My Little Gunray?

by General Grievous Hero

Rating: everyone
Tags: Crossover, Twilight Sparkle, Main 6, Comedy, Rarity, Other, Romance, Adventure, Pinkie Pie, Science Fiction, Random
Length: 11009

When Nute Gunray, Viceroy of the Trade Federation, arrives in Equestria to talk peace, he ends up fighting against a fearsome army of dragons--and in between that, is confused by Rarity's strange behavior towards him.

Viceroy Nute Gunray and Settlement Officer Rune Haako arrived at Equestria to put it under Separatist control before the Republic can so they won't fall into the Republic's New Order. A powerful returning villain attempts to take over Equestria, forcing the heroic Viceroy and his pony allies to fight. And in between all of this, Rarity and Gunray's unlikely friendship may bloom into something more...

Published 2015-07-03 19:00:01 UTC
Last updated 2015-08-08 00:40:24 UTC

2-The Return of the Red Dragon

The C-9979s were still landed at Equestria as it was late at night. The ponies went home as Fluttershy boarded OOM-9's C-9979.

I have to stay somewhere else, she thought. I don't want to be near Rainbow Dash ever again,

Fluttershy went inside the C-9979 and went into the Bridge. A T-series tactical droid that had the colors of TV-94 was in there as Driver Battle Droids (B1 Battle Droids that have no weapons and drive cruisers and landing crafts) were manning the controls.

"Um...excuse me?" Fluttershy asked the T-series tactical droid.

"Yes?" he responded.

"Can you take me far away to that mountain?" Fluttershy asked the T-series as she pointed at the mountain the Mane 6 went to find that red dragon.

"It is late. Why are you in here?"

"My friends don't care about me and I need to stay somewhere else, away from..."

Fluttershy paused.

"What is it?" the T-series tactical droid asked.

Fluttershy saw something pass the Bridge of OOM-9's C-9979. It was the RED DRAGON she dealt with before.

"Oh my, it's that red dragon that I dealt with before!" Fluttershy screamed.

The T-series tactical droid looked at Fluttershy. "Go get your friends and the Viceroy. I'll hold off the red dragon as long as I can!" he commanded.

"But my friends don't care!" she yelled.

"GO! You may need them!"

Then Fluttershy left to get her friends as OOM-9's C-9979's turret-mounted cannons fired up at the red dragon. The red dragon tried to attack the C-9979, but he couldn't and had to wait for another pass.

At Carousel Boutique, Gunray was in the Boutique sleeping on the couch while Haako slept on an extra bed Rarity had. Fluttershy and the rest of the Mane 6 busted into the boutique which woke up Gunray, Haako and Rarity.

"What is it now?" Haako groaned as he started getting up from the extra bed.

"A dragon has attacked OOM-9's C-9979!" Twilight exclaimed.

"Yes! My C-9979 Landing Craft!" OOM-9 said very angry.

"We have to stop that dragon before he destroys OOM-9's C-7797!" Pinkie warned the Mane 6.

"Uh, Pinkie, it's actually C-9979 not C-7797," OOM-9 corrected.

"OHHHHH! Sorry about that!"

Rarity got up from her bed hearing all of the talking and yelling. She saw the Mane 6 and OOM-9 here.

"What-what are you guys doing here?" she asked the Mane 6.

"Remember that dragon we had to get rid that was causing all of that here black smoke?" Applejack asked Rarity. "Well, he's here trying to attack us."

"OH MY!" Rarity yelled.

"I told you this world was dangerous!" Haako stated to Gunray.

Gunray faced Haako. "Rune, there are good things and bad things about every planet. Ask me how I know that! I had to travel to different worlds to talk to other kings and queens to get protected from the Republic!" he yelled at Haako.

"Someone's going to have to stay and watch Sweetie Belle," Rarity told everyone.

"Settlement Officer Rune Haako will stay here!" Gunray commanded.

"WHAT?!" Haako yelled.

"Since you don't like violence that much you'll stay," Gunray said simply.

"Can I stay too?" Fluttershy asked quickly.

"No way, Fluttershy!" Rainbow Dash yelled. "You have a lot of explaining to do since you were on OOM-9's C-9979 late at night!"

"Okay. I'll go," Fluttershy said sadly.

Then the Mane 6, Gunray, and OOM-9 walked out Carousel Boutique to fight the red dragon.

Armored Assault Tanks fired at the red dragon but their heavy laser cannons did little to stop the dragon. The dragon grabbed an AAT and threw it into another AAT, which made the tanks blow up. Hailfire-class droid tanks prepared the missile launchers just as the Mane 6, Gunray, and OOM-9.

"That's the red dragon alright!" Applejack stated.

"I don't want to do this!" Fluttershy yelled.

Twilight flew over to Nute Gunray. "Your tanks aren't working against the dragon!" she said.

"We need something," he said.

Twilight tried blasting a big beam of magic at the red dragon and the red dragon stopped. Then he tried to attack Twilight.

"Come on, Fluttershy!" Rainbow commanded. "We're taking him out from above!"

Rainbow Dash flew up into sky as Fluttershy reluctantly followed her. Then one of the C-9979s opened it's hatch and 20 Hyena-class bombers escorted by 14 Vulture Droids launched from the craft and merged up with RD. Rainbow Dash was surprised to see the droid starfighters following her.

Wow, Rainbow thought. These droid fighters like me.

Then Rainbow and Fluttershy bombarded the red dragon with the Hyena-class bomber's proton bombs.

"WHAT! THE YELLOW ONE'S AGAINST ME?!" the red dragon yelled.

Rarity tried to run towards an AAT to hide from the dragon, but the red dragon destroyed the Armored Assault Tank. Twilight looked at Rarity as 4 more AATs came out of OOM-9's C-9979 Landing Craft.

"Rarity, use you magic to tame the dragon!" Twilight yelled.

Rarity nodded her head and used her magic to tame the dragon. But it still didn't work.

"You stupid little ponies!" the dragon yelled.

Then Rainbow Dash and Fluttershy bombarded the dragon again. This time, the dragon grabbed one of the Hyena-class bombers and threw it into an AAT.

"Rainbow, we're losing droid starfighters!" Fluttershy warned.

"I know! I know!" Rainbow yelled.

Twilight and Rarity ran over to Gunray.

"Dear Viceroy, do you have thing else that can tame the dragon?" Rarity asked politely.

Gunray thought. Then he knew what could.

"We must contact the Profiteer! It is the only way we can get OG-9s," he said.

Twilight and Rarity looked confused.

"OG-9s?" they both asked.

"Yes. They are droid tanks that have a big laser beam equipped to them," Gunray explained.

Pinkie and OOM-9 walked up to Gunray, Twilight, and Rarity.

"We'll contact the Profiteer!" Pinkie said happily. "Come on OOM-9!"

"Roger, roger!"

Then the OOM Commander and the happy Earth pony went into OOM-9's C-9979.

When they arrived in the Bridge, the T-series and the Driver Battle Droids were still firing at the red dragon. A Driver Battle Droid turned and saw Pinkie and his Commanding Officer.

"Sir, we've tried firing at the dragon and sending out more Armored Assault Tanks but nothing's slowing that dragon down!" the Driver Battle Droid reported as OOM-9 and Pinkie walked up to the T-series tactical droid.

"I await your command," the T-series droid said.

"You mean our command, tactical droid!" OOM-9 corrected him as he introduced the Bridge Crew to Pinkie Pie. "This is Pinkie Pie, and she is part of Separatist Droid Army."

"Hi!" Pinkie waved to the T-series.

"Hello," he responded.

"Now, we have to contact the Profiteer to send a landing craft with OG-9 Homing Spider Droids!" OOM-9 commanded.

"Yeah, and we need them now!" Pinkie yelled.

"By your command. The probability of the dragon's defeat is 10,003 to 1."

Then Pinkie walked over to the comlink controls. It was manned by a Driver Battle Droid.

"Hey, can I get on the comlink?" Pinkie asked the Driver Droid.

"Uh..." the Driver Droid started.

"Just let her on!" OOM-9 commanded. "She's got this!"

Then Pinkie sat in the Driver Battle Droid's seat. She then got on the comlink.

"OOM-9's C-9979 to Lucrehulk-class battleship Profiteer. This is Earth pony Pinkie Pie speaking!" Pinkie spoke into the comlink.

In Equestrian Space, 3 Vulture Droids passed the Bridge of the Profiteer. Inside the Bridge of the Profiteer, T-series tactical droid TA-1313 commanded the Bridge.

"Sir, we have an incoming transmission!" one of the OOM Pilot Droids said.

"Is it comlink or hologram?" TA-1313 asked the OOM Pilot.

"Comlink,"

"Put it through!" the T-series droid commanded.

Then Pinkie Pie came on the comlink.

"OOM-9's C-9979 to Lucrehulk-class battleship Profiteer. This is Earth pony Pinkie Pie speaking!" Pinkie repeated.

"This is T-series tactical droid TA-1313. Are you part of the Separatist Alliance?!" TA-1313 asked.

"Yes. We joined. I was wondering if you have any OG-9 Homing Spider Droids?" Pinkie asked.

"Hold on. I send a droid squadron to check," TA-1313 told Pinkie.

Then TA-1313 stopped talking to Pinkie and looked at his OOM Pilot Droids.

"Send OWO-1 down to the main hangar and see if we have any OG-9s!" he commanded his OOM Pilot underlings.

"Roger, roger!"

Back at Ponyville, B2-HA series super battle droids fired their warheads at the dragon. It still didn't do anything.

"We need bigger firepower!" one the B2-HA super battle droids stated.

"Next time, we should bring Huck!" another B2-HA said.

"You mean, that blue dog that always tries to get a job and it never works?!"

"Yeah! He's cool! I'm, part of his battle droid squadron!" the first B2-HA said.

"You're what?!" the second B2-HA asked as he fired another warhead.

"Never mind! I'll tell you if we survive this fight!"

Twilight and Rarity tried using their magic on the red dragon to tame it again, but it only worked for a little bit.

"Where are those OG-9s?!" Rarity asked Gunray.

Then the dragon tried to attack Rarity. His claws reached over her head as he tried to scratch Rarity.

"They should be-RARITY! LOOK OUT!" Gunray yelled.

Rarity turned and saw the dragon getting ready to scratch her but Gunray pushed Rarity out of the way and got scratched in the face. Gunray fell to the ground. Rarity was shocked.

"GUNRAY!" she yelled as Fluttershy saw what happened.

"Rainbow, the Viceroy's hurt!" Fluttershy yelled as she pointed at Gunray.

"WHAT?!" Rainbow yelled. "Okay, that's it! Fluttershy, lead the Hyena Bombers and Vulture Droids to attack the dragon!"

"WHAT?! ME?! I can't lead an entire droid starfighter squadron by myself!" Fluttershy screamed.

"Well you're going to have to! I'm taking out that dragon!"

Rainbow flew towards the red dragon and kicked his chin.

"You stupid pony!" the red dragon yelled. "You were the one that made me mad before!"

"Of course!" Rainbow responded. "You caused this mess!"

"You're going to pay!" the red dragon yelled as he tried to scratch Rainbow.

Applejack ran over to the dragon's leg with B2 Super Battle Droid escorts.

"Take this, you stupid dragon!" Applejack said as she kicked the dragon's leg with her back hooves.

The B2 Super Battle Droids shot their wrist blasters at the dragon's leg. The red dragon then tried kick Applejack and the B2s.

"Come on y'all! He's trying to kick us!" Applejack warned the B2 SBDs.

"Right away, Applejack!" replied one of the B2 Super Battle Droids.

Applejack and the B2 Super Battle Droids ran just in time as the dragon kicked nothing. Fluttershy and Hyena Bombers headed to the dragon's head again.

"Focus on the dragon's head!" Fluttershy commanded.

The Hyena-class bombers screamed like hyenas and then shot several concussion missiles at the dragon's head. The dragon was still not hurt.

"I'm thinking we should really start using those discord missiles!" Fluttershy told the Vulture Droids.

Then Discord popped out of no where and was right next to Fluttershy.

"You called me, Fluttershy?" Discord asked.

"No, Discord!" Fluttershy said firmly. "I was talking about discord buzz droid missiles! The missiles on Vulture-class droid starfighters?"

"Oh! That kind of "discord". I'll see later for dessert," Discord said.

"Wait, DISCORD?!" Fluttershy yelled.

Then Discord snapped back to Fluttershy's Cottage. A Vulture Droid flew by Fluttershy and told her this in droid speaking: "Who was that?"

"One of my friends!" Fluttershy told the Vulture Droid.

Twilight and Rarity stood there by a wounded Gunray.

"Oh-no! This is all my fault!" Rarity cried.

"It's not your fault, Rarity," Twilight explained. "The dragon was going to hurt you, but Gunray just got in the way to protect you!"

The red dragon looked at the wounded Gunray.

"HAHAAHAHAH!" the dragon laughed. "Poor Viceroy! You'll never win!"

Twilight and Rarity were angry. They walked up to the rest of the Separatist Droid Army. The Hailfire-class droid tanks and AATs formed together as the B2-HA series super battle droids, B2 Super Battle Droids, and Applejack stood all together with Twilight and Rarity. Fluttershy, Rainbow Dash, and the droid fighters floated over the Separatist Droid Army.

"You don't hurt the Viceroy!" one of the B2-HA series super battle droids yelled.

"Yes! You don't hurt my FRIENDS!" Fluttershy yelled.

"HAHAAHAH!" the dragon laughed evilly. "The entire army's together. How sweet. Try and face me, ponies and battle droids!"

"Bring it!" Twilight yelled as the ponies charged.

Fluttershy and Rainbow Dash led the droid starfighters to the red dragon's head,. Twilight, Applejack, and Rarity charged with the battle droids, AATs, and Hailfires.

Inside the Profiteer's hangar bay, there was no OG-9 Homing Spider Droids. OWO-1 and his OOM Security Battle Droids only saw Armored Assault Tanks, Multi-Troop Transports, and STAPs.

"I don't see any OG-9s!" one of the OOM Securities said. "Sir, should we contact the Bridge?"

"Yes," OWO-1 commanded.

Inside the Bridge of the Profiteer, TA-1313 was still commanding the Bridge. Then the same OOM Pilot Droid from earlier looked at him.

"Sir, we have an incoming transmission from OWO-1!" the Pilot Battle Droid told TA-1313.

"Put him through!" the T-series commanded.

Then OWO-1 came on the comlink.

"Sir, we don't have any OG-9 Homing Spider Droids!" OWO-1 said.

"We shall send a carrier/destroyer to bring some!" he commanded.

Then he got off of the comlink with OWO-1 and came back on the comlink with Pinkie.

"Pinkie Pie? Are you still there?" TA-1313 asked in the comlink.

Inside OOM-9's C-9979's Bridge, Pinkie heard TA-1313 on the comlink.

"Hey look! TA-1313 is contacted me again!" Pinkie said.

"Alright," OOM-9 said worriedly.

"YEEESSSS, TA-1313?!" Pinkie asked.

"This ship isn't carrying OG-9s, but we are sending another cruiser to drop some off," TA-1313 told everyone. "Remain calm."

"Okey dokey lokey!" Pinkie chirped. "Bye!"

Pinkie got off of the comlink and then faced OOM-9.

"That cruiser might take a while!" OOM-9 stated. "We need to hold off the dragon until the cruiser with the OG-9s arrives!"

"What should we do?" one of the Driver Battle Droids asked.

"Hmm..."

An AAT blew up. Several of B2 Super Battle Droids focused their fire on the dragon's leg.

"HAHAAHAHAHAH!" the dragon laughed.

"We need those OG-9s!" Twilight yelled.

"I know!" Rarity yelled back.

Rainbow Dash and Fluttershy flew over the dragon's head with the droid fighters and they let the Hyena-class bombers bomb the head of the dragon.

"Take that! HAHAHAHA!" Rainbow laughed.

Out of hyperspace, a Providence-class carrier/destroyer full of 280 OG-9s came and boosted into Equestria's atmosphere. Inside the Bridge of the Providence-class, an OOM Commander Battle Droid commanded it while Driver Battle Droids manned it.

"Prepare the Homing Spider Droids!" the OOM Commander commanded the Driver Battle Droid next to him on the left.

"Roger, roger!"

Back at the battle, Twilight saw the Providence-class carrier/destroyer arrive over them.

"Is that the ship that's carrying the OG-9s?!" Twilight asked one of the B2-HA series super battle droids.

"Yes. That's a Providence-class carrier/destroyer!" the B2-HA explained.

Then the hangar doors of the carrier/destroyer opened and 8 OG-9 Homing Spider Droids fell down and landed on the ground.

"Yes, we got the OG-9s!" Rarity said happily.

Then the OG-9s fired their laser beams at the dragon and started taming him.

"AHHH!!" the dragon cried. "I'm out of here!"

Twilight and the droids cheered.

"Yes! It's working!" Twilight yelled.

The dragon flew up in the air as the OG-9s had their laser beam cannons locked on the red dragon.

"I'll see you ponies next time! For the main event!" the dragon cried as he flew away.

The Mane 6 cheered as well as the OG-9s jumped around in circles. Gunray got back up.

"Is everyone okay?" he asked.

Rarity ran over to Gunray and gave him a hug. "Yes. We're all okay!" she said.

The rest of the Mane 6 hugged Gunray.

"Thank you. Thank you all!" Gunray thanked everyone.

"Someone has to follow that dragon!" Fluttershy yelled. "He can't get away!"

Then the Providence-class carrier/destroyer launched a recon droid to follow the dragon. OOM-9 and Pinkie came out of OOM-9's C-9979.

"That's already taken care of!" OOM-9 explained. "I told the carrier/destroyer to launch a recon droid to spy on him!"

Twilight was confused about the battle."I'm still confused. Why did he leave after the OG-9s and say wait for the main event?!" she asked Gunray.

"I have no idea! We'll find out after the recon droid comes back," Gunray replied.

3-New Enemies, New Friends

The next morning, OOM-9 woke up. He saw Pinkie Pie sleeping. He then tiptoed out of the bed, but Pinkie Pie heard the OOM Commander.

"OOM-9, where are you going?" Pinkie asked.

OOM-9 turned around in shock. "I thought you were sleeping still," he responded.

"Well I was sleeping, but then you got up from the bed," Pinkie told the OOM Commander.

"Let me go ask the Cakes when breakfast is going to be ready," OOM-9 said as he started to walk downstairs.

The OOM Commander Battle Droid walked downstairs as Pinkie Pie jumped out of the bed and followed him. When OOM-9 went downstairs, he saw a note on the front table. He grabbed the note.

Dear OOM-9 and Pinkie Pie, we have gone shopping and we'll be back later. Be good!
-Mr. and Mrs. Cake

"Oh, well that's great!" the OOM Commander yelled.

Pinkie came down and saw the OOM Commander. "What's so great?" she asked.

"The Cakes left us here by ourselves!" he told Pinkie.

"That's fine! I'll go over to Rarity's to get some food for me, while I get food for you at the C-9979s," she said.

"Roger, roger," OOM-9 responded.

After he said that, Pinkie was gone in a flash.

Gunray was walking down the road with Rarity back to Carousel Boutique.

"Um...Viceroy..." Rarity started.

Gunray looked down at Rarity. "Yes, Rarity?" he asked.

"Do you want...to, uh...hang out later?"

Gunray looked at Rarity confused.

"Hang out?" he asked. "What does that mean?"

"Well...I....um..." she started.

Then Pinkie Pie ran up to the Neimoidian and the unicorn.

"Hi, Rarity! Hi, Viceroy!" Pinkie chirped.

As they were walking, there was a big mud pile ahead of them.

"Hey Viceroy, want to have some fun?!" Pinkie asked the Viceroy of the Trade Federation.

"Ummm, what kind of fun?" he asked.

Then Pinkie ran in front of the mud pile and jumped into it. The mud went all over Gunray while Rarity only had a little bit on her. Gunray looked at his clothes.

"Umm, thank you, Pinkie Pie," Gunray said worried.

"You're welcome!" Pinkie chirped as she walked away.

Rarity looked at Gunray's clothes. "Oh my! Gunray, your outfit!" she screamed.

"Rarity, it's no big deal" Gunray told her.

"Yes it is!" Rarity yelled as she used her magic to drag Gunray with her.

"Where are you taking me?!" Gunray asked.

"To Carousel Boutique of course! You need to be cleaned!"

This will be fun, Gunray thought.

When they got to Carousel Boutique, Gunray took a bath and Rarity scrubbed him. Since Gunray didn't take a bath since the Cad Bane episode, Rarity scrubbed his back really good to the point where Gunray's back was shiny. She did several outfits for the Neimoidian while he finished scrubbing himself. Rarity put her latest outfit on Gunray as he got out of the tub with a towel.

"How does it, look?" she asked.

"Umm, it looks fine. But Miss Rarity, I must go back to the C-9979 to-" Gunray started.

"But Viceroy, I have several more outfits for you to try on!" she cried.

Gunray groaned. He stood there for hours while she'd taken measurements, adjusted the outfits and then started completely new ones whenever a bolt of inspiration hit. After a while, Gunray had finally cracked. He couldn't take it any more and saw the window. He wanted to jump out, but Rarity was standing right there. After 5 hours, Gunray almost passed out. Rarity walked over with the last outfit.

"Here you go, Viceroy! Try it on!" she said.

Gunray looked at the outfit. It was a new gold Neimoidian outfit and he had a new hat that looked like his old one but it had gemstones on it. To the Neimoidian's surprise, it fit him perfectly. Looking at himself in the mirror, he couldn't help the smile that showed on his face. "This...this is actually very nice, Miss Rarity. Thank you."

"See?" Rarity said. "You don't have to be scared of me."

"Also, can I have some of your gemstones?" he asked politely.

Rarity looked at Gunray. She blushed. She never thought Gunray would like her Neimoidian outfit.

"Right away!" she said. "Also, take a look at your blaster rifle."

Gunray looked at his E-5 Blaster rifle. He saw it was covered in gemstones and painted gold. She had written the words 'Viceroy Gunray' on the side of the E-5. Gunray thought of Rarity.

Wow! he thought. She actually cares for me. I love this E-5 Blaster rifle! It looks...so...me?

Rarity came back with the gemstones.

"Here's five gemstones," she said as she handed them the Gunray.

Gunray smiled at Rarity and she smiled back.

"Rarity, about that hangout, do you still want to go out as friends?"

Rarity looked at the ground. She loved Gunray in the other way, but Gunray only wanted to be friends. Before Rarity could answer, they heard screaming upstairs.

"That sounds like Rune!" Gunray stated.

"We have to help him!" Rarity yelled.

The Neimoidian and the unicorn ran upstairs to Sweetie Belle's room.

At the Dragon's Volcano, the recon droid spied on them. The red dragon told everydragon the plan.

"We will take over Equestria by force! The time has come!"

All of the dragons roared and stomped their feet.

"We leave now to destroy this new menace that is aiding our enemies! To battle!" the red dragon commanded.

Then all of the dragons flew out of the Dragon Volcano and headed towards Ponyville. The recon droid sent the information to OOM-9.

"I'm BAAAACCCCK!" Pinkie yelled as she entered Sugarcube Corner.

OOM-9 looked at her.

"Hi, Pinkie," he said.

Pinkie walked over to OOM-9 with a plate of 3 oil pancakes. He sat down in one of the chairs.

"Rarity gave some pancakes but the line for the C-9979s was packed!" she explained as she poured oil syrup on the oil pancakes. "I mean, several battle droids were trying to get some breakfast before it was too late."

"Yeah. That's how it always is. It's battle droid morning rush hour," the OOM Commander replied.

Pinkie put OOM-9's plate of oil pancakes down as the OOM Commander started to eat. Pinkie got her pancakes and started to eat next to the OOM Commander Battle Droid.

"OOM-9?" Pinkie asked as she cut the pancake with her knife and fork.

OOM-9 turned and faced Pinkie.

"Yes?" the OOM Commander gobbled his food.

"Do you think I'm weird?" Pinkie asked.

"Well, I'm starting to get used to your personality. I think it's cute. You're cool, Pinkie Pie, and we can be best friends!"

Pinkie's eyes grew. She was so excited that the OOM Commander wanted to be her friend that she tackled the Battle Droid Commander to the ground. Pinkie literally turned into a rocket and exploded with joy, bouncing about rambling about everything she and OOM-9 were together as friends.

"Calm down Pinkie!" the Battle Droid Officer shouted.

"I'm...so..HAPPY!" she yelled.

Pinkie bounced and then and knocked over OOM-9's oil pancakes.

"NOOOO!!!" he shrieked.

The oil pancakes spilled and the OOM Commander was very sad.

"There goes my breakfast," OOM-9 said sadly.

Pinkie looked at OOM-9. She knew he was sad. OOM-9 was just about to walk upstairs when the recon droid contacted him. The Commander Battle Droid put his left hand on his head to access the comlink.

"Yes, recon droid?"

The recon droid told him everything about the red dragon's plan to takeover Ponyville.

"Return to base!" he commanded. "I'll warn the Viceroy!"

Then OOM-9 got off of the comlink with the recon droid. The OOM Commander then faced Pinkie.

"Come on Pinkie! We have to warn the Viceroy and the others that the dragons are going to invade Ponyville!"

OOM-9 walked out of the door. Pinkie slowly followed. She was sad since she knew OOM-9 was sad.

Rarity and Gunray ran into Sweetie Belle's room and saw an angry Haako.

"She is driving me CRAZY!" the Settlement Officer yelled.

"What did she do now?" Rarity asked.

"First, she asked me to play with your fashion, then she got your secret diary, and now, she's trying to work on her latest fashion design!" Haako screamed. "I told her no on everything, but she wouldn't listen! I thought punishing her would be good, but I didn't know what you would do!"

Gunray and Rarity looked at each other.

"SWEETIE BELLE!" Rarity yelled.

Sweetie Belle walked up to the Neimoidian and unicorn.

"Yes?" she asked Rarity.

Rarity's face was red. Gunray had never seen Rarity get this mad before.

"You know what's going to happen!" she threatened. "YOU WENT INTO MY DIARY! WHAT DID I TELL YOU ABOUT DOING THAT?!"

Rarity walked closer to Sweetie Belle as Haako jumped over to Gunray.

"Oops," she said.

"This isn't going to be good," Gunray stated. "Thank you folks for reading this chapter! Now, I'll close the curtain before Rarity starts beating up Sweetie Belle! And I assure you, you don't want to see this part."

4-The Battle

The Mane 6, Haako, Gunray, and OOM-9 walked up to the C-9979s.

"The dragon invasion should be starting soon," Twilight stated.

"Yes! All battle droids, line up!" Gunray yelled.

Then all of the battle droids from the 3 C-9979 Landing Crafts came out of each. There was a total of 1,320 B2 Super Battle Droids (B2-HAs included), 9,408 B1 Battle Droids, 342 Armored Assault Tanks, 220 Hailfire-class droid tanks, and 280 OG-9 Homing Spider Droids. The Separatist Droid Army waited for the dragons.

"Rainbow Dash, Fluttershy, lead the droid starfighters!" Gunray commanded.

Fluttershy looked down at the ground sadly. She didn't want to work with Rainbow, but she knew she had no choice.

"As you command, Viceroy," Fluttershy said, her voice low.

Rainbow Dash and Fluttershy flew up into the sky as they saw the Lucrehulk-class Droid Control Ships and the Profiteer descend into Equestria.

"WOW! The CIS is bringing out the heavy weapons!" Rainbow told Fluttershy.

"YAY! GO CIS!" Fluttershy replied lowly.

Inside the Profiteer's Bridge, TA-1313 looked at Rainbow Dash and Fluttershy pass the Lucrehulk-class battleship.

"Launch all fighters from the Profiteer!" he commanded the OOM Pilots.

"ALL 1,500 Vulture-class droid starfighters, 80 Hyena-class bombers, and all 40 Droid Tri-Fighters?!" the OOM Pilot Droid asked.

"YES!"

Then the Profiteer launched the 1,500 Vulture Droids, 80 Hyena Bombers, and the 40 Droid Tri-Fighters. Fluttershy turned around and saw the massive the droid starfighter squadron following them. "Rainbow, our fighters have arrived," she told the arrogant pegasus.

"Huh? Oh look, Fluttershy, the droid starfighters are here!" Rainbow yelled.

"Don't know why I even said that," Fluttershy said to herself.

The AATs faced their heavy laser cannons up in the sky. OOM-9 pulled out his electrobinoculars.

"Hmm. Wait! I see them!" he yelled.

"Can I see them?!" Pinkie asked the OOM Commander.

OOM-9 looked at Pinkie.

"Fine. Just don't lose them!" he told her.

He gave the electrobinoculars to Pinkie and she looked through them. She saw the massive invasion of dragons heading in.

"Attack! Attack! Destroy the CIS!" the red dragon commanded.

Then 100 dragons flew down to the Droid Army while the rest of the thousands headed towards Rainbow Dash and Fluttershy's droid starfighters.

"Engage!" Rainbow commanded the droid fighters.

The Vulture Droids shot their wing laser cannons at the dragons as some of the dragons were falling down from the Vulture Droids' lasers. Fluttershy was very scared. Rainbow flew next to her.

"Fluttershy, what's wrong?!" Rainbow asked.

Fluttershy had her front hooves covering her eyes. "Remember, I'm scared of dragons!" she told Rainbow.

"Fluttershy! You were perfectly fine when we fought the red dragon 2 days ago!"

"Yes. Because that was a dragon I dealt with before!"

Then a Droid Tri-Fighter flew up to Rainbow Dash and Fluttershy and said: "Hey, want to get in my core?!"

Fluttershy looked at the Droid Tri-Fighter's core. "Hmm, okay," she responded.

Fluttershy flew towards the Droid Tri-Fighter and the droid starfighter opened his core. Fluttershy hopped in and saw the massive battle going on.

WHOA! she thought. She had never been inside a droid fighter before.

The 100 dragons landed on the ground to attack the heroes. Gunray shot with his gold E-5 Blaster rifle and killed some dragons.

"We need to have the droids protect the village!" Gunray warned. "If they reach Ponyville..."

"The ponies will all die!" Haako finished.

"I'm not letting that happen!" Twilight said.

"Don't worry!" OOM-9 told Twilight. "I'm getting in my AAT!"

OOM-9 walked over to his CIS AAT as Pinkie followed.

"Wait up, OOM-9!" she yelled.

The OOM Commander turned around and saw the cute little pony. "You can sit up in the top of the AAT with me. Okay?" he said.

Pinkie nodded her head as another B1 Battle Droid died. Twilight blasted the dragons with her magic. AATs fired their heavy laser cannons at the evil dragons as fire shot out of their mouth and burned the Hailfire-class droid tanks. The OG-9s tamed some of the dragons. Gunray shot the dragons that tried to attack Rarity.

"Thank you, Viceroy," she said.

"You're welcome!" he replied.

Pinkie and OOM-9 were on his AAT in the top hatch. A green and white dragon approached the Armored Assault Tank.

"Pinkie, fire at that dragon!" the OOM Commander commanded.

"Right away, OOM-9!" Pinkie said happily.

She manned the heroic AAT's heavy laser cannon and pointed it at the green and white dragon.

"Time to die!" the green and white dragon stated.

Pinkie looked at the cannon's controls.

"Take THIS!" she yelled.

Then she fired the AAT's heavy laser cannon and killed the dragon.

"Very good, Pinkie. Um...how did you learn to control the laser cannon?" OOM-9 asked.

"I have a party cannon that I use! So I'm used to commanding cannons!" she replied.

In the air, the droid fighters were still engaging the dragons. A Vulture Droid focused on a dragon with his chin laser cannons.

"Oh NO! I've got a fighter on me!" yelled the dragon.

The Vulture Droid fired his chin laser cannons at the dragon and he fell out of the sky. Rainbow Dash flew with a squadron of Hyena-class bombers. Fluttershy was still inside the Droid Tri-Fighter.

"Okay, Droid Tri-Fighter, we need to focus on the dragons before they attack the Profiteer!"

The Droid Tri-Fighter followed Fluttershy's orders and started engaging the forces.

Inside the Bridge of the Profiteer, TA-1313 was talking to Emir Wat Tambor of the Techno Union and Archduke Poggle the Lesser of the Geonosian Industries on a hologram.

"We shall provide you with the necessary means of protecting Equestria," Tambor told TA-1313 before twisting his knobs.

"<>" Poggle asked.

"I don't know. The Viceroy wouldn't want to waste his credits," TA-1313 responded.

"Yes. Gunray does want his money like we all do," Tambor commented. "I think I should send you J-1 semi autonomous proton cannons of the Techno Union to aid your attack against the dragons."

TA-1313 looked confused. "What are J-1 semi autonomous proton cannons?" he asked.

Tambor looked at Poggle. "<>," Poggle told the blue and white T-series tactical droid.

Tambor looked at Poggle as if the Archduke was out of his mind.

"Poggle the Lesser! Are you out of your mind?! The Defoliator Deployment Tank would destroy the entire village including the pony allies," Tambor protested before twisting his knobs again.

Poggle knew the Emir was right. "<>"

Emir Tambor looked at Poggle. "Yes. The Techno Union Tri-Droids will be there to help you. We'll send them now!" he said.

"By your command," TA-1313 responded.

Then the Tambor and Poggle hologram went off. TA-1313 faced an OOM Pilot Droid.

"Tell OWO-1 to contact the Viceroy!" the tactical droid commanded.

"Roger, roger," the OOM Droid responded.

Several B1 Battle Droids died. Applejack ran to 2 of the dragons with 5 B2 Super Battle Droids and 1 B2-HA series super battle droid.

"Come on, y'all! Take out those dragons!" she commanded.

"Yes, Applejack!" a B2 Super Battle Droid responded to the command.

The B2-HA faced his rocket launcher arm at the first dragon's head. He then fired a warhead and it hit the dragon's face, causing him to fall to the ground. Applejack and the 5 B2s jumped in the air and kicked the second dragon in the stomach, launching him backwards.

"OWWWW!" the dragon screamed.

Applejack and her B2s landed safely on the ground. The dragon then prepared to spit out fire.

"Uh-oh! Come on B2s! We got to get out of here!" she yelled.

The B2s ran but two of the droids got caught up in the fire and were burned to a crisp.

"Dang it!" Applejack yelled. "I lost two of my B2s! Those dragons will pay for this!"

Gunray was still shooting with his gold E-5 Blaster rifle as Rarity and Twilight guarded him.

"It seems every time we destroy one dragon, another appears!" Rarity told Gunray.

"Yes! We need heavier reinforcements!" he stated. "We already lost 90 B1s and we only have 9,318 B1s left!"

"Don't worry!" Twilight told Gunray. "I'll get the Hailfires to destroy them quickly!"

Twilight flew over to the Hailfire-class droid tanks. One of the Hailfires looked at Twilight.

"Hailfire Droids, we need you to use your missiles to destroy the dragons!" Twilight yelled.

The Hailfire Droids looked at each other and then looked back at Twilight. One of the Hailfire Droids was the leader of the droid tanks and said this: "Okay. We'll help you, Princess Twilight Sparkle!"

Twilight was very pleased to hear this. Then she led the Hailfires towards the battle.

"Alright, Hailfires! Do your stuff!" Twilight commanded.

The Hailfire-class droids lifted their missile launchers up and faced the dragons. Now there were 50 dragons on the ground since the other half died. The missiles fired and the black trails of smoke headed towards the dragons. The missiles killed some of the dragons as the Hailfires fired more. The red dragon saw his forces getting defeated.

"Send another 100 dragons!" the red dragon commanded.

Then 100 more dragons came from the sky and headed towards the ground.

"Here we go again!" Gunray yelled.

At Geonosis, Poggle and Tambor were inside the reconstructed Geonosis primary droid foundry talking to the reconstructed T-series tactical droid TX-21. TX-21 was standing with 2 Geonosian Guards as Tambor and Poggle walked over to him.

"The factory is operating at 50 percent production capacity. We have ten garrisons of new droids ready to deploy," TX-21 told Poggle and Tambor.

"<>" Poggle told his T-series droid.

"Yes! We need super tanks and proton cannons to help the Confederacy on Equestria," Tambor said before twisting his knobs.

"How many super tanks and proton cannons do you need?" TX-21 asked Poggle.

Poggle thought. Then he knew what he would do. "<>" he commanded.

"Geonosian proton cannons, or Techno Union?" the T-series asked again.

"Techno Union," Tambor quickly said. "We don't need Geonosian ones, since the proton cannons are not being sent to Geonosis."

"By your command," TX-21 acknowledged. He turned towards an OOM Commander Battle Droid. "Deploy the super tanks and proton cannons! Prepare them to board a landing craft!"

"Roger, roger!" the battle droid commanded, and both droids left to issue the orders to the rest of the droids.

Tambor faced Poggle. "My Octuptarra Magna Tri-Droids are already in the Hardcells!" he told the Geonosian Archduke.

"<>" Poggle stated.

"Yes. This isn't the first time we had to help him..."

Outside of the Geonosis primary droid foundry, the 12 super tanks and the 20 J-1s moved towards an empty C-9979 Landing Craft. 3 Hardcell-class interstellar transports were guarding the C-9979 full of Octuptarra Magna Tri-Droids. A Geonosis OOM Commander Battle Droid commanded the tanks and walker proton cannons.

"Alright, come on!" the OOM Commander commanded. "Get in the empty landing craft!"

The super tanks moved into the empty C-9979. Then 6 Platoon Attack Crafts came out of the Geonosis primary droid foundry carrying hundreds of flaks on the droid deployment racks. 40 B1 Battle Droid without E-5 Blaster rifles walked out as well to load the proton cannons. They all boarded the C-9979 Landing Craft and the landing started its engines as well as the Hardcell-class interstellar transports.

"Aid the Confederacy and ponies! Don't let them die in the hands of evil dragons!" the OOM Commander told the C-9979 and Hardcells as they took off into the sky.

They flew into space to the Blockade of Geonosis. The blockade had 2 Lucrehulk-class battleships, 2 Munificent-class star frigates, 1 Recusant-class light destroyer, and 1 Munificent-class Command Ship. The C-9979 and the Hardcells went into the Munificent-class Command Ship. The Command Ship went into hyperspace to Equestria to aid the heroes.

The battle in the air still waged on. Fluttershy, who was still in the Droid Tri-Fighter ,was having fun commanding the fighters from the inside.

"Droid Tri-Fighter, attack the dragons hurting Rainbow Dash!" she commanded.

The Droid Tri-Fighter flew towards Rainbow Dash, who was being chased by 3 dragons. The Droid Tri-Fighter went behind the 3 dragons.

"What other weapons do you have?" Fluttershy asked the Droid Tri-Fighter.

The Droid Tri-Fighter told Fluttershy this: "I have discord missiles."

"Hmm. Use them to destroy the dragons!" she commanded.

Then the Droid Tri-Fighter fired his 2 discord missiles and they headed towards the 3 dragons. One of the dragons saw the 2 discord missiles headed their way.

"Missiles incoming!" the dragon warned the others.

Rainbow Dash saw the missiles headed towards the dragons and saw Fluttershy in the Droid Tri-Fighter.

"YES!" Rainbow yelled. "Thanks, Fluttershy!"

Fluttershy felt a little proud, but still felt bad about Rainbow's teasing from before.

"Viceroy, OOM Commander OWO-1 is contacting you through a hologram!" Rarity told the Viceroy of the Trade Federation.

"Alright. I'll view it from the bunker. Cover me, Rarity!" Gunray asked Rarity.

"Right away!"

Gunray and Rarity ran over to the Separatist bunker by Ponyville. Rarity had never seen the Confederacy's bunker before. She saw that it was beige like a B1, had four legs, and had a B1 and an OOM Commander manning the center. Gunray climbed in as well as Rarity. The OOM Commander looked at Gunray and stood at attention.

"Sir, OWO-1 is contacting you through a hologram. Shall I prepare the hologram?" the OOM Commander asked.

"Yes!"

Then OWO-1 popped up on the hologram communicator.

"Yes, OWO-1?" Gunray asked the OOM Commander Battle Droid.

"Emir Wat Tambor and Archduke Poggle the Lesser told me they're sending reinforcements to aid the ground battle. They should be here soon."

"Good. The sooner, the better!" Rarity told OWO-1.

OWO-1 looked at Rarity.

"Who's this?" he asked the Viceroy.

"This is my friend, Rarity!" Gunray told the OOM Commander. "She is one of my personal guards."

"Hello." Rarity waved to the OOM Commander.

"Hi!" he responded back.

Gunray faced OWO-1 again.

"Thanks for telling us that our reinforcements should be here soon!" he thanked OWO-1.

"You're welcome." the battle droid responded.

Then the OWO-1 hologram turned off and Gunray faced Rarity.

"I'll stay here in the bunker!" Gunray told her.

"I'll stay with you!" she quickly said before hugging the Viceroy.

"Umm...okay?" Gunray replied, confused.

Why is she acting like this around me? he thought. Does she like me in the other way? Or maybe she's one of those chicks that just hugs everyone a lot? I dunno. But I better keep this away from Rarity. I talk to Twilight about after the battle.

Out of hyperspace, the Munificent-class Command Ship arrived and headed into Equestria. Inside the Bridge of the Munificent-class Command Ship, another OOM Commander commanded the Bridge.

"Launch the interstellar transports and the landing craft!" he commanded his Driver Battle Droid.

"Roger, roger!" the Driver Droid responded.

Then out of the Munificent-class Command Ship's hangar, the 3 Hardcell-class interstellar transports and the C-9979 Landing Craft launched and zoomed into Equestria. Rainbow Dash was still commanding droid fighters when she saw the massive C-9979.

"WHOA!" she yelled.

Fluttershy got out of the Droid Tri-Fighter's core and flew over to Rainbow Dash.

"That must be Separatist reinforcements!" Fluttershy told Rainbow.

The red dragon saw the C-9979 and the Hardcells.

"What the heck are those?!" he asked.

Then the C-9979 Landing Craft landed near the other C-9979s. The doors opened and the ramp came down. The 20 flak proton cannons walked out first. After all of the proton cannons were unloaded, the super tanks followed behind. After all of the super tanks were unloaded, the Platoon Attack Crafts came out. Pinkie saw the J-1 semi autonomous proton cannons.

"What kind of cannons are those?!" Pinkie asked OOM-9.

"They're J-1 semi autonomous proton cannons. Very powerful."

The OOM Commander looked at the spot where Pinkie was supposed to be and he saw that she wasn't there!

"WHAT?!" the OOM Commander yelled. "PINKIE! WHERE ARE YOU?!"

Pinkie was off of OOM-9's Armored Assault Tank and on the ground running towards the J-1s.

"OH-NO!" OOM-9 yelled before passing out.

Pinkie walked over to one of the J-1s. A B1 Battle Droid manned the massive proton cannon. She looked at the J-1. She saw it had 4 grey legs that held the 1 artillery piece that looked like a flak gun onboard Munificent-class star frigates and Providence-class carrier/destroyers. The B1 Droid looked over at Pinkie as the 40 B1 Battle Droids without E-5s walked out of the C-9979. 2 of the 40 B1s walked over and grabbed a flak from the PACs. Pinkie watched the 2 B1s load the flak into the J-1. After it was loaded, she watched the J-1 aim into the sky and fire at one of the dragons chasing a Vulture Droid. She thought the cannon was cool.

"WHOOOOAAAA! Can I try?!" she asked the B1.

The B1 thought. "Well since you are part of the Separatist Droid Army..." he started

Pinkie jumped on the J-1's side-seat and the B1 quickly got off the seat, terrified of Pinkie's behavior. The B1 looked at Pinkie. She looked at the control pad. She faced the proton cannon up in the sky. The 2 B1 Battle Droids loaded a flak in the J-1 and Pinkie fired the cannon at another dragon.

"Yes!" she yelled happily. "I love this proton cannon!"

The super tanks went over to the dragon army. They opened their 2 concealed twin warhead launchers and fired the warheads which destroyed most of the dragon army. Then the Hardcellsl anded and opened its ramp. Octuptarra Magna Tri-Droids came down from the ramp and fired their laser cannons at the dragons. The red dragon flew up into the air and shot fire balls at the super tanks. There was no damage to heroic tank. The red dragon was confused. Once he knew that the super tanks were indestructible, he ordered a full retreat.

"Retreat! Our firepower is no match for their new tanks!" the red dragon commanded.

All of the dragons on the ground took off into the sky and returned to their volcano. All of the dragons in the air turned around and left as well. Rainbow Dash, Fluttershy, and droid fighters cheered that the dragons retreated.

"YES! WE WON!" Fluttershy yelled.

Rainbow Dash and Fluttershy flew down to everyone else on the ground as the droid fighters returned to their proper hangars. OOM-9 got up from the top hatch.

"What...happened?" the OOM Commander asked himself.

Pinkie ran over to OOM-9's AAT.

"OOM-9?! Are you okay?!" Pinkie asked.

"Huh? Oh, Pinkie Pie! What happened?!"

"You passed out when I ran towards the proton cannon!" she told the OOM Commander.

"Oh yeah! That's why I fell!" he told Pinkie.

Gunray looked at Rarity.

"We did it, Viceroy!" Rarity hugged him again.

"Yes! We did do it!"

Everyone cheered for the CIS.

5-The Talk

Gunray walked over to Twilight's Castle. It had been a long day since the battle. He walked up to the Friendship Rainbow Kingdom castle's door and knocked on it. Twilight opened the door and saw the Viceroy of the Trade Federation.

"Viceroy!" Twilight yelled, excited.

"Hello, Princess Twilight Sparkle," he said, bowing to her.

"You may rise Viceroy." she told Gunray.

Gunray stood up. He looked at Twilight's face. She smiled at him, and his lips curled into a small smile. Then he finally spoke.

"Can I talk to you alone?" he asked.

"Hmm," she replied. "My friends are in the throne room talking. So I guess it would be fine to talk,"

Gunray followed Twilight into the castle, where the princess took Gunray to the library. Inside the library, Gunray sat down in a chair as Twilight sat in another chair facing the Viceroy. Then they began their talk.

Inside the throne room, the Mane 6 were siting in their thrones while 8 OOM Security Battle Droids, with battle droid backpacks, guarded each door.

"That battle was AWESOME!" Rainbow yelled.

"It was okay," Fluttershy said very lowly.

"Leading the B2 Super Battle Droids wasn't that hard," Applejack stated.

Pinkie got out of her throne and ran over to 2 of the OOM Securities guarding a door.

"WOW! I never seen this kind of battle droid before! What kind of droid are you? Huh, huh, huh?!" she asked an OOM Security.

"Um, I'm an OOM Security Battle Droid. I do security jobs."

"WOW! I love your red!" Pinkie told the droid.

"Thanks," he replied.

Pinkie ran back over to her throne. Rarity spoke next.

"Girls, I have something interesting to say..." Rarity started.

Everypony faced Rarity. The OOM Securities shut themselves down since they didn't want to get in the Mane 6's business.

"Are the droids shut down?" Rarity asked.

Fluttershy looked at all of the OOM Securities. "All of the OOMs are shut down," she told Rarity.

"Good. Now here's the secret..." Rarity started.

"What I wanted to talk about..." the Viceroy started.

"Yes. Go on," Twilight told the Viceroy.

"Do you know why Rarity is acting so strange towards me?" he asked.

"Does she like you?" she asked.

"As a friend or more?"

"More."

Gunray quickly jumped up.

"LIKE ME?!" Gunray yelled.

"It's possible!" Twilight explained.

Gunray walked around in circles trying to figure out what to do. "What should I do?! I don't know a thing about romance!"

Twilight used her magic to bring Gunray back to his seat. "Viceroy, calm down!" she said.

"HOW?!" he yelled.

"Think, Viceroy. Rarity tells everypony about her feelings. The only thing she doesn't do, is tell the pony she's in love with the truth," she said.

"Then what should I do? Is it even legal to have kids with a pony?" he yelled. "How am I even going to tell Poggle and Tambor about this?"

"Let's start working on this now," Twilight started, then used her magic to grab a book about romance.

"You like Viceroy Gunray?" Fluttershy asked Rarity.

"Yes. Don't tell him I said this," Rarity told the Mane 6.

"Rarity, you should tell him instead of hiding the truth!" Applejack stated.

Rainbow Dash laughed. "You like the Viceroy?! HAHAHAAH! He's UGLY!"

Everyone glared at Rainbow Dash. "RAINBOW!" they all yelled.

"What?! I'm just saying since he has those wrinkles all over his face!"

"Rainbow Dash, how would you like it if you fell in love with...um..." Fluttershy started. "That Archduke from Geonosis! And-and we called him ugly! How would you feel then?"

"WHAT?! I heard that Poggle guy is over 100 years old!" Rainbow Dash stated.

"Never mind," Fluttershy said. "You're missing the whole point."

"Personally, I love everyone in the CIS!" Pinkie told the Mane 6.

The Mane 6 looked at Pinkie if she was crazy. Then Rainbow Dash tried to tease Pinkie. "Hey Pinkie Pie! Aren't you and OOM-9 dating?!"

"Dating? Silly. Me and OOM-9 are just friends!" she told the Mane 6.

"Dang it! My teasing didn't work on Pinkie. But maybe it will on Fluttershy!" Rainbow said before looking at Fluttershy.

Fluttershy looked scared. She saw Rainbow Dash smirking. "Hey Fluttershy! You're dating the Droid Tri-Fighter!"

Fluttershy quickly blushed. She was upset and she slowly went down in her throne.

"Fluttershy and Droid Tri-Fighter, siting in a tree! K-I-S-S-I-N-G! First comes love, then comes marriage, then come the Droid Tri-Fighter with the baby carriage! HAHAAHAHAHAHA!" Rainbow teased.

Fluttershy had enough. She felt tears rolling down her cheeks. Then she took off flying into one of the doors and cried. The Mane 6 glared at Rainbow.

"Oops," the rainbow pegasus said.

"First step, say hi and introduce yourself. Then go on dates and get married after the mare wants to date you," Twilight explained.

"Okay. That doesn't sound too hard," Gunray told Twilight.

"Step two, make sure the mare isn't snobby. Make sure she helps the household and protects the family," she told the Viceroy of the Trade Federation.

"Hmm. What's next?" Gunray asked.

"Step three, make sure the mare likes you for what your are, not just your looks!" she told the Separatist hero.

"Looks?! Rarity won't even like me for looks! I'm all wrinkly and old!" he told the Princess of Ponyville.

Gunray got up and walked around in circles again. "How am I supposed to look good?! I don't want to be on the HoloNet News if me and Rarity ever got married. The Republic will easily come and invade Equestria, and kill several ponies in the process."

"Calm down Gunray! Sit down," Twilight said as she grabbed Gunray with her magic and put him in his seat. "And let's keep reading. We only have two more steps."

"RAINBOW DASH!" Rarity yelled.

"You hurt Fluttershy's feelings!" Applejack stated.

"YEAH!" Pinkie yelled.

"She needs to grow up!" Rainbow told everyone. "I mean, I was joking around! That doesn't mean you have to cry!"

The Mane 6 growled at Rainbow. They all surrounded her.

"Okay! I'm sorry!" Rainbow fibbed.

"You don't mean it!" Applejack yelled.

"What?! I'm telling the truth!" the rainbow pegasus told AJ.

"Rainbow, you know you're dealing with me. I don't lie and I can tell when somepony's lying!" Applejack told Rainbow.

"Okay. I'll apologize...later."

The Mane 6 were still glaring at Rainbow.

"Step four, make sure you have fun during your relationship," Twilight told Gunray.

"FUN?! Tambor and Poggle are going to laugh at me! They'll be having a blast, not me!"

"Step five, enjoy your date," Twilight said as she closed the book. "So Viceroy, how did you like it?" she asked.

"Princess, do you have a crush on anyone?" Gunray asked politely.

Twilight quickly blushed. "I kinda of like a pony named Flash Sentry. He's kinda cute."

"I see. Is he very shy to you?" Gunray asked.

"Well...yes. We're both very shy to each other," Twilight said. "What's the matter, Gunray?"

"I'm just worried when we get together, something bad happens and I'll mess it up."

"Viceroy, don't down yourself. Try to talk to her and don't tell her you know she likes you. Okay?" Twilight told Gunray.

"Alright! I'll try."

"Try not. Do or do not. There is no try," Twilight explained.

At Coruscant, 3 Venator-class Star Destroyers and 2 Acclamator-class assault cruisers were blockading the planet. Inside the Bridge of the Republic Command Ship, Corrupter, Admiral Victor Strang was inside the hologram communicator room. He was speaking to Chancellor Palpatine on the hologram.

"Yes, Supreme Chancellor?" Victor asked bowing to Palpatine.

"I found this information vital to the Republic. Separatist leader Viceroy Gunray is on a planet called Equestria. Take your cruisers and destroy Gunray and the population! Leave no survivors since they're all Separatists!" Palpatine commanded Victor.

"Yes, Supreme Chancellor! I will kill all of the Separatists," Victor answered.

Then the Palpatine hologram turned off. He then faced a clone navigator.

"Prepare the fleet to go to Equestria!" Victor commanded the navigator. "I want all AT-TEs ready for battle. Have the fighters prepared! We're going in and we're going in heavy!"

"Right away Admiral Strang!" the clone navigator responded.

Then the Corrupter, the 2 Venator-class Star Destroyers, and 2 Acclamator-class assault cruisers went into hyperspace to kill the ponies and the CIS.

Author's Note

I wanted to have the Republic come in as a secondary villain as the dragons are still the main villain. I dunno if I'll have the red dragon and Victor Strang team up. I also got Victor Strang from the Empire. He commanded the Star Destroyer Conqueror but the Rebellion blew it up.

1-Landing the Droids

At Separatist Space, the Lucrehulk-class battleship Profiteer was modified to a Confederate Lucrehulk-class battleship as several Vulture Droids flew past the Bridge. Inside the Profiteer's Bridge, Nute Gunray was sitting in his chair as Rune Haako stood next to him as the Bridge was crewed by OOM Pilot Droids.

"Do you think this is a good idea?" Haako asked Gunray. "This planet is in the Outer Rim!"

"Yes I do!" Gunray said. "They can help the Separatist cause before the Republic tries to convince them to join theirs."

Then OOM Commander Battle Droid OOM-9 walked up to the two Neimoidians.

"Ah OOM-9, I'm glad the droids fixed you up," Gunray stated.

"Uh yeah," OOM-9 said very worried. "So why are we heading to this planet called Equestria?"

"Because the Viceroy thinks it's a good idea!" Haako yelled. "We don't want another repeat of Darth Sidious again! What if these ponies are a threat?!"

"Rune! Calm down! I don't think the ponies will hurt us," Gunray stated. "They seem like a friendly species. Now, OOM-9, prepare the Lapiz Cutter!"

"Roger, roger!" the OOM Commander said and then he left to go to the hangar of the Profiteer.

At Equestria, it was sunny and the ponies were doing their normal chores. Fluttershy was feeding the animals, Rainbow Dash was getting rid of clouds, Pinkie was making other ponies laugh, Applejack and Twilight were talking at Twilight's Castle, and Rarity was working on fashion. Inside Carousel Boutique, Rarity was working on her latest fashion design.

"Hmm, needs a little more ribbon," she said.

She went to go grab the ribbon. As she ran to get it, she looked in the sky, and saw a Sheathipede-class transport shuttle escorted by two Vulture-class droid starfighters. Rarity gasped.

"Oh my! What kind of ship is that?!" she yelled.

Fluttershy ran out of her cottage to see the Lapiz Cutter and Rainbow Dash flew with the Vulture Droids.

"Okay, what the heck?" Rainbow said as she looked at the Vulture Droids.

One of the Droid Starfighters popped up his head and faced Rainbow Dash. The Droid spoke in droid speaking: "Hey, what's your name?"

"Uh, I don't understand a word you're saying. Maybe Fluttershy will know," Rainbow said, before taking off.

Then she looked at the Lapiz Cutter as it was descending into Ponyville. The OOM Pilots saw her.

"Huh?" the first OOM-series battle droid said.

"Hi!" the second one greeted.

Rainbow waved and then flew off of the cockpit and went down to join her friends. Twilight and Applejack came out of Twilight's Castle as the rest of the Mane 6 caught up to them. The Lapiz Cutter landed near the Mane 6 and the Vulture Droids transformed into walker mode. The back door of Lapiz Cutter opened as Nute Gunray, Rune Haako, and 2 B1 Battle Droids came out of the Sheathipede.

This is how this place looks?! Haako thought.

Yes. Looks a little different than any other planet I've been to, Gunray thought in his head.

Twilight walked up to Gunray, Haako, and the B1s.

"Hello. I'm Princess Twilight Sparkle, ruler of Ponyville," she introduced herself.

"I'm Viceroy Nute Gunray of the Trade Federation. This is Settlement Officer Rune Haako of the Trade Federation, and these are 2 B1 Battle Droid escorts," Gunray introduced the Mane 6 to the Confederacy.

"Welcome, Viceroy Gunray!" Twilight greeted them. "These are my friends: Pinkie Pie, Applejack, Rarity, Rainbow Dash, and Fluttershy,"

Pinkie Pie and Applejack smiled, Rainbow Dash tried to show off, and Rarity and Fluttershy waved. Rarity looked at Gunray, but this time a different way.

"Yes. We came here to discuss business with the leader of Equestria," Gunray told Twilight.

"That question goes to Princess Celestia. I only rule Ponyville," Twilight explained.

"Who's that?" Haako asked quickly.

"Is something wrong with him?" Pinkie asked.

"No, Haako is just cowardly in some cases," Gunray let the ponies know.

"Heh. He's kind like Fluttershy," Rainbow said.

Fluttershy looked at the ground sadly.

"Anyway, Princess Celestia is at Canterlot," Twilight continued.

A B1 Battle Droid walked up to Gunray and Haako.

"It may be up there, sir," the B1 stated as he pointed to Canterlot.

"We'll fly to get there," Gunray stated. "It's much easier than taking your train since we can't fit."

Twilight looked at Gunray. "What kind of species are you?" she asked the Neimoidian.

"I'm a Neimoidian that comes from the planet Neimoidia," Gunray said as he was trying to leave.

The Mane 6 followed Gunray, Haako, and the B1s to the Lapiz Cutter.

"Can we come with you in that cool Sheathipede-class transport shuttle?" Pinkie asked.

Gunray, Haako, and the B1s looked at Pinkie like she was out her mind.

"How did you know the class of our shuttle?" Haako asked.

"Yeah, you're not part of the Trade Federation Droid Army!" one the B1 Battle Droids said. "Wait, are you?"

"No, I'm part of this group and Viceroy, it was just a hunch!" Pinkie chirped.

"You all want to go with me to Canterlot?" Gunray asked.

"We most certainly do," Rarity said. "Also, where did you get that outfit from?"

Gunray looked down at his clothes.

"Umm...it's Neimoidian culture," he said as they headed into the Sheathipede.

"Wait!" Haako yelled. "The shuttle can only fit 6 passengers!"

Gunray faced Haako. "The ponies are smaller than us Rune! They can fit in Lapiz Cutter!"

Then the Mane 6, Gunray, Haako, and the B1s went inside the Lapiz Cutter. The Mane 6 were happy to be in the Sheathipede-class. They looked at passenger section as they sat down in the seats.

"This shuttle seems scary," Fluttershy said.

"Fluttershy, you think everything's scary!" Applejack told Fluttershy as she glared at her.

Nute Gunray walked in the cockpit as the doors of the Lapiz Cutter closed. The OOM Pilot Droids faced the Viceroy.

"Should we take off?" asked one the OOM Pilots.

"Yes, head to that city on the mountainside!" Gunray commanded as he pointed at Canterlot.

"Roger, roger!"

Then Gunray walked back to the passenger section of the Lapiz Cutter. Gunray sat down next to Haako. Rarity jumped up near Gunray and sat next to him.

"Rarity, isn't it?" Gunray asked.

"Yes," she said as she looked at Gunray's wrinkled face.

"Why are you sitting next to me?" he asked.

"Well, I-I can explain!" Rarity freaked out.

What is it with me and Rarity? Gunray thought in his head. She's seems pretty, but why is she hanging out with me a lot?

When the Lapiz Cutter arrived in Canterlot, the Mane 6, Gunray, Haako and the B1 Battle Droids came out and walked to Princess Celestia while the Vulture Droids guarded the shuttle. Inside the Castle, Princess Celestia saw Nute Gunray and Rune Haako escorted by the Mane 6 and the 2 B1 Battle Droids. The Royal Guards stood close to Celestia.

"Twilight, who are these friends you brought with you?" Celestia asked Twilight.

The Mane 6, the Neimoidians, and the B1 Battle Droids bowed to Celestia and then stood up.

"This is Viceroy Nute Gunray and Settlement Officer Rune Haako of the Trade Federation as well as their B1 Battle Droid escorts," Twilight asked Celestia.

Gunray walked up to Celestia. "I'm here to protect your world from the Republic!"

The Mane 6 gasped.

"The Republic?! HAAHAHAHAHAHAHH!!!" Rainbow Dash laughed. "That's the funniest thing I ever heard! HAHAAHAHA!!"

Gunray faced Rainbow Dash. "The Republic is dangerous! They're corrupt and they act like they're the good guys when they're selling people into slavery!" he explained.

"That's not good. Did you free the slaves?" Pinkie asked.

"Yes. The battle droids had to stop the Clone Troopers before it was too late. We hate the Republic. That is why we separated from them."

"Oh my gosh. This Republic seems evil!" Rarity said.

"I don't want to be on their side," Fluttershy said very quietly.

"I thought you guys are a Federation?" Twilight asked Gunray.

Gunray faced Celestia again. "We still are. We just joined a confederacy faction," he said sadly.

"Pardon me, but what's a confederacy?" Applejack asked.

Haako turned and looked at Applejack.

"A confederacy is a government that separates from another faction fighting for real causes," Haako explained to the Mane 6 and Celestia. "Some confederacies are evil and some are heroic like the Confederacy of Independent Systems."

"And what is this Confederacy of Independent Systems you speak of?" Celestia asked.

A B1 Battle Droid walked up to Celestia.

"The Confederacy of Independent Systems, shortened to the CIS and also known as the Separatists or the Separatist Alliance, is a faction against the Galactic Republic trying to end the corruption they started," the B1 explained. "The Trade Federation is a member of the Separatist Alliance and provides them with battle droids, tanks, and droid starfighters."

The Mane 6 were surprised.

"So, every member of the Separatist Alliance knows this?" Rarity asked the B1.

"Yes. We are fighting a war with the Republic. They started it when someone arrived at our droid factory trying to find a bounty hunter," the B1 started. "Then the Separatists had formed and tried to go talk peacefully with the Republic but if they attacked us, we would use our Droid Army to fight back."

"What happened instead?" Pinkie asked.

"The Republic brought a massive Clone Army and attacked our base forcing us to fight. Now countless battle droids have died because of the Republic," the B1 said sadly.

The Mane 6 were depressed. They never heard such a sad back story of a heroic faction. Gunray looked sad and so did the droids.

"Wow, even the droids are sad," Rainbow said sadly.

"Yes. I didn't know that the Viceroy Gunray had such a sad back story," Rarity stated.

Gunray started talking to Celestia again.

"We came here to ask you if we can protect your world from the Republic and have it under Separatist control," he said.

"You can stay here. I have officially joined the Separatist Alliance!" Celestia told Gunray.

The Mane 6 jumped around happy and screaming that they joined the CIS. Rainbow walked up to Haako.

"So, where's the great and mighty Separatist Droid Army?" Rainbow asked.

"We don't have it here yet. We didn't want to put a blockade up before we talked," Haako explained to Rainbow Dash.

Gunray faced Celestia. "Shall I send the Droid Army?" he asked.

"Yes."

The Profiteer arrived out of hyperspace with 2 Lucrehulk-class Droid Control Ships. Inside the Profiteer's hangar, C-9979 Landing Crafts were loaded and ready. OOM-9 was in one of the C-9979 Landing Crafts.

"Launch!" OOM-9 commanded.

Then 25 C-9979 Landing Crafts launched escorted by numerous Vulture Droids and a few Hyena Bombers.

At Ponyville, the Neimoidians and the Mane 6 saw the C-9979s and more Vulture Droids.

"Are those the ships that's carrying massive Droid Army?" Twilight asked Gunray.

"Yes," Gunray said politely.

Rainbow Dash saw the Hyena Bombers. "Why do you have bigger Vulture Droids?" she asked.

"Those are Hyena-class bombers,'" Haako explained. "They are very similar to their Vulture Droid brothers."

"I see," Rainbow said as the C-9979 Landing Crafts landed in Ponyville.

The landing crafts opened their doors and several B1 Battle Droids came out. The back doors opened and AATs, MTTs, and Hailfire-class droid tanks came out of the heroic landing craft. The MTTs unloaded 40 B2 Super Battle Droids each and a couple B2-HA series super battle droids. OOM-9 came out with his E-5 Blaster rifle.

"The Army is set up in attack formation," OOM-9 told Gunray.

"My little ponies, this is OOM Commander Battle Droid OOM-9," Gunray introduced. "He's one of the best OOM Commanders!"

"Hi! My name's Pinkie Pie! Come along, OOM-9, let's hang out!" Pinkie said as she dragged OOM-9 into Ponyville.

"Wait! WHAT?!" OOM-9 yelled.

"I think OOM-9's going to have a lot of fun with Pinkie Pie," Haako stated.

Then the Mane 6, Gunray, and Haako, laughed together as OOM-9 was dragged by Pinkie to Sugarcube Corner.

At Sugarcube Corner, OOM-9 and Pinkie were inside getting several cupcakes.

"Uh, Pinkie Pie-" the OOM Commander started.

"You can call me Pinkie for short," she said.

"Pinkie, I can't eat! I'm a Battle Droid Commander! We can eat oil cupcakes!"

Pinkie looked down at the ground, saddened. OOM-9 felt bad.

"Alright Pinkie, I'll eat your cupcakes," he said.

Pinkie's eyes grew as she was happy for the OOM Commander.

"Thanks, OOM-9! You're a good OOM Commander," she said.

"Awww...it's no big deal," he said as he grabbed a cupcake.