In a burst of speed that the Doctor thought impossible before for unicorns, Trixie had bounded across the room away from the still open doors, shrieking all the while. She quickly jumped behind the TARDIS console and hid in its shadow.

"W-what is that thing?!" She shrieked at the Doctor, pointing out to the open doors and the star beyond.

The Doctor couldn't help but chuckle at the magician's expense. "You should know it." He stated, walking to the doors and opening them fully. "It is the thing that your Princess moves through the sky every day."

Trixie stared at him; face full of non-understanding.

"It's the sun, your sun to be exact."

Trixie stepped hesitantly from the console and to the doors, the massive ball of light hung at a very long distance away from them, surrounded by a black nothingness dotted by a few bright stars that sat billions of light-years away. The light from the sun covered them both in warmth; Trixie could already feel her clothes drying.

"Shouldn't we be like dying from air loss or exposure to space?" She asked bluntly. "...or burning to death?"

"Not really, the TARDIS has a shield with an atmosphere generator providing air." He paused after replying. "Well either that or it's the field in A-76 providing oxygen."

"Field..." The exasperated Trixie muttered, she curiously stuck her head out the door, half expecting her eyes to explode from the exposure but to her surprise nothing happened and to her greater surprise she found the TARDIS to be floating in the middle of nothingness.

She peered straight downward and gasped. Underneath the TARDIS and the sun floated Trixie's planet, the easily recognizable continent of Equestria right under them. The planet sat still, Trixie could see the sun floating very slowly around it at this angle.

"Fascinating, isn't it?" The Doctor asked, looking down alongside her. "I have seen several very extraordinary worlds but this one is amazing." He laughed giddily. "Imagine; a world full of talking, magical horses catching my interest."

"Alright." Trixie started, pulling her head back into the TARDIS. She could already feel her pride rejuvenating from the sun's glow. "Trixie demands that you explain yourself and don't try to back out of it." She pointed to the sun. "You have no place to run."

"Well I could actually hide in the TARDIS." He stated. "But with your magic-y stuff, you might just find me so..."

He ran up to the console and struck a heroic yet absurd pose.

"I'm the Doctor." He said quietly yet boldly. "To put it bluntly, I'm a time lord; an alien from the planet Gallifrey. I have lived for nine hundred and three years and I have saved the universe at least as many times, including this world."

He finished speaking and looked up at Trixie who was silently watching him.

"HAHAHAHAH...!!" Trixie rolled onto the floor, her face contorted in laughter.

"Hey!" He yelled at her, his heroic act gone. "I'm telling the truth!"

"Oh really?" She spoke in short gasps. "Trixie gets the time traveling thing but you can't be an alien, you look like any normal pony."

He smirked. "Well looks can be deceiving."

Trixie looked around the room curiously. "So...time traveling box."

"Yup, time and space."

"This box could take me...anywhere?" Trixie asked slowly, an idea forming in her head.

"Well...yes." He admitted confusedly. "The old girl can take you anywhere and anywhen."

"Well then..." Trixie rushed forward and slammed into the Doctor, knocking him to the floor.

"Hey!" He cried out.

"Trixie guesses that you wouldn't mind if she took it for a ride then!"

She quickly moved to the console and began randomly flipping and turning the many switches and knobs on the machine.

"Oi!" He shouted as he got up quickly. "Get away from her! You can't drive the TARDIS!"

"Oh really?" She retorted. "If an alien with no magic can do it, the Great and Powerful Trixie can do it twice as better."

She flipped a final lever and the machine began to emit the noises from before; the TARDIS beginning to shack and rattle.

Trixie grinned wickedly and laughed. "Yes! With the powers of time at my disposal, the Great and Powerful Trixie will go back in time to that dreadful Ponyville and show that nopony Twilight Sparkle who's the greater magic user!"

After a moment the sounds fo the TARDIS began to die down and everything came grinding to a halt.

"Yes!" Trixie shouted, sprinting towards the doors. "Revenge will be mine!"

The Doctor watched her go with mild surprise at the unicorn's actions. He rose up, dusted himself off and trotted towards the doors, after the magician.

***

Trixie magically threw open the double doors and jumped through them to the beyond. The wind rushed past her as she flew out and landed in some grass.

"Twilight Sparkle!" She shouted bravely. "You had better be prepared for the Great and Powerful Trixie!"

She posed and looked around for the stunned unicorn that would be facing her doom.

She wasn't there.

She still held her pose, her eyes desperately searching the area for her rival, but she found nothing of the sort. Instead, she found something else; a group of ponies standing in a street, staring at her.

"Excuse me?" A voice called, an earth pony wearing a jacket and cap looked up at her.

"Could you get off the flower bed please?" He asked meekly. "You're crushing the plants."

Trixie hung her head, took whatever dignity she still had, and stepped down from the flowerbed and onto the stone street.

"And can you take your box please?" The Gardner asked her.

She turned, confused by his words, and found to her surprise, the police box sitting on the same patch of earth. Shortly after she stepped down, the Doctor poked his head out of the doors, quickly looking around before stepping out.

"Heh, heh..." Trixie laughed jokingly. "You know, Doctor. I only tried to take over because...because..." She racked her brain for answers. "A joke! Yes, a joke."

Luckily, the Doctor was to busy looking around too notice the unicorn groveling at his hooves. His head was pointed upwards, his eyes tracing the buildings around them.

They were in a street, but not one in Ponyville, that was for sure. The street they stood on looked old, with a simple paved road and a massive fence that lined it. It all paled in comparison to the buildings around them; massive skyscrapers made of metal, steel, and glass that lined the outsides of the street, curling upwards into the skyline where Pegasus and strange things flew around them.

To Trixie, it looked like a dream. To the Doctor, it looked vaguely familiar.

"Um sir?" The pony from before spoke to the Doctor. "Could you please move your stuff off the flowers?"

The Doctor, in a trance, ignored the pony and stepped down towards Trixie.

"This place..." He mumbled. "I know this place."

"Doctor?" She stepped towards him and waved a hoof at him. No response.

"Doctor!" She shouted loudly, angered by his ignorance of her.

"Hmm?" He left his trance and looked at her questioningly, the ever-present smile on his face.

"Where are we? What happened?"

"Ah, well you remember when you tried to take control of my TARDIS and try to enact your horrible vengeance?"

"...yes." She replied plainly.

"Well since a TARDIS usually requires up to four people to drive it, you missed your mark." He looked around briefly. "By a longshot."

She sighed, defeated. "Then, where are we? And why are there ponies everywhere?"

"Not sure, yet." He turned to the gardner. "Um, hello there? Can you tell me when we are?"

The Gardner pony stared at him like he had gone insane. "Don't you mean; where?"

"Yeah, sure. You can tell us that part too."

"Well, there's a terminal right over there you can ask." He pointed a hoof to further down the street, where a large black box sat on the edge of the street.

The Doctor nodded and waved to Trixie. "Thanks. Come along companion!"

"Companion?!" Trixie shouted at the earth pony as they moved away from the TARDIS. "Trixie is not a companion. She is a leader."

"Well then, come along leader." The Doctor continued regardless.

They quickly approached the box; a small, square, black thing that looked like it rose up from the ground. It had a black screen on one side and nothing else. Trixie swore that it turned to them as they approached it. The Doctor inspected it once before tapping the screen with a hoof, causing it to light up. He reached into his collar and pulled out the silver rod, holding it in his hoof so that the glowing end pointed at the screen.

"What is that thing?" Trixie asked, gritting her teeth as it emitted the buzzing noise once again.

"This is my sonic screwdriver." He explained without taking his eyes off the box. "It's gotten me out of quite a few scrapes."

"A screwdriver." She said flatly. "You're a time traveling alien and you use a screwdriver."

"A sonic one. It's different."

The screen started to flicker under the sonic screwdriver's influence and morph into a black void filled with swirling lights. A string of data ran down the side.

"I don't believe it." The Doctor gasped quietly.

"What? What is it?"

"Fantastic!" He laughed. "This is absolutely amazing!"

"Will you stop giggling like a schoolfilly and tell me what is happening?"

He pointed estatically at the screen where three red circles were surrounding the group of stars.

"We are in the forty-second century, and on the planet Starro; number three in the top ten planets that you should go to! Right behind the one with the green sky!"

She didn't know what that meant but dryly responded. "Goody?"

"But that's not all." He traced the three circles with his hoof. "According to this monitor, this planet is a space port for the Celestial pony federation!"

"Pony...federation?!" Trixie gasped at his words, looking over the large clusters of stars. "You mean...we did all this?"

He clapped his hooves together. "Yes! Exactly! Your race is almost equal in power to the human empire!"

He ran to the end of the street and turned back to her.

"Come on then! Don't you want to explore your future?"

Trixie watched the pony, who might not be a pony, wave for her to follow into the strange city of the future that her race's descendants had made.

"I can't believe I'm doing this." She muttered to herself before running after the strange pony.

"Hey wait!" The Gardner yelled at them. "What about your box?"

***

The two walked slowly down one of the bigger, more modern streets of the city. Pegasus, earth ponies, and unicorns raced around them, running off to whatever they had to be doing at the moment and completely ignoring the two.

The street was lined with every store Trixie could think of. Various clothing stores and boutiques competed with one another, even when they were right next to each other. Numerous food stores and restaurants also took up space. Trixie could see the familiar signs for such things as a daisy sandwich and hayfries as well as the odd sign for Colorvian blugg.

"Okay," Trixie drew her eyes back to the Doctor. "If we are going to travel together, Trixie demands to know what you really are."

"I told you, I'm a time lord."

She groaned. "Trixie knows that, whatever it means. But you're not really a pony though."

"Well that's true." He admitted. "I actually look like a human in my normal form."

"Hugh-man?" She sounded out, ever confused by his words.

"Yeah, it's like..." He looked up at the sky in thought. "It's like being a tall, naked monkey."

"Sounds ugly." Was all she could say.

As they walked, they began to notice a commotion up the street, a group of ponies were excitedly shouting to everyone that was nearby. The excitement seemed to run down the street and everyone was starting to move in one direction.

"H-hey!" Trixie shouted as ponies bumped past her.

"Excuse me?" The Doctor poked one of the passing ponies. "What's going on?"

"You don't know?!" The unicorn said, shocked. "Illusion the Great is holding another show! You need to get down there before all the good spots are taken! He's like the greatest magic user ever!"

The pony raced off, leaving them behind.

"Illusion the Great?" The Doctor repeated to himself. "Sounds like a magic show, what do think we go and see it, huh Trixie?" He turned his head to see his companion but found only empty air.

"Trixie? Trixie?"

He looked up the street and easily found the show pony running down the street, her cape swishing in the wind.

He grinned. "Alright, I'll follow your lead." He quickly took after her.