Guardians of Equestria

by Silverwind Blade

Lessons

Bells rang as an alarm throughout the streets of the city, an underlying backdrop to the constant din of screaming voices, crashing destruction, and low rumbling explosions. The smell of burning hung in the air with thick, black smoke as ponies ran or flew away from the commotion as it roiled and rolled through the city of Fillydelphia. With a grinding, groaning screech, one of skyscrapers, already tilting and leaning against an adjacent building, collapsed into the street, a billowing cloud of grey dirt, smoke, and dust roaring outward, scattering ponies in its’ wake.

Hooves drummed against the asphalt of the paved streets as the towns’ resident garrison of guardsponies were called up into action. The assault had taken them completely by surprise, the tide of creatures breaking over the city like a living tidal wave, laying waste to anything that tried to stand in its way, hunting down ponies wherever they stood, fled, or hid.

"Form ranks!” The guard captain bellowed. The guardsponies clad in their armour, pulled out of storage as they had reported in from their civilian lives in chaos, looked nervous and uncertain, grim expressions on their faces.

"Unicorns, ready your spells. Pegasi, stand ready. Earth ponies, ready your spears!”

The ponies in question formed units; spellcasters readied battle-spells and shields in order, while Pegasi took to the air, prepared with crossbows. Phalanx squares of earth ponies levelled their spears and hardened their expressions.

The Hollow Things charged through the buildings. They leapt, scurried and bounded from ruin to ruin, swarming over surfaces. Their hunting cries were eerie, warbling, distorted screeches and wails, bursts of white-noise static mixed in with high-speed clicks and buzzes. Clawed feet of some kind of gleaming alloy skidded on pavement, sending up sparks, and their smooth carapaces gleamed under the early-morning sun, dull grey and black, broken only by a shimmer of hexagonally-patterned red webbing. Eyes like embers looked to the ranks of ponies, their expressions fearfully blank and empty.

The Royal Guard were well-trained, this was true. But for the majority, those who formed the rank-and-file when need came, they were mostly militia, mostly volunteer forces. And above all, they were Equestrian Ponies. Peace was their way of life, and the pursuit of friendship and harmony, not of fighting and battle. Which was why they stood to, and the commander called out in a magically amplified voice.

“This is you last chance! Surrender now, and we will be lenient. We will discuss terms and negotiate, just tell us what it is you want”.

Silence ruled the air for a moment, broken only by buzzes, clicks and chirps between the array of slowly shifting monsters, their sounds as distorted, eerie and mechanical as their appearance. Finally, one of the larger ones, one of a few of the cart-sized individuals among the masses, yet still smaller than the ones that towered barns, stepped forward, claws rasping on the asphalt. Without even opening its’ muzzle, it spoke in a voice that was all grinding, machine-like sounds. Masculine, but equally undercut or almost sounding like it was over-dubbed or dual-linked with a similarly distorted and warbling female voice simultaneously.

“All we want is you. We want your magic/essence/life force. There is… no negotiation. You must comply, or be destroyed”.

The larger being was lost as the crowd of creatures, numbering near-hundreds against the fifty ponies that had reported in looked like the last stand, rather than the first encounter.

“Stand ready!” the captain called out, in a voice that wavered. The ponies stomped armoured hooves and bellowed out with a neighing ‘HO!’

Heads tossed and ponies snorted. Horns lit with a glow of magic, while spearheads flashed to life with magic. Before the guards could do anything, the Hollow Things made their move. Their armoured bodies twisted and unfolded, panels sliding aside. Modules slid into place, and glowed with auras of shifting energy and light.

“Guardsponies, Att-”

Scything beams of energy lanced from the Hollow Things bodies. The largest creatures stalked on their spider-esque legs into view, rippling waves of concussion running along the carapace of their backs as they blasted projectiles into the air. Shadowfeather commander of the pegasus contingent followed the projectiles as they arced up, shouting to try and keep his ponies under control as they scattered, diving to help family, friends, co-workers and neighbours as they screamed or moaned in pain from the weapons fire cutting through them. But his eyes stayed skyward as the projectiles reached their parabola. With a dull thump, the single shapes split into many, a droning whine growing as they dropped earthward; each a long, nail-like spear of matte-black alloy.

“Run!” he screamed down at the unicorns and earth ponies “RUN!”

The unicorns blasted beams at the oncoming Hollow Things, razor-straight lances of magical energy slashing through the air. And in the instant they made contact, they disapparated into nothing, the magic absorbed into shifting patterns of colour across the carapaces of the oncoming horde. The Earth pony units levelled their spears, rallying back into formation, and blasting a fusillade of mana bolts toward the approaching beasts, but it may have well been harsh language for the little it slowed them down. The unicorns projected shields, forming an interlocking wall of shimmering force. The Hollow Things crashed against the wall of force. The hexagonal grids of red glowed and their mandible jaws gnashed.

Splintering cracks formed across the wall of shields, as the unicorns poured more of their magic into the shields, as they felt it drain, being pulled away by the mass of Hollow Things, howling and shrieking at the defenders. The titans behind them gave creaking bellows and moans, smashing their feet into the ground. Bracing themselves, they tilted the modules alongside their bodies, angling them up slightly, before unleashing a barrage of firepower. Shadowfeather flew upward as the concussions of numerous explosions battered and hammered at him, the concussive waves buffeting him upward and scattering the rest of the pegasi in all directions, and obscuring the rest of the guardsponies under billowing clouds of thick black smoke laced with fiery orange flames and arcing webs of magical lightning.

Even as Shadowfeather struggled upward, he could feel the draw on his magic, sapping strength from his wings, forcing him to struggle against gravity and haul himself upward to regain lift, speed, and power, even as his comrades fell away below him, clawed out of the air as the smaller Hollow Things leapt from the architecture around them, were ensnared by Titans, or the airborne, sleek creatures plucked them out of the skies like birds of prey.

Horror and shock tore through him as he watched, sliding into a hover to look back, fighting with his underlying desire to run and his training to stand and fight. Titans volleyed fire into buildings and structures. Bestial creatures knifed through the streets, stalking down the fleeing ponies and… He was sure. He could see their magic being pulled from them in shimmering waves and patterns of energy and light, twisting through the air between the creatures and the ponies themselves. The bodies of the Equestrians twisted and convulsed into unnatural shapes, bodies bending into twisted shapes of agony as the light went out of their eyes, fading along with the colours of their coats and their cutie marks. Pegasi fell from the skies to tumble along the ground like discarded sacks of potatoes, limbs snapping and twisting. Unicorns staggered as shuddering wrecks of themselves as they struggled to run, or to fight, before they collapsed like puppets with cut strings, the light gone from their eyes and their horns.

Fighting wouldn’t help, but there was one thing he could do that was his duty. He could spread the word. Spreading his wings wide, he turned and flew south, towards the distant peaks of the Unicorn mountains, and Canterlot.

At least flying into the wind, it blew the tears from his eyes.

Twilight paced slowly down the length of the throne room. Her eyes roved across the stained glass windows, and her thoughts wandered with them. Each of the pieces of intricate glass artwork displayed a moment of triumph, either over a villain or for Equestria as a whole. And many of them showed her and her friends. Over the decades, they had shaped Equestria’s history and course through their triumphs and achievements, from their defeat of Nightmare Moon and the return of Princess Luna, all the way through to the defeat of Chrysalis, Tirek and Cosy Glow.

The alicorns’ thoughts were in a whirl; this was the first incident they’d faced since her ascension to the throne; although smaller things had happened. Border skirmishes and the occasional wild beast harassing a town or village, or the occasional friendship problem had come up; but there had been nothing on the scale of their previous trials. This issue - potential issue - with Discord, and what Celestia and Luna had reported as ‘a darkness sweeping through Equestria’, could this be some new villainous force?

The purple alicorns’ eyes moved across the figures rendered in the loving and ornate designs on the windows. It was, she thought, a testament to her experiences and a sign that she’d aged that she wasn’t panicking about the unknowns or writing a dozen, dozen checklists. Instead, her thoughts were quietly exploring possibilities and drawing on memories as she paced.

The pacing she couldn’t help; she was anxious, there were things she wanted to do, and that her friends wanted to do, but they all had to wait. And their impatience to act was infectious.

Her reverie was interrupted by the tall doors to the room swinging open on one side. Twilight turned as she heard light hoofsteps on the tiles of the throne room floor, and gave a small smile as she recognised the young filly; she would of course. Not only was the pretty young filly her niece, she was also her personal student of magic. Of course, being an alicorn, it was little surprised.

“Aunty? Is everything all right? I was waiting for you in the courtyard to start our lessons for today, and you didn’t turn up”

“Flurry Heart,” Twilight answered with a sheepish smile, bowing her head. “I’m so sorry; I got so preoccupied with all the things that have been happening over the last few days that I must have forgotten to send you a message to say that our lesson today is cancelled”.

The white-furred alicorn pouted sadly and poked at the tiled floor with one forehoof. “Awww… and I was excited for today. You were going to teach me about teleportation”.

“I know,” Twilight said, stepping closer to ruffle her young niece’s bouncy purple-and-blue mane. “But we’ll have to wait for now. I’ll try and schedule Moondancer to cover some lessons for you while I take care of things, and we’ll move onto advanced techniques when I get back from dealing with what’s come up”.

“That’s all right, Aunty Twilight, I like having lessons with Moondancer. Although, I’ll miss you being away, of course. And I do enjoy our lessons too”.

“Of course, Flurry,” Twilight answered with a grin, unfurling one wing to boop her on the nose with a feather. “And I enjoy our time together as well. Although, don’t forget to have Spike send your parents a letter soon. And make sure to include a hello from me to your mom, too”.

Their discussion was cut off as Rainbow Dash burst into the room, an alarmed expression on her face, Applejack and Pinkie close on her heels. “Twilight!” Applejack cried out as she skidded to a halt. “Ya gotta come quick, we got more news!”

“And it’s not good,” Rainbow said, stretching out both forehooves in a pleading gesture. “Whatever this dude saw, it messed him up pretty bad! He’s hurt all over, but he still asked for you, Twi!”

“Come on, I left him with three of my greatest feel-better-get-well-ouchie-gone cupcakes, but I don’t think they’re going to help him for long - he needs some way more serious help than even the best baking can manage”.

“Let’s go!” Twilight said sternly, nodding in the direction of the door.

“Twilight!” Flurry Heart called out, concern in her voice “What about me, let me help!”

The Princess of Magic paused a moment, before nodding firmly. “All right, Flurry Heart. But, do exactly what I tell you, all right?”

“Yes, Princess,” she replied, taking on a serious expression, and galloping along with the rest as they headed through the polished stone corridors of the palace and out into the morning sunlight.

“This way!” Rainbow called, pulling ahead and guiding them onto the East Lawn, where Rarity and Fluttershy, along with a pair of Royal Guards. Twilight drew to a halt and quickly surveyed the scene. Rarity had - with her ever-present fabulous generosity - produced a couch, and laid the object of everyone’s attention upon it. Twilight cast her eyes over the pony, ears flattening back in agitation as she looked him over. He was an athletically muscular pegasus stallion with a dusk-grey coat and a denim blue mane and tail, much of his features hidden by the armour her wore - or, at least, the remains of it.

“What happened to him?” Flurry Heart gasped from his side, eyes wide. Twilight shook her head in amazement and confusion as she looked him over. The normally immaculate golden-coloured bands of barding along his body were dented, split and twisted. The underlying padding and chainmail were ragged and torn, and he’d lost his helmet somewhere along the way. The wounds he had received were what really caught her attention though. Long, ragged burns, on his flanks and sides, the flesh around them cooked red and charred and smeared with ash from the burned-away hairs of his coat. Shrapnel wounds patterned his left shoulder, the red of his blood dried a dark crimson in his coat, and his sides heaving with short ragged breaths.

“All right,” Twilight said, and lit her horn, magic weaving through the air. “Rarity, can you use your magic to sew the wounds closed? Flurry Heart, you remember the spells I taught you for healing, use them on his haunches. Rainbow, fly into the city and to the hospital, fast as you can, and get a doctor here”.

“Got it!” the rainbow-maned pegasus said tersely, before taking off with a blast of air from her blurring wings, leaving a rainbow trail behind her. Beside Twilight, Rarity grimaced as she lifted a needle and thread into the air, while Flurry heart, looking more pale in the face than normal as her horn flared to life. A cloud of shimmering light grew at the tip of the spiralling cone jutting from her forehead, before it drifted over the form of the pegasus. It dissipated into a cloud of motes, sinking down through the air to rest atop his damaged body, sinking through his armour with no apparent resistance. He flinched briefly, breath catching and settling to become slightly more relaxed, a sigh slowly easing out of his muzzle as his muscles relaxed.

“Good work, Flurry,” Twilight murmured, though the tension in her voice was obvious. “Move onto the burns, but keep the sedation spell ready, he might need more once we’ve finished the treatment”.

“O-of course,” the younger alicorn replied, wings part unfurled with her agitation, and fighting down the panic she felt rising. Twilight couldn’t blame her; while the older alicorn knew the ins-and-outs of the basic levels of medical and first aid magic, her use of it in practice had been limited to minor day-to-day injuries; simple sprains and cuts, rather than the array of damage in front of her now. This was more like an accident victim, or the stories of battlefield triage she’d read about in old books. Twilight took a deep breath, performing the technique Cadance had taught her years ago, taking a deep breath in and holding it as she bought one forehoof to her chest, and then letting it out as she swept her leg outward slowly, and then went to work with her magic.

It was a few hours later, and the pegasus had been moved to the hospital. The aid that Twilight and the others had given had been critical, according to the Doctors at the hospital, and had stabilised the pegasus, whose name had turned out to be Shadowfeather. Records had been consulted, and he had been found.

Now, Twilight and her friends had assembled in the throne room, along with the former Princesses, who had bought the seven of them up to date with the information from Luna and Celestia’s dreams, and vice versa the message from Discord and the heavily wounded Shadowfeather was another piece of the puzzle.

“Did Shadowfeather say anything before he passed out?” Celestia asked, looking to the other ponies. “Anything that might help? I can’t imagine that this could have been any kind of coincidence, after all”.

“He said he was coming from Fillydelphia,” Rainbow Dash answered, looking up at the snow-white alicorn. “I met him up in the air; I could see how poorly he was flying and that he was wounded, and he held onto me and spoke as though it was the most important thing he’d ever said,” her forehooves moved subconsciously to where she’d scrubbed bloody hoofprints out of the fluff of her chest fur where he’d clutched onto her. “He told me that flying things, almost like machines with what they were made of, but like ponies or griffons too, had chased him as he’d run, trying to get the message to Canterlot about what was happening. They attacked him, but he managed to fend them off by flying through a nest of Quarray Eels. They hurt him pretty bad before that though, and the eels did a number on him too. It took all the rest he had to get here”.

“Fillydelphia,” Rarity said with a look to the others. “That’s not far from Hollow Shades at all… and that can’t be a coincidence, surely”.

“None of this sounds like a coincidence,” Luna said firmly, stamping one forehoof and shaking her head. “We must investigate, find out what has happened to Fillydelphia, and get word from any other settlements in the area. If some force is sweeping across Equestria, we need as much information as possible so we can act and fight back!”

“He didn’t get a chance to say much more,” Dash said shaking her head and taking on an annoyed frown. “But he must have seen something if he was trying to get the word out, right?”

“Of course,” Twilight said with a nod. “And it must have been important if he thought he had to come all this way to let us all know. Fluttershy,” she said, turning to the yellow pegasus. “Will you and Pinkie go to the hospital, and when Shadowfeather wakes up, listen to his account of what happened at Fillydelphia? It will be important that we have all the information”.

“Okie dokie, Twilight! And I’m sure he’ll want a friendly face there when he wakes up, too. And me and Fluttershy are the friendliest he could hope for!”

“I’m counting on it, Pinkie,” Twilight said with a grin to the bouncy earth pony, who gave an enthusiastic grin in reply, before bouncing away with Fluttershy giving a shy but confident smile and gently flapping away in Pinkies’ wake.

“Celestia, Luna - you have more knowledge and experience than almost anypony. Would you know of anything like this that might have happened before, or any kind of creature that could do this? And could you start researching into it in the library, and especially the Royal Archives?”

“Of course, Twilight,” Luna answered with a smile. “My sister and I are at your disposal,” Celestia added, leaning down to wrap Twilight in a fond hug, one that the smaller - though now, not as dramatically - alicorn gladly returned.

“Rarity, Applejack, Rainbow Dash, Spike - you all are coming with me. We’re going to go north to investigate. Whatever we find, we’ll send a message back to Celestia immediately so we can be prepared.”

“That all sounds great Twilight,” Applejack answered, getting to her hooves. “But, might ah make one small suggestion?” she tilted her hat back with one hoof, as Twilight nodded and bid her to continue, a curious expression on her face.

“Well, y’all made a great plan there. But normally, we go runnin’ into these things and have ta pick up the pieces afterward, gettin’ our friends and the like to help us when the chips are already down. Seems to me that we might be better gettin’ ahead of ourselves for once. Why not send the word out right now, have everypony - every creature - ready an’ waitin’ should things go sour?”

“Applejack’s right, dear,” Rarity added with a fond smile. “I hope as much as all of us that it does turn out to be something small and that we can deal with promptly and with as little mess as possible. But on the other hoof, it doesn’t hurt to be prepared, does it?”

Twilight hesitated, before giving a shrug of defeat and a bashful smile. “You’re right of course, girls. And that’s why I have you as my advisors and my friends. Rainbow, can you send word to the Wonderbolts, and get them to send the message out to everypony? Get the Guard mobilised, and also get word to our friends in Ponyville, and to the Pillars as well”.

“Done in a flick of a feather, Twi!”

“All right. You go ahead, and then meet us at Fillydelphia - the three of us will go ahead on the train.”

Rainbow gave a jaunty salute and blasted away in a polychrome haze. Applejack and Rarity nodded and smiled to Twilight, heading to gather their luggage for the trip, while Twilight turned to face the elder alicorns.

“While I’m gone, I’m leaving you both in charge. It’s not that I don’t think I’m coming back, I just need somepony-”

“It’s all right Twilight, I can speak for both of us when I say we understand,” Celestia replied. “Now isn’t the time for you to worry about that kind of thing - do what needs to be done. Ponies will listen to us if anything needs to be done right away, and we trust you to do your part too”.

“Good luck, Twilight,” Luna added, stepping forward to give her a brief, but warm hug. “Be careful; whatever is out there, from what I experienced in the dream realm, it is more dangerous than I can communicate in words. Be on your guard, and be prepared for danger and for battle.”

“I will, Luna. Thank you both!”

Twilight teleported away with a burst of light and sound, leaving the two sisters in the throne room. Celestia turned to look at the single throne that now occupied the dais at the rear of the great hall with a wry smile and a shake of her head.

“Here we are again, sister. Although, now it feels like we’re the ones out of place, despite the many years we spent here”.

Luna placed one forehoof on her sisters shoulder, following her gaze. “Fret not, sister. Even though we’re not in charge, protecting Equestria and its’ citizens has always been our role. Even if our part in it is somewhat lesser than it used to be. But I fear, deep in my soul, that this evil will take every creature that lives here to be stopped. And that you and I shall be needed as much as Twilight and her friends before this is through”.

Celestia bowed her head, eyes closed, and wings unfurling to drape over her sisters back in a light hug of reassurance. “As much as I wish it were not so, and as much as it pains me to say it, I have a sinking feeling you may well be right, Luna. And that before this is through, the butcher will have his toll of all Equestria’s creatures. Regardless of the peace and harmony we have all tried to build for Equestria, and how we have desperately tried to steer her away from war and violence”.

Author's Note:

This is the story I wrote this year for NaNoWriMo. It's only the second ever fanfic I've written, and the first that isn't smut. It's a lot more like what I usually write, compared to the smut I have written, actually, and I hope you like it.
It's still a work in progress, as 50,000 words wasn't enough to finish it - so please stick with it if you're interested.

There are some AU elements, such as the Pony of Shadows back-story and origins being somewhat different to what was shown in the show. But hopefully it won't be too distracting or upsetting for anyone reading.
Positive and constructive critical feedback is welcomed.