• Published 2nd Dec 2013
  • 22,563 Views, 1,660 Comments

I Against I, Me Against You - Flynt Coal



Twilight is teleported to Blood Gulch Canyon after meddling with a ship that crash landed in Equestria. She must enlist the help of the local red and blue soldiers to get home while unraveling a dark conspiracy linking her world to a shadowy agency.

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Act 2 Part 10 - Rally

Pinkie Pie wasn’t sure where she’d gone wrong. One moment she was happily administering pies to red, helmeted faces and the next she was being picked up and carried away. Perhaps she’d put too much blueberry in the pies? Regardless of the reason, Pinkie now found herself at the bottom of a dark hole underneath Red Base. It was slightly damp and smelled unpleasant.

The sounds of gunfire rang outside briefly before stopping. All Pinkie could do now was wait at the bottom of the dark, uncomfortable pit.

“Welcome to your new home… Edgar!”

Pinkie looked up at the sound of the creepy, deep voice and saw the Mad King Hayworth standing over the hole in his cloak and crown. It took Pinkie a second to realize he was talking to her.

“My name’s not Edgar, silly! It’s Pinkie Pie!” she exclaimed with a smile.

Hayworth merely looked down at her the way a person looked at an insect and motioned with his hand to someone on the surface Pinkie couldn’t see.

“Do you know what my favorite molecule is?” Hayworth asked as the large man in red armor who had grabbed her joined him above the hole. “H2O!”

Pinkie didn’t notice that the large man beside Hayworth was holding a water hose until he unleashed its fury on her. It wasn’t until that moment that Pinkie realized just how much water could hurt if it wanted to. The powerful icy torrent knocked Pinkie off her hooves and held her against the ground, biting into her painfully. Pinkie struggled and squirmed just to find a position where she could breathe, but the ice cold water continued to find its way in her mouth and up her nostrils.

It felt like an eternity before the liquid assault stopped and Pinkie could breathe again, coughing out the water blocking her airways. Pinkie was dripping and shivering, her hole now filled with water up to her ankles. Her mane was now too wet and heavy to maintain its poofy nature, and fell straight to cover one eye.

“Your old name has no meaning down there,” Hayworth said. “You are Edgar. Only Edgar.”

“I don’t understand,” Pinkie said, coughing up more water. “I thought the other guy was Edgar! I thought the other other guy was Edgar! How can I be Edgar too?”

Hayworth merely sighed and shook his head like a teacher disappointed with his student. “No, you don’t understand. Edgar is the one in the hole!

With a metallic slam, Hayworth was gone and suddenly her world was nothing but wet darkness. As she sat there in the dark wet nothing, it came to her with sudden clarity.

All at once, Edgar understood.

The pair of ponies stood side by side on the edge of the silent canyon. The only sound that prevailed was the distant hum of some exotic insects. There wasn’t even any wind.

“Well… this is it!” Twilight said with gesture to the rest of the canyon. “This is where I first landed and met Church!”

Fluttershy took a few moments to observe her surroundings. Blood Gulch was exactly as bleak and uninteresting as Twilight remembered it. Nothing but dirt (with the occasional patch of grass), rocks, a couple of bare trees and two small round structures: one red and one blue.

“Oh. It’s… um…” Fluttershy tried to think of a word to describe the canyon.

“You don’t have to be polite, Fluttershy. You can say it: this place is a dump!”

Fluttershy nodded politely. “Oh, um… yes.”

“Yup! It’s Turd City: capital of the state of Turdington in the nation of Turdopolis!” Sarge said behind them.

“And… there’s someone here who knows how to fix a spaceship?” Sunny asked, looking disbelievingly at the canyon around her.

“Yep! Lopez is always willing to fix anything! Bless his Spanish heart…”

Tex appeared in a flash in front of the group. “Okay, then Sarge will take Sunny and I to Red Base to pick up Lopez and anything else that might be valuable.” Tex turned to Twilight and Fluttershy. “Why don’t you two go see what you can find at Blue Base?”

Twilight nodded, and together she and Fluttershy began trotting across the canyon toward Blue Base. Sarge and Sunny walked the other way to Red Base. Neither pony said anything as they walked along. Though silence around Fluttershy was pretty par for the course, there was a certain air of discomfort surrounding the pegasus this time around. Twilight realized that she may not have been very friendly to her friends lately, having lost her patience with them on more than one occasion. Between growing impatient with Fluttershy back at the ghost town - when the already nervous pony was in a genuinely frightening situation - to growing short with Rainbow Dash just after the Meta had taken one of her friends. That wasn’t how she would normally have handled those situations, Twilight realized: it was how Church and the others would have.

“Hey, Fluttershy?” Twilight asked, Fluttershy looked at her curiously. “I’m sorry if I’ve seemed more, well… snippy than usual lately.”

Fluttershy responded exactly as predicted, with a cheerful smile. “Oh, that’s okay. We’ve all been under a lot of stress lately.”

“That’s still no excuse to be a bad friend, and I’m sorry.” Some voice at the back of Twilight’s mind told her that there was someone else she needed to apologize to, but she ignored it and turned her attention forward.

They were in front of Blue Base now. The single-story structure looked the same as it always had: like someone had dumped a large pile of concrete here, molded it with a giant round cookie-cutter, cut a couple of doors and ramps into it and decided to call it a base.

“That’s okay, at least now we’re somewhere with a little less to be stressed over,” Fluttershy said as they entered the front entrance to Blue Base.

Right as the two ponies entered the building, they were suddenly overcome by a rancid smell, like some unholy mixture of food that had been left out for months.

Fluttershy’s hoof shot to her nose. “Eugh! What’s that smell?”

Twilight had smelled it before. It smelled just like Dodge City had smelled after the Meta attacked. It smelled like Agent South after Twilight closed her eyes for her. It smelled like death. Regardless, Twilight pressed further into Blue Base, breathing through her mouth. She heard the wings of flies buzzing in the next room as she entered, but what surprised her most was how it was set up.

The central, sky-exposed chamber in the base had a large stereo system along with a DJ table. There were also several lights that Twilight had the suspicion were designed to flash obnoxiously to the beat of fast-paced music, but they were currently off. The only light came in from the opening in the ceiling. Several tables were also placed along the sides of the room holding refreshments that had likely long gone bad. Twilight didn’t think they were the source of the smell though.

At the sound of another buzzing fly, Twilight looked over at the mixing table and caught a glimpse of a couple of tiny black specks hovering around the area just behind it. Fluttershy had the misfortune of checking behind the table first and gasped before she started to gag. Twilight went over to check for herself, and saw what appeared to be a pile of yellow armor crumpled against the wall. Blood stained the armor and the floor around it, having dried and turned from red to a more faded brown.

“Oh dear, the poor thing…” Fluttershy lamented, covering her mouth with a hoof. “What do you suppose happened to it?”

“Looks like they were shot,” Twilight deduced, judging from the bloody hole in the material beneath the armor at the neck. Looking again at the yellow armor, Twilight realized she’d met this soldier after she first arrived in Blood Gulch. “It’s Sister…”

Fluttershy looked at Twilight and tilted her head. “Sister? Whose sister was she?”

“I don’t know, that was just what everyone called her.”

The two ponies looked sadly at the deceased human for a time, the buzzing of flies the only sound that they heard. Twilight hadn’t gotten to know her as well as she had Church or Caboose, but she was somebody’s sister somewhere and would be missed. Twilight hoped that wherever she was now, Sister was at peace and that her family would be okay.

Fluttershy suddenly stepped toward Sister’s still body and tentatively reached for something. It was then Twilight noticed that a pair of metal tags hung from Sister’s neck by a metal chain. It looked just like the ones Sunny wore that belonged to Tex. They must have been what the human military used for identification! Fluttershy lifted the tags in her hoof, and suddenly gave a trembling gasp.

“Oh no…” she whimpered, her voice breaking. “W-what will I do? He’ll be heartbroken…”

Twilight tilted her head in confusion. “Who…?”

Fluttershy turned to Twilight and, with glistening eyes, showed her the blood-stained metal tag.

UNSC
Pvt. Kaikaina Grif.


Grif and Simmons looked around the big, opulent halls of Canterlot Castle as a few armored ponies led them on. They looked down at the shiny marble floor beneath the soft red carpet and up at the arched ceiling and colorful tapestries. Spike thought they were simply taking in the sights. He hadn’t even considered that they might have been anxious until Simmons spoke up.

“I have a really bad feeling about this,” he said.

“Tell me about it!” Grif exclaimed, looking at a statue of a saluting pony in armor tucked away in an alcove as they passed. “We’ve been walking for ten minutes, and I haven’t seen one good place to nap where no one can see me!”

It hadn’t been long after Spike sent a reply to Celestia’s summons that a sky chariot arrived to take them to Canterlot. The chariot had landed in the castle’s back gardens, and from there a squad of guardsponies led them through the castle. The sun was going down, the stained glass windows of the castle creating a patterned orange glow. The halls they passed through were conspicuously empty, like they’d been cleared out specifically for the two Reds to pass through unseen.

“I meant more of a ‘government conspiracy’ kind of bad feeling,” Simmons said.

“Relax guys,” Spike reassured them. “Princess Celestia’s totally cool! You guys are some of the first alien life in Equestria! She probably just wants to study you!”

“Oh yeah? Well if I even think she’s going to cut me open and look at my insides, I’m gonna do this,” Grif raised his middle finger at a towering painting of Celestia hanging on the wall to the right, “and leave.”

“Why would the Princess want to look at your insides?” Spike asked, looking up at Grif with some confusion.

“Maybe she’s trying to find the most disgusting liver in the galaxy?” Simmons suggested.

“Shut up! Technically it’s your liver, remember?” Grif said, glaring at Simmons.

Before Spike could ask what exactly Grif meant by that, the group arrived in front of a large set of double doors made of a fine polished wood with a single guard in gold armor standing vigilant before it. A giant sun sigil was carved in the center, and Spike recognized it as the entrance to Princess Celestia’s private study. After the guards escorting the group of three exchanged a few words with the guard at the doors, he turned around and with a glow from his horn pushed them open. The effigy of the sun carved into the front split as the doors parted and the guard entered.

“Your Highness, the… persons you sent for have arrived,” Spike heard the guard say.

“Thank you, Stalwart. Send them in,” replied a warm feminine voice that Spike knew.

The guard promptly returned and motioned for the trio to enter. They did so, followed by the guards that had escorted them here. Inside was a study certainly fit for royalty. What walls weren’t covered in bookshelves towering toward the high ceiling were covered in large maps. A large hearth with a fire going was off to the left. In the center was a massive gold sphere that served as a map of the stars surrounding the planet. Just behind it was a window, but with the sun mostly gone, the only light in the room came from the hearth and a few lamps sitting on the finely crafted wooden desk just in front of the star map. The desk’s occupant was a tall, elegant white alicorn with a shimmering mane of all colors. She was looking down at several parchments on her desk, a pair of reading glasses on her face.

“Guards, you may wait outside if you like,” she didn’t say it like it was an order, but the armored ponies that had led the trio in responded swiftly with stiff salutes before obliging.

Princess Celestia looked up from the papers on her desk and smiled, removing the glasses from her face with her golden magical aura. “Hello, Spike. It’s good to see you again.”

Spike was quick to dip his head in a respectful bow. “Nice to see you too, Princess!”

Celestia’s attention shifted to the two figures with Spike. “And these must be the two guests of yours that you told me about. Dexter Grif and Richard… Simmons, is it?”

Simmons nodded uneasily.

“I am Princess Celestia. It’s a pleasure to meet you both.”

Grif just glared down at Spike. “You told her about us?!” he asked with no shortage of indignation.

“Of course! In a letter,” Spike replied. “How else do you think she knew about you guys?”

“I dunno, I thought she was some kinda magical, all-knowing Princess horse!”

Celestia merely smiled and shook her head. “Contrary to what most of my ponies think, I am not all-powerful, nor am I all-knowing,” Celestia’s smile faltered for a moment as she glanced back down at her desk before muttering, “though that hasn’t stopped me from wishing I was. Perhaps none of this would have come to pass if I’d only known…”

Celestia blinked a couple of times before looking back up at her guests, suddenly remembering where she was. She cleared her throat. “Regardless, you have nothing to fear from me, Sergeant Grif,” Celestia smiled. “I certainly do not intend to cut you open and look at your insides.”

Grif raised a confused finger (not his middle one) at Celestia. “Okay, first you say you’re not all-knowing and then you say that? Kinda contradicting yourself there, Princess!”

“I’m not all-knowing, but I do have measures in place to keep track of all that goes on in my castle. I don’t exactly like the fact that I’m essentially invading the privacy of my guests and staff, but past events have made me cautious.”

“So, uh, why exactly did you summon us?”

Celestia’s easy smile disappeared. “The two of you arrived at this planet on board a large warship, did you not? The Mother of Invention?”

“Yeah…” Grif said, deciding no longer to question what the regal white pony knew.

“I won’t lie… its presence here worries me greatly. Already I’ve sensed their forces’ presence on this world,” Celestia leaned forward, her face a mask of calm, but the slight tremor in her voice betrayed her unease. “They’re here. Somewhere on Equestria’s surface right now. They’re operating in secret for the time being…”

“Doing what?” Simmons asked.

Celestia hesitated for some time. She seemed to be looking for the right words. “Searching. But they won’t find what they’re looking for, and I’m worried about what they’ll do once they realize that.”

“Okay, so what does any of this have to do with us?”

Instead of Celestia, a cold, serious male voice responded. “I’ll answer that if you don’t mind, Princess.”

Spike and the two Reds suddenly saw movement by the window behind the large golden star map. The two legged figure stepped out of the shadows, revealing a man in powered armor identical to that of Grif and Simmons in all but color. This man’s armor was gray with a yellow stripe on the helmet and shoulder pads.

Spike was the first to ask the inevitable question. “Who are you?”

“My name is Agent Washington.”

A Freelancer?” Simmons asked incredulously. “The fuck are you doing here?”

“Just helping out an old friend,” Washington nodded in Celestia’s direction. She responded in kind.

“Wait, you know the Princess?” Spike asked incredulously.

“That matter is irrelevant right now,” Washington replied. “What matters is that this planet may be in danger. We have reason to believe that Project Freelancer is going to try something a bit more… aggressive soon. Equestria needs to be able to defend itself, but the fact is its military simply doesn’t have the knowledge or means to combat a technologically superior force.”

“That’s where I was hoping you and Washington would come in,” Celestia said.

“I’ve agreed to devise a training program with the intent of increasing Equestria’s combat effectiveness against Project Freelancer’s forces, but I can’t do it alone,” Washington said, taking a step toward Grif and Simmons.

“I need additional instructors so that we can train as many squads as possible. Instructors with training and experience in the human military that they can pass on to others. Now, I realize that a couple of sim troopers such as yourselves aren’t exactly the most qualified candidates, but we must make do with the tools we’re given.”

“Of course, we’re not forcing you to help us,” Celestia said diplomatically. “But if you did, you could save many lives. And, your efforts would not go unrewarded.”

The orange and maroon soldiers spent a long time thinking about what to do. If Spike had to guess, Grif was thinking about the amount of work it would take versus the rewards, and Simmons was considering how this would look on his record.

“So, let me get this straight: you want us to train your forces to fight our own military?” Simmons asked, looking at Celestia with a hand on his chin. He had a point: Grif and Simmons would likely face charges of treason from the UNSC if they agreed to this.

“No, we want you to train Equestria’s forces to defend themselves against an illegal attack by a private military company,” Washington stated firmly. “Considering we don’t currently have the means to contact anyone who can put a stop to Project Freelancer, this is the best course we can take.”

Grif and Simmons spent a few more seconds thinking.

“As Princess Regent of Unicornia, Commander-in-Chief of Pegasopolis, High Chancellor of Old Manehattan, and Steward of the Sun itself, I ask you...” Princess Celestia said, looking at each of them firmly, “will you help me protect my ponies?”

Grif sighed. “Fuck it. We’re not doin’ anything else!”


“I can’t believe we left her! I swear I thought she was right behind us!” Applejack fretted as she paced back and forth.

She and Church were on the upper level of Outpost 17-B in Valhalla. Under any other circumstances, the green trees and babbling stream nearby would have been comforting. Instead, Applejack had been pacing and worrying ever since they got back and Church had informed her on what happened.

“I can’t believe Henderson was indoctrinated this whole time!” Lieutenant Jack exclaimed. “How much of the information he was feeding us was wrong?”

“Of course, we wouldn’t even be in this situation if you had just helped like we asked you to!” Church said bitterly.

Applejack rounded on Church. “And what were you doin’ when Pinkie was bein’ taken by that maniac?”

“Uh, avoiding all of the bullets that were chasing me? Believe it or not Applejack, I have a very strict policy on not dying!”

“Oh? Is that why yer a ghost now?”

“Why do you think I made that policy? Once was enough!”

“Excuse me, Lieutenant Jack?” A novice Blue soldier approached the arguing parties, and both the blue human and orange pony directed angry glances at him.

“Yes Private?” Jack asked.

“The pink guy’s awake!”

Their argument forgotten, Church and Applejack made their way down one of the ramps at the back of the building and made their way where they were keeping Donut. Jack followed behind them. A Blue soldier was watching the pink man cautiously as he sat up and gulped down water from a canteen. Applejack wasn’t sure whether he was actually getting any in his mouth, what with the helmet still on. Donut then stopped drinking and looked up at Church as he approached.

“Oh heeEEeey Church!” Donut greeted. “Wow, I’ve just been bumping into all kinds of old acquaintances lately! It’s been like one big family reunion, just without Uncle Tom’s inappropriate touching!”

“What do you mean?” Church asked. “Who else did you see?”

“Why, your best friend Caboose was just at the dig site with us!”

For some reason, Church closed his hands into fists, his knuckles cracking at the mention of “best friend.” Applejack galloped past Church and skidded to a stop in front of Donut.

“What about Rarity? Did ya see any ponies where you were?”

“Why yes, Rarity and Rainbow Dash!” Donut exclaimed as he suddenly scooted closer to Applejack. “Wait, you wouldn’t happen to be one of Rarity’s friends, would you?”

“Eyup. I’m Applejack!”

“Oh you’re Applejack! Rarity’s told me all about you!”

Applejack tilted her head curiously. “What’d she say?”

Donut stiffened. “... that you’re a good, honest pony.” Applejack gave the pink man a suspicious stare. “Okay, also that you have no respect for aesthetics and could stand to take way more baths!”

Applejack looked up at Church. “Well, he ain’t lyin... he’s definitely talked to Rarity!”

“And you can definitely stand to take more baths. Whew!” Church made a spectacle of waving a hand in front of his face.

Applejack turned red. “Oh, hush up you! How can ya even smell with a robot body anyway?”

“Oh yeah, they also might be in trouble!” Donut added.

“What?!”

“My CO sent me here to get help. They’re under attack!”

“Damn. Guess we’d better get there fast!” Church said.

Applejack turned around and glared up at Church. “We ain’t goin’ anywhere ‘til we save Pinkie from the Mad King!”

“Right… that’s going to be tricky…” Church turned around and found himself looking at Jack. The bearded Blue had been standing quietly off to the side talking to one of his soldiers.

After dismissing the man he was speaking to, Jack approached Church. “Just so you know, you’re welcome to come with us if you want to.”

“Wait, what? Where are you going?”

Jack sighed. “Without my informant on Red Team, this battle’s looking like its over. Me and my men are pulling out of here. Maybe start new lives...” Jack turned and looked wistfully into the distance. “Think I might go build a house…”

“So that’s it? You’re just giving up?” Church asked.

Jack rounded on Church with surprising aggression. “Yes! I’m not letting my men die over a box canyon in the middle of nowhere! Is that the way you want to go?”

Church had a mind to tell him that he had died for a box canyon in the middle of nowhere, but decided against it. Not only would it probably just confuse the large bearded man, but it wouldn’t help his argument any. Church had never planned to die in Blood Gulch. He’d never wanted to. In Jack’s position, Church would probably make the same choice.

“Oh, hooey!” To both Church and Jack’s surprise, Applejack trotted up to Jack and looked him right in the eye. “It shouldn’t matter none whether it’s fer a box canyon or the whole dern world! If someone’s trusted you with one job you oughta do it an’ do it right!”

Jack sputtered, not seeming to know what to think for a moment. “But… the only reason we even have a Blue Base here is because they have a Red Base over there…”

“Hooey!” Applejack said again. “You could be here fer a number of reasons, none of which really matter! Instead of spendin’ all yer time wonderin’ why yer here, you should just focus on the fact that yer here and you have a job to do: to keep those Reds from takin’ this place fer themselves!

“Sure, right now they’re kickin’ yer keister, but that’s only ‘cause yer lettin’ them! So tell me, do ya wanna just give up and go build a house? Or do you wanna show yer superiors - and show them Reds - why yer here?”

Applejack turned and began heading towards Blue Base. “Besides: I’m going to save Pinkie whether y’all will help me or not! An’ if a tiny l’il gal like me ain’t too chicken to fight those guys, then what does that make you, Jack?”

Church went over to Applejack as regular Jack simply stayed in place to think about what the little farm pony just said.

“Wow… that was quite the speech, Applejack!” Church said. “I still have no idea how we’re going to fight Hayworth and his forces, but I at least feel… y’know, pumped about it now!”

“I may not be much of a leader, but I do have a plan. But we’ll need everyone to pitch in to make it work,” Applejack said, turning to face Jack. “Everyone!

Jack looked at Applejack for a moment, a hand scratching his big beard. “Alright. What did you have in mind?”


Like before, Twilight and Fluttershy approached Blood Gulch’s Red Base in silence. The only sound between them was the occasional sad sniffle from Fluttershy. Twilight looked over at her. The yellow pegasus was wearing Sister’s dog tags around her neck and kept glancing down at them. Before they left, Fluttershy had insisted on taking the metal necklace with her, so that she could pass it on to Grif when they returned to Equestria.

While Twilight was certainly sad that someone she knew had lost someone he cared about, Fluttershy seemed to be taking it especially hard. Though Fluttershy was always one to get more emotional over things than most ponies (she always cried at the sad parts of whatever book she was reading whenever she used the Ponyville library), Twilight couldn’t help but wonder whether there was another reason Fluttershy was so upset over Grif’s sister.

The two ponies continued around the outside of Red Base and walked up the ramp leading to the top. They heard voices as they ascended.

“He borrado mis recuerdos de ti después de que te fuiste. Después de sólo cinco minutos con usted ahora, yo sé por qué.”

“I know, Lopez! It is good to be back together, isn’t it?” Sarge’s voice rang out as the mares reached the roof.

Sarge was standing near the square hole in the center, holding his shotgun proudly as always. Sunny sat in place just nearby, looking out at the rest of the canyon. Talking to Sarge was an unfamiliar soldier wearing brown armor of identical make to Sarge’s red.

“Ah, Twibite! You remember Lopez, don’t ya?” Sarge asked, turning to face the newly arrived ponies.

Twilight looked up at the brown biped in question. She certainly didn’t remember a brown-armored man from the last time she was here, but the name “Lopez” did ring a bell. Then all at once, Twilight remembered.

“Weren’t you just a head the last time I was here?” Twilight asked, pointing up at Lopez’s brown helmet.

“Si. Sargento me construyó este cuerpo después de los otros se fueron (Yes. Sarge built me this body after the others left),” Lopez replied in a mechanical monotone. “Me gustó estar un cabeza mejor. La gente no me hablan tanto entonces (I liked being a head better. People didn’t talk to me as much then).”

Twilight just stared at the brown robot uncomprehendingly. “Um… yeah…” She then remembered the other strange quirk about Lopez: that the robot didn’t speak a language anyone around him understood.

“Did you guys find anything at the Blue Base?” Sunny asked, turning around and approaching them.

Twilight shook her head. “No,” she then looked over at Fluttershy and the chain she was wearing, “well, nothing we can use anyway.”

Sunny, however, followed Twilight’s gaze and spotted the tags around Fluttershy’s neck. She glanced down at her own before asking, “Whose are those?”

“Grif’s sister’s. She was in the Blue Base. Somebody had…” Fluttershy swallowed, “killed her!”

Lopez suddenly turned in Fluttershy’s direction. “Oh. Ese era yo (Oh. That was me).”

Sarge turned to Lopez. “What was that Lopez?”

“Yo maté a la chica en la base azul (I killed the girl at Blue Base).” Lopez then spoke very slowly and deliberately, “I. Muertes. Chica (I. Killed. Girl).”

“What did he say?” Twilight asked.

“I think he said that he killed her,” Sarge said. Fluttershy’s jaw dropped open as her pupils shrank, staring blankly ahead as Sarge continued, “Excellent work, Lopez! We won Blood Gulch!” Sarge then stepped over to the edge of the roof. “YA HEAR THAT, YA DIRTY BLUE TRAMP!? RED WINS! BLUE SUCKS! HA HA HA!”

Fluttershy just looked back and forth from Lopez to Sarge, her look of abject horror turning to one of anger the likes of which Twilight hadn’t seen since the gala. She seemed to have some trouble deciding which of the two Reds to direct her ire at before settling on the one that actually pulled the trigger.

“How… how could you!?!” Fluttershy shrieked, flying right into Lopez’s face and glaring with furious, glistening eyes into his visor. “She was somebody’s sister! She had friends and family that loved her! HOW CAN YOU JUST KILL A PERSON LIKE THAT WITHOUT A SECOND THOUGHT?!

“Yo no maté a ella sin pensarlo dos veces (I didn’t kill her without a second thought),” Lopez stated, completely unconcerned with the livid pegasus before him. “Fui a través de más de una docena de pensamientos antes de que se me ocurrió de la manera más efectiva de hacer la matanza. (I went through over a dozen thoughts before I came up with the most efficient way to make the kill).”

Whatever Lopez’s response might have been, Fluttershy’s reaction would most likely have been the same: to growl at the synthetic Spaniard as she continued to glare with furious, teary eyes.

“Now, listen here l’il miss…” Sarge started, but Fluttershy silenced him by rounding her glare at him.

A black armored avatar suddenly appeared in front of her. “Lopez is a robot programmed to fulfill his objectives. When Sarge left Blood Gulch, Lopez was the only Red left in this canyon, effectively making him acting CO of the Red Team. What do you suppose the objectives of a Red CO include?” No one answered, but they knew it all the same.

Fluttershy dropped her angry gaze and landed back down on the concrete roof, looking glumly at her hooves.

“Sister’s just another casualty in war. She’s hardly the only one,” Tex finished succinctly.

The others waited for a response from the yellow pegasus for a few painfully silent moments.

“Twilight?” she asked, “What did you say was the purpose of the Red vs Blue War?”

Twilight swallowed. “A… training simulation for the Freelancers.”

Fluttershy looked up at Twilight, her sad eyes betraying incredible vulnerability. Then she closed them, and after taking a moment to collect herself, Fluttershy opened her eyes again. The cyan orbs now looked forward with resolve. The normally timid yellow pony briskly walked past the others.

“Okay. Then let’s get going,” she said.

Twilight followed her friend with a newfound sense of unease. At the very least, Fluttershy was now as determined as the rest of them to see to Project Freelancer’s downfall.


With a few more tired blinks, Grif looked at the battalion of armored ponies gathered in the castle courtyard in front of him. At the moment, he was starting to regret taking the job the Princess offered him. It had been far too early in the morning when Washington barged into the room in the castle Grif had been given to sleep in, telling him to wake up. When Grif had groggily asked what time it was, Washington had replied with 0600, meaning he was late for his meeting with the 10th Battalion.

Grif now stood in front of the 10th, orderly rows of armored ponies standing stiffly at attention, awaiting their instructions. Washington had given both Grif and Simmons papers the night before, detailing his planned training regimen for the Equestrian troops; Grif decided to put it off, figuring he’d skim them the next morning. He hadn’t counted on the day’s activities starting so early.

One of the assembled ponies coughed, clearly hoping to get the attention of their new Sergeant. It would seem that their desire to get started with the day’s training exercises was starting to override their discipline. Deciding that he could only stand there and do nothing for so long, Grif opened his mouth to address his initiates.

“Fuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuuck,” Grif groaned. So far so good.

Another of the gathered pony soldiers cleared their throat, as if to ask whether that was an order. Grif then thought of something he could do to stall for more time.

“So, uh… anyone have any questions?” he asked.

The 10th Battalion exchanged a few glances amongst each other for a few moments before a somewhat older looking stallion spoke up. Clearly this one had been with the Royal Guard for many years. Grif pointed at him.

“Yes, uh…”

“Lieutenant Tornado Kicker. CO of the 10th,” the stallion said with a salute. “What kind of military experience do you have?”

Grif shifted weight and made several thinking noises as he folded his arms and tapped a finger against his orange armor. “Uh, military experience, uh… bap bap bah… oh! I was run over by a tank once! Had to get new organs… fought an evil maniac… oh yeah! And I managed to convince my Sergeant that he was dead! That was cool…”

Another long silence fell over the courtyard as the 10th looked at Grif with mounting uncertainty. Lieutenant Kicker’s features noticeably fell as another pony coughed. Slowly, a hoof made its way up near the back of the formation.

“So… what are we going to be doing?” a soldier asked.

It was at that moment that Grif was suddenly reminded of a very important fact: he had an entire platoon of soldiers ready and willing to do his bidding. He was glad that the helmet he wore concealed the grin that crept across his face.

“Okay! Are you ready for your first exercise?” The 10th responded with a chorus of affirmatives. “Bring me a… lawn chair and a margarita. Go!”


“Halt! Stop where you are!”

Donut had been walking along the east side of Valhalla when the group of Red soldiers emerged from a tall crevice between two rock walls. By all outer appearances he was alone, a large, metal wall as tall as the canyon on one side and the four other Reds on the other.

“Uh, greetings… fellow Reds!” Donut didn’t sound like himself, but the Red soldiers he was speaking to didn’t know him well enough to realize this. “I managed to escape from Blue captivity, and I need to see the CO at once!”

The Reds exchanged an uncertain glance. “Okay. This had better not be some kind of trick,” the highest ranking soldier warned as he lowered his weapon and motioned for Donut to come with them. “The last guy who tried helping the Blues was put in the hole for an entire week!”

The four Red soldiers led a calm and quiet Donut through the large crevice in the wall from whence they came. They came out on the other side in front of the east entrance to Red Base. There, a group of three more Reds walked out to meet them, led by the same large soldier who had taken Pinkie Pie.

“What’s going on?” the large Red soldier asked.

“I’ve returned from Red Base with urgent news for Captain Hayworth!” Donut reported in his unDonut-like voice.

“Well, you can tell me, newbie!” the large Red stated. “I’ll pass it on to Hayworth.”

Donut took a step closer to the large Red and whispered, “The Blues are coming to show you why they’re here!”

All of a sudden, Donut convulsed violently. A spectral figure in white armor wielding a just as spectral sniper rifle emerged from Donut’s convulsing pink armor. “HIGAGURGURK!” The large Red convulsed as the spectre merged with his body, and in a few short moments he stopped. He then turned around and knocked out one of the other Reds with a big muscular arm.

“Whoa! This is awesome, I’m like the fucking Hulk!” Church exclaimed, now inhabiting the bulky Red soldier.

The other Reds looked on in confusion as they watched Hayworth’s right hand man knock out another of their rank with the butt of his weapon. When one of them finally found his senses and raised his rifle to put the big soldier down, he was promptly shot in the back by Donut.

“Oh yeah! From behind! Bet you didn’t even feel me coming!” Donut exclaimed as he and Church began firing at the rest of the Reds. “Line up everyone! I’ll take you all from behind! Either one at a time or all at once! I’m not picky!”

“Donut, you just had to go and soil the innocence of combat, didn’t you?” Church asked as he fired another shot at the Reds that missed them by a mile.

The confusion in the midst of the Red Base was immense. Red soldiers were shooting at each other and random directions. All they knew was that they were under attack, but they weren’t sure whether it was from within their own ranks or some outside force.

As it happened, both answers were correct, as the ensuing fracas served as the signal for Jack and his Blues to attack. A Warthog full of Blues drove around the large hill in the center of the canyon and across the front of the base, letting loose with the rear-mounted chaingun. Blues on foot closed in from all sides, guns blazing as a sniper perched on the central hill took out Reds on the upper floor of the base.

The rumbling, revving whine of a Mongoose engine rose over the din of the battle. The bearded Lieutenant himself drove the motor vehicle over an overhang like it was a ramp, performing a front flip for style while still in the air. Jack and his vehicle landed on top of the large soldier Church was currently inhabiting, crushing him.

“Hey! I was using that body!” Church whined as his transparent white form appeared beside Jack’s Mongoose.

Applejack was on the back of the Mongoose, clinging to Jack tightly. “Jack? Please warn me before you do another flip like that!”

“That shouldn’t be a problem. Your friend will be just in there!” Jack gestured to the entryway in the side of Red Base. “You two go ahead!” Jack revved the Mongoose’s engine dramatically as a Red came around the corner of the base several feet away. “We’ll take care of the Reds out here!”

Jack accelerated toward the Red, who attempted to pick off the Blue Lieutenant with his Battle Rifle. Jack simply leaned back and pulled the Mongoose into a wheelie, allowing the vehicle’s belly to take the Red’s shots until it plowed right through the hapless soldier. Applejack and the transparent Church entered the building. The sounds of battle outside grew quiet as they entered the dark heart of the Red Base. The pair turned a corner and entered a moderately sized room where they found their enemy. Captain Hayworth was sitting in the center of the room on a huge throne that appeared to be made of hundreds of melted down rifles.

“Where’s Pinkie?” Applejack demanded, stepping forward.

Hayworth simply leaned on one arm as he sat upon the very uncomfortable looking throne, light glinting off his crown of knives. “There is no one called Pinkie here.”

Applejack rolled her eyes. “Fine, where’s Edgar?”

Chuckling darkly, Hayworth rose from his throne, his tarp/cape hanging limply behind him. “You wish to free Edgar? Very well, I can take her out of the hole if you wish, but it’ll be your funeral!”

“You keep people in holes? The fuck is wrong with you?” Church asked.

“Nothing’s wrong with me, I just discovered the greatest weapon of all: fear,” Hayworth spread his arms. “The fact is, Edgar isn’t a person. Edgar is a concept: if you can take away a person’s name, they’re yours! And how do you do that? Through fear! You may call it crazy, but it works! Before today, Jack and his ilk would never have crossed me, all thanks to fear! Fear brought about by the concept of Edgar!”

“We don’t care about yer crazy mumbo-jumbo! Let her out right now!” Applejack ordered, glaring furiously at the Mad King.

Hayworth simply sighed and shook his head. Nevertheless, he moved toward a hatch in the floor. “You still don’t understand, do you? Edgar’s not in the hole to hurt Edgar. Edgar’s in the hole to protect you!”

Hayworth reached down and opened the hatch, revealing nothing but a dark hole. “You don’t need to free Edgar… you need to fear Edgar!”

Suddenly, something leapt out of the darkness of the hole, and all at once Applejack was beset by a familiar pink form. Pinkie Pie pinned Applejack to the ground, her straight mane covering her right eye and a maniacal grin on her muzzle.

“P-Pinkie?” Applejack gasped beneath the pressure of her friend’s hooves. “W-what are ya doing?”

“There is no Pinkie. Only Edgar, and I have a secret!” Edgar leaned closer and whispered tenderly into Applejack’s ear. “The Mad King sends his regards!”

Applejack struggled and fought with all of her might, but she was unable to take Edgar’s pressure off her chest. She’d come so far: fought timberwolves, changelings and helped defeat some of Equestria’s greatest threats. It seemed inconceivable that one of her best friends in the world would be the one to finally finish her. Church looked on, but without a physical body it was all he could do. Sniffling, Applejack closed her eyes and let out a sob, despairing in the knowledge that this would be how it ended.

And yet, it didn’t end. Applejack waited for several seconds... and nothing happened. Slowly, she chanced opening her eyes. Pinkie Pie was looking down at her. Not Edgar. Pinkie Pie.

“Okay, no offense Mr. Mad King, but this game’s getting boring,” Pinkie said, getting off of Applejack. A familiar goofy smile adorned her face as she bounced in excitement, her straight mane inflating to its old poofy self in the process. “Oh, I know! Let’s play ‘Cops and Crooks!’”

The entire room was silent for a second. And then another.

“... What?!” Screamed everyone.

“You were really good in your role though, Applejack!” Pinkie giggled. “Those looked like real tears!”

“You were… uh, mighty convincing yourself, Pinkie!” Applejack croaked, wiping her eyes with a shaking hoof.

The Mad King was fuming. “Edgar! Enough of this charade! Kill her! And whisper my name as you do it!”

Pinkie Pie looked over her shoulder at Hayworth. “You weren’t bad either, Mr. Mad King. Though, I think you were maybe just a tad overdoing it with the evil speech!”

“Stop it! Do my bidding! You are Edgar! Always Edgar!

“No silly, I’m Pinkie Pie!”

Hayworth stammered for a moment. “But… how can this be? I indoctrinated you!”

Pinkie Pie turned around and looked at Hayworth sympathetically. “Nope! You only tried to make me crazy. But you need to know: I had a crazy A.I. in my head for a while. That was way worse than anything you could do to me! Still, you were trying really hard, and I didn’t want you to feel bad that you couldn’t break my mind, so I just pretended to be Edgar for a while!”

Captain Hayworth just stood there in awed silence, something inside him having clearly broken. After a few moments, Hayworth shook the cobwebs from his head and regained control.

“Very well! I guess some problems can only be solved with delicious, delicious murder!” Hayworth happily exclaimed, pulling out a Battle Rifle from his tarp/cloak.

The Mad King raised the weapon at Pinkie and Applejack, but before either side could react, a figure appeared from around the corner behind Hayworth.

“Surprise mothafucka!” Jack exclaimed as he ran toward the Mad King… and fell right into Edgar’s hole in a clatter of armor. “Ow! Goddammit! Fuckin’ hole!”

With a sinister laugh, Hayworth turned around and looked down at the bearded Blue at the bottom of the hole. “Hi Jack!” he greeted pleasantly. “Or should I call you Edgar?”

“Dick!” Jack replied venomously.

“That was convenient. I literally didn’t have to react in any way!”

“Sure about that, Hayworth?” Applejack asked.

Hayworth turned around just in time to see the backside of the farm pony as she gave him a good hard buck in the pelvis with her hind legs. With an “oof,” Hayworth fell backwards and disappeared into Edgar’s hole, his crown of knives falling from his helmet to the ground in front of Applejack. She, Pinkie and Church all approached the edge of the hole and looked down. It was hard to make out either man in the darkness, but they could see a red form lying on his back in the center. A slow, deranged chuckle escaped Hayworth.

“I’m in the hole…” Hayworth said like a man who had just seen the light. Slowly, the Mad King’s laugh grew in volume and in insanity. It wasn’t a gleeful or triumphant laugh, but one of pure madness. “I AM EDGAR!!! AH HA HA HA HA HAAAA!

As Hayworth continued laughing, Blue soldiers entered the base from all of its entrances, victorious on the battlefield outside. Donut was with them, and together all of Jack’s men surrounded the hole and pointed their weapons at the laughing king within. Even as Jack was pulled safely out of the hole by one of his men, Captain James Hayworth continued to laugh.

“I have an idea,” Church said. “Let’s get my body, get a Warthog, drive out of here and forget all of this ever happened!”

“No argument from me, Church!” Applejack said. She then turned to the Blue Lieutenant with the big red beard protruding from his helmet. “Thanks fer yer help, Jack! Couldn’ta done it without you!”

“No, thank you,” Jack said. “For giving us a purpose again!”

With their goodbyes said, Church, Donut, Applejack and Pinkie Pie turned and walked out of Red Base, Captain Hayworth’s laughter growing fainter with distance. After the stress of battle and the darkness of Red Base, the quiet sounds of running water and the light of the sun was rather nice.

“So your name’s Donut?” Pinkie asked the man in pink.

“Yep! Franklin Delano Donut!”

“Pfft! Your name is silly like Caboose! I like it!”

“Yeah, Pinkie Pie is a pretty silly name too!”

“I like your pink armor, Donut!”

“Actually, it’s more of a lightish-red!”

“Looks pretty pink to me, and believe me: I know pink!” Pinkie Pie giggled. “If your armor isn’t pink, than my name is Lightish-Redie Pie!”

As the man and the pony continued their conversation, Applejack looked at the ground and let out an anxious breath.

“What’s up?” Church asked.

“Nothin’. Just… anxious to get goin’ is all,” Applejack said. It wasn’t a lie. She just left out the reason why she was so anxious to move out. “Jus’ hang in there, Rares…” she muttered.


Once again Rarity found herself sitting beneath the stone arch making up the entrance to the human camp. Things were different this time though, and it wasn’t just that the sun was setting, casting the desert sand in an orange glow. Rarity was being watched by a human in white armor and an Elite in blue. She held the Fire Ruby in her hooves and stroked it gently. The gift from Spike gave her some comfort. Captain Eberle lay beside her.

The woman was injured and weak, but alive. Rarity had begged and pleaded with her captors to give Eberle some form of medical attention until finally the human guard left and came back with a small white pack with a red cross on it. It was only a quick fix, but Eberle seemed to rest easier afterwards.

“I thought I told you to go…” Eberle finally said. They were the first words she’d spoken since the two of them were captured.

Rarity smiled. “I’ve never been great at following orders. Guess I’d make a pretty bad soldier, huh?”

“Well, you showed one quality of a good soldier,” Eberle said. “Why’d you come back anyway?”

Rarity didn’t answer right away. Truthfully, she didn’t know herself. “It just… seemed right. I used to think everyone in Project Freelancer was bad, but… I guess things aren’t that black and white.”

The two sat in companionable silence for a while before Rarity once again became aware of the vigilant stares of their captors. She held the ruby in her hooves tighter. “So… what’s going to happen to us?”

“They’ll probably want to question me about what I know,” Eberle said. “I am, after all, the only one here who knows what’s in that temple. Not sure what they want with you, though. They’ve probably just never seen anything like you before.”

At the sound of approaching footsteps, Rarity quickly fired up her horn and put the Fire Ruby back in her pocket dimension. An Elite wearing purple armor approached the camp. It appeared to be the leader of the Elites working with CT. Unlike the others, it wore a helmet that entirely covered its face, with a few blue lights where its eyes would have been. It exchanged a few hushed words with the human guard, who then turned to address them.

“Alright, you two. On your feet! Smith’s taking you to see the boss!”

Rarity climbed to her hooves and turned to help Eberle up. Much to her surprise, the wounded woman was able to climb to her feet all on her own, using only the stone arch as support. Eberle gave Rarity a reassuring pat on the shoulder.

“We’re going to be fine, okay?”

Rarity nodded and she suddenly found herself feeling much more confident. Part of it was Eberle’s unexpected show of strength, but another part of it was a very devious idea forming in Rarity’s mind. She couldn’t help but let a grin spread across her face.

“Don’t worry about me, Captain,” she said. “I’m no stranger to being held captive and… well let’s just say I know a few tricks!”

Rarity and Eberle walked side by side as the purple alien designated “Smith” walked behind them, keeping his strange alien needle weapon at their backs. Smith led them around the ruins until they came within sight of the Elephant Behemoth. The Insurrectionists appeared to be using the massive excavation vehicle as a mobile base, and had spent most of the remaining day trying to pry open the temple door with it. Rarity and Eberle could only hope that their attempts were fruitless.

They finally were led up the rear ramp serving as the back entrance to the vehicle. To their immediate left was a ramp leading up to the second level where the pilot’s cabin was located. Just ahead of them was an interior area with a large computer screen taking up the left side. A man in white armor was operating the control console. On the screen were several rows of text that Rarity couldn’t quite make out, but it was the image beside the text that drew her eye.

An image of what looked like a round metal eye that was concave on the sides and front rotated in place on the center of the screen. CT then emerged from behind the screen and glanced in Rarity and Eberle’s direction before glaring at the man operating the console.

“Close that file, you idiot! Our guests are here!” CT chastised through gritted teeth.

The other man wasted no time in pressing a button on the console and the image of the strange object disappeared from the screen. CT turned and approached his hostages. Rarity took a breath and did a few jaw exercises.

“Well, I must admit you’ve done a fine job training your men, Captain. They’re really making it difficult for me to get what I want!” CT said with no shortage of disdain in his voice.

Good, they haven’t gotten into the temple yet. Rarity thought.

“And just what do you want, CT?” Eberle asked. “Because you might be disappointed with what you’ll find.”

“The only thing I want is to tear down your project for everything it did!”

If there was a time for Rarity to enact her plan, it was now, “May I say something real quick?” Rarity didn’t give them a chance to answer. “This arid desert air is simply terrible for my complexion! I’ve been sweating all day and am simply rancid! I would need a nice warm bath first if I am to answer any questions!”

CT gave the pony a quizzical look. “Uh… what?”

“And another thing! You haven’t given us any food since you’ve captured us and its been, what? Four hours? I haven’t eaten since midday and am simply famished! We need food, preferably something low in carbs. I do have a figure to maintain, after all!”

“Enough!” CT ordered.

“What are you doing?” Eberle whispered.

“Just trust me!” Rarity whispered back before continuing. “And really, would it kill you to bring us some water? We are in a desert, after all, and need to stay hydrated!”

“Shut up!”

“Now, that is no way to speak to a lady! You could have at least said ‘Miss Rarity, would you please shut up?’”

Shut up! Stop your whining or I’ll…”

Rarity grinned, she had him right where she wanted him, “I’m not whining, I’m complaining! You want to see whining? THIS is whine…”

A loud gunshot interrupted Rarity, making the little white unicorn jump. Her heart now pounding, Rarity looked down at herself and sighed in relief when she realized she hadn’t been shot. Then Rarity heard the sound of armor collapsing beside her. Rarity looked over and saw Eberle lying on the floor with a hole in the front of her visor, a steady stream of blood dripping out of it.

With a horrified gasp, Rarity held a hoof to her mouth as she suddenly found it incredibly difficult to breathe. She felt sick, as if some worm in her stomach was trying to slither its way up her throat and out of her mouth, but she forced it down. Her eyes began to water and she had to keep blinking to clear them. Rarity then looked over at CT, and saw the man holding a smoking pistol in his right hand.

“W-w-why did you…?” Rarity whimpered and tried not to vomit, “I-I thought you needed to question her…”

“She couldn’t have told us anything we didn’t already know…” CT said, lowering his pistol, but to Rarity’s horror, he didn’t put it away entirely. “Your presence, on the other hand, is bringing forth a lot of questions…”

CT turned to face her. Rarity desperately tried to back away but only bumped into Smith, who sent her tumbling forward to CT’s feet with a painful kick. She whimpered and gagged as she realized how close she’d landed to the puddle of blood forming around Eberle’s corpse.

“P-please… please I don’t know anything…” Rarity cried.

“That’s a likely story,” CT scoffed. “You think I don’t know who you are?”

Despite the horrible nausea fighting to pour out of her into a disgusting mess on the floor, Rarity was suddenly confused. CT did seem to recognize her when they first met, but how could he possibly know about her? She was just a fashionista in a small town! Well, that and the Bearer of Generosity.

CT continued, “You’re her aren’t you? The protégé!”

A light suddenly switched on in Rarity’s brain. This man didn’t know her at all! He thought she was somepony else entirely!

“N-no! I’m not the Princess’ student! Twilight, she’s…”

“Bullshit!” CT grabbed her by the horn and forced her to look up at his terrifying brown helmet. The pain elicited another whimper from Rarity, and she glanced at the pistol in his other hand. “Why else would a unicorn of Equestria be here? The Princess sent you to cover her tracks, didn’t she?”

“W-what?”

CT apparently misinterpreted her confusion as surprise, as a dark chuckle escaped him. “That’s right, I know all about you and your Princess’s little joint project with the Director!”

With another painful jolt, CT released his grip on Rarity and stood up straight. “We’ve been investigating Project Freelancer and all of its investments for years now!”

CT then briefly looked away and his venomous tone gave way to one more of melancholy. “I admit, we’ve had a few… setbacks in the preceding years…” CT returned his gaze to Rarity and with it, his menacing tone. “But make no mistake: I will not stop until we’ve buried Project Freelancer and everyone associated with it!”

With the conversation ended, Rarity was led back to the camp. When she reached her spot beneath the stone arches and Smith left her under the watch of the guards, night had fallen completely. It was only when she looked at the spot Eberle had previously occupied that the unicorn at last emptied the contents of her stomach onto the sand.

Author's Note:

I don't know why I keep traumatizing ponies like this. Is there any pony left who's not suffering now? Anyway, only two chapters left of Act 2!

Next time: The gang confronts CT and Princess Celestia talks about cake!

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