(And here's my latest chapter you guys. Where the Turtles and Rainbooms gain an additional traveling companion.)

At the fortune cookie factory in New York, Rainbow Dash and Applejack were sneaking inside ninja style, "Come on." Applejack whispered to Rainbow and they went full ninja mode by hiding in the shadows.

They peeked out from behind the tanuki statue in the center seeing the place was deserted, "Perimeter's quiet." Rainbow noted.

"Too, quiet." Applejack said with suspicion.

A.J was about to take another step only for Rainbow to pull her back, "Wait. Listen? You hear that?"

"Hear what?" A.J asked, until dropping down from above was who else but Fishface.

"Hear me, country chica." Fishface answered, as he armed himself with his sword.

"Fishface!" Rainbow gasped, as she and A.J started fighting the fish mutant, until hearing another voice from behind.

"And that's not all." Walking out from behind the tanuki statue was Fishface's human form Xever Montes readying his two butterfly knives.

"I'm guessin' this fella's actually Xever." A.J guessed, as both Xever and Fishface stood side by side.

"Wow. Both of them at the same time. So awesome!" Rainbow cheered, "So which one ya want, A.J?"

"Does it really matter?" A.J asked dryly.

Rainbow shrugged, as the two engaged their opponents. Rainbow was fighting Xever while avoiding both his knives and his round house kicks, "Man, this guys good both mutant and human."

"No kiddin'." Applejack replied, as while avoiding Fishface's sword and metal legs.

The girls used all the ninja training they received through Splinter to fight the two. But their enemies started fighting back putting the girls back to back.

"Cornered now." Fishface mocked.

"Let's finish this." Xever said, as both of them charged at the two.

"Rainbow, duck!" A.J ordered.

"What?"

"Duck I say!"

Rainbow caught on, and the girls ducked causing both enemies to bash their heads into each others. They wobbled a bit before collapsing. Rainbow and A.J saw their opponents were defeated and smiled, "Yeah/Yahoo!" the two high fived.

Suddenly Xever and Fishface vanished as if they were holograms, and the factory vanished with the girls finding themselves in a big white room on board the ship, "Holo-simulation training is hardcore!" Rainbow cheered.

"May not have been the real thing, but it sure felt like it." Applejack admitted.

Suddenly the door to the room opened and Princess Twilight peaked in, "Girls, to the bridge. Fugitoid needs us." Applejack and Rainbow nodded as their followed their Princess friend to the bridge.


Once they arrived, they saw everyone gathered around the Fugitoid, "What's going on, Professor?" A.J asked the Fugitoid.

"We're closing in on the Triceraton mothership." he answered, as they saw out the window was indeed the Triceraton's mothership in the distance.

"Let's hope this plan to retrieve the black hole generator fragment works." Sunset hoped.

"Yeah. We don't wanna have to deal with more surprises like the neutrino's that invaded Mikey's head." Twilight noted of a more recent incident.

"Don't remind me." Mikey shivered.

Fugitoid pulled up a virtual layout of the mothership, as Leo began explaining, "Our best entry point is the auxiliary air lock. We'll take the stealthship to sneak aboard."

Fugitoid explained, "I am certain with 99.98% certainty that the first piece of the black hole generator is being stored in their main armory. April, Casey, and the girls will remain on the ship with me and monitor your progress."

"What?!" Pinkie cried.

"That's not fair!" Rainbow protested.

"I'm not getting left behind like a chump." Casey argued.

"He has a point, guys," April calmed them, " We're just not as stealthy as the Turtles. But I'm getting close." she said smugly.

"All right, guys, Operation Infiltrate Mothership is a go." Leo told his bros as they put their hands in and broke.

The group watched the turtles take the stealthship that was cloaked in an invisibility field to avoid detection. Rainbow watched feeling dismal, "This is bogus! Why can't we join them? I mean aren't there safety in numbers or something?"

"This is an infiltration mission, Rainbow. We want to avoid fighting them for now." Princess Twilight reminded her.

"Still, I hate being benched like this!"

"I actually don't mind sitting this one out." Fluttershy said in relief.

"Quite so. Besides I'm sure the turtles can handle this without us." Rarity added.

"Whatevs, I'm getting a drink." Rainbow left the bridge, while Fugitoid guided the turtles who had successfully infiltrated the mothership.

Suddenly something came up on the monitor, "Professor, what's going on?" Sunset asked.

"Someone's activated the second stealthship." Fugitoid gasped.

"But who could've..." Applejack began, until the girls announced, "Rainbow!"

Rainbow meanwhile was suiting up and boarding the second stealthship, "Bench me? Hah! Rainbow Dash can't be benched."

"Rainbow Dash!" Rainbow looked and saw the rest of the Rainbooms enter the ship.

"Hey, girls. What's up?"

"Don't 'what's up' us." Applejack replied in disappointment.

"What're you doing in here?" Twilight demanded.

"I'm gonna help the turtles no matter what anyone says." Rainbow explained.

"But Fugitoid ordered us to remain here." Fluttershy reminded her.

"Nothing against the professor, but this is what we've been trained to do. Stop the Triceratons from destroying earth. And you're all helping me." Rainbow pressed a button closing the air lock.

"Rainbow, don't do anything stupid." Rarity warned her.

"Too late." she grinned before activating the second stealthship.

The ship took off, as Fugitoid's voice came onto the comlink, "Rainbow Dash..."

"Fuge, I know this is going against your orders, but I won't let that come between me and helping my friends!" Rainbow argued.

"Actually, I was going to say it's a good thing you carried out your careless act."

"Huh?" Rainbow asked.

"What do you mean, Fugitoid?" Pinkie asked.

"It pains me to say it, but the turtles have been captured."

"What?!" the girls cried.

"So much for the sneak aboard." Applejack sighed.

"I can't find them directly, but I'm still trying. In the meantime, when you get on board stay alert and be ready."

"You can count on us, Professor." Princess Twilight promised. The girls activated the cloaking device as it came up to the nearest airlock.


They dawned their helmets and entered the mothership, "Ok, we're in, but how're we going to find the turtles here?" Sunset asked.

"Sunset's right. This place is huge." Rarity noted.

"I got it covered," Twilight pulled up specifications of the ship from a tablet, "If the Triceratons have captured the turtles, they'd be putting them in a holding cell. It'd be located around here." she pointed to a spot on the mothership layout.

"Then let's get going," Princess Twilight said, "Once we find the turtles we get the black hole fragment." The girls nodded, and hurried.

As Twilight navigated them through the ship, they made sure to keep themselves from being seen by any Triceraton guards. After dodging three guards, Pinkie spoke, "Boy! That was close huh?" Pinkie asked a little loudly.

Suddenly the guards they were avoiding noticed them, and aimed their blasters at them, "Halt!"

"Take them down!" Rainbow called, as the Rainbooms engaged the guards.

Much like before their fight in the Aeon Temple, fighting the dinosaur aliens wasn't an easy feat. Things got worse for the girls, as more guards showed up and restrained them, "Unhand us you brutes!" Rarity demanded.

"What's this?" came a voice, as Mozar approached, "You girls too?"

"Where are our friends the turtles?" Applejack demanded.

"Don't worry, soon you'll be in the same place as them," Mozar turned to one guard, "Throw them in the brig."

"Yes, Admiral Mozar." the guard answered.

Mozar grabbed Princess Twilight by the arm, "Except this one. She is coming with me."

"Let me go!" Princess Twilight struggled.

"Twilight!" the girls cried, as they were escorted off by the guards.

Mozar dragged Twilight who tried to break free but to no avail, "Let me go, Mozar! Where are you taking me?"

"To our emperor." Mozar answered, as they pressed on.


They entered a chamber inside the ship where Princess Twilight saw a Triceraton sitting on a throne. He was wearing armor, and wore a red cape, red crown, and red mouthpiece, "Emperor Zanmoran, sir."

"What is it, Mozar?" the emperor asked, "I was just about to head to the arena to watch our prisoners fight."

"Emperor Zanmoran, I present to you Princess Twilight Sparkle of Equestria." Mozar began.

"Oh, yes. The girl you mentioned from Xaava-Dal," The emperor said, as he got up and approached them, "Welcome, Princess. I am Emperor Zanmoran of the Triceraton Empire."

"Wish I could say it's an honor, but it's not." Princess Twilight frowned.

"My admiral told me of how you tried to take the fragment of the heart of darkness but failed to do so."

"You and your kind are making a big mistake!"

"Do not raise your voice to our emperor!" Mozar scolded her.

Zanmoran held an arm out, "It's all right, Mozar. The girl should speak her mind. Why do you think we are making a mistake?"

"That thing can destroy entire planets, along with every innocent life that lives on it. And you don't care how many you sacrifice just to find the Kraang?"

"Do not hold us accounted for that the Kraang move in on planets with so much population." Zanmoran answered.

Princess Twi looked in disbelief, "How can you Triceratons be so cold hearted?"

"You can thank the Kraang for what they did to our home planet."

"Emperor, what shall we do with her?" Mozar inquired.

"Let's let her watch her turtle friends compete in the Arena of Carnage."

"Arena of Carnage?" she asked with worry.

"Yes. A chance to see your friends for one last time." Zanmoran and Mozar laugh.


Meanwhile the Rainbooms after being stripped of their weapons were tossed into a holding cell. Pinkie banged on the doors, "What about my Miranda rights? You're supposed to say, "You have the right to remain silent!" Nobody said I have the right to remain silent!"

Rainbow groaned, "Pinkie, you have the right to remain silent! What you lack is the capacity."

"Oh, I can't be in lock up. What if they make us wear jailer garb?" Rarity asked and cried, "I can't do it!"

"Get a hold of yourself, Rarity!" Applejack shook her by the arms.

"Yeah. We just have to wait and hope Fugitoid, April, and Casey can find a way out for us." Sunset added.

"I wouldn't be so sure. No one escapes the Triceraton Empire." came a voice from the cell.

The girls jumped, as Fluttershy whispered, "Someone is in here with us."

They saw in the shadow of the room was a big figure sitting on the floor, "Who're you?" Twilight asked.

"Like yourselves, I am also a prisoner of the Triceraton Empire."

"Oh, how horrible for you." Rarity said in sympathy.

"It was my fault for challenging Zanmoran's authority."

"What's your name?" Twilight inquired.

"Traximus."

"Well, Traximus. My name's Twilight. And these are my friends, Pinkie Pie, Fluttershy, Rainbow Dash, Rarity, Applejack, and Sunset Shimmer."

The figure got up and came out of the shadows revealing to have been a Triceraton dressed like a gladiator, "I am honored to meet you."

"You're a Triceraton?" Fluttershy gasped.

"Unfortunately." he sighed.

"Why would the Triceratons lock up one of their own?" Sunset asked.

"Because I am a traitor to my kind."

"How did you betray them, if you don't mind me asking." Rarity inquired.

"Many years ago I was once an honorable warrior of the Republic. But then the Kraang took our home world using the Heart of Darkness. I was one of the lucky ones to have escaped with the others here. In our pursuit of the Kraang and search for the Heart of Darkness fragments I challenged Zanmoran's belief of using it even on the Kraang. What honor is there in using a weapon on a planet that may or may not be a hiding place for the Kraang, at the expense of millions of innocent lives?"

"There sure ain't no honor in that." Applejack agreed.

"Finally someone who sees the problem in using that Black Hole generator." Rainbow added.

"For voicing such defiling words I was convicted of high treason and locked up here. I'm only released when they want me to battle others Zanmoran has captured in the Arena of Carnage."

"That doesn't sound like a pleasant place." Rarity feared.

"It is not for those who're forced to fight in it," Traximus replied, "But why have you been captured?"

"We snuck on board in hopes of reclaiming the first piece of the black hole generator." Twilight explained.

Traximus was surprised by this, "You all must be very brave or very foolish to try and carry out such a risky move."

"We had too," Applejack answered, "The Triceratons have our friends captured here and we have to rescue them."

"As I stated before, escape is not possible."

"You know for a Triceraton warrior all about honor. You really don't sound like some honor bound white knight." Rainbow noted.

"Through all the times I've been forced to fight so many innocent lives in the arena, my honor went with them."

Rainbow frowned and stormed up to him, "So you just gave up?"

"Rainbow." Twilight tried to stop her, but Sunset held her back.

"You think talking back against your emperor for wanting to sacrifice entire planets was a mistake? Dude, you had balls to say that to him! We all agree here it's insane. But we're not giving up. We're gonna see it through till the very end. We're going to escape, then we're gonna find the black hole fragment and the others, and destroy them! And no Triceraton is going to stop us!"

Traximus looked at Rainbow with wonder, as he flashed back to when he himself stood up to Emperor Zanmoran no matter what the consequences would be. Finally he smiled and let out a chuckle, "You're full of such loyalty and honor, Rainbow Dash. You remind me a lot of myself in my old days."

Everyone was glad to see Rainbow got through to Traximus, as the girl extended her hand to him, "No problem. So friends?"

Traximus smiled and shook her hand, "Friends," Suddenly Rainbow glowed and ponied up taking Traximus by surprise, "What is this?"

"This is what I call busting us out!" Rainbow said, as the rest of the girls minus Twilight ponied up as well, and they released a blast of magic which burst the door down.

"All right, you did it!" Twilight cheered, as the girls powered down.

The girls stepped out of the cell followed by Traximus who looked around, "We better hurry and find your friends. I fear they are in a huge amount of danger. Especially if they're forced to face Zeno."

"Who's Zeno?" Fluttershy asked.

"A Triceraton warrior like myself. He and I were both imprisoned for questioning Zanmoran and his plans for the Heart of Darkness."

"Is he as honorable as you?" Sunset asked hopefully.

"All that and more."

"Then we're gonna spring him from here too." Sunset said.

"You mean it?" Traximus asked in disbelief.

"Yes. Both of you can help us in stopping the Triceratons." Sunset smiled, as the rest of the girls agreed.

"Thank you, all. Now come. We must hurry." Traximus ordered, as he and the girls grabbed their weapons and hurried to rescue their friends.


In the Arena of Carnage, Zanmoran sat on his throne with Princess Twilight sitting next to him on a smaller throne. As the Triceraton Emperor was enjoying himself, Princess Twi was not having fun. She had just watched her friends the turtles survive a battle with a horrifying monster at the skin of their shells.

As Zanmoran took a sip of his drink, he turned to his guest, "You should take pride in this, Princess. Not anyone can sit next to the Emperor of the Triceraton Empire."

"I won't be sitting here forever. My friends the Turtles can handle anything as you've just witnessed. They'll find a way out and so will I."

"I will admit the turtles are formidable opponents. But their next opponent will not be so easy."

"Emperor Zanmoran!" Mozar called, as he approached, "I bring forth the Fugitoid! On your knees!" he dropped Professor Honeycutt in front of Zanmoran. The professor looked up at the Emperor grumbling.

"Professor!" Princess Twi gasped.

Zanmoran chuckled, "Professor Honeycutt, welcome. Witness the destruction of your turtle friends."

Princess Twilight looked down and saw the turtles enter the arena again, and became worried. Suddenly an announcer spoke up, "And now, the vile mutant terrapins face your Triceraton champion. The great The merciless, Zeno the Undefeatable!"

Princess Twi watched as emerging from the other side of the arena was a hulking Triceraton bigger than all others wearing gladiator armor and carried a giant hammer, "Whoa." she gasped. She watched helplessly as the turtles were dodging Zeno's hammer swings for their lives.

Zanmoran spoke up to Fugitoid, "Why let your friends suffer? I might consider sparing them if you complete the Heart of Darkness."

Fugitoid's eyes changed to a look of anger and answered, "I will never build such a weapon for you, Zanmoran."

As the turtles continued to get their shells handed to them, Zeno had Leo pinned to the ground with his hand alone. Princess Twilight got up knowing it was going to end badly, "NO! Leave him alone!"

"Silence!" Mozar ordered forcing her back into her seat.


Meanwhile the Rainbooms and Traximus had reached the tunnel leading to the arena, before they stopped and saw Zeno looked ready to finish Leo, "Leo!" The girls gasped.

"That is one big Triceraton." Twilight shook at the sight of Zeno.

"Zeno," Traximus gasped, as he ran onto the field, "Zeno!" all eyes fell upon Traximus, including the turtles and Zeno himself.

"Traximus?" Zeno asked.

"Zeno, this must stop now!" Traximus ordered, "We don't have to fight anymore."

"Listen to your buddy, Zeno." Mikey pleaded.

"We were honorable soldiers, but we lost our way when Zanmoran made us think we were fools for opposing him. But the only fool is him as it's always been. These girls have shown me kindness and heart. And most importantly honorable loyalty to those they care about. And I see it in your eyes. These turtles are just the same and you know it."

Zanmoran not wanting Zeno to be tempted announced, "Do it, Zeno; finish the aliens and traitor and you will have earned your freedom," As the Triceratons cheered for Zeno, the gladiator Triceraton looked at the turtles before spinning around and throwing his hammer right for the emperor. Zanmoran quickly ducked avoiding the hit, "You dare!"

Zeno spoke out, "These are honorable beings. We are here because we wish the Heart of Darkness destroyed. But you would use it like some cowardly Kraang!"

"Ooh, you just got pwned!" Pinkie called to Zanmoran.

Zanmoran growled at Zeno's defiance and announced, "Destroy him!" Many Triceraton guards armed with blasters entered the arena. Zeno and Traximus started fighting them along side the Turtles and Rainbooms.

Zeno turned to his friends, "Go! Find the black hole generator. Destroy it! Traximus, you go and help them."

"No. I won't leave you!" Traximus answered.

"Don't worry about me, Traximus. I will be ok." Zeno promised.

Traximus smiled, "Good luck my friend." Traximus fought his way through the Triceratons to help the group.

When a hover speaker crashed onto the ground, Leo called to Donnie, "Donnie, can you hot-wire that thing?"

Donnie quickly got to work and was successful, "Like a turtle do!" he was almost attacked from behind until Traximus stopped him.

"Word to the wise, watch your back." Traximus told Donnie who chuckled sheepishly.

Mozar continued to keep an eye on the arena until the hover speaker flew up with the turtles on top and Traximus climbing up stand with the girls hanging onto him.

"Surprise!" Leo called, as the turtles tackled Mozar to the ground.

The Admiral got up and saw the turtles, Rainbooms, and Traximus holding Zanmoran at weapon point with Traximus holding a giant axe to the emperor's neck.

"One step and your emperor's history!" Rainbow warned Mozar.

"Let the Fugitoid and Princess Twilight go, and we walk out of here." Leo ordered.

"Make your move, Reindeer Games." Pinkie smirked.

Mozar not wanting harm to come to his emperor lowered his blaster down allowing Princess Twilight and Fugitoid to go over to their friends.

"Are you ok?" Sunset asked the Princess.

"I am now. Thanks."

Fugitoid spoke up, "My friends! I was just formulating a most excellent rescue plan."

"What about Zeno?" Fluttershy asked, watching the warrior fight for his life in the arena.

"Zeno can handle himself." Traximus promised.

"Come on, let's go!" Leo ordered, as they ran for it with Zanmoran still at blaster point was forced to follow them.


As they ran through the ship, the emperor still had stuff to say, "Fools! You have made a grave enemy of the Triceraton Empire."

"We make enemies just about every day," Pinkie replied, "It's actually become normal for us."

"I certainly wish it wasn't." Rarity said.

Following behind was Mozar and more soldiers. The Admiral called out to them in their pursuit, "Even if you get off this ship, there is nowhere in the ten dimensions we will not find you."

The group heard screams up ahead, and saw April and Casey carrying the fragment of the Black Hole generator contained in one of the Triceraton prison bubbles, with Triceraton guards blasting them, "Watch out, Triceratons behind us!"

"Triceratons behind us!" Raph replied. The two sides screamed and collided with each other.

The guards in pursuit of the turtles and Rainbooms stopped, as a guard spoke, "Emperor Zanramon. Hold your fire!"

Zanmoran spoke up, "No! They have the Heart of Darkness."

"Wipe them out!" Mozar ordered.

Fugitoid called, "This way, my friends! Beep!" They ran for it as the Triceratons continued to pursue them.

"I hope you parked close!" Leo told the Fugitoid.

"Hold your breath, everyone!" April called, as she opened an airlock.

"Oh, dear." Fluttershy gasped.

"You gotta be kidding!" Raph cried.

The airlock opened, and they held their breaths before flying out through it. April using her psychic powers in conjunction with the aeon crystal was able to safely levitate them to the stealthship that lowered it's cloak.

Inside the ship, Mozar held onto the wall so not to get sucked out and shouted, "Don't let them escape! Launch raptors."

The Stealthship flew back to the Ulixes, as the Raptors were deployed, "Punch it, Fugitoid!" A.J and Sunset ordered, as the Ulixes went into hyper drive while going into invisibility mode.


When they got far from the mothership everyone was at ease, "That was a close one." Donnie said feeling tired.

"Too close." Rarity noted.

"I can't believe we fought our way through the Triceraton mothership and back out again!" Raph said in disbelief.

"Neither can we." Applejack replied, as Casey spoke.

"I can't believe I missed your awesome gladiator battles!"

Both Spike's were also disappointed, "Yeah. It probably would've been better than a live version of Ogres & Oubliettes." Spike added.

"We wouldn't have made it without Zeno." Mikey said, as he was eating some space bugs.

"Yes. Zeno will always be an honorable and noble warrior." Traximus saluted.

Sunset approached Traximus looking guilty, "Traximus, I'm so sorry. We couldn't help Zeno like I promised we would."

Traximus laid a hand on Sunset shoulder, "You have nothing to be ashamed of, Sunset Shimmer. Zeno wanted it this way. And I am confident we will see him again."

"I do too. Until then let's remember him as a true friend." Pinkie added.

"Well said." Princess Twilight smiled.

"Well, we made it out with the black hole piece," April noted, "One piece down, two more to go."

"Will you help us in finding the remaining pieces, Traximus?" Leo asked the rebel.

"Zeno would have it no other way. Yes. I will help you." Traximus pledged his loyalty to them.

"Where do you think we'll find the next one, Professor?" Twilight asked Fugitoid.

"I have an idea where to start."

Mikey jumped up and spoke with his mouth full, "That calls for, booya mmm booya..."

Rarity sighed, "Can somebody finish for him so he can stop talking with his mouth full?"

Fugitoid jumped up and announced, "Booyakasha!"

"Thank you." Rarity replied.

Traximus looked amused, as Applejack nudged him, "I know it'll take some getting used to things around here."

"Don't worry, Applejack. I think I will enjoy it here." Traximus smiled feeling like he was truly liberated from the Triceraton Empire.

(And there you go. I couldn't just use Zeno as the only rebel so I made Traximus from the 2003 series into a character here as well. See you next time.)