Makuta Mutran, Chirox, and Vamprah are already getting to work. Creating rahi, rahkshi, and a few new matoran-esque rahi to act as eyes for the three blinded makuta. Sombra is already creating a map, and dropping finished rahi to various locations using the Kanohi Olmak. If there's one thing he didn't want, it was for a massive wave of rahi coming from one place giving their location away.

"I assume you have a plan then, Sombra?" Antroz says, walking in with a rahi-toran similar in appearance fused onto his back.

"I do. I had severely underestimated these ponies when I first arrived here, and when I was re-awakened. I won't be making that mistake again." Sombra says.

The rahi-toran on Antroz's back looks at the map carefully. "I see... And where are the others?" Antroz asks.

"Creating a few more bases. If there's anything I've learned from Teridax, it's to make as many precautions and work-arounds as possible." Sombra replies, sending a fairly large amount of Nui-Rama into the jungle like areas, and even to the everfree forest.

The main purpose the makuta were created for was to populate the matoran universe with rahi, animal like beings meant to create an ecosystem. They can also create kraata, slug like creatures, from their own essence. These kraata can infect the kanohi masks present on the rahi, allowing the makuta full control over the beasts.

"This new onslaught of rahi is bound to take every inhabitant of this world by surprise. Once our rahkshi are ready, we'll storm the capitol cities and force the equestrians into submission." Sombra says, confident in his plan.

Sombra turns to admire the tubes with rahkshi armor they pilfered from the old base. He reaches into his chest, pulling out a kraata slug, and sets it on the ground. The kraata enters one of the tubes through the green, gelatin like membrane surrounding it. The newly inhabited rahkshi exits the tube through the membrane, leaving the tube intact. The rahkshi's magenta armor glistens in the light produced by the pool of energized protodermis centered in the room.

"Go, my rahkshi of rahi control. Command the beasts and draw their attention." With that, Sombra drops the rahkshi into the everfree forest via portal.

"Why did you send a rahkshi out so early, brother? Didn't you just say you were going to build an army?" Antroz asks in mild confusion.

"I did, and I am. However, this should make for another prominent distraction. Should these ponies be unaware enough, they'll think the rahkshi is the threat bringing the rahi over to destroy them." Sombra elaborates. "Now, time to check up on Bitil, then Gorast."

/\__/^*^\__/\

As Twilight's group gallops towards the train station, Pinkie starts jittering again, her direction going in a completely different way than before.

"Something BIG is gonna happen over that way!" Pinkie shouts, pointing back in the direction of Ponyville.

Turns out, the group had been walking to the train station so they could depart for the crystal empire once Twilight realized that's where they were headed. Without another word, their pace doubles toward the station.

Once on the train, the group waits impatiently. Spike burps out a letter from Celestia, which Twilight opens immediately. Her eyes widen, the rest noticing this.

"What's it say?" Spike asks.

"There's been creatures appearing all over Equestria! They're made of metal, but they're just like savage animals! Apparently reports of attacks are coming from the other kingdoms too!" Twilight yells in panic.

"Do any of 'em say where they're coming from?" Applejack asks.

"No, just that they showed up and started destroying everything in sight!" Twilight responds.

"We can take them, we've defeated worse. Remember when Discord was a problem? Or Tirek? Or the pony of shadows? What are a few beasts compared to them?" Rainbow says, trying to raise morale.

"Oh, but they're animals Rainbow. What if they're just misunderstood? I know I couldn't bring myself to fight them..." Fluttershy trails off.

"Well, we just have to stop them from breaking things. And that reminds me, we have Fluttershy. If ANYPONY can calm these animals, she can." Rainbow continues.

"Right... thanks Rainbow. That helped." Twilight sighs in relief, turning to look out the train car window.

/\__/^*^\__/\

Bitil's past selves put the finishing touches on one of the backup bases. Once he's done, his Kanohi Mohtrek, mask of time duplication, deactivates, sending his past selves back to their respective times. He sends a telepathic message to Sombra.

"I've finished the first of our new bases. Where to next boss?" Bitil asks.

"Go to this location next. I'll send the materials there via portal when you finish the cavern." Sombra relays back to Bitil.

Bitil takes note of the location, flying off toward it. On his way, he spots a creature on the ground level. Specifically, a dragon. Bitil halts, descending near the beast. No harm in having a little fun before I get back to work. Bitil thinks as he drops onto the big dragon.

The dragon yelps in surprise, turning his head to see the makuta on his back. Bitil leaps up, and uses laser vision on the dragon. The dragon is unaffected, having only been angered. He takes a swipe at Bitil with sharp claws, only for the makuta to teleport behind the dragon. Bitil unleashes a power scream, exerting enough force to launch the dragon forward a couple dozen meters. Bitil swiftly assaults the downed dragon with chain lightning, causing it to spasm uncontrollably. Bitil contemplates teleporting the dragon to Sombra for study and use of new rahi creation, deciding it best to just kill it and not let Sombra know he took a detour from his mission. Bitil walks up to the still twitching dragon. He grips a nearby tree, lightening its density and ripping it out of the ground. Bitil holds it just above the poor dragon, and increases the tree's density dramatically, crushing the dragon, and putting a fissure in the ground. Bitil sighs, it wasn't even a challenge. He takes back to the sky.

/\__/^*^\__/\

As Twilight has Ponyville under evacuation, the beasts start to show up. The first kind to emerge look like giant insects of some kind, with green and orange varieties. The beasts immediately start to grab stray ponies that hadn't been evacuated yet, lifting them up in the air and heading back towards the forest where they emerged. Following the first wave of returning creatures, a different kind start showing up. Four legged things, with faces of serpents, and a tail with a glowing end on it. They form a blockade, as the insectoid beasts return for more ponies. Twilight starts to fire off magic bursts at the insectoid creatures, drawing their attention and angering them further.

"Twilight, wait!" Fluttershy yells, running in front of her friend.

"Fluttershy! What are you doing!?" Twilight yells in a re-invigorated panic.

"Don't you remember what we talked about on the train!?" Fluttershy yells back in what would appear to be mild frustration.

Twilight casts a shield to keep the creatures away from the remaining ponies. "Are you crazy!? Look at those, those... things!" Twilight says in disbelief.

"You need to trust me on this." Fluttershy says calmly, gesturing for Twilight to let her through the shield.

Twilight sighs, reluctantly letting Fluttershy through. "I hope you know what you're doing..." Twilight says. This wasn't like getting a manticore or a dragon to comply, these things were just too... angry.

One of the beasts flies down towards Fluttershy, ready to grab her. That is, until Fluttershy used her trademark stare. The beast stops, looking at her curiously. Fluttershy clears her throat.

"WHAT do you think you're doing mister!? Taking innocent ponies like this! You should be ASHAMED of yourself!" Fluttershy yells at the beast.

It eerily stares back at her, odd, glowing eyes unblinking. That's when she notices the black, green, and brown swirling... yuck, on the creature's eyes. It just turns and flies back toward the forest, with the rest of the similar creatures in tow, save for the barricade of four legged creatures. Fluttershy returns to Twilight, who has lowered the shield.

"W-wow. I didn't think that would work, but... it did!" Twilight pulls Fluttershy into a hug. "They're gonna bring everypony back! You're amazing Fluttershy!" Twilight exclaims in glee.

"I don't think so Twilight... I don't think I got through to them. It's eyes were all... yucky and clouded. The poor thing looked... sick." Fluttershy says wearily.

"Then why did they all stop grabbing ponies and leave? They've got to be bringing our friends back! What else could they be doing... right?" Twilight asks, looking back to the tree line with caution.

Unfortunately, that wasn't the case. A magenta clad creature emerges from the tree line, somehow floating through the air despite being wingless. It extends its lower legs to land, and holds its arms symmetrical to one another, a handle forming between them, and connecting the two smaller blade like pieces held in either hand. It's extremely tall, about 9 feet in height, hunched over, with a head reminiscent of a snake, identical in shape to the heads of the barricading creatures. It stares down the ponies that are present, intimidating them greatly. Its faceplates open, as a slug like creature inside lets out an eerie screech. It points its staff at the barricaded creatures, then towards the ponies. The creatures let out their own roars, charging forward with some kind of energy being shot from their tail ends.

Twilight quickly throws the shield back up, the energy being deflected randomly. The magenta clad being roars again, as the insectoid beasts return, swooping down and attacking the shield with their claws. Twilight starts sending her own bolts of magic through the shield in retaliation, managing to drive the flying beasts away from it. The tall creature points its staff at the flying creatures, then to the empty buildings. The beasts' claws tear through the structures with ease, ruining homes and businesses without remorse. Twilight starts concentrating fire on the biped, causing it to stagger with each hit.

Twilight has to take a break from attacking, panting for breath while trying to keep the shield up. The magenta being screeches in rage, far louder than its previous shrieks, and charges at the shield. For a tall, metal monstrosity, it closes the distance quickly, and bashes at the shield with the ends of its staff. Twilight is visibly straining to keep it up as cracks spiderweb on the shield. That is, until a cyan colored shield forms around Twilight's. Starlight has arrived, as have the remaining students, for evacuation. Starlight slips in with the students she's with.

"Looks like you could use a hoof." Starlight remarks.

The magenta biped lets out another screech, bashing at the shielded ponies again, causing even Starlight to stumble in shock at the sudden force put upon the shield. The shield begins to crack like Twilight's before it. Starlight's eyes turn to pinpricks as the creature slams its staff into the shield, causing more fractures to spread along the shield's surface. Twilight throws up a new shield just as Starlight's fails. They leap into the train, which takes off at a break-neck pace. The creature screeches even louder, seething with pure, unadulterated rage.

Author's Note

Well then, it seems they've just up and abandoned Ponyville to the makutas' forces And having lost their hometown, what will become of their fighting spirit? Find out next time.