Fall of Equestria: A Flash of Hope

by Blaze-saber

Chapter 4: Attack on Ponyville

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Within the Castle of the Two Sisters, the Changelings were gathered with the bat ponies as they all gathered within a war room. Twilight was very surprised to see Chrysalis and her changelings still alive, as well as seeing Nightmare Moon before she was brought up to speed by the others. She was just glad that some of her friends are okay now when she saw them, but Rainbow Dash seems to still have a little grudge about that day when Ponyville fell. But Twilight could tell that Rainbow Dash was relieved that Twilight is all right.

She was given a violet robe that hugged her body for at least a little bit of cover for her as she had a focused look at the map of Ponyville right in front of her. "So Princess, what's the game plan?" Tempest asked as a few figurines were brought over by a changeling. "Sentry here says you might come up with a plan for this."

"Now that spell is broken, I can finally think more clearly." Twilight said with a serious tone. "And all I'm thinking about is so many ways to make the Caribou suffer for what they made me do."

"You and me both, Twi." Rainbow said as she hovered above them.

"As for the plan: We are going in fast and hard." Twilight told them before she placed each figurine on the map. "Now before we attack, we're going to need to take care of a few things, such as having a few guards around the town to make sure no pony gets away and tries to warn Dainn."

"And while the outskirts are guarded, the rest of us will go in and take Ponyville by surprise." Flash continued before he drew out the sword. "I will free as many ponies as I can."

"And we can gather every Caribou and capture them." Twilight mentioned. "I have so many questions and they have the answers. But we're going to have to take care of the Rune Master that is living in Ponyville, along with the Caribou stag who's in charge."

"And they are…?" Moondancer asked before she trailed off to wait for a reply.

“Lockjaw the Warden. He's in charge of the town while he keeps Mare Mayor as his personal pet." Twilight answered. "As for the Rune Master, Gunne, he may be the key to Lockjaw’s downfall. We just need some leverage over him, his sister. He cares for her more than anyone or anything, if we get her, we control him."

"I will send one of my changelings to fetch her. Just give a name and what she looks like." Chrysalis told Twilight.

“She’s being locked up with some of the other caribou cows in Sugarcube Corner." Twilight replied. “Like the Caribou cows, she wears a red collar and her name is Ginna. And if you could, please inform Pinkie Pie when you see her."

"Why?" Rainbow asked Twilight with a brow.

"Call it a hunch about Pinkie." Twilight answered before a changeling nodded before heading out, just when Zecora entered the room with a satchel and a suit of caribou armor. "Zecora, have the tranquilizer potions I asked for ready?"

“Indeed I have Twilight, my friend." Zecora replied with a smile. "Thanks to my special ingredient, the caribou’s downfall will begin to end.” She then pulled out a bottle from her satchel that was filled with a green substance. "One hit with this to their Warbeast will knock them out, but make sure they count.”

"Okay, but why did you ask for the suit of armor?" Trixie asked before Twilight walked up to the suit of armor with a determined look. She then took in a deep breath before she held up her hand and spoke the caribou's language. The runes on the armor then lit up before the armor itself started to crumble like a piece of paper. "Whoa…did you just…?"

“When you hang around a bunch of caribou and they have conversations while you're sucking their dicks, you pick up a thing or two." Twilight quickly replied. “I may have been a prisoner of my own mind, but I can still learn some things like their language and how to use their magic. This is why I needed the Rune Master in check, so he doesn't try to stop what I just did to this armor. This isn't to crush them, it's to force them to remove their armor so it will be easy for us to use our magic on them."

"Very clever, Twilight Sparkle, but magic alone will not win this fight." Nightmare Moon spoke up. "You're going to need to learn some fighting skills, which is why I'm going to teach you how to manifest a weapon."

“Well…I don’t know." Twilight said while nervously stroking her mane.

"Do not doubt this, do you believe me and my sister always have won battles because we relied only on magic?" Nightmare Moon question rhetorically. "We also used skills in combat, this is something even you have to learn."

"She does have a point, darling.” Rarity mentioned. "We are gonna have to do things differently if we're going to take back our home. As much as I hate to get my hands dirty."

Twilight thought for a moment before she let out a sigh. “Okay, but first I have to take care of something. But I'm going to need Spike for it." She mentioned before she looked around the room. "Has anypony seen him?"

"I believe I saw him with those two female dragons, they looked a little upset.” Rose answered.

"Oh boy, okay, I'm gonna go help him." Twilight said before she looked at Flash. "Can you help me out?"

“Sure Twilight.” Flash answered before looking at Chrysalis. "By the way, I'm going to need you to send one of your changelings in my place at Canterlot, so that way they won't get suspicious of me."

“Of course Flash. I’ll order one of my best drones to act in your place.” The queen changeling said. “As a silver lining in this; we will have intel on Dainn’s battle plans and projects, and might do a little sabotaging now and again. But first, I need my changeling version of you to look like he got hurt. That way they'll think someone ambushed you and took your slaves."

"Okay." Flash said before he looked at the map. "Just remember, we cannot get cocky with all of us."

"He's right, one slip up and we're done for." Twilight added. "Tonight, we strike. So get ready for anything."

“Yes, but I need to say something to everypony present.” Flash announced. “Everypony, before the caribou showed up, I was a recruit for the Crystal Empire. I was taught that as long as we have right, might, and heart by our side we can never lose, but look at what happened. The Caribou took advantage of our kindness and generosity, slipped through our defenses, and turned our home into their little personal sex playhouses. We lost so many during that time. Families, friends, lovers and children. All have turned into their sex toys with no regard for our feelings and have no compassion for us. But they made a very grave mistake, they thought if Celestia and Luna were out of the way we would lose hope. But they're gonna learn two things, one: hope always find a way to help those in need. And two: Equestria was built in the name of harmony, and it’s time we rekindle our flames of harmony!"

"Nice one bro." Soarin told him with a smile.

“Very rousing speech Sentry, and I’m…I’m sorry for the way I treated ya when we first met.” Tempest apologized with a shrug. "I just didn't know if I could trust you."

"It's okay." Flash assured her with a warm smile. "You can make it up by helping us." They then left the map room as they all prepared for the attack. Rose led both Twilight and Flash to where she saw Spike, Smolder, and Ember. "So, why did they take him?"

“It’s obvious they want revenge.” Twilight pointed out with a worried look. “Dragons are very proud creatures, and don’t take humiliation and dishonor lightly. Same goes for griffins. But it wasn't Spike that did that to them, he doesn't deserve it.”

“Huh, guess that’s why Tanya and her sister were so savage at first when I met them." Flash mentioned as he rubbed the back of his neck. "Because of what happened to them.”

"But does revenge for dragons take the form of sex?” Rose asked, which baffled the two ponies.

"What?" Twilight asked in confusion.

“I just think dragons take revenge in the same way they suffered, that's all.” Rose mentioned as they turned a corner and they saw something that really shocked both Twilight and Flash. Smolder was sitting on Spike's face as she was forcing him to eat her out while Ember rode his dick in a reverse cowgirl position, very roughly. “I have to say, they’re very good at this."

"What the fuck is going on here?!" Twilight question in shock.

"Oh hello, just two dragons mating with their mate, please just walk in without knocking anytime." Ember told them sarcastically with an eye roll.

"But, you're not under the Caribou’s influence anymore." Flash pointed out with a confused look. "Why are you…?"

"Look, we may not be his slaves anymore, but we have his scent on us as he has both of ours." Smolder mentioned. "That automatically makes us mates, and when he woke up he was frantically apologizing for everything he did to us. We thought this was a perfect way for him to make it up for it, mating with us whenever we want with no questions asked."

"I uh… I honestly did not see this coming." Twilight muttered. "But I will definitely ask so many questions later about your culture, I'm thinking about writing a book about dragons. But I need my number one assistant for something very important right now, so can you give us a minute?"

“Very well Princess Twilight. Just bring him back after you’re done, I really need this stress relieved off me.” Ember sighed as she and Smolder got up off Spike, before he gasped for air. "Make it quick."

“Twilight…I’m sorry.” Spike said while looking down. “I’m sorry the way I turned out after what those monsters did to me, what they forced me to do to you. I…It was like my greed but a hundred times worse…”

"It's okay Spike, I have never blamed you." Twilight assured him with a warm smile. “For now, I need you for something important, just like old times remember?” Twilight then pulled out a scroll and handed it to Spike. "I need you to send this to Shining Armor and Cadance, there are others we're gonna send to them each week."

"Okay, but what exactly did you write to them?" Spike asked her.

"Just something I know they'll question for a very long time once they see what's on it, along with a couple of photos that's with it." Twilight answered with a determined look. "I enchanted them so they won't be able to destroy them once they see it."

"What kind of pictures did you take anyway?" Smolder asked with curiosity.

"Just ones that it's going to help them see reason." Twilight replied. "Now you three, don't stay here long. We're beginning our assault on Ponyville tonight."

“Understood Princess Twilight.” Ember bowed with respect. “By my sacred honor as a dragon, I will fight alongside you and your ponies. You have all my support, but I'm asking for something in return as well.” They looked at her with curiosity before she spoke. "I need your help dethroning my father so I may be the next Dragon Lord."

“Wait a minute.” Flash interjected. “Isn’t your father trying to save you and the other dragons? Why overthrow him?”

"If he was trying to save me, he wouldn't have accepted that little agreement with the Caribou in the first place." Ember said with a bit of hurt in her tone. "He thinks just because I am not as big as the other dragons, I'm weak. And the agreement he accepted with the caribou is that if any dragon who's captured ends up becoming a sex slave for them. I tried to talk him out of it, but his pride got the better of him and you can see how it ended up. To make matters worse, I caught a few Caribou stealing our dragon eggs, and we dragons are very protective of our eggs."

"Oh yeah, you mentioned that after I freed you." Flash pointed out.

"I knew if I inform my father about this, he would want to call off the agreement and summon all the dragons back." Ember continued before she clenched both her Fists. "But they got me by surprise, and didn't even put up a fight because they're cowards. Now it's too late for my father to call it off, but if I became the new Dragon Lord, things will be different."

"I…I had no idea they were stealing your eggs." Flash said with sympathy. "Dainn must have planned to have his own personal dragon army or something if he has his men stealing eggs."

“Yeah, not to mention he had your dragon Spike here turned into a raping machine.” Ember pointed out. "But hey, at least with my help as a Dragon Lord, you'll have your own army of dragons by your side, the right way."

“But we're forgetting something: your dad is freaking huge.” Smolder reminded her.

"Size isn't everything, if my enemy is bigger, then I have to move faster as well as smarter." Ember simply replied.

"Okay, we'll help anyway we can." Twilight told her before offering a hand of friendship. "And as luck would have it, those dragon eggs you were talking about. They were brought to a place in Ponyville and I know exactly which building it's in."

“In the town hall, of course.” Ember pointed out. “Lockjaw must think they will be safe in his place, since he rarely leaves.”

"But the eggs are inside a vault with a protection spell on it, which I can help break." Twilight mentioned. "And once we launch our attack on Ponyville, he'll be forced to leave the town hall to try and defend it. So that will give us the chance to not only rescue Mayor Mare but also the dragon eggs."

“Alright, let’s tell the others. Time for a briefing.” Ember said before shaking hands with Twilight.

"Spike, send the message." Twilight instructed before she gestured to Flash. "Flash will tell the others, I have some training to do with Nightmare Moon on manifesting my own weapon."

"Okay." Spike then took a deep breath before letting out his magical Flames that sent the scroll to the Crystal Empire.


Within the Crystal Empire, Shining Armor was lodging in his room after getting out of the shower as he was going over recent reports of faulty roads in need of repair. Orders from King Dainn himself. He let out an annoyed grunt before Cadance was crawling into the room with a lustful smile on her face. "You needed me, master~?" She asked.

Shining let out a sigh before looking at her. "No, just more annoying reports of infrastructures needing repairs.” He then sipped his tea from a cup. “King Dainn wants me to send in workers escorted by caribou soldiers to fix the roads. And he’s raising more taxes on the Crystal Empire to pay for the materials and not pay the workers.” He then put down the cup before picking up Cadance and placing her on her back onto the bed. “So you know what, I'm going to need to blow off some steam."

"Oh yes master, fuck this bitch to help you-oh!" Cadance gasped when she felt something dropped on her head and they both saw it was a scroll. "What's this?" She asked before Shining picked it up and unraveled it. The only thing that was written on the scroll was 'Was it worth it?'

“Wait a minute…Is this Twilight's handwriting?" He questioned before Cadance noticed two pictures had fallen out of the scroll and she picked them up. She noticed that both of them had words written on the back as one of them had 'when Celestia ruled' while the other had 'when Dainn ruled.' This confused her before she flipped the pictures and she saw both of them were different as the one with Celestia's name on it had a beautiful flowery meadow while the other looked all wilted with dead flowers.

“Is this…what happened after Sun Slut…fell?” Cadance asked out loud before Shining took both photos with a frustrated look.

"It's just some sort of prank being pulled on us, because there's no way it's true.” He said before ripping up the photos. But the moment he was done and the pieces fell to the ground, they both noticed a magical aura on the pieces before they restored themselves back into the two photos. “They’re enchanted! But why?” He then began to think about what his sister had meant. Slowly Shining began to realize something, but quickly shook his head from the thought of it before picking up the photos and tossing them into a drawer. "This… doesn't leave this room until I figure out what's going on… understand?"

Cadance nodded silently. Shining then put on a robe before he left the room, as Cadance was left alone. She then let her curiosity get the better of her before she took the photos out of the drawer and looked at them. She then heard two voices in her head arguing, ones she had not heard in a long time, the ones she heard before the fall. "Did Twilight really send these? Why, and why just these pictures? Is she trying to tell me something is wrong?" The voice that sounded reasonable asked.

"You can't be buying this." Another voice asked. "It's obviously a practical joke, considering how much better Equestria is now. Us females knowing our place and everything."

"But… but these flowers were so beautiful, and now… now they're dying."

So what? Plants die all the time. Besides, we never got so much dick until King Dainn came along."

"But the flowers in the other picture look all wilted, and I remember a few leaders of Cloudsdale said that the weather teams across Equestria were having difficulty because they don't have enough flyers. Is…Is our land dying…?"

"Oh for fuck sake, you're starting to sound like your old whiny self again. You decided to let all this go when you accepted your place, so knock it off and put those photos back."

Cadance then suddenly held her head in pain from the argument happening inside her head before she quickly noticed her hands were shaking. “N-No! S-Something is wrong…I can feel it… but what?”


Meanwhile at an open field in the Everfree Forest, Twilight stood across from Nightmare Moon as she was now wearing some sort of armor. "Now pay close attention to what I'm about to teach you.” Nightmare Moon spoke with a strict tone. "This is a very advanced Magic, something that will normally take you months to master, but if you are skillfully gifted with magic, it should be no problem for you." She then began to walk around Twilight as she continued. “Manifesting your own weapon is not like conjuring up something from another place, it must come from within you. A weapon is an extension of yourself, part of you as you are a part of it. Understand?"

“Yes, Nightmare Moon.” Twilight replied.

"Now then, close your eyes and focus on my voice." Nightmare Moon instructed as Twilight complied. "Now your weapon will come from within you, but you must give it power first. Think of a memory, any memory you can think of as long as it is powerful enough for your weapon to take form."

Twilight began to focus her center, giving it some magic as she looked through her own memories. Though it required more power, she thought of one memory that could be enough for her weapon before she saw something manifest in her own mind. "Now tell me, what do you see?" She heard Nightmare Moon ask.

"I can't tell, it looks a little blurry.” Twilight replied. “But it almost looks like a scythe."

"Good, now concentrate." Nightmare Moon continued. “I want you to focus your magic on that weapon as well as keeping the memory you have chosen focused on it as well. Soon its shape and form will fully reveal itself to you once you reach out and grab it.”

Twilight struggled to focus but was having a shaky moment. Her conjuring weapon was losing form and was getting mixed the wrong way. “Stop Twilight, you're losing focus!" She heard Nightmare Moon say. "You must relax, and don't give in to your own doubt!"

“I’m…I’m…I-I-I’m-Ahh!” Twilight shrieked before she quickly opened her eyes. "I'm sorry…"

"Don't be, I didn't really expect you to get it on your first try.” Nightmare Moon said with a firm look. “Frankly, you lasted longer than I did when I first tried conjuring my weapon. So tell me, what memory did you choose?"

"The day I was taken under Celestia's wing." Twilight answered.

"No, no, it's not strong enough to help." Nightmare Moon told her. "You need something more than just that."

"Well, there is another one.” Twilight mentioned with a thoughtful look. "It's…something that made me feel like I could do anything and it was the happiest I've ever felt."

"Do you believe it's strong?" Nightmare Moon questioned as Twilight nodded in response. "Then let's give it a try then. Once more, like before." Twilight took a deep breath as she closed her eyes and focused. “Now this time Twilight Sparkle, relax, focus and conjure your weapon. You must learn to relax. For it’s an important part of living as well as fighting.” Twilight could hear her own heart beating as well as seeing her weapon slowly take form inside her mind. She focused on the weapon as well as the memory she believed was strong enough for her arm to move on its own as if she was reaching for something.

In her mind, she saw the scythe glowing bright as it came closer to her. Her hand was glowing it before she finally grabbed hold of the weapon and her eyes opened. She found herself holding the scythe in her hand while her hand was covered in a light purple armored gauntlet while it had a dark violet trim. The scythe itself had a dark purple handle on it while the blade itself looked like a six-pointed star, similar to her cutie mark. "Is…is this…?" Twilight asked but trailed off.

"Your weapon, and with a bit of training, you'll rescue the rest of your friends in no time.” Nightmare Moon mentioned with a small grin.

"I was thinking of them, with Rainbow and Rarity, when we first became friends and everything." Twilight told her with a sad look. “When we found the Elements of Harmony, I felt a very strong spark between us and it felt amazing. I want to feel it again. I want to save Equestria so they all can remember the Magic of Friendship."

"Well then, let's begin practice so you may." Nightmare Moon then summons her weapon which looks to be a pair of cutlasses with a dark blue color along the blades. “Before we begin Twilight Sparkle, to know thy enemy is to first learn thy weapon’s strengths and weaknesses as you would yourself. My weapon is the type that is more offensive than defensive for example." She then leaped into the air and flew over to a tree before slashing her blades on it. When she landed on the ground, the tree fell apart before a carving of the moon was all that's left. "Like so. Now you, you must listen to your weapon and know what it is good for, as well as what it is not."

“Okay, though I find it hard to believe that you listen to your weapon.”

"Twilight, you think too much." Nightmare told her. "It is what made the spell that once took hold of you and forced you surrender in the first place. You overthink things, second-guessing thoughts that come across you when you can't understand them. You must learn to not second guess yourself and act before you think when in the midst of battle."

“But I…”

“Twilight, Nightmare, we need you in the war room.” Flash called out when he approached them. "They just got back with Ginna. Cool scythe by the way, Twi."

"We will continue your training after." Nightmare Moon told Twilight before walking past her. Twilight looked at her weapon for a bit as she was lost in her thoughts, before Flash put his hand on her shoulder and gave her a warm assuring smile. She smiled back before they followed Nightmare Moon.


In the war room, they stood in front of a female Caribou with a red collar around her neck as she looked a little frightened. "Okay, what do we do now that we have her?" Starlight asked.

"What are you going to do to me?" Ginna asked as Twilight calmly approached her.

"Nothing, as long as you behave and stay put." She told her. "Besides, you're much safer here than in Ponyville for what's about to happen."

“What do you mean? What are you going to do?!” Ginna asked before Nightmare Moon placed her hand on her head as her magical aura covered it.

"Quiet now, sleep." Nightmare Moon whispered before Ginna suddenly fell asleep. "Place her in a cage. She'll be asleep till morning." A couple of changelings then took her while the others went over to the map table.

“I think we should attack Ponyville tonight.” Rainbow suggested.

"We already planned that, we just need for the others to be in position before we do." Tempest told her. "And it won't be long now, all we have to do is wait for their signal."

"Right, just wait." Twilight muttered before she felt her arm getting tugged a little. She looked over to her right and saw Rose standing next to her. "Can I help you?"

"Well I…I want to ask you for something…" Rose said nervously. "It's complicated, but I wish to be useful…" Before Twilight could ask what she meant, Chrysalis then let out a chuckle before she looked at the others.

"I just got wind that they're in position, everything is prepared." She told them with a grin.

“Great, I can’t wait to cut some dicks off.” Smolder said with a crack of her knuckles.

"Remember not to kill most of them, we need them alive if we want answers." Twilight reminded her as Rarity approached Flash with a mask. Said mask looked to be the black color scheme, as only it looked like the face of a wolf.

"Here darling, to help conceal your identity." She told him with a smile as Flash took the mask.

“Thanks Rarity, I will use it to inflict fear in the caribou with much discontentment.” Flash said before he put on the mask and flipped up a hood to cover his head. "Ready?"

“By your Command Sentry. This is ‘your’ army now.” Pharax told him.

"Then let's go." With that, they all began to move and begin the first phase of freeing Equestria.


The moon shone down on Ponyville as very few sounds of unwanted moaning came from a few houses. They were a few females, whether they be pony, griffin, Diamond dog, or dragon, with black collars being raped or forced to sleep outside. One such stallion was taking a walk with a familiar mare and filly. Filthy Rich tugged on both leashes that are connected to his wife and daughter, Spoiled Rich and Diamond Tiara, as he had a grin on his face. "Hopefully I get a nice profit by selling you both, might be enough to get that apple farm and get that sweet Applejack ass her brother keeps to himself." He said while his daughter let out a whimper.

“Please dad, you’re hurting--” Diamond Tiara tried to say before Filthy stopped and kicked her in the side.

“Shut your whore mouth, cunt!” He grunted with a glare. "You know not to talk back to your master!" Spoiled pulled her daughter in clothes as Diamond Tiara rubbed her side where her father kicked her but neither of them said a word. Just as they continued on, shadows were seen crossing above their heads while one was following behind them. Filthy stopped when he felt like something was following them before you quickly turned around and saw nothing.

Just when he was about to move on, he suddenly felt a blade near his neck before he looked down with wide eyes to see a golden blade right on top of his shoulder. "Don't scream…" He heard a male voice whispering in his ear behind. "You know that's your daughter you hurt, the one you care for with all your heart along with your wife."

"Th-They're nothing but cum dumpsters made to be fucked…" Filthy replied nervously. "They've been nothing but useless to me, so I'm going to sell them…"

"Funny, because I remember you punching the lights out of a caribou when they invaded this town the first time.” He, his wife and daughter heard a familiar voice coming from the dark alley next to them before Twilight stepped out of the shadows with her scythe in hand. They were very surprised that she no longer had her red collar around her neck as well as her horn and wings back. "I remember that you were willing to give your life just to protect them, no matter the cost."

“Screw you bitch, how did you even get your wings and horn back?!" Filthy question her. "Your kind aren't allowed to have those!" Then an arm suddenly gripped tightly around his neck before he was pulled in and saw a wolf mask glaring at him.

"I would advise you never to insult her in front of me.” The mask stallion warned him. "Now listen very carefully. The moment I strike you, your wife and daughter, all three of you are free. You make a run for the Everfree Forest, there's a path that you'll be able to see and follow."

"What are yo--" Filthy was going to ask before the blade slit his throat, only he didn't feel any blood coming out. The cut on him glowed bright as it slowly began to envelope his body. Soon a bright flash blinded the others before it died down and Filthy was seen panting heavily. He looks frightened as you look at his hands before he looks at his wife and daughter. "Oh no… oh sweet Celestia, no…" He muttered with regret.

“Now is not the time Mr. Rich." Twilight told him. "You need to go, now.” Filthy then watched as the armored mask stallion approached Spoiled Rich and struck her with the sword. The same process that happened to her husband happened to her before she panted heavily just as the armored stallion went up to Diamond Tiara. But the moment he struck her with the blade, her entire body was enveloped in a strange glow before it turned into a stream of magic and flown off into the night. "Well that was peculiar…" Twilight said with confusion.

"What…What happened to my daughter?!" Filthy questioned with very much concern before he grabbed the armored mask figure by the cloak. "Tell me what you did to her!!"

"What's going on over there?!" A light soon shined on them before they saw a few Caribou Stags approach them.

One of the caribou saw Twilight fully clothed, her horn and wings recovered and immediately went on guard. "How the hell did that bitch get those wings and her horn back?!" He questioned as the other five noticed this as well.

"I don't know, but I'm about to take them away again!" Another one declared before Twilight quickly held up her hand and spoke in their language. They were shocked to hear Twilight speak in their native tongue before they began to feel their armors slowly shrink on their bodies. "What the hell?! What's going on with these things?!"

“I’m turning your armor inside out while bringing them down to size.” Twilight told them with a cunning grin. "I suggest you take them off before they crush you, or don't. Either way is fine." None of them dared to take off their armor as they believed she was bluffing, but fear slowly rose in them as their armors were getting smaller and smaller before piercing their skins a little.

Just as soon as their armors were about to dig deeper, one of them quickly didn't want to risk it and took off his armor as fast as he could. When he did that, a magic blast shot out and blasted him right in the back as he screamed in pain. “AAAaahhhh!!!”

“Good, he’s down." They heard a female voice say before they saw Tempest with Ember, Tanya, and Talia. "Now, which one of you is next?"

"S-Sound the a-alarm!" One of the Caribou Stags grunted as they were getting choked by their own armors. Another one then used his magic to send a little signal flare before a random caribou with a warhorn saw it and was making an attempt to blow it. But was being choked by Dimao as the female Diamond Dog growled before punching his lights out. Multiple battle cries were heard as an army of Changelings and Thestrals began to raid Ponyville. Some barged into the homes and pulled those who were living in them out into the streets while others were fighting off the caribou.

"Do we have eyes on Fluttershy, Pinkie, or Applejack?!" Twilight called out as she did her best to fight or dodge the caribou.

“Can’t tell!” Answered Rainbow Dash as she struck down a caribou with her knives when she threw them at his head. “It's just as crazy out here when the place was attacked the first time!" Just then, a ginormous confetti explosion pushed a bunch of caribou right out of the building before Pinkie Pie was seen jumping out while holding a light blue bazooka.

"Yippee ki-yay, mother bucker!!!" Pinkie exclaimed with excitement as she started to hit the caribou with her bazooka as the impact suddenly wrapped them in streamers while she was making her way over to Twilight and Rainbow Dash. "Hey guys!! Isn't this exciting?! It's just like old times!!"

“Pinkie Pie?! You’re alright!” Rainbow exclaimed in both shock and relief.

"Are you really that surprised? It's Pinkie Pie." Twilight pointed out with a small grin. "I assume you got my message from the changeling."

“Yup, sure did.” Pinkie happily replied. “Although it feels weird you would warn me before the attack. Isn’t this somewhat supposed to be a stealth operation?”

"Let's face it, one of us was bound to be found sooner or later." Twilight said with a shrug. "Besides, the stealth part was just to lower their defenses while we rescued as many ponies as we could. Speaking of which, do you know where Fluttershy and AppleJack are?"

"Fluttershy is with her master where Carrot Top used to live, while Applejack is still at her farm with her brother and the others." Pinkie answered before pulling out another bazooka from her mane. "Now, should I continue blasting some more Caribou or do I need to get hit with that sword now?"

“Uhh…For the sake of entertainment yeah, just to keep track.” Twilight answered with a shrug. "Flash is over by the library as I'm sure he's with Tempest and the others. Get that spell out if you and go nuts."

“Oooohhhh. I will go nuts, nuts with punishing those bullies and rocking Flash’s world tonight!” Pinkie exclaimed before yelling out as she charged into the fray.

"Why do I get the feeling Pinkie was only pretending to like all this stuff up until now?" Rainbow Dash whispered to Twilight.

"It's Pinkie Pie, don't question it." Twilight replied before gesturing to her to follow. "Come on, let's go get Fluttershy and Applejack."


Meanwhile, Flash was holding his own with Tempest, Rarity, Soarin, and Shine against the enemy. He crashed blades against a few Caribou as he got the upper hand against some of them, a few of them laid on the ground almost dead while the others just were unconscious. "It's so weird, it's like some of them are like us when the sword freed them but the others aren't!" He called out before flipping over a caribou and taking him on the back of the head.

“Doesn't matter, keep fighting!” Tempest commanded as she broke some random caribou’s jaw with just a kick.

"But it is weird, do you think they were tricked or under a spell like we were?!" Shine questioned before stabbing a caribou right on the hand before slamming his head against a wall.

“Both!” Tempest answered as she disarmed a caribou and crushed his head with his own mace. “They enslave those they can, and kill those who resist. Simply conquered by those who seek conquest.”

"It's scary that you know something like that." Soarin mentioned before a caribou tried to sneak attack from behind him. But then Nightwing suddenly flew down and attacked the Caribou that tried to attack Soarin. “Woah! Thanks…uh Nightwing.”

“You’re welcome.” The bat pony said with a wink before she took off into the air. Then suddenly the Caribou was shot by a bunch of confetti before the group saw Pinkie Pie hopping over and blasting away like crazy.

"Hi Soarin, Shine, and uh…I’m sorry but who are you?” Pinkie asked Tempest before letting out a small giggle. “Never mind, you can tell me later when I throw you a 'Thank you for saving the ponies of Ponyville' party later. By the way, where's Flash? Twilight said he was here."

"Talk later, fight now!" Flash called out while he and a few thestrals pushed a few Caribou back. A few caribou then got surprise attacked by a few changelings while both Lockjaw and Gunne were shocked by this by the balcony of town hall.

"What the fuck is happening?!" Lockjaw shouted at Gunne. "Those things should’ve been exterminated! How the fuck are they here?!"

"How should I know?!" Gunne shouted back. "Why aren't you out there fighting too?!"

Before Lockjaw could respond, he saw a pegasus stallion wearing a wolf-like mask. He immediately assumed he was leading this attack, and drew his weapon. "What kind of sword is that?" He questioned before noticing that each time the masked stallion struck one of the ponies, it seemed to free them from the Caribou spell. "I believe we found the leader, stay here and try and put a little trap here and there while I'm out."

"Okay…?" Gunne responded before Lockjaw jumped down from the balcony. He was about to use his magic right before his own sister tackled him to the ground. "Ginna, what are you doing?!"

"Making sure you keep in check, like Twilight asked me to." She responded before her eyes glowed green, making him quickly realize that she was not his sister. "And if you want to see your sister all well, you will stay put and not do a thing."

Lockjaw was fighting his way through the streets as he was making his way towards one pacific pony in mind. He then rushed to Flash knocking or killing whoever was in his path. But then suddenly, his path was blocked by both Nightmare Moon and Twilight Sparkle. "Just the bastard stag we wanted to see." Twilight said with a glare before Lockjaw saw Applejack and Fluttershy get slashed by Flash and freed from the spell as Fluttershy looked horrified before curling up to Applejack who comforted her. "If you think you can stop us, you're dead wrong."

"So, that sword is what's causing this trouble?” Lockjaw said before pointing at Nightmare Moon. "And how is it possible that you're around when I just saw you getting fucked by Dainn a week ago?!"

“That’s because I’m not Princess Luna.” Nightmare Moon answered. “I was her alter ego, Nightmare Moon, mare of the moon. You know, the holiday that your kind tainted by saying that I've been turned into a well-trained toy for your pleasure.” She and Twilight gripped both of their weapons tight as they looked ready to fight Lockjaw. "Now, you can either come quietly as this town is almost done, or you will be brought with us on a stretcher, barely able to walk or even move."

Lockjaw was about to yell at them and call them whores, but he then thought of something and grinned. ‘I could stall for time if I play this right. I’ll just partly agree to their terms but agree to my own demands first, and I know just how to do it.' He chuckled a little before pulling out his own weapon. "Alright, if you defeat me, you'll have this town back. But if I win, you both will be my sluts forever. However, I like to request who to fight."

"Let me guess, our masked stallion?" Twilight asked with a brow. "Or me?"

"Uh you, I'm honestly surprised you knew I was going to ask that." Lockjaw admitted before shaking his head. “But enough games! Time to see who is Superior! Although, you already knew that considering you are on your knees when we first came to this dirt of a town.”

"That was then, I won't make the same mistake again.” Twilight said with a glare before Nightmare Moon leaned in.

"Remember, you must think quickly while in combat.” She whispered in Twilight's ear. "If your opponent is bigger, then you have to be quicker. Look for an opening, then strike."

“Okay. Alright.” The purple alicorn said as she prepared herself and gripped her scythe with both hands. Lockjaw prepared his ax as the two of them circled each other. Twilight kept a straight face as both of them were waiting for the other to make a move.

“You got no chance. Males were born to dominate sluts like you, that's the way it's always been." Lockjaw told her before he charged forward and swung his ax. Twilight quickly ducked under his attack and rolled out of the way before standing her ground. "You should've hid away instead of coming back, cunt."

"What kind of friend would I be if I did that?" Twilight asked rhetorically before clashing blades with Lockjaw. "I never understood friendship before, but my friends showed its magic to me. When you Caribou came and tricked Rarity, turned Fluttershy into a red color somehow, even turned my brother against his own kind, I almost lost my way. Trapped in my own mind by your spell. But now I see what your kind really are." She quickly flipped over him and pushed him against a wall.

"And what's that?"

"A bunch of cowards, cowards who are afraid of us.” Twilight said with a glare. "You knew if us ponies stood together, we would have overwhelmed you. You always speak of honor, but what's the honor of using tricks and lies to get what you want? There is no honor, you have none. You're all just a bunch of thieving cowards, who should be begging for mercy the moment Equestria is free from your tyranny!"

“Know your place, bitch!” Lockjaw quickly tried to cut Twilight with multi attacks, but she dodged or blocked each attack. She then spun around before stabbing him right in the arm with her scythe before throwing him towards a wall.

"That's Twilight Sparkle, Princess of Friendship, you pig!" Twilight spat out as Lockjaw checked his arm as he was bleeding out.

"Fuck, that hurt!" He turned towards the town hall. “Gunne, assist me!" But there was no response as he growled in frustration. "That lazy fucking cursed buffoon, can't do anything right."

"And that's another reason why you're going to lose, you only care about yourselves than others." Twilight told him. "We've always got each other's backs, even in the darkest of times. We're stronger together than we are alone. That's something your kind will never understand. I will let you go, but only as a messenger to your king. Tell him that we're coming for him, and there's no place that he can hide from the wrath that's coming for him." Twilight then turned her back towards him and it started to walk away. Lockjaw felt his pride shattered as anger started to boil, as he was never defeated by a female before. He then looked towards her friends who looked relieved to see each other yet again while he gripped his ax tightly.

"Twilight!" Flash called out as he pointed towards Lockjaw, who was up and was charging right at Twilight's friends. Twilight saw this and knew what he was going to do as the blade on her scythe glowed as if it was charging up. She then had a determined look as she reeled her scythe back before slashing it right at him. A slash wave was sent flying right towards him and struck him right in the side. The impact not only shattered his weapon and his armor, but it also sent him flying and crashing through a few buildings.

Although it looked like Twilight won, Lockjaw wasn’t giving up. He struggled to stand up after that attack and attempted to limp towards Twilight. Everyone could see that his antlers were broken off from the impact as well while he held his side. Before he could advance any further, multiple weapons were trained on him as he was surrounded by every creature that was freed in the town. Chrysalis and Nightmare Moon stood in front of him with stern looks while grinning. "It seems like you have lost, and now you and your men who aren't dead are now our prisoners." Chrysalis said with a chuckle.

“Not…yet.” He said as he stood perfectly still. Before anyone could guess what he was doing, he said these words quickly. “Ohta…Botha…Breta!” A quick flash of lighting hit him while forcing the other ponies to be pushed with great force. After they’ve recovered, Lockjaw appeared from the smoke with his new antlers glowing blue and his eyes. Even his wound from earlier healed as well. “You thought I surrendered that easily?! When I still have so much to offer! In other words: The true battle starts now!”

"No, it's done." Nightmare Moon said before she suddenly appeared right in front of them, faster than anyone could have seen before placing a finger on his chest. Suddenly, he felt his whole body getting cold before he felt light-headed. He dumbled back before landing on his butt and looking up at her. His antlers soon turned to dust as they were blown in the wind while his eyes no longer glowed blue and is now filled with fear. "There are many reasons why I'm called Nightmare Moon."

"What…w-what did you do t-to me…?" He asked fearfully as a couple of changelings grabbed him and pulled him off of the ground.

"Take him away, and make sure he has a blanket to keep him warm." Nightmare Moon told them. "He's going to need it for about six to ten weeks."

As they carried Lockjaw away with a few other caribou, Twilight walked up to Nightmare Moon with a curious look. "What did you do to him?" She asked before Nightmare Moon used her magic to turn Twilight around so she was facing her friends that were approaching her. “Girls, I don't have the words to express how sorry I am… I… was so afraid. They had an army, and I didn't when they attacked. I… I know I should have tried and--" Her sentence was cut off when Applejack quickly pulled Twilight in for a hug. Twilight could hear Applejack let out soft whimpers right before Fluttershy and the others soon joined her.

“No need for it, sugarcube." Applejack whispered while tears ran down her cheek. "Just happy you and everypony is free again.”

"If anything, I'm the one who should apologize." Fluttershy whispered with a guilty tone. "I saw them at the Spring Festival in the shadows up in Canterlot but I just thought they were setting up. And when things started that little parade, I let my own lust take over and I did so many awful things to so many ponies… I… I'm so sorry…"

“What, you? I thought I was the reason Equestria fell.” Rarity spoke up with a surprised tone. "When Fancy Pants and Fleur invited me to a club, I thought it was just going to be for fun. But instead it was just a trap for me and slowly turned me into a red collar. If anything, I'm the most guilty out of any of us."

"Hey, you were tricked into going with them." Pinkie told her with a warm smile. "You always wanted to be with fancy ponies, we all know it. You couldn't even help yourself when you were offered to make clothing. Sure it was to make the clothing we were forced to wear, but you couldn't have known."

“Oh…I guess I should apologize." Rainbow spoke up. "Sorry Rarity, for everything I said and planned to do to you. I was so hurt about everything you did… And Twilight, sorry for yelling that you weren't my friend a while back.”

“No need Rainbow. Anyways, let's get to work on burning this town to the ground.” Twilight told them. "The reason behind it is because this place has become a tainted memory of our home. If anything, we need to rebuild after Equestria has been freed and we won't have anything to go back to until it is over. That, and it will send a message to Dainn all the way back to Canterlot. And there will be no resting spot for them or their army."

"I couldn't agree more, Twilight." Mayor Mare called out as Sunburst and Starlight were helping her out of town hall while Ember, Smolder, and a few changelings were carrying the dragon eggs out. "We all need a fresh new start. Though the Caribou have left a scar on all of us, it will take time for it to heal and for all of us to regain our trust in one another. But freeing ourselves from the chains of burden is the first step towards freeing Equestria. You all are the best of the best of ponies and other creatures I could rely on. We may need time to heal, but we're behind you from here on out." Soon the residents of Ponyville cheered in agreement as Flash walked up to Twilight and removed his mask.

"Sounds like they're in." Flash mentioned with a small smile. "How about you help organize the evacuation? I have something to do, and it might surprise you." Twilight raised a brow as Flash used his sword to stab the ground and began to carve something in it. Flash then began to move across the town as he carved into the ground.

"Okay everyone, gather any essential items you may need and let's make our way to the Everfree Forest!" Twilight called out. "It is the only safe place any of us will ever be, follow the changelings and Thestrals to the Castle of the Two Sisters!" Everypony was hesitant at first before they began to gather anything they could and followed them out of town.


After a while, Flash wiped the sweat off his brow when he was done carving something into the ground around and in Ponyville as some changelings were setting up some blasting jelly. He then saw Twilight and Tanya flying towards him as he smiled at them. "Everyone is out, I take it?" He asked them.

"Yeah, and we kind of saw what you were carving on the way here." Tanya mentioned with a slightly impressed tone. "If this doesn't get his attention, I don't know what will."

"Ember, Smolder, and Spike are set up just outside of town." Twilight informed. “They're ready to light up the jelly on your mark."

"Are you sure you're okay with this?" Flash asked her sincerely.

"I'm positive." Twilight replied.

"Okay, but let's take a seat up in the clouds to watch the show." Flash suggested. "You're gonna love how it looks lit up." Soon the three of them went up into the clouds as Twilight could see the three dragons at the edge of town. She sent a signal flare to tell them to light it up as she, Tanya and Flash landed on a cloud. Spike, Smolder, and Ember then breathe fire at a trail of blasting jelly before the sparks quickly went into town just as the changelings left before the whole place started to blow up. Twilight watched as Ponyville, the place she moved to learn more about friendship, was being destroyed. They quickly noticed that the flames that were destroying the town were turning into a golden color before Tanya and Twilight were surprised by what they saw next.

They saw that the carvings Flash had made in the ground soon caught the flames as they could see the shape it made. It looked like all three of pony kind circling around a symbol then looked like Twilight, Cadance, Luna, and Celestia's cutie marks together as it almost looked like a flag. "Aren't you an artist." Tanya complimented Flash. "Is that like our Battle Flag or something?"

"Good guess." Flash replied before looking at Twilight. "What do you think?"

"It's perfect." Twilight said with a small smile.


Meanwhile at Canterlot, a guard was running through the halls until he reached the chamber's that used to belong to Celestia, but are now occupied by Dainn. He burst open the door to find Dainn rutting Celestia from behind. "What, why must you interrupt me when I'm fucking my slave?!" Dainn questions as the guard was trying to catch his breath.

"Apologies, my king, but something has turned up and it's something you must see!" The guard exclaimed with a worried tone. “It has something to do with one of the omens you were warned about!" This brought Dainn's attention as he pulled out of Celestia and put on his robe. Celestia followed behind as they followed the guard to a balcony where Luna was sitting next to a telescope with a grin on her face. The guard pointed towards Ponyville as Dainn could see that the place was on fire in golden flames, just as he was told it was going to be. He looked through the telescope and saw the battle flag of the resistance made out of the flames through it.

"Who did that?" He questioned as he looked at the guard.

“We don’t know, sire. All we know is that Lockjaw, Gunne, a few other stags including garrison, had disappeared." The guard replied. "Along with all the residents of the town. We can't go in to investigate while the flames are still going." Dainn looked back at the burning town while he gripped the rails tightly before he heard giggling coming from both Celestia and Luna.

"What's so funny?" He questioned but got no response as the two sisters just continued to giggle before that giggle turned to laughter. "Stop that! I command you to st-GAH!!" He cried out in pain as Celestia suddenly punched him right in the balls.

"Oh sorry, I could have sworn I heard you say 'punch me in the balls'!" Celestia said with a glare on her face. Dainn held his balls with one hand before he glared back at Celestia and grabbed her by the throat with the other hand.

"You dare?!" He shouted with anger.

"I triple dog dare, because I am done playing your loyal pet!" Celestia said with a grin on her face. "Both me and my sister! You should have surrendered when you were warned the first time, but now there's no going back." Dainn soon released her just as a few guards came in and grabbed both Celestia and Luna. "Go ahead and take us away, it won't change the fact that your downfall will come! And one other thing, doesn't it seem strange that you've been cumming in both me and Luna for a long time yet neither of us have borne your children yet?!"

"What are you blabbering about?"

"Well, I'm not sure about Luna, but there's a reason why I'm not pregnant with your filthy children.” Celestia said before looking down at a strange black mark that seems to be above her breasts. "Did you honestly think that this mark was just a birthmark? Wrong, this mark was given to me by a creature so long ago. It dug its fang right into my skin and now I am cursed with it. I tried so many things to get rid of it, but nothing worked. As long as this mark is on me, no matter how many times you come inside of me. I will never bear your children. The only children that I could have are only with the same creature that gave me this mark."

"We shall see." Dainn growled before he looked at the guards. "Take them away and put black collars back on them! And I want that mark off of Sunslut immediately!" He then pointed towards the burning Ponyville. "As soon as those flames are gone, get down there and find out what happened!" The guards bowed to him before dragging both Celestia and Luna away. However, both of them still kept their smiles on their faces as Dainn looked back at the burning village down below. The war for Equestria had only just begun.

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