Princess Celestia was locked in the castle along with her sister, Princess Luna. The royal guard was around the doors and every window.
"Sister, this dark magic is getting carried away. You know you are in danger in my presence."
"You know that as long as you are not exposed to dark magic you will stay in this form of yourself."
"But there is still a chance. I must leave. It may also give us a better chance to end the rebellion and the survivors have their queen."
"But, that queen may not be me, Luna."
Princess Luna looked at her sister and left the castle.
Princess Celestia gazed out the window. If the rebellion was strong enough, the castle would be in their control and Celestia would be cast under them. She knew even as the rebellion started, she and the other alicorn princesses would not be strong enough to fend them off. The pegasi had started to invade Cloudsdale, while the unicorns and ponies were invading Manehatten and Las Pegasus. Princess Celestia sent out the royal guards to find her sister and protect the residents of Cloudsdale, Manehatten, and Las Pegasus.
"Shining Armor, get Princess Cadence and Princess Twilight. We need them at the castle."
"Of course."
Shining Armor galloped out of the castle and saw some ponies of the rebellion, or rebels, breaking doors and windows in the houses of Canterlot residents. He ran faster and got in a chariot that had a pegasus royal guard harnessed in front of it. He rode to the Chrystal Empire and his wife, Princess Cadence, joined him on the chariot. She told her subjects to flee and hide. They rode away to Ponyville where they met Princess Twilight. She told Spike to stay and tell her friends as she flew alongside the chariot.
They arrived back in Canterlot and entered the castle. They went up to Princess Celestia and she got up from her throne.
"We must continuously be on the move. I have a spell that will let us communicate telepathically."
She used the spell and they could hear each other's thoughts. They all fled the castle and as they did, the rebels started to knock down the walls. All of them were wearing black masks that covered their whole face except for their eyes, muzzles, and ears.
"Spread out! Twilight, head back to Ponyville. Cadence, you to the Chrystal Empire. I will go to the cities where the rebellion is invading. I'll start in Cloudsdale."
Twilight flew south, Cadence flew east, and Celestia flew west.
Twilight arrived in Ponyville and it was desolate. All the ponies were in their houses in the dark or they had fled town. She went to Sweet Apple Acres to look for her friends. She saw Spike peeking his head out of the cellar and Twilight galloped towards him. Spike opened the door and let her in. In it was Pinkie Pie, Fluttershy, Applejack and her family. Apple Bloom had buried her face in Big Macintosh's leg and Granny Smith was sitting in a rocking chair making sandwiches and putting them in everyone's saddle bags.
"Where are the others?"
"Well, Twi, Rarity is with Sweetie Belle at Carousel Boutique and Rainbow Dash is with Scootaloo outside Cloudsdale. She had gone to see her family when the rebels came. Now they're who knows where! They are all supposed to meet her tomorrow or sooner if the rebellion is stopped."
Pinkie Pie was actually frowning and Fluttershy was freaking out. The wind picked up outside and door started to blow open. Spike went and locked it as sprinkles of rain hit the top of his head. The rain started to pelt the door and sounded like bullets. As night grew near, the rain hit harder. They all struggled to sleep because of the thoughts swirling around in their heads. The rain only made their thoughts louder. What if the others didn't make it? What if they were attacked? They all fell asleep at about one o'clock in the morning. Twilight woke up at about nine to banging on the door.
"Let us in! It's starting to rain again and Sweetie Belle and I are already here!"
Twilight weaved through the bodies of the others who were still sleeping and unlocked the door for Rarity and Sweetie Belle. Rarity and her sister were wrapped in blankets and shivering. They were soaking wet and had walked through the rain during the night. Applejack woke up and let Rarity and Sweetie Belle take her spot while she left to go pick apples for them to eat.
"Where's Scootaloo? And Rainbow Dash!" asked Sweetie Belle.
"I'll ask the princess if she's seen them."
Twilight used her telepathy to signal Princess Celestia. She sent back a signal and Twilight informed the others.
"They left early this morning. They will probably show up around noon."
Fluttershy and Apple Bloom both woke up a couple minutes later. They grabbed and Apple from Applejack and Fluttershy shared hers with Angel. Pinkie Pie woke up and they all started to talk about their pets.
"Opal ran away on the walk over. She was scared of the rain. I went back after her, but she hissed at me and ran."
"Mine's with Maud Pie!" said Pinkie Pie.
"My owl is running letters to my parents in Canterlot informing them of my position. And of course, Spike is here."
As she finished the sentence, Granny Smith, Big Macintosh, and Spike woke up. They sat and talked of the rebel forces until about noon. Twilight layer on the steps just below the door as she waited for Rainbow Dash and Scootaloo. They rain picked up again and she knew that the rebel pegasi had taken control of the weather. They all knew that the land would flood and that the trees and plants would die. Applejack and Big Mac left to pick as many apples as possible before the wind picked up. They came back at about one o'clock with three large barrels of apples. The rain came down heavier than last time. Twilight stuck her hoof out the door to touch the rain and was left with many small welts. A couple hours later, Rainbow Dash and Scootaloo came barreling across the land, ankle deep in water, holding a metal disk above their head. Spike opened the door and water started to pour in through the hole. They came in and Spike locked the door closed.
"We were attacked by the rebellion. They almost killed us! I got my hoof burned and Scoots got some of her tail singed off."
They all sat down and took an apple. The three fillies all sat on a big shelf to make room for the others. Granny Smith handed out blankets for them to sit on instead of the stone floor. They payed down and started to fall asleep. When they woke up, there was a knock on the door. Twilight looked at the others and opened it. Outside was a pony of the rebellion, a unicorn, using her horn to pick up a piece of parchment. The unicorn turned it around for the others to see. It was the note that Twilight had sent to her parents. Some pegasi flew out. They had ropes tied around their waist. From it hung a cage that held Twilight's parents, brother, and Princess Cadence.
"Let them go!"
"We don't care if you beg. We need a little something in return."
The rebels turned their heads towards Twilight and her friends.
Granny Smith and Big Macintosh stepped forward. The rebels grabbed them and threw them in the cage. They locked the cage shut and flew away.
"No! You can't do that! We had a deal!"
The leader turned and said, "Well, that deal just expired."
Rainbow Dash flew up after them. One of the unicorns turned and a dark beam shot out of it. It hit Rainbow Dash and she fell to the ground.
"Rainbow Dash!"
Scootaloo ran as fast as she could. The others followed and they huddled around her. Rainbow Dash had a look of pure fright on her face. Applejack waved her hoof in front of her face and she didn't flinch. Her body was starting to be surrounded with a light similar to the beam from the unicorn. Her body rose and the others backed away. Her eyes opened and a black beam shout out of them. Her hair fluttered around her face and her mouth opened. The black beamed brightened and instantly stopped. Her body fell and they could hear the stones around her drop back. Scootaloo walked over to Rainbow Dash and laid her head on her chest. Scootaloo started to cry. There was to heartbeat.
"So young, so young," Pinkie Pie murmured.
They all bowed their heads for a minute and Applejack started to walk away.
"Where are you going?"
"I fell bad and all, but this can't mean that we stop our mission. Come on, we need to find them."
The others followed Applejack, except for Scootaloo. She stayed at Rainbow Dash's side, cradling her head in her arms. She grabbed her scooter and put her body in the wagon. She rode as fast as she could until she made it to a bridge. She shoveled dirt with her hooves and laid the body in. She covered in and buried her scooter as well. Scootaloo ran and caught up with the rest of the group.
"Woah," said Fluttershy, staring at what used to be Cloudsdale. All of the clouds had disappeared and the buildings were in pieces.
"They destroyed her and her home."
Scootaloo began to sob again. One of the rebels came back with the loyalty element. It had turned black. The rebel snapped it in half and a red orb came out. It hit his chest and he ran around. He was much faster. The element have given him Rainbow's powers. The speed transferred to all of the rebels and they whirred around all of Equestria. They all ran away as fast as their hooves would allow. The rebels headed in the opposite direction, towards Canterlot. They all turned around and creeped behind the rebels. They made it back to Canterlot and all of the pegasi had cages swinging under them. Some of the ponies were hauling carts of shackled residents. Fluttershy ran out and screamed.
"You are mean! Stop this! Please, stop!"
One of the rebels, a pegasus, turned and dived towards her. It hit her wings and she became crippled. The pegasus hit her over and over again. She cried and screamed each time the rebel kicked her. After one hit, the screaming stopped. A tear rolled down her cheek as the rebel walked away. A pink orb flew out of her element and transferee to the rebels. They could communicate with the animals. They whispered to the bears and they came after them. They caught Applejack's tail. She bucked them away and continued to run. They made it to the Everfree Forest and Applejack helped boost them up into the trees. The bears clawed the trees and walked away. More rebels came back and stared at them. A few pegasus rebels flew up and shook the trees.
"Brace yourself!" screamed Applejack.
They held the branches. Pinkie Pie's hooves slipped and she fell down to the ground. The rebels surrounded her and a blue orb swirled around them. It hit the rebels and they were able to change the citizen's moods. Every pony became sad and frightened. They ran in all directions screaming, making it easier for them to be found. Another troop of rebels leapt out of the forest and towards the screaming people. They captured them in cages and flew back into the forest. The others turned and dove off of the trees. They followed the rebels into their secret base in the forest.
"Holy," whispered Sweetie Belle in awe.
The rebels entered the doors and locked it behind them. Rarity walked up and used her horn to unlock it. It opened and a unicorn rebel was standing behind it. The unicorn blasted Rarity and a purple orb entered the rebel. The rebel blasted their horn at a flower and it shriveled up and died. It took away all of it's beauty. The rebel left and Applejack, Spike, and Twilight snuck in. They walked through the hallway and towards the end it split into two paths. Twilight walked through the door on the left and Applejack and Spike took the door on the right. Twilight walked for a while and heard a scream. She swung around and ran back down the hall.
"Twilight!"
It was Spike. He ran out the door and close behind him was a rebel. Around the rebel's head was an orange orb. It entered his chest. Vines started to creep along the floor and the trees outside were violently whipping their branches. Applejack's element had given the rebels the power to control plants.
"Ahhh!" Scootaloo screamed shielding her face from the branches.
"Hold on girls!" Twilight said as she reached out to them.
The rebel pulled the vine away from Spike's neck. Twilight was scared to go to his friends' bodies and instead ran out of the rebel base where she met up with Scootaloo, Sweetie Belle, and Apple Bloom. They ran out of the forest and Twilight used her power to talk to Celestia.
"We need help! Please!" Twilight teared up, "Everyone is dead except for me and three fillies."
Twilight waited for an answer.
"Celestia!"
Twilight passed the same message to Cadence and held her breath.
"Twily," Shining Armor answered, "Cadence is unconscious. I was able to preform the spell and I haven't heard from the princess either. We escaped the cage and are hiding in the Chrystal Empire. We'll meet up with you in Ponyville. Just hold on!"
Twilight sighed and gathered the girls in her arms and threw them two in her saddle bag and one on her back. They ran out into town and waited for Shining Armor and Cadence's arrival.
Shining Armor and Princess Cadence ran into town. They scanned what used to be building for Twilight, Scootaloo, Sweetie Belle, and Apple Bloom.
"Pst! Over here!" whispered Twilight.
Princess Cadence ran over and Shining Armor stayed behind. Twilight and the fillies were hiding under a fallen wall. Twilight was shielding them with one of her wings. Cadence lifted the wall some and they climbed out.
"Where are the others?"
The fillies backed away and all started to cry.
"I'm sorry." said Cadence with her head bowed.
Shining Armor took Scootaloo, Sweetie Belle, and Apple Bloom and left Twilight and Cadence in Ponyville. Cadence reached out and Twilight pushed her hoof down.
"They'll be fine. We need to go to Canterlot and check in with the royal guard to see if they have seen Princess Celestia or Princess Luna."
They flew close to the ground for many miles until they made it to Canterlot. The castle was in pieces and about four royal guards were searching through the rubble.
"Where's the princesses?"
"Luna left before you even came to the castle and Celestia returned to Canterlot but we don't know where or if she is even alive." said one of the guards.
"We have to find her! Do you know any particular area that she would have landed in?"
Another guard galloped away and showed them a large divot that was surrounded by fire.
"When something is out of balance her magic becomes dangerous. When she landed, she must have landed and left a streak of fire."
Twilight and Cadence flew over the fire and stared into the hole. Inside was a small gem. Twilight picked it up and carefully examined it. It was an amber gem that was shaped like the sun. It was like a small box and inside was a small paper that read:
My time as queen was amazing,
I met my sister, niece and best friend,
But the time has come for me to return to the sun,
This is my life's true end.
Twilight put the paper back inside and clutched it tightly in her hand. As tears rolled down their cheeks, Cadence pulled Twilight closer. The royal guards left and informed the few residents of Equestria that remained. Twilight put the gem in her saddle bag. Cadence and she flew up and scanned what remained of Equestria. More rebels were taking more hostages to their bases. She saw the rebels bases. One was for pegasi rebels, another for unicorns rebels and the last for earth pony rebels. Cadence swooped down towards the bases and landed on one of the rooftops.
"Hey, an alicorn! We need her power!" shouted an earth pony.
Unicorn rebels left their base and shot beams from their horns. One hit Cadence and her wings drooped. Her knees gave out and she layer on her back. Her body was surrounded by a green light much like the light from her horn. Her body disappeared and a gem took it's place was another gem. She picked up the blue, heart shaped gem and opened it. The piece of paper read:
My life was lived well,
I married a man that was funny and smart,
I made friends with the other princesses,
But now I must become one with my crystal heart.
Twilight put the paper away and put the gem away with the other. She flew as fast as she could back to the castle. Waiting for her was Princess Luna. Twilight told her of everything that had happened and showed her the gems. The rebels came out of the forest and started to shoot at Princess Luna. Twilight jumped in front of her and was hit by multiple beams. Twilight's body was surrounded by a pink light and disappeared. A pink gem shaped like the element of magic replaced it. Luna opened in and written was:
I loved my friends,
My life and bookshelf,
I proved my true purpose,
And am happy I was myself.
Luna put the paper back in it and opened Twilight's saddle bag. She found the other gems and put Twilight's in with the rest. Shining Armor ran over to Luna and saw the gems.
"Cadence?"
Luna looked over at him and bowed her head. Shining Armor put his hooves up to his face and his head fell.
"Oh no. No, not my Cadence. Not her."
"Where are the fillies?"
"They're waiting at the edge of the forest."
"Then take my gems and the others to them."
Luna put the bag in his hands and walked away. The wind picked up and her body disinterested and blew away. Left was a purple gem. Shining Armor opened it and the paper read:
My sister saved my life,
This I know is true,
I will always roam the night,
See me in the moon.
Shining Armor slid the paper back inside and put it in the saddle bag. He ran over to where he had left Scootaloo, Sweetie Belle, and Apple Bloom.
"Take these and join the rebellion."
"What?!"
"You won't be safe. If you join or even pretend, you won't be killed or enslaved. Take these mask and head to the rebel bases. I'll stay, you go."
They took the masks and gems and ran toward the bases. Shining Armor met a rebel and was hit by a beam.
As he took his last breath he said rasping, "At least they're safe."
