Twilight sat in her bedroom, staring out the window overlooking Ponyville. She hadn’t slept the previous two nights, yet she remained wide awake. The reason was simple, today marked the day that the pegasi would fly up to Cloudsdale, and fight for those trapped amongst the changelings. However, doubt had cast itself into Twilight’s heart. Her body shuddered as she pondered over the events that would transpire. “Is this really what I should be doing?” Twilight asked herself. “I’m putting so many lives at risk . . . many of whom I’ve forced into fighting . . . including my friends.”
Twilight’s heart raced as she stared out over the gloomy town. Storm clouds had settled in, blotting out the sun for over a day, with no sign of relenting. Word had spread across Ponyville of Twilight’s plan. She saw the results only a couple days ago with the praises from concerned friends and family of pegasi up in Cloudsdale. Of course, now, she heard whispers of ponies critical to her plans. “Risking so many lives for so few,” and, “flying blind into a thunderstorm never ends well” were the nicer of the faceless voices that she would overhear from her bedroom window.
“Maybe they’re right,” Twilight said to herself. “Maybe I’m just on a fool’s errand and am going get some pony killed.” Of course, thinking the way she was ignored the pegasi that lay trapped up in Cloudsdale. Family of Sunset Star’s, family of Fluttershy and Rainbow Dash. If Twilight wasn’t mistaken, Scootaloo had been up in the city when everything happened as well. That only accounted for some of her friends and family though. Many ponies in Equestria had loved ones up there. “We can’t just leave them though. We have to try.”
The princess wished to Celestia that she could fly up with them; that her and her friends could go. They’d saved the world countless times. The only thing that had changed now was that both Celestia and Luna were gone. The only ones for guidance that Twilight could consult were on the other side of Equestria. Both Cadence and Starlight Glimmer showed concern with her plan when she’d contacted them about it via Spike.
Starlight Glimmer had responded with, “Are you sure this is a good idea? You seem to be rushing into things. Don’t do something that’ll get all of you killed. Without you Twilight, we’re as good as gone.”
Princess Cadence’s message was worded a bit more elegantly, but passed along the same sentiment. “In these dark times Princess Twilight, it’s vital we consider the well-being of our peers, and help as many ponies as we can. That being said, we have to watch our step so that we don’t fall victim to Queen Chrysalis’ traps. Be careful. You know better than I on how cunning she can be. Think this through, for the changelings will surely come for you next.”
Twilight glanced down at their responses as she waited for Shining Armor. He was out prepping the soldiers for departure at this very moment. When all was ready, he planned to return and have Princess Twilight see off the troops. The captain questioned her many times over the plan, and how it was to operate. Each time Twilight had to respond, she was less sure of herself, but also stubborn enough not to back down. Maybe that was wrong of her.
Letting out a sigh, Twilight said to herself, “I wish Princess Celestia were here.”
As if on cue, a knock came at the door from behind her. “Come in,” she said weakly.
The door opened slowly, and Spike poked his head in. His eyes filled with concern, a smile lost from his face. “He’s here,” were the dragon’s only words.
Nodding, Princess Twilight stood up, and grabbing her notes for a brief speech she knew she’d be giving, followed her assistant out into the hall. The walk to the main throne room was done in silence. Spike had nothing he could say to ease Twilight’s worries, and Twilight had nothing she could say to reassure Spike. Everything was now up to the skills of the soldiers.
Entering the main throne room, Twilight noticed Brawny Hoof standing tall in the far corner. When he saw the princess, he gave her an encouraging smile, and a wink for luck. Twilight couldn’t help but smile at the guard’s gesture. She felt a little better knowing he was there for her. Then glancing to the circle of seats that surrounded the map of Equestria, Twilight found her brother, standing patiently between Rainbow Dash’s seat and Spike’s seat.
Taking in a deep breath, the princess stepped over to her brother. She expected him to glare down at her in frustration for being forced into this position. Something the princess had grown accustomed to over the past week. But not today. Instead, Captain Shining Armor gazed upon his sister with a kind, supportive smile. He stepped up close to her and said, “Twilight, I want you to know that while I’m completely against this idea, I’m right behind you on it.”
Having not expected such an answer, Twilight couldn’t help but ask, “You are?”
“Yes, because I understand your desire to protect as many ponies as possible. And of course, how these pegasi may help Ponyville. So, no matter what happens, I want you to know that I’m here from you.”
“Thanks Captain.”
Nodding, Shining Armor finished, “Lets’ go then. The soldiers are waiting.”
Leading the princess out of the castle, Shining Armor and several other soldiers guided Twilight through Ponyville. She gazed around speechless. Ponies and foals alike stepped out onto the streets and began to follow them in a sort of procession. Some ponies muttered to each other, grimaces coating their faces. Others appeared more hopeful, proudly commenting on the soldiers that had been training all week.
Even other ponies just sat at their porches, watching in disgust as Twilight was paraded through the town. She required no clairvoyance to understand their line of thought. “They’re thinking I’m making a huge mistake with this.” Twilight couldn’t help but take note of as the group passed.
Shining Armor looked in the direction that his sister had indicated. Sure enough, he saw the furious ponies whispering amongst each other, before retreating back into their houses. “Of course, they do. They’re worried about what might happen to the soldiers we send up. Not every pony will agree with your decisions.”
Twilight’s shoulders slumped and she lowered her head in despair. “Just like you . . .”
Noticing her reaction, the captain added, “But you’re the princess. And every-pony, even if they don’t agree with you, understands why you’re doing this. Being princess, you’re going to make some difficult choices, and this is one of them. You could very well be sending these soldiers to their death; or, you could end up bringing back a wealth of pegasi who will never forget your name. We all hope and pray, that the latter happens.”
Putting a hoof around his sister, the captain finished, “Come now, the soldiers are already in formation.”
Twilight looked up, and sure enough, they had arrived at Town Hall. Every soldier lined up in perfect formation, uniforms hugging their bodies, swords and spears tucked safely away. From her vantage point, Twilight could see both Fluttershy and Rainbow Dash sternly focused on both her and the captain. The soldiers stood like statues in groups of twenty, each group standing in diamond formations. At the front of each diamond, squad leaders barked commands to their soldiers, demanding straighter lines, perfect postures, and absolute silence. With over a hundred pegasi gathered around, little room was left for both Princess Twilight, and Captain Shining Armor.
“Attention!” One of the commanding officers exclaimed from some unknown location. “Company, bow!”
At those words, every soldier bowed down to Twilight. Taken aback, she looked over to her brother for support. Her lost eyes spoke volumes to the weathered captain and he returned her gazed with a knowing smile. This was a soldier’s loyalty, every soldier’s duty.
Then stepping away from the princess, Shining Armor approaching his soldiers, eyes gazing from the rumbling grey clouds above that blew a chilling breeze through land, to the iron-faced soldiers that had worked so hard below.
“Soldiers, today is the day that you have all been training for. Now I realize that some of you have had only a week’s worth of training, but this is a situation none of us saw coming. We do however, have an obligation to Princess Twilight, to our neighbors, to our family and friends; to protect them, serve them, and ensure future generations the peace we took for granted for so long. Some of you are more familiar with this pledge than others.” The captain paced back and forth, making sure each and every soldier could see him, “Whether you’ve been in in service to the royal princesses all your life, or are about to experience battle for the first time, know that what you do up there today will never be forgotten. You are, as of now, united as one. Remember that, for it will save your life.”
Shining Armor stepped to the side and motioned for the princess to take her place, and address the soldiers she had chosen to send out. Twilight looked over the sea of pegasi, seeing familiar faces such as her friends, as Derpy’s, and then many more whom she did not know. Apart from those she recognized, Twilight couldn’t distinguish soldier from civilian.
She inhaled a heavy breath, and glancing at her prompts, she spoke, “What your captain has said couldn’t be more true. You’ve all come from different walks of life, from different families, different homes. Brought together by a single goal, all of you pegasi stand before me today. Whether you were soldiers when this tragedy began, or were recruited only days ago, I’m proud to have you all standing before me.”
Twilight’s voice quivered and she took a moment to dry her eyes. The emotions had suddenly run amok and gave weakness to her voice. “I wish I could tell you that I knew what was up there; that I knew how many of them you faced . . . but I cannot. I cannot even tell you who will come back alive, and who will not. There is only one thing that I can tell you, one thing I can say with the greatest of certainty.” Gulping, Twilight took in a deep breath and said, “I can say thank you. Thank you for being here. Thank you for risking your lives. On behalf of Ponyville, Cloudsdale . . . on behalf of Equestria, I thank all of you now.” At this point, her voice had started to break up, and so Twilight finished, “I, Princess Twilight, thank each and every one of you. Please, be safe.”
Looking to the commanders of each unit, Shining Armor nodded his head, “Take-off!” He shouted.
A wave of thunder began on one end of the display and rumbled across the pegasi as each squad took off into the air. A flurry of silver lifted up, siphoning out of Ponyville and high into the dark clouds. Each squad followed the one before it. Squad leaders and other pegasi shouted orders, making last second adjustments to their soldiers’ positions. Gusts of wind bent over the grass and shrubbery as the final group of ponies lifted up into the sky.
Twilight watched the spectacle before her, doing her best to remain calm. Once the final pegasus had vanished from sight, Shining Armor used his magic to close up the hole in the barrier. A hole that wouldn’t have been needed under normal circumstances, but allowed for a smoother flight for all of the soldiers.
Stepping up to his sister, Shining Armor said, “You did well.”
“I hope so.”
Ponyville quickly disappeared under Derpy’s hooves, her wings carrying her high into the atmosphere with her fellow soldiers. She could feel herself sweating, her sword weighing down as she distanced herself from the safety of Ponyville and its barrier. Thoughts whirled around in her head. What would they find in Cloudsdale? How would they go about rescuing the other pegasi? What about her family? Where were they? Derpy sighed. She felt lost among her squad of soldiers. Out of place, and out of reach. Derpy looked over to Fluttershy, finding the pegasus in much a similar state. Sweat trickled down her brow, despite the air becoming quite cool. She noticed the yellow pony whispering to herself, reassuring herself that everything would be alright. Then looking around, Derpy noticed others in a similar state of prayer. No pony was content, nor excited about the coming battle.
In a strange sense, Derpy took comfort in this. She wasn’t the only one fearing the journey ahead. Even the seasoned soldiers were hesitant to chatter. They mostly remained silent, with the only exception being questions regarding where they would land, and how they would go about their search. Their squad leader had few answers for his soldiers. “We’ll arrive on the southern tip of Cloudsdale. After that, we’ll need to secure our position and scan the area, before breaking off into our search parties.”
The pegasi climbed higher into sky, only starting to approach Cloudsdale’s usual altitude when up-ahead, a thick misting of stratus coated the skyline. Derpy could see the squad leaders searching for paths around it, but the white, ghost-like clumps were just too far-reaching to circumnavigate. At seeing the behemoth, a tense air spread through Derpy and her fellow soldiers. Flying through such thick clouds would place their visibility at almost zero. With so many soldiers, they risked the dangers of mid-air collisions.
Their squad leader, Piercing Wing, communicated with the others and for a moment, it appeared as though they might turn back. With a wave of the hoof, the pegasus turned around and announced, “We’re going through this as a group. Stick close together and stay behind me. Chrysalis is using the city’s defenses against us. We’re easing in nice and slow, but let’s avoid mid-air stops if we can.”
With that, their Piercing Wing turned around and Derpy followed the row of soldiers ahead of her into the blanket of white. As expected, their visibility dropped dramatically after entering the cloud. As per Pegasus Best Flight Practices, Derpy stretched out her tail in unison with the others. In this manner, she could follow the tail of the soldier ahead of her, and the ones behind could do the same. It also meant that if visibility fell further, she’d collide with another’s tail, before colliding with the actual pegasus.
The flight up into the clouds continued and Derpy began to lose sight of Fluttershy and the soldiers around her. The thick cloud drifted between her and the others, separating them with its foggy innards and almost completely obscured the tail she followed. The light color of the soldier’s tail made it all the more difficult to see and she sped up just enough to bring more of the soldier into view.
“S-Shouldn’t we slow down?” Derpy called out to the soldier ahead. “It’s getting worse!”
“Keep moving Derpy,” was the reply, “We’re almost there.”
A loud crack rippled through the skies. It sent tremors through the cloud along with a sudden gust of wind. The gray pony tilted her head up towards the heavens and saw flickers of blue and purple reflecting across the white puffs of the cloud. “Lightening . . .?” Derpy whispered to herself. The words had barely escaped her lips when a black, fuming meteor opened up the clouds and fell towards her. She dodged just in time to avoid the collision and staring down at the tumbling rock, Derpy’s eyes went wide. “N-Noo . . .” for what she mistook as a falling meteor, was actually a pegasus.
Another rumble from above and then Derpy stopped. She’d breached the foggiest portion of the trip and now could see for at least a hundred or so feet in any direction. The rumblings of lightning still arched above her, but now not one, but eight or nine ponies plummeted towards the earth. Black smoke trails arched out, following the pegasi back to earth.
“Derpy, hurry your flank up!” came a soldier from behind. He flew so fast, almost headbutting Derpy out of the clouds.
“B-but . . . the others . . .”
“No time! Changelings behind us! We have to regroup!” The soldier exclaimed, and grabbing Derpy’s hoof, rocketed up towards the clouds.
“No . . . we can’t . . .” Derpy screamed, but the soldier ignored her. They flew straight up into the lightning, and it was only then that she heard the buzzing of the changelings below. Derpy couldn’t take it. A bolt of lightning arched through the sky only a few feet in front of them and she winced her eyes shut. She didn’t want to be here anymore. She wanted to go home!
The soldier dragged her through the clouds, and she felt her body whipping around from side to side. Feeling a bolt of lightning singe her legs, Derpy cried out in pain. The blackness of her closed eyes lit up with bright blue, indictive of the bolt’s color that had struck her. Her ears rang with the sound of thunder booming across the sky.
“Open your eyes soldier!” came the voice, and Derpy didn’t want to. She shook her head, and suddenly felt his hoof swing across her face. “Now!”
Reluctantly, Derpy opened her eyes and found herself near the edge of Cloudsdale. She looked around, almost dazed, watching as soldiers darted around the sky, avoiding the lightning bolts that spiderwebbed through the clouds. Some even attempted to retreat back down towards the earth, but changelings had slowly started creeping up into the sky with the soldiers. Dozens of them burst out through the clouds and pulled screaming soldiers away, out of sight.
“Look at me, Derpy!” the soldier screamed, forcing her face into his. “We have to get to Cloudsdale! We’re not going to make it out here! Let’s go!”
Derpy quickly nodded, and shaking her head free from the sight beneath her, she followed the soldier into Cloudsdale. Tears streamed down her face, hearing the cries below, and the striking of lightning. It took everything inside the pony to keep from breaking down. Each bolt, each flash and pang of lightning shook Derpy’s body, and she couldn’t help but imagine pegasi dropping from the sky. Even the sword, safely holstered at her side seemed hell-bent on pulling her back into the electric hell.
Flapping her wings with everything she had, Derpy somehow managed to follow the soldier up into Cloudsdale, and landed near several others in a small park near the center of the city. Derpy’s eyes almost bulged out of her head as she panted for breath. She looked around, expecting a flurry of changelings to be upon them, to be surrounded by them, but there was nothing. It was just her, and a fraction of the soldiers she’d flown up with.
“You alright?” One of them asked.
Derpy jumped at the question, and then nodding to the soldier, she said, “Y-Yeah . . . maybe . . .” She estimated only eighty or so soldiers had actually made it up into Cloudsdale. A couple still crawled out from under the clouds, and within minutes, everything around them had once again fell silent.
Looking around, Derpy breathed a sigh of relief when she spotted both Fluttershy and Rainbow Dash. They were too far away for her to go over and check-up on, but at least they were alright. “W-What now?” She asked her fellow soldiers, still struggling to catch her breath.
Her squad leader, Piercing Wing, commanded, “We regroup and begin our search.”
At that, Piercing Wing circled around the pegasi with a few other superior officers and together, they worked on dividing up the remaining soldiers into smaller squads, hoping to preserve the divide and conquer strategy.
Derpy used the opportunity to take in the damage that had been done to Cloudsdale since the changelings arrived. In one word, it was incredible. Pillars and archways lay strewn about the city. Entire structures made from clouds crumbled into black puffs of smoke. Steps leading up to a nearby coliseum broke halfway up. The building itself had a large chunk bitten out of it, as if some monster picked it out for an afternoon snack. Even the ground with which they stood, carried flakes of ash and sizzling debris. They burned the hooves whenever they came into contact, and left gray stains upon the cumulus clouds.
“Did changelings really do all of this?” Derpy couldn’t help but ask.
“It does seem rather strange,” Fluttershy said, having overhead the pony.
Derpy whirled around, quickly relieved at finally seeing a familiar face. Even Rainbow Dash had joined her.
“I’ve never fought changelings before. I didn’t think they’d do this . . .”
“You must’ve missed the wedding in Canterlot. Those buggers were everywhere!” Dash exclaimed.
“I don’t know . . .” Fluttershy said, “this does seem kinda different.”
Before Dash could respond, Piercing Wing had stepped over and placed the three ponies onto a team with about nine others. Chit chat had gotten cut short as the group pulled out towards the western end of Cloudsdale.
Derpy stayed close to Fluttershy and Rainbow Dash, following the ponies into a section of Cloudsdale known as, Nimbus Trails. This particular portion of Cloudsdale was more a residential section of the city, one not often toured by non-pegasi (especially considering the low number of non-pegasi that made it up here). Nimbus Trails was made up several blocks of houses and public facilities. The specific street that they had started down was labeled, Strato Lane. Knowing this street well due to her deliveries, Derpy’s heart sank as almost every house had either caved in on itself, or turned black with the same mysterious ash. She swallowed heavily, watching strange shadows drift past the windows and cracks in the walls.
Piercing Wing, turned to his group and ordered, “Alright every-pony, take a house and do a quick check.”
Derpy chose the house of an acquaintance of hers whom she knew mainly from her delivery route. Autumn Wind was a clever pegasus who also happened to be a spontaneous shopper. He frequently ordered from places like Manehattan and Baltimare. How that pony managed to keep any bits in his hooves was beyond her. Still, she had always been fascinated by the items he ordered. And since it was recommended to try and rescue ponies one was familiar with, this house seemed like a natural pick.
Opening the door to his house, Derpy located the wrappings of several packages that she’d delivered only a month ago. With the lights off in the house, and part of the ceiling collapsed further in, there was little sign that Autumn could possibly be in the house. Still, Derpy called in, “Autumn . . . are you in there?”
At first, no response. The only sound she heard was of the wind whistling through the ruptured floor. She’d been ready to turn away when Derpy heard a soft cry from within. “A-Autumn . . . is that you?” She asked. Again, the muffled voice cried out to her, and this time, it was more distinct. Derpy took in a deep breath and entered the house.
Navigating around tipped-over walls and various pieces of furniture that had been tossed about with the ferocity of a tornado, Derpy squinted to see into the darkness. “Autumn . . . where are you?”
“H-Here.”
Derpy turned, stepping into the kitchen and gasped. Several appliances had been knocked around and buried beneath the heavy equipment, lay her friend, Autumn Wind. The golden oak brown pony shivered under the weight, relieved to see his friend had arrived. “Thank goodness,” he said, “I’m glad you finally made it. I was beginning to think no-pony would ever come.”
Derpy smiled, thrilled she’d found some-pony. She prayed the others were having similar luck. Pushing at the fridge, she said, “Well, I didn’t think I’d be the one to save you. Everything just kinda happened.”
Autumn only laughed as he felt the weight of the fridge leaving the pile on top of him. “What do you mean?” He asked, laughing nervously, “Y-You make a great soldier!”
Derpy stopped, and glanced down at her friend. “I-I do?”
Nodding, the pony said, “Sure. You never thought you’d make it as a soldier, yet here you are! Rescuing lil ole me!” and he gave her his brightest smile. “Now . . . could you get the rest of this junk off me? It’s really heavy.”
Derpy’s heart leapt out of her chest. Autumn Wind knew her better than this. Why would he ever think she was trying to become a soldier? Changeling. The thought slammed into Derpy like a ton of bricks. She suddenly backed away from the pile, wishing she hadn’t pushed the fridge off of it. There were still a few things holding him down, but the fridge by far was the heaviest.
“H-Hey . . . where are you going? A-Aren’t you gonna help?”
“N-No . . .” Derpy whispered, and saw the demeanor of her friend begin to change. She pulled out her sword, backing towards the door. Somehow, she managed not to drop the weapon and Autumn’s voice quickly faded into darkness as she stepped out of the kitchen. Replaced instead was the growing sound of hissing.
Sweat making its way down her brow, Derpy’s head screamed at her through the darkness, “Get out of here!” and she spun around on her hooves, galloping towards the door. The sword drawn, and bouncing in front of her with each step, the gray pony heard a loud crash in the room behind her as she approached the exit. She dared not turn around and hurried around the hole in the floor towards the door leading out.
A loud buzzing whooshed overhead and within seconds the door was blocked by the changeling. He stood growling at her, foaming at the mouth. His blue eyes glowed against the dark. Derpy had to screech to a halt just to avoid running into the thing, and instinctively took a step away from the changeling as he approached her. I have to get out. Have to warn the others!
The changeling jumped for Derpy’s jugular and releasing a terrified scream, the pegasus closed her eyes and swung her sword in a wild attempt to defend herself. The sword connected with the changeling, and threw him across the room and into the wall. Being hit with the blunt side of the sword, it didn’t pierce his armor, but the baseball bat like swing cracked against his neck, rendering him unconscious upon landing.
Derpy however had paid little to no attention to what she had done, and as soon as she realized the path was clear, she burst out through the door towards the others. “Changelings!” She cried, and the other soldiers stared at her, horrified as she ran up, sword bouncing loosely at her side, panting for breath. “I-I found a changeling!”
Before any-pony could respond, the houses around them lit up with dozens of pairs of eyes. The ponies backed away from the buildings they’d been investigating and backed off into the street. A louder, more deafening buzzing was heard overhead and looking up, dozens of the love suckers flooded into the sky.
“There’s so many,” Piercing Wing whispered to himself.
“What do we do?” Derpy asked, panicking at the sight. The one changeling she’d gotten past only by luck. How was she supposed to hold herself against this many? And they just kept coming!
“Brace yourselves!” Piercing Wing ordered, “this is about to get ugly.”
The hoard of changelings funneled down onto the soldiers. Pouring into the center of the ring that Piercing Wing and his squad had created, the sound of changelings hitting the ground echoed a loud Whompf and tossed the soldiers away from their group and into different directions. With the squad immediately broken up, the bugs went to work on devouring their prey.
When the love suckers hit, Rainbow Dash bolted up into the air and out of their path. She swung her sword angrily around at the group that had surrounded her. “Come on! You want a piece of me,” she cried out, speeding back down into a small pile of changelings, striking the wind out of them and throwing them over a row of houses. Once cleared, she noticed Fluttershy cowering in front of one of the homes. The yellow pegasus had holed up with her weapon at the side of the road. “Come on Fluttershy! No time to be hiding!”
Nodding, the yellow pegasus unsheathed her sword. Her body trembling, she said, “R-Right . . . Sorry about that.” Before Fluttershy could even make another movement, another changeling had toppled onto her. The creature however, hadn’t taken the time to avoid Fluttershy’s sword, and thus impaled himself on its tip. The sharp blade punctured the creature’s chest, causing blood to slowly ooze down the blade.
Fluttershy threw the dead changeling off of her, and picked up her weapon. Cleaning off her blade, the yellow pegasus let out a terrified cry and pushed herself against the nearest changeling. The sickening sound of the blade penetrating and rupturing his body filled her ears, but she couldn’t stop. She had to keep going. This was the only way to save the pegasi here.
Dash only glimpsed at Fluttershy’s next kill, relieved the pony had figured out her duty. If Dash would’ve had to babysit her friend, then she wouldn’t have been able to help the other soldiers in danger. Are we gonna be able to rescue any-pony at this rate? She asked herself, leaping across the road and pummeling several changelings, keeping them off three already overwhelmed soldiers. There’s so many of them here. We can barely keep up. Not to mention they hadn’t found a single pegasus to rescue. In this mess, was that even possible?
Taking back to the fluffy ground of a road, Rainbow Dash charged a group of changelings that had ganged up on Derpy. The poor pegasus was swinging her sword useless across a circle of them. Charging at full speed, Dash pounced onto the nearest changeling, shoving his head into the ground. He ended up falling right through the city, but the cyan pony had already forgotten about him as she whipped out her sword and took down the changeling to her left. Knowing there’d be some behind her, she instinctively bucked backwards, taking out another three.
“T-Thanks Rainbow Dash, I . . .”
“You can thank me later Derpy! Right now, we gotta keep moving,” and with that Rainbow Dash took off back into the air, rushing to the aid of some other soldiers who were outnumbered five to one.
“Oh . . . right,” and Derpy turned her attention back to the changelings. She had a small clearing to work with now and several targets to select from. She glanced to her left and started to run towards a soldier being swallowed up in changelings. If she didn’t get to him in time, he wasn’t going to make it. A sudden scream from the right and Derpy turned to find their leader, Piercing Wing, in a similar situation. Several changelings had backed him into a corner. His breathing heavy, blood running down from one of his wings.
“W-What do I . . .” and Derpy turned to call for Rainbow Dash, but found the pony busy with a gaggle of changelings herself. Even Fluttershy had her hooves full, and the rest of the soldiers were too spread out.
Another cry and Derpy turned back to her left, the soldier had disappeared under the hooves of the changelings, and all that could be heard was his soft groaning as they sucked the love from his body. It’s too late . . . I can’t help him anymore . . .I . . . and then a loud blommpff from the right and Derpy spun on her hooves to find Piercing staggering from a heavy blow to his chest.
“I can’t . . . I gotta do something . . .” Derpy whispered and started galloping towards the pegasus. She leapt up into the sky, imitating Dash. For a moment it seemed to work, she had a clear path down to the squad leader. Derpy beat her wings against her sides, flying through the air with the same urgency as delivering a Hearth’s Warming gift a day late.
She dived down towards Piercing Wing. As the delivery pony closed in, she attempted to adjust the grip of her sword. With her hooves sweating under the pressure, she fumbled the blade and dropped it down onto the changelings below. “Oh no . . .” she whispered to herself.
Unable to pull up from the dive in time, Derpy crashed herself like a bowling ball into the crowd of changelings surrounding Piercing Wing. The creatures were tossed out everywhere, and Derpy had to quickly struggle to her feet, not wanting to fall prey to any of the love suckers.
“N-Nice timing Derpy,” Piercing Wing said with a smile.
“Don’t mention it . . . but . . .” and she glanced around, searching for her sword. “I lost my sword.”
Piercing Wing shook his head, quickly bucking off a couple changelings that had attempted to take advantage of the situation. “Don’t worry about it,” he said, and patting the pony’s back with his good wing, he said, “You get Rainbow Dash and as many of the soldiers as you can, and regroup with the others.”
“B-But . . the pegasi that we’re . . “
“There aren’t any, at least, not in this part of Cloudsdale.” Piercing Wing said, ducking them both down as a changeling hurtled overhead. “There’s too many changelings. As it is, we’ll lose all of our soldiers before the day is through.” Shaking his head, the squad leader sat down on his flank, cradling his broken wing. “Maybe some of the others had better luck . . . but I doubt it. This was a trap. You ponies need to get out of here, before it’s too late.”
Derpy’s heart pounded in her chest. She didn’t know what to say, how to react. They’d spent the past week training for this fight, preparing to bring back as many survivors as they could. Tears welled up in Derpy’s eyes. She’d been terrified ever since take-off from Ponyville, then terrified of the lightning, and the changelings. But she’d gone up in hoping to do some good. Now, it’s as if there was none to do. Why’d I come up here? Why’d they have to make me go?
Derpy glanced around, not even listening to Piercing Wing anymore. Other pegasi had teamed up to combat the changelings that buzzed through the sky. Swords flung changeling bodies and blood into the clouds, staining them a dark crimson.
“Derpy, look out!” Piercing Wing cried out and flung the pony out of harm’s way as two changelings hurtled themselves at him. Derpy went flying uncontrollably over the fighting pegasi heads. Her body smashed through the window of a nearby building, splattering her against one of the inside walls, and knocking her out cold.
Rainbow Dash took up to the skies, flying high overhead the raging battle. Looking out over the city, her heart sank as she realized that every squad, every soldier that made it up to Cloudsdale, faced the same nightmare that was devouring her teammates. Soldiers backed into corners, fighting endless hordes of changelings, and losing.
Sure, Dash could whip around, and sonic rainboom the hell out of those monsters. But, she could only do that so many times before wearing herself out. The changeling army stretched out as far as the eye could see, and looking past the city, they were still coming. For each changeling a soldier slaughtered with his/her sword, two more sprang up to take its place.
“This was over before it even started.” Rainbow Dash said.
Searching for Piercing Wing, Dash knew before even spotting the dead pegasus that they’d have to retreat. With zero time to mourn the loss of her leader, Dash turned her attention to the yellow pegasus who wavered in the air far below. Fluttershy was quickly tiring herself out swinging that sword and dodging the onslaught of changeling after changeling. She wouldn’t be fighting much longer.
Hurrying down to her friend, Rainbow Dash bucked off three more changelings from attacking the girl and turned to Fluttershy. She quickly surveyed the area and letting out a sigh, she said, “Hurry over to the east end. We still have soldiers over there! We’re leaving!”
Without hesitation, Fluttershy nodded and flew off towards the soldiers. Rainbow Dash took one look at the street that they’d been fighting on. The blood of changelings mixed in with the blood of fellow soldiers. Landing down near Piercing Wing, she let out a sigh. Their leader’s back had been broken, his body sucked dry of love. Glancing around, Dash managed to identify several of the other soldiers that had fallen as well. A mixture of experienced warriors and newbies were among the dead. But no Derpy. I hope to Celestia she’s alright. Dash thought to herself, and picking herself up, hurried off to join Fluttershy and the others as another wave of changelings filled the street.
Derpy groaned, shaking her head in agony as she held onto her head. It felt like some pony had smashed her face-first into a wall. Her vision blurred, she took a few minutes to steady herself, get her bearings. At first, Derpy thought she’d somehow managed to do this to herself. It wouldn’t have been the first time she crashed through some-pony’s window. But when her senses returned, and her memory came flooding back, the pony remembered how she’d gotten into this miserable dump.
“Piercing Wing!” She cried out, and spun around. Seeing the window her body had summersaulted through, Derpy rushed over to look out. Her mouth dropped open when she spotted the carnage that had taken place. Among their leader’s body, rested so many other soldiers that had gone up with her.
“Changelings,” she whispered to herself when Derpy noticed more of the monsters wandering through the street.
She wouldn’t be getting out that way. Turning back towards the darkness, Derpy gulped. Great. Another house.
Hoping for another exit, Derpy slowly crept through darkness, stopping at every shadow that flickered over the walls. A moderately sized house, darkness only broke where open windows would allow. Even then, Derpy feared getting spotted by any of the changelings outside.
Rounding a corner into a hallway, the delivery pony considered exploring the second floor of the house. The stairs climbed up and rounded a corner, with not a spec of light for the whole journey. They just climbed up into darkness. I don’t think I really need to go up there. Derpy consoled herself and started for the kitchen when the sound of a soft whimper caught her ears.
She stopped, paused for a closer listen. Then she heard it again. It sounded like a child, trapped up on the second floor. Of course, it couldn’t be an actual survivor. With all the changelings that moved about, how could any-pony hide from them? Not to mention, the last time she’d tried to help some-pony, they had turned out to just be another changeling. Why would this be any different?
The whimper echoed through the house again, this time louder. It sounded as if some pony was crying. They might have been injured, or worse. Derpy bit her lip. The kitchen was straight ahead, and just to tease, had a door leading outside to the back of the house. An escape route!
The sound of a slamming door from behind silenced both Derpy and the mysterious whimpering from above. Someone had entered the house. Derpy was out of time. She needed a decision, and she needed it now; or else she was as good as dead.
Fine, second floor here I come! She thought to herself and not wanting to make a sound, flapped herself up into the air, and hovered up the stairs. She rounded the corner, and then fluttered up the last three or four stairs to the top. With her heart pounding in her chest, Derpy glanced around, wondering where the whimpering had originated from.
She stood in a long, narrow hallway, with three spaced out doors on each side. At the end of the hallway was a window, the only source of light on the entire floor. “H-Hello . . .” Derpy whispered, “is any-pony there?”
Footsteps echoed from down below, a grim reminder of the fate that awaited her should she fail. Glancing at the six doors, Derpy saw that the second one on the right had creaked open from when she last checked. Maybe that’s where they are. She thought to herself, and hearing footsteps on the stairs, she had no other choice to risk it. Hurrying into to the door, Derpy hopped into the room and closed the door behind her.
Turning around, Derpy froze as a knife pressed up against her throat. She gasped as she stared into the eyes of a startled Scootaloo. The lil pegasus was terrified, tears streaming down her cheeks. Her body heaved with each breath, sweat glistening down her sides.
“W-Who are you,” She asked, “W-What are you doing here?”
Quickly motioning for the pony to be quiet, Derpy realized she’d plunged herself into a bedroom. With the footsteps of the changelings hitting the top of the steps, she quickly whispered, “I’m Derpy . . . you know me . . .”
“H-How do I know it’s you?”
The pegasus wanted to believe her. Derpy could see that, but she must’ve grown smart hiding up here. Still, there was no time. Slipping away from the knife, Derpy, grabbed Scoots and thrust both of them under the bed. Moments later, the door opened up and in stepped three changelings.
“Thought I heard voices . . .” came one of them.
“You’re always hearing voices.” Said the one in the middle.
Derpy could feel Scootaloo shaking. Pressing the lil foal up against her, Derpy wrapped a hoof around the girl’s mouth keeping her voice muffled. She closed her eyes, wishing the monsters to just leave them alone.
“Will guys shut-up and get moving? The battle is practically over. The pegasi are leaving. We have to go.”
Derpy opened her eyes at the statement. She was going to get left behind. They both were. Unable to keep herself from hyperventilating, she wished the three out of the room. They had to leave, had to move on. She had to get out of here, with Scootaloo!
The three lingered for what seemed like hours. They just pranced around, talking random gibberish about things. Hurry up and get out! Derpy wished.
Finally, the three made for the door. They were just about to leave when one of them said, “Hang on guys . . . forgot something!” The other two cursed and shouted for the third to hurry up. Derpy held the little foal tight against her body as the changeling stepped up to the side of the bed. She waited, and waited.
Then, a pair of blue, crystal-like eyes gazed under the bed at Derpy. Scootaloo screamed in her hooves.
“Hey guys! Look what I found!” The changeling cried out. “Food!”
Panic rippled through Derpy’s body. She had to do something. The jig was up. They’d been found out. She searched around the room for something, anything. But being under a bed, there wasn’t much of anything to see or use. When the other two changelings came hurrying in, Derpy looked to Scootaloo. The young foal was crying.
Looking over the belly of the bed above, an idea suddenly sprung onto Derpy. Looking to Scoots, she said, “Get ready. We’re gonna run for it!”
Scootaloo only nodded her response.
The other two changelings had returned and Derpy was out of time. It was now or never. She took in a few deep breaths, her head swirling with fear. Planting her hooves onto the floor, Derpy took in a deep breath and with a quick motion, jumped up into the air, slamming her back against the bed, throwing it into the air. The bed smashed against an adjacent wall, the head board splitting into several pieces. Grabbing Scootaloo, Derpy didn’t even look to see where the changelings had gone. She hoped they were now the ones under the bed.
“Let’s go!” She cried out and Derpy dragged Scootaloo out of the bedroom and to the window, freedom only a couple flaps away.
“Not so fast, ponies!” cried out a changeling as he grabbed at Derpy’s rear hoof from behind.
The pony released a scream and tried to kick the monster away from her. He held on like a vice, slowly pulling her in. Derpy looked up at the window, watching it drift away, out of reach. Feeling the other two changelings grabbing onto her, Derpy glanced back, horrified that the bed had completely missed them. The changelings had merely ducked out of harm’s way at the last second, and were now starting to surround her and Scootaloo.
Without any other option, Derpy flung Scootaloo at the window. The young foal broke through the glass, spiraling through the air until she could straighten herself out.
The young foal burst into tears as she screamed, “DERPY!” But she didn’t have time. If she would’ve tried to help, they would capture her too. Watching her savior fight for her life, Scootaloo was determined to help. I’ve got to find some pony . . . any-pony! Scootaloo thought, and glancing to the east, she could just barely see a group of pegasi leaving. If she hurried . . . if . . . maybe she could save her friend. “I-I’ll be back . . .” Scootaloo shouted, as she burst off towards the group of soldiers, rocketing herself through the sky, hopefully somewhat similar to how Rainbow Dash’s sonic rainboom.
Rainbow Dash struggled to fight off the changelings from the retreating soldiers. Only about forty had managed to escape. Her and Fluttershy were holding off at the edge of Cloudsdale, making sure every-pony got a chance to escape before joining them. The Wonderbolt worked her hardest to keep fighting, but fatigue was starting to show. She couldn’t hold out too much longer, and glancing to Fluttershy, she knew her friend was running on fumes as well. They had to get out of here! Any longer and they’d be gone too.
As the numbers dwindled down, Rainbow Dash looked out over the soldiers and then over the wave of changelings that were chasing them. “We’ve done all we could! Let’s get outta here!” She shouted out to her friend.
At first Fluttershy nodded, ready to finally be free of this hell. But then, a speck of orange caught her eye. “Rainbow Dash!” She shouted, “Look!”
Dash turned, and immediately saw it. “No way!” She cried out, and lunging out into the air, Rainbow Dash hurtled through the sky, picking off changelings as she went. Within seconds, she’d caught up to Scootaloo who gasped for breath, trying to keep herself airborne.
“R-Rain . . . bow . . . Dash . . .” she huffed.
Tucking the girl under her hoof, Dash said, “It’s okay. We’re getting out of here!”
But the little pony struggled free of Dash’s grasp and said, “No! You . . .You have to come with me!”
“Come with you . . . I can’t” Dash argued, “Why?! We have to . . .”
“No! Derpy! You have to save Derpy!” Scootaloo cried, tears streaming down her cheek. “She’s trapped! They’re gonna get her! She saved me and now . . . now . . .” Scootaloo broke down, sobbing against Rainbow Dash’s side.
Dash look back at Fluttershy. The yellow pony had heard the whole thing. Her nod of approval was all Dash needed. Turning back to Scootaloo, she said, “Show me where!” And picking up the lil pony, Dash turned to Fluttershy and shouted, “Get out of here!” and then rushed off, speeding up to as close of a sonic rainboom as possible.
Fluttershy watched the two disappear. She nodded at Dash’s command, but when she turned to leave, her path was blocked by changelings. They’d gotten the drop on Fluttershy, thwarting her retreat. With ten or twelve of them already upon her, and exhaustion taking hold, she knew she wouldn’t be seeing her friends again. “Please Dash . . . hurry back!” She whispered. And then, the changelings were upon her.