As the ponies expected, looking for Pinkie Pie was easier said than done. Looking for Sonic or Rainbow Dash would've been one thing; at least they could be seen when they were moving, if only as a blur and only for a few seconds at best. But everypony, including the Cutie Mark Crusaders, knew that the pink party pony was another matter entirely. After all, how do you locate or keep track of a pony that can chase down the fastest runners and fliers just by bouncing and can appear INSIDE of mirrors? Still, they hoped, with the pink pony as unpredictable as she could be at times, they could pick a random spot to start searching and Pinkie would show up there.

As they headed in the direction they had last seen Pinkie Pie, both Espio and Apple Bloom were brought up to speed on the current situation. By the time they were finished, the group had wandered out of Ponyville and they were now standing near a dirt path the ponies all recognized that went straight into what appeared to be a white forest.

"So where are we now?" Knuckles asked no one in particular.

Applejack answered, "This here's Whitetail Wood, Knuckles. It's where the Running of the Leaves takes place."

Tails asked, "What's the 'Running of the Leaves'?"

Sonic spoke up, "It's one of Equestria's seasonal events. When autumn rolls around, all the ponies get together and run through the forest in order to knock the leaves off the trees. At least that's what I gathered from what Applejack told me."

Tails and the others looked over at the earth pony at that. She nodded, "Yup. That's the basic idea behind it."

Tails asked, "So does that mean you ponies are heavily involved with Equestria's seasons?"

Rainbow Dash said, "Seasons AND weather! Cloudsdale produces all of the weather in Equestria! Rain, snow, wind… everything!"

Cream spoke, "That sounds fascinating, Miss Dash!" Cheese chirped happily in agreement.

Rainbow frowned, "'Miss' Dash?"

While Applejack chuckled at her cyan friend's reaction, Espio said, "Please do not call Miss Cream out on her manners. She was simply being polite, as her mother taught her to be."

Looking back at the trail leading into Whitetail Wood, Tails asked, "Do you think Pinkie Pie could've gone in there?"

Twilight said, "Maybe. With Pinkie Pie, it's not always easy to guess what she's going to do next." Looking around, she added, "If she did come here, it's not going to be easy to find her."

Sonic nodded, "Hm. Even though she's pink, it does look like all that white could hide her if she's standing in the right place, doesn't it?"

Spike said, "I doubt she'd just stand in the middle of a white forest. Unless she's ranting like she was earlier, the only times Pinkie Pie ever really stands still is when she's talking to somepony or when she's trying to do something."

Fluttershy softly asked, "But she could be standing still, right? Um, I mean, she has been able to stand still for other reasons, hasn't she?"

Rarity exclaimed, "You're absolutely right, Fluttershy, she has! How will we ever find her if is indeed standing still in Whitetail Wood?!"

Applejack looked over at her and said, "Ah think you're overreactin' there, Rarity. Pinkie does have her odd habits, but Ah'm sure she wouldn't wander too far off the main path."

Rainbow nodded as she flew up above everyone's heads, "Right, so if she's in there, we shouldn't have to search hard to find her! That means Sonic and I can do a quick run through Whitetail Wood and easily find out whether Pinkie Pie is in there or not! And if she's not, we can start searching somewhere else!"

Sonic pointed a thumb towards where the Running of the Leaves track began as he looked up at Rainbow and said, "Okay, I'll start searching this way."

Rainbow looked down at him as she replied, "All right. I'll start from the other end." Sonic nodded and then they both took off, a blue streak and a rainbow streak disappearing into Whitetail Wood.

Knuckles grunted, "Showoffs."

Applejack said, "Mm, personally, Ah think Rainbow Dash is the bigger showoff, Knuckles."

Tails turned to Twilight and asked, "So aside from the weather and the seasons, what else is controlled in Equestria?"

While the rest of the group waited to hear their report, Sonic and Rainbow Dash zoomed through Whitetail Wood at a slower than usual pace so it would be easier to spot Pinkie Pie, knocking some leaves off the trees as they went. After a short time, they met up at a fork in the road, coming to a stop in front of the arrow sign pointing out the forest trail. Rainbow landed on the ground and asked, "Any luck?"

Sonic shook his head, "Nothing. I thought I saw something moving behind the trees a few times, but every time I turned around and went back to look, there was nothing there. What about you?"

Rainbow replied, "I saw a portal back down the path, but that's about it. I didn't see anything moving." She then asked, "Are you sure you saw something moving? I mean, did you see a shadow or anything?"

Sonic looked back down the path as he answered, "All I saw was a silhouette, and it looked familiar…" After a moment of silence, he said, "How's this for an idea: show me where you saw the portal, then we'll double back to the forest entrance and see if we can find whoever was creeping around back there."

Rainbow replied, "Sounds as good a plan as any. Follow me!" She spread her wings and lifted off the ground. She then led the way through the forest with Sonic following close behind.

Soon…

"So unicorns used to move the Sun and the Moon in olden times, and now Princess Celestia and Princess Luna do it? That's very interesting," Tails commented.

"It's amazing!" Cream added, to which Cheese agreed.

Rarity said, "Surely it's not all that surprising."

Spike nodded, "Yeah, your world is similar to Equestria. So you must have something that moves your Sun and Moon as well."

Knuckles spoke, "No, not really. Our Sun and Moon rise and set on their own. As far as we know, nothing is moving them."

Twilight tapped her chin with a hoof as she said, "Really, that's interesting… But the Sun and Moon are still very important, right?"

Tails nodded, "Oh, absolutely! Just because they're different doesn't mean they're any less important than yours are. And their importance can be different depending on where you are. Like the kingdom of Soleanna has a Sun god that the people all revere, and in Shamar, the people celebrate the Feast of Sun and Moon. So yes, the Sun and the Moon are important around the world." Twilight nodded in understanding.

Before anyone else could say anything, Espio spoke, "Look, here come Sonic and Rainbow Dash." Everybody turned towards the entrance to Whitetail Wood and saw the two speedsters approaching, Sonic skidding to a stop in front of the group and Rainbow slowing down and landing on the ground next to him.

Tails was the first to speak, "Hey, guys. Did you find Pinkie Pie?"

Rainbow shook her head, "We covered most of Whitetail Wood twice and we didn't find anything, not even a strand of Pinkie's hair."

Sonic added, "When we were searching on our own, I thought I saw something, but it didn't look like a pony. After we met up, I didn't see it again."

Knuckles groaned, "Great. So what do we do now? Are you sure we need to find her right now? We can't just find her later?"

Rarity said, "Of course we can't, Knuckles! Pinkie Pie is not only one of the Elements of Harmony, but one of our best friends! We can't just leave her alone without any idea about what's going on!"

Twilight nodded, "You're right, Rarity. No matter what, we can't go on without Pinkie Pie. We have to find her!"

Espio asked, "So where do you propose we look for her, Twilight? Is it unreasonable to assume that she might have gone back to that bakery?"

Rainbow said, "Nah, no way, Esp… Ep…"

The chameleon calmly provided, "Espio."

Rainbow replied, "…Right. Anyway, she could've gone back to Sugarcube Corner, but she's just as likely to have gone anywhere else! Even when we're in the middle of something, she can be hard to keep track of!"

Cream murmured, "Oh my… I hope she's okay…"

Tails nodded, "Yeah, me too, Cream. I know we've just started looking and all, but I'm already starting to worry about Pinkie Pie."

After he said that, the tree he was closest to asked, "Really? That's so sweet of you!"

Everybody looked at the tree, Tails' eyes wide as he stared at it. "Did that tree just talk?" he asked incredulously.

At that, Pinkie Pie fell out of the tree's leaves and landed in a sitting position in front of the group, giggling. "No way, silly! Trees don't talk!" She then held a hoof to her chin as she wondered, "Or was that pillows?"

Apple Bloom stuttered, "What the…?"

Knuckles asked, "How did she do that?"

Espio placed a hand on his chin as he wondered, "Some form of ninjutsu, perhaps?"

Applejack looked at him and said, "Ah don't what that is, but Ah don't think Pinkie Pie knows anythin' about no nin… ten… du…"

Espio, a little irritably, muttered, "Ninjutsu."

Rainbow glanced over at him and said, "Gesundheit." Espio frowned at that.

Twilight sighed at this exchange and then turned to Pinkie Pie, asking, "Pinkie, how long were you up there?"

The pink pony glanced up with her eyes and tapped her chin in thought before looking back at Twilight and answering, "Five seconds, I think."

Sonic asked, "So what was that whole…" He used the fingers on both of his hands to mimic the party pony's earlier actions.

Pinkie smiled, "Oh, that! I get super-duper excited when new ponies come to Ponyville! Just ask Twilight! Oh, but you're not a pony, are you? You're a blue hedgehog! And your friends are a two-tailed fox, a red echidna, a bunny rabbit and her Chao friend, and a chameleon! Nope, none of you are ponies!"

Tails stared. "How did she know what Cheese is? Even Fluttershy didn't know when she first saw him!"

Twilight just sighed, "It's Pinkie Pie, Tails."

Rainbow nodded, "That's about all the explanation you need."

Whether she accepted this as the common answer to that question or seemingly didn't notice it, Pinkie Pie said, "But now that you're all here, we can have a party! A great big 'Welcome to Ponyville' party! I'd say you all could use some new friends too, being new arrivals and all, but that seems to have already been taken care of!"

Tails scratched the back of his head as he said, "Yes, well, uh, Pinkie… I'm not sure a party is the best thing we could be doing right now."

Twilight spoke before Pinkie could protest, "I'm afraid he has a point, Pinkie. I think we have something bigger to be worrying about right now."

An elegant voice spoke up behind the group, "I believe you are correct, Twilight Sparkle." Everyone except Pinkie Pie turned to face the owner of the voice.

"Princess Celestia!" Rainbow Dash exclaimed.

Twilight recognized the figure walking alongside the Princess of the Sun and said, "And Princess Luna!" As the two princesses approached, all the ponies and Spike dropped into a bow. Sonic and his friends looked around before deciding to do the same. Both Tails and Knuckles did the same bow as Spike, Sonic, remembering his training, knelt on his left knee and placed his right hand on top of his right knee as he lowered his head, Cream held up part of her dress in a curtsey while Cheese did a bow in midair, and Espio bent his body in a bow while pressing his right fist into the palm of his left hand.

When the princesses reached the group, Celestia said, "Rise, my little ponies. There is no need for such formalities."

The ponies and Spike rose at that, Sonic and friends doing the same since, they assumed, that included them. Rarity asked, "Princess Celestia, Princess Luna, what are you doing here?"

Luna hesitantly said, "We are… not quite sure ourselves, Lady Rarity."

Celestia explained, "Luna was asleep and I was dealing with matters of state until a short while ago. I saw a white flash coming from Ponyville and walked out onto the balcony to take a closer look, only to realize it was coming towards Canterlot. Whatever it was must have knocked me out, for when I regained consciousness, I found myself surrounded by white. After some time of searching, I found Luna, still fast asleep."

The Lunar Princess let out a loud yawn at that, covering her mouth with a hoof. After it passed, she looked at her older sister and asked, "I appreciate that thou woke me up, sister, but did you really have to do it THAT way?"

Celestia smiled at her, "Well, I tried prodding you and saying your name, but you just wouldn't respond, Luna. What else was I supposed to do?" Luna looked away and shook her head, showing her disapproval of her sister's 'methods'. Celestia turned back to the group and continued, "After that, we tried to figure out where we were, and we've been wandering lost ever since. Until Luna noticed something amongst all the white, that is." Her eyes then scanned the group, looking at Sonic and the others before saying, "It would appear you've all met some… new friends."

Twilight spoke, "Y-yes, princess. Would you like us to introduce you and Luna to them?" At both Princesses' nods, Twilight held out a hoof towards the hedgehog standing next to her, and said, "This is Sonic."

Sonic waved his right hand and casually said, "Hi."

Spike gestured towards Tails and said, "This is Tails."

The fox nervously spoke, "H-hello, Princess Celestia and Princess Luna. I-it's nice to finally meet you… both."

Applejack held a hoof on Knuckles' shoulder and smiled, "This here's Knuckles."

The echidna, not used to meeting royalty, awkwardly grunted, "Uh, hey."

Fluttershy looked at Cream and Cheese as she said, "This is Cream and Cheese."

Cream shyly spoke, "Hello, your Highnesses."

Rarity looked over at Espio and said, "And this mysterious fellow is Espio."

The chameleon's eyes had been looking at something off to the side, but they snapped forward again at the sound of his name. After a moment, he said, "An honor."

Celestia nodded, "It is an honor to meet all of you as well." Luna slowly nodded in agreement.

Sonic noticed Espio's slow response and, as Rainbow Dash asked the Princesses about how long they had been wandering around, he looked over at him and noticed his eyes were off to the side again. He leaned over and whispered, "Espio…?"

The chameleon whispered, through his teeth, "Shh…" His eyes continued to move along the row of trees off to the side until he was looking at the tree directly behind the Princesses. As Celestia finished answering Rainbow Dash's question, Espio's left hand moved behind his back, grabbing something. A second later, in one swift movement, he sent a kunai dagger flying over the heads of his friends and between the two Princesses, its blade getting lodged in the bark of the tree!

After staring back at the dagger for a moment, Luna turned and glared at Espio, thundering in the Royal Canterlot Voice, "WHAT DO YOU THINK YOU ARE DOING?!"

Before anything else could be said, a voice behind the tree put a halt on Luna's anger as it exclaimed, "What in the world?!"

Both Princesses looked back at the tree, everyone else looking at it as well. Espio held his right hand up near his horn, both his index and middle fingers up as he said, "My apologies, your Highnesses." He then looked at the tree and said, "It takes a stealthy foe to surprise a ninja. And if I remember correctly, that's not your style… Shadow."

At the sound of that name, a growl emanated from behind the tree and a black and red hedgehog stepped out from behind it, turning to look at the group with his red eyes. "Huh. I thought that figure creeping around in the forest looked familiar," Sonic commented.

Applejack raised an eyebrow as she watched Shadow walk around to the front of the tree. "That's Shadow?" she asked.

Twilight glanced over at Sonic and wondered, "How did anyone mistake him for you?" Sonic just shrugged.

Pinkie Pie popped up between them and said, "He's a hedgehog, just like you, Sonic! Ooh! Is he your brother?"

As Shadow pulled the kunai out of the tree, Sonic replied, "No, Pinkie. If we were related, I think I'd be dead by now." The pink pony just looked at him in innocent confusion.

Shadow walked over to the group, stopping a short distance away from the Princesses. He then threw the kunai in Espio's direction, the chameleon easily catching it by the handle and slipping it away. Luna looked at him and said, "I am deeply sorry for using the Royal Canterlot Voice on you, Sir Espio. Thou art a good soul." The purple chameleon nodded in understanding.

Celestia walked over to Shadow and spoke, "So your name is Shadow, is it? It is a pleasure to meet you. I am Princess Celestia."

Shadow crossed his arms and curtly replied, "I know who you are."

Although a bit surprised by his response, Celestia said, "I see. Then perhaps you will accept my friendship?"

Shadow grunted, "Shove it."

Now THAT caused some surprise, as everyone except Sonic, Knuckles, and Espio openly gasped. Before Celestia could think of composing a proper reply, Sonic zipped over, getting between her and Shadow. He then asked, "Hey Shadow, what's the big idea, man? She was just trying to be nice!"

Shadow replied, "And I'm supposed to accept her and grovel at her hooves just because she's a princess? I think not. If she can't accept the fact that not everyone can love her just because she's their ruler, it's her problem, not yours."

Rainbow Dash growled, "Why, you…!"

Sonic glanced back at her and said, "I've got this, Rainbow!" He then looked back at Shadow and examined his face. "Something doesn't seem right about him. First he was sneaking around. Then he claims he knows Princess Celestia. Now he starts acing like this? I know he's been dark before, but this is pushing it!" he thought. He then said, "Fact or not, that doesn't mean you have to be rude about it!"

Shadow snorted, "Too bad."

Knuckles growled, "You and your ego, Shadow… One of these days, it's going to get you into trouble, trouble you won't have anyone to help you out of!"

Sonic asked, "Speaking of days, do you have any idea what's going on, Shadow?"

Shadow answered, "No. I don't know where we are nor do I care. All that matters is this is where it ends for you, Sonic. I'll put an end to you once and for all."

Sonic glared at him for a moment, but then he put his hands on his hips and said, "Fine, Shadow. Where do you want to settle this?"

Shadow let his arms drop to his sides as he smirked, "I know just the place. Follow me." He then turned and shot off into Whitetail Wood. Almost immediately afterwards, Sonic took off after him.

Twilight wanted to voice her protest, but Rainbow Dash beat her to the punch, yelling, "Beat him good, Sonic!"

Tails called, "Sonic, wait!" He wanted to give his friend the Warp Ring so he could get back easily, but he was already out of hearing range. Tails sighed and then called again, "Be careful!"

Twilight looked at him and asked, "Tails, you're okay with this?"

Tails looked back at her and replied, "Not really. But once Shadow sets his mind on something, there's no way to convince him otherwise. Sonic couldn't run from this fight if he tried."

Rarity said, "What an impudent hedgehog!"

The Princesses turned back towards the group, an awkward moment of silence following. It was broken when Applejack asked the one question that had been on her mind since the Princesses had shown up, "Princess Luna, Ah know you were asleep and all, but how the hay did ya manage to escape?"

The Lunar Princess raised an eyebrow, "I beg your pardon, fair Applejack?"

---

Sonic eyed the familiar forest around him as he slid along a green vine, recognizing it as part of the jungle on Prison Island. Just a minute ago, he had followed Shadow into the portal Rainbow Dash had found in Whitetail Wood, only for the black hedgehog to disappear as soon as they reached the other side. Although a bit thrown off at the sudden disappearance, Sonic was sure that Shadow would show up soon.

His hunch proved correct, as, after a bit more grinding on the vine, the black hedgehog leapt atop a large tree root a short ways ahead, pressing his left hand against the tree's trunk. Sonic pointed at him with his left hand and grinned, "I found you, 'faker'! Ha, how's that for a bit of déjà vu?"

Shadow appeared to be momentarily unnerved by the word 'faker', but he quickly regained his composure and said, "I've no time to play mind games. I hope you can fight as well as you can shoot your mouth off."

Sonic smirked as he jumped off the vine towards Shadow, "Look who's talking!" Shadow leapt from the tree root, both he and Sonic passing each other in midair before they both landed and started running through the jungle, throwing punches and kicks at each other all the while.

Eventually, after swinging on some vines and running down a winding green path, a structure in the distance caught their attention. Sonic shot Shadow a grin before pulling ahead, heading for it. The black hedgehog growled and sped up, following him onto a metal pipe that curved downwards. After reaching the end of the pipe, Sonic took off running past a line of makeshift prison cells and scattered military supplies with Shadow in hot pursuit.

As they rounded a corner, they realized that there was a chasm between them and the nearest piece of land. Looking around quickly, Sonic noticed a rectangular metal platform poking out of the ground and jumped on it. It depressed for a moment before it shot up like a spring, sending Sonic flying to the other side of the chasm. Shadow looked on in surprise for a moment, as though he had never seen such a thing, before doing the same.

On the other side of the chasm, Sonic found, instead of a path, a river of radioactive sludge in front of him. "This has got to be bad for my health," Sonic commented while looking at the green ooze. He glanced back to see Shadow coming in for a landing. He shrugged, "Oh well." Turning back to the green river, he ran towards it, leaping off the edge of the platform.

Instead of landing in the river, however, he had leapt far enough to reach the edge of the 'canal' it was in and started grinding on a pipe sticking out of it. Shadow stopped at the edge and watched him for a second before doing the same thing. Sonic glanced back at him and wondered, "What's he hesitating for? I'd heard he came here during the Black Arm invasion; he should at least have some idea what he's doing."

The pipe ended up branching off, taking them back into the jungle, the pipe itself going into a building full of vats containing the radioactive liquid. Sonic and Shadow leapt off the end of the pipe, managing to land on the floor rather than in one of the vats. They then burst out through the facility's entrance and took off into the forest once again, Sonic still in the lead.

After a short while of running, Shadow had managed to catch up to Sonic, but he still wasn't close to overtaking him yet. He began to fall back as Sonic approached a ledge, the blue hedgehog leaping from the edge and grabbing onto a vine. He used it to swing to a chunk of land that was high above the surface of the mostly unpolluted water below it. As he dashed towards the end of it, where he could see blue skies through an opening in a large tree, he grinned, "Looks like this game is over!"

A second later, however, the ground beneath him started rumbling, throwing him off. As Sonic tried to remain upright while moving, something green shot over his head and struck a tree branch, breaking it off and falling straight down towards where Sonic was headed! When he saw it, he quickly planted his feet on the ground, sliding as he tried to stop to avoid being crushed. The tree branch hit the ground before he could get under it, and Sonic came to a stop a short distance away from it as it rolled off the side of the path and the rumbling stopped.

Before Sonic could stand up, he heard Shadow say, "You're right." Sonic looked over his shoulder at the black hedgehog. Shadow frowned, "It IS over." Suddenly, a green glow surrounded both of his hands and a green ring of fire began to form around Sonic. The blue hedgehog managed to climb to his feet, but before he could move, a green dome formed above him and began to push him down, his silhouette sinking into the ground. Shadow walked away as the green flames disappeared, walking through the opening in the tree as he smirked, "And I win."

---

Sonic groaned as he began to regain consciousness, holding his right hand to his forehead as he used his left hand to help push himself up. After a moment, he found his balance and opened his eyes, looking around at his surroundings. He appeared to be in some kind of cavern, standing on a yellow pathway with quartz crystals all around him. He had enough room to move, but it didn't look like he could move very far without running into a wall. "What the heck happened? Where am I?" he wondered.

Suddenly, Shadow's face appeared in the crystal behind him and said, "You're somewhere out of the way. Or more accurately, out of MY way."

Sonic looked back over his shoulder and growled, "You! What have you done with Shadow?!"

The image on the crystal disappeared and reappeared on a crystal across from Sonic. "What are you talking about? I AM Shadow," the black hedgehog replied innocently.

Sonic pointed at the image and yelled, "Yeah, right! Your attitude and lack of knowledge were suspicious enough, but what you used on me looked like magic! And Shadow doesn't do magic!"

The image on the crystal gave a slow clap, "Bravo. You figured it out." The image then vanished and reappeared on the crystal directly above Sonic, saying, "But just like one of your new friends, it's too bad you're the only who figured it out. You won't be getting out of here, but don't worry. I'll send your friends to give you some company after I'm through with them."

Sonic glared and leapt up towards the image, yelling, "I'm not buying that garbage!" He curled up into a ball as he got closer, smashing the crystal into pieces. Landing on the ground afterwards, he growled, "You're not going to have your way with my friends, faker! I'll get out of here and stop you! And even if you do manage to get to them first, they're going to get suspicious when you show up and I don't!"

The 'Shadow' image appeared on a crystal to Sonic's side and chuckled, "Forgive me when I say there won't be any problems at all. You're somewhere where you won't be able to get back to them. And they'll have no reason to be suspicious, especially if they're anything like HER friends. I suggest you get comfortable; you won't be going anywhere for a long time." With that, the image winked out of existence with a mocking laugh.

Sonic began using Homing Attacks and Spin Dashes like crazy, smashing more crystals as he yelled, "Oh, I am DEFINITELY gonna get out of here now! And I'm gonna make you pay for thinking you can do anything to my friends on my watch!" He continued smashing crystals as he shot around the room, looking for a way out. Soon he hit a crystal and bounced off of it, landing on the ground and going down on one knee, panting. A second later, the crystal shattered and the wall behind it collapsed. Looking up, he spotted two familiar figures on the other side of the broken wall, looking back at him. "Shadow? Gilda?"

---

"And that's what happened, yer Highnesses." Applejack said as she finished recounting her, Twilight, and Sonic's encounter with Nightmare Moon. The group had moved away from the path leading into Whitetail Wood, staying close so Sonic would be able to find them when he got back, and everyone was currently sitting on the ground.

Luna stared at the earth pony in silence for a long while before closing her eyes and saying, "I am afraid I have no recollection of such events, Applejack. Nor have I had any dreams recently of becoming Nightmare Moon again."

Celestia nodded, "If anything had happened to Luna, I would've sensed it. But I detected no trace of that which transformed her all those years ago when I found her. It couldn't have been her."

Applejack said, "But… she recognized us!" She looked at Twilight and asked, "Didn't she make it sound like we'd encountered her before, Twilight?"

Twilight nodded slowly, "She did… But some of the things she said, like what you noticed… What if that wasn't Nightmare Moon?"

Rarity spoke, "Come now, Twilight. I'm as skeptical as the Princesses of this tale, but there's no other mare quite like Nightmare Moon. Who could possibly want to pretend they were her?" The white unicorn failed to notice the slight glare Luna was giving her.

Pinkie Pie piped up, "You're right, Rarity! There IS nopony like Nightmare Moon! So it must have been… another Nightmare Moon!"

Rainbow raised an eyebrow, "Uh, Pinkie? Isn't that basically what Rarity said ISN'T the case?"

Pinkie replied, "No, silly! I said ANOTHER Nightmare Moon! As in not the one we know!"

Spike scratched his head, "What? I'm confused…"

Tails asked, "Pinkie? Are you suggesting that the Nightmare Moon they saw… was from another universe?"

Pinkie replied, "Exactly! You guys are from another universe! So that means that, since time is a big ball of wibbly wobbly timey wimey stuff, there could be ANOTHER universe, one where Nightmare Moon wasn't changed back to Lunie! That portal could have been the entrance to another universe!"

Everybody stared at her in silence for a moment. Twilight eventually said, "That's… actually a very plausible theory, Pinkie." Pinkie looked proud at that; Twilight then added, "Although if it is true, there are still a few problems with it."

Pinkie looked directly at her and asked, "What do you mean?"

Twilight explained, "Well, if that was another universe and Nightmare Moon was still around, then the night there would last forever. But when she appeared, she said that night would be eternal 'this time'. She wouldn't have said that if an alternate version of the Elements of Harmony had failed to stop her."

Pinkie held a hoof up to her chin and rubbed it for a moment before saying, "Hmm… true."

Twilight continued, "And speaking of the Elements of Harmony, after that thing took Nightmare Moon, we found Applejack's Element, seemingly left behind." She looked over at her saddlebags (which she had set off to the side) as her horn lit up, a magenta aura surrounding the flap on her right saddlebag. The flap then opened and she used her magic to lift the apple-shaped necklace out, holding it up in front of her.

Pinkie Pie looked at the necklace with narrowed eyes, examining it VERY carefully. She soon backed off and said, "Yep, it looks real to me!"

Celestia asked, "You found that in the Ancient Castle of the Royal Pony Sisters, Twilight?"

The lavender mare replied, "Well, Sonic found it actually, but yes, Princess."

The Sun Princess looked down and murmured aloud to herself, "First this Nightmare Moon tale, now this… What is going on in Equestria? And how did the Elements of Harmony get caught up in all this?"

Spike offered, "Twilight and Tails said we were traveling through time and space, Princess. The Elements probably got scattered thanks to that thing that sent us all to this place."

Rainbow nodded, "Could be. That would explain how Gilda happened to come across my Element necklace."

Celestia looked up and asked, "Your Element has been found too, Rainbow Dash?"

The rainbow-maned mare replied, "Yeah." She turned to Twilight and said, "Show her, Twilight!" The unicorn nodded and used her magic to pull out the Element of Loyalty necklace, holding it up next to the Element of Honesty necklace. Celestia wrapped her magic around both necklaces and levitated them in front of her face, examining them for herself. She soon agreed that they were indeed the real Elements.

Before anything else could happen, a female voice, one that Knuckles and Rarity recognized all too well, spoke above them, "Well, what have we here?" Everybody looked up to see Rouge slowly coming down towards them, her wings flapping to slow her descent.

"Ah, Rouge!" Knuckles said, standing up as she landed. He wondered what she was doing here, although he guessed she wasn't looking to finish that conversation they had started back at Sonic's birthday party.

He didn't get much time to ponder her intentions as Rarity also stood up and glared at Rouge, saying, "And just what are you doing here?"

Rouge simply smirked, "My! And here I thought Knuckles was the only one who knew how to give a charming hello." Rarity's frown deepened at those words.

As he, along with everyone else, stood up, Tails asked, "Uh, Rouge? If you don't mind telling us, why are you here?"

Rouge replied, "Hm… Well, since you asked politely…" She trailed off for a moment, giving Rarity another look before saying, "Let's just say a little birdie told me a certain hedgehog was around here."

Knuckles asked, "Are you talking about Shadow?"

Rouge nodded, "Mm-hmm. So I thought I'd come out and see what he's been doing since the last time I saw him."

Rainbow Dash spoke up, "He's been acting like a huge jerk is what he's been doing!"

Rouge mused, "Oh? How so?"

Scootaloo said, "He was sneaking around, spying on Rainbow Dash, Sonic, and the rest of us until Espio caught him!"

Apple Bloom nodded, "He was bein' rude to the Princesses!"

Sweetie Belle added, "And he was acting all high and mighty when Sonic stood up to him!"

Rouge held a hand to her chin for a moment before saying, "Mm, I suppose the sneaking around and being rude is a little unusual for Shadow, but I'd hardly consider Shadow acting all tough around Sonic to be unusual. They're not exactly the best of friends, so to speak."

Applejack glanced off to the side and said, "Speakin' of not gettin' along, Ah think ya might wanna hide yerself, Spike."

The baby dragon looked confused. "What are you talking about? Why would I want to hide, Applejack?" he asked.

The orange earth pony smirked at him out of the corner of her eye, "Well, 'Little Miss Pink and Hammer Happy' is comin' this way. And she don't look too happy…"

Spike started to sweat at that. "Uh, okay. Listen, if Amy's looking for me, um… I'm NOT in here!" he exclaimed as he dove into Twilight's open saddlebag, pulling the flap closed.

Rarity, Fluttershy, Apple Bloom, Sweetie Belle, and the Princesses all looked at where the dragon was hiding in confusion for a moment before turning to look at each other. Tails and Twilight, meanwhile, both exchanged a nervous look before facing forward as Amy came to a stop right in front of them. "All right, where is he?" the pink hedgehog demanded angrily with her hands on her hips.

Tails nervously scratched the back of his head as he asked, "Uh, who, Amy?"

Amy replied, "Sonic! He told me he would be right back and I haven't seen him since! He's been with you, hasn't he?!"

Spike poked his head out of Twilight's saddlebag and let out a sigh of relief as Cream spoke up, "Shadow challenged Sonic to a battle, Amy. I don't think they should be fighting, but Shadow was acting so mean to him and Princess Celestia." Cheese and the Cutie Mark Crusaders nodded in agreement.

Tails asked, "What do you mean he said he would be right back? Up until now, he's been with us ever since we left the town hall."

Amy argued, "No he hasn't! I found him by himself in the street, and he said he wanted to spend some quality time with me!"

Twilight asked, "What? I'm sorry, but that can't be right, Amy. Sonic hasn't gone off by himself until a short while ago, and we haven't seen you until now. There's no way he could've been with you."

Amy glared at her, "That's a lie! I know what I saw and heard!" She clasped her hands together and held them up near her head as she dreamily said, "Sonic was so sweet to me, saying all these nice things and wanting to be close to me…"

Knuckles snapped her out of her daze by saying, "Give us a break, Amy. When did you have THIS daydream? I mean, come on! Sonic deciding that spending time with you is more important than the fate of two worlds? Are we really talking about the same Sonic?"

A familiar voice said, "Well, of course!" Everyone turned to see Sonic walking out of Whitetail Wood. "I'm one of a kind!" he grinned.

"Sonic!" Amy exclaimed, practically skipping over to him. Once she was in front of him, she demanded, "What took you so long?!"

Sonic replied, "Sorry, Amy. Shadow held me up." He then smiled, "Not to worry, though. He won't be bothering us ever again."

Rouge asked, "What do you mean by that?"

Sonic looked over at her with a level stare, seeming to barely acknowledge the bat's presence, and said, "Exactly what I said. He was being a jerk and I put him in his place. He'll think twice before trying to get between me and Amy again."

Amy squealed, "Oh Sonic, you're the best!" She then wrapped her arms around him, hugging him. Surprisingly, Sonic did not resist; he just calmly smiled and wrapped an arm around her.

Knuckles stared, "WHAAAA?!"

Spike, who had pulled himself out of Twilight's saddlebag at this point, growled, "That liar! He's been holding out on me!"

Rarity said, "Ooh! Sonic has a special somepony? That is SO sweet!"

Twilight stuttered, "But… he doesn't, Rarity!"

Applejack nodded, "That's right! He pretty much said so himself!"

Rarity was about to protest, but Rouge cut her off, "They're right, you know. Sonic spends more time trying to avoid her than he does with her. And honestly, I can't blame him."

Espio said, "Something is not right about this."

Tails nodded, "Yeah…" He walked over to Sonic and Amy and asked, "Sonic?"

The blue hedgehog looked at him, saying, "Hm?"

Tails asked, "How exactly did you beat Shadow?"

Sonic shrugged, "Why do you want to know?"

Tails replied, "Well, it… it's just kind of weird that you'd suddenly want Shadow to stop bothering you. I mean, running into him, comparing your skills and all that… you've always enjoyed doing that, right?"

Sonic said, "Yeah well, sometimes you should watch what you say to people. You push someone too far and you're going to regret it. And he definitely pushed his luck this time, trying to stop me from getting back to Amy."

Tails looked confused, "But that's never stopped you from saying things to Eggman. And what's with this sudden fixation on Amy?"

Amy suddenly let go of Sonic and turned to Tails, glaring, "What, do you have a problem with that?"

Tails backed up a step in surprise, stuttering, "W-well, no, but…"

Back with the group, Twilight adopted a worried look, thoughts and memories beginning to come to her as she watched Amy yell at the fox, "But nothing! Sonic's obviously had feelings for me for a long time and has finally decided to show them! He's already said that we should get married soon! You're just jealous!"

Rarity called, "Stop getting in the way of their love, Tails! It's very apparent even to me that he loves her! Why can't you see that?!"

Sonic walked up to Tails, who was beginning to tear up, and said, "They have a point, you know. You really shouldn't be sticking your nose into adult matters, boy. So why don't you buzz off and mind your own business," he poked Tails on the nose, "Pixel Brain?"

Tails muttered, "Pixel Brain…?" Sadness suddenly gave way to anger and Tails slapped Sonic's hand away, pointing at him and saying, "You're not Sonic! Sonic would never act like such a jerk!"

Amy yelled, "See?! You really are jealous!"

'Sonic' asked, "What's wrong with you, kid? Why do you have to be such a twerp? Why do you have to get between me and my girl?"

He flinched as a voice behind him yelled, "Because she's not YOUR girl, faker!" 'Sonic' started to turn around, but was stopped when something slammed into his back. Tails quickly leapt back as 'Sonic' was pushed forward for several seconds before he was sent flying, hitting the ground hard and sliding for a second. He then looked behind him and up, seeing Sonic standing there with his left hand on his hip. Shadow ran up along his left side, coming to a stop next to him and crossing his arms, and Gilda landed on his right side as Sonic said, "And I don't recall saying she was mine!"

'Sonic' stared at them, "What?!" He flipped onto his back and pointed at them, demanding, "How did you three manage to escape?!"

Gilda and Sonic smirked as they cast a sidelong glance at Shadow, who responded by uncrossing his arms and holding his left arm out to his side, his hand containing a yellow gem that caused Rarity's eyes to start sparkling. Tails, who had come back over by Twilight along with Amy, saw it and exclaimed, "That's a Chaos Emerald!" Rarity snapped out of her daze at the fox's words.

Shadow nodded, "That's right. We could've easily gotten out of there by ourselves, but you made it all too easy by leaving this somewhere where we could find it." 'Sonic' gritted his teeth at that.

Some of the group members were still trying to process the fact that there seemed to be two Sonics instead of one. Amy was the first to voice her confusion, "I-I don't understand! How did my Sonic suddenly become TWO Sonics?"

Gilda growled to herself and then glanced back at Amy, yelling, "How dense are you?!"

Shadow gestured to Sonic, saying, "He's the real Sonic. SHE is nothing but an imposter."

Twilight asked, "'She'…?" Her eyes then widened as she muttered, "Oh no, it can't be…!"

Suddenly, the fake Sonic stood up as a green glow surrounded his hands and his eyes began to glow bright green. A ring of green flames then surrounded him and more flames burst out of the ground surrounded by the ring, engulfing him and forcing everyone to close their eyes for a moment. When they opened them, they were all shocked to see the fake Sonic beginning to get taller. As he was growing, the quills on the back of his head burst out, revealing long light blue hair that had a few holes in it, and a pair of insect-like wings burst out from beneath the quills on his back. He dropped down on his hands as both his arms and legs suddenly changed into holey, black horse legs and a light blue tail burst out of where the short tail used to be. A long, jagged black horn then burst out of his forehead, shattering the imposter's mask completely.

A pair of green eyes opened as the flames began to dissipate and a dark laugh filled the air as it was revealed to be none other than Chrysalis, Queen of the Changelings! She smirked, "I'll give you fools this. You're more resourceful than I would've given you credit for!"

Gilda stared at her, aghast. "What… What is that?!" she exclaimed.

Twilight called, "She's the Queen of the Changelings! She's able to take on the form of somepony and gain power by feeding off another's love for whoever she's pretending to be!"

Sonic looked back at her, asking, "They feed off of love?!"

Chrysalis chuckled and said, "I didn't think you would forget, Twilight." She then looked at everybody and sneered, "For those of you who don't know, she is correct. Yes, I am the Queen of the Changelings."

Celestia glared at her, "Chrysalis! What are you doing here?!"

Chrysalis leered at her, "I could ask you the same thing, Celestia. I didn't think you ever left your beloved castle. But very well; what would you like to know?"

Sonic pointed at her and said, "How about why you were pretending to be Shadow!"

Chrysalis snorted, "Hmph. He brought it on himself. I was trying to find out what had happened and he wouldn't cooperate. He did not leave a good impression." She then smirked, "But somewhere along the way, he mentioned you, Sonic." She began pacing around the trio as she continued, "He said some things about you, and I suspected you might be a problem if I left you alone as well. Thankfully, my magic allowed me to send Shadow to the place where I woke up, the same place I sent you. Once he was out of the way, I started searching and eventually came across Ponyville. I had to stick to the shadows, but the waiting paid off, since I soon saw your little group walk by."

Applejack stomped a hoof in anger, saying, "That's why Ah had a feelin' somethin' was watchin' us! Ah shoulda guessed somethin' was up!"

Chrysalis smirked, "But you didn't, I see. And I got a good look at Sonic while you were passing by. Just like with Shadow, I decided to test out being in his form. I didn't expect to get grabbed by that pink hedgehog while I was trying it out, though. It seems my disguise turned out better than I had thought."

Amy screamed, "The Sonic I was with was actually a girl in disguise?! EW, THAT'S SO DISGUSTING!"

Sonic slapped his right hand against his face and groaned, "Amy? Not a good time for this."

Chrysalis chuckled and said, "It was worth putting up with her to get some of her love. She was just letting it pour off of her, and I had no qualms about taking it." She then shot Twilight a look as she smirked, "Of course, it was nothing like your brother's love, Twilight. Then again, he WAS a rare find." Twilight gritted her teeth and glared at her in anger. Chrysalis continued, "Not that I was going to complain, of course. After our last encounter, I was willing to take what I could get."

Sonic asked, "So why the Shadow ruse? And why'd you imprison Gilda too?"

Chrysalis smirked, "Well, of course I needed to get you out of the way. That griffin needed to be removed from the picture as well. I saw her sneaking around behind me, so I gave Amy an excuse so that she wouldn't see what I was going to do and got that griffin to reveal herself. Just like with Shadow, I managed to catch her with her back turned and sent her away. Not long afterwards, I learned that you were back, so I decided to make my move. I put you away as well and went back as you to get as much love from Amy as I could. But you had to escape and get in my way, didn't you? Especially when I was enjoying what was about to happen to your little fox friend."

Sonic looked back at Tails at that and noticed the telltale signs that the fox had been on the verge of tears not long ago. Rarity looked at Tails nervously and said, "I'm terribly sorry, Tails. It was terribly unladylike of me. I should not have said the things I said." Tails just waved at her, indicating he had no hard feelings towards her.

Amy growled, "That's it! Not only did you pretend to be Sonic, you also got me to act mean towards Tails!" She summoned her hammer out of nowhere and leapt over everybody's heads, screaming, "I'LL TAKE CARE OF YOU MYSELF, YOU MONSTER!"

She started to fall towards the Changeling Queen, her hammer held back above her head. She didn't fall far, though, before she was surrounded by a green glow, which held her up in the air, causing her to blush and pull down her dress, dropping her hammer in the process. Sonic looked back at Chrysalis and saw the same glow surrounding her horn. He yelled, "Let Amy go right now!"

Chrysalis looked at him for a moment before saying, "As you wish." The glow around her horn and Amy disappeared, the hedgehog girl falling straight down.

Sonic turned around and dashed in her direction, stopping under her and catching her in his arms. He looked down at her and asked, "Are you okay, Amy?"

She looked up at him and said, "I feel much better now, Sonic, though I am still mad at her for tricking me like that!"

Sonic set her down and turned back around to face Chrysalis, but before he could move, he felt feathers on his back. He turned to his side to see Celestia standing there, her right wing outstretched. She glanced down at him and said, in a voice that certainly implied she was angry, "Stay back, Sonic. You've been through enough already." She then walked forward, stopping between Shadow and Gilda and spoke, "I will take care of her."

Shadow held up his right fist, pressing it against Celestia's chest piece and said, "You will do no such thing." Celestia looked down at him as he lowered his fist. "She has insulted the Ultimate Life Form. I will deal with her myself," he growled.

Chrysalis laughed and said, "Oh, that's rich! I'll put an end to your delusions of grandeur right now!" She lowered her head and charged towards him, horn pointing directly at him.

Everybody tensed up at this sudden action, but Shadow remained calm. He held up the yellow Chaos Emerald, saying, "Chaos Control!" The emerald suddenly gave off a bright flash and suddenly, to everyone else, Chrysalis seemed to be moving in slow motion. Shadow quickly dashed to her side and jumped up. Bringing his right fist back, he punched her in the side of the face, knocking her away and sending her flopping across the ground for a moment.

Celestia, Luna, Gilda, Spike, and the ponies all stared in shock at this display while Sonic and his friends hardly seemed fazed by it. Chrysalis soon lifted her head up and glared at Shadow. "Y-you…!" she growled.

Shadow said, "Don't bother. With a Chaos Emerald's power, I control time and space. You can't break free." His gaze then hardened as he added, "But if you still think you stand a chance, I'll be happy to amuse you."

Chrysalis growled, "You DARE mock me?!" She struggled to stand up, saying, "I'll make you pay for your defiance!"

Shadow slid the Chaos Emerald back into his quills, preparing for battle. He turned his head as Sonic called, "Shadow!" The black hedgehog shared a look with the blue hedgehog for a moment before the latter said, "Kick her butt!" Shadow nodded and turned back to the Changeling Queen. Sonic then looked at the others and said, "Come on, everybody, let's give these two some room to brawl."

Sonic's friends, along with Gilda, surprisingly, got the hint and began to move away from the immediate vicinity. Spike and the ponies, however, seemed surprised by Sonic's decision to leave Shadow to fight the Changeling Queen by himself. Rainbow flew in front of Sonic and exclaimed, "Sonic, you can't be serious! You're going to let HIM fight Queen Chrysalis all by himself?! If he's going to fight her, then he's going to need somepony to back him up! Besides, I want to kick her flank too!"

Sonic leaned into her face and, with narrowed eyes, calmly replied, "I said EVERYBODY. That includes you and the princesses, Dash." The pegasus looked ready to retort, but Sonic leaned closer and said, "I'm telling you this for your own safety. You DO like your wings where they are, don't you?"

Rainbow leaned back at that, staring at him in surprise. After a moment, she finally relented and said, "Ugh, fine." She then flew back to where everyone else had gathered: behind some trees to watch from a distance. Sonic followed her, as did Spike, the Princesses, and the rest of the ponies after a moment.

Once they were all in the same spot, Twilight walked over to Sonic and asked, "Sonic, are you sure Shadow will be all right? I mean, after she managed to catch you and all…"

Sonic replied, "Of course! She did her spell thingy when I wasn't expecting it. Shadow and Gilda were caught unexpectedly too. She's gonna be sorry she tried to take care of Shadow with a cheap trick like that." He then looked at her and asked, "Speaking of which, do you think you could put up a force field around where they're fighting? Just to make sure the queen doesn't try to run from him?" Twilight nodded after a moment and focused her magic into her horn, a magenta aura surrounding it.

Shadow looked up as a magenta shield suddenly appeared around the general area he and Chrysalis were standing in, closing it off to the rest of the world. "What's this?" he wondered.

"This must be Twilight's own shield spell. Looks very similar to her brother's," Chrysalis mused aloud. She then smirked as she stared at Shadow, "Too bad she didn't put it around you. Not that it would help you in the slightest."

Shadow grunted, "Hmph. This just makes everything easier. I won't have to chase you down like the coward you are."

Chrysalis screeched, "COWARD?! I'll show you who's a coward!" She then shifted her head downwards, pawing at the ground for a moment before charging towards Shadow. A moment later, Shadow responded in kind, charging towards her.

Once they were close enough, Shadow lowered his body and slid across the ground, sliding under Chrysalis as she was about to strike him. As he was about to slide out from under her, he thrust his right leg out, catching it on one of her back legs and tripping her. While she was still up, he quickly stood up and kicked her away, causing her to go sliding across the ground.

After she stopped, Chrysalis turned to look at Shadow, glaring at him as he ran towards her. "You… You don't know who you're messing with!" she screamed as she channeled her magic into her horn and fired a green beam at him.

Shadow simply moved to the side as he continued moving, dodging the beam. "A straightforward attack… I'd hardly call that a threat," he said as he neared her, this time punching her away.

Chrysalis looked at him from where she was on the ground and used her magic, her horn glowing green as she growled, "How about this, then?!"

Suddenly, a wall of green flames burst out of the ground around Shadow, surrounding him. "Ah, a technique like the one you used to trap me… Yes, this seems like a much smarter tactic!" As the flames began to get closer, he smirked, "But ultimately, it will do no better." Focusing for a moment, he bent his legs and then jumped, leaping out of the ring of flames. As he neared the height of his jump, he murmured, "Something tells me this will be a short fight…"

Chrysalis, having stood up while he was surrounded by the flames, grinned, "I have you now!" She fired a green beam directly at where the black hedgehog was going to be in a second.

Shadow noticed what she was doing and yelled, "Chaos Control!" At those words, he disappeared in a flash of light.

Chrysalis' head turned to the side as Shadow suddenly reappeared next to her. "What?!" she exclaimed.

She had no time to say anything else, due to Shadow suddenly roundhouse kicking her. "Whoops. You're too slow," he said dryly.

From where she was, Chrysalis turned her head and fired another beam at the black hedgehog. Shadow stepped to the side to dodge it and then held up his left arm. He then brought it back and then forward, saying, "Chaos Spear!" At his words, a large purple spear suddenly appeared and went shooting towards Chrysalis, who leapt off the ground and fluttered her wings to fly over it, the attack exploding harmlessly against the force field.

On the other side of the field, everyone, including Princess Celestia and Princess Luna, was intently watching the fight. "Goodness, he's not shy about showing off his power at all, is he?" asked Princess Luna.

"No kidding. Just look at them go," Spike said.

Applejack looked over at Rainbow Dash and asked, "What do ya think now, Rainbow? Still wish you were a part o' that fight?"

The cyan pegasus looked over at her and said, "Eh… not so much anymore. I kind of like my wings and, well, every part of my body, to be honest, where it is."

Princess Celestia looked over at Sonic and asked, "Is Shadow always like this?"

Sonic replied, "If you get him mad enough, yeah. When he goes all out… well, let's just say it's not safe to be around him." He looked over at Tails and Twilight and walked over to them. Once he was next to them, he asked, "Twilight, how's your force field doing?"

An explosion against the side of the field made the lavender unicorn flinch for a moment before she said, "It's holding up so far. For how much longer without me recasting the spell, I don't know."

Sonic replied, "Well, don't worry about it, then. I don't want you to exhaust your magic again." Twilight nodded; Sonic then looked at Tails and asked, "You all right, bud? Did the queen say something to you?"

Tails, as he twisted one of his namesakes in his hands, murmured, "…Sort of. When she was pretending to be you, I got suspicious of her behavior and Amy ended up getting mad at me. And then she said some stuff… I know now that it wasn't you, but…"

Sonic caught the hint and moved in front of him, placing his hands on his shoulders and saying, "Tails." When the fox looked up at him, he continued, "Whatever she said was just rubbish. She can copy my appearance, but she can't copy my personality. I would never get mad at you. You're more likely to get angry at me. After all we've been through and all the time we've spent together, I could never look down on you. You're my best friend. No…" He smiled softly, "You're my little bro." Hearing that made Tails feel like a great weight had been lifted from his shoulders and he hugged Sonic, the blue hedgehog returning the brotherly display of affection.

Twilight smiled to herself as she looked at them. "Sonic is Tails' BBBFF…" she thought. A sudden cracking sound caught her attention and she turned to look at the force field. One of Chrysalis' beams had struck the field and had caused it to develop a crack, similar to when the changelings were about to break through the force field around Canterlot. "It won't last much longer…" she murmured.

Sonic let go of Tails and they both looked over at her, Tails asking, "What did you say, Twilight?"

The lavender unicorn looked at them and pointed at the crack, saying, "The force field is going to break soon."

Gilda came over as Shadow struck the force field, having narrowly missed Chrysalis, and said, "Ah, don't worry about it. Shadow's got that weirdo on the ropes."

The three of them looked back at the fight and saw that Shadow was still standing strong while Chrysalis was tiring out. "Yeah, you're right, Gilda. Might be a good thing the force field is going to shatter soon," Sonic noted.

After battling for another minute, Chrysalis launched another beam at Shadow, the black hedgehog responding with a variation of Chaos Spear. He fired several smaller spears, all of which hit the beam and held it back for a moment, allowing Shadow to finish charging. He then leapt up as the beam broke through and fired a much larger Chaos Spear at her, which sent her flying back into the force field. As she fell to the ground, the force field finally gave way, shattering into pieces that disappeared as soon as they hit the ground.

Seeing the Changeling Queen collapsed on the ground, Scootaloo cheered, "Yeah, he did it!"

Apple Bloom asked, "Sis, can ya believe he took that mean ol' changeling down all by himself?"

Applejack smiled, "Ah may not agree with some o' his fightin' methods, but that Shadow feller is strong fer sure!"

Sweetie Belle noticed Shadow was walking towards Chrysalis and asked, "What's he doing?"

Knuckles growled, "Simple. Shadow is the predator and the queen is his prey."

Fluttershy whimpered from behind her hooves, "You mean he's going to…?"

As he reached her, the Changeling Queen growled, "This can't be… Impossible… I am ruler of the swarm… The only one who has defeated Celestia and conquered Canterlot…"

As he stood in front of her, Shadow said, "I can see why it didn't last. The fear in your eyes says it all." He wrapped his left hand around her horn and raised his right foot over her head (causing some of the members of the group to panic and start moving towards him), saying, "And if I may quote Charles Darwin…"

Suddenly, a voice yelled, "NO!" Shadow looked up, only to get struck in the face and knocked backwards. After landing on his back, he looked up to see Sonic standing in front of the queen.

"Sonic? You dare get in my way?" Shadow growled.

"I'm over here, dude!" Shadow looked back to see Sonic, Tails, Twilight, Pinkie Pie, Celestia, and Luna standing a little past where the force field had been, but otherwise nowhere near him. He looked back to see the other Sonic still standing in front of Chrysalis.

She chuckled, "Ah yes, I forgot to mention my changeling army. I happened to locate my fellow changelings and bring them together before I came across Ponyville."

Suddenly, Espio yelled, "Surprise attack coming from above!" Everybody turned around and looked up where he was looking, only to see multiple green and black specks coming down from the white sky! Nobody could tell how many changelings there were, but there was a sizable amount and they looked like they were coming in for a bombing run! The changelings began to crash-land near the group, all of them surrounded by their species' green aura. At first, they only landed nearby, but then they began to aim, forcing everybody to move away.

Shadow, meanwhile, turned back to Chrysalis, only to realize she was gone and there were now two Sonics standing side-by-side in front of him! Shadow leapt to his feet and charged them, but the Sonic on his right suddenly changed into a mirror image of him and halted his charge, mimicking the black hedgehog as he tried to push past. Shadow raised a fist to strike the imposter on the head, but as soon as he did, the changeling changed into Rainbow Dash and punched him away with both forehooves. Shadow fell onto his back, landing near Tails and Rouge. Looking up, he realized that the changelings had them surrounded.

Shadow managed to stand up, but the changelings began to change before anyone else in the group could move. And they didn't all change into Twilight and her friends. Some changed into the Cutie Mark Crusaders. Some changed into Gilda. Some changed into Spike. Some changed into the Princesses. And some even changed into Sonic and his friends.

Once they were completely surrounded by lookalikes, Rouge spoke, "Someone remind me again what these little pony beasties are."

Tails looked at her and said, "They're changelings, Rouge."

A group of changelings imitating Tails leaned over and repeated, "They're changelings, Rouge." They all grinned/smirked after saying that.

Luna looked at Celestia and asked, "Sister, what should we do?"

Her sister thought for a moment before saying, "They're all following their queen's orders. If we can defeat her, the changelings should retreat." She looked at Shadow and asked, "Where did Chrysalis go?"

Shadow growled, "She disguised herself again."

Knuckles said, "She's trying to recover by hiding in a sea of lookalikes."

Sonic thumped his right fist into the palm of his left hand, saying, "Then it looks like we're going to have to coax her out."

Knuckles grinned, "I don't have a problem with that."

Getting into a fighting stance, Sonic said, "Remember, once the fighting starts, stick to your own doubles! Don't attack anyone else unless you know for sure that it's a changeling!" Everybody else, including Celestia and Luna, prepared themselves as he finished speaking. The first wave of changelings soon leapt at the group; they responded in kind, a large cloud of dust being kicked up as the brawl began.

For the brief time that they could all tell the difference, everybody lashed out as many changeling imposters as they could, which wasn't hard considering they were all coming straight towards the group. Once everybody began to spread out, however, they all began to focus only on the changelings that were imitating them specifically.

While most of the changelings leapt into the battle ready to fight, some were just now realizing that they weren't used to having hands or standing on two legs. As such, even Spike, who, just like Twilight, was going off of bits and pieces from Rainbow Dash and Applejack for close-quarters fighting, was able to briefly take advantage of their confusion. The rest of them, though, were able to adapt to their new forms quickly and they began to throw down with the rest of them.

In the midst of the fighting, Spike and each of the Cutie Mark Crusaders found themselves being chased by changelings imitating them. As they were running, they all realized they were headed for a four-way collision. At the last second, they all managed to step to the side, resulting in a pileup of changelings. The four of them nodded to each other before they all leapt upon the pile, a Looney Tunes-style dust cloud being raised as they began attacking the changelings, eventually sending them all flying out of the cloud. When the cloud cleared, Spike and the Crusaders were all sitting back-to-back, panting and looking dusty.

Suddenly, they sensed a presence above them and looked up. And standing right over them was a pair of Celestias, both looking down at them with angry eyes! The fillies and baby dragon all yelped and huddled together as the two princess lookalikes extended their wings, rearing back on their hind legs, and raised their hooves over them when suddenly their heads jerked to the side. The two of them looked at each other and then glared at each other, both thinking the other hit them.

Spike, Scootaloo, Sweetie Belle, and Apple Bloom all looked up after a moment and looked on with wide eyes when they saw the two Celestias locked in a hoof/slap fight. A second later, their heads suddenly hit each other, dazing them before something suddenly knocked both of them away. The four of them were confused until Espio appeared right between where they had been standing. Spike said, "Hey, thanks, Espio!"

The chameleon nodded, holding his right index and middle fingers up near his horn as he replied, "Your small sizes give you an advantage. Make the most of it, but be careful." He then camouflaged himself, seemingly vanishing into thin air. Spike and the Crusaders looked at each for a moment before standing up and dashing back into the thick of the battle.

Nearby, Shadow was backing up from a group of Shadow changelings when his backside suddenly came into contact with what felt like fur and feathers. Looking back over his shoulder, he found Gilda looking back at him. The two were on relatively good terms, considering they both had ended up together in the crystal mine, so Shadow turned back to his changelings while Gilda did the same. Before he could attack, however, he felt a burst of magic behind him and turned around, only to find a changeling hissing in his face. Unfortunately for the changeling, Shadow immediately recognized him as a threat and swung his left fist into the side of his muzzle, knocking him away.

While his back was turned, the Shadow changelings took the opportunity to leap at him. Shadow turned to see them all overhead, all with their arms outstretched. As soon as they were within range, however, Shadow pressed his left hand against the ground and held himself up while he swept his legs around with the jets on his Air Shoes spewing flames. And unfortunately, the changelings had no way to dodge the flames in midair, so they all ended up getting burnt.

The black hedgehog turned around at a shout to find the Gilda changelings leaping at him too. Before they could reach the height of their leap, however, the one in the middle suddenly slashed the changeling on her left with her claws and then roundhouse punched the changeling on her right, causing both changelings to crash into the others. Shadow looked at the remaining Gilda as she spread her wings and landed a second later. She grinned at Shadow, "Got your back." Shadow smiled; this was the real Gilda.

A second later, they both heard Sonic shout, "Heads up!" They turned to see Sonic and Amy running towards them, the pink hedgehog holding up her Piko Piko Hammer. They both turned to see a line of Sonics and Amys rushing towards them.

As they got closer, Sonic curled up into a ball and Amy held her hammer back, saying, "Mind if I play through?" She then swung her hammer like a croquet mallet, sending Sonic flying up into a fake Amy and then whacking him into several more changelings before jumping up and sending him down towards a fake Sonic.

As Sonic bounced up after hitting the fake, Gilda glanced back behind Amy to see a fake Shadow coming towards her. Spreading her wings, Gilda flew up and caught Sonic in her right claw and then turned and held her arm back before throwing him directly at the fake. After rebounding off the faker's head and landing, Sonic looked at Gilda and grinned, "Nice throw!" The griffin smirked at him at that. She, along with Sonic and Shadow, then watched as Amy ran after a fake Sonic, yelling something about impersonating her blue beau.

Elsewhere, Rouge was surrounded on all sides by changeling imposters, almost all of them taking the form of a male, be it Sonic, Tails, Knuckles, Shadow, Espio, Cheese, or Spike. The treasure hunter was currently handling the situation well, all things considered, but she was also starting to tire out. After kicking away a Spike imposter and grabbing and swinging an Espio changeling around before throwing it at… someone or something, she placed her hands on his knees as she leaned forward and panted. She looked up at the glaring eyes all around her and smirked, "Take it easy, boys. You'll all get your turn."

Two changelings, one pretending to be Knuckles and the other pretending to be Shadow, suddenly charged her, apparently not the patient kind of changelings. In response, Rouge spread her wings and took off, the two changelings colliding into each other headfirst. As she began to fly away from the gathering, Rouge muttered, "Mashers. I think this is why I prefer spy work over the missions Shadow is usually assigned." Suddenly, she felt something grab her legs and looked back to see a Tails changeling trying to pull her down. "Ugh! You sure are fresh," Rouge quipped.

A shout from in front of her caught the bat's attention and she turned her head to look. And there was Rarity, flying towards with her back leg extended in a flying hoof kick. She wasn't aiming for Rouge, though; she was aiming for the changeling holding onto her. And she struck it square in the chest, knocking the wind out of it and causing it to release Rouge. Rarity landed on her hooves moments after the changeling ended up on its back, Rouge landing behind her a second later. The bat glanced back at her and said, "Hm. Not bad at all."

Rarity looked over her shoulder at her, saying, "I hope you're not giving up, Rouge. Surely you wouldn't dream of ducking out before me?"

Rouge smirked, "Of course not. I just needed a minute to catch my breath." She pressed her hands together and pushed them out before saying, "Let's get back into it. And how about you show me what else you're capable of while we're at it?" Rarity nodded before they charged towards the changelings surrounding them.

And they weren't the only ones working together. They were all still moving around, but everybody was sticking together to help bring down the changeling horde. Sonic and Twilight, Tails and Fluttershy, Knuckles and Applejack, Cream, Cheese, and Rainbow Dash, Espio and Pinkie Pie (and her party cannon), Amy, Spike, and the Cutie Mark Crusaders, Shadow and Gilda, Celestia and Luna… they were all working together to defeat this enemy.

Amidst all the fighting, however, everybody failed to notice that, out of all the changelings, there was one that was not battling. This one kept moving around the field, changing its form and ducking behind other changelings whenever someone came close to it. Now in the form of Twilight Sparkle, the changeling could see how badly the situation was becoming for the changelings and turned to flee towards Ponyville.

Knuckles noticed the changeling as he sent an Applejack changeling flying towards the real earth pony. He yelled, "Hey, Twilight's running away!"

Sonic called to him, "No she's not, Knuckles! She's right here!" He pointed at the lavender unicorn next to him, specifically her horn, which was shooting off a few magenta sparks as she readied another spell.

Tails looked and yelled, "That's got to be the queen!" The Twilight imposter began to run faster at that.

Both Shadow and Gilda heard the fox and, after dealing with one last changeling, turned and started chasing after Chrysalis. As he ran, Shadow called, "You handle the rest of these! We'll take care of her!"

Chrysalis growled when she saw Shadow and Gilda following her, "Confound these… creatures, they force me to do this!" While still running, she let out a loud insect call.

Back near Whitetail Wood, Applejack looked up as she heard the queen's call echo. "What was that?" she wondered.

"It sounded like an insect call," Fluttershy said.

Tails looked at the changelings and noticed that they had all frozen up at the sound of the call. "What's up with them?" he asked. He got his answer a second later when they all suddenly ditched their magic disguises and spread their wings, flying away. "What's going on?" Tails wondered.

"It would appear they are retreating," Celestia said.

"Awesome! That means Shadow must've caught the queen!" Rainbow Dash cheered.

"Hmm… Does that mean what we heard was a call for help? Or perhaps something else?" Luna mused.

Sonic noticed shapes moving in the distance, near the silhouettes of the buildings in Ponyville. A LOT of shapes. "Hey, uh… Does Ponyville look a little livelier now?" he asked.

Twilight looked where he was looking, seeing the same thing he saw. After thinking for a moment, her eyes went wide as she muttered, "Oh no…"

Spike heard her and walked over, asking, "What's wrong, Twilight?"

The lavender unicorn replied, "Remember when Queen Chrysalis said she gathered her changeling army?" At Spike's confused nod, she gestured towards Ponyville and said, "I think that's the rest of it."

Some of the others exclaimed, "WHAT?!" at this thought.

Sonic looked back at Ponyville and said, "Yeesh! If that's the case, then that must've been a combination regroup/attack call we heard!"

Celestia commanded, "We must get back to Ponyville, immediately!" Not one to deny an order from a princess, they all took off running in the direction of the town.

Sonic and Rainbow Dash, unsurprisingly, were the first ones to reach the buildings closest to Whitetail Wood. Even though they were still near the outskirts of the town, it was pretty clear what was going on. Ponies that had been brought back had been forced out of their now damaged homes and were now running through the streets of Ponyville. The changelings were taking advantage of the confusion, some chasing after the citizens while others posed as the ponies being chased. From where they were, Sonic and Rainbow could see Mayor Mare, the Cakes, Lyra, and Bon-Bon among the ponies being hassled.

Everybody else arrived soon after, all of them quickly taking in the scene before them. "This is terrible!" Cream whimpered.

"Wowie-kazowie! Look at all of 'em! I wonder how many there are!" Pinkie exclaimed.

"I don't think this is the time to be counting them, Pinkie. Especially not with all the other ponies that are being forced into this," Tails said.

Rainbow asked, "Any ideas?"

Twilight spoke, "Um… Change of plans. We, uh, we're going to need somepony to be ready to move the real ponies somewhere safe as soon as we've located them. That should make some of the changelings' disguises useless if the ponies aren't out on the streets."

Sonic suggested, "Sounds like a job for those of us who don't like to fight."

Twilight nodded, "Yeah, good idea." She turned to Fluttershy, Cream, Cheese, Tails, and Amy and said, "Fluttershy, Cream, Cheese, I want you three to stay off to the side while we try to locate the real Ponyville citizens. Once we've found them, I want you to take them somewhere safe." The three of them nodded; Twilight then turned to Tails and Amy, saying, "Tails, Amy, you two will keep an eye on them, both in case the changelings try to attack them and in the event that it's not the real pony." They nodded in understanding.

Sonic said, "All right, guys! Shadow and Gilda are probably already trying to repel them! Let's get in there and help them out!" Everybody nodded and Luna and Celestia took to the skies while everybody else dashed into Ponyville.

As they separated from the rest of the group, Tails called to Amy, Cream, Cheese, and Fluttershy, "Let's see if we can find the Mayor first! The changelings might have decided that she's one pony that needs to be taken care of!" They nodded in agreement and began heading in the direction of the town hall.

When they reached the town hall (after leaping over and going under various ponies and changelings along the way), they found a small crowd of changelings (some of them in disguise) gathered around the front of the building. They all soon noticed the small group behind them and, after a moment, they all adopted menacing smiles. Tails, Cream, Cheese, and Fluttershy were all unnerved at the sight of that many teeth, but Amy remained calm. She raised her hammer over her head and said, "Leave them to me!" She then charged forward as all the changelings leapt at her.

Fluttershy, Tails, Cream, and Cheese all watched on in silence as Amy's hammer began to make short work of the changelings. Most she sent flying with sideways swings while with others she performed a downwards swing, bringing the full weight of her hammer down on them. As the last of the changelings began to regroup, Amy held her hammer out at her side and began to spin around like a top, plowing into the changelings and sending them flying away from the town hall. At the end of it all, there was a pile of twitching changelings surrounding the building.

Cream and Cheese hurried over to Amy after she stopped spinning, the pink hedgehog leaning on her hammer. "You were amazing, Amy!" Cream said. Cheese gave a cheer.

Tails and Fluttershy came over, Fluttershy asking, "Oh Amy, are you going to be okay?"

Although dazed, Amy looked up and replied, "Yeah, I'll be okay, Fluttershy. But I'm going to need a minute; I feel a little dizzy." She looked over at Tails and said, "Go help the Mayor, Tails. I have a feeling you'll be able to cause less damage in an enclosed space than I will."

Tails nodded, "Right." He then hurried past her, saying, "Let's hurry!" Fluttershy, Cream, and Cheese quickly followed him, still thinking of Amy but knowing she would be able to handle herself if anything happened.

Luckily, the front door wasn't blocked, so they didn't need to force their way in. Tails led the way up to the Mayor's office, all of them worried as they made their way past furniture that had been knocked over. They soon reached the upper levels of the town hall, where they found a small horde of changelings trying to break down the double doors leading into the Mayor's office. They were unprepared for the group coming up behind them and were easily subdued by a few tail whips from Tails and some stomping and headbutting from Cream and Cheese. Once they were moved off to the side, Tails knocked on the doors and said, "Miss Mayor! It's me, Tails!"

After a second, one of the doors opened slowly and the tan mare looked out through the crack. "Is it really you? And Fluttershy and… who's this?" she asked.

Tails answered, "Cream and Cheese. And yes, it is us. We have to get you out of here before any more changelings show up."

Mayor Mare murmured, "Okay… But where are we going?"

Tails thought for a second before saying, "As long as it's not damaged, the library. It should be big enough for all the ponies to stay in until this is over."

The Mayor, feeling a little better now, opened the door all the way and replied, "Okay. Does that mean you're going to help the rest of the ponies in Ponyville as well?"

Tails nodded, "We're going to get to them once we've found a safe place for them to go."

Cream added, "We don't want them to get pulled back into all this fighting after we've helped them get away from it." Cheese nodded in agreement.

Mayor Mare sighed, "All right. Lead the way." Cream, Cheese, and Fluttershy moved to the mare's sides and stayed beside her as Tails led the way out of the town hall.

While they regrouped with Amy and started heading for the library, everybody else was hurrying around town, trying to pick out the real ponies from the changelings. In one part of the town, Knuckles and Applejack were hurrying down the street, heading for a group of changelings surrounding a pony with Espio sneaking along behind them. As soon as they reached the group of changelings, the two of them started tearing into the changeling gathering.

After about a minute, all of the changelings had been knocked out. While Knuckles checked to make sure none of them would get back up anytime soon, Applejack trotted over to the pony they had been harassing, which turned out to be Lyra. Applejack offered a hoof to the unicorn, helping her up and saying, "C'mon, darlin', get up. You're okay now." She let go of Lyra's hoof and turned her head to look around. "Now if only Ah could find Fluttershy's group, we could get ya outta here," she murmured. She felt a tap on her shoulder and turned to see Lyra grinning at her. A second later, a green burst of magic enveloped her and she turned out to be a changeling! "Oh, come on!" Applejack cried in exasperation, just before the changeling tackled her.

Knuckles turned to see the orange earth pony on her back and the changeling standing over her, hissing. He immediately dashed towards her and delivered his fist to the changeling's side, sending it crashing into a nearby house. Before he could help her up, Applejack yelled, "Knuckles, look out!" Knuckles looked back over his shoulder and saw three changelings above him, looking to pile on top of them.

Before they could land on Knuckles, however, something slammed into them from the side, knocking one into the other two and leaving them sprawled out on the ground. Both Applejack and Knuckles looked around, Applejack thinking a spell was responsible for stopping the changelings. A moment later, Espio appeared in front of the changelings. Knuckles grinned, "Thanks for the assist, Espio!" The chameleon nodded and then disappeared again.

"Where'd he go?" Applejack asked as Knuckles pulled her up.

"He's a chameleon and a ninja. I'm sure he's around," Knuckles replied. Applejack shrugged and they moved on, searching for more ponies.

A short while later…

Luna was flying over Ponyville, her eyes scanning the fight going on below. She'd managed to track down Sonic and Tails a few minutes ago and get a report from them. The changelings had left the library alone, so it was being used as a temporary shelter for the citizens of Ponyville. Since Mayor Mare had been sent there, the real Lyra, the Cakes (they'd been easy to pick out since Cup Cake was carrying the twins and Carrot Cake had been staying close by her), and a stallion with an hourglass for a cutie mark (Tails said he thought he said his name was Time Turner) had been relocated to the library as well, among other ponies. It was clear they were making headway as far as getting the citizens of Ponyville out of danger, but it was difficult getting the word around to the others and still having to deal with lookalikes.

As she continued flying, Luna spotted something. Taking a closer look, she saw that it was Shadow and Gilda with a horde of changelings in front of them and a foal hiding behind them. Looking at the foal, she noticed he seemed familiar… "Pipsqueak!" she exclaimed suddenly, swooping down and landing directly behind the changelings. One of them turned around and let out a cry upon seeing her, some of the others turning around as well. Before they could attack, Luna charged up her magic and fired a lightning bolt from her horn at the changelings, electrocuting and stunning the whole group, which made it easy for Shadow and Gilda to take care of them.

As soon as the way was clear, Pipsqueak stood up and hurried over to the Princess of the Night, crying, "Princess Luna!"

Luna raised a hoof and placed it on the foal's back once he was close enough, comforting him as she said, "Pipsqueak! Art thou well?" The white earth pony nodded shakily.

Luna turned her head when she heard someone call, "Hey!" She saw Sonic running towards her, the blue hedgehog skidding to a stop near her. He spoke, "I saw you coming in for a landing, Luna. Is everything okay?"

Pipsqueak looked up at Luna and asked, "Who is this, Princess Luna?"

Luna looked down at him and replied, "An ally, Pipsqueak, and perhaps a new friend." She then looked up at Sonic and said, "I am fine, Sonic. But it is not safe out here for Pipsqueak."

Sonic nodded, "Okay, then let's…" Before he could finish, a Sonic changeling leapt at him, trying to attack him. Sonic heard him coming and barely managed to avoid the fist that was swung at his face. "Oh, hey there, faker," he grunted before kicking the changeling in the face.

Soon more changelings appeared on the scene, Sonic, Shadow, and Gilda leaping into action to deal with them while Luna held Pipsqueak close. After Spin Dashing a changeling away, Shadow said, "This fight is beginning to get out of control."

Gilda looked up at him as she kept a changeling restrained underneath her and asked, "You mean it was controlled to begin with?"

Leaping back, Shadow clarified, "We cannot keep protecting each other, and especially not when it's hard to tell who's friendly and who's not."

Sonic nodded, "Yeah, things could stand to settle down."

Luna said, "If only we had all of the Elements of Harmony, we could surely drive them all out at once, similar to what Celestia said Shining Armor and Princess Cadance did at the royal wedding."

Sonic asked, "Hm, a way to take them all out at once, huh? That gives me an idea." He started running down the street, calling, "Come on, Luna! We've gotta find Tails and get Pipsqueak to safety!"

Luna nodded, "Ah, yes." She looked down at the little earth pony as she levitated him up onto her back. She looked back at him and said, "Hold on tight, Pipsqueak. I will be careful not to drop you." Pipsqueak nodded and grabbed onto her tightly as she spread her wings. Looking back at Shadow and Gilda, Luna asked, "Will the two of you be all right?"

Shadow replied, "We'll be fine. Just go before any more changelings show up!" Luna nodded and then took off, flying after Sonic.

Sonic hurried through the streets of Ponyville, his eyes scanning for Tails while Princess Luna flew close behind him. After a few minutes, he spotted the fox, along with Cream, Cheese, Fluttershy, and Amy, escorting Bon-Bon to the library. He called, "Hey Tails!"

Tails turned around and saw Sonic and Luna coming towards him. He stopped and waited for Sonic, Cheese and the girls stopping when they realized he wasn't following them. Once Sonic came to a stop in front of him and Luna landed next to the hedgehog, Tails said, "Hey Sonic! Hey Luna! What's going on?"

Luna turned slightly profile and showed him Pipsqueak, saying, "Our young friend here, Pipsqueak, needs sanctuary. Can you escort him there, young Tails?"

The fox nodded, "Of course! Leave it to me, Luna!"

Sonic helped Pipsqueak off the Lunar Princess' back and held him out to Tails. As his friend took the young foal in his arms, Sonic asked, "By the way, Tails, you still have the Warp Ring, right?"

Tails looked up at him and replied, "Yes, of course I do, Sonic. Why?"

The blue hedgehog answered, "I've got an idea that just might take care of all the changelings at once, but I'll need that ring to make it work."

Tails fished his right hand into his right tail for a second and brought the ring out. Holding it out to Sonic, he said, "Here it is. What are you going to do?"

Sonic grinned as he took the ring in his right hand, "You'll see!" He took off running again, calling back to everyone, "I'll catch up with you guys later! I've gotta find Knuckles!"

Luna looked at Tails after a second and asked, "Do you know what he is going to do, Tails?"

Tails shrugged, "No idea, but… I have faith in him! He won't let us down!" He then bowed to the princess and turned, running after Amy's group, who had started moving again, while Luna decided to listen to what he said and took to the air again.

After a few minutes of running, Tails and the others arrived at the library, Amy knocking on the door to alert the ponies inside. Lyra looked out the window on the ground floor and her eyes lit up when she saw Bon-Bon. The door instantly swung open thanks to her magic and she pounced upon the earth pony, hugging her. Tails, Pipsqueak, Cream, Cheese, and Amy all looked on curiously while Fluttershy tried to keep a straight face. She's heard the rumors flying around Ponyville about the two roommates. She hoped she wasn't about to learn whether or not there was any truth to them now of all times.

Thankfully, the Mayor poked her head out through the door and asked, "What's going on out here?"

Fluttershy turned to her and murmured, "Oh, um, sorry Miss Mayor. We, um…"

Cream helped her, "We brought Miss Bon-Bon and Pipsqueak here so that they would be safe, Miss Mayor!"

The tan mare looked at the pale cream earth pony as said pony leaned back, looking at Lyra's face. "That's a relief. I'm glad they haven't been hurt either. But please, I must ask you that you all come inside now!" Mayor Mare said. Everybody, including Lyra and Bon-Bon, followed her through the doorway into the library, the Mayor shutting the door behind them.

Tails set Pipsqueak down and looked around the ground floor of the library as he stood near the table in the center. "From the looks of those shelves, it looks like everybody's doing okay," he noted.

Mayor Mare came over to him and Pipsqueak and said, "Yes, so far, Tails. We've been doing our best to keep things together."

Amy asked, "What do you mean?"

Mrs. Cake came out of the kitchen carrying Pound Cake in one hoof and said, "My husband and I are the only ones who've had something to do, what with the twins and all, dearie. So far, everypony else has been too worried about what's going on outside to do much of anything."

The Mayor added, "Aside from waiting for good news, that is."

Tails nodded, "I see. Well, hopefully whatever Sonic is planning will take care of our little changeling infestation in a timely manner."

Amy held up her hammer and said, "Come on, Tails! There were some other ponies running around out there and they need our help!"

Tails nodded, "Right." He looked back at the Mayor and waved, saying, "We'll be back, Miss Mayor. And we'll keep you up to date on the situation." He then followed Amy outside, Cream, Cheese, and Fluttershy following him out. The Mayor watched them go with a worried look on her face for a moment before shutting the door.

As she stepped away from the door, Mr. Cake came out of the kitchen carrying Pumpkin Cake with his teeth. Cup Cake noticed him coming over and asked, "Is everything all right, honey?"

Carrot Cake dropped Pumpkin Cake into one of the carriers still on his wife's back before saying, "Nothing to worry about, sugarplum. Pumpkin Cake was just trying to eat one of the towels in the kitchen." He looked up and noticed Bon-Bon standing next to Lyra for the first time. "Oh! Bon-Bon, did you just get here?" he asked.

The pale cream earth pony replied, "Yes, Mr. Cake. Rarity and that bat, er, woman helped me when a group of changelings had me cornered in an alley. Fluttershy and the others with her then walked me over here." She then sighed, "It's safer in here, but I feel so helpless."

Cup Cake looked at her sympathetically, "I don't enjoy being cooped in the library because it's the safest place in Ponyville right now either, dearie, but what else can we do?"

Lyra looked at her incredulously, "What else can we do?! There's plenty of things we could be doing right now, Mrs. Cake! Ponies we know and human-like animals are out there right now, fighting for our homes and town while we're sitting in here doing nothing to help them!"

Bon-Bon nervously tapped her shoulder, saying, "Lyra, take it easy…"

Carrot Cake was about to say something, but didn't get a chance to before Lyra turned to Bon-Bon and said, "No, Bon-Bon! I've been worried about you ever since we got separated in the confusion! Ever since I got here, I've been trying so hard to keep worst-case scenarios out of my mind that I'm about ready to explode! The changelings already tried to take over Canterlot; you really want to just sit around here and wait to see if they'll succeed with Ponyville?!"

Mayor Mare sighed as she pressed a hoof against her forehead. Repositioning her glasses, she looked at Lyra and asked, "What are you saying, Lyra?"

The aquamarine unicorn looked at the tan mare and replied, "With all due respect, Miss Mayor, if they can fight for our homes, then so can we!"

Soon…

Tails, Amy, Rarity, Rouge, Twilight, and Celestia were surrounded by changelings on all sides, all the changelings disguising themselves. They had changed strategies; although they were still trying to use their shapeshifting magic to confuse them, the army had regrouped and decided to overwhelm their enemies in sheer numbers. Most of the others were on the other side of the changelings, trying to fight their way through the army to help the ones who were surrounded, but even Espio's camouflage abilities couldn't help him get past them.

In the middle, four changelings jumped at the group, but two of them were quickly shot down by beams of magic energy from Twilight and Celestia. The other two ended up on the business end of Amy's hammer, one sent flying and the other smashed against the ground. On the other side, several more came after Tails, Rouge, and Rarity. Tails grabbed Rarity's forehooves and took to the air, the white unicorn sticking out one of her back legs as the fox began to spin around. Rarity's spinning kick sent two of them flying, but the last one leapt over the attack. It was about to land on Tails when Rouge sent it flying back into the changelings surrounding them with a Screw Kick.

Getting back together after the attacks, Rarity groaned, "This is hopeless! We're completely surrounded and every changeling we take out will only get replaced by another! What are we going to do?!"

Tails looked at her and said, "Well, we can't give up, Rarity! They aren't going to be any nicer to us if we do!"

Rarity cried, "But how are we going to get past this many changelings?!"

Tails said, "We'll think of something! There's got to be a light at the end of the tunnel!"

Rouge smirked at him, "If there's no light, it's not a tunnel, kid. It's a hole. And this one's full of nasty, changeling beasties."

Celestia noticed the changelings at the front were beginning to tense up. "Look out! They're up to something! Twilight, be ready to cast a force field spell if the need arises," she said. Twilight nodded and readied her magic while everyone else took on a defensive position. The changelings began to charge at them…

And suddenly, the ground underneath them turned watery, a pair of watery arms suddenly reaching out of the middle of the ground. One arm wrapped around Tails, Amy, and Rouge's waists while the other grabbed Rarity, Twilight, and Celestia. Before any of them could react, the arms pulled them towards the ground, all of them sinking into the ground as it returned to normal. All the charging changelings collided with each other, leaving them all on the ground with very sore heads. The rest of the changelings looked around frantically; where did their prisoners go?!

Celestia, Twilight, Rarity, Tails, Amy, and Rouge suddenly found themselves in front of the town hall, far away from the open area where they had been surrounded by changelings. As they lay on the ground, shocked at the sudden change in scenery, they heard Sonic say, "Sorry to leave you guys hanging, but it looks like we made it back just in time!"

They looked up to see Sonic standing in front of them, holding the Warp Ring in his left hand. On his right side was Knuckles, the echidna holding up a large green emerald. On the other side of the emerald was an echidna girl with peach-orange fur and a creature that was made of water with green eyes. On Sonic's left side was a large red and black robot with a yellow head and the omega symbol on his shoulders and a large dark violet cat wearing a belt and sandals and holding a fishing rod.

"Big!" Amy said happily, standing up and running over to the cat.

"Omega!" Rouge smiled, standing up straight and looking at him.

"Chaos and Tikal!" Tails exclaimed. He looked over at Sonic and said, "So that's what you wanted the Warp Ring for!"

Sonic nodded, "Yep! Since the queen called in reinforcements, I figured we might as well answer in kind!"

Tails, Twilight, and Celestia stood up, Twilight looking over the new arrivals excitedly. "Wow… a robot that's actually on our side," she murmured. She then looked at Chaos and Tikal, muttering, "And that's Tikal… and Chaos without any Chaos Emeralds."

Celestia looked down at the water creature, asking, "It was you who helped us? And your name is Chaos?"

The water creature nodded; Tikal then said, "Please do not be afraid of Chaos. Sonic and Knuckles explained what is happening to us, to all of us, and we all came to help." Omega assumed a fighting position at that and Big nodded slowly.

Tails asked, "So what's the plan?"

Knuckles said, "We should be able to use the Master Emerald and the Chaos Emeralds to expel the changelings from Ponyville all at once. But it's going to take a little time to get the Master Emerald ready, and the changelings might try to run away before we're ready."

Sonic nodded, "So while they're still unaware, we're going to use the Master Emerald's power to expose the changelings and then make sure they don't try to escape for round two!"

Rarity shrugged, "I don't quite see how it's going to remove those wretched changelings, but if you need help protecting your large, beautiful gem, I would be more than happy to help."

Knuckles nodded, "All right." He looked at Tikal and said, "Let's do it, Tikal!" The female echidna nodded and they both placed their hands on the Master Emerald. Everyone watched as they closed their eyes and seemed to focus, keeping their palms flat on the emerald as they mumbled something. Suddenly, it began to glow brighter and unleashed a green wave that spread in all directions!

Twilight asked, "What was that?!"

Knuckles grinned, "Just a little dose of the Master Emerald's power. It should strip the changelings of their disguises and keep them from changing into anyone."

Sonic smiled, "Okay! See if you can get the Master Emerald somewhere where it's less open, but it can still spread out far! We'll keep them busy for you!" Knuckles and Tikal nodded and, except for Rarity and Celestia, everybody headed out into Ponyville. Twilight went with Sonic and Tails, Amy, Big, and Chaos set out to find Cream, Cheese, and Fluttershy, and Rouge and Omega went to look for Shadow.

As Sonic, Tails, and Twilight hurried through the streets, they came across Mayor Mare, who was carrying a golf club on her back. "Miss Mayor! What are you doing here?" Twilight asked as the three of them came to a stop in front of the tan mare.

The Mayor replied, "I know you're all concerned about our safety, Twilight, you and all of your friends. But we've hidden long enough; it's time we fought for Ponyville too."

Tails asked, "What? But what about…"

The Mayor smiled, "Lyra gave us some real food for thought, Tails."

Sonic pointed behind the tan mare, "Food, huh? Well, he looks kind of hungry to me." The Mayor turned around to see a changeling standing a short ways down the street, getting ready to charge.

The Mayor stepped forward and said, "Let me take care of this one for you." She took the golf club off her back and held it in her forehooves, looking at the changeling as she stood on her hind legs. The changeling soon charged at her, thinking she would be no problem. When it was close enough, the Mayor swung the club back and yelled, "Fore!" as she swung the club, striking the bottom of the changeling's chin and lifting it off of its hooves. It somersaulted several times before landing hard on its back, gritting its teeth.

Sonic, Tails, and Twilight looked on in surprise, though Sonic soon smiled, "Whoa! Nice follow-through, Mayor!"

The Mayor turned and blushed, "Really? You think so, Sonic?"

The blue hedgehog nodded, "Yeah!"

Tails said, "It did look good. But are you sure about this, Miss Mayor?"

The tan mare nodded, "Yes, Tails. And remember, everypony else is helping too."

As the three of them continue on through the town, they saw that the Mayor was correct. Cup Cake and Bon-Bon were working together, Cup Cake using a frying pan and Bon-Bon using a rolling pin to beat back the changelings while Carrot Cake grabbed pastries from a nearby wagon and threw them underneath the changelings' hooves to trip them up. Lyra was going to town on the changelings with a heavy tennis racket, swinging it with her hooves rather than with her magic. And the stallion with the hourglass cutie mark was using a strange device to attack the changelings.

Eventually, they saw Queen Chrysalis, hovering over one of the streets as she watched Gilda and Team Dark fighting off a whole group of changelings, Omega firing lasers while Shadow, Rouge, and Gilda went all out now that the changelings had been exposed. "Why is this happening?! How did they do this?!" she screamed.

Sonic called, "Confusing, huh?"

Chrysalis whipped around and glared at the trio. "You…! I know you three had something to do with this! What have you done to us?!" she yelled.

Twilight smiled, "Sorry, but we can't tell you that."

Sonic said, "Give it up already, 'Queenie'. You've all been exposed and the ponies of Ponyville are fighting back. Face it; you've overstayed your welcome!"

Queen Chrysalis growled, "We are not defeated yet!" She then looked off to the side and yelled, "Take care of them, NOW!" At her command, a bunch of changelings suddenly emerged from the shadows of the nearby buildings and surrounded the trio while Queen Chrysalis flew away to another part of Ponyville.

Looking around, Tails asked, "They sure responded quickly, huh?"

Sonic nodded, "They must want to please their queen." He then grinned at Tails and Twilight, "Too bad we're here to ruin their day." Tails and Twilight smiled at him. Twilight then stepped back while Tails and Sonic took a step towards each other. They both then leapt up, Twilight using her magic to hold them up as they joined arms and spun in a circle. The two then curled up as they broke off and Twilight used her magic to bounce them up and down a few times before redirecting them towards the changelings. Sonic and Tails each struck a changeling at the same time and then rebounded off of them, flying past each other as Twilight helped aim them.

Elsewhere, Cream, Cheese, and Fluttershy were surrounded by changelings, the fact that they had temporarily lost their ability to disguise themselves not worrying them a bit. These looked like the weaklings, after all; who needed to fool them? "Excuse me, but could you all please stop staring at us like that? Miss Fluttershy, Cheese, and I didn't do anything," Cream murmured. One of the changelings hissed at her; he was punched in the face by Cheese, the Chao not fond of anyone who was rude to Cream.

Seconds later, Fluttershy squeaked, "Cream, look out!" Cream looked back to see several changelings leaping towards her. She narrowed her eyes and held out her right hand, Cheese plopping down onto her palm. She then swung her arm back and threw Cheese at the changelings; the Chao curled up in a ball that bounced from one head to another.

Cheese came back to rest in Cream's hands as the changelings began to get closer to her and Fluttershy. Suddenly, they heard Amy call, "Big, get them out of there!" A second later, a hook and line shot over the heads of the changelings, the line wrapping around Cream and Fluttershy and then pulling them over the heads of the changelings as they watched. The line pulled the three of them towards Big the Cat, who caught them in his arms. "Good work, Big! Now, just leave these to us!" Amy said before she and Chaos charged towards the changelings, Amy carrying her hammer with her.

While Amy and Chaos began to pound the love out of the changelings, Cream, Cheese, and Fluttershy looked up at Big, Cream saying, "Mr. Big! I didn't know you were here!"

The large cat replied, "Sonic told me you might be in trouble, and I don't like when my friends are in trouble. Isn't that right, Froggy?" Big's little frog friend hopped up on top of his head and gave a croak of agreement.

Fluttershy looked up at Froggy and said, "Oh my, what a pretty frog! He looks so nice!"

Big set them down and replied, "Froggy's my best friend. But he can be your friend too, pretty pony." Froggy leapt down from Big's head and landed on Fluttershy's, giving a croak.

Amy and Chaos soon came over, Amy dusting her hands as she said, "That takes care of them!"

Cream pointed, "Oh, Amy, Chaos! There are more of them!" The pink hedgehog and water creature looked back and saw several changelings flying directly towards them at high speed.

Chaos turned around and stretched out his arms, socking two of them in the face while the third one got around them as it kept flying. Amy wasn't sure she could stop it with her hammer, so she pointed at the changeling and said, "Big, punch it!"

The cat replied, "Okay." Once the changeling was close enough, Big punched it right in the face with his left hand, not only stopping it but sending it flying back into another group of changelings, which sent them flying like a bunch of bowling pins. "Too hard?" Big asked.

Amy smiled, "Nope, just hard enough!"

Soon…

Chrysalis growled as she looked down at the scene below her. With the changelings' ability to mimic others still disabled, the reinforcements, and the citizens of Ponyville fighting back, it was quickly becoming apparent that the changelings were fighting a losing battle. Turning away from the battle, she spread her wings and took off, giving a call as she did so.

Twilight looked up when she heard the call. "What was that call?" she asked.

Tails noticed the changelings beginning to fly away and soon saw Chrysalis flying away as well. He pointed, "Look! I think the queen is trying to retreat for real!"

Sonic said, "Then it's time!" He dashed after the queen while calling, "I'll stop her! Get everybody else to the Master Emerald!" Tails and Twilight nodded at each other and ran off in opposite directions to spread the word.

Queen Chrysalis looked back as she flew and noticed Sonic coming after her. "Rrgh… Persistent vermin!" she growled. She looked at her changelings and said, "Stop that hedgehog!" The changelings nodded and broke off, turning around and flying towards Sonic surrounded by their green auras.

Sonic stepped to the side as the changelings charged him, avoiding them without losing any speed. Soon, however, three flew towards Sonic, the narrow street keeping him from stepping around them; he would have to jump over them to avoid their attack. Suddenly, from one of the buildings on the side of the street, a shuriken flew out, which ended up cutting across each of the changelings' wings and throwing them off. Espio appeared soon afterwards and slammed into them from the side. "Espio!" Sonic exclaimed. He heard something behind him and turned to see Gilda trying to hold the changelings that had passed him at bay. "Gilda!" he shouted back.

The griffin called back, "Stay on the queen! We'll handle these things!" Sonic nodded and continued on after Queen Chrysalis.

Chrysalis growled when she realized Sonic was still coming and flew down a nearby alley, hoping to lose him. Unfortunately, he not only followed her down the alley, but he managed to do it without losing a lot of speed. "Go away! Leave me alone!" she yelled back over her shoulder.

Sonic yelled back, "No way! You're not getting a second chance at anything, not while the world is in danger!" Sonic sped up and passed underneath the queen, heading for the end of the alley. Coming to a stop, he leapt up towards the wall at the end, pressing his feet against it and jumping off towards Chrysalis. Before she could fly above him, he curled up into a ball and struck her in the chest. Uncurling, he reached up and grabbed her jagged horn as they fell. As soon as Sonic touched the ground, he took off running while dragging Chrysalis behind him. When he reached the end of the alley, he threw Chrysalis into the building across from it, dazing her while he took off, Espio and Gilda following him as he ran.

They soon arrived at the statue of Princess Celestia, where Knuckles, Tikal, and everybody else except the Ponyville citizens had already gathered. Rainbow noticed the three of them and called, "Sonic, Twilight and Tails told us the story! Did you guys stop her?!"

Sonic slid to a stop in front of the Master Emerald and said, "The queen's down for the count for now and her army's in shambles. Now is probably our best chance at this!"

Tikal replied, "We're ready, just so long as all of you are ready." Sonic, Shadow, and Tails nodded, each of them pulling out their Chaos Emeralds and looking at Knuckles.

The red echidna nodded and, as everyone looked on, placed his hands on the Master Emerald. He then chanted, "The servers are the seven Chaos. Chaos is power, power is enriched by the heart. The controller is the one that unifies the Chaos." As he finished, the Master Emerald began to glow brighter; he then said, "To those who feed off of positive feelings! Show them the true power of the feelings those that hold the Chaos Emeralds have!"

At his words, the Master Emerald began to glow brightly and released three beams of light, one at Sonic's Chaos Emerald, one at Shadow's, and one at Tails'. The three of them began to glow the same color as the emeralds as they gathered their positive emotions together. After a minute, the glows faded and the Chaos Emeralds, now sparking with new energy, floated above the Master Emerald, hovering in a circle. A few seconds later, they suddenly came together and, upon contact, unleashed a green, violet, and yellow sphere of energy that began to spread through the whole town!

Chrysalis had just finished climbing to her hooves when she saw the sphere coming towards her. Her eyes widened; it looked all too similar to the spell that Shining Armor and Princess Cadance's love had created. As it came closer, she screamed, "NOT AGAIN! NOOOOOO!" And then she was caught up in the energy sphere, as was every single changeling in Ponyville, and it pushed them until it reached the very edges of the town, where it sent every one of them flying in all directions, yet again.

Although confused by what just happened, the citizens of Ponyville began to celebrate their victory. Back with the group, everyone watched as the Chaos Emeralds floated back down, coming to rest in Sonic, Tails, and Shadow's hands, their new energy burned off. As Shadow slid his Chaos Emerald into his quills, Amy suddenly glomped Sonic, exclaiming, "Sonic, can you believe it?! We won with the power of love!"

Sonic grumbled, "That's totally NOT how we won, Amy."

Rarity watched them with sparkling eyes. "You're really a shy little thing, aren't you, Sonic? I don't see why; can't you see you two would make a lovely couple?" she thought to herself.

She was brought out of her thoughts when Rouge tapped her on the shoulder, saying, "Hey Rarity." Rarity turned her head to look at the bat; Rouge then said, "You know, you weren't half bad out there. It hurts to say it, but it seems I've misjudged you."

Rarity looked at her in surprise for a moment before saying, "Yes, well, you surprised me as well, Rouge. I didn't think you were such a competent fighter."

Rouge replied, "That's not the only thing I'm competent in. Which reminds me; you might want to make sure your home is locked up nice and tight, or I might decide to let myself in and sneak a few gems out. You have some real beauties, after all."

While they continued conversing, Sonic wiggled away from Amy and walked over to Gilda and Shadow. Looking at Gilda, he said, "Hey Gilda! You did some nice work back there! I'm impressed!"

The griffin smirked at him, "Yeah? Does that mean you're going to take back all those 'turkey' remarks?"

Sonic shrugged, "Mm… maybe."

Gilda rolled her eyes, though in a good-natured way, and said, "Good enough for me."

Shadow looked between them as he spoke, "Hmph. You two sure like to talk, but I suppose you did all right."

Sonic turned to him and said, "That reminds me, Shadow. When she showed up disguised as you, the Changeling Queen challenged me to a fight. She wasn't just playing the part, was she?"

Shadow replied, "I have been wondering if you've been honing your skills, Sonic, especially after the incident with the Doctor's amusement park… But it can wait for another day." Sonic and Gilda both raised an eye at this, so Shadow explained, "We were both involved in a large battle. It would prove nothing if we fought at anything less than our strongest. Besides, you have a world to save, do you not?"

Sonic replied, "Two worlds. We're helping the ponies' world too."

Shadow shook his head, "Ponies… I still can't believe it."

Sonic retorted, "Hey, it's not like they aren't used to action or anything. They've dealt with the changelings and other things before."

Shadow asked, "Is that right?"

Twilight came over and said, "Both of our worlds have gotten involved in this time-space crisis, but stopping it is not the only reason we're working together. We're doing it because we want to do it, to protect our world as well as yours."

Sonic looked back at Shadow and asked, "And that's what's really important, isn't it, Shadow?"

Shadow regarded them both for a moment. He then reached his left hand back into his quills; when he brought it out again, he was holding the yellow Chaos Emerald, as well as something underneath it. He looked at the emerald and the other object for a second before looking over at Sonic and Twilight and throwing both at them, saying, "Catch."

Sonic caught the Chaos Emerald in his left hand while Twilight grabbed the other object in midair with her magic. She looked down at it and gasped, "This is Fluttershy's Element!"

Sonic looked back at Shadow and asked, "Where did you find that?"

Shadow answered, "I found it in that crystal mine, before I came across Gilda. I didn't know what it was, but I could sense something about it, so I took it with me." He then asked, "It's important in some way, isn't it?"

Twilight replied, "It is the Element of Kindness, one of the Elements of Harmony. I suppose you could say they're kind of like our version of your Chaos Emeralds."

Shadow nodded, "I see."

Rouge looked over at him and asked, "You're just giving those to them?"

Shadow turned to her and said, "I owe Sonic a favor. And there may be changeling stragglers who might try to steal them while we're on patrol."

Rouge gave him a confused look, "Patrol?"

Shadow didn't answer her; instead he turned and started walking away, saying, "Team Dark, move out!" Rouge and Omega looked at each other in confusion before running to catch up with him.

Rainbow Dash flew over next to Sonic and called, "Hey, wait!"

Sonic placed a hand on her shoulder and said, "Don't worry about them, Rainbow. They'll be fine."

Rainbow looked at him in confusion, "Fine? But he…"

Sonic looked back at the leaving team and smiled, "It's a Shadow thing. It means he trusts us." Rainbow and Twilight both looked at the black hedgehog's shrinking form in wonder.

As he led his team away, away from the ones he was putting his faith in, Shadow allowed himself a rare pleasure.

A small, genuine smile appeared on his face.

---

Whoo! I'd hoped to have this up sooner, but wow! I really went with something I'm not so good at. I just hope you guys thought it was good. At least I got it up before I go back to school on Monday. I'll try to keep updating as regularly as I can, but you know... school, school, school.

Now, first of all, for everyone who thought Trixie was going to appear in this chapter, don't start throwing things at your screens just yet. Trixie IS going to appear (she's already appeared, actually). The thing is, from the beginning, I was already planning for Gilda to appear in the Classic Era and Trixie to appear in the Modern Era. No matter where I decided to place them, though, that still left the question of who the third rival was going to be. I kept bouncing back and forth between ideas. The Diamond Dogs? Flim and Flam? I was pretty close to settling on either Iron Will or possibly the teenage dragons from "Dragon Quest", but then I saw the season two finale and was all "yep, gotta include the changelings somehow". Since the comparison was made in the last chapter, you can think of Chrysalis as the FiM equivalent of Metal Sonic. I actually like this idea better; I get to portray Shadow acting rude like he was in the console version of the game and write it off as it being an imposter and still not stray too far from his character.

And since I brought in the Cutie Mark Crusaders, despite the fact that they weren't there when everypony was taken, I figured I could bring in Celestia and Luna without them being turned to stone, just like the rivals.

I think that's about it. Again, I hope you guys liked this chapter and sorry about giving you another really long chapter. I got into it again and I certainly hope I didn't go overboard.

All right, chapter notes...

When everybody's bowing to Celestia and Luna, Sonic's bow is a reference to the way he bowed to Lady Nimue in "Sonic and the Black Knight" while Espio's bow is a reference to the way Monkey Khan and Sally bow to the Bride of Constant Vigil in Sonic Universe #16.

As you can probably guess, I switched up the location for the battle against (fake) Shadow. Instead of taking place in "Final Rush" with some elements of "Space Gadget" thrown in, it takes place in "Green Forest" with some elements of "Prison Island" (like the rivers of radioactive sludge) thrown in.

Although it's never stated, the place Chrysalis sent Sonic, Shadow, and Gilda to was Quartz Quadrant. Its appearance was based off of how it appeared in the ending credits of "Sonic CD".

When Chrysalis is pretending to be Sonic, she refers to Tails as "Pixel Brain". Sonic often referred to Tails by this nickname in "Sonic the Comic".

The whole "Charles Darwin" thing comes from this: watch?v=4z9SD18UQ-w

When Rouge throws the fake Espio, the whole "at... someone or something" thing is a reference to throwing enemies in the game "TMNT IV: Turtles in Time", since the turtles throw enemies at the screen.

When Twilight is using Sonic and Tails to attack, it's a reference to the Combo Attack from "Sonic 4: Episode 2".

Yes, I decided to sneak Chaos, Tikal, Big, and Omega into this story. I don't know how often they're going to appear in the rest of this story, just in case you were wondering.

Now, I'm going to put this out there now so there's time to think about it. I'm trying to decide where to have everyone go after the Era boss in the next chapter. One reviewer pointed out that, since "Sonic Rush" got a level in place of a "Sonic '06" stage on the 3DS version, that it technically counts as a free spot. So I'm trying to decide what to put in that free spot. My top choices right now are either Flame Core or Coral Cave, but if you guys want to suggest any other stages to me, I'll think about them. Just remember that I'm planning to have the boss that appeared in the original game have some kind of appearance, so if you suggest a stage, it would be best if said stage didn't end with an Eggman boss. He's already scheduled to show up later. That is all.

Music:

Searching for Pinkie Pie - www. youtube. com watch?v=SKp-S6Y7CLY

Random Pinkie Pie Appears! - www. youtube. com watch?v=JGcj9w4Wh8U

The Princesses of Equestria - www. youtube. com watch?v=Lq61raXkB_0

(fake) Shadow Appears - www. youtube. com watch?v=7dyxeG5x-vY

Sonic vs. (fake) Shadow - www. youtube. com watch?v=fJNz-byC8n0

Trapped - www. youtube. com watch?v=Isf9rRHY6Bw

Nightmare Moon Theories - www. youtube. com watch?v=e03B60HaWTA

Amy Appears - www. youtube. com watch?v=A9O3BhEPNHA

There's Something About Sonic... - www. youtube. com watch?v=2ATaFxHxNtI

The True Face of the Imposter - www. youtube. com watch?v=rI3UguJa2mY

Shadow vs. Queen Chrysalis - www. youtube. com watch?v=z6esDAilTi8

Changeling Attack - www. youtube. com watch?v=vblaTqrLEdI

Changeling Free-For-All - www. youtube. com watch?v=RnO6t6q_mwo

Victory...? - www. youtube. com watch?v=X4iYFVZwZoI

Invasion of Ponyville - www. youtube. com watch?v=iMPvoVAX2XU

Desperate Struggle - www. youtube. com watch?v=5JvKAgBHJuo

Reinforcements! - www. youtube. com watch?v=zKLcroA7V-A

Turnabout is Fair Play - www. youtube. com watch?v=04LmryRJMEY

Shadow's Trust - www. youtube. com watch?v=dCGMM3zYLWs