The city already showed some damage as the battle progressed but damage wise to structure, the Kul’asepticons were clearly winning. Filly-Second lamented this as she shot at the air running at lightning speed.
“We’ve got Kul’asepticons in the air, Kul’asepticons on the ground! Insecticons, Seekers, and Coneheads, oh my! Take them out on the ground, they’re still in the air, out of the air, on the ground. Basically they’re everywhere, so where’s that leave us, nowhere that’s where.” Filly-Second than fell on her belly to the floor tired.
A turrent turned to face and fired at Shi’va who dodged and was joined by several Kul’asepticons including Tirac, Vinyl Mirror and the Mirrorcons, the building experts of the Kul’asepticons, that looked like slightly darker colored clones of some of some of the Autoponies including Dash, Twilight, AJ, Rarity, and Filly-Second without her costume, all in green and purple armor on some parts of their bodies.
Inside a room near the gun tower, Rainbow Dash was trying to push a large missile launcher to face the Kul’asepticons, but than turned to Blitz who dragged Bonbon’s corpse. “C’mon Blitz, Shi’va’s making her big push, but we need to push back.” Blitz than set down Bonbon’s corpse next to Lyra’s body and ran to push the launcher along with Dash. Twilight, AJ, and Scootaloo ran into the room than helped push the launcher managing to point it in the right direction. Blitz than turned to Twilight. “I was afraid you’d be stuck outside the city.”
“Nah. I wasn’t worried for a second.”
“You probably didn’t understand the situation.”
The launcher reached the spot it was supposed to be in than Scootaloo looked out the window in time to see Shi’va turn to the Mirrorcons.
“Mirrorcons, merge for the kill!”
“AJ, Twilight, Look!”
Midnight Shine and Pinkimena transformed into their respected vehicle modes, but this time, the back of their modes raised up, while the hood stayed flat, giving them an appearance similar to legs. AJ looked and looked in horror. “Annihilator.”
The other Mirrorcons jumped to their partners combining together and creating a giant pony, looking similar to Luna, but wearing a red bat crown, red boots, red necklace. A red visor covered her eyes and she approached the gun smiling. “Prepare for extermination.”
Annihilator opened her mouth and a row of dagger-like teeth retracted out than chomped on the gun barrel, and spitting it out over her shoulder than punched at the wall trying to take it down. Dash grabbed a missile shell and brought it to the launcher. “I got better things to do tonight than die.” She put missile in than pressed a button. The missile went flying towards Annihilator exploding. Annihilator looked unharmed but felt irritated so, she tore off a piece of the outer wall, two more shots hit the area, dispersing the Kul’asepticons, While Annihilator threw the wall piece towards where the missile shots came from, sending it through destroying the launcher. Dash, Blitz, and AJ ran as the piece went through. Twilight did the same but picked up Scootaloo before running out.
"Where's the Wonderbolts, we could really use Phoenix right now." Applejack asked.
"The Combaticons formed Valkyrie and the Shadowbolts formed Nightshade outside the Ark, Luna sent them with Omega Pommel and the Rescuemares to cover the Ark!" Blitz yelled as they ran through the door that closed having them from the explosion.
Outside Rarity was shooting outside along with a few other Autoponies, hoping the morning would bring Celestia Prime and a hope to win the battle.
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The laser shots topped coming from the Autoponies side stopped and Shi’va saw and an opportunity. “Their defenses are broken. Let the slaughter begin!” Annihilator tore apart the wall, when Filly-Second ran to her leg. “Tag you’re It.” she kept repeating it as Annihilator kept trying to grab her. Shi’va ignored Annihilator and ran for the city when she saw a ship descend near the city.
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Celestia looked over the damage, than looked to the Maximares; the largest of the Autoponies with sheer strength, but the flier Spitfire was the only one who wasn’t simple minded. Celestia turned to Fluttershy, the largest of them all.
“Maximares, take out Annihilator!”
“Me Fluttershy Love Challenge!”
The Maximares jumped down through the opening descending to the city, seeing Filly-Second get grabbed by Annihilator’s giant hoof that began to squeeze.
“Maximares, Transform!”
Fluttershy changed, becoming a giant winged wirewolf, Spitfire transformed into a phoenix, Raindrops became a large rabbit, and Spinezilla became a large wingless dragon. Annihilator looked up to see the Maximares fly down towards her. Fluttershy lunged in first but Annihilator apple bucked her away. Spinezilla landed and ran for Annihilator, but Annihilator raised her hooves and slammed them down on Spinezilla, causing her eyes to jump out of her head than go back in. Annihilator picked her up and threw her to Raindrops rammed for Annihilator’s legs along with Filly-Second who hit her in the other leg. Spitfire managed to head butt her, embedding Annihilator into the wall but taking herself out too.
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Celestia Prime looked over the city, and the Kul’asepticons advancing on it.
“Shi’va must be stopped. No matter the cost.” Celestia transformed into her truck mode, driving for the city.
The Kul’asepticons ran for the way in, ready to end this once and for all. Ahuizota heard something and looked behind her and saw her reflection in Celestia Prime’s grill than was hit, sent flying over behind the truck. Suri Polomare ran but was hit and landed on the ground on the right. Umbra managed to jump to the side allowing the Kul’asepticons to fire on the Autopony. Celestia Transformed and with one flap of her wings, she soared over the Kul’asepticons, firing her Path Blaster taking out a few of them, when she landed on the other side, she hit a Aria Blaze clone, and the two seekers Adagio and Sunset, but they were barely able to drag themselves away from the shots.
Meanwhile inside, Luna Mangus drove out right in front of Annihilator with Cheerlie, Party Favor, and Night Glider transforming along with her to face down the combiner by firing with everything they had, breaking Annihilator into her core components, bringing the consequence of causing the opposing Autoponies to get outnumbered. They quickly retreated from the Mirrorcons, Party Favor unfortunately getting gunned down in the back by the Mirrorcons as they continued their advance. Shi’va followed after them before stopping, spotting a shadow rise from behind her and turned around.
“Prime!”
“One shall Stand, One shall Fall.”
“Why throw away your life so recklessly?”
High Heel ran for Celestia only for Celestia to turn around and punch her in the face, then grabbed her by the leg slamming her into the ground head first, leaving her body sticking out like an ostrich trying to pull out. “That is a questions you should ask yourself Shi’va.” Celestia replied standing up.
“No. I’ll crush you with my bare claws!”
Shi’va tackled Celestia taking them back outside. Twilight saw what was happening and ran. “I’ve got to help Celestia!” AJ turned to Twilight. “No Twi. That’s Celestia’s fight.”
Celestia threw Shi’va and Shi’va slammed onto a wall. She found a large piece of shrapnel by her side and threw it at Celestia, it impacting her left side and sticking in there. Shi’va than aimed her blaster and fired. Celestia dodged and ran for Shi’va. Shi’va aimed her cannon again but Celestia punched Shi’va causing her Fusion Cannon to fall off. Shi’va brought out her energy dagger and swung at Celestia, the dagger only hitting the wound, causing energy to leak out, and Celestia to touch the wound and stumbled back a little. Shi’va jumped up and tried to land on Celestia but Celestia gave her an uppercut sending Shi’va on the ground on her back. Celestia ran for her and Shi’va swept her legs to which Celestia to dodge but than landed in time for Shi’va to kick her in the chest. Shi’va ran for Celestia, reaching for her head.
“I’ll rip out your optics fiber by fiber!"
Celestia managed to push Shi’va off and then threw her over her and near an edge. AJ looked over and shouted to Celestia. “Finish her off Celestia do it now!” Celestia grabbed her Path Blaster than aimed at Shi’va. Shi’va looked at Celestia than at the wreckage around her seeing a blaster under some rubble.
“No more Celestia Prime! Grant me mercy! I beg of you!”
“You who are without mercy, now plead for it! I thought you were made of stronger stuff.”
Twilight tackled Shi’va as she grabbed the blaster. “No ya don’t Shi’va!”
“Out of the way Twilight!” Celestia exclaimed as she tried to get a clear shot on Shi’va without hitting Twilight. Shi’va than turned Twilight around and used her as a shield while she than shot at Celestia hitting the wound she created. “Fall! Fall!” she shot a few more times and Celestia finally fell, her ornaments cracked. Shi’va threw Twilight away, than aimed her gun at Celestia, who struggled to stay on her four hooves. “I would’ve waited an eternity for this.” Shi’va had a piece of her helmets horns missing, cracks all over her body, and was missing her right lower arm. “It’s over Prime.”
Celestia looked up with a few gasping breaths, than brought her two hooves together and swung them against Shi’va’s chest, cracking the Kul'assepticon symbol on her chest apart.
“NEVER!!”
Shi’va fell hitting the bottom floor of the city. Several Kul’asepticons on the level below ran for their fallen leader. Celestia stood up for a moment when she collapsed. Twilight ran to her, tears in her eyes. “Celestia…no. Please forgive me.”
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Shi’va laid on the bottom sparks coming from some parts of her body, Tirac grinned looking her over. “How do you feel, Mighty Shi’va?” she than kicked Shi’va, hiding the pain as she kicked with the foot she shot off. “Nightingale, Transform, and get us out of here.”
Shi’va looked up, feeling fear in some of her body. “Don’t leave me Vinyl.”
“As you command, Shi’va.”
Nightingale transformed into train mode and drove by, several Kul’asepticons running for her. MirrorShy had a damaged clone of Suri Polomare on her back, while Pinkie Mirror had an Aria Blaze clone on her back. Vinyl Mirror held Shi’va in her hooves the Autoponies shot at her and Gilda held Shi’va’s Fusion Cannon. Everyone managed to make it so Tirac had no problem yelling as she finally got in. “Nightingale, take off!”
Nightingale rocketed forward, than transformed into Shuttle mode, all though it made several Kul’asepticons inside busy as she turned upside down. She left for Equis, none of them knowing the unknown threat to come as the Autoponies gathered around their fallen leader.