Chapter 13:Fall Weather Friends

"Looking good so far ladies. Pretty even from the looks of it…!"Orion called from a folding chair as he watched Applejack and Rainbow Dash going at it.

They were deep in a game of horse shoes, and so far Rainbow was barely winning. Applejack still had plenty of time to make a come back, but Rainbow was in the zone. Maybe even a bit too into the game from the looks of it, but he did have a hankering for competition. He remembered when a certain mare was his rival in close combat training. She certainly earned his respect, and was renowned as the most deadly and versatile fighter of his group.

"Whoo hoo!"Rainbow Dash cheered as she finally got the upper hoof in the game with a close call horse shoe.

"Hoo wee! Good pitch there. Not bad for a pony who works with her head in the clouds."Applejack talked a little playful smack that made Orion snicker.

"Oh yeah? You think you can do better cow girl?"Rainbow Dash challenged Applejack' smack talk.

"I know I can,"Applejack picked her horse shoe up and tossed it good, but it came up short behind Rainbow's horse shoe,"Oh, for petes sake…!"

"Next time don't go bragging and getting over confident Applejack,"Orion decided to annoy them with another wise stallion's saying,"Remember, you talk smack, and you get smacked!"

"I swear, he talks like he's our dad sometimes,"Applejack mused at Orion's conduct while Rainbow Dash laughed and tossed her horse shoe, missing her mark by a mile,"Wow Rainbow. You couldn't hit a barn door with that kind of throw…!"

"Yeah, yeah. I still have the closest throw, Applesmack. Just try and beat it…!"Rainbow challenged the earth pony's skill and will to win.

"Careful Rainbow, talk smack and you're going to get smacked…!"Orion warned before Applejack tossed her horse shoe, and sure enough she nailed the ring and won the game.

"Yeehaw! That's how we do it back on the farm!"Applejack cheered for her great victory this day while Rainbow tasted defeat.

"I lost…"Rainbow took defeat pretty hard from the looks of it.

"It happens… Yeah it angers you, yeah the shame and damage to the pride hurts a bit,"Orion applauded for the game that was concluded by a decisive victory,"But it's something you need to be ready to take and learn from to become better and refine your skill."

"Besides… It's all in good fun."Applejack said with a bit of smugness for her victory.

"I hate losing…"Rainbow mused with the pain and hate for losing a game.

"Awe come on now. You're a mighty good athlete. I'm just better."Applejack chuckled proudly as Orion lifted an eye brow at her boasting going too far.

"You may have won, but you might wanna think twice about getting that high and mighty,"He warned with his crystal eyes staring her down and pointing a finger down at her,"I could have easily just got off my chair and smoked you in the game, but I came here to see a friendly little game…!"

"And you know something Applejack? I think I am STILL the top athlete, so how about we prove this once and for all?"Rainbow stomped her hoof down to challenge.

"Prove what?"They both questioned Rainbow's sudden decision.

"I challenge you to an iron pony competition. A series of athletic competitions to decide who's the best, once and for all!"Rainbow explained the sudden call for a big competition between her and Applejack.

"You know what Rainbow? You're on!"Applejack accepted the challenge as they spit in their hooves and bumped them together to agree to the challenge.

"All this over a game of horse shoes…?"Orion asked with bewilderment at the competitive spirit in both mares.

Before he knew it, he was now in a make shift judge seat at a home made athletic competition. He sighed as he saw the Pegasus and earth pony limbering up for the challenges. Why they asked him to be the judge after complaining about his intake, he never got an answer. Now he was all of a sudden the judge of this big athlete challenge. The only one from the looks of it, at least until Twilight, Spike, and even Typhoon showed up for the competition.

"Greetings Typhoon…! Lovely day for a trial of the over pride muscle ponies…!"Orion greeted his friend before Typhoon took a seat with him.

"Perhaps… So you specifically said… This all happened because of a horse shoe game?"Typhoon questioned and blew a bit of his dark green mane away from his face.

"Apparently, but Rainbow's got some sort of inferiority complex, and Applejack is too self righteous,"Orion gave his blunt take on the cause of this big competition,"And I guess this is the junk that happens when you put those kind of mixes together."

"Fair enough opinion, but even so, we might as well indulge in a bit of competition."Typhoon closed the case with a set and sound decision to just go with the it.

"They made you a judge of the competition as well? Sorry you got roped in."Orion apologized, but he was chuckling on the inside.

":Yes… They said I looked like a stallion of…experience… They could have just said I'm old enough for good judgment,"Typhoon slightly mused but held his gentle smile while Orion let his chuckles out,"Twilight will be a judge as well, but a more in the field type of judge."

"Pretty brave of her to get in between those two bulls in mare's clothing,"Orion chuckled and sat back to watch the fireworks unfold,"I swear I didn't know competition could get so serious… Too serious even…!"

"Don't you forget… You and Shadow Swirl were competitive rivals yourselves,"Typhoon shook his head and let out a quiet snicker,"You would get so mad because she was the fastest combat artist. Even with your eyes she could keep up with you when it came to punches and kicks flying all over the place."

"Yeah, at least I could keep up with my rival. You couldn't beat Thunder in anything you two did."Orion commented back with a snickered and was rewarded a sharp stare at Typhoon.

"Hello every pony! And welcome to the first annual iron pony competition!"Spike shocked the old warriors out of it by announcing the competition.

"Who are you talking to Spike?"Twilight questioned before they noticed the big crowd of ponies that came to watch.

"Uh…them…! Let the games begin!"He answered her question and finally kicked off the competition.

The elder judges stayed in their seat, and observed the first challenge. A simple test of reflexes, and speed, proven by the art of barrel strafing. The challenge was simple, strafe pass the barrels as fast as you could without so much as touching the barrels. The one who got to the end the fastest with the least barrels hit would be the winner of the competition. The bets were easily on Rainbow Dash for Orion, but Typhoon decided to place his bet on Applejack.

They watched Applejack already charging and strafing through the barrels. However she made a miscalculation upon one of the last few barrels, and her flank bumped right into it. Orion saw that tiny mistake crystal clear with his eyes and chuckled at the justice for her smack talk. Though it was even funnier now that he saw Typhoon a bit miffed for Applejack messing up. That left him on the losing side of the bet as Applejack finished her run.

"Time, Spike!"Twilight called to Spike to stop the timer.

"Seventeen seconds!"Spike called back before Orion interrupted the time judging.

"Of course, there is a five second penalty for hitting the barrel!"Orion called as Typhoon put his head on the table with little amusement.

"Awe nuts and chews! Still, that's twenty two seconds, not too shabby,"Applejack kept her head held high and feeling confident with her score,"Hey, don't be nervous. Remember, It's all in good fun. Now get on up there…!"

They all simply watched as Rainbow Dash responded by taking off as fast as a lightning bolt. With her natural Pegasus abilities she was strafing flawlessly and missing each and every barrel. Orion played it smart this round from the looks of it, but Typhoon remained unimpressed. After all he was a Pegasus too, and any Pegasus could dominate a challenge like this one. Rainbow was done before they knew it, and was already applauding herself for her triumph.

"Wanna bet on the time of that accomplish?"Orion chuckled while Typhoon sighed and guessed.

"Let me guess… Seventeen seconds… Whatever, I could have done that within five seconds…"Typhoon mused while giving Orion his ten bits for the bet.

"Thunder could have done that in his favorite time… Point zero one seconds…!"Orion almost choked on his chuckles, laughing at how salty Typhoon was about losing.

"There's plenty more challenges for them to go through yet, double or nothing…!"Typhoon challenged a bit aggressively with his comrade.

"Fair enough Typhoon… Game on!"The two slammed their heads together to challenge each other.

The next challenge was a show of strength by kicking the stand and ringing the bell. Rainbow went first and slammed her hoof down, she had rang the bell and was feeling confident. Applejack simply spat and went next before kicking the stand as hard as she could. That resulted in not only ringing the bell, but also knocking the bell clean off the mechanism and sending it flying. Orion was now without amusement and gave twenty bits to Typhoon and sighed nice and hard.

"All them years of apple bucking!"Applejack bragged of her mighty strength's origins.

"Double or nothing fly boy…!"Orion challenged the bet again for the next round.

The next match was a simple rodeo, the whole Apple family was cheering on the side lines for this one. Spike was unfortunately the cow boy for this challenge, and the iron pony mares were the bulls. That watched with anticipation as Spike held onto Applejack for dear life. While the orange earth pony began to jump, kick, swerve and buck all over the place like a bull. It was the normal eight seconds before Spike was flung into the air, and landed on Rainbow's back.

"Ready for another pony ride?"Rainbow asked.

"No…!"Spike denied the desire to get another pony ride.

Rainbow was given the go to start bucking, but didn't even need to do that. She simply shook her whole body, jumping up and down like a machine. Within mere seconds, she had sent Spike flying off her back and into the score board. He slowly fell from the score board and crashed right onto the judge table where Orion was now feeling more confident. Especially while getting forty bits from a very upset Typhoon Breeze that looked like his face was almost going red.

"Double or nothing times two!"Typhoon demanded.

Their next challenge was another western based challenge, lassoing. Spike was the little dogie, and the two rivals were the cow girls that would hog tie him. Spike was less than amused about being the hog tied animal, and was then hating it more. Just as Applejack pulled some fancy moves with her lasso rope before wrangling in the baby dragon. Hog tying him like a goat, and standing triumph like a champion cow girl.

"Does this count?"Rainbow Dash asked while hanging nice and tightly tied in a tree by her own rope.

"Unfortunately not…! Double or nothing times four!"Orion yelled at a cackling Typhoon now holding eighty bits.

The next challenge was simply tapping and balancing soccer balls on their heads. Applejack was more raw muscle than balance, and it caused her to topple over. While Rainbow Dash's stamina and balancing skill allowed her to keep going. She even went with bonus points by tapping and balancing Applejack's ball with the back of her hoof. Orion applauded with a hundred and twenty bits sitting in front of him while Typhoon was pulling at his long mane in complete frustration.

"Double or nothing times six you dirty playing buck head…!"Typhoon growled and strained to keep his voice gentle.

Through hay stack tossing, and hoof wrestling. The challenges went by with both mares taking a point in each challenge. Orion and Typhoon could not have been on edge more since they did have money riding on it. Typhoon was on the losing end so far, and Orion looked like he was going home with some bits. However the next challenged look to be a promising one since it involved pure power and veracity.

The final was a simple distance challenge by kicking a foot ball as far as they could. Rainbow kicked her football first, and launched it a pretty impressive distance. However, one big and powerful buck by Applejack, sent the foot ball blasting right through a Pegasus cloud. Almost sending it into orbit from the looks of it. This costed Orion a ton of bit, and was broke while Typhoon sported a hundred and 220 gold bits.

"Looks like I win this big challenge friend… I got all the bits this time…!"Typhoon bragged in the heat of the competition while Orion was banging his head on the table.

"All or nothing if Rainbow wins the rest of this iron pony competition!"Orion demanded in the heat of the competition as well.

"Fillies and gentle colts! At the half way point, our competitors are tied at five!"Spike announced to the cheering and growing crowd.

"Who are you talking too?"Twilight and Orion questioned the baby dragon before he pointed the huge crowd that gathered to watch the event.

Finally the next half was a go for broke of random challenges now. It started with a simple push up contest between the two athletes, and they were nearing the one hundred push ups. They were both straining themselves and nearing victory, but both couldn't hold on much longer. They were both about to drop at push up ninety nine. Only for Rainbow to pull a crafty, but permitted trick in her books by flapping her wings to get her that one hundred count while Applejack dropped.

"Yes! Yes…! There's still hope!"Orion cheered in a composed but impressed way.

"What…?! That's allowed?! She just used her wings…!"Typhoon complained about Rainbow using her wings to win.

"Why is that a big deal? They never said it wasn't allowed, and you're the last one to talk about using wings,"Orion poked Typhoon's nose and showed him the business on this one,"Do not forget who kept flying when the rest of his comrades decided to actually RUN on the twenty mile morning runs around the city in basic training…!"

Typhoon strained, and groaned in frustration, trying not to get loud or angry. Only for it all to get worst as the games went on down the line, thanks to Rainbow's wings. He was beyond triggered as Rainbow won a mud race with a chick protecting twist. Her wings operating as a protective barrier for not just her own chicks, but even for Applejack's. Typhoon was biting the table in a sweat as Rainbow's renowned wings were beating Applejack in everything.

Now it was just down to the final event that would determine the iron pony. A good old tug of war over a pit of fresh and soggy mud, a test of shear power and will. Both stallions were on the edges of their seats, this was the round that determined who would go home broke. Typhoon was chewing on a clip board he borrowed from Spike as they watched the mares start. Both pulled with all their might, they appeared to be some what even in strength.

Suddenly Orion feared as Rainbow was then losing thanks to Applejack's will power. He could see the rest of his bits slipping away while Typhoon was ready to jump for joy. Orion pounded his fist, and accidentally snapped the table in two upon hitting it a third time.

"It looks like the work horse may just come out on top!"Spike announced what appeared to be defeat for Rainbow Dash.

"No! You gotta be kidding me…!"Orion grabbed his head, ready to rage before Rainbow pulled out the wings and flew up in the air, dangling Applejack over the mud.

"Hey, that's not fair! You can't use your wings to help you win!"Applejack and Typhoon ranted, only for Typhoon to get put in a head lock to be stopped.

"Huh?"Rainbow played with her as Orion gave her a thumbs up.

"You're cheating…!"Applejack muffled through her locked in teeth.

"I can't hear you with the rope in your mouth!"Rainbow called to Applejack, forcing the earth pony to spit it out and seal her fate.

"I said…! Uh oh…!"Applejack realized her mistake too late and fell into the mud puddle, losing the challenge.

"Whoo hoo! I win by a landslide…! Or a mud slide in your case,"Rainbow won her bragging rights in the competition and celebrated her hard fought victory,"I am the iron pony!"

"And I got the all while you got the nothing,"Orion bragged while letting Typhoon go to give his congratulations to Rainbow,"Nice job Rainbow, just don't let this victory go to your head and endanger your relationship with your-"

"Only cause you cheated…!"Applejack got out of the mud puddle and called shenanigans on Rainbow Dash.

"What?"the victor and the man challenged the call.

"You used your wing power to win over half of those contests…!"Applejack ranted about the "unfair" game play on Rainbow's part.

"Applejack, you never said she couldn't use that to her advantage, so it was permitted,"Orion finally decided to be a judge in the competition rather than just the guy who bets,"Besides if she wasn't allowed to use her wing power. We would have to balance it out and not allow YOU to use your unmatched earth pony strength. Just your average one hundred percent rather than your one hundred and ten."

"Exactly, and believe me. I would have won, even without my wings!"Rainbow defended her victory and her athletic abilities without the need for wings.

"Prove it."Applejack challenged once again in more competition.

"Gladly…! How?"Rainbow questioned the new challenge.

"Tomorrow is the annual running of the leaves. I challenge you to race me in it!"Applejack stated the new challenge coming tomorrow.

"Heh! Easy shmeasy!"Rainbow took to the air and was pulled back to the ground by Orion.

"Hold on, there is one condition! The point is to RUN! So no wings!"Applejack added to the challenge even when it is in fact a rule that you can't fly in the race.

"No wings! No problem!"Rainbow agreed to the condition before they sealed the deal with a spit hoof bump.

Suddenly they heard the quaking and thrashing crashes of the ground under them. The cracking of wood that sounded behind every pony from within the Ever Free forest. Growls and quiet angry peeps were heard as they turned to the forest to see trees flying. Trees exploded into splinters, and disappeared into the sky if not toppled over from the force of sudden sonic booms. Large bubbles of wind shattered trees like glass and even shattered a timber wolf into pieces beyond repair.

A couple stomp like shakes nearly cracked the very earth they stood on. After seeing a bunch Ever Free spiders fly into the sky, and a large and loud roar nearly shatter their ear drums. The quakes stopped, and the forest was calming down from the sudden burst of chaos. Slowly, Typhoon came out of the forest with an ice pack on his head, taking deep breaths. He appeared to have burned out all the frustration and was left with self loathing and embarrassment for his "little" tantrum for losing.

"I am so sorry about getting too into this rather unsettled competition, that's not usually like me,"Typhoon apologized and gave Orion a honest hoof shake before leaving with Fluttershy,"We need to stop at the bank and get Orion his winnings for this competition Flutters…"


The next day came in the blink of an eye, and every pony was ready for the race. It all started at the beginning of a large cluster of trees full of red, orange, and yellow leaves. It was important that this race took place, for the running of the leaves allowed ponies to make the leaves fall with the stomping of their fast hooves. This was a fun, and much more acceptable tradition for Ponyville. So much that Orion and Typhoon were also taking part in it.

Orion chose to do the race shirtless, regardless of the scars his torso showed. He was also sporting white shorts rather than his black weighted training shorts. He never felt more confident in this race now that he didn't have an attire as heavy as a mountain weighing him down. He fixed the slight hood over his whole head to ensure that it didn't fall off by accident. For the final touch, he slapped his hand to his chest and activated his crystal armor, this caught the attention of Typhoon.

"What are you doing? This has nothing to do with armor unless your phobic to injury…"Typhoon asked while adjusting his white and green head band.

"I got this in the mail this morning…"Orion showed a letter off as he was suddenly changing his visual form into the red pony with the armor's camouflage ability.

"Ooh…! You got a letter from a certain some pony. I wonder who it is,"Typhoon read the letter and already saw the name at the end of it before he knew who it was,"So silly Tia is visiting in hopes of learning more about her big brother…!"

"Just shut up and act natural when she shows up…!"Orion looked over to ignore the issue he faced to see Applejack and Rainbow Dash facing off.

"So Applejack, are you ready to win second place?"Rainbow questioned in a cocky attitude that required an adjustment.

"I think the question is, are you both ready to win third and fourth?"He called out to the mares who were baffled to see Typhoon and Orion in the race as well.

"You gotta be kidding me…! The two of YOU are doing the race too?!"Applejack questioned the two old warriors.

"Yeah, but don't worry, we'll go easy on you…"Typhoon said before Applejack decided to go with the condition she gave Rainbow.

"You are NOT allowed to use your wings!"Applejack commanded to Rainbow to play fair.

"I could win this race with both wings tied behind my back…!"Rainbow tried to be bold and proclaim that she didn't need her wings to be.

She would then be put to the test as Applejack took out a rope to make sure Rainbow went by that statement. She strapped the cocky Pegasus down nice and tight. Her wings were tightly strapped around her body and incapable of moving or bringing her into the air. Orion nodded in agreement to make the game fair, and it even made him think about how Typhoon tend to fly in these sort of events as well. He smirked while Typhoon chuckled before getting tackled.

Next thing Typhoon knew, he was getting up slowly and rubbing his head. Looking around, but noticing he could not move or flex his wings in the slightest. He looked to his wings and found them completely encased in red crystals, restricting his ability to fly.

"Just so you don't resort to flying as well mister corner cutter…!"Orion snickered while Typhoon simply sighed.

"You two made up awfully fast…?!"Applejack noticed that Orion and Typhoon appeared to have gotten on even and cool ground with each other.

"Well of course. Just because we were getting crazy with each other yesterday doesn't mean we act like enemies from then on,"Orion stretched his arms and explained the importance of their friendship,"We're comrades…! We fought tooth and nail for thousands of years. We learn to trust in each other no matter the personal issues we face. Maybe you two should do the same…?"

"I couldn't agree more with that idea mister O…!"Twilight admitted before she had suddenly joined all of them in the race.

"You made it just in time Twilight…!"Orion welcomed her to the race while Applejack and Rainbow were more than surprised to see her here.

"What in tarnation are you doing here?"Applejack questioned.

"I'm racing…!"Twilight answered happily.

"Good one Twilight!"Rainbow Dash burst with laughter.

"I'm not joking…"Twilight mused at her friends not taking her seriously.

"What? You're not an athlete…! You're a… Well… You're an egghead…!"Rainbow Dash blatantly stated and immediately baffled every pony with her comment.

"I am not an egg head. I'm well read…!"Twilight defended herself for being an indoor pony more than anything.

"Egg head…"Rainbow Dash whispered to Applejack.

"But have you ever ran a race?"Applejack questioned Twilight's physical experience.

"Well, no, but I know a lot about running."Twilight admitted her knowledge about running.

"And you know this from…?"Rainbow held back the urge to laugh.

"Books! I've read several on the subject."Twilight answered Rainbow.

"What did you read? The Eggheads guide to running? Did you stretch out your eye muscles to warm up,"Rainbow laughed out loud about Twilight racing,"Get it? Eye muscles?"

"If you must know, Rainbow. The running of the leaves is a Ponyville tradition,"Twilight scoffed from her friends mocking her,"And since I'm here to learn, I've decided I should experience it myself!"

"Well, I think that's just dandy, Twilight. Good luck."Applejack snickered while annoying both Typhoon and Orion.

"Yeah… See you at the finish line… Tomorrow…!"Rainbow laid down more smack talk and was suddenly smacked in the back of the head.

"You know what tough mares? I once told you, if you talk smack you get smacked, and you already talked smack,"Orion stood up for Twilight and spoke down to the two athletic ponies,"Now it's time you both got smacked…! So get ready to feast on all of our dust…!"

"Alright every pony! Are you ready?"Pinkie announced for the competitors from the hot air balloon.

"Get set!"Spike prepared to start the race.

Orion and Twilight had the same idea for how to start this race off. While Typhoon prepared to take early lead, letting Applejack and Rainbow just fight between each other. Orion focused along side, and waited until they all then hurt the bell ring. The moment it rang, the race was off and Typhoon was already long gone with the group of ponies right behind him. While Rainbow and Applejack fought for second or third, Orion and Twilight were simply speed walking.

"Alright…! This is a fun pace, we just let the others tire themselves out, then we sprint with full speed…!"Orion sighed hearty like as he worked his speed walking and did his best to start a good sweat.

"So you like the new shorts Rarity made?"Twilight decided to make casual conversation with her racing buddy.

"Yes, in fact I do. They pretty airy so I can remain nice and cool, if you catch my drift,"He could tell that she didn't get what he meant by that, but chose to move on,"Plus They are light as a feather. I went from feeling like I'm as heavy as a mountain, to feeling as light as a cloud…!"

"Those weighted shorts were in need of a serious washing any way, they smelled like you haven't cleaned them in years."Twilight held her nose for a moment to remember the smell.

""Well yeah, I've been wearing that same attire since I left the castle a thousand years ago."He cleared that little mystery up for her and made her wrinkle up her muzzle even more.

"Yeah… Those clothes certainly needed washed… So these leaves look lovely,"Twilight looked around and pointed out the fall weathered trees full of colorful fall leaves,"It's almost sad to see the leaves fall and wither away for winter…!"

"Indeed… Gives me some of the good memories I had with Tia and Luna,"Orion went on another little trip down memory lane,"They would be playing in the leaves… Our mother played with them, help them build a big pile of leaves and just jump right on in…"

"You ever played with them…?"Twilight asked curiously about the good things he knew.

"Yeah… On rare occasions… Eighty percent of the time I was training with Typhoon and the others…"He remembered back to when he would simply watch his sisters play when he was taking a break from training.

"You ever wish you could have spent a bit more time with them…?"Twilight asked as they were coming up upon Applejack just getting up from a accidental fall.

"Every day of my life…"He admitted before they came upon Applejack who was ranting in a rage.

"Whoa, I don't believe it!"Applejack yelled after brushing herself off.

"I know, it's beautiful isn't it?"Twilight decided to be the nice pony and compliment the scenery.

"Not the scenery y'all. Rainbow Dash tripped me!"Applejack complained about her fall.

"No she didn't…!"Twilight and Orion defended against Applejack's accusation.

"Yes she did!"Applejack argued back.

"She did not, and if you slowed down and watched where you were going, like us. You'd see that you tripped over a rock."Twilight pointed out the real cause of Applejack's tumble.

"What? Aw hay seed! Now I got a lot of ground to cover to catch up with Rainbow Dash!"Applejack took off to catch up with her Pegasus foe.

"Just be careful!"Twilight called out to warn her friend next time she trips.

"Their fighting and rivalry has gotten way out of hoof to be honest…!"He whispered before they both got moving again to clear their heads from their frustrating friends.

"Bet you never had to deal with such crazy rivalry before…!"Twilight said while marveling at the leaves.

"Actually I did deal with a serious rivalry with one of my comrades. Shadow Swirl is her name,"He admitted his little competitive days with a young mare he proudly called a comrade,"That mare was a flank kicking machine…! So versatile, so fast, so skilled. She became my greatest adversary in close combat training."

"Oh… Is she nice at least?"Twilight asked a bit nervously as they finally broke into a small sweat.

"Oh yeah, she's a gentle one. Especially with children, she cares a great deal about children,"Orion smiled and shook his head at the friendly naive nature of Twilight,"Half her salary went to orphans… She'd lose an arm just to pull a child from a burning building. She'd sacrifice a piece of herself to give a child a second chance at life…"

"Wow… Your world may be violent… But it sounds like it brought out the good in some ponies."Twilight complimented the good will of his comrades and their world.

"Well… Sometimes it was best to be as good of a pony as you could be…"Orion sighed before they then saw Rainbow Dash recovering from a nasty fall herself.

"That's what I sort of want to be… Just become the best I can be, and do something good for the world,"Twilight confessed her hopes for the future she may have under Celestia's eyes,"Just like you even do… After everything that's happened. You still seem to want to help Equestria any way you can."

"I don't believe it…! Applejack tripped me!"Rainbow ranted as she got back up in time for the two to meet her.

"Don't you ponies ever look where you're going. You tripped on a stump, see?"Twilight pointed out the stump that was clearly in the path.

"Oh I see. A big cheater is what I see…!"Rainbow was showing some aggressive demeanor for Applejack.

"Rainbow, Applejack wouldn't cheat, It was just an accident…!"Twilight argued the irrational issue driven by fierce competition.

"Besides… This whole rivalry between you two has gotten way out of control…!"Orion spoke down to her like an upset father.

"Remember Rainbow, It's just a game."Twilight felt the need to remind her that this was a game.

"Yes, but the rules have changed, and two can play at this game…!"Rainbow took off after Applejack once more.

"I swear those two are going to tear each other apart with this whole competition thing…!"Orion continued on with Twilight at his side, going through the forests once more.

Their run continued on for a solid hour, one solid hour of chaos at every turn. Every time they seem to catch up with some pony, it was Applejack and Rainbow Dash up to no good. Twilight at the least used the fall leaves for a nice distraction from her friends mischief. Bees, Swinging branches, tree sap, and now what was coming up next. Orion could see Rainbow Dash changing the direction sign and fooling Applejack with a misleading detour.

"Rainbow…! We saw that! You changed the sign darn it!"Orion called out to the Pegasus as she frantically switched the sign back.

"Oh my, the whitetail wood is lovely. Hey Rainbow! Shouldn't you be up ahead?"Twilight questioned while Rainbow played it cool even with Orion breathing down her neck.

"Yeah, yeah, yeah. I'm sure I'll win now…!"Rainbow was cocky, but unaware of the crowd that raced before her.

"Except the other racers just passed you, while you were here changing the sign…!"Twilight mused once more at Rainbow's cutthroat, cocky attitude.

"Oh horse apple…! See ya!"Rainbow Dash quickly took off to try and catch up to Typhoon.

"I swear that pony…! She needs some sort of humility knocked in her I swear,"Suddenly as they got moving, his eyes picked up on Typhoon on the home stretch of the race,"Uh oh… Looks like Typhoon's nearing the end of the race… Can't have that… Looks like this is where we depart…!"

"Good luck O… See you at the finish line…!"Twilight continued on in her little speed walk.

"I plan to…"He smirked and stopped to adjust fully to his new light weight gear.

He took a deep breath in, and focused directly on the finish line. He exhaled and took off in a powerful run that destroyed the spot he stood on. Leaving a crumbling crater in his dust before he was taking off like a bullet down the path and already passing Twilight. He zoomed right by the large group of ponies that were slow, sweaty, and tired from the running. His feet moved so fast he could barely see them as he ran gracefully to Typhoon's side.

Typhoon was well focused on the finish line, but felt the whip of Orion's wind. He looked to his side, and saw Orion running back wards and waving to him. He wore a big smirk before turning around and taking off right pass Typhoon like an arrow. Upon stepping on the line, he put his foot out and stomped it into the ground before using it to stop his momentum. He was grinding in the dirt and swerving his legs, kicking up almost a tidal wave of dirt into the crowd.

It was only when he slammed his hand down into the dirt to grip on stone and earth. That was when he came to a grinding halt just in time to see Typhoon come in second place. He was sweaty, and a bit winded by the sudden blast of speed taking victory from his hooves.

"My goodness… So fast… That is why you stayed behind with Twilight…"Typhoon panted while brushing the dust off from his mane.

"Wanted to reserve my strength and have a chat with Twilight… Give you a fighting chance…"Orion took a deep breath in to collect himself from the run that left his legs feeling on fire.

"That was incredible mister O…!"Twilight suddenly sprinted across the finish line in fifth place.

"New light weight gear Twilight…! I just love it…!"He gave her the thumbs up just in time to see the rest of the ponies come across the finish line.

"So I guess that just leaves Rainbow Dash and Applejack…! Surprising right?"Twilight asked with a giggle before Typhoon happily pointed the two out.

"There they are…! Fighting again from the looks of it."They all turned to look just in time to see Rainbow trying to fly, but getting tackled out of the sky by Applejack.

They watched as the two wrestled and fought all the way to the finish line. Spike and Pinkie announcing the decisive out come as they slowly neared the line. Once the two crashed over the line, their fighting had finally come to a slow end. They quickly got up and brushed themselves off before they wanted to know who won the race. Only to get the shocking truth about their places between each other.

"You tied! For last!"Spike and Pinkie announced as they came down from the balloon.

"Last?!"Applejack exclaimed with confusion.

"Then who won?"Rainbow asked while Orion tapped their shoulders to get them to see him and Typhoon get the gold and silver medals.

"You want to know something else? Twilight got fifth place…!"He pointed to Twilight now sporting her own little medal.

"Suppose you two aren't exactly incline to call her an egghead any more huh?"Typhoon chuckled about their smack talking at the start of the race.

"I don't believe it… Twilight beat us…!"Rainbow was more than damaged in the pride by Twilight's victory over both of them.

"Well, with all your horsing around, it was quite easy."Twilight remarked about their cutthroat plays in the race.

"You're right Twilight. Our behavior was just terrible…!"Applejack finally decided to humble up from her actions.

"We weren't very good sports…"Rainbow finally showed a glimmer of humility as well.

"What's worse is that you weren't very good sports to each other, and it could have costed your friendship to each other,"Orion explained the severity of their actions on each other,"No matter what, me and Typhoon are brothers and comrades… No matter the disagreements or issues we had. We always work them out…! Because nothing is more important than the bonds you share with your friends…"

"Sounds like an important lesson was learned here today…!"Came the elegant yet irritated voice of the princess herself.

Orion turned, and let out a sigh to the origins to the voice. There he spotted Celestia herself walking into the crowd among the subjects that bowed to her. The ponies were more than happy to see her, and Typhoon even appeared happy to see her. Orion kept his eyes away and looking to the left rather than towards her. Typhoon simply rolled his eyes and slowly bowed to Celestia as well to show respect to the royal family.

"What are you doing here your majesty…?"Applejack struggled to ask the question on the princess's sudden appearance.

"Fall is one of my favorite seasons. So I came to celebrate the annual running of the leaves,"Celestia answered and bowed to Typhoon and Orion out of respect for her father's finest warriors,"I recognize your gentle smile any where… It's so wonderful to see you again Typhoon…"

"It's wonderful to see you as well Tia… It has been a long time indeed…"Typhoon slowly stood tall.

"Tia…? You and your warriors called her Tia…?"Twilight gave a quiet giggle to the name.

"Yes… She was simply another mare to us, and my sister… We didn't answer to her,"Orion whispered to Twilight while Applejack apologized for their bad sportsmanship,"We only answered to our parents the king and queen… Our word was of higher authority than Tia's…"

"That's alright Applejack. Any pony can get caught up in the excitement of competition."Celestia accepted the apology in full before Twilight chose to add to it.

"It's always important to remember that friendship is more important than the competition."Twilight gave them the hard lesson they needed.

"Exactly, Twilight. Now, unfortunately, because the two of you were so busy tricking each other instead of shaking down leaves,"Celestia showed all of them that there was a ton of colorful leaves still in the trees,"Many of the lovely trees of Equestria are still covered…!"

"Why princess. I bet ya we can knock them leaves down for you lickety split,"Applejack promised the princess and turned to Rainbow Dash,"What do ya say friend? Wanna go for another run?"

"I'd love to stretch my legs!"Rainbow agreed before they both took off through the forest to finish the job.

"Always such a treat to see friendship over come the odds… So, you were quite the performance there,"Celestia switched to nit picking at Orion,"Quite the impressive display of speed and experience…! You remind me of some pony use I know…"

"If you're referring to your brother, I am the Chrystar, red crystal bearer, and the last of the first comers,"Orion decided to use the disguise of the original red crystal bearer,"Before you start asking me about him. No he's not in the vicinity at the moment…"

"Oh… I understand… It doesn't surprise me in the least,"Celestia's ears drooped for a moment, but went back up to try and be positive,"I… Didn't know the first comers still existed out there… I had thought Necrid Ghoul had slain all his comrades before his rise to power…"

"Necrid… He greatly underestimates the power of the red crystals… As did your brother's enemies,"He showed her a tiny cluster of crystals in his hoof/hand as she let out a sigh,"Tell you what… I may be able to message him and hopefully get the stallion to send you a message…"

"That would be…! That would be a wonderful gesture…! Thank you so-"She was cut off by Orion raising his red hoof in front of her.

"There's a catch to this… YOU gotta run this race as well,"He pointed to the race track that still had some trees full of leaves,"If you can run this whole race and assist Applejack and Rainbow Dash. I can almost guarantee that letter…!"

"Oh dear… Uh… I'm sorry… It's… Been a long time since I've gotten physical…"Celestia looked at the race course that went all around the trees.

"I can tell… Eating cake and sitting on a throne, I'm shocked your flank isn't the size of your head,"Typhoon bust into cackle and choked on laughter at Orion's words,"You want your brother's letter to simply be a rant about you losing weight?"

"Well… Fair enough…! I suppose I could indulge in a bit of friendly sport as well,"Celestia accepted the challenge and gave her crown to Typhoon,"See you here in an hour my mysterious friend…!"

Celestia took off and brought down the leaves with her larger hoof steps. Orion and Typhoon chuckled, watching Celestia get the exercise she's been needing for a long time. Twilight was simply in shock to see her mentor get tricked into participating in a race.

"What in Celestia's great Equestrian soil did I just witnessed…?"Twilight was baffled and needed an answer to this strange behavior.

"Like I said… Our word goes over hers in authority… She may be a princess, but she's still a pony like you and me,"Orion said before he felt a slight hit of pride watching his sister actually run for some exercise,"Just because she's royalty, doesn't mean she's any better. She's just another pony with a purpose in this world."

So, yeah. Little funny stuff going on in this episode, Celestia takes a run herself. The thing bout competition is that I never took it well myself, competition tends to bring out the worst in people. It was scary, and I never want to be angry or sore at losing or anything. So this episode effected me in a way, feel free to tell me your stories about competition, just a little something fun for this one. Stay pony my friends.