, he winced, “My, that wasn’t very ladylike, Rarity!”

Rarity held her head high as she replied, “A lady always gives as generously as she receives, Discord, and you’ve certainly helped give us quite an experience already! It’s only fair that I return the favor!”

While raising his eagle talon up, Discord grunted, “Oh, boo on you!” He then snapped his fingers, instantly vanishing from sight.

While Twilight and Fluttershy looked around, Rarity sighed, “Goodness, how much longer…?” Looking in the direction of the time tunnel, she noticed a familiar vortex opening up inside of it, just ahead of Sonic’s group. She gasped, “The Time Eater is coming back!”
It was a while coming, but we're finally here: the final battle!

The Discord vector belongs to :iconirishguy9001:.
Add a Comment:
SHNCV999 Featured By Owner Jun 7, 2013  Student Digital Artist
Wow, this final battle, is way longer. It's even released before my BD. I'm from the Philippines, so my time is advanced, okay?
SonAze9000 Featured By Owner Jun 6, 2013
Pretty intense, but amazingly awesome chapter section. More than worth the wait.

The beginning of the chapter... really dark situation for the story, as everything they've known are lost and used against them. Still great all the same.

"Applejack SMASH" is the only thing I can say about Applejack's turn. That's how to use brute force, girl!

Way to step it up Fluttershy! Her shield-ability really reflects the stronger side of her kindness towards others. Also, you really took the Stare to a new level!

I agree with Rainbow; with the Chaos Emeralds, Pinkie is beyond random now. Her turn was really funny to read.

Rarity fighting is always a break in character I find enjoyable. Her usage of the gems really reflected her personality.
GreenSonic21 Featured By Owner Jun 7, 2013  Student Writer
Yeah, I know that about the beginning. I guess I really felt like making the name "Time Eater" actually mean something.
Strange1331 Featured By Owner Jun 6, 2013  Student Writer
Woohoo! Thine hath returned! I REALLY liked the Pinkie Pie scene. Simply hilarious! And the incorporation of her Gummy cake batter was aaaawesome!
GreenSonic21 Featured By Owner Jun 7, 2013  Student Writer
Yes, I have! And thanks! I really wanted to use that at some point, and what better point than the final battle? ;)
Strange1331 Featured By Owner Jun 7, 2013  Student Writer
It was awesome to read! And there's no better point to use it than the final battle! Wonderfully done!
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