Story By Rayodragon

Writer By The Land Shark

(WN: Just to address concerns, YES this one will have more talking and things. Cue boos and hisses. But seriously, the action's probably gonna begin next part. Just be patient like you have all been, all ten of you who actually read this, and you'll get your pay-off. ~The-Land-Shark)

The Mayor of Manehattan was a middle-aged earth pony stallion by the name of Hoofberg. His pelt was a fading dark blue, and his hair was lined with greys and black. Known for his near-constant entourage of advisors and PR ponies, his election-securing smile and optimism was matched only by the efforts he'd made to erode the entrenched class system of Manehattan. As for having to deal with the upper classes themselves, their spoilt and demanding nature had robbed morning Hoofberg of most of his patience, but he still had time for a genuine concern that was presented well, and wasn't enacted by selfishness.

The letter that had summoned him to Spark Industries was a relatively welcome one; Hoofberg had previously had a meeting with six upper class ponies about yet another inconsequential gripe that affected them and nopony else below them; something about allowing them to have protective sprays.

It didn't matter how well they'd have presented their case, thought Hoofberg, because I'd still have rejected it.

His relationship with Spark Industries, and its current CEO, Crono Sparks, was strained at best; granted, his company, as conceived by his parents and their business partners had indeed advanced clockwork technology, the construction industry, and Equestrian engineering as a whole. All their employees, from the lowliest labourer to Crono Sparks himself, received a fair amount of pay relating to both how much work they did and the importance of their work. The pay would be monthly regulated and evaluated to ensure that nopony got more or less than they deserved. On top of this, it was rumoured that they were even campaigning for a prototype fuel that gave off no smoke or waste that Hunter Sparks, Crono's father, had previously tried to market.

And that was where the problems had begun.

The type of engineering that Sparks proposed was far too radical for somewhere such as Equestria; it was simply not industrialized enough to keep up with what Spark Industries created. They proposed land-wide buildings entirely of metal and glass, when smelting and heating were mostly limited to small fires. They asked that wood from trees be burned as fuel to help power what they attempted to patent, but the level they wished it to reach would mean Equestria losing its forests. The innovations of Spark Industries had a fifty per cent success rate in the long term, and out of all of what they said Equestria should have, one third of it was down to Crono Sparks.

Some equipment, the more private items that only Hoofberg and a few others had seen, could render the entirety of magic useless.

What Sparks Junior and his father's enterprise failed to realise, Hoofberg had been rightly told one day, was that Equestria simply wasn't ready for their ideas. Sure, they did a lot of good, but they had asked for even more notions considered wrong. They were walking on thin ice; sooner or later, what they'd done wrong would weigh them down, and the ice would break.

So it was that Hoofberg stepped into the elevator, which was pretty much a dumbwaiter with pulleys hauled by Earth Ponies, with a creeping feeling in his stomach; what exactly had Sparks gotten himself into that it required the Mayor of Manehattan's urgent presence?

Led by two pegasus security guards, the stallion entered Conference Room Seven. They closed the door behind the mayor, who straightened his tie and stepped forward.

Before the mayor was a group of the strangest mix of ponies he'd ever clapped eyes on; a greyish-blue unicorn with thinly-framed glasses, an unkempt brown mane and tail, and a jarringly red scarf; a yellow pony wearing a short-brimmed fedora, trench coat, and prosthetic left hind leg and right fore-hoof; an equally large, brown-pelted earth pony with a great red hilted sword on his back, and a black mane with a single streak of white; a pale green unicorn mare with pink ribbons around her hooves and neck, and a lively green mane with white stripes; a large, well-toned white pegasus with a long, wavy mane and a sword at his left; a grey-and-white earth pony swathed in a black cloak, carrying a lantern with a violet flame, and wearing an oddly fitting light brown Stetson; a light semi-aquatic blue pegasus wearing a cyan scarf, goggles wrapped around his short yellow mane, holding a gem on a chain that the others seemed to be wearing copies of. They were accompanied by a small green dragon with strikingly blue spines, eyes and ears. As one, their collective gaze centred on Hoofberg, and the blue pegasus muttered a few words before setting the gem down on the table.

'Alright then,' he announced, 'what's Crono Sparks got up to this time?

The unicorn with the scarf raised his head.

'Mayor Hoofberg. It's a, er, pleasure to meet you; our only regret is, um, that our first, you know, meeting with you is not in entirely...' He searched for a word: '...friendly.' He motioned for the mayor to sit, which he did.

Hoofberg frowned.

'You haven't answered my question, Mister...?'

'Scribblemind; these are Scruffy White, Braveheart, Willow Wisp, Shifterdreams, Speed Shock, Sir Knightly and Soul. We're the, er, current incarnation of the Destriers.'

The mayor stared for a moment, before bursting into chuckles.

'Something funny?' growled Scruffy White.

'The Destriers haven't actively existed for three hundred years. They've become the stuff of legends now. Just hearing their name now as part of an emergency is ridiculously surreal. I can't quite take it all in.' He paused for a moment. 'You all have the, uh... you know...' He gestured to Knightly's right flank. In response, the Destriers showed their brands. The mayor fell back into his chair, forcing air out of his lips and rubbing one side of his head with his hoof.

'I'm guessing Sparks Junior a Destrier too, otherwise he wouldn't have called me to see you all.'

'Well done, Hoofberg,' Crono's voice sounded suddenly from the gem on the table.

Hoofberg jumped, almost falling off his chair and recoiling in horror at the inexplicable sound of Crono Sparks' voice. It wasn't possible, he thought. He's not even in the same room as me. Still, he coughed and straightened his tie.

'What's this gem then, Sparks?' he asked. 'Another "little something the labcolts have been working on"?'

'No, Hoofberg; this is a gem that allows two-way communication at any distance purely through magic. It's a royal item.'

Hoofberg's face lit up. 'Now that MIGHT be something I'd be prepared to endorse if you made one. And you're saying it's owned by royalty?'

'There are only twenty of these gems in existence,' Scruffy explained, 'and we have eight of them.'

Hoofberg shook his head.

'Well, at least I know that the princess values the Destriers highly. I must say, when I won the election, I hadn't prepared for THIS, of all things...'

'Then you should know that we need your help?' Crono inquired through the gem.

Hoofberg leant towards it, more than a little impatient. 'Well, of course you do; you also wouldn't have called me here if there wasn't something you needed me to do, now would you?'

'With respect, Mayor Hoofberg,' Knightly began in a perfectly neutral tone, 'we don't have much time for impatience or outbursts, or even us telling you that we don't have time for those things. So please, sir; make things a little easier and keep what you think to yourself until the time is right.'

Hoofberg raised an eyebrow. 'You talk sensibly, pragmatically, and with respect; I like you. Keep talking.'

Knightly did just that; 'A few weeks ago, six ponies went missing from their homes in Ponyville. We have evidence to suggest that their disappearance was the work of a minion of Nightmare Moon, and that they are hidden somewhere in Manehattan. In addition to this, Princess Luna has placed herself in the city for the night. She is under great danger due to the identity of the ponynapper, and his relationship with her while she was Nightmare Moon.'

'Needless to say, mayor,' Speed Shock added, 'we need your authority in our searches.'

Hoofberg leant a hoof on the table and thought for a little while, before replying:

'How serious is the threat of this minion?'

'How about we let Celestia herself tell you?' Shifterdreams asked, before she tapped the gem around her neck. 'Your Highness, the mayor is here, and he wants to know how large a threat the ponynapper is.'

She whispered something about 'how the image works' into the gem, before another whisper was heard from the gem itself. Shifterdreams nodded and enacted some sort of spell on it using her horn.

Her gem flared, and the image of Princess Celestia erupted from its centre like an impossibly elaborate stained glass window, lifted into the air by magic untold.

She spoke with her all too familiar kindness and patience, but with an undercurrent of distress: 'Greetings, Mayor Hoofberg; it's good to see you've given your time to my order's aid. Now, I understand you truly wish to know about how dangerous the ponynapper is?'

'Yes, princess; I have to know in order to prepare the appropriate amount of aid for the Destriers.'

'A wise choice, mayor; do you remember the Equestrian Royal Secrets you were told to take an oath of silence about, when you were voted into office, to prepare for them should they ever arrive in your term?'

'I remember most of them, princess; forgive me, for I have had little chance to refresh myself on them recently.'

'That's quite alright; I expected you to only remember half, due to the amount. Tell me then, do you remember the Knightmares?'

The mayor froze, sinking back into his chair. A bead of sweat began to form just behind his left ear.

'The ponynapper is their leader, mayor.'

Hoofberg shuddered as the droplet trickled its way down his neck, mouthing the word 'Rayo'.

'How… how'd he even e-escape, Your Highness?' Hoofberg stammered.

'We don't know, as of yet, but I hope that gives you clear understanding as to the threat you are dealing with.'

'Of course. Very good. Erm, anything that either you or the Destriers need, I shall, er, strive to attain.'

'Thank you, Mayor Hoofberg. I wouldn't expect anything less from a pony as kind and morally centred as you. Good luck to you, and you too, Destriers; you are so close to victory in your mission.' She smiled, a warm maternal smile brimming with hope and encouragement. Then the image cut off and receded into Shifterdreams' gem.

'So THAT'S how the imaging works,' Scribblemind murmured, 'through the use of an additional spell. But is it done by both parties, or--?'

Willow nudged the unicorn, interrupting his musings.

'What's the plan, then?'

Hoofberg sat further up, incredulity displayed on his face like some audacious tapestry. 'You don't have a plan?!'

Scribblemind frowned. 'Well, yes, I do, as a matter of fact… I kind of, sort of, had one the instant we, er, landed.'

Hoofberg, without a word, took the gem that Crono spoke from and left the conference room.

'Alright, Sparks, I wanna know from YOU; this Scribblemind guy...'

The gem throbbed with light as Crono replied.
'He may be a bit lacking in the whole self-assurance department, but just let him be; he's REALLY smart, and if he has a plan, then it's gonna be solid and well thought out.'

Hoofberg sighed with irritation.

'Look,' Crono went on, 'I didn't think much of him when I first met him myself, but trust me on this, even if you don't trust me on anything else ever again; he's worth all the time you have left to live and more. Now stop being doubtful and listen to him.'

The doors flew open as Hoofberg re-entered.

'Well,' he said, 'there'd better be one good enough to contain somepony like the one we're dealing with here,' replied Hoofberg. 'Go on, then; I'm all ears. Oh, and I don't care if you're not all that confident with speaking and such, because I can tell from your manner of speech, but please try not to let your "ums" and "aahs" get in the way of what you have to say, alright?'

Scribblemind blushed a little, before rubbing his two fore hooves together.

'Alright,' he said, 'but don't make me repeat myself...'

He coughed and took a deep breath, laying down an unfurled map of Manehattan: 'We need a perimeter blockade around the entire city to check all those entering and exiting Manehattan, to make sure the ponynapper doesn't escape on hoof. We'll also need several unicorns with great prowess in magical detection to seek out any high-level spells being cast, such as teleportation and the like, so we can find out if the ponynapper decides to use such methods to escape. In addition to those, there must be as many members of the Manehattan Police Department, that aren't doing any of the previous and/or next things I'm going to say, going around all social venues in Manehattan; restaurants, clubs, et cetera, on top of any public lodging with the city limits. With those, we're looking for BOTH Princess Luna, due to the fact that she said that she wanted a night out, and also any possibility of Rayo trying to blend in. On top of all these, WE'LL need to split up to maximise our efforts. Knightly and Shocks will take to the skies, starting from this building and splitting off, taking the north and south sides of the city respectively, to give a more spread out view of things; they'll need be put in command of a good few units of pegasi from the police to work with them.'

'Alright then, Scribs; you can count on us!' Shocks replied, almost bolting out of his seat, but Knightly held down his fellow pegasus. 'Wait,' he said, refusing to let go of Shocks, who tried to wriggle out of his friend's grip before giving up.

'Willow and Shift need to be on the ground, using information from the ponies of Manehattan and the object memory detection angle to get more specific locations as to the whereabouts of Rayo. Shift, you'll also need to boost this ability, giving Willow and his grandmother a larger, more detailed perspective while using it. Soul, the police don't have our gems, so I'll need you to stay with us to be the group's correspondence with the other dragons that the authorities have in their employ.'

'But,' Soul began, 'I don't wanna leave Shift...'

Shifterdreams faced the small dragon with a warm smile and two kind eyes. 'Don't worry,' she said, with a reassuring tone unheard of from the unicorn mare, 'we'll be back together before the night is through. I promise that; whatever it takes to keep it.' She held out her fore-hooves, and Soul embraced her friend. 'Besides,' whispered Shifterdreams, 'they may be colts, but they'll be able to handle you. If they bother you, you know what to do.' She winked at Soul, who stifled a giggle and nodded enthusiastically.

'Crono,' continued Scribblemind, 'I need you to answer a question that's been on our minds for some time now, no doubt; when we found Rayo's hideout, and the ship flew itself to us, it didn't need Speed Shock's lightning to help it; why?'

Crono's voice emanated from the gem: 'There's a storage generator that builds up energy as Shocks and the crystals power the Bronco, and uses it for any situation where Shocks isn't present.'

'And could it be used now?' asked Scribblemind, beginning to spin in the chair.

'Well, yeah, but only for a little while; about five minutes or so of maximum flight speed, which is why it got to us so quick in the Everfree Forest.'

'That's nowhere close to the amount of time we'd need it for to be the base of operations for the search. We'll have to keep this building as said base, then... Anyway, back to the plan; I, mean while, will wait with Scruffy and Braveheart for...'

Almost on cue, a familiar warped grating sound entered the room, and the TAEDIS materialised. The door creaked open, and out popped Doctor Whooves, Dinky Doo at his side.

'I finished with what I was doing, and for the next bit, I'm allowed to interfere directly,' the Time Stallion announced, flashing a dazzling smile. Hoofberg gawped at Whooves. Today, it seemed, was a day of impossibilities for the mayor.

'...that,' Scribblemind finished. 'As soon as we get word from either one of you four or from the police, Crono, Scruffy, Braveheart and I will head off in the TAEDIS right to wherever Rayo is. Now then, Mayor Hoofberg, I need you to additionally give us authority over the police for the night, AND for the police top brass to come here as soon as possible, so tactics can be explored. Is there an emergency protocol that'll let you do that?'

Scruffy leant forward: 'There are protocols like that in every town in Equestria; fortune gave us an extended reach.'

Scribblemind turned to Hoofberg to confirm. The mayor hadn't stopped staring at Whooves, mouthing incomprehensible words of incredulity.

'...Alright,' he finally said, after managing to tear his gaze away from the ever-grinning Time Stallion. 'I'll need to get to the police station right away, mind, so I'll have to leave you to it. Those who are being put in command of the units of police personally will have to come with me to verify what I tell them; will that be alright?'

It was, as Knightly hopped off his seat and joined the mayor, still gripping the anxious Speed Shock.

'Well then, it's been a pleasure, Destriers. Let's just hope we get through this night with what we set out for,' said the mayor.

'Likewise, Mayor,' Crono's voice answered through the gem.

'Good luck, you guys,' Knightly and Shocks chorused to the others, who bade their good wishes in return.

With a final nod, Hoofberg left the conference room, instantly galloping back to his carriage with the two pegasi in tow.

'We'd best be going too,' Willow piped up, adjusting Applejack's Stetson on his head. 'C'mon Shift; let's go find our friends.'

'With pleasure,' replied Shifterdreams, who deftly slid off the chair and trotted out the door with Willow, his grandmother's lantern jangling away.

'I'm almost done over here, Scribs,' Crono said through the gem, so I'll be up in a few minutes.'

Scribblemind smiled. 'Excellent; don't rush yourself though, because we don't want your suit falling apart at some point because you've rushed past a few important attachments.'

'I hear ya, I hear ya,' was the response, before the voice cut-off.

Braveheart waited, and then straightened up. 'Right, well if it's all the same to everyone else, I'd like a little chat with Scruffy and Scribs.'

'Oh wait,' interjected Doctor Whooves, 'this is the part where you find the...' He trailed off. 'Oop, can't say that; it hasn't happened yet.' He slunk back into the TAEDIS without another word and a wild excitement flashing in his eyes. 'Wait up, Doctor,' Dinky called, 'I wanna finish talking to you about the spectral neutralization flux...' The unicorn filly and her excited technobabble faded as both she and Whooves went deeper into the TAEDIS.

'Would you mind us having a private chat?' asked Braveheart while looking to Soul, but the little dragon wasn't listening, for she'd curled up in Shifterdreams' chair, softly snoring away. Braveheart looked back at Scruffy and Scribblemind, who nodded to one another and left to an unoccupied office just outside the conference room, leaving their gems in the conference room and taking Scribblemind's saddlebag with them. Once inside, Scruffy locked the door and Scribblemind rifled through his books, before pulling out Maxine's diary.

For a while, nopony spoke. It took Scruffy to pick up the diary and begin flicking through it, carefully turning the pages in mind of the book's age.

'Where'd you find this?' he asked, looking up at Scribblemind.

'At the Destriers' library,' was the reply. 'The thing is I saw this in amongst all the others in the library dozens of times, but I never really noticed it. It was like I hadn't properly registered it as being there. The first time I properly looked at it was the first time I saw Maxine's ghost.'

Braveheart rubbed the side of his head. 'Okay, I've been at the Destriers' Headquarters for years and I've never seen, or even heard a ghost, especially late at night when I...' He stopped short, unsure about whether or not to go on. The anticipation in the others' eyes convinced him. '...when I sneak out for a night with Seraphina,' he finished, expecting a reaction. Scruffy ploughed on regardless, making Braveheart heave a sigh of relief.

'Me too,' continued the elder pony,' I've never even imagined the place was haunted.' He stopped, finally realising what Braveheart had just said; 'Hey, you were sneaking out with Seraphina while the two of you were in the order together?

Braveheart rubbed the back of his mane awkwardly: 'Don't change the subject Scruff; no I didn't sneak out with Seraphina like that... much. I meant that I'd sneak with Seraphina to her room.'

Scruffy frowned. 'If Maelstrom had found out about this, he'd put his hoof on your—'

'Well it's what couples do!' Braveheart indignantly interrupted.

'Gentlecolts, please,' implored Scribblemind. 'Can we get back on track?'

Scruffy coughed. 'Sorry Scribblemind, please continue.'

And continue he did: 'As you know, the ghost is Maxine Destrier, founder of the Destriers and the first one ever. And she's now haunting me.'

Braveheart raised his eyebrows in surprise. 'You? Wait, is that why she was on the Bronco, and in the library? Is she here, now?'

Scribblemind nodded. 'It's because I have her diary. She said that because I had it that I was the one she needed, or something... But I've noticed that a good chunk of what she's saying is stuff I've been able to, er, make out from the diary. Half the words written have just... faded into nothing, but I'm not the only one that saw the book; there are some pages where what was previously written has been traced over, but THEY'VE been either erased or faded or something. Somepony has definitely owned this diary before me and after Maxine.'

Scruffy stopped at a page, reading over the evidence Scribblemind suggested; some notes had indeed been traced. All of a sudden, he broke into a grin of surprise.

'Braveheart, look at this.'

'What's so funny?' Scribblemind inquired, his horn glowing as he tried to glean emotion out of Scruffy. Braveheart, meanwhile, had taken the diary from Scruffy, who was pointing at the top right hand corner of a page.

'It's a cog,' Braveheart said. 'And...' He flicked quickly through the pages, and his face lit up. 'When you flip the pages you see the cog turning.' Scruffy rubbed his jaw with a fore-hoof, grinning shrewdly, as a look of realisation slowly spread across Braveheart's face.

Scribblemind stared at the two. 'I don't get it; what does the cog mean?'

'Now it makes sense,' Scruffy murmurmed.

'Sorry, but WHAT makes sense?'

'It's Clockwork.'

'Clockwork? As in the cog, or...?'

Braveheart laughed a little; 'He was a Destrier.'

'Until Princess Celestia kicked him out,' Scruffy added. 'Everywhere he'd go, he'd always leave a little cog, either literally, drawn or carved, like a tag.'

Scribblemind gawped: 'Okay, I'm confused here. Why would Clockwork want to be involved with Maxine's diary?'

Scruffy looked at Scribblemind dead in the eyes: 'I think he's the reason Maxine's here, AND the reason that YOU have the diary. I still can't believe he's alive...'

'So is Maxine's spirit is real?'

'Oh it's real alright, and right from the spirit world, too; it's the gear on the book that did it really. It's a Spiritual Anchoring Spell, with the cog, or rather cogs, as the anchor.'

Scribblemind's eyes widened: 'The cogs are the anchor of THAT spell?! Only high-level unicorns are able to do something like that. I could NEVER hope to do ANYTHING like that... But why's he brought Maxine back to the world of the living, and why do I have the diary because of Clockwork?'

Braveheart shook his head ruefully: 'He obviously wants you to do something with Maxine, but only he'd really know what. He was like that; he'd set something up and then rush off and not say how to actually reach that point, plus he was insanely intelligent; imagine you, Crono and Twilight thrown in a blender, and then multiplied by about twenty. Mathematician, inventor, astrologer; you name the intellectual field and he'd have been a leading part of it.'

'He was one of my two masters, the other being his partner Timelord Niles; the Timelord prefix was really a nickname he was given by Clockwork due to the fact that Niles had stopped any process of aging in his body, causing Clockwork to joke that Niles was a Lord of Time. Clockwork himself devised a form of mathematics that calculates the future, by taking into account almost everything, from the stars to the number of hairs in your mane. He would always be one step ahead of anypony because of this. Hay, he even knew that the Daughters Of Harmony were going to be ponynapped before their Parents were even born; that Rayo would return...' The old pony took a deep breath before continuing: 'He even knew how my son was going to be killed before I'd even met my wife.'

'That's awful,' said Scribblemind. 'To have that knowledge in your head for all those years... Could you do anything about it?'

'That was the thing,' explained Braveheart. 'Even when we tried defying what Clockwork would prophesize, something would always defy our efforts and make sure that what he said would happen, happened. When I was a foal, he even told when and where I'm going to die.'

Scribblemind gawped. 'Guess Clockwork didn't have any sense of tact, then... So you all knew that Twilight and her friends would be ponynapped, and that Rayo would escape from his prison? By Celestia, to have been waiting for that for all these years, you must have gone mad, you two.'

'Not as mad as Clockwork was, mind,' Scruffy replied. 'He calculated that it would be you six that would save them, or at least, ponies along the lines of you six was what he told us, as a vague criteria for what we needed; he never could specify details if those that his prophecies concerned weren't right there in front of him. We all knew about what would happen, except Maelstrom, who would constantly refuse to hear any of Clockwork's prophecies, claiming that such knowledge was dangerous for anypony to have in their minds, that simple ponies were too fragile for the ramifications of such things. How do you think we knew where to start looking for you and the others, originally? Now it makes sense; now I remember; Braveheart pointed out before we met you that all the ponies we'd found had a connection to the Daughters of Harmony; that was another of Clockwork's musings.

'How could you possibly have forgotten something as vital as that?' Scribblemind asked incredulously.

Scruffy simply rubbed the side of his head. 'He'd spout that much rambling nonsense at you; it was hard to remember a good deal of it. But you're right; there's really no excuse for either of us forgetting something like that; age does that to your mind. But when I was training to be a Destrier, he told me something I knew I'd never forget. I never knew what he mean until I saw that cog in that diary...'

* * *

One hundred years ago...

* * *

'Sir,' called the young private, standing to perfect attention in the doorway of the room, 'I have finish all my duties for the day.'

Practising stances in the middle of the room was a small pegasus, youthful in both physique, stature and features. His pelt was a grey colour, vague to the point where it was hard to pinpoint just what colour had mixed with the grey to make such a coat. A lengthy brown mane had been tied at one end by a black knot, and his Cutie Mark was a strange ring due to the blank hole in the middle, with white and a black dot making up one half, and black and a white dot making up the other; a twist on the Taijitu seen in the temples of the Ibex Empire. Timelord Niles had not been to the Ibex Empire, so it was curious how a misinterpretation of one of their symbols could be seen on his flank. He glanced over to the young Scruffy White, who still stood at perfect attention. Niles smiled, and relaxed his stance.

'Good job, Private White; you may retire for the evening.'

'Yes sir!' saluted Scruffy, but as he turned to go, the whirring of gears and the rustles of scrolls alerted him. His ears pricked, and he turned to see a unicorn dashing towards him, papers and scrolls trailing in his wake from his saddlebags.

'YOU!' he called. 'You, you, you, you! Wait there!' As he ran frantically towards Scruffy, something behind him whirred and clicked, and as he came into view, Scruffy saw that it was a clockwork prosthetic left hind-leg. It had to be Clockwork; with his spiky and unruly mane and tail divided into both muddy blonde and blue, his pelt a deep grey tinted with just a touch of the same blue, his small reading glasses, and of course, his clockwork leg. He didn't stop to pick up any of his scrolls however, as they simply levitated after him and placed themselves back into his saddlebag, Clockwork's glowing horn indicating magic at work.

Niles rolled his eyes. 'Clockwork, don't bother Private White now; he's just turned off-duty.'

'Give me your name!' the unicorn said, completely disregarding Niles; his frantic and fervent eyes refusing to stay still as they focused on Scruffy.

'Scruffy White, Sir.'

'One, two, three, four, five...' counted Clockwork, trailing off into a murmur and back again, '...eleven, twelve! Three vowels… nineteen, three, eighteen, twenty-one, six, six, twenty-five! Twenty-five! Twenty five! DON'T MOVE!' Clockwork shouted suddenly, for Scruffy had begun to slowly move away from him. He looked imploringly at Niles, who stepped towards the frantic unicorn; no notice of Niles was taken, as Clockwork ploughed on.

'4750 hairs on your tail. Hmm… The stars say you will find them.'

Scruffy looked back at Clockwork. 'Find who?

'Two pegasi, two earth ponies, two unicorns… they'll help you find them. Tell the thinker to read page 42 and use spell 234.'

'Which one will be the thinker?'

'I can't work that out; it could be any one of them; I'd need the thinker in front of me to tell you.' Clockwork checked one of his scrolls. 'The equinox is tonight! I almost forgot! Tell the thinker to rea page 42 and to use spell 234, Scruffy White; both you and he will know when the time comes.' And he dashed off without another word, trailingscrolls that put themselves back in his bags only to fall back out again.

* * *

The present day...

* * *

'Odd; spells aren't numbered, and page forty-two...' murmured Scribblemind as he opened the diary back up. 'There we go... its blank.'

'Try using spell 234,' suggested Braveheart.

'Spells aren't numbered, Braveheart; I don't have the foggiest what spell Clockwork meant.'

'I had hoped you'd know,' explained Scruffy. 'You know more magic in general than anypony in the team.'

Scribblemind frowned. 'I'll have to research into what 'spell 234' might be; it could be an old Equestrian system of spell cataloguing, but I need to know more about this Clockwork guy before I do any of that.' The unicorn stopped and thought for a moment. 'He knew what was going to happen, and you couldn't stop what he predicted because... some outside source would always prevent you from doing so?'

Braveheart confirmed it: 'There was no stopping what future Clockwork saw.'

'Princess Celestia never really liked him because of the fact that he COULD predict the future,' added Scruffy. 'She claimed that others had tried before Clockwork, and despite the practical uses of such knowledge, it would eventually cause those ponies to go insane out of the sheer amount of terrible unstoppable information they'd unearth. Clockwork didn't see it her way; he ramble that it was necessary to put measures into place to plan for when Equestria, and even the world beyond, would be threatened by some kind of corrupted force. He ended up having nightmares about it, which proved Celestia's point, so she dismissed him for rest. Whatever relevance Maxine and her diary is to the mission, it must have been put in place by Clockwork.'

'What did he mean by "corrupted force"?' asked Scribblemind, glancing at pages forty-one and forty-three to see if they could help narrow down the information surrounding page forty-two; like the page in question, however, they were blank. 'And why would he try to stop this particular prediction, when previous attempts to stop them failed?'

'...we don't know for certain,' admitted Scruffy. 'It may be that he saw a future that could be avoided provided the steps were in place, or maybe his mind destroyed its own logic and went about trying to prevent an inevitability; nopony ever got chance to find out, because he was gone before he could be properly interrogated.

'Celestia never really questioned the truth of Clockwork's predictions though; he predicted rightly that Nightmare Moon and Discord would escape, and that the Daughters of Harmony were the only ponies that could stop them; so when the Daughters of Harmony finally went missing, the first thing we did was try to find Clockwork himself. We looked everywhere we could, but never did find him. One thing about Clockwork was that you never knew where he would be at any given time; one minute he'd be in his observatory, the next a tavern, the next his study, the next a library, the next in a warehouse of a removal service; the list was endless.'

Scribblemind massaged his temples, trying to fathom the information that had been dumped on him. He looked at page forty-two of the diary again, staring intently at it, irrationally hoping that it would suddenly give him something, ANYTHING, that would help him.

'Okay,' he finally said, 'I have a feeling that we're going to encounter more of Clockwork's preparations before this mission is through. For now though, let's focus on actually finding Rayo and the Daughters of Harmony. I've got an entire police department to contend with and Clockwork's faffing around isn't really helping... Let's get back to the conference room; see how Crono's doing...'

* * *

Peppermint leant back against the balustrade on the balcony and sighed, rubbing her hooves through her mane. She needed a good night's sleep that much she knew, but with Crono still on his mission, she needed to work all hours to balance both his role and her own. Sleep had to wait, she had despondently decided, staring into the last specks of the sun as it finally descended beyond the view of the horizon.

'Room for one more?' asked Rhodes, head poking out from the door.

'By all means,' Peppermint said.

The griffin wandered over to his friend, closing the door behind him. They looked almost jarringly opposed when stood next to each other; the big, grey and brown griffin and the little cream and red unicorn; at least, that was what other ponies claimed. Neither of them ever really noticed; they were just 'Rhodes' and 'Peppermint' to one another; friends until the end.
A long silence followed; Rhodes seemed to be waiting, Peppermint refused to make eye contact with him, until finally:

'Just...' began Peppermint, almost fumbling for words, 'just what does he see in that... diamond digger of a unicorn? I could buck him in the face sometimes; I really could.'

Rhodes glanced over: 'Peppermint, you know I'd never ask you anything unless I was sure that you'd be able to cope with the question, right?'

'What's your point?'

'When are you going to tell Crono how you really feel about Rarity and him?'

'He knows full well what I think NOW, Rhodes.'

'That's not what I meant.'

Peppermint looked up.

'When are you going to tell him that you're jealous?' the griffin asked.

The glare that followed burned into Rhodes, fiery daggers blasting their irrepressible heat at the griffin's whole being.

'Hm; seems that was one you couldn't cope with.'

Peppermint switched her attentions to Manehattan's skyline once more, as the sky began to darken.

'It won't hurt you to confess your feelings for the pony to me once in a while; it's not like I'll tell him,' Rhodes continued.

'Don't you have a suit to continue working on?' was the icy reply. Rhodes took the hint, and went back inside, closing the door without another word.

Peppermint had known she'd been too harsh with Rhodes, but… Crono Sparks had become Nitron Hoof to battle the injustices of Manehattan that ponies seemed to ignore; gang crime, theft, extortion, the like.

So why, thought Peppermint, couldn't he battle, or at least recognise, the injustice that gripped her?

* * *

Progress was going to be slow. Shifterdreams had known that much in the conference room when Scribblemind gave her and Willow their orders, but she'd at least known the unspoken reason; if she and Willow had gone with the police teams on the ground, it would look too suspicious if Rayo should be looking out for them. On their own, they were harder to recognise amongst a crowd, and could handle their own easily enough. What Shifterdreams hadn't realised, however, was how BIG Manehattan was.

Street after street of multi-storey buildings of varying materials; brick, wood, thatch, glass, metal, stone; all wormed their way into the city like infections, steadily claiming whatever building they seemed to fancy. Restaurants, shops, vending carts, lamp posts; everywhere she looked had something to attract attention, and everywhere she looked she saw ponies. Ponies entering ponies exiting, ponies eating, drinking, laughing, crying, dancing, nuzzling... Shifterdreams didn't like cities; in cities there were too many ponies, and too many ponies meant too many colts, and too many colts meant too many colts that would try to take advantage of her. Unease began to creep in, and if Willow had not nudged her when he did, she feared she may have eventually reached the point where she would have turned around and gone straight back to Spark Industries and refused to move a single muscle until she was allowed to mentally destroy any colt that so much as looked at her in the wrong way.

'C'mon, Shift,' Willow said, his lantern in his mouth muffling his speech slightly 'let's try 4th Avenue; apparently it's one of the more busy streets; Grandmother may be able to pick something up.'

Shifterdreams liked Willow; he never said anything to her that didn't need to be said, and the light of his lantern was soothing and enchanting; he made Shifterdreams feel at ease, and if she would ever properly trust a colt, he'd be somewhere around the top of her list. His calm demeanour and smiles were a breath of fresh air in a land where amoral colts lurked around every corner, and Shifterdreams respected that fact; even when she tried to play pranks on him, all he ever gave her was a disapproving look, before breaking into a grin.

True to the rumour, 4th Avenue was indeed busy, and it wasn't long before Willow bumped into somepony.

'Oh sorry, excuse me,' said Willow. Immediately polite, Shifterdreams noticed, and she smiled a little.

The pony Willow had collided with was odd to say the least. Whoever the pony was seemed to be clad from head to hoof in some kind of red and black outfit; it was similar to those that the Wonderbolts wore, except it covered the pony's head and mane too; only his tail was uncovered, in all its black and bushy glory, as understated as it was, and strapped to the pony's back was a black-hilted sword of some kind, complete with sheath. The eyes were entirely white, and were the only part of the pony with any expression; when the pony turned to Willow, they seemed to widen slightly, almost in a mixture of surprise and joy.

'Oh look,' he said, his voice confirming his gender, 'someone to kill!'

Willow stared at the costumed pony incredulously. 'What did you say?'

Out of nowhere, there was a cry of a young mare's voice; 'Nooo! Ponypool, don't!' From one of the shops, a small white pegasus with long and floppy blond hair from both mane and tail, with a small blue ribbon in the former, dashed out and planted herself between Willow and the costumed pony.

'You know we've talked about this; you don't go after ponies unless I say so!' the mare pleaded.

'Aw come on!' the pony protested, almost petulantly, 'YOU know that I don't like it when someone bumps me when I'm thinking of things. And that which I do not like, I see how many ways I can slice it before it gives out.'

Willow's face was one of confusion and growing fear, as he edged away from the two ponies.

'Fine,' relented the pegasus, 'I'll pay you further not to kill him.'

The costumed pony shrugged. 'Getting paid not to kill is just... hard and boring!' His voice bordered on childish whining. 'I'll only do it if you double it!'

'Alright then, Ponypool ' the pegasus agreed, as the costumed pony pulled out a red book of some kind. Attached to the top was a pencil, and he pulled it off and wrote something down.

'Okay, you now own me...' began Ponypool (because apparently that was his name, Shifterdreams thought), as he began calculating, resorting between counting his hooves and murmuring sums, 'three million, four hundred and fifty-six thousand, eight hundred and ninety-seven bits, seven hundred and sixty four tacos, and a yellow marker.'

'What's the—'
Willow tried to speak, but Ponypool placed a hoof on his lips. 'Ssh; there's a queue, please wait your turn.' He turned to the pegasus; 'You do realise, Frolic, that you WILL have to cough all that up when you get your Cutie Mark.'

Shifterdreams' eyebrows shot up at this, and she looked to confirm; sure enough, the pegasus' flank was blank.

'What exactly do you need those bits for, anyway?' Shifterdreams finally asked.

Ponypool looked up, noticing her for the first time, and shrugged. 'I don't know; apples?'

'What's the yellow marker for?' inquired Willow, who had moved the hoof from his mouth.

'To write what I'm saying when I speak in yellow, of course,' was the matter-of-fact reply, as if it was the only obvious thing to be considered. Willow wasn't quite sure how to react to this, so moved back over to Shifterdreams, an awkward expression on his face.

'Come on, Ponypool,' Frolic said, tugging slightly on her companion's tail, 'let's go to the night club district; maybe I get a party Cutie Mark or something...' She managed to get Ponypool moving, before mouthing a 'sorry' back at Willow and Shifterdreams.

Willow and Shifterdreams went back asking around, they met somepony that told them that she saw a Blue mare with Rarity at the bank. Willow and Shifterdreams went to the bank and got some Information of the hotel they are staying.

Continuing, Willow took a few more steps forward, then stopped: 'Shift, would you mind using that boosting spell for a moment?'

She did so, and Willow gasped: 'Grandmother's found Applejack's object memory!'

'Was Pinkie Pie with her?' Shifterdreams asked.

'Not that she can tell, but there was another pony with her, and it wasn't Rayo; it was a blue unicorn with a long light-blue mane...'

'That's the pony Scribblemind and I saw with Twilight Sparkle through the hole we made! Where'd they go?'

'They... went further along the street...' Willow said, almost breaking into a gallop all the while, following his grandmother's descriptions, '...and then they went into that bank and out again; the blue unicorn had something in her mouth, most likely a bag of bits, and they headed…' Willow looked further along the street, '…round that corner. Come on!'

The two cantered the length of the street and around the corner in question, Shifterdreams' horn glowing all the while, causing several ponies to move out of the way, either by stepping or flat-out leaping into the nearest doorway. They rounded the corner, and Willow looked on and his grandmother spoke again to him, quivering with anticipation

'They went in there,' said Willow, pointing to a five-storey brick building, complete with revolving door; a novelty that Shifterdreams couldn't quite get over, as she giggled with excitement and stayed in the door just to keep going around and around. Willow stopped again, and looked to his lantern.

'Shift,' he called, 'the object memories cut off here; Grandmother can't see Rarity or the other unicorn anymore.' But Shifterdreams didn't seem to be paying attention, and was still revolving in the revolving door.

The lobby itself was uneasily quiet, with only a single bleary-eyed pony at the front desk as a member of staff, her eyelids only millimetres apart.

'Excuse me,' said Willow, 'but have you seen a pair of ponies, both mares, one a blue unicorn and one an orange earth pony, enter or leave here at all today?'

'Probably,' yawned the mare, 'but lots of unicorns that fit that description came in and left... Sorry… I've been up for three days with no sleep; there was a…' She yawned. 'Excuse me; there was a mix-up with the shifts on both the lobby and the room service, and management couldn't change it…'

Shifterdreams finally staggered out of the revolving door, giggling.

'Was the unicorn, hee-hee, quite…?' She searched for the word, '…rude? Did she stick her tongue out or anything? Hee-hee…'

'And did the earth pony have a blond mane? It may have been tied at one end,' Willow added.

'Yeah,' the concierge slowly replied, her eyelids opening a little further. 'Now that you mention it, there was…' She stopped and yawned again. 'Excuse me; there was one pair of ponies with one like that; she kept giving a load of instructions to the white one; wasn't sure why…'

'Do you mind if we ask what room they're staying in?'

'Sorry; client confidentiality says we can't tell you…' The concierge's head drooped, and her eyes began to close. 'Just… see if… if…' She trailed off, as her eyes finally closed fully, and her head lolled forward. She managed to mumble a 'sorry', or something that may have been a 'sorry', before she began snoring softly.

Willow leant across the desk, trying to shake the mare awake, increasing in aggressiveness, but to no avail. He finally turned away: 'Blast. I guess three days without sleep had to catch up on her at some point; if only it wasn't now of all times.'

'Well, we know they're in the hotel somewhere, even if your grandmother can't see them,' Shifterdreams replied; she had indeed been paying attention, Willow realised, as he thought about what to do next.

'Let's report back to Scribblemind and the others; we can probably find something in his books to wake her up.'

'Or if Knightly and Shocks have had any luck.'

Willow leant across the desk again, reading the mare's name badge; the hotel's name was 'The Prancing Pony'. Nodding to Shifterdreams, Willow left the hotel, but not before he had to drag Shifterdreams out of the revolving door, ignoring her threats to turn him into a toad if he didn't let her have another go in the revolving door.

* * *

Night came all too quickly across Manehattan, and as Speed Shock and Sir Knightly marshalled the police pegasi under their command to the third rendezvous of the evening, both squads were beginning to tire; including the two aforementioned. They hadn't heard anything all evening, save for Willow and Shifterdreams' revelation as to a possible location of the Daughters of Harmony. Bureaucracy could only move so fast, however, and a search warrant wouldn't be ready until the next morning. That had been an hour and a half ago, and nothing else had come up since. As the squads touched down, they reunited with one another for a five-minute break to rest their wings. The dragons they carried with them to keep in correspondence with the rest of the police

'You'd think flying for about half an hour would get easier after time,' panted Speed Shock, 'and I think we seriously misunderstood how huge Manehattan is...'

'Come on Shocks,' huffed Sir Knightly, 'chin up; we've still got a while to go, AND there's the units on the ground to hear from yet.'

'At least it'll be worth it when we find the Daughters of Harmony. Poor Fluttershy; she must be absolutely terrified.'

'If that amnesia liquid hasn't taken away her capacity for fear, or Rainbow Dash's tomcoltish nature.'

'I still can't believe somepony would be THIS prepared to go through such lengths to keep them hidden.'

'Well, if you're going to do something like this, and pull it off, you have to plan it to the nth degree, Shocks.'

'I know, I know; it's just hard to get my head around is all...'

Suddenly, one of the dragons burped, and out from the flames appeared a scroll. The nearest pegasus unfurled it and read, his eyes widened further and further as he read on.

'Sirs,' he called, 'one of the ground teams has reported in a freak tornado tearing apart a night-club called The Shadow Lounge!'

Knightly and Shocks looked at one another in confusion.

'They've had to clear the area,' continued the officer, 'and they've found a poster for the night club in question; Princess Luna was the guest of honour tonight!'

Instantly, the two Destriers took to the air, signalling for their squads to follow. As one, the flight surged through the air, their speed only accelerating the more they flew.

'Assist the ground teams with evacuating ponies in the area,' shouted back Knightly over the howling wind. 'We'll handle the tornado!'

'But sir,' began an officer, but Knightly was having none of it. 'While I'd normally welcome your help, this is our territory now. Shocks; tell Scribblemind and the others.'

The other pegasus was one step ahead, because Crono and Scribblemind now knew, despite the fact that they were informed while having to listen to rushing wind for a good few seconds.

'By Celestia, it was like my ears were being raped,' Crono said through the gem, as Scribblemind, Braveheart, Scruffy and Soul piled into the TAEDIS.

'Crono, hurry up!' braked Scruffy. 'You need to get to the TAEDIS if you want to get there in time!'

'Oh I don't think so Scruff; my suit's on, y'see, so I can't have my employees finding out who I am. Besides, I haven't used the pegasus boosters in a while...'

'Where are you setting off from, then?' asked Scribblemind.

'There's a launch tunnel I excavated for when I needed to set off a little quicker than normal.'

From outside the TAEDIS, there was a distant burst of green, as something golden and silver shot off into the night, a green jet stream trailing behind it.

'He doesn't know subtlety all that well, does he?' Whoof asked, as he entered the last part of the coordinates. The four Destriers shook their heads in unison.

'Right then,' said Whoof, poised at a lever on the hexagonal console, Dinky at his left with a hammer for some reason, 'ALLONS-Y!'

The purpose of the hammer became only slightly clear, Dinky smashed it down on a dish-shaped section of the console, and Whoof wrenched the lever downwards. Nopony else had any idea what significance the hammer had, save for Dinky and Whooves themselves. The central column slid up and down in on itself in that alien warped grating, as the TAEDIS lurched into life.

'Hang in there, everypony,' Scribblemind muttered through gritted teeth, clinging to the TAEDIS's railings for dear life, 'we're coming to help.'