Fallout Equestria: Black Sky

Chapter 3: Downhill

I awoke to a damp feeling where my head met the towels I had been sleeping on. Apparently I had started drooling at some point in the night but that's not the only thing that forced me awake. I opened my eyes to an unusually bright light unlike what I was used to. Tilting my head upward I was met with a blinding glow that forced my eyes shut again. Obviously this was the sun I had heard so much about from my classes back in Stable 13. It was quite a bit brighter than I imagined.

I sat up and popped my eyes open again. The dark night had been replaced with a vast blue that stretched across the sky while clouds scattered across the open expanse. It was nice but I had to admit I preferred the night over it. Plus now there was a blinding ball of light in the sky I would have to avoid looking at.

I turned around and stared out from this uncomfortably high slope the wagon sat atop. The city of Los Pegasus dominated the landscape. Suburban looking areas cluttered around downtown where the city shot up with countless tall buildings. One of which stood tall enough to possibly breach the clouds. nestled in the mountains beyond was a massive compound atop a plateau. It was made up of what looked like several dome shaped buildings.

I fumbled behind me for my spyglass to examine it further but was interrupted by an unexpected gunshot which landed a bullet lodged in the side of the wagon. I looked up to see four ponies approaching from the road. The first shot quickly led to a second, third, and fourth coming from the entire group. The speeding bullets forced me to hunker down in the bed of the wagon as I strapped on my satchel and readied Argus. There was a full clip loaded into the chamber this time so the only reason I could possibly run out of ammo is if I'm a bad shot...which was still pretty true.

I perched myself with Argus' sights set on the closest target who quickly fired off two rounds that landed way too close for comfort. I went into a slight panic interrupted by the world abruptly stopping around me. Now I'm no expert but I don't think that time is supposed to stop in the middle of a gunfight.

My confusion ended at the sight of the notification in the top corner of my vision that stated I just turned on S.A.T.S. It was one of those Pip-buck functions where I probably dazed off while being instructed on how to use it. So it looked like I just turned it on by accident but as chance would have it it was exactly what I needed right now.

Just my luck it also displayed instructions on how to use it which rendered the whole lesson on it completely useless. I targeted two shots to the closest attackers head and executed the program. My leg seemed to move on its own as I raised Argus, took aim and fired off two shots. The first bullet missed but the second struck the earth pony right in the forehead. When the world returned to normal he slumped to the ground.

I ducked down inside the wagon. Three ponies, three bullets, and a questionable ability for me to quickly reload. Clearly it wasn't my day.

I was still waiting for S.A.T.S. to recharge when the wagon shifted at the sound of a bullet hitting something other than wood. Not only that but the attacking party had started firing fewer rounds. I peeked up over the side confirming my suspicions. They had knocked the wedge beneath the wheel loose.

The wagon slowly rolled to the edge of the overlook. If I jumped out now I'd have no cover so instinct led me to do the next stupid thing.

Hold the fuck on to something.

The wagon came over the crest where the hill went from gentle slope to dangerous incline as I grabbed the harness that I sung over the side and slid Argus under my bag strap before wrapping my fore hooves over the opposite sides of the wagon. As it rolled over the crest it's speed picked up to the point where I began to question if it would fall apart. The hill was big and was cluttered with rocks and trees all the way to the bottom. I had no method of steering the out of control vehicle other than shifting myself side to side which didn't do much. It felt like that chapter in Daring Do and The Crystal Catacombs except she had a minecart and unlike her I had no experience in situations like this.

I had tucked myself down in the back corner of the wagon. Or at least I did until a boulder tore off the right slat leaving nothing for me to press against on that side so I nearly pushed myself out the side. I managed to hook my foreleg over the opposite side and keep myself from falling out. With the right slat gone I could see the front wheel and how it began to wobble. Yet another thing to worry about in the endless string of things I need to worry about.

Honestly I was terrified at this point. I stumbled to the front of the wagon thinking my leaning would coax the steering a little better but as I raised my head over the front slat a low branch met with my face knocking me back down. "Oh give me a break" I shouted in frustration as I pulled myself back up.

This continued for some time. The ride felt like it was going on longer than it actually was but thankfully by now wagon was nearing the bottom of the hill and my desperate steering seemed to be paying off...somewhat. It at least kept me from crashing a few times and I had learned to duck under low hanging branches. The wagon cut through a clump of tall brush to reveal I was on a collision course with a fence which it smashed through before jolting to a stop on something hard which sent me flying from the wagon.

I hit the ground on something hard and managed to slam my head into the surface. Everything was blurry after that for a bit as I lay on the cold hard surface. I thought I could hear somepony's voice but that was right before I passed out.

When I came to I had a horrible burning headache. It felt like somepony encased my head in metal and hit it with a hammer. I was laying on my side against something that felt like my old bed. My eyes were clenched shut as I rubbed my head with both my hooves.

I felt something wrap over my left foreleg. It felt like a hoof but...I don't know it felt...wrong. "Just try not to move," came a male voice with a slight rasp behind it "you took a pretty bad blow to the head. I expected you to be out longer given the impact. How are you feeling?" I groaned at the question. The ache had subsided just enough for me to squint my eyes open. The room was dim probably lit by an overhead light. Sitting before me was a dark silhouetted pony with bright glowing blue eyes.

I switched on my light to reveal it wasn't a pony at all. This creature had sabre teeth, a curved horn, and bug-like wings. In place of a coat was a smooth body with a slight polish look to it. Two saddlebags were slung at his sides and on top of it all he had holes in his legs.

I knew what he was.

"A...Changeling" I asked with a weak voice. He gave a slight nod. "Well there's something I wasn't expecting" I said as I looked at my E.F.S. to find that his bar was in fact green which calmed me down. He helped me sit up. Turns out I'd been placed on a couch in what looked like a smaller version of Stable 13's rec room. Light shone in from a window to my right. "What...happened" I asked him with pain still throbbing in my head.

He stood up and started to the other side of the room. "Well you crashed a wooden cart just out back as you can see," he said as he gestured out the window. Beyond the surprisingly intact glass I could see the wagon that moments...or hours ago took me on a very unsettling thrill ride. "I was scavenging nearby and saw the crash" he told me as he reached the opposite side of the room. His horn glowed blue as he levitated my bag and rifle from the floor in front of him. He smiled as he floated them over and set them beside me. "Are you alright?"

I nodded "Besides a headache...and maybe a few scrapes...I think I'm okay." He smiled a bit as he made his way back over to the couch. He was nothing like how I imagined a Changeling. In the stable we were taught that Changelings were a race of insect-like ponies that took the form of other ponies and fed off of love.

And speaking of food I hadn't eaten since yesterday...

I reached into my satchel pulled out the least flattened looking sandwich I could find. In hindsight it was a bad idea putting them in plastic wrap and lugging them around in my bag. At least the tomato with lettuce and pickles looked appetizing enough. I glanced up at my host "sorry...may I?" I asked not wanting to be rude. He nodded and went to sifting through his saddlebags.

I unwrapped the sandwich and bit into it. The food was by far the best part of my day so far. The first bite was pretty much the only one I savored as I then proceeded to devour it out of hunger. When I finished I pulled out my canteen and took a good long swig of water. By the time I slipped the canteen back in my bag my headache had improved to the point that I could get up off the couch without probably falling over. Which I then proceeded to do so. The Changeling tried to help me but I assured him that I was fine doing it on my own.

In moments I had set myself on all fours. A little wobbly at first but I quickly regained balance. "So," the Changeling said as he backed away to give me some space "do you have a name?"

I blinked at the question. "Oh...I'm Dragonlily" I told him with a tiny smile. I hadn't been used to ponies asking me my name. Back in stable 13 barely anypony wanted to be acquainted with me long enough to ask the question. I wasn't about to have a repeat of this. "How about you? Do...do Changeling's even have names," I scratched my mane "not that I'm trying to offend you or anything I just-"

He chuckled a little before answering. "No no it's alright. None taken," he said reassuringly "My name is...umm...Skitters," I snickered at the sound of his name "Hey...I didn't choose the name."

"Sorry...it's just I could never imagine a Changeling with a name like Skitters," I said as he sighed and rolled his eyes "heh heh... sorry. I didn't mean to insult you."

He gave a little wave of his hoof. "It's okay...nice to meet a friendly face" he said as he gave me a glance inspection "judging by the stable barding and Pip-buck I'd say you're new to the wasteland"

I nodded. "I left stable 13 last night...not one of my best ideas" I explained as I sorted through my bag. I let out a sigh "in fact I feel like I made a really big mistake" I told him as I slung the bag over my back and tightened the strap around my waist "so how long was I unconscious?"

Before he could answer a bullet zipped through the once intact window. The glass shattered onto the floor leaving a hole to the outside. Gunshots could be heard coming from the yard I had crashed my wagon into. "If you think a joyride in a wagon is going to make us fucking forget about you" a voice shouted from outside as a small apple shaped object passed through the window "you got another fucking thing coming!" I stared stupidly at the apple shaped object that had come to rest just in front of me.

Skitters jumped at me. His impact flung us both back just as the once innocent looking throwing apple thingy erupted in a cloud of fire and debris. My ears rung out and i couldn't hear anything. I stammered back to my hooves only to have Skitters push me down against the floor again. His mouth moved like he was telling me something but my hearing hadn't returned quite yet so I couldn't make it out. So I decided to follow my instincts and stay down.

He crept over to the far side of the couch and reaching behind it pulled out what I had to guess what a gun of some sort. It had a long tan colored cylinder shaped barrel over some kind of dark box shaped metal case. A scope sat atop the device. The large boxy clip on the bottom led to believe it was built for rapid fire but the three spark batteries hooked into it had me confused. It had the trigger bite but instead of a lever based trigger this had a much smaller squeeze trigger that I could only see a griffon using.

He crept over and knelt beneath the shattered window. I hadn't moved from where I tried to stand up. By now my hearing had returned and he quietly called me over. I clenched Argus in my jaw as I crawled over beside him. All was silent outside but my E.F.S told me that they were still out there. "Do you know how to use that thing" he asked me gesturing Argus to which I replied with a nod "okay...when I give the word start shooting." I nodded again remembering to reload Argus from my previous encounter with these ponies.

"Now" he said in a somewhat louder tone than he'd been using. I stood up on my hind legs aiming the rifle out the window as i jumped into S.A.T.S. There were three ponies all poised to open fire. I targeted each of their heads and executed the program. My limbs moved on their own as the system worked to aim my gun. The first shot hit the closest ponies shoulder instead of the head. Not what i planned for but still to my advantage. The second shot missed the second pony entirely and the third shot went right through the last ones skull.

As the world returned to normal my kill collapsed to the ground as the pony I wounded screamed out in pain. I ducked down before either pony who I didn't kill could get a shot off at me. I was getting acquainted with shooting other ponies but I wasn't quite ready to be shot myself. Two bullets whizzed through through the window that I swear grazed my orange mane as I pressed against the wall. I glanced at Skitters "three ponies...ones dead and one is wounded" I told him.

He nodded and flipped a switch on the side of his weapon which made it quickly hum to life before bringing his mouth down on the trigger bit. As he stepped in front of the window he quickly scoped out the two who were left and in moments his gun unleashed a bright crimson beam from the lower barrel. Okay so it was a laser gun I thought to myself. But just as I thought I had fully understood the confusing to all hell weapon he fired again. This time not with a 'zap' but with a 'bang' as the top barrel hurtled around likely of a higher caliber than Argus.

I didn't think I'd ever understand.

He released the trigger bit and stood the gun upright against his hoof. The red bars disappeared from my E.F.S. So I relaxed. The gears in my head were turning like crazy with the past minute. "I have so many questions" I told him simply.

He sighed and seemed to roll his eyes. I couldn't really tell since he didn't have noticeable pupils. "I can see you're in over your head" he pointed out. I nodded as I loaded a new clip into Argus and he continued "alright...why don't you come with me to Fort Stud. On the way I can give you some pointers on staying alive out here."

I thought about it for a second. He seemed to know what he was doing and what did I have to lose? "Alright lets do it" I replied enthusiastically standing back on all fours.

He pointed at the floor just behind me "umm...you dropped something" he told me. I turned and noticed my copy of Daring Do and The Ravenous Rift laying on the floor. It must have fallen out during the shooting so I scooped it back up and slid it back in my bag making sure the buckle was secured. "So...you a Daring Do fan" he asked me.

I practically fan squealed at his question. "Oh Celestia yes I'm a Daring Do fan! Have you ever read Griffons Goblet? So intense! Oh and chapter sixteen of..."

He raised his hoof and cut off my geek out "Easy there Lily...can I call you Lily" he asked me. I nodded and he continued "I've never read any of the books." His statement was a bit of a letdown. "Alright...let me just finish scavenging this house and we can get moving" He said as he turned and went into the other room.

I looked around the living space. The blast had left a large scorch mark beneath the now shattered window. I noticed a door beside the sofa with it's handle was still attached. Given what had happened so far this morning chances are it was rigged to a bomb or something. But curiosity got the better of me and I gave into the urge.

200 years had not been kind to the handle as I practically had to hang on it with all my weight to get it to turn but it finally gave. I pulled the wooden door open to reveal a closet of old dusty coats and hats. The floor was littered with sports gear including a set of roller skates. They were in pretty good condition but alas they were too small for me. However it led me to the conclusion that if there were roller skates there would also...YES. In the corner was a set of four knee pads and a helmet.

I strapped them on thankful that the Velcro straps had held out after so long. I highly doubted they'd stop a bullet but it was a start at least. Unfortunately the helmet didn't fit me. They most likely had belonged to a filly whose head was clearly smaller than mine. Before I closed the door I grabbed a red scarf that was hanging from a rack on the side of the door. It was the only color that wouldn't look weird against my blue coat.

Skitters was standing in the entryway across the room giving me an odd look. "Do you honestly expect those to stop a bullet" he asked me gesturing my new knee pads that I now adorned on all four legs. I shrugged and he let out a sigh "I can see we have a long way to go."

I raised a brow at him "what's that supposed to mean" I asked with a hint of frustration in my voice.

He walked over and pulled Argus off my back "first off your using a gun meant for pegasi. That's why you have the lever here so a pegasus can aim it with two hooves in the air and not rely on a battle saddle" he explained as I gave him a confused look at the words battle saddle. He sighed again "your telling me that you've been lugging around a battle saddle and had no idea what it was" he asked as he pointed to the harness that was slung over the arm of the couch. I nervously gave him a tiny nod and he sighed again "alright alright...this is all new to you. Your learning which is good." He said as he turned toward the door "we'll have you up to par with everypony else by the time we reach Fort Stud" He finished.

He levitated a harness and two saddlebags over his back and strapped his gun down. He waved me over as he stepped out the door. I hastily followed him leaving the battle saddle hanging over the arm of the couch.

Our walk through the suburbs was unsettling. Skitters would reassure me that everything was fine but I would always expect something to jump out at us. I completely disregarded my E.F.S. and emptied a clip from my pistol into a bush that rustled as we went by. Needless to say I was a nervous wreck.

Skitters used this time to teach me a few things about survival. "Now grenades...you know the thing the raiders threw in the window and blew up" he said as I nodded "don't stare at them like you did. Either take cover or throw it back." As he went on I was able to calm myself. He was getting into weapon maintenance when we entered the more commercial areas of town. Creepy burned out houses were now replaced by run down convenient stores and small offices. He stopped me and scanned around "careful...this part of town isn't safe" he said which put me on edge.

Sure enough not a moment later was a loud bang followed by a bullet embedding itself in the pavement at my hooves. Skitters was quick to react as he jumped through a broken display window of a nearby shop. I swiftly followed him inside and readied Argus. Skitters was behind the wall between the open window and the wooden shop door with his rifle drawn. I was left with nothing to hide behind. "So whats the grenade protocol when you don't have any cover" I asked Skitters who was too busy trying to peek out and spot the attacker. Each time he did another gunshot sent him back behind the wall.

After attempting to spot him the fourth time to no avail he gave out a frustrated hiss. "I can't get a good enough view to spot the bastard without getting my head blown off!" There wasn't anything I could do either. There was no cover for me to get behind and see where he...oh yeah that's right.

I looked at my E.F.S. and pointed my hoof "he's in that direction" I said to Skitters at which he gave me a skeptical look. I waved my Pip-buck "Eyes Forward Sparkle" I told him.

He quickly peeked out and then back as the attacker fired again "yep he's over there...Up on a roof behind the parapet with a sniper rifle probably" he said as a familiar looking object bounced into the shop "...and grenades."

Instinct kicked in as I charged forward and kicked the grenade back out the window into the street where it exploded leaving a dust cloud and a crater. "Dumb grenade" I said aloud to myself.

Within moments there was another gunshot followed by an overwhelming surge of pain from my chest. I screamed out and collapsed to the hard floor of the shop. I squeezed my eyes shut and clenched my teeth as the feeling intensified. I pressed my hoof to my chest. I felt a wet gooey sensation on my hoof as it made contact. I opened my eyes and gazed at my hoof. It wasn't the calming blue coat I was used to as red stains soaked in across my leg. I glanced down at my chest to see blood pouring down from my left side.

I had been shot.

Panic quickly set in as my breathing intensified and my heart started racing. "Lily" Skitters shouted to me "it's okay! Just stay calm" he said to me as I began shaking.

"Calm down" I asked back at him "Skitters I just got shot" I yelled as I pressed my hoof against the wound. Blood still poured from the hole and was soaking into my stable barding. "Skitters it won't stop bleeding!"

"Calm down Lily! Try not to move" he told me as he came out of cover and took a shot at the sniper over on the roof before ducking back behind the wall again "dammit! I can't get a shot" he said.

The sniper wasn't shooting at me for some reason as I lay in his field of fire. Probably figured that I was dead either way. At this point maybe I deserved it. If I hadn't kicked the fucking grenade this wouldn't have happened! My vision started going to black and white and I started getting chills. If this didn't end soon I'd die before Skitters could help me. The blood was pooling onto the ground and up against Argus which lay within reach. Which gave me an idea.

I scooped Argus into my hooves. This seemed desperate but I didn't have much of a choice. My life depended on it now. I waited for Skitters to take another shot and duck behind cover. The sniper would have to be exposed if he wanted to aim. As the two of them had at each other once again I raised Argus toward the roof and dove into S.A.T.S. My chances of hitting him were slim given the distance and the fact that I suck. I targeted his head three times and executed the program.

One shot missed. The second shot as well. My life depended on this last shot. I gave a silent prayer to Celestia as my hoof pulled the trigger sending the third round streaking through the air. The bullet slammed into his head collapsing him to the ground so fast that S.A.T.S. couldn't even bring the world back to normal speed before he disappeared behind the wall he was perched over.

Almost immediately my hooves collapsed to the ground releasing my grip of Argus as the rifle clattered down beside me. Everything was going dark. I was too weak to even move as blood still poured from my chest. Skitters shouted my name as he ran over to me. He started saying things but my hearing was fading too much for me to understand what he was saying.

Then everything went dark as I fell unconscious.

Footnote: Level Up!

Companion Perk Added: Pony of a Thousand Faces. --Whenever Skitters is in your party, you can send him on ahead disguised as another pony to distract your enemies.