Synopsis: While Twilight and Sunset were on their journey to the Other Railway, Applejack, Rainbow Dash, Pinkie Pie, Rarity and Fluttershy try to figure out a strategy for taking down Adagio Dazzle. They have one suggestion in mind, but will it work in their favor? Or will the Girls need everyone to band together in order to utilize it's effectiveness?


Thomas & Equestria Girls 2:
Adventures From Sodor!

Chapter 14: Off The Rails

Paxton was pulling hopper trucks loaded with stone to the Quarry early in the morning. The Sun was just beaming over the horizon, shading the skies with a warm orange shine, and birds sung melodies to start the day right. But Paxton wasn't having such a good morning so far. Most of his steam engine friends gone. It was still upsetting for him to think what will become of them if they're not working anywhere. He was happy to make new friends, but most diesels didn't like being friendly for some reason. This made Paxton even more upset. He had no friends to say hello to anymore.

Later on, Paxton spotted Diesel while traveling down the mainline. He perked up and approached Diesel, giving him a friendly honk of his horn.

"'Ello, Diesel!"

Diesel was startled, then scowled when he saw it was just Paxton.

"Now there's a friendly face I can say hello to. Isn't this a lovely morning we're having?"

"Leave me alone, Paxton," Diesel grumbled, not paying any mind.

"Where're you off to now? You were practically gone all day yesterday.'"

"Where I am and where I go is of no concern you."

Paxton gasped eagerly. "You're going back to that high school, aren't you? Through the Magic Buffers?!"

Diesel rolled his eyes in annoyance. He was not going to put up with Paxton and his eager spirits again.

"Oh, can I come with, Diesel? Pretty please?!"

"No, Paxton!" Diesel snapped. "You've got your job to do and I've got mine."

"But I want to visit my new friends again."

"I don't care about that, Paxton. Director Gisborne gave me a job to do and me only. So, stop dilly dallying and leave me be already."

Paxton stopped in his place, a bit offended. Diesel was acting ruder than usual, much more unusual even to Paxton. He watched Diesel exit the mainline by passing a set of points and disappearing into a branchline surrounded by trees. Paxton was most upset. No matter how hard he tried, no diesel wanted to be friends with him. Not even Diesel, who Paxton hopped had warmed up to him after their trip to Canterlot High. Working on Sodor wasn't as fun anymore if he didn't have friends.

Paxton honked his horn and continued his delivery, still a lonelier diesel than he was when all the mainland diesels populated Sodor.


The Sodor Steamworks was quiet. The dawn of morning provided a dim light in the dark workshop through the windows and skyline. The Girls were still fast asleep, thinking they'd have trouble doing so, but were now still as a statue. Fluttershy, Pinkie Pie, and Applejack slept under a green shed in front of the turntable. Rainbow Dash and Rarity slept across from them against two sets of buffers.

Sir Topham Hatt arrived along with a few men and entered the shop. The men worked to get the lights and machinery working again. The Girls were surprised when they awoke to a sudden light flash and humming noises.

"Good morning, everyone!" Sir Topham Hatt greeted.

The Girls yawned and tried to make bare of all the noise. This was also their chance to really get a look at the Steamworks. But some of them were still a little dreary eyed.

All around the shop there were welding machines, flatbeds and dollies with engine parts collecting dust, boxes, crates, and boards for carrying stuff on a crane. There was a transfer table outside for engines to enter through either three entrances with duel gauge tracks. A foundry, a steam hammer, a forge, and a building serving as a boiler shop took up space around the workshop and between the Girls. There were lathes, hot air blowers, locomotive gantries, inspection pits, and a painting area. The shop was cluttered with other such tools and other paraphernalia. Such as ventilation tubes, shelving, single tracks, and high platforms for people to stand on.

Rarity and Rainbow Dash puffed forward a bit to meet the others near the front.

"Ugh, what time is it?" Rarity moaned.

"It's time to get up and at 'em," Sir beamed. "We have a busy day a head of us."

"Who are these people?" Rainbow Dash said, noticing the engineers.

"These are engineers. I was able to get a hold of some of my old co-workers and asked if they'd lend their assistance."

"Did You Tell Them That Gisborne's Under An Evil Creature's Spell From An Alternate World Who Wants To Turn Us All Into Mindless Zombies?" Pinkie Pie asked.

A few engineer's shared looks of confusion. Sir Topham Hatt tipped his fingers.

"Ah, well, I was going to lay that out as organic as possible. But now that won't be necessary."

Applejack looked around the Steamworks, noticing something missing.

"Wait a minute. Aren't Twilight and Sunset back from that other railway yet?"

"I'm afraid not, Applejack," Sir said. "But rest assured, we can expect them back soon. You've still got plenty of coal left from yesterday. But for now, it's best you all stay at the Steamworks and have the engineers look over any damage."

"Guess we can allow that," Applejack said.

Sir Topham Hatt was still without his black top hat and black jacket. He takes off his black tie, wraps and ties it around his head. Sporting determination, Sir Topham Hatt then walked over to grab a shunting pole leaning against a pillar.

"Let's get to work!"

Him and the engineers did their best and inspected the engines as best they could with the limited equipment and resources they had. They made a couple of tune ups with their wheels and cleaned off any scuffs or scraps that could lead to possible damage. Sir Topham Hatt mostly stood on the sidelines with his shunting pole planted on the ground as he overlooked the inspections. The Girls wondered why Sir Topham Hatt wasn't putting in any work himself. He simply explained that his doctor forbid it. But this did little to convince them.

"So, how was your first night on Sodor?" Sir Topham Hatt asked, looking to change the subject.

The Girls murmured with uncertainty. Pinkie Pie exclaimed her excitement.

"It Was Amazing! A Dream Come True! It's Like We Were Staying In Our Very Own Hotel! Or A Beach House! Or A Cabin In The Woods!" She inhaled. "Or A Resort With Everywhere On Sodor As The Main Attraction!"

"Please, Darling," Rarity rolled her eyes. "A rugged old motel is more deserving of a five-star rating than this dilapidated warehouse. But I suppose it did provide us some feasible comfort."

"That's all I could really ask for in a proper living space," Applejack said. "Not to mention it's better than bein' out in the open where one too many diesels are waitin' to catch us."

"Good thing Mavis isn't like that," Fluttershy said. "At least one diesel is on our side."

"What About Paxton?" Pinkie Pie said. "He's A Friendly Diesel. Not Like Diesel. He Was A Real Meanie!"

"Oh, yes!" She agreed. "Paxton wasn't bad at all. In fact, he was actually very nice. I hope he's alright."

"Maybe he was friendly when we last met him," Rainbow Dash said. "But Paxton could totally be under the Siren's spell now too."

"There's no telling who to trust," Applejack asserted. "We'll be better off keepin' our distance from any diesel we know aren't enchanted."

The Girls and Sir Topham Hatt talked until the engineer's finished their inspections. After which, they decided to wait for Twilight Sparkle and Sunset Shimmer to return from the Mainland with their shipment of coal and water. Everyone waited, but they haven't returned. The Girls started to worry until Sir Topham Hatt assured them that a trip to the Other Railway is a lengthy one, so they likely be back earlier in the afternoon. The Girls tried to suppress their worries by talking about something else.

"What we should do is figure out a way to defeat this Siren," Applejack said.

"I don't see why we can't use the same method we did before," Rarity said.

"'Cause we don't have our instruments or any hands to play them with," Rainbow Dash said.

"Plus, the Siren will know how to counter our counter spell," Fluttershy added. "She even told Sunset our magic might not work like it does back home."

"I Know!" Pinkie Pie added. "Why Don't We Just Sing To Undo Her Spell? It's Not Like We Need Our Arms Or Legs To Make Songs. Our Magic Activates Just By Being Who We Are."

"Exactly," Rarity said. "Thomas and his friends sing all the time whilst out an about! It's almost second nature to them."

"A little too much if you ask me," Sir Topham Hatt murmured to himself.

"So long as we're careful," Rarity continued. "We can show this Siren that the magic of Friendship is still on our side by embracing our musicality to the whole of Sodor!"

"Well," Applejack paused. "I suppose it's worth a shot. Not like we got any better ideas at the moment."

"But… what song are we gonna sing?" Fluttershy asked.

There was a long pause as the Girls all looked at each other, trying to decide what song of theirs to play.

"We don't have to play any specific song," Rainbow Dash said. "As long as we play them together. Right?"

The Girls all agreed.

"Have no fear, darlings," Rarity said, confidently. "I know just the song and melody that'll do the trick."

The Girls, Sir Topham Hatt and engineers looked over to Rarity to hear what she had.


[The song started off slow, eventually building up with a synth sound and gentle guitar string to set the tone. The synth sound became louder. The Girls got ready to jump in and sing along with Rarity and her song.]

Rarity: "Sitting here with my head in the clouds. Ideas they come and go."

"Sketching my heart out, nothing will turn out. Everything seems so-so."

[An engine hoist lowered down on top of Rarity and slowly pulled her up and off the tracks.]

"I've been here before and I know that I can do it if I try."

[The Girls watched in aw as Rarity was now hanging off the ground from the Gantry.]

"But why, oh, why"

"Must I stumble before I fly?"

[Suddenly, Rarity was now puffing up Gordon's hill, exerting all her strength to climb the steep slope with her wheels turning rhythmically.]

[Rarity: "My wheels keep turnin'."
The Girls: "Oh, oh!"]

Her firebox burned a nice, strong fire to keep her going.

["My fire's still burnin'."
"Oh, oh!"
]

A determined Rarity struggled to reach the top.

["'Cause right now I'm learnin'-"
"Oh, oh!"
]

She finally made it to the peak of Gordon's hill and overlooked the entire Island and it's vast view.

["How to get to the other side!"]

Rarity smirked with intent. She then nudged herself forward and began rolling on down Gordon's Hill.

["It's a game of waitin'."
"Hey, hey!"
]

Rarity sped faster and faster, plummeting at a high-speed rate.

["Anticipatin'."
"Hey, hey."
]

The other Girls were still anticipating their cue to sing along. Rarity was enticing a good build up, one that the Girls were eager to start singing to.

["But I keep creatin'."
"Hey, hey."
]

Rarity reached the bottom and was going faster than ever.

"So, I can get to the other get to the other side!"

[She breaks through an invisible glass barrier upon speeding down the line, and enters a make-believe realm with a purple and violet back drop. Rarity floated in a slow moving yet stationary stance while light blue diamond lozenges twinkled and fell past her. Everyone else floated in this realm too. Some were enjoying it, but others weren't sure about Rarity's song choice.]

Rarity: "Get to the other side, hey!"

[Despite the song's invigorating build up, it soon halted into a much slower tempo and synth beat. The other Girls were a little thrown off by this and still waited to join in. But it seemed Rarity's song wasn't meant to include other people. Especially the chorus. There were no other lyrics other than one or two lines, and the slow beat didn't ignite any of their pony powers.]

"Hey! Get to the other side."

[Rarity was enjoying herself, however. The floating crystals, sparkles, and other twinkling, diamond manifestations accentuated Rarity's appearance by a lot. Her friends may not be into it, but Rarity found herself lost in her own song.]

"Hey! So I can get to the other get to the other..."


"Hold up!" Applejack called.

The music stopped and the Girls were back in the Steamworks. The Gantry lowers Rarity back down to the tracks, wondering why everyone wasn't singing along to her song.

"Not that this song ain't great or anythin', Rarity, but isn't there suppose to be an actual chorus for us to join in and sing to?"

"Oh, uh, I guess not," Rarity giggled, sheepishly.

Rainbow Dash scoffed.

"Alright. Let's hear what you have, Sugarcube," Applejack said to Fluttershy.

Fluttershy nearly jumped in her tracks.

"M-me?"

"Yeah!" Rainbow Dash encouraged. "You're great at coming up with songs. I bet you have one that'll totally rock that Siren back to last century."

"Well, I guess I do. But… I only wrote one song recently. And, um, it was only just for me to sing, and, well-"

"Ohhh!" Pinkie said, intrigued. "Exclusive! Start Us Off, Fluttershy!"

"But-"

"START US OFF!" She grinned with a squee.

Frightened, Fluttershy looked around at everyone staring at her. The pressure was too much for Fluttershy. But seeing her friends baring smiles cornered Fluttershy into beginning her song anyways.

"Um, okay, uh."

Fluttershy: "D-do you think the coast is clear?"

[The girls could hardly hear anything, much to some of their confusion and slight irritation.]

"Uh, a little louder please," Rainbow Dash said.

"Oh, sorry, um." Fluttershy cleared her throat.

Fluttershy: "Do-do you think… the coast is cl-cl-clear-"

"Louder!" Pinkie yelled.

[But Fluttershy's faint, stuttering voice couldn't carry off with her friends and engineer's all staring at and waiting to hear her sing. She was too nervous.]

"I… I don't want to," Fluttershy whimpered.

"It's okay, Sugarcube," Applejack said. "You don't have to start us off no more. Rainbow Dash, got anythin' for us?"

"Like you need to ask," She boasted. "Sit back and let a superstar singer show you how it's done."

The Girls all rolled their eyes.

[The Lights shine off, leaving the Steamworks in the pitch of dark. The light's flicker on only at Rainbow Dash, who rolled forward while an upbeat rock song strummed into play and backing vocals followed in the same rhythmic beat.]

Rainbow Dash: "Awesome as I wanna be!"

"NO!" Everyone shouted.

Rainbow Dash looked at everyone giving her dismissive glares.

"What?! Why not?"

"'Cause we need somethin' that includes us all, Rainbow Dash," Applejack scolded. "Not just you gloatin' about how awesome you are."

"But I am awesome! We all are! And that Siren needs a serious reminder."

"Oy vey," Rarity exhaled. "Please tell us you have something we can work with, Pinkie."

"Sure Do! Ready?"

The Girls all confirmed.

"Hit It!"


[The Steamwork's headlights flash on and shined down on all five Girls. This tempo was way more upbeat. Nothing less expected from Pinkie Pie. And it was just the energy they needed to conquer up their pony powers.]

Pinkie Pie: "Put on a smile, it's a coinky-dink world. Laugh yourself awhile in a coinky-dink world."

[Pinkie Pie chuffed onto the turntable and spun around on it.]

"Come on, take a whirl through a coinky-dink world!"

[Pinkie ended up next to Rainbow Dash and Rarity, who provided some vocals while Pinkie Pie chuffed forward and tooted her whistle. Even some of the engineers were dancing along.]

"You never know where you'll find a best friend."

The Girls: "Coinky-dink, coinky-dinky-doo-wah!"

[Pinkie faced everyone from the Steamworks entrance, still rocking on her chassis. The men kept dancing to the beat as well. But it wasn't long until they realized Pinkie Pie had a lot more range than a normal engine.]

"In a loud crowd or sittin' all alone."

"Coinky-dink, coo- wah, what?"

[Although they were enjoying the song to, the Girls started having trouble keeping up with Pinkie Pie and her singing, especially when the song transitioned into the main chorus. It was much too fast paced and all over the place for them to sing along in sync, not to mention exhausting to some of them.]

"A little bitty smile has the power to start some fun."

"Oh, dear," Sir Topham Hatt said.

[Sir and a few engineers hid out of sigh when the song became a little too unruly. Before anyone knew it, Pinkie Pie was all over the Steamworks. From hanging off the locomotive hoist, with the machine shifting her up, down, left and right, to swinging from chain to chain like jungle vines with hooks latched onto her footplate and buffers.]

Pinkie Pie: "It's a zip-zap-toe-tap coinky-dink world. A cling-clang-shake-your-thang coinky-dink world."

[The Girls still couldn't catch on to Pinkie's song. The lyrics were going by quicker than they could get out. Too exhausted to even shift on their chassis, the Girls had to quit trying to catch up and opted to get Pinkie's attention.]

"Uh, Pinkie," Rainbow Dash said.

"A wham-pow-wonder-how coinky-dink world."

[A hyperactive Pinkie Pie was too busy enjoying her song while spinning rapidly in a dizzying blur on the turntable.]

"Pinkie, can yah pause yer singin' for a sec?" Applejack called.

[But Pinkie still sung. She couldn't hear her friends calling her through her own voice.]

"Take a whiiirrrrrl in a coinky-dink-"

"Pinkie!" Everyone shouted.


The Turntable and music abruptly stopped. Most of the girls were now trying to catch their breaths. Sir Topham Hatt and a few engineers peaked from their hiding places when all was quiet. Wondering what the problem was, Pinkie Pie reversed back in front of Fluttershy and parked next to Applejack.

"Now darling," Rarity began. "The song is truly ideal for conjuring up our magic, but some of us are barely keeping up."

"It's a little too energetic," Fluttershy added.

"Aw!" Pinkie said a little disappointed. "But I Really Liked That One!"

"I don't think this is going to work out if none you girls can agree on a song," Sir Topham Hatt commented.

"But it will!" Rainbow Dash said. "We just gotta keep throwing out ideas until one sticks."

"That leaves you, Applejack," Rarity said. "Please, do have something equitable."

"Hmm. Let's see, now," Applejack pondered. "There's this one song I thought of a few days ago. It's simple, to the point, and its somethin' that everybody can swing too!"

"Fantastic!" Sir said. "This may be the song you're looking for."

"Maybe even enough to give it a test drive!" Rainbow Dash said.

"Wait, what?"

"Totally!" Pinkie Agreed. "Let's Take Our New Song For A Spin On The Rails!"

"Now hold on a minute!" Sir interjected. "We shan't be going anywhere! How do we know your singing magic even-"


[Sir Topham Hatt tried to warn them all to stay put, but Applejack was already beginning her song. Starting off with an acoustic sound, she chuffed out of the Steamworks and rolled onto the transfer table.]

Applejack: "Before the sun comes up, you gotta start your rocket boosters."

[The sun was now fully beaming in the sky with the daytime ambiance surrounding Sodor and all it's beauty. A local roster pecking the ground outside crowed in response.]

"Rise and shine, I'm feelin' fine. Wake up, Mr. Rooster."

[Applejack puffed forward to give her friends room to couple up. Rainbow Dash coupled up behind her, then Rarity, then Pinkie Pie and Fluttershy until they were all connected in a single train.]

"The early bird gets the worm. The sunrise makes me squirm."

[When everyone was ready, Applejack and the others puffed out of the Steamwork's Junction and made their way onto another line. Sir Topham Hatt, stumbling and yelling for them to stop, hopped on board Fluttershy before the Girls could leave him behind.]

"Oh, keepin' busy is keepin' good. Keep on goin' just like you should."

[The Girls veered passed bends and paraded through Sodor's mainline in a leisurely pace. They swayed and lurched on their wheels all the while, not paying any notice to anyone who might spot them.]

"Call me crazy, misunderstood. But you won't hear me complain."

[Sir Topham Hatt kept calling and trying to get their attention. But the girls were too distracted.]

Applejack: "'Cause I got time to spare. Fun to share."

"My friends along."

"A job well done by the break of daaaaawn!"

Suddenly, everyone's geode lanterns began to glow. It wasn't long until their entire being began to radiate the same amount of light they would when ponying up. Glowing lights of orange, blue, white, pink an yellow shined brighter than the sun. The Girls stared in aw at their beaming lights. Even Sir Topham Hatt was surprised by the music's effectiveness. Whatever they were doing, it was showing clear results.

"It's working!" Rainbow Dash gasped.

"It certainty is!" Sir Topham Hatt cheered. "Now this is a song I think we can all get behind!"

[A bashful Applejack was soon distracted by her own glowing geode, and grew more confident in their music number.]

Applejack: "Strum a guitar and sing this yarn!"


[The Girls arrived at Ffarquhar Quarry where Mavis was shunting trucks loaded with stone. She paused in the middle of shunting when faint singing echoed around the rocky cavern. Bill & Ben emerged from the single road shed close by to Mavis to check on the noise as well.]

"Keepin' busy is keepin' good. Keep on goin' just like you should."

[To their surprise, Applejack, Rainbow Dash, Rarity, Pinkie Pie and Fluttershy were all coupled up in a single train and making their way past the Quarry. They were a bit confused over why they were passing until hearing Applejack's song.]

"Call me crazy, misunderstood. But you won't hear me complain."

[Applejack gave a playful wink upon seeing the three engines. The rest eventually joined in and shifted on their chassis while singing along to their song.]

The Girls: "'Cause we got time to spare. We got fun to share."

[Even Mavis, Bill & Ben shifted and rocked to the rhythm as well. They enjoyed their song at lot, enough to put a smile back on their faces. The Girls kept singing even as they left Ffarquhar in brighter, up beat mood.]

"Our friends along."

"A job well done by the break of dawn!"

[At Arlesbrugh Harbor, Paxton stood alone, still sad over Diesel's rudeness and not having any diesel friends to make. Then he heard familiar voices approaching him from behind. Rolling up on the other line next to him were the Girls still singing Applejack's song.]

"Keepin' busy is keepin' good. Keep on goin' just like we should."

[Applejack, Rainbow Dash, Rarity, Pinkie Pie and Fluttershy pass a curious Paxton, who quickly became excited over the music being played. He was surprised to see the five steam engines on Sodor. But Paxton was more distracted by their song.]

"Call us crazy, misunderstood. But you won't hear us complain."

[This made Paxton feel happy again. He beamed as bright as he had in the last few days. He swayed on his chassis to the catchy song, watching the parade of steam engines pass by.]

Paxton laughed. "Good show!"

Applejack: "Yee-haw!"

The Girls veered off to their left on another line heading towards Arlsbrugh Harbor's concrete Jetty. At the edge was a light house that stood next to two sets of buffers looking out to the sea next to the harbor's actual docking ports. Rainbow Dash quickly noticed this and tried calling out to Applejack so they can stop.

"Uh, Applejack?"

But Applejack and the others were too busy singing her song. They were nearing the rocky waterfront where the buffers would stop an engine from tumbling off into the sea. A little too close with no sign of stopping even.

"Applejack?!"

The other girls soon caught on what was happening when Rainbow Dash's calls broke through their singing.

"Applejack!"

Everyone but Fluttershy applied their brakes, but Applejack's glowing geode lantern allowed her to keep tugging everyone still coupled. There was no halting Applejack or her immense strength now.

Applejack: "A job well done by the break of daaaaaaaaahhhhhhhh!"


Applejack was too late to see the on coming buffers to react on time. She charged through and demolished the buffer beam clean off its rails with rubble flying off and teetering her off the track.

She skidded towards the edge with the crushed buffer beam plowing underneath her wheels until reaching the port's end. Slabs and wood chips fell into rocky waterfront. Applejack's wheels hung and dangled off the edge. Her front weight dipped forward and arched her cab and front tender upward. A terrified Applejack panted as she slid closer to the rocky isle.

"Oh-no! Oh-no!"

Her wheels scraped against and broke away the border's concrete structure. The Girls panicked and worked to keep Applejack from falling into the sea.

"We got you!" Rarity called.

Their wheels grinded and skidded against the track, emitting sparks that spewed from the screeching wheels. Rainbow Dash dangled half way off the tracks following Applejack's tumbling tender. With the help of her friends, she managed to stay on track. Sir Topham Hatt climbed out of Fluttershy and inspected the situation. If he uncoupled everyone, it would just send Applejack straight into the water. But if he didn't, Applejack's heavy weight would just drag everyone into the sea with her.

Just then, a diesel horn threw everyone into an even greater panic. But Sir Topham Hatt showed no fear after seeing where the horn came from.

"Coupled me up, Sir!" Paxton called.

Sir Topham Hatt ran over to Paxton with his shunter's pole and quickly swung his coupling chain onto Fluttershy's hook.

"Ready to pull!" Paxton beamed.

The Girls were overtly confused to say the least. But if this was gonna rescue their friend they had no time to question. Sir Topham Hatt ran up towards the middle and gave his orders.

"Ready?! And... Heave!"

With the tug of their coupling chains, the Girls pulled back as hard as they could. Their faces burned red, steam hissed from their boilers, smoke from their funnels, and wheels grinded, slipped, and spewed sparks. Applejack neared the rocky waters but was soon pulled back towards the port again. Slowly and surely, the Girls dragged Applejack back across the gap between the track and ledge until her tender and engine hugged the rails again.

Everyone exhaled a huge sigh of exhaustion afterwards. Applejack panted but was relieved to not be dangling off the ledge. Her and the others were all safe and sound.


The Girls, Sir Topham Hatt, and even Paxton returned to the Steamworks. They all towed Applejack inside the factory and parked her under the green shed next to the boiler shop. Pinkie Pie and Fluttershy parked under the shed as well while Rainbow Dash and Rarity stayed by the entrance with Paxton in the middle.

Sir Topham Hatt descended from Paxton and went up to inspect Applejack.

"It's not that bad, is it?" Applejack asked, looking worried about her battered front.

Sir Topham Hatt stroked his chin. The other girls were just as worried over her condition.

"Hmm. Regardless of whether or not it is, you'll still need repairs. One small problem could lead to an even greater issue if not fixed right away."

Paxton was happy to see his new friends from Canterlot High again. And on Sodor no less. The Girls explained their reasons for coming to Sodor was in response to Thomas and the other steam engines in danger of being scrapped, and that they still needed to rescue Edward and Henry, who were caught trying to escape with Thomas and the rest of Tidmouth Shed

"Sorry to interrupt, Sir, but do you know why all the diesels are acting up? Each time I try to be friendly with someone, I'm met with rude remarks."

"Oh? Have you not heard of what's going on, Paxton?" Sir Topham Hatt asked.

"All I know is that you were laid off, and that Director Gisborne is only allowing diesel engines to work on the Railway now."

"There's more to it than that."

"I am glad to hear a few steamies are alright. I almost went back to your school with Diesel just because too many diesels were being unfriendly. But now, I don't have to because here you are!" Paxton laughed. "Oh, what are the odds of running into you on Sodor, eh? Amazing!"

"Helping Us Save Applejack Was Even More Superdiciously Amazing Of You!" Pinkie Pie said.

"Thank goodness you're not like the other diesels," Fluttershy said. "We were worried everyone on Sodor would be under the Siren's spell."

Paxton looked baffled. "Siren's spell?"

"Yeah, about that," Rainbow Dash commented.

Paxton raised an arched brow.

The Girls told him everything Diesel said to them during the two diesel's visit to their school, and what they learned through Gerard Gisborne plan to over throw steam engines. They were still iffy over what the Siren's true intentions were, but the rest of their clarification was enough to leave Paxton horrified and betrayed. All this time he thought he was helping Diesel and Adagio Dazzle towards a greater goal for other diesels. When in reality, they were only trying to rid the Island of steam engines in what seemed like a revenge plan against the Girls for stripping the Siren of her powers.

"So, Adagio and her friend are really Siren's from a pony world who want to suck up all our negative energy?"

The girls confirmed their statement with Sir Topham Hatt as their alibi. Paxton felt deeply guilt ridden. He'd might as well have played a part in some of it. The thought of it was a large blow to his radiator.

"I-I can't believe it. All this time I was helping Diesel and Adagio take over Sodor? Oh! What have I done?!"

"Hey now, Paxton," Applejack said. "It ain't your fault."

"But it is. Diesel tried pushing me away, but I kept going along with him. I even convinced Aria and Sonata to come to Sodor once the big plan for the diesels was complete."

"Well, if they're gonna be on Sodor after everyone's enchanted," Fluttershy said, "Then all we have to do is make sure the Siren doesn't take over Sodor."

"True That! And If You're That Broken Up About It," Pinkie Pie Said. "Why Not Help Us Save Our Friends? We're In Definite Need Of More Allies."

"What we really need is more friends on our side," Rainbow Dash corrected.

Paxton was surprised. "You… want me to join you?"

Everyone collectively agreed. But Paxton's spirits were still at a low.

"That all sounds well and good. But I wouldn't want my help after what I've done. I'm nothing but a silly diesel."

"Darling, of course you're not," Rarity said. "Your heart was in the right place. It was Diesel who never spoke of their true intentions. If anyone's to blame it's him."

"And believe me, Paxton," Sir Topham Hatt said. "Diesel will be hearing a strong word from me when and if I get my Railway back."

"I'm not so sure."

"You feel bad fer what you've done," Applejack said. "The way I see it; that shows you wanna make a difference. So why not make up for it by joinin' our cause instead?

"We could always use more friends. Diesels or no," Fluttershy added, sweetly.

Paxton looked to all the Girls and their inviting smiles. He did feel bad for not realizing what Diesel and Adagio really had planned for Sodor. But given how the Girls were offering him to amend this mishap, It wasn't long before he too got over his qualms and regrets, and smiled back in return.

"How can I help?"


Meanwhile, at the drop of the Vicarstown Rolling Bridge, Twilight Sparkle and Sunset Shimmer's trains puffed through the bridge with Duck, Oliver, Toad, Spike, Donald & Douglas coupled up behind. The brigade of engines was feeling victorious from their journey to the Mainland. They puffed through Sodor's valleys and hurried through the mainline to the Sodor Steamworks.

The group arrived and parked the load of coal and water on a siding next to the building. Twilight and Sunset met and faced the Sodor engines from another line once the train was organized.

"Love to stay and help more, Girls," Duck said. "But we've been out longer than we should've been."

"If ye lot need any help again at all," Donald said. "Dinna be afraid tae ask. We wanna take down this ghastly Siren creature now more than ever."

"Just don't come crawling back too often," Duck assured. "We don't want to raise any suspicion if we keep leaving the castle all the time."

"We'll likely be getting in touch with you guys sooner than expected," Sunset Shimmer said.

"Sunset, Twilight," Douglas said. "Thanks for helpin' Donald rescue me. We owe ye big time."

The two girls beamed happy and proud smiles. And with that, Duck, Oliver, Toad and the Twins took off and went back to Ulfstead Castle.

Inside the Steamworks itself, the Girls parked in their regular spots to face outside the shop's entrance. Paxton was just about to head out after a trip on the turntable when he and the others heard a prominent chuffing and steaming sounds approaching them, followed by Sunset's whistle. The Girls, Sir Topham Hatt and Paxton heard the two engines puffing onto the transfer table. upon seeing Twilight puffing into the Steamworks on her own, the Girl's jaws all collectively dropped in shock. Pinkie Pie inhaled and gasped the loudest.

"Twilight?!" She beamed. "You're Moving! You're Driving On Your Own!"

Twilight, with Spike coupled behind her, and Sunset parked in between the Steamwork's entrance way.

"And we got enough coal and water to last us longer than what we needed!" Sunset said.

"Well I'll be a baby cattle takin' its first steps," Applejack said.

Everyone marveled and praised Twilight for being able to drive now. Fluttershy was equally happy for Twilight, but looked down at her own wheels with a saddened face. Fluttershy still hadn't gotten used to her brakes, and it made her more upset to still not have them mastered, especially seeing how it might've added to Applejack's accident. But Fluttershy tried not thinking of it that way and pushed aside her qualm if only to praise Twilight's achievements.

Sunset and Twilight were almost alarmed to see Paxton with their friends. But after quick clarification, they knew now that Paxton was on their side now as well, and he was more than eager to do whatever to make up for his confusion.

"Marvelous!" Sir Topham Hatt said. "You've got yourselves fuel and managed to return safe and sound."

"And good job on learning how to drive, Twilight!" Paxton praised. "Sounds like you lot have gone through a bit of a difficult run from what I was told."

"It has been a challenge," Sunset said. "But we don't have to sweat about that anymore. Not with Twilight's moving on her own now!"

"Only, how did you-"

Twilight interjected Paxton as she made a speech to her friends.

"I know you're all counting on me and Sunset to see us through this journey. And while I'm still sure I might not be cut out for this leadership business, I'm more than willing to do what it takes to get us going on the right track, as long as we continue working together."

The Girls all looked at each other first. They initially felt bad that Twilight thought she was pressured to lead the way. Even Sunset felt a little bad for pushing her until the rest returned to their encouraging and proud smiles.

"Plus," Twilight continued. "A good friend of ours once taught me something very important the last time I doubted myself this much."

"Oh?" Rarity smiled. "And what was that?"

"'When at times you seem derailed, get back on track and keep going. And never, never, never, give up," She shut her eyes, repeating his words in her head.

"Uh, that's it?" Rainbow Dash said.

"Any one of us could've just told you that, Sugarcube," Applejack said.

Twilight giggled. "I guess you had to be there."

The Girls collectively murmured in agreement.

"I Don't Get It," Pinkie announced.

"I also wanna thank you, Sunset," Twilight said. "Your support never ceases to fail me. I never would've imagined myself accomplishing anything like this before meeting you all."

"Same goes both ways."

Sunset and Twilight shared friendly smiles to one another.

"Enough talk!" Rainbow Dash beamed. "Time to get fueled up and get to some diesel but kicking!"

Everyone agreed and got to work on what their next plan of action was.


Paxton left the Steamworks with a cheerful smile as all the doors close shut. He then froze in place when two diesel locomotives, Skinhead and Western, stopped in their tracks from a branchline not to far from the shop. They had just left the Dieselworks after being repaired from their encounter with the Girls yesterday. The two wary diesels eyed Paxton and his stunned, shriveled face. Then, Paxton tried putting on a professional tone.

"Sorry, fellas. Access to the Steamworks is off limits," Paxton instructed. "There's still some renovation going on. So, if you happen to hear any strange whistling or clattering noises, then that means the workmen are busy doing… uh, stuff!"

The two diesels raised a suspicious brow. Paxton cleared his through and edged onto the transfer table.

"Oh," He continued. "And I'll also be making deliveries for the workmen from time to time. So, don't bother asking Gisborne about my whereabouts because he already gave me the go a head."

Skinhead and Western blinked. Paxton kept grinning until the awkwardness kicked in.

"Right then. Off I go!"

Paxton hurried off in a dash. Skinhead and Western watched him leave before sharing a confused glance. Then the two diesels nudged their cheeks before taking off, deciding not to question Paxton's oddness or the bustling Steamworks.


Duck, Oliver, Toad, Donald & Douglas returned to Ulfstead Castle on the Earl of Sodor's estate. They entered the castle through the drawbridge, unaware of the DRB Class 50 tender engine stopping by the estate gates from afar.

Adagio Dazzle surveyed the station and entered the junction further. She heard rumors from passengers of there being new engines spotted at the estate's castle, as well as the absence of its current engine residences. Perhaps they were simply just new additions to the Earl's railway museum. Or maybe, they were something else she was expecting to find. Regardless, the engines that were suppose to remain at Ulfstead were seen chuffing down the mainline. So. Adagio followed them to Ulfstead Castle to investigate.

She parked next to one of the platforms and watched the drawbridge close up again. It wasn't definitive whether or not it was the museum engines re-entering the Castle, knowing there were other engines residing here as well who could be coming and going.

Just then, a little narrow-gauge diesel puffed up to the platform with a red, four planked truck coupled to her. It was a Talyllyn Railway diesel named Midlander. She initially took her truck out to show Gisborne what was inside. But after noticing Adagio parked along the platform, Midlander decided to show her what she was carrying instead. Midlander was a bit intimidated the big engine, especially from what she was told about Adagio through other diesels claiming she was in charge now.

Midlander gave a quiet toot of her horn. Adagio looked down at her with a contempt brow.

"Yes?"

The little diesel quivered internally. "S-sorry to bother you, miss big engine. But, I-I found this weird sparkly stuff while some men were digging slate and, well,"

She pulled the truck in closer for Adagio to get a better view.

"Nobody down at the quarry knows what it is. It makes this weird chime sound whenever you touch it. And it clings to just about anything."

Adagio examined the truck's interior. And to her dreaded, utterly shocked surprise, inside the truck was a small pile of Silver Dust.

The very same glittery substance Adagio once found when she was a very young Siren back in Equestria. On the very day she lost her home, and her mother, to a hate crazed Pony armada all those years ago, all because the Silver Dust teleported her to a pony village that followed her home.

Adagio Dazzle was completely stunned. She rifled through mixed emotions of sadness and anger upon realizing what this stuff was, and how in her world could it have ended up in this one of all places.

"Where did you get these?" Adagio asked, still fixated on the Silver Dust.

Midlander didn't know how to respond. She wasn't sure what Adagio would say next given her sudden, incisive fixation on these silver sparkles.

"The men dug this up at the Blue Mountain Quarry-"

"Take me to where you found this sparkly substance," Adagio commanded. "Now!"


To Be Continued.


Songs used: "The Other Side" by Kazumi Evans. "Five To Nine" By Ashleigh Ball. "Coinky Dink World" By Shannon Chan-Kent.

Writers/Lyrics By:John Jennings Boyd, Lisette Bustamante (The Other Side). Gillian M. Berrow (Five To Nine). Mason Rather (Coinky-Dink World).

Copyright Ownership's: Hasbro Inc, Hasbro Studios.