Magic Gear Solid: Broken Balance

by Barrobroadcaster

Rating: teen
Tags: Gore, My Little Pony: Friendship is Magic, Dark, Alternate Universe, Sad, Other, Original Character, Octavia, Adventure, Crossover, DJ P0N-3, Main 6
Length: 27276

On the night of Celestia's birthday, a powerful invader attacks Canterlot. Defeated and cutoff from her friends, Twilight Sparkle must rally the survivors and wage war against this new foe before Equestria is conquered forever.

On the night of Celestia's birthday, war comes to Canterlot. Without warning, a mysterious invader from ages past returns to claim the throne. Armed with weapons immune to all known magic, any opposition to this monstrous foe is crushed. Over night, Equestria becomes a battlefield and the inhabitants find themselves fighting for survival. Cutoff from her friends and in the face of overwhelming might, Twilight Sparkle must rally the survivors and wage war against this new enemy before Equestria is conquered forever.

Published 2013-02-02 09:40:01 UTC
Last updated 2013-05-22 18:45:52 UTC

Element of Surprise

Twilight Sparkle walked into the main hall of Canterlot Castle with her friends Rainbow Dash, Pinkie Pie, Applejack, Fluttershy, Rarity and Spike at her side. They waded through the crowd of patrons and marveled at the lavish interior of the palace. The guests were relaxed, the sound of laughter and conversation filled the air.

"Wow", Rarity said as she took in the spectacle. "The castle looks even more regal than it did during the Grand Galloping Gala!"

"It's to be expected Rarity. Princess Celestia's birthday is much more of a special occassion.", explained Twilight.

"Hmm. If it's so special, I really should've designed some new dresses for us rather than just throwing on our old ones.", Rarity thought.

Twilight smiled. "You didn't have to do that; I'm happy I got a chance to wear my old one again!", she said.

"I must not've noticed when I was trying to sell all of my apple goods but it sure is fancy in here.", Applejack remarked.

"Mm-hmm.", Fluttershy agreed as she looked out a window nearby."They've even remodeled the gardens." No doubt, she was thinking of the animals that lived among the shrubberies outside the castle.

"The music's improved too! Looks like they got DJ PON-3 to rock the joint this time!", Pinkie pointed at Vinyl Scratch setting up sound equipment alongside Octavia. "I must've made an impression on them at the gala!", Pinkie said confidently.

"I think we all had an impression on them!", Twilight laughed.

"Yeah, hey has anypony seen the Wonderbolts?", Rainbow Dash asked, frantically twisting her head and looking around as she walked.

"They're probably getting ready for their performance.", Twilight thought.

"You think they'll stick around for the party?", Rainbow asked.

"We're here to see the Princess, not the Wonderbolts, Rainbow.", answered Twilight.

"Well, yeah I mean after we see the Princess.", Rainbow Dash said, still looking around but her stride never broke as she walked with them. Twilight smiled and shook her head; some things never changed. They reached the foot of the staircase to see Princess Celestia descending.

"Princess! Happy birthday!", Twilight called as she ran to greet her mentor.

"My faithful student Twilight, thank you so much. It's so good to see all of you.", said the Princess in a warm voice. "I'm so happy you all could come."

"We wouldn't have missed it for the world Princess!", Rainbow Dash said. The princess smiled. She opened her mouth to say something when they heard several loud rumbling noises coming from the distance. They looked to the entrance to see one of the royal gaurds running through the doors towards them.

"Monster! Monster in the courtyard! The castle is under attack!!" the guard called. His shouts were punctuated by more rumbles, they became louder and the ground underfoot seemed to shake.

"Monster? What kind of monster?" asked the princess as the gaurd approached.

"I-I don't-",the gaurd's voice was interupted as an explosion ripped through the entrance hall. A hole was punctured high on the wall to the right side of the entrance. The crowd below was showered with dust and debris. Smoke billowed fourth into the hole and patrons began to panic.

"Quickly, we must get the guests to safety." the princess said, turning towards Twilight and her friends. "The five of you, escort them to the lower levels as fast as you can. Major Rook, assemble the gaurd and evacuate the guests outside. Twilight, come with me." Twilight didn't know what to expect, what was going on. She nodded nervously and feel in step behind her teacher. They trotted quickly through the crowd of patrons and exited into the courtyard.

"Exactly what have you done to my castle?" a booming male voice asked. The princess stopped and her mouth hung open for a split second before she continued on as if she'd recognized the voice. "Don't you try to run from me!" the voice shouted again.

Another explosion rocked the palace as they ran. Celestia and Twilight turned to the right as they exited and caught their first sight of the monster which was the apparent source of the voice. Twilight had never seen anything like it: it had a smooth dark grey exterior with streaks of orange all along its body. The sun shined off its polished surface. Two huge, backwards-bending legs supported a large, blocky body with a triangular horned head. Two stubby arms protruded from the sides and mounted on the right shoulder was one long, smooth rectangle that resembled a huge train rail. Fire blazed from the two horns atop the head and lightning-fast projectiles spat from their ends at fleeing ponies. The projectiles ripped through the running ponies, several fell, bleeding.

"What in Equestria is that?!" Twilight asked in shock.

"What is with this lukewarm reception for your returning regent? Lord Vice is back to claim his throne! You should all be rejoicing!", the monster shouted in a slightly mechanical voice. As it finished speaking, the right arm kicked back. The section of the courtyard wall it had been pointing at exploded and crumbled in an instant.

Celestia had her teeth gritted as she weighed her options. "We've got to do something!" Twilight shouted. The monster must've heard her because it turned to face them both.

"Why, Princess Celestia! So good to see you." the voice addressed her. The rail and horns on the mechanical beast adjusted to point at them both with a metallic buzz. Without warning, they opened fire on the two ponies. The violent volley would've incinerated them if Princess Celestia hadn't blocked the attack with an energy shield at the last second.

"Clever. Not clever enough." the voice said. Princess Celestia panted behind the shield; the attack had almost been too quick. The rail pointed downward to the ground just before them and fired again. The shockwaves traveled through the cobblestones beneath their hooves and knocked both of them to the ground.

"Let's see your magic block this one." the voice announced. A mechanical buzz filled the air and rail glowed a bright red-orange. At the last second, a rainbow bolt slammed into the rail from above forcing it to point at the machine's feet. An explosion erupted from where the machine was standing and it staggered backward before falling.

"Abominations! You defy the true king of Equestria!" the voice raged. Rainbow Dash landed next to the princess and Twilight. Applejack, Rarity, Pinkie Pie and Fluttershy appeared from inside. Royal gaurds rushed from around the castle to aid to the wounded in the courtyard.

"Sorry I was late. Man, that thing is pretty tough." Rainbow Dash said, rubbing her back leg.

"Is anypony hurt?" Fluttershy asked.

"We're fine. The ponies in the courtyard need help." Celestia said as she stood.

"What is that thing princess?" Twilight asked.

"We are about to find out." the princess declared, her voice filled with a firey determination, a ruler's rage.

"You fools! This is my kingdom! This is my castle! And I am your king!" the voice yelled in defiance. The machine remained still on the ground though as the Princess, Twilight and her friends quickly approached.

"Who are you?! Why have you attacked Equestria?! Answer me!!" the Princess shouted as she reached the foot of the creature.

"Gotcha." the voice whispered. The head twisted to face the princess and a red beam shot out from its mouth. The Princess's reflexes were fast enough to block the attack but the shield she threw up wasn't strong enough to deflect the full blast. The laser blasted the princess in the underside and knocked her across the courtyard. She tumbled to the ground, smoke rising from her where she landed.

"Princess!" Twilight yelled. The ponies ran over to the princess. Twilight quickly examined her and looked to Fluttershy. She was unconcious but appeared to be alive. A black scorch mark on her underside was the only sign of injury.

"Ahahahahaha!" the monster cackled. The shoulder rail pressed to the ground and acted as another limb, combined with its legs it slowly stood. Twilight and her friends turned to face the beast.

"What's this? Why are Earth ponies working with the lesser races?" the voice asked, sounding genuinely confused.

"Why have you attacked Equestria?!!!", Twilight screamed in pure rage.

"Attacked? I'm here to liberate you! Don't you see? This is the day of your deliverance!", the stubby arms threw back in display as the voice declared its intentions.

"What the hay are you talking about?!" Rainbow Dash yelled.

"I am Lord Vice, heir to the throne of Equestria as decreed by the chancellor of the Earth ponies! Only an Earth pony can be the true king and I am here to reclaim our right from this dynasty of usurpers!", the voice announced.

"Princess Celestia is the rightful ruler of Equestria!" Twilight shot back.

"An alicorn ruler?! Disgusting! Earth ponies are superior to the other races in every way! Through the magic of Earth pony technology, we shall dominate Equestria and free our brothers and sisters from subjugation by the lesser beings! Now stand aside while I finish off this filth with the power of science!" the rail lowered to point directly at the princess.

"We're not letting you hurt the princess!" yelled Twilight. Her friends stood firm with her and around the princess's body, determined.

"You would stand with her?! Than you shall die!!" the voice shouted in fury. The horns unleashed a volley of fire at them. Rarity and Twilight both erected energy shields in front of them, blocking the deadly barrage. The rail began to glow red again. Rainbow Dash sprang fourth from behind the shield and began to climb into the sky. The rail glowed brighter until it was just about to discharge. A sonic boom cracked through the air and Rainbow Dash rocketed down right at the rail. She was just about to smack it into the ground when a red beam flashed right above the rail, shooting the pegasus out of the sky. She fell to the courtyard in a heap. The machine turned to her.

"Well, isn't this one particularly talented? But a talented nuisance is still a nuisance. Goodbye, my dear." The rail pointed at Rainbow Dash. Fluttershy smacked it from the top just as it fired, enough to just barely change the direction of the blast. The ground just before Rainbow Dash exploded and the blue pegasus was blasted to the courtyard wall.

"Coordinated, very coordinated." the voice spoke again as the left arm swung round and batted Fluttershy out of the air. The yellow pegasus dodged the arm. The two horns then opened fire on her, ripping through the air and her wings. Yellow feathers flew everywhere as Fluttershy fell to the ground. The machine lifted a giant leg high to crush the helpless pegasus at its feet. A lasso wrapped around the leg in midair and pulled tight. Applejack, Rarity, Pinkie Pie and Twilight yanked on the other end of it and the machine lost its balance. It began falling on one side but caught itself with an outstretched arm. The voice laughed again. The rail pointed at the ponies pulling on the rope and fired.

Twilight and Rarity both brought up magic shields again but at that close range, the shields weren't able to absorb the shot. The shields disintegrated and the ponies flew back and crashed against the walls of castle. Twilight fought to stay awake. Her head hurt, her body burned and ached but still she fought to stand. She struggled to keep one hoof steady on the ground but her back legs wouldn't yield to her.

"That was impressive. It seems you've learned to work as a team and effectively too. I was not expecting this." the machine walked forward towards Twilight and the others as they lay by the entrance. Twilight turned her eyes to each of her friends. Pinkie Pie, Applejack and Rarity were unconcious in front of her. Fluttershy remained still in the middle of the courtyard. Twilight could just make out Rainbow Dash's shape in the middle of a blackened mark on the courtyard wall.

Twilight crawled over to the body of her teacher. Her eyes opened as she crept near her.

"I'm sorry. I... I'm so sorry." Twilight apologized.

"No." Celestia replied with tears in her eyes. "I am." her horn glowed and Twilight was engulfed in a field of magic. A flash of purple-pink blinded her for a split second before she materialized in the middle of the Ponyville Hospital. Twilight's legs buckled underneath her and she collapsed to the floor.

"And what exactly was that supposed to do?" the voice asked back at the castle courtyard. The machine stopped moving towards the Princess and the head dropped down to floor. The head opened up to reveal a single brown stallion. The colt walked upright as he exited the head of the machine. Princess Celestia looked up at him. Adorning his two front hooves were grey prosthetics with five small protrusions on each end, hands. He wore similar devices on his back legs and a mask that covered the top of his head. He smiled at the princess as he stopped in front of her showing a set of white teeth.

"My, my. The strange things that do happen in my absence. You should be proud of yourselves; you fought bravely. But really" the stallion gestured over his shoulder. Celestia peered into the distance to see black skinned creatures, diamond dogs, approaching from the darkness. They wore similar grey attachments on their paws. "You never stood a chance.", the stallion ended the sentence with a shallow chuckle. Celestia gritted her teeth as she summoned the last of her magical power. With her last ounces of strength, she fired a magenta beam past the stallion in front of her. He turned his head to see the beam collide with the open cockpit of his machine and explode in a bright pink flash. Celestia passed out as two diamond dogs rushed towards the machine.

"What happened? What did you just do?" the stallion asked, grabbing the princess. "What did this arcanist do?!", he shouted over his shoulder.

"She fried the controls. System's inoperable." the dog soldier answered.

"Of all the lowest, arcanist tricks!" the stallion threw the unconcious Celestia to the ground and walked over to his two lieutenants.

"This is going to take some time to fix my lord. We won't be able to keep to the timetable." the first dog said as he examined the machine's cockpit.

"Our forces will be at a disadvantage engaging the pegasi sir." stated the second, standing at attention beside him.

The stallion folded his arms and placed a hand on his chin, thinking. "I'm aware of that Razor; I have no intention of throwing away good soldiers." He stopped to think at the words he'd just said and looked around at the ponies who had stood against them.

"Shall we set up occupation of the Ponyvile instead Lord Vice?", Razor asked/suggested.

"And leave ourselves open to retaliation from the pegasi? No, I think not. Dagger, begin repairs on RAM and get it operational as soon as possible. Razor, gather these five and prepare them for processing." Lord Vice ordered.

"Yes my lord." Razor bowed and marched off to execute his leader's commands. Lord Vice turned and stepped over the fallen ruler before him as he walked into the castle beyond. He allowed himself a smile; it was good to finally be back home.

Author's Note

This is going to be quite a long crossover so I wanted to start things off with a bang.

Flashback part 1: Progress

Old Equestria, 1500 years ago
Ponyville Town Hall, main audience chamber
3 weeks before Unification Day

"Phillies and gentlecolts, I now present to you... Chancellor Rice Pudding!", the mare at the podium announced. The crowd of ponies in the circular chamber exploded into applause, the walls seemed to rumble with the sound of their hooves stamping the floor. A grey-maned, brown stallion took to the podium wearing a warm smile on his face.

"Thank you, thank you all so much. I promise you now that as your chancellor, I will continue to advocate our case to the other tribes.", Rice Pudding declared. More applause followed the statement though not as much as before. Rice Pudding's smile never faded as he spoke. Rice spared a glance off to the side of the stage to see his son holding the leg of the stage assitant mare, shivering. He knew his son was sensitve. That was part of the reason he was doing this, maybe the main reason. He couldn't let his resolve falter.

The stage mare did her best to quiet the young colt next to her. Vice wasn't afraid, he just didn't fully understand what was going on. He knew his father was in an important position now and was going to do something about the other tribes. Vice listened to his father's speech. He brought up current issues, the problems facing Earth ponies today. Vice knew these were the things he was going to talk to the other tribes about, the unicorns and pegasi. He knew his father needed them to listen, to understand what the Earth ponies wanted and why. The biggest problem facing the Earth ponies though was that no matter who tried to tell the other tribes, they weren't listening. Now, his father was going to try, to "advocate", a word Vice didn't know yet.

"Thank you all again so much. Good night.", Rice ended his speech. He turned and walked offstage to his son. The stage attendant passed him to fix the podium.

"So, Daddy do good?", he asked his son. Vice nodded but said nothing. He clutched a stuffed "Smarty Pants" doll to his face, one of his favorite toys. Rice rubbed his chin with a hoof.

"Hmm, let's ask Smarty Pants.", Rice addressed the doll. "Smarty Pants? Do you think daddy did a good job on stage?". His son made the doll's head nod emphatically in approval. His son smiled at him.

"Well, I'm happy to see that. Let's go home and have dinner.", he said. Rice took his son out of the side exit and began walking home with him. The road wasn't very well lit but Rice and Vice could see crowds of people celebrating the election, the election Rice had won. They arrived home as the crowds started dispersing. Their house wasn't large but it definitely felt larger since Vice's mother had passed on. Rice realized that Joyce would've probably been home cooking at this hour. He tried not to think about his wife. Even though the election was over, he still had a lot of work ahead of him.

Rice fixed himself and his son a modest vegetable stew. His son seemed lost in thought as he ate. Rice opened his mouth to try to say something, start a conversation when his son did instead.

"Why don't the other tribes listen to us?", Vice asked his father, his eyes fixed on his bowl in front of him. Rice didn't exactly know how to respond to that but wanted to encourage his son to socialize with him; he'd barely spoken a word since his mother died.

"I, um", Rice stumbled a bit, trying to find the words Vice would understand. "It's like... well, you know how unicorns have magic right?"

"Right.", his son replied, his eyes slowly raised to meet his father's.

"Well, Earth ponies have magic too. And we can do amazing things with it. But our magic, you can't really see.", Rice tried to explain.

"How do we know it's there if we can't see it?"

"Well, we can't see the wind can we? But the pegasi use it to fly. And soon, so will Earth ponies and unicorns.", Rice said whimsically. He got up from the table and moved closer to his son.

"We'll be able to fly like pegasuses?", his son asked.

"It's "pegasi" and yes we will. It's part of one of your dad's projects. Soon, we'll be able to travel great distances in short amounts of time, from Ponyville, to Canterlot and even the Apploosa.", Rice gestured with his hooves. He spread them far apart for emphasis.

"Is that what that "train" thing you're working on is?", Vice guessed.

"Oh, so somepony's been listening on me have we? It must've been Smarty Pants.", Rice said playfully.

"Are you making these things with magic daddy?", his son asked innocently. Rice decided to answer honestly.

"Yes. Yes I am. I'm using Earth pony magic every day to try to make things easier for all of us. Earth pony magic takes a lot of time and hardwork but you can use it to do anything and make anything you want. And Earth pony magic is the most powerful of all. You know why?", he asked his son. "Why?", his son asked back.

Rice picked up his son with both of his hooves and tossed him in the air and caught him in about the warmest hug Vice thought he ever had. "Because anypony can do it!", Rice said as he snuggled his little colt. They played for a few hours before going to bed, just the two of them and occasionally Smarty Pants.

Author's Note

Yes, Vice, the young colt depicted in this story is the same Lord Vice from the last chapter.

Rising

"Hey! Wake up! Wake up!", a voice rang in Twilight's ear. She tossed and turned in the bed for a few moments before opening her eyes. Slowly, Twilight sat up in the bed and looked around. She was in a room in the Ponyville hospital on the second floor. The room was empty except for a bed, a nightstand and a cardboard box in the corner. The word "Muffins" was printed on the side of the box.

"Wow. Nice manecut.", said the box.

"What... what are you talking about?", Twilight asked. She noticed a mirror on the nightstand and levitated it up to her face. Her mane was blasted upward and singed on the ends. Her face sported a couple bruises and a cut on her right cheek.

"Oh no. I look like future Twilight again!", Twilight said in an exasperated moan. She threw her hooves back and fell to the bed again.

"Ha ha ha... what does that even mean?", the voice asked.

"Okay, who are you? Where are you?", Twilight asked.

The box lifted and from underneath appeared a blue-maned white unicorn with red eyes.

"DJ Pon-3?", Twilight asked.

"Vinyl Scratch, at your service. I bring the wubs.", she said calmly as she walked over.

"You were at my brother's wedding!", Twilight remembered.

"Yeah and I was at Celestia's party too last week when all hay broke loose. Weren't you there too?", Vinyl asked.

"That's right... I was with the princess and my friends and then...", Twilight thought for a moment.

"Then that thing showed up.", Vinyl finished her thought. The memories returned to Twilight. The fighting, the mechanical monster, the 'king of Equestria' and she and her friends failing to stop it. She closed her eyes tight and held her head in her hooves. Her friends, her teacher, were now most likely dead or captives of whatever that thing was.

"It's been a whole week?", Twilight asked.

"Since the party? Yeah. Me and Tavi just got back to Ponyville too. Security's tighter than a changling's flank up in here.", Vinyl said, peering out the window.

"Security?", Twilight said as she got up to look out the window herself. In the distance was Ponyville, though instead of ponies, black and grey figures marched upright in and around the town in groups of four and five. It was raining heavily but the shine of their metallic armor gave them away.

"Diamond Dogs, though none like I've ever seen. There's lots of them and they rotate the patrols pretty quickly.", said Vinyl.

"How did you get here?", Twilight asked.

"After the party, dogs stormed the castle and started slapping everypony in chains. Me and Octavia just split.", Vinyl explained.

Twilight shook her head in disbelief. "How did you get by all those dogs?"

Vinyl chuckled. "We musicians are experts of sound Twi. Knowing how to make more and less of it just comes with the game."

"We have to get back to the castle. We can get the Elements of Harmony, put a stop to all of this.", Twilight said, determined.

"Why do you think I came to get you out of bed? Now let's go see Octavia so we can figure out how to get into the castle."

"Where is Octavia?", Twilight asked.

"At our apartment. She'd be here but the box only fits one so she stayed behind."

"How are we going to get to your apartment? We don't have another box handy."

"Hmmm. I think I should teach you a few things about sneaking.", Vinyl said as she put a hoof to her chin.

Fresh Start

Rainbow Dash didn't know where she was. Something was covering her eyes and mouth, forcing oxygen into her lungs. She felt cold and her body ached but she wasn't in that much pain or discomfort. The last thing she remembered was trying to save Twilight and the princess from the monster and then... nothing. She heard the sound of a door opening somewhere behind her. She tried to turn her head but then the pain returned. She could only just barely feel her limbs and wings spread out. She moved her right hoof and it felt like something was pulling back on it. A beeping sound filled the room from somewhere off to the side.

"How do we start?", a voice asked. She heard the voice walking toward her. Rainbow Dash heard a series of beeps and she felt herself raised slightly. She could feel a heat source on her from somewhere above, a light she guessed.

"Let's see what we've got to work with first. Condition's stable... heart rate, BP, breathing all normal. Won't look all that bad cleaned up. Tech's did a pretty good job considering how much blood she lost.", a second voice said.

"There were plenty of 'donors' so I'm not really surprised. Basic implantation and reinforcement are already done, we're just here for the final combat exoskeleton.", the first one remarked. Rainbow Dash didn't recognize whoever they were and tried to get up, say something, do anything.

"Woah, woah woah! She's looking lively! Got some fight in her!", the voice approached her and she felt cold, metallic arms on her legs. This only made her struggle more. She tried to headbutt whoever was grabbing her but couldn't. The beeping of the machine nearby grew faster. For a moment, she felt tubes connected to her limbs, needles hooked into her.

"Relax now. Razor, give me a hand here.", the voice holding her said. She quickly felt her limbs being tied by some sort of bandage to the cushioned operating table she was on. Slowly, she ended her struggle.

"Relax. You're sure we shouldn't sedate her?", the voice holding her asked again.

"It'll take too long to take affect. Let's just get started.", the second voice replied. The headwraps covering Rainbow Dash's face were removed but only the right half of the room appeared before her. She stared up and into a bright light above her and blinked her left eyelid. She felt nothing; her left eye was gone. She began to panic as her vision didn't return. Tears began to form in the corner of her right eye. The beeping in the room grew loud and fast again.

"You're sure a sedative isn't a good idea? Is she going to be able to remember any of this?", the voice asked in a concerned tone.

"No, we're taking care of that. Hold on, get the headlock around her and... there we go. Okay, gently, now the helmet." The tubes in her mouth were removed. She opened her mouth to scream but instead coughed up hardened chunks that tasted like ash. A mask covered Rainbow Dash's face. He head was propped up and two pieces collided in the back and snapped shut. She continued coughing as the mask was placed over her and became more mechanical sounding as the mask closed.

"All right, now the eye." A sphere was inserted into Rainbow Dash's eye socket where her left eyeball should've been. Rainbow Dash heard a loud click somewhere in her head. The left side of the room exploded into view with two pops. At first that side of the room seemed a dull pink color but slowly resolved to match the rest of the room. She looked around and blinked a couple times. Text scrawled up the room in front of her eye, systems diagnostics.

"What have you done to me?! Where are my friends?!", Rainbow Dash yelled in pure rage. Her voice was absorbed and reproduced by a filter inside the mask just in front of her mouth. The table she was on rotated her up and brought her to almost a standing position. The tubes that were hooked to her slowly detatched and recoiled to the ceiling.

"What have you done with the princess?!! If I find out you've hurt any of us-", something in the side of her helmet clicked and her voice fell silent.

"All right then, that's over with. Let's go get him and move on to the others. It's going to be a long day.", one of the voices said. Rainbow Dash heard two sets of footsteps exit the room and the door close. Her limbs were still strapped to the table but her wings weren't strapped to anything. She tried to flex them. They felt normal but she heard some sort of mechanical buzz when she did. She tried to turn her head to look at them but she couldn't. The door opened again and something else entered.

"Very nice, very nice. My boys did a good job didn't they?", Rainbow Dash recognized it as the voice she'd heard at the castle, the voice that came from the machine that had attacked them. A brown stallion quite literally walked into her view on two legs. He put a prosthetic hand to his chin as he examined Rainbow Dash.

"You and your little friends did quite a number on my Magic Gear RAM young lady. As I can see it did to you.", the stallion said. Rainbow Dash screamed at him inside her helmet but the voice didn't care past her own mouth. Not even a muffled response was conveyed to the upright stallion in the room with her.

"Strong, fast, powerful. You and your friends impressed me, especially you. Sonic Rainboom? Incredible. Unfortunately, you weren't quite fast enough.", the stallion pulled down a circular mirror hanging from above and Rainbow Dash finally caught a glimpse of herself. It took a moment to realize that what she was looking at was her. Her entire body was covered in metallic grey armor. Her wings looked like sharpened knives spread out behind her. Her face was obscured by the helmet she wore but her mane, apart from a single blackened streak on the side remained the same as it was.

"Your speed is incredible. You will be loyal to a new king from now on and be a powerful asset to my army. But first, you need a bit of a... fresh start.", the stallion said as he approached a terminal off to the side. More text began to crawl upward over Rainbow Dash's left view:

"You have so much potential hidden underneath that gruff exterior. It's best to just start with a blank slate and move on from there.", the stallion said in a casual voice. Rainbow Dash realized now what he meant: he was erasing her memories. The word DELETE flashed in front of her eye rapidly and she started to panic. Tears streamed down the front of the mask from her right eye. A slideshow of memories flashed before her:

The day she met Twilight Sparkle, clearing the sky in ten seconds flat. Going to the Grand Galloping Gala, Rarity asking about her dress she was making her for the Grand Galloping Gala.
DELETE DELETE DELETE, the word flashed.
Dropping out of flight school, joining Wonderbolt Academy, performing a Sonic Rainboom.
DELETE DELETE DELETE
Defeating Nightmare Moon, defeating Discord, rehabilitating Discord, her friends Twilight Sparkle, Pinkie Pie, Rarity, Applejack, Fluttershy, Spike, the princesses.
DELETE DELETE DELETE, although it was covered in armor, the cutie mark on her flank faded away completely.

Rainbow Dash closed her eyes and screamed, "NOOOOOOOOOOO!!", she tossed her head back and fourth as tears flowed from her right eye. Each picture in her head played for a fraction of a second before being lost forever to nothingness, replaced only by the feeling of overwhelming loss and confusion. The scream echoed in her own head. Who's voice was it? Her heart raced but slowly calmed down. She felt so many things, confusion, loss, sorrow... but why? Soon, those feelings evaporated. In the quiet of the strange, underground room, Rainbow Dash died.

Lord Vize walked over to the pegasus hanging from the ceiling. "Awaken.", he spoke. The creature's eyes opened though he knew only one of those eyes was actually alive. "Your name is Raider. From now on, you will answer to this designation only and you will respond only to my voice." The creature said nothing but looked at him. The clasps holding her in place disengaged and she dropped to the floor. Her limbs and wings clicked and buzzed as she struggled to stand. Lord Vize smiled. He had given her a fresh start. His two Diamond Dog assitants entered the room.

"The procedure was a success. Take her to the training center and begin education and evaluation immediately. We have a schedule to keep.", Lord Vice ordered. He turned off the lights and equipment in the room and left.

Author's Note

I like the name Raider for the 'villain's instrument' role. Fits well with both Rainbow Dash and Raiden.

Regrouping

"... and that's just about all you have to remember.", Vinyl finished her brief lecture on "sneaking". "You ready to go now?"

Twilight wished she'd read a book on the subject of stealth infiltration. She shook the idea out of her head; she needed to focus on the here and now. "Yes. Let's get going", she said. They opened the door and stepped out into the hallway. The lights were off and the air was frigid as they walked.

"Gaurds showed up in town a couple days ago by train and started rounding folks up, don't know where they're taking them.", Vinyl explained as they walked. "Ponies that resisted got beaten, severely and then hauled off." Twilight felt a rage burning inside her stomach. Her body warmed against the cold hospital air. They reached the door to the stairwell and opened it. Vinyl heard footsteps traveling up the stairs, too few between each step to be a pony.

"Dogs heading up the stairs. We're going to have to get out by the roof.", Vinyl whispered. They climbed the stairs up to the top floor, trying to be as quiet as they could. Thankfully, the footsteps stopped at the second floor and they heard the door open again. "They must be doing a floor-by-floor search.", Vinyl guessed. They exited the door at the top of the stairs into the rain. "The pegasi have been making it rain since the dogs showed up. They must be trying to see if that metal they're wearing rusts. It doesn't look like it.", Vinyl said. Using her magic, Vinyl ripped open a cover to the air conditioning conduits.

"All right, in.", she said. Twilight peered into the shaft in front of her. It was so dark she couldn't see down it but she didn't hesitate. She climbed in and slid down, Vinyl climbed in right behind her. They began crawling forward on their bellies through the metal shaft.

"It's too dark to see. Let's light up the way.", Vinyl set her horn glowing, Twilight did the same. They continued crawling, the glow from their horns giving them enough light to see. Occaisionally, they came across vents that filtered air through the hospital. They spared only quick glances through the vents before crossing over them, careful that the dogs didn't see them through the vents themselves. After sliding down another time, they finally reached another vent covering facing them, a way out. Twilight removed the blots carefully with her magic and popped the covering off from the inside. She spared a quick glance outside before they both exited the air conditioning conduit to the street.

"All right, follow me and stick close.", Vinyl said. Twilight followed Vinyl as they trotted through Ponyville in the rain from the outskirts of town into the main thoroughfairs. The dog soldiers mostly kept to the main roads so they were easy to avoid. Some occupied houses, busted down doors and entered. Twilight stopped when she saw the ransacked Sugarcube Corner. Vinyl had to motion her to keep moving. Twilight worried about her own library, hoped Spike and Owlowicious were okay. The rain continued at a steady pace as they reached Vinyl and Octavia's house. Vinyl placed a hoof on the door and it slowly slid open.

"Something's wrong. The door should be locked.", Vinyl said. She opened the door and both of them stepped inside. It was dark and they heard rustling as they entered. Twilight shut the door quietly behind her. They followed the sounds to the kitchen to see a dog soldier rumaging through the fridge.

"Hey! Get out of there!", Vinyl said. Vinyl used her magic to close the door to the fridge, almost on the dog's face. He dodged it by a fraction of a second and slid to the floor. Vinyl fired a red spell from her horn at him but the armor deflected it.

"Hit him with a spell Twilight!", shouted Vinyl. Twilight fired without hesitation. They both bombarded him with offensive magical spells, ones designed to put individuals to sleep, paralyze them or knock them out. The spells bounced off the armor and into various things around the kitchen, blasting cupboards and cabinets. The dog soldier got to his feet quickly and aimed an arm at the ponies. As he was about to fire, Twilight used her magic to pull down on the top of the refrigerator. Vinyl quickly joined in and the fridge fell on the dog, knocking him out finally.

"What in Luna's name is going on down here?", Octavia said from behind as she witnessed the display.

"Tavi! Thank Celestia you're okay.", Vinyl sighed in relief, hugging her friend.

"I'm all right Vinyl. What was one of them doing in the house?", Octavia asked.

"Dunno. Looks like it was going through the fridge. Trash too. He must've been hungry.", Vinyl thought as she noticed the trash bin in the kitchen knocked over.

"I was upstairs working with our audio equipment. He must've snuck in while I was busy.", Octavia said.

"That's why I brought Twilight. You need to see what we're doing here.", Vinyl said to Twilight. She and Octavia led Twilight upstairs to Octavia's bedroom. Octavia took a seat at a desk in the corner by the window. Twilight and Vinyl looked over her shoulder at what she was doing. What looked like pieces of audio equipmen were strewn about the desk. Octavia picked up a half-moon shaped piece of metal with speakers attatched and pulled out a modified speaker of mini-amplifier and placed it on the desk.

"Are you there? We picked Twilight up from the hospital. Anypony reading me?", Octavia spoke into the half-moon. The speaker squawked and then a voice spoke from it.

"Yeah, this is Spitfire. Glad to finally hear some good news.", Spitfire said over the device. "Twilight, let me fill you in on the situation, as much as we know. Canterlot's been covered in some kind of energy shield. There's no way in or out that we can tell. You're going after the Elements of Harmony in the castle right?"

"Yes. It's our only option.", Twilight said. It was the only thing they had left in their arsenal, their last card to play. But with the way the armor deflected spells, she had her doubts about it. She didn't let them surface though.

"That's what we figured. We've got a plan to open up that shield but we need your help to pull it off.", Spitfire explained. "We're going to use Cloudsdale's Tri-Tesla Reactor to break open that shield."

"The Tri-Tesla is used to charge clouds with lightning. It's an enormous generator that also supplies power to Cloudsdale.", Vinyl clarified.

"I set the reactor to overcharge. Over the last couple days, it's been building up to dangerous levels. When it reaches maximum, we're going to discharge it on that shield. It should be enough power to break it open.", Spitfire said.

"You're sure that it's going to work? Too little power and all you'll do is draw their attention. Too much and you could damage Canterlot.", cautioned Twilight.

"We're pegasi Twilight. We know a thing or two about lightning. We know know their technology is immune to magic but it's very susceptable to the weather. Right now, we're moving Cloudsdale into position using the rain as a cover. We need you to get to Canterlot so we can put our plan into action.", Spitfire said.

"I'll do whatever it takes.", Twilight said, determined.

"That's what I want to hear. We're going to send some pegasi to escort you up to Cloudsdale. They'll meet you at the train station when you're ready. You'll need the skywalking spell though.", explained Spitfire.

"I've got that covered. We'll be in Cloudsdale soon.", answered Twilight. Octavia put the half-moon object down and the speaker switched off.

"Me and Tavi are going to be staying in Ponyville Twilight. You might need some ears on the ground too. Here, take this.", Vinyl gave Twilight a smaller half-moon object. "You can use it to keep in contact with us."

"Just be safe both of you.", Twilight told them both. She hugged both of them and then left the house.

"What are we going to do about the dog in the kitchen?", Octavia asked.

"I have a couple ideas... I wonder if he likes music?", Vinyl said with a chuckle.

Sundown

Vice's bipedal hoofsteps echoed off the walls of the former Princess Celestia's throne room. He looked at the stained glass windows as he walked to the thone with his prosthetic hands clasped behind his back. He allowed himself a smile; he was finally where he deserved to be. He stopped in front of the throne and examined it. Clearly, it wasn't meant for a biped. He scoffed. He would have to have a new one made once things were finished. But for now... he would indulge a little bit of his fantasies at least. He checked to make sure he was absolutely alone in the room first.

Carefully, Vice removed his prosthetics, one piece at a time. His hooves had paled slightly from spending so much time covered in metal. Slowly, he got down on all fours. It took some effort; Vice had embraced the bipedal way of life. His neck cracked as he lifted it upward and assumed the 'natural' equine posture. With a triumphant grin, Lord Vice sat on the throne. He allowed himself to get comfortable. He could almost feel the power to move planets and stars surging through him. That power belonged to the princess... for now. All in good time, he reminded himself. And he was reminded; time, exactly what he didn't have right now. He replaced his prosthetics and sat again upright in the throne with some discomfort. The throne was meant for an alicorn, not an Earth pony. He shook his head as he summoned his lieutenants with the interface on his metallic right arm. They arrived in moments.

"How are you both enjoying your new quarters?", Vice asked as they approached the throne.

Dagger had a look of distaste fixed on his face. "A little too posh for my tastes sir."

"You're welcome to sleep in the dog house if you like.", Vice said with a chuckle.

"The troops are resting comfortably sir.", Razor said, all business, no banter.

Vice leaned forward. "What's the status of RAM?", he asked the burning question.

"We've encountered a few problems.", Razor began pacing back and fourth with his hands clasped behind is back. "First, the castle's storerooms were not as supplied as we were led to believe. There's not enough crystals to complete the device. Second, the engineers were able to restore basic piloting functions on RAM but the targeting systems are still offline. Flying capabilities will have to be completely rebuilt from the ground up. As of right now, RAM is not functional as even a deterrent.", Razor explained.

"Deterrent? Did you see what RAM did to those ponies? That alicorn got a lucky shot, nothing more. Even if it can't fly, we should still be able take the Crystal Empire and get the crystals we need to build the weapon.", Dagger said confidently.

Vice dismissed the idea. "Seven ponies were able to take down RAM. If a less experienced pilot had been at the controls, we would've lost RAM. Retaliation from Cloudsdale is immenent and apart from the energy shield and the troops, we are completely defenseless. It won't be long before Equestria's allies mount a counterattack of their own. The Crystal Empire, the Griffon Kingdom, Saddle Arabia, the Zebra Kingdom, Apploosa, the list goes on. One army we might be able to handle but more than that and we're finished, with or without our semi-functional Magic Gear.", Vice explained.

"If only we had more than just RAM...", Dagger thought aloud, frustrated.

"All in due time. What is the update on the prisoners?", Vice asked, getting up from the throne.

"We've already shipped the first groups into Everfree Forest and mining has already begun. We can expect our first shipment of crystals to arrive in a little over a week.", Razor said, checking the interface on his metal bracer.

"We can expect a response from Cloudsdale sooner than that, which means we must strike now.", Vice declared.

"How? Our soldiers can't fly or walk on clouds and even if they could, we can't hold three cities at once.", Dagger remarked.

"We won't have to hold Cloudsdale for long, only long enough for us to destroy it.", Vice said, his voice stoic.

"Destroy Cloudsdale? How?", Dagger was almost shocked at the idea.

"It's been raining on Ponyville ever since our forces arrived in the town, meaning the pegasi know we're here and they're up to something.", Razor surmised.

"The Tri-Tesla reactor supplies power to the entire city of Cloudsdale. It also keeps the city from breaking apart. If we sabotage it, the whole city will crumble to pieces.", Vice explained as he began walking out of the throne room. Razor and Dagger followed in step behind him.

Vice smiled. "We can't send our own forces and we can't use RAM so it's time to go to plan B.", he said. "It's time to ready the Raider." He closed the door behind them and the throne room became dark.

"Are you reading us Twilight?", Vinyl's voice said from the communicator around Twilight's left ear.

"I can hear you.", Twilight replied as she headed out into the wet streets. It was still raining but it had gotten lighter; the pegasi must've been informed about the rendevous. A patrol was heading down Twilight's way in the street right in front of her, three dogs.

"They're armor is immune to magic. You could try to take them out with something other than a spell but that would create a lot of noise and draw attention to yourself. The best defense is to just not be seen at all.", Octavia said over the communicator. Twilight saw them coming. She was thinking about taking them out until Octavia had said something. She certainly would've liked to pay them back, pay them all back for what they'd done to her but... that wasn't going to free her friends. She shook the idea out of head. She had to hide.

Twilight weighed her options quickly. There was a storefront's porch near her. She quickly ran to it and crawled underneath it. The ground was wet and mud stuck to her belly and legs but she hid anyway, trying not to make a sound. She watched the three sets of legs as they passed by her. When they were far enough away, she carefully inched herself out from cover and proceeded on quickly.

Twilight stuck to the sides of the buildings as she entered the ruined Sugarcube Corner again. The popular Ponyville gathering spot was an absolute wreck. The buildings had been broken into, bakery had been looted. Twilight tried not to look any more than she had to as she trotted by.

The train station was just around the bend. Twilight turned the corner and made a dash for the station. She splashed through a puddle as she galloped by a building.

"What was that?! Who's out there?!", a voice shouted from inside the building nearby. A dog soldier ran outside with his wrist weapon drawn. There was no place to hide, Twilight was completely exposed. She gritted her teeth and turned to face the dog.

"It's her! Enemy spotted!", the dog shouted as he fired at Twilight Sparkle. Twilight threw up an energy shield. The shield deflected the blasts but Twilight knew it wouldn't hold up forever. She knew she couldn't use spells against the dog, she looked around for something to throw at him.

"HQ, this is patrol!", the dog said into his helmet. Twilight noticed he had some kind of communicator too. This complicated things. She heard the feedback as the dog spoke to the device.

"Congratulations! This is Crystal Clear for Everfree Radio and you're lucky caller number forty-two!", the voice said from the helmet.

"I... what?", the dog stopped firing but kept his weapon raised. He put a finger to the device around his ear as a look of pure confusion spread across his face. The dog continued stepping backwards. Twilight noticed he was getting closer to an overhanging sign. She continued advancing on him as he stepped underneath it.

"That's right! You've won the Living Tombstone tickets and your very own copy of the My Little Portal video game!", the voice told the "lucky winner". His luck was about to run out. Twilight jostled the top of the overhanging sign loose and pulled it down with her magic, slamming it into the mutt's mug. He was knocked backwards a good distance and tumbled to the dirt unconcious. Twilight shook her head; violence was not in her nature. She turned and galloped to the train station.

Two dark shapes flew down from the clouds as Twilight finally arrived at the station. She walked around to the boarding platform to see two pegasi wearing black outfits and hoods with only their wings exposed. One of them pulled back his hood as Twilight approached.

"Twilight, we're your escort to Cloudsdale. Spitfire's expecting you right away.", the pegasus said.

"Let me reapply the skywalking spell.", was Twilight said. Twilight cast the spell on both of her hooves, allowing her to walk on clouds.

"All right, let's get going.", Twilight said. The pegasus nodded and kicked off the ground. The two pegasi grabbed Twilight by the sides and lifted her off the ground. Supporting her weight, the three of them took to the skies. Within moments, she was flying towards Cloudsdale with the train station a good distance behind her. She hoped none of the dogs on the ground noticed them as they broke through the cloudlayer.

"Vinyl, Octavia, can you hear me?", Twilight called into her communicator.

"We read you Twilight. Did you make it to the train station?", Vinyl asked.

"Yes, I'm on my way to Cloudsdale now. I noticed those dog soldiers have some kind of communicators too.", Twilight informed them.

"We noticed that too. That means they'll be able to call for back up if even one of them spots you Twilight. You have to avoid them or find ways to incapacitate them without drawing a lot of attention to yourself or you'll be in more trouble than you can handle.", Vinyl cautioned Twilight. Twilight had to agree with Vinyl; there were just too many to take down alone, not that she wanted to. She was just so confused, things had happened so fast. One minute, she was at a party with her friends, getting to see the princess. The next, she was fighting for her life. If only her friends were with her, if only they had the Elements of Harmony, if only anything. She let out a heavy sigh as the pegasi carried her. How much longer could she hold up?

"Twilight, we just tried to reach Cloudsdale but they're not responding.", Octavia said into Twilight's ear.

"What does this mean?", Twilight was worried now.

"I don't know, could be local interference, could be something else.", Octavia explained.

"We're almost to Cloudsdale. We'll find out what and let you know when we get there.", Twilight said back. She still didn't know much about how the communicators worked. Hopefully, it was just a malfunction of some sort. But something in Twilight's stomach told her otherwise.

"It's not like them to not respond. Be careful Twilight.", Octavia cautioned. The three pegasi finally broke through the final layer of clouds to see Cloudsdale before them.

Dark Clouds

Cloudsdale was empty when the three of them landed. The town of clouds wasn't the biggest city in the sky, other pegasi should've been easier to spot. The streets and buildings were as empty of ponies as Ponyville.

"Something's not right here. Where is everypony?" the pegasi who carried her asked.

"Maybe they're all at the powerplant. Let's head over there now." the other pegasi suggested. Twilight nodded. The three of them trotted quickly through the streets of clouds. The city was uncomfortably silent and remained silent as they reached the powerplant near the center of town. Unlike the other structurs in town, the powerplant was actually inside the couds that supported Cloudsdale. The entrance was a slope to a set of smoothed doors that lead underneath the clouds. The doors opened as the three approached but no one came out.

"There should be somepony here. I don't like the look of this.", one pegasi said.

"Hello? Is anypony there? Spitfire? Soarin? Cloudchaser, anypony?", the other called out. Nopony answered. The high altitude sound of wind whipping around them was the only thing that broke the silence. They walked down the slope to the entrance. Behind the doors, the hallways were pitchblack. The clouds felt considerably colder as Twilight approached the entrance.

The first pegasi peered inside. "Why aren't the lights on?"

"Our priority's the Tri-Tesla Reactor. Twilight, do you think you could give us some light?" the other asked.

Twilight lit her horn and took the lead. "Let's stick together, stay close and we'll get to the bottom of this." she said as her horn illuminated the space beyond. As she stepped through the doors, they slammed shut behind her, cutting her off from the pegasi. A trap! She turned around as her heart started racing.

"What just happened? Hello?" she called out to the pegasi in panic, pounding her hooves on the door.

"The security system just activated! The plant's gone into lockdown!" one of the pegasi said from behind the door.

"Twilight, there's no way through these doors and we can't open them!" the other shouted.

"You mean I'm trapped?!" Twilight turned around and pressed her back to the door. She shined her horn ahead of her to fight at the darkness around her. Her breathing became rapid.

"If you can get to the reactor you can end the lockdown! Silverline and I will try to get to the back entrance, just get to the reactor as soon as you can! That's our first objective!" the first pegasi said.

"This place is huge! How do I find the reactor? What if I get lost?!" she asked, her voice shaking. Twilight's head darted from shadow to shadow ahead of her. The staircase leading downward ahead of her looked like a hungry dark maw ready to swallow her whole as she pressed against the door.

"Do you see a set of three grey tubes on the wall to the right?", the first pegasi asked, his voice calm.

Twilight closed her eyes and shook her head. She focused on what the pegasi said, fighting to get through her fear. She looked to the right as she trembled and made out three grey tubes, one thick in the middle and two thin on the outside. "Ye-ye-yesss...", Twilight whispered in the darkness.

"Those are the primary power conduits. They lead right to the core. Follow them and they should get you straight to the reactor. Talk to Vinyl and Octavia, they'll get you through this." the other pegasi said.

"Skimmer and I will try to find the emergency maintainence entrance underneath. You can do this Twilight." Silverline encouraged her.

"O... okay." Twilight replied, slowly removing her back from the wall and getting on all fours. "You two be careful too okay?"

"We'll see you on the other side Twilight." Skimmer said as they both left. Twilight gritted her teeth and put more power in the illumination spell she'd cast, causing her horn to produce a little more light. It was a simple spell and didn't require much effort or magic but she still wouldn't be able to keep it up forever. She walked down the stairwell and into the darkness.

The top of Cloudsdale was filled with puffy and artfully designed buildings, most of them supported by intricate coloumns crafted from the finest clouds in the sky. Underneath, the clouds turned grey and were smoothed to an efficient standard of conformity as Twilight traveled deeper into the plant. It would've been easy to get lost in there, she followed the tubes on the wall that the pegasi had pointed out. Lamps hung from the cieling but the only lights in the plant were those of the occasional wall terminal and Twilight's own horn. She called out into the darkness on occasion only to have echoes of her own voice as the reply. She continued on.

She reached a crossways in her path, three ways ahead of her. The tubes continued on the right wall and so she took the right path further downward. Twilight decided to give Vinyl and Octavia another update.

"Vinyl? Octavia? You there?" she asked into her communicator.

"We're here Twilight. Did you find Spitfire?" Octavia asked.

"No, Cloudsdale's empty. I'm in the powerplant now but it went into lockdown. I was with Silverline and Skimmer but we got seperated when I entered the plant; it went into some kind of lockdown." Twilight explained. Her hoof stepped in something cold and wet as she walked. Twilight looked down at her hoof as her heart raced again. Only water. She let out a heavy sigh and continued on.

"That doesn't sound good. It could be a trap Twilight. Be on your gaurd." Octavia cautioned.

"It's pitch dark in here and I can barely see two feet in front of me! How am I supposed to keep my gaurd up?" Twilight questioned the advice.

"The darkness can be your ally Twilight. You can't see them but they can't see you either. Use it to your advantage, rely on your other senses, your ears, your nose, the taste of the air, the feel of the surfaces around you. Your eyes can decieve you, don't trust them." Vinyl said.

Twilight had to agree; sight wasn't getting her any where. But the powerplant was completely silent as Twilight continued to the reactor. Twilight turned another corner and stepped into another puddle on the floor. She decided to ignore this one. Finally, the tubes led to a door. As Twilight's horn illuminated the doorway, she noticed a pony standing beside it facing the terminal on the wall.

"Oh thank goodness. Hey, what's going on here? Where's Spitfire and the others?" Twilight asked the orange pony ahead of her. He said nothing, didn't turn to face her. He was wearing a white lab coat and seemed completely absorbed in the terminal he was facing.

"Hey, are you okay?" Twilight said as she approached. She placed a hoof on his side and he slid to the floor with a dull thud. The pegasi's neck had a gaping hole in it that leaked blood. The corpse had been propped up by the termial. Twilight screamed and caught sight of her hooves covered in blood.

Boss Battle! Climate Clash: Twilight vs. Raider Phase 1

"Twilight! Calm down!", Octavia said into her ear. Twilight was pressed herself against the wall as she stared at the corpse of the pegasi on the floor. Tears streamed down her face, her chest felt like there were hot coals in it and her breathing became rapid as panic took over. Her head hurt, her face hurt, she was confused. This was the first time she'd ever witnessed death.

"He's... he's dead! He's dead!", her frightened voice shook violently between breaths as she spoke into the communicator. She tried to think quickly, she had to get away. She wanted to run, wanted to hide. The adrenaline had been keeping Twilight together but alone, in the dark and afraid for her life it ebbed away into nothing.

"Twilight, listen to me. You need to relax. He's dead, you can't help him now. But more will join him if you lose it now.", Vinyl said. Her words were stern but offered little comfort. Somewhere in the back of her mind, Twilight's logical self agreed and fought to press on but this part of her was under the pressure of a tidal wave of fear that threatened to consume her every impulse. She stood there, paralyzed, hypyerventilating and sobbing.

"Think of your friends Twilight. They need you right now, Equestria needs you to be strong right now.", Vinyl continued. Twilight swallowed hard and lowered her hooves onto the ground. She took several deep breaths, her hooves shook.

"We're right here with you Twilight. It's going to be okay.", Octavia said. What she wouldn't have given to have her friends, even one of her friends with her right now. She took one final deep breath and approached the door. It was locked. She looked over at the terminal, covered in blood. The stallion who'd died standing there must've been trying to get the door open when he... when he'd been stabbed by something. Twilight pressed a green button splattered with blood on the terminal and the door opened. Sparing one last glance at the victim, she walked on.

"You okay now Twilight?", Octavia asked.

"Yeah... I'm okay.", she said. She tried to quickly forget about the incident behind her. She stepped through the doorway into the reactor control room, a small suite overlooking the reactor. Instrument panels lined the wall in front of her and provided the only light in the room itself. A low, droning hum filled the air as she looked around. Above the panels,
windows provided a view of the reactor beyond. The reactor itself glowed a faint, eerie blue against the darkness of the large room beyond the windows.

"Spitfire? Anypony here?" Twilight called out into the darkness. No answer. Her heart still raced and her hooves were cold as ice. She wanted more than anything else to turn around and run in the opposite direction but still she pressed on. Taking another deep breath, she opened the control room's door into the main reactor and stepped into the room itself. A catwalk ran across the peremiter of the room. There weren't any railings to hold onto. Twilight guessed it had been designed for pegasi so they could fly around easier. Staying close to the wall, she stepped out onto the catwalk.

The pipes that she'd followed to get there still traced the wall so she continued to follow them. They lead her around the corner to the opposite side of the room. A ramp lead down to reactor. Carefully, she approached the large glowing cylinder in the room.

The Tri-Tesla Reactor looked like a large, grey pineapple in the center of the room with several thick blue rings around its body. The hum grew louder as she got closer to the reactor. As she finally reached the end of the ramp, her horn finally illuminated the floor though she wished it hadn't. Two more dead pegasi were near the base of the ramp, their throats slashed. She closed her eyes hard and looked up and away from the bloody sight before her. Again, it was hard for her to just be there.

"Is... is anypony here? Please..." Twilight cried out in a pained voice.

"Twilight..." a voice answered weakly. It was Spitfire. Twilight ran around to the other side of the reactor, ignoring the ground at her hooves and hugging the reactor as she ran. Spitfire sat slumped in front of a terminal facing the reactor. Her Wonderbolt costume she wore was punctured in the side and a dark wet spot surrounded the hole. She winced as she saw Twilight.

"Must look pretty bad huh?" Spitfire said as she clutched the wound in her side. Twilight didn't realize her expression was one of pure shock and horror.

"What did this? What happened?" Twilight asked.

"We don't have time. Soarin led it outside but it could come back." Spitfire said.

"We have to get you help. We need to end the lockdown and get you out of here." Twilight said as she reached for the controls. Quickly she found the button to release the security features and pressed it.

"NO! Don't touch that, if you do-" Spitfire called out but Twilight had already pressed the button. Lamps on the ceiling crackled on and illuminated the room. Twilight felt like she was going to throw up. Bodies of pegasi, maybe a dozen, surrounded them. Blood and feathers coated the floor. Spitfire closed her own eyes and slammed a hoof into the floor. Quickly, she tried scrambling to her feet.

"Why did you do that?! We've got to reengage the lockdown and-"

"We need to get you medical attention right now Spitfire." Twilight did her best to shut out everything that was around her and focus on Spitfire's wounds. She was also eager to get out herself and leave this place behind them. Above them, the lights crackled again and went out.

"Power failure. I've been draining all the facility's electricity into the reactor to build up a charge. But I had to switch some back to security in case that-" a door on the ground floor opened right in front of them interrupting Spitfire. Two glowing magenta orbs pierced the darkness in front of them.

"...in case it came back." Spitfire finished.

Twilight's stomach knotted and did a backflip as she saw the two glowing spheres before them. "What is it?" she asked, her voice a fearful whisper.

"Twilight, run." Spitfire told her. Twilight let fear take over and started running around the reactor again to the ramp. She had to take a few seconds to walk over a few of the pegasi bodies as she made it around the reactor. She was halfway around the reactor when a noise like a rocket filled the air. A blaze of light flew over her and landed on top of the ramp. Twilight made out what looked to be a body of a pegasus attatched to the two red orbs as the light from its back illuminated the darkness. The sound of metal pounding on metal echoed off the room's walls as the pegasus started walking down the ramp. Twilight turned and ran the other way.

A piece of stell cut through the air as Twilight rounded the corner. It struck the wall in front of Twilight and made her stop in her tracks. What looked like a feather only longer, sharper and metallic jutted out of one of the pipes attatched to the wall. Twilight turned around as the two red orbs drew closer to her. Twilight had to duck underneath the metal feather in order to get by, she turned around to keep an eye on the attacker. She had to get past whatever this was and get up the ramp. Still, the strange metal pegasus came closer to her, the sound of its hooves clanked on the floor.

Twilight thought fast. Using her magic, she ripped the pipe that had been punctured out of the wall as the pegasi walked past it. The end of the pipe smacked the pegasus in the head and sent it flying to the floor. It started to get up when Twilight ripped a section of the pipe out of the wall and threw it as hard as she could at the assailant. The creature recovered and used one of its wings to slice the pipe in half before it could strike. Twilight saw a flash of silver in the light and realized that the creature's wings were made of steel and sharpened like blades.

Running out of options, Twilight used her magic to pull the metal feather out of pipe and levitated it before her. The creature came at her quickly with blades out, Twilight used her improvised weapon to block, shoving it between the blades of the attacker. She grunted as the creature bore down to break the metal feather, her magic straining. Twilight ripped another section of the piping out of the wall and bashed the pegasus with it while its wings were blocked. The sound of metal clanging against metal rang out as the pipe struck the pegasus' head. The creature didn't even flinch as the pipe hit it repeatedly. Twilight released the piece of metal temporarily and put even more power into the next blow. She brought the piece of piping right into the side of the pegasus' head with enough strength to lift it off the ground. It smacked into the side of the reactor and fell to the floor with a metal crash. The lights in the room flickered on again.

"Most impressive Twilight Sparkle." a familiar voice said. Twilight recognized it immediately as the same voice that had come from the machine that had attacked them at the castle. Twilight looked around. Where was it coming from now?

"I think a little more direct action is necessary." the voice came from the pegasus as it picked itself up off the floor. Twilight was shocked again as she looked at the creature that had attacked her. Its entire body was covered in a greyish-blue metal and its wings were tipped with blood. It shook its head as it stood. The sight of it was frightful but what shocked Twilight most was what was on top of its head, the tuft of a rainbow-colored mane.

"Who... what are you?!" Twilight asked as she stepped back.

"What's the matter Twilight? Surprised to see an old friend?" the voice said as it came closer.

"Rai... Rainbow Dash?" Twilight gasped.

"That name no longer exists. Meet the 'improved' pegasus, rebuilt from the ground up. Fast, deadly, effecient and loyal to me. Reinfroced armor, enhanced propulsion and advanced targeting and weapons systems make her far more lethal than the average pegasi. The first in a line of my personal soldiers, Raider is the perfect killing machine, perfect for tearing apart other worthless pegasi." the eyes of the creature narrowed as it walked towards Twilight.

"You... what did you do to her? What did you make her do?!" Twilight demanded in horror and confusion.

"Allow me to demonstrate." the voice said confidently. "Raider" unsheathed its wings and drew closer for an attack.

Boss Battle! Reaction: Twilight vs. Raider Phase 2

Vice grinned as he looked at the monitor. He saw the world through Raider's eyes. Twilight was giving her quite the workout, not like the other ponies had. He'd been content to let Raider engage and complete the mission herself until Twilight proved to be a tad more resilient than expected. She'd managed to knock Raider around a bit so Vice himself had assumed direct control and was now piloting the cyborg pegasus just as easily as he piloted RAM only from his command center in the dungeons of Canterlot Castle instead of a cockpit.

He watched the purple unicorn back away as he advanced Raider toward her. He couldn't help but find the irony delicious; he was about to kill the pathetic arcanist with her own friend. It was almost poetic. Vice was right to assume the pegasi would retalliate. If they'd attacked using the generator, the energy shield would indeed have collapsed and his army in Canterlot would've been defenseless against a pegasi attack from a fortified position. Once the shield was down, the pegasi could've used storm clouds to bombard his army into submission. Despite having armor immune to magic, his technology was still very vulnerable to nature. He considered adding rubber to insulate the armor as he fought Twilight. A project for another day perhaps.

Twilight dodged the mechanical beast's attacks. What had happened to Rainbow Dash? What was going on? She was on the verge of tears again but the fear of being sliced in half kept her mind on the present. The cyborg slashed at Twilight with the blades on its wings giving her only seconds to dodge. It had Rainbow Dash's speed but nothing else.

"Rainbow Dash! Snap out of it!"
MANUAL OVERRIDE INITIATED an automated voice spoke.
"Hahahaha! There is no Rainbow Dash any longer! Your little friend works for me now!"
WARNING. REACTOR SAFETIES DISENGAGED the voice spoke again. The lights in the room changed to a dim red. On the center of the reactor, three rings spun and sank into the floor exposing raw blue elecrical currents spinning around the reactor. The cyborg swiped at Twilight again, scratching her cheek. Twilight actually felt a sting and examined the cut quickly. It wasn't deep but she was bleeding. What had this monster done to Rainbow Dash? The cyborg continued pressing the attack, its eyes narrow and glowing.

"What have you done to her?! Stop it! I can't... I can't-"

"Twilight! Throw her into the reactor!" Spitfire shouted.

"What?!!"

"Throw her into the reactor! It'll fry her!" Spitfire had managed to deactivate the reactor's safety features during the fighting. The Tri-Tesla reactor's inner components were now completely exposed. Incredible amounts of lightning surged through the three coils that rung around the machine. The air grew warm and filled with the sound of electric crackles.

"But it's Rainbow Dash! I can't..."

"Twilight, that's not Rainbow Dash!" Spitfire shouted with her eyes closed. The cyborg continued advancing on Twilight who was now teleporting about the room to stay out of range. She was getting exhausted and her magic power was draining. She couldn't keep dodging forever.

"But..." Twilight argued.

"Think Twilight! Rainbow Dash wouldn't do this! Would she?!"

"No but-"

"She would never betray her friends, she'd never hurt anypony!"

"I don't, I just-" Twilight looked at the creature's eyes, glowing and mechanical. Her rainbow mane and tail that stuck out through spaces in the armor were the only indications that the technological terror attacking her was once Rainbow Dash.

"Rainbow Dash wouldn't do this Twilight. She'd want you to do the right thing! She'd want you to stop this!"

"I... I..." Twilight shook her head. There had to be some way, some way to save her, do something, if only she had a spell, if only she had time to prepare, time to think, anything, her mind raced. A left wing hit Twilight right in the face and cut through a few hairs of her mane and sliced her lip. Another glancing blow but she tasted blood.

"Be loyal to the true Rainbow Dash!" Spitfire practically pleaded with Twilight to get her to see reason. Twilight fought back the tears in her eyes but they fell anyway. She gritted her teeth and braced her hooves on the ground.

Vice had enjoyed mocking the arcanist and chasing her around but he'd had enough fun. Now it was time to finish this, torch the reactor and fly his new toy home. He flipped up both wings on Raider high and splayed out in preparation to take off Twilight's head.

Twilight was prepared for the attack and summoned an energy shield right before the blades came down on her. The wings bounced off the shield and the cyborg was knocked back. Using her magic, Twilight ripped the floor panels underneath the machine up and flipped it like a rug. The mechanical monster was knocked off its feet and flew backwards. Twilight quickly ripped two more pieces of pipe off the wall. She moved closer to the creature as it scrambled to its feet. She flipped the floor panel underneath it one more time, knocking it in the air again and then using the two pipe sections, smacked the cyborg into the reactor.

Electricity exploded outward as the metal pegasus collided with the center coil, the electricity now surging directly through Raider herself. Explosions rippled through her armor and smoke rose from the mechanical components. Raider stuck to the reactor for a few seconds as the current passed through her chassis. A blue flash erupted from the reactor. Raider fell to the ground in a smoking, smoldering heap.

"Rainbow! Rainbow Dash!" Twilight called as she ran over to her friend. What had she just done? The legs of the creature made mechanical pops as it struggled to stand.

"It's not down yet! Finish it Twilight!" Spitfire called. The pegasus bot shook its head and finally stood, gears grinding as its wings flittered unctrollably. The lights in its head flickered and it stumbled slightly and fell again.

"Wait! These implants are keeping her alive! If you disable them, she'll die!" the voice of Lord Vice spoke through the mouthpiece of Raider's helmet. Twilight almost stopped dead in her tracks as the implications hit her like a train.

"No, she's already gone. And now I have to stop you!" Twilight's horn glowed as she prepared to do what was necessary. She gritted her teeth and held her head high.

"Are you really going to do that Twilight? Kill your own best friend?" Vice said again. The eyelids on the creature moved downward into a look of sorrow. Twilight saw the chest of the armor expand as it lay in front of her. The cyborg was breathing rapidly, almost gasping for breath as it stared back at her. Twilight felt tears roll down her eyes again. She couldn't do this. She turned quickly and her horn stopped glowing. She held her head low as she took a step away and cried.

"Pathetic." Vice said. In a flash, Raider lunged out at Twilight with both wings. Twilight turned and bucked the cyborg right in the face. Raider was kicked into the air and slammed into the reactor's bottom coil. One of its wing-blades stuck into the coil itself and electricity surged through the armor of the cyborg herself. The coils on the reactor glowed brighter from blue to white and then exploded.

Flashback part 2: Keeping Up Appearances

Old Equestria, 1500 years ago
Ponyville, Pudding Residence
15 days before Unification Day

"Well? How do I look?" Rice asked as he adjusted the collar of his shirt.

"The hat makes you look silly daddy." his son said with a giggle.

"Hey now, your great-great-grandmother was the first Pudding to wear this hat when she was chancellor during the first-"

"-first Hearth's Warming Eve, you told me daddy. It still looks silly." his son remarked. Rice smiled at the young colt. He'd taught Vice well and didn't need to remind him. Rice was the second pony in his family to be elected chancellor, the first being his great-grandmother Puddinghead. That being said, his son was right: the hat was silly. It had only been a coincidence that the chancellor's hat was actually made to look like a bowl of pudding resting atop one's head though his great-grandmother was known for her eccentric and quirky nature. Still, Rice hoped to follow in the hoofsteps of Chancellor Puddinghead today when he talked to the two other tribe leaders. Looking the part was important.

He examined himself one last time in the mirror making sure the outfit was perfect. The pink color and poofy style didn't really fit him that well but he thought adhering to tradition would be good for his first summit with the tribe leaders. "I think that about does it. You ready to get going?"

Vice thought for a moment and then grabbed his Smarty Pants doll from off a shelf behind him. "I am now." He took the doll everywhere with him, the last gift he'd recieved from both his father and mother. Rice had done his best to bring up his mother slowly; he knew how hard it had been on their son. Unfortunately, Rice was having a hard time bringing it up at all. He smiled at his son holding the doll and fought back the stabbing pain in his stomach.

"Let's not keep the other tribe leaders waiting then. We should be done in a couple of hours... I hope." Rice said, hoping he sounded more optimistic than he thought. He lead his son out of their house and into the Ponyville street. The townsfolk greeted him as they walked. Rice was only too proud to represent them.

"You excited to spend some time with Cake?"

"Yeah, I guess so."

Rice picked up on his son's tone. "I thought you two were friends."

"We are, it's just, he's learning to do magic."

"Oh..." Rice understood immediately what was bothering his son.

"I just wish I could learn something to make me special." Vice said. They'd had the discussion before. Pegasi learned to fly, unicorns learned magic, earth ponies... learned dirt. Horn and wing jealousy wasn't something discussed often amongst ponies even in private conversations. Accepting one's destiny was simply how ponies got through the day. For some, it was harder to accept than others. Rice was detirmined it wouldn't be hard on Vice.

"Well, maybe it's time you started learning magic too." Rice said with a glimmer in his eye.

"You mean earth pony magic?" Vice's enthusiasm perked up instantly. Earth pony magic, the term Rice had taught his son as a way of explaining science and technology to the young colt. Truly though, he believed there was some magic in what he did. He just wished the other tribes could see it...

"That's right. How about I take you to the workshop tomorrow? Daddy'll show you all what kind of magic he's working on."

"You mean it? Really?!" his asked excitedly.

"Of course! We'll even get you a few copies of some earth pony spell books." Rice said, referring to some basic instruction manuals. It would be a good place to start. A nice crafting project together would be the perfect way to show him that earth ponies can accomplish great things even without wings and magic. It would be a small demonstration but it would be a start.

They reached the Cake's house at the corner of Sugar Street and Cube Road, the developing area of town. Several families had opened up stores in the area and business was prominent. In time, it was likely this corner of town would become something of a social center. Rice knocked on the door with a hoof. The door opened to reveal a large cream colored stallion with a heavy brown beard. He stood at least a head taller than Rice and he wore a smile on his face as the two stood in front of him.

"Chancellor Rice Pudding!" he announced with a formal bow. "How good to see you my friend! It's the big day isn't it?"

"It's good to see you too Bunt. I'm actually on my way over there now, just dropping off Vice for a while."

"Of course, of course! Well, come on in." Bunt crouched down a bit to address Vice. "Cake's probably up in his room if you want to go see him." Rice shyly nodded and trotted past the larger stallion. Vice and Bunt watched him as he walked inside.

"He's still a little shy." Rice said as he watched.

"Yeah. He'll grow out of it I'm sure." Bunt said as he looked over his shoulder.

"So, he tells me Cake's started studying magic." Rice said, starting a conversation.

"Oh yeah, we're real proud of him. He's been reading his spell books all night." Bunt sounded like he was trying to be happy but at the same time on the verge of tears.

"It'll be time for him to join the unicorns then won't it? He'll be going to a school in Canterlot." Rice asked.

"I know... he's mother and I couldn't be happier." Bunt turned around, still smiling. Tears rolled down his face. Rice knew too well that they weren't tears of joy.

The Cakes were earth ponies but their son was a unicorn. On rare occassions, pony parents had offspring that were a different species entirely. A pegasi and a unicorn could produce an earth pony foal, two unicorns could produce a pegasus, etc. According to the legend, this was to keep balance between the tribes. But the tribes were seperate, the earth ponies had Ponyville, the pegasi had Cloudsdale and the unicorns had Canterlot. On these rare occassions, the foal was sent to an academy in one of the communities with others of their species. It was considered 'natural'. Unforutnately, it also meant the cakes would likely never see their son again except on rare occassions. It was one of the things Rice believed and others like him believed needed to stop.

"Bunt, I'm sorry. I... I'm so sorry."

"It's okay Rice. Really, it's fine. He's going to be the best unicorn in Equestria. He'll learn all sorts of magic." Bunt now cried uncontrollably as he spoke.

"No, it's not. I... I'm going to put a stop to it." Rice declared. He was almost on the verge of tears himself now. What if Vice had been a unicorn? Or a pegasus? Or an alicorn? There were families like this all over Equestria. Pegasi, unciorn and earth pony alike. It was time for the tribes to be united.

"Oh... don't do anything on our account. We'll be fine..." Bunt tried to sound optimistic through the tears given the hoplessness of the situation.

"It's not just for you Bunt. It's for all of us. Don't worry, I will get them to see things our way." Rice consoled his friend.

"Yeah... I know you will Rice. You better get going now. Don't want to be late for your first meeting right?" Bunt turned around and entered the house. Rice closed the door slowly behind them, turned and walked towards the town hall. His eyes were on the ground as he walked the streets towards his destiny. He noticed his shadow and saw the pudding hat atop his head. He couldn't help but grin. Rice picked his head up marched on, renewed and confident that he would make the other two tribe leaders understand things. He'd do it for every pony in Ponyville. Nay, he'd do it for every pony in Equestria. He trotted on.

Author's Note

I felt that putting this flashback chapter right in the middle of a major confrontation was a good way to break things up. So this flashback is set to occur directly after the boss battle with Raider. Here we learn more about the problems in Old Equestria and are given hints as to how they have effected things today. We're also introduced to elements that we know have developed in the future such as Sugarcube Corner and Mr. Cake's great-great-great-grandfather who he claimed was a unicorn. Finally, the reader is given a few more hints about the conflict that Rice is enduring and how they play a major part in the story considering he is the villain's father doing his best to be heroic despite incredible adversity and painful recent loss.

Cloudsdale Destroyed

Vice shook the controls of the terminal he was seated at in frustration. No matter what he did, the picture on the screen displayed the same "CONNECTION LOST" message flashing in red amongst a background of static. His signal with Raider had been knocked out the second time she'd collided with the reactor. There was still a slim chance that Raider had survived the explosion and her default programming would return her to the castle but he wasn't about to get his hopes up. The job had been done and Cloudsdale and its compliment of pegasi were no longer a threat. Even the purple unicorn 'savior' the princess had saved from capture had been dealt with. He felt satisfied that she'd died in the explosion but wouldn't allow his gaurd to be down if that wasn't the case. Arcanists were known for pulling all sorts of random tricks. It was better to be prepared.

"Update. How are the repairs on RAM?" Vice asked the communicator in his right-arm prosthetic.

The voice of Dagger, one of his two top lieutenants replied immediately. "Progressing slowly. Our engineers have had to rebuild two of the instrument panels from scratch. Flight circuits are almost restored."

He closed his eyes and ran the mechanical fingers of his left arm through his mane. The destruction of the Cloudsdale reactor had bought them some time. Hopefully the next phase of his plan would already be started by the time the other countries mounted an organized response.

"What of our operations in the Everfree?"

"The prisoners have begun digging and the first shipment of materials will arrive on schedule next week sir. We should be able to begin production shortly after."

"If production is going to be this simple, why are repairs not complete on RAM now?" Vice asked, impatient.

"We just don't have the materials sir. We simply haven't found enough in the Canterlot Castle as we expected."

Vice sighed heavily and closed his eyes. "We have to make sure nothing happens to those shipments then. Is there anything we can salvage that could bolster our defenses there?"

"Not that I'm aware of sir."

"All right... I need one of you to oversee things personally then. Take a single-rail car and make sure that that shipment arrives on time."

"Yes my lord. Are you expecting additional hostilities?" Dagger asked.

"We're a bit more vulnerable than I'd like to be at this point. Cloudsdale's not a threat and neither is the princess's favorite student but until RAM is operational and production is underway, we will have to be on our gaurd. I'm going to see if I can do something else to buy us a little more time." Vice explained.

"Yes sir. I will depart at once." Dagger replied and his communicator went silent. Vice took a look up at the monitor one last time and then switched it off. He was doing the right thing by planning ahead but he still had to acknowledge the mistakes he'd made. How long could he go on making his own luck?

Spitfire just barely escaped the reactor as it exploded. A hole had been blown open in the floor and Cloudsdale itself had begun disintegrating rapidly. Twilight had been blasted through the floor by the explosion and Spitfire had gone after her. The wound in her shoulder still hurt but the Wonderbolt's captain fought to fly through the pain. She looked around for Twilight and finally spotted a purple dot descending towards Equestria's surface. Spitfire shot after it.

The purple dot materialized into the form of Twilight as Spitfire dove. She didn't know if she had the strength to carry both of them, even now the pain in her shoulder was amplified by the wind whipping past her. She had to catch her though. Twilight's survival was more important than her own.

Twilight tumbled as she descended. Spitfire realized she was unconcious. Equestria grew closer as she dove. Twilight was falling almost as fast as she was flying. She had to catch her in time! She pushed both of her hooves together in an arrow-head dive. The pain in her shoulder became unbearable, black edges encroached around her vision. She thought she might pass out herself but still she dove. Just when she thought she couldn't take it any longer, a dark shadow swooped into view and Twilight's form vanished. Spitfire pulled back and braced her wings to decelerate. Panting, she hovered in midair and looked around, trying to find out where Twilight was.

"Spitfire, are you all right?" a voice asked from behind her. Spitfire turned to see Princess Luna carrying an unconcious Twilight on her back. Three other pegasi, Soarin, Silverline and Skimmer flew into view behind her.

"Your majesty! Thank goodness you're here." Spitfire said in releif.

"You're both hurt. We need to get you medical attention at once. Follow me, we must get to Ponyville." Luna said. She turned and flew off. Spitfire and the others followed. Soarin and Skimmer flew underneath Spitfire and held her up to help her fly. Spitfire spared one glance skyward as they flew. There wasn't a cloud in the sky but for some reason, it had never looked grayer in her entire life. Cloudsdale was gone. The five of them flew to Ponyville in silence.

Happy Thoughts

Canterlot outskirts, the night of Princess Celestia's birthday

Luna flew away from Canterlot Castle as fast as she could. She'd arrived in time to see her sister defeated before a giant monster and an army of metal-armored dogs. There was nothing she could do. Truthfully, she was scared and alone. Lost without her older sister's guidance, she didn't know what to do next but she knew if she stayed she would only wind up like her. So she fled.

She reached a cave in the moutain outside of town and looked back to see an orange shield envelope Canterlot. Lights in the city went out as the shield closed completely. What was going on? Why were these creatures invading and what did they want with the princess? Luna didn't know what to do. She focused on her own safety first as she entered the back of the cave.

A few hours passed. Neither the monster nor the creatures emerged from the shielded city and no one approached the cave where Luna hid. She allowed herself to calm down and weigh her options. It was likely that whatever invaders were in the town were asleep. She decided it was time to see what was going on. Using her powers as gaurdian of the night, she astrally projected herself into the world of dreams. Focusing, she sought out the dreams of those who were asleep inside Canterlot. She found the dogs, there dreams were simplistic but more complicated than that of the average dog. She stretched out further, searching for whoever was responsible for these attacks. She projected herself into the castle itself.

Luna couldn't find her sister's mind amongst those in the Canterlot. Either she wasn't asleep or... she could be unconcious or worse but Luna didn't allow herself to think of the alternative. She focused in, searching the castle. Finally she found a dream she could enter and dove in.

The dream world materialzed around Luna as she projected herself into the mind of this individual. The dream took the form of Ponyville, an old Ponyville she didn't recognize. The buildings were of an older design, ancient by today's standards but they looked brand new in this dream. The ponies that inhabitated this dream Ponyville had older cutie marks, those she'd only seen in books. Luna couldn't interact with dreams but she could interact with their owners. She walked down the roads of the dream town and searched for the owner of this particular dream when the owner found her.

"Just like you arcanists. Can't help sticking your noses in places they don't belong." a voice said. A brown stallion with a gray mane had appeared at her side and was watching the road with her as he talked. Luna turned to face him and noticed something odd: he stood on his two hind legs and had some sort of metallic limbs with digits at the end, like the upright beings, dragons, dogs and the like.

"Who are you?" Luna asked in a formal but firm tone.

"Who am I? I am Equestria's future. I am Lord Vice, King of Equestria." the stallion turned to face her and his voice took on a threatening tone. The dream shifted around Luna quickly, vibrating and melting into colorful distortions. The dream rematerialized with Luna and Vice standing in midair high above a city in the moutains, the sky an angry orange sunset. The city below them was a strange menagerie of boxy grey buildings, paved roads and not a single tree or blade of grass in sight. Machines flew above the buildings but not pegasi. Luna looked at the streets and saw ponies, all of them earth ponies walking upright in an orderly fasion. A fortress of matte-black and gray with strange protrusions coming from all sides dominated the side of a mountain. The metal monster Luna had seen attack her sister, there were dozens of them patrolling the streets and the castle. Other machines like them, hundreds were everywhere.

"How do you like the new Canterlot? Of course I was thinking of renaming it Vice City but I want to save that name for something with more beach access." Vice said with a chuckle.

"The new Canterlot? This is what you dream for our kingdom?!" Luna asked in shock and disgust.

"Correct, this is the future for your precious kingdom. A world driven by the power of science and technology free of arcanist oppression."

"Oppression? But Equestria has only experienced harmony and peace at the-"

"-at the expense of every other nation on this planet! You callously treat the other countries, other kingdoms, other races with disdain as you prance about your little cities in blissful ignorance! You force your own citizens to rely on your arcane sorcery while you keep the other nations under an iron hoof! And you have the arrogance to claim you are at peace?!!" Vice shouted in pure rage.

"We have done nothing of the sort! We've extended diplomatic ties to-" Vice reached through Luna's projection field and grasped her throat with a metallic hand. He lifted her into the air until she was dangling above the city.

"I've trained myself against dream projection techniques princess. I have no nightmares for you to explore, only happy thoughts. Although I can't hurt you here, if you dare invade the sanctity of my mind again I promise you I will make your sister suffer before she dies." Vice explained in voice that conveyed a calmness yet with a tone that sounded like bile.

Luna couldn't speak as she scraped her hooves along the prosthetic. How was he doing this? The dream world around her distorted into silvery waves as Vice stared at her, his eyes burning with hatred.

"And then I will use my Metal Gear RAM's rail gun to destroy the moon you love so dearly. I will make you the princess of nothing if you interfere again." Vice said, now his voice angry and full of irrational fury. He released her and the dream world vanished in an instant. She was back in the cave outside of Canterlot. Somehow, she could still feel the cold fingers of Vice's hand around her neck. She massaged her throat until the feeling abated. She then curled into a comfortable position in the back of the cave though she knew she wouldn't be getting any sleep tonight.

House Guests

Twilight regained conciousness as Luna, Spitfire and the others got her to her house. They got her and Spitfire into beds and tended to their wounds. Magic could only do so much but they were able to treat their injuries.

"Princess, I'm sorry. We failed you your majesty." Spitfire said weakly.

Luna placed a hoof on the pegasi's foreleg. "No Spitfire. We failed you."

"They destroyed it... they destroyed Cloudsdale. That thing... it slaughtered all of us." Soarin said, tears in his eyes. Despite being a member of the Wonderbolts and Spitfire's wingpony, he was a very sensitive pegasus and he hadn't experienced anything like this before.

"What was that thing anyway? Silverline asked.

Twilight's gaze fell to the floor. "...it was Rainbow Dash."

"What? This is... how is that possible? Why?" Luna asked, confused.

"I don't know. They... did something to her. Brainwashed her or something. They could be doing it to all our friends..." Twilight said on the verge of sobbing.

"Who would do this? And why?" Soarin asked.

Luna walked over to a corner of Twilight's library. "His name is Vice Pudding, he's the son of Chancellor Rice Pudding and the great-great-grandson of Chancellor Puddinghead." Luna pulled out a book from Twilight's shelf with her magic and levitated it back to the group. She opened it and turned to the relevant page.

"Chancellor? There hasn't been an earth pony Chancellor in over..." Twilight asked.

"Fifteen-hundred years." Luna stated.

"How can an earth pony live that long?" Twilight examined the book. Vice's picture wasn't among the old photos catalogued. She looked at the picture of Rice Pudding though. The last Chancellor of the earth ponies, the information underneath detailed that he was elected to office shortly before the very first Unification Day, the day the three tribes came together officially under the princess. Among his accomplishments, it listed that he founded Equestria's first railroad and was instrumental in the development of the train. His passage was a short one and it didn't list much about a family except for a son named Vice and a wife named Sorbet.

"We only know of magic that can extend one's life. It is a privelage that only few have attained like myself and always because their special purpose has demanded it." Luna explained.

"Is it possible he created a way to live longer?" Skimmer asked.

"I don't know. He seems to anticpate our every move." Twilight said as she closed the book.

"What is our next move?" Soarin asked.

"Without the Tri-Tesla reactor, we need to find another way of getting past that barrier and into Canterlot." Luna said.

"We have Princess Luna now. You can use your magic to open up that shield and get us inside." Twilight suggested, her voice determined and sure.

"Not even my magic is strong enough to get through that shield Twilight. I don't know if even I and my sister together could break that barrier." Luna explained.

"We need to rally our allies. We gather our forces and... and take the castle by storm!" Spitfire suggested from the bed.

"Retreat? We can't just abandon our friends, the princess, stuck in the castle under the control of that-" Twilight went off on a tangent, apalled at the idea.

"What choice do we have Twilight? We can't get through that barrier without the Tri-Tesla reactor. Only if we gather our forces do we stand any chance of getting through that shield. We must assemble our allies and then strike." Luna said.

"You... you don't have enough time for that." a mysterious voice proclaimed in an impish tone. The voice sounded almost reptellian in nature, the kind found in hushed dark circles. It came from just outside the door to Twilight's house.

Luna walked over and opened the door to see a dog soldier standing in front of her. "You picked the wrong house to check bub!" Soarin asked, flying over.

"Stop! He's with us!" Vinyl Scratch said, appearing from the side with Octavia.

"Sorry we're late. We were listening in over the communicator." Octavia explained. Twilight almost forgot she had it still attatched to her ear.

"What are you doing with this... dog?" Luna asked.

"We found him in the house when we first got Twilight. He doesn't like what's going on, he's agreed to help us." Vinyl explained.

"How do we know we can trust him?" Luna demanded.

"You don't have any other choice." the dog said. He stood upright and rubbed the tops of his paws. Unlike the other dogs, his armor and helmet had been removed. His fur that had been covered by the armor was a paler color than the rest of him.

"What do you mean by that?" Twilight asked.

"My name... my name is Saber. We uh,... we've met before, pony." he said.

Twilight remembered back to her first encounter with a Diamond Dog, what seemed like ages ago. "You... you were one of the dogs that captured Rarity!"

Saber nodded. "I helped them build Metal Gear RAM. But when it got broken, I couldn't fix it right away. They blamed me for what happened. When you found me, I was looking for a place to hide. Vice wants me dead."

"Him and his bros are bigshots in Vice's army but when the princess damaged their robot, someone had to take the blame. So they chose him." Vinyl helped explain.

"Your own brothers are going to let him kill you for what happened?" Twilight asked in disbelief. Saber nodded again. Twilight couldn't understand how brothers could allow this to happen to each other. It didn't make any sense, nothing made any sense.

"You said you helped them build... what is it exactly?" Luna asked.

"They call it Metal Gear RAM. Robotic Anti-magical Machine, it's what Vice used to attack the castle. My brothers and I built it, every part and put it together. He's going to make lots of them, build an army and take over every nation on Equestria."

"What do you know about Vice?" Twilight asked, thinking.

"He... he's very smart. I don't know where he came from, he just showed up one day and things started changing. He doesn't seem to like other ponies, he always walks on two legs and acts like a dog, or a dragon. He gave my clan armor and weapons, showed them how to fight. He told them we were being oppressed by the ponies, they were holding us back, keeping us from reaching our destinies." Saber said.

"That's a lie! Ponies have made no hostilities towards the dog clans!" Luna shouted.

"He says you don't care about anything but other ponies. You control this world, control all the magic and don't let any of the other nations have any."

"Magic is... not something we can always control or predict. It might seem like something ponies have complete control over but really our understanding of it is still limited." Twilight admitted.

"He wants to. He's trying to use his technology to get all the powers that Celestia has, the power to move the sun."

"That's preposterous! Only my sister and I have the power to move the sun and the moon. It is our destiny, our burden, not his." Luna scoffed at the notion.

"He says that technology eventually solves everything, even destiny. And he doesn't have a cutie mark."

"He... what? He's a blank flank?" Luna asked. Saber nodded slowly.

"The Blank Flank King. That's kind of funny when you think about it." Soarin remarked at the idea.

"He says his destiny is to be the king of Equestria, that's why he designed RAM."

"If you built it, can you destroy it?" Twilight asked.

Saber shrugged. "It's easy to break if you know how but not with magic. He said that you and your friends could've really busted it up if he hadn't been a better pilot. Princess Celestia blasted out the cockpit when Vice got out or it wouldn't be damaged right now."

"So it's not invincible... and it's broken now right?"

"Yes but they're trying to fix it. It's easy to break and fix but they're missing some pieces. They had to build new parts, took time. The materials they need are underground which is why they took the ponies in Ponyville. They're going to make them mine resources in the Everfree Forest and then use the train to ship them to Canterlot. They have the energy shield but Vice is still worried about the other nations. That's why he's fixing RAM first; he needs it to prevent other countries from attacking him until he can make more. The broken RAM he has now is the only one, the first prototype. If you try to go anywhere now, it will be too late. RAM will be repaired by then."

"So we have to stop those materials from reaching the castle then." Soarin said. Saber nodded solemnly with his head in a ducked, submissive position.

"We must do both. Soarin, Skimmer and Silverline, you will contact the other nations. We must face this threat together. I will stop the train from reaching the castle, Twilight will free the prisoners from Ponyville." Luna said. She had already put a plan together, they all nodded in agreement.

"I... I should come too." Spitfire tried to get up from her bed.

"No Spitfire. You must stay here and rest and try to recover. We will handle this." Luna said to her. Spitfire lay herself back down again and rubbed her shoulder.

"We'll stay here and take care of her. Thanks to Saber's helmet, we can listen in to what they're saying over their communicators. If something happens, we can let you know ahead of time." Vinyl said.

"Let's not waste any time. Twilight, go rescue the prisoners from the Everfree Forest. Get them out and to safety while I take care of the train. The three of you, get going to our neighbors. Get to them as fast as you can, warn them of RAM." They all nodded. Luna, Soarin, Skimmer and Silverline took to the sky as they exited Twilight's house. Twilight stepped outside and adjusted the communicator in her ears. She watched them fly off for a moment and then trotted off, sneaking into the shadows.

Eye on the Prisoner

"He's in here sir. We thought it was best to isolate him." the dog soldier explained as he lead his commanding officer to the door of the cell. He fumbled through his ring of keys for a moment before finally finding the right one and opening the door to the cell. Inside, bound in shackles that were bolted to either side of the room and the floor was a light brown stallion with red and black hair. A young earth pony, average height and build, he looked up at the two dogs as they entered.

"I see you brought a friend with you this time. Is he the one who takes you for your walks?" the pony asked, mockingly. The dog grunt snarled at the prisoner. The commanding dog took a step forward into the room and examined the pony. He raised an eyebrow; this was the one who was causing all the trouble on the dig teams?

"We had him on digging duty in the mines. Somehow in the past day, he sharpened down a piece of crystal into a knife and attacked two security teams." The dog handed his superior a green gem, sharp as a blade. "It took a whole squad to take him down. I've got troops in the infirmary."

"I should've whittled it into a bone and told them to 'go fetch'." the pony said with a goading smirk.

The commanding dog was beginning to get impatient with the stallion's mouth. "If he's being difficult, why has he not been dealt with?"

The grunt pulled out a small black and red pendant. "He was found with this."

The commander looked at the jewelry. "The Alicorn Amulet? Where did you get this?"

"Durr, I found it on da ground and picked it up cuz it was pretty." the pony played dumb.

"What were you planning on doing with this? You can't even use magic, it's useless to you!"

"I found it being used as a door stop. Figured if I just layed it there, one of you dumb mutts would've eaten it." the pony said. This earned him a backhand to the face from the commander. The prisoner's head reeled back from the blow.

"Talk! You were planning on getting this to that other princess weren't you?!" the commander demanded.

The young stallion turned back to face his attacker. He spat blood onto the mutt's mug. "Kiss my flank!" he shouted.

"I haven't been able to get anywhere with him sir."

"You said it took an entire squad to incapacitate him?"

"Yes sir. There injuries aren't serious but-"

"I think I'll have a chat with Lord Vice about him. He might be useful to us with the proper modifications." The commander started leaving the room.

"Why? You overdue for your flea bath?" the pony asked as they left the room. The door closed behind them and their footsteps echoed down the corridor until they left.

Bullseye grabbed the Alicorn Amulet from the stand beside him. The dogs had been right; he couldn't use magic so its magical powers were useless to him. But the edges of the pendant were perfect to pick the locks on the binds holding him in place. He tasted blood in his mouth, the mutts hit hard. He spat on the floor as he freed himself from his restraints.

Slowly, Bullseye brought himself down on all fours. The locks had held him in an upright position. They were clearly meant for bipeds, punishing other dogs most likely. Examining the floor, it looked as if the room's past occupants had seen more than their fair share of discipline. He put the Alicorn Amulet around his neck. He wasn't a unicorn or alicorn, so its dark properties wouldn't corrupt him, at least he hoped. He picked up the shiv he'd made from crystal with his mouth and started picking at the lock to the door. After a few moments, the lock snapped and the door slid open with a creak. He stepped outside, for the moment the cellblock was clear.

He wasn't quite sure how far into the Everfree Forest the mining compound was but using the sun as a compass, he could make his way to Ponyville. He thought about what the dogs had said about the other princess. They must've been talking about Luna. Maybe, if she escaped capture and got ahold of the Alicorn Amulet, she could use it to take out the soldiers. Gripping the shiv in his teeth, Bullseye trotted into the cellblock halls.

Author's Note

So, here we see some development from behind enemy lines and get our first glimpse of what's happening inside the Everfree Forest. A certain original character makes his debut as well, I hope that the creator is pleased with the outcome. I had fun writing the dialogue for him, especially the phrase "Kiss my flank!" which I'm now wanting to see on a t-shirt.

Into the Woods

Twilight dashed from shade to shade as she galloped to the edge of the Everfree Forest. There were still patrols left in town but fewer than there had been before. Twilight was easily able to evade them as she hurried through the outskirts of Ponyville. Within a few moments, the town was behind her and she entered the forest.

"Twilight, we're listening in on the enemy comms through Saber's headset. Vice's forces have moved the Ponyville prisoners into the forest in order to mine materials and ship them to Canterlot. They've paved a road into the Everfree in order to extend the rail road into the forest but it's not finished yet." Octavia said over Twilight's communicator. Twilight did notice the development as she passed the trees into the forest. A flattened path of bare ground lead right through the trees cutting a swath through the underbrush. Twilight followed it into the Everfree.

Saber's voice appeared over the comms. "All that construction should make the prison compound easier to find but there will be heavy security along the path to the mining site. Keep your eyes open." he warned her. Twilight still didn't know if she trusted the dog or his story yet. He could be leading them right into a trap. There didn't seem to be any other options though so the only thing Twilight could do is be extra cautious. She tried to keep herself in the shade of the trees off to the side as she followed the path into the woods.

Meanwhile, on the other side of town...

Dagger's handcart stopped just in front of the train. The air smelled too sweet as Dagger and the two soldiers with him stepped off at the Ponyville train station. The buildings, the colors, the scenary was all too vibrant for the dog commander. Dagger was used to matte blacks and grays; he grew up in a series of caves connected by an underground tunnel network. The ponies and their society were all too sweet for his taste. Hopefully, his business here wouldn't take long and he'd be back at the castle with the first shipment.

Two gaurds greeted him as he walked alongside the tracks to the train. "Sir, we are on schedule at this point. The first shipment will have to be carted here but by the time it arrives at the castle, we should complete the extensions to the railroad so the train can stop straight at the dig site."

"Good. Lord Vice is getting impatient. I'm going to be overseeing the operations until the first materials arrive." Dagger announced. "Have we had any problems from the prisoners?"

The first gaurd hesitated before answering. "There have been a few incidents and a few patrols have gone missing. But everything is still in order." Dagger's jaw clenched. He may have to head to the prison compound to make sure there weren't any problems. They couldn't afford a setback now. He couldn't afford a setback now. Something about the air smelled too sweet to him.

Judging by the way the others reacted upon his arrival, Luna guessed the new dog with the red stripes on his armor had to be a 'top-dog' or something. She hid in the shadows and was close enough to listen into the conversation.

"Make sure we stay on schedule. Double the patrols to the excavation site. And get that shipment on the train immediately. I don't want to have to stand amongst this filth for very long." Dagger barked orders. The two soldiers that gaurded the train station began talking into their headsets and moved to obey their commander.

Dagger examined the train. "This is the train? Fantastic." he remarked sarcastically. "We're going to have to modify this... thing."

"It should be adequate for the first shipment... shouldn't it sir?" one of the soldiers asked nervously.

"It will be fine for the first shipment yes. We can't afford to waste time. When we do finally have RAM up and running, I want this entire town razed."

Luna was shocked to here that. Destroy Ponyville? The same way they destroyed Cloudsdale?! She began to feel rage build inside her.

"Disgusting ponies. All this pathetic nonsense. Entire civilization of fools." Dagger declared. He didn't like ponies and he wasn't afraid to admit it. Although his boss was a pony, he didn't care for the rest of them. Had he been in charge, he would consider liquidizing the prison labor force after they were done.

Dagger turned to one of the gaurds. "Put more pressure on the prisoners. Don't be afraid to make an example out of one or two of them." The soldier nodded. Luna had had enough.

"HOW DARE YOU TORTURE MY CITIZENS!" her voice boomed as she made her presence known. The dogs turned to face her.

"It's the sister! Open fire!" Dagger shouted to his men. They fired at her with the weapons fixed on their arms while taking cover behind the handcart. Luna summoned a barrier in front of her and the weapons fire was absorbed. She advanced on them with her horn glowing.

"Call in reinforcements! Take her down!" he called. Two of the dogs shouted into their headsets as Luna unleashed a blast from her horn. It bounced harmlessly off one of the dog's armor pieces. Luna was shocked to see the lack of effect her magic had. At the same time she watched as their own strange weapons batter her barrier. Unlike the dog's armor which deflected her spells, her shield absorbed the beams of light fired from their metal wrists. Unlike the armor, her shield was weakening.

Dagger noticed the pony's own purple barrier flickering as it took blast after blast of his soldier's wrist-mounted lasers. Still, the dark-blue alicorn advanced on him and unleashed spells from her glowing horn. Quickly, his tactical mind worked. He noticed the pony was walking along the tracks. He pulled the release for the brake on the cart. Motioning his squad with a quick hand gesture, they pushed the cart into the alicorn. The shield broke as the cart crashed through it, knocking Luna down. In an instant, Dagger climbed over the cart and aimed his right blaster at the fallen princess. He took a quick moment to switch it to a non-lethal setting.

"Sweet dreams." he said to her as she looked up at him. With a smile, he fired his weapon at her. While he did consider just blasting the princess and being done with it, he thought Vice would like it better if he had the decision himself whether or not to put an end to the princess's miserable life. Also, capturing Celestia's sister would give him an excuse to get back to Canterlot sooner. "How much of the material has been loaded onto the train already?"

"We're about half way to a full load sir."

"Then let's get it moving to the castle now."

"Sir? Our orders were to-"

"I'm aware of the situation. RAM is still in need of repairs and it's going to take more material to do that. This one found us, it's only a matter of time before a full counterattack so we need RAM up and running as soon as possible. Vice should be pleased to have the sister as well. We'll bring her to him. Load her onto the train and make ready for departure. Now." Dagger barked. Luna's unconcious body was placed on board the train. Dagger gave Ponyville one last look as the train left the station. Soon, maybe a city of his own would take the place of this disgusting town. Hopefully soon, he thought.

The Break In

Twilight evaded what little patrols there were as she made her way deeper into the forest. Before long, she saw buildings ahead, her first signs of the mining complex. The buildings themselves were only a single story high, spread out in a grid of sorts with four on the outside and two running perpendicular to the four on either side. Behind the eight smaller rectangular buildings was a long one in the back.

It definitely looked like a prison complex and the buildings seemed to have been only recently constructed. Hastily as well; there were signs of shoddy craftsmanship everywhere. Only a single gaurd tower towards the back rose above a single story, even that, not higher than the trees. This entire complex appeared to have been made in a hurry. Twilight didn't see any patrols and moved in for a closer examination.

Twilight's communicator crackled to life. "What do you mutts think I have all day? I ain't going anywhere! Come and get me!!" a voice shouted over the comms that Twilight didn't recognize.

"Octavia? Did you just hear that?" Twilight asked.

"Hear what? Who is Octavia? Who is this?" the voice asked back.

Twilight's communicator read static. "Twil... ference..." Twilight heard Octavia say, just barely.

Vinyl and Octavia must be experiencing problems, Twilight thought. "This is Twilight Sparkle, who may I ask is speaking?"

"Hold on." the voice replied. Twilight heard some sort of cracking noise, like a whip ending in an echo through her communicator. "Name's Bullseye. Nice to hear another pony's voice." he said.

"Likewise. What's going on here? Where are the prisoners?" Twilight asked, walking through the complex, sticking to the shadows as she made her way to the back.

"I ripped one of the armored gauntlets off one of the gaurds and before you showed up and I've been picking them off near the cellblock ever since. If I can read this thing, I think it's almost out of ammo though. Before you showed up, I was thinking of going down in a sort of 'last stand' scenario, you know? Guns blazing and all that?" he said back.

"You would sacrifice yourself... to shoot as many as you could?" Twilight asked, astounded and a bit disgusted.

"Heh heh heh... us rangers are like that I guess. I made a shiv too. If I ran out of ammo, I could probably still take a few. I figured worst comes to worst, I'd take as many of them as I could with me when I went down."

Twilight looked around trying to figure out where the voice might be coming from. "Where are you? Let me help you out."

"I appreciate that. Didn't think I was going to last much longer anyway, not with my leg all shot up. I'm in uh... let's see..." he trailed off momentarily. "Cell block B near the vending machines and the water fountain. If you reach the payphones, you've gone too far. It's the long building in the back."

Twilight followed his directions and entered the large building to the rear of the complex. The inside was a a dark rusty-red color from floor to ceiling, the color even matched the bars of each cell. Twilight passed several cells before turning a corner at the end. Twilight stopped for a moment. The hallway ahead of her was filled with bodies, the bodies of dogs. Holes had been burned into them, mostly in the forheads of their helmets, some above the eye. Twilight followed the bloodless trail of death until she saw the vending machines next to another corner at the end of the corridor. A pair of brown legs stuck out from behind them. Twilight approached them.

"Four legs instead of two. Nice to hear that coming my way for a change. I could hear your hooves the moment you walked in the door." Bullseye said as she looked over to face him. He sat against the wall and grinned at Twilight. Blood was seeping from his back-right leg. He wore one of the gaurd's helmets and a gauntlet on his right hoof. It didn't look like he was able to control the armored glove fully but from what Twilight had seen, apparently enough to use the weapon attatched above the wrist.

"These helmets focus attention forward, blocks out distractions I guess. This limits their vision to an extent but they still have their sense of smell. Dogs probably smell us before they even hear us and this bleeding doesn't help." Bullseye said.

Twilight looked at his wounds. "You need medical attention. We should get you back to Ponyville."

"And miss out on all this fun?" he let out a slightly pained laugh. "I don't think so. You're gonna need all the help you can get ace. Which is why I saved you this." Bullseye held out a small black pendant. Twilight recognized it instantly.

"The Alicorn Amulet? Where did you get this?"

Bullseye grinned mischieviously. "I'm a baaaad pony. I was supposed to be working in the mine, hauling those crystals when I went on a little 'expedition' in the jungle one day. It didn't take long for them to find me but I found a hut in the middle of the woods, Zecora's hut, before they caught me. She wasn't there, hope she made it out. I found the amulet in her hut. She was using it as a doorstop." Bullseye gave it to Twilight.

"They thought I was going to get it to you or Luna. What I really kept it for was to pick the locks on my shackles. Took out a gaurd on the way out of my cell and I've been here ever since."

Twilight held the amulet in her hoof. This thing had caused so much trouble in the past. "The Alicorn Amulet corrupts anypony that tries to use it. It's dark magic."

"I know. But it's best to have options. Also probably a good idea to make sure the dogs keep their paws off it." Bullseye said. Twilight had to admit, he made sense. "So what's the plan chief? Rescue the prisoners and get outta here?"

"You should stay here, or try to find some place and get patched up." Twilight told him, sounding more like an order than a suggestion.

"Ah, I got three more legs. I can walk. Besides, you'll need all the help you can get." Bullseye said as he began to stand.

"You need-"

"What I need is a moving target and some distance. Now let's get going." Bullseye strode adamantly past her. Twilight followed the stallion. His cutie mark, appropriately a bullseye had a little bit of blood on it. Despite the fact his leg was torn up, it didn't impact his walking at all as far as Twilight could see. They both moved out of the cellblock together and headed out of the complex towards the mine.

Author's Note

Here we're seeing more development between Twilight and William's OC. At this point, I'm using Bullseye as a way of teaching Twilight about direct action. We're not able to examine Twilight's emotions in great detail although a great deal of emotional conflict at this point is expected, having the hero go through a nervous breakdown every two seconds would not be appropriate for this type of story. Like Snake in the Metal Gear games, her goals will push her forward and keep her mind focused. The question of how long she can keep this up arises but a constantly changing plot will focus her mind on new objectives to achieve those goals. There will be moments where we will be able to see her deeper internal feelings but those will be demonstrated through interactions with other characters. Having her express her feelings to others, concerns, conflicts, etc will also help to establish other characters and their attitudes simultaneously but there is only so much that can be done that way. At this point, the story is a tad on the rushed side but the pacing is all right for now. Spacing up chapters with flashbacks and transitions has helped in this regard. All in all, the story will have to be edited when I have more time to correct errors in spelling and grammar but the foundation will be layed and the reader will see the story from beginning to end with a minimal amount of guesswork.

The Breakout

The mine itself was only a few hundred meters away from the prison complex so Twilight and Bullseye were able to make their way over without difficulty despite Bullseye's slight limp. The mine itself was built into a cave in the middle of the forest. Trees had been cleared to make it easier to ship supplies back and fourth from the complex to the town. The entrance to the mine lay completely exposed before them as they approached.

"The guards must've retreated into the mine. It's going to be pretty rough fighting in there. You ready Twilight?" Bullseye asked, his eyes fixed on the mine.

Twilight exhaled. "I am. Let's go." They abandoned stealth and galloped straight for the mine. A string of dim lights ran along the cieling leading inside. It almost reminded Twilight of the powerplant in Cloudsdale she was in, what felt like weeks was really only just a few hours ago. This time though, she wasn't alone. Twilight was thankful for that.

They continued down the narrow path into the mine with Bullseye leading the way, his weapon drawn as he walked on three legs. He motioned for Twilight to stop as they approached an intersection in the mine. He pointed down both tunnels and then gestured for Twilight to remain quiet. She understood.

They crept through the intersection and then continued forward until they reached an elevator. It looked a tad out of place in the middle of the tunnel, a large metal frame surrounding a sqaure hole. Bullseye looked over the rail and down the shaft.

"This elevator leads to the dig tunnel." he explained. "It's at the bottom right now. We're going to have to call it to this floor. We just passed the gaurd quarters. If there's any gaurds still in there, they're going to know the elevator's coming up."

Twilight nodded. "I understand. I'm ready." She prepared herself for what was about to come by calming her mind. Taking careful deep breaths, she recovered some of her energy and restored her magic potency. Bullseye hit a large green up arrow button on a side panel and the generator nearby spun up.

Bullseye turned around, crouched and took aim. They were completely exposed next to the elevator frame. Twilight could summon an energy shield but it would only protect them for so long. Their only defense was to see the enemy coming and shoot first.

"You prepared for this Twilight?" Bullseye asked.

"I... yes." Twilight said, her hooves braced against the ground.

"It's us or them. We have to do what needs to be done. For Ponyville, for the Princess, for Equestria." Bullseye said. It was a good speech, one that was necessary. He knew it wasn't going to be easy for Twilight. She just wasn't used to anything like this. But they couldn't afford to have either of them breakdown now. Despite the pain in his leg, he took a deep breath and aimed down range, focusing on the task at hand.

A voice came over Twilight's communicator. "Who's accessing the elevator? I didn't give anyone authorization."

"I got my 'authorization' right here pal. Why don't you come check it out?" Bullseye said into his own headpiece. Twilight looked over at the marksman pony. He grinned as he aimed the confiscated weapon at the entrance to the tunnel. Was this pony crazy? He practically just invited the gaurds to come shoot them. Sure enough, lights appeared down the dark tunnel heading towards them.

Over the sound of the elevator, Twilight heard the dogs shouting orders at each other. Bullseye closed one eye fired a round down the corridor. One of the red lights advancing on them went out. The other lights started approaching faster. A ray of light streaked past Twilight and hit the wall behind her. The dogs started returning fire. She threw up a shield and did her best to move it so both she and Bullseye were both behind it. Taking cover behind the barrier, Bullseye continued firing at the dogs but it seemed like the more lights went out, the more appeared to take their place.

Laser blasts hammered Twilight's shield. Some of the rays passed overhead and hit the wall behind them. Bullseye was doing his best to keep the gaurds at bay but more kept advancing on them. To the side, the elevator's generator pulling up the car began to slow its grinding.

"I think we're in luck! Elevator's almost to the top!" Bullseye shouted over the noise. He spared a glance over the railing behind him and looked down into the shaft below. He quickly pulled back his head as a red bolt sizzled past and smattered into the cieling above them.

"We might have a problem." Bullseye said, firing at the gaurds from behind the shield.

"What's wrong?" Twilight asked, focusing on keeping the shield intact.

"Looks like there's a full car coming up." Bullseye's expression was completely somber. Twilight realized the implications instantly. They were about to be surrounded by guards from both directions. There was no way her shield could protect them from both groups simultaneously. Bullseye fired a few more rounds at the approaching gaurds. He popped out of cover one more time to fire but nothing happened. He pulled back around, pressing his back to the shield, he pulled off the gauntlet. Out of ammo. The elevator almost reached the top behind them. Twilight's shield was weakening, she couldn't hold it up forever. But maybe she didn't have to. It was in that split second she got an idea. Behind her, the full car reached the top of the shaft.

Gaurds took aim at the two ponies. Before Bullseye could try to attack them directly, Twilight lunged at him and tackled him to the ground. Her shield disappeared as she pressed both their bodies into the floor of the tunnel to the side of the elevator. Lasers that would've impacted the shield moments earlier sailed right through the space where it had been... right into the full car of gaurds behind it. Before the deadly rays of light hit their marks, the dogs in the car fired one volley into the tunnel ahead of them. The double barrage of lethal boltspassed each other and ripped apart the canine soldiers. In an instant, they were torn to shreds and their bodies fell to the ground. The tunnel became silent.

Twilight slowly opened her eyes. They were alive. She exhaled the breath she'd been holding. Underneath her, Bullseye did the same. For a moment, the two locked eyes as Twilight had pinned Bullseye to the floor. Twilight felt her face warm up a bit and her heart beat faster. Bullseye just looked right back into her eyes. He opened his mouth to say something.

"You're on my leg." Twilight had accidentally been kneeling on his injured back leg. She quickly pulled herself off of him and stood up. Bullseye brushed himself off and did the same. Together, the two scanned the tunnel. None of the bodies moved, whispy trails of smoke rose slowly from some of the carcasses but not a sound escaped them.

"Wow. Talk about crossfire." Bullseye remarked. Twilight was a little in shock to see so many bodies. Her hooves shook but she carefully followed as Bulleye lead her into the elevator car. Bullseye ripped off the arm gauntlets of two of the gaurds. He examined the weapon and then inserted his right hoof into it. Holding it up, he worked the fingers on it.

"The digits are designed to coordinate with the dogs' paws but basic gripping functions can be accomplished by simple left and right motions. They fire by twitching their wrists down, probably so they don't shoot their fingers off." Bullseye explained to Twilight as he worked the gauntlet. Twilight did her best to focus on what he said and ignore the bodies around them. He offered her a gauntlet, she hesitated, her body arched back in disdain. She'd never touched a weapon before, never seen a device capable of such violence. Bullseye held it before her like it was any other item. She stared nervously at the chrome glove.

"I... it's okay, I really-"

Bullseye shook his head. "We need every advantage we can get. This thing could come in handy... literally." he said, thrusting the gauntlet at her again. Twilight shook her head slowly.

"No... I can't. Besides, I have my magic. Having something on me that resists magic might throw off one of my spells." Twilight made an excuse. Bullseye frowned.

"I suppose so." he said as he put on the other gauntlet. He still stood on all fours, giving him sort of ape-like appearance. He could care less how he looked; this was survival and anything advantage he could get that would make him last longer, he would take. He started carrying the bodies out of the elevator. Twilight joined him, using her magic to levitate the corpses out of the elevator car. She averted her gaze from the gruesome task as her spell placed the bodies outside of the car in a pile off to the side. After the last one was removed, Twilight and Bullseye entered the car.

Bullseye pressed a button on a panel to the side and the generator started again. The elevator began a slow descent into the shaft. Twilight watched as the corridor before her rose up to be replaced by the solid, jagged surface of a rock wall. There was almost no light as the elevator car descended.

Suddenly, the small car shook and its descent hastened. It quickly corrected itself though and continued down. Twilight looked to Bullseye who showed the same alarm she had. Only a moment passed before the elevator shook again and then stopped. Twilight and Bullseye looked around in the near pitch-blackness of the elevator shaft, wondering what was wrong. The answer soon came to them as the elevator began to descend again, this time dangerously fast. The elevator dropped down the shaft with frightning speed, they were in freefall.

"What's going on?!"

"We're in freefall! The elevator's busted!" Bullseye called back.

Twilight started panicking. "What do we do?!"

"We're going to crash if we don't do something! Do you have any spells that could stop this elevator? Slow it down?"

Twilight thought quickly, going through the library of spells in her head. She didn't think of any of them that could help them in this situation. "I... I don't know any spells like that!"

"Can you teleport us out of here?"

"My teleport spells are only short-range! There's nowhere to teleport to!"

Bullseye's voice strained in desperation. "Wing spell?" Twilight shook her head; there was nothing to make the wings out of nearby.

Bullseye slammed a hoof onto the elevator floor. "Why does magic never work when you need it?!" Just then, the elevator let out a screeching noise and ground to a halt in the middle of the shaft. Twilight and Bullseye looked around again, trying to find the source of their momentary safety.

"Emergency brake's kicked in." Bullseye said. They both let out a sigh of relief, quickly interrupted by the elevator lurching again. The gearbox containing the emergency break let out a grinding screech punctuated by a metallic snap and the elevator fell again. They were racing towards the bottom of the shaft, their manes and tails blowing upward by the force of gravity, wind whipping by them. Bullseye looked through the floor grating to the fastly approaching rock below.

"What do we do now?!" Twilight cried in panic.

Bullseye ran over to the emergency brake and pulled off the panel revealing two rapidly spinning gears behind it. The lever that held them in place had broken in half. They had to stop those gears from spinning. He held up his guantleted hoof and flexed the fingers. This was going to be painful. Pulling back, he rammed the gauntlet in between the gears. The fingers mangled, the casing around his hoof crushed. Bullseye screamed as sparks sprayed out from the gearbox. Their pace slowed abruptly but the gears spun.

"Twilight! Push the glove in!"

Twilight stared back, frozen in uncertainty. "What will happen to-"

"DO IT!!!" Bullseye shouted. Twilight's horn glowed and the gauntlet moved forward into the gears, Bullseye groaned as the glove stuck between the gears, stopping them finally. Mere meters from the bottom, the elevator stopped. Bullseye fell back as the glove slipped off his hoof.

Twilight rushed over to him. "Bullseye! Bullseye, are you okay?!"

Bullseye pulled up his free hoof and rolled it. "I... I'm fine. Hey, it worked."

Twilight's relief poured off of her. "Thank Celestia you're okay. You almost lost a leg."

Bullseye just grinned. "Eh, I got three more. Now, how are we going to get down from here?" They both looked down beneath them through the floor to the bottom of the shaft below.

Author's Note

Now this one was fun to write, took a while but it's finally ready. I really like the dialogue between Bullseye and Twilight, had a lot of fun with that.

Light

"The elevator's busted but the cable still runs down to the bottom." Bullseye said. "We can use it to climb down."

Twilight's gaze was still fixed on the ground. "How are we going to get around the elevator?"

Bullseye held up one of the gauntlets but said nothing. Twilight understood. Using the laser, Bullseye carefully cut a hole in the floor large enough for them to climb down. They both dropped down, grabbed the cable and climbed the few feet from the elevator car to the floor.

"Hey! Bullseye, you're back! Everypony, Bullseye's back!" a voice near the bottom of the shaft yelled as Bullseye and Twilight set down. Dozens of ponies, all of them covered in dirt, some harnessed, some helmeted came running out of the tunnel at the bottom of the shaft to see their rescuers.

"Good to see you too Edge." Bullseye said to the first white pony.

The cloaked stallion noticed Bullseye's wounds. "Bullseye, your leg..."

"I'll be all right. I brought Twilight Sparkle. We're going to get you all out."

"That wound comes first Eye." The white stallion wasn't taking no for an answer. He turned around the cloak he was wearing and tore off a strip of it from the bottom. Using both of his hooves, he wrapped it around Bullseye's wounded back leg. Bullseye winced but he remained standing as the hooded pony finished treating him.

"There. That should do until we get you some more help." he said. He turned to Twilight. "I'm Edge, Cutting Edge. I own the hardware store in Ponyville. Bullseye helps me run the archery range we have setup out back."

"It's nice to meet you Cutting."

"Just 'Edge' please." The white pony said.

"Edge. I'm Twilight-"

"Oh, we know who you are. You've been making a stir ever since you got to Ponyville, you know that?"

Twilight had to admit, she had been involved in a lot. It shouldn't have been surprising that her reputation proceeded her.

"You've saved Ponyville, all of Equestria almost on a weekly basis. You're the best news we could get right now." Cutting Edge said. He was a soft spoken pony with a higher than normal voice. His words and expression though conveyed more emotion than his voice did. "How are we going to get back at these dogs?" he asked.

"First things first." Bullsye began. "We have to get you all out of here."

"How are we going to get out with the elevator broken?" Twilight asked.

Cutting Edge's eyes narrowed as he looked up at the elevator's car. It hun uselessly overhead, unmoving. The white stallion just smiled as an idea dawned on him. "Leave that to me." he said.

Twilight was astonished at Cutting Edge's ingenuity. Along with the other ponies captured from town, they pulled the elevator car down to the floor and were using the dog's laser gauntlets to cut it to pieces. Edge worked quickly, going back and fourth between different teams that were moving and reassembling the elevator into something of his own design. He'd even taken apart several of the gauntlets and was modifying them with pieces of scrap metal and cable. Bullseye flatly refused to part with his own confiscated weapons. He looked a little funny; pony on all fours wearing armored gloves with fingers. He didn't care; he was perfectly fine with his awkward appearance as long as he had a weapon he could use.

Before long, their work payed off. Twilight wasn't sure what they were building until they'd completed it but she had to admit, she was impressed. The three teams manged to to reconfigure the elevator into a single platform. Underneath the platform they placed, of all things, a large spring made from the scrap metal. Using a length of the cable, they pulled the platform down onto the coiled spring.

"All right, so when we cut the cable, the spring is going to launch us up the shaft." Cutting said. A few of the ponies looked at him like he was mad, some didn't care and others weren't even paying attention.

"So, what's supposed to keep us in the air?" Bullseye asked, skeptical.

Cutting put a hoof under his chin. "Well, I figured Twilight could levitate the platform long enough for us to get off."

"I think I can perform a spell that should keep us in the air long to disembark." Twilight said. Levitation was something she had no problem with.

Bullseye shook his head. "Wait, so you can levitate the elevator but when it's falling you can't stop it?" Twilight shrugged. "So when there's a solution and planning involved magic works fine but not when we're plummeting to our deaths? How does that make any sense?!"

Twilight didn't have an answer to that. Bullseye through his hooves up in an exasperated groan.

"Okay then, let's get this show on the road," Cutting said. One by one, the ponies mounted the improvised platform. They were tired and weak, covered in dust from the mine but still they climbed aboard. Finally, the makeshift elevator was full and they were ready.

"On three, we cut the cable. Ready Twilight?" Cutting asked. Twilight nodded. Without another word, Cutting edge sliced the cable pressing the platform to the spring.

"Uhhhaaaahhhh!!!" Ponies screamed, Twilight felt her stomach sink as the platform was propelled through the shaft. The white colt called Cutting Edge had his eyes fixed on the ceiling, his mouth moving but not making a sound. Twilight strained to turn her head to the rapidly approaching ceiling too. The platform began slowing down and finally stopped, the edge of the tunnel to the surface just a few feet above them. Twilight's horn glowed and she stopped the platform from falling, hanging it in mid air through the power of magic alone.

"Everypony off!" Bullseye yelled. With difficulty, the former captives disembarked, pulling themselves into the tunnel. Twilight's levitation spell wasn't perfect; the elevator shifted as she held it in place. Bullsye watched as the platform scraped the side of the wall and shook, threatening to flip them over. He quickly grasped the floor between the grating with one gauntlet and plunged the other into the shaft wall. The colt's muscles flared but he stabilized the platform through brute strength alone. The ponies disembarked safely.

It took almost an hour to get the ponies evacuated. The elevator platform was small and they had to make several trips, reattatching the cable and then breaking it every time. Twilight's magic was continually exhausted in the process but they continued, Bullseye slowly doing more to relieve Twilight of the burden. By the time the last load of ponies arrived at the top of the shaft, Twilight collapsed.

"You're both pushing yourselves too hard," Cutting said. "You're no good to anypony dead, Bullseye."

Bullseye didn't look up at his friend, he knelt down and tried to help Twilight up off the floor of the tunnel.

"We're tougher than we look, Edge. We have to be," Bullseye said back to Cutting. Twilight, Bullseye and Cutting Edge were the last ponies to leave that forsaken cave. They walked out into the light of the late afternoon, the light at the end of the tunnel.

Author's Note

Levitation versus slowing something down, I enjoyed writing this and wanted a little comedy in there.

King and Princess

Vice walked through the courtyard of the castle. His castle, he dared to declare inside his own mind. Somehow it was still uncomfortably new to him. Conquering Canterlot still had an awkward feeling to it and it kept him on edge slightly but the feeling of owning his own kingdom was satisfying, even made him gleeful.

Metal Gear RAM, his pride, his creation, dominated the center of the courtyard like a massive statue made of steel for all to see. Repairs on the mech were progressing slowly. They needed more material to create the two missing circuit boards that Celestia had fried. He scowled when he thought of what that decadent little princess had done to his machine, what she had done because of his mistake.

He looked up at the orange shield protecting them. It had bought them some time, all his actions since taking the castle had only bought them time but if RAM wasn't completed by the time the other nations rallied and counterattacked, it would all be for nothing. RAM was both an offensive and defensive weapon, the perfect leverage. While Celestia was still being held along with the others in the castle's dungeon he was still on the lookout for any further hostilities, threats. He walked throught he courtyard and payed the gaurds he posted around no attention as he thought.

"Sir, Raider has returned." one of his gaurds said over the comms channel.

Vice thumbed on his comms channel. "She's alive? Fantastic, get her in here immediately." Vice ordered. The orange shield vanished for a split second as Vice made his way to the entrance of the occupied city. Two gaurds escorted Raider down the street. Her gait was off as she walked, her wings were splayed out at odd angles and her helmet and armor were cracked in several places. Those were all mechanical things, she was alive and he was happy to see that. His soldier could be rebuilt.

She didn't speak as he approached. That was to be expected; after the memories of Rainbow Dash had been erased, there wasn't much left in her mind except instinct. He would have to wipe her memories again to be sure she didn't learn anything from the encounter. "Very good, very good. Pegasi are naturally immune to lightning but I'm still surprised she survived the full force of the Tri-Tesla. Perhaps fate is on our side." Vice remarked.

"She was coming in on one engine and emergency backup power but she seems to be functional." one of the gaurds said. Raider panted as she stood. Her body was exhausted, she knew only that she obeyed Vice. Her default programming had returned her to the castle. It sounded like she had walked at least a good portion of the way.

"Get her into maintenance then." Vice said. He turned and headed back to the castle. He decided to check on his other projects while he was there.

His comm unit crackled again. "My lord, we have good news." it was Dagger.

"I'm eager, fill me in."

"We've captured the princess's sister. Not only that, we've gathered enough material on the train and we're en route to you now. We should be able to fix RAM with what we have." Dagger said.

Vice was overjoyed and relieved to hear that. "Dagger, that's excellent news! I'm sure Celestia will be happy to see her sister. Have her brought to the dungeon immediately." Vice said in a malicious tone. Now this was a surprise. He might have to think up something special for the two sisters once he had them together.

Vice was in a good mood as he walked into the castle's dungeon. Despite the fact it pained him to see his fellow earth ponies in shackles, it was for their own good. He was sure that once they saw what he was trying to accomplish, they would come around. He would present to them the perfect world, one ruled by mind not magic. Any being smart enough to read could pilot RAM, that was the point. It finally leveled the playing field, gave non-magic weilding creatures the ability to combat arcanists on equal grounds. Soon, the earth ponies would see how they've been subjugated, the true potential the arcanists denied them would be unleashed. It would just take a little more time.

Dagger had wisely seperated the two sisters, lest they get any ideas. Luna's cell was on the opposite block on the regular level while Celestia's cell occupied a more fortified section of the lower dungeons. Vice was not going to take any chances. He couldn't afford to.

He walked with a couple of guards and Dagger to Luna's cell. They were bringing the prisoner a bucket of water to drink from and a few rations. Vice was not unnecessarily cruel, not unless the individual deserved it. He didn't kill if he didn't feel it was necessary. It pained him to punish his own kind, his own soldiers, anything. But sending a message was important. There could be no room for failure, it had to be cutout. The application of pain might coax Luna into divulging more information but he would not kill her just to make a point, not if he could avoid it. He was not a monster.

They entered Luna's cell and presented the rations to her. She'd awoken shortly after being brought there and occupied the center of the chamber, a shackle around her neck bolted to the floor. She didn't regard their offerings, instead staring daggers at Vice. A metal cone had been placed over her horn as to prevent her from using magic. Simple, made of the same material as RAM and the armor his soldiers wore, it essentially rendered Luna's power effectively useless. He hadn't tested the strength of anti-magical army fully but seeing as how Celestia hadn't managed to escape, he assumed it was strong enough.

"Well, well, well. It seems you've gone from invading my dreams to invading my reality. I must say though, it is good to see you. Your sister was worried." Vice clasped his prosthetic hands together and smiled. Luna didn't respond.

Vice began pacing around her. "I told you what would happen if you tried to interfere again didn't I? Oh but don't worry. No harm has come to your big sister. Yet." Luna remained silent. Her muscles tensed as she lay on the floor, at the same time she was ready for a strike and to strike herself if Vice was vulnerable for so much as a second.

Vice continued talking. "I've brushed up on my reading while I was here. 'Elements of Harmony'. Very interesting. I'm not much of a fan for the arcane but I must admit, it's quite an intriguing subject wouldn't you say? Especially for somepony who was defeated by it." he smiled again and glanced at her. His circle returned him to the front of the room.

"What are these Elements? What do they do? I know you know, tell me or I promise your sister will suffer!" Vice snapped, his impatience finally breaking through the visage of calmness he displayed. Luna had been right not to give in to his goading but she wouldn't give into his aggression either. She stood and kicked the bucket of water at him and his gaurds. Vice backhanded the bucket out of the way but was spashed with water in the process. It got his face and a good portion of his body wet.

"Insolent little foal. What are you hiding?!" he demanded. Luna didn't say a word but backed away. That was when she noticed something strange. The water had done something to Vice's coat. It almost looked like the color was running. In fact, the color WAS running. The water had washed away the brown to reveal a yellow coat underneath. Luna stared, perplexed. Slowly, more and more of the brown washed away and Vice wiped himself off. What his hands revealed under his coat astounded Luna. On Vice's right cheek, right on the side of his face was a dull figure. A small image of a gray wrench. Luna's eyes went wide in fear and confusion.

"A... a cutie mark?" Luna continued backing up to the wall.

Vice grinned a toothy smile. "Surprised?" he wiped off a little more of his coat on his chest and neck revealing more strange pictures of objects. A bolt, a hammer, two lightning bolts in the shape of an "X". "I've always been a multi-talented individual."

Shock ran through Luna as the realization dawned on her. "You... you have the Cutie Pox?!"

"Why should I be limited to only one talent? Why must I have only one? I made my own cutie marks. A dozen, a hundred, as many as I need." Vice explained.

Luna shook her head. "Why would you give yourself the Cutie Pox?"

"This is no ordinary strain of Cutie Pox. I designed it myself and tested it personally. With this strain, I have as many cutie marks, as many special talents as I want. Unfortunately... there are side-effects. All these marks for one... the price of manifesting one's own destiny I suppose."

"You could be contagious! Don't you know what that disease does? What if this virus spreads?" Luna exclaimed.

Vice smiled. "Oh but I want it to spread. Don't you see? With this strain of Cutie Pox, ponies will be able to determine their own destinies and have as many special talents as they want. And like a true martyr, a true patron of science, a TRUE LEADER I have used it on myself first! I shall undergo the first transformation as I lead my citizens to ascendance!" He threw his arms wide out as he orated. The gaurds standing at attention near the entrance shifted uncomfortably.

"You're insane!" Luna said.

"Your world is changing 'princess'! No longer will your sorcery oppress the creatures of this world! No longer will the potential of the non-magical be denied! Your days of wielding the arcane are over! I, Lord Vice Pudding, shall be the first earth-pony ruler of Equestria as dictated by the Chancellor! Using the power of the mind, not magic, I shall control both sun and moon and usher fourth the dawn of a new age to Equestria!!" Vice ended the speech with a maniacal laugh.

Luna couldn't believe what she was hearing. He was delluded, truly this pony was mad but why? She'd seen his dreams, she knew what he meant.

"You will tell me about those Elements eventually princess. Dagger," he addressed the dog at his side."bring in the equipment. Let us begin the procedure." Vice said with a twisted smirk. Luna gritted her teeth. She didn't care what this monster did to her. She would endure it all, she had to.