Halo: Equestria

by Man Of War

Rating: teen
Tags: Crossover, Main 6, Gore, My Little Pony: Friendship is Magic, Human, Princess Luna, Princess Celestia
Length: 44226

A UNSC ship appears in the skies of Equestria with the Covenant hot on their heels.

It is the year 2552 and the Pillar Of Autumn has just entered Slip space to escape the Covenant fleet at Reach. A malfunction occurs with the Slip space drive and sends the Autumn and her crew into unknown space. The first planet that comes into range is very Earth like, and is giving off intelligent life signatures. What they don't know is that their only way back home is on this planet. The Autumn dispatches a scout party and what they report back is unbelievable. A world completely inhabited by ponies, millions of them..... Welcome to Halo: Equestria.

I'll add in more character tags as they are introduced in the story.

Cover image is: My Little Mjolnirs: Friendship is Mark VI
by *COBilly
Fan Art / Digital Art / Drawings / Games ©2012 *COBilly

Halo is the property of Bungie and Microsoft.

My Little Pony: Friendship Is Magic, is property of Hasbro and Lauren Faust

I do not own the cover image, Halo, or My Little Pony: Friendship Is Magic.

Published 2012-04-04 20:14:02 UTC
Last updated 2016-01-13 05:35:24 UTC

1. Arrival

1. Arrival

Arrival

“Entrance into slip space successful, Captain” Cortana reported, “All systems are normal."

Captain Jacob Keyes let out a small, tense sigh of relief, but he can’t let his guard down now, not with such a close call with the Covenant fleet just a few moments ago before their jump into slip space around Reach. Even though they managed to get away, he was sure that the Covenant saw their entrance into slip space, and are probably following in their wake, or at least tracking them.

“Thank you Cortana. Alert me if anything changes.”

“Aye, Sir.” Cortana replied and disappeared from the holographic projector on the map table.

Captain Keyes walked out of the bridge and back to his room on the massive Halcyon-class cruiser, exhausted from the battle he and his ship had just went through. Keyes punched in the unlock code for his room and with a soft hiss the door opened to reveal a usual room with a few minor personal things here and there, a desk that is over flowing with papers, charts and graphs, with a leather upholstered chair to the right and a good sized bed to the left. The walls are mostly bare save for some pictures of his family, most of which are of his daughter, Miranda Keyes, when they were all still on Earth.

Keyes walks inside, eyeing the small mountain of paper on his desk with both exhaustion and distaste. He immediately gave up on any thought of trying to clean it up in his present condition, and instead walks over and slowly sits down on his bed and stretches out. His resists sleep for only a few seconds before his body and mind give in, and he drifts off into a deep, dreamless sleep….

Keyes awakens with a start, all is quiet, but he was sure some sound had awoken him, but he could not put his finger on it. There, he heard it again; it was a woman’s voice.

Keyes looked over to the small holographic projector on his desk to see Cortana standing there.

“Captain?” Cortana asks.

“Yes? What is it Cortana?” replies Keyes in a slightly groggy voice.

“I think you should come up to the bridge and have a look, you are never going to believe this.”

“Alright, I will be there in a minute.”

Keyes gets up and straightens his uniform up and starts walking to the bridge, all the while contemplating on what Cortana would think he would not believe.

Soon Keyes is back on the bridge and walking over to the captain’s chair. He sits and Cortana appears next to him. They both look out the viewing port in front of them to see an oddly Earth like planet orbiting around a single yellow star. According to the previous calculations, though, there was not supposed to be an Earth like planet such as this within the vicinity of the slip space path.

Cortana was the first to speak.

“We dropped out of slip space roughly ten minutes ago due to a malfunction in the FTL drive core. Just before we dropped out there was a sudden surge of energy in the core. The energy surge appears to have caused what I can only describe as going into slip space while already in slip space.”

Cortana pauses for a second while Keyes just looks at her with mild confusion.

“I have scanned the star patterns in the general vicinity and they do not match any known constellations. The only thing that I can think of that has happened is that, somehow, we tore open a hole in space-time and are now either on the very edge of our galaxy or in an entirely new one.” Cortana finished matter of factly.

Keyes just stared, trying to absorb the information he had just received from the AI. Even going into slip space a UNSC ship would not be able to reach the edge of the galaxy in less than three Earth months, let alone another galaxy, but they had apparently done just that in two hours.

Trying to buy time to let everything sink in, Keyes turned to the crew in the bridge and said,

“Achieve orbit around this planet”, he gestured out the viewing port, “and do a thorough scan. Let’s see if there is anything worth investigating."

“Aye, sir.” came the reply of both the navigator and the spectroscope operator.

A few minutes later the navigator called back, “Standard orbit achieved, one full orbit of planet estimated at ninety minutes at current speed.”

“Beginning scan of planet surface now, sir” the spectroscope operator said. “Scan will be complete as soon as we orbit once. I’ll notify you immediately after the scan is complete and what the results are.”

Keyes looks back at Cortana and says, “Is there any way to get back to known space?”

Cortana is silent for a moment, running calculations, Keyes guesses, and finally she said, “Possibly, if we can recreate the same type of energy surge, then we may be able to jump back into an area we are familiar with and then we can take it as normal from there. But that’s much easier said than done. I’ve already dispatched a group of engineers to have a look at the FTL drive, but I can already detect some major damage. It may be a while before we can make a jump back into slip space.”

The captain nods, and stands up, deciding to head down to the mess hall, he needs time to think everything over, and also to kill some time while the scan is in progress.

Down in the mess hall, Keyes is greeted by the usual hustle and bustle of one of the busiest places on the ship. He walks up to one of the buffet tables and grabs a steak and sits down to eat his supper. He is soon joined by one of the higher ranking officers on the ship. His name is Dave Simmons but likes to go by the name of Slice because of his love for an “up close and personal” style of combat, as he puts it. Slice has a slightly worried air about him, he sits silently for a few seconds and then turns to Key and asks

“Is it true?”… “That we are more or less lost in space with a busted FTL?”

Keyes looks at him over the rim of a glass of water and slowly sets it down in thought. After a moment he says,

“It may have happened, but we are not sure yet. We have some engineers looking at the FTL drive and they should be reporting back soon” replies Keyes “Just make sure you don’t spread the word of what may have happened, the men are strong but I just don’t know how they will react to this just yet. It’s best to wait and see what we learn.”

“Aye, Sir.” replies Slice quietly.

They finish their meals and go their separate ways, Slice off to the barracks, and Keyes heads off to walk around the ship.

After a while of aimless wondering about the ship, a voice comes over the ship wide intercom saying, “Captain to the bridge, Captain to the bridge.”

Keyes stops and looks at the speaker attached to the bulkhead for a moment, then slowly turns and starts off back to the bow of the ship.

With the same gentle hiss the door to the bridge opens and Captain Keyes walks onto the bridge.

“What is the report of the scan of the planet?” He asked the spectroscope operator.

“Sir, we are picking up a lot of plant and animal life, and the atmosphere appears to be seventy-seven percent nitrogen and twenty-two percent oxygen with traces of other gasses, roughly the same as Earth’s, but here is the real kicker” he says, looking over his shoulder at Keyes. “We are getting readings of intelligent life, grouped in small settlements and some bigger looking cities but they are neither Human, nor any Covenant species that we have identified in our database.”

“If it’s not Human or Covenant then what is it?” Keyes asked bewildered

“We don’t know Sir; the scan isn’t able to tell. The only way to find out is to send a scout party down and have them take a look around.”

Just as Keyes was about to respond, the intercom on the bridge crackled to life once more.

“Engine room to the bridge.”

“Go ahead engine room, what have you found out about the FTL?” asked Keyes.

“Sir, two of the six cooling conduits have come uncoupled causing the FTL’s power resistors to overheat and fail, this was caused by the energy surge that also fried a lot of the circuitry as well. We can fix the cooling conduits back in place fairly easily but it will take some time to fix the burnt out circuitry, because we just don’t have the machinery delicate enough to recreate it very quickly.”

“Very well” replied Keyes “Thank you for the update, keep me informed of your progress.”

“Aye, Sir.” replied the engineer.

Keyes turns around and address the deck crew.

“Well, it appears we now have a major reason to go down and investigate the planet. Prep a Pelican and Marine squad Alpha, we are sending out a scouting party.”

“Navigator.”

“Aye, Sir?”

“Upload the coordinates of one of the smaller settlements on the planet to the Pelican.”

“Aye, aye Captain.” replied the navigator.

Within twenty minutes Marine squad Alpha and the Pelican had been prepped and had orders to land on the outskirts of the town in a dense forest and scout out the area around the town as stealthily as possible, with additional orders to not fire weapons unless in an absolute life threating situation. The Marines loaded up and the Pelican revved up its engines, hovered out of the Pillar’s landing bay and started its descent to the coordinates of the forest outside the settlement.

Soon the Pelican entered the atmosphere and started slowing down as it neared the ground and landed in a small clearing just inside the forest. The Marines jumped out and immediately readied their weapons and took up positions around the drop ship. The pilot radioed the squad and said “We are taking off in one hour.” Each Marine gave the leader a thumbs up and the leader acknowledged the pilot with a thumbs up of his own, and with a wave of the squad leader’s hand the Marines started moving out.

“This place gives me the creeps.” whispered one of the Marines.

“I know what you mean.” another whispered back “This place is so densely grown up that you couldn’t see anything until its literally on top of your ass.”

The Marines walked on apprehensively, as they strained their eyes and ears for the slightest amount of movement.

Soon the Marines were at the edge of the forest behind the cover of the smaller trees and bushes and could easily make out the small town roughly one hundred meters away. Even at this distance they could make out a lot of movement. Alpha leader motioned for two of the Marines to move forward with binoculars and an amplified long range listening device. One looked while the other listened. The listener reported first in a hushed voice.

“Sir, this is really weird, but, whatever they are, they are speaking English." He said.

The squad leader then looked expectantly at the Marine with the binoculars. The Marine had a dumbfounded expression on his face.

“What is it soldier? What are they?” the leader asked

The Marine just shook his head looked one last time and then handed over the binoculars to the leader, raising the eye visor on his helmet and rubbing his eyes, saying nothing more than “Here, you try and figure it out.”

The leader takes the binoculars with a look of confusion and peers through them, and is greeted by an extremely strange sight indeed. The moving things in the town appeared to be horses. “But… that’s not right, they are too small to be horses, are these… ponies?” He muttered to himself. His attention then went up into the sky to several flying shapes, he increased the magnification and saw that they looked to be ponies too, but these had wings. “And…. Pegasi?” he asked himself. He stared in disbelief for a few seconds before coming to his senses and started quickly snapping pictures and taking video with the binoculars.

Suddenly there was a loud snap from behind the squad from deeper in the forest. The Marines jerked around to make sure that the area was clear, startled by the sudden sound. They didn’t see any movement or hear anything... actually that was the weird thing. It was all of a sudden dead silent, where just a few moments before there were birds and other small animals flying and scurrying around along the ground and making a racket now none were in sight. The absolute quiet was deafening, and made the hairs on the back of their necks raise. Deep in their guts they knew something was out there, something… big.

“I don’t like this.” whispered one of them.

“Yeah, I feel like something is watching us.” whispered another.

Then the silence was shattered by a monstrous roar, the sound of tree limbs breaking and a rhythmic beating of the ground. A huge monster that had the head and body of a lion, the wings of a bat, and the tail and poison stinger of a scorpion, burst from the deep forest and charged head long into the squad, they didn’t even have time to raise their weapons, let alone fire any rounds. The beast, unfortunately, charged straight at the one Marine, other than the squad leader, that was most important, the medic. With a loud SMACK!! The beast whips a massive paw at the stunned medic and swats him to the ground. With the monster bearing down on the downed Marine the others recovered and each fired three quick shots at the beast. The strange animal howled and blundered past them and back back into the forest.

In the ensuing quiet of the beast’s absence the birds and small animals return, starting up their usual racket. There is a low moan that emanates from the hurt Marine. His team mates look back to him and see that he is in pretty rough shape. His armor protected him from the brunt of the impact but there were places that had been ripped open at one of the lightly armored shoulder joints that was slowly oozing blood. When he tried to sit up a jolt of pain wrapped around his chest causing him to gasp and clutch at his sides.

“Where’s my bag?” he asked through gritted teeth.

“All over the place.” said one Marine “When that thing hit you it tore off your medipack and now it’s been torn to shreds. All the medical supplies have either been destroyed or are missing.”

“I-I think I may b-be able to h-help” said a very quiet and timid sounding voice from the shadows.

The startled Marines whirled around and shouldered their weapons at the source of the sound. After a few seconds a pale yellow pony with wings and a cotton candy pink mane and tail shyly stepped part way out of the concealing shadows, hiding her face from view with her mane but evidently completely focused on the injured Marine, not even giving the others a sideways glance.

“I was close by and was watching w-when I heard that Manticore attack. I-I’m not exactly a doctor b-but I take care of animals, and I-I just can’t stand by and see anything in that much pain!”

The Marines lowered their weapons slightly and watched warily, ready at a moment’s notice to jump into action to protect their squad mate, as the timid pony slowly walked up to the hurt Marine and looked at his wounded shoulder and took notice of the short shallow breaths.

“His shoulder looks like it should be fine, just some scratches and cuts, maybe a little over extended too, but it will heal up fine, it’s his ribs I’m worried about.” The pony said with a determined tone.

“It looks like he may have cracked several of them, maybe even broken one or two, here follow me and I will get him taken care of.”

The yellow pony started to trot off and stopped and looked back waiting for the Marines. The squad looked at their leader with questioning faces. The squad leader nodded to move out but said in a whisper,

“Keep your weapons at the ready, we don’t know if that thing, what did she call it? A Manticore? We don’t know if it will come back or not, and we don’t know if we can trust this…..”

The leader trailed off with a slightly confused look on his face.

“Pony?” one of the other Marines suggested.

The leader looked at him and replied, “I guess, but a talking pony? And one that knows about medicine at that?”

“We have been fighting an alien alliance for years now, and we did just get attacked by a supposed mythological monster, so I guess a talking pony that knows medicine isn’t the weirdest thing we have seen.” said one of the Marines.

The squad leader simply shrugged to the others and gave the order for two Marines to help the wounded medic to his feet and follow the mysterious pony.

Soon they arrived at a small cottage looking building. There were animals of various sorts scattered around the area. The little pony obviously wasn’t lying when she said she helped animals in need, epically since there were a few walking around with a bandage here or a splint there.

As the group lead by the pony approached the door to the building a small furry head of a rabbit appeared in the window next to the door. His look of happiness at the sight of the pony was quickly replaced with a scowl as he noticed the Humans behind her. The little rabbit disappeared from the window when the pony walked up to the door. She was just about to open the door when there was a loud click from the other side that sounded like a lock being slid home.

“Oh, my.” Said the little yellow pony and after a seconds hesitation with her hoof resting on the handle she continued in a soft pleasant voice “Please, Angel Bunny, open the door, one of these creatures is badly hurt and needs to be taken care of.” The little rabbit, whose name was apparently Angel Bunny, appeared back in the window shaking his head with the same scowl still plastered to his face, and stuck his tongue out at the humans. It was obvious he did not trust these new and strange creatures.

“I’ll make your favorite dessert for supper tonight.” the yellow pony coaxed with a gentle smile.

At that Angel Bunny’s resolve quickly cracked. He slid down from the window, and a few seconds later the sound of the lock being slid back was heard from the other side, and the door swung open.

The pony turned around and said, “Bring him in here and set him down on the couch, I’ll get the supplies I need.”

The pony then turned and walked into the house followed by the small squad of Marines. The medic was then sat down on the couch in the small living room just as the pony came back in with a large bag with a bright red cross painted on it, in her mouth.

The Marines removed the mangled armor of the medic to expose the skin underneath. The pony opened up the bag and dug around in it for a few seconds before pulling out a roll of medical compression gauze. She moved forward and slowly began to tightly wrap the Marine’s chest.

Once she was done, she tied the end in place and started on his shoulder. She placed some type of light green paste on the cuts and scrapes that smelled strongly of Aloe Vera. As soon as the paste was on his shoulder the Marine sighed with relief. When she was done with his injuries the pony stepped back to give him some room.

The medic looked down at his chest and over to his shoulder with relief and was finally able to move around and breathe a little better. He looked up at her smiled and quietly said, “Thank you.”

“You are quiet welcome. My name is Fluttershy by the way.” She said, as she started backing away from the group, she said it so quietly they almost couldn’t hear her. Her former boldness gone in an instant because there was no longer anything in pain or to take care of.

The squad leader looked at her, and removed his helmet and put down his weapon in an attempt to appear as friendly as possible, and said with a kind smile, “My name is Luke Wilson, nice to meet you Fluttershy, and thank you again for helping us out. Oh, and don’t worry, we won’t hurt you or anyone else, we are friendly, but you probably already guessed that.” The others nodded in agreement.

Fluttershy blushed slightly for being thanked but remained silent, looking around at all the friendly faces of the creatures standing around in her house. When she had finally worked up enough courage and knew for a fact these creatures were safe, she looked up at Luke and finally asked, “If you don’t mind me asking, what are you? And where did you come from? I’ve never seen anything like all of you before.”

Luke looked at the others, who nod him on, one saying, “We owe her a little explanation at least.”

Luke nods in agreement, but decides to keep the explanation as vague and brief as possible before continuing.

“We are Humans, and we come from a distant planet. We have a ship here that brought us from a bigger ship up in space.” Luke said, pointing up. “We came here because we are lost from where we came from and something is broke on our ship and we are hoping that there is something on this planet that we can replace it with.”

“Oh.” said Fluttershy with concern in her voice, “That sounds bad.”

“It isn’t exactly the best situation, no, but, may I ask if there is any scientist here on this planet?”

“To a certain extent, yes, but not any major ones around here.” she replies, “There is a very smart unicorn that is one of my best friends that happens to be the smartest pony in all of Ponyville. I could bring her to you.”

Luke thought to himself, “Well, we have talking Pegasi and mythological monsters so far; I guess Unicorns shouldn’t surprise me.”

“That would be very helpful” replied Luke to Fluttershy, “but first let us take our friend back to our ship and get him comfortable. We will be back in an hour and a half, is that alright?”

“Umm…. s-sure.” replied Fluttershy.

“Ok, well, we should be getting back to our ship.” Luke said while replacing his helmet. “They are probably waiting for us.”

The others started moving as well, and soon they were filing out the door with Fluttershy following close behind.

Soon Alpha squad made its way back to the clearing in the forest and started boarding the waiting Pelican.

The pilot was looking around making sure the area was still clear when he saw Fluttershy at the edge of the clearing, he said to Luke,

“Sir, I think we have company.”

Luke leaned into the cockpit of the Pelican to look at where the pilot was pointing. He saw Fluttershy at the edge of the clearing and said,

“Don’t worry, she’s alright, we will explain latter.” Luke says to the pilot.

Luke runs over to Fluttershy and says to her, “Remember, we will be back here in an hour and a half” he says with a small smile. “And you may want to cover your ears, it’s about to get loud when we take off.”

Fluttershy nods and then flattens and covers her ears with her hooves as Luke runs back to the Pelican’s rear hatch while waving at the pilot to dust off, and closes it.

The engines of the Pelican rise from a dull roar to a high pitched scream as it lifts off from the ground and flies off into the sky, leaving Fluttershy alone in the clearing.

A few seconds after the Pelican had disappeared from sight, Fluttershy started to run in the direction of the town, egger to tell one of her best friends, Twilight Sparkle, what had just happened.

2. We're off to see the Princesses

We’re off to see the Princesses
“So, let me get this straight.” said Twilight. “You were walking along the edge of the Everfree Forest looking for ingredients for your herbal tea when you came across a group of strange creatures kneeling and laying down looking into town. Have I got it right so far?”

Fluttershy nods and replies with a quiet “Yes.”

“Ok, then all of a sudden a Manticore attacks the group. You see it hit one of the creatures and pieces of a sort of odd looking saddle bag came flying at you, you ducked and kept low. So, in turn that means that you didn’t see them scare off the Manticore with those big noise makers you said they had?” Twilight asked.

“No.” replied Fluttershy, “but they were really loud, it was almost like some of the really big fireworks Pinkie has for parties.”

“Huh… then when you saw that the one that the Manticore hit was badly injured you were able to overcome your fear and offered your assistance. You then led them to your cottage where you treated the hurt creature’s wounds. Then you started getting nervous again when you realized that you had a bunch of potentially dangerous creatures in your house, but they insisted they were friendly.”

Twilight paused and looked over to Fluttershy from where she had been pacing back and forth across the library. Fluttershy nodded Twilight on.

“And they were indeed friendly, especially the one that appeared to be their leader, who soon started trying to explain the situation of why they were here to begin with and said that they are a species known as Humans. He asked if there were any scientists around, you said not exactly, but you told them about me and that I may be able to help them in some way. He then said they would be back an hour and a half later to meet me after taking their wounded companion back to their main ship that is now orbiting the planet in space.”

Fluttershy nodded and said “Yes, that’s what happened.”

“I see…” said Twilight thoughtfully rubbing her chin with a hoof. “Well, I guess if we are supposed to meet them we had better get moving out to that clearing.” Twilight said as she briskly trotted over to the door and opened it with her magic. Fluttershy nodded again and walked over to her friend’s side. Just before Twilight was about to close the door, she leaned back in and hollered to Spike up stairs,

“Spike? Watch the library for me while I go out for a bit, I’ll be back soon.”

“Alright.” Came the slightly muffled voice of the dragon from under his blanket.

Twilight smiled to herself and gently closed the door. She turned around and she and Fluttershy started trotting off to their meeting with these Humans.
__________________________________________________________________________________________________

“Go, and pursue the escaped Human ship, see where it’s going and report back its location, we will be following some distance behind, as to allow you time to evade detection and get a good location reading.”

“It will be done, Fleet Master.” came the deep; gravely reply of Ship Master Lat ‘Ravamee of the Covenant ship, Truth and Reconciliation.

‘Ravamee turned away from the hologram projector where the image of the Fleet commander of the Fleet of Particular Justice had been a moment ago and said, “Make the jump, we are following that Human ship.”

“With pleasure.” Came the blood lust filled reply of the Sangheili navigator.

A rift in space-time opened up in front of the massive battlecruiser which slowly proceeded through.

“Slip space entrance complete. We are on the same exit vector the Human ship departed on and we are tracking them.” said the navigator.

“Good.” growled ‘Ravamee, “Inform me immediately if anything happens.”

“Yes, Shipmaster.” Came the reply of several Sangheili and Unggoy around the bridge.
__________________________________________________________________________________________________

Two hours later the navigator franticly yelled out, “Shipmaster! The Human ship just accelerated, they have disappeared. We were able to track them for a split second more afterword and they were still on the same vector!”

‘Ravamee looked at the navigator with a glare that could melt a battleships titanium hull.

“If they were still on the same course when they accelerated then they will stay on the same course.” growled ‘Ravamee. “Bring the engines up to full power, stay the course, and alert me when and only when you have detected the Human ship once more.”

“Yes, Shipmaster, right away!” Came the hurried replies of all on the bridge.
__________________________________________________________________________________________________

“What’s your report Petty Officer Wilson?” asked Captain Keyes.

“Sir, the planet is indeed inhabited by intelligent life. There is, however, hostile animal life in the forest that we landed in, one of which attacked us and injured our squad medic and destroyed his medical supplies. Due to this attack one of the intelligent creatures made contact with us and offered its assistance in treating the medic’s wounds. Over all, if this one creature represents the majority, I think they are friendly.” reported Luke.

“I see.” said Keyes, “and what do these creatures look like?”

“Uh, I think it would be better if I showed you instead of trying to describe them.” Luke said “you wouldn’t believe me anyway.”

Luke pulled out the set of binoculars they had used down on the surface, pulled the memory card out of them and inserted it into the holo table. The first image that popped up was that of the small town with tiny indiscernible dots all around. Luke quickly switched to the next which was a close up of the town. Keyes just stared at the picture for a few seconds before saying,

“Are those what I think those are?” asked Keyes with disbelief evident in his voice.

“Yep.” Said Luke, “And by the looks of it the town is entirely inhabited by them as far as we can tell. There are even pegasi too, look.”

Luke pointed to a couple ponies that were flying through the air on wings, one was sky blue with a prismatic mane and tail and the other had a grey coat with a golden mane and tail.

“Um, Petty Officer?… does it look like that grey one you just pointed to is holding a muffin?”

“Uh…” said Luke, looking closely at the picture, “It does doesn’t it?” Luke said with a slight chuckle, “Anyway, we asked the pony we had made contact with, whose name was Fluttershy by the way, if there was any scientists around that might be able to help us with our engine problem.” said Luke.

“Wait, so these ponies can not only talk but speak English?”

“Yes, Sir” replied Luke, “It’s weird, I know, but they do.”

“I see, what news do you have about those scientists?” asked Keyes.

“Well, there aren’t any scientists per se but Fluttershy did offer to bring an extremely smart unicorn to us in about…” Luke looked down at the holo table controls to check the time, “thirty minutes.”

“Ok, get your team together again and head back to the clearing you originally landed in and I’m sending an extra member in with your team.”

“Who?” asked Luke, confused.

“Me.” said a deep voice from behind Luke.

Luke turned around to see a massive figure clad in dark green MJOLNIR armor looming a good foot above him.

“Master Chief, Sir!” Luke said with surprise and gave him a quick salute.

“Petty Officer, Chief, meet with this unicorn and gather more info, move out.” Keyes said.

“Yes, Sir.” replied both Luke and John, who quickly saluted, turned around, and walked through the door, out of the bridge.
_________________________________________________________________________________________________

“Uh, Fluttershy, where are they?” asked Twilight as she and Fluttershy trotted up to the edge of the empty clearing.

“Don’t worry; I’m sure they will be here in a minute.” Fluttershy said with a hint of worry in her voice.

As soon as Fluttershy had finished her sentence there was a high pitched whine from over the tree tops.
Fluttershy leaned in close to Twilights ear and shouted over the now roaring sound “This should be them”.
Twilight nodded and they both retreated a little further into the woods and covered their ears.

Soon, the giant metal, bird looking thing that Fluttershy saw earlier became visible above the clearing, and as the flying thing slowly hovered down it whipped both mare’s manes back and forth around them. The human’s ship finally touched down and the engines noise died down to a dull roar and then silence. With small hiss the back panel of the ship lowered and out stepped the Humans from earlier and a giant one that appeared to be completely incased in armor.

Twilight looked over at Fluttershy with a questioning look and jerked her head in the Human’s direction. Fluttershy nodded and started walking into the clearing with Twilight right behind her. When the Human’s noticed them they lowered their weapons and walked over to meet them.

“Hello again.” Said Fluttershy, easily overcoming her nerves because she had already met them.

“Hi.” Said Luke. “Is this the unicorn you told us about?”

“Yes, this is her.” replied Fluttershy and moved out of the way.

Twilight moved up to face what appeared to be the leader and the giant.

“My name is Twilight Sparkle, and you are?” Twilight asked with a wary voice.

“Petty Officer Luke Wilson, UNSC Navy.” replied Luke.

Twilight turned to the giant standing next to Luke with an expectant look.

“Master Chief Petty Officer, Spartan 117, UNSC Navy.” said John in his deep voice.

“Now, why exactly are you here? Fluttershy, here, has told me a little, but I just want to hear it for myself.”

Luke nodded and proceeded to tell Twilight exactly what he had told Fluttershy earlier.

After Luke finished recounting the story of how they had gotten here, Twilight stood for a second more pondering what to do before deciding.

Twilight turned to Fluttershy and said, “Go and get the others and tell them to meet us,” she gestured to all in the clearing, “at the library.”

“Alright.” replied Fluttershy quietly and galloped off back in the direction they had come.

“I think I and some other ponies can definitely be of assistance. Follow me, I think they would like to meet you.” said Twilight.

Luke nodded and ran back to the Pelican, told the pilot to go back to the ship and said that he will radio when they need to be picked up, and closed the hatch. As soon as Luke was clear the pilot took off and started to head back into the sky.
Luke nodded to Twilight and said, “Alright, let’s go.”

As the group started walking towards the direction of the town John walked up alongside Luke and asked, “Can we trust these creatures?”

“So far they appear friendly, Sir.” Luke replies.

“…”

John remained silent and continued walking.
__________________________________________________________________________________________________

“Hey Fluttershy! Now will you please tell us why you wanted all of us to come to Twilight’s house?” asked a slightly
annoyed sky blue pegasus with a multicolored mane and tail hovering in the air. “I was in the middle of my mid-day nap!”

“Yeah, what’s up sugarcube?" asked an orange pony with a slight southern draw and wearing a brown Stetson hat.

“I wanna know! I wanna know!” shouted out a pink pony that was bouncing around the room at incredible speed.

“I must say, I am too quite intrigued by what this could all be about.” said a pure white unicorn with a curled dark purple mane and tail.

“Well, you see, what happened…” Just as Fluttershy was about to launch into the whole story of what happened, the door of the library opened again and in stepped Twilight.

“Ugh, finally you get here, I was really star….” The rainbow manned pegasus trailed off with a look of shock, as in steeped the small group of Humans that were following Twilight.

Suddenly she made a mad dash at one of them to try and protect Twilight from the intruders, only to be stopped several feet short by the orange pony that grabbed her tail in her mouth.

“Now ust old on der ainow,” she said through the tail in her mouth “You know good an well that ain’t tha way we treat
strangers ‘round these parts.” She said spitting her tail out.

“Well, I was just making sure that they were safe!” she said.

She flew up to John and stared directly into his helmet's visor.

“You hear me in there? You all are safe right?”

John gently waved her away and said, “Yes we are safe, so long as we are not threatened.”

“I think that’s enough Rainbow Dash.” said Twilight in a stern voice.

Rainbow crossed her front legs across her chest, gave John a short nod, and hovered away to be with the rest of the group.

“Girls, these are called humans they are from a distant world and for now they are stuck here until they can fix a few parts on their ship. Like he just said, they are safe.”

“And they are kind too.” said Fluttershy quietly.

Twilight nodded to Fluttershy and continued with the whole story that Fluttershy and Luke told her earlier.

“In short, they have asked for my assistance, and I think that maybe all of us will be able to offer a helping hoof in some way or another. But first I think we need to tell Princess Celestia about them.”

Twilight looked behind herself to the Humans and said, “Princess Celestia is the ruler of Equestria, which is the country where you are now.”

“I think it’s a good idea to meet her, Sir. What do you think?” Luke said to John.

“I agree,” he said, “it’s best if we meet with a person in charge as quick as possible.”

“Alright, but can we talk to our Captain about this first? It won’t take but a moment.” Luke asked.

“Sure.” replied Twilight

Luke put his hand up to his helmet covered ear and pressed a small button.

“Sir, we have a small mission goal update we feel we should investigate. The unicorn wants to take us to the leader of the country and see if she can help us as well. Do you approve?”

A minute later a slightly staticy voice came over the comms channel, “Yes, mission goal update has a green light, proceed with caution.”

Luke dropped his hand back to his side nodded to Twilight and said, “We have the go ahead, when do we head out to see, uh, Princess Celestia?” Luke asked.

Twilight responded, “Well, it’s about a half of a day’s journey to Canterlot where the Royal Castle is, so I suppose if we leave within the hour we should get there early this evening.”

“Sounds good,” said Luke “Is there any way that we can get there in somewhat secrecy? Our transport is too loud and noticeable; we don’t want to cause a panic.”

“Good Point” replied Twilight, pondering the problem for a second while rubbing the back of her neck with a hoof, “We could take the Canterlot Express out of Ponyville Station. If we take some of the back roads there we will run into less ponies and I can cast a temporary invisibility spell on your group so no pony will see any of you.”

“Alright, sounds good to us.” Luke said, turning around and seeing the rest of the team nodding.

“Ok, give the rest of us about twenty minutes to get an overnight bag together and we will be good to go.”

“Deal.” said Luke

Twilight walked over to the door and opened it for the other ponies. They each filed out of the door and off to in the direction of their respective homes. As they were galloping away Twilight called after them,

“Be back in twenty minutes! I’m serious!”

“Alright!” they each yelled back.

Twilight turned around, closed the door, and went over to her desk and picked up a quill and paper and started writing.

Dear Princes Celestia,

Fluttershy has made contact with an off world race known as Humans. They appear to be friendly. The others and I will be leading a small group of them to Canterlot to see you. I expect that you would definitely want to talk with them and see for yourself their situation. We will be coming by way of the Canterlot Express within the hour. Before we leave I will cast an invisibility spell on them to avoid a panic situation.

Your Faithful Student,

Twilight Sparkle

Twilight walked over to the stairs, glancing at the group of Humans that were looking over the various books that lined the
walls of the library. “Spike, could you come here for a minute?” she called up stairs.

“Sure.” Came the reply of the small dragon.

Spike came slowly padding down the stairs and stopped half way down when he saw the Humans around the room.

“Don’t worry Spike, they are safe. Just come on over here.” said Twilight.

Spike looked at Twilight with a quizzical expression but continued on down the stairs to Twilights side all the while keeping one eye on the Humans.

“Spike, I need you to send this letter to Princess Celestia.”

“Alright.” said Spike, who took the rolled up piece of paper and breathed out a jet of green flame that devoured the roll of paper.

Twilight looked up to see all the Humans staring at Spike and herself.

“Dragon fire doubles as a form of mail transport.” She explained to the Humans around the room “Just watch here in a second.”

Soon, Spike gave out a large belch and another small jet of emerald green fire. When the fire cleared there was another roll of paper which Spike quickly plucked out of midair, and read it out loud,

My Faithful Student Twilight,

I think you are right about these Humans. I would like to meet them. Come directly to the Royal Castle. Keep your spell active until you are within the castle. I will inform the guards to let you in immediately. I look forward to our meeting.

Princess Celestia

“Well, there’s the plan.” said Twilight.
__________________________________________________________________________________________________

Soon the other ponies began filing in once again, as they came in Twilight properly introduced each pony as they entered.

The first pony back was the sky blue pegasus.

Twilight said to the group of Humans, “This is Rainbow Dash.”

“Hey,” said Dash, “Just a little info, I’m the fastest flier around here and I am the head weather control pegasus for the Ponyville district.” She turned and looked up into John’s visor and said with a guilty expression, “Heh, uh, sorry about the whole tapping on your helmet and yelling thing.”

John looked down at Rainbow and simply said, “Don’t worry about it.”

The orange country pony came in next with a pair of saddle bags strapped to her back. She didn’t even wait for Twilight to introduce her, she just walked straight up to them and said, “Hiya, sorry for tha late introduction, name’s Applejack, nice to meet ya.” Applejack said with a smile and tipped her hat. And walked over to where Rainbow Dash was hovering once again.

Next came a bright pink blur through the open door, which was babbling something about cupcakes as the last two ponies came in with exhausted looking faces. Twilight looked at the three and motioned to Fluttershy first, “Fluttershy, you all already know.” Fluttershy dipped her head low and hid behind her mane at the mention of her name. “This is Rarity,” Twilight said nodding in the direction of the pure white unicorn.

“Pleased to make your acquaintance.” she said.

“And this is Pinkie Pie” Twilight said, motioning towards the energetic pink pony that was hopping around the room once more.

Twilight looked around satisfied and said,

“Well, now that we are all here and have our bags, I guess we can get moving.”

Everypony and everyone in the room nodded and started moving out the door. Just as Twilight was about to close the door, Spike came out with a small bag for himself. Twilight gave him a quizzical look and he said,

“What? You think I’m going to miss a chance like this?”

Twilight couldn’t really argue, and besides, Spike did deserve a break from the usual mundane library work.

Twilight said with a small smile, “Its fine, you can come too.”

Twilight then closed the door after making sure all lanterns and candles were out and locked the door. She then turned around to the group of humans and said,

“Alright, I’m about to cast an invisibility spell on you. Keep in close and don’t wonder outside of the perimeter.”

They all nodded and stayed absolutely still. Twilight lowered her head to point her horn at the small group. Twilight’s horn began to glow softly as a similar purple glow surrounded the group of Humans. After another second there was a small, barely audible, pop and the glow was gone, along with the humans.

“Can you hear me in there?” Twilight asked.

“Loud and clear.” Came the reply of Luke.

“Alright,” said Twilight “Let’s move on to the train station.”

The group started to walk; It took them, at the most, about forty-five minutes to walk the less trafficked back roads to the train station. Once they arrived at the small station they saw that they were just in time to board the Canterlot Express. Twilight turned to her friends and the invisible group of humans and said, let me go talk to the ticket mare, wait by the train and be ready to get on.”

Twilight briskly trotted up to the ticket booth window and was greeted by a kind, middle aged mare who asked, “What can I do for ya, Miss Twilight?”

“I need seven tickets for the Cantermot Express please, the Princess has requested to see all of us.” She said gesturing back to herself and her six friends behind her.

“Oh, I see,” said the ticket mare, “Well, as usual, since you all are the Elements after all, and Spike is is with you all on royal business, you all get reduced prices, that will be thirty-six bits for all of you.” She said with the same kind smile.
Twilight dug around in her saddle bag with her magic and produced a small bag of coins, opened it up, and floated out the correct amount and gave it to the ticket mare, who then proceeded to give Twilight seven tickets.

As Twilight was turning around to leave the ticket mare called to her, “Have a nice trip!”

Twilight responded with a smile and a, “Thank you, and will do!”

Twilight rushed back to the group, gave Rainbow, Applejack, Pinky, Fluttershy, Rarity, and Spike their tickets and told them and the Humans to get on and go to the car at the very end of the train. They all boarded with Twilight being last on, making sure that everyone was on just before the conductor hollered “All Abooaard!” Twilight climbed on and the door slid closed behind her and joined the others in the last car, which, thankfully, they had all to themselves.

A few seconds later the engine gave out a loud whistle and started pulling out of the station on its way to Canterlot.

3. The Meeting

An Interesting Ride

“Uh, so…” said Luke, finally breaking the awkward silence that had quickly come over the group ever since they had left Ponyville station forty-five minutes ago.

“How long did you say this ride would take?” Luke asked Twilight from opposite the train car.

“Oh, probably not more than two to three hours at the most.” replied Twilight, gazing back at Luke with a mixture of curiosity and still some slight wariness.

Luke seeing this asked “Yes?”

“Well, it’s just that before we were in such a hurry to catch the train that I wasn’t able to ask you all hardly any questions.” said Twilight.

“Ok,” said Luke warily, “as long as we have some answers to a few of our questions as well.”
Luke looked to his right to the rest of the Marines and the Chief who were sitting on the padded benches that lined the walls of the rumbling car, who each gave him one short nod to show their agreement.

“Fair enough.” said Twilight.

“Ok, what’s your first question?” asked Luke.

“Alright, let’s see,” said Twilight, looking up at the ceiling in concentration. “My first question is… if you came so far that you became lost, how did you get here in the first place?”

“Ah, well, like I mentioned before, we Humans are a space faring race. At first we only ventured out around our own planet and our moon. We sent robotic probes to other planets to study them. We soon were able to come up with technology advanced enough to allow us to visit the planets close to our home world and build small settlements on them. All this time we wanted to go beyond our own star system to find other habitable planets. To meet this goal, we humans finally made the scientific breakthrough of faster than light travel.

Luke paused for a moment and looked at Twilight who was staring at him with disbelief evident on her face.

“What?” asked Luke slightly confused.

“Did you say faster than light travel?”

“Yes.”

“Well, it’s just that, I thought faster than light travel is supposed to be impossible.”

Luke nodded and said, “So did we for the longest time, then we accidently stumbled across a way of opening a hole in space-time and more or less taking a short cut through space. We call it a slip space jump. Being able to go into slip space allowed us to travel great distances in relatively short amounts of time compared to what it would normally take.”
Luke paused to see Twilight’s reaction so far. Twilight simply looked at Luke completely engrossed in all of what Luke was saying.

After a second Twilight said under her breath, "I wish I had a quill and paper to take notes with, oh well, I’ll just remember it,” then louder for Luke to hear, “please, continue.”

Luke was silent for a moment more, nodded, and continued on with the explanation.

“During our space exploration we came into contact with an alien alliance that called themselves the Covenant. This conglomerate of several alien species turned out to be hostile. This was mainly due to their religious leaders that declared the Human race an affront to their gods, and soon they declared an all-out war on Humanity. Jumping ahead a few years to where our story comes in, our ship was involved in a fight for our major military planet named Reach. We fought long and hard… but in the end, we lost her. The damn Covenant glassed almost the entire planet with their ship based plasma beams. So much destruction, so much pain and suffering, I will never be able to forget. I will never forget Reach.” Luke said as he gazed down at his booted feet, his eyes moistened at the memory of so many dead and injured. The other Marines had more or less the same air about them, of great loss and sadness. One of the younger Marines, that had held his best friend in his arms before his life slowly faded away, let a single, silent, tear roll down his cheek before he quickly wiped it away.

“But I digress,” Luke said with a small sigh and looked back up at Twilight whose face was full of concern and empathy. “Our Navy has a protocol that was made shortly after we knew the Covenant were hostile, when enacted, any ship that made a slip space jump was required to jump in a direction away from our home world in order to keep its location a secret.” Luke said straightening up and his former calm demeanor returned.

“When we made our escape from orbit around Reach, we were sent on a random vector. During our time in slip space there was an energy surge in our faster than light drive. This overloaded the system and sent us hurtling through many billions of miles before we even realized there was a problem. When we exited slip space the first thing we saw was your planet, which was odd, because there was not supposed to be a planet like this,” Luke said gesturing with his arms spread wide, “within the vicinity of our travel path. This is when we realized something had definitely gone wrong. A few alarms went off in the engine room and we had some people look at our engines and they found that a lot of the electrical circuitry was obliterated by the energy surge. We don’t have enough materials or equipment delicate enough to repair it without outside resources. That’s what lead us to send an exploration party down here to the surface to see if we could find raw materials and possibly some help.

“I see.” said Twilight. “This is quite a predicament.”

“Yes, it is.” replied Luke.

“So, I guess it’s safe to assume that this Covenant you talked about is extremely violent and will stop at nothing to get what they want?” asked Twilight.

“You have no idea.” replied Luke. “But at the same time they are also extremely arrogant, and this can be one of their major weaknesses. I’ve even seen some of the infantry, when their weapons have run out of charge they will switch to hand to hand tactics rather than picking up a perfectly good human assault rifle that’s lying right next to their foot.” Luke said, hefting his own rifle up and down in his hand, the sunlight coming through the nearby window glinting off the small amount of exposed metal of the barrel.

“Weapons?” asked Twilight, “how do they work?”

Luke then launched into a brief explanation on bullets, casings, magazines, and gas operating systems.
“So, basically, all they are intended to do is to protect us by disabling any threat that presents itself before it can harm us.” Luke finished explaining.

Twilight, along with the others recoiled slightly at this information.

“Wait, you aren’t planning on … using those around here, are you?” Twilight asked as she gulped.

Seeing this reaction Luke quickly put the MA5B assault rifle away and tried to give, what he hoped, was a disarming smile.

“No, we should have no need to use them.” he said slowly, “Like I said before, we are all friendly. The only reason we have them with us is for self-protection. In fact we are under orders not to use them unless in a life threating situation.”

Twilight and the other ponies settled down a little bit but they never took their eyes off of any of the Marines.

Soon, a single sob broke the tense silence. Everyone and everypony looked towards the source of the small sound to see Fluttershy with tears in her eyes.

Twilight immediately got up and walked over to Fluttershy and gently nuzzled her and asked “Hey, Fluttershy, what’s wrong?”

Fluttershy looked up at Twilight and then at the humans and asked in a quavering voice,

“S-s-since those a-aren’t big n-noise makers, and are a-a-actually weapons, d-does that mean you k-killed that Manticore f-from earlier?”

Luke looked directly at her with a sincere look on his face and said, “No, more than likely it’s not dead. It was moving really quick and it caught us off guard. I doubt very seriously we even hit it, and it was scared off by the sudden loud noise.”
Fluttershy looked back at Luke with her huge teal eyes and said, “Are you s-sure?”

“Positive.” replied Luke with a soft smile while making a mental note to go back to the spot of the attack and check, just to
be sure.

Fluttershy nodded and began to calm down.

“So, can I ask a question now?” asked Luke after a brief period of silence.

“Uh, sure, what do you want to know?”

“It’s about that invisibility spell you cast around us earlier. How did you do that?” asked Luke.

“It was magic.” said Twilight, “Since I’m a unicorn I am able to channel magical energy through my horn which lets me cast a variety of different spells. One of which was that invisibility spell I cast around you earlier.” said Twilight matter of factly.
Luke only starred at her after she had finished explaining.

“So, wait a minute, you’re saying that magic is real here?” asked Luke dumbfounded.

“Of course, otherwise we wouldn’t be able to build and make half the stuff you all have seen so far, and what you are going to see.” Said Twilight, and then realization hit her. “Wait, if you’re so surprised about magic, does that mean that where you are from that it’s not possible?” Twilight asked.

“No, its not. I mean we have magicians and illusionists, but all they are for is entertainment. They make you think they did something that is impossible, but in truth it was only them making sure you were watching his right hand,” Luke held up his right hand, “while they complete the trick with the other.”

“Oh, uh, I see.” said Twilight with a confused look. “Well, if you can’t use magic then how is it possible for you to even be here and have advanced weaponry and transport?”

“Through technology.” replied Luke. “We are a very scientific people. We have come a long way from just simple bows and arrows and spears to airplanes, spacecraft, guns, and bombs. What we lack in the magic department we make up for it in our ability to quickly adapt to new situations and create something that will help us to solve the current problem at hand. Take this for example; if we want to get somewhere undetected we have to use visual camouflage that is designed to break up our overall appearance in whatever environment we find ourselves in.” Luke gestured to his armored chest and torso that had a pattern of subdued greens, tans, and black.

“Ohhh, So that’s why you all are wearing those hideous things.” said Rarity from behind Twilight.
“I don’t know if I could even do anything with those things, maybe some emeralds here or there or some black onyx or…
Rarity trailed off in thought.

Luke looked over at Twilight from Rarity and said, “I take it she is into fashion?”

“You have no idea.” said Twilight with a small chuckle as she looked at her friend who was deep in thought and quietly muttering to herself about a jewel here and a piece of fabric there.

“But anyway,” continued Luke, “now, we have actually come as far as to have active camouflage. This form of camo copies whatever the environment we are in and projects it in all directions, giving the illusion that no one is there.”

“Ok, I see,” said Twilight, “we to have some technology as well, although it’s mostly domestic technology like, sewing machines, ovens, plows, carriages, flashlights, and hot air balloons. Your technological progress as a species, though, seems to have vastly out striped our own.”

“Possibly, but I just don’t know, it seems that every civilization has some form of advanced technology at their disposal. I would doubt that you all would be any different.”

“Who knows,” said Twilight, “I guess anything could be possible.”

After about twenty minutes of nothing but the clacking of the wheels on the tracks below and the gentle sway back and forth of the train car, Luke looked out the window and saw that the giant blue-grey mountain with the city of Canterlot sitting on its side was much closer now.

“How far do you think we have come?” asked Luke to Twilight.

“Uh, I’d say, judging by the shadows of the trees outside,” Twilight motioned with a jerk of her head out the window, “that we have been on her for about an hour and a half, so we have about another hour to go.”

“Ugh!” came a rather annoyed groan from a certain cyan pegasus. “Why does this trip always take so long?!” Rainbow Dash said ruffling her feathered wings in agitation.

“Don’t worry Dashie!” piped up the energetic pink pony. “I’m sure there is something we can do! Ooo, look there is arm wrestling contest going on back there!”

Luke looked back to see what Pinkie had said was true. Two Marines were engaged in a rather competitive looking arm wrestling contest.

“Wait, you know about arm wrestling?” asked Luke as he turned back around to face Pinkie.

“Of course, we do them all the time here! They are so much fun!” said Pinkie only inches away from Luke’s face when he had turned back around.

“Whoa!!” Luke yelled, and nearly fell off of the bench he was sitting on.
Pinkie giggled and snorted. She then leaned over to Rainbow and gave her a nudge and jerked her head towards the small group of Marines.

“Sure, I’ll give it a try.” Rainbow said a competitive edge coming into her voice.

Just as Rainbow Dash made it to the small group the Marine on the right gave out a quick savage yell and slammed the one on the left’s hand down on the table.

“Dang, Mac, when did you get stronger than me? I’ve always beat you.” Said the defeated Marine rubbing his shoulder.
Upon hearing the name Mac, Applejack’s ears pricked up. She looked over at the small group where she had heard the familiar name from and decided to investigate.

“Might as well see what the commotion is all about,” She thought, “ain’t got nothing better ta do at tha moment.”

“What y’all doin’ back here?” the orange farm pony asked.

“Just winning an arm wrestling contest.” said the victorious Marine

“Cool, mind if I give it a try?” asked Dash from next to Applejack, a competitive smile on her face.

“Uh, sure.” said the slightly startled Marine on the right.

The losing Marine got up and allowed Rainbow Dash to take his place. Dash sat down on the bench and propped her elbow on the table just as the other Marine had earlier. Mac gave her an apprehensive look but still grasped her hoof in his hand.

“You know what to do?” asked Mac.

“Sure, all I got to do is slam your hand down on the left side of the table, we do this all the time here.” replied Rainbow.
Mac nodded with a look of mild surprise and looked at the other Marine and said, “Set ‘em up, Jake.”

Jake nodded and put his hands on both Rainbow’s hoof and Mac’s hand, and a couple seconds later yelled, “GO!”

Immediately both Mac and Dash started straining with all their might to defeat the other. A few beads of sweet started to glisten on both of their brows, slowly, ever so slowly Mac started to push Rainbow Dash’s hoof down towards the table.

“Oh, no you don’t!” growled Rainbow through gritted teeth and halted her hoof’s progression to the table top. Just as slowly as it was being pushed down a moment ago Rainbow managed to push their hoof and hand back to the neutral starting point.

They stayed at this point for a few minutes before Mac grunted “You’re strong for a pony.” as he watched his hand started to quiver and ever so slightly start moving to his side of the table.

“Dang, what do they feed these ponies, this is unbelievable. She’s actually beating me!” Mac thought to himself as he struggled to keep Rainbow from gaining anymore ground on him.

Mac’s hand was soon only a mere three inches away from the smooth table top when he said, “I’m not going to let you win, you know that, right?”

“Heh, who said… anything about… you letting me win?” Dash replied in between deep breaths. And with those final words Rainbow Dash gave out one last, loud, grunt and with all her remaining strength, forced Mac’s hand down to the table.
Mac looked down at his hand, still grasping Rainbow Dash’s hoof with mild disbelief. He relaxed his grip but didn’t move otherwise. Rainbow pulled away with a grin.

After a few seconds Mac still hadn’t moved and everyone and everypony noticed. It suddenly went dead quiet in the car except for the wheels on the tracks below them and they all looked at Mac to see what his reaction was going to be, ready to spring into action if things went south.

“Hey, man, you alright?” asked Rainbow.

Mac said nothing, but just continued to stare at his hand on the table. A few seconds later Mac started to shake and then threw his head back and burst out laughing. Everyone breathed out a collective breath they had not realized they were holding.

Mac looked at Rainbow and asked with a chuckle, “How in the world did you beat me?”
“Well, you don’t become the fastest flier in all of Equestria by just lounging around all day.” Rainbow Dash said with a small
grin.

At this the other ponies in the car gave a snort or a chuckle.

“What? It’s true! I’m not always lazy!” said Rainbow Dash.

“We know, we know,” said Twilight, “but it sure does seem that way. You go between two extremes. Either working your tail off, or sleeping all day.”

“Yeah, almost any time we need you, you are either workin with tha weather team, or you’re sleepin on a cloud or in a tree, but we usually get ya up and movin with us.” said Applejack, who gave Rainbow a quick, soft, punch on the shoulder.

“Yeah, yeah, yeah.” said Rainbow Dash with a dismissive wave of her hoof.

She turned back to Mac who still had a small smile on his face and said, “I have to keep my legs as strong as my wings,” she flared out her wings to their fullest extent as she spoke to emphasize her point, “for extremely fast take offs and hard landings.”

“Ah, makes sense.” said Mac with a slight chuckle.

“Well,” said Luke, “who knew that arm wrestling could be such a great spectator sport. That entire thing ate up ten minutes.” Luke said with a grin.

“Anyway, I just thought of another question Miss Sparkle.” Said Luke.

“Please, just call me Twilight. What is it?” asked Twilight.

“She,” he said motioning to Applejack, “said that Rainbow Dash over there works on a weather team. What’s that?”

“Oh, that’s an easy one. You see, the weather here in Equestria is controlled by teams of pegasi that are dispatched from the Weather Factory in the floating, pegasi home city of Cloudsdale. All weather is planned there.”

“Especially for Ponyville cause of all the farmin that goes on there.” Said Applejack

“Oh, well that’s interesting. It’s the opposite on our inhabited planets. We are more or less at the mercy of the weather on each; we can’t really control it all that well.

“Wow, really?” asked Rainbow Dash. “That must really suck.”

“Yeah, it can. Sometimes the weather can get pretty violent.” said Luke.

"But, if you are not in control of the weather, then how does it rain and stuff like that?" asked Rainbow.

"The weather on our planets is caused by the unequal heating of the planets surface by the star that it is orbiting, this causes warm air at the surface to rise and cooler air from up high to sink down and take the warm airs place at ground level. How it rains starts of when water evaporates in a gaseous form from rivers, lakes, ponds, and oceans and then condenses back into liquid water at much higher and cooler elevations, this in turn forms clouds and when enough clouds build up in an area, the combined amount of water in them becomes to heavy to stay up on the warm air rising from the ground and so it rains, and depending on how cold it is at the time, the rain may form into ice crystals and cause it to snow." explained Luke.

"Wow," said Rainbow, "I does sound like you all have it pretty rough."

"Yeah, but we can adapt, and we are always finding new ways of surviving the really big storms." said Luke.

The train car lapsed into silence once more. Twilight looked out the train car window in thought and saw that they were now only a few miles away from the enormous city of Canterlot.

“Wow. We are almost there.”

“Really?” asked Luke and he too looked out the window and was greeted with the same amazing sight.

The last fifteen minutes of the ride were spent getting ready to depart the train.

Twilight looked at the others in the car and said, “Ok, we will be in Grand Canterlot Station in just a couple of minutes. The same procedure applies when we get off as when we got on, I’ll put up the invisibility spell and we will make our way to the
Royal Castle as quickly as possible.”

Everyone nodded that they understood.

Soon the train started to slow down.

“Ok, get in close like before.” said Twilight.

The Marines quickly got up and stood closely together and waited for Twilight to cast the spell. The train car was filled with a soft purple light for a split second and the familiar barely audible pop as the Marines disappeared from sight.

“Y’all still with us?” asked Applejack looking at the spot the Marines had just vanished from.

“Yeah, we’re still here.” came the disembodied voice of Luke.

Twilight gave a nod of satisfaction as the train came to a halt with a slight jolt.

“Right, we had better be on our way then, the Princess is expecting us.” said Twilight.

The streets of Canterlot were full with the hustle and bustle of the early evening shoppers and ponies eating at open air cafes. The mane six quickly formed a circle around the group of invisible Marines in order to keep somepony from bumping into one of them.

“Oh my!” said Rarity, “We really should come here more often, just look at all these fashionable ponies!”

“What are you talking about?” huffed Rainbow, “We were all here just a few weeks ago for the Royal Wedding.” As usual
Rainbow Dash wasn’t exactly thrilled to be in such an uptight and fancy place such as Canterlot.

“I know, but already the fashions have changed, and if you don’t remember we were fighting a horde of Changelings for the last half of the time we were here. That didn’t exactly give me time to see what was in style or to get any materials for my work.” Rarity snapped back.

“Both of you, Shhhh!” scolded Twilight from the lead position in front. “We are nearly to the castle, once we are inside you can argue all you want but for right now stop making a scene!”

Soon the giant wood and gold doors of the Royal Castle’s main entrance loomed above them with a stony faced Royal Guard on each side.

Both guards looked at the group and then to Twilight specifically and the one on the right said, “Proceed inside, the Princess is expecting you.”

Twilight nodded and started forward with the others following in the same circle formation as the guardsponies swung the massive doors open. As soon as all of them had crossed the threshold of the doors they glided shut with a resounding boom that echoed down the long hallway. Just inside the doors there was a group of four more Royal Guard to escort them to the Princess.

“Right this way.” said one of them. And so they started to walk down the large gold and white main hallway. A minute later
the group arrived at a set of solid gold doors that were open to the throne room and in the middle stood a tall, pure white alicorn. The escort broke off and two stood outside the doors and the other two took up positions on the inside and proceeded to close the doors once they were all inside. There was a series of soft clicks and a hollow thud and Twilight new that the doors and just been locked and barred.

The small group bowed in respect to their Princess.

“Rise, my little ponies.” said the alicorn with a gentle smile.

They did so and Twilight was the first to speak, “Princess Celestia, it’s good to see you again.” she said with a small smile,
“Uh, I have brought the humans.”

Celestia nodded and said, “Very well, remove the invisibility spell, we are safe in here.”

Twilight nodded and turned to face the inside of the circle. Her horn glowed the same dull purple as before and the air in the center of the circle of ponies shimmered for a second before the invisibility spell was lifted. There standing in the center was the group of Marines. The guards shifted nervously, ready to defend their Princess with their very life.

Celestia stepped forward as Twilight moved to the side and allowed her to pass. She walked straight up to Luke and John who were standing at the head of the group and looked at both of them straight in the eye and she asked, “I have been told that you are friendly by Twilight here, is this true?” Celestia asked with a voice that contained nothing but absolute seriousness.

“Yes ma’am,” replied both Luke and John, “we are friendly, and we have no intention of trying to hurt anyone, well, anypony I guess I should say.” said Luke.

Celestia looked at them for a moment more and then her demeanor changed instantly to a more relaxed one but she still kept a wary eye on them.

“Very well,” said Celestia, “But I would like to request that I be able to scan you to just be sure you are not Changelings.”
This familiar name caused everyone and everypony to look at her.

“Uh, forgive me for asking, but, what are Changeling? We have heard of them only by name once and that was only in passing.”

“Changelings are a race of creatures that resemble a cross between ponies and insects and they feed off love. We fought a major battle with them here in Canterlot only a few weeks ago at a royal wedding. I just need to make sure that none of you are Changelings in disguise.”

“Oh, uh, alright, I guess that clears that up some. Anyway, uh, sure, go ahead and scan us.” replied Luke suspiciously.
Luke and the others prepared for the worst and John turned his shields up to maximum charge. All were tensed and ready to defend themselves at a moment’s notice, especially John; with his enhanced reaction times all the Marines knew that everything in the room would be dead within ten seconds if he even got the impression that Celestia was planning on doing them harm. All were prepared to kill or be killed trying to get out of the situation.

Celestia closed her eyes in concentration and soon the tip of her horn began to glow brighter and brighter as the magical energy built up. All of a sudden a bubble of energy that John thought resembled a bubble shield being deployed erupted from the tip of Celestia’s horn and expanded to fill every part of the room. For a split second everything seemed fine and the Marines checked each other out to be sure nothing had happened but then there was a loud “PING!” that sounded from behind Celestia. She whipped around and saw one of the many guards in the room was glowing with the same bright light the bubble had been just a moment before. All those that were in the room stared at the shocked guard, the humans went down to a knee, their training and instincts kicking in, and brought their weapons to bear on the marked Changeling in disguise as the mane six backed away from them. John would have leapt immediacy at the impostor, but being in a situation such as this he thought it best to let the guards handle it and provide back up if need be. A death this soon after meeting the ruler of the country would more than likely not reflect well on their statement of being friendly.

All the guards in the room moved at once and tackled the fake pony to the floor before it even had a chance to recover from the stunning effect of the scanning spell.

Celestia walked over to the now restrained pony and hit him with a beam of magic that started at his head and went to his tail, revealing the Changeling’s true form. A totally black body with holes all in its legs, bulging blue insect eyes, a wickedly sharp looking horn, insect like wings, razor sharp fangs, and wearing dark blue armor.

Celestia then picked the dazed Changeling up and went to a window, unbolted it and flung the creature far out towards the Everfree Forrest. She then slammed the window shut and rebolted it. Celestia turned to the group of humans, who had lowered their weapons when the creature was gone, and said with a tone of absolute seriousness and disgust,

“That, was a Changeling.”

I'm going to go ahead and give out some thanks here, Thank you to all of y'all that have given me advice on the writing of this story so far, y'all have really helped me out. Also a big Thank you to "Luna_eclipse" for proof reading and pointing things out. You really did save my butt there a few times, and Thank you to "Akkura" for answering a few questions about the Halo Universe. I shall now commence writing on chapter 4. :)

4. Ghosts Of A Civilization Past

Ghosts Of A Civilization Past

Canterlot: Royal Castle

Celestia, with two royal guards flanking her, slowly walked to her throne in the center of the room and sat down.

"Now then," said the elegant alicorn in a much kinder voice than what she had used to introduce the rather unfortunate changeling a moment before, "I'm sure that Twilight, here, has already asked you for information on your situation. Am I correct?" Celestia looked between Twilight and the group of humans.

Twilight simply nodded while John looked at Celestia and gave a short "Yes, ma'am."

"Good," said Celestia with a small smile. Then she said, "I know you have already explained this all already, but, I would like to hear the details first-hoof, just so there is no confusion."

The Marines gave each other quick sidelong glaces at the use of this modified word, "first-hoof", but quickly shrugged it off and continued standing just as still and stoically as the multitude of Royal Guards through out the room.

"Of course their language would be slightly different from ours, given their lack of hands... and the fact that they are ponies." thought Luke.

"Alright." replied John, and quickly launched into a brief summary of what had happened, giving Celestia more or less the same explanation Luke had to Twilight.

____________________________________________________________________________

UNSC Pillar of Autumn Bridge

"Captain." the stereoscope operator called out on the bridge of the Pillar of Autumn.

Keyes walked the short distance over to where the operator was stationed.

"What is it?" asked Keyes.

"Sir, the deep scan has been completed and there appears to be major deposits of silver and copper in various spots around the planet. Large quantities of both ores will be needed for the repair of the FTL drive, sir. It looks like we are going digging."

"Yes, it appears so." said Keyes as he picked up a radio ear piece and walked to the middle of the bridge.

"Lieutenant Dominique," said Keyes to the communications officer.

"Yes, Sir?"

"Get me the Chief."

"Aye, Captain."

____________________________________________________________________________

Canterlot: Royal Castle

"And that is more or less the extent of our situation." finished John.

"I see and do you know how long the repairs to your ship will take?" asked Celestia

"A rough estimate is somewhere around eight to ten weeks."

"Ah, well, we will be more than happy to aide you in the repair of the ship. Is there anything specific you are in ne..."

Just before the princess could finish her sentence the radio in John's helmet crackled to life. John inclined his head slightly and put a hand to the side of his helmet causing Celestia to stop mid sentence and look at him with interest.

"Master Chief, come in Master Chief." Captain Keyes' voice came in loud and clear.

"Yes, Sir? Chief here."

"Chief, you and the Marines with you are talking with the ruler of the country, correct?" asked Keyes.

"Affirmative." replied John

"Good, put this radio frequency on your helmet's external speaker, I would like to speak with them for a moment."

"Yes, Sir." came John's quick reply.

John patched the radio frequency through to the external speaker and said to Celestia, "Our Captain wishes to speak with you."

"Very well," replied Celestia, "But how will we communicate? Isn't he currently on your ship, like you said?"

Yes, he is but you two will be able to talk through my radio." said John to Celestia, "You're on Captain, patching visuals through now."

"Good work chief." came Captain Keyes' voice both inside his helmet and outside to the rest.

"May I ask who it is I am addressing?" asked Keyes

"Princess Celestia, diarch of Equestria," said Celestia in her usual calm and collected voice. "And who is it that I am addressing?" asked Celestia.

"Captain Jacob Keyes, UNSC Navy."

"It is a pleasure to meet you Captain Keyes," said Celestia, "Now, you wished to talk with me about something?"

"Yes, ma'am," came Keyes' respectful reply, "In order to make the necessary repairs to our ship we need raw materials such as copper and silver to rebuild the electrical circuitry that was damaged. We have detected several large deposits of both around the Marines current location and around the small town they were at a few hours ago. Is there any chance that there are some running mines in the area of these two locations?"

After a brief pause and with a thoughtful look Celestia slowly nodded and said, "Yes, if memory serves me correct, I do believe that there are some open mines in both locations."

"That's good news. With your permission, your majesty, we would like to mine what raw ore we need. We will supply all the machinery and man power for this job."

"Very well," said Celestia, "You may mine as much ore as you need, I will give the group here a map of where the active mine sites are and they can relay the information to you."

"Thank you, ma'am," said Keyes "We will start preparing at once."

"You are quite welcome, Captain Keyes." said Celestia.

There was a small click as the radio signal disconnected, and the room was again quiet.

"Well," said Celestia, "It looks like there is some digging in your future."

"Looks like it huh," said Luke, "Well at least our machinery does a lot of the work for us."

"Ah, yes, your captain said something about machines, what kind of mining machines are they exactly?"

"They are called Nightcrawlers. They are long machines that have a fast rotating head at the front with many large metal teeth that chip and break the rock as the entire machine is pushed forward. The broken rock is then transported to the back of the machine where it collects in a hopper and periodicity empties into a large truck that drives the rock out of the tunnel."

"My, you are a rather technologically advanced race, we mine with explosives, picks, shovels, and rail cars."

There was a slight pause here and Luke then said, "So, wait... if you don't have hands to be able to grip tools such as picks and shovels, how are y'all able to mine?" asked Luke. "Do unicorns do all the work with their magic?"

"Oh no, not just the unicorns, the earth ponies work in the mines too and every once in a while a pegasus but thats rare considering most pegasi are not to fond of enclosed spaces."

"Wait, earth ponies? Is this planet called Earth?" asked Luke

"Yes, it is... why?" asked Celestia.

The Marines quickly looked at each other then to Luke and then up to Celestia.

"Its just that... uh, one of our planets is named Earth as well." said Luke

"Ah, I see," said Celestia. "Anyway, like I was saying, pegasi don't generally mine all that much.

At this Rainbow Dash gave a visible shudder and said, "Ugh, caves, never liked them. They have always given me the creeps. I'd much prefer the open sky any day."

"My point exactly." said Celestia with another gentle smile towards the Marines as she gestured at Rainbow Dash.

"Hey, don't get me wrong, I'm not scared of them or anything," Rainbow said looking at the Marines, "I just don't like them." she said matter of factly.

Celestia nodded knowingly and continued with her explanation, "It may seem odd to you but all three pony species have some magic, pegasi can walk on clouds and move them around allowing them to create weather. An earth ponies' magic allows them to be strong and know the right times to plant, harvest and find water, and, of course, unicorns have their innate magical abilities and due to this magic that everypony has within them, all three species can pick up and manipulate objects with their hooves.

"That clears things up a little... I guess." said Luke.

Celestia gave a small chuckle and said, "Yes, magic can be a little confusing."

"Especially when you aren't used to it." said Luke

Celestia nodded and said, "You know, it may surprise you to learn that pony kind used to be a fairly technologically advanced race as well, but this was hundreds of years ago."

"Really?" asked a more than a little surprised Twilight, "What happened to all of it?"

"Well, soon after the evil ruler of Equestria, Discord, was defeated by me and my younger sister, Princess Luna, we sought a way to become as powerful as possible, just in case Discord or some other threat tried to do Equestria harm. This was a agonizingly slow process, but during this time, a group of archaeologists stumbled across an ancient ruin that appeared to be alien in origin. Though we were not able to decipher their language, the machinery and other technology within told a lot of the story."

"Wait, did these ruins look like this?" asked the Chief as he pulled a miniature holo pad from a pack and inserted a small memory card, and with a press of a button an image a Forerunner artifact blazed up.

Celestia looked at the image intensely and said, "Yes, that looks similar to what was found."

"We have come to call the race that built these places Forerunners, they were a people that were technologically
advanced beyond belief." said John as he put away the holo pad recalling the information that Cortana had gathered.

"Yes, that sounds comparable to what was found here. At the time of the discovery we decided to put forth a mighty effort into creating our own technology with the..." Celestia paused for a second and carefully said the new word, "Forerunner's ideas as a base. I drew together some of the smartest ponies in all of Equestria, actually, I believe one of them was related to you, Twilight. Smarts must run in the family." Celestia said with a gentle smile as Twilight blushed slightly and smiled sheepishly at the ground.

Celestia continued, "Anyway, with this team of scientists, mathematicians, and engineers we were able to come up with many things; from life support systems for medical purposes to advanced weaponry. Admittedly, there were several flaws with the almost everything but we managed to work a lot of things out. The weaponry though, because there were no functional devises, we mostly had to go off the diagrams we sometimes found. Many of our prototypes either did not function or, what happened most of the time, blew up in an enormous explosion. Due to this we had to resort to creating our own weapons. They actually looked rather similar to yours. Even down to the projectiles they fired." said a thoughtful Celestia.

"We even found a suit of armor that appeared to be powered by some form of super efficient battery." said a new voice from behind Celestia.

Celestia turned around and said, "Ah, Luna, I see you are up and about. Have you already raised the moon?"

Celestia turned to the window she had recently thrown the Changeling from, remembering this she gave a small chuckle, saw that it was dark, and turned back around to the group in front of her.

She only saw confused looks from the humans.

"Oh, my apologies, this is my sister, princess Luna who I mentioned earlier and and to explain what I said a moment before, Luna here and I, raise and lower the sun and moon with our powerful magic."

"So, you mean to say that the sun and moon here don't rise and set on their own?" asked a very confused Luke.

"Well, technically, yes, they would; but the orbit of the planet is slightly irregular and for a good long growing season constant alteration of the planet's orbit is needed."

"It is more or less the same situation with the moon." said Luna as she walked up next to Celestia. "Without our, er, my interference, the tides of the oceans and seas here would be so chaotic and hazardous that they would quickly destroy anything along the coasts."

"Still not exactly used to the new way of speaking." said Luna under her breath to Celestia.

Celestia merely gave a knowing nod.

"Wow," said Luke. "That's really impressive."

"It's nothing big, you get used to it after a while." said Luna.

There was a slight pause then Celestia said, "Well, back on topic. Luna, if I remember correctly, you took a great liking to that suit of armor."

"Oh, yes. I even had a sub group made out of the group Celestia had just for studying the armor. It was rather quite amazing. It was somehow able to project a personal energy shield that was able to deflect blows by many objects and explosives. It looked, to be honest, quite like yours," Luna pointed at the Chief with a hoof, "but it was much more slim and not as bulky. Eventually we managed to come up with a pony version that looks more like yours than the original and could do amazing things such as, run incredibly fast, lift heavy objects, and increase the wearers' reaction time, sight, and hearing capabilities."

"That sounds familiar," thought the Chief, "I'm going to have to ask Dr. Halsey some questions when I get the chance."

"Soon after we had discovered a great deal of this technology though, Luna and myself decided to switch from technology to a more magic based society. We did this in order to keep Equestria safe. A lot of the research was starting to turn more towards weaponry than anything else and we feared that to much technology especially weaponry would cause ponies to start fighting among themselves over even some of the most insignificant things."

"So, you mean to tell me," said Rainbow Dash, who was angrily hovering in place with the others, "that we had all this awesome technology and stuff and you just gave it all up for magic?! And with all the stuff that tries to attack Ponyville and Canterlot?!"

"It is not as simple as that." said Celestia gently. "The technology is still here and being worked on by a present day team of scientists, but for the most part it is secretive. This team and both Luna and I, swore we would never use the majority of this militaristic technology unless Equestria was on the verge of complete collapse. One of these events happened recently with the Changeling attack. Thankfully, Prince Shining Armor and Princess Cadence were able to defeat them before we had to take drastic measures. This is why Luna was not attending the wedding for the most part. She was cataloging the equipment that we have at our disposal due to the threats that we had received before the wedding, just to be sure that if something major happened we would be able to defend ourselves.

There was a long pause here as the information sunk in that the Changeling battle could have been far more violent.

"But, to end on a happy note, we did not have to resort to such drastic measures, what weaponry we have is still secret, and it was a happy ending to a rather eventful day."

"Agreed." Twilight said.

Everypony nodded, but were still a little shaken up at the realization of how close they had all come to possibly being killed in a counter attack against the Changelings.

"Well, I do apologize, but it is getting late, and as always, I will have to rise early in the morning. Here is the map of the active copper and silver mine sites that was promised."

Celestia's horn glowed a light yellow and a rolled up piece of parchment glowed with the same light and floated over from a desk at the far side of the room. John held out his hand and the small roll dropped into it.

"Good night to you all, and safe travels, oh and may I suggest resting for the night somewhere here in Canterlot? It is already getting late, maybe the Gilded Horseshoes? Tell them to just charge me." said Celestia with another kind smile.

"Oh, Princess, thank you!" said an excited Twilight.

"That's the most famous and luxurious place in all of Canterlot, besides the castle here, of course. Oh this is so exciting!" said Rarity.

The Marines looked at each other, unsure, but decided, by the reactions of both Twilight and Rarity that it was a good place. then again they all have been in worse before.

Both the humans and ponies bowed and started walking away towards the door, all except John and Luke. the others turned and looked at them with a questioning expression on their face and Luke said, "We will be there in a moment, wait outside, we just need to tell the Princesses one last thing."

The others nodded and walked out the door closing it behind them.

"Yes, what is it you need?" asked Celestia.

"Do you remember the alien race, the Covenant, I mentioned earlier?" asked the Chief.

Celestia's disposition stiffened slightly and she replied, "Yes, I remember you describing them."

"We are not sure about this, but they may be following us. If they are, they are probably about a two months away but we should be repaired and moving out by then. We just wanted to let you know that if they show up earlier than expected we will let you know and we will stay and fight with you. You may still have to use your cashed technology though."

"Very well," said Celestia "If they come we will be more than ready."

Both Luke and John gave a quick nod, spun around, walked to the doors, and rejoined the group outside, and closed the great doors.

As their hoof and foot steps died away, Celestia turned to Luna and said, "Put the research team on full alert and enact operation Midnight's Light."

"Understood," said Luna, "let us just hope nothing comes of this."

"Agreed." said Celestia as she paused at the doorway leading further into the castle. "But if worst comes to worst, we've rebuilt Equestria before, and we will rebuild her again if necessary."

Ok guys, I'm so sorry that it has taken so long to get this up here. I've just had so much stuff going on at once that I haven't had a lot of time to write. That's why this chapter is also my shortest. I know there are going to be mistakes here. If you happen across any, please point them out and I will try to get in and fix them.

5. And A Fortress Came Down

And A Fortress Came Down

Canterlot Streets

It was a rather pleasant night to be out walking the streets of Canterlot. The moon, with Luna's assistance, had already risen high into the ink black sky along with the thousands of winking and twinkling stars. Crickets were making their usual nightly serenade as a warm, gentle breeze wafted over the small group of ponies and humans as they made their way to the Gilded Horseshoes.

"It's a good thing most everypony is already inside and asleep by this time. I'm pretty sure they wouldn't react too well to alien strangers... even if we told them you were friendly. Some ponies... uh... tend to over react to put it mildly." Said Twilight over her shoulder to the Marines.

"True, causing a panic isn't exactly the best entrance we would want to make." replied John.

Twilight nodded understandingly and continued on as silence descended on the group once more.

"So, Ah've been wonderin," said Applejack after a moment of walking.

John turned his head, looked at her,

"What's it like in that armor of you'rs?

After a moment of thought John replied, "Not bad, I can control everything just by thought. From temperature to whether or not I want to breath the outside air or the supply in the suit."

This information stopped Twilight dead in her tracks making the others almost run into her.

"So, you are telepathic?" asked Twilight craning her neck around to look up at the Chief.

"Not in the least," said John, "The armor and my mind are connected by a wireless neuropathic connection. If I think it, the armor does it."

"Wow," said twilight as she stated walking once more, "thats quite impressive."

"Yes, and it has saved my life countless times."

They all walked along for a few more minutes until they came to the top of a small incline and laid out below them was the Gilded Horseshoes. It was a massive building that was painted a soothing light tan and had a red slate tile roof. With their destination only a few hundred feet before them, they all quickened their pace.

Soon they reached the main entrance. A pair of large wooden doors that each had the hotel's insignia, four interlocking horseshoes, carved deeply into the wood and inlaid with gold, stood boldly in front of them.Twilight pulled the doors open with her magic and walked in, the others following close behind. Inside there was marble floor tiles and rich red velvet on the walls with a massive crystal chandelier hanging in the center of the ceiling. There was marble pillars supporting the great arching ceiling that was also painted gold. The sound of gently trickling water could be heard throughout the lobby, the source of which was a large fountain with the same four golden interlocking horseshoes standing in the middle with the water running down its sides. Directly in front of them was a large decorative marble stair case that lead to the second floor. Off to the side, just inside the doors to the left, was a little nook with a few couches and chairs for anypony that wanted to just take a break and read or just watch other ponies come and go. The place was the very definition of the word lavish.

After a moment of stunned silence Twilight looked around and spotted the reception desk to the right and quickly trotted up to it. The pony behind the desk was older stallion with a light brown coat and a neatly combed chocolate brown mane. At the moment he was deeply engrossed in a newspaper with the title Equestria Daily in large print at the top of the front page.

"Uh, excuse me sir," Twilight quietly said.

The earth stallion put down his paper and pushed a pair of half moon glasses up the bridge of his nose.

"Ah, my apologies miss, didn't see you ari..." The stallion glanced past Twilight to see if there was anypony with her. The stallions face just started to turn into a look of pure fear as his gaze fell upon the fully equipped Marines and John, but Twilight managed to cut him off before he could start making a racket that would surely cause the rest of the building to awaken.

"No! Nonononono, please don't yell. They are friendly. We just came from an audience with Princess Celestia, she agreed to let them stay. There is really no time for specifics at the moment but don't you think if the Princess trusts them that they are truly friendly?

Twilight gave him a soft smile.

The night desk pony only stood there still too shocked to move except for a slow, unsure nod of his head.

"Plus, they are in the company of all six of the bearers of the Elements of Harmony."

The stallion nodded again, but was still wide eyed and obviously very shaken.

"Uh, r-right," he fumbled with his words, "So, I s-suppose you want rooms?" his voice very nearly cracking on the last word.

"Yes please." Twilight gave the stallion another gentle, and she hoped, disarming, smile.

"Could we get..." Twilight turned around and quickly counted, "four rooms please? Just for tonight?"

The stallion just nodded, picked up a register, and handed it over to Twilight to fill out. Once the paper work was done the stallion, making sure to only look at Twilight, asked,

"That will be t-twelve-hundred bits, um, how will you be paying?"

Twilight gave a small sheepish smile and quietly said, "Uh, Princess Celestia said to just charge her for the expences of the rooms and what ever other costs may arise."

The stallion cocked his head to the side, looked up at the others and gulped while making a note in the register beside Twilight's name. He couldn't really argue with one of the Element bearers, especially Celestia's personal student.

He then ducked down beneath the desk and retrieved four room keys. The stallion quickly straightened up with the keys hanging by their room number tags from his mouth. Twilight's horn glowed a soft purple as she enveloped the keys in her magical grip, taking them from the stallion.

"Those rooms are on the sixth floor at the end of the hall." said the stallion.

"Thank you, sir." Twilight said as she gave the stallion another gentle smile and turned around to the others waiting by the fountain.

She quickly made her way back to the group, the keys jingling along the way. As she reached the group she said,

"Got the keys, lets head up."

The odd little group moved over to a bank of golden doors that stood directly in front of the reception desk. Applejack was the first to reach the elevator and reached up to press the button to call the car. The button glowed a pale yellow when she released it and almost immediately the doors parted to reveal a lavishly decorated interior, not so different as the main lobby with the same marble floor and red velvet on the walls.

"Alrigh' everypony, pile in." said Applejack.

They all obliged and walked into the elevator which was just large enough to accommodate not only the ponies but the Marines as well. The doors slid closed with a gentle thump and the whir of the winch motor started from above them as they began to ascend.

The stallion behind the desk shook his head, lifted his glasses to rub his eyes and said,

"I think I need to lay off the cupcakes and cider this late at night." and returned to reading his paper.

The elevator let out a soft ding and the doors slid open once more. The ponies and Marines quietly made their way down the hall. Soon they reached the last four rooms. Twilight turned to Luke and John and gave them three of the four keys.

"Here, we will take the last one on the right, you can have the other three."

John took the keys and Twilight motioned the others to follow her to the last room.

John opened one of the doors and ducked through the entryway to look at the room.

When he came back out he said, "Two beds and a couch, three to a room. Here." and he handed one key to Luke and one to Mac.

"Normal procedure, secure the doors and windows and keep watch rotations. This is still an alien world." John said to the Marines

All the Marines gave a quick salute and opened their room doors and all of them went in for the night.

Twilight stood in front of their room as she watched each of the three doors close behind the Marines. As the last door closed she inserted the key into the lock and turned it. With a soft click the door unlocked and Twilight used her magic to open the door. The six ponies and one baby dragon made their way into the room. Twilight turned the lights on and took in a sharp breath. The interior of the room was just as posh and fancy as the main lobby and elevator. Red and gold everywhere, with two very large beds taking up one wall and a couch in the middle with other various pieces of furniture throughout the room.

Rainbow Dash, seeing all this, simply gave out a large yawn walked past the others, over to the window, unlatched it and suddenly took off leaving behind only a gust of wind. The others just stood in the doorway staring out the window that Rainbow Dash had just flown out of.

"Now what in tarnation is she up too?" questioned Applejack to no pony in particular.

Just a few seconds later Rainbow flew back in through the window pushing a fluffy white cloud. She placed it high up in the room near the ceiling and then landed in front of the others.

"What?" asked Rainbow in response to the other's questioning looks, "A bed is nice and all, but absolutely nothing is better than sleeping on a cloud. I'm just glad the Weather Team decided to move in a small cloud bank today. Otherwise I wouldn't have been able to get that little beauty." Rainbow said as she jerked her head towards the cloud.

The others simply shrugged or shook their heads and walked over to the beds.

Twilight was the first to speak, "Ok, I think this will work, Applejack, you and me will take this one. Pinkie and Fluttershy, you take that one," Twilight said and pointed to the other bed, "and Rarity, you have the couch.

"I beg your pardon, but... what! We are in one of the fanciest hotels in all of Canterlot and you put me on a couch!" Rarity said incredulously.

Twilight sighed and pointed her horn at the couch which quickly morphed into the same kind of bed as the other two.

"Oh, um, thank you Twilight." said Rarity sheepishly.

"Ok, it's been a long day. How about we all get some rest." said Twilight wearily.

Every pony nodded, unbuckled their saddle bags, dropped them to the floor and proceed to climb into their respective shared beds. Twilight's horn glowed one last time as she turned out the lights once everypony was comfortable.

Soon there after the room was filled with soft snores from all directions. Rarity turned over in her bed and was just about to nod off when she noticed a small lumpy mound on the floor next to the bed. Upon closer inspection the small lumpy mound turned out to be the curled up form of Spike. Rarity thought for a moment and then reached out and gently stroked the small dragon's spines, he stirred awake and looked up to see Rarity gently smiling at him.

"Why are you on the floor darling?" asked Rarity. "Here, there is plenty of room up here." she said as she scooted to the other side of the large bed.

Spike just stared.

"Well, come on." Rarity said with the same gentle smile.

Spike still dumbfounded at her offer, slowly climbed up onto the bed, and wriggled down in between the covers. He turned over, looked at Rarity and quietly whispered, "Thanks."

Rarity smiled, leaned forward and planted a quick kiss on the tip of his snout and quietly said, "You are quite welcome, my little Spiky-wikey."

Both Spike and Rarity felt themselves blush and turned away from each other.

"Goodnight, Rarity." Spike whispered.

"Goodnight, Spike," Rarity whispered back, "sweet dreams."

The last thing both of them heard that night was the sound of soft string and piano music off in the distance drifting on a warm breeze through the window Dash had left open.

Both contemplated where the hauntingly beautiful music was coming from and who was so masterfully playing it, but soon both gave in to the soft flowing medley and allowed it to carry them off to sleep.

----The Next Morning----

"It's morning guys! Time to get up, it's a brand new day! Oooh and we get to spend it all with our new friends!!" said Pinkie skipping around the room joyously.

Applejack merely grunted, rolled over, and pulled the blanket tighter around herself, Twilight's eyes opened a fraction of an inch before she gave out and they closed once more, and it appeared that neither Spike, Fluttershy, or Rarity had even heard her. Pinkie stopped in the middle of the room and looked around in confusion and thought,

"Now how in the world can they be sleeping in on this super-fantastical day!"

Pinkie looked up towards the ceiling where Rainbow Dash was still floating on her cloud and snoring. She lowered herself as low to the floor as she could then, with her tongue slightly sticking out the side of her mouth in concentration, sprung upward at an amazing speed. In a split second she had reached the edge of Dash's cloud bed, sucked in a deep breath and shouted,

"Good morning, Dashie!!!"

"AHHHHH" Rainbow Dash yelled as her eyes flew open and proceeded to topple out of her bed in a furry of flailing limbs.

Dash just managed to fling out her wings and slow her decent before she hit the floor. She landed with a whoosh of air from her wings and turned to face Pinkie with a look of annoyance.

"Pinkie, why did you wake me up so ear...?" Rainbow gave a massive yawn, "ly. I was having the most awesome dream ever!"

"Because today we get to spend the day with our new friends!" Pinkie said energetically bouncing up in down in place and gave Dash a massive grin.

At this Dash couldn't help but to crack a small smile herself and chuckle, Pinkie's good mood was rather infectious even for the rainbow pegasus this early in the morning.

"Now quick help me get the others up so we don't miss a second of this extra-superrific day!"

"Ok, ok" yawned Rainbow again.

Suddenly an idea hatched in Rainbow Dash's mind. She snapped her mouth shut from the yawn, looked up at the cloud she had been sleeping on and then slowly looked back at Pinkie with a sly grin plastered on her face.

"Ooo, I know that face! Whats the plan?!" asked Pinkie in a dramatic whisper as she crouched low to the ground as if to start sneaking up on somepony.

"Heh-heh, just give me a sec, I got this covered."

Rainbow Dash turned her head and flexed her wings and with a loud crack, popped her joints. She sagged slightly relishing the feeling before shaking her head and quietly flapping up to her cloud. She positioned it right in the middle of the room and peered over the side to look down at Pinkie. Pinkie, knowing what her pranking partner was about to do, nodded eagerly. Rainbow Dash gave one quick nod as well, the grin on her face growing larger. She reared back and with all her might struck the cloud dead center and twisted her hooves to the right. She quickly flew off the cloud and joined her pink friend on the floor who had a thoroughly confused look on her face. Rainbow grabbed her and they both ran to the bathroom and hid just inside the doorway. After a few seconds of nothing Pinkie asked,

"Why didn't it go off? I thought you were going to do that lightning bolt thing like you did on Nightmare Night last year. Is it a dud or something?"

Rainbow dash shook her head, pointed around the corner and whispered back, "Na, I put it on a timer. Watch it."

Pinkie peeked around the corner and watched as the cloud's color slowly changed from pure white, to gray, to almost complete black. Suddenly Rainbow Dash's and Pinkie's hair stood on end and with a monstrous crash the cloud exploded sending sparks of lightning in all directions.

The room was filled with the startled screams of the rest of the Elements as each jumped out of their beds, or in Fluttershy's case jumped out of bed then flew right underneath it. As their screams, and in spikes case, hiccups, died down the sound of uncontrolled laughter replaced it. Everypony turned towards the noise and saw Pinkie and Rainbow Dash rolling on the floor laughing so hard they started to cry.

"Bwahahahaha! That was priceless!" Rainbow gasped.

"You can say that again!" said Pinkie between giggles and snorts.

Twilight tried to shoot Rainbow Dash the most withering look she could muster and was just about to start scolding but instead burst into laughter herself.

Hearing Twilight laugh after a prank of this magnitude and this early in the morning was the last thing Rainbow Dash had expected.

Rainbow eyeing Twilight warily asked, "Whats up with you?"

Twilight, still snickering said, "Y-your... h-h-hair."

Rainbow cocked her head over and turned around to ask Pinkie if she knew what Twilight was talking about. Rainbow jumped a good three feet in the air when she saw Pinkie who was almost nothing but a large ball of fuzz with a head and tail. Apparently she had gotten a mild zap by a stray spark.

"Oh no, if that's Pinkie, then..." before she could finish her sentence she caught sight of her reflection in the mirror. Her normally wind blown mane and tail were now sticking straight out, mohawk style. After the initial shock wore off, she turned her head this way and that with a grin and looked at her mane from different angles and finally said,

"I kinda like it but... eh, it's just not my style. Maybe I'll try it out some other time."

At this she ran a hoof over her mane and shook out her tail until they were in their normal position. Rainbow turned away from the mirror and looked towards Pinkie who still resembled a over sized, pink, fuzzy, beach ball. She glanced up at Twilight and said,

"Hold on, I can fix her."

Rainbow trotted in front of Pinkie and rolled her further into the bathroom. She then zoomed out the still open window and a second later was back with another cloud, this time it was light gray and heavy with rain water. Rainbow positioned the cloud above Pinkie, landed and said,

"Hey in there! It's about to rain on ya, hold still."

A slightly muffled, "okie dokie lokie", came from the ball of fuzz.

Rainbow dash proceeded to hop up on top of the cloud and started to bounce up and down on it, jarring the water it contained out and drenching Pinkie. Once the cloud was empty, Rainbow sopped up the water on the floor with it and pushed it out the window. Once she had returned Rainbow hovered in front of Pinkie and said,

"Alright, get ready for the Rain Blowdry!"

At this Rainbow flew around and around Pinkie until finally the wind she created had dried out Pinkie's hair. Rainbow slowed down and landed in front of Pinkie. Pinkie looked at her completely straight mane and tail and then looked up at Rainbow Dash and the others with a worried look. The others glanced from their friend to each other worriedly.

After a minute of awkward silence Rainbow was the first to say something,

"Huh, that's wired. Usually the Rain Blowdry has the complete opposite effe..."

Suddenly, the sound like that of a party balloon being inflated filled the room then cut off with a quiet pop.

"Whew, that was a close one." said Pinkie happily as she poked at and bounced her now puffy mane and tail. She then got up and trotted over to the door.

"Well, come on guys, the day's a wasting!" said Pinkie and proceed through the open door. The others simply looked at each other, shrugged, grabbed their small saddlebags and followed Pinkie out the door. Once in the hall Twilight went to each door of the Marine's rooms, knocked, and said,

"It's me, Twilight, it's time to get moving. The train back to Ponyville will be leaving soon."

Small scuffling sounds could be heard behind each door. Soon the doors opened and the Marines filed out with John, Luke, and Mac being the last out of each room.

"Alright, lets get moving. I'll go ahead cast the invisibility spell, you know what to do."

The Marines formed a tight pack with the ponies around them as Twilight once again cast the spell. Once the Marines were well out of sight they began to move out towards the elevator. As they were walking down the hall a door to their right opened suddenly and out stepped a pure white unicorn with neatly a neatly trimmed and combed blue mane and tail. The group stopped in shock as one of the most influential ponies in all of Canterlot stepped out in front of them with his just as influential wife behind him.

"F-fancy Pants!" gasped Rarity, "and Mrs. Fleur de lis."

"Ah, miss Rarity," said Fancy Pants, "it's good to see you again, and your friends too I must say. What brings you back to Canterlot if I may ask?"

"Of course, it was just some business to take care of with Princess Celestia. We are actually getting ready to go back home." said Rarity as they reached the end of the hall. Both Rarity and Fancy Pants pressed a call button for elevators.

"Well, miss Rarity, I wish you safe travels, and maybe, the next time you are in town, you could stop by my home. I know how good you are at dress making, I was thinking that I could pay for a custom suite?"

At this Rarity very nearly fainted, but somehow managed to catch herself before she could cause herself any embarrassment.

"Oh... my! Yes! Of Course I will. I will start on the plans at once!" Rarity excitedly said.

Fancy Pants chuckled and stepped through the now open elevator doors, Fleur following close behind.

As the doors were just about to close Fleur suddenly spoke, "And I think I would like one of your dresses as well." she said with a genuine smile. Then the door closed.

This time Rarity was simply stunned into motionless, jaw hanging open.

"Ok, come on sugarcube, elevator's here. We gotta get going."

Rarity snapped out of her stupor and shook her head as the group walked into the elevator.

Once all were inside Twilight pressed the button for the lobby. The doors glided shut and they began to descend.

"Here are the keys." said John and suddenly his hand appeared from thin air as it breached the perimeter of the spell. Twilight looked over her shoulder and grasped the keys in her magic along with her own room key. John's hand disappeared once more and all was silent except for the whir of the winch and the soft dings of the bell signalling the arrival at each floor. The elevator came to a stop on the ground floor and the doors slid open to reveal the lobby. Twilight lead the group out of the elevator and across the lobby to the main doors. As she walked by she levitated the four keys to the front desk. The receptionist, a young mare this time, gave Twilight a odd look as she took the four keys and thought,

"Now why would six mares and a baby dragon have needed four rooms for only one night?"

After a moment of thought on the subject the receptionist shrugged and replaced the keys on the board beneath the desk.

The group walked out the front door and out into the bright morning sunlight of another beautiful Equestrian morning. Everything was now much different than when they had all first arrived. The shops were all starting to open for the day and early morning shoppers were already trotting along the cobble stone street. The day birds were singing and the sunlight was glinting majestically off of the Royal Castle's many towers and spires. The group made their way down the streets to the Canterlot train station, meticulously avoiding the few ponies they did meet. Once they finally reached the train station, Twilight bought tickets for the seven of them, then Twilight, with the tickets in tow, led the group to the open door of the last car that was empty once again. The group settled in and awaited the whistle that would signal the beginning of their journey back to Ponyville.

Suddenly the door opened and in hurried three mares. Two with large interment cases and the other with a smaller one. The conductor shouting, "All aboard!" could be heard in the distance from the front of the train through the open door. The mares, after sliding the door shut, turned around breathing heavily, apparently having had to have run in order to catch the train.

"Oh, hello." said the grey mare with perhaps a Trottingham accent.

"Hi!" said a mint green unicorn.

"Hey hey, looks like we got the Elements in the house." said a white unicorn that was wearing a pair of purple lensed raver goggles.

The original occupants of the car glanced at each other nervously. Keeping the humans a secret would now be almost impossible.

"Oh, hey Octavia, Lyra, Vinyl. What are you three doing in Canterlot, well, I should say what were you doing?" Twilight asked as the occupants of the car felt a small jolt as the engine opened up the throttle and began it's trek down the tracks towards Ponyville.

"We all performed at a concert at the Canterlot Symphony Hall." said Lyra as all three sat down in two of the benches towards the front of the car and turned around so that they could continue to talk.

"Yeah, not exactly my favorite kind of music. I like to stick to my Dubtrot," said Vinyl Scratch, "but it can be pretty wicked if it's done right and the pay was good. Anyway, let's just say being a DJ and all, I know how to play piano, have to too work the synth I sometimes use at my shows.

Oh, so that was you three we heard last night." said an impressed Rarity.

"If you were you staying at the Gilded Horseshoes then yes. We were practicing a little in the courtyard right before we headed off to the performance." Said Octavia.

"Ah, well may I say that your music is absolutely beautiful." said Rarity.

"Thanks," said a smiling Lyra, "if you thought the practice was good you should have been at the actual performance."

"I really wish I had known about it, I would have loved to have heard the real thing." said Rarity, though she knew as tired as she was last night she doubted she would have been able to make it.

"Yeah, it was all pretty awesome." Suddenly a thoughtful look washed across Lyra's face.

"Wait a sec," she turned to the other two musicians and said, "since they never got to hear the real thing, what do you say to doing one or two of the pieces? I mean at the moment we've got nothing but time."

"Hmmm..." said Octavia with a thoughtful expression and after a moment of considering said, "sure, why not. We should have enough room to do it, and the ride should be smooth enough." she said with a smile.

"What do you guys think, you wanna hear some of it?" Octavia turned back around and asked the others."

"Yeah, that would be great." said Twilight. All the others nodded except Rainbow Dash, who simply crossed her forelegs on her chest and huffed thinking,

Ugh, classical music. Maybe if it was just Vinyl's music it wouldn't be so bad but all this namby pamby stuff?

The three musicians smiled and opened their cases. Soon the car was full of the first cords of beautiful music. Octavia masterfully played her cello, Lyra plucked the strings of her lyre, and Vinyl played a compact synthesizer set to a grand piano. Each of the three had their eyes closed and were smiling. Each moving with the steady rise and fall of the light hearted and happy melody. Suddenly, the music changed. It took on the sound of some sort of disaster looming in the distance and getting closer as if one were marching towards battle. The notes grew more staccato and accented, their faces twisted from the happy smiles to grimaces and scowls. The music steadily sped up getting more and more frantic then suddenly it hit a high, shrill note as if it were the frantic and dying scream of sompony at the end of their life staring up at the spear that would end their life. And then the music completely cut off for a brief moment. When the music resumed it had slowed down and switched into a minor key. The players facial expressions changed along with the music one again to sad and forlorn. The sudden change in music had its desired effect. Each and every one of the car's occupants got chills and the hair on the back of all their necks stood on end. At this Rainbow Dash sat up and starred wide eyed. Every so often a fresh wave of chills swept down her spine. The music started slowing down even further and Octavia softly dropped out and Vinyl soon followed suit leaving only Lyra still playing. As Lyra's playing slowed down even further, not unlike a music box running out of tension in its spring, she plucked the last note that hung, reverberating, in the air and let out a small, barely audible sigh. The car was in complete silence as all three musicians were still, their heads bowed.

After a long moment of silence Rainbow Dash was the first to start clapping, and all the other ponies quickly followed. Octavia, Lyra, and Vinyl all looked up, smiling at the applause.

"Well? What did you think?" asked Lyra.

"That... was so awesome!!" Rainbow Dash said happily. "I may just have to start listening to more of that kind of music."

"That was so beautiful." said Rarity "How you so masterfully switched from each piece to the next... amazing."

All the others nodded their approval as the last set of goosebumps began to recede.

Each of the musicians smiled and blushed a little at all the complements.

As each of the musicians were putting away their instruments Vinyl looked over at the group and asked,

"So, what brought you to Canterlot in the first place?"

"Oh, uh..." Twilight was at a loss at what to say. Should she tell them the truth or should she try to worm her way out of the situation?

"You see, we had some, uh, business to take care of with Celestia about a situation that arose. But no need to worry, it's all been taken care of."

At this Twilight gave an obviously forced smile. As did all the others that any of the three looked at.

"Ok, come on Twilight. What's up? Something's got you all nervous." said Octavia.

"What? Nervous? I'm not nervous, who said anything about being nervous?" asked Twilight a little too quickly.

This now had all three of the musician's attention.

"No offence Twilight, but you have a horrible poker face. said Vinyl "Seriously, whats up? Is it something we should be worried about."

Just before a defeated looking Twilight was about to respond, a barely contained sneeze seemed to come from thin air. Everypony's ears perked up at the sound and Twilight groaned.

"Ok, fine. I will tell you but you have to promise not to freak out."

Octavia, Lyra, and Vinyl all looked at each other and then back at Twilight and said, all in unison. "We promise."

Twilight shook her head and looked over at Pinkie. Everypony knew exactly what Twilight was going to say.

"Pinkie Promise." Twilight said flatly.

Even knowing what she was going to request, they were still slightly surprised. They knew this was definitely big if they were going to have to Pinkie Promise.

In unison, once more, all three chanted, "Cross my heart, hope to fly, stick a cupcake in my eye."

Twilight looked again at Pinkie who solemnly nodded her approval of the promise.

"Ok, here goes everything." said a hesitant Twilight under her breath.

Twilight's horn glowed and with the usual soft pop, the invisibility spell hiding the small group of humans dropped.

Octavia jumped and gasped at the sight, Vinyl leaned forward and put her goggles on top of her horn, revealing her dark magenta almost red eyes and said, "Whoa, dude, I see why you wanted us to Pinkie Promise."

Lyra, who happened to be sitting the way she normally did, just like one of the humans, didn't move a muscle except for her jaw dropped open.

After a few tense moments of silence Twilight cleared her throat awkwardly and said," Ahem, uh... these creatures are called"

"Humans." whispered Lyra finishing Twilight's sentence.

"Exactly, they are called Huma... wait, what did you say? How do you know about them when this is their first time ever being here. None of us, not even Celestia, knew about them."

"Because," said Lyra quietly, still dumbfounded, "This isn't the first time they have been here."

The car was once again silent except for the muffled clicking of the wheels on the steel rails below them.

"Well, this is the first time they have actually, physically, been here." said Lyra, finally recovering from the shock.

"You see, back when I lived in Canterlot, I was given special permission by Celestia to go into the Canterlot Archives, with a guard escort of course, I was looking for information about ancient Equestria for a college paper that counted as a huge part of my grade, so I wanted to make it really well written and with correct facts and all. But while I was searching through the information I came across one of the few writings that had survived from before Discords rule. It was written in ancient Equestrian and took quite a while to decipher. It turned out to be an account of something falling from the sky like a star. When the ponies found it, from how it is described, it was a big metal hunk of something, but somehow, still intact, was a gold disc attached to the side of it. It had several pictures of different things etched into the surface and the scribe that wrote it all down also copied down what looked to be the name of the thing. At the top of the plate it read Voyager I." said Lyra excitedly, finally being able to meet the subjects she had been trying to study for so long. "

"After that there was nothing else about them mentioned anywhere, my best guess is that it was all forgotten when Discord came into power, but even though there was nothing else mentioned I knew I had to keep looking. There was just something about them that made me want to study them. And ever since I've been looking for more information." Lyra finished and smiled sheepishly when she saw Twilight starring at her slightly open mouthed.

"Ah," said Luke, "We wondered where that thing had gotten too. We lost the signal from Voyager I an extremely long time ago. That was actually one of the very first deep space satellite probes Humans ever sent into space. It was really only meant to observe the planets of our own Solar System, and a little bit further but since we really couldn't call it back, we had to let it go, and apparently, it finally ended up here. Now, how it jumped such a large distance is any ones guess. The nearest star that was in its path was suppose to be reached in thirty nine thousand four hundred and eighty eight years from now."

"Eeeee!" squealed Lyra. "You speak our language?!"

Luke chuckled and said, "Small universe, huh?"

"There are just so many questions I want to ask you! I... I just don't know where to start!"

"Well, the obvious one is are you dangerous." said Octavia eyeing the group of Marines warily.

Luke looked at her and said, "No, we are not, we pose no threat to uh... Ponykind I guess I should say. Actually, we really want to get our ship fixed and get going. We have... places to get to."

"Ooo, a ship! Whats it like?" asked Lyra.

"It's a massive thing that can travel so fast that we can go extremely far in very little time. It just so happens that something went wrong with a part and we were sent further than what we were intending too. That's why we are here. To try to find supplies and raw materials to repair our ship."

"Ah, ok, I see." said Lyra thoughtfully, "Well, it certainly looks like you all have come a long way as a race since building that probe thingy.

"Very far indeed." said Luke.

"You know," said Luke to the three mares, "this may be going back a little bit but you actually surprised us with your music. We all agree with Rainbow Dash over there," Luke nodded in the cyan pegasus' direction, "It really was awesome."

All three mares smiled and said "Thank you."

"You know, if you thought that was cool, check this out." said Vinyl as she pulled out a small black cube from her synth case.

Octavia looked over curiously and then face hoofed.

"Oh no, not this. You and your bloody wubs." she said quietly to herself.

Vinyl pressed a few buttons, looked up, and put her goggles back on with a grin.

"Get ready, It's about to get intense."

And with that Vinyl pressed a final button on small cube. and suddenly the train car was filled with the sound of pure bass that had been mixed in a sound board.

Several of the Marines were nodding their approval while the rest covered their ears, most of the ponies in the car were doing the same except Rainbow Dash and Pinkie who were proceeding to jam out to the "Wubs" as it has been come to be called.

Suddenly the music cut off and everypony and everyone looked at Vinyl to see that Octavia pressing a button on the cube.

"Awww, come on Octy, no fair." said Vinyl.

"Later, then they can listen to it if they want too, but for right now, it's to small of a space."

Vinyl let out a defeated sigh and said, "True. Oh well." and she slid the cube back into the case.

"So, what kind of music do you have?" asked Lyra the idea suddenly popping into her mind.

After a moments though Luke said, "Well we have classical like you three played earlier and we also have a form of music that is similar to what you were just playing Vinyl. We also have Rock and Roll, Pop, Country, and many other various styles, really and truly there are to many to name."

"Yeah, same here. We have Country, and I'm assuming Pop is short for Popular?" asked Lyra.

"Yep, you got it." said Luke.

"But what about this Rock and Roll you mentioned?"

"Uh, well... it is really hard to explain, I wish I could play some for you so you could just hear it for yourself."

"No worries, I got you covered." said Vinyl as she dug around in her case once more.

She soon pulled out another, larger, cube, but this one had two sets of ear buds hanging from it as well as a speaker on the top.

Vinyl got up and walked over to Luke and said, "Here, put these in your ears. Just think of the song you want and I will be able to hear it. See it to. This will also let me see what you are thinking along with hearing it when you are playing."

Luke couldn't help but look a little suspiciously at the cube.

"Don't worry dude, I've used this thing hundreds of times, it's my own invention, and besides, I can only see and hear what you want me too, I designed it that way." said Vinyl reassuringly.

Luke looked over at Twilight who nodded him on.

Luke took the ear buds and put them in his ears as Vinyl began to push some buttons and flipped a switch.

"Go ahead." said Vinyl.

Luke closed his eyes and began to try to think of a song. After several moments of consideration he decided to go for one of the now really old and retro rock songs.

Suddenly the first notes of Sweet Child O' Mine began blasting into Vinyls ears. After a few seconds in Vinyl was staring wide eyed. She looked at everypony in the car and said a little loudly,

"You guys have really got to hear this, I think you might even like it Octy.

Octavia rolled her eyes while Vinyl hit a button with her magic and suddenly the car was once again full with music. All the Marines sat up and started grinning at Luke's song choice and the ponies merely had the same reaction as Vinyl.

After a few minutes, the last cord of the song rang out, and the song ended.

"Wow, just... wow." said Vinyl in amazement.

"The main instrument in that. Was that a string instrument?" asked Octavia

"Yeah, it's called a guitar." said Luke.

"You were right Vinyl, I do like it. Granted not as much as the classic music I listen to regularly, but if we can start playing some of that, we just might start a whole new trend in Equestria."

Vinyl nodded eagerly and said, "I might even be able to mix that in with some of my regular music. For some reason ponies keep saying my stuff is getting a little stale."

"Really?" asked Rainbow in surprise. "How could anypony think your music is getting stale. Heck I could listen to it all day."

"Thanks dude." Vinyl said, grinning.

Turning her attention back to Luke she said, "Yeah, we have some stuff like that here but nothing compared to that. Most of what we have like that is unicorn made because of how fast and intricate the notes can be, and even then it is heavily mixed to get it all sounding good."

Suddenly the train car jolted and began to slowly decelerate.

Twilight, with confused look on her face said, "We are here already?"

She looked out the window and indeed they were only a couple of miles from Ponyville station.

She looked back and said with a smile, "Wow, time sure does fly when you are having fun and listening to music plus I guess it helps they were running behind schedule and pulled out all the stops to get here quicker."

Then, suddenly, the smile fell from Twilight's face.

"Oh no, we're almost back. What should we do." Twilight turned around to the rest of the Elements. "Should we let them walk in the open or should I cast the spell again."

"Well, personally, Ah think we should let 'em walk in the open, Ah mean tha folks in town are all gonna find out about them one way or nother." said Applejack, "Plus, they'll be with walkin in with us, so that'll probly put a lot of 'em somewhat at ease."

Twilight thought for a moment, weighing the options she had. Applejack had a point. The residents of Ponyville would eventually find out about them anyway, especially when they start bringing in their equipment to start mining.

"Plus, we'll say they are alright too." said Vinyl motioning to herself, Octavia, and Lyra.

Lyra and Octavia nodded in agreement.

"Thanks guys." said Twilight the smile returning.

"Ok, first thing first. Rainbow, could you fly over to town hall and ask Mayor Mare to call a town meeting at noon?"

"Sure, no problem. I'll go ahead now and meet up with you guys in a little while." said Rainbow Dash as she walked to the end of the car, opened the door, and stepped onto the small balcony attached to the still moving car. Rainbow spread her wings and took off with a single powerful down stroke.

"Ok, we will be pulling in in just a few minutes, once we pull in lets get off and get back to the library as quick as we can. Everypony got that?"

Everypony in the car nodded and began moving about collecting their saddlebags and getting ready to disembark.

With one final sigh the engine came to a stop. The doors to the cars opened and many ponies began filing out.

"Ok, here goes everything... again." said Twilight as she lead the group onto the platform.

"C'ya, guys." Vinyl loudly whispered into Twilight's ear, over the sound of the train as it started pulling out of the stain as they made it past the ticket booth. Twilight nodded and waved good-bye.

"Ok, so far so good." whispered Twilight to herself. Just maybe this was going to be easier than she had thought.

Suddenly a high pitched scream rang out from the crowd of ponies. Everypony on the platform turned to see what the commotion was about and in the process noticed the Marines. The entire platform erupted into chaos and everypony cleared out so quickly even Rainbow would have been proud of them.

The group stopped in the middle of the station.

"Ugh," groaned Twilight as she face-hoofed, "this is what I get for thinking we actually may not be noticed. That's almost as bad as saying, "What else could possibly go wrong!"

Twilight, suddenly realizing her mistake clapped her hooves over her mouth and gave an apologetic look at the now wide eyed group. Everyone and everypony was now on alert looking for any trouble.

Suddenly a shout of "My baby!!" rang out across the platform. All eyes jerked around to see a small baby stroller wheeling its way towards the end of the platform as a high speed freight train was barreling down the tracks towards the station.

Without even thinking about it, the chief sprung into action, sprinting for the carriage that was now inches from the edge of the platform. The chief reaching the carriage swiftly, but gently as he could, plucked a small bundle from the carriage's interior. The carriage rolled swiftly over the edge and onto the tracks. The chief stood stock still for a moment and then walked away from the edge with the small foal wrapped in its blanket. Its mother, standing by herself in the middle of the wood floored platform was staring at the chief with tears flowing down her cheeks. With a loud crash the train hit the carriage and smashed it completely. The chief, barely taking notice of the sound, and walked slowly to where the foals mother stood.

"I believe this is yours." said the chief gently as he knelt down and held out the small foal to its mother.

The mother let out a breath she had not realized she had been holding, as did several other ponies that were hiding around the edges of the station watching everything that was taking place. She reached out with shaking hooves and took her baby from the grip of the chief.

The little foal let out a giggle, held out its tiny hooves and said, "Mama."

The mother wrapped her foal in her forelegs giving it a tight hug and nuzzling it affectionately before looking up into the chief's visor without a shred of fear and said, "T-thank you... thank you so much."

Suddenly, the sound of a single pony clapping their hooves could be heard, followed shortly by a few more and a few more until the entire platform was full once more full of ponies, but this time, instead of cries of fear, shouts of joy and celebration were all around them.

A bright photographer's bulb went off and somepony shouting, "Hey, mister! Mister! Whats your name!"

"Spartan 117." replied John. over the ruckus as he made his way back to the group of Marines.

"Ooo, there's more of you?!" several ponies shouted out when they finally noticed the other Marines. "And you are with the Elements of Harmony too!"

That was the last thing that anybody heard coherently. All the ponies were asking to many questions. It was all blending together into a roar of noise.

"QUIET!!" shouted Twilight as she magnified her vice with a spell. This caused several ponies to jump and a few to even scowl at her. In the ensuing quiet Twilight laughed meekly and said,

"Heh, a little loud, sorry. Anyway, don't worry. You will have plenty of time to have your questions answered latter on today. Mayor Mare will be calling a town meeting soon outside town hall. So go ahead and spread the word."

Everypony began to talk again and quickly went their separate ways, eager to tell everypony about the new arrivals and the heroics of one in particular and that they will all get to meet them.

Once the station cleared for sure Twilight let out a sigh and said, "Come on, lets get to town hall then we can go back to the library." And with that, the small goup set off once again.

Truth and Reconciliation. In unknown space.

Dropping out of slip space in three... two... one...

A slight deceleration could be felt throughout the massive purple battle-cruiser.

"Report" barked Lat 'Ravamee.

"Shipmaster, the human's slip space trail is still on the same vector and growing stronger." replied the navigator.

"Good," growled 'Ravamee, "Enter slip space once more."

"By your word, Shipmaster."

'Ravamee turned around with his hands behind his back and growled to himself,

"I will find you Demon, and when I do, I shall relish the feeling of your pathetic bones snapping under my boot."

'Ravamee snorted and walked off of the bridge, the door's three main panels sliding apart to let him pass and then sliding shut and locking behind him.

Ponyville Town Hall

The large mass of ponies that had gathered in front of town hall was so thick that Mayor Mare had a hard time making herself heard. Finally she gave up and disappeared just inside the door of town hall and rang the massive bell at the top. Everypony gathered there grew quiet as the last ring of the bell faded and Mayor climbed back up on the podium.

"As you can see, we have some new... beings here in town today. One of them is a hero as most of you know.

One of the Marines thought, "Heh-heh, you have no idea."

All the ponies there applauded and quickly settled down at the Mayor's motions.

The Mayor turned her head towards the group of Marines with the Elements standing next to them and said,

"Would Twilight please come up here?"

Twilight nodded tiredly and walked up to the podium.

"Ok, any questions?" asked Twilight.

Several hooves shot into the air.

"Ugh," Twilight groaned to herself, "Ok, let me clear things up and ask that again, like Mayor Mare said, we have some new friends... yes friends. The only reason they are here is to repair their transportation and then leave in peace. They mean us no harm. While they are here they will be mining material from a few of the copper and gold mines around here and Canterlot to aid in the repairs of their transportation. Celestia has given them permission to do so, and all this means they will be bringing in some equipment, so, please don't panic if you hear or see some strange sights. There is also the probability we can learn a great deal about new and very advanced technology while they are here as well.

"Now, are there any questions?"

The crowd was silent.

"Ohhh-kay, if there are no questions we will be off to the library." said Twilight.

Twilight dismounted the stage and started leading the group to the library.

"That's strange, it sounds like... OH COME ON!!" thought Twilight as she leaned out to look behind the group. The entire mass of ponies was following them grinning from ear to ear.

"Ugh, fine, what ever." said a frustrated Twilight and continued on.

They soon arrived at the library and both groups stopped right outside the door.

"Ms. Sparkle," asked Luke. 'Is it alright if we go ahead and start bringing down supplies? It would involve setting up a temporary base."

"Huh, oh, yeah. Sure." said Twilight as she magically unlocked the door to the library.

Luke nodded and keyed his radio to talk.

"Captain Keyes, do you read? Over."

"I read you. Over. What's the news?"

"We have made it back to the small town and are now ready to set up shop down here. Requesting a fortress drop at grid locations," John handed the map to Luke who's HUD in his visor overlaid a coordinate grid on the map, "Mike Lima two four and Hotel Oscar five nine."

"Request received and base drop approved sending them your way now. Take care of them. these are the only two we have."

"Will do, out."

Luke turned, looked at Twilight and said, "If you thought anything of our's was impressive so far, wait till you see this." and pointed up.

Everypony craned their necks upwards to look. Just about when she was about to ask what she was suppose to be looking at two small yellow specs appeared in the sky and were growing larger at an alarming rate. One of the shapes changed course and headed for Canterlot while the other was heading for the outskirts of Ponyville.

"Hey guys, what did I miss?" Rainbow Dash landed next to Twilight and stared at her for a moment before following her gaze upward.

With a loud roar the base drop pod slowed down, landed, released its pay load then rocketed back up into the sky to be quickly followed by another pod that did the same. A sort of crackling could be heard coming from the two pieces, even at this distance, as the base fused its two halves together. With the whoosh and electric hum of hydraulics the base's main door came open and stopped with a loud and resounding boom.

"And this is where we will be staying." said Luke to the crowd of stunned ponies.

Luke then turned to the squad of Marines and said, "Felles, let's go check out the house." and with that Luke, John and the rest of the Marines walked off towards the already busy fortress leaving the stunned crowd behind.

Twilight watched as several large ships came down and landed around the base and fifteen to eighteen more Marines hurried out of each and into the base. Several panels opened up in the ground and what Twilight could only assume were buildings started rising from the massive holes. More ships, smaller this time, landed on some of the buildings and unloaded crates then rocketed back up while another building freshly completed had white hot flames coming out the top of it.

"Wow, if somepony didn't know about the human a minute ago, they sure do now." said Twilight, "This is going to get... interesting, I can feel it in my gut."

"Ooo! You too!! said Pinkie excitedly, "I didn't know you had a Twilight sense! My sense is telling me the same thing, It's going to be a doozy!!"

Twilight, remembering the last "doozy" Pinkie's Sense predicted had almost made her go insane. She groaned and thunked her head onto the door.

"Great," said Twilight sarcastically. "Uh, I think we all just need to go home and get some rest, I don't know about you all but I'm wore out from all these surprises."

"Actually, Ah think we're all fairly good." said Applejack.

"Ah, so it is just me. What ever i guess. I've got a book calling my name. I'll see you girls in a few hours." And Twilight opened the door and entered with Spike bringing up the rear.

Twilight closed the door and proceed to light some candles in the dim library, grabbed a random book with her magic, walked up stairs and collapsed onto her bed and began to read.

"What do we do now?" asked Fluttershy.

I guess just go home for a few hours till Miss. Egg Head in there cools down." said Rainbow.

"Ah guess so." said Applejack.

The Elements said their good byes for a moment and then parted ways going to their respective homes.

The large mass of ponies, after recovering from the shock of the base landing, also began to disperse back to their normal routines but many kept looking back at the now busy base. All except for a certain tie wearing, brown Earth pony with an almost gravity defying mane and an hour glass Cutie Mark and a grey mare with a blond mane and tail and a Cutie Mark of bubbles who stayed right where they had been standing.

"I-I never would have expected for humans to end up here of all places. Great, wonderful, brilliant humans." said the stallion.

"You knew about these new guys already, Doctor?" asked the mare.

"Yes Derpy, I've known about them for a very long time."

"Well, lets go meet them, it will be like a big reunion for you all. Hey! maybe you can even help hem fix their ship Twilight was talking about."

"Hmmm, you know, that's not a bad idea. Yes, lets go and visit for a little while. I'm sure my regenerated form will give them a laugh." said the Doctor with a small chuckle. Ooh, maybe they have some bananas that I can pick up. Bananas at the market are just so expensive."

And with that the Doctor set off for the base with Derpy following close by his side.

Canterlot: Royal Castle

As the Human's base landed just outside Canterlot, Celestia and Luna witnessed the base's construction and more or less the same thing that had happened in Ponyville, from the balcony of one of the many towers. The base was far enough away from Canterlot that not a lot of ponies would ask questions. But both Celestia and Luna knew they would have to tell Canterlot about it to make sure they avoided another panic. The last thing they need is another Wedding Incident as it has been come to be called.

"And so their preparations for digging begin." said Celestia.

"Yes, it would seem so." said Luna, "I just hope they really do mean us no harm."

"Oh, I'm positive they mean no harm. It's this Covenant they spoke of that has me worried."

"Not to worry my sister. With operation Midnight's Light up and running and with the combination of the Human's and our advanced technology we are sure to keep our subjects safe."

Celestia turned and walked over to the entrance back into the castle, pausing at the door she said, "I hope that you are correct Luna, I really do."

"Plus..." continued Luna, grabbing Celestia's attention once more, "If the worst does come we do have the H.A.R.M.O.N.Y. Station.

Celestia gave Luna a thoughtful look and said, "True, but we will only utilize it when and if massive casualties become imminent.

"Of course." said Luna.

"Well, Luna..." said Celestia with a warm smile, trying to brighten the mood a little. "I guess I should leave you to the night. Good night, Love you, sister."

"Good night, Tia. Love you too." Luna said as she returned Celestia's smile.

Celestia opened the door and walked back into the castle, closing the door with her magic, leaving Luna on the balcony to watch over the moon's progress.

Idea for the music session came from V-pony author of Blue Angle. (It's a really awesome story. I highly recommend it.)

Ok guys, here it is. The very much long over due Chapter 5. As you can see, to try and make up for it getting out so late I more than tripled my minimum word count of 3,000 for y'all. Also, I tried to do as much proof reading as I could but we all know stuff slips through, so as always, if there is any mistakes, feel free to point them out and I will try to get in and correct them as soon as possible. That's all for now. See you at the next chapter!!

6. Spelunkers!

Hey there everyone, I'm going to go ahead and throw out a heads up and say that there is going to be quite a few perspective shifts in this chapter, I know it gets annoying but this should be about the only one like this, so just please bear with it and we will get through it. So, without further adieu, here comes Chapter 6

6. Spelunkers!

Ponyville Schoolhouse

"And that class, is how Sir Isaac Neighton discovered gravity." said a pink mare at the front of a single room school house. "Now, for homework..." She was suddenly interrupted by a loud, collective groan from the class in front of her.

"But Miss Cheerilee, it's the weekend!" complained a voice from the back of the classroom.

Miss Cheerilee tapped her chin with a hoof and had a contemplative look on her face. The entire class leaned forward in their desks and held their breath to hear their teachers response. Then she finally said with a smile, "Oh, I suppose a little time off from homework won't be too bad."

The class erupted into cheers at her words and there was a general stampede towards the door that sent papers flying as the class exited the room at impressive speed.

Out in the school yard the little colts and fillies were milling about in groups, every once in a while one or two would break off and start their way home. One such group was making their way out of the school yard and headed nowhere in particular.

Suddenly one of the fillies, the one with a yellow coat and red mane and tail spoke up, "So, y'all got any ideas for tha weekend?"

"No... not really." sighed a white filly.

"Yeah, I think we have tried just about everything now." said a small orange coated filly with a purple mane.

"Yeah, Ah think you may be right Scoots... oh, wait what about firefighters?"

Scootaloo snorted and said "Oh yeah, we definitely did that one, don't you remember Apple Bloom? I swear it was almost a week before my feathers were orange again and you lost your favorite bow." said Scootaloo as she rustled her wings a little at the uncomfortable memory.

"Oh, right." replied Apple Bloom as she touched her back up hair bow and hung her head with disappointment.

Suddenly the filly by the name of Sweetie belle perked up and said, "Have we tried being chemists yet? I'm sure we can do something in Twilight's lab."

"You know, I think you may be on to something there Sweetie, we haven't tried that yet and Twilight is always willing to help others, maybe she can help us!" said Scootaloo excitedly.

"Yeah, this may be our chance!" said Apple Bloom stopping in the middle of the road and held a hoof up.

The other two knowing exactly what to do, did the same and they all clapped their hooves together in the air and shouted, "CUTIE MARK CRUSADERS CHEMISTS!!!" All three happily started to run towards the Golden Oaks Library, hoping get their cutie marks once and for all.

Golden Oaks Library

Knock, knock, knock.

The three quick beats sounded throughout the empty library and quickly subsided, the echos quickly snuffed out by the many silent tomes lining the room.

"Is she even home?" asked Sweetie Belle out side the door.

"Ah don't know, let's knock one more time and see." replied Apple Bloom. "Knock again."

Scootaloo nodded and struck the door more forcefully.

Deep in the library the banging on the front door finally managed to rouse Spike from a very long sleep.

"Ugh, what time is it?" yawned a groggy Spike. He got out of his bed and trudged over to the top of the stairs leading down to the main lobby where looked down at the door where the offending noise had come from.

"Coming, coming." Spike grumbled as he thudded down the steps and up to the door which he opened.

"Hiya Spike, is Twilight home?" asked Apple Bloom.

"Yeah, she's down in her lab working on something. Why?" asked Spike suspiciously.

"We were hoping she could help us get our cutie marks for being chemists." said an excited Scootaloo.

"Oh, uh, listen guys, Twilight has been on edge lately, what with the humans arriving and all and..."

"Wait, what? What are Humans?" asked Sweetie Belle

"You mean you haven't heard about them yet?" asked Spike. At this each of the fillies before him shook their heads.

"Ah heard Applejack say somethin about them last night, but that was only in passin."

"Well, these humans are aliens from a different planet and their ship got stuck here because something messed up on it and now they are trying to get it fixed so they can get back home." explained Spike quickly, trying not to go into much detail.

"Oh wow, cool!" said Scootaloo. "Hmmm, maybe we can get our Cutie Marks doing something with them." she thought out loud.

"Sooo, anyway, it won't take long Spike, we just want to learn some of the basics." said Apple Bloom reigning the conversation back in on topic.

"Well... alright," said Spike hesitantly, "Just... please, remember, her temper is not at its best today."

"Ok, will do." said Apple Bloom as she lead the other two past Spike, into the library's main lobby and towards the basement door standing ajar.

As soon as Spike closed the main door and looked after the three fillies walking down into the basement, all he could sarcastically think was, "Oh boy, Twilight is about to have some fun. Ugh, I'm going back to yawn bed."

Twilight Sparkle's Basement Laboratory

"Ok, now I need to add exactly five point five milliliters of trinitroglycerin," Twilight mumbled to her self as she levitated a small beaker containing a yellow tinged, viscous liquid from a shelf.

"Careful, careful." Twilight continued to talk to her self as the last of the liquid was being added to the solution.

"Miss Twilight! Are you down here?" a loud voice rung out from the stairs causing Twilight to jump in surprise. Twilight could only watch in horror as time seemed to slow down as a drop of the extremely volatile liquid splashed into the beaker. After a few tense seconds when nothing happened Twilight let out a sigh of relief and then glared up at the three fillies that were half way down the stairs.

"Oh, you are so lucky that didn't just," suddenly the solution in the beaker changed from a bright yellow to jet black and began to smoke.

"Oh no, HIT THE DECK!" Twilight screamed out.

Just as Twilight and the Crusaders hit the floor, the solution exploded with a large bang and filled the room with thick billowing clouds of dense black smoke.

Twilight, feeling her way around, found the three fillies, picked them up with her magic and brought them to the front door of the library.

"Please girls cough," Twilight said through gritted teeth, "go play somewhere else." and with that she deposited them outside and shut the door.

"Well, that could have definitely went better, but at least it didn't end with us covered in tree sap." said Scootaloo.

"Yeah, come on girls, lets head to the club house." Apple Bloom sighed.

The Cutie Mark Crusaders began to walk out of town towards Sweet Apple Acres. Soon they reached the long white picket fence that marked the land boundary of Sweet Apple Acres, ducked under the fence and began walking along one of the well worn paths that lead through the apple orchard toward their secluded club house.

"Dang, I just can't believe this, we have run out of ideas and we still haven't gotten our cutie marks!" groaned Scootaloo.

"Hey, you never know, we might think of something." said Sweetie Belle.

Scootaloo sighed and said, "Maybe, but I just don't see what else we could, whoa!" Scootaloo's sentence was cut short as she tumbled down to the bottom of a hole next to the path.

"Where did this thing come from?" groaned Scootaloo from the bottom of the hole.

"Oh, y'all remember that old dead tree that was along this here path? Well, sometime last week Big Mac and Applejack came out here an bucked it down so it wouldn't fall on the path. That hole is from the roots." explained Apple Bloom.

"Oh." said Scootaloo. Just then a large clump of dirt broke loose from the edge of the hole and landed squarely on Scootaloo's head with a dull thump.

"Ow!" yelped Scootaloo, "Dang, that hurt!"

After a second of rubbing her head an idea suddenly occurred to Scootaloo.

"Hey girls... have we tried spelunking yet?"

"No, I'm pretty sure we haven't, heck, I don't even know what that is." replied Apple Bloom

"Spelunking is when somepony goes down into a cave and explores it." piped up Sweetie Belle.

"Oh, well, no, we haven't." said Apple Bloom as she reached into the hole and helped Scootaloo out.

"Well, I think I know where an old cave of some sort is, Rarity told me about it one time when she came back from gem hunting with Spike. I think she said it was part of an old mine."

"Your's? What's your's?" asked Scootaloo

"No no no, mine, as in a metal mine."

"Oh! Hey that sounds cool!" said Scootaloo now starting to get excited.

"Yeah it does!" exclaimed Apple Bloom.

"Ok, what all will we need for this?" asked Scootaloo.

"Rope for sure, and I can get plenty of that." said Apple Bloom

"Helmets too" said Scootaloo, "I'm fairly sure I've got a couple spares stashed away in the clubhouse."

"Oh! Flashlights! It will be dark in there." squeaked Sweetie Belle.

"Good thinkin" replied Apple Bloom, "Alrigh, we all know what to get now lets move out and meet back at the clubhouse in a little bit."

Each of the fillies nodded, clapped their hooves together and cried out "CUTIE MARK CRUSADERS SPELUNKERS!!!" and scampered off to gather supplies.

Sweet Apple Acres Barn

"Alrigh, where is that dern rope, I saw it just yesterdy." mumbled Apple Bloom to herself as she rummaged through a pile of things to the side of the barn door.

"Watcha lookin for there AB?" asked Applejack from the barn doors. Apple Bloom barley even noticed her.

"Huh? Oh, just some rope, I saw some in here yesterdy, but now I can't seem ta find it again." said Apple Bloom as she poked around under some loose straw on the floor.

"This whatcha lookin for?" asked Applejack as she tossed a small coil of rope over to her sister who caught it in her mouth.

"Eyep, thish ish it, tshanks shis!" Apple Bloom said around the mouth full of rope and ran up to Applejack gave her a quick hug and ran out the door back towards the CMC club house.

"Heh-heh." chuckled Applejack as she walked out of the barn.

"Wait a second." said Applejack to herself as she watched her sister disappear into the of apple trees, "Rope and the CMC's... Ohhh boy, this already doesn't sound good.."

Carousel Boutique

Several loud crashes and thumps echoed throughout the building along with the frantic clattering of hooves back and forth across the upper floor.

"Come on! Come on! Where are they!" yelled Sweetie Belle as she tore her room apart looking for three flashlights.

"Hmm, Maybe they are over here." the sound of somepony rummaging through a chest could be heard shortly followed by a shout of pain.

"Owowowow! squeaked Sweetie as she shook her hoof, quickly put the small wound in her mouth, and glared at the stray sewing needle. Just as she released her hoof she caught sight of something reflective at the very bottom of the chest burred under an assortment of odds and ends. Sweetie shouted in triumph as she pulled three flashlights out of the chest and tried turning them on, with a soft click they each turned on for a second then the beams flickered and promptly died.

"Dumb batteries." Sweetie muttered to herself as she ran out of her room and down into the kitchen area in the back of the building.

As Sweetie began tearing through any and every drawer she could find as Rarity walked into the room carrying plans for her newest line of dresses.

"Oh, uh, Sweetie, what are you looking for?"

"Batteries for these flashlights, I need them quick!"

"Alright, alright," chuckled Rarity as she used her magic to open a cabinet and levitate down six batteries.

"What do you need the flashlights for anyway?" asked Rarity as she started looking over her plans in depth.

"They are for our newest idea for crusading, we are going to go see if we can get our cutie marks in spelunking!" and with that Sweetie rocketed out of the room and then out of the building.

"Uh-huh, spelunking, that's great Sweetie." Rarity said absent mindedly from behind her plans, suddenly what Sweetie Belle had said hit home with Rarity who simply dropped her papers and stared into the empty space they had occupied moments ago with a nervous twitch.

"Crusaders, batteries, flashlights, spelunking?! Who knows what could happen to them! Imagine all the dirt they would track in," Rarity suddenly gasped and said "The dirt!" Just before she collapsed in a melodramatic faint she teleported her couch to herself and then proceeded to fall.

CMC Clubhouse

"Finally you guys are back!" exclaimed an excited Scootaloo, "What took so long!"

"We were only gone for twenty minutes." replied Apple Bloom.

"Well... it felt like forever ok!" said Scootaloo

"Anyway, Ah got tha rope, you get them flashlights Sweetie?"

"Mmm-humm." Sweetie replied.

"Alright, hoof me those flashlights right quick and I can put them on the helmets." said Scootaloo

Sweetie nodded and tossed the flashlights to Scootaloo who caught them and proceeded to start taping them to the tops of each of the three helmets.

"Done! Now lets get moving!" exclaimed Scootaloo.

Both Sweetie Belle and Apple Bloom nodded with huge grins and followed Scootaloo down the ramp of the club house to the ground. Scootaloo leaned into a nearby bush and mumbled to herself, "Where is it? I know I parked it here last time we used it."

"Watcha lookin for there Scoots?" asked apple Bloom as she trotted up next to he friend.

"The wagon, I know I put it away some where around, AH HA!" shouted Scootaloo as she pulled the old wagon out from the protection of the dense bush and attached it to her scooter. "Alright, pile in you two and lets head out. Where is the entrance Sweetie?"

"Ummm, all we should have to do is get on the road leading away from Fluttershy's and stay on that until we come across a fork in the road, then we take the left path and it should take us straight to the entrance. But it is fairly close to the Everfree so we probably shouldn't stay very long." said Sweetie, a hint of worry creeping into her voice.

"Ok, ok, we won't stay to long, now lets go! We're not going to get Cutie Marks for just standing around." said Scootaloo.

"Alright, lets go." said Apple Bloom as she and Sweetie Belle hopped into the wagon with all their supplies.

Scootaloo jumped onto her scooter, kicked off and buzzed her wings as they accelerated faster and faster towards Fluttershy's house and the old mine after it.

Sweet Apple Acres Pathway

As Applejack raced along the well worn path through the sea of apple trees, thought after thought went racing through her mind.

"Why did Apple Bloom need that rope? What are the CMC planning this time? How will I get them out of trouble this time?" Applejack thought as she thundered up to the club house she called out, "Apple Bloom! Sweetie! Scoots! Y'all up there?!"

When no answer came she trotted up the ramp and opened the door to reveal the usual mess that occupied the club house most of the time, papers all over the floor with half thought out plans scribbled on them, two over turned chairs, and for some reason one corner was occupied by a small pile of glitter, but none of the Cutie Mark Crusaders where to be found. Applejack humphed, turned around and was just about to leave when she tripped over a small tool kit she had given Apple Bloom on Hearth 's Warming Day last year and landed with a heavy thud. Applejack blew out her chops and stood up again while pushing the tool kit under a nearby table. She looked at the table and smiled at it knowing it was her sister's hoofwork and thought out loud,

"You know, Ah think every single pony in Ponyville knows her special talent 'cept her, and it's just sitin right in front of her starin her in the face. To tell ya the truth, that goes for Scoots and Sweetie as well... hang on, what's this?"

Applejack picked up a small scrap of paper sitting on the edge of the table that read, Cutie Mark Crusaders Spelunkers Equipment List: Rope-check, Flashlights-check, Helmets-check.

"So that's what they were planning... thing is Ah got no idea where they would go to spelunk, there ain't any caves near by." Applejack said to herself while scratching the back of her neck with a hoof. "Hang on, Rarity might know, she's all the time out lookin for those gems of her's, maybe she knows of a place they coulda went."

Applejack grabbed the scrap of paper, rammed it into her saddlebags and galloped out of the club house, slamming the door behind her as she ran towards town.

On The Road To Old Mine

"Ok, the fork should be coming up here in just a minute... yeeeah, I think that's it right there up ahead." Sweetie Belle said as she quickly looked up from a map to the road and back at the map again.

"Alright, so up here I go left, right?"

"Right."

"Wait, I go right?"

"No, you go left."

"Ok, so left it is." said Scootaloo as she started to turn left.

"Right." replied Sweetie causing Scootaloo to jerk back to the right almost flying off the road.

"Make up your mind back there!" shouted Scootaloo as they rolled to a stop.

Sweetie Belle sighed and said, "Just go left and stay to the left, we will be there in just a few minutes."

"Ok, thank you." replied Scootaloo in an exasperated tone and started buzzing her wings again.

"So, what do y'all think we will find down there?" asked Applebloom.

"Oh boy, I bet there will be a giant monster down there!" said an ever exited Scootaloo.

"Uh, you do remember what happened the last time we thought there was a monster in a dark enclosed space, right?"

"Yeah. yeah, I remember, it only turned out to be an ugly old green sweeter in Sweetie's closet."

"Yeah, and we also busted tha door off its hinges and put a hole in tha back wall trying to "slay" it." said Applebloom putting air quotes around the whole slaying part.

"Yeah, uh, sorry about that guys." said a slightly blushing Sweetie.

"Aw, it was nothin," said Applebloom giving Sweetie a quick hug, "It was fun, plus Ah got that door fixed up right quick that night too."

"Yeah," said Sweetie, perking up again, "and Rarity still doesn't know about it since you did such a good job."

"Aw shucks Sweetie, what are friends for?" and hoof bumped Sweetie. Both of them giggled a little and looked out at the road in front of them to see a small mound of earth coming up quick.

"Is that it?" asked Scootaloo as she began to slow down.

Sweetie quickly glanced down at the map, tracing the path they had taken from the fork in the road.

"Yep, that looks like that's it. You girls ready for an adventure!?" exclaimed Sweetie, her voice slightly cracking on the last word."

"Eeeyep!" Applebloom said with a huge grin, imitating her older brother.

"You better believe it!" shouted Scootaloo as she pumped a her foreleg "This is going to be awesome!"

Carousel Boutique

"Rarityyy! Rarity! You in here?" shouted Applejack as she burst through the door of the boutique to find nothing but endless yards of fabric and new designs on papers strewn everywhere.

"Now where in the world could she have... oh." said Applejack as she noticed a pair of hind hooves hanging off the edge of a large red couch.

"Great, she's fainted... again." Suddenly Applejack smiled devilishly and looked back at her saddle bags. "Heh heh, this aught to get her up an moving."

She dug around in the bag and retrieved a black handle in her mouth with a long thin tail of woven leather. She swung the whip around several times building up speed and with a quick flick of her head sent the end of the whip flying faster than the speed of sound right by Rarity's ear with a loud, CRACK!

Rarity screamed and jumped halfway to the ceiling of the room and grabbed onto a chandelier. As she hung there gently swaying back and forth she glared down at Applejack who was grinning toothily up at her.

"And just what do you think you are doing?" asked rarity as she attempted to levitate herself down from the chandelier. Halfway down her magic suddenly gave out and she plummeted to the couch below with a muffled "whump".

"Ugh, still can't get that one right." she mumbled to herself as she got to her hooves and marched over to Applejack who was still snickering slightly.

"This is no laughing matter." fumed Rarity.

"No, no it ain't." replied Applejack the smile instantly disappearing from her face and her tone grew intensely serious.

"Applejack, darling, whats wrong?" asked Rarity becoming worried at Applejack's sudden change in mood.

"Tha CMC's, that's what's wrong. There up to somethin again, Ah found a list of supplies in tha clubhouse, they needed rope, flashlights, and helmets, and up at tha top it said Spelunking equipment."

"Yes, Sweetie came in a little while ago looking for batteries for flashlights so they could. go.. spelunking..." Rarity trailed off, the full gravity of the situation finally hitting her.

"We have to find them Rarity. This could end very badly." said Applejack.

"Agreed, now, lets see, where could they have gone."

"That's what Ah was hoping you would know, maybe you told Sweetie about a cave when you went gem hunting or somethin like that?" Applejack suggested.

"Hmmm," Rarity hummed in thought as she rubbed her chin, "Well, there was that one time that I had just gotten back in from looking for copper to make brass for a special order dress and I had absentmindedly told Sweetie about it and... Oh no, the old copper mine right out side Ponyville," comprehension drawing her face into a horrified expression "The section I told her about has been closed down for years now, the only reason I went there was because I could get the lose ore towards the entrance of the shaft. We have to get them and quick, that entire section is badly deteriorated. One wrong move could cause the entire tunnel to collapse!" said Rarity frantically. Applejack gave one quick nod and trotted over to Rarity's saddle bags. Applejack picked them up and tossed them to Rarity. "You'll need these, now come on, let's go!" shouted Applejack.Rarity ran out the door with applejack hot on her hooves. As Applejack cleared the door way she bucked the door shut and the duo continued off to the old mine shaft.

Alpha Base, Near Ponyville

"Now Derpy, uh, how to phrase this, um, don't... just don't wander off in the base when we get there, the humans are kind of sticklers when it comes to security, so just stick close to me, ok?"

The two ponies were only a few hundred yards from the base where there were many marines running about performing various tasks, mostly centering around a large tubular shaped machine with massive teeth at the front.

"No problem Doctor!" replied the grey pegasus in a bubbly, cheerful voice.

The Doctor couldn't help but smile as Derpy's ever good mood was rather infectious. "Alright then, allons-y!" said the Doctor with gusto as he and Derpy trotted forward to the base.

"Sarge! Two unknown contacts approaching, both are ponies."

"So, just go out and tell them to get back to the town." said the Sargent around a large cigar that he proceeded to light.

"Uh, well Sarge, one of them looks strangely familiar."

"Oh, is that so now." said Sargent Johnson with a hint of sarcasm creeping into his voice as he let out a puff of smoke.

"Yeah, the hair style is definitely familiar, along with the bow tie he is wearing."

Johnson's eyes widened a little at the description and said. "Hand over those binoculars." Just as he said that the base's defense turrets activated and jerked around to point at the approaching Doctor and Derpy as they passed the turret's detection boundary.

The Marine quickly handed the optics over and stood by, waiting for Johnson to say something. As Johnson peered through the binoculars he quickly recognized the pony the Marine had described earlier and said under his breath,

"Well, I'll be damned, it is him. It has to be, I have never known any other person, alien or human, that can get their hair to do that... radio into base to let them pass."

"Will do, Sarge." replied the Marine. "Stand down and let'em pass." the Marine said into the mike protruding from his helmet. At his word the base's four defense turrets swung back around to their neutral position with a whir of electric motors and hydraulics.

Sargent Johnson walked out towards the pair of ponies and met them halfway.

"Doc? That you?" asked Johnson with a guarded tone.

"Avery? My, I certainly never expected to find you here."

"Well, I could say the same for you. We haven't seen you in years."

"True, but ever since the formation of the UNSC the Earth hasn't really needed my help but judging from what I've seen I take it that situation might have changed?"

"You could say that," replied Johnson, "and it would be the understatement of all time."

"What's wrong?"

"Ever heard of the Covenant?" asked Johnson with an annoyed sigh and rubbed his face at the same time.

"Ah, yes, I know about them, a regular pain in the flank, the whole lot of them and that's putting it insanely lightly."

Suddenly a very loud and low note echoed around the area and the earth below them began to tremble as the great machine that had been in front of the base started to move .

"Yeah, anyway, follow me, I'll explain the situation we're in on the way." Johnson said as he turned around and headed back to the base with the Doctor and Derpy following close behind.

As Sargent Johnson lead them back to the base he began to catch the Doctor up on the events of the Human-Covenant war that had taken place so far from the beginning of first contact on February 11, 2525 all the way up to the present. A task that Johnson somehow managed to do within fifteen minutes of walking through the base to the main control room.

"And that basically has you all caught up." finished Sargent Johnson. "Quite a mess, ain't it?"

"Yes, you could definitely say that. I knew the Covenant were bad news the moment I met one of their leaders at the time, the Prophet of Obligation."

"Obligation? Heh, well, now we got an asshole who is calling himself the Prophet of Truth."

"Well, I can tell you one thing Avery, I will do everything in my power to aid you and the human race once more, I swear it."

"Thanks Doc, because I think we are going to need every last bit of help we can get."

Abandoned Mine Shaft Number One

... "thunk."

Scootaloo whistled, "Dang, that's a long way down. We do have enough rope, right?"

"We should, judging from that rock you threw in Ah'd say the bottom is maybe... twenty feet down. This is the shaft that connects to an emergency escape tunnel so it will naturally be fairly shallow.

"If you say so. Sweetie, you got those helmets fixed up?"

"Sure do, here's yours, and here's yours AB."

"Thank ya, Sweetie."

"Alright, Ah got the rope tied off nice and tight, we should be all set to go now."

"Alright! Let's do this!" shouted Scootaloo as she excitedly buzzed her wings hard enough to hover several inches off the ground.

She quickly landed, snagged up the end of the rope tided it around herself and and leaned backwards over the hole. With a cheeky grin at the others she shouted "Geronimo!" and released her hold on the rope. Sweetie and Applebloom rushed forward to try and grab their friend but she was already far beyond their reach. Suddenly the rope went taut and a muffled "Ooff!" could be heard from the darkness."

"Scootaloo! Scootaloo!! Are you alright!"

"Ugh, yeah, I'm fine," came Scootaloo's voice from the blackness, "I wouldn't suggest falling like that, that rope is a little bit short just like we intended but the stop still isn't exactly gentle."

The others at the surface shared a chuckle and Applebloom leaned as far into the hole as she dared and shouted,

"What do ya see down there Scoots?!"

"A whole lot of dark!" Scootaloo's voice echoed out of the hole, "Hold on!" A gentle click was heard and a bright yellow glow suddenly appeared.

"Rocks!" shouted Scootaloo. "And a tunnel."

"Alright we're comin' down!" Applebloom shouted. She drew up the rope and tied it around herself.

Applebloom looked up from her knot and said "See ya in a bit, Sweetie."

"Alright!" replied Sweetie Belle perkily.

Applebloom leaned backwards over the hole and stated walking down the side of the air shaft on her back hooves while keeping a tight grip on the rope with her front. After only a minute or so Applebloom reached the tunnel floor, she untied the rope and clicked on her own flashlight helmet and hollered up to Sweetie Belle, "Alright, your turn, come on down."

Sweetie Belle's head popped into view blocking out a small portion of the sun's rays that managed to make their way into the hole.

"Uh, you guys sure this is alright?" asked Sweetie, as a slight nervous sweet broke out along her brow.

"Aww, it's fine, look, me an Scoots are already down here," Applebloom said gesturing to herself and Scootaloo, "Don't be such a scaredy pony."

"Alright." Sweetie sighed as she slightly started to regret her proposition of this plan, she backed up and drug the rope up to tie herself off as the others had.

"Here I come."

"Don't worry, we'll be right here!" yelled Applebloom.

Sweetie Belle slowly made her way down the side of the hole just as she had seen Applebloom do it. She had made it about a quarter of the way down when a small rock that she was using as a foot hold gave way suddenly. Sweetie started to fall, screaming all the way. Both Applebloom and Scootaloo took in a sharp breath as they watched their friend quickly approaching the bottom of the tunnel. Then with a loud "SNAP!" the rope went taught leaving a still screaming, yet unharmed, Sweetie Belle dangling about a half foot off of the floor slowly rotating in a circle. Both Scootaloo and Applebloom let out their breath in a low whistle, shared a small chuckle and approached Sweetie. When Sweetie had rotated back around to her, Applebloom quickly reached up and smushed Sweetie's face between her hooves causing her scream to cut short and her eyes to pop open in surprise. Sweetie looked at Applebloom and then down at the tunnel floor and blushed slightly.

"Eh heh, yeah, um a little help please?" Sweetie asked in a distorted voice because of Applebloom's grip. Applebloom smiled and said, "Well, sure." reached up and pulled the loose end of the rope with her teeth causing the entire knot to unravel. Sweetie dropped the last six inches and landed with a small "oof".

"Thanks." said Sweetie Belle sarcastically as she rose to her hooves and brushed herself off.

"No problem" said a grinning Applebloom as she plunked down a helmet on top of Sweetie's head and clicked on the light.

Scootaloo grinned and said "Alright, lets get moving..." and after a seconds pause said, "and stay close," she looked over her shoulders and said in a low whisper, "we don't know what's down here." She then whirled around and began merrily trotting deeper into the cool, humid, gloom, leaving the other two simply staring at where their friend had been a moment before, a little more anxious now.

Applebloom hoofed Sweetie in the shoulder and whispered, "C-come on Sweets, we had best catch up ta her."

After about about fifteen minutes of trotting in the damp tunnel the CMC had not come across anything notable at all, a wooden beam here, an old rusted pickax there, every once in a while they would happen across a small pool of water, with, you guessed it, nothing in it.

"Ugh, whose idea was this!" exclaimed Scootaloo.

"Uh, yours." stated Applebloom rather bluntly. "You were the one that said this would be a good idea."

"Well... how was I suppose to know it was going to be this... BORING!" sighed Scootaloo.

They all stopped, except Sweetie Belle who was actually enjoying herself and in her own little world, taking in every sight of a few small crystal formations or odd looking rock.

"Ah know," Applebloom sighed and looked down at the ground, "maybe we should just head back."

"Yeah, I guess, what do you think Sweetie... Sweetie?" Scootaloo looked around for her friend but saw her nowhere, not even her light.

"Oh no, SWEETIE!" yelled Scootaloo as she began to race off deeper into the tunnel.

"Stop shouting," came a voice from directly in front of the running duo, who quickly slid to a stop.

"Where are you." Scootaloo called out, "On up ahead, I kept on going when you two stopped, there is actually some interesting stuff in here but it's a dead end, almost as if the miners didn't finish out the tunnel."

Scootaloo rolled her eyes and looked over to Applebloom and muttered, "You can tell, she is Rarity's sister."

"I heard that!" Sweetie Belle yelled back, "Hold on, my flashlight fell off... ugh, I think the bulb is busted, just let. me.. see... here...." Applebloom and Scootaloo could her her grunting up ahead of them and sparks of magic flying in all directions.

"What are you doing?" called out Scootaloo.

"Just (pant) a little (grunt) more!" and with one final strain a soft glow emanated from the tip Sweetie's horn, brightening up a small area around herself.

"Whoa, Sweetie, when did you learn to do that?" asked a dumbfounded Scootaloo.

"Oh, uh, just a few days ago actually, I've been practicing really hard lately." Sweetie said as she turned to her two friends, a smile beaming on her face.

"Heh, nice, well, Ah guess we might as well get goin back, there's really nothin down... wait, do y'all hear that?" asked Applebloom as the other two perked up their ears and swiveled them around as if they were small radar dishes.

"Yea-yeah, it sounds like a b-bunch of mad snakes, and it sounds like it's coming from behind Sweetie" stammered Scootaloo who was obviously getting scared now.

Sweetie, slowly turned to her right until she faced the solid rock wall behind her. What she found there made her blood run cold. It wasn't mad snakes they were hearing, it was several fuses burning and setting off others as they snaked their way along the floor to the wall.

"Oh no," Sweetie whispered to herself, and as she ran back to the others she yelled, "They didn't finish! That's live dynamite!"

Applebloom and Scootaloo were frozen in place by the horrifying news, to scared to pick up a single hoof.

Sweetie Belle crashed into them and forced them back down the tunnel.

"Come on, move!" Sweetie Belle screamed, her voice majorly cracking as they all began to gallop away as fast as their legs could carry them. Sweetie squinted into the gloom for a saving grace and found one, a small tunnel dug into the side of the main tunnel just deep enough for them all to get into.

"Quick! Into that side tunnel!" Sweetie shouted as she yanked her friends to the right and into the small space forcing them in before herself.

"That wall is about to blow, keep your ears pinned down and open your mouths and keep them open!" commanded Sweetie.

"Wh..." was all Scootaloo could say before Sweetie clamped her hoof over her mouth and yelled, "No time to explain, Just trust me and do it!"

Scootaloo nodded and she and Applebloom did as Sweetie said. Sweetie Belle took her own advice and as she did so, turned her back to the small tunnel entrance and bear hugged her friends as tight as she could to keep them safe from the massive pressure wave and any derbies she knew were to follow the explosion. There was a few seconds of complete silence and then the with a monstrous explosion, the dynamite detonated. The pressure wave quickly traveled down the tunnel and into every little nook and cranny, including the tunnel the CMC had taken shelter in. The blast bowled them over and peppered Sweetie's back with peaces of rock that fell from the ceiling as he face was ground into the small tunnel floor. It also left them hearing nothing but a loud ringing in their ears.

"Ugh," Sweetie groaned, "Are you two alright?" she asked as she disentangled herself from her friends rubbed at a few shallow cuts on her sides and legs and a slit in her lower lip that were all slowly oozing blood.

"Yeah, for the most part, jus can barely hear is all!" yelled Applebloom.

"What?!" yelled back Sweetie.

"Ah said, Ah can barely hear!"

"Oh, yeah, give it some time, the ringing will stop in a little bit. It's called a temporary threshold shift."

Applebloom nodded, knowing better than to ask as to where Sweetie new this information, and they both turned their attention to Scootaloo who was curled up into a small ball next to them.

Sweetie reached down and touched her shoulder. Scootaloo twitched violently and continued to steadily tremble.

"What's wrong with her?" asked Applebloom in a slightly more normal voice as her hearing slowly began to return.

"I'm not entirely sure, she doesn't look hurt, she might just be in a kind of state of shock."

They both looked down at their quivering friend and laid down next to her. Applebloom settled down in front of her and held Scootaloo's hoof while she brushed the hair out from her face while Sweetie laid down to her side and rubbed her back.

After a few minutes of this Scootaloo began to relax and when she finally opened her eyes she was greeted with a grin, a relieved sigh and the moist, golden eyes of Applebloom.

'Wh-where a-am I?" Scootaloo asked as her voice trembled.

"Your in the tunnel with us."

"The-the tunnel?" asked Scootaloo, "What tunnel?"

"The tunnel we came to ta get our cutie marks in spelunkin, don't-cha remember?

"Uh..." she was silent for a moment then suddenly her face brightened as she remembered, and then she whimpered and hid her face as she remembered the blast.

"W-we'er all d-dead, aren't w-we?" Scootaloo sniffled from under her hooves.

Both Applebloom and Sweetie Belle were slightly taken aback by their normally care-free and flamboyant friend's sudden change in demeanor.

"What? N-no, no, we are all perfectly fine, a cut or two and ringing ears but we are all fine." said Sweetie Belle in a soft voice.

Scootaloo looked up to her battered friend and felt a few tears well up within her eyes. S-she would have given her life for me and Applebloom... j-just like that. At that thought Scootaloo lunged forward and hugged Sweetie Belle with all her might allowing a few tears to leak out of her eyes and stain the hair on her cheeks a slightly deeper orange. After recovering from the surprise, Sweetie Belle hugged Scootaloo back just as hard with Applebloom joining in as well.

"Boy, am I glad I have you two as friends." chuckled Scootaloo as she broke the hug and quickly wiped at her face with a foreleg to remove the small tear tracks before her friends could see. Heh, now come on, lets see what that blast uncovered." Scootaloo said with a cocky grin.

Road Leading To Mine Shaft

"Why in the world would they do something like this?" panted Rarity as she and Applejack raced towards the old mine.

"Beats me, Ah don't understand half the stuff they try to go and do."

"Agreed... wait do hear that?" asked Rarity still galloping.

Applejack perked up her ears and sure enough heard the squeal of metal on metal and earth being crushed and shifted in the distance.

"That's the human's mining machine, ain't it?

"Yes, I believe it is, and if i'm remembering the map right that Celestia gave them, it's headed.. for..." Rarity paused and a look of pure horror fell over her face. "Oh pony feathers," Rarity cursed "Come on, we must hurry, I think they are headed for the same mine the CMC are at!"

After a while at a full out gallop Applejack and Rarity only managed to beat the slow moving Nightcrawler by a few minutes at the most.

"Look," pointed Applejack, "that's the rope Applebloom borrowed.

"And it's dangling into that shaft there. Come on, we have to get down there before the humans get here." Rarity raced forward and began to hurriedly pull up the rope and tie it around herself, just as her sister had done only forty-five minutes ago.

"I'm going down, keep a good hold on that rope."

Applejack gave a quick nod and grasped the rope.

Soon Rarity felt the tunnel floor beneath her hooves and called up to Applejack, "Alright, come on down, and quick!" The only reply she got was the rope dragging up quickly. after a few seconds of silence, an orange blur came swooping down from the top of the hole, swinging down on the rope. Applejack let go of the rope, dropped to the floor, tucked and rolled, and popped up to her hooves with Rarity starting open mouthed behind her.

"What? You said get down here quick, so Ah did."

"... Anyway, they can't have gotten to far." said Rarity as she cast a light spell that brightened the tunnel considerably and started trotting down the tunnel with Applejack falling into step right beside her.

Nightcrawler

"Alright, start up the boring head, start at half power and once we are leveled out crank it up to full."

The pilot of the Nightcrawler gave a quick nod to his co-pilot, pulled a lever back to start the drilling head into motion and began pushing forward on a small steering wheel. The massive machine turned downwards and its large teeth began ripping away at the soft earth.

"The ground penetrating radar indicates that there are rich pockets of ore dead ahead and another twenty feet down... you know, this is weird, the ore is actually closer to the surface than what I thought it would be."

"You're right," replied the co-pilot as he scratched his head, trying to make since of the situation. After a moment he gave up trying to rationalize it and said, "Eh, forget about it, it's not like that's the weirdest thing we have seen since being here."

The other pilot simply shrugged, and nodded while he adjusted their bearing a bit. "Hey, I'm also picking up some empty space to the right and further straight ahead."

"Yeah, that's part of the original mine, I think I heard someone say that the locals shut that part of the mine down for some reason, something about it being unsafe and supposedly some of the workers just kept having a bad feeling about the whole place, like there was something unnatural about it all." The co-pilot gave another shrug. "Huh, unnatural is right, I just picked up a pressure difference coming from that direction like the ground just sifted a bit. You think its worth checking out?"

"...Maybe, let's just get that ore first, and if something else happens we'll take a look-see."

"Alright," the co-pilot said with a nod and flicked a switch, "first major ore pocket fifty yards and closing."

Tunnel

After several minutes of trotting the both Rarity and Applejack began to notice quite a bit of dust swirling in the light cast by Rarity's horn and a now soft rumble from the tunnel wall to their left.

"Uh, Rar? Is it normal for all this dust to be in the air like this?" asked Applejack as she fanned the air with her hat in a vain attempt to clear it some. "And A'm almost positive that that rumblin sound is the human's digging machine."

"No, it's not and I think it is too. That's why I'm stating to get even more nervous" Rarity said as they passed by a small tunnel to the left that had some how remained mostly clean.

"Lets hope we find them soon." said Applejack, worry creeping into her voice as she started trotting faster.

"What do y'all see? Cause all I can see is dust." said Applebloom.

"Same here." said Scootaloo squinting as she tried to see through the thick motes of dust still swirling around them. "Come on, let's get over these rocks and see if there is anything behind them."

All three of the CMC began to clamber over the large mound of rocks that had been blasted from the wall. Once they had reached the other side, Scootaloo jumped down to the floor, but instead of the muffled thump she expected to hear, she was greeted with an entirely different sound, that of hooves striking a metallic surface.

"What the hay?" Scootaloo questioned out loud as she angled her flashlight downwards to point at the floor. It was steel grey in color with darker strips in an odd pattern.

Sweetie Belle and Applebloom quickly joined her in her inspection of the floor.

"I ain't ever seen nothin like this before." stated Applebloom

"Me neither." said Sweetie Belle.

"Come on, let's go in a little deeper." suggested Scootaloo. As she took another few steps their entire surroundings light up with a soft blue-white light emanating from the once darker strips in the floor, walls and ceiling almost as if the strange structure knew they were there.

"Ooookaaay, this, is g-getting weird." said Applebloom, but each of them continued forward, memorized by their strange new surroundings.

After following the central corridor, the three CMC's came to a large metallic door with a glowing green button at its center.

"Wow, look at the size of this thing!" exclaimed Scootaloo as she raced to the button. "And I bet this thing opens it."

"I don't know if that's such a good idea Scoots," Applebloom said with a hint of uncertainty in her voice eyeing the massive door. "it might be shut for a reason."

"Oh come on, we came all this way, we at least gotta see what's behind this giant door." Scootaloo said motioning to the hulking plates of metal.

"Well... ok, but just be careful."

No sooner had Applebloom finished speaking, Scootaloo had pressed the slowly pulsating green button. The entire housing of the button reconfigured itself to cover the green section and promptly disintegrated into orange particles.

After a second of quite Scootaloo said, "Well, that was anticlimat..." but before she could finish her sentence the great door split into three pieces and retracted with a soft hiss, reveling a massive room with a large column standing at its center with a glowing blue ball of light attached to it.

"W-what is that thing?" asked Sweetie Belle.

"I... I'm not sure. Let's get a closer look." said Scootaloo an air of cautiousness in her voice.

Nightcrawler

"Whoa!" exclaimed the co-pilot within the Nightcrawler as he suddenly sat up and stared at one of the many monitors, "There was just a large a power surge, bearing zero-one-five."

"Heh, I guess we get to check it all out then." the pilot said as he powered down the ore conveyor system and adjusted their course. "That was the last ore vein we needed anyway. A few more runs like this and as long as the other Crawler is having the same luck, we will be out of here in half the time the eggheads back on the Autumn thought."

The co-pilot simply nodded while being distracted by the monitor in-front of him.

Tunnel

"Alrigh, now A'm gettin real worried, look at all this loose rock, and... do you smell that?"

Rarity tilted her head up and smelled of the air.

"Yes, it kind of smells like the time the CMC tried being pyrotechnics, they scared half of Ponyville nearly to death when one of the big rockets... exploded" Rarity squeaked out her last word and felt her legs start to buckle at the thought of the CMC possibly being hurt in an explosion in the tunnel.

"Applejack, I think... I think they might have accidentally set off some old dynamite charges, that's why there is so much dust in the air and it explains why there is a massive pile of rock right up ahead." Rarity weakly pointed up ahead at the rock pile the CMC had crawled over just a few minutes before.

"Alrigh, I don't really see any sign of them here," AJ said looking around and shifting some of the rocks around, "help me move some of these rocks just to be sure.

In all the rock pile was wide across but not very deep and Applejack with the help of Rarity's levitation spell was able to clear most of the blast debris away.

"Ok," Applejack panted, "They ain't here, but look at that." she pointed a hoof down down deeper into the tunnel towards a faint blue light.

"They probably kept on going."

"Agreed." said Rarity as she began to run down the corridor with Applejack hot on her hooves.

After running for a bit and a quick stunned silence cause by the metal walls, floor, and ceiling and the blue light, Applejack and Rarity continued running down the corridor until they came to the large room that housed the console in it's center.

"AB, Sweetie, Scoots!? Y'all in here!?"

Three heads popped out from around the console with a surprised look on their faces at hearing their names. They each quickly scampered out to meet Applejack and Rarity who meet them halfway with each receiving a large bear hug.

"Oh thank goodness we found you, do you have any idea how worried you made us!"

"We know, and we are sorry, but we hadn't tried this yet and we thought it was a good idea at the time and I remembered you talking about this place and..."

Rarity put a hoof up against Sweetie Belle's mouth to cut short her explanation. "It's... fine." Rarity sighed. "At least we got to you before something too awful happened although I can see you have already been banged up quite a bit." Rarity said as she put a hoof under Sweetie's chin and lifted her face up to see her split lip and the dried blood around the cut.

Sweetie Belle smiled sheepishly and a wince of pain as the small smile began to tear the split open again.

"Now, come on, let's get all y'all out of here before something else... aw horse-apples, what now?!" Applejack cursed and threw her hat to the floor as a loud grinding sound could be heard coming from back further in the tunnel they had just come through. Suddenly the grinding sound stopped and all was quiet once more.

"Now what in the world could that have been." asked Rarity eyeing the tunnel suspiciously.

"Well, if i had to guess, I would say it's..." Applejack paused at the sound of footsteps echoing off the metal walls, "Eyep, it's the humans."

"Whoa, look at this place man." the co-pilot of the Nightcrawler said as he and the pilot walked into the room.

"Yeah, I guess we know what caused that energy spike."

"Yeah, oh, hey, look, some of the locals are down here." the co-pilot nudged the pilot and pointed.

"Yeah, hold on," and in a louder voice asked, "Y'all haven't touched anything down here have y'all?"

"We haven't." replied Rarity looking back at the CMC who shook their heads.

"We didn't either, we just got over to that thing when y'all came in." said Applebloom jerking their head back to the console.

The two pilots looked up from the group in front of them to the console. They both began walking towards it causing the CMC, Applejack, and Rarity to turn and watch them approach the glowing blue sphere of light.

"What do ya think it is?" The co-pilot asked quietly.

"Well, it looks alien to me, probably Forerunner. Hold on, let me try something." The pilot stepped forward and was about to put his hand on the blue sphere when suddenly the co-pilot grabbed his hand and stared at him saying, "What are you doing?"

The pilot looked at his co-pilot, shrugged and simply said, "Nothing ventured, nothing gained."

The co-pilot released his grip on the pilot's arm allowing him to get closer to the sphere which quickly spun around and five glyphs light up a bright white. The pilot hesitated for just a second before laying his hand on the sphere of solid light with his finger tips touching each of the highlighted symbols. As soon as he made contact, the sphere disappeared and a whirring was heard through out the room causing all in the area to take a few hesitant steps back.

"What did you go and do!" yelled Applejack.

"I...I'm not sure." the pilot said as he stared at the machine.

Suddenly with a loud pop and whoosh, the room was filled with floating points of light with lines quickly tracing between small groups, all of which were slowly spinning around the machine which turned out to be a projector.

"Whoa, it, it looks like a map."

"Yeah, it looks like local star systems and look here," said the co-pilot walking towards an area the projector had highlighted."It looks like a... Is that a giant ring?"

"That's what it looks like, touch it right quick, it might give some information." the pilot said as he quickly walked past the group of dumbfounded ponies who were all staring in different directions, trying to take all the points of light, to stand along side his co-pilot for a better view.

The co-pilot reached up and quickly touched the ring shape. The entire map zoomed in on the ring and placed it in the center of the room right above the projector along with a holographic box beside it giving dimensions and other information.

Both humans walked back to the console to read the box's content. "Let's see here, it says its name is Halo Installation zero-four, ring world, diameter of ten thousand miles, orbits a moon of Threshold called Basis, caretaker is someone or something named three-four-three Guilty Spark, wired name, sounds like an AI. And the last thing it has here is Years Since Last Activation: one-hundred thousand."

"Alright, get a picture of that box and of the Halo and send it to the Captain, I think he would like to see this."

"Agreed."

The pilot turned back to the group of ponies that were staring at him. "What?" he asked.

"Do...do you know what all this stuff is?" asked Rarity as she motioned to the projector and the large holographic ring.

"No, not really. We have only seen a very tiny bit of this kind of technology before, the only reason I know what little I know is because I was a guard for an important scientist before I was trained to operate the Nightcrawler. All I can say is that the race that built this place here, and more than likely that ring right back there, called themselves the Forerunners. And all we know about them is that they were a highly intelligent race that acted as caretakers of the galaxy and then mysteriously disappeared and the aliens that we are at war with think that the Forerunners were gods and if they activate something they keep calling the Array then they will follow them into godhood, they have even gloated that activating the Array will wipe out all that oppose them."

"Well, that's terrible, they would be so selfish as to want to destroy all other life." said rarity with a look of disgust on her face.

"It is, that's why we are at war with them, to try to simply survive."

Applejack tilted back her hat and looked at Rarity then at the pilot and said,

"Alrigh, we need ta get out of here and tell the Princesses exactly what you just said and quick. Y'all got any extra room on that rig of y'all's?

"Uh, yeah, a little. Why?"

"Because, at the moment it's the fastest way to the surface."

"Alright, I see your point, I don't think the higher ups will mind, especially when we show them these pictures." the pilot said with a jerk of his head towards his co-pilot that had just walked over to them. ''Lets go."

Soon the group had arrived back at the Nightcrawler and boarded it. The great machine once more rumbled to life and began slicing its way as quickly as possible to the surface.

Covenant Ship: Truth and Reconciliation. Normal Space.

"Shipmaster! We have detected the activation of a holy relic."

'Ravamee's head jerked off of his hand as he sat up straight and stared at his navigator.

"Are you positive?" 'Ravamee growled.

"Yes Shipmaster, It's a faint signal but we are positive it was an activation. We have the approximate location of the signal... and the human's trail is heading straight into the heart of the location.." The navigator finished with snarl.

"Then we have found them, make for best speed to our prey." and as an after thought, growled, "And send word to the carrier following in our wake, send them the rough coordinates and tell them to slow their speed and let us confirm the presence of the humans and the artifact."

"As you wish, Shipmaster." the navigator said, a murderous glint in his eyes as he turned to relay the Shipmaster's orders to the rest of the bridge.

Just Outside Alpha Base

"Whew, y'all weren't kidding when y'all said that there wasn't much room." Applejack said as she jumped down from the Nightcrawler and loudly popped what seemed to be every joint in her neck and back as soon as she landed on the ground, "Ooo, yeah, that's better." she said as she shook herself out and quickly started helping down the three fillies. Each of which were coated in a thick layer of dust that muted their natural colors to a dull grey. As soon as Rarity saw Sweetie belle in the proper light of day she gasped and said, "Sweetie! You are absolutely covered in filth! We must get you cleaned up, especially those cuts.

Sweetie only nodded and sighed and gave a dejected look at her other two Crusaders, she could already practically feel being scrubbed down with soap and water and the irritating sting of alcohol in her near future.

"Bye girls," Sweetie sighed as she began to walk away following Rarity back to the boutique.

"See ya, Sweetes" both Scootaloo and Applebloom called in unison.

"Ahem, Ah believe the same goes for you too little missy." said Applejack in a stern voice.

Applebloom winced and hung her head and began to follow Applejack on the long walk back too the farmhouse.

Applejack looked back at Applebloom following her and then a sudden thought ran through her mind that caused her to look up at Scootaloo who was whistling and slowly trying to sneak away.

"Ho-hoo there, Scoots, your coming too, what if Rainbow saw you like that, huh?"

"Eh-heh, yeah, uh, well... umm..." after a few moments of stalling Scootaloo finally gave in, "I guess your right, she would probably fly off the handle and think somepony had tried to beat me up or something like that, she can get real protective sometimes." Scootaloo said as she slowly trotted toward Applejack with her head low.

"Heh, that comes with the title of big sister." Applejack said as she hooked a foreleg around Applebloom, pulled her close, and smiled down at her, "Even if she is an adoptive sister."

"Yeah," said Scootaloo who had a small smile on her lips as well, "She is an awesome sister."

"Eyep, now, come on, lets go get y'all all cleaned up. Then I can go and tell Twi to send a letter."

And with those last few words the trio began the walk back to Sweet Apple Acres with the sun just beginning to set in front of them.

Author's Note

Hey guys... sorry that this has taken so freaking long. (sigh) There has just been so much crap to do with school, my spring break taken up with cleaning the house, attempting to put a cosplay together, catching up on some of my favorite stories on here and just a whole bunch of stuff that succeed in eating a good portion my time away, so yeah, I hope you liked this chapter, and hopefully the next chapter will come quicker. I also wound up having to proofread this myself, again, so unfortunately there are going to be a few minor mistakes more than likely that slipped through. If you find any, please, don't hesitate to point them out so I can get them fixed. Anyway, on a side note, if there are any really good artists out there that are reading this, and if you are willing to lend a hoof, could you shoot me a PM. I'm interested in getting my OC drawn up. Don't worry y'all he won't appear in this story. So, thanks for reading and I hope you enjoyed the chapter.

7. The Oncoming Storm

The Oncoming Storm

A warm, gentle breeze wafted by her as she walked through the lush field.

She giggled ever so slightly to herself as the breeze tickled her regal figure from muzzle to ethereally flowing tail as she stood in the field of tall grass. Thousands of wildflowers growing in the untainted earth surrounded her, bathing her in their soft scent and beauty.

Celestia looked all around the idyllic scene as a small, content smile played on her lips. She took a deep breath, and let it sigh out, allowing it to expel all her usual worries and anxieties. She trotted forward at a slow, leisurely pace while occasionally stopping to admire a wildflower blossom or two, gazing up into the sunny, cloud speckled sky or pausing to listen to the melody of a meadowlark.

After a minute or so of walking the Princess of the sun spread her wings wide allowing the breeze to flow between the long, graceful pinions. With a soft down sweep she took to the air and glided around the field, happily content. All was right with the world. Everything was calm... serene... and quiet.

Very quiet, in fact...

The sudden silence snapped Celestia out of her musings. The cool breeze had suddenly stopped as well as the bird song, leaving only a strange and almost oppressive stillness hanging in the air, as if the very world was holding its breath in fear. Not a single thing moved or even made a sound. Celestia looked around in confusion, trying to ascertain the reason for the abrupt halt of everything around her.

She quickly landed, the abrupt and eerie silence making her uneasy, so much so, that the hair all along her spine stood up. As she listened, a low rumble, not unlike the growl of a large and angry beast, came from behind her. Celestia whipped her head around at the sound to see a large and ominous storm building behind her; a roiling, ugly mass of jet black cloud that appeared to stretch from one side of the horizon to the other.

Lightning repeatedly blasted out and down from the massive cloud bank leaving a series of bright, jagged streaks in the air for a split second. The storm was racing towards her at a frightening speed. Celestia stood motionless for a few seconds, attempting to make sense out of the situation even as the storm bore down on her, the rational part of her brain protesting that no storms had been scheduled that day, let alone something so powerful and dangerous!

Then something clicked in her mind. It wasn't an idea or even a full thought. It was a basic instinct, something feral hardwired into every living being- he urge to escape; the simple will to survive. She fled, her heart pounding in her chest fit to burst from both panic and exertion as her hooves pounded at the now hard and barren earth. It wasn't that Celestia was afraid of storms, in fact she had dealt with them her whole life. No, there was something different about this storm, something very wrong and evil...

Celestia continued to try to evade the quickly approaching storm but with a roar it caught up to her; the black clouds swallowing her whole. The lightning was blinding and every time there was a crack of thunder it felt like her eardrums would rupture; with each jagged bolt she saw shadowy wraith-like figures moving about on two legs within the surrounding clouds.

They looked like nothing she had ever seen before; not even the humans looked this strange. Some short and squat, some almost as tall as her and several gargantuan beings with spikes protruding from their backs walking in pairs. The clouds suddenly cleared and was replaced with thick black smoke. The acrid smell caused her to cough and sputter as the toxic fumes filled her lungs.

Thrown to the ground, Celestia struggled to get her hooves under her as she found herself in a village she knew all too well. It was Ponyville, though she could hardly recognize it. Almost every building was aflame or reduced to rubble, craters were blasted in the earth. Bodies of dead ponies littered the streets in every direction she looked.

The sickening smell of burnt flesh hit her like a wall. Some bodies were riddled with scorched and blackened holes, some immolated beyond recognition and several were decapitated and dismembered. Blood ran down the street in thick rivulets and around Celestia's hooves. She lifted one of her hooves and watched in shock as the still-warm liquid ran down her foreleg, staining her snow white coat crimson with the blood of her beloved ponies.

As she looked around in horror at the scene before her, she felt bile rise to the back of her throat and try as she might she could not hold it back, her stomach emptied its contents on the ground in front of her. Celestia wiped her mouth with a shaky foreleg. With her eyes squeezed shut she turned around, took a few unsteady steps and collapsed to the ground, unable to accept what she had just seen. But nothing she had seen compared to the grisly sight that greeted her when she finally opened her eyes...

There, hanging by their tails from the wreckage of the Golden Oaks Library was Twilight Sparkle and the other Elements of Harmony.

Celestia felt the hot tears pool in her wide, staring eyes and stream down her face in torrents as she beheld her most faithful student and her friends, each disemboweled and mutilated in some of the most savage and gruesome was imaginable.

The once calm and composed Princess of the sun screamed. A scream full of pain at seeing her subjects and friends like this and of pure hate for those that had committed such atrocities. But before she could entertain any thoughts revenge or retribution, a low hum sounded from above as a swirling white light appeared. Celestia gazed up at the light and shielded her eyes with her wings, tears still streaming down her face. As her eyes adjusted, the hum turned into a whine and she could barely make out the hulking purple mass of... something floating above.

The whine turned into a roar as a white hot beam shot down from the purple behemoth. Celestia attempted to shield herself but it was futile. The beam quickly broke through her bubble of magic and engulfed her, the ponies' remains and the entirety of Ponyville, burning the town and all within it until even the ground had turned to molten glass.

Royal Castle: Canterlot

Celestia jerked awake with a long, loud scream of terror that echoed all around her spacious room.

The two Night Guard that were standing watch just outside the door burst in, leathery wings flared, golden catlike eyes quickly scanning the room for threats and wearing snarls on their muzzles that revealed their sharp, pointed thestrel teeth."Your Highness! Are you alright! What's wrong?!" the first shouted in a deep resounding voice.

Celestia was huddled in a fetal position on her bed, a hoof over her racing heart, panting heavily and shaking uncontrollably with a cold sweat drenching her. She looked over at the Night Guard, the irises of her eyes constricted down to mere pinpricks, "I'm... fine. Just a... bad nightmare is all." she gasped out through an unsteady voice.

"Are you sure Princess?" the other Guard asked with a very uneasy expression on his face. "Nopony tried to attempt to..."

"NO!" Celestia responded a little more forcefully than she had intended. "I mean, no, I'm fine. But please, leave me," Celestia forced a small quivering smile onto her lips.

"Yes... of course," the first Night Guard said with apprehension, "But, please, if there is anything at all we can do, we are just outside the door."

Celestia nodded, and as the Night Guards trotted out and closed the door softly behind them, she gripped the covers on her bed and pulled them tightly around herself. The vivid memories of the dream taking hold of her mind once again, she began to sob uncontrollably, wondering if she would ever be able to sleep soundly again.

Celestia woke once more with a sudden jerk to the sound of her bedroom door opening. She knew something wasn't quite right but just couldn't put her hoof on it.

"Good morning dear sister!" came a bright and cheery voice from the doorway. "I came by earlier to wake you for the sunrise, but you were sound asleep so I decided to take it upon myself to do the first orbit adjustment for the day. I hope you don't..."

Princess Luna's words trailed off into nothingness as she finally got a full view of her sister as she slowly raised her head from the pillow.

"Tia... please pardon me for saying so but... you look horrible."

Celestia didn't reply but only nodded as she untangled herself from the bed sheets and made her way to the bathroom to look at he self in the mirror. Luna hadn't been lying, she realized as she beheld her reflection. Her normally waiving and weightless mane and tail now hung limp in a tangled mess, along with dark bags under her sunken and blood shot eyes.

"Tia, what's wrong?" Luna asked, a great amount of concern in her voice now.

Celestia's eyes focused on Luna's reflection in the mirror above the sink. She breathed in deep and let it out in shaky gusts.

"It was... a nightmare. The most horrifying one I have ever had." Celestia looked at Luna tears welling up within her eyes once more. "Oh, Lulu, it was horrible. Everypony was dead!" she wailed. As she began to collapse Luna rushed forward and caught her just before she could hit the cold, hard marble.

"Please, just tell me." Luna implored, spreading a comforting wing around her sister.

It took a moment before she could speak, "There was an attack. There was fire, and smoke and..." Celestia stopped, her voice quavering.

"Go on, what else?" Luna coaxed as she laid there on the floor with Celestia slowly rubbing her back.

"Blood... s-so much blood and everything was destroyed. There was a storm, and shadows of monsters everywhere and then everypony was dead! Everypony, even... Twilight," Celestia whispered her pupils name as she began to slowly rock back and forth.

The Princess of the night knew something was wrong last night, she could feel it in the very air and ether--a large upset in the dreamscape all over Equestria. It seemed like there were quite a few more nightmares than normal last night, but every time she tried to enter one of them it refused to admit her.

"I was afraid you would say something like that." she bowed her head low and whispered. " It would seem that ponies all over Equestria experienced something similar last night. I fear that these nightmares were not just a mere coincidence. I believe they are likely omens of the worst kind. Something terrible is coming, and quickly. I have even noticed animals beginning to act strangely. Massive migrations of birds to all directions, deer, elk, even bears have been wandering around looking this way and that as if trying to see an unknown threat. Even the Dragons seem to be growing restless; I can hear them roaring all the way from their lands and some looked to be flying away as well..." she remembered. "Tia, the humans, they said that they are at war with a band of aliens and that they could have been followed... I think they are almost here."

Her sister's grim prediction seemed to shock Celestia out of her disarray. As she slowly stood, Luna watched as all traces of weakness and weeping had ceased, to be replaced by the steely resolve of a ruler. In a quiet voice Celestia said, "If they are indeed on their way then we must ready ourselves. Send word to Twilight. Tell her and the other elements to assemble along with the leaders of the Human delegation that first met with us and give them the means to come to the castle immediately."

"Of course," Luna replied as her sister began to walk out the door, "Wait, Tia, what are you going to do?"

Celestia stopped at the door to her bed chambers but did not look back. "I'm going to send a letter. Three in fact," she said in the same low voice. And with that Celestia walked out of the room leaving a puzzled Luna behind.

Golden Oaks Library: Ponyville

Twilight awoke with a sudden jerk and a grunt. She rolled over in her bed to look out the window for a few seconds then groaned and began to extract herself from her wadded up bed sheets.

"Ugh, what a night," she said as she slowly clambered out of bed. She looked to the foot of her bed to see Spike still sleeping and as quietly as she could, made her way to the bathroom. She turned on the light and the water in the sink, frowning at her disheveled appearance reflection staring back at her. "Geez, I haven't had a dream that weird or... scary since I was a little filly." Twilight thought as she used her magic to start brushing her mane. She quickly finished up and trotted downstairs, each hoof fall producing a muffled clunk on each worn smooth step. She trotted into the small kitchen area at the back of the library and began to rummage through the cabinets looking for something to eat.

"Alright, let's see here... bread for toast, some apple butter, a day old banana nut muffin, and some cereal, heh, the breakfast of champions isn't it." Twilight chuckled to herself with a note of sarcasm in her voice as she floated everything over to the small table in the middle of the kitchen. She sat herself down, poured a bowl of cereal and began to eat with a very indifferent look on her face. The sound of her munching away at her breakfast was all that could be heard until a loud belch and a groan echoed from upstairs. A few seconds later Spike came trudging down the steps bleary-eyed.

"Why in the world (YAWN) is Celestia sending mail this early?" Spike asked as he handed over the small roll of parchment to Twilight and proceeded to grab the yet to be eaten muffin off of the table.

The violet unicorn eyed him and then her poor muffin and said "You're welcome."

"Thanks" Spike choked out around the glob of banana nut goodness.

Twilight rolled her eyes and looked at the parchment scroll that bared the official seal of the Royal Sisters. She quickly took the scroll in her magic, broke the seal, and read the short note.

Dear Twilight,

I urgently request the presence of the Elements of Harmony, as well as the leaders of the Human delegation, in Canterlot Castle as soon as possible. This parchment contains a mass teleportation enchantment. Get everypony together, draw a circle in the earth around the group and set this letter on fire and the spell will take effect immediately.

Luna

Twilight spat out the mouth full of cereal she had been chewing on and rushed out of the kitchen to the front door, which she threw open with her magic. Stepping outside, she disappeared in a flash of light and a loud pop as her teleportation spell took effect.

Spike watched her leave with a raised eyebrow, shrugged and continued to munch on his muffin. He turned back around to the kitchen and groaned at the mess that was left.

Her breakfast forgotten, Twilight quickly teleported all around Ponyville to each of her friends' houses, banging on each door till they answered and giving them all the same message: "Meet me at the library, it's urgent!" before teleporting off again.

"Alright, that's all the Elements, now to go get the humans." Twilight floated herself down from Rainbow Dash's house. "Now just to teleport to the human base." Twilight was beginning to breath heavily from the magical exertion she was putting herself through and a sheen of sweet formed on her forehead and began to drip down into her eyes, making them sting. With another loud pop she disappeared.

When she reappeared in front of the human base she very nearly fell over but managed to regain her balance on her shaky legs. Gasping for breath, she yelled out to a nearby guard, "Quick, I need to speak with Luke and John!" The guard recognized Twilight almost immediately and escorted her onto the base. Soon Luke and John were assembled around Twilight as she let them read the letter.

"Alright, well, let's get going then, we haven't had anything to do for a while now." Luke said as he handed the scroll back to Twilight and he and John began to jog in the direction of Ponyville and the library with Twilight bringing up the rear.

"Sorry I... can't teleport... us all..." Twilight gasped, "But I... can only take... a certain amount... of mass with me."

"It's fine," said Luke over his shoulder. "besides, it's not that far from what I remember anyway."

Outside the Golden Oaks Library

Luke and John shortly arrived at the library with Twilight huffing and puffing just behind them. Rainbow Dash swooped over and said, "Hey, egghead, what's with the early morning meeting huh?"

"No... time... to explain," Twilight gasped as she began dragging her hoof in a circle around the group in the soft earth. She quickly made sure everyone was inside the circle and, once satisfied, pulled the letter out and quickly set it on fire with a quick burst of magic. The large circle began to glow with a dull white light that steadily got brighter until they could hardly see and made John's face plate transition to its maximum polarization.

Then with a sudden, very loud crack all that were in the circle vanished, nothing but a small wisp of magic left behind in the air.

Canterlot Castle Throne Room

With another loud crack the group appeared in the throne room directly in front of Celestia.

"Good, you are all here," Celestia said as she stood from the throne and began to pace back and forth in front of them, her manner unusually agitated to those who knew her. "Twilight, the rest of you as well, tell me, did you have a vivid dream or nightmare last night?"

"Uh, yes, Princess, I did," Twilight said, a little confused by Celestia's abruptness, "But I don't see what that has to do with anything."

Celestia stopped her pacing and looked at the group fully for the first time since their arrival.

"It has to do with Equestria's very survival." she said quietly and then a little louder she said, "Luna was on guard last night like she always is, but this time it was different. She reported that many ponies, especially powerful magic users, all over Equestria seemed to have extreme nightmares last night. Even I was not immune to them," she shivered. "She also reported strange goings on with animals fleeing in every direction, leaving populated areas as if they were no longer safe. In short... we fear that the ones the Humans are at war with are now close at hoof," she finished looking up at Luke and John.

"That... is a very real possibility," Luke said grimly. "And if they come... they will attempt to kill us and anyone who attempts to assist us."

Celestia nodded solemnly as she turned to walk back up to the throne. As she sat back down she spoke again, "If what I saw in my nightmare is even remotely possible, and from how you have described the Covenant it seems very likely, we must stop. It. From! HAPPENING!" She yelled as she slammed a hoof down on the arm of the throne, startling all present. Neither her guards nor the element bearers had ever heard their Princess raise her voice like that before.

Quickly recomposing herself, Celestia cleared her throat and evened her breathing. "A program has been enacted for the defense of Equestria, and military bases in every Equestrian city are on high alert and readying themselves for war." With that, she turned to John and Luke and asked, "When they do come, when they get here, can Equestria count on the Humans to assist?"

The large armored Spartan answered, "Of course, it is our responsibility, given we accidentally led them here. We will fight with you."

She nodded in satisfaction. "Good, now we must all prepare. I will send you all back to Ponyville and when you arrive, visit Ms. Vinyl Scratch. If we are to go to war we need the most advanced weapons she has."

That caught all the ponies attentions. "Whoa now. Yer tellin' me Vinyl Scratch... tha DJ, has weapons?!" exclaimed Applejack suddenly, giving voice to what they were all thinking.

Celestia nodded once again, "Yes. In fact, I commissioned her to build them, both lethal and non. She is Equestria's foremost expert on acoustic weapons."

The group just stood there, mouths agape. The news that Ponyville's own resident DJ was actually an advanced arms developer was shocking to say the least.

"Now, I bid you farewell and safety in the time to come," Celestia said as her horn and eyes began to glow with magic.

"WAIT! Princess! After we meet with her then what?" asked a bewildered Twilight, What do you want us to do? Where do you want us to go?"

Celestia looked down at Twilight with her eerily glowing eyes and said simply, "To war."

With that, the entire group was surrounded by a beam of warm light from Celestia's horn and once again with another loud crack they were gone.

Ponyville: Home Of Vinyl Scratch

The group reappeared just outside of a normal looking house in Ponyville. Still a bit disorientated from their return trip they stood there for a few seconds trying to get their bearings.

"Well, at least Celestia's aim is pretty good," said Rainbow Dash as she motioned to the house in front of them. "That's Vinyl's and Octavia's house alright... though how those two can room together is beyond me, they're complete opposites."

"I know, right! Man, Octy just doesn't understand the power of the wubs," A voice said from behind the group. They turned around in surprise to see none other than Vinyl Scratch, wearing her trademark sunglasses and a pair of worn, military style, saddle bags.

"Welp, you guys are probably here for a reason, so come on in." Vinyl invited as she walked around the group and unlocked the front door to the small house.

The group followed her inside, but the low doorway made John and Luke duck to get through.

"So, what brings you to my neck of the woods, eh?" Vinyl said as she used her magic to shut the door and float her saddle bags onto a hook.

"Princess Celestia sent us to, uh, ask you about, acoustic weaponry? Twilight said hesitantly, still having a hard time believing it.

Vinyl paused for a second with her back to the group as she lifted her sunglasses from her face and put them on top of her horn to reveal her near blood red eyes, Their shade and sudden intensity causing both humans and ponies to shy away ever so slightly. As she slowly turned around her voice changed to a lower, and much more serious note. "Well, that explains why the two humans are here. What were your names again? John and Luke?" The pair nodded.

"Welp, Celestia asking you to do this can only mean one thing," she said, her voice equal parts grim and excited. "Operation Midnight's Light has gone into full effect and she is expecting something very bad. Come on down into the basement, I'll show you what you need."

As Vinyl Scratch lead the group deeper and deeper underground, lights began to flicker on along the bottom of the stairs and along the sloping ceiling, revealing dark grey metal walls. When the stairs finally ended they had arrived at a very solid looking metal door. Vinyl Scratch walked up to a small protrusion on the door frame and gently touched it with a hoof. A small panel slid open to reveal a scanner of sorts. The DJ put her right eye up close to the scanner which immediately recognized her retinal signature and slid back into place as a voice filled the small hallway.

"Retinal pattern accepted, voice key required."

"Vinyl Scratch and trusted guests," Vinyl replied.

After a few seconds of silence the electronic voice came back and said, "Welcome back Ms. Scratch and guests, please proceed."

There was a sharp hiss and metallic clank as the large door ahead of them slowly slid away to reveal a large and rather spacious laboratory. Vinyl Scratch trotted in and grabbed a lab coat hanging just inside the door and put it on.

Twilight and the rest slowly followed her inside with mouths agape in wonder at all the technology in one room. Even the two humans were impressed at what they saw, finding the lab to be a near equal to Office of Naval Intelligence lab. The door they had just entered through closed with a soft thud with several more noises coming from the large locking bars that slid into place in the door frame.

"Well, guys, here ya go, Vinyl said, gesturing to racks upon racks of weapons all around the room. "I've got sonic blasters, cannons, traps, mines, a few electromagnetic pulse bombs that I got from a buddy of mine in Manehattan, sonic grenades, you name it, and it runs on sound, then I got it!" Vinyl said with a large smile.

"Wow, this is so awesome!" Rainbow squeaked as she flew around the room looking at all he various high tech weapons and gadgets.

"Darn right it is, look at all this stuff," Applejack said as she and Fluttershy trotted over to a large tube full of some sort of blue liquid to examine it.

"I know right!" Pinkie Pie yelled from behind the tube while the liquid inside wildly distorted her head causing Applejack to jump backwards in shock and Fluttershy to nearly faint.

"I must agree, this is all rather fantastic but I think they are a bit bland if you ask me, with all the blue and white," Rarity said as she trotted next to Twilight

Twilight was as amazed as any of them at all the strange things in the room, but something in particular caught her eye.

"Um, Vinyl, are those... the elements of harmony?" she pointed to the corner of the room.

"Huh?" Vinyl said as she looked up from showing Rainbow and Pinkie one her best Bass Cannons.

"Oh, heh, yep, they sure are," She confirmed as she walked over to the large impact resistant cube that housed the Elements. "Celestia gave them to me to do some research on them. As it turns out there are several myths about the elements and their full power. All of these legends from all over Equestria each tell a slightly different story on what the extent of their power is but, they all share one thing in common..."

"And that is?" Rainbow Dash prompted.

Vinyl turned her red eyes on Rainbow. "That In Equestria's darkest hour the Elements' full power will be revealed. I still can't figure out what that means yet, but the weird thing is, lately I've been noticing some odd energy fluctuations emanating from them and the energy levels are constantly rising."

A small alarm began to chirp. Vinyl looked down at the base of cube where it was sitting on a small bench.

"See, the energy levels just spiked aga..." Vinyl was interrupted by another alarm and another until the room was filled with an ear piercing wail of several of sirens going off at once.

"What's happening!?" Twilight shouted over the din.

"I...I don't know!" Vinyl shouted back as she looked at several readouts and monitors surrounding the Elements all of which had bars, lines, and gauges all showing red.

John suddenly jumped from the back of the group, grabbed Vinyl away from the readouts by the collar of her lab coat just as the clear cube shattered sending sharp shards of hardened plastic in all directions. Most of the shards that went flying towards the group of ponies and Luke were blocked by John, whose shield was very nearly drained from the forceful impacts.

"Whoa... thanks dude! You have no idea how badly that would have ruined my day." the DJ said as the large armored human set her back down.

When all present looked back to where the elements had been, they were almost blinded by a bright white light. As the light dimmed they could make out each of the five Elements slowly revolving around the sixth. Each of the Elements slowly floated over to their respective owner and put themselves on their necks and Twilight tiara on her head. Something was different this time though. As each Element made contact with its owner, there was sounds of metal scraping against metal and several pops and screeches and they could feel something begin to cover their bodies and suddenly none of them could see as all finally went quiet.

"Whoa, so THAT'S what the legends were talking about!." Vinyl said breathlessly.

"What are you talking about?!" shouted Twilight, her voice heavily muffled as she struggled to move but couldn't. She could feel a sort of suit of... something surrounding her but she still couldn't see what it was and could only assume her friends were experiencing something similar because of their panicked cries.

"Everypony, calm down!" Twilight yelled and the room went silent.

"Thank you, now let's ju..." before Twilight could finish the room in front of her became visible once more and words began scrolling before her eyes.

INITIALIZING BOOT PROGRAM...

INITIALIZING LIFE SUPPORT SYSTEMS... DONE

CALIBRATING THERMAL AND MOTION SENSORS... DONE

SCANNING FOR DAMAGE... NONE

INITIALIZING SUIT ENVIRONMENTAL COMPENSATORS... DONE

INITIALIZING SHORT AND LONG RANGE COMMUNICATIONS... DONE

INITIALIZING SHIELD CHARGE SEQUENCE 3... 2... 1... CHARGING... DONE

INITIALIZING NEURAL PATHWAY LINK 3... 2... 1... DONE

INITIAL BOOT SEQUENCE COMPLETE... BRINGING H.U.D. ONLINE NOW.

As Twilight stood motionless, she felt very hot then extremely cold as the suit said it was initializing its environmental compensators. Then when it said initializing neural pathway link she felt pin-pricks all over her body especially along the back of her neck and spine. As it finally finished the H.U.D. as the suit called it, flickered on and it displayed several statistics about her health, the suits functionality, and the outside environment. Another line of text scrolled across Twilight's eyes,

UNLOCKING ARMOR IN 3... 2... 1...

As soon as the counter hit one Twilight found she could move again, but her simple attempt to walk resulted in extremely over exaggerated movements and caused her to topple over as the suit magnified her movement several times over.

As she gingerly picked herself off the ground she caught sight of her friends, each with a set of armor that she could only assume looked like hers but each had subtle differences. Rainbow's and Fluttershy's suits were very slim and looked to have very minimal armoring but Applejack's armor was the exact opposite, with heavy armor all over and some especially powerful looking back legs. Pinkie's looked like it was in the middle ground along with Rarity's and Twilight's in armor, but her's looked to have many ports, pouches and canisters all over it. Twilight's and Rarity's horns seemed to be connected into their suits as well.

"Whoa, this is amazing!" Vinyl Scratch whispered as she walked around Twilight and the others as she swiped a camera from a near by bench and began taking pictures. "Hehe! Alright! Wait till I tell Celestia and Luna about this. They are gonna freak! I might even get funding for years to come now! WHOO-HOO!!!" Vinyl raced to the door, impatiently waited for it to open and ran up the stairs at a breakneck speed.

"Well, that was... interesting," Twilight said as she rolled her eyes with a small smirk.

"This is impressive," John said "Your armor looks very similar to my own. I'm sure Doctor Halsey would love to get her hands on one of those suits."

"You know she would." Cortana said through his suits speaker. "Hell, she'd probably want to get her hands on those elements as well."

"Alright, uh, can anypony really move yet without falling over?" asked Rainbow Dash, who was in the process of picking herself up from the floor for the third time.

"Not really." said Applejack as she attempted to take a step forward but only succeeded in doing an awkward face plant.

A soft whimper emanated from within Fluttershy on the ground followed by "It's got me! It's got me!" As soon as the H.U.D. in her helmet said that the armor was unlocking she tried to bolt to get away from the weird sounds and sensations but only managed to make her situation worse by immediately tripping on her own hooves. At which point she landed squarely on her back and try as she might she could not get up and could only flail her limbs.

"Fluttershy, calm down sugar cube," said Applejack as she very slowly pushed herself up off the ground, "nothin's got you. Just stop kickin for a second and calm down."

"A-alright." Fluttershy sniffed as she stopped attempting to run upside down and tried to cam herself.

"Oh my," Rarity said as she slowly twisted and turned this way and that admiring her sleek and brilliant white armor. "Oh, I do believe I am getting an idea for next seasons collection... not to this extent mind you but still, I think I can bring stylish armor esque fashion to the masses. Ooooo! maybe Celestia and Luna will even let me design the Royal Guards new armor as well. Eeeeek!" Rarity bounced happily in place at the thought.

"Oh wow, this is so cool! just imagine how useful and fun this is going to be when I'm planning a party!" Pinkie Pie shouted as she literally bounced off the walls and all around the room, skillfully avoiding possible collision after collision.

"Pinkie... how are you already moving around so easily?" Twilight asked with more than a bit of confusion.

"I dunno," Pinkie said as she finally came to a stop in front of Twilight, "It's like this armor knows what I want to do before I even know I want to do it. Kinda weird but really really neat!"

Twilight just nodded and decided to rank it up there with Pinkies other odd skills and abilities. "Ok, it looks like we are just going to have to get used to these things a little bit at a time. I just wish that I could get this helmet off..."

As if in response to her thought, the helmet of Twilight's armor broke apart with a hiss of escaping air and retracted, revealing her head.

"Ah, well, that's a little better," as she scratched at an itch that had been forming on the tip of her nose. A sudden thought occurred to Twilight. "Wait a minute, if the helmet responded to my thoughts, then what's stopping the entire suit?"

Twilight scrunched up her face in concentration and a few seconds later the entire suit had disengaged and retracted back to just her tiara.

"Hey girls, just think of the suit going back to your element." She yelled out to the rest of the elements.

They all did so and soon each of them were out of their armor and only wearing their now slightly glowing Elements.

"Alright, now, gather some of the weapons here. We'll come back for the rest when Vinyl gets back from... where ever she ran off to." Twilight said.

When they finally left Vinyl's house with a few loads of weapons it was it was once again getting later on in the afternoon, and they all agreed to meet at the library to deposit all the things they had gotten.

Twilight went back to Vinyl's house later on that evening to check and see if she had returned. The violet unicorn knocked on the door but this time was greeted by Octavia.

"Oh, hi Octavia, is Vinyl Scratch back yet?"

Octavia nodded and said, "Yes, she just got in about an hour ago actually, she's been ranting non-stop about funding and awesomeness and the like. I can already tell I'm not going to be getting any sleep tonight with her making such a ruckus in her room. Anyway, I'll go and get her for you."

Octavia trotted away from the door a few steps cleared her throat and yelled up the stairs, "Vinyl! Twilight is here to see you! Get your neon colored flank down here!"

"Alright, be there in a sec!" Vinyl yelled back, "Keep your bow tie on granny!"

Octavia rolled her eyes and trotted back to the door, "She'll be down in a moment."

Twilight gave a small smile and said, "Wow, I didn't know you could yell like that."

"Ah, that? Well, let us just say that being assertive has it's perks in being first chair cellist."

"Hey Twi, what's up!" Vinyl Scratch shouted as she squeezed past Octavia, squishing her into the door frame. Octavia, with a grimace at her house-mate turned and trotted into the house and turned a corner out of view.

"Well, I was just coming by to see if you were going to need any help getting the rest of those weapons delivered to the other military basses."

"Oh, naw, I got it covered already, they've already been shipped out."

"Really, all of them?" asked Twilight, who was quite impressed that Vinyl had already moved so much equipment.

"Yep! Celestia put a quick deployment system in where I push a button and several teleportation spells activate and clears out the entire place."

"Oh, well, ok then. Thanks for everything Vinyl." Twilight said.

As she turned to go Vinyl called out to her, "Wait, before you go, I need to tell you something." The sudden seriousness in Vinyl's voice made Twilight stop dead in her tracks and turn to face the DJ once again. All mirth and lightheartedness had drained her face and eyes, leaving only cold determination in its place.

"W-what is it?" Twilight asked, now slightly afraid as she took a small step backwards. Ponyville's DJ suddenly looked quite scary with the setting sun seeming to set her blood red eyes on fire coupled with the fierce expression on her face .

"Like I said, if Celestia has taken this course of action, whatever it is she is preparing for... it's going to be bad. When it does hit you guys stay safe out there, alright. I'll join up with you as soon as I can when it when it all goes to tartarus."

"A-alright, we will, you stay safe too, ok. Don't do anything to reckless."

Vinyl snorted out a small chuckle and said, "I can't make any promises, but I'll try."

They pulled each other in for a quick hug and then parted ways, Vinyl retreating back into her house and Twilight making her way back to the library and a much quicker pace now.

Covenant ship: Truth and Reconciliation

"Drop us out of slip space," Lat 'Ravamee growled.

The massive ship slowly decelerated as it tore a hole back into normal space.

"Ship Master! The human ship is dead ahead and closely orbiting a nearby planet. Long range sensors show the planet to be inhabited. Advise activating cloak and reporting back to the carrier."

"Agreed," Ravamee said as he began pacing the bridge. "Send a slip space message pod with our coordinates. And be sure to heavily encrypt it. I don't want to have to deal with those blasted apes the prophets seem to love so much figuring out where we are."

"Yes, Ship Master," his communications officer acknowledged.

"Now, make a course for the planet and establish a holding pattern just beyond its moon."

"Yes, Ship Master!" the entire bridge said as they began to feverishly work.

"Soon, vermin, very soon, you and all who shelter you shall die," Ravamee thought as he stood on the bridge and watched his subordinates carry out his commands.

Author's Note

Alright, here y'all go. I... must apologize for not updating this in forever. I just kinda lost the motivation to write for a little while, but that looks like it's over. I honestly don't know how some of y'all going to react to this chapter because of the whole ponies actually having secret advanced tech thing, but this is sort of just how it plays out in my head. That it would be hidden by Celestia just to keep things simple and all. Anyway, enough of my rant. I'll try to get the next chapter up much quicker than this one. And thank you to all of those who have stuck with this story even through that long pause.

THE END

I am sorry for possibly getting your hopes up about updating the story but sadly I will not be able to continue it and to be honest I don't think I will ever be writing like this again, I promise it was not any of y'all's doing that has driven me away. I have just completely lost interest in writing fanfiction (and I'm sure more than a few of y'all can agree with me on this, I suck at writing.) Heck, I have even lost interest in even reading fanfiction for the most part since my favorite story stopped updating.

Long story short, unless someone else picks it up in the future this fic is, unfortunately, dead. Again I apologize for not doing this sooner and dragging this out thinking maybe I'll get back to it. Thank you for all the support everyone has given me through out this short little journey.

Good bye and good luck friends.