Disclaimer: All Disney works are the property of The Walt Disney Company. All other characters and settings are the property of their respective legal owners.

Author's note: Originally posted by Anon e Mouse Jr. on 2017-12-23. This is the second of five chapters posted today.

Disney/Kingdom Hearts Loops, Chapter Twenty-Three, Part Two of Five

23.2 (GMBlackjack): [My Little Pony] / [Gravity Falls] / [Doctor Who] - also compiled in MLP Time Loops as part of a single chapter, Gravity Falls Finale.

The Infinite Loops: Weirdmageddon, part 2

Conclusion to Gravity Falls: Friendship is Magic

"AH, THIS IS THE LIFE." Bill said, observing his Fearamid. It was just… beautiful. A haunting black with unnatural colors seeping through the cracks, geometry that didn't make three (or two) dimensional sense, and games of spin-the-stone-person. This was the life. He looked at his throne of human agony: a precarious arrangement of every last person, creature, and enemy the eyebats had turned to stone. It was glorious. He had been imagining this day for so long…

He held the golden Ford in his hands. Bill's eye lit up in joy. "THIS IS JUST SO AMAZING! I'VE DONE IT! I'VE FINALLY DONE IT! EVERYONE- EXTRA ROUNDS OF TIME PUNCH!"

The partygoers let out a collective whoop while Discord created more time punch with a flash of cosmic energy.

"OPEN UP. THIS IS THE POLICE- THE TIME POLICE!"

Bill groaned. "UGH. GUYS PLAY IT COOL, DITCH THE TIME PUNCH-"

The Fearamid's outer wall exploded, revealing the gigantic Time Baby and a small army of Time Agents. "BILL CIPHER, YOU ARE IN VIOLATION OF THE RULES OF SPACETIME. IF YOUR RIP IN THIS DIMENSION CONTINUES IT COULD TEAR APART THE VERY FABRIC OF EXISTENCE!"

"RE-LAX TIME BABY! I'VE TAKEN PRECAUTIONARY MEASURES. I WON'T CAUSE A CRASH! COME IN, HAVE A DRINK. THE PARTY'S JUST GETTING STARTED!"

"SURRENDER NOW OR FACE MY TANTRUM!"

Bill sighed. Well that had gone nowhere. "OH NO, A TANTRUM, WHATEVER WILL I DO- HOW ABOUT—"

Another wall of the Fearamid broke down, revealing a tremendous centaur surrounded by the manataurs.

"I. AM. TIREK! AND YOU HAVE INSULTED THE MANATAURS!"

Bill blinked. "HUH. INTERESTING." He snapped his fingers, putting a dress on Tirek. "HRM… YOU LOOK BETTER THAT WAY."

Tirek ripped the dress off. "CIPHER! YOUR MAGIC WILL BE MINE!"

Bill rolled his eye. "PUH-LEASE. YOU COULDN'T SUCK MY MAGIC FROM ME IF YOU HAD FOUR ALICORNS, A DRACONEQUUS, AND THE NATURAL MAGIC FROM EVERY PERSON ON THIS PLANET."

"You dare insult Leaderaur?" One of the manataurs said. "We will stick you into the PAIN HOLE!"

"I INVENTED THE PAIN HOLE MANLY MUSCLE-TAUR." Bill snapped his fingers, maximizing the muscular being's pain sensors without overloading them. The manataur let out tears and collapsed onto the floor, a shuddering, quivering mess.

Tirek bellowed. "CIPHER-"

Then a third wall of the Fearamid broke open. Agent Trigger walked through the opening, backup behind him. "Bill Cipher, you have been labelled a terrorist by the United States of America. Release your hold on this town and come quietly or we will be forced to use extreme force."

Bill Cipher laughed. "OH LOOK, THE PUNY MORTALS THINK THEY CAN USE EXTREME FORCE? ON ME? OH HOW LAUGHABLE." He teleported right in front of Trigger. "YOU BETTER HAVE SOMETHING REALLY EXTREME UP YOUR SLEEVE."

"Sleeve." Trigger emphasized.

Bill stared at the strange, strange man before him a few seconds before continuing. "YOU ALREADY TRIED TO TAKE ME OUT, WHAT MAKES YOU THINK THIS'LL BE ANY DIFFERENT?"

"Because now they stand together." A new voice said. A man stepped out of the shadows. "And because I brought them all here."

"AH DOCTOR…" Bill Cipher said, squinting his eye. "I'D ALMOST FORGOTTEN ABOUT YOU…"

The Doctor grinned. "Did you miss me?"

"NO, NOT REALLY. YOU - OR RATHER YOUR TARDIS - SERVED ITS PURPOSE ALREADY."

The Doctor twitched. "You should learn never to mess with a Time Lord's Tardis…" He whipped out his sonic screwdriver. "And now we'll put a stop to you before your weirdness spreads!"

Bill snapped his fingers, turning the screwdriver into a cabinet. The Doctor stared at it, a bit dumbfounded.

"OH LOOK, YOU ASSEMBLED FURNITURE AT ME. HOW TERRIFYING."

The Doctor stood up. "That's not important. What is important however, is that you return to the place you came from, leave this reality alone—."

"AW LOOK, THE DOCTOR, LAST OF THE TIME LORDS, STILL FIGHTING FOR THE UNDERDOGS AFTER ALL THESE MILLENNIA. I APPLAUD YOU, REALLY I DO, BUT YOU NEED TO THINK A BIT. WHAT CAN YOU POSSIBLY DO? MY POWER EXCEEDS ALL OF THOSE IN THIS ROOM COMBINED!"

Instead of the Doctor, the Time Baby responded. "EVEN YOUR POWER IS NOT THAT ABSURD! NOW FACE MY TANTRUM!"

"TIME BABY, LISTEN TO ME. I WILL NEVER FACE YOUR TANTRUM." Bill pointed his finger, a beam of intense white energy launching forth from it, vaporizing the Time Baby.

All the Henchmaniacs stared dumbfounded. Tirek, the manataurs, Trigger, his agents, the Doctor, and the remaining time agents mirrored their expressions. Bill simply blew out his finger like it was a gun. He sat back, lounging in his throne.

Then he thought about it for a moment. Holy moley that was easier than I expected.

Kryptos finally broke the silence. "Oh snap! He just killed Time Baby!" Then the Henchmaniacs let out a collective "Woo-hoo!" And started partying.

"NOT SO FAST CIPHER" Tirek roared. "YOU STILL HAVE US TO DEAL WITH!" Tirek collected a sphere of magical energy between his horns and released a beam of magic right at Bill. Bill simply snapped his fingers, causing the beam of energy to turn into solid iron. The weight of the beam snapped Tirek's horns in half. Then Bill punched the centaur a full kilometer away.

The manataurs began to charge, only to have the eyebats petrify them with little to no difficulty. The time agents began to teleport around, but Discord took care of them by turning all their machines into Swiss cheese. The eyebats moved in, slowly petrifying the agents. There were just too many of the eyebats…

Trigger pulled out his radio. "USE THE ORBITAL WEAPONS!" He was turned to stone seconds after he gave the order. The Doctor looked at the chaos around him, anger filling his heart.

"YOU!" He yelled, pointing at Bill. "You have made a grave mistake."

"WHAT? I'M JUST HAVING SOME FUN, DOC, RELAX."

The Doctor glared. "They have more tricks than you know."

Bill chuckled. "I'M AWARE OF THE SPACE-AGE WEAPONS THEY HAVE IN ORBIT. DID YOU KNOW THEY ALREADY HIT?"

The Doctor's eyes widened. "What?"

"I RAISED A SHIELD AROUND THE FEARAMID. THE DRONES, LASERS, AND MISSILES ALL IMPACTED WITHOUT CAUSING ANY DAMAGE."

"What?"

"YOU HEARD ME!"

"WHAT?" The Doctor managed to get out as Bill turned him into gold. Bill chuckled.

"YOU ARE GOING TO MAKE AN EXCELLENT SECOND BACKSCRATCHER, DOCTOR. NOT EVEN YOUR PLAN COULD DO ANYTHING TO ME-"

Bill felt a slight tickling in his substance. Somewhere a Tardis had just tried to attack his dimensional framework. He chuckled. "HEH. I WAS WONDERING WHEN YOUR BACKUP BACKUP WOULD HIT. NICE TRY, SCREWDRIVER. OR SHOULD I CALL YOU-" Bill stopped himself. "NEVERMIND. BAD IDEA. I HAVE NO IDEA WHAT THAT'D DO. JUST LETTING YOU KNOW THAT I KNOW."

He set the Doctor next to Ford, and he admired his trophies. There was nothing left to stop him now: the only Loopers were that crazy Lyra and stupid Stan. They weren't going to do anything.

It was time to continue the party.

"MORE TIME PUNCH DISCORD!"

"With pleasure!"

"BAD EYEBAT BAD!" Wendy roared, bludgeoning the eyebat with her axe, eye fluids spurting everywhere.

Starlight slowly and deliberately removed the eye goo from her own eyes, fixing Wendy with a rather annoyed glare. Lyra just shook herself like a dog to remove the disgusting material.

Wendy pointed ahead. "This way, we've only got a few miles left until we get to that Tree of Harmony of yours. That is, assuming the forest hasn't completely turned us around yet…"

"Don't think about that too much." Lyra suggested. "We'll get there eventually, hopefully without any major interruptions." As the word left her mouth, she ran face-first into someone.

Blind Ivan raised the section of skin where his eyebrows should have been. "Lyra Heartstrings. Wasn't expecting to run into you. Wendy too! And…" His eyes widened as he saw Starlight, and he lowered his head. "Receiver. I apolog—"

"Nothing to apologize for, Ivan. The Society needed to end anyway" She looked behind Ivan. "Who are your companions?"

Lyra spoke up. "That'd be Chrysalis and a few of her drones, Powers, and the Shapeshifter who has decided to take the shape of the Hide-behind."

The shapeshifter returned to his default form, his alien biology looking completely at home in the unusual forest. "I was trying to lure the Hide-behind into the open. You just ruined it."

Wendy raised an eyebrow. "Wouldn't your traveling companions have ruined it simply by being with you?"

"The girl's logic is sound." Powers observed.

"Shut up Agent, you don't have a personality. Ergo, you don't get to have an opinion."

Chrysalis groaned. "Can we just get moving already? I don't want anything more to do with these losers."

Lyra glared. "Losers? You call us losers? You're all dumb, emotionless, arrogant, or just plain weird."

"Hey!" Ivan objected, holding his banjo high. "Banjos are an art!"

Wendy rolled her eyes. "Banjos are most certainly not an art. Have you SEEN McGucket?"

Ivan glared. "Yes, yes I have. And he is an assault to the art-"

"He's better at it than you are." The shapeshifter commented.

Ivan's real eye twitched. Powers chose to remain silent. Discussions about art never went well for him.

Wendy sighed. "Can we just keep moving? We don't need to deal with these losers right now. We've got a Tree of Harmony to get to."

"Not going to help us defeat the Beast…" Starlight muttered.

The Shapeshifter blinked. "You are trying to defeat Bill? With a tree?"

Ivan rubbed his chin. "It is possible, the Tree does have powerful magic. The Society never did figure out what exactly it was…"

Starlight shook her head. "The other six tried using that kind of magic against him already. He turned it against them and locked them up in some big Bubble."

"You mean the Bubble that's sitting on top the Tree we just passed?" Chrysalis asked.

Starlight, Wendy, and Lyra were silent. Then Lyra lit up. "We can free them from the Bubble! I don't have to use the Elements! Woo-hoo!"

Wendy grinned. "Let's mount a rescue mission!"

"Don't be stupid." Powers responded. "We were chased away from the Tree by a rag-tag group of mental patients. There's nothing the three of you could do-"

"You could help them."

The seven beings all turned to the strange new voice. It was a completely normal looking man with a smile plastered on his face.

Wendy blinked. "Oh. It's just Tad Strange."

Then Toby fell out of the nearby tree. "HEY LOOK! I FOUND THEM AGAIN!"

Lyra blinked. "Did anyone notice that Toby was gone?" She was greeted with nothing but head shakes and shrugs. "Huh-"

"My name is Bodacious T!"

This revelation caused the shapeshifter and Chrysalis to break out into hysterics, Ivan to sigh deeply, and Powers to… do nothing. Tad simply continued smiling.

"Hey everyone, perhaps we could go rescue them with our diverse talents and love of bread!"

"That sounds like a wonderful idea!" Lyra said, grinning like a madman. "TOBY! Guess what?"

"What?"

"You're the distraction."

"Oh…"

The Tree of Harmony was normally a grandiose crystalline tree, peaceful colors of blue refracting out of the multi-faceted trunk of the crystalline plant. Under normal circumstances, the various branches would hold gem-like fruits, known as the Elements of Harmony, powerful artifacts that could bring peace and friendship to just about everything. The Tree of Harmony was truly a sight to behold, inspiring everyone who saw its branches.

That is, that's what would happen if the Tree was normal. It most certainly was not: the crystal had dulled to become an almost solid black, invoking feelings of nothingness. The black void occasionally burst with dark red and yellow lights, the Elements themselves being colorless glass with many cracks all along their forms. The Tree itself, and its power, had long since become corrupted and useless.

Atop the black branches of the once-Harmonious tree floated a gigantic Bubble, swirling with the colors and shapes that represented the Elements. The sphere was wrapped in chains of unknowable material, and sealed with a lock of mysterious origin. The Harmonious energy emanating from the sphere made one calm, but it would also put a nagging feeling into the back of your skull that something was very, very wrong. Like something blasphemous was occurring, but you just didn't know what.

Around the tree stood several people shuddering with insanity. There were people whose eyes never focused on anything, people who kept attacking the ground with intense ferocity, and others who were busy turning their fingernails into lethal weapons. They were clothed in a bizarre combination of asylum robes, forest materials, and Bill's weirdness. And in the center of them all was a small child in a blue suit and cowboy hat, laughing continually. Occasionally Gideon, for that was who he was, would point to something, and one of the other people would do whatever he had wanted. No words were exchanged.

The scene was wrong in every way possible. And it was just about to go from creepy to just bizarre.

From somewhere in the forest, a small man came running. "BODACIOUS T DOES NOT TAKE KINDLY TO YOUR ODOR!"

The mental patients slowly looked up, one pointing a finger and whispering. "The… the forlorn one has come to eat us all!" Half the mental patients broke out into panic while the other half charged in to attack Toby, only to hit a yellow magical barrier. The patients began to scream like frustrated cats.

At that point two other Gideons strode out of the forest and began pointing left and right, driving the patients into further confusion. The first Gideon stared at the two others, rage evident on his face. "Eggs must be stolen for current values of programming books!" He shouted, his mind obviously having left him long ago. The patients made no response to this. Many just passed out or ran into the forest from confusion.

The ones who remained, however, looked terrifying. A woman with nails that could act as swords. A man clothed entirely in eyebat wings. Another man who was taller than Manly Dan.

Starlight, from her position in the forest, cast a few spells, rings of blue magic encircling the terrifying patients, slowing their movements by a factor of ten. She kept her face stone-cold the entire time, calculating all her temporal spells to perfection. Wendy, Powers, and Ivan moved in, disabling every single one of the patients. They fell easily.

Tad Strange walked out of the forest, smiling. "Great job everybody! That was seamless! Although Lyra probably could have done a little more."

"I'm a little overpowered compared to the rest of you, figured I should let you guys have a chance."

Gideon roared. "FORGET ALL THE CTHREELU! WE MUST EAT THE VEGETATION OF FLATULENCE! Y'ALL!"

Lyra looked down at Gideon as he blubbered. "FEED ME! Feed me! Feed me. Feed me….." Gideon curled into a ball and began to rock back and forth on the ground, whining. "My darling Rarity… Why… Why… What did I do…"

Lyra frowned. "I… I'm sorry." She said. "I… This shouldn't have happened. I wish I could fix you…"

Starlight walked up. "I can help you do that."

"You can?"

"Sure." Starlight said. "You don't become the Receiver of Memory for the Society without knowing a thing or two about curing insanity. Just get us into his mindscape."

Lyra recited the spell, and the two of them entered Gideon's mind.

All was silent.

Tad Strange broke the silence. "We should probably try and get into that Bubble now. Anyone have any ideas? What about you Wendy?"

"Smash it."

"That will be taken under advisement. Any other ideas? Anyone?"

The Shapeshifter left his Gideon form. "You know I find it odd how you ended up being the leader…" Chrysalis appeared beside him, nodding.

Powers turned to them. "I fail to see how that is surprising. He is the most held together of us all aside from myself, and the rest of you don't trust me."

"But… he's so normal."

"I fail to see how that factors into the equation." Powers deadpanned.

The Shapeshifter groaned. "I… I can't deal with you…"

Lyra and Starlight returned to the realm of the awake, shaking their heads. "There. He should be good now."

Gideon stood up. "Oog… What… What did you do to me?" He asked Lyra.

Lyra got down on her knee, looking Gideon in the eye. "I broke your mind. I'm sorry, I never should have done that. I fixed you. I hope you can accept that as forgiveness."

Gideon blinked. "Why on earth would you do that? Why?"

Lyra smiled sadly. "I felt guilty. Even though I may not have been myself at the time… it was still sorta me who did it."

Gideon frowned. "That doesn't answer why. Y'all still hate me, I know yah do."

Lyra rolled her eyes. "You clearly have no idea what Equestria's like." She nudged him. "Perhaps you could accept some forgiveness for once?"

Gideon's stared ahead, a little confused.

Lyra walked up to the Tree of Harmony. "So, how are we getting inside-"

Then she heard a roar. The group turned around to see dozens of the patients returning, thirsting for blood.

The shapeshifter smirked. Maybe he would get to do some slaughtering…

"STOP!" Gideon yelled, waving his hands. The patients stopped, turning to look at him. They cocked their heads. There was silence.

Gideon pointed to the forest. "Go." He said. The vast majority of the patients turned tail and ran (some of them on all fours). The few who remained walked up to him, frowning.

"W-w-why?" A woman asked.

"Y'all don't need to be protectin' me no more. I got my mind back. Ah can handle mahself. Plus, these people don't mean me any harm."

A burly man frowned. "We swore to protect you for life. LIFE! LIIIIIIIIIIFE!"

"That's great Ghost Eyes, but really, y'all don't have to. I can-"

"The protection is NON NEGOTIABLE! What kind of friends would we be to leave you all alone in the forest like this."

Gideon smiled. "I… thank you Ghost Eyes. You don't know what that means to me…"

"GOT IT!" The shapeshifter said, turning his limb in the gigantic lock. The chains fell away, letting the Bubble float in the air unhindered.

Lyra frowned. "I was afraid of this. We have to actually go in to save them. Who knows what kind of tricks and traps Bill has set up in there. It'd have to be pretty diabolical to keep all six of them in there…"

"Six of them?" Gideon said, blinking. "That means… RARITY!" He scrambled towards the bubble. "I have to save her!"

Lyra stared at Gideon, her face impassive.

"Come on ya have to let me help! I need to help ya!"

Lyra stared deadpan for a few more moments before breaking out into a grin. "Welcome to the club pal. Don't be too creepy about it."

"Oh I won't I won't…"

"He has his fingers crossed." Tad Strange observed.

"BODACIOUS T OBJECTS TO BRINGING THIS CHILD!"

Lyra shrugged. "Let's give him a chance. He's probably important." She thought back to the wheel in Journal 2, which had Gideon's star on it. He had to be important. So she'd give him a chance.

The rather large party turned to the Bubble before them, their faces set.

"Let's do this!" Gideon said, charging in first.

Lyra rolled her eyes before running in as well, most of the others following her.

Starlight lingered for a few seconds, deep in thought. But even she eventually entered the Bubble.

Lyra Awoke. She blinked, memories flooding in. She was a unicorn in the land of Equestria who was obsessed with humans…

"WHAT?" Pony, Human, and Thief said all at once.

"Did the Loop end?" Thief asked, flailing. "That… that doesn't make any sense! Why would it end THEN?"

"We may have just died..." Human observed. "Or the Loop ended because we took too long."

"I'd absolutely HATE that." Pony responded. "We.. we should go ask the others what they remember. Perhaps head to Big Mac's…"

Pony took control of the body, looking around. They were right outside Sweet Apple Acres, and Applejack was walking by. Lyra let out a Ping, and Applejack turned to her. "Oh hey there Lyra, haven't seen you in a looooooong time."

Lyra blinked. "How long has it been since the Gravity Falls loop?"

"Th' what?" Applejack asked, trying to remember what she was talking about.

"You know, big insane triangle chaos god trying to end the world?"

Applejack squinted. "That… I sorta remember that. It was several hundred thousand Loops ago."

Lyra's jaw dropped. "It's been THAT LONG?"

"Like Ah said, haven't seen you in forever."

Lyra scratched her muzzle. "Perhaps entering the Bubble had some kind of weird effect on me… But I've never heard of a Looper going THAT long without Looping in… Something's off…"

"Ah'll ask Sleipnir about it next time Ah see him, if ya want."

Lyra nodded vigorously. "Anything going on this Loop?"

"Nope." Applejack said, smirking. "Only weird thing that's happened was some weird fella callin' himself Bodacious T going completely crazy this afternoon."

Lyra's eyes widened. "Did you just say Bodacious T?"

"Yeah? Mean somethin' to ya?"

Lyra grabbed Applejack's face. "He came into the Bubble with me. And I know for a fact that he wasn't a Looper. Why would he be here?"

"Uh… replacement?"

"No… too much of a coincidence…"

"Stranger things have happened in the Loops." Applejack responded.

Lyra nodded. "Exactly... I'm going to have to investigate…"

Just then a red stallion walked up to them, looking like he wasn't fully comfortable with having four legs. His cutie mark was a single eyeball with an X through it.

Lyra looked right at him. "Ivan?"

"Ah yes good you remember me…" Ivan said, trying to stand straight. "Can you explain to me why the Bubble took us here and gave us new memories?"

Lyra stood still for a moment while her personalities raged over what was going on.

"This entire place must be a trap." She slowly said, looking around.

"Don't be ridiculous-"

"Applejack, think about it. What would be the best way to make you stop interfering with someone's plans?"

"Well since we're Looper's there's not much that can stop us so… I'd try to fool-"

"Exactly." Lyra said, gesturing around. "This entire place? It's just Bill trying to make you think the Loop ended."

"Who?"

"Bill. Remember? Eye of Providence, eldritch abomination, has a really creepy laugh."

Ivan nodded. "The creepiest."

"We came into the Bubble to save you!" Lyra said, smiling.

Applejack rolled her eyes. "Don't be crazy. This place is just too perfect to be false. Everything runs smoothly and there aren't any unusual glitches that would signify a farce of some kind-"

"EXACTLY." Lyra said. "Since when have the Loops run smoothly?"

Applejack slowly lifted her head, staring into space. "Wait one darn tootin' moment… Yer right!"

Lyra began celebrate just as reality crashed.

"So… I'm a pony." Wendy noted.

Chrysalis nodded, flexing her swiss-cheese legs.

"And I'm apparently a lumberjack."

Chrysalis nodded again, changing her form to match Wendy's. Red mane, red coat, and cutie mark obscured by a scar.

"Question."

Chrysalis looked at Wendy with curious eyes.

"HOW THE FLIPPIN' HECK AM I HOLDING THIS AXE?"

Chrysalis shrugged. "The hooves appear to have some kind of latent magic to them."

Wendy groaned. "I guess I have to just accept this… So this is where the sextuplets are originally from?"

"Guess so. You know more than I do."

"So have we become Loopers or something? That'd be cool!"

"I though—-"

Suddenly, the wall of the Changeling hive collapsed. "ALL RIGHT!" Rainbow Dash said, her friends right behind her. "TIME TO DO SOME BUTT KICKING AND RESCUE THAT MARE!"

She blinked, looking at the two Wendy's in front of her.

"Crap." Rainbow Dash facehooved. "Been a loooong time since you changelings have tried to pull the which one is real gambit…"

Chrysalis and Wendy were silent. Chrysalis put a hoof to her chin. "I guess my memories do say I kidnapped you…"

Wendy nodded. "And I'm supposed to be some damsel in distress… SCREW THAT!" She bucked Chrysalis in the face, sending the queen flying into a nearby wall.

"What the fudge are you doing? We were on a TEAM!"

"I just felt like bucking you. I'm bucking awesome. Buck you. Man I've always wanted to say these things." Wendy got a crazy grin on her face.

Chrysalis sighed, returning to her normal form and looking over at the mane six. "So, Rainbow, care to explain why we're here no-"

Twilight zapped Chrysalis, glaring. Rainbow Dash's jaw dropped. "What the heck did you do that for?"

"She was trying to get into your head. That wasn't Looping Chrysalis. She must have gotten some information about the Loops to try and confuse you."

Wendy blinked. "That doesn't make any sense Twi, she came here with me when we entered the Bubble."

Rainbow Dash cocked her head, confused. "What?"

"You know, Bill's Bubb-"

Applejack kicked Wendy across the room. "That's enough outta you!"

"APPLEJACK!" Rainbow Dash yelled, waving her hooves. "What are you doing?"

"Shuttin' them up before they can get to you."

"I'm well over a billion years old. I can survive." Rainbow Dash said, rolling her eyes.

Fluttershy shook her head. "Come on Rainbow, everyone knows you can still be broken somewhat easily-"

Rainbow Dash slowly turned to stare at Fluttershy. "What did you just say?"

Fluttershy looked like she had just made a mistake. "Uh, I mean, uh…"

"Bill's Bubble…" Rainbow Dash mused, thinking. "When was the last time I heard that name… hundreds of thousands of years ago-"

Wendy came to. "We just came from there! We were trying to get you out of Bill's trap-"

Rarity froze Wendy.

Rainbow Dash looked at her five "friends."

"You aren't really my friends, are you? This is just some dream state or whatever."

Fluttershy frowned. "Oh no.. We messed up… This isn't good…"

Reality crashed.

"This is obviously an illusion of some sort. The perfect trap." Powers deadpanned.

The Shapeshifter (currently in an alicorn form) sighed. "What tipped you off, genius?"

"The fact that we are living sentient ponies. That's just absurd."

The Shapeshifter's facehoof was long, drawn out, and still not dramatic enough to express the sheer amount of exasperation the alien being was feeling.

"Naturally we have to find the six of them and make them realize the world is false. Simply pointing out that there are ponies accomplish our goal."

The Shapeshifter cursed the stars for this extremely dense moron he was forced to work with.

"How about instead we just suggest that Bill is fooling them? Think that'd work?"

"Not guaranteed. Ponies are more outlandish."

The Shapeshifter grunted. "You were observing these six for a month or so right?"

"That is correct."

"And you then spent several weeks in the Bunker with us as we talked with them on a regular basis."

"Of course."

The Shapeshifter slapped him. "THEN YOU WOULD KNOW THAT THEY ORIGINALLY CAME FROM A UNIVERSE WHERE THE DOMINANT FORM OF LIFE WAS EQUINE! PONIES!"

"Beings of their power could not have started their lives as ponies, the amount of-"

The Shapeshifter slapped him again "You. Really. ARE. Dense."

"Now in order to ensure the safety of the world, we must save the girls from this trap."

"Darling, whatever are you talking about?"

The two of them turned to see Rarity, in the form of a graceful unicorn, looking at them with a confident expression.

"Ma'am, this place is an illusion crafted by the most diabolical of entities. Please gather your friends and leave this place."

"Darling, why in Equestria would I want to leave?" She sat back on nothing, a glass of lemonade appearing in her hoof. "It's simply wonderful. No crashes, no craziness, and nothing trying to kill me and my friends. It's so.. relaxing. I get to spend all my time with Spikey-Wikey…"

The Shapeshifter blinked. "You struck me as the more daring type… You wouldn't be happy with this…"

"Doesn't matter." Powers said. "We have to get her out of here anyway. You are coming with us."

"Darling, where would you go? Even assuming this place were an illusion as you say, how do you propose we could find a way to escape?" Rarity questioned.

"There was a way in: there's a way out."

The Shapeshifter facehooved again. "That's not always the case."

"Doesn't matter. We must leave."

Rarity shrugged. "You're welcome to try, but there's nothing you can do to convince us to leave. There's no reason to." She teleported away.

Powers frowned. "We have to convince one of them, they can talk to the others…"

The Shapeshifter narrowed his eyes. "Perhaps Fluttershy… she seems the most approachable."

They asked around town for directions to Fluttershy's place, and were on their way when Pinkie appeared in front of them. "Hiya! What are you guys doing?"

"Trying to get to miss Fluttershy's place."

Pinkie snorted. "You don't want to do that…"

"Why not?" The Shapeshifter asked. "She's not terrified of visitors or anything."

"Oh it's not that, it's just that she doesn't like to talk about… the outside... " Pinkie snorted. "You wouldn't want to bring it up. It'd tear her down. It took us forever to convince her to stay…"

Powers stared right into Pinkie's eyes. "All the more reason we should talk to her."

Pinkie suddenly became completely black, her eyes being replaced with glowing yellow orbs. "YOU WILL BACK OFF AND NOT SPEAK TO HER. UNDERSTAND, UNIMPORTANT SIDE CHARACTERS?"

Powers stood firm. "No. I must protect the United States from beings such as yourself. We will get to Fluttershy and tell her what she needs to know."

"THEN BUR-"

Suddenly, a bucket fell on the not-Pinkie. Fluttershy glided down, visibly scared. "Wh-wh-what was that?"

"Bill." The Shapeshifter responded. "He's trying to prevent us from telling you to leave."

"Leave what? Bill?" Fluttershy said, very confused.

The terrain around them began to darken, eyes appearing everywhere.

"Just let us explain…" Powers began.

The Shapeshifter slapped Powers out of the way and transformed into a television that broadcasted pictures of Bill, the Bubble on the Tree of Harmony, and them entering the Bubble.

Just as the darkness began to move in, Fluttershy realized what was going on.

Reality crashed.

"Ow! What in tarnation?"

"Gideon… you're a pony. A rather small one at that."

Gideon blinked, looking at his periwinkle hooves. "ACK! I'm… I'm even more adorable than I was." He paused for a few seconds. "This is amazing." He turned to the person talking to him, Ghost Eyes.

"You want to be cute?"

"People like cute. Ergo, I should be cute."

"I never should have taught you that word."

Gideon put on his best "widdle ol' me" face, giggling. "But it's so fun to say… NOW! We must… uh… Ghost Eyes what were we doing again?"

"Saving the love of your life from a prison constructed by a chaos god?"

"Oh yeah…" Gideon said. "That…" He stood up, yelling with all his might. "DARLING RARITY! WE ARE HERE TO SAVE YOU!"

"WHAT HE SAID!" Ghost Eyes emphasized.

There was no response.

"It occurs to me that perhaps she isn't right here and we have to go look for her-"

"Ghost Eyes, please refrain from pointin' out when I'm being dumb, k?"

"But I wasn't-"

"I SAID REFRAIN!"

Ghost Eyes sighed. "Okay… Perhaps we should look-"

"DON'T ORDER ME AROUND!" Gideon reached to adjust his shirt, then he realized he didn't have any. His eye twitched. "Perhaps we should go look for her now. That sound good Ghost Eyes?"

"Yes… You should probably tone down the bossiness though, she won't like that."

"I AM NOT BEIN-" Then Gideon caught himself, frowning. "Nevermind… Let's just go this way." As the two friends began to walk away, a flash of white light blinded them. Standing before them was Rarity. Gideon's eyes sparkled. She was even more beautiful as a unicorn.

At her side was a medium sized drake. "Hey there!" He said, smiling.

"Who're you?" Ghost Eyes asked.

"Spike. Rarity's husband."

Gideon's eyes focused on Spike. So this was the little twerp who was-

Rarity interrupted his thoughts by speaking. "So… who are you? I'm having a hard time remembering—"

Gideon's jaw dropped. "Darling, you don't remember me? Don't remember…" He sighed. "Don't remember how Ah tried to force you to be with me?"

Spike tensed and Rarity glared. "Oh really? How so?"

"Ah… Ah… Ah…" Gideon fell to the ground cowering under Rarity's gaze. "I did such horrible things to you and your friends! How could you not remember?"

Rarity frowned. "Remember what?"

Gideon trembled, but began his story. He told it from his perspective, from the moment he saw Rarity first, to the moment he tried to kidnap her, to the moment he tried to take over the shack, to the moment he travelled with the Doctor, to the moment he lost his mind because of Lyra.

His insanity.

And the moment Lyra gave him his mind back. Then him going into the Bubble of Harmony.

Rarity had gotten rather uncomfortable with the story at times, but she soon began to feel a lot of sympathy for this little folksy child before her. She decided, plain and simple, that he needed a hug.

Gideon was startled. "Wha…?"

"You can't have what you want." Rarity said, matter of factly. "But think about it… deep down, do you think you'd even be happy that way? Look at what all this has caused you. Do you really think you can continue on this path?"

Gideon, who was crying like the little kid he was at this point, nodded.

Ghost Eyes began to tear up as the two made up. "IT'S SO BEAUTIFUL!"

Spike folded his arms. "You're really just letting him go?"

"Spikey-wikey, he lost his mind for a month. I'd say he's suffered enough. See you around, Gideon."

Rarity walked away. Gideon smiled. He felt… oddly at peace. He no longer needed her: she was obviously happy. She also had a point: did he really want her, or was it just some desire for possession? For control?

Ghost Eyes put a leg over Gideon. "There, there… there'll be others after we stop Bill."

"Yeah…" Gideon's eyes widened. "WAIT RARITY! AH FORGOT TO TELL YA SOMETHIN!"

"What?" She yelled back.

"Ya ever consider that we might still be in Bill's bubble?"

"Don't be absurd Gideon!" She responded, chuckling. "I've been looping hundreds of thousands of times-"

"But we haven't." Gideon said. "We just arrived here when we entered."

Spike rolled his eyes. "Yeah, right. That'd mean I wasn't real. If that Loop never ended, I'm just some figment of Rarity's imagination."

"Yeah." Rarity chuckled. "And if that were true Spike wouldn't have remembered our upcoming anniversary. He promised me a special surprise after our last one was so rudely interrupted."

Spike's face went completely blank. Rarity slowly turned to look at the drake beside her. "...Spike?"

"CRAP." A decidedly not-Spike voice said.

The world crashed as a look of abject horror crossed Rarity's face.

"In our Town-" Starlight Awoke, tripping over her own two front hooves, faceplanting into the ground. The musical number abruptly ended, the townsfolk suddenly unsure of what to do. Starlight stood up, shaking her head as "loop memories" filled her mind. She slowly stood up.

She wasn't stupid, she knew exactly what this was: an illusion designed to keep Loopers trapped.

"Starlight?" A familiar voice asked. "You okay?"

Starlight groaned. "I think… I just got new memories. Awoke? Brain hurts."

Twilight's eyes widened, a mildly conflicted expression on her face before she gave a smile. "Well I can't say I expected that. Um, welcome to the Loops Starlight. It looks like you've got a lot on your mind, if you'd like I've got a spot at the castle where you can relax."

"...What about the Town?"

"We've dealt with this enough times, we can deal with it in our sleep now." Twilight said. "Let's just get you settled and calm... "

Starlight nodded. She wasn't in the mood to do much right now. Perhaps she could just take a nice relax and take a break from all the craziness she had been subject too.

Just a little bit of relaxing…

That evening, Starlight was reclining in a nice, soft chair. Twilight was sitting across from her. "So, Starlight, you're taking this incredibly well. I'm guessing since you mentioned having Awakened that this isn't your first Loop but I'm a little confused, how long have you been Looping?"

Starlight was about to say "Oh I'm not, this place is just an illusion" but she caught herself. This place was obviously much nicer than the place she had come from, where the apocalypse was going down. It was much better than the place the One Eyed one showed her in her dream, where the entire world was a Wasteland. Where heroes rose and died trying to save everyone. Where everyone just died… A world where nothing survived…

She began to cry. Twilight's face softened, and she brought Starlight into an embrace. "There there.. It's okay…"

"My memories.. are fuzzy…" Starlight said. "All I can really remember is a horrible Wasteland… and a horrible One-Eyed demon… Nothing but torture…"

Twilight frowned. "Do you even remember being a unicorn before?"

"Barely… I think it was erased from me by a mind gun... " Starlight sniffed. "I.. I just want to have some peace."

Twilight hugged her tight. She had gone through so much. Obviously one of those Fallout loops and some other horrid apocalypse loop. The phrase "One-Eyed demon" did tug at her memories, but she couldn't place the feeling.

She decided it didn't matter. Baseline Starlight was a problem, minor these days but even so; this Starlight however was clearly in pain, and she needed to be comforted. That was all that mattered.

Days passed. Starlight went on adventures and spent the vast majority of time with Twilight and her friends. Even though, deep down, she knew this was all fake, she liked it here. She didn't see how they could defeat Bill if they got out anyway. Sure, Loopers had great power: but Bill would be prepared for just about anything.

What was the point, in the end?

It was better to live than to fight the pointless fight.

Starlight tried to live her life… And it worked for the most part. She and Twilight bonded, she actually felt… calm.

But she had no purpose. Nothing here had any purpose: it was just something Bill had cooked up as a trap. She was prone to constant bouts of depression and wouldn't tell anyone why.

She couldn't risk her new life falling apart.

Then one day, an earth pony with a slice of bread as a cutie mark walked into Twilight's castle.

"Hi, I'm Tad Strange, and I'm here to tell you that this world is a fake."

The Elements leveled "really?" looks at Tad. Starlight tried her best to keep a straight face.

"Perhaps you six recall an event a while back where you were imprisoned by a triangular one-eyed being known as Bill Cipher?"

Everyone except for Twilight and Starlight shook their heads. Twilight felt like she remembered something. Starlight was trying desperately to not show any response.

"Y'all are crazy." Applejack said.

"I am singular, Applejack." Tad offered. Then he turned to Starlight. "Unless you are counting her."

"What do you mean?" Rarity asked.

"She entered the illusion with me. She should know this place is nothing more than a trap designed to keep the six of you here."

Twilight's ears perked up. "Really?" She asked.

Applejack waved her hoof in the air. "I'm detectin' a whole lot of hodgepodge here Twilight, don't believe a word any of them say."

Starlight nodded. "I know nothing about what this… Tad person is talking about."

"See? She agrees with me." Applejack said. "Let's just call somepony to get this feller here and—"

"Since when have we rejected anyone?" Twilight asked. "I hear what everyone has to say Applejack, you know this."

Applejack visibly tensed. Twilight furrowed her brow. "Why would this make you tense? There would be no reason unless…" She blinked, turning to Starlight. "...you did mention a One-Eyed demon…"

Starlight shook her head. "I said no such thing." She blatantly lied.

Twilight frowned. "Starlight… why are you lying to me?"

"You already know." Tad Strange commented. "She wants to stay in this illusion. It is a lot better than where we came from. There's still normal bread here, after all."

Twilight frowned, turning to her "friends." She looked at them all. All of them had been acting exactly as she'd expect for the longest time.

None of them had really surprised her. None of them had made an unexpected response.

Honestly, she should have seen it sooner. And now that she had seen it, the illusion became obvious. The new memories began to seem like nothing more than an extended dream. She remembered what happened.

"You're the one who let Bill in aren't you."

Starlight squirmed. "Yes…"

"Why? What exactly did he show you?"

"He showed me a future." Starlight countered. "I lived an extended dream. In one night, I lived several months. I was shown what my meddling with time would do: create a world that was dead, a Wasteland. And I lived there for those few months, trying desperately to make things better for the survivors. Just as it seemed like there was hope, all was lost. The hero and friend I had made died in a fire, the world began to collapse, and everything just died." Starlight was enraged now. "And then he came, showing me that none of this had actually happened yet and that he could help me prevent it… for a price. He would allow the timeline to become cemented in such a way for that horrible future never to happen, as long as I let him into the world." She stepped up onto the table. "And what did he do? He created a different apocalypse! I realized right then and there that everything was pointless, that there was no saving any of us. There will always be something that destroys us."

She gestured around. "But here? Here we are safe. Here nothing is going to drive us to extinction. Here we can live out our lives without a constant fear of destruction." She growled. "You Loopers have it easy: you have no fear of anything. You are so ancient and powerful that nothing really matters to you anymore. But think about us, think about our lives. Constantly reset, menial, and doomed to suffer from the greater forces of reality! I've heard what you and your friends have talked about day in and day out! I've heard tales of atrocities and great evil! You all treat it like it's run of the mill. But we have to live and die with these things. So is it any surprise that we'd want your life? A life of safety? A life of no worries?"

Twilight was silent for a minute. "You're wrong. Granted, we can't die and any mental damage can generally be repaired with time. But we are still sentient creatures: we have emotions. We have souls. And we still care for those of us who are not looping, perhaps even putting you in a higher position than our own. Our lives mean little since we will just Wake Up again. But yours? Yours are beyond important. Yours are short, fleeting, and yet just as beautiful as our own. Do you ever wonder why we bother to save worlds time and time again? Granted, some of it is for the thrill, the challenge, or the fun. But we also do it for life: the lives of those who cannot come back. Not in the way you want." She let out a deep sigh. "The multiverse can be a horrible, nasty, grimdark place at times. But the majority of us Loopers are working day in and day out to make those worlds better. Take the Dark Millennium Loop: that place is possibly the most dark, desolate, and grim world out there. The entire galaxy is besieged by enemies on all sides, there are powers beyond the grasp of even some Loopers, and there is tremendous injustice. And yet, if you look at that Loop now compared to the way it was in the past, you can see that the life of the galaxy has improved dramatically. There are still wars, there is still death, but the Loopers are continually making the place less and less of a crapsack, for the betterment of the whole galaxy! This is by no means an isolated case: I'd say the majority of Loopers are trying their best to make the multiverse as good as possible."

Twilight paused for a moment. "What I'm trying to say is that we do think about you. While we may seem all high and mighty and above you, it is because we often find it hard to relate to you anymore. But that doesn't mean we don't care for you. Every life in existence is worth fighting for, even if it will just be reset in an hour. You all deserve to live your lives as long as Yggdrasil allows."

Starlight backed down. "...Then why would I ever want to leave here? I go back there and… I end. Eventually, I'll just end. Here I could go on forever."

"But while you and I remain in here, Bill could be ending the lives of so many others. Or at the very least he'll be ruining them. People do not want to live in his kind of world. While some Loopers may find his worlds rather… invigorating, the vast majority of beings would not tolerate it. Just like you do not want to live there."

Starlight looked away. "But… what could we possibly do? He's powerful enough to be able to counter you six-"

Twilight's eyes twinkled. "Trust me, we can always think of something." She turned to her five "friends." "We would like to leave now."

Starlight nodded. "I'm not going to be selfish."

Tad Strange gave a thumbs up as the world crashed.

Bill felt the Bubble weaken. The Loopers were going to get out, much to his annoyance.

Well, that meant it was time to stop the simple party and get to the real plan…

"ALL RIGHT HENCHMANIACS! TIME TO TAKE THIS PARTY WORLDWIDE! COVER THE WORLD IN YOUR WEIRDNESS!"

Sounds of pleasure and excitement resonated from the group of Henchmaniacs. Discord snapped his fingers, giving all of them levitation powers. Bill opened up a hatch in the Fearamid roof, allowing them to fly out, ready to lay waste to the normal world outside.

Bill began to laugh. "AHAHAHHAHAHAHAHAHAHAH- AHAHAHAHAHAHHAHAHAH!"

Then he heard a bunch of successive oofing noises. He turned to see the Henchmaniacs plastered against some kind of barrier. Bill stood stationary, blinking.

He floated up to the barrier, tapping it with his finger. It rippled across the red sky, revealing a domed shape that covered the entire area of Gravity Falls and the Everfree Forest, also encompassing the Fearamid and the crack in reality.

His eye twitched. Yggdrasil sure had some mean tricks up its sleeve. Stupid arbitrary plot devices!

"ALL RIGHT, CAN ANYONE EXPLAIN TO ME WHAT THIS IS AND HOW WE'RE GOING TO GET PAST IT?" There has to be some way out of this stupid hick town.

Then he blinked. Wait. He turned to the two golden statues he had on his throne.

One of them probably had an idea…

"Bill… I'm in pain…"

"WALK IT OFF PACI-FIRE!"

Ford and the Doctor suddenly found themselves in full control of their bodies again. They let out a few choice angry yells. Ford went with "I AM GOING TO BURN YOU WITH LEMONS BILL! LEMONS! YOU HEAR ME?" While the Doctor went with "YOU'RE AN EMBARRASSMENT TO BOWTIES EVERYWHERE!"

They both shut up when they saw Bill appear playing a piano, singing.

OH WE'LL MEET AGAIN- DON'T KNOW WHERE, DON'T KNOW WHEN OH I KNOW WE'LL MEET AGAIN SOME SUNNY DAY!

Ford stared in disbelief. "You… You've been waiting a really long time to do that haven't you?"

"YOU GOT ME SIXER, YOU GOT ME!" Bill said, looking very proud as he floated around the two of them. "SO, HERE'S THE THING SIXER AND DOC, SOMETHING IS KEEPING ME TRAPPED IN THIS TOWN."

"The law of Weirdness Magnetism…" Ford muttered.

Suddenly, Bill grew to tremendous size. "AHA! SO YOU DO KNOW!"

Ford took a step back. "Not like I'm going to tell you anything…"

The Doctor sighed. "You won't have to…"

"DOC'S RIGHT SIXER! I CAN JUST GET THE INFO OUT OF YOUR HEAD EASY-PEASY! I'VE GOTTEN REALLY GOOD AT READING MINDS AS YOU KNOW!"

Ford glared. "I suppose you're still not going to tell me how you managed to get this good while not Looping?"

"NOPE! NOW…" Bill's body flattened, the yellow coloring going away. His eye stared right at Ford and his body shuffled through dozens of images every second. Images of memories, events, those, abstract ideals, prophecies…

"FOUND IT!" Bill said, chuckling. Ford appeared crestfallen. He had tried to resist, he really had. Then Bill turned to the Doctor. "NOW FOR YOUR PURPOSE…"

"What?" The Doctor said, backing away.

"I'M GOING TO DOWNLOAD ALL YOUR TECHNICAL KNOWLEDGE DIRECTLY INTO MY MIND AND USE IT TO CALCULATE A WAY OUT OF THIS BARRIER. I THOUGHT THAT WAS OBVIOUS."

The Doctor tensed. He was extremely surprised that he didn't feel anything as Bill began to go through his thoughts. This eldritch triangle truly was a master of secrets… Had the Doctor not been so concerned he would have found Bill absolutely fascinating. He still did, to some extent.

Bill returned to normal, floating above the two of them. Quantum formulae, dimensional algorithms and Block Transfer Computations began to take shape around him in reality altering patterns. "THANKS! THAT'S ALL I NEEDED FROM YOU TWO. BACK TO GOLDEN TOWN!" He clapped his hands, turning them both back into golden trophies.

Now, to actually complete the calculations…

He would be free…

Compiler's note: Oh, Bill… don't you know how ticked the Admins got at the last Loop-Aware creature that tried to forcibly escape the Loops?