• 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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Entropy (Part 1)

Twilight now had no idea why she thought saving Blueblood would be a good idea at the time. Besides, the entire point of the mission was to infiltrate one of Sombra's factories and blow up his generators until she and Rainbow saw him being chased by a big group of changeling gaurds, screaming how 'he wasn't a criminal and thus didn't belong in a jail cell.'. Maybe it was the hope that he wasn't such a royal pain in the ass anymore, Or maybe it was the fact that it was the right thing. Well Twilight sure as hell didn't know or remember, and absolutely, positively, regrets her decision right from the get-go.

"Well, my word!" Blueblood said, overly loudly. "These bush branches are getting all over my coat and mane!"

Twilight cringed as she noticed a changeling guard glance in their direction.

Ever since their first siege on them, it seems that Sombra and Chrysalis had decided to up their game, increasing security around the place as much as possible. They'd even managed to block up their old sewer entrance almost entirely in concrete. How they managed to do that was impressive.

"Are you even listening to me?" The prince continued, "Ponies, these days."

Twilight gave a small growl as she jabbed Blueblood in the ribs, shutting hip up.

She watched as the changeling began to creep closer to their hiding spot, before turning around and heading back to it's patrol station. She breathed a small sigh of relief.

She glanced over at the stallion next to her as she shot him a glare.

"Alright, Blueblood," she started.

"Look, we things aren't the same anymore. I know you assume you're still all high and mighty because you're Celestia's nephew, but that only makes you an even bigger target. And don't lie. Based on how we found you, you are in not in a good position right now."

Blueblood opened his mouth to speak, before deciding against it and shutting up again.

Twilight peered back out to scan the area again. Not too many changelings present, but no Rainbow either.

She glanced back to Blueblood again.

"Since our first siege on him, it seems that Sombra and Chrysalis have been increasing their defences. And we can't expect things to get any easier. The least you could do is help us out."

Blueblood seemed to ponder this for a bit, before nodding and sighing reluctantly.

Twilight gave a small smile before she began to creep her way out of their hiding spot.

"Alright, the cost is clear. With Rainbow scouting the area at the moment, we can't exactly risk an encounter with the Changeling guards. They'll be bound to catch onto us soon, so let's get going."

Blueblood's eyes widened.

"What? I thought you were here to rescue me. Not force me to go on some suicide mission with-"

Twilight glared back to the prince, now incredibly annoyed.

"Either you come with, or you can stay in that bush and eventually get found."

Blueblood opened his mouth to speak once more before a loud siren began to blare throughout the city, causing Twilight to turn and bolt off. The prince wisely followed.


Rainbow tore through the city streets at blazing speeds, with changeling gaurds in hot persuit. Yeah, maybe the entire point of the mission was sneak and stealty, but even now, that still wasn't exactly her style. And besides, being all bold and brash had it's upsides. For one, it made her days in Canterlot during their sieges a lot more interesting than they otherwise would be.

Rainbow took a sharp right, causing her pursuers to smash through a window of "Joe's Donut Shop". What was left of it, anyway.

Rainbow could only laugh. "Is that all you've got, ya bedbugs?" She hollered at them. "I've had more trouble from ordinary fruit flies than you guys."

She ducked as a a slime-like substance was thrown at her.

Rainbow watched as the goop on the wall quickly solidified. "Woah, is this the junk you make your cocoons are made of? Talk about way past disgusting!"

Rainbow quickly flew out of the way as six more slime balls and magic beams headed her way.

"Hey, what is this, a game of dodgeball at the gym?" she asked. "Someone tell the referee to blow the whistle, because i'm pretty sure toxic chemicals aren't allowed."

The changelings howled in ominous laughter. "Sorry, we don't have a whistle on us." one taunted back. "...but maybe an alarm could fair just as well."

The alarms blared, echoing throughout the Canterlot streets. As Rainbow flew down the road, she watched as more Changeling guards and troops seemed to pop and appear seemingly out of nowhere. But it wasn't just them.

Rainbow gave a scream as a Timberwolf lunged at her from the shadows. It slashed at her, tearing through some of her stealth suit's padding. Rainbow sped past it, fortunately not injured, but still spooked her none the less.

Man, the pegasus thought. Sombra really decided to go all out. I mean, Timberwolves? Honestly, I'm not even gonna lie right now. That's actually kinda smart.

She glanced behind her to find the Timberwolf giving chase to her, along with Changelings in hot pursuit. She quickly tried to swerve them off her. She managed to lose the changelings, but the Timberwolf persisted.

"Come on!" she groaned.

Rainbow quickly turned around as she kicked the Timberwolf with enough speed and power that sent it flying off it's feet and into a wall, knocking it out cold. She cringed.

"I hope Fluttershy doesn't hate me for that if she finds out..." she whispered awkwardly.

"I'VE FOUND A PONY REBEL! Troops, she's in Quadrant 3, Sector 4! Hurry!"

"Shit."

Rainbow blasted down the streets once more, leaving the changeling who had suddenly appeared in her dust. But she knew that with reinforcements most likely coming, that wouldn't last very long.

Okay, I might've missed things up this time. the pegasus admitted to herself, Let's just hope Twilight has a better time with Prince Charming.


"Alright, this way."

Twilight quickly turned a corner as she dragged a now terrified Blueblood behind her. The prince had become filled with terror as his situation set in. He was being treated like a wanted animal. His social status as the nephew of Princess Celestia didn't matter anymore. Not when there was practically a bounty on his head.

This was probably a turn for the worse though, because the once pompous prince had become a scared, blubbering, screaming mess.

But that's not too bad, right?

Twilight wiped the sweat from her forehead. as she gave a sigh.

So much for 'not affording to get caught' she thought.

She glanced up ahead from behind a metal post of an overhead bridge, the shadows keeping her hidden. She was tired, and her stealth suit was ripped. Fighting hoards of changelings is no easy task. Made even worse considering that Rainbow was still missing and Blueblood was no help at all.

Twilight quickly ducked down again as she attempted to contact the pegasus once more, to no avail.

She rubbed her head with her forehoof. as she activated her watch holo-map instead.

"Alright, Blueblood." she started. (The prince gave an 'eep' in response.) "According to this map, one of Sombra's new weapons factories is up ahead. Our goal is to get in there, and shut it down."

"Eh?" Blueblood asked. "B-but why would we need to do that? W-wouldn't it be a lot better if we were to leave this terrible place? Y-you may go and get captured if you like, b-but I for one would like to get to somewhere safe where I am actually treated with the respect I rightfully deserve and-"

He was cut short when his muzzle was held shut by Twilight 's magic. She gave him a look that rivaled that of even his Aunt Celly, and quickly glanced around before back to him.

"You don't deserve jack shit if you keep acting like the coward you're being right now, Blueblood." she hissed at him, finally fed up. "If anything, I think Rainbow Dash is more fit to have 'the respect and things you rightfully deserve', because she at least is fighting for a better future, rather than hiding in the corner like a royal baby. Now, come on."

The purple alicorn then turned around once more and, after making sure the coast was clear, made a break for the factory entrance.

Twilight heard the prince yelling as he stormed off, but at this point, she could care less.

Once she got to the entrance, she wasn't surprised to find it mechanically locked. Heavy duty at that. Though, she was surprised to find it left completely unguarded. Thus, leaving her feeling a little uneasy. No time to dwell on that though. Fortunately, Pinkie had given her watch a few 'upgrades' to help out.


Twilight glanced around her cottage bedroom worriedly.

"Where is..?" she quickly tore open one on her dresser drawers as she shuffled inside, before she slammed it closed again with an exasperated groan as she ruffled her mane.

Where had she put her wrist communicator? Her and Rainbow were already behind schedule when Rainbow decided take an incredibly long nap beforehand, and they were supposed to have started their attack on Canterlot again hours ago! New info had recently been received of Sombra starting a new machinery factory, and was planning something big., so their job was to swoop in and wipe it out.

Well so much for that.

The alicorn gave a loud yell of annoyance as she toppled onto her bed.

Until her bed gave an OW in response.

Twilight's eyes widened as she launched up and whipped around to look at the intruder in her bed.

"Hi Twilight!"

Twilight relaxed when she realized it was just Pinkie Pie.

And then she realized it was Pinkie Pie.

"PINKIE PIE!?" she yelped. "What...I...how..."

Pinkie gave a loud laugh as she fell of Twilight's bed in a giggling heap.

"Twilight..you should have seen your face!"

Twilight gave a sigh as she watched the pink pony continued to giggle on her bedroom floor. Why did she even bother questioning how Pinkie does things anymore?

"Look Pinkie, I'd love to stay and chat, but as you probably know, me and Rainbow have got a factory to crash, and I can't find my wrist communicator..." she said sheepishly.

Pinkie sprang to her hooves.

"Oh! Why didn't you say so?" she chirped. "I borrowed it overnight to add a special new feature to help out when you get there!"

Twilight turned around as she raised an eyebrow.

"Really? What is-"

"Come ON, Twilight!" Rainbow hollowed from outside. "I'm waaiting!"

Twilight cringed as she turned to Pinkie.

"Alright, just tell me how to activate it. I'll figure it out along the way."

Pinkie's smile grew brighter.

"Just hold down the watch face. And don't worry, I've made it user-friendly!"


"Alright, Pinkie..." she muttered. "Let's hope your new upgrades work..."

She held down onto her watch until a small holographic message popped up and a robotic voice began to speak.

GREETINGS, Twilight Sparkle.
The S.U.R.P.R.I.S.E. artificial intelligence is now online and operational.
S.U.R.P.R.I.S.E. stands for:
"Supercomputer
User-friendly
Real-Time
Protocol
Reroutable
Interface
Scanner
Encryption decoder."

How may I be of assistance?

Twilight stared in awe at the holographic screen.

"Pinkie..." she whispered. "You and I need to have a serious talk about this stuff..." she paused as she snorted at the thought of Pinkie being serious, before shaking her head back onto the mission at hand.

"Surprise, do you think you can hack into the system and open the factory door?"

The prompt on the screen changed as a the wrist watch began to glow yellow

Targeting location...you wish to hack into Facility CA at Quadrant 3 Sector 12, correct?

"Yes."

Accessing, Twiight...

Just then, a loud crash was heard.

Twilight spun around in horror as she heard Blueblood scream at the top of his lungs, being ambushed by a giant hoard of changeling gaurds and mind controlled pony citizens.

Twilight quickly teleported Blueblood next to her as she propped up a giant forcefield around them. Changelings and ponies smashed against the forcefield, threatening to break through. Twilight could fortunately hold out, but there was only so much punishment her forcefield magic could take, especially at one time.

Suddenly, a loud boom rang out, causing their attacks to be launched from their feet. Twilight gave a grunt as a large crack was split through the forcefield. Blueblood screamed in terror. Fortunately though, there was no more need for it.

"Hey guys, how's it going?"

Twilight relaxed, before becoming filled with annoyance.

"Rainbow! Where were you?" she demanded.

The pegasus in question gave a laugh as she looped through the air.

"What? I'm here, aren't I?"

Twilight groaned. But before she could say anything, her watch gave a small ding as it flashed white, and the mechanic factory door began to open slowly.

Security of Facility CA, Quadrant 4, Sector 12, successfully breached Twilight Sally. I am now able to activate and deactivate functions within this facility. However, keep in mind we may lose control again, so time is of the essence.

Rainbow's eyes brightened as they walked through.

"Woah! Our watches can talk now and stuff?" she whispered excitedly.

Twilight smiled.

"I'll explain it on the way. You heard Surprise. Time is of the essence."

"You named your watch?"

"U-um excuse me."

Twilight and Rainbow stopped and turned to Blueblood. The prince cleared his throat before

"I do not k-know what you commoners seem to be speaking of. What wat-"

A large growling noise was heard behind them as two large Timberwolves were seen running towards them.

"Aw man! Him again? And he brought a friend to? Great..."

Blueblood screamed as the Timberwolves lunged at them.

"PLEASE DO NOT EAT ME! I AM NOT MY AUNT CELLY'S CAKES!"

"Surprise, shut the door."

The door was quickly slammed shut, decapitating the Timberwolf who had pounced halfway through the doorway.

It's head rolled over next to Rainbow Dash, as she picked it up, and gave an impressed whistle.

"Man, that was a close one..." she chuckled, before her cocky smirk deflated as she turned to Twilight. "Probably a little too close. What do ya think, Twi? Should we abort?"

Blueblood brightened as he nodded furiously. "Yes, yes! I am agreeing to that!"

Twilight shook her head.

"We can't," she said, firmly. "Not now. We're almost there, and this could really hurt Sombra's progress."

The pegasus tapped her chin in thought, before she gave a small shrug, and her smile returned.

"Well, it's your call. Let's do it to it!"


Chrysalis anxiously walked towards the throne in the middle of the giant throneroom. She shuffled a bit as she prepared to speak, before Sombra spoke first.

"Chrysalis..." he drawled darkly. "I thought we had already spoken about taking care of our...liabilities."

Chrysalis cleared her throat as she prepared to answer.

"Yes, Sombra..But-"

"It will be KING Sombra, to you!" The king roared, slamming his hoof down onto the rests of the throne. "You have lost any sort of respect I may have had for you. In fact, no. Call me SIR."

Chrysalis' eye twitched as she gave a growl.

"I will do no such-"

Sombra wheeled his throne around so him and Chrysalis were staring at each other. The tyrant's horn glowed threateningly as he leaned forward.

Chrysalis scowled, but she had no choice but to agree.

"Very well, sir."

She said the word like like it was the putrid, disgusting piece of gunk that was served to her during the Canterlot Wedding, when she was supposed to take over. She was Queen Chrysalis. She should be the one sitting on the throne!

Sombra seemed pleased as his horn ceased it's glow and he sat back in his throne, unaware of Chrysalis' thoughts or feelings, having no care for them, or her at all.

"Is there any news on the rebel's whereabouts within the city?"

"A Sonic Boom was recently performed at Quadrant 4, Sector 12 by Facility CA, most likely from the pegasus Rainbow Dash. The Princess' magical signature was detected as well. Also, an escaped prisoner under the name of 'Blueblood' has also escaped and is seemingly with them as well. Would you like for a search of the facility?"

An ominous smile then creeped across Sombra's face.

"Did you say 'Blueblood'?" he asked, as he broke into a fit of ominous laughter. "If that's who I think it is, then our job just got a whole lot easier. Because now..."

"The rebels will capture themselves."


The factory assembly room was dark, and dreary. Dead. The factory was only barely lit by the dim lights overhead. The walls were and floor were gray, and dull. The forms of the mind-controlled workers, Pony or otherwise, seemed to slump around from conveyer belt to conveyer belt. Crate to crate, with no sign of emotion. No free will.

"Man," Rainbow whispered. "I knew a place run by Sombra would be creepy, but this is just...wow. All that's missing is a giant death trap."

"There will be a giant death trap if we don't shut this place down." Twilight confirmed.

"B-but where will we go?" Blueblood whisper shouted. "This entire place is crowded to the brim, and the only exit to the hall is on the other side. They will surely see us for sure, so I guess this is as far as we can go..."

Rainbow suddenly got an idea. "But what if they don't see us?"

Twilight raised an eyebrow as she gave a smirk.

"What do you have in mind?" she asked.

Rainbow grinned back. "Something fast. Real fast."

"Is it a fast escape?" Blueblood groaned. "If so, then-"

"First, shut him up."

Blueblood was caught off guard as a sound-proof forcefield encased him in a small space. He screamed as he shrieked and struggled in protest. Rainbow couldn't read lips very well, but he was probably yelling something along the lines of 'LET ME OUT WHAT IS THE MEANING OF THIS' or 'NO DON'T SACRIFICE ME'. Tough choice.

Twiight turned to Rainbow, ignoring Blueblood's silent protests.

"Anything else?" she asked.

"So, our watches can control this place now, right?"

Twilight chuckled.

"You wish. Pretty sure it's only me though. Besides, I'm more responsible than you."

Rainbow gave a small frown, before she remembered what was more important, and she trot over to Blueblood and his little sound-proof bubble.

"Alright," she started. "I'll rush both of you to the other side and through the door as quick as I can. Just unlock the door, and turn off the lights for at least ten to fifteen seconds."

Twilight gave a nod.

"Surprise, kill the lights for Facility CA."

Then, everything went dark.

The workers stopped their movement, and it all went silent.

Suddenly, a loud whirr filled the air as the ground rumbled, before a loud whoosh cut through the air, following a slam. The lights were reactivated shortly after. The workers blinked as they glanced around aimlessly, before resuming their work.

Rainbow launched down the hallways of the corridor, Twilight on her back, along with Blueblood, screaming silently in his little bubble as it rocked back and forth.

Twilight glanced at her map as she analyzed the layout of the factory.

"Down the hall, take a right, second door to the left." she ordered. "I'll have Surprise open it to make it easier."

Rainbow did as asked, as she forced herself to a slower pace, as she made it through the open door and into the room. Once she was successfully back on the ground, Twilight hopped off her back, as Blueblood and his little bubble fell off as well, the individual inside still trembling in fear.

The room was large, and vast. There was no flooring, aside from a small bridge, so it seemed as if the room were bottomless. Tons and tons of conveyer belts were going in, and out. The room was covered in pipes, and electrical wires. And in the center of it all, at the end of the bridge, was a large, odd, rectangular machine, hooked up seemingly to everything.

Rainbow watched in awe.

"What is this, Twi?" she asked.

Twilight beamed. "It's the factory mainframe. This is it! Now we can overload this sucker."

Rainbow raised an eye. "Couldn't we have done that earlier? I mean, isn't Surprise already hacked in?"

"No, she's only managed to bypass the security. I'll have to do it manually, since the mainframe is completely diff-"

Rainbow and Twilight both jumped as a loud, ear-splintering crash was heard from behind. They both spun around to find Blueblood, standing there, not very pleased.

"NEVER, AND I MEAN NEVER, DO THAT EVER AGAIN!" the furious prince roared.

Twilight's watch beeped.

"I AM NOT YOUR PERSONAL PLAYTHING!"

It beeped twice, as the screen turned orange.

"MY SOCIAL STATUS MAY NOT MATTER NOW, BUT I AT LEASTDESERVE SOME RESPECT!"

It beeped three times, as the screen turned red.

"I DES-"

DANGER: Control of facility has been lost. The hacking progress has been resumed once more, but in the meantime, it is suggested you run.

Alarms blared, as the lights flashed red. Twilight whipped around as she watched the mainframe computer become incased with a protective outer shell,

"No!" she yelled.

Blueblood's enraged demeanor faded instantly, as changeling troops smashed through the door. He shrieked as he was hoisted upwards by two changelings and flown out of the factory.

Twilight and Rainbow could only watch as they were surrounded and caged.

Sombra's cackling laugh seemed to fill the air.

Rainbow and Twilight both growled.

"SOMBRA!" Rainbow cried. "SHOW YOURSELF! Show yourself and face us like a true stallion!"

"And why would I do that?" Sombra's voice responded. "Why would I listen to anything you say at all? You're in no position to be threatening me, Smash.

"That's Dash, to you buster!"

Sombra's laughter filled the air once more. "Perhaps right now, but I wouldn't say the same thing very soon."

Twilight's face paled, while Rainbow gave a confused look.

"What-AUGH!"

"RAINBOW DASH!" Twilight shrieked, as Rainbow was blasted at the back of her head, hard.

At that moment, the entire world seemed to slow. Twilight could only watch in terror as she watched Rainbow get blasted off her hooves, and over the railing. She tried to jump after her. She tried to catch with her magic. Take flight. She tried to do...SOMETHING. But her body wouldn't comply. She only watched in awestruck horror as she watched Rainbow fall, unconscious, smashing her head against pipes and the edges of conveyer belts on her way down. The fastest flier in Equestria was finally too slow.

Twilight watched. She watched as Rainbow was eventually consumed by the darkness below. Had she hit the bottom? Was there a bottom? Was she even barely alive?

"Aaaah...it felt so satisfying to finally land a spell on her."

Twilight's eyes widened as she turned to face the one responsible for what had happened. Chrysalis. The changeling queen sneered as Sombra's laughter tore through the air once more. The changelings in the room began to laugh and poke fun at her losses. She should have felt rage. She should have felt anger. Vengeance. But she didn't feel anything. She stared at Chrysalis dead in the eyes as they locked gazes. Her horn seemed to light without her noticing.

"You haven't won. I'll make sure of it."

A large smash cut off all the laughter, as the bridge was blown apart, large chunks and pieces flew through the air, crashing into unfortunate changelings who happened to be in the way.

...and Twilight Sparkle, was gone.

Author's Note:

Hey everypony! Sorry for the delays for this chapter. :twilightblush: I had to delay progress on this story due to personal reasons and such like finals, but progress should be coming along more smoothly now. :pinkiesmile: I also had to rewrite this chapter three times because I didn't like how it ended up turning out. As an apology, please accept this beautifully illustrated depection of the sewer chase scene from Sonic (Rain)boom by ZettaiDeullahan!