Chapter 35
The day that Canterlot fell.

“Before you explain, I must know. How did you two manage to get into my chambers?” Luna asked with open curiosity.

I couldn’t suppress the grin that formed on my face. “Luna, I was a guest in the palace jail for a couple of months, I’m sure you recall. The moment I learned how to use my little drones I explored every nook and cranny of Canterlot, just to stave off the boredom. I might not have an eidetic memory, but I do have a good grasp of the layout of this place. We snuck into the City via the storm drains, from there we entered the main sewer, and that took us right under the castle walls, and into the basement.”

“From there it was a simple matter of avoiding the few patrols left in the castle, while under Trixie’s invisibility spell.” Trixie added.

“You really should review the security protocols for the palace. Everypony was so sure we wouldn’t be able to enter it unseen that there’s only minimal security here. Everypony else is out in the city looking for us, while we practically walked in under their noses.”

Luna sighed in disgust. “It would seem we have some work to do later. Now, please explain your earlier statement. You said Canterlot was in danger.”

“Yes, and you need to take action, right now. Though it might already be too late.”

“You have yet to reveal the nature of the threat.” She said with a scowl.

“Changelings.”

The temperature of the room seemed to drop even before I was done saying the word. Luna’s eyes were wide with horror. As much of a antagonist as they were in the show, did they really inspire that much fear. I thought their designs were kinda cute, in a ‘monster of the week’ sort of way.

“How many and when?”

If I needed any more evidence how much Changelings were feared it was in that statement. She didn’t even question my claim or doubt it’s validity. She chose to take me at my word and risk it being false. Which can only mean we are in deep, deep shit.

“Unknown on both counts. At least enough to subjugate this city, but aside from that I can’t be any more precise. We do know some of their objectives.” I replied.

“Tell me!”

“Cadance and Shining armor. First the wedding, then all of Canterlot, and finally Equestria itself.”

“How do you kno…. you’ve seen this in your world, haven’t you.” She all but snarled. Clearly very displeased with the idea.

“Yes. But what I know may no longer be wholly accurate.”

“Tell us anyway.”

“Their goal back then was to replace Princess Cadance. Using her to get to Shining Armor, since he cast the barrier around the city that time.”

“He still is. Mine sister may have cast the one earlier today, but the captain has been maintaining it since then at her command.

“Then without a doubt he will be their main objectives, and they will likely use Cadance to get to him.”

“Then we take Cadance into protective custody, now.” she said with finality.

“We can’t. For one we don’t know exactly when they replaced her. It might already be too late. Even if it’s not, if we take her now, we will tip them off, and that will only make our job harder.”

“Then what do you suggest?”

“We let them go ahead with their plans, while we covertly put teams in place to counter their actions on the day of the wedding. That way we can take them down the moment they reveal themselves. Do you have somepony you can trust? One you can verify isn’t a changeling infiltrator?”

Luna gave a stiff nod, before calling out: “Aurora!”

The Thestral mare appeared from the deepest shadow in the room, as if she had been there the entire time. But I was sure she had not, because until she appeared a second ago I did not feel any presence from her at all. Unless she possessed some way to shield herself from my enhanced senses.

“Mistress, you called? Intruders!” She barked when she spotted us, dropping into a fighting crouch.

“Hold, Aurora. They are here under banner of parlay, and my personal protection.”

The mare visibly relaxed as she straightened up. “Apologies.” she said with a bow.

“How did you do that?” I had to ask.

“Do what?”

“Appear from the shadows like that.”

“Shadow magics.” Luna answered for her, “It is a form of teleportation that lets one enter one shadow, and appear from another. It only works over short distances. But unlike regular teleportation, it’s not a skill whose use is limited to unicorns. It is hard to learn and takes a great deal of practice and willpower. Only a select few among the night guard know it.”

Luna then brought Aurora up to speed. To say the thestral mare looked angry would be an understatement.

“I will gather all among the night guard who I know can be trusted. We will hide in a secure location and prepare to fight the changelings.”

“Won’t it raise suspicion if you all suddenly disappear?” Asked Trixie.

“I will make it known that I’m sending my personal retinue on a special training mission in the wilds.” said Luna, “That will suffice as a cover story.”

“We will hide nearby and await your signal my lady.” Aurora said with a bow.

“Take this,” said Luna as she hoofed over an official looking scroll. “A personal writ from me, allowing you to retrieve whatever you require from the armory. Make sure you take everything you need for the coming battle, as well as a possible rescue operation.”

"It will be done.” Aurora answered, before leaping into a shady corner of the room, and vanishing from sight.

“So what’s next?” I asked, “Do we inform Celestia?”

“Nay,” Luna said, “If these changelings have infiltrated the palace, as you feared, then perhaps it is their influence that is the cause of mine sisters irrational behavior. And it may also explain some of the things we, I, have been experiencing these past few months.”

“Like what, princess?” said Trixie, unable to quell her curiosity.

“I have been seeing, things. Glimpses of my… other self. In hallways, or passing by an open doorway. I believed I was going mad. But now I know, this was all changeling trickery. It has caused me many a sleepless day, as I lay awake with worry. Come the time, I will make them pay a hefty price for their deceptions.”

“So what do we do next?” Trixie asked me, but Luna spoke before I could.

“The two of thee have done enough. ‘Tis time for thee to lay low until the time to strike is upon us."

“There is one other thing. Last time they took Cadance they imprisoned her in the crystal mines beneath canterlot mountain. I advise you to send your best stealth operatives to map the mines and keep an eye on anyone who comes and goes.”

“That is.. sound advice. At the very least we will know the lay of the land in case action is required. I shall see that it is done. For now it is time to hide thee away from mine sisters eyes, and those not in the know.”

“Could we not simply stay here?” Trixie asked.

“Nay, mine sister is likely to walk in on us at any time. I will take the two of thee to a secure place. One the guards will not search. Gather close.”

We did as she asked, and with a flash of teleportation, Luna whisked us away to an unknown location. We ended up inside a mansion of sorts, judging from the interior.

“Where are we?”

“A friends place.” Luna said, before a door on the far side of the room swung open to reveal none other than prince Blueblood.

“Aunty Luna? What’s going on here?” He said with surprise as he laid eyes on her.

“Pardon the intrusion at this late hour, nephew. I require the use of your accommodations. We have friends in need of a place to lay low.”

That's when he noticed Trixie and myself. A look of relief passed over him, quickly followed by a smile.

“Aeron, Trixie, you’re both safe.” He quickly galloped over and hugged each of us. “I was worried sick after you made your exit from the training grounds. What’s going on?”

“You might want to sit down Blue, its a lot to take in.”

We spent the next hour or so bringing Blueblood up to speed. He took the news better than I expected. He then introduced us to the mansion staff, whom he vouched for to keep our secret. There weren’t many. Two maids, one whose name was Primrose, and a shy little thing called Cotton Fluff. His personal aide, Red Ledger. And two cooks, named Baked Bean and Kettle Black. Luna excused herself, citing the need to attend her duties, lest she raise suspicions. Blueblood spoke with us some more.

"We need to keep an eye on what’s happening in the palace, the question is, how?"

"Easy, just make a bunch of your bellsprout thingies." Blueblood suggested.

"Nah, the guard know what they look like now, so there's a good chance any changelings will too. Gotta use something new."

"If only we could let the birds spy for us. But we can’t talk to them like Fluttershy." Trixie said, stifling a yawn..

"No... but that does give me an idea."

I spent the next hour frantically experimenting, trying to create a new kind of drone. After much trial and error I managed to create a tough but lightweight construct out of petals. Kinda like a hollow onion, and filled with natural gas to allow it to float like a balloon. Add to that a little head, and a bunch of long petals to simulate wings and a tail and from a distance this new design looked a bit like a fat canary.

"Tadah, our very own spybird. It’s not very fast, but it can keep an eye on anything from a high perch and nopony will be the wiser unless they get really close."

"As long as you don't look at other mares in the shower with those little peepers." Trixie smirked.

I chuckled. "That's actually a good name for them. Peepers. Or just peeps."

I then gave her a little nudge with my hip. "Maybe you should take a shower."

"Are you suggesting Trixie stinks?" She said with a pointed glare.

"Nooooo," I drawled with amusement, "I'm suggesting you look very sexy with your coat glistening with water droplets, and your mane all wet and straight." I finished with a suggestive little growl.

Trixie's face went from pale blue to hot magenta in two seconds flat. "Why must you tease Trixie so." she whined.

"Because, you are adorable when you blush, sweety."

"S-shut up." she bit back, but couldn't wipe the smile off her muzzle. The moment was broken when she let out a mighty yawn.

“Actually, sleep sounds much better than a shower right now.” she murmured from behind a hoof.

“I’m sorry, you must be exhausted after today.” Said Blueblood, before calling one of the maids, “Cotton, dear, could you prepare the guest room for our visitors. The hour is getting late.”

“Y-Yes Sir, right away!” she said hurriedly before all but dashing out of the room.

“A little skittish isn’t she?” Trixie yawned.

“Please, don’t take it personally. She’s had a rather, troubled past. She’s much better than when she first came to work for me. She was jumping at her own shadow then.”

“I sense a story there.” I said.

“Yes, but it’s not mine to tell. She will have your room ready in a few minutes, so let’s all retire for the night. We can speak more on the morrow when we are all rested and refreshed.”

Trixie yawned yet again, “That’s the most sensible suggestion Trixie’s heard all day.”

That night, while everypony slept, I unleashed my new peeps into the city. Letting one float out of our window every couple of minutes at random intervals so as to not raise suspicion from any late night passersby. By the time the hour struck three, I had unleashed a good three dozen or so. They spread out in random directions first, before the majority of them made for the palace.

Staying connected to all of them was like having a network of security cameras in my head. I watched through windows as ponies slept. I observed the patrols as they walked through the streets in groups of four. Alert for every sound. One of my peeps got caught by a cat. It popped like a balloon when the feline predator bit into it, sending it yowling into the night with terror.

One of the peeps spotted Luna as she stood on her tower balcony, eyes closed and horn aglow. She must be patrolling the dream realm. I turned my focus elsewhere, determined to stay vigilant as well.

*********

Nothing. Not a single damn thing. I’ve been sitting here for four days straight, observing everything my peeps see. And so far I have found absolutely nothing suspicious. The only change has been with the guard patrols. They have been doubled in an effort to find Trixie and me. The wedding is the day after tomorrow, and even with my observations I’m nowhere closer to when I started in figuring out who may be changelings and who aren’t. Even Cadance has shown no signs or changes. Aside from fussing over the preparations, which are once again being done by Twilight and the gang. That was the only real difference I could spot. Their moods were a lot more subdued than during the episode. I guess what happened at the duel weighed on their minds. Twilight especially looked guilty when she was alone. But the moment anyone approached her she put on a cheerful mask. I guess we’ll have to have a group heart to heart when this is all over to clear the air. Assuming we get that chance.

At this point I’m starting to doubt if the invasion is even happening. Could I be wrong? I suppose so, yes. But I can’t risk doing nothing, so we have been preparing. Trixie has been spending some time with Blueblood, training her mental fortitude so she can cast spells longer without expending too much energy. I wish I could join them, but I wouldn’t be of much help, and I have to keep watch.

Every night, Luna has been teleporting in to both check on us, and to bring reinforcements. There are now a dozen night guard Thestrals staying here. A lot of whom were with us during the time we went into the spider nest. It’s been a nice change of pace to be treated as, well, not friends exactly, but comrades in arms at least. Rather than being looked at with mistrust and hostility. A lot of them have also shown Trixie a great deal of respect, impressed by her grasp of combat illusions.

And then, at long last, the day of the wedding arrived.

****

“Have there been any sightings?” Luna asked as she entered the dining room, which we were using for our final preparations.

Blueblood had already left an hour ago, since his presence was expected at the ceremony. He had changed out the ceremonial sword that went with his ‘prince suit’ as he called it, for one with edged steel. A wise precaution in my book.

I shook my head as I addressed Luna, while all around us the guard were checking their armor and weapons. “Not a single thing. I’m starting to believe I’m mistaken about the whole thing, I’m sorry, Luna.”

“Tis best to err on the side of caution in this case, Aeron.” she said as she waved away my apology, “I would sooner mobilise the entire Equestrian Guard for nothing, than do nothing and be overrun with changelings.”

I sighed and nodded. “How long until the ceremony starts?”

“We have just under an hour.”

****

Over at the palace, a steady stream of ponies was making their way inside. Nobles and dignitaries from near and far had come, bedecked in their best finery, to witness the union. The chapel was abuzz with excited conversation as ponies took their seats. Guards stood along the walls at regular intervals to keep an eye out for trouble and keep things orderly. Their armor and weapons polished to a mirror shine.

“Nervous, Twilight?” asked Applejack.

“I’m only the best mare, what do I have to be nervous about, he he he.” Twilight grimaced.

“Relax sugarcube, things will be just fine.”

“I hope so. This is my brother’s special day after all. And to think, in less than an hour I’ll have the best sister in law a pony could ask for.”

“That’s the spirit, now let’s get to our places.”

As the chapel filled up, three figures detached themselves from the crowd.

“It is time, once the ceremony begins, the throne room should be empty. You know what to do Zizix.”

“Yes general, I will obtain the keys.” she replied as they entered an empty antechamber.

“You located the other successfully?”

“Yes general, the night princess had the other one in her room. I already switched it out with a forgery.”

“Excellent, that makes things a little easier. But stay sharp. Everything rides on your success this day. My.. our futures, depend on it.”

“I won’t fail you general.” she said with a bow.

“Watch her back, Thrax. Do not let anything stand in your way.”

“What about you sir? What will you be doing?”

“The Queen has ordered me to take command of our forces in the Whitetail Woods. Our backup plan.”

“But then, who will lead the troops here?”

“The Queen will take personal command of the forces inside Canterlot. But that’s not your concern. Your only task is securing the keys. Succeed, or find yourself cast out.”

Zizix gulped. To be cast out was a fate worse than death.

“Mutatio victoriam, general.”

“Mutatio victoriam. Now, to your positions.” He replied before opening a green portal and stepping through, dropping his disguise as he went.”

Outside, a peep that had been perched on the windowsill started vibrating in alarm.

****

“WE HAVE A HIT!” I shouted in excitement and dread. Excitement at being proved right, and dread at the prospect of what was to come.

“What’s happened?” Luna demanded, “What did you see?”

“Somepony just opened a fiery green portal, and when he stepped through, he changed into something black. I only caught a glimpse of him, but I can’t think of any other black creatures that use green fire.”

“Sergeant,” Luna barked as she turned to her troops, “Send runners to the other safehouses. Tell them we have confirmation, stand ready to counter attack.”

“At once, your highness.” The stallion saluted briskly and got to work.

“Put on thy disguise, Aeron. Tis time to go to the palace. I will join thee as soon as I finish rallying all my forces.”

“You won’t be coming with us?”

“I will be but a few minutes behind thee. I must inform the other commanders of the solar guard personally.”

I didn’t like it. I didn’t see why she couldn’t send runners to them just like she did with the night guard, but we didn’t have time to argue about it now. The invasion was but moments away. We had to act immediately, so I threw on a disguise; a simple color swap and a different fake cutie mark.

“I’m coming with you.” Said Trixie, as she adjusted her hat. She wore an illusion over her outfit to make it all a single color, rather than its usual star spangled appearance.

I smiled at her and said: “I wouldn’t have it any other way.” as I gave her a nuzzle. “Let’s go.”

As we galloped through Canterlot we tried to avoid areas like the parks and plaza’s. Ponies had set up large screens and magical projectors, so they could broadcast the wedding via magic crystal, a sort of pony version of live TV for those who didn’t have the good fortune or social standing to secure an invitation. From what I understand these things only work over very short range. It occured to me there was a far more sinister purpose to it though. With ponies flocking to these places, it would be easier for the changelings to gather them all up.

The palace gates were extra heavily guarded. Well, by Equestrian standards anyway. Which meant there were six guards instead of the usual two, no time for subtlety. I walked straight up to them.

“Your invitations please.” demanded one as they formed a semi-circle around us.

“Why yes of course, it’s right here.”

The moment I finished speaking, bellsprouts ejected from my body. Clamping onto their snouts and dosing them with sleep spores. They were out cold before they could so much as shout an alert. Trixie telekinetically flung them into the gatehouse and slammed the door as we moved past them. They would wake up in a few minutes, no doubt wondering what the hell happened. I could have knocked them out longer, but we’ll need them to fight.

We galloped up the stairs and down the main hallway. Up another flight of stairs and across an inner courtyard. The chapel was right in front of us. We both dropped our disguises as we reached the double doors.

“Moment of truth.” I muttered and raised a leg. Kicking the doors hard.

The doors flew open and slammed against the wall with a deafening bang. Every head in the room turned towards the noise as I stepped through, letting everyone present get a good look at me. The mane six all stared in shocked surprise, as did most of the rest of the crowd. There were murmurs low cries of alarm spreading like wildfire. The honour guard around the perimeter of the room all draw their weapons.

“Stop this proceeding immediately!” I shouted.

“What is going on here? What is the meaning of this interruption?” Cadance demanded.

Shining Armor said nothing, he just stared at us, his face almost blank. So they got to him after all.

“This farce has gone on long enough.” I continued as I strode into the chapel and towards the altar. “You may as well drop the disguise, Chrysalis.”

“Heh, haha, hahahaha. You think you have it all figured out don’t you.” came the evil laugh of the changeling queen.

If I still had blood it would have frozen in my veins. Because the malicious laughter and buzzing voice did not come from Cadence at all. My eyes were instead drawn to the pony standing behind her.

“No…. you didn’t.” I said with dawning horror.

Celestia’s smile grew predatory. “But I did.” She said, then burst into green flames as the crowd let out a cry of fear.

Celestia’s pristine white coat melted away like wax. Her ethereal mane dissolved to reveal the gossamer tresses that formed the mane of the changeling queen. Her true form was a nightmare of spiked black carapace that looked much more insectoid than her cartoon counterpart ever did. A six limbed horror that looked more like the twisted, bastard offspring of a giant praying mantis, a horse and a king cobra that somehow had raging hate sex, as drawn by H.R Giger. An utter fucking nightmare. Her blade like horn and serpentine eyes glowed with a sickening teal light.

“When? How?” this was not how it was supposed to go. Shit, this is NOT how things are supposed to go.

“What have you done with the princess!?” Twilight demanded from where she stood, finally snapping out of her shock.

“It was easy to take Celestia right from under everypony's noses. All we had to do was wait for the right moment. We changelings are nothing if not patient. A single moment of weakness was all it took.”

Chrysalis smile got even wider, if that was possible.

“Right after the defeat of Discord, during the celebrations, Celestia decided to get into a little drinking competition with her little sister. For the first time in decades she let her guard down, and got more than a little drunk. With her mental defences weakened by the alcohol it was child's play for my agents to incapacitate her, and sneak her out of the palace. She has been enjoying the hospitality of my hive for months.”

“So that means that you..” I started, but she cut me off.

“Yeees.” she hummed with vile amusement

“It was I who sent the agent after you in the hopes of eliminating you. While Celestia did task her scientists with making a weapon to use against you, her misguided sense of mercy meant it would simply put you in a magical sleep, whereas I ordered the research team to make it lethal. A much more efficient solution. I then made sure to pick an operative who had every reason to dislike, if not outright hate you. When she failed in her task I wrote the decree to banish you from Equestria forever.”

It all started to make sense now, but I wanted to hear her say it, so I asked. “Why? Why go through all that trouble just to get rid of me?”

“At first you meant nothing to me. My agents simply made use of the disturbance you caused to further our own goals. I would have been happy to leave you alone, a hateful creature like you holds no value to us. But after we took Celestia, I scanned her mind, probed her memories, and learned everything she knew. And I realised the true threat you posed. You had possible knowledge of the future. You could have jeopardized my entire operation, and since Celestia didn’t know just how vast your knowledge was, I needed you out of the picture, one way or another.” She said with that superior smirk.

She was clearly loving this, no doubt getting some sick satisfaction from laying it all out for her foolish, captive audience.

“So you had ponies hunt me, turned them against me, and tarnished Celestia’s reputation. You made me believe she really was out to get me.”

“You seemed all too willing to accept the idea. Somewhere deep down you expected betrayal. You are not a very trusting individual, and it’s easy to feed distrust to the point of paranoia.”

I couldn’t deny that. Whether consciously or subconsciously, I kept expecting the other boot to drop at some point. But dammit, it’s not as if I don't have reason to expect things to go sour. More than once in my past have things turned sour for me when I was under the impression that things were finally going right for a change. The saying “When things go your way, be wary of the shit fate is keeping in reserve to fling at you later” exists for a reason after all. My struggles for control with the beast only made it worse.

“As for the ponies, It didn’t take much to further corrode what little goodwill you had with them. A quiet word from an operative here or there to stoke the flames of bigotry and mistrust. Their xenophobia was easy to manipulate and direct towards you. Fear can be a powerful tool. Just look at your ‘friends’. It did not take much to divide them about whether or not they should fear you.”

I looked at the girls, and knew that she was right. It didn’t take much to change the minds of some of them. Or at least plant the seeds of doubt. They put so much trust and fate in Celestia that any word coming from her is pretty much taken for gospel.

“Your own stubborn hot headed attitude only served to further my goals. All of you have been dancing to my tune for weeks. Like puppets on strings.” she said with sadistic glee.

“So let me guess, now you are going to make Shining Armor drop the shield around the city and let your army in?”

“Now why would I do that when my army is already in the city? No, the shield will serve to keep our prey inside, and prevent reinforcements from helping the guard. Captain Armor will maintain the shield until every last drop of his magic is gone. And even should he falter, I have changelings in place to take over maintaining the spell.”

“You think we’re just going to let you do this? If you think I will allow you to keep control of my beloved for even a moment longer…” Challenged Cadance, who had been silent until now. Her voice was full of anger.

”But you will. Because if you so much as think about resisting you will pay a terrible price. I have a whole battalion of changelings surrounding Ponyville as we speak. Put up a fight, and my best general has orders to raze the town to the ground, without taking prisoners.” Chrysalis smirked confidently.

“Noo!” came the horrified shouts of the mane six. Each of them had something or someone important to lose back in ponyville.

“So, what will it be? Do you surrender, or do you resist and make this ugly for everyone?”

I stood rooted with indecision, wondering if Luna was in position yet. If it was just my own existence at stake it would be simple, I would have thrown the first punch already. But holding all of Ponyville hostage, that I did not see coming.

I looked over to the girls once more, trying to figure where they stood on the matter. AJ was shaking her head at me, her eyes practically begging me not to do anything rash. Rarity was much the same. Dash was boiling with barely controlled anger. She wanted to wring Chrysalis’ neck as much as me I’d wager. When she caught me staring she looked away. If I had to guess she was feeling guilty for all the distrust and hostility toward me these past few days, now that all the details of what Chrysalis did were out in the open. Even Fluttershy, who disliked me most looked to be on the verge of tears.

“Well?” Chrysalis demanded, “Do you yield?”

It was Cadance who spoke for us. She looked at us all, one by one, before addressing Chrysalis. “Since I’m the only princess present, I… I hereby surrender Canterlot to...”

“We shall never bow to the likes of thee, parasite!” Boomed the voice of princess Luna. She and two of her night guard came thundering through the chapel doors. “My niece, element bearers, everypony, stand fast; we will not fall to the changelings this day!”

“But princess, she’ll destroy Ponyville if we resist.” Twilight pleaded.

“Not if we destroy her first!” Luna yelled and unleashed a blast of magic at Chrysalis, who flew into the air to avoid the midnight blue bolt of energy. The bolt struck the altar behind her and obliterated it.

She snarled at us, her green eyes alight with hate. “So be it! ATTACK!”

All around the room, changelings dropped their disguises. Revealing six limbed monsters, a cross between insect, pony and serpent. All across Canterlot the same thing happened. Changelings dropped their disguises and pounced on the nearest pony they could find. Detaining and securing them with blobs of sticky goo, in preparation for cocooning them.

Luna took a breath and unleashed the royal canterlot voice, adding a touch of magic so it would be heard in every corner of the city.

“Citizens of Canterlot, There are changelings among us. To arms! Fight for your very lives. Day Guard, Night Guard, TAKE THEM DOWN! NO MERCY!”

“Fools, you have sealed your fate, and that of Ponyville!” Chrysalis shouted, before flying out the window while carrying Shining Armor in her magic.

“NO! SHINY!” Both Twilight and Cadance shouted. Cadance then immediately jumped out after them. Twilight, lacking the ability to fly, was left behind staring out the broken window with anguish written all over her face.

“After them!” Luna bellowed, and her two bodyguards leapt to obey. More guard ponies stormed into the room. These were dressed in the armor of the dayguard. Some of them flung themselves at the changelings present, while others led the panicking citizens to the doors.

“Princess, what about Ponyville?” Twilight shouted anxiously as she approached. “The changelings have orders to destroy it, and everypony in it.”

“The citizens of Ponyville will have to fend for themselves until we can mount a counterattack, Twilight Sparkle. The sad truth is, none of us expected this vile plan, but we cannot yield to them. To do so would doom not just Ponyville, but ALL of Equestria. I am truly sorry, the guards stationed there will have to hold out until we finish here.”

“The needs of the many outweigh the needs of the few.” Twilight mumbled sadly.

“Wish that it were not so, Twilight Sparkle.” Luna said with equal sadness.

The girls looked positively devastated. Fear, anguish and anxiety dominating their expressions. I felt a hoof on my shoulder and looked back to find Trixie. She stared into my eyes and then nodded, and I understood what she was thinking. We had to do something. I pondered the problem briefly, then an insane idea came to me.

“Luna, can you pierce that shield?” I pointed out the window at the shimmering barrier trapping us inside Canterlot.

“Possibly, but only for a moment. It will do no good.”

“A moment is all we need. Pinkie, did you bring your party cannon?”

“It’s a wedding.” she said seriously.

“Is that a ‘no’?”

“I brought my Marriage Mortar.” she said with a wide, insane grin.

“Of course, how silly of me.” I said with mounting unease.

“What’s goIng on in that coconut of yours you big lug?” Trixie asked.

“I’ll tell you in a moment, sweetheart. Okay, Pinkie, where is this new cannon?”

“It’s in the gardens of course. Its where the reception was gonna be after all.”

“Then lets get there, now.”

We moved as one, sweeping out of the chapel and towards the gardens. A pair of changelings tried to bar our way, but Luna slammed them repeatedly into the walls with her telekinesis before either of them could act, knocking them unconscious. Soon we were in the gardens, where the mother of all party cannons stood besides the abandoned DJ booth.

“Okay, here’s the plan. Luna, I need you to blast a hole in that shield. The second it’s open, Pinkie will shoot me from the cannon, towards Ponyville.”

My plan was met with stares of unbelief.

“This is crazy, I am sure we could find some other way to teleport us both there.” Trixie said.

“Unless you bought another long range emergency teleport gem when I wasn’t looking, this is the only way I can think of to get there in time.”

“She does have a point. This is crazy, like trying to hit a fly with a piano crazy.” Said Rainbow Dash.

“I’ve made the trip once before when Discord threw me. If the wind is on my side, I will have a good head start in getting to Ponyville.”

“If you survive.” Rarity muttered.

While we were arguing, AJ was helping Pinkie push the massive party cannon into the right position.

“Target is Ponyville, distance checked. Compensate for wind speed, three knots. Elevation, thirty degrees. Gonna need more streamers.” Pinkie jabbered as she worked the cannon.

“Don’t try and talk me out of it.” Though any of you could try. Seriously...anyone please try.

“But, you’ll be alone, against an army.” Twilight argued.

I smiled at her. “I have my own army.”

Luna fired a blast at a changeling passing overhead, making it crash in a smoking heap into one of the buffet tables. “We will endeavor to join you in Ponyville soon, Aeron. But it may be some time before help arrives. Are you sure you can do this?”

“I will do what I can to defend Ponyville. You just worry about taking down that wannabe xenomorph queen.”

They all nodded, though some looked a bit confused as to what the hell a xenomorph was.

I turned to Trixie, and kissed her gently on the lips. “Stay safe. And come back to me in one piece.”

“That is Trixie’s line you idiot. You’re the one about to be shot out of a cannon.”

‘Don’t remind me, what in the nine hells am I about to do?’

It wasn’t long before Pinkie and AJ came back to us.

“We’re as ready as we can be, AJ even added a barrel of the acres oldest cider to give it more kick.” Said Pinkie.

“Grandpappy Smith’s secret recipe. Good for two things; Peeling paint off of barns, and getting ponies blind drunk. Make it count sugar, and buck ‘em twice as hard for me!” Applejack added

“I will.” Was what I said as I shrunk down and made to climb into the barrel. My thoughts were different.

‘Crap. Crap. Crap. Crap. why did I think this was a good idea? I hate heights.’

“Aeron! WAIT!”

Oh thank god. I turned to look at Pinkie, who said: “Have you given any thought of what you're going to say when you are airborne?”

“.....I may go with the default.”

“Scream like a little filly?”

“Pretty much.” I said, then turned to Luna. “Ready?”

Luna nodded, and I slid down the barrel, shaping myself into a more aerodynamic form, like an artillery shell. “Let’s do this!”

From the bottom of the cannon, I could see a beam of pure ebony hit the shield. Dark bolts of electricity snaked out from the site of impact, Then a small section of the shield shattered like a mirror, revealing a small tear. Now was the time.

There was a mighty KABOOM, and a nauseating lurch, followed by the shrieking of the wind in my non existent ears. Or maybe it was me who was shrieking, I couldn’t tell. The ground below passed by in a blur as I rocketed through the air towards Ponyville.

*******

“Well, he’s on his way.” Said Pinkie Pie whilst staring through a pair of binoculars she’d pulled from somewhere.

“Then it is time we got busy as well.” Declared Luna as the sound of an explosion came over the garden walls.

“Listen to us carefully, Twilight Sparkle. You and your friends must go to the west wing tower, and retrieve the Elements of Harmony from the vault.”

“But, how will we open it without princess Celestia?”

“By whatever means necessary.” Luna declared. “Once you have the elements, do what you can to assist the guard, and protect the citizens of Canterlot.”

“What about you, your majesty?” Asked Rarity.

“We shall go to help princess Cadance, retrieve Captain Armor, and beat the location of mine sister out of the changeling queen. Now go, and know that I have faith in thee.”

With a final nod, the mane six plus Trixie ran off to collect the elements, while Luna took to the air to find Cadance. All over Canterlot the fighting was escalating. Hundreds of changelings had revealed themselves, alone or in groups. Luna’s command to stand and fight had roused some of the citizenry, but the majority of ponies living in Canterlot had no combat experience. Still, they put in a valiant effort.

As she flew low over the rooftops, Luna spotted a quartet of unicorns who had barricaded themselves inside a bakery to protect a group of school ponies, exchanging spellfire with about a dozen changelings who were trying to storm the place. She let loose a bombardment of spells as she passed overhead, throwing the changelings into disarray before she moved on.

Elsewhere, a group of guards were fighting hoof to hoof in the streets and alleyways. Here and there, explosions blossomed behind buildings as unicorns and changelings exchanged spell-fire. A trio of pegasi passed her as they dive bombed a couple of changelings who were dragging off a cocoon full of foals. Elsewhere a lone pegasus mare was bombarding changelings with bolts of lightning from a small thundercloud she had managed to cobble together somehow.

She spotted Prince Blueblood, charging down a street towards a group of changelings fighting with a gaggle of civilians. His rapier in his magical grip, and a pair of guards ponies by his side, who she recognised as Sunny Spring and Rainy Day, both wielding spears. Their cries of ‘For the princess, for Canterlot!’ echoed up the streets.

She was momentarily blinded when a scathing pink beam of power blasted through a building at a diagonal angle, before bouncing off the shield and obliterating one of the spirals of the outer city wall. That amount of power could only be Cadance’s. Luna veered off in the direction the beam had come from, and soon enough she spotted the princess of love, hammering away at the changeling queen’s glowing green shield spell with beams of magic. Behind her was Shining Armor, held by two changeling drones inside a bubble of energy.

“Is that the best you can do little princess?” Chrysalis taunted the young alicorn, “I don’t know what I was expecting from the princess of food, but I must admit, its beyond disappointing.”

“Then mayhaps thou won’t mind switching dance partners!” Luna shouted as she touched down hard, her horn flaring into life. “Face me if ye dare oh queen of the bugs.”

*****

The roar of the wind was all I could hear as I sped through the air. It’s a good thing I don’t have normal ears, or my hearing would have been permanently damaged from the noise of the party cannon. Even without a stomach I felt queasy as I looked down at the ground hundreds of feet below me. In the distance, Ponyville was rapidly getting closer, but I could tell, even now, that I wasn’t going to make it. Even with all the extra oomph AJ and Pinkie had added to the cannon, I simply didn’t have enough momentum to reach Ponyville. But I had to, I had to make it there. I had to fly, or at least glide, while I was still high enough. While I still had speed enough.

Magic flowed through me as I began to form new mass. My shell shape unfolding carefully so as not to cause too much drag. I spun thin vines and tough leaf material. Rudimentary wings unfolded…... and promptly snapped in half. They just couldn’t handle the strain. Not even the new bamboo I tried to use. I was starting to lose altitude. Worse, I could see smoke starting to rise from Ponyville. The attack has already begun. Vaguely I could see hundreds of small specks flying through the air above the town, as well as the telltale streams of spellfire. Think, Aeron, think.

I tried again. Weaving wings of bamboo and leaf, the wood starts to crack and splinter as soon as it gets big enough to lift my weight. The drag slows me down. I beat my wings, and one of them snaps. I wrap the broken part in a new layer and push against the air, but its not enough. The leaf material rips like wet paper. I lose all momentum and crash into the woods below, several miles from Ponyville. Painfully, I picked myself up off the ground. No time to stop, had to get to Ponyville. I reformed my body into that of a timberwolf and started to run.

*****

Cloud Jumper couldn’t remember ever having a worse day. Not only did he pull the short straw for morning patrol, meaning he missed out on the muffins during breakfast, but now he found himself in the middle of an invasion.

They had appeared out of nowhere. Hundreds of black monsters that looked like a horrible blend of pony, snake and insect. There was no warning, no demands, no chance to even parlay or surrender. They swooped in and started cutting down anypony they came across, and setting fire to the buildings. Mercifully, most of the citizens of Ponyville had been in the town square outside city hall to celebrate the royal wedding. Sergeant Fire Shot wasted no time once the attack began. She ordered everypony inside city hall and to barricade the building as best they could, while her few troops fought a desperate battle for time. Even now she was right outside the front doors with their best frontline fighters, laying down covering fire with her repeater crossbow as the last stragglers made their way inside. Even then, he knew not all of them had made it.

He fired his own crossbow through an opening in the barricaded window he was guarding. The bolt struck one of the attackers in the side, and it crashed to the ground with a keening wail. To his left, Star Horn was busy casting spells on the walls and ceiling. Protective wards against fire, he knew. After all it wouldn’t do for them to gather everypony in here, only for the enemy to set the building ablaze. He just wished they could do the same for the rest of the town. Through the opening, he could see smoke and flames rising beyond the buildings around the town square.

“Close the doors!” Fire Shot bellowed, and two guards slammed them shut before dragging a heavy cabinet in front of it.

Something heavy slammed into the doors, pushing them open a crack. She stuck her crossbow tip through the opening and pulled the trigger, being rewarded by a pained shriek.

“Any unicorn civilians in here who knows offensive or defensive spells please step forward, we need all of you to keep these, whatever they are, out of this building.”

Several unicorns stepped forward and were swiftly assigned a window to cover, or formed into a larger group to create a collective shield spell.

“Ma’am,” Said a pale earth pony mare with pink and blue hair, “I may not be a unicorn, but I have experience fighting monsters.”

“What’s your name civvie?”

“Bon Bon, former agent of the AMO.”

“Really? You must be very good to make it as an earth pony in that outfit. Alrighty agent, grab yourself a weapon and cover a window.”

As Bon Bon moved to cover one of the windows, Fire Shot turned to her troops.

“Bastion, How long until that shield is up?”

“We need a few more minutes ma’am, anxiety is causing some instability.”

“Get it sorted, we need a shield ASAP.”

“You got it ma’am.”

“And stop calling me ma’am, I’m a sergeant, I work for a living.”

“Incoming at the front!” someone shouted before firing off a spell.

****

“General Tarandus, we have them cornered, but they used spells to make the building impervious to flame.” one of the changelings reported.

They stood some distance away from city hall on the roof of a building, giving Tarandus the best possible view from which to coordinate his forces.

“Then we will do this the messy way. I want five warriors up front, one in siegebreaker form, the others are on meatwall duty. The rest of the troops will surround the building. Have two squads standing ready to storm in as soon as the siegebreaker is finished.”

“Yes my lord, right away.” the messenger saluted and jumped down to relay his orders.

Tarandus watched as his orders were swiftly followed. Changelings formed ranks and stood waiting as five of them stepped forward. The one in the lead erupted in green fire and began to change, growing larger and larger, armor plates thickened and extended, the small horn enlarging into a thick curved battering ram. By the time the transformation was done the changeling looked like a monstrous rhino beetle the size of a small van. Its beady little eyes focused on the doors to city hall, and it scraped the ground, readying to charge.

His four companions also changed, growing big bony slabs of armor and large dorsal plates. Then, as one, they charged the door. Arrows and spells flew from the building, all aimed at the rhino beetle changeling; but the other four jumped in the way of the shots. Arrows and spells bounced off the thick plates of armor, and the rhino beetle slammed into the doors with a loud bang and the crack of splintering wood.

***

“Keep shooting, we have to bring that thing down!” Fire Shot shouted to the troops and volunteers.

She needn’t have bothered really, as they did just that. Ponies were working in pairs, one shooting while the other reloaded crossbows as fast as they could manage. Unicorns threw spell after spell, but most didn’t so much as make a dent.

“This isn’t working sarge, those platy ones keep getting in the way, we need to fight smarter not harder.” Star Horn yelled from his window.

“If you have a plan then go for it trooper, as it is we’re just waiting for the inevitable.” Fire Shot called back.

“I need two volunteers who know ice magics!” Star Horn shouted at the others. Two unicorns stepped forward.

“With me, were going up to the second floor balcony.”

“I hope you know what you’re doing trooper, because that sounds like a good way to get killed, and I’m not giving you permission to die on my watch.” Fire Shot said.

“If we don’t try we’re dead anyway, we can at least try to buy you and the others some more time.”

With that the trio ran up the stairs to the second floor. Quick as a cat, Star Horn opened the door to the balcony and slipped through, the others following swiftly before pulling the door shut again. Most of the changelings had landed to surround the building, so there were only a few in the air who could potentially spot them.

“When I give the signal, cover as much of the ground in front of the door in ice as you can, then as soon as you’re done, get back inside.” Star told the other two.

They all peered over the edge of the balcony and watched as the rhino beetle changeling walked back a good two dozen yards to make ready for another charge at the door.

“Wait for it.” Star horn whispered. Wait for it…..”

The changeling pawed the ground, then broke into a run.

“Now!” Star horn shouted, and jumped over the edge.

Confusion reigned for a moment, making the changelings slow to respond. The spells struck the ground, creating a slippery patch of ice that spread out from the doors a good thirty or so yards. As soon as the charging changeling hit the patch it lost its footing and began to slide forward, its momentum carrying it towards the door.

Star Horn flipped over in the air and fired a spell of searing cold at the door. The moisture in the air instantly froze. Forming a thick cover of ice, with sharp icicles over a foot long sticking out in all directions. Unable to halt its forward momentum, the changeling shrieked as it collided with the razorsharp ice barrier, and impaled itself. The magical ice piercing its armored shell with a sick wet crunch.

Unfortunately, Star Horn did not escape unscathed. As he touched down on the now ice covered ground, his hind leg slipped, and viciously twisted his ankle. Spellfire began to tear up the ground around him, causing his allies to cry out.

“Get back inside!” he yelled up to them as he pulled himself up as best he could on the slippery ground. His left back leg wouldn’t support his weight.

Inside, the troops watched the scene unfold with horror.

“Open the door, get him inside!” Fire Shot shouted.

“We can’t, the ice has sealed it shut!” Cloud Jumper shouted in despair as he yanked on the doors in a vain attempt to open them.

“Levitate him up! Do it now!” she yelled at the two unicorns on the balcony.

They were trying, but their position was being bombarded with dozens of beams of green energy.

“Copperhoof, Greenhill, with me!” Fire Shot ordered as she grabbed a dented shield and ran up the stairs.

She didn’t have to look behind her to know her troops were following her. They were good soldiers. She stormed out the balcony door, her shield held in front. Immediately a spell ricocheted off it, blasting harmlessly into the air. Copperhoof and Greenhill were at her side in an instant. Their own shields held ready. They crossed the short distance between the door and the edge of the balcony, using their shields to protect the unicorns.

“Now get him out of there.” she told the two, and they charged their horns to lift Star Horn up to the balcony.

Back inside, now!” she ordered as she supported Star Horn, who limped towards the door as fast as possible.

“Good work trooper, you bought us some time.”

“My pleasure sarge.” Star Horn grinned. Then his chest exploded as shards of green crystal burst through his ribs.

With a soft thud, Star Horn fell to the ground. Fire Shot looked back to see where the attack had come from, only to spot the enemy general, his horn glowing as several more shards of green crystal hovered around him; and a twisted grin splitting his ugly serpentine face.

‘Your move’ he mouthed, and Fire Shot felt her anger flare up. That fucking bastard was taunting them. For a split second she wanted nothing more than to charge down the square and pummel the life out of that monster, but a bubbling gurgle accompanied by a hoof pawing weakly at her leg snapped her out of it.

“MEDIC!!” She shouted as she dragged Star Horn inside.

******

With a crunch of breaking stone, Applejack bucked a changeling into the corridor wall. She was doing her best to keep them away from Fluttershy, who was trembling behind her. Two more Changelings rushed her, only to be blasted away by an explosion of confetti from Pinkie’s party cannon. They had been fighting their way up several flights of stairs, and down even more winding corridors, trying to reach the magic vault in the tower.

“Thanks for the assist, Pinkie.” She said as she wiped the sweat off her brow.

“No problemo.” The pink mare replied as she stuffed the unconscious changelings into a burlap sack, and tied it off with some streamers. “Perfectly gift wrapped”

“Eyes up front!” Trixie called as she zapped a changeling with a shock spell, causing it to twitch and dance in place for a second before falling unconscious. “How you doing back there sparkles.”

“Keep moving, we can’t afford to stop.” Twilight shouted. She was projecting a large forcefield that effectively blocked the corridor behind them. Several changelings were pounding against the shimmering barrier.

They were getting close to the vault now. This was where the princesses kept the rarest, most powerful as well as the most dangerous artifacts.

“Darling we know its urgent but if we don’t pace ourselves well be run ragged before we even get there.” said Rarity.

A pair of changeling burst through the window just ahead of the group. Rainbow Dash was on them at once. Delivering a flying Karate kick that sent one of them back through the window. The second changeling unleashed a beam of energy. It bounced off Twilight’s barrier, missing her by mere inches, before singeing the end of Rarity’s tail. The fashionista’s eyes narrowed and she fixed the changeling with a death glare. Before the changeling had a chance to fire again, he was crushed by a heavy cabinet that slammed him repeatedly into the wall. The changeling fell unconscious, and Rarity haphazardly dropped the heavy cabinet on top of him to keep him pinned.

She looked at the singed hairs at the tip of her tail, before ever so carefully snipping them off with her magic.

“Let us never speak of this again…. Ever.” she said with deathly calm.

“She’s scary when she’s mad.” Trixie whispered to Applejack, who nodded silently, as did the others.

Before long, they finally reached the vault. Twilight slammed shut the double doors that led into the vault room and ripped a curtain rail from one of the nearby windows to shove between the handles. The door pushed inward slightly as the mass of changelings on the other side slammed into it.

“That aint gonna hold em long sugarcube. Ah hope ya got a plan on how ta open that there vault, or we're gonna be in a mighty pickle.”

Twilight swiftly trotted up to the large vault doors and studied the lock.

“Oh dear.” she exclaimed with worry.

“Not the kinda thing we wanna hear right now, Twilight.” Rainbow said nervously as the thumping on the doors got louder.

“What’s wrong darling?”

“This is a manametric horn lock. It’s designed to recognise a pony’s magic and open for them, and only them.

“Can’t you cast some kind of spell to unlock it?” said RD.

“These things are supposed to be tamper proof, Rainbow.”

“Then howabout we buck them doors down?” AJ offered.

Twilight cast a brief sensory spell across the doors, then shook her head. “Those doors are enchanted Adamantite. It’s the strongest metal known to ponykind. You would need the strength of a thousand ponies to dent them.”

“So you’re saying there’s no way?” Fluttershy squeaked, before hiding behind Rainbow Dash as the banging on the doors got even louder still.

“None that I can think off.”

“But there has to be somethin’ Twilight. Princess Luna wouldn’t have send us all here if y’all couldn’t figure it out.”

“Oh for.. quit flapping your gums and just cast something already. We don’t exactly have a lot of time here!” Trixie practically growled.

The others gave her an annoyed look, but Twilight took a deep breath, letting it out slowly. “You’re right, Trixie.”

She slowly walked up to the vault door, eying the lock with some trepidation. Who knew what kind of nasty security features it might hide. She was not looking forward to getting an electric shock to the horn, or whatever else princess Celestia might have had installed to discourage tampering with the thing. “Here goes nothing.”

Slowly she slid her horn into the lock, and powered up her magic in order to try and cast an unlocking spell. But before she could even start to construct the spell formula the arcane circuitry that ran through the doors lit up with a pale blue aura.

“Recognised, Twilight Sparkle. Welcome faithfull student.” Chimed a pleasant magical voice.

Everypony present stared dumbfounded as the vault doors soundlessly swung open. Pinkie was the first to recover, saying: “Well, that was easy.” before bouncing into the vault itself.

The inside of the vault was a massive chamber with metal walls, polished to an almost mirror finish. In some respects it looked more like a museum, with dozens of the rarest items lined up on pedestals or tucked away under glass casings.. Strange amulets, a painting that showed a hideous looking pony, a small boulder with a sword stuck in it. On one side of the room, close to the door was a large bookcase filled with unbelievably rare and valuable books on a myriad of subjects.

In the far corner was a large horned skull with a single eye socket, next to an innocent looking pouch, held closed with a heavy chain and padlock. A long, elegant mirror stood in the other corner, and next to it was a pedestal holding a sapphire statue. Underneath one dome of protective glass was a small piece of rainbow, while another held a tiny little thundercloud that constantly zapped the enchanted glass with teeny lightning bolts.

There was also a thick heavy jar containing some strange purple ooze. Several treasure chests, bound with various metals stood stacked together. Locked below a steel reinforced glass case was a pure white, leather bridle, inlaid with brilliant gemstones.

Twilight let out an audible gasp of wonder. “Oh my gosh. Can you believe this?” She exclaimed as she dashed over to the nearest display.

“No. way. The eternal stormcloud of King Boreas. I’ve read about this. Oh and here, the real sapphire statue that the Daring Do books are based on. And here, the bridle of Artemis.” Twilight ranted as she moved from display to display.

“I can’t believe it, the Scepter Of Yore. I thought this was but a myth. And what do we have here?” next to that display lay a black tome that had princess Luna’s own cutie mark on its cover, held closed with a bejeweled, heart shaped lock.

Ever curious, Twilight read the title of the tome, only to hastily step away while blushing furiously, right to the tips of her ears.

“Something the matter sugarcube?” asked AJ

“NOTHING! Erhm, I mean, nothings wrong, lets just…. find the elements.” she said hastily and trotted further into the vault, her mind well and truly snapped out of her little nerd-out moment.

Trixie cast a single look at the title of the tome, her cheeks grew pink even as she grinned and then moved on.

At the back of the vault stood an ornate little chest. Twilight immediately felt a pulse of familiar magic as she approached it. “This is it!” she said excitedly as the lifted the lid, revealing the Elements of Harmony in all their dazzling glory.

Trixie felt it too. There was a vague similarity between the magic radiating from these gems, and the magic she felt inside Aeron. Though his was… wilder, untamed. The magic of the elements was more focused. Like sunlight through a lens.

“We got what we came for, let’s go girls.” Twilight said after each of them had donned their respective element.

“What about all this other neat stuff?” Asked Pinkie.

“She’s right darling, we can’t possibly leave all these treasures behind for the changelings.”

“Well what do you suggest then? It’s not like we can carry all this stuff out.” said Rainbow Dash, gesturing to the contents of the vault.

“Hate ta say it, but Dash is right. Ain’t no way just seven ponies can carry all this here fancy stuff.”

“Au contraire, my little pony,” Said Trixie with a smug smirk, “perhaps you all can’t, but the Great and Powerful Trixie has just the right tool for the job.”

“Ugh, this is no time for your boasting and grandstanding, Trixie. We need a real plan, not pointless blathering.” Rainbow Dash groaned.

Trixie gave her a glare. “Shut it, just watch.”

With a flourish she whipped off her hat, held it out to the room and ignited her horn. “This is a spell of Trixie’s own making.”

“Wait, you made a new spell?” Twilight asked.

“Well, technically Trixie combined a few spells, But that's not important. The important part is the result. First up, portal open.” she tapped the rim of her hat with her horn, igniting the right combination of runes.

“Prestidigitonium!” She shouted. Her horn flashed, and suddenly everything in the room started to float towards her hat, shrinking down as it vanished inside. In just under a minute, the vault was empty.

“What the hay.” Dash gaped.

“Tadaa!” Trixie shouted.

“Well I’ll be a mashed apple. Color me impressed.” said AJ

“Well, that is a handly spell to tidy up.” Said Rarity. “But what’s with the weird name?”

“Aeron suggested it. It seemed to amuse him.”

Twilight, who had been struck silent up till then, chose that moment to rejoin the conversation. “You have a dimensional storage pocket in your hat?”

“Of course, where do you think Trixie got that big boomstick from during our duel.”

Twilight studied the hat for a moment. “Are these runic matrices?”

“Indeed they are.”

“How many different combinations have you sown into this thing?”

“Including Trixie’s cape, about a dozen or so.”

“What?! B-but… don’t you know how dangerous that is? If you activate the wrong combination of runes, you could blow yourself up.”

“Don’t be daft, Twilight Sparkle. Trixie is not an idiot. None of these runes can be activated out of sequence, and even if they could, there are no combinations possible that could lead to such a result. Trixie made sure of that before she got started.”

She conveniently left out the part where Mashika had given her a scathing lecture after she set her hat on fire with her first attempt, and told her in no uncertain terms that she would personally set her rump on fire if she did something that stupid ever again.

Further argument was halted by the sound of splintering wood.

”That door won’t hold much longer. I suggest we leave, like, right now.” Dash said urgently..

“And go where exactly?” Rarity said as they left the vault and closed it. “That door is the only way in and out of this room. Unless you were thinking of jumping out the windows.”

“Well yeah, kinda.”

“Need I remind you, Dash darling, that we’re on the top floor, and that not all of us were blessed with wings?”

“So we’re trapped. Can we fight our way through them?” Asked Trixie.

“No way. Judgin’ from all the hullabaloo out there, ah reckon there must be fifty of em on the other side of that there door.” Said Applejack as she tore one of the curtains into strips and bound them tightly around the door handles.

“Rainbow, Fluttershy, can’t you two carry everypony down to the ground?” Twilight asked.

“I’m sorry Twilight, I’m too scared to fly.” Fluttershy said apologetically.

“If only we had a rope, or maybe a trampoline; or a hot air balloon.” Said Pinkie.

“Maybe not an air balloon,” Dash said with a growing daredevil grin, “But what about an airship.” She said while pointing out the window.

The others crowded around the window to see what she was pointing at. From their high vantage point they could clearly see the Canterlot sky docks, and the luxury air-yacht that was moored there.

“There’s our exit.” she said with a grin.

“Can you even fly that?” AJ deadpanned.

“How hard could it be?” Dash smirked.

Applejack rolled her eyes but chose not to comment.

“Stay put and hold that door. I’ll be back.” Rainbow said before diving out the window.

******

Caramel and a group of survivors were running as fast as their legs could carry them. They had been at the edge of town, carting in some more party supplies when everything went to Tartarus. They dashed through a section of Sweet Apple Acres, and towards the treeline beyond, changelings hot on their heels.

“Come on, don’t stop!” shouted Caramel as his companions slowed down.

“We can’t! We can’t go into the Everfree!” Sassaflash begged.

Yet Caramel pushed them on. Already he could see the black chitin creatures coming.

“We don’t have a choice, if we stay out here we’re goners. At least we will have a fighting chance in there.”

They entered the woods, darting between the trees as swiftly as possible. Branches whipped them in the snout, but they pushed on regardless. Written Script tripped and fell, they were on him before he could so much as scream for help. The others pushed on, heedless of his plight. They didn’t get far. Roughly a dozen paces ahead, changelings dropped through the canopy and blocked their path.

Caramel barreled straight into one. The young stallion threw punches with his forehooves left and right, he even managed to push the changeling he grappled with to the ground. But it's brood-mates were on him in a flash, pummeling the young stallion with harsh kicks and punches. With a vicious right cross, Caramel was sent sprawling to the leaf covered floor. Curling into a ball to protect his soft belly, he completely missed the look of shock that erupted on the changelings face as something emerged from the bushes.

With an unnatural snarl, a timberwolf bounded from the bushes, jaws snapping shut around the changelings head. Greenish yellow blood and ichor sprayed out as the wolf tore the head completely off. More wolves emerged, pouncing on the changelings like the wrath of an angry god. Tearing the insectoids limb from limb.

Something touched Caramel's withers, and he let out a 'manly' yelp, rolling over and throwing a punch. His hoof connected with a wooden palm, and he looked up to find Aeron standing over him.

“Easy there slugger, you've done your part.” He gave Caramel a pat on the shoulder after pulling him to his hooves.

“Head to the center of the forest. Find a hut, with a Zebra in it. Tell her Aeron sent you. Don't be afraid of the wolves, they won't harm you.”

Caramel nodded, completely dumbstruck, and shaking slightly from the adrenaline crash.

"One last thing, how many are there?"

"I... I don’t know... more than a hundred, at least" he said, his voice steadying.

"Then it looks like I'll need some extra help. Did you see anypony else out there?"

"We passed by Sweet Apple Acres, I only saw Mac in the fields, I dunno.."

"Go on, I'll take it from here." Aeron said, before vanishing into the woods; a steady stream of timberwolves following after him. Caramel stood there, unable to move for several minutes before his friends pulled him away to find safety. All the young stallion could think was: ‘What the hay is going on?’

*****

Luna ducked under a searing beam of energy, throwing back a volley of magic missiles. The silvery spheres zipped through the air like angry bees, exploding all around Chrysalis. Cadance added her own volley to the attack. Brilliant pink explosions blossomed, sending up a cloud of smoke and dust. But the changeling Queen emerged unscathed from the smoke.

“You will need to do better than that, little princesses.”

Behind them, a squad of night guards arrived, carrying heavy tower shields and repeater crossbows in addition to their normal hoof claws and wing blades. Chrysalis looked almost bored as she glanced at them. “Oh look, more fodder.”

“Boast all you want, bug. You will fall eventually.” Cadance shouted.

“You still don’t get it, do you? I’ve been feeding on all the love meant for Celestia for months. Right now, I am the most powerful being in all of Equestria!”

“The only thing powerful about you, is your overblown ego!”

“SILENCE!” Chrysalis roared a she unleashed a torrent of green fire. Luna threw up a shield in the nick of time to protect everypony. Though the flames did spill over the barrier, setting fire to several buildings.

“Cadance, I will distract her. Take Shining Armor, and flee. The night guard will escort you.”

“But aunt Luna, what about you?”

“Do not worry about me. I will handle the queen.”

“But if she is as powerful as she claims to be...”

“It doesn’t matter! All that matters is the safety of you, and everypony else in the city. They need you more than me. Now get ready!”

The second Chrysalis spell stopped was the moment Luna launched herself forward. Her wings beat rapidly as she summoned several lances of pure moonlight.

“HAVE AT THEE!” Luna bellowed as she launched the lances forward, ahead of herself.

Chrysalis raised another shield, but the attack was never meant for her. The two changelings holding Shining Armor captive shrieked in agony as the lances impaled them, before they exploded from the inside out. Luna herself collided with Chrysalis, passing through the shield as if it wasn’t there, she resorted to fighting hoof to hoof with the queen. Cadance wasted no time. Teleporting over to Shining, grabbing him in a tight hug, and then teleporting out again.

Chrysalis roared in anger. “You won’t get away THAT easily.” she screamed and fired a piercing beam of force at Cadance before receiving an uppercut to the jaw from Luna.

The night guard squad responded instantly. Forming a shield wall with a number of tower shields. The beam impacted, crumpling the metal shields like tinfoil and throwing several of the Thestrals through the air. They landed with a jarring thump on the marble streets. Those that were unharmed quickly picked up their shaky comrades.

“Go now! Take young Cadance and captain Armor away from here!” Luna shouted as she covered their retreat, lashing out at Chrysalis eyes with the tip of one of her wings, forcing the queen to turn away to protect her sight.

Her loyal forces obeyed without question, covering their retreat with a number of smoke bombs that blanketed the street in a thick blue haze.

“It’s just us and thee now, Chrysalis.” Said Luna as she jumped back to catch her breath.

“More fool you, little princess.” Chrysalis snorted. “Together you might have had a fighting chance, but alone you will be easy pickings,”

“Don’t cry victory to soon you fat roach.”

“Petty insults now? My what would your sister think.”

Luna’s eyes narrowed. “You will return her to me.”

Chrysalis smirked. ”I think not.” then she took flight, zipping into the sky.

Luna followed, firing beams of energy in rapid succession as she tried to bring her down. They zipped across rooftops, twisted through spires and towers, cork-screwed through the streets and looped across the sky in an aerial dogfight that would make even the wonderbolts stare in awe.

“Enough, I grow tired of this.” Chrysalis growled as one of Luna’s shots clipped one of her ears. She came to a dead stop, twisted around and unleashed a cascade of green energy. Luna only partially managed to dodge it. The attack knocked her off balance, and she crashed into one of the rooftops, bounced and rolled, then fell down into the street, landing on a market stall full of fruits.

Groggily she got to her hooves as a guard pony rushed to her aid.

“Princess are you alright?”

“We art fine.. Corporal…?” she said, noting his rank insignia on his armor.

“Quillpoint ma’am”

“We are fine, Quillpoint. What’s the status of our forces.”

“Princess, we can’t hold them. We’re fighting as hard as we can, but their shape changing gives them the advantage. They are changing into forms with abilities we aren’t prepared for.”

“You must hold on Corporal.”

“But they’re tearing us apart. We can fight minotaurs, griffons, other ponies. Heck even dragons. But how do we fight twelve foot tall insects that can cast spells, shoot poison spines and spit paralysing goo? We just aren’t trained for this, your highness.”

“You should listen to your soldier, princess. Surrender to my forces, and I promise your ponies will be mostly unharmed. We need our food to be healthy after all.” Chrysalis laughed as she landed with a thump, several yards up the street.

“We will never surrender.” Luna said defiantly.

“Then you will suffer.” Chrysalis snarled as she fired off a spell, but not at Luna. The spell struck Quillpoint, who screamed in agony before he fell to the ground. Green sparks of electricity danced across his body, his coat was smoking…. and he didn’t breathe.

“I honestly thought you were an opponent to be wary of, the dark nightmare that all of Equestria fears. The one so powerful her sister had no choice but to banish her to the moon itself. I even made plans to try and mentally destabilise you to keep you out of this whole affair. But I see now that I needn’t have bothered.” Chrysalis said with a cocky smirk, her tone mocking, “You are just pitiful. You can’t even properly protect your own forces, so you can just forget about ever recovering your precious sister, oh princess of the night. You will never see her again.”

Looking at Quillpoint’s body at her hooves, the scream that erupted from Luna was one of absolute fury, frustration, and above all, anguish. Her heart felt like it was being crushed within her chest.

Let me out. Said a voice at the back of her mind, and Luna gasped in shock.

“Y-you. You’re back. Why did you not answer me before?”

I was put into a deep, deep slumber by the elements. But your pain, anger and sadness have woken me once again. Let me out, Luna. You don’t have to face her alone.

“No…. no I can’t.” she whispered to herself, with fear in her voice.

Don’t be afraid little moon. I swear, I will relinquish control once that snake-headed bitch is a smoldering pile of ashes.

She said nothing, her mind a storm of insecurity.

Trust me. Trust me as you once did.

“The last time I did so, you locked me away. You started a civil war.”

.....It won’t be like that. I was…. wrong, I see that now. Let me out little moon.

For a long, agonising moment she was frozen with indecision. A storm of emotions and doubts warring within her. If she chose wrong here, the world would be doomed twice over. She was afraid, so very, very afraid. Seeing her standing frozen like that, Chrysalis laughed mockingly. The sound of her voice was like nails being driven into Luna’s ears. She felt tears sting her eyes as she struggled to breathe in.

“I have your word? You swear it?” she whispered with shuddering breath.

Upon our mother and father’s grave, I so swear it. Let me do this…. for our sister.

Luna swallowed, blinking hard to clear the tears that had gathered in the corners of her eyes and raised her head to face Chrysalis. The fear that had roiled around in her stomach like a liquid crystallizing into an icy rage.

“Thou wishes fear, changeling queen?!” she roared as reared up, her voice deepening, “Then thou shall face, the true, Nightmare!”

The skies overhead darkened as thunderclouds formed inside the dome to blot out the sun. A single bolt of lightning lashed out to strike Chrysalis, It missed her by an inch, the discharge blasting her backwards and sending her flying. She corrected herself just before she hit the ground, making a rather clumsy landing.

Taking a few unsteady steps to shake off the last of the electricity, she fixed Luna with a baleful glare.

With a heavy thud that cracked the pavement, Luna slammed her forehooves to the ground. The black of her regalia seemed to bleed away into her coat, which shimmered as it turned midnight black. Her mane and tail growing longer and longer, taking on a more smoky appearance. Her now moonlight silver torc unfolded into full plate armor that slowly enveloped her vital areas. She fixed Chrysalis with a murderous stare as her eyes became draconic slits, and her teeth elongated into razorsharp points to match the fangs of the changeling queen.

“Finally decided to get serious did y…” Chrysalis began to say, only to be blasted through the walls of several buildings by Luna’s magic. The beam moving so fast she barely had time to register the attack. The changeling queen bounced and skidded several times before coming to a stop, half buried in a pile of rubble.

“Aurora!” the dark alicorn bellowed.

The Thestral mare appeared within moments, dropping to the floor with a gasp upon seeing her princess. “What is your command, princess Luna?”

“Princess Luna is not here right now. After months of being silenced and locked away inside her mind, her anguish has freed me, so that I may do what she cannot, in order to save our little ponies. I speak with her full authority, so listen close.”

Aurora bowed low once more. “I am at your service, Mistress Moon.”

“This is my command: Evacuate Canterlot City. Gather every stallion, mare, filly and colt, and lead them through the mines and down the mountain to bypass the shield. Leave not a single soul behind.”

“It will be done mistress, but why?”

“Once the city is empty, I will bring down the wrath of Nightmare Moon upon the changeling army.”

Aurora let out a gasp of shock. “But mistress, the damage...”

“Listen to me, Aurora. If we hold back out of mercy, If we do not fight them to our full potential, we will lose. But I cannot do so if innocent bystanders will be caught in the crossfire. Buildings can be rebuilt, material goods can be replaced. But our little ponies cannot. So you must. Not. Fail. Get them all to safety so that I may fight without holding back.”

Aurora swallowed hard, then saluted. “You have my vow, mistress. None shall be left behind.”

“Then go. I will keep the changelings busy until every last pony is safely underground and away from here.”

Her mane seemed to swell, and from the depths of its star-fields emerged dozens upon dozens of monstrous shapes. Faceless creatures made of starstuff with long claws and tattered wings.

“Go my night terrors, engage the changelings. Protect our ponies ‘till my guard can lead them to safety!”

And they went, screeching across the Canterlot skies to engage any changelings they could find. Nightmare Moon turned to face Chrysalis as she emerged from the pile of rubble with an angry, snarling hiss.

“Quit snarling like some filthy animal and face me with some dignity, maggot.” Nightmare Moon said in a tone of supreme loathing and boredom.

Chrysalis was seething. “You arrogant little...”

Before she could get her tirade started, another energy blast buried her once again in a small avalanche of rubble.

“A lowly insect like you should know her place!” Nightmare Moon said as she casually walked closer, “You speak not only to a princess of this realm, but the one true mistress of the night and keeper of the dream realm. You will speak to me with respect, or I will rip out your filthy tongue for your insolence.”

With a wild snarl, Chrysalis burst out from under the rubble and charged. Her front limbs morphing into diamond hard blades. Nightmare met her charge head on, summoning Eclipse to her side. The magical blade sang as it cut through the air in a shimmering arc, meeting Chrysalis claws with a clash of magical steel against unnaturally tough talons.

******

I found Big Mac in the field, just as Caramel said. He was fighting off a trio of changelings. One was pinned under his hoof as he delivered a double buck to another. The third was climbing back up off the ground. I snatched it up with a vine and swung it into the air before whipping it back down and into the ground. I repeated that same move twice more, until I was certain he wouldn’t get up anymore. The other two tried to flee but I grabbed them both with a vine, and threw them to the wolves, who eagerly tore into them.

“Mac, are you alright?”

“Don’t worry ‘bout me,” he panted, “the girls, Apple Bloom and her friends, they’re in their clubhouse, alone.”

“Say no more.”

We ran across the field, deeper into the orchard, where we found the clubhouse under attack. A changeling was trying to beat down the door while three others blocked all the windows. I let out a snarl, and the pack leapt to the attack, making short work of them. Only one managed to escape, flying up and away as fast as possible.

“Is it safe?” asked sweetie belle, who appeared at one of the windows, eyeing the wolves cautiously.

“Yes, it’s perfectly safe now. You can come out. They won’t hurt you.”

The crusaders cautiously emerged from their clubhouse. Gazing in wonder at the new timberwolves. One of them put its snout up to Scootaloo’s side, sniffing her and poking under her wing with its nose.

“Stop, that tickles.” she giggled, despite her nervousness.

“Its alright, he’s just getting to know you.”

The sound of a distant explosion caught our attention.

“Right, no time to dilly dally. Mac, can you get them to the house safely?”

“Eeyup.”

“Alright, I’ve got a town to save. I’m sorry but I’m going to need to borrow some apple trees.”

“Do what now?” Asked Applebloom.

I smiled and placed a hand on the ground. “Just watch.”

I closed my eyes and plunged my vision fully into the magical spectrum. The moment my magic made contact with the network of lifeforce around us, every tree shifted its attention to me.

‘Hear me, children of sweet apple acres. Your caretakers are in danger. Those that nurtured you from seedlings to full-grown need your help. Take this gift of my magic, and walk with me.’

Light snaked out from my hands, like tendrils of green. Spreading in all directions across the orchard. All around us, the trees groaned as if swaying in a storm. Then, one by one they pulled themselves free from the soil. Their trunks splitting to form legs. Branches bent and twisted and intertwined to form massive arms. Bark rippled and shifted to form mask like faces. A crude copy of my own first attempts to mimic a face. Mac and the crusaders stared in shock and awe as a total of fifty trees reshaped themselves. They marched clumsily, roots digging into the ground with each step to keep from falling over. Some moved like gorillas, using their new arms to walk on all fours. Soon they began to pick up speed, getting used to being mobile. A strange sound filled the air. Like a low bass hum. The wolves responded to it with a howl, then joined the march towards ponyville.

“Get them to safety. I’ll be back.” I said before moving off to join the attack.

“Wow.” muttered Big Mac.

“Wow indeed.” Scootaloo deadpanned.

********

“How much longer lieutenant Thorax?” Tarandus demanded.

“W-we cleared the ice from the doors sir. We’ll be inside in but a moment. Their defense has become lackluster, no doubt their morale is at the breaking point.”

“Hurry it up then. I want to be done here before too much longer.”

A howling filled the air. Tarandus turned to find the source, only to see the strangest thing. Trees, marching like animals, and wolves made of vine and leaf. Dozens of them. His troops all wheeled about, weapons at the ready and horns aglow. The army of vegetation stopped at the edge of the town square, and a single individual stepped forward.

***

I stared at the rows of changelings as I walked forward. I had assumed my humanoid form, because it suits me best when trying to fight. Even though most forms have become almost second nature to me, this is the one form where I don’t have to put any conscious thought or effort into moving an extra set of limbs. All the changelings have stopped moving, staring at me as one. I had their attention for the moment. Best to capitalize on it.

“Which one of you is in charge here?!” I shouted out.

A single, large changeling standing upon a rooftop addressed me.

“I am General Tarandus. I command this legion. I recognise you, Aeron, monster of the Everfree. Believe it or not, but we’ve met before. At the grand galloping gala to be precise.”

“If you know who I am, then you know what I’m capable of, and you’ll also know I make good on my promises. So listen… You surrender, and tell me where to find Celestia, and I will let the ponies deal with you.”

“And if I refuse?” He asked, sounding more amused than anything.

“If you refuse to surrender, you will deal with me, and with them.” I said as I pointed over my shoulder at the wolves and trees. Some baring their fangs in snarls while several trees banged their fists together. The sound of wood striking wood like the thunder of war-drums.

“You are brave, but not very smart.” Tarandus said. “You may have your own little army, but you are their weakness. If we disable you, they will come apart. I could simply order every last one of my troops to fire their best spell at you. Even you can’t survive more than a hundred and fifty spell-blasts at almost point blank range.”

“True.” Turning I looked over my shoulder to find, me of all people. “But...”

My twin crosses paths with a triplet, “...as you can plainly see...”

From the sides four others circle round the collected Changeling invaders.

“....I have a way of complicating things.”

I talk big, but throwing my voice to other constructs is much more complex than you could imagine. Like playing a video game with both hands, feet, and mouth. An impressive trick, but then, I learned my tricks from the best. I smile inwardly as Trixie’s smirking face flashes through my mind. I’m a little worried how she’s doing, but we trained almost every day to hone her magic combat skills. If her battle with Twilight proved anything, it’s that she can hold her own with the best of them. I mentally shook myself and focused on what was in front of me.

“General, If you care about your troops at all, order them to stand down.” I said through one of my copies standing on top of a roof.

“Changelings do not surrender, we conquer.” he said matter of factly. “It’s you who should surrender and accept that this land will soon belong to us.”

“Does he speak for all of you? Will you throw your lives away for this delusional plot-hole?” I addressed the rest of his troops via another copy, “Because that’s exactly what you’re doing If he tells you to attack, and you choose to follow that order. I’m being incredibly reasonable here and giving you one last chance to surrender yourself to pony justice.”

“He’s right!” a voice cut in.

I turned to locate the source, only to find an earth-pony mare standing on the town hall balcony. Her armor suggests she’s with the guard.

“I am sergeant Fire Shot, And I give you my word, that if you surrender, you will be treated fairly!” she said.

“I am a general! I don’t surrender to one as low as you!” Tarandus replied icily, a beam of energy shooting from his horn before the words had fully left his mouth.

Fire Shot’s reflexes saved her from certain death, but the beam still ripped a bloody gash in her side. Her armor may as well have been made of tissue paper for all the good it did her. Several voices from inside called out to her, and two stallions rushed from the balcony doors to her aid. The time for talk was clearly over.

As one, my army rushed forwards, Timberwolves outpacing the slower moving apple trees, who thundered up behind them. Their ponderous steps shaking the ground. The changelings swarmed in response, with several dozen of them rushing me and my copies. I triggered the boobytraps inside them, and the copies exploded in blasts of cactus spines, noxious spores and corrosive fluids; taking down dozens of changelings in one salvo.

Several changelings transformed into more suitable combat forms. Some looked like praying mantises, others like giant scissor beetles. Yet others assumed the form of dragons, minotaurs, and even the original timberwolves. The two sides collided with a sound akin to rolling thunder, punctuated by the howls of the wolves and the roaring of the dragonlings. Limbs flew as blood and sap hit the ground in equal measure. A timberwolf was cut in half by a changeling mantis, even as two of its packmates tore another limb from limb with their jaws. Several apple trees waded into a cluster of rhino beetle changelings, pummeling their thick shells with fists of wood. One beetle fell, its shell shattered, and its organs spilling out in gooey ropes. A blast of dragonfire turned an apple tree to ashes. Its brothers and sisters took the dragonling down by throwing half a building worth of wall at it. A timberwolf ran by, its leafy coat on fire, but even so it didn’t stop. It pounced on top of a changeling and bit down. The changeling screamed in agony as the teeth pierced its shell. And then it too caught fire. All around me it was like a tornado of violence. Spells flew, bodies of both wood and flesh exploded. Screams and howls filled the air.

A changeling pounced me, ramming its blade-like front limbs into my torso. I responded by grabbing it by the throat and smashing it face first into the ground. Two others blasted me with spells that tore smoldering holes through me. Another transformed into yet another strange insect I didn’t recognise, and bit down on my arm. Its pincer jaws shearing through my limb as if it were paper. Even as a new limb started to form, I clenched my remaining hand into a fist and made an upwards sweep with it. The ground beneath the changelings erupted into a trio of earthen spikes that impaled them. I grabbed the nearest corpse and send it sailing towards Tarandus, who lazily raised a shield. The corpse impacted the shield like a bug on a windshield then slid down and fell off the roof. The changeling next to him lost its nerve and fled. Flying away as fast as it could.

I broke into a full sprint and launched myself at the rooftop Tarandus was standing on. My hands morphing into long claws of my own. I smashed into the roof just in front of the general, the roof partially caved in from the impact, but I didn’t care. I swiped at Tarandus, who deftly dodged out of the way, using his wings to generate extra momentum. He blasted me at point blank, ripping a large hole in my chest and exposing my core. His blade like front limb shot out, attempting to impale it.

‘You fell for it you fucker.’

The second his blade talon entered my chest, the hole slammed shut around it like a bear trap.

“I have you now!”

My fist rocketed forward, catching Tarandus straight in the face. The chitin of his muzzle shattered with an audible CRACK! Like someone crushed a giant eggshell. Tiny trickles of green blood seeped out of the cracks.

“That one was for Princess Luna.” I yelled as I yanked him back, slamming my fist into his sternum. The sound of shattering chitin accompanied the impact. “That one’s for Ponyville.”

“And this one,” I said as I drew my arm back, while large spikes grew out of my knuckles. “Is for Princess Celestia!”

I poured all my anger into that one punch. Every ounce of frustration, pain, rage and hardship of the last year, concentrated at the tip of my fist. With a scream I launched my fist forward, his chest caved in under the impact. The force of the blow launched him backwards, his trapped limb tearing off at the elbow. Green blood spurted from the wound as he fell off the roof and landed in a heap on the ground.

“Not bad.” He coughed, and to my disbelief, he started to rise. “You actually managed to hurt me pretty good.”

I stood there dumbstruck as his chest plates pushed outward. The enormous dent left by my fist vanished as the old chitin plates flaked off like aged paint on a fence. Cracks appeared all over his body, and the black chitin peeled away to reveal fresh white flesh underneath. I could see it ripple and bulge for a few moments, then it started to darken rapidly. Tarandus lazily wiped a bladed arm across his chest as if he were brushing off dust. Even his missing limb had fully regenerated.

“It’s been a long time since anyone managed to force me into shedding my skin. For that I salute you.”

“Oh you smug motherfucker.” I said and slammed my fist into my palm, cracking my knuckles “Round two it is then.”

********

Blueblood was panting hard as he pulled his rapier out of the changeling corpse at his hooves. Sunny Spring and Rainy Day were breathing hard as well. They had been fighting almost non stop for the past half hour. Coming to the aid of any citizens under attack. More and more ponies had joined their group, looking either to help or for protection, and there were a good thirty or so of them now.

“I don’t know how much longer we can do this my prince.” Said Sunny.

“Yeah, not to rain on the parade, but I can barely feel my legs; I’m that tired.” Panted Rainy.

“We have no choice. These ponies depend on us.” Said blueblood.

Just then, a Thestral pony came flying up to them.

“Prince Blueblood, “ said the newcomer, “Princess Luna has ordered the city be evacuated. You are to lead anypony you find to the crystal mines.”

“Are you nuts. We can’t do that.” Rainy said immediately.

“Watch your mouth, those are her highness orders.” The Thestral answered hotly.

“The crystal mines are on the other side of the city.” Blueblood interjected calmly, “We will never make it there with this large a group and only a hoof-full of us to protect them.”

“Then what do you suggest, my prince?”

Blue motioned with his rapier towards a higher section of the city not far from their position. “The sky docks. There are plenty of civilian and military ships docked and dry-docked there. We get as many of them going as possible and evacuate everypony unable to reach the mines on hoof by air.”

“You realise changelings can fly right?” Said Sunny.

“I’ll take my bucking chances.” Said Rainy.

“Come on everypony, were making for the docks.” Blueblood addressed the crowd, who let out a determined cheer.

********

Rainbow Dash was in trouble, and she knew it. She’d flown down to the docks and attempted to secure a ship to get the others, but she had not anticipated running into a full battalion of changelings. Now she was locked in a desperate fight to survive. She beat her wings frantically as she zipped through the ships moored at the docks, changelings hot on her heels. She banked hard as they came up to a building, and barely managed to pass it. Her pursuers were not so lucky, and several of their number slammed into the wall, never to get up again.

She climbed higher, her wings burning with the effort, until she reached the shield. She braked hard, slammed her hooves into the shield and pushed off, launching herself back towards the ground, and straight into the oncoming swarm. Spell beams zipped past her as she rolled and spiralled downwards, picking up as much speed as she could. Lightning danced across her hooves as she reached the threshold, and just as she hit the swarm she broke the barrier. A sonic Rainboom exploded in the midst of the changelings. Blasting them in all directions as a rainbow blur sliced through their formation. Those closest to the epicenter were knocked unconscious, and hit the ground, they were out of the fight for good. The rest of them were scattered and disoriented by the deafening shockwave and dazzling light.

Rainbow flared her wings, braking as hard as she could, pulling up at the last second before she hit the docks. Her legs slammed into the ground, the impact jarring her bones. She grimaced in pain as she came to a running stop, her chest heaved as she sucked in air. Her lungs were on fire.

Several spells impacted the ground around her, and she yelped as she took flight once more; her muscles ached with the strain. Several changelings followed her as she flew through the rigging of a small airship, giving one of the ropes a yank. The rope whipped back, slamming a pair of changelings to the ground, and she let out a triumphant cackle. Spells whipped and whirred passed her, some close enough to singe her feathers. With a yelp she closed her wings, letting herself drop. The changelings followed suit. She aimed for the deck of a nearby sky galleon, whipping open her wings at the last second and gliding an inch above the deck. The two changelings behind her were not as fortunate. One hit the deck, and actually went through it; the old wood giving under the impact. The second one pulled up, but clipped itself on a rigging line and crashed spectacularly before falling off the side and down the mountain. It hit the shield below with a wet splat.

A spell hit her wing and she screamed as she hit the ground hard. Pain flared through her side as she took a look at the damage. A lot of her primary feathers had been burned away, leaving a sizable hole in her wing and the underside of her ulna was blistered, as if she had stuck it in boiling water. She was effectively grounded.

She quickly took cover behind a few crates as more changelings began to advance on her position, keeping her pinned down with spellfire.

“Oh crud, this was a stupid idea, Rainbow.” she groaned to herself.

A sudden commotion made her peek out from behind her cover. A large group of ponies was rushing the docks, engaging the changelings from behind.

“For Equestria!” shouted Blueblood as his rapier slashed left and right, cutting down the changelings in his path.

Other ponies followed his lead. Whacking the changelings with improvised weapons, ranging from garden tools to skillets.

“Am I glad to see you.” Said Rainbow as she stepped out of cover while the last of the changelings was whacked into unconsciousness with a rolling pin.

“Rainbow Dash?” Said Blueblood, “what in Celestia’s name are you doing here?”

“I was trying to grab an airship. Twilight and the others are stuck at the top of the west wing tower with no way out.”

“Then there is no time to lose. Everypony! Ready as many ships as you can, the element bearers need our aid!”

“You got it sir!” Sunny Spring saluted, then ran off to organise ponies into ship crews.

“Got room for a few more?” Asked Princess Cadance, a she and her thestral escort dropped out of the air. Shining Armor was still unconscious, held gently in her telekinetic field.

“Princess!” Both Blueblood and Rainbow exclaimed.

“It's good to see you’re unharmed.” Said Blue.

“Let’s go princess. Twilight needs our help.” said Dash.

Cadance face hardened. “Twilight’s in trouble? Then lead on.”

They hurried aboard the luxury yacht, and in minutes they had the ship ready to fly. Slowly the ship lifted out of the sky dock as its steering propellers gained speed.

“Always wanted to try and fly one of these.” Rainbow grinned from behind the wheel.

“I was under the impression you preferred to fly under your own power, miss Dash.” Said Blue.

“True, I wouldn’t wanna do this all the time, but that doesn’t mean I can’t admire these ships.” she said.

“True enough.”

***

Another impact rocked the thick tower doors. Pieces of wood broke off and sharp talons poked through the holes. The hinges groaned and bent as another impact rocked the tower. The very stone around the doorframe itself beginning to crack.

Trixie took up a battle stance, summoning forth a dozen illusionary swords, daggers and axes that floated just above her. Next to her, Twilight powered up her horn as well. Applejack stood beside her, shielding Fluttershy, while Pinkie whipped out her party cannon and aimed it at the door.

The wood shattered, one more hit and they would be inside.

“Wait for it.” Said Trixie. “Waaaait for it.”

The doors shattered completely.

“NOW!” she yelled and launched her illusionary arsenal through the door. Dozens of voices shrieked in agony as they impacted with a wet thud.

Pinkie fired her party cannon at the same time as Twilight unleashed her spell, which turned out to be a chain-lightning bolt that jumped from target to target.

“Shield!” Trixie shouted, as she threw up a barrier over the door frame. Twilight followed suit, and Rarity added her own little contribution, adding a few small diamond shaped shields to the defensive layer.

“I’m sorry darlings, I was never too good at combat spells.” she said apologetically.

“Its okay Rarity, every little bit helps.” Said Twilight.

As one, dozens of changelings threw themselves at the shield. Cracking it like armored glass. All three ponies grunted under the strain.

“That’s not gonna hold very long, is it?” asked Applejack.

“No, its not. We’re all way too tired.” Twilight groaned as they hit the barrier again. “I’m sorry.”

“Its okay, Twilight, it aint yer fault.” AJ said.

Again and again the changelings threw themselves at the shield. Rarity’s little diamonds were the first to go. Shattering into nothing as her horn fizzled out.

“I’m sorry darling, “ she panted, “I have nothing left.”

Trixie’s shield dropped next. Instead of shattering like glass, hers seemed to ripple away like water vanishing down a drain.

“The great and powerful Trixie, needs a breather.” she gasped as she sat down heavily.

Twilight’s face dripped with sweat as she fought to maintain her barrier. Dozens of claws scraped at it, causing ear splitting shrieks, like nails on a chalkboard. Everytime a changeling threw itself at the shield the point of impact spiderwebbed, like a bullet hitting armored glass.

“I can’t…. hold on… much… longer.” She ground out.

“Twilight! Everypony!” Came a voice from outside.

“Cadance? CADANCE! Is that you?” Twilight yelled.

The bow of a ship suddenly appeared in front of the window. Cadance and Rainbow Dash standing atop.

“Told you I’d be back.” Rainbow grinned, “Come on!”

Everypony hurriedly climbed out the window and aboard the ship. Twilight came last. Her spell finally shattering as they hauled her aboard. The changelings burst through the door like a tidal wave. Trying to squeeze themselves through the narrow window all at once in their frenzy to get to them.

“GET LOST!” Cadance shouted as she blasted the tower with a blinding beam of pink energy. The entire wall collapsed and the tower began to lean dangerously sideways.

“AGAIN!” Blueblood yelled from the wheel as the ship veered away from the tower.

Cadance followed up with a second beam, and the opposite wall of the tower blew outwards. Unable to take the weight, the rest of the structure shattered and the entire tower collapsed in on itself. Crushing and burying the changelings.

“Aww yeah! Now that’s a rescue worthy of Daring Do.” Rainbow cheered.

“Are you alright Dashie?” Fluttershy asked timidly as she eyed her injured wing.

“I’ll be fine. Just a couple of burned feathers. They will grow back.”

“Thanks for the rescue, but what do we do now?” Twilight asked as she stepped up beside Blueblood.

“Princess Luna has ordered the city evacuated. We’re picking up anypony who hasn’t made it, or can’t make it to the mines.” He said.

“But how are we going to get out of the shield?”

“That’s a good question.” came a new voice, as a Thestral mare touched down on the deck.

“I am Aurora , princess Luna’s personal bodyguard. I noticed your ship and came to see what was going on. It’s good to see the element bearers are safe.”

“Hello Aurora, do you have a plan.”

“No, I was ordered to organise the evacuation. But the princess did not anticipate this situation. I must find her and inform her off this new development.

Below them, several changelings tried to make for their ship to attack, but they were intercepted by the night terrors, who kept them grounded.

“I don’t know how I’m going to make it to her through that chaos though.”

“I can help with that.” said Twilight, ”I know a spell that could work, though i’ve never used it before.”

“Right now, I’ll take whatever I can get.” Said Aurora.

“Just give me a moment.” Twilight replied as she slowly lit her horn.

********

A storefront collapsed as a spell impacted it. Nightmare moon raised a hoof to shield her eyes from the flying gravel, before launching a volley of summoned arrows. Causing Chrysalis to jump back to avoid becoming a pincushion.

“Mistress, can you hear me?” Aurora’s voice suddenly rang in Nightmare Moon’s head. ”Lady Twilight has connected us using a telepathic messenger spell.”

“We hear thee Aurora. What’s our status?” Nightmare Moon answered as she ducked under another energy blast, and retaliated with a shimmering sphere of destructive force.

”The evacuation is fully underway, but there are simply too many ponies to lead them all out through the mines in a timely fashion. Lady Twilight and her friends have commandeered one of the airships, Princess Cadance and captain Armor are here too, as is prince Blueblood. We can use this and the remaining airships to get the last of the citizens to safety, We have ponies readying them as we speak, but...”

”But the shield dome is keeping us all trapped.” Nightmare finished her sentence, “Then we must shatter the dome and make our escape. Get everypony not yet underground onboard and head for the edge of the dome, signal me when you are ready, and I will take care of the shield.”

“You seem distracted” Chrysalis said, a dangerous edge to her voice, “That will cost you!”

One of her scythe claws shot out, Nightmare brought up Eclipse, but Chrysalis was faster. The claw caught her in the face, slicing through her cheek and barely missing her eye. Blood trickled down her face.

“Tenebris horrenda!” Nightmare shouted as a cloud of darkness erupted from her horn.

Within seconds the entire street was covered in ink black darkness. Not only did it rob Chrysalis of sight, the cloud also seemed to block out any sound. She could no longer hear the din of battle. All she heard was her own breath and the clip clop of her hooves on the street. And even that was muffled.

“Hiding in the dark?” Chrysalis sneered. “Such a parlor trick might scare a little grub, but not me.”

“You talk a good game, insect, but we can smell the fear coming off of you.”

“Stop it, You’re not fooling anyone. I am an emotivore, smelling emotions is what I do. Your little act is just that, an act. Now face me!”

“No.” Nightmare’s voice came from behind.

Chrysalis whirled around, lashing out with her talons, but hit only air. In return, Eclipse bit into her hind leg. Chrysalis let out a roar of pain.

“I can keep this up all day. Until you learn to fear me.”

Chrysalis turned in circles. Scythe claws at the ready, but everytime she turned, towards the sound, the attack came from another angle.

“ENOUGH!” She roared, sending a blastwave outwards in all directions, dispersing the darkness. For a moment she was blinded by the sudden daylight, and it cost her.

Nightmare threw Eclipse with all her strength. The blade whirled through the air like a boomerang, leaving a trail of light behind it.With a crack and a wet squelch it sliced through Chrysalis side. Leaving a deep tear along the length of her barrel. Her shriek of pain was audible across all of Canterlot.

”Aurora, are you ready yet?”

”almost mistress, we’re picking up the last civilians now. We’ll be at the barrier in two minutes.”

“Just for that,” Chrysalis growled, clawing back to her hooves even as she cast a spell to stop the bleeding, “I’m going to cut off your sister’s horn and mail it to you.”

“Touch one hair on her head, insect, and I will visit such pain upon you that you will wish with every fiber of your being that you were dead.” Nightmare replied with such venom it made the changeling queen blink.

“we’re ready mistress.

“Tell Cadance and Twilight, and any other unicorns you have with you to all fire on the shield the moment they see my spell.

understood.

Nightmare spread her wings and launched herself into the air, above the rooftops of Canterlot.

“Where do you think you’re going?” Chrysalis taunted as she followed.

“To spoil your plans, naturally.” Nightmare replied haughtily, even as her horn erupted with a purple black light.

****

Everypony aboard the airships watched and waited. They didn't have to wait long. A black beam surrounded by purple lightning impacted the shield right in front of their ships.

“Now everypony!” Twilight yelled, as she added her own magic to the attack.

Every single unicorn aboard the little flotilla fired at the shield. A virtual rainbow of colors striking the barrier all in the same spot. Cracks appeared in the barrier, growing larger and larger, until at long last the whole of the dome shattered and evaporated into glittering sparkles.

“All ships, full speed ahead!” Blueblood shouted.

****

Chrysalis eyes widened as the dome came apart. “After them you fools, don’t let them escape.” she roared.

All across Canterlot, her swarm began to give chase, but the night terrors blocked their path.

“You are going nowhere, worm. The time has come for me to wipe you and your filthy brood off the face of Equestria. Now that our ponies are safely away from here, you shall feel the ultimate power of the moon!” Nightmare declared loudly as the moon rose into the sky to eclipse the sun. The very color of the sky turned to a purplish red, and the moon itself seemed more blue than white.

“No! You’re bluffing,” Chrysalis gasped, “You wouldn’t, you wouldn’t dare! Your precious city...”

“Is just a place of shiny marble and stone. We will build another.”

“If you do this, you will never find her. Your sister will die alone in the dark!” Chrysalis tried, her fear rising.

“Wrong, It may take time, but we will find her and bring her home.”

For a brief second, the moon shone as brightly as the sun itself, as Nightmare Moon finished her spell. Panic gripped the changeling queen as she powered up her own horn to try and stop her, but Nightmare Moon was faster.

“End of the line Chrysa-bitch!” she shouted before her voice rang out even louder as she cast the spell in the royal canterlot voice.

“INTERNICIVUS STELLA MAGNA!”

For a moment, everything stopped. Changelings and Night Terrors hung suspended in the air, or stood frozen in place. Then slowly everything not nailed down began to rise into the air as gravity reversed. Even the light seemed to change as the powerful gravity field redirected the very photons in its area of effect. It only lasted for a few seconds, then gravity returned, magnified a thousandfold.

Within the space of a single heartbeat, every living thing within the city of Canterlot was reduced to a smear on the ground. Their bones crushed to powder, their flesh flattened out into a gruesome pancake of ruptured meat and viscera. Like bugs on a windshield.

Less than a second later the buildings of Canterlot collapsed as one. The thunderous cacophony of thousands of tons of marble and stone collapsing in on itself so loud it could be heard for miles around. The once majestic sight of Canterlot Castle was reduced to a pile of gravel in moments. Nearly a thousand years of memories reduced to dust in the blink of an eye.

A hundredth of a second after that, the very streets cracked. Hundreds of fissures spider-webbing out in every direction. The entire city ripped itself off the side of the mountain as its support gave way, and crashed down into the valley below; crushing everything in its path as millions of pounds of rock cascaded down the side of Canterlot mountain. The impacts sent tremors through the earth that were felt all the way in Baltimare. The dust cloud it threw into the air could be seen for miles in every direction. When things finally settled, no trace of Canterlot City ever having been there remained, save for the road and railroad track that snaked down the mountain.

***********

I felt several of the layers of wooden armor around my body breaking as Tarandus blasted me through the walls of Sugarcube Corner. I caught a brief glimpse of the kitchen before I exited out the other wall. I felt sorry for the damage, but that was a minor thing at the moment. This fucker turned out to be a lot tougher than he looked. It took all of my concentration to fight him on equal ground, so I left the trees and the wolves to their own devices. And they were winning. Maybe that’s why he was so pissed.

I pulled myself up out of the rubble and slammed my fists into the ground, yanking up layers of rock and gemstones to cover my fists and arms. Tarandus slammed into me. His scythe like arms ripping into my torso. I headbutted him in return before punching him repeatedly with a diamond encrusted fist.

“That’s not gonna work you fucker. You ain’t getting to my core!”

He jumped back, and I stomped the ground, sending a wave of stone spikes after him. One clipped his hind leg, ripping it off. But he didn’t seem at all bothered by it and kept on fighting with just three limbs to walk on. Using the front two to slash and stab at me.

I whipped out a vine, catching him around the neck, then yanked hard. Whirling him around me twice before slamming him into a wall as hard as I could. Half the wall collapsed and buried him under a ton of brick. I then noticed the sign above the door. And while I couldn’t read the letters I recognized the cutie mark. Three little bon bons. I grimaced. Somepony’s gonna be ticked at me for wrecking her shop.

I had no further time to contemplate that though. Tarandus emerged from the rubble and transformed, growing frighteningly large. And suddenly we had a full grown dragon on our hands. A stream of white hot flame blasted my way, and I hastily threw up a barrier of rock and dirt. I could feel the heat even through the layers of soil, already the rock was starting to run molten. I’d forgotten how scary dragonfire could be. But I can be scarier.

With a wave of my arms I opened a crevasse in the the earth and let myself drop down. Slamming it shut above me. I then let my power flow out into the surrounding rock and soil. I molded into a giant hand and shot it up out of the earth. Grabbing Tarandus leg and squeezing as hard as possible. He let out a roar of pain as I applied more and more pressure. The rock of the hand started to crack and shatter, but I kept going.

“Lets see what gives out first, it or your leg!”

It was the leg. With a snap the bone finally gave out and Tarandus collapsed to the side. Crushing several of his own forces beneath his bulk. A couple of apple trees and timberwolves were crushed as well. Some of the wolves animating spirits fled back towards the Everfree forest, choosing to regrow as new guardians, while others simply dissolved into nothingness, choosing to finally move on to whatever afterlife awaited them.

I had no time to think about that however. I emerged from the ground as if it were water, thanks to my earth shaping powers. Tarandus had canceled his dragon transformation, and was nursing his other leg.

“Ready to surrender yet?”

“To the likes of you? Never.”

“More pain it is then.” I deadpanned as I grabbed him by the throat. His snake-like tongue whipping out at me. I threw him over my shoulder in a judo throw, and he bounced several times on the hard ground before coming to a stop.

“You have much to answer for General, so I’m taking you alive to stand trial. But alive doesn’t mean intact. Surrender while you can still move.”

A tremor in the earth that wasn’t my doing got both our attentions. Then the skies changed color and the moon suddenly rose, looming overhead, large and bright. Following its trajectory, it came to rest right above Canterlot. The mountain just visible in the distance. For the briefest second, the moon seemed to flash, like a camera, and the shining city of canterlot was turned to dust.

“Stella magna…. Luna, you didn’t..”

Tarandus began to laugh, and for a brief moment I felt certain the changeling had lost his mind.

“The hell are you laughing for?” I demanded.

“Because of how foolish you all are. Your idiot princess just destroyed her precious city, but it was already too late.”

“What the fuck are you on about?”

“That is not for you to know. It’s time I took my leave.” he said as he summoned a flaming green portal.

“Oh no you don’t!” I shouted, even as I enclosed the portal in a barrier of razorsharp gemstones.

“You are going nowhere!”

Tarandus glared at me, then suddenly spread his wings, zipping into the air and flying away from ponyville as fast as possible.

“Get back here!” I shouted as I pulled my arm back, morphing it into a javelin.

With a running leap I threw the javelin as hard as possible. Luck was on my side as it caught tarandus right in the side, and he crashed to the ground. I followed as fast as I could. Leaving the chaos of Ponyville behind. Even now the ponies who had been taking shelter inside City Hall were rushing out to fight the changelings. Between them and my army of the forest they were soon decimated. That just left Tarandus for me to deal with.

He was running, even as his chitin was flaking off again. Pulling another regeneration trick. I wondered how many times he could do that. Well if need be I could keep stabbing him until I found out.

He whipped around suddenly, firing off a series of green beams. I leapt sideways and rolled to avoid getting hit. Quickly scrabbling back to my feet and continued the chase.

“Where are you running Tarandus? There is no escape.”

“That’s what you think you impertinent fool.” he shot back at me.

We reached the fence around Sweet Apple Acres. I shot out a vine, just as he vaulted over it, catching him around the torso and whipping him hard against a nearby tree. The breath exploded out of his lungs in a loud “oof!”

“Like I told you, there's no running from me.”

“And I told YOU!” he shouted as he suddenly gave a hard yank, pulling me towards him. “You are A FOOL!”

His arms suddenly grew as if he had been pumping iron for a couple months straight, and before I could react I was airborne, crashing hard into the barn, collapsing it part way and pinning me down.

“What’s happenin’ out thar.” shouted Granny Smith.

“Granny, no! Stay inside.” I heard Big Macintosh yell.

“Oh look.” Tarandus said acidly as he moved past me towards the house, “Innocent bystanders. How delightful.”

“Back the fuck off!” I growled as I snatched him with a barbed vine. “Don’t you go near them!”

His scythe talon flashed, and the vine was severed instantly. “You do NOT order ME!” he shouted, then took a running leap through one of the windows.

“NO!”

There was shouting and a cacophony of noise inside as several objects came crashing down.

“Kids, run!” Shouted Granny Smith as she came running out the door, followed by Big Mac, who was holding a shovel in his mouth as a makeshift weapon. On the second floor the window suddenly opened, and Sweetie Belle, Scootaloo and Apple Bloom climbed out, letting themselves drop into a pile of hay below. For a moment a dared hope they were all safe, then the wall behind them all but exploded outward as Tarandus came crashing through it. Snapping up Apple Bloom.

With a heave I pushed the collapsed section of the barn off of me and rolled to my feet.

“Let her go, bug face.”

“Oh I think not. I know you care for this one. So she makes for a perfect hostage.” he said as he pressed one of his mantis claws to her throat.

"General be reasonable, you've lost. Doing this will only make it harder on you. Just let her go and the ponies will go easy on you."

Tarandus smirked as he tightened his grip on Apple Bloom, who let out a scared whimper.

"I beg to differ. my plan has worked perfectly. I have everything I needed and now I shall make my exit."

"You can't escape me general, You've been trying for the last ten minutes. Just let her go and surrender. I promise you will be treated fairly."

Tarandus face morphed into a fearsome grin as his claws transformed into even larger, serrated scythe like blades. "I won't have to escape from you. since you will be too busy keeping this wee one from bleeding out to follow me."

"Don't! Don't you dare! DON’T YOU FUCKING DARE!"

"Until next we meet."

His claws flashed with a speed my eyes couldn’t follow. Before I so much as had the chance to take a step, one of those horrible wicked blades sliced through Apple Bloom's right front leg, just below her chest. The other sliced across the side of her neck a he released her and ran away.

Her severed leg landed a few feet away. Her wide frightened eyes looked at me. I could practically see the pain creep into her face in slow motion. Her mouth opened in both a silent scream and plea for help. Then she collapsed. Blood spurting from the severed stump as well as her neck.

Oh fucking hell, oh sweet goddamn mercy no, he’s severed her carotid artery. She’ll be dead in moments.

A whimpered cry escaped her throat, and It was that cry that snapped me out of my horror induced stupor. I rushed to her side, clamping down on the stump to try and stem the bleeding there, while placing my other hand on the wound in her neck.

"Apple Bloom, Apple Bloom look at me. Look at me! it's gonna be okay. Just stay calm. It's gonna be okay. Focus on my face. It’s gonna be okay."

No it’s not! I need to… I need to do something, anything. She needs healing. Yes, yes! She needs life force. I need to close her wounds. Come on magic, don’t fail me now.

My hands erupted with green light as I channeled my magic into her tiny body. Her remaining front leg weakly pawed at me. Her eyes were unfocused and glassy with tears.

I was vaguely aware of the others staring at us in shock. Big Mac was doing all he could to restrain Granny Smith, who was desperately trying to get to her granddaughter. The other two crusaders were sobbing uncontrollably.

Something in the wounds was resisting my magic. Some kind of changeling venom I think. It was resisting my attempts to dissolve it and render it inert. I needed more energy to overpower it.

I ripped it from the ground. The grass around us withered and died in the blink of an eye. She needed more. The nearest couple of apple trees responded, willingly giving all that they are for her sake. I pumped the energy into her wounds as the trees withered, then rotted away in seconds as I transferred every last drop of lifeforce to Apple Bloom. The bleeding slowed. The wound in her neck was closing, terribly slow, but closing it was. I needed more. I ripped the magic from the deeper soil below us. It turned dusty and dry beneath our feet.. Nothing would grow in that spot again for the next couple of years.

Finally the blood flow to her brain had been restored. That was the most important and the easiest bit. Her severed leg however was another story. I can’t simply regrow an entire limb. And even with all my magical power I don’t have the skills required to re-attach the one she just lost properly. Not to mention the risk of infection.

To buy time, I focussed my magic on replenishing the blood she was losing. It was all I could do to keep her from bleeding out that way. She was starting to scream now. Calling for her brother, her sister and granny. Her whimpering cries were killing me. Everyone was in tears now, and I could barely keep myself from collapsing into a crying heap as well.

The first thing they taught us during first aid training was: “Keep calm, and move with a clear purpose. Break it into steps and follow them.” Well, I’ve managed to keep calm, if barely. The first step was stopping the bleeding. Second step, getting her to a hospital and a proper doctor, like, right now.

“She.. she needs a doctor, I’m taking her to the hospital.” I managed to croak out.

Snatching up her severed leg with a vine, I cradled the little filly in my arms and rushed to Ponyville General. The others were following, but I outpace them. I couldn’t afford to slow down, every second counted. She was crying and calling for her sister the entire trip. I tried to keep my voice calm as I spoke, trying to reassure her. I kept pressure on the wound, but it just kept bleeding. I didn’t have any more energy left to maintain the blood replenishing magic. I was ripping it from the ground with every step, just to keep running. Not even the hardiest weeds will grow in my footsteps for the next couple of years.

I stormed across the bridge into Ponyville, crossed the market square with thundering strides, and vaulted over an empty cart that was in the way. All around, pegasi were dousing fires, while the guard were performing the grisly task of piling up the changeling bodies. The ones that didn’t get eaten. There were broken apple trees everywhere. They collapsed when I ran out of magic. The Timberwolves had already left, back to the woods now that they were no longer needed. Several ponies called out to me, But I rushed past them, cradling my precious cargo.

The hospital was in sight. I didn’t slow down. I rammed my shoulder into the doors, intend on forcing them open, but I mistimed and misjudged things, and instead I smashed right through the glass of the main entrance, turning my body to shield Apple Bloom from the broken shards.

“HELP!” I called out into the reception area. “SOMEPONY! SHE’S BLEEDING OUT!”

The place was filled with injured ponies, and the doctors had set up a triage area with the help of the ponyville guard. A trio of ponies in doctors coats and nurse caps came rushing up to us, angrily demanding answers. But as soon as they saw the blood covered filly in my arms they sprang into action. Two other aide’s rushed forward with a stretcher. I sank to my knees as I gently lay Apple Bloom down upon it. Then I numbly handed over her severed leg to one of the aides.

“Please, help her.” My voice finally cracked, coming out garbled.

“We’ll do our best.” said the nurse. I think it was Redheart, but I honestly can’t recall the details. They rushed her off to the operating room, and I was left sitting in the foyer amidst the glass. I’ve done all I could, I made sure she didn’t die, and she’s in good hooves…... So why did I feel like an utter failure of a shit?

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

Far from the chaos of Ponyville and the remains of Canterlot, two unassuming pony figures stood, waiting besides a road to the north.

“He should have been here by now, something must have gone wrong.”

The other glared stoically at the first. “Calm yourself spy, the general will be here.”

“How can I be calm, the entire plan went up in flames. The entire invasion force is dead, and our queen was severely wounded.” the figure yelled as it burst into green flames, revealing the form of Zizix.

“Regain your disguise fool, before you are spotted.” Thrax Snarled.

“That won't be necessary, there isn’t a pony around for miles.” Said an imposing black figure as it emerged from the bushes.

“General Tarandus, Sir.” Thrax saluted, dropping his disguise. The wounds on the large praetorian had barely scabbed over. Looking like angry green welts.

“General, Sir, what are we going to do? The invasion…” Zizix began, only to be cut off.

“Was never going to succeed. I knew this from the moment the queen hatched her plan. Why do you think I insisted using a secondary force to take another town hostage. And why I insisted on capturing the princess when the opportunity presented itself.”

“But the plan... “

“Yes, some of the plan failed, spectacularly I might add. I did not expect Princess Luna to embrace Nightmare Moon. I was counting on her own fear to leave her paralyzed and indecisive. Why do you think I had Thrax haunt her steps all those months, playing mind games with her. It was psychological warfare, designed to weaken her resolve. Clearly I underestimated her fortitude, as well as her willingness to sacrifice Canterlot. Celestia would have surrendered rather than see her city destroyed. I will not underestimate her again.”

“And what of the Everfree monster?”

“That too was unexpected. I did not foresee its return, nor the massive increase in the creature's power. I should have taken my own steps in dealing with it. Instead, I trusted Chrysalis assurances that it would not return. A mistake I don’t intend to repeat now that I’ve felt its power first hoof. Now then, do you have them?”

“Yes, general Tarandus, as promised.” She said, lifting up two teardrop shaped hexagonal crystals.

Taking them in his magical grip, the general regarded her with a sad smile.

“You’ve done well, Zizix. You’ve been a loyal and dependable spy and servant. But with these two safely secured, your usefulness is at an end.” he said as he gave Thrax a nod.

Zizix’ eyes widened in surprise, a gasp of pain escaped her throat as Thrax rammed his scythe limbs through her torso. Blood filled her lungs, and her legs lost the power to support her weight.

“Why?” she coughed, blood leaking from her mouth.

“Because your true loyalty is to Chrysalis. And there is no throne for her in the future, MY future. All she will be good for is breeding more soldiers for our conquest. If she recovers that is.” he said as he put the two crystals securely inside a pair of saddlebags, “With these two keys, we will be able to claim the most powerful empire that ever existed. Once we are in control, we will use its power to conquer this world for the one, true master.”

Zizix watched with fearful eyes as Tarandus stepped towards her, raising a bladed limb.

“But you will not be there to see it, for which you should be eternally grateful.”

The blade descended towards her, and Zizix knew no more.

***********

As the sun began to set she found him sitting by the river on the edge of ponyville, a lone humanoid figure, staring blankly into the water. His shoulders slumped and his leafy hair hanging limply about him. He looked so miserable he was practically wilting. Silently she sat down next to him, her cape stirring slightly in the breeze.

“I tried. I really did.” he said pleadingly; voice barely above a whisper.

“I know. And you did good.”

“Then why do I feel like I failed so completely?”

“Aeron, nopony can carry the whole world on their back. And nopony… nobody can save everyone, not even you.”

“I just…. I wa….. I…. I….” He wanted to say more, to argue, anything. But words would not come.

Trixie leaned into him, putting one leg around him as best she could, and rested her head on his shoulder.

“Shhh,” she cooed quietly, “Don’t say anything, just let it go.”

She just sat there, one hoof gently rubbing his back as he silently wept.

“That’s it, just let it out. Tomorrow is a fresh start, and we can begin setting things right.”

It took a bit for him to regain his composure, but finally he seemed to calm down and leaned further into her.

“I was prepared. Prepared that somepony would get hurt, even killed. But her? No, not her. She’s just a kid; it’s not supposed to be like that.”

“He’s a monster, and a coward. Like the snake he is, he was pushed into a corner and he retaliated in a way he knew would hurt you the most.”

“It shouldn’t have happened, I should have been faster. I should have been better.. I should,”

Trixie cut him off. “It doesn’t matter what should or shouldn’t have been.” she said firmly, “She’s alive, thanks to you. And that’s all that matters.”

“But..”

“No buts.” She said, placing a hoof over his mouth, “What’s done is done, we need to focus on what comes next.”

He was silent for a while. Ponies passed by them, but they kept a respectful distance. At long last he tentatively reached for her hoof, giving it a gentle squeeze.

“I promised you I would try to be better, that I would find a different solution. And I… I really meant it. But, Trixie… if we ever run into Tarandus again, promise or no promise, I’m going to kill him, if it’s the last thing I’ll ever do.”

She gave his neck a gentle nuzzle. “After what that bastard did, Trixie will help you desecrate the corpse.”

He suddenly burst out laughing, much to her consternation.

“What are you laughing about?” She asked with confusion, fearing he might have finally snapped for good.

“I’m sorry,” he gasped out, “I just suddenly imagined you, jumping up and down on top of that fucker’s dead body, like Pinkie on a trampoline, and looking all Grrr, Rawr! I just couldn’t hold it in.”

She burst into snickers too. Gallows humor, not exactly common in Equestria, some might say inappropriate. But it was exactly what the two of them needed right then. A good long laugh to clear their heads.

***

I shook my head to clear it. I really needed that laugh, even if its rather inappropriate, given the situation. But fuck, today has been such an enormous emotional clusterfuck, I just can’t bring myself to care about something like that. A rustle behind us caught our attention, and we both turned to see who it was.

Tall and black as night, Luna slowly walked up to us.

“Hello, Luna.” I greeted her, “Why... do you look like Nightmare Moon?”

“Because she is here too.” She replied.

I must admit, that made me slightly uneasy.

“Do not be alarmed. She is no longer the madmare of legend. She has returned to me, and we have a renewed understanding.”

“If you say so.”

Alarm bells were going off in my mind. This was another thing that was never supposed to happen. And I’m not sure I like the implications. Still, if she’s not about to bring forth imminent eternal night I suppose I can give her the benefit of the doubt, for now.

“So what brings you to us princess?” I asked as casually as I could.

“First, I wish to thank you for all your have done for us. And to inform you that the decree of banishment is null and void. You are welcome in Equestria, now and always.”

I nodded, and will admit I felt a bit relieved.

“Now that that’s over with, I came to ask for your help once again.”

“Are you going to search for your sister, princess? Is that what you need our help with?” Asked Trixie.

“Nay, at least not yet. As much as I would like nothing more than to rush off in search for mine sister, there are several thousand homeless ponies out there right now, now that Canterlot is gone. Helping them comes first. Celestia, for all her importance is only one pony. I cannot abandon thousands to search for one pony. Even if she is my only sister. I will leave that to what remains of our spy network.”

“Then what is it you want from us?” I asked neutrally.

“Aeron, for all intents and purposes, you are the master of the Everfree forest. The Timberwolves follow you. The very trees obey you. You are aware of the ruins in the forest are you not?”

I nodded. “The castle you and Celestia once shared. Built right over the cave that houses the tree of harmony.”

“Indeed. I seek to build a new castle in place of the ruins. But more than that, I wish to build a new city around it. A place more in tune with nature, to serve as a symbol of renewal and hope. Canterlot was too far removed from everyday life. It became decadent and corrupt. I wish to start fresh. But doing so will take time. In the meantime our ponies need food and shelter. Something you, as master of the forest can provide while we work to build a new, better place for all.”

“Will you help me accomplish this vision?” she asked as she held out a hoof

This was a twist, and the very last thing I expected to happen. I looked to Trixie who nodded almost imperceptibly. She clearly approved. What do I have to lose? Well… at this point, nothing. And I have everything to gain by going along with this. I guess we’ll see how it goes.

I took her hoof in my hand. “Alright Luna, I will help you realize this dream. And once you find your sister, I will help you save her.”

She nodded. “Thank you.”

********

About an hour later Trixie and I were parking her wagon at the edge of the Everfree forest. It was still in the barn at sweet Apple Acres. Fortunately it hadn’t been damaged when the barn partially collapsed. We just got it out of there as quickly as possible. I couldn’t bear to be anywhere near the farm right now. I felt horribly guilty.

Trixie kept saying it wasn’t my fault, but my mind just refuses to accept that. If I had never come to Equestria none of this would have ever happened. Ugh, stop it brain, that route of thinking leads to madness.

Still, so many ponies were dead or injured. Ponies I knew.

“Stop that.” Trixie said, bonking me on the head with a soup ladle. “You’re doing it again.”

“What?” I said as I rubbed the spot she’d hit. More out of reflex than actual pain.

“You’re guilt tripping yourself again. Stop it.”

“But I..”

“No.”

“But..”

“Ah.. not another word. You are not to blame for all the wrongs in the world.”

“I know.” I sighed, “But I can’t help it.”

“What you need is a distraction.” she said.

“Maybe.” I sighed.

“Trixie knows just the thing.”

“Oh and what would that be?”

By way of answer her tail lightly slapped me in the face.

“Just come on inside, Trixie will make you feel better and forget about your worries.” she said with a purr in her voice.

“Aren’t you tired after today?” I asked with a growing smirk.

“Maybe a little, you can help Trixie relax and unwind.” she said as she climbed up the little steps that led into her wagon, swaying ever so delightfully. “Unless you’d rather stay out here?”

“No ma’am.” I said with a grin.

“Then come inside and we can help each other.”

“As my lady wishes.” I said with a little bow.

“Good answer.”

Suffice to say, we didn’t think about anything but each other for some time. And I realized she was right. Worrying about what I couldn’t change would do me no good and just make me miserable. We would just have to wait and see what tomorrow would bring, and make the best of it.

The hour grew late. I listened to her deep rhythmic breathing while she slept, snuggled up against my side, and it made me feel better.

As long as I had her by my side, I could face anything.

Author's Note

Well, this took forever and a half to finish. I would have liked to have it done a lot sooner, but I just don't have as much time to write as I did before. Plus this was the longest chapter yet. I hope it was worth the wait at least.