The Train continued on it's way to Berry Town though the night, while the Elements of Harmony were sleeping, or trying to sleep. After the days events, of hearing about what was happening at Berry Town. Finally they started getting their sleep, except for two of them.

Rarity had the unfortunate of sleeping below Rainbow Dash and Pinkie Pie, both of whom were loud snorers.Rarity had to put on a pair of ear muffs that she had with her.

Fluttershy and Applejack shared a room with Twilight, who was wide awake. She could not understand it all. Why were they being attacked? and who would even dare try? It had been a few months since the defeat of Tirek and Equestria was now once again peaceful, no major crisis, but a few small problems did pop up from time to time.

This on the other hand was not a minor problem, what was happening in the northwest was unlike anything anypony had known since before Celestia and Luna became rulers of Equestria, even before the three tribes even came to Equestria.

Twilight decided to read about the area they were going to; The Land of Borea. What she read of it was hat it was thought to be totally uninhabited. It was a place harsh and demanding, crops that grew in Equestria proper refused to grow in Borean soil. Temperatures ranged from 40 degrees Fahrenheit in the day to -20 degrees Fahrenheit at Night, even in Summer. Yet it was one plant that lead to Equestria expanding into Borea. The Borean Juniper grew berries year around that were very sweet and were popular in the rest of Equestria. Berry Town was built as one of the main farming towns that grew Borean Juniper.

Borea was a mix of Steppe and Taiga Forests, home to strange animals. Deer-like animals that were in fact related to antelopes, predatory flightless birds that hunted sheep like animals that were the size of a small dog, shaggy cow like animals that looked like a mix of Griffin Beef Cattle and Bison, and large pachyderms with long tusks and covered in hair.

Twilight started wondering why the attackers were coming from Borea? Why were they attacking? Questions flowed though Twilight's head, questions that needed answers. Twilight knew that in the morning they would start looking for answers. She hoped that those answers would lead to a end to this crisis.

Twilight heard somepony beside her. Turning her head, she saw Applejack, her hands holding on to the side of Twilight's bunk. "Ya' awake, Twi?" Applejack asked

"Yes," Twilight replied, "You can't sleep ether?" Applejack nodded.

"Ah'm kind of nervous of what we'll find at Berry Town." Applejack said.Twilight could imagine why Applejack would be nervous. It was likely that they would find bodies, lots of them. Applejack was one do hated seeing death, mainly because her own Parents died in a wild storm from Everfree eight years before Twilight came to Ponyville.

Applejack looked down. "It is just that.....why?" she asked, "Why are they killing innocent ponies? We never did anythin' to them, an' they just go around killing Ponies, even old ones an' foals." Twilight could see the anger in AJ's eyes. She knew that Applejack was thinking about all those ponies killed or taken. If whoever was attacking in the Northwest was not stopped, It could be Applejack's Family. Twilight saw in her head a image of Sweat Apple Acres burning and Granny Smith's dead body along with Big Mac's and Apple Bloom's bodies, killed by some unknown foe.

"I do not know why they are doing this," Twilight said quietly, "But we need to stop them."

Applejack nodded, still thinking about what they would find once they reached Berry Town.

*********************

Dawn

All six ponies were sleeping when suddenly the train shook violently. Everyone was awoken by the sound of screeching wheels and jolted out of their beds.

"WE'VE HIT AN ICEBERG!!!!" Pinkie yelled as she ran out of her room and down the corridor. "MARES, FOALS AND PARTY PONIES FIRST!!!" She opened the outside door and jumped off.....right onto the ground, flat on her face.

The Train had stopped.

"What in the world is going on?" Rarity asked, coming out of the same room looking disheveled from being awaken by the jolting stop. Twilight, Applejack, Fluttershy and Rainbow Dash fallowed, wondering what just happened. Twilight decided to go the the engine to see what was wrong. The others went to get Pinkie.

Twilight was soon joined by Panzer Track. "Why in Tartarus did we Stop!?" He demanded as he and Twilight entered the Engine. The engineer was pointing outside, with a look of horror. Twilight looked out and gasped.

Piled onto the track were heads.............Pony heads

It looked like something out of a horror book, 80 pony heads, stacked into a pyramid shape on the track, which looked to have been torn up. The heads had their eyes taken out, leaving bloody holes filled with dirt. Panzer looked like he was going to be sick from it.

A load scream came from outside, causing Twilight to run out of the engine to the side of the train.

Her friends had come out of the passenger car to help Pinkie Pie up. Just as Rainbow and Applejack got Pinkie off the ground, (she was muttering something about not having sexual relations with Bill Clinton.) Fluttershy had turned and saw something on the ground.

That thing was a severed pony head, still wearing a helmet.

Her scream was enough to bring all the soldiers out of the train, ready for combat. Twilight ran over to the yellow Pegasus, wrapping he wings and arms around her. The others rushed to Fluttershy and Twilight. Panzer also joined the group and saw the head, picking it up and looking at it with shock. "By Celestia's mane!" he exclaimed, "This is Commander Last Stand's head!"

"That means that stack of heads in front of us was the garrison of Outpost 20!" Twilight said, shocked and horrified.

Pinkie, with her mane totally deflated then pointed pasted them. "I guess they wanted us to know where we are." she said sadly. Everypony turned to where Pinkie was pointing.

Smoke was rising from the ruins of Berry Town, a mile away. Twilight looked at the smoke and then stated "I guess we walk."

******************************
Berry Town

Burnt out buildings were all that remained of the once prosperous farming town. Twilight, her friends and the group of soldiers had walked all the way to the town and saw nothing but burnt buildings, crushed carts and no sign of anypony alive. Yet there were a few bodies scattered all over the town.

"Looked like they tried to put up a fight." one soldier said, looking around in case the attackers were hiding, waiting for them.

Twilight and her friends also kept an eye out. Twilight saw one of the few bodies that were laying around. The stallion had his throat ripped out by something while another had been pinned to the side of a house with arrows, his guts spilling out of his belly like flour spilling out of a torn bag.

Fluttershy found a pet store that looked ransacked. Puppies and kittens were still alive, feeding on spilled food, but what Fluttershy saw was that a few pins looked like they were broken into. On the pins were signs which showed what animal was in them. All the pins were for rabbits.

"HEY!" Pinkie yelled, making everyone turn. Pinkie and Rarity were at a bakery when Pinkie cried out, pointing inside. "What Bucking idiot would trash perfectly good sweats!?!" She ranted. Indeed, inside the bakery, cakes, pies and other sweat treats were scared and smashed and tossed all over the place. But it also showed that all flour, bread and other things had been taken.

In a Jewelry store, there was more evidence of sacking. all gold and silver had been taken, along with gems. Only the fake jewelry was left behind, scattered all over the place, same with other stores. The Library on the other hand was not spared, it had been burnt to to ground, which angered Twilight. in the ruins, the burnt bodies of ten ponies were found.

"Why in Celestia's name did they do this?" Twilight asked her self, tears streaming down her cheeks at the death and destruction that had been caused.

A soldier walked over to Panzer Track, who was also standing and looking at the ruins. "Sir!" he said, "We've counted only 20 bodies!" Panzer looked at him. "Only 20?" he asked.

Berry Town had 1,200 ponies in it before it's destruction.

"Continue looking!" he said, "There could be survivors that escaped being captured!" the soldier nodded and went on his way.

Twilight soon looked up at Dash, who was flying a bit over the Town. "Do you see anything?" She asked the cyan Pegasus. Rainbow Dash shook her head. "Nothing that I could see!" she replied. Suddenly she yelled in pain! An arrow had struck her right leg, sticking out like a parasprite in a beehive. "DASH!" Twilight yelled, using a spell to take hold of dash and bring her down gently. More arrows flew from a rocky spire near the town. Soldiers ran for cover as the Unicorns in the group started firing magical bolts at the area. Twilight dragged Rainbow to the Bakery, where the others had jumped into as arrows started hitting the outside wall. Fluttershy was screaming bloody murder, scared witless by the attack. "Help me get the arrow out!" Twilight yelled at Applejack. The farmer crawled to the two as Rarity, who was next to Twilight and Dash, ripped a long strip of cloth from her own dress.

Panzer was yelling orders to his men. "KEEP FIRING!" he yelled, "TAKE THOSE ARCHERS OUT!!!" the Unicorns fired magic from their horns while Earth Ponies fired crossbows. Twilight was busy with getting the arrow out of Rainbow Dash. The arrow was embedded in her lower calf, lucky it had missed hitting the bone. Twilight grabbed the arrow and pushed through the rest of the way as Applejack held Rainbow, who was screaming in pain, tears flowing through clenched eyes. Twilight then broke the Arrow in half. pulling out the shaft as Rarity began to bandage the leg with the strip of cloth.

"HOLD FIRE!" Panzer yelled. the soldiers stopped their attack, smoke floated in the air heavy. Twilight poked her head out, seeing what was going on.

All was quiet......

Too quiet.

Then they saw it. On a small ridge near the town, standing in the smoke was something riding a deer-like beast. Twilight could see that it was wearing armor that was lined with fur. It also looked like it was a canine of some type. The rider was starring down on the ponies, just as the smoke started clearing.

There were more of them....a lot more.

the howls told Twilight that these things were wolves, but she never seen these wolves before. Then the Leader, the one seen by the Ponies in the smoke, howled and raised a curved sword into the air and started riding down fast, fallowed by the others.

Panzer cursed him self. He had only 60 Soldiers and six mares.........

Against hundreds of thousands of wolves.

When I saw him on the Ridge, I knew then that they were not from Equestria, that they had come from the Borean Steppes and now they had come. the raids against the towns were just the start. At Berry Town, we faced the Invasion.

The Lycans had come!

Author's Note

Yep! The Invasion has begun with wolves and now the battle starts. Next is the Battle it self. Also we will see the other parts of Equestria and the other invaders that will come into this story.

Read, Rate and Review please.