Rainbow SatAM

by MLPonyPals

Rating: teen
Tags: Rainbow Dash, Adventure, Sonic the Hedgehog, King Sombra, Queen Chrysalis, Profanity, Violence, Crossover, Alternate Universe, Twilight Sparkle, Main 6, My Little Pony: Friendship is Magic, Dark
Length: 8814

Living life as a part of a rebel alliance is hard, but Rainbow finds a way to make things way past cool!

After King Sombra and Queen Chrysalis succeeds in taking over and enslaving a large portion of Equestria, a small band of friends come together and rebel against their new tyranical overlord as they become "The Friendship Fighters!" Fighting to free Equestria from Sombra and return it to it's former glory, one fight at a time. No matter how long it takes.

(Obviously inspired by Sonic SatAM, Events occur after S8 but before S9 in case of inconsistencies. Updates also may not always be on Saturday nor in the morning.)

Published 2022-04-30 03:40:01 UTC
Last updated 2022-05-21 18:40:49 UTC

Introduction

Main Introduction

Once upon a time, in the magical land of Equestria,

it was once thought that all would be well. Peace had been made with many creatures all across Equestria thanks to the School of Friendship, (despite some inconveniences by Cozy Glow), and Princess Twilight, Rainbow Dash, Applejack, Pinkie, Rarity, and Fluttershy had all proved that they could overcome almost anything with friends by their side.

Almost.

But unknown to the Mane 6 or the rest of Equestria, their good fortune and victories would soon come to an end as King Sombra returned, who was once thought to have been defeated and destroyed, but actually still remained. Barely clinging to life, but now restored, stronger and better than before. But this time, rather than attack the Crystal Empire he would go to the source of the problems.

The Mane 6.

Canterlot.

But this time, he learned from his mistakes. And instead of coming alone, he brought company. Along side Chrysalis, they took control of the changelings with the help of mind control and invaded Canterlot.

Thus marked the end of Friendship and the start of a new era.

An era of violence, hatred, greed, and tyranny. Countless innocents were brain-washed and enslaved. None were spared. Filly, mare, and stallion. Nopony was safe. Even the fates of Princess Celestia and Luna were unknown.

The Mane 6 however, are a different story.

During Canterlot's final hours, Discord and the royal sisters make their final stand, allowing the Mane 6 to barely escape by the skin of their teeth. As they rush to find the Elements, they find them, and the tree very weakened after Harmony's fall.

After that moment, hiding deep in the Everfree by the Tree of Harmony, Twilight, Rainbow Dash, and the rest of their friends swear to take back Canterlot and the rest of Equestria as best as they can, no matter how long it takes. In the meantime, they live in secret, planning their next move, making small attacks in hoping to crumble Sombra's empire.

Welcome to the world of:

Author's Note

And the introduction is done! Note that the true chapters will be much longer than this one. This is just for some insight on the backstory to clear some things up. Anyway, hope you're ready for a ride, cause things are about to get speedy. :rainbowlaugh:

Sonic (Rain)Boom

It was the dead of night. Smoke and smog filled the air of what was once the peaceful city of Canterlot, home of the royal sisters, and the capital of Equestria. It was none of those things anymore. The once beautiful architecture of the Canterlot buildings were gone. Most, if not all, were crumbled to the ground, along with anything else relating to the previous rulers of Equestria. Though the fates of the sisters themselves are unknown. But that's okay, since nopony was going to question it anyhow. In a world ruled by Sombra and Chrysalis, all followed their orders, and theirs only.

Except for a few key exceptions.

Deep underground Canterlot, unbeknownst to they tyrannical overlord, the remaining bearers of the Elements of Harmony, lead by Princess Twilight Sparkle, were beginning to make their move on his empire.

A loud woosh was heard as Rainbow Dash, the fastest flier in all of Equestria, and element of loyalty, bolted her way through the twisting labyrinth of the Canterlot sewers.

"Woo-hoo!" she whooped. It felt good to go fast again, even if it was only for a short while before they had to go all sneaky and stuff again. She glanced behind her, noticing her group mates beginning to fall behind. She then promptly stopped before turning around.

"Come on, slow pokes!" she chuckled. "I'm getting gray hairs over here."

Twilight flew over, with AJ on her back. Once she caught up to Rainbow, she promptly slid AJ off as she sighed. (Earning an oof from the farmpony.) She sported a black, sleek, form fitting magic proof outfit, thanks to Rarity. They all did.

"Rainbow, I thought we've talked about this." she stated. "It may have only been a while since Sombra's initial take-over and Canterlot, but we don't know he's been up to since than. He may be watching us right now. You've gotta-"

"I know, I know." Rainbow cut off, waving Twilight away with her hoof. "Be more careful, stop being so brash, blah blah blah." Twilight made a face, and opened her mouth to speak before Applejack, (who was now back on her hooves), cut in.

"Look, sugarcube. Ah' know sneak and stealthy ain't really yer' thing. It's more of Pinkie's thing, really."

"EXACTLY! So why didn't you guys bring her inst-"

Rainbow's response was promptly interrupted as AJ stuffed a Macintosh in her mouth.

"That ain't the point." AJ said firmly. "It may not be yer' thing, but Pinkie and the others just ain't as combat ready as we are. That's the reason we left em' behind. Right now, we need you to do what you need to do. Besides, who better for this sort of thing than the element of loyalty, right?"

Rainbow sighed as her gaze went from Applejack to Twilight, both staring at her softly. She sighed in defeat.

"All right." she decided. "What's the plan?"

Applejack and Twilight brightened. Twilight reached into AJ's saddle bag as she pulled out a small watch like device. She put it on her hoof as she tapped on it thrice, causing it opened a hologram of Canterlot. Similar to the map of Equestria back in Twilight's old castle. Except this also included ponies' current locations, and revealed the underground tunnels they were in. Rainbow's jaw fell to the floor.

"WOAH!" she cried. "It's like the map from your castle!"

Twilight smirked in Rainbow's direction. "Yeah, it is. I don't quite know how it works, but Pinkie made it. Er, she got it? But even then that doesn't make much..." Twilight quickly shook her head free of any distractions as she turned to Rainbow again. "You can ask Pinkie about the entire thing, (if she decides to give you a straight answer.), but long story short, it's supposed to be a condensed version of the map from the castle. Showing only the place where we are. To keep things simple."

Rainbow raised her eyebrow. "Pinkie made that? Sweet."

Applejack cleared her throat. "Look, I admit all these nifty do-hickeys are cool and all, but can we keep things focused here? Clock's ticking."

Rainbow and Twilight's faces grew serious again.

"Right, of course." Twilight said. "AJ. There should be two more of these in your saddle bag."

AJ began to shuffle through her bag before pulling out two more watch devices. "These are wrist communicators." Twilight elaborated. "Also somehow created by Pinkie and decorated by Rarity. Press the screen once to activate and deactivate. Twice for emergencies. Thrice for map." Applejack and Rainbow latched the watches on their hoof as Rainbow silently hyped herself up.

Twilight gestured back to the glowing, holographic versions of them on the map. "We're here. Just in front of what used to be Canterlot Central Park." she explained. "Neither Chrysalis or Sombra care for wildlife, unless it's hostile, so there shouldn't be many guards nearby. Our goal is to get here." She pointed to a big warehouse that none of them recognized. "They've been expanding their empire. This is where he gets his main shipments of things. We take it out, and we can slow him down. Even if for a while"

"And then they have to focus more on replacing the lost supplies, giving us more possible openings!" Rainbow finished, confidently. "Then what are we waiting for then, we've gotta juice and show Sombra who he's messing with!" She surged forward to the nearest hatch, but before she could make it out, Applejack bit on her tail, pulling her back.

"Hey, AJ? What's the big idea? Are we getting this done, or are we getting this done?"

"No," Applejack corrected. "Me and Twilight are shutting the warehouse down. You're on lookout duty."

Rainbow's face fell. "But-"

She looked over at Twilight for help.

Her hopes were crushed though as the alicorn gave a sigh.

"Look, Rainbow." she started. "We decided it was the best choice. It's not that we don't need your help. We do, which is why we brought you. It's just...you're a bit too brash at times. Not that it's a bad thing, but... it kinda makes you more noticable, which isn't what we want."

Rainbow looked down at the ground with a sigh.

Applejack frowned.

"Look, Dash. We'll beep you up if we get any unexpected company. Which shouldn't be for too long." the farmer cracked a small smile.

"Yeah, no, it's fine." the pegasus replied. Forcing a smile. "You two go on ahead...I'm fine."

Before Applejack or Twilight could say anything more however, Rainbow had already left, leaving the signature colored trail in her wake. Applejack glanced at Twilight.

"She'll come around. Eventually."

Twilight could only gawk in horror at what had become of her childhood home. The Canterlot that she remembered and grew up in was torn to shreds. The excuse for "Central Park" that she and AJ had found themselves in was practically burned to the ground, and no trace of animal life seemed to remain. Things didn't get any better the farther they went. Sombra memorabilia had been erected where statues of important historical figures once was. Clover the Clever, Starswirl, and most of all; Celestia and Luna.

But one thing irked Twilight Sparkle the most:

The crumbled remains of what once was the Canterlot Library.

She knew even if they managed to beat Sombra and Chrysalis, the image would haunt her nightmares. The smell of burning paper and binding, bookshelves toppling over as the roof and walls caving in on themselves as the flames grew higher in intensity...

So many lost memories.

So much lost knowledge.

So many destroyed BOOKS.

Applejack gave Twilight a comforting pat on the back.

She told Twilight visiting the Canterlot Library would've been a terrible idea. Sure, it was on their route to the warehouse, but she knew how much books meant to her, and there was a fat chance that Sombra would keep it standing. Especially considering the many history books recounting his failures. Suddenly, something caught her eye, as she pulled Twilight into a nearby alleyway, and into a dumpster.

"Applejack, wha-"

"Ssssh!" The farmer shushed, popping open the dumpster lid a crack, pointing towards the sky. Twilight strained her eyes to see, but she began to realize what AJ had seen. A small speck of greenish color in the night sky. That was getting bigger. And bigger. And bigger.

The Changelings

Chrysalis landed first, her troops remaining airborne, waiting her command. She glanced around the area, seemingly sensing that Twilight and Applejack were there. The two mares in question held their breath as Chrysalis just barely passed them. She turned to her changeling troops.

"Find them." she ordered. "They're here. I can sense them...Now SEARCH!"

With that, the changelings dispersed, flying in all directions. Chrysalis glanced around once more. "I know you're here, Princess Twilight. And no doubt your little friends aren't too far behind. I will find you!" she monologued, spreading her wings, and taking to the skies in the dead of night.

The pair in hiding watched her leave before concluding it was safe enough to climb out.

"That was a close one, Applejack. Nice save." Twilight whispered, brushing herself off.

"Too close, if you ask me." the farmer answered back. "We lucked out on that one, Twi. If we had hid anywhere else, she probably would've smelled us out."

Twilight shook her head. "She still sensed us. We're on borrowed time right now, we've gotta get moving and fast."

Applejack paled. "Speaking of fast..."

Rainbow Dash sat against the wall in one of the many tunnels that made up the labyrinth that was the underground of Canterlot. It had been fun flying through them for a while, but she soon came to the relization that every tunnel practically looked the same. Not much varied between them, if anything. Just some pipes, eerie lighting, a bunch of dirty water, concrete tunnel ways. If she was lucky maybe there'd be a valve or two, or some overgrown vines, or some cobwebs. She sighed to herself.

"Why did I have to get stuck with lookout duty?" Rainbow lamented. "Again, why couldn't they have just gotten Pinkie to do it or something? And what am I even supposed to be looking at down here!? There's nothing but a bunch of dirty water, pipes, and rats! This is perhaps the most uncool-"

Whatever Rainbow was going to say as she was interrupted by a beeping from her wrist communicator. Aw great. She thought. Twilight and AJ are here to gloat and stuff. Her spiteful train of thought was interrupted though when she realized what specific type of signal she was getting. A big, red, emergency symbol. Before the pegasus could do anything else though, she was once more cut off by a blast of green energy striking the communicator head on, disactivating it and giving Rainbow a shock. Both literally, and figuratively.. She snapped to her right to see who, or what it was that had snuck up on her..

Changelings. A whole big group of them too.

"You are herby under arrest by the authority of Queen Chrysalis, Rainbow Dash!" the first one hissed.

"Put your hooves in the air!" snarled another, as their horns charged with the hum of magical energy.

*Rainbow's mouth curled up in a smirk. "Now things get interesting."

Before the changelings could do anything, she had once again turned tails and rocketed back down the tunnel path.
She dodged large beams of magic being fired at her, as the changelings scrambled to give choice. Rainbow glanced behind her and found that more changelings had joined the chase, as they followed her every turn. She turned her attention back to her watch and attempted to contact AJ or Twilight again. The watch began to beep weakly before being blasted again. She looked up as her eyes widened.

"All attempts of escape are futile!"

"THERE'S MORE OF YOU!?" Rainbow growled. She bobbed and weaved corridor through corridor, hallway after hallway. Yet her pursuers stayed on her tail. Rainbow glanced back behind her again, the mob of determined changelings still after her.

"Gee, I'm surprised you guys haven't lost me yet. I'm kind of impressed." she joked. She dodged a large blast of magical energy. "But it won't stay that way forever..." she chanted, as she took a sharp right turn with a Sonic Boom, scattering and disorienting the changelings behind her.

She gave a small sigh of relief as she watched the changelings stumble away from the shockwave. Her relief was incredibly short lived however, as she was struck in the flank by a giant blast of magic, sending her tumbling into the sewer water below. Soggy and wet, she looked upwards and found large hoard of changelings grinning down at her, fangs bared.

"Just because this makes my job more interesting doesn't mean I want this. Not anymore, anyway."

She jumped out of the way of incoming fire as she attempted to take flight again, before landing face first back into sewer water.

"What the..." Rainbow's eyes widened. She was to wet to fly. A large rumbling was heard behind her as the changelings she had previously thought were long gone swarmed their way towards her, angrier than ever. Not helping that she was now being assaulted from above. Too wet to fly and too little time to dry them. Big problem. She quickly turned around and bolted her way back down the sewers as fast as she could on hoof, still dodging the onslaught of magic beams from behind and above.

"Looks like running by hoof will have to do," the pegasus decided.

"I'm pretty fast on hoof anyway, with the Running of the Leaves and all tha-"

Rainbow ducked as a changeling attempted to tackle her from the side.

"But there's a reason that wings are banned during those contests," she grunted, taking a hard left.

"Everypony knows that unless you're Pinkie Pie, there's no outfunning somepony with wings. You're faster in the air than on the ground-"

A giant changeling beam from above missed her by a hair.

"Unless..." Rainbow's eyes it up as she found just what she needed.

"It's the end of the line!" The changelings hissed. "There is no where to-"

The changelings stopped in their tracks as they saw Rainbow Dash with a triumphant smile on her face, shaking her feathers dry, as she held onto a big red valve.

"You put YOUR hooves in the air!" she proclaimed. "Or I'll turn this valve all the way and see what happens!"

Twilight glanced back at Applejack.

"How are attempts of contacting Rainbow Dash?" she asked, as she peered around a corner.

Despite the setback of Chrysalis nearly finding them, she and the farmer had succesfully

"It ain't happening, Twi." the farmer whispered back. "It's like trying to herd cats. Honestly, ah think we made the wrong choice here."

Twilight looked back with a sad look on her face. "I do too. I hope she isn't too angry with us. What were we thinking, leaving her down there? She could've been our eyes in the sky. Instead she's probably somewhere sulking." she sighed, before shaking it off. "Let's just hope she comes around, Applejack. Besides, Rainbow would never leave us behind..." Just then, noise caught the alicon's ear, as she and AJ quicky ducked inside what Twilight could only imagine used to be a toy store. She peered through the shattered windows as she noticed two familiar figures by the warehouse entrance. Her eyes widened as she realized who they were.

"Is that..."

AJ's eyes widened as well.

"Sweet Celestia. Twi, it's Big Mac and Shining Armor."

Indeed it was. There, guarding the entrance, was Big Macintosh and Shining Armor. Eyes glowing green and purple. The signature colors of Sombra.

"Ah can't believe this..." Applejck whispered, still slightly distraught. "This whole time ah...ah thought he was gone. Along with Granny, and poor Applebloom! Wait...if he's here, then the rest have gotta be too!"

Twilight's eyes widened like plates as Applejack practically dove out of their hiding place. She quickly lit her horn and pulled her back. "AJ, what are you doing!?" she asked frantically.

"Twilight, let me go! Ah've gotta save my family!" Applejack restorted.

Twilight grimanced. "Big Mac's already been mind controlled, Applejack. How do you expect to get him out of it?"

"Maybe Big Macintosh has already crossed that line, but Applebloom and Granny may still have a chance!" the farmer fumed back.

Twilight rubbed her forehead with her hoof. AJ was really ticking her off. "Oh yeah?" she asked, bitterly.

"Then what are you going to do when you do find them again, then!? What if they have already been brainwashed too!? What's gonna happen then, AJ? Well I'll tell you, AJ. You'll be trapped. You're gonna be BUCKED, and everything will be for NOTHING!"

"I'VE GOTTA AT LEAST TRY!"

...

The next few moments were of pure silence. Twilight released Applejack from her magical aura, causing the farmer to drop to the floor in a heap, crying silently. Almost on instinct, Twilight pulled AJ close, both feeling terrible. Terrible for what was said. And terrible for what had happened.

Terrible about each other's sacrifices.

No words were exchanged but the message was clear.

I'm sorry.

I'm sorry for what's happened.

I'm sorry for what I said.

I'm sorry for everything.

But you don't have to worry anymore.

We're in this as a team.

The roof was then promptly blasted open, breaking the moment and earning a scream from the two mares as they shot up into semi-passable battle stances.

Chrysalis cackled manically above them.

"Aw, how sweet. You two were having a little heart to heart." Chrysalis taunted them.

The two mares growled.

"So it was you!" Twilight accused. "You set up Big Macintosh and Shining Armor to guard the warehouse in hopes one of us would crack, allowing you to find us!"

The changeling queen could only cackle. "Only in part, Princess." she said the last part with venom and hatred. "It was such a shame having to break up the moment too. It was so delicious."

Applejack cringed at the thought of Chrysalis 'eating away' at her emotions during her breakdown.

"But," the queen continued. "After hearing your oh so, overdramatic cries, me and Sombra have decided to have a deal with you."

Twilight quickly whipped around frantically. "SOMBRA!? HERE!?"

Chrysalis laughed even harder. "Oh of course not. This deal was decided before had. Besides, do you really think that Sombra would drop everything he's doing to deal with little pests like you?"

"You're one to talk." Applejack yelled back. "If we're such 'little pests' that don't deserve any of Sombra's time, what does that make you then? His messenger bird? Oh, sorry. Didn't mean to diss the messenger birds like that."

Chrysalis seered with anger as she fired a large beam at the duo. (Fortunately, Twilight is pretty knowledgeable about force field spells at this point.)

"QUIET!" Chrysalis roared. "Last chance," she hissed. "Your precious family members' lives in exchange for the location of the Elements of Harmony! We know you and your pesky little friends know their location."

Twilight and Applejack gulped down their fears and worries.

"W-well, you're gonna have to do a little harder than that to get us to hand over the elements to you!" Twilight challenged.

"Oh I wouldn't be so bold, Twilight Sparkle..."

Twilight and Applejack were now horrifically aware that Shining Armor and Big Mac had been teleported by Chrysalis and were being suspended in midair next to her.

"I am capable of marvelous things."

The nearest sewer hatch then burst open.

Chrysalis dropped her hold on the two stallions and spun around.

"WHAT!?"

She watched as her changeling troops were blasted out of the sewers and flying through the air.

"What in tarnation..?" Applejack whispered to Twilight as she watched the changelings continue to fly out of the sewer top one after another. She glanced over to Twilight who had a big smile on her face. And then, it clicked.

Chrysalis spun around, angrier than Twilight or Applejack have ever seen her.

"WHAT. WAS. THAT!?" She screamed at them.

"Something 20% cooler!"

Suddenly, Rainbow Dash erupted from the sewer herself, filling the night sky with her bright, rainbow colors. And neither Twilight or AJ could be any happier.

Rainbow dove downwards as she flew past Chrysalis and scooped both Applejack and Twilight onto her back.

Chrysalis screamed in rage, as she took to the skies.

"IF MY MINIONS CAN'T TAKE CARE OF YOU, I'LL DO IT MYSELF!" she roared, flying after Rainbow Dash at impressive speeds, rapid firing the strongest spells she knew, trying to hit Rainbow, or even just knock Twilight or AJ off her back.

"Hey, Rainbow Dash?" Applejack asked, flinching as a spell barely missed her head. "You don't think we could fly any faster, would ya?"

Rainbow snorted. "Of course I can. I just don't want you two falling-"

"DIVE, RAINBOW, DIVE!" Twilight screamed.

Rainbow glanced back behind her as her eyes widened, she just barely dodge the giant magic beam Chrysalis had shot at them.

"Twilight, can't you just make a forcefield or something?" She grunted.

"You're moving too fust! I can't make a stable forcefield at speeds like this!"

"I WILL KILL YOU THREE," Chrysalis screamed, diving after them. "AND THEN, I'LL DEAL WITH THE REST OF YOU AND FIND THE ELEMENTS MYSELF!"

Applejack turned to Rainbow. "All right, we've done our little shindig, now let's gat movin'!" she panicked.

"Wait, the warehouse! We haven't-Augh!" Twilight barely ducked her head in time.

As Rainbow dodged and weaved through the Canterlot streets, she suddenly got a quick idea. She quickly made her way to the warehouse before she began to rise, higher and higher into the sky, Chrysalis still following them up.

100 feet...

200 feet...

300 feet...

"Rainbow Dash, what do yah think you're doing!?" Applejack asked.

"Making a compromise." she responded. "Might wanna hold on tight you two!"

And then, she dove back down. Faster and faster and faster she went, the furious changeling queen still in hot pursuit. The warehouse roof got closer, and closer. Applejack and Twilight holding on for dear life. Then, Rainbow pulled back up into the sky, as the sky exploded with a loud BANG.

A Sonic Rainboom.

And Chrysalis had gotten the full force of it right in the face.

Rainbow Dash gave a whoop for joy as she sped through the sky, lighting up the night with her spectacular Rainboom. All three gave a sigh of relief. Applejack looked over at the now disappearing form of Canterlot, as it got smaller and smaller.

"We may have made it out today," Applejack started, "but ah can only imagine what might be in store next time. Knowing Sombra and Chrysalis, this was just a test run." She couldn't get the image of Big Macintosh out of her mind. She could barely imagine what was in store for them, or the fate of their friends and family.

Twilight put a hoof on Applejack's shoulder.

"Don't worry about." she offered. "We're in this together. We're like...family."

"Yeah AJ," Rainbow cut in. "We're here for you."

Applejack smiled.

"Oh, and Dash? We think we owe you an apology..." she said.

"Yeah." Twilight agreed. "We both do. It wasn't right of us to cast you aside like that. We both have our strengths and weaknesses, but that shouldn't define who we are or our limits. It was blind of us to see it that way. Just because your wreckless shouldn't mean that you shouldn't be allowed to help. We forgot how crafty you can be. Sorry."

Rainbow Dash blushed slightly. "Aw, thanks guys. But, uh, what's all this 'crafty' nonsense?"

Twilight's face scrunched up. "You now, being crafty. Strategizing. Like your plan with the changelings in the sewer...?"

Rainbow scoffed. "Oh, that? I had no plan when I did that. I just found a valve and pushed on it. I had no idea what was going to happen or what I was gonna do afterword."

Applejack laughed as Twilight buried her face in her hooves.

Sombra sat from his throne as he watched Chrysalis attempt to wobble up to him, still disoriented from the rainboom blast.

"Tell me," he started, face shrouded in darkness. "How did the pegasus slip past you and 'your' chaneglings?"

"I've already told you," Chrysalis told him bitterly. "Are you deaf, or just plain stu-"

Large, black glistening crystals suddenly protruded out of the ground, only inches from her neck. She shut up instantly.

"Say it again," Sombra darkly continued. "I want you to say it again until it is firmly planted in your tiny bug brain. So, how did she get past you?"

Chrysalis took a step back and gulped down her pride.

"T-the sewer system. She came through the sewer system."

"So she snuck past us with the sewer system."

"Yes, King Sombra."

"THEN SEAL IT!"

Sombra brought his hoof down onto his throne with a slam.

"I want the sewer system sealed. Contaminate the water, lock the hatches, fill the place with concrete. I don't care what you do. And don't even think of double crossing me, you insolent little pest. I'm the only reason you have your changeling subjects back again, and I could just as easily take them away. Do you understand?"

Chrysalis nodded before disappearing in a flash of light.

The overlord watched as the rainboom and rainbow faded away into the night sky.

"It seems I have underestimated you and your friends, Twilight Sparkle. But don't celebrate too soon. Things have barely just begun."

Author's Note

And thus it begins! This was an idea that popped into my head while thinking of chapters for my other story, "Crashing the Party". I was surprised nobody has done this before, so I made it. Your welcome. I even made a custom Sonic SATAM styled title card!

Entropy (Part 1)

Twilight now had no idea why she thought saving Blueblood would be a good idea at the time. Besides, the entire point of the mission was to infiltrate one of Sombra's factories and blow up his generators until she and Rainbow saw him being chased by a big group of changeling gaurds, screaming how 'he wasn't a criminal and thus didn't belong in a jail cell.'. Maybe it was the hope that he wasn't such a royal pain in the ass anymore, Or maybe it was the fact that it was the right thing. Well Twilight sure as hell didn't know or remember, and absolutely, positively, regrets her decision right from the get-go.

"Well, my word!" Blueblood said, overly loudly. "These bush branches are getting all over my coat and mane!"

Twilight cringed as she noticed a changeling guard glance in their direction.

Ever since their first siege on them, it seems that Sombra and Chrysalis had decided to up their game, increasing security around the place as much as possible. They'd even managed to block up their old sewer entrance almost entirely in concrete. How they managed to do that was impressive.

"Are you even listening to me?" The prince continued, "Ponies, these days."

Twilight gave a small growl as she jabbed Blueblood in the ribs, shutting hip up.

She watched as the changeling began to creep closer to their hiding spot, before turning around and heading back to it's patrol station. She breathed a small sigh of relief.

She glanced over at the stallion next to her as she shot him a glare.

"Alright, Blueblood," she started.

"Look, we things aren't the same anymore. I know you assume you're still all high and mighty because you're Celestia's nephew, but that only makes you an even bigger target. And don't lie. Based on how we found you, you are in not in a good position right now."

Blueblood opened his mouth to speak, before deciding against it and shutting up again.

Twilight peered back out to scan the area again. Not too many changelings present, but no Rainbow either.

She glanced back to Blueblood again.

"Since our first siege on him, it seems that Sombra and Chrysalis have been increasing their defences. And we can't expect things to get any easier. The least you could do is help us out."

Blueblood seemed to ponder this for a bit, before nodding and sighing reluctantly.

Twilight gave a small smile before she began to creep her way out of their hiding spot.

"Alright, the cost is clear. With Rainbow scouting the area at the moment, we can't exactly risk an encounter with the Changeling guards. They'll be bound to catch onto us soon, so let's get going."

Blueblood's eyes widened.

"What? I thought you were here to rescue me. Not force me to go on some suicide mission with-"

Twilight glared back to the prince, now incredibly annoyed.

"Either you come with, or you can stay in that bush and eventually get found."

Blueblood opened his mouth to speak once more before a loud siren began to blare throughout the city, causing Twilight to turn and bolt off. The prince wisely followed.

Rainbow tore through the city streets at blazing speeds, with changeling gaurds in hot persuit. Yeah, maybe the entire point of the mission was sneak and stealty, but even now, that still wasn't exactly her style. And besides, being all bold and brash had it's upsides. For one, it made her days in Canterlot during their sieges a lot more interesting than they otherwise would be.

Rainbow took a sharp right, causing her pursuers to smash through a window of "Joe's Donut Shop". What was left of it, anyway.

Rainbow could only laugh. "Is that all you've got, ya bedbugs?" She hollered at them. "I've had more trouble from ordinary fruit flies than you guys."

She ducked as a a slime-like substance was thrown at her.

Rainbow watched as the goop on the wall quickly solidified. "Woah, is this the junk you make your cocoons are made of? Talk about way past disgusting!"

Rainbow quickly flew out of the way as six more slime balls and magic beams headed her way.

"Hey, what is this, a game of dodgeball at the gym?" she asked. "Someone tell the referee to blow the whistle, because i'm pretty sure toxic chemicals aren't allowed."

The changelings howled in ominous laughter. "Sorry, we don't have a whistle on us." one taunted back. "...but maybe an alarm could fair just as well."

The alarms blared, echoing throughout the Canterlot streets. As Rainbow flew down the road, she watched as more Changeling guards and troops seemed to pop and appear seemingly out of nowhere. But it wasn't just them.

Rainbow gave a scream as a Timberwolf lunged at her from the shadows. It slashed at her, tearing through some of her stealth suit's padding. Rainbow sped past it, fortunately not injured, but still spooked her none the less.

Man, the pegasus thought. Sombra really decided to go all out. I mean, Timberwolves? Honestly, I'm not even gonna lie right now. That's actually kinda smart.

She glanced behind her to find the Timberwolf giving chase to her, along with Changelings in hot pursuit. She quickly tried to swerve them off her. She managed to lose the changelings, but the Timberwolf persisted.

"Come on!" she groaned.

Rainbow quickly turned around as she kicked the Timberwolf with enough speed and power that sent it flying off it's feet and into a wall, knocking it out cold. She cringed.

"I hope Fluttershy doesn't hate me for that if she finds out..." she whispered awkwardly.

"I'VE FOUND A PONY REBEL! Troops, she's in Quadrant 3, Sector 4! Hurry!"

"Shit."

Rainbow blasted down the streets once more, leaving the changeling who had suddenly appeared in her dust. But she knew that with reinforcements most likely coming, that wouldn't last very long.

Okay, I might've missed things up this time. the pegasus admitted to herself, Let's just hope Twilight has a better time with Prince Charming.

"Alright, this way."

Twilight quickly turned a corner as she dragged a now terrified Blueblood behind her. The prince had become filled with terror as his situation set in. He was being treated like a wanted animal. His social status as the nephew of Princess Celestia didn't matter anymore. Not when there was practically a bounty on his head.

This was probably a turn for the worse though, because the once pompous prince had become a scared, blubbering, screaming mess.

But that's not too bad, right?

Twilight wiped the sweat from her forehead. as she gave a sigh.

So much for 'not affording to get caught' she thought.

She glanced up ahead from behind a metal post of an overhead bridge, the shadows keeping her hidden. She was tired, and her stealth suit was ripped. Fighting hoards of changelings is no easy task. Made even worse considering that Rainbow was still missing and Blueblood was no help at all.

Twilight quickly ducked down again as she attempted to contact the pegasus once more, to no avail.

She rubbed her head with her forehoof. as she activated her watch holo-map instead.

"Alright, Blueblood." she started. (The prince gave an 'eep' in response.) "According to this map, one of Sombra's new weapons factories is up ahead. Our goal is to get in there, and shut it down."

"Eh?" Blueblood asked. "B-but why would we need to do that? W-wouldn't it be a lot better if we were to leave this terrible place? Y-you may go and get captured if you like, b-but I for one would like to get to somewhere safe where I am actually treated with the respect I rightfully deserve and-"

He was cut short when his muzzle was held shut by Twilight 's magic. She gave him a look that rivaled that of even his Aunt Celly, and quickly glanced around before back to him.

"You don't deserve jack shit if you keep acting like the coward you're being right now, Blueblood." she hissed at him, finally fed up. "If anything, I think Rainbow Dash is more fit to have 'the respect and things you rightfully deserve', because she at least is fighting for a better future, rather than hiding in the corner like a royal baby. Now, come on."

The purple alicorn then turned around once more and, after making sure the coast was clear, made a break for the factory entrance.

Twilight heard the prince yelling as he stormed off, but at this point, she could care less.

Once she got to the entrance, she wasn't surprised to find it mechanically locked. Heavy duty at that. Though, she was surprised to find it left completely unguarded. Thus, leaving her feeling a little uneasy. No time to dwell on that though. Fortunately, Pinkie had given her watch a few 'upgrades' to help out.

Twilight glanced around her cottage bedroom worriedly.

"Where is..?" she quickly tore open one on her dresser drawers as she shuffled inside, before she slammed it closed again with an exasperated groan as she ruffled her mane.

Where had she put her wrist communicator? Her and Rainbow were already behind schedule when Rainbow decided take an incredibly long nap beforehand, and they were supposed to have started their attack on Canterlot again hours ago! New info had recently been received of Sombra starting a new machinery factory, and was planning something big., so their job was to swoop in and wipe it out.

Well so much for that.

The alicorn gave a loud yell of annoyance as she toppled onto her bed.

Until her bed gave an OW in response.

Twilight's eyes widened as she launched up and whipped around to look at the intruder in her bed.

"Hi Twilight!"

Twilight relaxed when she realized it was just Pinkie Pie.

And then she realized it was Pinkie Pie.

"PINKIE PIE!?" she yelped. "What...I...how..."

Pinkie gave a loud laugh as she fell of Twilight's bed in a giggling heap.

"Twilight..you should have seen your face!"

Twilight gave a sigh as she watched the pink pony continued to giggle on her bedroom floor. Why did she even bother questioning how Pinkie does things anymore?

"Look Pinkie, I'd love to stay and chat, but as you probably know, me and Rainbow have got a factory to crash, and I can't find my wrist communicator..." she said sheepishly.

Pinkie sprang to her hooves.

"Oh! Why didn't you say so?" she chirped. "I borrowed it overnight to add a special new feature to help out when you get there!"

Twilight turned around as she raised an eyebrow.

"Really? What is-"

"Come ON, Twilight!" Rainbow hollowed from outside. "I'm waaiting!"

Twilight cringed as she turned to Pinkie.

"Alright, just tell me how to activate it. I'll figure it out along the way."

Pinkie's smile grew brighter.

"Just hold down the watch face. And don't worry, I've made it user-friendly!"

"Alright, Pinkie..." she muttered. "Let's hope your new upgrades work..."

She held down onto her watch until a small holographic message popped up and a robotic voice began to speak.

GREETINGS, Twilight Sparkle.
The S.U.R.P.R.I.S.E. artificial intelligence is now online and operational.
S.U.R.P.R.I.S.E. stands for:
"Supercomputer
User-friendly
Real-Time
Protocol
Reroutable
Interface
Scanner
Encryption decoder."

How may I be of assistance?

Twilight stared in awe at the holographic screen.

"Pinkie..." she whispered. "You and I need to have a serious talk about this stuff..." she paused as she snorted at the thought of Pinkie being serious, before shaking her head back onto the mission at hand.

"Surprise, do you think you can hack into the system and open the factory door?"

The prompt on the screen changed as a the wrist watch began to glow yellow

Targeting location...you wish to hack into Facility CA at Quadrant 3 Sector 12, correct?

"Yes."

Accessing, Twiight...

Just then, a loud crash was heard.

Twilight spun around in horror as she heard Blueblood scream at the top of his lungs, being ambushed by a giant hoard of changeling gaurds and mind controlled pony citizens.

Twilight quickly teleported Blueblood next to her as she propped up a giant forcefield around them. Changelings and ponies smashed against the forcefield, threatening to break through. Twilight could fortunately hold out, but there was only so much punishment her forcefield magic could take, especially at one time.

Suddenly, a loud boom rang out, causing their attacks to be launched from their feet. Twilight gave a grunt as a large crack was split through the forcefield. Blueblood screamed in terror. Fortunately though, there was no more need for it.

"Hey guys, how's it going?"

Twilight relaxed, before becoming filled with annoyance.

"Rainbow! Where were you?" she demanded.

The pegasus in question gave a laugh as she looped through the air.

"What? I'm here, aren't I?"

Twilight groaned. But before she could say anything, her watch gave a small ding as it flashed white, and the mechanic factory door began to open slowly.

Security of Facility CA, Quadrant 4, Sector 12, successfully breached Twilight Sally. I am now able to activate and deactivate functions within this facility. However, keep in mind we may lose control again, so time is of the essence.

Rainbow's eyes brightened as they walked through.

"Woah! Our watches can talk now and stuff?" she whispered excitedly.

Twilight smiled.

"I'll explain it on the way. You heard Surprise. Time is of the essence."

"You named your watch?"

"U-um excuse me."

Twilight and Rainbow stopped and turned to Blueblood. The prince cleared his throat before

"I do not k-know what you commoners seem to be speaking of. What wat-"

A large growling noise was heard behind them as two large Timberwolves were seen running towards them.

"Aw man! Him again? And he brought a friend to? Great..."

Blueblood screamed as the Timberwolves lunged at them.

"PLEASE DO NOT EAT ME! I AM NOT MY AUNT CELLY'S CAKES!"

"Surprise, shut the door."

The door was quickly slammed shut, decapitating the Timberwolf who had pounced halfway through the doorway.

It's head rolled over next to Rainbow Dash, as she picked it up, and gave an impressed whistle.

"Man, that was a close one..." she chuckled, before her cocky smirk deflated as she turned to Twilight. "Probably a little too close. What do ya think, Twi? Should we abort?"

Blueblood brightened as he nodded furiously. "Yes, yes! I am agreeing to that!"

Twilight shook her head.

"We can't," she said, firmly. "Not now. We're almost there, and this could really hurt Sombra's progress."

The pegasus tapped her chin in thought, before she gave a small shrug, and her smile returned.

"Well, it's your call. Let's do it to it!"

Chrysalis anxiously walked towards the throne in the middle of the giant throneroom. She shuffled a bit as she prepared to speak, before Sombra spoke first.

"Chrysalis..." he drawled darkly. "I thought we had already spoken about taking care of our...liabilities."

Chrysalis cleared her throat as she prepared to answer.

"Yes, Sombra..But-"

"It will be KING Sombra, to you!" The king roared, slamming his hoof down onto the rests of the throne. "You have lost any sort of respect I may have had for you. In fact, no. Call me SIR."

Chrysalis' eye twitched as she gave a growl.

"I will do no such-"

Sombra wheeled his throne around so him and Chrysalis were staring at each other. The tyrant's horn glowed threateningly as he leaned forward.

Chrysalis scowled, but she had no choice but to agree.

"Very well, sir."

She said the word like like it was the putrid, disgusting piece of gunk that was served to her during the Canterlot Wedding, when she was supposed to take over. She was Queen Chrysalis. She should be the one sitting on the throne!

Sombra seemed pleased as his horn ceased it's glow and he sat back in his throne, unaware of Chrysalis' thoughts or feelings, having no care for them, or her at all.

"Is there any news on the rebel's whereabouts within the city?"

"A Sonic Boom was recently performed at Quadrant 4, Sector 12 by Facility CA, most likely from the pegasus Rainbow Dash. The Princess' magical signature was detected as well. Also, an escaped prisoner under the name of 'Blueblood' has also escaped and is seemingly with them as well. Would you like for a search of the facility?"

An ominous smile then creeped across Sombra's face.

"Did you say 'Blueblood'?" he asked, as he broke into a fit of ominous laughter. "If that's who I think it is, then our job just got a whole lot easier. Because now..."

"The rebels will capture themselves."

The factory assembly room was dark, and dreary. Dead. The factory was only barely lit by the dim lights overhead. The walls were and floor were gray, and dull. The forms of the mind-controlled workers, Pony or otherwise, seemed to slump around from conveyer belt to conveyer belt. Crate to crate, with no sign of emotion. No free will.

"Man," Rainbow whispered. "I knew a place run by Sombra would be creepy, but this is just...wow. All that's missing is a giant death trap."

"There will be a giant death trap if we don't shut this place down." Twilight confirmed.

"B-but where will we go?" Blueblood whisper shouted. "This entire place is crowded to the brim, and the only exit to the hall is on the other side. They will surely see us for sure, so I guess this is as far as we can go..."

Rainbow suddenly got an idea. "But what if they don't see us?"

Twilight raised an eyebrow as she gave a smirk.

"What do you have in mind?" she asked.

Rainbow grinned back. "Something fast. Real fast."

"Is it a fast escape?" Blueblood groaned. "If so, then-"

"First, shut him up."

Blueblood was caught off guard as a sound-proof forcefield encased him in a small space. He screamed as he shrieked and struggled in protest. Rainbow couldn't read lips very well, but he was probably yelling something along the lines of 'LET ME OUT WHAT IS THE MEANING OF THIS' or 'NO DON'T SACRIFICE ME'. Tough choice.

Twiight turned to Rainbow, ignoring Blueblood's silent protests.

"Anything else?" she asked.

"So, our watches can control this place now, right?"

Twilight chuckled.

"You wish. Pretty sure it's only me though. Besides, I'm more responsible than you."

Rainbow gave a small frown, before she remembered what was more important, and she trot over to Blueblood and his little sound-proof bubble.

"Alright," she started. "I'll rush both of you to the other side and through the door as quick as I can. Just unlock the door, and turn off the lights for at least ten to fifteen seconds."

Twilight gave a nod.

"Surprise, kill the lights for Facility CA."

Then, everything went dark.

The workers stopped their movement, and it all went silent.

Suddenly, a loud whirr filled the air as the ground rumbled, before a loud whoosh cut through the air, following a slam. The lights were reactivated shortly after. The workers blinked as they glanced around aimlessly, before resuming their work.

Rainbow launched down the hallways of the corridor, Twilight on her back, along with Blueblood, screaming silently in his little bubble as it rocked back and forth.

Twilight glanced at her map as she analyzed the layout of the factory.

"Down the hall, take a right, second door to the left." she ordered. "I'll have Surprise open it to make it easier."

Rainbow did as asked, as she forced herself to a slower pace, as she made it through the open door and into the room. Once she was successfully back on the ground, Twilight hopped off her back, as Blueblood and his little bubble fell off as well, the individual inside still trembling in fear.

The room was large, and vast. There was no flooring, aside from a small bridge, so it seemed as if the room were bottomless. Tons and tons of conveyer belts were going in, and out. The room was covered in pipes, and electrical wires. And in the center of it all, at the end of the bridge, was a large, odd, rectangular machine, hooked up seemingly to everything.

Rainbow watched in awe.

"What is this, Twi?" she asked.

Twilight beamed. "It's the factory mainframe. This is it! Now we can overload this sucker."

Rainbow raised an eye. "Couldn't we have done that earlier? I mean, isn't Surprise already hacked in?"

"No, she's only managed to bypass the security. I'll have to do it manually, since the mainframe is completely diff-"

Rainbow and Twilight both jumped as a loud, ear-splintering crash was heard from behind. They both spun around to find Blueblood, standing there, not very pleased.

"NEVER, AND I MEAN NEVER, DO THAT EVER AGAIN!" the furious prince roared.

Twilight's watch beeped.

"I AM NOT YOUR PERSONAL PLAYTHING!"

It beeped twice, as the screen turned orange.

"MY SOCIAL STATUS MAY NOT MATTER NOW, BUT I AT LEASTDESERVE SOME RESPECT!"

It beeped three times, as the screen turned red.

"I DES-"

DANGER: Control of facility has been lost. The hacking progress has been resumed once more, but in the meantime, it is suggested you run.

Alarms blared, as the lights flashed red. Twilight whipped around as she watched the mainframe computer become incased with a protective outer shell,

"No!" she yelled.

Blueblood's enraged demeanor faded instantly, as changeling troops smashed through the door. He shrieked as he was hoisted upwards by two changelings and flown out of the factory.

Twilight and Rainbow could only watch as they were surrounded and caged.

Sombra's cackling laugh seemed to fill the air.

Rainbow and Twilight both growled.

"SOMBRA!" Rainbow cried. "SHOW YOURSELF! Show yourself and face us like a true stallion!"

"And why would I do that?" Sombra's voice responded. "Why would I listen to anything you say at all? You're in no position to be threatening me, Smash.

"That's Dash, to you buster!"

Sombra's laughter filled the air once more. "Perhaps right now, but I wouldn't say the same thing very soon."

Twilight's face paled, while Rainbow gave a confused look.

"What-AUGH!"

"RAINBOW DASH!" Twilight shrieked, as Rainbow was blasted at the back of her head, hard.

At that moment, the entire world seemed to slow. Twilight could only watch in terror as she watched Rainbow get blasted off her hooves, and over the railing. She tried to jump after her. She tried to catch with her magic. Take flight. She tried to do...SOMETHING. But her body wouldn't comply. She only watched in awestruck horror as she watched Rainbow fall, unconscious, smashing her head against pipes and the edges of conveyer belts on her way down. The fastest flier in Equestria was finally too slow.

Twilight watched. She watched as Rainbow was eventually consumed by the darkness below. Had she hit the bottom? Was there a bottom? Was she even barely alive?

"Aaaah...it felt so satisfying to finally land a spell on her."

Twilight's eyes widened as she turned to face the one responsible for what had happened. Chrysalis. The changeling queen sneered as Sombra's laughter tore through the air once more. The changelings in the room began to laugh and poke fun at her losses. She should have felt rage. She should have felt anger. Vengeance. But she didn't feel anything. She stared at Chrysalis dead in the eyes as they locked gazes. Her horn seemed to light without her noticing.

"You haven't won. I'll make sure of it."

A large smash cut off all the laughter, as the bridge was blown apart, large chunks and pieces flew through the air, crashing into unfortunate changelings who happened to be in the way.

...and Twilight Sparkle, was gone.

Author's Note

Hey everypony! Sorry for the delays for this chapter. :twilightblush: I had to delay progress on this story due to personal reasons and such like finals, but progress should be coming along more smoothly now. :pinkiesmile: I also had to rewrite this chapter three times because I didn't like how it ended up turning out. As an apology, please accept this beautifully illustrated depection of the sewer chase scene from Sonic (Rain)boom by ZettaiDeullahan!