My Brave Pony: Starfleet Nemesis

by Scipio Smith


Prologue II: A Memory of Twilight

Prologue II: A Memory of Twilight

Though she was dressed in the prescribed dress uniform - and wasn't that just great, Starfleet was even trying to tell her what she could wear to her best friend's funeral now! - Rainbow made no move to stir from the room in the palace that she had been given to stay in prior to...to make sure that she wasn't late for...before they said goodbye.

She stood in front of the open window, feeling the breeze ripple across her face, and wondered if anyone would notice if she just...took off. If she flew away and left all this behind, would anyone care? Would Twilight mind if she couldn't deal with this right now?

She'd probably think that I'm a coward. Because I am a coward. A coward who abandoned her friend.

A coward who can't deal with this right now.

There was a knock on the door, followed swiftly after by Fluttershy's mild voice. "Rainbow Dash? Can I come in?"

"If you like," Rainbow replied, not moving from the window.

She heard the door creak just a little as it opened. She turned her head just enough so that she could see Fluttershy out of the corner of her eye. "You're alone. I'm surprised William let you out of his sight."

Fluttershy's only visible reaction was a slight narrowing of her eyes. "He's not a monster, you know. If you just gave him a chance you'd see that he's really a good person deep down."

Rainbow made a noise out of her throat by way of a response. If William Stirskewer III - and she was going to call him that all the time now that she knew it was his real name, if only because it annoyed him - was a good person deep down then it was really deep, deep down. Pompous, humourless, petty, cold, and a complete tool, sure. Good? Rainbow wasn't convinced.

But she didn't want to fight with Fluttershy right now. She didn't ever want to fight with Fluttershy - because Fluttershy always, always won somehow - but now especially. So she didn't say anything, and hoped that Fluttershy hadn't come up here to talk about her coltfriend and they could get to the point.

Fortunately, Fluttershy obliged. "Everybody's waiting for you downstairs."

"Tell them not to bother waiting," Rainbow said. "I'm not going."

"Not going," Fluttershy murmured. "I...what do you mean? You can't not go."

"Why not?"

"Because...because it's Twilight."

"Yeah, it is," Rainbow said, turning to face her oldest friend. "And you know what that means? It means that we're gonna have to listen to every stuck-up Starfleet jerk who spat all over Twilight when she was alive talk about how awesome a pony she was, and how much they admired her, and how frickin' sorry they are that she's gone. Lightning Dick, the Grand Ruler...you know, at least Starla is honest about all this: the only thing she cares about is how all this has ruined her wedding plans. I'd rather they all just came out with it like that, instead of acting like they care."

Fluttershy's gaze was even, not judging but not flinching either. "And so because of them you're going to run away and abandon Twilight? You're just going to let them win?"

"What does it matter anyway?" Rainbow snapped. "Twi's dead, it's not like she cares whether I go to her stupid funeral or not!"

Fluttershy stared at her.

Rainbow clenched her jaw. "Sorry, I...I just...it's like I'm so mad all the time that I...gah!"

Fluttershy still didn't look away. "You know, when Pinkie said that not everyone was downstairs, she was talking about you. But I thought, 'No, Twilight isn't here yet.' I almost said so, too."

Rainbow didn't say anything.

Fluttershy took a step forward. "Rainbow Dash...it's okay if you're hurting. We all are."

Rainbow Dash was silent for a moment. When she spoke her voice was hoarse. "Twilight...Twi would understand if I didn't go."

"I know," Fluttershy said. "But Pinkie would be upset if you weren't there."

Rainbow nodded. "What about you?"

"I think..." Fluttershy hesitated. "I think we need to stick together now, more than ever maybe. Without Twilight...I don't know what's coming next, but...if we lose each other, it's bound to be much worse, don't you think?"

Rainbow snorted. "You always know how to punch right through my BS, don'tcha?"

The slighest smile blossomed on Fluttershy's face. "Only because I've known you so long."

"Nah, it's cause you're all kinds of awesome like that," Rainbow replied. "Thanks."

"For what?"

Rainbow shrugged. "Being you. I'm ready now, or at least as ready as I'll ever be."

"I don't think any of us is ready for this," Fluttershy said softly.

No, Rainbow thought. But here it is anyway.
And there's nothing I can do about it.


Lightning Dawn leaned against the wall, careless of his dress uniform as the white jacked creased and crumpled beneath him. He leaned against the wall and bowed his head and waited.

He was backstage. Beyond, Twilight was waiting for him to send her on her way. As though he had that right.

The light glinted off the rows of medals blazoning his chest. Once they had been a source of pride to him but now...what was the point of all these ribbons, all these decorations, all of these baubles? What was the point of any of it when he couldn't protect those who...who mattered the most to him.

What do I do now? What can I do now?

Twilight, what am I supposed to do?

He had no idea. She had left before she could tell him. All that they might have done together it was...all gone. Gone like home, gone like family, gone like...just gone. Soon she would turn to ash, just like everything else.

Lightning gritted his teeth against the pain in his heart, the pain of all his losses and regrets felt like he was being crucified, and the hurt was all the greater for the fact that he couldn't talk about it to a single person.

Who do you talk to, Lightning? Fluttershy had asked, towards the end of their session. He'd been undertaking her grief assessment, trying to work out if she was fit for duty or not. They'd been supposed to be talking about Fluttershy, her feelings, her grief...but she had turned it back on him, asking a question to which he had no answer. Because of cause he couldn't talk to anyone. He was a good soldier, a good son, the benchmark of courage and the exemplar of duty, and true warriors such as he had no time for tears and grief. He had always disdained Fluttershy; scorned her cowardice, thought little of her compassion, judged her weak and lacking in moral fibre. But with just a few words she had touched him to the quick, and in that moment he had seen a little of what might have drawn Twilight to her in the first place.

In his opinion Fluttershy might be the only one who was still fit to carry out her duties. Applejack, maybe, she seemed to be bearing up...although Lightning realised wryly that an outside observer might say the same of him. For the rest...he would have suspended the whole lot of them, but His Majesty had overridden his recommendations. With Sombra and Raven still at large they needed all hands on deck, they couldn't afford to weaken themselves by stopping for laggards. Friendship is Magic would be thrown back into the fire again and again until the day was won...or they all joined Twilight Sparkle in whatever elysium she found herself in.

Lightning frowned. That was...it was not his place to question His Majesty's judgement. The Grand Ruler loved all his subjects and sought only what was best for them. If Lightning disagreed on what was best...clearly he was mistaken. What was his wisdom, compared to that of an immortal?

All the same, he wished that things were different.

His Majesty had also declined to give the eulogy, delegating that task to Lightning. Perhaps that was fitting, perhaps Lightning was the best choice, but...he wished it had not fallen on him. Let Celestia speak, let Cadance, let one of her friends speak of Twilight, let not him...he had been given the words to say, but he feared they would ring hollow out of his mouth.

He didn't like a single thing about this...but since when had the universe cared about what he liked.

Lightning cringed. Listen to his self-pity. One of the reasons he couldn't talk to anyone was that they would despise him if they heard what was in his head right now. Perhaps, once upon a time he could have talked to Krysta, but she wasn't here right now. She was on Luminoth, leading her people...he barely saw her any more. He'd like to have done something about that, but...he didn't know what he was supposed to do.

"Lightning?" Starla's voice was soft without slipping into undue gentleness or femininity. "What's wrong?"

Lightning opened his eyes. When he had first met Starla Shine, the mare to whom he was now engaged, he had thought her beautiful. Breathtakingly, tongue-tieingly, intoxicatingly beautiful. Her very looks had stolen away his breath and left him frozen and incapable, to the great mirth of Krysta and his comrades. She was still beautiful, as fair a star as any the glimmered in the firmament of heaven...but he did not adore her as he once had. He had...she was...her swift sword did not awe him as it once had.

"What's wrong?" he repeated. "Do you really have to ask?"

Starla smiled sympathetically as he approached, resting one hand upon his shoulder. "You mustn't blame yourself."

"I'm the commanding officer, all decisions come to rest with me," Lightning said. "Who else should I blame."

Starla's voice was as soft as a whisper. "You know who."

Lightning shook his head. "No."

"She was an idiot," Starla declared. "Vain, arrogant, insubordinate-"

"Starla, please-"

"She was full of herself and it got her killed," Starla said. "That isn't tragedy, that's poetic justice."

"Starla, for pity's sake!" Lightning said, shrugging off her hand as he walked a couple of steps away from her. "You of all people should be able to...to understand how...what if someone had talked about your mother that way?"

Starla recoiled as though he'd hit her. "My mother? My mother would have had Twilight Sparkle on the mat and crying for mercy in ten seconds with one hand behind her back and both eyes closed. My mother was a true hero of the Starfleet, the Angel of Victory, wherever her light shone down all our enemies knew terror; she wasn't some gussied up propaganda doll called a hero by people who have no idea what real heroism is. My mother gave her life in service to His Majesty, following orders, giving her last breath to complete her mission. How dare you compare my mother to that prissy little...how dare you?"

"I'm sorry," Lightning murmured. "I just...I thought that maybe..."

"Yes, I've lost family in the service," Starla said. "Just like Buddy, and little Daphne too. But we suck it up and we move forward, drawing strength from the memory of those who came before us. We don't...whatever this is." She was silent for a moment, before a sigh escaped her lips. "I'm not trying to be the bad guy here, believe me. I'm just...seeing you like this...I want to help you become the hero that I know you can be. That I know you are." She put her hands upon his face, pressed her muzzle against his. "I love you, Lightning Dawn. You carry my heart and soul in your keeping. All I want in the world is to see you fulfil the destiny I know is waiting for you. Now, are you ready? Everyone's waiting for you."

"I...I think so," Lightning murmured.

Starla's blue eyes bored into his dull brown orbs. "This is our time, Lightning. Our time to stand tall and proud before all worlds. You and I, together." He kissed him, brushing her mouth softly against his. "Now come on, let's end this."

She led him out onto the newly erected stage, with a giant portrait of Twilight looming over them...and before him her body, her broken and battered body, still bearing all the raw and charred marks of the wounds that Raven had dealt her, sitting upon the pyre awaiting cremation.

Provided he could get through this speech first.

Starla held him by the hand as he mounted the stage so slowly and so unsteadily that one might have thought him old and infirm, not young and strong in the prime of his youthful vigour. Their Majesties, Grand Ruler Celesto and Queen Celestia, were already there, waiting for him. His Majesty held his wife by the arm, comforting her in evident grief. For a moment Lightning envied her, as a female - and a female moreover of a lesser species, the standards for space ponies like Starla were higher - she was permitted to display her grief, to indulge in it before the eyes of other ponies. He envied her that right.

And then he remembered that she had suffered the loss of one who was as a daughter to her, and he didn't feel quite so envious any more. Rather his envy shamed and disgusted him.

He glanced to His Majesty, maintaining all the stoic strength and masculine resolve that was expected of a husband in these circumstances. If it were me upon that pyre, would you weep? Lightning wondered. No. Not because you care not, but simply...because it is not done.

The tears shed for Twilight are unnumbered; the tears that will be shed for me shall be...none. Which of us is the more fortunate in the end?

Starla released him as Lightning made the final few steps towards the lectern. His notes were already set out before him. Lightning's eyes briefly glanced over the audience: Starfleet officers, soldiers, Twilight's parents, her brother, her sister-in-law Princess Cadance...her friends. He couldn't look at them for long. He didn't dare to meet their eyes.

His voice trembled as he began to read the speech that had been written for him.

"We have lost a hero in our glorious cause," he proclaimed. "But does this foreshadow our defeat? No, it is a new beginning..."


Rarity wore black to the funeral.

Technically she shouldn't have. As an officer of the Starfleet, regulations prescribed dress uniform with medals, and all of her friends who had joined her – joined Twilight, rather – in enlisting in a fit of sadly misguided enthusiasm had followed suit. Rarity, however, was not feeling in much of a mood to abide by the regulations at this particular time. Her friend was dead, a friend she had known and loved long before Starfleet had intruded upon their world, and she would not be constrained in the way she mourned that friend by any pack of pompous bores who thought themselves so mighty and so brave, though Twilight was – had been, she mentally corrected herself; the loss was so raw that she often forgot that it was there - ten times as courageous as any of them. So she wore a black dress that she had made herself, with an A-line skirt and a broad-brimmed hat with a veil of delicate lace hanging down over her face.

Twilight always appreciated my sense of style, Rarity thought to herself. Sometimes even more than I did myself, remember that dress I made for her birthday? And I think she would have been flattered that I took the time to make this for her.

Celestia knows I'll never have the chance to make her a dress again.

Rarity daubed demurely at her eyes with a handkerchief; if she started to blub then her mascara would run, and that would never do. Twilight would never want me to make a spectacle of myself at her funeral.

Especially not when certain other ponies were more than making up for Rarity's restraint.

Lightning was delivering the eulogy, standing in front of the funeral pyre with his chest heaving and his voice faltering as though he was the person in all the world most upset by Twilight's passing, as though no one mourned her loss like he did. If Rarity had not been a perfect lady she would have punched him in the nose and screamed in his face.

We were her real friends! She wanted to scream. We shared her life, we shared her heart, we were a part of her as she was a part of us before anyone in Equestria had ever heard of you or your wretched gang! We mourn her! We will always mourn her! How dare you compare your grief to ours!

That grief was all around her as she thought those venomous thoughts. Pinkie was bawling openly, two great streams of tears gushing out of her eyes to water the ground, while Applejack patted her on the shoulder, half-embracing her for comfort. But Applejack looked quite shaken herself. There was an emptiness in those green eyes that belied her attempt to appear strong for the rest of them. Rainbow Dash had her head bowed, eyes closed, face set in a half scowl, fists clenched as though she wanted to hit something. Fluttershy's chin was resting on her chest, her long lilac hair falling like a curtain to obscure her face from view, but behind the curtain Rarity was certain she could hear sobbing.

She would have gone over to try and comfort Fluttershy, but her brute of a colt-friend was standing in front of her like a bodyguard, shielding her from the unwelcome (to him, at least) advances of her friends.

What have we become? Rarity wondered. And what will become of us yet with Twilight gone?

Princess...Queen Celestia looked to have lost some of her colour; her coat was less bright, her mane less radiant. Her expression was vacant as the Grand Ruler patted her hand vacantly.

And Spike...poor, dear Spike, sitting on the ground, resting against Rarity's leg, sniffling into his claws. Still just a baby, in so many ways. And an orphaned baby, now.

Lightning Dawn continued with his eulogy. Rarity listened with half an ear to his nonsense; he talked about what a warrior she was, a true soldier. All rot, of course. Twilight wasn't a warrior. She was brave, yes, and she would fight if she had to, but she was foremost a scholar and a scientist and a friend. A friend most of all. Rarity felt certain that she would have hated to have been summed up as a warrior, as though she were some kind of bloodthirsty taker of lives.

To make matters worse, about halfway through Lightning seemed to forget that he was supposed to be honouring Twilight at all, and started blathering on about Starfleet and its might and how they would emerge victorious and so much violent hoo-hahing that Rarity felt quite certain that Twilight would have been horrified to hear it.

Eventually, and not a moment too soon, the defamation of a eulogy was concluded, and Lightning put the torch to Twilight's funeral pyre. He had left even before it had finished burning out.

Rarity stayed until the last ashes had stopped smouldering. Until there was nothing left before her but a pile of black, cold ash, which would rapidly become wet if the clouds broke as they were threatening to.

She knelt down and placed one hand upon Spike's head. "Are you ready to go home now, Spike?"

"Home?" Spike asked, with a bit of a sniffle. "Where's home, now?"

"With me, if you like," Rarity said. "It won't be the same, but...I'll do my best. Are you ready to come away?"

Spike nodded. "Yeah, I guess so." He stood up. "Goodbye, Twilight. I won't...I won't...I..."

"She knows," Rarity murmured. "Wherever Twilight is now, she knows." She raised herself up off her knees. "Goodbye, darling. I shall see you again, one day."

She turned to go, leading Spike by the hand.

"So, she's dead then," an unfamiliar voice said, coming out of the shadows from the entrance to the square in which the funeral had taken place. "Just like I was afraid of. Everyone's going to be heartbroken."

Rarity frowned. "Who's there? Who are you?"

Spike said, "Is that..."

A unicorn with an amber coat and a mane like fire stepped out of the shadows, her green eyes looking downcast. "Hey, Spike," she said sadly. "I guess this must be hitting you pretty hard, huh? I know it isn't worth much, but for whatever it is worth…I'm really sorry. Anything I can do, anything at all, you just let me know."

Rarity blinked. What was most strange about this strange unicorn was that she was a true unicorn. She didn't have hands, or feet. She had no trace of Unicornicopian genetic or cybernetic augmentation. She was a pony, pure and simple. It had been too long, Rarity realised, since she had seen such.

"Sunset Shimmer?" Spike asked. "Is that really you?"

"In the coat," Sunset replied. "And you must be...Rarity, right? You look more like the other you than I expected. But then, everyone looks more like humans than I expected they would. It's weird, in that other world I'm the stranger while this is my home, but it's here that I look like a freak."

Rarity smiled. "Actually I think that you look rather splendid."

"What are you doing here, Sunset?" Spike asked. "How did you know that Twilight..."

"I dreamed it," Sunset said. "I could...I almost saw it happening. It worried me so I wrote to Twilight. When she didn't reply...I had to come and see." She hesitated, seeming strangely diffident, even nervous. "I should...I should go now. You two...you all need your space."

"Absolutely not, darling," Rarity declared. "You were Twilight's friend as well, and I know that she would be delighted to have you join us."

Sunset blinked. "Join you where?"

"The queen is hosting a smaller get together, tonight, of Twilight's close friends, her real friends. We're going to send her on her way. You're welcome to attend."

Sunset looked half astonished. "That's really generous of you."

"But of course," Rarity murmured. "I take it that's a yes."

Sunset nodded. "Yeah it is. I won't pretend I was as close to her as you but she meant a lot to me."

"I've no doubt of that," Rarity replied. "She meant a lot to all of us."


The wake had lasted into the small hours of the morning before Twilight's friends had all gone home, leaving behind them innumerable empty cider bottles and the echoes of much laughter, and stories that had filled Sunset's mind with details about Twilight that she had never known, or even guessed at.

Such a life, she had. And to think, I once had the audacity to think that I was better than her.

It was just her and Celestia now, sitting in the royal drawing room, squatting on the carpet facing one another. It would have been like old times, except that Celestia was so much changed: physically of course, but also emotionally. Twilight's loss had hurt her even more than she was willing to show.

"I'm sorry, pri...Your Majesty," Sunset murmured.

Celestia did not look at her. "Call me princess."

"Your Majesty?" Sunset asked.

"Call me princess, like you used to," Celestia said. "Like she used to."

"But you're a queen now," Sunset said.

"A title I never sought; a title I wish that I had never taken," Celestia said. "I would rather have Twilight alive to call me princess then I would possess all the proud crowns and imperial diadems that may be found throughout the universe. Please, Sunset, call me Princess Celestia, as you once did."

Sunset bowed her head. "Whatever you say, Princess Celestia." She looked around the room, at the pictures of Celestia's prized students stretching back through the ages. "Princess Celestia, can you explain it?"

"Explain what?"

"Why Twilight's dead and I'm still here, when she was worth a half dozen of me," Sunset murmured. "What kind of a world do we live in where that is right?"

"Never think like that, Sunset," Celestia said. "Twilight thought far too highly of you for that, and so do I. Twilight's death is a tragedy beyond description, but I would never trade you for her. Not ever."

"Really?"

"Never," Celestia repeated.

Sunset didn't really know what to say to that, and whooping for joy would have been inappropriate in the circumstances, so she said nothing at all about it, but changed the subject instead. "Everything's changed a lot since I was last here. Even you've changed, and I didn't think that was possible."

"You have missed a lot of things occurring," Celestia said.

"From what I understand, that's putting it mildly," Sunset muttered. "I don't think I'll ever get used to the new look, to be honest, you all look like Bottom the Weaver."

"Who?"

"Never mind," Sunset said quickly. "I don't suppose it really matters as long as you're happy."

Celestia snorted. "As long as I'm happy."

Sunset looked at her. "Are you happy, Princess Celestia?"

Celestia looked out the window. "My land is at peace, my people are prosperous, that is enough to make me content."

"But are you happy?" Sunset pressed.

"A pony in my lofty position does not concern herself with her own happiness," Celestia said. "A ruler says: the happiness of my people is my happiness. A wife says: the happiness of my husband is my happiness. My own happiness matters not."

"So that's a no, then," Sunset said. "Is there anything I can do to help?"

"Stay with me," Celestia said quietly.

"I'm sorry?"

"Stay here, stay with me," Celestia said. "My word, Sunset, how I have missed you. I need you, as you are: a piece of the old Equestria, the Equestria that we have lost and which I fear may be gone without recall. I am surrounded by false friends and wicked councillors here. I fear that even my own husband routinely deceives and betrays me, and my conversations with Luna are spied upon. I need somepony I can trust close at hand, here in Canterlot, with me. I need you Sunset, for you hold a piece of my soul in you."

Sunset climbed onto her hooves. "Princess...are you saying you want me to be your student again?"

"No," Celestia said. "I want you to stay and be my friend."