Permission to FREAK OUT!? (sequel to Lost, on the heat of battle. a TF2 and MLP crossover.)

by heavy weapons brony

Rating: teen
Tags: Adventure, Random, Derpy Hooves, Crossover, Main 6, Gore, My Little Pony: Friendship is Magic, Dark, Comedy, Cutie Mark Crusaders
Length: 22966

Soldier has built a machine that will allow his to return to Canada (Equestria) so he can carry out his revenge against them. but somthing goes freakishly wrong!

Soldier has spend days working on a machine that will transport him to Canada (Equestria) once again! but when he shows the rest of his team the machine, somthing goes horribly wrong!

now equestria (with the aid of Scout) will have to defend itself against this new, freakish, threat.

Let me burst your bubble off the bat, the team is transported to regular equestria in their (almost) human forms, i will explain why but for now thats just how it is. Teen for suggestive jokes same as before no shipping or clop just good unaltered randomness, god i wish i knew where i put those brakes.

Oh well.....

Published 2014-04-07 02:30:03 UTC
Last updated 2014-08-16 21:20:42 UTC

Oh NO!

Painis Cupcake dived for Scout, but He was too fast, Scout dodged to the right.

Panis Cupcake missed scout and landed in the dirt, He got up and turned to Scout.

“CUMHERE SALLY!” Panis cupcake Shouted as he dived for Scout again.

Scout dodged right into a tree, he bounced and fell right into Painis’s grasp.

“I will eat you!” Panis Raised scout to his mouth.

“NONONONOOHMYGODOHMYGODOHMYGOD!” Scout shouted as struggled to escape.

“SOUPCAN!” a gruff voice rang out as somthing tackled Panis causing him to drop scout.

Scout landed on this back, he got up and found what had tackled Panis.

Its was Demoman, but something was wrong with him, he floated in the air while he flailed he arms about and shouted drunken nonsense.

“IIIIIDDDDOOoNnnnDDT EEEVVVEn wAANNNNA KNNNOOWW! *BEEEELLLLCCHHHHH!!!” Demoman sputtered.

Panis cupcake emerged from where he landed, he let out an ear shattering scream and became ubercharged all on his own, then he charged freak Demoman.

"Dic Soupcan? Panis Cupcake? you guys are back?" Scout thought out loud.

Scout decided not to watch the fight, if he was going to get his teammates back, he was going to have to have help.

Scout sprinted a few feet from the fight, scanning the ground for more of his teammates, then he heard the tattletale noise of Engie working on a project, Scout sprinted in the direction of the noise and came upon Engie working in a clearing.

Scout dived into a bush, Like demoman, something was very wrong with Engie, mouth was vertical, and his lips had been stretched so far they nearly touched his belly button and formed a very suggestive shape.

“Vagineer?” Scout said to himself.

(Damnit scout, i was trying to be subtle)

He was pounding away at a sentry gun and dispenser that he had just upgraded both to level three.

“WOOOOWEEEYEIPPEEEHUUEEUPPP” Engie shouted as he danced to express his pride in his newly constructed nest.

Then Scout saw Heavy break through the tree cover and wander near Vagineers buildings.

“POOT!” Heavy shouted, Heavy waddled while he walked, he also had his arms folded behind him like he was performing the chicken dance, and lastly his lips formed a kissy shape, but his lips were huge, and formed a beak.

“Hrrrr…..” Vagineer was obviously not pleased with this pest entering his territory, he changed his dance to one that warned that he was about to defend his territory. He pulled out his wangler and pointed it at the Pootbird, his sentry erupted in minigun and rocket fire.

“AAAAAAAHHHH!!!!!” Pootbird shouted as bullets pelted his body, he quickly pecked the ground, causing a Sanvich to pop from the ground. He ate it in one quick “NOM” restoring his health, But Vagineer continued firing his sentry while uttering curses in Vagineez and dancing to express his frustration and the Pootbird continued pecking up sanviches to save himself.

Scout backed up, he was still going to find help, he continued slowly backpedaling hoping that at least ONE! of his friends was okay.

Then he bumped into someone.

“Its like Christmas morning……” A familiar voice mused.

Scout turned to find Sniper, staring at him with two huge knives in his hands with a very murderous look in his eye.

“Oh hey! sniper, you look okay, ummm….Your CBS” aren’t you?”

“Yep, and it looks like your next mate” Christian brutal sniper raised one of his large Knives to murder Scout, then stopped, he shuddered.

“EEERRRRAAAUUUUUUGGGG!!!!” CBS screamed, arcs of electricity jumped through his entire body.

“Ha Ha Ha Ha!” Spy uncloaked behind him, But even spy was wrong, his slim body was now vastly overweight, he had changed into a form known as Fat Spy.

Fat spy then walked around CBS who continued flailing about and screaming.

“I”m going to gut you like a One-eyed mush mouth freak!” Fat spy pulled his butterfly knife and advanced on Scout.

CBS used his knife to cut the Electro Sapper from his back then stopped screaming. Fat spy turned around, and was greeted by a knife skillfully thrown into his face.

“OOOOOOOOOOOOHHHHHHHHHH!!!” Fat spy screamed and fell to the ground dead.

“AHA HA HA HA! thats apples mate, I can do this all day!” CBS pulled the knife from Fat Spy’s body.

CBS smiled and advanced on scout, Both where stopped when the sound of electricity crackling filled the air.

It was Fat Spy, he uncloaked and held up the Dead Ringer for CBS to see and gave him a mischievous smile. Then promptly flipped CBS off and hobbled away into the bushes.

“EEEEERRUUUUUUGGGGGHHHH!!!!” CBS screamed in frustration, then ran into the forest in pursuit.

Scout just stood there, dazed.

“WHAT THE HECK JUST HAPPENED!?”

Scout shook off his daze.

“Help, save, friends” Scout stated to himself, he turned his head, he saw another clearing a few yards away, He sprinted to it.

Scout broke through the tree line, he was now in a vast valley, and at one end he could make out something that looked like a very colorfully painted town.

Scout raised his foot to take a single step, then fell flat on his face.

“UUUUHHGGG” Scout groaned rubbing his head, He looked over to see what he had tripped over.

A steel bucket lay next to him in the grass, Scout picked it up. “Who would leave a steel bucket,.....”

Pyros masked head popped from the mouth of the bucket along with is asbestos gloved hands.

“HHHHHHHHMMMMMMMMMMMMMMPPPPP!!!!!” The bucket yelled.

“AAAAAAAAAAAAAAHHHHHHHHHHHHHHHH!!!!!” Scout yelled. And dropped the bucket back on the grass.

The bucket landed on its side, then righted itself and scuttled around on the ground.

“Scuttlebucket?” Scout asked, then scratched his head under his cap.

“HUUUMM-UUMM (Ah-huh)” Scuttlebucket muttered then leaped straight for Scouts head.

Using his fast reflexes scout pulled out his Sandman and hit Scuttlebucket mid flight, causing him to fly back into the forest.

“UUUUUUUUMMMMMMMMMMMMPPPPPP!!!!!” Scuttlebucket yelled, vowing revenge.

Scout let out a breath, today, had been one crazy day, well atleast he found a city, now all he had to do was,...

“MMEeeeeeeeeeeeeeeeEEEEEEEEEEEEEEEEEEEEEMMMMMMMM!”

“OH come on!” Scout shouted to the heavens, as he spied a Meemcopter pop from the trees.

The Meemcopter caught sight of Scout and made a beeline for him.

Scout started to sprint towards the town, as he ran Scout dug through his pockets.

“MEEEEEEEEEEEEEEEEEEEEEEEEEEEMMMMM!!!!!” The Meemcopter chouted as it dived for scout, intent on picking him up and feeding him to his young.

Scout then found what he was looking for, a crumpled dollar bill, Scout threw it back towards the forest.

“MMMMMMMMMEEEEEEEEooo! Money!EEEEEEEEMMMM” The Meemcopter changed course and flew back towards the forest.

Now free from all of his former teammates Scout concentrated on reaching the small town ahead of him.

After about 20mins of running, Scout had reached the small town, it was now getting dusky Outside.

Scout observed the town, it looked like any normal town, except that it was brightly painted, Scout guessed it was some sort of cultural thing.

For you see Scout had never been to canada before, He didn’t know their customs.

He came upon the only building in town with a light in the window.

It i was a hollowed out tree, Which was kinda cool, just like sniper who ever lived here couldn’t just live in a normal house. Scout chuckled at this musings and knocked on the door.

The sound of very hard soled shoes echoed inside, then the knob rattled and scout came face to face with,

...A purple pony Pony.

Scout just stared.

The purple pony just stared right back.

After about 3 solid minutes of staring Scout broke the silence.

“Ya Know, this isn't the craziest thing that ever happened to me”

“Same here” The purple pony responded “Wanna just skip the who shock part of this interaction a start with introductions?”

“Yea”

“Princess Twilight Sparkle” the pony held out a hoof.

“I am da scout” Scout stated and shook the pony’s hoof.

“I can only assume you're here because some sort of evil has emerged and is now threatening all of Equestria” Twilight Sparkle asked.

“Yea ya got that right” Scout confirmed.

“UUUHHHGGG!!! what is it? tuesday? seems about right” Twilight groaned.

Author's Note

Okay, here it is, my long awaited sequel to my most popular fic.

Please Please tell my of any grammer issues so i can fix them! i think i got this down pretty pat.

so, tell me what you think of this premise!

Ps all fortress freaks belong to their owners and creators. if you are confused about any fortress freak refer to this wikpage

Oh Sweetie Celestia NO!

Scout sat on the chair provided for him while the council of ponies before him debated on what to do.

“Well I say the first thing we do is write the princess,” A orange mare by the name of Applejack suggested.

“NO! she can’t find out about this, she can’t know that somepony she named a princess can’t handle looking after ponyville,” Twilight interjected.

“Well then, how do we stop them by ourselves?, your new friend here said his team fought them for months before they got rid of them,” Applejack retorted.

All six ponies turned to Scout.

“Well uuumm, we did fight them for a while, but then we found a “cure,” well “cures.” Scout assured.

“Well what are these “Cures” exactly?” A marshmallow Mare named Rarity asked Scout.

“Well that depends, the cure for Fat Spy is a dose of Mad Milk, so we should go after him first” Scout answered.

“Whats Mad Milk?” A Rainbow maned pony named Rainbow Dash asked.

“Its this” Scout answered pulling a bottle of Milk from a bag he had slung across his shoulder.

“Well, what makes it mad?” Rainbow asked.

“Ya know? I’m not quite sure.” Scout answered scratching his head.

“So, you have fought these before?” Rarity continued.

“Yeah, each of them has got dere own weakness, and Fat Spy is by far the easiest, I used to take those knuckleheads out by the truckloads, their slow and sensitive about their weight so all you gotta do is insult them and give’em a bottle of this stuff right to the face.” Scout said with a bit of confidence while Pointing to the Mad Milk.

“Well now that we have a plan, we can go after them tomorrow, you said that they were in the everfree? I don’t expect any of them to find their way out tonight.” Twilight said as she checked the tree line of the everfree through a window.

“Naw, the best thing about freaks is that dere not to bright, you guys,...a,...I mean ponies, should be just fine,” Scout scanned the room as several ponies got up to leave,” Aaaaa, I got just two questions for you guys though.

“An what would those be?” Applejack asked.

“One, who is she” Scout pointed to a quivering mass of butter colored fur in the corner.

“Oh, thats just Fluttershy, all this talk of monsters from another dimension probably got her scared” Applejack answered.

“Okay, one more thing, wasn't dere six of you here like, two seconds ago?” Scout asked.

All the ponies collectively scanned the room and realized that indeed one of them was missing.

“Ohmygosh! where's Pinkie Pie!? you don’t think any of those monsters made it to town yet do you?” Rainbow asked in a worried tone.

“Well the only thing it could be besides that,” Applejack began, “Reasoning being, seeing “Scout” here is new to ponyville, she scampered off to prepare,....”

“A PARTY!” A overly pink mare popped from the ceiling along with a collection of balloons, confetti, streamers, and a banner that read “Welcome to ponyville Scout the human!”

Scout screamed and fell of his chair while the others screamed “PINKIE NOT NOW MONSTERS ARE GOING TO EAT PONYVILLE!”

“They ARE!? I better change my banner!” Pinkie then grabbed the banner and hid back into the ceiling.

“Uuug, Okay girls, i want all of you here bright in early in the morning,” Twilight announced, then turned to scout. “Theres a guest bed in the basement you can use, see you in the morning,...Scout” Twilight then began to ascend the staircase leading to the upper floor of the hollowed out tree.

“Yeah, goodnight” Scout said as he walked towards a door he assumed let to the basement, It did, Scout ascended the set of stairs and came upon a large room filled with a strange machine, by this time Scout had Enough to do with strange machines, he found the bed Twilight was talking about, he laid down on it and drifted to sleep hoping that one day, he would be bashing BLU bozos again.

“Don’t let go Daddy! 9 year old Scout yelled.

“I won’t mon soleil! just keep pedaling, I know you can do it” A soft males voice assured.

“I’m doing it! I'm pedaling! Scout shouted with joy.

“Your doing much more that that mon soleil” The Male voice said.

Then a gloved had appeared in front of Scouts face, showing that nothing was holding the bike up and that he was balancing all by himself.

Scout turned to see a tall man in a red pinstriped suit and a red ski mask smiling down at him as he rode along.

“I’m doing it Daddy! I’m doing it daddy!” Scout yelled back to his father.

“NNNNNNNNOOOOOOOO!!!!!!” Scout awoke with a start, “Spy is not my dad Spy is not my dad,” Scout began repeating to himself.

“Whoa, are Okay?” A young voice asked Scout.

Scout stopped slapping himself and looked out in front of him.

A small green and purple Dragon of sorts stood in front of him.

“Aaaa, yeah” Scout said dumbfounded.

“Twilight told me we had company, so i came down here to see of you wanted breakfast, Aren’t you a little small to be a diamond dog? and wheres your fur? or your ears?”

Scouts mood turned sour after his pride took a hit.

“Hey! I ain't no dog! imma human! get it? H-u-m-a-m Huuuuumman!” Scout shouted and jumped from his bed.

“Okay Okay sheesh” The dragon said defensively “Anyway, breakfast is ready and the whole gang is here, by the way my name is Spike.”

“I am da Scout” Scout said proudly.

After a meal of oatmeal (Just like mom failed to make) The whole hunting party left for the everfree forest each with a saddlebag full of supplies.

On their walk, Twilight decided to ask more about what they were looking for.

“So, what exactly does Fat Spy look like?” Twilight asked.

“He walks on two legs, and wears a bright red suit and mask, you don't have to worry about him though, all he does is run around and pull pranks, just don’t corner him,” Scout explained.

“What happens if you corner him?” Twilight asked.

“Well he’ll get really fat, and flies through the air, then carpet bombs us with exploding watermelons,” Scout explained.

“Exploding watermelons?” Twilight asked.

“Hm-hm-hm-hmmm, exploding watermelons!! thats going in the vault,” Pinkie yelled from behind them.

The group froze when the sound of a shotgun cocking over and over again.

“Hide! NOW!” Scout shouted.

The group by now had reached the treeline, they hid among the bushes lining the edge of the everfree.

The Shotgun noises continued, they were followed by surprisingly upbeat music then the ponies of equestria got their first glimpse of a fortress freak.

Painis cupcake came into view, he was skipping along the treeline singing his song.

About the time Painis Skipped directly in front of where the Ponies and Scout were hiding, he stopped singing and skipping, and acted like he noticed something.

Fluttershy began holding back frightened sobs while the rest of the gang gave Painis Cupcake disgusted looks.

“Is that The one you're looking for?” Twilight whispered.

“No, we’re looking for Fat Spy, He’s Painis Cupcake, hes the strongest and most dangerous Freak of all” Scout whispered back.

“Well what ever he his he looks absolutely dreadful,” Rarity mused in an insulted tone.

“Quiet! we don’t have his cure yet, if he sees us we’re all dead!” Scout whispered loudly.

Painis wasn't paying attention, he was looking up to the sky,”I am Painis Cupcake” he yelled.

“Who is he talking to?” Twilight whispered to Scout.

Scout just shrugged.

Then a grey pegasus mare with a blonde mane flew lazily near Painis Cupcake’s eye-level.

“Well hey there Painis Cupcake! My names Derpy! welcome to ponyville!” The Wall-eyed Mare proclaimed, then extended a hoof to Painis.

Panis smiled, then licked his lips, “I will eat you!” He shouted, then shoved Derpy’s entire Hoof into his mouth and bit down,..hard.

Derpy screamed.

“Derpy!” Rainbow Dash screamed and charged Painis Cupcake, Knocking him over and causing him to spit out Derpy.

Rainbow Dash and Applejack Both held down Painis while Scout and Twilight and the rest surrounded Derpy.

“Ohmygodohmygoeohmygod! this is bad! this is really bad!”” Scout began to get frantic.

“Don’t worry Scout! the bite didn’t do much damage, and i can stop the bleeding with these bandages,” Twilight assured.

Twilight looked down at derpy as she floated bandages around Derpys injured hoof.

“I just don’t know what went wrong” Derpy stated through pained sobs.

“No! you don’t understand! she’s infected! she’ll turn into a freak like them!” Scout shouted.

The group of ponies all gasped, “When?” Twilight asked.

“Now!” Scout shouted pointing to Derpy.

“Just what the hell are you doing touching the Derp's goods?” Derpy asked, but her voice sounded more gruff and masculine.

The group looked down and saw Derpy had changed, her long Blonde mane had been cropped to a blonde flat top, a half smoked cigar stuck out of her mouth, a pair of dark sunglasses hid her Wall-eyes, she now wore a red tank-top and two ammo belts were strapped to her chest.

Derpy forcefully pushed Twilight away, the bandages fell, revealing Derpy had completely healed, Derpy let out a breath of cigar smoke and stared everyone down.

“I’m Derp Nukem, and I’ve come to do two things, Kick flank and chew muffins, and i’m all out of muffins” Derp Nukem said in a intimidating tone.

Then as all the ponies stared in confusion, Painis Cupcake threw off Rainbow and Applejack, He let out a piercing scream and became ubercharged all on his own.

Derp Nukem just raised an eyebrow at Painis “Get that crap outta here” Derp proclaimed then charged Painis.

Painis charged Derp Nukem, they both flew at each other and when they met Derp let loose a powerful uppercut to Painis jaw so powerful it canceled Painis’s ubercharge and staggered him.

“I’m not going to fight you, I’m going to kick your flank,” Derp said dramatically, then delivered a kick sending Painis flying back into the Everfree forest.

Derp smirked and flew into the forest in pursuit.

“No! we have to stop her!” Twilight yelled and started to run for the forest, but scout grabbed her tail.

“No! the only cure for freak is Mann.co tech, we have to get the rest of my team back then we can save her, besides She’s a freak now. She’s super tough and as long as she finds something to fight She’ll stay in the forest.

Twilight looked back at Scout with tears in the corners of her eyes, “Okay.”

Scout smiled “Okay now all we got to do if find,...” Scout was interrupted as a cherry pie slammed into his face.

“Blaaaa! Aw Jeez!” The Scout exasperated.

Scout looked up and saw Fat Spy standing in the tree line shorting with laughter.

“Suprise! a PIE!” Fat Spy proclaimed.

OH SWEET CELESTIA NOO!

Scout wiped the remnants of the pie from his face while fat spy continued to snort and cackle over the group of ponies and there mercenary friend.

“*Gasp! is that him!?” Twilight asked.

“Yeah, and he’s about to get his fat clock cleaned!” Scout yelled in spite.

Scout pulled out his bottle of Mad Milk and threw it at Fat Spy, just before the bottle hit Fat Spy he cloaked and the bottle collided with a tree. Despite being invisible Fat Spy continued to cackle and rustle bushes as he ran into the forest.

“Please tell me you brought more bottles” Applejack pleaded.

“Well no, but Mann.co bottles are rechargable, we just gotta wait but in the meantime, GET HIM!” Scout explained.

The collection of ponies (with some hesitation from Fluttershy) Ran into the forest in pursuit.

“How do you expect to find him?” Twilight asked.

“His cloaks gotta run out soon, remember! he’s sensitive about his weight, insult him as soon as you see him” Scout explained as the group Walked through the forest, keeping their eyes open for their overweight adversary.

Somewhere during that time, Rarity had walked a good distance from the group, she was too distracted by the dirty nature of the forest to notice that she wasn't near the friends anymore.

“Honestly I don’t see why they make the forest so dirty, its like they do it just to spite me, and the TREES, I mean really,........” Rarity stopped monologuing when she heard a soft noise behind her.

Rarity turned to see Fat Spy grinning wildly in front of her.

“Oh, hello there, good, um,...sir” Rarity said nervously, “Well, might i just say, that suit you have is simply divine!” Rarity proclaimed, resorting to flattery to keep her from being harmed by the quirky alien.

Fat Spy looked down as his torn, tree sap covered pinstripe suit and smiled. “Thank you!”

“Oh! well, you’re very welcome, now if you would just,....” Rarity was interrupted when the Fat Spy let out a loud belch.

“Umm, excuse you?” Rarity said a little disgusted.

Then Fat Spy began choking, and gagging.

“Aaaa, are you alright?” Rarity asked.

Then Fat Spy unleashed a gigantic wave of grotesque green vomit that coated every inch of Rarity’s body.

Rarity slowly wiped off her eyes with a shuttering hoof, then cautiously breathed in so as not to get the vile fluid in her mouth and simply breathed out,

“I’m okay,” then her left eye began to twitch.

The whole group attention was turned as the sound of Rarity’s scream shattered the forest, scrambling birds and shaking leaves from the trees.

“That sounds like Rarity! c'mon girls!” Twilight shouted then lead the group towards the sound of the scream.

“Aaa, I’m not girl” Scout explained, but was unheard as the group left him behind.

Scout caught up with the group as a Fat Spy bile covered Rarity broke through the bushes.

“EW EW EW EW EW EW EW EW” Rarity shouted as she scrambled around the group, as if she could run from the disgusting muck covering her.

“Somepony! stop her before she,...”Twilight started.

Rarity stopped running, her eyes rolled into the back of her head and she fell listlessly onto the forest floor.

“Does that.” Twilight said with a bit of annoyance.

Scout turned his head around, Fat Spy had cloaked again and his laughter reverberated around the band of ponies and the one human.

“Hm hm hm hm *Snort, he may be an evil alien freak from another dimension but, his laugh is just so infectious!” Pinkie Pie snorted then began bouncing in place.

through her bouncing Pinkie failed to notice Fat Spy uncloaking behind her, Before anyone could do anything Fat Spy placed a sapper on Pinkie’s back and laughed maniacally as Pinkie screamed and fell to the ground.

“You!,..” Scout began but was interrupted as Rarity spontaneously regained consciousness and pointed an accusing hoof at Fat Spy.

“YOU! UNCOUTH DISGUSTING GARGANTUAN PIECE OF FILTH! YOU OVERFILLED PIG! YOU PAUNCHY PORTLY BLUBBERY BEACHED WHALE! I WILL RID THE WORLD OF YOU TO SAVE CELESTIA'S SUN FROM BEING BLOCKED OUT BY YOUR ENORMOUS FLAB FILLED BODY!” Rarity then promptly fell back into the grass.

Fat Spy began sobbing, then looked onto Scout with a look of loathing and proclaimed “I HATE you!“ then continued sobbing.

Scout then heard a PING! from his Mann.co spytech bag and found his bottle of Mad Milk had recharged. Scout smirked and pulled it out and prepared to throw it, but was interrupted when Fat Spy opened his mouth and the noise of a vacuum cleaner filled the air.

Fat Spy began to inflate, he had gained another three feet in diameter and began floating up into the sky.

“Whats he doing!?” Twilight screamed.

“He’s entered airship mode! Take cover!” Scout shouted.

Fat Spy reached a good 40 feet in the air then From Fat Spy’s coat, a volley of watermelons fell to the ground below, violent explosions rang out everywhere.

Applejack grabbed Rarity and put Rarity on her back, then ran with the rest of the group.

As ponies ran by him Scout counted, “1,..2,..3,4,.5, Wait! we’re missin a pony!” Scout looked over and remembered Pinkie, Scout found her lying on the ground writhing in agony as the sapper pumped electricity through her body.

Twilight took two steps ahead before Scout put a sport tape wrapped hand in front of her.

“NO! you’re not fast enough!” Scout then shot out from the tree cover ran under Fat Spy bloated form.

"Who isn't fast enough!?" Rainbow argued.

“OHHOHOHO!” Fat Spy bellowed, then let loose another salvo of watermelons.

Scout’s attention never left Pinkies body, he jumped and dodged every fallen watermelon and came upon pinkie. Scout pulled out his Sandman and whacked the sapper clear from Pinkie’s body. Scout then slung Pinkie’s limp form over his shoulder and began running back to the group.

Another volley of melons fell, Scout looked up and noticed, several fell in front of Scout making a group too big to jog around, everypony gasped, except for Rarity and Pinkie for obvious reasons.

Scout double jumped over the group as they exploded, launching him and pinkie into the air.

Midflight Scout came upon another melon, Scout quickly whacked the melon with his Sandman, sending it flying towards Fat Spys face.

Gravity took back over as Scout realised how far from the ground he was, as he fell Scout dug through his Spytech bag and pulled out his Pretty Boy’s Pocket Pistol and landed on the ground completly unharmed.

An explosion ran out and Fat Spy screamed “OOOOOOOHHHHHHHHH!” then fell back to earth in his normal form.

Scout then stood heroically in front of the group of cheering ponies “Ain't no other class gonna do that!” Scout proudly exclaimed.

“Eeeewwwwaaggggg” Fat Spy exclaimed, standing up and rubbing his head from his fall.

Before he could do anything else, Scout whipped out his Bottle of Mad Milk and hit Fat Spy directly in the face.

“OOOOOHHHHHHH!!!” Fat Spy screamed and fell back to the ground.

Scout and the rest of the ponies gathered around Fat Spy's body, his overweight figure shrunk and Spy was soon back to his normal lanky self.

After a few minutes Spy began to stir, then his eye popped open, he sneered and held his head.

“Uuuugggg,......mon dieu” Spy sat up and looked around, and noticed the ponies surrounding him.

“Scout,....if you please” Spy began.

“Yeah Yeah, Solder’s machine sent us here, but thats not the worst part”

“Then what, pray tell, is worse than waking up in any little girls fantasy?” Spy Asked.

“Its da freaks Spy, they’re back, and they're here”

“Mon dieu, and was I?”Spy began noticing how dirty and stretched out his suit was.

“Oh yeah” Scout added.

“And what! is this?” Spy asked, as he got up and stood over Applejack’s back containing a bile covered Rarity.

“Thats Rarity” Applejack answered.

“Why is she? wait,..did I?” Spy asked.

“Yeah, ya did” Scout answered.

“Well” Spy said firmly and adjusted his tie “Repentance must be paid to this tarnished standard of beauty” Spy took Rarity in his arms “May someone please point me in the direction of her home?” Spy asked.

“Its called the Carousel Boutique, Go to town and find the library, can’t miss it and a huge hollowed out tree, its accross the street.” Twilight explained.

“Many thanks” Spy said, then turned around, squinted until he found the town, then started marching towards the town with the filthy fashionista.

“Wait! Spy!” Scout shouted.

“What?” Spy asked.

“We're going to get Vagineer next so” Scout began.

“Ah, say no more” Spy said lifting his hand, then pulled out his disguise kit, electro sapper, and butterfly knife. He then pulled out his revolver, then pocketed it again. “I’ll keep that, in case any of those freaks show up, now good luck my colleague,” Spy finished, then marched back towards town.

Scout looked down in his hands at the assortment of Spy’s tools “Hmmm, not usually my job, but” Scout then wielded the Butterfly knife and stabbed at the air “Spy does seem to get a lot of girls.”

“WHOOOOWEEEEEEELOLOLOLOLOLOLO!” a strange call rang out.

“What was that!?” Twilight asked.

“Its Vagineer, thats his call when he finds suitable prey” Scout explained, darting his head around looking for the next freak.

“What's suitable prey for a Vagineer?” Twilight asked.

“Small” Scout answered.

“APPLEJACK! SOMPONY HHHHEEEELLL-mmmmmmmmm!” a shrill young voice rang out.

Applejacks face went pale, “Thats mah sister!”

Author's Note

okay, just a word of warning, moneys getting pretty tight where i live (im 2 months behined on my internet) and my comps been acting up, so if i dissapear after this, you know the reason, im sorry its just the way it is, but i will do everything in my power to finish this fic, i'll go the the library if i have to.

hope you enjoyed this chapter.

You disgust me!

Author's Note

bit of a short chapter here, but i had to reliease SOMTHING!

anyway, hope it's not to boring, anyway heres a pic of spy without his mask and coat

just so you know.

You disgust me!

Engie had found Spy at carousel boutique and was explaining the situation with Applejack, Spy had stripped his coat and mask, showing his handsome, well aged face, and the collection of holsters for his equipment clinging to his red vest, white dress shirt and tie.

“So, what you are saying is we have been infecting ponies?” Spy asked Engineer.

“Yep, Scout told me that Painis Cupcake was running around and infected the mailmare,” Engi explained.

“Mail-mare?”

“Yeah, i’ve noticed these ponies have a lot of play-on-words.”

“Merde, first freaks, then ponies, now i have to deal with mass amounts of tasteless puns,” Spy complained, holding his head in aggravation.

“Oh come on spah, it aint that bad, anyway with all these freaks running around I started thinking what would happen if they got their hands,...err hooves? if they got what ever they use to use things on our Mann.co tech, so i propouse that we all go stock and leave the weapons here,” Engie explained.

“Speaking of here, how did you find me?” Spy asked.

Engi grinned, “ i just found the frilliest building in town and you were right inside.”

Spy scowled.

“Anyway, all you gotta do is stay in this clothes shop, i’ll leave my advanced weapons here and you guard them,” Engi explained, then emptied his spytech bag full of weapons on a table in the main room of the shop.

“Sentries won't do me any good out there in the forest,” Engie commented and left his building tools and toolboxes on top of the pile.

“Alright, a’ll leave to go get Scout, you keep an eye on those weapons,” Engie stated pointed at the pile of equipment on the table.

Engie stepped out of the front door, ringing the bell above it.

“Hello? Whos out there?” a soft female voice asked from the living room.

Spy was surprised that his previous victim had awoken so soon, he entered the living room the see Rarity sitting bewildered on the couch.

“AAAAAAAAAAAAAAAHHHHHHHHHHH!!!!!!!!” Rarity screamed, then engulfed a nearby lamp in her magic and hurled it towards Spy’s head, who was too busy covering his ears to catch it.

CRASH the wooden and ceramic lamp shattered against Spy’s skull, he recovered and tried to console the screaming mare.

“Mon Dieu Madam! Calm down I,.....”

A chair crashed into Spy’s chest causing him to drop to all fours.

“Wait,...what did you say?” Rarity asked, historia fading.

“Madam,....please,...” Spy weezed, trying to catch his breath.

“Madam? Mmmmmhh, and you’ve lost quite a bit of weight. I can assume that young gentleman cured you did he?”

Spy coughed and simply nodded his head.

“Oh what a relief, i do apologize for the violence.”

“Its alright, it was all my fault that you would act this way,” Spy recovered and returned to his feet.

“How did we get here? i don’t remember a lot of what happened,”Rarity calmly asked.

“After I was cured, I brought you here to clean you off, I felt so bad after what i did to you, also m colleagues needed me to protect you and there weapons from all the freaks that are running around.”

“You had me unconscious in the bath?” Rarity asked, uncomfortable with the question.

“I ran a shallow bath and cleaned you with a damp rag, then i brushed you and laid you on the couch, then my colleague known as Engineer came by and informed me of the situation.”

“Oh so they have cured more of your teammates?”

“Yes, but i’m sad to say some more ponies have been infected as well, its a good idea to stay inside until the situation improves,” Spy explained.

Rarity adopted a worried look, “Which ponies have been infected since derpy our mail mare?”

“Monsieur Applejack, her little sister and her two friends, they escaped and may be causing havoc in this town”

“HER TWO FRIENDS!? SWEETIE BELLE!” Rarity yelled frantically, “Where are they!?”

“Engineer mentioned that they headed towards town,” Spy explained, confused by her concern.

Rarity jumped for the couch and sprinted for the front door.

“Monsieur Rarity! don’t! it’s best we stay here!” Spy yelled.

“I Have to find my sister!” Rarity bolted to the door and swung it open.

To reveal a little white filly with a purple and pink mane.

“Oh Sweetie belle i thought you had been turned into one of those dreadful freaks” Rarity mused, relieved that she had found her sister.

“Sister acquired, initiating viral administration mode,’ Sweetie said in a cold robotic tone reminding Spy of Gray mann’s own army.

“Rarity! get away from that thing!” Spy warned, unholstering his revolver.

“What are you saying thats my-OOF!” Rarity was cut of when Spy pushed her out of the way and pointed his revolver at Sweetie

Sweetie lunged.

“NO!” Rarity screamed.

“BANG!” a powerful revolver shot rang out.

A 357. bullet pierced through Sweetie’s head just above her right eye, light blue coolant sprayed everywhere and Sweetie flew backwards and hit the far wall.

“Sweetie NO thats my SISTER!’ Rarity screamed, flailing her hooves at Spy.

“I Assure you! thats no longer your sister, just an abomination that needs to be stopped,” Spy shouted as he tried to hold off Rarity’s assault.

“RRraaaaaaarity” A low voice spoke.

Both Spy and Rarity looked back at Sweeties huddled form, She lifted her head reviling that th bullet had removed the paint and some covering over her right eye, instead of a normal white eye, a bright red, irisless eye stared back at them.

“Thats…..my….SISTER” Sweetie shouted then bolted towards Rarity, Spy shoved Rarity off of him and began firing at Sweetie.

*BANG *BANG *BANG, three shots rang out, missing Sweetie and burrowing into the carpet.

Sweetie then smashed her way through the drywall, disappearing into the wall.

Spy got really quiet, he listened for Sweetie in the wall.

*Srich *scrich *scrich

*BANG

The 5th bullet exploded against the drywall, leaving a gaping hole, but no indication Spy had hit his target.

*Scrich *scrich *Scrich

*BANG!

“SSSSSCCCCREEEEEEEEEEEEEEEEEEEECCCHHHHHHHHHH!!!!” a loud death rattle rang out, sounding like the mix of a long pained breath and a screeching tire.

Spy smirked, then the whole in the wall caused by Spy’s shot started leaking light blue coolant, confirming his kill.

Then it started leaking more coolant, than quite a bit of it, the stream got bigger and bigger.

Spy raised and eyebrow.

The a gigantic stream of coolant shot towards spy, knocking Spy into the table of weapons, causing it to fall onto Rarity. More holes in the wall opened up letting more streams of coolant, soon the whole room was filling up with the light blue liquid.

Soon the room was near the ceiling with coolant, Spy floated on the surface, looking for Rarity.

“Rarity! Monsieur Rarity!” Spy yelled but he didn’t see any sight of her on the surface, Spy took in a deep breath and dived under the surface.

Through the blue hue he scanned the floor of the flooded room, he noticed Rarity struggling under the heavy metal table.

Spy quickly swam to the bottom of the lake of coolant, and lifted the table off Rarity just as her body became limp, Spy slung her across his shoulder and swam to the surface.

Spy let in a huge breath, and shook Rarity.

“Rarity! Monsieur Rarity!” He yelled, but Rarity didn't stir.

Then the Coolant reach the level with the ceiling, cutting off Spy’s air supply, he let in another breath and dived down with Rarity still in his arms.

Spy held onto Rarity as they both sank to the bottom of the pool, Spy quickly took out his revolver opened the cylinder letting six empty bass casings float away, he jammed a speed loader containing six more rounds into the weapon and closed the cylinder, he then aimed the Revolver at the door knob to the front door.

*BANG *BANG *BANG,....CRASH! SPLOOOOOOSHHHHH!!!!

The three rounds cut through the coolant and shattered the doorknob causing it to collapse, draining the room out into the street out front.

Spy and Rarity both flopped out of the flooded boutique, Spy got up from the soggy ground and quickly found Rarity.

“Rarity! Speak to me!” Spy yelled and shook Rarity’s shoulders.

Rarity still laid lifelessly on the coolant soaked ground.

Spy quickly felt Rarity, looking for her sternum, when he found it he began forcefully pushing on it with both hands.

Rarity shuttered, Spy began to fill with hope.

Rarity then coughed up a lung full of coolant, Spy let out a sigh of relief.

Rarity opened her eyes, and gave Spy a worrying look.

“OH,.. of all the things to happen, this is the WORST,...POSSIBLE,...THING!”

“I’m Sorry Rarity, but i had to do it, your sister wasn't herself”

“WORST,...POSSIBLE,...THING!”

“Yes, but you must get it together, we need to find the rest of the group”

“WORST POSSIBLE THING!”

Spy looked down at Rarity with confusion

*HONK *HONK a train horn ran out.

“What the?” Spy looked behind him to find a flat, plush, purple couch was hurling towards him.

“AAAAAAAAAAHHHHHHHHHHHHHHHHHHH” Spy scream as the couch clipped him and carried it off into the distance, landing somewhere in the everfree.

“WORSTPOSSIBLETHING!” Rarity screamed and sprang to her hooves, then galloped off in a unspecified direction.

*BIZZZZAP,...BIZZZZZZZZZAP, Back in the boutique a small filly with a hole through her chest spasmed on the Coolant soaked floor.

Electricity arched through her body and electronic components hung by severely damaged wires out of the gaping hole in her chest.

SWEETIE BOT DAMAGE REPORT>

REAR LEG CONTROLS>NOT RESPONDING.

COOLANT LEVELS>CRITICAL.

CORE TEMPERATURE>CRITICAL.

POSSIBILITY OF SELF REPAIR>0.00001%

CALCULATED BEST COURSE OF ACTION>SECURE NECESSARY COMPONENTS FOR REPAIRS AND CONTINUE MISSION.

MISSION>SECURE BIG SISTER AND DESTROY/INFECT ALL PERSONS WHO JEOPARDIZE MISSION.

SCANNING

SCANNING

Sweetiebot struggled to lift her head with the power she had remaining, her on board camera scanned the room, it didn’t see anything it could use until it came apon a pile of coolant soaked weapons near a topped table.

SCANNING

SCANNING

SCANNING COMPLETE>

ITEMS ORIGIN>UNKNOWN

ITEMS COMPATIBLE WITH SWEETIEBOT INTERFACE?>YES

BEGIN MERGING WITH FOREIGN ITEMS, AND SECURE EXTRA MUNITIONS

SCANNING

SCANNING

WEAPONS COMPATIBLE WITH SWEETIEBOT INTERFACE?>YES

BEGIN MERGING WITH FOREIGN WEAPONS.

Sweetie bot used her forelegs to scoot across the soggy floor, then grabbed Engie’s construction PDA.

ITEM COMPATIBLE, MERGING….

MERGING COMPLETE…

POSSIBILITY OF SELF REPAIR>100.0%

Scuttle Bucket your the one, that makes bathtime lots a fun!

Scout sat on the front porch of Fluttershy’s home, he sat on the front step while leaning on a support beam. Bored, he threw his baseball in the air and catching it in the same hand.

The front screen door screeched open, Scout turned to see Fluttershy had overcome her fainting spell.

“Hi, we never had a chance to talk” Fluttershy said.

“Yeah, none of us have, this is all happening really fast it was only a day ago i first appeared in this world” Scout returned.

Flutters walked down to the steps and sat next to Scout.

“What was your world like?”

“Well, it wasn't all that great, Fluttershy,....do you know what War is?”

“War? We haven't had a War for thousands of years,” Flutters answered.

“In my world, thats all we do, but not to say it isn’t fun”

“Fun? how can killing and dying be fun?”

“Our employers, the ones who tell us to fight, found away to take the killing and dying out of War”

“How?”

“They called it a respawn machine, it brings you back from the dead when you die.”

“How does it work?”

“Aww, i couldn’t tell you that, Engie even says he barely understands it.”

Both parties kept silent for a while.

Scout felt something wet down his cheek, he quickly wiped it away, but it didn’t go unnoticed.

“Hey, is something wrong?” Fluttershy asked.

Now Scout was usually really masculine and hard to get to talk about his feelings, but he was still young and his mother always taught him to not to be afraid of his feelings plus being thrown into a whole new dimension and his team being turned into freaks really got him down and all he wanted was someone to talk to.

Scout looked around to make sure none of his brothers were watching, “Yeah, a little, I really miss my home, Sure it was painful and violent but,.... it had it moments.”

“Like when?” Flutters asked.

“Well sometimes, after a hard day Heavy would break out his russian novels he use to read in college, they were some interesting stories, or Sniper would tell stories of when he helped the tribes in Australia by killing tigers that threatened their village.”

“Hmm sounds like you and your team were close.”

“Yeah we are, War does that to ya, also I miss my ma, I never told her where I was.”

“You ran away from home?” Fluttershy asked, concern hanging from her tone.

“Yea, my father left when I was young, after a while Ma fell on hard times. Me and my brothers tried to help but there wasn't a lot of career opportunities where we lived so I figured my Ma could use one less mouth to feed so I struck out on my own, after six months of living on the lamb working odd jobs and riding the rails I ended up in new mexico where I saw that a place called TF industries were hiring for mercenary work, I joined. It sounded like dangerous work but I figured they pay would be worth it.”

“But weren't you afraid of dying?”

“It did cross my mind, but I figured dying in war was better than starving to death. Ma taught me that death happens to everyone so why bothering being too afraid of it? its not like I had kids or a wife to miss me, its morbid, but its true.”

Fluttershy pondered what Scout said, it sounded horrible but she admitted to herself that it was more true than it was false.

“So anyway I joined, the first two weeks were the scariest. Its really scary the first few times to respawn, you still feel the pain of dying but it ends all at once, then everything goes black, and BOOM! you're in a white room with sliding glass doors, and the War is still going on outside.”

“That does sound scary” Flutters sympathized.

“But the worst of it was how I missed my Ma so much, it felt good when I sent her my first paycheck, but I didn’t leave a return address, I didn’t want her coming after me. I wrote that I was okay and I missed her and I loved her, it felt good to tell her I was still alive. But the first couple of weeks I tried to put on a brave face and a tough guy act but I found myself breaking down in the middle of battle just to cry, then my team noticed.”

“Did they make fun of you?”

“No, they didn’t. Which actually surprised me, they simpathized. Turns out everyone had families they were sending money to, Sniper had his parents, Engie has a wife and kid, Heavy had his three sisters and mother and even Soldier said he missed his mother he lost in the last War he was in.”

“Oh thats terrible, did she Die in the War?”

“No Soly just forgot where she lived, he literally “Lost” her.”

“Oh” Flutters said, a bit confused.

“Yeah theres something not quite right with Soly, anyway after we got to know each other it got a lot easier, then a bit fun, almost like a video game.”

“Video,...Game?” Flutters asked.

“Oh,..there these things we play back at my old world,...aw don’t worry about it”

“Oh okay, well its good to see your story had a happy ending!’

“Pissh you think thats the only story I got!? wait until you hear what happened last halloween, and the halloween before that, and the halloween before that ya see,....”

Scout was abruptly interrupted when he came eye to eye with Scuttle bucket who had popped out of nowhere.

Hold on a second.

“HMMMMMMMMM!!!” Fluttershy screamed from under Scuttle Bucket who had completely engulfed her entire head.

“Woa! OH MY GOD OH MY GOD AAAAAAA, FLUTTERS! JUST HOLD STILL!” Scout quickly took out his bat and gave Scuttle Bucket a upward thwack!

Scuttle Bucket flew from Flutters head, but his teeth had already started to sink into fluttershy so as he flew from her head, he left deep upward gashes all over her face.

“AHHHHHHahha,...”Fluttershy stopped screaming and fell to the ground, badly bleeding.

Scout watched Scuttle Bucket hit the ground and made a break for the tree line.

“Whats going on out here!?”

Scout looked up to see that Rainbow Dash had flown out of the window to the room where her and Twilight had been watching Pinkie Pie.

Scout pointed to Fluttershy “Help her! i’ll be back in a sec.”

Scout dug through his bag and pulled out Engie’s Pomson 6000 and sprinted after Scuttle Bucket.

He was hard to see through all the tall grass and bushes in the forest, but Scout was able to keep track of him through the forest, he fired several shots from the Pomson 6000 but Scuttle Bucket hid among the bushes and tall grass just enough to make them miss.

Scout began to get frustrated, he elected to try to subdue Scuttle Bucket before curing him.

Scout switched from the Pomson to his Force of nature.

“HMMMPPPPMMM!” Scuttle Bucket called, Scout fired two shots bouncing Scuttle Bucket out of the tall grass against a tree, something bounced around and something heavy fell out of his mouth and landed on the ground with a hard thud.

“AH! GOCHA!” Scout quickly reloaded, while Scuttle Bucket panicked and ran.

Scuttle Bucket came upon a cliff, below it was a roaring river. Scuttle Bucket turned around to see that Scout closed the gap between them, Scuttle Bucket weighed his options.

Scout took out the pomson and aimed it at Scuttle Bucket.

“HMMMP-mmm-hhhp!” Scuttle Bucket begged Scout.

“I don’t care,” Scouts finger tensed around the trigger.

Scuttle bucket leaped off the cliff and fell to the river below.

“NO!” Scout shouted and sprinted to the edge of the cliff just in time to see Scuttle Bucket splash into the water below.

“Awww jeeez,” Scout hit the ground with his fist in frustration, then stood up and slowly started to walk back to Fluttershy’s cottage, after 2 steps however he tripped and fell flat on his face.

“Awww come on!” Scout yelled, holding his head. Scout looked back to see what he had tripped on.

It was the Homewrecker, a Pyro melee weapon. This was a lucky break due to the fact that the Homewrecker was the piece of Mann.co tech that cured Meemcopter, Scout picked it up and put it in his bag. Scout then walked back to Fluttershys cottage.

When Scout broke through the tree line, he saw Rainbow Dash lying in the grass with a bonesaw through her left wing, blood was soaking her wing’s feathers and had started on her cyan coat. Twilights medical kit had been thrown all over the place, Scout quickly located so bandages. Scout removed the bonesaw, which had managed to miss any major arteries and began to bandage up the wing.

Rainbow began to stir, and slowly opened her eyes.

“Hey! Rainbow! what happened?” Scout asked.

Rainbow weakly held out a Hoof, Scout lifted his head and looked into the direction she was pointing.

Scout squinted, and barely made out the outline of Meemcopter flying in the distance, Holding something butter yellow and bubble gum pink.

Scuttle bucket hated the water, he wasn't build for it. He was thrown by the river as he desperately thrashed with his stubby little arms to keep afloat, about a mile down the river he gave up the fight and started to sink to the bottom.

Just before he sunk below the surface, something long and made of cold steel poked into his bucket and lifted him out of the water.

Scuttle bucket coughed and sputtered through his gas mask, the water fell from his eyepieces allowing him to see his savior.

“MATE!” Dic Soupcan yelled, he hoisted his long lost friend off of his Eyelander sword and gave him a big hug.

“HMMMMMPPH!!” Scuttle bucket yelled, overjoyed that he found his friend.

Dic Soupcan broke the hug and carried him a few yards down river, to a destroyed campsite complete with tattered tents and a small fire.

Next to the fire was easily the biggest pony Scuttle bucket had ever seen and believe him, he had seen a lot of ponies today.

“Now whos that?” The huge red coated Stallion asked Dic Soupcan.

Dic Soupcan pointed to Scuttle bucket and shouted “Me Mate!”

“So hes your friend is he? Good, we’re gonna need more help if we’re gonna find out why these varmints are back, and even more if we have to fight,” The Stallion them motioned to the ground around the campsite, Scuttle bucket observed the ground which was littered with the bodies of strange looking, black, insect like ponies. Several bodies had been beheaded, while others looked like they had been crushed under a two ton work pony and several more had been stuffed into soupcans.

The Stallion gave Dic Soupcan a worried look, Dic Soupcan returned it with a smile, a large belch and an offering of Scrumpy to the large Stallion.

“No thanks, after the way I saw you start this fire with the stuff after we raided this Changling army camp, i just don’t trust it.”

Author's Note

yea, another fluff chapter full of boring diolouge and a desprate attempt to slap on a backstory for Scout.

well to those who think Scout feels a little OOC in this fic, well the truth is, he is kinda.

call me a hack but i always had a theroy about scouts personality, you see hes always compared to Rainbow dash due to his snarky in your face attitude, but also i think hes more loyal to his team that anyone relises. so thats what im trying to do here, incorprate a little loyalty and to do that i need to soften him up a bit. and i think theres much more to Scout than his snarky bostonian accent, he's a loyal friend and as far as i can tell a very loving son, now with that said in no way im i going to turn him into a wuss, Scout still gets mean when the fighting starts trust me, alot of fighting is coming up i tell ya what.

anyway, i hope you let me speak my peace before you rip my comment section up with your torches, im trying to grow as a writer, let me know if it works.

a cookie sanvich to all the people who can tell me what 1993 action thriller that starred two of my favorite actors of all time did i refrence in this chapter.

Some of you are also wanting to know where the "Rainbows make me cry" Joke is and the truth is, its in about a million other fanfic, i love that joke but i think its run its coarse.

these times they are a Changeling.

“WAHHHHHAHAHAHAH!” Panis cupcake screamed as he flew through the trees of the everfree forest.

His flight was ended when his head clashed with a giant boulder.

PANG!!!!, CRACK CRASH! the rock split in two.

“I can do this all day, provided i find some more booze,” a gruff voice muttered in a annoyed tone.

Derp Nukem pushed her way through the bushes of the everfree and came upon Painis Cupcake.

“Had enough yet? you wussy,” Derp Nukem barked.

“Oooh” Soldier groaned, he rubbed his head under his helmet and opened his eyes.

“You!” Soldier yelled.

“Me” Derp returned, then lifted her hoof to deliver a devastating blow.

Soldier quickly rolled out of the way, causing Derps hoof to collide with the broken boulder and reduce it to flying rubble.

Derp felt her Ego fall by 0.05%

“Dude,...not cool,” Derp growled.

Soldier got to his feet and pulled out his shotgun.

“Filthy snow covered communist Canadian scum! your advanced boulder torture techniques would work on me!!! i've built up and immunity!” Soldier fired his shotgun, causing a handful of pellets to bounce off Derp Nukems hard muffin lovin’ bod.

Derp felt her Ego fall by 0.02%

Derp narrowed her eyes and grabbed Soldier by the scruff of his neck, She scanned the forest floor for something to punish Soldier with, she found a deep hole in the ground the Boulder was covering.

“Lets see how this hole, likes it in this hole!” Derp yelled then threw Soldier into the deep cave.

“AHHHHHAHHAH!” Soldier screamed, as Derp turned to find a liquor store.

“OOFF”

“MMMF”

“SONOFA”

“OOOH” Soldier fell through the hole for a few seconds before finally coming to rest in a deep chamber, Soldier lifted his head. The only thing in the chamber with him was a large pool of water.

Soldier smacked his lips, he was feeling thirsty, he got up and strolled over to the pool, it had a faint light, illuminating the whole cave. Soldier nelt down over the Pool, it was full of smooth undisterbed water. He grabbed a handful causing a mass of ripples and drank from it.

A few more handfuls and he found himself satisfied. Solder then assessed the situation.

“Right, my machine has worked, I'm back in Canada, so next thing to do is mount an attack!”

Soldier smiled, then frowned. He remembered what his last visit to canada was like, he gave his situation some more thought.

‘Okay, the reason things didn’t go so well last time, is because i didn’t have a team!”

He then remembered his team.

“MY Team! they must be here with me!....i bet they have been captured! How am i going to free them now?”

Soldier began pacing around the pool of water.

“A rebellion! in every movie theres always a rebellion! i just have to find them! the heros usually find them in a bar where repetitive music is playing and there leader will be the savvy looking guy leaning in a booth! Okay so all i have too,....AHHAHAHAAH!!”

As Solder paced, his foot landed on a loose stone, it gave way causing him to fall into the pool, Strangely the pool didn’t have a bottom like he expected, Instead the pool just spit him back out of the water like he fell through a mirror.

Solder landed beside the pool, the picked himself up and found that he wasn't wet, and most strange of all, he was no longer alone in the cave.

Before him stood and exact copy of himself standing at attention.

“SPY!” Both said in unison, both pulled their shotguns and both fired at each other and both found their shots didn’t do any damage, because they were on the same team.

“Hmmm,...” Soldier got an idea.

“Come with me Soldier, where gonna launch an attack on Canada!”

“OKAY!” The copy of Soldier said, Soldier then grabbed his copy and both jumped into the magical pool of water.

Spy awoke in the middle of the everfree, his entire body felt sore from the fall. Before him lay a mangled couch that had been torn apart from the fall.

“Oh,,merde” Spy muttered, he stood up and tried to remember which way town had been.

“Its like christmas morning,” a familiar voice muttered from behind him.

Spy tuned to see Christian brutal sniper smiling wickedly behind him.

“AAAHHH! Spy screamed and lifted his cloaking watch.

Fwoosh, CHANG!

Before Spy could turn invisible, CBS skillfully threw a large knife at Spy, it sunk deep into his wrist and split his clocking watch in two.

Spy screamed again, he removed the knife and applied pressure to his wound, then sprinted off into the forest.

“Nowhere to hide now mate” CBS cackled, picked up his knife and ran after Spy.

Spy desperately fought through the underbrush until his lungs burned, his vision blurred, he was begging to go into shock and die from blood loss. His run was abruptly stopped when he came upon a deep canyon, at the bottom was a swirling whirlpool, where two strange colors of water of red and blue were being mixed.

Spy weighed his options, he would much rather drown then be slowly torn apart by CBS, he thought he might as well try and take CBS out with him.

CBS broke through the underbrush and was met with Spy. Spy tacked CBS, CBS retaliated by shoving a knife into his back.

Spy shouted while CBS cackled “How ya like that? ya backstabbing spook! I WIN.”

“I Think not,” Spy said smugly through his pain and used his body weight to pull CBS over the edge and into the whirlpool below, Spy And CBS punched and kicked each other as the where spun and sucked down into the drain of the whirlpool.

Soldier paced in front of the mass of 350 copies of himself, all idely waiting at attention in a neat platoon formation.

Soldier cleared his throat.

“If fighting is sure the result in victory then YOU MUST FIGHT!!!!....sun zoo said that,.. and i think he knows a little bit more about fighting than you do pal because he invented it,..then perfected it so no living man could best him in the ring of honor!”

The changeling stood guard by the riverbed, all the camps near the river where being attacked recently and the guard had been doubled, if the attack on ponyville was going to be successful we had to keep out troops stationed at all fronts of ponyville.

“HUFFF!” The guard felt a hot steamy breath on the back of his neck, he turned to find himself face to face with a huge red stallion, the changeling froze with fear.

“HUFF!” another breath soaked his face, causing him to sweat, he looked up and saw that the Stallion had a frightenly tall creature of sorts riding on his back, the creature was as black as shadow and red as blood, he looked down at the guard with a single piercing white eye.

A flash of dim sunlight filled his eyes as his perspective changed, he flew through the air and rolled on the ground.

“SOUPCAN!!” the creature shouted as he charged into the Changeling army camp, the clopping of heavy hooves was the last thing the Changeling's ears processed before all of his brain function died.

“ And from that day forward every time a big ball of light is in the sky ITS CALLED A SUN!” Soldier shouted to his army of copies.

“Unless ITS A STAR!” the large mass of Soldiers shouted back.

“RIGHT now unto Canada!!” Solder then led his army to the mouth of the cave.

“We’ll be in Vancouver before winter Boys!!” Soldier stated before a collection of Warcries and Rocket jumps shook the everfree.

Dic soupcan, Scuttle Bucket and Big macintosh sad at the center of the destroyed Changeling camp around a fire. Dic downed bottles of scrumpy, Scuttle Bucket chewed on the corpses of Changelings and Big mac chewed a collection of green apples harvested from The Changelings food storage.

Splash! Sploosh,,chough “HELP!!” a commotion erupted from the river, Dic grabbed his eyelander and rushed over to investigate.

A pair of hands grabbed wildly from the surface of the river, Dic recognized them as Snipers hands, he quickly stuck out his sword and sniper grabbed it. Dic then pulled out Sniper and flopped him onto the bank.

“*Cough *Cough,....Thanks mate,....Many thanks,” Sniper sputtered.

Dic soupcan raised and eyebrow, Sniper was not known to change his voice like that, he looked down to see that the body was indeed snipers, including a trap vest and slouch cap. but his face had turned into spy’s complete with mask and cigarette.

“SPYper!!!” Dic shouted, taking spyper in a warm embrace.

“Shoot, ya fished another friend out of the river? at this rate those Changelings don’t stand a chance.” Big Mac mused.

“Queen! Queen! urgent news from the riverside camps!” A changeling messenger shouted frantically.

“Yes Yes! What is it” Queen chrysalis yelled back from her throne, The queen was a alicorn changeling with both the wings and magic of her people.

“They all have been wiped out!”

“ALL WIPED OUT!?”

“All but one, there was a survivor,”

“Bring him to me at once!”

A pair of Guards dragged a bruised, beaten and bandaged Changeling into the royal tent.

“Please have mercy my queen! I fought as hard as i could I,...I,” the survivor sputtered

“Shut it! now think hard, over 200 of my troops are dead, i need you to remember. How many where there? where they royal guards? or where they milita?”

“How many? only one,”

“One Stallion wiped out my entire western front!?”

“Not a stallion, far from it, he was a creature from another world, he rode a giant blood red stallion, he himself was as Dark as night,he walked one two legs and fought with two arms, he wielded quick steel and cast magic of destruction.

“Wait, did you say he walked on two legs? and fought with two arms?” The Queen asked.

“Yes, similar to a Diamond Dog”

The Queen though for a moment, her army recently cleared out a nearby Diamond Dog den, they proved to be capable fighters but lacked in the weapons and powers of deceit the Changelings had.

“You there,” The Queen pointed to a random guard “Give yourself Two arms and Two legs.”

The guard did what he was told and engulfed himself in green fire, then the fire passed to reveal a strange tall and broad, anthropomorphic changeling.

“Yes, i rather like this design, YOU!” She pointed to a different guard “Take this specimen to the royal blacksmith, tell him to change his designs for our weapons and armor,” Queen Chrysalis turned her attention back to the battered survivor

“It looks like i’ve found a way to fight this,, demolition demon you have described,”

Author's Note

a little chapter to keep you going, thankfully my library has wifi, it will take awhile but, more chapters to come.

it feels good to be back.

only one refrence to one of my favorite war movies of all time, its pretty minor, i don't expect you to get it.

why has soldier been cured? what happned to spy and sniper? Soldier was cured by a bump on the head and Spy and Sniper fell into a mgical well and where binded togeater as one. for and explantion tune in next time! same painis time, same painis channel

a Hastily written chapter about nothing.

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Robot Rodeo done Texas style

Two ponies walked blissfully down the road along the everfree watching the sunset.

“Its days like this when its so wonderful to be a pony Bon Bon,” A mint green mare softly spoke to a white two tone maned mare.

“It sure is Lyra, its just,..so,..peaceful, like nothing can go wrong,” Bon Bon answered.

The bushes along the path began to rustle, Both mares looked over.

Then Applejack’s head popped from the bush.

Lyra smiled “Hi Applejack! bake anything good today?”

Applejacks neck then grew to about 8 feet in length, she bend down to eye level with the two mares.

“Nah!” She shouted.

Both mares looked up in shock, then Appleblooms showed her face from the same bush.

“Hi,..aaa,...Applebloom, uum is there somthing wrong with your sister,?” Bon Bon asked.

Applebloom stared blankly at the two mares.

“NAH!”

Applebloom slip across the grass and snatched one of the three candies that made up Bon Bon’s cutie mark.

“HEY!” Bon Bon Shouted.

“CUITIEMARK ME!”

The pony freaks attacked.

Engineer scanned the scuffed dirt road, a struggle definitely happened here.

“THE WORST POSSIBLE THING!!” a shrill voice shouted from the forest.

Engie’s eye’s narrowed beneath this goggles, for a day he had been tracking these freaks, living from what he found, he was streaked with mud and stains from bounding through the everfree, this grip on his frontier justice tightened, good thing he had removed the Mann.co issued clip plug from it so it could now hold 6 shells.

Engineer began bounding through the forest, he hopped several fallen trees, he couldn’t let them get away this time he had to cat-OOF!

Engineer tripped over a hidden length of rope and landed on his face, he lifted his head and the freaks that he had been tracking all day showed themselves

They had laid a trap!

“WORST POSSIBLE THING!”

“NAH!”

“CUTIE MARK ME!!”

“SSSSS!!!”

“FFFF!”

Two new freaks stepped forward, a green mare and a white one.

Engineer got to his feet and stared down the freaks, then heavy metallic footsteps rang from ahead of him.

*BANG! *BANG! *BANG!

The crowd of freaks began to whimper, they all took steps back.

The trees parted, and a humongous white metal pony emerged, it was as huge as a grizzly bear, 8 feet in length with huge rolling shoulders, it only had only eye, the hole at the other side of its face was filled with a bolt. On it’s huge back stood parts of two mangled sentry guns, three gatling guns and two missile boxes.

Engie never broke his stare, instead he removed his hardhat, and produced a white cowboy hat and calmly perched it on its head.

“RAWWWWW!!!!” The huge robot roared, a wrangler popped out from the side of its head, 5 lasers pointed directly to Engie's chest.

Engie turned to his head, to his left stood Worst Possible thing and Bomb Bomb, two his right stood Cutie mark me, Applenah and Fyra.

Applenah began to turn a lasso above her head, And Lv3 Sweetie Bot’s sentry guns beeped, signaling that they were ready to fire.

Engie sighed, “Lets do this texas style!”

“WORST POSSIBLE THING!!” WPT send a large purple couch flying towards Engie.

Engie stuck out a foot and caught it, he gave it a swift kick sending it flying towards Sweetiebot, who erupted in minigun fire, the couch was torn to shreds and shattered into Sweetiebot.

Applenah let her Lasso fly, catching Engie by the waist.

Engie struggled, he then began to spin, knocking Applenah off her feet and Into Bomb Bomb.

“SSSSSS,’ BOOOOM!! both Applenah and Bomb Bomb exploded in a hail of fire.

Engie shook loose from the lasso and took it in his hands, looked behind him, Fyra was flanking him, he looked if front of him, WPT was trying to box him in.

“Worst possible thing!” She let another couch fly, Engie jumped up and landed on the couch, then jumped again using the extra height to clear the couch, which impacted Fyra and both erupted into flames.

Engie lassoed WPT around the neck, he pulled her and flung her over his shoulder, sending her into the mass of flames.

“Heh, you're all hardhat and no cattle,”

*Beeb Beep.

Engie spun around to find Sweetie bot’s weapons trained on him.

*Fwoosh* BANGBANGBANGBANG!!!.

Engie dove behind a tree, letting the tree absorb the sentry fire, he pulled his pistol from its holster.

When the sentry guns stopped to reload from Sweetiebot’s built in dispenser, Engie Strafed from behind the tree and began firing his pistol.

*BangBangBangBangBangBangBang.

Sweetiebot protected her face from the shot with a gigantic paw made from Sentry gun struts, When the shots ceased she felt several parts fall to the ground, and she also saw Engie staring her down.

Engie Threw his pistol into the woods and removed his wrench.

Sweetie trained her guns and gave the order to fire.

SENTRY GUN MALFUNCTION,.....TRACKING ERROR.

Sweetie’s eyes darted to the side of her face, the wrangler had been sheared off by a pistol bullet.

“RWAAAAAAWER” Sweetie yelled, then dug at the ground like a bull ready to charge.

Engie gritted his teeth and growled quietly.

Sweetie charged, Engie followed suit.

Just before the collided Engie dropped to his knees and slid under Sweetie bot’s Belly, he brought his wrench up and punched through Sweetie’s makeshift casing and exposed her inner circuits.

Engie quickly scrambled out from under Sweetie bot, on his way her noticed some singed rope from Applenahs lasso, he quickly gathered it and tied a new lasso.

“RWWWAAAWW!!” Sweetie bot had recovered and turned to Engie just i time to get a lasso around the snout.

“HAHAHAH!” Engie laughed and with a flick of his wrist he looped the rope around Sweetie’s neck also.

Sweetie reared up, pulling Enge into the air, he flew above the ground and twisted his body and landed squarely on Sweetie’ back.

Sweetie let out a muffled roar and began tossing and bucking, Engie held tight on the rope and a broken strut from a gatling gun that had been shot off by Engie.

“WOOOOWEEEE!!!!” Engie grabbed his hat and swung it around as Sweetie attempted to buck him off.

“Easy now!”

“Slow up!”

“Almost gotcha!”

“Not long now”

After a fun minute of bucking Sweeties coolant reached critical levels, She was forced to stop, and give in to Engie, Sweetie fell to her knees with a huge *BANG!

Engie slid off his new mount with a huge smile across his face.

“YEEHA!! now i’ve seen everything” he cackled, then he noticed the rest of the freaks has recovered and surrounded him.

Engie quickly pulled his frontier justice and took aim at Applenah.

“NAH!” She shouted.

Engie lowered his weapon.

Applenah slowly closed her eyes, then bowed her head, Bomb Bomb followed suit then Fyra, WPT and finally Cutie Mark Me.

Engie scratched his head from beneath his hat, he looked on the ground and noticed the broken wrangler, he picked it up and spun it on his finger before flinging it into his pistol holster.

“Hell that was easy,” Engie then remounted Sweetie bot, who obediently rose to her feet.

Author's Note

don't think engie is this much of a badass?

check this vid out.

please tell me if this chapter makes up for the crappyness of my last one.

i know my editing is still crap but hey, i work 8 hours a day this sh*t aint easy, but its fun pleas notify me of any mistakes.

Canada Surrenders

Author's Note

alright, getting down to the last two chapters, sorry its a bit short, but like i mentioned, we're almost done here.

Canada Surrenders

The formation of RED Soldiers marched menacingly through ponyville, many residents fled to their homes while some stayed in the streets to take in the intimidating sight only to be threatened with shotguns and rocket launchers.

The formation reached the center of ponyville, where the stopped and stood at attention, Soldier (the real one) walked up the steps of town hall to a microphone that stood there for when the mayor of ponyville had announcements to make.

“Attention Socialists of Canada! your country is hereby seized by TF industries and by the United States of America! Surrender and you will not be harmed! Don’t surrender and we will stuff you in maple syrup bottles and you will be thrown over niagara falls!

A quiet uproar erupted through the citizens that had stayed outside, but all fell quiet when a small band including Twilight, Medic and Scout approached.

“Soldier! what the heck are you doing!” Scout blurted angrily.

“Scout! Medic! i thought for sure you two would be trapped in a reprogramming camp by now! suffering as they force fed you raw salmon!

“WHAT!? NO! ,,,I,...Soldier! this isn’t Canada! Medic a little help?”

Medic was buried deep in a facepalm to end all facepalms, “Trapped in a little girls fantasy, leave it to Soldier to make it vorse, Soldier this isn’t Canada! its a whole nother dimension!”

“Medic! Scout! NOOO!! they've gotten to you! was it the pink one? is she here! why if i see her i’ll give her something to make cupcakes out of!” Soldier began scanning the area with his shotgun ready.

“Did somepony say CUPCAKES!!?” a energetic voice yelled as Pinkie Pie herself sprang from Medic’s coat causing a surprised yelp from Medic.

“AAA! keep this up and i’ll make you my next specimen!” Medic yelled, then grabbed Pinkie by her mane and pulled her from his coat and threw on the ground.

Pinkie just bounced and giggled delightfully on the ground.

“Specimen? what is that a spicy ice cream? Oh! hey who is that!? why does he wear a mixing bowl on his head? is he a baker?” Pinkie rambled, pointing a hoof as Soldier.

Soldier however said nothing, he just stood there, rigid and unmoving. Is hands still clutched his shotgun, but they had began to shake, his eyes were wide with surprise from underneath the brim of his helmet and his lips were so pursed Medic was sure he was going to swallow them.

“AAAAAHAHAHAHAHAAHAHAHAAHAH!!!”

Soldier and his clones erupted in a mass panic, they ran around with their arms in the air, bumping into each other and trampling one another trying to get away from the color they all knew too well.

Soldier(the real one) bolted away from the group, Pinkie followed him, Bouncing blissfully as the army of warfighters tore up the town looking for a place to hide.

Some hid under carts and abandoned fruit stands, others rocket jumped to the roofs above and some were so desperate they tore up the turf of ponyville park and hid like the things whose name they used as an insult for years.

Pinkie bounced after Soldier until he made a wrong turn and fled down a dead end alleyway, cornered, he turned to face Pinkie Pie.

“NO! No more!! WAhahahahaha!!” Soldier bean sobbing, he fired his shotgun but with his eyes full of tears he missed all 6 shots, when his shotgun went *click on an empty chamber he threw the weapon at Pinkie. The weapon skittered across the floor and came to rest harmlessly at Pinkie’s hooves.

Pinkie noticed something was wrong, she slowly walked up to where Soldier lay in the fetal position with tears soaking to concrete ground.

“Hey,Hey there,..whats wrong?”

“I’m a failure,..a worthless maggot,”

“NO, your not a maggot, what did you fail at?”

“I just wanted to make my country proud,”

“And how were you going to do that?”

“I was going to make you all surrender, and i failed,”

“What happens if we surrender?”

Soldier stopped sobbing and lifted his head “Well, I would free you from your socialistic government, then we would become allies,”

“What are allies? *GASP! are they like friends?”

“Well, yes kind of,”

“Ooh! OOH oooh! I’ll surrender! I’ll surrender! if it means we get to be friends!!” Pinkie shouted.

Soldier got to his feet, “Mmmmm, okay i hereby accept your surrender!” Soldier proclaimed and stuck out his hand, pinkie took it and they both shook on it. Soldier reached into his pocket and pulled out a small American flag and handed it to Pinkie.

“Oooh!! colorful!” Pinkie squeaked, waving the flag around.

“Hear that men! they surrendered! the War is over!!!” Soldier shouted.

“What?”

“It Is!?”

“WE DID IT!”

“VICTORY!”

“U,S,A!!”

Very slowly all the Soldier began emerging from their hiding places, they all regrouped in the center of Ponyville and began to have a bash, many of the ponyville residents broke out of their fears and joined the Soldiers began pulling out their favorite soft drinks and sharing them amongst themselves and the other ponies.

they pulled out bugles and conch shells and played patriotic music and lastly a Soldier rocket jumped to the top of a statue of Princess Celestia that stood in the middle of town square and taped a small American flag to her horn.

“Pinkie! whats going on!” Twilight shouted over Stars and stripes forever.

“We surrendered! isnt that great?! where having a PARTY to celebrate!!”

“Pinkie we WHAT!!? i don’t think you have the authority to do that!”

Medic jabbed a elbow into Twilight, catching her attention.

Scout stepped forward,“Just roll with it, if it keeps Soldier happy and from blowing up the town just let it happen,”

Twilight understood, she picked up a small american flag and a party blower supplied by pinkie and began blowing it sarcastically while waving the flag with much of the same attitude.

“Mmmmm, interesting,”

“What is it my queen?”

Queen chrysalis lowered her binoculars.

“The’re having a party,”

“What does that mean, your majesty?’

“Its means,”

Queen Chrysalis slowly smiled, showing her dark mouth and dark blue fangs.

“Its the perfect time to strike,”

Queen then turned on her feet and walked to the other side of the hill, revealing a sea of black anthro changelings all armed to the teeth.

They all cheered when they saw their Queen “FOR THE QUEEN!” they all growled in unison.

Chrysalis lifted the sword in her right hand above her head, “AND FOR THE HIVE!”

Son of Man

The party in ponyville had grown huge in size, and ponies and Soldiers alike had been partying to the point that no one (or pony) noticed the single lone Changeling marching through the crowd.

He was unarmed and carried himself quite robustly, he walked with his hands behind his back and his shout up in the air in disgust as if the ponies around him had not showered for weeks.

After reaching the center of the mass he reached Soldier (again,..the real one, ok to get it straight if i refer to a soldier as “Soldier” like a name then its the original, if i refer to one as “a soldier” or “one of the soldiers” then i mean one of his clones.)

Soldier was drunkenly dancing to “America the beautiful” with a bottle of “Red Rockin Cola, the Changeling calmly walked up to him and tapped him on the Shoulder.’

The Bottle of cola shattered on the ground and Soldier cocked his shotgun and stuffed it into the Changelings mouth.

The music stopped and everypony's (as well as everybody’s) attention was turned.

The Changeling gave Soldier a look of mild annoyance “MI MarryMord mmf The Meen.” He said calmly.

“What?” Soldier answered.

The Changeling rolled his eyes, he pulled the shotgun away and repeated.

“I have word from the Queen,”

“The Queen of what? Mars?” Soldier asked.

“Shure why not, Anyway the Queen has question for you,”

“And what might that be?” Soldier asked in a annoyed tone.

“Will you fight? or live?”

“Fight! now thank you for your time,” Soldier then reached for another bottle of cola.

“What? no! your not suppose to answer it like that!”

“How am i suppose to answer?”

“Your suppose to Surrender!”

“HA! you martians are all the same!”

“WHat!? whatever, we stand beyond the trees nearly 1400 strong so i’ll ask again, Fight? or live?”

Soldier smacked the Changeling across the face with his shovel, falling him to the ground.

“You tell your queen that if she attacks the newly annexed city of ponyville, then shes attacking American soil, so we'll rocket her ass all the way back to the RED PLANET!!”

The Changeling growled and held his bloody muzzle, “Fine, i’ll take it you’ll die, i’ll tell my queen,”

“Hold it right there twinkle toes, what happens if we capture you?”

A Team of Clones surrounded The messenger.

“I-I-If i don’t return, The Queen will attack anyway,” The Changeling stammered, his cool demeanor failing him.

“Then i guess we don’t need you to deliver anything,”

N-N-N-Neck Snap!

The Changeling fell dead at Soldier feet, his neck broken and his head was on backwards

“Finish off the sodas boys,”

Soldier cracked his knuckles,

“And pick your loadouts, cuz we’re going to war”

The formation of Soldier clones stood at attention in the center of Ponyville before the steps to the town hall. Loadouts between the Soldier varied, between hats, rocket launchers, shotguns, banners, boots and melee weapons.

the silence was broken by Soldiers footsteps echoing through the city hall, he approached the stand with the microphone, Soldier kept a stock look along with stock weapons, because he knew how to be a good Soldier.

And good Soldiers use stock.

“Men, no poor sap ever did any good dying for his county, he did good by sending the martians he was fighting back to their red communistic Planet! He did good by eliminating the threat of communism from the galaxy!”

The formation erupted in HOOAHS and “SIR YES SIRS,”

“So spay or neuter your pet today and send it into the fight with you! and Today men! you AND you resentful pet can be that poor sap that saved his galaxy! BY kicking the martians back to phobias!”

Medic leaned over to Scout, who were both watching Soldiers speech along with the rest of ponyville.

“Soldiers knowledge of Mars’s moon astounds me,” Medic whispered to Scout.

“I wouldn’t get your hopes up, about a mounth ago I saw Soldier playing DOOM 3 on his xbox,” Scout answered.

Medic facepalmed,...”Just when i think he’s,”

“The enemy my kill us, it may pull off our toes, kill out pets, pull out our guts, chop off our heads, put us thru a space wood chipper, eat our socks, vaporize us! antagonize us! probe our,...”

“OKAY SOLDIER!! they get the idea” Scout said, noticing that many of the ponies had began to cry out.

“But there is one thing they can’t hurt,...our haircuts!!! Medic! here cut these ponies hair while we go fight the martians,” Soldier threw an electric razor into Medic’s gloved hands.

Medic rolled his eyes,..”Fess,...very well,”

“Enemy spotted!!!! at the far tree line!” a Soldier send out to scout for the enemy shouted from the edge of town.

Soldier smiled “Okay men! this is it! Today by our rockets red glare, will show that our flag is still there,” Soldier promptly saluted the flag waving from the statue of Princess Celestia, The Group of Soldiers followed suit.

Heavy just broke through the tree line, he dropped to his knees panting with sweat falling from his forehead.

“*Huff,...it was long trip,” After being cured, Heavy lost sight of them due to his speed, but was happy to see theme again.

All standing in a row at the edge of a colorful town?

Heavy scratched his head.

Then he heard a strange horn blowing, shifting his attention to the far tree line, a huge sea of strange black creatures flowed from the trees, then the horn rang out a second time.

The sea of black roared “FOR THE QUEEN!” then charged the group of Soldiers.

“AAAATTTTTTTTAAAAACCCCCKKKKK!!!!!” Soldiers voice roared, and his group charged.

Heavy smiled and pulled out his minigun, he didn’t care, tiny cowards were tiny cowards.

“Scout! stay here and keep ze ponies inside, i’ve got to make sure that they win this, because if he doesn't it could be really bad,”

“Aw why do i have to look after the ponies?” Scout whined.

“Because i’ll have enough trouble healing some irate patriotic sociopaths that i don’t need you jumping around,”

“Fine,..” Scout caved.

Medic pulled out his medigun and bounded after the Soldiers.

Scout turned to the mass of Scared ponies,”Okay! everybody in your homes! Twilight we need to take cover in your library,”

Twilight nodded and the the 6 ponies (And 1 human) shuffled through the mass of panicking ponies to Twilight's library.

“FIRE!” Soldier shouted.

A massive wave of rockets erupted through the ranks, for several seconds they sped through the air closing the gap between the two armies.

The Changelings stopped their charge and raised their shields just before impact.

*BOOM!BOOM!BOOBOOM! the wave of over 300 rockets impacted the Changeling front line completely covering it in smoke and fire.

The Army of Soldiers High-Fived each other as the breeze carried the dust away to reveal that most of the Changeling Front lines lay untouched.

Four of Five lay on the ground dead and several more had been injured, the Changelings dropped their shields and continued the charge.

“Nuts! It looks like they have explosive resistance, men! you know what to do!!” Soldier barked to his men, Many switched to their shotguns to find they did significantly more damage to the Changelings, those who didn’t have their Shotguns Rocket jumped through the air, closing the gap Between the two armies and attacking from above with melee weapons.

The Soldiers began pounding though Changelings, but as one was killed, several took it’s place. The Soldiers began to be overrun, Several Soldiers blew their buff banners and Concherors, Mini crits were dealt and health was regained turning the tide of the battle,..for now.

Medic ducked and weaved through the Battle, healing all he could, he saw a stray Soldier disconnected from the group, Medic charged through it unnoticed and was about to heal him.

Then the Soldiers head popped off and he fell to the ground dead, The Changeling that killed him looked up at Medic, He stood nearly 8 feet tall and was clad in black shimmering Changeling armour.

Medic gasped, he pulled out his syringe gun and began backpedaling to the group of Soldiers, The Changeling growled and charged him, A few more stragglers began Charging behind him.

“WAAAAAAAAAAHAHAHAH!!!”” Medic screamed.

“RAWWWWWWWWWWWW,” the Changelings roared.

“YYAAAAAAAAAAAAAAAAAAA!!!!” a familiar voice rang.

The air exploded with heavy caliber fire, minigun fire blanket the assaulting line, the Changelings all were torn to shreds and fell just before Medic’s feet.

“GOOD TIMES!!” Heavy bellowed from the over side of the heap of Changling mess, Heavy then bounded over the puddle of bodies and met up with his friend.

“Is team time Doktor!”

Soldier was having a hard times of his own, The changelings had gathered that he was the leader and started singling him out.

“Remember the alamo boys! and how we went in there and kicked hitlers ass right out of new mexico!!”

The Soldiers began to break from the front line, Soldiers died left and right, Others retreated to find health, The changelings had began to break through.

Soldier held the line with his Shotgun blazing, Plenty of ammo littered the ground from his comrades, as Soldier blew away assaulting Changelings, he failed to noticed one of his friendlies sneaking up from behind.

The Soldier walked behind Soldier and looked around to see if anyone was watching, he then became engulfed in green flame and transformed into a changeling.

This one looked different from the others, he wore no armour only black ropes and only carried a dagger made from black steel, and wore a mask to cover his face, The Changeling lifted his dagger, prepared to strike Soldier in the back.

Just before his arm muscles could bring the knife down, a loop of rope went around his wrists, he turned his head just in time for his head to be reduced to soup by a Shotgun.

Engineer riding on top of Sweetie bot bounded into the battle, pouncing into the front line, smashing several changelings into the ground in a single leap.

“RAAWWWWWW!!!!!!” Sweetie bot roared.

“WOOOOOWEEEE”!! Engie cheered, pulling out his wangler and sending a sea of Bullets into the Changeling army.

Changelings began to fall like Harvested wheat, The Soldiers Regrouped and healed from the dispenser behind Sweetie Bot, resupplied the Soldiers began another push.

“My queen! news from the Battlefield!”

“yes! Yes! what is it? how long will it be until we take Ponyville?”

“Well thats just it my Queen,...they're beating us back,”

The Queens expression hardened,..”Send out the archers,”

“But queen, we only have about 10 ready!”

“Yes but they are the best shots in equestria, especially with their new bodies,”

“Right away my Queen,”

“Oh and one more thing, prepare my personal guard,.. I”m going in myself,”

Heavy mowed down wave after waves of Changelings with ease, all the damage they managed to do was quickly healed. The Changelings quickly retreated.

Heavy laughed maniacally while Medic smiled, confident in the battle.

suddenly an Arrow cut through the air and sliced right through his knee, Medic screamed and fell to one knee, another pierced through his chest.

Heavy felt the heal beam cease, he turned to see his friend bleeding on the ground.

“Docktor!” Heavy quickly scanned the area for the source of the arrows, he spun his minigun ready to fire.

Another arrow flew from the trees and embedded itself in Heavys arm.

“GAAA!!!” Arrows erupted from the trees, striking the ground all around Heavy, Heavy quickly picked Medic up and sprinted into the forest, Arrows pleted the trees around them, Heavy sprinted with Medic on his back.

After what seemed like Hours, heavy spied a cave on the side of a mountain deep in the everfree, Arrows still at his heels, he squeezed into the small opening.

Heavy lay Medic on the cold ground floor, he couldn’t see in the dark but he felt Medic breathing in his arms.

“Doktor! what is wrong!?”

“H-Heavy,..im hurt pretty bad mein freund,”

“But you could,”

“nein, i’ve lost too much blood, theres nothing i could do,”

“But i,..”

“theres nothing you can do either, i'm afraid this is it, no respawn to save me,”

Heavys eyes began to swell with tears as the weight of the fact he was going to lose his best friend, Heavy felt his legs weaken, he fell back on his rear.

His back slammed into something metal in the side of the cave, Heavy jumped up and turned, he felt the small metal box before him, if felt like a resupply closet, only smaller, in fact, Heavy opened it and felt his wounds heal and his ammo refill instantly.

“DOKTOR!!” Happily yelled before slamming Medic into the cabinet.

the main Battle was still at a stand still, neither side was gaining or losing any ground, but with the recent arrival Of Worst Possible thing, Applenah, Fyra ,and Bomb Bomb.

Fyra detonated, setting several Changelings on fire, the screamed and rolled around on the ground in attempt to douse the flames.

“WORST POSSIBLE THING!!” A couch flew from stage right and threw several flaming Changelings into the Air.

A Soldier picked up Bomb bomb and pulled off her mane with a *Click then threw her into the mass of Changelings, a huge explosion rang out, sending several Changelings flying through the air.

“NAH!” AppleNah Flew through the air and severed the Changelings into pieces, Causing it to momentarily Rain Changeling Flesh.

The Changeling Archer stood nearly a mile from from the fight, he used Changeling Enchantments to See farther and to stretch his arrows range, He noticed the gigantic robot cutting through his army, he took careful aim at the human riding it.

His eyes narrowed, Then his head exploded, his arrow flew towards Engie.

“G’Day!,....Peekaboo!”

The Scout, Rainbow Dash, Pinkie Pie, Twilight and Fluttershy stood in the balcony of Twilights tree house watching the battle.

“What's Happening?” Twilight asked.

“Looks like dere holding the line, but theres still plenty of those things left, Here didn’t you say that there ones someone they fear?”

Twilight's eyes shot open, she levitated a book from her saddle bag.

“Yes, theres a passage here on how they where defeated thousands of years ago,...here it is”

Back at the battle, things had turned once again without the support from Medic the Soldiers had lost half of their number, but they hanged on strong.

Sweeties guns fell silent, Engie gasped and turned to see a arrow had loged into the barrels of Sweeties sentry gun.

“DAMMITDANGITDANGNABBIT” Engie cursed, he crawled down Sweetie’s back, He raised his wench to fix Sweetie, but was thrown off when Sweetie became swarmed By changelings, Engie fell flat on his face as Sweetie was tipped on her side and swarmed by Changelings.

Engie quickly took out his Frontier Justice and fought off as many as he could was he retreated with the rest of the Soldiers.

The whole group retreated to the edge of Ponyville with the whole changeling Army at their heels.

The whole group stopped, and stood in wonderment at several tall black figures blocking their way into ponyville.

Just a bit of cool music to go along with the scene.

The two princess of Equestria stood atop the tallest tower in canterlot, witnessing the battle from afar.

“We should have acted,..they're already here,” Luna sated.

Celestia looked at ponyville off into the distance, “The ancient scrolls told of their return.”

“Their defeat, was only a delay i'm afraid,” Luna returned.

“From the time obscurity had been opened,”

“When the colts of Equestria, would spill their own blood,”

Dic soupcan sat atop Big mac, to his left stood Spyper holding his Sniper rifle, and Scuttlebucket standing idly next to him, the small group calmly walked through the group of retreating Soldiers and strolled towards the fast flowing sea of charging Changelings.

“Nopony wanted to believe,... believe they existed,...And when the truth finally dawned,...it Dawned in WAR!”

Twilight found the page in the book on AnthroChanglings.

“AH! here it says they were defeated by a bipedal creature from another world.

Scout lifted his head back to the battle, he noticed Dic soupcan “Hey! Dic s here! whats he doing?,”

Dic soupcan rode atop Big Mac towards the charging enemy, and stood their ground 40 feet from the front line.

“Heres a passage, it says “Theres only one the changelings fear,”

20 feet to go, dic stared down the charging horde with a face ready for battle

“In their tongue he his Demoking,...”

10 Feet, Dic sucked in a large breath.

“Destruction-born!”

“OI-KA-BOOM!” Dic shouted, his voice was amplified to deafening volumes, and from his words a gigantic cyclone of fire was born.

The hundred of so Changelings that were immediately if front of him turned to ash instantly, the ones about 20 feet away where not so lucky, there flesh was roasted black and they died over the span of the next few minutes, and the rest where all thrown from their feet, stopping the charge dead.

The Changelings that swarmed Sweetie Bot where roasted right off, Sweetie Exploded from the mass of charred flesh, she roared at the halted Changelings, she spied the wangler on the ground, she picked it up in her mouth and her on board repair systems mounted it to the side of her head, she pointed the laser at the changelings and erupted into Sentry fire.

And in a span of a few seconds, the survivors of the Changeling army fled back towards the everfree.

“Give’em hell boys!!” Soldier shouted, and proceeded to chase the routing army, but was stopped by a latex gloved hand.

“Nien, Don’t running off, we need to regroup! i think i have discovered something about the world but we need the rest of the team.”

“But my MEN!” Soldier shouted, pointing to the mass of red and black spilling into the Everfree.

“They'll take care of the enemy don’t worry, now where is Scout?”

“Looking for these?” a smart voice said in a royal voice.

Heavy, Medic, Engie and Soldier turned to see Scout, and Four ponies all bound by Changelings, and the Queen herself held a Dagger to Twilight throat.

Soldier growled, he leveled his shotgun “Face it, your planet is ours,” He barked.

Crysalis gave Soldier a look of confusion, then disregarded what he said.

“You think i would put this much of a fight for this mud town? no,..i got what i wanted right here, so i haven’t lost anything,” She pressed the Dagger softly into Twilights throat, Just enough to draw a little blood.

Medic took Soldiers Shoulder and whispered into his ear “Keep them distracted, i,ve got a plan” Medic then bounded to the battlefield.

Soldier then got an idea, he slowly walk towards Chrysalis, She eyed him and softly pressed the dagger to Twilight’s throat, causing her to whimper.

“If you wish her dead then by all means keep walking,”

Soldier stopped, “Then we are at an impasse,”

“True I can’t compete with you physically, and you are no match for my brains,”

“You're that smart are you?”

“let me put it to you this way, ever heard of starswirl the bearded?”

“no”

“Because he was a complete imbecile compared to me,”

“In that case i challenge you to a battle of wits,”

“For the elements?”

Soldier smiled.

“To the death?”

Soldier nodded.

“Then i accept,”

“Good,” Soldier giggled then pulled out to Bottles of cola.

Heavy groaned, he hated when Soldier did this, so did Engie “Well, better get some shut-eye,”

Medic scoured the Battlefield, he climbed hills if Dead Soldiers and Changelings and finally found what he was looking for.

Dic soupcan and his crew, He whistled, getting their attention, Dic and his friends walked up to medic, who took out his solemn vow, and bopped each one (except Big Mac) firmly on the head.

The ponies and Changelings watched in awe at the scene before them.

“So then i would remember you were from mars, and there for you play picoline and in picoline its a good idea to have a soda to keep you awake, so you can be aware of where you enemys Queen is!” Soldier monoloughed. Both he and Crysalis sat crosslegged with two bottles of soda between them.

Scout and the four captured ponies could barely stay awake, the battle of wits started an hour ago and it was getting dark.

Fluttershy was shaken awake when the Changeling Holding her unexpectedly disappeared, She saw spy standing above her holding “Your eternal reward” he put a finger to his lips and sshhed Flutters, cut her loose, then disappeared.

On the other side of the group of changelings one noticed a red dot on the one next to him, he stared at it and watched it dance on his oblivious Comrades head, he reeled back and slapped his comrade to the ground in an effort to rid him of it, he fell to the ground, then the one who slapped him fell to the ground with a bullet through his head, the alive changeling got back to his feet, but got a Knife to the back via spy, Spy cut a sleeping Rainbow Dash free.

All that was left was the changeling that was holding Pinkie Pie, who was Oblivious to his dead friends, Spy waved his hand in the air, as if to signal someone.

A fire axe flew end over end through the air from behind the last changeling and split his skull in two.

Soldier stopped monologuing and smiled. “The battle of wits is over, the winner, ME!”

Chrysalis awoke from her half asleep state with a start “What! how is that possible,”

Crysalis looked around and saw that her guard had been killed, she growled “YOU have one NOTHING!!”

Chrysalis Lifted her dagger, and aimed it to a sleeping Twilights heart.

*BANG!

a bullet went through Chrysalis’s hand, causing her to drop the knife.

“AAAAAAAAGGAGAG!!” Chrysalis yelled, grabbing her hand.

“And thats how we do it in the bush!” Sniper yelled from across the street.

Chrysalis ran from the group and into an alleyway and disappeared into the darkness.

“This isn’t over Soldier! not by a long shot!!” Her voice echoed from the alley.

“Oh! i think it is!” another voice echoed.

Chrysalis walked backwards out of the alley, face to face with Demoman wielding his shield and Eyelander.

“Ya think ya can just endanger me mates and get away with it? this story isn't getting a sequel that easy.”

Chrysalis Started wide-eyed, looking for a way out when.

*SHTHINK!

in one swift motion, Demo beheaded queen Chrysalis, her head flew off and landed in the street with a meaty THUNK! and her body plopped on the cobblestone trot-way.

Spy freed Twilight and Scout from her bonds and all four ponies and all nine classes Surrounded the dead Queen.

“Well i guess dats dat” Scout muddered

“You didn’t Have to kill her ya know” Twilight stated.

“Ya a Know,....hehe but it felt good,”

“VICTORY MEN!” Soldier yelled!,..:*GASP! my men!”

Medic turned to Soldier, “Soldier, don’t worry, they will find home in the everfree. Eventually they'll build a fort and guard the everfree, considering it needs a good clean out.”

“But, they’ll run out of ammo and health!” Soldier stammered.

“Ah! thats another thing, Soldier is this the same dimension Merasmus send you?”

Soldier thought for a second,...”No i suppose not, i’ve come to realise that,”

“Okay, when he did send you to the other one, did you have a resupply closet with you?”

Soldier though for another moment,”Yes, yes i did,”

Medic then turned to Twilight “Okay frau Twilight, did you ever notice and,..umm peculiar ponies hanging around in your dimension about a week ago?”

Twilight blushed “Well, last week was our heat season, we arent exactly ourselves during heat, and out memory isn’t the best Hmmmmm,....i do remember so sort of crazy hostile pony

that wore a helmet, your friend here does remind me a lot of him,”

“AH HA! then my theory is correct! Soldier how different is this universe to the one you visited?”

“Not alot, i remember these ponies had arms and legs among *Shudder, Other things,”

“That proves it, Soldier you where in this universe,”

“I was? how?”

“vell, not you, you,...another you, a pony version of you, you from a parallel universe came to this one, while you went to a different one,”

Scout stepped ahead “So that means, his pony version is in the universe this Soldier visited saving it from those things just like us?”

“Most likely,,yes,”

“I not following doc,” sniper stated, scratching his head.

“Try not to think about it,” Medic answered “What i was trying to say is that your men will be fine, they have a resupply locker hidden away in a cave that i'm sure they’ll find.

“If you say so,” Soldier said confused.

“Thankfully i already don’t remember,” Demo belched, already half-way through a bottle of scrumpy.

The group cursed Demo before releasing one thing, they had forgotten about the freaks.

They noticed Applenah, Fyra, WPT, Bomb Bomb, Cuitemark me, Sweetie Bot and even Scootaloo had surrounded them, all Growling, prepared to attack.

Most of the mens pulled their weapons on the freaks, Twilight whispered “Medic, what did you cure your teammates with?”

“With this” Medic held up his Solemn Vow, “One conk on the head is all it takes,”

“Ok hold still,”

Sweetie Aimed her sentry guns ar Engie, who gulped.

Twilight shot a beam of magic out of her horn, it impacted with Medics Slom Vow.

*BOOM! a ball of Magic Engulfed all of Ponyville.

11 months later.

Soldier slept soundly in his bed back home at 2fort, it was near 2am, Little was remembered of anyones time in Equestria, after they were returned home life returned to normal, fighting and dying.

I brilliant blue flash briefly lit up Soldier’s room, shaking him awake. Soldier jumped from his bed with his shotgun ready.

He reached over and turned on a lamp, light entered the room.

A wicker baby bed stood in the room before him, Soldier stayed vigilant with his Shotgun ready as he slowly walked up and lifted the blanket.

Under the blue cotton blanket was a gurgling bumbling Anthropomorphic colt,.. Soldier lifted a eyebrow, then he noticed a note on the side of the bed.

Dear Baker from another universe

Sorry i never told you, but heres your son,

i just need some time to figure some things out

-Pinkie.

Soldier Gasped he looked down at the small child.

“Pishh, he doesn't even look like me,”

The little babe took his fist out of his mouth.

“MAGGOTS! he gurgled.

Soldier winched,....” Oooohh,...Thats what i say,” And soldier Scratched his head, and he felt something ominous, like someone like him in a parallel universe was going though the exact same thing.

Then Soldier desperately tried to remember exactly where babies came from.

Author's Note

you have un willingly read the over elaborate origin story of my OC,

did for the lolz.

please notify me of any mistakes, i've never written such a long chapter.

taking suggestions on a name though.

Derp Nukem Forever

Author's Note

welp here it is, after 9 days in development i hope it was worth the wait.

Derp Nukem Forever

3 Weeks since the Battle for Ponyville.

A small unicorn filly bounded slowly through the torn town, even after three weeks they were still parents looking for their lost children.

And children looking for their lost parents.

Dinky sighed, her mother Derpy Hooves had disappeared on her mail route on the day of the battle, Dinky had been living in their home under the supervision of the royal guard who had shown up to help the town rebuild. Today was her first day back to school since the War.

Dinky approached the schoolhouse to find all the local children had gathered outside.

“Hey,...what's going on?” DInky asked the group.

A small colt turned, “Its Cheerilee, She left a note saying she may be late, she was drafted into clean up this morning,”

*Sigh “I guess all we have to do is wait,” Dinky responded.

The colts and fillies soon migrated to the playground out back, some played, others talked, Dinky however took to an early lunch. Dinky removed a single muffin, it was special to her. Every week her mother made a batch for Dinky’s lunch but after she disappeared Dinky held her mother's last batch precious and saved it up until now.

A single tear formed on the bottom of her left eye, she slowly lifted it to her muzzle and opened her mouth.

*Swipe, A light pink hoof stole the muffin from her.

Dinky gasped and turned to see Diamond Tiara standing next to her, giving and evil smile to the stolen muffin.

“Give it BACK!” Dinky cried.

“Why are you crying about a muffin? Are you in love with it? trying to kiss a pastry is so like you being that no colt will ever notice you,” Diamond mocked.

“I Said give it back!” Dinky rushed Diamond but was quickly body blocked by Diamonds little toady Silver spoon.

“Thank you Silver, Now all we have to do is dispose of Dinky’s boyfriend,” Diamond gave another smile, then eyed a mud puddle she was standing over.

“DON’T!” Dinky cried.

Diamond dropped the muffin into the puddle and brought a hoof down on the last bit of memory of Dinky’s mother Dinky had left.

Silver Spoon released Dinky, letting her run to the puddle and weep over the confectionary treat.

“Your such a pathetic little blank flank, its no wonder you're mentally challenged mother abandoned you,”

Dinky looked up, “You're wrong! she didn’t abandon me, i’d bet anything she fought those changelings right along with the humans!”

“Pfft, she probably hightailed it out of there and cracked her head open on a tree,”

Dinky started bawling again while Diamond Tiara laughed at the filly's misfortune.

*WOOSH,...SPATTTER!

Diamond’s laughter abruptly stopped as a gray and red blur came from the sky and impacted her head, crushing it into the mud puddle and spattering her brains all over the near by children.

“No 2 bit whore insults my muffin and doesn't get her head stepped on,”

Dinky lifted her head to find her mother standing over the mangled headless body of the local bully, except she was different. Her long blond mane was cut to a short flat top and matted with black Changeling blood, she wore battered sunglasses, a cigar hung from her mouth, she wore a red tank top and held a shotgun from one of the humans in one hoof.

“Mommy!” Dinky cried.

“Ya Celestia Damned right!” Derp Nukem said with a smile, “C'mon lets go home,” Derp extended a hoof.

Dinky jumped in her mothers hooves as her mother shot up into the sky.

“Mommy? this is the wrong way, home is that way!” Dinky shouted pointing to the south.

“Our old home was lame, i got a better idea,” Derp said with a suspicious smile.

“But mister Rich, my husband was killed in the invasion! i have no one at home watching our foals!” a yellow coated maid explained.

“Well im sorry about the but company policy clearly states that leave due to death in the family needs to be filed 2 weeks beforehand,” A brown Stallion with a slick mane said in a annoyed tone from behind his desk in the office of his mansion.

“But what will i do? i need this job to feed my family, but i can't leave them at home."

“Well i suggest you work more overtime,’

The maid hung her head, then sighed. She turned and went for the door but was interrupted when Derp Nukem kicked her way through the door with a unicorn filly on her back.

Filthy Rich stood up in annoyance “Listen, any further questions i will answer during a scheduled app-Hmmmm-mmph!”

Filthy was interrupted when Derp stuck her shotgun into the stallion’s mouth.

“Give me one good reason why i shouldn’t pull this trigger,”Derp growled.

“Hmmp-hmm-mhmm-hmmm!” Filthy cried.

“Sorry, couldn’t hear you, you really shouldn’t talk with your mouth full.”

*BLAM!

Filthy’s body fell to the ground bleeding out the lower half of his head, Derp sat at filthy’s desk and put her rear hooves up.

“Hmm-something's missing,” Derp looked up at the ceiling, then lifted her shogun.

*Blam *Blam *Blam

The ceiling caved in and a large amount of riches landed on top of Derp, she was soon surrounded by bags of money, piles of gold, a crown landed on her head and a scepter landed in her hooves.

“Buck yeah much better,”

Then Derp noticed the maid in the corner staring in udder shock.

“Okay, you clean that up, then consider yourself fired,” Derp barked pointing to Filthy’s body.

“Fired?” The maid asked.

Derp picked up a ruby as big as her head and threw it to the mare, she caught it and looked down at it in shock.

“Consider that your company supplied retirement plan,”

*Gasp “Yes Ma’am!”

“Actually, before you get to that, Could you make us some Muffins?”

“Yes Ma’am,” The maid left the room.

Derp leaned back and sighed a breath of cigar smoke.

“It is good to be king,” She mused as her daughter gasped at how large her new room was.

sequel

I'm happy to inform to all who favorite this that the sequel is officially up,.....

thought you would like to know

Oh no.

12:00pm

Man.co facility 3245-6935.

(A.K.A.)CTF_Doublecross.

The nine mercinarys under employment for Mann.co hadent fought for days. Ever since Soldier's return from the mysterious world the Great Wizard Marasmus had sent him, he had been a mental wreck (even more so than before). A few days ago Soldier had stopped crying, The mercenaries had thought things would go back to they way they were before, But Instead, Soldier had declared vengeance on “Canada” and had hidden himself in the basement of the base for the past three days.

On this particular day, a short man in overalls, a hardhat, and welding goggles Hailing from a small town in texas was standing at the top of the staircase leading from the main room to the basement listening to the banging of tools and the occasional flash of a spot welder.

Then a lanky young man hailing from boston sporting a Bright red tee shirt, cleats, a baseball cap and headpiece walked lazily down the nearby staircase from the spawn room one floor above to the main room. He was bored from the lack of battle and was constantly looking for something to do, then he noticed his teammate.

“Hey Engi! watcha lookin at?” The young man asked in a thick bostonian accent.

Engineer broke his concentration and turned to scout. “Oh hi Scout, I'm trying ta figure out what in sam hill Soldier is Buildin, And i have the slightest suspicion that he's using mah tools.”

Scout rubbed his baby smooth chin. “Ya think soly stole your Tools?”

“Either that or we got a Three year old building bombs somewhere in the base, ya see i walked into mah room a couple a days ago and all mah tools were gone,” Engie paused to dig through his pockets” An all in there place was this note, Engie pulled out a wrinkled piece of paper with a poorly spelled short message written in blood and showed it to scout.

“Seazed for the war on teror!

Ps sorry about the blood I didn’t have a pen”

“Ya, dats soly for ya,” Scout stated.

Engie pocketed the note and turned his attention back to the room below.

“Why don’t we go down de’re and find out what hes doing?” Scout asked.

“Well, i thought of that, and you know how dangerous soldier can be, i figure when he’s done he'll want to show everyone what he’s made so all we got to go is wait.”

The sounds of banging tools ceased, both mercs looked at each other, The the sound of footsteps echoed through the Staircase.

A tall broad shouldered man in a red uniform and a steel helmet that covered his eyes emerged from the room below.

“Men! I have finished what i have been building, and i want everyone to see it, everyone to the basement asap!”

Engi raised his eyebrows,”Hhmm, see, i told ya.”

A half hour later all nine of the red mercenaries gathered in the basement, in front of them was a pile of discarded weapons, pieces of litter, pieces of Engie buildings, broken scrumpy bottles and Scout swore he could see the right foreleg of the BLU spy sticking out from one end of it.

All Merchants stood in a straight line,they scratched their heads and stared at the contraption.

Soldier marched in front of the line.

“Men! for the past few days i have secured the necessary resources to construct a device that will aid us in seeking revenge on the Pony Hippie nation of Canada!”

“Um,...what hippies of who now?” Scout asked.

“CANADA!” Soldier shouted.

Both where interrupted by a roar of laughter coming from a sherly one-eyed drunk from the end of the line.

“Yer even more drunk than i am!” Demoman shouted.

Then the rest of the team broke into snickers.

“You're more bonkers than a booby mate and believe me, I’ve hunted them before” a lanky man from australia in slouch hat and trap vest by the name of sniper snickered.

“Have you gotten in my supply of “Not Medicine?” A german in a lab coat and small pair of spectacles by the name of Medic asked through a grin.

“I think ze need to have him committed!” a French Man named Spy in a mask and a expensive pinstriped suit shouted between fits of snorty laughter.

“Boy,..just,....nope” Engie chuckled.

“Ho Ho Ho, I think Demos on to something” Scout chimed.

“Did tiny baby man say PPPHONIES!” I gigantic russian called Heavy roared through his fits of laughter.

“HHMMM-hmm-hmm-hmm-hmmm” A man completely clad in an asbestos suit and gasmask named Pyro lay on the concrete floor holding his sides in fear of them splitting.

Soldiers face scrunched up in anger, he turned red as a beet, he marched over to his machine and grabbed the part of the machine that was made from the leg of the BLU spy, he pulled it down revealing that it served as a lever, and his machine began humming.

All the mercs stopped laughing out of amazement.

“Now as I was saying, I have constructed a machine that will transport us to Canada, there we will put the Canadian war machine to a screeching halt!”

Medic raised his hand.

“Vait, Soldier, are you telling me that you have created a machine capable of trans dimensional travel!?”

“Precisely, and with it,.....” Soldier started.

“HOW!?” Medic shouted.

“By studying the science of qotum mechanics” Soldier explained, then produced a book from his uniform jacket.

Scout pointed to the book, “Aaaa Soly? is pronounced quantum mechanics and thats Saxton Hale’s “Spelling Lessons that will put hair on your chest,” its for kids”

“Its in the fine print maggot! that's why no ones ever found out how to make one of these!” Soldier yelled as he pointed angrily at the machine.

Then sparks started to erupt from Soldiers machine and the whole room started to shake.

The mercenary’s started to panic as a small portal made from bright colors appeared on the wall behind the machine.

Demoman screamed and pulled out his grenade launcher.

Soldier yelled and dived for Demoman “NO! its the only thing keeping the portal stable! the book said so!”

But it was too late, Demo’s grenade launcher fired with a “BLOONK” the live grenade flew through the air and collided with the machine, causing it to explode in a hail of bits of scrap and Blu spy entrails.

Everything went wild as the portal grew consuming the whole room, all nine of the mercenaries fell into the portal, the matter that the mercs were made of stabilized the portal and caused it to close, leaving nothing behind but a empty base.

Scout was the first to wake up, he felt like a bad saturday morning after a fantastic friday night. His muscles ached like he had a bad fall and his head pounded.

Scout observed his surroundings, he was in a dark forest, it was the middle of the day but the tree cover still made it had to see, Scout turned his head and spied Soldier's crumpled form.

Scout Got to his feet and walked over to Soldier body, He saw that Soldier was still breathing, Scout shook his body.

“Soly get up, come’on! you're the only one who can tell me where we are”

Soldier stirred, then the sound of a shotgun cocking rang out as Soldier turned his head and looked at scout.

Soldier gave Scout a wild and creepy smile showing all of his teeth, then he pointed to himself.

“I Am painis cupcake!”

Then he licked his lips and pointed at Scout.

“I will eat you!”

This fic is gettin weired.

Vagineer sat atop his dispenser with his feet dangling above his head, He banged on his guitar with his fists blissfully, Today had been a good day.

Ever since Vagineer awoke in this strange new world, only luck followed. He had his sentry gun and dispenser all the way to level three and with nothing else to do, he played his guitar while enjoying the scenery.

Vagineer’s three stomachs all growled, There’s something he had to do and that was to find lunch. Vagineers preferred red meat in there diet. Vagineer scanned the area around him, all there was where some offhand wildlife that wandered near Vagineer’s nest. Vagineer turned a nose to dead animals, Vagineers preferred something alive, alive and small.

So without much more thought Vagineer slid down to the ground, told his dispenser that he was in charge and to shoot any Pootbirds that happened by and marched into the forest to find something to eat.

After only a few minutes Vagineer happened by something that made him dance with glee, A roaring river. Sure, it wasn't food but there was something Vagineers enjoyed just as much as eating.

Tele-Trapping.

Vagineer quickly coughed up red toolbox, then wildly banged on it with his wrench. Soon a level three Teleporter exit stood idly in front of him. Vagineer picked up the teleporter and held it above his head and danced with pride, then threw the Teleporter into the river where it stuck fast to the floor of the raging river.

“Yippieyaykayooooooo” Vagineer proclaimed in celebration, then followed the river against the current, thinking it would lead to civilisation.

Vagineer’s suspicions were confirmed when the river lead to a huge farm of some sort, Vagineer snuck up to the farm and quickly hin within the field of trees.

Vagineer stealthy slipped through the orchard, until he came upon something he was looking for.

A treehouse, a treehouse meant children, and Vagineer loved children, they were his favorite meal.

Vagineer prepared to dance with joy until he heard a twig snap, Vagineer quickly hid behind a tree trunk, then peeked out from behind.

Vagineer found that the tree house as being guarded, by a huge red stallion.

“HUrrrrrrr” Vagineer growled, He sized up the stallion, He was confident he could take the stallion, but hated the idea of wasting energy of something he couldn’t eat.

The Vagineer got an idea, a wonderful idea, a awful idea, a wonderfully awful idea.

Vagineer snuck up behind the red stallion and silently coughed up a red toolbox.

A earshettering scream was erupted from the forest, the red stallions attention was turned, Vagineer saw his chance and dropped the toolbox and started banging on it wildly.

“Rarity?” The red stallion asked himself, then noticed the racket Vagineer was making.

The red stallion turned to see Vagineer, dancing wildly mocking him.

“What in tarnation!? you get outta here!” The red stallion charged, but after two steps he had accidentally stepped on the Vagineers teleporter, and in a flash of bright red light, he was gone.

“WEEEHAHOOOOOO” Vagineer laughed, then after a short dance, turned his attention to the treehouse.

The treehouse had a single window on the side, Vagineer shot out his right hand out and grappled the roof, then reeled himself up to the window.

Vagineer peered into the window, inside the treehouse were three adorable fillies, all lying about for the taking.

“I just don’t see why we couldn’t go and fight the monster, we’ve fought them before!!” a yellow filly with a red mane and a pink bow exasperated.

“When did we ever fight monsters Apple Bloom?” a dark orange pegasus fille questioned.

“Member Scootaloo? we fought that cockatrice with Fluttershy!” Apple Bloom retorted.

“You mean we ran around and screamed while the cockatrice almost changed all of us to stone?” Scootaloo rebuttled.

“Well, we lived didn’t we?” Apple bloom Shouted, then returned to laying on the floor out of boredom.”

“Well i still say we draw! I’m just so bored!’ a white filly with a purple and pink mane suggested.

“WAIT! SweetieBelle!, Scootaloo! i got it! how’ bout we go looking for one of them monsters ourselves?” Apple Bloom exclaimed.

“Applejack and Rarity said to stay in the clubhouse where we would be safe, the way she was talking, these monsters sounded pretty dangerous” Sweediebelle Said with a bit of worry.

“Well, we just need to show our sisters that were not babies anymore, and i think the best way to do that is to go out and bag one of them mon,....sters” Apple bloom felt her words falter as she noticed the face of the Vagineer peering through the window.

All three filles screamed as Vagineer swung through the window and retracted his grapple hand.

“Wooweeelololo” Vagineer proclaimed, then made a dive for Apple Bloom.

Apple Bloom Dodged and ran under Vagineers legs, the other two Fillies also darted off, Sweetiebelle and Apple Bloom both went for the door of the clubhouse while Scootaloo used her wings to float out the shattered window.

“HUrrrr” Vagineer growled in frustration, then jumped out the shattered window in pursuit.

Vagineer landed on the ground with a thud, and followed the fillies with his eyes. All three were heading into the forest where he came from.

Vagineer chased the fillies into to the tree line, then followed them into the forest.

Vagineer chased the fillies through the forest, tearing through mud puddles and bushes, Soon Vagineer, Having the longest legs, began to close the gap between him and the fillies.

Then Vagineer got a lucky break.

The three fillies had come upon a fallen log, Apple Bloom and Sweetiebelle had climbed over it no problem, but when Scootaloo attempted she got her wing caught on a broken branch.

“Apple Bloom! Sweetie! HELP!” Scootaloo shouted while struggling with her wing.

Both fillies turned just in time to see Vagineer pounce from behind Scootaloo and Snatch her from the grasp of the log, Then devour her in a single motion.

SweetieBelle held a hoof to her mouth and dry heaved, “C’mon! we gotta keep running!” Apple Bloom Shouted in attempt to console her friend.

But it was too late, the extra second Sweeties stomach had given the Vagineer had allowed him to scoop up both fillies by the scruff of their necks.

“WEEEEWOOOLOLOLOLO!!!!” Vagineer shouted, Them shoved SweetieBelle into his mouth, Swallowing her whole.

“APPLEJACK! SOMEPONY! HHEEEEELLL-MMMMM” Apple Bloom screamed but was cut off by Vagineer.

“Thats mah Sister!” Applejack proclaimed, then ran in the direction of the screams.

Fluttershy picked up the unconscious Pinkie Pie and the whole group followed and soon came upon Vagineer facing the other direction.

“You! Where’s Mah Sister!?’ Applejack Yelled pointing a hoof at Vagineer.

Vagineer turned, revealing that he had something in his deformed mouth, a red bushy tail stuck out from it and under it a pair of yellow hind legs desperately kicked.

“No” Applejack shuttered, holding a hoof to her mouth.

Sensing that he was in trouble, Vagineer swallowed the rest of his meal and darted into the forest.

Applejack broke from her daze and ran after him, Scout, Twilight, and Rainbow Dash followed, Fluttershy however fainted at the sight of Vagineer, and dropped Pinkie Pie. Both now lied on the forest floor.

Applejack was catching up with Vagineer as they both darted through the forest, Vagineer knew this and pulled out his frontier justice and began firing it at Applejack.

Buckshot bounced off Applejack, Stinging her all over, But she was determined to save her sister, nothing would stop her.

Vagineer became frightened, but most of his fears lifted when he came upon his nest. Vagineer quickly took out his Wangler, As soon as Applejack Broke through the Bushes, Vagineer fired.

Applejack quickly dodged to her right and hid within the bushes.

“HUrrrr” Vagineer roared, he fired his wangler then proceeded to mulch the bushes with sentry fire. Soon his sentry ran out of ammo, Vagineer roared at his dispencer, accusing it of wasting the ammo on nothing but its own entertainment. Vagineer dropped his wrangler and yelled at his dispencer as he banged wildly on his sentry with his wrench, but his anger lifted when his dispenser apologized.

As Vagineer worked on his senry, it reactivated and pointed itself at him, Vagineer was shocked, he turned around to see Applejack grasping his wangler in her hooves pointing the laser directly at his feet.

Both Vagineer and Applejack stared at each other, Then Applejack slammed her hoof on the red button. Vagineer’s sentry fired four rockets, all which connected to the ground below him causing him to explode in a shower of gibs and entrails.

Applejack dropped the wrangler and wiped her face of blood, then slowly walked up to the puddle that had been Vagineer, something caught her eye.

Three huddled forms Applejack recognized as her little sister and her two friends.

Applejack Lowed her self and clutched the three filthy forms and idly sobbed for her Sister, in being so close to them, she realized something.

All three were still breathing.

Soon, Scout, Twilight, and Rainbow Dash found Applejack wading in the goop that had been Vagineer.

Twilight and Rainbow Approached Applejack in a effort to comfort her, while Scout began to get frantic again.

“Ohmygod, This is bad, this is really bad” Scout shouted while eyeing the puddle of Vagineer.

“No! Twilight! Rainbow! there still breathing, we need to get them somewhere safe” Applejack shouted snapping out of her daze.

“No! you don’t understand, you never, ever Gib a Vagineer.” Scout explained.

All three looked around and found the pieces of Vagineer and begun to shake, then one by one all of them transformed into another Vagineer with a loud pop.

The group soon found themselves surrounded by 10 to 15 Vagineers, all began to advance on them.

Twilight and Applejack huddled around the three gore covered fillies and Scout pulled out his scattergun and Rainbow Dash put up her hooves to fight..

“SOUPCAN!” a gruff voice uttered, Dic soupcan had appeared on the far side of the group of Vagineers.

Dic Soupcan wielded his Eyelander and a bottle of scrumpy menacingly as he charged into the group of Vagineers, removing the heads of several Vagineers and stuffing the rest of them into a never ending supply of empty soup cans.

Scout and Rainbow didn’t waste a second, they charged into battle to aid Dic Soupcan, Scout shot several Vagineers in the chest with is scattergun knocking them out while Rainbow flew at unimaginable speeds and kicked them in their faces, much to the same result. Which would have done nothing for the fact Vagineers can heal themselves from such a wound, but Dic Soupcan came by and stuffed Scout’s and Rainbow’s victims into his Soup Cans.

It all came down to one Vagineer left, Dic Soupcan charged. Scout quickly knocked Dic Soupcan off his balance (which was easy due to his constant inebriation.)

Scout pulled out Spy’s electro sapper and placed it on the frightened Vagineer, He hollard and spun around in place. Then after several backflips The Vagineer fell to the ground.

Dic Soupcan charged back off into the forest, Dic Soupcan was always a nice freak not having to eat people for nourishment, he instead just liked to fight other freaks. With no freaks around to fight Dic Soupcan left the group to find more freaks.

The group huddled over the Vagineer, His face slowly returned to normal. Soon Engineer was back.

Scout pulled of the electro sapper and observed Engie who had began to stir.

“UUuuugg, What in sam hill” Engie sat up, removed his hardhat and held his head.

Engie observed his surroundings, he then gave Scout a look on confusion “Scout, did we get inta Demos scrumpy last night?” Engi asked.

“Naw Engie, your not gonna believe it but what you're seeing is real” Scout explained.

“Well, if you're not worried, i guess i’m not worried” Engie explained, standing up and dusting himself off.

“Soldier should have never built that darn machine, now look where its got us” Engie complained.

“Well, thats not the worst of it.”

Engie turned to Scout “What do you mean?” Engie asked.

“Its the freaks Hardhat, their back,” Scout explained.

“Oh no! how many of them?” Engie asked.

“Well, it was all of you guys except me. but we just recently cured Spy, we’ll meet up with him later, now we cured you so we’ll go for the rest later” Scout explained.

“Cured me!?” Engie shouted, he then observed the ponies, the mess, and the fact Soup cans littered the ground.

“You mean i was?” Engie asked.

“Oh yeah” Scout answered.

“And I” Engie asked Pointing to the mess and the fillies.

“Yep” Scout answered.

“Well, we gotta get these three youngins to a place where i can keep an eye on them” Engie said.

“Well, mah farms not to far from here, we can go there.” Applejack suggested.

“That’l have to do, c’mon!” Engie Scooped up the three fillies in his arms and followed Applejack out of the forest.

“Engie, Hold up!” Scout shouted.

Engie turned to Scout.

“We’ll if you’re leavin, we need you pomson gun thingy, we gotta go get pyro,” Scout explained.

Engie shifted the three fillies to one arm, then he pulled out his pomson 6000 and handed it to Scout. “Good luck partner” Engi mused, then followed Applejack into the forest.

Scout thought about what just happened, “Deja vu,” he whispered to himself.

“Hey! Scout!” Rainbow shouted.

“What?”

“We’re gonna bring Fluttershy and Pinkie back to Flutters home, its not far from here and the’ve been through enough.”

“Oh Okay, lets get movin.”

Engie sat at the dinner table with a huge feast of apple related sweets surrounding him.

“Much obliged ma'am but after what i’ve been through i don’t feel much like eatin.” Engie explained to a enderly apple green mare who had done nothing but talk and cook since him and Applejack arrived at the farmhouse with the three fillies.

“Oh nonsense, traveling from another dimension and saving my granddaughter from a monster has gotta raise a appetite in any pony, err Dimond dog, err what did you say you we’re?” The elderly mare asked.

“Imma Human, Ma’am” Engie explained.

“Right” She agreed and put another plate of apple fritters in front of him.

Damn if she didn’t remind Engie of his own grandmother God rest her soul if she were dead.

Applejack paced around the door to Apple blooms room, She had cleaned of the fillies best she could and put all three in Apple Blooms bed. They had yet to wake up and Applejack was near tears with worry.

Applejacks heart skipped a beat when she heard rustling in the room, she approached the door “Apple Bloom? Sweetiebelle? Scootaloo? are you guys okay?

The door swung open, and three little fillies stood in the door frame.

“Oh Thank heavens!” Applejack cheers and prepared to hug her sister.

“Cutie Mark me!” Apple Bloom Shouted.

“What?” Applejack asked, withholding her hug.

“Viral administration mode activated,” SweetieBelle said in a cold robotic tone.

“Scootaloo!!” Scootaloo shouted.

“What?” Applejack reiterated.

Without another word, Applebloom slid across the floor without moving her legs at all to Applejacks flank, she then took and apple from Applejacks cutie mark in her teeth, peeled it off, chewed it and swallowed.

“Just what the hay!” Applejack uttered before all three fillies pounced on Applejack, biting her entire body.

“Just what the Hay!” Applejack shouted causing Engie to shoot up from the dinner table, he ran out of the dining room and down the hall.

Engie came upon the three fillies biting Applejack.

“Was going on here!?” Engie Shouted.

All three filles looked at Engie.

“SCOOTALOO!!” Scootaloo shouted, then threw herself out of a nearby window.

“Cutie mark me!” Applebloom shouted.

“Adversary too large to fight, activating retreat procedures” SweetieBelle shouted in a weird robotic tone.

Both Fillies darted under Engie’s legs and charged through the front door, running out into the orchard.

Engie just stood there, dumbfounded, then a horrible thought entered his head.

“Aaaaa, Applejack? you alright?” Engie asked.

Applejack raised her head and looked at Engie with a blank expression.

Engie Raised an eyebrow.

Applejack’s neck then grew 6 feet long, she looked down at Engie.

Engie raised his other eyebrow.

“Nah!” Applejack shouted, then her lower body began spinning around like a helicopter, it lifted off the ground and the entirety of Applejack few out the front door in search of her little sister.

Engie just stood there with his mouth hanging open.

The elderly green mare then happened by Engie.

“Oh! looks like the youngins are feeling better, probably went outside to play, he he hee, thats just like em.” She mused.

Engie broke from his stupor, “Yeah, outside, playing, listen i gotta go, tell Applejack somthin”

Engie then sprinted out the broken front door.

“Oh Alright then, if you see Applejack ask her if she’s seen her big brother! i can’t find him anywhere!,.....aw fiddlesticks, aww hes probably with his marefriend that teacher.”

Author's Note

Why?

cuz i didn't have any friends in school.

any real ones anyway.
blame thease vids.