The back of the APC was deathly silent, none of them dare spoke, especially not Twilight's neighbor. Every Combine APC had a crew capacity of 10; One driver, one gunner, and 8 people in the back. 2 Metrocops sat in the rear of the passenger cabin, eyes trained on Twilight and her neighbor, who they'd come to identify as Steel Mustang. Twilight glared at the stallion in the back of the vehicle, and then at the 2 rebels he'd been sheltering.

"We wont be here long," were the words from one of the rebel's mouth.

"Quiet." The Metrocop would take his stun baton off his belt and flash it as a warning.

The ride drew out a bit longer, the armored vehicle stopping every so often at checkpoints, and Twilight could hear the driver chatting with the checkpoint personnel when it did. She sighed mentally, and told herself, "This is going to be a loooong day."

Not long after, however, the APC hit an unexpected bump, and a noise that could only be described as "Beebeep". Twilight didn't know what the hell that was, but she didn't exactly have time to think when the APC jerked hard to the right, and then left as it spun out and careened into a wall.

"What the hell?" Twilight sputtered, reeling from the shock of the apparent crash. The 2 Metrocops were dazed, but quickly got up and out to see what was happening. Twilight could hear gunshots, and the bone-chilling sound of the Metrocop radios blanking out. Through the driver's radio Twilight could hear a bit of what was happening.

"Alert, Alert! Confirmed 10-224 in progress, officers down at Residential blo- AAGH!" His radio was cut short as a bullet came straight through the plexiglass canopy and into the police's skull. He fell limp, and Twilight threw up in her mouth. She hated violence, no matter what it was, and the sickening sight of someone shot dead in front of her was no exception. The rebels rose from their seats when the back door opened, and a band of more rebels was standing with triumphant looks on their faces.

"Took you long enough, Sheckley," one of the rebels in the cabin said, moving towards the exit.

"You're lucky it wasn't longer," replied a rebel outside, presumably Sheckley, Twilight thought.

The rebels and her neighbor turned to face her. "You can come with us, y'know. We can always use the extra hands," one of them said to her.

"..." Twilight didn't say anything, but nodded after a few seconds.

"Come on, we have a car waiting." The rebels all packed into a van painted light blue, which was almost the size of the APC cabin. On the van, and each of the rebel's lapels, was the dragon character Lambda. It was orange and looked like someone had painted it on. The van rode through the city, making several turns to avoid the Metropolice checkpoints. Twilight never realized, but almost every checkpoint had a way around it. Bad design on the Combine's part, she thought.

"So, who are you?" One of the rebels asked her. He was a muscular stallion, who was also previously a unicorn, judging by the rounded stump on his head. His coat was dull blue and his mane a forest green, with hazel brown eyes.

"....Dusk Shine," she said, still sick to her stomach.

"Jade," the stallion said, and extended his hand for a shake.

Twilight obliged him, shaking his hand. "Why'd you take me with you? I don't know anything that would have hurt you if you left me, so why offer me a place with you?"

"The aim of the resistance is freeing those who would stand for the old Equestria, not this false image we live in today, and reunited under our true ruler, Twilight Sparkle. She's in hiding somewhere, we haven't found her yet."

His words caused Twilight to kick herself. How could he believe in someone who practically let a hostile race take over her kingdom and enslave her people? She was weak and she was a coward.

A bump in the road brought her back to reality. "...I-I'm sure you'll find her somewhere, if she hasn't been executed by the Combine already."

"Another of our virtues is optimism, ever heard of it?" The stallion joked, putting a small smile on Twilight's face.

"We don't have a whole lot of that running around, now do we?" She replied.

The van ride went on a bit longer, and eventually they pulled into a dead end alleyway. The van barely fit in the tight space, and it prevented them from getting out of the van. The rebel pressed a brick on the wall, actually a button, which triggered part of the road to angle down like a ramp. They drove in, and the ramp closed back up. A secret entrance for a secret base! The van pulled into the garage of the base, which saw many rebels working on other cars with various parts strewn around haphazardly. The people working all exchanged small talk with the others entering, and eyed Twilight. One would think the past ruler of Equestria wouldn't be afraid of eyes on her, but you'd be wrong. She shivered as she felt the gaze of the rebels on her.

The resistance base was nestled in a construction site on the edge of the city, right up against the sheer gray cliff face that was the encircling city wall. The base was mostly underground to avoid detection by scanner patrols, making use of the old maintenance tunnels running the city. It wasn't the largest compound, but it was certainly big for it's purpose.

"How long have you all been here?" Twilight inquired.

"3 or 4 years, this is the second base we've had in City 17, the first one was raided when Judgement Waiver #2044 was enacted. We lost a lot of men that day..." Judgement Waivers were scary events, where Metrocops were authorized to arrest and kill anyone they suspected of rebel association. They were meant to flush out resistance cells, but they ended up being the Metrocops' purge hour. Every Waiver hundreds, sometimes thousands of citizens, guilty and innocent alike, are brutally murdered by the Metropolice for no reason, other than the cop thinks they're a rebel.

The thought made Twilight shiver. "I remember that day...We saw the broadcast that a rebel base had been found in the Industrial District, but I never realized that they killed them on the spot," she said, picturing the broadcast from that day.

"Hundreds of us. About a third of us escaped with our lives, the rest were either killed there, or were captured and sent off to Nova Prospekt to become mindless Combine slaves."

The stallion stood a good 3 inches taller than Twilight's false body, and his muscles far surpassed hers. He looked at her with those deep hazel eyes. "Come on, I'll show you around," he said, and Twilight followed him.

They visited the barracks first. It wasn't the largest place in the world, but it had plenty of space for the resistance members it was made to house. Some were sleeping, others were chatting or playing a betting game with nuts and bolts.

"This here's the barracks. The beds aren't exactly comfy but you can still get a night's rest on them if you try hard enough. If you're lucky, or win a game of poker, you might get a pillow or sometimes 2," the stallion mused.

The mess was next in the tour, which featured benches crewed by hungry rebels with a ration in front of them.

"Our rations aren't home cooked meals, but they're not tasteless crap like the Combine MRE's they give the citizens." Twilight nodded in agreement, as she hated the meals from the distribution center.

The next stop was the armory, stocked with weapons, ammo, explosives, and a firing range. She saw many, many stolen combine weapons like USP's and MP7's, rarer combine weapons like the AR2 and SPAS-12 shotgun, and even weapons she'd never seen before, like the Rocket Launcher and Crossbow.

"Here's our weapons depot. We have almost every Combine weapon to date, and even weapons the Combine don't have."

They passed the garage again, but they didn't stop there. They traveled down a corridor, past several storage rooms, and to a large door that read "Lab" on it. The stallion knocked twice, and then opened the door into a brilliant room filled with all manner of science equipment. Twilight's brain lit up, but she forced down her urges to nerd out over a science lab that she wished she had back in her treehouse. She gave the lab a once over, before landing her eyes on 3 scientists working at the devices. They seemed oddly familiar, and she couldn't figure out why. It finally hit her when one of them turned to her. It was...Soarin! The other 2 stallions then turned and revealed themselves as Fire Streak and Silver Zoom, 3 of the most famous Wonderbolts flyers from Cloudsdale. "Oh Celestia...Cloudsdale..." She thought, Soarin and his friends triggering a harsh and depressing memory. During the Seven Hour War, Cloudsdale was hit the hardest of any Equestrian city, due to their bold and stubborn nature. Cloudsdale's Pegasi were almost completely wiped out in the attacks and bombings done by the Combine in the early days of their hostile takeover. This string of thoughts then led her to thinking about Rainbow Dash. No one had heard a peep about the legendary Pegasi, and assumed she'd been executed or captured by the Combine, in their campaign to destroy all symbols of hope from the old world.

Then the unthinkable happened. Rainbow Dash came striding into the lab.

"Hey eggheads, what's new?" It seemed the Combine hadn't hindered her bravado one bit.

"The Wonderbolts may not be what they once were, but I'm still your captain," Soarin shot back.

Rainbow wore a leather jacket, a nondescript t-shirt, jeans, and boots, starkly contrasting the lab coats of her fellow Wonderbolts. Twilight also recognized a strange lump under the neck of her shirt, which looked like a large necklace.

"Who's this?" Rainbow asked in reference to Twilight.

"This is Dusk Shine," Jade said to her. "She was present when we sprung Arrow and Boulder from the MP, so I gave her the opportunity to come with us."

"Ah, gotcha." Rainbow faced Twilight. "I'm Rainbow Dash. Welcome to the resistance, Dusk," she said with a confident smile on her face.

Rainbow walked away and over to Soarin and his buddies. "Are we ready for the teleport te-" Her speech was cut short when she saw her necklace light up bright red. she pulled it from her shirt, revealing that it wasn't a necklace at all. It was a red crystal in the shape of a lightning bolt, her element. It pulsed with red light, and Dash turned to face Twilight. It glowed brighter as Rainbow came closer to her. Rainbow's eyes widened, and she looked up from her necklace, and at Twilight.

"Who are you?" She puzzled.

Twilight's heart raced. If Rainbow found out, she'd be the one to beat her senseless. Knowing her failures would send Dash into a fit of rage. She couldn't know. Not yet.

Twilight acted dumb and looked up with a false look of confusion. "I-I don't know! I'm me, I'm Dusk!" She said.

"Soarin, prep our teleporter. Ponyville East needs to see this. My element hasn't glowed like that since before the war. What ever the buck's happening here, I'm gonna find out." Rainbow walked up to a panel in the wall, which opened to expose a retinal scanner. She mover her face into the scanner lens, and a confirmatory beep signaled the opening of a large door.

Twilight followed Rainbow into the room, and she almost couldn't believe what she was seeing.

Many years ago, before she was even crowned ruler, she drew up blueprints for a teleporter design in her treehouse, but it only ever made it that far. What she was looking at now was a perfect recreation of her imagined teleporter, fully functional and lit up with many colors and lights.

"Soarin, you go first. Teleport to Ponyville East and tell the others that I'm coming. With any luck, they can tell me what's going on. I'll be teleporting in right after you," Rainbow instructed.

"Got it. Fire, Silver, start sequence Beta 4 and lock coordinates for device RR-2799-PE-2683. I'm going in in 5," Soarin said. He jumped down from the control platform and stepped into the teleport device. The circular platform rose up, and within a couple seconds, he was gone in a bright flash of light. A message came through to Fire Streak's console.

"He made it Dash. Ponyville East has received."

"Good. Dusk, come with me." Rainbow and Twilight both stepped into the teleport platform, which rose up into place. "Okay send us through."

"Roger that boss, starting sequence- Oh shit! COMBINE!" Fire Streak yelled, as a city scanner put it's orange sensor eye against the window and took pictures.

"Buck! Fire, Silver, put the base on alert. Tell everyone to escape into the tunnels, take what supplies you can run!" Rainbow barked.

"Dusk, you come with me, we must reach Ponyville East," She said.

"How are you going to get there if we can't use the teleporter?" Twilight asked in a half panic.

"We'll take the airboat through the canals," Rainbow replied, taking some important documents and items from the lab. She pulled Dusk into an elevator, which then took them to a large water tunnel. The Combine installed these to regulate the rainwater, but the only stuff down here was either toxic sludge or murky, standing water. They walked along the side of the pipe until they reached a small dock, with 3 other rebels and the swamp boat Dash had referenced. It resembled an old world airboat for sure, but it had many makeshift modifications added on by the rebels.

"She's all gassed up and ready for you Dash," one of the rebels said.

Rainbow turned to Twilight. "You know how to drive one of these?"

"Uhm…No?"

"Driver's seat, front and center."

Author's Note

Phew! First 2 chapters are done. More on the way soon (hopefully). My fingys are yelling at me to stop fekin typing so I will oblige them. Tips are always appreciated, and Happy reading.