Rebel Against The Night

by CrossoverManiac


Chapter 7: Inside The Lair of The Dark Goddess

Rebel Against the Night
By
CrossoverManiac

Code Geass is owned by Sunrise, Inc. My Little Pony: Friendship is Magic is owned by Hasbro and created by Lauren Faust. This is a fan-based work not intended for commercial purposes. Character thoughts are in italics.

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Chapter 7: Inside The Lair of The Dark Goddess


The air was fresh with the scent of dew-drenched grass and sap bleeding from tree trunks on this humid morning. At the entrance of the cave, Villetta stood watch with the two unicorn guards that she met when Barnstormer first brought her to the cult.

“I think we have company.” One of the unicorns nudged Villetta on the shoulder and pointed to the rustling bushes. Villetta tensed up in anticipation for the worst: the Elevens finding their subterranean refuge. For once, she wished Nightmare Moon was still around. It pained her to admit she was probably the only thing keeping them safe from the hordes of uncivilized natives. However, gratitude was not owed to Nightmare Moon. She was responsible for their ordeal, after all. Villetta took hold of her spear as best as she could with her teeth. A frustrated grunt bellowed out of her mouth over how her pony form diminished her ability to handle even a weapon as simple as a stick with a sharpened stone tied on the end.

Two unicorns, two earth ponies, and a pegasus emerged from the foliage. One of the unicorns, a stallion with a curly white mane and mulberry-colored coat of fur, took lead. He was dressed in what was left of an officer’s uniform.

“Stay where you are and identify yourselves,” the unicorn guard commanded while levitating a spear in their path

“Oh thank God, you’re Britannians,” the unicorn cried out, “I’m Second Lieutenant Aiden Middleton of the Fifth Infantry Division stationed at Osaka. My men and I are seeking safe haven.”

Villetta galloped down the hill and stood between them and the cave entrance. “I’m sorry, but you can’t stay here,” said Villetta after she plunged her spear into the dirt.

“How dare you deny your fellow soldiers safe haven?” Middleton said in an indignant tone.

“There’s too many ponie...people here already,” Villetta corrected herself.

“Don’t you have a heart, woman! Do you have any clue what those savages will do to us?”

“Not our problem.”

“I’m ordering you to let us inside!”

“No!”

“I’m a lieutenant, damn you.”

“Your rank means nothing here. Now leave!”

“Is that so?”

“Excuse us, sir,” said one of the unicorn guards as he nudged Villetta and led her away from the others. “What are you doing?” He whispered. “That’s not your decision to make.”

“What about the princess?” Villetta asked. “Shouldn’t we wait until she comes back before letting new ponies in?”

“That won’t be necessary.” Villetta felt Night Fire’s hot breath blowing down her neck. He whispered in Villetta’s ear. “She left me in charge.” Then Night Fire said out loud to the newcomers. “Welcome to our humble hideaway. Is there anything we can do for you fine officers of the crown?”

“Are you the commanding officer?”

“Second in command actually-Major Greg Finney at your service.” Villetta rolled her eyes at Night Fire’s “promotion”.

The officer saluted Night Fire. “I’m Second Lieutenant Aiden Middleton of the Fifth Infantry Division. Would you be so kind as to provide shelter for my men? I know it’s too much to ask, but you are our only hope.”

Night Fire placed a reassuring hoof on Middleton’s shoulder. “It’s not too much to ask at all. Our home is your home. Come inside where it’s safe from those awful Elevens.”

“If it’s all the same to you, I would like to bring over the rest of my men before the Elevens discover our location.”

“You two,” Night Fire said to the unicorn guards, “go with Lieutenant Middleton and make sure he doesn’t get lost along the way.” Night Fire waited for the Britannians to leave.

“So, you’re a major now,” Villetta spat.

“You diehard military types respect nothing but rank,” said Night Fire. “It’s a façade I’ll put up with until the princess returns. Now, come with me.”

“But shouldn’t I stay and guard the entrance?”

“Not by yourself you won’t, my little pony,” Night Fire said with a hint of suspicion in his voice.



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Night Fire took Lieutenant Middleton on a guided tour of their underground lair. He pointed to piles of hay in a sub-chamber. “...and here’s our food supply. We go out every night to harvest grass.”

“You have quite the operation going for you, sir,” said Middleton in a troubled voice as his gaze dwelled on the naked ponies tending to their daily routine without an iota of modesty or shame. “I hate to bring this up, but aren’t your men...a tad under-dressed?”

“We had no choice but to discard our uniforms. We wouldn’t have made it here alive if we didn’t.”

Lieutenant Middleton glanced down and frowned. “Some people would consider that to be desertion, sir.”

“Those ‘people’ as you call them are probably dead,” Night Fire smirked. “If you want to get anywhere in life, learn to set aside protocol during extraordinary times, lieutenant.”

“Is this how your commander feels, sir? Is she this lax with you?”

“Apart from our lack of attire, she’s actually quite demanding, not that I’m complaining. She is more than deserving of our loyalty.”

As Night Fire was speaking, Middleton caught sight of a rather unusual rock formation. He wasn’t quite sure, but one of the conspicuous stones has an eerily familiar profile. He nudged it into the torch light. Middleton jerked away from the stone. It was a life-size stone-carving of a pony’s head. From the jagged edges on the base of the neck, it appeared to have broken off from a complete sculpture.

“Aw, you noticed my lord’s handiwork.”

“Your lord indulges in sculpturing? In a time like this?!?”

“Who are you to sit in judgment over what a noble chooses to do in her free time, lieutenant?”

“Forgive me, sir. ”

“I’ll let this slip this time, lieutenant.”

“Thank you, sir.”

“Private Ramirez,” Night Fire called out to Barnstormer who was in a huddle with some of the other Nightmare Moon cultists.

The young pegasus stallion trotted over and saluted Night Fire and Middleton. “Sir, may I be of assistance to you?” Barnstormer said with all of the discipline and cadence of a trained soldier.

“Private Ramirez, our most honored noble was unsatisfied with her latest works and made a bit of a mess. Could you put the pieces to good use and have it mixed with our next batch of concrete?”

“Right away, sir,” Barnstormer replied.

Middleton watched Barnstormer disappear in the shadows momentarily before his eyes readjusted. There was an entire section of the cave devoted to sculptures. Middleton took a few steps to get a better look. The expressions of sheer terror frozen on the statues that were left intact were disconcerting.

Middleton jumped back and yelped when he felt something brushed up against him. A Britannian soldier trotted to his side and tapped Middleton on the shoulder. “Don’t ever do that again, Private!” Middleton yelled. “You wait until I’m finished talking and then ask for my attention! Understood?”

“Ye..ye…yes sir.”

Middleton then noticed Night Fire snickering at him. “Could you excuse us, sir?” Middleton asked. The two stepped to the side. Whatever it was, it had Middleton casting a hateful glare at Night Fire’s general direction.

“Would you mind if I asked you a question, sir?”

“You have my permission, lieutenant.”

“I was told you have Elevens in your group.”

“Do you mean the honorary Britannians? Believe me when I said they were the only reason why the Elevens haven’t slaughtered us. They concealed our identities while leading us through Japan to the mountains where we found this cave.”

“I suppose if survival is the first priority, using the honorary Britannians as cover would be the prudent thing to do, sir.”

Night Fire raised an eyebrow and smirked. “I know an underhanded insult when I hear it. If you really were so gung ho about keeping your honor as a Britannian soldier, you wouldn’t be hiding underground with the rest of us cowards.”

Lieutenant Middleton snorted and pawed the ground. Night Fire was gleeful that he got under the lieutenant’s fur coat. “You dare make a threatening gesture at a superior, lieutenant,” Night Fire teased.

Middleton relaxed and held his head down. “I apologize, sir. Please, pardon me for my insubordination.”

“That’s better. Just remember whose home you’re in, lieutenant. I can be forgiving, but not to a fault. I won’t suffer another acts of insubordination from you.”


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“That’s out of the question.” Middleton said sternly to the rather heavily built earth pony. Both Britannians were huddled under the light cast by an adjacent lantern post.

There’s no way in hell a noble would tolerate these worthless ne’er-do-wells, sir,” said the earth pony.

“You haven’t met a lot of nobles have you, Dux? Some of them can be quite...eccentric.”

“Sir, you can’t explain their behavior away by the peculiarity of their alleged noble. This anonymous noble woman that Major Finney claims to follow doesn’t exist. I bet they’re convicts who escaped from prison, and they’re playing us for fools.”

“Sergeant Dux, plotting a coup against the second-in-command of a noble is treason,” Middleton huffed. “As much as I despise Major Finney, it would mean our necks if he’s telling the truth.” Middleton’s ears, on reflex, twisted in the direction of a rustling noise coming from the shadows. Middleton leaped into the darkness and dragged the intruder by her mane. He recognized the interloper in the dim goal of the lantern as Villetta.

“What do we have here? A spy?!?” Middleton said as he spat out strands of hairs he pulled from Villetta’s mane. “I remember you. How could I forget the woman that tried to deny us sanctuary? Looking for an excuse to be rid of us? Is that it?”

Villetta massaged the sore spot on the back of her neck where Middleton’s soldiers yanked on her mane. “That’s not true. I was trying to help you.”

“You called leaving us at the mercy of the Elevens ‘helping’?” Sergeant Dux asked rhetorically.

“Believe me when I say you’re in greater danger in here than out there?”

“Is that so?” Middleton said in a cynical tone.

“I swear by my title of Knight of Honor.”

“Why is a knight of honor taking orders from a lowly major? You really expect us to beli...” Middleton held out his hoof and silenced his subordinate.

“Yes, please enlighten us.” Middleton asked.

“I’m under deep cover,” Villetta replied.

“What’s your name, knight of honor?”

“Villetta Nu.”

“Margrave Jeremiah’s second-in-command?”

Villetta nodded.

“Now that you mention it,” Middleton said as he rubbed his chin, “I thought I recognized your voice from somewhere. Now I remember. You gave a speech on the adverse effect recruiting honorary Britannians would have on soldier morale.”

“That was Lord Jeremiah. I only gave the introductory speech.” Villetta raised an eyebrow and smirked. “You were testing me, weren’t you?”

“Pardon me for doubting you, Sir Villetta, but...”

“I’m not offended. Our physical appearances have changed, and you have to confirm my claim, somehow. I won’t hold it against you, Lieutenant.”

Middleton breathed a sigh of relief. “Your pardon is appreciated, Sir Villetta. Now, permit me to ask for clarity on the matter concerning our relative safety.”

“Major Finney isn’t who he claims to be. He’s the high priest of a doomsday cult that formed after the transformation.”

The sergeant spoke up. “See, I was right, sir. Finney isn’t one of us. We should take over and execute the lot of them.”

“No, you can’t,” Villetta objected.

“But why not?”

“It’s too dangerous. Finney isn’t the one in charge. The ‘noble’ he told you about is the cult’s true leader. The bulk of their forces are with her, and she could come back any day now.” Villetta’s warning had some air of truth to it. Nightmare Moon was the single most powerful member of the cult, if not the single most powerful being on the planet. Middleton’s forces wouldn’t stand a chance against her.

The sergeant scratched his head. “Pardon me, Sir Villetta, but this cave can barely fit all of us, and you’re saying most of the cult isn’t here?”

“I believe her.” Middleton said. “Now that I think about it, Major Finney’s mannerism makes more sense. Would you like to come with us? It would be wrong to leave a knight in the hands of the enemy.”

Villetta shook her head. “If I leave, Finney will become suspicious. Don’t worry about me. Leave at sunset tomorrow. It should give you enough time to find a new hiding place. If they ask, tell them you’re with the Pure Blood faction, and that you won’t mix ranks with honorary Britannians. It’s a convincing enough lie.”

“It’s no lie at all. I’ve had my fill of the mud races to last me a lifetime.”

Villetta then handed Middleton a letter. “Once you memorize this, burn it. It’s top secret information.”

Middleton stepped to the side and read the letter. “Well,” he said with a surprised look, “I wouldn’t have imagined that.”

"It’s your responsible to pass this information to the Viceroy in case I don’t make it out of here, lieutenant.”

“I’ll see to it that the Viceroy receives your message, Sir Villetta.” He then whispered in her ear, “it’ll be my pleasure to see that treasonous high school student hung by his own intestines for leading a rebellion against Britannia.” Villetta grinned gleefully at Lieutenant Middleton’s enthusiasm.

Unbeknown by Villetta, Middleton, and Dux, somepony was eavesdropping on them as they planned out their escape.



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There was a clamor in the front of the main chamber. Middleton’s soldiers were in the process of packing up their gear and leaving. Earth ponies, pegasi, and a few unicorns still getting the hang of their magic broke up into small groups, each member taking turns helping the others secure their gear. The more magically adept unicorns packed their belongings solo using their magic. The last-second exodus did not go unnoticed by the other ponies who were eyeing the Britannians with suspicion. Night Fire circled around them until he came across Sergeant Dux.

“Aren’t you Lieutenant Middleton’s chief NCO?”

Sergeant Dux nodded. “Yes sir, I am.”

“Where is your commanding officer? Does he know you’re leaving?”

“Lieutenant Middleton gave us the order to deploy. He didn’t tell us why. You can ask him when he comes back.”

Villetta kept watch over the Britannian soldiers from an elevated spot near the center of the cave. Her heart raced while she watched Night Fire scrutinizing the crowd. She did all she could for them. It was up to Middleton to get his men out of this death trap without rousing suspicion.

Just inside the mouth of the cave, Middleton watched the sky going black. The sun had already set behind the mountains and has now just dipped below the horizon. If they were going to leave their so-called safe haven and find a new hiding place, the time to leave would be now. Middleton made his way through the narrow corridor to the main chamber.

“Aw Lieutenant,” Night Fire called out as he galloped to Middleton’s side. “Could you explain why you ordered your men to leave? I distinctly remember you pleading for sanctuary just days ago. Why the sudden change of heart?” Villetta circled around and positioned herself behind Night Fire while still inside Middleton's field of view.

Middleton saw, out the corner of his eye, Villetta nodding to him. “I have no desire to stay under the same roof as Numbers. I am a Pure Blood.”

“Oh one of those,” Night Fire rolled his eyes. “I should have known. To each his own I suppose.” Night Fire smiled. “Well, I won’t keep you waiting. You have a long journey ahead of you.”

Both Villetta and Middleton breathed a sigh of relief. Night Fire was letting the Britannian soldiers go without incident. Villetta’s advice paid off, and now they can leave before the rest of their forces returned.

“Oh by the way,” said Night Fire, “my lord had returned from her journey.”

Middleton felt his joints lock in place at the thought of him and his men being overwhelmed by an army of deranged cultists. They were too late. But wait! He didn’t see anyone outside, let alone the army that Villetta warned of. They couldn’t have gotten in here without anyone noticing. Was it a trick? Or perhaps Major Finney’s mysterious noblewoman/cult leader went ahead of their main force.

“May I have a short audience with her?” Middleton asked in order to maintain the ruse. “It would be rude to leave without at least a formal farewell.” Middleton was too preoccupied with Night Fire to notice the chamber ceiling being illuminated by a thousand points of light that turn the cave ceiling from a solid black to a gentle dark blue.

“I was hoping you’d stay and chat.” The voice was not Finney’s, but rather a female voice beamed down from the ceiling.

“I was too late.” Villetta whispered.

The ‘skyline’ that adored the cave ceiling flowed and coalesced into a tear drop shape. The cave wall echoed with a mixture of screams of terror and cheers of joy. The Britannians were in a state of panic while the Nightmare worshippers were drunk with the ecstasy of beholding their goddess in all her magnificence. The soldiers who had the misfortune of standing between the exit and the rest of their comrades were trampled under hoof. As they were about to reach the passageway to the surface, Nightmare Moon circled around them and cut them off at the path. The cultists bowed to their princess of the night as she molded herself into pony form.

“Behold soldiers of Britannia,” Night Fire exclaimed in a regal tone of voice, “a princess far more majestic and stately than any that your sore eyes have seen! I present our princess-Nightmare Moon!”

Nightmare Moon trotted around the Britannian soldiers, who were huddled together shaking in terror. “Welcome to our herd, my little ponies.” Nightmare Moon pouted her lips in displeasure and rolled her eyes. “This again?!? A trifling of my power seems to be all it takes to frighten you wild ponies.”

“Did you call us...‘wild ponies’?” Middleton asked.

“It’s what you are-ponies without any true princesses to guide you. I’ve seen what passes for royalty - your Princess Euphemia, your Emperor Charles Britannia, and they have fallen short of their royal duties. You fight one meaningless war after another only to be cast aside when you become an inconvenience for them. I know they locked you out of their castle, the Tokyo Settlement as you call it. You have done so much for them only to be left for dead by the very royals you serve. Perhaps you should reconsider who you swear your allegiance to.” Middleton flinched as Nightmare Moon’s wraithlike mane brushed beneath his muzzle. “Am I not regal enough for you?” She trotted back and forth in front of the cowering Britannians. “You shouldn’t fear me. Your new princess desires above all else the love of her subjects.”

Middleton gritted his teeth and growled. “Your...subjects.” Each syllable dripped with derision.

“Don’t tell me you still swear loyalty to a little unicorn foal so pathetically inept, her kingdom is taken over by a mangy outlaw.” Nightmare Moon covered her mouth and chuckled. “You didn’t know your precious Tokyo Settlement had fallen, did you?” The news of the Settlement’s fall, rather than dishearten Middleton as it did the other Britannians, fueled his anger. “Your emperor, your princesses are powerless in comparison to true royalty. It was I who graced you with the beautiful new bodies you have. I rescued you from your miserable existence as a bloodthirsty ape. Now, will you swear loyalty to me? It’s your choice to make, my little pony.”

Middleton gave Nightmare Moon a less than tactful rejection-a glob of spit planted between Nightmare Moon’s eyes. Middleton looked Nightmare Moon eye-to-eye with unwavering determination.

“All...Hail...Britannia.” Middleton sounded out each word defiantly making sure that Nightmare Moon got the point.

“You bastard!” Night Fire broke rank and charged Middleton, but Nightmare Moon held him back. It took merely a glance from his princess to let Night Fire know that she would take care of this disrespectful nave herself.

“So be it, you foal. Now crumble to dust with your ape empire!” Nightmare Moon fumed. Her horn glowed bright white and then shot a beam at Middleton.

Middleton didn’t feel anything from it except that his hooves went numb. He glanced down and saw that his feet were turning to stone, and that the effect was moving up his leg.

“What you did is unforgivable, foal!”

“I never asked for your forgiveness,” Middleton said while the petrifaction spell worked its way up his legs to his shoulders. “I’d rather die a thousand deaths than turn my back on Britannia. But don’t think I’m going alone.” By now, the only part of Middleton that was flesh was the back, head, and neck. “THE HOLY BRITANNIAN EMPIRE WILL CRUSH YOU UNDER FOOT! EVERY ONE OF YOU AND THAT INCLUDES YOU PRINCESS! I’LL BE WAITING IN HELL FOR YO...” Before he could finish his idle threat, Middleton was fully petrified, frozen in place. With a wave of her hoof, Nightmare Moon shattered Middleton’s stone body.

“Serves you right for spitting on our princess,” Cinnamon Delight gloated. The other cultists voiced their indignation as well.

Nightmare Moon wiped her face and said with eyes glowing like white hot embers, “who will you swear allegiance to-me or your precious little Britannia?” One by one, the Britannians bowed to Nightmare Moon. “A wise decision, my little ponies,” Nightmare Moon chuckled.


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Villetta stared down at the stone that used to be one of Middleton’s eyes unceremoniously dumped in a pile of gravel. The first ray of hope that she had since coming here was literally smashed into dust and now these Britannian soldiers would be absorbed into the cult. Soon they’ll go through the same training Villetta received when she was brought into the herd. Night Fire called it ‘foal class’. Day after day of lectures on the evils of the human race, how it made no difference if the human was Britannian or a Number-they were all corrupted by their violent ape nature. The lessons only stopped for periodic restroom breaks as granted by their foal teacher, twice a day for their miserly-portioned meals of dry hay, and two hours for sleep each night. This would be the routine until they graduated and became full-fledge members of the herd.

They must feel so powerless-just like me, thought Villetta. While Villetta was lost in contemplation, hoofsteps, accompanied by a rattling wagon, were heading her way. Villetta backed away from the stone pile out of fear someone might notice her feeling pity for the fiend that committed sacrilege against their goddess. She stepped aside for Night Fire and another earth pony that was pulling a cart.

“Moonlight, be a dear and help Midnight Breeze,” said Night Fire. "Stone Shadow is running low on gravel.”

“But I have to go on guard duty in a few min...”

“I insist, Moonlight Blossom.” Night Fire said more forcefully. “Follow me.”

Just as they were leaving, Midnight Breeze gave Villetta a devilish grin and chuckled. On the way to pick up the gravel, Villetta caught sight of Nightmare Moon, in cloud form, heading in the opposite direction. The only thing more unsettling about that wraith wandering around the eerily lit, claustrophobia-inducing cavern was the unnaturally cheerful smiles and reverence they showered on that abomination. Villetta bowed to the passing apparition as the others did, but, unlike her, they did so with a twinkle of delight in their eyes.

Night Fire stopped and pointed. “It’s right over there.”

Villetta pressed her foreleg against her lips to keep from vomiting up her rations. The rocks, which were shaped like pony body parts, were piled in the middle of the foal class. Middleton’s troops, minus nine, were staring at the rock pile with distant stares caught between despair and meaninglessness-stares that were the silent screams of their broken spirits.

“Oh I’m so sorry,” said Night Fire, “I forgot to mention those rocks used to be wild ponies. They were plotting to run away, but as luck would have it, we had a true pony of the night among this treacherous lot. He warned us of their evil plans and well...you know the rest.”

Villetta then realized Sergeant Dux wasn’t with the other Britannians. “What happened to the informant?”

“I would hardly call Brawny Hooves an informant,” Night Fire frowned. “He’s proven himself to be a true member of the herd. I saw no reason why to keep him in the foal class.” Then Night Fire leaned over and whispered into Villetta’s ear, “by the way, don’t you find it strange that Pure Blood blowhard decided, out of the blue, to haul flank after begging us to take his bunch of wild ponies in. I wonder if somepony say something *she* shouldn’t have said.” Night Fire straightened up and said out loud, “oh and be a dear and finish breaking up the big pieces for Stone Shadow.”

Villetta spent the rest of the night going through the rock pile looking for the remains of Sergeant Dux only to find that he wasn’t one of the Britannians turned to stone.


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The situation looks dire for Villetta. Will Dux rat Villetta out? Is Night Fire on to her? And what plans does Nightmare Moon have for the world? Stay tune for the next installment of Rebel Against The Night.

I hope you enjoyed my fan fic version of the Code Geass picture drama. If general consensus is positive, then I’ll make more of these. If not, then I’ll just splice this into chapter 6.