• Published 30th Apr 2022
  • 403 Views, 14 Comments

Rainbow SatAM - MLPonyPals



Living life as a part of a rebel alliance is hard, but Rainbow finds a way to make things way past cool!

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Sonic (Rain)Boom

It was the dead of night. Smoke and smog filled the air of what was once the peaceful city of Canterlot, home of the royal sisters, and the capital of Equestria. It was none of those things anymore. The once beautiful architecture of the Canterlot buildings were gone. Most, if not all, were crumbled to the ground, along with anything else relating to the previous rulers of Equestria. Though the fates of the sisters themselves are unknown. But that's okay, since nopony was going to question it anyhow. In a world ruled by Sombra and Chrysalis, all followed their orders, and theirs only.

Except for a few key exceptions.

Deep underground Canterlot, unbeknownst to they tyrannical overlord, the remaining bearers of the Elements of Harmony, lead by Princess Twilight Sparkle, were beginning to make their move on his empire.

A loud woosh was heard as Rainbow Dash, the fastest flier in all of Equestria, and element of loyalty, bolted her way through the twisting labyrinth of the Canterlot sewers.

"Woo-hoo!" she whooped. It felt good to go fast again, even if it was only for a short while before they had to go all sneaky and stuff again. She glanced behind her, noticing her group mates beginning to fall behind. She then promptly stopped before turning around.

"Come on, slow pokes!" she chuckled. "I'm getting gray hairs over here."

Twilight flew over, with AJ on her back. Once she caught up to Rainbow, she promptly slid AJ off as she sighed. (Earning an oof from the farmpony.) She sported a black, sleek, form fitting magic proof outfit, thanks to Rarity. They all did.

"Rainbow, I thought we've talked about this." she stated. "It may have only been a while since Sombra's initial take-over and Canterlot, but we don't know he's been up to since than. He may be watching us right now. You've gotta-"

"I know, I know." Rainbow cut off, waving Twilight away with her hoof. "Be more careful, stop being so brash, blah blah blah." Twilight made a face, and opened her mouth to speak before Applejack, (who was now back on her hooves), cut in.

"Look, sugarcube. Ah' know sneak and stealthy ain't really yer' thing. It's more of Pinkie's thing, really."

"EXACTLY! So why didn't you guys bring her inst-"

Rainbow's response was promptly interrupted as AJ stuffed a Macintosh in her mouth.

"That ain't the point." AJ said firmly. "It may not be yer' thing, but Pinkie and the others just ain't as combat ready as we are. That's the reason we left em' behind. Right now, we need you to do what you need to do. Besides, who better for this sort of thing than the element of loyalty, right?"

Rainbow sighed as her gaze went from Applejack to Twilight, both staring at her softly. She sighed in defeat.

"All right." she decided. "What's the plan?"

Applejack and Twilight brightened. Twilight reached into AJ's saddle bag as she pulled out a small watch like device. She put it on her hoof as she tapped on it thrice, causing it opened a hologram of Canterlot. Similar to the map of Equestria back in Twilight's old castle. Except this also included ponies' current locations, and revealed the underground tunnels they were in. Rainbow's jaw fell to the floor.

"WOAH!" she cried. "It's like the map from your castle!"

Twilight smirked in Rainbow's direction. "Yeah, it is. I don't quite know how it works, but Pinkie made it. Er, she got it? But even then that doesn't make much..." Twilight quickly shook her head free of any distractions as she turned to Rainbow again. "You can ask Pinkie about the entire thing, (if she decides to give you a straight answer.), but long story short, it's supposed to be a condensed version of the map from the castle. Showing only the place where we are. To keep things simple."

Rainbow raised her eyebrow. "Pinkie made that? Sweet."

Applejack cleared her throat. "Look, I admit all these nifty do-hickeys are cool and all, but can we keep things focused here? Clock's ticking."

Rainbow and Twilight's faces grew serious again.

"Right, of course." Twilight said. "AJ. There should be two more of these in your saddle bag."

AJ began to shuffle through her bag before pulling out two more watch devices. "These are wrist communicators." Twilight elaborated. "Also somehow created by Pinkie and decorated by Rarity. Press the screen once to activate and deactivate. Twice for emergencies. Thrice for map." Applejack and Rainbow latched the watches on their hoof as Rainbow silently hyped herself up.

Twilight gestured back to the glowing, holographic versions of them on the map. "We're here. Just in front of what used to be Canterlot Central Park." she explained. "Neither Chrysalis or Sombra care for wildlife, unless it's hostile, so there shouldn't be many guards nearby. Our goal is to get here." She pointed to a big warehouse that none of them recognized. "They've been expanding their empire. This is where he gets his main shipments of things. We take it out, and we can slow him down. Even if for a while"

"And then they have to focus more on replacing the lost supplies, giving us more possible openings!" Rainbow finished, confidently. "Then what are we waiting for then, we've gotta juice and show Sombra who he's messing with!" She surged forward to the nearest hatch, but before she could make it out, Applejack bit on her tail, pulling her back.

"Hey, AJ? What's the big idea? Are we getting this done, or are we getting this done?"

"No," Applejack corrected. "Me and Twilight are shutting the warehouse down. You're on lookout duty."

Rainbow's face fell. "But-"

She looked over at Twilight for help.

Her hopes were crushed though as the alicorn gave a sigh.

"Look, Rainbow." she started. "We decided it was the best choice. It's not that we don't need your help. We do, which is why we brought you. It's just...you're a bit too brash at times. Not that it's a bad thing, but... it kinda makes you more noticable, which isn't what we want."

Rainbow looked down at the ground with a sigh.

Applejack frowned.

"Look, Dash. We'll beep you up if we get any unexpected company. Which shouldn't be for too long." the farmer cracked a small smile.

"Yeah, no, it's fine." the pegasus replied. Forcing a smile. "You two go on ahead...I'm fine."

Before Applejack or Twilight could say anything more however, Rainbow had already left, leaving the signature colored trail in her wake. Applejack glanced at Twilight.

"She'll come around. Eventually."


Twilight could only gawk in horror at what had become of her childhood home. The Canterlot that she remembered and grew up in was torn to shreds. The excuse for "Central Park" that she and AJ had found themselves in was practically burned to the ground, and no trace of animal life seemed to remain. Things didn't get any better the farther they went. Sombra memorabilia had been erected where statues of important historical figures once was. Clover the Clever, Starswirl, and most of all; Celestia and Luna.

But one thing irked Twilight Sparkle the most:

The crumbled remains of what once was the Canterlot Library.

She knew even if they managed to beat Sombra and Chrysalis, the image would haunt her nightmares. The smell of burning paper and binding, bookshelves toppling over as the roof and walls caving in on themselves as the flames grew higher in intensity...

So many lost memories.

So much lost knowledge.

So many destroyed BOOKS.

Applejack gave Twilight a comforting pat on the back.

She told Twilight visiting the Canterlot Library would've been a terrible idea. Sure, it was on their route to the warehouse, but she knew how much books meant to her, and there was a fat chance that Sombra would keep it standing. Especially considering the many history books recounting his failures. Suddenly, something caught her eye, as she pulled Twilight into a nearby alleyway, and into a dumpster.

"Applejack, wha-"

"Ssssh!" The farmer shushed, popping open the dumpster lid a crack, pointing towards the sky. Twilight strained her eyes to see, but she began to realize what AJ had seen. A small speck of greenish color in the night sky. That was getting bigger. And bigger. And bigger.

The Changelings

Chrysalis landed first, her troops remaining airborne, waiting her command. She glanced around the area, seemingly sensing that Twilight and Applejack were there. The two mares in question held their breath as Chrysalis just barely passed them. She turned to her changeling troops.

"Find them." she ordered. "They're here. I can sense them...Now SEARCH!"

With that, the changelings dispersed, flying in all directions. Chrysalis glanced around once more. "I know you're here, Princess Twilight. And no doubt your little friends aren't too far behind. I will find you!" she monologued, spreading her wings, and taking to the skies in the dead of night.

The pair in hiding watched her leave before concluding it was safe enough to climb out.

"That was a close one, Applejack. Nice save." Twilight whispered, brushing herself off.

"Too close, if you ask me." the farmer answered back. "We lucked out on that one, Twi. If we had hid anywhere else, she probably would've smelled us out."

Twilight shook her head. "She still sensed us. We're on borrowed time right now, we've gotta get moving and fast."

Applejack paled. "Speaking of fast..."


Rainbow Dash sat against the wall in one of the many tunnels that made up the labyrinth that was the underground of Canterlot. It had been fun flying through them for a while, but she soon came to the relization that every tunnel practically looked the same. Not much varied between them, if anything. Just some pipes, eerie lighting, a bunch of dirty water, concrete tunnel ways. If she was lucky maybe there'd be a valve or two, or some overgrown vines, or some cobwebs. She sighed to herself.

"Why did I have to get stuck with lookout duty?" Rainbow lamented. "Again, why couldn't they have just gotten Pinkie to do it or something? And what am I even supposed to be looking at down here!? There's nothing but a bunch of dirty water, pipes, and rats! This is perhaps the most uncool-"

Whatever Rainbow was going to say as she was interrupted by a beeping from her wrist communicator. Aw great. She thought. Twilight and AJ are here to gloat and stuff. Her spiteful train of thought was interrupted though when she realized what specific type of signal she was getting. A big, red, emergency symbol. Before the pegasus could do anything else though, she was once more cut off by a blast of green energy striking the communicator head on, disactivating it and giving Rainbow a shock. Both literally, and figuratively.. She snapped to her right to see who, or what it was that had snuck up on her..

Changelings. A whole big group of them too.

"You are herby under arrest by the authority of Queen Chrysalis, Rainbow Dash!" the first one hissed.

"Put your hooves in the air!" snarled another, as their horns charged with the hum of magical energy.

*Rainbow's mouth curled up in a smirk. "Now things get interesting."

Before the changelings could do anything, she had once again turned tails and rocketed back down the tunnel path.
She dodged large beams of magic being fired at her, as the changelings scrambled to give choice. Rainbow glanced behind her and found that more changelings had joined the chase, as they followed her every turn. She turned her attention back to her watch and attempted to contact AJ or Twilight again. The watch began to beep weakly before being blasted again. She looked up as her eyes widened.

"All attempts of escape are futile!"

"THERE'S MORE OF YOU!?" Rainbow growled. She bobbed and weaved corridor through corridor, hallway after hallway. Yet her pursuers stayed on her tail. Rainbow glanced back behind her again, the mob of determined changelings still after her.

"Gee, I'm surprised you guys haven't lost me yet. I'm kind of impressed." she joked. She dodged a large blast of magical energy. "But it won't stay that way forever..." she chanted, as she took a sharp right turn with a Sonic Boom, scattering and disorienting the changelings behind her.

She gave a small sigh of relief as she watched the changelings stumble away from the shockwave. Her relief was incredibly short lived however, as she was struck in the flank by a giant blast of magic, sending her tumbling into the sewer water below. Soggy and wet, she looked upwards and found large hoard of changelings grinning down at her, fangs bared.

"Just because this makes my job more interesting doesn't mean I want this. Not anymore, anyway."

She jumped out of the way of incoming fire as she attempted to take flight again, before landing face first back into sewer water.

"What the..." Rainbow's eyes widened. She was to wet to fly. A large rumbling was heard behind her as the changelings she had previously thought were long gone swarmed their way towards her, angrier than ever. Not helping that she was now being assaulted from above. Too wet to fly and too little time to dry them. Big problem. She quickly turned around and bolted her way back down the sewers as fast as she could on hoof, still dodging the onslaught of magic beams from behind and above.

"Looks like running by hoof will have to do," the pegasus decided.

"I'm pretty fast on hoof anyway, with the Running of the Leaves and all tha-"

Rainbow ducked as a changeling attempted to tackle her from the side.

"But there's a reason that wings are banned during those contests," she grunted, taking a hard left.

"Everypony knows that unless you're Pinkie Pie, there's no outfunning somepony with wings. You're faster in the air than on the ground-"

A giant changeling beam from above missed her by a hair.

"Unless..." Rainbow's eyes it up as she found just what she needed.

"It's the end of the line!" The changelings hissed. "There is no where to-"

The changelings stopped in their tracks as they saw Rainbow Dash with a triumphant smile on her face, shaking her feathers dry, as she held onto a big red valve.

"You put YOUR hooves in the air!" she proclaimed. "Or I'll turn this valve all the way and see what happens!"


Twilight glanced back at Applejack.

"How are attempts of contacting Rainbow Dash?" she asked, as she peered around a corner.

Despite the setback of Chrysalis nearly finding them, she and the farmer had succesfully

"It ain't happening, Twi." the farmer whispered back. "It's like trying to herd cats. Honestly, ah think we made the wrong choice here."

Twilight looked back with a sad look on her face. "I do too. I hope she isn't too angry with us. What were we thinking, leaving her down there? She could've been our eyes in the sky. Instead she's probably somewhere sulking." she sighed, before shaking it off. "Let's just hope she comes around, Applejack. Besides, Rainbow would never leave us behind..." Just then, noise caught the alicon's ear, as she and AJ quicky ducked inside what Twilight could only imagine used to be a toy store. She peered through the shattered windows as she noticed two familiar figures by the warehouse entrance. Her eyes widened as she realized who they were.

"Is that..."

AJ's eyes widened as well.

"Sweet Celestia. Twi, it's Big Mac and Shining Armor."

Indeed it was. There, guarding the entrance, was Big Macintosh and Shining Armor. Eyes glowing green and purple. The signature colors of Sombra.

"Ah can't believe this..." Applejck whispered, still slightly distraught. "This whole time ah...ah thought he was gone. Along with Granny, and poor Applebloom! Wait...if he's here, then the rest have gotta be too!"

Twilight's eyes widened like plates as Applejack practically dove out of their hiding place. She quickly lit her horn and pulled her back. "AJ, what are you doing!?" she asked frantically.

"Twilight, let me go! Ah've gotta save my family!" Applejack restorted.

Twilight grimanced. "Big Mac's already been mind controlled, Applejack. How do you expect to get him out of it?"

"Maybe Big Macintosh has already crossed that line, but Applebloom and Granny may still have a chance!" the farmer fumed back.

Twilight rubbed her forehead with her hoof. AJ was really ticking her off. "Oh yeah?" she asked, bitterly.

"Then what are you going to do when you do find them again, then!? What if they have already been brainwashed too!? What's gonna happen then, AJ? Well I'll tell you, AJ. You'll be trapped. You're gonna be BUCKED, and everything will be for NOTHING!"

"I'VE GOTTA AT LEAST TRY!"

...

The next few moments were of pure silence. Twilight released Applejack from her magical aura, causing the farmer to drop to the floor in a heap, crying silently. Almost on instinct, Twilight pulled AJ close, both feeling terrible. Terrible for what was said. And terrible for what had happened.

Terrible about each other's sacrifices.

No words were exchanged but the message was clear.

I'm sorry.

I'm sorry for what's happened.

I'm sorry for what I said.

I'm sorry for everything.

But you don't have to worry anymore.

We're in this as a team.

The roof was then promptly blasted open, breaking the moment and earning a scream from the two mares as they shot up into semi-passable battle stances.

Chrysalis cackled manically above them.

"Aw, how sweet. You two were having a little heart to heart." Chrysalis taunted them.

The two mares growled.

"So it was you!" Twilight accused. "You set up Big Macintosh and Shining Armor to guard the warehouse in hopes one of us would crack, allowing you to find us!"

The changeling queen could only cackle. "Only in part, Princess." she said the last part with venom and hatred. "It was such a shame having to break up the moment too. It was so delicious."

Applejack cringed at the thought of Chrysalis 'eating away' at her emotions during her breakdown.

"But," the queen continued. "After hearing your oh so, overdramatic cries, me and Sombra have decided to have a deal with you."

Twilight quickly whipped around frantically. "SOMBRA!? HERE!?"

Chrysalis laughed even harder. "Oh of course not. This deal was decided before had. Besides, do you really think that Sombra would drop everything he's doing to deal with little pests like you?"

"You're one to talk." Applejack yelled back. "If we're such 'little pests' that don't deserve any of Sombra's time, what does that make you then? His messenger bird? Oh, sorry. Didn't mean to diss the messenger birds like that."

Chrysalis seered with anger as she fired a large beam at the duo. (Fortunately, Twilight is pretty knowledgeable about force field spells at this point.)

"QUIET!" Chrysalis roared. "Last chance," she hissed. "Your precious family members' lives in exchange for the location of the Elements of Harmony! We know you and your pesky little friends know their location."

Twilight and Applejack gulped down their fears and worries.

"W-well, you're gonna have to do a little harder than that to get us to hand over the elements to you!" Twilight challenged.

"Oh I wouldn't be so bold, Twilight Sparkle..."

Twilight and Applejack were now horrifically aware that Shining Armor and Big Mac had been teleported by Chrysalis and were being suspended in midair next to her.

"I am capable of marvelous things."

The nearest sewer hatch then burst open.

Chrysalis dropped her hold on the two stallions and spun around.

"WHAT!?"

She watched as her changeling troops were blasted out of the sewers and flying through the air.

"What in tarnation..?" Applejack whispered to Twilight as she watched the changelings continue to fly out of the sewer top one after another. She glanced over to Twilight who had a big smile on her face. And then, it clicked.

Chrysalis spun around, angrier than Twilight or Applejack have ever seen her.

"WHAT. WAS. THAT!?" She screamed at them.

"Something 20% cooler!"

Suddenly, Rainbow Dash erupted from the sewer herself, filling the night sky with her bright, rainbow colors. And neither Twilight or AJ could be any happier.

Rainbow dove downwards as she flew past Chrysalis and scooped both Applejack and Twilight onto her back.

Chrysalis screamed in rage, as she took to the skies.

"IF MY MINIONS CAN'T TAKE CARE OF YOU, I'LL DO IT MYSELF!" she roared, flying after Rainbow Dash at impressive speeds, rapid firing the strongest spells she knew, trying to hit Rainbow, or even just knock Twilight or AJ off her back.

"Hey, Rainbow Dash?" Applejack asked, flinching as a spell barely missed her head. "You don't think we could fly any faster, would ya?"

Rainbow snorted. "Of course I can. I just don't want you two falling-"

"DIVE, RAINBOW, DIVE!" Twilight screamed.

Rainbow glanced back behind her as her eyes widened, she just barely dodge the giant magic beam Chrysalis had shot at them.

"Twilight, can't you just make a forcefield or something?" She grunted.

"You're moving too fust! I can't make a stable forcefield at speeds like this!"

"I WILL KILL YOU THREE," Chrysalis screamed, diving after them. "AND THEN, I'LL DEAL WITH THE REST OF YOU AND FIND THE ELEMENTS MYSELF!"

Applejack turned to Rainbow. "All right, we've done our little shindig, now let's gat movin'!" she panicked.

"Wait, the warehouse! We haven't-Augh!" Twilight barely ducked her head in time.

As Rainbow dodged and weaved through the Canterlot streets, she suddenly got a quick idea. She quickly made her way to the warehouse before she began to rise, higher and higher into the sky, Chrysalis still following them up.

100 feet...

200 feet...

300 feet...

"Rainbow Dash, what do yah think you're doing!?" Applejack asked.

"Making a compromise." she responded. "Might wanna hold on tight you two!"

And then, she dove back down. Faster and faster and faster she went, the furious changeling queen still in hot pursuit. The warehouse roof got closer, and closer. Applejack and Twilight holding on for dear life. Then, Rainbow pulled back up into the sky, as the sky exploded with a loud BANG.

A Sonic Rainboom.

And Chrysalis had gotten the full force of it right in the face.

Rainbow Dash gave a whoop for joy as she sped through the sky, lighting up the night with her spectacular Rainboom. All three gave a sigh of relief. Applejack looked over at the now disappearing form of Canterlot, as it got smaller and smaller.

"We may have made it out today," Applejack started, "but ah can only imagine what might be in store next time. Knowing Sombra and Chrysalis, this was just a test run." She couldn't get the image of Big Macintosh out of her mind. She could barely imagine what was in store for them, or the fate of their friends and family.

Twilight put a hoof on Applejack's shoulder.

"Don't worry about." she offered. "We're in this together. We're like...family."

"Yeah AJ," Rainbow cut in. "We're here for you."

Applejack smiled.

"Oh, and Dash? We think we owe you an apology..." she said.

"Yeah." Twilight agreed. "We both do. It wasn't right of us to cast you aside like that. We both have our strengths and weaknesses, but that shouldn't define who we are or our limits. It was blind of us to see it that way. Just because your wreckless shouldn't mean that you shouldn't be allowed to help. We forgot how crafty you can be. Sorry."

Rainbow Dash blushed slightly. "Aw, thanks guys. But, uh, what's all this 'crafty' nonsense?"

Twilight's face scrunched up. "You now, being crafty. Strategizing. Like your plan with the changelings in the sewer...?"

Rainbow scoffed. "Oh, that? I had no plan when I did that. I just found a valve and pushed on it. I had no idea what was going to happen or what I was gonna do afterword."

Applejack laughed as Twilight buried her face in her hooves.


Sombra sat from his throne as he watched Chrysalis attempt to wobble up to him, still disoriented from the rainboom blast.

"Tell me," he started, face shrouded in darkness. "How did the pegasus slip past you and 'your' chaneglings?"

"I've already told you," Chrysalis told him bitterly. "Are you deaf, or just plain stu-"

Large, black glistening crystals suddenly protruded out of the ground, only inches from her neck. She shut up instantly.

"Say it again," Sombra darkly continued. "I want you to say it again until it is firmly planted in your tiny bug brain. So, how did she get past you?"

Chrysalis took a step back and gulped down her pride.

"T-the sewer system. She came through the sewer system."

"So she snuck past us with the sewer system."

"Yes, King Sombra."

"THEN SEAL IT!"

Sombra brought his hoof down onto his throne with a slam.

"I want the sewer system sealed. Contaminate the water, lock the hatches, fill the place with concrete. I don't care what you do. And don't even think of double crossing me, you insolent little pest. I'm the only reason you have your changeling subjects back again, and I could just as easily take them away. Do you understand?"

Chrysalis nodded before disappearing in a flash of light.

The overlord watched as the rainboom and rainbow faded away into the night sky.

"It seems I have underestimated you and your friends, Twilight Sparkle. But don't celebrate too soon. Things have barely just begun."

Author's Note:

And thus it begins! This was an idea that popped into my head while thinking of chapters for my other story, "Crashing the Party". I was surprised nobody has done this before, so I made it. Your welcome. I even made a custom Sonic SATAM styled title card!

:rainbowkiss: