May the Stars Fall

by Tetravault

Rating: teen
Tags: Original Character, Profanity, Violence, Princess Celestia, Death, Human, Main 6, Gore, My Little Pony: Friendship is Magic, Dark
Length: 13531

Away from a world he knew, USAAC pilot Phillip Hutton tries to find a way back.

What would happen to someone, who bears the burden of fighting a war, when they are taken to a place where such a struggle is nonexistent?
Phillip Hutton, a USAAC pilot stranded in Equestria, is given a chance to reflect and rebuild the fragments of his humanity in a world full of magical, talking ponies.

Published 2022-04-12 04:00:01 UTC
Last updated 2022-04-15 06:10:50 UTC

From the Author

Hi there, dear reader, the name's Tetravault. I would like to thank you in advance for picking up this story, and I hope you enjoy the journey I wish to tell.

But first, a bit of background information.

This is my first return to the realm of Pony in quite a while. Nothing crazy or serious happened to cause my departure of the fandom, I just grew up a bit more and moved onto new things and interests. I gained a college degree, started on a second one, got into other franchises like Warhammer 40K, picked up a lot of anime, plus new hobbies like building model warships. Just your general nerd, I guess.

But recently (as in the night before as I'm writing this), I had a funny urge to watch some of ACRacebests old Brony convention blogs. To my surprise, he had gone to Harmonycon recently and uploaded blogs for it! It was like picking up an favorite TV show, and it dislodged something in the back of my mental shelf. It triggered a sense of nostalgia I haven't felt in roughly eight years now.

And that was my enjoyment of MLP. It all sort of cascaded from there, though I haven't binged any episodes (yet). The biggest chunk to have fallen was my creative writing prompts for MLP fanfic. And right there at the top, the prompt for this story was sitting. Now, I had gone under a different name on this website, I was originally Captain Suicide. No one famous or well known on the website, but I had a small splash. While I was under that account name, I had written this very story, and it had gained some followers. Combining my love of wartime history with colorful, talking ponies just seemed to work! The story was well on its way to having consistent updates, then...well...

I left this all behind. Deleted my Captain Suicide account, purged most of my Brony socials, kept the music playlist I had made on YouTube though. That will never go away, it holds some epic bangers from the Golden Age days of the fandom. The time span of 2012-2015 was quite the Golden Age. Regardless, I thought I was done.

And yet, here I am, standing at the point I had left. Much has changed with the fandom, that much I can tell from an outsiders perspective on things. But I feel at the core, I can recapture that nostalgia of days gone by. Hopefully, these attempts aren't wasted on you, dear reader.

And so, with my wits and characters by my side, I'm ready to take a step back into the fandom. Will I stay long? Maybe not. Will I enjoy the ride while it lasts? You're God damned right! The story you're about to dive into takes place sometime after Twilight obtains her castle, but before the whole Friendship School era. I may need to brush up on what happened in the later seasons.

Without further ado, I present to you, the revamp, restoration, reworking and rebuilding of an old story originally known as "Hutton's Holly-Marie". Please, sit back and enjoy:

May the Stars Fall

Chapter One - A Starry Night

April 24th, 1943, RAF Snetterton Heath, 7:30 PM, London Time.

Phillip glanced down at his wrist watch, a soft sigh escaping him as he realized that only two minutes had passed since he last checked his watch. Tugging the leather sleeve of his bomber jacket back over it, he leaned against the hood of an Army Jeep and looked at the endless line of two-hundred, imposing B-17E Flying Fortresses. The sleek design of Boeing, protected by machine guns from Browning, flying on the power of four, Wright Cyclone radial engines all combined to make one hell of a lethal delivery system of high explosive ordnance. All around him, ground crew personnel buzzed around their assigned bombers like a swarm of bees in a hive as they made small repairs or refueled the massive beasts. Bomb trolleys transported long trains of five-hundred pound bombs, while airmen and other maintenance personnel hitched a ride on the ordnance to other areas of the airfield. Men walked the tarmac with belts and belts of fifty-caliber ammunition draped around their neck, shoulders, and arms like copper colored ponchos. To Phillip, he was watching the American war machine in motion, preparing for another mission against the Third Reich.

Another mission that Phillip had to wait for. And he hated waiting; It always gave him the jitters. Some called him 'Flak Happy', a term given to those who are reckless or uncaring about their job. Truthfully, it couldn't be any farther from the truth for him. Being the son of a Marine who fought at Belleau Wood, Phillip was raised with the mindset that every job is an important job. One mistake, and it all falls to pieces.

And in the air, one couldn't afford to make a mistake. Being Flak Happy often got entire crews killed.

No, Phillip hated waiting because it meant he had to wait to fly. He loved flying, ever since his grandfather took a him for a ride in the old crop duster when he was just thirteen. From up so high, the golden ocean of wheat fields in central Nebraska seemed to stretch on forever, blending with the golden sunset of a warm July afternoon. From that day, Phillip's head was only in the clouds.

"Captain!" called a voice from behind Phillip. This startled him, shaking him from his memories of old. Looking over his shoulder, his co-pilot Jason Brown, was waving at him as he hopped off a Jeep that was overcrowded with more personnel and airmen. One of the passengers, Burton, yelled at Jason about a bet the two were making.

"Put fifteen on the Cubs!" Jason yelled as the Jeep rumbled away.

Burton yelled back, "It's your funeral, the Cubs won't make it this year!" just as the Jeep took a right at an intersection. Phillip stood up from the his Jeeps' hood and fell in line beside his co-pilot, just as the twenty-one year old him a small stack of papers.

"Is it promising?" Phillip asked as he took the papers and began to look over the newest weather reports.

"Afraid not. Looks like the weather over Berlin isn't going to be cooperating with us tonight. But, command wants us to be ready for anything." Jason said as the two of them approached their bomber. Emblazoned on the nose, just behind the glass nose of the bomber, a nearly nude woman sat on the olive drab paint, looking over her shoulder in a teasing manner as she pulled at her bra strap, ready to take off the last bit of her clothing. Beneath her, in bright red paint, sat the words "Hutton's Holly-Marie" in a cursive font. Phillip looked up from the weather reports and passed them back to Jason.

"It's better than nothing. Where's the rest of the crew?" Phillip asked as he stopped beneath the entry hatch. Jason had taken a moment to withdraw a cigarette from his pocket and lit it, much to Phillip's displeasure. Taking a drag, Jason turned his head and blew the smoke away from Phillip.

"Hagerty and Wiskowski are getting changed right now. Last I saw, Bush, O'Hare and the others were in the mess hall getting their dinners in before we go." Jason explained, taking another drag. Phillip just scoffed slightly and rolled his eyes as he gripped the inside of the hatch to pull himself through.

"If we go, you mean." he pointed out. Jason gave a scoff of his own, followed by a grumbled, "Right."

As he tucked his legs in and kicked them out into the interior, Phillip managed to flawlessly enter the bomber. Keeping himself slightly hunched over, he navigated past the seat of the upper dorsal turret and entered the cockpit. The space was cramped, with barely enough room for someone to just squeeze their way past while someone else was seated at the controls. Buttons, gauges, levers and switches littered the surfaces of the control panels. To the outside eye, it would look like a mess of technology. To his trained eye though, Phillip knew what every switch and button controlled or changed. Sitting himself down in the pilots seat, his hand would flick on the interior lights as Jason clambered his way into the machine. Joining him, Jason continued to look over the weather reports, along with some other reports.

Silence lingered between them as Phillip rested his head back to shut his eyes for a bit. If he had to wait for the signal to launch, he would usually try and take a cat nap to pass the time. If anything important came up, Jason was tasked with waking him up. Voices outside the bomber caught Jason's attention, and he looked over his shoulder as the top turret gunner, Hagerty, lifted himself into the interior.

"Evening gents." Hagerty said, his Bostonian peaking through as he reached for his position. Jason gave a slight wave as the gunner reached out of the hatch to haul in some belts for his guns. Handing the belts in was their radio operator, Bush. The Milwaukee native could be seen peaking into the bomber before giving Jason a quick wave. Jason returned the gesture before talking to Bush.

"Are you brushed up on the callsigns for this mission?" he asked. Bush heaved himself in, taking care not to bump into Hagerty as he found his footing.

"Yes sir!" he said confidently, a winning smile pulling at his lips. Jason couldn't help but crack his own Smile; Bushes' smiles could be put on a billboard to sell vacuum cleaners, and he'd make a profit over night. As Bush crouch walked his way back to his radio station, O'Hare poked his head in. He quickly clambered in, his ginger hair peaking from beneath his leather cap. He didn't say a word to anyone as he made his way down the small stairway into the bombardier's nest beneath the pilots. Phillip gave a snort and opened his eyes, taking a moment to look around before peaking into the rear compartments behind him.

"Guessing the boys are getting on?" he asked, giving a small yawn as he stretched in the seat. At that moment, their Navigator, Wiskowski, entered the cockpit without a word. He wasn't the type to speak as well, just like O'Hare, he would rather let his actions speak for him, though Phillip and Jason greeted the back of Wiskowski as the Pole moved to his position down in the nose with O'Hare.

"Yep." Jason replied as another crew member entered the aircraft. This time it was Johnson, an easy going boy from the south side of New York. As he pulled himself up, he gave a yelp of surprise as his grip slipped, his arm getting stuck between him and the edge of the hatchway. With his quick reflexes, Hagerty reached down and grabbed Johnson by the collar of his jacket, stopping the boy from falling out entirely.

"Grab my arm, kid." Hagerty ordered. Johnson hesitated a moment, but Phillip and Jason could hear Johnsons' other hand slamming against the side of the aircraft to throw his other arm up, his hand wrapping around Hagerty's forearm. With a grunt, Hagerty heaved the New Yorker into the aircraft and onto his feet. After acting like he was brushing Johnson off, Hagerty pointed at his arm. "You need to work on proper entry procedure." he remarked.

Johnson just rolled his eyes and rubbed his upper arm. "I know, I know. I just don't like how it feels throwing my body in like you guys do." he said, making his way forward into the bombardier nest. "Throws my balance off." he added before settling in. Phillip sat up a bit and leaned around to speak up.

"Don't get too comfortable. We might not be taking off tonight." he announced. As he did, he could see the waist gunners Woods and Olivias-Marin enter the bomber through a rear hatch, with Edwards and Jefferson right behind them. Being the smallest member of the crew, Jefferson was a perfect fit to be the ball gunner, a position suspended by just metal and electronics underneath the Flying Fortress. The Missouri native had ebony skin and a charming personality, with a voice so smooth he belonged on the radio. He even tried being trained to operate the radio, but his request was denied for rather unpleasant reasons. Regardless, the denial didn't stop Jefferson's stride. He popped open the hatch for his turret, sitting just on the edge with his legs inside as he rested his arms on the hatch, watching Olivias-Marin and Woods while having a conversation with them.

Olivias-Marin and Woods, both from the same town in Nevada, worked like mirror images of each other as they checked and loaded their respective machine guns. Olivias-Marin hailed from a family that moved into the States from Mexico at the tail end of the twenties, just before the Great Depression kicked off. Woods, a farmers son, became quick friends with Marin when his father hired Marin's' father on as a farm hand. Marin was the brother Woods never had, and the two soon became like brothers. While unsettling at first, most airmen grew accustomed to their mirroring behaviors and actions.

Phillip could tell, even from the cockpit, that Edwards was already seated in the cramped tail gunner position, leaning against the metal siding as he napped. Edwards always slept whenever, and where ever, the opportunity arose. Doctors tried diagnosing him as a narcoleptic and almost barred him from even enlisting, but he just insisted that he liked taking naps, saying they put his mind at ease before something major. He napped before tests in school, he napped before an important football game, he even napped before his annual family reunions.

Phillip couldn't help but smile as he watched his crew. To him, they were a second family. Not only were they his brothers in arms, they were all his best friends. They flew with him from mission one, straight up to their current mission, number twenty. In that time, they fought together and with each other. They cried together, and supported one another. When someone was injured, everyone who could, would lend assistance in anyway they could. Despite their differences in skin, their personalities and where they came from, Phillip loved them all.

At that moment, another Jeep stopped in front of the Holly-Marie, and the passenger leaned out to holler at the bomber.

"Phillip! Hey, Phillip!" called the man. Phillip raised a hand to slide the window beside him back. After adjusting himself, he managed to slightly poke his head out of the window.

"What is it, Mike?" he asked. A sense of excitement began to build in his core. This was the moment that would either make or break his waning patience.

"Weather reports just got updated! Turns out that cloud cover over the target area was just a smokescreen used against an earlier RAF raid. Our chance has come up." Mike explained. As the realization came to Phillip, a grin broke over his features.

"Engines hot?" Phillip asked, trying to hold back his growing excitement.

"Engines hot, and be ready to taxi in five minutes!" Mike confirmed as the Jeeps' driver put the vehicle into drive and speeding away. Almost as if every person around him was listening, the ground personnel began their final preparations as airmen boarded their bombers. They removed fuel hoses and chocks, with others clearing away the smaller vehicles from the tarmac. Moments later, the tail end B-17, nicknamed Hootenanny Hoedown, began to spin up her engines. With coughs of exhaust and whining starters, one by one, the two-hundred bombers of the 96th Bombardment Group roared to life. The night time sky became an orchestra of horsepower as eight-hundred total engines spun up, ready to unleash 960,000 combined horsepower.

Then, one by one, the Flying Fortresses lumbered into a single-file line towards the runway.

With his Holly-Marie shuddering under the growing power of the four Wright Cyclone radials, Phillip made some last minute securements of his equipment and gripped the throttle levers. His crew radioed in from their stations, confirming that they were ready to fly. With a nod from Jason for final confirmation, he eased the throttle forward and guided his Flying Fortress into the taxi line.

And above them all, as the clouds began to open up, the stars twinkled bright. And, between the glimmering pinpoints of light, shooting stars shot past in momentary glimpses of streaking light.

~ ~ ~

Night had fallen on the land, signaling the end of another day in Equestria. A cool mid-spring breeze rolled through the valley that Ponyville occupied. Leaves rustled as the wind came through, carrying the scent of flowers and clean air. Carrying on and on, swirling upward towards the peaks of her castles' towers, Twilight Sparkle stepped back from her telescope and levitated her notes towards her. Her quill scratched along the parchment as she recorded her observations, only stopping a moment to double check something with another peek into the telescope. A scowl came across her lips as she pulled away again.

"Rainbow!" she called out. High above, a vibrantly colored pegasus mare stirred from her nap with a jerk. Peeking over the edge of her cloud, she could see Twilight's slight aggravation from where she was. With a yawn, Rainbow Dash hopped up and kicked the cloud into nothing. Floating down to her friend, Rainbow landed and gave another yawn before stretching out a leg.

"Sorry Twilight, I thought I'd try and sneak in some sleep before everypony else got here." she said as she trotted over to some nearby cushions and picnic baskets. With a brisk twirl, she sat down and adjusted her posture into a more comfortable one. Twilight couldn't be mad at the speedster, and she merely gave a soft giggle.

"I know, I apologize for having you and everypony else stay up late for this. But it's a rare opportunity to see this star shower! You wouldn't want to miss it, would you?" Twilight asked playfully. Rainbow Dash gave this some thought for a moment before shaking her head as she reached into one of the baskets.

"Nah, I guess I wouldn't! Where are the others, anyway?" she asked, removing a crisp green apple and taking a bite out of it. Opting to join her, Twilight moved away from her notes and telescope to take a seat next to Rainbow. With a flare of her horn, she lifted a sandwich from the basket and nibbled on it before speaking.

"Spike is helping Rarity close up shop, Applejack is making a quick stop for some additional snacks at Sugarcube Corner, she'll be getting Pinkie Pie at that same time, and Fluttershy is putting her animals to bed. Oh, and Starlight is downstairs right now, she'll be up in a moment." Twilight said, tapping the tip of her hoof against the other as she ran through her list of where everyone was. "Everypony has plenty of time to arrive. The shower isn't supposed to start for another hour, give or take." she added, taking another bite of her sandwich. A firm crunch into Rainbow's apple was her response before Dash spoke.

"What about your other friend, Sunset?" she asked as she chewed.

"Oh, I sent her an invitation too, but she was busy with other matters on her end of things." Twilight said, a hint of disappointment in her voice as she spoke. She was hoping to see the fiery haired mare again, but like all things, responsibility takes priority no matter where you are.

"Darn, I was hoping to talk to her more about the human world. Maybe some other time!" Rainbow said, downing the last of her apple in a few bites. At that moment, the trapdoor leading onto the roof flipped open, and Spike poked his head up.

"Hi Twilight! We're home!" he said happily, the tiny dragon hopping up onto the roof. Before anyone could say anything, Spike was immediately followed by the rest of Twilights' friends, all of them giggling and talking among themselves as they came onto the rooftop. Twilight and Rainbow exchanged a look happiness before standing up and moving to greet their friends. Despite the late time of night, a small party had begun on the roof of Twilight's castle, although it was a low-key party. Twilight had made sure that Pinkie Pie wouldn't launch a full scale party assault in the late hours of the night. True to her word, Pinkie Pie held herself back and simply brought a radio for them all to listen to music to while waiting for the star shower.

And just like the uneventful day, the night was set to follow suit, albeit under the cover of falling stars. The sky was clear, ready to give Twilight and her friends a show they wouldn't forget.

Chapter Two - And Thus They Fell

April 24th, 1943, somewhere over German occupied territory.

Hutton's Holly-Marie jumped and jerked slightly as she encountered some turbulence. Phillip held onto the controls with a firm grip, ensuring the massive aircraft stayed true and straight. One wrong jerk or shift in the flight path, and the bomber could collide with one of the hundreds of others in formation around them. To make it worse, the group had flown into a bank of dark clouds on their way to the target, which reduced their visibility to nearly nothing. The only way anyone could tell they were still surrounded by friendly aircraft were the friend-or-foe recognition lights mounted on the underside of the wingtips. As it stood, Phillip and his crew were still within the formation, for now.

Radio silence was top priority for this mission, as the bombers didn't want to alert the Germans that they were coming. Allied bombers were deep into conducting night raids against industrial targets, although it appeared that soon, they'd be able to conduct day-light operations. For now though, the night was their shroud, and their enemy was an invisible force known as radar. Once the formation appeared on German radio scopes, it was only a matter of time until the fighters were scrambled to intercept them. Although, at night, it was a lot tougher to intercept such a large force without radar guidance.

Which the Germans had begun doing with their larger aircraft. Bf. 110 and Do. 217 heavy fighters had begun to appear with radar antennae on the front of their aircraft, which would send out signals for them to follow. They had gained a nighttime advantage, and were now able to 'see' in the dark. Phillip hoped dearly that they wouldn't encounter either of the aircraft, as they carried heavy armament that would turn his bomber and crew into fine red mist. Reaching up to his neck, Phillip clicked the throat mic around his neck and spoke.

"How are we looking Wiskowski? he asked.

"If my timing's right, we're roughly thirty-minutes from the bombing lane." Wiskowski replied flatly. He didn't like to speak much, but it always caught Phillip and the others by surprise with how low and gentle Wiskowski's voice was. It was almost unsettling, but not quite.

"Thanks Wisko, I'll want a report when we get closer." Phillip ordered. Wiskowski clicked his mic once in acknowledgement as Phillip called upon their radio operator.

"Bush? Anything note worthy?" he asked.

"No sir, radio has been silent ever since we got into formation, just as ordered. I've been listening to a station that comes through clear if you want to listen in." Bush offered. Looking to Jason, Phillip and him both gave a slight nod and shrug of "Why not?"

"Go for it Bush, keep it low though." Phillip ordered. Without another word, Bush switched the lines of his radio so that the feed he was getting could be heard by his crew mates. A soft, seductive voice came in through the slow jazz, singing softly about how much she wished to see her fighting man again. The atmosphere of Hutton's Holly-Marie became like that of a small blues bar. The music was correct, all that was missing were some drinks and cigarette smoke, plus the woman singing such a lovely song. Phillip imagined she looked like the woman his bomber was named for, his high school flame who awaited his return. He could feel her ruby red lips touching his cheek as she sang to him, and it warmed him to the core.

As the song played, some of the crew members hummed or lowly sang along to themselves, each lost in their own fantasies as they kept an eye on the dark world outside their aircraft. The clouds had broken up, spitting the flight out into clear skies. The land below was a darker shade of night, although a few scattered lights from buildings below helped slightly define the landscape. Everything looked so tiny from so high up, one could get lost in trying to just see how far they could see from such altitudes.

Without warning, Bush cut the radio feed, much to everyone's displeasure.

"Hey, come on Bush! At least give us a warning before you pull the plug!" Jefferson said in protest.

"Sorry guys, but I'm picking up new radio traffic." Bush said. Phillip felt his heart skip a beat at these words, and he shared a glance with Jason.

"What'cha got?" he asked. Bush was silent for a few moments before speaking again.

"I've got German radio chatter. They might've finally picked us up on radar. I say roughly five to six minutes before we start seeing some friends showing up." he said. The bar like atmosphere whipped up by the song was immediately shattered, replaced by the sound of rounds being put into chambers. Phillip and his crew were on high alert, and he told Bush to tell the rest of the flight to get ready. As the word went out, the Holly-Marie jerked and jostled with turbulence again. She then jerked again, rougher this time. A underlaying sound of explosions could be heard.

"Flak!" Jason called out just as another flak burst jostled the airframe. Suddenly, powerful searchlights sparked to life and turned skyward, their shafts of light cutting through the nighttime sky as the light crews searched for the bombers. The lights worked in tandem with the flak guns below, helping the gun crews guide their shots into where the light crews think the bombers were. To their left, Phillip and Jason watched in horror as the Hootenanny Hoedown suddenly erupted in flames. The cockpit had taken a direct hit, and the explosion launched the nose away from the bomber. Seconds later, the bomber began to plummet towards the earth below, the flames eating away at the bombers body. Phillip wasn't sure, but he was positive he could see the remaining crew members jumping for their lives, their silhouettes briefly illuminated by the fireball that was their aircraft.

"Hold on!" Phillip called as another explosion rocked the bomber. The hit felt rougher this time, and he could hear the sound of rending aluminum. He clicked the throat mic again, his other hand keeping the aircraft as steady as he could. "Are we hit?"

"Marin's gone! Flak chewed his waist window out, took him with it!" Woods reported, his voice full of distress at the sudden loss of his pseudo-brother. The flak continued to rock the bomber, fragments of metal chewing into the airframe with each timed explosion. All around them, the flight was gradually being reduced as the flak field tore into the formation. Engines erupted into flames, wings were sheered off from their airframes, while other aircraft lost surface control and began to wander out of formation. Searchlights continued to guide the flak guns below, picking off any stragglers that end up being illuminated.

Yet, just as fast as it started, the flak stopped. The jarring rollercoaster lasted only two minutes, yet they felt like an eternity for Phillip and the others. As the others radioed their conditions, further dread began to fill Phillips' core; Now that the flak was done, the fighters were bound to arrive, and soon.

Phillip was turning to tell Jason this just as neon green bullets began to fill the air, ricocheting and sparking off various surfaces. The familiar rattling of German machine guns could be heard, accented by the heavy chugging of their auto cannons. To his further horror, Phillip watched as his co-pilot took a 20mm round to the face. The shell ripped open the window next to Jason, bursting against the aluminum frame and into Jason. Glass and sheeting tore into Jason's flesh, as heavier components broke the skull and jaw. Gore splashed the cockpit and Phillip screamed, his hands gripping onto the controls for dear life. His eyes darted around in terror as the situation outside grew worse. He could see the dark outlines of German night fighters swarming the formation, their green and white tracers chewing into the remains of the flak field survivors. Engines erupted into fireballs, surface controls fell away as they were shot off.

"We're entering the bombing lane!" Wiskowski yelled from the nose. Phillip could hear the bombers machine guns chattering away, trying to drive off the attacking enemy. O'Hare scrambled to the Norton bomb sight as Wiskowski manned the cheek guns to help defend the aircraft. Woods fought with the fury of retribution from his lone position in the waist, while Haggerty spun around in his turret, his dual fifty-caliber machine guns filling the upper hemisphere of the bomber with red tracers. Edwards pressed himself against the walls of the tail turret to try and get better angles, while Jefferson pivoted and tracked fighters from the belly. Bush did his best to help defend, but his attention was split between his gun and the radio. Overall, the Flying Fortress was living up to its name, filling the air with red tracer death with the other bombers in the formation.

Yet, for all of its valiant defense, it wasn't enough. Phillip watched as another night fighter circled in for the shot, the nose opening up with green and white tracers. The stream of bullets and shells shot past the cockpit, chewing into the engine on his immediate left, which promptly erupted into a fireball. The propeller spun into an uncontrolled tizzy, and Phillip moved to flip the switch for the internal fire extinguisher. It was a moment too late, again, as the engine suddenly seized up and exploded into mechanical gore, gutting the mounting. Phillip stared ahead as the realization that he might die began to set in. Time seemed to slow down, the rapid tracers outside becoming elongated as his world slowed to a crawl.

And yet, despite the chaos around him, Phillip couldn't help but notice that there were shooting stars streaking across the night sky. The dark form of another enemy fighter was outlined by the shooting stars, the nose mounted weaponry looking like glittering stars themselves. Phillip embraced the inevitability that was coming for him. If he was going to die, at least it was under a curtain of shooting stars. He closed his eyes, waiting for the brief pain to hit him. As he accepted his fate, the world outside his closed eyes flashed a vibrant white. He couldn't have known that his dying aircraft simply vanished from his world, although to others, it appeared as if the Holly-Marie simply imploded.

* * *

Ponyville

The stars twinkled high above, the moonlight illuminating the landscape surrounding Twilight's castle. The Princess and her friends were happily chatting among themselves, sharing snacks and telling stories, when Spike alerted the group to the fact that he started to see some shooting stars. Almost on cue, the group craned their heads skyward just in time to see the first group of stars streak across the sky. They awed and smiled as they watched the event unfold, a few of them counting how many they could see. Twilight occupied herself by looking through her telescope again, trying get a better look at the meteorological event as it unfolded. As she observed, she pulled away again and held a pondering look on her face. Spike noticed the change in Twilight, and took a moment to regard her.

"Is everything okay, Twilight?" he asked. Twilight looked up again before speaking.

"Does anypony else feel that?" she asked. It was a heavy feeling in her core, one that caused her horn to tingle at its base.

"Feel what, sugarcube?" Applejack asked, looking at Twilight too. The princess turned her attention to her friends, hoping that Rarity and Starlight were picking up the sensation too. Her her relief, both of the mares were looking at her too, a curious look on their faces.

"I certainly feel a heavy magic presence coming." Starlight said before sitting back on her haunches and holding her stomach a bit. "And it's making me uncomfortable." she added.

"I feel it too, almost as if somepony is trying to cast a complicated spell." Rarity said. Starlight and Twilight both agreed with the observation, and the discussion attracted the attention of the non-magically inclined members of the party. Applejack, Fluttershy, Pinkie Pie, Rainbow Dash and Spike all shared glances, and Twilight could tell that they were at least feeling the same thing to a degree. Pinkie Pie's tail twitched constantly as her rear left leg began to rapidly tap her hoof against the rooftop.

"Ooh! Tappy hoof and itchy tail! Tappy hoof and itchy tail!" she exclaimed, sitting on her haunches to stop her tapping hoof. Rainbow Dash's eyes hardened as she began to look around, her back and shoulders stiff as her alertness grew. Applejack and Fluttershy simply exchanged worried looks as Spike looked back up to the stars.

"Hey girls? The star shower's getting heavier. There's more!" he pointed out. Once again, all the ponies looked skyward, gasping softly as they watched a streaking sea of stars cascade overhead. It was more than any of them had seen before in their lives. It was like the sky was falling before them, a trait Pinkie Pie was quick to point out in a panic. Then, just as the star shower and sinking feeling in their cores reached their zeniths, the sky briefly flashed white, blinding them all for a moment. As the blinding effect wore off, Twilight peered back into her telescope, hooking a hoof over the barrel to swivel and pivot the telescope as she investigated the night sky for any changes in the star shower.

"What the hay was that?" Rainbow Dash asked grumpily as she rubbed her eyes with a hoof. Rarity had blinked several times to clear the brief blindness, her crystal blue hues regarding the night sky again in worry. As she did, her ears swiveled around to a new sound. Her head immediately turned to look for the source of the new sound. It sounded like a droning of some kind.

"I hear something." she declared. The group looked at Rarity, then in the direction she was staring. It was coming from the northwest, towards the peaks of the Unicorn Range. Applejack was the next one to confirm the sound.

"Sounds like that cider car the Flim-Flam Brothers had created a while back." she said, squinting her eyes to try and see the source. Twilight pivoted the telescope in the direction they were all looking at. To her surprise, fire filled her scope's view. To her, it looked like a meteor had broken the atmosphere, and was on a path directly for Ponyville.

* * *

Phillip's eyes snapped open seconds after he closed them. The white light from outside was bright enough to see through his closed eyelids, which alerted him to the fact that he wasn't being riddled with machine gun fire. He looked around as he gripped the controls of the B-17 again, his brain playing with the idea that he just fell asleep at the controls and had a brief nightmare. Unfortunately, as he checked over his left shoulder to look at the nearest engine, his view was filled with a brilliant inferno. The engine fire had begun to eat away at the rest of the wing, and he could feel the aircraft shuddering under the weakening structure. A brief glance to his right, and he was greeted by the crushed skull of Jason Brown, his upper body slumped in the seat. Phillip's ears were filled with the panicked screams of his remaining crew, the cries for help and guidance blending with the roaring wind, fire and groaning aluminum.

* * *

Twilight watched as the inferno in the sky grew in size with each passing second. It had to have been a meteor, and a large one at that. Her friends watched in awe at the growing sight, yet Applejack looked over to the Princess with worry in her features.

"Twilight? Is that coming this way?" she asked. The others connected the dots right then and there, their collective gaze snapping to Twilight.

"It'll hit the castle!" Starlight yelled, hopping onto her hooves.

"It'll hit Ponyville!" Rainbow Dash proclaimed, her frame leaping into the air. "I'll go and divert it!" she added. She made ready to shoot off, but her tail was snagged by a field of purple magic.

"No Rainbow! You'll get hurt! Rarity, Starlight, with me! We're going to divert it!" Twilight ordered. Rarity and Starlight followed the order, and a moment later, the three unicorns began to cast their magic. "Focus on the meteor!" Twilight said as the three mares focused their spells on the meteor. Twilight could see their collective fields embrace the meteor, their translucent glows becoming more vibrant with the fire beneath them. "Do you two have it?" she asked. Rarity grunted as she strained her attention, as she wasn't used to casting her magic on something quite this large. Starlight confirmed that she could feel the meteor's presence.

"Push!" Twilight ordered. With a flare of their horns, a second flash of light shot out towards the meteor. The group watched with anticipation as the magical shot impacted the meteor. They could see a visible change in the flight path, but there was no stopping its descent.

* * *

He pulled and strained at the controls of the bomber. Phillip couldn't be sure of how much surface control he had at the moment, but there was enough to keep control of the falling bomber. As he fought for survival, a strange glow began to mix with the flames. His mind raced to find an answer to this new development, maybe the oxygen was finally being eaten into by the flames. If that was the case, then this wasn't going to be Phillip's problem much longer. It could've also been the ammunition belts for the bomber's defensive guns cooking off, in which case it'll only take a hail of fifty-caliber bullets cooking off to end his worries.

A violent jerk suddenly jostled the aircraft. Something fell off, because now he could feel their fall change in direction. A wing? The left one certainly would be the culprit there. He cast one final glance out the forward windows, looking for a place to end the suffering of his aircraft and crew. A riverside town was less than a hundred feet below, the sleepy streets dimly lit by streetlights. A strange structure of immense height raced past his right wing, but it was there and gone before Phillip could register it fully. The lights of the town illuminated an empty stretch of fields just outside the perimeter of the buildings. There, that was where Phillip would finally find respite.

* * *

In all of their lives, Twilight and her friends had never seen such a strange object as it screamed past the castle. The inferno illuminated the silhouette, but everypony had began to run for safety before anyone could get a good look at it. All of them screamed in terror as the heat of the inferno washed over the rooftop, which had forced them down to the floor below. It was madness in the night skies above Ponyville, made only worse by the sound of a heavy impact, followed by the ear-splitting screeching of twisting metal. Looking out the window, Twilight gasped in horror as the inferno began to consume the fields outside the town, the flames casting an ominous glow against the homes and businesses of Ponyville.

* * *

He had let go of the controls at the last second, resigning himself to the impact that immediately followed. Phillip was thrown forward, the restraints of his seat catching him painfully. The sudden stop snapped his head forward, which impacted against the control panel before him. The blow was brief, immediately knocking him out. This was a mercy, as it spared the young man the sounds of a dying crew and machine. If he didn't wake up, Phillip had already determined long ago that he was going to ask Saint Peter exactly how bad his death was.

* * *

Fire alarms and sirens cried out across Ponyville as the fire department sprang into action. Fire fighters raced to the scene of the fire in the backs of pony drawn carts, with confused and concerned citizens looking out of their windows and doors at what caused such a horrible disturbance. Hot on the heels of the fire crews, Twilight and the others raced towards the scene as well. Wanting to get there immediately, Twilight teleported ahead to the scene, with Starlight following only a moment later. The two reappeared at the edge of the fire brigade's perimeter, watching as the crews pumped water from their carts into the hoses. Hose crews kept their distance from the fire, cascading their water streams down to quell the flames. The two mares chipped in, conjuring water spells of their own to directly fight the flames. As Twilight, Starlight and the fire crews made progress, the silhouette of the object before them gradually became revealed.

It was massive, whatever it was. A long body laid broken and pockmarked, with horizontal structures branching off from the mid section. These were the source of the flames, and the fire crews concentrated their efforts there to kill the flames. A lone vertical structure loomed over the sight, the base of which was connected to the end of the long body. The letter 'A' was painted within a black square over olive drab paint on the vertical structure, well, what remained of the 'A' could be seen. The structure was torn apart and looked like it was barely hanging onto the rest of the object, which could describe the rest of what the ponies were looking at; Barely hanging on.

As the crews fought the last of the flames, the sun had begun to rise on a new day for Equestria. As the situation was taken under control, Twilight and her friends begun to gradually draw closer, although fire crews warned them to keep a distance, as it was still giving off heat in some places. As the morning progressed, most of Ponyville had gathered around the crash site, as it was later determined to be one by the fire crews. Rounding to what she presumed was the front, Twilight spotted a familiar sight painted on the surface. Flames had eaten away at the paint, but Twilight could see the upper shoulder and face of a human female looking down at her. Her pulse quickened at this reveal, her gaze continuing to examine the surface of the object. She spotted more paint beneath the seated backside of the human female.

In barely legible script, were the words Hutton's Holly-Marie.

Chapter Three - Dazed

Phillip snapped back to reality, his head jerking up as he looked around in a heavy breathing filled panic. He grunted as his vision blurred, his hearing filled with a painful ringing sound. His hands came up to hold his head, as it felt like it was about to split in half. As the ringing subsided, he was left with a pulsing headache. Pulling his hands back, he saw that his palms were covered in half-dried blood. Tentatively, he gently felt his face, letting out a yelp of pain as his fingers brushed against a broken nose. As his vision cleared up a bit, Phillip could see, to his surprise, the rays of the oncoming afternoon sun shining through the shattered windows of the cockpit.

"Daylight...? How long have I been out...?" he mumbled to himself as he looked to his right, his gut filling with a cold sensation as he saw the battered corpse of his friend. His vision blurred again as he looked back into the rest of the bomber, seeing the legs of Hagerty hanging limply from the top turret seat. Blood slowly dripped from the sole of one of Hagerty's boots. As his vision cleared again, Phillip began to undo the belts that had saved his life. The pilot panted as pain gripped his core, most likely the result of a few broken ribs from the sudden impact. With a groan of pain, Phillip slipped himself out of the restraints and staggered to his feet. Doing his best to ignore Jason's cold stare, he looked down into the bombardier nest. Casings, maps and glass littered the floor, along with the entangled corpses of Wiskowski and O'Hare. With a slight whine, Phillip grimaced as a new sound reached his slightly ringing ears;

Someone was moving. Turning back around, looking past Hagerty's lifted body and into the empty bomb bay, he could see Bush crawling towards him from the radio compartment.

"S-sir..." Bush croaked weakly. Phillip was slow to spring into action, his footing fighting him as he tried to balance himself within the crooked and broken interior. A weak smile tugged at the corner of Bush's lips as he stopped moving, visibly sighing as Phillip got closer.

"Bush...!" he yelled hoarsely as he fell forward, nearly falling through a jagged, gaping hole cause by a flak shell that had punched through the aircraft without detonating. Regaining his balance, he shuffled along the tiny catwalk that crossed the bomb bay. Reaching Bush, Phillip cleared away the operator seat and lifted the young boy up to sit in it. Bush was extremely pale, his eyes wide with pin prick pupils as he visibly shook.

"Sir...?" he asked, meeting Phillip's stare for a moment.

"Hey buddy, I'm here, I'm here!" Phillip assured breathlessly. His hands had begun to pat Bush down, feeling for any injury. "Are you hurt?" he asked. Bush silently shook his head, his chin trembling as he looked away from his Officer towards the rear of the bomber.

"Jefferson is gone...Woods...Edwards..." he trailed off. Phillip followed Bush's gaze aft towards the other gunnery positions. He could see Edwards' body slumped against the wall of his tail gunner seat, as if he was still asleep. Jefferson's ball gun was violently forced back into the bomber, having been crushed and pushed upwards from the force of the impact. Woods was no where to be seen, though. Phillip could only assume the worse.

"Hey, hey, look at me Bush. I'm here, you're here, we're gonna be okay, yeah?" he asked. Bush continued to shake, but gave a weak nod. "You're not hurt?" Phillip asked. Before Bush could respond, the two men could hear voices from outside, although they were at a distance. Phillip's training kicked in, his hand immediately opening the zipper to his jacket and reaching into the armpit holster that held his 1911. As his fingers loosened the holster, Phillip hissed in pain as his sidearm pressed into a tender spot beneath the holster. Withdrawing the sidearm, he chambered a round and looked at Bush.

"Where's your gun?" he asked in a hushed tone. Bush took a moment to regard his person, his hands patting his chest to feel for the holster. Feeling it, he shakily mirrored Phillip's actions and chambered a round once the gun was withdrawn. The voices outside continued to grow louder, drawing closer. They both listened, their bodies tense. Phillip felt confusion trickling into his mind as he listened.

"Are they speaking English...?" he asked, mostly to himself. Bush seemed to have heard the question.

"Maybe we got turned around?" Bush asked softly, his gun aimed towards the hole in the waist position where Olivias-Marin was ejected from the aircraft by a flak burst. Phillip aimed his gun towards the same area as Bush, both men keeping their fingers on their trigger guards for the time being.

"No no we were far into German territory..." Phillip countered. "You stay here, I'm going to take a look outside. Cover me." he ordered. Bush nodded and held his sidearm with both hands, steadying his aim as the pilot slowly staggered towards the massive opening. As he got closer, he pushed himself against the wall, steadying his breathing as he slightly leaned forward to look outside. The noontime sun hung high, brightly illuminating a nearby town with unfamiliar architecture. He could see a few bridges crossing a crystal blue river that cut through the town. Clouds slowly drifted by over rolling green hills that seemed to go on for ages, and he could hear the early cicadas of summer chirping loudly.

"We're sure as hell not in Kansas anymore..." Phillip muttered to himself. The voices outside were suddenly very clear and extremely close as he heard approaching footfalls. Staggering back to Bush, Phillip could see a group of shadows entering the aircraft just as he raised his 1911 with both hands.

"If they're German, we kill them. If they're English, we warn them." Phillip ordered. Bush nodded just in time as the two heard a footstep clang against the metal floor of the bomber. Within an instant, Phillip's recognition training kicked in.

"Flash!" he yelled, hoping for the return phrase of 'Thunder'. The scrape of a shoe could be heard as Phillip's yell surprised someone outside.

"Sir, there's somepony in there!" yelled a male.

Phillip and Bush exchanged a confused glance as they listened. "Somepony?" Bush hissed. Phillip gave a brief shrug before speaking again.

"You will identify yourself or else we will shoot!" Phillip ordered.

"How about you identify yourself, or else we will be forced to board your craft!" came the response, although this one was a new voice, but was still a male one.

"How many?" Phillip called out.

"I could ask the same of you!" snapped back the male. "Now how are we going to go about this? Are we coming in to get you, or are you coming out here to us?"

"Do we have your word that you won't just kill us on sight?" Phillip asked cautiously.

"Depends on how trusting of strangers you are! But, considering we're able to understand each other just fine, I say we have some common ground there." replied the voice. Phillip and Bush regarded each other again, weighing their options. They didn't need to say much, their current environment was reminder enough that they were in no position to negotiate with whoever was outside.

"We'll go out there, but keep our guns visible." Phillip whispered as he slipped an arm around his friends' core to keep the radio operator steady. Bush nodded as he rested his weight against Phillip as they two made their way to the exit. As they got closer, the noon sunlight temporarily blinded them. Phillip released Bush so that both of them could cover their eyes as their boots touched the scorched earth beneath the wreckage. As their vision cleared, both men would be met with one hell of a surprise.

A half circle of armored, and armed, ponies surrounded them. Spear tips glistened in the sun, aimed straight at the two men. The ponies ranged in color and size, but all of them held an intelligent look in their eyes, although they were currently glaring in caution and uncertainty. In the center of the formation, an orange stallion with a blue mane cleared his throat, a slightly gawking expression on his face as he rustled a pair of wings that were tucked to his sides.

"More of them...?" he said under his breath before speaking up. "My name is Flash Sentry, Lieutenant of the Crystal Royal Guard. Identify yourselves!" he ordered. The two airmen simply stared in befuddled amazement at the fact that a pony just talked to them, let alone demanded that they identify themselves. Phillip's grip briefly tightened on his sidearm before gulping a bit, his mouth going dry. A couple shots will scare them off. That's all it'll take, just a couple shots...

But could we outrun them...?

His grip on the sidearm eased up a bit, his finger returning to the trigger guard. Flash Sentry noticed the muscles twitching in Phillips' arm, his eyes squinting a bit as he squared off his jaw.

"Don't try anything stupid, human. Identities, now." Flash ordered with an even tone.

How the hell...?

"C-Captain Phillip Hutton, United States Army Air Corps." Phillip said with a slight quiver to his voice.

"Corporal Stephen Bush, Uni-" Bush had started, but his posture suddenly slumped, his eyes glazing over. Before anyone could continue speaking, the radio operator collapsed to the ground, and Phillip immediately dropped to his knees to check on his friend, his sidearm hitting the ground with a slightly muffled thump! The guards around them gave sounds of surprise as they shifted into aggressive stances, their spear points following the motions of the two humans. Flash Sentry ordered his troops to stand down in the commotion, his voice raising up to give an order over Phillip calling Bush's name to make him wake up.

"We need a medic!" he yelled. Phillip looked up from his friend towards Flash Sentry, who was staring off at something. Following the pony's gaze, Phillip saw a decently sized tent set up nearby. A couple ponies stood guard outside, while others seemed to mill about on other errands, although some of them had taken notice of Flash's order. Almost ten seconds later, a snow white pony with a fiery orange mane came tearing towards the crash site at full speed. In seconds, the new arrival was kneeling down opposite Phillip.

"Talk to me." ordered the pony. Phillips' brain reeled at the developing situation, surprised that he was being ordered around by farm animals. Not giving an answer immediately, the pony looked up and clapped their hooves together to catch Phillip's attention. He could see a horn protruding from the pony's forehead, and it was wrapped in an orange glow of sorts. Feminine, charcoal grey eyes met his brown ones.

"Focus. What's wrong?" asked the pony, her eyes gesturing to the unconscious Bush. Phillip blinked a moment and cleared his throat again before speaking up.

"U-uh, he was shaking and extremely pale when I found him." Phillip explained. The mare nodded, rolling their hoof for Phillip to continue. "H-his eyes were wide, almost glazed over at points. I think he's in shock?" Phillip suggested, trying to remember his first-aid training. The unicorn gave a slightly bemused chuckle, her horn flaring up as an orange aura surrounded Bush's eyes, the lids opening on their own. The pony leaned forward, briefly examining Bush's ocular response as she spoke.

"Given what you two just crawled out of, that's a very good assumption. Oh, right, introductions. I'm Suture, and I'll be your nurse today." she said cheerfully for a moment as she looked up, her cheeks turning into cute dimples with a radiant smile before she dropped the cheery greeting and kicked into full medical professional mode. Her horn flared up once again, removing the sidearm from Bush's limp grip as his jacket zipper was enveloped in the same glow, which had began to pull down on its own. Phillip watched in stunned amazement as the mare worked her literal magic on Bush.

This has to be some sort of dream...

On instinct, Phillip gathered the two discarded sidearms, keeping a tight grip on them.

"He's breathing, which is a good sign. No external signs of injury, though I can't be certain about inside. I need a stretcher!" Suture called over her shoulder. Almost immediately two guards brought what she had requested and her horn flared again. Suture grunted as she attempted to lift Bush onto the stretcher. Phillip figured he should help anyway he could, so he wrapped his arms under Bush's arms and lifted his upper body. Suture noticed this and transferred her magic to Bush's legs as the two carried the unconscious human up and onto the stretcher.

"Where to, ma'am?" asked the guards.

"Take him to Ponyville General. He's going to need a full look over and that can't be done here." Suture ordered. Immediately the guards ran off in the direction of the nearby tent as another pony approached, drawing a cart behind them to rendezvous with the stretcher bearers. Loading Bush into the cart, the pony leading the cart reared back and took off away from the tent.

"You're going to need to go there too." Suture said, and Phillip jumped a bit as he realized that the mare was regarding him again.

"Huh?" Phillip asked dumbly.

"I can see you're struggling to stand as it is, I can only imagine how beat up you are. You're coming with me to the hospital to get looked over too." Suture said, taking the lead at a quick pace. Phillip simply stared after the mare, but immediately felt a shoving push at the small of his back.

"Get moving!" ordered one of the guards. Phillip jumped slightly again as he turned to regard the guard behind him, but his legs began to move him away from the crash site. Looking up from the guard behind him, Phillip saw the corpse of his beloved Holly-Marie. The old girl was a beaten, battered, broken mess of an aircraft. Phillip stopped a moment as he turned on his heel, the guard bumping into him with a grunt. He wanted to run back to the wreck. He wanted to double check for survivors, to see Jason and the others crawling out in equally battered conditions. He couldn't quite believe his family was dead, with the Holly-Marie acting as their collective casket. The guard in front of him growled and pushed Phillip again.

"I said, get moving!" he ordered. Phillip gave a strangled whine as he turned on his heel, but his head was still turned back, his eyes on the wreck. Flash Sentry fell in line beside Phillip before clearing his throat to catch the human's attention.

"You will be under guard while you're at the hospital. We're going to want answers out of you and your friend, but your recovery comes first. If there's anything you need, ask. Wherever you go, we will go. You will have two guards posted outside of your rooms at all time. If we suspect any foul play, we are authorized to use force to subdue you. Am I making myself clear?" Flash asked, looking at the 1911s in Phillip's grip.

"Also, we will be relieving you of your weapons. Polearm!" Flash called. Another guard trotted over, this one a unicorn, and Phillip could feel his grip being joined by an invisible force. Looking down a moment, the pilot saw the guns enveloped in a cyan glow and could feel an oddly pleasant sensation around his hand. Without warning, his only form of defense was whisked away with Polearm as the guard trotted away towards the tent. Flash took this moment to continue speaking.

"So, care repeating back what I had told you?" he asked as the two males approached the tent. For a moment, Phillip could see inside as he walked past, and saw a group of guards gathered around a table of sorts, deep into a discussion. A few of them looked up and out towards Flash and Phillip, but didn't give any signs of shock or surprise at the human's presence.

Why are they not afraid of me?

Flash cleared his throat to keep Phillip's attention.

"You're keeping me and Bush under guard at all times, and we will be expected to answer your questions." he surmised softly. Have Bush and I seriously become prisoner to talking horses? This has to be some form of twisted purgatory...

"Ah, good to see you've been paying attention." Flash said with slightly sarcastic bemusement.

Chapter Four - Meeting Royalty

Ponyville, 4:30 PM

Phillip stared through the window of his second floor room at Ponyville General. He sat on the edge of a rather tiny bed, not caring that the frame was practically begging to some unknown bed god for help in bearing a weight it was not crafted for. He had been allowed to keep his flight suit on, as there were no patient gowns large enough for him. Dried blood lined the collar of his suit, as did a few cuts along the arms and legs from smaller debris that had entered the aircraft. For the pilot though, he couldn't help but be transfixed by the strange town outside. The view offered him an indirect line of sight towards the center of the town, where a large, dome topped tower stood. Along the street leading up to it, he saw a vast array of ponies milling about on errands as street vendors began to pack up their stalls for the day. Large ponies, small ponies, ones with horns, others with wings, some with none of those features. They were as varied and random as they could get, yet Phillip knew somewhere in the back of his mind that they were just ordinary people. Well, ordinary ponies.

His brain was still trying to cope with the sudden shift in local life around him, even after hours of extensive examination by a group of doctors and nurses. Seeing the creatures in doctor coats and nurse outfits drew hard parallels to Phillip's own world, and a few of the staff even reminded him of some of the medical staff back at his air base.

The thought of his air base pulled Phillip's mind off the bewildering world around him, plunging it into despair as a new reality set in for him;

To the rest of the 98th Bombardment Group, and soon to his beloved Holly-Marie back home, he and his crew were dead. His aircraft wasn't going to be among the ones counted upon returning from another successful mission. For all intents and purposes, Phillip and his crew didn't make the cut, and their fates had finally reached them. None of them were going to reach that magical number of twenty-five missions complete, and none of them were returning stateside. None of their faces were going to be used in helping sell war bonds, and their names were going to fade into obscurity.

As far as the United States military was concerned, Phillip Hutton, Jason Brown, Jacob O'Hare, Dan Wiskowski, Mark Hagerty, Stephen Bush, Dean Jefferson, Jorge Olivias-Marin, Antony Woods, and Alvin Edwards were Killed In Action over German occupied territory.

Phillip looked down at his now clean hands, watching them shake slightly as tears began to well up in the corners of his eyes. As the crushing realization he came to set in, another one decided to join the dog pile of self-deprecation;

He had failed in his duties as an Officer. These epiphanies were only coming hard and fast to him because he had nothing to occupy his mind with. He was alive, when he shouldn't have been. Bush was alive, but barely as far as he was concerned. He had failed the others in bringing them home.

Was I in the wrong position? Were we over the wrong target? Did that fighter pilot intentionally miss the cockpit? Was there something different we could have done to not have ended up here?

His mind raced with the countless what-ifs and other potential scenarios, slowly inducing a self-doubt filled madness within him. He had been left to his own devices, and yet he wished he had something to take his mind off things. As it stood, there wasn't much in terms of entertainment, aside from a small plastic bookshelf that held some books that had clearly seen better days. The bed and singular chair that also occupied the room were made of the same plastic material. The plastic was dense, albeit cheap, meant to last and clearly not meant to be broken apart under force and used for self-harm.

Besides, it wasn't like Bush and himself were in the intensive watch section of the hospital, no, not at all.

Part of Phillip's still rational mind was surprised, shocked even, at how fast the doubt and fear had set in, but the rationality was overruled by a quickly growing sense of survivor's guilt. So much had happened so fast within the past twenty or so hours, and Phillip's mind was desperately trying to sort through the images and events that led up to him sitting in a room within a hospital that had been built by colorful, talking ponies, in a world completely different from the one he left behind.

As he looked up from his hands and back outside, a soft knocking at his door could be heard. Phillip looked over his shoulder towards the door, his episode of manic self-deprecation and self-doubt coming to a crashing halt as he pushed the train crash of negative thoughts under the figurative rug.

"Come in." he called softly. A moment later, and the door opened to reveal a purple colored mare with a lavender mane and lavender eyes. Phillip noticed that she was built different from the other ponies he had seen; She was slightly taller, her frame more defined. Unlike the other ponies he observed, she had both a horn and wings, meaning she had to be someone rather important on this world. Standing up from the bed, which gave a strained groan of relief, Phillip made eye contact with this new arrival. She stared back at him, not in a hostile way, but in an inquisitive, curious one.

"Good evening, sir. I am Princess Twilight Sparkle," she began.

A Princess, huh? Should I be saluting?

Without hesitation, Phillip stiffened to attention the best he could, and saluted the Princess before him.

"Pleasure to make your acquaintance, Princess. I am Captain Phillip Hutton." he said, wincing as his muscles screamed at him to stop standing so rigid. Twilight raised a hoof to cover a giggle that escaped her muzzle.

"Please, there's no need for formalities here, Phillip. You needn't push yourself just to show me the respect expected of my position." she said, waving a hoof to dismiss his salute.

She's well-spoken and casual? Huh...

"Apologies, ma'am. Force of habit." he said curtly. Twilight nodded in understanding.

"I understand, I have a brother who also serves. Sometimes his training overrides his civilian side." she said with a fond smile as she approached the nearby chair. With a flare of her horn, Twilight moved the chair over to the side away from the window and seated herself within it. Once comfortable, she smiled warmly and gestured for Phillip to sit with her.

"Please, relax." she said sweetly. Phillip hesitated a moment, but rounded the front of the bed to sit down opposite of Twilight. The bed groaned under his weight again, screaming internally as it begged for the sweet, sweet release from the weight put upon it. Silence filled the air between the two of them. Twilight's eyes darted slightly from time to time, looking over Phillip in that curious stare. He looked away the best he could, his brain not wanting to stare too long to fully comprehend the creature before him. The way she looked was eerily human, but in a more exaggerated, friendly way. The rational part of Phillip's mind broke through the tense silence, and he was the first to break the ice.

"So...why have none of you quarantined me or ship me off to be poked and prodded?" he asked, his mind assuming that's how things normally should have gone, if those science fiction comics he used to read were any indication. Twilight gave a bemused chuckle before giving her answer.

"Well, it's because of me. I have prior experience with humans, but most of Equestria doesn't. After your crash, I debriefed the teams of guards that had arrived to close off the crash site on what to expect. They were confused at first, naturally, but I reassured them that I knew what I was talking about." she explained, her smile never leaving her lips. "If anything, it's strange for me to see a human in Equestria, let alone two of them." she added. Phillip felt a bit of relief come over him as he listened to her explanation.

"So I have you to thank, then?" he asked simply.

"If you would like to." Twilight teased playfully. "But I do have a few questions for you, Phillip." she continued, her tone slightly shifting to a more serious one. "Explain to me what brought you here. What events transpired?" she asked, her horn flaring again. Phillip jumped in surprise as a quill, ink well, and parchment manifested in mid-air next to Twilight with a slight poof! He slowly raised a finger, pointing to the newly manifested materials.

"Did...where..." he stumbled. Twilight looked to the parchment and quill a moment before giving another short laugh.

"My apologies, magic is second nature for me. I often forget that non-magical beings aren't used to suddenly seeing things pop into the world or move on their own." she said. Phillip blinked a few times as his mind registered the word 'magic'.

"I mean, I've seen some magic tricks back home, but those were just smoke and mirrors." he said dismissively. He would've tried to debunk what just happened, but considering where he currently was and his present company, rationality declared that it would be a lost fight and the debunking train of thought was promptly removed from the rails. Twilight gave a knowing smirk before she continued speaking.

"Well Mr. Hutton, magic is very real here. Maybe you can experience more of it in the future." she said as her quill dipped into the ink well. "Now, I would like to hear your story." she pressed. Phillip looked away and to his hands, his fingers curling into fists on his knees as his mind began to organize a timeline for him to explain.

Not too much detail. Keep your guard up. For all you know, this is some weird experiment the Nazis are doing to you.

Cautiously, Phillip began to speak.

"We...we had taken off from our airbase pretty late. After meeting up with our friends, we flew to our objective," he began. Flashes of the flak field filled his minds' eye. He remembered seeing Hootenanny Hoedown being practically decapitated. Engine fires assaulted his memory, tumbling airframes cascading down around him as bodies were briefly illuminated by the roaring infernos of falling bombers. Phillip could feel himself begin to shake, his voice hesitant to continue.

"A-after we uh...lost some friends, we lost more..." he trailed off. Now the night fighters were taunting him. Their green and white tracers broke the night sky into an orchestra of cascading death. His eye twitched as he heard the chugging of auto-cannons filling his ears, followed by the rattling of both friendly and enemy machine guns. Fire continued to surround Phillip as his hands clenched harder on his knees. The horrific fight for survival in the night sky continued to play out in his mind, the trauma of it rapidly closing up his throat as he watched Jason be killed again.

Twilight lowered the quill and parchment as Phillip went completely silent, watching as his body shook. He wasn't making eye contact with her now, rather he was staring at his hands. No, not at his hands, past his hands. He wasn't in the room with her currently, he was lost in the memory playback.

"Phillip..." Twilight said softly, reaching a hoof to gently rest on his right hand. Almost immediately, Phillip snapped his head up to look at her. Twilight jerked back slightly, removing her hoof as he stared at her. He continued to shake, his eyes wide with beads of sweat on his forehead.

"A-apologies, sir. Perhaps it was too forward of me to ask you for so much information." Twilight said sheepishly as she magicked away her quill, ink and paper. Standing up from the bed, which whined with relief for a second time, Phillip moved to the window and kept his back to Twilight.

"Give me some time, please..." Phillip mumbled over his shoulder. Knowing better than to push for more information, Twilight nodded and stood from the chair. She returned it to the corner from where it came and made her way to the door. Looking back, Phillip kept his back to her.

"I'll be coming to see you and Stephen regularly. I wish you both a speedy recovery." she said, trying to give her wishes in the softest voice possible. Phillip didn't respond. With a soft sigh, Twilight opened the door and departed the room, leaving Phillip to his own devices yet again.

* * *

As Twilight departed the room, she was met by one of the doctors, a male earth pony. She recalled his name was Electrocardiogram, but had insisted that everyone called him EKG for short. His cutie marked matched the printed strip of a heart beat to boot.

"How is he?" EKG asked simply. Twilight sighed as she facepalmed herself, pulling her hoof along her face to stretch it a bit.

"He froze up. It was my fault though, I went straight for his side of the story." Twilight admitted. "He didn't get past the second stage of the story." she added as her and EKG fell in line beside each other as they walked away from Phillip's room. "But from what I can tell, his side lines up with Bush's side. They were on a mission, and things went wrong." she continued.

"I guess there's no other way to simply put it for now." EKG said as a nurse stopped him for a moment with a clipboard. His head leaned forward a moment as he took a pen into his teeth to sign off on a paper. With a nod, to the nurse, he spat out the pen and the nurse walked off as he and Twilight resumed their talk.

"We haven't experienced trauma of this caliber before, but I'm sure with some time and patience, he will open up." EKG added as the two walked past the nurses' station.

"How's Bush?' Twilight asked, changing the topic to the other survivor of the crash. EKG stopped a moment to rub his eye with a fetlock.

"Human anatomy bewilders me. It's way to similar to primates we have here, but it's still strange. From what I can tell, he has some minor internal bruising, but nothing too serious from what I saw. He's got fractures in his left forearm, so he'll need a cast for it. He's still in shock though, he hasn't stopped shaking since his arrival. We'll keep an eye on him for now." EKG ranted off. "It's a good thing you've experienced humans before, Princess." he added.

"I can only imagine what would be happening right now if I hadn't gone through that adventure." Twilight said playfully. EKG chuckled softly before responding.

"Care to elaborate on said adventure?" he asked. Twilight shook her head slightly, waving a hoof dismissively.

"Oh, no, I don't want to bore you with the smaller details. Just another adventure to save the day, really." she said. "Besides, you have other patients to check up on." she added. EKG smirked and nodded, looking down one of the other hospital wings.

"I suppose I should be doing my job right now." he said with a smirk. "Anyways, thank you for stopping by, Princess." he said, giving a slight bow to her. Twilight returned the gesture.

"Please contact me immediately if anything changes in their condition." she said. EKG said that he would and turned to walk away. Twilight did the same, but stopped and turned to look at EKG. "Oh, doctor?" she asked, a look of slight discomfort on her face as a new question surfaced within her mind. EKG stopped and looked back a moment.

"Ma'am?"

Twilight wasn't sure how to phrase the question at first, but it needed to be asked.

"What of the, uh...bodies?" she asked. EKG stared a moment, his eyes widening in realization as to what she was asking about.

"The bodies...o-oh! Yes, uhm, we're arranging a removal team soon. We're still trying to get the one out from the nearby tree line. Poor guy was-" EKG began, but Twilight raised a hoof to stop the doctor before he went into the grisly details.

"That's good enough, doctor. Just, please let me know when they've been recovered, I'm sure Bush and Phillip would like to see their friends properly buried." Twilight said somberly as she turned to leave the hospital.

"Of course, Your Highness." EKG called after her.

* * *

Screaming. Burning. Straining. Crashing. These sensations pummeled Phillip relentlessly as the nightmare continued. He could feel his bones breaking on impact, his skin melting as the fires chewed away at his being. His throat was thrashed from the endless screaming. His muscles ached as he fought so hard to save himself, his crew, and his aircraft. He could feel the muscle and skin sloughing off his skeletal frame as his finger bones fused to the control column. His teeth cracked under the pressure of straining himself.

The world outside was a mess of shooting stars that suddenly turned into cannon and machine gun rounds. The night sky was shattered by a technicolored light show of green, white, and red tracers that seemed to stretch on for eternity as they raced across the night sky. The beauty of a star shower was lost in this instance. As he fought to stay live, Phillip looked over to Jason, who sat slumped in his seat. Suddenly, the corpse lunged for the pilot, Jason screaming an anger and pain, this shattered cheek and jaw clicking in place as the sinew snapped and cheek muscles went taught.

"You...killed...us..." hissed the corpse, its exposed eye rolling in its shattered socket. Phillip tried to defend himself from the monster that wore his friend's skin, but he break his hands free of the control column. The beasts' clawed hands beat into Phillip, the jagged nails tearing away any remaining flesh that wasn't scorched. Fire continued to envelope the cockpit, and Phillip could hear his crew screaming in agony as their world became nothing but hellfire. Outside the windows, Phillip could see the rolling green hills of Equestria below, and the monster took notice too. Gripping into Phillip's exposed wrist bones, the maddened beast pushed the column forward.

"We're going down...we're going down...we're going down..." it chanted maddeningly. "We're going down, we're burning, we're dying, we're dead!" he continued as the peaceful rolling hills raced up to meet the falling aircraft. "WE'RE BURNING, WE'RE DYING, YOU-"

The damning accusations were violently cut off as the nose of the B-17 impacted solid ground, and Phillip's world went black before his reality came rushing back.

* * *

Phillip screamed bloody murder as he sat upright, the bed beneath him finally caving in from the sudden shift in weight. With a heavy whump!, the mattress fell through the bedframe onto the floor. This didn't bother Phillip, he was too busy scrambling for the nearest corner in the moonlit room. His eyes were wide in absolute horror as he fought for air, staring into the farthest, darkest corner of the room.

They stood packed into the corner, their charred and clouded eyes staring accusingly at him. Phillip could smell the sickeningly sweet odor of cooked flesh, could hear their broken bones sliding together, could see the splinters of bone peaking through the charred flesh. They said nothing, but their stare condemned him.

A moment later, and they were banished as the room door flung open and the light switch was flicked. EKG and one of the night nurses were panting heavily, their eyes looking around the room for Phillip. After a moment, they found him, curled up in the corner, bawling like a child.

Phillip didn't know it, but this wouldn't be the last time he saw the phantoms.

Author's Note

Phew, two chapters in one day? I'm on a roll!