Chapter 13: The Cart Before the Ponies

It was another day at the Ponyville Schoolhouse. All the students were chattering excitedly with each other when Cheerilee made her presence known.

"Good morning, Miss Cheerilee!" said all the students together.

"Good morning, everypony!" said Cheerilee, "I hope you brought your thinking caps, because today we're going to learn about physics!"

The students all grew silent and looked at each other.

"Physics?" said Scootaloo.

"Mm-hmm!" Cheerilee replied, "Specifically, the use of force in energy conversions! In this case, using mechanical work to convert potential energy into kinetic energy!"

The others just looked puzzled.

"The what now?" said Apple Bloom in confusion.

"Um, Miss Cheerilee? That sounds a bit over our heads," said Sweetie Belle.

"Yeah," said Scootaloo, "Why would we even need to know that stuff?"

"Oh, it's very important," said Cheerilee, "In fact, you'll most likely end up using it tomorrow."

"Tomorrow? What for?" Apple Bloom asked.

"Why, for participating in the..." Cheerilee then made her blackboard spin about until it revealed the blue prints for what looked like a race cart, "Applewood Derby!" The students all gasped and then cheered excitedly.

"Oh, phew!" said Snails as he wiped his brow, "For a second, I thought we were gonna have to, you know, learn stuff." He then cringed at the idea.

The students continued to cheer excitedly.

*Main theme*

"We get to race in the Applewood Derby tomorrow?" said Scootaloo, "That is so cool!"

She then did a hoof-pump into the air.

"My family's talked about it for years," said Apple Bloom as she clapped her fore-hooves excitedly, "and now I'm finally old enough to race!"

"Now before we continue, I'd also like to announce that the pony in charge of the Applewood Derby has arrived to help with today's lesson. You can come in now, Princess Nyx." Cheerlie said as Nyx made her way inside the school house as the other students gasped in surprise.

"I didn't know you were the head sponsor and in charge of the event, Nyx." Apple Bloom said in surprise.

Me neither," Diamond Tiara added.

"Well, racing isn't exactly my thing as my adoptive father would say. But Mrs. Cheerlie was looking for a volunteer to help out so she picked me." Nyx said with a smile.

"Nyx has been a big help in making the Applewood Derby even more popular than it already is," said Cheerilee

The students oohed.

"Now hold on to your horseshoes, everypony," said Cheerilee, "You've got alot of work to do before you're ready to race."

"Indeed," Nyx added, "You gotta learn the components you'll need to assemble the best cart you can possibly make. After all, a cart must be functional as well as cool looking...or cute looking...even both!"

"Yeah, but...not schoolwork, right?" Snips asked.

"Oh good grief," Nyx muttered and rolled her eyes. Even Cheerilee didn't resist rolling her eyes either.

"They'll be a block of applewood just like this one waiting for you at Sweet Apple Acres," Cheerilee explained as she pulled down a shade that had a picture of what the applewood chunk looked like, "and you've got one day to turn it into a race-ready cart."

The students groaned.

"Oh, yeah...That is a lot of work," said Scootaloo.

"Mm-hmm," said Cheerilee, "Luckily, you'll each get to pick an older pony to help you! But choose wisely, because they'll also have to ride in that cart with you during the race."

"Hmmm...I think I know just the pony to ask," said Scootaloo.

"Me too!" said Sweetie Belle.

"Me three!" said Apple Bloom.

"Just remember that I can't be chosen everypony," said Nyx, "I've got a second race and track to finish by tomorrow. Not to mention the prize for the winner."

"And that brings up another good point," said Cheerilee as she walked up to her desk, "Just remember, everypony. Your cart has to be able to finish the race if you want to win one of the awards."

Cheerilee then presented a case with three different blue ribbons in it.

"Fastest - for winning the race, naturally," Cheerilee explained, "Most traditional - for the best working replica of an original Applewood Cart."

"The most popular model known as the Model A." said Nyx.

"And most creative - for the cart with the best overall design." Cheerilee added.

"Hoo-wee!" said Apple Bloom dreamily, "Those ribbons are the bees' knees!"

"Uh-huh..." said the rest of the class in the same dreamily tone.

"All right then, class! You've got a lot to learn if you want to build a race cart." Cheerilee announced.

"Indeed," said Nyx, "You can't just slap together a seat, steering wheel, and four wheels to your Applewood and expect it to race!"

The students groaned.

"Aww...I knew there was gonna be a catch!" said Snips as he slumped forward in his chair.

(Scene changes)

After school, Diamond Tiara and Silver Spoon were walking together as Scootaloo was on her scooter and waved to the two fillies as she rolled by. Apple Bloom and Sweetie Belle were walking side by side a short distance away as the latter was using her magic to carry and read a book as they walked together.

"Wow!" said Sweetie Belle, "Have you seen what the carts used to look like in the olden days?" Sweetie Belle asked.

She then showed a picture of some ponies wearing attire that looked like from the close of the 19th century. They were driving what looked like the Model A cart Nyx had mentioned earlier in class.

"Yeah, I know all about them," said Apple Bloom, "When Ponyville started the Derby, they decided to use the wood from the apple trees for the carts. The race has been part of Sweet Apple Acres ever since."

"I just think these old carts look so cool!" Sweetie Belle remarked as she put her book away, "But I guess you and Applejack will probably win the award for the most traditional, huh?"

"The Apples usually do, but honestly, I'd rather build the fastest cart there is and win the race," said Apple Bloom.

It was then Scootaloo zoomed past them on her scooter.

"But...I'm pretty sure Scoot and Rainbow Dash'll take that award," said Apple Bloom.

"You know," said Scootaloo as she walked, "I race around so much on my scooter, being the fastest isn't such a big deal. Maybe I'll try to make the wildest looking cart I can think of!"

"Really?" Apple Bloom asked.

"Sure!" Scootaloo replied, "If I win the most creative, you can totally win the award for fastest!"

"And I can win the award for most traditional!" said Sweetie Belle excitedly.

"Sounds like we're all gonna try somethin' different," said Apple Bloom, "I can't wait to tell Applejack!"

"Let's get to it!" said Scootaloo.

"Go, Crusaders!" the three fillies cheered and shared a hoof bump together.

(Scene changes)

It wasn't long before Scootaloo had somehow managed to get up to Rainbow's cloudominium and was telling the cyan Pegasus all about the Derby. So say Rainbow was interested was a huge understatement.

"Are you kidding?!" Rainbow exclaimed, "Of course I'll help with the Applewood Derby! I want you to have as much fun as I did when I was a filly!"

"Wait, Cloudsdale has a derby too?" said Scootaloo in surprise.

"Sure!" said Rainbow, "Practically every town in Equestria has one!" Rainbow sighed contently, "I still remember racing my cart!"

Flashback

"This is so awesome!" Young Rainbow shouted happily, wearing an aviator's hat and goggles, as she zoomed about the cloud racetrack in her cart and then went through a loop-de-loop, "Woo-hoooooo!"

End flashback

Rainbow then opened her eyes as she came back to reality.

"And lemme guess," said Scootaloo, "You won the fastest cart."

"Heh, obviously!" said Rainbow as a matter of fact and waving her fore-hoof off in a dismissive manner.

"So what do you say?" said Scootaloo, "Will you help me make my race cart?"

"Help you?" said Rainbow, "I'm all over it! I've got tons of ideas." She then rushed behind her sofa and pushed out a chest.

"Don't worry, I've got a lot of-Whoa!" Scootaloo was cut off when something flew over her head, "Ideas of my own. Um..." It was then another object flew over head and then a soccer ball bumped and knocked over a nearby flower vase.

"What are you looking for?" Scootaloo asked.

"The blueprint for my derby cart, of course!" said Rainbow as she held a gold trophy with a blue ribbon on it, "I'll have to change it a little 'cause this race is on roads, not clouds. But trust me, your cart is gonna be amazing!"

Rainbow then ducked back inside of her chest and tossed out a book, a dumbell, and a suitcase. Scootaloo did her best to dodge the items since they all came flying at her.

"Um, okay, Rainbow Dash, thanks!" Scootaloo nervously as she turned to leave, "How awesome is this? With Dash on my team, how could anything go wrong?"

(Scene changes)

Back at Sweet Apple Acres, Apple Bloom was telling Applejack about helping her at the derby.

"Well, I'm mighty flattered you wanna work with you big sis you cart," said Applejack, "I mean, the Applewood Derby did-"

"-start on our farm," said Apple Bloom, "I know."

"Well, I couldn't be more proud to help my little sister take the prize for most traditional," said Applejack.

"Actually, I was kinda thinking of somethin' else," said Apple Bloom, "Like...fastest?" Applejack scoffed.

"Fastest?" Applejack retorted, "Apple Bloom, things aren't like they were in the old days. The fastest cart now has gotta be slick and modern and-"

"Exactly!" said Apple Bloom.

"Not Apple at all," said Applejack sternly as she got into Apple Bloom's face. "The Apples win the most traditional. We have since the Derby started! Why would anypony want to win anytthin' else? Now why don't you head off and get some chamomile vines, hickory sticks, and some apple barrels, and I'll show you what an Apple family cart should look like." Apple Bloom just looked rather disappointed but still tried to put on a brave smile on her face.

"I guess I do have a family tradition to uphold..." Apple Bloom said sheepishly.

(Scene changes)

At the Carousel Boutique, Sweetie Belle was surprised to see Rarity's reaction when she told her the news.

"The Applewood Derby?!" Rarity gasped and then giggled excitedly as she bounced on all four of her hooves, not even caring that she had several upper class ponies starting at her in a snooty fashion, "Of course I'll help!"

"Wow," said Sweetie Belle in surprise, "Uh, Rarity. I didn't know you'd be this excited."

"Me?" said Rarity, "Oh, why, I'm just itching to right an old wrong from long, long ago!"

Flashback

Young Rarity smiled as she watched the judge come to see her creative cart, which was white with a purple feathery accents on it.

"I designed my own cart when I was just a little filly," Rarity narrated, "and I was positive I was going to win the prize for most creative, hooves down! But I came in second. Second!" Young Rarity was then shocked to see her cart got a second place ribbon. Young Rarity looked devastated and on the verge of tears.

"You? Second in most creative?" Sweetie Belle exclaimed, "To whom?!"

Young Rarity then looked to see that the blue ribbon has gone to young Muffins, who had build a cart that looked very amaturish, to her at least. The other ponies cheered for young Muffins as she stood on her hind legs. Young Rarity watched as a large dark cloud appeared over her and poured rain on top of her.

"But I learned a valuable lesson," Rarity narrated.

Young Rarity had tears creeping in her eyes as she glared at young Muffins jealously and angrily.

End Flashback

"I learned to know my audience," said Rarity, who also had some tears at the bottoms of her eyes, "and the race cart audience wants big! They want bold."

Rarity then noticed that Sweetie Belle and the other customers were all just staring at her. Rarity then glared at them.

"Chop! Chop! Everypony out!" said Rarity importantly. The upper class ponies all chattered indignantly as they left, "We've got work to do!" Rarity then closed the door.

"This will take all of my considerable skills..." said Rarity as she marched into the foreground with a notepad in her magic grip and she started to scribble and hum to herself, "...but I will fashion the biggest and boldest Derby cart to ever win the prize for most creative!" Sweetie Belle just gave Rarity a worried look as Rarity continued to scribble her notes.

"Actually, I was sorta thinking of something more...traditional?" Sweetie Belle suggested.

"Oh!" said Rarity with an annoyed look on her face and laughed haughtily, "Please, darling, leave tradition to the Apples. We're doing big, we're doing bold!" Rarity then hummed some more, "Soon the prize for most creative will finally be in my hooves!" She then smiled with determination as Sweetie Belle gave her a skeptical look.

"You mean my hooves," said Sweetie Belle, feeling a bit indignant.

"Yes, that's what I said - my hooves," said Rarity and then added sternly, "Darling, I hope you're ready to get an early start tomorrow." She then trotted off importantly.

"Uh...how early?" Sweetie Belle asked worriedly.

(Scene changes)

The little filly soon got her answer the next morning.

It was still dawn when Rarity, Applejack, and Rainbow Dash led the Cutie Mark Crusaders to the area of Sweet Apple Acres where the foals and their adult partners would go to assemble their race carts. The three fillies were each pulling a kart loaded with building the supplies and all had very drowsy looks on their faces.

It was then Sweetie Belle let out a tired yawn and then groaned.

"Rarity, the sun's not even up yet," Sweetie Belle complained as Scootaloo walked past her in the background with a cranky look on her face.

"Oh, apples, quit complainin'!" said Applejack as Rarity and Rainbow turned around to face the three fillies, "In my day, we were up even earlier!"

"Hey, I'd get up in the middle of the night if it meant my cart crosses the finish line first and wins fastest!" said Rainbow.

"And my cart wins most creative!" said Rarity.

"And my cart wins most traditional!" said Applejack, "Hoo-wee, it's gonna be a good day!"

"You mean our carts, right?" Scootaloo asked rather indignantly.

"Yes, that's what we said, darling," said Rarity quickly.

"Yup," said Applejack in agreement.

"Our carts," Rainbow corrected. The three older ponies walked away as the Cutie Mark Crusaders just shared worried looks with each other.

"Their carts?" Apple Bloom said a few minutes later to the other two fillies, "It almost sounds like they're planning on building them without us."

"Think we should tell Nyx or Chase about this?" said Scootaloo, "I'm getting the feeling we're about to be ignored again."

"Let's not jump the gun so soon," said Sweetie Belle, "I'm sure they meant "our" carts. Like, the team cart, right?"

"Of course!" said Scootaloo, "I mean, they're all our older sisters. Practically. Plus, they've all done this before. I'm sure they know the best. Let's just buckle down and get to work!"

With determined looks on their faces, the three fillies pulled their wagons toward the wooden fenced areas that were considered their team's top-less cart garage.

(Scene changes)

As the sun started to creep into the sky, the other fillies and colts with their respective adult partners were busy working on their own carts. In addition to the Cutie Mark Crusaders and their respective older sisters, Diamond Tiara had partnered up with her butler Randolph, Snips and Puppydog Tails, Train Tracks with Crimson Skate, Sugar Stix and Winter Lotus, and finally Crackle Pop and Muffins. Applejack had covered hers and Apple Bloom's cart with an apple red tarp and Rainbow didn't resist putting up an entrance sign made of cloud towers and a rainbow banner.

One thing to notice was the fact that the adults were busy working on the carts themselves while their filly partners hadn't even arrived at their garages.

Scootaloo was already tiring out having to pull her wagon loaded with supplies alone. Rainbow showed her no sympathy.

"Scootaloo, where have you been?" Rainbow snapped as she examined her old blueprints, "I've only got 'til noon to make the fastest cart ever!" She then zoomed away as Scootaloo recovered.

"Uh, about that," said Scootaloo, "I was really thinking of going for the most creative prize. I mean, I know all about speed already so..."

"Exactly!" Rainbow replied, but wasn't listening at all, "It's all about speed! You've gotta get across the finish line to win a prize, so we might as well get there first, right? Hey, I left a bunch of paint cans by the road. Being them up here, would ya? Nothing as fun as painting racing stripes on the winning cart!"

"Right...Fun..." Scootaloo sighed and agreed reluctantly as she walked off the collect the paint.

(Scene changes)

At Applejack and Apple Bloom's garage, Applejack was under the tarp working on the cart while Apple Bloom was forced to sit nearby and hadn't been allowed to do much of anything.

"Spendin' time buildin' a cart with my big sister?" said Apple Bloom, trying to stay optimistic, "Why, this is just tee-riffic!" She then smiled sheepishly and then noticed that Applejack wasn't listening. '

"Um...how can I help?" Apple Bloom asked as she leaned in toward her older sister.

"You can feast your eyes on...this!" said Applejack excitedly as she removed the apple red tarp to reveal the kart. Apple Bloom gave a wide smile and then it quickly turned into shock. There before her was an apple red traditional cart.

"I-I mean, it ain't quite finished yet," said Applejack.

"Oh, good," said Apple Bloom in relief.

"But don't it have the makin's of the best cart you ever did see?" said Applejack excitedly, but then noticed that Apple Bloom looked a little sad.

"Uh,...is somethin' wrong, Apple Bloom?" Applejack asked with concern.

"Actually, I was kinda thinkin' of somethin' a little more modern," Apple Bloom suggested, "And less rickety. Maybe with a chance of winning?" She then poked one of the pole holding the cart roof up, making it wobble about.

"Bless my hooves," said Applejack annoyingly as she slammed her stenson hat on the ground, "I thought we covered this! Tradition is all that counts!"

"But what about Nyx? She's not gonna be happy when she finds that you-" said Apple Bloom.

"Nyx doesn't know tradition like a real Apple does!" Applejack snapped sternly, "And who knows tradition better than real Apples? Nopony, that's who! So are you an Apple, or are you an Apple?" Applejack glared at her little sister and snored. Apple Bloom winced.

"I'm an Apple," said Apple Bloom slowly, "but...what if I just take off this fringe?" Apple Bloom then went to step into the front part of the cart.

"No, not the fringe!" Applejack protested.

CRASH!

The front part of the cart broke off completely.

"Ugh! Why, shoot! Now I've gotta start all over from scratch!" said Applejack angrily, "and it's almost race time!"

"Oh. So, maybe we can redesign it then?" Apple Bloom asked, "Just a little."

"No time!" Applejack snapped, "And who'd want to redesign somethin' that's already perfect?"

"Right...Perfect..." said Apple Bloom dejectedly.

(Scene changes)

At Rarity and Sweetie Belle's garage, Sweetie Belle was using her magic to hold a clipboard as she approached her older sister.

"Okay, so I sketched out some of my ideas," said Sweetie Belle as the sound of wrench was being under underneath a tarp that Rarity had put over the cart, "How about a nice yellow fringe on top?"

"Oh-ho-ho-ho, darling," Rarity chortled as she peeked out of the tarp, "the fringe is not exactly big. And that yellow is the least bold color I can imagine!"

Sweetie Belle snorted but quickly recomposed herself.

"Well, it doesn't have to be yellow," said Sweetie Belle, "But I really do love the old timey-style. Like this."

She then showed Rarity a picture of what she wanted her cart to look like. Rarity looked at the picture with large eyes and then quickly recovered.

"Sweetie Belle, precious face," Rarity said. " "old-timey" is just another word for passé. Remember, big and bold! I do have a reputation to uphold! It was one thing to lose as a filly, but can you imagine if I didn't win most creative now? Ponies might stop buying my couture!"

"But we're supposed to be doing this together!" Sweetie Belle protested.

"Yes, of course we are, darling," said Rarity as she walked up to the filly, "In fact, we just finished." Rarity then removed the tarp. Sweetie Belle went agape at what she saw, "Voila! I know. You're speechless." There before the two sisters was a cart in the shape of a swan that had a crown and necklace just like Celestia's.

"Well, if that isn't big and bold, I don't know what is!" said Rarity, "Isn't it wonderful?"

Sweetie Belle just gave Rarity a skeptical look, but it went unnoticed as Rarity walked up to the cart and hummed to herself.

"Right...Wonderful," Sweetie Belle said dejectedly in agreement.

(Scene changes)

As some montage music began to play, Rainbow continued to work on hers and Scootaloo's cart. Scootaloo then thought it would be a good idea to put a giant chicken head on the front for a hood ornament. Just as she rushed away to get a pair of chicken wings to attach to the sides, Rainbow shook her head disapprovingly and took the chicken head ornament off, leaving Scootaloo shocked and annoyed.

Later on, Rainbow had flew away and come back to find that Scootaloo had put the chicken wings into the sides of the cart. She looked at them disapprovingly. Scootaloo then returned holding a chicken head on a stick when she saw Rainbow fly above her with the removed chicken wings. Scootaloo was left disappointed and ignored.

(Scene changes)

At Applejack and Apple Bloom's garage, Applejack was working on the large wooden wheels for the cart. Apple Bloom then tried attaching spoiler to the back of the cart and then quickly walked away. Applejack, holding a garland in her mouth, bucked the spoiler off just as Apple Bloom came back. Apple Bloom was shocked and a little hurt. She then tried to paint some flame decals on the sides and then walked off again. Applejack wasted no time painting the flames off and walked away, leaving Apple Bloom sad and ignored.

(Scene changes)

At Rarity's and Sweetie Belle's garage, Rarity was adding a fresh coat of paint to the cart. Sweetie Belle rushed up and tried tying her yellow garland around the top. Rarity was taken aback and Sweetie Belle smiled. Rarity then smirked as she removed, gave Sweetie Belle the brush, and walked away. Sweetie Belle felt most annoyed.

A little note of interest was that while other carts had steering wheels, Rarity's and Sweetie Belle's cart used a pair of dual sticks that had gems on them to control the steering with a third stick for something else. Rarity then walked away, but when she came back, Sweetie Belle had replaced the control sticks with a rustic steering wheel.

Rarity glared. Sweetie Belle then rolled her eyes and put the control sticks back into place. While Rarity was pleased, Sweetie Belle felt annoyed and ignored.

(Scene changes)

As the other pony pairs were excitedly finishing their carts, Sweetie Belle was just sitting alone at the top of a nearby hill when Apple Bloom came up to her.

"Hey, Crusader..." said Apple Bloom in a tired tone, "How's it goin'?"

"Rarity's definitely made the biggest, boldest cart anypony's ever seen," Sweetie Belle sighed as she pointed to the swan cart that Rarity was shining.

"Wow," said Apple Bloom, "Well, Applejack's built somethin' so traditional, it's practically an antique." Sweetie Belle looked agape at the apple red Model A kart with green garland along the rooftop. It was then Scootaloo arrived and sighed loudly.

"No matter what I say," Scootaloo told the other two fillies, "there's no talking Rainbow Dash out of making the fastest cart in Equestria."

"Doesn't look like any of us ended up with what we wanted," said Sweetie Belle.

"Maybe we should tell Nyx about this," said Apple Bloom.

"Well, if she wasn't busy helping Mrs. Cheerilee, she probably would be available. But she's not at the moment." Scootaloo said miserably.

"But...I'm sure our older sisters know what they're doin', right?" Apple Bloom asked sheepishly. Sweetie Belle and Scootaloo looked at each other.

"Right..." said Scootaloo.

"Right," said Sweetie Belle, both of their tones filled with doubt.

"And even if our carts aren't exactly what we had in mind," Apple Bloom continued, "it'll still be fun to drive them to the finish line." Sweetie Belle and Scootaloo smiled.

"Sure!" Sweetie Belle agreed, "The race is the best part!"

"Yeah!" said Apple Bloom, "CMCs behind the wheels!" The three fillies cheered and then did a quick high-hoof together.

"And now for the moment you've all been waiting for!" Nyx announced from off screen, "It's time for the race!"

"Derby racers to the starting line!" Cheerilee shouted from off screen as well, "Derby racers to the starting line!"

The Cutie Mark Crusaders were excitedly heading toward the racetrack when they were given the shock of their lives. There were Rainbow, Rarity, and Applejack, wearing helmets for safety, driving the carts themselves to the starting line.

"The race is about to start, Scootaloo!" Rainbow called out, "You better shake a leg if you wanna ride in the winning cart!"

Scootaloo only winced in reply.

"You, too, Sweetie Belle," said Rarity, "There's only one seat belt left aboard this masterpiece, and it's just for you. Woo-hoo!"

Sweetie Belle winced in reply.

"Whoa, ponies!" Applejack called out, "Wait for me! This traditional cart handles at the exact perfect pace - slow! And I got the passenger seat all warmed up for ya, Apple Bloom!"

The yellow filly not only winced like her friends, but was also in shock.

"Passenger seat?!" Apple Bloom exclaimed in shock. All three fillies shared worried looks with each other.

(Scene changes)

As Cheerilee and Nyx, who was now wearing a coach's shirt and hat, were waiting at the starting line, the other carts were lining up at the starting line for the first race. The Cutie Mark Crusaders were still recovering from what they were seeing.

"They're the only older ponies driving!" Scootaloo grunted.

"First they built the carts," Sweetie Belle added, "Now they're gonna drive them?!"

"I know they were all excited to help," said Apple Bloom, "but I don't think they're really helping anymore!"

"We better hurry if we wanna be a part of this race at all!" Scootaloo added as they rushed off to find their helmets and get onto "the older pony's" carts.

"I think we should tell Nyx about this," said Sweetie Belle.

"I agree," said Apple Bloom, "He can at least make sure we get to drive them!"

At the starting line, the fact the three adults were in the driver's seat and alone hadn't gone unnoticed by Cheerilee and Nyx.

"Um, aren't you all missing somepony?" Cheerilee asked as Nyx gave them a suspicious look.

"They'll be along," said Applejack quickly as she, Rarity, and Rainbow avoiding any eye contact with Nyx at all costs.

"I'm surprised they let you get their carts to the starting line without them," said Nyx skeptically.

"And uh," said Cheerilee in a hushed tone, "usually the young ponies drive the carts."

"Darling, do these look like usual carts to you?" Rarity replied. Cheerilee simply rolled her eyes as Nyx kept glaring at them.

"It's not against the rules per say for the adults to drive the carts," said Nyx, "but...usually it's at the requests of young ponies. Did they ask you to drive for them?"

Applejack, Rarity, and Rainbow began to sweat and said nothing. Nyx deepened her glare, ready to demand what was going on when...

"Hey, Nyx!" Twilight greeted her daughter as she and Chase appeared by hovering in the air behind their adoptive child.

"Mom! Dad!" Nyx said as she happily flew up to her adoptive parents, hugging them as they hugged their adoptive daughter in reply.

"We can't be more proud of you for helping Cheerilee with this, honey." Chase said with a smile.

"Must be really exciting to observe the race with her." Twilight added with an excited smile.

"It would be if someponies would listen." Nyx said as she glared at Applejack, Rarity, and Rainbow Dash as they were still trying to smile innocently.

Cheerilee and Nyx then headed over to the other side of the starting line. It was then the Cutie Mark Crusaders arrived, wearing their helmets, as they rushed up.

Scootaloo climbed into the racing cart, giving Rainbow an ignored glare. Sweetie Belle just pouted as Rarity used her magic to put Sweetie Belle in a passenger seat that was a few feet above the older pony. Apple Bloom just climbed into Applejack's cart, buckled her seatbelt, and rolled her eyes at Applejack, who like the other older sisters, didn't notice.

Cheerilee then blew a trumpet and then pushed a button on a nearby stereo as some music played from some speakers nearby as Nyx held a checkered flag with her magic.

"Now that's how you get racers pumped!" said Rainbow excitedly.

"If you say so," said Scootaloo, feeling too upset to enjoy the music.

"Racers!" Cheerilee announced as the screen split in three ways to show Rainbow, Rarity, and Applejack with determined smiles on their faces,

"On your marks..."

"...get set..."

"...GO!"

Nyx flashed the flag across the screen as the racers took off down a hill.

"AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHH!" Sweetie Belle screamed since the high momentum and being so high above the ground scared her.

"AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHH!" Scootaloo screamed since the speed was a little too fast for her comfort zone.

"AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHH!" Apple Bloom screamed...at the fact the cart was way too slow. So slow that even Cheerilee and Nyx were glaring at the cart from the background.

"Can't we go any faster?!" Apple Bloom complained.

"Faster?" Applejack exclaimed, "Don't be silly. This is perfect!" Apple Bloom just groaned as she leaned over the front edge of the cart. The other races were making their way down the hill, leaving the Apple siblings far behind. Rainbow Dash's cart then started to surge ahead.

[Ponies - they cheered as the racers drove by and one racer then ran through some mud and splashed it into the foreground. Then a profile view was shown of seven racers. Rainbow and Scootaloo were in pole position. Diamond Tiara and Randolph were in second. Rarity was in fourth. And Applejack and Apple Bloom were far behind and in last place.]

Go, go, go!

[Applejack]

Check me out, racin' the Derby

Check out my old-fashioned cart

[Rarity - she zoomed in front of Applejack and Apple Bloom.]

Check me out, racing the Derby

In my original work of art

[Rainbow Dash - she and Scootaloo launched into the air and took a few sharp turns at high speed past a few more spectators.]

Check me out, faster than ever

There's nopony can catch me now

[Cutie Mark Crusaders - the three fillies looked mildly cart-sick as they sang. Neither of them noticed that Nyx and Chase were hearing them sing with a stern look on his face.]

Let me out, I'd do it over

If I only knew how!

[Ponies - They cheered as the racers turned a corner, then as they past another house, then a third time as the racers crossed a bridge, then a filly cheerleader appeared, along with a colt cheerleader, and finally Cheerilee herself in the middle of them. Then four karts raced from left to right and the other four racers drove from top to bottom. They had created a checkered flag.]

Giddyup, derby racers

Giddyup, derby racers

Giddyup, derby racers

Go, go, go!

[Rarity]

My cart's the most original

Designed with imagination

[Applejack]

My cart's the most traditional

Just plain, no complications

[Rainbow Dash - she slammed two race carts away from her.]

Look at me, I am the ace

Might as well give up the chase

[Cutie Mark Crusaders - the three fillies looked miserable. Chase, who was now using a cloud to watch the action, blinked in surprise and then gritted his teeth.]

Wish we could stop this race

Start again and do it our way

"Having any fun yet?" Scootaloo asked as Rainbow zoomed away into the foreground and Applejack and Apple Bloom were left behind in the background.

"Nope!" said Apple Bloom, "Maybe if we could go a little faster!"

Applejack just ignored her.

"Why are you even not listening to Nyx or Chase for that matter?!" Apple Bloom asked angrily.

"Cause nopony, not even Nyx or Chase, is gonna stop me from driving my cart!" Applejack snapped.

"It's supposed to be our kart! Our kart!" Apple Bloom yelled but Applejack wasn't listening.

[Ponies -They cheered as the racers drove by, then again as four ponies did a wave, then again a third time as the racer drove past, and three ponies popped out from behind a hay bale, including Bulk Biceps wearing a soda hat. Then the racetrack itself was painted in a checkered flag pattern as three carts raced across it.]

Giddyup, derby racers

Giddyup, derby racers

Giddyup, derby racers

Go, go, go!

[Rarity - She then used her controls to open the wings of her swan cart, which prevented two racers on both side of her cart to pass.]

Gotta get some attention

If I want that ribbon

[Rainbow Dash - She pushed down on her steering wheel to make the cart go even fasters, which made Scootaloo lips flap about.]

Gotta push the limit further

Blow away the competition

[Applejack - As she sang, Apple Bloom was glaring at her and then noticed that a pony walking past the cart was faster than them.]

Gotta coast on through

Just relax, we're gonna cruise it

[Apple Bloom]

Guess I don't really care

Since we're clearly gonna lose it

[Rarity - she continuously opened the side wings of her cart as the expense and annoyance of the racers beside her. Even Sweetie Belle winced at the glares Rarity was getting, but Rarity was too busy showing off to notice.]

See, everypony's watching

Presentation is a glory

[Rainbow Dash - Her cart then passed two racers and Scootaloo noticed that they were going to fast that one of the back wheels was wobbling, which was a sign that it couldn't handle their current intensity.]

Just passed you, even faster

Speed is king, end of story

[Rarity - drove down the racetrack.]

Bigger, bolder down the track

[Applejack - the continued moving very slowly and Apple Bloom rolled her eyes.]

Love the view from the back of the pack

[Rainbow Dash - She eyeballed the finish line in the distance.]

Won't stop, we're on the attack

[Cutie Mark Crusaders - The screen spilt horizontally in three strips to show all three fillies together. A top overview of the track showed that starting from the top of a hill, the racer zoomed through three wide loops in town. All three loops intersected in the middle. Apple Bloom and Applejack entered the intersection from the right as Rainbow and Scootaloo zoomed past them along with the other racers.]

Too late to take it all back!

[Ponies - The ponies cheered as Rarity opened the wings of her cart again, the second time, Applejack and Apple Bloom entered the intersection as Rainbow and Scootaloo and the other racers past perpendicular to them. The third time, the back wheel of Rainbow's cart broke off as she fought for control. As the audience and the cheerleaders shouted and Chase looked shocked. The three adult racers all approached the intersection at the same time. With all the other races behind Rarity!]

Giddyup, derby racers

Giddyup, derby racers

Giddyup, derby racers

Go, go-

"LOOK OUT!" The Cutie Mark Crusaders shouted at once.

Chase gasped in horror. But it was too late...

CRASH!

Everypony has crashed into each other in a large heap of ponies and broken up carts in the middle of the intersection. Everypony groaned, but fortunately, aside from a few scratches and bruises, nopony was seriously hurt. Chase and Nyx hovered over the Cutie Mark Crusaders, who weren't in the large pile of ponies or broken carts. They had all jumped clear, but still had gotten slightly battered and scratched up from the landing.

"Are you girls alright?" Nyx asked worriedly.

"No! We're not alright!" Apple Bloom cried out angrily.

"And it's all their fault!" Sweetie Belle added in the same tone.

"Not like they care!" Scootaloo added, "Just look!"

Chase and Nyx did look and found that the three older sisters were too busy checking their broken carts and hadn't even bothered checking on the three fillies at all.

"Oh! My beautiful swan cart is an ugly duckling!" Rarity complained dramatically.

"And my old-time cart is a rootin' tootin' wreck!" Applejack said in a sad tone. Rainbow Dash then passed the two of them pushing the remains of her cart.

"It still counts as a win if I push my cart across right?" Rainbow asked as one of the wheels bounced forward after it broke off completely. Chase and Nyx were furious. The Cutie Mark Crusaders just looked at each other. They were furious as well. Before Chase and Nyx could say anything...

"THEY'RE NOT YOUR CARTS!" The three fillies screamed loudly and angrily. Everypony else, including their older sisters looked at them.

"Huh?" Applejack, Rainbow, and Rarity asked cluelessly.

"We were supposed to design them!" Apple Bloom snapped.

"And we were supposed to drive them!" Scootaloo added.

"The Derby was supposed to be for us, not the three of you!" said Sweetie Belle sternly, "Now you've ruined it for everypony!"

The three older sisters shared sad looks with each other. Then they looked back and saw that everypony else was giving them glares or upset looks.

"Oh no." Nyx said as she looked at Chase.

Applejack, Rarity, and Rainbow looked and winced. The sound of a kettle whistling could be heard as Chase gritted his teeth. He was red in the face and seething with fury. The three older mare nervously braced themselves for a major scolding, but to their shock, Chase just panted heavily a few times, took a long and loud breath and glared at them. His message to the three mares was brief and very, very blunt.

"I'll talk to you three later!" Chase told them sternly before turning around to walk away without another word as Nyx joined her father and glared at the three mares without a word.

"Mmmh..." Rarity whimpered as one of the wings to her cart came off completely, "Yes, well, I suppose we might have gotten a teensy bit carried away..." The three fillies glared.

"We're telling Chase everything," Apple Bloom whispered to the two fillies, who sternly nodded in agreement.

"But I thought you all wanted our help," said Applejack.

"We did!" Apple Bloom replied, "We wanted you to help build our carts. But we all ended up with carts that are what each of you wanted!"

"Mm-hmm!" Scootaloo and Sweetie Belle hummed in agreement.

"But why didn't you say anything?" Rainbow asked.

"You've all done the race before," said Scootaloo in her defense, "I just figured you knew best."

"Plus it's hard to speak up to older ponies who aren't Chase," said Sweetie Belle, "especially when they make you feel like your own ideas would disgrace the family...or their business!"

Applejack and Rarity winced. They thought of begging the three fillies not to bring that up, but they knew either Chase already knew or he knew now. He was only a few yards away with Cheerilee and Nyx trying to calm down from his rage.

"Oh, I certainly understand that," said Rarity, "But you mustn't think older ponies automatically know best."

"And we probably could have done a better job of listening to you," said Rainbow, "EEK!"

Rainbow then dodged as a big rock just missed clocking her on the head.

"Okay, a lot better job of listening to you," Rainbow remarked as she corrected herself, "I bet we're gonna get it from Chase for this!"

"Oof. I guess we owe all three of you an apology," said Applejack.

"Maybe not just us," said Apple Bloom.

The three mares turned to see that the other racers were still glaring at them. Cheerilee then stomped up as well, looking just as angry and upset.

"Chase is so furious that he's considering canceling the Derby altogether," said Cheerilee sternly. "He is not so very pleased with what you three have done."

Applejack, Rarity, and Rainbow felt ashamed.

"Um, how do you feel about a do-over?" Rainbow suggested with a nervous chuckle.

"I think that's a wonderful idea," said Cheerilee, "It would certainly lift Chase and Nyx's spirits and I would really like to see what he's got planned for that second track." She then smirked, "But maybe the older ponies should sit this one out. Applejack, Rarity, and Rainbow just smiled sheepishly.

(Scene changes)

Later, Rainbow was wearing a red cap and purple pit crew outfit as she finished painting Scootaloo's cart. Scootaloo now had her very own cart designed to look like a fire phoenix.

"Thanks for helping us fix up our carts," said Scootaloo to Rainbow, "Pretty creative, right?" Rainbow smiled in reply.

At Apple Bloom and Applejack's garage, Applejack, now wearing a green cap with a blue pit crew outfit, was testing out the spoiler on Apple Bloom's kart. The yellow filly now had her own honest-to-goodness race cart.

"I know it's not traditional," said Apple Bloom, "But it sure looks fast, don't it?" Applejack just smiled in agreement.

At Rarity and Sweetie Belle's garage, Rarity, wearing a light blue cap and cerulean blue pit crew outfit, was adding the yellow garland to Sweetie Belle's green traditional cart.

"You know, darling," said Rarity, "I can't believe I'm saying this, but that yellow fringe is bold after all. And it's a nice dedication to Chase and Nyx too." Sweetie Belle giggled happily.

(Scene changes)

It wasn't long before the three fillies were heading toward the starting line with their new carts.

"Thanks, everypony," said Sweetie Belle, "We couldn't have done it without you." Rainbow and Scootaloo shared a high-five before the three fillies drove away.

"Yup, I sure am glad Miss Cheerilee agreed to run the race over again," said Applejack.

"Well, it isn't every year I get to say this twice, but..." said Cheerilee, "Derby racers to the starting line! Derby racers to the starting line!"

As the racers, not single seats instead of two, lined up. It was then the fanfare music began to play once again.

"Racers!" Cheerilee announced, "On your marks..."

"...get set..."

"...GO!"

The racers then took off down the ramp for the second time. Apple Bloom to an early lead with her speedy apple race cart. Chase and Nyx had also installed some crossing fences at the main intersection so their wouldn't be any more risks when carts entered the main intersection. Lyra and Bon Bon had willingly volunteered to be crossing guards.

"And it's probably best keeping all the grown-ups on the sidelines," Rainbow added, "But what are we supposed to do now? I'd rather not just stand her waiting for Chase to come and talk to us." All three ponies shuttered fearfully.

"Well, rather than just standing here waiting for the inevitable," said Rarity, "I think I have an idea."

(Scene changes)

It wasn't long before the three ponies were sitting in wooden lounge chairs and each of them were wearing sun shades.

"Ahhh!" Rarity sighed as she sipped some juice through a straw, "Much better! Honestly, I'm not sure why we wanted to race those carts in the first place."

"Seriously!" Rainbow sighed in agreement, "This is the most relaxed I've been all day." It was then some spectators cheered as the carts zoomed down the track. Of course, Sweetie Belle was far behind, but she was enjoying her low top speed traditional race cart and waved hello to the spectators. Apple Bloom was in the lead with Scootaloo not too far behind.

"Go, Scootaloo, go!" Rainbow cheered excitedly, "Woo-woo-woo-woo!" She then looked to see Applejack was glaring at her while Rarity had a huge smirk on her face.

"Uhh, I mean...," Rainbow stuttered and laughed nervously as she went back to reclining on her lounge chair, "This is the life, right ponies?"

Rainbow just sighed contently but still lifted her shades and smiled as she watched the race.

(Scene changes)

Later that evening at the castle. Chase had the three ponies inside the library room.

"I CAN'T BELIEVE THE THREE OF YOU!"

Chase wasted no time speaking severely to the three ponies. The three ponies cringed as Mario paced back and forth before them.

"Your little sisters have told me everything!" Chase continued angrily, " It's bad enough that you three, once again, have disregard your little sister's ideas and opinions. Not only did you take over their carts and make them your own, but you were so focused on yourselves that you didn't even bother to check and make sure that you're little sisters were okay after you all made everypony crash. Cart accidents are nothing to laugh at and the fact one of the foals could've been seriously hurt and you only cared about your stupid carts really, really angers me! That's just selfishness on a whole another level!" The three ponies just looked ashamed.

"Tuning out your sisters and taking over their carts is one thing," said Chase, "But that's not the only issue I'm having about all of this!"

He then glared at Applejack.

"Applejack! I do understand the importance of honoring traditions and you have no business telling Apple Bloom or any other ponies otherwise," Chase snapped, "the fact you made Apple Bloom feel like she would be the family disgrace if she didn't do things your way is unacceptable! If you think being stubborn is going to continue family traditions, you're gonna find out the hard way all those traditions are gonna be ruined because you tried forcing them on Apple Bloom and other ponies. And if you don't want her in the family , let's seal the deal: She likes strawberries more than apples!"

Applejack let out a strained whinny as her jaw hit the floor and her left eye twitched uncontrollably. Chase then turned to Rainbow.

"Dashie, I don't know what it's going to take for you to realize that there are more important things than speed," said Chase, "It's nearly gotten you thrown out of the Wonderbolts and yet here you are so focused on speed that you could've landed Scootaloo in the hospital! I saw your kart falling apart just before the crash. The fact you didn't consider Scootaloo's safety when you built your kart really gives me the impression that you love your need for speed far more than that little filly!"

"That's not true!" Rainbow said in a broken tone, fighting back tears, but Chase didn't listen as he went to speak to Rarity.

"Rarity, you're the last pony I'd suspect to tune Sweetie Belle out," said Chase, "But then again, I guess your resentment over Muffins must have really cloud your judgment!"

Rarity said nothing as her eyes began to water.

"Did you ever ask why the judges picked Muffins' cart for most creative?" Chase asked.

Rarity blinked as a hint that she didn't.

"You know that Muffins has an eye condition that affects her coordination," said Chase sternly, "That makes also being able to construct something very, very difficult. It also didn't help that nopony was willing to be her cart partner. She was forced to build that cart alone and she spent all night making it too."

"But it looked so shabby!" Rarity protested, "How could a bunch of slapped pieces of wood be considered the most creative!?" Chase darkened his glare at her, making the marshmallow mare gulp nervously.

"Rarity, what goes into creating the best creative projects?" Chase asked bluntly.

"Well...heart and soul of course...and a good idea," Rarity replied.

"Exactly," said Chase, "That cart might not have been the prettiest cart on the racetrack. But Muffins spend all night pouring her heart and soul into it and she did it alone! She even told me that it fell apart seven times during her test runs. Yet the fact that her cart managed to get from start to finish in one piece was a huge accomplishment for her! And the judges took notice of that. Muffins gave it her all despite, in your words, a lackluster result. That's why she won first place for most creative."

Chase then pulled out a blue ribbon from his mane. Rarity saw how faded it looked and gasped silently.

"This is the ribbon Muffin's won," said Chase sternly and then threw it on the floor before Rarity, "She said you can have it. You obviously need it more than she does!" Chase then stomped away and stood before the front door.

"You're little sisters may have accepted your apology," said Chase sternly with his back against them, "but I hope you figure out a way to make sure that this doesn't happen again. Because you nearly caught several other pones, innocent bystanders in this circumstance, in the crossfire and you could've hurt them severely."

Chase slammed the door to the room and left. Rarity then picked up the faded blue ribbon and started to cry before letting the ribbon fall out of her magic grip.

"Oh, Rares, I know you feel bad but...there's...no...reason..." Applejack soon found she couldn't hold back her tears either.

"Who are we kidding!" Applejack sobbed, "We're awful sisters and that's all there is too it..." Applejack couldn't say more. All she and Rarity could do was hold each other and cry. They suddenly stopped when they saw that Rainbow was also crying as well. Rainbow looked at them with eyes full of tears.

"What?" said Rainbow, "Just got something in my...I mean..." Rainbow then gave up trying to cover up her tears since they had increased as she tried to talk, "Somepony hold me because I feel so horrible...I could've hurt Scootaloo and I promised...to keep her safe...and I...I failed!"

Rainbow wailed as Applejack and Rarity pulled her in for a hug and the three ponies held each other and just let themselves cry. Even when they ran out of tears, they continued to hold each other close for what felt like hours before they heard the door open again. This made them pull away when they saw Chase had returned. He was holding a tray with some glasses of water. Each pony didn't waste any time grabbing their own glass and taking some slow sips and then they looked at him with red eyes and checks sticky from un-wiped tears.

"We know we failed alot of ponies today," said Rainbow sadly.

"And we know saying sorry isn't enough," said Rarity in broken tone, "but we are truly are."

"And I didn't mean to make you or Apple Bloom feel like you're not part of the family," sobbed Applejack, "I...I can accept if she likes...strawberries...more than apples." Applejack's left eye twitched saying that. Chase just sighed slowly.

"In all honesty," said Chase, "That only applies to me because I grew up on strawberries since Mom and Dad loved them. But I did fall in love with apples the first time I ate my first slice of Sweet Apple Acre pie. Apple Bloom does like strawberries, but I'm not sure if she prefers them over apples."

Applejack sniffled.

"I can live with that," said Applejack with a few sniffles.

"We all love you, Chase." Rarity croaked. Chase then took a deep breath.

"Listen you three, I don't mean to be cruel," said Chase, "I just want you three to learn to listen to your little sisters. How can you expect them to come to you for help if they feel like you don't care about what they say? You've seen just how much damage being tuned out and ignored did to me. It's why I get so upset when stuff like this happens. I don't want any of those fillies to ever feel that low and helpless. Bottling up their anger to the point you end up getting the explosion over something minor."

"We understand, Chase," said Applejack quietly, "I hope you know we never mean for this to happen."

"But you still tuned them out," said Chase, "I guess I wanna know why? I mean what went through your minds when you did that?"

"Well...I think we can all agree that we just have fond memories about the Derby," said Applejack but then looked sadly at Rarity, "Well, most of us did."

"I actually do have found memories about the Derby," said Rarity, "it was just getting second for most creative was the only damper, but...Chase did make a point. I never asked the judges why they gave Muffins first place. I just let myself feel bitter and jealous about it. Even blaming myself for not understanding my audience."

"I may have never been a racer, Chase." said Rainbow, "but I just love the thrill of riding a race cart at high speed. And I like winning...a little too much for my own good. Heh...yeah...I guess..."

"I guess what we're trying to say is that it's a shame the Derby is only for young ponies," said Applejack, "Even thought we did step over our sisters to do it...We enjoyed being able to drive a race cart again."

"I would certainly agree with that," said Rarity, "Even a fashionista like me enjoys a good race from time to time, especially when you can design a cart that emphasizes yourself."

"Yeah," said Rainbow, "Flying races are fun in all, but nothing beats a cart race." Chase started and then he laughed.

"Is that what this was all about?" Chase chuckled, "You didn't have to step over your little sisters for that!" The three mares shared looks with each other.

"What do you mean?" Applejack asked curiously.

"Well, Nyx has told me that she wanted to help out with Cheerilee for the Derby. She did asked your sisters' teacher for assistance to help build it. I guess it was a way for her to show everypony that winning isn't everything. Your friends, the ponies you love. That's the most important thing. That's worth sacrificing yourself for and to have fun with them." Chase said with a smile. "So maybe when you sisters compete in the Derby, just promise me you won't compete in it. Okay?"

Applejack, Rarity, and Rainbow looked down for a moment before they smiled at Chase.

"Okay." The three mares said in unison as they hugged Chase, who hugged them back.

Then they broke it.

"Well, Ah gotta get goin' now. I better make sure Apple Bloom is in bed." Applejack said as she left the library.

"Same with me to see if little Sweetie Belle is resting too." Rarity said, leaving as well.

"See ya 'round, Chase." Rainbow said as the three mares left the room.

"Bye, guys." Chase said, waving to them as they left the castle.

Chase sighed as he began to meditate on this evening.

Sometimes those girls are giving me quite a headache. Chase said in his thoughts as he continued to find his inner peace.