Flash Sentry Chronicles: Lightning Siege

by Banshee531

Rating: teen
Tags: Original Character, My Little Pony: Friendship is Magic, Other, Romance, Adventure, Flash Sentry, Violence, Alternate Universe, Main 6
Length: 24918

Months after Flash's return, a new threat begins to rise as a new magic appears. To stop it, Lightning and his friends must stand tall and be the heroes everypony knows they're meant to be.

Months have passed since Flash's return, and everything is great in Equestria. Lightning is happily living his life and trying to decide if it's time to take his and Rarity's relationship to the next level.

But before he can, a new threat has appeared. A threat that seems to wield a magic like no other, one that no pony will see coming. With this new enemy demanding the end of Twilight's new reign, Lightning and his friends soon find they are the only thing that can stop them. But when a sacrifice is needed to overcome this threat, Lightning finds himself with an impossible choice: Save Equestria, or save those closest to him.

Edited by KingJoltik

TVTropes

Published 2024-01-09 08:30:01 UTC
Last updated 2024-02-06 07:01:51 UTC

Chapter 1

Author's Note

Welcome, my beautiful readers, to the first of what I hope will be at least a few epilogue stories of my Flash Sentry Chronicles series. I'm not sure how many of these there'll be, but they will be released whenever I've got more ideas for them. But this is my first one and I hope you all enjoy it.

Chapter 1

Four months had passed since the coronation of Princess Twilight Sparkle.

Despite the disaster of her coronation, her reign had been going rather well, especially with the return of Flash Sentry, who had taken over as the new guard training officer in Canterlot. With him working to make sure the guards were well trained along with continuing to teach Heart to one day become a Royal Knight, Equestria was looking almost unbeatable.

But things weren't all sunshine and rainbows. In a small corner of Equestria within a rocky terrain surrounded by forests, a group of ponies were running through the rocks. They were dressed head to toe in black clothing, a black bodysuit covering every inch of them with only their heads appearing uncovered. But their heads had a black helmet on, which covered everything except the ends of their snouts. Their eyes were covered in a black visor, while their legs had straps wrapped around them, all of them holding knives and other weapons. Their chests had the same leather clothing around them, with many pockets that were filled with protective padding.

Some of them had bumps in their helmets, revealing them to be unicorns, while others had wings that were covered in black leather. Their tails had been cut almost completely off, leaving their differently color snouts as the only thing to distinguish them from one another. Where the pony's cutie marks should have been, a white mark was sown into the fabric. This mark was of a hammer, crushing a crown beneath it.

The ponies were running through the rock-scape and as they did, arrows came flying at them. Some were instantly shot down, unable to protect themselves while others used their weapons to deflect the arrows while others showed incredible speed and agility by dodging them.

And as they did this, they soon found themselves about to fall prey to bear traps, trapping a few in extreme pain. Next were razor wire trip lines, cutting the ponies, leaving them looking a lot shorter. Holes filled with spikes, nail covered swinging logs and even a few landmines were scattered everywhere ahead of them as well. Some of these ponies just weren't able to get through it, causing them to be left behind in horrible states of pain while the rest weren't looking much beter.

After this was a small lake with ropes going from one side to the other, though they weren't very far from the water. The first to reach these ropes leapt up and started pulling themselves across it, the others following, only for bite-acuda fish to swarm under them. The yellowish green fish with razor shape teeth leapt into the air, using their wing fins to get some extra height.

One managed to bite a pony in the back, making him scream and release the rope. They fell into the water and the rest of the bite-acudas went into a frenzy as they started swarming on the ponies and ripping them apart. The other ponies used this opening to pull themselves across the water, but some still lost their own grip and fell in as well, and any that even touched the water never made it to the other side.

The last of the ponies then made it across, followed by the others through the forest until they reached a rocky area that curved into a U-shape. Standing there was a single unicorn, dressed exactly how the others were dressed. But they weren't wearing a helmet and their face was revealed, a frown on his face. His coat was pale white, as if his entire body had been bleached. His mane was the same way, and it was so long that it curved down and covered the right side of his face. On the left side of his neck was the same mark that the other ponies had, only this one appeared to have been burned onto his skin by a branding iron.

The bleached pony stared at the others, his eyes shifting from one to the next as he counted under his breath. "Twenty-five. Not a bad crop. You've done well to make it this far. All your training and hard work comes down to this moment. Will you join my army of crushers?"

Movement made the ponies look up and see a bunch more ponies, all dressed like them, standing atop the U-shaped rock. Unlike the ponies on the ground, these ones were all perfectly identical. Their cuts were as bleached as the one commanding them so they all looked exactly the same under their helmets.

"Now," the unicorn turned to a cave behind him, "For your final test. If you can survive it, you will be welcomed into our ranks. And you will have power like no other pony. Even the Royal Knights and the great alicorn princesses won't stand a chance against the lot of you." He pointed at the cave and the ponies marched inside, not looking at all scared.

The cave wasn't very big. In fact, once the last pony was inside, there was only about three feet of open space. And that space was soon filled by a massive boulder, which was pushed against the opening of the cave and completely sealed the ponies in.

They waited, wondering what this next test would be. And they soon got their answer. The wall was lined with small holes, which suddenly started giving off a hissing noise. A white smoke shot out of the holes, filling the cave and causing the ponies to start coughing and screaming. Many couldn't breathe, the gas filling their lungs feeling like acid. Some looked like they were about to throw up, but they had nothing to puke out due to not being allowed to eat before this test. And many fell over, others pushed against one another to try and get more space. But there was no space.

Outside the cave, the commander stared at the large stone covering the cave. The other members of this army had climbed down and were waiting behind him as he seemed to be counting the seconds waiting for something to happen. And then, he turned to a bunch of earth ponies.

"Do it."

They stepped up and grabbed the boulder, pulling at it until the rock was freed from the hole. Some were expecting the white smoke to fly out of the hole, but it didn't. That meant it had all been absorbed by their new recruits. The commander looked inside as the ponies that had been standing began to topple out of the cave.

"Check for survivors," he ordered. The ponies began to make their way through the cave, pulling everypony out to check to see if any were breathing. Some were and they were pulled over to the rest of the army while the rest were thrown in a pile off to the side. And when the last pony was found to be alive, though looking delirious, the commander turned to the pile before his horn sparked and unleashed a blast of magic.

The magic beam struck the pile and caused the fabric of a pony to catch fire. Soon, the entire pile was ablaze. And as the commander watched, he turned to the still living ponies as they were beginning to come around. Unlike before they entered the cave, they were now impossible to tell apart from the rest of the army. Their coats had turned pale white, causing them to mix in with the rest of the group.

"Seventeen survivors. A very good turnout." Considering over forty ponies had started this test, that was saying something. "You are now part of the Crown Crushers, who will rid our kingdom of the outdated monarchy. Soon, a new Equestria shall be born. An Equestria that shall never again suffer from threats. An Equestria that will give itself to the strong. An Equestria where anything that could be a threat will be wiped out before it can become one. Are you ready?"

"YES SIR!" The other soldiers roared with the still delirious ponies giving a halfhearted agreement.

The pony smiled as he turned to walk through the forest. It was time to make preparations.

At the exact same time, in a small village, a festival was going on. It was full of ponies, all enjoying rides and sweet treats, including a certain Lightning Blitz. He was watching a colt win a toy whale at a ring toss booth when two of his friends stepped up to him. Solid Script and Wild Smile were carrying a bunch of things they had gotten from the festival, Wild enjoying some cotton candy while Script had saddlebags full of other stuff.

"This is great," Wild laughed, "I don't know about you, but I'm definitely coming back again next year. And I'm bringing Pinkie with me."

"Shame she couldn't come this time," Script commented.

Wild shrugged at this, "She was asked to help Twilight with something in Manehatten. Some kind of conference. Don't remember what it was about."

"The kirin," Lightning reminded him, "It's a discussion involving the kirin joining the U.F.C." They nodded back, knowing what that meant. If Twilight wanted everyone to have a good discussion, then having Pinkie there to keep the place from getting too serious and heated was just what one needed.

"Well, you'll just have to get her a souvenir." Script added as Wild's puppets repeated 'souvenir' over and over. And as they continued to look through the festival, an overhead speaker made an announcement.

"The sculpture competition is about to begin. Anypony wishing to observe, please make their way over to the viewing area."

"That's us," Lightning chimed, Wild stuffing the cotton candy down his throat before they rushed over.

They soon found a place filled with a large round row of seats, making a ring around a flat plot of land. The three sat down on the highest row of seats, all staring down at a bunch of stone blocks, a certain mare named Gorgenia standing by them. She glanced up and waved at them, only for somepony to walk up with a microphone.

"Welcome," he announced, "To this year's sculpture contest! The competitors will have two hours to sculpt the best statue, based on a random subject that will be chosen right before the contest begins. The competitor that creates the best shape, chips away the least amount of rock, and makes it able to stand on its own will be the winner."

Lightning and his friends smiled. Gorgenia's skill was so good, she could tick off all those boxes with her eyes closed. A mare stepped up next as the judge held up a box with a hole in it. "And now, the subject of the competition will be decided." The mare reached into the box and pulled out a small ball, which she handed to the judge. He took it in his hoof and opened it up, revealing a slip of paper inside. "And the subject will be, floral arrangement. The statues must look like an award-winning floral arrangement. I'm interested in seeing how this goes. Are the competitors ready?" They all nodded. "Then...BEGIN!"

With that, the ponies got to work. The earth ponies used their own strength to break away the stone pieces, while the pegasi and most of the unicorns used the standard hammer and chisel. But Gorgenia was different.

Calling upon her magic, the unicorn raised her hooves as they glowed. She then touched the rock and as she did, those parts began to melt into a clay-like substance. This clay is what she brushed away, leaving an impressive groove in the rock.

"That's new," Wild commented.

"Must have learned it in the Crystal Empire," Script added. "Didn't she start working with Mistmane after that mare returned?" Lightning nodded, wondering if the ancient unicorn had taught her that or they learned it together. Using this magic, the mare was able to reshape the stone to an incredible degree. She didn't just use it to remove pieces of rock, but also to reshape it. She would melt part of the rock into clay, shift it around, then reverse the spell and harden it back into rock.

Many of the sculptures were doing okay, though a few messed up and broke too much stone away, but their work had nothing of Gorgenia's skill. Her eye for detail was so incredible and even though she could have said she was done an hour into the contest, she kept going as she wanted to make sure her creation was absolutely perfect.

Several of the other contestants were forced to withdraw, their statues either being ruined by mistake or accidently fell over to shatter, leaving only a select few in the contest. And when the two hours were up, Gorgenia was the last to finish. Though only in the sense that she stopped working, since her creation would have been considered complete and perfect ages ago.

The other contestants turned to see her sculpture and instantly knew who the winner was. And sure enough, Gorgenia was soon accepting the trophy from the judge as everypony applauded. Everypony began to examine her creation from every angle, while Gorgenia ran over to the others. "I did it!"

Wild laughed as he hugged her, "Was there any doubt?!" Gorgenia hugged him back, then hugged Script and Lightning.

The group made their way out of the sculpture garden, laughing and enjoying their time while Gorgenia continued to hold her trophy close. And as they passed by a booth, a unicorn called them out. "Excuse me." They turned to him as he waved. "I couldn't help but notice the close friendship you all share." They smiled at this. "How would the four of you like a special souvenir?"

"What kind of souvenir?" Lightning asked as the unicorn opened up the door leading into the booth. The four shared a glance, but Lightning whispered that he could handle things if anything suspicious happened. And so, they headed into the booth and found it was similar to a professional photographer's workplace.

A single chair sat in front of a white sheet, hanging from the ceiling. "Take a seat." Gorgenia sat on the chair, the other three sitting around her. And as the unicorn took out his camera, they all got in close. "Say cheese."

"Cheese!" they replied with the unicorn taking a picture. But before they could move, he held up a hoof.

"Hold that pose." They all froze, wondering what he was doing. "Now, miss, can you step out of frame? Boys, stay perfectly still." They did so, Gorgenia getting up and stepping aside. The unicorn also moved the chair with his magic, making it look like the boys were around an invisible pony. The unicorn took another picture and asked Wild and Script to step out of frame.

They did and this just left Lightning, who had been at the back of the group, still holding the pose as the unicorn snapped the final photo. "Can I ask what this is all about?" Script inquired.

The unicorn just smiled as he took out the film in the camera and used his magic on it. He then took something else out: A quartet of flat plastic objects that were pill shaped. Lightning saw that they resembled military dog tags and each one was made of a clear see through plastic surrounded by a differently colored plastic border. The unicorn then used some kind of magic on them, connecting them to the film he had just taken out of the camera. And slowly, images appeared on the clear plastic of each tag.

After a minute of this, the unicorn had completed his work and the magic stopped before holding out the dog tags and each of them took one. Lightning's dog tag had a yellow border and showed an image of himself emblazoned on the see through plastic.

He turned to the others, all seeing their tags were the same red, blue and green color as their coats. And each one had an image of themselves on different sections of the plastic. "What is this?" Script asked as the unicorn laughed.

"It's an embodiment of your friendship." He took each of the tags and held them up before stacking them together, Lightning's at the back with Gorgenia's at the front. The unicorns stared at the plastic, all seeing them stacked together, the four images sitting perfectly aligned and made up the picture that had originally been taken of the four. "It may help you remember." The unicorn gave them back to the four. "That even when you're not together, your bond will always be there."

The four unicorns smiled before each placing the tags around their necks, paying the photographer for a job well done before heading out of the booth. They each looked down at their tags, smiles on their lips as they thought the same thing. They might never take this symbol of their friendship off. Not so long as they lived.

Over in Canterlot...

Iron Core was walking through the castle with a look of pure determination. While Flash was in Manehatten with Twilight, Iron was filling in with the soldier's training and the castle defenses. Luckily, nothing out of the ordinary was happening. The Royal Knight marched through the castle, his Celestic Gear on his back as he headed for the throne room.

And as he did this, He let out a sigh, wishing he was back home with Fluttershy. But he had his duties, and he wouldn't complain about them. As such, he turned a corner, only to spot another Royal Knight. "Cold?" Cold Steel turned to Iron, the unicorn holding a file in his magic. "Didn't know you were in the city."

"I just got back," Cold replied as Iron walked up to him, "I was going to inform Princess Twilight of rumors I heard during my last mission."

"Well, Twilight's not here right now."

"I know. The guards told me when I got here. I'm wondering if I should use the Rune Gate to get to Manehatten and inform her of the situation."

"You said they were just rumors, didn't you?"

Cold nodded. "True. But in my experience, you should never ignore a rumor. If there's a chance something bad's about to happen, we need to be ready for it."

"What exactly are these rumors?" Cold gave him the file, Iron stopping to open it up and saw a bunch of strange pictures depicting the same image. "What is this?"

"The apparent insignia of a group of ponies that I've been hearing about. Overthrow. According to the rumors, it's a group that believes the time of the monarch should have ended with Celestia and Luna. That continuing to allow ponies like Twilight to rule would only result in inequality."

"That's stupid," Iron scoffed, "Twilight's doing fine ruling. Great, even. Since she's taken over, we haven't had a single world destroying threat."

"Only because nothing's shown up," Cold countered, "But I don't think it's Twilight they have a problem with. Twilight might have been chosen by Celestia and Luna, but who do you think will be taking over from her when she gets too old to rule?"

"Um..." Iron took a second to think, only to remember the Crystal Empire and its current ruling class. When Cadance and Shining grew too old to rule, Flurry would take over. "Twilight's kids."

"Exactly. And with Flash back, it's only a matter of time before we have a new prince or princess in line to take over the throne. That's what this group wants to stop."

"They wanna stop a pony that hasn't even been born yet?" Iron asked.

Cold nodded. "Like I said, I've only heard rumours. But from what I was able to figure out, this group is a military faction. My guess is, they think Equestria would be better under authoritarian rule. Take out the monarchy and have the military rule it."

"Harsh," Iron sighed, "Why would they want something like that?"

Cold frowned and shook his head, "Not that I agree with them. But there are some things that would make a pony see this as the better option. For one thing, we have no idea what Twilight's heir will be like. With Twilight and Flash as their parents, it's probably gonna be a good kid, but what if they're not? Can you imagine a pony with Twilight's level of power, but having Tirek's attitude?"

"Wasn't that basically Shadow Corruptor?" Iron asked, "But yeah, I see your point. Even if the kid is good, it'll be stupid to expect every descendant of Twilight's to be good. Even if their offspring is an Alicorn who has Celestia's life span, they might eventually fall to darkness the same way Luna did."

Cold glanced away at this, "I'm hoping you're right about them being just rumors, but this Overthrow group could be a serious problem if it's real. Which is why I think I should let Twilight know about them."

"Maybe wait until after the conference," Iron suggested, "Twilight has a lot on her mind right now. Don't wanna overtax her. If all we're hearing about this group is rumors, they can't be that much of a threat yet. Once she gets back, we'll let her know about it and deal with it accordingly."

Cold nodded back, the pair continuing down the hall. Iron still had some work to do and Cold would use this time to study the info he had gathered. Twilight would need to know everything she could before they dealt with this problem.

Twilight was now in the same Grand Hotel they had had in the first meeting of the C.D.P.A. Which had once been attacked by the time travelling changeling Tragus. She walked around the large table, making sure everything was perfect. She shifted a chair a few degrees to the left, spun a water pitcher around and checked under the table to make sure nopony had stuck any gum or something onto it.

As she did this, the door opened to reveal Flash. The pegasus hero's new body still had that freshly made smell to it, his blue hoofs trotting along the floor as Lightbringer was strapped to his side. "Hey, would you relax? You do remember the meeting isn't for another few days, right?"

"I know, I know. I just wanna make sure everything's good. This is a very important meeting. Plus, it'll be the first one I'll be a part of as a ruler."

"I get that," Flash nodded, "But you have other ponies to make sure everything is perfect. You still have some of your own work that needs doing. Leave it too long and it'll be too late to do it when the meeting's over."

Twilight sighed, knowing he was right. Twilight was so glad Flash was back in her life. After being gone for six months, having him help her stay calm was a much welcome delight. The pair headed out of the room, only for a unicorn with a clipboard to walk up, "Your majesty, we've just completed the rooms exactly how you instructed. Fireproof magic for the kirin and dragon rooms, sugarless treats in the jakhowl's minibar, and sea scented cleaning supplies for the hippogriff's room."

"Excellent," Twilight replied, "Thank you for all your hard work."

"It was my pleasure," he nodded as Pinkie walked around a corner.

"Twilight!" she called out, "Are you sure I can't add a few party cannons to the meeting room? I'm sure a loud surprise will liven things up when they get bored."

"Sorry, Pinkie." Twilight shook her head, "You know how kirin are. If they get overexcited, they could accidentally set the whole place on fire. The last thing we need is Rain Shine deciding to walk through the stream of silence."

"Maybe we should discuss destroying that place." Flash remembered the story Heart had told him, about almost getting dunked in that river. "Better than leaving it there for some poor clumsy sap to trip into. And if more creatures are going to be visiting Kirin Grove, it might be smart to corner it off or something."

"We'll probably discuss that when they get here," Twilight responded, "Pinkie, I need you to make sure the guests arriving are well entertained before the start of the meeting. Keep them happy and open to negotiations when they start. Think you can do that?"

Pinkie saluted, "You can count on me." With that, she bounced down the hallway while Twilight let out a sigh.

Flash smirked and put a wing around her. "Come on. I'm ordering a thirty minute break for you to relax and recharge your brain. The last thing we want is for you to blow a circuit because you overdid everything." Twilight frowned at him, Flash knowing how much she hated him comparing her to a robot. But, she didn't fight it and they headed to their room.

Back with Lightning and his friends...

The festival was beginning to wind down. As such, the four had chosen to head out of the town, following something Wild had heard while getting his cotton candy. "I'm telling you, it's around here somewhere."

"Somewhere, somewhere. Around here somewhere." the puppets chimed as the others frowned, unsure if he was right or had been duped by whoever told him about it.

"Why the heck would a hot spring be in this area?" Script asked, "There's no volcanoes or anything that could cause a hot spring to appear."

Wild shrugged at this, "I'm just telling you what I heard. A few months back, a hole appeared in the ground and started filling with hot water."

They all shared a glance, Gorgenia about to tell him she wanted to go back, only to spot something. "Look!" She pointed in the distance and the stallions turned to see something blowing into the air: Steam.

"Alright!" Wild cheered, the puppets repeating his words as they all ran over. Soon they found a rocky area, the group soon finding a hot tub sized hole was waiting for them. It was full of water and gave off a refreshing scent, the four already feeling themselves relax as they breathed it in.

"I'm going in first!" Gorgenia exclaimed, the stallions crying out that that wasn't fair. They all ran to the water, Lightning taking off his cap and neck bracer as they slid into the hot bath.

The four let out a moan of pleasure as the warm bubbling water made them all feel like they were going to melt into a puddle of relaxation. "So good..." Wild sighed.

"I might never get out," Gorgenia added. They all sat there, feeling themselves being rejuvenated by the warmth. And after a while, they began to talk.

"So how have things been with your significant others?" Script asked, Wild and Lightning smirking at the question.

"Great," Wild replied, "And actually...Pinkie and I have been thinking of trying."

"Trying what?" Gorgenia asked, only to gasp. "You mean?" Wild nodded, making her scream in excitement. "That's amazing! I can't wait to meet them! Have you thought of names yet?"

"HA!" Wild laughed, "We haven't even got anything to name yet."

The others smiled, happy that Wild's life had turned out so well. They then all turned to Lightning, who just flinched at this. "Something wrong?" Script asked, "Are things not going well between you and Rarity?"

"Things are going great," Lightning replied, "In fact...I'm thinking of asking her to take things to the next level." That got a gasp from all of them, smiles quickly returning to their faces.

"Go for it," Wild cheered, "It was the best decision I ever made. You'll be glad you did it."

"Maybe," Lightning nodded, "And I know she'll say yes. But...every time I think about asking her...I don't know. I just lock up and can't bring myself to do it."

His friends all glared at him, Gorgenia sighing, "Lightning...this doesn't have anything to do with...what we did during the Fantasia Festival, does it?"

Lightning shook his head. "No. Despite what happened, I know I've made up for what I did back then."

"So what is it?" Wild asked, his puppets continuously asking about it. Lightning sat back and thought, his friends wondering what he would say. Then, someone appeared in his mind. Someone he hadn't thought of for a while.

"My mom." That made them tilt their head as he continued, "And...my grandmother. I might have never met her, but I know how awesome my grandmother was. And my mom. She was the best, most loving pony anyone could ever meet. I know she and Rarity would have loved each other."

"And?" Script asked.

"And what if it happens again?!" Lightning yelped, "What if me marrying Rarity is only going to doom her to some horrible fate?!"

His friends all leaned back at that, Script slowly asking, "You can't be serious. You think marrying you will get her killed?"

"Both my mother and grandmother died young through a completely random and unexpected event. What if marrying into my family dooms whoever's unlucky enough to catch our eye?" He sighed, thinking about Grand Hoof's past. "We don't know who my great grandparents were. What if my great grandmother died after giving birth and my great grandfather chose to leave gramps at the orphanage because he couldn't handle raising a child on his own?"

His friends opened their mouths at this, only to know they didn't know anything about Grand's parentage, so they couldn't deny that was what happened. That is, till Script said, "Lightning...you can't let what might happen stop you from making a choice now. Grand and your father might not have been able to save the ones they love, but you're different. You'll protect Rarity, no matter what might try and hurt her."

"But I can't be there for her all the time," Lightning instantly replied.

"That's what you have us for," Gorgenia added, "If you or Rarity ever need help, you know we'll be there to lend it. Always." Script and Wild nodded, making Lightning smile.

And in that moment, they all suddenly noticed something. The water in the center of the pool was beginning to bubble even more than the rest of the spring, white form filling the pool from the middle outward. The four shared a glance, only for the white liquid to explode outwards and upward with incredible force. The four unicorns screamed as the force of the water blast propelled them out of the water. They all slammed down on the ground around the pool, the white foam covering their bodies as they let out groans of pain

Chapter 2

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter 3

In Canterlot Castle, the guards had all been subdued. None of them were dead, but they had all been beaten into various states. Now, they were all tied up and currently being held in the throne room. There, Halberd was sitting upon Twilight's throne, the earth pony smiling at the situation as the Overthrow Soldiers stared at the beaten guards. After all, anypony that tried to even move into a more comfortable position were given a swift kick in the side.

"Now now," he told the soldiers, "Let's not get overzealous with our friends. After all, we'll all be on the same side eventually."

The guards looked up and glared at him. "We'll never join you!" Cobalt yelled, only to cry out when a soldier kicked him in the stomach.

Halberd shook his head at this, "Don't be silly. We're offering you the chance to do what you came to this castle to do. Protect Equestria. Face it, the guards have no respect in this kingdom. Whenever a threat arises, who do the citizens turn to? Not us. They expect the princess, or the Royal Knights, or a farmer and a party planner to be the heroes. Not us."

"The Royal Knights are part of the guard!" One spoke up, "Grand Hoof. Skybreaker and Cold Steel. They trained as guards and became knights."

"But what about the other members of the knights? First Aid and Heather were never guards. They never had to wake up at the crack of dawn, get screamed at and called worthless by drill sergeants. Spent hour after hour, standing guard when nothing's happening. They never worked for the title, but were still given Celestic Gears so they could outmatch us."

"That's why you're doing this?!" Cobalt groaned, "You're just jealous!"

"Of course not," Halberd replied, "I'm doing this so that Equestria will never have to rely on anypony except the guards. And when we have complete control over this kingdom, you will all be given the chance to gain the power our soldiers have. The power of the Phantom Magic. The power to do many amazing things. With it, the Royal Guard will never be seen as weak again. The next time a threat appears in Equestria, we will destroy it."

Cobalt and the other guards all shared a glance before staring at the pale white coat and manes of the soldiers. They all had a feeling that if they were given this 'Phantom Magic', they would all end up the same way.

Meanwhile...

Iron and Cold were in a completely different part of the castle, both tied up and being dragged along by a bunch of Overthrow Soldiers while following Mould Breaker as they made their way through the castle. And eventually, they arrived at a location the two were well aware of: The Canterlot Vault.

"Why'd you bring us here?" Iron asked as he and Cold were thrown to the floor.

Breaker smirked as he pointed to the vault. "Behind these doors is a plethora of magical artifacts, hidden away from the world instead of being used to protect Equestria."

Cold glared back at him. "They were locked in there because they were too dangerous to let anypony wield them! You can't seriously be planning to use them, can you?" Breaker looked back and smiled. "It doesn't matter if you want to use them or not. Those doors are impossible to open or break down. The only way in, is with the princess' magic."

As if on cue, the doors behind them burst open and a pegasus flew in.

"Did you get it?" Breaker asked as the pegasus held out a crystal.

"Twilight Sparkle's magic. Also managed to douse her and the others with Phantom Magic. They won't be causing us any problems for a while."

Breaker smiled as he took the gem and turned to the vault. Iron and Cold watched as the unicorn raised the crystal up to the doors before it unleashed a stream of magic, which flowed into the door's lock and caused it to start clicking. It soon unlocked itself, the doors swinging open.

"No way," Iron whispered.

"At last." Breaker chuckled as he vanished inside, the knights just staring at the open doors before Breaker came back a few minutes later. In his magic was a metal plate-like object that looked like a triangle with the ends cut off and in the center of it was a clear round gemstone. "Here we are. This should do quite nicely."

"What is that thing?" Iron asked, Cold grimacing at the sight.

"Remember the story Halberd told you about before? About the relic that could grant the wielder incredible power?" Iron nodded, "Well, that's it."

"But I thought it was out of power." Iron replied.

"It is," Breaker nodded, "But when Halberd told me about this, I realised it wouldn't be difficult to re-energise it. Especially for somepony with the Phantom Magic." His horn started glowing and unleashed a clear white magic, which flowed into the device and made it start to glow. The relic's gem started changing colour, as if it was filling with a hazy white fog.

Slowly, the relic moved to Breaker. The unicorn removed his body armor and when the relic touched his chest, magical strands began to flow out of the parts where the tips should have been. One of them moved under Breaker's chest while the other two flowed over his shoulders. They moved down his body and eventually came to a stop as a glowing ring materialized behind his legs and the strands connected to it. The light then began to fade, revealing metal straps connected to a band.

Breaker took a deep breath at this, now feeling the power of this relic flow, "Excellent. Now, nothing can stop me." But in that moment, the doors of the room flew open as a bunch of soldiers rushed inside.

"Breaker!" One of them yelled, "We've got a problem!" The unicorn raised an eyebrow at this, noticing the soldier's suits were burned and one's chest was seriously blackened. "We went to Ponyville and attacked, just like you commanded."

Iron's eyes went wide at this before growling, the knight now squirming against his bonds. Breaker saw this and chuckled before turning to the soldiers, "Go on."

Another soldier continued, "We fought against Grand Hoof and several ponies that were trying to stop us from attacking. They were no match for us after we nullified their magic." Iron and Cold almost flinched at that, "But then these ponies showed up and they were completely immune to the Phantom Magic!"

"Immune?!" Breaker yelled, "That's impossible!"

"It's true!" another nodded. "We definitely hit them, but they were still able to use their magic afterwards. We don't know why, and they didn't seem to know either!"

Breaker let this info sink it, the soldiers expecting him to get angry...only to see him smile, "How interesting." He looked down at the relic now strapped around his chest. "It looks like I'll have a reason to take this out for a spin. Who were these ponies?"

Back in Ponyville...

Lightning and the others had gone to the School of Friendship. Many expected to use some of Spike's jarred fire, but Starlight had something else in mind. "Twilight and I made this to talk whenever Spike was out on some other task." They went into her office and sitting on her desk opposite to Phyllis the Fern, was a crystal.

"What is that thing?" Script asked, as Starlight sat on her desk and spun it around.

"It's something similar to what the changelings used during their secret takeover of Equestria." The gem glowed before a light shot out of it, then formed an orb of light above the crystal. "I just hope Twilight has it on her."

A moment later, Twilight's face appeared in the light. "Starlight! This is not a good time! That is, unless it has something to do with Overthrow."

"Overthrow?" Grand raised an eyebrow. "I'm guessing they're a bunch of ponies that attacked you, like they did us?"

Flash's face suddenly appeared beside Twilight's. "You were attacked too?" They all nodded, "That's not good. I'm guessing they gassed you all with some kind of white mist?"

"And it completely shut off our magic!" Trixie cried.

"And mah strength!" Applejack added.

"And my flight!" Rainbow finished.

"So they attacked three places," Twilight sighed, "Have any of you heard anything from Canterlot?"

This made them all go wide-eyed, Script now saying, "Don't tell me they attacked Canterlot!"

Twilight nodded back, "We got a scroll from Cold stating that Overthrow had invaded Canterlot. It also said that the invaders had something called the Phantom Magic, which nullified the magic of anypony it touched."

"Not just ponies." Springer appeared beside them. "My Aura powers have been shut down as well."

"Seriously?!" Rainbow yelped, "What the heck is this stuff?!"

Grand then turned to Lightning and his friends, "Do you have any idea why this Phantom Magic didn't affect you?"

"What?!" Twilight yelled, "It didn't affect you?!"

"Pretty much," Wild nodded, "We all got a full blast of it, but we're still able to use our magic without a problem." His puppets flew around him, Pinkie appearing on the screen and looking relieved to see he was alright.

"Maybe they didn't breathe it in?" Flash guessed.

"I don't think it's that simple," Twilight replied while shaking her head, "There has to be something you four did to make you immune to whatever that Phantom Magic did. Think. Has anything out of the ordinary happened to you recently?"

The four shared a glance, only for Script's eyes to go wide. "The hot spring!"

"Hot spring?" Applejack asked.

"When we were at the fair," Script responded, "We came across a natural hot spring that had recently appeared. We all took a dip and relaxed, but then something caused the water to blast out like a geyser. We were all blown out of the spring. And now that I think about it, the air was filled with some kind of white mist..."

"Yeah," Gorgenia nodded. "And afterwards, we didn't feel so good."

"It made you sick?" Fluttershy gulped.

"I wouldn't say sick," Script shook his head, "But our bodies ached like crazy. We were constantly sore, barely had any energy and we...couldn't use our magic."

Lightning nodded, remembering the day and a half they had spent shivering in bed. He had been constantly hungry, but everything he tried to eat made him want to throw up. At one point, he had actually prayed to Celestia and Faust to put him out of his misery. "That's why we're back so late. We were held up in our hotel room as sick as a dog." He turned to Springer, "No offense." The jakhowl raised an eyebrow as he continued, "And when the doctor came to look at us, he couldn't find anything wrong."

"But then we just woke up this morning feeling good as new," Wild continued, "The doctor suggested staying a little while longer, but we felt fine. So we came home."

Script nodded. "I did intend to have myself checked out when I returned to Canterlot, but I don't think we need to wonder what caused those ailments. We must have been exposed to this Phantom Magic...but what the heck was it doing inside a hot spring?"

At the grand hotel, Twilight was also wondering the same thing. "This is so...strange. Why haven't we ever encountered this before? What is this...Phantom Magic?"

Flash crossed his hooves, "Well, we know that whatever it is, it doesn't originate from Faust."

The others turned to him at this, "What makes you say that?" Pinkie asked as Flash raised his hoof and tried to activate his power.

"See? I can't summon my Sacred Light, or the Corrupted Shadow. The Phantom Magic neutralized them both. Sacred Light is immune to anything that originated from it, and the Corrupted Shadow's the same. So if the Phantom Magic did originate from them, it shouldn't have been able to de-power them."

Twilight nodded at this, "And since the Sacred Light and Corrupted Shadow both originated from Faust, that means the Phantom Magic didn't come from here."

"Exactly," Flash nodded. "So the question is...where did it come from?" But as soon as he asked that, he suddenly clutched his head. "AUGH!" Everyone gasped as Flash almost fell over, Twilight about to ask if he was okay, only for Flash to let out a gasp before saying, "Okay. Go for it."

"Go for what?" Springer asked, only for Flash to open his eyes and reveal they were glowing white.

"Flash?" Twilight asked.

"Not exactly," he replied in a feminine voice. This made everyone flinch, some fearing the Phantom Magic had done something else to Flash...but then Springer recognized the voice.

"Faust?"

Flash nodded. "Yes. It's good to see you all again. Flash has allowed me to borrow his body so I can explain what's going on. But I'll have to be quick, since Flash's body won't be able to hold my consciousness for too long."

The group all shared a glance at this, Script slowly asking, "So...you know what the Phantom Magic is?"

"Phantom Magic? Is that what you're calling it? Yes, I know what it is. A mistake. Created during a time when the world had nopony to keep it from going haywire."

"What do you mean?" Springer asked.

Faust sighed and shook Flash's head, "As you all no doubt remember, about a year ago, my consciousness was extinguished and almost lost forever. It's only thanks to Flash that I was able to return." They nodded back before she continued, "During the time that I was gone, the world had nothing keeping it from breaking down. You all saw the effect that had on the world before Flash chose to give himself up to repair everything."

Twilight let this sink in, "Wait...are you saying the Phantom Magic manifested because there was nopony keeping the world from breaking down?"

"Exactly," Faust nodded again, "When Flash basically rebooted the universe, the Phantom Magic was sealed in areas of the earth. But now, it's starting to break free. One of the areas it's being released from happened to be the exact area Lightning and his friends were bathing. It was pure luck that they were exposed to the Phantom Magic, which is now flowing through their systems and granting them immunity to other spells cast using it."

"Please tell us you know how to undo it," Rainbow begged.

"The effects aren't permanent," Faust replied, "But it'll take several days to wear off. And if somepony is constantly subjected to it, they'll eventually lose their abilities permanently. However, there should be a way to create a potion you can use to act as a cure for the Phantom Magic, but you'll need to examine it to do that."

"So we need some of the Phantom Magic?" Lightning asked, "No problem. We can go back to the village and get some from the hot spring."

"I'm afraid it's not that simple," Faust responded, The Phantom Magic there was in very little quantity and the four of you absorbed it all. The ponies in this...Overthrow group, have been subjected to a much greater amount of the Phantom Magic. You were made sick by the amount you absorbed until your body adjusted to it. Those ponies were the ones that survived the process. And it wasn't without a cost."

"So what do we do?" Grand asked, only to see Faust frown.

"That's up to you to figure out. I'm afraid I cannot help with this situation. The Phantom Magic is outside of my realm of control. But I know you'll figure it out. Good luck." With that, she closed Flash's eyes before the pegasus staggered around.

"Whoa..." he moaned in his own voice, "That was weird."

"Great," Springer sighed, "So we know what we're up against, but not how to beat it."

"She said there's a chance we can make an antidote to the Phantom Magic," Twilight replied, "But I can't do that here. We need to get back to Ponyville."

"What about Canterlot?" Fluttershy asked, "Iron's there."

"And Rarity," Lightning added before spinning around, "I'm going to go get her."

He was about to grab the door, only for Twilight to yell, "Lightning, stop!" He glanced back at this, "I need you in Ponyville. With my magic out of action, I can't use the Rune Gate. Your magic is the strongest, so it should be able to activate the Rune Gate easier. And I'll need you to enchant something with magic so I can properly study it once I'm back in Ponyville."

Lightning frowned, "Script helped make the Rune Gate. Can't he do it?"

Script placed a hoof on his shoulder. "She's right. The stronger magic will give a better result." He then stepped back, "I'll go and get Rarity."

"We'll go and get Rarity," Wild added, Gorgenia nodding, "We're the only ones that can fight them, so we'll have to be on the front lines until Twilight can find a way to undo what happened to everypony."

Lightning growled, only to nod, "Okay. Just be careful." The three nodded and ran out of the office while Lightning turned to Twilight. "Alright. What do you need me to do?"

Canterlot...

Rarity and Sassy had gone out to lunch. The pair smiled as they sat in the Tasty Treat and enjoyed the exotic meal Saffron and Coriander had created. "Exquisite," Rarity sighed as Coriander smiled at her. "Dining here is always the highlight of coming to Canterlot."

"Indeed," Sassy nodded. "I try coming at least once a week. With so many spices and ingredients, the same dish can become something entirely new each time." They both wiped their mouths and paid their tab, then headed out to reopen the store. But as they did this, they noticed ponies running through the streets.

"What's going on?" Rarity asked, then spotted Fancy Pants and Fleur De Lis. "Fancy!" The unicorn stopped, turning to her as she and Sassy ran up to him. "What's wrong? Why is everypony running about?"

"Something's going on at the castle." he replied, "Several ponies outside heard explosions and cries." Rarity's eyes widened as he continued, "It's possible something big is going down so everypony is getting as far away from the castle so they're not caught in the crossfire."

"But what's happening?" Sassy asked, only for the sound of marching to fill the air.

They turned to see a bunch of oddly dressed ponies marching down the street, carrying weapons and looking ready for a fight. "That doesn't look good," Rarity whispered before seeing the ponies stopped and turned to them, their weapons raising ready to attack. "We have to run."

"Now, now, my dear." A voice made her stop as the group of soldiers stepped aside to let somepony through: Mould Breaker. "Please don't run away. You might hurt my troops' feelings. We actually came to invite you to the castle."

Rarity shrunk back at that, now seeing the smile on the unicorn's face.

Back at the castle, Lightning was using his magic to power up the Rune Gate. Starlight and Grand were next to him, Starlight explaining what he needed to do to get the Rune Gate working. "I'm starting to think the Rune Gate security was a mistake," the unicorn sighed as Lightning kept pumping magic into the stone.

Grand shook his head, "Having it so a select few can only activate the gate is the best way to keep dangerous ponies from using it. It just so happens the only ponies able to use it are those that got blasted by the Phantom Magic." As he said that, the portal activated and created the pillar of light. Lightning stepped back, hoping he had done it right.

A second later, Twilight stepped through, Flash, Spike, Pinkie, Springer and Mirage following suit. "Great work," Twilight smiled at him, "Now we just need you to enchant something and we can start studying this Phantom Magic." At that moment, Trixie arrived carrying a gemstone.

"I got the crystal you needed," she announced before tripping over. "Whoa!" She yelped, falling over as Lightning caught it, "Sorry. Not used to carrying things without magic."

Lightning stared at the gem, taking a deep breath, "Let's get this done." He started channeling his magic into the crystal, making sure to be extra careful. Use too much magic at once and he could break the crystal. Slow and steady, no matter how fast he wanted to do this.

Rarity stared at Breaker, the mare slowly asking, "What have you done? What did you do to the ponies in the castle?" She knew Twilight was meant to be away from the castle, but some of her other friends were up there. "Iron...Cold. If you've hurt them-"

"They're fine," Breaker replied, "Whether they stay that way is up to them. I hope they will join my army and follow my lead, but if they stubbornly refuse to see things my way, I'll have no choice but to dispose of them."

Fancy stepped up in front of Rarity. "Why are you doing this? If you're attempting to take the throne from Twilight, I'll have you locked up for treason!"

"Treason?!" Breaker laughed, "History won't see this as treason. It'll see this as a liberation. Now, step aside. Miss Rarity has an appointment at the castle." Fancy just glared at him, making Breaker sigh. "Very well." His horn glowed before unleashing a beam of light, which struck Fancy before an aura surrounded him.

"Fancy!" Fleur screamed as Fancy was lifted into the air before Breaker threw him across the street, slamming him into the side of a building while the soldiers ran up to him.

And as Fancy fell, Fleur and Sassy were grabbed and pushed away. This caused Rarity to be surrounded, the mare screaming as she tried to use some of the attack magic she had seen Lightning use. But before she could, she was sprayed by some white mist.

"What are you doing?" She coughed at the mist as the soldiers grabbed her by the hooves. "Unhoof me!" She struggled, only to feel herself pulled away. "Hey! Stop it!"

But as they began to make their way, a wall of gems suddenly exploded out of the ground and blocked their exit. "I don't think you heard the lady." They all turned to see Script, Wild and Gorgenia, "She said, unhoof her."

"Script!!" Rarity gasped.

Breaker smiled at the sight, "Ah. So you're the ones my troops were talking about. The ones immune to our Phantom Magic." The three stood tall at this, "But...I was told there were four of you. Where is your gracious leader?"

"He wanted to be here," Wild smirked. "But Princess Twilight's got him working on something else. Something that'll help her take you and the rest of your little army of traitors down."

Breaker just laughed at this, "That's rich coming from you." They all glared at him at this, "Oh yes, I know all about you. How you helped Lightning Blitz attempt to overthrow Celestia and make himself the new ruler. Tell me, where do you get off, trying to protect Equestria after threatening to destroy it? You four shouldn't even be walking around. More proof that Equestria needs better leadership."

"That's all in the past," Gorgenia replied.

"But it happened. You tried to conquer this kingdom, just like me. The only difference is, I'm attempting to take it over for the right reasons. Your friend just tried because he wanted to rule for ruling's sake...and I think it's finally time you all suffered the consequences."

"Enough of this," Wild barked back, "Who cares what he thinks? We promised we'd bring Rarity back home safe, and that's what we're gonna do!" He charged at this, his puppets flying around with him. The other soldiers looked ready to fight, but Breaker held up a hoof.

"This fight's mine," he stated before the relic on his chest glowed. He then charged as well as his horn glowed before being surrounded by a white light. Wild threw one of his puppets at Breaker, hoping their constant yelling would distract him, only for Breaker's body to vanish in a blur.

"What?!" He yelled, only for another blur to appear in front of him.

Breaker appeared out of it and dealt a powerful punch to his chest, knocking Wild back before his friends caught him in their magic. "Are you alright?" Gorgenia asked as Wild let out a groan.

"He's strong."

"And fast," Script added before staring at the device on Breaker's chest, "What is that thing?"

"A little something I pulled out of the Canterlot Vault," Breaker chuckled, "Something that'll give me the strength to defeat anypony who tries to stand in my way."

Lightning was still charging up the crystal while the others could do nothing except watch. Eventually, the gem became fully charged, making him stop and stagger a bit, Grand quickly catching him before he fell. "Careful. Give yourself a minute to rest before trying anything."

Twilight took the crystal and held it in her hooves, the magic inside it pulsing. "Wow," she whispered, "I can feel the Phantom Magic inside of it. It really is like nothing I've ever seen."

"You think you can figure out how to reverse what it did to us?" Flash asked, Twilight continuing to roll the crystal in her hooves.

"I'll need some time to properly examine it. But if Faust said there's a way, then I'll find it." She turned to Trixie and Starlight, both nodding in agreement before running off. At the same time, Lightning pushed himself off of Grand and headed for the door.

"I'm going to Canterlot."

"Just be careful," Flash added as the unicorn disappeared through the door. The sight made Flash grumble, "Augh! I hate just sitting around here while others are fighting to protect our home."

"We don't have much of a choice," Grand responded, "If these were common criminals, we could still fight without our powers. But against well trained ponies with unknown magic, we'd just be a hindrance. All we can do is hope Lightning and the others can hold out until Twilight finds a way to counter what they did to us."

"I know...I know."

"Gaaah!" Script screamed as he was blasted back, his body skidding across the ground.

As this happened, Rarity was still being held by some soldiers, only for Wild's puppets to slam into them. "Raaaaah!" Wild leapt and kicked one away from Rarity, the soldier dropping his spear. The others then turned to attack him, but his puppets flew down and were stabbed instead. And as this happened, Wild quickly grabbed the spears and the one on the ground before transferring the spirits of his little buddies inside. Now armed with actual weapons, they flew around while Wild fired his horn and blasted them away from Rarity.

"Come on!" He told her, Rarity nodding as they rushed off. While this was happening, Gorgenia tried to grab Breaker in some crystals she summoned out of the ground. One section managed to snag his hoof, locking him in place. And as he pulled on it, Script took out several pieces of paper he had marked with explosive runes. He threw them next, Breaker's horn sparking as he created a shield around him. The paper bombs blew and shook the shield, but the dome held as he broke through the crystals. He then charged at Script and Gorgenia, Script running up to try and punch him.

On Script's hooves were runes that generated electrical shocks, basically giving him a taser punch. He swung at Breaker, but the unicorn dodged before dealing a kick to Script's stomach. Gorgenia then charged and tried to stab him with a crystal dagger, but Breaker blurred away and appeared behind her to unleash a blast of magic.

"Gaaah!" She was slammed into the ground, Breaker smirking at the sight before shifting his head to the left. A spear flew past him as he turned to fire at Wild, who leapt away as a beam flew past him. As this happened, four spears zipped over at Breaker, but the pony's magic surrounded his body, deflecting the weapons as Script fired a rune beam that was going to make Breaker ten times heavier...only for Breaker to duck beneath it before doing a back flip.

As this was happening, Rarity watched from within an alleyway. She saw her boyfriend's closest friends fighting to protect her, knowing how much she meant to Lightning. She couldn't help but smile at how much they cared about him. Breaker now stood in the middle of a three-pony triangle, the three glaring at him and looking tired while he hadn't even broken a sweat.

"You think a fancy trinket will help you win?" Script asked while charging up his magic. "Lightning made that mistake and cost him dearly."

"Now it's our turn to smash it like Flash did," Wild added as he also charged up his magic. Gorgenia just nodded, charging up her own as the three glared him down. Three beams, one red, one blue and one green, slammed into Mould Breaker and caused a large explosion that completely engulfed him. The explosion rocketed straight up, forming a mushroom cloud that could be seen from any spot in the city. The force of the explosion sent the three skidding back a few feet as smoke consumed the spot.

"We did it!" Gorgenia cheered.

"WE WON!" Wild exclaimed, Script smiling while Rarity sighed in relief.

But their relief was short-lived as the smoke began to fade away and reveal the pony standing within the fire. "Impossible," Script gasped. Breaker just stood there, not looking singed or had any indication he had used a spell to protect himself. The unicorn just cackled at this as the gem on his chest plate started glowing.

The energy began to flow around the metal of the relic, then down into one of his back legs. Spiraling around the limb, it eventually encased the leg before he leapt up and spun around to perform a swing kick. And when he did this, the light extended off his leg and spiraled out in a whipping motion. And before the three could react, they were struck by the light whip and found themselves getting burned by the heat of the magic. They all screamed as explosions erupted around them, consuming them all.

And when the smoke from the attacks faded, the three stood limply for a moment before they all collapsed. "NO!" Rarity screamed, rushing out of her hiding place. But before she could get to them, more of Breaker's soldiers appeared and grabbed her. "Let me go! Script! Wild! Gorgenia! Get up!"

The light from the attack faded from Breaker, the unicorn turning to the three as he made his way toward Script. As he did this, he drew a knife from his leg holster.

"No!" Rarity cried as she tried to squirm and summon her magic, but nothing worked.

Breaker stood over Script and raised his dagger high, "Goodbye, and good riddance."

"Lightning Force!" Breaker spun around and saw a beam of lightning coming for him, the unicorn raising a barrier that the beam slammed into. This pushed him slightly back, away from the three while he dropped his knife.

Everypony turned to the source of the beam, spotting a certain yellow unicorn. "Lightning!" Rarity exclaimed as her boyfriend ran up to them.

"You having fun without inviting me, eh?"

Breaker lowered his barrier at this as Lightning marched past his friends and stood protectively above them, "So, the traitor arrives. Looks like I won't need your love as bait after all." He shined a huge grin at this, "Once I've dealt with you, nopony will be able to stop me."

"Got that wrong," Lightning replied, "Twilight's working on a way to counter your Phantom Magic. Once she has it, the Royal Knights and anypony else you tried to take down will be coming for you."

"Then I guess I'll need to deal with you before finishing them."

"You can try," Lightning took two of his daggers out of his cape. "Come at me!" He charged as he slashed his blade at Breaker, only for the unicorn to put up a shield.

"You really think you can defeat me?" Breaker laughed as he put down the shield and quickly threw a punch, the gem on his chest glowing, his hoof doing the same.

It slammed into Lightning, pushing him back for a bit as his own neck-ware glowed along with his horn. "Gatling Spark!" Electric bullets shot out of his horn at this, but Breaker's body once again turned to a blur as he dodged every attack. "No way!"

In the blink of an eye, Breaker was suddenly in front of him, his horn unleashing a beam of light. It slammed into Lightning and before he could react, it lifted him up before smashing him into the ground. Rarity gasped at this while Lightning cried out in pain. "You really thought you could defeat me?!" Breaker laughed as he threw Lightning away, the unicorn spinning before crashing into the ground.

Lightning grunted as he quickly scrambled up, his horn exploding with lightning as he formed a pointed blade that he swung around. "STATIC SPEAR!" The blade exploded off his horn and shot for Breaker, who simply just stood there.

The gem glowed again and one of his front legs was consumed by it, the unicorn thrusting it forward and punching the electric spear. The attacks collided and pushed against one another, but Lightning's attack was quickly overwhelmed as Breaker smacked the electric spear upward. Lightning gasped at this as the light then struck a cloud above them and exploded. At the same time, Breaker punched the air again and unleashed a cord of light that flew straight for the defender. The cord then curled up into a wheel that slammed into Lightning, grinding against him as he screamed in pain. "AAAAAHHHHHH!" He screeched before the light wheel exploded, knocking him flying.

He crashed into the center of his friends as the cloud his lightning struck turned dark and the water making it up started pouring down on them. And as the rain soaked the four, Breaker laughed as Rarity screamed, "LIGHTNING!"

"You four might have some Phantom Magic within you, but the amount is nothing compared to what I wield. Even the four of you combined wouldn't be enough to defeat me." He looked over at where his knife fell and picked it up as Lightning tried to pick himself up. "Now, time to end this."

Rarity saw this and then stared straight at boyfriend, "Lightning, you have to go!" Lightning shifted his gaze to her, "Take the others and leave!"

Lightning groaned as he pushed himself up. "I...I won't abandon you."

"Please!" Rarity was crying now, "If he kills you, there's no telling what he'll do to me! But if you get away, he'll still need me as a hostage. Get out of here! You said Twilight's working on a way to defeat him. Save me when you have it!" Breaker was getting closer. "RUN!"

Lightning heard this and took a deep breath. His horn flared at this, grabbing his friends in his magic. Seeing this, Breaker yelled, "Oh, no you don't!" He then threw the dagger, only for light to consume the four. They disappeared just as the dagger got to them, the blade then hitting the ground with a clang.

Breaker let out a hiss, only to sigh, "Whatever. He'll be back." He turned to Rarity, "We have what he cares for most." Rarity squirmed again at this, only for Breaker to walk up and place a hoof under her chin. "You should have let me finish him off. Next time, I won't make it quick. It'll be slow and painful. I promise." Rarity just glared back at him, "Good...bring her to the castle. We have much to do."

Back at the Castle of Friendship...

Twilight, Starlight, Trixie and even Sunburst were now working on a way to undo the effects of the Phantom Magic. Twilight was using a special microscope to study the crystal Lightning had enchanted, nodding as she began to write notes with her mouth, "I think I'm starting to understand how this Phantom Magic is made," the princess replied, "And I think Faust was right. There might be a way to not only reverse the effects of the magic on us, but also make us immune to getting our magic sealed like before."

"Great," Trixie nodded. "How?"

"A potion," Twilight replied, "We'll probably need Zecora's help, but I think we can make a brew that'll counteract the Phantom Magic."

"Maybe," Sunburst nodded, "But even if you restore your magic, do you think you'll stand a chance against these ponies? Even if they can't seal your magic, they're still supercharged with this Phantom Magic. Will Flash and the others be able to stand up to them?"

Twilight shook her head at this. "We don't have the time to test it. If we are to win this, I think we need to fight fire with fire," she took a deep breath at this, "I'm going to create a weapon using Phantom Magic. A Celestic Gear level device that will give us the advantage we need."

"Make it for me." They all turned to see what looked like a wet and beaten Lightning Blitz standing at the doorway. The unicorn was leaning against the door frame, looking ready to drop at any moment. But his glare was hard and serious, which Twilight knew could only mean one thing. "They've got Rarity."

Author's Note

Well this is getting more and more interesting. Phantom Magic, Lightning and his friends defeated, Rarity taken and Twilight creating a new weapon. How will things turn out in the next chapter. Only time will tell.

Chapter 4

Halberd continued to sit upon Twilight's throne, as the rest of the guards were still tied up along Iron and Cold hidden away somewhere else in the castle. The Crown Crushers still kept them at bay, threatening to make them overdose on the smoke they could produce and seal their magic forever. That kept the guards pretty well neutralised, allowing Halberd to enjoy his seat of power with the biggest grin on his face.

That is, till the doors of the throne room flew open and Breaker stepped inside. Along with him were several more soldiers, who were dragging the captured Rarity with them. And like the guards, her front legs were tied to her side and her back ones were tied together. The guards were shocked to see a member of the legendary Elements of Harmony, and one of the princess' closest friends, captured and defenceless like the rest of them. Halberd just raised an eyebrow as he asked, "Who is this?"

"She's bait to lure out the ponies that could threaten this entire operation."

"I thought you'd defeated them," Halberd replied, "What were all those explosions in the city, if you didn't take Lightning and his friends out?"

"He'll be back," Breaker sighed, "And when he does, I'll be ready." The gem on his chest started to glow, "The power of the relic grows stronger all the time. He couldn't defeat me before, so he won't stand a chance against me when I'm even stronger."

Rarity grimaced at this, Halberd laughing at the pony's statement, "I see. And with him out of the picture, nothing will stop Overthrow from taking over Equestria."

"Exactly," Breaker chuckled before a sinister expression appeared on his face. "And I think it's about time you joined our organisation in an official capacity." As he said that, the doors of the room opened and several soldiers pushed what looked like a glass chamber of sorts hooked up to multiple tubes and canisters while having a door with a submarine lock on the front.

The machine was pushed into the center of the throne room as Halberd tilted his head. "What is that?"

"The future," Breaker declared, "Instead of sending our soldiers to the cave in order to run their final test, they simply have to step in here. We've already filled the cans with Phantom Magic gas. It'll be funnelled into the airtight chamber and they'll be exposed to it."

"Impressive," Halberd nodded before slowly going wide-eyed, "Wait, you don't intend for me to..."

Breaker shined a big grin at this, "I allowed you to join us without the trial because I needed somepony to get us into the castle. But now that we've taken it over, we have no more use for a pony who hasn't proven he's strong enough to survive the Phantom Magic."

A pair of pegasi soldiers flew down and grabbed Halberd, pulling him toward the chamber. "NO!" He cried, "You can't! I've already been exposed to Phantom Magic today! I don't have my Earth Pony strength! Shouldn't you let me regain it before I have to prove myself?"

Breaker said nothing, letting him be dragged into the chamber. Everypony watched as Halberd was thrown inside, the door slamming shut before he could do anything. "Don't do this to me!" But his words fell on deaf ears as the valves were spun on the canisters and a hissing filled the chamber. "NO!" Halberd saw the smoke stream into the chamber, "NOOOOOOO!" He was soon completely engulfed by the smoke, everypony gasping as they heard him gag and retch at it.

He slammed his hooves into the glass, but the chamber didn't budge. The strength of his punches weakened every time as he did this, his fur now going pale. And eventually, the punches just stopped and his now bleach white hoof slid down the glass. The gas slowly began to disappear next, fading into nothing and revealing the earth pony laying against the glass.

Rarity wanted to throw up while the guards looked horrified. And when the last of the smoke faded, Breaker nodded and the chamber was opened. A unicorn poked Halberd, then turned to their leader and shook his head. "Such a shame." Breaker sighed, "But if he wasn't strong enough, he didn't deserve to be part of the new regime." He turned to the rest of them, "I wonder which of you will have the strength when your time comes."

The guards all flinched at this as they watched Halberd be dragged out of the room. One then spoke up, "You're not doing that to me!"

"Why not?" Breaker asked, "Did you not swear to protect Equestria with your life?"

"You can't expect us to go through that after what we just saw!" Cobalt yelled, "That thing is a death sentence!"

Breaker glared back at him. "I survived being exposed to ten times that much when I first found the cave. If I can survive that, you can survive it. But if you can't, it just proves Twilight should have never trusted you with protecting Equestria." He then leaned back into the throne, "But that all changes now that I am in command. From now on, Equestria shall follow the natural order of the world: Strength...equals justice."

"He's insane," Rarity whispered before turning to the nearest window. "Lightning..."

In the Castle of Friendship's kitchen, Zecora was working with Starlight, Trixie and Sunburst. The zebra was following the instructions Twilight had created, adding the ingredients as Starlight said, "Thanks for helping with this." She then emptied a vial of something into the small pan they were mixing in.

"No thanks needed, my pony friends. Anything to bring this treasonous overthrow to an end."

Trixie added the last ingredient and it started bubbling over the stove. "Why are we making such a small patch?"

"We don't have time to gather the ingredients again if we mess up a big batch," Sunburst replied, "Better to make sure we've got this right with a small amount before making a bigger dose." He looked into the pan and saw how much there was. "I think this potion will be enough for two ponies."

"So we need to test it on somepony?" Trixie asked, "Who would be dumb enough to agree to do that?"

Flash stood in the doorway of Twilight's old library, watching her work with Soul. The alicorn filly had agreed to help Twilight in making this new weapon, at least until Twilight's magic was back. Currently, the filly's magic was blasting the crystal Lightning had charged with his Phantom Magic. The plan was to combine it with several other crystals they had to make the weapon Lightning would use against Breaker.

"That's good," Twilight nodded, "Alright...done. Careful now."

Soul nodded back, Flash now watching the gems begin to merge together and reshape themselves. As it did this, he couldn't help but notice it was taking a very familiar shape. "The Alicorn Amulet?!" He yelped, "Twilight, don't you realise what that thing is?! What that means?!"

"I know." Twilight sighed as the crystals morphed into a form of silver metal. It began to form the head and chest of a unicorn, with a yellow gem on the chest this time. "I needed something as a base to help figure out how it'd work and...what I examined on Shade's machine from years ago gave me this solution in terms of making a device to fill with magic." She glanced back at him, "I'm sorry, but this was the only thing I could come up with."

"But-"

"It won't corrupt the wielder like the Alicorn Amulet." Twilight interrupted while crossing her hooves. "I know the history of this thing, but its all we got."

Flash stared at the device, now seeing it that instead of the pony looking to one side, this amulet was facing straight ahead and had two yellow gem eyes. "And you're sure this'll work?"

"It should," Twilight replied, "But even if we finish it, it'll still need something else before it'll be complete. How are Script and the others?"

Flash shook his head, "They're not in good shape."

In one of the empty rooms of the castle, three beds had been brought in for Script, Wild and Gorgenia to lay in. The three were heavily bandaged up, having received some treatment from Soul before the filly had gone off to help Twilight. Pinkie sat beside Wild's bed while Fluttershy, Applejack and Rainbow sat with the others. Lightning stood outside, watching through the door frame.

Grand stepped up next to him, "It wasn't your fault. Twilight wouldn't have been able to develop the cure if you had gone with them. All that would have happened is you would have been beaten, like you already were. Maybe even more so."

"I couldn't protect them," Lightning looked away, "I couldn't protect her." He let out a low growl before yelling, "I COULDN'T PROTECT ANYPONY!" He punched a wall, the pain he felt was barely anything compared to what he was already feeling.

"Lightning," Grand grabbed his shoulder, "This isn't your fault. We were taken by surprise. We couldn't have predicted something like this."

Lightning's eyes began to water, "That seems to be a theme in our family." Grand blinked at this, only for the unicorn to continue, "Grandma...mom...and now Rarity. They all got involved in our family and something horrible and unexpected happened to them." He slid down the wall at this, "Our family is cursed to lose the ones we love."

Grand shook his head and knelt down in front of him. "Stop that. We're not cursed. We've just...not had the best of luck in this area." Lightning just glanced away at this, making Grand flinch, "Lightning...what happened to Live Wire and Daisy Chain was a tragedy, and it caused our family a lot of grief. But that doesn't mean Rarity will follow in their footsteps."

"How can you be so sure of that?"

"I didn't have a chance to save your grandmother, and your father couldn't save your mother. But you still have a chance. You can save Rarity. But not if you just sit there feeling sorry for yourself." Lightning glanced up at him, only to sigh as he began to get up.

And then he heard hoofsteps, both glancing over to see Twilight and Flash. The alicorn was holding something under her wing, Lightning going wide-eyed as he saw it, "Is that..."

"It's not the Alicorn Amulet," Twilight replied, "Once it's fully charged, it'll create a suit of armor the same way Iron's Celestic Gear transforms him. Once the armor's been formed, it'll grant you added protection, strength, speed and possibly a few more abilities depending on how the next step goes."

"Next step?" Grand asked, only to see Twilight frown.

"In order to complete it, I need more Phantom Magic. A lot more."

"So...what do we do?" Lightning asked as Twilight's upset expression darkened.

"There is a source of Phantom Magic we can use." She turned to the room with three sleeping unicorns before walking inside, the alicorn now explaining everything to the group, "Once I've got my magic back, I can extract the Phantom Magic inside of them and use it to power up the item."

"Extract the Phantom Magic?" Grand grimaced, "Is that safe?"

"I...I don't know." Twilight turned to Lightning, "The Phantom Magic is a foreign substance, so removing it might have no serious effects. But...there's a chance they might not survive the process."

"What?!" Lightning yelped, "What do you mean, they might not survive?! You said removing it wouldn't have any serious effects!"

"There won't be any serious effects after the extraction. But surviving the actual extraction is another story. There's a chance they'll survive and just need to rest. But there's also a chance it could be like when Flash's Sacred Light was drained out of him."

Pinkie turned to Wild, "Wild..." She clutched his hoof, as if fearing that she might lose him.

Grand looked down at Script, sighing as he thought about the unicorn dying. They might not have always gotten along, but he didn't want Script or any of Lightning's friends losing their lives. Wild and Pinkie had so much life to live together. Gorgenia one of the best sculptors in Equestria and Script's Rune Magic could change the kingdom for the better in so many ways.

Lightning stared at the three, then turned to Twilight, "I WON'T LET YOU DO THAT TO THEM!" He suddenly yelled, Flash jumping between them and pushing the unicorn back. "I CAN'T LOSE THEM!"

"Calm down!" Flash barked back, "You think Twilight's happy about this?!"

"But-"

"Lightning...this might be our only option."

Lightning glared back at them. "Would you be willing to do it?" He gestured to Rainbow and Applejack, "Risk them losing their lives so you could be strong enough to defeat an opponent?"

None of them answered this, the answer obvious to everypony. Lightning turned away and went to the door, reaching up and taking the dog tag out from behind his bracer and stared at it. The metal and plastic version of him smiled back, Lightning remembering the image he had seen when all the tags were together.

He clutched it tightly as tears filled his eyes. "These three have always been there for me. They're always going on about how I accepted them despite how different they were. But the truth is, they're the ones who accepted me. I was angry at the world and wanted to tear it down. They knew what I was doing was wrong, but they stood by me...because they didn't want me to be alone."

Grand nodded, "They're good friends."

"The best," Lightning replied, "I...I don't think I can carry on without them. If I don't have them by my side, I won't be able to move forward."

He began to walk out of the room at this, Applejack calling out to him. "Where are you going?"

"Home," he muttered, "We don't stand a chance, so what's the point?" And before any of them could say anything, he teleported away.

Everypony stood there, staring at where he had been, only for Gorgenia to suddenly speak up. "He's always like this." They all turned to her, seeing she was wide awake. "Always such a bad liar." She groaned as she tried to sit up.

Wild also tried to sit up, Pinkie telling him to lay down falling on deaf ears. "He thinks he can't do anything without us, but he's wrong. He's done so much without us there. The things he's managed to do on his own...so wild."

Twilight stared at them all, then suddenly felt somepony grab the hoof holding the item. She turned to see Script sitting up and holding her leg. He slowly moved it closer to him, "We're willing to sacrifice our lives," he slowly said, "If it'll give Lightning the edge he needs."

They all stared at them, shocked that they had been listening to the whole thing. And even more shocked, they would be willing to go through such a dangerous procedure.

"Wild," Pinkie cried, "Please..."

"It's okay," he told her. "We have to do this."

Grand walked over to Script. "If this is because you feel like you have to make up for what you did in the Battle of Canterlot..."

"No," Script shook his head. "I know we've repaid that debt. And we've more than made up for Lightning helping us in the past." He reached up and grabbed the dog tag around his neck, Wild and Gorgenia doing the same. "We're doing this because Lightning needs us to do it. Because he's our friend and Equestria is our home."

Twilight stared at them for a few more seconds, then nodded as somepony else stepped into the room. It was Starlight, who was holding two vials of brownish orange liquid. "They're ready. Enough for two ponies. If they work, we'll be able to make enough for everypony by morning."

"If they work," Grand repeated, "We still have no idea if it'll restore our magic. Somepony needs to test it."

Before anypony could say anything, Flash marched up and snatched a vial out of Starlight's hoof. "If this doesn't kill me, Twilight can take the other one and start extracting the Phantom Magic." He uncorked it and drank it down, everypony watching as he looked like he was about to throw up. "Augh! Couldn't you have made it taste better?!"

"How do you feel?" Soul asked, fearing Flash was about to keel over.

He used his teeth to scrape the top of his tongue, trying to remove the taste from his mouth. Then, he suddenly started glowing orange. "Is it working?" Fluttershy asked as Flash spread his wings and flapped.

He took to the air as he summoned his Sacred Light and Corrupted Shadow. It was weak, but he could tell the Phantom Magic was fading away. "I think so."

Twilight nodded and took the other vial, drinking it down and frowning at the taste. As she did this, Wild turned to Pinkie. The pair stared into one another's eyes, Wild clutching her hoof tightly. "Pinkie, if I don't make it-"

"You'll make it," she interrupted.

Wild smiled at this. "Just...promise me you won't throw your life away. If I'm gone and another stallion one day catches your heart, don't let yourself give up on happiness for me." Pinkie was really crying now. "You're gonna be a great mom someday, even if the child isn't mine."

"WILD!" Pinkie pulled him closer, crying while the others could only frown. Script and Gorgenia wanted to tell Wild he didn't have to do this, but they knew he wouldn't let them go through this without them. They would all risk their lives together to help Lightning overcome this evil.

Twilight fluttered her wings and her horn glowed, signalling her magic's return. She turned to the three as the others stepped out of the room. "I don't know how long it's going to take, but I do know it's going to hurt. You might have to suffer the pain for hours before-"

"We understand," Script replied, "But we're ready." The others nodded and they all laid down. "Do it." Twilight slowly raised the item over Script as a glow began to surround it. That light then flew out of the item and into the three of them, surrounding them as they started looking uncomfortable. Gorgenia gasped in pain, the other two flinching. And everypony watching knew that this was just the start.

"I can't watch this!" Fluttershy turned away, Starlight placing a hoof on her shoulder.

"Come on. Maybe you can help with making the potion." Fluttershy nodded and the two left while Flash and the others watched the process unfold.

Grand looked over at him, a worried expression on his face. "Even if Twilight gets that item working, Lightning can't fight all those Crown Crushers on his own."

"He won't be on his own," Flash pointed out, "I've got my magic back. I'll be fighting next time."

"And so will I," Grand nodded, "But three ponies against an army isn't going to be a good match. We need more soldiers."

"I know..." Flash sighed, "But Ruby, Tidal, Skybreaker, Heather and First are all out on their own missions at the moment. That just leaves Cold and Iron...and who knows where they are right now."

Iron and Cold were tied up, both trapped in one of the underground caverns that Cadance had once been held captured in. The two still couldn't wield any magic and the moment they tried, they would likely be gassed again by the soldiers guarding them. All the pair could do was lay there, letting the silence of not knowing what was happening drive them insane.

Then the soldiers looked away, Iron trying to break through his bonds. But they didn't even stretch, Iron's lost Earth Pony strength being the only thing that could possibly rip the bonds open. "Come on," he groaned, only to see the soldiers glance back, "Dang it."

Cold growled at this, frustrated that he didn't know what was happening up above. He wasn't even sure if it was night or day right now, but what he did know was that Canterlot was in danger and they needed to find a way to stop Overthrow.

It was the dead of night, and it was only thanks to Soul, who Twilight had given the amulet of day and night to, that ponies could sleep in Equestria. But the ponies of Canterlot weren't sleeping. They were all too terrified of the soldiers marching through the street to enforce a strict curfew. Many ponies feared what this military group would do to them, the citizens wishing that they had left Canterlot instead of hiding out at the edge of town.

In a hotel, Fancy, Fleur and Sassy were all in a room they had managed to find. They were bandaged up, but none were gravely injured. However, the ponies were worried about Rarity and the other ponies that had been captured by Overthrow. And as they heard a troop of soldiers marching through the city, they feared the worst for Equestria.

Rarity remained tied up with the rest of the guards.

Breaker was still sitting on the throne, not even looking tired along with the rest of the soldiers. Whatever that Phantom Magic was, it had turned them into tireless machines. Or maybe they had just learned some kind of technique that allowed them to go without sleep. Either way, they wouldn't be nodding off any time soon.

And as she stared out the nearest window, she thought about her friends. She knew Lightning was coming back, and if he was right about Twilight developing a cure for...whatever these ponies did, then Flash and the others would soon follow. But even with their magic restored, could they really defeat Mould Breaker and his army?

"Lightning," she whispered, "Please be careful."

Back at the Castle of Friendship...

The potion was slowly being made. Flash stood at the entrance with Springer and Mirage, the three watching the ingredients mixing together to form the elixir that would restore everypony's power. And as they watched, Flash turned to Mirage. "Are you sure you're up for this? There's no telling what you'll be walking into."

Mirage nodded back, "I can handle it. I just need something he has a strong emotional connection to."

Springer crossed his arms at this, "Maybe I should do this. I know him better and could probably track him down easier."

"Maybe," Mirage replied, "But your power is gonna be needed if we wanna stand a chance fighting them. These Iron and Cold ponies are probably being held somewhere with a few guards. I can handle that many."

"And she won't be alone," Starlight added, "I'm going with her."

"So am I." They turned to see Fluttershy with a picture frame under her wing. "I'm going to save Iron." They felt they should probably try and talk her out of this, but they knew Fluttershy could be stubborn when she wanted to be.

Mirage and Starlight nodded, only for Rainbow and Applejack to run into the room. "We've got a problem!"

"What's wrong?" Springer asked.

"Lightning's gone," Applejack replied, "We went to his place, but he was nowhere in sight. We went to Rarity's and he wasn't there either. We looked all over town and he's...he's just gone."

They all gulped at this, Flash sighing, "That idiot. He's gonna get himself killed."

"What do we do?" Fluttershy asked, Flash about to reply before they all heard several screams. It was up above, the group grimacing before heading up to where Twilight was.

They soon arrived and found Grand and Pinkie outside the room. Pinkie was looking horrible at the sounds of Wild's screams while Grand tried to look stoic, but Flash could tell he was having a hard time listening to this. "Lightning's gone. We think he might have headed to Canterlot."

Grand sighed as well, "Of course he did." He glanced through the door, watching as Script, Wild and Gorgenia shake around in pain. "He's going to try and defeat Mould Breaker on his own. He must think that if he can win without this item, his friends won't have to risk their lives."

Pinkie frowned at this, "He must have known Twilight wouldn't do this without the three's consent. He probably thought they'd stay unconscious a lot longer."

"So what do we do?" Flash asked, "I might be able to stop him before he gets to Canterlot."

"No," Grand shook his head, "Leave him. Lightning's strong. He can handle himself. Right now, we need to focus on the fight that's coming." Flash nodded as they heard another cry of pain and looked around to see Wild clutching the sheets between his teeth. Pinkie looked heartbroken, the sight of her love in such pain looking like it would destroy her. But no matter how much it hurt her, it was obviously hurting Twilight more.

The alicorn was trying to block out the sounds of their screams, focusing only on removing the Phantom Magic. But the agony they were going through was just too much. "I'm sorry," she cried before looking up at the item. Even after all that, it still wasn't fully charged. "Just hold on a little longer." Script, Wild and Gorgenia all screamed as their bodies felt like knives were digging into them from every direction. "Come on...come on..."

The sun was beginning to rise in Canterlot, once again the work of Soul and the amulet. As the light of the celestial body filled the streets, a pony could be seen walking through it. Lightning Blitz, the unicorn marching toward the castle with a look of determination on his face. He would stop Breaker, free Rarity and prevent his friends from risking their lives.

And as he approached the castle, he found a large number of Crown Crushers standing guard at the entrance. Some of the soldiers were the ones he and his friends had fought the previous day, the group smiling at the chance to take him down.

Seeing this, he walked through the gates and into the front garden, only for one of the ponies to throw something at the ground between them. A crystal that embedded itself in the ground before unleashing a bright light, which took shape and created a large version of Breaker's head.

"Oh," the unicorn smiled, "You've returned. Didn't learn your lesson the last time, did you?"

"Oh, I learned my lesson. Don't let a pizza faced freak push me around." Breaker growled at this, "Where's Rarity?!" Breaker smirked before his face changed shape, showing a large group of tied up ponies. And in front of them all, was a very scared looking Rarity. "Hang on!"

"Lightning!" Rarity cried, but that was all she could say before her image was replaced by Breaker.

Lightning's anger surged as his electrical power sparked around him. "I'll beat you to a pulp with my rage."

Breaker laughed at this, "You can try, but after the disappointing display you showed me yesterday, I don't see why I have to get my hooves dirty. But if you can make it to me, I'll gladly face you again." With that, the light that made up his head disappeared and the soldiers prepared for battle.

Lightning just stared them down and took out a bunch of daggers, all of them floating around him. And as his body exploded with electrical energy, he charged, "OUT OF MY WAY!"

Trixie placed several glasses of the brownish orange liquid down on the table as she, Starlight and all the others hit by the Phantom Magic quickly drank them. As they did this, Zecora and Sunburst were filling a normal sized canteen up with the rest of the potion. Despite its size stating a single ladle would fill it, it continued to take more and more of the potion. "Undetectable extension charm," Sunburst explained to the others. "Twilight enchanted it for Flash, so he could carry a lot of water whenever he was on a mission."

"We've got a whole bunch of guards that need their magic back," Starlight nodded, "Carrying a bunch of potion bottles would just slow us down."

The others started glowing as their magic and powers were restored. Springer then sensed Flash's approach, the pegasus arriving in the kitchen with a sombre expression on his face. "Are you okay?" Flash replied by holding up the item Twilight had made. "Finished?"

"Yeah," Flash nodded, "Twilight's resting. The process took a lot out of her."

"What about Script and the others?" Trixie asked, but Flash's expression told them everything. "No way."

Up in the room, Twilight had fallen unconscious against the wall. As she rested, Grand and Pinkie were next to the three unicorns as they laid still on the bed. Pinkie was hugging Wild while Grand held something in his hooves. Three dog tags.

"I won't let your sacrifice be in vain," he told them before turning to leave.

Lightning threw the daggers around him at several soldiers, cutting several down as the others avoided the blades. Earth Ponies charged at him, hoping to all punch the pony. But as they threw their jabs, Lightning completely vanished and they ended up hitting themselves, the unicorn reappearing next to one of his daggers. The pegasi near him were shocked by this, only to be more shocked when they were electrocuted.

Lightning quickly zapped from one knife to the next, blasting the Crown Crushers down before moving to the next. One unicorn tried to guess where he'd be, but Lightning had no fixed pattern and popped up somewhere else. And when he sent a bolt of lightning at the unicorn soldier, the Crown Crusher was blasted back and through the doors. Lightning then leapt into the air and unleashed his Gatling Spark attack, which blasted the rest away before he landed in front of the door and headed inside...only to find more soldiers waiting for him.

The sounds of the battle could be heard from the throne room.

Breaker listened with a slight frown as the sounds of the fight got closer and closer. "That fool doesn't know when to give up." He sighed before picking himself up, heading to the exit as the gem on his chest glowed bright. "Guess I'll have to teach him what happens to criminals while I'm in charge."

"You're the criminal." He stopped and turned to Rarity. "And Lightning is the hero. He may have made mistakes in the past, but he's more than made up for them. And he's spent every day since then fighting to protect this kingdom." The unicorn glared at him, "You will never defeat him."

"And why's that?" Breaker asked.

Rarity smiled as she heard Lightning's roar of battle. "That stallion is stubborn, arrogant and prideful. That's just who he is. But he also cares for his friends. And so long as they need help, he'll fight until his last breath to help them." Her grin grew at this, "Because he is a hero of justice."

Breaker stared at her, then chuckled. "Hero? Oh please. They don't exist." He walked up and crouched down, staring right into her eyes. "That's just your imagination." With that, he headed out the throne room.

In Canterlot's streets, a flash of blue light revealed Starlight's arrival with Mirage and Fluttershy. Starlight glanced around before whispering, "We're clear." She turned to Mirage, who was holding a picture Fluttershy had given her. On it was a young Iron Core and two ponies that were his parents. "Do your thing."

Mirage nodded and scanned the picture, which was bathed in an emotional tie linking it to the ponies that owned it. As the only picture Iron had of his parents, it was very important to him, making it the perfect thing to help her track him down. The jakhowl then sent out a wave of aura, which spread through the entire city and several miles around it. And after a few moments, she said, "Found him!" She frowned, "He's...under us?"

"He must be in the underground caverns," Starlight sighed, "That could be a problem. I could teleport us down there, but not knowing what's waiting for us means I could accidentally drop us into a solid wall."

They grimaced at this, only for Fluttershy to almost yell, "Let's do it!"

The other two nodded and they all held onto each other before teleporting, soon appearing inside a large chamber. They were only a few inches away from a wall, which made them thank Faust they didn't miss. "He's that way," Mirage pointed to another wall.

Starlight nodded at this, "I think I can figure out how to navigate down here. Just give me a second." Her horn glowed and a wave of light flew out, passing through the rock and into the many different tunnels that were between them and their target. "Alright. We shouldn't have to worry about teleporting blind anymore."

They held onto one another and Starlight warped them through the wall into another tunnel, then into another chamber and two tunnels after that. After this, Mirage said, "I can feel him. He's right behind that wall...but he isn't alone."

"Alright," Starlight replied, "You girls know what to do."

They nodded and with one final warp, they appeared inside the chamber. "What the?!" A soldier cried, only to be blasted by Mirage's Aura Force.

Fluttershy quickly shrank down and spotted Iron as Starlight and Mirage fought against the soldiers. She ran over to them and morphed into a tiny rabbit in order to give herself the awareness to not be taken by a surprise attack.

"Gas 'em!" One soldier yelled, the group unleashing their white smoke. But even after they were surrounded by the gas, Starlight and Mirage were still able to blast them with magic and aura.

"Fluttershy?!" Iron saw his wife as she leapt behind him and started undoing his binds, "What's going on? How'd you find us?"

"No time," she untied his hoof and moved over to Cold as Iron freed his legs. By the time they were both free, Starlight and Mirage had taken the soldiers down.

"Here," Starlight gave them both a vial of the potion. "This will restore your magic and make it so they can't seal it again." The pair smiled and quickly drank it down, flinching at the horrible taste while Fluttershy returned to pony form and rushed over to grab Iron's weapon.

Once he finished his potion, Cold turned to them. "Please tell me the others are dealing with Mould Breaker and Overthrow."

"They're working on it," Mirage replied.

"But they're gonna need your help dealing with them. He's got an army after all." Starlight added, "You ready to get back into the fight?" Iron took his Celestic Gear and smiled when he saw it transform while Cold's horn glowed and formed an ice sword.

"You have to ask?" The Frozen Wanderer replied as Starlight surrounded them all in her magic. And in a flash, they all vanished.

"Static Spear!" Lightning launched a thunderbolt, blasting an earth pony into a wall. Lightning rushed down a hall after this, only to almost get decapitated by a sword while coming around a corner. Ducking under it, he did a small roll before firing another bolt, zapping another soldier before turning to see more soldiers waiting for him.

"Is that all you got?" He picked himself up as more lightning surged around his body. "I'm still not satisfied!" He charged at this, the electricity causing him to speed up and turn into an electric blur. He shot past several soldiers, zapping them all as he rushed through them like a lightning fused bull, "Who else can fulfil my rage, huh?!"

And as he knocked out another group, Breaker stepped out from around a corner with a grin. Lightning turned to him, Breaker's smile growing as he asked, "You want somepony to take your rage out on?" He smirked as his relic glowed. "I can help with that." His horn glowed and took out a dagger, Lightning pulling out his own knife.

"Raaaaaaaaaah!" The electric unicorn charged, Breaker doing the same. They both swung their knives, the blades clashing before Lightning threw a punch. Breaker ducked under it before blocking Lightning's second punch, only for Breaker to spin around and deal a kick to Lightning's stomach. "Augh!" The defender staggered back as Breaker tried to deal another kick, only for Lightning to catch this one and threw Breaker away.

The unicorn rolled along the ground and managed to get back to his hooves, Lightning appearing in front of him as Breaker tried to counter with a punch, only for the electric unicorn to catch it. "I'm not letting you beat me this time!" He threw Breaker's hoof away and dealt his own punch before spinning around and kicking him in the chest. Breaker staggered back before firing a beam from his horn, only for Lightning to dive under it before doing a back flip and kicking Breaker right in the head.

"Gyah!" Breaker staggered back as Lightning landed, the defender then slamming a punch into Breaker's chest before he could respond. He then kept dealing strike after strike after strike at Breaker, not giving him the time to react and counter.

"YAAAAAH!" Lightning then surrounded his hoof with energy before thrusting it, knocking Breaker back before summoning a bunch of electricity, "Storm..." Lightning charged at this, "HOWITZER!" The lightning flew into his back hooves and he thrust it toward Breaker, who barely managed to put up a shield in time. The hooves slammed into the forcefield, lightning surging into it as the two unicorns gave it everything they had.

But then, the shield began to crack and explode. Breaker gasped as he tried to escape, but the electrified kick smashed into him, making him roar in pain before being blown back. And as this happened, Lightning flipped back and landed as Breaker crashed into the ground sparking.

Breaker let out a long hiss before pushing himself up. "You...insolent...worm!" He stood tall at this, "YOU WILL PAY!" It was then that the relic on Breaker's chest began to glow, the light from it growing brighter. And as Breaker picked himself up, the light exploded out of it and completely surrounded him.

"What the-"

"RAAAAAAAAAAH!" Breaker roared, as the light merged with his body and made it start to change shape. And when the light faded, it revealed a monster in its place. It was still roughly pony shaped, but its body was now covered in murky green scales. The relic was still in the same spot, but now it seemed to be embedded into the body with the green scales surrounding it. Spikes were also sticking out of the scales, at the shoulders, knees and along the back of his body. His head also had scales, covering everything except his eyes and mouth, while his horn had transformed to look more like a harpoon. And instead of his normal pony tail, he had what appeared to be a scorpion tail. But instead of a stinger, it had the blade from his knife sticking out the end.

Lightning looked him over, as Breaker let out an animalistic growl. "I am the apex predator who will hunt down any that threaten Equestria." He was then surrounded by gray mist that came out from between his scales. "I AM THE PHANTOM BEAST!" With that, he morphed into a blur of gray speed.

"What?" Lightning suddenly felt a powerful wind blow past him, then the stinging pain of a hundred slashes ripping through his body. "GYAAAAAAH!" He was then knocked flying into a wall, only for Breaker to suddenly appear and axe kick him into the ground. "AUGH!"

"This is what true power is!" Breaker yelled as he crushed his hoof into Lightning's chest. "The power to crush anything that gets in your way." He kicked Lightning upward and grabbed his cloak. "Strength is justice. And the strongest make the rules!" Suddenly, Lightning felt himself being dragged along the ground at super speed, the pony screaming as he felt his body grind against the ground.

Then, Breaker stopped and Lightning continued forward, his cloak ripping to pieces as he was thrown into a wall before screaming in pain. And as this happened, Breaker's horn began to glow. "And the weakest have to sit back and take it." He unleashed a blast of light at this, the beam of magic instantly hitting Lightning.

Outside...

Part of the castle exploded as Lightning was thrown out, the unicorn screaming as he crashed into the ground, his body burned and battered from the attacks. And as skid across the dirt, Breaker leapt down as several soldiers appeared and stood behind him. The Phantom Beast shined a grin at this, "Play time is now over."

Lightning's head slowly raised up at this, rage flying through him as he stared at the monstrous beast before him. "No...you...little..."

"Get away from my grandson!" yelled a voice, making Lightning's eyes go wide. He turned to see Grand with his Celestic Gear on his back with a glare on his face.

"Gramps," he groaned as Grand stepped up to him. And when he did this, Lightning noticed something in his hooves. "That's..." He glanced up at his grandfather, "No...they didn't."

Grand sighed as he turned to their opponents. "Those three willingly sacrificed themselves for your sake."

Those words were like a dagger to Lightning's heart. And as he took the item from Grand, the faces of his friends appeared in the forefront of his mind. Their happy, silly and stupidly loyal faces. "No." He felt himself fighting to hold back his tears. "Why?! Why would they do this?!"

Grand's own heart felt like it would break as he held something else out to Lightning. When his grandson looked up, he saw they were his friend's dog tags. "They did this because they wanted to help you. To give you the strength to keep moving forward, even if they weren't there with you."

Lightning took the tags and really did start crying. "Idiots!" He clutched the tags to his chest, "I never asked them to do this." Memories of his time with them flowed through his mind. How they met, their times growing up together. The times they got in trouble and when they reunited after he came to Ponyville.

Grand nodded before glaring at The Phantom Beast. "They gave their lives, to create the power to defeat this evil. Are you going to let their sacrifice be in vain?"

And as he heard this, Lightning's eyes narrowed before saying, "Never." He began to pick himself up and stood beside his grandfather, while Breaker just stared at them. Lightning pulled his own tag out and put the others around his neck, reminding him of his bond with his best friends. "Please help me with this power."

He and Grand stood side by side, Grand taking his hammer off his back in preparation for the fight.

In another part of the castle, the soldiers continued to stand guard.

But their boredom ended when they saw Flash and Springer with Spike, Rainbow, Applejack and Trixie behind them. Flash drew his sword while Springer began to crack his knuckles.

In another part of Canterlot, another group of soldiers were guarding the last entrance into the castle. That is, till a flash of light appeared in front of them. And from out of it, Iron, Cold and their rescuers stood, the Metal Guardian spinning his spear around as he connected to its magic and the power he had obtained in Animarium.

The magic flowed into him and he started glowing. And he wasn't the only one. Flash and Springer called upon the power within them. And as they did this, Lightning took the item in his magic and connected to it. The item flew into and connected to the bracer around his chest. It merged with the metal as lightning shaped bands came out the side and wrapped around the metal bracer. And as it did this, Lightning could feel the power flowing into him.

Light began to flow out of the gem on the front, being a mixture of red, green and blue. The lights then split up and surrounded Lightning into a triangle, each one changing to take the ghostly images of Script, Wild and Gorgenia. And as they did this, Lightning clutched the tags around his neck.

In that moment, Flash, Springer and Iron spoke in unison.

"Armorize!" Flash yelled as his body was engulfed in Sacred Light and Corrupted Shadow.

"Armorize!" Iron added as his Celestic Gear morphed into a tiger themed suit of armor.

"Mega Mode Power!" Springer roared as his body transformed and reshaped.

Lightning took one final deep breath, letting all his sorrow and rage toward Breaker flow out of him. Instead, he felt his urge to save Rarity and protect Equestria fill him up and spoke that single word. "Armorize." The ghostly forms of his friends exploded into the coloured light and shot toward him, slamming into his body and forming the armor around him.

When the light faded, Lightning was now wearing a mixture of red, blue and green armor. He was wearing a white body suit beneath the armor, which also wrapped around his tail. The item Twilight made was now locked into red chest armor, while his legs were in a quartet of green metal boots. And on his back was a pair of blue metal rods, each rod having a pair of yellow gem spikes sticking out of them to make them appear like wings. A similar spike was on the end of his tail, while his head was inside a yellow helmet. His face was uncovered and his horn was now inside a protective part of the helmet, that section being green, blue, red and then yellow at the tip.

Breaker flinched at this, now seeing electricity wildly fly off the new armor. "I feel power overloading." Lightning commented, "My soul is sparking." The energy died down and began to flow properly through him. "MY STORM IS SURGING!" It was in that moment that he and all the other transformed warriors began to charge, "LET'S GET THIS PARTY STARTED!"

Author's Note

Well, that was certainly something. Some people were probably curious about how, in the future, Pinkie could have Lil Cheese whilst not being with Cheese Sandwich. Well, I hope this answers that question.

Now, Lightning must fight to protect Canterlot and avenge his fallen friends. Will he manage it? Or will the Crown Crushers reign supreme?

Chapter 5

"LET'S GET THIS PARTY STARTED!" Lightning roared as he charged, Grand right beside him. The Phantom Beast laughed before gesturing to his soldiers, the group rushing past him. Some launched a blast of stream from their hooves, hitting the two and expecting Grand to be made completely useless by it.

"Nice try!" Grand leapt out of the steam and slammed his hammer into the ground, causing a line of earth spikes to explode out and knock the soldiers away. "The potion Twilight gave us makes your little smokescreen completely useless."

Lightning charged out of the mist at this, his new armor feeling like it wasn't even there. He slammed a hoof into an earth pony and smacked him away before firing a blast of lightning out of his covered horn, only to find it was twice as powerful as normal. "This power..." he whispered with a smirk. "This is the power of my friends."

"That's it kid," Grand added as he whacked another soldier away. He then looked up at the castle, "I'll go save Rarity and the others. You know what you need to do."

Lightning nodded as he unleashed an electric shockwave, knocking more away while Grand's hammer hit the ground, causing a stone pillar to shoot out below him and propelled the knight into the hole Lightning had been blasted through and started making his way through the castle. As this happened, Lightning unleashed a blast of electricity from his back hoof that acted like a whip that slammed into several more soldiers and knocked them all away.

And as the lightning faded, Lightning turned the Phantom Beast, the pair glaring at each others as Lightning clutched the tags around his neck, "Never look down on Equestria's heroes."

Breaker chuckled at the sight, "Interesting." The relic on his chest glowed ever brighter. "I shall answer your call." With that, the pair charged at one another.

"Bone Breaker!" Springer slammed his staff into a Crown Crusher, the Mega Jakhowl watching as he was thrown back. Several more soldiers circled around and charged at this, only for Springer to desummon his bone weapon. "You attack Equestria, you attack Aurarora and the jakhowls that protect it." He then did a back flip, kicking one in the chin as he did so.

And as he landed and performed a roundhouse into another, the jakhowl launched several Aura Blasts into the pegasi in the air. Several unicorns then fired a volley of beams at the jakhowl, only for him to dance around each one with ease before the head of his avatar appeared around him. He then formed the chest and arms of the energy jakhowl, which swept around and smacked the treasonous ponies away.

In another area...

Several soldiers cried out as Iron slashed through their weapons and armor with metal tiger claws. And as they staggered back, the spearhead on Iron's tail changed into a hammer before smacking them all away. At the same time, Cold swung two ice swords, cutting through crown crushers like they were paper before several unicorns ran up and prepared to fire magic beams, only for Cold to slam his front hooves into the ground and caused a giant ice snake to appear. It curved around and scooped the crown crushers into its jagged mouth before biting down, the soldiers screaming as the sculpture exploded, knocking them away.

As this happened, a pegasus flew toward Iron from behind. "To protect those who can't protect themselves," Iron spun around and punched the pegasus with all of his strength. "I'll fight whoever threatens Equestria's peace!"

The pegasus was thrown back as Iron leapt up with him, his back legs glowing and gaining jagged edges. Cold watched as Iron opened his legs while the magical image of a tiger appeared around him.

"IRON CRUNCH!" He slammed his legs closed around the pegasus as the tiger bit into the soldier. The jagged blades on his legs acted like teeth, cutting through the pony's armor and making him scream as he lost consciousness. Iron then landed and nodded to Cold, the knight nodding back before the pair began to run down a nearby hallway.

Meanwhile...

Flash zipped past through a group of ponies, smacking them back before spinning around, "Flash Cutter!" He swung his sword and unleashed several light blades, the magic destroying the soldiers' weapons and armor.

At the same time, Rainbow, Applejack, Trixie and Mirage were fighting their own soldiers. They weren't beating them as easily as Flash and the others, but they were still holding their own. "Ha!" Rainbow kicked a soldier away. "Without their little steam trick, these morons aren't so tough!"

"Darn tootin!" Applejack used her lasso to tie them up, then swung them into another group. Trixie blasted several with ice while creating illusions of herself, the soldiers attacking the fakes as Mirage and Flash appeared to their sides.

The Knight of Friendship unleashed beams of light from the gems covering his body and even the horn on his helmet. And as the soldiers gathered up, Flash's wing tips opened before a blast of gold and black light exploded out of them before propelling him as his back leg armor shined. "Unified Impact!" He thrust his back hoof forward, striking a Crown Crusher as the Sacred Light and Corrupted Shadow exploded and the ponies were consumed by it.

Flash flew out the other side of the explosion, landing on his back hooves and sliding to a stop as the flames vanished. The soldiers fell to the ground, burned and battered, the sight making him smirk. They weren't gonna cause any more problems for a while.

"Raaaaah!" Grand slammed his hammer into a soldier, crushing them against the wall. But that was only one of many still in the castle. "Out of my way!"

The unicorns all fired their magical blasts, only for Grand to use his hammer like a pole vault, bouncing him over all the attacks with ease before slamming into the soldiers. "Where'd Breaker find you ponies?" He asked, knocking several more away. He then kicked one in the head, causing their helmet to fly off and reveal their face. "Hey! I know you! You were one of the ponies I trained for the guard."

"That's right," the pegasus growled, "I didn't make the cut. You said I wasn't disciplined enough, even though I was the best recruit that year!"

"You might have had the best skills," Grand sighed, "But you pushed other ponies around, picked fights just for the sake of it, and refused to listen to orders. You had multiple chances to turn things around, but you refused to improve your attitude. Having you in the guard would have made us worse, not better!"

"Well Breaker didn't believe that! He let me into his army, and when we take over Equestria, I'll be on my way to the top! Once I'm the strongest, I'll rule this land!" He charged at this, but Grand just shook his head.

"You...the strongest?" He tapped the end of his hammer's staff on the ground and the concrete that made the castle exploded into a thin pillar that smashed into the pegasi's chest. "Get real!" The pegasus was thrown through a window, screaming all the way out.

He then turned to see more soldiers, Grand growling at the sight before charging through. A few minutes later, he found himself at the throne room and kicked the doors open. "Grand!" Rarity gasped as the soldiers in the room charged at him. But instead of defending himself, Grand took out the canteen and leapt over the soldiers.

He landed next to Rarity and opened the bottle. "Here. Drink." She did so and suddenly felt like throwing up, Grand pulling the canteen away and closing it up before dodging a knife attack. He threw the canteen at Rarity as he started knocking the criminals away.

Rarity then suddenly felt her magic begin to return, the unicorn's horn glowing as she focused on the ropes holding her. Within seconds, she was able to undo the knots and free herself. "Hold on," she told the other ponies. And as Grand kept fighting, she undid several of the guard's ropes before picking up the canteen and giving it to Cobalt. "Drink. I think it'll give you your magic back."

Cobalt took a swig as Grand smacked another away. The guards quickly passed the canteen around, taking a drink and not looking happy with the taste. And as this happened, Cobalt quickly got his magic back while several pegasi started taking off. And as they did this, Rarity heard an explosion outside. One that had several sparks of electricity coming off it. "Lightning."

And before anypony could stop her, she ran for the door and was out of the throne room.

"Wait!" Grand yelled, only for the remaining soldiers quickly got in his way, but the now recovering guards quickly rushed in to help.

Back outside the castle...

Lightning was now firing a barrage of electric bullets at Breaker, who's tail extended so his blade could swat them away. And as this happened, Lightning glanced down at his green hoof armor and smiled before slamming them into the ground. Gorgenia's magic activated at this, turning the rock around them into clay, Phantom gasping as his hooves started sinking. Quickly tying to move, Lightning began to reshape some of the ground into spikes before hardening them, thrusting those at Breaker, only for the unicorn to pull himself free before leaping away.

The Phantom Beast landed a second later, quickly sprinting around before launching several magical blasts, only for Lightning's tail to suddenly move, the crystal on the end deflecting the blast. "Huh?" Lightning looked back, only to stare at the crystal, only to smirk as he had them extend over his hooves. All five crystals glowed before they detached, the five spiky gems floating around Lightning. They then shot forward, moving like a bunch of rockets at Breaker. The Phantom Beast quickly tried to counter them with a barrage of beams, only for one gem to unleash a bolt of lightning to protect the others before one gem slammed into the beast.

"Aaaaah!" Breaker staggered back as the second and third one followed suit. All five were soon swarming around, blasting him with weak bolts of lightning.

As this happened, Lightning charged in and threw a punch right at Breaker, the transformed unicorn not noticing until it was too late. "Take this!" Lightning fired a bolt of electricity from his horn, which split into five strands and struck the crystals, each gem firing a more powerful version of the lightning, which then combined before striking Breaker.

"GYAAAAAH!" The Phantom Beast was thrown flying back, crashing into the wall that surrounded the castle and actually breaking through it. And as he hit the dirt, pieces of the wall fell all around him. Breaker let out a hiss at this, Lightning staring at the hole before the gem on his chest began to glow. It then fired a beam at Breaker, who got up and leapt to the side. The beam struck the ground due to this, causing a symbol to be burned into it. And as this happened, Breaker's horn shined as he fired a beam at Lightning, only for the armored unicorn to suddenly vanish, the beam missing him by a mile, then reappeared where the symbol had been made.

"What?!" Breaker yelped as Lightning fired another beam from his chest. This one hit the beast's side, causing a rune to be emblazoned onto the scales. And before Breaker could react, his entire body suddenly felt heavy. "What's...happening?"

"Gravity rune," Lightning chuckled, "Funny. I could never completely figure out that magic." He clutched the tags around his neck, "Or the others' magic. But now...now it's so easy to understand."

The Phantom Beast growled at this as Lightning's crystals returned to his back and tail. They then unleashed a blast of energy, propelling him forward and slam into Breaker with tremendous force. The monster roared as he was blown back, smashing him through a wall before hitting the city's road. He carved a trench in the street and eventually came to a stop, Lightning charging for a second blow. But as this happened, Breaker picked himself up, the scales covering in the gravity rune now falling off his body and being instantly replaced by new ones.

And as Lightning threw a punch, Break lifted a hoof and caught it. "What?!" Lightning yelped as he saw Breaker kept Lightning's hoof in place.

"Tc. You think you stand a chance against me?" Breaker laughed, Lightning then trying to punch him again, but Breaker caught the other hoof. "Your fancy armor might give a minor power boost." Lightning growled as he tried to pull his hooves back, only for Breaker to start twisting his hooves, "But my power is always increasing!"

The relic glowed along with Breaker's scales at this, Lightning watching as more spikes appeared along the beast's back. At the same time, a pair of tusk-like protrusions started growing out the side of his cheeks. Breaker pushed Lightning back at this before slamming one of his front knee spikes into Lightning's chest, knocking him back.

"Augh!" He rolled along the ground, moaning as Breaker started charging up his magic. And as Lightning tried to pick himself up, the gems detached from his armor and flew in front of him as Breaker fired a blast of magic, the gems trying to form a shield. The beam struck the barrier, easily pushing the gems back before shattering the shield and slam into Lightning.

"GYAH!" Lightning was thrown back again, skidding down the street until he reached the front gate of the castle. And as he picked himself up, Breaker's horn created multiple spheres of energy before firing them, slamming the defender as explosions soon consumed him.

"AHAHAHA!" Breaker laughed as smoke covered the defender, soon fading to show a limply standing Lightning. Parts of his new armor were cracked and had chunks missing, his legs giving out before flopping over. The sight made Breaker chuckle and shake his head. "You know, when I left the guard, I thought fate had turned its back on me. But it turns out, my destiny was even greater than I imagined. I found the Phantom Magic, gained its power and became the ultimate pony." He rubbed the relic on his chest. "And now, I have all the power I can possibly ask for. Enough power to remake an Equestria where the strong stand above the rest. And I stand at the top, alone and unbeatable."

Those words entered Lightning's ears at this, making him glance up at the beast. He reached up and clutched the tags around his neck as certain memories flowed through his mind. Remembering this, he began to laugh, "What?" Breaker asked, hearing his chuckling. "What's so funny?"

Lightning slowly sat up, holding the tags close to him. "I'm fighting my former self. Somepony who thinks just because they're strong, they have a right to decide how things are done all on their own." He pushed himself to his hooves. "I was just like that. I thought I could force my way to the top with my strength and make those weaker than me bow down."

"Yes, I remember hearing about that." Breaker commented before pointing at the defender, "But you lacked the conviction to make it happen. I don't."

"You're wrong," Lightning chuckled, "It wasn't my conviction that stopped me. It was a power even greater than the magic I was wielding. A power even greater than the Phantom Magic flowing through our veins."

And as he said this, all over the castle and parts of Canterlot, the members of Overthrow found themselves defeated and detained by Flash and the others. The transformed individuals stood with their friends around them, ready to keep fighting if any of the soldiers got the bright idea of trying to fight again.

"The Magic of Friendship!" Lightning roared as his armor began to glow. "You fight for yourself. You claim to be doing it for the good of Equestria, but you just want to stand at the top and answer to nopony! But when you choose to only look after yourself, nopony will choose to follow and help you! When you stand alone, you fall alone!"

"And what about you?" Breaker spat, "You're alone right now."

Lightning said nothing as he continued to clutch the tags around his neck. At that moment, Rarity arrived at the gate, only to see his new look and the determination on his face. Then she saw the energy glowing off of him. Lightning opened his eyes, the images of Script, Wild and Gorgenia standing beside him. "I'm never alone. Even if I'm the only pony here, so long as I fight for the same thing as my friends, I'm never truly alone!" He ripped the tags off his neck, wrapping them around his hoof as he held them close to his heart. "And I'll defeat you...FOR THEM!"

With that, he charged as lightning exploded out of the armor's crystals. Breaker charged as well, the two ponies colliding with The Phantom Beast's hooves glowing as he thrust them forward. But as the hooves hit Lightning's...he found himself unable to push the defender back. "WHAT?!" Breaker screeched, only to feel his body now being electrified. "Yaugh! Where is this power coming from?!"

Lightning then smacked Breaker's hooves aside before slamming his own into The Phantom Beast, the force knocking him back. "I already told you!" Breaker skidded across the dirt before scrambling back up, quickly firing a volley of beams at the defender. But as the attack came, Lightning did a flip and sent out a wheel of light just as the beam hit him. An explosion came next, consuming the unicorn.

"Lightning!" Rarity gasped, only for the smoke to instantly fade, showing a standing Lightning in a ring of fire, looking completely unphased by the attack.

"What?!" Breaker repeated.

Lightning just smirked at this, his green armor glowing before slamming his hooves into the ground, turning it to clay again. Breaker instantly found himself sinking again before the claw hardened. After that, the crystals flew off Lightning's body and shot at the monster, Breaker screaming as the gems hit him. And as this happened, Lightning's chest gem glowed, forming a light that created a bunch of runes that spun around and made a magic circle. And when Lightning launched a blast of magic into it, the circle caused the beam to grow three times as big before slamming into Breaker.

"AAAAARRRRRHHHHH!" The Phantom Beast was blasted out of the ground and thrown back, smoke coming off him as he crashed into the street. And as this happened, the relic on his body began to crack. "Where...where is this power coming from?!" He groaned as he pushed himself up as red sparks flew around his body.

But his question went unanswered as he tried to stand up, only to see Lightning already in front of him. "It's time to end this." the defender said as a light flew off him and formed the ghostly images of his friends, all looking ready to attack. "Let's do this...TOGETHER!" He charged and they did the same, running ahead of him before leaping into the air.

Breaker watched as Lightning leapt as well, his three friends turning to light and swirling around one another to create a glowing vortex. And when Lightning jumped into it, the vortex morphed into a drill of green, blue, red and yellow energy. "Electron Fusion...STRIKE!" The drill slammed into Breaker, the attack instantly hitting the relic.

"No...NO!" Breaker screamed as an explosion consumed him next, the relic shattering to pieces at the same time. The sight made Rarity lift a hoof in front of her eyes, shielding herself from the explosion's light. And as it died down, Lightning appeared above Breaker, the unicorn now beaten and burned. Cracking filled the air next, all looking down as the relic's pieces hit the street, only for Breaker's body to begin to steam. The Phantom Magic within him was seeping out, the unicorn's distorted form looking ready to fall apart.

"I never..." He coughed, "I never expected...he'd be this strong." He tried to get up at this, "How...is this possible?"

Lightning looked away, "It's because I have someone to protect." The image of Rarity flowed through his mind, along with all the other ponies he cared about. "While you have nothing." He then glanced down at Breaker, "That's the difference."

Breaker slowly looked up at him, only for his body to burst into smoke and disappear into nothing. Lightning stared at the spot, wondering if he was responsible or if it was just a side effect of the relic's destruction. Either way, Equestria had been saved. Without its leader, Overthrow wouldn't be as big of a threat. And hopefully, the other ponies affected by the Phantom Magic wouldn't think to try anything against them.

"Lightning." He turned to the voice and saw Rarity. The pair stared at one another as Lightning's armor faded away, Rarity then rushing up to him as Lightning began to fall over. "Lightning!" She gasped as she caught him, instantly feeling his weight. "I've got you..."

"Thanks." Lightning muttered out before lifting up a hoof, Rarity seeing it was holding the tags. She then saw tears begin to form, "Gorgenia...Wild...Script." Rarity started to go wide-eyed as he added, "They...they..." He couldn't bring himself to say it as he remembered their faces and voices.

"Lightning," Gorgenia's voice echoed in his head.

"Lightning," Wild laughed in his mind.

"Lightning," Script spoke softly in his memories. The voices he would never forget, and never hear again.

"LIGHTNING!" Three familiar voices then spoke out, making Lightning's eyes fly open as he glanced back. And when he did, his heart stopped when he saw three certain ponies running up to them. Script, Wild and Gorgenia practically tackled him, hugging him tightly as they called out how he had won and saved Equestria.

"I wish I could have seen it," Gorgenia commented.

"I bet you were awesome," Wild laughed.

"We knew you could do it," Script cheered. Then, Lightning finally came to his senses and broke away from them all.

"What is happening?" He asked, staring at them. "I thought...I thought...the extraction..."

"The Phantom Magic extraction was horrible," Gorgenia sighed, "But we managed to push through it and now, we're perfectly fine. No side effects from it whatsoever."

Lightning's eyes darted between the trio, "But...Gramps told me you were..."

"Oh," Script nodded, "Right. Don't blame Grand for that. It was my idea. I told Grand to say we didn't survive and gave him our tags to make you think we hadn't survived." Lightning's eyes went fully wide as Script continued, "We figured you would need all the motivation you could get. And we knew that if you thought we died to make that weapon for you, there was no way you would let our sacrifice be for nothing."

"So...you made me think you were dead...just to motivate me?!"

"Yes," they all nodded before seeing Lightning give them all a funny face. "Lightning?" Wild asked, "You okay?"

"I...am going...TO KILL YOU!" He yelled as he charged at them, the three dancing around, laughing as Lightning tried to grab them. They knew Lightning wasn't actually mad. Despite the outburst, they could tell he was happy they were alive and unharmed. Rarity and the others laughed as well, Pinkie getting in on the fun chase as Twilight and the others appeared, clapping at the sight.

Once Lightning calmed down, they focused on what to do with the Overthrow soldiers. They would all be imprisoned, but Twilight wanted to find a way to remove the Phantom Magic without the risk of them dying like the other three had almost done. By the time Twilight was ready to lower the sun and raise the moon, all the soldiers had been captured and placed in a prison. The damage done to the city and castle was pretty minimal, so the ponies that lived in them were soon able to return to their homes.

And in one part of the city, Lightning and Rarity were sitting on a bench, watching the sun slowly lower. Lightning was no longer wearing the item Twilight had made for him, but he had it at hoof if he ever needed to Armorize again. Now the pair was simply sitting together, enjoying each other's company.

Rarity smiled as she glanced up at Lightning's face, noticing a big frown, "What's wrong?" He looked down at her and smiled.

"Nothing," he told her, "Actually, everything's fine." He looked back at the sunset. "I just...I've been thinking about our future."

"Oh?" Rarity asked. "Anything I need to look forward to?"

"I've also been thinking about my mom and grandma." That made Rarity raise an eyebrow, "Lately, I've been worried about what might happen if we took things to the next level. Gramps and my dad weren't able to protect the ones they loved, and I was worried that something similar might happen to you."

"Lightning..." Rarity sighed and shook her head, "That's silly. Nothing's going to happen to me just because I'm with you."

"I know that now," Lightning chuckled, "Because I'm not gonna let it happen." Rarity then saw Lightning stand up as he added, "I thought I might not be strong enough to protect you if anything bad ever happened. But now I realize that protecting you is what will give me strength." He turned to her. "And I won't be alone. If I'm not there, my friends will protect you."

Rarity smiled as she picked herself up. "Maybe. But if you want me to let you protect me, you have to let me protect you when you need it. The same way Flash, Twilight and everypony else protects the ones they love." She placed a hoof on his chest. "We'll work together...as a team, keeping each other safe."

Lightning smiled at her and nodded, then grabbed her hoof in his. "I know this isn't the most romantic setting, but I know now is the time I'm supposed to ask you."

"Ask me what?" Then, Lightning got down and looked Rarity in the eyes.

"Rarity, will you marry me?" Rarity gasped, then started tearing up and nodded.

"Yes. Yes, of course I'll marry you." Lightning smiled and stood up, the two kissing one another to seal the deal. And what neither of them knew was that Script, Wild, Gorgenia and even Grand Hoof had just watched the whole thing.

"Yes!" Wild cheered, a little too loud for the other's liking. They shushed him, but kept watching the two as they held one another.

"Well, I think we should leave those two alone." Grand chuckled before gesturing to the trio to leave. And as they began to walk away, Grand glanced back at him, "You did good, kid. I know you won't make the same mistakes I did, or that your father did. And don't worry, I'll be there to protect your family whenever you can't. I promise."

Time soon passed as the Overthrow Soldiers were all thrown into multiple different prisons. After much study, Twilight and the others managed to develop a neutralizing potion that caused the Phantom Magic's powers to be eliminated. It even restored some of the pony's mane and coat colors, returning them to the ponies they were before being exposed to the Phantom Magic.

While this happened, Cold had managed to persuade one of the soldiers to reveal the location of the Phantom Magic Breaker had used. Turns out, it was an entire pocket of underground gas charged with Phantom Magic that was enough to transform an entire army into the bleached monsters that had tried to destroy Equestria.

Luckily, Twilight had also found a way to neutralize that magic and had sent some of the Royal Knights to do just that. Hopefully, nopony would have to worry about this particular magic ever again. And so, Equestria moved on. The attack from Overthrow would never be forgotten, but it would one day simply be a footnote in Equestria's history. Not the earth-shaking change up the members had hope it would be, and eventually most ponies involved with the situation wouldn't even give it a second thought.

But two ponies would never forget that time, as it was what led them to this very moment. In Ponyville's town hall, music was playing as many ponies stood within and waited for the pony of the hour to arrive. And as the doors of the hall opened, Sweetie, Soul, Apple Bloom and Scootaloo walked in. The four fillies smiled as they threw flowers around, making the adults go 'awe' when they saw their pretty dresses.

Then Gorgenia and Script marched in, followed by six of the Mane Seven along with their significant other. They walked toward the altar, where Lightning waited with Grand. The mares and stallions separated, allowing the blushing bride to arrive.

Hondo Flanks, dressed up all fancily, marched down the aisle with his beautiful daughter. The mare was wearing a very romantically made dress, her hair done up with the biggest blush on her face. She spotted Lightning and the pair smiled at one another, both so happy this day had finally come.

Cookie Crumble stood at the front row, with Sweetie and the other flower fillies watching. The mare was an absolute mess, crying tears of joy as she watched her husband escort her daughter down the aisle. Hondo and Lightning nodded to one another as Rarity stepped up beside him and Mayor Mare began the ceremony. Everypony else watched and smiled as the two exchanged their vows and promised to always be there for each other, and then Mayor Mare said to two words everypony was waiting for. "You may now kiss the bride."

And they did. And it was glorious.

"And that was how your mommy and I got together," Lightning told his daughter as he finished tucking her in.

Topaz smiled at the story. "And you lived happily ever after?" Lightning nodded as he turned off her lamp and got up to head out of the room. "Daddy?"

"Yeah?" Lightning glanced back, "What's up?"

"I was playing with Lil' Cheese today, and I realized she doesn't have her mom or her dad's coat. Why is that?"

Lightning frowned at this. "Well...not everypony has the same coat as their parents. Your Aunt Twilight's purple, but neither of her parents are that color."

"I guess," Topaz nodded before Lightning let out a sigh.

"Alright. You really wanna know?" Topaz nodded again as Lightning sat down besides her. "When Aunt Pinkie and Uncle Wild wanted a foal, they were having trouble getting one."

"Why?"

"It's...complicated. Anyway. After a while, they had some tests done. It appeared that your Uncle Wild had...issues. Issues that made having foals tough. So after a while, they decided to get some help and...they asked a friend to help them, and Lil Cheese is the result."

"I don't get it."

Lightning chuckled at this, "You will when you're older. Anyway, Wild is Cheese's daddy and that's what you need to remember. Doesn't matter if she doesn't have his coat, alright?" Topaz nodded yet again. "Okay. But don't go telling Cheese any of this. That's for her parents to tell her."

"Okay daddy," Topaz smiled, "But what about Laugh Track? Did they need help to have him too?" Lightning smiled as he thought about the one year old unicorn baby of Pinkie and Wild.

"Nah. Like I said, Wild has trouble having foals, but it's not impossible. Laugh Track was a happy surprise. Now, get to sleep." He kissed her on the head before leaving the room, Topaz laying back and instantly falling asleep. And once he was sure she was snoozing, he carefully closed the door before heading to his own room. As he did this, he stared up at the many pictures adorning the walls.

Pictures of his friends and family, living their lives free and happy. Despite a few issues now and then, Equestria had been living in harmony with the rest of the world. And Lightning's family was the best thing that ever happened to him. And no matter what, he would protect it. He reached his bedroom and opened the door, smiling at the sight of his wife in bed. She smiled back at him and Lightning stepped inside, pulling the door shut.

Author's Note

Yeah, a lot of you realised it was just a fake out. Hope you still enjoyed the chapter. I have no idea when I'm gonna do another one of these. Might not be for a while. Thanks again to KingJoltik for doing the editing. Until next time. See you.