Strange Bedfellows

by BRBrony9


Evacuation

Ponyville was being outflanked. The Chaos tanks and personnel carriers were pushing hard to the east and west of the town, trying to reach the river crossings while their infantry and more of their tanks tried to force through the defensive line to the south, the side that had already taken the heaviest pounding. Gunfire chattered incessantly, small arms as well as the larger vehicle-mounted weaponry.

The townsponies had begun to evacuate after the first attack, streaming in their panicked masses across the river over the bridges where Imperial engineers stood guard over the demolition charges. There were but a few civilians still in the town- the mayor and her staff, and a few diehards who refused to leave, as there always were when evacuations were ordered. Most of them stayed clustered in the shelters, but some peered anxiously or inquisitively from behind their windows.

In the southern line, Muzzle Flash and his squad found themselves finally able to engage the enemy. Their infantry had forced their way across the meadow behind their tanks, most of which had been knocked out, and now lined the southern edge of the field, firing over the lip of the raised roadbed at the defenders. This put them in range of the ponies’ rifles, and their magic.

Muzzle Flash slammed another magazine into his rifle, cocked it, and fired two quick shots. A group of the enemy were moving directly in front of him, crouched, trying to keep below the lip of the road. He could see their helmeted heads bobbing as they moved. He snapped off a couple of magical bolts from his horn which burst on the edge of the road, showering the humans with dirt. A fierce firefight was raging on the left, where a platoon of the enemy had taken advantage of the destruction of the Baneblade to force their way into the Imperial lines, taking out a pair of trenches with a rain of grenades. A similar situation was unfolding to their right, where the Imperials had taken heavy losses in the artillery bombardment.

In front of Muzzle Flash, the trenches were holding. The Guardsmen were pouring fire onto the enemy troops, hurling grenades over the lip of the road. Tanks were still advancing across the meadow, their cannons thundering, trying to take out their remaining Imperial counterparts. The building he had entered on his fruitless rescue mission had taken another direct hit and all but collapsed in on itself like a pack of cards. The occasional burst of enemy fire was aimed in their direction, but most of the enemy’s efforts were directed at the frontline trenches.

Taking careful aim, Muzzle Flash squeezed the trigger of his rifle. It bucked in his hooves and he saw his target, one of the helmets moving below the road edge, drop out of sight. A grim smile crossed his face. Thunderchief, Sharpshooter and the rest of his squad were aiming and firing with methodical precision, like a clockwork machine. The enemy infantry were bogged down at the edge of the road, unable to advance any further and coming under heavy fire. He could feel the adrenaline rushing through him, now that he was finally able to get to grips with the enemy and actually do something to help defend the town. The anxiety that had gripped him earlier had vanished; he had no time to worry about what might happen, he had a job to do.

He squeezed the trigger again, this time missing his target, a puff of dirt showing him where his bullet had impacted the roadbed. He cursed under his breath, worked the action, and took aim again. His target had dropped out of sight below the road, ducking down. He could see more infantry running across the meadow, and several tanks rolling in behind them. He considered switching targets, but as he was about to do so he saw a cluster of grenades fly up from the edge of the road.

The frontline Imperial trenches were in easy throwing range of the enemy infantry hiding beside the roadbed, an oversight that had been forced upon the defenders because of the unsuitability of the ground in the meadow for digging and the close proximity of the town to the edge of the road. The grenades tumbled through the air and deposited themselves at the bottom of the nearest trench.

Muzzle Flash watched, distracted, as the Guardsmen in the trench reacted. He heard shouts, saw several of the humans scramble to climb out of the trench. Several others ducked down and began to throw the grenades back out of the trench. He winced in anticipation of the detonations. The fuses had been set short, and the Guardsmen had time only to remove one grenade from their trench before they went off. Dirt spewed up from the trench as if someone had struck oil in it. The humans disappeared from sight, save for two who had managed to scramble clear in time.

Their relief at escaping was short-lived, however, as a sudden burst of gunfire from the edge of the road cut them down where they stood. The now-empty trench left a clear gap in the frontline, and several more ambitious or foolhardy Chaos infantrymen immediately sprung into action, clambering over the edge of the road and dashing forward. They, too, were met by a hail of gunfire and fell before they had made it ten yards.

Muzzle Flash saw a pair of helmeted heads appear at the edge of the road again, where he had lost his target moments before. He swung his rifle back up to fire. As he did so, he saw one of the tanks that were pushing hard across the field entering his field of vision. He saw its cannon flash, and then he saw nothing.




With a crack of displacing air and a flash of light, Twilight and her friends reappeared in the palace kitchens, their circular formation unbroken. The two guards present in the room jumped and snapped their weapons round, only lowering them when it became apparent who had materialised.

‘Miss Sparkle!’ one of them called. ‘Quickly, you all have to leave.’ He gestured towards a door that, as far as Twilight knew, led only to one of the pantries. She led her friends, several of whom were still dizzy from the sudden teleportation, into the room.

A couple of the shelving units had been moved aside and some form of magic had revealed a wooden hatch in the floor at the rear where there had been nothing before. The hatch was open, revealing a narrow stone staircase leading down into the semi-darkness below.

‘Quickly, please,’ the guard said. ‘Follow the tunnel to its exit. The Princesses are already there, and,’ he said with a glance at Twilight, ‘I believe your brother is also.’ Twilight’s eyes lit up.

They are all safe! Celestia, Luna, Cadence and Shining!

Hurriedly they filed down the steps, the guards leaving with them having seen the last of their charges from the besieged palace. The corridor below was narrow, its walls rough-hewn from the rock and lined at regular intervals with what seemed to be magical light sources. As the corridor descended its floor began to get gradually damper, causing Rarity to protest.

‘My hooves are getting simply filthy!’ she whined. ‘Is this really the only way out? You think they could have put a carpet down or something.’ Twilight rolled her eyes.

‘Really, Rarity? We just escaped with our lives, just barely, and you’re worried about getting a little mud on your hooves?’ she questioned. Cowed by her sharp tone, Rarity said nothing more.

The tunnel sloped down for some distance before levelling off. After walking for several minutes, Twilight could see a different light ahead, brighter and more natural. They were coming to the end of the tunnel.

They emerged onto a rocky outcrop several hundred feet below the plateau upon which Canterlot sat. Anyone viewing from the outside would have seen no sign of the tunnel exit, or indeed the outcropping itself- it was disguised by magic to appear as nothing more than a smooth cliff face. As her eyes adjusted to the sunlight’s glare, Twilight could see a group of ponies gathered near some sizeable boulders not far from the tunnel mouth. She recognised most of them at once.

‘Shining Armour!’ she shouted in relief. Her brother, rifle in hoof, clambered over some of the smaller rocks and ran to meet her. The three Princesses, Celestia, Luna and Cadence, looked on, surrounded by a squad of guardsponies. Another half dozen guarded the tunnel entrance, and further along the small plateau Twilight could see another squad fanned out and crouching behind the boulders.

‘Twiley!’ Shining Armour said as they embraced. ‘Thank heavens, you’re all ok!’

‘We barely made it out,’ she said breathlessly. ‘They killed our escort…I had to teleport us away.’ Shining smiled grimly.

‘That’s my little sis. I always said you were one of the best magicians out there!’ She smiled up at him before he continued.

‘We have to get moving now that you’re all here. The city isn’t safe anymore.’ The sounds of gunfire were still clearly audible even from their present location. ‘We have to get you all to somewhere safer.’

‘Where?’ she asked.

‘The safest place right now is probably Cloudsdale,’ he replied. ‘Most of the enemy are on the ground and they won’t be able to enter the city except with those strange airships. It’s as safe as we can make you all.’

‘Cloudsdale! Alright!’ Rainbow Dash said loudly. ‘You know how good the Cloudsdale guards are, Twilight. We’ll be safe there.’ Shining Armour nodded.

‘The Cloudsdale militia is at full alert, and we have sent one of the Pegasi assault divisions to reinforce them. It’s as safe as we can make it, and we need to get you all there now.’

‘Your brother is right, Twilight Sparkle,’ Princess Luna said, trotting over with her sister and Cadence.
‘Indeed he is,’ Celestia agreed. ‘Now, if you will all please form a circle around me, without touching each other.’

Twilight and her friends formed part of the circle and the guardsponies completed it. She noticed many of them were unicorns and earth ponies and a thought struck her.

‘Princess…won’t we just fall through the clouds?’ she asked. Celestia chuckled quietly.

‘You didn’t think I would really forget that, did you?’ she smiled. As she spoke, the air around them seemed to distort, shimmering like a heat haze.

‘Et voila,’ Celestia said. Twilight knew she had just cast some kind of spell that would allow them to walk on the clouds that formed the ‘ground’ of the Pegasi city.

‘Is everypony ready?’ She received a chorus of assent. ‘Then let us go.’ With a sudden crackle of energy and a blinding flash, the group of ponies disappeared from the plateau.




It hurts.

His flank hurt. He opened his eyes, slowly. They were covered in dirt, red and watering. He moved his hoof to brush the dirt away. It was covered in blood. He could hear shouts.

‘Medic!’ somepony was screaming.
For me? I don’t need a medic, I can get up…

He fumbled around to find something to help pull himself up with. The face of Private Sharpshooter appeared in his watery vision.

‘Sir! Don’t...d-don’t try to move…’ he said, his voice wavering, though whether through concern or fear, Muzzle Flash could not tell.

‘I’m ok…’ he said weakly. ‘I’m alright, I can get up…’ He grabbed onto something and used it to hoist himself upright. Sharpshooter assisted him.

‘Sir, you’re hit…’ he said.

‘I know, but I’m alright, damn it!’ Muzzle Flash snapped. Though his flank throbbed and his head was pounding from the blast and the relentless noise, his hooves were steady and he stood unaided. He took stock of his surroundings.

Somepony had dragged him to the side of the cobbled street out of the line of fire. He was behind the corner of a two-storey brick building. The sandbag wall the squad had been crouching behind had a hole blasted in it, and he could see the bodies of two of his ponies lying motionless in the street. The tank’s shell had ripped right through the barricade. He checked his left flank- a deep cut, at least a foot in length, like a trench dug in a pristine white snowscape, oozing dark red blood. A piece of flying shrapnel must have winged him as the blast knocked him down.

‘Sir, we should get you to the hospital,’ Sharpshooter was saying.

‘No, no! I’m fine,’ he replied, though the ache in his side said otherwise.

‘He’s right, Lieutenant.’ Thunderchief appeared at his side. ‘You should go get that fixed up.’ Muzzle Flash was about to argue, but he knew they were right. His wound needed to be seen to.

‘I can take over the platoon, sir,’ Thunderchief said. ‘You need to get that treated.’

‘Alright, alright,’ he conceded. ‘But I can make it there myself. The rest of you get back to defending this town.’ Thunderchief nodded.

‘You can rely on us, sir.’

Muzzle Flash followed the buildings, sticking close to their frontages and out of the line of fire. The pain in his flank intensified with each step. He made his way back to the town square, where additional guardsponies and Imperial troops manned strongpoints around the town hall. Apart from the sandbags, soldiers and several Imperial vehicles parked up, there was no sign of the raging battle in the square. The buildings were untouched by the earlier artillery strikes and the enemy had not yet made it into the town.

Ponyville Hospital was situated on the northwest edge of town, not far from the river. It was a squat, two-storey stone building at the head of a winding, recently-paved road. While the building itself was old, the equipment inside was first-class, machines and medicines delivered straight from the finest production lines in Equestria. It had a world-class emergency department, and it was completely overwhelmed.

Muzzle Flash walked straight in through the front doors into what would normally be the reception and waiting area. Now, however, it was lined with bodies. The staff were using it as an overflow for the emergency room; there were simply too many casualties flowing in from the trenches for them to deal with, even with help from the human and Royal Guard medics. Most of the casualties were ponies; the humans had their own aid stations elsewhere in town.

Most of the ponies he passed in the waiting area were those with less serious injuries; broken bones, fractures, lacerations. Most of them were sitting in the chairs that lined the walls, but several were lying on gurneys, groaning. A Royal Guard medic approached him, looking him up and down for wounds.

‘Lieutenant. Let me take a look at that…’ Muzzle Flash brushed him off.

‘Just patch me up so I can get back out there,’ he said. ‘Don’t waste time on anything fancy.’

‘A-alright, sir,’ the medic said. ‘Just head down that corridor to the first door on the left and they’ll do what they can.’ Muzzle Flash walked stiffly down the corridor, which was also lined with gurneys and stretchers. These ponies were in far worse shape than those in the waiting room. They writhed and moaned in agony. Many of the gurneys were stained with blood. The trauma room was at the end of the corridor, through double swing-doors. As he approached a nurse emerged pushing a gurney. The pony that lay on it was covered by a sheet.

Muzzle Flash entered the room the medic had pointed out to him. Normally it would have served as the treatment area for less serious injuries. Now, however, it was inundated with ponies, the room echoing to the screams of the dying. With the trauma centre already stretched beyond its capacity ponies who would, under normal circumstances, have been in the operating room or receiving the attentions of the full trauma team, had been moved to the treatment room and were lying unattended on beds or stretchers, the staff simply overwhelmed by the number of casualties. The walls were lined with the less seriously wounded, wrapped in bandages and clutching broken limbs.

The more serious cases were occupying the beds and were being tended to by the hospital staff with assistance from a handful of Royal Guard medics. Muzzle Flash could see two doctors in green scrubs and a Guard medic giving what appeared to be direct cardiac massage to a guardspony who was missing most of his chest. On the next bed along, an earth pony with no hind legs groaned in agony as a nurse hooked up an IV tube. On the bed beyond him, a deathly pale unicorn, still in his armour, stared vacantly at the ceiling, his mouth moving weakly in wordless prayer.

Muzzle Flash stood for a moment, taking in the scene before him. The hospital staff were unable to deal with the influx of wounded, and none of them spared him a glance at first. His flank throbbed, but he knew it could wait. There were far more serious casualties to be tended to, even though he wanted to get patched up as quickly as possible so he could get back to the fight. A nurse hurried past him, noticing his undressed wound.

‘Somepony will be with you in a minute,’ she said. He moved to the side of the room to wait.




Cloudsdale was a city in panic. Though they had not yet been attacked, its citizens had heard the rumours and could see the smoke rising from Ponyville to the south, and they were scared. They knew something was coming.

The city militia lined the walls of the city, their rifles clutched in nervous hooves. Two City-Class airships, the EAS Canterlot and the EAS Vanhoover, and one of the specialised ground-attack Hero-Class ships, the EAS Starswirl, floated nearby. The Air Corps’ 1st Pegasi Assault Division had arrived several hours earlier, and were busying themselves fortifying the city. When Princess Celestia and her retinue materialised in the town square, they were rapidly approached by a squad of Pegasi with their weapons raised, until they realised exactly who had appeared in their midst. They saluted and bowed before her.

‘Your Highness!’ the squad leader said I surprise. ‘We were not expecting you…’

‘Circumstances have made our arrival here necessary,’ said Princess Luna, before her sister could speak. ‘Canterlot is being overrun.’

The Pegasi shared nervous glances.

‘Cloudsdale is probably the safest place in the country right now,’ Celestia said. ‘We will be remaining here for the foreseeable future.’

‘Yes, o-of course, your Highness,’ the squad leader said. ‘I will speak to the mayor and find you somewhere to stay. If you would all follow me.’ With a quick salute he turned and trotted away, leaving the rest of his overawed squad staring in disbelief.

Cloudsdale’s architecture was unlike that of any other city in Equestria. The ‘ground’ and the rooves of many of the city’s buildings were made entirely of clouds, imbued with special magics that made them solid, at least to Pegasi. The buildings were constructed in a style derived from that of the ancient Pegasi cities, from before Equestria was unified. Smooth, flowing lines, elegant columns and sweeping staircases made Cloudsdale one of the most beautiful cities in the nation.


Twilight didn’t entirely trust the cloud ‘ground,’ even though Princess Celestia had obviously cast a very effective spell on them all. She could see that Rarity, Applejack and Pinkie were trying to step lightly too. They trailed behind Celestia as she followed the Pegasus. He led them to the town hall lobby and disappeared into a side room.

‘Are you ok, Rarity?’ Fluttershy was asking. The unicorn looked a little queasy.

‘Y-yes, I’m fine,’ she replied. ‘Just…a little unsettling, teleporting twice within fifteen minutes…’ Twilight, more accustomed to teleporting, felt no ill effects. Neither it seemed did Princess Celestia.

‘Do not worry, Rarity,’ she said with a smile. ‘That will wear off soon enough. In the meantime why don’t you sit down?’ She gestured to an ornate sofa against one wall of the lobby.

‘Oh, y-yes…thank you, I will,’ Rarity replied. Fluttershy and Applejack sat next to her as they waited for the Pegasus to return. Celestia retrieved a box and passed out the Elements of Harmony to their respective owners.

‘We should be prepared,’ she said. ‘It would be wise for you to keep the Elements on you at all times.’ Shining Armour and his guards blocked the front doorway, their weapons drawn but not raised, keeping a keen watch on the street outside.

After a few minutes the Pegasi squad leader returned with the Mayor of Cloudsdale in tow, bowing obsequiously at the concentration of royalty that had suddenly appeared in his lobby.

‘Your Highnesses!’ he beamed. ‘What a great pleasure this is to see you all in our humble city! Were that it under better circumstances. I understand that you require somewhere to stay. May I suggest the state rooms here in the town hall?’ Princess Celestia nodded in approval.

‘That will be most acceptable, Mr Mayor. Thank you for your hospitality.’ He beamed again.

‘Wonderful! Please, allow me to show you to your suites.’ He led the party upstairs, leaving behind Shining and his troops guarding the entrance.

The state rooms were suitably grandiose, with high cloud ceilings and polished marble walls. There were only five, which meant the Elements of Harmony would be sleeping three to a room, leaving one room for each Princess. The Mayor ordered his staff to bring up camp beds from the emergency store in the basement, though no one knew if they would even be staying long enough to need them. Lookouts were reporting enemy ground movement along the eastern edge of the valley, though most of them seemed to be bypassing Cloudsdale altogether. It was unlikely that any of the enemy troops would be able to land in the city without falling through it, but the same also applied to their new allies. While the Imperials had a small garrison and some anti-aircraft batteries stationed directly below the city, none of their troops could actually land in Cloudsdale, essentially leaving its defence entirely in the hooves of the ponies.

In the town hall, Celestia, Luna and Shining Armour were in deep conversation with the commanders of the Pegasi Division and the Cloudsdale militia, drawing up what plans they could for the defence of the city. Twilight and her friends gathered in one of the staterooms that had been appointed for them. Fluttershy and Rarity sat nervously while Applejack paced up and down. Rainbow Dash hovered above them, unable to keep still.

‘I’m hungry,’ Pinkie Pie complained. ‘Do you think they have cupcakes here?’

‘I doubt it, Pinkie,’ Twilight replied. ‘I don’t think it’s really that kind of place.’ The pink frowned.

‘But everypony loves cupcakes…’

Applejack stopped pacing and stared out of the window. The room looked south, and they could see the distant smoke rising from their home town, where battle still raged.

‘I’m sure they’re fine, Applejack,’ Twilight said, seeing the concerned look on her face. Her family, Big Mac, Applebloom and Granny Smith, were, she assumed, evacuating along with the rest of the town. Sweet Apple Acres was on the southern edge of town, and had probably already been occupied by the invading enemy.

‘It’s the not knowin’ that’s the worst part…’ Applejack said, sighing. ‘Ah don’t even know if they’re still in the town, or if they got out, or…’

‘I know,’ Twilight said. ‘But Big Mac is just about the toughest and most responsible pony either of us know. He’ll have got them out of there at the first sign of trouble. They’ll be fine.’ Applejack sighed again, and Twilight could see her eyes watering up.

‘Ah…ah’m sure yer right, Twi….b-but…’ Twilight put a hoof on the orange mare’s shoulder.

‘They’ll be fine,’ she repeated. Applejack looked at her and forced a smile.

‘Yeah….th-they’ll be fine…I’m sure the town will be alright…’