And here's the next set off chapters.


It was a nice, warm, and sunny day in the town of Ponyville. It's been a week since the Utlimatrix wielder Lincoln Loud had come to Equestria via a portal created by Princess Twilight Sparkle and the other ponies in town had gotten quite used the white-haired human. At first his strange appearance and the fact that no other creature like him existed set everypony off a little bit but once they got used to him, we was actually kind of delightful to have around the town.

Not only did his natural friendly appearance help everypony get at least a little comfortable with him. But once they stopped to get to know him, he was quickly being treated like any other member of Ponyville society.

Although they were surly shocked when they witnessed him transformed and feared he was Changeling at first, but then Lincoln started to use his transformations to help around town whenever he could. For example, he would help ponies move heavy carts with a tall, red, and extremely muscular four-armed alien he simply called Four-Arms.

He would help out on Applejacks farm on occasion by using a chicken hawk-like alien he called Kickin Hawk to kick down the apples from the tree with a single kick and easily carrying all the apples in the baskets, which the Apple family was more the grateful for. Granted the old pony Granny Smith was a bit unsure about letting this Human on the farm, once she saw how hard a worker, she was she allowed it. But that didn't stop her from keeping an eye on Lincoln.

He also made frequent trips to Rarity's boutique. This was because the clothes he had one when he came to Equestria were his only pair and Rarity was more then generous enough to make him some new cloths free of charge. Lincoln insisted to repay her, but Rarity was adamant of this simply being a favor from one friend to another. Plus, Rarity was quite excited in the new challenge of creating clothes for Lincoln body type since it's something she's obviously never had to do before.

Lincoln finally let Rarity have her way and said he wasn't one to car about his appearance and told Rarity some copies of the clothes he had one were ok as he was the kind of guy that preferred having a signature look. While Rarity did make a few pairs of hoodies and jeans for him, she couldn't help but make him a few other items. Even making him a tux that looked similar to the blue tux he had back home…how did she know that?

He's also made friends with a few of the ponies in town. The first one being Derpy, who was know his co-worker at the post office. Lincoln was a little nervous at first since he's never had experience in the postal system before but once Derpy showed him the ropes it was actually very easy. And she was more then happy to let Lincoln use his alien forms to make the job easier. Heck. It made it easier for everypony else.

He's also made friends with Mr and Mrs Cake. His first experience with them was during a surprise party Pinkie Pie threw him.

His second day of Equestria started with him waking up and going downstairs and being met with a surprise party organized by Pinkie and the rest of the Mane 6. There was everything you'd expect in a party. And the balloons and streamers even were based around his colors, orange, white and green.

There was a bunch of sweets, punch and games as well as ponies from all over town. Some of the first he met were the Cakes who were introduced to him by, once again, Pinkie Pie. At first the Cakes were a little nervous around him similar to everypony, but once Lincoln got a taste of the deserts, they made he quickly started complimented on how delicious they were. The Cakes took the compliments humbly and then out of nowhere it started into a discussion about baking as Lincoln swapped a few recipes with them as he was a bit of a baker to and helped dad with making deserts and a few other dishes at his restaurant in his world.

Another pony he met was the aqua color one he saw sitting on the bench yesterday which he learned her name was Lyra Heartstrings. Lyra was also with another Mare who was an Earth Pony named Bon-Bon.

Apparently, similar to Derpy, Lyra really wanted to meet Lincoln for whatever reason. So, the three simply got to having a pleasant conversation with Lincoln simply telling them about himself with the two mares soon following. And just like that, Lincoln had even more friends in this new world.

And as the days past things were simply nice and calm as he got to know more about the Mane 6 and this world. With Fluttershy he learned of her love of animals which honestly rivaled Lana's own love of animals. He even showed her some of his more animal like transformations like Wildmutt and Blitzwolfer which he was afraid she would be scared of due to their appearance, but the exact opposite happened and she actually started treating him a bit like the animals she took care of while in those forms…and he'd be lying if he said he didn't enjoy a little bit while as those aliens.

With Rainbow Dash he learned the Pegasus truly was like his sister Lynn in almost every way. Extremely competitive and loves winning. Thankfully due to his years of experience of dealing with Lynn, Rainbow Dash wasn't hard to handle, and he would say he enjoyed learning about all the different sports in this world. He also learned Rainbow Dash dreamed of becoming a member of the Wonderbolts. A flying team which reminded him of his worlds Blue Angels

He got to know Rarity while she was making cloths for him and quickly compared her to his sister Leni in their love of cloths and cloths making.

With Applejack she reminded him of his friend Liam. And since he's helped Liam at his farm before helping out Applejack wasn't so bad. Plus, it was nice to get a good work out in. He also learned AJ also had a bit of a competitive side but not as much as Rainbow Dash.

And then finally Twilight. He imagined Twilight would be the more friendly and social version of his genius sister Lisa. She enjoyed reading books a lot and couldn't help but introduce him to a bunch of books about Equestrian history and culture so he could learn about their world. And although he figured out their terminology…he was sticking to his own way of talking. Saying everypony just didn't feel right with him.

Although he did really get into a book series called Daring Doo. While he's not the most avid reader that book series really did click with him and his love and action and adventure.

Although most of the history of Equestria he learned from Twilight herself as even though she provided him with a bunch of books, she couldn't help but talk about things herself.

He learned about things like the legendary Unicorn Star Swirl the Bearded, all the other creatures in Equestria like Griffons, Dragons, Yaks, etc. However, what interested Lincoln the most of were the stories Twilight told him about Twilights adventures with her friends.

Stopping a dragon from spreading smoke in the sky, dealing with creatures called Parasprites, learning of Pinkie's Pinkie Sense, and even creating a time traveling paradox when Twilight met her future self-warning her of a disaster…that never came.

But the stories that really interested Lincoln were stories about them dealing with some of the villains of this world. She first talked about Discord, the lord of chaos and how they used the elements of Harmony to turn him into stone after he broke free of a previous petrification. However, due to recent developments it turns out Discord has been reformed, though Twilight still voiced her doubts and concerns about the matter.

She then talked about Chrysalis. The queen of the Changelings. Lincoln remembered hearing that name when he first transformed in front of the Mane 6 and know he knew why they accused him of being one. Changelings were pony-like bug creatures with the ability to transform into anypony they see and even copy their voice.

Twilight told Lincoln about when Chrysalis disguised herself as her formal Foal sitter Princess Cadence during her wedding with Twilight brother Shining Armor. Chrysalis plan was to steal the love from Shining Armor and essentially use him to gain more power and for her and her changling armor to ambush the wedding to take over Cantorlot and eventually Equestria.

Then she told him about King Sombra. An evil unicorn who took over the Crystal Empire 1000 years ago and was banished by the Royal Sister, but not before casting a curse on the Empire causing it to disappear for 1000 years. And when the Empire reappeared, so did he. But the Mane 6 were able to defeat him due to Spike recovering the Crystal Heart that protect the empire from insanely harsh blizzards as well as cause Sombra to disappear again.

Along with these stories he learned about the Elements of Harmony. Magical artifacts of great power that was connected to the Mane 6.

Pinkie Pie represented the element of Laughter.

Rarity represented the element of Generosity.

Applejack represented the element of Honesty.

Fluttershy represented the element of Kindness.

Rainbow Dash represented the element of Loyalty.

And Twilight Sparkle represented the element of Magic.

But in all this, there was one story that didn't sit well with Lincolns gut. Nightmare Moon. Apparently 1000 years ago, Luna started to feel intense jealousy over her sister as the Ponies practically worshiped her and the sun but would always sleep during the nighttime moon and left the Lunar Princess alone without anypony praising her.

Due to this, an evil spirit overcame Luna and turned her into the Dark Alicorn Nightmare Moon. After that happened, Celestia was forced to use the Elements of Harmony to banish her sister to the moon for 1000 years.

A lot of things in that story didn't sit right with Lincoln as well at all. First of all, 1000 years stuck on the moon. He couldn't comprehend how awful that sounded. Being stuck on a lifeless rock and surrounded by the extremely cold, empty and completely silent void of space for 1000 years…calling it torture was putting it verymildly.

And secondly, the act of Celestia do that in the first place. From what Twilight told him the Elements could do a lot of things. Celestia could have done something, literally anything else…but she chose to banish for own sister just because she felt neglected. That just felt so wrong to him. As someone with 10 sister's family was one of, if not the most important things to him. Yeah, he and his sisters have had and still do have their problems, but Lincoln would go through Hell and back for them over and over again no matter what.

Honestly, part of him wanted to go to Celestia and demand answers about this, but he just entered this world. He didn't want to go looking for trouble. He'll get to it when it's a more appropriate time.

But enough about the past week, let's get back to today. Currently, Lincoln was now in the form of a monkey-like aliens with four arms and four green eyes with blue fur. This was Lincoln's Archnichimp transformation Spider-Monkey.

Spider-Monkey was currently doing his job at the Ponyville post office any putting his multiple limbs to good use to quickly sort mail into the right slots. Just then Derpy Hooves walked past him and put her hat on a little hook next to the desk. "I'm going on my lunch break Lincoln. Will you be ok here?"

"Sure will Derps!" Spider-Monkey reassured her with a double thumbs up.

Derpy smiled at the gesture and use of the nickname Spider-Monkey made for her and gave a nod of approval before walking out and heading to go get something to eat.


A little later, Derpy was sitting at one of the outside tables of the PonyVille café with an iced tea, a Daisy, lettuce, and tomato sandwich along with a chocolate chip muffin. As Derpy was eating her DLT sandwich, a familiar voice called out to her.

"Hey Derpy!" Derpy swallowed the bit she took of her sandwich and looked up to see the source of the voice being none other than the blue Pegasus Rainbow Dash flying above Derpy.

The gray Pegasus smiled as Rainbow landed right next to her table and said. "Oh hi Rainbow Dash. How's it going today?"

"Pretty good. Just got down practicing some awesome new tricks!" Rainbow Dash told her fellow Pegasus while making some gestures with her wings to emphasize what she said. "Although now I'm starving! Mind if I sit with you?"

"Oh sure! Pull up a seat!" Derpy told Rainbow Dash with her usual smile and happy tone.

A few moments later, Rainbow Dash now had her own food consisting of a cup of coffee and a hay and rose sandwich that had toothpick on it with an olive.

As the two Pegasus ate together, Rainbow Dash decided to ask. "So how's snowball doing at the post office?" Rainbow Dash asked while taking a sip of her coffee.

"Who? Ooooooh, you mean Lincoln." Derpy giggled at the name Rainbow Dash use for the human and went on to say. "He's going great! He's a super hard worker and really helpful! His uh, aliens I think he calls them really lightens up the workload for everypony."

"Well that's good he's holding his own weight." Rainbow Dash commented as she laid back in her seat. "He tends to lend a helping hoof, er hand I guess as he calls them, whenever he can."

"It shows to." Derpy said with a smiled as she's remembered all the time Lincoln helping out whether it was at the post office or at the town somewhere. "Although he really shines when it comes to deliveries."

"Oh really?" Rainbow Dash asked with a bit of interest as she started eating her sandwich.

"Uh-huh." Derpy confirmed with a nod. "He has this form called, um, uuuh, I think he called it Accelerate or something like that. Anyway, he moves suuuuper fast and he's able to deliver packages and letters all over Equestria super easily!"

"Ahhh, a form with speed huh?" Rainbow Dash now with some peaked interest at hearing that Lincoln had some speed forms in that gauntlet of his. "Well, I might just have to check that form out sometime then."

"Oh, you totally should." Derpy agreed with a nod as Rainbow Dash started to take a long slow sip of her coffee. And just then, Derpy dropped a bit of a bombshell. "I think he's even faster than you Rainbow Dash."

Hearing this, Rainbow Dash's eyes shot open as she did a spit take with her coffee. Luckily Derpy was able to move her head to the side and avoided being dowsed by it. Rainbow coughed a few timesand wiped off her face before she looked at Derpy and started laughing a little. "Hehehe, that's really funny Derpy. For a second, I thought you said Lincoln was faster than me."

"But I did." Derpy said as she tilted her head and spoke with her normal tone.

Rainbow Dash's right eye twitched a tiny bit as she had to force herself to keep her smile on. "You're…you're kidding right?"

"No, you should see him go." Derpy said, not seeing Rainbow Dash's apparent annoyance at this and treating it like a normal conversation. "He was able to deliver a package from here all the way to Cantorlot in less then a minute! It was pretty amazing."

Rainbow Dash was still trying to process everything Derpy told her as she stuttered. "L-L-L-Less than a minute?! From here to Cantorlot?! But that's impossible!" The blue Pegasus yelled.

"Uuuuh, well," Derpy thought as she put a hoof to his chin. "He did come back with a signed paper for the package that the pony he was delivering it to so I'm pretty sure he did."

Once again, Rainbow's eye twitched as her smile was slowly breaking as she said. "Give me a second." Rainbow Dash then got up from her chair and buried her head in a nearby bush. Just then she let out a frustrated scream that was muffled by the bush as Derpy simply stared at her friend with a confused expression.

After a few seconds Rainbow stopped screaming and lifted her head from the bush and quickly flew up into the sky. "Sorry Derpy, but I gotta go!" Rainbow said quickly before disappearing in a rainbow blue.

"Oh ok, bye Rainbow Dash!" Derpy waved her friend off with a smile.


At Golden Oaks library, Twilight was simply enjoying a book while sitting on the couch in the main room of the Library. Just then she heard a familiar voice.

"TWILIGHT!" Twilight sighed at hearing it and proceeded to put her book down and open the window with her magic. She did this just in time for a rainbow blur to crash right into her library, luckily avoid knocking down any books.

"Yes Rainbow." Twilight said in an unamused tone. Yes, she loved her friends but she was getting a little sick and tired to Rainbow Dash literally crashing into her home.

Rainbow Dash quickly got up and shook her head to regain herself as she suddenly rushed right up in front of Twilights face. "Is Lincoln faster than me?!" The rainbow themed Pegasus quickly asked.

"Wha-huh?" Twilight stuttered as she back away from Rainbow to get her personal space.

"I said. Is. Lincoln. Fast then me?" Rainbow said slowly with growing annoyance in her voice.

"What do you mean? Where did this suddenly come from?" Twilight asked with a confused expression, willing to hear her racing friend out.

"I was having lunch with Derpy and I was asking how snowball was doing at the post office. And then suddenly Derpy said Lincoln uses one of his alien forms to deliver packages across Equestria that's faster then me!" Rainbow Dash explained as the memory only made her impatient to find an answer.

"Did you find out the name of this form?" Twilight said while trying to keep everything calm and rational.

"I think she said it was called Accelerate or something." Rainbow answered as she put a hoof to her chin.

"Oooooh! You mean XLR8." Twilight answered as she remembers what form her friend was talking about.

"What?" Rainbow asked with a raised brow.

"X-L-R-8. It's supposed to be a play on the word Accelerate." Twilight told her as she couldn't help but admit how clever the play on the word was.

"Huh, that's pretty cool actually." Rainbow admitted with a mutter before shaking her head and saying. "Back to topic, is he actually faster than me. Because that's gotta be some sort of joke, right?"

Twilight hummed in thought as she put a hoof to her chin. "Well, Lincoln has shown me a bunch of his forms so I couldn't take notes on them and document them in a book and I've examined a number of his forms." The Alicorn then grabbed a book of her work bench and opened it up to reveal page open page of showing Lincoln's various forms which including high detailed drawings of each one and information about each one including home world, powers, personalities, etc.

Rainbow Dash then watched as the Alicorn turned to a page she made that had a picture of an armored velociraptor alien with wheels on its feet. Twilight then went to explain the details of this transformation.

"XLR8 is a Kineceleran. Their home world is the Planet Kinet. Their a species of Velociraptor-like species known for their high speeds, quick reflexes, enhanced stamina, recovery, jumping, agility and even dexterity and accelerated thinking. Features include sharp claws, a prehensile tail and a helmet with a visor that can be raised up or down at will."

"Ok, ok, ok, all the egghead stuff is great and all, but can you just answer my question already." Rainbow Dash said impatiently that made Twilight huff in annoyance. "How. Fast. Is. He?"

"Fine." Twilight relented as she looked to where she wrote down the top speed. However, at seeing what she wrote down, she quickly closed the quick and gave Rainbow and nervous laugh and smile. "Oops, guess I forgot to write it down oh well." Twilight said quickly as she started to walk away.

Rainbow Dash wasn't buying it and narrowed her eyes at Twilight. "Twilight, you're about a good a liar as Applejack is. What did you record for his top speed?"

"Really. It's nothing Rainbow Dash. You're a fast Pegasus and should be proud of what you've accomplished so far."

"Twilight!" Rainbow yelled as she stomped forward.

"Ok! Ok fine!" Twilight surrendered as she opened up the book again and read from it. "The Kineceleran is capable at running at speeds faster than even natural lighting which moves at about 1/3 third the speed of light at 220,000,000 miles per hour."

Everything went silent as Twilight and Rainbow stared at each other. Twilight sheepishly smile as Rainbow Dash was frozen in shock. Just then Rainbow narrowed her eyes at Twilight before she flew up and was preparing to fly out the door.

Twilight was quick to stop her as she walked up to the door and asked. "Wait, Rainbow Dash where are you going?"

"Where do you think." Rainbow Dash said in a tone that made it seem like her destination was obvious. "I'm gonna find Lincoln and challenge in and that XLR8 form to a race. No way that's true no pony in Equestria history is even close to being that fast. So, I'm gonna show him what I'm made of!"

"Are you sure that's a good idea?" Twilight asked as Rainbow opened the door. "Rainbow, you're still one of, if not thee fastest Pegasus in Equestria. That's something to be extremely proud of. You really don't have anything to prove against racing against another species all together."

"Yeah-huh I've got something to prove!" Rainbow Dash said as she flew above Twilight to get through the door. "I gotta show I'm not just the fastest Pegasus but also the fastest pony period! Tell the girls to meet up at the open field."

And with that, Rainbow Dash flew away leaving Twilight with a worried look on her face.


At the Ponyville post office, Lincoln could be seen wearing his regular cloths and walking out while switching the sign from Open to Closed. Letting a pleased sigh as he said. "Wonder what I should do for the rest of the day?"

"HEY LOUD!" Lincoln turned to the voice and his eyes widened as he narrowly avoided getting hit by a rainbow blur.

Luckily Rainbow Dash stopped herself before she crashed into anything. She then quickly turned around and sped right in front of Lincoln face and locked her narrowed eyes with his. "Uuuh, can I help you?" Lincoln asked awkwardly.

"You. Me. Right now! Let's go!" Rainbow Dash challenged as she pushed forward causing Lincoln to lean back.

"I don't know what you're-" Lincoln was saying before Rainbow Dash interrupted him.

"I wanna race right now!" Rainbow Dash finally said as Lincoln backed up and stood up straight.

"Um, ok. I mean I'm down for it but why?" Lincoln asked, surprised and a bit confused by Rainbow Dash's request. Especially since she was acting a little aggressive.

"I wanna challenge that XLR8 form of yours and show that I'm the fastest pony in Equestria!" Rainbow Dash explained to him as she gave a cocky smile. "Unless of course you're chicken."

Lincoln was silent for a few seconds, but then grinned as he looked Rainbow in the eye. "Alright Dash, you're on."


An hour later, Lincoln and the Mane 6 and Spike were all gathered around the open fields Lincoln and Rainbow Dash were standing next to each other both doing stretches before the big race.

In front of them was a starting line made of party streamers supplied by Pinkie Pie. "Hope you're ready to lose." Rainbow Dash said as she stretched her wings out.

"We'll see." Lincoln said as he activated the Ultimatrix and quickly found the alien Rainbow challenged and slammed it down and was covered in the signature green glow.

"XLR8!" The transformed Kineceleran announced as he got into a running position along with bringing his visor down.

Meanwhile Applejack, Rarity, Fluttershy, and Pinkie Pie were sitting a bit to the side awaiting the race that would occur. "Well, ah figured this would happen sooner or later." Applejack commented as she stroked Rarity's mane while the fashionista rested on her marefriends lap.

"I'm honestly surprised this didn't happen on Lincoln second day here." Rarity commented as she and everypony else knew how competitive Rainbow Dash could be and they were honestly waiting for when she would challenge one of Lincoln's aliens to some sort of competition.

"Oh dear, I just hope nothing bad happens." Fluttershy muttered timidly as she hoped this race wouldn't end up hurting the loser. Fluttershy then sent a concerned looked to Rainbow Dash as a bad feeling in her gut told her she was the one she should be worrying about. And if anything hurt her more then most things, it was seeing her best friend and fellow Pegasus hurt and/or depressed.

With Twilight and Spike, they were currently setting up some sort of device a few yards away from the starting line. "Aaaaand…done!" Spike said as he finished something up. "Is this good Twilight?"

"Perfect Spike. Now we just hope it works." Twilight said as she looked over her speed tracker. If her calculations and construction was correct this should be able to track speeds up to the speed of light so she can get proper data for tracking XLR8's top speed.

She also had another simpler device at the finish line that would simply announce when somepony crossed it. The finish line was about 5 kilometers away which Twilight thought was a good amount of distance.

"So, who do you think's gonna win?" The young dragon asked as he and Twilight walked next to the starting line.

It was then that Twilight put a worried look on her face and looked towards Rainbow Dash. "I think I already know." She muttered quietly as she and Spike stood right next to the starting line with XLR8 and Rainbow Dash more than ready.

"Alright everypony, you both ready?" Twilight asked as she looked over them.

"Yep!" Both of the speedsters said instantly.

"On your marks…get ready…" Spike said as he rose his arm. "GO!"

"Here I g-" Rainbow Dash said but was suddenly interrupted when an insane amount of backlash pushed her back and…

FINISH!

It wasn't even a second.

The race took less then a second to finish.

Everypony froze once they heard the words finish pretty much right as start was heard.

They all looked to see that the shockwaves have pushed Rainbow Dash back and she didn't even get past the starting line, but her opponent XLR8 was gone. When they all looked up at out the distance to where the finish line was, they saw XLR8 waving at them and standing next to the machine Twilight set up over there.

Just then they heard beeping, finally giving somepony a reason to talk. "Uh, Twilight, your speed thing is goin off." Applejack told the purple alicorn as she pointed to the speed detector.

Twilight finally managed to get her focus back and walked over to the speed monitor and looked at what speed was record…and her jaw dropped. "Th-th-this is impossible!" The Alicorn yelled as she double checked the numbers.

"What? What's wrong darling?" Rarity said as she and everypony stood up suddenly at hearing Twilight yell.

"What's the speed monitor say?" Spike asked as he ran up to the purple mare as Rainbow Dash laid on the ground frozen.

"I-It s-says…261,741,964 miles per hour." The Alicorn breathed out.

"WHAT?!" Everypony shouted in surprise as they went to check the speed monitor for themselves.

"Wowie Zowie!" Pinkie Pie gasped. "That's super-duper mega mondo fast!"

"It shatters every single record in Equestria history." Spike muttered as he's read a few of Equestria's record books and all record speed feats from all types of ponies didn't even come close to that!"

Just then XLR8 sped right next to them to the point where they didn't see him coming and everypony but Pinkie was startled by his sudden appearance. "So? How'd a do?" XLR8 asked with a simple smile.

"Well darling, needless to say you won." Rarity answered for him as the dinosaur-like alien pumped up his fist in victory.

"So now that that's over let's go to the Sugar Bube Corner for victory root beer floats!" Pinkie Pie suggested as she suddenly popped up from being XLR8.

"Hey I could go for one of those." XLR8 agreed as he slapped the Ultimatrix symbol and turned back to his human form.

"Me to!" Spike quickly said as he stepped up to them.

Everypony then muttered in agreement as Twilight packed up her gear. Only one was left out however. As everypony was walking away, Fluttershy looked back and gained a sympathetic look as she saw Rainbow Dash sitting on her flank facing away from everyone.

"Um, Rainbow Dash, would you, uh, like to join us?" The shy Pegasus asked as she tried to put on a smile for her friend.

"No." Rainbow Dash said in a low tone as she started walking away.

"Bu-but, I'm sure everypony w-would like to have you the-" Fluttershy was stuttering before being cut off by the rainbow themed Pegasus.

"Fluttershy, I really just wanna be alone." Rainbow snapped silently causing Fluttershy to flinch and back away.

Fluttershy could only watch in sadness as she watched her best friend leave. All the yellow Pegasus could do was lower her head and walked towards the rest of her friends.


At the Sugar Cube Corner, Pinkie, Fluttershy, Rarity, Applejack, Twilight, Spike, and Lincoln could all be seen sitting together at a table all enjoying a root beer float with the exception of Rarity who simply had a bowl of vanilla ice cream.

Pinkie proceeded to chug hers down in less then 5 seconds and getting all the foam and ice cream on her muzzle which was quickly licked up by her long cartoony tongue.

"…Everything about that mare confuses me." Lincoln said as Spike nodded in agreement as they watched Pinkie Pie just be Pinkie Pie.

As Applejack took a drink of her own float, she looked across the table and saw that Fluttershy with her head lowered and a sadden expression across her face and her root beer float untouched. "Everythin ok sugar cube?" Applejack asked Fluttershy making everypony look towards her.

Fluttershy snapped out of her thoughts and looked towards everypony and said. "Oh, sorry everypony. I guess I just can't help but be a little worried is all." The timid Pegasus answered.

"About what?" Spike asked as he wiped some root beer foam from his mouth.

"It's about Rainbow Dash." Fluttershy answered as most ponies on the table nodded and quickly caught onto what the yellow Pegasus meant. "I'm just worried how she's taking her loss."

"Why's that?" Lincoln asked as he set his mug down.

"Well, I'm sure you've noticed by now darling, but Rainbow Dash is a rather proud pony." Rarity said as Lincoln nodded at her words.

"Yeah, I've noticed she's a lot like my older sister Lynn." Lincoln stated he leaned his head on his head and took a swing of his float. "Lynn is essentially the definition of competitive. Pretty much good at every sport in the book, except chess, obsessed with winning, and until a few years ago, always in your face about her victories. She made family game night unbearable with her gloating since she always somehow won."

"Yep. Sounds like Dashie alright!" Pinkie Pie stated as she licked the inside of the mug to make sure she got every drop of sweet liquid and ice cream.

"Yeah, she's a very proud Pegasus and the thing she takes pride in the most is her speed." Twilight explained as she came into the conversation.

"She is the first and only pony to pull off the Sonic Rainboom." Spike confirmed as Lincoln remembered those words. Twilight explained to him Rainbow Dash's Sonic Rainboom and how it ended up getting her and the entire Mane 6 their Cutie Marks.

"Right. Anyway, Rainbow Dash considered herself to be the fastest pony in Equestria." Twilight said as she sent a worried look towards Lincoln.

"Aaah, I can see where this is going." Lincoln said while nodding. He could tell what they were getting but everything was confirmed when Fluttershy spoke up again.

"I'm just worried how Rainbow is taking a loss like that." Fluttershy said as she knew her fellow Pegasus was probably taking a massive loss like this very hard.

"Well, maybe this'll be good for her." Applejack commented as she took another drink of her root beer. "Help her act less arrogant."

"Yeah I'm with AJ on this one." Lincoln agreed with the farm pony as he gestured his head to her. "Like with Lynn, she needs to learn that while pride is a good trait to have to much of it can lead some problems."

"Still…" Fluttershy said in a still worried tone. "I just hope she's ok." Once again, she hated seeing Rainbow Dash sad. It was probably one of, if not, her least favorite things. Seeing Rainbow without a smile on her face just made the shy Pegasus's heart break.

"Don't worry, she will be." Lincoln said before an idea came to his head and he started nodding to himself. He then chugged down the rest of his float and put the mug down and stood up. "In fact, I think I have an idea. Twilight, you and everybody else met me and Rainbow Dash tomorrow at the field again and I think everything will work out well."

And with that, Lincoln left. Everypony looked at each other confused, but simply shrugged and decided to go along with what Lincoln said and hoped for the best.


The next day, Celestia's sun was slowly raising as Luna's moon was lowering. Everypony was started to wake up for the day expect one certain Pegasus who was constantly flying across Twilight's speed meter.

"Come on! Come on! Come on!" Rainbow Dash yelled to herself as she sped by the speed monitor again as fast as she could during her current condition.

After her completely humiliating defeat by Lincoln yesterday, Rainbow Dash had been working non-stop to try and get herself to the speeds XLR8 showed. But so far, her efforts were proven fruitless as the most she got was over 10,000 miles per hour. Fast, certainly faster than any pony but it doesn't hold a candle to the Kineceleran she raced against who went over 1/3 the speed of light for just traveling 5 kilometers.

And the progress of Rainbow's training showed as she was sweaty, had bags under her eyes, her fur and feathers were dirty, and her mane was messy.

When Rainbow landed, she winced due to how sore her muscles were from the non-stop working she's been doing and looked at the speed meter but groaned when she didn't even break the 10,000 mph mark.

"Oh, come on!" The blue Pegasus yelled in frustration as she fell back first to the ground. She released a groan of irritation as she looked up at the sky that was slowly but surely turning blue.

Rainbow closed her eyes as she talked to herself. "How? Just how can anything go that freaking fast?!" She was supposed to be the fastest. And if she wasn't that, then what was she.

Just then she noticed a shadow being cast over her through her eye lids and opened her eyes to see a certain green-eyed human looking down at her and smiling. "Howdy neighbor." Lincoln said.

Rainbow Dash glared as she turned her head from him and said. "What do you want?" Rainbow Dash said irritably.

Lincoln simply chuckled and proceeded to sit down in front of the Pegasus. "Well good morning sunshine." The white head said as Rainbow Dash simply let out a huff.

"So what, come here to brag?" Rainbow accuses she didn't move from the spot she was at.

"You know you really do sound like my sister Lynn." Lincoln simply said as he looked up in thought.

"And what's that supposed to mean?" Rainbow Dash asked in an annoyed tone as she sat up and gave Lincoln and unamused look.

"Well I think you and Lynn would get along great." Lincoln said as he looked up at the sky and reminisced about his older sister. "You're both athletic, good at nearly everything you try, and have a lot of pride within you."

"Heh, your sister sounds pretty cool." Rainbow Dash admitted as she smirked and thought about maybe meeting Lynn one day and challenging her to a few things.

"Yeah, and you know pride is a good thing to have. Just about everyone in my family has pride about something." Lincoln told her when suddenly his expression saddened a bit. "But if you take your pride to far it can lead to some…issues."

Rainbow Dash's eyes widened a bit from Lincoln's tone. She's never heard him talk like that and asked. "What do you mean?"

"Well…" Lincoln began as he put a hand to the back of his head. "I won't get into the exact details, it's pretty long story that I'll tell everyone together, but the summary is that when I was 11, something happened involving Lynn that caused me and my younger sister Lucy to resent her a bit. Things were shaky for a while and soon enough Lynn's arrogance got the better of her and she did something that had some serious consequences. Yeah, everything worked out at the end, but I was really pissed at her for a while."

"Wh-what exactly is the point? Why are you telling me this?" Rainbow Dash asked as she failed to see the point to all this.

"The point is, Lynn let her arrogance and pride get the better of her and led her to making some mistakes. Big ones." Lincoln explained to the Pegasus as he looked her right in the eye. "I don't want you making the same mistakes."

Rainbow Dash took all of Lincoln's words in and lowered her head a bit. She…did often let her pride get the best of her and more then once led to her doing something that at least annoyed her friends and at most got them really angry with her. Before Rainbow Dash could respond, Lincoln spoke up with friends. "Look, there's nothing wrong with being prideful. But you can't let it control you otherwise it can lead down a dark path. You think you're the fastest thing alive, well sorry but to put it bluntly, you're not."

Rainbow Dash winced at Lincoln's words and was about to retaliate but stopped herself when she saw the smile Lincoln was sending her. "But that's not really a bad thing." The white head said as he went on to explain his reasoning. "I mean, imagine that you were the fastest. Then what? No challenges, nothing to work up to. You're just there…and then what?"

Rainbow Dash thought about Lincoln's words for a bit, and then gave a small smile and admitted. "Yeah, I guess not having any goals or anything to work up to sounds a little boring huh?"

"Yeah." Lincoln agreed with a small chuckle. Both of them sat in silence for a bit just watching as the sun finally reached its peak in the sky. After about 20 minutes of peaceful silence, Lincoln turned to the Pegasus and said. "Look, you may not be the fastest thing but I think you're the fastest in one regard."

Rainbow Dash hummed in interest as she turned to Lincoln with the white head saying. "Get some rest. I told the rest of our friends to meet us here in a bit. I'll wake you up when they get here and then we can do something I think you'll like."

Rainbow Dash then let out a yawn after Lincoln said rest as she just realized how tired she was. "Yeah. I'm beat. See ya later Linc." Rainbow Dash said as she flew up to the nearest cloud and once she landed on it, she instantly fell asleep.


A few hours later, Rainbow Dash still snoring loudly on the cloud she was sleeping on. "Hey." A voice called out to her making her roll around in her cloud bed. "Come on, wake up!" Rainbow groaned out a 'fine, fine' as she opened her eyes and wincing at the sunlight that hit them making her vision blurry.

After a moment or two, her vision started to regain as she focuses in on a Pegasus stallion right in front of her that she didn't recognize. He had light orange fur and a familiar shade of white for their mane and tail and green eyes.

"Wha-who are-" Rainbow Dash was asking but stopped when the Pegasus turned to his side and showed what was on his flank. The Ultimatrix symbol. Rainbow Dash quickly shot up and was now wide awake as she asked. "Woah! Linc is that you?"

"Yep." He confirmed with a smile. "But you can just call me Jetwing in this form!"

"Heh, nice name." Rainbow Dash said before shaking her head and getting to the point. "So is this what you wanted to show me?"

"Part of it, yes." Jetwing answered. "Look, you challenged XLR8 to race, not the fairest competition considering even an average specimen of his speices can go from 0 to hyper sonic in a second." Jetwing told her as Rainbow sighed in annoyance at remembering just how outclasses she was compared to XLR8 and now his entire species.

"But," Jetwing said in a positive tone. "Let's see how we do against each other when on equal ground. If your up to it of course."

Rainbow Dash thought about it. She knew what Lincoln met. Instead of Pegasus vs Alien. Pegasus vs Pegasus. Rainbow suddenly felt herself grinning as she looked Jetwing right in the eye and said. "Bring it on."

Later, it was a similar to set up. The Mane 6 aside from Twilight and Rainbow Dash were sitting to the side now looking more positive although Fluttershy still looked a bit worried.

"Lincoln vs Rainbow Dash round 2!" Pinkie Pie yelled in excitement as she pulled out a bag of popcorn from her mane.

"Do your best darlings!" Rarity cheered for both of them.

"Show us some speed!" Applejack yelled while waving her Stenson hat in the air.

'Come on Rainbow…' Fluttershy thought as she looked at the rainbow themed pony. 'I know you can do it.'

"Alright, everything's all set up." Twilight said as she and Spike took their assigned positions. "Everypony ready?"

"Ready!" Rainbow Dash and Jetwing said in unison.

"On your mark…get set…" Spike said as he raised his hand up. "GO!"

Both Pegasus quickly took off flying at the exact same time, creating a lot of backlash that pushed all the spectators back a bit.

With Rainbow Dash and Jetwing, they currently had their eyes narrowed at the quickly approaching finish line. Right when one gained the lead the other would instantly past the other. It was neck and neck when…

FINISH!

Everypony heard Twilights machine yell out the word and quickly looked forward to see both Pegasus had crossed the line. "Who won? I can't tell?" Applejack asked as she put her hooves over her narrow eyes to try and see farther.

"Come on everypony, let's go find out." Twilight said as her friends gathered around her. Just then Twilight's horn glowed brightly as she proceeded to teleport her and her friends away. They then reappeared where the finish line was and saw Rainbow Dash and Jetwing breathing heavily.

"So, who won?" Spike quickly asked.

Both Pegasus got up and looked to each other, and then to the group in front of them as Jetwing smirked…and gestured his head towards Rainbow Dash. Everypony gasped as Rainbow smirked in victory. "Might not be the fastest alive…but I'm still the fastest Pegasus baby!" Rainbow Dash told everypony proudly.

Everypony proceeded to cheer with Fluttershy in general letting out a surprise squeal of delight as she suddenly rushed up to her fellow Pegasus and wrapped her into a hug and nuzzled the side of her head and mane against Rainbow's head.

The hug went on for minute with Rainbow Dash chuckling with a light blush and said. "Enjoying yourself flutters?"

Fluttershy's eyes widened as she realized what she was doing and quickly let go and tried to hide her face in her mane. "I-I-I'm s-sorry. I di-didn't mean to h-hold on for so l-long."

"It's no sweat. Thanks Shy." Rainbow Dash said as Fluttershy's cheeks turned red which she luckily managed to hide behind her mane.

"See that Rainbow." Jetwing said as he stepped forward. "You may not be the fastest thing, but I still think it's safe to call you the fastest Pegasus. So not only can you be proud of that, but know you still have something to work for and a reason to improve yourself. Just try not to let your pride and arrogance get the better of you."

"Hehehe, I get that a lot." Rainbow Dash admitted sheepishly as an embarrassed blush came to her face. "But I'll try better from now on. Thanks Linc."

"Always happy to help!" Jetwing said positively before hitting the Ultimatrix symbol and turning back to human. "Now I don't know about you guys, but I'm in the mood for a breakfast muffin you all in?"

Everypony quickly cheered in agreement as they all went off to get some long awaited breakfast.


This was a fun one for me. Remember to fav, follow, and leave a review and the next few chapters will be up in a bit.