An aged, time-worn, and mildly trembling human hand reaches up, grasps and pulls down on a lever. The TARDIS lurches to life, its signature, elephantine trumpeting echoes throughout the console room. The exhausted Doctor rubbed his eyes before focusing them on the image of a galaxy that the TARDIS is displaying on one of its many monitors.

"Oh, there it is." The Doctor is engaged in yet another of his conversations with the machine that is all around him. "Silly old universe. The more I save it, the more it needs saving. It's a treadmill..." The TARDIS emitted a series of multiple sounds from the console, it's how she communicates with him.

It is actually Morse code, only it's at a rate much faster than usual. In fact, it is so fast that, most who heard it, would not even recognize that is was Morse code. To be fair though, the code is so old that there are few individuals that could recognize it. Even then, those few familiar with the code, would be very hard pressed to keep up with the pace.

The Doctor though, as always, knew exactly what each and every sound meant, every single word. "Yes, yes, I know. You're right, they'll get it all wrong without me." He rested his hands on the console, leaning heavily on it. The TARDIS replied with another string of fast paced beeps and tones, she was trying to persuade her beloved owner that it was time for him to accept change.

One of the Doctor's hands began glowing with an all too familiar yellow, wispy glow. He sighed, he knew he couldn't hold it back for much longer. He shrugged, "Well, I suppose one more lifetime won't kill anyone..." He raised the glowing hand from the console and held it in front of himself, studying it briefly. "Well... except me."

The Doctor balled his hand up into a tight fist, forcing the regeneration to stop. He coughed a few times, then cleared his throat. He Realized, that he has one final speech to give. The thought brought a faint smile to his lips. He knew, after all, that talking for a long time was one of his more redeeming qualities. The Doctor was painfully aware, quite literally mind you, that his next incarnation would soon escape from within him. He was going to have his speech ready for him when it happened. "You wait a moment, Doctor!" He shouted. He smirked as he heard the echo of his own voice.

"Let's get this right. I've got a few things to say that you need to hear." He began as he walked across the console room and climbed the staircase that led up to the upper balcony. The TARDIS' cloister bell began tolling in the background. The Doctor however, ignored it. "Basic stuff first." He huffed and gripped the rail tightly as he walked along the balcony encompassing the console platform below. "Never be cruel. Never be cowardly." He stopped abruptly and grasped the railing with both hands. Once again steady, he grinned, then pointed a bony finger toward the main console

below, "And never ever eat pears!" He made his way down the other staircase and stood once again at the console.

"Remember, hate is always foolish, and love is always wise." His lecture continued as he walked slowly around the console. "Always try to be nice, but never fail to be kind." He paused in front of the doors. "Oh, and you mustn't tell anyone your name." He smirked, then resumed his walk around the console. "No one would understand it anyway... Except..."

A sharp pain stabbed at his stomach and The Doctor collapsed suddenly to the floor. After a moment, he rolled over with a groan and stared up at the ceiling. "Except children... Children can hear it. Sometimes, if their hearts are in the right place. Oh, and the stars, they need to be in the right place too, then children can hear your name." He rolled over toward the console and gripping it for support, forced himself to his feet with a loud groan.

"But Nobody else. Nobody else, Ever!" He said as he worked his way around the console. He stopped in front of a control panel and looked past the churning time rotor toward the doors. "Laugh hard..." He shouted, then pointed outward. "Run fast..." his hand fell slowly to his side, and in a hushed voice, he uttered "Always be kind..."

The Doctor stood and took a moment to adjust the sleeves of his coat. He swayed a little, his arms swung back and forth slightly. He took a final breath, then spoke his last words, "Doctor... I let you go." and collapsed to the floor. The regeneration had begun.

A yellow radiance flooded the interior of the TARDIS. Energy flowed from him, ripping and obscuring his form as it erupted from his hands and head. Like bolts of lightning, energy surged and tore at the interior of the TARDIS. His body felt as if it were laying upon a large bonfire. The fact that he's experienced this a dozen times before has prepared him for it, though is does nothing to ease the pain.

The regeneration was done, finally. Still, the occasional snapping of random electrical arcs can be heard popping. The tolling of the cloister bell now continued only as an echo. A ring slips from the Doctor's hand and falls to the floor. The ring rolls across the console room and into the opposite wall, where it falls into an unusually long, and very noisy, Euler's wobble.

The Doctor rose unsteadily from the floor and leaned heavily against the console. All around him, the sound of residual energy discharging could be heard, snapping and popping randomly. As the Doctor stood, still leaning against the console, he was suddenly struck by an errant arc, discharged from the panel in front of him.

The shock caused him to stumble and fall into an adjacent array of buttons, depressing many of them simultaneously. The conflicted inputs caused the TARDIS to suffer a malfunction, and the panel to explode in the Doctor's face. The entire machine lurched violently sideways. The Doctor struggled to get a grip on anything to prevent himself from falling, but everything he reached for seemed to just slip from his grasp.

Both of his hearts were beating hard. The brand new hearts were also beating much too fast, causing him to feel lightheaded. His field of vision was narrowing and at the

same time, dimming into a bluish-grey blur. Consciousness slipped away and the Time Lord's body went limp and collapsed into the panel in front of him. He head and face randomly pressing more buttons as he slid down the panel. Somewhere within the console something arced, then with a loud 'POP', Time Rotor was ablaze. The orange beams normally visible within the cylinder were now engulfed in flames. Cracks began appearing on all sides of the glass enclosure. The Doctors body, limp and unconscious, slid clumsily down the side of the console then collapsed onto the floor.

Sometime later, perhaps it was many minutes, the Doctor opened his eyes and forced them into focus. He studied what he was seeing for a few seconds before he recognized that he was looking up at the underside of one of the console panels. He reached for the panel to pull himself up from the floor. The entire console though, was now compromised due to the fire spreading from the Time Rotor and the panel tore away from the console. The Doctor fell back to the floor and the TARDIS suddenly lurched and banked sharply. The sudden violent motion sends the Doctor sliding quickly across the floor. He slides into the doors, hitting them hard, they fly open. The Doctor reaches for the door frame, grabbing at it frantically but he can't manage to get a grip. Then the TARDIS tilts wildly once again and he is flung from the opening.

Plummeting as he was, the Doctor looked around and saw that the TARDIS also was free-falling near him. He turned, twisted, and arched his body in the air, working himself toward the still open TARDIS doors. It was working, he was actually getting closer. As he moved closer to the door he could see the chaos worsening. He was almost there, he stretched, reaching for the door, now just a few inches away. He can feel the door and he tries to get a grip so he could pull himself back inside. As he tries to get a grip on the door, he sees an explosion rip through the console room, then to his horror, the TARDIS dematerialized before his eyes.

The Doctor was now alone and falling. He was far above the clouds, where the air is thin. So thin, in fact, that he couldn't breath and he was passing out again. The last thing he was aware of as his eyes slowly closed, was that he was rapidly falling towards an unknown world. _

Meanwhile, in the far away land of Equestria, a yellow pegasus with a pink tail and mane had just placed a heavily frosted dessert on a counter. "No, you cannot have the carrot cake yet." Fluttershy said gently, pushing the cake back and out of reach of the frowning ball of white fur on the floor beside her. "You'll spoil your dinner." The rabbit gave a huff and crossed his front legs in annoyance. He wanted that cake, and he wanted it now. He'd have to grab it when she wasn't looking. All he had to do was wait for the right moment, and as luck would have it, this was the right moment.

Something outside caught her attention and the yellow pegasus looked to the window. She'd turned just in time to see a stallion falling out of the sky and land in her pond with a huge splash. A startling sight, to say the least. Of course, if Fluttershy is startled she is going to shriek. "Eeep!" The little white rabbit wasted no time and moved quickly to take advantage of this momentary distraction. Fluttershy, confused and alarmed by the goings on outside, fails to notice the fluffy cake thief making his move.

Fluttershy darted out the door and headed straight for the pond. She was worried

about whoever it was that had fallen into the pond being hurt. Was it a fellow pegasus, perhaps Rainbow Dash, or maybe it was a dragon. Whoever it was she hoped nopony was hurt. Or, if somepony were hurt, she hoped it wasn't serious. The yellow pegasus trotted quickly onward.

At the edge of the pond, Fluttershy finds an elderly looking stallion laying there. He is dressed in a dark blue coat with red lining. His fur is beige and his short, curly mane is gray. Fluttershy rushes over to him, "Oh my goodness. Are... Are you alright?" The elderly stallion groans slightly and a small arc of regeneration energy escapes from his lips. Fluttershy silently watched this with a mix of alarm and amazement.

"Oh my..." the pegasus whimpered fearfully. She timidly backed up a step, her still worried gaze glued to him. "C-can you hear me?" She stuttered, speaking up a little, but not much. The stallion still didn't reply. Of course, he can't really be faulted, he wasn't even aware of Fluttershy just yet. All he could hear at the moment was white noise and an irritating ringing.

The soggy stallion's lack of response is truly troubling to Fluttershy. "Y-you need a doctor." (If only she knew she was telling a doctor that he needs a doctor...) She looks around quickly, hoping to find somepony nearby, but she sees nopony at all and her level of nervousness increases. "Oh, I guess we're on our own."

Suddenly the stallion's eyes snapped open; wide and alarmed. He sat up and began coughing up water. Startled by the sudden movement and coughing, Fluttershy shrieks and jumps back, her wings flapping a little at her sides. When the elderly stallion finished coughing and looked around, Fluttershy could tell that he didn't have a clue as to where he was. She was relieved though when he finally spoke, and with a Scottish accent no less.

"Where am I..." he pondered aloud, his eyes landing on the winged horse for a moment. Well that sure was unusual. Especially her coloring; pink mane and yellow fur?

"A-are you... a-alright?" Fluttershy asked, trembling, her eyes wide as she regarded him in both concern and fear. "You...fell. I think."

The stallion gazed at her; confused and curious. What an odd creature. He thought.

"C-can you not hear me?" The pegasus inquired in a small voice, as she peered at him through her mane.

"A talking horse?..." the stallion asked himself aloud as he studied her closely. Fluttershy isn't sure she heard him correctly, so she steps a little closer to the stallion. "E-excuse me? Did you hit your head?" Fluttershy tried to look closely to see if there were any bumps visible on his head.

"Maybe." The stallion replied, "I can't remember...I was in my TAR-" He stopped in mid-sentence, his eyes widening with realization. "The TARDIS!" He exclaimed suddenly, surprising the pegasus a little.

"Your what?" She asked, clueless and still a bit shaken. "What's a...Tar-disk?" This strange stallion was starting to genuinely creep her out with his odd behavior.

"A TARDIS," the stallion began to explain in an almost professional tone, "It's a time machine. It's an acronym for Time And Relative Dimension In Space."

Fluttershy smiles at him, "Oh, I see." She still has no clue about what a TARDIS is, but now she's pretty sure that this poor old stallion has indeed hit his head. And apparently a lot harder than she originally thought. Nevertheless, the pegasus gave a sheepish smile, hoping he wouldn't notice her cluelessness. "That's interesting."

"So...you're an equine, right?"

This old stallion just keeps getting weirder and weirder. Fluttershy is still smiling at him though. At least he's starting to make a little sense and she's proud of her progress. "Y-yes, you are in Equestria." The stallion continues to look her over.

"With wings...Oh, a pegasus." The stallion continued on as if she hadn't spoken.

Fluttershy smiled shyly, her face gaining a pink tinge. "Oh, uh, yes...I...I'm a pegasus."

"Are there more...like you?" The stallion inquired, intrigued.

"Yes. O-of course. Y-you should know that..." Fluttershy wasn't sure what to make of this.

"How should I know that? I just got here. What planet is this?"

"Planet?" Fluttershy repeated, puzzled. "This is Equestria...Are you not from here?"

The stallion shook his head. "No, I'm not." He seemed almost proud of this, "I'm not from this planet at all."

Now Fluttershy was really curious. Perhaps he was from a part of her world she had never even heard of. "Where are you from?"

"Far away." The stallion answered, "I'm from the planet Gallopfree...wait, what? I mean Gallifrey, on the constellation of Kasterborous."

"Oh. That's very...interesting." Fluttershy continued to smile politely.

The stallion went on, "I'm over 2000 years old."

There was a pause, in which Fluttershy regarded the odd stallion with concern once more. She could clearly see that he was elderly, but really now. Two thousand years old? Now she's really concerned, obviously this must have been a very hard hit to his head. Celestia was the only pony she knew to be anywhere near that old. Fluttershy was now concerned that this poor old stallion may actually be senile, perhaps even delusional. "How hard did you say you hit your head?"

"Not hard." He answered, then thought for a moment before thinking up a way to prove it to her. "Just feel my heartbeat. I'll prove to you that I'm alien."

The pegasus blinked, unsure she heard him correctly. "Wh-what?" She blushed.

"You heard me. Come on."

Fluttershy's face flushed a bright scarlet, the distressed pegasus fumbled with how to answer this. "I...I'm not a doctor...I...I d-don't..." she trailed off, not thinking clearly enough to continue.

The stallion grinned. "You don't need to be a doctor, I'm the Doctor. The original, you might say."

A doctor? Fluttershy looked him over once. He sure didn't look like a doctor to her. Perhaps this is just him spouting more nonsense. "You're a doctor? Neat..." She decided to go along, rather than argue the matter.

"Probably not the one you're expecting, but yes." The Doctor said, grinning still.

"Doctor what, though? My name's F-Fluttershy..."

"Just the Doctor."

"Oh, alright...Um, Doctor, I think...you need to see another one...A real one..." she nodded encouragingly, hoping that he'd see reason.

"No need." He disagreed, "Now, heartbeat."

Fluttershy wasn't sure what to do now. This old stallion wasn't right...He seemed...Well, crazy, but if it was due to an injury (she did just see him fall out of the sky), she really couldn't blame him for it. If it were an injury though, she knew she wasn't qualified to properly help him in the way he may need. It was all so overwhelming that she felt her voice start to fade as she answered the Doctor.

"I...I'm n-not sure I can hear it right..." she explained softly, bowing her head a little.

The Doctor watched the strangely nervous pegasus for a moment then realized that he was pressuring her. Suddenly he felt a little guilty, so he gave an awkward apology. "Sorry...I can get a bit carried away." He placed a hoof to his forehead. Something didn't feel right at all. "Wait..."

"Wh-what?" Fluttershy looked up, worried, "What's wrong?"

"I can't feel my fingers!" The Doctor gasped, and quickly stood up on his two hind legs. This didn't feel right either. He looks down, "And my legs are backwards!" He wobbles and falls back onto his rump. He sat there, dazed as the truth hit him like a train. "I'm an equine? How...?" He was beginning to feel overwhelmed.

Fluttershy whimpered fearfully, and stared at him, partly worried and partly bewildered. "Y-yes...I w-was trying to t-tell you..." she began, trying to keep her voice calm, but failing to keep the stutter from it. "N-now, I really think you n-need to

see an actual doctor...You seem pretty confused..."

"The...TARDIS..." The Doctor managed to say before collapsing backwards onto the grass and passing out. He sure seemed to be having a problem staying conscience today.

Fluttershy shrieks in horror at the sight of the fallen stallion. Panic quickly sets in, "O- oh no oh no oh no...A-are you d-dead?! O-oh no! W-what do I do?" Fluttershy tries to calm herself and think clearly, she manages to regain enough of her senses to come up with a plan, "H-help! I need to get some help." She shouted, regaining enough control over her senses enough to think of a probable solution. Fluttershy leapt into the air with her wings outstretched. With several clumsy flaps of her feathered wings, the pegasus was off, flying into the air, on her way to get Twilight Sparkle. _

In nearby Ponyville, Princess Twilight Sparkle trotted between large stacks of book. The books varied in size, shape, and color. So far she had organized them in stacks of each; alphabetized by author, sorted by color, and piled up by size. To most it was an unnecessary amount of work that didn't need to be that complex. To Twilight it was relaxing.

Just as she was placing a lava red book in the pile of large red, smooth, hardcover books by authors whose names start with 'G', there was a knock at the door, followed by somepony calling to her.

"Princess?"

"Just a moment!" Twilight called back, she was determined to finish the last row before allowing the visitor to enter. "Okay. You can come in!" She nodded in satisfaction at her work as she stepped back to admire it.

The visitor trotted in; a bespectacled, light blue furred pony, his mane and tail a spiky mess of brown. He was wearing a pair of black, square, framed glasses over his amber brown eyes, looking out from under a dark blue hoodie.

"Hey. Uh, it's Spark, right? Ivory Spark?" Twilight greeted him with a smile.

"Yes ma'am." Ivory returned the smile. He was both surprised, and happy, that a princess actually remembered his name. He adjusted his glasses and asked her, "Has my book come in yet?"

"Hmm, which book was it?" Twilight glances around at the hundreds of books arranged in numerous piles. Each pile is carefully organized, in its own unique way. One of the piles is arranged by size of the book, another by thickness. There were a number of stacks, divided by color, a stack of red books, a blue stack, a green stack. There were stacks of books whose covers had various textures...

"It's the one about the blue box." Ivory reminds her.

"Oh, right. That one." Twilight smiles at and begins searching through her stacks of

books, "I believe it's in this stack here..." Twilight is interrupted by the loudest sound this place has ever heard (it is a library after all). The noise is accompanied by various bits and pieces of castle roof and library ceiling falling to the floor. The TARDIS has crashed through the roof and landed in the center of Twilight's library.

Ivory stares, wide-eyed at the blue box through the settling dust. "Whoa..."

Twilight looks at the box and the mess it just made, "Where did THAT come from?"

"I-is that the blue box?" Ivory stares at it in disbelief for a moment, then shakes his head. Thinking that this is an impressive display of some of Twilights magic, "That's cool, Princess! How'd you DO that?"

Twilight approaches the box carefully, "I didn't do that..."

"When the stories said, blue box..." Ivory began, "I thought they meant something...interesting...I mean...The design of this thing is just plain wonky...I mean...It doesn't look anything like the phone booths in Salt Lick City..."

As Ivory began to drone on about the mysterious box, Twilight began to circle it curiously, her head tilted to the side as she studied it. The box was small, blue, and rectangular. There was a sign above the doors, emblazoned with the words 'POLICE PUBLIC CALL BOX'.

An Earth Historian might have recognized it as a primitive communication artifact from it's "pre space" era, but they would be wrong. Because, what was actually behind those rickety looking wooden doors, was one of the most sophisticated, time-space machines ever constructed. A TARDIS; a time ship from the planet Gallifrey, capable of traveling to any world at any point in history.

Twilight was immensely interested. She was especially intrigued by the varied little details she was finding in the design. She'd never seen anything like them. They were definitely some of the most unusual she had ever seen, almost otherworldly. She thought most of them were actually quite beautiful. After her third circuit around the box Twilight finally speaks again, "This is a most fascinating object. I've never seen anything like it before."

"Ponies say," Ivory sounded dismayed, "that behind those doors, adventure waits...I don't see how though. I don't think Princess Celestia would even be able to fit inside that thing! You'd be doing good to wedge two young ponies and a small picnic basket into that thing."

Twilight continued her circular observation of the TARDIS, only half-listening to Ivory as she was too intrigued by the object that had appeared in her castle's library to notice what he was saying.

Ivory trotted up to it and pushed on the door, hoping to get a peek inside, but it doesn't budge, "Locked." he muttered.

"Why would it be unlocked?" Twilight wondered aloud with a soft smirk. She was used

to things being more complex. She wasn't surprised the least that the doors wouldn't open. "Nothing is ever that simple, Ivory."

"If it crashed," Ivory reasoned, "then somepony's probably in there! They say the owner of this box has been known to keep the hoofbrake on...Whatever that means. I think that if he's careless enough to leave a brake on, I'm pretty sure he's careless enough to leave the door unlocked...Hmmm" Ivory begins to look it over a bit more closely now, "How would you even steer this thing?"

While she certainly hadn't thought he was an idiot, she didn't have this blue pony pegged as the intellectual type. She was honestly intrigued that he seemed to be so informed about this object that had just fallen into her library. For a moment she was actually a little more curious about him than the strange blue box. "I have no idea. I'm surprised that you don't know. You seem to be a bit of an expert on this..." Twilight paused to read the words written on the sign on the top, "this 'Police Box'?"

"What is that?" Ivory inquired expectantly.

Twilight shrugged. "I have no clue what that is." She took a step back to her book stacks now scattered around the floor for mention of the 'Police Box'.

"Well?" Ivory inquired impatiently.

Twilight searched through a number of books, glancing up occasionally for reference from the box itself. She ignored Ivory for a moment, focusing on the task at hoof. It wasn't until she heard him clear his throat softly that she finally answered.

"Uh, so far I haven't found anything on what a 'Police Box', or a 'hoofbrake' is." She admitted, but she didn't stop looking.

"Hmm...Maybe if I get head start, and charge at it, it'll-"

"Hang on," Twilight cut in quickly, wanting to put an end to that thought immediately. "we don't want to break it accidentally. We don't know anything about how durable it is."

"It does look like wood..." Ivory acknowledges.

"Exactly." she reasons, "We need to treat it delicately."

"Maybe you could pick the lock?" Ivory suggested with a shrug, "You're the only one in the room with a horn."

"I can try." Twilight approaches the door, attempting to locate a lock, "If my horn breaks..." That thought makes her stop, frown, and look at Ivory.

"Hmmm..." Ivory thinks out loud, "I've got nothing els-" Suddenly the beacon atop the TARDIS illuminated and shone extremely brightly, almost blinding them, the earth pony stumbles backwards and covers his eyes with his hooves, "Gaaa! MY EYES!"

"Ah!" Startled, Twilight steps away and covers her eyes with her wings. A few seconds later, the beacon slowly dimmed until it was now shining only as bright as a normal light bulb.

Ivory cautiously lowered his hooves from his eyes, worried that it might do it again. "What was that about?" he mused.

Twilight blinked her eyes a few times to clear an annoying blue/black blur from her vision. "I- I don't know...But that was...bright."

"Yeah, it was pretty bright." Ivory agreed then added, "I mean, it wasn't as bright as you, Twilight, but it was still pretty darn bright." Ivory grinned at the smoothness of his comment.

Twilight rolled her eyes then turned her attention once more to the problem at hoof. Although the comment did make her heart flutter a little, she kept up her stern demeanor, not wanting him to know. "Funny, Ivory."

"You know as well as me," Ivory says glibly, "I'll never have a marefriend." He appeared to be looking sadly at the box, but really, he was actually crying on the inside, though only he can hear it, from somewhere deep within the recesses of his own mind...'Hello Darkness my old friend...'

Again, Twilight rolled her eyes. The last thing she was looking for right now was to hook up with somepony. However, sensing his gloominess, she did offer him a bit of encouragement, "You know, Ivory, it's not the end of the world. You'll find somepony someday." She hoped her nonchalant tone didn't make her seem too interested.

Ivory frowned. He was hoping for something a little more exciting but he knew that Twilight meant well. "Yeah, thanks..." _

Meanwhile, back at edge of the pond near Fluttershy's cottage...

In her haste to get help, Fluttershy had managed to fly straight into a stand of trees immediately after she took off. She's inhaled several leaves, and has entangled numerous twigs and sticks in her mane. Unbeknownst to her, as she struggled to free herself, the doctor has come too. He can't help but notice the commotion in the tree tops. He shouts out to her, "Excuse me! ShutterFly? No...Fluttershy!" She couldn't hear him though. The rustling of the trees leaves and branches was all that she could hear as she struggled to free herself from the tree.

"Excuse me!" The Doctor called again as he trotted over to where she was in the tree, Fluttershy!" He shouted, this time getting her attention.

Fluttershy stopped her struggling and looked down at him. As she did, the limb she was standing on gave way. "Whoa, ahhh!" She fell through the branches and hit the ground with a resounding thud. "Ow..."

The Doctor cringed at the sound as he watched his new "carer" fall from the tree. He

cursed himself in Gallifreyan, and muttered under his breath. "Nice job, Doctor..." He immediately galloped over, holding out a hoof. Though it may seem crazy to think that the Doctor would care for some biologically inaccurate equine with social problems, it was his job to protect the innocent. She was no exception. "Are you alright?"

Fluttershy raised her head dizzily, her mane full of leaves and sticks. He spun a little in her field of vision. She blinked to clear it. "Y-yes, I'm fine."

"Hold on." The Doctor said as he gently ruffled her mane. "There we go." The sticks and leaves fell out, landing around the fallen pegasus. He then held a hoof out to her. Fluttershy accepts his help, blushing from both the embarrassment and because she's, well, you know, shy. She gets back up on her hooves. "Th-thank y-you..." she mumbled, hiding behind her mane.

"Always happy to help." The Doctor nodded with a smile, "Now...do you have...any type of government here? A mayor...Kings and queens...presidents...Etcetera?"

"Yes," Fluttershy replied bashfully, "W-we have princesses."

"Good!" The Doctor clops his hooves together and is suddenly amused by the sound, prompting a snicker and a second clop, and then a third. Since the first one sounded so good. He looks up from his clopping and sees Fluttershy staring at him oddly. "Right..." he clears his throat, "Which one is the closest?"

"P-probably Princess T-Twilight..."

"Great!" the Doctor proclaims with a grin.

"Is th-there a special reason you need to see them?" Fluttershy asked timidly.

"Well," The Doctor began, "if one of the townsfolk saw the TARDIS fall out of the sky, they would report it to some kind of authority."

"They may..." Fluttershy supposed, "Or they may be too afraid to go anywhere...I would keep a respectful distance..."

"Right...now...which way to the castle?" The Doctor asked, "Am I correct in assuming she lives in a castle?"

"Well, um, yes...It didn't used to be one...B-but that doesn't matter now I realize..." Fluttershy motions toward the path leading away from her cottage, "F-follow that path...I c-can take you...if you want."

"That was the plan, Ms. 'Shy."

"Ok...Um, f-follow me..." Fluttershy starts slowly down the path with the Doctor walking along beside her.

"So... uh...just curious..." he asks, "Why do you live in a cottage in the middle of a

forest? Not that I have a problem with it..."

"Well, it's quiet...And safe...And I get to be with my animal friends." she explains through a sheepish smile, "I help care for the adorable little creatures that live around the area..."

"Animal friends? Hmm..."

"Yes. They are very nice...Even Angel..." She admitted, having completely forgotten that the rabbit probably, at this very moment, had his paws on that cake.

The Doctor begins a chain of muttered logic, "Considering the name is 'Angel', that lowers the variety of animals...Fish are hard to handle with hooves, I assume, so it's not an angel fish...Angels are delicate, and white...a white...delicate animal..." the Doctor resumes talking at his normal volume, "So this Angel of yours is a rabbit?"

"Y-yes...How did you know?" Fluttershy sounded very concerned, "Oh no. Did he do something again? Is he the reason you fell? I'm sorry..."

"No, no, nothing of the sort. I just figured it out in my head."

"Y-you must be some kind of genius." Fluttershy sounded very impressed.

"Well, us Time Lords did invent time travel. Hence the name. We are an intelligent race... sadly... they all died..."

"Oh my goodness... I'm so sorry... That's awful..." Now Fluttershy sounded very sad.

"But I soon found my way back home and realized they didn't die."

"Whoa... Well, I guess that is a good thing..." she gave him a little smile.

"That's a lot... Of apple trees..." the Doctor shuddered "So many apples..."

"Yes. Apples are lovely. My friend lives on an apple farm." she notices him shuddering, "Do you not like apples?"

"I do not. And I especially dislike pears! Green." he shudders again, "Terrible color for a fruit. Only meant for vegetables, green is! Pears are too squishy, and they make your chin all wet and sticky." The Doctor makes a gagging face and shudders again, "I had a nightmare once that I had eaten a pear."

"Oh... My... Well, we will hurry past the apple trees." Fluttershy begins trotting a little faster.

"Who's that?" The Doctor points to an orange earth pony with a blonde mane and tail, wearing a cowboy hat.

"That? Oh, that's Applejack. She's the friend I was talking about that lives on the apple farm."

"Applejack... hmmm" the Doctor wonders, "Like the cereal?"

"Cereal?" The pegasus asked, confused.

"Oh right." The Doctor chuckled, "It's something you eat for breakfast"

"Oh, like muffins? My friend, Derpy, she really loves muffins..."

He couldn't help but smile at her clueless innocence. "Imagine making soup, but instead of noodles and juice, it's cornflakes and milk. You guys do have milk here, right?"

"Uh..." Fluttershy bit her lip.

"Almond Milk?"

"I've never had it... But I think so."

"Once we get my TARDIS back," the Doctor explained, "I'll let you try some." He points at Twilight's castle, "Is that it?"

The Doctor halted his steps and directed her attention to a large castle that appeared to be made entirely out of crystal.

Fluttershy followed his gaze and gave a nod, smiling at the thought of seeing her friend. "Oh yes that's it."

"There's a hole in that castle's roof..." The Doctor pursed his lips as he studied the sizable hole in the roof above the marvelous structure. Fluttershy's eyes widened, she hurried forward, surely, something awful has happened.

The Doctor's previously goofy, playful and joking demeanor transformed to a dead serious, grim expression. He followed the nervous pegasus and instinctively reached for his Sonic Screwdriver.

"Twilight?" Fluttershy called, knocking loudly, "Twilight?!"

"Is it locked?" The Doctor reaches for the sonic screwdriver in his coat pocket.

Fluttershy pushed the door and it opened slowly. They watched as it creaked open, like something from a horror movie. The Doctor shrugged it off quickly, while the pegasus continued to star in wide-eyed horror at the door.

"Nothing more stress inducing than a door with a poor hinge job..." he chuckled, "Needs a spot of oil, that does."

Fluttershy shook her head rapidly in terror, whimpering loudly. "Oh no oh no oh no oh no..."

"Sssh!" The Doctor hissed urgently, placing a hoof to her chin and delicately turning

her head until their eyes locked. "I'm right here. You have nothing to worry about. Okay?" He said gently, offering a small smile.

Fluttershy, still whimpering a little, met his gaze with large, frightened eyes. "A-are you sure? There c-could be something awful in there... M-maybe it ate Twilight!" She shrieked.

"I'll protect you. I promise." The Doctor assured. The pegasus gave a timid nod and moved to stand closer to him as he pulled out his Sonic Screwdriver and began to make his way inside. She followed after him, keeping back a little. But she also made sure to stay reasonably close to him. It was several long moments of silence before the Doctor spoke.

"Do you know where the princess would be?"

The pegasus thought silently for a moment. Slowly, she nodded. "Probably around books... Or... Or cleaning the rooms. Again. A-after doing so already... Twice."

"Alright," the Doctor said to himself, "So we're looking for a library... Where is that?" He asked her.

"It's Just ahead..."

"Oh. Well, that's easy enough." he walks to the library doors. "Come on."

Fluttershy follows uncertainly after him, trembling a little.

The two of them made their way, quickly and quietly toward the library. The Doctor listening carefully for anything out of the ordinary. As they drew closer to the large library doors, the Doctor distinctly heard two voices.

"Twilight, do you have any books about legends? I'm pretty sure the blue box is a legend..." Ivory asked as he poked at the TARDIS.

"Yes, of course." Twilight nodded. She began shuffling through the scattered piles of books. A few seconds later, she found what she was looking for and slid it over to him. "Here's a book of legends."

"Thanks!" Ivory thanked her and began flipping excitedly through the pages.

"I-is she being tortured? Torn apart?! Eaten?!" Fluttershy stifles a shriek from beside the Doctor.

The stallion shook his head. "No... I thinks she's on a date..."

Fluttershy blinked in disbelief. "W-what? A d-date? The world has ended!"

"It's not that bad. You'll probably go on a date too." The Doctor shrugged, completely missing the true meaning of her words.

"N-no, you don't understand. Twilight doesn't da-" she stopped suddenly, her face turning bright scarlet as she just processed what he had said. "What? M-me...?"

The Doctor nodded. "Yeah, sure. After all, and don't take this the wrong way, you are quite attractive, for a pony your age." He coughed and then muttered as he began picking the lock. "And slightly adorable." *What is her age, and how would the doctor know it? Fluttershy looked away to the floor with a soft whimper of embarrassment, her cheeks turning a bright red. "A-adorable..." she mumbled under her breath, embarrassed.

Just then there was a click as the Doctor had unlocked the doors. He grinned. "There we go." And pushed the doors open with his hoof.

Ivory looked up from the book he was reading, a little startled to find the two of them there. "Hey Twilight, we've got visitors."

Twilight glanced toward his voice and then looked to the visitors. She recognized Fluttershy immediately and waved. "Oh, hi, Fluttershy." She greeted cheerfully, and then stopped when she noticed the Doctor. "Who's this?"

The Doctor didn't hear Twilight. His gaze had landed upon the box and he hurried forward like a kid receiving a balloon. "The TARDIS!"

"So..." Ivory spoke up, watching the odd stallion. "Uh... I guess he knows about the box."

The Doctor reached into his coat pocket and pulled out the key, grinning madly.

"Um, hi, Twilight..." Fluttershy, still red in the face, replied to her friend. She was relieved to find her unharmed. "I'm glad you're alright. Uh, this... This is... the Doctor."

Ivory Watched in silent fascination as the Doctor worked the key. "The legend says something about a stallion that goes by 'Doctor'" his eyes widened and he tapped Twilight. "Twilight... I think we just found a legend that's actually real!"

Twilight remained quiet, deciding not to ruin it by telling him that she had done that herself on several occasions. She just smiled to herself and let Ivory have his moment. "That's great, Ivory."

"There are legends about me? Hmmph." The Doctor opened the door and a cloud of thick black smoke rolled out of the TARDIS. "Bloody Hell!"

"Eep!" Fluttershy squealed and backed away, surely something absolutely awful was about to happen, perhaps a huge serpent was going to come slithering out of the blue box to devour them all.

Without a moments hesitation the Doctor galloped inside yelling, "Hold on!" The doors shut behind him.

Ivory turned to look at at Fluttershy in astonishment. "Woah..."

"T-that b-blue b-b-box just ate him!" Fluttershy exclaimed softly, terrified.

Twilight shook her head hopelessly at Fluttershy's clueless horror. "Uh, I don't think that's what happened at all. Oh... My..."

The TARDIS fades in and out of existence a few times, then it was gone.