Chapter Eighteen

(Crimson Omen cake made by Pinkie Pie while in Canterlot. Cake was brought to the mess hall and was promptly set upon by several Gears. Reported as being, "the best fucking cake ever made" by several Gears.)

***

The sky above Canterlot City.
Five minutes into Changeling attack.

"Hold on everyone!" Gettner barked as the Raven banked hard to the right to avoid what appeared to be a small, green meteorite fall from the clouds and crash into a building. Baird looked out of the Raven's gun port and shook his head.

"I'm really starting to regret this trip. I kinda miss the old simplicity of home; find food, kill Locust, move around the planet. Now it's make friends with ponies and kill shape-shifting bugs."

"Come on Baird, change is good," Cole said.

"Yeah, if you like all this crazy shit."

The Raven banked again to avoid another falling, green meteorite, this one landing in the middle of a road. Baird leaned out of the Raven and watched as the smoke from the falling object cleared and a Changeling emerged from the crater and then jump onto another two Changeling and then morph into a Bloodmount.

"Well, that's new. They can drop from the sky like that without hurting themselves, now we know what took out the Raven from earlier."

"Shit, now we really are fucked." Gettner said.

"Not yet we're not," Marcus said as he looked for an LZ, "Drop us off down in that street."

Gettner turned the Raven and descended down towards the street, the Raven skimmed across the road and then stopped in a wide clearing, allowing Marcus, Anya, Cole and Baird to jump out and run into cover just as a hail of gel bullets hit the side of the Raven.

"Bastards," Gettner hissed as she took off and turned towards the oncoming Locust Changelings, "Take this you freaks!"

Gettner opened fire with the Raven's main gun and showered the Locust Changelings with a firestorm of rounds, leaving none standing after the dust cleared.

"Thanks for the assist," Marcus said as Gettner flew off over the buildings. Gettner chuckled and responded.

"See you on the other side."

"Okay, Delta. Let's move out."

Delta Squad traveled through the maze of streets and back alleys until the sound of gunfire close by made them stop in the middle of a smashed shopping street that was littered with spent casings and a mix of Gear and Changeling corpses.

"Lancer?" Anya asked.

"Not ours," Baird said, "I think the Changelings found a way to copy our weapons as well."

"How the hell did they know how to copy both the Onyx Guards and the Locust?" Cole asked.

"Hey Marcus, didn't Twilight say something about certain Changelings being able to see the dreams of others?"

"Yeah, she said that Queen Chrysalis was able to see dreams and even enter them."

"Maybe they got into the dreams of the Gears somehow and found out how to change into Locust. But it doesn't seem like they got Locust tactics and battle strategies down, maybe they were only able to get so much since the Gears all wake up halfway through their nightmares."

"Guess that makes sense," Anya said, "So where do we go Marc-"

A terrified and scared scream suddenly rang out over the sound of gunfire and explosions. Marcus looked around and deduced that the scream came from a wrecked food shop across the street, he pointed it out to the squad and they rushed over there and took cover under the shattered window. Anya peeked over the windowsill and saw the inside had been ransacked but there was no sign of Changelings or the owner of the scream.

"Should we go inside?"

"If we think there's a civilian pony in there then we have to find out," Marcus replied, "I think there are two floors so we'll split up and search this place faster. Cole, Baird, you check downstairs. Anya, you're with me, we're gonna search upstairs."

"What's the protocol if we find a civvie?" Baird asked.

"Keep them safe and call for an evac, the COG's bound to have set up some sort of safezone for civvies caught in the crossfire."

Marcus raised his Lancer and entered the shop through the front door. The sounds of the outside battle dropped slightly but the floor still shook with every explosion, Marcus didn't let it hinder him as he went upstairs with Anya trailing behind him and Baird and Cole searching the aisles for any ponies or Changelings. A crash from down in the store make Marcus spin around and shoulder his Lancer but he lowered it when he heard Baird cursing.

"God, this is fucking bullshit. Just a loose shelf everyone."

"Damn, they've got some good stuff in here," Cole said.

Marcus motioned for Anya to follow him up the stairs, once they reached the last step the stairs turned into a long hallway with several doorways, a few of them open.

"Stay alert as you search these rooms," Marcus whispered, "This is a perfect place for an ambush."

Anya nodded and opened a door to her left and entered the room. Marcus jogged several steps down the hall and peeked into an open room, there appeared to be something cowering in the shadows behind a bed, he raised his Lancer again and slowly made his way towards it.

"Hey, you a civvie? It's okay, I'm COG, I'm here to help."

A battered looking and teary pony looked up from behind the bed and then ducked back behind the bed. Marcus jogged over, Lancer still raised and walked around the bed. The pony was curled up in a ball and crying.

"You okay?" Marcus asked as he lowered his Lancer.

"They got him!" the pony cried.

"Who got him?"

"The monsters, they've got my little colt! I don't know what they've done to him but he's gone."

"Calm down, I'm here to help. When did you last see your colt?"

"Downstairs, in the storeroom. He was hiding when I found him and then the monsters came out from the shadows and attacked us, I managed to sneak away when they were searching the building."

Marcus turned his radio on and hailed Baird and Cole.

"Baird, Cole. Where are you in the store?"

"Down in the basement, we're heading for the storeroom."

"Okay, stay alert. I found a civvie pony who says that there might be Changelings in the building. She last saw them in the storeroom with her kid. Recommend you search there for him."

"Okay, thanks for the tip. This has better not be a repeat of the fucking Hollow."

Downstairs in the shop's basement.

"So what did he say?" Cole asked, "There are Changelings in here?"

"Yep, said there's a civvie upstairs too and their kid is somewhere in the storeroom."

"So we gonna check it out?"

"Doesn't look like we have a choice," Baird said as he planted himself against the wall and switched the Lancer's safety off. Cole stood behind him and raised his Lancer before going to the door and kicking it open. They rushed into the room, weapons raised and poised to fire at anything that moved, but the darkness of the room made it hard to deduce how large the room was or what was inside.

"Is there a light switch around here?" Baird said.

"I think so," Cole replied as he felt the wall inside the storage room, his fingers ran over a switch and he flicked it down. "Found it."

The lights flickered for a second before they filled the room with a sudden burst of fluorescent lighting, Baird rubbed his eyes and let his eyes adjust to the new lighting, once they did he knew that he was in the storage room. Crates, boxes, sacks and bags were scattered around the room, aside from several large crates that looked as if they had been arranged into a fort. Baird and Cole raised their Lancers and slowly approached the makeshift fort.

"Yo, anyone behind there?" Cole asked. The reply he got was a Locust Drone Changeling burst up from behind the box and open fire with its gel Hammerburst.

"Shit!" Baird yelled as he dove behind a large box and blind fired around the side. Cole rolled behind a small wall that jutted out and fired around the wall, hitting the Drone Changeling in the head, killing the Changeling making the top half of the Drone. The Changeling on the bottom jumped up and let out a shriek before Baird put several rounds neatly into its face, splattering gel and a dark green blood against the wall behind it. Two more Drone Changelings popped up and opened fire.

"Suppress them, I'm gonna try and flank them!" Baird barked at Cole. Cole nodded and fired again, punching several holes through the other Changeling Drone. Baird vaulted over one crate, powered up his chainsaw and drove the blade up between the Changeling's legs and pulling upwards, splattering both the floor and himself with a mix of gel and blood until he reach the shoulder blade of the upper Changeling and pulling his saw free, letting the dismembered body fall to the floor. Baird wiped the gore off his armor and sighed.

"You know, they may be different to the Locust, but that felt strangely satisfying. What is it Cole?"

Cole was staring and pointing up at a ceiling corner in the storeroom, Baird turned around and couldn't believe what he was seeing. There were what looked like semi transparent pods on the ceiling, all of them in a large cluster and each one appeared to have something inside. Baird looked closer and saw that they were ponies and even Gears inside the pods, they seemed to be in a comatose state. Baird prodded one with his Lancer and the pony inside wriggled and then went still.

"Holy shit," Baird said, "This must be how they take and contain prisoners."

"Urg, that's fucking gross," Cole said. Baird turned on his radio and contacted Marcus.

"Marcus, this is Baird. We found what might be a Changeling POW camp or something. There are pods with ponies and Gears inside them."

"What the hell? Are you shitting me?"

"Negative on that," Cole said, "I can see them too.You should get down here so we can help them."

"Okay, we're on our way. I've got to see this to believe it."

Baird examined the pods as he and Cole waited for Marcus and Anya to join them in the storage room. The words that Marcus uttered wasn't subtle, but it worked in the situation.

"Holy shit."

"Oh god, what are those things?" Anya asked.

"Seems like some sort of shell similar to a caterpillar but I don't the Changelings go through metamorphosis. It looks like they made these to take and contain prisoners."

"But how did they capture Gears?" Marcus asked.

"We'll find out once we cut these guys free. Help me out here."

Marcus and Cole pulled at one pod that was stuck to a wall until it was wrenched free from the gel holding it in place. Baird crouched over the pod and pulled out his knife and rammed the blade into the thin membrane of the the outside and pulled down, ripping the front of the pod open and tossed the membrane away to help the pony who was inside. The pony stirred and then woke up, rubbing his eyes and looking at the Gears.

"Huh? Where am I?" the stallion asked.

"It's okay, you're safe," Anya said, "Are you okay?"

"I think so...What happened? First I remember the Changelings falling from the sky then a green light before it went dark."

"Do you have any memory of what happened when you were knocked out?" Marcus asked.

"Nope, nothing. Say, who are you guys anyways?"

Before anyone could reply a screech echoed off the walls and a large Changeling vaulted through the open doorway and landed on a box, teeth bared and blue eyes in a permanent fix to kill. But before it could pounce Cole pulled his Gnasher shotgun off his back and fired point blank at the Changeling, splattering the giblet remains all over the floor and boxes of the storeroom. The stallion was horrified by the site but was shaken back to reality by Baird.

"Hey, stay with us. We're gonna get you out of here."

Marcus and Cole started to pull down more pods as Baird and Anya cut them open, freeing several ponies and a few Gears. The ponies gathered up in a group and cowered in a corner while the Gears cursed about the smell that the gel from the inside of the pods secreted. Marcus found the Gears' weapons and then helped Anya and Baird gather up the civvie ponies and take a head count of how many they had rescued.

"So that's seven ponies and three Gears we've saved," Baird said, "Not a bad way to preform a building sweep."

"Hell yeah, Damon baby," Cole said.

"Agreed, let's get them outside," Anya said.

Canterlot Castle.
Thirty minutes into the Changeling attack.

"How the fuck do they keep getting in?" Bernie said to Shining Armor as she shot a Drone Changeling's head off and then smashed the butt of her Longshot into the other Changeling's back, "I thought this was a castle."

"I don't know," Shining said as he bucked another Changeling Drone against a wall and backed away, sword raised with his magic. Carmine, Jace and Sam were behind a low wall and firing bursts over it at Locust Changelings.

"I thought a castle was meant to keep bad guys out," Carmine said, letting off a long stream of Lancer fire that hit a Boomer Changeling in the chest unto which the outer shell dissolved and fell away as the surviving Changelings retreated and morphed into a Kantus and a Drone.

"Dammit, they just keep coming," Jace said, "Do we have enough Gears to hold this place?"

"We've only got a platoon of regular Gears here along with four squads of Onyx Guards," Bernie said, "From the looks of outside I think the Changeling's have an entire army trying to get in the castle."

Sam tossed a grenade over into the open doorway on the other side of the room and the screams that followed the explosion indicated that he had wiped out a squad of Changelings. Bernie pulled out her Lancer and laid down a hail of suppressive fire so that Shining Armor and his Royal Guards behind him could escape through up the stairs into the Princess's personal quarters and guard Celestia, Twilight and her friends. The Changelings were now starting to return fire in bulk, although the Boomshot rounds didn't explode, the emancipated and headless bodies of Gears laying in the center of the room reminded her that they were still lethal. Carmine reloaded and then faced the door to the left of him just in time to unload a clip into a cluster of Grenadier Changelings armed with Sawn-off and Gnasher shotguns, he then took cover again and pulled something out from his belt that Bernie took immediate interest in.

"Is that a Gut Puncher?"

"Yep," Carmine replied, "Found it in an old ordinance crate down in the supply basement we set up. Didn't know there were any left."

"Same here, I haven't seen those since Aspho Fields. But aren't those armor piercing only?"

"Well, not this one."

Carmine loaded the grenade and fired it into the largest squad of Drone Changelings, the fireball that erupted was much bigger than Bernie expected along with the trajectory of the Changeling's remains that showered over the squad of Gears to the far left of Carmine.

"Thanks for that," an irritated sigh said over the radio.

"Hey, at least I got some," Carmine replied. The radio suddenly flared on and Hoffman's voice came online.

"Hoffman to all call signs, I'm ordering a full retreat of the first floor. We can't hold down there any longer with the numbers we currently have, we're gonna take to the top floors and mount a defense there."

"Sir, do we have any automated defenses in place?" Bernie asked.

"Negative on that Mataki, we've got them up here and loaded. We're just waiting for you to retreat so we can set them up and not get in the way."

"Good plan. Okay everyone, upstairs now!"

The Gear's and Mataki's squad pulled out of cover, still firing at the Changelings and bolted upstairs stopping occasionally to help a wounded Gear back on their feet.

"Come on, just go!" Carmine said as he pushed a Gear up the stairs. The squad made their way up past the barriers just as several other Gears came out of a doorway carrying several Gnasher point defense automated weapons.

"Get out of the way," one Gear said, "We've got to set these up now!"

"Get the wounded to the third floor," another said as he mounted a turret. Bernie stopped to urge the Gears onwards to set up more defenses when Hoffman hailed her again.

"Bernie, you busy?"

"No sir, what do you want?"

"I need you and your squad at the Throne Room ASAP. It's a damn long hallway, we need another sniper."

"On it!" Bernie said as she got Jace, Carmine and Sam's attention. She motioned them to follow her as they ran through several hallways and staircases until they came across a very large and long hallway that undoubtedly led to the Throne room. Bernie jogged over to an Onyx Guard at the front barricade.

"Is Chairman Hoffman here?" she asked.

"Yeah, back there," the Onyx Guard said as he jabbed a thumb over his shoulder. Bernie walked past the turrets, barricades and Onyx Guards until she came to the door of the throne room, it was slightly open and inside was another large barrier but this one was being protected by Canterlot Royal Guards. Bernie slowly walked inside and saw Shining Armor was striding over to her.

"How is it out there?" he asked.

"Really bad, the whole first floor is overrun and the Changeling's are moving closer to our positions."

The sound of muffled explosions and gunfire indicated that the Changelings had indeed mobilized. Bernie went to search for Hoffman, as she did that Carmine jogged over to Shining Armor.

"Hey, where's Twilight and her friends?" he asked.

"Hiding in Celestia's Royal Den. Why do you want to know."

"I want to make sure my friends are okay. Am I allowed to see them?"

"You might as well since we're not under attack."

Jace and Sam joined Carmine as he jogged over to the Royal Den and opened the door, inside were a few more Royal Guards who stared at Carmine for a few seconds before leaving. Twilight and her friends were there along with the fillies. Celestia was the first to notice the Gears.

"Ah, Jace, Sam and Carmine. Good to see some more excellent soldiers here."

"Carmine?" Apple Bloom said, looking up and seeing the Gear in question.

"Carmine!" Sweetie Belle yelped as she dove from Rarity's hooves and ran over to Carmine's outstretched arms. Scootaloo and Apple Bloom both jumped up and ran over to him, each one of them leaping up into Carmine and knocking him over.

"Hi girls, you miss me?" he said.

"We sure did," Scootaloo said cheerily, but it was clear that she was about to cry in joy. Carmine kept hold of the fillies as he stood up but the door behind him nearly sent him falling on his face, he turned to curse out whoever opened the door when Hoffman walked through the threshold. What made Carmine freeze in place was that Hoffman was wearing a full combat rig and holding a Lancer in his arms and his usual don't-fuck-with-me look on his face.

"Feels good to be back in combat gear."

"Damn, does it still fit?" Jace asked.

"Hell yes it does, I'm not letting this armor go to waste. What's the sitrep out there?"

Bernie sighed and stepped into Hoffman's line of sight.

"Well, sir, the Changeling's have completely taken the courtyards, the lower floors and are working their way to our position."

"Can you spare any more soldiers?" Celestia asked.

"Negative, all of the Gears I can spare are guarding strategic points throughout the castle. What Gears we have here is all we're gonna get until the Gears in the city can make a push to the castle.

"How long will that take?"

"It'll take as long as those damn bugs can make it."

"Changelings!" a frantic but disciplined voice barked through the open door.

"Speak of the devils," Sam said as she ran out of the room with Jace. Carmine put the fillies down and knelt next to them.

"Listen, stay in here okay? I can't protect you if you follow me, I'm gonna be in combat."

"You'll come back, won't you?" Apple Bloom said tearily. Carmine nodded and stroked her mane.

"I promise I'll come back, one way or another."

"Hey, Carmine, let's go," Bernie said.

"Save this shit for later," Hoffman barked, "We've got bugs to squash."

Carmine stood up and jogged out of the room followed by Hoffman and Bernie. Bernie knew that Hoffman shouldn't be fighting, to be honest, neither should she. They were way past their prime, two wars had taken it's toll on the both of them but Hoffman didn't show it. He had been through so much shit he knew how to hide his emotions as all high ranking officers did, Bernie could do the same but she would occasionally grow a soft spot for certain Gears. Hoffman, Cole, Marcus and Dom were some of the few Gears she had become attached to. The comradeship between Gears was something that could be closely resembled to a family bond, and because of that it hurt more whenever someone was lost in the heat of a furious firefight. Bernie shuddered as the memories of Aspho Fields resurfaced; the initial battle, Kennen's death, Major Stroud getting killed and worst of all, Carlos getting shot and then blowing himself up in order to save Marcus from getting killed. The memory of her about her lining up the sights of her sniper rifle on Carlos's head so she could put him out of his misery haunted every dream she had about the battle. She knew that after seeing Marcus unleash every ounce of despondency after he retrieved Carlos's body, he'd never be the same ever again. Bernie shook the memories out of her mind as she dropped into cover next to Hoffman against a pile of sandbags.

"Any idea what the Changeling's strategy is?" Hoffman asked as he focused down the extremely long hall.

"I don't know, it seemed to be totally random when I was fighting them earlier. Do you think Baird knows?"

"I hope to god he does, if he knows a lot about the Locust then he'll probably know a lot about the Changelings too."

"Blondie'll figure it out soon enough," Bernie said as a Drone Changeling ascended the stairs and walked into her crosshair, "He's gonna be fighting them."

The Drone Changeling didn't have time to react as Bernie pulled the trigger of her Longshot and placed a round clean through it's head.

Canterlot city streets.

"Stay down! Keep your fucking heads down!" Marcus barked at the civvie ponies as he sprayed a burst of Lancer rounds over the front window of the shop he was taking cover behind. Baird took aim and fired at a Drone Changeling, almost cutting it in half from the sustained shots, Cole had pulled one through the door and thrust his chainsaw into its gut, coating him in a thick layer of gel and Changeling blood. Anya had her finger to one ear and was trying to hail another squad for assistance.

"I repeat, this is Delta, anyone receiving?"

"What's up?" one of the Gears they rescued asked, "Are the comms being jammed?"

"I don't think that the Changeling's have that ability," Baird said, "Might just be the lack of receiver towers in Canterlot. That or the Changelings busted them...assholes."

"What do we do now?" another Gear asked. Marcus looked over at them and let another burst loose at a single Changeling, punching holes through it's body.

"Keep firing until we get some goddamn assistance. These guys won't hold back."

"It looks like their battle strategy is to swarm us with everything they have, regardless of how many casualties they take."

"Any way we can counter this?" Anya asked.

"Keep shooting."

Delta and the Gears kept up hammering the Changelings, but as some were killed, more came from the shadows of the alleyways or straight from the sky. Marcus reloaded his Lancer when he saw that he was down to his last clip. He grit his teeth and then popped up and opened fire at a Boomer Changeling, sending rounds directly into its arm and chest but the Changeling didn't seem to stop. Suddenly, a very loud truck horn blared through the street, shaking the windows and causing some of the Changelings to stop and listen. Marcus looked up and down the street but saw nothing. He cursed under his breath and sighted up another Changeling when the ground shook violently and a hailstorm of bullets rained down upon the Changelings, tearing them apart and staining the posh sidewalks green with gel and Changeling blood.

"Well, that's lucky," Baird said.

"Luck ain't got nothing to do with it," a voice over the radio said. Marcus knew who it was.

"Dizzy, is that you?"

"Hell yeah Delta, saw you could use a hand."

"Where are you at?"

"Coming down the street now, stay on the sidewalks."

Marcus left the cover he was hiding behind and looked down towards the source of the noise, it was indeed Dizzy, but he had also brought his Rig with him. He wasn't alone either, on board was a squad of Gears, one of them holding a Vulcan and another on the Assault Derrick's main turret.

"Shittt, what a mess we made," Dizzy said, "So then, who's up for making another one?"

Delta and the Gears led the civvie ponies onto the Rig and then mounted up themselves, Marcus stood at the front of the Rig and watched as anti-aircraft fire, both COG and Changeling, streamed across the sky. He pressed a finger to his ear and contacted Bernie.

"Bernie, how're you at holding the Castle?"

"Not good," Bernie said, "The Changelings are just constantly overrunning different sections of the castle. We can't hold these guys back forever."

"Well, hold out for as long as you can, we're gonna make our way to you once we drop off the civvies we found."

"Don't make me wait!" Hoffman barked. Marcus grunted and switched his radio off and turned to the squad.

"Okay, once we drop the civvies off we've got to fight our way to the castle. If we're gonna do that we need as many Gears as possible."

"Well, if that's your plan we should openly broadcast that," Anya said. Marcus nodded and switched his radio on and turned the transceiver on to all channels.

"All call signs, this is sergeant Fenix. I'm requesting all non-essential squads who are not in combat to advance on Canterlot castle immediately, the Chairman is under attack and requires immediate assistance. We're going to need as many Gears as possible because the Changelings have overran the castle and will counterattack in bulk."

Baird then turned on his radio and broadcast to all channels as well.

"Everyone, this is Baird. The Changeling battle plan that I've seen so far is that they plan to swarm us as quickly as possible. Word of advice, don't let them get close. Use explosives to take out the large groups then suppress them, they don't know how to use cover too well."

Within several minutes the civvie ponies had been dropped off at a improvised COG base in the outskirts of the city and a large force of Gears, 'Dills, Centaurs, Ravens and even Baird's Scorpion had gathered up outside the base. Marcus stepped up onto the back of a Packhorse with the rest of Delta and looked out to see the battalion's worth of the COG's remaining armed forces staring up at him. Marcus sighed and stepped forward but Anya caught his arm and looked at him.

"If you don't want to do this, I will."

Marcus didn't even look back at her, his eyes still transfixed on some point in the horizon.

"No, I'm the one who wants to lead the assault. I've gotta do this myself."

Anya stepped back and let go of Marcus. He sighed and then stood on the edge of the back of the Packhorse.

"Alright Gears, this may have been the weirdest mission any of you have been on but right now that doesn't matter. What is going on in that city is more important than anything else we have done when fighting the Locust, not only do we have our Chairman back there who's currently under siege but our only hope of saving our home planet is back there too. If we are going to give up now we will we going back to Sera as it's destroyers, not it's saviors. We have fought too hard and too long, lost too much to stop now. If we want to go back to Sera and rebuild our shattered cities, regrow our trees and build monuments to those who sacrificed themselves so that we could be here today, we will fight the Changelings. We will kill them all. We will save this planet so that in return, they can save ours! We are Gears, we are not going to back down from this fight. Not while we can still win this. I am not going to let some fucking bugs take away our chances of restoring our home back to the way it once was. Once Sera is rebuilt, once all of civilization is restored, once the history books are rewritten we will be remembered as the Gears who saved Sera!"

A roar of cheers and shouts rose from the Gears as they pumped their rifles and fists into the air. Baird looked at Cole and nodded, Cole grinned and nodded as a reply. He looked over to Anya and saw her staring at Marcus, totally amazed at his speech. Marcus paid no heed to his squad and finished up.

"Soldiers of the COG, my brothers-in-arms. Get into that city, and FUCK-UP-THOSE-CHANGELINGS!"

The Gears kept up their cheering as they mounted up in 'Dills, Centaurs and Ravens. Most of them saluted Marcus as they rode past him, Marcus kept his stance and saluted back. Cole raised his Lancer in the air with the Gears.

"It's go time baby! WHOOOO!"

"Is this your own planned path to redemption after you screwed up all those years ago?" Baird asked Marcus, "Because it's working for sure."

"It's not about me, it's about the survival of humanity."

"Rightttt, so are we gonna mount up and move out."

"You read my mind. Let's go."

Delta Squad boarded Baird's Scorpion and joined the front of the convoy as it rolled through the city. Anya watched the carnage pass the firing slit she was aiming her Lancer through, occasionally glancing at Marcus who was staring at the control panel, unblinking. She was amazed by his speech, mostly because he barely spoke more than a few words at a time. But a whole speech, it was never heard of from him. She looked over to Baird, who was looking through the scope of the main gun and for some reason, he seemed to be smiling. Cole noticed as well and leaned over to look at him.

"What's gotten you all perked up?"

"Nothing much, just been looking forward to testing this thing out."

Well, you're gonna get your chance in a few seconds," Marcus said, "KR Nine-Five reported that there's a shit load of bugs in our way to the castle."

"Are we gonna dismount to engage?" Anya asked.

"Hell no, we're plowing right through them."

"Hell yeah!" Cole shouted, "Aw baby, this is gonna feel like one of my Thrashball games. Except we're gonna be running over bugs inside Baird custom dream ride."

"Yeah, you'll miss me once I'm gone."

"Save the talk for later," Marcus said, stomping on the gas pedal, "Hang on."

The Scorpion lurched forward and sped up rapidly, Baird armed the APC's guns and sneered as the first line of Changelings came into view. The Centaurs in the front of the convoy realized what Marcus was doing and engaged their boosters, tearing past the Scorpion and flattening the swarm of Changelings before stopping and turning to open fire at the ones that managed to dodge the armored beasts. Marcus evaded the larger Boomer, Mauler and Grinder Changelings, letting Baird riddle them with rounds from the Scorpion's four heavy machine guns.

"I haven't has this much fun since high school!" Baird said.

"Whatca do back then?" Cole asked.

"Machine stuff, I'll tell you when this is over."

"Eyes front, we're coming up to the Castle," Marcus said.

In front of the Castle gates was a massive swarm of Changelings, each one of them firing wildly at the oncoming wall of metal. Marcus gunned the engine, and braced for the impact of the two Mauler Changelings that were in front of the main entrance. The impact wasn't as bad as Marcus expected, the Scorpion bounced over the two masses and landed smack in the center courtyard to the front gates of the Castle, where even more Changelings were waiting.

"Aw shit," Baird said, letting loose with all the guns, killing Changelings en masse.

"Where do we go now?" Cole asked.

"I don't think we should get out of the Scorp'," Anya said.

"Good call," Marcus replied as he turned on his radio, "This is Fenix to all callsigns, there's a lotta bugs in the courtyard, we're going for the Chairman. You guys clear the place out."

"Will do Sergent Fenix."

So how are we going to get to Hoffman and Bernie?" Baird asked. Marcus revved the engine.

"Same way we stormed the Hollow back on Mount Kadar."

"Shit, there better not be any big ass jumps."

"Nah Damon. Just a lotta bugs to crush," Cole said. Marcus let go of the brake and the Scorpion screamed forwards, running over several Changelings and tearing up the front stairs and smashing through the front doors. Baird tossed Cole a microphone.

"I fitted a PA system on the outside of the Scorp'. I'd hate to come to a party unannounced."

Cole grinned and turned the mic on, a sharp drone emitted from the outside speakers.

"Hell yeah, this is gonna be fun."

"Now which way to the throne room?" Marcus said.

Canterlot Castle Throne Room

Bernie had never been in such intense combat before; not during the Pendulum Wars, not when she fought the Locust, not even when she had to fight the Dragons only days earlier. She shifted her aim and fired a round into the head of an oncoming Beast Rider Changeling.

"We've gotta fall back!" an Onyx Guard yelled over the storm of gunfire. Hoffman looked up over his cover and saw that the Changelings had indeed started to close the gap between them, even under pressure from the tagged grenades and sustained machine gun fire from the Vulcan. He swore under his breath and jumped up and ran to the door to the throne room.

"Fall back! We've gotta get back now!"

Bernie followed suit along with the last three surviving squads of Onyx guards. A few of which were impaled by five foot long gel spears that were shot by the Sniper Changelings. Carmine pulled one wounded guard though the door and slammed it shut.

"Holy fuck, we're dead."

"How long before help arrives?" Sam asked.

"I'm hoping soon or else we're screwed," Hoffman added. Suddenly, the gunfire outside stopped. The Gears stepped back from the door and readied their weapons. The sound of a door creaking open behind them didn't alert them, mostly because they knew who it was.

"Is...is it safe?" Twilight's shaken voice asked.

"Never assume because the fighting's stopped it's over," Bernie said. Carmine turned around and saw that Princess Celestia and all the ponies had left the safe room, including the fillies.

"Girls, get back in there," Carmine said, "It's not safe out he-"

A shattering crash echoed through the room and as a massive fist had punched through the door and then grabbed Carmine by his head. Carmine struggled as the arm slammed him against the door before throwing him off to the side.

"Carmineeeeeeee!" the fillies all screamed as their favorite human lay in a crumpled heap on the floor. Hoffman fired upon the hand and the rest of the Gears engaged as the hand ripped the door off its hinge and a mass of Locust Changelings swarmed into the throne room. Celestia knew that if she didn't do anything they would be doomed. She stepped out into the center of the Gears and charged up a spell that would stun the Changelings long enough for her and the Gears to escape. Her horn was fully engulfed in the magical charge when a very signature gunshot rang out and Celestia felt a burning and tearing pain rip through her front left shoulder and exit out into her abdomen. The fighting had suddenly stopped but Celestia didn't notice it until she hit the floor hard, sending a more intense pain shoot through her left leg and stomach. She looked up and saw Queen Chrysalis in the form of Queen Myrrah who was holding a Gorgon Pistol and shaking her head in disappointment.

"Tut, tut Princess Celestia. Did you really think that your little spells would work again after the last time I beat you?"

Celestia cringed as Bernie helped her up. The Locust Changelings had now fully surrounded the Gears and the ponies. Hoffman gritted his teeth and slowly turned in a circle before stopping at Queen Chrysalis, who now had her Gorgon pistol pointed at him.

"Now, if you want to live a little longer, I suggest you drop your weapons."

Hoffman's blood was boiling, he wanted to keep fighting, but he was outnumbered and outgunned. But he knew that help was coming, he just didn't know how soon. So long as he could stall the Changelings there was a chance of fighting back.

"Everyone, drop your guns."

"Sir?" one of the Onyx Guards asked.

"Just do what the bitch says!" Hoffman barked back. The Gears looked at each other before they slowly placed their weapons on the ground. The Royal Guards did so as well, knowing full well that they would be killed if they didn't drop their weapons too.

"So what now?" Jace asked Bernie.

"Hope to God that Marcus is coming."

"You humans," Chrysalis said, "Always so violent and pretentious. No wonder your home world is dead, your kind killed it through years of warfare. But did you stop? No. Even when a new threat arises you still continue to fight even when you know it will destroy you. Too bad it had to come to this, we could've worked together."

"Bullshit!" Hoffman said, "You assholes attacked us first, we retaliated. That's how warfare works. And we don't give a shit if something will destroy us, so long as we go out fighting hard."

Chrysalis chuckled and pointed her pistol at Hoffman's head. Hoffman balled his fists and stared into the barrel of the gun, but realistically, he was near to shitting himself.

"Come on you bitch, pull the fucking trigger. I'm sick of all this fucking fighting and bullshit politics."

Chrysalis was pulling back on the trigger when a voice echoed through the hallways, a loud, booming voice that made her stop and turn around to look down the hallway.

"Ladies and gentlemen. He's Hanover's favorite son. Numberrrr eightyyyyy threeee. THE COLE TRAINNNNNNN!

Chrysalis barely had time to react as the Scorpion plowed through her swarm and span around, guns blazing and cutting down more Changelings as the front hatch opened and Marcus, Cole and Anya jumped out and opened fire upon the charging Changelings. Hoffman reacted faster than he thought we was capable of and grabbed his Lancer and let out a burst of bullets, hitting a Changeling directly in the face. Chrysalis summoned a few Mauler Changelings to cover her escape, as she ran towards the door, a window exploded and showered her in glass. A few grappling hooks latched onto the wall and Gears jumped over the shattered window sill and landed in the room, firing their own weapons. Chrysalis retreated and found herself stuck in the middle of a full blown firefight, More Gears were pouring into the room, bullets flew all around the room and Gears and Changelings fell. Chrysalis was amazed how well disciplined the humans were, maintaining firing lines, issuing orders, even gaining the upper hand in melee combat. She growled and joined the fray, firing her pistol at the Gears and shoving her way past the Changelings. She knew that at this rate she couldn't escape unless she killed one of the human's commanders and used their death as a distraction to make the slip. She smashed her fist into a Gear and shoved him out of the way and sighted up on the first human she knew would be a high ranking commander. Marcus Fenix. Marcus had just pulled the smoking muzzle of his Lancer out of a Drone Changeling when he felt the whizz of a bullet pass his ear, he span around, saw Chrysalis and opened fire. Chrysalis dodged the Lancer fire and shot back, her rounds missed Marcus and took out an Onyx Guard behind him. Marcus revved up his chainsaw and ran at Chrysalis, sawing a Grenadier Changeling that got in his way. Chrysalis used her gel to make herself a large sword and swung it at Marcus, but he ducked and drove his Lancer upwards into Chrysalis's abdomen but her armor jammed the teeth of the saw and she shoved Marcus back and fired her pistol. Marcus felt the impact of the gel bullet hit his shin and splinter bone, he fell hard. The Lancer was lost as he tried to stem the flow of blood that was streaming down his calf. Chrysalis came into his view and pointed her pistol at him.

"Pathetic human, did you really think you could take on me and win? I am more powerful than you could ever imagine, I am incapable of being remotely harmed by your puny weapons. Even if you kill my swarm, I will survive and return again with a much larger and stronger swarm. You will have no chance then. You will not survive, Marcus Fenix, not this time. You will die like your friend. What was his name? Dominic Santiago wasn't it? Don't you worry, you'll see him soon enough."

Chrysalis raised her pistol and pulled the hammer back.

"Any last words?"

Marcus bared his teeth, suppressed the agonizing pain and spoke.

"Go to hell, you fucking bitch."

Chrysalis scoffed and sighted up on Marcus's head.

"You humans make me sick."

Marcus braced himself for the round. He was about to die, shot near point blank in the head by a shapeshifting bug creature. He didn't care though, so much in his life was lost. His friends, his honor, his best friend and his father. He waited for the bullet to impact his skull and take him to oblivion. But instead of hearing a gunshot, he heard the sound of a loud wet splat and a faint gurgling. He opened his eyes and looked up to see Hoffman behind Chrysalis, teeth gritted, veins visible, a Retro Lancer in his hands and the bayonet protruding several inches clean though Chrysalis's chest, dripping with her blood. He pulled back and twisted the rifle, making her moan with the pain.

"Just because I became a politician, doesn't mean I forgot how to be a soldier."

Hoffman yanked the bayonet out of the Changeling queen, sidestepped and swung the blade at her neck, slicing open her main arteries and spraying a shower of blood over the floor. She gave Marcus one last look of horror and defeat, gurgled and then collapsed face first onto the floor. Marcus stared at the body as Hoffman walked over to Chrysalis's head.

"Time to put an end to this," he said. And with that, Hoffman brought his boot down hard on the former Changeling queen's skull, crushing it to a pulp. Suddenly, the Changelings in the room started wailing and their gel disguises started to dissolve.

"What the hell is happening?" Sam yelled.

"They're losing control!" Baird barked back, "Someone must've killed the queen!"

"You can thank me later, Baird," Hoffman said. He and the Gears stopped fighting to watch the Changelings stagger around, screaming in pain as they tried to work out what they were doing. Most of them looked at the Gears and then flew out of the windows at high speeds, others fell on their backs and struggled until they stopped twitching and lay on the floor, still and eyes wide open. The Gears, now realizing that victory was theirs, starting walking around the room and executing any Changeling that was left behind. Hoffman turned around and helped Marcus up from the floor.

"On your feet, soldier. You're not dying while I'm in command."

"Shit this fucking hurts," Marcus grunted as he limped over to the Scorpion. Anya and Baird helped him onto the step while Cole searched the inside of the APC for the medical supplies.

"Shit, look at you," Anya said, "What happened?"

"Chrysalis got me, but Hoffman bayoneted her."

Cole jumped down from inside the APC and opened up the first aid kit when the click of a weapon being cocked attracted their attention. The squad and several Gears nearby turned around to the mount of door debris and saw a single, bloodied Changeling standing on the wreckage, holding a Boltok pistol pointed at the heads of the Cutie Mark Crusaders.

"You know what you all are?" the Changeling hissed, "A swarm of parasprites!"

The Changeling pressed the barrel of the gun to Apple Bloom's temple and was about to pull the trigger when a huge mass slammed into it from behind and wrestled it to the ground, the Changeling struggled as it looked up and saw the battered helmet of Clayton Carmine stare into it's eyes, it then felt the heavy impact of his fist on its face. The gruesome sound of bones breaking and Carmine's enraged screams clearly echoed through the battle damaged throne room.

"GET!"

Crunch.

"THE!"

Crunch.

"FUCK!"

Crunch.

"AWAY!"

Crunch.

"FROM!"

Crunch.

"THOSE!"

Crunch.

"FILLIES!"

Carmine reared his arm back once more and delivered a blow directly into the Changeling's face, crushing and depressing the skull and causing a pool of blood to form under it's head in a matter of seconds. Breathing heavily, Carmine stood up and stared at the body of the Changeling he had just killed with his bare hands. His fist hurt and was covered in blood, both his and the Changeling's. The fillies behind him slowly walked over next to him and looked up.

"Are-are you okay, Carmine?" Sweetie Belle asked.

Carmine didn't reply, he reached up, unbuckled his smashed helmet and slowly slid it off his head. The fillies stood as still as bricks as their savior turned around to look down at them, his dark brown hair hid the head wound were a trickle of blood was seeping from and running down his slightly pale cheek and onto his lips. For the first time they were seeing what Carmine looked like under his helmet, he hadn't taken it off since he first arrived in Ponyville. His bright blue eyes weren't staring the recent rage into theirs, they were showing kindness, friendship and love. Carmine crouched down and held his hand out to the fillies. The three hesitated for a second then slowly walked into his chest armor and hugged him, Carmine put his arm around them looked at Delta Squad and sighed.

"I think we're done here, don't you?"

Author's Note

If there any artists out there reading this who want to draw or are drawing what a helmetless Clayton Carmine would look like, could you let me know? I would really like to see what Carmine looks like without his headgear and if you want to I can put it in the beginning of the next chapter. You will receive full credit for your work if you wish for your artwork to be at the start of the next chapter.