Somewhere in Ponyville

"Are you sure about this, Scootaloo?" Sweetie Belle asked, worry clear through her pink curls and illuminated by the pale green light flickering from the tip of her horn. The orange pegasus she addressed was practically vibrating with excitement while Applebloom, the cream-colored third crusader, studied the walls of the barrel curiously.

"C'mon Sweetie Belle, trust me. This'll be the awesomest cutie mark ever! Besides, you only live once, right?"

"That's what I'm afraid of."

"You're not chicken, are you?" Scootaloo scoffed, flicking her scruffy purple mane.

Applebloom sniffed the stale, strangely-scented air.

Sweetie tried to puff herself up with indignation, but the uncertainty in her squeaked "N-no!" ruined the illusion. Her friend quirked an eyebrow to make it clear that nopony was fooled. "It's just that everypony else has been so worried about it," the white filly finally admitted, slumping against the wooden walls of their hiding place. "I mean, some of them were saying that-"

"Hey girls," Applebloom suddenly interjected, "What was in this barrel before us?"

Once the question registered Sweetie Belle jerked away from the wall in panic, flinching as tufts of white fur stuck fast to the wood. A thin sheen of resin coated her back, causing both her and Scootaloo to scrunch their faces in disgust.

"Ew! What is this stuff?"

"Ah don't know! Where were we when we jumped in?"

"Somewhere near the edge of town, ask Sweetie Belle."

"Why would I know?"

"Weren't you paying attention?"

"Um… Yes?"

Applebloom facehoofed and Scootaloo slammed her head into the wall, grimacing as she too became a victim of the mysterious sticky lining. "That's it," Applebloom declared. "Somepony boost me up so's Ah can have a look around."

Standing on top of a shaky Scootaloo, the red-maned farmfilly lifted the (thankfully clean) lid with her head and braced her forelegs on the lip. "Ah don't see anypony, but – Hold still, Scoots!"

"You try lifting yourself sometime!" the strained pegasus shot back. Her brief distraction cost her however, and she buckled under the weight.

As her friend tumbled out from under her, Applebloom somehow maintained her grip on the barrel's edge but was unable to prevent her underside from hitting the inner wall. Suppressing a shudder as the adhesive smeared her stomach, she took a quick glance and dropped back down to find her friends once again prying themselves from the wall. "We're right 'cross the street from the Quill 'n Sofa," she reported with a snicker while wiping at her soiled fur.

Sweetie perked up. "East side or north side?" she asked. Applebloom tilted her head uncomprehendingly. "Could you see the door?" the young unicorn offered hopefully.

"Ey-Nope. Why?"

"Mr. Davenport's shop is on a corner," the white filly explained, "so there are two buildings across from it: Noteworthy's Instrumental Rentals in front and Maple's Syrup Shop to the side." She puffed her chest out with a smug grin, proud that she could remember something like this off the top of her head.

For a moment, the other two crusaders stared surprised at their friend's bizarrely-selective memory. "What are you, a map?" Scootaloo teased while Applebloom thought on what Sweetie Belle's revelation would mean.

"But that would mean we're at tha syrup place…" she began, but stopped when she and her friends figured out what they should have suspected from the beginning.

"Tree sap."

Ponyville Evacuation Tunnel Entrance #4 (Sugarcube Corner)

"I'm telling you, Time Turner—" Twilight argued into her helmet, "the Model 6 Grindell/Galilean Nonlinear Rifle does not have a continuous fire mode."

"And I'm telling you," the tinkerer shot back, "It does now."

"But you can't just—!"

"Now shush! I still need to add a few finishing touches."

She dropped the issue with a defeated groan and turned back to the commandeered bakery.

It was a sad sight despite the colorful paint and decorations that nopony had bothered to take down. Some ponies were helping to reinforce the walls or board up the windows, while others were trudging through into the cellar where they would enter the Diamond Dog built tunnel system and find transportation to Canterlot. Foals clustered around their elders, talking quietly with their friends and occasionally asking after somepony not present. Every few minutes there would be a tearful goodbye full of halfhearted promises to meet again.

Twilight was still not sure which of them got to her more.

Seeking another distraction, she tuned her radio in to one of the other tunnel entrance channels: Her library.

"Hey Spike, how are things at home?" she asked, both thankful and worried that her number-one assistant had insisted on staying behind to help. Even if he was almost as tall as Big Macintosh now, he was still her little helper and she did not want to see him come to harm. Unfortunately, she lamented, he learned his debating skills from the best.

"Everything's fine over here," Spike rumbled back. "It's still weird to watch everypony go into the basement, but at least the evacuation's almost over."

Twilight nodded, still not used to his new voice. At least it had changed somewhat-gradually this time instead of literally mid-sentence. "Good to hear. I hope it isn't as depressing as it is here."

"Hey Twi," Rainbow Dash cut in over her own comm unit. "You might want to hurry things along. We got incoming."

Cutie Mark Crusaders Temporary Hideout #258

Time passed slowly for the hidden foals, the wait broken up by the tense chatting of passing ponies and the by-now-almost-familiar rumbles and whines of the human machines. What little conversation the three might have struck up in the interim halted when—as luck would have it—their barrel became cover for none other than the Ponyville timekeeper and gadgeteer, Time Turner.

"And I'm telling you, it does now," he argued with somepony over the radio in that accent that nopony really believed was from someplace called Brayton. Some hefty device landed on the lid with a rattling thwump, and the creaking of stressed wood mingled with muffled buzzing as the mysterious stallion fiddled with his whatever-it-was. "Now shush! I still need to add a few finishing touches."

The Crusaders huddled together in their barrel and waited, fear of discovery keeping them silent. Outside, their unwitting guard began to murmur to himself. At first he was simply spouting technobabble as he worked, but once the task was done he fell into muttering dark thoughts, broken promises to strange names, and ideals he was now forced into abandoning. They became increasingly uneasy of eavesdropping the longer it went on, almost to the point that they were willing to reveal themselves just to get away from the scary pony that had apparently replaced the quirky brown clockmaker they had known for years.

Before they could, however, the talking stopped. In fact, all noise seemed to stop. No birds chirped, no hoofsteps sounded from the road, and even the growling of the vehicles seemed to hide away.

The fillies held their breath, partly to avoid being heard in the stunning quiet and partly in fear of what would happen when it broke. It was as if the Millennial Summer Sun Celebration had come again, and all of the terror of Nightmare Moon's return had been funneled straight into their barrel.

Seconds slipped by in suffocating silence.

Then Time Turner spoke. "Well, this is it," he said idly, as if whatever was happening was expected, even normal. "The point of no return. If I run now, I might just make it."

Another second ticked by. Ephemeral whines and undulating rumbles rose in the distance, more alien than anything the Crusaders had ever heard.

"I was tired of running anyway," Turner chuckled. "Think I'll give the youngsters a shot at it."

The unearthly noises were soon joined by others, all drawing nearer with each passing moment. Explosions shook the ground as gunfire rattled their teeth and rapid, deep thumps reverberated in their stomachs. Voices could also be heard shouting and screaming in the cacophony. Many of them were familiar, but for every pony there were dozens of nightmarish bellows and warbling shrieks.

The sounds of battle grew louder and closer until by the time it reached them almost a minute later it seemed to drown out all else. Even insulated by the wood and resin of the barrel, Applebloom, Sweetie Belle, and Scootaloo could not think through the roar. They huddled together in the center, as far from any of it as they could manage. Panic began to set in in earnest, their breath coming in jerks as the walls closed in and their imaginations painted terrors to match every howl and groan. Only one coherent thought echoed in all three minds: This was a mistake. We shouldn't have stayed. We should have left when we had the chance, but now it's too late they're everywhere and they're gonna find us and eat us and we're gonna die!

Suddenly a new sound tore through the din. It wasn't a monstrous growl or somepony screaming or anything they had ever heard before. It was something else, something elementally powerful, like a bonfire and a waterfall and the tearing of paper all happening at once. And as close as everything else had felt the new noise was closer still. It was right above them, weighing down the lid of the barrel.

This must be what Time Turner was doing, they realized with wide eyes. If they strained their ears they could even tell that he was shouting something, if not what it was.

Whatever it was, the sound helped. Its power - somehow pure despite being unnatural - kept the frightful other noises distant and burned away at their fear. Every few seconds the noise would stop, allowing the roars and screams back in, but the terror was no longer as paralyzing and the "nice" noise would start back up soon after. Thanks to that the three frightened fillies managed to hang on, even if they had abandoned all thoughts of leaving the safety of their hiding spot.

Some unknown time passed, blurred together by consistency into a single long moment. Every now and then a monster would be heard coming closer, but then the noise would come and the monster would vanish. Sometimes there would be another noise at the end, like a big wave crashing in the distance. In-between the bursts of the noise they could hear Turner saying thing about the monsters that they were fairly certain young fillies weren't supposed to hear.

Then something happened. A feral, vulture-like screech pierced through the comforting sound from above, and instead of disappearing like all the others had it landed on top of where Time Turner supposedly was. The earth pony shouted in surprise and his machine stopped.

Though they could not actually see what was happening outside, the sounds of the scuffle painted a clear picture. Something sharp bit into packed dirt as the monster missed its prey, and the pony retaliated by kicking out. One hoof went ksh as it hit a shield of some sort, but the other impacted, electing a startled warble of pain as the creature was thrown away. It leaped back in with an angry caw, this time scoring a wound of its own. Turner cried out as he was forced to the ground with a thump harder than gravity alone could account for.

The creature made a sound that almost sounded like laughing as Time Turner struggled beneath it. The meaty chrump of a lucky hit, however, turned its laughter into a noise more comparable to a schoolyard whistle. Turner chuckled darkly at first but yelled in pain again to the sickening sound of something cutting into flesh. The monster screamed a single word, several painful octaves too high and almost unintelligible through the rage.


Suddenly something tore through the walls of the barrel from behind the terrified little fillies. Splinters bit into their backs and shot past their heads, but whatever caused the blast thankfully missed them. The wall in front of them followed the projectile outward to attack the monster with wooden needles, and the bullet itself punched a hoof-sized hole straight through its chest. By the time they could get a good look at it, Turner was squirming out from under its corpse.

For Scootaloo and Applebloom, the closest comparison they could come up with was a demonic cross between a dragon and the mythical foal-carrying stork. It was covered in rough, emerald-green feathers from the base of its dagger-toothed beak to the tip of its stiff, muscular tail and it wore a sparse suit of dark metal plates, cracked over its groin and around the hole in its torso. Its powerful legs and nimble forearms both ended in sets of wicked claws, and crimson blood painted the jagged curves on one hand. A glimmering pink blade was strapped to one arm, its tip also dripping blood, and on the wrist of other was a glowing orange shield that vanished before their eyes.

To Sweetie Belle, who had seen something like it in a book once, it looked frighteningly similar to the long-extinct reptiles called raptors.

"Thanks Hun!" Time Turner said to seemingly nothing as he heaved the alien dinosaur off of him. He had a series of bloody gashes leading under the chest plate of his armor and a hole in one foreleg, but he was otherwise fine. The Crusaders even thought they heard Derpy's voice reply from his helmet.

Scootaloo turned around to look through the other new window in their hideout, hoping to see the walled-eyed mailmare who had always been so nice to her. She instead saw the sign for the Quills & Sofas swinging wildly with a sizeable dent in the metal.

She also saw the street, though it had been rendered almost unrecognizable in the time they had been hiding. Several armored ponies crouched behind whatever cover they could, be it the wall of a building, the smoldering ruin of some extraterrestrial machine, or even some of the couches from Mr. Davenport's store (though most of these were little more than smoking ashes by that point). One or more of them were always leaning out to shoot down the street, only for a barrage of lights and what appeared to be glowing spikes to force them to duck back down and let somepony else shoot. The orange filly didn't know any of them as more than acquaintances, but seeing them like this was still scary.

Even worse was what was coming down the street at them. There were more of the lizard-bird things shooting globs of light or pink thorns from behind their glowing shields as they darted to and fro, but they were far from alone. Stubby creatures charged recklessly forward firing lights of their own as armored apes as tall as the Princess urged them on, adding volleys of white-hot spikes to the attack.

Between the two forces lay a field of metal hulks and bodies, mostly of aliens even if some were charred too badly to tell much else.

"You okay, Doc?" called a blue unicorn whose name Scootaloo vaguely recalled as having something to do with stabbing.

"I'm fine," Time Turner assured. "Just a bit roughed up is… all…" The brown stallion looked down at the sound of creaking wood. One side of the barrel that held up his device was bowing out and causing the previously-stable platform to list. Within seconds the planks would snap and spill their most powerful weapon in the dirt. "No, no, no, no! Don't do that!" he shouted as if it would sway the weakened container one way or the other.

Applebloom glanced from one side of the barrel to the other, gears turning in her head. "This hideout ain't safe anymore, girls," she decided as the wood groaned louder. Sweetie Belle nodded numbly at her but Scootaloo didn't react. Not willing to wait for their friend to snap out of it, the other two fillies grabbed her and tossed her out through a hole to Turner's hooves. Sweetie Belle leaped out next, while Applebloom stayed long enough to deliver a calculated buck to the wall of the barrel that wasn't breaking.

For his part, the brown earth pony only yelped a little when a screaming pegasus filly flew out of the barrel at him. It was enough to draw the attention of others, however, and they all watched in horror as the shocked orange foal was joined by two others, all stained and sticky with tree sap. Luckily the splintering sound of the barrel collapsing in on itself was enough to bring them back to reality.

"I'll call this in," Time Turner yelled at the others. "You all get back to it!" He glanced at the barrel he had been standing over for the past hour, now once again perfectly level if only half as tall. Then he looked at the fillies that had been there for even longer than that without being noticed. They were cowering behind another barrel now.

How the bloody hell did they manage that one? he wondered with a sigh, before keying his radio and turning back to his laser. "Callbox to Ponyville Central, come in Ponyville Central."

Ponyville Local Command Center (Town Hall)

The three story pavilion that had served as the village's seat of government since the town's inception was busier than it had ever been. Placed as it was near the center of town and surrounded by the wide, clear expanse of the Main Square, it was an obvious choice for a stockpile and nerve center. A pair of Wolverine mobile AAA platforms stood guard outside, engines growling like their namesakes and ready to maul any incoming aircraft just as viciously. Thanks to them and the MAC batteries at Canterlot, Styx, and Detrot, Ponyville Central had remained almost untouched in the fighting.

Which is not to say that there's no blood, Twilight thought woozily as she looked around the triage that now covered much of the first floor. One would think that plasma injuries would be clean. After all it's pretty much just fire, so it should cauterize any wound it makes, right?

Unfortunately, the only thing that turned out to be "clean" about plasma weapons was that they were more or less painless. The heat fried any nerve endings before they could register the water in the victim's cells flash-vaporizing. That was what did most of the damage; the sudden expansion of steam tearing its way out of the body. While the heat did cause some degree of cauterization, it was only enough to keep from bleeding out for a few minutes. Assuming the wound was not directly fatal, of course.

Luckily the Brutes that were leading the offensive preferred to shoot spikes of white-hot metal, which did seal up their holes rather nicely, even if they hurt like the dickens while doing so.

The biggest nightmare actually turned out to be the glowing pink shards of the Needlers, which had all of the messy bursting of plasma without the pain-killing burns and delivered in a homing gemstone of death. It was for that reason that Applejack was among the groaning patients with Fluttershy hovering over her. The cowpony's armor had absorbed much of the damage, but the force with which the needles had shattered had split her chest plate open and cracked several ribs.

Rarity was also there, but it was to help the nurses while there were no electronic issues to sort out. Pinkie Pie was of course impossible to locate, with reports of her coming from all over town, and Rainbow Dash had last been seen speeding out of town and trailing Covenant fighters.

"Callbox to Ponyville Central," a nearby radio set crackled out."Come in Ponyville Central."

Twilight grabbed the microphone in her magic and said, "Strongpoint Callbox, this is Ponyville Central. What's happening?"

"Twilight, we've got a problem. Three small problems, to be precise."

Twilight stiffened in horror and several ponies looked over in worry. "Tell me it's not…"

"It is."

"But how did they—?"

"They were hiding in a barrel the whole time."

"But that's just! … Just! … Just keep them safe. I'm sending pickup now." She teleported away before anypony could stop her.

In the square outside sat a number of vehicles undergoing field repairs or being loaded up with supplies for the front lines. None of them were aircraft, however, and any pegasi that could carry three foals through contested airspace were busy elsewhere. Looking for the next best alternative, Twilight galloped up to a Warthog as it was lowered onto its new tires.

"You there!" she shouted to the sandy-coated pegasus mare behind the wheel, who gave an impatient sigh and pulled her hoof ever-so-slightly away from the gas petal. "Very important mission; you know where Strongpoint Callbox is, right?" The pegasus nodded. "Good. There are three little fillies there; go get them and take them to an Evac tunnel."

The jeep was gone before she could finish, burning rubber through the embattled town.

Strongpoint Callbox

The Covenant had quickly fallen back once they figured out that the laser was still operational, as they had likely been counting on it being taken down by the Raptor that had jumped Time Turner. Still, everypony knew they would try something else soon enough.

In the meantime, they busied themselves with patching wounds, passing around ammo and water, grabbing wrecked vehicles to use as cover, and assigning point values to any alien aircraft unlucky enough to wander into sight of their super-weapon (which they had nicknamed Ares). The Crusaders sat near their former hiding place, Applebloom and Scootaloo wincing as Sweetie Belle pulled slivers of wood from their backs with her magic. Pokey Pierce (whose name Scootaloo knew she had heard somewhere) had already removed the younger unicorn's shrapnel and was now occupied with strapping the former-Jackal, would-be assassin's arm-blade to his own foreleg.

A low, whiny hum signaled an abrupt end to the lull. Ponies rushed back to their makeshift barricade and the three fillies hid behind another barrel as a Phantom dropship lumbered slowly and oddly unsteadily over the buildings. Four misshapen metal lumps hung from the underside, each the size of a small boulder, and its engines roared too loudly for how fast it moved.

"No points for hitting that," somepony shouted.

The Spartan Laser opened fire, the red-white ray focusing on the sloped nose where the ship's cockpit and engines both rested. The Phantom managed to drift almost all of the way out into the street in the scant two second it took for the beam to sear through the purple metal, but then it shuddered as the laser destroyed vital systems. The underside latches released their cargo to slam heavily to the ground, and the whole craft tore apart in a blue-tinted explosion. Another six of the mysterious masses fell through the smoking debris, ominous thuds ignored as they were buried under the twisted remains of their transport.

The gathered ponies let out a small cheer at having thwarted yet another attack before it could start. The Covenant would either have to find some way to remove the massive ship or else be forced to bottleneck themselves with it, both of which would be a welcome break for the beleaguered militia. On top of that, they could make out the rumble of a Warthog's engine rising out of the background.

"Sounds like it's almost time to get you three out of here," Time Turner declared, ruffling each of their sap-matted manes.

As the car came around the last corner and into view however, all celebration stopped.

The wrecked Phantom was moving.

It shifted unsteadily, like paper on top of an angry bug. Metal groaned and scraps tumbled off of the larger pieces as they rose impossibly into the air, and with a final echoing bellow the pile burst outward to reveal the true nature of the dropship's passengers.

Ten massive figures charged forward, each covered head-to-toe in steely blue armor that still glowed with the heat of their ship. Four of them stopped short and squatted down, vicious spines flaring on their backs, to guard themselves with the long, thick shields at the ends of their left arms. The right arms consisted of thick cannons, which they aimed at the ponies down range as pale-green light flickered in the muzzles.

The six other titans surged forward with terrifying speed and guttural roars, shield-arms cocked back and ready to smash any obstacle they could not simply stomp through with their pillar-like legs.

"Oh shit," screamed Pierce as he and everypony-else dived for cover. "Hunters! It was a freaking Hunter Piñata!"

The militiaponies opened fire but Hunters plowed heedlessly through the hail of lead. Even the chaingun of the still-incoming Warthog barely made them flinch as the high-caliber rounds sparked off of their armor. The only time the bullets managed to inflict any real damage was when one slipped into the green, squirmy flesh that peaked out between one's helmet and breastplate. The metal monster tumbled in a lime spray, only for another to let out an anguished bellow and lumber at them even faster.

Time Turner was at his laser in an instant, the red beam lancing out at one of the crouched Hunters. As sturdy as the beast's defense was, it lasted only a fraction of a second before the laser's fury tore it in half.

Turner swung around to the next hunkered giant, not even bothering to release the trigger as the unstoppable ray nearly bisected one of the charging Hunters at the waist. Both fell smoldering to the dirt and another was scythed down while he moved on towards his third target, but that was where his time ran out.

The Assault Cannons flared brighter, letting off an ear-piercing screech as they lobbed a volley of burning green plasma. The fillies screamed and leaped away, but Time Turner did not budge except to bring his weapon down on that third Hunter. Both he and his laser vanished in the blast while the behemoth trumpeted in agony, staggering back a step with much of its torso carved out into a black crater. It swayed and stumbled another few steps while its partner groaned worriedly, then slumped to the ground before succumbing to its wound.

Sweetie Belle, Applebloom, and Scootaloo watched on in horror as three of the remaining Hunters finally closed with the militia lines. Ponies scattered, desperate to avoid a meeting with the devastating bludgeons or the weighty rubble they flung with each swing, but even so the air rippled with almost as many crunching bones as gunshots.

As another Hunter was felled by somepony who had circled behind it, the Warthog sent to collect the Crusaders finally neared its objective. Unfortunately, as the vehicle swerved to make the final approach one of the other two Hunters ran up and smashed its shield into the side. Though driver and gunner both survived the impact, they were forced to bail out as their ride was tossed through the air and rammed top-first into the battle-scarred wall of Maple's Syrup Shop. Barrels and fillies rolled out of the way when it tumbled free, but the turret had punched through the barrier and was torn away to fall inside the building.

Turning on the new ponies, the Hunter roared in alien rage and swung again. The pegasus spread her wings and leaped into the air while the unicorn that accompanied her brought up a seafoam-colored shield and prayed to anything he could that the juggernaut was not as powerful as it looked. The magical barricade shattered like fine china, but the stallion's shattered body smacked into the head of the other melee-entangled Hunter and distracted it long enough for the last surviving militapony Pokey Pierce to drive his newly-acquired Covenant blade into its vulnerable backside.

The Warthog's driver dove between her Hunter's spines, the deceptively-sharp edges shearing chunks of feathers from her wings as she did so, and delivered a solid two-hoofed buck to its rear. The titan staggered only slightly and whirled in retaliation, swinging its shield in a wide arc. Though the mare tried to evade with another jump, her clipped wings caused her to stumble in the air and fall ever-so-slightly back into the path of the blow. Her back hooves actually touched down on the surface of the weapon as it sped beneath her, but the speed at which it was moving swept her legs out from under her with two sickening cracks.

Her grunts of pain were cut off by another thunderous stomp.

Satisfied that the annoyances had been dealt with, the Hunter turned to find its next target. It saw the human vehicle, engine rumbling idly as three small ponies scrabbled up the side and into the driver's seat. It had been in battle with humans before; it knew that even unarmed vehicles were weapons in and of themselves if given a chance to gain speed. It was because of that threat that it had attacked the Warthog as it had, and for that reason again it raised its Assault Cannon to the battered transport.

Sweetie Belle saw its raised Cannon arm as she tumbled into the jeep, and she did the only thing she could think of: she screamed. She screamed like she had never screamed before in her life; a shriek so loud and shrill that it seemed to echo across the town. Her friends covered their ears and screamed alongside her, but they seemed inconsequential next to her supersonic tone.

For whatever reason, the Hunter recoiled dizzily from this noise. It shook its head briefly, then drew the limb back into its armor like a turtle and hunkered down like its fellows had. Thus insulated, it went back to charging its Assault Cannon and blowing the nuisance to smithereens, unaware that the noise had drawn the attention of somepony else.

"Oh no you don't!" Pierce yelled as he galloped up behind the mountainous attacker, and with a shout he buried his glimmering blade in its exposed, squirming flesh. The beast bellowed and tried to dislodge the source of its pain, but the crystalline shard separated from Pokey's foreleg and gave off a dangerous whine. The entire back of the Hunter's armor came off in an explosion of pink mist and green gunk, and its gutted corpse fell to the ground without so much as a twitch.

Pokey Pierce stared wide-eyed at what he had done, then looked up to see three stunned-but-alive fillies staring back at him. "You're alive!" He sighed and collapsed into the growing puddle of green slime. "Thank Celestia you're still alive." He brought one shaky hoof to his helmet — as unsteady as he felt, he did not trust his magic anywhere near his head — and triggered his radio.

"This is—" He had to stop and swallow to avoid being sick. Purposefully shutting out the world around him, he tried again. "This is Pokey Pierce from Strongpoint Callbox calling Ponyville Central. Please come in Ponyville Central." His mind hardly noticed the 'please.'

There was a terrifying moment of static, then a voice had had thought he'd never hear again. "This is Ponyville Central. What's going on Callbox?"

"Twilight?" Pokey gasped, "Is that you?" Though he had never talked about it, he had had a crush on the quiet librarian since the "Ursa Minor" incident, when she had single-hoofedly put a building-sized bear to sleep and levitated it out of town. Hell, half of Ponyville had been awed by the display, but he liked to delude himself that he was the only stallion with romantic feelings for such a powerful mare.

"Pierce? Where's Time Turner?"

"Gone," he whimpered as the full extent of what had just happened hit him. "Oh, Luna, They're all gone."

"What?" Twilight shouted through the link. "What Happened? Just stay calm and tell me what happened."

"It—" He had to swallow again. "It was Hunters, ma'am. Ten of them, all stuffed into a single dropship. We shot the ship down, and they all burst out a–and started killing everypony. It's just me and the foals now.

"But we killed them," Pokey said with a dead chuckle. "We killed all…" he trailed off. There was something wrong, some detail he was overlooking. Still not trusting himself to actually look at the bodies, he instead replayed the battle in his head and tallied the Hunters as they fell. He then repeated the process twice more, desperate to find something else –anything else he could have missed, but each count ended the same way.

Dread churned nebulously in his stomach, kept at bay only by his frantic doubts. Maybe he was wrong –oh how dearly he hoped he was wrong –but maybe he was right too. He didn't know. He had to look, had to see it with his own eyes before he could be sure.

If I'm wrong I can relax, he thought in an effort to build up courage. I can just hop in the Hog and drive the fillies to safety and everything will be fine, but if I'm right- Acting before the thought could finish, the blue unicorn whirled around and cast his gaze down the battle-scarred street.

His dread solidified, tearing an icy hole in his guts and anchoring his limbs in place. Only his mouth moved, finishing his aborted sentence of its own accord.

"… Nine. We only killed nine."

Back down the road, near the wreckage of the Phantom, the final Hunter stood like some iron fiend straight from Tartarus. It had so far refrained from bombarding the melee with its Assault Canon, but a sizable gap in the twisted metal behind it showed that it had not been idle. Now it turned back to the ponies it had been sent to destroy. Its Cannon was charged and leveled at the stallion, and as the first wave of Covenant soldiers surged through the breach it fired.

Pokey Pierce numbly watched the mass of green death soar through the air, not even flinching as he joined his friend Time Turner as a black smear on the ground.

The Cutie Mark Crusaders ducked into the Warthog before the blast landed, trying their best to stay quiet as the car rocked from the close impact. They did not dare to peek over the edge of the frame. They could hear the monsters outside, closer than ever before. To reveal themselves now would be suicide.

While Applebloom tried to burrow into the thin gap between the seat and the metal frame and Sweetie Belle rocked herself in a fetal position, Scootaloo was looking around in blind terror for some way to escape. This isn't how it's supposed to end, she yelled in her mind, trying to force her body to follow a plan she didn't have. I haven't even found my special talent! Dying a virgin is bad enough, but if I die a blank flank I'll never hear the end of it!

She could practically see Diamond Tiara and Silver Spoon, their mocking smirks betraying the already-transparent lie behind their looks of false pity. "Wow, I guess you really are a blank-flank for life," Tiara would say with that tormenting sneer of hers as Silver Spoon snickered behind her. "It's sad, really. Now you won't be able to live out the rest of your life as a talentless chicken!"

Scootaloo screwed her eyes shut, trying to banish the imaginary bullies but only making them more vivid for lack of a backdrop. Violently shaking her head in a futile attempt to dislodge their smug grins, she growled in rage at the hurtful figments and at her own impotence, "No, no, no!"

Suddenly her skull met something hard and plastic. Rubbing the impact, the orange filly cracked one eye open to see what had interrupted her internal struggle, only to be met with the steering wheel of the Warthog. Despite having seen it multiple times during her fit of panic, it was as if she was looking at it for the first time now. This is a wheeled vehicle, it seemed to say. You are in an escape route, and with the help of your friends you can all get out alive.

But you must hurry, the mysterious voice faded out as heavy footfalls separated from the marching din to reach the pegasus's ears.

Now in an entirely different mode of panic, Scootaloo zipped to her simpering friends and said, "C'mon girls, we've gotta move," while trying desperately to shove them into motion.

Sweetie Belle simply curled deeper in on herself, murmuring some unintelligible phrase over and over again, but Applebloom was at least aware enough to notice. "Why?" she shot back dully from her meager crevice. "Why can't we just hide in here an' wait fer them ta leave?"

There was a snuffling snort as the monster drew nearer.

"Because they already know we're here," the pegasus retaliated. "We have to go now!"

"Go how? Are we just s'posed to run for it?"

"No, we drive!" She pried the cream filly from her hole and pushed her into the floorboards with a final shout of, "Now sit on the gas and let me do the steering!"

"But there's six pedals down here!" Applebloom shouted as Scootaloo reared up in the seat and hooked her forelegs into the steering wheel. She peered over the top of the dashboard…

… and straight into the eyes of a savage-looking ape in golden armor.

"Pick one, now," the pegasus filly screamed.

The Brute grunted in surprise, then let out a hungry laugh and started circling around to the open side.

Applebloom hesitated, surveying her options. One of the pedals arrayed before her was smoother than the others. That meant it must be used more. In any machine, the most-used trigger must be the most useful, right? That logic seemed sound to the little earth pony, so she bit her lip and slammed her entire weight into what she dearly hoped was not the brakes.

The Warthog roared into motion, shattering the brute's arm as it reached for its screaming meal. The sudden acceleration nearly made Scootaloo lose her grip on the wheel, and she almost did not remember to turn through the rushing wind and adrenaline. Even throwing her whole body into it, the battered vehicle almost crashed into the still-smoking hull of the Phantom before heading back up the street.

A supposedly-empty automobile suddenly coming to life will attract attention, however, and that Brute was far from the only enemy in the road.

Grunts, Raptors, and still more Brutes spun to meet their new target. Many opened fire immediately, while an unlucky number were forced to jump out of the way or be crushed as three tons of steel came barreling through. Bolts of plasma shot out in a torrent, unintentionally overwhelming and vaporizing most of the Spiker and Needler rounds in their midst before splashing into the hull or streaking past it to tear into the walls or other Covenant beyond. Even given the volume of fire racing to meet them, the Crusaders drove through recklessly untouched.

Indeed despite the obvious size of the target, it proved to be surprisingly evasive through speed alone. Shots from the sides would more often than not pass behind it as it rushed by faster than the shooters could adjust, and anything in front was more occupied with avoiding the tusked bumper than dealing damage of its own. Even the few soldiers with the presence of mind to step into the cleared corridor behind it found that their attacks barely outpaced the Warthog and would fizzle out before they could catch up.

Not that Scootaloo noticed. All the daredevil filly felt was hot wind in her mane and the rumble of the engine. All she saw was a crystal-clear blur of motion, indistinct and yet showing everything she needed to see. Adrenaline pounded in her ears like a drum, drowning out the whizzing of plasma and the wet crunches of bodies meeting bumper. Even Applebloom's panicked cries as she strained against the jostling of the undercarriage fell on deaf ears.

Orange wings buzzed unconsciously as if to force still more speed into the spinning tires. She knew this feeling; that tingle that crept up her spine whenever she was on her scooter, surging briefly as she pulled her stunts. Even some of the riskier escapades she had dragged her fellow Crusaders through in the past brought up a flicker of the sensation, though the others never seemed to feel it.

But nothing could compare to this. It was like lightning in her veins, pure energy pouring into every fiber of her being. It pulsed in time with her heart and arced invisibly from her hooves and wingtips, flowing eagerly into the machine. Her lips pulled back in a face-splitting grin as it pushed through the metal, imbuing it with power and a single purpose straight from her mind: more speed.

Purple sparks danced across the engine, which roared with a primal fury not seen in the internal combustion engine in centuries. Lights shot from the wheels, pushing them faster and leaving a thin trail of purple flames along their tracks. Magic rippled into form around the pedals and startled Applebloom away as it readily took up her task.

Even Scootaloo herself was visibly affected. Magic shone deep in her hard-set eyes and sparked from her hooves into the Warthog, and the flicking of her mane and tale began to resemble purple fire instead of messy hair. With so much going on, a flash on her flanks went wholly unnoticed.

The same could not be said of the display as a whole.

Radiation-green explosions shook the car as Banshees streaked overhead. Though none of them hit close enough to stop her, the blasts forced Scootaloo to swerve and slowed her long enough for two of the alien craft to come back up from behind. The pained wail of their engines as they struggled to keep pace would have done their ghostly namesakes proud, but keep pace they did and their companions were not far behind.

Their plasma cannons nipped at the rampaging vehicle's heels as it tore down the street, now passing scattered firefights between Covenant and Equestrian forces and leaving a trail of confusion and alien roadkill in its wake. In just a few minutes of driving they would reach the safety of town square, but every corner they turned the Banshees would cut across to strafe them with fuel rods again. Each near-miss rocked the car, and with each repetition the trailing ships drew nearer.

"We're not gonna make it!" Applebloom cried, now clinging to the still-catatonic Sweetie Belle in the floor of the other seat.

"We'll make it. I can already see the last turn up ahead," Scootaloo tried to reassure her, even though she herself was not so sure. The alien craft were already dangerously close, their guns eating away at the Warthog's deformed rear and splashing down to either side. One more turn could be one too many.

Whatever. It's either that or stop and let the monsters eat us, she thought grimly, fighting down a shudder and trying to ignore the army of savage invaders even now scrambling out of her path.

There was a moment of groaning metal and dizzying vertigo as the world spun around them, the pegasus' underdeveloped and already-flagging magic straining its limits to redirect the vehicle's substantial momentum. The enchantment flickered and sputtered, freeing the tires to skid and losing precious speed, but it held.

The end of this nightmarish crusade was now in sight, but first she would have to drive through one last battlefield.

Main Street was, like everywhere, carpeted in bodies and dotted with broken vehicles. Smoking craters filled the air with an acrid haze and splintered holes had been blasted into the surrounding buildings, yet foreboding as the scene was it still teemed with movement and noise. Waves of Covenant soldiers poured into the labyrinth of cover to skirmish with the entrenched ponies. Pegasi contested leaping Raptors and jetpack-wearing Brutes for control of the high ground. Streaks of magic and plasma crisscrossed overhead before crashing down to earth.

And now a glowing Warthog was barreling through it all with a flock of Banshees in hot pursuit.

Another barrage of green fire slammed into the ground close enough to singe Scootaloo's fur, but she didn't flinch. She couldn't, not when they were so close and any lapse could mean the death of her friends. Instead she angled the Hog towards the clearest path she could find through the warzone, blaring the horn in hope of warning everypony to stay out of her way.

As the Banshees opened up again with their plasma cannons something in the square shifted, barely visible through the smoke and even then only because of its massive bulk. Lights flared across the top and ponies and aliens alike dove for cover as the screech of missiles filled the air. Suddenly finding themselves under fire the purple crafts swerved and scattered, but the very speed which had allowed them to follow the Crusaders' retreat now turned against them as their momentum dragged them into the laser-guided teeth of the Wolverine. Escape was impossible, and they were torn apart in an instant.

Even with the metal flyers shattering in bursts of blue flame however the foals were not yet safe. More rockets had been fired than the Banshees had needed and the leftovers, lacking alternate targets to chase, defaulted on their programming as indirect artillery. Explosions blasted the battered street as they dived almost at random, making efforts only to avoid UNSC personnel. None of the three fillies were marked as such, and in one last spiteful burst of misfortune a missile came down scant feet ahead of them.

Scootaloo's world became a ringing blur. Vague shapes danced between the edge of her vision and the flash that refused to go out, even when she shut her eyes. She didn't want to keep them close though. She felt wind and weightlessness, and she wanted to see. She was finally flying, after all.

Cracking her eyes, she found the afterimage slowly fading into clarity. Main Street spun sickeningly to all sides, framed by twisted metal as it sped past. To her right, Applebloom and Sweetie Belle drifted listlessly up from the floor in a terrified embrace. Both looked to be screaming, and Scootaloo noted that she was screaming too. In fact she was starting to be able to hear it through the sourceless tone in her ear.

Oh yeah, she recalled numbly, we're about to die.

Seconds passed slowly, as if to compensate for the feverish haste of the past few minutes. They were out over the square itself now, having sailed just above the fighting on the last sparks of Scootaloo's magic. Gravity finally took hold, the pegasus too weak to hold it off any longer. Even if she could, they were still barreling straight towards the massive Wolverine.

Given no other option, Scootaloo clenched her eyes shut, pulled her friends close, and cried into their fur. "I'm sorry! I'm sorry for all the bad stuff I said about you and all the stunts I made you pull, and I'm sorry you're both gonna die now because of me and my dumb idea. You girls are the best friends I ever had and you don't deserve to die because of somepony as dumb and stupid as me!"

Applebloom and Sweetie Belle's only response was to wordlessly wrap their hooves around their sobbing friend. Together they waiting, eyes closed, for the end.

Ponyville Town Hall

Twilight, despite her deep-seated need for organization, had given up the command center as a lost cause. Between coordinating forces cut off by this sudden blitz and enacting a fighting retreat in the face of the very same, she was simply too busy – a word she was rapidly re-learning the meaning of –to keep track of everything. Add to that reports of a lightning-fast "Ghost Hog" headed their way, and she was certain she could hear her mane greying.

Nopony noticed the Wolverine as it fired another salvo; it had been doing that repeatedly over the past ten minutes, after all. What followed soon after however, did seize their attention. And how could it not when that scream echoing from three mouths as if they were dozens had been a herald of wanton chaos in Ponyville for nearly two years, to the point where some claimed to have heard it moments before this brutal Covenant offensive began?

The librarian acted without thought, the noise acting as a catalyst for her frustration and distraction to trigger an ingrained response, and the Cutie Mark Crusaders materialized next to her in a flash of light. She had to stop herself from growling, "What did you do?"

The three fillies remained clutching themselves, not sure of what had happened. Gone was the screaming wind and nauseating twirling, and in its place was silence and cold, hard, stationary ground beneath their hooves. They kept their eyes shut however, even as they were surrounded by cheering and swept up in eager and protective hooves. Only when they heard the muffled crunch of the Warthog's crash did they allow themselves to peek, half afraid that they were somehow already dead.

Instead they found themselves inside the town hall being crowded by nearly a dozen ecstatic ponies, with many more watching happily from wherever they lay before returning their attention to their wounds. The joy in the air was almost palpable as Applejack and Rarity clutched their little sisters in backbreaking hugs, unable to speak through their relief. Scootaloo ended up being squeezed by somepony she didn't know and even Twilight was being smothered with thanks for teleporting the fillies to safety at the last second. The lavender librarian seemed to be the only pony making any attempt to break up the reunion, though it was halfhearted and made little progress.

The true interruption came much to everypony's surprise, from Fluttershy forcing her way through the press with a cry of, "Give them some room! Let the poor things breath!" The crowd quickly dispersed, though the two big sisters stayed protectively in place as the pegasus tittered nervously, "Oh my goodness, you three look terrible!" She began delicately poking the smaller ponies, earning small yelps of pain whenever she found one of their numerous scrapes and scuffs. "You're all bruised and –and you're just shaking like a leaf! What happened to your backs? What's all of this sticky stuff in your fur? Oh, and Scootaloo what's that on your flank?"

All functioning eyes centered on the orange filly.

She stared back at them for a moment, not quite sure if she had heard the question correctly. Then she looked down at her rear only to find her tail wrapped self-consciously over it. Pushing aside the singed and matted hair revealed something that barely a few minutes earlier she thought she would never see.

A purple-rimmed tire in the middle of a silver six-pointed star was plastered across her flank.

Once again the world around Scootaloo ceased to matter as the gears in her head ground uselessly against each other. Murmurs of "What's it for?" and "She got that out there?" bounced off her ears without entering, the curious jabs of her friends went unfelt, and she didn't even notice Fluttershy scamper off to help somepony else.

I got my cutie mark, she thought emptily, willing the words through in her mind an effort to spur it into movement. It failed to work, so she tried again.

I'm glad that this has happened.

The label felt hollow somehow. She didn't actually feel glad about it, but if not that, then what? This was a momentous occasion! She needed some form of emotion to pin to it! But scouring herself turned up nothing, not even worry over the apparent void in her heart.

A sensation finally surfaced after several moments of fruitless searching, and she embraced it without a second thought. Finally! I have my cutie mark and I feel… lightheaded?

A few ponies gasped as the filly lost consciousness, though most were once again occupied with their own issues. Nevertheless Nurse Redheart appeared by her side almost immediately with a flurry of prods and tests. "She's breathing well," the medical mare mumbled anxiously. "Pulse is steady, blood pressure only slightly elevated, not even a fever."

"Physically, she looks fine," Redheart announced at length, "but we'll have to keep an eye on her until we know what's wrong."

"D'ya think all a' that fancy magic she was doin' on tha Chupamathingy mighta had somethin' ta do with it?" Applebloom asked while cautiously poking her comatose friend. Scootaloo groaned and shifted slightly, but nothing more.

"The what?" Twilight cut in as she trotted back up to them. "You mean the Warthog?"

"I thought it looks kinda like one a them Chupamacabra critters Snips 'n Snails were goin' on about at school one day."

"What? No it –Never mind!" Shaking her head, Twilight changed the subject. "I just called the evacuation center in Canterlot, but they can't risk delaying the launch for very long. You three need to go now."

"Not until Scootaloo is okay," shouted Sweetie Belle indignantly.

"She'll be fine," the older unicorn assured, wrapping the unmoving pegasus in a spell. "She just has a slight case of…"

There was a lengthy pause as the information from the magic was processed.

"… Whoa, complete magical exhaustion. I've only read about this." Twilight's voice was both concerned and impressed, and the light of her magic flared slightly. "There's hardly a trace of metaphysical energy left in her. Oh, but don't worry!" she hastily added, seeing the fear on the others' faces. "She's not in any danger. She just needs to rest and recover her strength for a while, and then she'll be back to normal."

Everypony breathed a sigh of relief as Applejack scooped the sleeping filly onto her back. "C'mon you two, we'd best get goin'," she declared, "Them ships won't wait fer ever."

"Oh, but darling, your injuries-" Rarity started to warn, only to be waved off.

"Ah feel fine; that foamy stuff's a miracle in a can!" The cowpony turned to Twilight and asked, "So where's the nearest place that's still got a set of wheels in the basement?"

The unicorn considered the options for a moment before responding, "There's actually still a car stationed right here, but the Princess ordered us all to stay in Ponyville, remember? It's bad enough that we've lost contact with Rainbow Dash; if you're not back when Celestia gives the signal, the plan might not work!" Taking a hesitant nod for a reply she swept her gaze over the entire triage area, quickly finding somepony else to take the foals.

"Bon Bon! Can you come over here please?" The earth mare approached uncertainly, her crème torso partially obscured by stained gauze. She didn't speak, but cast cautious glances between the fillies and their big sisters before settling attentively on Twilight. "These fillies need to get to the evacuation center in Canterlot as soon as possible. Can I trust you to take them there safely?"

Bon Bon looked back at disheveled foals, this time taking in their pitiful demeanor. All three were bruised and bloody, their fur caked with sweat and burnt sap where it wasn't singed black altogether. Scootaloo was curled unresponsive on Applejack's back, Applebloom and Sweetie Belle huddled mutely at the orange mare's hooves looking at something in the general direction of the floor. Neither of the elder siblings seemed sure of how to comfort them.

She gave a stern nod without taking her eyes off of them.

"Great! Now, you need to –"

A sudden fracas outside disrupted the instructions; Shouts, screams and bursts of gunfire, all much closer than the engagement at Main Street.

"Third sub-basement, last car left, you can't miss it! Go!" Twilight shouted in panic, hastily shifting the limp pegasus to the other mare's back before turning to the other fillies. "Girls, follow Bon Bon, okay? She'll get you to safety." They nodded numbly –though she had already teleported away –and scampered to comply, eager to put this nightmare behind them.

Author's Notes: Uh, wow. Seems kinda silly to be excited about "almost five thousand words" now, doesn't it?

So yeah, a lot of stuff in this chapter.

We finally get to see what an Equestria-verse Jackal looks like. Yes, the Raptors. They turned into freaking dinosaurs. Also for the record and before anyone asks, yes, I know the Hunters are described here as being green. This was mentioned briefly a few chapters ago as a quick joke that I simply plan on running with. Hunters are green now. Green is cool.

I ranted for a little on the common misconception that plasma wounds self-cauterize.

Scootaloo got her cutie mark! I think the seldom-seen Road Rage medal from Halo: Reach fits her pretty nicely, don't you? Plus it has the added meaning of the six-pointed star denoting magic, basically saying Scoots is a wizard behind the wheel. I actually had to fine-tune a lot of my headcanon about cutie marks and magic in general here. But I'm going leave that out and use this journal post right here: /blog/159495/on-cutie-marks-and-magical-theory-by- a -howitzer. (it's on FIMFiction, so the site's being a butt about the link)

And finally, we now have our first taste of "real" combat. So, how was it? Did I get bogged down in details? Was it too fast-paced? Tell me what you think, about that or anything else!

And as always, thank you all for reading and (hopefully) enjoying my humble little story. Please favorite, review, like, and/or comment as appropriate for the site you are reading it on.

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