Star Wars: Twilight of the Force

by Equestrian Defender

Rating: teen
Tags: Equestria Girls, Tempest Shadow, Spike, Science Fiction, Sunset Shimmer, Main 7 (EqG), Profanity, Adventure, Violence, Crossover, Death, Human, Twilight Sparkle, Star Wars, Drama, Gore, My Little Pony: Friendship is Magic, Alternate Universe
Length: 13337

Twilight's life takes a turn after the Galactic Empire conquers her homeworld of Equus. Now her only hope is to place her trust in her friends, her Jedi Knight mentor, and the Force.

What had started out as a relatively normal day for Twilight Sparkle quickly became the day that everything changed for all life on the planet Equus-G4.

For it was on that day the Galactic Empire arrived, with only one single purpose.

Conquest.

Despite the best efforts of Princess Celestia and the Royal Guard, Canterlot fell, unable to stand against the technological superiority of the Empire.

Princess Celestia herself, the Light of Hope for Equestria, fell to the hands of the Sith Lord, Darth Vader, her public execution broadcast across the kingdom.

But it was also the day that 10 year old Twilight tapped into a mysterious power, one that nobody on Equestria had ever seen or heard of before.

The Force.

After spending five years hiding from the Imperial Forces, surviving by stealing from their convoys, she finally scrapes together enough credits to buy passage from a smuggler to another planet.

There she meets Sunset Shimmer, a fellow Equestrian who reveals herself to be a Jedi Knight and a survivor of Order 66.

And together, they set off on an adventure that will help change the galaxy forever.

Meanwhile, Darth Vader discovers another Equestrian who's Force Sensitive. One whose anger makes her a perfect candidate for the Inquisitors.

And perhaps, something more...

Before the five year timeskip, this story starts roughly 10 years Before the Battle of Yavin, or 10 BBY.
AKA, ten years before Episode IV: A New Hope and nine years after Episode III: Revenge of the Sith.
Death Tag is for the aforementioned death of Princess Celestia, and many members of the Royal Guard that forgot to wear their Plot Armor.
Gore Tag is for dismemberment and decapitations via Lightsabers, Vibroblades,
and a few other creative tools.
I don't think I need to explain the Violence and Profanity Tags. This IS Star Wars after all.

Published 2020-06-04 01:20:01 UTC
Last updated 2020-06-28 23:41:42 UTC

1: The Imperial March On Equestria*

1: The Imperial March On Equestria*

*Pun not intended.

A long time ago in a galaxy far, far away...

Star Wars

Twilight of the Force

The Galactic Republic has fallen. From its ashes the evil Galactic Empire has risen, lead by the vile EMPEROR PALPATINE, secretly the Sith Lord DARTH SIDIOUS. Conquering the galaxy and ruling it with an iron fist, many planets have begun to lose hope under the totalitarian regime.

Through his machinations, the noble JEDI ORDER has all but been eradicated via ORDER 66, a secret command that forced their own Clone Troopers to fire on them. Whatever Jedi survived have scattered throughout the galaxy, hiding and hoping that the Empire's agents won't find them.

Five years after the Empire was established, the Emperor's apprentice: DARTH VADER, has been dispatched with a small fleet to a recently discovered planet on the edge of the Unknown Regions: Equus-G4, detecting that it has a strong connection to the Force. In doing so, they set off a chain reaction that will change the entire course of the galaxy...

Equestria has long since been the shining jewel of our planet, Equus-G4. From its founding roughly one thousand and one hundred years ago, it has expanded from the original three tribes; the Earth Clans, the Pegasus Army, and the Noble Unicorn House, to the largest kingdom on the planet, stretching from the ocean to the Badlands. Through working together and combining the Earth Clan's knowledge of farming, the Pegasus Army's weather controlling abilities, and the Unicorn House's knowledge of the arcane arts, they drove away the vile Windigoes and transformed the previously frozen fields into a lush paradise.

In the years that passed the kingdom grew, settlements became towns, some towns became cities, and the capital of Canterlot was established, lead by the immortal sorceress and last of the Alicorns; Princess Celestia. Through her wisdom, teachings and leadership, Equestria has prospered for almost a thousand years.[1]

"Miss Shinespark?"

The teacher stopped, looking at the raised hand. She smiled and asked "Yes, Miss Sparkle?"

The student who asked the question was a 10 year old girl with indigo hair that bore two stripes, one pink and one mulberry. She had light purple eyes and was wearing light purple pants with darker purple sneakers, along with a lavender blouse.

Her name was Twilight Sparkle. "Is it true that Princess Celestia has the power to raise the sun every morning, and then raise the moon every night?"

She had to giggle at that, having heard that question many times before. "No, that was just a silly misconception from the first century of her rule. What had actually happened was that she had used her powerful magic to tap into Equus's own Sun, drawing on it to increase the power of her own Light Magic. She then used that power to destroy a dark curse that had been placed over Equestria at the time. While it did look like she was moving a star, it was not the same thing."[2] She smiled before adding "As for how and why that dark curse was placed over Equestria? That's a lesson you'll cover next year."

Twilight nodded, accepting that answer. The bell then rang and Ms. Shinespark said "And that's all for class for the year. Be sure to read some good books over the summer and don't forget to stay safe. Class dismissed!"

The class erupted into cheers before grabbing their backpacks and booking it out of the classroom, eager to enjoy the first day of their summer vacation.

The last one to leave was Twilight, who had carefully and neatly placed her books and papers in her backpack before slinging it over her shoulder. She bid her teacher farewell for the summer and left.

Once she exited Canterlot Elementary School (for the last time as she had just passed the 5th grade, and would be attending Canterlot Middle School next year) she immediately noticed a crowd gathering out front, all of whom were looking at something over the horizon. She turned to look...

...and immediately felt her jaw hit the floor.

Floating high in the sky, roughly ten miles out from the city limits, was a gigantic craft of some kind. It was roughly triangular shaped and was almost 1600 meters long, painted a dull white gray and looked to be made entirely out of metal. That automatically made it clear that this humongous monstrosity wasn't made in Equestria, as most Equestrian Airships were ships hooked up to blimps. This... gigantic metal ship was far beyond anything the Equestrians had ever seen on this planet. [3]

The scariest thing was it was starting to float down towards an empty field, maintaining its distance from the city.

What is that thing? Twilight tried and failed to suppress a shiver. And why am I so scared by it?

Standing on the bridge of the Imperial I-Class Star Destroyer Endeavor was a large man standing just short of seven feet tall, clad in jet black armor that was mostly covered by an equally jet black cape. A panel was visible on chest with several switches and lights. His face and head were entirely hidden by black helmet, the face of it fashioned into a skull-like design with dark crimson lenses over his eyes. He looked, in a word: fearsome.

It didn't help that his helmet's respirator amplified the sound of his deep, raspy breathing; a sound that almost everyone in the Empire (except for the Emperor himself) had learned to be very afraid of. It also didn't help that he seemed to emit an aura of hatred and barely contained rage, enough to make some of the Imperial Officers around him very, very hesitant to approach him.

But eventually one of the officers, the Captain, did. "Lord Vader?"

The man known as Darth Vader turned to the officer and replied "What is it?"

Doing his best to keep his fear in check, the officer answered "We've just finished analyzing the data from the Probe Droids we'd sent out earlier. We were able to put together a preliminary report of this world's inhabitants."

"And?"

"There appears to be no planetary government. The majority of the inhabitants are divided into several different... 'kingdoms' if you will. While there is some trade between a few of them, the majority of them are either isolated from each other or just haven't encountered each other."

"What of their technological prowess?"

"Very primitive, my lord. There has been no sightings of spaceports or energy-based weapons. Their military weaponry is mainly-" He couldn't help but chuckle as he continued "-wood and metal spears, metal swords, projectile weapons like crossbows and longbows. As of now we have yet to see a single blaster in use. Many of the troops are treating this like a joke."

"They would be wise not to underestimate our opponents."He still remembered seeing Clone Troopers and Battle Droids killed and destroyed by far more primitive and savage inhabitants during the Clone Wars. "What have we observed about the inhabitants of this kingdom?"

"They seem to be able to speak Basic, but their writing system is different. This kingdom from what the droids gathered is known as Equestria. The inhabitants appear to be humanoids, and are split into three subspecies. The 'Earth Equestrians' appear to have enhanced strength and stamina, though they're mainly farmers with very few of them being in their kingdom's military. The 'Pegasus' have bird-like wings that allow them to fly. One of the droids managed to clock one of them reaching a speed of Mach 1. And then there are the 'Unicorns.' From what the droids overheard, many of them have access to some form of what they call 'magic.'"

Remembering the Night Sisters of Dathomir and how they used their connection to the force to create their own 'magic', Vader assumed it was something similar. Though considering he had yet to see a single lightsaber or someone dressed like a Jedi, perhaps it was something different?

Just to be sure, he reached out into the Force.

What he found was astonishing.

The world below the Endeavor had a strong connection to the Force. Very strong. It was mostly light, though he could feel small pockets of the Dark Side. In fact he felt two particularly strong concentrations of the Dark Side; one came from the frozen north and the other was surprisingly coming from this world's moon.[4] Interesting. Perhaps this world might require my attention after all.

Looking to the Captain he said "Prepare your troops. And tell them to exercise caution. These Equestrians may have something hidden up their sleeves."

The Captain nodded. "As you command, my Lord."

In the almost two thousand years she'd been alive, Princess Celestia had seen many things. Some were amazing, some were horrifying, others simple boggled her mind to the point that she had to question what she was seeing. Before today, she'd probably say she had seen it all.

The gigantic metal... "ship", for lack of a better term, destroyed that statement. "Captain Stone Wall, what are we looking at?"

The current Captain of the Royal Guard, a forty year old unicorn named Stone Wall, clad in the golden armor of the Dawnguard, replied "I'll be honest with you, your Highness; we have no idea. No craft like this has ever been seen in our history, and none of the neighboring kingdoms have come up with anything as advanced. Even our most advanced airship is merely a wooden ship hooked up to a dirigible with metal plating on the outside. Our best guess is..." He sighed. "As ridiculous as it may sound, our best guess is that the craft is not of this world."

Celestia couldn't help but raise an eyebrow at that. "So you believe we're dealing with an alien race?"

"Considering how advanced their technology is, it's the only explanation that makes sense. The engineering that would go into a craft that gigantic would take a quantum leap from our current standpoint. I mean, our biggest airship is an ant compared to that behemoth."

She couldn't refute that fact, and when she thought about it that explanation made sense. "Have we figured out what they want yet?"

Captain Stone Wall shook his head. "Not yet. As of now they have made no moves to communicate with us nor have they done... well, anything at the moment. So far they just seem to be floating ten miles out and-"

At that moment, the door to the room was flung open and another member of the Dawnguard rushed in, panting and out of breath. "Captain," he managed to choke out while forcing himself into a salute. "Your Highness!"

Recognizing him Stone Wall asked "What is it, Lieutenant Armor?"

"Outside! You need to see this!"

Seeing the look of panic on his face, both the Captain and the Princess followed him outside. Once they were there he pulled out a pair of binoculars and handed them to the Captain. "It was just standing there for a moment before it... well, see for yourself."

Stone Wall looked for a few minutes at the ship, then Celestia saw him angle them down lower. "By Faust," he muttered.

Knowing only something very bad or shocking would get him to invoke her name, Celestia took the binoculars and looked.

The ship had landed on the ground (part of it scraping and breaking some of the nearby trees) and had extended a large metal ramp from an opening on the side. Out of the opening came a few other flying craft, but also a few other odd vehicles.

One such vehicle was what looked like a rectangular block of metal attached to two long legs. They walked awkwardly, kinda like a chicken, and had what looked like two small cannons mounted on the front. They looked kinda silly, honestly, but still somewhat menacing. Especially since it was roughly the size of a house. [5]

What was far more menacing was what she could only describe as a large metal beast, with a rectangular body and a cube-like head, standing on four long, thick metal legs that ended in large circular feet. While the main body itself was roughly the size of a train car, factoring in its legs it was tall enough to peer over Canterlot's defensive wall. [6] "What kind of alien race are we dealing with that can create war machines like this," she mused.

"That's not the worse of it," Stone Wall said solemnly. "Look at the ground around them."

She did, and her eyes widened.

Coming out of the ship, marching in formation, were thousands of what she could only assume were soldiers. Each one was clad in a suit of full body armor that was snow white with the space between the plates black, along with the lenses over the eyes. Each soldier was holding a shiny black weapon of some kind, what she assumed was some type of projectile weapon judging by the lack of any visible blade. All in all she counted roughly three thousand troops marching in a tight formation, along with however many troops were inside the transports. [7]All in all it was quite a force.

"It's a dominance display."

Both Celestia and Stone Wall turned to Shining Armor and the lieutenant explained "They're trying to scare us into agreeing with their demands, whenever they make them."

"And considering the force they have and the fact that they more than likely have a lot more soldiers onboard the ship," Stone Wall replied. "It's looking more and more like an invasion, where they'll want our unconditional surrender."

"They won't have it," Celestia immediately stated. "If they want this kingdom, they'll have to take it from our cold, dead hands." Looking to Shining she said "Initiate Emergency Protocol C7."

He balked out that. "Shouldn't we try to negotiate first?"

"Judging by the fact that they immediately started deploying troops and those war machines instead of sending out an ambassador or negotiator, I doubt they're the negotiating type, Lieutenant," the Captain replied. "Now go sound the alarm. Quickly!"

He nodded and ran off, leaving Stone Wall and Princess Celestia to watch as the troops and machines began advancing towards the city. "So, what are the chances that we can repel an invasion of this magnitude?"

She sighed. "Not great. Sad part is we haven't been engaged in a war in centuries, so aside from the occasional monster extermination and training exercises, the Royal Guard have zero actual wartime experience. But hopefully we'll be able to buy our citizens enough time to get to the underground shelters. Keeping them safe and out of the crossfire is our top priority."

"On that we agree." Hardening his gaze he said "This could very well be the end of Equestria."

She nodded before smiling despite the situation. "Then let's end this story with one hell of an exclamation point." Seeing the army and machines began to advance towards the city wall, she said "Ready the troops. Activate the barrier runes and prepare the cannons. If we are to go down, I want to take as many of those soldiers with us as possible. Make their victory as hollow as we possible can."

Stone Wall nodded. "Yes, your Highness."

With that they separated, going about their own preparations for the coming battle.

Twilight didn't know what was happening. Shortly after seeing the giant flying triangle she rushed home to tell her parents about what was going on.

The moment she got inside of the house the city alarms started going off, along with the voice of a Royal Guard coming on the loudspeakers and saying that "Emergency Protocol C7" was now in effect, not that she knew what that was.

Fortunately her parents were able to quickly explain it to her as they led her to a section of the city that was built into the mountain. The Emergency Protocol C7 was one of the procedures for the civilians to follow during the events of a citywide emergency. Some of those emergencies included things like viral outbreak, natural disasters, blackouts, et cetera.

C7 was the protocol that would be used in the event Canterlot was invaded by hostile forces. And considering the giant triangle outside of the city, it couldn't have been a coincidence.

As they got closer to the mountain she soon saw large groups of people moving to what looked like large metal elevators. When she asked where they were going her father replied "Shelters. Thick metal bunkers that will protect us until the fighting's over."

Once it was their turn into the elevator, Twilight turned around to look through the door as it closed.

Beyond the groups of civilian people she saw several members of the Royal Guard running towards the City Gates, all armed with spears, crossbows, or swords. Remembering her brother, she looked at her parents and asked "Is Shining going to be okay?"

Obviously seeing her shaking body her mother pulled her into a hug and replied "Twily, I'm sure he'll be perfectly fine."

Twilight wanted to believe her, really she did.

But nothing could shake the feeling that something really, really bad was going to happen today.

A few hours later the army eventually reached the front gates, the AT-AT leading the way while being flanked by the AT-STs. They stopped a few feet away from the main gate, and a group of Stormtroopers pushed a large mobile holographic projector out in front of them. Once they did, they activated it and a large electric blue holographic representation of the Captain (who was still back on the Endeavor) appeared. Looking up at the wall and seeing the members of the Royal Guard standing at the ready he said (with his voice amplified by the speakers) "Hello! I am Anaro Zeon[8], Captain of the Imperial Star Destroyer, the Endeavor."

Captain Stone Wall, maybe possibly hoping there was a way to settle this peacefully, amplified his voice and replied "Captain Stone Wall of the Equestrian Royal Guard. May I ask what you and your... soldiers, want with our fair kingdom?"

Anaro's hologram allowed a small smile to appear, before he said "Under orders of Emperor Palpatine, our supreme leader-"

"We kinda figured that when you called him an Emperor."

Ignoring that he continued "-this kingdom, as well as this planet, are hereby annexed into the Galactic Empire. We strongly urge you not to resist, fight us, or attack us. Accept the Imperial Doctrines, and we can end this without any bloodshed."

"And if we don't?"

Captain Anaro looked at him, his face hardening as he said "Then we will have no choice but to use lethal force. And I assure you, our weapons and technology are not for show."

He gestured to his Stormtroopers and the walkers, the AT-AT even stomping one of its feet down in a clear attempt at intimidation.

Stone Wall sighed, before sending a signal to one of his men. He then looked at the hologram and the soldiers and said "Captain Anaro, I appreciate your olive branch. But as the Captain of the Royal Guard it is my duty, as well as the duty of every man under my command, to defend this kingdom to our last dying breath. So if your Emperor truly wishes to annex our planet and occupy our kingdom, then you will have to take it from us."

As he spoke, Captain Anaro and the troops saw several glowing runes appearing upon the walls and on the ground in front of them. From the runes glowing purple energy rose out and spread, until a dome of solid purple light surrounded the city.

Sighing, the Captain said "Troopers, move forward and claim this city. IN THE NAME OF THE EMPIRE!"

Every Stormtrooper immediately yelled "IN THE NAME OF THE EMPIRE!" and started walking forward...

...right after the AT-AT and the AT-STs walked forward and aimed their weapons systems at the energy shield.

Captain Stone Wall sighed. "And so it begins..."

-To Be Continued-

Author's Note

[1]: So, wanna hear one of the biggest pain in the flanks about writing alternate histories for Equestria or the planet they live on? None of the events of their history or lore have actual years or time stamps. Even on the wiki! So of course I have to make some educated guesses on when some of the events happened. I put the actual founding of Equestria roughly a century before Celestia and Luna took the throne because that's what made sense to me, seeing as how Starswirl mentored the two of them and it never said if Celestia and Luna took the throne before or after he and the Pillars sealed themselves and Stygian/The Pony of Shadows away. If I got this information wrong, I am sorry.
[2] Yeah, considering Star Wars plays the majority of their astronomy correctly (I say majority as planets like Tatooine, Hoth, Mustafar, Jakku and Raxus Prime wouldn't be able to have breathable or non-toxic atmospheres without a large amount of plant-life, whether it be in the ocean or on the surface. Coruscant I can believe despite it being an entire city spread over a planet, since they probably have really good air filters.) I can't exactly have Princess Celestia or Princess Luna controlling actual celestial bodies. So this was the next best thing I could come up with.
[3] All of the information for this ship's measurements and crew capacity comes right from Wookiepedia. https://starwars.fandom.com/wiki/Imperial_I-class_Star_Destroyer
[4] Guess the two people he's sensing.
[5] All Terrain Scout Transport, or AT-ST. Sorry it's just hard to describe these things outside of basic shapes.
[6] All Terrain Armored Transport. AKA those big metal mecha-cows from Empire Strikes Back.
[7] If it seems like a lot of soldiers, according to the wiki (the link above to the Star Destroyer) a standard Imperial Star Destroyer can hold up to and including 9,700 Storm Troopers, as well as the multiple TIE Fighters, walkers (both AT-ST and AT-AT variety) and any of the ship's officers and other passengers, like our favorite Sith Lord.
And that's just on ONE standard Star Destroyer.
[8] He's an OC. If he does exist in Star Wars, either in the Legends continuity or somewhere in the Expanded Universe, it's not the same guy cause I never heard of him. And honestly he's probably not going to be a reoccuring charcter, I just figured you'd guys want a name for this guy instead of me constantly calling him Captain.

So yeah. I intended to have this out in May, when I started writing this on May 4th (I know it's late but May the 4th be with you.) But then real life got in the way and the whole world seemed to want me to stay off a computer to write this.

But hey, I got the first chapter done. And I'm really proud of it.

Also, this may not be my first fanfic ever, but this is the first Star Wars fanfiction I ever wrote. So please all you Star Wars fans, go easy on me.

Well, next chapter covers the very short Battle/Fall of Canterlot, and we get to see our favorite Star Wars villain face off against Princess Celestia.

Until next, Equestrian Defender, out!

And remember!

The Force Will Be With You. Always.

2: Fall of Canterlot: City Under Siege

In the early days of Equestria's history, shortly after Canterlot was built and established as the kingdom's capital, whenever the city was under attack by hostile forces a group of highly skilled Unicorn Mages would project a shield spell over the city. This shield in question would be able to keep hostile forces out of the city and away from the civilians while also protecting the city from any sort of magical or projectile attacks, like catapults, cannon fire, or dragon fire.

But the system wasn't perfect.

For one thing, the shield's integrity was reliant on the focus and health of the Mages in question. If something happened to make them lose focus the shield would fail. If they were sick, tired, or if they happened to have a bit too much wine before the shield was put up, the shield's integrity would be compromised and be nowhere near as strong. Plus there was always the case of an enemy already being inside the city and taking out one of or all of the Mages holding up the shield.[1]

As such, in the second century of Celestia's rule she commissioned the Unicorn Mages to find an alternative. And they did. Powerful runes would be carved into and in front of the walls, which could be activated at a moment's notice and generated a powerful magic shield that could take a lot more damage than if it were created and maintained by a Mage. The drawback was that they could only take so much damage before the runes would break. Granted it would take a lot of continuous damage in a short amount of time before that would happen.[2]

The shield lasted about five minutes under continuous fire by the blasters of the ten AT-STs, and the blaster cannons of the AT-AT. All the Royal Guards on the walls could see in those five minutes was a rapid swarm of bright red laser bolts.

As the shield began to dissipate was down, Stone Wall said "Ready the cannons!"

The cannons themselves weren't traditional cannons. Rather than using traditional cannonballs propelled by gunpowder, they actually fired highly concentrated bolts of magical energy, courtesy of the crystal battery powering it. The cannon could fire up to six shots before needing to be swapped out for a new one. [3]

As such once the shield fell fully, the Imperial troops were treated to the sight of ten large cannons peeking out over the ramparts, all of them made of crystal and colored deep blue, purple, or even lavender. Two guardsmen were manning each cannon; one to call out targets and the other to aim and fire it.

"FIRE AT WILL!"

At that each of the cannons fired, unleashing a volley of large purple magic blasts towards the enemy. One of them slammed right into the "head" of the AT-AT, two of them nailed one AT-ST each, and the rest landed among the troops.

Seeing the blasts moving towards them on the ground, the Stormtroopers in its path immediately moved out to try and avoid them. Which was a good thing as the moment the blasts touched ground, they detonated in flashes of purple light, simultaneously kicking up a cloud of smoke.

The two that struck an AT-ST apiece also detonated, both being obscured by the flashes of light.

The last one that struck the head of the AT-AT detonated, knocking the head to the side-

-only for it to immediately turn back to face the defensive wall, with many of the Guards imagining it was glaring at them. (The pilots inside definitely were.) That was kind of a spirit breaker, seeing as how it tanked a high-powered magic blast straight to the "face" and all it did was scratch the paint.

And it got worse as once the flashes of light and the smoke cleared, it revealed that their initial volley didn't do as much damage as they were hoping. The AT-ST's that had been hit had suffered some degree of damage; one of them had lost the left side of it's cockpit (and was now missing the missile launcher that had been on it) and the other now had a large hole where it's right "eye" had been, but both of them were still functioning and walking towards the wall.

The Stormtroopers that had the common sense to move out of the way of the magic blasts were mostly unharmed, though some of them were still hit by the blast wave and got sent flying. While a few were visibly shaken, they were soon getting back up on their feet, protected by their armor. The only ones that had been killed by the blasts were the unlucky ones who hadn't been able to clear out in time, about fifteen of them.

Before Stone Wall could order another volley one of the field commanders (evident by the orange pauldron over his right shoulder), pointed at the rampart and commanded into his radio "Take out those cannons, now!"

There was a chorus of "Yes, sir!" through the radio and the AT-AT and AT-STs trained their weapons on the cannons, making the eyes of all the Royal Guards widen.

Fortunately Stone Wall was able to get his wits together and yelled "TAKE COVER!" just as the Commander yelled "OPEN FIRE!"

As one, the AT-AT and AT-STs opened fire with their blasters, cannons, and a few missile launchers from the left "cheek" of the AT-STs.[4] In moments the top of the wall was enveloped in a series of explosions, whether from the missiles or when the lasers struck the magic cannons and the batteries exploded, adding purple to the red and orange fires.

Some of the guardsmen had heard the Captain give the order to take cover, and had jumped away and down off the rampart back to behind the wall. The fall was only about ten feet, but fortunately Stone Wall and the other unicorns had managed to catch everyone in a Levitation spell and slow their fall so they could gently (mostly) land on the stone.

Helping one of his friends up, Stone Wall asked "How many did we lose?"

His reply came from a Pegasus guard. "All the cannons are either completely trashed beyond repair. And..." He sighed. "Red Shirt wasn't able to get away from his cannon in time. Neither was Ol' Hickory."

He clenched his fist. "Damn it. And Ol' Hickory was two days away from retirement with full benefits."[5]

Another Pegasus guard landed in front of the captain, a pair of binoculars in his hand. "Captain, they're moving the majority of their troops and their giant metal beasts towards the main gates."

"Alright. Wait, majority?"

He nodded. "Yeah. About twenty or thirty of them started moving towards the walls. I don't know why-"

There was a series of rapid Cling! sounds and everyone looked to see small metal grappling hooks being thrown up over the top of the wall, hooking themselves at the top. "Oh crap," one of the guards muttered with a horrified look on his face. "They're climbing up the-"

Fwoom!

Whatever the guard was going to say was ended by a streak of red light that slammed into chest and knocked him to the ground, dead as a doorknob.

Said shot had come courtesy of an E-11 Blaster rifle, held in the hands of an Imperial Stormtrooper that had just ascended the wall.[6]

And was soon joined by several more, with blasters ready.

Thinking quickly Stone Wall yelled "SHIELDS!"

Quickly three Unicorn Guards threw their hands up and each created an energy shield in front of them and the troops on the City Wall. Just in time, as the Stormtroopers started firing the moment the shields were up. One of the Unicorn Guards holding the shield up said "We can't hold these up forever! We need a plan!"

He nodded, looking back at two Pegasus Guards who were loading their crossbows. "Don't even think about flying, you two. With their weapons the moment you fly up you'll just be target practice."[7]

They couldn't argue with that, not that they'd have a chance to because at that moment one of the Stormtroopers pulled something from his belt and yelled "Fire in the hole!" and threw it into the air. It landed just behind the shields and amongst the Unicorn Guards, a silver metal sphere about the size of a softball, with a red light that was rapidly blinking at the one end.

And before anyone could move, the sphere exploded like a firework. Only instead of colorful sparks and patterns it was a massive explosion of fire that engulfed the three Unicorn Guards, while simultaneously sending the Guards closest to them flying back via a concussive blast wave. Those three Unicorns were dead, along with five others who were too close to them when the Thermal Detonator went off.

Before any of them could react one of the Stormtroopers yelled "OPEN FIRE!" and they started laying down suppressing fire. Stone Wall managed to take cover behind the wreckage of one of the cannons, while a few of the remaining Guards found cover either behind the stone steps or other wreckage. The two crossbow-wielding Pegasi that Stone Wall had "grounded" had taken positions behind the doorway of the tower, taking potshots at the Stormtroopers.

But they quickly learned that whatever the Stormtroopers' armor was made of was much stronger than they thought. Strong enough that when the crossbow bolts they fired struck the white plates, they either bounced off or straight up shattered. The only vulnerable spot on them seemed to be the black spots in between the armor plating, as one of the Guards managed to nail a shot in the spot on one Stormtrooper's left shoulder. It wasn't fatal though, and to the surprise of everyone the trooper simply dropped his weapon and pulled out a small version from his hip and started firing that with one hand.

One of the guards who hadn't been shot yet yelled out "Captain! We're being overrun!"

Stone Wall couldn't refute that statement. The Stormtroopers pretty much had every advantage at this point. They had better armor that made them almost completely immune to their crossbow bolts. Their weapons had far more range and did far more damage, enough to punch through their armor like it was tissue paper (which made sense since they had FRICKING LASER GUNS! Seriously, how unfair was that?) And if he had to guess from how they moved, acted, and fought; they clearly had far more experience in warfare.

The worst part though was since they couldn't attack from range with crossbows (not effectively anyway) this left the Royal Guard having to engage in close combat. But since the Stormtroopers clearly had the edge in ranged combat and now had the numbers advantage, a frontal assault with swords or spears would be suicidal.

As such, Stone Wall gave the only order that he could. "GUARDS! FALL BACK!"

One of the guards threw out a black orb which broke on impact with the ground, releasing a huge cloud of thick black smoke that obscured them from the Stormtroopers. They then retreated to the tower, slamming the thick wooden doors shut and barricading them with the nearby timbers.

Once that was done, Stone Wall looked around at the remainder of his troops.

And it was not a pretty picture.

When they started at twenty five troops, they were now reduced to roughly fifteen. But that was being generous, since three of them had been injured to the point they had needed to be helped/carried into the tower. The remaining twelve weren't much better; some sporting burns from being grazed by the blaster bolts, a few were cut up by some shrapnel from that bomb that was thrown. Other than that they just looked panicked, scared, or crestfallen.

And after what just happened, he couldn't blame them. "That could've gone better."

One of the Guards said "Yeah, no kidding. No offense, Cap, but how in Tartarus are we going to be able to fight these guys? Even if we had managed to pierce their armor or protect ourselves from their weapons, they've still got a few thousand more out there!"

"Not to mention their giant metal beasts, and their giant metal triangle ship that probably has even MORE troops," another Guard added.

"And probably has weapons of its own to fire on this city if they wanted to."

"I know," Stone Wall replied, shutting them up. "But we're not just going to hand them over our kingdom, our home, without a fight." Looking at the barricaded door, he said "And that door's probably not going to hold them for long."

Even through the 12-inch thick wooden doors, he could faintly hear the Stormtroopers moving around. He couldn't hear anything they said or tell exactly what they were doing, but he could only assume it wasn't good.

"Sir?"

He saw one of the Pegasus Guards; a young man of about twenty with silver eyes and white hair that matched his wings. "What is it, Silver Lining?"

"I think it's fairly obvious we've lost the East Wall, and our radio got fragged when those metal monsters opened fire on us. We need to warn Princess Celestia, right?"

He nodded. "That's what protocol says."

The second Pegasus Guard, this one a woman in her early thirties with electric blue hair and eyes, while her wings were a dark orange said "Sir, we're the only Pegasus Guards here. If we need to get a message to Princess Celestia, we'll be able to get it to her the fastest."[8]

It made sense when he thought about it. None of the Unicorn Guards currently with them knew the Teleport Spell; and while Earth Guards were known for their strength that could move mountains and their stamina that could let them run for days, they weren't really known for their speed. And Celestia would need to be warned about these events, preferably as soon as humanly possible.

But at the same time, they didn't know how far the Empire had gotten into the city yet. If they had managed to get through the main gates, there was a chance they'd be flying right into a firing squad.

Sadly he didn't really have much options, so he said "Okay. Private Silver Lining," he pointed to the young man. "Sergeant Storm Sentry, I'm entrusting you with this mission. Fly as fast as you can to Canterlot Castle, warn Princess Celestia. And do us all a favor and stay alive while you're doing this."

They both nodded, with Storm Sentry saying "I've got two sons. One's ten and one's five, and they're waiting for me in one of the shelters. No way in hell I'm letting these bastards kill me."

Stone Wall smiled. "That's the spirit. Now go!"

They both left for the window by the staircase, with Silver Lining giving them one last look and saying "See you guys on the other side."

They then leaped out the window, spreading their wings out and taking flight.

And it was a fortunate thing they did, because at that moment something struck the door and exploded, tearing the door apart and scattering splinters and wooden shrapnel in with a massive blast. The Guards were all knocked off their feet and onto the ground, this time much harsher than with the Thermal Detonator as they were in a much more confined space.

Pain shot throughout Stone Wall's body as he tried to get back up, feeling something stuck in his abdomen. Looking down, he saw that a large wooden splinter roughly the size of his combat knife had somehow penetrated his armor and was now embedded in his right side. He could feel his warm blood oozing out of the wound, some of it dropping onto the floor. "Ow," he grumbled while slowly forcing himself to a sitting position, desperately trying to block out the pain. "Hopefully now those jackasses are out of explosives."

Almost as if to say "HEY! WE HEARD THAT!" several Thermal Detonators were thrown into the tower.

And as if to add insult to injury, one of them bounced once then twice before rolling to a stop right in front of him.

As the light stopped blinking and went solid, he deadpanned "Me and my big mouth."

Silver Lining and Storm Sentry had just about reached the Main Square when they heard the explosions behind them. They both turned to look behind them, and saw the top of the tower had been completely destroyed in a massive fireball.

As well as the brave members of the Royal Guard who had tried in vain to fight back against the Empire.

Storm Sentry had to fight back tears at the sight. Many of the Guards who were in that tower were friends she had made either when she was in the Academy, or when she had become a full-fledged member of the Guard. For their lives to just be quashed like that was-

She felt a hand on her shoulder. "We can mourn for them later," Silver Lining stated. "Right now we need to get this warning to Princess Celestia. Hopefully we'll end up saving more people this way."

Storm nodded, pushing her sadness to the back of her mind as they continued their flight. "You really are one to look on the bright side of things, aren't you?"

"Well, my name is Silver Lining."

"Let's hope we still have one at the end of the day."

It was looking less and less likely that that was going to happen as time went on.

Darth Vader looked at the squad in front of him; ten Stormtroopers belonging to his personal legion, the 501st.

Or as many parts of the galaxy knew them as, Vader's Fist; one of the most highly trained and dangerous Stormtrooper legions, having taken part in some of the most dangerous and brutal operations the Empire has ever conducted.

Didn't hurt that they were also known for having one of the highest body counts of ANY Stormtrooper legion in the entirety of the Galactic Empire's five years.

Looking at the group's Commander, he said "Give them the mission briefing."

He nodded. "Yes sir." Turning to the rest of the men he said "Alright men, listen up. Our orders just came in from the top. Imperial Command's charged us with taking the city's castle, where the ruling body of this kingdom is. According to the information our Probe Droids have gathered these past few days, our prime target is one High Princess Celestia Cosmos." One of the Stormtroopers raised their hand, and he asked "Yes, Rookie?"

The Stormtrooper, the youngest one of the bunch with exceptionally clean armor, asked "All due respect, sir, but if we're going for the ruler of this kingdom shouldn't we be going for the Queen?"

Nobody laughed or joked about it, since he did make a good point. The Commander nodded, and replied "Ordinarily you'd be right, but apparently their political system is different. One of the Probe Droids overheard some of the nobility explaining that the ruler of this kingdom takes the title High Princess instead of Queen because, and I'm quoting them here: 'She didn't want anyone to believe she held absolute power over her subjects, or that she was above everyone else.'"[9] Looking back at the troops he added "Yeah, I don't get it either. But that's not important. What is important is what we need to do." Activating a hologram projector on the deck of the ship, he projected a map of the city, including the troops and where they were moving. Pointing to the East and West Walls he said "Our troops have already taken these walls..." He then pointed to the Main Gate, and the AT-AT and AT-ST walkers. "while our walkers are working on taking down the main gate. We, on the other hand..." He keyed a code and a hologram of their shuttle appeared, with a TIE Fighter covering each flank. The three ships were flying above the city and over the battle and heading straight for the castle. "...are going to be flying over all that and heading straight for the castle. Our job is to take the Castle, capture the nobility and royalty if possible, kill if necessary. With their leaders in our custody, the rest of the soldiers will follow suite."

"Specially if we put a blaster to her head," one Stormtrooper added, to which everyone agreed.

"Ahem."

Every trooper in the squad turned to look at Darth Vader. "I believe there was another part of those orders, Commander."

The Commander nodded. "Yes, my Lord. I was just getting there." Turning back to the squad he continued "Princess Celestia is to be brought in alive, by any means necessary. If you have to shoot her, make sure you either set your blasters for Stun or you aim for her arms and legs. But she needs to be breathing, have a pulse, and still be able to speak. Is all of that understood?" They all nodded. "Lord Vader himself will be accompanying us on our mission, in order to ensure there won't be any foul ups."

Pretty much every trooper that wasn't the Commander gulped at that while their faces went pale behind their helmets. Every Stormtrooper had heard of Darth Vader's exceptionally low tolerance for failure, as well as his... powers. Several of them were already having flashbacks of what happened to that one Imperial Officer who disobeyed a direct order from Vader and completely botched a whole operation, and then had the balls to disrespect the man.

The image of Darth Vader closing his fist and choking the officer out without even touching him would be permanently ingrained in their nightmares for many, many years to come.

So with that being said, they all filed into the Lambda-class T-4a shuttle and sat down, ready to get the mission underway.

Darth Vader himself remained standing, looking through the cockpit window, eyeing the castle in the distance.

There was another reason he was going with them on this mission, one the Commander hadn't been informed of.

Ever since the Star Destroyer had touched down near the city, even through the planet's strong connection to the Force, he had felt it.

Someone in the city was strong with the Force.

Strong enough to make Vader think there was a Jedi somewhere within that city.

But that didn't make sense. As far as they could tell, this planet had never been in contact with the rest of the galaxy. Which would mean the Jedi had never set foot on this planet. Unless somehow a Jedi had hyperdrive-jumped here by accident, either long before the Clone Wars or shortly after Order 66 was given.

Not that it mattered to him. If there was a Jedi here and they made the mistake of trying to fight him, then he would deal with them accordingly. As I have dealt with all Jedi before.

"Thank you for bringing me this report," Princess Celestia told Silver Lining and Storm Sentry.

They both nodded, with Storm Sentry saying "You're welcome."

The two of them had thankfully made it to the castle in one piece, not coming across any Stormtroopers inside the city (though for how long that was going to be they didn't know) and had delivered the news to Princess Celestia, who was now wearing golden and white armor.

While she was clearly saddened by the loss of so many soldiers, including the Captain, she pushed those thoughts down and soldiered on. "Right now the main gate is holding, but for how much longer we don't know. As it stands with the East and West Walls being overrun by the enemy, they'll probably have those doors open or destroyed much sooner than we anticipated."

"So, what's the plan," Silver Lining asked.

Princess Celestia sighed. "As of right now? With all of the civilians safely in the shelters and the nobility in the Royal Bunker, the only thing left to do is to make sure the Crystal Heart is safe."

Both of them were shocked at that news. "You really think things are that bad?"

She nodded solemnly. "I've already foreseen this, Private. Equestria as it is now cannot withstand the brutal might of this dark empire. Only by making sure that the Crystal Heart is safe will Equestria have any chance of surviving."

"But wait," Storm Sentry stated. "You're not going with her?"

She shook her head. "Not today. I shall stay, and I shall fight."

"All due respect, Princess, but that's suicide!"

"Perhaps. But I will not abandon those who are willing to lay their lives down for this kingdom just so that I may live. If this kingdom falls, then I shall fall with it."

"And what about the Crystal Heart? How do you think she's going to feel when she finds out you decided to stay behind and sacrifice yourself without saying goodbye to her?"

She paused, seeming to consider what Storm Sentry had just said. Only to reply "Then I pray over time she'll forgive me."

At that moment an alarm was sounded all throughout the castle, and a voice yelled "We have incoming aircraft! Three of them are heading right for us!"

Celestia swore under her breath. "Damn. I thought we'd have more time." She looked to Silver Lining and Storm Sentry. "If the two of you wish to help, I've already sent Lieutenant Shining Armor with the Crystal Heart to our fallback base." She handed them a role of parchment. "The location is on that paper. Memorize it and then burn it. Once you're there, they'll tell you what the next steps are."

They both looked at her like she was insane, but nodded. "We won't fail you, Princess," they both said in unison.

"I know you won't. Now go. Quickly!"

Silver Lining left the room first, muttering a "Good luck, Princess." before he was gone.

Storm Sentry moved to leave, then turned around and said "For what it's worth, it's been an honor and a privilege, Princess Celestia."

Princess Celestia couldn't help but smile, before tossing her something. Once she caught it, Storm Sentry's eyes widened when she recognized it: a silver shield badge, with a ten point sunburst engraved upon it.

Celestia simply replied "The honor was mine, Lieutenant Sentry."

The newly promoted Lieutenant nodded, gave the Princess a quick salute, then rushed off.

Once she was gone, Celestia looked back out the window, seeing the three strange craft finally arriving and touching down in the courtyard. "So, this is how it ends," she said to herself. "Not with the return of my jealous sister, not with the return of the shadowy king of the Crystal Empire, but by an alien invasion." She giggled despite herself. "Have to admit, I did not see this one coming."

As she walked to sit on her throne and wait for her enemy to come to her, she felt her right hand grip the handle of her sword. "I haven't drawn this blade in over three hundred years," she muttered. "Hopefully I'm not too rusty."

Darth Vader felt his hand gripping the hilt of his lightsaber as he walked down the hallway towards the throne room.

The 501st had made short work of the guards in the castle, as was expected of them. Any of the guards that managed to get past them and close to him were easily dealt with via Force Choke. Not once through the march through the castle had he had to ignite his lightsaber.

But now, at the door to the throne room, he felt now was the time.

Unclipping it from his belt, he turned to the Commander and said "Take your men and secure the rest of the castle. I shall take care of the Princess."

He nodded. "Yes, Lord Vader," he replied, before motioning the rest of the troops to move out.

Now alone at the door, he felt something he hadn't in a long time.

Anticipation.

Thus with a single movement of his hand, the two doors were flung open with a powerful Force Push, offering little to no resistance against his overwhelming power.

Seeing his enemy sitting on the throne, obviously expecting him, Darth Vader stepped forward. "Princess Celestia, I presume?"

"Yes, I am Princess Celestia," she replied curtly. "And who might you be?"

"My name is Darth Vader. And I am here for you unconditional surrender."

It was pointless to ask for that, he knew it. But that wasn't the point.

He could already sense her emotions flaring inside of her. Disbelief and anger at what he had just said, a deep rooted sadness at the many lives of her men that had been lost today, and a stifling desire to tear him to pieces with her weapon.

And all the while he could sense the power within her; the Force was strong in her, but to his surprise it wasn't near as refined as he thought it had been. She has the power of the Force equivalent to a Jedi Master. But she has no idea how to use it. She's no Jedi, but she may still prove to be a challenge.

Princess Celestia rose from her throne. "To surrender to you now, would be to spit in the eye of every one of the brave men and women who laid down their lives to protect this kingdom from monsters like you." She then drew her sword, a three foot long double-edged blade that shone a dazzling gold. "I will die before I ever fall so low."

He had already figured she would say that, so instead he held his lightsaber ready and ignited the blood red blade, bathing the area in its glow.

"Then so be it."

-To Be Continued-

Author's Note

[1]: Yeah, when I first watched A Canterlot Wedding (which I still think is a horrible two part episode.) and saw Shining's shield spell, I immediately thought this wasn't a good idea.
From a tactical standpoint, if an enemy was already inside of the city all they'd have to do is disable Shining Armor (lethally or non-lethally) or force him into a situation to make him drop the shield, and that's it.
From a practical standpoint, if the one unicorn holding up happens to be sick, tired, old, or drunk, then there's a good chance they might not be able to hold it up.
We've also seen in The Crystal Empire (Not as bad as A Canterlot Wedding but still not that great) with Cadance that holding up the shield for an extended period of time can have visibly adverse health effects. So yeah, not a good system.
[2]: And thus, here is my solution. Already in place, able to be activated at a moment's notice, and as long as nothing happens to the rune or the shield doesn't take too much damage it shall hold the enemy back. Honestly it's a wonder something like this hasn't shown up in canon.
[3]: Seriously, why don't they have these kinds of weapons in canon? They would be easy to explain and they would fit right in with the magical fantasy world without looking too Sci-Fi or requiring gunpowder. And don't say that Hasbro couldn't do that because "it's supposed to be for kids" because G.I.-JOE and Transformers are also owned by Hasbro and they have lasers, actual guns, straight-up warfare and they're still geared towards a child audience.
[4]: Yeah, the AT-ST is equipped with a missile launcher. And also a grenade launcher on the other cheek. Kinda weird they never used those in Return of the Jedi and only used them in the video games.
[5]: :ajsmug: I have absolutely no regrets making those jokes.
[6]: What? You thought these Stormtroopers would be the same lamebrains who can't hit a target, moving or otherwise? Nope.
At least until they start trying to shoot at Twilight and our other protagonists. Then they'll show they're true graduates of the Imperial Stormtrooper Markmanship Academy
[7]: Yeah, this is mainly to explain why you won't be seeing a lot of Pegasus taking to the sky to try and fight the Stormtroopers. Those big wings of theirs pretty much invite any and all sorts of attacks or projectiles at them. There's also the fact that the Stormtroopers have blasters that have much better range than their crossbows, meaning the Pegasus would have to get much closer to be accurate compared to Stormtroopers (who in this case are much better shots against the enemies who lack Plot Armor.) There's also the fact their blaster bolts travel much faster than crossbow bolts, which would be much harder for the Pegasus to avoid compared to: arrows, crossbow bolts, rocks, possibly dragon fire, other flying enemies, et cetera.
[8]: We haven't been give any canon name for Flash Sentry's mother (or his family for that matter seeing as how First Base was mostly made up by the fans) so here's my shot at his mother. She'll become important MUCH later in the story. Trust me.
[9]: This is really my headcanon for why Princess Celestia, as the ruler of the kingdom, has the title of Princess instead of Queen. Because honestly it doesn't make much sense otherwise. Not all Queens are evil, I think Frozen proved that with Elsa.

Oh... BOY! This chapter was not easy to write. Frankly because it's really depressing, other times because I've never written a battle chapter like this before.

But I hope I did it justice and it feels like something you'd expect in a Star Wars... well, anything you'd get Star Wars in. Movies, cartoons, et cetera.

Anyway, next chapter will mostly be Darth Vader vs Princess Celestia. Hope to see you then.

Equestrian Defender, out!

3: Fall of Canterlot: Lord of the Sith VS Princess of the Sun

On the one side was the High Princess Celestia Solaris Cosmos, the Last of the Alicorns and the immortal ruler of the Kingdom of Equestria. She was clad in golden plate armor over white chainmail, magically enchanted to be light as a feather and not impede her movements, as well as be strong enough to withstand the bite force of a fully-grown adult dragon. Folded against her back at the moment were two large bird-like wings, covered in pure white feathers which transitioned to gold at the tips. In her hands was her sword, the Starsaber; a golden three foot long blade with a white hilt and cross-guard, with a pommel shaped like the sun. A weapon that, while having not been drawn in three hundred years, still seemed to glow with the power of the sun.

On the other side was Darth Vader, a dark lord of the Sith, and the right hand of the Emperor. Unlike Celestia, his jet black armor was in many ways part of him. The armor contained many life support systems that he needed to stay alive since that fateful night on Mustafar, where he lost his remaining three limbs and was burned so badly he wasn't able to breath for long periods of time without the respirator in his mask. The armor itself was made to be strong enough to tank blaster bolts, and resist the blades of a lightsaber. Speaking of which, in his right hand was his lightsaber: a silver and black hilt which when ignited unleashed a three foot long blade of blood red energy. A weapon that had faithfully served him in the five years since the Empire rose from the ashes of the Republic, and had slain many a Jedi.

Both of them stood still, eyes locked on each other's (well, Darth Vader's eye lenses at least) their weapons held at the ready, waiting for whoever would make the first move.

This went on for roughly a second before Celestia disappeared in a flash of golden light, surprising Vader. So, this is what they meant by magic. I'd almost be impressed...

He immediately whirled around, bringing his lightsaber up to block an overhead slash from Celestia's sword. ...if her strategy wasn't so transparent.

To his surprise though, his lightsaber did not cut through her sword as it should have. In fact, the metal didn't even start to glow orange from the heat of his lightsaber blade. Considering the blade of a lightsaber was basically pure energy, it should have cut through the metal sword like a knife through warm butter. He made a mental note to find out what her sword was made of when this was over.[1]

Speaking of which, Darth Vader decided to end the blade lock by pushing back and attacking with several quick and powerful blows. Forced on the defensive, Celestia blocked, parried, and deflected each of his attacks with seemingly little effort; occasionally switching from holding her blade with both hands to only using her left hand. After her last parry Vader raised his blade to strike her overhead, but Celestia wisely spun to the right, narrowly avoiding the blade as it cut through the floor. She immediately backed up, putting some distance between the two of them while still keeping her sword ready, as did Vader. "Your skills with that sword are impressive," he admitted. "But you focus on your defense to a ridiculous degree."

It was true. While it wasn't obvious at first, Celestia's sword techniques had an uncanny resemblance to Form III, Soresu.2 Soresu users focused almost exclusively on defense while committing all of their mental resources to analyzing every move their enemy/enemies made and looking for weaknesses to exploit, whether they come from physical exhaustion or mental frustration.

It wasn't a bad Form in theory, but it had a fairly obvious weak point.

Focusing entirely on defense left very little room for going on the offensive, and unless they had the necessary training the Soresu users ran the risk of fatiguing themselves before their opponent did. And while this Princess seemed to have had some of the necessary training, the few beads of sweat appearing on her forehead showed that she was either very out of practice or she lacked the necessary stamina. Or both.

This is why Darth Vader, even back in the days when he was known as Anakin Skywalker, preferred using the Djem So variant of Form V.3 All of the defensive capabilities of Soresu, but balanced with much more offensive capabilities.

Plus with the state his body was in he couldn't exactly use the much faster and acrobatic Form IV, Ataru.4

Celestia replied "Forgive me for deciding to take it slow, Darth. But if you want me to get on with it, I shall gladly do so."

She quickly sheathed her sword, confusing Vader, until her hands were surrounded in a golden glow. She threw her hands out, unleashing a large wave of golden light. The wave slammed into the Sith Lord before he could react in time, knocking him across the room and into the far wall, slamming into it hard enough to jar his entire body down to his bones and make him drop his lightsaber. Fortunately the wave seemed to be made of concussive energy, so his armor wasn't damaged.

Taking advantage of this Celestia shot forward like a bullet, her blade poised to run through Vader's chest, intent on ending this fight before it went any further.

Sadly it was not to be as Vader threw his own hand forward and Celestia stopped in mid air, feeling like she had just slammed into a solid wall. Unable to move while she was in midair, she could only watch as he climbed back to his feet, grabbing his lightsaber with the Force and reigniting it. He looked at her and said "Not a bad trick. But ultimately wasted."

He then began to close his hand, and Celestia suddenly felt like an icy cold noose was closing around her neck, making it very hard to breathe. Her hands shot to her throat, but found there was nothing there. Realizing it was something akin to her people's magic, she instead summoned her magic in one hand and created a golden sphere roughly the size of a basketball and shot it at Darth Vader like a cannonball. Forced to choose between Force Choking her or being hit by that attack, he wisely released her and focused his power into defending himself from the attack.

Much like with Celestia, the sphere struck what appeared to be an invisible wall, though the moment it touched it exploded in a bright flash. Landing on the ground and massaging her throat, Princess Celestia coughed and said "What kind of dark magic was that?"

"It's not magic."

To Celestia's surprise, the dark lord was standing there, having sustained no major injuries. Hell, his armor wasn't even scratched.

While she couldn't see it, she imagined Darth Vader was smiling behind his mask. "Your magic may be strong, but it pales in comparison to the power of the Dark Side of the Force."

Before Celestia could try attacking again, Vader's hand shot out. Only instead of choking her, she was flung across the room, feeling like she got hit full force by a freight train. Before she hit the wall she flared out her wings, putting the brakes on and stopping her flight. Once she landed on the ground she glared at Darth Vader. "Is that the best you got? A telekinetic push? Because if it is, this 'Dark Side of the Force' isn't really that impressive."

"Then allow me to show you it's true power."

Behind Darth Vader two of the marble pillars began to shake, cracks forming at the top and bottom before they shot forward at her like they had been launched out out of cannons. Celestia immediately dodged the first one, which continued going past her and smashed right through the wall and out into the rear courtyard. With the second pillar she reached out and grabbed it with her magic, surrounding it in a golden glow. She then sent it right back at Vader while simultaneously making it spin.

To her shock though, the Sith Lord caught the spinning pillar with the Force, bringing it to a stop right in front of him. He then clenched his hand into a fist, and the pillar cracked and shattered into multiple pieces; some the size of small pebbles and a few the size of boulders. He then sent the shattered pillar pieces back at Celestia. Instead of catching them this time, Celestia focused her magic into her body, her purple eyes glowing as time seemed to slow down for her. She then proceeded to dodge every single piece of the marble pillar, not being touched even by the pebbles.

Unfortunately, the moment Celestia cut off the magic she was pushing into her body, the aftereffects started to kick in. Pushing her body past it limits with magic tended to take its toll on her once she ended the spell, especially considering this was the first time in over five hundred years she'd had to use it.

Fortunately the toll wasn't too bad just yet, so Celestia was more than able to draw her sword to block Darth Vader's overhead swing, managing to hold him back despite his immense strength. "An impressive display. But you're still no match for me."

Celestia grit her teeth, before breaking the blade lock and attempted to strike Vader three times. Sadly Vader blocked each strike effortlessly, almost lazily.

Then she overextended on her fourth strike which Vader capitalized on, bringing his lightsaber down on her arm on one of the gaps between plates at her elbow, the lightsaber cutting through the magically enhanced white chain mail like it was paper.

And with one swift motion, he cut off Celestia's left hand, eliciting a scream of pain from her as her severed hand fell to the ground, still holding her sword.

Before Vader could strike again, Celestia teleported again to the other side of the room, sheathing her sword and clutching her cauterized stump. "AHHHH! FUCK!"

"It's pointless to resist," Darth Vader said. "Submit, and perhaps the Emperor will be merciful on you and your kingdom."

Celestia growled, rising to her feet as a golden glow surrounded her left arm.

And to Vader's amazement the light around her arm traveled down to her stump, before transforming into a flesh and blood hand, good as new (minus the gauntlet, bracer, and the chain mail.) He felt slightly jealous of her power, especially considering his own artificial limbs.

Celestia flexed the fingers of her new hand before shooting Vader the mother of all death glares. "If I haven't made it clear by now, Darth Vader, the only way you're getting this kingdom is over my dead body."

"You're merely delaying the inevitable. If the power you've shown me is all you have, you won't be able to continue this for much longer."

To his shock, Celestia smiled. "Well then, I think it's time I tell you the truth."

"Truth?"

"I was still holding back with those previous attacks. And for the record..."

She held her right hand out, glowing with magic. The Starsaber glowed before flying off the ground and spinning towards her, which she caught without any issue. Starsaber began to glow like... well, a star, as Celestia raised it above her head and golden fire appeared and coated the blade.

"I am not left-handed."

Before Vader could question what she meant she launched herself at him, almost faster than he could react. Fortunately he did, but her strike was so strong that he felt it. Along with that the sensors in his suit was telling him the sword she was holding was now as hot as a small star. Hot enough that it could cut through his armor with little issue if she managed to land a hit. As it was whenever she let the blade get close to the ground he could see the marble start to turn molten, merely a few steps away from becoming lava.

He attempted to push her back, but she broke it first and launched into a series of rapid attacks. He found himself surprised at the sudden speed, strength and ferocity of her attacks. She was holding back all this power the whole time? She either worries she might destroy her kingdom if she unleashes her full power, or she's scared of it. Either way- He blocked another strike, getting into another blade lock, already feeling the heat through his armor. -I'll need to end this quickly.

He used a Force Push to knock her back and off balance, then rushed forward to strike her with his saber. But before he could close the distance she spread her wings and flew up towards the ceiling, far out of reach.

From where she hovered in the air, she looked less like a princess and more like an angel.

A vengeful warrior angel with a flaming sword and glowing eyes.

She threw her free hand up, focusing her magic above it and creating a golden sphere roughly five times larger than the first one she had.

That's when Darth Vader felt it.

The Force within Princess Celestia was reaching out skyward towards the planet's sun. Once it made contact, the sun's energy fed into her own, supercharging the Force within her. Her eyes became glowing fields of white, and her armor began to glow a brilliant gold. Darth Vader could only look in disbelief at what he was witnessing. She... SHE CAN DRAW POWER FROM THE SUN!!!! HOW IS THIS POSSIBLE!?!? WHO OR WHAT IS THIS WOMAN?!?!?!

And then she fed some of that energy into her golden sphere, and it began to grow. It grew so big that it completely disintegrated the glass ceiling above them, as well as parts of the walls. Darth Vader could feel the heat coming from it from where he stood, as if she had created a miniature sun right right in front of him.

Once it had reached its full size, she launched the attack right at him.

The moment it got within five feet of him, he threw his hand forward, mustering as much of the Force as he could into a powerful Force Push.

Their attacks collided, the Dark Side of the Force clashing against Celestia's own Light-empowered magic. The two forces smashed into each other with all of their might, sending shockwaves that cracked the floor and walls of the throne room. Darth Vader and Celestia put everything they had into their respective attacks, desperately trying to overpower the other.

Eventually the two attacks of equal power exploded with the force of a massive bomb, enveloping the entire area in a blinding light.

If one were to be standing outside of Canterlot Castle, they would see a large pillar of pure golden light erupt from the throne room and the area around it, completely destroying almost half of the castle. The pillar stretched up into the sky, obliterating every cloud in its way and vaporizing any random bird that had the misfortune to be flying in the area.

It last for a single second before it went out, as if it were a candle's flame blown out by the wind.

Princess Celestia greedily took in as many deep breaths as she could as she lay on the floor, not affected by the heat emanating off of the red hot marble tiles beneath her. The sweat that was running from her brow in small rivers was not from heat exhaustion, but magical exhaustion. I suppose I shouldn't be surprised about this. Even if I hadn't been out of practice for over three hundred years, I still burned through a lot of magic during this fight. Several magic attacks, an enhancement spell, having to regenerate the lower section of my left arm, going all out against this guy with my sword while enhancing my body again. She winced as she felt feeling return to her body again, though mostly the only feeling she felt was pain. And of course I tapped into the sun to bolster my magic, which in itself is a double-edged sword since it ends up leaving me completely drained.

It was sadly true. While her ability to tap into the sun to enhance her magic could grant her near god-like magical power, once she stopped tapping into it the drawback would leave her twice as exhausted.[5]

At the very least, I hope the other guy's as wrecked as I am, she mentally mused.

SSSHHH HOHHHHHHH...[6]

Her eyes widened as she looked to where he had been standing. "No," she whispered.

SSSHHH HOHHHHHHH...

Somehow, someway, Darth Vader was still alive. Granted, he had taken some damage. His cape was all but burned to ashes, the control panel on his chest (while still functioning, evident by his breathing) had been signed and charred, and parts of his armor on his hands had been burned away, revealing that the lower parts of his arms were completely mechanical.

But the worst damage was to his mask and helmet.

The helmet had been completely destroyed, the pieces lying behind the Sith and melting into black puddles. The mask had instead been shattered; the only part of it left was his respirator, but the lenses and the forehead covering were completely gone.

As he rose shakily to his feet he looked at Celestia; and she could see nothing but pure, unadulterated fury in his glowing yellow eyes.

Celestia struggled to her feet, barely able to stand as she gripped the Starsaber. "How? How are you still standing?"

Darth Vader didn't reply, instead choosing to walk towards her, igniting his blood red saber. Before she knew it he was upon her, and she struggled to raise her sword in time to block the blow. But she did so-

-and the strength of Darth Vader's swing knocked the sword out of her hands, sending it flying out of the remains of the Throne Room.

Before Celestia could react; before she could run, fly, or try to muster up the magic to perform one last Teleportation spell (not that she'd have been able to get far, considering she barely had a drop of magic left in her) he grabbed her by the throat with his free hand, choking her as he lifted her off the ground. She tried to flap her wings to break free, but in her state she wasn't able to so much as lift them up an inch.

As such, all she could do was stare into the Sith Lord's glowing yellow eyes as he growled "This pitiful resistance of yours ENDS NOW!"

And with those words uttered, he raised Celestia up as high as he could, before slamming her against the hot floor with a powerful SLAM!!!!! that cracked the marble tiles around them in a perfect spider web pattern.

Celestia, unable to breathe and unable to take the newest stabs of pain going through her body, felt her mind shut down as she drifted into unconsciousness.

Sensing she was still alive, Darth Vader released his grip on her neck. After all, they needed her alive. For now.

"L-lord Vader?"

He turned to see two of the Stormtroopers that had come with him standing there, their armor lightly singed but still intact. "Report."

One of them replied "T-the castle, or what's left of it, is secure. Most of the squad's alive, but two of them got hit by that... whatever the hell it was she did."

"Did you capture any members of the nobility?"

"Yes sir. We're holding them down in the courtyard. Reinforcements have arrived and are processing them as we speak."

He motioned to Celestia and said "Restrain her and bring her with us. We'll need to see what the Emperor wants done with her."

They both nodded, pulling out binders and moving to place them around her wrists and ankles. The other Stormtrooper, out of concern, asked "Lord Vader? Do you require medical attention?"

Vader didn't turn to face him. Instead he replied "I'm fine."

If the trooper didn't believe that, he didn't show it.

It was a grim day for all. Equestria had fallen, with the shadow of the Galactic Empire rising to block out the light of the Sun.

And yet the worst was still to come...

-To Be Continued-

Author's Note

[1]: I had to give Celestia a sword that was made of something that could resist Darth Vader's lightsaber, otherwise this duel would've ended a lot quicker.

Thank you, Wookiepedia.
[5]: I know some of you are probably going to think that if she's "The Princess of the Sun" shouldn't tapping into the sun's power NOT affect her like this?
You'd be right, if this was the same Celestia as in canon. It's not.
I've already established that she can't raise the sun or lower the moon, and if her internal monologue above was anything to go by, she does have limits. She's not a god, nor is she invincible. And considering she was going all-out against Vader, THEN tapped into the power of the sun, BEFORE throwing everything she had at him, I think her being tired and worn out would probably make sense.
And now that I think about it, I actually think this version of Celestia is weaker than Canon!Celestia. Not that I think Canon!Celestia could beat Darth Vader either, but she'd still probably deal some serious damage.
[6]: Honestly I've tried to figure out what Vader's breathing sounds like in onomatopoeia, and this was the best I could come up with.

Whoo, BOI! Was that chapter a tough one to write. I tried my best to make it seem like Celestia could at least put up a decent fight against Darth Vader and not just be a total pushover (looking at you, A Canterlot Wedding) but I'm still not sure if I'm satisfied with it.

Okay, so we got one more part after this that'll cover Celestia's execution and Twilight tapping into the Force. Then the REAL story begins. Hopefully you guys will still be along for the ride.

Until next time! Red Five, Standing By.

Whoops, I mean Equestrian Defender, out!