• Published 20th Oct 2013
  • 9,195 Views, 760 Comments

Strange Bedfellows - BRBrony9



MLP/WH40K Crossover- An Imperial Crusade discovers a remote planet and its unusual inhabitants, but it soon becomes clear they are not the only ones whose interests lie in Equestria....

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Look North

Twilight Sparkle came to the conclusion that she didn't really, truly know her friend, mentor and princess after all. She had stared in fear as Celestia stood unflinching before the enemy, in shock as she retaliated, and in horror as she had massacred dozens, perhaps hundreds, of humans in mere seconds. Though her common sense and historical knowledge told her that the princess must have fought, must have killed, in the past to keep Equestria together, to see such violence unleashed by one which she thought- no, she knew- to be a kind, gentle and pure soul, had shaken her. The purple mare sat on one of the camp beds in the guest room, trying to process what she had just witnessed, while her equally stunned friends and a stern-faced Princess Luna stood nearby. Even Rainbow Dash, always enthusiastically bombastic about such displays of firepower from the Equestrian airships and Imperial gunships alike, looked shaken.

'That should hold them at bay for now.' Luna spoke up, breaking the stunned silence in the room. 'But my sister and I both fear they will come again. We do not know exactly what they seek, or how they knew where to look...but it does not bode well.'

Twilight gave her a startled look, amazed at the calmness of the moon princess, but quickly reasoning that she of all ponies would have cause to have seen her sister produce such violence before. She swallowed a few times to compose herself before speaking.

'What...what if they're coming for her?'

'Then my sister will continue to fight,' Luna replied. 'She has never submitted to any creature, and she will not start today. She will resist, and so shall I, as long as we draw breath. We do not subjugate ourselves, whatever the odds may seem to be. Spirit, Centaur, Changeling, Draconequus, Human...we have fought the good fight many times, and whatever may come to test us, ponies live free, and if necessary, they die free.'

Twilight nodded slowly. Her words had merit, and once more, she knew that Luna of all ponies must understand the value of that freedom, and of fighting to retain it. 'Yes...yes, o-of course. You're right, princess...we're all with you...both of you.'

Luna nodded, and was about to speak again when an urgent knock came at the door, followed by a Pegasus Guardspony bursting in. 'Your Highness! Urgent message from the Starswirl!'



'...I say again, this is Major Harding, 2nd Brigade of the 40th Parvian Lancers, to any friendlies on this net. Please respond if you are able.' The crackling message repeated once more as Lieutenant Atter, together with his deputy, presented the vox-set to the pony princesses, sharing a concerned glance with each other as they knew that the white pony at least was capable of snuffing them out of existence in a heartbeat should she so desire. Celestia listened to the short broadcast before addressing Atter.

'The Parvian Lancers, they are one of your units?' she asked, her sister by her side.

'Yes...uh, Your...Holiness?' Atter proffered, having never dealt socially with a princess before and unsure how to address her correctly.

'Your Highness will suffice,' Celestia corrected him. 'Where is this unit stationed?'

'In the north of this continent, Your Highness,' Atter replied, offering a small bow by way of apology and hoping that bowing to a Xenos was not sufficient evidence to be considered heresy against the Emperor. 'They were to conduct...ah, combat operations against a group identified as the 'Griffons...' Do you know of them?'

Celestia nodded sagely. 'Indeed. The Griffons are erstwhile enemies of Equestria, but we have been at peace for a considerable time and, while not exactly allies, we consider them to be a neutral nation toward us. From the report given to me by your Captain Soren, I understand that the Griffons allegedly attacked and overran your first contact party, hence your aggression towards them?'

'That is my understanding as well, Your Highness,' Atter replied. 'Due to the...uh, conditions, we have had no contact with the northern forces until now. In...in the absence of orders I considered it prudent to not respond directly to the communication without higher approval...' He paused, unsure if continuing was the correct course. 'In the absence of any Imperial command authority, I...felt it appropriate to inform you and to...to act under your orders until such time as I can reestablish contact with my own superiors,' he concluded, feeling sure suborning his allegiance to a strange pony on a strange planet would be considered grounds for his execution, but having no proof the signal wasn't merely an attempt to deceive, easily arranged by Chaos forces.

Celestia nodded again. 'I see...do you know of this Major Harding?' she asked the young Lieutenant.

'Not personally, Your Highness, no, but I do know he does command the Parvians' second brigade. If we reply, we can challenge him with the daily sign and countersign, as well as his personal codes...we will be able to discern if we are truly speaking to the Major or if it is a deception. But it we ignore the message, we may be passing up our only chance for reinforcements or even just information about the course of the fight,' he explained. Celestia pondered a moment before replying.

'Very well. If you subject yourself to my command for the time being, then I order you to make contact with the Major. Establish his identity and, if he is trustworthy, obtain what details you can from him as to the situation.'

Atter found himself saluting reflexively at the pony princesses' authoritative tone. 'Yes, Your Maj...Your Highness!' he corrected himself. He picked up the vox handset and keyed the mic.

'Attention unit transmitting on this net, this is Lieutenant Atter, 1st Brigade, 4th Hydraxians. We receive your transmission. Swordsman, repeat, swordsman.' He released the mic and waited. After a moment, the reply came.

'PIledriver, Piledriver.'

Atter gave a nod towards his deputy before keying the mic again. 'Understood. Authentication One-Zero-Gamma-Psi-Niner.' He let go again and waited.

'Authentication Two-Six-One-Epsilon-Delta.'

He gave another nod, this time to the pony princesses. 'It checks out, Your Highness. The codes are correct.'

'Very well, contact your Major. Obtain what information you can,' Celestia ordered.

Atter keyed the mic again. 'Sir, it's good to hear your voice. I am speaking to you from the city known as Cloudsdale...I have with me the leader of the Equestrian nation, Princess Celestia. We have come under sustained and heavy assault by traitor forces. The Equestrian capital has fallen, I have no contact with other Imperial ground forces, and I have no contact with the fleet. What is your situation, over?' After a few moments of crackling static, a reply came.

'Lieutenant, you're damn welcome up here. Thought we were alone. We are located in the city these locals call Griffonstone, northwest quadrant 45. We engaged in minor skirmishes with the local inhabitants before we got word of the traitor forces' arrival. Things are...let's just say, 'unstable' here, but we're holding fire at the moment, pending further orders...I was gonna say you won't believe that these things speak Gothic, but you say you're in contact with the pony leader?'

'That's affirmative, sir,' Atter replied. 'You can, uh...speak with her if you desire.'

'I think I'll stick with you for now, Lieutenant,' the Major replied. 'I have no contact with the fleet. One of these creatures just showed me a map. Looks to me that this Cloudsdale you speak of is about 600 klicks south of my location. Do you have any transport?'

'Yes sir...well...that is to say, I'm aboard a transport, but it's...not Imperial,' Atter replied. 'It's an Equestrian airship, a dirigible.'

'Huh, a local craft? Well, can you use it to get up here? Linkup will be possible and we need all the help we can get, it seems,' Harding suggested.

Atter glanced at Celestia. 'Not without permission from the Princess, sir...but if you're looking for Imperial reinforcements, it's just me and my spotter, I'm afraid.'

'Ah. That's too bad, son. Any local forces?' Harding asked. 'We have a sizeable Griffon contingent up here...can't believe I'm saying that, but there it is. We're relying on Xenos for support, Emperor forgive us.'

'So are we, sir,' Atter responded. 'There are a significant number of, uh...Pegasus? Pegasees? Pegapodes? Uh...a significant number of pony forces here, sir. They're defending the city against the traitor forces...you oughta see this place, sir, it floats, but it's made of cloud...but it has buildings on it...'

'Pull yourself together, man! You're talking out of your arse,' Harding admonished the young officer. 'Look, we're up here in the north, there's a few thousand of us, plus a few thousand of the locals, I'd guess. What might be important is that they have an observatory.'

Atter blinked. 'An observatory, sir?'

'Yes, as in, it observes the stars,' the Major answered. 'It might be of some help in determining if our fleet is still up there or not. We've garrisoned the surrounding area under a temporary truce with the King of the Griffons, but he seems skeptical. After all, we did try to invade his kingdom, albeit after they fired first. I think it would go a long way to calming things if you could get some other local leader involved. Namely, your horse princess.'

Atter looked at Celestia again, as she raised an eyebrow. 'Ah...yes, sir. If you'll give me a moment, I'll talk it over with her...' He put down the vox handset. 'Your Highness...'

'I heard,' Celestia nodded. 'At this stage, we need all the assistance we can get, and linking up with a significant number of your soldiers would be a good first step. I am reluctant to leave this place, there are many innocents here...however, its inhabitants can all fly, and those that are young or infirm could be carried aboard out airships if needed. Now that it seems the enemy are capable of landing on the city itself, it will be considerably harder to defend than we imagined, especially since we are running low on supplies. Lieutenant, please inform your Major that we shall be proceeding to his location with the utmost haste and that we will be carrying civilians.'

Atter found himself saluting again. 'Yes, Your Highness...' He picked up the vox. 'This is Atter. I have spoken to the Equestrian Princess. She has agreed to move north to support you with all her forces. We shall be accompanied by a large number of non-combatants. If you detect any airships on your auspex, I would advise you not engage, over.'



The departure was slower than Celestia would have liked. Despite the chaos and violence that had engulfed the city, there were many thousands of citizens to be evacuated from Cloudsdale. The Assault Division and militia had swept the remaining buildings, suffering numerous casualties in the process but clearing the city of Chaos presence. The three airships hung in close proximity, blaring out evacuation messages from their loudspeakers, warning the populace to prepare to leave at once. There was little time to waste, as nopony knew when the enemy might return. the young and old alike left their shelters and cellars, urged by the warnings issued with Celestia's own voice. The airships were available, the message said, to transport the infirm, the young and the elderly, while the able bodied Pegasi were instructed to flee, to fly north to the Griffon Kingdom, where possible protection awaited under Imperial guns. A steady stream of ponies flapped into the skies, with most preferring to leave at once under cover of darkness, and not wait for the convoy. Others gathered on the mooring field and the town square, among the charred human corpses, waiting to be loaded aboard.

Aboard the three airships, crewponies were bustling to prepare, to clear space below decks for the wounded and old. Though there were still some civilians, the population of Cloudsdale had been significantly diminished by the friendly fire incidents and the mass enemy landing, as those Chaos units not killed at the square had been able to roam free despoiling and pillaging until they were purged by the Pegasi Assault troops. Those unable to make the flight to safety by themselves were being carried aboard by the strong hooves of the Pegasi crew, as the airship captains all agreed they dare not risk mooring up in case of another sudden attack. The Chaos troops on the ground, out of range of the airship's cannons, would not be expecting an evacuation, and nor could they interfer with it as their anti-air weaponry could not penetrate the shields of each craft.

Aboard the Starswirl, Celestia, Luna, Cadence, the Elements and the human liason team stood on the top deck, observing the situation under the glare of the searchlights. The gun decks were being kept clear for action, with refugees and wounded being ushered to the main troop carrying hold and any available store room or other nook where they might be unobtrusive. The flight to Griffonstone would take, at top speed, around eight hours, and everyone wanted to be away before dawn.

'Captain Lance?' Celestia called, addressing the Starswirl's commander, a white Pegasus with a yellow mane and tail.

'Your Highness?' he replied, trotting over.

'Are we ready to depart?' she questioned, having seen the first glimmers of light tracing the outlines of the distant eastern mountains.

'Almost, Your Highness,' he replied. 'Another ten minutes and everypony should be aboard.'

Celestia nodded. 'Very good, continue the boarding procedures. I want us underway as soon as the last pony is on the deck.' Lance saluted.

'Yes Your Highness!' He turned to urge his crew to speed things up. As well as ponies, a few stores were being loaded, spare ammo for the anti-air cannons being a priority as all three airships had diminished their stocks significantly engaging the Chaos dropship flotilla. The machine-cannons and deck guns and, on the two other specialised craft, the two-pounder rapid-fire anti-aircraft guns were reloaded; stores and passengers sequestered below; hatches battened. At four-fifteen in the morning, Captain Lance gave the orders to his crew.

'Engine room! All ahead one half. Helm, set course 320, destination is Griffonstone. Signals, message the convoy to get underway, V-formation. Shields up, searchlights off, damage control teams to standby, all gunners and lookouts to your stations.'

A quickly ringing bell alerted the crew, and the airship responded to his orders. The propellers began to spin, the prow came around, signal lamps flashed orders to the other craft. Slowly, ponderously, the Starswirl came about, turning away from the floating city it was leaving behind. Sniffles and sobs echoed through the windowless holds as the civilians left behind a city they could no longer see, and possibly never would again.

'All ahead full!' Lance ordered. 'All ahead full, aye!' came the response, and the drone of the engines became a throaty roar as the taps were opened, pushing the dirigible to its top sustainable cruising speed of 76mph. A few twinkling strings of ineffectual tracer fire arose from the enemy positions below, but since they had retreated from beneath Cloudsdale the airships were already at the limit of their effective range, and getting farther away. Having expended all their missiles, the captured Manticore batteries remained silent and impotent as the trio of large craft receded into the darkness, leaving Cloudsdale empty and abandoned save for the bodies of the dead.




After three hours of charging north through the lightening sky, the airships were passing over Lake Greatmane, a large body of water separating the edge of northern Equestria from the southern border of the Griffon Kingdom. A cloudless sky overhead let light dance and sparkle across its surface, like a glass of champagne eight thousand feet below them. While the airships could climb to nearly twice that height, the operational ceiling was applicable to carrying a healthy, fit and trained crew, and not elderly or newborn passengers. Lookouts kept a constant watch, both from the deck and from stations manned by Pegasi aloft on the gasbags. Below decks the galley staff handed out water and basic ration packs to the refugees crowded into the holds. The buzz of the engines had just about been tuned out by most of the passengers, including Twilight Sparkle, who weaved her way through crewponies towards the quarterdeck where Princess Celestia stood. The mentor noticed her student coming, and moved to greet her.

'Twilight. How are things below decks?' she asked, the concern for her citizens evident in her tone and expression.

'Cramped, but...ponies are managing,' Twilight replied. 'They're getting some food now...just think, having breakfast on board an airship. Some ponies would have paid a hundred bits for the privilege before all this.'

'Indeed.' Celestia nodded. 'Conditions are rather more spartan on board than they are on those cruise airships,' she noted. 'We shall be in Griffonstone in a few hours. We must just hope that the Griffons have somewhere for these refugees to go. They have lost their homes.'

'And they might have lost their lives too, if..if you hadn't...done what you did,' Twilight added, with a glance up at her mentor. 'I saw you...I saw you do things I've never seen you do before, Princess. You...you killed those humans, and...'

'And?' Celestia's gaze was stern. 'When ponies who depend on you are in danger, would you not have done the same?' Twilight had a sudden flashback of a memory she had seemingly repressed over the last day, of her horn glowing, of a streak of light filling a corridor, of two of the human soldiers crying out in anguish as they were caught by her fury, by her desire to protect her friends.

'I...yes, but...' Twilight stammered. 'It's just that...I saw you fight Chrysalis, and I know you fought with...with your sister...but this just...it was different. To me, at least. I've never seen you kill...' She trailed off.

'And you should be thankful of that,' Celestia replied, the stiff breeze whipping across the deck causing her mane and tail to flow elegantly out like a pair of signal flags. 'It shows that, despite how things may seem, you live in a peaceful time when ponies coexist peacefully with almost every other creature on the planet,albeit reluctantly sometimes. You know that I would do whatever is necessary to protect my subjects, Twilight. They rely on me, they want me to guide them, to protect them, and in the past, I have. But then these aliens came, and we spent the first days of their invasion running, while others did the fighting for us. I know you are not a soldier, Twilight, you are not trained to kill. But I know you can, and you do, fight. You fought against Discord, against Sombra, Chrysalis...I could continue. But as powerful as they all were, this is a different set of circumstances. They were individuals. Chrysalis had an army of tens of thousands, but Captain Soren told me these humans have entire armies of tens of millions. Planets with populations in the tens of billions. He said their own census bureau has no idea of the true population of their Imperium because they are simply too numerous to count. No doubt some of his words were mere propaganda, but he made similar claims about the enemy we face. These humans possess technology beyond our comprehension, and it seems to be more than a match for most pony magic. They have airships that travel faster than a sonic rainboom, vessels that travel between the stars...you have seen for yourself what they can do against our soldiers, and I sat by and let my subjects die because your brother and the other chiefs of staff insisted that the safety of my sister and myself were paramount. So we did not fight, we did not lead the charge. We hid, and then we ran. That ended last night.'

Twilight slowly nodded. 'I...I understand, princess. It's just that I'd never seen you do something like that before. It was...scary. The power...and, their red beams. They punched right through the city shield at Canterlot. How did they not hit you?' she questioned.

'Alicorn magic is not the same as normal pony magic,' Celestia replied. 'It is both different in nature and greater in strength. Even yours, as powerful as you are, pales in comparison. I...'

She was interrupted as a shout cut across the deck, being relayed from crewpony to crewpony. 'Contact! Contact!' Suddenly a bell began to ring and the crew burst into action, as if a great spring that had been winding had suddenly been released. Captain Lance, beside the helm, roared out. 'Battle Stations!' Ponies galloped to run out the guns, manning the machine-cannon. Hatches to the lower decks were slammed and secured, while signal flags flashed the message to the escorts. A more detailed report came as a pegasus flapped down from one of the topside lookout posts.

'Captain, airborne contact astern! Half a dozen unknowns, closing fast!' Lance brought his binoculars up to peer through while issuing a string of orders. 'Raise shields! All ships are to prepare for anti-air operations. Keep the civilians in the holds but be prepared to evac them if necessary. Firefighting teams are to standby bow and stern. Recall the lookouts.' Ponies rushed to obey. A small cluster of unicorns gathered on the deck, but Celestia trotted towards them, leaving Twilight alone. 'Go to your combat posts. I shall handle the shield.' She turned back to Lance. 'Signal the other airships. Tell them to deploy their unicorns for attack. I will protect the flotilla.'

Lance nodded. 'Yes, Your Highness.' A quick gesture set a pony signalling to the other ships. Celestia stood in the middle of the deck and her horn glowed. A large ball of golden magic sprung up, encompassing all three of the airships in their entirety. Within a few seconds, a string of six black dots were visible astern, high above the flotilla but descending rapidly. In moments they were set upon, a flurry of red beams slicing across the sky. Twilight cringed, but the beams smashed into the shield and simply dissipated. The attacking craft raced overhead, followed a second later by the massed howl of their engines, numbering a dozen between them and all but merging into one in their intensity. The pony gunners, caught out by their speed, had no time to fire on their first pass, but as they split off into pairs and looped around again, the machine cannon opened up, chattering away and spraying shells skyward. Lance ordered the formation to break into line astern with their broadsides facing the incoming enemy, and the ponderous ships hove to. The rapid fire guns of the two escorts began spitting explosive rounds towards the hostile flyers, black puffs dotting the cloudless sky. Fire leapt from the wings of several of the aircraft as missiles streaked in, detonating harmlessly against the shield. The fighters again raced away overhead.

Twilight managed to contain her growing panic. She reminded herself that the pony weaponry was attuned to fire through the shield, and Celestia's magic appeared to be withstanding not only the rockets, but the red beams as well. The Starswirl turned, and she was suddenly momentarily deafened as the starboard broadside of the heavy anti-air cannon roared, slinging shells towards the enemy as they came again. This time something, a shell from the Starswirl or a round from the rapid-fire guns of the Canterlot, found its mark, and one of the enemy craft disappeared in a boiling orange cloud. Cheers went up from the gun crews even as more missiles and heavy kinetic cannon fire pattered off of the shield like a summer rain. Again they came, and again, but none of their weapons could penetrate the defensive shield, even the red beams finding no success.

Their ammunition replenished before leaving Cloudsdale, the pony gunners blazed away at their targets, bringing down another, then another, as the increasingly frustrated human pilots threw themselves at their targets with increasing abandon, determined, by hook or by crook, to bring them down, but frustrated at every turn by Celestia's shield. Another fighter detonated in mid-air, leaving a large black cloud that gradually tore itself apart as the winds tugged at it. The two survivors pulled away, seemingly in retreat, which drew another cheer from the deck crews. However, they soon wheeled around, and began to fire from range, pumping red beams out continuously, fruitlessly singing the magic shield. Missiles and cannon shells joined in, causing a cacophonous effect inside the shield, as if it was a giant bell being rung. But nothing got through, and the impotent jets roared by, pursued by black puffs of smoke from the anti-air guns. As they came in yet again, another broadside from the Starswirl deafened Twilight once more, and this time it found its mark. One of the remaining aircraft was struck bodily by a heavy shell, and found itself one wing lighter than it should have been. It spiralled away, trailing smoke, dropping out of sight, though those intrepid enough to peer over the guardrails would have seen it end its plunge in the waters of Lake Greatmane.

The final craft roared by and raced away, again seemingly fleeing. But its pilot, half-crazed both by the resistance of these pathetic creatures and by the cocktail of combat drugs pumped into his system as part of the pre-flight rituals to the Dark Gods, came around again. He was out of missiles, he was out of cannon shells. His lascannon powerpack was drained. But he still had one weapon left. Fire erupted from his engines as he opened the throttles to maximum, afterburners kicking in and pushing his jet past the sound barrier. A few subtle adjustments to the stick lined him up, the largest airship in the middle of his crosshairs. Spittle flew from the corners of his mouth as he let out a manic laugh.


The jet streaked towards them, but didn't fire. Nor did it pull up, or dive beneath.

'He's gonna ram us!' somepony shouted.

'All hooves, brace for impact!' Captain Lance roared, grabbing onto the railing nearby. Twilight gasped and flung herself to the deck, covering her head with her hooves and waiting for the worst.

There was a cataclysmic crash, followed two seconds later by a sudden roar as the sound of the jet's engines reached her after it had already died. She blinked, and looked up. The shield was intact, and hadn't even flickered under the huge kinetic impact of the ten-tonne fighter travelling at more than twice the speed of sound. Another, resounding cheer rose from the crew at the death of the last of their enemies. Celestia dropped the shield as, at least for now, they were safe.

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