Far away from the battle, on a cliff overlooking the Castle ruins, a man stood watching with annoyance and anger. Behind him two warrior bugs shuddered as they felt his anger in their minds.

It was going so well, the man thought, they had been lured into a sense of security and would have been dealt with a swift blow and we would have had her in his grasp, maybe a few SICON prisoners as well for the Brain Bug...But then that failed reject had to go and warn them!

One of the warriors screeched at him.

"Yes I know, the Queen won't be happy.... But let me deal with her" the warrior gave a puzzled whine.

"No, we will get her but unfortunately not tonight." the man looked once more upon the waning battle field as he saw a two white Equestrian chariots, the Solar Princess and her guards had arrived.

"Hmmm... This could be interesting, but I’m afraid I have other matters to attend to." the man said as he turned to leave though a bug hole behind him that led into the vast underground cave and tunnel system, some of it made before the Arachnids arrived. All the better though, all the Arachnids had to do was kick out the previous owners and set up shop.

"Lets see how you handle this Shimmer, I’l be eager to see the outcome." Said the man as he slipped on his old general’s hat and continued on down the tunnel with his two Warrior guards. General Patricks was very eager to see if his investments bore fruit.

Twilight leaned out from around the corner and gunned down two warriors who were skulking around near her lookout, almost a full 2 hours after their initial attack the bugs had finally stopped coming.

"As if that is a comforting thought." Twilight scoffed as she checked around a corner and kept moving.

The troopers had managed to weaken the bug assault by a great amount before warriors managed to finally smash through the main doors and crawl up the sides of the castle. A few troopers got injured but thanks to some quick teleportation by Twilight no one was killed. The worst of the Injured was a Corporal Raimi who had his leg bitten off by a warrior.

It took several minutes of heavy fighting but the bugs were sent into a retreat. A few of them had ended up inside the castle and now several teams were hunting them down through every corridor. Twilight had just finished checking the old armory when she saw another warrior try to sneak up on her from above. She saw its reflection in an old metal shield.

“I’ve got you.” She whispered and swung her rifle up, firing a short burst into the warrior’s nerve cluster, and teleported a short distance away as the Arachnid fell to the ground, dead.

“Bam! You’re dead.” Twilight said and mentally noted another addition to her kill count that night.

It felt strange to Twilight... A month and a half ago she would have been repulsed by the act of taking another creature’s life (Except Sombra, as Sunset would say. “He was a son of a female dog.”) but here Twilight was, Killing without remorse and hesitation. Twilight often had to remind herself of why she did this, the memories of dead troopers, of destroyed cites, of death, destruction and war.

"I will never allow that to happen here" Twilight growled as she reloaded.

"Shimmer to Twilight, do you copy?" Twilight held her hoof against her helmet.

"Yes?"

"I'm getting reports that the bugs have been cleared out of most of the area, can you confirm your section?" Twilight looked at the dead bugs littered the narrow passage that she watched over, it was true that in the last few minutes Twilight had only run into two or three bugs compared to earlier that night

"I think I’ve cleared my area out, there aren’t as many bugs as earlier tonight, I'm going to make one more sweep and th-" Twilight stopped herself as she heard something moving around the corner.

Twilight checked her ammo count and leaned against the wall while she kept her ears peeled for the sound.... There! A large shape moving her way slowly. Twilight floated her Morita at the ready and dived around the corner to find-

“CELESTIA!?”

The Solar Monarch recoiled in surprise and started to charge a spell only to cancel it upon realizing who had surprised her.

"Twilight! Thank the creator you’re alright!" Celestia gathered her startled former student into a caring embrace.

Twilight, too stunned to do anything at that moment, just let Celestia do so and even returned it before her mind finally caught up with the situation and she pushed the older mare away.

"Celestia? What are you doing here?" Twilight asked though Twilight already knew how Celestia had found her and had already brushed by her mind to find her intentions

"There were reports from Ponyville that sounds of a battle were coming from the Everfree forest. And seeing how the Mobile Infantry are the only ones who would be foolish to fight here I put two and two together." Celestia looked Twilight up and down and cast a lingering look at the weapon at Twilight's side

"Why are you wearing that?" she asked.

"My power suit? Gauss made it for me so I had some protection out here." Twilight explained as she glanced at her armor, Twilight was going to have to ask Gauss to print her cutie mark on it at some point.

"Be that as it may, we need to leave before the humans notice you’re gone." Celestia said as she tried to put her alabaster wing over Twilight, only for it to be shrugged off.

"I'm sorry Princess but I cannot leave, Sunset needs all the help she can get and I need her help too." by now Twilight could feel the anger coming off Celestia, but it was directed at Sunset and her troopers.

"Twilight, you will not be staying here." The princess said firmly, like a mother to a child.

"These humans are not to be trusted and it saddens me to see Sunset fall to their taint, I will not allow you to be corrupted by their xenopho-" Twilight suddenly jerked Celestia to the side off her feet as she saw the warriors.

Time seemed to slow for Twilight as her mind ran at a billion thoughts per second, the bugs were too close for her to take all three down with her Morita, their mandibles already open to come charging in to rip both ponies to shred. If she drew her rifle all she would succeed in would be taking one while the others used her as a chew toy. Then Twilight remembered something Doc had said a few days ago.

"During the war, I heard stories about a Psychic by the name of Carl Jenkins, he was part of ‘Rico's Roughnecks’" Doc said as she boxed up some fresh Curatio flower paste.

"The Guy was a legend in the Psychic community. Me and Gauss were even on a mission once on Hydora to help him save his squad and honest to god he blew the resident brain bug's brain up with just his mind!"

"Really?" Twilight exclaimed "Psychics can do that?" Doc nodded seriously.

"Saw it with my own eyes, and later during the Klendathu campaign, he killed all the Queen's Royal Guards the same way. Supposedly only very powerful psychics can do it and they haven’t found anyone who can match up to him."

Twilight pondered this over with what she knew about Psychics, gifted Psychics developed faster than normal ones. Gaining full control over their abilities within days of weeks just like Twilight had, could she pull off such a feet? Could she become a living weapon? Twilight wasn't sure and didn't really want to find out so she just buried the thoughts to the back of her brain.

Now Twilight thought back to that ability she saw no alternative to how she was going to get out alive. If it didn't work then she was dead, if she did nothing she was dead and if she tried to teleport they Warriors would be upon her before she could finish the spell.... There was no choice. Twilight closed her eyes and focused on the Bugs with her mind, feeling every strand of their hive mind and sent one thought to each of them.

Die.

In quick succession each warrior's brain exploded in a shower of thick green blood and shell. Twilight put up a shield around herself to keep the gore off her. The bug juice landed on her shield with a disgusting slurping sound and slid off until it was on the ground. After she dropped her shield Twilight turned to check on Celestia and felt her blood go cold.

Celestia was still on the ground staring up at Twilight, her eyes betrayed her feelings more clearly than a mind scan could ever do. She was scared of Twilight! At seeing a mare who she had known since she had been a filly who could never kill so mercilessly as Twilight had just done. Twilight's ears drooped down.

‘She thinks I'm a monster.’ Twilight thought sadly.

"Come on, we had get to Shimmer and her troopers." Twilight said as she turned away from her rising, former, mentor.

"We can talk safely there." silently Celestia followed Twilight, who was badly biting back the tears, instead she radioed Shimmer.

"Shimmer, do you hear me?"

"Loud and clear Twilight, what happened? I was about to send some troopers to go and look for you."

"I'm ok, I ran into a good friend.... Sunset, it's time for the meeting."

".....shit, I had hoped to put this off for another week but, looks like the Bugs left us with no choice.” Sunset said regretfully "Listen you had better get back here fast, we may need Celestia's help with Snowflake"

"Oh no, what's wrong?"

"Doc's having trouble with keeping her vitals up, she's a medic but they don't teach you how to keep a bug alive in basic. Even if she's a friend, we also don't have enough Curatio paste to help her."

Buck! Twilight exclaimed in her head.

‘We were going to pick some more tomorrow.... But then the attack happened.’

"Ok we'll be their soon, Twilight out!" Twilight turned back to Celestia avoiding her eyes.

"We need to hurry!"

"Why? So the Humans can try to kill me like they kill everything else?" Celestia spat bitterly

"Just like they've killed the old you." Twilight flinched at that comment and pushed on.

Celestia had not been expecting Twilight's answer.

"No... So that you can save a life."

Twilight lead Celestia deeper into the ruins, stopping them every so often to peak around a corner to see if it was safe. Celestia was still visibly shocked and in horror at what she had witnessed Twilight do. She had killed three living beings and with nothing but her mind at that! Celestia kept eyeing the younger mare’s figure through the parts of fur she could see through the power suit, when she had met with Twilight two months ago for tea the young mare had not been exactly fit, with all her spare time spent studying or with her friends the mare hadn't had much time for excises. But now she looked lean, strong and well built, Celestia hated to admit it but Twilight's time with the M.I troopers had done her body wonders.

That being said Celestia was still very worried for Twilight, when she had killed those creatures she had done so without magic or even the human weapon she carried, just before they had died Celestia had heard Twilight's voice in her mind shouting ‘die’. Which led the monarch to deduce that Twilight had used her mind to do the deed. But how had she accomplished it? Celestia was going to be having some stern words with Sunset Shimmer when she met face to face.

Twilight lead Celestia to the main building which was guarded by two hulking figures of metal.

An M.I trooper could be clearly seen in each of the machines. Both were alert to the two Alicorn's approach with the ape-like machine walking up to greet Twilight.

"Hey Twilight, this her?" He said gesturing to Celestia with an open claw.

"Thought she would be taller"

"Not now Harrison. Where’s Shimmer?" Twilight asked getting straight to the point.

"Through the atrium, to the left and in the first door to your right." Harrion told her while waving them past.

Celestia hadn't known what she had been expecting when coming here. A fully battle ready M.I base perhaps....A force of elite path finders or even a scouting force. But not a room full of wounded troopers who looked like they had barely made it through the depths of Tartarus and back again, Celestia counted maybe 12 wounded with 16 still up and about.

Twilight lead Celestia through the wounded wordlessly, not stopping to look at the wounded around her, like it hadn't been the first time she had seen such a sight which Celestia found most troubling.

"What happened here?" Celestia asked Twilight as they passed a trooper who had significantly bad burns on his right arm and leg "I thought the bugs were no match for SICON."

"The Bugs attacked us with a large force backed up with Plasma Bugs and a new type of Blaster that used magic" Twilight explained though some of these terms were unfamiliar to Celestia.

"They would have caught us by surprise if not for the warning, we came out alright. But a number of troopers weren't so lucky."

Twilight led Celestia out of the Atrium and through the hallway until they reached a solid double wooden door where another trooper stood guard. Twilight nodded to the trooper who opened it. She then led Celestia inside, a few lamps had been set up there in the four corners of the room. At its center lay the blue white dotted bug named Snowflake, at its side were two troopers, one was kneeling by Snowflake tending furiously to deep a gash to the bug's side and while this alarmed Celestia she felt her eyes fall upon the standing helmetless trooper. Her amber and crimson hair matted with dust and sweat.

A much older Sunset Shimmer than Celestia remembered turned to the approaching Alicorns with an uneasy frown.

"Princess Celestia, I presume?" She asked holding out a hand for Celestia to shake but pulling it back unsurely when Celestia remained motionless.

"I understand you, me and Twilight have much to discuss. But later, right now I need my medic needs help saving Snowflake’s life."

"I'm surprised you even want that." Celestia said distastefully, earning a sour look from Twilight.

"I thought the Mobile Infantry's motto was ‘The only good bug is a dead bug’?"

"Be that as it may, Snowflake saved our hides tonight and saved my life personally so I count her as a friend in my books. So…please...." Sunset said as her expression softened and she looked at Celestia with pleading eyes.

"Help Snowflake"

Celestia thought it over for a moment, She herself had granted Snowflake an Equestrian citizenship a year ago and the bug had been nothing but a good citizen in its time in Ponyville. Working at the Apple family farm for an honest bit like any other pony. Celestia knew she couldn't let it die because of her own feelings.

"Very well, I shall see what I can do for Snowflake but I do this for it and not you."

Celestia walked over to the prone bug who's breathing was heavily labored.

"You, what is her condition?"

"She had deep lacerations on her side and I think one of her main arteries may have been hit." The trooper said without looking back, the name on the troopers helmet read ‘Doc’ , Celestia could clearly see green blood covering the front of her armor and hands, the medic was applying pressure to the wound.

"I've managed to plug the leak with Medi-foam, all we have left I might add, and used some Curatio flower paste to try and speed up her body's natural healing abilities." Doc said looking up with a helpless look.

"Look, princess, I'm a Doctor and my skills range to patching up Humans and even Skinnies but not Bugs. I have no idea what I'm doing here."

"Then stand aside, I will do what you cannot." Celestia told the medic who just shook her head.

"No can do, If I remove my hand then my patient will bleed out faster then you can say dead." Celestia nodded and prepared her spell.

“Very well, can you two leave me and the medic, I need to concentrate without distraction."

"Not a problem Princess." Sunset said as she made her way out "Good luck."

"We'll be outside if you need us" Twilight said before leaving herself, Celestia didn't watch her leave.

I wasn't sure what I had been expecting when meeting with Celestia. Sure I had been given a general overview of the pastel mare by Twilight and apparently I had been her personal student before Twilight. But I supposedly had grown discontent with learning pace and ended up being a bitch and leaving only to return and Steal Twilight's crown and being even more of a bitch.

While I don’t believe me and that other Sunset are the same being, I do know that if we by some insance chance are the same then I was going to personally thank whoever put that mind block on me. At least now I was a better person, despite some of the difficulties I faced later on.

A half hour later Celestia and Doc re-emerged from the room and the looks on each of their faces meant that it was good news.

"I have healed her major injuries and replaced any lost blood, she will be fine with rest." Celestia informed us.

"She was lucky that your medic was competent."

Doc frowned at her response but quickly out it away, she had other business to do.

"I should get to the atrium and help with the wounded." Doc said, walking past us and around the corner, leaving the three of us alone to talk.

God I was not looking forward to this "I guess we can't put this off any longer...."

"Lieutenant I want you to leave Equestria and tell your superiors that if they try and send a military force here again. I will not be a merciful." well straight to the point then, fine by me.

"It's Sargent actually" might as well make that clear "And even if we wanted to we can't, we're all effectively marooned here."

Twilight cleared her throat in hopes of diffusing the situation.

"Sunset and her men were dragged here when the Bugs destroyed the mirror connecting their world and ours." Short and sweet, she’s learning.

"we have yet to find any truly tangible evidence of it but Shimmer has discovered a grave threat to, not just Equestria, but the entire world and all the races that live on it."

My turn.

"While fighting the bugs here, we not only discovered that they are being led by a Brain Bug, but also have the means of producing more eggs and modifying them." hence the Magic Blasters.

"Considering that we attacked as soon as we arrived. I guess the Bugs didn't want any interruptions from us, I don't know what their pl-"

"I'm going to stop you right there Sargent,” Celestia said aloud.

“I will not allow a genocide on this world like you committed on the Bug’s Home world on ‘Pluto’. As I told the last M.I representatives, Equestria will not be part of it." Pluto? Last M.I. representatives? Well time to put on my cap and start making like Sherlock!

"Ok two things, your majesty, first the Bug's home world was Klendathu and second... What M.I representatives? This is the first time our race has met yours." Celestia looked at me in disbelief.

"Who were the representatives?"

"General Patricks and his entourage. He came and went a year ago....Why are you both looking at me like that?"

"Celestia... General Patricks has been dead since the war began three years ago. His ship was shot down and there were no survivors." Twilight said, knowing this information from Shimmer’s memories.

"His entourage....What color were their suits?" I asked, dreading the answer. "And did they have any identifiable marking like this?" I showed my SICON and M.I patches to the Solar monarch.

"They were dark grey, and no they were completely unmarked...Why?" Unmarked power suits.... A supposed dead General, and a powerful psychic at that, showing up here two years after his death stirring up hostilities between our races. This is just like a ghost haunting me from the grave...a connection was there but I still didn’t have enough information to figure it all out.

“It's nothing... Forget I asked, we should bring you up to speed on what you don't know, Twilight could you help me out?"

"Sure... But there's something I need your help telling Celestia first." Oh yea... The ‘I'm a psychic thing’... Right

"When Twilight and I first met she wanted me to tell her everything I knew... I did the best I could but I'm no historian." She said and Twilight took over.

"So I preformed a mind dive spell so that I could go through her memories." Celestia gasped at Twilight's confession which had me worried.

"I know you said spells like that were dangerous but there was no choice... Sunset was going to leave and I had to find out what was wrong with her." Um excuse me egghead? Im perfectly fine.

"It was going well, I had read all her memories except for the ones she marked off-limits... But then we hit a snag."

I rolled my eyes to her.

"Twilight I hardly call getting blow across the room by a psychic blast and gaining not just Psychic abilities but all my tactical knowledge, as well a snag." What!? I had to tell the whole story... That look Celestias giving me is creeping me out... I swear these ponies could do a better job of conquering the galaxy than the Arachnids did. If it wasn’t for the fact I could end an argument with Twilight by scratching behind her ears.

Twilight glared at me, but then looked back to her shocked Mentor "As Sunset so graciously said, I was forced out of her mind both physically and mentally by a mind-block that muffled anything before her time serving in the M.I" already covered what I think on this subject and I don't intend to repeat myself.

"This blast activated my latent psychic talent and gave me a copy of everything Sunset knew in regards to her military training and experience."

"Was... Was that how you made those Bug’s brains explode earlier?" She did what now? Why am I always the last to know of these things? I’m an officer. People, and by extension ponies, need to tell me stuff.

"Yes... To be perfectly honest Celestia it was the first time I've ever done that and I don't know If I can do it again anytime soon"

"Headache?" I asked to which Twilight only nodded "Well our Retrieval Ships are arriving in a few minutes so we have time to tell Celestia everything."

A full god dammed hour... Even with Twilight's help it took that long to explain to Celestia everything we knew. Needless to say her view on the Bugs changed once she heard of their exploits, once she heard of our plight she even offered Equestria's aid in finding a way back and of finding a way to bring reinforcements here to aid in what may end in another interstellar war unless stopped at the source.

We loaded our wounded onto the Retrieval Ships when they finally arrived and made our way to Ponyville to set up camp there and have our wounded seen to at Ponyville general hospital. We were half way there when my Retrieval Ship's pilot called me up.

"Ma’am, I'm getting a SICON distress beacon three clicks east."

"Why didn't we pick it up before?" I asked and moved up to the pilot’s seat.

“we pass over that site quite regularly, we should have seen anything out of the ordinaty.”

"No idea what to tell you Sargent, beacon just activated a minute ago, it's operating on a standard M.I frequency but that's all I can tell you."

"What, there's no I.D tag?"

"No mam"

"We'd better take a look, I don't want anyone, M.I, Fleet or Pony stuck in that Bug infested forest."

I turned on the inter-com and put on my best flight attendant voice.

"Ladies and gentlemen we are making a slight detour. Our pilot just picked up a distress beacon and I want to check it out, anyone who is able will drop with me and investigate, the rest will proceed to Ponyville, any takers?"

Nine troopers volunteered including Gauss who decided to go Marauder-less for the sake of conserving the machine’s ammo. Twilight tried to volunteer but I reminded her that she was now our spokes pony to her people and the Doctors at Ponyville would need her and Doc's help. Celestia however had been very adamant about going however. Didn’t seem like a bad thing to me either to have the most powerful magic user on this planet on my side.

"I have already sent word to Canterlot and Ponyville about your men's coming. My presence will not be required there as my sister will be there to help co-ordinate things." I'm going to just guess that she sent a message by dragon fire to both places and that my men won't be mobbed as soon as they land, I hope.

"I also wish to see these Bugs with my own eyes. I must see this grand threat for myself. I will also attempt to help medically with any wounded you find." Hey, who am I to refuse a demi-goddess? After all my only medic was not going to be with me so I might need Celestia's healing magic, so I reluctantly agreed on the condition that if things went R triple D then she was to get out of there as fast as her wings could take her. Even if it meant leaving us behind. (Oh and for those who have no idea what an R triple D is. It is very simple... Really Deep Doo Doo.)

The Retrieval Ship did a fly over of the beacon site and sure enough there it was, a landed Retrieval Ship that looked like it had seen better days. Something didn’t feel right so I ordered the pilot not to land and just hover just above the tree line while my team and Celestia dropped down into the thicket. By now it was morning and the Sun was high in the sky, thanks to Celestia, so we didn't need any extra light.

"You sure you don't want a weapon, Celestia?" I asked for the umpteenth time to which she calmly declined.

"I can do just fine with my magic thank you" well she was the goddess.

Approaching the downed ship the first thing I noticed was that it was overgrown with vines and other forest debris. But as we drew closer I saw a sight that I was very familiar with, Power suits impaled upon thick spikes jotting up from the ground. I felt my stomach turn into a coil of snakes again as I felt pure fear at what could eb waiting for us this time.

"Check those suits" I ordered but really didn't expect to find them occupied, but something did se-

Sarge!! These power suits have Zebra Squad markings on them!" Zebra Squad! I rushed over to check for myself. Black and white stripes on the helmets confirmed my fears. These suits belonged to Zebra Squad.... My Squad, as well as a few other Squads.

Suddenly Gauss shushed us all "I hear somthin...." TUNK TUNK. It was coming from the Retrieval Ship, could it be? I flipped down my visor and switched it to Infrared while the others in my group fell to a knee, their weapons aimed at the ship.

The tension was so thick in the air you could cut it with a bayonet. I nearly cried out in joy as I saw 35 human shaped heat sigs. Luckily the ramp was down but the inner hatch was closed.

"Gauss, Celestia, Sips with me. Rest of you, set up a perimeter!"

"Yes sir!" I was never going to get use to that... Please for the love of god..... And I guess Celestia too, let Cadmus be in there.

The Thunking increased as we got closer like someone was trying to break their way out, I banged on the door three times with my rifle to get the attention of anyone inside.

"I'M SARGENT SHIMMER OF ZEBRA SQUAD.... YOU M.I?"

"Shimmer…Sunbutt?! OH THANK GOD YOUR HERE" Garrus!

“WE'RE TRAPPED IN HERE AND WE CAN'T GET ANY OF THE HATCHES TO OPEN, CAN YOU DO ANYTHING ON YOUR END?"

"NO PROBLEM GARRUS, STAND BACK AND WE'LL SEE IF WE CAN'T BLOW THE THING." Jeeze, all this screaming was hurting my throat.

I turned to Celestia "Can you keep the hatch still while we shoot it and move it when we're done?" Celestia nodded and charged up her horn which glowed gold and enveloped the hatch in the same golden aura, I knew it wasn't such a bad idea to bring Celestia along with us after all.

I made a fist and made a punching gesture at the hatch ordering Gauss and Sips to open fire before opening up myself. The result was a rough circle cut into the hatch which Celestia pulled out and threw away with ease. A precise circular cut into the metal. Then, out of the hole popped out the head of Garrus. Whose face brightened up at seeing both me and Gauss.

"Well ain't you two a sight for sore eyes, good to see you sir." And we're back to the sir thing again

"Um... Is that a horned pony with wings?" Ha! "It's a long story Garrus, this is Princess Celestia, the ruler of this nice little kingdom we've found ourselves in"

"Greetings, you are a friend of Shimmer?"

If only these power suits came with a camera, then I could have took a picture of Garrus's face upon hearing Celestia greet him.

"Uhhh... Yes..." Like I said.... Priceless.

"Shimmer, where's the L.T?" Please let him be here because I really have had enough of this officer business because. It sucks and even if I was getting paid I would still say it sucked.

Imagine my despair when Garrus's face took a dark turn. "You guys better come inside, there's allot we need to tell you."

We'll I guess my luck can't all be good eh?

Author's Note

Sorry this took so long yo get out, I've had other obligations but I promise that the next chapter will be out ether this week or next week.
Also, still no editor or prove-readers as of yet I'm afraid but I am still working on that.
Also did anyone notice the Yogscast references in this story?
Next chapter is when I will reveal what happened to Sunset's first Squad on Pluto so stay tuned.