Back in Las Pegasus, the Big Boy was all ready for a run. I was assisting Don in the train's archives, as some of the records that he needed required two high-ranking officers to access. (Levels 1-5. I was a 4, Don and Jim were 5's.)

"Aha! Here they are!" Don pulled out a few papers on powerful, non-nuclear conventional weapons.

While he was reading that, I was browsing around elsewhere. As I was turning away from Shelf U5, (the shelves were in alphabetical order) something caught my eye. I saw that it was a Level 5 file, locked away behind bullet-proof glass.

"Huh. 'Operation Undertail'. I wonder what that is." I turned to Don. "Hey Don?"

"Yeah?"

"What's 'Operation Undertail'?"

Don froze when I said that. "Did you say, 'Operation Undetail'?"

"Yeah? Why, what is it?"

Don sighed. "'Operation Undertail' was a project to help aide with re-population efforts after the wars ended. It was originally slated to begin after WW5, but then the Futas decided to get in on the act. The start date was pushed back to the end of WW6, but it's anyone's guess as to if or when that even happened. However, with the way that things are going around here, maybe Operation Undertail could be utilized after the war with the Imperial Alliance is over."

I nodded. "Yeah, maybe so Don, maybe so."

We then continued looking over the documents, completely unaware of what was happening elsewhere.

Outside of Appaloosa, the trenches were manned, as they always were. The battalion stationed there always had their eyes on the Caribou trenches, but what they didn't think could occur was an attack from the Macintosh Hills. This is precisely how the Battle for Appaloosa began. One minute, everything was fine. The next though, a train that was passing the town suddenly got blown off of its tracks by explosives.

"SWEET CELESTIA!!!! We have to help them!"

"Yes Sir!"

A team was quickly being dispatched to get to the crash site, but before they could leave their trenches, the unthinkable happened.

"Captain, look!"

The captain in charge of the battalion, Captain Fur, looked through his binoculars. What he saw scared him out of his mind. Down from the Macintosh Hills came a huge wave of Zebras. They also appeared to be accompanied by Griffons and Minotaurs.

"OH CELESTIA!!!! ALL HANDS, MAN YOUR BATTLE STATIONS NOW!!!"

Air raid sirens sounded, and all available hands went immediately to their battle stations. Guns were armed, cannons were aimed, machine guns were loaded, rifles were pointed over the tops of the trenches. In Appaloosa itself, all female civilians, and anypony under 18 and over 60 were evacuated to Dodge City. With a fury, the Battle for Appaloosa began. The Zebras fired on the trenches, and the trenches fired back at them.

"QUICKLY!" Fur yelled, "GET CANTERLOT ON THE LINE!!!! TELL THEM THAT WE NEED HELP NOW!!!!"

"YES SIR!!!!" The radioman quickly grabbed his radio. After dialing it in, he quickly began to transmit. "ANY AND ALL AVAILABLE HANDS, THIS IS DESERT BATTALION IN APPALOOSA! WE ARE UNDER ATTACK, I REPEAT, WE ARE UNDER ATTACK!!!!"

After a few moments, a reply came. "Desert Battalion, this is Canterlot Central, what's going on?"

"CC We're taking heavy fire out here! Just a few moments ago, the Zebras came down from the Macintosh Hills! They are also accompanied by Griffons and Minotaurs! WE NEED HELP OUT HERE, I SAY AGAIN, WE NEED HELP NOW!!!!!"

"Roger that DB. We're putting you in contact with all available units. We are also informing the Princesses about this."

"GET US THAT WAR TRAIN BELONGING TO THE HUMANS!!!! PATCH US THROUGH TO THEM!!!!"

"Roger that. Contacting the Battleship Express now!"

"Well Leopard, that pretty much does it for now, let's go back outside."

I nodded. "Sure Don, let's....." My sentence was suddenly cut off by a loud, clanging alarm.

"What in the world?"

Don was equally confused. Suddenly though, DELCI piped up. "Boss, Master!!!"

"What is it DELCI? What's wrong?"

"Sir, I'm receiving urgent communications from Canterlot! Priority 1!"

"Oh god, that's got to be something bad! DELCI, patch us in, now!"

"Yes Sir!"

The radio suddenly came to life. "BATTLESHIP EXPRESS, BATTLESHIP EXPRESS, ARE YOU THERE?!?!?!"

Don grabbed the radio. "This is Major Don on board the Battleship Express. Who am I speaking to?"

"Major, This is Captain Fur of Desert Battalion! My battalion and I are stationed in Appaloosa, and WE'RE UNDER ATTACK!!!"

Don and I were shocked. "Who is attacking you?"

"THE ZEBRAS!!! THEY AND SOME OF THEIR MERCENARIES HAVE ASSAULTED OUR TRENCHES, AND ARE ATTEMPTING TO BREAK THOUGH!!!! WE NEED HELP, NOW!!!! WE CANNOT HOLD ON WITHOUT REINFORCEMENTS!!!! CAN YOU HELP US?!?!?!"

When we heard that, we knew what we had to do.

"Captain Fur, hold that line, or die trying! We are on our way to Appaloosa, I repeat, WE ARE ON OUR WAY!!!! Our Eta is maybe 2 hours. Can you hold on for that long?"

"We will try Major, but no guarantees! Please hurry! FOR THE LOVE OF CELESTIA PLEASE HURRY!!!!"

Don then threw down the radio, and sounded General Quarters. "ALL HANDS, MAN YOUR BATTLE STATIONS NOW!!!! APPALOOSA IS UNDER ATTACK, I REPEAT, APPALOOSA IS UNDER ATTACK, AND REQUIRES IMMEDIATE ASSISTANCE!!!! WE'RE MOVING OUT RIGHT NOW!!!!"

That was all it took. Faster than a Human could blink, the crew were racing about securing everything, getting the weapons ready, loading everything back onto the train, securing the ammunition, attaching Iron Glory to the front of the train, (which was not an easy feat, considering the Plow-Catcher, but it was done) getting all of Battalion 4009 onto the train, getting all of General Shining's troops onto Iron Glory, me getting into the cab, and starting the train moving. In fact, this whole mission was so critical, there wasn't even time to turn the train around! On our entire trip to Appaloosa, we were running backwards! On the back of the caboose, we attached it's special ram with metal spikes just in case anything was blocking the tracks, and then we were gone.

"STEP ON IT LEOPARD, WE HAVE TO BOOK IT TO APPALOOSA!!!!"

"YES SIR!!!!"

I quickly threw the engine into reverse, and as fast as 4009 could, she was quickly rolling out to the rescue. The farther we got, the faster we went. Faster and Faster. 30, 40, 50, 60, even up and over 70! Officially, a Big Boy locomotive could go 80mph, although this had never been tested.

"Desert Battalion, Desert Battalion, this is the Battleship Express, do you read us?"

"YES, WE READ YOU LOUD AND CLEAR BE! WHERE ARE YOU?!?!?!"

"We're rapidly coming up to 'Sherman Hill', or No-Name Grade. We're less than an hour away and closing. Can you hold on?"

"We're not sure BE. We're trying, but the enemy keeps on coming, and trying to break through our lines! HURRY!!!"

"Just hang on, we're coming!"

Shining also informed the Princesses of the situation. "....And so that's where everything currently stands. Appaloosa is under attack, Desert Battalion, plus the local militia are doing everything in their power to hold on until we can get to them."

"Please hurry General! They need your help!"

"Yes, my Princesses, and that's why we're hurrying. We will make it, and we will save Appaloosa!"

"Godspeed General, but before you go, there is something else that I do need to inform you of."

"And what is that, Princess Celestia?"

"Well, that medical train hasn't arrived yet. It's now officially overdue. We fear that it may be trapped on or close to the battlefield!"

Shining became worried. "Yes, that is a serious concern Princess. Don't worry. We will locate the train, and ensure it's safe arrival in Ponyville. General Armor out."

And he set out to do just that when the train reached Appaloosa, completely unaware that the train had already been captured.

On an old track, running through what had become the Zebra Empire, an old train rumbled. The train, which had once been a Friendship Express train, was now old, dirty, and not the best maintained. In the back, in 3 boxcars, were the 4 Element Bearers, 11 female medical staff, and the 3 soldiers from Battalion 4009. All of them had been restrained, and then thrown onto that train, bound for Zebrica, the Zebra's capital city. All of them knew that a terrible fate awaited them.

As she lay on the cold, hard floor of the train, Dash was hounded by her thoughts. She thought about some of the things that led her to her current predicament. When the war began, she had been very eager to fight the Imperial Alliance up close and personal. However, once she'd seen what war was really like up close, it changed her, and not for the better.

Dash became a bit erratic. She went from being a cute tomboy, to an almost full-blown rebel. "Live now, cuz you're probably gonna die young!" She'd always said. When Dash met me though, all of that changed. Now, all she wanted to be was a cute tomboy again. She regretted being a rebel. She regretted being involved with the war as deep as she had been. Now here she was, a prisoner on a train heading to god-knows-where, or what was going to happen to her.

She also thought about me. "Please Stud", She thought, "Come and help us. We need you! Don't let them do things to us, save us!"

Dash did know that most likely, the train was reported overdue by then. If that was the case, then it would hopefully be easy enough to figure out what happened to them. However, it was still a race against the clock, and time would not be on our side.

Meanwhile, while we were still racing to the rescue, the battle was going horribly for everyone. Although the Appaloosa defenders were able to hold the line, that line was getting closer and closer to cracking. The Zebras kept launching shells that contained flammable chemicals in them. This was being done in both an effort to burn and smoke the defenders out of their trenches, and to even set fire to Appaloosa itself.

"Oh shit, FIRE!!! The town's on fire!"

The local fire brigade kept racing around, trying to put out all of the fires, but they couldn't be everywhere at once. Local citizens also stood by to help tackle the fires.

For the zebras, they got their fair share of death and destruction. Several waves were driven away from the trenches with heavy losses. Other zebras accidentally lit themselves on fire when they mishandled the flammable chemicals!

"We have to keep pushing!" General Tarrath urged them, "Their defenses cannot hold much longer! We're beginning to break through!"

Indeed, this was true. In a few areas, holes were being plugged by little more than a handful of poorly equipped militia troops.

On the other end of the spectrum, inside of their respective trenches, Colonel Stuggs and his forces watched as the battle raged all around them.

"Good gods, what's going on?!"

"It appears to be the Zebras Sir! They're attacking Appaloosa!"

"Just like what General Rodin warned us about!"

"What do we do Sir?!"

Stuggs had to think about that for a moment. Finally, he said, "If they come charging towards us, repel them! But if not, then we do nothing. However, I am alerting General Rodin!"

Stuggs then grabbed his communicator.

"WHAT?!?!?! THE ZEBRAS DID WHAT?!?! THEY ATTACKED APPALOOSA?!?!?!"

Rodin sighed. "I'm afraid so, My King. From what Colonel Stuggs has told me, about 30 minutes ago, the Zebras began their assault on the trenches outside of Appaloosa. So far, the battle is a draw, but it does appear that the Equestrians may lose the town. Their numbers are being whittled down, and parts of Appaloosa are on fire."

"And what of the Colonel and his forces?"

"From what Stuggs told me, they're all still in their trenches, just watching this battle play out."

"As they should! Good GODS!!! What does that deranged fool think that he's doing?!?! What kind of an idiot does something like that without any reinforcements?! AND FOR WHAT, A LOUSY LITTLE DESERT TOWN?!?!?! IS HE F@#KING INSANE?!?!?!?"

"Yes, My King, Zakia IS insane! However, this does beg the question, do I go and rescue Stuggs and his forces, or do we have them attempt to pull out themselves?"

"Whatever you think is best General. However, if it were me, I would have them see what they could do, and if they absolutely needed help, then I would intervene."

Rodin nodded. "As you wish, My King, it shall be done!" Rodin then turned off his communicator, and made ready to help Stuggs should assistance become necessary.

Danin sat back on his throne. "Idiots!" He yelled, "I'M SURROUNDED BY F@#KING IDIOTS WHO MASQUERADE AS ALLIES, AND DON'T WANT TO FOLLOW ANY ORDERS!!!"

However, before Danin could continue his rant, his communicator flashed. When he turned it on, to his absolute disgust, it was Zakia.

"Oh great, just the f@#king bastard I DID NOT want to EVER talk to again!"

"Yeah, it's good to see you too Danin, now then....."

"SHUT IT!!!! I don't want to hear about it! You all betrayed us! You acted without orders, and now you're caught in a terrible battle for A F@#KING TINY DESERT TOWN IN THE MIDDLE OF F@#KING NOWHERE!!!"

Zakia shrugged. "Yeah, but we managed to capture...."

"I said, I don't want to hear about it!!!! I'm done dealing with you Zebras! If you cannot follow orders, and outright rebel, then we're through!"

"But Danin, we captured...."

"SHUT UP!!!!!" Danin then switched off his communicator, and blocked the channel that Zakia used. "F@#king bastard." He muttered.

Zakia was a bit surprised that Danin blocked him. "Huh. Well, I guess that he doesn't care about the 4 Element Bearers. Oh well, more for me then!"

"What's our speed Leopard?"

"We're still going 75 Don! Our boiler's close to the red line! We can keep everything stable, but the strain is incredible!"

"Just keep it up! We have less than half an hour to go until we reach Appaloosa!"

"Roger that Don! We're all ready to go up here."

"Ok, good. Once we get to the main railway junction between Appaloosa and Dodge City, we'll get as close as we can, and drive those striped bastards back to the Hell where they came from!"

All hands continued to get all of the weapons ready, as we all knew that we were going to be coming in extremely hot!

"Sir, the line's collapsing!"

Captain Fur looked, and to his horror, the Zebras had broken through the lines in several places, and were now converging on the town! To make matters worse, Minotaur artillery was also blowing the trenches apart. Fur could see that the battle was lost.

"FALL BACK, EVERYPONY FALL BACK!!!! FALL BACK TO DODGE CITY!!!!"

His soldiers did as they were told. While some retreated, dragging the wounded, as well as any and all weapons that they could with them, others laid down covering fire, and continued to blast away until they ran out of ammunition. In fact, their firing was so intense that even after they'd run out of ammo and retreated, the Zebras were unable to chase after them until they'd rallied their forces.....almost 5 minutes later! In that time though, the trenches were evacuated, all weapons were removed, or disabled, Appaloosa was evacuated, and the soldiers fell back to the trenches outside of Dodge City, where they prepared to make their final stand.

"This is it boys!" Fur told them. "We either hold them here, or die trying! We've lost Appaloosa, our trenches, and many, many of our finest men. The way I see it, the best way to honor our fallen comrades is to take as many of those f@#king monsters with us as possible!"

"SIR, YES SIR!!!!"

A radio call was also made to the Battleship Express, informing them of the situation.

"HA HA!!! WE DID IT PEOPLE, APPALOOSA IS OURS!!!!"

"YEAH!!!!!" They all charged first into the trenches, and then past them into the town itself.

However, if they were expecting to find slaves, or anypony who surrendered, they were sadly mistaken. The entire town was on fire, and there was nopony to be seen anywhere. They hunted around, but they really couldn't find anything usable, aside from some barrels of apples.

"Well", Faul muttered. "This was a fail." His communicator then beeped. "Oh, yes General?"

"Commander Faul, report!"

"Well Sir, I have good news, and I have bad news."

"What's the good news?"

"Well Sir, the good news is that we've taken the town of Appaloosa, and have defeated Desert Battalion."

"Well, that's great Commander! But wait, what's the bad news?"

Faul winced a bit. "That's the thing Sir. Although we have succeeded, all that's left of the town are burning buildings, and no supplies aside from barrels of apples. Everypony's most likely evacuated to Dodge City. I lost maybe 4,000 troops, and have so far gained nothing."

Faul braced for impact. However, General Tarrath merely nodded. "Yes, that is a bit of an issue, however, you can still redeem yourself Commander. All you have to do now is take Dodge City. Their forces are isolated as it is, and I doubt any other forces are close by to cause any problems. Do what you must Commander Faul, but bag me Dodge City!!!!"

"Sir, yes Sir!" Faul then turned to his men. "You heard the General, CHARGE!!! GET TO DODGE CITY!!!!"

They all did so, completely unaware of the battalion, and their war train, currently moving Heaven and Earth to come and wipe them out.

"WHAT?!?! Oh shit that's bad! We're less than 15 minutes away!"

"We're out of time Major Don! If you cannot get here literally in the next 3 minutes, we'll all be fighting to the death. My forces are badly depleted, and we've already lost Appaloosa! We CANNOT hold on any longer!"

"And you won't have to Captain Fur. I'm sending up our gunship, as well as a small squadron of combat drones. They WILL keep the enemy busy until we can get there! ETA is literally less than 2 minutes!"

"Thank Celestia! We'll be watching for them Major!"

"Roger that, watch the skies, and keep your heads down. Don out!"

Don then switched frequencies. "DESERT BATTALION IS OUT OF TIME PEOPLE!!!! I NEED OUR GUNSHIP, AND ALL AVAILABLE DRONES IN THE AIR, AND HEADING TO DODGE CITY RIGHT NOW!!!! THEY NEED MASSIVE AIR SUPPORT!!!!"

"SIR, YES SIR!!!!!"

As fast as they ever had, from a train moving in reverse at almost 80 mph no less, our gunship, and 6 drones were launched into the wind. Even though the gunship almost spun out of control and crashed, the pilot managed to regain control, and as fast as they could, the gunship and its accompanying drones flew off towards Dodge City.

"Dodge City, Dodge City, this is Big Boy Gunship. We're now about 1 minute and closing on your location. Do you copy, over?"

"BB Gunship, this is Captain Fur, we read you loud and clear! We now have you on radar, and BOY HOWDY are we glad to see you!"

"Well, thanks for the warm welcome Captain! We moved Heaven and Earth to get here, and now us, and 6 drones, are the first wave. Our job is to keep the enemy busy until the Battleship Express arrives."

"Roger that BB Gunship, we'll leave you to it!"

"Roger that, moving into position now."

With the drones spotting, and getting ready to dish out a few strikes of their own, the gunship moved into position over the enemy positions.

"Um, Commander, what's that noise?"

"Um, sounds like a machine of some sort. Lt. Feathers?"

"Yes Sir?"

Get your Griffons up there, and see what's going on."

"Yes Sir!"

The Griffons then took flight.

"Do you see anything?" Feathers asked.

"Um, yes, we see a large grey machine, accompanied by several smaller black ones. All are flying, and they seem to be hovering in place. What do we do?"

"Well, most likely those craft belongs to the enemy, probably the Humans. Take them down!"

"Yes Sir!"

Before they could open fire on the craft though, they were beaten to the punch.

"Sir, Griffons, 12 O'clock! What do we do?"

The gunship commander, 18 year old Lt. Nathan Hughes, checked his scanners. "I recognize them, those are Lt. Feathers's troops! They were present at Las Pegasus with Colonel Bruno's forces. After the battle though, while Bruno and others stayed with the Caribou, Feathers and a few others went rouge!"

"So, do we shoot them down?"

"Do you really need to ask Sergeant?"

"No Sir, firing!"

They opened fire with the forward machine guns, quickly downing 5 Griffons, and causing the remaining 2 to flee.

"Yeah, 5 down, 2 fled! Drawing blood!"

Hughes reported back to Don. "5 Griffons down Sir, 2 others fled. We've found the enemy positions, requesting permission to fire."

"Granted Lt. Hughes, fire at will! I repeat, fire at will!"

"Roger that Sir!"

Hughes then ordered the pilots to move the gunship into position. He then grabbed the microphone for the external PA system.

"Hey down there! Guess what, the mail is here! You've got a lot of deliveries today, all from Humanity! Enjoy!" He then turned to the gunners. "FIRE!!!!"

The gunship then opened up to dispense some seriously harsh justice.

"5 Griffons down Sir! That thing is hostile!"

"I can see that Lieutenant! We just need to....."

"Hey down there! Guess what, the mail is here! You've got a lot of deliveries today, all from Humanity! Enjoy!"

"What the....?"

Faul never got a chance to finish that thought. Before he could, the large grey craft opened fire on his forces. The slaughter was horrendous. For the Zebra and Minotaur ground forces, as well as the Griffons, standing against a craft that was a cross between a C-130 Specter, an A-10 Warthog, and an Apache Helicopter, they never stood a chance. From one *BBBRRRRRTTTT!!!!!* to the next, and for each missile launched, more and more death was delivered. However, the Zebras were able to launch a few magic attacks on the gunship.

"Sir, incoming fire!!!!'

"Deploy countermeasures now!"

The gunship's co-pilot flicked the switch to launch the flares. Sure enough, the Zebra's sort of "magic missiles", impacted with the flares, and exploded.

"Countermeasures effective Sir!"

"Good work boys." Hughes breathed a sigh of relief. "Now then, we keep the firing up!"

"Yes Sir!"

Back and forth across the battlefield the gunship flew, keeping the enemy at bay. Soon, the enemy was retreating away from Dodge City, and back to the trenches at Appaloosa.

"Enemy in retreat Major Don! They seem to be heading back to Appaloosa!"

"Good work Lieutenant! We're about to pull into the junction now. Head back to base, and prepare to deploy again if necessary."

"Yes Sir!"

Unfortunately, they didn't make it. Just as they flew back over Appaloosa, from down below, one Zebra who had been fatally wounded managed to fire one last burst of magic at the gunship.

"Sir, incoming missile!"

"Flares, now!"

The flares were once again deployed, unfortunately though, that time, they ran out of countermeasure flares before the missile was in range. The missile slammed into the back of the gunship, causing one of the engines to sputter, and severely smoke.

"Sir, we've been hit!"

"Pilot, set us down before we crash!"

"Yes Sir!"

The gunship was hit, but not fatally. A number of control systems were damaged, and 2 gunners and a technician were hurt. Eventually, the pilot managed a rough landing at the base of a sand dune between Appaloosa and Dodge City. The gunship was partially buried in sand, and 5 of the 7 crewmen were hurt, but they were all alive, and would live to fight another day. The gunship could also be salvaged, and repaired.

"Stay put until we get to you boys", Don told them, "We should be there in a few minutes."

"Ok, roger that Sir, we'll wait right here."

"Ok Leopard, we're getting close now. You can start applying the brakes."

"Roger that Don."

"All hands, are the weapons ready to go?"

All stationed checked in that they were armed, and ready to go.

"Ok, good. That's what I like to hear. First, we need to link up with Captain Fur and Desert Battalion. Next, we provide cover for them while they retake Appaloosa. Lastly, we all team up, and drive the Zebras BACK into the Macintosh Hills, assuming of course that there even are any left!"

"Sir, yes Sir!"

Unfortunately though, just as we reached the junction, Griffon scouts had reported that we were coming, and Tarrath was not happy. "CURSES!!! That's JUST what we need right now!" He grabbed his radio. "Corporal Stone? Do you read me?"

"Yes General?"

"Is the 'Bomb Train' ready to go? We've got some 'uninvited guests' that you need to deal with now!"

"Affirmative Sir, it's all ready!"

"Well then pull out now! Head to the junction, and detonate next to the Black Leviathan! Derail it once and for all!"

"Yes Sir!"

The Corporal then pulled out in his 'bomb train', a patchwork engine and 3 cars, all filled with explosives. Also on board were several other Zebra soldiers. The corporal's job was a Kamikaze mission, while the soldiers's job was to get on board our train. Their destination was the railroad junction between Appaloosa and Dodge City, and their goal was to take out the Battleship Express before it could cause any more damage.

"Leopard, what's that, it looks like a train!"

"Huh?" I turned to look. Sure enough, it was a train, and it was coming right at us from the junction!

"What the hell are they doing?! This is a junction, only one train can pass at a time, and we're on that track!" Then it hit me. "DON, KAMIKAZE TRAIN! IT'S COMING RIGHT AT US!"

"I see it Leopard. Don't stop; clear the junction before it hits us!"

"RIGHT!!!"

I tried to do so, but we had 32 cars behind us, with only 12 having cleared the junction. I quickly opened the throttle, and then 14 cars were clear, then 17, then 23, then 27, 29, 30......The Kamikaze train kept coming.

"All 32 cars clear Don, just the engine and tender!"

"Shoot the train! Detonate the explosives before it hits!"

Fred and Andy did just that. From the roof, they fired several rounds of AA shells at the train at point-blank range, one of which managed to detonate the explosives, but it didn't stop the train.

"BRACE FOR IMPACT!!!"

Closer and closer the train came. We kept shooting at it, even with our rifles. In fact, the trains's cabs were so close that I could see the Zebra engineer smirking at me! I pulled out my pistol, shot him in the face, and then hit the cab floor, as did Alex and Todd. Moments later, the trains collided.

*KABOOM!!!!*

The trains did collide, but due to the Big Boy being so much bigger and heavier than the little Kamikaze train, even though the train exploded, it collided with us between the 2 sets of 8 drive wheels, before getting thrown off of the tracks. All 4 aboard were killed on impact. The Big Boy suffered only minor damage to her side, which thankfully caused a number of dents, scratches, and other minor damage. (It would have been much worse if the explosives had detonated on impact, but because of the AA shell detonated them prematurely, the only real damage was caused by the engine itself).

"Leopard, damage report!"

"We're all ok Sir, only a number of scratches and dents. Damage to the engine itself is minor, and all superficial. The Kamikaze train was destroyed, and all aboard were killed. We're also now in position to help in the battle."

"Roger that Leopard." Don then switched frequencies. "Captain Fur, do you read me? This is Major Don of the Battleship Express. We have arrived to help. Do you copy, over?"

"Major? Yes, I read you loud and clear! Glad you had some of your boys show up for a little firefight! They really gave it to the Zebras, and gave us room to breathe. Did you also bring reinforcements?"

"Affirmative Captain. General Armor, and his division, as well as Battalion 4009 are here, and ready to help you clean up. Are you ready?"

"Like you even have to ask Major! Let's do this thing!"

Our soldiers all disembarked, and got into their positions. The Zebras, Minotaurs, and Griffons, were all in the ruins of Appaloosa. (By this time, General Stuggs had taken one look at the train, and, not wanting a repeat of Ponyville, and not wanting his troops to die, managed to slip his force out of their trenches, and fall back to General Rodin, before being transported back to the Caribou Empire.)

"Ok people, we've got them right where we want them. Now stick it to them!"

"Sir, yes Sir!"

Coming at them from the sides with a massive artillery bombardment, we quickly targeted their artillery, ammo supplies, and all other supplies, with our 16in. guns, and heavy artillery guns. All troops who rushed at us were mowed down by machine gun fire, or blown apart by artillery.

"Fall back to the trenches!" Faul yelled. Even he could see that the burning ruins of a Wild West town were not a defensible position. The trenches outside of the town however were, so he ordered his troops there.

He grabbed his communicator. "General, General, are you there?!"

"I'm here Faul, what is it? Did the city fall?"

"No sir, the Black Leviathan is still here! They're slaughtering us! We've already lost Appaloosa again, and we're falling back to the trenches!"

Now Tarrath was really getting upset. "This is not what I need right now Faul! We couldn't take out the train yet, but then again, soon, it'll be ours anyway. Hold that line until it collapses, then fall back into the hills. The time is growing close for Overlord Zakia to issue his ultimatum for surrender to the Humans and Equestrians."

"Yes sir. We'll hold on for as long as we can. Faul out."

He didn't have too long to wait. Under the leadership of yours truly, aka Fox-Face, the Zebras got their first taste of Human melee warfare. With my Kitsune mask on, and my trusty ChesterTon rifle, I led the charge through Appaloosa, and down into the trenches. It was an absolute meat-grinder. I'd almost forgotten what high-caliber bullets can do to bodies at point-blank range. Blood flew everywhere as Zebras, Griffons, and Minotaurs were slaughtered.

"YEAH, WE'VE GOT THEM ON THE RUN NOW DON!!!! THEY'RE RETREATING BACK TO THE MACINTOSH HILLS!!!"

"Excellent work Leopard! Now get your heads down, we're going to be firing on the hills!"

"Roger that Don!" We all got our heads down.

"FIRE!!!!"

With that one order, both of our 2 sets of railguns, all 16 of our 16in guns, and all of our artillery guns, in addition to machine guns, and even a few AA guns opened fire, and we unleashed a massive cacophony of death and destruction. In fact, our volley was so violent that it actually shortened the Macintosh Hills by a good 30 feet! The whole hills seemed to explode in a violent burst of rocks, dust, debris, smoke, and what appeared to be body fragments.

"OK, I think that they've had enough, CEASE FIRE!!!!"

All of our guns fell silent.

By the time that the smoke had finally cleared, the Battle of Appaloosa was over. Technically, the battle was considered a draw. There were massive casualties on both sides, and Appaloosa itself was almost completely destroyed, however, the enemy was crushed, and the remaining survivors did retreat with almost complete casualties, so we were able to claim victory. Our victory however, was a costly one. For Desert Battalion, 2,150 troops were dead, and another 1,500+ were wounded, and 213 were missing. Shining's Division, and Battalion 4009 only suffered 575 wounded between them. No one on the train was hurt, and although 2 drones were knocked down, our gunship was salvaged, and brought back to the train for repairs.

For the enemy though, things were far worse. They started out with 1 million soldiers. Now, barely 3,000 survived the battle. Most of the wounded were left behind, and the number of missing was incalculable. General Tarrath did survive, as did Lt. Faul, although he was gravely wounded. In fact, the only good thing that the Zebras had going for them was the capture of the medical transport. Other than that though, just as Danin had predicted, the battle was a complete waste.

Once we had the area secured as far as the Macintosh Hills, we then turned our attention to the wounded. It was tough work. We also made a horrible discovery.

"General Armor to Canterlot Central, come in Canterlot Central."

"Canterlot Central, Princess Celestia here. What is it General?"

"The battle is over Princess, and Appaloosa is secured. However, Desert Battalion has taken extremely damaging losses, and the town itself was almost completely destroyed."

"This, is grave news General Armor. However, I get the feeling that that isn't all of it?"

Shining sighed. "No, I'm afraid that it isn't Princess. We found the medical train, and it's not going to make it to Ponyville. We found it on its side outside of town, blown off of the tracks by explosives. According to the survivors, they were derailed just before the battle began, and held prisoner by the Zebras."

"But I trust that they are all ok, right? Are Twilight and her friends there with you?"

Shining was both scared, and deeply saddened. "No, Princess, they are not. According to the survivors, they, as well as 3 surviving Humans from Battalion 4009, and all female medical staff, were separated from the rest of the prisoners. We're not sure what's happened to them after that. We're hoping that they were able to escape in the chaos of the battle as a few survivors claimed that they did, but we are not sure."

Celestia was taken aback. "This..........this is........I.....don't even know what to say right now General. Just, FIND THEM!!!!"

"We will Princess. They couldn't have gotten too far. We should be finding traces of them soon. General Armor out."

Shining then turned to Don and I, who were also standing nearby. "This is really bad guys. We have to find them! We've already combed through most of the battlefield, and there's no trace of them, so most likely they're not dead."

"But where could they be?!" I was close to despair.

Meanwhile, roughly 500 miles away, the train containing the prisoners was continuing on towards its destination.

"Good afternoon Prisoners, this is your 'conductor' speaking! I just wanted to let you know that we will be arriving in Zebrica very shortly, so I hope that you enjoy your PERMANENT stay in the Zebra Empire!" He then started laughing.

Meanwhile, one of the 3 humans, Private Cole, managed to get his gag loose. He was also lying on the car floor, close to the 4 Element Bearers. "Psst, hey! Guys, hey!"

Twilight turned to look at him. She too had managed to at least loosen her gag. "What is it Private?"

"I just realized something. Can you please nudge the other 3 next to you? It involves them too."

Dash, Pinkie, and Applejack also turned to look at Cole.

"Ok guys, here's the scoop. When we arrive there, you guys CANNOT, under ANY CIRCUMSTANCES, EVER let them know that you were with the Battleship Express! They'll torture us for that, but they don't know that you were involved with it!"

They all knew that Cole was right. They could never let the Zebras know that they had Human-wolf coltfriends. It would spell death for everyone and everypony involved. As far as the Zebras knew, only the 3 Battalion 4009 soldiers had been on the Battleship Express. The 4 Element Bearers had just been assisting with wounded soldiers.

Then, an unknown amount of time later, the train came to an abrupt stop. The doors to the cars were then opened, and the prisoners were grabbed, and dragged out. The 3 Humans were forced to walk with their restraints on, but the Element Bearers were carried.

"All of you stay back!" An officer warned those who were close to the train. "These are all high-value prisoners for Overlord Zakia, NOT SEX TOYS!!!! Overlord Zakia himself has ordered that they are to be brought before him unharmed, OR ELSE!!!!"

The crowd stepped back, and the prisoners were quickly taken away from the train, and marched through the capital. All around them were Zebras of both genders and all ages 'playing' with captured slaves.

"Good God", Cole thought, "They're all in on this! This is MADNESS!!!!" He saw more, but it was difficult to process, as it was hard to walk when you're wearing full restraints, and are wearing just your uniform from the waist down, and are barefoot.

Eventually, up ahead of them, they saw what appeared to be a massive palace-fortress. The palace-fortress was surrounded by guards who were being "serviced" by slaves. They were dragged to it, and then drug inside.

"Come on, you don't want to keep Overlord Zakia waiting now, do you?" The guard leading them laughed mockingly.

They were all drug through dimly lit halls, filled with all sounds, from sounds of sex, to running water, running hooves, soldiers marching, and what sounded like everyday palace-fortress life. Eventually, they found themselves outside of a massive pair of wooden doors. The doors were opened, and there, sitting at the far end of the room, surrounded by his harem, was Overlord Zakia himself! He was naked, and seemed to be bored. He looked up in surprise when the prisoners were being brought in.

He laughed as the 3 Humans were thrown to the floor, and the mares placed next to them. "Welcome, my dear 'guests', welcome to the Zebra Empire! Soon enough, all but 3 of you will be a part of my harem, and you remaining 3 will be used to bargain with the Humans for the Black Leviathan!" Zakia then burst into a fit of hysterical laughter.

The Humans all looked at each other, and then back up at Zakia. They all knew then that they were as good as dead.

"Master, Boss, General Shining!"

What is it DELCI? What's wrong?"

"Sir, another communication incoming! Priority 1! It's being sent to us, Canterlot, and even the Caribou!"

"What? TO the Caribou, not FROM the Caribou? That's weird. But nevertheless, patch us in DELCI!"

Yes Sir!"

Don, Shining, Jim, myself, and a few other officers from both the Equestrian Army and Battalion 4009 all gathered around the screen in the Primary Command Center. Once DELCI had patched us through, we saw the 3 Princesses in Canterlot. Our video call was also being broadcasted to the rest of the Battleship Express crew.

"Princesses."

"General Shining, Major Don, and Captain Leopard."

"Do you have any idea what's going on Princesses?"

They shook their heads. "Unfortunately, no. We just got the memo a minute ago that there was a transmission coming from the Zebra Empire that was also being sent to you as well, and even the Caribou."

We could all tell that the Caribou were present, but they didn't have their camera feed turned on, and weren't responding to anything that we said to them.

Suddenly though, the center of the screen, which had been black, suddenly cut to the flag of the Zebra Empire, while a song that we guessed was their national anthem played in the background. The screen then cut to the image of a Zebra.

"Is this thing on? Oh, ok, now it is! Ok, now then, who do we have here? Let's see, up in Canterlot, I see the Diarch whores! Slutbags! Now then, who else is here? Oh, I see that Danin and Co, are probably watching this as well, but I don't see them. Oh, and joining us all the way from Appaloosa, it's the crew of the Black Leviathan, and General Shining Armor! Bitches!"

"Cut the chat, get to the point!" Don was definitely not amused.

Zakia laughed. He then leaned back a bit on his throne, and his erection became visible.

"OH GOD!!!" We all turned away, as did the Princesses.

"THAT'S SO NOT COOL, KEEP THAT THING IN YOUR PANTS!!!" Shining yelled.

"I agree, we do not need to see that!" Celestia had her hands over her eyes.

Zakia laughed again, before stuffing his member down the throat of a harem member. "There, that better?"

"Just, shut it with the gross antics you sicko! What do you want from us?" Don's patience was really growing thin.

Zakia smirked. "Oh, well, I'm glad that you asked that Kid! Well, after the battle today, I've come to ask all of you for Equestria's surrender to me!"

We all looked at each other, and then burst out laughing.

"HA HA HA HA!!! THAT'S HILARIOUS!!!" I howled. "And you'll find our surrender too!"

"Oh, really?"

"Yeah, it's at the corner of F@#k You Street, and Kiss My Ass Boulevard!"

Zakia laughed with us for a bit, before suddenly slamming one of the Humans up to his camera. Immediately, all laughter ceased.

"There, now that I have all of you all's ATTENTION, let's discuss the surrender!"

"Private Cole! Are you ok?!"

"Yeah, I'm....fine Major, just a little......roughed up!"

Zakia then let Cole go, and he fell down out of view.

"So, the rumors were true, you really did capture 3 of my troops?"

"Quite correct Kid, and if you do not surrender your train, and all of your weapons to us, in addition to yourselves, then they die!" Zakia then panned the camera to show Cole and the other 2 lying on the floor while being beaten up by Zebra soldiers.

"And what makes you think that we would save the lives of 3 soldiers by giving you unlimited power? No, it's not happening!"

Zakia then took his pistol, and shot one of the Humans through the head. "How about now?"

"No, and if you do that two more times, you're out of bargaining power!" Jim was trying to hold back his anger as well.

"Quite correct, Scary Old Guy. Guards?"

"Yes?"

"Take those two to the dungeons! Do whatever you have to do to make them break! Turn them into slutty slaves!"

"With pleasure!"

Cole and the other soldier, Private Dan, were then hauled off kicking and flailing to the dungeons.

Don was now almost shaking with fury. "You would be very wise not to harm those soldiers. It would be very, shall we say, VERY UNCOMFORTABLE for you if you do!"

Zakia smirked. "Don't worry, we'll take GOOD care of them! They'll tell us all kinds of nice stuff, like how your train works, how its guns work, as well as any.......weaknesses........that it might have!"

"They'd DIE before they told you anything! Plus, they're only soldiers, NOT Battleship Express crew! They wouldn't know anything! Plus, attacking a medical transport was one thing, but now holding our people hostage? That crosses the line!" I burst out.

Zakia only laughed. "Cool off there Fox-face!" He then ignored us, and turned to the Princesses. "In addition to the Humans's surrender when the time comes, I will also need Equestria's surrender as well."

"Like Major Don said, you're not getting it! We will NEVER surrender to you!"

"Oh, but I think that you will Whores!"

Celestia narrowed her eyes. "Oh yeah? And why's that?"

"Because if you don't, I think that these 4 will make an excellent edition to my Harem!"

Zakia then turned the camera again, and to our absolute shock, horror, and outrage, there, tied up at the base of his throne, stripped naked, and with a number of Zebra cocks dangerously close to them, were Twilight, Applejack, Pinkie, and Rainbow Dash!

"You, you......MONSTERS!!!!! Celestia screamed, "I'LL KILL YOU FOR THAT!!!!"

"Ah, ah ah! No violence please! Remember, if you do not surrender, then they become my slaves!" Zakia then burst into another fit of maniacal laughter.

For those of us on the Battleship Express, (i.e., Don, myself, and Alex), we all suddenly froze where we were. In that one instant, we came to the realization that our marefriends were not coming home to us, Instead, they were being held prisoner by the most vile creatures ever to walk the face of Equestria, including the Caribou, (although only just!)

We were all shaking with a fury that we never even knew that we had. Fire blazed in our eyes, and on the inside, we became consumed with rage.

I then grabbed the microphone. "Zakia, don't you DARE even lay so much as ONE FINGER on ANY of them!"

"Oh yeah, and what are you gonna do about it Fox-face?"

"If you don't surrender to US, then so help me God, I will peruse you to the ends of the Earth!"

Don then grabbed the microphone. "Don't think for a moment that he's bluffing! Even at the Battle of Las Pegasus, we STILL only used maybe 75% of the train's offensive capabilities! We will look for you, we will find you, and we will SLAUGHTER YOU ALL!!!"

Zakia was really taken aback by our perceived anger. We all seemed to be dead serious about what we had just said, and he felt a slight chill run down his spine. Suddenly though, he began to laugh. "Wait! I get it, I get it now! You're all SWEET on them, is that it?!" He began to laugh again.

Suddenly, from deep down inside Don and myself, something awakened. Something that we had long killed and buried. Now, it was resurfacing.

With a fury that nobody in that room had ever heard from us before, we both screamed "YOU MOTHERF@#KER!!!! DON'T YOU DARE TOUCH THEM!!! WE WILL END YOUR ENTIRE RACE FOR WHAT YOU DID!!!!"

I then grabbed the mic. "YOU THINK THAT WE WERE BAD SO FAR, BITCH YOU AIN'T SEEN NOTHING YET!!!"

"LEOPARD'S RIGHT, WE WERE PREVIOUSLY JUST FIGHTING A WAR, NOW YOU'VE MADE THIS PERSONAL!!!!"

"We will use any and all means at our disposal to hunt you to EXTINCTION!!!!!! do you hear me?!?! EXTINCTION!!!! YOU WILL NEVER LIVE TO REGRET KIDNAPPING OUR MATES!!!!"

I then punched the screen so hard that it cracked, and the call with us was terminated.

Zakia then turned his attention to Celestia and the other two Princesses. "Well, they were certainly rather pleasant. So what do you say Whores? Wanna come and see your new Daddy?"

The princesses gave him a look that would have turned Discord to stone. "See ya drivin' round town tearin' up the place, so I say....F@#K YOU YOU F@#KING SON OF A BITCH!!!!" Celestia then punched her screen hard enough to break it, thus terminating the call.

"And what about you Caribous? Do you want any of this?"

For the longest time, there was only silence. Finally, a voice said, "We'll discuss this another time. Personally, I want to see how badly you fail first before we talk price!" They then terminated.

Zakia sat back on his throne. For some reason, he kept feeling a dark presence close by. Something dark, and very sinister.

"You wanted a war with Humanity so badly, so now you're going to get one!" It seemed to say. "The gloves are off. Whatever happens now happens. You wanted this, so now, you'll reap what you've sown!"

"Which will be full Equestrian conquest! The Humans will fall, and I, Overlord Zakia, will rule over all!"

Although he said it, and meant every word, Zakia couldn't help but feel like he had just awakened a raging tiger, a sleeping giant, and the gateway to Hell, all in one video call!

Author's Note

Ok, yeah, I know that I said that this would have been up by last night, or this morning, BUT, my day has been extremely hectic. I kept sitting down to write, but I kept getting interrupted. Nevertheless, here it is, so I hope that you enjoyed!

So now the word is out that Zakia has our mates, and two of our comrades, and we are out for blood! How will the battle for the Zebra Empire go? Do the Zebras even stand a ghost of a chance, or will they find their match in 216 humans, a small battalion, and their train of death? How do the Caribou play into all of this? Will they help Zakia, or will they wait for him to fall, and then try and take on Equestria? Will we ever see our mates again, and if we do, what condition will they be in? Well, stay tuned, and you'll find out!

As always, comments, feedback, questions, as well as spreading the word about this story, are always appreciated, and I'll see you all in Chapter 11!

ScarFox out for now, ALL ABOARD!!!!!