• Published 8th Jan 2023
  • 3,542 Views, 489 Comments

Regeneration - Rated Ponystar

The Doctor has to stop the Conversion War and save humanity from Celestia's madness, but a worse evil is playing everyone as pawns for a greater plot

  • ...

Regeneration Part 4

There’s always something to look at if you open your eyes!

- the 5th Doctor

Lives change worlds. People can save planets or wreck them. That’s the choice. Be the best of humanity.

- The 13th Doctor


If there was one thing that Major-General Marshall Highmoor knew when he joined the military, it was that war was coming.

Having come from a family of soldiers that had fought for his home country of the U.K, he signed up for the army right out of school not just because of tradition but because the world's tensions were leading to another world war.

The 2020s were, for lack of a better word, fucked up.

Political corruption, economic recessions, tensions between superpowers, climate change officially declared irreversible, resources being hoarded up, and even revolts in various first and third-world countries that had to be put down in bloody fashion. It's a miracle that things didn't escalate into a world war then, but the actions and consequences brought everything to the powder keg that was the 2030s.

And then aliens from another dimension came, and everything changed.

No longer did mankind have to only worry about itself, but now multi-colored ponies with magic had become the greatest threat to humanity since the near start of nuclear conflict during the Cuban Missile Crisis.

Marshall Highmoor had no personal prejudice against the Equestrians. Some of them he got to know very well since his sister was an ambassador for the U.N. However, he never trusted the Equestrian government's statement that they were here for peaceful purposes.

A peaceful nation doesn't come here with an expansive shield that is deadly for all but their own kind to the touch. A peaceful nation doesn't put bans on certain contrabands that are harmless in the name of "cultural appropriation." And a peaceful nation doesn't create a means to turn you into a different creature without your original personality.

No, Equestria came as invaders, and the war now was only proving it.

Knowing he would be needed, Marshall Highmoor left his majesty's forces and joined the U.N. forces, which had grown powerful since its founding due to alien existence being a thing. No longer was it a peacekeeping force but a full-on armed military that spanned the global nations of the world.

However, when you were fighting enemies that could teleport anywhere, manipulate weather, defy the laws of physics, and fight with the strength of two or three full-grown men, numbers could only do so much.

He was doing what he could to hold onto an important city in Japan while the Equestrians were throwing everything at them. He knew why they were here. He had been in contact with Underground Railroad members Fluttershy and Discord, who had become allies to humanity upon the revelation of their old world's fate.

Major-General Highmoor never thought he'd live to see the day when he would be fighting a foe more evil and sinister than Hitler, Pol Pot, Mao, or Stalin. But to let your entire world burn to take over another one? Hell awaited Celestia for sure.

Only now, Hell had come to Osaka with half the city under the control of the invading Equestrian force while the other half was still in his hands. Reinforcements were still at least two hours away, and the Equestrians were converting every human they could while killing those who resisted out of rage and anger. They were primarily driven to capture or kill their two biggest traitors.

"How's Discord doing? Any word on Fluttershy's group?" the Major-General asked as he walked beside one of the few equine U.N. soldiers that had joined humanity's side. The pony, Private First Class White Chalk, was white coated with a dark black mane that he buzzcut when joining the military. Not all equines had agreed with Celestia, and there were a number of them all over the world, helping humanity in whatever ways they could.

The private soon answered. "Discord's doing his best with Princess Twilight, Princess Cadence, and Prince Shining Armor, but he's already wasted so much of his powers helping us that he's already starting to tire out. As for Fluttershy and her group of refugees? They are still behind enemy lines, and we have no idea where."

Marshall Highmoor rubbed his forehead. "Great, and now we got two spies to worry about."

"Um, about that, sir," Private White Chalk stopped and looked serious at his superior officer. "The mare that we captured said her name was Lyra Heartstrings. I took a look at her and asked a few of our other pony soldiers. We've all identified that it is, indeed, her."

"She was the most vocal pony against the war, right? The one who wrote that book about her visits to our lands and advocated for cooperation?" Major-General Highmoor asked, rubbing his chin. He recalled hearing his troops about her a few times from the grapevine.

"Yes, sir," Private Whitechalk said before shrugging. "Unless she is a changeling, which I doubt, I think she's the real one. The other one, calling himself The Doctor, is unknown to us, but Lyra says they're here to help us."

"Hmm, we'll see," Major-General Highmoor said as he continued to the interrogation room. According to witnesses, a blue police box materialized inside the base, and both this "Doctor" and Lyra exited out of it. They could not get any readings off the box, nor could they enter it, so he had it just sealed off for now. Truth be told, he was more interested in knowing how they got into the base rather than why.

Arriving at the door, the guards saluted and let them in. Inside the room, pacing around and seemingly talking to himself, was a stallion who had to be The Doctor, while the mare sitting on the chair was Lyra Heartstrings. Clearing his throat, he got their attention, and The Doctor smiled quickly before walking over. "Ah, finally. Someone in charge. Been waiting for you to arrive."

"Yeah, let's just hope he's here to listen to us and not tell us the day of our trial," Lyra muttered, eyes-rolling.

"Oh, I hope not. I had to go through a trial once. Longest and most confusing moment of my sixth life. Anyway, hello, I'm The Doctor."

"Doctor Who?" Major-General Highmoor asked, eyebrow raised.

"Just The Doctor."

"Is it a code name?"

"No, just the name I go by."

"What are you a doctor of?"

"Everything and anything really," The stallion said proudly.

"Save for driving," Lyra said, rolling her eyes.

"Oi, I've gotten us to the base, haven't I? Granted, we were trying to land outside of it and speak to someone important, but this works as well," The Doctor said as he turned away from Lyra and back to the human. "So, you are?"

"I'm Major-General Marshall Highmoor of the United Nations Armed Forces, Asia Division," He answered before putting his hands behind his back and motioning to Private White Chalk. "This is Private White Chalk."

"Hello," Whitechalk replied with a nod.

"Let me guess, former school teacher?" The Doctor asked with a smirk.

"Yes, how did you know?" Private Whitechalk asked with surprise.

"Thing about pony names is that their names are usually somehow always tied to their jobs or personal talents. At least until the eleventh century when you start using more normal names. I personally like Colt Smith," The Doctor said before clapping his hooves. "Anyway, what's the situation in Osaka like so far? Any whereabouts of Fluttershy? We need to find her and Discord quickly if we're to turn things around."

"Excuse me, but you are currently under investigation for invading a restricted military base," Major-General Highmoor said with narrow eyes. "Under means, we still don't fully understand."

"Oh, that's easy. I just used my TARDIS to get here," The Doctor said dismissively. "Before you ask, it's a spaceship I use to travel between time and space. No, you can't take it apart, and no, you have no means to duplicate the technology. Also, she only answers to me. She hates it when others try to mess around with her, and she doesn't like being shared."

"...What?" Major-General Highmoor asked with utter confusion. "Time and...space? Spaceship?"

Lyra groaned and stood up. "Look, long story short, this guy?" She pointed to The Doctor, who waved. "He's a time-traveling alien from our world. Yes, he looks like a pony but trust me, he's as alien as you can get with his personality."

"Hey," The Doctor pouted.

"But he's a brilliant pony who's here to help you, and if we don't do something fast, we're going to lose Osaka. So can you please just trust us!" Lyra begged.

"You expect me to trust someone I never met before, who invades my base, claims he's some kind of alien-different from the Equestrians-with the ability to travel between time and space?" Major-General Highmoor asked in disbelief. "I don't know whether to jail you or put you in an insanity ward. Because I feel like I'm wasting my time talking to you two when I have a battle to deal with."

The Doctor rolled his eyes and leaned forward. “Listen here, Brigadier-”


"Right, sorry. It's a force of habit," The Doctor apologized before suddenly looking very serious. Upon staring at his eyes, Major-General Highmoor soon paused and saw something he had seen more often than he'd like: The Stare.

The Thousand-Yard Stare that all soldiers who had fought or experienced battle beyond imagining it shocked them into a state that couldn't be described with words. Major-General Highmoor had seen such a look on his older brother when he came back from Iraq, and, despite living a good life, there was always a tiny part of him with that stare that looked like life had been sucked out of him.

This stare showed that same look but magnified a thousand times over. That was the look of someone who had fought in countless wars and seen indescribable amounts of bloodshed and death. He looked so young, but his eyes were old. Very old. Older than seemed possible. Like there was a sad and lonely person deep inside those eyes hidden behind a wall of emotions that were scrambling to protect him from being more hurt than he already was.

Most people who had such looks that couldn't pull through, in Highmoor's experience, had ended up in such depressing states they wasted away or ended themselves. The Major-General had seen many soldiers and officers, old and young, with such dark gazes but this Doctor? He held darkness in him that only a fellow warrior could see, and he nearly felt his heart collapse from it.

But as he looked deeper into those eyes, there was something more than the stare.

A fire.

An eternal fire that had no end.

A will with the power to change destiny itself.

To defy anything just to achieve victory.

Whatever darkness The Doctor had in his eyes, there was something even brighter beyond it.

For the first time, Major-General Highmoor was serious as he continued to stare at those near-immortal eyes while The Doctor spoke. "Right now, we have little time to chat or waste arguments on my sanity. Which is fine, by the way.

I'm not so old as I've gone senile. We have innocent people out there dying and suffering a fate worse than death with your soldiers, your boys and girls, doing all they can to protect them while fighting to survive for tomorrow. These people have families, loved ones, and friends waiting for them to come home so they can hug them once more.

There is a force out there, a completely misguided one, that thinks they are fighting a righteous cause when, in truth, they are being led by a madmare who is willing to burn worlds just to get her way. I've traveled all over the galaxy and time itself, fighting in situations like these because I am always determined to make sure that the people who suffer in these situations suffer no more.

I am here to save this city, and your people, so that they can have that tomorrow they wish for. Now you can help me or get out of my way because this battle will end one way or another."

"...Why should I trust you?" Major-General Highmoor asked, doing his best not to sweat as The Doctor walked over and looked him dead in the eye.

"Because I can see, through your eyes, that you are a good and honorable man, Major-General. I know your type. I know that you wish to end this battle so you can bring your troops home. So you can give care to these civilians. So you can sleep better at night knowing you did all you could to prevent further tragedy. I can help you prevent more losses, Major-General. You need a doctor to fix this mess. And me? I am The Doctor."

There was a brief silence before the Major-General sighed. "What do you need?"

"Sir?" Private White Chalk asked in surprise. "Are you sure?"

"Not entirely, but I'll take all the help I can get," Major-General Highmoor replied.

"Right now, I need to know where Discord and Fluttershy are and their situation," The Doctor asked.

"Both are in Tennōji, but we lost contact with Fluttershy. She's assisting a group of refugees with other members of the Underground Railroad, but they were being chased by a platoon of enemy soldiers last we heard," Major-General Highmoor answered. He crossed his arms and shook his head. "We have no idea where they might be going through."

"That's easy for me to figure out, thanks to this," The Doctor said as he took out a strange multi-jeweled amulet-like device. "I just needed to narrow down the area, and you just provided it. We're going on a rescue mission, Major-General. And I suggest you bring some troops with you."

"Are we expecting a fight?" Major-General Highmoor asked seriously.

"No, we're going to be setting up a trap."


Flash Sentry had very few regrets in his life.

Leaving the Royal Guard to join the Underground Railroad was not one of them.

He had been against the entire war and the conversion potion from the start and was very vocal about it. All his life, he had dreamed of being a stallion of justice to the point that he had lived the code of the Royal Guard his entire life ever since he heard it.

Joining the elite army of honorable ponies was a dream come true, especially when he was assigned later on to be Princess Twilight's personal guard. The two of them really hit it off and fell for each other, but he had been hesitant to act on such a relationship due to their status. Fortunately, Twilight kissed him first, and he soon returned those feelings. It honestly seemed like everything would be perfect as he had his dream job, a dream girl, and a bright future.

However, their arrival on Earth had been a wake-up call. The near-zealous hatred Equestria and her leaders had for humanity had been a terrifying one to experience. Flash Sentry never saw humans as anything more than another species.

Having grown up in a multi-racial town with many immigrants from outside of Equestria, he had a more open view of the other races than most ponies did. It was sad that the average pony was slightly xenophobic, but it seemed to increase ten times when they arrived on Earth.

Even Twilight seemed to eventually believe that the humans were a lost cause thanks to her failed tour promoting Friendship with her friends. Then the situation got worse with the barrier, conversion bureaus, and now the war.

All of these actions Flash Sentry was against from the very start. He refused to believe that Equestria couldn't do something about the barrier when they had access to some of the most powerful magic users in history. The newfoals, victims of the conversion bureaus and its potions, were not normal. They were like mindless zombies with smiles and cheerful personalities that never seemed to end. They were just wrong.

And the war?

The war where Princess Celestia essentially declared a crusade against an entire race for daring to live their own lives and wanting to be who they were born as? There was no justice in this war, no righteousness in Equestria's cause, and no honor in their methods.

It was genocide. Pure and simple.

Flash argued about it with everypony. Even to his marefriend, but Twilight refused to see the truth. She, and so many others, were blinded by their love and adoration for Princess Celestia and "Harmony" that they forgot what harmony really was about. This made him lose friends quickly, with warnings from his superiors that he needed to stop the treasonous talk. But he refused. He believed in justice and was loyal to Equestria, but Equestria was no longer faithful to the ideals it once really believed in.

A crossroads came to Flash Sentry. His perfect life or his principles. He knew his choice and told Twilight he was breaking up with her and leaving the guard. That led to an argument, and...in the heat of the moment...he hit her.

That had been a regret.

He was lucky that Shining Armor and Spike didn't kill him. Perhaps they wish they did since he was now on the other side, fighting for humanity and what was right. Only now, he was possibly facing his end as he watched the ponies hunting them down, coming down the street toward the abandoned mall his group had taken to hiding under. "They're persistent. I'll give them that. How many do you count?"

"Twenty...including Big Macintosh," Dinky Hooves, a younger ex-guard, answered.

Dinky, her mother, and their friend Carrot Top had been part of the latest group of refugees seeking to leave Equestria. Osaka was supposed to be their final stop, but the battle happened. They already lost a lot of ponies, both refugee, and underground members, to the point where it was now just him, Dinky, Fluttershy, and Discord left to protect them. Discord, however, had to aid the rest of humanity's forces in the war while he and Fluttershy had guided what few refugees were left to safety. Of course, they had elderly and little ones with them, which required them to rest. This mall had been a good shelter for now, but their pursuers had come.

"Applejack's brother? I didn't know he joined the war," Flash Sentry asked in surprise.

"Many Apples joined the war recently," Dinky muttered with disappointment. "I just find it hard to believe he would even do this since he's always been a peaceful stallion."

"You don't have to help, you know," Flash Sentry warned as he turned to the young mare. "I know you were an ex-guard like me, but this is most likely not going to end well. You have a mother worried about you."

"If I don't do anything, both my mother and I will end up captured or worse at their hooves," Dinky argued with a heavy sigh. "If I'm going down. I want to go down fighting."

"Alright, then let's do this. Stick to the plan and let's hope we can take them down together," Flash Sentry said as Dinky nodded, and the two left their hiding spot to get to work.


The small platoon of all Earth Pony soldiers smashed the near broken automatic doors of the mall and went into formation to make sure there were no threats. Among them was the oldest of the Apple Siblings in Ponyville, Big "Jay" Macintosh, who was now going through his first battle.

When he joined the army, he did it because he felt like his duty was to help defend Equestria from the humans. The news and stories he heard of their ruthlessness had nearly made him shiver with terror, and the stories his sister told of him back when she came back from that world tour with Twilight only soured his opinion more. His wife, Sugar Belle, had urged him not to join out of fear of losing him, but Big Mac had to do this as much as he loved her.

His family was out there fighting, and he wouldn't be a yellow-bellied coward for staying home. Besides, the war effort had taken a toll on the family's farm. With most of its products being used to supply the troops on the front lines, money was tight. Joining the army benefited a nice paycheck to keep his family well funded.

Still, if he was being honest, Big Macintosh didn't imagine war would be this...brutal.

The death and carnage that lay in the wake of all that had happened in his first real battle had nearly made the strong-hearted farmer throw up. He had never seen corpses before, save at funerals, and to see so many with missing limbs, eyes wide open, mouths covered with flies, and the smell of waste coming out of their bodies? It was taking all his willpower to just push those thoughts aside.

It made him even wonder if he could even kill a human if he had no choice, but all he had to do was remember the fate of his family should Equestria lose the war. Just thought of his sisters or wife being murdered, raped, or turned to glue was enough to cast aside all doubt and replace it with rage.

"Clear, sir!" One of the other soldiers reported as their Sergeant, Black Iron, walked inside. The Sergeant was a good man. About as tall as Big Macintosh due to coming from a mining family, Sergeant Black Iron was black coated with a grayish mane and tail that was short for practical purposes. His cutie mark was an iron pick over a steel ingot, and his armor was that of a shinier gold caliber with a prized blue star on his shoulder to symbolize his rank.

"We're sure the Pegasi scouts caught wind of the traitors heading here?" Sergeant Black Iron asked as one of the other soldiers nodded. "They must be hiding. Spread out. Keep your guard up."

"Sir, they're just civilians. I highly doubt that they're going to be-"


The sound of a broken chain forced everyone to look up and gasp as a giant display screen from above the mall's entrance started falling toward them.

"Scatter!" Sergeant Black Iron shouted as he dived to the left. Others did so, but three soldiers were unlucky as the large object smashed down upon them. Their cries of pain were short before they went silent as their comrades watched in horror as their mangled bodies, pierced by glass and metal, lay buried under the broken electronics.

Big Macintosh turned away in disgust by looking up, but he saw a figure flying above towards the east direction of the mall, where an escalator awaited them to take them to the second floor. "There! Enemy Pegasus at nine o'clock!"

"Follow him!" Sergeant Black Iron shouted as the entire patrol galloped down while the pegasus flew even faster to avoid him. "Anyone recognize him?!"

"Yeah!" Big Macintosh shouted with a growl as he recognized the cutie mark when the pegasus turned. "It's former Lieutenant Flash Sentry! He was once Princess Twilight's guard and coltfriend before he betrayed her and joined the Underground Railroad!"

"The Princess has ordered him to be captured alive! But we can still cripple the bastard's wings!" Sergeant Black Iron shouted as he continued to lead the troops. However, the sound of gunfire made him skirt to a halt just in time for a bullet to miss him and land inches from his hoof. "Shooter! Take cover!"

He was two seconds too late as more shots were fired, which resulted in two more of their soldiers getting shot. One got a bullet right in the head and went down like a lump of lard, while another screamed in agony as his bullet ripped through his two front hooves. Big Macintosh grabbed him by the neck and dragged him behind a broken electronic map helper while others took cover.

The wounded Earth Pony was sobbing as his hooves looked ready to fall off from the impact, and he soon fainted from the blood loss. Big Macintosh cursed and quickly put the wounded pony on his back before rushing back the way they came. Thankfully, the shooter wasn't firing at him, and he was able to get to their medical officer quickly to lay the wounded pony down. Nodding in thanks, the doc went to work on helping their wounded comrade.

"Horseapples! There are humans here too?!" One soldier asked as he winced from the gunfire on his protective spot behind a steel mall bench.

"I'm seeing a horn glowing. Must be a unicorn!" Another soldier shouted. "Second level! By the escalator!"

A clank was heard, and a pop of smoke went off that covered their vision. "Damnit! Smoke grenade!" Sergeant Black Iron shouted as he turned around and looked at his unit. "Jade, Sunrise, Macintosh, Chaser, and Bouncer! You five go back the way we came and see if you can get around this shooter! Keep your flanks low!"

"Yes, sir!" Big Macintosh shouted as he and the four others who were called rushed down the way they came.


Dinky sighed as she rearmed herself with another clip for her M16A2 with iron sights. The one great thing about being a unicorn was that you could use firearms thanks to magic. Of course, you still had to learn how to properly use them and not shoot yourself or anyone else like a dumbflank.

When she went to the human world for the exchange that one year, she learned gun lessons from an NRA club that Tom took her to once. There was something extraordinary and awe-fearing when you used a powerful weapon such as a gun, but it was not a toy. It was meant to be used to protect and kill if necessary. Something Dinky had no problem doing as she was trying to protect her mother and all those fleeing from the nightmare that had become their home.

And she was willing to kill anyone who threatened them.

Flash and Dinky knew that this wouldn't hold them off for long. They could find another way to try and flank them, but she trusted Flash to deal with them. Snapping her clip in, Dinky waited for the smoke to clear and started firing again. This time, she hit a few more of her targets, but this did little to prevent the others from fleeing. They were determined to get to her and avenge their comrades.

What's worse was she didn't have a lot of ammo left. The fights for survival earlier had drained her of most of her clips, so she had to make every shot count. However, one of the guards got smart and used their great Earth Pony strength to pull out one of the mall's electronic advertising boards and hold it up for a shield. Cursing, Dinky fired shot after shot at the stallion, who continued to hold his makeshift shield as others formed a line behind him. Even after a few of her shots punctured through and hit him, he gritted his teeth and continued until he was close enough to the escalator and collapsed with a final grunt.

Cursing, Dinky knew she had to fall back. However, she knew that the Earth Ponies would outrun her due to their incredible stamina and prepared herself for CQC. Just as the soldiers began to climb up the escalator, a whirring sound caught Dinky's attention. That was soon followed by gears moving and ponies yelping in surprise.

A stunned Dinky looked down in confusion as the escalators soon activated and, at rapid speeds, sent the soldiers straight downward in a heaping pile as their armor clashed against one another, and they fell into a pile. A few tried to get back up the escalators and outrun them, but they weren't fast enough (not to mention it was more complicated with hooves instead of feet), and they fell on their faces and bottoms.

"W-What?" Dinky asked, blinking in surprise.

"You know, I believe the sign says that running up the escalators is a safety hazard. Maybe because it's in Japanese, they couldn't read it." Dinky turned around with a yelp to see a smiling pony with a glowing metal stick in his hoof nodding to her. "Hello. I'm The Doctor."


"Me," The Doctor said as he looked down at his work. "And they will be preoccupied for a while, so let's go check on your friend and make sure he doesn't get into any trouble, shall we?"

Dinky blinked and shook her head while holding her hoof up. "Wait a minute! You're The Doctor? The one that Princess Celestia put an Automatic Kill Status on for unknown reasons? The Number One Enemy of Equestria even over Fluttershy and Discord?"

"And that's another on the list of races with me as their number one enemy," The Doctor chuckled. "But yes, I am The Doctor. I didn't know I was famous already. Anyway, we should go. I know you don't trust me but-"

"Okay, let's do it," Dinky said with a nod.

"...well that was fast," The Doctor said with a blink. "Just like that? I don't have to give a speech or something about me being trustworthy, wanting to help humanity, end the war, blah blah blah?"

"Both of us are Sunbutt's enemies. That alone makes you trustworthy," Dinky said with a grin as she turned around and aimed her gun at the soldiers who were still trying, and failing, to get up the escalator. "Let me just take care of a few more of-"

"Nope!" The Doctor said, taking the gun and tossing it away. "No need for that. Trust me. We can defeat these soldiers without losing more lives."


"Tally ho!" The Doctor said, taking Dinky by the hoof and dragging her away.


"They're getting away, sir!"

"I know that, you idiot!" Sergeant Black Iron shouted as he stared at where the unicorn and the strange Earth Pony were before they fled. "Forget the escalators! We'll find another way up to the second floor!"

"Sir! I think this elevator is still working!" Another soldier shouted, pointing down the corridor where a lit-up elevator was waiting for them, open and everything. "Looks like we can all fit in here!"

"Great! Let's go! Doc? Stay here with the wounded until we return!" Sergeant Black Iron shouted as all of what remained of their group went inside. The last pony in pressed the up button, and they waited for the doors to close before the machine started slowly moving. Suddenly, halfway up to the next floor, it jerked and halted.

"What the?" Sergeant Black Iron asked in surprise before the speaker suddenly turned on.

"Hello! This is a recording from The Doctor. If you soldiers of Equestria used this elevator, or any elevator in the mall for that matter, please rest assured that no harm will come to you. You are merely just trapped, thanks to some hacking, for the duration of whenever I choose to release you. By then, U.N. soldiers will be ready to properly take you into custody, where you will be treated fairly as POW's. Please do not resist, as I hate to see more wasted lives, and I doubt your families want you to die. So sit tight and relax to some soothing elevator music."

A calming tune began to play over the speakers as the stunned Earth Ponies just stood there in silence upon realizing they had been trapped. Sergeant Black Iron facehoof and knew his career in the army was over.

Can this be any worse?

"...I have to go to the bathroom."



The sound of gunfire made a few of the refugees jump, but nopony spoke a word out of fear of being found. A few of the foals let out whimpers as their parents tried to comfort them, while others silently sobbed.

They had decided to hide in the back of a yakiniku restaurant's kitchen in the hopes they could hide well enough from the troops chasing after them while Dinky Doo and Flash Sentry personally went out to deal with them. Fluttershy sighed in despair as she looked at the ponies she had been charged with protecting and felt like she had failed them.

This was supposed to be a peaceful stop before arriving safely in a place where Equestria wouldn't find them. She underestimated just how far Twilight was willing to go to capture her. They had already lost so much from the violence. Some even just gave up and could go no further, and the shy pegasus could only pray that they were being treated right.

And Discord?

He was fighting with all he had out there.

"I can't help but feel this is all my fault," Fluttershy whispered to herself but quickly felt a hoof on her shoulder. Turning around, she saw a smiling Derpy Hooves and Carrot Top looking at her.

"It's not your fault, Fluttershy," Derpy replied as she hugged the sniffing pegasus. "We all knew the risks when we asked to leave Equestria. We made this choice. You're doing the right thing."

"But still..." Fluttershy shook her head. "Your daughter is fighting out there and could die....maybe if I give myself up-"

"No," Derpy said, putting a hoof on her lip and shaking her head firmly. "My daughter is like her father. She believes in justice. What she's doing right now is no different than what she was doing when she was back on the guard. I know there is a risk I can lose my daughter, but I know that everything is going to be okay." She smiled at her warmly and winked. "We'll be fine. Trust me."

"Yeah, and besides," Carrot Top put up her hooves and punched them in the air, "I'm not a slouch of a fighter myself. I won the Golden Hooves Amature Boxing Tournament in Ponyville three times running, you know?"

"Weren't you disqualified the third time because you got drunk before entering the ring?" Derpy asked, tilting her head as her eyes went in different directions.

"Hey, I still won."

Fluttershy giggled as she felt a part of her despair fading until she heard hoofsteps entering the establishment, and it made everypony go silent. She held her breath and gulped before stepping forward towards the kitchen's opening doors, hoping to get a peek at whoever was there.

"Hello? Fluttershy?"

Wait a minute...that voice! Fluttershy gasped as she nearly smashed the doors open and gasped in surprise upon seeing an equally surprised mare that Fluttershy hadn't seen in a long time save for wanted posters. "Lyra!"

"Wait, Lyra?!" Derpy and Carrot Top rushed out and were in awe as the infamous unicorn walked over and hugged the three.

"Thank goodness we've come just in time!" Lyra said as she ended her hug and smiled at the three. "Are the others with you?"

"Almost everyone but Derpy's daughter and Flash Sentry," Fluttershy replied as she looked around. "Is it just you? Wait, how did you get here in the first place?"

"I hitched a ride with a crazy stallion in a box," Lyra said with a smirk. "But yeah, I brought help. Don't worry, everything's going to be okay."


Big Macintosh and his troops were almost to his location. Flash Sentry sighed as he realized that this would be a tough fight. He might have been outnumbered, but he had experience and skill while most of these guards were rookies. He personally had been trained, and became friends with, Prince-Consort Shining Armor back in the days when he was welcomed by the Sparkle Family as a member of their clan when it looked like things were getting serious between Flash and Twilight. Despite having no regret in his choice, Flash wishes things hadn't become so bitter between him and his former special somepony.

He was waiting for them in the middle of the food court, and it didn't take long for them to come up the escalators to find him waiting for them. Big Macintosh was leading them, and he narrowed his eyes at Flash Sentry, who calmly looked at him. "Flash."

"Big Mac," Flash Sentry asked before sighing. "How's your family?"

"Fine, but Ah can't say the same for yers, traitor," Big Macintosh growled as he pointed at them. "After ya turned tail on your home, yer family was so ashamed they pretty much disappeared from the face of Equestria."

More like the ESS had their way with them, Flash bitterly thought.

"Ah thought yer were a good pony when Twilight introduced ya to all of us," Big Macintosh sighed. "Guess Ah was wrong. Ya really hurt her, Flash. Ya hurt us all. You betrayed Equestria."

"No, I didn't betray Equestria," Flash Sentry started with a firm tone. "Equestria betrayed itself."

"What are you talking about?!" Another one of the soldiers asked in disgust.

"Equestria used to be the nation that promoted peace, harmony, friendship, and justice. I was raised to believe in these things and lived them as best as I could.

But what happened when we came here? I saw hatred, fear, paranoia, injustice, and war. I saw a society condemn an entire race just for the crime of living their lives differently while challenging thoughts we never once questioned our entire existence, which opened us up to new concepts our Princesses feared.

I watched the home I love, with ponies I knew my entire life, outright boast how superior they were with such pig-headedness I'm surprised our heads didn't explode. I watched as the love of my life, the stallion I respected, and the princesses I worshiped fall from grace and turned into the shadows of the great ponies they once were." Flash closed his eyes and took a heavy sigh.

"I could have just obeyed orders. Been a good little soldier and just follow along. But that's not me. It's not me being loyal to the ideals I've come to follow. It's not being loyal to who I am deep inside. And it's not being loyal to the real Equestria that's been replaced with this disgusting shell of its former self."

Clanking his armored hooves together, Flash Sentry flares his nostrils and spreads his wings. "I'm not a traitor, Big Mac. I am a loyal son of Equestria. And if that means fighting her to save her? So be it!"

Suddenly, there was clapping.

"Bravo! Excellent! Well said, Sir Sentry!"

Everypony turned to the right to see Dinky and a strange earth pony in a blue coat smiling as he clapped his hooves. He pulled out a peculiar amulet with multiple gems on it, with the red one glowing while he pointed it at him. "I dare say, I was expecting to find one of them here but never imagined I would find two. Seems luck is on our side today."

"Who are ya!" Big Macintosh demanded while stomping his hoof.

"I'm The Doctor, and I'm here to request your surrender," The Doctor said as he nodded in greeting. "The rest of your comrades are either dead, too wounded to fight, or currently trapped in an elevator if my Sonic Screwdriver's readings are right, but they have enough oxygen to last for a few hours, so they should be fine."

"And you expect us to surrender just like that? We outnumber you, and you have no weapons," One of the soldiers stated.

"Well, technically yes on those two points," The Doctor said with a shrug. "You outnumber us, and we have no weapons...but those points don't necessarily apply to these folks."

Without warning, dozens and dozens of armed U.N. troops burst out of hiding from around the food court's multiple food stands. From McDonald's to Matsyua, heavily armored and equipped humans stood in position and aimed their guns at the shocked Earth Ponies. Even Flash Sentry and Dinky were surprised by the arrival of all these humans.

"H-How?! How did you get here so fast?!" One Equestrian soldier asked in disbelief.

"You wouldn't believe me even if I told you," Major-General Highmoor stated as he walked out beside his men, arms behind his back, and shook his head in amazement. "I thought I'd seen it all before when your kind arrived...but that box? Something amazing."

"Yes, she's never had that many people inside her before," The Doctor said with a nervous chuckle. "Hope she's not too mad at me when I go back inside."

"Anyway, I suggest you surrender, Equestrians," The Major-General said firmly. "You are currently outgunned, surrounded by all sides, and you have no reinforcements with your other comrades currently detained until we can properly take them in. I promise that you will be treated fairly under the Geneva Conventions rules."

"Why should we bother taking these ponies alive?!" One human soldier growled as he aimed his gun a little higher. This made others snap their heads to him. "All those innocent people...civilians...children...all of them are dying or worse because of them! Why should we show them mercy when they've been nothing but monsters?!"

Before The Major-General could tell his man to stand down, The Doctor coldly interrupted, "Because then you become what they see you as."

Everyone turned to him as The Doctor glared with such a stern look the soldier nearly dropped his gun. "Right now, the Equestrian Government has been filling these ponies with lies stating that you are all demons who wish to destroy everything and anything around them. You are evil incarnate and have no concept of mercy, love, or kindness is something everypony from the youngest foal to the oldest senior citizen is being told repeatedly without stopping.

And this is not true.

I've only been on this planet for a short while, but I've seen the goodness in your race. A race with great potential." He glared at the Earth Pony soldiers, who gulped upon seeing his cold and icy stare. "In many ways, they are victims too. Filled with lies and paranoia, they cannot see the truth that has been blinded to them like a curtain on a window. They think the worst of you and, naturally, you think the worst of them. But that's always how the cycle of violence continues.

Hated met with hatred.

Fear met with fear.

It keeps the wars, battles, and purges going on endlessly, no matter how many lives it ruins. I've traveled throughout time and space, and I've seen these situations more times than I ever wished to count."

He walked forward until he was in the center of the entire room, looking at everyone who had stopped thinking just to hear his voice. "I understand that one must be ruthless with war. And evil must be stopped. But there comes a time for mercy. A time for kindness. Because that's what ends the wars.

That's what ends the hate.

One single act of genuine kindness and trust can shatter the will of a million soldiers if they are proven what they were fighting for was all a lie. You can kill them, sure, but will that solve anything? You would be killing defenseless and defeated soldiers in the name of revenge, but then you prove to Princess Celestia that she was right about you.

Because while you may be thinking about your friends, family, and loved ones, they are also thinking the same. Ponies they care about who are praying they come back alive. I know you are scared. Just as they are scared. But the only way this fear and hatred ends is if we stop to open that curtain just for a single moment.

We expose them to the sunlight.

Maybe then this war can end faster. I am here to stop Equestria from destroying this world, and I will be ruthless and violent when I must when the situation calls for it. But this is not that time. This is a time for mercy. So don't be what they think you are. Show them what you really are."

There was a long silence as everyone, pony and human, stared at The Doctor, who stood there with unflinching determination. Finally, Big Macintosh sighed and slowly took off his helmet. "If...if ya really are gonna show us mercy...then we surrender."

"...Captain?" Major-General Marshall Highmoor ordered as he summoned a soldier to his side. "Take your men and secure the prisoners. I want them unharmed and treated well. Give them water too. Also, send a detachment to pick up the other enemy soldiers."

"Ah'll go with ya," Big Macintosh said, getting a raised eyebrow. "It might calm them down more if somepony from the unit was there to convince them."

The Major-General nodded as he soon gave out more orders to secure the mall and sent up sentry points while requesting an evacuation. He walked over to The Doctor, stared at him, and saluted. "Well, Doctor. If I had any doubts, they were gone now. Know that you have a friend in the U.N should you need me."

"Thank you, Major-General, but the battle is far from over," The Doctor said as he turned to Flash and Dinky. "Take me to see Fluttershy really quick."

"Why?" Flash Sentry asked.

"Because we're going to save Discord."

Author's Note:

And here we go with part 4. Be sure to help out at the TV Tropes Pages for the Negotations_verse series: https://tvtropes.org/pmwiki/pmwiki.php/Fanfic/TheNegotiationsVerse