Ponyfront

by The Seventh Mane

Rating: teen
Tags: Adventure, Crossover
Length: 9733

When will the Human occupation of the Kingdom of Equestria end and who will end it?

Fifteen years ago, Humanity had made first contact with the Kingdom of Equestria and its pony population. The two civilizations had peace, harmony and friendship with each other. This peace lasted for years.

However, tensions had arisen and grown over the last few years through acts of sabotage and spying from Humanity which had grown Xenophobic of their sentient neighbours. Eventually, after years of suspicion and distrust, the two Empires fell out with each other and so warfare followed.

Humanity being the most experienced at war had driven back the Equestrian borders and eventually captured Canterlot and Ponyville. Humanity thought they had won but a resistance was set up, and along with the Royal Equestrian Army, have liberated Canterlot. Ponyville is the last one to return to Celestia's rule and it's up to the Ponyville Resistance to do it.

Rated Teen for possible violence and mild gore in the future.
A cross-over basing on Homefront and MLP:FiM.
All Homefront rights belong to THQ
All MLP:FiM rights belong to Hasbro Studios.

Published 1970-01-01 00:00:00 UTC
Last updated 2012-05-01 17:29:30 UTC

Chapter One: Why We Fight (Part 1)

Chapter One: Why We Fight (Part One)

It had been fifteen years since Princess Celestia and Princess Luna had broken the spacial barrier that seperated humans and ponies from each other. Humanity was free to roam and settle in the lands near the Kingdom of Equestria and its population of senient ponies. At first the two civilizations were happy and trusted each other. The Kingdom of Equestria allowed Humanity to expand and explore their world and kingdom while Humanity allowed the ponies to let them come and go in their territory as much as they wanted. The two empires were the greatest of allies and the best of friends. The public got along well with one another and the leaders got along too like they were old friends.

One day, the human leader died and his son took over in his footsteps. Not everyone liked this as he was very xenophobic towards the ponies but no-one knew why. He did everything he could to ignore the ponies and Equestria.

Eventually, the trust and friendship that was built up between the nations was soon abused by Humanity and broke most of the rules set in by the 'Canterlot-New Earth' agreement most notably the increase of money being spent on the military and the failure to demilitarise fifty miles behind shared borders. Trust between the two nations shattered and fell apart. Friendship turned to espionage and sabotage; each nation trying to out-do the other. The humans compared it to the Cold War and arms races that had once raged before the Unification of the countries of Earth. These tensions rose until both sides could take no more. The build up of distrust and hatred lead to an inevitable war between the two factions. The Kingdom of Equestria against the Earth Empire.

When war was declared the two nations were passive, each on the defensive, neither side willing to make the first attack. This 'phoney war' did not last long though as operations and plans of invasion were being drafted up on both sides. It was simply a matter of who strikes first; who dares wins. The Kingdom of Equestria had plans made first but were not able to attack with their present army. Humanity on the other hand was.

Humanity launched their invasion from all directions. First to fall was Manehatten, followed by Fillydelphia, Ponyville and then Canterlot itself. The Royal Equestrian Army was pushed further away from their capital and morale had abandoned them since Canterlot's fall. Humanity was in for an easy victory. Or so they thought.

The ponies living in the conquered territories were treated badly due to the lies and propaganda the humans had been told by their own government. They were treated how the humans saw them; as animals. Animals that could talk but were still sub-human. The ponies hated the humans and their civil unrest continued. They caused riots and held marches but they all lead to nothing but more abuse and violence against them. The ponies decided to fight fire with fire. They set up the Equestrian Resistance.

The Equestrian Resistance was based in Canterlot but had branches in every city and town in the captured territories. They were violent and militant. They would fight for their own freedom and assist the REA at every opportunity and fight the human army with guerrilla warfare.

Slowly but surely, the resistance took back Canterlot but some fights still happened in the city. Soon after, the Manehatten and Fillydelphia resistance movements freed their cities too. Although they were now free, they were isolated from the rest of the Kingdom of Equestria. To save them, Ponyville needed to be liberated as it was the most direct route to Canterlot from the two cities but the humans set up blockades around the town so no outside resistance fighters could get in. The only way to save Ponyville was by its own resistance. From the inside-out.

***

"Rainbow, Rainbow Dash. Wake up, sleepy head. Wake up now." A soft voice echoed through Rainbow Dash's head. She slowly opened her eyes to find herself awake in Twilight's underground meeting room. She was at a Ponyville Resistance meeting and she figured she must have fallen asleep in the middle of it. She looked up to see the pony who was speaking at her. The pony was orange with a blonde mane and sap green eyes. She wore a brown, teared hat on her head and was covered in dirt and sweat. Rainbow didn't have to think long before she knew she was looking at her friend, Applejack.

"I know it was a late an' long raid last night, Rainbow, but ya gotta stay awake for this briefing an' pay attention. This operation could gain Ponyville her freedom."

Rainbow, with eyes now fully open at the sound of the word 'freedom', straightened up in her chair and fully focused on where she was and what she was doing.

"Sorry Applejack. I was just... resting my eyes but now that I have, I'm ready to listen." Rainbow spoke in a soft tone. Twilight's bunker under her library was a few metres under solid ground but they still had to speak quietly to avoid detection. If the human army found them now, it would be all over. Ponyville would never be free and the liberated cities of Manehatten, Fillydelphia and Canterlot would all crumble. Too much was at stake just to raise your voice.

The meeting room itself was big, about twenty metres by fifteen with a two and a half metre head height but it was still slightly cramped with a table, a projector and screen and about half of Ponyville's residence in the same room.

"Okay, Ah really need you guys to pay attention to this," Applejack began, "Like Ah just said to Rainbow, this whole operation could guarantee Ponyville's freedom if it succeeds or destroy everything that the Resistance Movement has worked for. As you can probably already tell, to much is at stake for us to fail."

Applejack turned to Spike who then turned on the projector. It displayed a map of Ponyville and the surrounding area. Applejack pointed to multiple marks which indicated human checkpoints.

"Now, as we all now, Ponyville's a big town and it's just got even bigger now that the humans have put up these here checkpoints." The farmer tapped on a neglected looking house in a row of terraced houses. She spoke again, "This is the house where our target is hiding in. Now, if we know that then ya'll can be sure that the humans do too. Their intelligence is better than ours."

Twilght stuck up her hoof and waved it about so Applejack could see. The orange pony nodded to Twilight to indicate that she could go ahead. She pulled up some bits of paper.

"As the Chief of Intelligence, I have recieved word that our target will have a 'visit' tomorrow from the humans. They'll probably board him on a bus and take him to the 're-education' camp. If we are going to get him, we need to do it quickly otherwise it'll be too late." Twilight gave Applejack the paper with the report on it. Applejack's face turned to a puzzled frown.

"Well, if our outta-date systems say that this is true then strike teams are gonna have to go in as early as possible. We cannot let our pony fall into enemy hooves, or hands rather."

Rainbow butted in, "So who's in the strike teams and when do we strike?"

Applejack thought for a minute and then answered her commrade's question, "There'll be three strike teams. The first 'un will be at the house and grab the target if he's still there at the crack of dawn. If he's not there then the second strike team will attack the bus he's on once it's as far enough away from any human checkpoints or patrols on its route to the camp. If that team should fail then the third one will attempt a hi-jack just before the camp. Failure here is not an option which is why I'm sending our best operatives on this operation."

Rainbow knew she'd be on the first strike team. She was told by everypony that she was the best at fighting. She was also the luckiest. She had gotten wounded at least three times this week but still she was able to keep herself awake let alone shoot better than any pony or human on the battlefield.

The orange pony turned to her multicoloured friend. "Rainbow, you and Pinkie'll be on Strike Team One and assault the house. Ah know you're good an' all, Rainbow, but this is a lot of responsiblity an' an op that requires a lot of stealth so don't go shootin' everything that moves."

Rainbow looked back at Applejack with a frown. She spoke back with a frustrated tone but kept her voice low. "I know, AJ. You don't need to tell me how to do a sneaky snatch n' grab op. I've done it before."

Applejack replied softly, "Yeah, but it wasn't very stealthy after you blew up that fuel tanker and caused a raging inferno, was it?"

"Hey, I aimed for the tankers on purpose. We needed a distraction or we would've died and I'm no use to you dead, am I?"

Applejack had one long look at Rainbow before turning to speak to Rarity and Fluttershy. "You two'll be on Strike Team Two. You'll be stationed here." Applejack drew a red circle on a stretch of road. "Hide on the roof of a building and jump down onto the top of the bus if you see it."

Fluttershy raised her hoof which Applejack nodded to, allowing her to speak.

"Erm, how will we know if we need to strike or if Strike Team One has been successful?" Fluttershy asked.

"Well, if Rainbow an' Pinkie are successful then they will transmit over the radio, 'Package delievered' and if they fail they'll transmit, 'Rainbow Colours'. If they say the mission is a success then the other two stike teams will return here. If they fail then we'll take up positions to hi-jack. Strike Team Three is made up of me an' you Twilight plus a few others considerin' it'll be the last chance we'll ever get to free-"

A noise echoed throughout the room. The ceiling shook slightly and dirt fell away from it. Everypony present in the room looked up and held their breath. Some ponies even had to put their hooves over their mouths to stop them from making any sort of noise. They all knew what that noise was. It was a human patrol passing by the library. As much as Twilight detested the idea, the library had to fall into neglect and disrepair. The books were allowed to fall out of place and lay wherever they landed. Cobwebs and dust were allowed to appear and collect in corners and the paint could lose its bright shades of colours. The once happy and cheery library was the complete opposite of what it was years ago. This made it look like the place was ransacked and that the previous occupients where removed and sent to the re-education camp so the patrols would just have a quick look in, see the place trashed and move on with no questions asked.

Only after the resistance members were sure the patrol had passed did they dare whisper again. Applejack spoke first, "I'm going to show you the tape that was made when the Resistance was set up. This is why we fight if ya'll need reminding."

Applejack opened a drawer in the table in the middle of the room and pulled out a cassette. This was another object that the humans had given the ponies of Equestria before the war. A large countdown clock was visible on the screen and counted down the seconds before the video played. 3...2...1...

Princess Celestia was on screen. She read out a report given to her by naval investigators. She read, "The torpedo which sunk the Canterlot and took the lives of forty-six Equestrian sailors was fired by a human submarine."

The video then cut to a news report which said that Humanity had teleported over one thousand nuclear weapons to the colony in the 'New World'. It then said that Equestrian leaders now express concern over a recent nuclear test conducted by Humanity.

The tape cut again to a report on the death of the leader of the Earth Empire. His xenophobic son was now in power. It then showed the military conquests and territoral gains that Humanity had made within two years. Another news reporter said about how the humans had continued to annex more and more territory of unused land and neighbouring countries.

The video cut once more to a Humanitarian satellite the was positioned above Equestria which claimed to be a communications satellite. It let out a burst of bright, yellow light above the Kingdom. Suddenly all the lights and electronics went out. The humans had knocked out all forms of electricity in Equestria.

It then cut one final time and displayed the territoral gains that humans had made against the Kingdom of Equestria itself. 'Enemy troops control Manehatten and Fillydelphia... Paratroopers control Ponyville... Canterlot has fallen... Equestrian millitary isolated and scattered.' One final message was shown in bold, capitol letters, OCCUPATION BEGINS.

Applejack took out the tape and looked at the ponies who were present, their faces blank and lost in thought about what they had seen. Even Rainbow Dash, who had seen the video countless times, still could not get over it, no matter how hard she tried. Applejack was the one to break the silence first, "And that, my friends, is why we fight.

Chapter Two: Why We Fight (Part 2)

Chapter 2: Why We Fight

The deep blue sky was without a cloud and the sun shone high and bright, spreading its warmth and light all over the town. It was a beautiful day that Ponyville was experiencing, weather wise. However, its residents were still locked in a life of violence, as they had been for over two years.

Sky Skimmer awoke from his slumber to the sound of his radio. It was broadcasting a weather and news report to its listeners. Sky never listened to it properly, not since Canterlot had fallen. The public radio channels had been taken over and had been riddled with human lies and propaganda. The pegasus got up from his bed and walked over to his mirror on the door of the wardrobe.

Looking into it, he saw his own miserable reflection. A light green pegasus stared back at him, his wings tattered and bruised. Sky could still fly, but not as well as he once could. It pained him to flap his wings, and it exhausted him to even glide or hover. His mane, tail and coat were stained with grease, dirt and sweat He couldn't wash and neither could anypony living in Ponyville as the humans had cut the fresh water supplies to the residential areas. The closest place to wash was at the re-education camp but it wasn't worth it. He knew that once he went in, he would never come back out.

Returning his gaze to his reflection, his attention drifted to his scar. It had been there for a few years now, acting as a constant reminder of his old job; how he got it. His job was to test new aircraft for the human army. Sky was fascinated with the ambition that humans had for aviation and wanted to help them become better at soaring through the air. He knew what a wonderful feeling it was to have the wind rushing through his mane, and he wanted to share that feeling to everypony or human he could.  He had acquired his scar in an accident during a test flight. A plane was attempting a crash landing and the plane's underside scraped along the runway. As it did, pieces of metal flew off in all directions and Sky was unfortunate enough to be standing in the wrong place at the wrong time. Some shrapnel flew past his face, cutting in for only a millisecond, however the pain was immense. If it had struck a little further to the right, Sky would have died on the spot.

He looked outside through a hole in his boarded up windows and saw what the real Ponyville was like. It was exactly opposite to the radio’s lies and propaganda. It sure as hell wasn’t the best place to live in Equestria. Through the cracks he saw ponies being rounded up on the street and forced to line up. They were beaten and abused beyond belief but they had no choice. It was either live with a beating, or resist and be shot. This is unbelievable, he thought to himself. Sighing, he turned back into his room.

Suddenly, there was a series of violent knocks on his bedroom door. As much as he didn't want to open it, he had to. He moved over to unlock the door. No sooner had he unlocked it than it was kicked open violently, forcing Sky back as two armed human policemen walked in. One pinned him to the wall while the other hit him once in the stomach with the butt of his weapon. After them, a high ranking officer walked in. He could tell by how his uniform was decorated.

The officer turned to Sky and spoke to him in a cold and hard voice, "Greetings, Sky Skimmer. I am General Arnold Scott, the leader of the army here in Ponyville. We have been watching you since we arrived and we were shocked that you didn't sign up for our pony regiment. We were even more surprised that you didn't even join the pathetic Ponyville Resistance considering how patriotic you are towards Equestria and her... Princesses."

General Scott looked around the grey, dull room. Its bleak walls were in complete contrast to the bright and sunny day outside. The tiny room was close to empty, holding only the empty wardrobe with a mirror attached to it, a small bed with no quilt and a chair and table with Sky's radio atop it.

The general spoke again with his arms extended, "If you would fight for either one of these armies, then this poverty in which your kind lives in would all be gone... but we will make sure you have no choice in the matter. Take him away!"

As soon as Scott had spoken those last three words, Sky found himself being dragged out of his bedroom and thrown down the set of stairs in front of his door. The light green pegasus tumbled in a ball. He hit his head with some force against the wall at the bottom of the stairs and passed out.

Two human policemen slapped him awake, one kicking him in the ribs. They told him to walk toward a parked transport bus a few metres away. His wings were cuffed together so he couldn't fly even if he wanted to. He was in bad shape, and he walked slowly. The humans were unforgiving, repeatedly abusing him to “Encourage” movement.

Once inside the bus, he could see a few other ponies sitting on the seats with cuffs on their forelegs. Sky was shoved towards the back of the bus and toward another policeman. The second policeman grabbed him, made him sit down and hoof-cuffed him. Sky noticed that the prisoners where all spaced out so they couldn't talk to each other without the guards hearing. Sky guessed this was to prevent escape plans from being formed.

A pony in front of Sky didn't turn around but started to talk to him, "Hey, you're a pilot too, aren't you?"

Sky was looking at his hooves but stopped and turned his attention to the pony. "Yeah, I am. Is everypony on this bus one?"

"I think so. I wonder why they're rounding us all up. Do you think the resistance is planning something that involves us and the humans are making sure we don't become a part of it?"

"I don't know," Sky replied, "I just hope the resistance gets Ponyville free and that the REA gets its act together."

The green pegasus moved his head to the window of the bus once again and instantaneously wished he hadn't. The brutality and crimes committed against the ponies were unforgettable. Couples were split apart and would probably never see each other again. Foals were separated from their parents and sent onto buses going in opposite directions. Worst still is that if a pony did not comply within three seconds of being given an order, they were shot or executed in some other manner, no matter if it was a simple order or a complicated one. Nopony was spared.

The bus rounded a corner, but something was different about this street. It was abandoned. The other pilot spoke again but much softer and quietly then before, "How do you think they get rid of the bodies so quickly? Mass graves, that's what I've heard..."

Sky winced at this thought. His face screwed up a bit and his limbs retracted slightly. In his opinion, no matter whose body it was, a body should always be respected by having a marked grave to its own.

The bus stopped at a checkpoint. The security guard questioned the driver of the vehicle.

Sky replied to the other pony by asking, "Where are they taking us? Is it that re-education camp?"

"I don't know mate, but wherever we're going; once we get there we need to stay together."

Sky said "Okay" in response. His mind drifted outside the bus again. Another street was barren and deserted. There wasn't even a single human patrol in sight, which struck Sky as strange.

Sky might have continued pondering this thought if he didn't see something that sent a chill down his spine and caused his mane to stand on end. There was a bright red lorry cabin travelling at full speed right toward the bus. He had one thought on his mind, to brace for a side-on-impact. He tried to warn the other ponies but he was too late.

The cabin collided with the bus at such speed that it stopped dead in its tracks, but the momentum continued and passed into the bus and caused it to roll continuously to the right. It rolled seven and a half times, stopping on its roof.

Sky was barely conscious. He could still see, but he was so disoriented that he might as well have passed out. He saw that the bus had been deformed horribly on its left side and every single object made of glass had shattered. He looked over to the pony who had talked to him moments before, but the body wasn't moving. He saw drops of crimson running down his head. Sky hoped he was still alive, although he knew deep down that he, and all the other ponies, were dead. He looked towards the front of the bus and could see that the windscreen had shattered, the driver stuck in his seat thanks to his seat belt.

Sky's vision got slightly better but it wasn't good enough for him to tell if the new life form that had just entered the bus through the broken windscreen was a human or a pony. Something inside its mouth shimmered for a second as it caught the light. Sky immediately recognized the object as a knife. Sky saw the creature drive the knife into the struggling driver and withdraw it. The creature then saw another human propped up against the underside of a window, just regaining consciousness, and killed him as well. Sky began to panic as the creature came towards him but calmed as his vision came back fully just as the creature inspected him from head to hoof. It was a pony, one that had the entire rainbow light spectrum all the way through her mane and tail. He recognized her from the Best Young Flier competition in Cloudsdale a few years ago; Rainbow Dash.

Rainbow noticed that Sky was alive and spoke softly to him, "You can thank me later." She turned around to exit the bus the way she came. She gave Sky some sort of gloves and told him to put them on. She also noticed a pistol lying on the ground and picked it up. She broke off the trigger guard, which prevented non-unicorn ponies from firing due to their lack of fingers. The cyan pony then gave it to Sky.

The gloves were strange, unlike any gloves that Sky had seen or worn. They fitted his hooves perfectly but they had a Velcro like material on the outside. He soon figured out what it was for, as he saw Rainbow stick a strap of Velcro onto the butt of the pistol.

"You know how to shoot?" asked Rainbow. "Stand on two legs and use your wings for balance so you can shoot and aim with your forelegs." Sky could only nod in acknowledgement, as he was still recovering from the impact. "Good" was the reply he got.

Rainbow made her way out through the windscreen with Sky trailing closely behind her. The green pony had no idea what was happening, but at least he wasn't dead, or worse- going to the re-education camp. Sky stepped out onto the street and looked back at the bus. It was almost completely trashed, as was the lorry cabin. The entire front of the lorry was crushed. Sky started to wonder how he survived the crash considering that everypony else had died. He looked back to Rainbow Dash and saw a pink Earth pony standing on her hind legs beside the multi-coloured pegasus. Her mane and tail looked like candyfloss and her light blue eyes were wide with disbelief at something.

"Glad to see that Rainbow's 'plan' didn't get you killed," said the pink pony, "I protested against it saying, 'But Rainbow! It’ll get him killed or wounded beyond fighting fitness' and she was like, 'No Pinkie it won't' and I was like-"

"Pinkie, shut it," said Rainbow. "We need to move before the entire human army is on our flanks."

No sooner did Rainbow finish that sentence than a helicopter appeared from behind a building. Pinkie spotted it, pointed and said, "Too late, here comes the cavalry." She saw an open fast-food restaurant and ordered everypony to get inside and get out of the parking lot.

They had just got inside before the helicopter opened fire and humans started to rope down, armed with various sorts of heavy weaponry. The three ponies took cover behind the counter and looked for a way out. Rainbow noticed a door, which she guessed, led to a way out. They had no choice; they had to take it.

"Everypony through this door, now!" she ordered. Pinkie went first followed by Sky and then herself. She closed the door behind her to find a short corridor with another door at the end. "

"We need you in this fight, Sky, so start shooting," continued Rainbow.

"And if I don't?" replied Sky.

"Then we probably won't make it out alive."

The trio formed up at the other door as Pinkie kicked it open, revealing a narrow back alley with chain link fences on each side. At the end was another shop, which the three ponies ran towards.

Two humans suddenly appeared and jumped over the chain fence. Pinkie made sure the other two knew. Rainbow told Sky to aim for the head and make every bullet count. Sky had waited for this moment for years. He didn't hold back as he double tapped his pistol, dispatching both hostiles with clean headshots.

Rainbow saw Sky's two swift kills and immediately recruited him on the spot. "There’s no going back now, Sky. You've got Human blood on your hooves. You're in the resistance now," she told Sky.

"It's about time I was," replied the green pony.

Rainbow kicked open the door and they ran in. More humans came in through the front door directly opposite them while a few more roped down through the skylight on the ceiling. No time was wasted dispatching the policemen. Pinkie told Sky and Rainbow to take as many spare magazines as they could and leave none for the enemy. Sky noticed a UMP.45 sub machine gun lying on the ground and decided that that was better than his M9 pistol. Rainbow gave him some Velcro strips and told him to stick them onto any gun he was going to use.

"There's a gas station up ahead which the humans use as a fuel depot. It's part of a shortcut to a place I know where we can get outta sight and wait for all this to blow over," stated Rainbow.

"I thought this was supposed to be a quick and stealthy snatch n' grab, not some sabotage attempt," Pinkie complained.

"It is," replied Rainbow, "But why not kill two birds with one stone?"

Sure enough, the gas station was up ahead. The three resistance fighters ran into the small building. They looked out through the broken glass, but that was a mistake. There were many human policemen outside by the pumps. A few officers saw the resistance fighters and opened fire. The three fighters cursed quietly under their breaths, as a hail of lead flew above their heads.

"What the hell are we going to do now!?" yelled Sky.

"The only thing we can do; Return Fire!" Rainbow shouted back and with that, she tossed a grenade, pointed her gun out of window and started firing, closely followed by Pinkie and then Sky.

Both sides were fired endlessly upon each other, neither stopping until the other was dead, our out of ammo. After about two minutes, the three ponies were starting to run low on ammo. Pinkie was down to her last magazine with Sky and Rainbow not far behind. The fight was looking bleak until a transport truck came out of nowhere and started unloading more human soldiers. Rainbow lost it slightly.

"Alright, that's it!" she shouted, "Aim for the pumps and start shooting them!"

Sky knew why Rainbow told them to shoot the pumps. If they were shoot enough times, they would explode and cause an inferno, killing anything that was beside them when they went up but Pinkie didn't catch on. She thought it was a waste of very precious ammo and her last mag.

"But if we shoot them, they'll go up."

Rainbow replied with only one word, "Exactly."

Pinkie's face lit up five seconds later as she understood why. She loaded her last magazine in and kept firing along with Rainbow. Sky reloaded and fired a couple of bullets into the burning pumps. It only took a couple more bullets before the whole station exploded into orange and yellow flames. Screams erupted from where the humans stood seconds before. The explosion was so powerful that even the ponies, behind a solid brick wall a few metres away, had to curl into small balls to protect themselves. Rainbow swore loudly and Sky didn't blame her. The blaze burned madly and way less controllably than anypony could’ve predicted.

Once the blaze had subsided somewhat, the ponies walked out into the lot. There were still a few small fires here and there, but they could get through with no problems. They proceeded to move toward a suburban area. Rainbow grabbed her radio and spoke into it.

"AJ, it's Rainbow, we've got the pilot."

The radio came to life as a voice came out of it, "Why didn't ya use the codeword an' what was that explosion? What’d ya'll do?"

"Don't panic, it was just a gas station. We decided to take out two birds with one stone."

"Gosh darnit Rainbow, you could’ve been hurt. Be more careful! Where are y’all headed?"

"Sugarcube Corner. Meet us there."

"No! There's ponies living there! Ya'll put 'em in danger!"

Rainbow was defiant in her tone, "I don't have time to argue! Rainbow out." She put down her radio back onto her belt.

Pinkie was puzzled by the conversation. "What was that about?" she asked.

Rainbow replied to Pinkie as they entered some ruins of old houses. "Applejack thinks it's a bad idea to blend in with the locals. She'd rather risk Ponyville's freedom for a bunch of cowards."

"Calm down. I'm sure she-" Pinkie began put couldn't finish her sentence. There, right in front of them, was a tank and around twenty humans behind it. Sky stuck his hoof over Pinkie's mouth to stop her talking quickly enough. His heart rate increased and his mane stood on end once again. He looked over at Rainbow. He may not of known her personally for very long, but he knew that she wasn't one for showing fear. He knew it was bad when her back legs were starting to shake and her voice broke more than usual upon seeing the mechanical menace.

"Shit," she whispered, "Get down and hide."

Pinkie and Sky couldn't be happier to obey her. They ducked down behind an old sofa that had burned to a crisp along with the house it once stayed in. They had entered through a hole in the wall behind them and the wall in front of them was non-existent. If any of the humans turned their head even slightly over to inspect the house, the ponies would be filled with hot lead.

They decided to wait until the patrol was out of sight but changed their plans quickly, as they saw the tank turn toward the house they were in. As soon as they could, they crossed the road into another house. Being a pegasus, Sky flew over as fast as possible and covered Rainbow who carried Pinkie over.

***

The three ponies continued moving through the ruins and rubble of houses until a familiar shop came into view. There was a crowd of ponies outside it. Pinkie’s face lit up when she saw Sugarcube Corner.

"I have so many happy memories of this place. I wish I could to have more," she said sadly.

"Well if this Operation goes according to plan then maybe you will. Maybe we all will." Rainbow said softly.

"Some shortcut, Rainbow," commented Sky. "It was probably shorter and safer the other way."

Rainbow turned to Sky with a frown on her face. "I didn't expect all those patrols, okay? Besides, you should be grateful that you're not in that damn camp."

Sky looked back at her with a cheeky grin on his face. "Thank you. Thanks for saving me."

Rainbow looked into her green friend's red eyes for a second before breaking away. "You're welcome," she said, "but the only reason we did it was because we need you in this OP."

Before Sky could ask why they needed him an orange pony galloped up to them. If her orange coat wasn't enough to make her stand out, the Stetson hat she was wearing certainly was. Sky had never seen a pony wear a hat like that before. She didn't look pleased to see them too.

"Wah did ya choose here for the meeting point, Rainbow? You've attracted lots of attention to yourselves and now ya'll gonna endanger the lives of all these civilians? Ah don't think so. We gotta go, now!"

"We had nowhere else to go! The area is covered with human patrols!”

Rarity trotted up to Rainbow, "We're meant to be fighting for these ponies, not hiding behind them."

"Who the buck's hiding?" replied an angry Rainbow Dash.

It was then Twilight's turn to interrupt. "That's enough, both of you!"

Applejack thanked Twilight and spoke to Sky, "You must be Sky Skimmer, the pilot. My name's Applejack and I'm the leader of the Ponyville resistance."

"Thanks for freeing me from the humans," said Sky thankfully, "But I still don't know why you need me."

Before Applejack could answer three human armored cars can out of nowhere and started shooting at the ponies, not caring if the ponies they fired on were hostile or peaceful.

"Get inside everypony!" screamed Applejack. The seven resistance fighters charged into the nearest house. Applejack devised a plan within seconds. "Twilight, go and get Mercy and target the humans. Rainbow and Fluttershy, escort her."

Rainbow saluted Applejack, grabbed Fluttershy and followed Twilight out the back door of the house.

"Who the hay is Mercy?" asked Sky pausing between words as he popped up from his cover to shoot.

"You'll see soon enough," replied Applejack, "Rarity, I need more ammo."

Rarity's horn began to glow and three magazines appeared in the air in front of the orange pony.

Sky was baffled. He tried to ask Rarity how she did that, but before he could ask, the white unicorn replied, "I'm a unicorn. Twilight taught me how to teleport small objects from our hideout to the battlefield. It does come in handy doesn't it?" she said with a smile.

Suddenly, the sound of an engine echoed throughout the house. It was louder than the sound of the gunfire outside. Sky swivelled his head to see what was making the sound, expecting to see a tank plough through the wall. Something did break through the house but it wasn't a tank. Instead, a massive, rectangular, metal body resting on six wheels, about the size of Pinkie, charged through the house followed by Twilight, Rainbow and Fluttershy. Twilight was using her magic to tightly grip a sort of remote control, which Sky guessed was for the machine.

"That's Mercy!" said Applejack. "Twilight, set its guns and rockets on the humans!"

Twilight turned to Applejack, her face failing to mask the maniacal thoughts going through her mind. Rarity couldn't help but wince at the sight of her for a second. Twilight simply nodded.

Suddenly, a loud bang filled the air. The window that Twilight was standing beside shattered and the purple unicorn fell to the ground screaming and clutching her left foreleg. Applejack and Rainbow swore loudly while Pinkie and Rarity stood with mouths open wide trying to figure out what just happened. Applejack looked for Fluttershy.

"Fluttershy, you're the medic, help her!" she yelled.

The yellow pegasus looked absolutely terrified, "But...But the bullet is very deep and she's losing a lot of b-b-blood. I d-don't think I can-"

"NOW! Do you best to save her! Rarity, use your fancy magic to help her."

Rarity knelt down beside the heavily injured Twilight and used her magic to make the wound big enough to get the bullet out. Another bang filled the air but it missed Rarity by a hair. Applejack grabbed the control for Mercy that Twilight dropped and gave it to Sky yelling, "Use it!"

The target locator was an odd looking object. It looked like a pair of binoculars that could see in infrared with a button and two antennae on the top. Sky noticed that whenever he pointed the locator in a direction, Mercy's gatling gun would look in the same direction. He looked through the locator and focused on the enemy sniper. A red box appeared around the human and bold yellow writing popped up above the target, "TARGET LOCATED." Sky pressed the button on the top and took the locator away from his face. He looked up at Mercy's gun, which had retracted into its metal chassis and replaced it with a rocket launcher. It fired a volley at the unfortunate test target and the human disappeared into a cloud of smoke and flames.

Sky felt a hoof on his shoulder. He tilted his head to see Twilight staring at where the human was a few seconds a go. "Nice shot," she said, "Now let's get the rest of them."

At that moment, Mercy rammed down the wall in front of it and started cutting down every human in sight. The resistance behind it came out the houses they were hiding in and fired on the retreating enemy.

"Ha-ha! We sure kicked their flanks didn't we?" said Pinkie.

"You bet we did," Applejack replied.

"Thanks to Mercy," added Twilight.

"Right, cut the celebrations, we'll do that later. Sky, I'm sure you're wondering as to why we need you more than ever now. Well, we need to-"

A massive explosion happened no more then fifteen metres away. Rainbow stopped talking and immediately looked up. What she saw froze her to the spot with fear and dread. "Predator Drone right above us! Scatter and run everypony!"

All the ponies looked up and saw that she was right. Everypony ran in all directions as the drone fired a second missile. Rainbow and Fluttershy grabbed the recovering Twilight and flew as fast as they could. They all ran together. Sky looked behind him and saw the missile come closer to the ground, closer to him. It impacted and the force of the explosion pushed the group at a ferocious speed. They all fell to the ground. Sky struggled to remain conscious. His eyes closed, but not before he saw Mercy launch a barrage of missiles at the drone. Then, he fell into darkness.

Chapter Three: Time to Plan

Chapter Three: Time to Plan

The bed was comfy and soft. Its squishy mattress molded itself around Sky's wings and abdomen. The pillow absorbed the pegasus's head like a sponge absorbs water, his head being supported and lifted at an acute angle. The bed's quilt acted as a cotton shield; protecting him from all dangers both physically and mentally.

The sunlight pierced the closed curtains and the heat that the rays carried rolled about on Sky's face, pleasantly warming him up.

The light green pegasus tried his best to drift off into subconsciousness but he could not shake the feeling that somepony... or something was watching him. Startling himself at this thought, he slowly opened one eye to check the room. Nopony was present but he couldn't shake the feeling. He carefully got up and trotted slowly across the room to the window. He opened the curtains very slightly but saw nothing apart from empty streets and houses.

He heard something squeak open and quickly spun around to face the direction from which it came. He saw a familiar orange face wearing a large Stetson hat poking her head up from the floor. He quietly sighed with relief.

"It's 'bout time ya were up pardner. Ah see ya've been staring outside. Daydreamin' were ya?" Applejack asked.

"Kinda. What happened during the fight? How long have I been out? I only remember passing out just as Mercy fired at that predator drone.

"Well, the second missile that the drone fired was aimin' for Mercy but it missed an' blew up near us. The explosion pushed us all aside and into some rubble. Ah guess that's what knocked ya out cold. Once the drone was trashed, we gathered ya up and took you down here."

Sky was puzzled. "Down here? Aren't we inside a house? I can see the sun, the sky and everything else."

"Oops, Ah guess Ah forgot to tell ya. Underneath Ponyville is a massive network of tunnels and rooms where we, the resistance, lives. This here's one of the few rooms that are above the surface. Princesses Luna and Celestia used their fancy magic and used some sorta spell that prevents these rooms from being seen from the outside. It takes a lot of energy for them to pull it off more then once at the same time apparently, so that's why everything else is underground."

"So I guess that's why you came in through the floor. I was starting to wonder how I got in here."

"Yeah. Get your gun an' come down here. We're going to plan the rest of Operation Blackbuck, the mission that'll finally free Ponyville from human occupation."

Applejack climbed back down the ladder she was standing on and waited for Sky to complete his descent. When Sky had reached the bottom he was standing in a long, cramped tunnel illuminated dimly by candles along the walls. It seemed to stretch for one hundred metres at least. Applejack started to trot ahead and motioned at Sky to follow her.

"So what's it like living down here all the time?" asked Sky, as he caught up. "Surely it gets a bit boring after a while?"

"It does sometimes but we've got half of Ponyville down here so usually there's no difference from what life used to be like, apart from the fact that we're all underground." replied Applejack.

The orange pony turned left into another tunnel that branched off from the one they were on but this one was much longer and wider, about four pony widths wide. There were several more tunnels branching off this tunnel too with ponies coming out of them and entering other tunnels while others followed the main tunnel. One of these ponies was Twilight Sparkle.

The purple unicorn galloped up to the two. "Hey AJ. How are you feeling Sky? You took quite a knock this morning." Her horn started to glow as she checked Sky for any bodily injures.

"I'm fine, Twilight, really. How's your bullet wound? Will you be out for a bit?"

"Oh, no, I'll be back on the battlefield soon. Rarity and Fluttershy managed to get the bullet out of me during the battle. It embedded itself just above my back right ankle so it didn't cause as much damage as it could've. I'm just out of the hospital wing and I'm on my way to the Operation meeting. Are you going too?"

"Yeah, we are," replied Applejack, "We're on our way to the Town Hall now."

"Wait, Town Hall?" asked Sky. "Isn't that above ground?"

"Ya know when Ah said we've got half of Ponyville down here? We'll I meant, literally. We've rebuilt half o' Ponyville in these tunnels" Applejack beamed at Sky, who stared at her in disbelief.

"How in the hay did you all do that?"

"Well, if you look in front of you instead of looking at us like you've seen a ghost, then maybe you'll understand." Twilight said.

Sky shifted his gaze to look ahead of him and almost fell backwards at the sight which greeted him. A huge hole, at least a kilometre in diameter and several below the surface, lay before him. Inside it was a near perfect replica town square of Ponyville. Sky recognised the Town Hall and the surrounding houses and shops almost instantly. By rebuilding Ponyville, they really meant it!

"How the...? What the...? How did you...?" began Sky while struggling to find breath and come to terms with the sight.

Twilight stood proudly with her chest extended and her smile was enormous, even by Pinkie's standards. Her voice was strong and louder than normal, "This is the work of nearly all of Ponyville's unicorns and the two Princesses! We curved this canyon with our magic and made a copy of the town centre and placed them down here. Isn't it spectacular!"

"When did you do all this?" Sky questioned. In all his years living in Ponyville, he never knew of this endeavour.

It was built a bit before the humans captured Manehatten. We kept as a secret between the unicorns while it was being built, so you may not have heard since you're a pegasus. The only non-unicorns who were told about the construction were the bearers of the Elements of Harmony." Twilight stated.

"That reminds me," said Sky, "Why can't we use the Elements against the humans?"

"We tried to," said Applejack, "But they fail to accept the humans as 'chaotic' or 'corrupt.'"

Sky's face changed from amazement at the underground Ponyville to downright confusion and rage at the reason the orange farmer had given but before he could question, Twilight gave another reason, "We think it's because the humans are not of this world so the Elements have never knew of their existence before the their own creation."

"That's got to be the worst reason ever..." Sky said disappointedly.

"Come on now. Ya'll can complain later. Right now, we've gotta get Ponyville free first." said Applejack. The three ponies started to descend towards the underground Town Hall.

***

"Quiet! Quiet now, everypony!" Princess Luna's voice reverberated around the Town Hall's meeting room. The ponies that were present at the large, round table fell silent as Luna had ordered. "Thank you," she added, "Now, we just need to wait a few moments for Applejack, Twilight Sparkle and Sky Skimmer to arrive. Where did you say they were again, sister?"

Princess Celestia simply smiled at her younger sibling. "Give them time, Luna. Sky has awoken after taking quite a hit and my student was at the hospital. They should be here any second."

At that moment, three ponies appeared through a door opposite Celestia's chair. They apologised for their tardiness, Celestia said not to worry, and then they sat down beside each other at the table.

Luna stood up again and spoke, "Hello everypony. I am sure you all know why you are here. In the next few hours, we will have devised a plan that will free Ponyville from the vile humans and possibly even change the fate of the war itself. Sister, if you will."

Celestia stood up from her chair as Luna sat in hers. "Thank you, Luna. Now, step one of 'Operation Blackbuck' has already been accomplished. Proof of this triumph is sitting right in front of me." Celestia gestured at Sky. The light green pegasus smiled weakly at his monarch. Even though she was a metre or so away from him, he could feel the power of her aura radiating from her body. It felt warm and like a fan pushing air onto his face. It also reminded him of something. Something deep in his past, but Sky couldn't quite put his hoof on it.

Celestia continued, "Step One has been a success so it is now time to finalize the next steps for the Operation. “Shining Armor, if you would like to remind us of our rough plans."

Shining Armor stood up. His Royal Guard uniform was tattered and drained of it's vibrant colours like it had been at the Royal Wedding a few years ago. He held up a couple of sheets with his magic and read from them. His voice had become harder than it had been from the wedding too. "There are three steps to this Operation. Step One, Operation Blackbuck, was freeing and recruiting of Sky Skimmer to our Resistance. Step Two is to get into the re-education camp and take control of it thereby giving us a major foothold in Ponyville. Step Three is to expand outwards from the camp and free Ponyville; street by street, house by house. Any questions so far?"

Sky saw his chance and stuck up his hoof. Shining Armor nodded at Sky to go ahead. "Why do you need me in this Operation? It sounds like you need hoof-soldiers, not pilots. If you need air support then why don't you use the Pegasi you already have?"

It was Luna's turn to speak, "The humans are not stupid. They have Anti-Pegasi Artillery in place around Ponyville so any pegasus that tries to fly gets… Let's just say there's a big explosion. The only air support we can get, is with the humans' own aircraft."

"Which is where you come in," Celestia interrupted, "You are the only pony we know of that can pilot the humans' machines. The humans have no anti-air defenses set to target their own aircraft, so you will be able to roam free in the air and cover us on the streets."

"That's why we need control of the camp, because that's were the, what's it called, helicopter is kept. Once we have that, nothing can stop us!" Shining Armor finished.

"Sounds like a plan," said Sky, “I just have one question though; How are we going to get in without being shot?"

A few voices piped up at this question. It seemed to Sky that the ponies hadn’t thoroughly thought out this plan. Shining Armor and Princess Luna looked worryingly at each other while the Princess of the Sun simply looked around her. It was Applejack who gave the first suggestion. "We could use the underground passages and tunnels under Ponyville to get into the camp but it would take some time to get everypony in."

Twilight saw another problem in this idea, "Wouldn't it also be suspicious if a lot of ponies seemed to appear out of nowhere, in one place of the camp, too?"

The muttering of various voices continued until the Princess of the Night put forward another idea. "The humans have heard the acts that I carried out as Nightmare Moon and the terror and fear that I caused and spread through the ponies in Equestria. Twilight Sparkle, do the humans still believe that Nightmare Moon still exists?"

The purple unicorn seemed to be taken off-guard by this question as if she had never been asked it before. "Er, I don't really know for sure but the last time I heard the humans talk about Nightmare Moon was a few nights ago. Why do you want to know?" she asked inquisitively.

"Because if the humans believe that Nightmare Moon still exists and they know about the fear that was caused, they might think that Nightmare Moon is fighting against the ponies. If they buy that lie, then I could take Nightmare Moon's form for a few seconds and pretend to be taking in a group of ponies as prisoners. Once inside, we will be able to join our comrades' side in the fight for the camp."

Shining Armour rose from his chair just as Luna had finished her idea. "No! Neither you nor Celestia can be seen on the battlefield! If the humans see you, they'll show absolutely no mercy and if even one of you dies, then there will be no point in fighting any more. We're fighting this war for three reasons; For Equestria, to reinstate you two as monarchs and to avenge the innocent ponies who have fallen. Even if we fail one of-"

"I appreciate your concern for our safety, Shining Armor," Luna interrupted, "But this battle is too important to lose and I feel that the added morale of me being there and fighting alongside my subjects will give us enough momentum to gain a victory."

"I still think it's too risky to have you there, Princess." Shining Armor said in a defeated tone.

"I know the risks, Captain, but under the cover of my creation, I am very hard to see and the light from the Midnight Sun and her servants will illuminate the area so we can see."

"And what will I be doing throughout this time, Luna?" asked Celestia, "I am intrigued by this plan of yours."

"You will be back here and make sure the OP goes smoothly. You will be directing the battle as we go along."

"Sounds like a plan t' me!" Applejack stated.

"Me too!" added Twilight enthusiastically.

Luna could not hide the smile that invaded her face. "All in favour of this plan which we will code name.... Operation ALICORN, raise your hoof."

A mass of hooves, including those belonging to Applejack, Twilight and Sky, shot into air and were easily in the majority. Shining Armor hesitated for a few seconds before eventually raising his hoof in agreement, which made a smile break out over his sister's face.

"Right," Celestia began, "Captain, prepare the resistance fighters both in and outside of the camp and inform them of the plans. Spike; take down, in writing, the steps for the Operation. Luna and Applejack, prepare for the 'Grand Entrance.'"

"Yes, Princess Celestia!" they both said in unison as they bowed before exiting the Town Hall along with the other ponies that had been present at the meeting.

Celestia continued her orders, "Twilight, I want you to be my eyes and ears on this mission. Report everything back to me as it happens, okay?"

"You can count on me, Princess." Twilight answered. She bowed and trotted out of the room.

"Sky? You now know why you're so important, don't you?" Celestia asked softly.

"Yes, Princess, I do." Sky replied reassuringly.

"Please stay safe, Sky Skimmer. Keep Luna and the others safe too. I don't know much about you, but I know that you've suffered more than most from the humans."

Sky was confused by her last comment but decided to shake it off. "I'll keep Luna safe. Don't worry, Ponyville will be free and Equestria will once again be ruled by you and your sister, Princess."

"Thank you, Sky. Now, go and get some rest, it's a big day tomorrow." Celestia gestured to the door and Sky acknowledged her. "Good night, Sky."

"Good night, Princess." Sky replied as he walked towards the door that led out into the underground replica of Ponyville square.

Suddenly it hit him. His head began to ache and his mind started to swim and float in his head as visions blinded his sight. It was like staring at the sun for too long as pictures flashed in front of Sky. He saw two ponies, one was colourful and glowed with an immense light while the other consisted of dark colours, in complete contrast with its counterpart. It seemed to try and become invisible and hide itself from sight. Another image flashed over the previous and it stayed for a few seconds. Only Sky could recognize this pony. "Mother...?" asked Sky.

With that final image, the visions left Sky as quickly as they had came. Celestia tilted her head towards Sky's direction. "Something wrong, Sky?" she asked.

"No...no, I-I-I'm fine.... Good night, Princess."

"Good night, Sky. Sweet dreams." Celestia replied, and with that, she extended her wings and flew out though the open topped roof.

Just what was that? thought Sky. I must be sleep deprived. This has been a long day.