Sunset Shimmer: Queen of Earth.

by Burning phoenix

Rating: teen
Tags: Sex, Flash Sentry, Sunset Shimmer, Alternate Universe, Human, Twilight Sparkle, Anthro, Gore, Original Character, Other, Adventure, Equestria Girls
Length: 7726

What would happen if sunset shimmer succeeded in taking over Canterlot high school. Instead of turning her followers into mindless human demon spawns, they were turned into human/pony hybrids that see shimmer as there queen.

Sunset Shimmer has taken over most of the world. The very few that remain live in hiding. In fear of being turned into one of her anthro creations. With little hope in the world it is up to one young man to try and do the impossible. Can he stop Sunset Shimmer, Or will he fall victim to her evil.
Thank you to Oliver England for art work.
Story has been rewritten, reread from beginning if you are returning
If you don't approve of ocs born from main characters don't read this story

Published 2015-01-15 03:40:01 UTC
Last updated 2015-02-26 18:14:25 UTC

Chaos In The World Around Us

On a tree-covered hill sat a small squad of scouts. Their leader’s name was Phelix, a very skilled and extraordinarily smart young man. He was the Son to General Sentry. His squad waited for him to make a decision on what to do about the queen’s growing outpost that was way too close to their village for comfort. It was outstanding that even at the young age of 19, he was a high enough rank to be the leader of his own squad. But of course he was the Generals son after all. There were two other members in his team, Rocky Shine, and Duke Venture.

Phelix looked for any weakness in their fortifications, anything that would help them carry out a successful ambush on the outpost to prevent them from completing the base.

Phelix looked through his binoculars.
"I can see what looks like a standard communications center. We would have to take that out first so they can't call reinforcements. Let’s see...Patrols seem normal, not to many right now, should be easy to take out." He put the binoculars down. “I have a plan." He said to his squad.
They proceeded back to the little village to prepare for their mission. The village was based out in an cave. It wasn't the type of deep underground cave that most people were used to seeing, instead it was much more open and close to the surface. In fact the mane lighting from the cave came through small skylights in the roof of the cave. On any given day, if there happen to feel a breeze it could be felt throughout most of the cave. The entrance to the cave was pretty wide and only hidden from view by the many vines, plants, and trees that covered the entrance. These same vines also helped hide the skylights that were in the roof. The deeper into the cave you got the deeper underground it went. At the very back of the cave was an escape tunnel. The escape tunnel had been built over what was originally an old creek and continued for a few miles underground before coming out in a forest. This exit was hidden by a waterfall, the same waterfall that provides all the water for the creek. This creek diverts to one side of the cave and is used for all the fresh drinking and bathing water. Pipes were used to make certain that the used bathing water and waste water exit the cave further down the creek, as to not contaminate the water used to drink.

Phelix walked into his father’s house.

"Dad...I’m home." Phelix called out as he walked inside.

"Good. Good. I heard you have a plan for taking care of that base north of here?" His father said as he got up to meet him.

"Yes sir, I do. In fact I have a few plans."

"That's great my boy, do tell"

"Well actually I have one plan with backup plans for if something goes wrong, but we shouldn't need those." Sentry nods.
"First we get as close to the facility as possible during the peak hours of the night. Hopefully this cloud cover should keep up so we don't have to worry about moonlight. Since the facility is still under construction they wont have many lights. We can also use that to our advantage. So, we get as close as possible using the tree line for cover. When we get close enough, we send in a small duo of men to activate the signal jammer we made. This should cancel out the communication tower’s signal. While that's happening the rest of the squad should have cut a hole through the fence right near the facility's solar panels. Once inside we can find where the power generated by the panels is stored, which according my observations, should be a small building nearby. We cut the power to the base shutting down any means of communication that the jammer didn’t already take care of, and any defenses the base has. Meanwhile the base’s power supply and a few other major buildings will be rigged with explosives then, We high-tail it out of there and blow that bitch to high hell!"

Phelix’s father sat for a minute thinking about the plan. "My boy, that plan is great. You are a smart one. Come here and sit next to me.. You deserve to rest, It’s been a long day." He said, patting the spot next to him on the couch.
Phelix sat next to his dad."Dad... how come I'm so smart. You always talk about how lucky I am and that I'm smarter than anyone in the village. " he giggled a little. " And we know i didn't get it from you." He laughed to which Flash century rolled his eyes un-amused

His father bit his lip for a second trying to find the best words to say, He didn't want to seem nervous.
"You see my boy, your mother, she was a very smart person...just like you. She was smarter than everyone else just like you too, she even liked reading like you. Hell, I swear she read for a full 24 hours once.You have her to thank for your brain."

Phelix always loved hearing about his mother. However he always noticed something weird about his dad when Phelix asked about his mom. His dad always tried to change the subject and never talked very long about her. Another thing he noticed was that his dad always seemed to describe the way she looked different every time Phelix asked. He knew that his dad had just been through a lot and maybe forgot things, but recently it seemed like he was hiding something. Phelix’s train of thought was cut off by the door opening.

"General Sentry sir, the troops gear is all ready for tonight, sir." A guard said to them.

"Good tell the men to get rest, they’re going to need it." His dad responded to the solider before he nodded and left. "You should get some rest to Phelix." He said as he turned back to his son.

"Yes Father. " Phelix said before having a little dinner to eat, and going to his chambers to rest.

A few hours later he was woken up by his dad. "Ok Phelix get up, it’s time to do this mission." Phelix got up and got ready, putting on his body armor and getting his weapons, although he manly used his sword and combat shock knife. He also carried with him a small silenced 9mm pistol and on occasion a small silenced hunting rifle. He grabbed his pistol and a few magazines of ammo. He sheathed his sword and knife and headed out. He met up with his squad outside of his house. After a quick briefing, they headed out of the village and to the base.

After hiking for an hour or so they came upon the base. They followed the plan, sticking to the tree line and using night vision goggles to see each other. They approached the base and activated the jammer while the others cut through the fence. They went through a group planting bombs in the dark while another found and deactivated the base’s power supply. They quickly make their getaway and clear the area.
"Captain, Waiting on your order sir." A squad member reported to Pelix through his radio.

"Do it private.” Phelix ordered.

Suddenly a large explosion is heard. "Well if that didn't do any damage nothing will," said one of Phelix's soldiers. Screams were heard and shouting from the enemy soldiers as they quickly make their way back to the caves. They were then debriefed and then they all went to bed to get some well deserved rest.

________________________________________________________________________________________________________________

Phelix awoke to the sound of helicopters and shouting. "What’s going on?" he shot up out of his bed and grabbed his sword and sheath putting it on his back over his shirt. He grabbed an assault rifle and filled his pajama pockets with 4 extra magazines, which was all that would fit. He quickly ran outside and looked up through the small skylights in the cave roof. He saw a few helicopters circling the forest above.

"THEY FOUND US! QUICK TO THE ESCAPE TUNNEL!" One pedestrian shouts as people run to the escape tunnels.

"THEY’RE COMING INTO THE CAVE!"

A hand is placed on Phelix’s shoulder."Phelix," it was his father, "go with the rest of the village, you must…" Phelix interrupted him.

"WHAT? ARE YOU INSANE? NO WE’RE UNDER ATTACK AND YOU CAN’T HOLD THEM OFF!" He shouted.

"Phelix You don't understand we can’t let them get you. You’re too valuable."His father tried to explain but Phelix ignored him and started running toward the entrance."PHELIX GET BACK RIGHT NOW THAT'S AN ORDER."

Phelix ran, making his way through the crowed of panicked people and soon spotted the queen’s soldiers entering the cave. Phelix took aim with his assault rifle and opened fire on the soldiers who immediately reacted by running to cover. Firing back as bullets collide with dirt and rock.

"CEASE FIRE AND WE WON’T HARM YOU!" one of them exclaimed the voice obviously belonging to a woman.

"FUCK YOU."Phelix exclaimed in anger. More shots ran out and one of the soldiers barely escaped the rounds, another helped provide cover for the rest by throwing a smoke grenade and tear gas.
Phelix quickly ducked in a small alleyway between two houses in the cave, hands shaking and adrenaline rushed through his body. Face covered in dirt as bullets zip past him. He could feel the heat of the passing bullets him as he took a deep breath.

He quickly peeked out from his cover and saw a shadow firing off a few shots.He readied his rifle and pulled the trigger, seeing a dark line leave the shadow, blood squirted from there body and the familiar crack as the bloody round slams and sparks off the cave wall.The shadowy figure yells out in pain and hits the ground."AH SHIT I'M HIT!" Soon after the wounded figure gets dragged away.
The flash from the muzzles of guns were the easiest things to see through the smoke and dust giving Phelix something to aim at.
Phelix looks for anymore shadows among the flashes of light and shot at a few.

"STOP THIS! NO ONE HAS TO DIE!" the same woman's voice from before shouted out as Phelix reloads the rifle and more soldiers joined him. The smoke starts to fade and Phelix and his men, unable to stand the gas anymore are pushed back coughing with there eyes watering as more tear gas is released. His men found it terribly hard to aim with tears in there eyes.
Phelix is shot at causing an abrupt yell from the other side, "HOLD YOUR DAMN FIRE." The same woman, obviously in command, orders.

Phelix's squad showed up, angering Phelix "What are you doing here? You need get out of here I can take them on." He yelled at the squad.

"The general sent us." One responded, there orders having more power then Phelix's orders did

"I don't care go...NOW." Phelix snapped.

"Can’t do that captain. General says it’s time to retreat."

"FINE" Phelix said angry feeling that retreat was giving up, letting the enemy win.
" GO, I'll be right behind you." Phelix reluctantly stated.

They ran off toward the evacuation tunnels. Phelix fired a few shots before hearing an audible click. His gun had jammed. "SHIT." he paused, knowing he didn't have time to un-jam the weapon, he threw the gun to the ground.
He pulled out his sword and it glowed red with magic as he activated its special ability using a button. He slices the air and a powerful wave of energy is slung out of the sword and toward the soldiers. An explosion follows as Phoenix runs away.

The blast distracted them long enough so he could run deeper into the tunnel but he soon herd them after him.
"It’s the Phoenix!" A soldier yelled out.
"They’re retreating deeper into the caves." The commanding woman said into her headset.

"Good we need him alive. Bring him in, if he’s there so is Flash. Bring them both in," Another voice replied.

"Yes my Queen, we’re on it." The woman responded.

Phoenix shut the door of the evacuation tunnel. "Ok blow it." He said, referring to the explosives set to blow up part of the cave by the door to cover the entrance with rubble.

His squad member nods and hits the switch, but nothing happens. "SHIT... Ok no time to fix it just run." They start to run when suddenly there's a huge explosion and the entrance is blown open by the soldiers.

Soldiers started to pile into the previously sealed entrance. Phelix keeps running and a huge glowing boulder slams in front of him and he almost runs into it. It’s blocking the path. He turns around to see the female leader and her horn glowing.

"Got ya!" The commander said with a devilish smile. There was a scar going through her left eye and going down past her lips ending at her chin. Her coat was a greyish color. and her mane was a deep blue with a gold streak. Her eyes were a bright purple as was her magic.

Phelix looked horrified, and felt like a cornered animal.

"NO." Phelix yelled. He could hear his squad yelling and trying to get through the large boulder.

Phelix slings another energy wave at her and she quickly dodges and tries to grab him with magic but it fails.

"The queen said your sword might absorb any magic I try to use on you." She told him, her voice was surprisingly calm yet had a harsh tone to it.
"SHUT UP." He quickly ran toward her, sword in hand and swung, but in mid swing a rock hits Phelix right in the the side, Slamming him into the ground. His sword landing next to him. Quickly jumping to his feet he looked around.

"OW, YOU BITCH." He saw that she had vanished. He quickly turns around swinging his sword as she reappears from her teleportation and the blades tip catches her waist. It went deep enough for her to bleed but it wasn't a mortal wound.

"OW FUCK." She yelled as soldiers piled in and Phelix is surrounded.
The woman giggled in her hunched-up state. her hand covered in blood now. "Give it up your surrounded."

"NEVER!" Phelix yelled he quickly ran toward the commander. He aims his sword to stab her right in the chest, but instead he feels a sharp pain in his chest. Like a needles stabbing him.

Suddenly a huge amount of electricity shoots through his body. A soldier pulling the trigger on a taser gun.He fell to the ground dropping his sword. When the electricity stopped briefly he tries to grab his sword but the leader picked it up in her magic "Ah ah ah. Wouldn’t want you breaking out."

Phelix tries to stand up but struggled, His muscles feeling weak and out of his control, The needles on the taser had been covered with a sedative. She picked him up with her magic, (now that he wasn't holding his sword she could), she walked him through the cave. He saw wounded soldiers and even lifeless bodies on the cold cave floor. soldiers and other officials were going through the houses, trying t find anything that could tell them were they were going. He slowly passed out as she takes him onto a waiting helicopter.
"My Queen we got him, we got the Phoenix." Said the woman commander.

"Great work Bring him to me." Queen Shimmer said.

"But my queen what about Flash?" Asked the commander.

"I don't care, We will find them eventually. The Phoenix was our mane goal, I still find it hard to believe how well the base worked in drawing him. Tracking them wasn't too hard afterward. Great work Amanda."

"Thank you my Queen."

After taking a few of Phelix's possessions and anything they could scavenge from the town they planted bombs on the roof of the cave. As they flew off, they detonated the explosives causing the cave to collapse on itself and preventing anyone from living in the town again.

Meeting With The Queen. Truth's Are Revealed.

A few hours later Phelix woke up, and immediately sat up after remembering what happened to him. He felt dizzy from getting up too fast and laid back down. He heard a giggle, "Hehe silly one; you should take it easy, they gave you drugs so you would stay asleep during the trip here."

"Who are you? Where am I?" He said still frightened but keeping himself composed.

The lady smiled. “I’m Nurse RedHeart, and you’re in the hospital."

"How long has it been!" He asked shocked.

"OH not too long an hour or two." She giggled

Phelix tried to roll out of the bed but found restraints around his legs and short chains around his hands.

"Sorry, sweetie. They said I had to keep those on you."

He also noticed he was still in his pajamas. Well at least I’m in something comfortable, he thought to himself. Phelix stared at the nurse
who had a pink tail and white fur. He had never seen an Anthro this close up, and never this calm. The only Anthros he’d ever seen have been
while he was in combat with them.

A loud ringing noise broke his train of thought, as a phone outside the room he was in started to ring.

"Excuse me, I must get that," she said as she left the room.

Phelix listened to what she said when she answered the phone...

"Yes, He’s awake. he’s doing fine." she giggled a little. “Yes of course! I’ll have him ready for her shortly. No you don't need to send escorts.... ugh your no fun." she hangs up the phone.

Wondering what she was talking about and knowing he would soon find out he lay back. He had a flashback of one of his training sessions, of
something Father had told him, “Remember, if you are to ever be captured, stay calm; the worst thing you can do is panic." He remembered his dad saying.

Nurse Redheart came back in with a pair of socks. “We can’t have you walking around barefoot. We had to take your socks off cause they were
dirty and wet."

She grabbed one foot and he quickly yanked it away.

"Now, now; I’m being very polite, and that was very rude."

He sighed knowing it would be better to have socks than to argue. Even though this Anthro didn’t have wings or a horn, he knew those ones had a lot of strength, whether she was a nurse or not. The average non-flying or magical anthro could easily punch a hole through a wall.

She took his foot again and put a sock on it before doing the same with the other foot.

Phelix felt so many emotions at once. He felt angry for his home being invaded ad destroyed, scared from being captured and not knowing what would happen to him, and embarrassed for having this thing putting socks on him.

Phelix heard a knock at the door as two tough looking stallion anthros walked in. "Were here to escort the prisoner."

The nurse gasped, "Hey he is not a prisoner he is our guest and a patient."

Phelix looked at the two men. One having blue fur and a black tail, and the other having green fur and hair that was a lighter shade then his fur.

The Guards came over and unlocked Phelix's restraints. Too weak because of whatever drugs they injected him with; he decided it was probably best to not fight back.

He had another flashback from one of his sessions with his father, “Remember, Phelix: no matter what, never stop fighting. Giving in is the worst thing you can do." He felt ashamed and helpless that he couldn't do anything to resist. Sorry, Grandpa, not this time. He thought to himself.

They got him to his feet easily, but he was still a little too weak to stand on his own.

"Can you get him a wheel chair to sit him in?" The green pony asked Redheart, who swiftly walked out of the room, emerging a few seconds later with a wheelchair.

No! You can’t let them see you weak; you have to walk, he thought to himself having too much pride still to let himself be succumbed to a wheelchair.

He took an unbalanced step toward the door.

"Easy, kid,” the other guard said. “You take it slow and sit in the wheelchair."

Phelix sighed, knowing by the tone in the guards’ voice that he didn't have a choice. He sat down in the wheelchair, feeling sorry for himself and feeling like a failure. The guards put restraints on his legs and wrists. The blue anthro then pushed him out of the room.

He wondered where he was going and what would happen when he got there. He also remembered hearing the accent that the green one spoke with. It was back in his village; he had heard one of the villagers speak differently when he was younger. After asking his father about it, he was informed that man was using an accent and that sometimes people from different places spoke differently. Father had told him the man was from a place called New Jersey, which was a state far away from the village.

Phelix was wheeled up to a set of double doors and could tell he was in a hospital. They stopped at a row of shiny metal doors. The guard pushed a button and Phelix heard a ding sound. Phelix realized where he had seen the doors before. He remembers his father telling him there called elevators, they were an easier alternative to stairs, getting you one floor to another.
He remembered the day.

"So they get you from one floor to another?" He asked his dad.
"Yes my son. People use them manly in skyscrapers." He replied with a smile.
Phelix remembers he was really young back then. They were going through a ghost town. Vegetation growing inside the building and through the cracks in the concrete.
They heard footsteps outside. Flash quickly pushed Phelix to the wall before dragging him along to the stair case quickly but quietly.
"Stay here Phelix... understand? Don't move an inch. Unless they spot you don't move."
Phelix nods and watched as his dad pulled out a pistol and walk out of the broken and open doors. He remembers waiting there for what seemed like an eternity when. BANG.

Phelix came back to reality as the doors open up to a big open lobby. Phelix could see the outside through the windows and a few anthros walking around and sitting in the lobby. They open the doors and appeared outside.
Phelix tried again to get up the restraints were firm. He saw a parking lot with a few cars some of which were brand spanking new looking.

Phelix was wheeled into the lot and soon was lifted onto a waiting van. He had never been in a car this modern before, mostly just mobile carts held together by bolts and duct tape. Dad always said driving a car outside of any city would be too suspicious and that The queen had a fleet of flying planes and satellites in space looking for heat signatures and activity in remote regions. The van soon rolled out of the parking lot and onto the busy street.

Phelix watched the different buildings going by and couldn't believe how everything looked, this was what cities were supposed to look like. Not like the torn up bombed and cracked places full of rubble and skeletons overrun with grass and vines everywhere but clean and shiny with not a crack in sight. non-the-less he was still in enemy territory and he didn't know what would happen to him.

The van soon rolled up to a shiny golden gate with walls for as long as the eye could see (which was about 2 city blocks) and nicely trimmed bushes around the walls there were armed guards everywhere. The driver gave the guard an id card and after a scan of the whole car in a magical glow, then the gates opened and the van drove in. Phelix was taken away. He almost gasped at how different the landscape changed on the other-side of those gates. The land was covered in a beautiful field of grass with nice looking pathways going through them and little ponds and gardens all around the place.

Straight ahead, on the other side of a bridge overlooking a very large pond and garden, stood a large two story brick building, with a blue dome and golden tower on-top. On each corner of the building was a golden horse head. Right beyond the pond stood a white marble statue of a rearing horse. Beyond the statue was the grand staircase leading to the entrance of the building.

The driver pulled around the driveway around the pond and statue right up to the stairs. He stopped the van and the guards helped Phelix down still in the chair and rolled him up to the staircase. They lifted Phelix and the chair up and carried him to the top. The front double doors were made of a stained wood and had gold trim designs on it. Two Buff stallion unicorn guards stood on either side of the doors each armed with black and golden designed P90 machine guns. The two guards walked over and opened the doors at which point two different unarmed guards came and took over escorting Phelix. The previous two walked back to the van as Phelix was wheeled in. The Immediate interior was a huge open area with a few staircases leading to the second floor. The walls had black flags with a red and orange sun emblem on them. Phelix was wheeled along the hall which had a red carpet going throughout the place. Phelix was taken into an elevator up to the top floor. He was wheeled down the hallway to another set of double doors with guards on either side again. They open the doors and Phelix is wheeled inside. They were in the room where the dome is. The room being a two story room, the bottom half was a library. In the middle of the room sat a golden horse statue with water coming out of the mouth of the horse and into a little fountain. Bey on the fountain were two staircases opposite one-another. The railing leading up the stair cases were golden. Phelix was lifted again two the top and set down. They pushed him up to a desk. Behind the desk was an anthro looking out of the window, gazing upon the large city, facing opposite of Phelix. The mare had a long Red and orange mane with an orange coat. She was wearing a red robe. He could see a Pair of wings and a horn on this woman.

He knew exactly who this mare was...

"You can leave now guards. I can handle him alone." The mare spoke.
The guards both no and turn around a leave.

"Sunset Shimmer." Phelix mumbled audibly under his breath.

"That's Queen Shimmer to you, peasant," she said with a menacing tone as she turned around to face Phelix.

"I'm not scared of you." he replied in a hiss. He knew he was lying through his teeth though.

She laughed. I've been waiting for this meeting for a very long time, Phoenix. You see you have been causing quite the havoc on many of my bases and killed countless soldiers of mine. You and that father of yours."

"How do you know who my father is? And why am I here?" Phelix asked.

"How do I know your father? You should know that already. I went to school with him. For someone who is supposed to be smart you really are quite stupid. I mean come on, I at least thought capturing you would be a lot harder. Build a base within the 10-mile radius of where we narrowed your location to. Waited for it to draw you out. Then just track you right to you hiding spot. Simple really. But I expected more. "

Phelix interrupted. " Are you going to sit here and insult me all day or are you going to kill me already?"

She laughs. " Kill you?" She laughs even more. "Why would I kill you?"

"BECAUSE I KILLED ALL YOUR MEN. I DESTROYED ALL OF THOSE BASES. WHY WOULDN'T YOU KILL ME? I'M YOUR WORST FUCKING NIGHTMARE!" Phelix yelled out.

She laughs more" Worst nightmare.... Are you kidding me." She continues to laugh. " You’re a dream come true. I've been waiting for this day. Because today, the tide of this war will change. Because you will join me and there will be no-one left to stop me," she said with a smile.

"JOIN YOU.... I WOULD NEVER." He yelled angry.

"Well see about that. Today you'll be made like everyone else. An anthro."

A look of shock came over Phelix. "N-No."

She smiles devilishly. "What’s-a-matter? Its not like you haven't been one before."

"What? What are you talking about?" Phelix asked confused.

"Wait you don't know? "

"Know what?" Phelix asked feeling his heart in his chest.

"Phoenix what is your mother’s name?"

"How dare you. You killed my mother and you dare ask me her name?" Phelix said extremely pissed off.

She laughs, “No Phoenix I didn't kill your mother.... You've been lied to your entire life. Your mother is alive and well. Her name Phoenix is Twilight Sparkle."

"What! How dare you... I knew you were and evil person but I didn't think it would go that far."

"Phoenix, or should say Phelix, why would I lie about that. Tell me does your dad ever studded or try to change the subject when you ask about her?"

Phelix sat there in disbelief. " how can that be?" he asked.

"Well let me tell you a story... you see, long ago, when little miss Twilight came to our school, she fell in love with a young boy named Flash
Sentry. Eventually that love led to them to sleep with each other. It was not too long after that that I took over. I put Twilight in a sleep like stasis and you slowly developed.

After a year Flash and a squad of men broke in and attempted to assassinate me. They failed, but not before Flash awoke Twilight from her
stasis machine and escaped with her. You had fully developed and she was ready to give birth to you. We eventually tracked her through the magic she was giving off in this world. During that time, she had given birth to you."

"That could work out... But you’re wrong... If she is my mother I wouldn't be white and my hair sure as hell wouldn't be red and black!" he retorted. “And I wouldn't be a human, I would be a fuckin Anthro." Phelix exclaimed.

"You see, that's the thing I was thinking about. I think that she cast a spell to change the way you look, and I think she made you human." She giggled for a few seconded before bursting out laughing.

"What's so funny?"

"You've been attacking your own kind since the beginning."

"I'm not one of you," he said in an angry tone.

"Yes, you are...” she smirked, “On the inside."

"No, I'm not!"

"Not yet," she said with an evil smirk.

"I'LL NEVER BE ONE OF YOU!" he screamed, his eyes flaring.

Her smile faded. "You don't have a choice," she said sternly.

Phelix yelled out and struggled with all his might to get free but couldn't get out of the restraints.

The two guards returned to get Phelix and take him Away, but Sunset Shimmer waved them off. Her horn lit and Phelix glowed in her blue magic. He felt his body go numb and he couldn't move.

"W-What did you do to me?" Phelix asked unable to control any of his limbs.

Sunset glimmer giggled, “I cast a spell making your body limp... its ok, ill remove it after your transformation.

Phelix began to freak out. No, No, NO, this can’t be happening. I don't want to be a freak.... Is she right? Was my mother really Twilight Sparkle. Why would dad lie to me? No, no please I can’t become an anthro this can’t be happening this has to be a dream.

"Miss Rosemary please prepare my car." Sunset said to her servant girl. The mare was short and had a pink coat and a light blue mane.

The mare meeps" uh yes My queen." she said shyly and hurried off only to pause and head back." Uh…Uh, Queen Shimmer.... which car?"

Shimmer picked the chair up in her magic. "Any car I don't car just get one and bring it out front."

The mare nods and quickly headed out to the garage.

" Now Phelix... You should be grateful that I’m allowing you to live and join me."

"Fuck you."
She slammed him down on the floor. "That is not how you speak to royalty!"

Phelix yelped in pain as his head hit the red carpeted floor.

She picked him up and undid the restraints and took him out the chair.

She walked through her palace, the entirety of which was beautiful, and like nothing Phelix had seen before. Every square inch of the place screamed royal, rich, and power. Shimmer walked down the red carpeted halls. Do you like my palace? It used to be an old school, in fact its where my reign of power began."

Phelix remembered the stories Father had told him. This must be the school he was talking about; although it didn’t look anything like some of the schools Phelix and his father had explored before.

Phelix remained silent.

"It's okay you will have to talk to me eventually." Shimmer said. As they went down a few flight of stairs and out the front doors.
The guards salute shimmer as she passes through the front doors.
Phelix was stunned by the car he saw out front. Much nicer than anything he had seen before. It was red and black with red wheels. As Queen shimmer approached the vehicle Phelix could make out McLaren on the side.
The doors up in the air like the wings on a plane.
Shimmer set Phelix in the passenger seat. He tried so hard to move but couldn't his body wouldn't listen to him.
Shimmer got in the driver side. Phelix watched Rosemary close the door and Shimmer drove off.
"Please don't do this to me" Phelix begged not carding about his pride anymore. He felt like he was being sent to die.
"Heh that's right beg for me!" Shimmer said with a smile.
Phelix tried hard not to let emotions overcome him.
Shimmer drove out onto the busy street engine roaring in the back.
Phelix watched as anthems on the street waved and saluted their queen
Shimmer revved the engine in response.
Phelix watched as they drove past skyscrapers and eventually they pulled into a complex at the edge of town. It looked like a hospital crossed with a prison. She pulled in and up to the doors. She got out and opened the passenger side door and got me out of the car. She takes me through the doors and past the front desk.
"Open the doors I’m doing this guy myself." Shimmer said grinning.
A buzzing sound is heard as the Steel barred gates open and shimmer walks in.
The place was bare except for different colored lines on the concrete floor showing were to go to get to different places. She followed the red line and up of few flights of stairs before entering a white room all sort of machines in it.
She giggles, "Here we are... it’s time to change... and I hope you will realize That this is for the better." she giggles setting me down as she preps the machine.

"Now, when everything first started, i would change people into my loyal creations myself. But that got tiring and boring, and none of my subjects Had enough magical energy to do it for me... So I invented these machines; with help of course, and I take it from Equestria.

"Why don't the ponies come kick your ass?"

" Because i made it impossible to come through the portal." She said simply.

"Then how do you get your magic?" Phelix asked trying to get as much information as possible.

"Because the broken portal still seeps magic." She replied continuing to get the machine ready.

"And how do you get it here?" Phelix asked continuing to interrogate her.

"It doesn't matter how i get it here. Now the only question you should be asking is how can you get out of this transformation."

"How can I?" Phelix asked hopefully

"That's simple tell me where your village escaped to and I’ll let you leave," she said with a grin.

"I’ll never tell you.... kill me for all I care." He said as she picked him up and took him to the machine.

He whimpers slightly as she takes him. His heart began to race, and he struggled with all his might trying to make his body move but it wasn’t working.

NO this can’t be happening i need to wake up, someone please pinch me or something.

She placed his limp body inside of the machine. his hands and feet in their places. She pushes a button and they close around his neck, ankles, and wrists.
"Please Sunset don't do this... I... I’ll help you...just don't do this." he said anything to try and get here to change her mind but nothing would work.
"No you'll help me anyway." she said as she kissed his forehead.
"Give it a while.... And I’m sure you will be like a son to me." She smiles and put a full face mask on him making sure it and the hose attached to it were secure. She then shut the bulk head door and turned the latches that secured it with her magic.
She smirks as she looks at Phelix face through the tiny window in the door. She walks over to the computer on the wall typing in a few things before pulling a lever and watched the machine pure to life.
Phelix shed a single tear as he felt the gas flow into his mask. He thought about his Father and squad, and what they would think about him if he ever managed to meet them again.
He then quietly and calmly fell unconscious.

When he awoke he will have changed forever.

Author's Note

This chapter took a while to write I hope you enjoy it.

"The way things used to be" (Preface)

Author's Note

READ THIS FIRST....The preface of this story will be written in a narrative and first person view. Every other chapter after this one will be in 3rd person.
Don't rate this story based solely on this chapter

"The way things used to be" (Preface)

My father, Flash Century, once told me about the way things used to be. He told me of time before the great war, before Queen Shimmer took over.
"Back in my day the streets weren't cracked and stricken with weeds and grass. The buildings weren't crumbled or covered in vines and trees. Oh yes, things were better back then. The streets busy with cars and the people were not ruled by a monarchy, but democracy." He’d recall.
My father was the general of our little town if it could even be called a town. And he is one of the very few, if not the only person to have seen the rise of Queen Sunset in person, and escape with is mind and life intact. I am 19 years old, and my father is 38. He was about my age when she took over.
He told me of that fateful day many years ago.
“It was during my prime years.” he said. “I had just turned 18 and was about to graduate high school. It was the night of the Fall Formal, an annual dance held at our school. We had a very unique new student named Twilight Sparkle, and she was from another world called Equestria where ponies were the dominant species. Sunset Shimmer was my age then, and she too was from that same world.”
He told of how Sunset Shimmer had stolen, from Twilight, what is currently her crown, and how it was full of very powerful magic which she used to stop Twilight and her friends from taking it back.
“What she did with that magic, was terrible, horrifying even”, he paused.
“Everyone suddenly grew fur all over there bodies... Their ears turned into that of a horses, and tails sprouted out from their back there feet turning into hoofs.. They were controlled by the magic, causing them to believe anything she said and obey every command given to them.”
“There was fighting everywhere. Screams and crying soon filled the usual bustling city noises of cars and talking between friends as the others ran from the attacking forces. Many who were not willing to suffer the same fate took their life rather than see it fall to Sunsets will.”

This next part of the story dad never told me.

“Me and Twilight were able to get away to recuperate and plan our next move, taking weeks to do so. We fell in love with each other. I wanted to go with her everywhere, to never leave her side. We were going to fight together, or go down together. When we were ready Twilight made me stay behind. I wanted to go with her, but she left in the middle of the night.”
Twilight and her friends tried to stop them with their own magic, but Sunset somehow absorbed most of their magicial powers. Their personalities completely changed. Twilight’s friends were all captured and put into Stasis pods. Afterward she sealed the portal back to the world of equestria, forever.
The spell she had cast on others to make them worship her didn't work on Twilight and she could still think clearly.... yet she developed a horn, and a pair of wings just like everyone else. After that she cast another spell that put her into a sort of stasis, she couldn’t fight back and aged slowly, but was kept alive to witness Sunsets rise to power just like the rest of her friends.

Father would continue to tell me.

Twilight was a very close friend of his and that I was a very special person. He told me that if you weren't fighting back, or hiding, you would be captured and end up obeying the queen as one of her hybrid creations.
“There was much bloodshed, but no matter what happened we couldn't defeat Sunset. I ran away into the mountains, far from civilization. Where we started this very village. “
I always enjoyed hearing his stories.
I never knew my mother, but father said she was the most beautiful thing he had ever seen. When he would train me he would tell me of her, but always kept it down to a few sentences, never elaborating on the subject. I always assumed It was because it hurt him too much to think about the fact that she was gone. He told me that she had died by Sunset Shimmers hands.
He trained me to shoot and scavenge supplies, but I was mostly taught about how to fight in hand-to-hand combat, more specifically swords. Father always said that swords were better than guns because they don't run out of ammo, not to mention the fact that ammo was hard to come by in this day and age.
I became infamous among the queen’s soldiers, having fought in many battles and had a lot of combat experience. Soon even the queen herself wanted me captured. They called me the Phoenix, because no matter what happened I always rose up to defeat my enemies. And I always fought with my signature sword, which I also named Phoenix, Twilight had apparently made it for father and he passed it down to me.
It had a red and black guard and red design on the blade itself. The handle was wrapped on red and black fabric. It majestically glowed golden in the sunlight.
He said it had the same magic that the queen took from the crown.

A few days ago we found out that there was a small base belonging to the queen not too far away. While out on patrol we had a close call with a helicopter flying overhead, our squad only hidden by ducking in the waist high grass, which was blown around from the aircraft's rotors. We ventured in the direction that we had seen the helicopter fly in. Eventually finding ourselves on a hill midway up a mountain near our village, and we gazed down upon a clearing in the valley below. We couldn’t believe how big the base was and we hadn’t even noticed it till now. We couldn’t let them find out where we were. If we were to leave it alone, it would only be matter of time until they found our village, and by then it would be too late. We could move either, we had permanent settlements built and too many people. That left us with the only option. It was the only way to protect those we love.
We were going to go in, shut it down and destroy it before they could build it any bigger, and before they could discover us. It had to be done quickly and quietly.

Little did we know what would lie ahead.

Here is where our adventure begins.