• Published 13th Apr 2013
  • 3,249 Views, 105 Comments

Mare Do Well: As The Sky Falls - ShadeJak



Taking on the mantle of Mare Do Well, Rainbow Dash attempts to be a hero again, but finds herself in more then she bargained for when griffons attack Cloudsdale!

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Showtime

The realization that morning had met its end was enough to ensure Rainbow Dash snapped out of bed the moment such realization hit her, followed by a few seconds nursing her back, which was still a little sore from yesterday’s griffon brawl that prevented her from doing any morning aerobics.

“Still smarts… shame Twi’s not here.” Rainbow muttered. One of the downsides of Cloudsdale was it seriously lacked unicorns that knew healing spells, and she wasn’t about to travel back down to Manehattan to trouble one for a bruise that’d probably go away in another day or so. Looking out the window, Rainbow grinned as she saw pegasi flying about, gathering and setting up decorations preparing for the Wonderbolt performance that would start as soon as the sun set, and she intended to have a front row view of her idols. “This is gonna be so awesome!” She said giddily, trotting in place then hurrying downstairs to find her dad reading the paper.

“You sleep well?” Blitz asked. “You were five seconds from missing breakfast. Not very becoming for the fastest young flier.” He said with a small smirk.

“Hey, a little slack, dad. Yesterday was pretty intense.” Rainbow said sheepishly. “No work today, right?”

“Nope, they got me covered for today; I mean it’s been awhile since we saw a Wonderbolt show together.” Blitz answered.

“Yeah, I’da been pretty bummed if you couldn’t go.” Rainbow replied. “So anyway, I’m gonna go see Scootaloo and hang with her till it’s time to head over. I’ll meet you there after and we’ll all get front row seats to a show that's gonna define awesome!”

Blitz smiled, his daughter could be thick-headed and reckless sometimes, but loyalty had always been a quality he took pride in her for. “Alright, just try and stay out of trouble this time.” He said, returning his attention to the paper.

“Sure thing, dad! Catch ya later!” With that, Rainbow trotted out the door, took to the air, and flew off to where she remembered the young filly was staying.

~

“Wow, you’re here a little late.” The guard outside the weather factory said as two of the workers approached, several boxes being carried behind them on cloud carts.

“Yeah, well… cargo came a little late an’ all!” One of the arriving workers said with an embarrassed laugh.

“Ehh, whatever. Just get it on in here.” The guard grumbled, not wanting to deal with this and looking forward to the end of his shift for the sake of the show.

As soon as the workers went past them, however, they were immediately attacked. The worker pegasi grinned at one-another, then dragged the guards in, one of them shimmered briefly, and in his place was a perfect replica of one of the guards that lead the other false workers further in, the imposters taking out and shifting into the forms of the ones they came across, finally reaching the entrance to the storm containment wing. One of the boxes they'd brought in opened on the side and Leo stepped out, smirking. He looked slightly worse for wear from the previous fight but was otherwise alert and ready for carrying out the next part of the plan as he took out a small communicator and switched it on. “Boss? We’re in.” He said.

“Perfect. Find a strong one and get it inside the float.” Razorbeak's voice said from the other end of the line.

Opening the doors, Leo lead the imposters in and looked at the massive containment tubes, where a variety of dormant storm clouds floated within. Smirking as he saw a larger cloud darker then the others in a tube at the end, he snapped his claws and another box opened, and four griffons came out with something resembling a large, deflated balloon with celestial patterns on it. “This one.” He ordered, gesturing to the storm cloud he’d chosen. With a nod, the griffons and false workers carried the giant balloon over and flew its ends up to the hatch at the bottom of the tube. Flying over to the controls, Leo found the lever responding to that containment tube and pulled it down, watching in satisfaction as the storm cloud took on a whirling form and drained into the balloon, which swelled up to great size. Looking over the controls again, he found the switch to open the exit hatch used for releasing the weather, and took to the air, leading his followers out. “Storm cloud secure, boss.” He said into his communicator.

“Good. We’ve just managed to get into the Stargazer. The others will be on their way up when the show begins. Prepare for the next phase.” Razorbeak’s voice ordered.

“Griffons, come with me. You guys?” Leo said, looking at the false workers. “Go wait for us back at the Stargazer, and be ready for the show.” He ordered. With that, the workers smirked and their images shimmered again, this time taking the forms of regular pegasi civilians before they headed off in the direction of the hotel.

“All ready, boss.” Leo said.

“See you soon.” Razorbeak said, switching off the communicator and emerging from the box he had sat in and walked around Spitfire’s and Soarin’s penthouse, and approached the two grinning Wonderbolts.

“Well, that went well.” Spitfire said.

“Was there any doubt?” Razorbeak asked. “Your queen’s gonna love the ‘tribute’ for you and your siblings’ helping out so much.” He said, glancing over at a second Spitfire and Soarin that were sprawled out on the floor, their eyes a dull, glossy green and both wearing vacant, stupefied expressions. “The ones I sent to the factory are on their way back. Got the routine down, right?”

“Of course!” ‘Soarin’ said.

“Good, we pull this off and anypony that survives is fair game for you to bring back home.” Razorbeak said, his eyes narrowing within the metal mask.

“Spit… fire…” The Soarin on the floor muttered, and the Spitfire that was standing approached him, crouching down and stroking his mane.

“I’m right here, my love. I’m always here for you…” She said softly with a sultry smile, her eyes briefly turning into opaque green orbs, and immediately after, the stallion’s eyes flashed and he then smiled contently and slumped back over, earning an amused chuckle from the costumed griffon.

~

“Rainbow Dash! You’re alright!” Scootaloo said, giving her idol a hug when she found her at the door.

“Of course I am, squirt! It’s gonna take a lot more then some griffon to keep a pony as awesome as me down!” Rainbow said proudly.

“Was it hard finding your way here?” The filly asked, causing the older pegasus to wince at the realization that sure Mare Do Well knew where to find it, but Rainbow Dash would not.

“Ehh Mare Do Well gave me the quick summary where to find ya.” Rainbow said, relieved she’d dodged the metaphorical lightning bolt there as Scootaloo seemed to buy her claim.

“Well that’s great. Mare Do Well got me home last night, she was amazing the way she busted up those griffons!” Scootaloo said, doing a few attempts are martial arts moves.

“Yeah, I’m sure she was, wish I caught it.” Rainbow said with a slight eyeroll. Yet another moment where she wished she could have just told the truth…

What would it hurt to?

A lot! You tell her, she’ll tell her friends, and soon everypony’ll know and you’ll be back at square one!

Since when did being a superhero become so much tougher?!

Rainbow snapped out of her thoughts. “Well, anyway, you wanna hang a little before the show? We’ll grab a bite, then get the best seats!”

“That’ll be awesome!” Scootaloo said, bouncing a little with excitement.

“Well, I don’t settle for anything less. Plus I’m in the academy so I get friend and family in the special front-row. You might even meet a few of my teammates.” Rainbow replied with her usual cocky grin and glad to be able to shift the subject off her earlier more anxiety-ridden one that had made her thoughts race.

~

A few hours of a mostly uneventful afternoon later, the sun was ready to set, Rainbow had brought her young admirer and met up with her father, and they were lead to their seats at the bottom row of the stadium. At its center was all open sky, and the memories of having saved Rarity and performing a sonic rainboom the last time she’d been here went through the cyan pegasus’ mind.

“Scoots, you’re in for the show of a lifetime.” Rainbow said with a grin.

“Hey, Dash! Hey Scootaloo!” Cloudchaser said from the side, waving.

“Heya! How’s things been since the academy?” Rainbow called over to the lavendar mare, glad to see a familiar Ponyville face.

“Ohh, Flitter’s just glad to see me home.” The other pegasus said with a laugh, earning a smirk from her sister. Next to her, many of the other pegasi from the academy were there with friends and family alike. “I think we’re all glad for the time off, though.”

“Not me, my brother won’t stop asking me about it.” Thunderlane said with an amused roll of his eyes.

“Well, I wanna make it in too when I’m older.” Rumble said from next to him.

Suddenly, the music died down, and a pegasus with black shades flew to the center of the arena.

“The sun is setting, and the show’s about to begin!” He announced. “Are we ready?” He asked the audience, who cheered in response.

“Totally!” Rainbow called out.

“Woo-hoo!” Scootaloo cheered.

“YEEEAAAHHHH!” The huge white pegasus stallion whom Rainbow Dash never got the name of at the academy shouted, flexing his massive forelegs.

“Then let’s count down and see if it brings our stars out faster!” The announcer declared, looking towards the setting sun and soon, the final seconds were recited.

“7… 6…5…4…3…2…1… ZERO!”

The sun set and the sky grew dark, and suddenly the stars flickered in, and the moon rose up, another masterpiece by Princess Luna.

“Now, without further ado, the greatest aerobatic team in all of Equestria, the WONDERBOLTS!”

At that moment, fireworks went off all around and the Wonderbolts flew in a V-pattern, flying straight up, then more swirling fireworks suddenly burst around them as they broke formation. Cheers erupted all around, fantastic lights flashed and swirled, music played as they took position on a cloud two pegasi brought to the center and they took a bow.

Scootaloo instinctively jumped up, cheering, her impact back down caused Rainbow Dash to wince in pain.

“Easy there, squirt.” Rainbow said with a nervous smile, earning a look of surprise from the filly.

“What’s wrong?” Scootaloo asked. “You alright?”

“Yeah, still just a little banged up from yesterday.” Rainbow replied, and then she suddenly realized her potential mistake, Scootaloo was young but not stupid, she knew Mare Do Well had gotten hurt in the same place yesterday after getting clubbed with a baseball bat. If she put two and two together, she’d figure it out. “Trip down after that griffon got me wasn’t very smooth.” She said hastily.

Denying the filly a chance to process that, Rainbow quickly gestured to the Wonderbolts. “Look! They’re about to lift off!” It seemed to work, the filly immediately turned her attention to the show again, forgetting all about the conversation and grinning like a foal in a candy store.

Soon, the show began, and the aerobatics performed their death-defying stunts. Cheers continued, though as time went on Rainbow Dash couldn’t help but feel a little confused. Some of the stunts were rather off; not being at all like she remembered them, and once she swore two of them were in the wrong formation. They played on their strengths, using them to their utmost potential, but here it seemed somewhat disorganized. Her eyes narrowed in suspicion. That big griffon had sworn this wasn’t over; and now the Wonderbolts seeming way off when they always expected nothing but the best, it was as if it wasn't really them… Rainbow’s eyes widened in horror as memories of the Canterlot wedding and the Ponyville infiltration returned to her...

“Dad, can you watch Scootaloo for a sec, I’m gonna go get us some snacks!” She said, leaning down and allowing the filly to hop off her back and on to Blitz’s and galloped off.

“She’ll be back soon, she wouldn’t miss the finale.” Blitz told Scootaloo assuringly.

As soon as she found a good hiding spot, she opened her saddlebag and pulled out the Mare Do Well costume and got dressed. Something really didn’t seem right here, and she wanted to be ready. Her suspicions rose as a massive, celestial-patterned balloon rose up in the center of the arena.

“And now, the final act, appropriately dubbed The Weather Balloon! The Wonderbolts will release a mighty storm, and dissipate it completely! Don’t worry, you’ll all be safe, but will the same be said for these fantastic aerobats? WE SHALL SEE!” The announcer said.

With that, the Wonderbolts all landed atop the balloon, but then, instead of taking action and opening the balloon, their forms began to shimmer. One by one their uniforms and skin peeled away like burnt leaves, revealing hideous, ebony-skinned insectlike creatures Rainbow Dash knew all too well.

CHANGELINGS?! But what are they doing here?! She wondered. As if to answer that question, several griffons suddenly rose up into the arena with a familiar, muscular one in a tattered bomber jacket soon after. Grinning, the creatures tore into the balloon, revealing the massive black cloud within.

Oh no… Mare Do Well sprung into action, blurring past the shocked pegasi as she attempted to head off Leo as he approached the dormant cloud, clearly intent on bringing it to life.

“What do you think you’re—“ The announcer began, only to be blasted by a bolt of lightning that came from Leo’s hand. Raising up the smoking gauntlet that adorned it and giving it a crisp blow like he’d just fired a gun, Leo smirked as he watched the pegasus plummet to the ground and glanced over at Mare Do Well.

Growling and not wanting to let the pegasus die, Rainbow changed directions and sped down after him, picking up speed and finally reaching the falling pony, wrapping her forelegs around him and flying back up to the arena, finding a cloud to place him on.

“What happened…” The pegasus muttered, barely conscious.

“Don’t talk. You…” She said, looking at some bystanders. “Get him out of here, now. I’ll handle this.” Without letting them respond, she turned and flew back towards Leo, but it was too late now, the griffon raised his claw, and the changelings rose off the cloud, and on sync, they and the griffons all swooped down upon it, the impact bringing it to life.

Immediately the cloud began swirling and blowing, winds increasing as lightning flashed about within, thunder rumbling and causing many of the ponies to fly away in terror. Seconds later, though, more griffons appeared, bursting out of the clouds and flinging small explosives in the direction of the pegasi that fled. Leo stood atop the cloud, a mocking sneer on his face as the changelings flanked him and he gazed down at Mare Do Well. Snapping his claw and pointing to the costumed mare, and the changelings took flight, swooping down at her.

Mare Do Well flew forward as fast as she could, weaving around the changelings. They were fast, but she was faster. One flew straight at her, its decayed hoof reared back as it attempted to deck her, only for Rainbow to do a loop in the air, causing the changeling to fly past her, pause in confusion, and promptly get struck in the back, sending the ugly creature falling. As she moved closer, the pegasus jumped atop a griffon, knocking him out and letting him fall as well. Leo was just up ahead now, but he seemed unworried. Landing on the cloud, Rainbow Dash glared at the brutish griffon through her mask.

“Nice, Mare Do Well.” Leo said, aiming his gauntlet at her, electrical energy sparking from it. “But this time you’re gonna lose, in front of all of Cloudsdale!” He said with a smirk.

“If it’s anything like the last two times, I wouldn’t count on it!” Mare Do Well growled, then lunged forward. Below in the arena, Scootaloo watched intently. Mare Do Well’s speed and stunts were so like Rainbow Dash’s, the back injury… her eyes widened as realization started to hit her…

“Scootaloo! We need to find Rainbow Dash and go!” Blitz said urgently.

“…I think we already did…” She said, still watching, earning a confused look from the rainbow-maned stallion.

“We gotta help!” Cloudchaser insisted, galloping over.

“YEEEAAAAHHH!” her massive former wingpony declared loudly.

“You guys do that, I’m getting Rumble out of here. I won’t let him get hurt!” Thunderlane said, his wing draped over his little brother.

“Go ahead. Cover the others’ escape too.” Midnight Strike said. “Well handle these clowns!” She looked at the chaos all around. With the real Wonderbolts missing the least they could do as future Wonderbolts was try and hold them off while as many ponies could escape as possible.

On the storm cloud, Mare Do Well rolled out of the way, dodging a blast of lightning from Leo’s gauntlet, then stood as the griffon lunged at her, grabbing her hooves with his claws and the two wrestled against one-another. After several seconds of a stalemate, the pegasus finally broke her hoof free and began to pound it repeatedly into the griffon’s face. Leo’s beak cracked again, more severely then it already was, and finally half the upper portion flew right off. The griffon boss screeched in pain, recoiling back and clutching his face with both his claws as he hovered in the air.

“You—“ He began, his voice strained.

“Just won.” Mare Do Well said fiercely, charging at him and knocking him over, then did a swift spin in the air and bucked him, sending him flying from the cloud. With a final move, the costumed pegasus flew straight down and slammed into the cloud, sending a lightning bolt directly at the falling griffon, blasting him and sending his smoking body falling to the ground below. The griffons, seeing Leo meet his end, all paused and just hovered in the air in shock, the remaining changelings even looked a little surprised.

“It’s over! Your boss is gone!” Mare Do Well said in a low, dangerous tone, landing back on the cloud.

“Not exactly, hero…” A low, raspy voice announced. The costumed pegasus looked about and there in the stands was another griffon, this one in a black costume with armor plates, a utility belt, and an odd metal mask. The griffon took to the air and flew right at her, landing opposite her. “Shame about Leo, he was pretty good at what he did.” The griffon said, glancing over the edge for a moment. “So, name’s Razorbeak, and you must be the mysterious Mare Do Well I’ve heard so much about.”

“So I’m gonna guess YOU’RE the one who’s really behind all this?” Mare Do Well asked, barely containing her anger. “Then why don’t you tell me where the Wonderbolts are and I won’t make you share what happened to your friend back there!” She threatened, but the griffon just laughed.

“Oh they’re right here in Cloudsdale!” The griffon said, gesturing to the side. “Like I’d want them to miss the destruction of their own city!” He explained with another laugh. “Just like I don’t want anypony here to miss your unmasking and total crushing defeat!”

“Big talk for someone who saw me beat his pals.” Mare Do Well said, immediately spreading her wings and flying straight at Razorbeak, who suddenly raised his claw and grabbed her hoof, then swung around, flinging her. Tumbling across the cloud, sparks of lightning crackling within it, Rainbow Dash looked over in surprise. This guy was fast, she’d give him that. Getting up, she attempted again, and this time the griffon just flew straight up into the sky then dive-bombed her, punching the costumed pegasus in the back and causing her to cry out in pain.

“I see somepony’s been carrying over a few bruises. Guess being a superhero isn’t all it’s cracked up to be, is it?” Razorbeak said, grabbing Mare Do Well by the scruff and doing a quick roll, flinging her over.

“It’s worth it either way…” Rainbow Dash said, standing back up again. “Ponies need heroes, and I’m glad to be one for them!” The griffon let out a loud, cruel laugh.

“Oh PLEASE. We both know what’s really going on in that mind of yours, hero.” The griffon answered, rolling his eyes and emphasizing sarcasm on the last word. “Like any so-called hero, you’ve got a serious problem with self-esteem, and being some kind of superhero is the only way you can get any sense of value. No matter how talented you are, you still feel something missing, don’t you?” Razorbeak taunted, causing Rainbow Dash to yell out in rage and gallop right at him, then suddenly took to the air and flew around the griffon in fast circles. Razorbeak remaining on the defensive was frustrating as Tartarus for the pegasus, her patience was already thin by now and she had a feeling he was well-aware of that, but this stunt was sure to get him off-guard. She came up with it way back when she was at flight camp and as a secret stunt of sorts had hardly shown it off to anypony.

Picking up her speed, Rainbow created enough force to draw power from the cloud into a minor tornado. “Let’s see you get out of this one!” She said, moving to the top, only to stare in disbelief as the griffon flew straight up, riding the winds before they dissipated and swinging a punch at her. “How…” Rainbow muttered, dazed for a second, then barely dodged another punch and immediately swung her hoof, managing to land a blow on the griffon’s mask. His head jerked to the side and he returned with another punch, then another, Rainbow used her back legs to kick him in the chest, knocking him backwards and flying at him, the griffon regained control then flew right past her.

“I know all about you. I’ve been watching you for the past few days, all my plans, a bigger payoff then I was expecting!” Razorbeak said, doing a roll in the air and striking the pegasus in the side, then flew above her and slammed his elbow into her back, subjecting her bruise to even more abuse. That was all it took now, Rainbow tried to keep herself in the air but she felt the strength leave her wings, and she landed atop the cloud. She tried to stand, but the pain was now too much, and she collapsed again.

She heard Razorbeak land beside her, laughing, then grabbed her by the cape and flew off the cloud to a podium, flinging her atop it and watching as her hat fell from her head, drifting down towards the ground far below. Climbing atop the podium, the griffon turned his attention to the cadets and remaining ponies who’d been resisting up until now.

“Cloudsdale is under my control now!” Razorbeak declared. “By now, the weather factory already belongs to me! Every storm that had been hoarded away there will be released in just a matter of seconds! But first, let me introduce, or in some cases, re-introduce you to your so-called hero. The pony who always did have a habit of getting in over her head and putting everypony she cares for in harm’s way… RAINBOW DASH!” On those final words, the griffon grabbed Mare Do Well’s mask and tore it from her face, revealing the cyan mare underneath. “A pony whose ego is so fragile she has to sponge off your praise to feel alive, who spends her time showing off because she’s afraid of being laughed at again. How’s that for loyalty?” He asked with a laugh, tossing the mask aside and letting it fall from the cloud city.

“Dashie!” Blitz cried out, but before he or the Wonderbolt cadets could move they were immediately beset by several griffons who held them back.

“By tomorrow night, Dash, Cloudsdale will be no more, and there’ll be nopony to blame for it but yourself!” Razorbeak said quietly to the defeated pegasus in his grip.

Rainbow Dash grunted in pain, trying to fight Razorbeak's grip as the griffon suddenly grabbed her but she had no strength left. The griffon’s words cut deeply into her… she had failed.

She felt herself get lifted up, and saw storm clouds suddenly begin to form in the sky, gathering around Cloudsdale.

“Enjoy the taste of failure, hero… while you can.” Razorbeak’s voice echoed into her ears as Rainbow stared blankly ahead.

Then, she felt herself falling… falling… falling…

“NO!” Scootaloo cried out, suddenly breaking into a gallop, the griffons turned and looked toward her, long enough for Blitz to break free and give chase, two of the griffons in pursuit. Scootaloo reached the edge, and closing her eyes for a second, made a leap of faith. Before Blitz could follow, however, the griffons tackled him and pulled him back.

“Forget the filly. Take everypony to the weather factory and we’ll get ready for the final phase!” Razorbeak ordered, glancing down over the edge, then laughing as the griffons began to carry away Blitz, the cadets, and anypony they could grab towards the factory. The storm clouds built up, finally blanketing the city. There’d be no escape for anypony else…

~

As she fell, Rainbow Dash stared at the conquered sky city, a broken, defeated expression on her face. She’d lost… failed… and now Cloudsdale would be destroyed because of her… because she couldn’t save it from some griffon terrorist. She'd thought she could be a hero, and had once again been proven wrong in a far worse way..

“Dad… Scoots… everyone…” She muttered, barely conscious. “I’m so sorry…”

The last thing she felt as her consciousness, too, abandoned her was the soft impact of a cloud beneath her, and she heard the hum of tiny wings beating as their owner climbed next to her.