Friends until the bitter end: Rebirth

by Carmine Prophet

The stage is set

To team twos advantage small barriers rose from the walk way as CELL troopers started arriving on other walkways.

"GET TO COVER!" Shining armor yelled taking the term from blackwatch. Team two began returning fire with whatever they had left.

(Take me down to the river beend...)

Myxine looked and drew some of the others attention to a door at the end of a hallway. When they looked they saw a unicorn, Pegasus, and two earth ponys sprinting towards them. However they noticed when they got closer these stallions were absolutely massive the same height and size of Agent Orion and had grotesque glowing green and orange tendrils sprouting from there necks to there shoulders. When they reached the end of the hall they leaped into the air and as the massive stallions neared them they noticed a strange translucent green and red trail coming from there body's.

The Stallions ground pounded the platform as they landed blowing them back. Now that they were closer they could see that they each had a symbol on there armor that resembled a CO in side of a triangle. Each of there arms were bare and the Princesses noticed the marking given only to the ponys put into maximum security Breeding camps.

"Orion's." Valencio said as he shouldered his weapon, and curling his fingers as he raised his fists.

"Phase three, Volenters for project orion." the white armored earthpony said as he slammed his fists together before he too raised his fists. Just as he did that the door at the end of team two's walkway exploded outward revealing two stallions in bulky white mechanical suits, And in between them was the stallion Team three had seen in the garage. He lowered his weapon as his helmet then began to fold in on itself revealing a grey unicorn stallion with green eyes and white mane.

(Take me down till the fighting eee-ends...)

"Dark sword." Celestia gasped in shock.

"You know him Celestia?" Chrysalis asked cautiously not entirely trusting that she knew this stallion.

"He used to be my best student before Twilight and Eventually became Solar guard captain before shining armor."

"What happens?" shing asked raising his crossbow.

"He became fed up with the way the males were treated at the time, But when he asked for my help I refused and he disappeared."

"Princess, because of what we used to have i will give you one chance to surrender. I suggest you take it." He said with a heavy baritone voice.

"You know i cant do that Dark sword." The solar princess said with sadness in her voice. Her most promising student had cirtenly fallen from grace.

(Wash the poison from off my skiiin)

"vary well celi, She's mine, gunnfodder you take Luna, Shock jock you take cadence, Duglas take the queens, Sam take the Orion. Cut'em down boys." he said before his helmet returned to normal and armor and horn started glowing yellow and he sprinted at the solar princess before starting to teleport towards her avoiding incoming fire from the other balcony's. The two others thrust there right arms to there sides prompting cylinders to extend from behind there bicep and passed there arm as they grabbed a handle and lifted the weapons in there direction and began firing.

"Sup bitch!" he taunted as he appeared slightly above the solar princess and throwing a punch at her which she gracefully but naroly avoided.

In return Celestia charged and fired a spell at her former "star pupil" only for him to teleport and grab one of lunas Knights from behind and use her as a shield before snapping the burning mares neck and lifting his Typhoon and firing a bust in her direction. To this the solar Princess raised a shield taking the hit before firing a beam of concentrated magic at him just as his armor started glowing blue blowing him on his back with a smokeing chest.

'Maximum: Armor'

(Show me how to be hole agaaain...)

"You've gotten soft princess." he said before flipping himself back onto his hooves. The Princess then spread her wings and soared into the air fireing a mixture of fire based spells. Her ex/former student dodged afew before she watched two small flaps on his back extend before he launched himself at her tackeling her onto another walkway.

(Gunnfodder)

"SISTER! WE ARE COMEING!" Luna yelled and just as she began to lift off of a massive fist sent her crashing back to the metal floor. Just as she put her arms out to stop her self from hitting the floor she felt herself be kneed in the stomach before she was grabbed by the back of her head and slammed muzzle first into the floor.

"Naah Bitch. Im'a buck you up." the pegasus said before he raised his massive hoof to stomp her head in only for her to turn to smoke as his hoof got stuck in the floor. He was then blasted by a wave of blue magic and blasted through the floor.

"HOW DARE THIE! WE ARE LUNA PRINCESS OF THE NIGHT!" she yelled in the royal canterlot voice as she stood over the hole triumphantly.

"Fret NOT SISTER! WE ARE COMING TO HEL...!?" she was cut off as a massive arm reached up from the hole grabbed her face and dragged her down the hole.

(Fly me up on a silver wiiing)

"PRINCESS!?" Rarity yelled as she watched Luna be pulled down by an enemy she thought had been vanquished.

"GET DOWN!" Cass yelled as she dive tackled Calestias student taking them both behind a barrier as AST fire tore through the air where they had once been.

"Do your job Rarity! focus" she yelled as she raised reached a hand in her direction.

"s-sure." the frightened unicorn replied before her horn glowed and another magazine appeared in Cass's hand. It turned out as a seamstress she was able to do the duplication spell with ease.

"captan on your right!" Lewis yelled before shotgunning a CELL trooper who had gotten to close to shing armor, and blowing his head off.

(Duglas)

(Past the black where the silent siii-iing...)

"COME ON PO...!" one of the changelings was cut off as its upperbody exploaded.

"hiiiiiiisssssss!" five changelings from different hives screeched/hissed before they charged the shooter only to be ripped to peaces by the two Stallions at the end of the walkway.

"NO!" the five queens yelled before charging spells to fire at the two, however just as they were ready to fire the massive unicorn slammed into the ground in front of them ruining their concentration. The six changeling royals then squared off with the so called "Super Soldier", they were about to show him he wasn't so super.

(Warm me up in a nerves glooow)

"Come sisters lets show this foul what he has done." Chrysalis said coldly as the horns of the six changeling royals started to glow. The Orion responded with the green and orange glow of the tendrils on his back increasing. He then cracked his knuckles before letting out a war cry and charging the queens and Nymph.

(Shock Jock)

"your mine." a new voice said as they watched the "Orion" unicorn "superman" punch Cadence before catching her by the front of her head and slamming her into the cold steel of the floor.

He stood from his crouch to come under fire form a mixture of crossbow bolts and magical energy from Shining armor. he responded by turning around taking out his sidearm out in the process and returning fire. The royal guard captain took a round blowing his horn off, he fell to his knees in pain clutching the fragmented stump of where his horn had once been. Shining then scrambled for a weapon his vision blurry from pain, then heard something clatter in front of him before feeling something and when he looked he saw it was one of the blackwatch rifle a SCAR if he remembered correctly and next to it was what blackwatch had called a Typhoon, as the unicorn looked around he saw that the all of the blackwatch troopers still had there weapons but when he flipped himself onto his back he saw Raptor leaning over the railing of the balcony he was only his bow. The two looked at each other for a moment before the two finally nodded to one another in mutual understanding and respect.

(And drop me down to the dream beloow....)

"D-d-don't you dare, turn your back on me!" Shing yelled as he tucked the stocks of both weapons under his arms and leveled them at the Orion who was about to attack his fiance before unleashing a storm of led at the massive stallion. The stallion recoiled from the shock and pain before punching the floor and tearing out a peice of paneling before throwing it at shing armor. Who without the ability to make a shield to protect himself was sliced in two. He looked down at where his lower half used to be as his inerds began to spill on the floor in a pool of blood. Shing armor glanced to cadence before looking up to Raptor who had seen the whole thing before muttering.

(Cause i'm oonly a craaack...)

"Take care of her." as he closed his eyes he felt the darkness take him.

"SHINING!" both twilight and Cadence screamed. However twilight was immediately knocked out cold with a devastating punch to the side of the head. However before the Orion could punch the Pink alicorn his fist was stopped by a magical shield.

(In this caastle of glaaass)

"HOW DARE YOU!" Cadence screamed as the shield rapped itself around the orions hand before lifting him up and slamming him back down several times before slamming him against the walls a few times before an incoming missile forced her to dodge and release her grip. She responded to the guy with the JAW by snatching him from his perch on the 25th floor and letting him fall to the ground. She turned back to her opponent who had just cracked his neck before popping his dislocated arm back into place before raising his hands.

"I-will-kill-you." Cadence said coldly a way similar to how Raptor spoke when upset.

(Sam)

(Hardly aaany thing left, for you to seeee...)

"Lets go, Fanatic." the phase three orion yelled as he started running towards Valencio who braced him self after shouldering his "bolt gun".

"I will suffer not the existence of the traitor." the phase one orion said as the two supers soldiers collided with the force of two MAC trucks colliding head on. Valencio then pushed with all his might, forcing his large adversary back until he had enough room to superman punch him. Before elbow dropping his chest and lifting him over his head and throwing him over the side before following after him.

"Not now, 'Crash!' not ever." valencio said coldly as he raised his 'Bolter'.

"EAT BOLT GUN!" 'dudududududu...'

(For you to see...)

(Starnes)

"Don't worry Princess Luna i'm coming!" Starnes yelled

'Warning incoming threat.' Second said prompting starnes to jump backwards and avoid a strange whip like device. He quickly slung his rifle and shifted his arms into his blades. when he looked to where they had come from he saw a stallion with a strange aproatis on above a SPEC-OPS CELL uniform. The whip then retracted before it started to glow orange and started to emit heat lines. The two then squared off as starnes shifted his armor to a mixture of the nano suit and blackwatch armor with out the helmet or goggles/mask.

(Bring me home in a blinding dreeaam...)

"Alright Evolved, lest see lets see if you stand up to phase four." the now identified Phase four Orion taunted as he extended his whip before his left arm erupted in black, green, yellow, and orange tendrils and a blade similar to his replaced it.

"A'ight bitch, lets see what you've got." Teshan said as his armor started to glow yellow.

'Maximum: Speed'

(Threw the secrets that i have see-een...)

(Connor)

"Whats the matter Boy?" Conner heard as he was thrown into the wall by a phase four with a a CELL AST. The AST operator as a female Batpony who was absolutely kicking his ass.

"GET SOME, GET SOME, GET SOME, GET SOME!" He yelled as he fired his hurricane as the white armored mare, who in turn moved her armored arm infront of her as a shield unfolded itself from compartments in the side.

The evolved continued firing as the mare began advancing on his position while she moved her left arm around and began returning fire before the secondary weapon of her AST emerged from behind her shoulders they were two weapons he had never seen before ther resembled a series of tubes connected and began firing forcing him to leap from the platform and land on another. But not before he destroyed her right arm mounted weapon a type 2 tornado.

(Wash the sorrow from off my skiiin...)

'CRASH!, CRUNCH'

He landed on a platform with five Griphions and landed on the sixth before tearing them to peaces with his hurricane. Connor let out a chuckle as he watched there blood and guts spill onto the floor before the tornado he had destroyed landed on a survivor who had gone unnoticed. When he looked up he watched the AST operator on the platform above him reach behind her and take hold of something before jumping down and crushing a steam pipe below her. As the mare's silhouette rose in the steam an orange line appeared and when she stepped out Cooper could see that the object she was holding was a sword. Well to be more precise a helicopter blade with a handle attached to one end with a red hot edge.

"well shit." Conner said as his Hurricane began firing before his grenade launcher exploded after being shot by one of her shoulder weapons. She took a burst from his hurricane before raising her shield and began walking sideways toward him dragging her sword behind her.

(And show me how to be hole agaaain...)

(Jameson)

(Cause im only a craack..)

'eyes up Delta'

(in..)

'Warning hostile nanosuit detected' Second warned

(This...)

'CARSH!'

(Castle of glaaass...)

Lamar leaped to his hooves bringing his Bow to bear drawing an arrow in the process. When he turned he saw a Spec-ops Cell complete with nano suit but what got him was that he was completely unarmed.

(Hardly any thing leeft)

"Lets skip the pleasantries." the Spec-ops Cell said as his arms shifted into a mass of black and red tendrils and were replaced blade on his right and a large arm that looked like it was made of spiked rocks. The two evolved then squared off as Lamars shifted into his sleeveless helmetles blackwatch uniform before his arms erupted into a mass of tendrils and when they receded his hands consisted of three red and black stubby claws no longer than three inches.

(For you to see..)

"AAUGH!" a griphon yelled as he charged passed the Orion only to be punched by Lamar and be ripped to peaces. to be more precise after lamar moved his arm to punch it extended to where the griphion was and the end of his arm bunched up and split apart, when that made contact with the griphion his body exploded as black and red glowing tendrils attached themselves to the floor and walls of the large room as his body was ripped apart. Bits of the body were in different locations, his leg was on one end of the tendril while his right arm was on the left underside of the tendril.

(For you to seeeee.)

"Lets go..." lamar said as he rook out his bow and drew an arrow. After all he could finally use a weapon with one of the evolved powers.

(Cause-im-ooonly a craaack-in-this caaastle of glaaass-hardly-aaany-thing-eeelse-I-need-to-beeee-eee. Cause i'm oooonly a crack in this caaastle of glaaass hardly aaany thing leeeft for you to seeee. For you to seeeeeeee... for you to seeeee!)

"Quann"

Author's Note:

Here we go people.

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