Resistance is Futile

by ChaosKing23

Rating: mature
Tags: Alternate Universe, Romance
Length: 8883

Solar flare and Nightmare moon rule equestria. The mane 6 have disappeared. Equestria is ruled by fear.

Celestia and Luna are turned into Solar Flare and Nightmare Moon. No one knows what happened. The mane 6 are gone. The Crystal Empire Is on there side . Hope is lost, Equestria seems to be ruled with a iron hoof. But ponies start to rebel. A rebellion is formed they start to fight back. But they have one last trick that could end this rebellion from where it started.

8 years after Twilight becomes a Alicorn.
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Edited By: StarBlade

Published 1970-01-01 00:00:00 UTC
Last updated 2017-05-14 03:09:44 UTC

Chapter 1

Running...that's what he's  good at. He knew when to run and when not to run. And right now, he really needed to run.

Four royal guards were chasing him throughout Canterlot, the capital of the changed Equestria. The city had mostly stayed the same. Nobles and high class ponies still lived in the city, but it was now also the main garrison for the guards and the home of the two empresses: Nightmare Moon and Solar Flare.

He didn't know what happened. It all happened so....quickly. It all started with Princess Twilight getting called to Canterlot with her friends, the other Elements of Harmony. It was supposedly an emergency. No one knows what happened after that. Some people say the empresses killed them, while others say they were brainwashed and sent to the Crystal Empire. Still.....those are only rumors.

But back to the chase. As he ran through the streets of Canterlot, trying to escape the guards, he saw he had put himself in a dead end. He didn't realize it until it was too late. He looked back toward the entrance of the alley and saw the four guards cutting off his escape. They were all bat ponies of the Lunar Guard and were armed with spears. Wasting no time, one of the bat ponies charged at him, trying to impale him with his spear. He quickly slapped it away, grabbed the guard by the back of his neck and shoved him head first against the wall, hard.

The guard's head made direct contact with the wall–cracking the brick and dried cement–before he fell to the ground. He could still hear light breathing from the guard's unconscious form. Good. He was never fond on killing. He would if it was necessary, but that doesn't mean he would like it.

The guards looked to their fallen friend before all three charged him, two on the ground and one in the air. As they came closer, he started his counterattack. He grabbed one of the guards on the ground and violently knocked him into the other one. They collided painfully and both fell to the floor in a heap. The guards groaned in pain, too hurt to get up...at least for now.

A sudden breeze from above reminded him that he still had one adversary left to go. He quickly jumped forward, feeling a rush of air from directly behind him. and hearing the thunderous slam of something heavy hitting the ground. Looking back, he saw the last bat pony guard occupying where he previously stood a mere few seconds ago. That was close. The guard had collapsed on the ground, moaning in pain but not moving. The guard must have tried to ambush him with an aerial dropkick at fantastic speed. It obviously didn't work. Worse yet, it backfired. Good for him, bad for the guard. He quickly ran up to the downed guard and hit him in the face, making sure he was unconscious.

He was in the clear. Without a moment's hesitation, he ran yet again. This time, he would be more careful, more stealthy. His mission was to gather intel on the garrison placed in Canterlot. It was key information that the rebellion needed if they wanted to take back Canterlot.

As he snuck through the streets, sticking to the shadows, he spotted his target. Ten royal guards surrounded it. It was a large building that had a front and back entrance, multiple windows, and even a basement. Next to it was something that could be much more useful, the Canterlot Structure Center. It is the same place where they keep the blueprints for his building.

He quickly made his way across the street to the building. He snuck in the back door and proceeded down the halls, making sure to avoid the guards patrolling the Archives. He made his way to the where they kept the blueprints. Surprisingly, there were no guards keeping watch over them. Most of the night guards were either patrolling the streets or guarding high ranking officers. Ever since the rebellion started, the guards had been spread pretty thin.

He quickly looked through all the blueprints. Houses, restaurants, multiple checkpoints, and even the Canterlot Castle itself were in there. The purpose of the checkpoints were to find any rebel spies trying to infiltrate the city. They worked well for some time, at least until the rebels found a weak point.

He suddenly stopped and found what he was looking for, the Canterlot garrison's blueprints. These could provide major intel on the building and would help out the rebels a lot. A burst of flame appeared beside him for a second before dissipating, leaving behind a blue crystal. He held the crystal over the folder of the garrison's blueprints. The crystal began to glow and a blue bar and zero with a percent symbol were holographically shown floating above the crystal. Every second, the percentage number increased and a white bar began to grow from the left, filling up the blue bar.  He watched intently as the number went up, checking the entrance to the room every so often to make sure no one coming.

The crystal hologram stopped when it hit 100%. He grabbed the crystal and put the folder back where it belonged. He made his way out of the building and back to the streets. But as he left the building, he felt a strange feeling. One he had felt all too many times. The feeling of being watched. He never knew who was watching him and had tried to get rid of the feeling numerous times, but it seemed to follow him wherever he went.

He was brought out of his thoughts when he was spotted from above by two more bat pony guards. They began to swiftly close in on him. He didn't have very many options of escape. He was in the middle of the street with nowhere to go but into one of the buildings beside him. But that wasn't going to work at all. With little options left, he closed his eyes and small green circle appeared on the ground.

It began to grow as the bat ponies flew straight towards him. Just as they were about to tackle him, his eyes opened. They were glowing pure green with no pupils being visible. The circle shot a beam of light into the sky and out of Canterlot. The lunar guards were blinded by the brightness and could not keep track of their quarry.

Once they regained their eyesight, the guards resumed their attempt to tackle the trespasser. But he was gone. They briefly looked at each other before they looked up into the sky towards the flight path of the beam.

"Sir, that was him," the bat pony said to his lieutenant.

"Yes, private, that was him," the lieutenant responded. He closed his eyes and rubbed his temples with his hooves.

"Go tell the empresses that...........that Spike was here," he gulped. The lieutenant knew the purple and green dragon all too well. How could ponies not know him? He was the only dragon in Equestria. Well, the only sociable dragon, at any rate.

But his title made him even more known throughout the country. He was the Leader of the Rebellion, the one who defied the two most powerful ponies in existence. How he wasn't dead already was something he would never know.

The lieutenant looked back to see the private still looking in the direction of the beam's escape.

"What are you, deaf?! I said go tell the empresses!" he cried angrily, wanting the private to get the information out.

"Y-y-yes sir!" he answered before flying towards the castle.

The lieutenant looked to where the beam had gone one last time before turning around and trotting away.

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The beam traveled several miles before landing in the Everfree Forest. Right where it hit the ground, a dragon with purple and green scales stood in its place. He was roughly the size of Princess Luna before her transformation back into Nightmare Moon. He had two horns on his head that curved backwards. His eyes had turned back to there original slit form, but they seemed to still carry a soft green glow to them. To his friends and family, he was known as Spike the Dragon. To the rest of Equestria, he was the Leader of the Rebels and the only being in history who actually survived an encounter with both empresses.

Rumor has it that during said encounter Spike once confronted the empresses in their own throne room in order to destroy them and put an end to their tyranny. Hours passed as violent discharges of magic and explosions could be heard coming from the throne room. Then everything was silent. Shortly afterward, he came out of the throne room covered in blood, slashes, and stab wounds all over his body. Everypony thought he had done it, but they were wrong. Solar Flare and Nightmare moon were still in the throne room and looked to have suffered not so much as a scratch. The two alicorns had smiles of pure happiness on both of their faces.

Spike returned to the rebel base soon afterward. He didn't say a word or make a sound. He just went to his study and stayed there. Two weeks passed by, and there had been no sign of Spike since. Ponies grew scared. They believed that the empresses had broken him. And when he finally emerged, he still didn't say a word. No matter how many ponies questioned him, he remained silent. Even his second-in-command, Big Macintosh Apple, couldn't get any answers out of him.

An entire month passed before Spike was able to talk again. It looked like he was back to normal, but something about him had changed. He was neither overly cheerful nor deadly serious. To this day, ponies still wonder about what happened between the three of them, but no one has ever uncovered the truth. Spike was up and active again, and that was what mattered most.

Spike observed his surroundings. He began to walk forward towards a clearing of trees. He kept walking until he reached a cave dug into the side of a mountain. Two rebel pony guards were talking to each other. They noticed Spike and returned to their respective sides of the cave's entrance.

"Sir!" the guards said in unison while they put there hooves up to there head in a crisp salute.

"At ease," Spike calmly replied as he entered the cave.

As Spike walked deeper into the cave, he could hear the sound of voices from within. He saw some light around a corner. He rounded the corner to see the main lobby of the rebel base. It was a gigantic open area with multiple paths leading to separate areas of the base. Each path was clearly labeled with a sign. Spike could see ponies, gryphons, zebras, and even a couple of changelings going about their business.

Thorax had become a good friend and ally to Spike. He had formed a group of like-minded changelings and led them in rebelling against their former leader, Queen Chrysalis, and her nefarious schemes against ponies. That had earned them a place here with Spike's rebels.

Spike was interrupted from his thoughts when he heard everything go silent. Every creature had stopped to look at him. Spike began to walk forward through the crowd. They all moved to either of him, clearing him a path. Spike looked at the various faces, seeing them stare at him with small smiles. Some saw Spike as their savior, the one to guide them. Spike had mixed feelings about that. He may have started the rebellion, but everyone did there part to support it. He didn't love being seen as a leader, but his comrades were always there to help him.

Spike stopped when he reached a door in front of him. It had a sign above it that read "Council Room: Chief Officers Only." Spike knew this room all to well. And by what he could hear from within, some of them were already fighting. Spike sighed, knowing what would come next. He looked back to see that everyone had gone back to their daily routines. He opened the door and saw exactly what was going on. Six chairs were scattered around one big round table. Four of those chairs'  respective owners were present: Thorax (Captain of the Changeling Division), Starlight Glimmer (Lieutenant of the Spell-caster Division), a red and black griffon named Talon (General of the Aerial Assault Division), and finally, Zecora (Weapons Specialist and Potions Expert).

Zecora was sitting in her seat calmly watching the scene in front of her. She was the only one who noticed Spike come in and waved in greeting. He did the same. He turned his attention to the other three whom were in a harsh argument. They were all up from their seats, yelling about who-knows-what. Although two of them were doing all the yelling. Those two never seemed to get along. Not when they were planning, not when they were in the field, and not even when they were off duty.

"I keep telling you, we need those supplies! Both of our divisions can acquire them if they work together! If we attack swiftly, we can grab the supplies and get out with minimal casualties!" shouted Starlight, addressing one of the other division leaders.

Starlight was new to the life of a division leader, but she played the part well enough. She was able to accomplish quite a lot in such a little time. This caught the eye of Spike who gave her a promotion, one that she gladly accepted.

"And I keep telling you, It doesn't matter! Those supplies are heavily guarded and too far away to transport safely, even with our combined resources! We can't risk that! " General Talon responded.

Talon had come to aid the rebellion six months after the Griffon Empire received word of the emergence of Solar Flare and Nightmare Moon. Originally, The Griffon King wished to stay neutral in Equestria's internal conflict, but the empresses were eager to sway him to their side. After giving him a significant amount of gold and other precious gifts, the king agreed to ally with them. But not all griffons agreed with his decision, Talon being one of them. He was the only griffon in their history to inspire a revolution against the King's decision. He led many soldiers into Equestria to join the rebels. They helped out as much as they could, earning them a place within the rebellion, as well as a seat on the Council for Talon.

Spike could tell that both Starlight and Talon were growing frustrated. Thorax was just standing silently between them, taking in all the information they provided. He was one of the best strategists in the entire rebellion. He knew how to plan an attack and a defense. He was a valuable resource, and a good friend. He inspired many changelings to join the rebellion. Those that followed him all trusted their new king. It soon proved fortunate that they did...for them. Thorax had tried to contact the other changelings from their former hive, but by then the hive was destroyed. Chrysalis' corpse was found within the ruins of the hive, along with those of many other changelings. His subjects had lost some hope after seeing the sight of their former home and people destroyed. But Thorax managed to show them that they had a place with the rebellion. The changelings were hesitant at first, but everyone graciously welcomed them, even the gryphons.

Spike now stood at the head of the table. The three still had not noticed him, and Zecora was still watching silently from her seat. Spike closed his eyes and made a low groan. He was sick of hearing these two argue. They were always arguing. They would argue for hours before someone finally shut them up. Spike slammed his fist on the table, causing all three of them to look at him. They all quickly saluted and returned to there seats.

"S-Sir, it's good to see you again. How was the mission?" Thorax asked, trying to change the subject.

"I told you before, Thorax, there is no need to call me 'sir.' We are all friends here," Spike said to everyone. "The mission, however, was successful, and I was able to get the blueprints."

The others' faces suddenly lit up with happiness.

"Wonderful! We should go over the blueprints, immediately. Now that we have knowledge concerning Canterlot's garrison, we can now get our spies inside and do some real damage," said Talon with a smirk on his face. His determination was always there.

"But first, where is Big Mac?" Spike asked, wanting to know the location of his second-in-command.

"He went out not to long ago, but where he is, I do not know," Zecora replied.

Talon went over to the door. He opened it and talked to a nearby guard. A second later, the guard ran off.

"Ok. He will be here shortly, but now let's discuss that matter we were arguing about," Talon said as he returned to his seat.

Ten minutes went by as Talon and Starlight each presented their ideas Spike. There were three shipments of cargo going to different locations. One was filled with captured rebels being shipped off to the Crystal Empire's mining camp. Another had weapons going to the Gryphon Empire. And the last was a small food convoy going to Manehattan.

Spike knew that any of these could be very useful to the rebels, but deciding a strategy would be the hard part. They had to find a way to take the convoy without causing a full-on battle.

As Spike was looking over the convoy routes, the door opened. The guard Talon had been talking to came in with Big Mac right behind him, wearing his standard armor. It covered his whole body from hooves to head, leaving only his eyes, mane, and tail visible. The guard quickly left afterward.

Now that everyone was present, they could discuss their plans.

Big Mac took a seat next to Spike. Spike sighed, knowing what was going to happen next. Spike summoned the blue crystal. A poof of fire was briefly heard as the Crystal appeared in Spike's claw. He placed it in the center of the table. Everyone watched as it floated about a foot above the table before projecting the blueprints he had found in the Archives. Thorax was the first to speak.

"Amazing job as always, Spike. You never fail to impress. These could provide a lot of opportunities for our spies in Canterlot".

The projection returned to the Crystal before floating back over to Spike, who he placed it on the table before speaking.

"Well, now that we have this, I suppose it's time we discuss the issue of the convoys," he said, his voice sounding very unenthusiastic. He knew this would take a long time to discuss.

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Six. Hours.

Six hours is how long it took to finally agree on a plan.

"Starlight and Big Mac will target the food convoy going to Manehatten. They will lead 250 troops consisting of 100 unicorns from the Spell-caster Division and 150 Militia Guards. They will ambush the convoy, steal the food, and return to base. You two are in charge of the operation, but Starlight, you'll report to Macintosh if there is a change in the plan. Understood?" asked Spike.

"Yes sir," she said. She took a quick glance at the red stallion before returning her gaze to Spike.

"Meanwhile, Talon and Thorax's group will go after the weapon's shipment heading to the Griffon Empire," Spike continued. "The convoy is scheduled to meet a squad of griffon soldiers near the Equestrian border and turn over the shipment to them. Your teams will get to the meeting place ahead of the convoy and kill the griffon squad, replacing them with Talon's subordinates to pose as them. Afterward, Thorax's changelings will hide in the surrounding area, setting up an ambush. Once the convoy arrives, Talon's group will attack while their guard is down, leaving them wide open for the changelings to strike from all angles. You will then take the convoy back to base. Make sure to cover your tracks. We don't want them trailing us." Talon and Thorax nodded back. "Take at least 20 gryphons and 80 Changelings.  That convoy has at least two troop transports. The empresses want to ensure that the convoy reaches the Griffons.

"Lastly, I will target the convoy of the prisoners heading towards the Crystal Empire. It only has two escorts and one transport, so it shouldn't be too tough to handle. All I'll need is a small group of no more than 50 spell-casters and about 70 Militia Guards. It should be a quick and easy strike," Spike said as he looked over the routes one last time.

"When you return to base, take all the loot to inventory. These supplies could help us tremendously." Spike looked up at his five companions. They smiled and nodded, finding no fault with the plan. Four of them got up to leave the room, leaving Spike and Zecora behind.

She did not notice everyone had left, but Spike. She seemed to be lost in thought. Spike walked up to her and cupped her cheek. She locked eyes with him.

"I know what you're gonna say," Spike said. Not once did they look away from each other.

"I have faith, but...just, stay safe" Zecora replied in a voice that could match Fluttershy's.

Zecora had been with Spike from the very beginning, much like Big Mac. They started the rebellion together. But Zecora and Spike always seemed closer. She was there for him, and he was there for her. They eventually began to have feelings for each other. They were always comfortable with each other and were hard to separate when they were together. But Spike had the responsibilities of a leader and announcing he had a marefriend would have his focus split in half. They eventually decided to keep it a secret. They still spent time with each other, but it was limited at best. Zecora was always in charge when Spike left, but she never liked seeing him leave.

Spike gave her a sincere smile. Zecora got out of her chair, leaving her face-to-face with Spike. Their eyes locked together. Slowly, they inched towards each other until they locked lips. It was passionate, but sloppy. There tongues were massaging and dancing around in each other's mouths. After a full two minutes, they finally broke for air. They didn't waste anytime and went right back into it once they caught their breath. The kiss became more sloppy but less passionate as passion was soon replaced with unbridled lust.

In one swift motion, Spike picked up Zecora bridal style. She let out a small gasp before returning her attention to the kiss. Spike began to walk towards a door on the opposite side of the Council Room. He opened it with a flick of his tail before entering the room and then using his tail to close the door behind him, making sure to lock it for good measure.

The room had a Queen-sized bed on the left and a small desk on the right. The desk had multiple pieces of paper on it. They either had a denied or a approved marking on them. There was also a bathroom attached to the room. It had a decently sized shower and a toilet. This was Spike's personal room. At first, Spike was against the idea of having his own personal living quarters. He felt it was unfair of having this while others only slept on a small mattress. But somehow they convinced him to take it. He was glad he gave in to the decision to take it because he barely got any time to relax and he almost never had time for some piece and quiet.

Once Spike locked the door, he went over and placed Zecora on the bed. He broke the kiss, leaving a small trail of saliva connecting both of their mouths. Yet again, Spike found himself staring into Zecora's beautiful blue eyes. She did the same, looking into Spike's slit green ones. For a whole two minutes, they did nothing but stare silently into each other's eyes, enjoying the peace and quiet and each other's company.

In a swift motion, Spike started to kiss Zecora's neck, causing her to moan. His kisses started to go lower from her neck, to her chest, then her belly, and then finally to Spike's intended destination. Her other lips. He gave them a soft kiss, causing Zecora to softly moan Spike's name. He decided to continue. He started to lick the slit slowly. Zecora's moans became more prominent. Spike decided to go a little "deeper," sticking his tongue into the slit and making Zecora gasp in pleasure.

Spike continued to lick, suck and wiggle his flexible tongue inside Zecora's slit. Spike began to focus the tip of his tongue straight on her clit. She moaned in pleasure. This went on for around 10 minutes. Zecora could feel herself getting close.

"Spike, I'm gonna- I'm gonna......" Zecora moaned from Spike's increased movements. As she closed her eyes, she felt the wave of pleasure about to explode.

Spikes tongue was soon covered in the zebra's juices. He savored the taste on his tongue. It tasted like mangos and salty pineapples. His face had a few wet spots on it, too. He quickly wiped his face off and finished licking up the rest of Zecora's cum.

Meanwhile, Zecora was coming down from her climax. She felt something touching her cheek. She opened her eyes to see Spike nuzzling her softly. Zecora nodded, knowing exactly what he wanted. She looked down to see his erection already at full mast. It made her wet just from looking. He began to line his dick with her soaking slit. He gently started to push in,  making them both moan in pleasure, until Spike was fully inside zebra lover.

Spike started to slowly pump his hips, pulling himself out and pushing back in. Zecora moaned in pure delight. Spike then started to pick up the pace, making Zecora's moans more vocal. Zecora said something, but the drake couldn't hear her.

"What did you say, Zecora?" he asked with a smirk. "You'll have to speak up."

"H-h-harder! Ruin me, Spike! D-Demolish me w-w-with your dragon pike!" Zecora said between moans.

"With pleasure," Spike whispered in her ear.

He began to double his efforts, slamming his hips into hers with an audible slap. Zecora's soft moans turned into screams of ecstasy as Spike ruined her pussy. This went on for about 10 more minutes before they both felt their climaxes approaching.

"I'm s-so close," Spike grunted, looking down at the mare beneath him.

"D-Do as you like, m-my beloved Spike," Zecora moaned.

Hearing that, Spike went even faster. He kept thrusting until he heard Zecora scream his name. Feeling Zecora's juices splash against his groin and her insides tighten around his shaft sent him overboard. He came inside her. Spike planted his arms on the bed stopping him from falling on top of Zecora. He moved to the side so he was right next to her. She looked exhausted. Spike grabbed her and pulled her close to his chest. She nuzzled into it, loving the warm feeling of a dragon's inner fire.

Spike closed his eyes, ready for sleep to overtake him. The last thing he heard before falling asleep was the soft snores from his marefriend.

Chapter 2

Canterlot Prison Camp

10 hours after departure.

....Silence. No noises, no movements, nothing. Just silence.

A figure moved in the dark. But it seemed to be in a cell. It was trapped, because it was a prisoner. It got off the cold floor and stood on four legs. A single light could be seen in the hallway, but the figure was hidden  by the darkness. It moved to the bars that held it inside the cell. It reached out and gripped the bars. They were cold and sturdy... but breakable.

The prisoner mumbled to himself. He had been caught ten hours ago and was a high value target to the Empresses of Equestria. Spike the dragon Leader of the rebellion, and the beacon of hope that started the uprise. He had to have been unconscious for a while . He had woken not to long ago, he was still weak and in a state of depression. How could he not be his entire attack had been either captured or killed. The Empresses got there best tacticians to plan for Spikes attack. They planned every single detail. Spike had underestimated the Empresses determination to capture him. But they did, and now here he was sitting in a cell feeling weak and powerless a feeling he hasn't felt since before the takeover. That was when he was still a baby dragon. He remembered those days, he would have fun with his friends with not a care in the world. But after the takeover he changed. He had grown up into what he was today a leader a beacon of hope.

Spike was brought back to reality when he heard something get hit. He looked up to see a unicorn guard holding a tray of food with his magic. He saw that he was the one who made the noise. He stomped his hoof against the ground making a echo noise that was heard throughout the prison.

"Dinner" the guard said in a gruff emotionless voice.

Spike saw a quick flash before seeing the tray appear in front of him. It wasn't much but it was something. The guard began to trot away. Spike mumbled something. The guard must of heard him because he turned his head to him.

"What was that prisoner" the guard said.

"I said what time is it" Spike said loud enough so the guard could hear him.

"Its six-thirty now eat your food before I decide to take it back" the guard said as he trotted away.

Spike looked down to his food. They gave him whatever was leftover from the guards because all there that was there was some mush from the cafeteria. His stomatch growled. He had to eat something. He began to eat the slop. It wasn't tasty but it would get ride of the hunger. As he was eating he remembered the disaster that had happened that was supposed to be a raid.

(6 hours after departure)

Spike and his troops were already in position waiting for the convoy. The plan was to destroy both escorts and release the prisoners. The plan was already set. Most of the troops were in the woods next to the convoys path. The trap was ready but so were they.

It started out smoothly the carriage holding the prisoners was disabled and the two escorts had been dealt with. Spike was giving my troops orders when it happened. The prison convoy was a setup. There were no prisoners only heavy infintry troops inside the transport. They surronded then faster than they could react. Shadow hunters came from the forest and killed Spikes troops off with ease. He was hit with multiple tranq darts, along with a few other soldiers. The last thing Spike saw was one of the guards using the hilt of his weapon to hit him in the face. Then he woke up in the cell.

The whole thing was a setup. The only thing Spike wished for was that the others were doing well on there missions.

(Talon and Thorax)

The convoy had just arrived at the drop off point. Talon was posing as one of the griffons that was there to receive the supplies. Thorax and his changlings had taken out a few of the guards and taken there place. The ambush was set into motion. As soon as they began the trade Talons troops attacked from the air. Taking out all Pegasus escorts with them. Thoraxs troops had quickly taken care of all ground troops. The mission was successful.

With this victory they now had enough weapons to outfit the entire rebellion. It was a grand success, they soon began to loot everything. After they had taken all of there supplies they burned the convoy and left. They left no trace behind, it may have been a standard supply raid but it was stealth that had helped them in the end. They had minimum casualties and they left no trace behind. They soon began to return to the rebel base. Ready to inform everyone about there victory.

(Starlight and Big Mac)

This mission was the easiest out of all three but it was still important. Take out the escorts steal the supplies return to base. That was it. The two didn't have a army but they had enough to get the job done.

Starlights spell casters division were placed on a small hill to the west. They were ordered to provide artillery fire and disable the convoy. After Big Macs troops would advance from the north and south to cut them off. The plan worked perfectly. The spell casters division hit the target head on disabling it for a short time. Meanwhile they did lots of blast damage to the two escorts. This distracted them long enough for Big Macs troops to push in and secure the convoy.

They looted all the supplies and headed back to base. They had pulled in a lot of resources, the rebellion would have enough food for quite some time.

(Spike)

Nothing had happened in almost a hour. He had been sitting in his cell silently waiting for something to happen. Nothing.

As time went by he Assumed he was in either in the Crystal empires or manehattans prison. He still wasn't completely sure. He had been studying the guard rotation. A guard would pass by every hour. It would usually be a different guard, the rotation was the same. Three guards seemed to be switching rotations, but lucky him one of them was very naive.

Spike was sitting in the back of his cell. His back to the wall and his claws on the ground. He seemed quiet, as if he was thinking about something. Hoofsteps could be heard coming from the hallway. One of the guards was doing his rotation. He was pacing by spikes cell. The guard looked at him for a moment before continuing his duties.

The guard made it farther down the hallway before hearing a noise behind him. He trotted back to Spikes cell before peering inside. The light was destroyed and Spike was in a cell of darkness. The cast a light spell to see inside the cell. Spike was gone. All that was there was a hole in the ground with fire marks.

The guard opened the cell immediately and checked the hole for the prisoner. The hole was pitch black he couldn't see anything in it. The guard began to back up to the door, but as he was backing up he hit something. He thought he had hit a wall at first but walls don't breath. The last thing he saw was glowing green eyes looking into his soul.

Spike had managed to trick the guard into coming into the cell. He was able to knock him out and escape undetected. Spike looked back to the hole. It appeared to be fading away. After a couple of seconds the hole was gone and Spike and the unconscious guard where the only two things left in the room. Spike had tricked the guard with a illusion spell to make him think that he had dug out.

Spike set the unconscious guard on the ground took his keys and locked him in the cell.

He began to make his way down the hallway when he heard voices.

"What do you think the empresses are gonna do with him" a voice said.

"Probably kill him. I mean did you see how much he's pissed them off. He has single handily made the Empresses plans be haulted multiple time" another said.

"Ya guess your right" he said back.

Spike peeked around a corner to see the other two guards sitting at a table playing a card game. By the looks of it they were playing poker. A Pegasus and a unicorn. It was to dark for them to see him but he had to be careful one wrong move and the whole place would be alerted.

Spike began to get a closer look by sneaking in the shadows. There wasn't much cover for him to hide behind but his that wouldn't matter soon. The guards were still distracted with their game they didn't see Spike coming at all. There were only two lights there. One above the table and a lantern on the table next to one of the guards.

Spike was still in the shadows but he was as close as he could get. If he moved anymore towards them they would see him. Spike didn't have a lot of options but one could workout quite well if he was able to pull it off.

The unicorn guard known as Nightshade through cards near he center of the table. It was 2 aces and 3 kings. He floated at his opponent.

"Beat that Darkshine full house" he said with a smirk on his face.

The Pegasus guard known as Darkshine didn't seem to hear the other guard. He looked very focused on the cards in his hand. He gave a mere grunt before putting down his cards. Night shades expression turned from confident to shock in a instant. Not only did Darkshine beat him five times in a row. But he was able to get flush and beat Nightshade who had almost a one hundred percent chance of victory.

And of course again Darkshine took all the winnings. If Nightshade kept playing like this he would go bankrupt.

While Darkshine was taking his winnings and Nightshade was cursing to himself a small green flame flickered above them. Neither of them noticed the flame. It went into the lightbulb and seemed to disappear. But the lightbulb began to flicker. The two guards noticed the light was flickering.

Nightshade grumbled to himself. "Must be a damn busted lightbulb. I'll go grab a new one, take that one out while I'm gone" he said while walking away.

"Alright" Darkshine said.

Once Nightshade left Darkshine flew up to the light bulb. It was still only flickering. He tried screwing it back in but it was already all the way on. He grabbed the lantern on the table and flew back up to the lightbulb. He unscrewed it then threw it in a trash bin they had near the table.

The dungeons always had a unsettling feeling to them, but with a barley any light it felt even more creepy.

Darkshine went in the direction of where Nightshade had gone. He had followed the hallway for about two minutes before he saw a door opened with light light coming out of it. The door was marked storage closet. He went inside and didn't see Nightshade. The storage closet was big enough to hold at least 30 ponies so they could store anything they needed. From chains to torture devices.

Darkshine looked around for Nightshade but he wasn't there. He guessed he had went to the bathroom or something so he decided to look for the lightbulb instead. He looked around for a little bit before finding one he thought could work. It seemed a little old but it would have to do.

Darkshine's ears flicked upwards as he heard something behind him. He pulled out his spear and pointed it in the direction of the noise. He looked down to see a bucket had fallen. He sighed to himself realizing there was no danger, he put his spear back to his side calming himself down. He looked up to where the bucket had fallen and saw two green slited pupils staring at him.

He flinched, he tried to grab his spear but was to late. He was already on top of him before he even had a chance. A scaled claw covered his mouth preventing him from calling for help, while his tail grabbed his spear and through it across the room disarming him.

Before a Darkshine could even react he was punched in the gut by his other arm. He let out a muffled scream of pain. Darkshine was scared for his life. He was looking into the eyes of one of the most hated enemy's in equestria. And it would be the last hint he saw before blacking out.

Nightshade was walking back through the hallways. He had a lightbulb in his magic grip and was trotting back to the table he and Darkshine were sitting at. He had a easier time seeing in the dark then Darkshine did so he didn't have a lantern. As he was walking back he didn't seem to notice something trailing behind him.

He turned around when he heard something hit one of the cell bars. It echoed through the hallway. He turned around to see nothing. He didn't think much of it. The cells in the dungeons were all rusted and old but they could still hold even the strongest prisoners.

He continued. Unaware of what was going on around him. When he had gotten back to the table he saw Darkshine was nowhere to be found. He decided to screw in the lightbulb and then wait for him to get back. He screwed in the lightbulb. It flickered at first before giving light back to the room. He yawned to himself himself before looking at one of the nearby windows. It had to be nearly midnight.

Nightshade sat back in his chair and began to think to himself. Guards didn't get much time to themselves anymore. Ever since the rebellion started guards are sent out none stop for either guarding high priority targets or scouting to find enemy bases. Time to relax was very hard to come by now. So nightshade enjoyed ever second of it.

In a instant relaxation turned to pain and shock as Nightshade was grabbed and slammed against the table. He was dazed for a second before opening his eyes. The whole table was broken in half and bits and pieces were lying on the floor. He looked in front of him and saw. Spike there 'prisoner' who had escaped somehow. He panicked and tried to grab his sword from its sheath but he was to slow. A scaled fist hit his face before he could react.  He groaned in pain.

He rubbed his head in response and tried to refocus on his target. He tried to punch him but he easily dodged it and hit him in the gut. Nightshade tried to focus some magic into a attack but he was to tired. Those two punches were powerful and he already felt like falling over and just dying. Before he could make a move Spike tackled him to he ground and put him in a arm lock. He had one of his claws over his throat.

"Alright I'm gonna ask a few questions and your going to answer them ok" Spike said while putting his claw closer to his throat.

"O-o-ok I will what do y-you want to know?" Nightshade asked scared for his life.

"Where am I and who brought me here" Spike asked.

"Y-your at Manehattans confined prison. You were brought to her by Starblast one of the new unicorn generals. He was in charge of the ambush to capture you" Nightshade said hastily trying not to upset the dragon anymore.

"Alright. Next question. Who else is here besides me?" Spike asked.

"Uh I think there is one other pony here as prisoner. Ya there's one other a stallion. He has been her for quite some time. Um hes been transported to multiple prisons. This was were he is suppose to stay until the Empresses decide what to do with him. I don't even know who he is. They just threw him here and told use to put these weird chains on him". Nightshade said telling him everything he knew about he other prisoner.

"Where is this prisoner?" Spike asked.

"Um cell block A cell 4 he wasn't to far from your own cell". Nightshade said.

" Alright last question wheres my stuff?" Spike asked.

"I-I can't tell you that" Nightshade said trying to put up some resistance.

"(Sigh) fine I guess I'll just kill you and find it without your help" Spike said.

He lifted his claw off of his throat and was about to stab him when he spoke out.

"W-w-w-wait o-ok I'll tell you alright just please don't kill me" he said scared half to death. "It's in the office down that hallway"

He pointed his head left, it was another hallway leading to wherever.

"If you go down that way far enough there should be a office that has your stuff and keys to the cells" Nightshade said.

Spike smirked. "Well I thank you for your cooperation". He moved his claw away from his throat. He then punched him in the head knocking him out. Before he left he threw him in a cell before heading off to find his belongings.

The office the guard was talking about wasn't to far away. Spike only had to travel for about a minute before he saw a door with the words security office on it. He made his way inside and looked around. The room wasn't very big but there were lots of lockers that contained items. Some random junk was stored here.

Spike eventually came across his belongings. All he had was a backpack carrying some equipment and his dagger. The dagger was a one sided dagger not many knew how to wield one. It had a green blade and purple hilt. Then lads looked like it could cut rock. It seemed to have a glint when looking at it. Spike had learned through training vigorously every day. He had been able to use the dagger to his advantage, he was able to hit fast and hard slicing his way through his opponents with ease. He preferred only one dagger but he would use two if he was trying his hardest to win.

Spike could beat anyone in the rebellion. Only one griffon had ever beat Spike in a duel, Talon. Spike had underestimated talons abilities and thought he was a novice but he was proven wrong. Talon was able to knock Spike down and claim one victory over him. But Spike was able to keep his reputation rolling by beating him several times.

Spike was snapped out of his thought when he saw a faint glow from the corner of his eye. It was in a drawer. He opened it and tried to find the source of the faint glow. He saw one thing in the drawer a key. But this key was... different. It had a weird red glow encasing it. Spike grabbed it and inspected it for a moment. He decided to take it with him, he put it in his backpack and continued with his objective.

5 minutes later.

Spike was trying to make his way back to his original cell. He wanted to meet this other inmate. He wanted to know who he was and why he was hear. It peeked his curiosity.

Spike finally made it back to his cell. He saw the guard was still unconscious. He made his way farther into cell block A. The cells were numbered thankfully. He made his way to the cell. He peered inside and saw a very strange sight.

There was a stallion in the cell. He appeared to be either sleeping or dead. Spike wasn't sure. The stallion had chains wrapped around his forehooves and around his neck. He was lying on the floor helpless as if he was bleeding out. His eyes were closed and he seemed very pale. His cutie mark was some strange Symbol. His coat was gray and his mane was a dark black.

Spike opened the cell and examined the stallion. He checked his pulse faint but still alive. He noticed something on the chains. It was a strange glow. It looked similar to the one the key had. Spike reached into his bag and pulled out the key. He put it near the chains. It seemed to glow brighter when brought near it.

Spike put the key into lock and the chains fell off the stallion. He backed away for a moment to see what kind of reaction the stallion would have. When the chains were removed the stallion appeared to look better. He looked less pale and he looked like he was about to open his eyes. But he didn't. He seemed to slump back down into the ground as if he was still chained down.

Spike sighed to himself. This was not a good day for him. He grabbed the stallion and placed him on his back. He was about a head taller than a mare but was not very big strength wise. Spike began to carry his 'package' through the hallway. He made his way back to the main table where Nightshade was still unconscious.

He saw a set of spiral stairs nearby. They were his best bet. Spike looked to a window to see the moon was almost about to go down. He didn't have much time. He made his way up the stares and found himself in a large lobby area. Everything was still dark but Spike could see a few things. One of them being the door. He quietly made his way to the door and opened it going onto the street.

The streets of manehattan seemed quiet. Everyone must have been asleep. Every since the takeover the two empresses have been putting in curfews for everypony. They had to be in there house by nine o clock sharp. Manehattans once bustling streets at night had become nothing but silence.

Spike made his way through the streets. Avoiding any pony or guard that was around. He made his way into a building by climbing from a alleyway. He almost lost his new friend but he was able to hold onto him.

Spike was near the outskirts of the city he was able to see past the few gates that kept the citizens inside the city. No one got in or out without going through one of those gates. Well almost no one.

Spike concentrated on a hill not to far away from manehattan it would be the perfect place for Spike to escape without being spotted. Green mist came out of Spikes hand. It started to consume both Spike and the stallion. The mist floated in the air and went all the way to the hill. He began to circle itself before it faded away leaving a panting Spike and a still unconscious stallion.

Spike picked up the stallion and brought him over the hill. Making sure no one from the gates would see them. Spike looked behind the hill. There wasn't a lot of cover and it was a long trip to the closest rebel outpost. So spike would have to do something he had been doing all day. Walking.

He picked up the stallion and started his walk.

(25 minutes later)

Spike put the stallion against a nearby tree. He was panting. The stallions seemed to get heavier as time went on. He noticed that he no longer looked pale and his heart rate was normal. But it seemed off. His heart was on the opposite side of his body and it was going at a very strange way.

Spike sat next to he stallion catching his breath. He looked over to him then back at the sky. It was about to be day and not much longer until guards began to look for him and his new friend. They would have to keep moving.

Spike heard something scrap against something else. He looked over to the stallion and saw something was moving in his mouth. Spike thought it was his tongue at first but tongues don't scrape against things. A few seconds after the noise, he spit out a tooth. It had a little blood on it. And even after that he was still asleep.

Something was still moving in his mouth. Spike looked back to him curious to what was going on. To his surprise a new tooth took the place of the old one. But it wasn't just a regular tooth it was a tooth that only Spike remembered fondly. It was the tooth of a friend to some and a annoyance to others. But a tooth is a bit of a exaggeration.

It was more of a...fang.

But the thing was there was only one fang not two.