I don't own My Little Pony or Doctor Who in any way, shape, or form.

Chapter 5 The Invasion of the Cyberponies

"Whew, didn't quite go how I expected," the Doctor said as he entered the TARDIS, "But it all worked out in the end. And, it was all rather fun, eh?"

"Yeah, sure, fun," Pinkie grumbled, "I especially loved the part where I almost got thrown into a volcano."

"Yes, well, that was because the natives thought it would appease their god and end the drought."

"Why are you defending them?"

"I'm not defending them! I'm just telling you why they did what they did. I find that knowing why things happen make me feel a little better."

"I guess I do feel a little better."

"See? What'd I tell you? Now then, onto our next destination. What do you say we go somewhere on Earth? We've been spending a lot of time on other planets, and I'd really like to see more ponies."

"We should go to Canterlot then!" Pinkie said bouncing up and down.

"Canterlot?"

"It's the capital of Equestria. It's super fancy there and the princess lives there. You'd love it!"

"Princess?"

"Princess Celestia! She rules all of Equestria."

"Wouldn't that make her a queen?" the Doctor asked confused.

Pinkie shook her head. "Nope. She's a princess."

"Is there a queen then?"

"Nope."

"King?"

"Nope. Just the princess."

"Hmm, what an odd system. I'd like to meet this princess. To Canterlot!"

With a few quick button presses, the TRADIS whooshed away. When it stopped, the two ponies stepped outside and looked around. They found themselves standing in a large medieval looking city.

"This doesn't look like Canterlot," Pinkie said.

"I'm pretty sure it is," the Doctor replied. Pulling the pocket watch from his vest pocket, he opened it and looked at it intently. "Yes, this is definitely Canterlot, only were about five hundred years in the past from when we first left."

"Five hundred years?" Pinkie exclaimed incredulously.

"Yes, I know," the Doctor replied, putting the pocket watch away, "I'm going to have to recalibrate the TARDIS later. For now, I say we take a look around. There's bound to be all sorts of interesting things to see."

"Why not?" Pinkie said with a shrug, "We might even get to see the princess!"

"You mean Celestia?"

"Yep!" Pinkie said with a nod.

"But I thought she was the princess in your time."

"Celestia's been ruling Equestria for over a thousand years Doctor!"

"Wow, and I thought I was long lived," the Doctor said smirking, "Come along then. We have a princess to see. Andale! No, still not it."

The town was strangely empty. There were very few ponies outside as they walked around, and few they saw were all wearing very dirty, torn cloaks. When they saw the Doctor and Pinkie, the ponies they passed would turn away and look at the ground.

"Why are they doing that?" Pinkie whispered.

"Not sure. Maybe they think we're nobles. But I think there's something else we should be concerned with," the Doctor whispered back.

"What is it?"

"There are hardly any ponies out. A big city like this should have tons of ponies out and about."

"Maybe somepony at the castle will know what's going on," Pinkie said pointing.

The Doctor looked to where she was pointing and saw a large castle come into view. "Good idea," he said, "The princess will probably have answers."

They reached the castle quickly and stopped in front of the gate. "This is odd," the Doctor said, "Why aren't there any guards?"

"Lets ask the princess," Pinkie said.

They walked inside and looked around. The inside of the castle was, just like the city outside, strangely empty. The two ponies walked forward slowly and quietly, not wanting to attract attention.

"This is weird Doctor," Pinkie whispered.

"Yes, something is definitely wrong here," the Doctor agreed, "We need to find the princess and fast."

"No problem," Pinkie said with a smile, "The throne room is this way. Follow me."

Following Pinkie through the winding hallways of the castle, they soon found themselves in front of a large set of double doors.

"This is it then?" the Doctor asked, looking up at the doors.

"Yep!" Pinkie replied with a nod.

"I take it you've been here before."

Pinkie nodded again. "I know the princess personally."

"My, my. That is impressive. Now then, shall we?"

Pinkie nodded and the Doctor pushed the doors open. The walked into the throne room and found that it was filled with ponies wearing armor, all looking to the throne where a large white alicorn sat, speaking to them.

"And so, in conclusion," Celestia said, "We need to increase patrols around the city and… Who's there?" she suddenly called out, looking to the now open doors. All of the guards turned to face the Doctor and Pinkie as they stepped into the room.

"Oh, um hello there!" the Doctor said with a smile, "I'm the Doctor, and this is-"

"Doctor?" Celestia interrupted.

"Uh, yes," he replied, a little unsure.

"Arrest them!" she called out.

"Well, that did not go how I thought it would," the Doctor said.

"I know," Pinkie said with a sigh, "I didn't even know Canterlot had dungeons."

The two ponies sat in a cell below the castle. The cell was barely furnished; a bit of straw spread about on the ground in one corner, a plank of wood attached to the wall by chains with a torn sheet lying across it.

"It's a castle, of course it has dungeons. I just wish they hadn't taken my saddlebag. I would have been able get us out of here with my sonic, no problem."

"Why did the princess arrest us anyway? I'm her friend and you haven't even met her."

"Well, actually, we're five hundred years in the past, remember? You haven't been born yet. And as for me, based on the way she reacted to my name, it would seem that we have met. Or, will meet, in my case."

"Because your time lines go in different directions. Just because she knows you doesn't mean you know her."

"Yes, that's right. You really are brilliant. Anyway, sometime in the past, it seems I will meet the princess and do something that she really won't like and as a consequence, has a warrant for me to be arrested on sight."

"Well, can't you just, not do whatever you haven't done yet?"

"Unfortunately, no. The fact that we're sitting in this dungeon shows that I have done it. The event, whatever it may be, is a fixed point."

"A what?"

"A fixed point. An event in time that must always happen, no matter what. Trying to stop it or alter it in anyway will result in a massive paradox that could destroy the whole of reality."

"Oh. I see."

Just then, they heard a door open from somewhere outside their cell, followed by hoof steps coming towards them. When they stopped, they saw the princess standing in front of their cell, glaring at them.

"You have a lot of nerve showing your face around here after what you did Doctor," she said coldly, "This is a good trick however, changing your appearance like this. If you hadn't identified yourself, I wouldn't have recognized you."

"Changing my appearance? I don't know what you mean. I also do not what it is I have done to you, as I haven't actually done it yet."

"Stop playing dumb Doctor, it doesn't become you," she looked over to Pinkie and said, "And who is this? Some innocent filly you've tricked into following you around? Have you no shame Doctor?"

"No, it's not like that," Pinkie said, "I'm his friend. I chose to go with him."

Celestia looked at them silently for a moment before sighing. "I don't have time to deal with you right now Doctor. I have enough problems right now dealing with those strange armored ponies."

"What? What do you mean by that? What strange armored ponies?"

"Invaders from lands unknown. They come clad in armor covering every inch of their bodies with weapons unlike any we have ever seen, capturing my subjects and killing my soldiers."

"No. No, it can't be," the Doctor said, eyes wide.

"What is it Doctor? Do you know who these invaders are?" the princess demanded.

"I won't know for sure unless I see one, but it sounds like the Cybermen, or Cyberponies given the whole equine thing in this universe."

"What are Cyberponies?" Pinkie asked.

"If they're like the Cybermen, they were once a race of organic beings. They were a beautiful, brilliant race. They came up with an ingenious idea to prolong and improve their lives by upgrading themselves."

"Upgrading?" Celestia said, confused.

"It started small. Replacing failing organs and lost limbs with mechanical ones that wouldn't fail."

"I can see why they thought that was a good idea. Replacing ones frail mortal body with one that cannot die would certainly be an improvement."

"Yes, it seemed good at first, but it soon spun out of control. They soon began replacing entire bodies with mechanical ones. The only thing left of the original person was their brain, and that was for the sole purpose of powering the body. Those who were upgraded like this lost their emotions, becoming unfeeling machines with only one goal, to upgrade all life and kill anyone that resists."

"That's horrible!" Pinkie said.

"Would that mean that those who have been captured have been…?" the princess said.

"Yes princess. They've already been upgraded. There's nothing we can do for them now," the Doctor replied.

"No, that can't be! There has to be a way to help them!"

"The upgrading process destroys the original body. Even if we could extract their minds, there would be nowhere to put them."

Celestia looked away for a moment then sighed. "I may end up regretting this," she said turning back to them. Her horn glowed for a moment and the cell door made a small click and swung open.

"You're letting us go?" the Doctor asked surprised.

"You know a lot about these Cyberponies. I don't entirely like admitting this, but it seems that I may need your help in this matter."

"Oh, you'll most definitely need my help," the Doctor said, smirking as he left the cell, "And I can guarantee that you won't regret it. Now then, if I could have my saddlebag back, I can get to work."

Back in the throne room, the Doctor, Pinkie Pie, Celestia, and a soldier stood gathered around a table where a map of the city was laid out.

"Doctor, I would like you to meet the captain of the guard, Glimmer Blade," Celestia said, gesturing to the armor clad grey unicorn.

"Good to meet you Captain," the Doctor said with a nod.

"Wish I could say the same for you," Glimmer replied coldly, "From the things the princess has said about you, I don't think you should even be out of that cell."

"Hold your tongue Captain," Celestia snapped, "I don't like this either, but the Doctor is the only pony here who knows anything about the Cyberponies. We need his help in this."

"Fine then. I will work with him, but I won't like it."

"Fine by me," the Doctor said, "Now then, show me where it is the Cyberponies come in from."

"They come into the city from here," Glimmer said pointing to the map, "There is a forest just outside the city from there. We suspect they have a stronghold somewhere within."

"Quite likely. A thorough investigation is definitely needed."

"I'll gather a group of my best soldiers together and we will storm their stronghold."

"No, that would be a disaster. From what Princess Celestia has told me, you and your men are no match for the Cyberponies. I will not allow any more deaths on my watch."

"Then what do propose we do? We can not battle these invaders with just two ponies."

"There won't be two of us. Pinkie will be coming along as well."

"You want to bring a mare with us?"

"I wouldn't underestimate Pinkie I were you."

"Yeah!" Pinkie agreed, "I wouldn't underestimate me either."

Glimmer turned to Celestia with a look of concern. The princess sighed and shook her head. "If it is what the Doctor thinks is best, then it is what we shall do."

"Right! Now then, there's something I'm wondering Captain," the Doctor said, looking intently at the map.

"What's that?"

"When the Cyberponies attack, how large is their force?"

"Not very big. Four or five at the most."

"Just four or five? That can't be right… How long have the attacks been happening?"

"About a week now."

"So, for an entire week, four or five Cyberponies come into town, taking several ponies with them back to their base to upgrade them. By now, they should have small but respectable army."

"What's your point Doctor?" Glimmer asked confused.

"Well, it's just that an army of that size is more then enough to capture every single pony in town and wipe out all resistance. So why haven't they?"

"Are you suggesting that there's something else going on here?"

"I'm not sure. All I do know is that this isn't normal Cyberman behavior. It is possible that these invaders are not Cyberponies or that Cyberponies are not like the Cybermen of my universe. Either way, we need to find the stronghold and find out what going on."

"Right then," Glimmer said with a nod, "Lets go."

"This is it then?" the Doctor asked, standing at edge of town.

"That's right," Glimmer replied with a nod, "This is where they come from."

"Wow, it looks really creepy in there," Pinkie said a little shakily.

"Don't you worry Pinkie," the Doctor said smiling, "Just stick by me and everything will be fine."

"That's right," Glimmer said, "Stay behind us and we will protect you from all harm."

"Hey, I can take of myself," Pinkie said, "Not all mares are helpless you know."

"Like I said Captain," the Doctor said with a smug look, "I wouldn't underestimate Pinkie if I were you. Now then, enough standing around. Lets go on in. Charge! Huh… Not it either."

"What's he talking about?" Glimmer whispered to Pinkie as the entered the forest.

"Just ignore him," Pinkie whispered back.

"Lets see what we got here," the Doctor muttered to himself, ignoring the others, "If they came from this way, there should be signs of their movement through the forest."

"Like what?' Pinkie asked moving up next to him.

"Hoof prints, broken branches, areas of the grounds been worn down into something resembling a path, things like that."

"I don't see anything like that," Pinkie as she looked around.

"Look over there!" Glimmer exclaimed, pointing, "It looks like somepony cut a path through those bushes."

"Good eye Captain," the Doctor said walking over to the bushes, "Someone has definitely cut through here. And look at the ground, worn down as if several people had passed through this way frequently. This is the way they came."

"So if we follow this path, we'll find the base?" Glimmer asked.

"That's right," the Doctor nodded.

"Well, what are we waiting for? Lets go!" Pinkie said and rushed down the path.

"Pinkie wait! Slow down!" the Doctor called out after her. Growling, he turned to Glimmer Blade. "Come on Captain, we can't let her get to far ahead."

"Right," the unicorn agreed with a nod and the two colts set off down the path. The path winded through the forest for about a mile before a large metal structure came into view. Slowing as they approached it, the two colts could see Pinkie standing still, staring up at it.

"Doctor, look at it," she said as the two colts got close to her.

"Dear Celestia," Glimmer said under his breath, "Is that the stronghold?"

"Yes. That is, without a doubt, the Cyberpony base," the Doctor replied, "It really is them then."

"How are we going to get in there?" Glimmer asked.

"Through the front door."

"What? Won't they have guards stationed there?"

"Of course."

"They'll capture us if we go in that way then!"

"I know. That's the plan."

"You're plan is for us to get captured? That's insane!"

"Look, Glimmer," Pinkie whispered to the unicorn, "I know the Doctors plans seem crazy and don't make any sense, but they always work out. Trust me."

Glimmer sighed and shook his head. "Fine. You want us to get captured, we'll get captured."

"Glad you see it my way," the Doctor said with a smile, "Let's do it." Walking up to the front door, the Doctor placed his hooves against the door and gave it a firm push open. "Knock knock!" he called out as the doors swung open, then sighed, saying, "They just keep getting worse and worse."

The inside of the base was large and expansive. Large consoles and screens lined the walls and there several doorways leading down long hallways. In the center of the room stood a pony-like figure. The pony appeared to be made of shiny silver metal. Instead of a mane on it's head, two thin metal tubes came up from the side then bent at a ninety degree angle and met together at a small round node coming up from the top of the head. In place of its eyes were two round holes and in place of a mouth was a thin horizontal slit.

"Who are you?" it said with an emotionless mechanical voice as it turned to face them.

"I'm the Doctor and you, I'm guessing, are a Cyberpony?"

"That is affirmative. But I ask again, who are you?"

"I just told you. I'm the Doctor."

"Titles are meaningless," the Cyberpony said stepping forward in a slightly menacing manner, "What is your name?"

"The Doctor is my name."

"And who are the other two?"

"Pinkie Pie and Glimmer Blade," the Doctor replied gesturing to them.

"You are trespassing on a Cyberpony base. You will be deleted." The Cyberpony began to walk forward as it spoke, energy crackling around its front hooves.

"Wait, hold it!" the Doctor called out, "We're here to surrender ourselves to you! For upgrading!"

The Cyberpony hesitated, stopping just a few feet away from them, the energy around it hooves dying away. "Upgrading?" it said, a faint, almost unnoticeable hint of confusion in its voice.

"Yes, we heard that you were taking and upgrading the ponies around Canterlot and, well it sounded so wonderful, that we wanted to be upgraded as well."

"Upgrading is the ultimate fate of all life. You will follow me," the Cyberpony said, turning and walking towards one of the doorways.

"Doctor, I'm sure about this," Glimmer whispered as they followed.

"Don't worry Captain, its all part of my plan," the Doctor whispered back.

"Yeah, don't worry!" Pinkie whispered as well, "The Doctors plans always work out in the end."

Glimmer sighed and shook his head. "If you say so."

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