High above the fields, inside the dark cloud, a few ponies grumbled as they sat besides a small window that overlooked the town. They were, once again, on look out duty. The cadet, a young red pegasus, didn't care for any of it since the entire thing was just a waste of time. Without pegasi the farmers couldn't do a thing to stop them.

Then again he did hear about the one mare attack a bit ago, if nothing else at least look out duty had kept him from getting a black eye. Even though they likely would get yelled at for not seeing the pony before she bucked in a door. So between small games of go fish the pony would glance below with his binoculars. It was during one of these times that his mouth fell open as he gaped in disbelief. Quickly he motioned one of his fellow cadets over. "Look at this!" Shoving the binoculars in the startled pegasus's hoofs, the first pony motioned down towards the ground.

After a few seconds of staring the second cadet let out a gasp. "I'm going to go get the lieutenant!" He said nervously before running off, dropping the binoculars and leaving their game undone. The first pegasus picked them back up, before looking to Appleoosa again. His hooves got sweaty as he nervously gulped.

While it was true the chances of an assault on them was next to impossible, what he was seeing now led credence to the idea the blue mare was just the beginning. Frankly, they weren't prepared. The majority of their forces had been dispersed once they captured the children and it was assumed they had everything under control. They only had a skeleton crew now, the majority of their forces either helping other outposts that had lost control or to keep an eye on the dragon, in case it awoke. That was probably one of the scariest things he could think of, what would the Water Nation do if the Great dragon awoke?

Worst of all, there was but a single water bender here, their lieutenant.

He whipped the binoculars to the right as a pink movement caught his gaze. What in the world was she- “EEK!” he shrieked like a filly as she looked straight up at him and waved! The binoculars were dropped as he darted back from the window, trembling and trying to think of anything else. There was no way the mare could have actually seen him, right?

He prayed they wouldn't have to go down there. He knew how to deal with riots, rebellions, assaults, even war. But how in all of the Water Nation do you deal with a party?

------

"Um, Pinkie, about this celebration for the Water Nation... Are you really sure it's a good idea?" Fluttershy asked as she looked around nervously at the commotion. "I mean-"

"Oh, don't you worry your pretty little head about the mean ol' Water Nation. Your auntie Pinkie Pie's got it all taken care of." Pinkie interrupted as she patted the annoyed looking pegasus's head. "I'm going to go make sure the tug o' war game is going okay!" the excitable earth pony said as she hopped off.

“I'm a year older than you..." Fluttershy grumbled as she watched her friend depart.

"Okay every pony! Get ready! Get set! Go!" Pinkie raised a hoof as the ponies and buffalo on either side of a long rope began to pull with all their might, in an attempt to dump the losers into a small muddy pit between them. However, the pit seemed to be a waste of effort as the buffalo team gained a few feet before giving one massive pull, pulling the earth ponies off their hooves and sending them flying them through the air and over both the pit and their opponents! Straight into a wagon full of muffins.

"My muffins!" A grey pegasus shrieked as her eyes went wide and derpy.

Pinkie felt some pony tap her back, drawing her attention from the apologizing ponies. "Pinkie," Braeburn said as she turned. "I appreciate your help and all but your friends really shouldn'ta gone up there. I wish yah woulda told us before they went and tossed themselves in the den of those snakes. It's too dangerous! Then yah go and have us throw this shindig. How exactly is any ah this going to help them?"

"What better distraction than a party, you silly billy? Every pony loves a good party!" Pinkie said as she sampled some of the fruit punch, seemingly ignoring the stressed earth pony. "Maybe I should have added a little lemon..."

"But Pinkie! We should be preparing for yah friends, not throwing darts and pies! This is just a waste ah time. What about our young ones?!" Braeburn snapped angrily with a stamp of his hoof on the ground.

"Braeburn. This isn't just a party." Pinkie said as she gripped both of the startled pony's cheeks in her hooves, squeezing a little as she stared into his eyes. "This is the best hoofing party any of you ponies have ever seen. This is going to be a party where you stay up til the moon comes out, which it doesn't because we haven't fixed that yet but if it did we would party until long after it came out! This is going to be the greatest, no, most triumphant, no most awesome party EVER! And none of those Water Nation ponies will resist it! Once this is over you'll have every pony back before you can say pickle barrel kumquat! I love saying that. Pickle barrel kumquat pickle barrel kumquat pickle barrel kumquat! Come on, say it with with me! Pickle barrel-" Hundreds of miles away an orange earth pony felt a shiver go down her spine as she looked around fearfully, before shaking her head and bucking an apple tree.

------

Far above the town in the Water Nation cloud base Rainbow glared at the two pegasi leading her to the prison. Both were nursing bruises and bumps from the fight, the one on her right limping from a twisted ankle. She was led to a wooden room, enchanted and built into the cloud. Inside she could see a few pegasi, earth ponies, and a young buffalo. The guards opened the door and motioned her to enter, which she did slowly. A wicked grin formed on her lips as she made a sudden step towards the guard with the twisted ankle. He shrieked and jumped back, falling onto his flank. She smirked knowingly and let out a snicker as the guard flustered about and got back to his hooves.

Once she was inside the door slammed shut behind her and she listened for the guard's hoof steps to leave, even though they were dampened by the cloud's padding. Once they were clear she turned and looked around. "Okay, who's the boss here?"

Some of the ponies raised their heads but quickly laid them back down. "Hey answer me! We're breaking out of here. Who's with me?!" Rainbow said as she posed, standing up straight and spreading her wings out dramatically. The only response she got was some light coughing. "What's wrong with every pony?" the pegasus demanded as she moved around the room, trying to prop up the ponies as they merely flopped around.

"Give it up." The buffalo child said with a sigh. "There's no escape from here. Even if you get out of this cell there's a water bender out there and you can't do anything against that." The ponies murmured their agreement as Rainbow stomped a hoof down, making their prison shake for a few seconds.

"That's where your wrong! Me and my friends have come to rescue you, all of you. We're getting you out of here whether you like it or not!" Rainbow said with a glare.

"You and what army?" One of the earth ponies grumbled as she rolled around so her back was to the pegasus.

"I'm a wind bender, so I'm an army by myself! Oh, and the avatar too. We need every pony to be ready to go at a moments notice." With those words almost every head in the cell shot up.

"Did you say the avatar? But the avatar has been missing for a hundred years!" The buffalo said in disbelief.

"Well I found her. My name's Rainbow Dash and the avatar is a close personal friend of mine. In fact she owes me big, I've saved her life plenty of times." Rainbow bragged, puffing out her chest.

“No way. There's no way the avatar is here. You're just making stuff up so we'll try to break out with you,” a pegasus grumbled as he flopped back down and rested his head on the ground.

“Hey! I'm not a liar, the avatar is really here. I swear. If I'm not telling the truth may my feathers fall off and my cutey mark go bald,” Rainbow said as she crossed a hoof over her heart.

The buffalo gulped as she got to her hooves. "Is it true, the avatar is here? Really?”

"The one and only. Right this moment she's enacting our brilliant plan. She should be here any minute," the wind bender said confidently as she motioned every pony up. “But you all need to be ready to go. We're getting you home where you belong.”

------

Twilight was going to die. She knew it. The mare stopped breathing as she held the clouds tight against her body and tried her best to stay quiet. After a few moments she heard her pursuers run by and slam the door down the hall. She slowly peeked out from her cloud cover and glanced around. All clear.

The unicorn pulled free from the clouds and started trotting down the opposite way from the guards, trying to be more careful to avoid detection as she went over her lessons with Rainbow again, mouthing the words as she walked.

******

"Okay to not fall through a cloud... You need to be cool." Rainbow had said during their training, before she stepped on the training cloud.

"Excuse me?" Twilight had muttered, confused at the odd lesson.

"Yeah. You need to be too cool to fall through the clouds. It comes natural for a pegasus, but for a unicorn... Well... Okay you need to have sufficient coolness, awesomeness, and radicalness. If you have enough of one it should make up for the others."

"But... Aren't those the same thing?"

"No Twilight. That's why you're not able to walk on clouds yet," Rainbow said with a smirk. Twilight glared before moving in to examine the pegasus's hooves closely.

She blinked as the information filtered through her brain and she began to process the magical signatures into what she could understand. "...I think I see! By combining the power of natural wind bending inside a pegasus with the inherent electromagicalstatic field we use to grip objects, you create a force capable of altering the density of a certain amount of cloud, essentially forcing it to maintain its shape and position relative to you, rather than allowing it to disperse and allow you to succumb to gravity!" she exclaimed in excitement!

"... Twilight. You are such an egg head." Rainbow grumbled with a shake. "Now manipulating clouds is a bit trickier. Its easy to knock them around and grip them." She demonstrated by flapping her wings and sending the cloud to bounce on the ground a few times with concentrated bursts. "But shaping them, well..." She flapped her wings, as the cloud formed into a ring, before dissipating. "Is a lot harder since the clouds will probably break up."

"Uh huh... Fascinating. By using the propulsion energy of your wings to start off the burst and then use your wind bending to guide the force it allows you to direct and dissipate certain portions of the cloud. Also while using the power generated from wind bending to apply a counter balancing force on the portions of cloud you wish to maintain as is, rather than altering their basic shape."

"... How did you get that from what I... What did you even just say? Just work on the cloud, okay?" Rainbow had said as she sat down. "Is that how ponies talked a hundred years ago?" She had grumbled to herself, though Twilight pretended not to hear.

******

As the thoughts faded from her mind Twilight slowly began to sneak into a small room, glancing around in case anyone saw her. Moments later a grin formed on her lips as she saw what was in the room and stepped inside. "This will do perfectly," she mumbled out loud as her mind began to whirl.

"Perfectly for what?" A voice asked from behind her.

------

At that moment, across the continent, a tall white unicorn sat within her struggling airship. She was plagued by a lack...a need that she could not fill. Celestia's kazoo was off limits. She longed to play another prank on her niece but with the air ship in such ratty repair and losing air, she knew better than to cause her niece more stress. No matter how amusing it would be. "Water Nation outpost off the port side!" one of the pegasi called as their damaged ship slowly altered its course, the balloon giving out a momentary high pitched whistle as yet more air escaped it.

Celestia looked to Rarity, who was sitting on the bow of the ship. She hadn't moved from that position in hours, slight sun burns forming on the young mares body. Having gone around the lightning plains it had looked like they might catch the avatar. Until the balloon holding them aloft began to leak air from the damage it sustained from their first encounter with the powerful bender. It was all they could do to stay aloft and so they had no choice but to return for repairs at the nearest Water Nation outpost.

The elder unicorn slowly got to her hoofs and walked to her little niece, a hoof moving to rub the smaller unicorn's back. "There there little one. We will make up for this lost time. Relax, enjoy yourself. Soon you will have a full stomach and all will seem better."

"Things will seem better when I have the avatar!" she snapped, her rage flaring. "If we had just went through the lightning plains we..." Her voice trailed off as a massive air ship flew over them, pulled by the darkest pegasi Rarity had ever seen. "No. It can't be. Is that..."

"The Tsunami..." Celestia said gently, her face grim. "Pulled by the Shadowbolts. This does not bode well..." She glanced at the port as their damaged ship docked with it. Soon a handful of ponies came out to deal with their ship, though many more headed to inspect the Tsunami.

Rarity cringed as laughter she knew far to well filled the air, but she had no choice to endure what she knew was coming. She slowly walked down the gangplank from her ship. "Oh my. If it isn't the fabled child, Rarity," the voice rang out as the mare kept walking, trying to head towards the mess hall of the outpost and ignore that voice and what it was attached too. Unfortunately she suddenly found the unicorn was blocking her way. The general stared down down at the white mare as if she was gazing at an insect she wished to crush. "I can't help but notice your ship. What exactly happened?"

"... We encountered bad weather and wind pegasi." Rarity grumbled as she shoved past the mare, ignoring her taunts.

Trixie watched the fallen princess walk away and into the outpost before she turned to her guards. "Snips, have the ponies of that ship questioned. Snails, question every pony at this outpost, find out if any new information about the avatar has surfaced." She then turned and began to walk to her ship, "I will be in my quarters. Return to me when you find out what I want. Or don't return at all," she warned coldly, her voice holding an edge of malice as the two stallions nodded rapidly and saluted, running off to do their tasks and accidentally slamming into each other.

------

Back across the continent in the small apple town of Appleoosa an excited voice rang out. "Okay every pony, positions!" Pinkie yelled as five shapes began their descent from above. Fortunately positions were easy to get into, namely because no pony had any idea where their positions were or what the plan was so they just kept doing what they had been doing.

"Um. What exactly is the plan? We settler ponies don't mind a little rough housing, but our kids are up in those clouds. We don't want to-" Braeburn was silenced however as Pinkie put a hoof to his mouth.

"Trust me. Nothings going to fall, if it was my Pinkie senses would pick up on it." The excited pink pony began to hop off, leaving the confused Appleoosian behind her. "Welcome to Appleoosa! Are you ready to par-tay?" She said happily as she hopped around the five confused Water Nation pegasi when they landed.

"We are... under strict orders to investigate and stop whatever your plans are. We're not exactly sure what it is your doing, but we of the Water Nation wi- Could you please stand still? AH!" The lead pegasi was dragged off suddenly to the dessert table.

"Try some pie!" Pinkie said with glee. "Enjoy yourself! It's a party and what's a party without fun? It's just a part bad! Or a part-bee-aye-dee! We can't have that!" She sand as she more or less force fed the pegasus pie.

The pegasus stared at the mare in confusion, pie covering his mouth. But after a short wait he swallowed, his eyes wide. "Well... The pie seems tasty. I guess. I guess... investigating this party can't end to badly. Its not like you ponies can do anything to us." As he nodded to the other pegasus and they began to see what the fun was about, though cautiously.

Pinkie grinned as she hopped around to the other pegasi and showed them all the games and fun things they could do! Only stopping for a moment by Fluttershy. "Operation distraction is a go!" She said happily, before darting off to refill the punch bowl.

------

In the cloud above Appleoosa Rainbow paced through the cell impatiently, occasionally glancing at the door. "Ugh. Where is she? She should have been here by now. Okay every pony, change of plan. I think the avatar might be having some problems." Groans filled the cell as the light began to die from many of the prisoners eyes. "Now stop right there. I'm going to break out and find out what's keeping her. Th-" She was cut off as the back of the cell exploded, clouds and shards of wood covering all the occupants of the cell. "What the..." Shaking the mess off, Rainbow looked back towards the new hole.

"Every pony into the carriage! Move, move!" Twilight yelled. She was standing on top of a large blue open sky carriage. However that didn't worry Rainbow. What did was the fact that two pegasi were pulling it. Two Water Nation pegasi!

"Twilight? What's going on? Who are they?" Rainbow asked as her wings began to flap hard before sending a burst of wind straight at the two pullers. However the one on the left lifted his left wing, cutting the wind and forcing it to dissipate harmlessly to the side. "Did... He just... Wind bend. How...?"

Twilight jumped down from the carriage, “Every pony who can't fly hop in! We're getting out of here. Come on!" The unicorn frantically motioned to the cart, but no pony was willing to get near it. "What's wrong?"

"We're not going anywhere with Water Nation! This is all just a trick, isn't it? Make us think we're safe, and then... Then do something worse to us!" The buffalo child said quickly, her eyes focused on the two supposed Water Nation ponies.

"What? No! Of course not. These two are not Water Nation ponies, please, we need to go. I can explain everything once we're gone. Some pony might have heard," Twilight said anxiously as she kept glancing down the hallways, a nervous lump in her throat. Already they could hear the sound of armored soldiers running towards them.

"Aren't Water Nation ponies?" Rainbow said with disbelief. "They sure look like it. Come on Twilight. I know you're trusting, but this is ridiculous! Whatever they're up to, it can't be good. We can't trust them."

"We're not Water Nation," The pony on the left said, "and your friend is correct, we must leave."

"We're not leaving with Water Nation ponies. If you're not, prove it." Rainbow said as she stomped a hoof down on the wooden ground.

The two ponies sighed and looked at each other, before casting off their Water Nation wear. Rainbow's mouth almost hit the floor as she stared at the two. One was a blue pegasus, with a dark blue mane and green eyes, while the other was a yellow pegasus, with a fire colored mane and orange eyes. However, that wasn't what had the wind bender's attention. Both had been wearing full blue body suits under the armor which covered all but their wings, ears, mouth, manes, and tails. The suits had lightning bolts around the hoofs and along the bottom.

"You're... You're... You're Wonderbolts!" Rainbow said as her voice turned high pitched, almost a squeal.

"Yes. My name is Soarin' and her name is Spitfire. Now can every pony please get into the carriage?" The prisoners snapped to it now, jumping into the carriage quickly.

Rainbow dashed to Twilight's side. "How come you didn't say they were the Wonderbolts?!" she hissed, struggling to keep her voice low.

"I don't even know what a Wonderbolt is! They just told me they were trying to rescue the prisoners too. I figured hey, they didn't set off the alarm, maybe they were telling the truth."

"How can you not know who the Wonderbolts are?! Every pony knows who the Wonderbolts are! You live under a ro... Oh. Right. In a rock," Rainbow glanced back to the two, who were currently helping the colts and fillies get into the carriage. ""The Wonderbolts are some of the greatest wind benders in existence! Not only that, but they're responsible for most of the attacks and resistance movements against the Water Nation in Wind Country! They're heroes! Legends! The best of the best!"

"Err... Wow. That's pretty ummm... Impressive. I take it you've studied them a bit?" Twilight asked nervously as she took a step back from her excited friend.

"Studied? I know everything about them! Soarin' and Spitfire alone are two of their top-"

"Ahem!" A voice called behind them. Spitfire was tapping her hooves, "Avatar, pegasus pony, we need to go." As she motioned to the cart. All of those who couldn't fly, either because they didn't have wings or were to weak, had already been loaded on with a few of the flying pegasus standing besides the carriage.

"Oh, right. Sorry, that's our cue." Twilight took a deep breath. "Ready Rainbow?" she asked as she glanced around, expecting soldiers to pop out any moment. Where were they?

"Ready," Rainbow said with a confident grin, readying her wings. The Wonderbolts were here so it was time to show her stuff, to show the best she could do. She would show just how amazing her... bending... was... compared to the greatest wind benders in the world. Oh dear. She froze for a moment, missing the timing as Twilight sent out her own burst of wind, only puncturing two walls of cloud.

"Rainbow? Whats wrong? I'm not going to be able to do this by myself. We need to-"

"Do nothing." A voice said as clouds formed over the small hole Twilight had just made. Blocking the way of the carriage was a unicorn pony wearing the blue uniforms of the Water Nation. Her horn was glowing as the clouds around them began to swirl. "I'm not sure who all of you are. But my queen will surely reward me for capturing two Wonderbolts." From above Soarin and Spitfire the clouds suddenly began to swirl down towards them, too fast for the two to escape while attached to the carriage. They cringed and lowered their heads to try and dampen the blow, but suddenly a burst of flames shot out and enveloped the attack, turning it to steam.

"Every pony out!" Twilight yelled quickly as fire surrounded her horn. "I'll deal with this!” she stepped to the side as the Wonderbolts raced past her. “Rainbow, make sure they get out of here!”

The pegasus looked troubled for a moment before taking off after them. “Okay! Be careful!”

The Water Nation unicorn stared at them in confusion, not lifting a hoof to stop the escaping carriage as she tried to process what she just saw. "Fire bending? Impossible! The fire benders are..." her eyes went wide and her voice trailed off as realization set in. "I'd heard rumors, but... The avatar? Here?" She grinned as she began to walk towards the mare, the clouds swirling around them faster. "I can get those prisoners later. Capturing the avatar will bring me power and privilege far beyond my wildest dreams!"

"Your not capturing any pony today," Twilight said as she dug her hoofs into the swirling cloud, using her small control of wind bending to keep the cloud current from knocking her aside. Though a small bead of sweat began to trail down her forehead as she watched the pony. She couldn't hope to control the clouds anywhere near as well as this opponent. If she wanted to have any chance she had to think fast.

------

In a certain Water Nation outpost, far from the conflict, Rarity poked at her alfalfa gingerly. Her aunt sat besides her and was poking at her own alfalfa in a very similar way. "Does one really have to eat this?" the princess grumbled as she slowly chewed on a piece.

"Yes. Food can be scarce at times, you never know when you'll be short a mouthful. And... Oh dear." Celestia sighed as Trixie wandered into the mess hall, smiling like the gryphon that just caught the mouse. The general sauntered over to sit across from them and watch the young unicorn.

After a few moments of intense glaring from the princess, Trixie finally spoke up. "So you encountered the avatar. You should have reported this to me immediately."

"It's none of your business. Capturing the avatar is MY duty. Not yours." Rarity snapped as she picked at her alfalfa.

"Oh. In that you are quite wrong." Trixie's grin got even wider, almost wide enough to split her face in two. "You see our leader, Nightmare Moon, has delegated this task to me. The Great and Powerful Trixie. I have been allowed access to all of the nation's resources, including the use of the Shadowbolts, to complete this task."

"The avatar is my duty. Stay out of it." Rarity growled, gritting her teeth so hard she felt they might crack. It took all her strength of will to stop from screaming at that news, or bursting into tears.

"Oh don't you worry. Think of it this way. Once I've captured the avatar you can think of your time away from the capital as a vacation. A permanent vacation," the blue unicorn gloated as she began to laugh. She was enjoying herself to much to notice the hoof until it slammed into her face, knocking her backwards out of her chair and onto the floor. "Ahhh! You dare to strike the Great and Powerful Trixie?!" She growled as she looked up at the offending mare, her hoof holding her face. Celestia struggled to hold Rarity back but rage had over taken the princess.

"I will destroy you! The avatar is mine!" Rarity growled, "I challenge you to a water duel!" She snapped as the water in the room began to shake and pulsate, glasses and bottles shattering.

"NO!" Celestia said, shaking her head rapidly.

"I accept." Trixie said as she rubbed her eye, a bruise beginning to form. Slowly she got to her hooves while gazing upon the fallen royal unicorn. "Your mother was gentle what she fought you. I won't be," the mare growled as she turned and stormed towards the exit. "One hour. Then we will fight." The door to the mess hall slammed behind her, the room going silent as the few other ponies in the mess hall stared or tried to clean up the mess.

"Oh Rarity... What have you done. Have you forgotten what happened the last time you faced a master water bender?" Celestia asked as she shook her head.

"No. I will never forget and I will not back down." Rarity got to her hooves, slowly turning to her aunt. "However... I would appreciate your tips and advice, auntie..." She said softly as the rage began to cool from an explosive boil.

The elder unicorn smiled at her young niece before getting to her feet. "Very well. We have very little time but I will do my best to prepare you for this fight." She prayed luck would be with her niece. She'd need it.