A Poem For Foals, an Ending to Equestria.

by Director Waffles

Rating: teen
Tags: Violence, Princess Celestia, Crossover, Human, Twilight Sparkle, Gore, My Little Pony: Friendship is Magic, Dark, Warhammer, Other, Princess Luna, Original Character, Science Fiction, Tragedy
Length: 4388

The II Legiones Astartes are His Sentinels, bringers of His justice. They will bring forth justice to Equestria for all their sins.

Celestia did what was best for Equestria. On the backs of human slaves, a kingdom of peace and harmony was built. She found out, too little too late, the price of arrogance.
Their Primarch reclaimed from the ranks of the enslaved human populace, the II Legiones Astartes, now a legion renewed, bears down upon Equestria at the center of a slave-backed empire of xenos.

Octazarus will have his vengeance on those who have wronged him.

A YHAY Inspired story.

Source for the original Canterlot artpiece that was used for the coverart can be found here.
The Celestia art used can be found here.

Published 2020-10-26 05:40:01 UTC
Last updated 2020-10-26 05:40:01 UTC

Macabre Poetry.

A Poem for Foals, an Ending to Equestria.

The night was dark outside in the outskirts of Canterlot, in the large rural town at the base of the mountain. Slowly, the town was tensing, as if preparing itself for an inevitability, in such dire need of rest that it forces itself to relax. Human caravans were locked up in the camps, their traders hidden away in their homes built into the camps.

Hush little one, it is time to sleep,

Pull up the covers, don’t make even a peep,

Convallaria sighed as she tucked her two foals in for the night, dragging the covers over the half-asleep children with a tug of her teeth. Stress frayed her nerves and it showed; her face appeared much older than it truly was, wrinkles accented her facial features and her hair grayed at the base. The coolness of the basement prompted necessity for heavy comforters, but it was a small price to pay for safety.

Her husband was upstairs of their little single-story house, preparing the new iron shutters they’d spent most of their savings on. Another small price.

Convallaria—not her given name, Lily Valley was her birthname, but she found the scientific name that had been given by ancient human scientists, long before the regression, was prettier. Her husband agreed. A uniqueness, he called it. A quirk. Why he married her, he said…

They’ll lock the windows and doors,

So that you may survive to see the Sun in the morn,

She trotted out her children’s bedroom and up the basement stairs into their quaint living room, where her husband was attaching the iron shutters to the windows. The couch had already been pushed up against the door. Her husband, a Unicorn by the name of Iron Hoof, was grateful for her aid as she assisted in putting up the shutters. They finished in time, as the sounds of screams began filtering in from the distance. The pair of unicorns’ ears went flat against their heads as they galloped toward the basement to seek cover, turning out every light in the house. Golden flashes painted splotches of light in from the cracks between the shutters and the doors.

Convallaria and Iron Hoof locked the basement door and quickly, quietly rushed to the kitchen, ducking under a table near an unshuttered window, prompting a quiet swear from the stallion.

They could see hateful red eyes and the sound of servos whirring as they cowered under the table. If it wasn’t the glaring eyes, it was a singular, wide slit of an unfeeling gaze. They paid their house no mind—as the refugee from Ponyville had told Convallaria. They paid the homes no mind at first, but they would be back.

For tonight, the demons come out to play,

To kill and maim till the light of early day,

From outside the town, an army awaited. It was silent, blending into the forest around them save for the red and gold eye lenses of their helms with the camouflage paint adorning their Emperor-given panoply. In their arms, boltguns, plasma, melta, flamers, volkites. Chain-axes, chain swords, they bore a full armoury.

This was but a fraction of what their legion once was, three cohorts of the hundred that comprised the entire legion during the early days, before their great failures. Three thousand Astartes legionnaires out of a hundred… though none of that mattered now. Accented by mortal auxiliary forces, Imperial Army with light tanks and heavy infantry. At the front were testudo formations, shield walls of frontally-reinforced Astartes with assault shields and specialist pistols such as volkite or plasma, beyond those, it was chain-bayoneted boltguns that revved angrily in preparation for the bloodshed to come.

At the head of this grand siege formation was the greatest of their legion; venerable dreadnoughts, a round-chassis Contemptor wielding chainfists and a freshly-entombed siege-fortress-esque blocky Leviathan, the bulbous drill mounted upon its left arm snarling and scraping together in a stony sound, rolling heavily along their joints, its right arm humming and ready to spit searing beams of melta from the hateful lance.

None were more venerable than the towering man at the front of the formation, bearing his own heavy scutum-like shield, a relic of the Terran Unification Wars, brimming with power, spreading out from the boss in the center. In his right hand, a hateful gladius, crackling with arcane powers, enchanted by a dying bearded sorcerer repenting for the sins of his species. His body was encased in heavy banded plate, undercoated with thick chainmail links, then a thin layer of artificer ceramite beneath that, his head covered by a beautifully crafted helmet, made by a blacksmith equine that showed him sympathy… one of few who would be granted mercy from his wrath. He was the Primarch of the II, a man whose suffering would lead him to commit such heinous acts upon his own that his father, He who could turn a blind eye to even Angron and Curze’s horrors, would cast him down and disband his legion.

He stood silently before the town at the base of the mountain. It was a small hurdle before a greater conclusion to the campaign that saw him trapped upon this planet for the past three years.

Things were different now. He had his legion, gifted to him by his father. So many years of abuse by the natives, so many centuries of being used like a toy…

He would burn Equestria to the ground for what it did to him, to his adoptive mother. To his friends. To every. Single. Human. On this forsaken world.

They do not care for the night to be won,

Only to murder the mother, father and son,

The Solar Guard mobilized in numbers that made the fractured legion appear dwarven and miniature in comparison. Conscripts at the front bore hastily forged armour of brass and leather, whilst at the back the elites bore gilded steel plate, filtering through buildings and along the hastily fortified short, cheap walls of the town. Watchtowers were manned by archers and magi, whilst the walls were lined similarly.

A fair fight in any regard. The primarch raised his sword arm and let loose a sound, mixed between an order and a deranged war cry, before marching forward as arrows rained down harmlessly, fireballs and magical plasma bashing against shields and armour with a dash more effect, causing substantial damage to exposed armour and merely denting or leaving pockmarks in the shields that covered the cohorts like a ceiling.

The primarch’s bodyguards, Cataphractii-plated giants in layered terminator plate, slowly marched behind him, letting loose torrents of boltshell as did the outer wings of the testudo formation behind him. Magical shields were hastily formed, then shattered by the onslaught of the rocket-stabilised munitions, exploding against stone, flesh and wood alike, or outright penetrating and exploding somewhere behind the targets.

The bloodbath only grew worse as the armies clashed; enchanted swords striking ceramite, chainswords and bayonets rending through meat and metal. The conscript lines faltered fast against the sight of such horrid foes and the chaos made an entry for the Primarch and his bodyguards to slip through, the testudo pushing up behind them.

He lunged forward, his gladius crossing with the weapons of the elite rear-guard while his terminator guards did the same. Quickly gaining the advantage, he slipped quickly through the guard of the elite as they swung at him, swinging the whole weight of his armoured form forward to shred the nobleponies in gilded metals.

Do not fret child, for in the morning will come,

Our beloved saviour and goddess, the holy Sun,

The Primarch and his legion quickly pushed through the town. They would be back for them later—Canterlot was more important. The Solar Guard collapsed under the pressure and begun to retreat. They would be pursued back to their bastion atop the mountain, even if it required a siege that takes a hundred years, the Primarch would have his vengeance on the Solar Diarch that stole from him everything he cared for. His left fist collided with the side of a noblepony’s head, crumpling the side of the helmet and sending him to the ground in a twitching heap. His sword arm swung in a wide arc, cutting the throats of another pair of nobleponies.

The elite line began to refocus on him as the meatshield cannon fodder were slaughtered. Halberd and broadsword-wielding nobleponies rushed him, letting loose war-cries from their mouths, some spat spells from their horns, others took to the skies, ready to lunge down at him.

A fireball smashed against his segmented pauldron like glass shattering upon a stone floor, causing his shoulder to recoil back for a moment before he righted himself and sent a snarl of hatred toward the unicorn beyond the slowly-forming circle of nobleponies rushing forward. A set of wing-daggers clashed against his cheek-guard, narrowly avoiding cutting deep into his throat as the Primarch brought his chin down, closing the gap. His shield came up to block a sword thrust, his own gladius stabbing out, punching into the chest of a noblepony. A halberd bounded off his abdominal armour, staggering him to the side. A pair of hind-legs reared up in anticipation to buck him to the floor. Their owner’s eyes bulged out of their head as a pair of meaty hands grabbed him by the frogs and used him as a club, whipping him around to knock back his other opponents.

The Primarch’s shield was readjusted on his arm and his gladius twirled in his hand before he fell into stance. His terminators slunk up behind him with their own swords drawn, shields extended and readied. They stood now at the center of the moribund town. Blood was spilt across the cobblestone streets, with a marble fountain at the very center of the main street knocked over by the thrown form of an legionnaire. Rain gushed from the skies as whatever God stared down upon this planet wept cold, frigid tears of pain as its children were slaughtered by the hundreds, their homes and cities razed, their civilizations crushed between the iron fingers of Imperial justice.

The Primarch’s eyes were drawn to the edge of town, where fresh reinforcements were quickly lining up to meet in a rigid line at the other side of the main street to the dying town. A wall of gold-trimmed magenta, navy blue and simple golden armour, spears raised and shields in front, stood waiting on the other side of that shattered statue. His head tilted and his eyes were drawn to the reformed walls of legionnaires at his left and right, bringing shields to bear with swords and guns drawn. At the front of the Equestrian line, was the face he had grown to hate with such a fury that mirrored her own sun.

Celestia, bedecked in golden, regal armour that was akin to some foul mimicry of his own father’s, wielding a long halberd within her magical grip alongside a rounded shield. To her left, was her dearest student, bedecked in her own panoply, encased in small runes, akin to that of the Word Bearers that He had spoken of during his brief visit to the Primarch. Her right side was devoid of her dear sister—who likely still clung to life upon the cross from which she was left back in Manehattan.

Pray to her well, children of Faust,

For she will save us from the daemons,

“You have come far enough, slave! Your little rebellion, as cute as it appears, will go no further! You will not enter Canterlot. Equestria will survive and you will be put to the cross, just like your fellows who have attempted the same!” Celestia’s voice billowed and boomed across the town, inspiring rallying cries from her armies. bringing forth mirth in the liberated Primarch, who laughed aloud.

“You fail to see that you have already lost, witch! My father, the one and true ruler of this apathetic galaxy, has gifted me the tools to take you down several pegs! By the end of the night, I will see your head detached from your body!” The Primarch’s own retort brought forth a singular, fluid movement from his legion—the front lines brought their shields down, slamming them into the ground in a deafening BOOM, whilst the line behind them brought their shields up to protect the ones in front of them, repeating a half dozen times as the legion constructed a winding shield wall.

The Primarch took a step forward. His legion did the same in but a single movement. Celestia trotted forward in synchronization and a moment of silence passed between her and the human demigod before her. The two came close, barely fifteen paces from one another, the debris pile that once was the town’s fountain laid between them. The legion marched forward and formed a wall of shields around their impromptu arena. The Equestrian lines charged forth, meeting that of the II Legion in a show of magical prowess against Astartean might.

Celestia leapt to the sky and sent a beam of searing heat down toward the Primarch, waving her head in a zig-zagging formation as he ducked and weaved between the beam as it melted the marble statue and glassed the earth beneath it.

Her beam broke through and nearly melted his pauldron, stopped as a red beam of energy shot forth from the Astartes line and crippled Celestia’s wing, causing her to lose concentration, crying out in pain and focusing her magics on getting her down to the ground.

She barely had time to bring her shield to bear before the Primarch’s gladius came down upon it, intent on bisecting her from horn to tail. He pressed against her shield and Celestia let out a pained hiss as she was forced to divert magic away from her wounded wing to reinforce her shield—that damned human’s strength proved an almost even match. She quickly reached out with her mind, snatching up her halberd and sending the pike into his side, staggering the Primarch as he reeled.

The wound had been shallow, barely succeeding in penetrating the thick, banded plates of the custom suit of artificer armour. The Primarch readied himself and quickly stepped back, narrowly avoiding a swing from the halberd as Celestia took the offensive. He brought his scutum up, deflecting the returning blow before both opponents retreated and circled one another, eyes searching for a weakness with all haste. They met blades more than once, slowly cracking away at each other’s defenses until their armours were left beaten, scarred and scratched.

The Primarch took his chance and launched himself forward, titanic steps shaking the earth as he thrust out with his gladius, clashing with the staff of Celestia’s halberd, their faces barely inches away from one another.

“I will destroy everything you have built, scum,” he snarled before spitting at her. Celestia quickly ducked back to avoid the gob, fearing the worst, and finding herself glad when it began eating through the stone at her hooves. She brought her eyes back up and quickly deflected a swipe from the gladius, sweeping back to the side, sending a wall of flame downrange at the Primarch, engulfing his armoured form in heat. Confident in her victory as he fell to one knee, Celestia allowed a savage grin to cross her face and pushed forward. If the slave fell, his legion would crumble. She was nearly upon him, sweat dripping from her face as she pushed the spell as hot as she could manage…

But if she fails, pray still,

An iron-gripped gauntlet shot out from the flaming glob, glowing orange with heat before gripping her throat, causing her to gasp, quickly redirecting her magic to prevent him from crushing her windpipe.

Or you may lay in a grave atop a grassy hill,

Her skin was burned badly, and her fur was singed. Celestia’s eyes bulged out of her head as she stared at the sight before her. The Primarch slowly brought himself to stand, bringing Celestia up with him. His entire form glowed orange, the metals of his armour superheated, his shield much the same, his face seared and burnt, yet still alive. His shield had been brought up to protect his face as her flames struck him, saving him from death, not from disfigurement. Celestia’s eyes quickly darted around and her morale sank like a rock, thrashing weakly against the Primarch’s grip.

Around her, his transhuman legion pushed the advantage, rallied by their primarch. Their losses were severe in the face of experienced magi, but they had brought their own. Librarians, bearing no helms and hoods that crackled with psychic energy, combated the magi, overwhelming their minds and causing an abrupt implosion from above the shoulders of the poor unicorns they battled. Their force swords clashed with those magi spared from this quick, explosive death and sent them to the floor, reeling as they arched their backs, screaming in agony from the intense psychic backlash.

Her eyes fell upon Twilight Sparkle and Celestia felt something inside her die. Twilight desperately fought back against encroaching legionnaires with her magics, cutting them down in droves, but it wasn’t enough. A librarian burst forth from a testudo and lashed out at Twilight, causing her attention to become divided, until another joined him, then another, until Twilight was being crushed under the sheer pressure forced onto her. With nowhere to go, she began to glow from her eyes, her mouth, her very skin, as the pent up magics, charged to be unleashed, began to rip her apart from the inside out.

She was immolated, alongside those around her, in a brief chain of psychic explosions which knocked down ponies and Astartes alike nearby, leaving only her killer, the master librarian of the Primarch’s legion, their Magister Mentis Animi, standing alone among the seared cobblestones, quickly launching himself forward to combat the remaining magi with psychic bolts and his hybridized force axe, its chained teeth screaming out as it clashed with equine weapons.

Celestia is quickly thrown to the ground, sending the air from her lungs, before the Primarch lashes out with his gladius. Too fast for her to react, she can only scream as his sword cuts her wings asunder. She reacts accordingly, charging up as big a spell as she could muster, throwing it directly at the Primarch—a golden spear of crackling, magical energy. He turns to the left as it is lobbed at him. It fails to kill him, but punches cleanly through his shoulder, shattering ceramite as he snarled in pain, staggering back and clasping a gauntlet to the shoulder before staring down at the weakened Celestia.
He steps forward and grabs her, not by the throat, but by the wither, tearing her up and activating the still-functional teleportation matrix in his armour. They disappeared with a bolt of orange-white lightning.

Remember dear children, the name of that architect of doom,

The one who laid waste to Equus, who brought low the Sun,

The one who razed a hundred towns and struck dead the moon,

The one who brought terror to us, who left nothing when he was done,

The one who burnt our homes to the ground, that damned, cursed man,

Remember the name of the Primarch, Octazarus Atredian.

Celestia felt reality return to her as they reappeared at the top of Canterlot tower. The meal she had consumed before coming to battle left her stomach as she collapsed to the floor, her armour barely held together along her body. Some time had passed, as she could barely make out the morning light of her sun—one she hadn’t ‘raised’ through her own magic, but through the natural, anarchic cycle created by that damned lord of chaos those many years ago.

Octazarus gave her only a moment before grabbing her by the scruff of her neck, dragging her out to the balcony as she cried out.

“Damn you! Curse you! A thousand curses upon your head, you murderous savage!” Celestia screamed and shouted and sobbed as she was lifted up to bear witness to what now remained of Canterlot. Billowing plumes of smoke were birthed from the outer city, roaring fires visible closer towards the castle. The now distinct sage-mixed war-gear of the II Legion, the hulking, smoke-spitting bodies of their siege engines, in form of dreadnoughts, stomped through the streets, letting loose death upon anything not human that showed its face. Beyond Canterlot’s walls, the rest of Equestria burned or was simply left a smoked-out shell of its former state.

“B-By Faust… you’ve… you’ve destroyed it all… everything I’ve built…” Celestia’s brief, weak-voiced monologue was interrupted by Octazarus’ hitched laughter.

“No… what I built. What your slaves built, you wretched whore. I promised you, all those centuries ago, that one day, I would make well on my promise… that everything you would build would be turned to ash by my hands,” Octazarus stated before slamming her head into the railing, causing her to cry out in agony.

“I must be truthful… I will only be fulfilling half that promise. Not for your sake, or for the sake of any of those few who showed me mercy, then begged for mine when my conquest began. No… I think I will let you live through the pain to come because it will not just be Equestria that will burn, Celestia. Your very world is tainted by your foul witchcraft… your rape of the natural world cannot be tolerated, so it will be destroyed,” Octazarus snarled into her ear, causing her to flinch, pinning her ears to the back of her head as she let her tears flow, biting back a sob of pain and sorrow. He grabbed her by the jaw, his suit’s gloves still hot from her spell, and forcibly pointed her head toward what was once Manehattan—the slave hub of Equus.

“You have only your own arrogance to thank for what you’ve done, witch… I am but a reflection of your crimes. All that you’ve done to me, to my people, to everything and everyone you’ve considered below you… I’ve now done to you… except for one.” He lifted her up over the balcony. Below, she could point out the beady eyes of the human slaves left in the pits. He draws his gladius and cuts her along her joints and along her barrel, then drops the sole remaining Diarch, listening quietly to her screams as she fell to the pits. She would survive the fall—worse falls, she had walked away from… but the tearing, claw-like nails of the malnourished slaves of this marble monument of death? Those, she could not walk away from.

Octazarus listened for a moment before stepping inside, his mind finally given a moment of clarity, a moment of peace in a century of guerilla wars with the Equestrian Diarchy. He stared around the room for a moment before emotion flooded his system, fought back, held at bay until his vengeance could be achieved.

Tears streamed down his face for a moment before he smashed his fist into a nearby mirror as years of losses, thousands, nay, hundreds of thousands of faces, torn apart and dead by that solar whore’s hooves, directly or indirectly, came back to his mind, sending him into an emotional fit for a time he didn’t bother to count.

He came back, breathing heavily, the room around him savagely thrown about. A ping to his vox alerted him that he was required aboard the Gloriana-class vessel in orbit before the utter destruction of Equus. He spent more than a few moments simply staring at the destruction around him before sighing.

“You were evil, and I gave you back doubly what you put me through. Sic Semper Tyrannis, witch.” Octazarus charged up the teleporter matrix in his armour and was simply gone.

Celestia was afforded no such quick death as she laid, back broken from the fall, with a slowly encroaching horde of feral human slaves surrounding her. She did all she could to charge flickering, half-dead spells through her now cracked horn. It was for naught, as she could barely produce sparks from her horn, only halting the grimy masses for but a few seconds before they grew closer, staring at her once-pristine form with hatred welling in their eyes, recognizing that face which was branded on their bodies, the face of the tyrant who had seen them enslaved for centuries upon centuries…

As one, they pounced on the Solar Diarch. Her screams were only drowned out by the enraged, furious screams of those slaves, adorned in tattered rags and with their skin covered in muck, legs and arms left in heavy chains as they tore Celestia apart.

Her eyes gazed up to the sky as she simply tried to ignore the pain as long as she could, clinging to life as long as she could. Directly above her, the sun was blotted out by a long, horrific mass of metal. She watched as it launched from its surface a single shell—marking this world for death. Celestia could only manage an agonized whimper before her world was consumed in burning agony. She did not die in the same instant as the slaves did. She was forced to cling to life as her body tried its damnedest to suck as much magic into her to try fighting the force of the Exterminatus-class weapon that would soon after rip her apart, molecule by molecule.

When the fires receded, there would be nothing left of Equestria—only a blackened, glowing hellscape. The atmosphere would burn away, leaving nothing in its absence. The only thing left would be the sigil of Octazarus, carved with orbital weapons into the surface of the planet, in a simple phrase that would unnerve all Imperial historians to come across it forevermore.

IMPERATORIA TALIONIS.

Author's Note

Howdy folks. Putting a strawpoll up to see if anyone would be interested in getting a full story of this, effectively a prequel that will cover the events leading up to this.

Strawpoll can be found here.

Voting will end about two weeks from the initial approval date of the story. I hope you all enjoyed!

~Director Waffles.