The Iron Mare

by FanofAwesomeness

Rating: teen
Tags: Spitfire, Twilight Sparkle, My Little Pony: Friendship is Magic, Soarin, Alternate Universe, Rainbow Dash, Adventure, Shining Armor, Violence, Crossover
Length: 21449

Rainbow Dash is Iron Mare

Its been years since Rainbow Dash was declined acceptance into the Wonderbolts. She found a new passion. Making weapons to defend Equestria from outlying countries. Showing the world how brilliant she really is.
To even the odds, a mysterious pony is sent to capture her and hold her as a possible way to conquer the large country. Only after arriving home does she realize that Sparkle Industries has gone under and she has to claim it as her own company. Who would have thought that buying a company you work for and trying to save lives you put in danger could be so hard?

Based on the 2008 'Iron Man' movie.

Now with pre-reader/ editor Jarkes

Published 2012-11-17 17:10:01 UTC
Last updated 2014-03-05 01:34:00 UTC

Declined

"Today is the day!" Rainbow Dash squealed loudly. "I'll finally get my chance to join the Wonderbolts!"

"We know," Twilight said. "You've been telling us about it for the past three weeks."

"Well I can't help it! It's the chance I've been waiting for! It's too bad you guys can't come, though."

"Yeah," Pinkie Pie said, "What's up with that?"

Rainbow remembered the deal she had to make with Spitfire to get this opportunity. "I can't tell you," she said. "I pinkie promised not to tell."

Pinkie gave Rainbow a strange look, but quickly went back to her normal self. "Okie dokey lokie."

As Rainbow flew towards her goal, she noticed Twilight shift a little on her hooves. She started to wonder what it was about, but quickly forgot about it. soon enough, Ponyville was nothing but a speck behind her as she left for the hidden stadium where she would join the Wonderbolts.

"It's about time you got here," Spitfire said.

"I'm 10 minutes early," Rainbow replied. "How long have you been waiting here?"

"We can't say," Spitfire replied. "But you are doing good already, considering you're here early. Let's get this started so we can all go home."

"No problem," Rainbow Dash replied as she took to the skies.

She began her routine with some simple twists and loops. It began to get more complex as she soared up to the top. When she reached the height she needed, she began her rapid descent. The sonic rainboom would be the perfect way to prove that she was worthy to join the team.

But right before she ran into the resistance of the sound barrier, a bright light popped into her vision. It had come from the direction of Ponyville. What happened, she thought, maintaining her speed. She didn't notice when she had veered off course. The next thing she realized was the impact of crashing into somepony.

A scream came from the pony Rainbow had landed on. The cloud walls almost broke from the impact. "Soarin!" cried the leader of the team. Spitfire flew over to the crash site and quickly took a good look at her comrade. "You need to get to a hospital, now."

"I'm so sorry," Rainbow said, backing up from where she had crashed.

"Stay out of our way!" Spitfire screamed at her. "We don't need somepony in the way. We need to get him to the hospital and you aren't going to do anything to help."

"It's not that bad," Soarin said.

"The bone is poking out of your wing," Spitfire told him, pointing to the bit of white specked with red standing out against his grey-blue coat.

"Okay," he responded. "Maybe it is that bad."

Rainbow had a sinking feeling in her gut. Not only had she failed her routine, but she had crashed into one of the Wonderbolts and split his wing. She would never get in now. "Maybe I could help?" she said.

"You can only help by staying out of the way," Spitfire said, leaving some of the anger out of her voice. "You can't do anything now."

Rainbow found Soarin at the cloudsdale hospital three hours later. As she was walking in, she culd hear a quiet conversation. "Is he going to be alright?" asked a voice that could only be Spitfire's.

"He's going to live," said one of the doctors. "But he will never be able to preform again. The damage was too severe. His wing will mend, but it will be a decade before he can hover very high off the ground."

Rainbow felt that sinking feeling again. She had caused this. If she hadn't gotten distracted by that flash-

At the thought of that flash, Rainbow ran out of the hospital to meet with her friends to find out what had happened. It took her 30 minutes to get there, but she got there in time to see what had happened.

The small town was buisy. Ponies were crowding the streets and and shoving their way to the library. It must have been one of Twilight's experiments, she thought. And that's when she saw the machine.

It was this huge thing made of metal that seemed to be emmitting power. Not magic, but something else. This thing was ginormous. It was emitting light and seemed to be powering houses blocks away from it. The circular case must've been to keep the power going in a loop, constantly working, refreshing with each rotation. How do I know that? Rainbow thought. I guess Twilight's rubbing off on me. That might be a good thing now that I blew my one chance at getting into the Wonderbolts.

"But what is that thing?" Rainbow thought aloud.

"To anypony who's listening," she heard Twilight yell, "This is the Arcane Kinetic Reaction Chamber Source, or AKRCS for short. I have discovered how to provide a clean energy without constant magical control."

"Is this what distracted you up there?" Spitfire asked from behind, causing Rainbow to jump.

"Yeah," she said. "I am so sorry for that. I sould have stayed focussed instead of letting a little flash distract me."

"Yes, you should have," Spitfire said. "I can't let you join the team, but I can talk to Soarin and try to keep him from suing you."

Rainbow swalloed down a strike of fear. Soarin could sue if he wanted. "How is he?"

"The docs say he's never going to be able to use sustained flight again. He might recover enough to hover, but that would be a decade from now if he's lucky."

"Thanks," Rainbow said, starting for home. "I'm sorry I wasted your time."

"Where are you going?"

"Home," she replied. "I need some time to think about this."

"Well maybe you could give me a few tips, first," Spitfire said. "I've always wanted to know how you did that sonic rainboom before."

Spitfire is asking me for tips on flying?! Rainbow thought. "Sure," she said, letting some pride creep into her voice. "Lets talk about the sonic rainboom and how to do it."

15 Years Later...

"Hey, Rainbow!" Twilight called. "When are you getting those new designs done?"

"Just give me ten more seconds," Rainbow Dash replied. "I'm almost done." Ever since she started working for Sparkle Industries, Twilight had been much more demanding. Especially with the hope to an end to the latest war with the gryphons.

"Just make sure it has all of the essential parts," Twilight said, walking into the room. "All it has to do is blow stuff up."

"This does more than just blow stuff up," Rainbow replied. "I designed this missile to sendout a sub-sonic detonation simultaniously, causing the ground underneath their feet to collapse, forcing the gryphons into the sky. Then our troops can use their anti-air weapons to take them out. It's a war winning weapon."

"Wow," Twilight said. "You still amaze me with how well you think this through."

"Sorry to interrupt, Ms. Sparkle," Soarin said from behind. "Ms. Dash, you have an award ceremony tomorrow night."

Ever since he was disabled, Soarin worked for the weapons designer of Sparkle Industries. He set a scedule and did his best to be sure Rainbow kept it.

"Thank you for the reminder, Soarin," Rainbow replied. "When's the demonstration of this new device?"

"It's two days after the award ceremoy," he replied.

"Well I better get going so you have this thing for the demonstration," Twilight said.

"I'll get started on the next weapon," Rainbow said. Maybe I could build that small gun, she thought. I might need it.

After Twilight left, Soarin looked at Rainbow, his eyes curious. "You forgot again, didn't you?"

"What?" Rainbow asked. "It's not your birthday."

"No," Soarin replied. "But it is the anniversary of the accident."

At the mention of that day, Rainbow cringed. She hated thiking about that day. But if it weren't for that day, she wouldn't be as wealthy as she was. Or in a good solid job. "Have this," she said, giving him 300 bits. "Get something nice for yourself."

"Thanks," he said, leaving the room.

Rainbow sat down and started building an engine to keep her mind off of the upcoming events. If she thought about it too much, she would end up wearing some of her best armor under her suit out of paranoia.

"Rainbow," called Shining Armor. "What are you doing?"

"Building an engine," she called back. "Why are you asking?"

"Because I was wondering if you could look over something that I thought of," he answered. "I don't know if it's possible, but you could figure it out."

"I'll take a look at it," she said.

A cylindrical case was thrown down. Rainbow walked over and opened it. Inside was a blueprint for something that looked like a miniature AKRCS. It had some differet pieces, though, and was much more complex.

Rainbow looked across the room other discarded designs. Looking back at the new blueprint, she decided it fit with those and tossed it over. Maybe I should combine those things, Rainbow thought. It could make a good multi-use weapon.

She walked across the room to her bed and lay down to sleep. I have other things to worry about. Business is better than ever,after all.

And with that, she fell asleep.

A Demonstration

"And the winner of this very nice Apogee Award, please welcome my friend, Miss Rainbow Dash!" Spitfire said, enthusiastically. The spotlight moved over the seat were Rainbow dash should have been. "Rainbow?"

Shining Armor shook his head and rose, moving over to the stage. Hewalked up the stairs and stood at the podium. "Hello, everypony," he said. "Now obviously, I'm not Rainbow Dash."

A chuckle came out from the crowd. "If I were, I would probably say something about how I guessed this would happen and what an honor it is," he continued. "Now one of the most interesting things about Rainbow is her positive additude towards everything."

*********************

Rainbow dash rolled a three and lost 2,000 bits. She hit her head on the table. Spitfire walked up behind her andcleared her throat loudly. "You were supposed to recieve an award," she said.

"Yeah," Rainbow replied. "When is that?"

"It was a half hour ago," Spitfire replied dryly. "You said you would be honored to recieve it."

Rainbow looked at Spitfire for a moment. "So, will I get to redo it?"

"No," Spitfire replied. "I've got it right here."

"And what an honor it is to recieve such a beutiful award," Rainbow said, scooping up the dice with a wing. "Blow on it," she said.

"I am not going to blow on some dice for you," Spitfire said.

"Just do it," Rainbow insisted.

"No." Spitfire hit Rainbow's wing, knocking the dice out to reveal two ones.

Rainbow hit her headon the table again and scooped up themoney she still had from gambling. "You should've blown on it," she said.

As Rainbow was walking out, a lone reporter whipped out a tape recorder and caught up to her. "Miss Dash," he said. "Would you be willing to answer a few questions?"

"Yes," Rainbow replied. "That's one."

"What do you think your public nickname should be, considering what you do for a living?" he asked quickly.

"Well I haven't really thought about it much," Rainbow admitted. "But what are they calling me?"

"The public thinks you should be dubbed the 'Merchant of Death'," he said. "How would you respond to that?"

"That does sound pretty good," Rainbow said. "But I'm just the genius that designs the weapons. I have only made three weapons in my life. And those are the three latest ones. I don't control the weapons afterwards, so I don't know if that's very fitting."

"What name do you think would fit then?" he asked.

"I told you, I haven't thought about it much," Rainbow said. "I don't think about my job too often. Most of the time, I just relax. It's how I came up with the ideas that I have."

"That sounded rehearsed," he commented.

"Probably because it was," she replied cockily.

"How much?" he pressed.

"Every morning, first thing when I get up," she answered. "It helps to have something prepared."

"That sounds a little tiring," he continued.

"Do you want to see what it's like?" she asked. "I could give you a behind-the-scenes experience. Of course, I would have to know your name first."

The reporter quickly put away the tape recorder and introduced himself. "I'm Faith Starlight, reporter for the Canterlot Times."

"That name sounds like it-"

"Was meant for a mare, I know," Faith said. "My parents were expecting one, not me. I was stuck with that name."

"I'm guessing by your reaction before that you want that behind the scenes tour, then?" Rainbow asked.

The Next Morning

A groggy Faith Starlight woke up in abed that was not his own. He looked around, wondering where he was until he remembered the events of the previous night. Taking a second look, he started thinking about what to do in a millionare's house.

"Nice to see you up," Rainbow said from behind him.

Jumping, Faith fell out of the bed and landed on his back. "Do you have to do that?" he asked.

"Of course," Rainbow replied. "I do have a reputation to maintain, after all."

"Of course you do," he commented.

"A car is ready for you outside," Rainbow said, turning around. "You should probably get back to your publisher before they fire you."

As Rainbow left, she felt a greeat amount of satisfaction that she had once again, stopped a snooping reporter. Too much publicity about her job was something she couldn't handle without some other kind of publicity.

Grinning, she made her way down the hall to her office where a small project lay. Picking up the device, she began to look over the original blueprints. Placing a few components in place, it started whirring, slowly filling the room with light.

Gasping, Rainbow dropped the small device. It bounced twice and stopped in a small crevice in the floor. Slowly approaching this magnificent thing, Rainbow began to realize why Shining Armor had wanted this on the down-low. If something like this were to reach the public, a new power struggle would begin, just like the one that got her into the weapon-making business back when Twilight had made that giant AKRCS. It revolutionized Eqestrian technology.

Hearing somepony coming down the steps, Rainbow quickly hid the device under a previous machine that had been built. She then covered the blueprints with some magazines and started working on a car she had been rebuilding.

"Miss Dash?" Soarin called out. "Wher are you? You're going to be late for that demonstration scheduled for today."

As Soarin rounded the corner, he saw Rainbow working on the car and began to wonder what she was hiding. She always played music when working on that thing.

"Thank you for reminding me," Rainbow said, moving away from the car. "Which path are we taking?"

"The fastest one, ma'am," Soarin replied.

"Good to know," Rainbow said. "How about you take a few days off. I don' need any help in demonstrating the weapons I designed."

"Thank you," Soarin said. "Now what is it you're hiding?"

"What would make you think I'm hiding something?" Rainbow asked.

"One of your first machines is slightly raised on something, your magazines are scattered more than usual and there was no music playing when I came down here," Soarin said without hesitation.

"It's just something Shining Armor wanted me to work on," Rainbow explained. "I'll work on a new one later."

"Is it some sort of lantern that doesn't need batteries?" Soarin asked. "There's some light coming from under that machine," he explained after seeing his bosses reaction.

"Yeah," Rainbow lied. "I'll make a new one when I get back." She moved over to the machine, pulled out the device and threw it in her home incinerator. "You said I was already late?"

*********************

"Four hours," Spitfire complained on the aircraft. "You left me waiting there for four hours."

"With this being my plane, I would think it would adjust to my schedule," Rainbow said.

"With only the two of us going there, I would think we would just use our wings," Spitfire said. "Why are we in this jet?"

"With my publicity?" Rainbow asked.

"Which one?" Spitfire questioned.

"Both of them," Rainbow said. "When did you get all concerned about how we get there?"

"The same day my partner lost most of his flight ability," Spitfire said.

Rainbow Dash looked away for a moment. "I told you, that was an accident."

"Yet here you are, building weapons," Spitfire pointed out. "Your job doesn't help your case."

"I used to think you were cool," Rainbow said, changing the subject.

"Another consequence of what happened," Spitfire said. "I know he works for you now, but you really should talk to him about it sometime. It might help."

At that moment, a flight attendant walked back and silenced their conversation. "We will be landing in twenty minutes," he said.

"Thank you," Spitfire replied.

As he was walking away, Spitfire took out a card. "You'll need it later," she said.

*********************

"Would you please direct your attention to the hills," Spitfire said, gaining the attention of everypony there.

Rainbow Dash stood in front of the crowd wearing a business suit. "Many ponies have thought that we should never have to fire a weapon. They think we can just negotiate d that wilmake us all safe. They want to have a simple weapon destruction. I think we should only have to fire a weapon once," she began. "If you will please direct your attention to the hills behind me."

A device on the side rotated and positioned the missiles on it. "Using Sparkle Industries technology, we can now pinpoint any location and fire upon it. But what's to keep the bad guys from moving back in after all is said and done? One of these."

Nodding to the ponycontroling the missiles, he hit a button, launching one.

The missile began to flatten out when the outer shell burst off. Dozens of tiny missiles launched from it, widening the blast radius to hundreds of yards. Every piece of missile hit and ruptured the ground below, causing a massive sinkhole. Residual explosions sent shockwaves across the landscape.

"Mares and gentlecolts, I introduce, the Leviathan."

Wind stirred up from the blast blew past her. Hats went flying and uniforms rippled from the force. A new cliff going several feet deep stopped forming right behind the suited mare.

*********************

Spitfire walked up to her friend. "That was impressive," she said. "How did you build it?"

"I designed it on the same science that explains earthquakes," Rainbow answered. "I'll see you on the plane back."

"You're not riding with me?" Spitfire asked.

"I plan on having a good time on my ride home," Rainbow explained. "I don't want it dulled by your words of wisdom."

"Just make sure you get back," Spitfire said.

"Hey," Rainbow replied, "I have a reputation to maintain."

*********************

Rock music was playing in the armored car, barely lightening the tense atmosphere. Rainbow looked around between the soldiers in the car with her.

"What did I do?" she asked. "I feel like I'm being sent to a court martial. I've avoided those for a reason."

The stallion next to her let out a low chuckle. "Go ahead, laugh," Rainbow said. "It's good for you."

"Ma'am," said the stallion, "Could I ask a question?"

"You just did," Rainbow replied, gaining a snort from the front seat.

"How do you think of these weapons?" the one next to her asked.

"The ideas just come to me," Rainbow said. "Anything else?"

"Could I have a picture?" he asked. "To show my friends and family back home."

"Go for it," she said. "There's plenty of me on the internet that's much more incriminating than a simple picture with a soldier."

Before the stallion could pull out his camera though, the car in front of them exploded in a giant ball of flame.

Author's Note

I know I stole a lot from the movie. I liked the way it worked in the movie so I used it here. There are some differences as you probably noticed, but I still took a lot. It won't happen often, but it will happen. This is not going to be the only occasion I take this much. There is more and if you want to stop reading this because of the copying, be my guest.
I do not own Iron Man, Marvel Studios, or My Little Pony: Friendship is Magic.
(With all the copyright infringement here, I kinda had to do this.)

Batteries

The sounds of gunfire erupted instantly. The loud pops and bagns of automatic weapons started ringing in the air. The driver ducked down and the rest did the same to avoid stray bullets and shrapnel.

"Bullseye," cried the soldier in the shotgun seat, with a shotgun. "Protect Dash!"

"I'm not going to let you go out there alone," Bullseye replied.

"Stay with Dash!" ordered the other soldier as he jumped out of the car. Gunshots echoed from everywhere. Another explosion sounded from outside.

The driver moved quickly, pulling out his rifle. "Stay here!" he yelled, moving out of the car.

He moved forward, in front of the vehicle. His gun sounded a few times then he became a part of the windshield.

Dash started feeling nauseous. She began looking around, searching for a way out of this.

"Take this," said the Bullseye, handing her an easily concealable firearm. "Hide it somewhere. I'm going to do what I can to stop them. Whatever you do, don't leave the car."

He jumped out, taking his new gun with him, leaving Dash alone in the armored vehicle. She could see him through the side window and watched as he shot at the incoming enemies. He seemed to help until a small object hit the ground not too far away from him. He tried to run, but the grenade went off before he could move an inch.

Hiding the small weapon she had been handed, Dash jumped out of the car and ran to some cover before pulling out her phone. She started dialing and heard a whistle. A large object implanted itself in the ground in front of her and she jumped over the rock she was hiding behind.

A grenade landed in front of her and blew up, throwing her back. It was far enough away to do minimal damge, but it still hit hard. She laid on the ground, a cough escaping her mouth. Darkness consumed her.

*******************************

Rainbow Dash woke up with light seeping through some sort of cloth on her head. She could barely move. Pain coursed in her chest. There was speaking of some kind and she recognized some of it.

That was only because it was her name.

The bag around her head was removed, temporarily blinding Dash. Once her eyes adjusted, she saw what was happening. There were griffons standing around her with some ponies in masks. She saw the guns that they were holding and tried to keep herself from throwing up.

Her own weapon designs were here, being used to keep her captive. Her weapons that she had designed for the Equestrian military were in the hands of griffons.

And there was nothing she could do but black out again.

*******************************

When Rainbow finally came back to full consciousness, she realized a few things.

First, she was going to have to go through and look at every shipment of weapons once she got back. If she got back, bringing up the second point.

Rainbow Dash was going to have to escape quickly so she would get a chance to look over a few things. If she could get out fast enough, then she wouldn't have to worry about the weapons being used against her. But how to escape was a different question entirely.

Third, her chest hurt. It seemed too tight. There was obviously some damage left by the explosion.

Fourth, who saved her? If she was still alive, then that meant that there had to be a doctor around here somewhere.

Fifth, she was being held for a reason. Somepony or griffon wanted her alive or she would be taking a dirt nap right now. And whoever it was didn't have the best heating system.

Lastly, she was extremely thirsty.

Rainbow glanced around the room, wondering if there was anything that would help. She spotted a couple of cups filled with what looked like water and reached for the nearest one.

It fell.

Groaning, Rainbow reached a little farther to get the next cup. That one fell too. How do I grab things with these hooves, anyways? she thought.

Rainbow reached a little farther, keeping her hooves as steady as possible so she could get a good drink. Then something pulled at the center of her chest.

"I'd be more careful with that if I were you," said a pony from the other side of the room. "You might pull a wire loose."

"What?" Rainbow croaked out, her voice hoarse.

A unicorn stallion walked into her line of sight and pushed her back to the bed. "You need your rest," he said. "You're luck won't last you forever and you shouldn't be moving around after what happened."

Rainbow started to feel around the wires a bit. She then followed them with her eyes to what looked to be some sort of power source. It didn't look familiar to her, though.

Rainbow looked at the bandages covering her chest and started to pull at them. Something was there that shouldn't be. There was something wrong with her chest.

She tore the bandages free to reveal a small black object sitting in the center of her chest. It wasn't noticeable if you weren't looking for it. It was actually almost cool.

Rainbow sat up, hoping it wouldn't effect anything else. She looked at the stallion who was standing next to her and then to the glass of water.

"Here you go," he said, levitating the glass over. "Try to take it slow."

"What did you do to me?" she asked.

"What I did," he said. "Was save your life. You were lucky to not be instantly killed by the explosion. You're even more lucky I was the doctor who worked on you. I have seen many things like what happened to you. I pulled out as much shrapnel as I could, but there was still some left, heading toward your heart. You can slow down the process if you take it slowly."

"Thanks," she said. "What do I call you?"

"My name is Fencin," he said. "You don't remember me? Not surprising. I probably wouldn't remember my own name if I were as drunk as you were."

"We've met?" Rainbow asked.

"It was one of your famous parties back in the early days of the company," Fencin said.

Rainbow just sighed and turned away, moving toward the box. "So what is this thing?"

"It's one of the original power supply boxes that Sparkle Industries made," he said. "That thing in your chest is the electromagnet keeping the leftover shrapnel out of your heart."

"Why did they have you save me?" she asked.

"I don't know," he said. "Maybe you should-"

There was a loud noise from the door as a small area cleared up to look through. A pair of golden eyes looked in, then it closed back up. Fencin and Rainbow looked at each other briefly before Fencin stood up, looking at the door. Dash decided it would be best to follow suit an did the same.Then the door was opened to show a small group of her captors. Seven griffons walked in, brandishing some of the latest weapons from Sparkle Industries. They all had their faces covered, but the beak was still obvious.

One of them stepped forward and revealed his face. Steely eyes were held in a head that looked bronze. His golden beak was practically sparkling in the light of the fire burning in the corner. "I see you two have met," he said, glancing over to Fencin. "So I guess I should tell you a few things before we get started."

"That would be helpful," Rainbow said. "So why exactly am I still here?"

"You have all of the fire that your reputation gives you," the griffon said. "In both ways, I would assume. Oh, where are my manners? My name is Saarken. It's nice to meet you in person, Miss Dash."

He took me prisoner and he's concerned about manners? she thought. "What do you want?"

"I want you to build me what you built them," he said. "What did you call it, the Leviathan? I want you to build me some of those."

"And if I refuse?" she said.

Saarken shouted something at the others, and a few stepped forward. They grabbed Rainbow and dragged her over to a large container of what looked like pure ice. Once they shoved her head in, it turned out it was ice water.

They held Dash's head under for a few seconds before pulling her up long enough for her to catch her breath before shoving her head back into the freezing water. They repeated this a few times before putting a black hood over her head. They led her somewhere before showing her what they had.

The light was almost blinding, but it died down as Rainbow's eyes adjusted. There were griffons everywhere with the occasional pony walking around. There were large piles of weapons. Her weapons. They had all of them.

"What do you think?" Saarken asked.

"I think you have a lot of my designs," Rainbow replied.

"We have everything you will need," he said. "Build them, and I will set you free."

And I'm Princess Celestia, Rainbow thought. She looked at the claw extended and shook it with her hoof.

*******************************

After getting all of the materials, Dash set to work. She started by recalling the blueprints so everything would work. She didn't have much time to do this.

"What are you building?" Fencin asked.

"Something that will give me more time," Rainbow said.

Later, Fencin was walking across the room with something in a bowl. He carefully poured the liquid into the mold, creating a thin circle.

It wasn't too long after that when Dash was working with detail tools. And soon after that, there was a small device sitting on the workbench. Rainbow slowly let power in until it appeared stable. She cut the flow of power and looked at the device glowing in front of her.

"That isn't a missile," Fencin said.

"No," Rainbow replied. "It's something else entirely. If the calculations are correct, this thing is a self sustaining power core that will last a decade at least running it's own power of approximately 3 gigawatts."

Fencin stared at the small device, giving it a low whistle. "What is it called?"

"I don't know yet," Rainbow replied. "But it's almost more efficient than the AKRCS and it's much smaller. A shorter name would work better."

"Why not call it the Miniature Arcane Power Source. MAPS for short."

"Maybe," Rainbow said. "But I can decide that later. I need you to set this up properly."

Fencin glanced between Rainbow and the device a few times before nodding. "Go ahead and relax on the table. I'll give you some anesthetics and when you wake up, You'll have a drastically increased life span."

Escape

Rainbow woke up and felt a slight warmth in her chest. She looked down and saw the glow of the new device in her chest and grinned. Now she would have plenty of time to figure out how to get out of this place.

She looked around, wondering what she could do to get out. Its not like she could just walk out of here and fly away.

Wait a minute.

"Fencin, how much do you know about building and engineering?" Rainbow asked.

"Not much," he replied. "Why do you ask?"

"I have an idea," Rainbow said with a grin.

*******************************

Rainbow looked over the plans. It wasn't going to be pretty, but it would get both of them out of there. It was a longshot, with Fencin's lack of experience, but it was still possible. And it was the only option.

"How did you know I was captured?" Fencin asked later that evening. "I never told you."

"It was easy," Rainbow replied. "You weren't treated much better than me, so logic goes to show that you were probably captured a while ago." I've been spending too much time around Twilight, she thought.

"You are much more observant than your reputation gives you credit for," Fencin said.

"Which one?" Rainbow asked automatically.

"Your professional one," he replied. "Although I have heard some good things about you. Professionally speaking, of course."

Rainbow could barely hold back a small fit of giggles at the stallion's slight blush. She was actually having a pretty good time, considering the situation. She was eating dinner with somepony and wasn't planning on sleeping with them.

"How does this thing work?" Fencin asked, changing the subject back.

"It's powered by the reactor I have here so it can move without too much hindrance," she explained. "But it will work better for you since you have better control over that type of power. It has enough armor to protect but enough mobility to move quickly."

"And what about offensive?" he asked. "They aren't going to let two armored ponies just walk out the front door."

"There are weapon modifications I'm working on," she answered. "It won't be that comfortable either. That's why we need the base layer of rubber."

They both looked over the table to the empty bowl of soup. A guard would be coming by soon to collect it, then they would start working.

*******************************

It had been about a week and a half since Fencin and Rainbow had started work on their separate machines. Rainbow would help Fencin whenever he ran into a problem with the building so it didn't fail when they needed them. And their backup plan would be in place as well as a way to ensure nopony would ever be hurt by these griffons again.

Rainbow was working on something that started to resemble a Leviathan missile, but only Fencin and her knew what it really was. They would have to set the timer perfectly once everything was done so nothing went too horribly wrong.

*******************************

Some time had passed since everything had been set in motion. Almost everything was set up. All they had to do was suit up and get out of there before the griffons found out. Rainbow looked back over and made sure everything was perfect before tossing the new blueprints into the fire. Nobody could figure out how this worked. Not here.

She walked over to the wall and began to strap into the harness. "Get the programs set up and set on a delay before strapping in," she said. "That will help keep everything operational."

Fencin walked over to the computer and started the sequencing. After asetting the delay, he started to strap himself into his own harness. "I really hope this works," he said.

"So do I," Rainbow replied.

things shifted and the various pieces were lowered and placed where they were needed. Rainbow double checked all of the bolts to make sure everything was secure and made sure Fencin did the same. After a few moments, The entire suit was released and under the control of the two ponies.

"I'll set the timer," Rainbow said. "You double check the halls and make sure it's clear."

"Got it," Fencin said, moving over to the door. He removed a bolt they had been using to keep an eye on things outside and saw everything was clear with the exception of the two guards in front. "There are two guards standing in front of the door," he said after replacing the bolt. "The shift change should be soon."

"It's set," Rainbow said turning back around. "Just tell me when and we'll be on our way out."

Fencin nodded in his suit. The large plates of metal were definitely not going to be comfortable. He counted down to the approximate timing and nodded again, signaling Dash.

She nodded her reply and looked at the door. She turned around to face away from the door and gave it the best buck she could muster.

With the strength of a trained Pegasus and the weight of metal behind it, the door didn't stand a chance. It flew off the hinges, imbedding into the far wall.

The guards that it missed stared in shock at the iron pony now standing tall. Rainbow took advantage of their confusion and moved past them quickly. She had barely gotten past them when gunshots echoed in the hallway. Rainbow looked back and lifted a hoof, triggering a small machine gun on the limb. The guards fell down and Rainbow continued her escape.

She was beginning to have trouble walking in the heavy suit when she saw the light. The mouth of the cave was right in front of them.

And so was Saarken.

"And where do you think you're going?" he asked. "Leaving before finishing my little project?"

"We have to move quickly," Fencin said.

Rainbow gave him a quick glare through the mask before remembering she had it on. She then turned back to the griffon in her way and saw that he was bringing up a weapon.

"It's not enough to kill you," he said. "But it will hurt."

Rainbow moved to the side, pushing Fencin against the wall. The gun sent enough power through the air to make it hot. The beam of energy barely missed the two escapees before Rainbow moved back, raising her other hoof. She twitched it slightly and sent a similar beam of energy down at Saarken, who was blown off to the side.

Rainbow then decided to live up to her name and dashed through the opening as quickly as she could, waiting for the opposing weapons fire. Nothing started bouncing off her armor; nothing was even there to aim at her.

"Something's not right," she said, feeling a slight tension in her back. "It can't be this easy."

Fencin hadn't noticed she had stopped and nearly ran right into him. He looked around, then back at her. "Nopony or griffon is here to stop us. Let's go."

He took a step forward only to be stopped by rainbow's hoof. She motioned toward a glinting object in front of them.

"It's one of my trip-mines," She explained. "Armor piercing technology. It would fly right through us."

He backed up a couple of steps, making sure he was far away from the device. "Thank you for stopping me," he said.

"Don't thank me yet," Rainbow replied. She moved the dirt around it and picked it up. Taking aim at one of the weapon caches, she threw the mine as hard as she could. In the few seconds before it hit, she shifted her wings in her armor and activated the flight mechanism while simultaneously doing the same to Fencin's armor.

The two rocketed into the air as the explosion rocked the camp below. Other weapon's caches were hit by debris, causing them to do the same. Rainbow glanced behind her, counting the last few seconds.

"Three, two, one." the entire area trembled with the detonation. A small explosion could be seen from the caves, but it wasn't the explosion that really did it.

23 Hours Earlier

"So how are you going to keep them from stopping you after?" Fencin asked. "Even without your weapons or the designs, they could find a way to build their own suit."

Rainbow groaned. "I already know that," she explained. "Even if they manage to build a suit, modifying it to fit griffons, mind you, they won't have a power source strong enough to power it."

"But they could design one," Fencin said.

"Stop your worrying," Rainbow replied. "I have a plan. What do you think I'm building to keep their suspicion off of us?"

Now

They saw the sinkhole bury the entire area, destroying anything within the ten-mile radius. It was finally over. There was nopony around to stop them.

But there was also nopony around to save them.

Rainbow felt the familiar sensation of gravity taking over and realized she hadn't put in a landing system. "Uh-oh."

Fencin glanced over to her and noticed the jets failing and looked to his own. He saw the sputtering and quickly cast a levitation spell to keep him from falling to his death. He tried to do the same for Dash, but she was already falling too quickly.

When Fencin finally touched the ground, he looked at the pile of metal. He began to take off his suit when he heard a voice from the pile. "Usually I'm the one who does that," Rainbow said, sticking her head out of the pile.

"You survived?" Fencin asked.

"Of course I did," Rainbow said. "The armor didn't, though."

"Good to know you have your priorities straight," Fencin said. "Let's get moving. There's a town about 30 kilometers south. We can get you a ride home from there."

"Just get me out of this pile of metal first," Rainbow said.

Press Conference

Rainbow tried to take off immediately after being uncovered by the remains of her escape plan. "Don't do that," Fencin said. "You might have-"

He was cut off by a shout of pain as Rainbow hit the ground a few seconds later. "-Hurt your wings," he finished.

He walked over to her and started examining her wings. After some probing and a few expletives, he gave her a sympathetic smile. "You sprained your right wing," he said. "Nothing major, but you'll have to keep from flying for a few days."

Rainbow opened her mouth to argue, but quickly shut it. She could go a few days. She had before. "Where did you say this town was again?"

"30 kilometers south of here, if I remember correctly," he replied. He turned and began to walk.

Rainbow trotted up beside him and glanced at him. "Try to keep up," she said, moving in front of him.

*******************************

By the time the two had finally made it to the town, night had fallen. "I thought you said 30 kilometers!" Rainbow said.

"I thought it was," Fencin said, taking a step back from the angry mare. "I guess I was off by a few kilometers."

"A few?!" Rainbow yelled. "That was at least twice as far as you said it would be!"

"Shouldn't we be drinking and celebrating?" Fencin said, changing the subject. "We just escaped one of the most powerful griffon militias."

"You should've pointed out how long it would take to reach any form of civilization," Rainbow said, no willing to let it go.

"Oh come on!" Fencin said. "I saved your life and you repay me by complaining about my distance perception?"

"I repaid you by taking you with me," Rainbow retorted. "This is just because I haven't had anything decent to eat in much too long and I'm exhausted from the walk."

Let's just find a phone so we can get you home," Fencin said.

The two wandered the town some before finally coming across a local bar. Fencin walked off to find the phone while Rainbow caught some of the late-night news.

"Sources re still uncertain about who it was that launched explosives earlier today," the reporter said, switching to a birds-eye view of the new crater. "As you can see, there was massive damage done by an unknown weapon. Reports are saying it was an attempt to re-create one of Sparkle Industries' newest weapons designed by the late Ms. Rainbow Dash."

Rainbow took a double take at that statement. They think I'm dead? she thought. Then again, if somepony I knew went missing for months, I would too.

Fencin came back with a smile on his face. "An aircraft will be here to take us back within the hour."

*******************************

Rainbow watched the plane as it landed. The rear compartment opened up and Spitfire was there, looking straight at Dash. She jumped out of the plane, flew over to her, and punched her in the jaw. "Don't you ever go missing like that again," she said. "You had everypony thinking you were dead. Panic almost overtook the country! Do you know how many riots I had to intervene with?!"

"It's good to see you too, Spitfire," Rainbow said. "Now can we get on with the flight home?"

"Just get in the plane," Spitfire said, a small grin tugging at her face.

*******************************

Rainbow watched as the back of the plane opened up. Her wing had been bandaged and she was standing up to get off when she saw a few familiar faces. "You guys are a sight for sore eyes," she said once she had gotten to her friends.

"I told you to try and keep it down, but you just had to set up the demonstration," Soarin said, walking up to her. "It's good to have you back."

"Is that what you say to me after having a rough trip?" Rainbow looked at him and smirked. "Your eyes are red," she pointed out. "You can't think it would be that easy to get rid of me."

"I'm just glad I don't have to go looking for another job," he replied. "Who's that?"

Fencin walked up from behind. "So this is where the famous Rainbow Dash lives," he said. "Not what I had expected."

"Soarin," Rainbow said. "Meet my friend, Fencin. Fencin, Soarin."

"A pleasure to meet the famous Wonderbolt," Fencin said.

"He's the doctor who saved my life," Rainbow said.

"If he remembers me as a Wonderbolt," Soarin said, "Then he can't be all that bad."

Rainbow trotted off while the two of them talked about Soarin's glory days to find somepony else. She had to be around here somewhere. "Haven't I told you not to take a vacation without letting me know?" said that pony from behind her.

"Very funny, Twi," Rainbow said. "I was actually going to talk to you about something important."

"I have something to tell you first," Twilight said. "I had a lot of time to think about this company. I started thinking about how far it's come and I just think it's time for me to move on."

"Are you quitting?" Rainbow asked.

"Not really," Twilight replied. "I'm just passing on the responsibility to somepony who is just as capable as I am. I need some time to think about where I want it to go, so I thought I'd give you a shot at CEO."

Rainbow's jaw dropped. "You're appointing me CEO?"

"I don't see who could be better," Twilight said. "You practically already run the company. You're brilliant, even if you don't think so. You have the qualifications, so I thought it would be a nice 'welcome home' gift."

"I don't know what to say," Rainbow said, still trying to wrap her mind around it.

"Well I guess it's a good thing we have some time before the press conference, then," Twilight said.

"Wait, press conference?"

"Yeah," Twilight said. "Our most important asset just returned after five months in captivity and I have to announce my decision."

"I guess that makes sense," Rainbow said. "But first, I want some hayfries."

*******************************

The car arrived at the press building a few minutes late after making a quick stop for Rainbow's food. The two of them walked into the building without too much trouble, only because all of the reporters were already inside. Before Dash could walk behind the podium, though, Shining Armor pulled her aside.

"I was wondering if you had tried that design I gave you," he said.

"Thanks for the welcome," Rainbow said. "I haven't had the time to try it out yet, but I'll try to get to it soon. I have a few other things on my plate to handle first."

"Attention everypony!" Twilight said, causing the room to quiet down. "You're probably curious as to why I've called this meeting. Part of it is to welcome back one of our most valuable assets, Ms. Rainbow Dash."

The room was filled with thundering hooves as Rainbow made her way up to the podium. She gave a weak smile and waved back at them before stepping back down so Twilight could finish.

"There is another reason I've called this today," she said. "In these past months, I've seen some of the things that this company does and I'm very proud. It has come such a long way from when it started and I like where it is. However, I believe it is time for me to step down and give my position to somepony who deserves the position as much as I do. She has been a huge part of this company since the beginning and is already practically running it already. It may be a little rushed, but I have already spoken to her about it and have made my final decision.

"Please welcome the new CEO of Sparkle Industries, Ms. Rainbow Dash."

The entire press room fell silent for a second or two before the pounding of hooves echoed again in congratulations.

Rainbow walked up to the podium and cleared her throat. "Thank you, Ms. Sparkle," she said. "It's been a while since I've been up here, but it's not going to be the last time. In my time away, I have seen some things that have changed me. I have seen the very weapons I designed to protect used to attack our own soldiers. I have seen the outcome of this and have decided that as my first act as CEO, I am shutting down all weapons manufacturing until I can decide what is best for this company."

Arcane Reaction Chamber

The press room burst into commotion as questions were screamed by reporters. Twilight's jaw hit the ground and Shining Armor stared at her as she walked down and into the main office building.

I can't believe I just did that, Rainbow thought as she was walking toward the back. Twi is going to kill me for this, but it had to be done.

"Rainbow!" Twilight yelled at her, catching up. "What are you thinking?! You can't just shut down the part of this company that is keeping it alive!"

"Actually, I can," Rainbow said. "You made it easier by appointing me CEO. But I have good reason for it."

"And what is that reason?" Twilight said. "Weapons kill. That's the entire point of them. So what is it that gave you the idea that they didn't?"

"I always knew what they did," Rainbow said. "I've seen them used in live combat situations, but they were always in our possession. I designed these weapons to be used by our soldiers in this war and they're being used by the griffons who are attacking us. The weapons this company built. My weapons. I can't let that continue."

Twilight let out a sigh. "Maybe I was too hasty in giving you control of Sparkle Industries," she said. "Maybe I thought you would be the ideal choice. Maybe you will be, but right now it was a bad idea."

"Too late," Rainbow said. "It's done. I may not be doing the best for right now, but it is the best for in the long run."

"I guess I'm going to have to trust you on that one," Twilight said. "But I won't let you run this company into the ground. I set up a failsafe in case I made a bad decision where I become the advisor for the new CEO."

"I can deal with that," Rainbow said. "But I have a few things I want to get done. Could you get Fencin over here? I have to ask him a few things."

Soarin came in the room and said, "What do you need to ask him?"

"How good his memory is," Rainbow answered. "I also need you to clear my schedule. Work with Twi on how that works."

"Ms. Sparkle," he said.

"Soarin," Twilight responded. "Let's go and work on that schedule. She's going to need some extra time to think about this company."

*******************************

"You want me to do what?" Fencin asked when he got down to the basement.

"You still remember how it attaches," Rainbow replied. "And this one is getting uncomfortable."

"And why are you doing that instead of just getting the rest of the shrapnel removed by the doctors here?" he asked. "They have technology I didn't and the experience."

"I'll do that later," she said. "Right now I just need the fresh one installed so I can work on a few other things."

Fencin looked at her. "You aren't going to let me leave until I do, are you?" he asked.

In response, Rainbow simply grinned.

"Fine," he said. "But this is the last time I'm doing it."

"Great!" Rainbow said, leaning back against the chair. "And this time, I don't need an anesthetic."

*******************************

Rainbow stood, staring at the hologram in front of her. It seemed to be working perfectly, but there was something that just didn't feel right.

The sound of hooves coming down the steps snapped Dash out of her thoughts. She quickly hid the hologram and acted as if nothing were wrong.

"What's wrong?" Soarin asked.

"What would give you the idea that something was wrong?" Rainbow asked.

"I've known you for 15 years, Dash," he said. "I know when something is bothering you."

"Everything is fine," she said, turning back to one of her older projects.

"No," he said, laying a hoof on her shoulder. "It's not. You can talk to me."

"There are things that I saw," Rainbow started. "They were horrible. I don't even know how the griffons got my weapons. My designs specifically make it so only ponies can use them. The only things that could be taken and used would be the missiles, but they never got close enough to steal those. And I don't have any missing shipments."

"Maybe it's somepony in the company," Shining Armor said, descending the stairs.

Soarin backed off, trying to look more professional than he had just been. Rainbow spun around and faced him.

"Show it to me," he said.

"What?" Rainbow asked.

"You know what," he replied. "Show me."

"I'm going to need some clarification," Rainbow said.

Soarin started toward the door. "I'll let you two speak business. I'll be right outside the door. Mr. Armor."

"Soarin," he replied. "Now, Ms. Dash. Show me the reactor."

"I don't know what you're talking about," Rainbow said. "I can bring you to the reactor that powers the entire company, but other than that, I can't show you a reactor."

"You know exactly what I'm talking about," Shining said. "I gave you the designs and I heard you talking to that doctor of yours. Show it to me."

Rainbow sighed in frustration, opening her jacket. "Happy?"

Shining took a look and scanned it briefly before grinning. "Ecstatic," he said. "Now we have a way of saving this company."

"You can't bring this to the board," Rainbow said. "The repercussions would be massive. A new energy war would start before the one we have with the griffons ended! We can't start something like that!"

"They were my designs," Shining said. "I can do whatever I want with them."

Before Rainbow could say anything, he turned around and walked away. She stared at the spot with her jaw open before rushing through her files again. She brought up the reactor blueprints and looked them over before looking back at the base idea that Shining Armor had given her. The differences sprang out and she instantly took the opportunity.

Rainbow snatched her phone off the table and called Shining. "Hello?"

"Shining Armor," Rainbow started. "You do not have the authority to take an unlicensed project to the board without consent from the creator of the device."

"I'm the creator of the device," he said.

"No," Rainbow replied. "You're not. I did some recalculating with your designs because of a single flaw. Your reactor would put out twice the power it took in, only as long as it was connected to a power source. As soon as it was disconnected, it would be a useless piece of metal."

"You changed my designs," he said. "Therefore making you the creator of the device." Frustration was obvious in his voice along with something that sounded a little like... admiration? "Smart move, Ms. Dash."

"You have the weekend to yourself," she said, hanging up. She sat down and looked over the reactor. After some basic thinking, it hit her. The perfect name for something like this. A smaller version of the AKRCS with a simpler reaction unit. Using a mix of magical and electronic power, it only had one name.

Rainbow minimized the file and renamed it so she wouldn't forget the name. It had a nice ring to it, too.

'Arcane Reaction Chamber a.k.a. ARC'. It was perfect.

Mark II

Shining Armor was annoyed to say the least. His plans had just been blown completely away by somepony he had thought to be much more simple-minded than that. And that wasn't even the worst part! No, the worst part was there was now somepony in his way who shouldn't be. Somepony who he was just going to have to take care of himself.

Wait, where did that come from? That didn't sound like me, he started thinking. Something didn't feel right. He had originally thought of the reactor to help others. He had considered the possibility of another power war and decided it would be best to have somepony else make the final decision. But then why didn't he come to the Board with the idea in the first place? Or his sister, for that matter.

He shook his head. Now was not the for paranoia.

*******************************

Rainbow was staring at the projection of her suit. "Try maximizing mobility without removing protection," she said. The picture shifted to show a slightly slimmer design of her suit. "Now add a way to conceal all weapons. And try to add some more padding around the wings."

After the specifications had finished, she looked at what would soon be her next project. The sound of hooves on stairs shook her out of admiring her work and she quickly minimized the projection.

"Look, Dash," Soarin said. "I need to talk to you."

"Well that's never a good start to a conversation," Rainbow said.

Soarin chuckled slightly. "It's about what happened to you. you went through a lot and then you were given a huge responsibility. I just think you should reconsider your actions."

"I know full well what I'm doing," she responded. "I did what I saw was best for Equestria, not the company."

"I saw what you were like when you were designing," he said. "It's become a passion for you. Not just a job, but something you love. At least think of a direction for the company to take that you will enjoy more than just a job."

"Sounds like a good idea to me," Rainbow replied.

"Now maybe you could let me in on what you're designing now?" he asked.

"I'm not designing anything," Rainbow said. "Nothing at all."

"One," Soarin said, "I know when you're lying. Two, I recognize when you're designing something. I've been watching you do it for 15 years now. What are you designing?"

Rainbow opened her mouth to protest, but thought better of it. "It's what I used to escape," she said. "I thought I could see if it could be modified to work with better technology without overpowering it. Then I ran into the amount of power it was going to need. It's nothing right now."

Soarin just shook his head, chuckling. "Not going to make weapons, huh?"

"It's not necessarily a weapon," she said. "It's an armored suit combined with modern technology."

"Keep telling yourself that, Rainbow," he said.

"You called me by my first name," Rainbow said. "You haven't done that since..."

"I figured now would be as good a time as any to finally get over that old thing," he said. "I've been getting better at flying, anyways. I've bypassed everything the doctors said I would be limited to. You should have seen their faces!"

"Soarin!" Twilight called from above. "We aren't done scheduling! Where are you?"

Rainbow chuckled at the sound of her friend. "It was nice talking to you like a friend again, Soarin."

"Yeah, it was," he replied. "I should go back up there and finish the scheduling. See you later."

"You too," Rainbow said.

Once he had left, she turned back to her new project. "Time to start building."

*******************************

Rainbow stood in the center of the platform, looking at the camera. "Wingless flight test #1," she said. "I've designed power boots to provide enough lift to propel me upward and simple controls based off of leaning. Because of my experience with flying, I'm going to start at 10% impulse power."

She took the controls in her mouth and bit down, activating the power loop to the boots. Jet power flooded through them and gave her enough lift to fly through the roof of her lab. Her head popped out of the floor on the upper level and she dropped the controls. Shifting slightly, she pushed on the floor from underneath and fell the dozen feet to the lab floor. Her head hit the metal platform she had set up and Rainbow lay there for a few moments before saying one thing.

"Ouch."

*******************************

Rainbow walked over to the table and redid the calculations for her next test flight while shifting the bag of ice strapped to her head. She looked at the model and made the few adjustments to the boots before her next test.

"Wingless flight trial 2," she said to the camera. "Because of what happened in my first try, I'm going to start at 1% impulse."

Rainbow took the controls in her mouth again and did a quick mental countdown before biting on them. The boots worked well enough to lift her off the ground, but only barely. She released pressure on the controls and hit the floor, stumbling a bit from the landing.

"Alright," she said. "Now shifting up to 5% impulse power."

Again, Rainbow took the controls in her mouth and bit down to start the flow of power. She was brought up fairly quickly, but wasn't going too high just yet. She saw the amount of lift she had achieved and started making a few mental notes before noticing she had started moving over some fairly expensive products.

Rainbow shifted her weight around to move herself towards some less expensive pieces before noticing a small beeping noise by the door to her lab. She quickly let go of the remote, causing her to fall onto one of her older projects. She lifted her head to look around and saw the door was blinking.

She slowly stood up, trying her best not to do any more damage to her body than had already been inflicted. She started moving over to the door before she remembered the boots and took them off. Walking all the way to the door, she found Soarin waiting for her. "Hey," she said.

"Hey yourself," Soarin replied lightheartedly. "I thought I'd check in on you again, seeing as you put a new hole in the building."

"I'm going to fix that," Rainbow said.

"That's what you said the last time you broke the house," Soarin replied.

"That was before I got sidetracked," Rainbow said, slightly defensive.

"Yeah," Soarin said. "By one of the mares on the other side of the room. How drunk were you?"

"I was staring at a mare?" Rainbow asked.

"That answers that," Soarin thought aloud.

"So why did you really come down here?" Rainbow asked, sobering the mood drastically.

Soarin stood there a moment before replying. "I heard about an outgoing shipment and was going to ask why you were sending it."

"What are you talking about?" Rainbow asked. "What shipment?"

"The one you sent the conformation forms in for this morning," Soarin stated. "It was a first priority shipment. The papers had your signature perfect. Have you been drinking recently?"

Rainbow stood there for a moment, taking it all in. A first priority shipment meaves the shipping bay exactly twelve hours after the arrival of that day's shipment. She hardly hesitated before making up her mind. "Soarin, cancel all my appointments for the day. I have something I need to do. What shipment number was it?"

"42," Soarin said. "Why? It's not like you can stop the shipment. It leaves in twenty minutes."

"Just go do what I told you to do!" Rainbow yelled. "I need to move now if I have any chance at pulling this off," she added under her breath.

Soarin paused in the door. "What exactly are you planning?"

"Nothing big," Rainbow said.

"Everything you do is big," Soarin said.

"Just go cancel my appointments already!"

Soarin jumped at that and left to take care of the schedule. As soon as he was out the door, Rainbow activated the suit building protocols.

"I sure hope this works," she muttered to herself.

Machines whirred and buzzed, moving around her body to attach her newest invention. A basic armor with added weapons systems. She checked her HUD before setting off on her first real wingless flight. This was the first test of the armor that would prove whether or not it was capable of what she wanted it to be capable of.

After double-checking her systems, Rainbow Dash lifted up and flew out the side of her house.

Defending Her Company

The flight was even faster than normal with rocket boosters instead of wings guiding Rainbow Dash's flight to the shipment bay. She started to think of how fast she might be able to go with the boosters only as extra support mid-flight.

She was snapped out of her thoughts when she hit the side wall of a ship and tumbled through it and down into the lower levels.

"Remind me to work on my landings," she muttered. As soon as she said it, the note was taken down and stored in a file database somewhere. "Also remind me to thank Twilight for the audio note idea. This thing is awesome."

Before the file could finish being stored, somepony behind her yelled something. Rainbow turned around and saw a guard with one of her guns, pointing said gun at her.

Without thinking, Rainbow opened fire first. The guard was thrown off balance and his gun went off blowing a hole the size of her hoof in the wall. Rainbow then felt something bounce off her armor from behind and turned to see another guard shooting at her.

She jumped back, planning on flying back into the storage bay, only to find excess power being pushed through her boots and the pony shooting at her.

She landed and ran for the cargo bay, trying not to think about those two guards. She was here for a reason. She had to destroy the weapons before they left. And at this rate, she had to escape before the Wonderbolts could-

"Attention hostile force aboard the ESS Knightly," came the voice of Spitfire. "We know you're in there. The ship is surrounded. Come out peacefully or we will use force."

"Crap," Rainbow said. She didn't have time to talk to them and destroy the weapons. She had to do one or the other. Unless...

Rainbow lifted a hoof and pushed power through it to fire a blast of flame. She fired off a few more shots so she would have a clear way out. With that, the ship would be under fire as soon as she left. That meant that everypony would think it was a stray shot.

Aiming for the hole, Rainbow shot through it like a bullet. Actual bullets bounced off her armor as she came out of the ship. It was going to be a lot harder to do it this way, but she didn't have much choice.

A small missile fired from her armor and hit the ground where she had been standing a few seconds before. The explosion pushed her farther than she expected and caused her to crash into one of the newer buildings. Before anypony could figure out what was happening, though, she got up and shot through the roof. At the speed she was going, she would be home before dinner.

That's when she saw the clouds of smoke and lightning. The Wonderbolts were right on her tail, and they weren't going to stop their pursuit. Rainbow saw only one option left.

She brought up her contacts and called Spitfire.

After a couple rings, there was the sound of wind whipping past and a voice on the line. "Hello?"

"Spitfire," Rainbow said. "I need you to do something."

"A little busy here, Dash," Spitfire said. "I'm chasing a pony that just blew up a ship."

"The whole ship went up already?" Rainbow asked without thinking.

"What was that?" Spitfire asked.

"Never mind," Rainbow said. "I just need you to meet me at my house. Right now."

"I can meet you there after we catch this guy," Spitfire said.

Rainbow sighed and said, "It's me."

"I already know it's you on the phone," Spitfire said. "You told me that when I answered. Now I've got to go and-"

"I mean it's me you're chasing!" Rainbow said. "It's a suit, and I'm wearing it."

"What?!" Spitfire screamed, causing the formation to break slightly, but only for a few seconds. "Could you repeat that for me?"

"I'm in a suit and you're chasing me!" Rainbow screamed into the microphone. "If you let me go, I'll explain everything to you. Just meet me at my house in twenty."

"I can't just call off a chase," Spitfire said. "You just blew up a ship. We have to respond appropriately. That includes a chase."

"Then make it look like you lost me," Rainbow said.

"Yeah," Spitfire replied. "And how many ponies can outfly the Wonderbolts? You're the only one in recent history to have out-flown the entire team. It takes something beyond what most ponies are capable of for that to happen."

"And how many ponies could be piloting a suit that could give said pilot an exact way to get out of a chase?" Rainbow asked.

She could almost hear the chuckle from Spitfire. "Do it," she said. "But I'm expecting one hell of an explanation later."

With that, Rainbow hung up. She brought up a diagram of flight patterns and the current sky traffic. With everything ready, all she had to do was move at the right speed in the right way in a brand-new piece of technology that is barely past prototype to escape prosecution from the law. No pressure.

*******************************

Rainbow trotted up to her door. Only when she opened it, did she actually get a surprise.

Spitfire, captain of the Wonderbolts and leader of the Equestrian Air Force, punched her in the face.

"What was that for?" Rainbow asked.

"That was for putting my team in a situation that could have endangered countless lives," Spitfire said. "And this," she said with another punch, "is for testing some new tech without telling me."

Rainbow sat there for a moment, nursing her already bruising cheek. "Sorry," she said. "I had to make a split-second call. There wasn't much choice."

"You could've warned me that you were testing unstable tech in the area," Spitfire said. "I could've cleared the area and sent that ship out before you blasted a hole in it. And then we wouldn't have to pay for a new boat, too. You do realize how expensive those things are, don't you?"

"That's why I didn't tell you before," Rainbow said. "I was there for the ship."

Spitfire sat down suddenly. "You did that. On purpose?"

"Yeah," Rainbow said. "I had to stop it, and the only way to do that quickly enough was to do it myself. It was just convenient that I had some new stuff that needed testing."

Spitfire sighed. "Did you even consider what might happen afterwards? How are we going to explain this to the public?"

"Don't you guys have something about training exercises to use in these scenarios?" Rainbow asked.

That got a chuckle from Spitfire. "I guess we could use that," she said. "But before I go, why did you have that thing? I thought you weren't making weapons anymore."

"It was an unfinished project," Rainbow said."You know how I can get when I want something done."

*******************************

Shining Armor was sitting in his office when he received a call. "Hello?"

"I thought you said it wouldn't be a problem," said the gruff voice on the other end. "So why is it my shipment just got blown up?"

"I'm sorry," Shining said. "We ran into an unusual threat. Something, or somepony, went in there to stop it, and was successful. And they were lucky enough to get away with only property damage. The closest thing we have to a clue to answer who did it, is the memory of a guard who was less lucky than the rest. He had his shoulder burned badly enough to start to blister within a few seconds and hit his head pretty hard."

"Well then I would recommend you jog his memory before I get impatient," the other side said. "I have a feeling it's a mare we both know fairly well."

Shining laughed. "Rainbow Dash is not the kind of pony to go into something herself," he said. "The closest she would get would be to send in one of her friends, and she wouldn't do that if her life depended on it. So I doubt you have the right pony in mind."

"Do not make my mistake in underestimating her," said the other voice. "It might not end as well for you as it did for me."

"And I wouldn't recommend you try to threaten me," Shining said. "I know where you are and I still have connections in the Guard. I could have you blown the rest of the way to hell if I wanted."

"I know full well what the Guard is capable of," came a quick reply. "But you wouldn't murder a good business partner, especially if that partner had something you needed."

"And what is it that you have that I need?" Shining asked.

"I have pieces of some armor that you might find useful in your investigation," said the voice.

"Then maybe we should meet face to face," Shining said.

"I agree," Saarken said. "I think it's time we decided what to do about this problematic mare of yours."

Old Enemies

Rainbow sat at her desk, looking at what she had. It was perfect, except the colors were off. She really didn't like how bland the silver gray looked. It wasn't really her style.

A knock at her door made her look up to see Twilight standing in the doorway.

"Hey, Twi," Rainbow said.

"You wanted to see me?" Twilight asked.

"Yeah," Rainbow said. "I wanted to thank you for convincing me to get that voice-notepad thing installed. It really helps."

"I told you it would," Twilight said. "Though, I was hoping I could talk to you about something else."

"Really?" Rainbow asked. "Shoot."

"I was just contacted by Princess Luna," Twilight explained. "She said there was something she wanted my help with. She didn't want to say anything over the phone, so I'm heading to Canterlot for a while. I don't know how long I'll be gone."

Rainbow thought for a moment. It would have to be a pretty big deal to call Twilight into a secret project. "Well, I guess I'll see you when you get back, then," she said. "Have a good trip. And try not to get into any trouble without me."

"That'll be easy," Twilight said jokingly as she left. Rainbow watched her leave and then returned to her screens.

What she saw was a surprise. The diagram had some new paint applications on it that actually looked good. The deep red looked perfect matched with the golden color from the new metal.

"When did I do that?" she wondered aloud. It was odd that it appeared while she was talking. "Maybe I did it without noticing I was doing it."

Rainbow pushed the execute button to start the building of the new suit. She looked around and decided the best way to kill a few hours was to watch some TV.

As usual, there wasn't much on. It was mostly that reality stuff and news, so she decided to watch the latter and at least get something out of it.

"I am standing outside the Mareiott in Las Pegasus as we all wait for the festivities to start," said the reporter. "If you're just tuning in, this is the outside of the party for our recent return from captivity, Rainbow Dash.

"From what I've been able to gather, there will be representatives from Sparkle Industries with a few exceptions. Rainbow Dash and Miss Sparkle will not be joining us tonight, much to the dismay of the crowd."

Rainbow looked at the screen for a few seconds before checking her computer for an invitation. Surprisingly, there wasn't one. "I wonder why I wasn't invited to my own party."

She glanced at the clock and at her cars. "I've got time," she said.

*******************************

Rainbow Dash pulled up to the building, barely stopping before passing it. Stepping out of the car, she tossed the keys to a pony in a red vest and walked up to the building. The crowd started to cheer as she purposefully moved forward, barely keeping her injured wing at her side.

Walking into the hotel lobby, she immediately wondered if she should have grabbed something a little nicer than her casual business suit.

She trotted to the bar and ordered a quick drink while she looked around. Most of the faces were from other meetings or something like that. That's when someone else came up behind her.

"I heard you weren't going to show," said the griffon from behind Rainbow, making her jump.

She turned to face the golden creature. "I saw something on the TV and thought, 'Maybe I should crash my own party.'"

"You're doing a great job of it," he said.

"What are you doing here?" she asked. "I thought Hammer industries was trashed, and there's no way you would get a job at my company, seeing as you seem to have something against us."

"Not against your company," Hammer said. "Just you. And maybe that unicorn friend of yours. How close are you two, anyways?"

Rainbow laughed. "Are you really buying into that? You of all creatures should knowhow I roll."

"As I recall, it was very quickly," Hammer replied. "If I remember your phrasing, it was exactly ten seconds."

"I was also drunk," Rainbow said, grabbing her drink from the bar with her uninjured wing. "I'm like that a lot. It takes the memorable ones to really get me to remember. Or a news crew right outside my door."

"Who told them about that, anyways?" Hammer asked. "Because I know I didn't. I wasn't expecting the resident genius to try anything."

"I am a genius now, aren't I," Rainbow said, thinking back to everything she had done.

However, her trip down memory lane was cut off by Shining Armor's appearance and approach. Rainbow downed her drink and tapped the bar for another one before he got there.

"I wasn't expecting you," Shining said. "I thought you were going to be busy all night."

"I finished for the night," she responded, watching her drink. "Then I found out about this party."

Shining shook his head. "You should have stayed home tonight, Dash."

"Why's that?" Rainbow asked as she picked up her second drink. "It is my party."

"You don't know how to handle yourself properly in such a vulnerable situation for the company," Shining explained. "I can handle it."

"I don't remember giving you second point," Rainbow said. "I guess I could have been drunk, but I don't do that too often anymore."

"Just let me take care of this," Shining said.

Rainbow looked around and grabbed her drink before heading toward the balcony. She wasn't going to tell Shining he could. He was smart enough to pick up on a simple tip.

She looked out across the landscape in front of her as the breeze cut through her suit and coat. Taking a deep breath, she walked to the edge of the balcony to get a better view.

She could see all the buildings from here to Canterlot. Everything was in twilight hues. The spaced out areas looked perfect for foals to play in.

And the glint of metal was she needed to see before heading back in.

Unfortunately, the sniper was faster than she thought, though not as good a shot. The bullet grazed her injured wing and buried into the ground in front of her. Rainbow jumped through the door to hopefully get out of the sights of the sniper, but was surprised to see no reaction to the shot. All the ponies were looking at her like she was crazy.

Rainbow looked around a bit, dusted herself off with her good wing and held up her drink. The others cracked small grins, some even chuckling, before looking away.

"I love being able to blame the alcohol sometimes," Rainbow said before making her way toward the door.

As she left, she turned around and said to the crowd, "You ponies don't know how to throw a real party anymore! Maybe you should go to Pinkie Pie and learn something!" Wherever she went, Rainbow added mentally.

She quickly got her car and left before anypony could stop long enough to ask her questions. She had an assassin to find.

*******************************

Shining Armor's phone went off in his pocket. He excused himself from the reporters and stepped off to the side. "Hello?" he said into it.

"I thought you said you had this under control," Came the gruff voice of Saarken.

"And I do," Shining replied coolly. "Rainbow will be distracted by whatever project she's working on long enough for us to finish our arrangement. Either that or her newest mystery."

"And what mystery would that be?" asked the griffon.

"You suggested precautions before this started, and I've taken some," Shining answered. "As long as we finish our agreement, I see no reason to fully disclose my methods."

"You know exactly how this will effect everything," Saarken said. "Just be careful in what you're doing. You've almost given us away once. We wouldn't want a repeat of that, would we?"

"It's taken care of," Shining said firmly, hanging up. He shut off his phone for good measure and walked back out to make a statement for the press about the possible future of the company.

Defending Herself

Rainbow Dash winced as Soarin finished wrapping her wing. "You should tell Spitfire about this," he said. "She could have the entire team in flight and take out whoever this pony is in a matter of minutes."

"I can't tell her yet," Rainbow replied. "I don't know who it is, myself. I can't send one of my friends after a shadow."

"Then just tell her about what happened," Soarin suggested. "She could figure it out with you and then the team could take him out."

"She's already mad at me over the shipment thing," Rainbow said. "I don't want to bother her with more trouble from me. Besides, how hard could it be to find this guy?"

Soarin gave her a flat look. "I can't believe you just said that," he muttered. "Fine. But try to stay out of jail this time."

"That was for something completely different!" Rainbow defended, blushing slightly as Soarin walked out of the room.

Rainbow walked over to her computer and started to put together a file. There wasn't much, but there was enough to get started.

She finished putting together what she knew and hit the 'ENTER' button. Leaning back in her chair, she started to think about what was going on. After returning home from being kidnapped, there wasn't much time to just rest, not that her mind would let her anyways. First getting the leading role in a business, finding out there was someone working against her with the shipments and now this?!

The computer let out a beep and Rainbow snapped out of her thoughts to see what it had come up with. Fortunately, there were only a few people on the list of possibilities. Of course, with one of them being a griffon, that narrowed down the list of suspects in her mind.

Hydraulics hissed and Rainbow turned around to see the new suit standing ready. "I guess it could use a good test run."

*******************************

She landed fairly quietly, considering she was wearing a very large and heavy piece of metal. The GPS system seemed to be working perfectly, since she could see the griffon in question moving quickly with a very nice high-powered rifle.

Rainbow fired tranquilizers before the griffon could get off a shot. Unfortunately, the griffon was faster than she had expected. Only a couple hit, giving the beast a chance to fire a shot anyways. His shot wasn't as lucky as Rainbow's, though, bouncing off her new armor. However, the tranquilizers were good enough to knock him out cold after that.

About an hour later, the griffon woke up tied down to a chair. "What do you want?" he spat at her.

"I want information about a target of yours," Rainbow said, the suit disguising her voice as she spoke. "You attacked miss Rainbow Dash, CEO of Sparkle Industries. Why?"

He chuckled. "If you're here about that, you could've just asked. It's not like I was trying to kill her."

"Well you were pretty convincing otherwise," she said.

"How do you know that?" he asked. "There wasn't anyone around to see the shot."

"I have good sources," she said, trying to throw him off.

"Oh," the griffon said, bowing his head some. "I get it. He didn't want loose ends. I guess that's what I get for working for some pony in the Industry."

What? Rainbow thought. "What do you mean by that?"

"You don't know?" he questioned, looking back up at her. "The pony who hired me, and you, works inside Sparkle Industries. I guess he really was pulling out all the stops, bringing you in without any information."

Rainbow's jaw dropped. There was somebody working for Sparkle Industries that hired a mercenary to attack her! "Who was it?" she asked, trying to keep her voice even.

"Ask him," he said. "I never got a name or a face, just a voice over the phone."

"I'll do that," she said, reloading darts into the launchers and firing. The griffon was sleeping soon and Dash had other things to do now, anyways. She undid the ropes and moved the sleeping Griffon onto the nearby couch. She grabbed the rifle and jumped out the way she came in, flying back to her lab. There were things to be done about this.

*******************************

Shining sat in his office looking over the blueprints he had just received. They were surprisingly simple, though there was the matter of power for it. If only there were some way to-

His phone going off snapped him out of his thoughts. "Hello?" he answered.

"What do you think of them?" came Saarken's voice from the other end. "I do hope they're accurate.We had to pull out the pages from a fire and carefully retrieve what was there, not to mention scouring the desert for the parts."

"I have no doubt," Shining replied. "What I do wonder about is why."

Saarken laughed. "You shouldn't worry yourself over why, Shining. The parts will be there in a few days. Just remember the deal and everything will be fine."

*******************************

Rainbow was slightly uncomfortable in the machines around her tugging at the bits of metal. "I've gotten this off before," she mumbled as a foreleg piece was loosened,only to be tightened again. "Why is it so difficult now?"

Hoofsteps came from the stairway and Rainbow looked over as a voice followed them. "I just got a call from Spitfire saying something about a test you were involved in, Rainbow. What exactly was that..." Soarin's voice trailed off as he turned the corner and saw Rainbow held in the air by the robots. "What are you doing?"

"I'm... I'm," Rainbow stuttered, grasping at straws for the right words. Finally, she sighed. "Let's face it: You've caught me doing worse."

"What do you need this time?" he asked, moving forward to help Rainbow out of her suit.

*******************************

The caves were a little brighter than usual for the time to properly accommodate their current 'guest'. It still took a little getting-used-to, but it wasn't all too bad. At least this one hadn't escaped as well, considering it would have taken far longer to find her in the vast expanse of the desert. It was also only by luck Rainbow Dash hadn't seen this camp as well.

Saarken could barely contain himself as he walked into the room. He looked at the mare in the center and smiled. She was blindfolded and properly restrained with ropes and a nullification ring around her horn, as to avoid a breakout. And, much to Saarken's pleasure, she was terrified.

"You needn't worry, Princess," he said, a smile on his beak. "This will only last as long as it has to. Your knight in Shining Armor would do anything to protect his precious wife."

Investigations

Rainbow walked over to her desk and started looking over the files. There was somepony in her company that wanted her scared, somepony who was giving weapons to the enemy. There had to be an answer somewhere in these files.

Rainbow groaned as she looked at all of them. "Twilight was always better at research than I was," she muttered to herself. "This is going to take days to figure out."

"Figure out what?" came a voice from behind her, causing Rainbow to jump.

She turned around and saw Shining Armor standing there. "You really shouldn't sneak up on ponies," she said. "It's a bad habit to get into."

"Sorry," he muttered. "I do have to ask, though. What are you trying to figure out?"

"It's nothing," Rainbow said. "Just one of those puzzles that takes a while. I'll be able to do it on my own. What did you come down here for?"

"I was just wondering if you still had my designs for the reactor unit," he said. "I need to look over them again and see if I can figure out what you did to make it work."

"I thought I gave those back to you," Rainbow said, moving the files to look. After a minute or so, she said, "Yeah. They're not here. I guess you need to check your inbox more often."

"I guess so," Shining said as he walked away. "Sorry to bother you."

Rainbow just watched as he walked off. There was something different about him lately. Maybe it was just the stress of being put under a new boss and having his sister taken to Canterlot in the same week. Maybe it was something else. Rainbow didn't have the time to ponder it right now, though.

"So," she said as she turned back to the files. "Which one of you has what I need?"

*******************************

It took hours, but Rainbow had finally gotten through most of the files. Only a select few were left sitting there. "That wasn't as long as I thought it would take," she mumbled. "But I'm still not any closer to finding out who you are."

Rainbow closed her eyes and rubbed her temples for a minute. All of the reading was starting to hurt. Maybe just a little break and she could finish it later... Maybe a little time away would help, anyways.

Having made up her mind before thinking about it anymore, Rainbow moved over to her closet, grabbed a coat and went outside for a walk around town. A little fresh air always helped.

It was only a couple of minutes into the walk when she started to realize something. Maybe if there was someone sneaking around her company, they wouldn't be noticeable in any sense related to the business. Maybe she was looking in the wrong place this entire time.

Which meant she had just spent hours wasting time.

Rainbow picked up her pace some, trying to let her thoughts flow a little more. She couldn't get upset about this right now, especially not with herself.

She paused in front of a TV set in the window in town. The news was on, showing the latest forecast and stories. There usually wasn't much to see, but sometimes there was something interesting.

"Expect light showers in rural areas within the next few hours. In other news, reports have said that the town was raided by griffons only yesterday. The towns ponies have been forced into a walk across the landscape toward the shore, 150,000 miles away."

Exactly like that.

Rainbow stared at the screen, wondering where exactly this was happening. She didn't have to wait long, though, nor did she have to think about the landscape. It was a little too familiar.

Rainbow spun around and sprinted back to her house where she started warming up the machines for her suit. She took off the coat and threw it into the corner of the room. She walked up and stood in place, feeling each piece of metal move into its spot.

*******************************

It didn't take too long for Rainbow to reach the town. Even without the rockets, she would've been able to make it there fast enough. But fortunately, she got there while there were still some ponies being led through the town and divided up. The mares and foals were separated from the stallions, most of which were bound tightly in a truck. The buildings were almost all in ruin, with a few exceptions.

The entire town was being ransacked and destroyed, its inhabitants being moved places they should never be, and there was nopony doing anything to stop them.

Except for Rainbow Dash.

Rainbow dropped out of the sky and landed on one of the griffons behind some of the stallions, and he was crushed underneath the weight of the suit before he could get a shot off. Quickly trying to use the few precious seconds she had, Rainbow spun around and let a blast of propulsion hit another one. Using that to move herself, Rainbow flipped in the air and used the side-mounted machine gun to take out the sniper on one of the few remaining roofs. Retracting that, she turned to the remaining visible griffons.

All of them were crouched behind ponies with various weapons pointed at the living shields. Thinking back to the previous night, she carefully targeted the griffons and used the tranquilizer darts on them.

Without waiting for anyone to say anything, Rainbow turned around and flew up a ways before pausing to look for any that she missed. After clearing it, she glanced around to find the right direction to go.

Until she ran into a little trouble.

"Unknown aircraft," said the voice of one of the flyers behind her. "You are in restricted airspace. Identify yourself, leave immediately or be fired upon."

Rainbow glanced behind her and saw two of her own style of jets coming in from behind her. Both seemed to be closing fairly quickly, so she could do one of three things: leave like they said, which was never going to happen, take out the jets and let the pilots parachute safely down, until they're found by enemies, or try to outrun them.

Already accelerating, she brought up her phonebook and started to call her old friend.

"What?" came Spitfire's voice on the other end.

"You guys just can't leave me alone, can you?" she asked.

"What?!" Spitfire yelled. "What are you doing?!"

"There were some griffons that needed taken care of, I took care of them, and now some of yours are chasing me!" She quickly turned around the corner, barely faster than the missile that had been launched at her. "And apparently now I'm being shot at!"

"I'll call you back," Spitfire said, hanging up. A minute later, the jets veered off, only for the phone to ring again. "There."

"I owe you one," Rainbow said.

"Actually, you owe me two now," Spitfire responded. "Now get your flank back here before they start questioning things."

"I have one more thing to do," Rainbow said. "Just keep the skies clear for me."

Spitfire groaned and hung up. Rainbow reassessed her surroundings and made sure she was going in the right direction before flying in the same direction she had been walking away from not too long ago.

*******************************

Saarken waited carefully on his phone for his associate to pick up. There was trouble coming his way, and he needed more time before he could do anything.

"Hello?" Shining Armor asked when he picked up the phone.

"Have the pieces arrived yet?" Saarken asked.

"Yes," Shining replied. "But they're absolutely useless without a power source, and I don't have anything that powerful. I don't see what you want me to do with it."

"You know exactly what I want you to do with it," Saarken said. "And the power source is easy enough to get, if you're willing to take it."

*******************************

Rainbow saw the ruined remains of the camp ahead. The entire area had collapsed and nobody could have survived it, pony or griffon.

But if that was the case, who else had access to that kind of weaponry, the knowledge on how to use it, and would pull something like this?

She was snapped out of her thoughts when her helmet began to ring. "Hello," she answered.

"Rainbow!" came Shining Armor's voice, panicked. "You have to get over here! Soarin's been hurt!"

Betrayed

"What?!" Rainbow yelled. "What happened?"

"He was flying around and his wing just stopped working!" Shining said. "Where are you? Maybe I can pick you up on the way to the hospital."

"I'll meet you there," Rainbow said. "It'll be faster."

"I'll see you soon," Shining said, hanging up.

Rainbow turned back to the direction she had come from and pushed more power into the boots as she could.

*******************************

Shining Armor hung up the phone and looked up at the lab around him. There had to have been something around here to tell him what had happened to the original prototype. All he had to do was find it and modify it to do what he needed to. But it was nowhere to be found.

That left him with Plan B.

He had to do something and get Rainbow Dash back here fast. He needed something to get her attention quickly. Thinking just as fast, he ran up the stairs and called for Soarin. it didn't take long, and soon enough, Soarin was on the ground and Shining was on the phone.

He didn't have much time to finish what he was doing until Rainbow got back. He needed her help to get out of this mess. If she was willing to forgive him for everything and help him out, that would be best.

He could barely breathe as he followed the flashing lights in front of him. Hopefully, that hit to his head would keep Soarin's memory fuzzy about what had really happened.

*******************************

Rainbow Dash got to her house with enough time to remove the suit, but not much else. She grabbed her coat and moved over to one of her cars to get to the hospital. Soon enough, she was there and heading in when Shining Armor walked out.

"What happened? How is he?" Rainbow asked.

"He'll be fine," Shining said. "It was a muscle spasm that caused him to fall. He hit his head pretty hard when he did. They say he has a concussion and won't be able to fly for a while."

Rainbow leaned against the wall, relieved he was alright. With his spirit, he'd be back in the air in a few weeks, albeit not too high up.

The part that scared her next was seeing Shining levitate a gun up under his coat.

"What are you doing?" Rainbow asked, staring at it.

"I'm sorry," Shining said. "I need that reactor in your chest."

Keeping her eyes on the weapon, Rainbow said, "Well considering that would kill me, I don't exactly have good motivation."

"I know it's not the only one," Shining said. "I overheard the conversation and operation when you had that one stallion swap them out. I just need one of them. Please."

"I wouldn't think being polite would be high on your priorities right now, considering you're holding me at gunpoint," Rainbow said. "And considering you wouldn't have a job at Sparkle Industries, I really don't see why you don't just kill me, take the reactor and accuse the griffons."

"I don't want to kill you," he said. "Please just give me the reactor or at least tell me where the other one is."

"It should be a pile of ash at this point," Rainbow said. "But I can make another one. We just need to get to my lab and I can get one built for you in five hours."

"I don't have five hours," Rainbow heard Shining say under his breath. "Alright. Let's head back to the lab. Stay in front of me."

*******************************

Rainbow had barely made it through the front door before Shining hit her in the back of the head with his gun. She yelped in pain as she fell, numbness spreading across her body.

"I'm sorry," he said. "I'm so sorry."

She was rolled onto her back and could see Shining standing over her. He reached out with his magic and twisted the reactor, releasing it from the clamps holding it in place. The glow on his face brightened as it drew nearer, but his expression darkened.

"Why?" Rainbow got out.

"I don't have a choice," he said. "I was hoping you would see it."

There was a sharp pain as he pulled the reactor all the way out, unplugging it from the baseplate. He then took it, turned and walked away, putting it in a bag on his way to the door. "I'm sorry it had to end this way," he said, pausing in the doorway.

Once he was gone, Rainbow started looking for the stairs. She had to get down to her lab for the other one or she was going to die. And she might not be the only one, with how Shining was acting.

The trip down the stairs was painful, but still easier than what was to come. Now she had to get through the door and to her safe before she could rest. It wasn't too difficult, but pulling herself up for long enough to get the emergency passcode in was exhausting.

*******************************

Spitfire was busy looking over everything when her phone started going off. Looking at it, she sighed. "What is it this time, Dash?"

"This is an automated recording," came Rainbow's voice on the other end. "The emergency code for my lab has been used to get in. Please get over there quickly to make sure everything is alright."

"Very funny," Spitfire said. "Seriously though, what do you want?"

"This is an automated recording," came the other end.

"You can quit the charade," she said.

"The emergency code for my lab has been used..."

Spitfire hung up and trotted over to the door. Turning to the others in the room, she said, "I'll be back in a few minutes. I need to check in on someone."

*******************************

After getting the door opened, Rainbow barely had the strength to pull herself across the ground to her floor safe. She could barely think through the pain enough to get the code into the box, but was lucky enough to get it unlocked.

Now came the tricky part. The five-pound door needed to be opened for Rainbow to be able to get to the ARC she had stored there. she could barely move her legs, let alone the metal door. Of course, that's where having random pieces and parts laying around came in handy. She could barely reach a strip of metal thick enough to open the safe.

After wedging it in the space between the door and the wall, Rainbow fell on it. it was the best way to get enough force to open it without having to move quickly to grab the reactor before it fell closed again, though still painful. Luckily, that shot of pain was enough for her to grab the reactor and plug it in.

*******************************

The flight to Rainbow Dash's house was quick enough for the Wonderbolt. it had only taken a few minutes, but that was too long. Spitfire was annoyed that Rainbow would pull something like that, especially after the favors she had done for her. But there was something else that was on her mind as well. That actually did sound like a recording.

And Rainbow's house was almost completely dark.

All thoughts of punching her friend for an ill-timed joke vanished. Spitfire trotted up to the door cautiously. Something didn't feel right. There was always a light on on the main floor.

Spitfire went inside, after opening the door with a creak. There was a light on leading to the lab, but at this point, Spitfire was cautious to go anywhere in the house. Of course, she had to make sure her friend was still alive, so she really didn't have much choice. She jumped and glided over to and down the stairs to where the door to the lab was wide open.

Carefully, Spitfire stepped into the light of the lab. Everything was in disarray, though it was moreso now. Files and scrapmetal were everywhere and there was the sound of heavy breathing behind the desk.

She flew over and hovered above the desk for a moment before seeing Rainbow on the ground with the safe open right next to her and a piece of metal under her. She almost dropped in panic, but instead moved beside her and started shaking her.

Rainbow rolled over with a gasp and looked right at her old friend before grunting in pain. Spitfire carefully helped her onto her hooves before asking, "What happened here?"

"Shining Armor," Rainbow said, grimacing a little. "He was a mole in the company trying to sell weapons and technology to the griffons."

"What?!" Spitfire yelled. "Why?! He has no reason to do that!"

"That's what I intend to find out," Rainbow said. "For now, though, I have to find him. He's a threat to everypony in the city if not the country with that reactor."

*******************************

Shining Armor stood in front of his project. It wasn't too much, nowhere near the perfection of Rainbow's, but enough to be used. He held the reactor in his magic and plugged it into the machine. Instantly, it came to life, eyes glowing red with all the files he needed. Soon enough, though, he wouldn't be the one to decide what would happen.

Taking a deep breath, he stepped into the suit.

Defending Her Country

Rainbow Dash moved over to her console. "Start tracking that reactor."

Spitfire looked at her questioningly. "You built in a tracker?"

"Of course not," Rainbow responded. "But it has a very unique energy signature that I've been working on masking for a while. I can track it down that way since I know the type of signature to look for."

She had to move quickly. There had to be something bigger going on here. Spitfire had a point when she said Shining didn't have a reason for doing this. He had been captain of the royal guard! He was married to the Princess of Love and the two of them had banished Changelings! What was his motivation for all of this?!

The computer beeped, snapping Rainbow out of her thoughts. Then she saw where the signal was coming from and froze.

The source was in Canterlot, heading right for the castle.

"Get the suit ready," Rainbow said, watching as the machines started moving around to assemble it.

"What are you doing?" Spitfire asked.

"I'm stopping Shining Armor from doing something he's going to regret," Rainbow said as the suit was being put on.

"Is there anything I can do to help?" Spitfire asked.

"Do exactly what you were doing before," Rainbow replied, the mask closing over her face. "Keep the skies clear."

*******************************

Shining Armor was in the air when the call came in. "I thought you would take care of her," Saarken said.

"I did," Shining said. "I pulled the reactor from her chest."

"Then why am I reading another one moving quickly toward you?"

Shining paused, hovering in the air. "She must've lied to me when I asked her about the second reactor."

"And you didn't look for it anyways?" Saarken demanded. "Take care of her, or I will take care of your mare on this side."

Shining didn't get a chance to respond before the griffon hung up. Of course, it wasn't long after that he heard some jets coming up on him.

"Don't do this," Rainbow Dash said, her voice altered from inside the suit.

"You really think I want to do this?" Shining replied, turning to face her. "I have no choice!"

"Even when you were under the spell of a Changeling, you had a choice!" Rainbow yelled. "You chose to fight it! You can go back and I can forget you tried to kill the Princesses."

"I'm sorry," Shining said, bringing up his hoof to point an automatic weapon at her.

"What would Cadence think?" Rainbow said before he could open fire.

Shining paused, thinking about her. He thought about her smile, her laugh, her cheer. Then he thought of where she was. He saw the video he was sent and the fear in her eyes.

He opened fire.

*******************************

Rainbow had gotten to him for a few seconds, she was sure of that. But something about what she had said had also pushed him far enough to shoot at her. There had to be something there she could use to convince him to stop.

Of course, it was a little hard to think about while being shot at.

Rainbow weaved, trying to avoid the shots. That gun wouldn't get through her armor easily, but she didn't want to risk a lucky shot that could take out her systems. Coming up behind him, she spun and kicked his suit, hoping to stun him enough to think for a few seconds.

As usual, it worked. She got a few precious seconds and went through the brief conversation. "What's going on between you and Cadence?" she asked, hoping it would get through to him.

"Nothing," Shining said. There was something else in his voice, though.

"What happened to her?" Rainbow asked quickly, trying to keep him talking.

Shining lowered the gun he had been raising. "She's in trouble," he said. "If I don't do this, she'll die. And then, even more will. These griffons, they have connections everywhere. They can get to anyone, any time. I'm sorry, but I don't have a choice." He brought up the gun again, but waited before shooting, as if he were waiting for Rainbow to say something.

"I can help you," she said. "I can get Cadence out of wherever she is and you can go home. We can save her together."

"No, we can't," Shining said. "It's not just a threat to shoot her. It's an explosive implanted in her. If she leaves the room she's in, if the trigger is pushed, she dies. I have to do this. He promised to release her once it was done."

Rainbow had to duck once she realized he had fired a missile instead of bullets. There were too many weapons on each leg and his back to tell which one was going to go off. But, she had found what she needed. Now she just had to stop Shining.

"I'm sorry," Rainbow said, firing a blast of energy from her suit. "I can't let you hurt anyone."

"And I have to finish this," Shining said.

That's when something hit Rainbow from behind, throwing her forward with an explosion. She stopped herself from falling, but only that before she was pelted with bullets from the other suit.

That's when he did something else. The rest of the missile fired at her and he turned toward the castle, almost upright doing so.

"Flares!" Rainbow yelled. The bright lights of explosions came up quickly as the flares set off the explosives. She faced where Shining was going and extended a hoof, pushing power through it into another blast of energy that knocked Shining off course.

He turned to face her again. "Don't you understand? I have no choice in the matter! Not any more."

Rainbow stopped, struck with the realization. The only reason he had told her what was really going on was because he could. He had to be careful of what he said, though, or Cadence would die.

"Run an encryption check," Rainbow whispered to her suit. "I think I know what's going on here."

Numbers started scrolling down her visor and she could barely keep up with Shining still there. He hadn't attacked yet, but she wasn't going to take her eyes off him anytime soon.

Soon enough, though, her suspicions were confirmed. "I can help you a lot more than you might think, Shining."

"You really shouldn't have said that," Shining said as his forehooves lifted and weapons started powering up.

She dropped right before they could fire, sending a hail of bullets and explosives flying over her head. She moved around behind him hoping she could stand out long enough. The decryption program had already started working on his suit, but it was a little more complicated than she was used to facing.

She fired from her hoof-mounted submachine gun and weaved to avoid being targeted. All she had to do was slow him down long enough to-

DECRYPTION STATUS...........COMPLETE

EXTERNAL ACCESS BLOCKED

SYSTEM REBOOTING

Rainbow had forgotten about that last part. She barely had enough time to register it before Shining dropped from the sky, the multi-ton suit weighing him down. She dove, barely catching up and grabbing onto his suit. She used as much power as she could in the thrusters, but was only able to slow them down. "Open flaps! Do something to stop us from falling!" she yelled. The suit complied, but it was so sudden, Rainbow lost her grip on Shining and he fell the thousands of feet to the ground.

"No," Rainbow whispered. She felt her heart drop. Shining Armor may have tried to kill her, twice, but he was still a friend. He had done all of this for his family, so he could keep them safe. He had done so much to help.

"Well don't get sappy on me now, boss," he said from behind her.

Rainbow spun around and saw Shining's face inside the suit hovering in midair. "But- you fell- thousands- How?!"

"Cushioning system," Shining said casually. "Also, I never actually hit the ground. The reboot wasn't that long."

"It worked!" Rainbow yelled in victory. "Everypony's safe now."

"Not quite," Shining said. "We have to move quickly before he gets back into the system or worse."

Rainbow didn't need to ask what that meant. She just looked at him and said, "Lead the way."

*******************************

Rainbow had to keep constant check with Shining's suit. Whoever was working on it knew what they were doing. They were making progress with hacking into the suit, even with her interventions. But they were on their way to where Cadence was being held. They were probably close by, which meant once they got there, Rainbow had to find a way to disable the explosive and get all three of them out of there.

Easier said than done, she thought.

"We're almost there," Shining said over the wind.

"I was afraid of that," Rainbow said under her breath. They were right in the area she had escaped from. That explained the timing of everything. Whoever this griffon was didn't want her to stumble onto what they were doing and used their blackmail on Shining Armor to do so. It made sense. It was tactical. It was smooth.

And now both of them were on their way.

Rainbow picked up another computer signal and paused, looking at the location for it. "What are you doing?" Shining asked, panicked. "We have to move!"

"You have to move," Rainbow told him. "I can give us more time."

"How?"

"By stopping the griffon with the trigger," Rainbow replied. "My guess is that he's the same one hacking into your suit right now."

Shining sighed. "Please be quick."

"Speed is what I do," Rainbow said, blasting forward toward the source of the signal.

*******************************

As soon as she touched the ground, griffons opened fire. She moved behind a wall and stayed there for a moment before moving back out and taking them out before one of them could get a lucky hit. She hit another wall and paused, checking her power supply. The older reactor wasn't exactly designed for powering a suit, nor was it designed for combat.

Stealth, she thought. I need stealth. Maybe next time, I'll think of doing that before painting this thing red over gold.

She glanced around the corner and saw a few griffons at a table playing cards. They were all facing away from her, making the quick flight into the cave much easier. Even after gunfire, griffons loved their cards.

Rainbow checked the source again before heading down a passageway. It was close, and it was going to be gone soon. Everything was working perfectly.

Until the wall exploded in her face.

The force was enough to throw her into the other wall. She had barely realized what had happened when she heard the shouting griffons. Evidently, explosions bring more attention than bullets.

She barely had enough time to duck into a room before a dozen or so griffons flooded the area. Then she heard the sound of a hammer being drawn back on a pistol.

"I'm personally surprised you made it this far undetected, Ms. Dash," came an all-too-familiar voice. "A shame it has to end like this, don't you think?"

"I thought I had killed you," Rainbow said. "How..."

"You're not the only one who can fly," he replied. "Now why don't you play nice and sit down before things get ugly."

"They already have, Saarken," Rainbow growled. "You have no idea what's going on, do you?"

"You and your friend are taking this place, you coming after me, and him by saving his beloved," Saarken said, a grin on his face. "But I have other plans for you two, starting with death."

Saarken pulled out a button and pressed it.

Rainbow chuckled. "You really shouldn't use such a simple signal for a detonator."

Saarken stared at her, eyes filled with rage. "You are much more clever than I had thought you would be. Unfortunately, that leaves me with little choice. Goodbye."

Rainbow ducked as he pulled the trigger, the bullet skimming her helmet and taking off a small strip of metal with it. She hit the ground and angled her hooves to fly right underneath the griffon, toppling him over. He rolled to the side and lined up another shot, firing three more times at Rainbow.

A yelp came from Rainbow as one of the shots hit her in the side. It wasn't much, but it was more than enough to slow her down. "You are limited," he said, standing over her. "I am not. When the jamming signal wears off, she dies, especially if I do."

"I don't think so," Shining said from behind him. He shot Saarken once in the leg and again in the wing before walking over to Rainbow. "You OK?"

"That wouldn't be the way I put it," Rainbow replied. "Did you get to her?"

"I'm lucky he did," Cadence said from the doorway. "Now can we please get out of here?"

Rainbow got up, wincing at the pain in her side, and walked over to her friends.

"You can't win this," Saarken said from behind the three of them. "This is above all of you."

Shining raised his hoof to shoot at Saarken, but Rainbow stopped him. "He said something about Cadence dying if he did, and I get the feeling it's something much worse than an explosive."

Shining hesitated, but lowered the gun. He turned around saying, "Let's go home."

"Home it is," Rainbow said, walking toward the cavern entrance.

It didn't help that there was a griffon waiting just outside for them. He got off a few shots before Rainbow could shoot him, but they weren't at her.

Shining Armor looked at his chest, a small trickle of blood coming from bullet holes in his suit. Rainbow moved over to him, watching as he collapsed. "You are not dying on me," she said, laying him down.

Rainbow pulled a few wires from her suit and put them in Shining's. "You are getting back alive, alright?"

"That'll be a nice trick," he said. "I'm surprised I made it this far without being shot. Take her back."

"You're going to live," Rainbow said as her power level dropped steadily. "You remember the teleport spell, right?"

"Of course," Shining replied. "But I can't cast it right now. I don't have the strength."

"You don't need it," Rainbow said. "When I say to, cast the spell and make sure to aim for a hospital."

Shining grimaced, but nodded.

"Now," Rainbow said. A flash blinded her for a moment, but when she could see again, Shining was gone. She hoped he was at least close to a hospital.

She turned and took off, only to fall to the ground a few yards later. Her visor was flashing 'EMERGENCY POWER' and she could feel the drain. It wouldn't take long for the rest of the suit to shut down so it didn't drain the reactor and kill her. Of course, even then, she would only survive for a few more hours before it failed.

That's when Cadence limped over to her and smiled, casting a spell that blinded Rainbow before she blacked out from the power drain.

*******************************

"Iron Mare," Rainbow read as the light fell across her face from the window. "Catchy name."

"Yeah," Soarin said from behind her. "You really think it's fitting?"

"It works, though it's not actually iron," Rainbow said. "It's much lighter and helps with higher altitude temperatures since it has a lower freezing point."

"And now you're starting to sound like Twilight," Soarin commented.

"It does help that she's a genus as well," Rainbow said.

"Ms. Dash?" said somepony from behind. Rainbow turned around to see a unicorn in a suit standing there with cards in his magic. "I have a speech here for you."

"And you would be...?" Rainbow asked.

"Agent Coltson with Solar Homeland Intervention for Equestrian and Lunar Defense," he said. "You can call us S.H.I.E.L.D."

"Alright," Rainbow said. "I'm guessing it's some sort of government speech, then?"

"Something like that," Coltson replied. "Try to stick with the cards."

"Will do," Rainbow said. Coltson gave her the cards and turned to leave. Rainbow did the same, putting the cards in her pocket and walking out to the waiting ponies in the conference room.

She stood there next to Spitfire looking out over all the ponies there, spotting Shining Armor in a wheelchair and Cadence right beside him, both of them smiling. She grinned before turning her attention to the cards in her jacket pocket. She pulled them out and set them on the pedestal in front of her.

Rainbow cleared her throat. "It's been a while since I was in front of all of you, and considering that didn't exactly end the way I was hoping it would, I'll just stick with the cards this time.

"I know you're all wondering exactly what was happening a few days ago when there were interesting events happening between here and Canterlot."

"I'm sorry, but do you really expect us to believe that was a guard in a suit?" asked a reporter.

"Questioning the official story is one thing, but insinuating that I'm a superhero is just ridiculous," Rainbow replied. "I've changed a lot since my earlier days, but not that much. I'm just not the hero type."

"I never said you were a superhero," the reporter said.

Spitfire nudged Rainbow and whispered, "Stick to the cards."

"Right," Rainbow said to both of them, looking back at the cards. "Well I'm here to set the record straight. The truth is..." She paused for a moment, wishing she had had a moment to read over the cards before.

"I am Iron Mare."

End Credits

Starring
Rainbow Dash/ Iron Mare
Shining Armor
Spitfire
Soarin
Twilight Sparkle

*******************************

Rainbow Dash turned on the lights in her house and was surprised to see a late-night visitor. The regal alicorn wasn't much taller than herself, but looked about as intimidating as her sister wearing all black and an eye patch. "Princess," she said, shocked and slightly confused. "I wasn't expecting to see you."

"Most expect my sister," Princess Luna said. "However, I thought it in best interest for me to tell you."

"Tell me what?" Rainbow asked.

"Twilight Sparkle came up with the idea," Luna said, pulling out a file from her saddlebags. "It's not much right now, but she said you would want to know about this."

Rainbow took the file and started reading over it, quickly realizing the reason for this visit. "Do you have a name for it yet?"

"'The Avengers' has a nice ring to it, does it not?"

*******************************

Written by fanofawesomeness
Preread/ edited by Jarkes
Read by all of you

*******************************

Saarken walked through the caverns, hoping his punishment wasn't going to be too bad. He had failed in his attempt to remove Rainbow Dash and weaken the Equestrian forces. He was a failure in every way that mattered, at least to her.

"I am Iron Mare," came Rainbow Dash's voice from the TV in the corner.

"Why are you here?" came her voice from the shadows.

"I thought you might forgive my failure," Saarken said.

"Forgiveness is not given to those who fail as you have," she bit back. "Instead, it is redemption that is earned. And in this case, revenge as well."

Saarken froze. "How would I go about doing this?"

Her magic glow encased a lump of metal in the room in red. "Take this and use it to your advantage when you're ready. Then we will see if you are worthy of redemption. And this time, kill her yourself."

Author's Note

Thank you to all of you for reading this through to the end. I really hope you enjoyed it and will stick around for the rest of Phase One. Huge shout out to my editor Jarkes for helping me through this story and the upcoming installations. Once I get it up, there will be a link to "The Incredible Flutterhulk" in here as well.
EDIT: Here's that link to the next one. Enjoy!