"There won't be anymore engines!" The goose repeated. She and Rolo were still arguing. Pinkie and Fluttershy had given up trying to break them up. The toys and ponies just sat around on the rocks and ground while they argued.

"There will!" Rolo retorted.

"There won't!"

"There will!"

"There won't!"

They were arguing so much they did not even hear the new engine pulling up along the tracks. He was pulling up more slowly than the other two. It was Jebediah, the old golden engine who had been put in charge of the milk train.

As he approached, the entire group all looked up as they heard his puffing, their faces suddenly lit up.


Back at the truck, the crew all sat around in a circle having a picnic. Most of them ate fruit, except Shira and Gupta ate fish, and they all drank fruit juice.

They had offered some for Twilight, Rainbow and Spike, who declined without a second glance.

They paused their eating as they heard the new train pulling up.

"Sounds like another train is coming, Captain," Gupta said.

"Sounds like it," Gutt nodded, looking up from his cantaloupe. He turned to Silas. "Silas, check it out," he ordered.

"Yes sir!" Silas nodded as he spread his wings and glided off toward the rocks to spy on the heros.


Jebediah continued to pull up towards Rolo and the goose, who were still too busy arguing to notice them.

"Uh, Rolo?" Applejack said to him. "I reckon' you should turn around."

"Read my beak!" The goose snapped. "NO MORE ENGINES!"

"Uh, excuse me please," Jebediah said in a kindly old voice.

"Oh, sure," Rolo said as he and the goose stepped aside.

"Right," She said in agreement.

"Um, Rolo, darling?" Rarity said, more urgently than Applejack had.

Rolo still remained totally focused on the goose.

"Will!"

"Won't!"

"Will!"

"Won't!"

But just then, Pinkie jumped onto the tracks to stop Jebediah, joined by the elephant and the panda, as Jebediah came to a screeching halt.

"Hey!" The goose snapped, annoyed. "Quiet down. We're trying to talk!" She was about to say "there won't" again, but then she and Rolo turned around.

"A train!" They exclaimed.

"Now they get it," Applejack said, rolling her eyes.

Pinkie, the panda and the elephant had just finished explaining the situation to him.

"So we need another engine," the elephant said.

"To take us over the mountain," The panda added, "And help us escape the pirates."

"Please?" The elephant pleaded.

"Pretty please?" Pinkie begged. "Pretty please with sprinkles, powdered sugar, whipped cream, and a cherry on top? Wow, I'm getting a sugar rush just thinking about that."

"Listen," Rolo stuttered as he rushed to the front, "Could you uh... could you... what they said?"

"Why, I'd love to!" Jebediah announced.

Everyone started cheering.

"Yep, I'd love to, but um..."

"BUT?" Everyone's smiles suddenly disappeared.

"Well my chug just isn't what it use to be," Jebediah continued, letting out a weak cough, "and going over the mountain is too much for me these days. So sorry."

And with that, he started turning his wheels and puffed off again, repeating to himself "just can't do it. Just can't do it. Just can't do it."


He returned to the roundhouse where he ended up relaying the bad news to Tilly.

"I just couldn't do it, Tilly," he said sadly when he finished his story.

"If you can't, and Pete and Farnsworth won't, then there's nobody to take them," Tilly replied sadly.

Funnel down, and nothing else to say, Jebediah puffed off into the sidings to return his empty milk cars.

"There's you!" Chip reminded her.

"I can't go, remember?" Tilly answered her friend sadly. "Tower said no."

"Aw, forget what Tower said," Chip grunted, "He's just a house full of hot air! And he's sleeping!" He pointed over to Tower, who was indeed asleep. "Remember what Rainbow Dash said before?"

Tilly's eyes widened as she did remember what Rainbow said: To break a rule if you have to in order to get what you want! To take chances! Seize opportunity when it comes knocking!

"You're right Chip!" Tilly said, now getting excited. "Let's do it!" She was so excited she nearly lifted up from her tracks.

"Shh!" Chip shushed her. She fell back down on the tracks, and clang.

Tower stirred for a moment before Chip flew onto his roof, and started singing a lullaby.

Rock-a-by Tower

In the train yard

When he was done, Tilly started puffing off down the tracks as Chip flew after her.

Author's notes: I posted this chapter the night that in Comic Con NY, they released that new clip for The Crystal Empire season 3 premier for MLP. In that clip, we learned about the villain: King Somber. I can't wait to see him! I bet he's gonna be so epic!

You know, at first from my memory, I thought the word somber dealt with sleep and dreams. But then I checked the dictionary, and it means dark and gloomy. Well, with a name that means that, you can tell you're gonna have an epic villain, right?

I still loved Gutt from Ice Age 4. All the pirates really. Way better villains than the sea monsters from the second one, and Rudy from the third. And the way they were trying to set it up in the movie is that Gutt and his crew were suppose to be equals for Manny and his herd; the whole movie being about these two forces colliding. I like movies with conflicts like that for a major theme or premise.

Similarly, the way I'm trying to set it up here is so that Gutt and his crew are equals for Twilight and her friends. With the battle being seven on seven, it can work.

In the cannon series, I would love for there to be a set of six villains that are evil equals for the mane six. And if they had equals for the elements of harmony, there could be the elements of discord or disharmony. Yeah. I'd love to see that. Wonder if there will ever be villains like that in season 3...

Okay, so yeah that's it for this chapter. I'll see you all next chapter. Reviews and stuff are appreciated!