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"Metal!" Sonic yelled to the hovering robot. "Look at this madness! Just what do you think you're doing?!" his fist clenched tightly as his breath hissed through clenched teeth and tossed the backpack that held their supplies aside as Rainbow Dash inched her way away from him, sensing the animosity between the two.

"What was necessary to ensure the safety of this world, these fools would raise arms against he who would deliver this world from the fire," he responded.

"You and Eggman weren't satisfied with Moebius? You had to follow me here to destroy another world? Well that's not gonna happen Metal, I won't let it!"

"Then you will perish with them," he announced as his engines spooled up, prepping to strike at the blue hedgehog.

"Keep talking Metal," Sonic said, widening his stance, gearing himself to leap into battle with his longtime foe. "You're not gonna sound so tough when I snap you in two, you tin foil faker!"

"Faker…" suddenly Metal Sonic's engines wound down. The bright red light emitting diodes that normally formulated his lifeless pupils became erratic and streamed lines of code, comprised of numbers and letters sporadically across the black visor that as served the robot's eyes.  Arcs of electricity jumped between his spines and the sound of back feed and static filled the air. Suddenly, Metal's thrusters sputtered and died, causing him to fall lifelessly to the ground, banging roughly into the wreckage of the Equus, shortly after the back feed died down to complete silence and the robot lay against the ground, motionless.

"What the?" Sonic muttered in confusion. He had never seen Metal like this before.

"Sonic!" the blue pegasus shouted over the commotion, "He did this before, when my team fought him, he started making weird noises like that before he took half my team out!"

"Gotcha," Sonic said waving her off as he slowly edged his way closer. Had he malfunctioned? Did he have some sort of system shutdown? Did he run out of batteries? All of these were thoughts that ran through Sonic's head as he closed the distance between them. Before he knew it, he was standing right beside him. Upon further inspection, he saw that electronic lines of code were still streaming across his visor. "Metal?" he called out, unsure of what to make of the situation while nudging him with his sneaker. When no response was given he turned back to the pegasus and shrugged, who shrugged back at him in response. Just as he was about to turn back, Metal Sonic's internal PA system kicked in and suddenly the sound of a familiar voice that Sonic recognized as Shadow played out, giving him a shocking sense of déjà vu.

"Faker? I think you're the fake hedge, hedge, Hedgehog around he-zzzzzt!" Metal spoke in Shadow's voice, looping over itself like a broken record before shorting out.

"Just what the heck is going on with you?" Sonic questioned out loud, but mainly to himself as he crouched down close to Metal, trying to make heads or tails of the situation, confused as to why he was reciting something Shadow had told him years ago. Just as he leaned in close, the recording began to play again.

"Faker? I think you're the fake hedgehog around here. You're comparing yourself to me? Hah! You're not even good enough tooo beeeeeee myyyyyyyyyy faaaaaaaaaaaaaaake." His voice slowed and slurred down to halt.

"Ugghhh," Sonic sighed, getting annoyed at the situation.

"What…What's wrong with it?" Rainbow Dash asked as she trotted over to him, looking over the robot as well, seeing as he appeared to be incapacitated.

"Simple," Sonic said, standing up from his crouching position and swiftly kicking Metal in head. "He's nothing but a lousy piece a junk," he said confidently with a reassuring grin that put a relieved smile on Rainbow Dash's face.

"System recovery complete," a pleasant female voice spoke out from the downed robot, prompting the two of them to look back down at Metal. Instantly the streaming numbers and letters flickered back to Metal Sonic's normal eyes, and his turbine engine spooled up to power instantly. The next words that came out of his speakers were in the Sonic's own voice. "I'll make you eat those words!"

Metal's thrusters roared to life, scorching the ground beneath him and propelling him headlong into the ill-prepared hedgehog, slamming his metal forehead directly into Sonic's jaw, launching him into the air and crashing into debris over fifteen feet away as he took to the sky. The violence of the takeoff sent Rainbow Dash stumbling back onto her haunches as she scrambled to put distance between them.

"Man, I hate it when I'm right," Sonic shook his head as he pulled himself off the ground, wiping a small trail of blood from his bottom lip annoyed with the irony that Metal used his own words, in his own voice no less, against him. "Now where did that two bit air conditioner go?"

His answer came in the form a screaming rocket engine as his doppelganger swooped in for a strike to his left side that he was narrowly able to somersault aside to avoid. Metal quickly spun and engaged his engines to halt his propulsion and advance on him again; however, Sonic had already recovered and sped towards, him vaulting over him as he flew in the opposite direction. Metal tried to spin on him again, but Sonic had already back flipped into the air and struck at him with a homing attack. As the blue hedgehog's attack slammed home, Metal sailed backward crashing into a steel beam left standing from the Equus crash. Not allowing his foe anytime to recover, Sonic bolted towards him, planted his left foot into Metal's chest and kicked him with his right foot in the face with a scissor kick. Using his momentum from the kick, he black flipped into the air and manipulated his homing attack to propel himself back at Metal to deliver a side thrust kick into the robot's gut.

Just as the strike connected, Sonic felt Metal's iron claws wrap tightly around his ankle and shoulder.  He may have gotten the kick off, but now Metal had the upper hand as he felt the robot raise him up before slamming his down into the ground, eliciting a grunt of pain. However Metal's grip did not release and next thing Sonic knew, he was being spun rapidly by his left ankle at high speeds. He was beginning to feel sick when suddenly Metal's grip released, and before Sonic could react, pain rang through body as he struck and bounced several times off the dirt and debris of the wreckage as Metal skipped him across the ground like a stone on water. Sonic's skin burned as it slid across gravel and bits of metal as he skidded to a halt. Once his body stopped, Sonic planted his hands on the ground to push himself up to his hands and knees. However, Metal's attack was not over. Before he could get to his feet, he heard of the scream of Metal's thrusters which instinctively made his muscles tense as he braced. Metal hit the brakes right before colliding with him and let loose on him with his right foot that had been cocked behind him. The kick connected with Sonic in the sternum, launching him high into the air.

Sonic's chest burned with pain. He counted his blessings that he wasn't kicked in the face, but he needed to respond in kind and bring this fight to an end before Metal got out of hand. He corrected himself mid-air and rolled into a ball and quickly revved up his spin dash. Once up to speed, he used his spinning momentum to amp his homing attack and zip back to the ground, attempting to slice through Metal's hide. However, Metal sidestepped the attack, causing the hedgehog to burrow into the ground out of sight. For a moment, Metal focused on the ground, then he quickly engaged his thrusters to propel from the spot he was standing just as Sonic burst from the ground beneath where he stood. Sonic landed and skidded on the ground while maintaining the spin dash kicking up rocks and debris behind him as he circled around in his current state until he was lined up with Metal Sonic and took off at him at breakneck speed. Metal quickly accelerated to the side as Sonic shot towards him, not wanting to tangle with him while he was slicing anything that was unfortunate enough to come into contact with his spin dash. Once past his nemesis, Sonic made a hard right, turn squealing loudly from the friction and kicking up dirt and rocks as he made another go at Metal. The robot dodged the attack as before, again and again. Sonic was relentless and his attacks were quick as Metal calculated a way out of this predicament, until the he formulated the best way to fight fire was with fire. On Sonic's next pass, Metal quickly spun into his own razor sharp spin dash and zeroed in on Sonic.

Rainbow Dash crept slowly from her hiding spot, and flabbergasted at the battle unfolding before her. Moments ago she had seen Sonic tear through solid steel when he balled himself up like that, now witnessing the speed and control he had while like that blew her mind. But when the robotic hedgehog followed suit and spun into a ball himself and the two began clashing back and forth, it took her breath away. Whenever the two collided, sparks flew through the air as they ground against each other before be flung apart. They struck at each other so rapidly and repeatedly, Rainbow Dash lost track of who was who in all the dust the two had kicked up until finally, after one particularly violent clash the two split apart and sailed across the sky, rolling out of their respective spin dash's and landed facing each other, both looking worn, scratched and beat up, but not tired at all. In fact, Rainbow Dash could have sworn she saw a smile on Sonic's face.

"It is no use you miserable organic fool." Metal spoke out. "You will find no victory this day, and I will finally prove to all that I am the one true Sonic."

"Good to see you're back to your stark raving mad ole' self Metal," Sonic said, cracking his knuckles. "I was beginning to worry someone spilled coffee on your motherboard or something."

"You cannot possibly beat me, my cause is righteous and I will smite all that would stand in my way of averting the coming holocaust."

"Now what are you rambling about? Do you have a trojan horse or something rattling around in that chrome dome of yours?"

"I was chosen to be the instrument of salvation of this world. I will stave off the coming apocalypse."

"Oooookaaaay…So I see you're being more insane than usual."

"Enough talk," Metal announced as his engines spooled up loudly as power built up in his body. "I am going to hold your worthless beating heart in my hand."

Sonic picked up on Metal's power core whirring its way up to speed and responded by placing a hand on the ground and began running in place until was had achieved his Figure 8 Dash. "Alright Metal…Let's see what you got."

"Why would she trick us like that?" Spike said, pulling out of Spitfire's grip to head over to the incognito Princess. "Lemme go Spitfire, I'm gonna find out what's going on!"

"Hang on there, little dragon," Spitfire responded, trying to hold him back, surprised the small dragon was a strong as he was. "I'm sure the Princess has her reasons, besides, I don't think this is the best way to-" but it was too late, with a unnaturally strong tug, Spike was free of her grasp and was storming over to Twilight, Rarity, and Midnight Tracer.

However his trek was interrupted as Twilight got up from the campsite at the sight of Spike and pranced over to the dragon happily. "Listen Spike, I've never met any stallion so, so in touch with our history and so full of stories and magical knowledge."

"Twilight that's because he's re-"

"Spike, I know this may be hard for you to understand but I feel like I'm really connecting with him, I think I might want to ask him to be my very special somepony…Do you understand?" Her voice was one of shy excitement and nervousness.

"Oh no, Twilight…" Spike said, not sure of what to make of Twilight's infatuation with Midnight Tracer.

"At first I thought he would go all goopy eyed for Rarity, but he didn't! He was actually more interested in talking about magic and history with me. I couldn't believe the stories he knows about Star Swirl the Bearded that Princess Luna taught him," she said giddily. "He practically bored Rarity to death so I think I got a real shot with him, Spike."

Spike was about to try and explain the situation to Twilight, but a high pitched scream rang through the air that belonged to Fluttershy. Instantly everyone in the camp sprang into position, the wolves quickly drawing their weapons and surrounding the mares. Spitfire drew her blade and took to the air just in time to see the yellow pegasus galloping from woods as fast as she could, with Big Mac and Foxtrot close on her heels. Not twenty paces behind them was a pack of rogue wolves seven strong, all of whom, upon reaching the tree line, halted their charge and kept their distance.

Spitfire cared not for why they cut off pursuing her team, but she was going to make sure they paid for allowing them time to regroup as she flew alongside Big Mac and Foxtrot who were now the heart of the camp, Fluttershy dove into Rarity's arms like a frightened child as Twilight tried to calm her friends who were all prancing about nervously in a tight huddle.

"Twilight!" Midnight Tracer yelled. "Protect the elements! That's what they want!"

"Girls!…Be ready for anything!" Twilight said. Then, using her magic, she levitated the elements from their respective saddle bags and placed them on her friends.

"Captain we're under attack, they came from upwind of wind of us, I caught their scent on the wind," Foxtrot reported quickly, falling into formation as the group changed dynamics. He moved beside the flying pegasus and Milo putting their fighters in front of the mares. Big Mac waded in between them, ready to charge at anything that came close to his sister or her friends.

"Good work, was it just these mutts out there?" Spitfire asked, trying to learn as much as she could about this new foe.

"These were the only ones who gave chase, I'm not sure of any others."

Milo, the largest and most battle seasoned of the wolves turned his nose up to the sky and sniffed the air and let out a deep growl. "I don't like the smell of this; it doesn't seem right."

"I agree with the wolf, Captain," Midnight Tracer said, moving forward towards the seven bogeys at the tree line, their red eyes glowing in the night. "All battle reports from the war have said these turned wolves should be attacking with reckless abandon, yet they bide their time…why?"

Spitfire didn't have an answer, nothing she could give to Midnight Tracer anyway, now that she knew that she was the Princess in disguise, she above all others would have access to the battle reports. On top of that, she agreed with her, she had never known them to pull a tactic like this…was it a scare tactic? Were they planning to flank? A Distraction? A DISTRACTION!

"AMBUSH!" she yelled as loud as she could, taking to the air and turning around to check their exposed rear flank where the mares and the elements were most vulnerable. No sooner had the word left her throat than two thick rope lassos lashed out of the opposite side of the woods and hooked true on their intended targets.

Two high pitched screams filled the air as both Twilight and Rarity felt the ropes tighten around their necks and pull taught. With a quick jerk they both fell hard on the ground and started being dragged across the ground to the woods, Applejack and Pinkie quickly rushed and held onto their unicorn friends struggling with all their might, managing to slow their attacker's progress. Spitfire quickly flew to save them, however was intercepted by an ear splitting screech as a griffon descended on her from the nearby treetops and pinned her to the ground while more circled in to harass the rest of the team. The seven wolves that had remained at the tree line raced forward and engaged the group, while at least a dozen more or so ran in from the sides.

Spitfire's mind raced, the enemy had snuck up on her, and now her team was in grave danger. She kneed the griffon on top of her as hard as she could which lessened his grip on her foreleg. She broke her sword arm free from his grasp, placed the Solar Vindicator against the throat of her attacker. With a quick jerk of her arm she dragged the blade across his windpipe, sending spurts of blood splashing against her face and armor. She shoved the lifeless griffon off of her and quickly rose, only to be engaged by two rogue wolves that had come from the sides. Her eyes flashed to Spike, who was fretting madly at the scene.

"Spike!" she yelled to him, and the young dragon's eyes quickly shifted from the nightmarish scene of his friends being dragged away to the Captains eyes. "SPIKE! CUT THE ROPE!"

"Right! The rope!" Spike fumbled as he ran to the rope that was pulling in Rarity and began tear at it with his claws, as well as gnaw on it with his teeth, but found himself getting nowhere fast. "It's not working Spitfire!"

Foxtrot raised his sword to block an attack but heard Spike's cry, and with all his might he shoved his attacker back and retreated a short distance to buy a moment to reach down and pull out his combat knife and slide it across the ground to the purple dragon. "Spike, use the edge to saw it!"

Spike nervously picked up the oversized knife and quickly placed the serrated edge on the rope that bound Rarity. He began to saw as quickly as he could but, after the eighth stroke, the hellish realization dawned on him and caused him to freeze. "I don't have enough time to cut them both!

Rarity's eyes went wide as she heard Spike's statement and for a brief moment in time her eyes locked with Twilight, who looked back at her with genuine fear. The same fear that was in her own heart, and she realized the thoughts going through her mind were probably racing through Twilight's. The white unicorn gulped hard and yelled back to the dragon. "Spike, you need to cut Twilight, I promise you I won't hold it against you, but you need to cut her free before they get us both!"

"Spike!" Twilight yelled to him after hearing Rarity. "Spike, cut Rarity free! I know how you feel about her. I'll be alright Spike!"

"No," the white unicorn protested. "Cut Twilight free, she'll able to figure a way to fix this!" Rarity yelled back.

"I…I" Spike's eyes watered as he had no idea how to proceed. "I can't!"

Rarity looked down at the Element of Generosity adorning her neck. Then, before anyone could react she broke Pinkie's hold, and with a final shriek, was dragged into the woods and out of sight.

"Rarity!" Spike yelled the tears now flowing down his face.

"Spike!" Twilight yelled, as the strain on her rope increased as Pinkie Pie joined Applejack in pulling her back.

Spike quickly moved over to Twilight's rope and began to cut her free and after a few tense moments the rope snapped and the purple unicorn was free. She quickly rose to her hooves and summoned up a purple barrier around Spike, the remaining mares and herself. She hugged Spike close while Applejack and Pinkie Pie huddled around them.


Rainbow Dash took to the air to avoid the calamity below her, as she ascended she marveled at what she saw. A squall of speed and violence with streaks of blue lighting flashing before her eyes. The sound of thunder erupting as they broke the sound barrier repeatedly in their duel. She struggled to follow their movements at first, but after a moment or two she realized she could keep track of them. Shortly after that she could tell who from who. Her eyes danced back and forth as she watched them astounded, these guys were fast, faster than her. Metal Sonic had out flown her, Sonic had out run her, and now this. She had always been the fastest, but now…No she was the fastest, she could prove it, she would not be left behind. She quickly beat her wings and ascended above the clouds. Once there, she took in the sight of the setting afternoon sun, illuminating the stratosphere as its rays glinted off her Wonderbolt armor. Then, with a deep breath, she began her descent.

Sonic's fist drove home against Metal's head as charged into him, Metal countered by looping around and tackling his ribcage. The hedgehog felt his sides explode as Metal zoomed in with a flying head-butt to his exposed abdomen. Sonic grunted and rolled with the attack, sliding off of his sleek metallic frame before hitting the ground and accelerating to supersonic speeds and attacking Metal with a side thrust kick before the robot could change course from his ramming attack.

Back and forth they went again and again, striking each other several times in the blink of an eye. The two were locked in a stalemate, neither gaining any ground or yielding any to the other. It had always been this way between the two. No matter how many newer and seemingly more deadly creations the Doctor had thrown at him, Metal had always seemed to be the one who challenged him the most. There was a time when Sonic struggled to understand how a machine could show such a thing as persistence, how something of steel and circuitry could find a drive, a desire to challenge him time after time. It was when he first revolted against the Doctor in his maddening passion to destroy him that Sonic realized he was more than lights and clockwork. He would never be able to explain it, but Sonic felt that Robotnik had built him a little too well, too much like him, not only in body, but in spirit. Dr. Ivo Robotnik was man who fancied himself a god. Had he been able to give this collection of motors, servos and steel a soul?

Sonic's attention was quickly drawn from battle as the sky above him exploded in an array of colors and bright rainbow trail that was heading directly for them. Taking advantage of the pegasus's intention, Sonic quickly located Metal and latched on to him tightly wrapping him up in a full nelson.  Metal thrashed madly, unaware of Sonic's plan.  However, try as he might, he couldn't break his grip as their high speed battle slowed to a regular pace.

"What…What are you doing hedgehog! What is the meaning of this?" Metal demanded, his voice still bereft of any hint of emotion, but Sonic knew better.

"Is that desperation I hear Metal?" Sonic said through clenched teeth as Metal strained against him.

"Fool, I was created to destroy you. There is nothing you can do to threaten me."

"Hey Metal, do me a favor, will ya?" Sonic grunted, using all of his strength to swing him around to face the pain Rainbow Dash was about to bring.

Metal's targeting sensors picked up the pegasus and highlighted her current speed, trajectory and displayed her imminent collision course. "No. This cannot be."

"Taste the rainbow motherfu-"

Debris, dirt, and dust erupted from the ground and filled the area from the resulting shock wave created by the storm of violence and force created by the colliding of the three combatants. The pegasus had flown head long into the steel warrior, burying her armored hooves into his chest. The collision sent all three of them flying through air and tumbling into the wreckage. The thunderous sound of the clash echoed through the plains and finally when the dust settled, there was no movement at all.

Sonic blinked the pain in his head away as he stirred and rubbed the vision back into his eyes as he slowly rose to his feet. He breathed deeply as he scanned the area, but saw no signs of Metal or Rainbow Dash. Then he heard the sound of girl groaning and whimpering in pain across the battlefield. He slowly made his way over to the sound as he stretched and massaged his muscles that were sore from the impact. Once there, he lifted some debris that had fallen on the cyan pegasus who was stirring on the ground beneath it, struggling to get up. Sonic reached down, grabbed her hoof and pulled her up to a standing position.

"Heck of right hook you got there," Sonic smiled.

"Couldn't let you have all the fun you know," she smiled back.

"Not gonna lie, that was way past cool," Sonic said, putting his hands on his hips, still looking for any sign of Metal.

"Way past cool?" the pegasus said, raising and eyebrow at his expression.

"You know, there's cool, and that was so cooler than cool that it was way past it." Sonic said in joking explanatory manner.

"So what you're saying is it was more cool than cool."

"Yeah...I'd say that."

"How much more cool?"

"I uh, I really don't know. I don't really have a gage for that sort of thing." Sonic said with a shrug.

"Well, being a foremost expert on being cool, I would venture that approximately…carry the four…times my apparent awesomeness…" she said, gesturing with her hoof in the air as if she was doing long division, prompting Sonic to roll his eyes. "Twenty percent cooler than cool."

They both looked at each other for a moment before falling to the ground laughing at how ridiculous they sounded.

"Hey Sonic?" Rainbow Dash said, calming down from her laughter.


"How are you so fast? I've always been the fastest, and then you and that blue monstrosity show up and it's like I'm chopped liver."

"I dunno, I've been running for as long as I can remember."

"Listen, this is kinda hard for me to say…but do you think there is any way you could-"

Rubble from the distance exploded into the air, interrupting their conversation as an electric energy field sent rocks and steel hurtling through the air. The two quickly rose to their feet and looked headlong at Metal Sonic who was pulsing with electricity as he began to hover into the air.

"No. I cannot lose." Metal called out.

"You ready for round two?" Sonic said to Rainbow Dash, balling his fist in anticipation.

"Are you kidding me?" Rainbow said spreading her wings while pounding her hoof against the ground. "I was born ready!"

"I will fry you both to death!" Suddenly there was anger in his robotic voice, what had been devoid of all life was now brimming with rage. "Now die!" he called out as arcs of lightening snaked towards them, scorching the ground it touched.

"Oh geez," Sonic yelled out. "Looks like we pissed him off!"

"We should split up!" Rainbow Dash suggested.

"Good idea," Sonic agreed. He began to sprint but kept his eyes on the lightening and not where he was going and as a result he plowed into the pegasus who suffered the same mistake. The two fell down as the lightning raced closer. Sonic wrapped around her neck tightly. "Take off, take off, TAKE OFF!!"

Rainbow Dash flapped furiously and took to the sky with Sonic dangling from her neck. She was off balance due the way he was hanging from her but, she bobbed and weaved as lightning seared the air around her. She felt a jerk around her neck as Sonic swung himself onto her back, which allowed her more control. Once she was felt confident he had a good grip, she clenched her teeth and began twirling through the air to perform evasive maneuvers.

Metal flew after them as he continued to fling more and more bolts after them, but that was what the pegasus planned as she took them high into the sky. There was no way she was gonna let this copycat use lightning against her she thought as she quickly herded a wandering storm cloud that was nearby.

"What are doing?" Sonic asked, leaning close to her.

"Chrome dome wants to get zap happy? Then let's see if he can ride the lighting!" she responded as she put her plan in motion. Just as Metal moved to the opposite side of the storm cloud, she turned and bucked the cloud as hard as she could, blasting him with millions of volts.

Metal Sonic's systems quickly flooded with the excess power, frying his circuitry and blowing fuses. Not prepared for such an attack his electric force field quickly dissipated, something that did not go unnoticed by his enemies as the pegasus swooped in and tackled him, leaving him off balance and falling through the air.

"Got an idea," Sonic said rising to his feet while balancing on her back. "You kick pretty hard right? Kick me at him!"


"Trust me!" he yelled leaping off her back and tucking in ball and revving up his spin dash. Rainbow saw this as her queue and bucked him as hard as she could, sending him hurtling towards the falling automaton. He struck true and pounded into Metal's chest, sending them both hurtling to the earth like a comet and impacting the ground. Sonic continued to buzz saw into Metal, sending sparks into the air before bouncing back and landing on his feet, his breath now heavy with effort.

Rainbow Dash landed next to him sucking in air herself.

"Now THAT was way past cool!" she said excitedly.

"Really, I felt it was only about…" He put his and hand on his chin in deep thought. "Twenty percent cooler. Wouldn't you agree? You, being a foremost expert in the field and all."

"Dude, where have you been all my life?" She said, giggling and raising a hoof up for a hoof bump.

"Stick around kid, you might learn something," he chuckled as he raised a fist and pounded her hoof.

Metal's gears whined and slowly rose to his feet much to the chagrin of the two speedsters. "No, I can't lose…I must not fail…" he groaned. A beeping noise sounded from him and he spoke once more. "Priority targets acquired. Moving to engage." Then with no other explanation, his rockets roared to life and lifted him into the air and, with a sonic boom, he took off leaving the two scratching their heads.

"Seriously?" Rainbow Dash said, shocked the robot could rise.

"Yeah, Metal's got this thing about not staying broken," Sonic explained sarcastically as he went back to retrieve his backpack.

"At least we sent him running right?"

"That's what bothers me, Metal never retreats…We gotta follow him."

"Rodger that, hop on, he'll be easier to follow in the air."

Things had gone from horrible to downright tragic real fast for Spitfire; Twilight Sparkle was straining to keep up her shield as the protective bubble was assaulted from all sides by wolves and griffons. The ambush had turned lethal as more and more enemy troops flooded from the woods. What started as twenty or so had turned to fifty, for every wolf she cut down two more moved in to engage her. Three of their wolf allies had fallen, the ones called Dixie, Dreyfus, and Comet all were struck down and torn asunder by the ravenous foe.  Big Mac, Midnight Tracer, Milo and Foxtrot all bunched together to keep the rest at bay, having given up on beating back the foe now only concerned themselves with defending the bubble, by striking at the foes that hacked at it and left themselves exposed.

Spitfire was their lone source of offence, despite their numbers, her blade demanded blood for the loss of Rarity and blood it was having as she spun, weaved, parried and thrust her way across the battlefield. Beating her wings she took the air to lash out on circling griffons sending each that dared attack her falling to the ground with the most grievous of injuries. Blood and feathers rained down as she attempted to clear the air space, however there was simply too many. She knew that the others would not be able to last at this pace. They weren't her Wonderbolts.

A scream came from below drawing her attention the earth only to see an exhausted Twilight collapse to the ground as her purple shield shattered like glass around them into nothingness. With no thought to her own safety, Spitfire flew down to aid them in any way she could.

Twilight Sparkle gasped for air, her energy drained and her spirit strained from the continuous assault on her protective ward. There was fear that grew forth from her stomach as she realized her shield had fallen and strong claws grasped her hind leg and began pull. She saw frightened yet determined Applejack bound over her and buck the wolf that had her in his jaw, causing him to release her as his neck snapped from the impact as others trampled over him to attack in his place. Twilight forced herself to her hooves just as three more wolves tackled Applejack to the ground and began to wrestle her into the woods.

"Macintosh!" she screamed as they took her.

The stallion neighed loudly while rising up on his hind legs before abandoning any semblance of skill and charging headlong into the swarm of hostiles towards his sister. His heavy plating crashing against them as his hooves crushed those unfortunate enough to fall beneath him. He smashed a path to his sister breaking bone and trampling whoever was under him to death as he went.

Milo took advantage of the chaos Big Mac was causing and followed the path he made, stabbing those who were knocked down to ensure they did not get back up. Foxtrot ran after him to assist but tripped on a corpse. He felt somepony help him to his feet and found that it was Pinkie Pie, who in the middle of this madness stopped to aid him. He quickly returned the favor by thrusting with his sword into a wolf that reached to grab her, deciding then and there that he wouldn't abandon the ponies that were left. He swung his blade wildly doing his best to keep the oncoming attackers at bay.

The disguised princess fired off magical salvos into groups of hostiles, torching groups of wolves with fire spells and sweeping them high into the air with wind spells. She had been far removed from violence for a great time, but the Princess of the Might hadn't lost any of her potency. She spied a pack six strong advance and sent a destructive blast at them, upending the earth and ripping them to shreds in the process. If this was the madness that Discord and accidentally released, she could only imagine the destructive powers of the beast that he struggled to maintain. If the god of Chaos spoke true and if the blue monster was capable of this sort of power, they would surely need him against the yellow terror that was hidden away.

Spitfire landed into the thick of the attack and fought wildly to free the earth pony Applejack. Try as he might, Big Mac had lost sight of his sister and had charged madly in an opposing direction. Spitfire slew her way through the enemy attempting to reach the mare, but it was all for naught as her way was barred with more and more wolves and soon even she lost sight of the mare. Before she could make chase after her, more screams came from behind as the remaining mares saw Milo fall to an attack that came from behind him. She immediately began to carve a path back to them, just in time to see Spike plunge his dagger into the femur of wolf that attempted to grab the purple unicorn only to be batted away. Twilight blasted the wolf point blank in the face with a magic burst causing him to grip his eyes from the burn of her magic.

It was then Pinkie Pie, Fluttershy and Twilight where scooped up into the sky by griffons that hauled them into the sky and began to fly off.

"NO!!" Foxtrot screamed as he saw his charges ripped from his protection. From the corner of his eye he saw Big Mac rampaging through the crowd nearby and yelled to him "Macintosh! They have the girls! We have to go after them!" He gave chase at once and ran into the woods craning his head to the sky trying his best to follow them. He spied Spitfire's spear on the ground, and he grabbed it on the run, discarding his sword onto the ground. Realizing he would have no chance running on two legs, he held the spear in his fangs and resorted to sprinting madly on all fours as the ways of his forefathers, dramatically increasing his speed, but not enough. Just as he feared they would escape, he heard the thundering sound of Big Mac from behind him. The stallion had more speed than he, and just as he passed him he used his last ounce of strength to leap high into the air and land on his back. Once on, he urged him faster and readied the spear in his hand.

Spitfire raced through the air after the griffons but was ambushed by several more that moved to intercept, the first that attempted suffered her blade through his throat but the other two latched on and dragged her from the sky back the ground.

"ENOUGH!!" the princess said as she caught sight of her champion falling from the sky. With a brilliant light her disguise was purged and her she unfurled her large magnificent wings and took to the sky. As she overlooked the battle field she saw that no one of the team was in the vicinity, and decided to unleash unbridled retribution upon those who had taken so much from her that night. Her horn beamed with cobalt light and the Princess let loose a lightening spell that that sent multiple lightning bolts surging down from her horn to the earth. They wildly tore through the enemy. Any wolf or griffon the bolts struck was instantly rendered to dust those beside them fried until the flesh seared from their bones. The electricity chained from target to target and within moments there was no movement below her, and the Princess of the Night ended the spell. She descended back to the ground, distraught at the chaos that had beset them and horrified at the destruction she herself had wrought to stop it.

The griffons were in sight, Foxtrot's arm was cocked back and ready to unload as Big Mac raced to close the distance.

"I only got one shot Macintosh…I can only try for one of them."

The stallion offered him no answer.

"I'm gonna," his mind jumped between targets. "I'm going for Fluttershy," he resolved. Big mac responded by quickening his pace. Foxtrot took a deep breath, cleared his mind, and focused on his target. Then with every fiber in his being, he hurled the spear.

Twilight Sparkle saw equestrian steel sail through the air past the griffon that held Fluttershy and knew her friends had given chase and hadn't given up on them. She steeled herself to not give up either and using the last of her magic took hold of the spear midflight and levitated it next to her head and used it to knock off her crown that held the element of magic to the earth. As she saw it tumble to the ground the purple unicorn, exhausted, drained and stuck in the emotional shock of all that had happened, passed to unconsciousness.

Spitfire, having dispatched the griffons that had attacked her knew she had lost the griffons and returned to camp to check on the Princess. She stood in awe at the visage of death and stench of cooked flesh that filled the air, and Princess Luna sitting in the center of it all, gazing at the moon and still managing to look regal. She was shocked to see she had dropped her disguise but quickly got over it. She had no reason to hide herself now, after all. "Get a little carried away Princess?" Spitfire said stamping on the flames on a still burning wolf.  "If I had known you were planning on having a barbecue, I would have brought the sauce."

"What now Champion?" she answered, ignoring her jests. "All this death and violence, and we have still lost the mares and the elements. They are in enemy hands now. What do we do now, champion."

Spitfire wiped blood from the Solar Vindicator and sighed deeply, "Well, we're still standing Princess, so we keep fighting."

"I fear that all may be lost…"

A stir came from beneath a wolf corpse and Spitfire pounced, blade at the ready as she kicked the body aside. The Captain breathed a sigh of relief to see that it was only Spike that had been knocked unconscious in the scuffle. The body had fallen on top of him and protected him from the Luna's attack.

"Would you look at that," Spitfire said optimistically, petting the now sleeping dragon. "Miracle the little guy survived all this, don't you think? You rained all sorts of hell down and the smallest one here lived through it. See, miracles can still happen Princess, it just so happens we might need another one really, really quickly."

Luna sighed at the Captain's attempt to lighten her mood. "I had no longer counted him amongst the living; I never would have committed to such a spell if I had. And while I agree it's a miracle that he is still with us, try as I might Captain, I still see no hope."

"No hope?" Spitfire repeated as Big Mac burst from the darkness of the woods still carrying Foxtrot on his back, who was calling out for Spitfire's attention. The moonlight danced off of Twilight's crown as it was clutched tightly in his hand that was raised high above his head as they ran to them. The sight of it caused Luna to gasp and Spitfire to smile. "Princess, there's always hope."
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Spitfire and the others desperately try to cling to whatever shreds of hope they can. The mares have been taken from their protection to an unknown fate. The only surviving member of the wolf bodyguards is the young and inexperinced Foxtrot. The only thing keeping the going is Twilight's crown still in their possession. Armed with this and little more than faith can they summon the strength needed to save the day?

Meanwhile Sonic and Rainbow Dash have struck a mighty blow to Metal Sonic, however his unexpected retreat does not sit well with Sonic and he spurs them to give chase. Do they have his old nemesis by the ropes, or are they racing after him only to stumble into another nefarious perdicament?

These questions answered and more in the next chapter of A NEW DAWN!!!!!!

Hole...Lee...Cow this was a long time coming and a pain to write. I was so unsatified with pieces of it that I re-wrote like 7 times or more.

So Sonic sorta swore for comedic affect, you can blame Bruce Willis in Live Free or Die hard for that one. (It was on while I wrote it. LOL)

Now that I got it up and I'm looking over it I'm quite please with it, and anxious to hear everyone's input.

So much was changed and swapped and cut and gutted and added to this along the way. This is a big chapter and is really setting the stage for a big showdown so it needed to come out write.

Just wondering I actually had Spike pick between mares in the forest scene and ultimately went a different route, what do you guys think? Who would he have would that affected the relationship that he had with the one he saved? would it have affected it with the one he didn't?

leave your opinions and comments in the notes!!

I read them all and try to answer everbody

MLP belongs to Hasbro
Sonic Characters Belong to Sega
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BladeSlash Featured By Owner Nov 1, 2014  Student Writer
Taste the Rainbow and 20 Percent Cooler!? What was with the references?
Gunflame345 Featured By Owner Nov 1, 2014
Just my humble attempt at humor and bringing in popular phrases spouted by both of these characters.
BladeSlash Featured By Owner Nov 1, 2014  Student Writer
You have no idea how many times I have seen 20% Cooler. It has its own song and a remix for the song. Heck the remix even got its own video by Brony Dance Party. Also I may be a little late to say this but I hope you had a good NightMare Night everypony! :D *Starts fading to black but it than goes to normal as this shows up:* (Nght Mare Night lol)
k0k0t0 Featured By Owner Nov 9, 2013
"Taste the Rainbow motherfu-"
AWESOM, I nearly dyed laughing, seeing as the moment was perfect for it!
Just a personal opinion though, but if it was "madafa" instead of "motherfu", it would be somehow funnier, again PERSONAL OPINION
baileycasad Featured By Owner May 4, 2014  Hobbyist Artist
Me too hehe but dont eat  rainbows their spicy
Gunflame345 Featured By Owner Nov 10, 2013
This while chapter was an action assualt on all levels, and this line seems to be the culmination Sonic and Dash's fight with Metal and just pops out at the reader. It is definetly one of my favorite lines. 

I fully agree that 'madafaka!' Would have been the funnier word, however it wouldn't work for three reasons: 1. Sonic is not from Brooklyn. 2. Sonic us not a member of the Italian Mafia. 3. I think the basterdazation of 'Motherfucker', while humerous, would lose its bite and seeing how Sonic is upset and basically seething this taunt through clenched teeth, it needed to retain its seriousness.
k0k0t0 Featured By Owner Nov 12, 2013
Good point,good point!
I would just like to say... actually i got nothing, Eh what cna you do.
Oh wait i know:
1.I did not know that "madafaka" was from Brooklyn talk, seeing as i am not from the U.S. but E.U.
2.I did not know about the Italian Mafia (you learn something new every day :D, i dont know if that should be common sense or not but i really didn't know it)
Jetxwaveluva Featured By Owner Oct 27, 2013  Professional Artist
You should make a chapter where Metal and R-Dash 5000 fall in love with eachother and try to defeat Sonic and RD! :iconmonkeyloveplz:
Gunflame345 Featured By Owner Oct 28, 2013
R-Dash 5000? That certainly sound right up Metal's alley, if you can't beat them... build a robotic copy to help you beat them! lol. Maybe, but only time will tell what the future of my story might hold.
SuperSaiyanD Featured By Owner Oct 17, 2013
Wow, when you said this chapter would be action-packed you weren't kidding! Ah, there's nothing like two blue speedsters bonding over a little mortal peril, is there? And you just couldn't resist using the most overused pony related meme next to 20 percent cooler, COULD YOU?!?!
Gunflame345 Featured By Owner Oct 17, 2013
I aim to please! If you think this is action packed, wait till you see the later chapters!

I may be missing something here, but what was the other overused pony meme?
SuperSaiyanD Featured By Owner Oct 19, 2013
Taste the rainbow. I cannot tell you how many times I have heard people say that line whenever those big rainbow blasts appear in the show.
Gunflame345 Featured By Owner Oct 22, 2013
Oh yeah...I'll be honest... Sometimes I just can't resist. Besides, what kinda a hero doesn't spit out lame catxh phrases?
SuperSaiyanD Featured By Owner Oct 22, 2013
Heh, true enough.
SonicANIMEfan Featured By Owner Oct 4, 2013
I can just smell a big meeting soon
Gunflame345 Featured By Owner Oct 4, 2013
I agree...that or tuna cassarole...
SuperSaiyanD Featured By Owner Oct 22, 2013
Mmmm.... Tuna...
SonicANIMEfan Featured By Owner Oct 4, 2013
or Foxtrot's breath
ROBLOXgeneralduncan Featured By Owner Aug 23, 2013  Hobbyist General Artist
that last line reminds me of something...I can't put my finger on it though.

this is a good story!  I am hooked (namely due to the art I've seen of it) and I'm gonna read it to its end.
Gunflame345 Featured By Owner Aug 24, 2013
It does sound a tad generic so I wouldn't doubt it. Probably some old movie I saw way back when that surfaced in brain when I wrote it.

I'm honored that you enjoy it, you have no idea what it means to me to hear that something I've written entertains people! I just hope I can continue to do so. If you like the Whole story, be sure to check out it's sequel!  
ROBLOXgeneralduncan Featured By Owner Aug 24, 2013  Hobbyist General Artist
there's a sequel!  I was wondering if you made one! (the way it was left opened) I'm gonna try ad find it!
Gunflame345 Featured By Owner Aug 24, 2013
Heck ya there is a sequel! You really think I would have left you hangin' like that?!

It's called the Simple Life, trust me, their journey is far from over!

I will link it in the epilogue shortly.
ROBLOXgeneralduncan Featured By Owner Aug 24, 2013  Hobbyist General Artist
yeah, I found the sequel, might give me something to do when I feel bored after a long day.
Gunflame345 Featured By Owner Aug 24, 2013
Sounds like a plan!
sonicandmario826 Featured By Owner Jan 1, 2013
well geeze one victory and one loss im guessing metal has plans for the element of harmony and needed them alive for it
Gunflame345 Featured By Owner Jan 1, 2013
Yep the idea was Sonic's fight took place in the afternoon just before the others where ambushed.
chocolatemagma Featured By Owner Jan 1, 2013
The fight scene was fantastic and Sonic and Rainbow Dash have great banter overal grade Fantastic!
Gunflame345 Featured By Owner Jan 1, 2013
First and foremost...awesome icon I LOVE Zod and am waiting patientlu for the new movie!

Thank you very much, the fights took quite a while to write, but it was fun to to find ways to push these characters further than normal and show the world what their made of.
stargazerdragon Featured By Owner Dec 31, 2012
Gunflame345 Featured By Owner Dec 31, 2012
It was longer than I expected but I didn't want to split this scene between two chapters.

Enjoy the fight? Hopefully Spitfire and company story was more up to your speed, i tried to kick it up a notch after you had mentioned they seemed to be a little bit slower paced.
Tatsurou-san Featured By Owner Dec 31, 2012
Woah. THat...that was awesome.
The fight scene between Sonic, RD and Metal was epic! And as for Spike having to choose between Twilight and Rarity...damn, that was heart tugging. And then when Rarity let go of Pinkie so he'd have to save Twilight, that got me right in the gut.
Gunflame345 Featured By Owner Dec 31, 2012
Thank you very much, the fight scene was challenging but really fun to write.

I tried to show the world that even in her darkest hour Raritywas still the element of generosty...I just hope it didn'tovershadow Big Mac losing AJ.

I'm glad it reached you on an emotional level. I spoke about it in my description but originally Spike was going to chose it would have ended with the same result, but who do you think he would have chose? More to the point how would it have affected his relationship with the ponies?
Tatsurou-san Featured By Owner Dec 31, 2012
To be perfectly honest, I don't think Spike would have been ABLE to choose. The love of his young life or the one he thought of as a big sister/mother? He would have been trapped - paralyzed with indecision - until he'd lost them both, which probably would have led him to lose hope and confidence in himself, and he probably would not have survived Luna's blast as a result.
Gunflame345 Featured By Owner Jan 1, 2013
Soniclink had said roughly the same thing...I'm starting to believe that would be no good believable way to have him choose...

Now that I think about, taking the decision away from spike I think was one the most generous thing rarity could have done, perhaps more so than saving twilight.

Besides once spike rescues them he STILL has to tell Twilight about Midninght Trac-

Oh wait!....hmm this will be quite the perdicament.
Tatsurou-san Featured By Owner Jan 1, 2013
Indeed. Boy, Twilight is REALLY gonna have trouble finding out the Stallion she was falling for is actually Princess Luna. That's gonna make things complicated.
Soniclink137 Featured By Owner Dec 31, 2012
This was obvious before, but still this is probably one of the darkest Sonic/MLP crossover's I've seen. So much loss, so much pain. And the character reactions are all vastly important during fics like this. You are bringing into the MLP universe, something that does not normally exist in it. Therefore I mostly find the appeal of the fics to be more of less the character interactions as you try and think how each and every character would react, what they would do, in these situations.
Gunflame345 Featured By Owner Dec 31, 2012
I really strive to put the ponies in situations that some people call dark, I like to think I put them in situations that give them oppurtunities to be heroic. Think of it this way...the darker the world the brighter they shine.

Beyond that I fought long and hard with myself with how they would react. I'm l will be honest have avoided pinkie pie like the plague but I will have to deal with her soon. How did I do with the others? Anything stand out, anything to out of character?
Soniclink137 Featured By Owner Jan 1, 2013
Well I'll talk a bit about Spike since you put that in the description. Like what was written down here, I don't think Spike would have been able to chose between Twilight and Rarity. Twilight is the mother/sister figure that has been with Spike since his birth, and Rarity who Spike has a massive crush on. That would have caused so much conflict in Spike's psyche that he wouldn't be able to do anything.
Gunflame345 Featured By Owner Jan 1, 2013
Interesting, I asked my wife aboht it and she said he would have defintly chosen Twilight, I tried to write it like 4 times but couldn't get right. So then I tried with Rarity and didn't like how it sounded either. My wife was disappointed I couldn't pull the trigger on picking one, but I just couldn't think of any dialouge they would have or any reasonable thought process that spike would make to act that way.
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