Friends until the bitter end: Reanimation

Chapters

Chapter 1
Calm
It begins
Battle for time
retreat
The Citadel
survival
Redline: Deathwing
Enter the Wardens

Chapter 1

10:00PM

'WARNING air break failed, Impact in 5...4...3...2...1'

BOOM, SCREEEEEEEEEEEEEEEEEECH!

gu,gu,gu, crash!

A lone unicorn stallion stood in the outer edges of a destroyed city. He stood to his full height taking a deep breath as he looked at a near by sign reading 'Welcome to Isgrifabad'. Turning around he reached punched a dent into the escape pod's side panel prompting a hatch to open up. reaching inside he retrieved a SCAR mod 2 and Majestic six before turning to the mane hatch of the escape pod. He reached into a duffle bag and pulled out a vile of viscus glowing orange fluid.

"Excellent project Alpha can still proceed." he said to himself as he placed the vials into the bag and put it on his back before exiting the pod and walking off. He then pressed two buttons on his wrist computer causing the escape pod to disintegrate. As he walked into the night a gryphon crawled out from some rubble and approached this unicorn.

"Pleas sir might you spare some food? My mate and hatching are starving pleas." the male asked as he begged the unicorn. He could see the unicorn put move the bag in front of him as he approached. The unicorn wore strange armor he could not see it clearly in the dark night but could tell it was tight fitting and the only noticeable parts were strange red lights on its inner calves and fore arms, as well as two glowing red eyes resting in a single red visor.

"Oh sure hang on." the unicorn said as he opend the bag.

"Oh thank you sir. thank you so... aaaaaaaaahhhhhhhhh aaaaah,aah,ag,agaggg,aaaaaaaa!" the gryphon screamed as he erupted in blue flames.

With this the pony proceeded to walk off leaving the dying gryphon to burn to death. And as he walked a cloud passed from in front of the moon illuminating his form. His armor was a deep silver with black underneath with small almost unnoticeable hexagons making up the black portions. The rest of the suit had sections of grey and white smooth armor with larger hexagons painted on them and on he shoulder was the word C.E.L.L and the right chest peace engraved on a small strip was the name.

Dark sword.

===============================================

Crystal empire

11:45 AM

"You know in hindsight... burning down 12 blocks of the crystal empire to kill Queen Obscure probably wasn't the best plan." a stallion said as he stood on a balcony on a spire in the middle of the massive snowflake shaped town. The stallion was an ageing brown unicorn in an officers uniform in the pilots EXO, He was Colonel Grey of the blackwatch air force and active commander of operation queens bane.

"You think." the pink alicorn said to the male in front of her upset.

"we got it done with minimal casualty's." the male said as he leaned on the railing watching the firefighters battling out the blaze.

"MINIMAL! 50 ponys died, they burned to death!" a purple unicorn yelled.

"We neutralized the target. and it could have been even worse if we hadn't arrived when we did. By the way how did that crystal heart thing go ma'am?" He asked as he began issuing recall orders to his strike teams in the area with his wrist computer.

"We were able to place the crystal heart and return the crystal empire back to normal. no thanks to you Colonel Grey." the purple unicorn responded.

"I knew you could do it." he said before activating his communicator.

"Call off the air strike." grey said under his breath.

"What i want to know is how you were able to set the snow on fire." the pink alicorn asked.

"Magpalm" a new voice said. It was Lt Rabbit, the expert sniper was part of Tear one asset Wolfpack which was deployed in this operation.

"Whats magpalm Rabbit?" Pinkiepie asked.

"Its like napalm except instead of jellied gasoline, its jellied liquid magic hens the name magpalm." The pony said as he leaned on the wall.

"Lieutenant."

"sir."

"pack it up people!" a female voice yelled her voice amplified by her helmets external microphone. they all looked down to see an orange pegasus yelling orders to blackwatch troopers. This was Lt Casity francis Zael medic of Blackwatch death squad zulu, and was notable by once stating that her job on the squad was to make the enemy comfortable while she beat them to death.

"Look a looter." one of the non distinct blackwatch troopers said before said looter was tackled to the ground by a glowing yellow blur before the yellow disappeared revealing a brown unicorn who proceeded to beat the pore crystal pony before placing her in cuffs.

"You are guilty until proven innocent. You are ordered to remain silent. Anything you say will be used against you in the court of law. you have the right to an attorney, if you can not afford it one will not be appointed to you. if time does not allow for a trial you will be executed. do you under stand the what i have just read to you?" the unicorn said as he kelt on the mares back holding her down with the cuffs digging into her back as two blackwatch soldiers came to retrieve her. This stallion was captain Lewis young call-sign SWAT, Zulu teams resident former police officer. He like Starnes and Lamar were all equipped with Nano-suits that they had before there arrival in equestria, All of them being part of US nano-suit operations teams with there respective branches.

Starnes was part of the Marine first recon Nano-suit teams before becoming a soldier of fortune and later joining blackwatch being equipped with a Nano-suit 1.5m, Lewis having been part of the US Navy seals Nano-suit divers before becoming a special SWAT officer was equipped with a Nano-suit 1.0Ns, And Lamar was part of the Us armys DELTA force Nano-suit operations being equipped with the teams only Nano-suit 2.0D before being reassigned to Blackwatch. However the main thing about the prince and his second in command was that they were infected with the blacklight virus turning them into evolved. there had been another evolved as well a Cpl Cooper Connor but he died in a previous engagement. And they knew from first hand experience that Nano-suit equipped evolved were damn hard to kill but it could be done.

"Hey sir do we have time for a trial?" Lewis asked over the radio receiving a "Fuck No we're leaving" in response.

"I love my job." Lewis said as he turned around pulling his side arm a new Blackwatch Majestic X and proceeded to blow the mares banes accost the ground.

"Guilty. someone burn this body before it starts to stink." he said before picking up a box and moving off.

"i cant believe are the good guys." Rainbow dash commented.

"I'recon they arnt the good guys. but a'reken better to hav'em then be against'em." Applejack stated as she and the rest of the element bearer walked off. This was the fourth time they had been told by Celestia to go somewhere to deal with a problem, and blackwatch had shown up and made it worse before dealing with it with high explosives and automatic weapons. They were lucky and honestly a little revealed to find out that Blackwatch was deployed on a humanitarian mission to one of the changeling hives when Discord had shown up again. In fact both times Blakwatch had'nt been present thank Faust.

"You know as bad as they are. I am really glad they they are here." twilight said as she her friends and Cadence watched the Blackwatch transports fly off.

"I agree twilight. with out them as raptor would say it "we would be fucked." Cadence said with a sad smile. before watching a building expload.

"DAMN IT!" the crystal princess yelled she had spent way to much time around blackwatch since her late fionces death.

"They are the most heavily armed children under Celestias sun." Rarity said shaking her head. They had all become quite accustomed to the way Blackwatch operated, they might not like it but it got results and kept them safe. Despite Raptor once saying during a poisoned food incident "The well fare of the populace is none of my concern, all i care about is results. If you want to help keep that food away from Blackwatch" but despite what he said he still went out of his way to help the ponys of Baltomare mend there food supply.

"What do you think raptor is doing?" Rarity asked.

"rarity im sure your Coltfriend is on some dangerous mission again." Twilight said

================================================

Canterlot

5:30pm

"I refuse to accept the counsel of a MALE even an alicorn who doesn't even know how to use magic!" a mare yelled as she stood from her desk in the royal court.

'BOOM'

"I dont need it. i have a gun. its more reliable." the stallion on the chair said as he leaned back after shooting the mares drink from her hand. This stallion was Prince Raptor Equenus, or Lamar Jameson, or his lesser known call-sign Shaka. The last male alicorn, Leader of Equestrias most advanced and newest guard branch Blackwatch. As well as leader of the death squad Zulu.

Lamar hated the noon court it was the most boring thing he could ever imagine and he has watched paint dry on a dare. And he hated the majority of the mares in the room at the moment. Since Equestria and most of the other country's had a severely one sided gender ratio with the current standing being 25% male and 75% female there was an obscene level of extreme sexism. In fact do to the drastic difference it was encouraged that Stallions have multiple mates to keep the Population diverse. However there were cases where this wouldn't be allowed.

A perfect example was the Massive stallion that was currently standing in the shadows. Standing 8 feet tall and weighing just under 500 pounds and practically solid mussel, this stallion was the princes personal guard. Agent Orion Valencio was a phase one Agency created Blackwatch Orion super soldier. The stallion was rescued by the prince from a Maximum security Breading facility. Valencio then Pledged his unyielding loyalty to the prince and only the prince and would periodically go on long range recon missions for the prince. The stallion was currently dressed in the armor the prince had had made for him. Do to the prince insisting that the Orion was something he called a spacemarine because of how he acted and the weapons he carried.

The weapons he had with him when he was transported to equestria all those years ago before even Raptor Zulu squad arrived had'nt helped his case much. His primary weapon was the Orion SMG stranded issue for all Orion supersoldires deployed in the NMZ-RZ, but the prince insisted that it was something he called a "BOLTER". This weapon was now bolted to his wrist to allow him easier use of melee weapons with a its under mount attachment primed to cover an unfortunate victim with magpalm. The weapon he had acquired recently which was currently attached to his hip. He did have to admit that he did like the name Chainsword and it stuck. and the weapon he currently stood with was the one of the newly designed Thermal series of melee weapons which had been acquired recently from a CELL bace. The weapon was what was known as a Thermal Halberd like other thermal weapons the blade connected to the power source of there suits allowing the blades to be heated to the point they would glow. He held his halberd in one hand while the other rested on the hilt of his CELL Orion Close combat weapon or chainsword.

The stallion was currently wearing the armor of the newly formed and currently secret Raptoral knights which consisted mainly of the few Orions Raptor was able to liberate. its chest piece had the Blackwatch star embedded in gold and the left shoulder pauldron was marked with the symbol of "the Agency". while the whole of the armor made him and other knights resemble what Raptor called Grey knights terminators. His helmets piercing glowing blue eyes watched over the entirety of the room watching, waiting for anybody foolish enough to attack his Prince. for any pony foolish enough to try would surly be turned to paste by himself or the stallion currently in the rafters.

The stallion in the rafters was an earth pony But you couldn't tell by looking at him. In fact even if you were looking at him currently you wouldn't see him for he was currently invisible. The stallion was Blackwatch LT Commander Teshan Starnes call-sign Raider, he was Prince Raptors best friend and second in command. He was also Death squad Zulu's team sniper and in fact the best sniper in "the watch" seconded only by Rabbit and sharpshooters from other classified tear one teams. He was currently Cloaked and watching a rather shady looking gryphon threw the scope of his chytac Gauss.

'make a move bitch.' he thought as he flicked the safety off and slipped a D-ME round into the chamber. the D in D-e standing for Delayed and ME standing form Micro-explosive.

The prince was curently deciding what to do with Fancypants's request for more funds to produce a convalescent home for elderly stallions. And with very little deliberation he gladly approved the stallions request and shook his hand receiving a bow from the a affluent stallion and his wife Flurdalice. Lamar actually liked Fancypants and his mane wife they were polite, never overstepped there boundary's and would happily fund certain Blackwatch humanitarian Operations. The couple were believers in equal male rights which the prince believed in but knew he had an image to uphold and would never directly give his political stance on the subject.

But the two knew how he felt and as a result fully supported blackwatch, as it was one of the only Sexually equal guard units. infarct it consisted of a majority of stallions, many of which were simply looking for a place where they could be treated as equals. Others joined to protect there 'herds' while, the prince had personally recruited a majority of the first wave of blackwatch troopers from mercenary's and criminals, all if which having been formerly human.

'ding.'

"AUNTI IM OFF DUTY, TAG OUT!" Lamar yelled as the signal of the end of the noon court. He quickly shoot to his hooves and called starnes down while at the same time subtlety ordering Valencio to stay and guard his aunt. Receiving a hidden nod in response.

The Nano-suit evolved shifted his body to hide his Nano-suit in the rafters leapt down landing next to the prince wearing the lower portion of the Blackwatch uniform and a baggy purple T-shirt with his side arm still in place and his dog-tags dangling around his neck.

Celestia walked wearing her usual royal white and gold dress with new necklace Raptor had given her after her former student had crushed it in his hand in front of her. The new necklace resembled her old one but was black and silver with the gem her mother had given her resting in the center. However the gem was cracked and seemed to glow. The new necklace was made of something her nephew had called cryfibril apparently it was the same thing parts of his Nano-suit were made of and were incredible expensive where he was from.

She watched her adopted nephew walking behind the thrown and his body erupting with glowing red and black tendrils before subsiding revealing the stallion wearing the lower portion of his uniform like Raider ith his sidearm on his thigh and only tight fitting bullet proof vest and his wrist computer with his dog tags dangeling s neck.

"sup."the prince said

"Sup" Raider responded as he and the prince punched each others hands. apparently in Raptors world he and Raider were part of an ethnicity as Raptor called it "Black" which confused her because apparently there skin was brown. Apparently there people had had a fight for equal rights from another ethnicity of lighter skinned ponys called "Whites". Similar to the way males here battled the sexist bigotry. But for them that had happened almost 100 years ago and some of there people had actually come to embrace the derogatory term and make it into something that didn't matter stating that it was only a word.

'click, chick' "Im fuck'n hungry 'whooooo' you want a hogey? im get'n a hogey" Raptor said as he smoked a cigarette to starnes who only answered after lighting and dragging one of his won.

"Fuck ya i want a hogey." starnes said. Celestia spared a subtle glance to the Raptoral knight Brother Valencio who was surly hiding in the corner. She saw him role his head since she couldn't see him role his eyes.

"Fuck ya Son lets go get hogeys! Operation: Eat fresh is ago." Raptor chimed in before they turned to walk off.

"lets go." Lamar said before pressing an icon on his wrist computer as they began nearing the door.

the solar princess let out a small giggle at her beloved nephew. She loved how full of energy the young alicorn was. He was infarct younger than even Cadence who was in twenty years into her first century at 120, a fact they had learned when he had told them that he was only 23 unlike Starnes who was 27. however unlike cadence he was technically born an alicron where as the crystal princess was born a pagasus. The thing that made her attracted to him was that even tho he was obviously a battle hardened veteran, he was still naive. And he wasn't afraid to tell ponys just what he thought of them if they upset him, with no care for reproductions or possible damage to his reputation. However she had yet to tell him her feelings and She wished her parents were still around to meet him. It isn't like they had died they had just disappeared two thousand years ago back when the population was still relatively evin. While she was thinking to her self the gem in her necklace seemed to shine brighter as the crack widened slightly.

'celi?'

"What was that?" she asked herself getting a strange helmet tilt from Valencio as he decided to watch the princess more carefully. He had noticed that the crack in her gem was getting wider and wider and she was acting stranger and stranger around his Prince. And with that the two of them settled in for the court, and they had to prepare for the wedding that was coming up.

Calm

"ok ok best kill." Lamar said to Starnes as they sat in the park his fiance was getting back today and he wanted to meet her and her family when they arrived. he was now in an arranged marriage with the mare he was already going to propose before the arrangement was even finalized.

"I once shot a crane and the cable snapped making the pallet it was holding fall. It catapulted a piece of rebar and it impaled the fucker i was trying to kill." starnes said as he crushed his cig.

"Nice, I have got to go with when i kicked an IPLA in the face and knocked him into a sewer drain. then when he climbed back up he was run over by a tank." Lamar said in response as they both chuckled.

"You know Lamar i think we might be assholes."

'pff' "so."

"Good point" starnes responded as he and Lamar sat at the airship docks.

"You know what?" Lamar asked as he watched another airship leave.

"What?"

"you know for a fact i bet the dude who thought to attach a big ass blimp to a ship so it could fly is like a billionaire." the prince said as he yawned.

"Oh fuck ya, that's some some bullshsit." Starnes said.

"at least blackwatch doesn't use those fucking things."

"Ya right thank god for human technology and innovation." lamar said.

'ghasp!'

"Starnes look." lamar said.

"Hea we he've the wild scrub in its natural habitat." Lamar said as he pointed to a blackwatch trooper who was now walking by some ways away talking to some mares. doing his best David Attenborough impersonation.

"Yees this one seams to be very sociable in natura. possibly warning these females to back off of its hunting ground." starnes continued narrating the blackwatch troopers movements

"It semes to communicate with a series of grunts and hand gestures." they continued as a black airship pulled in. the ship itself was flat black and almost organic in design and a black balloon.

The gangway dropped and five different color changeling praetorians (the equivalent of a knight) exited a lining up in two rows before making a sharp 90* turn and facing each other. The mare that exited was a young changeling her silver platinum blond mane and transparent yellow insectoid wings that brought out the green cilia and pink irises. This mare was absolutely the envy of most of the mares at the docks her beauty only surpassed by the older changelings who exited after her and matched by her twin sister who walked exited last. This mare was Princess Nymph adopted daughter of Queen chrysalis queen of queens.

Princess Nymph stood on the dock looking around until she noticed a male alicorn and an earth pony crouched behind a bench pointing to a rather forgettable Blackwatch trooper and saying rather rude things.

"You know the fact they are still alive baffles me." Queen Miasma commented to her fellow queens who nodded in agreement. A changeling from Ambrosias hive buzzed forward with heavy wing beats, and approached the crouched landing mere steps away from the alicorn.

"Prince Raptor, i trust things have been well since our last operation together? I will be in charge of the changeling guards during your wedding?" the changeling asked

"Its a pleasure General. Allow me to introduce Lt colonel Raider my second in command." Lamar said quickly becoming professional and shaking the changelings hand before giving a salute.

"General Templar!" Starnes yelled giving a crisp salute.

"Looks like the delegate from Saddle Arabia have arrived." Raptor said as he neared the changeling queens. gesturing with his head to another airship that just pulled in. there was then the sound of heavy wing beats and they turned to see the Dragon king and queen arive.

"Shall we?" Nymph asked locking her arm with Lamars and receiving a nod from the prince.

"Right this way." Lamar said as they began walking back to the castle followed by the royals of the other countries.

As the royals look around at Canterlot now it was a far cry from the equestrian capital they had been used to seeing. Lunar and Celestial guard were on every corner and lining every roof were archers all ready for the slightest sign of attack. It was no secret that the arranged mirage between Prince Raptor and Princess Nymph was not popular with some of the population.

As they neared the castle they could see more Royal guard as well as Celestia, Lunar, and Crystal knights were more prevalent. But that paled in comparison to what they saw when they entered the courtyard leading to the Castle entrance granting them a full view. The castle resembled a fortress in the purest essence. Blackwatch troopers lined every palisade armed with everything from assault riffles, Vulcan Gatling guns resting on mounts, to Mk 19 grenade launchers replanting the balista's that had once been stood in there place. Javalen teams rested on some of the balcony's, while snipers surely were hidden in plain sight trailing there every move. The courtyard itself would be a killing ground should the time come. And what they had taken as new large bushes were in fact four M2 Rooks main battle tanks resting in fighting holes covered in camouflage nets, and blackwatch troopers ran about getting things ready for the wedding tomorrow night. They noticed that every blackwatch trooper they saw had on what the changeling queens remembered were called EXO's while others had what were called "Jackets".

As they neared the steps off to the side they saw five ponys and two griphons in white armor on there knees with a hole behind them, with five blackwatch troopers standing in front of them their cold glowing goggles boring into the five ponys equally cold eyes and the frightened eyes of the two griphions. The blackwatch troopers then to the watchers surprise and horror proceeded to execute there prisoners making there body's fall into the ditch before there CO a regular looking blackwatch trooper with a green blackwatch star instead of his subordinates red called out "Next, Prisoners!". turning from the sight they saw that in front of the castle door were three unicorn mages, four earth pony rangers magically enhanced crossbows in hand, two wonder bolts, and six celestial and lunar knights being three of each. And on ether side of the door where two Blackwatch AST's similar to the one the late Cooper Connor had.

Upon entering the castle The royals of the other countries were actually surprised to find it was the exact opposite of the outside. Royal knights and and blackwatch troopers conversed with one another in casual conversation. In the corner two blackwatch troopers were playing dice and they watched Starnes take his leave.

They entered the throne room to see both royal sister there to greet them flanked by two of there respective lunar and celestial knights. On the walls hung ornate equestrian banners, as well as the banners of the sisterhoods/brotherhoods of royal knights, Celestial guard, Lunar guard, the now renamed crystal guard, Earthpony rangers, Unicorn mages, wonderbolts, and Raptoral guard better known as Blackwatch. There among the banners of the Knights they saw a new addition a completely dark grey banner a sharp contrast to the pink gem encrusted banner of the crystal knights and the white and gold of the celestial knights that it hung between. This banner hung humbly between the two, its heavy fabric barely moving in the breeze aloud by an open window. there wresting in the center of the banner where all banner symbols are placed. Was a winged star stitched in gold fabric with a foren looking Skull resting in a circle at the center of the star stitched in red fabric. They wondered who that banner belonged to before the Lunar princess spoke.

"Welcome everypony. on behalf of equestria we are glad that thou wher't able to come." Luna greeted.

"Pleas make yourselves at home. but pleas take my advice and stay out of blackwatch's way for the time being..." Celestia started as she watched Raptor look at his wrist computer before stepping out of the room. For the first time the gem en her amulet audibly cracked causing the prince to stop in his place, listen for any signs of hostility...and being satisfied with hearing nothing took his leave.

'crack'

Lamar stood in the temporary command post he had set up. In front of him was a red Holographic map of the capitol displaying the layout of blackwatch troops in the city. The hologram then shifted to show a blackwatch Recon trooper in one of the captured CELL Nano-suits with a rather large sniper rifle in his hands.

"Ghost, What do you have for me?" Lamar asked crossing his arms.

"Sir i was on my way to scope out a CELL base when i ran into this city. From what i can tell this city was raised years ago and From what i have found there seem to be no survivors only a strange tan sludge. The few bodys i have found were killed recently and suffered from heavy energy scoring possibly made by magic, but the way the pot marks on the walls look seem to match the patterns made by Ceph pinch rifles on earth during the war back in 2045. However there is no way there could be a Ceph presence unless the princess Transported one here. And according to her she is the only one who knows the spell and you and your team were the last people she transported here from earth, and that was almost two years ago..." the Hologram said the trooper had a thick Russian acsent, Having originally been part of Spetsnaz in 2060 during the latter years of the Blacklight outbreak or WWZ before Blackwatch was deployed to New manhatten to contain it.

"Say whats on your mind then get it out of my face, Ghost."The prince ordered.

"There is something else sir. i found what looks like a ditch made after an escape pod crash but i cant seem to find anything, so i can only assume that whoever bugged out set it to vaporize. But what worries me is the body i found near by, it used to be a griphon that much is obvious this used to be a griphon city but it looks like it was burned from the inside out with magic. The suit dates time of death at Thursday 3200 hours one year and six months ago. And there is only one person we know who could do that with out causing any form of external damage. and only one that fits that time frame." the blackwatch trooper with the call-sign ghost responded.

"Dark sword... Alright keep me posted. Dismissed." Lamar said as the hologram flickerd out.

Later that night lamar sat in a chair in his chambers thinking about the report Ghost had given him. He slouched in his seat letting out a quiet sigh as he watched Nymph sleeping in his bed.

'not just my bed for much longer' he mused to himself with a slight chuckle.

He stood to his hooves and opened the door to the reinforced balcony. He wore only a pare of shorts so the cold are of Lunas night bit at his exposed coat. He waved to Luna who was standing on her tower as well. The lunar princess responded in kind before taking off into the night to do what ever it was she did leaving Lamar to himself, to his...thoughts.

Lamar leaned against the railing thinking about what Ghost had reported. He heard a sound behind him, a heavy series of thuds. spinning around instantly shifting his right arm into his Hammer Claw and left into his default blade ready to strike. Only to see the grey armored figure of one of his "Grey knights" the knight had his helmet clasped to his belt hook as he held his thermal halberd in one hand unmoving. He also noticed the slight glowing of magic amplification runes etched on his certain parts of his bulky armor. meaning only one thing this Knight one of the few Unicorn Orions left and one of the few who were adept enough with magic to atane this title the title of Librarian.

"my lord, are you well? You seem restless." the Orion whispered trying not to wake his lords soon to be first wife. Lamar instantly recognized the knight and shifted his arms back to normal.

Lamar turned around and stared back out at the capital city of equestria. The Knight at his side was his second Personal guard next to Valencio. He was Brother paladin Lachlan or Brother Librarian Lachlan, Lamar liked and greatly appreciated this particular knights company. Lachlan was in a broad way different from the other Grey knights, the Junior Paladin was young at only around 18 or 20 and was a very kind soul he deplored violence and hated killing. In fact had the prince more knights to spare he would have assigned the kind unicorn to be a scribe do to his want to learn. Lamar had asked the young Librarian why he had even become an Orion in the first place and was told that it was out of desperation to protect his mare friend Florenza when CELL had invaded there small town. And He was in fact the first of the few CELL Orions who Pledged there undying allegiance to the prince after showing them that CELL could in fact be stopped. The fact that he was formerly human greatly added to his survival of the Orion phase one process.

"I am not well Librarian." Lamar said finally taking a deep breath

"Is there anything i can do to cull your uneasiness my lord?" Lachlan asked with a kind smile.

"No there isnt. But tell me Lachlan how is Florenza?"

"She is well my lord. And pregnant with Child." Lachlan said

"But i thought Orions were sterile?"

"We are my lord. we used artificial insemination, and as with all artificial pregnancy it will be a filly. But our daughter will not know the suffering Florenza and my self knew to CELLs Vile hands I hope." the Librarian said

"So do i my friend." Lamar said as he looked back to Nymph who was still asleap. before looking back to the city.

"so do i."

It begins

(be,be,be,be,be,be,be,be...)

"AAAAAAAAAAaaahh, 'gasp, gasp' AAAAAAAAAAAAAAaaaaahg!" an earth pony screamed as two syringes emptied them selves one red one blue into both of its arms. It the watched the monitor in horror as the two vile concoctions met in his heart mixing and intensifying the pane. The Blood than began spewing from his mouth as he erupted into a violent coughing fit, bits of lung coming with it as his organs tore themselves apart, then nothing.

(beeeeeeeeeeeeeee....)

"Mark time of death. 1230 hours. Test subject 19 did not survive." a unicorn stallion said to a Mare in a white lab coat before pressing a red button and incinerating the test subject in the adjacent room.

"That is the 20th one today. Ceph DNA is highly volatile. but we are close ...sir." the mare said still reluctant to acknowledge this unicorn as her superior. But she was smart enough to do it anyway after all the last mare to try and put Commander Dark Sword in his rightful place got a bullet in the head and her closest friend was forced to watch before being a test subject.

"Sir batch 24-35-b is ready." she added checking her data pad.

"bring in the next test subject." Dark sword said his voice cold. The door to the room adjacent to them opened and a green unicorn entered the room dressed in the white and orange uniform of Dark swords splinter group S-CELL or Sickle CELL.

"Ok Just lie on the table." the mare said.

"Alright." he said as he lied down and let the restraints hold him in place, and activating the heart monitor as automated arms holding glowing orange and yellow liquid descended from the ceiling and placed the syringes into his veins. This time however there was less screaming and when the needles retracted he sat up.

"How are you feeling?" the nurse asked as she watched Dark Sword start clutching his head.

His vision was a blur of blue static as he heard a voice calling to him. He had found it but he had to be for sure so he pressed a blue button on the panel prompting a hatch to open in the room with the green unicorn. The two of them Dark sword and the scientist watched one of the test subjects enter the room. These test subjects were testing something different and once the serum was completed and injected they became highly highly aggressive and there manes changed to orange, red, or a purplish black in some cases, and and all of there cutie marks changed to match. it was a strange symbol Dark sword didn't recognize, and the entirety of there eyes began glowing orange or red. The other thing he found interesting about the test subjects of Project 19 was that they were able to use the strange weapons stored at CELL base 16. However it only seemed to stand there watching the green unicorn as if waiting for something. taking this as his cue of a successful test he weakly pressed the incineration key.

"Begin the process. lower the dose by 1.5, no anesthetic" Dark sword before ling down on the Nanosuit cradle in the viewing room.

"Yes sir." the scientist said as she beginning the series of injections. After the operation the Nanosuit wearing stallion stood to his hooves, the glowing red optics over his eyes in his suits visor changing to a yellowish orange.

He let out a raur and rushed the doctor who tried to run only to be pinned to the wall with her hands clasped together over her head. The mare instinctively pressed her thighs together as the stallions masked face neared hers. She then heard a metallic 'shwing' as Dark Sword raised his arm his close combat spike extended from his wrist. Her breathing and heart rate became more speratic as he spoke.

"Now then..." he said his already deep baritone voice sounding synthetically filtered as his visor flickered out turning black before glowing a bright orange.

"Begin injecting all Sickle CELL personnel with Project 19 right away." the former star pupil and Royal guard captine of Princess Celestia said as he stood and left the twitching barley conscious broken mare on the floor.

He walked to the a large room where the subjects for project 19 were held and upon entering the many modified mares and stallions turned to look at him before kneeling with there heads bowed low they stretched as far as he could see to the other end of the massive room. he took a deep breath before saying a phrase he didn't even know, it felt foreign like the DNA he had acquired had it locked in its matrix.

"They think i'm the Alpha Ceph? I AM THE APLHA CEPH!"

"Equestria will be MINE!"

Calcified abandoned Cell base six months ago.

===========================================================

"We are gathered here today to witness the joining of two lovers. The alicorn Prince Raptor Equenus and the Changeling Princess Nymph daughter of Chrysalis..." Celestia continued with a smile on her face. She stood at the top of the thrown room dressed in a ceremonial gown with Raptor and Nymph standing beside each other. the room was filled with on lookers from the extended family of nymph, nobles, delegates, the family's and herds of blackwatch troopers and the elements of harmony and there family's all watched. The massive open balcony behind Celestia and Chrysalis who stood beside her opend to a vista of the castle and the city beyond.

Blackwatch troopers lined one side of the isle in there dress uniforms while Changeling centurions lined the other. in the shadows of night Raptoral knights hid unseen. In the shadows Closer to the prince Head Paladin Brother Valencio stood in the shadow to his lords right while across form him Junior Librarian Brother Lachlan stood.

There on either side of the door and hanging behind celestia were the banners of the betrothed lands. The black and green banner of the Changeling federation featuring a pare of green insectoid wings a crown crown hung next to the white banner featuring half of a moon and half of a sun connected with two alicorns circling either side. Below them under there respective banners were Prince Raptor dressed in his dress uniform and Nymph dressed in an elegant White wedding dress.

"You may kiss and seal the contract." Celestia said with a smile and the two engaged in a deep passionate kiss.

when the two parted the room erupted into cheers loud enough that no pony noticed the door burst open. They all watched a group of five heavenly armored griphons sail into the room.

'bap, bap,bap,bap,bpa, zaap,zap,zap. wiiiiz gush.'

The first two would be assassins fell to a barrage of pistol fire and magical burst from blackwatch and Changeling guards, and the third fell dead its upper chest bulging outward from ribs that were broken from the inside thanks to a DME round fired from Starnes on another balcony.

The last two however must have done there research before the attempt and wore the appropriate armor. However no amount of armor could protect them from what everyone in the Room saw move to protect the Newlyweds. From the shadows on either side of the prince and princess they first saw two pares of glowing blue eyes flash to life from what they had first assumed to be shadowed statues.

"Burn Scum!" one yelled its voice boomed in the room amplified by its helmet.

The first of the two massive armored stallions moved to raptors left raising its left hand and pointed a blocky weapon with a smaller block and a cilinder on the side at the griphon before a little flame appeared in front of one of the black holes. Then a torrent of liquid flame erupted from its barrel covering the griphon making her scream in pain and writhe on the ground its flesh melting.

The second stallion a unicorn standing before Nymph merely waited patently until the griphon was right on him. Then simply reached out and grabbed the griphon by the throat, then simply flexed his thumb upwards while curling its fingers back snapping its neck killing its instantly. they then watched the one to Lamars right walk up to the writhing burning griphon and bring its massive armored hoof down on the griphons chest, crushing it and showering him with a spray of blood and broken bone. the room fell silent at the revile of two stallions whom stood taller then celestia. They watched the one whom had stomped the flaming griphon turn to the prince.

"What is your will my lord?" he said dipping his head and plageing a fist in the center of his chest plate in salute.

"galt, Stergo, Spread out and search the building." Prince Raptor said gesturing to the back corners of the room resulting in two more of these knights in grey to emerge and dip there helmeted heads in the affirmative. the two knights then did there strange salute before turning to leave and slammed the handles of there weapons into the ground and taking there pikes in both hands as the blades began to glow a dull reddish orange.

Raptor then erupted in a torrent of writhing tendrils startling and scarring some of the delegates, other royals and wedding goers who had never seen this before, however the princesses and changeling queens were unfazed. when the tendrils subsided the prince reappeared dressed in a uniform matching the blackwatch troopers in the room only with out the mask, goggles or hood. The prince pressed an icon on his wrist computer after which they watched a heard a thud on the balcony behind princess celestia and watched what blackwatch and a few others recognized as a nano-suit soldier. The trooper reached behind him and retrieved a large assault riffle and tossed it to Raptor who caught it in both hands, and pulled something back making a clicking noise.

"Alri..." Lamar said hefting his Morita Rifle onto his shoulder pointing the comically large assault rifle purpose built for Nano-suit soldiers.

"AAAAAAAAAAAAAAA!!!!!" A scream pierced the night are emanating from the tower adjacent from them.

when they all turned to look all they saw was the silhouette of a pegasus crouched over a sniper who had been positioned there. they watched it repeatedly stab at the poor mare with a spike emanating from its left wrist, its other seemed to bulge disproportionately in an organic looking cylinder with two jutting ends that glowed blue. What ever it was then ceased and stood looked at them its two burning orange eyes as it reared back and let out a terrifying screech. A screech that echoed in the night and shook them to there very bones. The few former humans old enough to remember dropped there rifles in shock and fear an action that disheartened some and in the cases of others such as the dragons made them think that perhaps blackwatch was not all that is said to be. The thing, the demon from tartarus continued to stare a for a fraction of a second before it noticed the mare below it attempt to move. they watched it move its disfigured arm up and seemed to fire what appeared to be a bolt of magic at the mare making her head explode before it looked back to them and leap from the tower and dissipated into the night.

It was only then did an alarm that no occupant in the room or in fact the entire city recognized, as a synthesized masculine voice echoed threw out the entirety of the capital city. BASS the Blackwatch Automated Security System a system that only Blackwatch knew about and were sworn to secrecy sounded an alarm that would resonate through out history here in Equestria and the entire wourld the same way it had on earth all those years ago.

"PROXIMITY WARNING, XENOCEPH PRESENCE DETECTED. All citizens are ordered to report to the castle or Docks for evacuation in an orderly fashion. All blackwatch personnel The alpha contingency is in effect." BASS boomed throughout the city.

The occupants of the room the family and royals, males and females alike looked to the prince expectantly the Princesses and his new wife chief among them. But what they saw in the princess eyes worried them more then the tartarus spawn on the roof. For the first time they glanced a new emotion in the normally confident, even dare they say arrogant face of the prince, Fear. Pure and primal, instinctual, the kind that only came from one who had seen true horror first hand. His breathing was ragged, his pupils dilated, wings clamped tightly to his black like a vice around his body. They looked around trying to find something that would reasure them but what they saw were a few blackwatch troopers about ten out of the 25 in the room standing with there weapons limp at there sides, one clasping a piece of metal consisting of two peaces crossing one long one short muttering something to himself.

"Raptor?" celestia asked slightly reaching out to her secret love. Nymph already had his arm wrapped in hers holding it closely trying to get a reply. She had never seen this, this was not the raptor she knew. He gave no retort, delivered no snappy one liner, No references to movies she had never even heard of, nothing at all. He simply stood there starring at where the thing that had killed the sniper had once been. this whole time her gem continued to glow brighter and brighter, cracks becoming wider and wider, and more numerous until it was a beacon of light. the solar princess stood in front of Raptor and shook him trying to rouse a response Valencio and Lachlan made no move to stop her they simply stood still un-moving like statues awaiting orders. Then with a turn of his head his pink eyes stared into her own and she felt her heart race but she felt the dread in his and saw the face of true fear and her gem split straight down the middle one side glowing a bright orange the other continuing to glow a deep blue.

"The Ceph..." he spoke in a dry, weak uncharacteristic voice

"May god help us all."

That did it the gem began to shatter showering the room with light and raw magical energy. snapping the prince out of his stupor from the light show in front of his face.

"That light is fucking annoying."

"Oho Raptor i am so so sorry." began Celestia only to be cut off by a distant explosion.

BOOM!

A realization came to them all in the room, about the Princess and Prince standing there before them. The contrast to the young male and the anent Female. One generation was meant to shield there body's and the other...there souls.

Battle for time

When we hunt we kill

Nothing is safe nothing is sacred

We are blackwatch

We will burn our own to hold the red line

It is the last line to ever hold.

-Blackwatch creed.

BOOM!

The reality of the situation outside then slammed home again to the occupants of the room who now once again looked to Raptor who now lifted his riffle up resting the stock of the Morita against his shoulder as the rest was in the air.

"Everyone shut up and listen you are going to fall in behind us. Axe, Mickelson, Patton go scout a way to the main hall." the prince began only ordering the Blackwatch troopers. The prince now had a different air about him. It was foreign to Blackwatch troopers but all to familiar to the royals in the room it was the air a ruler protecting his subjects, they all felt it and now the young alicorn felt it two. He and his troopers were the only ones who could defend the city, and Lamar knew it. But if they couldn't defend it they sure as hell would by the civies and Royals enough time to evac.

"YES SIR!" three Blackwatch troopers saluted before sprinting out the doors Side arms in hand.

"Everyone else, Armory double time. then report to action stations." Lamar ordered before reaching down and retrieving his mask and goggles and set them in there rightful place despite the fact he didn't have to. The blackwatch troopers stormed out of the room as General Templar finished relaying orders to the changeling guards, and other guard captains finished there orders. Leaving Lamar, Starnes, Valencio and Lachlan as the only truly armed ones in the room.

"You heard me the first time, we're not being paid by the hour. Lets move people!" the prince yelled now holding the Morita in both hands before walking to the door as the wedding goers stood from there seats.

"Stay close. Starnes, Lachlan take the rear. Valencio you and I have point." Lamar said getting a mix of a "yes sir" from starnes and a "your will be done" from Valencio and Lachlan.

"Lets move!" he yelled as he burst threw the door followed by the 50 or so others.

The castle was a buzz with activity as blackwatch troopers ran or flew about. The wedding goers watched Blackwatch troopers hastily readying there weapons. The distinctive 'click click' of there unique weaponry rang threw out the castle. The dragon king and his queen, Changeling queens, and other delegates wondering desperately what was happening, and what had happened to the peaceful equestria they had once knew. They heard a series thudding noise as they watched passed a window and saw what looked like streaks orange light steak into the sky. And saw the distinctive silhouette of airships taking off from the docks. The group of 54 reached an exposed battlement leading to the main hall and both heard and saw the distinctive screech of the 330nd's F/a- 87 talon 2 fighters screaming over head, followed by the slower Vtol gunships and Rayzorbacks.... then the wonderbolts the local native equestrian (Air force).

'Looks like Greys on it.' Starnes thought as he smirked behind his Nanosuit's mask. Upon entering the main hall they saw that it was full of civilians, nobles and non nobles alike. There were standard blackwatch troopers, Royal knights and guards, Changeling legionaries and centurions running or buzzing around.

"Stay here. I have troops to lead." Lamar orderd the 50 consisting on the royals, his wife and wedding goers.

"Look its the prince! Whats going on..." were only a few of the calls they could be distinguished among the chaotic din of the vast room.

Lamar nodded to starnes who ran over to a bust of celesta and proceeded to bring his fist down crushing it and pressing a button concealed with in. It was at this point that the ponys of Canterlot continued to see first had what there security tax which had taken effect ever since Raptor was integrated had been paying for. All of a sudden yellow lights descended from the ceiling and began rotating casting cones of golden light into the room. The many pillars in the room rotated in place turning a full 180 revealing jacket and Exo ports which the troopers ran to and immediately began suiting up. Entire low mounted murals split down the middle before retreating into the walls revealing a series of weapon racks which the unarmed troopers took gratefully. Lamar received a ping and threw a holo-disk on the ground which unfolded and showed a life sized red image of a blackwatch trooper firing her weapon over a stone pillar somewhere in the city.

"Report trooper." Starnes ordered.

"Sir these things have over run our primary barricades. Gagh!" the trooper stated before being shot and flying off screen. Another trooper took the mares place obviously a former human judging by his manner of speech.

"Sir, Ceph hybrids it looks like, I think posable genetic manipulation. Private look out!.. Fuck." the trooper said before firing off a few rounds before ducking back down.

"Another thing sir. its not just these things out here looks like there were some changelings that weren't to happy about the alliance. And one more Ga! Sorry sir. FALLBACK! FALLBACK!" the stallion yelled after being shot in the shoulder. The image continued to broadcast as they watched swarms of Changelings and strangely armored ponys with three thick tentacles sprouting from the backs of there armor then last they saw the one thing they never wanted to see again. A Male unicorn Stallion dressed in the same armor as Starnes came into view before pointing to something off screen as he walked before stopping stomping on the Holo-disk.

"Dark Sword." Celestia said.

"Alright Boys and girls lets go make some noise!" Lamar yelled as he reteaved his Bow from Lewis who arrived with Cass now fully equipped.

"HOOAH" the blackwatch troopers bellowed over the chaos of the room.

"Lachlan, Valencio stay with the royals. keep them safe." Lamar ordered

"Yes my lord" the two said in harmony pressing there fists into there chests in salute.

They then watched there defenders leave the room threw the door. The door threw which they could see the capitol of equestria burning now defended by a faithful few against insurmountable odds. The door closed leaving only a few Blackwatch troopers to direct the evacuation and now proceeding to direct the refugees toward the, royal airships, escape vtols and escape pods.

================================================================================

Outside in the courtyard it was an eary calm sttraikeing contrast to the hell going on all around them. They could see the 330nd had eather retreated, been shot down, or moved to escort. luckily there were still gunships flying there heaver armor being designed for this kind of warfare.

"GREY KNIGHTS TO ME!" Lamar yelled into his radio. And both in and around the pieces thought to be new statues came to life rallying on the prince.

"This is bad." Starnes said he had fought the CEPH on earth during the war.

"No shit." Lewis retorted.

"At least they can only come at us from one side. since there is a cliff behind the castle." Cass said checking her MP-45.

"Its gonna be a slaughter house." Starnes said confidently.

"ya but for which side?" Lewis said before activating his radio as he watched the last of the ships leave the docks.

"threat, threat, threat. This is Shaka actual to all blackwatch personnel, Fall back to the castle repeat Fall back to the primary sector. Operation Red Line is in effect." Lamar ordered coldly. the order echoing in the castle through the speakers and escape ships.

Blackwatch troopers began a not so steadaly stream threw the door of the magicly rienforced outer wall. The majority of the troopers were uninjured or lightly wounded after all the CEPH dont take prisoners. And quickly got into fighting holes and behind baracadeds some made of sandbags, others steal, and others were simply large rocks, or overturned statues. Starnes reached into a pouch and retreved a detonator and upon receving a nod from Lamar preceded to hit the switch.

'bo,bo,bo,bo-booom!'

Entire sections of the city were destroyed in large explosions created by the TAC Grenades buried under parts of the city. The Nuclear grenades were meant, on earth to be used against Goliaths and other large infected creatures, or large Ceph vehicles. But now they served as weapons of last resort, Revenge weapons in case the capitol city were to fall like it was now. Operation Red Line was a reference to the creed that all blackwatch troopers lived by killing most of the blackwatch squads that hadn't made it to the safe zone as one final act of defiance to the enemy. The device however deactivated after use as a one and done weapon, it meant that the troopers here in the Primary sector were safe from vaporization. Now the troopers in the Primary zone stood waiting until the castle was finally evacuated so they too could evacuate.

"Status on evac?" Lewis asked over the radio.

"30 percent sir. just buy us some time." a voice over the raido said.

"just keep everyone calm and keep them moving." Cass said. she knew that if they couldn't hold the Ceph here at the courtyard there plan would then be to fall back into the fortress that is the castle, bar the gates and bug out. There it was the sounds of the enemy at the gate.

"LOCK AND LOAD!" Raptor yelled as the courtyard began resonating with the sounds of safeties being cliched off and other weapons being readied

Troopers aimed there weapons, jacket operators crouched low pointing both arms at the gate one arm of the jacket held an assault riffle the other a grenade launcher, the two back weapons unfolded and aimed them selves as well. The AST operators aimed there hurricane HMGs at the gate, there shoulder mounted rocket launchers primed and ready. Two of the remaining gun ships lowered them selves between two towers the others ether shot down or escorting evacuating air ships. The four tank crews moved there machines turrets into position loading Flacchets and canister shells into there main guns, and spun the roof mounted remote Magpalm throwers into place. Snipers prepared to pick out targets, Designated javelin teams prepared to devastate enemy heavy infantry. And riffle teams in the windows of the castle facing the court yard prepared to unleash automatic death upon any airborne threat or ground based targets.

"Come on you apes, You wanna live forever!?" Lamar yelled as he jumped into cover down from the top of the stares. The Grey Knights took up positions near to there prince pointing there various weapons at the gate from behind cover. Some had stranded OSMGs, others had bulky double barreled versions the prince called Strom bolters a fitting name, One had what looked like an vulcan bolted to there wrist and was pointing in the general direction of the gate. Two Knights held large bulky Bolter HMG with large magazines attached to there backs took up positions at the door to the castle. The gate burst open and first wave of griphons and changeling who entered first were meet with a sea of glowing blue eyes with a few specks of glowing red amung them.

"Cc-c-c-c-coo--come on now. ll-ll-l-l-l-lelel-let-lets be resonable." A griphon said throwing its weapon down immodestly and holding its talons out as other griphons and changelings streamed in behind the first group stopping dead in there tracks.

"fire at will!"

Youtube Video

Was last thing those pore fucks heard before four torrents of burning "Napalm" covered there body's before thousands of bullets tore them to shreds. The next wave of cannon fodder, like the first was almost immediately turned to flaming paste, then the third, the fourth, the fifth, on and on until the pile of corpses stacked high enough to make a large hill. A grizzly pile of dismembered corpses and honorably maimed enemy combatants still writhing in agony as the combined weight of the pile slowly crushed them. The monument to Blackwatches severe lack of grace and respect for the dead raising high enough to from another wall to replace the gate the first wave had brought down.

The stench of the dead, dying, and damned surely had to be awful but none of them knew because they all wore gasmasks, the blood now stretched out from the gruesome display in long thick rivers filling the fighting holes of the first two tanks up to the bottom of there chaises. There were however a few casualties in the line lucky changelings who managed to get off a beam or burst or two before being mulched.

"Status report!" Lamar yelled over the radio.

"75 percent complete. sir." a new voice said a mare this time the voice sounded close but distant, this was not a blackwatch trooper a knight perhaps. It was obvious she held the mike eather backwards or upside down.

"Excellent." Lamar said before a terrifying scream filled the air.

"There." Lewis said pointing to the top of one of the only tall buildings left standing after Red Line. there on top of the sloped roof a hand gripped tightly around a flag pole was the unicorn Dark Sword. The burning eyes of the his nanosuits visor cut threw the night air before he watched Celestias former star pupil raise his hand in there direction followed by another screech. after which all firing stopped and the field grew silent.

"This is where the fun begins." Starnes said taking a shot at the unicorn only for the round to strike nothing it simply passed right threw. A hologram.

Blue blobs of searing hot plasma streaked threw the air destroying one of the tanks a sole member of its crew climbed out screaming covered in mag palm flesh melting armor cauterized to his flesh.

"AAAAAAAAAAHHH, AAGH,AAAAAAAAH, HUUUUUGGGHSASSHATA!" They all watched the young stallion He was just out of boot camp his mother had allowed him to join while he was still in high school. He pulled his side arm and shoot himself in the head.

The pile of bodies then exploaded outward as a large mutated pony emerged from the cloud of plasma smoke and blood. It posesed two thick tenticals sprouting from its back where wings had no doubt once been. And wealded a large cilindrical object placed over and around its right wrist with two triangular pieced on its side forming a kind of shield with the weapon. The other arm while not as big was coverd in an armored skeletal looking claw.

The native equestrians and indeed the few members of the royal guard that remained behind knew what it was as the armored glowing eyed pony moved forward lifting its arm and firing another three round burst of plasma at the tank to its right, before the walking tank itself was destroyed by one of the remaining two tanks. two Strange craft soured over head resembling large silver and red wasps and began engaging the two Vtol gunships that had been the ground troops only advanced warning system. More plasma mortars arched over head destroying some of the emplacements, vaporizing ponys and changelings alike or simply blowing them to peaces.

It was then that the enemy began streaming in, a partial wave of multi colored, Pinch rifle welding ponys. The Blackwatch troopers looked to there leaders for guidance but unfortunately many of the squad leaders were ether dead or were Naturals themselves and thus stared in shock at the sight of these mutants. Then the voice of reason rang out over all radio frequencies the voice of the prince issuing the order, rallying the troops in the process.

"KILL THEM KILL THEM ALL!"

==============================================================================

Youtube Video

The escape ships holding the fleeing equestrians and delegates of other countries exited the castle docks and when the ships drifted out around the vast structure. And the occupants of the (royal love) heard the decree of the Prince over the recently added radio thanks to the crews lack of understanding of Blackwatches equipment.

They had heard opening shots before they reached the outer decks or Windows. A chorus of distant pops and streaks like fire crackers, the heavy almost drum beat sounds of automatic grenade launchers firing, and the shearing sound of Huricane and typhoons ripping threw the air, the raspberry-esk sound of the Vulcan mini-guns, sound of the explosions, distinctive yet foreign sound of Bolter and other Orion ballistic weaponry, and the strange sound metallic pewing weapons they had never even glimpse.

When they reached the windows and outer railing of the top decks and observation balcony's. They could see first the city in flames its once proud demeanor Spires and statues, buildings almost as old and as new as the capitol it self were ether on fire or lie destroyed. Bodies litter the streets of this once proud town, the bodies of griphions, changelings, and ponys alike. some guards many civilian, and spotted around were over run blackwatch barricades there once proud defenders lie sprawled on the ground. Many in positions signifying that they had fought to there last breaths propping themselves against walls, there barricades, or with there back to one another ether in circles or by twos. Many wandered how many of these ponys had family's and how many were of them were conscripts from prisons, or former mercenaries, in the end it didn't matter they had all died as equals.

When the airship drifted to port around a large spire the court yard came into view. First the outer wall and pile of bodies sprawled every ware a majority of which were griphons and changelings obviously used as cannon fodder by this new enemy the one beautiful grounds stained and slick with blood, illuminated by fire and spot lights. Next they saw the enemy among the body's of the dead using them ether as cover or shields. Others simply used the holes made the now three destroyed tanks for cover. Others still surged towards the still unseen firing line of blackwatch there must have been hundreds of them all together firing blue streaks of light towards the castle while streaks of smoke from rockets and occasional orange streaks of light from tracer rounds came fourth to meat them as more stormed threw the grizzle gate. And they saw beams of blue energy fused with lightning streak from cir ten buildings in the city arching over the gate and explode, as snipers on other buildings picked valiant defenders.

Then they saw them, as the crafts rounded first they saw the many muzzle flashes of the troopers guns. The the troopers them selves firing into the horde. There were so many Troopers fighting to give them time to escape by destracting the enemy. There were so many examples of heroism amung them but a few troopers stood out to the on lookers. First was a pare of troopers a stallion and a mare standing back to back firing there rifles twisting around one another to cover there blind spots as the enemy swarmed around them almost like a dance. They watched as one of the mutated ponies charged at them with some form of melee weapon on its arm but they could not see for sure do to there distance. but they watched the stallion vault over the shoulder of the mare kicking the mutant in the head staggering the beast while the mare slashed its neck with her arm bayonet showering her mask with orange blood, before a member of celestias Knights teleported between the two and teleported them back further into the lines of blackwatch before a bolt of plasma blew the knights head apart.

Next was the lone Tank, the mighty war machine surged forward and out of its fighting hole turret firing pointblank into the crowd of enemy combatants tearing them to shreds. The flame thrower on the top spinning spouting gauts of searing hot magpalm in all directions. As the 60 ton vehicle crushed mutants under its treads before a ball of blue white arched threw the air towards it. They heard the warning over the ships radio and watched the hatch on the top open in time for only one mare to leap out as the ball struck blowing the tank to peaces as another tried to escape. As the mare struck the bloody field she flared her wings and attempted to take flight only to be pulled back down by four mutants. As they began stabbing and shooting her she pulled the pin of a grenade and the five of them were blown to peaces.

In a ditch a group of five Blackwatch Jacket users in a crater were effectively quad welding weapons firing both of there arm mounted weapons as there back weapons flared to life. They watched as one of the Jacket Troopers dashed sideways to punch a mutated unicorn crushing its head with the front of his weapon mount as the Jacket didnt have hands only flat metal plates covering the front of the hand controls. they saw a mutant ram its weapon into the gut of one of the five before blowing a hole in his back. Another Jacket user sprinted over to the group firing his wrist rifle at the group of mutants that had fallen upon them killing them and allowing the five Jacket troopers to retreat before being shot and falling still.

They watched a group of silver armored troops utterly devastating the hordes. there armor glowing and switching between blue, red, and yellow. Two of these troopers wielded the turrets of overrun emplacements firing the large caliber weapons into the crowds around them. they watched as they all glowed yellow before sprinting with blistering speed and leaping over a group of regular troopers firing there weapons at the mutants below them saving the squad before joining the rear line.

They watched a single regular earthpony trooper with red stripes in his armor standing before an entire line of defenders as his allies died around him. firing into the horde with his rifle. They watched a mutant nearing him retrieve a burst point blank and fall dead. Another came then hoping to kill this defender only to retrieve an arching strike from the butt of his riffle falling to the ground face first beside the trooper who turned and pressing the muzzle into the things back and firing. The trooper then preceded to throw his spent rifle into the face of a third mutant staggering the attacker, pulling and firing his side arm. The beasts glowing right eye exploded from the round fired by the trooper. He continued firing before leaning down and snatching up a rifle from a fallen comrade and began duel welding the weapons reloading by slamming his empty weapons into slots in his EXO's armor. They could here his voice over the radio as he gestured with his pistol while still firing with the rifle tucked under his arm.

"The courtyard is lost! Fall back!, Fall Back into the castle!" they heard as he and the other stranded troopers began to slowly backpedal some falling blown off there hooves by the incoming fire. They watched the remaining troopers begin backing up as the troopers who had been silent until now began opening fire. As the ones in the court yard began splitting off into contained groups and started to fallback by squads into the now open door. And none to soon as they watched a particular mutant standing out this one was large, bulky even. It raised its right arm and they watched the its large clawed armored hand shift and change until it was replaced by a large three pronged device. Then almost as soon as they were about to utter something they watched in horror as the three prongs began spinning before unleashing a torrent of blue energy bolts into the retreating blackwatch.

"DEVESTATOR!" they heard before it fired its weapon tearing the offending blackwatch trooper to peaces.

The last group to retreat were the Knights and there prince. The prince whose armor was glowing blue was firing his large riffle in one hand making large caliber holes appear in the mutants he shot point blank. While the other arm was replaced by an rock like structure with claws on the inner part where his hand would be the ones who knew him knew it as a Hammerclaw as he had called it. The young alicorn currently had a mutant impaled through the back and was using it to block incoming blue energy.

"GREY KNIGHTS! WE stike with the fury of the richus!" the distinctive voice of one of Raptors knights yelled over an open channel.

"DIE CEPH MUTANT!" they heard another yell as they watched the one they assumed had yelled the phrase as he plunged his halberd into the jaw of a mutant before lifting his arm and firing a burst from his wrist weapon into the advancing crowd as he, his prince, and brothers fell back.

Unlike the blackwatch troopers they had been watching before these titans were easy to spot and irreversibly more detailed as they watched the death they brought. They were disciplined and organized unnerving in there retreat which didn't seem as much of a retreat but more of a focused backward moving slaughter, as they formed a V shape funneling the mutants towards two knights armed with large turret like weapons.

"DIE!" another yelled as he charged the aptly named devastator who shifted the spinning weapon into a large claw. The two titans of death began a deadly dance of swipes, and stabbes. The Devastator in a demonstration of possessing higher intelligence than expected grabbed the knight by the collar and delivered a powerful headbutt staggering the knight back. In response the knight shifted his grip on his halberd to straight under the hilt of the sword like blade and stabbed forward in an attempt to impale his opponent. The devastator with brutal efficiency sidestepped the attack, garbing the Knights sword arm bringing its cannon to bare in the process. And in a gout of gore the knight upper body was blown to peaces as the Devastator fired point blank into the aptly named Grey Knights chest. The Devastator stepped on the knights helmet crushing it under hoof as it began firing back at the other Knights and remaining troopers.

"AAAGH!" they heard as one of the knights had its arm disintegrated by a blue explosion. The other knights and prince were around the wounded Knight in an instant firing on the enemy, as another knight with a strange device on his forearm began administering first aid before dragging the knight followed by the others into the magically strengthened door of the castle. Leaving those unfortunate enough to be left outside the massive doors to there fate as it closed.

retreat

"Progress?" Starnes asked holding the stump where his right forearm had once been before it was coverd in tendrils and replaced.

"the last of the delegates are boarding now, Lt colonel. only one ship after this one." The voice of Nymph came threw.

"What THE FUCK ARE YOU STILL DOING HERE?" Lamar yelled over the radio over the screams of a wounded dying trooper he was attempting to help.

"WHERE IS CAS!? WE HAVE WOUNDED" he added looking around his uniform covered in blood as he held a spurting wound. Cutting the radio he refocused his attention on the task at hand.

"She is wounded my lord, a sniper struck her down with a CEPH bolt sniper." The knight working on the fallen knight said as he squirted a salve on the stump where the knights arm had once been.

"Fuck. Yang take care of this." the prince ordered. A Blackwatch trooper with a red cross on her armor sprinted over carrying a medical kit and began working on the trooper.

"I NEED 20 CC's of Demerol!" she said as she cut open his BDU with her arm bayonet.

"Somepony come here hold him down!" Yang ordered and a knight came over and held the wounded trooper.

"give me some morphine!" the wounded trooper pleaded as Yang plunged her hands into the wound feeling for shrapnel.

"I cant do that. your heart rate is to low as it is, if i do that it'll kill you." she said.

"My rifle was jammed that hole time!" another trooper said

"Take the safty off fool." his sergeant retorted

"We're gonna die here." another trooper said huddled in against the wall.

"Calm your self trooper, you shall not fall this day." a knight said kneeling down and resting his massive hand on the scared troopers shoulder.

"How can you be so calm? didn't you see what happened?" the scared trooper retorted

"Lo, thow the time is dark my faith shines."

"So you aren't scared? not at all, not even a little?" another trooper asked.

"We of the Grey knights shoulder the princes fears." the Knight said leaning his head in the others direction. He noticed that they had gathered a small crowd.

"So we must know no fear. For if we do the prince will fall, and equestria soon after." another said walking up. This trooper was without a helmet and was a pegasus who's wings had been disfigured when he was abducted by CELL and made into an Orion. His right eye was scared over its milky orange eyeris holding a scar as well and to add to the scaring his right ear was missing, the knight carried one of the Heavy Bolter HMG's.

"Ah brother Sharpend spear. How goes it?" the other knight asked.

"It goes well Brother Cold peak." Sharpend Spear greeted the new knight.

"ALRIGHT People! Begin falling back by squads, and report to your designated evacuation stations." Lamar yelled. "YES SIR"

'BOOM!' All heads turned to the door as they heard the sounds of attempted forced entry.

"MOVE. You two!" Lamar yelled pointing to Sharpend Spear and Cold Peak.

"Yes my lord?" they replied with a nod of the head.

"We have company coming. Anything that comes through that door, you turn it back or you turn it to ash." Starnes ordered getting nods from the two HMG wielding Orions who simply turned around before dropping into Kneeling positions behind what passed for cover for them.

"We will hold against this scum."

"Alpha, Bravo take the west wing." Lewis ordered. "Yes sir!" two blackwatch enforcers yelled before dashing deeper into the castle.

"Zulu lets get to the airship hanger we need to make sure the royals make it away and find out what the fuck is going on up there. Yang you take Cass with you, get her out of here. You come with me, Captin Duglas take the other knights and evacuate." Lamar ordered. The Hammer wielding Grey knight saluted before turning to the other knights.

"Onward Brothers. To the evacuation point." Greyknight captain Duglas said as he and the other knight left. The knights ordered to stay behind was the one who healed a Vulcan on his wrist Lamar knew that gun would come in handy later.

"Alright people move!"

The group of four ponies made it about half way to there intended destination before the castle shook with the sound of its main door being blasted open. "PURGE THE BEASTS!" they heard before the sound of heavy bolter fire could be heard.

They moved through the double doors of the hanger and could see the (Lunas night). Twilight and her friends, the royal sisters, Nymph, Cadence, Queens Chrysalis and Ambrosia and the two knights on the loading ramp.

"Close that door. Come on guys help me with this." they heard turning to see the four stallions dragging a piller what had fallen in front of the door.

"My lord!" the natives heard Valencio call out waving his robotic arm.

"Raptor!" Nymph screamed as Lamar, Starnes, Lewis and the knight sprinted up to them. The normally strong willed princess relieved to see her husband ran into his arms.

"Raptor I was so worried." she yelled digging her head into his vest.

"hey hey its alright im fine, nothing to serious, But now we need to get out of here. Why haven't you left yet? you should have been the first ones to leave." he asked. holding his Morita in one hand to his side while holding Nymph with his other.

"The civilians had to leave first. Prince Raptor." the voice of Templar said from the deck of the ship as other changelings and affew civilians came over.

"Alright lets ge... CEPH GUNSHIP Get out of there!" Lamar yelled throwing Nymph to the ground behind him as he raised his weapon. they all watched the silvery ship fly in front of the "Hanger".

'Boom,BOOM!' the CEPH gunship went up in a plume of brilliant black and orange smoke. they then watched two Blackwatch gunships hovering where the gunship had once been.

"move! get on board!" the voice of General Templar called out.

"he's Right. lets ugh-move!" Lamar yelled before grabbing his wife by her dress and threw her onto the ship. Before training his gun on the barricaded door which was now emitting a banging noise. The three knights and Lewis had already boarded the ship leaving him starnes and the other knight alone on the ramp.

'BOOM!'

"GO GO! Take off!" Lamar yelled as he backed up and began firing his weapon. as the Airship began pulling out. Lamar knew he could fly over to the ship but that would mean leaving starnes and he wasn't about to do that. he had to think of something... 'click,thuik,chik,' there.

"Starnes follow me. Frags now!" he yelled. as he and starnes slung there weapons and both pulled two grenades and tossed them at the Mutants who exploded or were torn apart by shrapnel. The two Nano-suit evolved and knight sprinted to a near by unused CELL Vtol gunship.

"you stay back here." the prince yelled to the knight as he ran around to the front of the craft receiving a nod from the knight as he stood in the cabin raising his Vulcan and waited for the Mutants while holding on with his other hand.

"You know how to fly this thing?" starnes asked receding his mask and goggles as he raised canopy and jumped into the Gunners seat.

"Nope. better hold on" Lamar said removing his mask and goggles as he jumped into the pilots seat as his nanosuit began displaying diagnostics.

The ones on the air ship watched the Vtol's canopy close with a sigh of relief only to watch in horror as the ship lifted off of the ground and slam into the wall before straightening out. As they exited the bay they saw the jets of blue fire tilt backwards and the ship began moving forward. "You suck at flying!" they heard the Knight yell from the back of the craft. They watched the ship fall in behind them as (Lunas night) moved into open air. The ones on the deck saw the two gunships that had saved there lives turn to fly beside them, and when they did they saw the sigl of the Raptoral knights on the side. Then watched as one was hit by a missile and began to list in there direction and to there surprise and horror the side door opened. The knights inside simply jumped from there dropship and onto the deck splintering the wood as they did. They were glad this Airship was essentially full of guards otherwise there would have been a panic.

"Alright i think i'v got the hang of it." Lamar said over the radio.

"Its about damn time. How are you doing back there?" Starnes said responded

"I am holding fast Lt colonel."

"Look at this." lamar said as he banked to the right. There were more then he mutants then realized but he could see a majority of the escape pods and escape ships from what remained of the canterlot garrison flying out of the castle. But he could see that a lot of them hadn't even launched or could see that the squads had died ether at, inside, or on there way to the escape vessels. He could also see the last stands of a few blackwatch squads there muzzle flashes could be seen threw windows in the dark.

"uh-oh, looks like we've got company." starnes said eyeing the battle raging in the skies ahead of them.

There were airships firing on one another, there must have been 20 ships out there. He could see the evacuee ships in the distance attempting to escape some on fire one falling from the sky as its balloon had been shredded by cannon fire. there were Black and purple changeling and Griphon ships engaging with the others. They could see the beams, and bursts of magic, and a variety of spells made by unicorns and changelings as they fired. Smaller specks could be seen and they recognized them as pegasi, changelings, and griphons flying about as well as the occasional magpac equipped Blackwatch trooper. And adding to the carnage were the slightly larger specks of...wait they couldn't be leave it the 332nd's fighters and what remained of the blackwatch gunships engaging Ceph fighters and gunships.

"That is some star wars shit." Lamar commented as he bought the gunship alongside the deck of the (Lunas Night)

"Oh no." they heard Raritys voice say over the radio. Lamar saw it in the side camera a Ceph missile heading streaight for (Lunas night) and with out thinking he moved the gunnship into the way.

"BRACE BRACE BRACE!" The prince yelled into the gunships comm as he.

'Boom!'

'bweeeee,bweeeeee,bweeee,bweeee,bweeeee,bweeeee...'

"Fuck." Lamar said as the vtol began to vilolently shutter.

'bweeeee,bweeeeee,bweeee,bweeee,bweeeee,bweeeee...'

"CHECK IN!" he ordered.

"I'm in one piece." starnes said.

"I am still alive my lord" The knights synthesized voice in the back said.

"Raptor pleas say something." Celestias voice came over the radio. on board the airship they were leaned over the side watching the gunship spiral out of control its prote engine spewing fire and billowing smoke.

"gyroscope it gone, and the stabilizer has broken loose." the ones in the airship all breathed a sigh of relief as they heard the prince respond. they then watched it limp its way back up to there altitude as they neared the battle in the distance.

"my lord this craft is lost." The Grey knight in the back said holding onto the side of the critically wounded vtol gunship.

"Well..." Starnes started before he saw something in the corner of his eye. He moved the image from his nanosuit to Lamars HUD and he too saw the CELL airship break off from the engagement and near them.

"Then its time to get a new one." he finished getting a ping light from Lamar.

"No its time to cut and run its better to live and fight another day. lets got on board now while this hulk can still fly." Lamar said.

"Lunas night move below and aft of us. we will commence an emergency bail out."

"Yes sir."

On board the Lunas Night the cannons were moved into place. The Ponies and changelings alike were abuzz with activity as the civilians were moved to the allow space. The Royals and element bearers stayed on deck they watched Valencio grip the hilt of Chainsword in his prosthetic hand while in the other he shifted his hold on his halberd to just below the hilt of the sword like blade that rested at the top. And they watched the kind Lachlan grasp his Halberd in both hands pressing the activation button prompting the blade to glow, he then released his grip shifting it back to one handed and slammed the "Pommel?" of the halberd into the deck. As he did this they saw his horn begin to glow with a rich purple aura they saw the runes in his armor begin to glow a brilliant white as well before finally the eyes of helmet began to give off purple smoke. He let out a calming breath before looking to the three fillies cowering behind Celestia from him.

"Cool" the orange one said scootaloo if he remembered correctly.

"Suffer not the traitor to live young ones, Not now, not ever."

"they are to innocent to behold this." Luna said to a lunar knight. Lachlan simply watched this act before walking thought the crowd stopping only long enough to utter a single phrase.

"There is no such thing as innocence, only degrees of guilt." he said as in a rune in the middle of the small shield on the front of his shoulder began to glow in the symbol of an eight pointed star. there was then a flash of light beside them and they turned to see a wounded and enraged Discord.

"How right you are my friend." he said. They saw that discord was missing an arm entirely like it was ripped from its place. and his wings were gone as well. but his eyes spoke volumes as they were glowing amber in anger.

"On your command sir." The captain of the Lunas Night said as they were nearing the aloud safety range. They noticed that the canopy of the Princes VTOL was wide open same with the rear hatch and they noticed the Knight inside.

"GO,GO,GO!" Lamar yelled as he, the knight, and Starnes leaped from there now exploding vtol.

'thud, thud, CRASH!'

The prince and his second in command landed and rolled to there hooves on the deck of the air ship while the knight simply slammed into the deck on a knee.

"not the most graceful landing." Rarity commented as they all watched the burning wreckage of the vtol fall in the night sky.

"Oh no here it comes!" Scootaloo yelled drawing everyone's attention to the CELL airship that was now in firing range, and what they witness next was utterly baffling. As the ship fired its cannons the shells froze in place as they watched discord raise his remaining hand. The shells then flew right back into there cannons and exploded. The Cell troopers on board the now crippled ship began firing on the Lunas Night and two squads activated there mag packs and leaped to the neighboring ship.

"Feel the wrath of chaos!" was the last thing they heard before they were reduced to smoldering skeletons.

"Lachlan end this." Lamar said coldly.

"Yes my lord. I will destroy there minds and burn there bodies." The Librarian said as the royals witnessed him do an ancient magic focusing technique as he raised his armored hand to his horn, curling it into a fist in the process.

"What do you plan to do? you are only one unicorn against a scooner class airship." Twilight said.

"Mind over matter..." he said in his usual calm voice as his shaking fist began to crackle with electricity. The amplification runes in his armor began glowing brighter and brighter as he focused.

"DIE!" he yelled as he thrust his open palm forward. The on lookers could almost taste the rage in his voice as a massive bolt of purple lightning flashed forth and a large portion of the targets stern exploded.

"Fuck that." lamar said voicing everyone's opinion as the deck grew silent. They then watched the Librarian fall to a knee as the CELL airship fell in flames to the ground below.

"I require rest my lord. That attack has drained my body and my mind." the unicorn Paladin said.

"Sure." Lamar said

"Thank you my... Lord." Lachlan sighed before taking his leave below decks.

"I didnt expect that." Lamar commented before getting on the radio.

"Check, check, check. This is Call-sign Shaka to all Units how copy?"

"..."

"this is Alpha and bravo solid copy. Gamma solid copy. Blackwing solid copy. Purifier one solid copy. Princes fury solid copy. Shield of light solid copy. Litany solid copy. Cherifum solid copy. Purgatis solid copy. evac shuttles 1,2,4,5,7,9, and 13 solid copy. Vulcans rage solid copy. Onyx solid copy. Wolfpack solid copy. Serpents solid copy. Blacklist solid copy. Balista squadron solid copy. 332nd solid copy. Charley soli-aaaaagh! Fierteams Rihno, Avalanche, Forest, Lancer, Kodiak, Lancer, Shadow, sword, swichback, and talon all solid copy" the voices chimed in over the radio.

"All units are hear by ordered to fallback, I repeat disengage and fallback to the randevus point. save whoever you can the battle is lost. Anyone left behind is on there own." the prince said sadly.

"This is Prince Raptor to all blackwatch units in Equestria broadcasting on secure channel Romeo, Wisky, Bravo, Yanky, 869. Canterlot has fallen i repeat Canterlot has fallen. All units are here by ordered to pull out and proceed to the government sector. This is Prince Raptor if you can hear me we are Blackwatch, we will hold the red line." he concluded

The Prince watched the battle in the distance change become very one sided as blackwatch craft began leaving the battle in droves. There were some of the airships that had left from the castle moving off directed by there blackwatch escort. while others who were on the outer fringes of the raging battle simply began following the blackwatch craft as they flew away. He walked across the deck taking a step onto the railing holding onto a rope for support as he stood on the stern looking out at Canterlot. He watched as the city he had come to call home burned, the plumes of black smoke rose from the city the faint sounds of troopers and a few knights could be heard as they made there last stands.

He stepped down from the railing and simply stood watching. And almost like he was psychic he knew there was someone watching back. Someone who caused the death of his troopers Darksword. No he couldn't let this get to him if he did he would make mistakes and if he made mistakes they would all die.

"Raptor..." He heard Nymphs voice come from his side as he felt her hand intertwine with his. Before he heard or rather felt the others follow after all Raptoral Knights cant really be stealthy in that armor. It was then that he saw it coming a missile.

"MOVE!" Lamar yelled and for only the second time he could remember he used his magic and with a wave of crimson the crowd was pushed back as his armor began glowing red.

'Maximum armor'

'BOOM'

the missile struck its target destroying a portion of the deck and propelling the prince over the edge. Now normally this wouldn't be a problem he would simply fly back up but a large piece of shrapnel had lodged itself in his right wing. He began tumbling threw the air as the pieces of the ship fell around him.

"RAPTOR LOOK OUT!" he heard before he looked up just in time to see the flaming hulk of the CEPH gunship that had fred the missile crash into him.

The ones in the airship watched the whole thing and could only look on in horror as the prince was compleatly unable to save himself as the crashing ship slammed into him. dragging the both of them into ghastly gorge.

'ghasp....ghasp.'

'ghasp....ghasp'

They could here his labored breathing until his radio cut out and could only turn there heads as the flaming craft fell beyond there view and exploded.

The Citadel

The Lunas Night drifted lazily in the air now the centerpiece of a flotilla of other airships from Canterlot all escorted by Blackwatch airships from all over Equestria. Everything from escape pods, and Rayzorback drop ships, to squadrons of Blackwatch gunships and their yet to be painted CELL cousins. Troop transports to large vehicle movers with multiple Mag turbines on there sides filled to the brim with equipment and the like, and they could even see what remained of the Blackwatch air force unlike talon2's they had seen before these were identified by colonel Grey to be older generation aircraft. They were also told that the planes had been modified but they didn't know how.

There were six A-20 warthog 2s, three Massive B-3 revenant stealth bombers. four F-35B lightning 2s, two PAK FA, two ASF-X Shiden 2's and Last. They could identify the shape but were corrected and told that the last two planes to arrive were indeed not Talon 2's but there predecessors, these were the F/A-37 Talon ones and like all other aircraft they were painted black sporting the Blackwatch winged star on a wing or tail fin (Aleron). They also took note of the three Large barge like airships that had tubes tailing them as fighters, gunships, and the like all moved to tough part of there craft to the tube for a few seconds or minutes and then disconnect.

"How did we not know about this?" general of the solar guard said voicing the thoughts of the refuges as the Blackwatch airships buzzed about.

"Raider where did Raptor get all of those?" Cadence asked wandering if a few could be spared to defend her nations air space.

"Well like the 332nd the pilots took care of there planes and kept them in working order. And after the joint Changeling, equestrian operation two years ago where we lost the late sergeant Connor. We expanded and found as meany pilots that we could and directed them to colonel Grey. After about a year we had an airforce. As for the Vtol gunships and other transports we recruited quite a few unicorns and proceeded to use that duplication spell or we simply "Liberated" them from the other CELL bases we've raided. We knew and we prepared for when not if CELL and its allies would attack again, so we prepared but we obviously weren't ready." Starnes answered

"I cant believe he's gone. And on our wedding day." Nymph said in a distant voice she hadn't been the same since it happened. An unnamed Blackwatch trooper came up and rested a hand on her shoulder trying to console the widow.

"Hey its... Aaaaahhhhhhgg!"

"Oh my fucking Christ. That's Lamars wife alright, she just launched that poor man off the deck." Starnes said with a chuckle before immediately recoiling back in mock fear as her eyes glowed as she snapped the coldest glare he had ever seen at him her eyes glowed a some how menacing bright pink in her anger.

"Don't kill me pleas. If looks could kill you would have killed fucking James heller. That shit is scary." Starnes said sarcastically, a smirk on his unhelmeted face.

"How can you lose a friend and laugh? Not cool man of course she's mad." Rainbow dash commented.

"What? don't you people remember the crazy shit that went down two years ago? I'm pretty sure being knocked from the airship by an explosion, and being hit by a flaming plane probably isn't going to kill him."

"How can you say that! We all checked his chart. It said very clearly K.I.A, Killed in action. This is a tragedy for all of Equestria!" Twilight yelled Starnes simply reseeded his nanosuit and made his Blackwatch uniform appear with out the mask of goggles. They saw the look of utter bewilderment on his face as he balled his hand into a fist and bit his knuckle as he rested his elbow on his other arm which was crossed under the other. He sat like that for a few seconds before he moved his hand so he could talk.

"I don't get paid enough for this. Pardon my language okay. But do you like acting stupid, or are you lot just pants on head retarded?" he said flatly but still raised his voice slightly.

"How Dare you." Fluttershy began.

"Did you bunch of fucking brain surgeons check the date of that death? it should say 2067" Starnes cut her off.

"Its 2069. That was two and a half years ago, champ" he continued.

"That doesn't make any scene?" Ambrosia said.

"I-here check my vitals then." the sniper responded. Valencio walked up and upon receiving a nod he threw down a holo-disk. It came to life and showed both Raptor and Raider side by side and they could see much to there amazement both of there heart rates were flat lined. LT Lamar "Shaka" Jameson, Raptor two-one and CPL Teshan "Raider" Starnes, Reaper one-two designated K.I.A, date of death March 6th 2067 at 21:15 (9:15pm).

"How?"

"We're evolved remember. Nymph you sleep in the same bed as Lamar, haven't you ever wandered why you never hear his heart beat or feel his breathing when you put your head on his chest?" Starnes asked

"Well i was curious." the changeling princess replied

"We're dead, our organs are inert they don't work unless we want them to. We don't need to sleep, we don't need to eat, we don't even need to breath. Unless we want to. Evolved are completely self sufficient living weapons, we are the blacklight virus. And it is badass as fuck. I could jump out of this airship right now and live, I by no means would be in the best of shape but i would live." he responded pausing to let it sink in before continuing.

"On top of that I have a nano-suit, Lamar has a Nanosuit, In fact a few of the other Blackwatch troopers have nano-suits. Only afew of the elite Tear one teams have them. Which by the way are the worlds most expensive pieces of military technology EVER created..."

"Come now we have seen what your nano-suits can do. No armor no matter how impressive, can be that expensive, or important." Celestia said. To which Starnes simply looked at her pursing his lips.

"That is bullshit and let me tell you why."

Canterlot.

"WHERE THE BUCK IS SHE!?" Dark sword yelled as he flipped over a desk.

It had been six hours since the attack and he still couldn't find Celestias corpse. Sure she probably evacuated but then why couldn't he find the damn location on any maps. He had his CEPH mutants break into the solar princes's quarters; nothing. And when he had two devastators destroy the door to Prince Raptors quarters all he found were weapons and mares clothes, Not a single map no coordinates no nothing how did he coordinate Blackwatch without any maps!?

"Sir what should we do with the prisoners?" an un-mutated griphon asked.

"execute them. And move any convicts to the base for mutation." Dark Sword responded. He retrieved a salute from the griphon before he left.

'You two, go and gather up as many EXO's that you can and bring them to our lead scientist see if she can do anything with them.' he ordered and the two CEPH mutants responded to the telepathic order by simply walking out. He had to admit these CEPH mutants were much better than anything he ever thought he could do with Blacklight experiments. They were loyal, and followed orders without question. And to add to it all they could use this amazeing technology.

"AND SOMEPONY find me a damn MAP!" he yelled before stepping into the hallway and set Raptors room ablaze with magic. He could find a use for the few Orions thew after all while these massive ponys were dead, a use for there armor came to mind but it would have to change first.

Refugee, flotilla, 8:30AM.

"ATTENTION pleas." The capton said over the intercom. The deck was quickly filled with ponys, changelings, a draconus, and a spike.

"Whats happening!?" a mare yelled holding her fole.

"We have an unknown incomeing. And its comeing fast." the captin said in responce a reply that was heard over the flotilla. They expected the worst and every combat ready non Blackwatch guard even the royals and there entourage prepared to defend the fleet.

They saw the grey balloon of a smaller airship emerge from the low hanging clouds below them and immediately fired spells, arrows, or what ever they could under the balloon knowing that that was where the actual ship would be. Imagine there surprise to find out was no ship to begin with when the balloon cleard the clouds, and once it was cleard they saw that the balloon WAS the ship. Only it wasn't the usual zeppelin shape this balloon was smaller only being about the size of a Brig. The ship also had armor placed around the saucer shaped balloon that it was built around, pared with a blocky flat nosed cone at the front and two MASSIVE engines on the sides.

"The amount of magic it takes to power those engines must be astronomical." Twilight muttered to her self aloud.

As it drew closer they noticed that the front of the engines weren't in fact massive intakes like the other engines they had seen on the other Blackwatch craft went there and in there place were only flat surfaces. On both were glowing red circular surfaces and mounted around them were several circles of unknown function but for all likely reasoning would slide away to reveal weapons.

'wwwhhhaaa[size=0.75em]aasssshhh'[/size]

They watched the ship ascend to the right of the fleet showing them that they had made a mistake of firing on one of there own ships, as they saw the winged star of Blackwatch on the port engine. Along side of the engine under a series of black and red lines were a series of numbers and letters reading BW-0001. As it raised higher they felt the heat from the engines and most struggled to keep from being blown away as it finally cleared the last balloon. But they did see that insted of being saucer shaped it was in fact shaped like a rather large solid horse shoe-esk shape.

Then with a sound that sounded like a series of fireworks going off they watched the ship bank slowly as it turned sharply to starboard before leveling off tipping its 'Wing' in the process. This side of the ship like the other had the same black and red lines but unlike the other engine this had the ships name starting with the country of origin, same as every government ship ever. The name was short and showed the true weight of the situation at hand. The name started with the designation of origin being EQS showing Equestria as its affiliation, followed by DEFIANT.

"Wow i didn't know it was finished." Starnes remarked watching as the DEFIANT dipped lower as to not catch the fleet in its back draft as it took the lead.

"You knew about this?" Celestia asked as she watched the DEFIANT.

"Oh god no. i Just heard rumers." he responded.

"Cooool." was the collective opinion of the many foals in the fleet as they looked as the DEFIANT.

"Eh. it could be about eh 20%...." Rainbow dash began before she felt the cold barrel of a rifle press itself against the side of her head.

"Dont finish that sentience." a Blackwatch trooper told her.

"It looks about as use-full as tits on a bull." Apple jack added.

"Its, well its- its Awful. Just look at the design, the color, i mean where is the actual boat, where is a girl to..."

"It isnt ment for comfort. Like most other airships where the armament was added as an after thought." a voice cut Rarity off. They turned to see the same Grey Knight that had been with Raptor and Raider earlier, its Synthesized voice overpowering them all and silencing the deck.

"Then whats it meant for?" Queen Myxine asked clearly interested in learning as much as she could about the strange vessel, a sentiment shared by many of the others in ear shot.

"Its a war ship." the knight responded.

"What." Celestia responded angrily

"Equestria hast not constructed a war ship in over one thousand years." Luna added equally as outraged as her sister.

"Well times change." Valencio said coldly blowing them off.

"Not much longer now just around this next mountain and it should be in view below us." the captain said and taking his que Starnes got on the com for the whole flotilla as they neared the edge of a large mountain.

There in the middle of the sand palomino desert was a Glass Dome sprouting from the shadowed side of a large spire like a growth. The glass was a semi reflexive mat gold in color allowing no visibility from the outside in. And the pieces of glass were shaped in large hexagonal patterns. As they neared The Citadel Celestai immediately asked how this was built without ether her or Lunas knowledge. And the reply was utterly shocking horrifying as it turned out this was originally going to be a CELL base. It took them ten years to make the dome but before they could put anything inside Dark Swords predecessor scraped the project as it was Uneconomical and horribly inefficient.

So he scrubbed the base and location from all CELL databases and proceeded to be killed by Darksword who never learned of its existance. Leaving an empty glass, dome built to last just sitting in the middle of the desert until Valencio found it on a long range recon operation. And now for about a year and a half they have been working on the interior. But how did no pony ever see it? surly if it had been sitting here for 12 years some pony would have seen is, and if they did it would have been reported immediately. And again Starnes answered crisply stating that ten years ago apparently if anypony got close enough to the base they were shot on sight by CELL snipers. And eventually do to the stories of disaperences ponies just stopped going to the desert.

"In Raptors absence, Mares, gentelcolts, and Blackwatch troopers who didn't have the security clearance to know about it. Allow me to be the first to welcome you all to the Blackwatch Government sector, The Citadel" Starnes said.

survival

"guh,fuu, hnnngggh! come on you fuck!" lamar yelled as he struggled to free himself from the quickly falling hulk. His radio had been knocked out as he fell into the gorge.

"Aaagn mmmooost, 'chink!' got it." he said triumphantly as he cut his vest. It hurt like hell since it was part of his body but it had to be done if he wanted to live. he dropped just in time as the burning wreckage slammed right into the canyon wall and exploded, unfortunately the inertia carried him into the canyon wall.

'crunch!'

He began falling again but at a much slower pace this time but the fact that he was bouncing off of rocks didn't help his case much. He then landed hard against a cliff and rolled out of the way just in time to avoid a rock. He had never been more great full for being a nano-suit equipped evolved than he was right now. he then heard a raring sound and looked to his side as he shakily stood up as his body screamed in protest, looking to his side he saw a waterfall coming from the canyon wall.

'ting, ting, thud, thud, crasH!'

"OH-fuck." Lamar said as he looked up to see the flambeing wreckage of the CEPH gunship falling towards him followed by a virtual mountain of debris. And so seeing his only way out he took it and leaped over the side as just as the wreckage slammed down. Falling down, down, down, then he saw the bottom a river no doubt the river that carved this canyon millions of years ago. Not knowing how deep it was didn't help him much and couldn't since he couldn't fly so just as he neared the water he crossed his arms over his chest like an X hugging them close as he lifted and thrust his legs down towards the water straightening his body out.

'SLAM, CRACK!, thwoooom,'

'tchhhh,tchhhh,tchhh.'

Lamar tried his damnedest to swim to the surface as his Nano suit's re-breather proved not to be damaged in the crash. He neard the surface calming down and that is when the adrenaline deiced to stop flowing and his body erupted in pain, and his head felt like it was splitting open. He blanked out and the last thing he saw was a grey claw reaching down threw the cloud of his own blood.

6 hours later.

Lamar shot up right and immediately wished he hadn't as pain racked his body. He quickly did a diagnostic with his nano-suit. As he waited for it to finish he looked around and noticed that he was in some kind of nest and what he saw he didn't like.

There in the nest with him were some large flesh colored pulsing puss sacks. He looked to his right and saw on a rock was the one thing he DID NOT want to see right now. A brawler but not just any brawler an enhanced brawler but unlike the others he had seen before it had scales so it was obviously mutated from a dragon and a relatively small one in comparison to the ones he had seen, obviously larger than spike but smaller than king Neltherion and queen Dagger. It quickly shoved its snout into he air and took in two great sniffs of the air and immediately looked at him.

It was then that his diagnostic decided to display itself and it was not good. He had two suit punctures AKA he had large chunks of shrapnel stuck inside of his body stuff that could not simply be grown into or pushed out by the suit. So he had to take them out himself so he supposed the nice thing is that he doesn't have to worry about infection for obvious reasons.

'Great, out of the frying pan...' he thought as he checked the rest of his HUD and VERY slowly began to check himself.

'What the fuck? how do i still have this?' he thought to himself as he felt his asagi still in his leg sheath.

The Brawler then jumped down from its rock and approached him as he slowly very slowly unsheathed the asagi and slit it under his person. He was in no condition to try to use his powers this thing would tear him apart before he could even move to attack. So he held it in a reverse grip under his back as the beast crawled over him and began sniffing him up and down.

'that's it just a bit... NOW' Lamar thought as he saw his opportunity and brought the knife up and began stabbing furiously at its mouth, eyes and soft ear membrane. He had heard a story of a marine killing a normal brawler in a similar fashion during the New manhatten outbreak and if it worked for him.

The beast began attempting to claw at him but was unable to as its eyes were now nothing but empty bloody holes. It began thrashing as Lamar kept stabbing and slashing at the now pulped flesh until it let out one final raur and fell limp on top of him as he stabbed it under the jaw with the last of his strength.

'crunch, crunch, crack.'

'Oh yes.' Lamar thought as he stood felt the brawler begin to be consumed before the consummation stopped now leaving a large semi consumed corpse on top of him now pressing the shrapnel into his body. So he began to push and squirm out from under the stubborn corpse.

"Get the-fuck off of me... bitch" he said as he finaly got out from under the corpse. He then leaned on the corpse and tore off a piece of armor from the beast. He then proceeded to "Change" into his casual clothes which consisted of the lower portion of the Blackwatch uniform without shirt since he had to take out the shrapnel. he clamped the piece of armor between his teeth as he laid stomach first on the corpse as he reached behind him and grabbed the largest piece just under his wing.

'hnggn, hgiiiiigngng, hiii,hiih, hnnnnngh, *SHINK*, Guuugh!' he finally got the piece out of his back and looked at it against his diagnostic on his HUD and saw it was the one that kept him from flying. But he could feel the burning inside.

"fuck." the wound had been partially cauterized it would take a while to heal at least it wasn't completely cauterized if it had he would never fly again. he then flipped onto his back and looked to his right leg and saw the piece of metal in his thigh. He then tried to pull it out NOPE that wasn't happening. so he grabbed the tip and slid the blade of his asagi partly into the wound itself and began to slowly lift it out, his hands never stopped shaking from the pain and when the wound was open enough he pulled the shrapnel from his leg with a wet 'schwink'.

"fuuuch..." was the last thing he got out before passing out.

Some time later.

He awoke to the sound of a wet crack if that could even be a sound, and looked to his left to see one of the puss sacks rip open as a claw emerged. then another series of cracks and rips and he looked around to see the other five sacks were opening. It was strange to him as he had seen brawlers "hatch" before in the NMZ but these seemed off more natural than the others. He watched the first one as it ripped again and he saw a glowing red eye starring at him.

"Shit." he said as he watched them all burst open spilling juices and a thick viscus blood like matter all over the floor covering him. The first brawler that emerged first was an enhanced brawler it was smaller than brawlers should have been about the size of a dog that came up to about his upper thigh. a large dog that had spikes about five thick flesh colored spikes on its back, with claws, large teeth, that eats people so not a dog really.

'i am gonna fucking die.' his thought process was cut off as he felt something drip onto his shoulder and when he looked up he saw two more enhanced brawlers above him and another stalking to the firsts side. Last a slightly thinner one a spiked brawler hatching with six thin armored testicles sprouting from between its forelegs and hind legs. And two thin fleshy flaps behind and on ether side of its head giving it a slightly rabbit like appearance pushed passed the two in front of him and thrust its snout in front of his face taking large snort like inhales. Before to his amazement backing up and making a strange guttural whining noise.

"Biological imprint complete. storing in deep layers." the suit chimed in providing an answer as to why he wasn't dead already. He looked down to see that he was actually covered in the goo that he had apparently been laying in. And apparently that goo had saved him from being torn to peaces by five newly hatched brawlers.

===================================================

Lamar changed and waited until dark to exit the cave, He peaked his head out and made sure the coast was clear before exiting. He entered walked over to the river where apparently he had been found and retrieved for food by the adult brawler earlier. His head quaked in searing pain drooping him to his knees at the shore and he looked into the water seeing his reflection. He was wearing a set of white armor plates over his BDU having a series of grey interlocked hexagons that gradually faded into solid white. And on his head was a helmet with a slightly glowing visor over his eyes. But what confused him the most was his right shoulder pad, on its broad face were two strange triangular lined shaped symbols with the Crynet OPS.

'crack'

Lamar's ear twitched as the sound of a twig snapping, acting quickly he silently slid into the water submerging him self and activating his armors Cloak. There two of them, two earth ponies one male one female in gas-masks and glowing goggles, then he saw the arm bayonets then it clicked.

"Blackwatch.. wait no." he cut himself off as he got a closer look they didn't have the stranded uniform. In the dawn light he could see they wore black under suits with midnight blue armor plates covering there bodies, the armor on the female was more stream line fitting her figure while the males was more bulky. only one group in blackwatch wore that armor only the elite of the elite.

"Red line Commandos." He muttered under his breath as he slowly slid deeper under water.

"Come on Dawn we should be out there on the front line not here looking for a corpse." the male said looking at the female. She snapped her head to look at him and with one swift motion she pushed him against the trunk of a tree.

"How dare you Dusk. This is Prince Raptor you are talking about, watch your mouth." she snapped moving her mask to just inches from his own.

"Oh come on he is just another noble. So what if he has all this stuff, so what if he founded the truce between the ponies and changelings. He got my brother killed so to me he will just be another prick. And if it wasn't for him my dad would have been been a general by now." he retorted pushing her back and setting off again.

"You always were stupid and never knew when to shut your mouth but Watch your self Dusk you are bordering on treason. " she responded as she began walking again.

"Ew what the fuck is this thing." Dusk muttered as he kicked over a log to reveal the odd enhanced brawler Lamar had seen in the cave.

"Come on leave it alone. It hasn't done anything to you." Dawn said pushing Dusk away from the animal.

"Its scared. hey its alright we wont hurt you." she said softly as she crouched down extending her armored hand which the brawler poked with one of its soft tentacles before recoiling swiftly and shivered, its 'ears' were flat. It then looked in Dusk's direction and let out a guttural growl bearing it teeth as its ears went up as its tentacles began wiggling as they flared out.

"Well look what we have here." he said snatching Dawns attention away from the strange animal. As he bent down after kicking a piece of derbies over. He picked up a compound bow that looked to be heavily modified next to what looked like a bloody tactical vest.

"There is your proof. He is just lucky I didn't get to him first." He said as he dropped the bow and began rummaging threw the pockets in the vest before taking out a picture.

"Well well lookie here, quite the specimen, not half bad for changeling scum. come on lets go I've got the need to breed. " he commented coldly before pushing passed Dawn who was still looking at the vest before she casually looked at the spot where Lamar was cloaked. She seemed to lean forward before tossing a rock at the spot which lamar slowly moved to avoid. And once she was satisfied that there was nothing there seeing the rock hit the other rocks below she stood up.

"Its treason then." She quietly as she looked at Dusk's back. And to Lamars surprise she silently took out her side arm.

'Pop, Pop'

"what the fuck, you bitch." Dusk grunted clutching the hole in his stomach where his partner had shot him.

"You wont need this any more." Dawn said as she snatched his helmet off and kicked his rifle from his back, before reaching down and snatching his sidearm.

"Scum." she muttered as she walked back the way they came leaving her former partner to bleed to death.

"that's cold." Lamar said to himself as he waited until Dawn was out of sight. Who ever this Raptor guy was he must be quite the guy to parent that kind of loyalty.

"Dont leave me here! You Bitch!" Dusk yelled and for a second Dawns distant form stopped before disappearing. Slowly Lamar slid out of the water and dropped his cloak as he power was about to run out. As he did he saw that the mortally wounded commando had noticed him.

"I knew it, I knew you..." he began as his attention was diverted from the Alicorn in CELL armor to a rustling sound coming from all around him. The commando and alicorn looked to see the four "small" spiked brawlers emerge from the bushes, before hearing a guttural hiss and they looked up at the tree Dusk was leaning on to see the odd Brawler bearing its teeth. Dusk looked around and saw that his rifle was out of reach lying uselessly in the grass.

"You bastard i'm gonna kill you!" he yelled as he tried to lunge at the alicorn only to land face first in the dirt.

"Obviously the blood loss has gotten to you." Lamar said as he walked up and kicked the commando onto his back.

"I'll take take that." he added as he snatched the photo from Dusk's hand only to be stabbed in the throut spraying the commando with blood. But thats as far as he got as Lamar simply grabbed the stallions wrist and squeezed untill Dusk lost his grip.

"Bad move fuck face." Lamar said as he took stood up and removed the knife from his neck.

"Sic'em." The Cell armored alicorn ordered as he tossed the knife into the water.

"No no stay back, aahha..." Dusk screamed out as the Brawlers closed in and began devouring him.

Lamar walked over to the vest and picking up the bow. To his surprise what looked like an arrow head and fletching emerged from a long box on the side of the bow before telescoping out to into an arrow.

"Oh thats cool." he muttered to himself as he on reflex flicked his wrist and the top of the bow folded down. So he put it away before looking through the vest and found a few magazines and a few other odds and ends.

He heard a crunching, ripping sound and looked over his shoulder and saw the Commandos inerds spilled on the ground, his rib cage ether crushed inward or pulled and broken outward, his head or what was left of it had a large chunk missing. And He had a pretty good feeling that Dusk had been ripped in half at the waist if the piece of spinal cord were anything to go on. The Odd Brawler was clutching the stomach in its claws spilling bile and what have you all over the place as it pit into it.

"You are a bunch of mean fuckers aren't ya." He mused as they looked at him for a second tilted there heads and began eating again.

"Good talk... well what do we have here?" he mused as he walked up to the discarded rifle on the ground a brand new Morita carbine.

'It must be my lucky day.' he thought as felt something brush up against him. He looked down to see the odd Brawler looking up at him with its glowing red eyes it then its tentacles blossomed out and one wrapped it self around his leg gently. He reached down and scratched the soft flesh behind its ear and it quickly flipped over onto its back. As he began scratching the spots between armor un its underside as its tentacles began wiggling. He leaned over to see that the spot where the the tentacles were sprouted to see that they came form small holes on ether side of her body, sprouting from a patch of patch of skin that looked like a blossom. He continued to scratch the skin between the plates before finally getting a feel of the soft skin beneath. It wasn't hard or scaly like he thought at first it was intact velvet soft. The odd Brawler rolled back to her claws and stared at him, he couldn't just leave them here because they would just follow him anyway like they followed him here from the cave. He signed and glanced where the the tentacle sprouts from and an idea came to mind.

"How do you like Blossom?" he asked only to get a snort in response.

"Fine. how about... um ooh i know. Velvet." This time the brawler pressed the top of its head against his hand.

"Alright Velvet it is." He said as he looked to the other brawlers off doing there own thing. The mutilated corps of what used to be a Commando left to rot.

"Where are the others?" hr asked Velvet who simply tilted her head to the side. He looked from her to where he had seen the others previously only to see there mutilated corpses except for one the other female in the group with a set of ears like its sister. Unlike the others which had been killed by Velvet this brawler was the runt of the batch the "litter?". And like Velvet it had tenticals but unlike its sister it had two magenta tipped tendril like inteni positioned directly behind the head that are about as long as its body.

"Violent little fucker aren't you?" he said to Velvet got a guttural chirp in response from Velvet her ears raised high in excitement. He lowered his hand and patted the brawler hatchling's head.

"Now how about you?" he asked himself as he neared the spiked brawler. It had a cluster of small studs on its back that no doubt would be a fierce set of stalky spikes when it was older. He extended his hand out to which the brawler sniffed before licking his hand. He patted her on the head before he noticed she was sitting on something and when he looked he saw that it was the Commandos crushed helmet. The brawler saw that he saw and pushed it away before giving him the most innocent look it could muster its glowing purple eyes. Lamar glanced to Velvet and she had glowing red yes but unlike her sister Velvet had human looking eyes with glowing red iris while this brawlers eyes were one solid color.

"Quite the angel aren't you?" he said smiling as she softly rapped one of her tendrils around his hand.

"Angel, Velvet. The mare went west, but the craves ends to the east. Lets, go." he commanded as he pulled the action on his Morita carbine and set off.

Redline: Deathwing

"S-CELL had this place locked up tight road blocks, armed patrols, snipers and that's before you even got to the water 'feh' naval mines 'heh' screw that. The only approach is a cliff that faces towards a small outcropping. An extremely cool or 'heh' stupid team could climb there way up, but that's assuming you are able to avoid the snipers. I recommend we give this place a wide birth at least until we have enough troops or a plan to take it." ~ Redline commando to Starnes in the Command center of the Citidel.

==================================================

"DO you know this person?" Lamar asked a mare as he held her by the neck with one hand, holding up a picture with the other. He didn't know who the changeling in the picture was but he simply had to meet her, it had been bugging him for two weeks.

"No i don't im sorry. no-no-no no pleas. I have..." the mare was cut off as Lamar simply flexed his hand crushing the mares neck before dropping the corpse letting Velvet and Angel devour the corpse. He walked a few feet to the crest of a hill where he saw what looked like a town at the exit of the canyon he had been stuck in for the past three months. And beyond that was a desert He didn't know what it was but something was drawing him to the desert. His suits navigation unit had been damaged so he was working on instinct.

He looked to see Velvet and Angel at his side. In the passed month the two had grown Velvet and Angel's armor had developed. No longer were the armored plates flesh colored they were now a soft grey. Angels spikes had grown in and like the ends of her head tendrils, the spikes tips were magenta. Her claws had finally grown in and were down right dangerous a lesson he learned when she had sliced a blackwatch trooper in half. She now came to his chest in height and had began to grow something like a tail but until it got bigger he wouldn't know.

Velvet on the other hand had grown to about his shoulder height and her six tendrils were now segmented and plated in natural spiked armor now the tendrils ended in serrated dagger like appendages. The plates on her back between her shoulder blades had grown into one large dome shaped armor plate. Those tendrils were very dexterous as he had seen her use them to out right stab someone to death before using the short hooks on her tendril segments to tear the body apart. And like her sister her claws had finally grown in and were every bit as dangerous. He had actually come to the conclusion that they grew more when they eat but do to the lack of threw traffic in the canyon he wasn't able to feed them much.

"Alright girls lets see if we can get any supplies for the road ahead." he said as he zoomed in on the town with his suits visor. 'welcome to Brightside' the sign off to the side read. He patted the two brawlers on the sides before setting off, but he did see a white drop ship flying on the edge of town no doubt trying to find a place to land. As he began his decent he retracted his wings since he couldn't use them they would just get in the way, and changed into his Nano-suit but with an added portion beginning at the waist and dropping to just below his knees in the form of a kind of open skirt that allowed movement do to the lack of a front portion, leaving his legs room to move.

===========================================================================

Brightside

"Lynn I've got something... In sector six-epsilon-seven." A Redline commando said as he flipped down the magnifier attachment on his helmet. This earthpony had red stripes on his armor and wore a black kama with two sets thick red bars on ether side. On his ether side of his waist were the holsters for his pistols while on his back was a newly developed magi rifle, created with the aid of twilight the Solar princess star student. He had given the initial order to fallback into the castle during the fall of canterlot. Back then he was just an EXO trooper but now he was a Redline Commando.

"I see it Rayne. CELL Dropship." the commandos partner said as he shifted his hold on his Morita. This stallion was a dark grey Pegasus by the color of his wings. Like his partner he wore a leather Kama but his lacked the two sets of bars instead he had two dull gold chevrons that spanned the entire length. He also had the same pistols but he was currently welding Magi Morita with a Holographic sight and Gauss under-mount.

"call the Base let them know." Rayne said as he knelt down on the edge of the building they were currently on.

"Already on it." Lynn said as he threw down a holo-pad.

"This is Fire team Deathwing to Citadel come in."

"Go ahead Deathwing." Starnes said as his hologram appeared. He was currently wearing only his nano-suit but chose to keep his metal shoulder pad from the Blackwatch armor on.

"We have a CELL dropship on approach here in Brightside." Lynn reported.

"Acknowledged, we will send troops to your location. I am sorry to say but you are on your own for now." Starnes said as he crossed his hands behind his back.

"Deathwing we are picking up a nano-suit signature near your location." Starnes's image shrank and was moved to the side as the image of the changeling in form fitting armor appeared.

"Nymph are you able to determine if it's friendly or not?" a third voice said as the image of Princess Celestia appeared dressed in her usual gown but with armor plating in different places.

"Friendly from what we can tell, but the ID tag seems to be damaged so we cant tell who it is. Deathwing I recommend you attempt to gain the aid of the Nano-suit trooper." Nymph responded

"I agree." Celestia nodded her head with her arms crossed.

"Uh-oh. Looks like they dropped siege bikes." Rayne commented from off to the side

"Hover bikes... they are defiantly going all out, get to it Deathwing. Citadel out." starnes ordered before the holograms faded and disappeared.

"Lets go." Lynn said as he and Rayne activated there mag-packs and flew to another roof then another before reaching there destination, the towns newly installed siren.

The town blared with a 'bweeee bweeeee' as civilians ran into the nearest buildings and shelters. It was common knowledge now that when S-CELL came they would kidnap the population and mutate them into there Mutant soldiers. But there were still a need for common soldiers in S-CELL after all, there were jobs that only could be done by an un-mutated mind.

"this is where the fun begins." Rayne commented as he and his partner heard a high pitched screech echo threw out the town. They had to get to the Nano-suit soldier if they wanted to get out of here. After all they might be redline commandos but it was always good to have allies.

=========================================================

Lamar lept to the nearest roof followed by Velvet and Angel before taking cover behind a large chimney. He looked to Velvet and Angel this was to be there first actual battle and he was exited to see how they would operate. But he had to focus if they wanted to get out of here, he glanced to his mini-map there were two friendlies highlighted in blue about five hundred yards feet from his position. Angel and Velvets ears twitched before he heard a sharp 'whiiz' noise and he knew it was the sound of a hover bike revving up.

With that lamar cut the link and leaned around the chimney and sighted his first target, he steadied his breathing and fixed the sight on the target as his suit adjusted the correct angel of attack and slowly squeezed the trigger. The head of the S-CELL AST operator he was aiming at exploded. Then all hell broke loose Immediately the heads and rifles of the S-CELL troops snapped in his direction and he came under fire. They had traced the shot a stupid mistake on his part.

"Alright you fucks, lets go."

========================================================================

Lynn leveled his rifle as his partner did the same but the door to there roof exploded and a squad of four S-CELL enforcers emerged from the door way. Quickly Rayne closed the distance and shoulder checked one of the four troopers. He grabbed the trooper by the chest piece and moved him in the side to absorb a shotgun shell, before Lynn blew the guys head off.

The two remaining enforcers quickly recovered and raised there weapons to fire. In a virtual blur Rayne dropped the body of the enforcer he was using as a shield and punched one of them in the head breaking his goggles and showering his eyes with shards. He spun and drew his sidearm and shot the other enforcer in the head before sweeping the blinded troopers legs out from under him. When the enforcer opened his eyes the last thing he saw was the emotionless mask of the Redline Commando and the barrel of his magi rifle before a flash of green light ended his life.

"Lynn lets move." Rayne said before the roof they were on exploded dumping them unceremoniously onto the street below.

"FUCK man." Lynn commented before leaping behind a fourteen followed by Rayne who rolled onto his knees before firing a burst of green magical bolts from his gun and rolling into cover. only to get stuck on a rock and be forced to scramble into cover next to his partner. He could tell by the angle of Lynns helmet he was giving him a 'Really?' look.

"Fuck you i nailed it." Rayne said as he leaned out and gunned down another trooper.

"No you didn't." Lynn responded as he and Rayne sprinted into a nearby house bursting threw the door.

"Clear." Rayne said as he ran to the back door and kicked it open.

"Lets go, That guy might need help." and with that the two exited the house and activated there mag packs and rocketed off.

==========================================================

The two Commandos flew around a tower just in time to see the S-CELL gunship spiraling. And when they looked to see why they saw that there was an Nano-suit trooper on the cockpit of the dropship. They then saw him punch threw the Plexiglas canopy and rip the pilot from his seat and throw him out, before leaping off to the side. They then watched as his armies changed into three fingered appendages before extending his left arm to which a mass of tendrils attached him to one side of the V-tol before doing the same with his right. He then seamed to straighten out his body and seemed to sling shot himself threw the V-tol drop-ship making it break in half with a brilliant orange explosion.

"Doesn't look like he needs help." Rayne commented as they watched him land on a nearby building before forming his arm into a triangular blade and slicing a S-CELL trooper in half. Before shifting his other arm back to normal grabbing the Morita carbine from his back, and Firing a hollowpoint 50. into the head of an advancing Enforcer. They watched him jump from the roof to the street below and directly in front of a squad of S-CELL troopers.

"Are you transmitting this to Citadel?"

"Cant we are being jammed." Lynn said as the two neared the Nano-suit evolved.

"Fuck. Lets get..." Rayne began.

"Huuaaaaaaaaaaaa." the Nanosuit guy yelled making them attempt to cover there ears only to fail because of the helmets. To there horror they watched two nasty looking Brawlers burst threw the windows of the building behind him.

"Sic'em!" he yelled before his arms were engulfed in tendrils and replaced with the princes signature close combat weapons his Hammerclaws.

"You know i have never actually seen the prince fight." Lynn commented as he watched the Prince literally rip a S-CELL trooper in half at the waist.

"And?" Rayne asked as he watched the six tendriled Brawler pin and stab an AST to death with the dagger like tips of its tendrils.

"This is just out right violent." Lynn responded as he watched the spiked brawler grab a pleading trooper by the shoulders and bight straight threw the mask and tare his face off. The gurgled scream from the faceless trooper sent a shiver down his spine and would haunt his nightmares.

"Oh shit." Rayne said.

"What?"

"The prince is too busy with that squad, he wont see those Bikes." He said pointing to the two rapidly approaching Hoverbikes. And with that the two angled themselves and flew at the hover bikes

Once they got crosser they saw that it was good that they decided to aid the prince because the drivers weren't S-CELL troopers they were CEPH mutants wielding pinch rifles.

===============================================================

'woooooosh'

Lamar looked over head as he snapped the neck of a CELL trooper and watched two Redline commandos fly over head and engage the two on coming hover bikes. One landed on the front of a bike before kicking the pinch rifle away from him and unloading a clip into the Cell Trooper driving gunning him down in rapid bursts of green light. The other flew alongside the second bike and slung his rifle, drew his two pistols and fired two shots into the troopers chest knocking him off the bike. Once the CELL trooper was down the commando ran up and kicked its arm aside, before drawing his comically large rifle and firing a bolt of red energy into its head blowing it to peaces.

"Thats some star wars shit." Lamar commented on the rifles the two Commandos used. One looked like a Morita but it must have been heavily modified.

"Oh shit! oh shit oh shit." he heard and when he moved his head to look he saw one of the remaining troopers running away screaming into his radio.

"Go get'em Velvet." was all he had to say before the tendriled brawler leaped from her current meal to her next victim. She purposefully landed behind him and tangled his legs with her tendrils to trip him. Next she stalked up and pinned him under her weight and proceed to grasp him by the shoulders. He could see the poor guys shoulders being crushed the pulped meat squeezing out from in between her claws like toothpaste with a disgusting squishing sound. He screamed louder than he even thought someone was capable of as Velvet bent his body backwards, and with a sicking crunch of bone he was looking at her upside down still screaming. The last thing the poor guy saw or felt was Velvet biting his head in half. Velvet then proceeded to tear the body in half and pulp his corpse with her claws before walking over to another corpse and begin to eat it. That is all these two do sometimes, they just Eat.

He looked back to the two commandos who were now making there way over to him. While he waited he reloaded his rifle and spared one last glance over to Velvet and Angel who were in the process of tearing a screaming pleading trooper in half.

"SIR! Commando pair Deathwing reporting for duty." one of them said. They both wore the same model armor but had different attachments, and both wore Kama's. The one on the right had red stripes on his armor and Kama with a silver Blackwatch star on his armors collar. Unlike his counterpart who had left his helmet modified he had what looked like a second visor above his goggles, the visor looked like a simple glowing red line connected to a circle with three small glowing blue lenses. and on hid wrist mount he had a slit for a small wrist knife.

The other had dull gold triangular marking on his armor and also had a silver blackwatch star on his armors collar. And had a slightly larger hump on his back where a dull gold tipped antenna protruded. He had what looked like a grappling hook like the one stares had on his right wrist. The commando also had a Gauss magazines on a hard point on his left wrist.

"Luteniant colonel Lamar Jameson, callsign Shaka. Delta Nanosuit team, Designated Straight Jacket. Its a plesure." Lamar said snapping off a salute as the other two folowed suit before they took a stepp to close.

'grrrrgrgrrrgrgrgrgrgr'

'hhghghghghghggghg' Both Angel and Velvet moved there bodies to block the two troopers from Lamar, as there tentacles flared out.

"whoa its alright girls." Lamar said calmly as he patted the two Brawlers on their necks before saluting the two Redline commandos.

"Its a pleasure..." Lamar began, the two got the message almost immediately.

"Oh right, Sargent major Rayne, call sign Big Rain, Blackwatch Redline commando team 6, Designated Death wing." the one with red ascents and large riffle with glowing lights said.

"Sargent major Lynn, call sign Black Storm, Blackwatch Redline commando team 6, Designated Death wing." The one with dull gold ascents to his midnight blue armor said.

"Why do they want this town so bad?" lamar asked kneeling down and scratching under Angels neck. Velvets' eyes never left the two commandos the whole time.

"It is the last town before the desert. and if they take this town they will be able to launch a full scale offensive against our strong hold in the desert." Lynn said as he checked his rifle for damage.

"And if they take the citadel we lose." Rayne finished as he took out what looked like a square from the side of his morita sized rifle and fited another.

"What about reinforcements?" Lamar asked as he took two sidearms from two dead S-CELL troopers.

"on the way." both of them said simultaneously.

"Well Lynn, Rayne let me introduce you to this beauty her name is Angel. And the one who looks like she wants to tear your heads off is Velvet. They will be helping us." Lamar said before he was pushed on the ground as Angel stuffed her head in his stomach while Velvet snarled at the two Commandos

"Hey Rayne do you know this person?" Lamar asked as he stood up and showed him the picture.

"Ya that's Princess Nymph." Rayne said glacing up at the picture for only half a second.

"Am i supposed to know who the fuck that is?" Lamar responded annoyed.

"Well duh shes.."

WHIIIIINE!

"Big Rain." Lamar asked he looked to see Rayne had that second visor down over his goggles, he watched one of the lenzis extend and retract before he put it back up. They watched a 2 Large Vtols landing on the other side of town.

"There's gotta be a whole battalion in there." Rayne said.

"And there probably packing armor too. I told command that this was a bad time to run drills." Lynn added as he threw up a black and blue sphere with lenses in it. The Recon drone began to float and flew off.

"we don't have long before they start moving in." Rayne said with his visor down.

"Alright. what do we have?" lamar asked. Quickly the three soldiers laid out there equipment in front of them.

"ok. one Morita 50. carbine, one predator bow, one scavenged CELL typhoon with two magazines, one Magi Rifle with four mag-charges, one modified Morita marksman with three clips of enchanted ammunition, four modified Hammer-2 pistols with eight clips of enchanted ammunition each, two regular Hammer-2 pistols with two clips each, three fragmentation grenades so thats one each, Lynns wrist harpoon and communications equipment, Raynes macro visor and wrist mounted thermal knife, and Two CELL siege bikes." Lamar listed off.

"Its not a lot."Rayne cautioned.

"Ya and i only have four Gauss shots left." Lynn added.

"Well make them count sergeant major." Lamar said picking up his rifle.

"What about the armor?" Rayne asked as he holstered his two pistols.

"we take it together." Lynn said as he too holstered his pistols.

"What is the ETA for our reinforcements?"

"40 minutes. Advanced Recon should arrive in 35." Lynn answered

"Ok the two of you hold this position until reinforcements arrive. It has almost no long sight lines protecting you from conventional Snipers." Lamar said with a smirk under his mask.

"Where will you be?" Rayne asked checking the charge on his Magi rifle.

"Around." Lamar said before leaping off his Kama flapping as he reached the crest of his leap and began to fall.

"This is where the fun begins." Rayne said.

"Hell ya. lets do some damage." And with that the two elite soldiers, velvet and angel turned in the direction of the enemy.

Enter the Wardens

There was only a few hours before dark as the S-CELL ships began to land.

"MOVE,MOVE,MOVE!"

"Rights Clear!"

"Clear LEFT"

"CLEAT FRONT!"

"Battalion MOVE OUT!"

"Good GET THAT ARMOR MOVING!"

the S-CELL company began moving into the town as the armor began to move as well. The S-CELL troops advanced for 30 mins and hadn't seen anything.

"Looks like the Blackwatch team put up a good fight." the leader of the S-CELL company said.

"You can say that again. they took out our whole advanced team."

"those guys were expendable anyway. Fire teams report."

"Saphron sector clear, Emerald sector clear, jade sector clear, crimson sector clear." the other S-CELL teams reported from around the town.

"Hazel what is your status?"

"This is Cal we have spotted something and are moving to investigate." The leader of Hazel section said.

cra-cra-cra-rcr-arc-rak

"Hazel report!"

"WE HAVE BEEN ENGAGED!...MOVE THE TANK UP!" Hazel leader reported before ordering someone on his line.

BOOOOM!

"MACKELROY GET THAT AST WORK-uugh." From inside the command APC the LT colonel of the S-CELL troops watched LT Makelroy the leader of Hazel section flat line.

"SIR! Blackwatch RECON DRONES!" the comms officer yelled.

"Perfect. Bring in our sections. and prepare to move on there location." He ordered

"Sir Priority one call from Command."

"Patch it threw." the LT colonel ordered

the Comms officer complied and the holopad in the APC flared to life and there standing in the red hologram was the image of Dark Sword.

"Report."

"Blackwatch has fallen into the trap sir."

"Typical. Ever since they lost there leader they have become to predictable, not to mention demoralized. You are to continue the operation and advance on the desert. We will find their stronghold and destroy it. Once they have there forces prepared i want you to deploy our special gift for our Blackwatch compatriots."

"With plesure sir." The LT colonel responded.

"Cary on Lt colonel Thorn." Dark sword said

"Yes sir, the loyalists will fall." Thorn responded with a salute before the connection cut off. the Lt colonel then turned around clasping his hands behind his back as he did so, he then studied the tactical map waiting for the perfect time to strike.

=====================================================================

Starnes had taken Lead of Blackwatch since Lamars disappearance and had since been forced to begin conscripting many of the Refuges from the Canterlot pull out. In those three months he had been able to train a fresh batch of Blackwatch troopers. Now sitting across form him in the hold of a Rayzorback drop ship on the way to Bright Side, were Princess Celestia now dressed in her newly requisitioned armor that resembled a mix of her old armor but with blackwatch padding and Kevlar. Her sister sat acros from her dressed in eventually the same armor but while celestias armor was mainly white and gold with her rapier at her side. Lunas new armor was more reminiscent of its Blackwatch origins consisting of deep Blues and blacks.

Beside them were Nymph and three prospects for zulu team. Nymph in the three months had really stepped into her role as a Changeling princess and liaison to blackwatch. She had never relay gotten over her late husbands supposed death and to most she hid it well but to the ones who knew her it was obvious. She now had a distant look in her eyes and they would be woken up from her screaming in the knight from her nightmares. The changeling princess now wore very form fitting organic looking changeling amor with pink highlights over the skin tight under suit of the Redline armor.

And the reason there was a prospect for Zulu team is because In a skirmish with S-CELL Lewis was seriously wounded and was forced to resign himself to training New Nano-suit soldiers, and Cass's wounds had been too serious and she like Lewis had been forced to teach other medics. So now Zuluteam was down to only Starnes until Lamar could be found.

Siting next to Nymph and the Prospect was the Redline commando Dawn and her new partner who's call-sign was Fury. The two Redlines would have made talent additions to team but Starnes new that the two mares just lacked the flair or flavor to be in Zulu team. And last while not in the rayzorback were Brother paladin Valencio, and Brother Librarian Lachlan. The two mighty Raptoral knights flew in there equally imposing Grey Storm drop ships in perfect formation with the Rayzorback, there cargo five Greyknights each, inside the Grey Storm's the two squads of knights went about there pre battle rituals. While beside them a few of the royal princess's own knights dressed in there enchanted armor prepared there weapons silently.

"sir first images from the Recon drones are coming threw. Looks like Deathwing is giving them hell." a Blackwatch Pilot yelled into the hold.

"Show me." Starnes ordered. The other nine looked up from what they were doing to see.

The image showed two Redline commandos standing on the burning husk of what used to be a tank firing there Magic based weapons at two dying S-CELL troopers before jumping off and flying to cover with there Magpacs. They then watched two EXO equipped S-CELL troopers jump onto their cover while they were reloading. And just as they expected the worst two large brawler like things leaped onto them. One held it down and bit the troopers head off while its head tentacles flailed before throwing the body off camera. The other was much more gracefull but just as deadly as it pinned the CELL trooper and used its six tentacles to tear the body apart before the two's ears shot up and they leaped out of the cameras view.

"PILOT! Get us down there! Form a defensive ring until every one is landed.!" Starnes yelled over the violent din of combat coming from outside.

"YES S'A!" the pilots south African ascent came from the cockpit.

====================================================================

Things were getting bad for Lynn and Rayne as there ammunition began to dwindle. Lynn had already been forced to sling his rifle and use his pistols. He ducked back down behind a section of wall to avoid a volley of bullets, while Rayne burst from cover and let lose a torrent of green lasers from his Magi rifle. Three of the shots found there mark and there victims were dead from scorched holes in there chests before they hit the ground. Rayne then rolled to avoid a grenade and came to a crouch behind the same section of rubble as his partner.

"Cover!" Lynn then knelt down holstering his pistols. Rayne immediately leaned around and over his partner and began to fire on the S-CELL troopers to provide covering fire. Lynn extended his right arm and fired the grappling harpoon at a large statue above the squad of S-CELL troopers they were currently fighting. He was elated when the enchanted cable went taught, meaning the harpoon itself had indeed hit its target and had drilled itself into the stone.

"PULL!" He yelled as he stood taking hold of the rope as he disconnected it from his wrist while another harpoon took its place. With out a second thought Rayne ceased his suppression fire stood and grabbed the cable, and with a great PULL Statue came crashing down on the squad killing two and leaving the remaining three disoriented and dazed in a cloud of smoke.

Lynn redrew his pistols snapped in new magazines and the two wordlessly bound around the corner. Flashes of green light spelled doom for one of the dazed S-CELL troopers immediately as a bolt of raw magic blew his head to pieces. The other two were coming around know but not in time to be prepared for a sprinting dropkick from Lynn and a shoulder check from Rayne. The two were sent sprawling to the ground and were immediately and remorselessly gunned down.

'woooosh **BOOM'**

The spun to avoid an incoming rocket the resulting explosion showered them in derbies that was stopped by there armor and there kamas protected there legs from lethal shrapnel. The two looked at one another they might not have been able to see each others faces but from the body language one could tell the other had a plan. But that plan never came to fruition as the entire street the enemy rocket team was blown to pieces from a pare of missiles from over head.

"AAAGH!" the two were so engrossed by the fact that there reinforcements had arrived early for once that they had failed to notice a lone S-CELL trooper charging them with his combat knife drawn. Lynn raised one of his pistols ready to put a round into this idiots eye before a large grey armored form landed on the S-CELL trooper crushing his legs. His screams of pain were quickly silenced as the Grey knight looked down grabbed the troopers back in his massive hand and almost casually tore the poor fuck in two with a single sicking squelching tear. The Knight then raised its arm mounted Vulcan and tore the still twitching upper half to pieces in a single short volly. The knight then nodded to the eight drop ships and they began to land in a rough semicircle formation around the Large clearing. The first to exit there drop ships were two squads of Greyknights there once pristine armor showing singes the results of 4 months of intense battle.

After them out of the same Grey Storm dropships were two squads each of Lunar and Celestial knights. These mares while slow to grasp the combat mannerisms of quote on quote modern warfare at first. Could on now be passed off as competent to some third world country, but were not quite up to Blackwatch standards.

Then two groups to disembark were four teams of blackwatch troopers equipped with EXO's AST's and one Jacket Team. Lynn and Rayne shook there heads solemnly these were shinnies, noobs three of these teams had probably just graduated form the academy and more than likely never even seen combat outside of the scenarios at BlackMasa. The other team though were veterans Rayne and Lynn could remember them from the formation of blackwatch, they had talked about a year ago and apparently had all fought on earth in the back in the CEPH wars this was Echo squad, there jacket team had been at the battle of canterlot.

The Last two to disembark were, first from a jet black rayzerback was a whole team of twelve Redline Commandos. There armor like Lynn and Rayne's own armor was the same in design but differed based on the user thus giving the Commando team an all around ragtag look. There weaponry however spoke voleumes and these commandos like all commandos weren't to be taken lightly.

"Are you two alright?" One of the Commandos called out this one had a red cros on his chest piece.

"Ya were fine. just need ammo man." Lynn responded

"We thought you might." the Leader of the Redline team said before throwing a duffle bags on the ground before them. The last to exit were the leaders Starnes and the temps for Zulu team, Luna, Celestia, and Nymph. Finally the Remaining two V-TOLS Gunships lowered themselves there cargo swaying as they did so, and once said cargo was inches from the ground they cut the cables dropping them unceremoniously to the ground. The two Rooks main battle tanks slammed down with a loud crash.

========================================================================

"Sir the enemy has prepared them selves just like General Dark sword said." the comms officer said

"Typical. are all sections in position?"

"Yes sir."

"And those tanks?"

"one is moving out to scout the way now." Thorn moved one hand our from behind his back to stroke one of the protrusions coming from his helmet as he thought to himself.

"Beta team destroy that tank, and those gunships on my mark. Wardens prepare to move!" Thorn ordered.

"HO!" came the guttural response from the cabin of the command APC.

==========================================================

On the outside the First Rooks began moving out to scout the way as the cacophony of soldiers and Royals set up a defensive position. Celestia was about to order her knights before the two gunships circling around were smacked streaks of brilliant blue white. The first Gunship hit was destroyed instantly prompting celestia to raise a shield to defend the large group from the falling wreckage. The second gunship had somewhat managed to dodge the blast but its right wing had been struck causing it to spiral out of control and slam into the scouting tank just in time for the group to watch a rocket strike the armored vehicle. The two machines of war went up in a massive fire ball that forced Luna to add her own magic to reinforce the shield her sister had already raised to reinforce it. A pair of Redlines who had been tasked as the tanks escort dove to the forward to avoid the explosion.

Inside the shield the group took up positions and set up fields of fire on the only way the enemy could advance down the main street of the town. There flanks covered by the Horseshoe formation of now Grounded V-TOL Dropships.

"Stedy!" Starnes yelled as he rested his Sniper rifle on the crux of a piece of rubble. The air around him buzzed with dread and he heard the mechanical whine of there now only Rooks main battle tank swivel its turret. The air was silent aside from the silent clicks of helmet comms as the company of equestrian defenders redied themselves. But what happened next none of them were ready for, with an earth shattering boom the burning hulk of what used to be a main battle tank exploded from the inside. It was then that they heard the screams of one of the redline commandos who had been up there.

The source of her screams were given light as in the early glow of the smoke a large figure thrust down with something silencing the screams. The figure was shrouded in smoke so they weren't able to see it clearly not even those like starnes who had special optics could pierce the oily black smoke. What they then saw shocked them all to their very bones as the massive visibly moved to face them as a pare of ghostly green eyes flashed to life in the smoke.

The smoke began to warp and bend around a figure as more eyes flashed to behind the first. The first thing to emerge from the smoke was a boot but not any boot a large boot a large armored boot belonging to an equally large body that followed behind and a helmet with those glowing eyes that they all knew so much. But the eyes they knew didn't glow green they glowed blue and the helmet didn't resemble the angular design instead its front had two thick short tusks resembling an elephant. Its armor wasn't Grey ether instead it was a deep bone white and silver with large hexagons embedded in it. The thing held in its large hand a Redline commando no doubt the mare who had been killed's partner. The stallion was struggling, grabbing and kicking at the hand that clutched is head. The thing held the stallion up for them to see before speaking in a deep guttural voice.

"Loyalist SCUM." the voice began speeking to them all.

"Your capital has fallen, and your cities Burn. Your people are dying, your armys are unorganized and demoralized as they fight under the command of a Mercenary. Your Blackwatch continues to loose ground to the unyielding power of Sickle CELL. While we the chosen continue to grow stronger. Your leader your, Prince lies Dead at the bottom of a gorge. While our master sits in the Solar princesses thrown as the most powerful being on the planet. Under him all are equal and males have taken our rightful place in society. This is your only chance, surrender now and find mercy at the hands of Lord Dark swords finest, the ones Raptor abandoned at canterlot..." The behemoth bellows.

"How dare you Traitor! You took an oath to defend the Prince until your death! Now you break that oath and attack your own soil. We of Lord Raptors Finest the Grey Knights will never surrender to your Filth." Brother paladin Valencio bellowed voicing the opinions of the assembled defenders. And almost to hammer his point home the commando reached down drew his pistol and fired a round point blank into the head of the monster

"Then you will die. At the hands of The Forsaken Knights, We The Wardens and I Lt Colonel Thorn shall be our end." the Warden said as he closed his hand crushing the Commandos head casualty. He dropped the decapitated corpse and drew his Orion Close combat weapon. As he raised it high into the air, the Grey knight dog Lachlan Bellowed for him to feal the power of chaos as a blueish purple lightning bolt streaked towards him. Only to be meet half way by a bolt of red lightning from behind him. The Defenders watched a warden dressed in armor similar to Lachlan step out from the smoke and bellow for the librarian to fear the power of the Ceph hive mind.

"WE ARE VENGEANCE INCARNATE! FOR LORD DARK SWORD!" A group of nine Orion super soldiers dressed in similar armor to there leader charged forward out of the smoke to kill these fools who wouldn't accept the truth.

"WE ARE ORDER ARE MANIFEST! FOR PRINCE RAPTOR!" Nine Grey knights charged forward from the moderate cover and towards the ten Wardens while ones eyes glowed and he simply walked toward them. These traitors would die for breaking there oath to the prince.

As the two groups of titans neared each other normal S-CELL troops began firing on the Defenders prompting them to being firing back. As the first Knights and Wardens engaged each other, and the sun finally fell and darkness took them all the second major battle for equestrias future had begun.