ODST: Shock and Awe

I woke up, and noticed a few things. One thing was that I was in a soft bed. Another thing was that it was quiet. No gunshots, screams of pain, orders being yelled, or grunts and growls of covenant troops. I opened my eyes, the darkness in the room almost unable to see through. I tried pulling my arms to my face, but the beds blankets were tucked tighter than I thought. I got annoyed quickly and ripped the fabric with pure muscles, pushing my arms forward. I dragged my hands over my face, both of them feeling strangely flat. I looked at my hands, only to see an ash gray colored hoof in front of my face. I yelled in surprise, falling out of my bed, and twisted around onto my back. I waved my two front hooves in front of my face, my jaw dropping in surprise, then twisted myself around and placed my hooves on the ground and pushed myself up.

I pushed my left front hoof forward, but I fell forward onto my face. I pushed my hooves onto the ground once more. I stepped forward and once more, falling onto my face once more. I growled in frustration and pushed myself up once more. After ten minutes of failing, I managed to walk around the room, and I started to trot around. I fell a few times, but I managed to trot around the room. I started running, fell once on my face, and sat down on the soft cushion next to the table. I looked at the vast amounts of books on the table with increased interest.

My childhood interest in books nearly sending me into an excited fit. I flicked what I thought was my tail in excitement, but felt a cold, silk-like thing touch my ass. I looked behind me, and saw two things. I saw an everlasting darkness, and my fear rose. The darkness started increasing and decreasing, and I thought of it to react to emotions. I thought back to my last fight, where I supposedly was killed along with my entire team. My rage and anger started boiling inside of me, and I watched as the darkness started enveloping the room, sucking the light from the room quickly.

I felt a sensation running along my head and neck and trotted over to the nearest mirror and saw that my hair(mane?) was the same way, absorbing the light from the room and driving darkness into every corner and crevice of the room. I thought of the happiest memories I had, and the light returned slowly to the room. I looked behind myself once more and saw a tattoo on my ass. The tattoo looked familiar for some reason. It was the all familiar helmet of the ODST, except there was a plasma burn on the top of it with what looks like a bullet hole in the middle of the visor with cracks running throughout the entire visor. Behind the helmet was two M7S's crossing behind the helmet, and below it was the word 'HELLJUMPER' engraved two inches below it, with blue flames surrounding the word.

I crossed the room to the table with a stack of scrolls on the  table. I unraveled one of them and read it, my handwriting trailing itself down the page, and realized it was notes on magic.

"Pfft, magic." I growled, feeling a sensation on my forehead and the parchment burst into flame. I tossed it away in surprise, the page landing in an empty metal trash can. I felt something flick across my back, as if irritated, and looked behind once more, seeing a pair of large ash gray wings on my back. I moved my shoulder muscles and the wings flicked and shifted around my back. I sat on the cushion once more, picking up a book off of the top of the pile. I read the title, Basic Spells and Illusions, and decided to read it out of disbelief and amusement.

"Like I would be able to do any of these..." I said, flipping to the first spell.

"'Telekinesis', what bullshit." I growled, reading how to do it. "Focus your energy onto the object and picture in your mind lifting the object into the air." I read the first and only instruction. I looked at an apple and focused onto the apple, seeing a dark purple aura envelop the apple and lift it into the air. I pictured the apple flying against the wall and heard a splat, seeing pieces of apple and apple juice splattered against the bare wall.

"I'm guessing that was magic..." I said, surprised that this actually happened. I picked up a paper ball from a trash can and pictured it on fire, and the ball burst into flames, destroying the piece of parchment. I took another scroll from the pile and read the notes, this one with the different species of the world.

"Bunch of fucking mythological creatures here." I said, looking at the scroll with rising interest. I read the advantages that the creatures had, along with its weaknesses.

"Alicorns are one of the most powerful creatures listed here. They can live forever, unless gravely injured, have large reserves of magic, can fly, and are rare enough that they are considered royalty..." I read aloud, trailing off at the end. I walked over to the mirror, looking my entire body over. I finally noticed the horn on my forehead, nearly fifteen inches long, and the large set of ash colored wings on my back and realized what I became.

"I'm an alicorn?" I said in disbelief, sitting on the ground.

"I don't know if I should be excited, or terrified." I said aloud, picking up the scroll with my magic and continued reading.

"For the last thousand years, there have only been four Alicorns recorded in history." I read aloud. "Princess Celestia, the ruler of Equestria, goddess of the sun, Princess Luna, co-ruler of Equestria, goddess of the moon, Princess Twilight Sparkle, a recently unicorn turned alicorn, princess of friendship?" I started laughing at the thought of being the princess of something so mundane. I cleared my throat and continued. "And Princess Mi Amore Cadenza, married to Shining Armor, Captain of the Royal Guard, and ruler of the Crystal Empire." I continued reading aloud.

"There have not been any male alicorns in history since before Princess Luna's banishment." I scratched my head in confusion, and checked between my legs, confirming myself as a male.

"I'm a male alicorn, yet they don't have me down in history..." I mumbled.

"I'm kinda relieved that there isn't any trace of me. Don't want women swarming me every living second, or do I?" I said, grinning deviously. I walked over to the table and picked up another book, reading on more spells. A few minutes later, I heard the door open and I looked up from the book. Three alicorns stood in the doorway, One white, one purple, and one a dark blue color.

"Looks like he's finally awake." The dark blue one said.

"What the fuck?" I questioned, utterly confused by the sudden appearance of three alicorns.

"What's the matter?" The purple one asked.

"Where the hell am I?" I asked,  getting up from the seat.

"Equestria? You know, the kingdom that you've been in for nearly two months?" The dark blue alicorn snickered.

"So I've been here for like two months? Jesus fuck, I can't remember shit..." I said, scratching my head.

"Maybe I can help." The white one said, her horn lighting up. I felt a prick at the back of my head and I blacked out. I woke up in a black abyss, and I started looking around.

"Hello? Where the hell am I now?" I yelled, walking around. Instead of an answer, a vision passed through my head. There were four alicorns standing over me, in what looked like a medical wing, three of them from earlier, and a pink one with a small smile on her face. I looked around and saw five different mares sitting against the wall, staring at me. A flash of light and another vision appeared. This one was my room, with the five alicorns arriving with some sort of mix matched thing standing behind them.

The fifth one looked like the dark blue one, except larger and with armor on her. Another flash of light and another vision, this one a large dining room with me sitting away from all of the others, and the alicorns and the strange beast beckoning me over to sit with them. Another flash, this vision showing me reading multiple books at once and making notes on all of them, and a torrent of spells hit my brain, causing a large headache. I grabbed my head as I dropped to my knees, my head feeling like it was splitting down the middle.

Another flash and vision, this one of a matriarchal court with guards and servants standing on both sides, with ponies lined up in front of the courts bowing and talking about their problems. A number of other visions popped into my head, making the headache even worse than before.I felt a jolt of lightning, and even more visions popped into my head, and I just wanted to blow my brains out from the massive headache I had right then and there. More visions just kept appearing, and I yelled out in the pain, finally giving in.

I felt another jolt, yet only more visions popped into my head, increasing the pain of the already head splitting headache. More and more visions popped into my head, until the suddenly stopped, and some soothing music started playing, the painful headache disappearing almost immediately. Another jolt, and I woke up in my room, the three alicorns standing over me with concerned looks on their faces.

"You've been out for nearly an hour!" The purple one yelled at me.

"Stop fucking yelling!" I snapped, covering my ears with my hooves.

"Come on you big baby, how bad was it?" The dark blue one said.

"My head split in half, then reformed and split again, then I got shot in the face with plasma, and got my head cleaved in half by an energy sword." I growled, rubbing my temples to sooth the migraine.

"It couldn't have been that bad, now could it?" The white one asked.

"How about I give you the headache I got with all of those visions popping into my head at the rate of a MA5B Assault Rifle." I grumbled.

"I bet it wasn't that bad." The purple one said with a grin. The white one's horns lit up and I felt the headache disappear, with grunts and yells of pain following. I got up off of the ground and wiped myself down, then walked over to the table, leaving the females writhing on the ground for a second. I thought of a spell and cast it, taking their pain and transferring it over to me once more.

"I split that between the three of us, and that was still unbearable." The white one groaned, getting off the floor slowly.

"I told you." I muttered, the headache dying down slowly. The other two got up slowly, brushing themselves off, and walked out.

"That wasn't even the worst of my pains either, but it was up there." I said, following the white alicorn out of the room.

"I don't even know your names yet either..." I grumbled to myself, but the white alicorn was still able to hear.

"Oh silly me, My name is Celestia, prin-" She said.

"Goddess of the sun and ruler of Equestria." I finished, the knowledge of the princess sliding off my tongue quickly.

"Y-yes." She said, surprised.

"Princess Luna." She continued, nodding her head to the dark blue alicorn.

"Goddess of the moon and co-ruler of Equestria." I said quickly.

"Princess Twilight Sparkle." Celestia said, nodding to the purple one.

"Princess of friendship." I said with a snicker. Celestia shot me an evil look and continued walking.

"Where are we going now?" I asked.

"Dining hall." Celestia said flatly. I stopped for a second, giving her a suspicious look, then shrugged and continued along. I thought about skipping whatever meal they were serving, but thought against it. We arrived shortly after, two large golden doors opened fully and showing a large dining table, with ponies dotting the seats and servants running around. I saw the alicorn from a few of the visions, and the strange beast sitting next to her, his crazy red eyes immediately shooting towards me.

I immediately turned around and started walking back toward my room, only to feel a hoof on my shoulder. I turned around and saw Celestia giving me a stern look.

"Eat with us." She said.

"Sorry, but I'm not hungry." I said, pushing the shoulder off and walking down the hall. I felt something tugging on me and I turned around once more.

"I told you to eat with us." She said sternly.

"I said I'm not fucking hungry." I growled, my anger starting to suck the light from the hallway. Her eyes widened a bit and she started backing off.

"I just wanted to feel at home while you were here." She said, turning around and walking away.

"If you want me to feel at home, send me to hell." I growled, turning away and walking back to my room. A few minutes of me stomping around with the lights out, I finally reached my room, and nearly ripped it off the hinges as I opened it. I slammed it shut and walked over to the balcony, looking up at the moon.

"Guess it's dinner now." I said to myself. I thought of another spell and cast it on myself, feeling a strange sensation envelop my entire body. I saw a flash of light and heard a few pops and cracks, then felt the familiar armor of the ODST. I sighed in relief as I felt the M7S in my hands, with the Covenant Carbine on my back and the two M6C's strapped to my hip, with the number of equipment lining my body. The room seemed darker than before, so I flipped on my helmet flashlights and the whole room lit up. I flicked my wrist and the dark purple aura enveloped my hands.

"Still got the magic? Fucking sweet." I said, grinning.

-Thirty minutes later-

Luna was walking to Fading's room to check up on him. She reached his door and was about to knock when she heard some scuffling. She opened the door and saw that his room had turned into a warfield. Bodies of humans and Covenants littered the ground, the bursts of plasma and bullets flying overhead. A pelican flew over her head, the roar of the engines nearly deafening, and the spin of a minigun was heard.

The pelican did a one eighty and the back of the pelican opened up, and the bullets started flying out the back. Luna looked where the bullets were flying and saw Covenant forces being torn apart. A group of monkey looking things got shredded by the gunfire, a few of them being literally torn in half, some heads being popped open like a pinata.

"Fading!" Luna yelled over the gunfire, and the entire battlefield froze at her word.

"What?" A voice said above her, and the sounds of a jetpack was heard. She looked up and saw the bipedal form of Fading flying down to her.

"Who the hell is Fading?" He asked, dropping to the ground.

"You're Fading!" She yelled at him, giving him an angry look.

"My name is Lieutenant Felix Vanhorn, not Fading." He said, holstering the M7S in his hands.

"In your alicorn form, your name is Fading Ember!" She said.

"Alright, but what do you want?" He asked angrily.

"Night court is in thirty minutes." She said.

"What's night court?" He asked.

"It's where ponies come to me and give their problems, and I deem them worthy. Celestia assigned you to night court." Luna explained quickly. He just growled and flicked his wrist, a dark blue aura enveloping his hand. He aimed it at the sky and shot a beam up, which struck the sky. The entire battlefield disappeared immediately, the smell of blood and plasma evaporating into thin air, and he shot a beam at himself. There was a flash of light, and the ash grey alicorn appeared where the human stood.

"I was having fun. Also, since when does Celestia have power over me? I was dead, then brought to this world. If I had a choice, I would've stayed dead." He growled, walking out the door.

"You would just accept death? How crazy are you?" Luna asked.

"I deserve to be dead, and I've probably went insane for being in a constant war zone for nearly ten years." He answered casually.

"Nopony deserves to be dead!" Luna snapped at him.

"I've killed countless covenant, destroyed their shit, had to kill my own men when they turned against me, fought and survived the flood, killed insurrectionists because someone higher up ordered me to. If that doesn't deserve death, then what the fuck does then?" He snapped back. Luna was speechless, having nothing to counter what he's brought out.

"Exactly." He said with finality, walking towards the throne room. Luna just followed him in silence. They arrived at the throne room and took their seats.

"Won't you just accept the peace that this world offers?" Luna whispered to him. He turned to her, giving her a tired look, and said.

"I wish for peace, but for all I know, humanity could be destroyed. I could've done something before I died, could've killed more covenant before I was killed, saved my squad before they were killed. For all of the things I could've done, I didn't do anything and now I'm sitting on some throne in a world where war has been forgotten. Do I really deserve peace? Hell no, but I still wish for it." He said, brushing a hoof over his mane, although it appears to have just whisked through to the normal pony.

"You're at peace here, but you won't accept it. You made your bedroom into a battlefield, and you're constantly fighting against the peace you wish for." Luna said, looking him in the eyes. He looked directly into hers, the emotions drained from them long ago, and the doors to the throne room were opened. Their eyes broke apart and they looked at the quickly forming line and sighed together.

"This is going to be a long night." Fading muttered.

"This is a normal night however, and we only do night court every three days." Luna responded, nodding to the first pony in the line.

"Thank God for that." He muttered. She ignored the statement and started listening to the ponies problems and demands.

-Five hours later-

"Night court is concluded." Luna announced, hearing the groans of the ponies that didn't get their problems fixed tonight, and the sighs of relief from some of the newer guards and Fading. Luna got up and stretched her legs, hearing a few pops and cracks. Fading followed suit, except he cracked more of his bones. He cracked his neck, which could probably be heard around the entire throne room, and walked back to his room.

"Immediately to sleep?" Luna asked.

"I'm turning back to my human form and exercising." He said, continuing back to his room.

"You're not tired at all?" She asked, surprised.

"I haven't ran fifty miles today and I haven't done daily exercises, plus haven't been dodging plasma all day, so no, I'm not tired." He said casually.

"What tartarus-filled world do you come from?" Luna said.

"Earth, but that's not my hell. My hell is on different planets, defending colonies from overwhelming Covenant forces, or in space fighting ships larger than this entire world by at least three times." He said. Luna turned around and looked at him.

"Humans have found a way to travel space, and has colonized different planets?" She asked.

"We've had a way to travel into space for nearly five hundred years, but only recently were we able to travel outside of our own solar system without aging that much." He answered, walking past her.

"You didn't look that old as a human." Luna commented, remembering his face.

"I started fighting when my parents and siblings were killed and the farm was destroyed. I was only twenty four when I died." He said.

"To fight and die so young, it's horrible." Luna said, shaking her head.

"We had to fight for the right to live, and the Covenant wanted to destroy humanity as a whole and destroy each of her colonies." He continued.

"You fought for the most basic right a being needs." She said.

"They attacked our outermost colony, Harvest, and destroyed it. Killed fifty thousand humans and they glassed the world. Second world we lost was Eridanus Two, which had already been evacuated. A number of other colonies were glassed as we were fighting over Harvest, with no survivors, and by 2535, we lost all of the outer colonies. They initiated the "Cole Protocol", which was an order for all vessels to ensure that the Covenant doesn't find Earth. I was on one of the ships that had to make a blind jump away from a battle, which the Covenant followed us. We managed to fight our way out, but the ship was badly damaged.

"A year later, the Covenant start attacking the inner colonies, and we thought ourselves dead because we won isolated victories with horrible casualties. 2552, we lost Reach, UNSCs largest naval base, even with super MAC cannons, and we thought that it was the end since Reach was on Earth's doorstep. So far, we lost nearly eight billion men, women, and children to the bastards." He finished.

"Eight billion...?" Luna said in shock. He just nodded and continued walking. She watched him go, trying to see what was going on in his head, only to see the emotionless eyes staring at her. She shook her head to clear her head and turned around, heading to Celestia's room. She arrived shortly and opened the door, ignoring the guards standing at the door, seeing her sister standing on her balcony.

"Sister, I must speak to you about Fading." Luna said, cutting straight to the chase.

"I was just thinking about him. What do you need to say?" Celestia said, turning around to see Luna.

"He just told me what the humans have to go through everyday, and also humanities losses..." Luna said.

"Please tell me what he said." Celestia said in a motherly tone. Luna repeated what he had said to her, and at the end, Celestia was as speechless as Luna was with him.

"Eight billion... Imagine seeing all of your friends and family just laying there, slaughtered because of these monsters." She said. She cast a spell and a small mirror portal appeared, looking into Fading's room. It showed the bipedal form of Fading, without his armor, doing push ups with one arm, using the other to read a book.

"I try to imagine what goes inside of his head as he just sits there, either reading or sleeping, but I imagined that humans were dangerous creatures. Now I know what they must go through for even the most basic of rights." Celestia said, watching as he continued reading.

"Should we try to see his memories?" Luna asked.

"No... At least, not yet." Celestia said. They watched him switch exercises, this time setting up a makeshift pull up bar and pulling himself up quickly.

"I don't think we should see what hes been through..." Celestia said idly, watching his muscles bulge every time he pulled himself up.

"We have no idea on what he went through before this peaceful world." She continued. They watched in silence as he continued pulling himself up for many minutes, which turned to hours.

"I'm surprised he can continue like this." Luna said after counting thirty thousand.

"From what we know, he lost his parents and siblings, and has been fighting for ten years straight. He's never loved another, and he's devoted himself to nothing but war. He's become a killing machine, but he's capable of being a normal man or stallion." Celestia explained.

"I've counted thirty thousand, and yet he's still going like he just started." Luna deadpanned.

"I've counted thirty-two thousand and nine hundred sixty two." Celestia said.

"I've must've missed a few." Luna said, scratching her head.

"How long until the night's over?" Celestia asked. Luna looked at a clock.

"Two hours." She answered.

"Do you really believe that humanity had over eight billion?" Luna asked.

"I can't imagine it, but humans have been around longer than ponies have, so it's understandable that they might have more then that." Celestia said.

"How do you know that?" Luna asked, turning to Celestia with a suspicious look.

"I've seen into his head, for pure educational purposes." Celestia said.

"Did you see the battles?" Luna asked.

"No, but I did see his childhood. He had a thing for books and taking care of equines on his farm." Celestia answered.

"Really? Interesting..." Luna said. They watched in silence for another five minutes, then Celestia said something.

"I wonder how much he can lift." Luna turned to her and said.

"The way hes been going, I would imagine a lot. Five hundred pounds at least." Celestia levitated over two seats and plates with slices of cake on them. Luna looked at the cake and said.

"I thought you stopped these late night snacking sessions with cake." Celestia blushed and took a bite.

"More cushion for the pushin'." She said with a grin.

"Although stallions send you marriage proposals everyday, you turn down each and every stallion that try any moves on you." Luna deadpanned.

"At least I've been laid." Celestia shot back. Luna blushed furiously and said.

"I wait for the right stallion, but you took any stallion and had a one night stand with them." Celestia blushed and said.

"That was one time!" Luna gave her a deadpanned look and said.

"How about the other fifty times that Dad caught you with a stallion in bed?" Celestia dug her face into her hooves and groaned.

"What was that nickname ponies had for you? It started with an M..." Luna continued. Celestia's eyes widened and she looked up.

"Don't you dare." She growled.

"Molestia? That was it!" Luna said, clapping her hooves together.

"What about what the colt Pipsqueak? Didn't he give you a nickname?" Celestia said with a devious grin.

"He mispronounced my name, nothing serious." Luna dismissed.

"Woona~!" Celestia said in a sing-song voice. Luna stayed silent, giving her sister the evil eye. They turned back to the mirror, only to notice that Fading was not there anymore.

"Where'd he go?" Luna asked. Celestia and Luna got up and walked out of Celestia's room, walking down the hall at a brisk pace. They reached his room quickly and opened the door, only to find a room full of strange equipment, with a few murmurs going on. They walked in, the smell of sweat hitting their nostrils.

"Phew..." Luna said, waving a hoof in front of her nose. Celestia cast a spell on her and the air smelled like lavender to her. Luna cast the same spell, but changed the smell to vanilla, and they both sighed in relief.

"That's better." Celestia said. Luna nodded in agreement, then they followed the sounds of the voices. They arrived in a far corner of the room, with five men standing around a water cooler with cans in hand.

"Fading?" Celestia called out. Four of the humans froze in mid sentence, while the fifth turned around and saw the two alicorns.

"Looks like the two princesses want to exercise with me!" He chuckled.

"What is this place?" Celestia asked.

"It's an exercising room, where the marines and ODSTs test how much they can lift." He answered, waving a hand over all of the equipment

. "Even have a corner for Spartans over there." He said, pointing to a back corner. A large boxing ring lay in the middle of the room, empty.

"Spartans?" Celestia said.

"Biologically augmented soldiers that only have one purpose, to fight the covenant." He said.

"Who were those people over there?" Luna asked, pointing a hoof over to the four frozen humans.

"They were my squad." He answered grimly.

"What happened to them?" Celestia asked.

"I can show you." He said, flicking his empty hand and shooting a beam at the sky, the room disappearing and being replaced with a large room with chairs lining in rows across the room, with a large screen in front of the room. He summoned a bag of popcorn and a large soda.

"Sit back, relax, and enjoy the show!" He said, summoning a remote and starting the memory of his last battle. By the end, the two princesses were in shock while the ODST trooper was finishing off the popcorn and soda.

"Last day alive." He said, tossing the bag and empty cup into the trash.

"This was your last day alive?!" Luna said, shocked on how he died.

"Yep. It happened before, except this time was a different ending." He answered.

"Five men were able to take down so many Covenant forces, and finally get cut down when they bring, what did they call them? Banshees? Wraiths? Scarabs?, into the battle." Celestia said.

"Two Scarabs, three wraiths, and five banshees." He said.

"The Ghosts weren't very effective." Celestia said.

"Those are the light armor, meat shields basically." He stated.

"Nearly two hundred Covies, and I almost lived to tell the tale on how we defeated them." He continued.

"You're alive right now." Luna pointed out.

"I'm actually technically dead, but was brought back to life by the gods as an alicorn." He shot back.

"True, but it still counts for something that you can still turn human." Luna pointed out once more. He paused for a moment, then said.

"Touche." Luna giggled.

"Killed one hundred eighty eight Covenant forces in all, leaving only twelve, plus the crews of the Scarabs, Banshees, Wraiths, and Phantoms alive." He said.

"That's a bit unhealthy that you keep track of how many you killed in your very last mission." Celestia stated. He just shrugged and flicked his hand, shooting another beam into the air. The castle room appeared around them, and Fading went over to the table and picked up a book.

"Is there a library in the castle, or is this all the books you have?" He asked, flipping to the first page.

"The library's down a hall in the dining hall." Celestia said.

"Great." He said with a smile, yet the emotion didn't reach his eyes. Celestia noticed this and frowned, then checked the time.

"We have to lower the moon and raise the sun in thirty minutes, so we must take our leave." Celestia said quickly, exiting the room. Luna followed behind her, suspicious about her sudden change in behavior. They reached Celestia's room quickly, and they stood on the balcony.

"Did you see his eyes?" Celestia asked her sister.

"No? Was there something wrong with them?" Luna asked confused.

"When he smiled, the emotion didn't reach his eyes. They were empty, emotionless pools." Celestia explained.

"I noticed that earlier, when we did night court." Luna said. Celestia summoned another mirror portal, only to see the room empty once more, except they heard the water was running.

"Taking a shower I think." Celestia said. She closed the portal, then looked up at the moon. She looked at the clock once more, seeing they only had ten more minutes until they switched the day and night.

"What happened to him and his men... I'm surprised he handle it so well." Luna said.

"He's seen enough death that it doesn't affect him anymore." Celestia answered. Celestia checked the time once more, then nudged Luna and closed her eyes. Luna followed suit, and both of their horns lit up. The cycle completed, they went to Fading's room to fetch him for breakfast. They knocked on his door, hearing him grunt on the other side.

"Time for breakfast." Luna said.

"Alright." He said, and a few minutes later, he opened the door, the alicorn form standing over both of them. They made their way down the hall, arriving at the dining hall shortly, and Fading finally sat at the table, except away from everypony. This confused Celestia and Luna, but they shrugged it off. The waiters took their orders, making idle conversation, while others arrived, like Blueballs Blueblood, Nightmare Moon, Discord, Twilight, and Spike.

"What's with Fading recently?" Spike asked Twilight.

"Nothing's wrong with him, that's just how he is." Twilight said, sighing and rubbing her temple.

"I would hate having to deal with him on daily basis." Spike said, patting Twilight on the back.

"He's seen a lot of bad things that most ponies couldn't imagine, so at least cut him some slack." Twilight said.

"Twilight, could you come here for a moment?" Celestia asked, catching her attention.

"Of course, Princess Celestia!" She said, jumping up and trotting over.

"I know that you don't want anything to do with Fading, but we've found out more about him." Luna said.

"Really, like what?" Twilight asked.

"We've found out that he wasn't actually dangerous, but that his race was fighting for the most basic right a being is allowed." Celestia said.

"Freedom?" Twilight asked.

"No. The thing he was fighting for was for the right to live. The Covenant were trying to destroy all of them, and they're losing this war." Celestia said. Twilight gasped, looking over at the statue like form of Fading.

"How many?" Twilight asked.

"Eight billion." Luna said.

"Eight billion?!" Twilight repeated out loud.

"Yes, eight billion men, women, and children have been lost to the Covenant. Multiple colonies were destroyed, with most of them being glassed." Celestia said. Twilight was in shock at the amount of lives lost because of a single war.

"He also died in the most horrible way possible..." Luna said with a shake of her head.

"He died?" Twilight repeated.

"Yes. He lost his squad, fighting over an abandoned city, eventually being killed himself." Celestia answered. Twilight looked back over at Fading, seeing him eating.

"How can a pony live with that on their mind and still be sane." Twilight said, worried about Fading.

"We've seen how he's died also. He's shown us. We were going to ask him if he could show his memories to us. What I worry about though, is that he blames himself for humanities destruction, and the deaths of his squad." Celestia said.

"Humanities been destroyed?" Twilight asked in shock.

"Most likely." Luna said. They looked as Fading got up and walked down the hall to his room.

'What are you planning Fading...?' Celestia asked herself as she watched him leave.