Mare-Do-Well: Everfree

by PaddedCell

Rating: teen
Tags: Other, Adventure, Tragedy, Mare Do Well, Alternate Universe, Featherweight, Gore, Original Character, Trixie, My Little Pony: Friendship is Magic, Dark
Length: 14631

When Equestria's greatest hero rises from the dead, the world around her has changed for the worse - And there's only one hero who can put it right.

Set after the events of the first Mare-Do-Well story, this fic follows the more intricate and methodical uprising of the caped hero against an unjust despotism; Everfree City. Formerly the Royal City of Canterlot, this society has now become a grim totalitarian world, ruled over by the most powerful criminals in Equestria, who have taken the city through their underhand methods and made themselves the dictators. Mare-Do-Well's only option to defeat a city-wide criminal empire is to use new tactics and to raise the civilian majority against the dictating minority.

A direct continuation from Mare-Do-Well: Genesis. It is recommended that you read that fic first before moving onto this one.

Published 2013-07-26 03:20:02 UTC
Last updated 2013-09-06 00:04:31 UTC

Chapter One: Awakening

Mare-Do-Well blearily opened her eyes. The roof above her was grimy, and a dull beeping constantly throbbed in the background. She closed her eyes again.
"Oh, Celestia.. She's awake.." A voice broke the silence after some unknown length of time. The voice was full of shock. "It's been so long, but she's awake.."
"What did I tell you, man? I'm gonna go get the nurse, wait with her." Another voice cut in, harshly. A door opened and closed in the room.

After another unknown period of time, she was shaken awake. Opening her eyes, she was met with the sight of a grim-looking Nurse Redheart in a battered uniform. Her icy-blue eyes stared into Mare-Do-Well's own. A bright smile flared up on her lips.
"So.. The hero's finally awake, eh? You've been unconscious for a long time." She said.
"How long?" Mare-Do-Well asked, trying to maintain her monotone voice despite her drowsiness. The nurse sighed.
"You were in a coma, I think. Either that, or you were hibernating." She gave a little chuckle at her own joke. "You've been dead to the world for five years, dear.. We were all waiting for this day. Mayor Mare will be so overjoyed.." Mare-Do-Well cut her off.
"Why is this place so.. Shabby?" Her voice grunted out as she sat up. The room around her seemed to be a makeshift clinic of some kind, from the looks of the equipment and beds.
"Oh, my.. You were in a coma all this time, you have no idea.." Nurse Redheart whispered.
"So tell me." Mare-Do-Well ordered, climbing out of bed and stretching her legs. They felt a little stiff, testament to the years of disuse. Her costume was looking worse for wear, with tears in the cape, bodysuit and hat.
"Careful, dear.. You survived a building collapse and a five-year coma, you're lucky to be standing." The nurse spoke.
"I'll be fine, I'm much better now.. What happened to Sweetie Belle? What happened when I was out?" Redheart simply opened the door to the outside slowly, bracing against the cold outside.
"As to your first question? She escaped the wreck and got help for you. She was the reason you woke up today. And the second? See for yourself." She murmured, a little miserably. Comforted by the news of Sweetie's survival, but worried by Nurse Redheart's blunt response, Mare-Do-Well stepped out into the moonlit street.

The place outside was definitely Canterlot. But not a Canterot the likes of which anyone had known before Mare-Do-Well's coma. The once-quaint little alleys and streets had become littered with trash and all manner of junk. The buildings towered overhead, some obviously having been added to in the past few years. There now appeared to be a monorail or metro system of some kind overhead, with iron structures spanning the gaps between the buildings overhead and snaking around the city. There was a light flurry of snow which softly drifted down to the floor to accompany the biting cold wind all around, and any citizens which could be seen were heavily covered in clothing, or standing by metallic barrels which blazed with makeshift fire. As she turned around to examine the streets, she was struck with a surprising sight.

There, on the wall of a boarded-up cafe, was a poster depicting her. Mare-Do-Well.

The image of the iconic hero had been re-done in bright reds and gold trim, retaining the glowing blue eyes, but it was unmistakably the same costume design. All apart from the brooch holding the cape around the neck. Instead of the well-known, circularly-shaped M, the letter had been tipped on its side to become a stylised E. The title of the poster read, 'EVERFREE', with the subtitle at the bottom of the poster, 'For the people, Celestia's no longer'. Mare-Do-Well stepped back, returning to the door of the clinic.
"What is going on here? The poster, it-" She started. Nurse Redheart cut her off grimly.
"Street Mares. They use your good name to put on the persona of a hero, but they're really just the state police.. And a corrupt police at that." She glared at the poster.
"And who's in charge of Canterlot now? The inevitable question came.
"I suppose that would be the Board of Directors. New government, led by influential figures. We never see their faces though. We only hear their announcements over radio, read them in newspapers and see them on posters and the like." Mare-Do-Well took in the information as Nurse Redheart stepped out into the street, shivering.
"I'm sorry that I couldn't tell you more." The hero nodded, and turned back to leave. She turned to see Nurse Redheart a final time.
"And.. Where is Sweetie Belle now?" She asked, a hint of anxiousness in her monotone voice.
"She works at the Silverhoof Club. Somewhere near the middle of town, I think. Head down the road, and you'll hit the middle of the city."
"Thank you for all this.. I'll fix it, just stay here, where you're safe." She spoke, before galloping off down the snowy, dim road.

As Mare-Do-Well sped along, she booted up the scanner within her suit. The equipment she posessed was now only running at around half its usual efficiency - most likely due to a combination of damage from the building collapse, and the effect of the years of disuse during her coma. Ducking into an alleyway and crawling behind a set of dumpsters, she pulled the flying device from her back, slipping it off and stashing it behind the bags of trash. Luckily, her flying aid had been the only thing to be damaged beyond use, and it would appear that her wings had grown a little during her time out of conciousness. She could now fly more efficiently, though her wings were still naturally weak. The hero stayed grounded as she left the alley, carrying on toward the city centre.

As she passed under a large stone archway and entered the central courtyard, she heard a sudden sound. The popping of distant gunfire. Pressing herself into the shadows of a boarded-up doorway, she looked on at the scene which unfolded. A young mare hobbled into view, her right hind leg bleeding profusely. A messy bullet collision had punched a hole in it. She whimpered as she fell to the floor, curling into a foetal ball as the sound of loud engines roared from down a backstreet. Two of the Street Mares sped around the corner on motorbikes of some kind, headlights blazing. Their blood-red capes flapped noisily as the bikes slowed to a halt, the wounded mare illuminated in the electric lighting. They dismounted, their heavy metal boots thudding on the stone paving slabs as they stepped closer. One spoke out in a static-muffled voice,
"That's one count of resisting arrest, citizen. Add that to her record, 249." The Street Mare to the speaker's side nodded, tapping a report into a hoof-mounted device. "Overall charges.. Vagrancy, theft, conspiracy to commit theft, and resisting arrest from an official law officer. How do you plead?" The shaking mare stared up at the masked law officer, her face stained with tears and flecked with blood.
"N-Not guilty.. But.. You shot me.. I stole that food for my children, you can't ju-" She was cut off as the Street Mare lowered a metal boot to her head, squeezing it down a little. Mare-Do-Well flinched, having to stop herself from rushing to the mare's aid. She was in no fit state to help. And besides, these Street Mares were the police. They couldn't be that bad.. Could they?
"Defendant pleads not guilty. Found guilty of all charges by the authority of a Street Mare. Ten years for your crimes, citizen. Tie her up, 249." After a few minutes, the mare was bound with steel cable and tied own to the back of one of the motorbikes. The engines rumbled into life again, and the law officers rode off down a side-street. Mare-Do-Well emerged from the shadows, letting out a deep breath. She felt awful. That mare would now spend ten years of her life locked away for feeding her family.. And what would happen to the children without their mother? She could not imagine, and chose not to think sbout it as she trudged slowly up to the neon-lit structure of the Silverhoof Club, a sinking feeling in the pit of her stomach and a heaviness weighted on her heart.

Chapter Two: An Icy Introduction

Mare-Do-Well quietly padded through the snow around the alley to the side of the Silverhoof Club, looking for an entrance. After finding none, she fitted a grappling claw into the hoof cannon. The old device blasted the claw upward to the roof, but the tool fell short and dropped back down to the ground. The hero sighed, flipping a switch on her belt to reel the claw back into the cannon. The motor whined and gave out quiet squeaks as the mechanical parts moved for the first time in years. The claw slid back into the barrel of the cannon, and Mare-Do-Well stepped further into the alley, cape swirling gently in the wind. A cracked mirror lay, propped up against a large pile of trash by the wall of the club. It had most likely been disposed from a dressing room inside, and now it had been discarded with the rest of the junk. Mare-Do-Well sat on her haunches before the mirror, and stared at her warped reflection. The beraggled, anonymous face of the old hero stared back with unblinking, glowing blue eyes. After a pause, she raised her hooves to her face and grasped the hat. She tugged it off, and slipped the mask off too. The mare that stared back at her was both familiar and unfamiliar. The same orange-gold coat, the same purple mane. The same piercing eyes. But her mane was long and scraggly, falling over her face. She was much larger in size, and the tight suit visibly outlined her adult frame. As Scootaloo looked on at herself, a little blush formed on her cheeks. She had to admit, she looked a lot more attractive than she had as a plucky little kid. Now she was a graceful, strong mare, and she felt pride swell in her breast. Rainbow would have been so proud, she thought. A little icy pain thawed the warm in her heart at the rememberance of her hero's passing.. But those memories were old wounds, and she was healing with age. More resilient to the emotional stabs she had felt so strongly before. She took a deep breath, and let it out, taking up the mask in a hoof. Now was not the time for sentiment. There would be time to reflect soon. She pulled the mask down over her head and pushed the hat onto her head, tugging the brim down over her eyes. Scootaloo disappeared, and Mare-Do-Well resurfaced.

After a hard punch to the hoof-mounted weapon, the hero fired upward again. The grappling claw hit a section of piping on the roof, snapping shut. Tugging on the cable to test the stability, she snapped the switch and reeled herself upward, swinging to a vertical angle so that she could slowly climb up the wall on her hooves. Clambering onto the flat concrete rooftop, she reeled in the grappling claw and pressed herself down onto the surface, keeping low to avoid any watching adversaries on the street below. She glanced quickly across the roof, taking note of an entrance grate to the club's ventilation system. She hurried over to the concrete structure, using brute strength to wrench the grate off its bolted frame with her hooves and laying it gently, quietly to the floor. She slipped inside the metal duct, moving slowly and as quietly as she could, considering the echoing metallic surfaces and the boots covering her hooves. Navigating the unknown system of small, suffocating tunnels was not easy, but she eventually found a grate in the floor of one duct, opening out just above a huge room. Tables were laid out all over, smartly-dressed ponies sat comfortably and sipping at drinks, smoking or talking to one another. A lavish stage took up one wall of the room, lights shining from somewhere unseen and illuminating the dark red silk curtains, the sheen of the wooden stage, the dark colouration of the stage's backdrop.
"And now, ladies and gentlecolts, for your enjoyment.." A smooth announcer's voice echoed around the room. Mare-Do-Well observed. "..we present.. Sweetie Belle, the Shining Star of Everfree!" The hero's eyes widened as she watched a dazzling mare step out onto the stage. It was Sweetie, truly. But like herself, her friend had grown both in body and in beauty. Her pastel-hued mane was gorgeous, reminiscent of her sister Rarity's. Her emerald-green eyes shone and sparkled in the spotlight. She wore a flowing white dress which positively glowed. The crowd stomped their hooves in approval. Mare-Do-Well had to consciously stop herself from doing the same as Sweetie breathed in, her eyes sliding shut as she prepared to let out the first note of song. The angelic sound sparked a tiny something inside the hero's heart, and she held her breath. In a flash, Sweetie's song was cut short, and the feeling was extinguished without mercy. The wall opposite to the stage exploded inward in a bright blue fireball of debris and steam. Sweetie turned her head to blot out the icy glare, and the ponies gathered in the club began screaming in panic and hysteria. Mare-Do-Well watched in awe as a lone figure stepped into the club through the wall of slowly-clearing white steam from the blast. It was a thinly-armoured Unicorn pony. A mare, by the look of its body structure, clad in metallic armour plating. She wore a helmet of some sort, her eyes hidden behind the visor. The visible portions of the pony's skin were bald, hairless and pale grey, with half-visible blue veins and arteries spread across her bald skin. As she looked around (presumably using some technology fitted into the helmet similar to her own suit's systems, Mare-Do-Well reasoned,) she silently watched the snow flurry into the club. Ice began to form in thin sheets over the tops of drinks in glasses, and cold wind blew around. The ponies in the club shuddered violently in the cold, Sweetie among them.

"Sweetie Belle." A dry, crackling, electronic voice sounded from the pony. "I am here for Sweetie Belle. Where is she?" Sweetie stepped forward, calling out to the cold new intruder.
"Here I am.. And who are you?" She watched the armoured pony step forward slowly, metal boots clanking on the floor.
"I am Hyperborea. Now surrender yourself and come with me." The pony spoke monotonely. Sweetie Belle, casting concerned glances this way and that, darted off down the room. "You should not have done that." Hyperborea stated calmly, lowering her horn and powering up a spell. Mare-Do-Well could hesitate no longer, and she slammed her full weight into the metal grate below her. The panel bent outwards, snapping away with a metallic clank. Mare-Do-Well plummeted down toward the floor of the club, spreading her wings open at the last second and swooping forth to face Hyperborea head-on. The attacker did not react, simply turning around on her iron-clad hooves and firing the icy bolt of freezing magic at the oncoming hero instead. Mare-Do-Well was aware of an intense pain for a few moments before she went numb all over, her skin fading from sense. The entireity of her body was quickly being encased in transparent ice, freezing from the impact point of the magic blast and spreading all over. She dropped from the air, sliding to a stop on the floor. Mare-Do-Well had become a helpless ice sculpture. Her eyelids remained frozen in their open position, but the sudden shock to her system combined with her frail condition after the coma beat her into painful, blissless unconsciousness.

Chapter Three: Breaking the Hero

Mare-Do-Well awoke to the uncomfortable sensation of a needle injection. The cold metal point of the instrument punctured into her abdomen, and a burning sensation began to spread as she felt the chemical compound entered her bloodstream and was carried by her rhythmic, panicked heartbeat. She couldn't move her legs, and the dark room around her was oppresively dark. The feeling of being trapped and alone in this suffocating blackness was unbearable. She tried again to work herself free of her bonds, but it was no use. Something was restricting her movements, her legs bound to some kind of vertically angled table made of cold metal. A surgical table. She was trapped.
"So.. You are awake. Good." A grim, regal and monotone voice spoke out with a hint of gleeful malice. Mare-Do-Well struggled again, eyes darting around wildly in an attempt to find the speaker. It was at this point that she realised; her mask was equipped with a night vision setting.. and therefore, she was not wearing her mask. And by the feeling of the cold metallic surface of the raised table she was strapped to, she was not wearing the rest of her suit, either. As her eyes widened in realisation, a spotlight turned on before her.

Standing there, on a now-visible circle of concrete floor, was the source of the voice. A unicorn stallion with a pale grey coat, and shocking amber eyes. He stared into her, the eyes almost hypnotic. It was around then that Mare-Do-Well began to suspect something to do with the injection, as she felt herself losing control. The stallion stepped closer, and she noticed that he appeared to be wearing some kind of white trenchcoat, a lab coat which had been extended to reach near the floor. An ID card hung from it, but she couldn't tell in this light what name it bore. She now noted that he wore a surgical mask over his mouth.
"I must admit, you are a fascinating specimen. Though without your mask, you are much less formidable, Miss Scootaloo." He stated coldly. A stab of discomfort flared up in Scootaloo's heart when he spoke her name. "But all that aside.. I'm afraid that we must have answers. And when we have answers, your life will no longer be worthwhile."
"Who are you?" Scootaloo asked, voice emotionless besides some subtle, contained anger.
"I am Doctor Septimal, one of the highest-ranking associates in the board who run this city. I deal with those residing in the city with.. Special mental problems. I am trained in psychological procedures, as well as some.." He grinned visibly behind the mask. "Surgical techniques." Scootaloo was repulsed by the stallion, and would have liked nothing better than to break free of her bonds there and then, smashing a hoof into the Doctor's face. He circled the table she was strapped to.
"And what do you want with me?" She asked. Septimal smirked, the sides of his face pulled into a malicious grin.
"I had you brought to my facility in order to study you. To learn your motives in any way I see fit. Soon, you will be powerless against me, and Everfree City will be your tomb." He returned to her field of vision, now holding a surgeon's scalpel in the telekinetic field of his horn. He lowered it toward her cheek. "And now, it is time to learn of your story."
"Don't do this." Scootaloo uttered, afraid for the first time in years. She may have been a fully-matured mare, trained to the point of peak performance, but now she was nothing more than a helpless prisoner.
"Tell me what your purpose here in Everfree city is."
"No.. No, I won't tell you.."

The scalpel danced.

An hour later, Septimal turned on his hooves, and left for the night.
"You will tell us your purpose here.. Or you will die on that table." He muttered, words septic as he disappeared beyond the spotlight's range. The light cut out, and Scootaloo was alone in the dark, without a soul to cry to. She sobbed quietly to herself. Wounds stung like acid. Bruises ached with pain. Chemical and electrical burns seethed with agony. After an immeasurable while's crying, she calmed her breathing, and steeled her nerves. This would be a trial to bear for hours, days, weeks. A torture she would have to deal with, for the good of Equestria.

A day went by with no progress from the interrogations. The rage-filled glares, the stabbing, the beating, the chemicals. She had come close to breaking an few times, but had managed to keep her sanity. The blood stained the table she was strapped to, and bruises marred her body. She was severely malnourished, only fed bread and water by an orderly every few hours, when Septimal left for a break. His eyes were burned into her memory. She would no longer talk to Septimal, only to the orderly. Scootaloo would speak two words to him whenever he left.
"Thank you."

After a week of the ordeal, Septimal released her. Bringing two guards into the room, he had them unlock her restraints and haul her into the labyrinth of corridors beyond, and followed behind the group silently. Soon, they stopped at a large metallic bulkhead of some kind. It slid slowly to the side, now open, and she was tossed to the floor of the empty concrete antechamber beyond. The place was bare besides the bulkhead door she had been thrown in through, and an identical one on the opposite side of the room.
"I believe I have collected some sufficient data on your tolerances and psychology. A strong specimen.. But I am sure we will reach your limits soon." Septimal's voice echoed around the room as the door closed. "Until the next time, Miss Scootaloo." The door shut over tightly. A locking mechanism screeched from somewhere unseen, and another unlocked a moment later. Scootaloo lay, beaten and broken on the floor, as the bulkhead before her opened slowly. Beyond, an empty Canterlot street, marred with darkness and snow and harsh reality. An empty Everfree street.

Chapter Four: Rescued

Scootaloo hobbled along the quiet streets, the cold wind biting at her now-uncovered body as the morning sun rose slowly, casting golden rays down on the snow-covered ground. A few times, she had to shuffle quickly into the shadows to avoid a Street Mare patrolling on a motorcycle. Still, she continued onward, lost in the labyrinth that Canterlot had become. All at once, the realisation that she was lost, alone, beaten to the point of near-death and stripped of her suit hit her, and she broke down. Throwing herself onto the ground in a dim, mist-laden alley, she sobbed and sobbed. For about an hour, Scootaloo cried out in utter anguish, letting her fears and anxieties and problems well up in her eyes.
"Oh, damn it.. Damn it all, I can't.." She uttered through sobs and sniffles and gasps, voice shuddering uncontrollably along with her convulsing body. "I can't do this anymore." She stared up at the grey sky above, her hopes and worries colliding inside her head to form a jumble of incoherent emotions which left her feeling empty and alone. After another long time crying, however, she retreated out of the alley and onto the street. But as she stepped back onto the harsh stone of the road, a rumbling noise met her ears. Engines. The rattling and roaring of motorcycle engines hit her ears just in time, and in a flash, she dove out of the way to avoid being rammed by a troop of four Street Mares. The Mares, which had been riding in a roughly diamond formation, now broke into a wide group and circled back toward Scootaloo, glaring with electric-blue eyes at their latest target with a cold and calculating menace. All mares skidded to a halt and dismounted at once, dark red capes swirling as they moved through the cold air. The leading member stepped forward.
"Well, well.. What do we have here? You're looking like a troublemaker, lady. Hanging around alleyways on your own? I believe that'll be one count of loitering, confirmed?" Another replied, following.
"Yes sir, one count of loitering. Arresting perpetrator." The group of four galloped forward. three grabbing stun batons from within their capes and the leader simply charging with the intention of headbutting his target. But he didn't get the chance.

A popping of gunfire from down the street stopped the group in its tracks, and the leader of the group could do nothing as his skull was punctured by a large-calibre bullet. Blood flecked across the pavement in front of him and he crumpled forward to the ground silently. The rest of the group scattered, and Scootaloo followed suit.
"Under fire! I repeat, take cover!" One of the Street Mares yelled as she ducked behind a dumpster.
"Anyone have eyes on the assailant? I repeat, does anyone have-" Another Mare called, cut off as another bullet smashed through a window above, smacking into her neck. She dropped, gargling as she choked on her own blood. Scootaloo, from around a corner, tried to get a good look at one of the gunners in the windows above. There was one scruffy-looking mare with pale eyes and a scarf of some kind.. Another stallion hidden beneath a cloak. Both angled long sniper rifle barrels out of their respective windows, scanning the area for targets. Scootaloo ducked as another shot rang out. Another Street Mare dropped dead, abdomen bleeding and punctured. Finally, the last Mare was ended with a clean shot to the head. One of the gunners called out from his window, his gruff voice betraying his age.
"All clear! You're safe, now come on up!" The door to the gunner's building swung ajar; an inviting option. Scootaloo took the chance, diving toward the door and slipping inside. Trotting slowly up the rickety steps within, she soon found herself in a trashed apartment. Broken items lay everywhere, and some crates of supplies stood in one corner. There, crouched below the windowsill of the now-shut window, was the gunner. A grey old stallion, wearing a scruffy old rain-cloak of threadbare brown material. He had a combat vest of some kind strapped to his abdomen, holding pouches of ammunition and supplies. His sniper rifle was now propped against the wall next to him. He brushed a greasy mane out of his eyes. "What d'you think you're doing, running around out there in the open like that? The Street Mares will pick you up, and most that are arrested are never seen again." He grunted.
"I should know. I've spent days being tortured by them." Scootaloo muttered coldly. The stallion's eyes widened a little.
"You?" He asked. "What would they want with you? Forgive me, but you don't seem worth interrogating for that long, ma'am." Scootaloo gave a weak smile, sitting on the floor beside the grizzled old stallion.
"You wouldn't believe me if I told you. Let's just say that I'm an old enemy of the state." She sighed, head drooping low.
"Try me." He replied. She turned to face him. It was clear that the stallion was looking for answers.
"Do you remember the time before Everfree? When there were a few minor criminals, and they'd be kept under control by Mare-Do-Well?" She stood slowly, turning to look out the window at the bodies on the street below. "Do you remember what that costume used to represent?" She motioned a hoof to the now crimson-coloured, redesigned uniforms of the dead officers in the street. "Back when it was a night-time purple, not a bloody red." She turned back to the stallion, who was now staring at her.
"Wait, you don't mean.. You?" He uttered, eyes widening.
"I was the protector. The protector of you, and me, and all this land. I've died once to save us, back at Manehattan." Scootaloo stated, voice low. Her eyes blazed with a passion the likes of which none had seen prior. "And now, I'm back to save us all.. Or die once again trying."

Author's Note

It would probably be prudent to note at this point that the name 'Street Mare' is given regardless of sex. The name simply applies to any Everfree law officer who dons the Mare-Do-Well uniform when on patrol.

Chapter Five: Enemies of the State

Scootaloo slept peacefully in a corner of the apartment for the night, guarded by the stallion. She had discovered his name to be Ironwork, a name which betrayed his family's hereditary involvement with mechanics. Not that this mattered much, but talking to somepony else at length without being tortured for answers was a refreshing change. Sometime in the night, the gunner from the other apartment had crossed the street to offer some help, and when Scootaloo awoke, the Unicorn mare she had caught a glimpse of the day before was cooking breakfast on a stove. It smelled divine.
"She's back with us, Heather." Ironwork's voice called from somewhere across the room. The mare turned away from the stove and gave a friendly smile. Her pale pink eyes shimmered in the early-morning sunlight. It seemed as though the bad weather outside had cleared, and now all that remained was an odd, ever-present mist and a biting, cold wind. Still, the weather had improved, and so had Scootaloo's mood. Her body was healing, if slowly.
"Here.. Eat." The mare that Ironwork had called Heather stooped down to Scootaloo's level, speaking softly as she floated a bowl of soup into view. Scootaloo smiled warmly, thanking her and taking the bowl in her hooves. She sipped at it, then began to gulp it down ravenously. Heather giggled, trotting over to the stove and serving up a bowl for Ironwork.
"Thanks, Heather.. You're an angel." He murmured, a smile on his grizzled old face as he began drinking up his soup.
"So, Miss ah.. Scootaloo. Ironwork has told me all about you. Is it true?" Heather asked, sipping at her own bowl. Scootaloo nodded. Ironwork broke in at this point, wiping his muzzle with a hoof.
"How did they manage to get you, anyway? It's not like you could be outmatched by Street Mares, surely.. Not with all your little gadgets and fancy tricks." He grinned, beginning again on his soup.
"I wasn't outmatched by them, no." Scootaloo replied, stretching out and giving a yawn. "It was some pony in a suit. All metal, with a visor and this crackled, machine-like voice. He, or she.. Whatever it was, it froze me solid, in a big block of ice. I blacked out, and when I came to, the Street Mares must have had me moved into.. Well, you know where." She grew quieter when she spoke the last sentence, and visibly distressed.
"It's all right, you needn't go into the details." Ironwork assured her, smiling. "Well, I'm gonna take a guess here and say that you're no big fan of the Street Mares and their regime. And if that's the case, me and Heather here have some good news for you." Scootaloo, finishing her soup already, looked up at the old stallion with interest.
"As you might have guessed, we're part of a resistance movement." Heather spoke softly. Scootaloo's eyes lit up.
"A resistance movement, huh? How many of you are there?" She asked, placing her bowl down on the floor.
"About thirty members at the moment. We're just trying to find a way to get the rest of the population of the city to help out with the cause. The only thing standing in our way is fear." Ironwork's eyes grew dark as he explained. "The damned Street Mare patrols every few hours, the helicopters that circle around sometimes, the propaganda posters.. They all scare the people into behaving. Some still have the guts to go outside and carry on working and living normal lives. Others have gone recluse, staying in apartments and houses and never seeing the light of day. And all because they know that, if they do one thing wrong, or even walk down a street at the wrong time, they'll be arrested.. Or worse." He sighed. Heather, who had been quiet for the explanation, now broke in.
"Have you searched the dumpsters and tiny alleys in this city? If not, then please.. Don't. The Mares have a habit of disposing of pesky citizens in those places." Her voice was shaky, and her eyes showed a certain sorrow that was unmistakable. Scootaloo could hazard a few guesses at the things she had been through.
"Well, in a couple of hours, the Mares are off patrol. We're moving back to our HQ then." Ironwork stated. "Your company would be most appreciated, Miss Scootaloo." He gave a smile.

When the appointed time came, the trio snuck out onto the street. The bodies of the Street Mares, which Ironwork had hidden away under some junk in one of the nearby yards, had thankfully not drawn attention yet. The group dashed along the all-but-empty streets, passing a few citizens who appeared to be in various states of mind. While some seemed quite sane but constantly alert and stressed, others were not so lucky. One or two sat huddled behind dumpsters and around the corners of buildings, shuddering silently. One mare, who seemed to have broken a foreleg, stumbled back and forth in an alleyway, calling for somepony who was presumably her foal. She was distraught, and Scootaloo had to tear her eyes away as the group moved further and further into the decaying Royal City.
"Here we are." Heather whispered, as the three came to a stop in a dead-end alley. Covered on both sides by high walls and ending abruptly at the exterior wall of the city itself, the only feature at the end of this particular alleyway was just another mud-caked, stinking dumpster.
"What.. This alley?" Scootaloo asked, looking around in confusion. Ironwork chuckled.
"If you were thinking this was it, you've got another thing coming." He murmured as he and Heather moved up to the dumpster. They stood to its side, and pushed. With a low rattling and rumbling, the dumpster moved slowly aside to reveal a roughly-hewn opening into the wall behind it. Scootaloo watched in awe, and followed the two as they dropped low to the ground and crawled inside. Once they had crawled in through the short entry chute, the group stood up as the tunnel opened out into a small, hollowed-out room in the interior of the city wall. The chamber was small, the floor littered with concrete and other debris. A single lamp hung from the ceiling, illuminating a square hole of some kind dug into the floor. After Ironwork doubled back to pull the dumpster over the entrance again, the three proceeded downward. The square opening in the floor dropped down into a steeply-sloping tunnel which burrowed down and backward, away from the edge of the city and toward its centre.
"How much further?" Scootaloo asked, as the group trudged onward down the dimly-lit passage.
"We're here, actually." Heather stated, as they neared the end. Out of the darkness before them came a heavy doorway, constructed of corrugated iron and bolted sheets of metal. Stepping forward, Heather used her horn to turn one of the bolts to the side of the doorframe. In an instant, the metal door slid to the side and allowed them access. Inside, the resistance movement awaited.

Chapter Six: Break-In

"I don't know what you think you're playin' at, kid. We got a war to fight out there on the streets, and you lost the shipment of ammo? Dammit, those were sixteen cases of ammo! You get that shit back, or you're out on the street again, pal." A grim stallion roared at a stony-faced colt. Entering the main hall, the two resistance members and Scootaloo were just in time to stop the colt from getting himself shot for talking back, failure to deliver, or both.
"Whoa, hold on.. What's the big deal here?" Ironwork reasoned with the angry stallion, who was evidently the boss.
"The 'big deal' is that this little twerp over here lost our shipment of ammo." The stallion yelled, pointing a hoof. Scootaloo, who had been watching the events unfold, now let her eyes roam the headquarters of the resistance movement. It was a manmade structure, and evidently it had existed long before the resistance itself. At a guess, it must have been some underground storage area or basement for one of the businesses in the former city of Canterlot - Though the entryway to the building above seemed to have been blocked with debris, a possible result of the building's collapse or demolition. Crates littered the place, and tables were set up for gun maintenance and planning. A few side-rooms were accessible via doors set into the walls of the main hall. Flickering neon lighting illuminated the place, and the rebels hard at work within. However, a smashing of glass tore her from her observation before long. The boss had tossed a glass bottle at the wall.
"I've had it up to here with unreliable troops. You wanna fight the fight, man? Be my guest, dammit." The stallion called out, storming into a side-room and slamming the door behind him with a rear-bound buck of the hoof.
"Who's that guy?" Scootaloo asked Heather quietly. Ironwork began talking to the ammunition delivery colt.
"He's called Tarnish.. Well, we call him Tarn. He's the head of the resistance movement, and our figurehead. We're hoping he'll lead us to a victory sometime soon.. But then again.. He does have a short fuse. That isn't wonderful to have in a job that requires slow, logical planning." Heather explained, sitting back on a crate. Ironwork returned to them.
"Well, it looks like we got ourselves a problem. The mail-kid here managed to get his transport van and its contents confiscated by the Street Mares while getting our outside ammo supplies from the sewers to here." He muttered.
"Sewers?" Scootaloo asked, raising an eyebrow. Heather explained.
"The sewer tunnels in Everfree lead to a water runoff pipe which dumps the city's unclean water out of the waterfall near Ponyville, where it's pumped from the reservoir at the bottom into a water treatment plant. We can have our associates outside the city manufacture and supply us with fresh ammunition at regular intervals, to keep the war going. The runoff pipe happens to be the easiest way to transport ammunition in through the Everfree City walls without hassle. Well, apart from the odd parasprite in the sewer pipes, and maybe the fumes down in the tunnels. Unfortunately, the ammunition can't be transported directly from the sewer tunnels into the HQ - it has to be loaded out of a sewer entrance and transported here via some kind of van, because of its sheer weight." Scootaloo slowly nodded, though thoughts had begun to form inside her head. If she could somehow manage to get out through the city's sewer, perhaps she could find a way back into the Lair, and regain her equipment to join this crusade better equipped. 'Crusade'. Childhood memories flashed inside her head, and her heart ached a little. Still, she didn't need to go searching for a talent anymore, at least. She smiled.
"So if the ammo has been taken by the Street Mares, where would it be now?" She asked.
"That would be the Processing Vault." A scrawny resistance member called out, tossing over a map. Scootaloo unfurled it across the surface of an empty weapon crate.
"That place is guarded, albeit lightly.. Locked down and kept under the authorities' watch. It's where all the confiscated goods go, to be processed before being put into storage for Street Mare use." Ironwork grunted, tapping a hoof down on the map. An idea flashed across Scootaloo's mind.
"They might also be keeping my equipment there. It was only taken a week ago. If I get hold of that, I'll be able to unlock my equipment stores down in the Lair.. It's my own HQ." She added the last part upon seeing the confused faces.
"So the plan is to break in?" Ironwork asked, a cynical tone to his voice. Scootaloo smirked.
"Yep.. This will be easy."

The wind whistled and howled across the rooftops of Everfree as pale moonlight shone down on every tile and carven curve. Now, in the dead of night, Scootaloo moved closer to the Vault. Dressed in a dark raincloak and combat vest similar to Ironwork's attire and armed with a silenced, long-barrelled rifle, she leapt across the rooftops toward her target. Spreading her wings from beneath the cloak, she soared down and across the spaces between streets, swooping gracefully back up to the opposite rooftop and continuing onward. Eventually, the dull grey concrete of the city wall rose up before her, and looking down, she saw it. Nestled away, set into the border wall between two other buildings, was the Processing Vault. A huge corrugated iron door barred entrance from the front, and a pair of guards stood to its sides. On the roof, a concrete tower holding a roving floodlight and its operator, another armed guard. As if this wasn't enough, security cameras dotted the street around the front entrance. Observing all this through a night vision scope she had packed, Scootaloo planned her attack accordingly.

Shrouded in the shadowy, rough cloak around her, with the hood pulled low over her face, Scootaloo darted to the edge of the rooftop she stood upon. Swinging the silenced rifle onto the lip of the roof, she took careful aim. In keeping with tradition, the ammunition she had brought was non-lethal; darts filled with a powerful tranquiliser fluid. Loading the weapon with a clip of ammunition, she aimed down the thermal scope. She fired, a quiet pop of gunfire emitting from the gun's barrel as the dart sailed to meet its mark. The shot lined up perfectly, hitting the guard in the roof tower and knocking him quickly into unconsciousness. Now to bypass the door guards and sneak inside. Feeling around in her combat vest, she pulled out another set of ammo clips. These had been specially issued for the mission, at her request. A different kind of dart, similar to one of her hoof-mounted weapons; darts which would emit a huge electric shock, electrocuting an enemy or scrambling electronic machinery. Loading the rifle, she began firing. A mere few minutes later, the security cameras in the street had been electrocuted into malfunction.
"Now comes the fun part." She muttered to herself. Firing an electrical dart at one door guard, she watched the other run to check on the casualty. Leaping off the rooftop, she glided down to the ground on her wings - landing just behind the concerned guard. Swiftly kicking his right hind leg to destabilise him, she wrapped a hoof around his neck in a chokehold, and cut off his air supply. The moment she felt him shudder and go limp from loss of oxygen, she let him slump to the floor. Now, she could infiltrate the Vault without attracting attention. The front door would not be an option, and so she snuck around the side of the building to take a look for some other entrance. Luckily, a small side-entrance was set into the building, and it had been left unguarded. Taking one look around for good measure, Scootaloo mustered up her courage and slipped inside.

Chapter Seven: Back in Business

After swinging open the side-door and stepping into the vault, Scootaloo stopped dead.
"Merciful Celestia.." She uttered, throwing back the hood of her cloak. Standing on a catwalk high above the vault floor (which lay mostly below ground level - the entrance opened onto the catwalks above), she could see the problem instantly. The vault itself was colossal. Due to its placement below street level, there was a huge area of space with which to fill the confiscated goods.. And all possible space seemed to be filled. Crates piled upon crates lay across the floors, forming giant stacks. On patrol along the columns of open space between the stacks, were guards. They looked alike to Street Mares, minus the hats and capes and with heavier armouring. Each carried a hefty machine gun. "Right.. Here goes." Scootaloo murmured, and snuck along the catwalk above the nearest guard. As she passed directly below, Scootaloo made her move. Diving down, she landed directly on top of the guard. Smacking a hoof into her helmet over and over, she silenced the enemy quickly and dragged the body into the shadows. A few minutes later, she re-emerged, dressed in a slightly tight-fitting suit of armour.

"I've been sent for the shipment of ammunition we recovered yesterday. They want it delivered to the Mares. I'm also ordered to transport the equipment confiscated from a Miss Scootaloo, after her interrogation a few days ago. It's needed for reverse engineering." Scootaloo said, trying to sound as official as possible. Luckily, the helmet of the suit muffled and distorted her voice a little as she stood before one of the guards, lying through her teeth nervously.
"Is that so? On whose authority?" The guard before her replied, a hint of cynicism in his voice.
"It was.. Septimal. He sent the order, and I've just gotten the message." She let her tone relax a little after the few awkward seconds of coming up with a lie on the spot. "Damned receiver in my helmet was on the blink, they took ages working it out. By the time they realised my radio was dead and they sent the message via another trooper, it's taken three hours to get the message across." The guard slumped a little, and his voice became full of loathing.
"It sounds about right.. The bosses up in HQ are useless. This is what happens when you lump a load of psychopath crime bosses together and give them a toy castle to play with." He motioned with a hoof. "C'mon, I'll help you load the crates onto a transport." Behind her mask, Scootaloo let out a long held-in breath. Within a few minutes, the crates of confiscated ammunition had been lifted onto the back of a jeep-like truck bearing official registration and a dark, blood-red colour scheme. Scootaloo went to boot up the engine, but then realised something. She had never needed to drive a truck, or any other automobile for that matter. Looking down at the maze of complex controls, she found herself panicking.
"Um.. Hey, can you give me a hand with this one?" She called to the guard who had just finished loading up the truck.
"What seems to be the problem?" He asked, looking over the dashboard and climbing into the driver's seat as Scootaloo shuffled over to the passenger side. Voice low, Scootaloo murmured her reply.
"I can't drive." The guard stared at her for a moment. But the tension was broken away as he started to chuckle.
"I thought they trained everyone up to drive these days.." He muttered to himself, still laughing as he took the wheel and started the engine. "Where to? I assume you've been sent to take this ammo to Sector Three.. They're running low." Scootaloo vigorously nodded, clicking her seatbelt across her abdomen as the truck rolled forward and out of the huge corrugated iron door at the front of the vault.

As the truck drove on ever closer to Sector Three, wherever that was, Scootaloo kept her eyes peeled for the alley which entered into the Resistance HQ. Upon spotting it while rolling through an empty street, she stopped the guard who had been driving the truck. He dropped into a ready stance behind the wheel.
"What is it? Hostiles?" He asked, eyes probably darting around beneath his mask.
"Over there!" Scootaloo yelled, pointing past the guard and out of the driver's side window. As he turned to try and spot the non-existent aggressor, Scootaloo reached into the back and yanked out a smallish ammunition crate. Sighing, she swung the heavy wooden box full of bullets at the back of his head, knocking him out cold. Unloading the crates of ammunition and dragging them into the alley, she left the unconscious guard in his truck. Taking off the enemy disguise so not to alarm the Resistance, she entered the HQ and sent some resistance members to have the crates brought down into the base. The mission was over, and for the first time since she had seen him, Tarn looked happy. Standing at the door of one of those side-rooms, she noted the smirk on his face as he nodded his head to her in silent thanks. Ironwork and Heather also smiled, sitting together at a table in the corner. Scootaloo felt a flourishing sense of pride, having managed to bring back the supplies without the help of her equipment.. Which was now in her possession again. She gave a wry smile as she looked over the crate, marked boldly:

'MARE-DO-WELL'.

It was even gift wrapped.

Crawling out of the tunnel and into the moonlight a mere hour later, Scootaloo set down the crate. She prised the wooden lid off, and gazed down at the prize she had managed to reclaim. There it was.. Still beaten and dishevelled, full of tears and stretched in places. But the suit she had missed was now back in her hooves. Staring down at the mask with its lifeless blue eye covers felt almost like staring into the face of a dear friend, and for the first time in a long time, Scootaloo smiled a genuine smile of joy. The mask pulled down over her face, the hat over it. The bodysuit slid on, and the boots were tightened around her hooves. Finally, Scootaloo swung the cape over her back, attaching it with the brooch bearing her familiar Mare-Do-Well insignia. She breathed in the cold air through the mask, and her head cleared.
"Well done." Came Heather's voice softly from behind her. "It was valiant of you to risk your life, and do what you did." Mare-Do-Well turned around, staring into the mare's eyes silently for a moment.
"Thanks. I did it to prove myself, I guess." She replied, her voice subconsciously slipping back into the cold, neutral tone that came with her hero persona. Heather smiled warmly.
"So, what's next for the Mysterious Mare-Do-Well, hmm?" She asked, a gentle hint of mirth in her voice. Mare-Do-Well turned on her hooves, facing out of the alleyway.
"I have a foalhood friend I need to rescue. Regular damsel in distress." She chuckled. "I'll be back though, don't worry." She galloped toward the other end of the alley.
"Oh, and Miss Mare-Do-Well?" Heather called out to her. The caped hero turned in reply, stopping dead. "You do look dashing in that outfit." Heather smirked. "Stay safe." With a curt nod, Mare-Do-Well turned again and raced off into the night.

Chapter Eight: Alliances

Soaring over the rooftops, gliding from one to the next while firing out a grappling claw to swing gaps every so often, the dark form of Mare-Do-Well thundered across Everfree City. She was tracking thermal signatures via her suit's external scanners, and heading toward the coldest area of the city. The suit had pinpointed the coldest place in Everfree to be in the Canterlot Metro tunnels beneath-ground; a rail system that had been constructed long before the rise of Everfree City, during Scootaloo's younger years. Diving off a rooftop and gliding down, she spotted the entrance to Metro Central, the nexus at which all metro tunnels met, and also the coldest point in the city. Folding her wings inward, Mare-Do-Well dropped silently in through the stairwell entrance, rolling forward and stopping in a crouch at the bottom. She now stood in the lobby area of the Central complex. But something wasn't right. She could evidently feel the cold, but there was no-one around at all. She slowly and surely continued on inside the station, noting the frosty mist and thin layer of ice coating much of the surfaces in the place. Sneaking down the next flight of steps, she dropped down onto the central platform of the station, where all trains would meet to take on or drop off passengers. Icicles hung from the vaulted roof like daggers, and frost adorned the railway tracks that had not seen use since the hostile takeover of Canterlot and its subsequent rechristening. Beautiful, delicate snowflakes fluttered down through cracks in the roof, presumably from the clouds hanging above the city outside. Bitterly cold wind cut into Mare-Do-Well's skin beneath her suit, despite the resistant properties of the material. Looking around, she noted that the place looked deserted. All too late, she spotted the machine hanging from the roof on a chain. A device which emitted searing cold, characterised by a harsh, icy-white glow radiating from transparent pipes along its surface. Some kind of environment-altering device, one which had led her straight into a trap.

The doorway she had entered the platform through, and all other doors around, slid shut with a grinding of metal-on-metal.
"So.. How's life been treatin' you, sweetheart?" A gruff, malicious voice echoed from one of the dark, cavernous metro tunnels leading out of the station. Mare-Do-Well's heart sank as she recognised the distinct, throaty cackle. From the dark archway of the tunnel appeared a grim figure, swathed in a huge, thick fur coat. The pungent smell of a lifetime's cigar smoking permeated the air despite the absence of a single cigar in these cold conditions. But the smoky appearance, now replaced by an icy mist, remained thick and menacing as ever as the Baron and a pair of burly, armoured henchmen emerged onto the platform of the station. He wore a twisted, scarred smile as always. "D'you like my little popsicle machine?" He asked, pointing up at the device hanging from the ceiling with a hoof and cackling. "Let's just say I 'acquired' it from a certain rival, and now, it's bein' put to good use." He grinned, baring his ugly teeth. Mare-Do-Well simply stared, unmoving. "So," He began again, trotting closer. "Did ya miss me? I'm sure you're still a big fan, eh?" But before she even managed to let slip a coldly-delivered pun, she was beaten to the punch with a frostier reply.
"Put to good use, you say?" Came a grating, electronic voice from somewhere in the shadows. The Baron whipped around, staring into the black void like a superstitious foal searching for a well-hidden wraith. From the opposite end of the station, through the opposite metro tunnel to the one the Baron had emerged from, an icy blue light flashed. The Baron yelped, trying to avoid the icy bolt of magic that now flew at him. But there was no escape. A flash of light flared up, and his hooves were frozen to the floor. Stuck in the awkward position, he howled in pain as the icy chill seared into his skin. Mare-Do-Well could only watch as Hyperborea stomped out onto the platform, metal suit glinting in the harsh lighting and booted hooves clacking against the icy floor. "This will teach you not to steal from me, Mr Featherweight." She uttered. A chill moved on the air, the room growing ever colder as she lowered her head, firing another icy bolt from her horn at one of the Baron's henchmen. The stallion's armour could not protect him as his entire body stiffened up, convulsing as his heart literally froze and stopped beating. He dropped dead, ice beginning to form over his corpse as Hyperborea stepped past him, heading for the last henchman. The other thug stood on his hind hooves, wielding his machine gun. A hail of bullets erupted from the barrel with blazing golden light, and headed straight toward the icy opponent. Hyperborea was not fazed by this, however. She lowered her horn, firing out a wide beam of incredibly cold energy at the oncoming bullets. The icy magic blast slowed the bullets to a harmless pace, and when they impacted, they bounced off her suit and helmet. The defunct ammunition fell to the floor with a tinkling of tiny metal pieces. Another blast of magic, and the henchman's gun froze up, completely useless. The final blast finished him, a conjured icicle flying forth and impaling itself straight through his abdomen, shattering on impact with his ribcage. His limp, broken body dropped onto its back, a look of horror etched into its cold, lifeless face. The battle was almost over, and now, it was the masked hero's turn. Hyperborea turned to face Mare-Do-Well.

She was nowhere to be found.

"Mare-Do-Well. Mare-Do-Well, show yourself now, or face the consequences." She ordered, voice echoing around and reverberating across the central station's vaulted ceilings. No reply. Hyperborea gave what might have been an annoyed grunt, but sounded in her voice more like a malfunctioning machine. Her blind, pale eyes surveyed the cavernous room, aided by the ocular equipment on her helmet and the scanning computer built into her suit. With another grunt, she turned her attentions back to the violently shuddering, wide-eyed form of the Baron, still frozen in place.
"L.. Let me go, you little.." He began, but Hyperborea's toneless voice cut him off.
"You stole my equipment, and in doing so, sabotaged my plans. We all have our own agendas in this city, do we not, Mr Featherweight?" She asked, her face pressed disconcertingly close to his. He could smell a decayed, dead scent on her.
"We got plans, yeah.." He managed, scarred face contorting with pain again as Hyperborea began circling him slowly.
"Indeed, Mr Featherweight. We all have plans. And you would do well to stay out of my agenda, lest your own be.. Interrupted." She spoke coldly, her pale, blind eyes moving in their sockets slowly. The Baron sneered at her.
"An' if I carry on stickin' my nose into your business, what will happen? Eh? What are you gonna-" He was cut off as there was an almighty grating, rending screech of breaking metal from somewhere above. Chains rattled and bolts clanked off surfaces. Hyperborea was too late to react as the huge cold-emitting device which had been hanging in a suspended position above the station now came swinging down on its tethering chain. It swung in a wide arc, slamming into the icy foe and smashing down on top of her, crushing her. She wheezed and stared around with the half-broken ocular equipment of her helmet, and spotted her attacker.

Mare-Do-Well dropped silently from the shadows of the vaulted ceiling, spreading open her wings and cape as she glided to the floor. Hyperborea's cold heart thawed with burning rage.
"Mare-Do-Well. I.. I assumed you had turned tail and retreated. I expected you to have fled." Her cracked, fizzling electronic voice sounded. The raspy speech echoed around the frozen station.
"I never flee from my enemies, Hyperborea." Mare-Do-Well returned tonelessly. "Now.. Tell me where Sweetie Belle is."
"The singer from the Silverhoof Club? Good luck finding her.." Hyperborea gasped, coughing up blood. "She escaped from me. When Featherweight assaulted my base of operations, stealing my equipment.. She ran, disappearing into the thick of the battle." She stared blindly for a few moments more, and then her head dropped to the ground, helmet clanking against the ice. Mare-Do-Well checked for a pulse, but Hyperborea was gone. The blood had ceased pumping almost instantly, and now she was as still as the ice around her. Mare-Do-Well sighed to herself, as all now seemed lost.
"I can 'elp." Came the Baron's voice from behind her. She turned slowly. "I said, I can 'elp you get the mare back." He repeated, eyes dark. Mare-Do-Well moved toward him, staring coldly.
"And what's in it for you, Featherweight?" She muttered. He grimaced, managing to break one hoof free of the ice.
"You an' me both want this city rid of the Redcapes, eh? The Street Mares? We both wanna be rid of 'em, so I'll help you get that Sweetie Belle back - if you'll help my crew and I bring down the Street Mares." Mare-Do-Well thought for a few long moments. The Baron was a seedy underworld crime boss, rotten to the core. But in this game, he was only a pawn against the authority of Septimal and the Street Mares. He was no longer a leader figure, only another minor rebel against the dictatorship. In this moment, her mind was made up. She shook the Baron's free hoof, and then pulled him from the ice. "We work together for now. But the moment you try to double-cross me, Featherweight.. I will stop you."

Chapter Nine: The Mask She Wears

Tarn glared across the room at the Baron, who belched smoke from his cigar, looking around curiously.
"Why'd you bring this guy, huh? You know we have a reputation to keep." He hissed, eyeing the mob boss. Mare-Do-Well sighed quietly, joining him in staring down the Baron with cold contempt.
"I know he isn't the best choice of ally, Tarn." She replied, looking down. "But he's promised to lead me to Sweetie Belle. Without his help, I may never find her." Tarn listened without breathing a word, and finally, he trotted forth to meet the Baron face-to-face. Raising a hoof, he slammed it on a table which sat before him. The Baron snapped to attention as Tarn began issuing his demands.
"Look here, Baron. I dunno what you're playin' at, but I have a business to run here. We're fighting a war, so you're gonna follow orders, or I'll have you shoved onto the street and shot between the eyes.. Right?" He spat.
"Heh.. I like your tone, son." The Baron chuckled dryly, puffing out smoke. "Direct. Just what I like in a stallion." He grinned.
"We ain't here to compliment, so get to the point. What can you offer us, and what do you ask in return?" Tarn replied.
"Right.. Down to business then." The Baron nodded, sitting on a crate at the table. "I can offer you all my full arsenal. Guns, bombs, ammunition, reinforcements.. All for next to nothin'." He sat back, taking a drag. "All I ask is that I get a full share in any reward we get for this, ah.. Operation. Cash, lucrative business, gorgeous mares, and maybe a couple 'o imported cigars from the Crystal Empire." He cackled then, flicking the burnt-out cigar to the floor and crushing it with a hoof. "All I want is a free Equestria. Freedom means free trade, free business... And all that means that I get to stay filthy rich." He snarled the last line, an animalistic, malicious tone of greed in his voice. Tarn hesitated for a moment.
"We'll do what we can." He nodded solemnly, offering a hoof to shake. The Baron took it, shaking roughly and grinning.
"So we're on our way to freedom then." He concluded, standing. Tarn looked back at a silently thoughtful Mare-Do-Well.

Hours later, Mare-Do-Well soared out over Everfree City once again. Sticking low and swooping in and out of the shadows to avoid Street Mare patrols, she neared her mark. The navigational equipment inside her suit periodically fizzled and glitched out, causing her to have to smack at her mask with a hoof. Soon, however, this wouldn't be a problem. She dropped down to the floor in a dark, grime-encrusted culvert to the side of a road, and padded quietly down into the open sewer pipe. The place stank of rancid sewage and built-up gas, and now Mare-Do-Well thanked Celestia that her mask managed to block out some of the smell. Proceeding onward down the dark pipe, she began navigating the labyrinth of tunnels to search out the runoff pipe which dropped into the waterfall basin outside the city - and the pipe which would lead her back to the Lair. Booting up the night vision setting in her suit, her eyes lit a bright electric blue as she began her search into the sewer. The search took her at least an hour, if not more. After twisting and turning and feeling panic set in, she finally came across a heart-warming sight. Before her, the pipe opened out into a huge channel, where rushing sewer water continued on through a huge tunnel and finally drained out through the waterfall which masked the entrance to the Lair. Diving out into the foul stream, Mare-Do-Well allowed the current to carry her along to the mouth of the tunnel. As she reached the lip of the abyss, she leapt forth into the air, spreading her wings and gliding out of the tunnel. She turned downward then, plummeting toward the basin at the foot of the waterfall and pulling up again just in time to glide into the hidden entrance. She dropped forward into a roll, and stood up. The lamps in the Lair were only half working, some flickering and others broken completely. Galloping inside the main cavern, Mare-Do-Well was relieved to find that the main computer had remained intact throughout its years of disuse, and the screen had flared into life as she had entered. Pressing a booted hoof to the control panel, it welcomed her back to the sprawling hidden hideaway.

After a visit to the equipment vault, Mare-Do-Well emerged in a clean, functional suit. She had retrieved a new hoof-mounted cannon, and tested its capability; Functioning perfectly. Logging onto the computer again, she searched for some well-deserved and clearly-given answers about the origins of Everfree City.
"Computer, search for all news articles on Everfree City, specifically including its founding and government." The machine whirred for a few minutes, and then returned a collection of recently-published newspaper articles and reports, predominantly from Manehattan, Trottingham and Ponyville. Mare-Do-Well began reading the headlines. "Hmm.. 'Everfree founded by criminal mastermind, claiming full legality'.. 'Canterlot Correctional break-out was planned, experts say'.. Here's the information I need." She smirked beneath the mask, but her sneer dropped as she read the most important line. "'Everfree City was founded by infamous criminal mastermind.. Trixie.'" Mare-Do-Well stared at the screen, blue eyes wide with shock as mixed emotions rose in her heart. Trixie, the one who had mercilessly gunned down her mentor Rainbow Dash. The one who had been responsible for her having to peel a blood-flecked costume from the weather-mare's lifeless body, and don this shadowy disguise. The one who she had presumed dead or completely disabled after her fall from the courtroom window. That sneering, smarmy, self-righteous bitch. Mare-Do-Well dropped her eyes to the floor, closing over the weary lids as she let her body slump into the control seat. There was a moment of introspection then, one which felt more like an hour than a minute. She wondered whether she could keep this up anymore. She had been beaten senseless, had her mentor, hero and closest friend killed in front of her, and been tortured for an entire week by a merciless, cold antagonist, coming close to her mental breaking point. Peeling away the hat and mask, Scootaloo let her dark purple mane fall and hang low on her face as she reflected on her own state of mind. In all honesty, she was more of a slowly-ticking time-bomb of pent up rage at the moment. Rage, and sorrow, and pure anguish bubbled and seethed below the cold, calm exterior she put on as the masked hero. It was the disguise she wore, the mask she used to hide her face, that kept her sane. And with a sinking feeling of dread in her stomach, Scootaloo realised that she was slowly becoming less of an individual. Scootaloo was disappearing behind the larger figure of Mare-Do-Well, fading obscurely into the shadows. Soon, there would be nothing of herself left. Only the faceless, pitiless hero. The part she played was becoming her own life.

Chapter Ten: Nothing's Fair in Love and War

Mare-Do-Well sat with Tarn, Heather and the Baron around a long table. The crime lord unfurled a huge map over the tabletop, and cleared his throat, inspecting the map closely with a cold and calculating gaze.
"Right.. I've got a network of ah.. Informants.. Spread out across the city, yeah? They usually help keep me informed of rival gangs' movements, and shipments of cargo." He explained, beady eye trailing along the map. Smoke drifted on the air from his cigar, which wobbled on his lip as he unconsciously mouthed the names of streets and estates. "However, with a network as big as mine, I'm sure I can get 'old of your filly friend." He looked up at the masked hero, grinning a toothy grin. "Easy as pie." Mare-Do-Well stared him down, and then silently studied the map herself.
"Send word to your informants, I want every inch of this city searched for that mare." She ordered emotionlessly. The Baron smirked, bowing down and retreating out of the HQ, presumably to issue his commands to waiting lackeys. Heather turned to her, a concerned look on her usually placid face.
"Aren't you worried he'll double-cross you?" She asked. Chuckling, Mare-Do-Well nodded.
"Oh, I know he'll double-cross me. It's just a question of when." She sighed, standing up. "Besides, I slipped a tracer tag into the lining of his coat when he walked out. He won't get far without me knowing." Tarn stood up, grunting as he trotted off to 'take care of some business'. As he moved off, Heather's expression saddened. Mare-Do-Well could only guess at the next order of business from such a hot-headed resistance leader.

That night, five Street Mare compounds, including the Vault from which Mare-Do-Well had recovered the confiscated ammunition and her suit, were demolished by the resistance movement. Keeping radio contact in the HQ's makeshift war room, Tarn ordered the bombings to go ahead. Each target was eliminated, one after the other. The replies came back across the radio, and Mare-Do-Well, listening from a shadowy corner of the room, felt emotions churning in her stomach. She retreated to one of the adjoining rooms, locking herself in a small, blank bathroom to the side of a storage area. Slipping off her mask, she stared into the eyes of her reflection as she tried to make sense of the sudden rush of feeling. She should be happy, shouldn't she? The Street Mares had been dealt a huge blow, and this act of violence would be better in the long run.. Wouldn't it? She sat on the toilet seat, feeling sick in her stomach. What if this killing wasn't the right thing to do? She turned over the scenario in her mind. Hundreds of Street Mares must have been killed without any mercy tonight. Blown right out of existence, or disabled beyond anything that could rightly be called 'life' by horrendous explosive blasts. This was the war at its worst; unthinking, uncompassionate murder. In Tarn's eyes, the boundaries of the war were black and white. No middle grounds, and no mercy for the enemy. A bloody-minded, unrelenting need to exterminate a rival had poisoned his mind. But in a war so harsh, what could Mare-Do-Well fight for? Could a hero who had spread peace across Equestria become an agent of murder? Even to save the oppressed?
"Scootaloo?" Came Heather's voice, soft and quiet, from beyond the bathroom door. "Scootaloo, are you all right?" The room was unlocked, and the mare stepped out, holding her mask and hat in a hoof. She looked pale.
"I don't want to do this anymore." Scootaloo uttered, tossing the mask to the floor and sitting against the wall beside it in the dim room. Heather sat beside her, and both stared into space for the longest time in silence. In the war room, resistance members chattered and quietly celebrated the victory of the night. Tarn's cheering was the most prominent.
"War isn't a good thing." Heather agreed. "If I could just turn back time, I'd be so much happier."
"I can't deal with the killing. It's so.. Unfeeling. The Street Mares may be the enemy." Scootaloo looked up and turned to stare at Heather. "But they're still living, breathing ponies. And I'm afraid. I'm afraid that the longer this war goes on, I'll become just another killing machine in this bloody stalemate." Heater nodded solemnly as Scootaloo looked back down at the floor. She leaned into Heather's side as she felt the mare's hoof curl around her shoulder in a hug. Scootaloo turned to Heather, a warm smile crossing her face as her cheeks warmed. She held Heather close, overjoyed that at least someone could understand what it felt like. Someone else could show a compassionate side. Someone else was like her. A warm feeling radiated from her chest as that thought hit her. She stared into Heather's eyes, and Heather stared back silently, smiling. The world froze, and all other noise was dampened out as Scootaloo pressed her face forward, and kissed the mare beside her. To her surprise, Heather returned the kiss. The two were lost in the embrace for what felt like hours, until Ironwork trotted into the storage room to pick up rifle parts a mere few minutes later. Noticing the mares in each other's hooves, he blushed a little and chuckled a dry laugh. Shaking his head, he grabbed the small box of rifle stocks.
"You oughta leave a note on the door, huh?" He called as he left, grinning. The two chuckled along, and turned back to each other as the grizzled veteran left the room.
"I think I love you." Scootaloo managed to stammer. Heather smiled brightly.
"Trust your heart. It always worked for me." The mare replied.

Chapter Eleven: The Fall

"The Baron sent a message while you were sleepin'." Tarn called as Scootaloo slipped out of the bunkhouse and into the war room, slipping on her mask and hat. Scootaloo was disoriented due to having woken up so early, but managed to stay attentive. "He's got Sweetie Belle, apparently. But now we have bigger problems to worry about." Scootaloo, now encased in the mask, assumed the cold tone of Mare-Do-Well.
"What do you mean, 'bigger problems'?" She asked, trotting up to the resistance leader. Tarn merely tossed a newspaper across the central table. The headline made the matter crystal-clear.

'PRINCESS CELESTIA AND PRINCESS LUNA TO BE EXECUTED PUBLICLY, BOARD OF DIRECTORS SAY.'

"They're gonna butcher the Princesses tomorrow, in a public ceremony. Probably in the Palace courtyard. That'll scare the ponies of this city for good, and with Celestia and Luna gone, the Board will rule Equestria." Tarn grumbled, head lowered as he seethed with rage. "They win. We lose." Mare-Do-Well turned tail and dashed out of the resistance HQ. She called out as she left, voice passionate and louder than usual.
"Not if I have anything to do with it. We haven't lost.. Not yet."

As the sun began rising over the rooftops of Everfree City, Mare-Do-Well swooped down and landed in a crouch outside the front entrance to a battered old food warehouse. Having verified with Tarn via radio on the way here, she had confirmed this as the place the Baron had requested they meet. The dry old doors hung open as if to invite her inside, and the hero stepped in quietly. The inside of the warehouse stunk of rot and cigar smoke, and the central area was lined with piles upon piles of crates full of now-mouldy food. Staring around, Mare-Do-Well searched for the Baron.
"Lovely.. You made it." His voice cackled from somewhere unseen. The masked hero stared all over, alert and vigilant. But the Baron remained hidden. "Too bad ya won't be around much longer, eh?" There was a clattering of automatic gunfire, and Mare-Do-Well dodged behind a huge crate. Her breathing became rapid.
"Today is not a good day to mess with me, Baron." She called, a hint of anger in her voice. "Where is Sweetie Belle?"
"Right 'ere. We'll let her go, don't worry. You just won't be joinin' her." The Baron's voice sounded, smarmy. "Why not come out and play, hero? Well, we'll send out this little filly.. If you'll trade places with her." Mare-Do-Well heard a strangled whine and the sound of a body being tossed from one of the walkways hanging above the warehouse floor. Peeking around the corner of the crate, she saw Sweetie Belle's battered, barely breathing form on the floor, with the Baron himself leaping down beside her from above. He held a submachine gun in his hooves, aimed at Sweetie's head. Cautiously, Mare-Do-Well stepped into the light before the mob boss. He grinned.
"Let her go. Take me if you want, but let her go." The hero uttered. With that, The Baron kicked Sweetie forward, raising his gun to aim at Mare-Do-Well. "Before you do whatever you plan to.. Where did you-"
"Where did I find the mare? I had her kidnapped quite a while ago. I never had to look for her at all. Oh, and.." He yanked the tracer tag from his pocket. "I found your fancy little trackin' thing. Useless piece of shite." He stomped it under a hoof, and puffed out a cloud of smoke, cocking his gun. "Kinda like you, Mare-Do-Well."
"That's what you think." She muttered, and dove into the darkness. Quickly, the hunt began. The small troop of the Baron's henchmen which had accompanied him on this outing began dropping like flies, knocked into unconsciousness by a hoof, an electrical dart, a whip of the cape.. Soon, only the Baron remained. He stood in the centre of the warehouse, looking around and aiming his gun wildly.
"Come out here and face me, you.. You chicken!" He roared. Mare-Do-Well dropped down behind him, wrapping a hoof around his neck and using the other to smack his gun away. It spiralled across the floor into the shadows.
"This is it, Baron. You've lost." She uttered, raising a hoof to bring down a final knockout punch. With a snarl, the Baron turned around to face the hero, pulling something from his overcoat.

There was a loud, echoing bang.

Two minutes later, the Baron left the warehouse. Lying on the floor inside, in a pool of blood, were a body, a stubbed-out cigar, and a warm, smoking pistol. It was Sweetie Belle who found the body, and Ironwork turned up soon after to check on the hero after hearing word from Tarn that she had gone after the Baron. Ironwork found a weeping Sweetie Belle hunched over Mare-Do-Well's still-warm corpse. The body, along with Sweetie Belle, was brought back to the Resistance HQ. There was a memorial service of sorts held, and that night, the Resistance was almost broken down by the news of their icon's death. Had it not been for Heather's idea in the saddest of circumstances, then the war would have been lost already. As it was, the death of Mare-Do-Well did not mark the end of the war. The Board had not won, not by a long shot. Because on the next morning, in the unlikeliest of circumstances, the Resistance movement managed to raise an army of its own.. With Mare-Do-Well as its leader.

Chapter Twelve: Triumph

The sun rose on the next day, burning high into the sky slowly but surely. It reflected across the grime and darkness of Everfree City, shimmering across rooftops and peering down into the dankest alleyway, spreading a warm glow. As the day wore on, a crowd gathered at the gates of the Royal Palace, herded from their homes by squad upon squad of Street Mares. Soon, the Princesses' execution would break the last remnants of rebellion, crushing the spirits of the resistance and spelling defeat for the enemies of the new order. The crowds were piled toward the courtyard at gunpoint, some moving hopelessly with grim acceptance of events, others weeping and wondering why such a terrible event could ever have befallen Equestria. No matter what the people were thinking, they were here, being forced to bear witness to their Princesses' final moments. Scaffolds were set up in the wide-open space of the Palace courtyard, the Street Mares' bikes having been moved for such an occasion. At midday, when the sun was at its highest, it began.
"People of Everfree, your attention please." A voice called out over the loudspeakers which had been moved onto the battlements. "Today will go down in history as one of the great events of this millennium, let alone this century. This will be the day that the people were freed from the tyrannical reign of these irresponsible rulers." The crackled, slightly electronic voice which sounded over the loudspeakers was revealed to be none other than the leader of the Board of Directors, Trixie. She stepped up onto the balcony of the Royal Palace, high above the courtyard. Below the balcony, the doors were flung open. Princess Celestia herself and her sister Luna were dragged out into the bright glare of the sunlight. Their legs were bound in magic-saturated chains, their horns covered with dampening material to stop the flow of magical energy. The two looked beaten and bruised, broken and ashamed that they had been defeated with such seeming ease. They were led up onto the scaffolds, and the nooses were tightened about their slender throats. Forced to stare into the faces of their subjects, they could only wait for their impending, inevitable demise. The trapdoors of the scaffolds dropped away, and the Princesses began the slow path to a death from asphyxiation, fighting for life. But as Trixie began her final speech, there was an odd crackling from the speakers. A buzz. Then, dead silence.
"What is going on?!" Trixie snarled, turning to the technicians in charge of running the speaker system. They searched frantically for an electronics fault. An unsure hope began to rise in the dying Princesses' and assembled citizens' hearts as something incredible occurred.

There was one other crackle from the speakers, and they then began working again. But not for Trixie.
"This is the voice of Mare-Do-Well." A cold, toneless voice declared, echoing out across the city. Trixie, the assembled Board sub-members, the Street Mares, and the people themselves could do nothing but listen in a shocked, almost reverent silence. "My time is up, and I may be dead, but I will not end my existence without a fight to the last. I ask you to have faith in me, now, in your hour of need. Your hour of greatest darkness. I need every stallion, mare and foal in all Equestria to know that they are not alone now. And I need you all to join my crusade. Have faith.. The war is won now." And with that, the speakers cut out completely and went dead.

As the oppressed citizens looked on in astonishment, A dark shape dove down out of the sky. Mare-Do-Well. The resistance had used information given to them by Mare-Do-Well previously to access the Lair, and had used its arsenal well. The lifeless body of the caped hero was strapped into the same model of jet-propulsion technology she had used so many years ago, blue fire blazing from beneath her cape as she tore down through the clouds toward the Palace. Strapped securely to the suit with a harness were packages of impact explosives, making the lifeless hero into a final, defiant weapon against injustice. As Mare-Do-Well neared the Palace, Heather and Ironwork, who had concealed themselves on rooftops nearby, let off shots from their sniper rifles. The ropes connecting the nooses to the scaffold were severed, and the Princesses collapsed, able to breathe again. They began to recover just as the final blow was dealt to Trixie and the Board of Directors. The explosives-packed body of Mare-Do-Well slammed head-first into the balcony on which Trixie stood, and it was engulfed in a boiling, earth-shattering fireball which rocked the very earth for miles around. If the inferno had not killed Trixie, then the collapse of the Royal Palace certainly ended her. Castle walls, shattered panes of stained glass, and ornately carven bricks of the finest stone fell backward and away as the foundations of the palace cracked wide open and split apart. The burning mess which had once been Canterlot's Royal Palace collapsed in on itself, falling back off the cliff's edge and toppling down into the waterfall basin below. Mare-Do-Well's final, posthumous act of valour had sealed off the entrance to the Lair forever, now buried under the broken remains of the Royal Palace.

The air had changed. While the mood of the people had been full of sorrow and helplessness before, a spark of hope had now become a raging fire in everypony's heart. When the first, triumphant shouts of 'Revolution!' sounded across the city, carried on the hazy, heated air, the Street Mares already knew they had lost. While some fought, and a good few managed to kill innocents, most accepted defeat. In the end, guns were tossed aside and trampled underhoof. Ammunition was poured into boxes and disposed of. Many Street Mares simply looked down with shame, but some rejoiced that, perhaps now, a free Equestria could become a better place for them too. In the end, the valour of the Mysterious Mare-Do-Well prevailed over uneven odds. It was shown that courage, loyalty and strength of spirit could overcome the worst of obstacles. It took a month to break down the walls which had been built around Canterlot, and years to reconstruct the Royal Palace. When the Palace's final brick was laid, however, a special memorial was unveiled in the courtyard. A huge, triumphant stone sculpture of Mare-Do-Well, reared up and ready to do battle. The plaque below the monument bore the inscription,

'For incredible feats of bravery, and loyalty to justice in the darkest of times, this statue is commemorated to Mare-Do-Well, saviour of Equestria'.

A new police force was set up soon after the incident by the Princesses. Working with Tarn and the members of the Resistance group who had gained access to the Lair in order to set up the final attack against Trixie, the new police force were outfitted with the weapons and technology of Mare-Do-Well. They wore the original, unmarred purple regalia of the masked hero. The new troop of Street Mares began patrols across Equestria, righting wrongs and serving unconditional justice with respectfulness - and non-lethal, non-vicious methods.

And so the story ended, with the nightmare over and justice restored to the people. The dark figure of a stallion snarled as he read this final line in a front-page article of the Manehattan Bugle. He set the newspaper down on his desk, taking a drag on his cigar and puffing out clouds of smoke. There was a knock on the door.
"Come in, lad!" The Baron called to the orderly. The scrawny servant entered, bowing low. "Well.. What is it this time, eh?"
"There's, um.. There's some ponies here to see you, Mr Baron, sir." The orderly stammered, and then stepped back. A trio of Street Mares entered, one holding a set of hoof-cuffs.
"Twenty-nine counts of murder, forty of conspiracy to commit theft, countless amounts of drug trafficking.. And one count of killing Equestria's greatest hero, our forensics team tell us." One said. The other concluded.
"That's somewhere around life imprisonment. Book him."