Accidentally deleted the first doc on this, so I had to literally re-write this from scratch! Oops!

Anyways, this chapter is focused mainly on Bill Prower and this will actually be where his friendship with Flurry Heart first comes around.

Hope ya'll enjoy!


Bill Prower rushed through the zone as fast as he could run, Sonic following not too far behind him. Sonic had yet to pass him, despite being able to run faster than Bill, but that was simply because he didn't know where Tails would be. Only Bill knew through his vision and he was saving his breath for the run. They didn't have long to run, and soon came upon the scene seen in Bill's vision. The leader of the group of humans came into view, and now that he could get a better look at them, Bill thought that they looked very much like human-sized Lego figures. The leader took up his firearm and pointed the barrel at Tails's head. Just when he pulled the trigger, Bill activated his special ability: Combat Adrenaline. Time slowed in his eyes to an almost complete stand-still as he jumped into the middle of the group where Tails was located. He pushed Tails aside, punched or kicked each of the figures around him, drew his sword, sliced the leader's gun and the bullet that had been fired, and then sheathed his sword; all before the Adrenaline wore off. From Sonic's viewpoint, Bill had moved so fast, even in his eyes, the fox's movements were all a blur. The figures Bill had struck looked as if they had suffered from a delayed reaction, due to how fast he had struck them and how long it had taken for their brains to register the attacks. Bill turned to his nephew as the Adrenaline wore off entirely. Apparently, it had taken Tails a moment to register what had happened as well.

"Miles?" he asked in a worried tone, "Are you alright?"

"Yeah...thanks Uncle!" Tails replied. Bill gave him a small smile. When he had first called Tails by his real name, Tails had taken a while to get used to it. Now, he accepted it as naturally as the name Sonic referred to him by.

"Tails!" Sonic rushed up to them both and breathed a sigh of relief. "Thank goodness you're okay!"

The Lego figures laughed as they stood back on their feet. Looking into their eyes, Bill noticed that they seemed to be under some kind of dark hypnotic trance.

"Fools!" the leader said in a dark voice, "You have stopped nothing! This is only the beginning of what is to come! Your world will fall, and all of existence with it!"

The leader aimed his weapon at the ground and fired again. This time, instead of a bullet, a sphere of light exited the barrel. When it hit the ground, a portal appeared that started to drag the heroes towards it. The trio tried to run, but it didn't seem to work. Bill took a good look at the portal, then shouted, "Run for it! Warn the others!" He then deliberately stopped in his tracks, getting sucked into the portal as a result. The last thing he heard before all went dark was the sound of his nephew crying out.

"UNCLE!"


Bill sat up and rubbed his head as his vision returned.

"Ow, my head," he groaned. "Where am I?"

Bill looked around him. All around him, a massive snowstorm raged, a storm that he sensed was rather unnatural. However, off in one direction, Bill could see a clearing in the storm, and a castle of some kind was barely visible. Even with his heightened senses, it seemed to be a long ways off. Bill shivered, but stood to his feet and started to vibrate his entire body. His fur fluffed up a bit, making him significantly warmer than before, then he took off at a casual run towards the castle. As he neared the clam in the storm, a loud explosion was heard and Bill saw a plume of smoke rise into the air. He quickened his pace, wondering who it could be that needed help. At last, he found himself inside the calm of the storm, and his jaw almost dropped. An entire kingdom seemed to be stretched out before him, the majority of the buildings and streets made out of pure crystal. The castle in the distance was just as dazzling to behold, glittering and sparkling occasionally in the sunlight that poured down from above. It would've been quite a beautiful sight to behold, but the army of misfits assaulting the castle ruined the scene. The creatures Bill could see varied widely in shape and appearance, but all of them seemed to be nasty characters. They were attacking an army of creatures smaller than they were in front of the castle. Bill silently slipped closer to get a better look, and he found that the smaller creatures were equine in appearance. An army of sentient ponies. The ponies varied in color and some even varied in appearance, although they all seemed to be roughly Bill's size. Three main classes could be seen among their ranks: regular ponies, unicorns, and pegasi. All of them wore gold or silver colored armor and fought against the creatures with spears, bursts of magic from their horns, or even their bare hooves. They seemed to be gaining the upper hand against the misfits.

"Ponies?" Bill thought to himself. "Are they the dominate species here? If so, they seem like the good guys. And so many variants of color!"

Just then, a cry was heard from inside the castle behind the ponies, and several winged eyeballs flew out from behind, being chased by two ponies larger than the rest. The first was a white male unicorn with golden armor, the other was a pink female unicorn with wings and a crown on her head. They were followed by a black insect-like pony who was laughing.

"They fell for it!" the insect pony shouted. The ponies cheered, but stopped when one of the misfits, a grey diamond-shaped figure, laughed.

"Fools! We were merely the decoys! Your precious child has already been taken! You will never see her again, and your world will fall to darkness!"

The figure laughed like a maniac as he and his army retreated. The ponies were shocked by his statement and the two larger ones rushed back into the castle. Bill meanwhile watched from a distance. When he heard about the abduction part, he had turned towards what was left of the misfit army. They were making a huge rukus over something as they retreated back to the edge of the forcefield that kept back the storm. Among them, drowned out of all hearing save his own, a child's cry could be heard.

"I don't think so," he said through gritted teeth. He rushed towards the misfits and over to the diamond-shaped figure, who was now holding a small crying filly in his arms. He slammed into the figure at full speed, causing him to throw the filly into the air and fall to the ground. The filly made a cry of surprise and fear as it plummeted back down to the ground. Bill used his telekinesis to catch her in midair, then brought her down behind him and away from the misfits. The Diamond growled at Bill as he stood up. A larger creature who looked like some kind of ape crossed with a creepy dragon-like creature stepped forward and said in a dark voice, "Give up the Alicorn, Mobain!"

Bill drew his sword in defiance and starred them down.

"If you want her," he challenged, "come and claim her!"

A group of Eye Bats fired lasers from their eyes at him in response, but he skillfully deflected all of their shots back into their single eyes, causing them to fall to the ground, presumably dead. The other misfits charged Bill as well, but he expertly took them all down. Not one made it past him to the baby alicorn. He then turned to the Diamond figure, who simply giggled.

"You think this is gonna end? Those guys were pathetic! Now, you face me, Kryptos, the maniac criminal of Time and Space!"

Kryptos fired several bursts of magic at Bill, but the Mobian dodged each one, using his telekinesis to move the Alicorn out of the way. Kryptos then tried to cause some weird affect on Bill, but nothing happened. Confused, he tried again with the same results.

"Oh snap!" he said in realization. "This guy's immune to Weirdness!"

"Sadly, you're not immune to this," Bill responded, landing a well-thrown punch to Kryptos's jaw. The Chaotic being fell to the ground, surprised that the fox's fist had actually connected with him. He started to stand, but was picked up by Bill's psychic powers and thrown farther away, into the storm. Kryptos started to freeze over a bit as the storm engulfed him. He turned to Bill with fear in his eyes.

"Th-th-this isn't over!" he screamed. "You will die along with everyone else in this world! We cannot be stopped!"

Kryptos disappeared in a flash of light, but Bill waited until he could no longer sense his presence. Only then did he bring the filly he had saved up in front of him for a closer look. It looked like a unicorn at first, until her wings spread out as she gave a friendly gurgle directed at Bill.

"So, that's why you're called an Alicorn," Bill said softly as he held her in his arms. "But, your birth seems...rare. I can sense your emotions, your memories...everything. And you're...willingly sharing them with me."

The Alicorn raised one of her small hooves up and it touched Bill's nose gently. He was surprised at this act, but it also made him feel so happy inside. She's so CUTE, his mind screamed. However, he was still confused as to why the Alicorn hadn't freaked out yey.

"Why don't you fear me?" he asked aloud. "I'm a complete stranger to you, just like those freaks I dealt with. And yet...you trust me. As if I were one of your parents. Can you sense that I'm friendly or something?"

The Alicorn simply made a babyish giggle and her horn glowed, enveloping the two of them in an aura of magic. Bill was startled at first, but then calmed down when he realized what she was doing.

"I see," he whispered. "You can tell that I'm not an enemy...Flurry Heart? That's a cute name. Well Flurry, it's a pleasure to meet you, though I wish that we had met on better terms." He chuckled a bit, then introduced himself. "I am Bill Prower, the Guardian of Mobius. It is an honor and a privilege to meet you, young one."

Flurry smiled and gurgled again as the fox looked down at her with a smile. He then turned around and looked towards the castle in the distance. The place still seemed to be in an uproar and more ponies had appeared, though most of them seemed to be citizens and not soldiers.

"Well Flurry," Bill said, "Let's get you home."

Bill ran down the streets at a casual pace, which for him was around 700 miles per hour. As he ran by the ponies on the streets, they either followed him with their eyes or screeched and dove for cover. A pair of pegasus guards saw him approaching the castle and held their wings out in a manner that blocked the exit. Bill obligingly stopped, not wanting to seem like an enemy to the ponyfolk.

"Halt!" one of the guards ordered. "Stay back, you fiend!"

Bill held up one of his hands in a friendly gesture.

"Please, there's no need for violence, boys. I do not come as an enemy."

"Even if that is the case, your appearance alone is cause for concern after the recent events that have taken place here."

"I understand fully why you would be hesitant to accept me. For much like the ruffians that attacked you, I too am not from this land of yours...Equestria, right? Anyways, I am a stranger here and I am trying to get back home. However, I need to speak to your authorities, for this may be a crisis you have on your hands. Who's in charge here?"

"That would be our Princess, Cadence, and her husband, Shining Armor. may I ask why you wish to speak with them?"

"My business is classified for the moment, but all will be revealed in due time. Besides, I have someone with me that they would love to be reunited with."

It was then that the guards noticed Flurry Heart in his other arm. Their eyes widened in surprise, then they composed themselves.

"Right this way, sir," the first guard said. Bill followed them as they walked into the castle and to the throne room. There, several guards and other ponies were gathered around and starring at the throne, where the Alicorn from earlier and the large unicorn sat on the floor, crying aloud and embracing each other as they did. The insect pony- Changeling? Huh! The minds of these ponies were full of tons of information that Bill could use- was standing nearby, along with an orange pony in a robe that had stars patterned on it. They too seemed saddened, and Bill could only guess why. He cleared his throat loud enough for them to hear and all turned towards him in surprise.

"Your Majesties," Bill said politely. "I believe that this belongs to you." He brought out Flurry Heart, who gave a cry of joy when she saw her parents.

"Flurry!" the two royal figures shouted. They rushed over to Flurry and Bill handed her over to them as they got into a big group hug. The mother started to cry again, but this time out of happiness. Bill watched in silence as the scene unfolded. He was happy to see them reunited again. The family pulled apart and the unicorn said, "Thank you for bringing back our daughter! How can we ever pay you back, Mr...uh-?"

"Prower," Bill finished. "Bill Prower. And you don't have to pay me anything, Your Majesty. Seeing you reunited with your daughter is payment enough."

"That's quite noble of you, Bill Prower," the Alicorn mother said as she lifted Flurry into a crib nearby. "I am Princess Cadence of the Crystal Empire. This is my husband, Shining Armor, and I believe you've already met Flurry Heart."

"I have. She's probably the cutest creature I've seen yet. I can't help but notice that she seems to be the only one of her kind. I take it that her birth was a rare one?"

"It was. She is the first naturally-born Alicorn in Equestria. Normally, one must earn the title of Alicorn by completing some kind of great task."

"I see. Again, it is a pleasure to meet you, Your Majesty," Bill said, bowing in a respective manner.

"Please, call me Cadence. And there's no need for the formalities."

Just then, Bill's stomach growled and he remembered that he had probably missed lunch when he had been thrown into the portal that brought him here. Cadence giggled at this.

"I take it that you'll stay for lunch?"

"If you'll have me, Cadence. Thanks for the offer. But I feel it's only fair to warn you, my diet is very much similar to that of your Griffon neighbors in some cases."

"I think we can make something work out."


Bill enjoyed his meal at the castle. He soon learned what realm he was in and was fascinated by the magic and harmony he felt in the place. During lunch, Bill quickly got acquainted with the rest of the court, including Thorax, who Bill took quite an interest in.

"Thorax, if I may ask," Bill inquired at one point, "Why aren't you eating with us?"

"Oh, Changelings don't really eat solid foods. We mostly just feed off of love. We can never get enough of it. We can have other emotions too if that's not an option though. But, we have to be careful or we might drain someone too much."

Bill was silent for a moment, then smiled and placed a hand on Thorax's shoulder. Thorax was surprised at first, then seemed joyful. He started to slurp at something unseen as the others watched in amazement.

"Take as much as you need, friend," Bill said kindly. "I've got plenty to spare, and you won't have to worry about draining me."

"Thank you!" Thorax replied, as he continued to feed off of the waves of emotions that Bill was giving to him. By now, the Mobian had finished his meal and started to exchange stories with Shining Armor and Cadence about the recent events. Bill found it a little too coincidental that their two worlds were both attacked at the same time. After some major details had been filled, and then some, Bill stood up and said, "Thank you for your hospitality, but I must be going now."

"You're leaving already?" Cadence asked.

"It has been a pleasure, Your Majesty, and an honor. But time is short, and I must get back to my own world. My friends are probably in trouble, and even if they aren't I must look into these strange happenings."

"Where will you go?"

"I have detected a disturbance in that direction." Bill pointed in a certain direction outside and Shining Armor got a worried glance.

"That's towards Ponyville! I hope Twilight is okay."

"Your sister, I presume?"

"Yes. Wait, how did you-?"

"Oh! Sorry! I should've told you sooner! I have telepathy, along with a series of other psychic powers. I can literally read your mind, talk to you mentally, and much more. It's a hindrance, I'll admit, but it's gotten me this far."

"I see. If you're headed that way, could you make sure that she's alright for me?"

"I will. But, could someone come with me please? I don't necessarily know the way."

"I wish we could go with you, Bill," Cadence said gravely, "But we have to stay here and protect the Crystal Empire."

"I know the way to Ponyville," Thorax volunteered.

"Hmm, I guess it's our best option at this point," Shining said aloud. "Alright, Thorax. You can act as Bill's guide. Be safe!"

Bill gave them one final goodbye, then said to Thorax, "I'm gonna have to run the whole way, so I'm gonna have to carry you if you want to be able to keep up."

"Huh? Why?" Thorax asked in confusion.

"Long story short: I can run at the speed of sound, maybe faster at times."

"That makes sense then," Thorax said.

"Wait!" Cadence said. "Before you go, I need to give you something. It will help you with Twilight, in case she doubts your case." Her horn glowed and touched the base of Bill's forehead. His eyes turned white momentarily, then returned to normal. He smiled.

"Sounds childish," he said with a smirk, "But I will use it if need be. Goodbye, Shining Armor and Cadence! Goodbye Flurry! I'll see you later!"

"Good luck, Bill Prower! You are always welcome here in the Crystal Empire."

Bill lifted Thorax in the air with his telekinesis and rushed out the doors of the Castle, breaking the sound barrier in only a minute. Thorax was a bit scared at first, but he soon started to enjoy the speeds at which they traveled.

"This is amazing!" he exclaimed. "It feels so good!"

"Cool, isn't it?" Bill replied. "The rush of adrenaline in your veins, the feel of the wind against your skin, the thrill of seeing everything going by you in a flash. It's a great feeling."

"I almost wish it would last forever!"

"Well, we've still got some time to kill. Why don't you tell me a little bit more about yourself?"

So Thorax told Bill all about his story, how he had betrayed Chrysalis, how he had befriended Spike, and how everyone in the Crystal Empire had started to like him a lot. Once Thorax had told Bill his story, Bill told him about his own life-story. Thorax was amazed and a bit surprised to hear about Bill's origins, his training to become a guardian of Mobius, and his recent success against Dr. Eggman. Eventually, Ponyville could be seen just ahead of them, but it didn't look good. Many of the buildings were broken or in flames, a large tear could be seen in the sky, and the sky had turned a sickly color. Bill noticed all this, but continued on towards the town. Once he was within the boundaries of Ponyville, he slowed down to a casual speed so as not to cause too much hassle for the Equestrians. A few ponies saw the two and screamed in terror. A few guards appeared and pointed their spears at the duo, who were forced to come to a complete stop.

"Whoa whoa whoa!" Bill shouted. "Easy, boys! We're on your side!"

"Anyone who's siding with a Changeling doesn't sound like a friend to me!" one of the guards snarled, inching his spear closer to Thorax.

"Okay, first of all, ouch! Second, I bring word from Princess Cadence and Shining Armor. They send their regards and wish to know of the state of things."

"You know Princess Cadence?" the guard asked, lowering his spear as he spoke.

"Yes. I need to speak with Princess Twilight. Is she here?"

"She's over there, by the Castle of Friendship," the guard pointed towards a large tree-like castle made of crystals. Bill nodded and rushed towards the castle.

"Princess Twilight! Twilight Sparkle! I need to speak with you!"

Just then, Bill saw a group of ponies talking with two large Alicorn Princesses just outside the castle. They looked in his direction in confusion as Bill rushed up to them. He stopped to catch his breath and set Thorax on the ground. He then looked up to address the ponies before him.

"Which one of you is Princess Twilight Sparkle?"


Whew! That was a lot of work!

The next chapter will be following up from Bill's arrival in Equestria, from the viewpoint of Twilight and her friends. Heads up: someone will be abducted before Bill arrives. You can guess who it is if you'd like before I post the next chapter.

Leave a review, follow my progress, favorite this story, or do all three if you'd prefer, and I'll catch you all in the next chapter!

Peace out everyone!