Ultimate Equestria

by Leo Pachino


Chapter 053: Battle of the Skies (Part 3)

Back outside, the hurricane had turned more vicious. The rail fell in waterfalls, and the sky turned into another sea. On top of the main deck, Applejack, Rainbow Dash, Pinkie Pie, Fluttershy, Slasher, Yin, Yu, Princess Cadence, Cecil, Maurice, and Jarvis had grouped up and prepared to take on the final wave of Korsan’s pirates.

Back to back, they took on Korsan’s pirates. The enemy pirates were pouring in from every cervise and unseen part of The Perfection and surrounded the heroic band. The heroes dodged the slashes and punches of the ferocious pirates as one body. Magic shields, wind gusts, and earthquake pounds were unleashed left and right by the heroes, knocking down the pirates one by one.

However, the fallen pirates picked themselves back up and returned to fight. It was as if they weren’t even hit. As hard as the eleven ponies tried, their stamina and strength were nothing compared to the will of Korsan’s crew. Minutes of grueling battling passed. Eventually, the heroes tired, and their defenses fell fast.

Seeing their foes weaken, Korsan’s remaining crew, thirty in count, surrounded the ponies. The loyal pirates drew their weapons towards victims’ bodies, teasing the kill. The pirates slowly drew themselves so close to their foes, they could practically see their salty sweat mixing with the fresh rain in the rampant cracks of lightning.

“Any last words?” One of the mare villains asked, standing before Rainbow Dash.

With a grin on her exhausted face, Dash asked response, “Do you?”

“What?” The pirate asked, confused.

“Look behind you.”

Curious, she, and some of the other pirates, looked behind and towards the bow. Charging right at them was the massive royal battleship. It showed no signs of slowing down. It was set for a collision course with The Perfection’s slow decent.

The pirates screamed as the battleship smashed into The Perfection. Everypony was sent flying backwards along with the entire airship with a giant jolt. The front of the ships shattered open. The rain was replaced by showers of wood ships and metal beams.

Amongst the chaos, Princess Celestia and Luna leapt through the debris, landing in front of the pirates. Bolts of lightning hit the surrounding sails and structure of The Perfection, creating a ring of flame around the ponies on deck. The light of the burning flames revealed the princesses in their shining armour. Princess Celestia drew out a massive battle axe made gold and Princess Luna drew out a pair of silver swords. The two alicorns instantly struck fear in their foes by them merely standing and staring with the most determined eyes imaginable.

“…M-Mother…” The pirate mare gulped.

The princesses kicked into action and lunged at the pirates. One of the pirates held their sword in defense, only for Celestia’s axe to chop the blade in half with one mighty swing. The axe then traveled below the mare pirate and threw her into the air. The pirate flew up several metres high in altitude. Celestia then soared up above the pirate mare. She sent her back down with a powerful kick. The pirate smashed through each of the airship’s floors and out the bottom into the ocean.

“Get her!” A pirate roared out.

Three of the pirates pulled out crossbows and immediately took aim. They fired at Celestia. The arrows sped at Celestia at rapid speeds, certain to hit. But, Luna’s swords swung over and deflected the arrows in time.

Luna herself zipped across the flaming arena and charged at the pirates. She rammed into the three crossbow pirates with a powerful head-butt. Celestia dropped back down and finished them off with a barrage of magic bolts.

Celestia and Luna joined together and flew into the middle of the arena. Their allies looked behind them to see them join back to back. The princesses aimed their horns at the pirates.

“Duck!” They yelled.

The onlooking allies did so and ducked just in time.

A beam of burning sunlight magic and a beam of glaciating midnight magic burst from Celestia’s and Luna’s horns. The beams tore through the entire ship, drilling through all material. The alicorn princesses circled around each other, blasting the pirates with their spiraling beams. The pirates flew all the way through the disintegrating wood and metal and were sent them into the sea.

As the attack finished, a whole portion of the bow fell off The Perfection. The airship and the massive battleship separated, leaving The Perfection to rise up again.


Juliana screamed in rage at what she saw. Almost all of Korsan’s forces were gone. All this effort she had put in to return The Perfection to the air would be useless if her and her master, Korsan, were to be taken down as well.

Angrily, Juliana swooped out from behind the wheel and flew towards the ponies on deck. She sharpened her talons and attempted to attack the princesses. However, a light green magic aura surrounds the phoenix and was slowed down to a stop. She was then dragged by Sweetie Belle into a large bird carrier. With Applebloom, Scootaloo, and Spike watching over, Juliana was gently placed in the cage and the metal door closed on her.

Juliana shrieked and flailed in the container, but to no avail.

“Sorry, Juliana. But, don’t worry. You’ve be taken good care of.” Sweetie said, trying to calm down Juliana

“You will be taught how to behave and be a good bird.” Spike said.

“You’ll even have a friend!” Applebloom cheered.

Scootaloo opened her wing and revealed Philomena, Celestia’s pet fire phoenix, from her small wing.

A puff of cold wind snorted from Juliana’s beak. She knew she had been beat, but this was still humiliating.


Finally, only one of Korsan’s loyal pirates remained. He managed to sneak away from the fire ring. He was almost to the galley. Surely, it would be a perfect place to hide. But just as he was about to reach the galley doors, a sharp wooden pain suddenly pounded through the top of his head, stopping him in his tracks.

The wooden cane that hit the stallion in the head was pulled away from the pirate. The user looked over the knocked out pony as he got up from the attack.

“Is that you Bainbro Bash, ya darn kid?” An old, craggy voice followed.

It was Craig Y’ol Timber.

Quickly, the pirate grabbed a nearby knife in his mouth and turned around. He faced the old stallion and went in to stab the old pony. He was cut off by a wooden staff, which caught his knife. The stallion backed away from Craig’s reflexes.

“Hey! Respect your elders why don’t you?” Craig barked. “Blasted kids these days, getting involved with knife tricks and ridiculous magic acts...”

The pirate chuckled for a moment, feeling a sense of relief. He realized that his rival was a senile, old stallion. Surely, he thought, that such a pony couldn’t stand a chance.

Unexpectedly though, Craig charged forward and immediately overwhelmed the pirate. Craig struck the stallion’s head with a series of quick whacks of his stick. He then finished the pirate off by with a wailing smack upside the chin, sending the stallion over the railing screaming.

The old Earth pony looked over to see the pirate as he flailed in the water.

“Nope, that wasn’t her.”


With the battle seemingly over, Applejack, Rainbow Dash, Fluttershy, Pinkie Pie, November, Nitin, Celestia, Luna, Cadence, Yin, Yu, Cecil, Maurice, and Jarvis celebrated their victory.

“Thank goodness you two came. One moment later and we would’ve been pony-sushi.” Applejack said.

“That was awesome!” Dash exclaimed.

“Thanks.” Fluttershy said.

“Again! Do the light-show!” Pinkie demanded.

“Wait, where’s Twilight and Rarity?” Princess Celestia asked.

“Princess Celestia! Luna!” Rarity screamed out.

The once celebrating party looked over to see her and November galloping to them from the quarterdeck.

“Rarity!” Rainbow, Applejack, Pinkie, Fluttershy, and the pirate allies exclaimed in unison.

“Did you take care of the machine?” Yin and Yu asked.

“That’s not important,” Rarity declared a panicky tone present in her voice. “Have you seen Twilight?” She asked.

“…No?” The brothers responded.

“Wait! Where’s my father!” November then exclaimed, suddenly realized he’s gone as well.

“…The anti-magic generator room!” Rarity gasped.


“It’s over, Twilight Sparkle!” Korsan cackled.

His gears rapidly shredded through the green fluid, trying to get to Twilight. Twilight still had some determination however and still continued to swim against the current with all of her dying might. All of her organs were burning and melting. Her eyes saw only black and white. Her ears could only hear laughter. She could feel herself being swirled in Death’s drink swirling by the undertaker’s claws.

As hard as she tried though, the back of her hoovers were eventually drawn in. They began kicking against the whirling blades. A sharp series of metal clangs rung throughout the liquid tank in response. Twilight’s mind frantically raced against the clock of life. She tried to think of an escape plan, but saw no possible means of escape. The option was to submit to Korsan’s rampant current.

As Twilight was further drawn in, Korsan’s voice could be heard from the other side of the glass wall.

“You know, it’s a shame you weren’t born an alicorn. They are incredibly more powerful than you ascended types. If you were one of them, things would’ve been different. I would’ve become an alicorn, you and your friends would’ve been set free, for a fair share of time, and the world would be restored to normality! Fate certainly has a way to throwing a wrench in the clockworks.”

Wrench in the clockworks! Twilight’s mind suddenly yelled out in triumph.

An idea had just blossomed in her mind.

Twilight looked behind and saw the series of gears at her hooves. She studies them quickly, taking note of where and how they moved. She found what she needed. Carefully, she floated up towards the top of the back piece and by Korsan’s nape. She flipped over to face Korsan’s sideways face. She reached a hoof forward and slammed it in between the whirring gears. The gears suddenly stopped with a loud scream. A rush of pain hit Twilight, but didn’t let it bother her.

With her free hoof, Twilight immediately began punching at her rival’s exposed nape. Korsan pulled himself out of the hole, only to bring Twilight, stuck on him and still fighting. Nitin was subsequently releases from Korsan as well. Nitin immediately rose and joined Twilight in the fight. Korsan tried to fight the two off with his swords, but his movements were now stiffer and slower. A persistent jolt hit the back of his brain as well. Thanks to Twilight’s stunt, Korsan was at his weakest state ever.

The room filled up once more with anti-magic as the three fought on. It became harder to maneuver on the ground.

Nitin attempted to punch Korsan in the stomach, but Korsan grabbed the hoof with a hind leg. Twilight tried to intervene by swinging over Korsan’s head to body slam his face. But, Korsan counted by executing a backwards roll. He knocked Twilight off him and onto Nitin. Korsan released the two and rose to his legs. He pulled out his crossbow with one of his bottom hooves, causing him to stand on one hoof.

He aimed at the fallen ponies. He breathed in for a second.

He silently whispers, “Twelve,” and pulled the trigger.

Just as he pulled the trigger through, a silver pipe flew in from seemingly nowhere. It flicked the crossbow to the side, causing the crossbow to fire a metal bolt into the floor just short of Twilight’s throat.

Korsan looked over to his side and saw Celestia and Luna, followed by the other heroes, charging at him. He turned to challenge them instead of Twilight. With his swords and crossbow in his hooves, Korsan was fully armed and ready to fight. His systems accelerated, and his suit entered Overdrive.

“Come and get me!” He exclaimed.

“Stay back!” Celestia declared to her followers.

She and Luna lunged forward at Korsan. Korsan raised his three armed hooves and blocked the first strike by their weapons. Korsan attack back and Celestia and Luna defended. The princesses and Korsan fought each other head-to-head, battling at rapid speeds. Celestia’s golden axe, Luna’s silver sword, and Korsan’s dual cutlasses and crossbow slammed into each other before backing up and slamming into each other again and again.

The air hissed with the sounds of grinding metal and the rushing wind. The three combatants dashed around the room, turning the white noise of air into a snarling roar of combat. Fire started to leak into the area as well, but the three continued to fight on as if it didn’t matter. Their lives depended on this battle, and nothing was going to stop them.

Eventually, the two alicorns backed Korsan into a corner. Celestia took the opportunity and swung her axe forward. Korsan quickly reacted and shot his crossbow at the axe, impaling the weapon with a metal bolt and threw it across the room.

“Thirteen.” Korsan mumbled.

He then entered an intense black lock with Luna. His dual cutlasses grinded against Luna’s dual swords, sparks flying in between them. Soon, Luna overpowered Korsan. Her swords drew close to Korsan’s neck. However, Korsan shot his crossbow precisely where Luna’s swords intersected. The metal bolt of the crossbow pinned Luna’s weapons to the ceiling.

“Fourteen, one more…”

Now with the upper hoof, Korsan roared in triumph. He slashed his swords at his two rivals. Celestia and Luna instantly backed away. They lowered their horns and fired a powerful beam attack at him. The two conjoined beams ripped through the ceiling and floor as they darted at Korsan. Korsan quickly held up his two swords in front and shielded himself from the beams. Upon contact, his swords disintegrated the powerful magic with only minimal recoil.

The attack died quickly and Korsan instantly charged at the two alicorns. Dropping his two swords, Korsan used his free hooves to rapidly crawl across the floor. He turned into a cheetah almost, dashing and hopping around the area at blinding speeds. He leapt at the princesses, his claws set to kill.

Twilight, however, jumped into Korsan’s open side, sending the both of them into the glass wall. They smashed into the wall with such force, the two fell unconscious for a moment before coming to again. Twilight and Korsan tumbled and rolled out to the middle of the floor in a small hoof fight. Korsan mercilessly slashed at Twilight’s face and chest. He didn’t care for “good form” or “advantageous precision”. All he wanted was to finally kill Twilight.

The green anti-magic that sloshed around the area turned to a gross mixture of green and red fluids.

But Twilight held on. This is what she wanted. Korsan was in the perfect position.

“Rainbow Dash, finish him off!” Twilight screamed in the struggle.

Dash immediately sprang into action. She flew up and broke through the ceiling above Twilight. She worked her way towards the top deck, eventually fading out of sight.

“Twilight!” Spike yelled out.

He and the others drew in around the wrestling pair, ready to help.

Twilight immediately shouted back, “Stay back, I got this!”

“Hahaha!” Korsan cackled below Twilight. “You think you are stronger than me? At best, we’re equal! But you hold back your true power, your superiority, for no good reason! You’re going to die, here and now!”

“I am no superior to the ponies around me as you are to every other villain I have encountered.” Twilight retorted. “What makes me stronger is my friendship, something that you lack. If you claim that some form of magic is power, then I am infinitely more powerful than you are, because I have the ultimate magic, the magic of friendship!”

“Good thing I have an ace up my sleeve!” Korsan hollered.

He revealed the crossbow now in his right upper hoof. He quickly held it up and forced it to Twilight’s temple.

He screamed, “Fifteen!”

He pulled the trigger.

CLICK!

“Gah… I hate my cousin…” Korsan groaned, suddenly remembering that he didn’t reload.

Twilight delivered a powerful head-butt into Korsan’s skull. She quickly rolled off of him. Stunned, Korsan grunted from the hit. But as he tried to climb back up, his eye noticed something above.

Through the smog of the fire and the wooden debris, Korsan saw Rainbow. She was diving straight at him at Mach speed.

He cried, “Nooooo!”

Within a second, Rainbow Dash burst back down into the room and slammed into Korsan’s chest, sending him crashing through the floor. The wood floorboards were flung across the room. The surrounding ponies backed away as the pirate captain plummeted through the floor below and the bottom of the ship. His screams echoed as his body vanished from view.

Eventually, Korsan’s screams died down, and the ponies inside looked at each other in utter disbelief.