With flashing red the sky was filled with changelings. They fell in waves of chitin shadow, terrible and swift.
“Fire!” cried out Twilight Sparkle, flying to the rooftops' height.
“You heard the princess, fillies and gentlecolts,” cried Steelshoe. “Light them up!”
“A bringal!” shouted one white-tail with gold trim on her armor.
The unicorns and deer loosed battle magic all together. The average white-tail's blast was more impressive than the average unicorn's, but the total burst of power from the lot was quite enough to fill the air with light and pure destruction. Changelings were immediately vaporized, showering the armored folk below with wisps of ash. Yet more came after, and they came at speed. With buzzing din the changelings fell upon the rooftops. The Royal Guard brandished their spears and swords; the deerfolk wielded curved blades sharpened to a scalpel's fineness. Deer and pony were both out of sorts at first, not sure how to mark each other, but the natural rhythm of the battle came in due course, and soon both races were noting how to use each other.
I have prepared a host of nightmares for you!, bellowed Reiziger inside their heads. In a flash of red he stood upon the Equine State Building, whispers of deep shadow wafting from his blackened form.
“Dark lord,” stated Falalauria, so softly- yet she could be heard by all. In a graceful jump she was upon the rooftops, battle armor flashing in the pallid light. “You know I have foreseen your defeat, yes? You shall live on in song and story, but only as a bogeyman that these brave deer and ponies defeated.”
I know you think you know the future, half-breed, issued Reiziger. But I see inside your mind, so easily read. I see how my very existence makes the future bend and buckle. Your self-assurance is a lie, meant to comfort these quailing mortals.
“Perhaps,” said Falalauria, her antlers shimmering with strength. “But this day, this city will not fall. Not while I draw breath.”
A black streak vaulted from the highest heights. “We'll see how long that lasts!”
“Twilight!” Falalauria cried out. “Twilight, I think I know his plan! Do not let the enemy reach the southern portions of the city! I'll hold him as best I can!” She jumped and was a golden blur, until she reached the streaking black and then there was a blast of light. Two blurs went crashing off into the western city, tumbling the buildings there with rising clouds of dust.
Red flashed out everywhere, and Rainbow Dash, who had been making thunderclouds, jumped back with awe. Huge spiders began floating from the sky, descending on vast parachutes of billowed silken strands. “Oh, horseapples,” grumbled Dash. She glanced sidelong. “Fluttershy, time for some weather. Let's see how many we can hit before they touch down.”
“Eeeee,” shrieked Fluttershy.
“No time for that!” cried Dash. “Need to pony up! Pegasi!” she shouted to the flying members of the Royal Guard. “Let's get some twisters going! Hit those spiders hard!” Her Gift of Loyalty was working on them, willing them to follow her, and so they started spinning, whipping up a host of twister that Dash redirected toward the falling giant bugs.
Many of the spiders were caught up in the tornadoes, battered by the winds and smashed with bursts of goo against the building sides. Many more, however, found the streets, where they went scuttling after deer and ponies. A certain shifting shadow wrapped about them, darkness not unlike that of their master. Their fangs were solid, though, as was the stinger lurking at the nadir of their massive, baglike bellies. One purple stallion galloped fast as he could manage, but a creature leapt from roof to roof pursuing him. It shot a stream of web to trip him up, then tugged him up. He screamed aloud as he went rushing to the fangs, which quickly ended him.
In addition to these beasts- ungoliants, their names were- Reiziger had brought his wyverns and his fell beasts, both of which went swooping through the air in mighty numbers. One wyvern came along the rooftops belching bluish fire, sending deer and ponies cowering for cover. It inhaled to prepare another burst-
It blasted from the sky in purple fury. Twilight swooped around and filled the air with magic, horn ablaze and wings pumping to turn her all directions. She glanced down at a street where deer and ponies fought off changelings, and she saw a flash of silver. “Rarity!” she shouted down. “Incoming!” She flipped over and fired down a blast of battle magic.
Rarity glanced up as the purple power shimmered down. “I've got it!” she cried. She opened up her magic circuit, willing her own horn to take on power. Twilight's magic hit her on the head but did not hurt her. Rather, she was able to absorb and reconfigure Twilight's spell. The crystal in her armor shone bright blue with all the magic it had gathered, which helped her withstand it. Even so, Rarity's skin rapidly grew hot, her heart was hammering, she knew she had to vent the power soon or else she'd burst apart. Fortunately she observed the changelings override a barrier and mass around it. She reared back and gave a most uncouth and unladylike whinny. Then she fired out all of the magic she'd absorbed. It traveled in a rolling wave of blue and white that rippled and annihilated every changeling and fell beast that swooped down in its way.
“Wahaha!” she shouted. “I- eek!” she dove down as a changeling buzzed over her head. She fired off a round of battle magic that clipped off its wing, then when it charged her she spun round and bucked it with her legs. A pegasus came swooping in to slice its head off next, ending her danger for the moment. “Oh, er, splendid work!” she cried.
“Yes, commander,” said the pegasus, who was bright blue with silver mane and tail. “Ma'am, they're pushing into the Times Square! What are your orders?”
“Well, I... er...” Rarity floundered, trying to recall what little basic tactics Twilight had imparted on them from her quick crash course in military studies.
“Get the pegasi positioned on the skyline to keep the changelings from crashing down!” cried Dash as she came zooming up. “Earth ponies use pikes and hoof-axes to cut that webbing from those big spiders! Keep pressing, keep fighting! Don't let them gain ground!” Dash stomped her hoof. “Challenge everything!”
“Yes, Commander Rainbow Dash!” the pegasus snapped a salute and flew away.
Rarity sighed. “Thanks for the assist.”
“No problem, Rares,” said Dash, “now let's keep going! Ha!” She shot into the sky, Rarity galloping in her general direction. But Dash was faster, spinning, shifting, firing her lighting and commanding all the winds to do her will. A wyvern swooped around her and belched flame upon her path, but Dash in all her speed and grace went arcing from the fire's path. She bent about and fired lightning at the creature, hitting it square in the head and sending it collapsing to the streets below.
Changelings swarmed around her then, and many of them grabbed at her and dragged her down. She lit her body up with lightning, blasting off a chunk of them, but more kept coming, growing, flowing without ceasing onto her until she fell onto the cobblestones. A changeling stretched its hoof out in a blade and buzzed toward her-
“Yeehaw!” shouted Applejack and barreled through the buzzing creatures, freeing Rainbow Dash who spiraled to the sky. She bucked and kicked and stabbed out with the spear she had acquired, stabbing every changeling she could reach. Dash whipped up strong winds that billowed changelings every way, sending them colliding into skyscrapers with awful crunching sounds.
“Nice save, AJ!”
“Don't thank me yet!” cried Applejack. “There's one o' those big spiders in Soho, and it's tearin' up the defenses there! I came because I need a pegasus!”
“You've got one! Let's go!”
They galloped through a mess of combat, in which deer and ponies fought and struggled. Each of them was worth perhaps ten changelings, and as a whole they managed very well against them. But the black chitinous creatures were a flood- they kept on coming, unrelenting, without ceasing. Applejack winced as she heard a stallion scream its final whinny. No time to be caught up in the individuals. She had to keep pushing. And even as she kept on moving she saw unicorns and white-tails move back into ranks and fire all their battle magic, clearing out the space, at least for now.
But of course the changelings were mere hoofsoldiers. She and Dash came round a corner onto Broadway and beheld one of Reiziger's heavy weapons. The blackened shadow spider was strung between all the buildings on a web of steel-like strength, and used its lines to swing down with its massive curving stinger bared to strike. Its dusky nature seemed to hide it from the soldiers down below, so that they could not see it coming until it was far too late. Before any earth pony or unicorn could hit it it would withdraw back onto the rooftops, where it would bounce and scuttle between buildings clear of magic shots. “No pegasi?” Dash asked.
“They're all in Midtown and the Upper East Side!” Applejack said. “I need y'all to blow that sucker off, and then get rid o' those webs!”
With a sharp salute Dash rocketed away, immediately whipping up strong winds to slice the first webline she saw. On the ground, the spider dropped again, but this time all the ponies were prepared for it, and scattered just as it touched down. It scuttled, fangs dripping with venom, Applejack picked up a spear between her teeth and hurled it at the creature's head. It grazed the spider, but that was enough to bruise and blacken several of its eyes. It shrieked and withdrew.
Long minutes passed, far longer than the ponies were accustomed to. “What's it waiting for?” a red earth pony asked.
“We made it mad!” a dark gray unicorn exclaimed.
“Heh, prob'ly,” muttered Applejack. “More like I made it mad. Speakin' of, would y'all mind backin' away a bit from here?”
The ponies did as they were told; there were no changelings in this area, so they pulled out with safety. That left Applejack here in the middle of the crossing of two streets, the shops and restaurants around her boarded up or smashed apart. She pricked her ears, allowing all the sounds distant and close to filter through them. She had quite good hearing, all the Apple Family did- indeed, Granny Smith could hear as good as anypony despite her old age. So she did not think she was mistaken when she heard the patter on the rooftop to her upper left. Yet she did not move. She dug her hooves into the road, and thought upon the family and friends she had. She thought about her parents, Apple Bloom, Big Macintosh, Granny Smith. She thought of her five friends, she thought of all her friends in Gildedale, and with some heat upon her cheeks she thought of Ashtail. She found the core of love and warmth that lay firm in her heart.
A skitter, and the massive spider swung down from the roof, great black stinger glistening with glowing greenish venom. Applejack's eyes opened up to see it- but instead of being green, they were stone gray. The spider struck-
And screamed as its stinger was shattered upon Applejack's firm body. Indeed, as Applejack stood firm the spider's lower nub was totally ripped off, causing it to collapse to the road, venting greenish goo and screeching out in pain. Ending her firm stance Applejack ran to the great spider and bucked it with all of her might. She broke its mandibles and put out several eyes. “Get it!” she shouted. The ponies saw the monster's weakness and they charged with yells of fury. Spear and axe were buried in the beast, hewing off its legs, bursting its great belly, its writhing knocked some of them back but they got up and charged again, until at last the spider gave a scream and shuddered to the concrete, wholly dead, the shadows wafting off of it like fog from off a lake.
“Woo!” shouted an earth pony.
“There's more where that came from, though!” a unicorn said worriedly.
“'Course there are,” said Applejack, “but they ain't invincible, are they?”
“Webs are gone!” cried Dash as she came swooping in. “Now let's get that... oh.” She saw the spider's corpse and fluttered down with sour face. “You should have waited for me.”
“You shoulda been quicker, Rainbow.”
“Yeah, yeah,” muttered Dash. “Hey, when I was in the air I saw a whole bunch of spiders crawling all over Lower Manehattan! There's more than than anywhere else!”
“Um, yes, I've noticed that too,” said Fluttershy as she came flying in. “We're really getting pushed back from downtown. I wonder-”
The shrieks of fell beasts filled the air and everypony cowered from their fear. All except for Dash, who flung a bolt of lightning at the one straight overhead. “I'll deal with these flying worms!”
“Take care!” said Applejack as Dash went flying off. “Okay, Fluttershy, we gotta get to Lower Manehattan. Come on!” She called over her shoulder. “You too!” The ponies cried aloud and galloped with them.
“Oh,” said Fluttershy as one earth pony pulled beside her, “you're bleeding!”
“I'm all right, commander,” said the soldier, wincing through the gash above his eye.
“I'll get it, I will, don't worry,” and she stretched her left wing out to touch his brow. Once more she focused on her Gift of Kindness, and once more the soothing, tingling feeling flowed between her feathers and his fur. The cut closed up, not even a scar remaining. “There, better?”
“Thank you, ma'am!”
Fluttershy beamed. “Oh, you're very welcome. I hope-”
She barely glanced up before blue fire came spewing down. On instinct her wings pumped and she flew upward, but a glance back showed that her new friend was not so fortunate. Fluttershy hovered dumbly, this horrific shock the capstone on a day of carnage she had never dreamed to see.
“Fluttershy!” Applejack called, weaving between jets of flame. “Fluttershy, get up there and whip some wind up!” Fluttershy kept hovering. “Fluttershy!”
“Oh!” She blinked at last. “Eek!” A wyvern swooped and nearly ate her; she dodged just in time. It wove about and would have bit her clean in two if not for blasts of battle magic from below.
“Luitae!” came the shout as fifty deer emerged into the throng. They were followed swiftly by the changelings that pursued them, but Applejack cried
And the earth ponies and unicorns passed by the white-tails as both groups switched enemies. Unicorns shot out spells made of air and fire, earth ponies swung spears and hoof-axes, and Applejack became a swirling storm of action, bucking, kicking, punching, biting any changeling in her path. The deer, meanwhile, grouped in a formation and began to fire battle magic full in sync, taking turns to recharge one row as the next one blasted upward. Fluttershy, now dangerously in the crossfire, went flying fast away.
“Fluttershy!” Applejack called as she departed. “Get to the downtown! Get to-” a changeling gashed her cheek, she pulled it down and stomped its head- “get to downtown and figure what those spiders are doin'!”
Fluttershy nodded and flew as fast as she could manage, though this was still, for all her training and her exercise, nowhere near Dash's top speed. She quickly received motivation, though: a fell beast swooped down for her, and with a shriek she suddenly was flying twice as fast. Even so that proved barely enough, for though she got closer to the downtown with its tall financial and trade towers, the fell beast kept upon her, and kept screaming in its magic way that made her nearly wet herself from fear. There was a brief, horrible moment when she was so frightened she could not remember how to fly; she sputtered and she fell. She kept on flapping, kept on fluttering but terror clouded even her most fundamental instincts. She was going to die-
“Gotcha!” shouted one green blur as it came flying in. Fluttershy was snatched out of the air, and with some looping and some twirling was set down upon the nearby roof. The blur paused just enough for her to see it was a pegasus, then he was gone again, zooming up into the sky with silver flashes trailing from his forelegs. It wove around the fell beast and gave one great slash to it, spilling its black blood throughout the roofs. Another slash and its head was long gone; the fell beast toppled fluttering into a building which collapsed under its weight.
“Th-Thank you!” shouted Fluttershy as the pony came flying down. It was a pegasus, a stallion strongly built, with slate gray mane and tail and light blue eyes.
He nodded at her. “Had to save you, commander.” He bowed. “Lieutenant Spearmint, at your service!”
“Spearmint! Oh, Dash told me about you.” Her face was twisted in confusion. “But... I didn't see you in the lineup of the commanders.”
“Just arrived, ma'am, on higher orders!”
Spearmint smiled. “The cavalry is here, commander.”
Down below a dwindling host of deer and ponies backed their way beneath the shadow of the Equestrian Trade Center. The gap between those two great towers had already been filled up with webbing; the ungoliants were rapidly finishing closing off the whole of lower Manehattan, and nopony had pierced the wall of webbing in some hours. Beyond, the sounds of clashing energy filled up the air, and all the unicorns and deer could feel great magic being concentrated in that space.
For the moment, they were focused on their own survival. Even as Primrose shot a bolt of lightning at a changeling, wyvern's fire burned the ground beside her, singing her and immolating her three fellow soldiers to the left. She rolled away and bumped up against Stirrup. “Holding up okay?” she asked.
“Well enough!” he grunted as he hurled a spear into a wyvern's head. Immediately two more flew to take its place. Stirrup growled and started backing up. “Fall back!” he shouted.
“Why are you giving orders? Where's Lieutenant Dreamsides?”
“She was to your left.”
Primrose swallowed. She breathed hard in and out and conjured up a pink rose made of light. It was one of her special spells; it dropped into her mouth, she wound her body back, and then she flung it up into the falling changeling throngs. It burst into a cloud of gleaming petals that went slicing through the chitin creatures, then exploding into fireworks of pinkish light. All told it took out two dozen, and their charred chunks went flying through other changelings.
“Wow!” cried Stirrup. “Got any more?”
“Sorry,” she said glumly, “it's a one-a-day thing.”
“I hate magic,” Stirrup grumbled. “Fall back!” he shouted loudly as he could. “Fall back to the brass minotaur statue on Wall Street! Regroup there!”
He and Primrose galloped off amid the other ponies. The white-tails paused to fire at the changelings, to cover the escape of their new friends. Alas, they often stood their ground too long; one by one they fell beneath the thronging of the enemy, until their silver armor had been tarnished by the trampling of the changelings' hooves.
“Told you we were going to die,” said Kindling, winding up a spear and hurling it into a changeling.
“Now... now don't say that,” said Primrose. She loosed a burst of battle magic. “We're all still alive, aren't we?”
We sure are!
A pink blur hurtled down and smashed into a fell beast's head. The creature's skull cracked loudly and it tumbled from the sky. The pink blur banked and ricocheted much like a pinball, knocking changelings from the sky as it descended, til it hit the cobbled streets and bounced back up at once.
“Commander Pinkie Pie!” cried Primrose.
“You guys and girls had better get back!” Pinkie shouted, kicking up a spear and tossing it into a wyvern's head. “It's about to get icky here.”
“Commander, we keep losing ponies and deer!” Stirrup cried. “And we're-” he glanced over his shoulder, “we're backed up against that wall of web! They're going to crush us!” Even as he spoke the changelings surged toward them in a wedge. “Fire! All unicorns and white-tails, fire!”
Plinío slipped past both of them as Stirrup spoke. Standing at the forefront of the line he started whispering soft words in Laewtil. As he spoke his eyes glowed blue, and feathery blue light began to film off of his antlers. It wafted out in front of him and started sticking to the air, piling up and out until a barrier was formed, covered all over with flowing deerish script. At last the shield was finished and he turned back to his friends. “It will let things out, but not in. Keep the attack!”
“Fire!” Stirrup shouted. He himself picked up another spear and hurled it out, piercing one great wyvern in the neck. Battle magic blazed out of the barrier to cut down changelings as they buzzed and swarmed. A fell beast swooped above, began to screech before it was unusually cut off. Yet once again, as always, for every single changeling they destroyed two more swarmed in to take its place. They pressed and pushed, crawling on top of the bodies of their fellows, until in a black wall they pressed against the barrier, smashing up against it with their horns, biting it with their sharp fangs.
Minutes passed with their relentless pounding. At first the barrier kept holding, Plinío standing tall right at the front. As more time stretched, however, he began to falter. Sweat was beading on his light brown brow, the magic swirling round his antlers started flickering. A fell beast swooped and raked its talons on the barrier, making Plinío buckle to his knees.
“He's not going to hold!” cried Primrose.
“This is it!” said Kindling, tears were pouring from his eyes, but he was no deserter, he kept hurling spears and knives and throwing axes, though they were dangerously low now. The fell beast swooped around and dove right for them, building speed, ready to destroy the barrier from impact-
Then a blast of white came shooting from the sky, piercing the great creature through its heart, sending it crashing down onto the changelings massed below. Primrose glanced above. “Look!”
Two airships floated high above, both stamped with the Crystal Empire's seal. From them poured innumerable ponies, crystal pony unicorns adorned in shining crystal armor. As they fell they massed their horns and fired beams of white. These blasts were continuous, like rays of sunshine, and with coordination those great unicorns now swept them right into the buildings on each side of the desperate deer and ponies. Their blasts began to cut through stone and steel, the buildings started tipping, finally they totally sheared through and all the skyscrapers went toppling, crashing down. The changelings shrieked as they were crushed beneath the falling mass of metal and of concrete, dying by the thousands. Yet so precise had been the cutting that not even one small chunk fell down upon the ponies and the white-tails bunched against the wall of web.
Buoyed by their levitation magic, the unicorns touched gently on the rubble. Curving blades were mounted to their horns, and they spread out amid the piled stone. Every time a changeling reared its head they cut that off. Black bugs crawling out of the mess were rapidly destroyed, along with wyverns who had gotten caught up in the crash. It was efficient, and exceedingly cold-blooded.
“Stay in triads! Communicate with flash spells! Mass where needed to tackle group threats!”
The source of that proud voice was levitating gently to the ground. He wore crystallic armor over his white fur, his blue-striped mane and tail emerging here and there. He was a powerfully built unicorn, resolute and sturdy even with his younger age.
“It's him!” cried Stirrup. He burst from the defensive position and started climbing up the rubble. When he was on top he snapped off a salute. “General Shining Armor, sir!”
Shining Armor turned toward the shorter stallion and gave out a nod. “At ease. Your name, soldier?”
“Stirrup, sir! Formerly in Lieutenant Dreamside's company!”
“Where is Lieutenant Dreamsides now?”
“Dead, sir. I've been leading the mares and stallions- and the deer with us- ever since.”
“Hmf.” Shining Armor's cool and calm demeanor cracked with tightness in his eyes. “I knew Dreamsides. She was a good soldier.”
“She was, sir.”
Shining Armor trotted to the rubble's edge and glanced down at the gathered deer and ponies. “Hmm... you managed to save quite a few of your fellows, Private Stirrup.”
“Just doing what I had to, sir.”
“Well, I think it deserves recog-”
The pink blur bounced beside him, and he cracked a massive smile. “Oh, hey Pinkie.”
“Oh my gosh Shiny that was so super cool and brave and you just breerrr cut through those buildings and they went like grrrmbblll and you just wasted those stupid changelings!”
“Tsun Saiga's Art of War teaches us that battle must conform to the terrain on which it's fought. In a place like this, the terrain can even become a weapon.”
Shrieks abruptly filled the air. Turning, all the ponies saw six fell beasts swooping toward them, mouths open for screaming, talons flashing in the sun. Their shrieks now worked their awful magic, sending even the stout crystal pony soldiers trembling to the ground.
Shining Armor, though, was not fazed. “I've got this!” He galloped to the forefront of his soldiers. His legs splayed wide. Pink light began to swirl about his horn. The ground trembled faintly, small amounts of dust began to lift off of the pile of rubble. The light about his horn was rising, blazing, blinding, so intense it seemed to be the middle of the sun, he cocked back-
With a thoom like some great cannon Shining Armor fired. The burst of magic filled all of the sky. The fell beasts saw too late their coming doom, and before they could fly away the radiant death was on them. All of them were vaporized within the massive blast, sending streaming clouds of ash down onto the rooftops. The brilliant blueness lingered in the air for some few seconds, and when it left it brought the smell of ozone into everypony's nostrils.
Pinkie's mouth dropped open. “Oh... my... gosh!”
“Heh,” huffed Shining Armor. “You didn't think Twily got all the magic in the family, did you?” He turned around. “Now, as I was saying, your bravery and leadership deserve recognition, Captain Stirrup.”
Stirrup's eyes went wide. “Ca... Captain, sir?”
“Are you going to start your new command by questioning a superior officer?”
“N-No! No, sir!” he snapped off a salute.
“I didn't think so.” Shining Armor glanced over his shoulder. “All right, soldiers! Get down there and tend to the wounded! Healing spells and potions! Double time!”
All at once the powerful, commanding aura around Shining Armor utterly gave way. He whirled around and smiled, face alight with childish joy. Twilight Sparkle landed and immediately galloped toward him. He galloped as well, and when they met they shared the tightest, fiercest hug one could imagine. “Twily!” he exclaimed.
“Oh, I can't believe it! It's so good to see you!” Twilight cried. “But what are you doing here?”
“Princess Celestia gave me permission to bring the Crystal Guard in as support,” he said. “She said Lady Falalauria told her that you all would need reinforcements.”
“Well I'm so glad you're here,” said Twilight. “And what luck to run into you where I was already going.”
“What were you coming down here for?”
“To look at that,” she answered, pointing with her hoof toward the wall of webbing woven between skyscrapers. “Those big spiders have cut us off from lower Manehattan, and I can't begin to think why.”
“Hmm,” said Shining Armor, “that's where the financial district is, right? And the harbor. What could Reiziger want?”
“Speaking of, has anypony actually seen Reiziger in a while?” asked Stirrup. “Last I saw of him, Lady Falalaruia was driving him across the city.”
“That's the last I saw of him too,” said Twilight. “I wonder if...” she glanced toward the wall of web. Her eyebrow rose. “Oh, hey, there's a hole in it.”
“Not a big one, but...” her horn began to sparkle and a magnifying lens appeared in front of them. As they all glanced into it at last they saw what she saw: a small empty space within the webbing. Even as they watched, however, one of the great spiders moved towards it.
“I got it!” Pinkie shouted. She suddenly burst off in a pink blur.
“No!” cried Twilight. “No, Pinkie wait-!”
She was already gone though, running with that strange cartoonish speed that she possessed. She couldn't always do it; that was just how the cosmos worked. But she could do it now, so now she hurried, now she streaked at superpony speeds, covering a mile in an instant. She was upon the wall of webbing now, just as the ungoliant was bearing down on it. The spider was not fast enough, however. Pinkie stuck her tongue out, angled for a makeshift ramp, rocketed into the air, and before the ungoliant could spin its final web, Pinkie shot into the gap and through it, out into what lay beyond.